EXACT SCIENCES CORP, 10-Q filed on 5/8/2024
Quarterly Report
v3.24.1.u1
Cover Page - shares
 3 Months Ended
Mar. 31, 2024
May 07, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2024  
Document Transition Report false  
Entity File Number 001-35092  
Entity Registrant Name EXACT SCIENCES CORPORATION  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 02-0478229  
Entity Address, Address Line One 5505 Endeavor Lane  
Entity Address, City or Town Madison  
Entity Address, State or Province WI  
Entity Address, Postal Zip Code 53719  
City Area Code 608  
Local Phone Number 535-8815  
Title of 12(b) Security Common Stock, $0.01 par value per share  
Trading Symbol EXAS  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   184,529,721
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q1  
Entity Central Index Key 0001124140  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
v3.24.1.u1
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 347,487 $ 605,378
Marketable securities 304,606 172,266
Accounts receivable, net 240,584 203,623
Inventory 128,534 127,475
Prepaid expenses and other current assets 99,059 85,627
Total current assets 1,120,270 1,194,369
Long-term Assets:    
Property, plant and equipment, net 702,041 698,354
Operating lease right-of-use assets 142,017 143,708
Goodwill 2,367,052 2,367,120
Intangible assets, net 1,866,856 1,890,396
Other long-term assets, net 178,085 177,387
Total assets 6,376,321 6,471,334
Current liabilities:    
Accounts payable 60,498 78,816
Accrued liabilities 265,121 341,683
Operating lease liabilities, current portion 27,225 29,379
Convertible Notes Payable, Current 248,810 0
Loans Payable, Current 50,000 50,000
Other current liabilities 33,455 14,823
Total current liabilities 685,109 514,701
Long-term liabilities:    
Convertible notes, net, less current portion 2,066,805 2,314,276
Other long-term liabilities 329,384 335,982
Operating lease liabilities, less current portion 162,405 161,070
Total liabilities 3,243,703 3,326,029
Commitments and contingencies (Note 14)
Stockholders’ equity:    
Preferred stock, $0.01 par value Authorized—5,000,000; shares issued and outstanding—no shares at March 31, 2024 and December 31, 2023 0 0
Common stock, $0.01 par value Authorized—400,000,000; shares issued and outstanding—183,845,188 and 181,364,180 shares at March 31, 2024 and December 31, 2023 1,839 1,815
Additional paid-in capital 6,710,681 6,611,237
Accumulated other comprehensive income (loss) (499) 1,428
Accumulated deficit (3,579,403) (3,469,175)
Total stockholders’ equity 3,132,618 3,145,305
Total liabilities and stockholders’ equity $ 6,376,321 $ 6,471,334
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Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, authorized (in shares) 5,000,000 5,000,000
Preferred stock, issued (in shares) 0 0
Preferred stock, outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, authorized (in shares) 400,000,000 400,000,000
Common stock, issued (in shares) 183,845,188 181,364,180
Common stock, outstanding (in shares) 183,845,188 181,364,180
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Condensed Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Income Statement [Abstract]    
Revenue $ 637,524 $ 602,450
Operating expenses    
Cost of sales (exclusive of amortization of acquired intangible assets) 170,101 156,866
Research and development 110,608 95,419
Sales and marketing 192,365 186,964
General and administrative 243,117 217,295
Amortization of acquired intangible assets 23,311 22,928
Impairment of long-lived assets 4,446 69
Total operating expenses 743,948 679,541
Other operating loss (268) 0
Loss from operations (106,692) (77,091)
Other income (expense)    
Investment income, net 6,213 490
Interest income (expense), net (7,943) 4,107
Total other income (expense) (1,730) 4,597
Net loss before tax (108,422) (72,494)
Income tax expense (1,806) (1,657)
Net loss $ (110,228) $ (74,151)
Net loss per share—basic (in usd per share) $ (0.60) $ (0.42)
Weighted average common shares outstanding—basic (in shares) 182,350 178,574
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Condensed Consolidated Statements of Comprehensive Loss - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Statement of Comprehensive Income [Abstract]    
Net loss $ (110,228) $ (74,151)
Other comprehensive loss, net of tax:    
Unrealized gain (loss) on available-for-sale investments (787) 2,967
Foreign currency adjustment (1,140) 550
Comprehensive loss $ (112,155) $ (70,634)
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Condensed Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-In Capital
Accumulated Other Comprehensive Income (Loss)
Accumulated Deficit​
Beginning balance (in shares) at Dec. 31, 2022   177,925,631      
Beginning balance at Dec. 31, 2022 $ 3,043,162 $ 1,780 $ 6,311,644 $ (5,236) $ (3,265,026)
Increase (Decrease) in Stockholders' Equity          
Exercise of common stock options (in shares)   88,228      
Exercise of common stock options, net of shares withheld for taxes 964 $ 1 963    
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures     (13)    
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures   1,299,071      
Issuance of common stock to fund the Company's 401(k) match (in shares)   517,215      
Stock-based compensation expense 0 $ 13      
Issuance of common stock to fund the Company's 401(k) match 35,077 $ 5 35,072    
Stock-based compensation expense 49,139   49,139    
Net loss (74,151)       (74,151)
Other comprehensive income (loss) 3,517     3,517  
Ending balance (in shares) at Mar. 31, 2023   179,830,145      
Ending balance at Mar. 31, 2023 $ 3,057,708 $ 1,799 6,396,805 (1,719) (3,339,177)
Beginning balance (in shares) at Dec. 31, 2023 181,364,180 181,364,180      
Beginning balance at Dec. 31, 2023 $ 3,145,305 $ 1,815 6,611,237 1,428 (3,469,175)
Increase (Decrease) in Stockholders' Equity          
Exercise of common stock options (in shares)   71,537      
Exercise of common stock options, net of shares withheld for taxes (1,408) $ 1 (1,409)    
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures (44) $ 17 (61)    
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures   1,792,087      
Issuance of common stock to fund the Company's 401(k) match (in shares)   617,384      
Issuance of common stock to fund the Company's 401(k) match 40,550 $ 6 40,544    
Stock-based compensation expense 60,370   60,370    
Net loss (110,228)       (110,228)
Other comprehensive income (loss) $ (1,927)     (1,927)  
Ending balance (in shares) at Mar. 31, 2024 183,845,188 183,845,188      
Ending balance at Mar. 31, 2024 $ 3,132,618 $ 1,839 $ 6,710,681 $ (499) $ (3,579,403)
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Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) - $ / shares
Mar. 31, 2024
Dec. 31, 2023
Mar. 31, 2023
Statement of Financial Position [Abstract]      
Common stock, par value (in dollars per share) $ 0.01 $ 0.01 $ 0.01
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Condensed Consolidated Statements of Cash Flows
$ in Thousands
 3 Months Ended
Mar. 31, 2024
USD ($)
Mar. 31, 2023
USD ($)
Cash flows from operating activities:    
Net loss $ (110,228) $ (74,151)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:    
Depreciation 30,632 26,815
Loss on non-marketable and marketable equity investments 2,418 3,009
Deferred tax expense 1,797 1,261
Stock-based compensation 60,370 49,139
Gain on settlements of convertible notes, net 0 (10,324)
Amortization of acquired intangible assets 23,311 22,928
Impairment of long-lived assets 4,446 69
Loss on contingent consideration from sale of asset 268 0
Remeasurement of contingent consideration liabilities 5,603 (8,937)
Non-cash lease expense 7,052 6,806
Other 229 2,013
Changes in assets and liabilities:    
Accounts receivable, net (37,536) (25,434)
Inventory, net (1,065) (5,827)
Operating lease liabilities (6,603) (5,982)
Accounts payable and accrued liabilities (53,515) (4,817)
Other assets 6,586 13,622
Other liabilities (2,904) (1,161)
Net cash used in operating activities (82,311) (38,215)
Cash flows from investing activities:    
Purchases of marketable securities (177,325) (8,589)
Maturities and sales of marketable securities 43,978 121,332
Purchases of property, plant and equipment (37,649) (29,360)
Investments in privately held companies (237) (442)
Other investing activities (205) 0
Net cash provided by (used in) investing activities (171,438) 82,941
Payment, Tax Withholding, Share-Based Payment Arrangement (1,408) 964
Cash flows from financing activities:    
Proceeds from issuance of convertible notes 0 137,976
Other financing activities (1,594) (5,344)
Net cash provided by (used in) financing activities (3,002) 133,596
Effects of exchange rate changes on cash and cash equivalents (1,140) 550
Net increase (decrease) in cash, cash equivalents and restricted cash (257,891) 178,872
Cash, cash equivalents and restricted cash, beginning of period 609,675 242,790
Cash, cash equivalents and restricted cash, end of period 351,784 421,662
Supplemental disclosure of non-cash investing and financing activities    
Property, plant and equipment acquired but not paid 17,654 10,548
Supplemental disclosure of cash flow information:    
Interest paid 10,789 6,442
Reconciliation of cash, cash equivalents and restricted cash:    
Cash and cash equivalents 347,487 421,365
Restricted cash — included in other long-term assets, net 4,297 297
Total cash, cash equivalents and restricted cash $ 351,784 $ 421,662
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Business
Exact Sciences Corporation (together with its subsidiaries, “Exact,” or the “Company”) was incorporated in February 1995. A leading provider of cancer screening and diagnostic tests, Exact Sciences gives patients and health care professionals the clarity needed to take life-changing action earlier. Building on the success of the Cologuard® and Oncotype DX® tests, Exact Sciences is investing in its pipeline to develop innovative solutions for use before, during, and after a cancer diagnosis.
Basis of Presentation and Principles of Consolidation
The accompanying condensed consolidated financial statements, which include the accounts of the Company and those of its wholly owned subsidiaries and variable interest entities, are unaudited and have been prepared on a basis substantially consistent with the Company’s audited financial statements and notes as of and for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K (the “2023 Form 10-K”). All intercompany transactions and balances have been eliminated upon consolidation. These condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted (“GAAP”) in the United States of America (“U.S.”) and follow the requirements of the Securities and Exchange Commission (“SEC”) for interim reporting. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting only of adjustments of a normal and recurring nature) considered necessary for a fair statement of its financial position, operating results and cash flows for the periods presented. The condensed consolidated balance sheet at December 31, 2023 has been derived from audited financial statements, but does not contain all of the footnote disclosures from the 2023 Form 10-K. The results of the Company’s operations for any interim period are not necessarily indicative of the results of the Company’s operations for any other interim period or for a full fiscal year. The statements should be read in conjunction with the audited financial statements and related notes included in the 2023 Form 10-K.
Use of Estimates
The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Critical accounting policies are those that affect the Company’s financial statements materially and involve difficult, subjective or complex judgments by management, and actual results could differ from those estimates. These estimates include revenue recognition, valuation of intangible assets and goodwill, contingent consideration, and accounting for income taxes. The Company’s critical accounting policies and estimates are explained further in the notes to the condensed consolidated financial statements in this Quarterly Report on Form 10-Q and the 2023 Form 10-K.
Significant Accounting Policies
During the three months ended March 31, 2024, there were no changes to the Company’s significant accounting policies as described in the Company’s 2023 Form 10-K, except as described in the Recently Adopted Accounting Pronouncements sections below.
Recent Accounting Pronouncements
Recently Adopted Accounting Pronouncements
In March 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2024-02: Codification Improvement – Amendments to Remove References to the Concepts Statements. This update amends the Accounting Standards Codification (“ASC”) to remove references to various FASB Concepts Statements. The Company early adopted and prospectively applied the amendments in this update during the first quarter of fiscal year 2024. There was no significant impact to the Company’s condensed consolidated financial statements.
Recently Issued Accounting Pronouncements Not Yet Adopted
In October 2023, the FASB issued ASU No. 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. This update modifies the disclosure or presentation requirements of a variety of topics in the ASC to conform with certain SEC amendments in Release No. 33-10532, Disclosure Update and Simplification. The amendments in this update should be applied prospectively, and the effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or S-K becomes effective. However, if the SEC has not removed the related disclosure from its regulations by June 30, 2027, the amendments will be removed from the Codification and not become effective. Early adoption is prohibited. The Company is currently evaluating the potential impact of this guidance on its condensed consolidated financial statements.
In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This update improves reportable segment disclosure requirements, primarily through enhanced disclosures of significant segment expenses. The amendments in this update should be applied retrospectively to all prior periods presented in the consolidated financial statements and are effective for fiscal years beginning after December 31, 2023 and interim periods within fiscal years beginning after December 31, 2024. Early adoption is permitted. The Company is currently evaluating the potential impact of this guidance on its condensed consolidated financial statements.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures. This update improves income tax disclosure requirements, primarily through enhanced transparency and decision usefulness of disclosures. The amendments in this update should be applied prospectively with the option to apply retrospectively and are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the potential impact of this guidance on its condensed consolidated financial statements.
Net Loss Per Share
Basic net loss per common share (“EPS”) was determined by dividing net loss applicable to common stockholders by the weighted average common shares outstanding during the period. Basic and diluted net loss per share is the same because all outstanding common stock equivalents have been excluded, as they are anti-dilutive as a result of the Company’s losses.
The following potentially issuable common shares were not included in the computation of diluted net loss per share because they would have an anti-dilutive effect:
Three Months Ended March 31,
(In thousands)20242023
Shares issuable upon conversion of convertible notes23,231 23,231 
Shares issuable upon the release of restricted stock awards8,036 6,877 
Shares issuable upon the release of performance share units2,206 1,671 
Shares issuable upon exercise of stock options1,139 1,416 
34,612 33,195 
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REVENUE
 3 Months Ended
Mar. 31, 2024
Revenue from Contract with Customer [Abstract]  
REVENUE REVENUE
The Company’s revenue is primarily generated by its laboratory testing services utilizing its Cologuard and Oncotype® tests. The services are considered completed upon release of a patient’s test result to the ordering healthcare provider.
The following table presents the Company’s revenues disaggregated by revenue source:
Three Months Ended March 31,
(In thousands)20242023
Screening
Medicare Parts B & C$173,790 $171,730 
Commercial254,143 233,033 
Other46,865 38,432 
Total Screening474,798 443,195 
Precision Oncology
Medicare Parts B & C$48,050 $47,381 
Commercial46,700 44,932 
International44,533 37,268 
Other23,443 25,851 
Total Precision Oncology162,726 155,432 
COVID-19 Testing$— $3,823 
Total$637,524 $602,450 
Screening revenue primarily includes laboratory service revenue from Cologuard and Prevention Genetics, LLC (“PreventionGenetics”) tests while Precision Oncology revenue primarily includes laboratory service revenue from global Oncotype DX and therapy selection tests.
At each reporting period end, the Company conducts an analysis of the estimates used to calculate the transaction price to determine whether any new information available impacts those estimates made in prior reporting periods. Adjustments to revenue recognized during the period relating to prior period estimates were less than 1% and 2% of revenue recorded in the Company’s condensed consolidated statement of operations for the three months ended March 31, 2024 and 2023, respectively.
The Company’s deferred revenue, which is reported in other current liabilities in the Company’s condensed consolidated balance sheets, was not significant as of March 31, 2024 and December 31, 2023.
Revenue recognized for the three months ended March 31, 2024 and 2023 that was included in the deferred revenue balance at the beginning of the period was not significant.
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MARKETABLE SECURITIES
 3 Months Ended
Mar. 31, 2024
Cash and Cash Equivalents [Abstract]  
MARKETABLE SECURITIES MARKETABLE SECURITIES
The following table sets forth the Company’s cash, cash equivalents, and marketable securities at March 31, 2024 and December 31, 2023:
(In thousands)March 31, 2024December 31, 2023
Cash and cash equivalents
Cash and money market$329,357 $530,100 
Cash equivalents18,130 75,278 
Total cash and cash equivalents347,487 605,378 
Marketable securities
Available-for-sale debt securities$302,020 $168,425 
Equity securities2,586 3,841 
Total marketable securities304,606 172,266 
Total cash, cash equivalents and marketable securities$652,093 $777,644 
Available-for-sale debt securities, including the classification within the condensed consolidated balance sheet at March 31, 2024, consisted of the following:
(In thousands)Amortized CostGains in Accumulated Other Comprehensive Income (Loss) (1)Losses in Accumulated Other Comprehensive Income (Loss) (1)Estimated Fair Value
Cash equivalents
U.S. government agency securities$18,132 $— $(2)$18,130 
Total cash equivalents18,132 — (2)18,130 
Marketable securities
Corporate bonds$141,211 $76 $(442)$140,845 
U.S. government agency securities81,779 24 (90)81,713 
Asset backed securities71,049 17 (316)70,750 
Commercial paper8,712 — — 8,712 
Total marketable securities302,751 117 (848)302,020 
Total available-for-sale securities$320,883 $117 $(850)$320,150 
______________
(1)There was no tax impact from the gains and losses in accumulated other comprehensive income (loss) (“AOCI”).
Available-for-sale debt securities, including the classification within the condensed consolidated balance sheet at December 31, 2023, consisted of the following:
(In thousands)Amortized CostGains in Accumulated Other Comprehensive Income (Loss) (1) Losses in Accumulated Other Comprehensive Income (Loss) (1)Estimated Fair Value
Cash equivalents
Commercial paper$72,243 $— $— $72,243 
U.S. government agency securities3,035 — — 3,035 
Total cash equivalents75,278 — — 75,278 
Marketable securities
U.S. government agency securities$56,594 $166 $(44)$56,716 
Corporate bonds55,712 175 (59)55,828 
Asset backed securities35,081 65 (249)34,897 
Commercial paper
20,984 — — 20,984 
Total marketable securities168,371 406 (352)168,425 
Total available-for-sale securities$243,649 $406 $(352)$243,703 
______________
(1)There was no tax impact from the gains and losses in AOCI.
The following table summarizes contractual underlying maturities of the Company’s available-for-sale debt securities at March 31, 2024:
Due one year or lessDue after one year through five years
(In thousands)CostFair ValueCostFair Value
Cash equivalents
U.S. government agency securities$18,132 $18,130 $— $— 
Total cash equivalents18,132 18,130 — — 
Marketable securities
U.S. government agency securities$63,225 $63,170 $18,554 $18,543 
Corporate bonds30,241 30,195 110,970 110,650 
Commercial paper
8,712 8,712 — — 
Asset backed securities2,467 2,466 68,582 68,284 
Total marketable securities104,645 104,543 198,106 197,477 
Total available-for-sale securities$122,777 $122,673 $198,106 $197,477 
The following table summarizes the gross unrealized losses and fair values of available-for-sale debt securities in an unrealized loss position as of March 31, 2024 aggregated by investment category and length of time those individual securities have been in a continuous unrealized loss position:
Less than one yearOne year or greaterTotal
(In thousands)Fair ValueGross Unrealized LossFair ValueGross Unrealized LossFair ValueGross Unrealized Loss
Cash equivalents
U.S. government agency securities$8,115 $(2)$— $— $8,115 $(2)
Total cash equivalents8,115 (2)— — 8,115 (2)
Marketable securities
Corporate bonds$109,000 $(434)$3,490 $(8)$112,490 $(442)
U.S. government agency securities64,100 (89)1,996 (1)66,096 (90)
Asset backed securities46,430 (145)8,042 (171)54,472 (316)
Total marketable securities219,530 (668)13,528 (180)233,058 (848)
Total available-for-sale securities$227,645 $(670)$13,528 $(180)$241,173 $(850)
The Company evaluates investments that are in an unrealized loss position for impairment as a result of credit loss. It was determined that no credit losses exist as of March 31, 2024 and December 31, 2023 because the change in market value for those securities in an unrealized loss position resulted from fluctuating interest rates rather than a deterioration of the credit worthiness of the issuers.
The gains and losses recorded on available-for-sale debt securities and equity securities are included in investment income, net in the Company’s condensed consolidated statements of operations. The gains and losses recorded were not material for the three months ended March 31, 2024 and 2023.
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INVENTORY
 3 Months Ended
Mar. 31, 2024
Inventory Disclosure [Abstract]  
INVENTORY INVENTORY
Inventory consisted of the following:
(In thousands)March 31, 2024December 31, 2023
Raw materials$57,936 $58,593 
Semi-finished and finished goods70,598 68,882 
Total inventory$128,534 $127,475 
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PROPERTY, PLANT AND EQUIPMENT
 3 Months Ended
Mar. 31, 2024
Property, Plant and Equipment [Abstract]  
PROPERTY, PLANT AND EQUIPMENT PROPERTY, PLANT AND EQUIPMENT
The carrying value and estimated useful lives of property, plant and equipment are as follows:
(In thousands)Estimated Useful LifeMarch 31, 2024December 31, 2023
Property, plant and equipment
Landn/a$4,716 $4,716 
Leasehold and building improvements(1)225,477 214,562 
Land improvements15 years6,747 6,729 
Buildings
30 - 40 years
290,777 290,777 
Computer equipment and computer software3 years171,148 168,131 
Machinery and equipment
3 - 10 years
303,469 290,294 
Furniture and fixtures
3 - 10 years
35,994 35,756 
Assets under constructionn/a109,887 104,592 
Property, plant and equipment, at cost1,148,215 1,115,557 
Accumulated depreciation(446,174)(417,203)
Property, plant and equipment, net$702,041 $698,354 
______________
(1)Lesser of remaining lease term, building life, or estimated useful life.
Depreciation expense for the three months ended March 31, 2024 and 2023 was $30.6 million and $26.8 million, respectively.
At March 31, 2024, the Company had $109.9 million of assets under construction, which consisted of $56.0 million in machinery and equipment, $40.5 million in capitalized costs related to software projects, $8.1 million in leasehold and building improvements, $5.2 million related to buildings, and minimal furniture and fixtures. Depreciation will begin on these assets once they are placed into service upon completion.
v3.24.1.u1
INTANGIBLE ASSETS AND GOODWILL
 3 Months Ended
Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
INTANGIBLE ASSETS AND GOODWILL INTANGIBLE ASSETS AND GOODWILL
Intangible Assets
The following table summarizes the net-book-value and estimated remaining life of the Company’s intangible assets as of March 31, 2024:
(In thousands)Weighted Average Remaining Life (Years)CostAccumulated Amortization
Net Balance at March 31, 2024
Finite-lived intangible assets
Trade name11.4$104,000 $(29,715)$74,285 
Customer relationships6.84,000 (1,000)3,000 
Patents and licenses5.011,542 (9,961)1,581 
Acquired developed technology (1)7.0887,560 (349,570)537,990 
Total finite-lived intangible assets1,007,102 (390,246)616,856 
In-process research and developmentn/a1,250,000 — 1,250,000 
Total intangible assets$2,257,102 $(390,246)$1,866,856 
The following table summarizes the net-book-value and estimated remaining life of the Company’s intangible assets as of December 31, 2023:
(In thousands)Weighted Average Remaining Life (Years)CostAccumulated Amortization
Net balance at December 31, 2023
Finite-lived intangible assets
Trade name11.6$104,000 $(27,903)$76,097 
Customer relationships7.04,000 (889)3,111 
Patents and licenses4.511,542 (9,600)1,942 
Acquired developed technology (1)7.3887,789 (328,543)559,246 
Total finite-lived intangible assets1,007,331 (366,935)640,396 
In-process research and developmentn/a1,250,000 — 1,250,000 
Total intangible assets$2,257,331 $(366,935)$1,890,396 
______________
(1)The gross carrying amount includes an insignificant foreign currency translation adjustment related to the intangible asset acquired as a result of the acquisition of OmicEra Diagnostics GmbH (“OmicEra”).
As of March 31, 2024 the estimated future amortization expense associated with the Company’s finite-lived intangible assets for each of the five succeeding fiscal years is as follows:
(In thousands)
2024 (remaining nine months)$69,598 
202591,860 
202690,800 
202790,800 
202890,800 
Thereafter182,998 
$616,856 
The Company’s acquired intangible assets are being amortized on a straight-line basis over their estimated useful lives.
There were no impairment losses recorded on finite-lived intangible assets during the three months ended March 31, 2024 and 2023.
Goodwill
The change in the carrying amount of goodwill for the periods ended March 31, 2024 and December 31, 2023 is as follows:
(In thousands)
Balance, January 1, 2023
$2,346,040 
Resolution Bioscience acquisition
20,692 
Effects of changes in foreign currency exchange rates (1)388 
Balance, December 31, 2023
2,367,120 
Resolution Bioscience acquisition adjustment
205 
Effects of changes in foreign currency exchange rates (1)(273)
Balance March 31, 2024
$2,367,052 
______________
(1)Represents the impact of foreign currency translation related to the goodwill acquired as a result of the acquisition of OmicEra.
There were no impairment losses for the three months ended March 31, 2024 and 2023.
v3.24.1.u1
FAIR VALUE MEASUREMENTS
 3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS
The three levels of the fair value hierarchy established are as follows:
Level 1    Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2    Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.
Level 3    Unobservable inputs that reflect the Company’s assumptions about the assumptions that market participants would use in pricing the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are not available.
The following table presents the Company’s fair value measurements as of March 31, 2024 along with the level within the fair value hierarchy in which the fair value measurements, in their entirety, fall.
(In thousands)Fair Value at March 31, 2024Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Cash, cash equivalents, and restricted cash
Cash and money market$329,357 $329,357 $— $— 
U.S. government agency securities18,130 — 18,130 — 
Restricted cash (1)
4,297 4,297 — — 
Marketable securities
Corporate bonds$140,845 $— $140,845 $— 
U.S. government agency securities81,713 — 81,713 — 
Asset backed securities70,750 — 70,750 — 
Commercial paper8,712 — 8,712 — 
Equity securities2,586 2,586 — — 
Non-marketable securities$6,560 $— $— $6,560 
Liabilities
Contingent consideration$(294,260)$— $— $(294,260)
Total$368,690 $336,240 $320,150 $(287,700)
The following table presents the Company’s fair value measurements as of December 31, 2023 along with the level within the fair value hierarchy in which the fair value measurements, in their entirety, fall.
(In thousands)Fair Value at December 31, 2023Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Cash, cash equivalents and restricted cash
Cash and money market$530,100 $530,100 $— $— 
Commercial paper72,243 — 72,243 — 
Restricted cash (1)
4,297 4,297 — — 
U.S. government agency securities3,035 — 3,035 — 
Marketable securities
U.S. government agency securities$56,716 $— $56,716 $— 
Corporate bonds55,828 — 55,828 — 
Asset backed securities34,897 — 34,897 — 
Commercial paper20,984 — 20,984 — 
Equity securities3,841 3,841 — — 
Non-marketable securities$7,650 $— $— $7,650 
Liabilities
Contingent consideration$(288,657)$— $— $(288,657)
Total$500,934 $538,238 $243,703 $(281,007)
_________________________________
(1)Restricted cash primarily represents cash held by a third-party financial institution as part of a cash collateral agreement related to the Company’s credit card program. The restrictions will lapse upon the termination of the agreements or the removal of the cash collateral requirement by the third-parties.
There have been no changes in valuation techniques or transfers between fair value measurement levels during the three months ended March 31, 2024. The fair value of Level 2 instruments classified as cash equivalents and marketable debt securities are valued using a third-party pricing agency where the valuation is based on observable inputs including pricing for similar assets and other observable market factors.
The Company has elected the fair value option under the income approach to measure certain Level 3 non-marketable securities. Gains and losses recorded on non-marketable securities are included in investment income, net in the condensed consolidated statement of operations. The following table provides a reconciliation of the beginning and ending balances of non-marketable securities valued using the fair value option:
(In thousands)Non-Marketable Securities
Beginning balance, January 1, 2024
$7,650 
Changes in fair value(1,090)
Ending balance, March 31, 2024
$6,560 
Contingent Consideration Liabilities
The fair value of the contingent consideration liabilities was $294.3 million and $288.7 million as of March 31, 2024 and December 31, 2023, respectively, of which $21.7 million was included in other current liabilities and $272.6 million was included in other long-term liabilities in the condensed consolidated balance sheet as of March 31, 2024. The contingent consideration liabilities were included in other long-term liabilities as of December 31, 2023.
The following table provides a reconciliation of the beginning and ending balances of contingent consideration:
(In thousands)Contingent Consideration
Beginning balance, January 1, 2024
$288,657 
Changes in fair value (1)5,603 
Ending balance, March 31, 2024
$294,260 
______________
(1)The change in fair value of the contingent consideration liability was a reduction of $8.9 million for the three months ended March 31, 2023, which is included in general and administrative expenses in the condensed consolidated statement of operations.
This fair value measurement of contingent consideration is categorized as a Level 3 liability, as the measurement amount is based primarily on significant inputs not observable in the market.
The fair value of the contingent consideration liabilities recorded from the Company’s acquisitions of Thrive Earlier Detection Corporation (“Thrive”), Ashion Analytics, LLC (“Ashion”), and OmicEra related to regulatory and product development milestones was $294.3 million and $288.7 million as of March 31, 2024 and December 31, 2023, respectively. The Company evaluates the fair value of the expected contingent consideration and the corresponding liabilities related to the regulatory and product development milestones using the probability-weighted scenario based discounted cash flow model, which is consistent with the initial measurement of the expected contingent consideration liabilities. Probabilities of success are applied to each potential scenario and the resulting values are discounted using a present-value factor. The passage of time in addition to changes in projected milestone achievement timing, present-value factor, the degree of achievement, if applicable, and probabilities of success may result in adjustments to the fair value measurement. The fair value of the contingent consideration liability recorded related to regulatory and product development milestones was determined using a weighted average probability of success of 90% and 89% as of March 31, 2024 and December 31, 2023, respectively, and a weighted average present-value factor of 6.0% and 5.8% as of March 31, 2024 and December 31, 2023, respectively. The projected fiscal year of payment range is from 2024 to 2030. Unobservable inputs were weighted by the relative fair value of the contingent consideration liabilities.
The revenue milestone associated with the Ashion acquisition is not expected to be achieved and therefore no liability has been recorded for this milestone.
Non-Marketable Equity Investments
Non-marketable equity securities without readily determinable fair values, which are classified as a component of other long-term assets, net, had the following cumulative upward and downward adjustments and aggregate carrying amounts:
(In thousands)
March 31, 2024March 31, 2023
Cumulative upward adjustments (1)
$5,100 $800 
Cumulative downward adjustments and impairments (2)
15,100 11,234 
Aggregate carrying value (3)
45,968 39,428 
_________________________________
(1)    There were no upward adjustments recorded on non-marketable equity securities held for the three months ended March 31, 2024 and 2023, respectively.
(2)    There were no downward adjustments and impairments recorded on non-marketable equity securities held for the three months ended March 31, 2024. Downward adjustments and impairments recorded on non-marketable equity securities held were $0.4 million for the three months ended March 31, 2023.
(3)    The aggregate carrying value of non-marketable equity securities was $46.0 million as of December 31, 2023.

There were no realized gains or losses recorded during the three and months ended March 31, 2024 and 2023.
The Company has committed capital to venture capital investment funds (the “Funds”) of $18.0 million, of which $12.4 million remained callable through 2033 as of March 31, 2024. The aggregate carrying amount of the Funds, which are classified as a component of other long-term assets, net in the Company’s condensed consolidated balance sheets, were $5.4 million and $5.2 million as of March 31, 2024 and December 31, 2023, respectively.
Derivative Financial Instruments
The Company enters into foreign currency forward contracts on the last day of each month to mitigate the impact of adverse movements in foreign exchange rates related to the remeasurement of monetary assets and liabilities and hedge the Company’s foreign currency exchange rate exposure. As of March 31, 2024 and December 31, 2023 the Company had open foreign currency forward contracts with notional amounts of $46.2 million and $39.5 million, respectively. The Company's foreign exchange derivative instruments are classified as Level 2 within the fair value hierarchy as they are valued using inputs that are observable in the market or can be derived principally from or corroborated by observable market data. The fair value of the open foreign currency forward contracts was zero at March 31, 2024 and December 31, 2023 and there were no gains or losses recorded to adjust the fair value of the open foreign currency contract held as of March 31, 2024. The contracts are closed subsequent to each month-end, and the gains and losses recorded from the contracts were not significant for the three months ended March 31, 2024 and 2023.
v3.24.1.u1
LONG-TERM DEBT
 3 Months Ended
Mar. 31, 2024
Debt Disclosure [Abstract]  
LONG-TERM DEBT LONG-TERM DEBT
Accounts Receivable Securitization Facility
On June 29, 2022, the Company, through a wholly-owned special purpose entity, Exact Receivables LLC (“Exact Receivables”) entered into an accounts receivable securitization program (the “Securitization Facility”) with PNC Bank, National Association (“PNC”), with a scheduled maturity date of June 29, 2024. The Securitization Facility provides Exact Receivables with a revolving line-of-credit of up to $150.0 million of borrowing capacity, subject to certain borrowing base requirements, by collateralizing a security interest in the domestic customer accounts receivable of certain wholly-owned subsidiaries of the Company. The amount available under the Securitization Facility fluctuates over time based on the total amount of eligible customer accounts receivable generated by the Company during the normal course of operations. The Securitization Facility requires the Company to maintain minimum borrowings under the facility of $50.0 million. The debt issuance costs incurred related to the Securitization Facility were not significant and are being amortized over the life of the Securitization Facility through interest expense within the condensed consolidated statements of operations.
In connection with the Securitization Facility, the Company also entered into two Receivables Purchase Agreements (“Receivable Purchase Agreements”) on June 29, 2022. The Receivable Purchase Agreements are among the Company and certain wholly-owned subsidiaries of the Company, and between the Company and Exact Receivables. Under the agreements, the wholly-owned subsidiaries sell all of their right, title and interest in their accounts receivables to Exact Receivables. The receivables are used to collateralize borrowings made under the Securitization Facility. The Company retains the responsibility of servicing the accounts receivable balances pledged as collateral under the Securitization Facility and provides a performance guaranty.
As of March 31, 2024, the eligible borrowing base under the Securitization Facility was $123.7 million of which the Company elected to collateralize $50.0 million. As of March 31, 2024 and December 31, 2023, the Company had an outstanding balance of $50.0 million, which is included in debt, current portion on the Company’s condensed consolidated balance sheets. The outstanding balance accrues interest at a rate equal to a daily secured overnight financing rate (“SOFR”) rate plus a SOFR adjustment and an applicable margin. The interest rate was 6.87% at March 31, 2024.
Revolving Loan Agreement
During November 2021, the Company entered into a revolving loan agreement (the “Revolving Loan Agreement”) with PNC. The Revolving Loan Agreement provides the Company with a revolving line of credit of up to $150.0 million (the “Revolver”). The Revolver is collateralized by the Company’s marketable securities held by PNC, which must continue to maintain a minimum market value of $150.0 million. The Revolver is available for general working capital purposes and all other lawful corporate purposes. In addition, the Company may request, in lieu of cash advances, letters of credit with an aggregate stated amount outstanding not to exceed $20.0 million. The availability of advances under the line of credit will be reduced by the stated amount of each letter of credit issued and outstanding.
Borrowings under the Revolving Loan Agreement accrue interest at an annual rate equal to the sum of the daily Bloomberg Short-Term Bank Yield Index Rate plus the applicable margin of 0.60%. Loans under the Revolving Loan Agreement may be prepaid at any time without penalty. In October 2022, the Revolving Loan Agreement was amended to extend the maturity date from November 5, 2023 to November 5, 2025. There were no other amendments to the Revolver.
The Company has agreed to various financial covenants under the Revolving Loan Agreement, and as of March 31, 2024, the Company is in compliance with all covenants.
In December 2021 and January 2023, PNC issued a letters of credit of $2.9 million and $1.5 million, respectively, which reduced the amount available for cash advances under the line of credit to $145.6 million as of March 31, 2024 and December 31, 2023. As of March 31, 2024 and December 31, 2023, the Company has not drawn funds from, nor are any amounts outstanding under, the Revolving Loan Agreement.
v3.24.1.u1
CONVERTIBLE NOTES
 3 Months Ended
Mar. 31, 2024
CONVERTIBLE NOTES [Abstract]  
CONVERTIBLE NOTES CONVERTIBLE NOTES
Convertible note obligations included in the condensed consolidated balance sheet consisted of the following as of March 31, 2024:
Fair Value (1)
(In thousands)Principal AmountUnamortized Debt Discount and Issuance CostsNet Carrying AmountAmountLeveling
2030 Convertible Notes - 2.000%
$572,993 $(4,174)$568,819 $652,971 2
2028 Convertible Notes - 0.375%
949,042 (9,871)939,171 881,764 2
2027 Convertible Notes - 0.375%
563,822 (5,007)558,815 532,513 2
2025 Convertible Notes - 1.000% (2)
249,172 (362)248,810 278,437 2
Convertible note obligations included in the condensed consolidated balance sheet consisted of the following as of December 31, 2023:
Fair Value (1)
(In thousands)Principal AmountUnamortized Debt Discount and Issuance CostsNet Carrying AmountAmountLeveling
2030 Convertible Notes - 2.000%
$572,993 $(4,349)$568,644 $684,475 2
2028 Convertible Notes - 0.375%
949,042 (10,499)938,543 887,354 2
2027 Convertible Notes - 0.375%
563,822 (5,429)558,393 549,839 2
2025 Convertible Notes - 1.000%
249,172 (476)248,696 293,300 2
______________
(1)The fair values are based on observable market prices for this debt, which is traded in less active markets and therefore is classified as a Level 2 fair value measurement.
(2)The Company’s convertible notes due in 2025 (the “2025 Notes”) mature on January 15, 2025 and are included in convertible notes, net, current portion on the condensed consolidated balance sheet as of March 31, 2024. The 2025 Notes were included in convertible notes, net, less current portion as of December 31, 2023.
Issuances and Settlements
In February 2023, the Company entered into a privately negotiated exchange and purchase agreement with a single holder of certain of the Company’s convertible notes due in 2027 (the “2027 Notes”) and 2028 (the “2028 Notes”). The Company issued the holder $500.0 million aggregate principal amount of 2.0% Convertible Notes due in 2030 (the “2030 Notes” and, collectively with the 2025 Notes, 2027 Notes, and 2028 Notes, the “Notes”) in exchange for $183.7 million of aggregate principal of 2027 Notes, $201.0 million of aggregate principal of 2028 Notes, and $138.0 million of cash. The extinguishment resulted in a gain on settlement of convertible notes of $17.7 million, which is included in interest income (expense), net in the condensed consolidated statement of operations for the three months ended March 31, 2023. The gain represents the difference between (i) the fair value of the consideration transferred and (ii) the carrying value of the debt at the time of exchange.
In March 2023, the Company entered into a privately negotiated exchange agreement with two holders of certain of the 2025 Notes. The Company issued the holder $73.0 million aggregate principal amount of 2030 Notes in exchange for $65.8 million of aggregate principal of 2025 Notes. The extinguishment resulted in a loss on settlement of convertible notes of $7.4 million, which is included in interest income (expense), net in the condensed consolidated statement of operations for the three months ended March 31, 2023. The loss represents the difference between (i) the fair value of the consideration transferred and (ii) the carrying value of the debt at the time of exchange.
The net proceeds from the issuance of the 2030 Notes were approximately $133.0 million, after deducting commissions and offering expenses payable by the Company.
The 2030 Notes will mature on March 1, 2030 and bear interest at a rate of 2.0% per year, payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2023.
Summary of Conversion Features
Until the six-months immediately preceding the maturity date of the applicable series of the Company’s convertible notes (the “Notes”), each series of Notes is convertible only upon the occurrence of certain events and during certain periods, as set forth in the Indentures filed at the time of the original offerings. On or after the date that is six-months immediately preceding the maturity date of the applicable series of Notes until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert such Notes at any time. The Notes will be convertible into cash, shares of the Company’s common stock (plus, if applicable, cash in lieu of any fractional share), or a combination of cash and shares of the Company’s common stock, at the Company’s election.
It is the Company’s intent and policy to settle all conversions through combination settlement. The initial conversion rate is 13.26, 8.96, 8.21, and 12.37 shares of common stock per $1,000 principal amount for the 2025 Notes, 2027 Notes, 2028 Notes, and 2030 Notes, respectively, which is equivalent to an initial conversion price of approximately $75.43, $111.66, $121.84, and $80.83 per share of the Company’s common stock for the 2025 Notes, 2027 Notes, 2028 Notes, and 2030 Notes, respectively. The 2025 Notes, 2027 Notes, 2028 Notes, and 2030 Notes are potentially convertible into up to 3.3 million, 5.0 million, 7.8 million, and 7.1 million shares, respectively. The conversion rate is subject to adjustment upon the occurrence of certain specified events as set forth in the Indentures filed at the time of the original offerings but will not be adjusted for accrued and unpaid interest. In addition, holders of the Notes who convert their Notes in connection with a “make-whole fundamental change” (as defined in the Indentures), will, under certain circumstances, be entitled to an increase in the conversion rate.
If the Company undergoes a “fundamental change” (as defined in the Indentures), holders of the Notes may require the Company to repurchase for cash all or part of their Notes at a repurchase price equal to 100% of the principal amount of the Notes to be repurchased, plus accrued and unpaid interest.
Based on the closing price of the Company’s common stock of $69.06 on March 31, 2024, the if-converted values on the Notes do not exceed the principal amount.
The Notes do not contain any financial or operating covenants or any restrictions on the payment of dividends, the issuance of other indebtedness, or the issuance or repurchase of securities by the Company.
Ranking of Convertible Notes
The Notes are the Company’s senior unsecured obligations and (i) rank senior in right of payment to all of its future indebtedness that is expressly subordinated in right of payment to the Notes; (ii) rank equal in right of payment to each outstanding series thereof and to all of the Company’s future liabilities that are not so subordinated, unsecured indebtedness; (iii) are effectively junior to all of the Company’s existing and future secured indebtedness and other secured obligations, to the extent of the value of the assets securing that indebtedness and other secured obligations; and (iv) are structurally subordinated to all indebtedness and other liabilities of the Company’s subsidiaries.
Issuance Costs
Issuance costs are amortized to interest expense over the term of the Notes. The following table summarizes the original issuance costs at the time of issuance for each set of Notes:
(In thousands)
2030 Convertible Notes$4,938 
2028 Convertible Notes24,453 
2027 Convertible Notes14,285 
2025 Convertible Notes17,646 
Interest Expense
Interest expense on the Notes includes the following:
Three Months Ended March 31,
(In thousands)20242023
Debt issuance costs amortization$1,315 $1,378 
Debt discount amortization25 31 
Gain on settlements of convertible notes— (10,324)
Coupon interest expense4,906 3,354 
Total interest expense (income) on convertible notes$6,246 $(5,561)
The following table summarizes the effective interest rates of the Notes:
Three Months Ended March 31,
20242023
2030 Convertible Notes2.12 %2.12 %
2028 Convertible Notes0.64 %0.64 %
2027 Convertible Notes0.67 %0.67 %
2025 Convertible Notes1.18 %1.18 %
The remaining period over which the unamortized debt discount will be recognized as non-cash interest expense is 0.79, 2.96, 3.92, and 5.92 years for the 2025 Notes, 2027 Notes, 2028 Notes, and 2030 Notes, respectively.
v3.24.1.u1
LICENSE AND COLLABORATION AGREEMENTS
 3 Months Ended
Mar. 31, 2024
LICENSE AGREEMENTS [Abstract]  
LICENSE AND COLLABORATION AGREEMENTS LICENSE AND COLLABORATION AGREEMENTS
The Company licenses certain technologies that are, or may be, incorporated into its technology under several license agreements, as well as the rights to commercialize certain diagnostic tests through collaboration agreements. Generally, the license agreements require the Company to pay single-digit royalties based on net revenues received using the technologies and may require minimum royalty amounts, milestone payments, or maintenance fees.
Mayo Foundation for Medical Education and Research
In June 2009, the Company entered into an exclusive, worldwide license agreement with the Mayo Foundation for Medical Education and Research (“Mayo”), under which Mayo granted the Company an exclusive, worldwide license to certain Mayo patents and patent applications, as well as a non-exclusive, worldwide license with regard to certain Mayo know-how. The scope of the license covers any screening, surveillance or diagnostic test or tool for use in connection with any type of cancer, pre-cancer, disease or condition. The Company’s license agreement with Mayo was most recently amended and restated in September 2020.
The licensed Mayo patents and patent applications contain both method and composition claims that relate to sample processing, analytical testing and data analysis associated with nucleic acid screening for cancers and other diseases. The jurisdictions covered by these patents and patent applications include the U.S., Australia, Canada, the European Union, China, Japan and Korea. Under the license agreement, the Company assumed the obligation and expense of prosecuting and maintaining the licensed Mayo patents and is obligated to make commercially reasonable efforts to bring to market products using the licensed Mayo intellectual property.
Pursuant to the Company’s agreement with Mayo, the Company is required to pay Mayo a low-single-digit royalty on the Company’s net sales of current and future products using the licensed Mayo intellectual property each year during the term of the Mayo agreement.
The Company is also required to pay Mayo up to $3.0 million in sales-based milestone payments upon cumulative net sales of each product using the licensed Mayo intellectual property reaching specified levels.
The license agreement will remain in effect, unless earlier terminated by the parties in accordance with the agreement, until the last of the licensed patents expires in 2039 (or later, if certain licensed patent applications are issued). However, if the Company is still using the licensed Mayo know-how or certain Mayo-provided biological specimens or their derivatives on such expiration date, the term shall continue until the earlier of the date the Company stops using such know-how and materials and the date that is five years after the last licensed patent expires. The license agreement contains customary termination provisions and permits Mayo to terminate the license agreement if the Company sues Mayo or its affiliates, other than any such suit claiming an uncured material breach by Mayo of the license agreement.
In addition to granting the Company a license to the covered Mayo intellectual property, Mayo provides the Company with product development and research and development assistance pursuant to the license agreement and other collaborative arrangements. In September 2020, Mayo also agreed to make available certain personnel to provide such assistance through January 2025. In connection with this collaboration, the Company has incurred insignificant charges for the three months ended March 31, 2024 and 2023, respectively. The charges incurred in connection with this collaboration are recorded in research and development expenses in the Company’s condensed consolidated statements of operations.
Johns Hopkins University
Through the acquisition of Thrive, the Company acquired a worldwide exclusive license agreement with Johns Hopkins University (“JHU”) for use of several JHU patents and licensed know-how. The license is designed to enable the Company to leverage JHU proprietary data in the development and commercialization of a blood-based, multi-cancer screening test. The agreement terms would require the Company to pay single-digit sales-based royalties and up to $45.0 million in sales-based milestone payments if net sales of a licensed product using JHU proprietary data reach specified levels. The Company will record the sales-based royalties and sales-based milestones once achievement is deemed probable. The Company has not incurred charges related to the achievement of any sales-based royalties or sales-based milestones as of March 31, 2024.
Targeted Digital Sequencing (“TARDIS”) License Agreement
In January 2021, the Company entered into an exclusive, worldwide license to the proprietary TARDIS technology from The Translational Genomics Research Institute (“TGen”). Under the agreement, the Company acquired a royalty-free, worldwide exclusive license to proprietary TARDIS patents and know-how. Under the agreement, the Company is obligated to make milestone payments to TGen of up to $45.0 million in sales-based milestone payments upon cumulative net sales related to molecular residual disease (“MRD”) detection and/or treatment reaching specified levels. These payments are contingent upon achievement of these cumulative revenues on or before December 31, 2030. The Company will record the sales milestones once achievement is deemed probable. The Company has not incurred charges related to the achievement of sales milestones as of March 31, 2024.
Broad Institute, Inc.
In June 2023, the Company entered into an exclusive license agreement with Broad Institute, Inc. (“Broad Institute”) to utilize the Minor Allele Enriched Sequencing Through Recognition Oligonucleotides (“MAESTRO”) technology in the Company’s MRD testing. Under the license agreement, the Company is obligated to make development milestone payments to Broad Institute of up to $6.5 million upon achievement of certain development milestones related to prospective MRD tests that use the MAESTRO technology. In addition, the Company is obligated to make sales-based milestone payments to Broad Institute that equate up to a mid-single-digit royalty upon the achievement of certain cumulative net sales targets of licensed products using the MAESTRO technology beginning at $500.0 million. The Company will record the development milestones once achieved and the sales milestones once achievement is deemed probable. The Company has not incurred charges related to the achievement of development milestones or sales milestones as of March 31, 2024.
Watchmaker Genomics, Inc.
In July 2023, the Company entered into a co-exclusive development and license agreement with Watchmaker Genomics, Inc. (“Watchmaker”) under which the Company granted Watchmaker a co-exclusive license to the non-bisulfite technology for the detection of methylated DNA and other epigenetic modifications (“TAPS”). TAPS is based on patents obtained by the Company through an exclusive license agreement with the Ludwig Institute for Cancer Research. Under the agreement, both parties have the right to use and develop TAPS for commercial purposes. The Company has the potential to receive up to $82.0 million in sales-based milestone payments and mid-single digit royalties based on future Watchmaker net sales of licensed products including TAPS. Additionally, Watchmaker has the right to sublicense TAPS, and the Company has the potential to receive royalties based on future Watchmaker sublicense receipts.
v3.24.1.u1
STOCKHOLDERS' EQUITY
 3 Months Ended
Mar. 31, 2024
Equity [Abstract]  
STOCKHOLDERS' EQUITY STOCKHOLDERS’ EQUITY
Changes in Accumulated Other Comprehensive Income (Loss)
The amounts recognized in AOCI for the three months ended March 31, 2024 were as follows:
(In thousands)Cumulative Translation AdjustmentUnrealized Gain (Loss) on Securities (1)
AOCI
Balance at December 31, 2023$1,374 $54 $1,428 
Other comprehensive income (loss) before reclassifications
(1,140)(808)(1,948)
Amounts reclassified from accumulated other comprehensive income (loss)
— 21 21 
Net current period change in accumulated other comprehensive income (loss)
(1,140)(787)(1,927)
Balance at March 31, 2024$234 $(733)$(499)
______________
(1)There was no tax impact from the amounts recognized in AOCI for the three months ended March 31, 2024.
The amounts recognized in AOCI for the three months ended March 31, 2023 were as follows:
(In thousands)Cumulative Translation AdjustmentUnrealized Gain (Loss) on Securities (1)
AOCI
Balance at December 31, 2022$53 $(5,289)$(5,236)
Other comprehensive loss before reclassifications550 2,289 2,839 
Amounts reclassified from accumulated other comprehensive income (loss)
— 678 678 
Net current period change in accumulated other comprehensive income (loss)
550 2,967 3,517 
Balance at March 31, 2023$603 $(2,322)$(1,719)
______________
(1)There was no tax impact from the amounts recognized in AOCI for the three months ended March 31, 2023.
Amounts reclassified from AOCI for the three months ended March 31, 2024 and 2023 were as follows:
Affected Line Item in the
Statements of Operations		Three Months Ended March 31,
Details about AOCI Components (In thousands)20242023
Change in value of available-for-sale investments
Sales and maturities of available-for-sale investments
Investment income, net
$21 $678 
Total reclassifications$21 $678 
v3.24.1.u1
STOCK-BASED COMPENSATION
 3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
Stock-Based Compensation Plans
The Company maintains the following plans for which awards were granted from or had awards outstanding in 2023: the 2010 Omnibus Long-Term Incentive Plan (as Amended and Restated effective July 27, 2017), the 2019 Omnibus Long-Term Incentive Plan, and the 2010 Employee Stock Purchase Plan. These plans are collectively referred to as the “Stock Plans” and are administered in conjunction with the Company’s Equity Award Death, Disability and Retirement Policy, which was adopted in February 2023. Refer to the Company’s 2023 Form 10-K for further information regarding this policy.
Stock-Based Compensation Expense
The Company records stock-based compensation expense in connection with the amortization of restricted stock and restricted stock unit awards (“RSUs”), performance share units (“PSUs”), stock purchase rights granted under the Company’s employee stock purchase plan and stock options granted to employees, non-employee consultants and non-employee directors. The Company recorded $60.4 million and $49.1 million in stock-based compensation expense during the three months ended March 31, 2024 and 2023, respectively.
As of March 31, 2024, there was approximately $520.8 million of expected total unrecognized compensation cost related to non-vested stock-based compensation arrangements granted under all equity compensation plans. The Company expects to recognize that cost over a weighted average period of 2.8 years.
Stock Options
A summary of stock option activity under the Stock Plans is as follows:
Option SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value (1)
(Aggregate intrinsic value in thousands)
Outstanding, January 1, 20241,286,173 $47.67 3.8
Exercised(133,097)16.03 
Forfeited(14,409)94.95 
Outstanding, March 31, 20241,138,667 $50.77 3.9$31,533 
Vested and expected to vest, March 31, 2024
1,138,667 $50.77 3.9$31,533 
Exercisable, March 31, 20241,138,667 $50.77 3.9$31,533 
______________
(1)The total intrinsic value of options exercised, net of shares withheld for taxes, during the three months ended March 31, 2024 and 2023 was $2.9 million and $4.8 million, respectively, determined as of the date of exercise.
Restricted Stock and Restricted Stock Units
The fair value of restricted stock and RSUs is determined on the date of grant using the closing stock price on that day.
A summary of restricted stock and RSU activity during the three months ended March 31, 2024 is as follows:
Restricted SharesWeighted Average Grant Date Fair Value (1)
Outstanding, January 1, 20246,272,763 $73.39 
Granted3,673,677 57.64 
Released (2)(1,731,848)81.17 
Forfeited(179,074)63.48 
Outstanding, March 31, 20248,035,518 $64.60 
______________
(1)The weighted average grant date fair value of the RSUs granted during the three months ended March 31, 2023 was $60.25.
(2)The fair value of RSUs vested and converted to shares of the Company’s common stock was $140.2 million and $121.2 million during the three months ended March 31, 2024 and 2023, respectively.
Performance Share Units
The Company has issued performance-based equity awards to certain employees which vest upon the achievement of certain performance goals, including financial performance targets and operational milestones.
A summary of PSU activity during the three months ended March 31, 2024 is as follows:
Performance Share Units (1)Weighted Average Grant Date Fair Value (2)
Outstanding, January 1, 20241,597,801 $92.73 
Granted854,749 63.13 
Released (3)(63,809)140.20 
Forfeited(182,714)134.17 
Outstanding, March 31, 20242,206,027 $76.46 
______________
(1)The PSUs listed above assumes attainment of maximum payout rates as set forth in the performance criteria. Applying actual or expected payout rates, the number of outstanding PSUs as of March 31, 2024 was 1,097,448.
(2)The weighted average grant date fair value of the PSUs granted during the three months ended March 31, 2023 was $79.17.
(3)The fair value of PSUs vested and converted to shares of the Company’s common stock was $8.9 million and $1.0 million for the three months ended March 31, 2024 and 2023, respectively.
Employee Stock Purchase Plan
There were no shares issued under the 2010 Employee Stock Purchase Plan during the three months ended March 31, 2024 and 2023.
v3.24.1.u1
COMMITMENTS AND CONTINGENCIES
 3 Months Ended
Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES
Leases
Supplemental disclosure of cash flow information related to the Company’s cash and non-cash activities with its leases are as follows:
Three Months Ended March 31,
(In thousands)20242023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$9,771$9,135
Operating cash flows from finance leases263170
Finance cash flows from finance leases1,336745
Non-cash investing and financing activities:
Right-of-use assets obtained in exchange for new operating lease liabilities (1)$9,019$(3,833)
Right-of-use assets obtained in exchange for new finance lease liabilities9,006318
Weighted-average remaining lease term - operating leases (in years)7.107.18
Weighted-average remaining lease term - finance leases (in years)3.173.07
Weighted-average discount rate - operating leases6.58 %6.42 %
Weighted-average discount rate - finance leases6.87 %6.67 %
______________
(1)For the three months ended March 31, 2023, this includes reductions of $6.2 million on the carrying value of the right-of-use assets held due to a reduction of the expected lease term.
As of March 31, 2024 and December 31, 2023, the Company’s right-of-use assets from operating leases are $142.0 million and $143.7 million, respectively, which are reported in operating lease right-of-use assets in the Company’s condensed consolidated balance sheets. As of March 31, 2024, the Company has outstanding operating lease obligations of $189.6 million, of which $27.2 million is reported in operating lease liabilities, current portion and $162.4 million is reported in operating lease liabilities, less current portion in the Company’s condensed consolidated balance sheets. As of December 31, 2023, the Company had outstanding operating lease obligations of $190.4 million, of which $29.4 million is reported in operating lease liabilities, current portion and $161.1 million is reported in operating lease liabilities, less current portion in the Company’s condensed consolidated balance sheets.
As of March 31, 2024 and December 31, 2023, the Company’s right-of-use assets from finance leases are $18.6 million and $11.3 million, respectively, which are reported in other long-term assets, net in the Company’s condensed consolidated balance sheets. As of March 31, 2024, the Company has outstanding finance lease obligations of $19.5 million, of which $6.4 million is reported in other current liabilities and $13.1 million is reported in other long-term liabilities in the Company’s condensed consolidated balance sheets. As of December 31, 2023, the Company had outstanding finance lease obligations of $11.9 million, of which $4.4 million is reported in other current liabilities and $7.5 million is reported in other long-term liabilities in the Company’s condensed consolidated balance sheets.
Legal Matters
The Company accrues costs for certain legal proceedings and regulatory matters to the extent that it determines an unfavorable outcome is probable and the amount of the loss can be reasonably estimated. While such accrued costs reflect the Company’s best estimate of the probable loss for such matters, the recorded amounts may differ materially from the actual amount of any such losses. In some cases, no estimate of the possible loss or range of loss in excess of amounts accrued, if any, can be made because of the inherently unpredictable nature of legal and regulatory proceedings, which may be exacerbated by various factors, including but not limited to, that they may involve indeterminate claims for monetary damages or may involve fines, penalties or punitive damages; present novel legal theories or legal uncertainties; involve disputed facts; represent a shift in regulatory policy; involve a large number of parties, claimants or regulatory bodies; are in the early stages of the proceedings; involve a number of separate proceedings and/or a wide range of potential outcomes; or result in a change of business practices.
As of the date of this Quarterly Report on Form 10-Q, amounts accrued for legal proceedings and regulatory matters were not material. However, it is possible that in a particular quarter or annual period the Company’s financial condition, results of operations, cash flow and/or liquidity could be materially adversely affected by an ultimate unfavorable resolution of, or development in, legal and/or regulatory proceedings. The Company believes that the ultimate outcome of any of the regulatory and legal proceedings that are currently pending against it should not have a material adverse effect on financial condition, results of operations, cash flow or liquidity.
v3.24.1.u1
WISCONSIN ECONOMIC DEVELOPMENT TAX CREDITS
 3 Months Ended
Mar. 31, 2024
WISCONSIN ECONOMIC DEVELOPMENT TAX CREDITS [Abstract]  
WISCONSIN ECONOMIC DEVELOPMENT TAX CREDITS WISCONSIN ECONOMIC DEVELOPMENT TAX CREDITS
During December 2021, the Company entered into an amended agreement (“Amended WEDC Agreement”) with the Wisconsin Economic Development Corporation (“WEDC”) to earn an additional $18.5 million in refundable tax credits on the condition that the Company expends $350.0 million in capital investments and establishes and maintains 1,300 additional full-time positions over a five-year period. The capital investment credits are earned at a rate of 10% of eligible capital investments up to a maximum of $7.0 million, while the jobs creation credits are earned annually pursuant to the agreement.
The tax credits earned are first applied against the tax liability otherwise due, and if there is no such liability present, the claim for tax credits will be reimbursed in cash to the Company. The maximum amount of the refundable tax credit to be earned for each year is fixed, and the Company earns the credits by meeting certain capital investment and job creation thresholds over the term of the agreement. Should the Company earn and receive the job creation tax credits but not maintain those full-time positions through the end of the agreement, the Company may be required to pay those credits back to the WEDC.
The Company records the earned tax credits as job creation and capital investments occurs. The tax credits earned from capital investment are recognized as a reduction to capital expenditures at the time the costs are incurred, and then as an offset to depreciation expense over the expected life of the acquired capital assets. The tax credits earned related to job creation are recognized as an offset to operational expenses in the period in which the credits are earned.
As of March 31, 2024, the Company has earned $11.0 million of the refundable tax credits under the Amended WEDC Agreement. The unpaid portion is $5.5 million, of which $4.2 million is reported in prepaid expenses and other current assets and $1.3 million is reported in other long-term assets, net in the Company’s condensed consolidated balance sheets reflecting when collection of the refundable tax credits is expected to occur. During the three months ended March 31, 2024 and 2023, the amounts recorded as an offset to capital expenditures and operating expenses for the tax credits earned were not significant.
v3.24.1.u1
ACQUISITIONS AND DIVESTITURES
 3 Months Ended
Mar. 31, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
ACQUISITIONS AND DIVESTITURES ACQUISITIONS AND DIVESTITURES
Business Combinations
Resolution Bioscience, Inc.
On September 12, 2023, the Company completed the acquisition of all of the outstanding capital stock of Resolution Bioscience, Inc. (“Resolution Bioscience”) from Agilent Technologies, Inc. Resolution Bioscience develops and commercializes next-generation sequencing-based precision oncology solutions through its Clinical Laboratory Improvement Amendments (“CLIA”) certified lab based in Kirkland, Washington. The acquisition provides the Company with a high-quality blood-based therapy selection platform, complementing its comprehensive, tissue-based OncoExTra® test.
Refer to the Company’s 2023 Form 10-K for detailed disclosures on the combination, including the fair value of the consideration transferred, purchase price allocation, and goodwill and intangible assets identified in the transaction. During the three months ended March 31, 2024, there were no significant changes to the purchase price and purchase price allocation. The measurement period remains open pending the completion of valuation procedures related to certain acquired assets and liabilities assumed, primarily in connection with the developed technology intangible asset.
Divestitures
Oncotype DX Genomic Prostate Score Test
On August 2, 2022, pursuant to an asset purchase agreement (the “Asset Purchase Agreement”) with MDxHealth SA (“MDxHealth”), the Company completed the sale of the intellectual property and know-how related to the Company’s Oncotype DX Genomic Prostate Score test (“GPS test”), which will allow the Company to focus on the highest impact projects core to the Company’s vision. On August 23, 2023, the Company and MDxHealth executed the Second Amendment to the Asset Purchase Agreement (the “Second Amendment”). Under the Second Amendment, the Company agreed to allow MDxHealth to defer the 2023 contingent consideration payment by three years in exchange for additional consideration and more favorable contingent consideration terms, including elimination of the minimum revenue thresholds previously required to be met under the Asset Purchase Agreement. Refer to the Company’s 2023 Form 10-K for additional details on the agreements.
As of March 31, 2024 and December 31, 2023, a portion of the contingent consideration is classified as a contract asset. The contract asset was $41.4 million and $41.7 million as of March 31, 2024 and December 31, 2023, respectively. The contract asset was estimated using historical GPS test revenues by MDxHealth under the most likely method. The remaining consideration balance as of March 31, 2024 and December 31, 2023 was $31.6 million, which includes the amount earned during the 2023 earnout year and is classified as a receivable. The contract asset and receivable are included in other long-term assets, net on the condensed consolidated balance sheet. The Company recorded an insignificant contingent consideration loss for the three months ended March 31, 2024, which is included in other operating loss in the condensed consolidated statement of operations.
v3.24.1.u1
SEGMENT INFORMATION
 3 Months Ended
Mar. 31, 2024
Segment Reporting [Abstract]  
SEGMENT INFORMATION SEGMENT INFORMATION
Management determined that the Company functions as a single operating segment, and thus reports as a single reportable segment. This operating segment is focused on the development and global commercialization of clinical laboratory services allowing healthcare providers and patients to make individualized treatment decisions. Management assessed the financial information routinely reviewed by the Company's Chief Operating Decision Maker, its President and Chief Executive Officer, to monitor the Company's operating performance and support decisions regarding allocation of resources to its operations. Performance is continuously monitored at the consolidated level to timely identify deviations from expected results.
The following table summarizes total revenue from customers by geographic region. Product revenues are attributed to countries based on ship-to location.
Three Months Ended March 31,
(In thousands)20242023
United States$592,991 $565,182 
Outside of United States44,533 37,268 
Total revenues$637,524 $602,450 
Long-lived assets located in countries outside of the U.S. are not significant.
v3.24.1.u1
INCOME TAXES
 3 Months Ended
Mar. 31, 2024
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
The Company recorded income tax expense of $1.8 million and $1.7 million for the three months ended March 31, 2024 and 2023, respectively. The Company’s income tax expense recorded during the three months ended March 31, 2024 is primarily related to current foreign and state tax expense. A deferred tax liability of $18.2 million and $17.3 million was recorded as of March 31, 2024 and December 31, 2023, respectively, which is included in other long-term liabilities on the Company’s condensed consolidated balance sheet. The Company continues to maintain a full valuation allowance against its deferred tax assets based on management’s determination that it is more likely than not the benefit will not be realized.
The Company had $38.2 million and $36.4 million of unrecognized tax benefits at March 31, 2024 and December 31, 2023, respectively. These amounts have been recorded as a reduction to the Company’s deferred tax asset, if recognized they would not have an impact on the effective tax rate due to the existing valuation allowance. Certain of the Company's unrecognized tax benefits could change due to activities of various tax authorities, including possible settlement of audits, or through normal expiration of various statutes of limitations. The Company does not expect a material change in unrecognized tax benefits in the next twelve months.
As of March 31, 2024, due to the carryforward of unutilized net operating losses and research and development credits, the Company is subject to U.S. federal income tax examinations for the tax years 2000 through 2024, and to state income tax examinations for the tax years 2000 through 2024. No interest or penalties related to income taxes have been accrued or recognized as of March 31, 2024.
The Organization for Economic Co-operation and Development has endorsed a framework (“Pillar Two”) with model rules introducing a global minimum corporate tax rate via a system where multinational groups with consolidated revenue over €750M are subject to a minimum effective tax rate of 15% on income arising in low-tax jurisdictions on a country-by-country basis. Many countries have implemented laws based on these model rules, with effective dates beginning January 1, 2024. These rules do not have a material impact on the Company for the current period and, as currently designed, are not expected to materially increase the Company’s global tax costs. The Company will continue to monitor U.S. and global legislative action related to Pillar Two for potential impacts.
v3.24.1.u1
SUBSEQUENT EVENTS
 3 Months Ended
Mar. 31, 2024
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS
(18) SUBSEQUENT EVENTS
Convertible Notes
On April 17, 2024, the Company entered into privately negotiated agreements (the “Agreements”) with certain holders of the Company’s 2028 Notes. Pursuant to the Agreements, the Company issued $620.7 million aggregate principal amount of a new series of Convertible Notes due in 2031 (the “2031 Notes”) in exchange for (i) the retirement of $359.7 million in aggregate principal amount of 2028 Notes, and (ii) payment to the Company of $266.8 million in cash. The net proceeds from the issuance of the 2031 Notes were approximately $259.8 million, after deducting commissions and the offering expenses payable by the Company. The exchange of the 2028 Notes is preliminarily expected to be accounted for as an extinguishment that will result in a gain or loss on settlement of convertible notes in the second quarter of 2024, which will be included in interest income (expense), net in the condensed consolidated statement of operations. The 2031 Notes will mature on April 15, 2031 and bear interest at a rate of 1.75% per year, payable semiannually in arrears on October 15 and April 15 of each year, beginning on October 15, 2024.
TARDIS License Agreement
Effective May 1, 2024, the Company entered into termination agreements (the “Termination Agreements”) with TGen for the purpose of terminating the license and sponsored research agreement relating to the TARDIS technology, as further described in Note 10, and an additional sponsored research agreement with a broader scope (collectively, the “Original Agreements”). As part of the Termination Agreements, the Company will pay TGen $27.6 million in compensation for the termination of the Original Agreements, which will be allocated into three annual installments of $9.2 million per year beginning in the second quarter of 2024. The Company will measure the termination payments at fair value and recognize the expense incurred in the second quarter of 2024, which will be included in research and development expenses in the condensed consolidated statement of operations. The termination payments eliminate the Company’s obligation to pay TGen any further payments, equities, fees, costs, or other amounts that would have been due under the Original Agreements, including the milestone payments as described in Note 10. The Company’s ongoing development efforts for its pipeline tests are not impacted by the Termination Agreements.
v3.24.1.u1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
 3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Basis of Presentation and Principles of Consolidation
Basis of Presentation and Principles of Consolidation
The accompanying condensed consolidated financial statements, which include the accounts of the Company and those of its wholly owned subsidiaries and variable interest entities, are unaudited and have been prepared on a basis substantially consistent with the Company’s audited financial statements and notes as of and for the year ended December 31, 2023 included in the Company’s Annual Report on Form 10-K (the “2023 Form 10-K”). All intercompany transactions and balances have been eliminated upon consolidation. These condensed consolidated financial statements are prepared in conformity with accounting principles generally accepted (“GAAP”) in the United States of America (“U.S.”) and follow the requirements of the Securities and Exchange Commission (“SEC”) for interim reporting. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments (consisting only of adjustments of a normal and recurring nature) considered necessary for a fair statement of its financial position, operating results and cash flows for the periods presented. The condensed consolidated balance sheet at December 31, 2023 has been derived from audited financial statements, but does not contain all of the footnote disclosures from the 2023 Form 10-K. The results of the Company’s operations for any interim period are not necessarily indicative of the results of the Company’s operations for any other interim period or for a full fiscal year. The statements should be read in conjunction with the audited financial statements and related notes included in the 2023 Form 10-K.
Use of Estimates
Use of Estimates
The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Critical accounting policies are those that affect the Company’s financial statements materially and involve difficult, subjective or complex judgments by management, and actual results could differ from those estimates. These estimates include revenue recognition, valuation of intangible assets and goodwill, contingent consideration, and accounting for income taxes. The Company’s critical accounting policies and estimates are explained further in the notes to the condensed consolidated financial statements in this Quarterly Report on Form 10-Q and the 2023 Form 10-K.
Recent Accounting Pronouncements
Recent Accounting Pronouncements
Recently Adopted Accounting Pronouncements
In March 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2024-02: Codification Improvement – Amendments to Remove References to the Concepts Statements. This update amends the Accounting Standards Codification (“ASC”) to remove references to various FASB Concepts Statements. The Company early adopted and prospectively applied the amendments in this update during the first quarter of fiscal year 2024. There was no significant impact to the Company’s condensed consolidated financial statements.
Recently Issued Accounting Pronouncements Not Yet Adopted
In October 2023, the FASB issued ASU No. 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative. This update modifies the disclosure or presentation requirements of a variety of topics in the ASC to conform with certain SEC amendments in Release No. 33-10532, Disclosure Update and Simplification. The amendments in this update should be applied prospectively, and the effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or S-K becomes effective. However, if the SEC has not removed the related disclosure from its regulations by June 30, 2027, the amendments will be removed from the Codification and not become effective. Early adoption is prohibited. The Company is currently evaluating the potential impact of this guidance on its condensed consolidated financial statements.
In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. This update improves reportable segment disclosure requirements, primarily through enhanced disclosures of significant segment expenses. The amendments in this update should be applied retrospectively to all prior periods presented in the consolidated financial statements and are effective for fiscal years beginning after December 31, 2023 and interim periods within fiscal years beginning after December 31, 2024. Early adoption is permitted. The Company is currently evaluating the potential impact of this guidance on its condensed consolidated financial statements.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures. This update improves income tax disclosure requirements, primarily through enhanced transparency and decision usefulness of disclosures. The amendments in this update should be applied prospectively with the option to apply retrospectively and are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the potential impact of this guidance on its condensed consolidated financial statements.
Net Loss Per Share
Net Loss Per Share
Basic net loss per common share (“EPS”) was determined by dividing net loss applicable to common stockholders by the weighted average common shares outstanding during the period. Basic and diluted net loss per share is the same because all outstanding common stock equivalents have been excluded, as they are anti-dilutive as a result of the Company’s losses.
v3.24.1.u1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
 3 Months Ended
Mar. 31, 2024
Accounting Policies [Abstract]  
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share
The following potentially issuable common shares were not included in the computation of diluted net loss per share because they would have an anti-dilutive effect:
Three Months Ended March 31,
(In thousands)20242023
Shares issuable upon conversion of convertible notes23,231 23,231 
Shares issuable upon the release of restricted stock awards8,036 6,877 
Shares issuable upon the release of performance share units2,206 1,671 
Shares issuable upon exercise of stock options1,139 1,416 
34,612 33,195 
v3.24.1.u1
REVENUE (Tables)
 3 Months Ended
Mar. 31, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of disaggregation of revenue
The following table presents the Company’s revenues disaggregated by revenue source:
Three Months Ended March 31,
(In thousands)20242023
Screening
Medicare Parts B & C$173,790 $171,730 
Commercial254,143 233,033 
Other46,865 38,432 
Total Screening474,798 443,195 
Precision Oncology
Medicare Parts B & C$48,050 $47,381 
Commercial46,700 44,932 
International44,533 37,268 
Other23,443 25,851 
Total Precision Oncology162,726 155,432 
COVID-19 Testing$— $3,823 
Total$637,524 $602,450 
v3.24.1.u1
MARKETABLE SECURITIES (Tables)
 3 Months Ended
Mar. 31, 2024
Cash and Cash Equivalents [Abstract]  
Cash, Cash Equivalents and Investments
The following table sets forth the Company’s cash, cash equivalents, and marketable securities at March 31, 2024 and December 31, 2023:
(In thousands)March 31, 2024December 31, 2023
Cash and cash equivalents
Cash and money market$329,357 $530,100 
Cash equivalents18,130 75,278 
Total cash and cash equivalents347,487 605,378 
Marketable securities
Available-for-sale debt securities$302,020 $168,425 
Equity securities2,586 3,841 
Total marketable securities304,606 172,266 
Total cash, cash equivalents and marketable securities$652,093 $777,644 
Schedule of available-for-sale securities
Available-for-sale debt securities, including the classification within the condensed consolidated balance sheet at March 31, 2024, consisted of the following:
(In thousands)Amortized CostGains in Accumulated Other Comprehensive Income (Loss) (1)Losses in Accumulated Other Comprehensive Income (Loss) (1)Estimated Fair Value
Cash equivalents
U.S. government agency securities$18,132 $— $(2)$18,130 
Total cash equivalents18,132 — (2)18,130 
Marketable securities
Corporate bonds$141,211 $76 $(442)$140,845 
U.S. government agency securities81,779 24 (90)81,713 
Asset backed securities71,049 17 (316)70,750 
Commercial paper8,712 — — 8,712 
Total marketable securities302,751 117 (848)302,020 
Total available-for-sale securities$320,883 $117 $(850)$320,150 
______________
(1)There was no tax impact from the gains and losses in accumulated other comprehensive income (loss) (“AOCI”).
Available-for-sale debt securities, including the classification within the condensed consolidated balance sheet at December 31, 2023, consisted of the following:
(In thousands)Amortized CostGains in Accumulated Other Comprehensive Income (Loss) (1) Losses in Accumulated Other Comprehensive Income (Loss) (1)Estimated Fair Value
Cash equivalents
Commercial paper$72,243 $— $— $72,243 
U.S. government agency securities3,035 — — 3,035 
Total cash equivalents75,278 — — 75,278 
Marketable securities
U.S. government agency securities$56,594 $166 $(44)$56,716 
Corporate bonds55,712 175 (59)55,828 
Asset backed securities35,081 65 (249)34,897 
Commercial paper
20,984 — — 20,984 
Total marketable securities168,371 406 (352)168,425 
Total available-for-sale securities$243,649 $406 $(352)$243,703 
______________
(1)There was no tax impact from the gains and losses in AOCI.
Schedule of contractual maturities of available-for-sale investments
The following table summarizes contractual underlying maturities of the Company’s available-for-sale debt securities at March 31, 2024:
Due one year or lessDue after one year through five years
(In thousands)CostFair ValueCostFair Value
Cash equivalents
U.S. government agency securities$18,132 $18,130 $— $— 
Total cash equivalents18,132 18,130 — — 
Marketable securities
U.S. government agency securities$63,225 $63,170 $18,554 $18,543 
Corporate bonds30,241 30,195 110,970 110,650 
Commercial paper
8,712 8,712 — — 
Asset backed securities2,467 2,466 68,582 68,284 
Total marketable securities104,645 104,543 198,106 197,477 
Total available-for-sale securities$122,777 $122,673 $198,106 $197,477 
Schedule of gross unrealized losses and fair values of investments in an unrealized loss position
The following table summarizes the gross unrealized losses and fair values of available-for-sale debt securities in an unrealized loss position as of March 31, 2024 aggregated by investment category and length of time those individual securities have been in a continuous unrealized loss position:
Less than one yearOne year or greaterTotal
(In thousands)Fair ValueGross Unrealized LossFair ValueGross Unrealized LossFair ValueGross Unrealized Loss
Cash equivalents
U.S. government agency securities$8,115 $(2)$— $— $8,115 $(2)
Total cash equivalents8,115 (2)— — 8,115 (2)
Marketable securities
Corporate bonds$109,000 $(434)$3,490 $(8)$112,490 $(442)
U.S. government agency securities64,100 (89)1,996 (1)66,096 (90)
Asset backed securities46,430 (145)8,042 (171)54,472 (316)
Total marketable securities219,530 (668)13,528 (180)233,058 (848)
Total available-for-sale securities$227,645 $(670)$13,528 $(180)$241,173 $(850)
v3.24.1.u1
INVENTORY (Tables)
 3 Months Ended
Mar. 31, 2024
Inventory Disclosure [Abstract]  
Schedule of inventory
Inventory consisted of the following:
(In thousands)March 31, 2024December 31, 2023
Raw materials$57,936 $58,593 
Semi-finished and finished goods70,598 68,882 
Total inventory$128,534 $127,475 
v3.24.1.u1
PROPERTY, PLANT AND EQUIPMENT (Tables)
 3 Months Ended
Mar. 31, 2024
Property, Plant and Equipment [Abstract]  
Schedule of property, plant and equipment, net
The carrying value and estimated useful lives of property, plant and equipment are as follows:
(In thousands)Estimated Useful LifeMarch 31, 2024December 31, 2023
Property, plant and equipment
Landn/a$4,716 $4,716 
Leasehold and building improvements(1)225,477 214,562 
Land improvements15 years6,747 6,729 
Buildings
30 - 40 years
290,777 290,777 
Computer equipment and computer software3 years171,148 168,131 
Machinery and equipment
3 - 10 years
303,469 290,294 
Furniture and fixtures
3 - 10 years
35,994 35,756 
Assets under constructionn/a109,887 104,592 
Property, plant and equipment, at cost1,148,215 1,115,557 
Accumulated depreciation(446,174)(417,203)
Property, plant and equipment, net$702,041 $698,354 
______________
(1)Lesser of remaining lease term, building life, or estimated useful life.
v3.24.1.u1
INTANGIBLE ASSETS AND GOODWILL (Tables)
 3 Months Ended
Mar. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of net-book value and estimated remaining life and finite lived intangible assets
The following table summarizes the net-book-value and estimated remaining life of the Company’s intangible assets as of March 31, 2024:
(In thousands)Weighted Average Remaining Life (Years)CostAccumulated Amortization
Net Balance at March 31, 2024
Finite-lived intangible assets
Trade name11.4$104,000 $(29,715)$74,285 
Customer relationships6.84,000 (1,000)3,000 
Patents and licenses5.011,542 (9,961)1,581 
Acquired developed technology (1)7.0887,560 (349,570)537,990 
Total finite-lived intangible assets1,007,102 (390,246)616,856 
In-process research and developmentn/a1,250,000 — 1,250,000 
Total intangible assets$2,257,102 $(390,246)$1,866,856 
The following table summarizes the net-book-value and estimated remaining life of the Company’s intangible assets as of December 31, 2023:
(In thousands)Weighted Average Remaining Life (Years)CostAccumulated Amortization
Net balance at December 31, 2023
Finite-lived intangible assets
Trade name11.6$104,000 $(27,903)$76,097 
Customer relationships7.04,000 (889)3,111 
Patents and licenses4.511,542 (9,600)1,942 
Acquired developed technology (1)7.3887,789 (328,543)559,246 
Total finite-lived intangible assets1,007,331 (366,935)640,396 
In-process research and developmentn/a1,250,000 — 1,250,000 
Total intangible assets$2,257,331 $(366,935)$1,890,396 
______________
(1)The gross carrying amount includes an insignificant foreign currency translation adjustment related to the intangible asset acquired as a result of the acquisition of OmicEra Diagnostics GmbH (“OmicEra”).
Schedule of estimated future amortization expense, intangible assets
As of March 31, 2024 the estimated future amortization expense associated with the Company’s finite-lived intangible assets for each of the five succeeding fiscal years is as follows:
(In thousands)
2024 (remaining nine months)$69,598 
202591,860 
202690,800 
202790,800 
202890,800 
Thereafter182,998 
$616,856 
Schedule of carrying amount of goodwill
The change in the carrying amount of goodwill for the periods ended March 31, 2024 and December 31, 2023 is as follows:
(In thousands)
Balance, January 1, 2023
$2,346,040 
Resolution Bioscience acquisition
20,692 
Effects of changes in foreign currency exchange rates (1)388 
Balance, December 31, 2023
2,367,120 
Resolution Bioscience acquisition adjustment
205 
Effects of changes in foreign currency exchange rates (1)(273)
Balance March 31, 2024
$2,367,052 
______________
(1)Represents the impact of foreign currency translation related to the goodwill acquired as a result of the acquisition of OmicEra.
v3.24.1.u1
FAIR VALUE MEASUREMENTS (Tables)
 3 Months Ended
Mar. 31, 2024
Fair Value Disclosures [Abstract]  
Schedule of fair value measurements along with the level within the fair value hierarchy in which the fair value measurements fall
The following table presents the Company’s fair value measurements as of March 31, 2024 along with the level within the fair value hierarchy in which the fair value measurements, in their entirety, fall.
(In thousands)Fair Value at March 31, 2024Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Cash, cash equivalents, and restricted cash
Cash and money market$329,357 $329,357 $— $— 
U.S. government agency securities18,130 — 18,130 — 
Restricted cash (1)
4,297 4,297 — — 
Marketable securities
Corporate bonds$140,845 $— $140,845 $— 
U.S. government agency securities81,713 — 81,713 — 
Asset backed securities70,750 — 70,750 — 
Commercial paper8,712 — 8,712 — 
Equity securities2,586 2,586 — — 
Non-marketable securities$6,560 $— $— $6,560 
Liabilities
Contingent consideration$(294,260)$— $— $(294,260)
Total$368,690 $336,240 $320,150 $(287,700)
The following table presents the Company’s fair value measurements as of December 31, 2023 along with the level within the fair value hierarchy in which the fair value measurements, in their entirety, fall.
(In thousands)Fair Value at December 31, 2023Quoted Prices in Active Markets for Identical Assets (Level 1)Significant Other Observable Inputs (Level 2)Significant Unobservable Inputs (Level 3)
Cash, cash equivalents and restricted cash
Cash and money market$530,100 $530,100 $— $— 
Commercial paper72,243 — 72,243 — 
Restricted cash (1)
4,297 4,297 — — 
U.S. government agency securities3,035 — 3,035 — 
Marketable securities
U.S. government agency securities$56,716 $— $56,716 $— 
Corporate bonds55,828 — 55,828 — 
Asset backed securities34,897 — 34,897 — 
Commercial paper20,984 — 20,984 — 
Equity securities3,841 3,841 — — 
Non-marketable securities$7,650 $— $— $7,650 
Liabilities
Contingent consideration$(288,657)$— $— $(288,657)
Total$500,934 $538,238 $243,703 $(281,007)
_________________________________
(1)Restricted cash primarily represents cash held by a third-party financial institution as part of a cash collateral agreement related to the Company’s credit card program. The restrictions will lapse upon the termination of the agreements or the removal of the cash collateral requirement by the third-parties.
Schedule of fair value of contingent consideration
The following table provides a reconciliation of the beginning and ending balances of contingent consideration:
(In thousands)Contingent Consideration
Beginning balance, January 1, 2024
$288,657 
Changes in fair value (1)5,603 
Ending balance, March 31, 2024
$294,260 
______________
(1)The change in fair value of the contingent consideration liability was a reduction of $8.9 million for the three months ended March 31, 2023, which is included in general and administrative expenses in the condensed consolidated statement of operations.
Securities Owned Not Readily Marketable
The Company has elected the fair value option under the income approach to measure certain Level 3 non-marketable securities. Gains and losses recorded on non-marketable securities are included in investment income, net in the condensed consolidated statement of operations. The following table provides a reconciliation of the beginning and ending balances of non-marketable securities valued using the fair value option:
(In thousands)Non-Marketable Securities
Beginning balance, January 1, 2024
$7,650 
Changes in fair value(1,090)
Ending balance, March 31, 2024
$6,560 
Other Investments Not Readily Marketable
Non-Marketable Equity Investments
Non-marketable equity securities without readily determinable fair values, which are classified as a component of other long-term assets, net, had the following cumulative upward and downward adjustments and aggregate carrying amounts:
(In thousands)
March 31, 2024March 31, 2023
Cumulative upward adjustments (1)
$5,100 $800 
Cumulative downward adjustments and impairments (2)
15,100 11,234 
Aggregate carrying value (3)
45,968 39,428 
_________________________________
(1)    There were no upward adjustments recorded on non-marketable equity securities held for the three months ended March 31, 2024 and 2023, respectively.
(2)    There were no downward adjustments and impairments recorded on non-marketable equity securities held for the three months ended March 31, 2024. Downward adjustments and impairments recorded on non-marketable equity securities held were $0.4 million for the three months ended March 31, 2023.
(3)    The aggregate carrying value of non-marketable equity securities was $46.0 million as of December 31, 2023.
v3.24.1.u1
CONVERTIBLE NOTES (Tables)
 3 Months Ended
Mar. 31, 2024
CONVERTIBLE NOTES [Abstract]  
Schedule of convertible note obligations included in the condensed consolidated balance sheets
Convertible note obligations included in the condensed consolidated balance sheet consisted of the following as of March 31, 2024:
Fair Value (1)
(In thousands)Principal AmountUnamortized Debt Discount and Issuance CostsNet Carrying AmountAmountLeveling
2030 Convertible Notes - 2.000%
$572,993 $(4,174)$568,819 $652,971 2
2028 Convertible Notes - 0.375%
949,042 (9,871)939,171 881,764 2
2027 Convertible Notes - 0.375%
563,822 (5,007)558,815 532,513 2
2025 Convertible Notes - 1.000% (2)
249,172 (362)248,810 278,437 2
Convertible note obligations included in the condensed consolidated balance sheet consisted of the following as of December 31, 2023:
Fair Value (1)
(In thousands)Principal AmountUnamortized Debt Discount and Issuance CostsNet Carrying AmountAmountLeveling
2030 Convertible Notes - 2.000%
$572,993 $(4,349)$568,644 $684,475 2
2028 Convertible Notes - 0.375%
949,042 (10,499)938,543 887,354 2
2027 Convertible Notes - 0.375%
563,822 (5,429)558,393 549,839 2
2025 Convertible Notes - 1.000%
249,172 (476)248,696 293,300 2
______________
(1)The fair values are based on observable market prices for this debt, which is traded in less active markets and therefore is classified as a Level 2 fair value measurement.
(2)The Company’s convertible notes due in 2025 (the “2025 Notes”) mature on January 15, 2025 and are included in convertible notes, net, current portion on the condensed consolidated balance sheet as of March 31, 2024. The 2025 Notes were included in convertible notes, net, less current portion as of December 31, 2023.
Schedule of allocation of transaction costs related to convertible debt The following table summarizes the original issuance costs at the time of issuance for each set of Notes:
(In thousands)
2030 Convertible Notes$4,938 
2028 Convertible Notes24,453 
2027 Convertible Notes14,285 
2025 Convertible Notes17,646 
Schedule of interest expense
Interest expense on the Notes includes the following:
Three Months Ended March 31,
(In thousands)20242023
Debt issuance costs amortization$1,315 $1,378 
Debt discount amortization25 31 
Gain on settlements of convertible notes— (10,324)
Coupon interest expense4,906 3,354 
Total interest expense (income) on convertible notes$6,246 $(5,561)
Schedule of effective interest rates related to convertible debt
The following table summarizes the effective interest rates of the Notes:
Three Months Ended March 31,
20242023
2030 Convertible Notes2.12 %2.12 %
2028 Convertible Notes0.64 %0.64 %
2027 Convertible Notes0.67 %0.67 %
2025 Convertible Notes1.18 %1.18 %
v3.24.1.u1
STOCKHOLDERS' EQUITY (Tables)
 3 Months Ended
Mar. 31, 2024
Equity [Abstract]  
Schedule of amounts recognized in accumulated other comprehensive income (loss) (AOCI)
The amounts recognized in AOCI for the three months ended March 31, 2024 were as follows:
(In thousands)Cumulative Translation AdjustmentUnrealized Gain (Loss) on Securities (1)
AOCI
Balance at December 31, 2023$1,374 $54 $1,428 
Other comprehensive income (loss) before reclassifications
(1,140)(808)(1,948)
Amounts reclassified from accumulated other comprehensive income (loss)
— 21 21 
Net current period change in accumulated other comprehensive income (loss)
(1,140)(787)(1,927)
Balance at March 31, 2024$234 $(733)$(499)
______________
(1)There was no tax impact from the amounts recognized in AOCI for the three months ended March 31, 2024.
The amounts recognized in AOCI for the three months ended March 31, 2023 were as follows:
(In thousands)Cumulative Translation AdjustmentUnrealized Gain (Loss) on Securities (1)
AOCI
Balance at December 31, 2022$53 $(5,289)$(5,236)
Other comprehensive loss before reclassifications550 2,289 2,839 
Amounts reclassified from accumulated other comprehensive income (loss)
— 678 678 
Net current period change in accumulated other comprehensive income (loss)
550 2,967 3,517 
Balance at March 31, 2023$603 $(2,322)$(1,719)
______________
(1)There was no tax impact from the amounts recognized in AOCI for the three months ended March 31, 2023.
Schedule of amounts reclassified from accumulated other comprehensive income (loss)
Amounts reclassified from AOCI for the three months ended March 31, 2024 and 2023 were as follows:
Affected Line Item in the
Statements of Operations		Three Months Ended March 31,
Details about AOCI Components (In thousands)20242023
Change in value of available-for-sale investments
Sales and maturities of available-for-sale investments
Investment income, net
$21 $678 
Total reclassifications$21 $678 
v3.24.1.u1
STOCK-BASED COMPENSATION (Tables)
 3 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Summary of Stock Option Activity Under the Stock Plans
A summary of stock option activity under the Stock Plans is as follows:
Option SharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value (1)
(Aggregate intrinsic value in thousands)
Outstanding, January 1, 20241,286,173 $47.67 3.8
Exercised(133,097)16.03 
Forfeited(14,409)94.95 
Outstanding, March 31, 20241,138,667 $50.77 3.9$31,533 
Vested and expected to vest, March 31, 2024
1,138,667 $50.77 3.9$31,533 
Exercisable, March 31, 20241,138,667 $50.77 3.9$31,533 
______________
(1)The total intrinsic value of options exercised, net of shares withheld for taxes, during the three months ended March 31, 2024 and 2023 was $2.9 million and $4.8 million, respectively, determined as of the date of exercise.
Summary of Restricted Stock and Restricted Stock Unit Activity Under the Stock Plans
A summary of restricted stock and RSU activity during the three months ended March 31, 2024 is as follows:
Restricted SharesWeighted Average Grant Date Fair Value (1)
Outstanding, January 1, 20246,272,763 $73.39 
Granted3,673,677 57.64 
Released (2)(1,731,848)81.17 
Forfeited(179,074)63.48 
Outstanding, March 31, 20248,035,518 $64.60 
______________
(1)The weighted average grant date fair value of the RSUs granted during the three months ended March 31, 2023 was $60.25.
(2)The fair value of RSUs vested and converted to shares of the Company’s common stock was $140.2 million and $121.2 million during the three months ended March 31, 2024 and 2023, respectively.
Share-based Payment Arrangement, Performance Shares, Activity
A summary of PSU activity during the three months ended March 31, 2024 is as follows:
Performance Share Units (1)Weighted Average Grant Date Fair Value (2)
Outstanding, January 1, 20241,597,801 $92.73 
Granted854,749 63.13 
Released (3)(63,809)140.20 
Forfeited(182,714)134.17 
Outstanding, March 31, 20242,206,027 $76.46 
______________
(1)The PSUs listed above assumes attainment of maximum payout rates as set forth in the performance criteria. Applying actual or expected payout rates, the number of outstanding PSUs as of March 31, 2024 was 1,097,448.
(2)The weighted average grant date fair value of the PSUs granted during the three months ended March 31, 2023 was $79.17.
(3)The fair value of PSUs vested and converted to shares of the Company’s common stock was $8.9 million and $1.0 million for the three months ended March 31, 2024 and 2023, respectively.
v3.24.1.u1
COMMITMENTS AND CONTINGENCIES (Tables)
 3 Months Ended
Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Supplemental disclosure of cash flow information related to our operating leases
Supplemental disclosure of cash flow information related to the Company’s cash and non-cash activities with its leases are as follows:
Three Months Ended March 31,
(In thousands)20242023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases$9,771$9,135
Operating cash flows from finance leases263170
Finance cash flows from finance leases1,336745
Non-cash investing and financing activities:
Right-of-use assets obtained in exchange for new operating lease liabilities (1)$9,019$(3,833)
Right-of-use assets obtained in exchange for new finance lease liabilities9,006318
Weighted-average remaining lease term - operating leases (in years)7.107.18
Weighted-average remaining lease term - finance leases (in years)3.173.07
Weighted-average discount rate - operating leases6.58 %6.42 %
Weighted-average discount rate - finance leases6.87 %6.67 %
v3.24.1.u1
SEGMENT INFORMATION (Tables)
 3 Months Ended
Mar. 31, 2024
Segment Reporting [Abstract]  
Revenue from external customers by geographic areas
The following table summarizes total revenue from customers by geographic region. Product revenues are attributed to countries based on ship-to location.
Three Months Ended March 31,
(In thousands)20242023
United States$592,991 $565,182 
Outside of United States44,533 37,268 
Total revenues$637,524 $602,450 
v3.24.1.u1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of the Numerator and Denominator Used to Calculate Basic EPS and Diluted EPS (Details) - $ / shares
shares in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items]    
Weighted average common shares outstanding—basic (in shares) 182,350 178,574
Increase (decrease) in net loss per share (in usd per share) $ (0.60) $ (0.42)
v3.24.1.u1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Net Loss Per Share (Details) - shares
shares in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Common shares not included in the computation of diluted net loss per share    
Potentially issuable common shares not included in the computation of diluted net loss per share because they would have an anti-dilutive effect 34,612 33,195
Shares issuable upon exercise of stock options    
Common shares not included in the computation of diluted net loss per share    
Potentially issuable common shares not included in the computation of diluted net loss per share because they would have an anti-dilutive effect 1,139 1,416
Shares issuable upon the release of restricted stock awards    
Common shares not included in the computation of diluted net loss per share    
Potentially issuable common shares not included in the computation of diluted net loss per share because they would have an anti-dilutive effect 8,036 6,877
Shares issuable upon the release of performance share units    
Common shares not included in the computation of diluted net loss per share    
Potentially issuable common shares not included in the computation of diluted net loss per share because they would have an anti-dilutive effect 2,206 1,671
Shares issuable upon conversion of convertible notes    
Common shares not included in the computation of diluted net loss per share    
Potentially issuable common shares not included in the computation of diluted net loss per share because they would have an anti-dilutive effect 23,231 23,231
v3.24.1.u1
REVENUE - Schedule of Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Disaggregation of Revenue [Line Items]    
Revenue recognized $ 637,524 $ 602,450
Screening    
Disaggregation of Revenue [Line Items]    
Revenue recognized 474,798 443,195
Screening | Medicare Parts B & C    
Disaggregation of Revenue [Line Items]    
Revenue recognized 173,790 171,730
Screening | Commercial    
Disaggregation of Revenue [Line Items]    
Revenue recognized 254,143 233,033
Screening | Other    
Disaggregation of Revenue [Line Items]    
Revenue recognized 46,865 38,432
Precision Oncology    
Disaggregation of Revenue [Line Items]    
Revenue recognized 162,726 155,432
Precision Oncology | Medicare Parts B & C    
Disaggregation of Revenue [Line Items]    
Revenue recognized 48,050 47,381
Precision Oncology | Commercial    
Disaggregation of Revenue [Line Items]    
Revenue recognized 46,700 44,932
Precision Oncology | International    
Disaggregation of Revenue [Line Items]    
Revenue recognized 44,533 37,268
Precision Oncology | Other    
Disaggregation of Revenue [Line Items]    
Revenue recognized 23,443 25,851
COVID-19 Testing    
Disaggregation of Revenue [Line Items]    
Revenue recognized $ 0 $ 3,823
v3.24.1.u1
REVENUE - Narrative (Details)
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Variable consideration    
Disaggregation of Revenue [Line Items]    
Contract with Customer, Liability, Cumulative Catch-up Adjustment to Revenue, Change in Estimate of Transaction Price as a Percentage of Revenue (1.00%) 2.00%
v3.24.1.u1
MARKETABLE SECURITIES - Schedule of Cash and Cash Equivalents (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Mar. 31, 2023
Marketable securities      
Cash and money market $ 329,357 $ 530,100  
Cash equivalents 18,130 75,278  
Total cash, cash equivalents and restricted cash 347,487 605,378 $ 421,365
Estimated Fair Value 320,150 243,703  
Equity securities 2,586 3,841  
Marketable securities 304,606 172,266  
Total cash, cash equivalents and marketable securities 652,093 777,644  
Marketable securities      
Marketable securities      
Estimated Fair Value 302,020 168,425  
Available-for-sale debt securities $ 302,020 $ 168,425  
v3.24.1.u1
MARKETABLE SECURITIES - Schedule of Available For Sale Securities (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Available-for-sale securities    
Amortized Cost $ 320,883 $ 243,649
Gains in Accumulated Other Comprehensive Income (Loss) 117 406
Losses in Accumulated Other Comprehensive Income (Loss) (850) (352)
Estimated Fair Value 320,150 243,703
Cash equivalents    
Available-for-sale securities    
Amortized Cost 18,132 75,278
Gains in Accumulated Other Comprehensive Income (Loss) 0 0
Losses in Accumulated Other Comprehensive Income (Loss) (2) 0
Estimated Fair Value 18,130 75,278
Marketable securities    
Available-for-sale securities    
Amortized Cost 302,751 168,371
Gains in Accumulated Other Comprehensive Income (Loss) 117 406
Losses in Accumulated Other Comprehensive Income (Loss) (848) (352)
Estimated Fair Value 302,020 168,425
Commercial paper | Cash equivalents    
Available-for-sale securities    
Amortized Cost   72,243
Gains in Accumulated Other Comprehensive Income (Loss)   0
Losses in Accumulated Other Comprehensive Income (Loss)   0
Estimated Fair Value   72,243
Commercial paper | Marketable securities    
Available-for-sale securities    
Amortized Cost 8,712 20,984
Gains in Accumulated Other Comprehensive Income (Loss) 0 0
Losses in Accumulated Other Comprehensive Income (Loss) 0 0
Estimated Fair Value 8,712 20,984
U.S. government agency securities | Cash equivalents    
Available-for-sale securities    
Amortized Cost 18,132 3,035
Gains in Accumulated Other Comprehensive Income (Loss) 0 0
Losses in Accumulated Other Comprehensive Income (Loss) (2) 0
Estimated Fair Value 18,130 3,035
U.S. government agency securities | Marketable securities    
Available-for-sale securities    
Amortized Cost 81,779 56,594
Gains in Accumulated Other Comprehensive Income (Loss) 24 166
Losses in Accumulated Other Comprehensive Income (Loss) (90) (44)
Estimated Fair Value 81,713 56,716
Corporate bonds | Marketable securities    
Available-for-sale securities    
Amortized Cost 141,211 55,712
Gains in Accumulated Other Comprehensive Income (Loss) 76 175
Losses in Accumulated Other Comprehensive Income (Loss) (442) (59)
Estimated Fair Value 140,845 55,828
Asset backed securities | Marketable securities    
Available-for-sale securities    
Amortized Cost 71,049 35,081
Gains in Accumulated Other Comprehensive Income (Loss) 17 65
Losses in Accumulated Other Comprehensive Income (Loss) (316) (249)
Estimated Fair Value $ 70,750 $ 34,897
v3.24.1.u1
MARKETABLE SECURITIES - Schedule of Underlying Maturities of AFS Securities (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Available-for-sale securities    
Due in one year or less, Cost $ 122,777  
Due in one year or less, Fair Value 122,673  
Due after one year through five years, Cost 198,106  
Due after one year through five years, Fair Value 197,477  
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss 320,883 $ 243,649
Gains in Accumulated Other Comprehensive Income (Loss) 117 406
Losses in Accumulated Other Comprehensive Income (Loss) (850) (352)
Estimated Fair Value 320,150 243,703
Cash equivalents    
Available-for-sale securities    
Due in one year or less, Cost 18,132  
Due in one year or less, Fair Value 18,130  
Due after one year through five years, Cost 0  
Due after one year through five years, Fair Value 0  
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss 18,132 75,278
Gains in Accumulated Other Comprehensive Income (Loss) 0 0
Losses in Accumulated Other Comprehensive Income (Loss) (2) 0
Estimated Fair Value 18,130 75,278
Cash equivalents | Commercial paper    
Available-for-sale securities    
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss   72,243
Gains in Accumulated Other Comprehensive Income (Loss)   0
Losses in Accumulated Other Comprehensive Income (Loss)   0
Estimated Fair Value   72,243
Cash equivalents | U.S. government agency securities    
Available-for-sale securities    
Due in one year or less, Cost 18,132  
Due in one year or less, Fair Value 18,130  
Due after one year through five years, Cost 0  
Due after one year through five years, Fair Value 0  
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss 18,132 3,035
Gains in Accumulated Other Comprehensive Income (Loss) 0 0
Losses in Accumulated Other Comprehensive Income (Loss) (2) 0
Estimated Fair Value 18,130 3,035
Marketable securities    
Available-for-sale securities    
Due in one year or less, Cost 104,645  
Due in one year or less, Fair Value 104,543  
Due after one year through five years, Cost 198,106  
Due after one year through five years, Fair Value 197,477  
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss 302,751 168,371
Gains in Accumulated Other Comprehensive Income (Loss) 117 406
Losses in Accumulated Other Comprehensive Income (Loss) (848) (352)
Estimated Fair Value 302,020 168,425
Marketable securities | Commercial paper    
Available-for-sale securities    
Due in one year or less, Cost 8,712  
Due in one year or less, Fair Value 8,712  
Due after one year through five years, Cost 0  
Due after one year through five years, Fair Value 0  
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss 8,712 20,984
Gains in Accumulated Other Comprehensive Income (Loss) 0 0
Losses in Accumulated Other Comprehensive Income (Loss) 0 0
Estimated Fair Value 8,712 20,984
Marketable securities | U.S. government agency securities    
Available-for-sale securities    
Due in one year or less, Cost 63,225  
Due in one year or less, Fair Value 63,170  
Due after one year through five years, Cost 18,554  
Due after one year through five years, Fair Value 18,543  
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss 81,779 56,594
Gains in Accumulated Other Comprehensive Income (Loss) 24 166
Losses in Accumulated Other Comprehensive Income (Loss) (90) (44)
Estimated Fair Value 81,713 56,716
Marketable securities | Corporate bonds    
Available-for-sale securities    
Due in one year or less, Cost 30,241  
Due in one year or less, Fair Value 30,195  
Due after one year through five years, Cost 110,970  
Due after one year through five years, Fair Value 110,650  
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss 141,211 55,712
Gains in Accumulated Other Comprehensive Income (Loss) 76 175
Losses in Accumulated Other Comprehensive Income (Loss) (442) (59)
Estimated Fair Value 140,845 55,828
Marketable securities | Asset backed securities    
Available-for-sale securities    
Due in one year or less, Cost 2,467  
Due in one year or less, Fair Value 2,466  
Due after one year through five years, Cost 68,582  
Due after one year through five years, Fair Value 68,284  
Debt Securities, Available-for-Sale, Amortized Cost, Excluding Accrued Interest, before Allowance for Credit Loss 71,049 35,081
Gains in Accumulated Other Comprehensive Income (Loss) 17 65
Losses in Accumulated Other Comprehensive Income (Loss) (316) (249)
Estimated Fair Value $ 70,750 $ 34,897
v3.24.1.u1
MARKETABLE SECURITIES - Schedule of Gross Unrealized Losses and Fair Values of Investments in an Unrealized Loss Position (Details)
$ in Thousands
Mar. 31, 2024
USD ($)
Marketable securities  
Total fair value of available-for-sale securities in a continuous unrealized loss position for less than twelve months $ 227,645
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position for less than twelve months (670)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer 13,528
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer, accumulated loss (180)
Total fair value of available-for-sale securities in a continuous unrealized loss position 241,173
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position (850)
Marketable securities  
Marketable securities  
Total fair value of available-for-sale securities in a continuous unrealized loss position for less than twelve months 219,530
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position for less than twelve months (668)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer 13,528
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer, accumulated loss (180)
Total fair value of available-for-sale securities in a continuous unrealized loss position 233,058
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position (848)
Cash equivalents  
Marketable securities  
Total fair value of available-for-sale securities in a continuous unrealized loss position for less than twelve months 8,115
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position for less than twelve months (2)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer 0
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer, accumulated loss 0
Total fair value of available-for-sale securities in a continuous unrealized loss position 8,115
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position (2)
Corporate bonds | Marketable securities  
Marketable securities  
Total fair value of available-for-sale securities in a continuous unrealized loss position for less than twelve months 109,000
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position for less than twelve months (434)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer 3,490
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer, accumulated loss (8)
Total fair value of available-for-sale securities in a continuous unrealized loss position 112,490
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position (442)
Asset backed securities | Marketable securities  
Marketable securities  
Total fair value of available-for-sale securities in a continuous unrealized loss position for less than twelve months 46,430
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position for less than twelve months (145)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer 8,042
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer, accumulated loss (171)
Total fair value of available-for-sale securities in a continuous unrealized loss position 54,472
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position (316)
U.S. government agency securities | Marketable securities  
Marketable securities  
Total fair value of available-for-sale securities in a continuous unrealized loss position for less than twelve months 64,100
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position for less than twelve months (89)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer 1,996
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer, accumulated loss (1)
Total fair value of available-for-sale securities in a continuous unrealized loss position 66,096
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position (90)
U.S. government agency securities | Cash equivalents  
Marketable securities  
Total fair value of available-for-sale securities in a continuous unrealized loss position for less than twelve months 8,115
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position for less than twelve months (2)
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer 0
Debt securities, available-for-sale, continuous unrealized loss position, 12 months of longer, accumulated loss 0
Total fair value of available-for-sale securities in a continuous unrealized loss position 8,115
Total gross unrealized losses of available-for-sale securities in a continuous unrealized loss position $ (2)
v3.24.1.u1
INVENTORY (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Inventory Disclosure [Abstract]    
Raw materials $ 57,936 $ 58,593
Semi-finished and finished goods 70,598 68,882
Total inventory $ 128,534 $ 127,475
v3.24.1.u1
PROPERTY, PLANT AND EQUIPMENT - Schedule of Estimated Useful Lives (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Property, plant and equipment    
Property, plant and equipment, at cost $ 1,148,215 $ 1,115,557
Accumulated depreciation (446,174) (417,203)
Property, plant and equipment, net 702,041 698,354
Land    
Property, plant and equipment    
Property, plant and equipment, at cost 4,716 4,716
Leasehold and building improvements    
Property, plant and equipment    
Property, plant and equipment, at cost $ 225,477 214,562
Land improvements    
Property, plant and equipment    
Estimated Useful Life 15 years  
Property, plant and equipment, at cost $ 6,747 6,729
Buildings    
Property, plant and equipment    
Property, plant and equipment, at cost $ 290,777 290,777
Computer equipment and computer software    
Property, plant and equipment    
Estimated Useful Life 3 years  
Property, plant and equipment, at cost $ 171,148 168,131
Machinery and equipment    
Property, plant and equipment    
Property, plant and equipment, at cost 303,469 290,294
Furniture and fixtures    
Property, plant and equipment    
Property, plant and equipment, at cost 35,994 35,756
Assets under construction    
Property, plant and equipment    
Property, plant and equipment, at cost $ 109,887 $ 104,592
Minimum | Buildings    
Property, plant and equipment    
Estimated Useful Life 30 years  
Minimum | Machinery and equipment    
Property, plant and equipment    
Estimated Useful Life 3 years  
Minimum | Furniture and fixtures    
Property, plant and equipment    
Estimated Useful Life 3 years  
Maximum | Buildings    
Property, plant and equipment    
Estimated Useful Life 40 years  
Maximum | Machinery and equipment    
Property, plant and equipment    
Estimated Useful Life 10 years  
Maximum | Furniture and fixtures    
Property, plant and equipment    
Estimated Useful Life 10 years  
v3.24.1.u1
PROPERTY, PLANT AND EQUIPMENT - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Property, plant and equipment    
Depreciation $ 30,632 $ 26,815
Assets under construction 109,900  
Buildings    
Property, plant and equipment    
Assets under construction 5,200  
Machinery and equipment    
Property, plant and equipment    
Assets under construction 56,000  
Leasehold and building improvements    
Property, plant and equipment    
Assets under construction 8,100  
Computer software    
Property, plant and equipment    
Assets under construction $ 40,500  
v3.24.1.u1
INTANGIBLE ASSETS AND GOODWILL - Schedule of Finite Lived Intangible Assets Net Balances and Weighted Average Useful Lives (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]    
Cost $ 1,007,102 $ 1,007,331
Accumulated Amortization (390,246) (366,935)
Intangibles, net 616,856 640,396
In-process research and development 1,250,000 1,250,000
Finite-lived and indefinite-lived intangible assets, gross 2,257,102 2,257,331
Finite-lived and indefinite-lived intangible assets, net $ 1,866,856 $ 1,890,396
Trade name    
Finite-Lived Intangible Assets [Line Items]    
Weighted-average remaining useful life of finite-lived intangible asset (in years) 11 years 4 months 24 days 11 years 7 months 6 days
Cost $ 104,000 $ 104,000
Accumulated Amortization (29,715) (27,903)
Intangibles, net $ 74,285 $ 76,097
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Weighted-average remaining useful life of finite-lived intangible asset (in years) 6 years 9 months 18 days 7 years
Cost $ 4,000 $ 4,000
Accumulated Amortization (1,000) (889)
Intangibles, net $ 3,000 $ 3,111
Patents and licenses    
Finite-Lived Intangible Assets [Line Items]    
Weighted-average remaining useful life of finite-lived intangible asset (in years) 5 years 4 years 6 months
Cost $ 11,542 $ 11,542
Accumulated Amortization (9,961) (9,600)
Intangibles, net $ 1,581 $ 1,942
Developed Technology Rights    
Finite-Lived Intangible Assets [Line Items]    
Weighted-average remaining useful life of finite-lived intangible asset (in years) 7 years 7 years 3 months 18 days
Cost $ 887,560 $ 887,789
Accumulated Amortization (349,570) (328,543)
Intangibles, net $ 537,990 $ 559,246
v3.24.1.u1
INTANGIBLE ASSETS AND GOODWILL - Schedule of Future Amortization Expense (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]    
2024 $ 69,598  
2025 91,860  
2026 90,800  
2027 90,800  
2028 90,800  
Thereafter 182,998  
Intangibles, net $ 616,856 $ 640,396
v3.24.1.u1
INTANGIBLE ASSETS AND GOODWILL - Schedule of Changes in Goodwill (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2024
Dec. 31, 2023
Recognized Goodwill    
Beginning balance $ 2,367,120 $ 2,346,040
Goodwill, foreign currency translation gain (loss) (273) 388
Ending balance 2,367,052 2,367,120
Resolution Bioscience    
Recognized Goodwill    
Resolution Bioscience acquisition   $ 20,692
Goodwill, Purchase Accounting Adjustments $ 205  
v3.24.1.u1
INTANGIBLE ASSETS AND GOODWILL - Narrative (Details) - USD ($)
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]      
Gross value of intangible asset $ 1,007,102,000   $ 1,007,331,000
Finite-lived intangible assets, accumulated amortization 390,246,000   366,935,000
Intangibles, net 616,856,000   640,396,000
Impairment losses 0 $ 0  
Developed Technology Rights      
Finite-Lived Intangible Assets [Line Items]      
Gross value of intangible asset 887,560,000   887,789,000
Finite-lived intangible assets, accumulated amortization 349,570,000   328,543,000
Intangibles, net $ 537,990,000   $ 559,246,000
v3.24.1.u1
FAIR VALUE MEASUREMENTS - Schedule of Fair Value (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Fair value measurements    
Equity securities $ 2,586 $ 3,841
Non-marketable securities 6,560 7,650
Contingent consideration 294,260 288,657
Contingent consideration (21,700)  
Fair Value, Recurring    
Fair value measurements    
Restricted cash (1) 4,297 4,297
Equity securities 2,586 3,841
Non-marketable securities 6,560 7,650
Contingent consideration   288,657
Contingent consideration (294,260)  
Total 368,690 500,934
Fair Value, Recurring | Corporate bonds    
Fair value measurements    
Estimated Fair Value 140,845 55,828
Fair Value, Recurring | Commercial paper    
Fair value measurements    
Estimated Fair Value 8,712 20,984
Fair Value, Recurring | U.S. government agency securities    
Fair value measurements    
Estimated Fair Value 81,713 56,716
Fair Value, Recurring | Asset backed securities    
Fair value measurements    
Estimated Fair Value 70,750 34,897
Fair Value, Recurring | Cash and money market    
Fair value measurements    
Cash and cash equivalents, fair value 329,357 530,100
Fair Value, Recurring | U.S. government agency securities    
Fair value measurements    
Cash and cash equivalents, fair value 18,130 3,035
Fair Value, Recurring | Commercial paper    
Fair value measurements    
Cash and cash equivalents, fair value   72,243
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Recurring    
Fair value measurements    
Restricted cash (1) 4,297 4,297
Equity securities 2,586 3,841
Non-marketable securities 0 0
Contingent consideration   0
Contingent consideration 0  
Total 336,240 538,238
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Recurring | Corporate bonds    
Fair value measurements    
Estimated Fair Value 0 0
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Recurring | Commercial paper    
Fair value measurements    
Estimated Fair Value 0 0
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Recurring | U.S. government agency securities    
Fair value measurements    
Estimated Fair Value 0 0
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Recurring | Asset backed securities    
Fair value measurements    
Estimated Fair Value 0 0
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Recurring | Cash and money market    
Fair value measurements    
Cash and cash equivalents, fair value 329,357 530,100
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Recurring | U.S. government agency securities    
Fair value measurements    
Cash and cash equivalents, fair value 0 0
Quoted Prices in Active Markets for Identical Assets (Level 1) | Fair Value, Recurring | Commercial paper    
Fair value measurements    
Cash and cash equivalents, fair value   0
Significant Other Observable Inputs (Level 2) | Fair Value, Recurring    
Fair value measurements    
Restricted cash (1) 0 0
Equity securities 0 0
Non-marketable securities 0 0
Contingent consideration   0
Contingent consideration 0  
Total 320,150 243,703
Significant Other Observable Inputs (Level 2) | Fair Value, Recurring | Corporate bonds    
Fair value measurements    
Estimated Fair Value 140,845 55,828
Significant Other Observable Inputs (Level 2) | Fair Value, Recurring | Commercial paper    
Fair value measurements    
Estimated Fair Value 8,712 20,984
Significant Other Observable Inputs (Level 2) | Fair Value, Recurring | U.S. government agency securities    
Fair value measurements    
Estimated Fair Value 81,713 56,716
Significant Other Observable Inputs (Level 2) | Fair Value, Recurring | Asset backed securities    
Fair value measurements    
Estimated Fair Value 70,750 34,897
Significant Other Observable Inputs (Level 2) | Fair Value, Recurring | Cash and money market    
Fair value measurements    
Cash and cash equivalents, fair value 0 0
Significant Other Observable Inputs (Level 2) | Fair Value, Recurring | U.S. government agency securities    
Fair value measurements    
Cash and cash equivalents, fair value 18,130 3,035
Significant Other Observable Inputs (Level 2) | Fair Value, Recurring | Commercial paper    
Fair value measurements    
Cash and cash equivalents, fair value   72,243
Significant Unobservable Inputs (Level 3) | Fair Value, Recurring    
Fair value measurements    
Restricted cash (1) 0 0
Equity securities 0 0
Non-marketable securities 6,560 7,650
Contingent consideration   288,657
Contingent consideration (294,260)  
Total (287,700) (281,007)
Significant Unobservable Inputs (Level 3) | Fair Value, Recurring | Corporate bonds    
Fair value measurements    
Estimated Fair Value 0 0
Significant Unobservable Inputs (Level 3) | Fair Value, Recurring | Commercial paper    
Fair value measurements    
Estimated Fair Value 0 0
Significant Unobservable Inputs (Level 3) | Fair Value, Recurring | U.S. government agency securities    
Fair value measurements    
Estimated Fair Value 0 0
Significant Unobservable Inputs (Level 3) | Fair Value, Recurring | Asset backed securities    
Fair value measurements    
Estimated Fair Value 0 0
Significant Unobservable Inputs (Level 3) | Fair Value, Recurring | Cash and money market    
Fair value measurements    
Cash and cash equivalents, fair value 0 0
Significant Unobservable Inputs (Level 3) | Fair Value, Recurring | U.S. government agency securities    
Fair value measurements    
Cash and cash equivalents, fair value $ 0 0
Significant Unobservable Inputs (Level 3) | Fair Value, Recurring | Commercial paper    
Fair value measurements    
Cash and cash equivalents, fair value   $ 0
v3.24.1.u1
FAIR VALUE MEASUREMENTS - Fair Value of Contingent Consideration (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Fair Value Disclosures [Abstract]    
Beginning balance $ 288,657  
Ending balance 294,260  
Change in amount of contingent consideration liability $ 5,603 $ (8,937)
v3.24.1.u1
FAIR VALUE MEASUREMENTS - Schedule of Non-marketable Equity Investments (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Fair Value Disclosures [Abstract]      
Non-marketable securities $ 6,560   $ 7,650
Changes in fair value (1,090)    
Equity Securities without Readily Determinable Fair Value, Upward Price Adjustment, Cumulative Amount 5,100 $ 800  
Equity Securities without Readily Determinable Fair Value, Downward Price Adjustment, Cumulative Amount 15,100 11,234  
Other Investment Not Readily Marketable, Fair Value 45,968 39,428  
Equity Securities without Readily Determinable Fair Value, Downward Price Adjustment, Annual Amount 0 400  
Equity Securities without Readily Determinable Fair Value, Upward Price Adjustment, Annual Amount $ 0 $ 0  
v3.24.1.u1
FAIR VALUE MEASUREMENTS - Narrative (Details)
 3 Months Ended
Mar. 31, 2024
USD ($)
Mar. 31, 2023
USD ($)
Dec. 31, 2023
USD ($)
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]      
Contingent consideration $ 294,260,000   $ 288,657,000
Business Combination, Contingent Consideration, Liability, Current 21,700,000    
Business Combination, Contingent Consideration, Liability, Noncurrent 272,600,000    
Equity Securities without Readily Determinable Fair Value, Downward Price Adjustment, Annual Amount 0 $ 400,000  
Venture capital investment fund      
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]      
Investment owned, at fair value 5,400,000   $ 5,200,000
Committed capital 18,000,000    
Committed capital callable $ 12,400,000    
Product development and other milestone-based payments | Weighted average | Measurement Input, Probability of Success      
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]      
Contingent consideration liability, measurement input 0.90   0.89
Product development and other milestone-based payments | Weighted average | Measurement Input, Present-value Factor      
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]      
Contingent consideration liability, measurement input 0.060   0.058
Foreign exchange forward      
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]      
Derivative, notional amount $ 46,200,000   $ 39,500,000
Derivative, fair value 0   0
Gain (Loss) on derivative instruments, net, pretax 0 $ 0  
Thrive, Ashion and OmicEra | Fair value      
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]      
Contingent consideration $ 294,300,000   $ 288,700,000
v3.24.1.u1
LONG-TERM DEBT - Narrative (Details) - USD ($)
 1 Months Ended
Jan. 31, 2023
Dec. 31, 2021
Nov. 30, 2021
Mar. 31, 2024
Dec. 31, 2023
Jun. 29, 2022
Long-term debt            
Financing receivable, amount elected to collateralize       $ 50,000,000    
Securitized receivables            
Long-term debt            
Maximum borrowing capacity           $ 150,000,000
Line of credit facility, current borrowing capacity       $ 123,700,000    
Line of credit facility, interest rate at period end       6.87%    
Long-Term Debt, Excluding Current Maturities       $ 50,000,000    
Securitized receivables | Minimum            
Long-term debt            
Long-Term Debt, Excluding Current Maturities           $ 50,000,000
Revolving loan agreement | Revolving loan agreement | Line of credit            
Long-term debt            
Maximum borrowing capacity     $ 150,000,000      
Minimum market value covenant     150,000,000      
Maximum outstanding cash advances threshold     $ 20,000,000      
Variable rate     0.60%      
Remaining borrowing capacity       $ 145,600,000 $ 145,600,000  
City letter of credit | Revolving loan agreement | Line of credit            
Long-term debt            
Proceeds from lines of credit $ 1,500,000 $ 2,900,000        
v3.24.1.u1
CONVERTIBLE NOTES - Schedule of Convertible Notes (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
2027 Convertible Notes    
Long-term debt    
Coupon interest rate 0.375% 0.375%
Principal Amount $ 949,042 $ 949,042
Unamortized Debt Discount and Issuance Costs (9,871) (10,499)
Net Carrying Amount 939,171 938,543
2027 Convertible Notes | Significant Other Observable Inputs (Level 2) | Fair value    
Long-term debt    
Amount $ 881,764 $ 887,354
2028 Convertible Notes    
Long-term debt    
Coupon interest rate 0.375% 0.375%
Principal Amount $ 563,822 $ 563,822
Unamortized Debt Discount and Issuance Costs (5,007) (5,429)
Net Carrying Amount 558,815 558,393
2028 Convertible Notes | Significant Other Observable Inputs (Level 2) | Fair value    
Long-term debt    
Amount $ 532,513 $ 549,839
2030 Convertible Notes    
Long-term debt    
Coupon interest rate 1.00% 1.00%
Principal Amount $ 249,172 $ 249,172
Unamortized Debt Discount and Issuance Costs (362) (476)
Net Carrying Amount 248,810 248,696
2030 Convertible Notes | Significant Other Observable Inputs (Level 2) | Fair value    
Long-term debt    
Amount $ 278,437 $ 293,300
Convertible Notes Payable2030    
Long-term debt    
Coupon interest rate 2.00% 2.00%
Principal Amount $ 572,993 $ 572,993
Unamortized Debt Discount and Issuance Costs (4,174) (4,349)
Net Carrying Amount 568,819 568,644
Convertible Notes Payable2030 | Significant Other Observable Inputs (Level 2) | Fair value    
Long-term debt    
Amount $ 652,971 $ 684,475
v3.24.1.u1
CONVERTIBLE NOTES - Narrative (Details)
$ / shares in Units, $ in Thousands, shares in Millions
 1 Months Ended 3 Months Ended
Mar. 31, 2023
USD ($)
Mar. 31, 2024
USD ($)
$ / shares
shares
Mar. 31, 2023
USD ($)
Dec. 31, 2023
USD ($)
Mar. 06, 2023
USD ($)
Mar. 01, 2023
USD ($)
Long-term debt            
Principal amount, convertible note   $ 1        
Repurchase price, as percentage of principal amount, if company undergoes change of control   100        
Market price (in dollars per share) | $ / shares   $ 69.06        
Proceeds from issuance of convertible notes   $ 0 $ 137,976      
Gain (Loss) on Extinguishment of Debt $ 17,700          
Other Investment Not Readily Marketable, Fair Value 39,428 $ 45,968 $ 39,428      
Significant Unobservable Inputs (Level 3) | Fair value, nonrecurring            
Long-term debt            
Other Investment Not Readily Marketable, Fair Value       $ 46,000    
2030 Convertible Notes            
Long-term debt            
Gain (Loss) on Extinguishment of Debt 7,400          
2030 Convertible Notes            
Long-term debt            
Conversion rate, number of shares to be issued per $1,000 of principal amount (in shares)   13.26        
Conversion price (in dollars per share) | $ / shares   $ 75.43        
Potential shares issued from convertible instrument (in shares) | shares   3.3        
Effective interest rate (as a percent)   1.18% 1.18%      
Amount of debt extinguished 65,800          
Interest expense amortization term   9 months 14 days        
Convertible Notes Payable2027            
Long-term debt            
Conversion rate, number of shares to be issued per $1,000 of principal amount (in shares)   8.96        
Conversion price (in dollars per share) | $ / shares   $ 111.66        
Potential shares issued from convertible instrument (in shares) | shares   5.0        
Effective interest rate (as a percent)   0.67% 0.67%      
Amount of debt extinguished 183,700          
Interest expense amortization term   2 years 11 months 15 days        
2027 Convertible Notes            
Long-term debt            
Conversion rate, number of shares to be issued per $1,000 of principal amount (in shares)   8.21        
Conversion price (in dollars per share) | $ / shares   $ 121.84        
Potential shares issued from convertible instrument (in shares) | shares   7.8        
Effective interest rate (as a percent)   0.64% 0.64%      
Amount of debt extinguished 201,000          
Interest expense amortization term   3 years 11 months 1 day        
Convertible Notes Payable2030            
Long-term debt            
Conversion rate, number of shares to be issued per $1,000 of principal amount (in shares)   12.37        
Conversion price (in dollars per share) | $ / shares   $ 80.83        
Potential shares issued from convertible instrument (in shares) | shares   7.1        
Effective interest rate (as a percent)   2.12% 2.12%      
Face amount           $ 500,000
Proceeds from issuance of convertible notes 138,000          
Proceeds from Debt, Net of Issuance Costs $ 133,000          
Interest expense amortization term   5 years 11 months 1 day        
Convertible Notes Payable2030 | 2030 Convertible Notes            
Long-term debt            
Face amount         $ 73,000  
v3.24.1.u1
CONVERTIBLE NOTES - Schedule of Transaction Costs (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
USD ($)
Convertible Notes Payable2027  
Long-term debt  
Total transaction costs $ 14,285
Convertible Notes Payable2028  
Long-term debt  
Total transaction costs 24,453
Convertible Notes Payable2030  
Long-term debt  
Total transaction costs 4,938
2030 Convertible Notes  
Long-term debt  
Total transaction costs $ 17,646
v3.24.1.u1
CONVERTIBLE NOTES - Summary of Interest Expense (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Debt Disclosure [Abstract]    
Debt issuance costs amortization $ 1,315 $ 1,378
Debt discount amortization 25 31
Gain on settlements of convertible notes, net 0 (10,324)
Coupon interest expense 4,906 3,354
Total interest expense (income) on convertible notes $ 6,246 $ (5,561)
v3.24.1.u1
CONVERTIBLE NOTES - Schedule of Effective Interest Rates Related to Convertible Debt (Details)
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
2030 Convertible Notes    
Schedule of Convertible notes [Line Items]    
Effective interest rate (as a percent) 1.18% 1.18%
2028 Convertible Notes    
Schedule of Convertible notes [Line Items]    
Effective interest rate (as a percent) 0.67% 0.67%
2027 Convertible Notes    
Schedule of Convertible notes [Line Items]    
Effective interest rate (as a percent) 0.64% 0.64%
Convertible Notes Payable2030    
Schedule of Convertible notes [Line Items]    
Effective interest rate (as a percent) 2.12% 2.12%
v3.24.1.u1
LICENSE AND COLLABORATION AGREEMENTS - Mayo (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Oct. 31, 2017
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]      
Research and development expense $ 110,608 $ 95,419  
Licensing agreements | Mayo      
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]      
Period patent remains in effect 5 years    
Collaborative Arrangements Amount Agreed to Pay upon Achievement of Sale Milestones     $ 3,000
v3.24.1.u1
LICENSE AND COLLABORATION AGREEMENTS - John Hopkins University (Details) - Licensing agreements - USD ($)
$ in Millions
Jun. 30, 2023
Jan. 05, 2021
Resolution Bioscience acquisition    
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]    
Sales-based Milestone Payments   $ 45.0
Sales milestone range one | The Broad Institute, LLC    
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]    
Collaborative arrangement sales milestone amount $ 500.0  
v3.24.1.u1
LICENSE AND COLLABORATION AGREEMENTS - The Broad Institute (Details)
$ in Thousands
Jun. 30, 2023
USD ($)
Product development and other milestone-based payments | The Broad Institute, LLC | Licensing agreements  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Collaborative Arrangements Development Milestone Amount $ 6,500
v3.24.1.u1
LICENSE AND COLLABORATION AGREEMENTS - Translational Genomics Research Institute (Details)
$ in Millions
Jan. 11, 2021
USD ($)
TARDIS Technology  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Sales-based Milestone Payments $ 45.0
v3.24.1.u1
LICENSE AND COLLABORATION AGREEMENTS - Watchmaker Genomics (Details)
$ in Millions
Jul. 31, 2023
USD ($)
Watchmaker Genomics, Inc | Licensing agreements  
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]  
Collaboration arrangement, milestones to be paid $ 82.0
v3.24.1.u1
STOCKHOLDERS' EQUITY - Schedule of OCI (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance $ 3,145,305 $ 3,043,162
Other comprehensive loss before reclassifications (1,948) 2,839
Amounts reclassified from accumulated other comprehensive income (loss) 21 678
Net current period change in accumulated other comprehensive income (loss) (1,927) 3,517
Ending balance 3,132,618 3,057,708
Cumulative Translation Adjustment    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance 1,374 53
Other comprehensive loss before reclassifications (1,140) 550
Amounts reclassified from accumulated other comprehensive income (loss) 0 0
Net current period change in accumulated other comprehensive income (loss) (1,140) 550
Ending balance 234 603
Unrealized Gain (Loss) on Marketable Securities    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance 54 (5,289)
Other comprehensive loss before reclassifications (808) 2,289
Amounts reclassified from accumulated other comprehensive income (loss) 21 678
Net current period change in accumulated other comprehensive income (loss) (787) 2,967
Ending balance (733) (2,322)
AOCI    
AOCI Attributable to Parent, Net of Tax [Roll Forward]    
Beginning balance 1,428 (5,236)
Ending balance $ (499) $ (1,719)
v3.24.1.u1
STOCKHOLDERS' EQUITY - Schedule of Amounts Reclassified from AOCI (Details) - Reclassification out of accumulated other comprehensive income - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Changes in Accumulated Other Comprehensive Income (Loss)    
Total reclassifications $ 21 $ 678
Unrealized Gain (Loss) on Marketable Securities    
Changes in Accumulated Other Comprehensive Income (Loss)    
Investment income, net $ 21 $ 678
v3.24.1.u1
STOCK-BASED COMPENSATION - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Stock-based compensation    
Stock-based compensation expense $ 60,370 $ 49,139
Stock plans    
Stock-based compensation    
Unrecognized compensation cost $ 520,800  
Weighted average period for recognition of cost 2 years 9 months 18 days  
v3.24.1.u1
STOCK-BASED COMPENSATION - Fair Value and Activity (Details) - Stock plans - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended
Dec. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
Shares      
Outstanding at the beginning of the period (in shares)   1,286,173  
Exercised (in shares)   (133,097)  
Forfeited (in shares)   (14,409)  
Outstanding at the end of the period (in shares) 1,286,173 1,138,667  
Vested and expected to vest at end of period (in shares)   1,138,667  
Exercisable at the end of the period (in shares)   1,138,667  
Weighted Average Exercise Price      
Outstanding at the beginning of the period (in dollars per share)   $ 47.67  
Exercised (in dollars per share)   16.03  
Forfeited (in dollars per share)   94.95  
Outstanding at the end of the period (in dollars per share) $ 47.67 50.77  
Vested and expected to vest at end of period (in dollars per share)   50.77  
Exercisable at the end of the period (in dollars per share)   $ 50.77  
Weighted Average Remaining Contractual Term      
Outstanding 3 years 9 months 18 days 3 years 10 months 24 days  
Vested and expected to vest at end of period   3 years 10 months 24 days  
Exercisable at the end of the period   3 years 10 months 24 days  
Aggregate Intrinsic Value      
Outstanding at the end of the period   $ 31,533  
Vested and expected to vest at end of period   31,533  
Exercisable at the end of the period   31,533  
Total intrinsic value of options exercised   $ 2,900 $ 4,800
v3.24.1.u1
STOCK-BASED COMPENSATION - Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity (Details) - USD ($)
$ / shares in Units, $ in Millions
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Restricted Shares and RSUs    
Restricted Shares    
Outstanding at the beginning of the period (in shares) 6,272,763  
Granted (in shares) 3,673,677  
Released (in shares) (1,731,848)  
Forfeited (in shares) (179,074)  
Outstanding at the end of the period (in shares) 8,035,518  
Weighted Average Exercise Price    
Outstanding at the beginning of the period (in dollars per share) $ 73.39  
Granted (in dollars per share) 57.64  
Released (in dollars per share) 81.17  
Forfeited (in dollars per share) 63.48  
Outstanding at the end of the period (in dollars per share) $ 64.60  
Fair value of equity instruments other than options vested in period $ 140.2 $ 121.2
Restricted stock units    
Weighted Average Exercise Price    
Granted (in dollars per share)   $ 60.25
v3.24.1.u1
STOCK-BASED COMPENSATION - Share-based Payment Arrangement, Performance Shares, Activity (Details) - Shares issuable upon the release of performance share units - USD ($)
$ / shares in Units, $ in Millions
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Stock-based compensation      
Outstanding (in shares) 2,206,027   1,597,801
Outstanding (in dollars per share) $ 76.46   $ 92.73
Granted (in shares) 854,749    
Granted (in dollars per share) $ 63.13 $ 79.17  
Released (in shares) (63,809)    
Released (in dollars per share) $ 140.20    
Forfeited (in shares) (182,714)    
Forfeited (in dollars per share) $ 134.17    
Number of outstanding performance share units (in shares) 1,097,448    
Fair value of equity instruments other than options vested in period $ 8.9 $ 1.0  
v3.24.1.u1
COMMITMENTS AND CONTINGENCIES - Supplemental Disclosure of Cash Flow Information (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Cash paid for amounts included in the measurement of lease liabilities:    
Operating cash flows from operating leases $ 9,771 $ 9,135
Operating cash flows from finance leases 263 170
Finance cash flows from finance leases 1,336 745
Non-cash investing and financing activities:    
Right-of-use assets obtained in exchange for new operating lease liabilities (9,019) (3,833)
Right-of-use assets obtained in exchange for new finance lease liabilities $ 9,006 $ 318
Weighted-average remaining lease term - operating leases (in years) 7 years 1 month 6 days 7 years 2 months 4 days
Weighted-average remaining lease term - finance leases (in years) 3 years 2 months 1 day 3 years 25 days
Weighted-average discount rate - operating leases 6.58% 6.42%
Weighted-average discount rate - finance leases 6.87% 6.67%
Operating Lease, Right-of-Use Asset Modification   $ 6,200
v3.24.1.u1
COMMITMENTS AND CONTINGENCIES - Additional Information (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Lessee, Lease, Description [Line Items]    
Operating lease right-of-use assets $ 142,017 $ 143,708
Additional amount to be recognized at lease commencement for the lease liability 189,600 190,400
Operating lease liability, current 27,225 29,379
Operating lease liability, noncurrent 162,405 161,070
Finance lease, right-of-use asset $ 18,600 11,300
Finance lease, right-of-use asset, statement of financial position, extensible list Other long-term assets, net  
Finance lease liability $ 19,500 11,900
Finance lease liability, current $ 6,400 $ 4,400
Finance lease, liability, current, statement of financial position, extensible list Other current liabilities Other current liabilities
Finance lease liability, noncurrent $ 13,100 $ 7,500
Finance lease, liability, noncurrent, statement of financial position, extensible list Other long-term liabilities Other long-term liabilities
v3.24.1.u1
WISCONSIN ECONOMIC DEVELOPMENT TAX CREDITS (Details) - Amended wisconsin economic development tax credit agreement
$ in Millions
 1 Months Ended
Dec. 31, 2021
USD ($)
position
Mar. 31, 2024
USD ($)
Agreements    
Capital investment expenditures over specified period, requirement to earn the refundable tax credits $ 350.0  
Full-time positions that must be created over a specified time period to earn the refundable tax credits | position 1,300  
Period over which the capital investment expenditures must be incurred and the creation of full-time positions must be completed 5 years  
Refundable tax credits earned $ 18.5 $ 11.0
Credit earning rate 10.00%  
Maximum credits available to earn $ 7.0  
Refundable tax credit receivable   5.5
Prepaid expenses and other current assets    
Agreements    
Refundable tax credit receivable   4.2
Other long-term assets    
Agreements    
Refundable tax credit receivable   $ 1.3
v3.24.1.u1
ACQUISITIONS AND DIVESTITURES - Narrative (Details) - USD ($)
$ in Millions
Mar. 31, 2024
Dec. 31, 2023
Business Acquisition [Line Items]    
Contract asset $ 41.4 $ 41.7
Contract with Customer, Receivable, after Allowance for Credit Loss $ 31.6 $ 31.6
Developed Technology Rights    
Business Acquisition [Line Items]    
Weighted-average remaining useful life of finite-lived intangible asset (in years) 7 years 7 years 3 months 18 days
v3.24.1.u1
ACQUISITIONS AND DIVESTITURES - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands
Mar. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Business Acquisition [Line Items]      
Goodwill $ 2,367,052 $ 2,367,120 $ 2,346,040
v3.24.1.u1
SEGMENT INFORMATION (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
USD ($)
segment
Mar. 31, 2023
USD ($)
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue $ 637,524 $ 602,450
Number of operating segments | segment 1  
United States    
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue $ 592,991 565,182
Outside of United States    
Segment Reporting, Revenue Reconciling Item [Line Items]    
Revenue $ 44,533 $ 37,268
v3.24.1.u1
INCOME TAXES (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2024
Mar. 31, 2023
Dec. 31, 2023
Income Tax Disclosure [Abstract]      
Tax expense (benefit) $ 1,806 $ 1,657  
Deferred tax liabilities, net 18,200   $ 17,300
Unrecognized tax benefits $ 38,200   $ 36,400
v3.24.1.u1
SUBSEQUENT EVENTS (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended
Apr. 30, 2024
Mar. 31, 2023
Mar. 31, 2024
Mar. 31, 2023
May 01, 2024
Apr. 17, 2024
Dec. 31, 2023
Subsequent Event [Line Items]              
Proceeds from issuance of convertible notes     $ 0 $ 137,976      
Convertible Notes Payable2028              
Subsequent Event [Line Items]              
Amount of debt extinguished   $ 201,000          
Interest rate (as a percent)     0.375%       0.375%
Subsequent event              
Subsequent Event [Line Items]              
Contract Termination Fee Annual Installments         $ 9,200    
Contract termination fee         $ 27,600    
Subsequent event | Convertible Notes Payable2031              
Subsequent Event [Line Items]              
Face amount           $ 620,700  
Proceeds from issuance of convertible notes $ 266,800            
Proceeds from Debt, Net of Issuance Costs 259,800            
Interest rate (as a percent)           1.75%  
Subsequent event | Convertible Notes Payable2028              
Subsequent Event [Line Items]              
Amount of debt extinguished $ 359,700