Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 21, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Central Index Key | 784,199 | |
Entity Registrant Name | CRYOLIFE INC | |
Trading Symbol | cry | |
Entity Common Stock, Shares Outstanding | 33,446,056 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations And Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenues: | ||||
Products | $ 30,094 | $ 30,045 | $ 57,490 | $ 57,063 |
Preservation services | 17,724 | 17,038 | 35,387 | 33,036 |
Total revenues | 47,818 | 47,083 | 92,877 | 90,099 |
Cost of products and preservation services: | ||||
Products | 6,959 | 7,698 | 14,976 | 14,701 |
Preservation services | 7,954 | 9,084 | 15,484 | 17,476 |
Total cost of products and preservation services | 14,913 | 16,782 | 30,460 | 32,177 |
Gross margin | 32,905 | 30,301 | 62,417 | 57,922 |
Operating expenses: | ||||
General, administrative, and marketing | 23,389 | 22,436 | 46,260 | 48,710 |
Research and development | 4,728 | 3,279 | 8,821 | 5,888 |
Total operating expenses | 28,117 | 25,715 | 55,081 | 54,598 |
Gain from sale of business components | (7,915) | |||
Operating income | 4,788 | 4,586 | 7,336 | 11,239 |
Interest expense | 834 | 797 | 1,635 | 1,514 |
Interest income | (55) | (18) | (95) | (30) |
Other income, net | (134) | (58) | (91) | (167) |
Income before income taxes | 4,143 | 3,865 | 5,887 | 9,922 |
Income tax expense | 980 | 1,518 | 501 | 5,034 |
Net income | $ 3,163 | $ 2,347 | $ 5,386 | $ 4,888 |
Income per common share: | ||||
Basic | $ 0.09 | $ 0.07 | $ 0.16 | $ 0.15 |
Diluted | $ 0.09 | $ 0.07 | $ 0.16 | $ 0.15 |
Weighted-average common shares outstanding: | ||||
Basic | 32,664 | 32,010 | 32,552 | 31,519 |
Diluted | 33,814 | 32,764 | 33,739 | 32,270 |
Other comprehensive income (loss) | $ 129 | $ (332) | $ 365 | $ (428) |
Comprehensive income | $ 3,292 | $ 2,015 | $ 5,751 | $ 4,460 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 52,507 | $ 56,642 |
Restricted securities | 741 | 699 |
Receivables, net | 33,317 | 30,096 |
Inventories | 26,537 | 26,293 |
Deferred preservation costs | 33,974 | 30,688 |
Prepaid expenses and other | 5,135 | 2,815 |
Total current assets | 152,211 | 147,233 |
Property and equipment, net | 20,694 | 18,502 |
Goodwill | 78,294 | 78,294 |
Patents, net | 862 | 1,008 |
Trademarks and other intangibles, net | 63,527 | 65,633 |
Deferred income taxes | 148 | |
Investment in company owned life insurance | 3,745 | 2,991 |
Other | 2,740 | 2,479 |
Total assets | 322,221 | 316,140 |
Current liabilities: | ||
Accounts payable | 6,571 | 5,744 |
Accrued compensation | 5,764 | 8,815 |
Accrued procurement fees | 3,393 | 4,806 |
Accrued expenses and other | 6,815 | 6,175 |
Current portion of long-term debt | 3,228 | 4,562 |
Total current liabilities | 25,771 | 30,102 |
Long-term debt | 65,635 | 67,012 |
Deferred compensation liability | 3,441 | 2,600 |
Deferred rent obligations | 3,020 | 2,355 |
Other | 5,293 | 5,088 |
Total liabilities | 103,160 | 107,157 |
Commitments and contingencies | ||
Shareholders' equity: | ||
Preferred stock | ||
Common stock (issued shares of 34,784 in 2017 and 34,230 in 2016) | 348 | 342 |
Additional paid-in capital | 192,204 | 187,061 |
Retained earnings | 39,291 | 34,143 |
Accumulated other comprehensive loss | (64) | (429) |
Treasury stock at cost (shares of 1,387 in 2017 and 1,356 in 2016) | (12,718) | (12,134) |
Total shareholders' equity | 219,061 | 208,983 |
Total liabilities and shareholders' equity | $ 322,221 | $ 316,140 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares shares in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Shareholders' equity: | ||
Common stock, shares issued | 34,784 | 34,230 |
Treasury stock at cost, shares | 1,387 | 1,356 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Net cash flows from operating activities: | ||
Net income | $ 5,386 | $ 4,888 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Gain from sale of business components | (7,915) | |
Depreciation and amortization | 4,352 | 4,089 |
Non-cash compensation | 3,796 | 2,869 |
Other non-cash adjustments to income | 1,034 | 4,696 |
Changes in operating assets and liabilities: | ||
Receivables | (3,961) | 2,097 |
Inventories and deferred preservation costs | (4,023) | (4,373) |
Prepaid expenses and other assets | (3,335) | (426) |
Accounts payable, accrued expenses, and other liabilities | (1,227) | (87) |
Net cash flows provided by operating activities | 2,022 | 5,838 |
Net cash flows from investing activities: | ||
Acquisition of On-X, net of cash acquired | (91,152) | |
Acquisition of PhotoFix technology | (1,226) | |
Proceeds from sale of business components | 740 | 19,795 |
Decrease in restricted cash | 5,000 | |
Capital expenditures | (4,335) | (1,608) |
Other | 36 | 30 |
Net cash flows used in investing activities | (3,559) | (69,161) |
Net cash flows from financing activities: | ||
Proceeds from issuance of term loan | 75,000 | |
Repayment of term loan | (2,978) | (469) |
Payment of debt issuance costs | (2,289) | |
Proceeds from exercise of stock options and issuance of common stock | 1,765 | 1,027 |
Redemption and repurchase of stock to cover tax withholdings | (1,552) | (562) |
Other | (2) | 346 |
Net cash flows (used in) provided by financing activities | (2,767) | 73,053 |
Effect of exchange rate changes on cash | 169 | (383) |
(Decrease) increase in cash and cash equivalents | (4,135) | 9,347 |
Cash and cash equivalents, beginning of period | 56,642 | 37,588 |
Cash and cash equivalents, end of period | $ 52,507 | $ 46,935 |
Basis Of Presentation
Basis Of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
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 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, 2016 has been derived from audited financial statements. The accompanying unaudited summary consolidated financial statements as of, and for the three and six months ended , June 30, 2017 and 2016 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 six months ended June 30, 2017 are not necessarily indicative of the results that may be expected for the year ending December 31, 2017 . 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, 2016 filed with the SEC on February 16, 2017. Change in Accounting for Employee Share-Based Payments As of January 1, 2017 we made an entity-wide accounting policy election in accordance with ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, (“ASU 2016-09”) to change our accounting policy to account for stock compensation forfeitures in the period awards are forfeited rather than estimating the effect of forfeitures. We elected to make this accounting policy change to simplify the accounting for share-based compensation and believe this method provides a more accurate reflection of periodic share-based compensation cost from the grant date forward. We used the modified retrospective transition method to record a net $238,000 cumulative-effect adjustment decrease to retained earnings for the accounting policy change, which included a $379,000 increase to additional paid in capital and a $141,000 increase in deferred tax assets. Additionally, as of January 1, 2017 and in accordance with the guidance in ASU 2016-09, we made a change to account for excess tax benefits and deficiencies resulting from the settlement or vesting of share-based awards in income tax expense on our Summary Consolidated Statement of Operations and Comprehensive Income, instead of accounting for these effects through additional paid in capital on our Summary Consolidated Balance Sheets. We applied this amendment prospectively and prior periods have not been adjusted. |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2017 | |
Financial Instruments [Abstract] | |
Financial Instruments | 2. Financial Instruments The following is a summary of our financial instruments measured at fair value (in thousands): June 30, 2017 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 370 $ -- $ -- $ 370 Restricted securities: Money market funds 741 -- -- 741 Total assets $ 1,111 $ -- $ -- $ 1,111 December 31, 2016 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 3,466 $ -- $ -- $ 3,466 Restricted securities: Money market funds 699 -- -- 699 Total assets $ 4,165 $ -- $ -- $ 4,165 We used prices quoted from our investment management companies to determine the Level 1 valuation of our investments in money market funds. |
Cash Equivalents And Restricted
Cash Equivalents And Restricted Securities | 6 Months Ended |
Jun. 30, 2017 | |
Cash Equivalents And Restricted Securities [Abstract] | |
Cash Equivalents And Restricted Securities | 3. Cash Equivalents and Restricted Securities The following is a summary of cash equivalents and restricted securities (in thousands): Unrealized Estimated Holding Market June 30, 2017 Cost Basis Gains Value Cash equivalents: Money market funds $ 370 $ -- $ 370 Restricted securities: Money market funds 741 -- 741 Unrealized Estimated Holding Market December 31, 2016 Cost Basis Gains Value Cash equivalents: Money market funds $ 3,466 $ -- $ 3,466 Restricted securities: Money market funds 699 -- 699 As of June 30, 2017 and December 31, 2016 $741,000 and $699,000 , respectively, 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 in the three and six months ended June 30, 2017 and 2016 . As of June 30, 2017 $741,000 of our restricted securities had a maturity date between three months and one year. As of December 31, 2016 $490,000 of our restricted securities had a maturity date within three months and $209,000 had a maturity date between three months and one year. |
Acquisition Of On-X Life Techno
Acquisition Of On-X Life Technologies | 6 Months Ended |
Jun. 30, 2017 | |
Acquisition Of On-X Life Technologies [Abstract] | |
Acquisition Of On-X Life Technologies | 4. Acquisition of On-X Life Technologies Overview On December 22, 2015 we entered into an a greement and p lan of m erger to acquire On-X Life Technologies Holdings, Inc. (“On-X”), an Austin, Texas-based, privately held mechanical heart valve company, for approximately $130.0 million, subject to certain adjustments. The transaction closed on January 20, 2016 , and On-X is being operated as a wholly owned subsidiary of CryoLife. The On-X catalogue of products includes the On-X prosthetic aortic and mitral heart valves and the On-X ascending aortic prosthesis. On-X also distributes CarbonAid CO 2 diffusion catheters and manufactures Chord-X ePTFE sutures for mitral chordal replacement. On-X also generates revenue from pyrolytic carbon coating products produced for other medical device manufacturers. We believe that the On-X products fit well into our product portfolio of medical devices for cardiac surgery and that we are capitalizing on the significant opportunity for CryoLife’s sales team to leverage their strong relationships with cardiac surgeons to introduce and to expand utilization of the On-X valves in the U.S. and internationally. Accounting for the Transaction The purchase price of the On-X transaction totaled approximately $128.2 million, consisting of cash of $93.6 million and 3,703,699 shares of CryoLife common stock, with a value of $34.6 million as determined on the date of the closing. We recorded an allocation of the $ 128.2 million purchase price to On-X’s tangible and identifiable intangible assets acquired and liabilities assumed, based on their estimated fair values as of January 20, 2016. Goodwill was recorded based on the amount by which the purchase price exceeded the fair value of the net assets acquired and is not deductible for tax purposes. Goodwill from this transaction has been allocated to our Medical Devices segment. The purchase price allocation is as follows (in thousands): Opening Balance Sheet Cash and cash equivalents $ 2,472 Receivables 6,826 Inventories 12,889 Intangible assets 53,950 Goodwill 68,229 Other assets 6,891 Liabilities assumed (23,040) Total purchase price $ 128,217 We incurred transaction and integration costs of $7.4 million for the year ended December 31, 2016 related to the acquisition, which include, among other costs, expenses related to the termination of international and domestic distribution agreements. These costs were expensed as incurred and were primarily recorded as general, administrative, and marketing expenses on our Summary Consolidated Statements of Operations and Comprehensive Income. We paid approximately $10 million of the purchase price into an escrow account upon closing of the On-X transaction. We are currently in litigation with the representative of the former On-X shareholders concerning the resolution of these escrow funds. We believe that we are entitled to recover the escrow funds and additional damages, but the outcome of litigation is inherently uncertain, and we may not recover any of the escrow funds. Pro Forma Results On-X revenues were $34.2 million from the date of acquisition through December 31, 2016. Our pro forma results of operations for the years ended December 31, 2016 and 2015, assuming the On-X acquisition had occurred as of January 1, 2015, are presented for comparative purposes below. These amounts are based on available information of the results of operations of On-X prior to the acquisition date and are not necessarily indicative of what the results of operations would have been had the acquisition been completed on January 1, 2015. This unaudited pro forma information does not project operating results post acquisition. This pro forma information is as follows (in thousands, except per share amounts): Twelve Months Ended December 31, 2016 2015 Total revenues $ 182,007 $ 179,266 Net income (loss) 17,692 (4,787) Pro forma income (loss) per common share - basic $ 0.54 $ (0.15) Pro forma income (loss) per common share - diluted $ 0.53 $ (0.15) Pro forma net income (loss) was calculated using a normalized tax rate of approximately 38% . |
Sales Of Business Components
Sales Of Business Components | 6 Months Ended |
Jun. 30, 2017 | |
Sales Of Business Components [Abstract] | |
Sales Of Business Components | 5. Sale of Business Components Divestiture of the HeRO Graft Product Line On February 3, 2016 we sold our Hemodialysis Reliable Outflow Graft (“HeRO ® Graft”) product line to Merit Medical Systems, Inc. (“Merit”) for $18.5 million in cash (“HeRO Sale”), of which $17.8 million was received on the transaction date and the remaining $740,000 was received in the first quarter of 2017. Under terms of the agreement, Merit acquired the HeRO Graft product line, including worldwide marketing rights, customer relationships, intellectual property, inventory, and certain property and equipment. We continued to manufacture the HeRO Graft under a transition supply agreement until the manufacturing transfer to Merit was completed in the second quarter of 2016. Sales prices under the transition supply agreement were at lower average prices than our previous sales to hospitals at end-user prices. The HeRO Graft product line was included as part of our Medical Devices segment. We recorded a pre-tax gain of approximately $8.8 million on the HeRO Sale. ProCol Distribution Agreement and Divestiture of the ProCol Product Line In 2014 we acquired the exclusive worldwide distribution rights to ProCol ® Vascular Bioprosthesis (“ProCol”) from Hancock Jaffe Laboratories, Inc. (“Hancock Jaffe”). In accordance with the terms of the agreement, we made payments to Hancock Jaffe totaling $3.4 million for which we obtained the right to receive a designated amount of ProCol inventory for resale. As of March 18, 2016 we had received $1.7 million in inventory. The remaining $1.7 million in prepayments for inventory not yet delivered to us were settled as part of the ProCol Sale, described below. On March 18, 2016 we sold our ProCol distribution rights and purchase option to LeMaitre Vascular, Inc. (“LeMaitre”) for $2.0 million in cash (“ProCol Sale”), all of which was received by March 31, 2016. Under the terms of the agreement, LeMaitre acquired the ProCol related assets, including inventory, customer lists, related marketing assets, and our purchase option to acquire ProCol. LeMaitre exercised the option to acquire ProCol from Hancock Jaffe Laboratories. The ProCol product was included as part of our Medical Devices segment. We recorded a pre-tax loss of approximately $845,000 on the ProCol Sale. Disclosure of the HeRO Sale and the ProCol Sale Financial Accounting Standards Board ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity, (“ASU 2014-08”) defines the criteria for reporting discontinued operations and requires additional disclosures about discontinued operations. The standard requires that an entity report a disposal as a discontinued operation only if the disposal represents a strategic shift in operations that has a major effect on our operations and financial results. In the first quarter of 2016 we completed the HeRO Sale and the ProCol Sale. We received cash for these transactions and recorded these sales in March 2016. Therefore, as of March 31, 2016 both transactions met the disposed of by sale criteria under ASU 2014-08. We evaluated the impact of the HeRO Sale and the ProCol Sale on our business t o determine whether these disposals represent a strategic shift that has, or will have, a major effect on our financial position, results of operations, or cash flows. As the HeRO Graft and ProCol product lines combined represented less than 10% of our total revenues for the year ended December 31, 2015 and our total assets as of December 31, 2015, we believe that these transactions did not have a major effect on our operations and financial condition, either individually or in the aggregate, and therefore, we did not disclose these transactions as discontinued operations. The combined net gain from the HeRO Sale and ProCol Sale was therefore reported as gain from sale of business components on our Summary Consolidated Statements of Operations and Comprehensive Income. |
PhotoFix Distribution Agreement
PhotoFix Distribution Agreement And Acquisition | 6 Months Ended |
Jun. 30, 2017 | |
PhotoFix Distribution Agreement And Acquisition [Abstract] | |
PhotoFix Distribution Agreement And Acquisition | 6. PhotoFix Distribution Agreement and Acquisition Overview In 2014 we entered into an exclusive supply and distribution agreement with Genesee Biomedical, Inc. (“GBI”) to acquire the distribution rights to PhotoFix TM , a bovine pericardial patch stabilized using a dye-mediated photo-fixation process that requires no glutaraldehyde. PhotoFix has received U.S. Food and Drug Administration (“FDA”) 510(k) clearance and is indicated for use in intracardiac repair, including ventricular repair and atrial repair, great vessel repair and suture line buttressing, and pericardial closure. We believe that PhotoFix fits well into our product portfolio of medical devices for cardiac surgery. In January 2015 we received our initial shipments and launched our distribution of PhotoFix. The agreement between CryoLife and GBI (the “GBI Agreement”) had an initial five -year term and was renewable for two one -year periods at our option. Under the terms of the GBI Agreement, we purchased PhotoFix inventory for resale at an agreed upon transfer price and had the option, which became effective in March 2015, to acquire the PhotoFix product line from GBI. Accounting for the Transaction On April 13, 2016 we exercised our right to acquire the PhotoFix technology from GBI for approximately $2.3 million, of which $1.2 million was paid in cash at closing, approximately $600,000 was previously provided to GBI as an advance under the distribution agreement, and approximately $400,000 is payable to GBI within 18 months of signing or earlier, subject to certain conditions. Our allocation of the purchase price to the tangible and identifiable intangible assets acquired, based on their estimated fair values, resulted in the allocation of the majority of the purchase price to amortizable intangible assets. GBI will continue to manufacture PhotoFix until we are able to establish manufacturing operations. |
Inventories And Deferred Preser
Inventories And Deferred Preservation Costs | 6 Months Ended |
Jun. 30, 2017 | |
Inventories And Deferred Preservation Costs [Abstract] | |
Inventories And Deferred Preservation Costs | 7. Inventories and Deferred Preservation Costs Inventories at June 30, 2017 and December 31, 2016 are comprised of the following (in thousands): June 30, December 31, 2017 2016 Raw materials and supplies $ 11,141 $ 9,321 Work-in-process 3,258 3,321 Finished goods 12,138 13,651 Total inventories $ 26,537 $ 26,293 Deferred preservation costs at June 30, 2017 and December 31, 2016 are comprised of the following (in thousands): June 30, December 31, 2017 2016 Cardiac tissues $ 17,077 $ 15,768 Vascular tissues 16,897 14,920 Total deferred preservation costs $ 33,974 $ 30,688 We maintain consignment inventory included in finished goods inventories above, of our On-X heart valves at domestic and international hospital locations to facilitate usage. We retain title to this consignment inventory until the valve is implanted, at which time we invoice the hospital. As of June 30, 2017 we had $5.4 million in consignment inventory, with approximately 83% in domestic locations and 17% in foreign locations. As of December 31, 2016 we had $4.9 million in consignment inventory with approximately 80% in domestic locations and 20% in foreign locations. |
Goodwill And Other Intangible A
Goodwill And Other Intangible Assets | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Other Intangible Assets [Abstract] | |
Goodwill And Other Intangible Assets | 8. Goodwill and Other Intangible Assets Indefinite Lived Intangible Assets As of June 30, 2017 and December 31, 2016 the carrying values of our indefinite lived intangible assets are as follows (in thousands): June 30, December 31, 2017 2016 Goodwill $ 78,294 $ 78,294 Procurement contracts and agreements 2,013 2,013 Trademarks 841 841 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 these trademarks will contribute to our cash flows indefinitely. As of June 30, 2017 and December 31, 2016 our entire goodwill balance is related to our Medical Devices segment and there has been no change from the balance recorded as of December 31, 2016. Definite Lived Intangible Assets As of June 30, 2017 and December 31, 2016 the gross carrying values, accumulated amortization, and approximate amortization period of our definite lived intangible assets are as follows (in thousands): Gross Carrying Accumulated Amortization June 30, 2017 Value Amortization Period Acquired technology $ 38,478 $ 7,062 11 – 22 Years Patents 3,576 2,714 17 Years Distribution and manufacturing rights and know-how 4,059 1,676 11 – 15 Years Customer lists and relationships 29,140 2,840 13 – 22 Years Other 1,370 796 3 Years Gross Carrying Accumulated Amortization December 31, 2016 Value Amortization Period Acquired technology $ 38,478 $ 5,956 11 – 22 Years Patents 3,710 2,702 17 Years Distribution and manufacturing rights and know-how 4,059 1,532 11 – 15 Years Customer lists and relationships 29,140 2,141 13 – 22 Years Non-compete agreement 381 381 10 Years Other 1,262 531 3 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 Income (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Amortization expense $ 1,141 $ 1,156 $ 2,283 $ 2,118 As of June 30, 2017 scheduled amortization of intangible assets for the next five years is as follows (in thousands): Remainder of 2017 2018 2019 2020 2021 2022 Amortization expense $ 2,280 $ 4,444 $ 4,102 $ 3,939 $ 3,918 $ 3,390 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | 9. Income Taxes Income Tax Expense Our effective income tax rate was 24% and 9% for the three and six months ended June 30, 2017 , respectively, as compared to 39% and 51% for the three and six months ended June 30, 2016 , respectively. Our income tax rate for the three and six months ended June 30, 2017 was favorably affected by excess tax benefits, primarily related to the exercise of non-qualified stock options and the vesting of stock awards, as discussed in Note 1 above, which decreased income tax expense by approximately $532,000 and $1.6 million , respectively . Our income tax rate for the three and six months ended June 30, 2016 was unfavorably impacted by the tax treatment of certain expenses related to the On-X acquisition, which had a larger impact on the tax rate in first quarter of 2016. Our income tax rate for the six months ended June 30, 2016 was also unfavorably impacted by book/tax basis differences related to the HeRO Sale. 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, in prior periods, due to operating losses. We acquired significant deferred tax assets, primarily net operating loss carryforwards, from our acquisitions of On-X in 2016, Hemosphere in 2012, and Cardiogenesis in 2011. We recorded significant deferred tax liabilities in 2016 related to the intangible assets acquired in the On-X acquisition. As of June 30, 2017 we maintained a total of $2.2 million in valuation allowances against deferred tax assets, related to state net operating loss carryforwards, and had a net deferred tax asset of $148,000 . As of December 31, 2016 we had a total of $2.2 million in valuation allowances against deferred tax assets, related to state net operating loss carryforwards, and a net deferred tax liability of $7,000 . |
Debt
Debt | 6 Months Ended |
Jun. 30, 2017 | |
Debt [Abstract] | |
Debt | 10. Debt Amended Debt Agreement In connection with the closing of the On-X acquisition, discussed above in Note 4 , on January 20, 2016, we and certain of our subsidiaries entered into the Third Amended and Restated Credit Agreement (“Amended Debt Agreement”) with Capital One, National Association, who acquired GE Capital’s Healthcare Financial Services lending business in late 2015. The designated credit parties are Healthcare Financial Solutions, LLC; Fifth Third Bank; and Citizens Bank, National Association. The Amended Debt Agreement amended and restated our prior credit agreement and provides us with a senior secured credit facility in an aggregate principal amount of $95 million, which includes a $75 million term loan and a $20 million revolving credit facility (including a $4 million letter of credit sub-facility and a $3 million swing-line sub-facility). The $75 million term loan was used to finance, in part, the acquisition of On-X and will mature on January 20, 2021 . We and our domestic subsidiaries, subject to certain exceptions and exclusions, have guaranteed the obligations of the Amended Debt Agreement. Borrowings under the Amended Debt Agreement are secured by substantially all of CryoLife’s, and certain of our subsidiaries’, real and personal property. The loans under the Amended Debt Agreement (other than the swing-line loans) bear interest, at our option, at either a floating rate equal to the base rate, as defined in the Amended Debt Agreement, plus a margin of between 1.75% and 2.75% , depending on our consolidated leverage ratio, or a per annum rate equal to LIBOR plus a margin of between 2.75% and 3.75% , depending on our consolidated leverage ratio. As of June 30, 2017 the aggregate interest rate was approximately 4.00% . Swing-line loans under the Amended Debt Agreement bear interest at a floating rate equal to the base rate plus a margin of between 1.75% and 2.75% , depending on our consolidated leverage ratio. We are obligated to pay an unused commitment fee equal to 0.50% of the un-utilized 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. If and while a payment event of default exists, we are obligated to pay a per annum default rate of interest of 2.00% above the applicable interest rate on the past due principal amount of the loans outstanding. If and while a bankruptcy or insolvency event of default exists, we are obligated to pay a per annum default rate of interest of 2.00% above the applicable interest rate on all loans outstanding. Interest is due and payable, with respect to base rate loans, on a quarterly basis. Interest is due and payable, with respect to LIBOR loans, on the last day of the applicable interest period, if the interest period is shorter than six months, or on the last day of each three month interval, if the interest period is six months or greater. The Amended Debt Agreement prohibits us from exceeding a maximum consolidated leverage ratio during the term of the Amended Debt Agreement and requires us to maintain a minimum interest coverage ratio. In addition, the Amended Debt Agreement contains certain customary affirmative and negative covenants, including covenants that limit our ability and the ability of our subsidiaries which are parties to the loan agreement to, among other things, grant liens; incur debt; dispose of assets; make loans and investments; make acquisitions; make certain restricted payments; merge or consolidate; and change our business and accounting or reporting practices, in each case subject to customary exceptions for a credit facility of this size and type. As of July 25, 2017 we and our subsidiaries were in compliance with the covenants of the Amended Debt Agreement. The Amended Debt Agreement includes certain customary events of default that include, among other things, non-payment of principal, interest or fees; inaccuracy of representations and warranties; violation of covenants; cross-default on certain other 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 Amended Debt Agreement immediately due and payable, and may exercise the other rights and remedies provided for under the Amended Debt Agreement and related loan documents. As of both June 30, 2017 and December 31, 2016 there were no outstanding balances on our revolving credit facility and the remaining availability was $20.0 million. The short-term and long-term balances of our term loan are as follows (in thousands): June 30, December 31, 2017 2016 Term loan balance $ 70,616 $ 73,594 Less unamortized loan origination costs (1,753) (2,020) Net borrowings 68,863 71,574 Less short-term loan balance (3,228) (4,562) Long-term loan balance $ 65,635 $ 67,012 Interest Expense Interest expense was $ 834,000 and $1.6 million for the three and six months ended June 30, 2017 , respectively, and $797,000 and $1.5 million for the three and six months ended June 30, 2016, respectively. Interest expense in 2017 and 2016 included interest on debt and uncertain tax positions. |
Commitments And Contingencies
Commitments And Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | 11. Commitments and Contingencies Liability Claims Our estimated unreported loss liability was $1.5 million as of both June 30, 2017 and December 31, 2016 . As of June 30, 2017 and December 31, 2016 , the related recoverable insurance amounts were $686,000 and $626,000 , 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 liability as of June 30, 2017 could have been estimated to be as high as $2.9 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. We resumed enrollment into the trial in the fourth quarter of 2016 and, assuming enrollment proceeds as anticipated, we could receive Premarket Approval from the FDA in 2019. As of June 30, 2017 we had $ 1.5 million in prepaid royalties, $2.8 million in net intangible assets, and $1.3 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. |
Shareholders' Equity
Shareholders' Equity | 6 Months Ended |
Jun. 30, 2017 | |
Shareholders' Equity [Abstract] | |
Shareholders' Equity | 12 . Shareholders’ Equity Change in Accounting f or Employee Share-Based Payment s As discussed in Note 1 above, a s a result of the adoption of ASU 2016-09 , we recorded a n et $2 38,000 c umulative-effect adjustment decrease to retained earnings, which included a $379,000 increase to additional paid in capital an d a $1 41,000 increase in deferred tax assets . Common Shares Issued In January 2016 we issued 3,703,699 shares of CryoLife common stock, as part of the consideration for the acquisition of On-X. The stock had a value of $34.6 million as determined on the date of the closing. See Note 4 for further discussion of the On-X acquisition. |
Stock Compensation
Stock Compensation | 6 Months Ended |
Jun. 30, 2017 | |
Stock Compensation [Abstract] | |
Stock Compensation | 13. 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”), performance stock awards (“PSAs”), 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 six months ended June 30, 2017 the Compensation Committee of our Board of Directors (the “Committee”) authorized awards from approved stock incentive plans of RSUs to certain employees and RSAs and PSUs to certain Company officers, which, assuming that performance under the PSUs were to be achieved at target levels, together totaled 312,000 shares and had an aggregate grant date market value of $5.4 million. The PSUs granted in 2017 represent the right to receive from 60% to 150% of the target number of shares of common stock. The performance component of PSU awards granted in 2017 is based on attaining specified levels of adjusted EBITDA, adjusted inventory levels, and trade accounts receivable days sales outstanding, each as defined in the PSU grant documents, for the 2017 calendar year. We currently believe that achievement of the performance component is probable, and we reevaluate this likelihood on a quarterly basis. During the six months ended June 30, 2016 the Committee authorized awards from approved stock incentive plans of RSUs to certain employees and RSAs and PSUs to certain Company officers, which, including PSUs at target levels, together totaled 463,000 shares of common stock and had an aggregate grant date market value of $5.1 million . The PSUs granted in 2016 represented the right to receive from 60% to 150% of the target number of shares of common stock. The performance component of PSU awards granted in 2016 was based on attaining specified levels of adjusted EBITDA, adjusted inventory levels, and trade accounts receivable days sales outstanding, each as defined in the PSU grant documents, for the 2016 calendar year. The PSUs granted in 2016 earned 142% of the target number of shares. The Committee authorized, from approved stock incentive plans, grants of stock options to purchase a total of 260,000 and 384,000 shares to certain Company officers during the six months ended June 30, 2017 and 2016 , respectively. The exercise prices of the options were equal to the closing stock prices on their respective grant dates. Employees purchased common stock totaling 45,000 shares in the three and six months ended June 30, 2017 and 38,000 shares in the three and six months ended June 30, 2016 through the ESPP. Stock Compensation Expense The following weighted ‑average assumptions were used to determine the fair value of options: Three Months Ended Six Months Ended June 30, 2017 June 30, 2017 Stock Options ESPP Options Stock Options ESPP Options Expected life of options N/A 0.5 Years 4.75 Years 0.5 Years Expected stock price volatility N/A 0.35 0.40 0.35 Risk-free interest rate N/A 0.62% 1.87% 0.62% Three Months Ended Six Months Ended June 30, 2016 June 30, 2016 Stock Options ESPP Options Stock Options ESPP Options Expected life of options N/A 0.5 Years 4.75 Years 0.5 Years Expected stock price volatility N/A 0.30 0.40 0.30 Risk-free interest rate N/A 0.49% 1.20% 0.49% 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 Six Months Ended June 30, June 30, 2017 2016 2017 2016 RSA, PSA, RSU, and PSU expense $ 1,532 $ 1,131 $ 2,877 $ 2,219 Stock option and ESPP option expense 578 400 1,096 782 Total stock compensation expense $ 2,110 $ 1,531 $ 3,973 $ 3,001 Included in the total stock compensation expense, as applicable in each period, were expenses related to RSAs, PSAs, 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 $109,000 and $177,000 in the three and six months ended June 30, 2017 , respectively, and $75,000 and $132,000 in the three and six months ended June 30, 2016 , respectively, of the stock compensation expense into our inventory costs and deferred preservation costs. As of June 30, 2017 we had total unrecognized compensation costs of $8.3 million related to RSAs, PSAs, RSUs, and PSUs and $2.5 million related to unvested stock options. As of June 30, 2017 this expense is expected to be recognized over a weighted-average period of 2.3 years for RSUs, 1.6 years for stock options, 1.6 years for RSAs, 1.2 years for PSUs, and 0.2 years for PSAs. |
Income Per Common Share
Income Per Common Share | 6 Months Ended |
Jun. 30, 2017 | |
Income Per Common Share [Abstract] | |
Income Per Common Share | 14 . Income Per Common Share The following table sets forth the computation of basic and diluted income per common share (in thousands, except per share data): Three Months Ended Six Months Ended June 30, June 30, Basic income per common share 2017 2016 2017 2016 Net income $ 3,163 $ 2,347 $ 5,386 $ 4,888 Net income allocated to participating securities (62) (46) (106) (92) Net income allocated to common shareholders $ 3,101 $ 2,301 $ 5,280 $ 4,796 Basic weighted-average common shares outstanding 32,664 32,010 32,552 31,519 Basic income per common share $ 0.09 $ 0.07 $ 0.16 $ 0.15 Three Months Ended Six Months Ended June 30, June 30, Diluted income per common share 2017 2016 2017 2016 Net income $ 3,163 $ 2,347 $ 5,386 $ 4,888 Net income allocated to participating securities (60) (45) (103) (90) Net income allocated to common shareholders $ 3,103 $ 2,302 $ 5,283 $ 4,798 Basic weighted-average common shares outstanding 32,664 32,010 32,552 31,519 Effect of dilutive stock options and awards a 1,150 754 1,187 751 Diluted weighted-average common shares outstanding 33,814 32,764 33,739 32,270 Diluted income per common share $ 0.09 $ 0.07 $ 0.16 $ 0.15 ___________________ a 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 income per common share. Accordingly, stock options to purchase a weighted-average 264,000 and 190,000 shares for the three and six months ended June 30, 2017 , respectively, and 631,000 and 572,000 shares for the three and six months ended June 30, 2016 , respectively, were excluded from the calculation of diluted weighted-average common shares outstanding. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2017 | |
Segment Information [Abstract] | |
Segment Information | 15. 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 ® Surgical Adhesive; BioFoam ® Surgical Matrix; On-X products, since the acquisition of On-X; CardioGenesis cardiac laser therapy; PerClot; PhotoFix; HeRO Graft, through the second quarter of 2016; and ProCol, through the date of the sale of the ProCol product line in the first quarter of 2016. 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 Six Months Ended June 30, June 30, 2017 2016 2017 2016 Revenues: Medical devices $ 30,094 $ 30,045 $ 57,490 $ 57,063 Preservation services 17,724 17,038 35,387 33,036 Total revenues 47,818 47,083 92,877 90,099 Cost of products and preservation services: Medical devices 6,959 7,698 14,976 14,701 Preservation services 7,954 9,084 15,484 17,476 Total cost of products and preservation services 14,913 16,782 30,460 32,177 Gross margin: Medical devices 23,135 22,347 42,514 42,362 Preservation services 9,770 7,954 19,903 15,560 Total gross margin $ 32,905 $ 30,301 $ 62,417 $ 57,922 The following table summarizes net revenues by product and service (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Products: BioGlue and BioFoam $ 16,683 $ 16,187 $ 32,364 $ 31,503 On-X 9,862 9,554 18,722 16,269 CardioGenesis cardiac laser therapy 2,056 1,860 3,641 3,844 PerClot 936 1,042 1,755 2,033 PhotoFix 557 490 1,008 871 HeRO Graft -- 912 -- 2,325 ProCol -- -- -- 218 Total products 30,094 30,045 57,490 57,063 Preservation services: Cardiac tissue 8,477 7,548 15,979 13,976 Vascular tissue 9,247 9,490 19,408 19,060 Total preservation services 17,724 17,038 35,387 33,036 Total revenues $ 47,818 $ 47,083 $ 92,877 $ 90,099 |
Basis Of Presentation (Policy)
Basis Of Presentation (Policy) | 6 Months Ended |
Jun. 30, 2017 | |
Basis Of Presentation [Abstract] | |
Change In Accounting For Employee Share-Based Payment Accounting | Change in Accounting for Employee Share-Based Payments As of January 1, 2017 we made an entity-wide accounting policy election in accordance with ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, (“ASU 2016-09”) to change our accounting policy to account for stock compensation forfeitures in the period awards are forfeited rather than estimating the effect of forfeitures. We elected to make this accounting policy change to simplify the accounting for share-based compensation and believe this method provides a more accurate reflection of periodic share-based compensation cost from the grant date forward. We used the modified retrospective transition method to record a net $238,000 cumulative-effect adjustment decrease to retained earnings for the accounting policy change, which included a $379,000 increase to additional paid in capital and a $141,000 increase in deferred tax assets. Additionally, as of January 1, 2017 and in accordance with the guidance in ASU 2016-09, we made a change to account for excess tax benefits and deficiencies resulting from the settlement or vesting of share-based awards in income tax expense on our Summary Consolidated Statement of Operations and Comprehensive Income, instead of accounting for these effects through additional paid in capital on our Summary Consolidated Balance Sheets. We applied this amendment prospectively and prior periods have not been adjusted. |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Financial Instruments [Abstract] | |
Summary Of Financial Instruments Measured At Fair Value | June 30, 2017 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 370 $ -- $ -- $ 370 Restricted securities: Money market funds 741 -- -- 741 Total assets $ 1,111 $ -- $ -- $ 1,111 December 31, 2016 Level 1 Level 2 Level 3 Total Cash equivalents: Money market funds $ 3,466 $ -- $ -- $ 3,466 Restricted securities: Money market funds 699 -- -- 699 Total assets $ 4,165 $ -- $ -- $ 4,165 |
Cash Equivalents And Restrict23
Cash Equivalents And Restricted Securities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Cash Equivalents And Restricted Securities [Abstract] | |
Summary Of Cash Equivalents And Restricted Securities | Unrealized Estimated Holding Market June 30, 2017 Cost Basis Gains Value Cash equivalents: Money market funds $ 370 $ -- $ 370 Restricted securities: Money market funds 741 -- 741 Unrealized Estimated Holding Market December 31, 2016 Cost Basis Gains Value Cash equivalents: Money market funds $ 3,466 $ -- $ 3,466 Restricted securities: Money market funds 699 -- 699 |
Acquisition Of On-X Life Tech24
Acquisition Of On-X Life Technologies (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Acquisition Of On-X Life Technologies [Abstract] | |
Purchase Price Allocation | Opening Balance Sheet Cash and cash equivalents $ 2,472 Receivables 6,826 Inventories 12,889 Intangible assets 53,950 Goodwill 68,229 Other assets 6,891 Liabilities assumed (23,040) Total purchase price $ 128,217 |
Pro Forma Information | Twelve Months Ended December 31, 2016 2015 Total revenues $ 182,007 $ 179,266 Net income (loss) 17,692 (4,787) Pro forma income (loss) per common share - basic $ 0.54 $ (0.15) Pro forma income (loss) per common share - diluted $ 0.53 $ (0.15) |
Inventories And Deferred Pres25
Inventories And Deferred Preservation Costs (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Inventories And Deferred Preservation Costs [Abstract] | |
Schedule Of Inventories | June 30, December 31, 2017 2016 Raw materials and supplies $ 11,141 $ 9,321 Work-in-process 3,258 3,321 Finished goods 12,138 13,651 Total inventories $ 26,537 $ 26,293 |
Schedule Of Deferred Preservation Costs | June 30, December 31, 2017 2016 Cardiac tissues $ 17,077 $ 15,768 Vascular tissues 16,897 14,920 Total deferred preservation costs $ 33,974 $ 30,688 |
Goodwill And Other Intangible26
Goodwill And Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Other Intangible Assets [Abstract] | |
Schedule Of Carrying Values Of Indefinite Lived Intangible Assets | June 30, December 31, 2017 2016 Goodwill $ 78,294 $ 78,294 Procurement contracts and agreements 2,013 2,013 Trademarks 841 841 |
Schedule Of Gross Carrying Values, Accumulated Amortization, And Approximate Amortization Period Of Definite Lived Intangible Assets | Gross Carrying Accumulated Amortization June 30, 2017 Value Amortization Period Acquired technology $ 38,478 $ 7,062 11 – 22 Years Patents 3,576 2,714 17 Years Distribution and manufacturing rights and know-how 4,059 1,676 11 – 15 Years Customer lists and relationships 29,140 2,840 13 – 22 Years Other 1,370 796 3 Years Gross Carrying Accumulated Amortization December 31, 2016 Value Amortization Period Acquired technology $ 38,478 $ 5,956 11 – 22 Years Patents 3,710 2,702 17 Years Distribution and manufacturing rights and know-how 4,059 1,532 11 – 15 Years Customer lists and relationships 29,140 2,141 13 – 22 Years Non-compete agreement 381 381 10 Years Other 1,262 531 3 Years |
Summary Of Amortization Expense | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Amortization expense $ 1,141 $ 1,156 $ 2,283 $ 2,118 |
Scheduled Amortization Of Intangible Assets For Next Five Years | Remainder of 2017 2018 2019 2020 2021 2022 Amortization expense $ 2,280 $ 4,444 $ 4,102 $ 3,939 $ 3,918 $ 3,390 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt [Abstract] | |
Schedule Of Short-Term And Long-Term Balances Of Term Loan | June 30, December 31, 2017 2016 Term loan balance $ 70,616 $ 73,594 Less unamortized loan origination costs (1,753) (2,020) Net borrowings 68,863 71,574 Less short-term loan balance (3,228) (4,562) Long-term loan balance $ 65,635 $ 67,012 |
Stock Compensation (Tables)
Stock Compensation (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Stock Compensation [Abstract] | |
Schedule Of Weighted-Average Assumptions Used To Determine The Fair Value Of Options | Three Months Ended Six Months Ended June 30, 2017 June 30, 2017 Stock Options ESPP Options Stock Options ESPP Options Expected life of options N/A 0.5 Years 4.75 Years 0.5 Years Expected stock price volatility N/A 0.35 0.40 0.35 Risk-free interest rate N/A 0.62% 1.87% 0.62% Three Months Ended Six Months Ended June 30, 2016 June 30, 2016 Stock Options ESPP Options Stock Options ESPP Options Expected life of options N/A 0.5 Years 4.75 Years 0.5 Years Expected stock price volatility N/A 0.30 0.40 0.30 Risk-free interest rate N/A 0.49% 1.20% 0.49% |
Summary Of Total Stock Compensation Expenses | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 RSA, PSA, RSU, and PSU expense $ 1,532 $ 1,131 $ 2,877 $ 2,219 Stock option and ESPP option expense 578 400 1,096 782 Total stock compensation expense $ 2,110 $ 1,531 $ 3,973 $ 3,001 |
Income Per Common Share (Tables
Income Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Income Per Common Share [Abstract] | |
Computation Of Basic And Diluted Income Per Common Share | Three Months Ended Six Months Ended June 30, June 30, Basic income per common share 2017 2016 2017 2016 Net income $ 3,163 $ 2,347 $ 5,386 $ 4,888 Net income allocated to participating securities (62) (46) (106) (92) Net income allocated to common shareholders $ 3,101 $ 2,301 $ 5,280 $ 4,796 Basic weighted-average common shares outstanding 32,664 32,010 32,552 31,519 Basic income per common share $ 0.09 $ 0.07 $ 0.16 $ 0.15 Three Months Ended Six Months Ended June 30, June 30, Diluted income per common share 2017 2016 2017 2016 Net income $ 3,163 $ 2,347 $ 5,386 $ 4,888 Net income allocated to participating securities (60) (45) (103) (90) Net income allocated to common shareholders $ 3,103 $ 2,302 $ 5,283 $ 4,798 Basic weighted-average common shares outstanding 32,664 32,010 32,552 31,519 Effect of dilutive stock options and awards a 1,150 754 1,187 751 Diluted weighted-average common shares outstanding 33,814 32,764 33,739 32,270 Diluted income per common share $ 0.09 $ 0.07 $ 0.16 $ 0.15 ___________________ a 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 income per common share. Accordingly, stock options to purchase a weighted-average 264,000 and 190,000 shares for the three and six months ended June 30, 2017 , respectively, and 631,000 and 572,000 shares for the three and six months ended June 30, 2016 , respectively, were excluded from the calculation of diluted weighted-average common shares outstanding. |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Information [Abstract] | |
Revenues, Cost Of Products And Services, And Gross Margins For Operating Segments | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Revenues: Medical devices $ 30,094 $ 30,045 $ 57,490 $ 57,063 Preservation services 17,724 17,038 35,387 33,036 Total revenues 47,818 47,083 92,877 90,099 Cost of products and preservation services: Medical devices 6,959 7,698 14,976 14,701 Preservation services 7,954 9,084 15,484 17,476 Total cost of products and preservation services 14,913 16,782 30,460 32,177 Gross margin: Medical devices 23,135 22,347 42,514 42,362 Preservation services 9,770 7,954 19,903 15,560 Total gross margin $ 32,905 $ 30,301 $ 62,417 $ 57,922 |
Summary Of Net Revenues By Product And Service | Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Products: BioGlue and BioFoam $ 16,683 $ 16,187 $ 32,364 $ 31,503 On-X 9,862 9,554 18,722 16,269 CardioGenesis cardiac laser therapy 2,056 1,860 3,641 3,844 PerClot 936 1,042 1,755 2,033 PhotoFix 557 490 1,008 871 HeRO Graft -- 912 -- 2,325 ProCol -- -- -- 218 Total products 30,094 30,045 57,490 57,063 Preservation services: Cardiac tissue 8,477 7,548 15,979 13,976 Vascular tissue 9,247 9,490 19,408 19,060 Total preservation services 17,724 17,038 35,387 33,036 Total revenues $ 47,818 $ 47,083 $ 92,877 $ 90,099 |
Basis Of Presentation (Narrativ
Basis Of Presentation (Narrative) (Details) - Accounting Standards Update 2016-09 [Member] - Impact Of Forfeitures On Compensation Cost [Member] $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Increase to additional paid in capital | $ 379 |
Increase to deferred tax assets | 141 |
Deferred Tax Assets [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative-effect adjustment | 141 |
Retained Earnings [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative-effect adjustment | (238) |
Additional Paid In Capital [Member] | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Cumulative-effect adjustment | $ 379 |
Financial Instruments (Summary
Financial Instruments (Summary Of Financial Instruments Measured At Fair Value) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets | $ 1,111 | $ 4,165 |
Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 370 | 3,466 |
Restricted securities | 741 | 699 |
Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Total assets | 1,111 | 4,165 |
Level 1 [Member] | Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | 370 | 3,466 |
Restricted securities | 741 | 699 |
Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
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] | ||
Total assets | ||
Level 3 [Member] | Money Market Funds [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash equivalents | ||
Restricted securities |
Cash Equivalents And Restrict33
Cash Equivalents And Restricted Securities (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities | $ 741 | $ 741 | $ 699 | ||
Gross realized gains or losses on cash equivalents | 0 | $ 0 | 0 | $ 0 | |
Money Market Funds [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities | 741 | 741 | 699 | ||
Maturity Date Within Three Months [Member] | Money Market Funds [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities | 490 | ||||
Maturity Date Between Three Months And One Year [Member] | Money Market Funds [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities | $ 741 | $ 741 | $ 209 | ||
Minimum [Member] | Maturity Date Between Three Months And One Year [Member] | Money Market Funds [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities maturity period | 3 months | 3 months | |||
Maximum [Member] | Maturity Date Within Three Months [Member] | Money Market Funds [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities maturity period | 3 months | ||||
Maximum [Member] | Maturity Date Between Three Months And One Year [Member] | Money Market Funds [Member] | |||||
Restricted Cash and Cash Equivalents Items [Line Items] | |||||
Restricted securities maturity period | 1 year | 1 year |
Cash Equivalents And Restrict34
Cash Equivalents And Restricted Securities (Summary Of Cash Equivalents And Restricted Securities) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | |
Cash and Cash Equivalents [Line Items] | ||||
Cash Equivalents, Cost Basis | $ 52,507 | $ 56,642 | $ 46,935 | $ 37,588 |
Restricted Securities, Cost Basis | 741 | 699 | ||
Money Market Funds [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash Equivalents, Cost Basis | 370 | 3,466 | ||
Restricted Securities, Cost Basis | 741 | 699 | ||
Unrealized Holding Gains | ||||
Cash Equivalents, Estimated Market Value | 370 | 3,466 | ||
Restricted Securities, Estimated Market Value | $ 741 | $ 699 |
Acquisition Of On-X Life Tech35
Acquisition Of On-X Life Technologies (Narrative) (Details) - On-X Agreement [Member] - USD ($) $ in Thousands | Jan. 20, 2016 | Dec. 22, 2015 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||
Agreement date | Dec. 22, 2015 | ||||
Acquisition price | $ 128,200 | ||||
Close date | Jan. 20, 2016 | ||||
Total purchase price | 128,217 | ||||
Cash consideration | $ 93,600 | ||||
Common shares issued | 3,703,699 | ||||
Common stock consideration | $ 34,600 | ||||
Transaction and integration costs | $ 7,400 | ||||
Escrow deposit, part of payments to acquire business | $ 10,000 | ||||
Revenues | $ 34,200 | ||||
Pro forma tax rate | 38.00% | 38.00% | |||
Plan [Member] | |||||
Business Acquisition [Line Items] | |||||
Acquisition price | $ 130,000 |
Acquisition Of On-X Life Tech36
Acquisition Of On-X Life Technologies (Purchase Price Allocation) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | Jan. 20, 2016 |
Business Acquisition [Line Items] | |||
Goodwill | $ 78,294 | $ 78,294 | |
On-X Agreement [Member] | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 2,472 | ||
Receivables | 6,826 | ||
Inventories | 12,889 | ||
Intangible assets | 53,950 | ||
Goodwill | 68,229 | ||
Other assets | 6,891 | ||
Liabilities assumed | (23,040) | ||
Total purchase price | $ 128,217 |
Acquisition Of On-X Life Tech37
Acquisition Of On-X Life Technologies (Pro Forma Information) (Details) - On-X Agreement [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | ||
Total revenues | $ 182,007 | $ 179,266 |
Net income (loss) | $ 17,692 | $ (4,787) |
Pro forma income (loss) per common share - basic | $ 0.54 | $ (0.15) |
Pro forma income (loss) per common share - diluted | $ 0.53 | $ (0.15) |
Sales Of Business Components (N
Sales Of Business Components (Narrative) (Details) - USD ($) $ in Thousands | Mar. 18, 2016 | Feb. 03, 2016 | Mar. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from divestiture of business | $ 740 | $ 19,795 | |||||
Hancock Jaffe [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Distribution agreement amount of payment | $ 3,400 | ||||||
Inventory received | $ 1,700 | ||||||
HeRO Graft Product Line [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Amount of consideration received from sale of product line | $ 18,500 | ||||||
Proceeds from divestiture of business | $ 740 | $ 17,800 | |||||
Pre-tax gain (loss) on sale business components | $ 8,800 | ||||||
ProCol [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from divestiture of business | 2,000 | ||||||
Pre-tax gain (loss) on sale business components | (845) | ||||||
Remaining prepayments settled | $ 1,700 | ||||||
HeRO Graft And ProCol Product Lines [Member] | Maximum [Member] | Product Lines Concentration Risk [Member] | Total Revenues [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Concentration percentage | 10.00% | ||||||
HeRO Graft And ProCol Product Lines [Member] | Maximum [Member] | Product Lines Concentration Risk [Member] | Long-Lived Assets [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Concentration percentage | 10.00% |
PhotoFix Distribution Agreeme39
PhotoFix Distribution Agreement And Acquisition (Details) - GBI Agreement [Member] $ in Thousands | Apr. 13, 2016USD ($) | Jun. 30, 2017item |
Initial term of contract for distribution rights | 5 years | |
Number of contract renewals | item | 2 | |
Term of contract renewals | 1 year | |
Close date | Apr. 13, 2016 | |
Total purchase price | $ 2,300 | |
Cash consideration | 1,200 | |
Advance consideration | 600 | |
Payment after successful transfer | $ 400 |
Inventories And Deferred Pres40
Inventories And Deferred Preservation Costs (Narrative) (Details) - USD ($) $ in Millions | Jun. 30, 2017 | Dec. 31, 2016 |
Inventory [Line Items] | ||
Consignment inventory | $ 5.4 | $ 4.9 |
Domestic [Member] | ||
Inventory [Line Items] | ||
Consignment inventory percentage | 83.00% | 80.00% |
Foreign [Member] | ||
Inventory [Line Items] | ||
Consignment inventory percentage | 17.00% | 20.00% |
Inventories And Deferred Pres41
Inventories And Deferred Preservation Costs (Schedule Of Inventories) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Inventories And Deferred Preservation Costs [Abstract] | ||
Raw materials and supplies | $ 11,141 | $ 9,321 |
Work-in-process | 3,258 | 3,321 |
Finished goods | 12,138 | 13,651 |
Total inventories | $ 26,537 | $ 26,293 |
Inventories And Deferred Pres42
Inventories And Deferred Preservation Costs (Schedule Of Deferred Preservation Costs) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Total deferred preservation costs | $ 33,974 | $ 30,688 |
Cardiac Tissues [Member] | ||
Total deferred preservation costs | 17,077 | 15,768 |
Vascular Tissues [Member] | ||
Total deferred preservation costs | $ 16,897 | $ 14,920 |
Goodwill And Other Intangible43
Goodwill And Other Intangible Assets (Schedule Of Carrying Values Of Indefinite Lived Intangible Assets)(Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Indefinite-lived Intangible Assets [Line Items] | ||
Goodwill | $ 78,294 | $ 78,294 |
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 | $ 841 | $ 841 |
Goodwill And Other Intangible44
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 | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Acquired Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | $ 38,478 | $ 38,478 |
Accumulated amortization | 7,062 | 5,956 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 3,576 | 3,710 |
Accumulated amortization | 2,714 | 2,702 |
Distribution And Manufacturing Rights And Know-How [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 4,059 | 4,059 |
Accumulated amortization | 1,676 | 1,532 |
Customer Lists And Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 29,140 | 29,140 |
Accumulated amortization | 2,840 | 2,141 |
Non-Compete Agreement [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 381 | |
Accumulated amortization | 381 | |
Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Value | 1,370 | 1,262 |
Accumulated amortization | $ 796 | $ 531 |
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 | 11 years | 11 years |
Minimum [Member] | Customer Lists And Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 13 years | 13 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] | Non-Compete Agreement [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 10 years | |
Maximum [Member] | Other [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 3 years | 3 years |
Goodwill And Other Intangible45
Goodwill And Other Intangible Assets (Summary Of Amortization Expense) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Goodwill And Other Intangible Assets [Abstract] | ||||
Amortization expense | $ 1,141 | $ 1,156 | $ 2,283 | $ 2,118 |
Goodwill And Other Intangible46
Goodwill And Other Intangible Assets (Scheduled Amortization Of Intangible Assets For Next Five Years) (Details) $ in Thousands | Jun. 30, 2017USD ($) |
Goodwill And Other Intangible Assets [Abstract] | |
Remainder of 2017 | $ 2,280 |
2,018 | 4,444 |
2,019 | 4,102 |
2,020 | 3,939 |
2,021 | 3,918 |
2,022 | $ 3,390 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Income Taxes [Abstract] | |||||
Effective income tax rate | 24.00% | 39.00% | 9.00% | 51.00% | |
Provision to return adjustments | $ 532 | $ 1,600 | |||
Valuation allowances against deferred tax assets | 2,200 | 2,200 | $ 2,200 | ||
Net deferred tax asset | $ 148 | $ 148 | |||
Net deferred tax liability | $ 7 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Line of Credit Facility [Line Items] | |||||
Term loan balance | $ 70,616 | $ 70,616 | $ 73,594 | ||
Interest expense | 834 | $ 797 | 1,600 | $ 1,500 | |
Revolving Credit Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility outstanding balance | 0 | 0 | 0 | ||
Credit facility remaining availability | 20,000 | $ 20,000 | $ 20,000 | ||
Revolving Credit Facility [Member] | On-X Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility commitment fee percentage | 0.50% | ||||
Revolving Credit Facility [Member] | On-X Agreement [Member] | Amended Debt Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility aggregate commitments | 20,000 | $ 20,000 | |||
Senior Secured Credit Facility [Member] | On-X Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility aggregate commitments | $ 95,000 | $ 95,000 | |||
Credit facility aggregate interest rate | 4.00% | 4.00% | |||
Credit facility default interest rate | 2.00% | 2.00% | |||
Senior Secured Credit Facility [Member] | Minimum [Member] | On-X Agreement [Member] | Base Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility margin | 1.75% | ||||
Senior Secured Credit Facility [Member] | Minimum [Member] | On-X Agreement [Member] | LIBOR [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility margin | 2.75% | ||||
Senior Secured Credit Facility [Member] | Maximum [Member] | On-X Agreement [Member] | Base Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility margin | 2.75% | ||||
Senior Secured Credit Facility [Member] | Maximum [Member] | On-X Agreement [Member] | LIBOR [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility margin | 3.75% | ||||
Term Loan [Member] | On-X Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Term loan balance | $ 75,000 | $ 75,000 | |||
Credit facility maturity date | Jan. 20, 2021 | ||||
Letter Of Credit Sub-Facility [Member] | On-X Agreement [Member] | Amended Debt Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility aggregate commitments | 4,000 | $ 4,000 | |||
Swing-Line Sub-Facility [Member] | On-X Agreement [Member] | Amended Debt Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility aggregate commitments | $ 3,000 | $ 3,000 | |||
Swing-Line Sub-Facility [Member] | Minimum [Member] | On-X Agreement [Member] | Base Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility margin | 1.75% | ||||
Swing-Line Sub-Facility [Member] | Maximum [Member] | On-X Agreement [Member] | Base Rate [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Credit facility margin | 2.75% |
Debt (Schedule Of Short-Term An
Debt (Schedule Of Short-Term And Long-Term Balances Of Term Loan) (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Debt [Abstract] | ||
Term loan balance | $ 70,616 | $ 73,594 |
Less unamortized loan origination costs | (1,753) | (2,020) |
Net borrowings | 68,863 | 71,574 |
Less short-term loan balance | (3,228) | (4,562) |
Long-term loan balance | $ 65,635 | $ 67,012 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Other Commitments [Line Items] | ||
Deferred rent obligations | $ 3,020 | $ 2,355 |
Unreported loss liability | 1,500 | 1,500 |
Recoverable insurance amounts | 686 | 626 |
Property and equipment, net | 20,694 | $ 18,502 |
PerClot [Member] | ||
Other Commitments [Line Items] | ||
Prepaid royalties | 1,500 | |
Net intangible assets | 2,800 | |
Property and equipment, net | 1,300 | |
Maximum [Member] | ||
Other Commitments [Line Items] | ||
Estimated loss | $ 2,900 | |
Starch Technology Purchase [Member] | ||
Other Commitments [Line Items] | ||
Term of distribution agreement | 15 years | |
Expected future contingent payment amounts to be initially recorded as research and development expense | $ 1,000 | |
Number of notice days | 180 days |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - USD ($) $ in Thousands | Jan. 20, 2016 | Jun. 30, 2017 |
Retained Earnings [Member] | Accounting Standards Update 2016-09 [Member] | Impact Of Forfeitures On Compensation Cost [Member] | ||
Equity, Class of Treasury Stock [Line Items] | ||
Cumulative-effect adjustment | $ (238) | |
Additional Paid In Capital [Member] | Accounting Standards Update 2016-09 [Member] | Impact Of Forfeitures On Compensation Cost [Member] | ||
Equity, Class of Treasury Stock [Line Items] | ||
Cumulative-effect adjustment | 379 | |
On-X Agreement [Member] | ||
Equity, Class of Treasury Stock [Line Items] | ||
Common shares issued | 3,703,699 | |
Common stock value issued in business combination | $ 34,600 | |
Deferred Tax Assets [Member] | Accounting Standards Update 2016-09 [Member] | Impact Of Forfeitures On Compensation Cost [Member] | ||
Equity, Class of Treasury Stock [Line Items] | ||
Cumulative-effect adjustment | $ 141 |
Stock Compensation (Narrative)
Stock Compensation (Narrative) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Employees purchased common stock, shares | 45 | 38 | 45 | 38 | |
Capitalized stock compensation expense | $ 109 | $ 75 | $ 177 | $ 132 | |
ESPP Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
ESPP, percentage of market price for eligible employees | 85.00% | ||||
RSAs, RSUs, And PSUs [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Authorized awards from approved stock incentive plans | 312 | 463 | |||
Aggregate grant date market value | $ 5,400 | $ 5,100 | |||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation costs | 2,500 | $ 2,500 | |||
Expected weighted-average period for recognizing the unrecognized compensation costs, in years | 1 year 7 months 6 days | ||||
RSAs, RSUs, PSUs, And PSAs [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Unrecognized compensation costs | $ 8,300 | $ 8,300 | |||
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 7 months 6 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 | 2 years 3 months 18 days | ||||
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 | 142.00% | ||||
Expected weighted-average period for recognizing the unrecognized compensation costs, in years | 1 year 2 months 12 days | ||||
Performance Stock Awards (PSAs) [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Expected weighted-average period for recognizing the unrecognized compensation costs, in years | 2 months 12 days | ||||
Minimum [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 | 60.00% | 60.00% | |||
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% | 150.00% | |||
Officers [Member] | Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Grants of stock options | 260 | 384 |
Stock Compensation (Schedule Of
Stock Compensation (Schedule Of Weighted-Average Assumptions Used To Determine The Fair Value Of Options) (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life of options | 4 years 9 months | 4 years 9 months | ||
Expected stock price volatility | 0.40% | 0.40% | ||
Risk-free interest rate | 1.87% | 1.20% | ||
ESPP Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life of options | 6 months | 6 months | 6 months | 6 months |
Expected stock price volatility | 0.35% | 0.30% | 0.35% | 0.30% |
Risk-free interest rate | 0.62% | 0.49% | 0.62% | 0.49% |
Stock Compensation (Summary Of
Stock Compensation (Summary Of Total Stock Compensation Expenses) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock compensation expense | $ 2,110 | $ 1,531 | $ 3,973 | $ 3,001 |
RSA, PSA, RSU, And PSU Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock compensation expense | 1,532 | 1,131 | 2,877 | 2,219 |
Stock Option And ESPP Option Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock compensation expense | $ 578 | $ 400 | $ 1,096 | $ 782 |
Income Per Common Share (Comput
Income Per Common Share (Computation Of Basic And Diluted Income Per Common Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Net income | $ 3,163 | $ 2,347 | $ 5,386 | $ 4,888 | |
Net income allocated to participating securities | (62) | (46) | (106) | (92) | |
Net income allocated to common shareholders | $ 3,101 | $ 2,301 | $ 5,280 | $ 4,796 | |
Basic weighted-average common shares outstanding | 32,664 | 32,010 | 32,552 | 31,519 | |
Basic income per common share | $ 0.09 | $ 0.07 | $ 0.16 | $ 0.15 | |
Net income allocated to participating securities, diluted | $ (60) | $ (45) | $ (103) | $ (90) | |
Net income allocated to common shareholders, diluted | $ 3,103 | $ 2,302 | $ 5,283 | $ 4,798 | |
Effect of dilutive stock options and awards | [1] | 1,150 | 754 | 1,187 | 751 |
Diluted weighted-average common shares outstanding | 33,814 | 32,764 | 33,739 | 32,270 | |
Diluted income per common share | $ 0.09 | $ 0.07 | $ 0.16 | $ 0.15 | |
Stock Options [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Antidilutive securities excluded from computation of earnings per share | 264 | 631 | 190 | 572 | |
[1] | 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 income per common share. Accordingly, stock options to purchase a weighted-average 264,000 and 190,000 shares for the three and six months ended June 30, 2017, respectively, and 631,000 and 572,000 shares for the three and six months ended June 30, 2016, respectively, were excluded from the calculation of diluted weighted-average common shares outstanding. |
Segment Information (Revenues,
Segment Information (Revenues, Cost Of Products And Services, And Gross Margins For Operating Segments) (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)segment | Jun. 30, 2016USD ($) | |
Segment Reporting Information [Line Items] | ||||
Number of reportable segments | segment | 2 | |||
Total revenues | $ 47,818 | $ 47,083 | $ 92,877 | $ 90,099 |
Total cost of products and preservation services | 14,913 | 16,782 | 30,460 | 32,177 |
Total gross margin | 32,905 | 30,301 | 62,417 | 57,922 |
Intersegment Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 0 | |||
Operating Segments [Member] | Medical Devices [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 30,094 | 30,045 | 57,490 | 57,063 |
Total cost of products and preservation services | 6,959 | 7,698 | 14,976 | 14,701 |
Total gross margin | 23,135 | 22,347 | 42,514 | 42,362 |
Operating Segments [Member] | Preservation Services [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 17,724 | 17,038 | 35,387 | 33,036 |
Total cost of products and preservation services | 7,954 | 9,084 | 15,484 | 17,476 |
Total gross margin | $ 9,770 | $ 7,954 | $ 19,903 | $ 15,560 |
Segment Information (Summary Of
Segment Information (Summary Of Net Revenues By Product And Service) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Product Information [Line Items] | ||||
Total revenues | $ 47,818 | $ 47,083 | $ 92,877 | $ 90,099 |
BioGlue And BioFoam [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 16,683 | 16,187 | 32,364 | 31,503 |
On-X [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 9,862 | 9,554 | 18,722 | 16,269 |
CardioGenesis Cardiac Laser Therapy [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 2,056 | 1,860 | 3,641 | 3,844 |
PerClot [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 936 | 1,042 | 1,755 | 2,033 |
PhotoFix [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 557 | 490 | 1,008 | 871 |
HeRO Graft [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 912 | 2,325 | ||
ProCol [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 218 | |||
Cardiac Tissues [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 8,477 | 7,548 | 15,979 | 13,976 |
Vascular Tissues [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 9,247 | 9,490 | 19,408 | 19,060 |
Operating Segments [Member] | Total Products [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | 30,094 | 30,045 | 57,490 | 57,063 |
Operating Segments [Member] | Total Preservation Services [Member] | ||||
Product Information [Line Items] | ||||
Total revenues | $ 17,724 | $ 17,038 | $ 35,387 | $ 33,036 |