Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | Apr. 23, 2014 | |
Entity Information [Line Items] | ' | ' |
Entity Registrant Name | 'SPECTRANETICS CORP | ' |
Entity Central Index Key | '0000789132 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Mar-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 41,578,748 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $120,866 | $128,395 |
Trade accounts receivable, less allowance for doubtful accounts and sales returns of $874 and $782, respectively | 27,652 | 26,766 |
Inventories, net | 9,828 | 9,476 |
Deferred income taxes, net | 445 | 445 |
Prepaid expenses and other current assets | 3,489 | 2,748 |
Total current assets | 162,280 | 167,830 |
Property and equipment, net | 28,747 | 28,281 |
Goodwill | 14,846 | 14,846 |
Other intangible assets, net | 5,472 | 5,609 |
Other assets | 612 | 591 |
Total assets | 211,957 | 217,157 |
Current liabilities: | ' | ' |
Accounts payable | 2,183 | 2,587 |
Accrued liabilities | 15,986 | 18,819 |
Deferred revenue | 1,640 | 1,819 |
Total current liabilities | 19,809 | 23,225 |
Accrued liabilities, net of current portion | 1,162 | 1,215 |
Contingent consideration, net of current portion | 1,390 | 1,352 |
Deferred income taxes | 1,449 | 1,365 |
Total liabilities | 23,810 | 27,157 |
Commitments and contingencies (Note 7) | ' | ' |
Stockholders’ equity: | ' | ' |
Preferred stock, $.001 par value; authorized 5,000,000 shares; none issued | 0 | 0 |
Common stock, $.001 par value; authorized 60,000,000 shares; issued and outstanding 41,554,200 and 41,230,286 shares, respectively | 41 | 41 |
Additional paid-in capital | 288,289 | 284,494 |
Accumulated other comprehensive loss | -292 | -305 |
Accumulated deficit | -99,891 | -94,230 |
Total stockholders’ equity | 188,147 | 190,000 |
Total liabilities and stockholders’ equity | $211,957 | $217,157 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Trade accounts receivable, less allowance for doubtful accounts and sales returns | $874 | $782 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, shares issued | 41,554,200 | 41,230,286 |
Common stock, shares outstanding | 41,554,200 | 41,230,286 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations and Comprehensive Loss (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenue | $39,614 | $37,675 |
Cost of products sold | 10,334 | 10,319 |
Gross profit | 29,280 | 27,356 |
Operating expenses: | ' | ' |
Selling, general and administrative | 27,869 | 22,801 |
Research, development and other technology | 6,229 | 5,172 |
Medical device excise tax | 525 | 522 |
Intangible asset amortization | 137 | 164 |
Contingent consideration expense | 38 | 202 |
Total operating expenses | 34,798 | 28,861 |
Operating loss | -5,518 | -1,505 |
Other income (expense): | ' | ' |
Interest income (expense), net | 1 | -4 |
Foreign currency transaction gain (loss) | 3 | -25 |
Total other income (loss) | 4 | -29 |
Loss before income taxes | -5,514 | -1,534 |
Income tax expense (benefit) | 147 | -575 |
Net loss | -5,661 | -959 |
Net loss per share — | ' | ' |
Basic | ($0.14) | ($0.03) |
Diluted | ($0.14) | ($0.03) |
Other comprehensive loss, net of tax | ' | ' |
Foreign currency translation adjustments | 13 | -183 |
Comprehensive loss, net of tax | ($5,648) | ($1,142) |
Weighted average common shares outstanding — | ' | ' |
Basic | 41,353,931 | 34,959,545 |
Diluted | 41,353,931 | 34,959,545 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flows from operating activities: | ' | ' |
Net loss | ($5,661) | ($959) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 2,596 | 2,625 |
Stock-based compensation expense | 1,324 | 819 |
Provision for excess and obsolete inventories | 140 | 135 |
Deferred income taxes | 97 | -670 |
Net change in operating assets and liabilities | -6,855 | -8,327 |
Net cash used in operating activities | -8,359 | -6,377 |
Cash flows from investing activities: | ' | ' |
Capital expenditures | -1,647 | -1,049 |
Acquisition-related payments | 0 | -6,500 |
Net cash used in investing activities | -1,647 | -7,549 |
Cash flows from financing activities: | ' | ' |
Proceeds from the exercise of stock options and employee stock purchase plan | 2,471 | 1,396 |
Net cash provided by financing activities | 2,471 | 1,396 |
Effect of exchange rate changes on cash | 6 | -17 |
Net decrease in cash and cash equivalents | -7,529 | -12,547 |
Cash and cash equivalents at beginning of period | 128,395 | 37,775 |
Cash and cash equivalents at end of period | 120,866 | 25,228 |
Supplemental disclosures of cash flow information: | ' | ' |
Cash paid for interest | 9 | 12 |
Cash paid for income taxes | $84 | $67 |
General_Notes
General (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
General | ' |
GENERAL | |
The accompanying condensed consolidated financial statements include the accounts of The Spectranetics Corporation, a Delaware corporation, and its wholly-owned Dutch subsidiary, Spectranetics International, B.V., including the accounts of the wholly-owned subsidiaries of Spectranetics International, B.V.: Spectranetics II B.V., Spectranetics Deutschland GmbH, Spectranetics Austria GmbH, Spectranetics France SARL, Spectranetics Switzerland GmbH, and Spectranetics Denmark ApS (collectively, the “Company”). All intercompany balances and transactions have been eliminated in consolidation. | |
The Company develops, manufactures, markets, and distributes single-use medical devices used in minimally invasive procedures within the cardiovascular system. The Company’s Vascular Intervention products include a range of laser catheters to ablate blockages in arteries above and below the knee (peripheral atherectomy); support catheters to facilitate crossing of peripheral and coronary arterial blockages, retrograde access and guidewire retrieval devices used in the treatment of peripheral arterial blockages, including chronic total occlusions (crossing solutions); and aspiration and cardiac laser catheters to treat blockages in the heart (coronary atherectomy and thrombectomy). The Company’s Lead Management products include excimer laser sheaths and cardiac lead management accessories for the removal of pacemaker and defibrillator cardiac leads. The Company also sells, rents, and services its CVX-300® laser systems. | |
The Company prepares its condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America. Management must make certain estimates, judgments, and assumptions based upon the information available. These estimates and assumptions affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the periods presented. Significant items subject to such estimates and assumptions include the carrying amount of property and equipment, intangible assets and goodwill, valuation allowances and reserves for receivables, inventories, and deferred income tax assets, contingent consideration liabilities for acquisitions, stock-based compensation expense, estimated clinical trial expenses, accrued estimates for incurred but not reported claims under partially self-insured employee health benefit programs, and loss contingencies, including those related to litigation. Actual results could differ from those estimates. | |
The information included in the accompanying condensed consolidated interim financial statements is unaudited and should be read with the audited financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. In the opinion of management, all adjustments necessary for a fair presentation of the assets, liabilities and results of operations for the interim periods presented have been reflected herein and are of a normal, recurring nature. The results of operations for interim periods are not necessarily indicative of the results to be expected for the entire year. |
Composition_of_Certain_Financi
Composition of Certain Financial Statement Items (Notes) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Balance Sheet Related Disclosures [Abstract] | ' | |||||||
Composition of Certain Financial Statement Items | ' | |||||||
COMPOSITION OF CERTAIN FINANCIAL STATEMENT ITEMS | ||||||||
Inventories | ||||||||
Inventories, net, consisted of the following (in thousands): | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
Raw materials | $ | 4,074 | $ | 4,132 | ||||
Work in process | 2,289 | 1,696 | ||||||
Finished goods | 3,465 | 3,648 | ||||||
$ | 9,828 | $ | 9,476 | |||||
Property and Equipment | ||||||||
Property and equipment, net, consisted of the following (in thousands): | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
Equipment held for rental or loan | $ | 42,746 | $ | 42,949 | ||||
Manufacturing equipment and computers | 26,290 | 24,827 | ||||||
Leasehold improvements | 5,827 | 5,697 | ||||||
Furniture and fixtures | 2,483 | 2,446 | ||||||
Building and improvements | 1,276 | 1,276 | ||||||
Land | 270 | 270 | ||||||
Less: accumulated depreciation and amortization | (50,145 | ) | (49,184 | ) | ||||
$ | 28,747 | $ | 28,281 | |||||
Accrued Liabilities | ||||||||
Accrued liabilities consisted of the following (in thousands): | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
Accrued payroll and employee-related expenses | $ | 8,015 | $ | 11,007 | ||||
Accrued sales, income, and excise taxes | 1,320 | 1,659 | ||||||
Deferred rent | 1,150 | 1,204 | ||||||
Accrued clinical study expense | 1,120 | 872 | ||||||
Accrued royalties | 576 | 571 | ||||||
Accrued legal costs | 537 | 134 | ||||||
Employee stock purchase plan liability | 533 | 801 | ||||||
Contingent consideration, current portion | 500 | 500 | ||||||
Other accrued expenses | 3,397 | 3,286 | ||||||
Less: long-term portion | (1,162 | ) | (1,215 | ) | ||||
Accrued liabilities: current portion | $ | 15,986 | $ | 18,819 | ||||
StockBased_Compensation_Notes
Stock-Based Compensation (Notes) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||
Stock-Based Compensation | ' | ||||||||||||
STOCK-BASED COMPENSATION | |||||||||||||
The Company maintains stock option plans that provide for the grant of incentive stock options, nonqualified stock options, restricted stock awards, restricted stock units, and stock appreciation rights. The plans provide that stock options may be granted with exercise prices not less than the fair value at the date of grant. Options granted through March 31, 2014 generally vest over four years and expire ten years from the date of grant. Restricted stock awards granted to non-employee members of the Board of Directors vest over one year. Restricted stock units granted to certain officers of the Company vest over four years. At March 31, 2014, there were 1.1 million shares available for future issuance under these plans. | |||||||||||||
Valuation and Expense Information | |||||||||||||
The Company recognized stock-based compensation expense of $1.3 million and $0.8 million for the three months ended March 31, 2014 and 2013, respectively. This expense consisted of compensation expense related to (1) employee stock options based on the value of share-based payment awards, (2) restricted stock awards issued to the Company’s directors, (3) restricted stock units issued to certain of the Company’s officers, and (4) the estimated fair value of shares expected to be issued under the Company’s employee stock purchase plan. Stock-based compensation expense is recognized based on awards ultimately expected to vest and is reduced for estimated forfeitures. The Company recognizes compensation expense for these awards on a straight-line basis over the service period. | |||||||||||||
For all options not subject to a market condition, the fair value of each share option award is estimated on the date of grant using the Black-Scholes pricing model based on assumptions noted in the following table. The Company’s employee stock options have various restrictions, including vesting provisions and restrictions on transfers, hedging and pledging, among others, and are often exercised prior to their contractual expiration. Expected volatilities used in the fair value estimate are based on the historical volatility of the Company’s common stock. The Company uses historical data to estimate share option exercises, expected term and employee departure behavior used in the Black-Scholes pricing model. The risk-free rate for periods within the contractual term of the share option is based on the U.S. Treasury yield in effect at the time of grant. The following is a summary of the assumptions used for the stock options granted during the three months ended March 31, 2014 and 2013, respectively, using the Black-Scholes pricing model: | |||||||||||||
Three Months Ended | |||||||||||||
March 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Expected life (years) | 5.77 | 5.86 | |||||||||||
Risk-free interest rate | 1.73 | % | 0.77 | % | |||||||||
Expected volatility | 63.8 | % | 65.66 | % | |||||||||
Expected dividend yield | — | — | |||||||||||
The weighted average grant date fair value of options granted during the three months ended March 31, 2014 and 2013 was $15.05 and $10.01, respectively. | |||||||||||||
The following table summarizes stock option activity during the three months ended March 31, 2014: | |||||||||||||
Shares | Weighted | Weighted Avg. | Aggregate Intrinsic | ||||||||||
Average | Remaining | Value | |||||||||||
Exercise Price | Contractual Term | ||||||||||||
(In Years) | |||||||||||||
Options outstanding at January 1, 2014 | 3,153,234 | $ | 9.72 | ||||||||||
Granted | 31,200 | 26.02 | |||||||||||
Exercised | (279,067 | ) | 6.11 | ||||||||||
Canceled | (1,608 | ) | 5.11 | ||||||||||
Options outstanding at March 31, 2014 | 2,903,759 | $ | 10.24 | 7.2 | $ | 58,265,652 | |||||||
Options exercisable at March 31, 2014 | 1,521,217 | $ | 6.99 | 5.92 | $ | 35,468,856 | |||||||
The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on the Company’s stock price of $30.31 as of March 31, 2014, which would have been received by the option holders had all option holders exercised their options as of that date. In-the-money options exercisable as of March 31, 2014 totaled approximately 1.5 million, as all options exercisable were in the money as of that date. The total intrinsic value of options exercised was $6.5 million and $1.9 million during the three months ended March 31, 2014 and 2013, respectively. | |||||||||||||
No restricted stock awards or restricted stock units were awarded or vested during the three months ended March 31, 2014. The balance of unvested restricted stock awards was 22,190 and the balance of unvested restricted stock units was 158,622 as of March 31, 2014. | |||||||||||||
As of March 31, 2014, there was $8.9 million of total unrecognized compensation expense related to non-vested share-based compensation arrangements granted under the Company’s stock option plans. This expense is based on an assumed future forfeiture rate of approximately 12.50% per year for Company employees and is expected to be recognized over a weighted-average period of approximately 2.5 years. | |||||||||||||
Employee Stock Purchase Plan | |||||||||||||
In June 2010, the Company’s stockholders approved The Spectranetics Corporation 2010 Employee Stock Purchase Plan (“ESPP”). The ESPP, as amended in 2012, provides for the sale of up to 700,000 shares of common stock to eligible employees, limited to the lesser of 2,500 shares per employee per six-month period or a fair market value of $25,000 per employee per calendar year. Stock purchased under the ESPP is restricted from sale for one year following the date of purchase. Stock can be purchased from amounts accumulated through payroll deductions during each six-month period. The purchase price is equal to 85% of the lower of the fair market value of the Company’s common stock at the beginning or end of the respective six-month offering period. This discount does not exceed the maximum discount rate permitted for plans of this type under Section 423 of the Internal Revenue Code of 1986, as amended. The ESPP is compensatory for financial reporting purposes. At March 31, 2014, there were 0.3 million shares available for future issuance under this plan. | |||||||||||||
The fair value of the offerings under the ESPP is determined on the first day of the semi-annual purchase period using the Black-Scholes option-pricing model. The expected term of six months was based upon the offering period of the ESPP. Expected volatility was determined based on the historical volatility from daily share price observations for the Company’s stock covering a period commensurate with the expected term of the ESPP. The risk-free interest rate was based on the six-month U.S. Treasury daily yield rate. The expected dividend yield was based on the Company’s historical practice of electing not to pay dividends to its stockholders. For the three months ended March 31, 2014 and 2013, the Company recognized $122,000 and $90,000, respectively, of compensation expense related to the ESPP. |
Net_Loss_Per_Share_Notes
Net Loss Per Share (Notes) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Earnings Per Share [Abstract] | ' | |||||||
Net Loss Per Share | ' | |||||||
NET LOSS PER SHARE | ||||||||
Basic net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding (excluding restricted shares). Shares issued during the period and shares reacquired during the period are weighted for the portion of the period they were outstanding. Diluted net loss per share is computed in a manner consistent with that of basic net loss per share while giving effect to all potentially dilutive common shares outstanding during the period, which include the assumed exercise of stock options and the assumed vesting of restricted stock using the treasury stock method. | ||||||||
Diluted net loss per share was the same as basic net loss per share for the three months ended March 31, 2014 and March 31, 2013, as shares issuable upon the exercise of stock options and the vesting of restricted stock were anti-dilutive as a result of the net losses incurred for each period. As a result, stock options and restricted stock outstanding representing 2.2 million and 1.9 million shares as of March 31, 2014 and March 31, 2013, respectively, were excluded from the computation of diluted net income per share because their inclusion would have been anti-dilutive. | ||||||||
A summary of the net loss per share calculation is shown below for the periods indicated: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
Net loss | $ | (5,661 | ) | $ | (959 | ) | ||
Common shares outstanding: | ||||||||
Historical common shares outstanding at beginning of period | 41,208,096 | 34,839,131 | ||||||
Weighted average common shares issued | 145,835 | 120,414 | ||||||
Weighted average common shares outstanding — basic | 41,353,931 | 34,959,545 | ||||||
Effect of dilution — stock options | — | — | ||||||
Weighted average common shares outstanding — diluted | 41,353,931 | 34,959,545 | ||||||
Net loss per share — basic | $ | (0.14 | ) | $ | (0.03 | ) | ||
Net loss per share — diluted | $ | (0.14 | ) | $ | (0.03 | ) |
Segment_Reporting_Notes
Segment Reporting (Notes) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Segment Reporting [Abstract] | ' | |||||||
Segment Reporting | ' | |||||||
SEGMENT REPORTING | ||||||||
The Company operates in one line of business consisting of developing, manufacturing, marketing, and distributing a proprietary excimer laser system and disposable products to treat certain vascular and coronary conditions. | ||||||||
Within this line of business, the Company has identified two geographic operating segments: (1) U.S. Medical and (2) International Medical. U.S. Medical and International Medical offer the same products and services but operate in different geographic regions, have different distribution networks, and different regulatory environments. The Company aggregates its two product lines, Vascular Intervention and Lead Management, based on their similar economic, operational, and regulatory characteristics. | ||||||||
Additional information regarding each operating segment is discussed below. | ||||||||
U. S. Medical | ||||||||
This segment includes customers in the United States and Canada. Products offered by this segment include single-use medical devices used in minimally invasive procedures within the cardiovascular system, including fiber-optic devices and non-fiber-optic products (disposables), an excimer laser system (equipment), and the service of the excimer laser system (service). The Company is subject to product approvals from the U.S. Food and Drug Administration (“FDA”) and Health Canada. The Company’s products are used in multiple vascular procedures, including peripheral atherectomy, crossing arterial blockages, coronary atherectomy and thrombectomy, and the removal of cardiac lead wires from patients with pacemakers and cardiac defibrillators. | ||||||||
U.S. Medical is also corporate headquarters for the Company. All manufacturing, research and development, and corporate administrative functions are performed within this operating segment. For the three months ended March 31, 2014 and 2013, a portion of research, development and other technology expenses, and general and administrative expenses incurred in the U.S. has been allocated to International Medical based on a percentage of revenue because these expenses support the Company’s ability to generate revenue within the International Medical segment. | ||||||||
Manufacturing activities are performed entirely within the U.S. Medical segment. Revenue associated with intersegment product transfers to International Medical was $1.7 million and $1.6 million for the three months ended March 31, 2014 and 2013, respectively. Revenue is based upon transfer prices, which provide for intersegment profit eliminated upon consolidation. | ||||||||
International Medical | ||||||||
The International Medical segment has its headquarters in the Netherlands, and serves Europe and the Middle East, Latin America (including Puerto Rico), Japan, and the Pacific Rim. Products offered by this segment are substantially the same as those offered by U.S. Medical. The Company is subject to product approvals from various international regulatory bodies. The International Medical segment is engaged primarily in distribution activities, with no manufacturing or product development functions. Certain U.S.-incurred research, development and other technology expenses, and general and administrative expenses have been allocated to International Medical based on a percentage of revenue because these expenses support the Company’s ability to generate revenue within the International Medical segment. | ||||||||
Summary financial information relating to operating segment operations is shown below. Intersegment transfers as well as intercompany assets and liabilities are excluded from the information provided (in thousands): | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
Revenue: | ||||||||
U.S. Medical: | ||||||||
Disposable products | $ | 28,582 | $ | 26,949 | ||||
Service and other, net of allowance for sales returns | 2,236 | 2,508 | ||||||
Equipment sales and rentals | 954 | 1,334 | ||||||
Subtotal | 31,772 | 30,791 | ||||||
International Medical: | ||||||||
Disposable products | 5,909 | 5,323 | ||||||
Service and other, net of allowance for sales returns | 533 | 370 | ||||||
Equipment sales and rentals | 1,400 | 1,191 | ||||||
Subtotal | 7,842 | 6,884 | ||||||
Total revenue | $ | 39,614 | $ | 37,675 | ||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
Segment operating (loss) income: | ||||||||
U.S. Medical | $ | (5,382 | ) | $ | (1,921 | ) | ||
International Medical | (136 | ) | 416 | |||||
Total operating loss | $ | (5,518 | ) | $ | (1,505 | ) | ||
As of March 31, 2014 | As of December 31, 2013 | |||||||
Segment assets: | ||||||||
U.S. Medical | $ | 193,429 | $ | 198,639 | ||||
International Medical | 18,528 | 18,518 | ||||||
Total assets | $ | 211,957 | $ | 217,157 | ||||
For the three months ended March 31, 2014 and 2013, no individual customer represented 10% or more of consolidated revenue. No individual countries, other than the United States, represented at least 10% of consolidated revenue for the three months ended March 31, 2014 or 2013. | ||||||||
Revenue by Product Line | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Revenue | ||||||||
Disposable products revenue: | ||||||||
Vascular intervention | $ | 20,021 | $ | 17,193 | ||||
Lead management | 14,470 | 15,079 | ||||||
Total disposable products revenue | 34,491 | 32,272 | ||||||
Service and other, net of allowance for sales returns | 2,769 | 2,878 | ||||||
Equipment sales and rentals | 2,354 | 2,525 | ||||||
Total revenue | 39,614 | 37,675 | ||||||
Income_Taxes_Notes
Income Taxes (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
INCOME TAXES | |
The Company maintains a valuation allowance for substantially all of its deferred tax assets, including its U.S. net operating losses, and therefore does not expect to incur a current U.S. federal tax expense or benefit against its pretax income during the year ending December 31, 2014. The Company does, however, expect to incur current state and foreign tax expense during the year. In addition, the Company expects to incur deferred U.S. federal and state tax expense in 2014, representing a deferred tax liability related to the difference between tax and book accounting for its goodwill, which is amortized over 15 years for tax purposes but not amortized for book purposes. | |
The Company’s ability to realize the benefit of its deferred tax assets in future periods will depend on the generation of future taxable income and tax planning strategies. Due to the Company’s history of losses and its planned near-term investments in its growth, the Company has recorded a full valuation allowance against substantially all of its deferred tax assets. The Company does not expect to reduce the valuation allowance against its deferred tax assets to below 100% of its gross amount until it has a sufficient historical trend of taxable income and can predict future income with a higher degree of certainty. |
Commitments_and_Contingencies_
Commitments and Contingencies (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
COMMITMENTS AND CONTINGENCIES | |
Indemnification of Former Officer | |
The Company is obligated to indemnify its present and former directors and officers against certain losses and to advance their reasonable legal defense expenses, including in connection with a federal investigation. The Company maintains insurance for claims of this nature, which does not apply in all such circumstances, may be denied, or may not be adequate to cover the legal costs or any settlement or judgment for those proceedings. | |
The Company has an indemnification obligation with one former officer charged in connection with a previous federal investigation of the Company. In February 2012, a trial resulted in the acquittal of the defendant on all charges except for one count of making false statements to federal investigators. The sentencing hearing for this defendant occurred in May 2012, and in June 2012, the defendant filed a notice of appeal. The Company paid its indemnification obligations through the trial during 2012. In January 2014, the appellate court upheld the conviction on the one charge. In February 2014, the appellate court denied the defendant’s motion for a rehearing. Additional expenses may be incurred in future periods depending upon the success or failure of any further appeal to the U.S. Supreme Court, particularly if a successful appeal results in the order of a new trial. | |
Litigation | |
The Company is from time to time subject to, and is presently involved in, various pending or threatened legal actions and proceedings, including those that arise in the ordinary course of its business. The Company does not expect any currently pending or threatened legal actions to have a material adverse effect on its business. Such matters are subject to many uncertainties and outcomes, the financial impacts of which are not predictable with assurance and that may not be known for extended periods of time. The Company records a liability in its consolidated financial statements for costs related to claims, settlements, and judgments, where management has assessed that a loss is probable and an amount can be reasonably estimated. The costs associated with legal proceedings that may be commenced could have a material adverse effect on the Company’s future consolidated results of operations, financial position, or cash flows. |
Composition_of_Certain_Financi1
Composition of Certain Financial Statement Items (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Balance Sheet Related Disclosures [Abstract] | ' | |||||||
Schedule of Inventory, Current | ' | |||||||
Inventories, net, consisted of the following (in thousands): | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
Raw materials | $ | 4,074 | $ | 4,132 | ||||
Work in process | 2,289 | 1,696 | ||||||
Finished goods | 3,465 | 3,648 | ||||||
$ | 9,828 | $ | 9,476 | |||||
Property, Plant and Equipment | ' | |||||||
Property and equipment, net, consisted of the following (in thousands): | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
Equipment held for rental or loan | $ | 42,746 | $ | 42,949 | ||||
Manufacturing equipment and computers | 26,290 | 24,827 | ||||||
Leasehold improvements | 5,827 | 5,697 | ||||||
Furniture and fixtures | 2,483 | 2,446 | ||||||
Building and improvements | 1,276 | 1,276 | ||||||
Land | 270 | 270 | ||||||
Less: accumulated depreciation and amortization | (50,145 | ) | (49,184 | ) | ||||
$ | 28,747 | $ | 28,281 | |||||
Schedule of Accrued Liabilities | ' | |||||||
Accrued liabilities consisted of the following (in thousands): | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
Accrued payroll and employee-related expenses | $ | 8,015 | $ | 11,007 | ||||
Accrued sales, income, and excise taxes | 1,320 | 1,659 | ||||||
Deferred rent | 1,150 | 1,204 | ||||||
Accrued clinical study expense | 1,120 | 872 | ||||||
Accrued royalties | 576 | 571 | ||||||
Accrued legal costs | 537 | 134 | ||||||
Employee stock purchase plan liability | 533 | 801 | ||||||
Contingent consideration, current portion | 500 | 500 | ||||||
Other accrued expenses | 3,397 | 3,286 | ||||||
Less: long-term portion | (1,162 | ) | (1,215 | ) | ||||
Accrued liabilities: current portion | $ | 15,986 | $ | 18,819 | ||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | ' | ||||||||||||
The following is a summary of the assumptions used for the stock options granted during the three months ended March 31, 2014 and 2013, respectively, using the Black-Scholes pricing model: | |||||||||||||
Three Months Ended | |||||||||||||
March 31, | |||||||||||||
2014 | 2013 | ||||||||||||
Expected life (years) | 5.77 | 5.86 | |||||||||||
Risk-free interest rate | 1.73 | % | 0.77 | % | |||||||||
Expected volatility | 63.8 | % | 65.66 | % | |||||||||
Expected dividend yield | — | — | |||||||||||
Schedule of Share-based Compensation, Stock Options, Activity | ' | ||||||||||||
The following table summarizes stock option activity during the three months ended March 31, 2014: | |||||||||||||
Shares | Weighted | Weighted Avg. | Aggregate Intrinsic | ||||||||||
Average | Remaining | Value | |||||||||||
Exercise Price | Contractual Term | ||||||||||||
(In Years) | |||||||||||||
Options outstanding at January 1, 2014 | 3,153,234 | $ | 9.72 | ||||||||||
Granted | 31,200 | 26.02 | |||||||||||
Exercised | (279,067 | ) | 6.11 | ||||||||||
Canceled | (1,608 | ) | 5.11 | ||||||||||
Options outstanding at March 31, 2014 | 2,903,759 | $ | 10.24 | 7.2 | $ | 58,265,652 | |||||||
Options exercisable at March 31, 2014 | 1,521,217 | $ | 6.99 | 5.92 | $ | 35,468,856 | |||||||
Net_Loss_Per_Share_Tables
Net Loss Per Share (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Earnings Per Share [Abstract] | ' | |||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | |||||||
A summary of the net loss per share calculation is shown below for the periods indicated: | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
Net loss | $ | (5,661 | ) | $ | (959 | ) | ||
Common shares outstanding: | ||||||||
Historical common shares outstanding at beginning of period | 41,208,096 | 34,839,131 | ||||||
Weighted average common shares issued | 145,835 | 120,414 | ||||||
Weighted average common shares outstanding — basic | 41,353,931 | 34,959,545 | ||||||
Effect of dilution — stock options | — | — | ||||||
Weighted average common shares outstanding — diluted | 41,353,931 | 34,959,545 | ||||||
Net loss per share — basic | $ | (0.14 | ) | $ | (0.03 | ) | ||
Net loss per share — diluted | $ | (0.14 | ) | $ | (0.03 | ) |
Segment_Reporting_Tables
Segment Reporting (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Segment Reporting [Abstract] | ' | |||||||
Schedule of Revenue by Reporting Segments | ' | |||||||
Summary financial information relating to operating segment operations is shown below. Intersegment transfers as well as intercompany assets and liabilities are excluded from the information provided (in thousands): | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
Revenue: | ||||||||
U.S. Medical: | ||||||||
Disposable products | $ | 28,582 | $ | 26,949 | ||||
Service and other, net of allowance for sales returns | 2,236 | 2,508 | ||||||
Equipment sales and rentals | 954 | 1,334 | ||||||
Subtotal | 31,772 | 30,791 | ||||||
International Medical: | ||||||||
Disposable products | 5,909 | 5,323 | ||||||
Service and other, net of allowance for sales returns | 533 | 370 | ||||||
Equipment sales and rentals | 1,400 | 1,191 | ||||||
Subtotal | 7,842 | 6,884 | ||||||
Total revenue | $ | 39,614 | $ | 37,675 | ||||
Reconciliation of Operating Profit (Loss) from Segments to Consolidated | ' | |||||||
Three Months Ended | ||||||||
March 31, | ||||||||
2014 | 2013 | |||||||
Segment operating (loss) income: | ||||||||
U.S. Medical | $ | (5,382 | ) | $ | (1,921 | ) | ||
International Medical | (136 | ) | 416 | |||||
Total operating loss | $ | (5,518 | ) | $ | (1,505 | ) | ||
Reconciliation of Assets from Segment to Consolidated | ' | |||||||
As of March 31, 2014 | As of December 31, 2013 | |||||||
Segment assets: | ||||||||
U.S. Medical | $ | 193,429 | $ | 198,639 | ||||
International Medical | 18,528 | 18,518 | ||||||
Total assets | $ | 211,957 | $ | 217,157 | ||||
Revenue from External Customers by Products and Services | ' | |||||||
Revenue by Product Line | ||||||||
Three Months Ended | ||||||||
March 31, | ||||||||
(in thousands) | 2014 | 2013 | ||||||
Revenue | ||||||||
Disposable products revenue: | ||||||||
Vascular intervention | $ | 20,021 | $ | 17,193 | ||||
Lead management | 14,470 | 15,079 | ||||||
Total disposable products revenue | 34,491 | 32,272 | ||||||
Service and other, net of allowance for sales returns | 2,769 | 2,878 | ||||||
Equipment sales and rentals | 2,354 | 2,525 | ||||||
Total revenue | 39,614 | 37,675 | ||||||
Composition_of_Certain_Financi2
Composition of Certain Financial Statement Items (Inventories) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Balance Sheet Related Disclosures [Abstract] | ' | ' |
Raw materials | $4,074 | $4,132 |
Work in process | 2,289 | 1,696 |
Finished goods | 3,465 | 3,648 |
Inventory, net | $9,828 | $9,476 |
Composition_of_Certain_Financi3
Composition of Certain Financial Statement Items (Property and Equipment) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Less: accumulated depreciation and amortization | ($50,145) | ($49,184) |
Property and equipment, net | 28,747 | 28,281 |
Equipment held for rental or loan | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 42,746 | 42,949 |
Manufacturing equipment and computers | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 26,290 | 24,827 |
Leasehold improvements | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 5,827 | 5,697 |
Furniture and fixtures | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 2,483 | 2,446 |
Building and improvements | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | 1,276 | 1,276 |
Land | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $270 | $270 |
Composition_of_Certain_Financi4
Composition of Certain Financial Statement Items (Accrued Liabilities) (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities, Current [Abstract] | ' | ' |
Accrued payroll and employee-related expenses | $8,015 | $11,007 |
Accrued sales, income, and excise taxes | 1,320 | 1,659 |
Deferred rent | 1,150 | 1,204 |
Accrued clinical study expense | 1,120 | 872 |
Accrued royalties | 576 | 571 |
Accrued legal costs | 537 | 134 |
Employee stock purchase plan liability | 533 | 801 |
Contingent consideration, current portion | 500 | 500 |
Other accrued expenses | 3,397 | 3,286 |
Less: long-term portion | -1,162 | -1,215 |
Accrued liabilities: current portion | $15,986 | $18,819 |
StockBased_Compensation_Narrat
Stock-Based Compensation (Narrative) (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Allocated share-based compensation expense | $1,300,000 | $800,000 |
Unrecognized compensation expense | 8,900,000 | ' |
Weighted-average recognition period | '2 years 6 months 7 days | ' |
Stock Options | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Award vesting period | '4 years | ' |
Award expiration period | '10 years | ' |
Restricted Stock | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Award vesting period | '1 year | ' |
Restricted Stock Units (RSUs) | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Award vesting period | '4 years | ' |
Common Stock | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Share price | $30.31 | ' |
Estimated forfeiture rate | 12.50% | ' |
Common Stock | Stock Options | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Weighted average grant date fair value of options | $15.05 | $10.01 |
In-the-money options exercisable amount | 1,500,000 | ' |
Total intrinsic value of options exercised | 6,500,000 | 1,900,000 |
Expected term | '5 years 9 months 7 days | '5 years 10 months 10 days |
Common Stock | Restricted Stock | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted stock awards/units granted | 0 | ' |
Restricted stock awards/units vested | 0 | ' |
Restricted stock awards/units outstanding | 22,190 | ' |
Common Stock | Restricted Stock Units (RSUs) | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Restricted stock awards/units granted | 0 | ' |
Restricted stock awards/units vested | 0 | ' |
Restricted stock awards/units outstanding | 158,622 | ' |
Common Stock | Spectranetics Corporation 2006 Incentive Award Plan | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares available for future issuance | 1,100,000 | ' |
Common Stock | ESPP | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Shares available for future issuance | 300,000 | ' |
Allocated share-based compensation expense | 122,000 | 90,000 |
Number of shares authorized | 700,000 | ' |
Maximum number of shares per employee | 2,500 | ' |
Maximum fair value per employee | $25,000 | ' |
Purchase price of common stock, percent | 85.00% | ' |
Expected term | '6 months | ' |
StockBased_Compensation_Summar
Stock-Based Compensation (Summary of Assumptions Used) (Details) (Stock Options, Common Stock) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Stock Options | Common Stock | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Expected life (years) | '5 years 9 months 7 days | '5 years 10 months 10 days |
Risk-free interest rate | 1.73% | 0.77% |
Expected volatility | 63.80% | 65.66% |
Expected dividend yield | 0.00% | 0.00% |
StockBased_Compensation_Weight
Stock-Based Compensation (Weighted Average Grant Date Fair Value) (Details) (Common Stock, USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Common Stock | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ' |
Options outstanding at January 1, 2014 | 3,153,234 |
Granted (shares) | 31,200 |
Exercised (shares) | -279,067 |
Canceled (shares) | -1,608 |
Options outstanding at March 31, 2014 | 2,903,759 |
Options exercisable at March 31, 2014 | 1,521,217 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ' |
Options outstanding at January 1, 2014, weighted average exercise price | $9.72 |
Granted, weighted average exercise price | $26.02 |
Exercised, weighted average exercise price | $6.11 |
Canceled, weighted average exercise price | $5.11 |
Options outstanding at March 31, 2014, weighted average exercise price | $10.24 |
Options exercisable at March 31, 2014, weighted average exercise price | $6.99 |
Options outstanding at March 31, 2014, weighted average remaining contractual term (in years) | '7 years 2 months 12 days |
Options exercisable at March 31, 2014, weighted average remaining contractual term (in years) | '5 years 11 months 1 day |
Options outstanding at March 31, 2014, aggregate intrinsic value | $58,265,652 |
Options exercisable at March 31, 2014, aggregate intrinsic value | $35,468,856 |
Net_Loss_Per_Share_Details
Net Loss Per Share (Details) (USD $) | 3 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Antidilutive securities excluded from computation of earnings per share, Amount | 2,200,000 | 1,900,000 | ' | ' |
Earnings Per Share Reconciliation [Abstract] | ' | ' | ' | ' |
Net loss | ($5,661) | ($959) | ' | ' |
Historical common shares outstanding at beginning of period | ' | ' | 41,208,096 | 34,839,131 |
Weighted average common shares issued | 145,835 | 120,414 | ' | ' |
Weighted average common shares outstanding — basic | 41,353,931 | 34,959,545 | ' | ' |
Effect of dilution — stock options | 0 | 0 | ' | ' |
Weighted average common shares outstanding — diluted | 41,353,931 | 34,959,545 | ' | ' |
Net loss per share — basic | ($0.14) | ($0.03) | ' | ' |
Net loss per share — diluted | ($0.14) | ($0.03) | ' | ' |
Segment_Reporting_Narrative_De
Segment Reporting (Narrative) (Details) (USD $) | 3 Months Ended | |
In Millions, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' |
Number of Lines of Business | 1 | ' |
Number of Reportable Segments | 2 | ' |
Number of Product Lines | 2 | ' |
Sales Revenue | Customer Concentration Risk | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Number of Customers | '0 | '0 |
Sales Revenue | Geographic Concentration Risk | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Number of Customers | '0 | '0 |
U.S. Medical | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Segment Reporting Information, Intersegment Revenue | 1.7 | 1.6 |
Segment_Reporting_Revenue_by_P
Segment Reporting (Revenue by Product Line) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | $39,614 | $37,675 |
Disposable Products | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 34,491 | 32,272 |
Disposable Products | Vascular intervention | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 20,021 | 17,193 |
Disposable Products | Lead management | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 14,470 | 15,079 |
Service and other, net of allowance for sales returns | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 2,769 | 2,878 |
Equipment sales and rentals | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 2,354 | 2,525 |
U.S. Medical | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 31,772 | 30,791 |
U.S. Medical | Disposable Products | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 28,582 | 26,949 |
U.S. Medical | Service and other, net of allowance for sales returns | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 2,236 | 2,508 |
U.S. Medical | Equipment sales and rentals | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 954 | 1,334 |
International Medical | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 7,842 | 6,884 |
International Medical | Disposable Products | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 5,909 | 5,323 |
International Medical | Service and other, net of allowance for sales returns | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | 533 | 370 |
International Medical | Equipment sales and rentals | ' | ' |
Revenue from External Customer [Line Items] | ' | ' |
Revenue | $1,400 | $1,191 |
Segment_Reporting_Segment_Repo
Segment Reporting (Segment Reporting) (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Segments, Geographical Areas [Abstract] | ' | ' | ' |
Operating (loss) income | ($5,518) | ($1,505) | ' |
Assets | 211,957 | ' | 217,157 |
U.S. Medical | ' | ' | ' |
Segments, Geographical Areas [Abstract] | ' | ' | ' |
Operating (loss) income | -5,382 | -1,921 | ' |
Assets | 193,429 | ' | 198,639 |
International Medical | ' | ' | ' |
Segments, Geographical Areas [Abstract] | ' | ' | ' |
Operating (loss) income | -136 | 416 | ' |
Assets | $18,528 | ' | $18,518 |
Income_Tax_Disclosure_Details
Income Tax Disclosure (Details) | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Goodwill Amortization Period, Tax Purposes | '15 years |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (Indemnification Agreement, Former Employee) | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2014 | Feb. 29, 2012 | Mar. 31, 2014 | |
Claims | Claims | Defendants | |
Indemnification Agreement | Former Employee | ' | ' | ' |
Loss Contingencies [Line Items] | ' | ' | ' |
Number of Defendants | ' | ' | 1 |
Adverse Judgments | 1 | 1 | ' |