Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 21, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Central Index Key | 0000784199 | |
Entity Registrant Name | CRYOLIFE INC. | |
Entity Interactive Data Current | Yes | |
Entity File Number | 1-13165 | |
Entity Address, City or Town | Kennesaw | |
Entity Address, State or Province | GA | |
Entity Address, Address Line One | 1655 Roberts Boulevard, NW | |
Entity Address, Postal Zip Code | 30144 | |
Entity Tax Identification Number | 59-2417093 | |
Entity Incorporation, State or Country Code | FL | |
City Area Code | 770 | |
Local Phone Number | 419-3355 | |
Trading Symbol | CRY | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Security Exchange Name | NYSE | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Entity Shell Company | false | |
Entity Current Reporting Status | Yes | |
Entity Common Stock, Shares Outstanding | 37,503,707 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations And Comprehensive (Loss) Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenues: | ||||
Total revenues | $ 67,881 | $ 64,598 | $ 206,525 | $ 195,042 |
Cost of products and preservation services: | ||||
Total cost of products and preservation services | 22,659 | 21,884 | 70,064 | 67,249 |
Gross margin | 45,222 | 42,714 | 136,461 | 127,793 |
Operating expenses: | ||||
General, administrative, and marketing | 34,259 | 32,871 | 105,402 | 104,946 |
Research and development | 6,259 | 5,225 | 17,648 | 16,314 |
Total operating expenses | 40,518 | 38,096 | 123,050 | 121,260 |
Operating income | 4,704 | 4,618 | 13,411 | 6,533 |
Interest expense | 3,555 | 4,104 | 11,260 | 11,863 |
Interest income | (259) | (52) | (608) | (141) |
Other expense (income) net | 2,400 | (1,542) | 2,662 | (257) |
(Loss) income before income taxes | (992) | 2,108 | 97 | (4,932) |
Income tax (benefit) expense | (858) | 543 | (2,304) | (2,868) |
Net (loss) income | $ (134) | $ 1,565 | $ 2,401 | $ (2,064) |
(Loss) income per common share: | ||||
Basic | $ 0 | $ 0.04 | $ 0.06 | $ (0.06) |
Diluted | $ 0 | $ 0.04 | $ 0.06 | $ (0.06) |
Weighted-average common shares outstanding: | ||||
Basic | 37,255 | 36,526 | 37,065 | 36,331 |
Diluted | 37,255 | 37,610 | 37,850 | 36,331 |
Net (loss) income | $ (134) | $ 1,565 | $ 2,401 | $ (2,064) |
Other comprehensive (loss) income: | ||||
Foreign currency translation adjustments | (8,017) | (514) | (8,803) | (5,140) |
Comprehensive (loss) income | (8,151) | 1,051 | (6,402) | (7,204) |
Products [Member] | ||||
Revenues: | ||||
Total revenues | 47,484 | 45,152 | 147,053 | 138,063 |
Cost of products and preservation services: | ||||
Total cost of products and preservation services | 12,706 | 12,459 | 41,021 | 40,166 |
Preservation Services [Member] | ||||
Revenues: | ||||
Total revenues | 20,397 | 19,446 | 59,472 | 56,979 |
Cost of products and preservation services: | ||||
Total cost of products and preservation services | $ 9,953 | $ 9,425 | $ 29,043 | $ 27,083 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 36,685 | $ 41,489 |
Restricted securities | 492 | 747 |
Trade receivables, net | 50,550 | 47,108 |
Other receivables | 4,322 | 4,324 |
Inventories | 48,403 | 45,478 |
Deferred preservation costs | 32,352 | 33,174 |
Prepaid expenses and other | 8,550 | 6,848 |
Total current assets | 181,354 | 179,168 |
Property and equipment, net | 30,434 | 31,028 |
Operating lease right-of-use assets, net | 21,841 | |
Goodwill | 183,368 | 188,781 |
Acquired technology, net | 107,863 | 118,184 |
Other intangibles, net | 49,806 | 41,897 |
Deferred income taxes | 3,872 | 4,111 |
Other assets | 14,064 | 7,922 |
Total assets | 592,602 | 571,091 |
Current liabilities: | ||
Accounts payable | 7,455 | 7,547 |
Accrued compensation | 11,628 | 10,733 |
Current portion of long-term debt | 1,144 | 1,160 |
Current maturities of operating leases | 5,270 | |
Taxes payable | 2,324 | 2,250 |
Accrued expenses and other | 14,369 | 12,833 |
Total current liabilities | 42,190 | 34,523 |
Long-term debt | 214,793 | 215,721 |
Non-current maturities of operating leases | 18,046 | |
Deferred income taxes | 24,699 | 27,267 |
Other | 15,373 | 18,513 |
Total liabilities | 315,101 | 296,024 |
Commitments and contingencies | ||
Shareholders' equity: | ||
Preferred stock | ||
Common stock (issued shares of 38,988 in 2019 and 38,463 in 2018) | 390 | 385 |
Additional paid-in capital | 269,192 | 260,361 |
Retained earnings | 37,385 | 34,984 |
Accumulated other comprehensive (loss) income | (14,875) | (6,072) |
Treasury stock at cost (shares of 1,484 in each of 2019 and 2018) | (14,591) | (14,591) |
Total shareholders' equity | 277,501 | 275,067 |
Total liabilities and shareholders' equity | $ 592,602 | $ 571,091 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares shares in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Shareholders' equity: | ||
Common stock, shares issued | 38,988 | 38,463 |
Treasury stock at cost, shares | 1,484 | 1,484 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Net cash flows from operating activities: | ||
Net (loss) income | $ 2,401 | $ (2,064) |
Adjustments to reconcile net income (loss) to net cash from operating activities: | ||
Depreciation and amortization | 13,257 | 13,636 |
Non-cash compensation | 6,581 | 4,685 |
Other non-cash adjustments to income (loss) | 5,021 | (1,330) |
Changes in operating assets and liabilities: | ||
Receivables | (4,496) | (2,310) |
Inventories and deferred preservation costs | (3,864) | 1,697 |
Prepaid expenses and other assets | (3,020) | (2,481) |
Accounts payable, accrued expenses, and other liabilities | (1,113) | (12,473) |
Net cash flows provided by (used in) operating activities | 14,767 | (640) |
Net cash flows from investing activities: | ||
Payments for Endospan agreements | (15,000) | |
Capital expenditures | (5,222) | (4,275) |
Other | (531) | (722) |
Net cash flows used in investing activities | (20,753) | (4,997) |
Net cash flows from financing activities: | ||
Repayment of term loan | (2,072) | (2,098) |
Proceeds from exercise of stock options and issuance of common stock | 4,519 | 3,793 |
Redemption and repurchase of stock to cover tax withholdings | (2,723) | (2,085) |
Other | (560) | (888) |
Net cash flows used in financing activities | (836) | (1,278) |
Effect of exchange rate changes on cash, cash equivalents, and restricted securities | 1,763 | 1,473 |
Decrease in cash, cash equivalents, and restricted securities | (5,059) | (5,442) |
Cash, cash equivalents, and restricted securities beginning of year | 42,236 | 40,753 |
Cash, cash equivalents, and restricted securities end of year | $ 37,177 | $ 35,311 |
Consolidated Statements Of Shar
Consolidated Statements Of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] | Total |
Balance at Dec. 31, 2017 | $ 376 | $ 249,935 | $ 37,609 | $ 1,857 | $ (12,719) | $ 277,058 |
Balance, shares at Dec. 31, 2017 | 37,618 | (1,386) | ||||
Net (loss) income | ASU 606 [Member] | (2,064) | (2,064) | ||||
Net (loss) income | (2,064) | |||||
Foreign currency translation adjustment | ASU 606 [Member] | (5,140) | (5,140) | ||||
Foreign currency translation adjustment | (5,140) | |||||
Comprehensive loss | ASU 606 [Member] | (6,989) | |||||
Comprehensive loss | (7,204) | |||||
Equity compensation | $ 2 | 5,046 | 5,048 | |||
Equity compensation, shares | 275 | |||||
Exercise of options | $ 6 | 4,320 | $ (1,872) | 2,454 | ||
Exercise of options, shares | 572 | (98) | ||||
Employee stock purchase plan | $ 1 | 1,338 | 1,339 | |||
Employee stock purchase plan, shares | 83 | |||||
Redemption and repurchase of stock to cover tax withholdings | $ (1) | (2,084) | (2,085) | |||
Redemption and repurchase of stock to cover tax withholdings, shares | (103) | |||||
Balance at Sep. 30, 2018 | $ 384 | 258,555 | 35,760 | (3,283) | $ (14,591) | 276,825 |
Balance, shares at Sep. 30, 2018 | 38,445 | (1,484) | ||||
Balance at Jun. 30, 2018 | $ 382 | 254,288 | 34,195 | (2,769) | $ (14,591) | 271,505 |
Balance, shares at Jun. 30, 2018 | 38,204 | (1,484) | ||||
Net (loss) income | 1,565 | 1,565 | ||||
Foreign currency translation adjustment | (514) | (514) | ||||
Comprehensive loss | 1,051 | |||||
Equity compensation | $ 1 | 1,692 | 1,693 | |||
Equity compensation, shares | (14) | |||||
Exercise of options | $ 1 | 2,098 | 2,099 | |||
Exercise of options, shares | 218 | |||||
Employee stock purchase plan | $ 1 | 750 | 751 | |||
Employee stock purchase plan, shares | 46 | |||||
Redemption and repurchase of stock to cover tax withholdings | $ (1) | (273) | (274) | |||
Redemption and repurchase of stock to cover tax withholdings, shares | (9) | |||||
Balance at Sep. 30, 2018 | $ 384 | 258,555 | 35,760 | (3,283) | $ (14,591) | 276,825 |
Balance, shares at Sep. 30, 2018 | 38,445 | (1,484) | ||||
Balance at Jun. 30, 2018 | $ 382 | 254,288 | 34,195 | (2,769) | $ (14,591) | 271,505 |
Balance, shares at Jun. 30, 2018 | 38,204 | (1,484) | ||||
Balance at Sep. 30, 2019 | $ 390 | 269,192 | 37,385 | (14,875) | $ (14,591) | 277,501 |
Balance, shares at Sep. 30, 2019 | 38,988 | (1,484) | ||||
Cumulative effect of adjustment | ASU 606 [Member] | 215 | 215 | ||||
Balance at Dec. 31, 2018 | $ 385 | 260,361 | 34,984 | (6,072) | $ (14,591) | 275,067 |
Balance, shares at Dec. 31, 2018 | 38,463 | (1,484) | ||||
Net (loss) income | 2,401 | 2,401 | ||||
Foreign currency translation adjustment | (8,803) | (8,803) | ||||
Comprehensive loss | (6,402) | |||||
Equity compensation | $ 2 | 7,037 | 7,039 | |||
Equity compensation, shares | 251 | |||||
Exercise of options | $ 3 | 3,054 | 3,057 | |||
Exercise of options, shares | 306 | |||||
Employee stock purchase plan | $ 1 | 1,462 | 1,463 | |||
Employee stock purchase plan, shares | 61 | |||||
Redemption and repurchase of stock to cover tax withholdings | $ (1) | (2,722) | (2,723) | |||
Redemption and repurchase of stock to cover tax withholdings, shares | (93) | |||||
Balance at Sep. 30, 2019 | $ 390 | 269,192 | 37,385 | (14,875) | $ (14,591) | 277,501 |
Balance, shares at Sep. 30, 2019 | 38,988 | (1,484) | ||||
Balance at Jun. 30, 2019 | $ 389 | 265,694 | 37,519 | (6,858) | $ (14,591) | 282,153 |
Balance, shares at Jun. 30, 2019 | 38,943 | (1,484) | ||||
Net (loss) income | (134) | (134) | ||||
Foreign currency translation adjustment | (8,017) | (8,017) | ||||
Comprehensive loss | (8,151) | |||||
Equity compensation | 2,620 | 2,620 | ||||
Equity compensation, shares | 6 | |||||
Exercise of options | 53 | 53 | ||||
Exercise of options, shares | 5 | |||||
Employee stock purchase plan | $ 1 | 884 | 885 | |||
Employee stock purchase plan, shares | 36 | |||||
Redemption and repurchase of stock to cover tax withholdings | (59) | (59) | ||||
Redemption and repurchase of stock to cover tax withholdings, shares | (2) | |||||
Balance at Sep. 30, 2019 | $ 390 | $ 269,192 | $ 37,385 | $ (14,875) | $ (14,591) | $ 277,501 |
Balance, shares at Sep. 30, 2019 | 38,988 | (1,484) |
Basis Of Presentation
Basis Of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Basis Of Presentation [Abstract] | |
Basis Of Presentation | 1. Basis of Presentation Overview The accompanying summary consolidated financial statements include the accounts of CryoLife, Inc. and its subsidiaries (“CryoLife,” the “Company,” “we,” or “us”). All significant intercompany accounts and transactions have been eliminated in consolidation. The accompanying Summary Consolidated Balance Sheet as of December 31, 2018 has been derived from audited financial statements. The accompanying unaudited summary consolidated financial statements as of, and for the three and nine months ended, September 30, 2019 and 2018 have been prepared in accordance with (i) accounting principles generally accepted in the U.S. for interim financial information and (ii) the instructions to Form 10-Q and Rule 10-01 of Regulation S-X of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, such statements do not include all of the information and disclosures required by accounting principles generally accepted in the U.S. for a complete presentation of financial statements. In the opinion of management, all adjustments (including those of a normal, recurring nature) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2019. These summary consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in CryoLife’s Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC on February 26, 2019. New Accounting Standards Recently Adopted As of January 1, 2019 we adopted the Accounting Standards Codification (“ASC”) Topic 842, Leases (“ASC 842”). The final guidance requires lessees to recognize a right-of-use asset and a lease liability for all leases (with the exception of short-term leases) at the commencement date and recognize expenses on their income statements similar to former Topic 840, Leases . We used the modified retrospective approach, which allows application of the standard at the adoption date rather than at the beginning of the earliest comparative period presented. The adoption of this standard resulted in the recognition of operating lease agreements with a net present value of $ 22.7 million and corresponding right-of-use assets obtained in the same amount at January 1, 2019. See Note 8 for further discussion of leases. Not Yet Effective In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASC Update No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The purpose of Update No. 2016-13 is to replace the current incurred loss impairment methodology for financial assets measured at amortized cost with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information, including forecasted information, to develop credit loss estimates. Update No. 2016-13 is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods and early adoption is permitted. We are in the process of evaluating the effect that the adoption of this standard will have on our financial position and results of operations. |
Agreement With Endospan
Agreement With Endospan | 9 Months Ended |
Sep. 30, 2019 | |
Agreement With Endospan [Abstract] | |
Agreement With Endospan | 2. Agreements with Endospan Exclusive Distribution Agreement and Securities Purchase Option Agreement On September 11, 2019 CryoLife, Inc.’s wholly owned subsidiary, JOTEC GmbH, (“JOTEC”), entered into an exclusive distribution agreement (“Endospan Distribution Agreement”) with Endospan Ltd. (“Endospan”) an Israeli corporation, pursuant to which JOTEC obtained exclusive distribution rights for Endospan’s Nexus stent graft system (“Nexus Product”) and accessories in certain countries in Europe in exchange for a fixed distribution fee of $ 9.0 million paid in September 2019. Under the terms of the Endospan Distribution Agreement, JOTEC agreed to use its best efforts to market, promote, distribute, sell, and support the Nexus products for approved uses in the countries included within JOTEC’s exclusive distribution rights. JOTEC is obligated to satisfy a minimum purchase amount beginning in 2020 . CryoLife also entered into a securities purchase option agreement (“Endospan Option Agreement”) with Endospan for $ 1.0 million paid in September 2019. The Endospan Option Agreement provides CryoLife the option to purchase all of the outstanding securities of Endospan from Endospan’s securityholders at the time of acquisition, or the option to acquire all of Endospan’s assets, in each case, for a price between $ 350.0 and $ 450.0 million before or within a certain period of time or after U.S. Food and Drug Administration (“FDA”) approval of the Nexus Product, with such option expiring if not exercised within 90 days after receiving notice that Endospan has received approval from the FDA for its Nexus Product. The term of JOTEC’s Endospan Distribution Agreement expires upon the earliest to occur of (i) the date on which the acquisition contemplated by the Endospan Option Agreement can no longer be consummated under its terms, or (ii) the date on which the Endospan Option Agreement is terminated pursuant to its terms, or by either party under certain circumstances. JOTEC would be entitled to a termination fee in the event the Endospan Distribution Agreement is terminated by JOTEC due to a suspension of approvals related to the Nexus Product lasting more than six months or the withdrawal of such approvals, an injunction on the Nexus Product lasting more than six months or a permanent injunction on the Nexus Product (unless such injunction resulted solely from an act or omission of JOTEC, its affiliates, or their sub-distributors), and other significant breaches. Loan Agreement CryoLife and Endospan also entered into a loan agreement (“Endospan Loan”), dated September 11, 2019, in which CryoLife agreed to provide Endospan a secured loan of up to $ 15.0 million to be funded in three tranches of $ 5.0 million each. The first tranche of the Endospan Loan was funded upon execution of the agreement in September 2019. The second tranche is required to be funded generally under the same terms as the first tranche, upon certification of Investigational Device Exemption (“IDE”) approval from the FDA of the Nexus Product, and the third tranche is required to be funded upon certification of enrollment of at least 50 % of the required number of patients in the primary arm of the FDA approved clinical trial for the Nexus Product, in each case subject to Endospan’s continued compliance with the Endospan Loan and certain other conditions. If a termination fee becomes payable by Endospan under the Endospan Distribution Agreement, it will be added to the amount payable to CryoLife under the Endospan Loan. The Endospan Loan is secured by substantially all of Endospan’s assets. Such security interest is a first priority security interest, except as to a pre-existing security interest granted to a third party over certain of these assets. The Endospan Loan bears interest at a rate of 5 % per annum and is subject to acceleration upon an event of default. Interest on the Endospan Loan is payable upon the closing of the acquisition contemplated in the Endospan Option Agreement, and the principal amount and any additional interest or other obligations are payable upon the first anniversary of the closing of such acquisition. The amounts advanced under the Endospan Loan could be forgiven if Endospan is not in default of the Endospan Loan and certain events as defined in the Endospan agreements have occurred. Variable Interest Entity We consolidate the results of a variable interest entity ("VIE") when it is determined that we are the primary beneficiary. Our payments to Endospan in September 2019 totaled $ 15.0 million which included a $ 9.0 million distribution fee, a $ 1.0 million securities purchase option, and $ 5.0 million for the first tranche of the Endospan Loan. Based on our evaluation of Endospan and the related agreements with Endospan, we determined that Endospan is a VIE. We evaluated whether we are the primary beneficiary of the Endospan VIE by considering whether we have (1) the power to direct those activities of the VIE that most significantly impact the entity’s economic performance and (2) the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. In evaluating whether we have the power to direct those activities of a VIE that most significantly impact its economic performance, we considered the purpose for which the VIE was created, the importance of each of the activities in which the VIE is engaged, and our decision-making role, if any, in those activities that significantly determine the VIE’s economic performance, as compared to the role of other economic interest holders. In determining whether we have the right to receive benefits or the obligation to absorb losses that could potentially be significant to the VIE, we considered our economic interests in Endospan, regardless of form. This evaluation considered the relevant factors of Endospan’s design, including: Endospan’s capital structure, contractual rights to earnings (losses), and subordination of our interests relative to those of other investors, contingent payments, as well as other contractual arrangements that have the potential to be economically significant. Although the arrangement with Endospan resulted in our holding a variable interest, it did not empower us to direct those activities of Endospan that most significantly impact the VIE economic performance. Therefore, we are not the primary beneficiary, and we have not consolidated Endospan into our financial results. Our payments to date, including any loans and guarantees and other subordinated financial support related to this VIE, totaled $ 15.0 million as of September 30, 2019, representing our maximum exposure to loss and was not individually significant to our consolidated financial statements. Valuation The agreements with Endospan were entered into concurrently and had certain terms that are interrelated. In our evaluation of the initial relative fair value of each of the Endospan agreements to determine the amount to record, we utilized discounted cash flows to estimate the fair market value for the Endospan Loan and for the Endospan Distribution Agreement. We estimated the fair value of the Endospan Option Agreement utilizing the Monte Carlo simulation. Inputs in our valuation of the Endospan agreements included cash payments and anticipated payments based on the executed agreements with Endospan, projected discounted cash flows in connection with the Endospan transaction, our expected internal rate of return and discount rates, and our assessed probability and timing of receipt of certification that certain approvals and milestones in obtaining FDA approval. Based on the fair value of the Endospan Loan and the relative fair values of the Endospan Distribution Agreement and Endospan Option Agreement, we recorded the Endospan Loan value of $ 358,000 and the Endospan Option Agreement of $ 4.8 million in “Other long-term assets” and the Endospan Distribution Agreement of $ 9.8 million in “Other intangibles, net” in the Summary Consolidated Balance Sheets as of September 30, 2019. We have elected the fair value option for recording the Endospan Loan. We will assess the fair value of the Endospan Loan based on quantitative and qualitative characteristics, and we will adjust the amount recorded to its current fair market value at each reporting period. As of the transaction date, the initial relative fair value calculations to determine the amounts to be recorded for the Endospan Distribution Agreement and the Endospan Option Agreement represent non-recurring Level 3 fair value calculations. The Endospan Distribution Agreement will be amortized over five years , which is the expected timeframe to achieve FDA approval. The Endospan Option Agreement will remain at the recorded value and will be periodically assessed for impairment based on qualitative and quantitative factors. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Financial Instruments [Abstract] | |
Financial Instruments | 3. Financial Instruments The following is a summary of our financial instruments measured at fair value on a recurring basis (in thousands): September 30, 2019 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 1,466 $ -- $ -- $ 1,466 Restricted securities: Money market funds 492 -- -- 492 Endospan Loan -- -- 358 358 Total assets $ 1,958 $ -- $ 358 $ 2,316 December 31, 2018 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 1,445 $ -- $ -- $ 1,445 Restricted securities: Money market funds 747 -- -- 747 Total assets $ 2,192 $ -- $ -- $ 2,192 We used prices quoted from our investment advisors to determine the Level 1 valuation of our investments in money market funds . We recorded the Endospan Loan, classified as Level 3, as a result of an agreement with Endospan in September 2019. See Note 2 for further discussion of the Endospan Loan. Changes in fair value of Level 3 assets are listed in the table below (in thousands): Endospan Loan Balance as of December 31, 2018 $ -- Initial value of Endospan Loan 358 Change in valuation of Endospan Loan -- Balance as of September 30, 2019 $ 358 |
Cash Equivalents And Restricted
Cash Equivalents And Restricted Securities | 9 Months Ended |
Sep. 30, 2019 | |
Cash Equivalents And Restricted Securities [Abstract] | |
Cash Equivalents And Restricted Securities | 4. Cash Equivalents and Restricted Securities The following is a summary of cash equivalents and restricted securities (in thousands): Unrealized Estimated Holding Market September 30, 2019 Cost Basis Gains Value Cash equivalents: Money market funds $ 1,466 $ -- $ 1,466 Restricted securities: Money market funds 492 -- 492 Unrealized Estimated Holding Market December 31, 2018 Cost Basis Gains Value Cash equivalents: Money market funds $ 1,445 $ -- $ 1,445 Restricted securities: Money market funds 747 -- 747 As of September 30, 2019 and December 31, 2018 all of our money market funds were designated as short-term restricted securities due to a contractual commitment to hold the securities as pledged collateral relating primarily to international tax obligations. There were no gross realized gains or losses on cash equivalents and restricted securities in the three and nine months ended September 30, 2019 and 2018. As of September 30, 2019 $ 492,000 of our restricted securities had a maturity date within three months . As of December 31, 2018 $ 512,000 of our restricted securities had a maturity date within three months and $ 235,000 had a maturity date between three months and one year . |
Inventories And Deferred Preser
Inventories And Deferred Preservation Costs | 9 Months Ended |
Sep. 30, 2019 | |
Inventories And Deferred Preservation Costs [Abstract] | |
Inventories And Deferred Preservation Costs | 5. Inventories and Deferred Preservation Costs Inventories at September 30, 2019 and December 31, 2018 were comprised of the following (in thousands): September 30, December 31, 2019 2018 Raw materials and supplies $ 19,584 $ 17,381 Work-in-process 5,183 3,858 Finished goods 23,636 24,239 Total inventories $ 48,403 $ 45,478 Deferred preservation costs at September 30, 2019 and December 31, 2018 were comprised of the following (in thousands): September 30, December 31, 2019 2018 Cardiac tissues $ 15,512 $ 15,972 Vascular tissues 16,840 17,202 Total deferred preservation costs $ 32,352 $ 33,174 We maintain consignment inventory of our On-X heart valves at domestic hospital locations and On-X heart valves and JOTEC products at international hospital locations to facilitate usage. We retain title and control over this consignment inventory until the device is implanted, at which time we invoice the hospital and recognize revenue. As of September 30, 2019 we had $ 11.8 million in consignment inventory, with approximately 52 % in domestic locations and 48 % in international locations. As of December 31, 2018 we had $ 11.2 million in consignment inventory, with approximately 55 % in domestic locations and 45 % in international locations. |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | 6. Goodwill and Other Intangible Assets Indefinite Lived Intangible Assets As of September 30, 2019 and December 31, 2018 the carrying values of our indefinite lived intangible assets were as follows (in thousands): September 30, December 31, 2019 2018 Goodwill $ 183,368 $ 188,781 In-process R&D 8,922 9,382 Procurement contracts and agreements 2,013 2,013 Trademarks 844 844 We monitor the phases of development of our acquired in-process R&D projects, including the risks associated with further development and the amount and timing of benefits expected to be derived from the completed projects. Incremental costs associated with development are charged to expense as incurred. Capitalized costs are amortized over the estimated useful life of the developed asset once completed. Our in-process R&D projects are reviewed for impairment annually, or more frequently, if events or changes in circumstances indicate that the asset might be impaired. Based on our experience with similar agreements, we believe that our acquired procurement contracts and agreements have indefinite useful lives, as we expect to continue to renew these contracts for the foreseeable future. We believe that our trademarks have indefinite useful lives as we currently anticipate that our trademarks will contribute to our cash flows indefinitely. As of September 30, 2019 and December 31, 2018 our entire goodwill balance was related to our Medical Devices segment. Medical Devices Segment Balance as of December 31, 2018 $ 188,781 Revaluation of goodwill denominated in foreign currency ( 5,413 ) Balance as of September 30, 2019 $ 183,368 Definite Lived Intangible Assets As of September 30, 2019 and December 31, 2018 the gross carrying values, accumulated amortization, and approximate amortization period of our definite lived intangible assets were as follows (in thousands): Gross Carrying Accumulated Amortization September 30, 2019 Value Amortization Period Acquired technology $ 130,270 $ 22,407 11 – 22 Years Customer lists and relationships 31,070 6,196 13 – 22 Years Distribution and manufacturing rights and know-how 13,757 2,429 5 – 15 Years Patents 3,714 3,080 17 Years Other 1,672 481 3 – 5 Years Gross Carrying Accumulated Amortization December 31, 2018 Value Amortization Period Acquired technology $ 134,999 $ 16,815 11 – 22 Years Customer lists and relationships 31,169 5,068 13 – 22 Years Distribution and manufacturing rights and know-how 4,059 2,107 11 – 15 Years Patents 3,656 2,970 17 Years Other 1,154 235 3 – 5 Years Amortization Expense The following is a summary of amortization expense as recorded in general, administrative, and marketing expenses on our Summary Consolidated Statement of Operations and Comprehensive (Loss) Income (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Amortization expense $ 2,660 $ 2,707 $ 7,796 $ 8,195 As of September 30, 2019 scheduled amortization of intangible assets for the next five years is as follows (in thousands): Remainder of 2019 2020 2021 2022 2023 2024 Total Amortization expense $ 3,029 $ 11,773 $ 11,750 $ 11,205 $ 10,797 $ 10,569 $ 59,123 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Taxes [Abstract] | |
Income Taxes | 7. Income Taxes Income Tax Expense Our effective income tax rate was a benefit of 87 % and 2,375 % for the three and nine months ended September 30, 2019, respectively, as compared to an expense of 26 % and a benefit of 58 % for the three and nine months ended September 30, 2018, respectively. The change in the tax rate for the three and nine months ended September 30, 2019 is primarily due to a change in pre-tax book income for the three and nine months ended September 30, 2019, as compared to the three and nine months ended September 30, 2018. The income tax rate for the three and nine months ended September 30, 2019 was impacted by excess tax benefit deductions related to stock compensation, which increased income tax benefits by approximately $ 2,000 and $ 2.0 million, respectively, as well as the recognition of a benefit of approximately $ 900,000 related to the expiration of certain federal tax statutes of limitation. These factors were partially offset by unfavorable impacts of non-deductible operating expenses and executive compensation expenses. The income tax rate for the three and nine months ended September 30, 2018 was impacted by excess tax benefit deductions related to stock compensation, which increased year-to-date income tax benefits by approximately $ 1.4 million, and losses in high rate jurisdictions. These factors were partially offset by impacts of non-deductible operating expenses and executive compensation expenses. Deferred Income Taxes We generate deferred tax assets primarily as a result of write-downs of inventory and deferred preservation costs, accruals for product and tissue processing liability claims, investment and asset impairments, and operating losses. We acquired significant deferred tax assets, primarily net operating loss carryforwards, from our acquisitions of JOTEC and its subsidiaries in 2017, On-X in 2016, Hemosphere, Inc. in 2012, and Cardiogenesis Corporation in 2011. We believe utilization of these net operating losses will not have a material impact on income taxes for the 2019 tax year. As of September 30, 2019 we maintained a total of $ 4.2 million in valuation allowances against deferred tax assets, primarily related to state net operating loss carryforwards, and had a net deferred tax liability of $ 20.8 million. As of December 31, 2018 we had a total of $ 3.4 million in valuation allowances against deferred tax assets, primarily related to state net operating loss carryforwards, and a net deferred tax liability of $ 23.2 million. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases | 8. Leases In February 2016 the FASB amended its ASC and created a new Topic 842, Leases. The final guidance requires lessees to recognize a right-of-use asset and a lease liability for all long-term leases at the commencement date and recognize expenses on their statements of income similar to the former Topic 840, Leases. It is effective for fiscal years and interim periods beginning after December 15, 2018 and early adoption was permitted. We adopted ASC 842, Leases effective January 1, 2019 using the modified retrospective approach, which allows application of the standard at the adoption date rather than at the beginning of the earliest comparative period presented. Therefore, no changes have been made to the 2018 financial statements. The adoption of this standard resulted in the recognition of operating lease liability with a net present value of $ 22.7 million, and corresponding right-of-use assets obtained in the same amount, at January 1, 2019. The leases were recognized with a weighted average discount rate of 5.5 % and a weighted average remaining lease term of six years . In addition, deferred rent obligations of approximately $ 2.4 million recognized under prior lease rules were offset against the corresponding right-of-use asset and will be reflected in amortization over the remaining life of the lease. Our leases had remaining lease terms of one year up to 11 years, some of which had options to extend the leases for up to 29 years and one lease contained a termination option with a two year notice requirement. The adoption of the new leasing standard had no significant impact on covenants or other provisions of our current term and revolver loan facility agreements. We exercised judgment in the adoption of the new leasing standard, including the determination of whether a financial arrangement includes a lease and in determining the appropriate discount rates to be applied to leases based on our general collateralized credit standing and the geographical market considerations impacting lease rates across all locations. When available, we used the implicit discount rate in the lease contract to discount lease payments to present value. If an implicit discount rate was not available in the lease contract, we used our incremental borrowing rate. We elected the package of practical expedients permitted under the transition guidance of the new leasing standard which includes a provision that allows us to carry forward the historical lease classification of identified leasing arrangements and not reassess (i) classification for any existing leases, (ii) whether any expired or existing agreements are or contain a lease, or (iii) whether any initial direct costs qualified for capitalization. We have also elected the practical expedients that allow us to omit leases with initial terms of 12 months or less from our balance sheet, which are expensed on a straight-line basis over the life of the lease. We have elected not to separate lease and non-lease components for future leases. Our operating and finance lease liabilities result from the lease of land and buildings that comprise our corporate headquarters, various manufacturing facilities and related space, leases on company vehicles, and leases on a variety of office and other equipment. Our leases do not include terms or conditions which would result in variable lease payments other than for small office equipment leases with an additional charge for volume of usage. These incremental payments are excluded from our calculation of lease liability and the related right-of-use asset. We do not include option terms in the determination of lease liabilities and the related right-of-use assets until we determine the exercise of the option is reasonably certain. Our leases do not contain residual value guarantee provisions or other restrictions or financial covenant provisions. On March 8, 2019 we executed a modification to extend the lease of our On-X manufacturing facilities. This modification resulted in an increase in the net present value and corresponding right-of-use asset of $ 3.7 million, using a discount rate of 5.83 %. We have not executed any material lease arrangements which have not commenced. We do not have any related party leasing arrangements. We sublease, on an operating lease basis, two unused office space facilities near our corporate office. Total annual rental income for these facilities is approximately $ 910,000 . Supplemental consolidated balance sheet information related to leases was as follows (in thousands, except lease term and discount rate): Operating leases: September 30, 2019 Operating lease right-of-use assets $ 25,576 Accumulated amortization ( 3,735 ) Operating lease right-of-use assets, net $ 21,841 Current maturities of operating leases $ 5,270 Non-current maturities of operating lease 18,046 Total operating lease liabilities $ 23,316 Finance leases: Property and equipment, at cost $ 6,750 Accumulated amortization ( 1,079 ) Property and equipment, net $ 5,671 Current maturities of finance leases $ 636 Non-current maturities of finance leases 5,144 Total finance lease liabilities $ 5,780 Weighted average remaining lease term (in years): Operating leases 5.7 Finance leases 11 Weighted average discount rate: Operating leases 5.4 % Finance leases 2.0 % Current maturities of finance leases are included as a component of Accrued Expenses and Other and non-current maturities of finance leases are included as a component of Other Long-Term Liabilities on our Summary Consolidated Balance Sheets. A summary of lease expenses for our finance and operating leases included in General, Administrative, and Marketing Expenses on our Summary Consolidated Statements of Operations and Comprehensive (Loss) Income are as follows (in thousands): Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Amortization of property and equipment $ 188 $ 608 Interest expense on finance leases 30 93 Total finance lease expense 218 701 Operating lease expense 1,717 4,870 Sublease income ( 227 ) ( 679 ) Total lease expense $ 1,708 $ 4,892 A summary of our supplemental cash flow information is as follows (in thousands): Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: September 30, 2019 Operating cash flows for finance leases $ 91 Operating cash flows for operating leases 5,004 Financing cash flows for finance leases 561 Future minimum lease payments and sublease rental income are as follows (in thousands): Finance Operating Sublease Leases Leases Income Remainder of 2019 $ 256 $ 1,347 $ 227 2020 554 6,632 921 2021 609 5,908 930 2022 557 3,459 316 2023 557 2,300 -- Thereafter 3,900 7,228 -- Total minimum lease payments $ 6,433 $ 26,874 $ 2,394 Less amount representing interest ( 653 ) ( 3,558 ) Present value of net minimum lease payments 5,780 23,316 Less current maturities ( 636 ) ( 5,270 ) Lease liabilities, less current maturities $ 5,144 $ 18,046 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt [Abstract] | |
Debt | 9. Debt Credit Agreement On December 1, 2017 we entered into a credit and guaranty agreement for a new $ 255.0 million senior secured credit facility, consisting of a $ 225.0 million secured term loan facility (the “Term Loan Facility”) and a $ 30.0 million secured revolving credit facility (“the Revolving Credit Facility” and, together with the Term Loan Facility, the “Credit Agreement”). We and each of our existing domestic subsidiaries (subject to certain exceptions and exclusions) guarantee the obligations under the Credit Agreement (the “Guarantors”). The Credit Agreement is secured by a security interest in substantially all existing and after-acquired real and personal property (subject to certain exceptions and exclusions) of us and the Guarantors. On December 1, 2017 we borrowed the entire $ 225.0 million Term Loan Facility. The proceeds of the Term Loan Facility were used along with cash on hand and shares of CryoLife common stock to (i) fund the acquisition of JOTEC and its subsidiaries (the “JOTEC Acquisition”), (ii) pay certain fees and expenses related to the JOTEC Acquisition and the Credit Agreement, and (iii) pay the outstanding balance of our prior credit facility. The Revolving Credit Facility is undrawn following the JOTEC Acquisition and may be used for working capital, capital expenditures, acquisitions permitted under the Credit Agreement, and other general corporate purposes pursuant to the terms of the Credit Agreement. The loan under the Term Loan Facility is repayable on a quarterly basis according to the amortization provisions set forth in the Credit Agreement. We have the right to repay the loan under the Credit Agreement in whole or in part at any time. Amounts repaid in respect of the loan under the Term Loan Facility may not be reborrowed. Amounts repaid in respect of the loan under the Revolving Credit Facility may be reborrowed. All outstanding principal and interest in respect of (i) the Term Loan Facility must be repaid on or before December 1, 2024 and (ii) the Revolving Credit Facility must be repaid on or before December 1, 2022 . In October 2018 we finalized an amendment to the Credit Agreement to reprice interest rates, resulting in a reduction in the interest rate margins over base rates on the Term Loan Facility. The loan under the Term Loan Facility bears interest, at our option, at a floating annual rate equal to either the base rate, plus a margin of 2.25 %, or LIBOR, plus a margin of 3.25 %. Prior to the repricing, the optional floating annual rate was equal to either the base rate plus a margin of 3.00 %, or LIBOR, plus a margin of 4.00 %. The loan under the Revolving Credit Facility bears interest, at our option, at a floating annual rate equal to either the base rate, plus a margin of between 3.00 % and 3.25 %, depending on our consolidated leverage ratio, or LIBOR, plus a margin of between 4.00 % and 4.25 %, depending on our consolidated leverage ratio. While a payment or bankruptcy event of default exists, we are obligated to pay a per annum default rate of interest of 2.00 % in excess of the interest rate otherwise payable with respect to the overdue principal amount of any loans outstanding and overdue interest payments and other overdue fees and amounts. As of September 30, 2019 the aggregate interest rate was 5.35 % per annum. We are obligated to pay an unused commitment fee equal to 0.50 % of the unutilized portion of the revolving loans. In addition, we are also obligated to pay other customary fees for a credit facility of this size and type. The Credit Agreement contains certain customary affirmative and negative covenants, including covenants that limit our ability and the ability of our subsidiaries to, among other things, grant liens, incur debt, dispose of assets, make loans and investments, make acquisitions, make certain restricted payments, merge or consolidate, change their business or accounting or reporting practices, in each case subject to customary exceptions for a credit facility of this size and type. In addition, with respect to the Revolving Credit Facility, when the principal amount of loans outstanding thereunder is in excess of 25 % of the Revolving Credit Facility, the Credit Agreement requires us to comply with a specified maximum first lien net leverage ratio. The Credit Agreement prohibits the payment of certain restricted payments, including cash dividends. The Credit Agreement includes certain customary events of default that include, among other things, non-payment of principal, interest, or fees; inaccuracy of representations and warranties; breach of covenants; cross-default to certain material indebtedness; bankruptcy and insolvency; and change of control. Upon the occurrence and during the continuance of an event of default, the lenders may declare all outstanding principal and accrued but unpaid interest under the Credit Agreement immediately due and payable and may exercise the other rights and remedies provided under the Credit Agreement and related loan documents. As of September 30, 2019 and December 31, 2018 there were no outstanding balances on our Revolving Credit Facility and the remaining availability was $ 30.0 million. Government Supported Bank Debt In June 2015 JOTEC obtained two loans from Sparkasse Zollernalb, which are government sponsored by the Kreditanstalt für Wiederaufbau Bank (“KFW”). Both KFW loans have a term of nine years and the interest rates are 2.45 % and 1.40 %. Loan Balances The short-term and long-term balances of our term loan and other borrowings were as follows (in thousands): September 30, December 31, 2019 2018 Term loan balance $ 221,063 $ 222,750 2.45% Sparkasse Zollernalb (KFW Loan 1) 1,089 1,318 1.40% Sparkasse Zollernalb (KFW Loan 2) 1,633 1,885 Total loan balance 223,785 225,953 Less unamortized loan origination costs ( 7,848 ) ( 9,072 ) Net borrowings 215,937 216,881 Less short-term loan balance ( 1,144 ) ( 1,160 ) Long-term loan balance $ 214,793 $ 215,721 Interest Expense Interest expense was $ 3.6 million and $ 11.3 million for the three and nine months ended September 30, 2019, respectively, as compared to $ 4.1 million and $ 11.9 million for the three and nine months ended September 30, 2018, respectively. Interest expense includes interest on debt and uncertain tax positions in both periods. |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | 10. Commitments and Contingencies Liability Claims Our estimated unreported loss liability was $ 1.9 million and $ 1.7 million as of September 30, 2019 and December 31, 2018, respectively. As of September 30, 2019 and December 31, 2018, the related recoverable insurance amounts were $ 943,000 and $ 693,000 , respectively. We accrue our estimate of unreported product and tissue processing liability claims as a component of other long - term liabilities and record the related recoverable insurance amount as a component of other long - term assets, as appropriate. Further analysis indicated that the estimated liability as of September 30, 2019 could have been as high as $ 3.8 million, after including a reasonable margin for statistical fluctuations calculated based on actuarial simulation techniques. Employment Agreements The employment agreement of our Chairman, President, and Chief Executive Officer (“CEO”), Mr. J. Patrick Mackin, provides for a severance payment, which would become payable upon the occurrence of certain employment termination events, including termination by us without cause. PerClot Technology On September 28, 2010 we entered into a worldwide distribution agreement (the “Distribution Agreement”) and a license and manufacturing agreement (the “License Agreement”) with Starch Medical, Inc. (“SMI”), for PerClot ® , a polysaccharide hemostatic agent used in surgery. The Distribution Agreement has a term of 15 years but can be terminated for any reason before the expiration date by us by providing 180 days’ notice. The Distribution Agreement also contains minimum purchase requirements that expire upon the termination of the Distribution Agreement or following U.S. regulatory approval for PerClot. Separate and apart from the terms of the Distribution Agreement, pursuant to the License Agreement, as amended by a September 2, 2011 technology transfer agreement, we can manufacture and sell PerClot, assuming appropriate regulatory approvals, in the U.S. and certain other jurisdictions and may be required to pay royalties to SMI at certain rates on net revenues of products. We may make contingent payments to SMI of up to $ 1.0 million if certain U.S. regulatory and certain commercial milestones are achieved. We are conducting our pivotal clinical trial to gain approval to commercialize PerClot for surgical indications in the U.S. Enrollment was completed in January 2019. We anticipate Premarket Approval (“PMA”) submission to the FDA in early 2020. As of September 30, 2019 we had $ 1.5 million in prepaid royalties, $ 2.1 million in intangible assets, net, and $ 1.2 million in property and equipment, net on our Summary Consolidated Balance Sheets related to the PerClot product line. If we do not ultimately pursue or receive FDA approval to commercialize PerClot in the U.S., these assets could be materially impaired in future periods. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2019 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 11. Revenue Recognition Sources of Revenue We have identified the following revenues disaggregated by revenue source: Domestic Hospitals – direct sales of products and preservation services. International Hospitals – direct sales of products and preservation services. International Distributors – generally these contracts specify a geographic area that the distributor will service, terms and conditions of the relationship, and purchase targets for the next calendar year. CardioGenesis Cardiac Laser Console Trials and Sales – CardioGenesis cardiac trialed laser consoles are delivered under separate agreements. For the three and nine months ended September 30, 2019 and 2018 the sources of revenue were as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (Unaudited) (Unaudited) Domestic hospitals $ 36,627 $ 34,924 $ 108,582 $ 103,606 International hospitals 20,246 19,001 63,204 56,440 International distributors 9,654 9,083 29,773 30,482 CardioGenesis cardiac laser therapy 1,354 1,590 4,966 4,514 Total sources of revenue $ 67,881 $ 64,598 $ 206,525 $ 195,042 Also see segment disaggregation information in Note 14 below. Contract Balances We may generate contract assets during the pre-delivery design and manufacturing stage of E-xtra DESIGN ENGINEERING product order fulfillment. We assess the balance related to any arrangements in process and determine if the enforceable right to payment creates a material contract asset requiring disclosure. No material arrangements in process existed as of September 30, 2019 and 2018. We also incur contract obligations on general customer purchase orders that have been accepted but unfulfilled. Due to the short duration of time between order acceptance and delivery of the related product or service, we have determined that the balance related to these contract obligations is generally immaterial at any point in time. We monitor the value of orders accepted but unfulfilled at the close of each reporting period to determine if disclosure is appropriate. The value of orders accepted but unfulfilled as of September 30, 2019 and 2018 was not material. |
Stock Compensation
Stock Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Stock Compensation [Abstract] | |
Stock Compensation | 12. Stock Compensation Overview We have stock option and stock incentive plans for employees and non-employee Directors that provide for grants of restricted stock awards (“RSAs”), restricted stock units (“RSUs”), performance stock units (“PSUs”), and options to purchase shares of our common stock at exercise prices generally equal to the fair value of such stock at the dates of grant. We also maintain a shareholder-approved Employee Stock Purchase Plan (the “ESPP”) for the benefit of our employees. The ESPP allows eligible employees to purchase common stock on a regular basis at the lower of 85 % of the market price at the beginning or end of each offering period. Equity Grants During the nine months ended September 30, 2019 the Compensation Committee of our Board of Directors (the “Committee”) authorized awards from approved stock incentive plans of RSUs to certain employees, RSAs to non-employee Directors, and RSAs and PSUs to certain Company officers, which, assuming that performance under the PSUs were to be achieved at target levels, together totaled 503,000 shares and had an aggregate grant date market value of $ 14.9 million. Two types of PSUs have been granted in 2019, one with a short-term performance component and the other with a long-term performance component. If performance thresholds are met, the short-term PSUs granted in 2019 represent the right to receive up to 150 % of the target number of shares of common stock. The performance component of the short-term PSU awards granted in 2019 is based on attaining specified levels of adjusted earnings before interest, taxes, depreciation, and amortization, (“EBITDA”), as defined in the PSU grant documents, for the 2019 calendar year. If performance thresholds are met, the long-term PSUs granted in 2019 represent the right to receive up to 288 % of the target number of shares of common stock. The performance component of the long-term PSU awards granted in 2019 is based on attaining specified levels of adjusted revenue growth and gross margin, as defined in the PSU grant document, for the years 2019 through 2023. We currently believe that achievement of the performance component for both types of PSUs is probable, and we reevaluate this likelihood on a quarterly basis. During the nine months ended September 30, 2018 the Committee authorized awards from approved stock incentive plans of RSUs to certain employees, RSAs to non-employee Directors, and RSAs and PSUs to certain Company officers, which, including PSUs at target levels, together totaled 317,000 shares of common stock and had an aggregate grant date market value of $ 7.1 million. The PSUs granted in 2018 represented the right to receive up to 150 % of the target number of shares of common stock based on meeting performance thresholds. The performance component of PSU awards granted in 2018 was based on attaining specified levels of adjusted EBITDA, as defined in the PSU grant documents, for the 2018 calendar year. The PSUs granted in 2018 earned 80 % of the target number of shares. The Committee authorized, from approved stock incentive plans, grants of stock options to purchase a total of 169,000 and 219,000 shares to certain Company officers during the nine months ended September 30, 2019 and 2018, respectively. The exercise prices of the options were equal to the closing stock prices on their respective grant dates. Employees purchased common stock totaling 61,000 shares and 82,000 shares in the nine months ended September 30, 2019 and 2018, respectively, through the ESPP. There were no purchases of shares through the ESPP during the three months ended September 30, 2019 and 2018. Stock Compensation Expense The following weighted - average assumptions were used to determine the fair value of options and shares purchased under the ESPP: Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Stock Options ESPP Stock Options ESPP Expected life N/A 0.5 Years 5.0 Years 0.5 Years Expected stock price volatility N/A 0.39 0.40 0.39 Risk-free interest rate N/A 2.10 % 2.54 % 2.56 % The following table summarizes total stock compensation expenses prior to the capitalization of amounts into deferred preservation and inventory costs (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 RSA, RSU, and PSU expense $ 2,133 $ 1,281 $ 5,579 $ 3,750 Stock option and ESPP expense 487 412 1,460 1,301 Total stock compensation expense $ 2,620 $ 1,693 $ 7,039 $ 5,051 Included in the total stock compensation expense, as applicable in each period, were expenses related to RSAs, RSUs, PSUs, and stock options issued in each respective year, as well as those issued in prior periods that continue to vest during the period, and compensation related to the ESPP. These amounts were recorded as stock compensation expense and were subject to our normal allocation of expenses to inventory costs and deferred preservation costs. We capitalized $ 158,000 and $ 458,000 in the three and nine months ended September 30, 2019, respectively, and $ 125,000 and $ 363,000 in the three and nine months ended September 30, 2018, respectively, of the stock compensation expense into our inventory costs and deferred preservation costs. As of September 30, 2019 we had total unrecognized compensation costs of $ 14.3 million related to RSAs, RSUs, and PSUs and $ 2.4 million related to unvested stock options. As of September 30, 2019 this expense is expected to be recognized over a weighted-average period of 2.6 years for PSUs, 1.7 years for stock options, 1.7 years for RSUs, and 1.3 years for RSAs. |
(Loss) Income Per Common Share
(Loss) Income Per Common Share | 9 Months Ended |
Sep. 30, 2019 | |
(Loss) Income Per Common Share [Abstract] | |
(Loss) Income Per Common Share | 13. (Loss) Income Per Common Share The following table sets forth the computation of basic and diluted (loss) income per common share (in thousands, except per share data): Three Months Ended Nine Months Ended September 30, September 30, Basic (loss) income per common share 2019 2018 2019 2018 Net (loss) income $ ( 134 ) $ 1,565 $ 2,401 $ ( 2,064 ) Net loss (income) allocated to participating securities 1 ( 15 ) ( 17 ) 20 Net (loss) income allocated to common shareholders $ ( 133 ) $ 1,550 $ 2,384 $ ( 2,044 ) Basic weighted-average common shares outstanding 37,255 36,526 37,065 36,331 Basic (loss) income per common share $ 0.00 $ 0.04 $ 0.06 $ ( 0.06 ) Three Months Ended Nine Months Ended September 30, September 30, Diluted (loss) income per common share 2019 2018 2019 2018 Net (loss) income $ ( 134 ) $ 1,565 $ 2,401 $ ( 2,064 ) Net loss (income) allocated to participating securities 1 ( 14 ) ( 16 ) 20 Net (loss) income allocated to common shareholders $ ( 133 ) $ 1,551 $ 2,385 $ ( 2,044 ) Basic weighted-average common shares outstanding 37,255 36,526 37,065 36,331 Effect of dilutive stock options and awards -- 1,084 785 -- Diluted weighted-average common shares outstanding 37,255 37,610 37,850 36,331 Diluted (loss) income per common share $ 0.00 $ 0.04 $ 0.06 $ ( 0.06 ) We excluded stock options from the calculation of diluted weighted-average common shares outstanding if the per share value, including the sum of (i) the exercise price of the options and (ii) the amount of the compensation cost attributed to future services and not yet recognized, was greater than the average market price of the shares because the inclusion of these stock options would be antidilutive to loss per common share. For the three months ended September 30, 2019 all stock options and awards were excluded from the calculation of diluted weighted-average common shares outstanding as these would be antidilutive due to the net loss. For the nine months ended September 30, 2019 stock options to purchase a weighted-average of 123,000 shares were antidilutive and excluded from the calculation of diluted weighted-average common shares outstanding. For the three months ended September 30, 2018 none of the stock options to purchase shares were antidilutive; therefore, no shares were excluded from the calculation of diluted weighted-average common shares outstanding. For the nine months ended September 30, 2018 all stock options and awards were excluded from the calculation of diluted weighted-average common shares outstanding as these would be antidilutive due to the net loss. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information [Abstract] | |
Segment Information | 14. Segment Information We have two reportable segments organized according to our products and services: Medical Devices and Preservation Services. The Medical Devices segment includes external revenues from product sales of BioGlue, JOTEC products, On-X products, CardioGenesis cardiac laser therapy, PerClot, and PhotoFix. The Preservation Services segment includes external services revenues from the preservation of cardiac and vascular tissues. There are no intersegment revenues. The primary measure of segment performance, as viewed by our management, is segment gross margin or net external revenues less cost of products and preservation services. We do not segregate assets by segment; therefore, asset information is excluded from the segment disclosures below. The following table summarizes revenues, cost of products and preservation services, and gross margins for our operating segments (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Revenues: Medical devices $ 47,484 $ 45,152 $ 147,053 $ 138,063 Preservation services 20,397 19,446 59,472 56,979 Total revenues 67,881 64,598 206,525 195,042 Cost of products and preservation services: Medical devices 12,706 12,459 41,021 40,166 Preservation services 9,953 9,425 29,043 27,083 Total cost of products and preservation services 22,659 21,884 70,064 67,249 Gross margin: Medical devices 34,778 32,693 106,032 97,897 Preservation services 10,444 10,021 30,429 29,896 Total gross margin $ 45,222 $ 42,714 $ 136,461 $ 127,793 The following table summarizes net revenues by product and service (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Products: BioGlue $ 15,679 $ 15,646 $ 50,834 $ 48,685 JOTEC 15,774 15,004 48,936 46,669 On-X 12,610 11,298 36,751 33,495 CardioGenesis cardiac laser therapy 1,354 1,590 4,966 4,514 PerClot 980 882 2,814 2,822 PhotoFix 1,087 732 2,752 1,878 Total products 47,484 45,152 147,053 138,063 Preservation services: Cardiac tissue 11,304 9,502 30,734 26,660 Vascular tissue 9,093 9,944 28,738 30,319 Total preservation services 20,397 19,446 59,472 56,979 Total revenues $ 67,881 $ 64,598 $ 206,525 $ 195,042 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Financial Instruments [Abstract] | |
Summary Of Financial Instruments Measured At Fair Value | September 30, 2019 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 1,466 $ -- $ -- $ 1,466 Restricted securities: Money market funds 492 -- -- 492 Endospan Loan -- -- 358 358 Total assets $ 1,958 $ -- $ 358 $ 2,316 December 31, 2018 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 1,445 $ -- $ -- $ 1,445 Restricted securities: Money market funds 747 -- -- 747 Total assets $ 2,192 $ -- $ -- $ 2,192 |
Reconciliation Of Changes In Fair Value Of Level 3 Liabilities | Endospan Loan Balance as of December 31, 2018 $ -- Initial value of Endospan Loan 358 Change in valuation of Endospan Loan -- Balance as of September 30, 2019 $ 358 |
Cash Equivalents And Restrict_2
Cash Equivalents And Restricted Cash And Securities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Cash Equivalents And Restricted Securities [Abstract] | |
Summary Of Cash Equivalents And Restricted Securities | Unrealized Estimated Holding Market September 30, 2019 Cost Basis Gains Value Cash equivalents: Money market funds $ 1,466 $ -- $ 1,466 Restricted securities: Money market funds 492 -- 492 Unrealized Estimated Holding Market December 31, 2018 Cost Basis Gains Value Cash equivalents: Money market funds $ 1,445 $ -- $ 1,445 Restricted securities: Money market funds 747 -- 747 |
Inventories And Deferred Pres_2
Inventories And Deferred Preservation Costs (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventories And Deferred Preservation Costs [Abstract] | |
Schedule Of Inventories | September 30, December 31, 2019 2018 Raw materials and supplies $ 19,584 $ 17,381 Work-in-process 5,183 3,858 Finished goods 23,636 24,239 Total inventories $ 48,403 $ 45,478 |
Schedule Of Deferred Preservation Costs | September 30, December 31, 2019 2018 Cardiac tissues $ 15,512 $ 15,972 Vascular tissues 16,840 17,202 Total deferred preservation costs $ 32,352 $ 33,174 |
Goodwill And Other Intangible_2
Goodwill And Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill And Other Intangible Assets [Abstract] | |
Schedule Of Carrying Values Of Indefinite Lived Intangible Assets | September 30, December 31, 2019 2018 Goodwill $ 183,368 $ 188,781 In-process R&D 8,922 9,382 Procurement contracts and agreements 2,013 2,013 Trademarks 844 844 |
Schedule Of Goodwill By Reportable Segment | Medical Devices Segment Balance as of December 31, 2018 $ 188,781 Revaluation of goodwill denominated in foreign currency ( 5,413 ) Balance as of September 30, 2019 $ 183,368 |
Schedule Of Gross Carrying Values, Accumulated Amortization, And Approximate Amortization Period Of Definite Lived Intangible Assets | Gross Carrying Accumulated Amortization September 30, 2019 Value Amortization Period Acquired technology $ 130,270 $ 22,407 11 – 22 Years Customer lists and relationships 31,070 6,196 13 – 22 Years Distribution and manufacturing rights and know-how 13,757 2,429 5 – 15 Years Patents 3,714 3,080 17 Years Other 1,672 481 3 – 5 Years Gross Carrying Accumulated Amortization December 31, 2018 Value Amortization Period Acquired technology $ 134,999 $ 16,815 11 – 22 Years Customer lists and relationships 31,169 5,068 13 – 22 Years Distribution and manufacturing rights and know-how 4,059 2,107 11 – 15 Years Patents 3,656 2,970 17 Years Other 1,154 235 3 – 5 Years |
Summary Of Amortization Expense | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Amortization expense $ 2,660 $ 2,707 $ 7,796 $ 8,195 |
Scheduled Amortization Of Intangible Assets For Next Five Years | Remainder of 2019 2020 2021 2022 2023 2024 Total Amortization expense $ 3,029 $ 11,773 $ 11,750 $ 11,205 $ 10,797 $ 10,569 $ 59,123 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Schedule Of Supplemental Balance Sheet Information Related To Leases | Operating leases: September 30, 2019 Operating lease right-of-use assets $ 25,576 Accumulated amortization ( 3,735 ) Operating lease right-of-use assets, net $ 21,841 Current maturities of operating leases $ 5,270 Non-current maturities of operating lease 18,046 Total operating lease liabilities $ 23,316 Finance leases: Property and equipment, at cost $ 6,750 Accumulated amortization ( 1,079 ) Property and equipment, net $ 5,671 Current maturities of finance leases $ 636 Non-current maturities of finance leases 5,144 Total finance lease liabilities $ 5,780 Weighted average remaining lease term (in years): Operating leases 5.7 Finance leases 11 Weighted average discount rate: Operating leases 5.4 % Finance leases 2.0 % |
Summary Of Lease Costs | Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Amortization of property and equipment $ 188 $ 608 Interest expense on finance leases 30 93 Total finance lease expense 218 701 Operating lease expense 1,717 4,870 Sublease income ( 227 ) ( 679 ) Total lease expense $ 1,708 $ 4,892 |
Schedule Of Supplemental Cash Flow Information Related To Leases | Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: September 30, 2019 Operating cash flows for finance leases $ 91 Operating cash flows for operating leases 5,004 Financing cash flows for finance leases 561 |
Schedule Of Minimum Lease Payments For Finance, Operating, And Sublease Income Leases | Finance Operating Sublease Leases Leases Income Remainder of 2019 $ 256 $ 1,347 $ 227 2020 554 6,632 921 2021 609 5,908 930 2022 557 3,459 316 2023 557 2,300 -- Thereafter 3,900 7,228 -- Total minimum lease payments $ 6,433 $ 26,874 $ 2,394 Less amount representing interest ( 653 ) ( 3,558 ) Present value of net minimum lease payments 5,780 23,316 Less current maturities ( 636 ) ( 5,270 ) Lease liabilities, less current maturities $ 5,144 $ 18,046 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt [Abstract] | |
Schedule Of Short-Term And Long-Term Balances Of Term Loan | September 30, December 31, 2019 2018 Term loan balance $ 221,063 $ 222,750 2.45% Sparkasse Zollernalb (KFW Loan 1) 1,089 1,318 1.40% Sparkasse Zollernalb (KFW Loan 2) 1,633 1,885 Total loan balance 223,785 225,953 Less unamortized loan origination costs ( 7,848 ) ( 9,072 ) Net borrowings 215,937 216,881 Less short-term loan balance ( 1,144 ) ( 1,160 ) Long-term loan balance $ 214,793 $ 215,721 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue Recognition [Abstract] | |
Disaggregation Of Revenue | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 (Unaudited) (Unaudited) Domestic hospitals $ 36,627 $ 34,924 $ 108,582 $ 103,606 International hospitals 20,246 19,001 63,204 56,440 International distributors 9,654 9,083 29,773 30,482 CardioGenesis cardiac laser therapy 1,354 1,590 4,966 4,514 Total sources of revenue $ 67,881 $ 64,598 $ 206,525 $ 195,042 |
Stock Compensation (Tables)
Stock Compensation (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Stock Compensation [Abstract] | |
Schedule Of Weighted-Average Assumptions Used To Determine The Fair Value Of Options | Three Months Ended Nine Months Ended September 30, 2019 September 30, 2019 Stock Options ESPP Stock Options ESPP Expected life N/A 0.5 Years 5.0 Years 0.5 Years Expected stock price volatility N/A 0.39 0.40 0.39 Risk-free interest rate N/A 2.10 % 2.54 % 2.56 % |
Summary Of Total Stock Compensation Expenses | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 RSA, RSU, and PSU expense $ 2,133 $ 1,281 $ 5,579 $ 3,750 Stock option and ESPP expense 487 412 1,460 1,301 Total stock compensation expense $ 2,620 $ 1,693 $ 7,039 $ 5,051 |
(Loss) Income Per Common Share
(Loss) Income Per Common Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
(Loss) Income Per Common Share [Abstract] | |
Computation Of Basic And Diluted (Loss) Income Per Common Share | Three Months Ended Nine Months Ended September 30, September 30, Basic (loss) income per common share 2019 2018 2019 2018 Net (loss) income $ ( 134 ) $ 1,565 $ 2,401 $ ( 2,064 ) Net loss (income) allocated to participating securities 1 ( 15 ) ( 17 ) 20 Net (loss) income allocated to common shareholders $ ( 133 ) $ 1,550 $ 2,384 $ ( 2,044 ) Basic weighted-average common shares outstanding 37,255 36,526 37,065 36,331 Basic (loss) income per common share $ 0.00 $ 0.04 $ 0.06 $ ( 0.06 ) Three Months Ended Nine Months Ended September 30, September 30, Diluted (loss) income per common share 2019 2018 2019 2018 Net (loss) income $ ( 134 ) $ 1,565 $ 2,401 $ ( 2,064 ) Net loss (income) allocated to participating securities 1 ( 14 ) ( 16 ) 20 Net (loss) income allocated to common shareholders $ ( 133 ) $ 1,551 $ 2,385 $ ( 2,044 ) Basic weighted-average common shares outstanding 37,255 36,526 37,065 36,331 Effect of dilutive stock options and awards -- 1,084 785 -- Diluted weighted-average common shares outstanding 37,255 37,610 37,850 36,331 Diluted (loss) income per common share $ 0.00 $ 0.04 $ 0.06 $ ( 0.06 ) |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Information [Abstract] | |
Revenues, Cost Of Products And Services, And Gross Margins For Operating Segments | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Revenues: Medical devices $ 47,484 $ 45,152 $ 147,053 $ 138,063 Preservation services 20,397 19,446 59,472 56,979 Total revenues 67,881 64,598 206,525 195,042 Cost of products and preservation services: Medical devices 12,706 12,459 41,021 40,166 Preservation services 9,953 9,425 29,043 27,083 Total cost of products and preservation services 22,659 21,884 70,064 67,249 Gross margin: Medical devices 34,778 32,693 106,032 97,897 Preservation services 10,444 10,021 30,429 29,896 Total gross margin $ 45,222 $ 42,714 $ 136,461 $ 127,793 |
Summary Of Net Revenues By Product And Service | Three Months Ended Nine Months Ended September 30, September 30, 2019 2018 2019 2018 Products: BioGlue $ 15,679 $ 15,646 $ 50,834 $ 48,685 JOTEC 15,774 15,004 48,936 46,669 On-X 12,610 11,298 36,751 33,495 CardioGenesis cardiac laser therapy 1,354 1,590 4,966 4,514 PerClot 980 882 2,814 2,822 PhotoFix 1,087 732 2,752 1,878 Total products 47,484 45,152 147,053 138,063 Preservation services: Cardiac tissue 11,304 9,502 30,734 26,660 Vascular tissue 9,093 9,944 28,738 30,319 Total preservation services 20,397 19,446 59,472 56,979 Total revenues $ 67,881 $ 64,598 $ 206,525 $ 195,042 |
Basis Of Presentation (Narrativ
Basis Of Presentation (Narrative) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Net present value of operating lease aggrements | $ 23,316 | |
Accounting Standards Update 2016-02 [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Net present value of operating lease aggrements | $ 22,700 |
Agreement With Endopsan (Narrat
Agreement With Endopsan (Narrative) (Details) - USD ($) | Sep. 30, 2019 | Sep. 11, 2019 | Sep. 30, 2019 | Sep. 30, 2019 |
Variable Interest Entity [Line Items] | ||||
Obligated minimum purchase amount, year it starts | 2020 | |||
Endospan loan, fair value | $ 358,000 | $ 358,000 | $ 358,000 | |
Distribution agreement, amortization period | 5 years | |||
Endospan [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Securities purchase option agreement | $ 1,000,000 | 1,000,000 | ||
Securities purchase option agreement, expiration period | 90 days | |||
Per three tranches of funding | $ 5,000,000 | |||
Required percentage of number of patients before third tranche of loan funding can be acquired | 50.00% | |||
Investment in VIE | 15,000,000 | $ 15,000,000 | ||
Endospan loan, fair value | 358,000,000,000 | 358,000,000,000 | $ 358,000,000,000 | |
Securities option agreement, fair value | 4,800,000 | 4,800,000 | 4,800,000 | |
Distribution agreements, fair value | $ 9,800,000 | 9,800,000 | $ 9,800,000 | |
Endospan [Member] | Minimum [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Option to purchase outstanding securities | 350,000,000 | |||
Endospan [Member] | Maximum [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Option to purchase outstanding securities | $ 450,000,000 | |||
Secured Debt [Member] | Endospan [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Loan amount | $ 15,000,000 | |||
Interest rate on amounts borrowed | 5.00% | |||
JOTEC [Member] | Endospan [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Distribution fee | $ 9,000,000 | |||
Product duration for agreement to expire | 6 months |
Financial Instruments (Summary
Financial Instruments (Summary Of Financial Instruments Measured At Fair Value) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Endospan Loan | $ 358 | |
Total assets | 2,316 | $ 2,192 |
Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 1,466 | 1,445 |
Restricted securities | 492 | 747 |
Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets | 1,958 | 2,192 |
Level 1 [Member] | Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 1,466 | 1,445 |
Restricted securities | 492 | 747 |
Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Endospan Loan | ||
Total assets | ||
Level 2 [Member] | Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | ||
Restricted securities | ||
Level 3 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Endospan Loan | 358 | |
Total assets | 358 | |
Level 3 [Member] | Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | ||
Restricted securities |
Financial Instruments (Reconcil
Financial Instruments (Reconciliation Of Changes In Fair Value Of Level 3 Liabilities) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Financial Instruments [Abstract] | |
Beginning balance | |
Initial value of Endospan Loan | 358 |
Change in valuation of Endospan Loan | |
Ending balance | $ 358 |
Cash Equivalents And Restrict_3
Cash Equivalents And Restricted Securities (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities | $ 492,000 | $ 492,000 | $ 747,000 | ||
Gross realized gains or losses on cash equivalents | 0 | $ 0 | 0 | $ 0 | |
Maturity Date Within Three Months [Member] | Money Market Funds [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities | $ 492,000 | $ 492,000 | 512,000 | ||
Maturity Date Between Three Months And One Year [Member] | Money Market Funds [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities | $ 235,000 | ||||
Minimum [Member] | Maturity Date Between Three Months And One Year [Member] | Money Market Funds [Member] | Measurement Input, Expected Term [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities maturity period | 3 months | ||||
Maximum [Member] | Maturity Date Within Three Months [Member] | Money Market Funds [Member] | Measurement Input, Expected Term [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities maturity period | 3 months | 3 months | |||
Maximum [Member] | Maturity Date Between Three Months And One Year [Member] | Money Market Funds [Member] | Measurement Input, Expected Term [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities maturity period | 1 year |
Cash Equivalents And Restrict_4
Cash Equivalents And Restricted Securities (Summary Of Cash Equivalents And Restricted Securities) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Cash and Cash Equivalents [Line Items] | ||||
Cash Equivalents, Cost Basis | $ 37,177 | $ 42,236 | $ 35,311 | $ 40,753 |
Restricted Securities, Cost Basis | 492 | 747 | ||
Money Market Funds [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash Equivalents, Cost Basis | 1,466 | 1,445 | ||
Restricted Securities, Cost Basis | 492 | 747 | ||
Unrealized Holding Gains | ||||
Cash Equivalents, Estimated Market Value | 1,466 | 1,445 | ||
Restricted Securities, Estimated Market Value | $ 492 | $ 747 |
Inventories And Deferred Pres_3
Inventories And Deferred Preservation Costs (Narrative) (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory [Line Items] | ||
Consignment inventory | $ 11.8 | $ 11.2 |
Domestic [Member] | ||
Inventory [Line Items] | ||
Consignment inventory percentage | 52.00% | 55.00% |
Foreign [Member] | ||
Inventory [Line Items] | ||
Consignment inventory percentage | 48.00% | 45.00% |
Inventories And Deferred Pres_4
Inventories And Deferred Preservation Costs (Schedule Of Inventories) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Inventories And Deferred Preservation Costs [Abstract] | ||
Raw materials and supplies | $ 19,584 | $ 17,381 |
Work-in-process | 5,183 | 3,858 |
Finished goods | 23,636 | 24,239 |
Total inventories | $ 48,403 | $ 45,478 |
Inventories And Deferred Pres_5
Inventories And Deferred Preservation Costs (Schedule Of Deferred Preservation Costs) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Total deferred preservation costs | $ 32,352 | $ 33,174 |
Cardiac Tissues [Member] | ||
Total deferred preservation costs | 15,512 | 15,972 |
Vascular Tissues [Member] | ||
Total deferred preservation costs | $ 16,840 | $ 17,202 |
Goodwill And Other Intangible_3
Goodwill And Other Intangible Assets (Schedule Of Carrying Values Of Indefinite Lived Intangible Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill | $ 183,368 | $ 188,781 |
In Process R&D [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite lived intangible assets | 8,922 | 9,382 |
Procurement Contracts And Agreements [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite lived intangible assets | 2,013 | 2,013 |
Trademarks [Member] | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Total indefinite lived intangible assets | $ 844 | $ 844 |
Goodwill And Other Intangible_4
Goodwill And Other Intangible Assets (Schedule Of Goodwill By Reportable Segment) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Goodwill And Other Intangible Assets [Abstract] | |
Beginning balance | $ 188,781 |
Revaluation of goodwill denominated in foreign currency | (5,413) |
Ending balance | $ 183,368 |
Goodwill And Other Intangible_5
Goodwill And Other Intangible Assets (Schedule Of Gross Carrying Values, Accumulated Amortization, And Approximate Amortization Period Of Definite Lived Intangible Assets) (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Acquired Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 130,270 | $ 134,999 |
Accumulated amortization | 22,407 | 16,815 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 3,714 | 3,656 |
Accumulated amortization | 3,080 | 2,970 |
Distribution And Manufacturing Rights And Know-How [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 13,757 | 4,059 |
Accumulated amortization | 2,429 | 2,107 |
Customer Lists And Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 31,070 | 31,169 |
Accumulated amortization | 6,196 | 5,068 |
Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 1,672 | 1,154 |
Accumulated amortization | $ 481 | $ 235 |
Minimum [Member] | Acquired Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 11 years | 11 years |
Minimum [Member] | Distribution And Manufacturing Rights And Know-How [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 5 years | 11 years |
Minimum [Member] | Customer Lists And Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 13 years | 13 years |
Minimum [Member] | Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 3 years | 3 years |
Maximum [Member] | Acquired Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 22 years | 22 years |
Maximum [Member] | Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 17 years | 17 years |
Maximum [Member] | Distribution And Manufacturing Rights And Know-How [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 15 years | 15 years |
Maximum [Member] | Customer Lists And Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 22 years | 22 years |
Maximum [Member] | Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 5 years | 5 years |
Goodwill And Other Intangible_6
Goodwill And Other Intangible Assets (Summary Of Amortization Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Goodwill And Other Intangible Assets [Abstract] | ||||
Amortization expense | $ 2,660 | $ 2,707 | $ 7,796 | $ 8,195 |
Goodwill And Other Intangible_7
Goodwill And Other Intangible Assets (Scheduled Amortization Of Intangible Assets For Next Five Years) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Goodwill And Other Intangible Assets [Abstract] | |
Remainder of 2019 | $ 3,029 |
2020 | 11,773 |
2021 | 11,750 |
2022 | 11,205 |
2023 | 10,797 |
2024 | 10,569 |
Total | $ 59,123 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Income Taxes [Abstract] | |||||
Effective income tax rate | 87.00% | 26.00% | 2375.00% | 58.00% | |
Increase in income tax benefit | $ 2 | $ 1,400 | $ 2,000 | $ 1,400 | |
Benefit related to exipration of federal tax statutes | 900 | ||||
Valuation allowances against deferred tax assets | 4,200 | 4,200 | $ 3,400 | ||
Net deferred tax liability | $ 20,800 | $ 20,800 | $ 23,200 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($)item | Dec. 31, 2018USD ($) | Mar. 08, 2019USD ($) | Jan. 01, 2019USD ($) | |
Operating Leased Assets [Line Items] | |||||
Net present value of operating lease aggrements | $ 23,316 | $ 23,316 | |||
Weighted average discount rate | 5.40% | 5.40% | 5.50% | ||
Weighted average remaining lease term | 5 years 8 months 12 days | 5 years 8 months 12 days | 6 years | ||
Deferred rent obligations | $ 2,400 | $ 2,400 | |||
Operating lease, option to terminate, period | 29 years | ||||
Operating lease, termination option, notice period requirement | 2 years | ||||
Right-of-use asset | 21,841 | $ 21,841 | |||
Number of subleases | item | 2 | ||||
Sublease income | $ 227 | $ 679 | $ 910 | ||
Minimum [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Lease terms | 1 year | 1 year | |||
Maximum [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Lease terms | 11 years | 11 years | |||
Lease period of omitted leases | 12 months | ||||
On-X [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Right-of-use asset | $ 3,700 | ||||
Discount rate | 5.83% | ||||
Accounting Standards Update 2016-02 [Member] | |||||
Operating Leased Assets [Line Items] | |||||
Net present value of operating lease aggrements | $ 22,700 |
Leases (Schedule Of Supplementa
Leases (Schedule Of Supplemental Balance Sheet Information Related To Leases) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 25,576 | |
Accumulated amortization | (3,735) | |
Operating lease right-of-use assets, net | 21,841 | |
Current maturities of operating leases | 5,270 | |
Non-current maturities of operating leases | 18,046 | |
Total operating lease liabilities | 23,316 | |
Finance leases, Property and equipment, at cost | 6,750 | |
Finance leases, Accumulated amortization | (1,079) | |
Finance leases, property and equipment, net | 5,671 | |
Current maturities of finance leases | 636 | |
Non-current maturities of finance leases | 5,144 | |
Total finance lease liabilities | $ 5,780 | |
Weighted average remaining lease term (in years): Operating leases | 5 years 8 months 12 days | 6 years |
Weighted average remaining lease term (in years): Finance leases | 11 years | |
Weighted average discount rate: Operating leases | 5.40% | 5.50% |
Weighted average discount rate: Finance leases | 2.00% |
Leases (Summary Of Lease Costs)
Leases (Summary Of Lease Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | |||
Amortization of property and equipment | $ 188 | $ 608 | |
Interest expense on finance leases | 30 | 93 | |
Total finance lease expense | 218 | 701 | |
Operating lease expense | 1,717 | 4,870 | |
Sublease income | (227) | (679) | $ (910) |
Total lease expense | $ 1,708 | $ 4,892 |
Leases (Schedule Of Supplemen_2
Leases (Schedule Of Supplemental Cash Flow Information Related To Leases) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Leases [Abstract] | |
Operating cash flows for finance leases | $ 91 |
Operating cash flows for operating leases | 5,004 |
Financing cash flows for finance leases | $ 561 |
Leases (Schedule Of Minimum Lea
Leases (Schedule Of Minimum Lease Payments For Finance, Operating, And Sublease Income Leases) (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Leases [Abstract] | |
Finance Leases, Remainder of 2019 | $ 256 |
Finance Leases, 2020 | 554 |
Finance Leases, 2021 | 609 |
Finance Leases, 2022 | 557 |
Finance Leases, 2023 | 557 |
Finance Leases, Thereafter | 3,900 |
Finance Leases, Total minimum lease payments | 6,433 |
Finance Leases, Less amount representing interest | (653) |
Finance Leases, Present value of net minimum lease payments | 5,780 |
Finance Leases, Less current maturities | (636) |
Finance Leases, Lease liabilities, less current maturities | 5,144 |
Operating Leases, Remainder of 2019 | 1,347 |
Operating Leases, 2020 | 6,632 |
Operating Leases, 2021 | 5,908 |
Operating Leases, 2022 | 3,459 |
Operating Leases, 2023 | 2,300 |
Operating Leases, Thereafter | 7,228 |
Operating Leases, Total minimum lease payments | 26,874 |
Operating Leases, Less amount representing interest | (3,558) |
Operating Leases, Present value of net minimum lease payments | 23,316 |
Operating Leases, Less current maturities | (5,270) |
Operating Leases, Lease liabilities, less current maturities | 18,046 |
Sublease Income, Remainder of 2019 | 227 |
Sublease Income, 2020 | 921 |
Sublease Income, 2021 | 930 |
Sublease Income, 2022 | 316 |
Sublease Income, Total minimum lease payments | $ 2,394 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jun. 30, 2015 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 01, 2017 | |
Line of Credit Facility [Line Items] | |||||||
Term loan balance | $ 223,785,000 | $ 223,785,000 | $ 225,953,000 | ||||
Credit facility default interest rate | 2.00% | 2.00% | |||||
Credit facility aggregate interest rate | 5.35% | 5.35% | |||||
Credit facility commitment fee percentage | 0.50% | ||||||
Line of credit facility, percentage threshold of principal amount outstanding | 25.00% | ||||||
Interest expense | $ 3,600,000 | $ 4,100,000 | $ 11,300,000 | $ 11,900,000 | |||
Government Sponsored Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Loan term | 9 years | ||||||
2.45% Sparkasse Zollernalb (KFW Loan 1) [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Term loan balance | 1,089,000 | 1,089,000 | 1,318,000 | ||||
Interest rate on amounts borrowed | 2.45% | ||||||
1.40% Sparkasse Zollernalb (KFW Loan 2) [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Term loan balance | 1,633,000 | $ 1,633,000 | 1,885,000 | ||||
Interest rate on amounts borrowed | 1.40% | ||||||
Revolving Credit Facility [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility aggregate commitments | $ 30,000,000 | ||||||
Credit facility maturity date | Dec. 1, 2022 | ||||||
Credit facility outstanding balance | 0 | $ 0 | 0 | ||||
Credit facility remaining availability | 30,000,000 | $ 30,000,000 | |||||
Revolving Credit Facility [Member] | Minimum [Member] | Base Rate [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility margin | 3.00% | ||||||
Revolving Credit Facility [Member] | Minimum [Member] | LIBOR [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility margin | 4.00% | ||||||
Revolving Credit Facility [Member] | Maximum [Member] | Base Rate [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility margin | 3.25% | ||||||
Revolving Credit Facility [Member] | Maximum [Member] | LIBOR [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility margin | 4.25% | ||||||
Secured Debt [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility aggregate commitments | 255,000,000 | ||||||
Credit facility outstanding balance | 225,000,000 | ||||||
Term Loan [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Term loan balance | $ 221,063,000 | $ 221,063,000 | $ 222,750,000 | $ 225,000,000 | |||
Credit facility maturity date | Dec. 1, 2024 | ||||||
Term Loan [Member] | Base Rate [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility margin | 2.25% | 3.00% | |||||
Term Loan [Member] | LIBOR [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Credit facility margin | 3.25% | 4.00% |
Debt (Schedule Of Short-Term An
Debt (Schedule Of Short-Term And Long-Term Balances Of Term Loan) (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 01, 2017 |
Debt Instrument [Line Items] | |||
Term loan balance | $ 223,785 | $ 225,953 | |
Less unamortized loan origination costs | (7,848) | (9,072) | |
Net borrowings | 215,937 | 216,881 | |
Less short-term loan balance | (1,144) | (1,160) | |
Long-term loan balance | 214,793 | 215,721 | |
2.45% Sparkasse Zollernalb (KFW Loan 1) [Member] | |||
Debt Instrument [Line Items] | |||
Term loan balance | 1,089 | 1,318 | |
1.40% Sparkasse Zollernalb (KFW Loan 2) [Member] | |||
Debt Instrument [Line Items] | |||
Term loan balance | 1,633 | 1,885 | |
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Term loan balance | $ 221,063 | $ 222,750 | $ 225,000 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | |
Other Commitments [Line Items] | |||
Sublease income | $ 227 | $ 679 | $ 910 |
Unreported loss liability | 1,900 | 1,900 | 1,700 |
Recoverable insurance amounts | 943 | 943 | 693 |
Property and equipment, net | 30,434 | 30,434 | $ 31,028 |
PerClot [Member] | |||
Other Commitments [Line Items] | |||
Prepaid royalties | 1,500 | 1,500 | |
Net intangible assets | 2,100 | 2,100 | |
Property and equipment, net | 1,200 | 1,200 | |
Maximum [Member] | |||
Other Commitments [Line Items] | |||
Estimated loss | 3,800 | $ 3,800 | |
Starch Technology Purchase [Member] | |||
Other Commitments [Line Items] | |||
Term of distribution agreement | 15 years | ||
Expected future contingent payment amounts | $ 1,000 | $ 1,000 | |
Number of notice days | 180 days |
Revenue Recognition (Disaggrega
Revenue Recognition (Disaggregation Of Revenue) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total sources of revenue | $ 67,881 | $ 64,598 | $ 206,525 | $ 195,042 |
Domestic Hospitals [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total sources of revenue | 36,627 | 34,924 | 108,582 | 103,606 |
International Hospitals [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total sources of revenue | 20,246 | 19,001 | 63,204 | 56,440 |
International Distributors [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total sources of revenue | 1,354 | 1,590 | 4,966 | 4,514 |
CardioGenesis Cardiac Laser Therapy [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total sources of revenue | $ 9,654 | $ 9,083 | $ 29,773 | $ 30,482 |
Stock Compensation (Narrative)
Stock Compensation (Narrative) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | 15 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)itemshares | Sep. 30, 2018USD ($)shares | Dec. 31, 2018 | Sep. 30, 2019USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Capitalized stock compensation expense | $ 158 | $ 125 | $ 458 | $ 363 | ||
ESPP Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
ESPP, percentage of market price for eligible employees | 85.00% | |||||
Employees purchased common stock, shares | shares | 61,000 | 82,000 | 0 | |||
RSAs, RSUs, And PSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Authorized awards from approved stock incentive plans | shares | 503,000 | 317,000 | ||||
Aggregate grant date market value | $ 14,900 | $ 7,100 | ||||
Unrecognized compensation costs | 14,300 | 14,300 | $ 14,300 | |||
Stock Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation costs | $ 2,400 | $ 2,400 | $ 2,400 | |||
Expected weighted-average period for recognizing the unrecognized compensation costs, in years | 1 year 8 months 12 days | |||||
Restricted Stock Awards (RSAs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected weighted-average period for recognizing the unrecognized compensation costs, in years | 1 year 3 months 18 days | |||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Expected weighted-average period for recognizing the unrecognized compensation costs, in years | 1 year 8 months 12 days | |||||
Performance Stock Units (PSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of performance stock unit grants | item | 2 | |||||
Percentage of target number of shares of common stock granted as Performance Stock Units | 80.00% | |||||
Expected weighted-average period for recognizing the unrecognized compensation costs, in years | 2 years 7 months 6 days | |||||
Maximum [Member] | Performance Stock Units (PSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of target number of shares of common stock granted as Performance Stock Units | 150.00% | |||||
Maximum [Member] | Short-term PSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of target number of shares of common stock granted as Performance Stock Units | 150.00% | |||||
Maximum [Member] | Long-term PSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of target number of shares of common stock granted as Performance Stock Units | 288.00% | |||||
Officers [Member] | Stock Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Grants of stock options | shares | 169,000 | 219,000 |
Stock Compensation (Schedule Of
Stock Compensation (Schedule Of Weighted-Average Assumptions Used To Determine The Fair Value Of Options) (Details) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life of options | 5 years | |
Expected stock price volatility | 0.40% | |
Risk-free interest rate | 2.54% | |
ESPP Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life of options | 6 months | 6 months |
Expected stock price volatility | 0.39% | 0.39% |
Risk-free interest rate | 2.10% | 2.56% |
Stock Compensation (Summary Of
Stock Compensation (Summary Of Total Stock Compensation Expenses) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock compensation expense | $ 2,620 | $ 1,693 | $ 7,039 | $ 5,051 |
RSA, RSU, And PSU Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock compensation expense | 2,133 | 1,281 | 5,579 | 3,750 |
Stock Option And ESPP Option Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock compensation expense | $ 487 | $ 412 | $ 1,460 | $ 1,301 |
(Loss) Income Per Common Shar_2
(Loss) Income Per Common Share (Narrative) (Details) - shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018 | Sep. 30, 2019 | |
(Loss) Income Per Common Share [Abstract] | ||
Antidilutive securities excluded from computation of earnings per share | 0 | 123,000 |
(Loss) Income Per Common Shar_3
(Loss) Income Per Common Share (Computation Of Basic And Diluted (Loss) Income Per Common Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Basic (loss) income per common share | ||||
Net (loss) income | $ (134) | $ 1,565 | $ 2,401 | $ (2,064) |
Net loss allocated to participating securities | 1 | (15) | (17) | 20 |
Net loss allocated to common shareholders | $ (133) | $ 1,550 | $ 2,384 | $ (2,044) |
Basic weighted-average common shares outstanding | 37,255 | 36,526 | 37,065 | 36,331 |
Basic loss per common share | $ 0 | $ 0.04 | $ 0.06 | $ (0.06) |
Diluted (loss) income per common share | ||||
Net (loss) income | $ (134) | $ 1,565 | $ 2,401 | $ (2,064) |
Net loss allocated to participating securities | 1 | (14) | (16) | 20 |
Net loss allocated to common shareholders | $ (133) | $ 1,551 | $ 2,385 | $ (2,044) |
Basic weighted-average common shares outstanding | 37,255 | 36,526 | 37,065 | 36,331 |
Effect of dilutive stock options and awards | 1,084 | 785 | ||
Diluted weighted-average common shares outstanding | 37,255 | 37,610 | 37,850 | 36,331 |
Diluted loss per common share | $ 0 | $ 0.04 | $ 0.06 | $ (0.06) |
Segment Information (Narrative)
Segment Information (Narrative) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)segment | Sep. 30, 2018USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 2 | |||
Revenues | $ | $ 67,881 | $ 64,598 | $ 206,525 | $ 195,042 |
Segment Information (Revenues,
Segment Information (Revenues, Cost Of Products And Services, And Gross Margins For Operating Segments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||
Total revenues | $ 67,881 | $ 64,598 | $ 206,525 | $ 195,042 | |
Total cost of products and preservation services | 22,659 | 21,884 | 70,064 | 67,249 | |
Total gross margin | 45,222 | 42,714 | 136,461 | 127,793 | |
Goodwill | 183,368 | 183,368 | $ 188,781 | ||
Operating Segments [Member] | Medical Devices [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenues | 47,484 | 45,152 | 147,053 | 138,063 | |
Total cost of products and preservation services | 12,706 | 12,459 | 41,021 | 40,166 | |
Total gross margin | 34,778 | 32,693 | 106,032 | 97,897 | |
Operating Segments [Member] | Preservation Services [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenues | 20,397 | 19,446 | 59,472 | 56,979 | |
Total cost of products and preservation services | 9,953 | 9,425 | 29,043 | 27,083 | |
Total gross margin | $ 10,444 | $ 10,021 | $ 30,429 | $ 29,896 |
Segment Information (Summary Of
Segment Information (Summary Of Net Revenues By Product And Service) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Product Information [Line Items] | ||||
Total revenues | $ 67,881 | $ 64,598 | $ 206,525 | $ 195,042 |
BioGlue And BioFoam [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 15,679 | 15,646 | 50,834 | 48,685 |
JOTEC [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 15,774 | 15,004 | 48,936 | 46,669 |
On-X [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 12,610 | 11,298 | 36,751 | 33,495 |
CardioGenesis Cardiac Laser Therapy [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 1,354 | 1,590 | 4,966 | 4,514 |
PerClot [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 980 | 882 | 2,814 | 2,822 |
PhotoFix [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 1,087 | 732 | 2,752 | 1,878 |
Cardiac Tissues [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 11,304 | 9,502 | 30,734 | 26,660 |
Vascular Tissues [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 9,093 | 9,944 | 28,738 | 30,319 |
Preservation Services [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 20,397 | 19,446 | 59,472 | 56,979 |
Operating Segments [Member] | Total Products [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 47,484 | 45,152 | 147,053 | 138,063 |
Operating Segments [Member] | Total Preservation Services [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | $ 20,397 | $ 19,446 | $ 59,472 | $ 56,979 |