OMNICELL, INC, 10-Q filed on 5/9/2022
Quarterly Report
v3.22.1
Cover - shares
 3 Months Ended
Mar. 31, 2022
Apr. 29, 2022
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2022  
Document Transition Report false  
Entity File Number 000-33043  
Entity Registrant Name OMNICELL, INC  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 94-3166458  
Entity Address, Address Line One 590 East Middlefield Road  
Entity Address, City or Town Mountain View  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 94043  
City Area Code 650  
Local Phone Number 251-6100  
Title of 12(b) Security Common Stock, $0.001 par value  
Trading Symbol OMCL  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   44,198,195
Entity Central Index Key 0000926326  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2022  
Document Fiscal Period Focus Q1  
v3.22.1
Condensed Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Current assets:    
Cash and cash equivalents $ 265,008 $ 349,051
Accounts receivable and unbilled receivables, net of allowances of $5,278 and $5,272, respectively 290,469 240,894
Inventories 137,056 119,924
Prepaid expenses 24,228 22,499
Other current assets 58,843 48,334
Total current assets 775,604 780,702
Property and equipment, net 77,062 71,141
Long-term investment in sales-type leases, net 19,051 18,391
Operating lease right-of-use assets 43,204 48,549
Goodwill 740,426 738,900
Intangible assets, net 269,427 277,616
Long-term deferred tax assets 16,054 15,883
Prepaid commissions 59,643 63,795
Other long-term assets 122,117 127,519
Total assets 2,122,588 2,142,496
Current liabilities:    
Accounts payable 71,645 71,513
Accrued compensation 47,271 71,130
Accrued liabilities 139,829 133,167
Deferred revenues, net 127,998 112,196
Convertible senior notes, net 564,269 488,152
Total current liabilities 951,012 876,158
Long-term deferred revenues 24,037 20,194
Long-term deferred tax liabilities 28,173 51,705
Long-term operating lease liabilities 37,273 39,911
Other long-term liabilities 7,352 7,839
Total liabilities 1,047,847 995,807
Commitments and contingencies (Note 13)
Stockholders’ equity:    
Preferred stock, $0.001 par value, 5,000 shares authorized; no shares issued 0 0
Common stock, $0.001 par value, 100,000 shares authorized; 54,457 and 54,073 shares issued; 44,174 and 44,179 shares outstanding, respectively 54 54
Treasury stock at cost, 10,283 and 9,894 shares outstanding, respectively (290,319) (238,109)
Additional paid-in capital 982,675 1,024,580
Retained earnings 393,293 368,571
Accumulated other comprehensive loss (10,962) (8,407)
Total stockholders’ equity 1,074,741 1,146,689
Total liabilities and stockholders’ equity $ 2,122,588 $ 2,142,496
v3.22.1
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Statement of Financial Position [Abstract]    
Allowance for credit losses on accounts receivable and unbilled receivables $ 5,278 $ 5,272
Preferred stock, par value (in dollars per share) $ 0.001 $ 0.001
Preferred stock, shares authorized (in shares) 5,000,000 5,000,000
Preferred stock, shares issued (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.001 $ 0.001
Common stock, shares authorized (in shares) 100,000,000 100,000,000
Common Stock, shares issued (in shares) 54,457,000 54,073,000
Common stock, shares outstanding (in shares) 44,174,000 44,179,000
Treasury stock, shares outstanding (in shares) 10,283,000 9,894,000
v3.22.1
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Revenues $ 318,828 $ 251,843
Cost of revenues 168,781 129,560
Gross profit 150,047 122,283
Operating expenses:    
Research and development 25,030 16,080
Selling, general, and administrative 119,933 86,593
Total operating expenses 144,963 102,673
Income from operations 5,084 19,610
Interest and other income (expense), net (114) (6,691)
Income before provision for income taxes 4,970 12,919
Benefit from income taxes (3,243) (1,208)
Net income $ 8,213 $ 14,127
Net income per share:    
Basic (in dollars per share) $ 0.19 $ 0.33
Diluted (in dollars per share) $ 0.17 $ 0.30
Weighted-average shares outstanding:    
Basic (in shares) 44,249 42,962
Diluted (in shares) 47,918 46,367
Product revenues    
Revenues $ 225,875 $ 178,125
Cost of revenues 118,338 92,627
Services and other revenues    
Revenues 92,953 73,718
Cost of revenues $ 50,443 $ 36,933
v3.22.1
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Statement of Comprehensive Income [Abstract]    
Net income $ 8,213 $ 14,127
Other comprehensive loss:    
Foreign currency translation adjustments (2,555) (621)
Other comprehensive loss (2,555) (621)
Comprehensive income $ 5,658 $ 13,506
v3.22.1
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)
$ in Thousands
Total
Cumulative effect of a change in accounting principle related to convertible debt
Common Stock
Treasury Stock
Additional Paid-In Capital
Additional Paid-In Capital
Cumulative effect of a change in accounting principle related to convertible debt
Accumulated Earnings
Accumulated Earnings
Cumulative effect of a change in accounting principle related to convertible debt
Accumulated Other Comprehensive Income (Loss)
Balance at beginning of period (in shares) at Dec. 31, 2020     52,677,000            
Balance at beginning of period at Dec. 31, 2020 $ 967,503   $ 53 $ (238,109) $ 920,359   $ 290,722   $ (5,522)
Balance at beginning of period, Treasury stock (in shares) at Dec. 31, 2020       (9,894,000)          
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Net income (loss) 14,127           14,127    
Other comprehensive income (loss) (621)               (621)
Share-based compensation 11,772       11,772        
Issuance of common stock under employee stock plans (in shares)     388,000            
Issuance of common stock under employee stock plans 20,826       20,826        
Tax payments related to restricted stock units (2,596)       (2,596)        
Balance at end of period (in shares) at Mar. 31, 2021     53,065,000            
Balance at end of period at Mar. 31, 2021 1,011,011   $ 53 $ (238,109) 950,361   304,849   (6,143)
Balance at end of period, Treasury stock (in shares) at Mar. 31, 2021       (9,894,000)          
Balance at beginning of period (in shares) at Dec. 31, 2020     52,677,000            
Balance at beginning of period at Dec. 31, 2020 $ 967,503   $ 53 $ (238,109) 920,359   290,722   (5,522)
Balance at beginning of period, Treasury stock (in shares) at Dec. 31, 2020       (9,894,000)          
Balance at end of period (in shares) at Dec. 31, 2021 44,179,000   54,073,000            
Balance at end of period at Dec. 31, 2021 $ 1,146,689 $ (56,233) $ 54 $ (238,109) 1,024,580 $ (72,742) 368,571 $ 16,509 (8,407)
Balance at end of period, Treasury stock (in shares) at Dec. 31, 2021 (9,894,000)     (9,894,000)          
Increase (Decrease) in Stockholders' Equity [Roll Forward]                  
Accounting Standards Update [Extensible Enumeration] Accounting Standards Update 2020-06 [Member]                
Net income (loss) $ 8,213           8,213    
Other comprehensive income (loss) (2,555)               (2,555)
Share-based compensation 16,208       16,208        
Issuance of common stock under employee stock plans (in shares)     384,000            
Issuance of common stock under employee stock plans 18,951       18,951        
Tax payments related to restricted stock units (4,322)       (4,322)        
Stock repurchases (in shares)       (389,000)          
Stock repurchases $ (52,210)     $ (52,210)          
Balance at end of period (in shares) at Mar. 31, 2022 44,174,000   54,457,000            
Balance at end of period at Mar. 31, 2022 $ 1,074,741   $ 54 $ (290,319) $ 982,675   $ 393,293   $ (10,962)
Balance at end of period, Treasury stock (in shares) at Mar. 31, 2022 (10,283,000)     (10,283,000)          
v3.22.1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Operating Activities    
Net income (loss) $ 8,213 $ 14,127
Adjustments to reconcile net income to net cash provided by (used in) operating activities:    
Depreciation and amortization 21,124 17,575
Share-based compensation expense 16,208 11,772
Deferred income taxes (4,858) (862)
Amortization of operating lease right-of-use assets 3,307 2,895
Impairment of operating lease right-of-use assets 1,753 0
Amortization of debt issuance costs 1,038 849
Amortization of discount on convertible senior notes 0 4,571
Changes in operating assets and liabilities:    
Accounts receivable and unbilled receivables (49,994) (15,427)
Inventories (17,320) (1,035)
Prepaid expenses (1,712) (1,095)
Other current assets 7,950 3,128
Investment in sales-type leases (1,097) 925
Prepaid commissions 4,152 2,710
Other long-term assets 2,240 2,177
Accounts payable 312 10,368
Accrued compensation (23,859) (17,899)
Accrued liabilities 769 4,661
Deferred revenues 19,786 21,749
Operating lease liabilities (3,521) (3,142)
Other long-term liabilities (487) (632)
Net cash provided by (used in) operating activities (15,996) 57,415
Investing Activities    
Software development for external use (3,852) (8,043)
Purchases of property and equipment (11,489) (5,089)
Business acquisition, net of cash acquired (3,392) 0
Net cash used in investing activities (18,733) (13,132)
Financing Activities    
Proceeds from issuances under stock-based compensation plans 18,951 20,826
Employees’ taxes paid related to restricted stock units (4,322) (2,596)
Change in customer funds, net 5,462 (2,631)
Stock repurchases (52,210) 0
Net cash provided by (used in) financing activities (32,119) 15,599
Effect of exchange rate changes on cash and cash equivalents (411) (386)
Net increase (decrease) in cash, cash equivalents, and restricted cash (67,259) 59,496
Cash, cash equivalents, and restricted cash at beginning of period 355,620 489,920
Cash, cash equivalents, and restricted cash at end of period 288,361 549,416
Reconciliation of cash, cash equivalents, and restricted cash to the Condensed Consolidated Balance Sheets:    
Cash and cash equivalents 265,008 548,055
Restricted cash included in Other current assets 23,353 1,361
Cash, cash equivalents, and restricted cash at end of period 288,361 549,416
Supplemental disclosure of non-cash activities    
Unpaid purchases of property and equipment 703 487
Transfers between inventory and property and equipment, net $ 0 $ 1,269
v3.22.1
Organization and Summary of Significant Accounting Policies
 3 Months Ended
Mar. 31, 2022
Accounting Policies [Abstract]  
Organization and Summary of Significant Accounting Policies Organization and Summary of Significant Accounting Policies
Business
Omnicell, Inc. was incorporated in California in 1992 under the name Omnicell Technologies, Inc. and reincorporated in Delaware in 2001 as Omnicell, Inc. The Company’s major products and related services are medication management solutions and adherence tools for healthcare systems and pharmacies, which are sold in its principal market, the healthcare industry. The Company’s market is primarily located in the United States and Europe. “Omnicell” or the “Company” refer to Omnicell, Inc. and its subsidiaries, collectively.
Basis of Presentation
The accompanying unaudited Condensed Consolidated Financial Statements reflect, in the opinion of management, all adjustments, consisting of normal recurring adjustments and accruals, necessary to present fairly the financial position of the Company as of March 31, 2022 and December 31, 2021, and the results of operations, comprehensive income, and cash flows for the three months ended March 31, 2022 and 2021. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) have been condensed or omitted in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and accompanying Notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 25, 2022, except as discussed in the section entitled “Recently Adopted Authoritative Guidance” below. The Company’s results of operations, comprehensive income, and cash flows for the three months ended March 31, 2022 are not necessarily indicative of results that may be expected for the year ending December 31, 2022, or for any future period.
Principles of Consolidation
The Condensed Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.
On January 10, 2022, the Company completed its acquisition of Hub and Spoke Innovations Limited (“Hub and Spoke Innovations”). The Condensed Consolidated Financial Statements include the results of operations of this recently acquired company, commencing as of the acquisition date. The significant accounting policies of the acquired business have been aligned to conform to the accounting policies of Omnicell.
Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s Condensed Consolidated Financial Statements and accompanying Notes. These estimates are based on historical experience and various other assumptions that management believes to be reasonable. Although these estimates are based on management’s best knowledge of current events and actions that may impact the Company in the future, actual results may be different from the estimates.
The Company’s critical accounting policies are those that affect its financial statements materially and involve difficult, subjective, or complex judgments by management. As of March 31, 2022, the Company is not aware of any events or circumstances that would require an update to its estimates, judgments, or revisions to the carrying value of its assets or liabilities.
Segment Reporting
The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s Chief Operating Decision Maker (“CODM”) is its Chief Executive Officer. The CODM allocates resources and evaluates the performance of the Company at the consolidated level using information about its revenues, gross profit, income from operations, and other key financial data. All significant operating decisions are based upon an analysis of the Company as one operating segment, which is the same as its reporting segment.
Recently Adopted Authoritative Guidance
In August 2020, the Financial Accounting Standards Board (“FASB“) issued Accounting Standards Update (“ASU“) 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40). The update simplifies the accounting for convertible debt instruments by reducing the number of accounting models and the number of embedded conversion features that could be recognized separately from the primary contract. ASU 2020-06 also enhances transparency and improves disclosures for convertible instruments and earnings per share guidance. ASU 2020-06 also requires the application of the if-converted method for calculating diluted earnings per share and the treasury stock method is no longer permitted for convertible instruments. This update permits the use of either the modified retrospective or fully retrospective method of transition. The Company adopted ASU 2020-06 on January 1, 2022, using the modified retrospective method of transition. Upon adoption of ASU 2020-06, the previously separated equity component and associated debt issuance costs for the Company’s outstanding convertible senior notes were reclassified to the liability component, thereby eliminating the subsequent amortization of the debt discount as interest expense. In addition, the Company derecognized the deferred tax liability related to the equity component.
In December 2021, the Company made an irrevocable election under the indenture to require the principal portion of the Company’s convertible senior notes to be settled in cash and any conversion consideration in excess of the principal portion in cash and/or shares of the Company’s common stock at the Company’s option upon conversion. Following the irrevocable election, only the amounts expected to be settled in excess of the principal portion are considered dilutive in calculating earnings per share under the if-converted method.
The Company’s adoption of the update impacted the Condensed Consolidated Balance Sheets at the beginning of the period of adoption as follows:
January 1, 2022
Pre-ASU 2020-06 BalancesASU 2020-06 Adoption ImpactPost-ASU 2020-06 Balances
(In thousands)
Long-term deferred tax assets$15,883 $(452)$15,431 
Convertible senior notes, net488,152 75,353 563,505 
Long-term deferred tax liabilities51,705 (19,572)32,133 
Additional paid-in capital1,024,580 (72,742)951,838 
Retained earnings368,571 16,509 385,080 
Adoption of the update did not have an impact on the Company’s Condensed Consolidated Statements of Operations or Condensed Consolidated Statements of Cash Flows as of January 1, 2022. Refer to Note 10, Convertible Senior Notes, for further information regarding the Company’s convertible senior notes.
Recently Issued Authoritative Guidance
In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The update addresses diversity in practice by requiring that an acquirer recognize and measure contract assets and liabilities acquired in a business combination in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. The guidance will be applied prospectively to acquisitions occurring on or after the effective date. ASU 2021-08 will be effective for the Company beginning January 1, 2023, and early adoption is permitted. The Company is currently evaluating the impact ASU 2021-08 will have on its Condensed Consolidated Financial Statements.
No other recently issued and effective authoritative guidance is expected to have a material impact on the Company’s Condensed Consolidated Financial Statements through the reporting date.
v3.22.1
Business Combinations
 3 Months Ended
Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Business Combinations Business CombinationsThe Company accounted for its acquisitions in accordance with ASC 805, Business Combinations. The tangible and intangible assets acquired and liabilities assumed were recorded at fair value on the respective acquisition dates. Intangible assets eligible for recognition separate from goodwill were those that satisfied either the contractual or legal criterion or the separability criterion, each as set forth in the accounting guidance. The preliminary fair values reflect management’s best estimates based on information available at the respective acquisition dates and may change as additional information is received over the measurement period, which will end no later than one year from the respective acquisition date. The Company
believes that the fair values assigned to the assets acquired and liabilities assumed are based on reasonable assumptions and estimates that market participants would use. Actual results may differ from these estimates and assumptions.
The Company’s Condensed Consolidated Financial Statements include the results of operations of each acquired company, commencing as of their respective acquisition dates. Acquisition-related costs were expensed as incurred, and are included in selling, general, and administrative expenses in the Company’s Condensed Consolidated Statements of Operations.
2022 Acquisition
Hub and Spoke Innovations
On January 10, 2022, the Company completed the acquisition of all of the outstanding equity interests in Hub and Spoke Innovations, pursuant to the terms and conditions of the Share Purchase Agreement, dated January 10, 2022, by and among Omnicell Limited (a wholly-owned subsidiary of the Company), Hub and Spoke Innovations Limited, and certain beneficial stockholders specified therein for a base purchase price of £2.5 million (approximately $3.4 million based on the exchange rate in effect at the acquisition date), prior to customary adjustments for closing cash, net working capital, and assumed indebtedness. The preliminary purchase price transferred for the transaction, net of cash acquired, was £2.5 million (approximately $3.4 million based on the exchange rate in effect at the acquisition date). Of the purchase price transferred, £1.9 million (approximately $2.5 million based on the exchange rate in effect at the acquisition date) was allocated to goodwill; £0.8 million (approximately $1.1 million based on the exchange rate in effect at the acquisition date) was allocated to intangible assets, which included customer relationships; and the remainder was allocated to net assets acquired. The Hub and Spoke Innovations acquisition is expected to complement Omnicell’s total solution technology portfolio for retail pharmacy in the United Kingdom to help pharmacies improve workflows, offer patients 24/7 access to their medications and provide enhanced patient care.
2021 Acquisitions
MarkeTouch Media
On December 31, 2021, the Company completed the acquisition of all of the outstanding equity interests in MarkeTouch Media, LLC (“MarkeTouch Media”) pursuant to the terms and conditions of the Unit Purchase Agreement, dated December 31, 2021, by and among ateb, Inc. (a wholly-owned subsidiary of the Company), MarkeTouch Media, LLC, MarkeTouch Holdings, Inc., Toucan Enterprises, Inc., and certain beneficial stockholders specified therein for a base purchase price of $82.0 million, prior to customary adjustments for closing cash, net working capital, and assumed indebtedness. The MarkeTouch Media acquisition adds mobile and web-based technology and patient engagement solutions, which is expected to expand the footprint of EnlivenHealth® across the retail pharmacy sector, while enhancing potential growth opportunities in new market segments like specialty pharmacy and pharmacy benefits management.
ReCept
On December 29, 2021, the Company completed the acquisition of all outstanding equity securities of ReCept Holdings, Inc. (“ReCept”) pursuant to the terms and conditions of the Agreement and Plan of Merger, dated December 1, 2021, by and among Omnicell, Inc., ReCept Holdings, Inc., Redfish Acquisition Corp, and the representative of the securityholders for a base purchase price of $100.0 million, prior to customary adjustments for closing cash, net working capital, and assumed indebtedness. The addition of ReCept’s specialty pharmacy management services for health systems, provider groups, and federally qualified health centers expands Omnicell’s Advanced Services portfolio in an effort to address the growing and complex specialty pharmacy market.
FDS Amplicare
On September 9, 2021, the Company completed the acquisition of all of the outstanding equity interests in RxInnovation, Inc., operating as FDS Amplicare (“FDS Amplicare”), pursuant to the terms and conditions of the Agreement and Plan of Merger, dated July 25, 2021, by and among RxInnovation Inc., Omnicell, Inc., Fleming Acquisition Corp., and the representative of the securityholders for a base purchase price of $177.0 million, prior to customary adjustments for closing cash, net working capital, and assumed indebtedness. The FDS Amplicare® acquisition adds a comprehensive and complementary suite of Software-as-a-Service (“SaaS”) financial management, analytics, and population health solutions to the Company’s EnlivenHealth offering.
The following tables represent the preliminary allocation of the respective purchase price to the assets acquired and the liabilities assumed by the Company as part of each acquisition included in the Company’s Consolidated Balance Sheets, and is reconciled to the respective purchase price transferred:
FDS Amplicare (1)
ReCept
(Preliminary) (2)
MarkeTouch Media
(Preliminary)
(In thousands)
Purchase price transferred:
Base purchase price$177,000 $100,000 $82,000 
Add: Closing cash465 6,664 191 
Add: Net working capital adjustment1,654 (2,296)448 
Less: Assumed indebtedness(653)(1,902)(13)
Total purchase price transferred$178,466 $102,466 $82,626 
FDS Amplicare (Preliminary) (1)
ReCept
(Preliminary) (2)
MarkeTouch Media
(Preliminary)
Fair value of assets acquired and liabilities assumed:
Cash and cash equivalents$465 $— $237 
Accounts receivable and unbilled receivables5,330 2,383 2,302 
Prepaid expenses506 192 96 
Other current assets45 13,955 — 
Total current assets6,346 16,530 2,635 
Property and equipment444 172 177 
Operating lease right-of-use assets2,252 773 602 
Goodwill117,374 81,588 42,530 
Intangible assets70,000 28,100 38,000 
Other long-term assets51 200 2,850 
Total assets196,467 127,363 86,794 
Accounts payable950 219 473 
Accrued compensation1,312 1,756 — 
Accrued liabilities1,396 18,499 292 
Deferred revenues1,916 222 347 
Long-term deferred tax liabilities11,377 3,587 — 
Long-term operating lease liabilities920 614 206 
Other long-term liabilities130 — 2,850 
Total liabilities18,001 24,897 4,168 
Total purchase price$178,466 $102,466 $82,626 
Total purchase price, net of cash acquired$178,001 $95,897 $82,389 
_________________________________________________
(1)    During the fourth quarter of 2021, the Company recorded measurement period adjustments of $1.5 million to goodwill, consisting of an increase in intangible assets, accounts receivable and unbilled receivables, and long-term deferred tax liabilities of $0.4 million, $1.1 million, and $0.1 million, respectively, and a net working capital adjustment of $0.1 million.
(2)    Closing cash is included in other current assets due to its restrictive nature as cash held for customers.
The $117.4 million of goodwill arising from the FDS Amplicare acquisition is primarily attributed to future sales of SaaS solutions and FDS Amplicare’s assembled workforce. None of the FDS Amplicare goodwill is expected to be deductible for tax purposes. The $81.6 million of goodwill arising from the ReCept acquisition is primarily attributed to future sales of its offerings and services and ReCept’s assembled workforce. None of the ReCept goodwill is expected to be deductible for tax purposes. The $42.5 million of goodwill arising from the MarkeTouch Media acquisition is primarily attributed to future sales of SaaS solutions and MarkeTouch Media’s assembled workforce. The full amount of the MarkeTouch Media goodwill is expected to be deductible for tax purposes.
The identifiable intangible assets acquired and their estimated useful lives for amortization are as follows:
FDS Amplicare (1)
ReCeptMarkeTouch Media
Fair valueUseful life
(years)		Fair valueUseful life
(years)		Fair valueUseful life
(years)
(In thousands, except for years)
Customer relationships$59,900 23$28,100 23$34,100 26
Acquired technology7,700 
5 - 7
— —2,100 4
Backlog— —— —1,800 2
Trade names2,400 5— —— —
Total purchased intangible assets$70,000 $28,100 $38,000 
_________________________________________________
(1)    During the fourth quarter of 2021, the Company recorded a measurement period adjustment of $0.4 million in customer relationships.
The customer relationships intangible assets represent the fair values of the underlying relationships and agreements with each acquired company’s customers. The acquired technology intangible assets represent the fair values of the portfolio of SaaS solutions that have reached technological feasibility and were part of the respective acquired company’s offerings at their respective acquisition dates. The backlog intangible asset represents contractually committed future billings associated with MarkeTouch Media customer contracts. The trade names intangible asset represents the fair value of brand and name recognition associated with the marketing of certain FDS Amplicare SaaS solutions.
The fair values of the customer relationships and backlog intangible assets were determined based on the excess earnings method, and the fair values of the acquired technology and trade names intangible assets were determined based on the relief-from-royalty method. The key assumptions used in estimating the fair values of intangible assets included forecasted financial information; customer attrition rates; royalty rate of 10.0% for the acquired technology intangible assets for both FDS Amplicare and MarkeTouch Media; royalty rate of 2.0% for the FDS Amplicare trade names intangible asset; discount rate of 13.0% for the FDS Amplicare acquisition; discount rate of 15.0% for the ReCept acquisition; discount rate of 11.5% for the MarkeTouch Media acquisition; and certain other assumptions.
The customer relationships and acquired technology intangible assets are being amortized using a double-declining method of amortization as such method better represents the economic benefits to be obtained. The backlog and trade names intangible assets are being amortized over their respective estimated useful lives using the straight-line method of amortization.
Pro Forma Financial Information
The following table presents certain unaudited pro forma consolidated financial information for the three months ended March 31, 2021 as if the FDS Amplicare, ReCept, and MarkeTouch Media acquisitions had been completed on January 1, 2020. The pro forma effects of the Hub and Spoke Innovations acquisition were not material to the Company’s consolidated results of operations. The unaudited pro forma financial information is presented for informational purposes only, and is not indicative of what would have occurred had the acquisitions taken place on those respective dates. The unaudited pro forma financial information combines the historical results of the acquisitions with the Company’s consolidated historical results and includes certain adjustments including, but not limited to, amortization and depreciation of intangible assets and property and equipment acquired; and certain acquisition-related costs incurred.
Three Months Ended March 31,
2021
(In thousands)
Pro forma revenues$268,921 
Pro forma net income$13,066 
v3.22.1
Revenues
 3 Months Ended
Mar. 31, 2022
Revenue Recognition [Abstract]  
Revenues Revenues
Revenue Recognition
The Company earns revenues from sales of its products and related services, which are sold in the healthcare industry, its principal market. The Company’s customer arrangements typically include one or more of the following revenue categories:
Connected devices, software licenses, and other. Software-enabled connected devices and software licenses that manage and regulate the storage and dispensing of pharmaceuticals, consumables blister cards, and packaging equipment and other supplies. This revenue category is often sold through long-term, sole-source agreements with multi-year co-development plans. Solutions in this category include, but are not limited to, XT Series automated dispensing systems, the XR2 Automated Central Pharmacy System, and IV compounding automation solutions.
Technical services. Post-installation technical support and other related services, including phone support, on-site service, parts, and access to unspecified software updates and enhancements, if and when available. This revenue category is often supported by multi-year or annual contractual agreements.
Consumables. Medication adherence packaging, labeling, and other one-time use packaging including multimed adherence packaging and single dose blister cards which are used by retail, community, and outpatient pharmacies, as well as by institutional pharmacies serving long-term care and other sites outside the acute care hospital, and are designed to improve patient engagement and adherence to prescriptions.
SaaS, subscription software, and technology-enabled services. Emerging software and service solutions which are offered on a subscription basis with fees typically based either on transaction volume or a fee over a specified period of time. Solutions in this category include, but are not limited to, EnlivenHealth inclusive of FDS Amplicare and MarkeTouch Media, 340B solutions, ReCept management services, and services associated with Omnicell One™, Central Pharmacy Dispensing Services, including the XR2 Automated Central Pharmacy System, and Central Pharmacy Compounding Services, including IV compounding automation solutions.
The following table summarizes revenue recognition for each revenue category:
Revenue Category
Timing of Revenue Recognition
Income Statement Classification
Connected devices, software licenses, and other
Point in time, as transfer of control occurs, generally upon installation and acceptance by the customer
Product
Technical services
Over time, as services are provided, typically ratably over the service term
Service
Consumables
Point in time, as transfer of control occurs, generally upon shipment to or receipt by customer
Product
SaaS, subscription software, and technology-enabled services
Over time, as services are provided
Service
A portion of the Company’s sales are made to customers who are members of Group Purchasing Organizations (“GPOs”) and Federal agencies that purchase under a Federal Supply Schedule Contract with the Department of Veterans Affairs (the “GSA Contract”). GPOs are often fully or partially owned by the Company’s customers, and the Company pays fees to the GPO on completed contracts. The Company also pays the Industrial Funding Fee (“IFF”) to the Department of Veterans Affairs under the GSA Contract. The Company considers these fees consideration paid to customers and records them as reductions to revenue. Fees to GPOs and the IFF were $4.5 million and $3.4 million for the three months ended March 31, 2022 and 2021, respectively.
Disaggregation of Revenues
The following table summarizes the Company’s revenues disaggregated by revenue type for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Connected devices, software licenses, and other$208,078 $159,718 
Technical services49,169 50,860 
Consumables17,797 18,407 
SaaS, subscription software, and technology-enabled services43,784 22,858 
Total revenues$318,828 $251,843 
The following table summarizes the Company’s revenues disaggregated by geographic region, which is determined based on customer location, for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
United States$287,577 $224,276 
Rest of world (1)
31,251 27,567 
Total revenues$318,828 $251,843 
_________________________________________________
(1)    No individual country represented more than 10% of total revenues.
Contract Assets and Contract Liabilities
The following table reflects the Company’s contract assets and contract liabilities:
March 31,
2022		December 31,
2021
(In thousands)
Short-term unbilled receivables, net (1)
$17,348 $17,208 
Long-term unbilled receivables, net (2)
16,316 18,084 
Total contract assets$33,664 $35,292 
Short-term deferred revenues, net$127,998 $112,196 
Long-term deferred revenues24,037 20,194 
Total contract liabilities$152,035 $132,390 
_________________________________________________
(1)    Included in accounts receivable and unbilled receivables in the Condensed Consolidated Balance Sheets.
(2)    Included in other long-term assets in the Condensed Consolidated Balance Sheets.
The portion of the transaction price allocated to the Company’s unsatisfied performance obligations for which invoicing has occurred is recorded as deferred revenues.
Short-term deferred revenues of $128.0 million and $112.2 million include deferred revenues from product sales and service contracts, net of deferred cost of sales of $20.3 million and $22.4 million, as of March 31, 2022 and December 31, 2021, respectively. The short-term deferred revenues from product sales relate to delivered and invoiced products, pending installation and acceptance, expected to occur within the next twelve months. During the three months ended March 31, 2022, the Company recognized revenues of $66.6 million, that were included in the corresponding gross short-term deferred revenues balance of $134.6 million as of December 31, 2021.
Long-term deferred revenues include deferred revenues from product and service contracts of $24.0 million and $20.2 million as of March 31, 2022 and December 31, 2021, respectively. Remaining performance obligations are primarily recognized ratably over the remaining term of the contract, generally not more than ten years.
Significant Customers
There were no customers that accounted for more than 10% of the Company’s total revenues for the three months ended March 31, 2022 and 2021. Also, there were no customers that accounted for more than 10% of the Company’s accounts receivable balance as of March 31, 2022 and December 31, 2021.
v3.22.1
Net Income Per Share
 3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Net Income Per Share Net Income Per Share
Basic net income (loss) per share is computed by dividing net income (loss) for the period by the weighted-average number of shares outstanding during the period. In periods of net loss, all potential common shares are anti-dilutive, so diluted net loss per share equals the basic net loss per share. In periods of net income, diluted net income per share is computed by dividing net income for the period by the basic weighted-average number of shares plus any dilutive potential common stock outstanding during the period, using the treasury stock method. Potential common stock includes the effect of outstanding dilutive stock options, restricted stock awards, and restricted stock units, as well as shares the Company could be obligated to issue from its convertible senior notes and warrants, as described in Note 10, Convertible Senior Notes (pre-ASU 2020-06 adoption). For periods prior to the adoption of ASU 2020-06 on January 1, 2022, the Company applied the treasury stock method to calculate the dilutive impact of the convertible senior notes. Upon adoption of ASU 2020-06, effective January 1 2022, the Company is required to apply the if-converted method for calculating the dilutive impact of the convertible senior notes. Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information. Any anti-dilutive weighted-average dilutive shares related to stock award plans, convertible senior notes, and warrants are excluded from the computation of the diluted net income per share.
The basic and diluted net income per share calculations for the three months ended March 31, 2022 and 2021 were as follows:
Three Months Ended March 31,
20222021
(In thousands, except per share data)
Net income$8,213 $14,127 
Weighted-average shares outstanding – basic44,249 42,962 
Effect of dilutive securities from stock award plans1,646 1,980 
Effect of convertible senior notes1,918 1,425 
Effect of warrants105 — 
Weighted-average shares outstanding – diluted47,918 46,367 
Net income per share – basic$0.19 $0.33 
Net income per share – diluted$0.17 $0.30 
Anti-dilutive weighted-average shares related to stock award plans336 287 
Anti-dilutive weighted-average shares related to convertible senior notes and warrants— 5,908 
v3.22.1
Cash and Cash Equivalents and Fair Value of Financial Instruments
 3 Months Ended
Mar. 31, 2022
Fair Value Disclosures [Abstract]  
Cash and Cash Equivalents and Fair Value of Financial Instruments Cash and Cash Equivalents and Fair Value of Financial Instruments
Cash and cash equivalents of $265.0 million and $349.1 million as of March 31, 2022 and December 31, 2021, respectively, consisted of bank accounts and highly-liquid U.S. Government money market funds held in sweep and asset management accounts with major financial institutions. As of March 31, 2022 and December 31, 2021, cash equivalents were $224.8 million and $320.2 million, respectively, which consisted of money market funds held in sweep and asset management accounts.
Fair Value Hierarchy
The Company measures its financial instruments at fair value. The Company’s cash, cash equivalents, and restricted cash are classified within Level 1 of the fair value hierarchy as they are valued primarily using quoted market prices utilizing market observable inputs. The Company’s credit facility is classified within Level 2 as the valuation inputs are based on quoted
prices or market observable data of similar instruments. The Company’s convertible senior notes are classified within Level 2 as the valuation inputs are based on quoted prices in an inactive market on the last day in the reporting period. As of March 31, 2022, the fair value of the convertible senior notes was $810.5 million, compared to their carrying value of $564.3 million, which is net of unamortized debt issuance costs. Refer to Note 9, Debt and Credit Agreement, for further information regarding the Company’s credit facility and Note 10, Convertible Senior Notes, for further information regarding the Company’s convertible senior notes.
v3.22.1
Balance Sheet Components
 3 Months Ended
Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Balance Sheet Components Balance Sheet Components
Balance sheet details as of March 31, 2022 and December 31, 2021 are presented in the tables below:
March 31,
2022		December 31,
2021
(In thousands)
Inventories:
Raw materials$60,238 $48,215 
Work in process9,483 11,009 
Finished goods67,335 60,700 
Total inventories$137,056 $119,924 
Other current assets:
Funds held for customers, including restricted cash (1)
$38,426 $20,405 
Net investment in sales-type leases, current portion11,103 10,665 
Prepaid income taxes5,265 6,656 
Other current assets4,049 10,608 
Total other current assets$58,843 $48,334 
Other long-term assets:
Capitalized software, net$94,108 $96,995 
Unbilled receivables, net16,316 18,084 
Deferred debt issuance costs2,882 3,156 
Other long-term assets8,811 9,284 
Total other long-term assets$122,117 $127,519 
Accrued liabilities:
Operating lease liabilities, current portion$11,809 $12,947 
Customer fund liabilities38,426 31,727 
Advance payments from customers10,337 8,191 
Rebate liabilities40,344 44,644 
Group purchasing organization fees6,503 7,115 
Taxes payable5,487 3,771 
Other accrued liabilities26,923 24,772 
Total accrued liabilities$139,829 $133,167 
_________________________________________________
(1)    Includes restricted cash of $23.4 million and $6.6 million as of March 31, 2022 and December 31, 2021, respectively.
The following table summarizes the changes in accumulated balances of other comprehensive income (loss), which consisted of foreign currency translation adjustments, for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Beginning balance$(8,407)$(5,522)
Other comprehensive loss(2,555)(621)
Ending balance$(10,962)$(6,143)
v3.22.1
Property and Equipment
 3 Months Ended
Mar. 31, 2022
Property, Plant and Equipment [Abstract]  
Property and Equipment Property and Equipment
The following table represents the property and equipment balances as of March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
(In thousands)
Equipment$90,930 $89,272 
Furniture and fixtures7,432 7,580 
Leasehold improvements20,913 20,623 
Software67,795 60,856 
Construction in progress16,217 14,757 
Property and equipment, gross203,287 193,088 
Accumulated depreciation and amortization(126,225)(121,947)
Total property and equipment, net$77,062 $71,141 
Depreciation and amortization expense of property and equipment was $5.3 million and $4.8 million for the three months ended March 31, 2022 and 2021, respectively.
The geographic location of the Company’s property and equipment, net, is based on the physical location in which it is located. The following table summarizes the geographic information for property and equipment, net, as of March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
(In thousands)
United States$72,803 $66,788 
Rest of world (1)
4,259 4,353 
Total property and equipment, net$77,062 $71,141 
_________________________________________________
(1)    No individual country represented more than 10% of total property and equipment, net.
v3.22.1
Goodwill and Intangible Assets
 3 Months Ended
Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets Goodwill and Intangible Assets
Goodwill
The following table represents changes in the carrying amount of goodwill:
December 31,
2021
Additions (1)
Foreign currency exchange rate fluctuationsMarch 31,
2022
(In thousands)
Goodwill$738,900 2,549 (1,023)$740,426 
_________________________________________________
(1)     Refer to Note 2, Business Combinations, for further information.
Intangible Assets, Net
The carrying amounts and useful lives of intangible assets as of March 31, 2022 and December 31, 2021 were as follows:
March 31, 2022
Gross carrying
amount (1)
Accumulated
amortization		Foreign currency exchange rate fluctuationsNet carrying
amount		Useful life
(years)
(In thousands, except for years)
Customer relationships$311,089 $(83,571)$(1,106)$226,412 
4 - 30
Acquired technology92,066 (55,492)— 36,574 
4 - 20
Backlog1,800 (225)— 1,575 2
Trade names9,200 (5,848)— 3,352 
5 - 12
Patents2,430 (1,216)— 1,214 
2 - 20
Non-compete agreements600 (300)— 300 3
Total intangibles assets, net$417,185 $(146,652)$(1,106)$269,427 
 
December 31, 2021
Gross carrying
amount (1)
Accumulated
amortization		Foreign currency exchange rate fluctuationsNet carrying
amount		Useful life
(years)
(In thousands, except for years)
Customer relationships$309,989 $(78,093)$(933)$230,963 
10 - 30
Acquired technology95,466 (55,859)6 39,613 
4 - 20
Backlog1,800 — — 1,800 2
Trade names9,200 (5,600)14 3,614 
5 - 12
Patents2,462 (1,186)— 1,276 
2 - 20
Non-compete agreements600 (250)— 350 3
Total intangibles assets, net$419,517 $(140,988)$(913)$277,616 
_________________________________________________
(1)     The differences in gross carrying amounts between periods are primarily due to the write-off of certain fully amortized intangible assets, partially offset by additions of intangible assets in connection with the Hub and Spoke Innovations acquisition.
Amortization expense of intangible assets was $9.1 million and $6.3 million for the three months ended March 31, 2022 and 2021, respectively.
The estimated future amortization expenses for amortizable intangible assets were as follows:
March 31,
2022
(In thousands)
Remaining nine months of 2022$26,204 
202331,594 
202423,139 
202521,086 
202618,099 
Thereafter149,305 
Total$269,427 
v3.22.1
Debt and Credit Agreement
 3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Debt and Credit Agreement Debt and Credit Agreement
2019 Revolving Credit Facility
On November 15, 2019, the Company entered into an Amended and Restated Credit Agreement (as subsequently amended as discussed below, the “A&R Credit Agreement”) with the lenders from time to time party thereto, Wells Fargo Securities, LLC, Citizens Bank, N.A., and JPMorgan Chase Bank, N.A., as joint lead arrangers, and Wells Fargo Bank, National Association, as administrative agent. The A&R Credit Agreement superseded the Company’s 2016 secured credit facility and provides for (a) a five-year revolving credit facility of $500.0 million (the “Revolving Credit Facility”) and (b) an uncommitted incremental loan facility of up to $250.0 million (the “Incremental Facility”). In addition, the A&R Credit Agreement includes a letter of credit sub-limit of up to $15.0 million and a swing line loan sub-limit of up to $25.0 million. The A&R Credit Agreement has an expiration date of November 15, 2024, upon which date all remaining outstanding borrowings will be due and payable.
Loans under the Revolving Credit Facility bear interest, at the Company’s option, at a rate equal to either (a) the LIBOR Rate, plus an applicable margin ranging from 1.25% to 2.00% per annum based on the Company’s Consolidated Total Net Leverage Ratio (as defined in the A&R Credit Agreement), or (b) an alternate base rate equal to the highest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, and (iii) LIBOR for an interest period of one month plus 1.00%, plus an applicable margin ranging from 0.25% to 1.00% per annum based on the Company’s Consolidated Total Net Leverage Ratio. Undrawn commitments under the Revolving Credit Facility are subject to a commitment fee ranging from 0.15% to 0.30% per annum based on the Company’s Consolidated Total Net Leverage Ratio on the average daily unused portion of the Revolving Credit Facility. The applicable margin for, and certain other terms of, any term loans under the Incremental Facility will be determined prior to the incurrence of such loans. The Company is permitted to make voluntary prepayments at any time without payment of a premium or penalty.
On September 22, 2020, the parties entered into an amendment to the A&R Credit Agreement to, among other changes, permit the issuance of the convertible senior notes and the purchase of the convertible note hedge transactions, as described in Note 10, Convertible Senior Notes, expand the Company’s flexibility to repurchase its common stock and make other restricted payments, and replace the total net leverage covenant with a new secured net leverage covenant that requires the Company to maintain a consolidated secured net leverage ratio not to exceed 3.50:1 for the calendar quarters ending September 30, 2020, December 31, 2020, and March 31, 2021 and 3.00:1 for the calendar quarters ending thereafter.
The A&R Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants applicable to the Company and its subsidiaries, including, among other things, restrictions on indebtedness, liens, investments, mergers, dispositions, dividends, and other distributions. The A&R Credit Agreement contains financial covenants that require the Company and its subsidiaries to not exceed a maximum total secured net leverage ratio (as described above) and maintain a minimum interest coverage ratio. In addition, the A&R Credit Agreement contains certain customary events of default including, but not limited to, failure to pay interest, principal, and fees, or other amounts when due, material misrepresentations or misstatements in any representation or warranty, covenant defaults, certain cross defaults to other material indebtedness, certain judgment defaults, and events of bankruptcy. The Company’s obligations under the A&R Credit Agreement and any swap obligations and banking services obligations owing to a lender (or an affiliate of a lender) are guaranteed by certain of its domestic subsidiaries and secured by substantially all of its and such subsidiary guarantors’ assets. In connection with entering into the A&R Credit Agreement, and as a condition precedent to borrowing loans thereunder, the Company and certain of the Company’s other direct and indirect subsidiaries have entered into certain ancillary agreements, including, but not limited to, a reaffirmation agreement, which amends certain terms of the existing collateral agreement and reaffirms their obligations under the existing guaranty agreement. The Company was in full compliance with all covenants as of March 31, 2022.
As of each of March 31, 2022 and December 31, 2021, there was no outstanding balance for the Revolving Credit Facility.
Convertible Senior Notes
0.25% Convertible Senior Notes due 2025
On September 25, 2020, the Company completed a private offering of $575.0 million aggregate principal amount of 0.25% convertible senior notes (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $75.0 million principal amount of the Notes. The Company received proceeds from the issuance of the Notes of $559.7 million, net of $15.3 million of transaction fees and other debt issuance costs. The Notes bear interest at a rate of 0.25% per year, payable semiannually in arrears on March 15 and September 15 of each year, beginning on March 15, 2021. The Notes were issued pursuant to an indenture, dated September 25, 2020 (the “Indenture”), between the Company and U.S. Bank
National Association, as trustee. The Notes are general senior, unsecured obligations of the Company and will mature on September 15, 2025, unless earlier redeemed, repurchased, or converted.
The Notes are convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding May 15, 2025, only under the following circumstances: (i) during any fiscal quarter commencing after the fiscal quarter ended on December 31, 2020 (and only during such fiscal quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price for the Notes on each applicable trading day; (ii) during the five business day period after any ten consecutive trading day period (the “measurement period”) in which the trading price (as defined in the Indenture) per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate for the Notes on each such trading day; (iii) if the Company calls such Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the Notes called (or deemed called) for redemption; and (iv) upon the occurrence of specified corporate events, as specified in the Indenture. On or after May 15, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders of the Notes may convert all or any portion of their Notes at any time, regardless of the foregoing conditions.
During the three months ended March 31, 2022, the conditional conversion feature of the Notes was triggered, based on the price of the Company’s common stock, as the last reported sale price of the Company’s common stock was greater than or equal to 130% of the then applicable conversion price for the Notes for at least 20 trading days during the period of 30 consecutive trading days ending on March 31, 2022, the last trading day of the fiscal quarter. Accordingly, the Notes are convertible, in whole or in part, at the option of the holders during the second quarter of 2022. Whether the Notes will be convertible following the second fiscal quarter of 2022 will depend on the continued satisfaction of this condition or another conversion condition in the future. The Company continues to classify the Notes as a current liability in its Condensed Consolidated Financial Statements as of March 31, 2022 based on its irrevocable election to settle the principal amount in cash as discussed below.
Under the original terms of the Indenture, upon conversion, the Company could satisfy its conversion obligation by paying or delivering cash, shares of its common stock, or a combination thereof, at the Company’s election, in the manner and subject to the terms and conditions provided in the Indenture. On December 13, 2021, the Company irrevocably elected to fix its settlement method to a combination of cash and shares of the Company’s common stock with the specified cash amount per $1,000 principal amount of Notes of at least $1,000. As a result, for Notes converted on or after December 13, 2021, a converting noteholder will receive (i) up to $1,000 in cash per $1,000 principal amount of Notes and (ii) cash and/or shares of the Company’s common stock, at the Company’s option for any conversion consideration in excess of $1,000. In addition, the Company continues to have the ability to set the specified cash amount per $1,000 principal amount of Notes above $1,000. The initial conversion rate for the Notes is 10.2751 shares of the Company’s common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $97.32 per share of the Company’s common stock, subject to adjustment under certain circumstances in accordance with the terms of the Indenture. In addition, following certain corporate events that occur prior to the maturity date of the Notes or if the Company delivers a notice of redemption in respect of the Notes, the Company will, under certain circumstances, increase the conversion rate of the Notes for a holder who elects to convert its Notes (or any portion thereof) in connection with such a corporate event or convert its Notes called (or deemed called) for redemption during the related redemption period (as defined in the Indenture), as the case may be.
If the Company undergoes a fundamental change, holders may require, subject to certain exceptions, the Company to repurchase for cash all or any portion of their Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. As of March 31, 2022, none of the criteria for a fundamental change or a conversion rate adjustment had been met.
The Company may not redeem the Notes prior to September 20, 2023. The Company may redeem for cash all or any portion of the Notes, at its option, on or after September 20, 2023, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price for the Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company redeems less than all of the outstanding Notes, at least $150.0 million aggregate principal amount of Notes must be outstanding and not subject to redemption as of the date of the relevant notice of redemption. No sinking fund is provided for in the Notes.
Prior to the adoption of ASU 2020-06, convertible debt instruments that could be settled in cash were required to be separated into liability and equity components. The allocation to the liability component was based on the fair value of a similar
instrument that did not contain an equity conversion option. Based on this debt-to-equity ratio, debt issuance costs were then allocated to the liability and equity components in a similar manner. Accordingly, at issuance, the Company allocated $461.8 million to the debt liability and $72.7 million to additional paid-in capital, net of applicable issuance costs and deferred taxes. The difference between the principal amount of the Notes and the liability component, inclusive of issuance costs, represented the debt discount, which the Company amortized to interest expense over the term of the Notes using an effective interest rate of 4.18%. The determination of the discount rate required certain estimates and assumptions.
Upon adoption of ASU 2020-06, effective January 1, 2022, the Notes are no longer separated into liability and equity components, and are accounted for as a single liability measured at its amortized cost. Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information.
As of March 31, 2022, the remaining life of the Notes and the related issuance cost accretion is approximately 3.5 years.
The maximum number of shares issuable upon conversion, including the effect of a fundamental change and subject to other conversion rate adjustments, would be 5.9 million shares. As of March 31, 2022, the if-converted value of the Notes exceeded the principal amount by $190.1 million.
The Notes consisted of the following balances reported in the Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021:
March 31,
2022 (2)
December 31,
2021
(In thousands)
Liability:
Principal amount$575,000 $575,000 
Unamortized discount— (77,136)
Unamortized debt issuance costs(10,731)(9,712)
Convertible senior notes, liability component (1)
$564,269 $488,152 
Convertible senior notes, equity component$— $72,732 
_________________________________________________
(1)    Classified as a current liability as of both March 31, 2022 and December 31, 2021 in the Condensed Consolidated Balance Sheets.
(2)    Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information regarding the impact of the adoption of ASU 2020-06, effective January 1, 2022.
The following table summarizes the components of interest expense resulting from the Notes recognized in interest and other income (expense), net in the Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
2022 (1)
2021
(In thousands)
Contractual coupon interest$359 $359 
Amortization of discount$— $4,571 
Amortization of debt issuance costs$764 $575 
_________________________________________________
(1)    Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information regarding the impact of the adoption of ASU 2020-06, effective January 1, 2022.
Convertible Note Hedge and Warrant Transactions
In connection with the issuance of the Notes, the Company entered into convertible note hedge and warrant transactions with an affiliate of one of the initial purchasers of the Notes and certain other financial institutions (the “option counterparties”) with respect to the Company’s common stock.
The convertible note hedge consists of an option for the Company to purchase up to approximately 5.9 million shares of the Company’s common stock, which is equal to the number of shares of the Company’s common stock underlying the Notes, at an initial strike price of approximately $97.32 per share. The convertible note hedge will expire upon the maturity of
the Notes, if not earlier exercised or terminated. The cost of the convertible note hedge was approximately $100.6 million and was accounted for as an equity instrument, which was recorded in additional paid-in capital in the Condensed Consolidated Balance Sheets. The Company recorded a deferred tax asset of $25.8 million at issuance related to the convertible note hedge transaction. The convertible note hedge is expected generally to reduce the potential dilution to the Company’s common stock upon any conversion of Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes.
Separately from the convertible note hedge, the Company entered into warrant transactions to sell to the option counterparties warrants to acquire, subject to customary anti-dilution adjustments, up to approximately 5.9 million shares of its common stock in the aggregate at an initial strike price of $141.56 per share. The warrants require net share or net cash settlement upon the Company’s election. The Company received aggregate proceeds of approximately $51.3 million for the issuance of the warrants, which was recorded in additional paid-in capital at issuance in the Condensed Consolidated Balance Sheets. The warrants could separately have a dilutive effect to the Company’s common stock to the extent that the market price per share of its common stock exceeds the strike price of the warrants.
v3.22.1
Convertible Senior Notes
 3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Convertible Senior Notes Debt and Credit Agreement
2019 Revolving Credit Facility
On November 15, 2019, the Company entered into an Amended and Restated Credit Agreement (as subsequently amended as discussed below, the “A&R Credit Agreement”) with the lenders from time to time party thereto, Wells Fargo Securities, LLC, Citizens Bank, N.A., and JPMorgan Chase Bank, N.A., as joint lead arrangers, and Wells Fargo Bank, National Association, as administrative agent. The A&R Credit Agreement superseded the Company’s 2016 secured credit facility and provides for (a) a five-year revolving credit facility of $500.0 million (the “Revolving Credit Facility”) and (b) an uncommitted incremental loan facility of up to $250.0 million (the “Incremental Facility”). In addition, the A&R Credit Agreement includes a letter of credit sub-limit of up to $15.0 million and a swing line loan sub-limit of up to $25.0 million. The A&R Credit Agreement has an expiration date of November 15, 2024, upon which date all remaining outstanding borrowings will be due and payable.
Loans under the Revolving Credit Facility bear interest, at the Company’s option, at a rate equal to either (a) the LIBOR Rate, plus an applicable margin ranging from 1.25% to 2.00% per annum based on the Company’s Consolidated Total Net Leverage Ratio (as defined in the A&R Credit Agreement), or (b) an alternate base rate equal to the highest of (i) the prime rate, (ii) the federal funds rate plus 0.50%, and (iii) LIBOR for an interest period of one month plus 1.00%, plus an applicable margin ranging from 0.25% to 1.00% per annum based on the Company’s Consolidated Total Net Leverage Ratio. Undrawn commitments under the Revolving Credit Facility are subject to a commitment fee ranging from 0.15% to 0.30% per annum based on the Company’s Consolidated Total Net Leverage Ratio on the average daily unused portion of the Revolving Credit Facility. The applicable margin for, and certain other terms of, any term loans under the Incremental Facility will be determined prior to the incurrence of such loans. The Company is permitted to make voluntary prepayments at any time without payment of a premium or penalty.
On September 22, 2020, the parties entered into an amendment to the A&R Credit Agreement to, among other changes, permit the issuance of the convertible senior notes and the purchase of the convertible note hedge transactions, as described in Note 10, Convertible Senior Notes, expand the Company’s flexibility to repurchase its common stock and make other restricted payments, and replace the total net leverage covenant with a new secured net leverage covenant that requires the Company to maintain a consolidated secured net leverage ratio not to exceed 3.50:1 for the calendar quarters ending September 30, 2020, December 31, 2020, and March 31, 2021 and 3.00:1 for the calendar quarters ending thereafter.
The A&R Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants applicable to the Company and its subsidiaries, including, among other things, restrictions on indebtedness, liens, investments, mergers, dispositions, dividends, and other distributions. The A&R Credit Agreement contains financial covenants that require the Company and its subsidiaries to not exceed a maximum total secured net leverage ratio (as described above) and maintain a minimum interest coverage ratio. In addition, the A&R Credit Agreement contains certain customary events of default including, but not limited to, failure to pay interest, principal, and fees, or other amounts when due, material misrepresentations or misstatements in any representation or warranty, covenant defaults, certain cross defaults to other material indebtedness, certain judgment defaults, and events of bankruptcy. The Company’s obligations under the A&R Credit Agreement and any swap obligations and banking services obligations owing to a lender (or an affiliate of a lender) are guaranteed by certain of its domestic subsidiaries and secured by substantially all of its and such subsidiary guarantors’ assets. In connection with entering into the A&R Credit Agreement, and as a condition precedent to borrowing loans thereunder, the Company and certain of the Company’s other direct and indirect subsidiaries have entered into certain ancillary agreements, including, but not limited to, a reaffirmation agreement, which amends certain terms of the existing collateral agreement and reaffirms their obligations under the existing guaranty agreement. The Company was in full compliance with all covenants as of March 31, 2022.
As of each of March 31, 2022 and December 31, 2021, there was no outstanding balance for the Revolving Credit Facility.
Convertible Senior Notes
0.25% Convertible Senior Notes due 2025
On September 25, 2020, the Company completed a private offering of $575.0 million aggregate principal amount of 0.25% convertible senior notes (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $75.0 million principal amount of the Notes. The Company received proceeds from the issuance of the Notes of $559.7 million, net of $15.3 million of transaction fees and other debt issuance costs. The Notes bear interest at a rate of 0.25% per year, payable semiannually in arrears on March 15 and September 15 of each year, beginning on March 15, 2021. The Notes were issued pursuant to an indenture, dated September 25, 2020 (the “Indenture”), between the Company and U.S. Bank
National Association, as trustee. The Notes are general senior, unsecured obligations of the Company and will mature on September 15, 2025, unless earlier redeemed, repurchased, or converted.
The Notes are convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding May 15, 2025, only under the following circumstances: (i) during any fiscal quarter commencing after the fiscal quarter ended on December 31, 2020 (and only during such fiscal quarter), if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price for the Notes on each applicable trading day; (ii) during the five business day period after any ten consecutive trading day period (the “measurement period”) in which the trading price (as defined in the Indenture) per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Company’s common stock and the conversion rate for the Notes on each such trading day; (iii) if the Company calls such Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the Notes called (or deemed called) for redemption; and (iv) upon the occurrence of specified corporate events, as specified in the Indenture. On or after May 15, 2025 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders of the Notes may convert all or any portion of their Notes at any time, regardless of the foregoing conditions.
During the three months ended March 31, 2022, the conditional conversion feature of the Notes was triggered, based on the price of the Company’s common stock, as the last reported sale price of the Company’s common stock was greater than or equal to 130% of the then applicable conversion price for the Notes for at least 20 trading days during the period of 30 consecutive trading days ending on March 31, 2022, the last trading day of the fiscal quarter. Accordingly, the Notes are convertible, in whole or in part, at the option of the holders during the second quarter of 2022. Whether the Notes will be convertible following the second fiscal quarter of 2022 will depend on the continued satisfaction of this condition or another conversion condition in the future. The Company continues to classify the Notes as a current liability in its Condensed Consolidated Financial Statements as of March 31, 2022 based on its irrevocable election to settle the principal amount in cash as discussed below.
Under the original terms of the Indenture, upon conversion, the Company could satisfy its conversion obligation by paying or delivering cash, shares of its common stock, or a combination thereof, at the Company’s election, in the manner and subject to the terms and conditions provided in the Indenture. On December 13, 2021, the Company irrevocably elected to fix its settlement method to a combination of cash and shares of the Company’s common stock with the specified cash amount per $1,000 principal amount of Notes of at least $1,000. As a result, for Notes converted on or after December 13, 2021, a converting noteholder will receive (i) up to $1,000 in cash per $1,000 principal amount of Notes and (ii) cash and/or shares of the Company’s common stock, at the Company’s option for any conversion consideration in excess of $1,000. In addition, the Company continues to have the ability to set the specified cash amount per $1,000 principal amount of Notes above $1,000. The initial conversion rate for the Notes is 10.2751 shares of the Company’s common stock per $1,000 principal amount of Notes, which is equivalent to an initial conversion price of approximately $97.32 per share of the Company’s common stock, subject to adjustment under certain circumstances in accordance with the terms of the Indenture. In addition, following certain corporate events that occur prior to the maturity date of the Notes or if the Company delivers a notice of redemption in respect of the Notes, the Company will, under certain circumstances, increase the conversion rate of the Notes for a holder who elects to convert its Notes (or any portion thereof) in connection with such a corporate event or convert its Notes called (or deemed called) for redemption during the related redemption period (as defined in the Indenture), as the case may be.
If the Company undergoes a fundamental change, holders may require, subject to certain exceptions, the Company to repurchase for cash all or any portion of their Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. As of March 31, 2022, none of the criteria for a fundamental change or a conversion rate adjustment had been met.
The Company may not redeem the Notes prior to September 20, 2023. The Company may redeem for cash all or any portion of the Notes, at its option, on or after September 20, 2023, if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price for the Notes then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. If the Company redeems less than all of the outstanding Notes, at least $150.0 million aggregate principal amount of Notes must be outstanding and not subject to redemption as of the date of the relevant notice of redemption. No sinking fund is provided for in the Notes.
Prior to the adoption of ASU 2020-06, convertible debt instruments that could be settled in cash were required to be separated into liability and equity components. The allocation to the liability component was based on the fair value of a similar
instrument that did not contain an equity conversion option. Based on this debt-to-equity ratio, debt issuance costs were then allocated to the liability and equity components in a similar manner. Accordingly, at issuance, the Company allocated $461.8 million to the debt liability and $72.7 million to additional paid-in capital, net of applicable issuance costs and deferred taxes. The difference between the principal amount of the Notes and the liability component, inclusive of issuance costs, represented the debt discount, which the Company amortized to interest expense over the term of the Notes using an effective interest rate of 4.18%. The determination of the discount rate required certain estimates and assumptions.
Upon adoption of ASU 2020-06, effective January 1, 2022, the Notes are no longer separated into liability and equity components, and are accounted for as a single liability measured at its amortized cost. Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information.
As of March 31, 2022, the remaining life of the Notes and the related issuance cost accretion is approximately 3.5 years.
The maximum number of shares issuable upon conversion, including the effect of a fundamental change and subject to other conversion rate adjustments, would be 5.9 million shares. As of March 31, 2022, the if-converted value of the Notes exceeded the principal amount by $190.1 million.
The Notes consisted of the following balances reported in the Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021:
March 31,
2022 (2)
December 31,
2021
(In thousands)
Liability:
Principal amount$575,000 $575,000 
Unamortized discount— (77,136)
Unamortized debt issuance costs(10,731)(9,712)
Convertible senior notes, liability component (1)
$564,269 $488,152 
Convertible senior notes, equity component$— $72,732 
_________________________________________________
(1)    Classified as a current liability as of both March 31, 2022 and December 31, 2021 in the Condensed Consolidated Balance Sheets.
(2)    Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information regarding the impact of the adoption of ASU 2020-06, effective January 1, 2022.
The following table summarizes the components of interest expense resulting from the Notes recognized in interest and other income (expense), net in the Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
2022 (1)
2021
(In thousands)
Contractual coupon interest$359 $359 
Amortization of discount$— $4,571 
Amortization of debt issuance costs$764 $575 
_________________________________________________
(1)    Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information regarding the impact of the adoption of ASU 2020-06, effective January 1, 2022.
Convertible Note Hedge and Warrant Transactions
In connection with the issuance of the Notes, the Company entered into convertible note hedge and warrant transactions with an affiliate of one of the initial purchasers of the Notes and certain other financial institutions (the “option counterparties”) with respect to the Company’s common stock.
The convertible note hedge consists of an option for the Company to purchase up to approximately 5.9 million shares of the Company’s common stock, which is equal to the number of shares of the Company’s common stock underlying the Notes, at an initial strike price of approximately $97.32 per share. The convertible note hedge will expire upon the maturity of
the Notes, if not earlier exercised or terminated. The cost of the convertible note hedge was approximately $100.6 million and was accounted for as an equity instrument, which was recorded in additional paid-in capital in the Condensed Consolidated Balance Sheets. The Company recorded a deferred tax asset of $25.8 million at issuance related to the convertible note hedge transaction. The convertible note hedge is expected generally to reduce the potential dilution to the Company’s common stock upon any conversion of Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes.
Separately from the convertible note hedge, the Company entered into warrant transactions to sell to the option counterparties warrants to acquire, subject to customary anti-dilution adjustments, up to approximately 5.9 million shares of its common stock in the aggregate at an initial strike price of $141.56 per share. The warrants require net share or net cash settlement upon the Company’s election. The Company received aggregate proceeds of approximately $51.3 million for the issuance of the warrants, which was recorded in additional paid-in capital at issuance in the Condensed Consolidated Balance Sheets. The warrants could separately have a dilutive effect to the Company’s common stock to the extent that the market price per share of its common stock exceeds the strike price of the warrants.
v3.22.1
Lessor Leases
 3 Months Ended
Mar. 31, 2022
Leases [Abstract]  
Lessor Leases Lessor Leases
Sales-Type Leases
On a recurring basis, the Company enters into multi-year, sales-type lease agreements, with the majority varying in length from one to five years. The Company optimizes cash flows by selling a majority of its non-U.S. government sales-type leases to third-party leasing finance companies on a non-recourse basis. The Company has no obligation to the leasing company once the lease has been sold. Some of the Company’s sales-type leases, mostly those relating to U.S. government hospitals which comprise approximately 62% of the lease receivable balance, are retained in-house.
The following table presents the Company’s income recognized from sales-type leases for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Sales-type lease revenues$6,505 $5,963 
Cost of sales-type lease revenues(3,078)(2,366)
Selling profit on sales-type lease revenues$3,427 $3,597 
The receivables as a result of these types of transactions are collateralized by the underlying equipment leased and consist of the following components at March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
(In thousands)
Net minimum lease payments to be received$32,690 $31,444 
Less: Unearned interest income portion(2,536)(2,388)
Net investment in sales-type leases30,154 29,056 
Less: Current portion (1)
(11,103)(10,665)
Long-term investment in sales-type leases, net$19,051 $18,391 
_________________________________________________
(1)    The current portion of the net investment in sales-type leases is included in other current assets in the Condensed Consolidated Balance Sheets.
The carrying amount of the Company’s sales-type lease receivables is a reasonable estimate of fair value.
The maturity schedule of future minimum lease payments under sales-type leases retained in-house and the reconciliation to the net investment in sales-type leases reported on the Condensed Consolidated Balance Sheets was as follows:
March 31,
2022
(In thousands)
Remaining nine months of 2022$9,024 
20239,301 
20246,300 
20254,365 
20261,972 
Thereafter1,728 
Total future minimum sales-type lease payments32,690 
Present value adjustment(2,536)
Total net investment in sales-type leases$30,154 
Operating Leases
The Company entered into certain leasing agreements that were classified as operating leases prior to the adoption of ASC 842, Leases. These agreements in place prior to January 1, 2019 continue to be treated as operating leases; however, any leasing agreements entered into on or after January 1, 2019 under these programs are classified and accounted for as sales-type leases in accordance with ASC 842. The operating lease arrangements generally have initial terms of one to seven years.
The following table represents the Company’s income recognized from operating leases for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Rental income$2,472 $2,611 
Lessor Leases Lessor Leases
Sales-Type Leases
On a recurring basis, the Company enters into multi-year, sales-type lease agreements, with the majority varying in length from one to five years. The Company optimizes cash flows by selling a majority of its non-U.S. government sales-type leases to third-party leasing finance companies on a non-recourse basis. The Company has no obligation to the leasing company once the lease has been sold. Some of the Company’s sales-type leases, mostly those relating to U.S. government hospitals which comprise approximately 62% of the lease receivable balance, are retained in-house.
The following table presents the Company’s income recognized from sales-type leases for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Sales-type lease revenues$6,505 $5,963 
Cost of sales-type lease revenues(3,078)(2,366)
Selling profit on sales-type lease revenues$3,427 $3,597 
The receivables as a result of these types of transactions are collateralized by the underlying equipment leased and consist of the following components at March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
(In thousands)
Net minimum lease payments to be received$32,690 $31,444 
Less: Unearned interest income portion(2,536)(2,388)
Net investment in sales-type leases30,154 29,056 
Less: Current portion (1)
(11,103)(10,665)
Long-term investment in sales-type leases, net$19,051 $18,391 
_________________________________________________
(1)    The current portion of the net investment in sales-type leases is included in other current assets in the Condensed Consolidated Balance Sheets.
The carrying amount of the Company’s sales-type lease receivables is a reasonable estimate of fair value.
The maturity schedule of future minimum lease payments under sales-type leases retained in-house and the reconciliation to the net investment in sales-type leases reported on the Condensed Consolidated Balance Sheets was as follows:
March 31,
2022
(In thousands)
Remaining nine months of 2022$9,024 
20239,301 
20246,300 
20254,365 
20261,972 
Thereafter1,728 
Total future minimum sales-type lease payments32,690 
Present value adjustment(2,536)
Total net investment in sales-type leases$30,154 
Operating Leases
The Company entered into certain leasing agreements that were classified as operating leases prior to the adoption of ASC 842, Leases. These agreements in place prior to January 1, 2019 continue to be treated as operating leases; however, any leasing agreements entered into on or after January 1, 2019 under these programs are classified and accounted for as sales-type leases in accordance with ASC 842. The operating lease arrangements generally have initial terms of one to seven years.
The following table represents the Company’s income recognized from operating leases for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Rental income$2,472 $2,611 
v3.22.1
Lessee Leases
 3 Months Ended
Mar. 31, 2022
Leases [Abstract]  
Lessee Leases Lessee Leases
The Company has operating leases for office buildings, data centers, office equipment, and vehicles. The Company’s leases have initial terms of one to 12 years. As of March 31, 2022, the Company did not have any additional material operating leases that were entered into, but not yet commenced.
The maturity schedule of future minimum lease payments under operating leases and the reconciliation to the operating lease liabilities reported on the Condensed Consolidated Balance Sheets was as follows:
March 31,
2022
(In thousands)
Remaining nine months of 2022$11,244 
202311,459 
20249,859 
20256,909 
20266,457 
Thereafter10,882 
Total operating lease payments56,810 
Present value adjustment(7,728)
Total operating lease liabilities (1)
$49,082 
_________________________________________________
(1)    Amount consists of a current and long-term portion of operating lease liabilities of $11.8 million and $37.3 million, respectively. The current portion of the operating lease liabilities is included in accrued liabilities in the Condensed Consolidated Balance Sheets.
Operating lease costs were $4.1 million and $3.7 million for the three months ended March 31, 2022 and 2021, respectively. Short-term lease costs and variable lease costs were immaterial for the three months ended March 31, 2022 and 2021. During the three months ended March 31, 2022, the Company recorded an impairment of operating lease right-of-use assets of $1.8 million in connection with restructuring activities for optimization of certain leased facilities. The impairment charge was recorded to selling, general, and administrative expenses on the Company’s Condensed Consolidated Statements of Operations.
The following table summarizes supplemental cash flow information related to the Company’s operating leases for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Cash paid for amounts included in the measurement of lease liabilities$4,193 $3,972 
Right-of-use assets obtained in exchange for new lease liabilities$497 $541 
The following table summarizes the weighted-average remaining lease term and weighted-average discount rate related to the Company’s operating leases as of March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
Weighted-average remaining lease term, years 5.25.2
Weighted-average discount rate, %5.6 %5.5 %
v3.22.1
Commitments and Contingencies
 3 Months Ended
Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Purchase Obligations
In the ordinary course of business, the Company issues purchase orders based on its current manufacturing needs. As of March 31, 2022, the Company had non-cancelable purchase commitments of $227.1 million, of which $194.5 million are expected to be paid within the year ending December 31, 2022.
Legal Proceedings
The Company is currently involved in various legal proceedings.
A class action lawsuit was filed against the Company, on June 5, 2019, in the Circuit Court of Cook County, Illinois, Chancery Division, captioned Corey Heard, individually and on behalf of all others similarly situated v. Omnicell, Inc., Case No. 2019-CH-06817 (the “Heard Action”). The complaint seeks class certification, monetary damages in the form of statutory damages for willful and/or reckless or, in the alternative, negligent violation of the Illinois Biometric Information Privacy Act (“BIPA”), and certain declaratory, injunctive, and other relief based on causes of action directed to allegations of violation of BIPA by the Company. The complaint was served on the Company on June 13, 2019. On July 31, 2019, the Company filed a motion to stay or consolidate the case with the action Yana Mazya, et al. v. Northwestern Lake Forest Hospital, et al., Case No. 2018-CH-07161, pending in the Circuit Court of Cook County, Illinois, Chancery Division (the “Mazya Action”). The Court subsequently, on October 10, 2019, denied the motion, without prejudice, as being moot in view of the dismissal of the claims against the Company in the Mazya Action. The Company filed a motion to dismiss the complaint in the Heard Action on October 31, 2019. The hearing on the Company’s motion to dismiss was held on September 2, 2020. The Court ruled from the bench and dismissed the complaint without prejudice giving plaintiff leave to file an amended complaint by September 30, 2020. Plaintiff filed an amended complaint on September 30, 2020 and the Company subsequently filed a motion to dismiss the amended complaint on October 28, 2020, which was fully briefed, but the Court had not heard oral argument on the motion. The parties entered into a settlement agreement on January 25, 2022. On February 1, 2022, the Court granted preliminary approval of the settlement. The Court has scheduled a status conference for June 1, 2022. Subject to final approval of the settlement, the Company intends to defend the lawsuit vigorously.
On December 21, 2020, Becton, Dickinson and Company (“BD”) filed a complaint against the Company in the United States District Court for the Middle District of North Carolina, asserting claims of misappropriation under the Defend Trade Secrets Act, misappropriation under the North Carolina Trade Secrets Protection Act, unfair competition, and unfair/deceptive trade practices in violation of North Carolina law (the “BD Complaint”). This action (the “BD Action”) was commenced in relation to another action brought by BD, in the same Court (the “Related Matter”) against a former BD employee who is also a former Company employee (the “Former Employee”) alleging that the Former Employee had violated the Former Employee’s legal obligations to BD regarding BD’s confidential and trade secret information when the Former Employee allegedly
downloaded certain documents from BD’s information technology system following the end of the Former Employee’s employment with BD. In connection with the Related Matter, BD, the Former Employee, and the Company entered into a protocol with the purpose of facilitating the return to BD of any BD documents that may have been resident, as a result of the Former Employee’s actions, on any devices belonging to the Former Employee or the Company. The BD Complaint seeks injunctive relief and monetary damages in the form of compensatory, punitive, and exemplary damages, attorneys’ fees and costs, and pre-judgment and post-judgment interest. On March 8, 2022, the parties entered into a confidential settlement agreement. Omnicell is currently in the process of effectuating certain obligations under the agreement prior to dismissal of the BD Complaint.
As required under ASC 450, Contingencies, the Company accrues for contingencies when it believes that a loss is probable and that it can reasonably estimate the amount of any such loss. The Company has not recorded any material accrual for contingent liabilities associated with the legal proceedings described above based on its belief that any potential material loss, while reasonably possible, is not probable. Further, any possible range of loss in these matters cannot be reasonably estimated at this time or is not deemed material. The Company believes that it has valid defenses with respect to these legal proceedings pending against it. However, litigation is inherently unpredictable, and it is possible that cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of any of these legal proceedings or because of the diversion of management’s attention and the creation of significant expenses.
v3.22.1
Income Taxes
 3 Months Ended
Mar. 31, 2022
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
The Company generally provides for income taxes in interim periods based on the estimated annual effective tax rate for the year, adjusting for discrete items in the quarter in which they arise. The annual effective tax rate before discrete items was 26.4% and 26.7% for the three months ended March 31, 2022 and 2021, respectively.
The Company has executed various global operational centralization activities and legal entity rationalization in recent years. The Company did not recognize any gains or losses from such activities during the three months ended March 31, 2022 and 2021. The Company recognized a discrete tax benefit related to equity compensation in the amount of $4.4 million and $4.1 million for the three months ended March 31, 2022 and 2021, respectively.
The 2022 annual effective tax rate before discrete items differed from the statutory rate of 21% primarily due to the unfavorable impact of state income taxes, non-deductible compensation and equity charges, and Global Intangible Low-Taxed Income tax inclusion, partially offset by the favorable impact of research and development credits and a foreign derived intangible income (“FDII”) benefit deduction. The 2021 annual effective tax rate before discrete items differed from the statutory rate of 21% primarily due to the unfavorable impact of state income taxes, non-deductible compensation and equity charges, and non-deductible expenses, partially offset by the favorable impact of research and development credits and a FDII benefit deduction.
On March 11, 2021, the President of the United States signed into law the “American Rescue Plan Act of 2021” (the “ARP Act”), which provides additional economic stimulus and tax credits, including the expansion and modification of the employee retention tax credit enacted by the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) and the refundable tax credits for COVID-related paid sick and family leave enacted by the Family First Act. The ARP Act further expands the “covered employees” definition for purposes of Section 162(m) of the Internal Revenue Code of 1986, as amended, used in determining the limitation on the deduction for excessive employee remuneration rules to be applicable for taxable years beginning after December 31, 2026. The provisions of the ARP Act did not have a material impact on the Company’s income taxes.
As of March 31, 2022 and December 31, 2021, the Company had gross unrecognized tax benefits of $9.3 million and $9.0 million, respectively. It is the Company’s policy to classify accrued interest and penalties as part of unrecognized tax benefits, but to record interest and penalties in interest and other income (expense), net in the Condensed Consolidated Statements of Operations. As of both March 31, 2022 and December 31, 2021, the amount of accrued interest and penalties was $0.6 million.
The Company files income tax returns in the United States and various state and foreign jurisdictions. In the normal course of business, the Company is subject to examinations by taxing authorities, including major jurisdictions such as the United States, Germany, Italy, Netherlands, and the United Kingdom. With few exceptions, as of March 31, 2022, the Company was no longer subject to U.S., state, and foreign tax examinations for years before 2018, 2017, and 2017, respectively.
Although the Company believes it has adequately provided for uncertain tax positions, the provisions on these positions may change as revised estimates are made or the underlying matters are settled or otherwise resolved. It is not possible at this time to reasonably estimate changes in the unrecognized tax benefits within the next twelve months.
v3.22.1
Employee Benefits and Share-Based Compensation
 3 Months Ended
Mar. 31, 2022
Share-based Payment Arrangement [Abstract]  
Employee Benefits and Share-Based Compensation Employee Benefits and Share-Based Compensation
Stock-Based Plans
For a detailed explanation of the Company’s stock plans, refer to Note 14, Employee Benefits and Share-Based Compensation, of the audited Consolidated Financial Statements and accompanying Notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 25, 2022.
Share-Based Compensation Expense
The following table sets forth the total share-based compensation expense recognized in the Company’s Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Cost of product and service revenues$2,244 $1,937 
Research and development2,264 1,700 
Selling, general, and administrative11,700 8,135 
Total share-based compensation expense$16,208 $11,772 
Employee Stock Purchase Plan (“ESPP”)
The following assumptions were used to value shares under the ESPP for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
Expected life, years
0.5 - 2.0
0.5 - 2.0
Expected volatility, %
28.8% - 45.6%
27.4% - 53.5%
Risk-free interest rate, %
0.1% - 1.5%
0.1% - 2.6%
Dividend yield, % — %— %
For the three months ended March 31, 2022 and 2021, employees purchased approximately 175,000 and 156,000 shares of common stock, respectively, under the ESPP at a weighted-average price of $66.81 and $59.75, respectively. As of March 31, 2022, the unrecognized compensation cost related to the shares to be purchased under the ESPP was approximately $3.6 million and is expected to be recognized over a weighted-average period of 1.4 years.
Stock Options
The following assumptions were used to value stock options granted pursuant to the Company’s 2009 Equity Incentive Plan, as amended, (the “2009 Plan”) for the three months ended March 31, 2021. There were no stock options granted during the three months ended March 31, 2022.
Three Months Ended March 31,
2021
Expected life, years 4.9
Expected volatility, % 30.1 %
Risk-free interest rate, % 0.6 %
Estimated forfeiture rate, %7.9 %
Dividend yield, % — %
The following table summarizes the stock option activity during the three months ended March 31, 2022:
Number of
Shares		Weighted-Average
Exercise Price		Weighted-Average
Remaining Years		Aggregate
Intrinsic Value
(In thousands, except per share data)
Outstanding at December 31, 20212,954 $67.35 6.9$334,119 
Granted— — 
Exercised(141)51.47 
Expired(1)68.74 
Forfeited(33)80.32 
Outstanding at March 31, 20222,779 $68.00 6.8$171,505 
Exercisable at March 31, 20221,699 $58.65 6.0$120,394 
Vested and expected to vest at March 31, 2022 and thereafter2,683 $67.36 6.7$167,177 
The weighted-average fair value per share of options granted during the three months ended March 31, 2021 was $33.89. The intrinsic value of options exercised during the three months ended March 31, 2022 and 2021 was $12.7 million and $14.0 million, respectively.
As of March 31, 2022, total unrecognized compensation cost related to unvested stock options was $28.4 million, which is expected to be recognized over a weighted-average vesting period of 2.0 years.
Restricted Stock Units (“RSUs”)
The following table summarizes the RSU activity under the 2009 Plan during the three months ended March 31, 2022:
Number of
Shares		Weighted-Average
Grant Date Fair Value		Weighted-Average
Remaining Years		Aggregate
Intrinsic Value
(In thousands, except per share data)
Outstanding at December 31, 2021763 $119.93 1.6$137,696 
Granted (Awarded)150 147.90 
Vested (Released)(43)84.74 
Forfeited(26)119.49 
Outstanding and unvested at March 31, 2022844 $126.70 1.6$109,317 
As of March 31, 2022, total unrecognized compensation cost related to RSUs was $85.5 million, which is expected to be recognized over the remaining weighted-average vesting period of 3.0 years.
Restricted Stock Awards (“RSAs”)
The following table summarizes the RSA activity under the 2009 Plan during the three months ended March 31, 2022:
Number of
Shares		Weighted-Average
Grant Date Fair Value
(In thousands, except per share data)
Outstanding at December 31, 202111 $137.36 
Granted (Awarded)— — 
Vested (Released)— — 
Outstanding and unvested at March 31, 202211 $137.36 
As of March 31, 2022, total unrecognized compensation cost related to RSAs was $0.2 million, which is expected to be recognized over the remaining weighted-average vesting period of 0.2 years.
Performance-Based Stock Unit Awards (“PSUs”)
The following table summarizes the PSU activity under the 2009 Plan during the three months ended March 31, 2022:
Number of
Shares		Weighted-Average
Grant Date Fair Value Per Unit
(In thousands, except per share data)
Outstanding at December 31, 2021144 $118.71 
Granted75 156.82 
Additional granted based on performance achievement51 156.79 
Vested(57)119.09 
Forfeited(1)178.81 
Outstanding and unvested at March 31, 2022212 $141.05 
As of March 31, 2022, total unrecognized compensation cost related to PSUs was approximately $13.7 million, which is expected to be recognized over the remaining weighted-average vesting period of 1.5 years.
Summary of Shares Reserved for Future Issuance under Equity Incentive Plans
The Company had the following ordinary shares reserved for future issuance under its equity incentive plans as of March 31, 2022:
Number of Shares
(In thousands)
Share options outstanding2,779 
Non-vested restricted stock awards1,067 
Shares authorized for future issuance1,154 
ESPP shares available for future issuance744 
Total shares reserved for future issuance5,744 
Stock Repurchase Programs
On August 2, 2016, the Company’s Board of Directors (the “Board”) authorized a stock repurchase program providing for the repurchase of up to $50.0 million of the Company’s common stock (the “2016 Repurchase Program”). The 2016 Repurchase Program is in addition to the stock repurchase program approved by the Board on November 4, 2014 providing for the repurchase of up to $50.0 million of the Company’s common stock (the “2014 Repurchase Program”). As of March 31, 2022, the 2014 Repurchase Program was completed, and the maximum dollar value of shares that may yet be purchased under the 2016 Repurchase Program was $2.7 million. The 2016 Repurchase Program does not obligate the Company to repurchase any specific number of shares, and the Company may terminate or suspend the 2016 Repurchase Program at any time.
During the three months ended March 31, 2022, the Company repurchased approximately 389,300 shares of its common stock under the repurchase programs at an average price of $134.11 per share for an aggregate purchase price of approximately $52.2 million. During the three months ended March 31, 2021, the Company did not repurchase any of its outstanding common stock under the r
v3.22.1
Restructuring Expenses
 3 Months Ended
Mar. 31, 2022
Restructuring and Related Activities [Abstract]  
Restructuring Expenses Restructuring Expenses
During 2020, the Company announced a company-wide organizational realignment initiative in order to more effectively align its organizational infrastructure and operations with the industry vision of the Autonomous Pharmacy. In the first quarter of 2021, the Company continued its organizational realignment initiative, incurring $2.0 million of employee severance costs and related expenses.
During the first quarter of 2022, the Company initiated certain domestic and international restructuring initiatives, in order to enhance and streamline certain engineering functions for its domestic operations, and to realign its international sales organization to better serve its customers in various international markets. During the three months ended March 31, 2022, the restructuring plans incurred $3.5 million of employee severance costs and related expenses. As of March 31, 2022 the unpaid balance related to these restructuring plans was $1.8 million.
The following table summarizes the total restructuring expense recognized in the Company’s Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Cost of product and service revenues$156 $389 
Research and development1,594 105 
Selling, general, and administrative1,777 1,526 
Total restructuring expense$3,527 $2,020 
v3.22.1
Subsequent Events
 3 Months Ended
Mar. 31, 2022
Subsequent Events [Abstract]  
Subsequent Events Subsequent EventsOn May 4, 2022, the Company determined that certain of its information technology systems were affected by ransomware impacting certain internal systems. There is an impact on certain of the Company’s products and services, as well as certain of its internal systems. Upon detecting the security event, the Company took immediate steps designed to contain the incident and implement its business continuity plans to restore and support continued operations. The Company has notified appropriate law enforcement authorities. The Company is also working closely with cybersecurity experts and legal counsel. The Company is in the early stages of its investigation and assessment of the security event and cannot determine, at this time, the extent of the impact from such event on our business, results of operations or financial condition or whether such impact will have a material adverse effect.
v3.22.1
Organization and Summary of Significant Accounting Policies (Policies)
 3 Months Ended
Mar. 31, 2022
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation
The accompanying unaudited Condensed Consolidated Financial Statements reflect, in the opinion of management, all adjustments, consisting of normal recurring adjustments and accruals, necessary to present fairly the financial position of the Company as of March 31, 2022 and December 31, 2021, and the results of operations, comprehensive income, and cash flows for the three months ended March 31, 2022 and 2021. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”) have been condensed or omitted in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). These unaudited Condensed Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and accompanying Notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on February 25, 2022, except as discussed in the section entitled “Recently Adopted Authoritative Guidance” below. The Company’s results of operations, comprehensive income, and cash flows for the three months ended March 31, 2022 are not necessarily indicative of results that may be expected for the year ending December 31, 2022, or for any future period.
Principles of Consolidation
Principles of Consolidation
The Condensed Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.
On January 10, 2022, the Company completed its acquisition of Hub and Spoke Innovations Limited (“Hub and Spoke Innovations”). The Condensed Consolidated Financial Statements include the results of operations of this recently acquired company, commencing as of the acquisition date. The significant accounting policies of the acquired business have been aligned to conform to the accounting policies of Omnicell.
Use of Estimates
Use of Estimates
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s Condensed Consolidated Financial Statements and accompanying Notes. These estimates are based on historical experience and various other assumptions that management believes to be reasonable. Although these estimates are based on management’s best knowledge of current events and actions that may impact the Company in the future, actual results may be different from the estimates.
The Company’s critical accounting policies are those that affect its financial statements materially and involve difficult, subjective, or complex judgments by management. As of March 31, 2022, the Company is not aware of any events or circumstances that would require an update to its estimates, judgments, or revisions to the carrying value of its assets or liabilities.
Segment Reporting
Segment Reporting
The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company’s Chief Operating Decision Maker (“CODM”) is its Chief Executive Officer. The CODM allocates resources and evaluates the performance of the Company at the consolidated level using information about its revenues, gross profit, income from operations, and other key financial data. All significant operating decisions are based upon an analysis of the Company as one operating segment, which is the same as its reporting segment.
Recently Adopted and Issued Authoritative Guidance
Recently Adopted Authoritative Guidance
In August 2020, the Financial Accounting Standards Board (“FASB“) issued Accounting Standards Update (“ASU“) 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40). The update simplifies the accounting for convertible debt instruments by reducing the number of accounting models and the number of embedded conversion features that could be recognized separately from the primary contract. ASU 2020-06 also enhances transparency and improves disclosures for convertible instruments and earnings per share guidance. ASU 2020-06 also requires the application of the if-converted method for calculating diluted earnings per share and the treasury stock method is no longer permitted for convertible instruments. This update permits the use of either the modified retrospective or fully retrospective method of transition. The Company adopted ASU 2020-06 on January 1, 2022, using the modified retrospective method of transition. Upon adoption of ASU 2020-06, the previously separated equity component and associated debt issuance costs for the Company’s outstanding convertible senior notes were reclassified to the liability component, thereby eliminating the subsequent amortization of the debt discount as interest expense. In addition, the Company derecognized the deferred tax liability related to the equity component.
In December 2021, the Company made an irrevocable election under the indenture to require the principal portion of the Company’s convertible senior notes to be settled in cash and any conversion consideration in excess of the principal portion in cash and/or shares of the Company’s common stock at the Company’s option upon conversion. Following the irrevocable election, only the amounts expected to be settled in excess of the principal portion are considered dilutive in calculating earnings per share under the if-converted method.
The Company’s adoption of the update impacted the Condensed Consolidated Balance Sheets at the beginning of the period of adoption as follows:
January 1, 2022
Pre-ASU 2020-06 BalancesASU 2020-06 Adoption ImpactPost-ASU 2020-06 Balances
(In thousands)
Long-term deferred tax assets$15,883 $(452)$15,431 
Convertible senior notes, net488,152 75,353 563,505 
Long-term deferred tax liabilities51,705 (19,572)32,133 
Additional paid-in capital1,024,580 (72,742)951,838 
Retained earnings368,571 16,509 385,080 
Adoption of the update did not have an impact on the Company’s Condensed Consolidated Statements of Operations or Condensed Consolidated Statements of Cash Flows as of January 1, 2022. Refer to Note 10, Convertible Senior Notes, for further information regarding the Company’s convertible senior notes.
Recently Issued Authoritative Guidance
In October 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The update addresses diversity in practice by requiring that an acquirer recognize and measure contract assets and liabilities acquired in a business combination in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. The guidance will be applied prospectively to acquisitions occurring on or after the effective date. ASU 2021-08 will be effective for the Company beginning January 1, 2023, and early adoption is permitted. The Company is currently evaluating the impact ASU 2021-08 will have on its Condensed Consolidated Financial Statements.
No other recently issued and effective authoritative guidance is expected to have a material impact on the Company’s Condensed Consolidated Financial Statements through the reporting date.
Business Combinations The Company accounted for its acquisitions in accordance with ASC 805, Business Combinations. The tangible and intangible assets acquired and liabilities assumed were recorded at fair value on the respective acquisition dates. Intangible assets eligible for recognition separate from goodwill were those that satisfied either the contractual or legal criterion or the separability criterion, each as set forth in the accounting guidance. The preliminary fair values reflect management’s best estimates based on information available at the respective acquisition dates and may change as additional information is received over the measurement period, which will end no later than one year from the respective acquisition date. The Company
believes that the fair values assigned to the assets acquired and liabilities assumed are based on reasonable assumptions and estimates that market participants would use. Actual results may differ from these estimates and assumptions.
The Company’s Condensed Consolidated Financial Statements include the results of operations of each acquired company, commencing as of their respective acquisition dates. Acquisition-related costs were expensed as incurred, and are included in selling, general, and administrative expenses in the Company’s Condensed Consolidated Statements of Operations.
The customer relationships intangible assets represent the fair values of the underlying relationships and agreements with each acquired company’s customers. The acquired technology intangible assets represent the fair values of the portfolio of SaaS solutions that have reached technological feasibility and were part of the respective acquired company’s offerings at their respective acquisition dates. The backlog intangible asset represents contractually committed future billings associated with MarkeTouch Media customer contracts. The trade names intangible asset represents the fair value of brand and name recognition associated with the marketing of certain FDS Amplicare SaaS solutions.
The fair values of the customer relationships and backlog intangible assets were determined based on the excess earnings method, and the fair values of the acquired technology and trade names intangible assets were determined based on the relief-from-royalty method. The key assumptions used in estimating the fair values of intangible assets included forecasted financial information; customer attrition rates; royalty rate of 10.0% for the acquired technology intangible assets for both FDS Amplicare and MarkeTouch Media; royalty rate of 2.0% for the FDS Amplicare trade names intangible asset; discount rate of 13.0% for the FDS Amplicare acquisition; discount rate of 15.0% for the ReCept acquisition; discount rate of 11.5% for the MarkeTouch Media acquisition; and certain other assumptions.
The customer relationships and acquired technology intangible assets are being amortized using a double-declining method of amortization as such method better represents the economic benefits to be obtained. The backlog and trade names intangible assets are being amortized over their respective estimated useful lives using the straight-line method of amortization.
Revenue Recognition
Revenue Recognition
The Company earns revenues from sales of its products and related services, which are sold in the healthcare industry, its principal market. The Company’s customer arrangements typically include one or more of the following revenue categories:
Connected devices, software licenses, and other. Software-enabled connected devices and software licenses that manage and regulate the storage and dispensing of pharmaceuticals, consumables blister cards, and packaging equipment and other supplies. This revenue category is often sold through long-term, sole-source agreements with multi-year co-development plans. Solutions in this category include, but are not limited to, XT Series automated dispensing systems, the XR2 Automated Central Pharmacy System, and IV compounding automation solutions.
Technical services. Post-installation technical support and other related services, including phone support, on-site service, parts, and access to unspecified software updates and enhancements, if and when available. This revenue category is often supported by multi-year or annual contractual agreements.
Consumables. Medication adherence packaging, labeling, and other one-time use packaging including multimed adherence packaging and single dose blister cards which are used by retail, community, and outpatient pharmacies, as well as by institutional pharmacies serving long-term care and other sites outside the acute care hospital, and are designed to improve patient engagement and adherence to prescriptions.
SaaS, subscription software, and technology-enabled services. Emerging software and service solutions which are offered on a subscription basis with fees typically based either on transaction volume or a fee over a specified period of time. Solutions in this category include, but are not limited to, EnlivenHealth inclusive of FDS Amplicare and MarkeTouch Media, 340B solutions, ReCept management services, and services associated with Omnicell One™, Central Pharmacy Dispensing Services, including the XR2 Automated Central Pharmacy System, and Central Pharmacy Compounding Services, including IV compounding automation solutions.
The following table summarizes revenue recognition for each revenue category:
Revenue Category
Timing of Revenue Recognition
Income Statement Classification
Connected devices, software licenses, and other
Point in time, as transfer of control occurs, generally upon installation and acceptance by the customer
Product
Technical services
Over time, as services are provided, typically ratably over the service term
Service
Consumables
Point in time, as transfer of control occurs, generally upon shipment to or receipt by customer
Product
SaaS, subscription software, and technology-enabled services
Over time, as services are provided
Service
A portion of the Company’s sales are made to customers who are members of Group Purchasing Organizations (“GPOs”) and Federal agencies that purchase under a Federal Supply Schedule Contract with the Department of Veterans Affairs (the “GSA Contract”). GPOs are often fully or partially owned by the Company’s customers, and the Company pays fees to the GPO on completed contracts. The Company also pays the Industrial Funding Fee (“IFF”) to the Department of Veterans Affairs under the GSA Contract. The Company considers these fees consideration paid to customers and records them as reductions to revenue.
Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing net income (loss) for the period by the weighted-average number of shares outstanding during the period. In periods of net loss, all potential common shares are anti-dilutive, so diluted net loss per share equals the basic net loss per share. In periods of net income, diluted net income per share is computed by dividing net income for the period by the basic weighted-average number of shares plus any dilutive potential common stock outstanding during the period, using the treasury stock method. Potential common stock includes the effect of outstanding dilutive stock options, restricted stock awards, and restricted stock units, as well as shares the Company could be obligated to issue from its convertible senior notes and warrants, as described in Note 10, Convertible Senior Notes (pre-ASU 2020-06 adoption). For periods prior to the adoption of ASU 2020-06 on January 1, 2022, the Company applied the treasury stock method to calculate the dilutive impact of the convertible senior notes. Upon adoption of ASU 2020-06, effective January 1 2022, the Company is required to apply the if-converted method for calculating the dilutive impact of the convertible senior notes. Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information. Any anti-dilutive weighted-average dilutive shares related to stock award plans, convertible senior notes, and warrants are excluded from the computation of the diluted net income per share.
Fair Value Hierarchy The Company measures its financial instruments at fair value. The Company’s cash, cash equivalents, and restricted cash are classified within Level 1 of the fair value hierarchy as they are valued primarily using quoted market prices utilizing market observable inputs. The Company’s credit facility is classified within Level 2 as the valuation inputs are based on quoted prices or market observable data of similar instruments. The Company’s convertible senior notes are classified within Level 2 as the valuation inputs are based on quoted prices in an inactive market on the last day in the reporting period.
Convertible Debt Prior to the adoption of ASU 2020-06, convertible debt instruments that could be settled in cash were required to be separated into liability and equity components. The allocation to the liability component was based on the fair value of a similar instrument that did not contain an equity conversion option. Based on this debt-to-equity ratio, debt issuance costs were then allocated to the liability and equity components in a similar manner.Upon adoption of ASU 2020-06, effective January 1, 2022, the Notes are no longer separated into liability and equity components, and are accounted for as a single liability measured at its amortized cost.
Commitments and Contingencies As required under ASC 450, Contingencies, the Company accrues for contingencies when it believes that a loss is probable and that it can reasonably estimate the amount of any such loss. The Company has not recorded any material accrual for contingent liabilities associated with the legal proceedings described above based on its belief that any potential material loss, while reasonably possible, is not probable. Further, any possible range of loss in these matters cannot be reasonably estimated at this time or is not deemed material. The Company believes that it has valid defenses with respect to these legal proceedings pending against it. However, litigation is inherently unpredictable, and it is possible that cash flows or results of operations could be materially affected in any particular period by the unfavorable resolution of any of these legal proceedings or because of the diversion of management’s attention and the creation of significant expenses.
v3.22.1
Business Combinations and Asset Acquisitions (Policies)
 3 Months Ended
Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Business Combinations The Company accounted for its acquisitions in accordance with ASC 805, Business Combinations. The tangible and intangible assets acquired and liabilities assumed were recorded at fair value on the respective acquisition dates. Intangible assets eligible for recognition separate from goodwill were those that satisfied either the contractual or legal criterion or the separability criterion, each as set forth in the accounting guidance. The preliminary fair values reflect management’s best estimates based on information available at the respective acquisition dates and may change as additional information is received over the measurement period, which will end no later than one year from the respective acquisition date. The Company
believes that the fair values assigned to the assets acquired and liabilities assumed are based on reasonable assumptions and estimates that market participants would use. Actual results may differ from these estimates and assumptions.
The Company’s Condensed Consolidated Financial Statements include the results of operations of each acquired company, commencing as of their respective acquisition dates. Acquisition-related costs were expensed as incurred, and are included in selling, general, and administrative expenses in the Company’s Condensed Consolidated Statements of Operations.
The customer relationships intangible assets represent the fair values of the underlying relationships and agreements with each acquired company’s customers. The acquired technology intangible assets represent the fair values of the portfolio of SaaS solutions that have reached technological feasibility and were part of the respective acquired company’s offerings at their respective acquisition dates. The backlog intangible asset represents contractually committed future billings associated with MarkeTouch Media customer contracts. The trade names intangible asset represents the fair value of brand and name recognition associated with the marketing of certain FDS Amplicare SaaS solutions.
The fair values of the customer relationships and backlog intangible assets were determined based on the excess earnings method, and the fair values of the acquired technology and trade names intangible assets were determined based on the relief-from-royalty method. The key assumptions used in estimating the fair values of intangible assets included forecasted financial information; customer attrition rates; royalty rate of 10.0% for the acquired technology intangible assets for both FDS Amplicare and MarkeTouch Media; royalty rate of 2.0% for the FDS Amplicare trade names intangible asset; discount rate of 13.0% for the FDS Amplicare acquisition; discount rate of 15.0% for the ReCept acquisition; discount rate of 11.5% for the MarkeTouch Media acquisition; and certain other assumptions.
The customer relationships and acquired technology intangible assets are being amortized using a double-declining method of amortization as such method better represents the economic benefits to be obtained. The backlog and trade names intangible assets are being amortized over their respective estimated useful lives using the straight-line method of amortization.
v3.22.1
Accounting Policies (Tables)
 3 Months Ended
Mar. 31, 2022
Accounting Policies [Abstract]  
Schedule of Adoption Impacts from ASU 2020-06
The Company’s adoption of the update impacted the Condensed Consolidated Balance Sheets at the beginning of the period of adoption as follows:
January 1, 2022
Pre-ASU 2020-06 BalancesASU 2020-06 Adoption ImpactPost-ASU 2020-06 Balances
(In thousands)
Long-term deferred tax assets$15,883 $(452)$15,431 
Convertible senior notes, net488,152 75,353 563,505 
Long-term deferred tax liabilities51,705 (19,572)32,133 
Additional paid-in capital1,024,580 (72,742)951,838 
Retained earnings368,571 16,509 385,080 
v3.22.1
Business Combinations (Tables)
 3 Months Ended
Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract]  
Preliminary Allocation of the Purchase Price to the Assets Acquired and the Liabilities Assumed by the Company
The following tables represent the preliminary allocation of the respective purchase price to the assets acquired and the liabilities assumed by the Company as part of each acquisition included in the Company’s Consolidated Balance Sheets, and is reconciled to the respective purchase price transferred:
FDS Amplicare (1)
ReCept
(Preliminary) (2)
MarkeTouch Media
(Preliminary)
(In thousands)
Purchase price transferred:
Base purchase price$177,000 $100,000 $82,000 
Add: Closing cash465 6,664 191 
Add: Net working capital adjustment1,654 (2,296)448 
Less: Assumed indebtedness(653)(1,902)(13)
Total purchase price transferred$178,466 $102,466 $82,626 
FDS Amplicare (Preliminary) (1)
ReCept
(Preliminary) (2)
MarkeTouch Media
(Preliminary)
Fair value of assets acquired and liabilities assumed:
Cash and cash equivalents$465 $— $237 
Accounts receivable and unbilled receivables5,330 2,383 2,302 
Prepaid expenses506 192 96 
Other current assets45 13,955 — 
Total current assets6,346 16,530 2,635 
Property and equipment444 172 177 
Operating lease right-of-use assets2,252 773 602 
Goodwill117,374 81,588 42,530 
Intangible assets70,000 28,100 38,000 
Other long-term assets51 200 2,850 
Total assets196,467 127,363 86,794 
Accounts payable950 219 473 
Accrued compensation1,312 1,756 — 
Accrued liabilities1,396 18,499 292 
Deferred revenues1,916 222 347 
Long-term deferred tax liabilities11,377 3,587 — 
Long-term operating lease liabilities920 614 206 
Other long-term liabilities130 — 2,850 
Total liabilities18,001 24,897 4,168 
Total purchase price$178,466 $102,466 $82,626 
Total purchase price, net of cash acquired$178,001 $95,897 $82,389 
_________________________________________________
(1)    During the fourth quarter of 2021, the Company recorded measurement period adjustments of $1.5 million to goodwill, consisting of an increase in intangible assets, accounts receivable and unbilled receivables, and long-term deferred tax liabilities of $0.4 million, $1.1 million, and $0.1 million, respectively, and a net working capital adjustment of $0.1 million.
(2)    Closing cash is included in other current assets due to its restrictive nature as cash held for customers.
Summary of Identifiable Intangible Assets Acquired
The identifiable intangible assets acquired and their estimated useful lives for amortization are as follows:
FDS Amplicare (1)
ReCeptMarkeTouch Media
Fair valueUseful life
(years)		Fair valueUseful life
(years)		Fair valueUseful life
(years)
(In thousands, except for years)
Customer relationships$59,900 23$28,100 23$34,100 26
Acquired technology7,700 
5 - 7
— —2,100 4
Backlog— —— —1,800 2
Trade names2,400 5— —— —
Total purchased intangible assets$70,000 $28,100 $38,000 
_________________________________________________
(1)    During the fourth quarter of 2021, the Company recorded a measurement period adjustment of $0.4 million in customer relationships.
Pro Forma Financial Information
Three Months Ended March 31,
2021
(In thousands)
Pro forma revenues$268,921 
Pro forma net income$13,066 
v3.22.1
Revenues (Tables)
 3 Months Ended
Mar. 31, 2022
Revenue Recognition [Abstract]  
Summary of Revenue Recognition for Revenue Categories
The following table summarizes revenue recognition for each revenue category:
Revenue Category
Timing of Revenue Recognition
Income Statement Classification
Connected devices, software licenses, and other
Point in time, as transfer of control occurs, generally upon installation and acceptance by the customer
Product
Technical services
Over time, as services are provided, typically ratably over the service term
Service
Consumables
Point in time, as transfer of control occurs, generally upon shipment to or receipt by customer
Product
SaaS, subscription software, and technology-enabled services
Over time, as services are provided
Service
Disaggregation of Revenues by Revenue Type
The following table summarizes the Company’s revenues disaggregated by revenue type for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Connected devices, software licenses, and other$208,078 $159,718 
Technical services49,169 50,860 
Consumables17,797 18,407 
SaaS, subscription software, and technology-enabled services43,784 22,858 
Total revenues$318,828 $251,843 
Disaggregation of Revenues by Geographical Location
The following table summarizes the Company’s revenues disaggregated by geographic region, which is determined based on customer location, for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
United States$287,577 $224,276 
Rest of world (1)
31,251 27,567 
Total revenues$318,828 $251,843 
_________________________________________________
(1)    No individual country represented more than 10% of total revenues.
Contract Asset and Liabilities
The following table reflects the Company’s contract assets and contract liabilities:
March 31,
2022		December 31,
2021
(In thousands)
Short-term unbilled receivables, net (1)
$17,348 $17,208 
Long-term unbilled receivables, net (2)
16,316 18,084 
Total contract assets$33,664 $35,292 
Short-term deferred revenues, net$127,998 $112,196 
Long-term deferred revenues24,037 20,194 
Total contract liabilities$152,035 $132,390 
_________________________________________________
(1)    Included in accounts receivable and unbilled receivables in the Condensed Consolidated Balance Sheets.
(2)    Included in other long-term assets in the Condensed Consolidated Balance Sheets.
v3.22.1
Net Income Per Share (Tables)
 3 Months Ended
Mar. 31, 2022
Earnings Per Share [Abstract]  
Basic and Diluted Net Income Per Share
The basic and diluted net income per share calculations for the three months ended March 31, 2022 and 2021 were as follows:
Three Months Ended March 31,
20222021
(In thousands, except per share data)
Net income$8,213 $14,127 
Weighted-average shares outstanding – basic44,249 42,962 
Effect of dilutive securities from stock award plans1,646 1,980 
Effect of convertible senior notes1,918 1,425 
Effect of warrants105 — 
Weighted-average shares outstanding – diluted47,918 46,367 
Net income per share – basic$0.19 $0.33 
Net income per share – diluted$0.17 $0.30 
Anti-dilutive weighted-average shares related to stock award plans336 287 
Anti-dilutive weighted-average shares related to convertible senior notes and warrants— 5,908 
v3.22.1
Balance Sheet Components (Tables)
 3 Months Ended
Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Balance Sheet Components
Balance sheet details as of March 31, 2022 and December 31, 2021 are presented in the tables below:
March 31,
2022		December 31,
2021
(In thousands)
Inventories:
Raw materials$60,238 $48,215 
Work in process9,483 11,009 
Finished goods67,335 60,700 
Total inventories$137,056 $119,924 
Other current assets:
Funds held for customers, including restricted cash (1)
$38,426 $20,405 
Net investment in sales-type leases, current portion11,103 10,665 
Prepaid income taxes5,265 6,656 
Other current assets4,049 10,608 
Total other current assets$58,843 $48,334 
Other long-term assets:
Capitalized software, net$94,108 $96,995 
Unbilled receivables, net16,316 18,084 
Deferred debt issuance costs2,882 3,156 
Other long-term assets8,811 9,284 
Total other long-term assets$122,117 $127,519 
Accrued liabilities:
Operating lease liabilities, current portion$11,809 $12,947 
Customer fund liabilities38,426 31,727 
Advance payments from customers10,337 8,191 
Rebate liabilities40,344 44,644 
Group purchasing organization fees6,503 7,115 
Taxes payable5,487 3,771 
Other accrued liabilities26,923 24,772 
Total accrued liabilities$139,829 $133,167 
_________________________________________________
(1)    Includes restricted cash of $23.4 million and $6.6 million as of March 31, 2022 and December 31, 2021, respectively.
Schedule of Accumulated Other Comprehensive Income (Loss)
The following table summarizes the changes in accumulated balances of other comprehensive income (loss), which consisted of foreign currency translation adjustments, for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Beginning balance$(8,407)$(5,522)
Other comprehensive loss(2,555)(621)
Ending balance$(10,962)$(6,143)
v3.22.1
Property and Equipment (Tables)
 3 Months Ended
Mar. 31, 2022
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment Balances
The following table represents the property and equipment balances as of March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
(In thousands)
Equipment$90,930 $89,272 
Furniture and fixtures7,432 7,580 
Leasehold improvements20,913 20,623 
Software67,795 60,856 
Construction in progress16,217 14,757 
Property and equipment, gross203,287 193,088 
Accumulated depreciation and amortization(126,225)(121,947)
Total property and equipment, net$77,062 $71,141 
Summary of Geographic Information for Property and Equipment, Net The following table summarizes the geographic information for property and equipment, net, as of March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
(In thousands)
United States$72,803 $66,788 
Rest of world (1)
4,259 4,353 
Total property and equipment, net$77,062 $71,141 
_________________________________________________
(1)    No individual country represented more than 10% of total property and equipment, net.
v3.22.1
Goodwill and Intangible Assets (Tables)
 3 Months Ended
Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]  
Changes in Carrying Amount of Goodwill
The following table represents changes in the carrying amount of goodwill:
December 31,
2021
Additions (1)
Foreign currency exchange rate fluctuationsMarch 31,
2022
(In thousands)
Goodwill$738,900 2,549 (1,023)$740,426 
_________________________________________________
(1)     Refer to Note 2, Business Combinations, for further information.
Carrying Amounts and Useful Lives of Intangible Assets
The carrying amounts and useful lives of intangible assets as of March 31, 2022 and December 31, 2021 were as follows:
March 31, 2022
Gross carrying
amount (1)
Accumulated
amortization		Foreign currency exchange rate fluctuationsNet carrying
amount		Useful life
(years)
(In thousands, except for years)
Customer relationships$311,089 $(83,571)$(1,106)$226,412 
4 - 30
Acquired technology92,066 (55,492)— 36,574 
4 - 20
Backlog1,800 (225)— 1,575 2
Trade names9,200 (5,848)— 3,352 
5 - 12
Patents2,430 (1,216)— 1,214 
2 - 20
Non-compete agreements600 (300)— 300 3
Total intangibles assets, net$417,185 $(146,652)$(1,106)$269,427 
 
December 31, 2021
Gross carrying
amount (1)
Accumulated
amortization		Foreign currency exchange rate fluctuationsNet carrying
amount		Useful life
(years)
(In thousands, except for years)
Customer relationships$309,989 $(78,093)$(933)$230,963 
10 - 30
Acquired technology95,466 (55,859)6 39,613 
4 - 20
Backlog1,800 — — 1,800 2
Trade names9,200 (5,600)14 3,614 
5 - 12
Patents2,462 (1,186)— 1,276 
2 - 20
Non-compete agreements600 (250)— 350 3
Total intangibles assets, net$419,517 $(140,988)$(913)$277,616 
_________________________________________________
(1)     The differences in gross carrying amounts between periods are primarily due to the write-off of certain fully amortized intangible assets, partially offset by additions of intangible assets in connection with the Hub and Spoke Innovations acquisition.
Estimated Future Amortization Expense for Intangible Assets
The estimated future amortization expenses for amortizable intangible assets were as follows:
March 31,
2022
(In thousands)
Remaining nine months of 2022$26,204 
202331,594 
202423,139 
202521,086 
202618,099 
Thereafter149,305 
Total$269,427 
v3.22.1
Convertible Senior Notes (Tables)
 3 Months Ended
Mar. 31, 2022
Debt Disclosure [Abstract]  
Convertible Debt Balances
The Notes consisted of the following balances reported in the Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021:
March 31,
2022 (2)
December 31,
2021
(In thousands)
Liability:
Principal amount$575,000 $575,000 
Unamortized discount— (77,136)
Unamortized debt issuance costs(10,731)(9,712)
Convertible senior notes, liability component (1)
$564,269 $488,152 
Convertible senior notes, equity component$— $72,732 
_________________________________________________
(1)    Classified as a current liability as of both March 31, 2022 and December 31, 2021 in the Condensed Consolidated Balance Sheets.
(2)    Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information regarding the impact of the adoption of ASU 2020-06, effective January 1, 2022.
Summary of Components of Interest Expense
The following table summarizes the components of interest expense resulting from the Notes recognized in interest and other income (expense), net in the Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
2022 (1)
2021
(In thousands)
Contractual coupon interest$359 $359 
Amortization of discount$— $4,571 
Amortization of debt issuance costs$764 $575 
_________________________________________________
(1)    Refer to Note 1, Organization and Summary of Significant Accounting Policies, for further information regarding the impact of the adoption of ASU 2020-06, effective January 1, 2022.
v3.22.1
Lessor Leases (Tables)
 3 Months Ended
Mar. 31, 2022
Leases [Abstract]  
Income Recognized from Sales-Type Leases
The following table presents the Company’s income recognized from sales-type leases for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Sales-type lease revenues$6,505 $5,963 
Cost of sales-type lease revenues(3,078)(2,366)
Selling profit on sales-type lease revenues$3,427 $3,597 
Components of Sales-Type Lease Receivables
The receivables as a result of these types of transactions are collateralized by the underlying equipment leased and consist of the following components at March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
(In thousands)
Net minimum lease payments to be received$32,690 $31,444 
Less: Unearned interest income portion(2,536)(2,388)
Net investment in sales-type leases30,154 29,056 
Less: Current portion (1)
(11,103)(10,665)
Long-term investment in sales-type leases, net$19,051 $18,391 
_________________________________________________
(1)    The current portion of the net investment in sales-type leases is included in other current assets in the Condensed Consolidated Balance Sheets.
Maturity Schedule of Future Minimum Lease Payments under Sales-Type Leases
The maturity schedule of future minimum lease payments under sales-type leases retained in-house and the reconciliation to the net investment in sales-type leases reported on the Condensed Consolidated Balance Sheets was as follows:
March 31,
2022
(In thousands)
Remaining nine months of 2022$9,024 
20239,301 
20246,300 
20254,365 
20261,972 
Thereafter1,728 
Total future minimum sales-type lease payments32,690 
Present value adjustment(2,536)
Total net investment in sales-type leases$30,154 
Income Recognized from Operating Leases
The following table represents the Company’s income recognized from operating leases for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Rental income$2,472 $2,611 
v3.22.1
Lessee Leases (Tables)
 3 Months Ended
Mar. 31, 2022
Leases [Abstract]  
Maturity Schedule of Future Minimum Lease Payments under Operating Leases and the Reconciliation to the Operating Lease Liabilities
The maturity schedule of future minimum lease payments under operating leases and the reconciliation to the operating lease liabilities reported on the Condensed Consolidated Balance Sheets was as follows:
March 31,
2022
(In thousands)
Remaining nine months of 2022$11,244 
202311,459 
20249,859 
20256,909 
20266,457 
Thereafter10,882 
Total operating lease payments56,810 
Present value adjustment(7,728)
Total operating lease liabilities (1)
$49,082 
_________________________________________________
(1)    Amount consists of a current and long-term portion of operating lease liabilities of $11.8 million and $37.3 million, respectively. The current portion of the operating lease liabilities is included in accrued liabilities in the Condensed Consolidated Balance Sheets.
Supplemental Cash Flow Information Related to Operating Leases
The following table summarizes supplemental cash flow information related to the Company’s operating leases for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Cash paid for amounts included in the measurement of lease liabilities$4,193 $3,972 
Right-of-use assets obtained in exchange for new lease liabilities$497 $541 
Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate
The following table summarizes the weighted-average remaining lease term and weighted-average discount rate related to the Company’s operating leases as of March 31, 2022 and December 31, 2021:
March 31,
2022		December 31,
2021
Weighted-average remaining lease term, years 5.25.2
Weighted-average discount rate, %5.6 %5.5 %
v3.22.1
Employee Benefits and Share-Based Compensation (Tables)
 3 Months Ended
Mar. 31, 2022
Share-based Payment Arrangement [Abstract]  
Share-Based Compensation Expense
The following table sets forth the total share-based compensation expense recognized in the Company’s Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Cost of product and service revenues$2,244 $1,937 
Research and development2,264 1,700 
Selling, general, and administrative11,700 8,135 
Total share-based compensation expense$16,208 $11,772 
Assumptions Used to Value ESPP Shares
The following assumptions were used to value shares under the ESPP for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
Expected life, years
0.5 - 2.0
0.5 - 2.0
Expected volatility, %
28.8% - 45.6%
27.4% - 53.5%
Risk-free interest rate, %
0.1% - 1.5%
0.1% - 2.6%
Dividend yield, % — %— %
Assumptions Used to Value Stock Options Granted
The following assumptions were used to value stock options granted pursuant to the Company’s 2009 Equity Incentive Plan, as amended, (the “2009 Plan”) for the three months ended March 31, 2021. There were no stock options granted during the three months ended March 31, 2022.
Three Months Ended March 31,
2021
Expected life, years 4.9
Expected volatility, % 30.1 %
Risk-free interest rate, % 0.6 %
Estimated forfeiture rate, %7.9 %
Dividend yield, % — %
Summary of Share Option Activity
The following table summarizes the stock option activity during the three months ended March 31, 2022:
Number of
Shares		Weighted-Average
Exercise Price		Weighted-Average
Remaining Years		Aggregate
Intrinsic Value
(In thousands, except per share data)
Outstanding at December 31, 20212,954 $67.35 6.9$334,119 
Granted— — 
Exercised(141)51.47 
Expired(1)68.74 
Forfeited(33)80.32 
Outstanding at March 31, 20222,779 $68.00 6.8$171,505 
Exercisable at March 31, 20221,699 $58.65 6.0$120,394 
Vested and expected to vest at March 31, 2022 and thereafter2,683 $67.36 6.7$167,177 
Summary of Restricted Stock Unit Activity
The following table summarizes the RSU activity under the 2009 Plan during the three months ended March 31, 2022:
Number of
Shares		Weighted-Average
Grant Date Fair Value		Weighted-Average
Remaining Years		Aggregate
Intrinsic Value
(In thousands, except per share data)
Outstanding at December 31, 2021763 $119.93 1.6$137,696 
Granted (Awarded)150 147.90 
Vested (Released)(43)84.74 
Forfeited(26)119.49 
Outstanding and unvested at March 31, 2022844 $126.70 1.6$109,317 
Summary of Restricted Stock Awards Activity
The following table summarizes the RSA activity under the 2009 Plan during the three months ended March 31, 2022:
Number of
Shares		Weighted-Average
Grant Date Fair Value
(In thousands, except per share data)
Outstanding at December 31, 202111 $137.36 
Granted (Awarded)— — 
Vested (Released)— — 
Outstanding and unvested at March 31, 202211 $137.36 
Summary of Performance-Based Restricted Stock Activity
The following table summarizes the PSU activity under the 2009 Plan during the three months ended March 31, 2022:
Number of
Shares		Weighted-Average
Grant Date Fair Value Per Unit
(In thousands, except per share data)
Outstanding at December 31, 2021144 $118.71 
Granted75 156.82 
Additional granted based on performance achievement51 156.79 
Vested(57)119.09 
Forfeited(1)178.81 
Outstanding and unvested at March 31, 2022212 $141.05 
Ordinary Shares Reserved for Future Issuance Under Equity Incentive Plans
The Company had the following ordinary shares reserved for future issuance under its equity incentive plans as of March 31, 2022:
Number of Shares
(In thousands)
Share options outstanding2,779 
Non-vested restricted stock awards1,067 
Shares authorized for future issuance1,154 
ESPP shares available for future issuance744 
Total shares reserved for future issuance5,744 
v3.22.1
Restructuring Expenses (Tables)
 3 Months Ended
Mar. 31, 2022
Restructuring and Related Activities [Abstract]  
Total Restructuring Expense Recognized in the Condensed Consolidated Statements of Operations
The following table summarizes the total restructuring expense recognized in the Company’s Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021:
Three Months Ended March 31,
20222021
(In thousands)
Cost of product and service revenues$156 $389 
Research and development1,594 105 
Selling, general, and administrative1,777 1,526 
Total restructuring expense$3,527 $2,020 
v3.22.1
Organization and Summary of Significant Accounting Policies - Narrative (Details) - segment
 3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Accounting Policies [Abstract]    
Number of operating segments 1  
Number of reportable segments 1  
Accounting Standards Update [Extensible Enumeration]   Accounting Standards Update 2020-06 [Member]
v3.22.1
Organization and Summary of Significant Accounting Policies - Schedule of Adoption Impacts from ASU 2020-06 (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Accounting Policies [Line Items]    
Long-term deferred tax assets $ 16,054 $ 15,883
Convertible senior notes, net 564,269 488,152
Long-term deferred tax liabilities 28,173 51,705
Additional paid-in capital 982,675 1,024,580
Retained earnings $ 393,293 368,571
ASU 2020-06 Adoption Impact    
Accounting Policies [Line Items]    
Long-term deferred tax assets   (452)
Convertible senior notes, net   75,353
Long-term deferred tax liabilities   (19,572)
Additional paid-in capital   (72,742)
Retained earnings   16,509
Post-ASU 2020-06 Balances    
Accounting Policies [Line Items]    
Long-term deferred tax assets   15,431
Convertible senior notes, net   563,505
Long-term deferred tax liabilities   32,133
Additional paid-in capital   951,838
Retained earnings   $ 385,080
v3.22.1
Business Combinations - Narrative (Details)
$ in Thousands, £ in Millions
Jan. 10, 2022
USD ($)
Jan. 10, 2022
GBP (£)
Dec. 31, 2021
USD ($)
Dec. 29, 2021
USD ($)
Sep. 09, 2021
USD ($)
Mar. 31, 2022
USD ($)
Jan. 10, 2022
GBP (£)
Acquired Finite-Lived Intangible Assets [Line Items]              
Goodwill     $ 738,900     $ 740,426  
Hub and Spoke Innovations              
Acquired Finite-Lived Intangible Assets [Line Items]              
Base purchase price $ 3,400           £ 2.5
Total purchase price transferred 3,400 £ 2.5          
Goodwill 2,500           1.9
Intangible assets $ 1,100           £ 0.8
MarkeTouch Media, LLC              
Acquired Finite-Lived Intangible Assets [Line Items]              
Base purchase price     82,000        
Total purchase price transferred     82,626        
Goodwill     42,530        
Intangible assets     38,000        
Goodwill expected to be deductible for tax purposes     $ 42,500        
MarkeTouch Media, LLC | Discount Rate              
Acquired Finite-Lived Intangible Assets [Line Items]              
Measurement input used in estimating the fair values of intangible assets     0.115        
MarkeTouch Media, LLC | Acquired Technology | Royalty Rate              
Acquired Finite-Lived Intangible Assets [Line Items]              
Measurement input used in estimating the fair values of intangible assets     0.100        
ReCept Holdings, Inc.              
Acquired Finite-Lived Intangible Assets [Line Items]              
Base purchase price       $ 100,000      
Total purchase price transferred       102,466      
Goodwill       81,588      
Intangible assets       28,100      
Goodwill expected to be deductible for tax purposes       $ 0      
ReCept Holdings, Inc. | Discount Rate              
Acquired Finite-Lived Intangible Assets [Line Items]              
Measurement input used in estimating the fair values of intangible assets       0.150      
FDS Amplicare              
Acquired Finite-Lived Intangible Assets [Line Items]              
Base purchase price         $ 177,000    
Total purchase price transferred         178,466    
Goodwill         117,374    
Intangible assets         70,000    
Goodwill expected to be deductible for tax purposes         $ 0    
FDS Amplicare | Discount Rate              
Acquired Finite-Lived Intangible Assets [Line Items]              
Measurement input used in estimating the fair values of intangible assets         0.130    
FDS Amplicare | Acquired Technology | Royalty Rate              
Acquired Finite-Lived Intangible Assets [Line Items]              
Measurement input used in estimating the fair values of intangible assets         0.100    
FDS Amplicare | Trade Names | Royalty Rate              
Acquired Finite-Lived Intangible Assets [Line Items]              
Measurement input used in estimating the fair values of intangible assets         0.020    
v3.22.1
Business Combinations - Summary of Preliminary Purchase Price (Details) - USD ($)
$ in Thousands
Dec. 31, 2021
Dec. 29, 2021
Sep. 09, 2021
FDS Amplicare      
Business Acquisition [Line Items]      
Base purchase price     $ 177,000
Add: Closing cash     465
Add: Net working capital adjustment     1,654
Less: Assumed indebtedness     (653)
Total purchase price transferred     $ 178,466
ReCept Holdings, Inc.      
Business Acquisition [Line Items]      
Base purchase price   $ 100,000  
Add: Closing cash   6,664  
Add: Net working capital adjustment   (2,296)  
Less: Assumed indebtedness   (1,902)  
Total purchase price transferred   $ 102,466  
MarkeTouch Media, LLC      
Business Acquisition [Line Items]      
Base purchase price $ 82,000    
Add: Closing cash 191    
Add: Net working capital adjustment 448    
Less: Assumed indebtedness (13)    
Total purchase price transferred $ 82,626    
v3.22.1
Business Combinations - Preliminary Allocation of the Purchase Price to the Assets Acquired and the Liabilities Assumed by the Company (Details) - USD ($)
$ in Thousands
 3 Months Ended
Dec. 31, 2021
Mar. 31, 2022
Dec. 29, 2021
Sep. 09, 2021
Business Acquisition [Line Items]        
Goodwill $ 738,900 $ 740,426    
FDS Amplicare        
Business Acquisition [Line Items]        
Cash and cash equivalents       $ 465
Accounts receivable and unbilled receivables       5,330
Prepaid expenses       506
Other current assets       45
Total current assets       6,346
Property and equipment       444
Operating lease right-of-use assets       2,252
Goodwill       117,374
Intangible assets       70,000
Other long-term assets       51
Total assets       196,467
Accounts payable       950
Accrued compensation       1,312
Accrued liabilities       1,396
Deferred revenues       1,916
Long-term deferred tax liabilities       11,377
Long-term operating lease liabilities       920
Other long-term liabilities       130
Total liabilities       18,001
Total purchase price       178,466
Total purchase price, net of cash acquired       $ 178,001
Goodwill, purchase accounting adjustments 1,500      
Adjustment, accounts receivable and unbilled receivables 1,100      
Decrease in deferred tax liability, noncurrent 100      
Adjustment, net working capital 100      
FDS Amplicare | Customer relationships        
Business Acquisition [Line Items]        
Adjustment, intangibles 400      
ReCept Holdings, Inc.        
Business Acquisition [Line Items]        
Cash and cash equivalents     $ 0  
Accounts receivable and unbilled receivables     2,383  
Prepaid expenses     192  
Other current assets     13,955  
Total current assets     16,530  
Property and equipment     172  
Operating lease right-of-use assets     773  
Goodwill     81,588  
Intangible assets     28,100  
Other long-term assets     200  
Total assets     127,363  
Accounts payable     219  
Accrued compensation     1,756  
Accrued liabilities     18,499  
Deferred revenues     222  
Long-term deferred tax liabilities     3,587  
Long-term operating lease liabilities     614  
Other long-term liabilities     0  
Total liabilities     24,897  
Total purchase price     102,466  
Total purchase price, net of cash acquired     $ 95,897  
MarkeTouch Media, LLC        
Business Acquisition [Line Items]        
Cash and cash equivalents 237      
Accounts receivable and unbilled receivables 2,302      
Prepaid expenses 96      
Other current assets 0      
Total current assets 2,635      
Property and equipment 177      
Operating lease right-of-use assets 602      
Goodwill 42,530      
Intangible assets 38,000      
Other long-term assets 2,850      
Total assets 86,794      
Accounts payable 473      
Accrued compensation 0      
Accrued liabilities 292      
Deferred revenues 347      
Long-term deferred tax liabilities 0      
Long-term operating lease liabilities 206      
Other long-term liabilities 2,850      
Total liabilities 4,168      
Total purchase price 82,626      
Total purchase price, net of cash acquired $ 82,389      
v3.22.1
Business Combinations - Summary of Identifiable Intangible Assets Acquired (Details) - USD ($)
$ in Thousands
 3 Months Ended
Dec. 31, 2021
Dec. 29, 2021
Sep. 09, 2021
Oct. 01, 2020
Dec. 31, 2021
FDS Amplicare          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value       $ 70,000  
FDS Amplicare | Customer relationships          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value       $ 59,900  
Useful life       23 years  
Adjustment, intangibles         $ 400
FDS Amplicare | Acquired technology          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value       $ 7,700  
FDS Amplicare | Acquired technology | Minimum          
Acquired Finite-Lived Intangible Assets [Line Items]          
Useful life     5 years    
FDS Amplicare | Acquired technology | Maximum          
Acquired Finite-Lived Intangible Assets [Line Items]          
Useful life     7 years    
FDS Amplicare | Trade names          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value       $ 2,400  
Useful life       5 years  
ReCept Holdings, Inc.          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value   $ 28,100      
ReCept Holdings, Inc. | Customer relationships          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value   $ 28,100      
Useful life   23 years      
MarkeTouch Media, LLC          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value $ 38,000        
MarkeTouch Media, LLC | Customer relationships          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value $ 34,100        
Useful life 26 years        
MarkeTouch Media, LLC | Acquired technology          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value $ 2,100        
Useful life 4 years        
MarkeTouch Media, LLC | Backlog          
Acquired Finite-Lived Intangible Assets [Line Items]          
Fair value $ 1,800        
Useful life 2 years        
v3.22.1
Business Combinations - Pro Forma Financial Information (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2021
USD ($)
Business Combination and Asset Acquisition [Abstract]  
Pro forma revenues $ 268,921
Pro forma net income $ 13,066
v3.22.1
Revenues - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Dec. 31, 2021
Revenue Recognition [Abstract]      
Fees to GPOs $ 4,500 $ 3,400  
Short-term deferred revenues, net 127,998   $ 112,196
Deferred cost of sales 20,300   22,400
Deferred revenues recognized 66,600    
Short-term deferred revenues, gross     134,600
Long-term deferred revenues $ 24,037   $ 20,194
Remaining performance obligation, recognition period 10 years    
v3.22.1
Revenues - Disaggregation of Revenues by Revenue Type (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Revenue from External Customer [Line Items]    
Revenues $ 318,828 $ 251,843
Connected devices, software licenses, and other    
Revenue from External Customer [Line Items]    
Revenues 208,078 159,718
Technical services    
Revenue from External Customer [Line Items]    
Revenues 49,169 50,860
Consumables    
Revenue from External Customer [Line Items]    
Revenues 17,797 18,407
SaaS, subscription software, and technology-enabled services    
Revenue from External Customer [Line Items]    
Revenues $ 43,784 $ 22,858
v3.22.1
Revenues - Disaggregation of Revenues by Geographic Location (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Revenue from External Customer [Line Items]    
Revenues $ 318,828 $ 251,843
United States    
Revenue from External Customer [Line Items]    
Revenues 287,577 224,276
Rest of world    
Revenue from External Customer [Line Items]    
Revenues $ 31,251 $ 27,567
v3.22.1
Revenues - Contract Asset and Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Revenue Recognition [Abstract]    
Short-term unbilled receivables, net $ 17,348 $ 17,208
Long-term unbilled receivables, net 16,316 18,084
Total contract assets 33,664 35,292
Short-term deferred revenues, net 127,998 112,196
Long-term deferred revenues 24,037 20,194
Total contract liabilities $ 152,035 $ 132,390
v3.22.1
Net Income Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Net income $ 8,213 $ 14,127
Weighted-average shares outstanding – basic (in shares) 44,249 42,962
Weighted-average shares outstanding — diluted (in shares) 47,918 46,367
Net income per share – basic (in dollars per share) $ 0.19 $ 0.33
Net income per share – diluted (in dollars per share) $ 0.17 $ 0.30
Restricted Stock Awards    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Effect of dilutive securities (in shares) 1,646 1,980
Anti-dilutive weighted-average shares (in shares) 336 287
Convertible Senior Notes    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Effect of dilutive securities (in shares) 1,918 1,425
Warrants    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Effect of dilutive securities (in shares) 105 0
Convertible Senior Notes and Warrants    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Anti-dilutive weighted-average shares (in shares) 0 5,908
v3.22.1
Cash and Cash Equivalents and Fair Value of Financial Instruments (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Mar. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Cash and cash equivalents $ 265,008 $ 349,051 $ 548,055
Cash equivalents 224,800 320,200  
Convertible Senior Notes | Convertible Debt      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Short-term debt, fair value 810,500    
Long-term debt, current maturities $ 564,269 $ 488,152  
v3.22.1
Balance Sheet Components - Balance Sheet Components (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Mar. 31, 2021
Inventories:      
Raw materials $ 60,238 $ 48,215  
Work in process 9,483 11,009  
Finished goods 67,335 60,700  
Total inventories 137,056 119,924  
Other current assets:      
Funds held for customers, including restricted cash 38,426 20,405  
Net investment in sales-type leases, current portion 11,103 10,665  
Prepaid income taxes 5,265 6,656  
Other current assets 4,049 10,608  
Total other current assets 58,843 48,334  
Other long-term assets:      
Capitalized software, net 94,108 96,995  
Unbilled receivables, net 16,316 18,084  
Deferred debt issuance costs 2,882 3,156  
Other long-term assets 8,811 9,284  
Total other long-term assets $ 122,117 $ 127,519  
Accrued liabilities:      
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Total accrued liabilities Total accrued liabilities  
Operating lease liabilities, current portion $ 11,809 $ 12,947  
Customer fund liabilities 38,426 31,727  
Advance payments from customers 10,337 8,191  
Rebate liabilities 40,344 44,644  
Group purchasing organization fees 6,503 7,115  
Taxes payable 5,487 3,771  
Other accrued liabilities 26,923 24,772  
Total accrued liabilities 139,829 133,167  
Cash and Cash Equivalents [Line Items]      
Restricted cash 23,353   $ 1,361
Other Current Assets      
Cash and Cash Equivalents [Line Items]      
Restricted cash $ 23,400 $ 6,600  
v3.22.1
Balance Sheet Components - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Balance at beginning of period $ 1,146,689 $ 967,503
Balance at end of period 1,074,741 1,011,011
Foreign currency translation adjustments    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Balance at beginning of period (8,407) (5,522)
Other comprehensive loss (2,555) (621)
Balance at end of period $ (10,962) $ (6,143)
v3.22.1
Property and Equipment - Property, Plant and Equipment Balances (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 203,287 $ 193,088
Accumulated depreciation and amortization (126,225) (121,947)
Total property and equipment, net 77,062 71,141
Equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 90,930 89,272
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 7,432 7,580
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 20,913 20,623
Software    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 67,795 60,856
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 16,217 $ 14,757
v3.22.1
Property and Equipment - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Property, Plant and Equipment [Abstract]    
Depreciation $ 5.3 $ 4.8
v3.22.1
Property and Equipment - Summary of Geographic Information for Property and Equipment, Net (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Property, Plant and Equipment [Line Items]    
Property and equipment, net $ 77,062 $ 71,141
United States    
Property, Plant and Equipment [Line Items]    
Property and equipment, net 72,803 66,788
Rest of world    
Property, Plant and Equipment [Line Items]    
Property and equipment, net $ 4,259 $ 4,353
v3.22.1
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
USD ($)
Goodwill [Roll Forward]  
Balance at beginning of period $ 738,900
Additions 2,549
Foreign currency exchange rate fluctuations (1,023)
Balance at end of period $ 740,426
v3.22.1
Goodwill and Intangible Assets - Carrying Amounts and Useful Lives of Intangible Assets (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Acquired Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 417,185 $ 419,517
Accumulated amortization (146,652) (140,988)
Foreign currency exchange rate fluctuations (1,106) (913)
Net carrying amount 269,427 277,616
Customer relationships    
Acquired Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount 311,089 309,989
Accumulated amortization (83,571) (78,093)
Foreign currency exchange rate fluctuations (1,106) (933)
Net carrying amount $ 226,412 $ 230,963
Customer relationships | Minimum    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life 4 years 10 years
Customer relationships | Maximum    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life 30 years 30 years
Acquired technology    
Acquired Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 92,066 $ 95,466
Accumulated amortization (55,492) (55,859)
Foreign currency exchange rate fluctuations 0 6
Net carrying amount $ 36,574 $ 39,613
Acquired technology | Minimum    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life 4 years 4 years
Acquired technology | Maximum    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life 20 years 20 years
Backlog    
Acquired Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 1,800 $ 1,800
Accumulated amortization (225) 0
Foreign currency exchange rate fluctuations 0 0
Net carrying amount $ 1,575 $ 1,800
Useful life 2 years 2 years
Trade names    
Acquired Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 9,200 $ 9,200
Accumulated amortization (5,848) (5,600)
Foreign currency exchange rate fluctuations 0 14
Net carrying amount $ 3,352 $ 3,614
Trade names | Minimum    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life 5 years 5 years
Trade names | Maximum    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life 12 years 12 years
Patents    
Acquired Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 2,430 $ 2,462
Accumulated amortization (1,216) (1,186)
Foreign currency exchange rate fluctuations 0 0
Net carrying amount $ 1,214 $ 1,276
Patents | Minimum    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life 2 years 2 years
Patents | Maximum    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life 20 years 20 years
Non-compete agreements    
Acquired Finite-Lived Intangible Assets [Line Items]    
Gross carrying amount $ 600 $ 600
Accumulated amortization (300) (250)
Foreign currency exchange rate fluctuations 0 0
Net carrying amount $ 300 $ 350
Useful life 3 years 3 years
v3.22.1
Goodwill and Intangible Assets - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]    
Amortization expense of intangible assets $ 9.1 $ 6.3
v3.22.1
Goodwill and Intangible Assets - Future Amortization Expense for Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]    
Remaining nine months of 2022 $ 26,204  
2023 31,594  
2024 23,139  
2025 21,086  
2026 18,099  
Thereafter 149,305  
Net carrying amount $ 269,427 $ 277,616
v3.22.1
Debt and Credit Agreement (Details) - Line of Credit
Nov. 15, 2019
USD ($)
Mar. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Sep. 22, 2020
Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | Minimum        
Debt Instrument [Line Items]        
Commitment fee rate on undrawn commitments 0.15%      
Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | Maximum        
Debt Instrument [Line Items]        
Commitment fee rate on undrawn commitments 0.30%      
Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | LIBOR        
Debt Instrument [Line Items]        
Spread on variable interest rate 1.00%      
Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | LIBOR | Minimum        
Debt Instrument [Line Items]        
Spread on variable interest rate 1.25%      
Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | LIBOR | Maximum        
Debt Instrument [Line Items]        
Spread on variable interest rate 2.00%      
Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | Federal Funds        
Debt Instrument [Line Items]        
Spread on variable interest rate 0.50%      
Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | LIBOR Plus 1.00% | Minimum        
Debt Instrument [Line Items]        
Spread on variable interest rate 0.25%      
Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | LIBOR Plus 1.00% | Maximum        
Debt Instrument [Line Items]        
Spread on variable interest rate 1.00%      
Revolving Credit Facility        
Debt Instrument [Line Items]        
Outstanding balance for revolving credit   $ 0 $ 0  
Revolving Credit Facility | Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank        
Debt Instrument [Line Items]        
Term of debt instrument 5 years      
Maximum borrowing capacity $ 500,000,000      
Revolving Credit Facility | Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | Calendar Quarters Up To and Including March 31, 2021        
Debt Instrument [Line Items]        
Maximum secured net leverage ratio       3.50
Revolving Credit Facility | Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank | Calendar Quarters After March 31, 2021        
Debt Instrument [Line Items]        
Maximum secured net leverage ratio       3.00
Incremental Loan Facility | Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank        
Debt Instrument [Line Items]        
Maximum borrowing capacity 250,000,000      
Letter of Credit | Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank        
Debt Instrument [Line Items]        
Maximum borrowing capacity 15,000,000      
Swing Line Loan | Wells Fargo Securities, Citizens Bank and JP Morgan Chase Bank        
Debt Instrument [Line Items]        
Maximum borrowing capacity $ 25,000,000      
v3.22.1
Convertible Senior Notes - Narrative (Details)
 3 Months Ended
Sep. 25, 2020
USD ($)
day
$ / shares
shares
Mar. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Debt Instrument [Line Items]      
Purchase of convertible note hedge $ 100,600,000    
Proceeds from sale of warrants 51,300,000    
Convertible Note Hedge      
Debt Instrument [Line Items]      
Deferred tax asset related to the convertible note hedge transaction $ 25,800,000    
Convertible Note Hedge Rights      
Debt Instrument [Line Items]      
Options and warrants to purchase shares (in shares) | shares 5,900,000    
Strike price (in dollars per share) | $ / shares $ 97.32    
Warrants      
Debt Instrument [Line Items]      
Options and warrants to purchase shares (in shares) | shares 5,900,000    
Strike price (in dollars per share) | $ / shares $ 141.56    
Convertible Senior Notes      
Debt Instrument [Line Items]      
Debt instrument, convertible, principal amount of notes, minimum   $ 1,000  
Debt instrument, convertible, maximum cash   1,000  
Debt instrument, convertible, consideration in excess, amount   1,000  
Convertible Senior Notes | Convertible Debt      
Debt Instrument [Line Items]      
Interest rate 0.25%    
Principal amount $ 575,000,000 575,000,000 $ 575,000,000
Additional principal amount subject to purchasers' option 75,000,000    
Proceeds from issuance of convertible senior notes, net of issuance costs 559,700,000    
Debt issuance costs incurred and capitalized $ 15,300,000    
Conversion ratio 0.0102751    
Conversion price (in dollars per share) | $ / shares $ 97.32    
Repurchase price as a percent of principal amount 100.00%    
Aggregate principal amount of Notes that must be outstanding and not subject to redemption if the Company redeems less than all of the Notes $ 150,000,000    
Carrying value of debt 461,800,000    
Equity component of convertible senior notes $ 72,700,000 $ 0 $ 72,732,000
Effective interest rate 4.18%    
Remaining life of debt discount and issuance cost accretion   3 years 6 months  
Maximum number of shares issuable upon conversion (in shares) | shares 5,900,000    
Excess principal amount over the if-converted value   $ 190,100,000  
Convertible Senior Notes | Convertible Debt | Period 1      
Debt Instrument [Line Items]      
Threshold trading days | day 20    
Threshold consecutive trading days | day 30    
Threshold percentage of stock price trigger 130.00%    
Convertible Senior Notes | Convertible Debt | Period 2      
Debt Instrument [Line Items]      
Threshold trading days | day 5    
Threshold consecutive trading days | day 10    
Threshold percentage of stock price trigger 98.00%    
v3.22.1
Convertible Senior Notes - Convertible Debt Balances (Details) - Convertible Debt - Convertible Senior Notes - USD ($)
Mar. 31, 2022
Dec. 31, 2021
Sep. 25, 2020
Liability:      
Principal amount $ 575,000,000 $ 575,000,000 $ 575,000,000
Unamortized discount 0 (77,136,000)  
Unamortized debt issuance costs (10,731,000) (9,712,000)  
Convertible senior notes, liability component 564,269,000 488,152,000  
Convertible senior notes, equity component $ 0 $ 72,732,000 $ 72,700,000
v3.22.1
Convertible Senior Notes - Summary of Components of Interest Expense (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Debt Instrument [Line Items]    
Amortization of discount $ 0 $ 4,571
Amortization of debt issuance costs 1,038 849
Convertible Senior Notes | Convertible Debt    
Debt Instrument [Line Items]    
Contractual coupon interest 359 359
Amortization of discount 0 4,571
Amortization of debt issuance costs $ 764 $ 575
v3.22.1
Lessor Leases - Narrative (Details)
 3 Months Ended
Mar. 31, 2022
Lease Receivable | Customer Concentration Risk | U.S. Government Hospitals  
Lessor, Lease, Description [Line Items]  
Concentration risk percentage 62.00%
Minimum  
Lessor, Lease, Description [Line Items]  
Term of sales-type leases 1 year
Term of operating leases 1 year
Maximum  
Lessor, Lease, Description [Line Items]  
Term of sales-type leases 5 years
Term of operating leases 7 years
v3.22.1
Lessor Leases - Income Recognized from Sales-Type Leases (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Leases [Abstract]    
Sales-type lease revenues $ 6,505 $ 5,963
Cost of sales-type lease revenues (3,078) (2,366)
Selling profit on sales-type lease revenues $ 3,427 $ 3,597
v3.22.1
Lessor Leases - Components of Sales-Type Lease Receivables (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Leases [Abstract]    
Net minimum lease payments to be received $ 32,690 $ 31,444
Less: Unearned interest income portion (2,536) (2,388)
Net investment in sales-type leases 30,154 29,056
Less: Current portion (11,103) (10,665)
Long-term investment in sales-type leases, net $ 19,051 $ 18,391
v3.22.1
Lessor Leases - Maturity Schedule of Future Minimum Lease Payments under Sales-Type Leases (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Leases [Abstract]    
Remaining nine months of 2022 $ 9,024  
2023 9,301  
2024 6,300  
2025 4,365  
2026 1,972  
Thereafter 1,728  
Net minimum lease payments to be received 32,690 $ 31,444
Present value adjustment (2,536) $ (2,388)
Total net investment in sales-type leases $ 30,154  
v3.22.1
Lessor Leases - Income Recognized from Operating Leases (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Leases [Abstract]    
Rental income $ 2,472 $ 2,611
v3.22.1
Lessee Leases - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Lessee, Lease, Description [Line Items]    
Operating lease cost $ 4,100 $ 3,700
Impairment of operating lease right-of-use assets $ 1,753 $ 0
Minimum    
Lessee, Lease, Description [Line Items]    
Term of operating leases 1 year  
Maximum    
Lessee, Lease, Description [Line Items]    
Term of operating leases 12 years  
v3.22.1
Lessee Leases - Maturity Schedule of Future Minimum Lease Payments under Operating Leases and the Reconciliation to the Operating Lease Liabilities (Details) - USD ($)
$ in Thousands
Mar. 31, 2022
Dec. 31, 2021
Leases [Abstract]    
Remaining nine months of 2022 $ 11,244  
2023 11,459  
2024 9,859  
2025 6,909  
2026 6,457  
Thereafter 10,882  
Total operating lease payments 56,810  
Present value adjustment (7,728)  
Total operating lease liabilities 49,082  
Current portion of operating lease liabilities 11,809 $ 12,947
Long-term portion of operating lease liabilities $ 37,273 $ 39,911
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] Accrued liabilities Accrued liabilities
v3.22.1
Lessee Leases - Supplemental Cash Flow Information Related to Operating Leases (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Leases [Abstract]    
Cash paid for amounts included in the measurement of lease liabilities $ 4,193 $ 3,972
Right-of-use assets obtained in exchange for new operating lease liabilities $ 497 $ 541
v3.22.1
Lessee Leases - Weighted-Average Remaining Lease Term and Weighted-Average Discount Rate (Details)
Mar. 31, 2022
Dec. 31, 2021
Leases [Abstract]    
Weighted-average remaining lease term 5 years 2 months 12 days 5 years 2 months 12 days
Weighted-average discount rate 5.60% 5.50%
v3.22.1
Commitments and Contingencies (Details)
$ in Millions
Mar. 31, 2022
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Non-cancelable purchase commitments $ 227.1
Non-cancelable purchase commitments expected to be paid within the year $ 194.5
v3.22.1
Income Taxes (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Dec. 31, 2021
Income Tax Contingency [Line Items]      
Annual effective tax rate 26.40% 26.70%  
Discrete tax benefit $ 3,243 $ 1,208  
Unrecognized tax benefits 9,300   $ 9,000
Accrued interest and penalties 600   $ 600
Equity Compensation      
Income Tax Contingency [Line Items]      
Discrete tax benefit $ 4,400 $ 4,100  
v3.22.1
Employee Benefits and Share-Based Compensation - Shared-based Compensation Expense (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Share-based compensation expense $ 16,208 $ 11,772
Cost of product and service revenues    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Share-based compensation expense 2,244 1,937
Research and development    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Share-based compensation expense 2,264 1,700
Selling, general, and administrative    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Share-based compensation expense $ 11,700 $ 8,135
v3.22.1
Employee Benefits and Share-Based Compensation - Assumptions Used to Value ESPP Shares (Details) - ESPP shares available for future issuance - 1997 Plan
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected volatility (minimum) 28.80% 27.40%
Expected volatility (maximum) 45.60% 53.50%
Risk-free interest rate (minimum) 0.10% 0.10%
Risk-free interest rate (maximum) 1.50% 2.60%
Dividend yield 0.00% 0.00%
Minimum    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected life 6 months 6 months
Maximum    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expected life 2 years 2 years
v3.22.1
Employee Benefits and Share-Based Compensation - Narrative (Details) - USD ($)
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Aug. 02, 2016
Nov. 04, 2014
The 2016 Repurchase Program        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Value of shares authorized for repurchase under stock repurchase programs (up to)     $ 50,000,000  
Remaining value of shares authorized for repurchase under stock repurchase programs $ 2,700,000      
2014 Share Repurchase Program        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Value of shares authorized for repurchase under stock repurchase programs (up to)       $ 50,000,000
2016 and 2014 Share Repurchase Programs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Number of shares repurchased (in shares) 389,300 0    
Average price of repurchased shares (in dollars per share) $ 134.11      
Aggregate purchase price of treasury stock $ 52,200,000      
1997 Plan | ESPP shares available for future issuance        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares purchased under ESPP (in shares) 175,000 156,000    
Weighted-average price of shares purchased (in dollars per share) $ 66.81 $ 59.75    
Unrecognized compensation cost $ 3,600,000      
Weighted average period of compensation cost not yet recognized 1 year 4 months 24 days      
2009 Plan        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock options granted (in shares) 0      
Weighted-average fair value of options granted (in dollars per share)   $ 33.89    
Intrinsic value of options exercised $ 12,700,000 $ 14,000,000    
Unrecognized compensation cost of unvested stock options $ 28,400,000      
2009 Plan | Stock Options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average period of compensation cost not yet recognized 2 years      
2009 Plan | RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average period of compensation cost not yet recognized 3 years      
Unrecognized compensation cost $ 85,500,000      
2009 Plan | RSAs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average period of compensation cost not yet recognized 2 months 12 days      
Unrecognized compensation cost $ 200,000      
2009 Plan | PSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Weighted average period of compensation cost not yet recognized 1 year 6 months      
Unrecognized compensation cost $ 13,700,000      
v3.22.1
Employee Benefits and Share-Based Compensation - Assumptions Used to Value Stock Options Granted (Details) - Stock Options
 3 Months Ended
Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Expected life 4 years 10 months 24 days
Expected volatility 30.10%
Risk-free interest rate 0.60%
Estimated forfeiture rate 7.90%
Dividend yield 0.00%
v3.22.1
Employee Benefits and Share-Based Compensation - Summary of Share Option Activity (Details) - 2009 Plan - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Number of Shares    
Outstanding at beginning of period (in shares) 2,954,000  
Granted (in shares) 0  
Exercised (in shares) (141,000)  
Expired (in shares) (1,000)  
Forfeited (in shares) (33,000)  
Outstanding at end of period (in shares) 2,779,000 2,954,000
Exercisable at end of period (in shares) 1,699,000  
Vested and expected to vest at end of period (in shares) 2,683,000  
Weighted-Average Exercise Price    
Outstanding at beginning of period (in dollars per share) $ 67.35  
Granted (in dollars per share) 0  
Exercised (in dollars per share) 51.47  
Expired (in dollars per share) 68.74  
Forfeited (in dollars per share) 80.32  
Outstanding at end of period (in dollars per share) 68.00 $ 67.35
Exercisable at end of period (in dollars per share) 58.65  
Vested and expected to vest at end of period (in dollars per share) $ 67.36  
Weighted-Average Remaining Years    
Outstanding 6 years 9 months 18 days 6 years 10 months 24 days
Exercisable 6 years  
Vested and expected to vest 6 years 8 months 12 days  
Aggregate Intrinsic Value    
Outstanding $ 171,505 $ 334,119
Exercisable 120,394  
Vested and expected to vest $ 167,177  
v3.22.1
Employee Benefits and Share-Based Compensation - Summary of Restricted Stock Unit Activity (Details) - RSUs - 2009 Plan - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2021
Number of Shares    
Outstanding at beginning of period (in shares) 763  
Granted (Awarded) (in shares) 150  
Vested (Released) (in shares) (43)  
Forfeited (in shares) (26)  
Outstanding and unvested at end of period (in shares) 844 763
Weighted-Average Grant Date Fair Value    
Outstanding at beginning of period (in dollars per share) $ 119.93  
Granted (Awarded) (in dollars per share) 147.90  
Vested (Released) (in dollars per share) 84.74  
Forfeited (in dollars per share) 119.49  
Outstanding and unvested at end of period (in dollars per share) $ 126.70 $ 119.93
Weighted-Average Remaining Years    
Outstanding and unvested 1 year 7 months 6 days 1 year 7 months 6 days
Aggregate Intrinsic Value    
Outstanding and unvested $ 109,317 $ 137,696
v3.22.1
Employee Benefits and Share-Based Compensation - Summary of Restricted Stock Award Activity (Details) - RSAs - 2009 Plan
shares in Thousands
 3 Months Ended
Mar. 31, 2022
$ / shares
shares
Number of Shares  
Outstanding at beginning of period (in shares) | shares 11
Granted (Awarded) (in shares) | shares 0
Vested (Released) (in shares) | shares 0
Outstanding and unvested at end of period (in shares) | shares 11
Weighted-Average Grant Date Fair Value  
Outstanding at beginning of period (in dollars per share) | $ / shares $ 137.36
Granted (Awarded) (in dollars per share) | $ / shares 0
Vested (Released) (in dollars per share) | $ / shares 0
Outstanding and unvested at end of period (in dollars per share) | $ / shares $ 137.36
v3.22.1
Employee Benefits and Share-Based Compensation - Summary of Performance-Based Restricted Stock Activity (Details) - Performance-Based Restricted Stock - 2009 Plan
shares in Thousands
 3 Months Ended
Mar. 31, 2022
$ / shares
shares
Number of Shares  
Outstanding at beginning of period (in shares) | shares 144
Granted (Awarded) (in shares) | shares 75
Additional granted based on performance achievement (in shares) | shares 51
Vested (Released) (in shares) | shares (57)
Forfeited (in shares) | shares (1)
Outstanding and unvested at end of period (in shares) | shares 212
Weighted-Average Grant Date Fair Value  
Outstanding at beginning of period (in dollars per share) | $ / shares $ 118.71
Granted (Awarded) (in dollars per share) | $ / shares 156.82
Additional granted based on performance achievement (in dollars per share) | $ / shares 156.79
Vested (Released) (in dollars per share) | $ / shares 119.09
Forfeited (in dollars per share) | $ / shares 178.81
Outstanding and unvested at end of period (in dollars per share) | $ / shares $ 141.05
v3.22.1
Employee Benefits and Share-Based Compensation - Summary of Shares Reserved for Future Issuance Under Equity Incentive Plans (Details)
shares in Thousands
Mar. 31, 2022
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Shares reserved for future issuance (in shares) 5,744
Share options outstanding  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Shares reserved for future issuance (in shares) 2,779
Non-vested restricted stock awards  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Shares reserved for future issuance (in shares) 1,067
Shares authorized for future issuance  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Shares reserved for future issuance (in shares) 1,154
ESPP shares available for future issuance  
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Shares reserved for future issuance (in shares) 744
v3.22.1
Restructuring Expenses - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Restructuring and Related Activities [Abstract]    
Restructuring expenses $ 3,527 $ 2,020
Unpaid balance related to restructuring plan $ 1,800  
v3.22.1
Restructuring Expenses - Total Restructuring Expense Recognized in the Condensed Consolidated Statements of Operations (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2022
Mar. 31, 2021
Restructuring Cost and Reserve [Line Items]    
Restructuring expenses $ 3,527 $ 2,020
Cost of product and service revenues    
Restructuring Cost and Reserve [Line Items]    
Restructuring expenses 156 389
Research and development    
Restructuring Cost and Reserve [Line Items]    
Restructuring expenses 1,594 105
Selling, general, and administrative    
Restructuring Cost and Reserve [Line Items]    
Restructuring expenses $ 1,777 $ 1,526