Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 30, 2019 | |
Document and Entity Information [Abstract] | ||
Amendment Flag | false | |
Document Type | 10-Q | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0000730272 | |
Current Fiscal Year End Date | --12-31 | |
Document Period End Date | Jun. 30, 2019 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity File Number | 000-14656 | |
Entity Registrant Name | REPLIGEN CORP | |
Entity Filer Category | Large Accelerated Filer | |
Trading Symbol | RGEN | |
Title of 12(b) Security | Common Stock | |
Security Exchange Name | NASDAQ | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 04-2729386 | |
Entity Address, Address Line One | 41 Seyon Street, Bldg. 1, Suite 100 | |
Entity Address, City or Town | Waltham | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02453 | |
City Area Code | 781 | |
Entity Shell Company | false | |
Smaller reporting company | false | |
Emerging growth company | false | |
Local Phone Number | 250-0111 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Common Stock, Shares Outstanding | 51,530,792 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 208,888 | $ 193,822 |
Restricted cash | 8,929 | |
Accounts receivable, less reserve for doubtful accounts of $330 and $227 at June 30, 2019 and December 31, 2018, respectively | 43,045 | 33,015 |
Royalties and other receivables | 44 | 136 |
Unbilled receivables | 460 | 2,602 |
Inventories, net | 51,275 | 42,263 |
Prepaid expenses and other current assets | 3,853 | 3,901 |
Total current assets | 316,494 | 275,739 |
Property, plant and equipment, net | 38,125 | 32,180 |
Intangible assets, net | 220,481 | 135,438 |
Goodwill | 469,510 | 326,735 |
Deferred tax assets | 3,917 | 4,355 |
Operating lease right of use assets | 19,501 | |
Other assets | 239 | 174 |
Total assets | 1,068,267 | 774,621 |
Current liabilities: | ||
Accounts payable | 11,304 | 10,489 |
Operating lease liability | 3,287 | |
Accrued liabilities | 20,618 | 15,865 |
Convertible senior notes, current portion | 105,704 | 103,488 |
Total current liabilities | 140,913 | 129,842 |
Deferred tax liabilities | 27,690 | 25,086 |
Operating lease liability, long-term | 20,209 | |
Other liabilities, long-term | 487 | 4,125 |
Total liabilities | 189,299 | 159,053 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity: | ||
Preferred stock, $.01 par value, 5,000,000 shares authorized, no shares issued or outstanding | ||
Common stock, $0.01 par value; 80,000,000 shares authorized; 48,086,422 shares at June 30, 2019 and 43,917,378 shares at December 31, 2018 issued and outstanding | 481 | 439 |
Additional paid-in capital | 892,960 | 642,590 |
Accumulated other comprehensive loss | (15,053) | (11,893) |
Accumulated earnings (deficit) | 580 | (15,568) |
Total stockholders' equity | 878,968 | 615,568 |
Total liabilities and stockholders' equity | $ 1,068,267 | $ 774,621 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Accounts receivable, reserve for doubtful accounts | $ 330 | $ 227 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
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 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 80,000,000 | 80,000,000 |
Common stock, shares issued | 48,086,422 | 43,917,378 |
Common stock, shares outstanding | 48,086,422 | 43,917,378 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenue: | ||||
Revenue | $ 70,692 | $ 47,731 | $ 131,326 | $ 92,561 |
Costs and operating expenses: | ||||
Cost of product revenue | 30,708 | 21,088 | 57,553 | 40,756 |
Research and development | 5,231 | 5,780 | 8,851 | 9,068 |
Selling, general and administrative | 23,699 | 16,590 | 42,697 | 32,488 |
Total costs and operating expenses | 59,638 | 43,458 | 109,101 | 82,312 |
Income from operations | 11,054 | 4,273 | 22,225 | 10,249 |
Other income (expenses): | ||||
Investment income | 1,005 | 512 | 1,718 | 693 |
Interest expense | (1,743) | (1,669) | (3,469) | (3,321) |
Other (expenses) income | (697) | 251 | (339) | 321 |
Other expenses, net | (1,435) | (906) | (2,090) | (2,307) |
Income before income taxes | 9,619 | 3,367 | 20,135 | 7,942 |
Income tax provision | 1,524 | 629 | 3,987 | 1,757 |
Net income | $ 8,095 | $ 2,738 | $ 16,148 | $ 6,185 |
Earnings per share: | ||||
Basic | $ 0.17 | $ 0.06 | $ 0.36 | $ 0.14 |
Diluted | $ 0.17 | $ 0.06 | $ 0.34 | $ 0.14 |
Weighted average common shares outstanding: | ||||
Basic | 46,367 | 43,743 | 45,174 | 43,683 |
Diluted | 49,056 | 45,016 | 47,692 | 44,695 |
Net income | $ 8,095 | $ 2,738 | $ 16,148 | $ 6,185 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | (1,269) | (5,031) | (3,160) | (4,780) |
Comprehensive income (loss) | 6,826 | (2,293) | 12,988 | 1,405 |
Products | ||||
Revenue: | ||||
Revenue | 70,670 | 47,743 | 131,282 | 92,542 |
Royalty and Other Revenue | ||||
Revenue: | ||||
Revenue | $ 22 | $ (12) | $ 44 | $ 19 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Earnings (Deficit) |
Balance at Dec. 31, 2017 | $ 591,548 | $ 436 | $ 628,983 | $ (6,363) | $ (31,508) |
Balance (in shares) at Dec. 31, 2017 | 43,587,079 | ||||
Net income | 6,185 | 6,185 | |||
Issuance of common stock for debt conversion | 0 | $ 0 | 0 | ||
Issuance of common stock for debt conversion (in shares) | 2 | ||||
Exercise of stock options and releases of restricted stock | 1,490 | $ 2 | 1,488 | ||
Exercise of stock options and releases of restricted stock (in shares) | 211,491 | ||||
Stock-based compensation expense | 4,893 | 4,893 | |||
Cumulative effect of accounting changes at Dec. 31, 2017 | (677) | (677) | |||
Translation adjustment at Dec. 31, 2017 | (4,780) | (4,780) | |||
Balance at Jun. 30, 2018 | 598,659 | $ 438 | 635,364 | (11,143) | (26,000) |
Balance (in shares) at Jun. 30, 2018 | 43,798,572 | ||||
Balance at Mar. 31, 2018 | 597,183 | $ 437 | 631,595 | (6,112) | (28,737) |
Balance (in shares) at Mar. 31, 2018 | 43,692,303 | ||||
Net income | 2,738 | 2,737 | |||
Issuance of common stock for debt conversion | $ 0 | 0 | |||
Exercise of stock options and releases of restricted stock | 1,145 | $ 1 | 1,144 | ||
Exercise of stock options and releases of restricted stock (in shares) | 106,269 | ||||
Stock-based compensation expense | 2,625 | 2,625 | |||
Translation adjustment at Mar. 31, 2018 | (5,031) | (5,031) | |||
Balance at Jun. 30, 2018 | 598,659 | $ 438 | 635,364 | (11,143) | (26,000) |
Balance (in shares) at Jun. 30, 2018 | 43,798,572 | ||||
Balance at Dec. 31, 2018 | 615,568 | $ 439 | 642,590 | (11,893) | (15,568) |
Balance (in shares) at Dec. 31, 2018 | 43,917,378 | ||||
Net income | 16,148 | 16,148 | |||
Issuance of common stock for debt conversion | 2 | $ 0 | 2 | ||
Issuance of common stock for debt conversion (in shares) | 29 | ||||
Exercise of stock options and releases of restricted stock | 566 | $ 3 | 563 | ||
Exercise of stock options and releases of restricted stock (in shares) | 245,263 | ||||
Issuance of common stock pursuant to the acquisition of C Technologies, Inc. | 53,938 | $ 8 | 53,930 | ||
Issuance of common stock pursuant to the acquisition of C Technologies, Inc., (in shares) | 779,221 | ||||
Proceeds from issuance of common stock, net of issuance costs of $0.5 million | 189,623 | $ 31 | 189,592 | ||
Proceeds from issuance of common stock, net of issuance costs of $0.5 million (in shares) | 3,144,531 | ||||
Stock-based compensation expense | 6,283 | 6,283 | |||
Translation adjustment at Dec. 31, 2018 | (3,160) | (3,160) | |||
Balance at Jun. 30, 2019 | 878,968 | $ 481 | 892,960 | (15,053) | 580 |
Balance (in shares) at Jun. 30, 2019 | 48,086,422 | ||||
Balance at Mar. 31, 2019 | 625,025 | $ 441 | 645,883 | (13,784) | (7,515) |
Balance (in shares) at Mar. 31, 2019 | 44,073,998 | ||||
Net income | 8,095 | 8,095 | |||
Issuance of common stock for debt conversion | 2 | $ 0 | 2 | ||
Issuance of common stock for debt conversion (in shares) | 29 | ||||
Exercise of stock options and releases of restricted stock | 523 | $ 1 | 522 | ||
Exercise of stock options and releases of restricted stock (in shares) | 88,643 | ||||
Issuance of common stock pursuant to the acquisition of C Technologies, Inc. | 53,938 | $ 8 | 53,930 | ||
Issuance of common stock pursuant to the acquisition of C Technologies, Inc., (in shares) | 779,221 | ||||
Proceeds from issuance of common stock, net of issuance costs of $0.5 million | 189,623 | $ 31 | 189,592 | ||
Proceeds from issuance of common stock, net of issuance costs of $0.5 million (in shares) | 3,144,531 | ||||
Stock-based compensation expense | 3,031 | 3,031 | |||
Translation adjustment at Mar. 31, 2019 | (1,269) | (1,269) | |||
Balance at Jun. 30, 2019 | $ 878,968 | $ 481 | $ 892,960 | $ (15,053) | $ 580 |
Balance (in shares) at Jun. 30, 2019 | 48,086,422 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Stock Issuance Cost | $ 0.5 | $ 0.5 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||
Net income | $ 16,148 | $ 6,185 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 9,053 | 7,894 |
Non-cash interest expense | 2,231 | 2,089 |
Stock-based compensation expense | 6,283 | 4,893 |
Deferred tax expense | 889 | 325 |
Other | 3 | 1 |
Changes in operating assets and liabilities, excluding impact of acquisitions: | ||
Accounts receivable | (7,317) | (4,788) |
Royalties and other receivables | 114 | 60 |
Unbilled receivables | 2,142 | |
Inventories | (4,137) | (3,096) |
Prepaid expenses and other assets | 114 | (144) |
Operating lease right of use assets | 1,206 | |
Other assets | (65) | (1,241) |
Accounts payable | 495 | (701) |
Accrued expenses | 1,642 | (3,985) |
Operating lease liability | (1,216) | |
Long-term liabilities | (8) | 43 |
Total cash provided by operating activities | 27,577 | 7,535 |
Cash flows from investing activities: | ||
Acquisition of C Technologies, Inc., net of cash acquired | (182,176) | |
Additions to capitalized software costs | (3,282) | |
Purchases of property, plant and equipment | (5,847) | (4,412) |
Total cash used in investing activities | (191,305) | (4,412) |
Cash flows from financing activities: | ||
Exercise of stock options | 566 | 1,490 |
Proceeds from issuance of common stock, net | 189,623 | |
Repayment of senior convertible notes | (17) | (11) |
Total cash provided by financing activities | 190,172 | 1,479 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (2,449) | (2,750) |
Net increase in cash, cash equivalents and restricted cash | 23,995 | 1,852 |
Cash, cash equivalents and restricted cash, beginning of period | 193,822 | 173,759 |
Cash, cash equivalents and restricted cash, end of period | 217,817 | 175,611 |
Supplemental disclosure of cash flow information: | ||
Income taxes paid | 2,705 | 1,458 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Fair value of common stock issued for acquisition of C Technologies, Inc. | $ 53,938 | |
Non-cash effect of adoption of ASU 2016-16 | $ 5,609 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisitions: | ||
Fair value of tangible assets acquired | $ 30,756 | |
Fair value of accounts receivable | 3,044 | |
Fair value of other assets | 3,929 | |
Liabilities assumed | (35,326) | |
Fair value of stock issued | (53,938) | |
Cost in excess of fair value of assets acquired (Goodwill) | 142,881 | |
Acquired identifiable intangible assets | 90,830 | |
Net cash paid for business acquisitions | $ 182,176 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2019 | |
Basis of Presentation | 1. Basis of Presentation The consolidated financial statements included herein have been prepared by Repligen Corporation (the “Company”, “Repligen” or “we”) in accordance with generally accepted accounting principles in the United States (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), for Quarterly Reports on Form 10-Q 10-K The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Repligen Sweden AB, Repligen GmbH, Spectrum LifeSciences, LLC and its subsidiaries (“Spectrum,” acquired on August 1, 2017), C Technologies, Inc. (“C Technologies,” acquired on May 31, 2019), and Repligen Singapore Pte. Ltd. All significant intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the accompanying unaudited consolidated financial statements include all adjustments, consisting of only normal, recurring adjustments necessary for a fair presentation of the financial position, results of operations and cash flows. The results of operations for the interim periods presented are not necessarily indicative of results to be expected for the entire year. Recent Accounting Standards Updates We consider the applicability and impact of all Accounting Standards Updates on our consolidated financial statements. Updates not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position or results of operations. Recently issued Accounting Standards Updates which we feel may be applicable to us are as follows: Recently Issued Accounting Standard Updates – Not Yet Adopted In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. (“ASU”) 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement.” 2018-13 “Conceptual Framework for Financial Reporting — Chapter 8: Notes to Financial Statements , ” including the consideration of costs and benefits. The amendments become effective for the Company in the year ending December , and early adoption is permitted. The Company is currently assessing the impact that this guidance will have on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-15, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract.” 2018-15 internal-use internal-use In November 2018, the FASB issued ASU 2018-18, “Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606.” 2018-18 “Collaborative Arrangements,” “Revenue from Contracts with Customers,” the scope of Topic 606 together with revenue accounted for under Topic 606. The guidance becomes effective for the Company in the year ending December 31, 2020 and early adoption is permitted. The Company is currently assessing the impact that this guidance will have on its consolidated financial statements. Recently Issued Accounting Standard Updates – Adopted During the Period In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” 2016-02, 2016-02 right-of-use 2016-02 2018-11, “Leases – Targeted Improvements (Topic 842),” 2018-11 “Leases”, non-lease “Leases,” |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2019 | |
Fair Value Measurements | 2. Fair Value Measurements In determining the fair value of its assets and liabilities, the Company uses various valuation approaches. The Company employs a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The fair value hierarchy is broken down into three levels based on the source of inputs as follows: Level 1 – Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 2 – Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The availability of observable inputs can vary among the various types of financial assets and liabilities. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for financial statement disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is categorized is based on the lowest level input that is significant to the overall fair value measurement. As of June 30, 2019 and December 31, 2018, cash and cash equivalents on the Company’s consolidated balance sheets included $118.4 million and $126.6 million, respectively, in a money market account. These funds are valued on a recurring basis using Level 1 inputs. In May 2016, the Company issued $115.0 million aggregate principal amount of the Notes due June 1, 2021 (the “2016 Notes”). Interest is payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2016. As of June 30, 2019, the carrying value of the 2016 Notes was $105.7 million, net of unamortized discount, and the fair value of the 2016 Notes was $310.5 million. The fair value of the 2016 Notes is a Level 1 valuation and was determined based on the most recent trade activity of the 2016 Notes as of June 30, 2019. The 2016 Notes are discussed in more detail in Note 8, “Convertible Senior Notes” There were no remeasurements to fair value during the three months ended June 30, 2019 of financial assets and liabilities that are not measured at fair value on a recurring basis. |
Acquisition of C Technologies,
Acquisition of C Technologies, Inc | 6 Months Ended |
Jun. 30, 2019 | |
Acquisition of C Technologies, Inc. | 3. Acquisition of C Technologies, Inc. Consideration Transferred The C Technologies Acquisition was accounted for as a purchase of a business under Accounting Standards Codification No. (“ASC”) 805, “Business Combinations” Total consideration transferred is as follows (amounts in thousands): Cash consideration $ 185,971 Equity consideration 53,938 Fair value of net assets acquired $ 239,909 Acquisition related costs are not included as a component of consideration transferred but are expensed in the periods in which the costs are incurred. The Company incurred $3.5 million and $4.0 million in transaction costs for the three- and six- Fair Value of Net Assets Acquired The allocation of purchase price is based on the fair value of assets acquired and liabilities assumed as of the acquisition date, based on the preliminary valuation. The Company obtains this information during due diligence and through other sources. In the months after closing, the Company may obtain additional information about these assets and liabilities as it learns more about C Technologies and will refine the estimates of fair value to more accurately allocate the purchase price. Only items identified as of the acquisition date are considered for subsequent adjustment. We will make appropriate adjustments to the purchase price allocation, if any, prior to the completion of the measurement period, which is up to one year from the acquisition date. The components and allocation of the purchase price consists of the following amounts (amounts in thousands): Cash and cash equivalents $ 3,795 Restricted cash 26,933 Accounts receivable 3,044 Inventory 3,783 Prepaid expenses and other current assets 93 Fixed assets 40 Operating lease right of use asset 3,836 Customer relationships 59,680 Developed technology 28,920 Trademark and tradename 1,570 Non-competition 660 Goodwill 142,881 Accounts payable (436 ) Accrued liabilities (2,417 ) Accrued bonus (26,928 ) Deferred revenue (1,709 ) Operating lease liability (51 ) Operating lease liability, long-term (3,785 ) Fair value of net assets acquired $ 239,909 Acquired Goodwill The goodwill of $142.9 million represents future economic benefits expected to arise from synergies from combining operations and commercial organizations to increase market presence and the extension of existing customer relationships. Substantially all of the goodwill recorded is expected to be deductible for income tax purposes. Intangible Assets The following table sets forth the components of the identified intangible assets associated with the C Technologies Acquisition and their estimated useful lives: Useful Life Fair Value (Amounts in thousands) Customer relationships 17 years $ 59,680 Developed technology 18 years 28,920 Trademark and tradename 20 years 1,570 Non-competition 4 years 660 $ 90,830 The preliminary purchase price allocation is subject to adjustment as purchase accounting is finalized. The final purchase price allocation will be determined upon completion of final valuation analysis, and the fair value allocation of assets acquired and liabilities assumed could differ materially from the preliminary valuation analysis. The final allocation may include, but not be limited to: (1) changes in the fair value of fixed assets, (2) changes in allocation to intangible assets such as tradenames, technology and customer relationships as well as goodwill and (3) other changes to assets and liabilities . Revenue, Net Income and Pro Forma Presentation The Company recorded revenue from C Technologies of $2.2 million and a net loss of $ 1.5 The pro forma financial information does not reflect any adjustments for anticipated expense savings resulting from the acquisition and is not necessarily indicative of the operating results that would have actually occurred had the transaction been consummated on January 1, 2018 or of future results: Six Months Ended June 30, 2019 2018 (Amounts in thousands, except per share data) Total revenue $ 140,515 $ 102,535 Net income $ 20,560 $ 8,060 Earnings per share: Basic $ 0.46 $ 0.17 Diluted $ 0.43 $ 0.17 Prior to the C Technologies Acquisition, C Technologies did not generate monthly or quarterly financial statements that were prepared in accordance with U.S. GAAP. |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2019 | |
Revenue Recognition | 4. Revenue Recognition We generate revenue from the sale of bioprocessing products, equipment devices, and related consumables used with these equipment devices to customers in the life science and biopharmaceutical industries. Under ASC , “Revenue from Contracts with Customers,” revenue is recognized when, or as, obligations under the terms of a contract are satisfied, which occurs when control of the promised products or services is transferred to customers. Disaggregation of Revenue Revenues for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 (Amounts in thousands) Product revenue $ 70,670 $ 47,743 $ 131,282 $ 92,542 Royalty and other income 22 (12 ) 44 19 Total revenue $ 70,692 $ 47,731 $ 131,326 $ 92,561 When disaggregating revenue, the Company considered all of the economic factors that may affect its revenues. Because all of its revenues are from bioprocessing customers, there are no differences in the nature, timing and uncertainty of the Company’s revenues and cash flows from any of its product lines. However, given that the Company’s revenues are generated in different geographic regions, factors such as regulatory and geopolitical factors within those regions could impact the nature, timing and uncertainty of the Company’s revenues and cash flows. In addition, a significant portion of the Company’s revenues are generated from two customers; therefore, economic factors specific to these two customers could impact the nature, timing and uncertainty of the Company’s revenues and cash flows. Disaggregated revenue from contracts with customers by geographic region can be found in Note 15, “Segment Reporting,” Revenue from significant customers is as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (Amounts in thousands) GE Healthcare $ 11,083 $ 6,777 $ 18,749 $ 14,510 MilliporeSigma $ 9,487 $ 8,679 $ 18,894 $ 15,390 Filtration Products The Company’s filtration products generate revenue through the sale of KrosFlo ® ® ™ The Company markets the KrosFlo line of HF cartridges and TFF systems and the ProConnex line of single-use The Company’s other filtration product offerings are not highly interdependent of one another and are therefore considered distinct products that represent separate performance obligations. Revenue on these products is generally recognized at a point in time upon transfer of control to the customer. The Company invoices the customer for the installation and training services in an amount that directly corresponds with the value to the customer of the Company’s performance to date; therefore, revenue recognized is based on the amount billable to the customer in accordance with the practical expedient under ASC 606-10-55-18. The Company also markets flat sheet TFF cassettes and hardware. TFF is a rapid and efficient method for separation and purification of biomolecules that is widely used in laboratory, process development and process scale applications in biopharmaceutical manufacturing. The Company’s single-use ™ The Company also markets the XCell ™ 606-10-55-18. Chromatography Products The Company’s chromatography products include a number of products used in the downstream purification and quality control of biological drugs. The majority of chromatography revenue relates to the OPUS pre-packed Protein Products The Company’s Protein product line generates revenue through the sale of Protein A ligands and growth factors. Protein A ligands are an essential component of Protein A chromatography resins (media) used in the purification of virtually all monoclonal antibody (“mAb”)-based drugs on the market or in development. The Company manufactures multiple forms of Protein A ligands under long-term supply agreements with major life sciences companies, who in turn sell their Protein A chromatography media to end users (biopharmaceutical manufacturers). The Company also manufactures growth factors for sale under long-term supply agreements with certain life sciences companies as well as direct sales to its customers. Each protein product is considered distinct and therefore represents a separate performance obligation. Protein product revenue is generally recognized at a point in time upon transfer of control to the customer. Process Analytics Products On May 31, 2019, the Company consummated its acquisition of C Technologies and added a fourth franchise, Process Analytics, to our bioprocessing business. The Process Analytics product line generates revenue primarily through the sale of the SoloVPE and FlowVPE systems and consumables. These products will complement and support our existing Filtration, Chromatography and Proteins franchises as they allow end users to make in-line protein concentration measurements in filtration, chromatography and fill-finish applications, designed to allow for real-time process monitoring. Other Products The Company’s other products include operating room products sold to hospitals. Other product revenue is generally recognized at a point in time upon transfer of control to the customer. Transaction Price Allocated to Future Performance Obligations Remaining performance obligations represents the transaction price of contracts for which work has not been performed or has been partially performed. The Company’s future performance obligations relate primarily to the installation and training of certain of its systems sold to customers. These performance obligations are completed within one year of receipt of a purchase order from its customers. Accordingly, the Company has elected to not disclose the value of these unsatisfied performance obligations as provided under ASC 606-10-50-14. Contract Balances from Contracts with Customers The following table provides information about receivables and deferred revenues from contracts with customers as of June 30, 2019 (amounts in thousands): 2019 Balances from contracts with customers only: Accounts receivable $ 43,045 Deferred revenue (included in accrued liabilities in the consolidated balance sheets) 3,728 Revenue recognized during the six-month period ending June 30, 2019 relating to: The beginning deferred revenue balance $ 1,668 Changes in pricing related to products or services satisfied in previous periods — The timing of revenue recognition, billings and cash collections results in the accounts receivables and deferred revenue balances on the Company’s consolidated balance sheets. There were no une 30, 2019. A contract asset is created when the Company satisfies a performance obligation by transferring a promised good to the customer. Contract assets may represent conditional or unconditional rights to consideration. The right is conditional, and recorded as a contract asset, if the Company must first satisfy another performance obligation in the contract before it is entitled to payment from the customer. Contract assets are transferred to billed receivables once the right becomes unconditional. If the Company has the unconditional right to receive consideration from the customer, the contract asset is accounted for as a billed receivable and presented separately from other contract assets. A right is unconditional if nothing other than the passage of time is required before payment of that consideration is due. When consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of a contract, a contract liability is recorded. Contract liabilities are recognized as revenue after control of the products or services is transferred to the customer and all revenue recognition criteria have been met. Costs to Obtain or Fulfill a Customer Contract The Company’s sales commission structure is based on achieving revenue targets. The commissions are driven by revenue derived from customer purchase orders which are short term in nature. Applying the practical expedient in paragraph 340-40-25-4, the Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that the Company otherwise would have recognized is one year or less. These costs are included in selling, general, and administrative expenses. When shipping and handling costs are incurred after a customer obtains control of the products, the Company accounts for these as costs to fulfill the promise and not as a separate performance obligation. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2019 | |
Leases | 5. Leases On January 1, 2019, the Company adopted ASC 842 using the optional transition method which allows entities to initially apply the lease accounting transition requirements at the adoption date and recognize a cumulative effect adjustment to the opening balance sheet of retained earnings in the period of adoption without restating comparative prior periods presented. The Company recorded operating lease right of use assets of $17.0 million and operating lease liabilities of $21.0 million as of January 1, 2019. The difference between the right of use assets and the lease liabilities was due to $4.0 million of unamortized lease incentives and deferred rent at the Company’s Waltham and Marlborough facilities as of December 31, 2018. The Company is a lessee under leases of manufacturing facilities, office spaces, machinery, certain office equipment, vehicles and information technology equipment. A majority of the Company’s leases are operating leases with remaining lease terms between three months and 11 years. Finance leases are immaterial to our consolidated financial statements. The Company determines if an arrangement qualifies as a lease and what type of lease it is at inception. The Company elected the package of practical expedients permitted under the transition guidance within the new lease standard, which among other things, allowed it to continue to account for existing leases based on the historical lease classification. The Company also elected the practical expedients to combine lease and non-lease Some of the lease agreements the Company enters into include Company options to either extend and/or early terminate the lease, the costs of which are included in our operating lease liabilities to the extent that such options are reasonably certain of being exercised. Leases with renewal options allow the Company to extend the lease term typically between 1 and 5 years per option, some of its leases have multiple options to extend. When determining if a renewal option is reasonably certain of being exercised, the Company considers several economic factors, including but not limited to, the significance of leasehold improvements incurred on the property, whether the asset is difficult to replace, underlying contractual obligations, or specific characteristics unique to that particular lease that would make it reasonably certain that the Company would exercise such options. As of June 30, 2019, operating lease right of use assets were $ $ million. As of June 30, 2019 Amount 2019 (remaining six months) $ 2,010 2020 4,657 2021 4,572 2022 3,620 2023 2,654 2024 and thereafter 10,945 Total future minimum lease payments 28,458 Less amount of lease payment representing interest 4,962 Total operating lease liabilities $ 23,496 Total operating lease liabilities is included on the Company’s consolidated balance sheet as of June 30, 2019 as follows (amounts in thousands): As of June 30, 2019 Operating lease liability $ 3,287 Operating lease liability, long-term 20,209 Minimum operating lease payments $ 23,496 Lease expense for these leases is recognized on a straight-line basis over the lease term, with variable lease payments recognized in the period those payments are incurred. For the three and six months ended June 30, 2019, total lease cost is comprised of the following: Three Months Ended Six Months Ended Lease Cost June 30, 2019 June 30, 2019 (Amounts in thousands) Operating lease cost $ 982 $ 1,912 Variable operating lease cost 379 660 Lease cost $ 1,361 $ 2,572 The following information represents supplemental disclosure for the consolidated statements of cash flows related to operating leases (amounts in thousands): Six Months Ended June 30, 2019 Operating cash flows from operating leases $ (1,978 ) Most of the leases do not provide implicit interest rates and therefore we determine the discount rate based on our incremental borrowing rate. The incremental borrowing rate for our leases is determined based on lease term and currency in which the lease payments are made. The weighted average remaining lease term and the weighted average discount rate used to measure our operating lease liabilities as of June 30, 2019 were: Weighted average remaining lease term (years) 7.46 Weighted average discount rate 4.74 % As previously disclosed in the Company’s 2018 Annual Report on Form 10-K “Leases,” non-cancelable For the Years Ended December 31, Amount 2019 $ 4,021 2020 3,599 2021 3,263 2022 2,213 2023 1,316 2024 and thereafter 3,622 Minimum operating lease payments $ 18,034 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Other Intangible Assets | 6. Goodwill and Other Intangible Assets Goodwill Goodwill represents the difference between the purchase price and the estimated fair value of identifiable assets acquired and liabilities assumed. Goodwill acquired in a business combination and determined to have an indefinite useful life is not amortized, but instead is tested for impairment at least annually in accordance with ASC 350. The following table represents the change in the carrying value of goodwill for the six months ended June 30, 2019 (amounts in thousands): Balance as of December 31, 2018 $ 326,735 Cumulative translation adjustment (106 ) Acquisition of C Technologies, Inc. 142,881 Balance as of June 30, 2019 $ 469,510 During each of the fourth quarters of 2018, 2017 and 2016, we completed our annual impairment assessments and concluded that goodwill was not impaired in any of those years. The Company has not identified any “triggering” events which indicate an impairment of goodwill in the three months ended June 30, 2019. Other Intangible Assets Intangible assets, except for the ATF tradename, are amortized over their useful lives using the estimated economic benefit method, as applicable, and the amortization expense is recorded within selling, general and administrative expense in the Company’s statements of comprehensive income (loss). The Company reviews its indefinite-lived intangible assets not subject to amortization, including the ATF tradename, to determine if adverse conditions exist or a change in circumstances exists that would indicate an impairment. Intangible assets and their related useful lives are reviewed at least annually to determine if any adverse conditions exist that would indicate the carrying value of these assets may not be recoverable. More frequent impairment assessments are conducted if certain conditions exist, including a change in the competitive landscape, any internal decisions to pursue new or different technology strategies, a loss of a significant customer, or a significant change in the marketplace, including changes in the prices paid for our products or changes in the size of the market for our products. An impairment results if the carrying value of the asset exceeds the estimated fair value of the asset. If the estimate of an intangible asset’s remaining useful life is changed, the remaining carrying amount of the intangible asset is amortized prospectively over the revised remaining useful life. The Company continues to believe that its intangible assets are recoverable at June 30, 2019. Intangible assets, net consisted of the following at June 30, 2019: June 30, 2019 Gross Accumulated Amortization Net Weighted (in years) (Amounts in thousands) Finite-lived intangible assets: Technology - developed $ 82,202 $ (7,476 ) $ 74,726 19 Patents 240 (240 ) — 8 Customer relationships 160,931 (20,382 ) 140,549 15 Trademarks 3,730 (222 ) 3,508 20 Other intangibles 1,720 (722 ) 998 3 Total finite-lived intangible assets 248,823 (29,042 ) 219,781 16 Indefinite-lived intangible asset: Trademarks 700 — 700 — Total intangible assets $ 249,523 $ (29,042 ) $ 220,481 17 Intangible assets consisted of the following at December 31, 2018: December 31, 2018 Gross Accumulated Amortization Net Weighted (in years) (Amounts in thousands) Finite-lived intangible assets: Technology - developed $ 53,315 $ (5,942 ) $ 47,373 19 Patents 240 (240 ) — 8 Customer relationships 101,460 (16,609 ) 84,851 14 Trademarks 2,160 (159 ) 2,001 20 Other intangibles 1,061 (548 ) 513 3 Total finite-lived intangible assets 158,236 (23,498 ) 134,738 16 Indefinite-lived intangible asset: Trademarks 700 — 700 — Total intangible assets $ 158,936 $ (23,498 ) $ 135,438 The increase in intangible assets during 2019 is related to the acquisition of C Technologies on May 31, 2019. See Note 3, “Acquisition of C Technologies, Inc.” Amortization expense for finite-lived intangible assets was $3.1 million and $2.6 million for the three months ended June 30, 2019 and 2018, respectively. Amortization expense for finite-lived intangible assets was $5.7 million and $5.3 million for the six months ended June 30, 2019 and 2018, respectively. As of June 30, 2019, the Company expects to record the following amortization expense (amounts in thousands): Estimated Amortization Three Months Ended June 30, Expense 2019 (remaining six months) $ 8,306 2020 15,167 2021 14,656 2022 14,654 2023 14,654 2024 and thereafter 152,344 Total $ 219,781 |
Consolidated Balance Sheet Deta
Consolidated Balance Sheet Detail | 6 Months Ended |
Jun. 30, 2019 | |
Consolidated Balance Sheet Detail | 7. Consolidated Balance Sheet Detail Inventories, net Inventories, net consists of the following: As of June 30, December 31, 2019 2018 (Amounts in thousands) Raw materials $ 32,373 $ 24,937 Work-in-process 5,866 5,185 Finished products 13,036 12,141 Total inventories, net $ 51,275 $ 42,263 Property, Plant and Equipment Property, plant and equipment consist of the following: As of June 30, December 31, 2019 2018 (Amounts in thousands) Land $ 1,023 $ 1,023 Buildings 764 764 Leasehold improvements 22,936 16,259 Equipment 30,495 24,092 Furniture and fixtures 6,941 5,448 Construction in progress (1) 7,343 12,906 Other 50 — Total property, plant and equipment 69,552 60,492 Less - Accumulated depreciation (31,427 ) (28,312 ) Total property, plant and equipment, net $ 38,125 $ 32,180 (1) Construction in progress as of June 30, 2019 includes $5.6 million in capitalized internal-use software development costs and $0.3 million in manufacturing improvements at our Rancho Dominguez facility among other projects. Construction in progress as of December 31, 2018 included $7.3 million for the buildout of our Marlborough facility, which was put into service and began depreciating on January 1, 2019, $2.1 million in capitalized internal-use Depreciation expenses totaled $1.8 million and $1.3 million for the three months ended June 30, 2019 and 2018, respectively. Depreciation expenses totaled $3.3 million and $2.6 million for the six months ended June 30, 2019 and 2018, respectively. Accrued Liabilities Accrued liabilities consist of the following: As of June 30, December 31, 2019 2018 (Amounts in thousands) Employee compensation $ 10,487 $ 9,953 Taxes 2,353 1,024 Royalty and license fees 163 242 Accrued purchases 407 683 Warranties 796 546 Professional fees 807 942 Deferred revenue 3,728 1,290 Other 1,877 1,185 Total accrued liabilities $ 20,618 $ 15,865 |
Convertible Senior Notes
Convertible Senior Notes | 6 Months Ended |
Jun. 30, 2019 | |
Convertible Senior Notes | 8. Convertible Senior Notes The carrying value of the Company’s convertible senior notes is as follows: As of June 30, December 31, 2019 2018 (Amounts in thousands) 2.125% convertible senior notes due 2021: Principal amount $ 114,972 $ 114,989 Unamortized debt discount (7,882 ) (9,781 ) Unamortized debt issuance costs (1,386 ) (1,720 ) Total convertible senior notes $ 105,704 $ 103,488 On May 24, 2016, the Company issued $115.0 were $111.1 million. of 2.125% per annum, payable semiannually December 1, 2016 The 2016 Notes will mature on June 1, 2021 92.0 “Subsequent Events – Exchange and Redemption of 2016 Notes,” 2016 Notes with a par value of $17,000 were submitted for conversion in the first quarter of 2019, and the conversion was settled in the second quarter. 2016 Notes with a par value of $11,000 were submitted for conversion in the fourth quarter of 2017, and this conversion was settled in the first quarter of 2018. The conversions resulted in the issuance of a nominal-amount of shares of the Company’s common stock, and the Company recorded a loss on conversion of these notes of approximately $3,000 in the second quarter of 2019 and $1,000 in the first quarter of 2018 in their consolidated statements of comprehensive During the second quarter of 2019, the closing price of the Company’s common stock continued to exceed 130% of the conversion price of the 2016 Notes for more than 20 trading days of the last 30 consecutive trading days of the quarter. As a result, the 2016 Notes are convertible at the option of the holders of the 2016 Notes during the third quarter of 2019, the quarter immediately following the quarter when the conditions were met, as stated in the terms of the 2016 Notes. These terms have been met each quarter since the second quarter of 2018 and, expecting to continue meeting these terms, the Company continues to classify the carrying value of the 2016 Notes as a current liability on the Company’s consolidated balance sheet as of June 30, 2019. As of June 30, 2019, the if-converted The conversion rate for the 2016 Notes will initially be 31.1813 shares of the Company’s common stock per $1,000 principal amount of 2016 Notes, which is equivalent to an initial conversion price of $32.07 per common share, and is subject to adjustment under the terms of the 2016 Notes. Holders of the 2016 Notes may require the Company to repurchase their 2016 Notes upon the occurrence of a fundamental change prior to maturity for cash at a repurchase price equal to 100% of the principal amount of the 2016 Notes to be repurchased plus accrued and unpaid interest, if any, to, but excluding, the repurchase date. Subsequent to June 5, 2019, the Company has had the ability to redeem the 2016 Notes, at its option, in whole or in part, on any business day prior to the maturity date if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides written notice of redemption. The redemption price will be equal to 100% of the principal amount of the 2016 Notes to be redeemed plus accrued and unpaid interest to, but excluding, the redemption date. The 2016 Notes contain customary terms and events of default. If an event of default (other than certain events of bankruptcy, insolvency or reorganization involving the Company) occurs and is continuing, the holders of at least 25% in aggregate principal amount of the outstanding 2016 Notes may declare 100% of the principal of, and any accrued and unpaid interest on, all of the 2016 Notes to be due and payable. Upon the occurrence of certain events of bankruptcy, insolvency or reorganization involving the Company, 100% of the principal of and accrued and unpaid interest, if any, on all of the 2016 Notes will become due and payable automatically. Notwithstanding the foregoing, the 2016 Notes provide that, to the extent the Company elects and for up to 270 days, the sole remedy for an event of default relating to certain failures by the Company to comply with certain reporting covenants consist exclusively of the right to receive additional interest on the 2016 Notes. The Company is not aware of any events of default, current events or market conditions that would allow holders to call or convert the 2016 Notes as of June 30, 2019. The cash conversion feature of the 2016 Notes required bifurcation from the 2016 Notes and was initially accounted for as an equity instrument classified to stockholders’ equity, as the conversion feature was determined to be clearly and closely related to the Company’s stock. Based on market data available for publicly traded, senior, unsecured corporate bonds issued by companies in the same industry and asset base and with similar maturity, the Company estimated the implied interest rate, assuming no conversion option. Assumptions used in the estimate represent what market participants would use in pricing the liability component, including market interest rates, credit standing, and yield curves, all of which are defined as Level 2 observable inputs. The estimated implied interest rate was applied to the 2016 Notes, which resulted in a fair value of the liability component of $96.3 million upon issuance, calculated as the present value of implied future payments based on the $115 million aggregate principal amount. The equity component of the 2016 Notes was recognized as a debt discount, recorded in additional paid-in between the aggregate principal of the 2016 Notes and the fair value of the 2016 Notes without conversion option on their issuance date. The debt discount is amortized to interest expense using the effective interest method over five years, or the life of the 2016 Notes. The Company assesses the equity classification of the cash conversion feature quarterly, and it is not re-measured as long as it continues to meet the conditions for equity classification. Interest expense recognized on the 2016 Notes for the three months ended June 30, 2019 was $0.6 million, $1.0 million and $0.2 $1.2 million, $1.9 million and $0.3 6.6%, $115.0 million $310.5 million. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Stockholders' Equity | 9. Stockholders’ Equity Public Offering of Common Stock On May 3, 2019, the Company completed a public offering in which 3,144,531 410,156 s of $64.00 per share. $189.6 million. Stock Option and Incentive Plans At our 2018 annual meeting of shareholders held on May 16, 2018, our shareholders approved the 2018 Stock Option and Incentive Plan (the “2018 Plan”). Under the 2018 Plan the number of shares of our common stock that are reserved and available for issuance is 2,778,000 plus the number of shares of common stock available for issuance under our Amended and Restated 2012 Stock Option and Incentive Plan (the “2012 Plan”). The shares of common stock underlying any awards under the 2018 Plan, 2012 Plan and the Second Amended and Restated 2001 Repligen Corporation Stock Plan (the “2001 Plan,” and together with the 2018 Plan and 2012 Plan, the “Plans”) that are forfeited, canceled or otherwise terminated (other than by exercise) shall be added back to the shares of stock available for issuance under the 2018 Plan. At June 30, 2019, 2,596,600 shares were available for future grant under the 2018 Plan. Stock-Based Compensation For the three months ended June 30, 2019 and 2018, the Company recorded stock-based compensation expense of $3.0 million and $2.6 million, respectively, for share-based awards granted under the Plans. The Company recorded stock-based compensation six-month Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (Amounts in thousands) Cost of product revenue $ 292 $ 234 $ 616 $ 500 Research and development 319 227 641 397 Selling, general and administrative 2,420 2,164 5,026 3,996 Total stock-based compensation $ 3,031 $ 2,625 $ 6,283 $ 4,893 The 2018 Plan allows for the granting of incentive and nonqualified options to purchase shares of common stock, restricted stock and other equity awards. Employee grants under the Plans generally vest over a three five-year 20%-33% one year nine years ten years The Company uses the Black-Scholes option pricing model to calculate the fair value of stock option awards on the grant date, and the Company uses the value of the common stock as of the grant date to value RSUs. The Company measures stock-based compensation cost at the grant date based on the estimated fair value of the award. The Company recognizes expense on awards with service-based vesting over the employee’s requisite service period on a straight-line basis. In the third quarter of 2017, the Company issued performance stock units to certain employees related to the Spectrum Acquisition which were tied to the achievement of certain 2018 revenue and gross margin metrics and the passage of time. Additionally, in the first quarter of 2018 and again in the first quarter of 2019, the Company issued performance stock units to certain individuals which are tied to the achievement of certain annual revenue and return on invested capital metrics. The Company recognizes expense on performance-based awards over the vesting period based on the probability that the performance metrics will be achieved. The Company recognizes stock-based compensation expense for options that are ultimately expected to vest, and accordingly, such compensation expense has been adjusted for estimated forfeitures. Information regarding option activity for the six months ended June 30, 2019 under the Plans is summarized below: Shares Weighted average exercise price Weighted- (in Years) Aggregate (in Thousands) Options outstanding at December 31, 2018 998,226 $ 27.54 Granted 44,996 $ 61.98 Exercised (57,956 ) $ 9.75 Forfeited/expired/cancelled — $ — Options outstanding at June 30, 2019 985,266 $ 30.16 7.13 $ 54,971 Options exercisable at June 30, 2019 521,884 $ 23.80 5.85 $ 32,437 Vested and expected to vest at June 30, 2019 (1) 945,981 7.07 $ 53,042 (1) Represents the number of vested options as of June 30, 2019 plus the number of unvested options expected to vest as of June 30, 2019 based on the unvested outstanding options at June 30, 2019 adjusted for estimated forfeiture rates of 8% for awards granted to non-executive The aggregate intrinsic value in the table above represents the total pre-tax in-the-money The weighted average grant date fair value of options granted during the six months ended June 30, 2019 and 2018 was $30.07 and $18.41, respectively. The total fair value of stock options that vested during the six months ended June 30, 2019 and 2018 was $2.7 million and $1.8 million, respectively. Information regarding RSU activity for the six months ended June 30, 2019 under the Plans is summarized below: Shares Weighted- (in Years) Aggregate (in Thousands) Unvested at December 31, 2018 707,413 Awarded 266,329 Vested (187,617 ) Forfeited/expired/cancelled (19,139 ) Unvested at June 30, 2019 766,986 3.85 $ 65,922 The aggregate intrinsic value in the table above represents the total pre-tax The weighted average grant date fair value of RSUs vested during the six months ended June 30, 2019 and 2018 was $31.97 and $34.47, respectively. The total fair value of RSUs that vested during the six months ended June 30, 2019 and 2018 was $6.0 million and $3.3 million, respectively. As of June 30, 2019, there was $38.7 million of total unrecognized compensation cost related to unvested share-based awards. This cost is expected to be recognized over a weighted average remaining requisite service period of 4.15 years. The Company expects 1,672,980 unvested options and RSUs to vest over the next five years |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies | 10. Commitments and Contingencies Lease Commitments In May 2019, the Company entered into a fifth amendment of the existing lease to expand the rented space from approximately 76,000 square feet to approximately 108,000 square feet at 41 Seyon Street, Waltham, Massachusetts, the Company’s corporate headquarters and primary location for all manufacturing, research and development, sales and marketing and administrative operations. The Company expects to be completely moved into the new space by the beginning of 2020. Under the terms of the fifth amendment lease, the initial fixed rental rate is $29.00 per square foot, per annum, of the additional square footage (approximately 32,000 square feet) and will increase at a rate of $1.00 per annum. Licensing and Research Agreements The Company licenses certain technologies that are, or may be, incorporated into its technology under several agreements and also has entered into several clinical research agreements which require the Company to fund certain research projects. Generally, the license agreements require the Company to pay annual maintenance fees and royalties on product sales once a product has been established using the technologies. Research and development expenses associated with license agreements were immaterial amounts for the three months ended June 30, 2019 and 2018. In September 2018, we entered into a collaboration agreement with Sartorius Stedim Biotech, a leading international supplier for the biopharmaceutical industry, to integrate XCell ™ ® single-use end-users In June 2018, we secured an agreement with Navigo for the exclusive co-development NGL-Impact ™ NGL-Impact |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2019 | |
Accumulated Other Comprehensive Loss | 11. Accumulated Other Comprehensive Loss The following shows the changes in the components of accumulated other comprehensive loss for the six months ended June 30, 2019 which consisted of only foreign currency translation adjustments for the periods shown (amounts in thousands): Foreign Currency Translation Adjustment Balance as of December 31, 2018 $ (11,893 ) Other comprehensive loss (3,160 ) Balance as of June 30, 2019 $ (15,053 ) |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2019 | |
Income Taxes | 12. Income Taxes The Company’s effective tax rate for the three- and six-month ASU 2016-16, “Intra-Entity Transfers of Assets Other Than Inventory,” At December 31, 2018, the Company had federal business tax credit carryforwards of $2.9 million and state business tax credit carryforwards of $0.4 million available to reduce future domestic income taxes, if any. The business tax credits carryforwards will expire at various dates through December 2038 On December 22, 2017, President Trump signed into law the Act. The Act made significant changes to federal tax law, including, but not limited to, a reduction in the federal income tax rate from 35% to 21%, taxation of certain global intangible low-taxed In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118 to address the application of GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of H.R.1. The Company recognized the provisional tax impacts related to deemed repatriated earnings and the revaluation of deferred tax assets and liabilities and included these amounts in its consolidated financial statements for the year ended December 31, 2017. During 2018, final adjustments noted below were made to the provisional amounts recorded during 2017, and the Company completed its accounting for various tax impacts of the Act. The Act lowered the Company’s U.S. statutory federal tax rate from 35% to 21% effective January 1, 2018. The Company recorded a tax benefit of $12.8 million in the year ended December 31, 2017 for the reduction in its US deferred tax assets and liabilities resulting from the rate change. The accounting for this item is complete and no adjustments were made to this amount during 2018. The Act included a one-time The Company is subject to a territorial tax system under the Act, in which the Company is required to provide for tax on GILTI earned by certain foreign subsidiaries. The Company has adopted an accounting policy to provide for the tax expense related to GILTI in the year the tax is incurred as a period expense. The Company’s tax returns are subject to examination by federal, state and international tax authorities for the following periods: Jurisdiction Fiscal Years United States - federal and state 2015-2018 Sweden 2012-2018 Germany 2017-2018 Netherlands 2012-2018 |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share | 13. Earnings Per Share The Company reports earnings per share in accordance with ASC 260, “Earnings Per Share,” “in-the- money” non-forfeitable Basic and diluted weighted average shares outstanding were as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (Amounts in thousands, except per share data) Net income $ 8,095 $ 2,738 $ 16,148 $ 6,185 Weighted average shares used in computing net income per share - basic 46,367 43,743 45,174 43,683 Effect of dilutive shares: Stock options and restricted stock awards 791 481 760 434 Convertible senior notes 1,898 792 1,758 578 Dilutive potential common shares 2,689 1,273 2,518 1,012 Weighted average shares used in computing net income per share - diluted 49,056 45,016 47,692 44,695 Earnings per share: Basic $ 0.17 $ 0.06 $ 0.36 $ 0.14 Diluted $ 0.17 $ 0.06 $ 0.34 $ 0.14 At June 30, 2019, there were outstanding options to purchase 985,266 shares of the Company’s common stock at a weighted average exercise price of $30.16 per share and 766,986 shares of common stock issuable upon the vesting of RSUs. For the three and six months ended June 30, 2019, 119,026 and 180,160 At June 30, 2018, there were outstanding options to purchase 1,058,834 shares of the Company’s common stock at a weighted average exercise price of $26.72 per share and 716,996 shares issuable upon the vesting of RSUs. For the three- and six- As provided by the terms of the indenture underlying the 2016 Notes, the Company has a choice to settle the conversion obligation for the 2016 Notes in cash, shares or any combination of the two. The Company currently intends to settle the par value of the 2016 Notes in cash and any excess conversion premium in shares. The Company applies the provisions of ASC 260, “Earnings Per Share”, |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions | 14. Related Party Transactions Certain facilities leased by Spectrum LifeSciences, LLC (“Spe ctrum”) are owned by the former owner of Spectrum. The former owner held greater than 10% of the Company’s outstanding common stock until the Company completed its public offering of 3,144,531 shares of its common stock on May 3, 2019. The lease amounts paid to this former owner and current shareholder were negotiated in connection with the Spectrum Acquisition. The Company has incurred rent expense totaling $ 0.4 million for the six months ended June 30 , 2019 related to these leases. As part of the Spectrum Acquisition, the Company was responsible for filing all tax returns for Spectrum for the period from January 1 , 2017 through July 31 , 2017 , the day before the Spectrum Acquisition. The Company was responsible for collecting any tax refunds from federal and state authorities and remitting these refunds to the former shareholders of Spectrum, including the former owner of Spectrum who held greater than 10% of the Company’s outstanding common stock prior to May 3, 2019. During 2018 , the Company collected $ 1.7 million of these tax refunds, which the Company paid to the Spectrum shareholders during the fourth quarter of 2018 , net of $ 0.2 million of expenses paid by the Company on behalf of Spectrum for tax preparation and other fees. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting | 15. Segment Reporting The Company views its operations, makes decisions regarding how to allocate resources and manages its business as one operating segment. As a result, the financial information disclosed herein represents all of the material financial information related to the Company’s sole operating segment. Revenue from filtration products includes our XCell ATF Systems and consumables as well as our KrosFlo and SIUS filtration products. Revenue from chromatography products includes our OPUS and OPUS PD chromatography columns, chromatography resins and ELISA test kits. Revenue from protein products includes our Protein A ligands and cell culture growth factors. Revenue from our process analytics products includes the sale of our SoloVPE and FlowVPE systems and consumables. Other revenue primarily consists of revenue from the sale of operating room products to hospitals as well as freight revenue. The following table represents the Company’s total revenue by geographic area (based on the location of the customer): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Revenue by customers’ geographic locations: North America 51 % 47 % 49 % 46 % Europe 38 % 41 % 39 % 42 % APAC 11 % 12 % 12 % 12 % Total revenue 100 % 100 % 100 % 100 % Concentrations of Credit Risk and Significant Customers Financial instruments that subject the Company to significant concentrations of credit risk primarily consist of cash and cash equivalents, marketable securities and accounts receivable. Per the Company’s investment policy, cash equivalents and marketable securities are invested in financial instruments with high credit ratings and credit exposure to any one issue, issuer (with the exception of U.S. treasury obligations) and type of instrument is limited. At June 30, 2019 and December 31, 2018, the Company had no investments associated with foreign exchange contracts, options contracts or other foreign hedging arrangements. Concentration of credit risk with respect to accounts receivable is limited to customers to whom the Company makes significant sales. While a reserve for the potential write-off Revenue from significant customers as a percentage of the Company’s total revenue is as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 GE Healthcare 16 % 14 % 14 % 16 % MilliporeSigma 13 % 18 % 14 % 17 % Significant accounts receivable balances as a percentage of the Company’s total trade accounts receivable are as follows: June 30, December 31, 2019 2018 GE Healthcare 18 % 17 % MilliporeSigma 10 % 11 % |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2019 | |
Subsequent Event | 16. Subsequent Events Public Offering of Common Stock On July 19, 2019, the Company completed a public offering in which 1,587,000 shares, were sold to the public at a price of $ per share $ million. Public Offering of Convertible Senior Notes On July 19, 2019, the Company issued $287.5 0.375% $ The 2019 Notes will be senior, unsecured obligations of the Company, and will bear interest at a rate of 0.375% per year. Interest will be payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2020. The 2019 Notes will mature on July 15, 2024 common stock per $1,000 principal amount of 2019 Notes (which is equivalent to an initial conversion price of approximately $ per share). Prior to the close of business on the business day immediately preceding April 15, 2024, the 2019 Notes will be convertible at the option of the holders of 2019 Notes only upon the satisfaction of specified conditions and during certain periods. Thereafter until the close of business on the second scheduled trading day preceding the maturity date, the 2019 Notes will be convertible at the options of the holders of 2019 Notes at any time regardless of these conditions. Conversion of the 2019 Notes will be settled in cash, shares of common stock or a combination thereof, at The 2019 Notes are not redeemable by the Company prior to maturity. Holders of 2019 Notes may require the Company to repurchase their 2019 Notes upon the occurrence of certain events that constitute a fundamental change under the indenture governing the 2019 Notes at a purchase price equal to 100% of the principal amount thereof, plus accrued and unpaid interest to, but excluding, the date of repurchase. In connection with certain corporate events, the Company will, under certain circumstances, increase the conversion rate for holders of 2019 Notes who elect to convert their 2019 Notes in connection with such corporate events. Exchange and Redemption of 2016 Notes Substantially concurrent with the closing of the Offerings, the Company used a portion of the net proceeds of the Offerings to exchange, with a limited number of holders in privately negotiated transactions, $ million aggregate principal amount of its existing % $ $ |
Acquisition of C Technologies_2
Acquisition of C Technologies, Inc. (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Schedule of Business Combination Consideration Transferred | Total consideration transferred is as follows (amounts in thousands): Cash consideration $ 185,971 Equity consideration 53,938 Fair value of net assets acquired $ 239,909 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The components and allocation of the purchase price consists of the following amounts (amounts in thousands): Cash and cash equivalents $ 3,795 Restricted cash 26,933 Accounts receivable 3,044 Inventory 3,783 Prepaid expenses and other current assets 93 Fixed assets 40 Operating lease right of use asset 3,836 Customer relationships 59,680 Developed technology 28,920 Trademark and tradename 1,570 Non-competition 660 Goodwill 142,881 Accounts payable (436 ) Accrued liabilities (2,417 ) Accrued bonus (26,928 ) Deferred revenue (1,709 ) Operating lease liability (51 ) Operating lease liability, long-term (3,785 ) Fair value of net assets acquired $ 239,909 |
Schedule of Identified Intangible Assets and Estimated Useful Lives | The following table sets forth the components of the identified intangible assets associated with the C Technologies Acquisition and their estimated useful lives: Useful Life Fair Value (Amounts in thousands) Customer relationships 17 years $ 59,680 Developed technology 18 years 28,920 Trademark and tradename 20 years 1,570 Non-competition 4 years 660 $ 90,830 |
Unaudited Supplemental Pro Forma Information | The pro forma financial information does not reflect any adjustments for anticipated expense savings resulting from the acquisition and is not necessarily indicative of the operating results that would have actually occurred had the transaction been consummated on January 1, 2018 or of future results: Six Months Ended June 30, 2019 2018 (Amounts in thousands, except per share data) Total revenue $ 140,515 $ 102,535 Net income $ 20,560 $ 8,060 Earnings per share: Basic $ 0.46 $ 0.17 Diluted $ 0.43 $ 0.17 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Disaggregation of Revenue | Revenues for the three and six months ended June 30, 2019 and 2018 were as follows: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 (Amounts in thousands) Product revenue $ 70,670 $ 47,743 $ 131,282 $ 92,542 Royalty and other income 22 (12 ) 44 19 Total revenue $ 70,692 $ 47,731 $ 131,326 $ 92,561 |
Revenue from Significant Customers | Revenue from significant customers is as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (Amounts in thousands) GE Healthcare $ 11,083 $ 6,777 $ 18,749 $ 14,510 MilliporeSigma $ 9,487 $ 8,679 $ 18,894 $ 15,390 |
Summary of Receivables and Deferred Revenue from Contracts with Customers | The following table provides information about receivables and deferred revenues from contracts with customers as of June 30, 2019 (amounts in thousands): 2019 Balances from contracts with customers only: Accounts receivable $ 43,045 Deferred revenue (included in accrued liabilities in the consolidated balance sheets) 3,728 Revenue recognized during the six-month period ending June 30, 2019 relating to: The beginning deferred revenue balance $ 1,668 Changes in pricing related to products or services satisfied in previous periods — |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Maturities of lease liabilities | Amounts related to financing leases were immaterial. The maturity of the Company’s operating lease liabilities as of June 30, 2019 are as follows (amounts in thousands): As of June 30, 2019 Amount 2019 (remaining six months) $ 2,010 2020 4,657 2021 4,572 2022 3,620 2023 2,654 2024 and thereafter 10,945 Total future minimum lease payments 28,458 Less amount of lease payment representing interest 4,962 Total operating lease liabilities $ 23,496 |
Abstract of operating lease liability | Total operating lease liabilities is included on the Company’s consolidated balance sheet as of June 30, 2019 as follows (amounts in thousands): As of June 30, 2019 Operating lease liability $ 3,287 Operating lease liability, long-term 20,209 Minimum operating lease payments $ 23,496 |
Lease, Cost | For the three and six months ended June 30, 2019, total lease cost is comprised of the following: Three Months Ended Six Months Ended Lease Cost June 30, 2019 June 30, 2019 (Amounts in thousands) Operating lease cost $ 982 $ 1,912 Variable operating lease cost 379 660 Lease cost $ 1,361 $ 2,572 |
Schedule Of Supplemental Disclosure Of Cash Flows Related To Operating Leases | The following information represents supplemental disclosure for the consolidated statements of cash flows related to operating leases (amounts in thousands): Six Months Ended June 30, 2019 Operating cash flows from operating leases $ (1,978 ) |
Schedule Of Discount Rate And Lease Term Used In Calculating Lease Liabilities And Assets | The weighted average remaining lease term and the weighted average discount rate used to measure our operating lease liabilities as of June 30, 2019 were: Weighted average remaining lease term (years) 7.46 Weighted average discount rate 4.74 % |
Prior Accounting Standard [Member] | |
Schedule of Future Minimum Rental Payments for Operating Leases | As previously disclosed in the Company’s 2018 Annual Report on Form 10-K “Leases,” non-cancelable For the Years Ended December 31, Amount 2019 $ 4,021 2020 3,599 2021 3,263 2022 2,213 2023 1,316 2024 and thereafter 3,622 Minimum operating lease payments $ 18,034 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Changes in Carrying Value of Goodwill | The following table represents the change in the carrying value of goodwill for the six months ended June 30, 2019 (amounts in thousands): Balance as of December 31, 2018 $ 326,735 Cumulative translation adjustment (106 ) Acquisition of C Technologies, Inc. 142,881 Balance as of June 30, 2019 $ 469,510 |
Intangible assets | Intangible assets, net consisted of the following at June 30, 2019: June 30, 2019 Gross Accumulated Amortization Net Weighted (in years) (Amounts in thousands) Finite-lived intangible assets: Technology - developed $ 82,202 $ (7,476 ) $ 74,726 19 Patents 240 (240 ) — 8 Customer relationships 160,931 (20,382 ) 140,549 15 Trademarks 3,730 (222 ) 3,508 20 Other intangibles 1,720 (722 ) 998 3 Total finite-lived intangible assets 248,823 (29,042 ) 219,781 16 Indefinite-lived intangible asset: Trademarks 700 — 700 — Total intangible assets $ 249,523 $ (29,042 ) $ 220,481 Intangible assets consisted of the following at December 31, 2018: December 31, 2018 Gross Accumulated Amortization Net Weighted (in years) (Amounts in thousands) Finite-lived intangible assets: Technology - developed $ 53,315 $ (5,942 ) $ 47,373 19 Patents 240 (240 ) — 8 Customer relationships 101,460 (16,609 ) 84,851 14 Trademarks 2,160 (159 ) 2,001 20 Other intangibles 1,061 (548 ) 513 3 Total finite-lived intangible assets 158,236 (23,498 ) 134,738 16 Indefinite-lived intangible asset: Trademarks 700 — 700 — Total intangible assets $ 158,936 $ (23,498 ) $ 135,438 The increase in intangible assets during 2019 is related to the acquisition of C Technologies on May 31, 2019. See Note 3, “Acquisition of C Technologies, Inc.” Amortization expense for finite-lived intangible assets was $3.1 million and $2.6 million for the three months ended June 30, 2019 and 2018, respectively. Amortization expense for finite-lived intangible assets was $5.7 million and $5.3 million for the six months ended June 30, 2019 and 2018, respectively. As of June 30, 2019, the Company expects to record the following amortization expense (amounts in thousands): Estimated Amortization Three Months Ended June 30, Expense 2019 (remaining six months) $ 8,306 2020 15,167 2021 14,656 2022 14,654 2023 14,654 2024 and thereafter 152,344 Total $ 219,781 |
Schedule of Amortization Expense for Amortized Intangible Assets | As of June 30, 2019, the Company expects to record the following amortization expense (amounts in thousands): Estimated Amortization Three Months Ended June 30, Expense 2019 (remaining six months) $ 8,306 2020 15,167 2021 14,656 2022 14,654 2023 14,654 2024 and thereafter 152,344 Total $ 219,781 |
Consolidated Balance Sheet De_2
Consolidated Balance Sheet Detail (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Inventories | Inventories, net consists of the following: As of June 30, December 31, 2019 2018 (Amounts in thousands) Raw materials $ 32,373 $ 24,937 Work-in-process 5,866 5,185 Finished products 13,036 12,141 Total inventories, net $ 51,275 $ 42,263 |
Property, Plant and Equipment | Property, plant and equipment consist of the following: As of June 30, December 31, 2019 2018 (Amounts in thousands) Land $ 1,023 $ 1,023 Buildings 764 764 Leasehold improvements 22,936 16,259 Equipment 30,495 24,092 Furniture and fixtures 6,941 5,448 Construction in progress (1) 7,343 12,906 Other 50 — Total property, plant and equipment 69,552 60,492 Less - Accumulated depreciation (31,427 ) (28,312 ) Total property, plant and equipment, net $ 38,125 $ 32,180 (1) Construction in progress as of June 30, 2019 includes $5.6 million in capitalized internal-use software development costs and $0.3 million in manufacturing improvements at our Rancho Dominguez facility among other projects. Construction in progress as of December 31, 2018 included $7.3 million for the buildout of our Marlborough facility, which was put into service and began depreciating on January 1, 2019, $2.1 million in capitalized internal-use |
Accrued Liabilities | Accrued liabilities consist of the following: As of June 30, December 31, 2019 2018 (Amounts in thousands) Employee compensation $ 10,487 $ 9,953 Taxes 2,353 1,024 Royalty and license fees 163 242 Accrued purchases 407 683 Warranties 796 546 Professional fees 807 942 Deferred revenue 3,728 1,290 Other 1,877 1,185 Total accrued liabilities $ 20,618 $ 15,865 |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Carrying Value of Convertible Senior Notes | The carrying value of the Company’s convertible senior notes is as follows: As of June 30, December 31, 2019 2018 (Amounts in thousands) 2.125% convertible senior notes due 2021: Principal amount $ 114,972 $ 114,989 Unamortized debt discount (7,882 ) (9,781 ) Unamortized debt issuance costs (1,386 ) (1,720 ) Total convertible senior notes $ 105,704 $ 103,488 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Stock-Based Compensation Expense | The following table presents stock-based compensation expense in the Company’s consolidated statements of comprehensive income (loss): Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (Amounts in thousands) Cost of product revenue $ 292 $ 234 $ 616 $ 500 Research and development 319 227 641 397 Selling, general and administrative 2,420 2,164 5,026 3,996 Total stock-based compensation $ 3,031 $ 2,625 $ 6,283 $ 4,893 |
Estimated Weighted Average Assumptions | Information regarding option activity for the six months ended June 30, 2019 under the Plans is summarized below: Shares Weighted average exercise price Weighted- (in Years) Aggregate (in Thousands) Options outstanding at December 31, 2018 998,226 $ 27.54 Granted 44,996 $ 61.98 Exercised (57,956 ) $ 9.75 Forfeited/expired/cancelled — $ — Options outstanding at June 30, 2019 985,266 $ 30.16 7.13 $ 54,971 Options exercisable at June 30, 2019 521,884 $ 23.80 5.85 $ 32,437 Vested and expected to vest at June 30, 2019 (1) 945,981 7.07 $ 53,042 (1) Represents the number of vested options as of June 30, 2019 plus the number of unvested options expected to vest as of June 30, 2019 based on the unvested outstanding options at June 30, 2019 adjusted for estimated forfeiture rates of 8% for awards granted to non-executive |
Summary of Restricted Stock Unit Activity | Information regarding RSU activity for the six months ended June 30, 2019 under the Plans is summarized below: Shares Weighted- (in Years) Aggregate (in Thousands) Unvested at December 31, 2018 707,413 Awarded 266,329 Vested (187,617 ) Forfeited/expired/cancelled (19,139 ) Unvested at June 30, 2019 766,986 3.85 $ 65,922 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Summary of Changes in Accumulated Other Comprehensive Income | The following shows the changes in the components of accumulated other comprehensive loss for the six months ended June 30, 2019 which consisted of only foreign currency translation adjustments for the periods shown (amounts in thousands): Foreign Currency Translation Adjustment Balance as of December 31, 2018 $ (11,893 ) Other comprehensive loss (3,160 ) Balance as of June 30, 2019 $ (15,053 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Summary of Tax Returns Periods Subject to Examination by Federal, State and International Taxing Authorities | The Company’s tax returns are subject to examination by federal, state and international tax authorities for the following periods: Jurisdiction Fiscal Years United States - federal and state 2015-2018 Sweden 2012-2018 Germany 2017-2018 Netherlands 2012-2018 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Basic and Diluted Weighted Average Shares Outstanding | Basic and diluted weighted average shares outstanding were as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (Amounts in thousands, except per share data) Net income $ 8,095 $ 2,738 $ 16,148 $ 6,185 Weighted average shares used in computing net income per share - basic 46,367 43,743 45,174 43,683 Effect of dilutive shares: Stock options and restricted stock awards 791 481 760 434 Convertible senior notes 1,898 792 1,758 578 Dilutive potential common shares 2,689 1,273 2,518 1,012 Weighted average shares used in computing net income per share - diluted 49,056 45,016 47,692 44,695 Earnings per share: Basic $ 0.17 $ 0.06 $ 0.36 $ 0.14 Diluted $ 0.17 $ 0.06 $ 0.34 $ 0.14 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Percentage of Revenue from Significant Customers | Revenue from significant customers as a percentage of the Company’s total revenue is as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 GE Healthcare 16 % 14 % 14 % 16 % MilliporeSigma 13 % 18 % 14 % 17 % |
Total Revenue | |
Percentage by Geographic Area or Significant Customers | The following table represents the Company’s total revenue by geographic area (based on the location of the customer): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Revenue by customers’ geographic locations: North America 51 % 47 % 49 % 46 % Europe 38 % 41 % 39 % 42 % APAC 11 % 12 % 12 % 12 % Total revenue 100 % 100 % 100 % 100 % |
Accounts Receivable | |
Percentage by Geographic Area or Significant Customers | Significant accounts receivable balances as a percentage of the Company’s total trade accounts receivable are as follows: June 30, December 31, 2019 2018 GE Healthcare 18 % 17 % MilliporeSigma 10 % 11 % |
Basis of Presentation - Additio
Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
Operating Lease, ROU assets | $ 19,501 | $ 19,500 | ||
Lease liabilities | $ 23,496 | |||
Deferred Rent Credit | $ 4,000 | |||
Accounting Standards Update 2016-02 [Member] | ||||
Operating Lease, ROU assets | $ 17,000 | |||
Lease liabilities | $ 21,000 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) - USD ($) | Jul. 19, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | May 24, 2016 |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Cash and Cash Equivalents, at Carrying Value | $ 208,888,000 | $ 193,822,000 | ||||
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Cash and Cash Equivalents, at Carrying Value | 118,400,000 | 126,600,000 | ||||
2.125% Convertible Senior Notes due 2021 | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Principal amount | $ 92,000,000 | $ 17,000 | $ 11,000 | $ 115,000,000 | ||
Total convertible senior notes | 105,704,000 | $ 103,488,000 | ||||
Fair value of convertible senior notes | $ 310,500,000 |
Acquisition of C Technologies_3
Acquisition of C Technologies, Inc. - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Business Acquisition [Line Items] | |||||
Cash consideration | $ 182,176 | ||||
Value of common stock issued | 53,938 | ||||
Fair value of tangible assets acquired | $ 30,756 | $ 30,756 | 30,756 | ||
Fair value of acquired finite lived intangible assets | 90,830 | 90,830 | 90,830 | ||
Goodwill | 469,510 | 469,510 | 469,510 | $ 326,735 | |
Acquisition-related Costs [Member] | |||||
Business Acquisition [Line Items] | |||||
Transaction costs | 4,000 | 4,000 | 4,000 | ||
Fair Value Adjustment to Inventory [Member] | |||||
Business Acquisition [Line Items] | |||||
Inventory purchase accounting adjustments | 1,200 | ||||
Selling, general and administrative | |||||
Business Acquisition [Line Items] | |||||
Transaction costs | 3,500 | 4,000 | |||
Spectrum Inc. | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | $ 185,971 | ||||
Shares issued for business acquisition | 779,221 | ||||
Value of common stock issued | $ 53,938 | ||||
Business combination, consideration transferred | 239,909 | ||||
Fair value of tangible assets acquired | 6,200 | 6,200 | 6,200 | ||
Fair value of acquired finite lived intangible assets | 90,800 | 90,800 | 90,800 | ||
Cash consideration for future employment | 9,000 | ||||
C Technologies | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | 195,000 | ||||
Fair value of acquired finite lived intangible assets | 90,800 | 90,800 | 90,800 | ||
Goodwill | 142,881 | 142,881 | 142,881 | ||
Business acquisition, revenue | 2,200 | ||||
Pro forma adjustments amortization | 2,200 | 2,700 | |||
Pro forma adjustments stock based compensation | 300 | $ 400 | |||
Business Acquisitions ProForma Net Loss | 1,500 | 20,560 | $ 8,060 | ||
C Technologies | Accounting Standards Update 2015-16 [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash consideration | 186,000 | ||||
C Technologies | Goodwill [Member] | |||||
Business Acquisition [Line Items] | |||||
Intangible Asset Residual Value | $ 142,900 | $ 142,900 | $ 142,900 |
Acquisition of C Technologies_4
Acquisition of C Technologies, Inc. (Consideration Transferred) (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | ||
Cash consideration | $ 182,176 | |
Equity consideration | 53,938 | |
Spectrum Inc. | ||
Business Acquisition [Line Items] | ||
Cash consideration | 185,971 | |
Equity consideration | 53,938 | |
Fair value of net assets acquired | $ 239,909 |
Acquisition of C Technologies_5
Acquisition of C Technologies, Inc. (Fair Value of Net Assets Acquired) (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Business Acquisition [Line Items] | |||
Accounts receivable | $ 3,044 | ||
Business combination, intangible assets | 90,830 | ||
Goodwill | 469,510 | $ 326,735 | |
C Technologies | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | 3,795 | ||
Restricted cash | 26,933 | ||
Accounts receivable | 3,044 | ||
Inventory | 3,783 | ||
Prepaid expenses and other current assets | 93 | ||
Fixed assets | 40 | ||
Operating lease right of use asset | 3,836 | ||
Business combination, intangible assets | 90,800 | ||
Goodwill | 142,881 | ||
Accounts payable | (436) | ||
Accrued liabilities | (2,417) | ||
Accrued bonus | (26,928) | ||
Deferred revenue | (1,709) | ||
Operating lease liability | (51) | ||
Operating lease liability, long-term | (3,785) | ||
Fair value of net assets acquired | 239,909 | ||
C Technologies | Customer relationships | |||
Business Acquisition [Line Items] | |||
Business combination, intangible assets | 59,680 | ||
C Technologies | Technology - developed | |||
Business Acquisition [Line Items] | |||
Business combination, intangible assets | 28,920 | ||
C Technologies | Trademark | |||
Business Acquisition [Line Items] | |||
Business combination, intangible assets | 1,570 | ||
C Technologies | Non-compete agreements | |||
Business Acquisition [Line Items] | |||
Business combination, intangible assets | $ 660 |
Acquisition of C Technologies_6
Acquisition of C Technologies, Inc. (Estimated Useful Life and Fair Value) (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Fair Value | $ 90,830 |
Customer Relationships [Member] | |
Weighted Average Useful Life (in years) | 17 years |
Fair Value | $ 59,680 |
Developed Technology Rights [Member] | |
Weighted Average Useful Life (in years) | 18 years |
Fair Value | $ 28,920 |
Trademark and tradename [Member] | |
Weighted Average Useful Life (in years) | 20 years |
Fair Value | $ 1,570 |
Noncompete Agreements [Member] | |
Weighted Average Useful Life (in years) | 4 years |
Fair Value | $ 660 |
Acquisition of C Technologies_7
Acquisition of C Technologies, Inc. (Unaudited Supplemental Pro Forma Information) (Detail) - C Technologies [Member] - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Business Acquisition [Line Items] | |||
Total revenue | $ 140,515 | $ 102,535 | |
Net income | $ 1,500 | $ 20,560 | $ 8,060 |
Basic | $ 0.46 | $ 0.17 | |
Diluted | $ 0.43 | $ 0.17 |
Summary of Disaggregation of Pr
Summary of Disaggregation of Product Revenues from Contracts with Customers by Major Product Line (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 70,692 | $ 47,731 | $ 131,326 | $ 92,561 |
Product | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | 70,670 | 47,743 | 131,282 | 92,542 |
Royalty and Other Revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue | $ 22 | $ (12) | $ 44 | $ 19 |
Revenue from Significant Custom
Revenue from Significant Customers (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Concentration Risk [Line Items] | ||||
Revenue | $ 70,692 | $ 47,731 | $ 131,326 | $ 92,561 |
GE Healthcare | ||||
Concentration Risk [Line Items] | ||||
Revenue | 11,083 | 6,777 | 18,749 | 14,510 |
MilliporeSigma | ||||
Concentration Risk [Line Items] | ||||
Revenue | $ 9,487 | $ 8,679 | $ 18,894 | $ 15,390 |
Summary of Receivables and Defe
Summary of Receivables and Deferred Revenue from Contracts with Customers (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Balances from contracts with customers only: | ||
Accounts receivable | $ 43,045 | $ 33,015 |
Deferred revenue (included in accrued liabilities in the consolidated balance sheets) | 3,728 | |
Revenue recognized during the six-month period relating to: | ||
The beginning deferred revenue balance | $ 1,668 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Other Revenues [Line Items] | ||
Impairment losses on receivables | $ 0 | $ 0 |
Leases - Additional Information
Leases - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |||
Jun. 30, 2019 | Mar. 31, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Operating lease right of use assets | $ 19,501 | $ 19,500 | ||
Operating lease liabilities | 23,496 | |||
Deferred Rent Credit | $ 4,000 | |||
Operating leases | $ 18,034 | |||
C Technologies [Member] | ||||
Increase in right of use asset | 3,800 | |||
Increase in operating lease liabilities | $ 3,800 | |||
Accounting Standards Update 2016-02 [Member] | ||||
Operating lease right of use assets | $ 17,000 | |||
Operating lease liabilities | $ 21,000 |
Leases (Maturities of lease lia
Leases (Maturities of lease liabilities) (Detail) $ in Thousands | Jun. 30, 2019USD ($) |
2019 (remaining six months) | $ 2,010 |
2020 | 4,657 |
2021 | 4,572 |
2022 | 3,620 |
2023 | 2,654 |
2024 and thereafter | 10,945 |
Total future minimum lease payments | 28,458 |
Less amount of lease payment representing interest | 4,962 |
Total operating lease liabilities | $ 23,496 |
Leases (Consolidated Balance Sh
Leases (Consolidated Balance Sheet) (Detail) $ in Thousands | Jun. 30, 2019USD ($) |
Leases [Abstract] | |
Operating lease liability | $ 3,287 |
Operating lease liability, long-term | 20,209 |
Minimum operating lease payments | $ 23,496 |
Leases (Consolidated Statements
Leases (Consolidated Statements of Comprehensive Income) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Operating lease cost | $ 982 | $ 1,912 |
Variable operating lease cost | 379 | 660 |
Lease, cost | $ 1,361 | $ 2,572 |
Leases (Consolidated Statemen_2
Leases (Consolidated Statements of Cash flows Related to Operating Leases) (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Operating cash flows from operating leases | $ (1,978) |
Leases (Operating Lease Liabili
Leases (Operating Lease Liabilities) (Detail) | Jun. 30, 2019 |
Weighted average remaining lease term (years) | 7 years 5 months 15 days |
Weighted average discount rate | 4.74% |
Leases (Obligations Under Non-C
Leases (Obligations Under Non-Cancelable Operating Leases) (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Operating Leased Assets [Line Items] | |
2019 | $ 4,021 |
2020 | 3,599 |
2021 | 3,263 |
2022 | 2,213 |
2023 | 1,316 |
2024 and thereafter | 3,622 |
Minimum operating lease payments | $ 18,034 |
Changes in Carrying Value of Go
Changes in Carrying Value of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill [Line Items] | |
Balance as of December 31, 2018 | $ 326,735 |
Cumulative translation adjustment | (106) |
Acquisition of C Technologies, Inc. | 142,881 |
Balance as of June 30, 2019 | $ 469,510 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 248,823 | $ 158,236 |
Gross Carrying Value | 249,523 | 158,936 |
Accumulated Amortization | (29,042) | (23,498) |
Accumulated Amortization | (29,042) | (23,498) |
Net Carrying Value | 219,781 | 134,738 |
Net Carrying Value | $ 220,481 | $ 135,438 |
Weighted Average Useful Life (in years) | 16 years | 16 years |
Trademark | ||
Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 700 | $ 700 |
Net Carrying Value | 700 | 700 |
Technology - developed | ||
Intangible Assets [Line Items] | ||
Gross Carrying Value | 82,202 | 53,315 |
Accumulated Amortization | (7,476) | (5,942) |
Net Carrying Value | $ 74,726 | $ 47,373 |
Weighted Average Useful Life (in years) | 19 years | 19 years |
Patents | ||
Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 240 | $ 240 |
Accumulated Amortization | $ (240) | $ (240) |
Weighted Average Useful Life (in years) | 8 years | 8 years |
Customer relationships | ||
Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 160,931 | $ 101,460 |
Accumulated Amortization | (20,382) | (16,609) |
Net Carrying Value | $ 140,549 | $ 84,851 |
Weighted Average Useful Life (in years) | 15 years | 14 years |
Trademark | ||
Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 3,730 | $ 2,160 |
Accumulated Amortization | (222) | (159) |
Net Carrying Value | $ 3,508 | $ 2,001 |
Weighted Average Useful Life (in years) | 20 years | 20 years |
Other intangibles | ||
Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 1,720 | $ 1,061 |
Accumulated Amortization | (722) | (548) |
Net Carrying Value | $ 998 | $ 513 |
Weighted Average Useful Life (in years) | 3 years | 3 years |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Finite-Lived Intangible Liabilities [Line Items] | ||||
Amortization expense | $ 3.1 | $ 2.6 | $ 5.7 | $ 5.3 |
Amortization Expense for Amorti
Amortization Expense for Amortized Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Liabilities [Line Items] | ||
2019 (remaining nine months) | $ 8,306 | |
2020 | 15,167 | |
2021 | 14,656 | |
2022 | 14,654 | |
2023 | 14,654 | |
2024 and thereafter | 152,344 | |
Total | $ 219,781 | $ 134,738 |
Schedule of Inventories (Detail
Schedule of Inventories (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Inventory [Line Items] | ||
Raw materials | $ 32,373 | $ 24,937 |
Work-in-process | 5,866 | 5,185 |
Finished products | 13,036 | 12,141 |
Total inventories, net | $ 51,275 | $ 42,263 |
Property, Plant and Equipment (
Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Land | $ 1,023 | $ 1,023 | |
Buildings | 764 | 764 | |
Leasehold improvements | 22,936 | 16,259 | |
Equipment | 30,495 | 24,092 | |
Furniture and fixtures | 6,941 | 5,448 | |
Construction in progress | [1] | 7,343 | 12,906 |
Other | 50 | ||
Total property, plant and equipment | 69,552 | 60,492 | |
Less - Accumulated depreciation | (31,427) | (28,312) | |
Total property, plant and equipment, net | $ 38,125 | $ 32,180 | |
[1] | Construction in progress as of June 30, 2019 includes $5.6 million in capitalized internal-use software development costs and $0.3 million in manufacturing improvements at our Rancho Dominguez facility among other projects. Construction in progress as of December 31, 2018 included $7.3 million for the buildout of our Marlborough facility, which was put into service and began depreciating on January 1, 2019, $2.1 million in capitalized internal-use software development costs and $2.1 million for a casting machine, among other projects. |
Consolidated Balance Sheet - Ad
Consolidated Balance Sheet - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jan. 01, 2019 | Dec. 31, 2018 | ||
Construction in Progress, Gross | [1] | $ 7,343 | $ 7,343 | $ 12,906 | |||
Depreciation | 1,800 | $ 1,300 | 3,300 | $ 2,600 | |||
Software Development [Member] | |||||||
Construction in Progress, Gross | 5,600 | 5,600 | $ 2,100 | ||||
Casting Machine [Member] | |||||||
Construction in Progress, Gross | $ 2,100 | ||||||
Marlborough facility [Member] | |||||||
Construction in Progress, Gross | $ 300 | $ 300 | $ 7,300 | ||||
[1] | Construction in progress as of June 30, 2019 includes $5.6 million in capitalized internal-use software development costs and $0.3 million in manufacturing improvements at our Rancho Dominguez facility among other projects. Construction in progress as of December 31, 2018 included $7.3 million for the buildout of our Marlborough facility, which was put into service and began depreciating on January 1, 2019, $2.1 million in capitalized internal-use software development costs and $2.1 million for a casting machine, among other projects. |
Schedule of Accrued Liabilities
Schedule of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Schedule of Accrued Liabilities [Line Items] | ||
Employee compensation | $ 10,487 | $ 9,953 |
Taxes | 2,353 | 1,024 |
Royalty and license fees | 163 | 242 |
Accrued purchases | 407 | 683 |
Warranties | 796 | 546 |
Professional fees | 807 | 942 |
Deferred revenue | 3,728 | 1,290 |
Other | 1,877 | 1,185 |
Total accrued liabilities | $ 20,618 | $ 15,865 |
Carrying Value of Convertible S
Carrying Value of Convertible Senior Notes (Detail) - 2.125% Convertible Senior Notes due 2021 - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Principal amount | $ 114,972 | $ 114,989 |
Unamortized debt discount | (7,882) | (9,781) |
Unamortized debt issuance costs | (1,386) | (1,720) |
Total convertible senior notes | $ 105,704 | $ 103,488 |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Detail) | Jul. 19, 2019USD ($) | May 24, 2016USD ($)d$ / shares | Jun. 30, 2019USD ($)d | Mar. 31, 2018USD ($) | Jun. 30, 2019USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) |
Debt Instrument [Line Items] | |||||||||
Notes conversion ratio per $1,000 principal amount | 8.6749 | ||||||||
Accretion of the debt discount | $ 2,231,000 | $ 2,089,000 | |||||||
2.125% Convertible Senior Notes due 2021 | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes issued | $ 92,000,000 | $ 115,000,000 | $ 17,000 | $ 11,000 | |||||
Notes, interest rate | 2.125% | ||||||||
Proceeds from issuance of convertible senior notes, net of costs | $ 111,100,000 | ||||||||
Notes, frequency of periodic payment | semiannually | ||||||||
Notes, date of first required payment | Dec. 1, 2016 | ||||||||
Notes, due date | Jun. 1, 2021 | ||||||||
Loss on conversion of senior convertible notes | $ (3,000) | $ (1,000) | |||||||
Notes threshold percentage of stock price trigger | 130.00% | ||||||||
Notes threshold trading days | d | 20 | ||||||||
Notes threshold consecutive trading days | d | 30 | ||||||||
Debt instrument, convertible if-converted value in excess of principal | $ 195,500,000 | ||||||||
Notes conversion ratio per $1,000 principal amount | 31.1813 | ||||||||
Notes initial conversion price | $ / shares | $ 32.07 | ||||||||
Debt covenants debt default holder percent to declare all notes due minimum | 25.00% | ||||||||
Number of days within which entity fails to satisfy obligations considered as event of default | 270 days | ||||||||
Notes issued, fair value | $ 96,300,000 | ||||||||
Contractual coupon interest | 600,000 | $ 1,200,000 | |||||||
Accretion of the debt discount | 1,000,000 | 1,900,000 | |||||||
Amortization of the debt issuance costs | $ 200,000 | $ 300,000 | |||||||
Effective interest rate on the Notes | 6.60% | 6.60% | |||||||
Notes, carrying value | $ 105,704,000 | $ 105,704,000 | $ 103,488,000 | ||||||
Fair value of the note | 310,500,000 | $ 310,500,000 | |||||||
Par value notes | $ 17,000 | ||||||||
2.125% Convertible Senior Notes due 2021 | On any business day on or after June 5, 2019 and prior to the maturity date | |||||||||
Debt Instrument [Line Items] | |||||||||
Notes threshold percentage of stock price trigger | 130.00% | ||||||||
Notes threshold trading days | d | 20 | ||||||||
Notes threshold consecutive trading days | d | 30 | ||||||||
Notes redemption price | 100.00% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | May 03, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 |
Stockholders Equity Note Disclosure [Line Items] | ||||||
Common stock, shares issued | 3,144,531 | 48,086,422 | 48,086,422 | 43,917,378 | ||
Common stock issue price per share | $ 64 | |||||
Exercised number of shares | 57,956 | |||||
Net proceeds from public offering | $ 189,600 | $ 189,623 | ||||
Stock-based compensation expense | $ 3,031 | $ 2,625 | $ 6,283 | $ 4,893 | ||
Incentive options, vesting period | 3 years | |||||
Stock options, outstanding | 985,266 | 985,266 | 998,226 | |||
Closing price of common stock | $ 85.95 | $ 85.95 | ||||
Aggregate intrinsic value of stock options exercised | $ 3,600 | $ 2,400 | ||||
Weighted average grant date fair value of share-based awards granted | $ 30.07 | $ 18.41 | ||||
Total fair value of stock options vested | $ 2,700 | $ 1,800 | ||||
Total unrecognized compensation cost | $ 38,700 | $ 38,700 | ||||
Unrecognized compensation cost, weighted average remaining requisite service period | 4 years 1 month 24 days | |||||
Number of unvested options and restricted stock units | 1,672,980 | 1,672,980 | ||||
2018 Plan | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Common stock shares reserved for Issuance | 2,778,000 | |||||
Incentive options, vesting period | 2,596,600 | 2,596,600 | ||||
Employee Stock Option | Minimum | Vest Over Three Year | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Incentive options, vesting percentage | 20.00% | |||||
Employee Stock Option | Maximum | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Incentive options, vesting period | 5 years | |||||
Incentive options, term | 10 years | |||||
Employee Stock Option | Maximum | Vest Over Five Year | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Incentive options, vesting percentage | 33.00% | |||||
Non-Employee Directors | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Incentive options, vesting period | 1 year | |||||
Option To Purchase Common Stock | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Stock options, outstanding | 985,266 | 1,058,834 | 985,266 | 1,058,834 | ||
Restricted Stock Units (RSUs) | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Restricted stock units, outstanding | 766,986 | 716,996 | 766,986 | 716,996 | 707,413 | |
Closing price of common stock | $ 85.95 | $ 85.95 | ||||
Aggregate intrinsic value of restricted stock units vested | $ 11,700 | $ 4,200 | ||||
Weighted average grant date fair value of restricted stock units granted | $ 31.97 | $ 34.47 | ||||
Total grant date fair value of restricted stock units vested | $ 6,000 | $ 3,300 | ||||
Unvested Options | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Incentive options, vesting period | 5 years | |||||
Underwriters | Common Stock | ||||||
Stockholders Equity Note Disclosure [Line Items] | ||||||
Exercised number of shares | 410,156 |
Stock-Based Compensation Expens
Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 3,031 | $ 2,625 | $ 6,283 | $ 4,893 |
Cost of product revenue | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 292 | 234 | 616 | 500 |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 319 | 227 | 641 | 397 |
Selling, general and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 2,420 | $ 2,164 | $ 5,026 | $ 3,996 |
Summary of Option Activity (Det
Summary of Option Activity (Detail) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jun. 30, 2019USD ($)$ / sharesshares | ||
Options Outstanding | ||
Options outstanding at December 31, 2018 | shares | 998,226 | |
Granted | shares | 44,996 | |
Exercised | shares | (57,956) | |
Options outstanding at June 30, 2019 | shares | 985,266 | |
Options exercisable at June 30, 2019 | shares | 521,884 | |
Vested and expected to vest at June 30, 2019 | shares | 945,981 | [1] |
Weighted-Average Exercise Price Per Share | ||
Options outstanding at December 31, 2018 | $ / shares | $ 27.54 | |
Granted | $ / shares | 61.98 | |
Exercised | $ / shares | 9.75 | |
Options outstanding at June 30, 2019 | $ / shares | 30.16 | |
Options exercisable at June 30, 2019 | $ / shares | $ 23.80 | |
Weighted-Average Remaining Contractual Term (in years) | ||
Options outstanding at June 30, 2019 | 7 years 1 month 17 days | |
Options exercisable at June 30, 2019 | 5 years 10 months 6 days | |
Vested and expected to vest at June 30, 2019 | 7 years 25 days | [1] |
Aggregate Intrinsic Value | ||
Options outstanding at June 30, 2019 | $ | $ 54,971 | |
Options exercisable at June 30, 2019 | $ | 32,437 | |
Vested and expected to vest at June 30, 2019 | $ | $ 53,042 | [1] |
[1] | Represents the number of vested options as of June 30, 2019 plus the number of unvested options expected to vest as of June 30, 2019 based on the unvested outstanding options at June 30, 2019 adjusted for estimated forfeiture rates of 8% for awards granted to non-executive level employees and 3% for awards granted to executive level employees. |
Summary of Option Activity (Par
Summary of Option Activity (Parenthetical) (Detail) - Employee Stock Option | Jun. 30, 2019 |
Awards Granted to Non-Executive Level Employees | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Estimated forfeiture rates | 8.00% |
Awards Granted to Executive Level Employees | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Estimated forfeiture rates | 3.00% |
Summary of Restricted Stock Uni
Summary of Restricted Stock Unit Activity (Detail) - Restricted Stock Units (RSUs) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($)shares | |
Options Outstanding | |
Unvested at December 31, 2018 | 707,413 |
Awarded | 266,329 |
Vested | (187,617) |
Forfeited/expired/cancelled | (19,139) |
Unvested at June 30, 2019 | 766,986 |
Weighted-Average Remaining Contractual Term (in years) | |
Unvested at June 30, 2019 | 3 years 10 months 6 days |
Aggregate Intrinsic Value | |
Unvested at June 30, 2019 | $ | $ 65,922 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended |
May 31, 2019ft² | Jun. 30, 2019l | Dec. 31, 2018USD ($) | |
Maximum [Member] | |||
Commitments and Contingencies [Line Items] | |||
Bioreactors used in perfusion cell culture applications | l | 2,000 | ||
Minimum [Member] | |||
Commitments and Contingencies [Line Items] | |||
Bioreactors used in perfusion cell culture applications | l | 50 | ||
NGL Impact A [Member] | Research and Development Arrangement [Member] | |||
Commitments and Contingencies [Line Items] | |||
Payments to Navigo in connection with this program, which are recorded to research and development expenses | $ | $ 2.4 | ||
Before Amendment | |||
Commitments and Contingencies [Line Items] | |||
Lease agreement, space | ft² | 76,000 | ||
After Amendment | |||
Commitments and Contingencies [Line Items] | |||
Lease agreement, space | ft² | 108,000 | ||
Fifth Amendment [Member] | |||
Commitments and Contingencies [Line Items] | |||
Rate Per Square Feet | 29 | ||
Increase In Lease Agreement Area | 32,000 | ||
Increase Per Square Feet | 1 |
Change in Accumulated Other Com
Change in Accumulated Other Comprehensive Loss (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance | $ 615,568 |
Balance | 878,968 |
Foreign Currency Translation Adjustment | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance | (11,893) |
Other comprehensive loss | (3,160) |
Balance | $ (15,053) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Jan. 01, 2018 | |
Income Taxes [Line Items] | |||||||
Corporate tax rate | 21.00% | 35.00% | 21.00% | 35.00% | |||
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | $ 12,800 | ||||||
Tax cuts and jobs Act, increased tax provision on undistributed and previously untaxed post-1986 earnings and profits of the specified foreign corporation | $ 1,300 | 3,300 | |||||
Impact on assets and liabilities due to change in accounting principle | $ (677) | ||||||
Income tax (benefit) provision | 15.80% | 18.70% | 19.80% | 22.10% | |||
Accounting Standards Update 2016-06 [Member] | Other Assets [Member] | |||||||
Income Taxes [Line Items] | |||||||
Impact on assets and liabilities due to change in accounting principle | $ 5,700 | ||||||
Accounting Standards Update 2016-06 [Member] | Deferred tax liablities [Member] | |||||||
Income Taxes [Line Items] | |||||||
Impact on assets and liabilities due to change in accounting principle | 5,000 | ||||||
Accounting Standards Update 2016-06 [Member] | accumulated deficit [Member] | |||||||
Income Taxes [Line Items] | |||||||
Impact on assets and liabilities due to change in accounting principle | $ 700 | ||||||
Latest Tax Year | |||||||
Income Taxes [Line Items] | |||||||
Net operating loss and business tax credit carry forwards expiration date | at various dates through December 2038 | ||||||
State | |||||||
Income Taxes [Line Items] | |||||||
Business tax credits carry forwards | $ 2,900 | ||||||
United States | |||||||
Income Taxes [Line Items] | |||||||
Business tax credits carry forwards | $ 400 |
Summary of Tax Returns Periods
Summary of Tax Returns Periods Subject to Examination by Federal, State and International Tax Authorities (Detail) | 6 Months Ended |
Jun. 30, 2019 | |
United States | Earliest Tax Year | |
Income Tax Examination [Line Items] | |
Fiscal year subject to examination | 2015 |
United States | Latest Tax Year | |
Income Tax Examination [Line Items] | |
Fiscal year subject to examination | 2018 |
Sweden | Earliest Tax Year | |
Income Tax Examination [Line Items] | |
Fiscal year subject to examination | 2012 |
Sweden | Latest Tax Year | |
Income Tax Examination [Line Items] | |
Fiscal year subject to examination | 2018 |
Germany | Earliest Tax Year | |
Income Tax Examination [Line Items] | |
Fiscal year subject to examination | 2017 |
Germany | Latest Tax Year | |
Income Tax Examination [Line Items] | |
Fiscal year subject to examination | 2018 |
Netherlands | Earliest Tax Year | |
Income Tax Examination [Line Items] | |
Fiscal year subject to examination | 2012 |
Netherlands | Latest Tax Year | |
Income Tax Examination [Line Items] | |
Fiscal year subject to examination | 2018 |
Earnings Per Share - (Additiona
Earnings Per Share - (Additional Information) (Detail) - $ / shares | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Stock options, outstanding | 985,266 | 985,266 | 998,226 | ||
Stock options, weighted average exercise price | $ 30.16 | $ 30.16 | $ 27.54 | ||
Common stock excluded from calculation of diluted earnings per share | 119,026 | 551,012 | 180,160 | 615,930 | |
Option To Purchase Common Stock [Member] | |||||
Stock options, outstanding | 985,266 | 1,058,834 | 985,266 | 1,058,834 | |
Stock options, weighted average exercise price | $ 30.16 | $ 26.72 | $ 30.16 | $ 26.72 | |
Restricted Stock Units (RSUs) [Member] | |||||
Restricted stock units, outstanding | 766,986 | 716,996 | 766,986 | 716,996 | 707,413 |
Earnings Per Share - (Reconcili
Earnings Per Share - (Reconciliation of Basic and Diluted Shares Amounts) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Schedule Of Earnings Per Share Basic And Diluted [Line Items] | ||||
Net income | $ 8,095 | $ 2,738 | $ 16,148 | $ 6,185 |
Weighted average shares used in computing net income per share - basic | 46,367 | 43,743 | 45,174 | 43,683 |
Effect of dilutive shares: | ||||
Stock options and restricted stock awards | 791 | 481 | 760 | 434 |
Convertible senior notes | 1,898 | 792 | 1,758 | 578 |
Dilutive potential common shares | 2,689 | 1,273 | 2,518 | 1,012 |
Weighted average shares used in computing net income per share - diluted | 49,056 | 45,016 | 47,692 | 44,695 |
Earnings per share: | ||||
Basic | $ 0.17 | $ 0.06 | $ 0.36 | $ 0.14 |
Diluted | $ 0.17 | $ 0.06 | $ 0.34 | $ 0.14 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | May 03, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Spectrum Inc. | |||
Related Party Transaction [Line Items] | |||
Spectrum Acquisition, tax preparation and other fees | $ 0.4 | $ 0.2 | |
Principal Owner | |||
Related Party Transaction [Line Items] | |||
Accrued refunds current | $ 1.7 | ||
Principal Owner | Spectrum Inc. | IPO [Member] | |||
Related Party Transaction [Line Items] | |||
Outstanding common stock until the company completed its public offering | 3,144,531 | ||
Principal Owner | Minimum | Spectrum Inc. | IPO [Member] | |||
Related Party Transaction [Line Items] | |||
Non controlling ownership interest minimum | 10.00% |
Segment Reporting - (Percentage
Segment Reporting - (Percentage of Revenue by Geographic Area) (Details) - Geographic Concentration Risk - Total Revenue | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Concentration Risk [Line Items] | ||||
Revenues, percentage by country | 100.00% | 100.00% | 100.00% | 100.00% |
North America | ||||
Concentration Risk [Line Items] | ||||
Revenues, percentage by country | 51.00% | 47.00% | 49.00% | 46.00% |
Europe | ||||
Concentration Risk [Line Items] | ||||
Revenues, percentage by country | 38.00% | 41.00% | 39.00% | 42.00% |
APAC | ||||
Concentration Risk [Line Items] | ||||
Revenues, percentage by country | 11.00% | 12.00% | 12.00% | 12.00% |
Segment Reporting - Percentage
Segment Reporting - Percentage of Revenue from Significant Customers (Detail) - Customer Concentration Risk - Sales Revenue | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
MilliporeSigma | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue from significant customers as a percentage of total revenue | 13.00% | 18.00% | 14.00% | 17.00% |
GE Healthcare | ||||
Revenue, Major Customer [Line Items] | ||||
Revenue from significant customers as a percentage of total revenue | 16.00% | 14.00% | 14.00% | 16.00% |
Segment Reporting - Percentag_2
Segment Reporting - Percentage of Accounts Receivable by Significant Customers (Detail) - Customer Concentration Risk - Accounts Receivable | 6 Months Ended | 12 Months Ended |
Jun. 30, 2019 | Dec. 31, 2018 | |
GE Healthcare | ||
Concentration Risk [Line Items] | ||
Accounts receivable, percentage by customer | 18.00% | 17.00% |
MilliporeSigma | ||
Concentration Risk [Line Items] | ||
Accounts receivable, percentage by customer | 10.00% | 11.00% |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) | Jul. 19, 2019USD ($)$ / sharesshares | May 03, 2019USD ($)$ / sharesshares | May 24, 2016USD ($)$ / shares | Jul. 19, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)shares | Mar. 31, 2019USD ($) | Dec. 31, 2018shares | Dec. 31, 2017USD ($) |
Common stock, shares issued | shares | 3,144,531 | 48,086,422 | 43,917,378 | |||||
Common Stock Issue Price Per Share | $ / shares | $ 64 | |||||||
Exercised number of shares | shares | 57,956 | |||||||
Net proceeds | $ 189,600,000 | $ 189,623,000 | ||||||
Notes conversion ratio per $1,000 principal amount | 8.6749 | |||||||
2.125% Convertible Senior Notes due 2021 | ||||||||
Notes issued | $ 92,000,000 | $ 115,000,000 | $ 92,000,000 | $ 17,000 | $ 11,000 | |||
Notes, interest rate | 2.125% | |||||||
Proceeds from issuance of convertible senior notes, net of costs | $ 111,100,000 | |||||||
Notes, due date | Jun. 1, 2021 | |||||||
Notes conversion ratio per $1,000 principal amount | 31.1813 | |||||||
Notes initial conversion price | $ / shares | $ 32.07 | |||||||
Underwriters | Common Stock | ||||||||
Exercised number of shares | shares | 410,156 | |||||||
Subsequent Event [Member] | ||||||||
Common stock, shares issued | shares | 1,587,000 | 1,587,000 | ||||||
Common Stock Issue Price Per Share | $ / shares | $ 87 | $ 87 | ||||||
Net proceeds | $ 130,700,000 | |||||||
Subsequent Event [Member] | 0.375% Convertible Senior Notes due 2024 | ||||||||
Notes issued | $ 287,500,000 | $ 287,500,000 | ||||||
Notes, interest rate | 0.375% | 0.375% | ||||||
Proceeds from issuance of convertible senior notes, net of costs | $ 278,400,000 | |||||||
Interest repayment terms | Interest will be payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2020 | |||||||
Notes, due date | Jul. 15, 2024 | |||||||
Notes initial conversion price | $ / shares | $ 115.28 | $ 115.28 | ||||||
Notes redemption price | 100.00% | |||||||
Subsequent Event [Member] | 2.125% Convertible Senior Notes due 2021 | ||||||||
face amount of remaining convertible debt | $ 23,000,000 | $ 23,000,000 | ||||||
Subsequent Event [Member] | 2.125% Convertible Senior Notes due 2021 | Partial Private Settlement [Member] | ||||||||
Notes, interest rate | 2.125% | 2.125% | ||||||
Repurchased Face Amount | $ 92,000,000 | $ 92,000,000 | ||||||
Repayment Of Senior Debt | $ 92,300,000 | |||||||
Conversion of Convertible Securities Stock Issued | shares | 1,850,155 | |||||||
Subsequent Event [Member] | Underwriters | ||||||||
Exercised number of shares | shares | 37.5 | |||||||
Subsequent Event [Member] | Underwriters | Common Stock | ||||||||
Exercised number of shares | shares | 207,000 |