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Share Name | Share Symbol | Market | Type |
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PishPosh Inc | NASDAQ:BABY | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 26.75 | 25.00 | 3.40 | 0 | 01:00:00 |
UNITED STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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FORM 10-K
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Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended December 31, 2016
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OR
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Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from
to
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Commission file number: 000–33001
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Delaware
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77–0154833
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification Number)
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Title of each class
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Name of each exchange on which registered
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Common Stock, $0.001 par value per share
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The NASDAQ Stock Market LLC
(Nasdaq Global Select Market)
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
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(Do not check if a smaller reporting company)
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ITEM 1.
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Electroencephalography
—Equipment, supplies and services used to monitor and visually display the electrical activity generated by the brain and other key physiological signals for both diagnosis and monitoring of neurological disorders in the hospital, research laboratory, clinician office and patient’s home.
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Electromyography
—Equipment and supplies used to measure electrical activity in nerves, muscles, and critical pathways includes EMG, nerve conduction and evoked potential functionality.
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Polysomnography
—Equipment and supplies used to measure a variety of respiratory and physiologic functions to assist in the diagnosis and monitoring of sleep disorders, such as insomnia and obstructive sleep apnea, a condition that causes a person to stop breathing intermittently during sleep.
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Intraoperative monitoring
—Equipment and supplies used to monitor the functional integrity of certain neural structures (i.e. nerves, spinal cord and parts of the brain) during surgery. The goal of IOM is to provide real time guidance to the surgeon and anesthesiologist which will reduce the risk to the patient during surgery.
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Transcranial Doppler
—Equipment and supplies used to measure blood flow parameters such as velocity in key vascular structures in the brain. This vascular information is helpful in identifying strokes, infarcts and vasospasms.
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NeuroWorks; Coherence; NicoletOne; Twin.
Our EEG Systems include a broad range of products, from software licenses and ambulatory monitoring systems to advanced laboratory systems with multiple capabilities for EEG, ICU monitoring, long-term monitoring of up to 256 channels, and physician review stations with quantitative EEG analysis capabilities.
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Stellate/Gotman Spike and Seizure; GridView; NicoletOne Trends.
Our proprietary spike and seizure detection algorithm detects, summarizes, and reports EEG events that save health care professionals time by increasing the speed and accuracy of interpretation. GridView is a tool that allows the clinician to correlate EEG patterns with electrode contacts on a 3D view of the patient brain using magnetic resonance (“MR”) or computed tomography (“CT”) images, thus enabling the visualization and annotation of the brain surface and internal structures involved in the diagnosis of epilepsy. NicoletOne Trends provides a comprehensive set of EEG analysis algorithms that are used to generate compressed trends of large amounts of data to assist in the clinical evaluation and data review process.
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Proprietary Signal Amplifiers.
Our proprietary signal amplifiers function as the interface between the patient and the computer. The headbox connects electrodes attached to the patient’s head to our EEG monitoring systems. Our proprietary amplifier products are sold for a wide variety of applications under the following brand names: Xltek, Trex, EEG32U, EMU40EX, Brain Monitor, Quantum, Schwarzer EEG, Nicolet v32 and v44 models, C series and Nicolet Wireless 32- and 64- channel amplifiers.
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Nicolet Cortical Stimulator.
This product is our proprietary device that provides cortical stimulation to the brain during functional brain mapping either before or during surgery to help the surgeon protect the eloquent parts of the brain. The device can be used as a standalone unit or with the fully integrated NicoletOne software that supports control of the device from the software, automated mapping and comprehensive report generation.
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Supplies.
We also manufacture and market a full line of proprietary EEG needles and other supplies used in the electroencephalography field.
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Global Neuro-Diagnostic Services.
GND provides ambulatory EEG services with and without video in the patient’s home. Other services such as Remote Monitoring, ICU monitoring, Virtual EMU monitoring and Detailed Video EEG Technical Descriptions with cloud-based test results are also provided. Our services are specifically designed to partner with hospitals and physicians to improve efficiency, results, and turn-around time, and to reduce costs.
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Dantec Keypoint.
The Dantec Keypoint EMG and EP family of products features amplifiers, stimulators, and strong signal quality. The Keypoint is used for advanced neurodiagnostic applications such as single fiber EMG, visual and auditory evoked potentials, and in routine nerve conduction studies. The Keypoint system is also available in a portable laptop configuration.
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Dantec Clavis.
Th
e
Dantec Clavis device is a hand-held EMG and current stimulation device that provides muscle and nerve localization information to assist with medication and botox injections. In conjunction with the Bo-ject hypodermic needle and electrodes, physicians can better localize the site of the injection.
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Nicolet EDX family.
A hardware platform of amplifiers, base control units, stimulators and hand-held probes that are sold with Nicolet brand proprietary software. These mid to high end systems have full functionality, strong signal quality, and flexibility. They include EMG, NCS, EP’s, IOM and advanced data analysis features.
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Nicolet VikingQuest.
An EMG system for the mid-range market. The device runs on our proprietary software.
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Natus Neurology UltraPro.
This is a low to mid-level product that offers high quality data collection using the Dantec Keypoint amplifiers and the proprietary Natus EMG software.
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Supplies.
We also manufacture and market a full line of proprietary EMG needles and other supplies used in the electrodiagnostic field.
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Embla REMlogic, and Sandman; Xltek SleepWorks; Schwartzer Coherence; and Grass Twin.
Our diagnostic PSG systems capture and store all data digitally. The systems enable users to specify rules and personal preferences to be used during analysis, summarizing the results graphically and incorporating them in detailed reports.
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Proprietary Amplifiers.
Our data acquisition systems incorporate recent developments in superior amplifiers for sleep analysis and are sold under brand names such as Embla and MPR, Xltek Trex and SleepWorks, and Schwarzer. Our amplifiers are used in both hospitals and stand-alone clinics. In addition to exceptional signal quality, headboxes include various tools such as built-in oximeters and controls to allow the user to start and stop a study or perform electrode impedance testing either at the patient’s bedside or from the monitoring room.
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Practice Management Software.
Our Embla Enterprise Practice Management Software provides a solution for institutions as well as private labs and physicians for patient scheduling, inventory control, staff scheduling, data management, business reports and billing interfaces. Enterprise may be used in conjunction with many Natus PSG products.
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PMSD.
PastuerMatic Sterile Dryers are used in hospital and clinic sleep laboratories to provide non-chemical sterilization of products used in sleep therapy. An environmentally friendly approach to disinfection, the PMSD products offer cost effective sterilization for sleep labs of all sizes.
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Supplies.
We also market a broad line of supplies, disposable products and accessories for the PSG laboratory.
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Xltek Protektor
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The Protektor system is an IOM system that provides medical professionals with all information necessary to make immediate and critical surgical decisions. The system combines flexibility with multi-modality allowing full coverage of IOM techniques. The Protektor comes in 16 or 32 channel options.
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Nicolet Endeavor.
A dedicated multi-modality IOM system that offers complete flexibility in work flow and test protocols.
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Nicolet EDX.
These combo systems are used in IOM applications where a smaller number of channels is sufficient. This approach is primarily followed in international markets that utilize the integrated system approach that allows for the use of the system in EMG clinical applications as well as in IOM applications.
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Sonara and Sonara Tek.
The Sonara is an embedded system that is a self-contained unit that includes CPU, data display screen and speakers. It uses proprietary software with a touch screen menu. Sonara Tek is a small portable device used with a laptop. Both models enable the uploading of images to the hospital information system.
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Newborn Hearing Screening
—Products used to screen hearing in newborns.
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Newborn Brain Injury
—Products used to diagnose the severity of brain injury, monitor the effectiveness of drug therapies, detect seizure activity and monitor general neurological status.
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Thermoregulation
—Products used to control the newborn environment including incubators and warmers.
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Jaundice Management
—Products used to treat jaundice, the single largest cause for hospital readmission of newborns in the U.S.
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Diagnostic Hearing Assessment
—Products used to screen for or diagnose hearing loss, or to identify abnormalities affecting the peripheral and central auditory nervous systems in patients of all ages.
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Balance and Mobility
—Systems to diagnose and assist in treating balance disorders in an evidence-based, multidisciplinary approach.
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Pediatric Ocular Imaging
—Imaging systems and products used in the advanced science and practice of neonatal and pediatric retinal imaging.
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NicView
—Streaming video for families with babies in the neonatal intensive care unit (NICU) that enables family members and approved friends to see the new baby, 24/7, from anywhere in the world - from any device.
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Nursery Essentials
—Products used in the everyday operation of a newborn intensive care unit (“NICU”) and well-baby nursery department within the hospital environment. These products include such items as: Biliband eye protectors, GumDrop pacifiers, MiniMuffs noise attenuators, NeatNick heel lancets, neonatal oxygen hoods, Olympic Circumstraint, Olympic Papoose Boards, Olympic Smart Scales, Olympic Warmettes, OraSwab oral care products, Save the Gonads x-ray protection devices, SugarPlum glucose lancets, SunFish temperature probe covers and TootSweet sucrose solutions.
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ALGO 5 and 3i Newborn Hearing Screeners.
These AABR devices deliver thousands of soft audible clicks to the newborn’s ears through sound cables and disposable earphones connected to the instrument. Each click elicits an identifiable brain wave, which is detected by disposable electrodes placed on the head of the child and analyzed by the screening device. These devices use our proprietary AABR signal detection algorithm.
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ABaer Newborn Hearing Screener.
The ABaer, which is a PC-based newborn hearing screening device, offers a combination of AABR, OAE, and diagnostic ABR technologies in one system.
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Echo-Screen.
Our hand-held Echo-Screen products provide a choice or combination of proprietary ABR and OAE technologies that can also be used for children through adults. The Echo-Screen III device is a compact, multi-modality handheld hearing screener that is tightly integrated with audible Lite Hearing Screening Data Management.
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AuDX.
Our AuDX product is a hand-held OAE screening device that can be used for newborn hearing screening, as well as patients of all ages, from children through adults. AuDX devices record and analyze OAEs generated by the cochlea through sound cables and disposable ear probes inserted into the patient’s ear canal. OAE technology is unable to detect hearing disorders affecting the neural pathways, such as auditory neuropathy
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ABR Screening Supply Kits.
Each ABR screen is carried out with single-use earphones and electrodes, which are alcohol and latex-free. The adhesives used in these supply products are specially formulated for use on the sensitive skin of newborns. To meet the needs of our customers we offer a variety of packaging options. Echo-Screen and ABaer offer the choice of either an earphone or use of ear tips for perform ABR screening.
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OAE Supply Products.
Each OAE screen is carried out with single-use ear tips that are supplied in a variety of sizes and packaging options.
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Olympic Brainz Monitor
.
The Olympic Brainz Monitor is our latest generation Cerebral Function Monitor. The device can be used in single-channel, two-channel or three-channel modes to continuously monitor and record brain activity.
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Incubators.
Our NatalCare incubators, including those used for transporting infants, provide high thermal performance with a double wall design, easy to use control panels and features such as improved weighing functionality with automatic centering and an electronic tilting mechanism. The easy to clean, smooth design, and choice of options make these customizable incubators appropriate for different use environments.
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neoBLUE Product Family.
This product line consists of our neoBLUE, neoBLUE Mini, neoBLUE Cozy, neoBLUE Compact and neoBLUE blanket devices, which utilize light emitting diodes (“LEDs”) to generate a high-intensity, narrow spectrum of blue light that is clinically proven to be most effective in the treatment of newborn jaundice. Our neoBLUE phototherapy devices emit significantly less ultraviolet light and heat than conventional phototherapy devices, reducing the risk of skin damage and dehydration for infants undergoing treatment. Because of the high intensity of these lights, the treatment time associated with phototherapy is reduced.
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Medix MediLED Product Family.
A full-size, free-standing LED phototherapy system and a MediLED mini light to be used on top of an incubator or attached to the Medix radiant warmer. The MediLED incorporates an array of blue and white LEDs, while the mini system utilizes blue “super LEDs” that provide high intensity phototherapy.
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Navigator PRO.
Our Navigator PRO for hearing assessment consists of a base system that is augmented by discrete software applications that enhance the system. The Navigator Pro System is a PC-based, configurable device that utilizes evoked potentials, which are electrical signals recorded from the central nervous system that appear in response to repetitive stimuli, such as a clicking noise. The evoked potentials are used to record and display human physiological data associated with auditory and hearing-related disorders. The Navigator Pro System can be used for patients of all ages, from children to adults, including infants and geriatric patients. The device can be configured with additional proprietary software programs for various applications. These additional software programs include: MASTER, AEP, ABaer, and Scout.
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Scout SPORT.
The Scout SPORT is a PC-based OAE system. The ultra-portable Scout Sport can be carried from one computer to another to test in different locations. For office-based environments, the Scout Sport can be used with a dedicated notebook computer to create an independent portable system.
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AuDX PRO.
The AuDX PRO is a hand-held OAE screening device with a large color display that can be used for patients of all ages. The AuDX PRO records and analyzes OAEs generated by the cochlea through sound cables and disposable ear probes inserted into the patient’s ear canal.
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EquiTest.
Proprietary protocols in the EquiTest family of devices objectively quantify and differentiate among sensory, motor, and central adaptive impairments to balance control. This approach is commonly referred to as computerized dynamic posturography (“CDP”). CDP is complementary to clinical tests designed to localize and categorize pathological mechanisms of balance disorders in that it can identify and differentiate the functional impairments associated with the identified disorders.
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Balance Master.
A family of devices providing objective assessment and retraining of the sensory and voluntary motor control of balance.
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VSR and VSR Sport.
The VSR provides objective assessment of sensory and voluntary motor control of balance with visual biofeedback. The VSR Sport is designed specifically for the athletic market as part of a concussion management program. It is portable, easy-to use and offers athletic trainers, sports medicine practitioners, and other sport professionals the data needed to make objective return-to-play decisions without relying on subjective evaluation.
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inVision.
Our inVision device incorporates a set of proprietary diagnostic tests that quantify a patient’s ability to maintain visual acuity and stable gaze while actively moving the head. The objective information enables the clinician to assess the patient’s ability to live and move safely in a dynamic world and to participate in daily-life functions such as driving, walking through a grocery store, or actively engaging in family activities.
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Year Ended December 31,
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2016
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2015
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2014
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Backlog
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$
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10,555
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$
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9,359
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$
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12,429
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Trade conference exhibits; and
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Direct presentations to healthcare professionals.
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Year Ended December 31,
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2016
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2015
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2014
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Domestic revenue
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65.6
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%
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64.4
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%
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60.6
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%
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Year Ended December 31,
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2016
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2015
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2014
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International revenue
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34.4
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%
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35.6
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%
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39.4
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%
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Year Ended December 31,
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2016
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2015
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2014
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Direct purchases by GPO members
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12.3
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%
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9.3
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%
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9.1
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%
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Level of specificity, sensitivity, and reliability of the product;
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Time required to obtain results with the product, such as to test for or treat a clinical condition;
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Relative ease of use of the product;
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Depth and breadth of the products features;
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Quality of customer support for the product;
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Frequency of product updates;
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Extent of third-party reimbursement of the cost of the product or procedure;
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Extent to which the products conform to standard of care guidelines; and
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Price of the product.
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Clearance via Section 510(k); or
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Premarket approval via Section 515 if the FDA has determined that the medical device in question poses a greater risk of injury.
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FDA quality system regulations which require manufacturers to create, implement, and follow design, testing, control, documentation, and other quality assurance procedures;
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Medical device reporting regulations, which require that manufacturers report to the FDA certain types of adverse and other events involving their products; and
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FDA general prohibitions against promoting products for unapproved uses.
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Issuance of a Form 483 citation;
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Fines, injunctions, and civil penalties;
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Recall or seizure of our products;
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Issuance of public notices or warnings;
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Imposition of operating restrictions, partial suspension, or total shutdown of production;
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Refusal of our requests for 510(k) clearance or pre-market approval of new products;
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Withdrawal of 510(k) clearance or pre-market approval already granted; or
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Criminal prosecution.
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Name
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Age
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Position(s)
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James B. Hawkins
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61
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President and Chief Executive Officer
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Jonathan Kennedy
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46
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Executive Vice President and Chief Financial Officer
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Austin F. Noll, III
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50
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Vice President and General Manager, Neurology SBU
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Kenneth M. Traverso
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56
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Vice President and General Manager, Newborn Care SBU
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D. Christopher Chung, M.D.
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53
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Vice President Medical Affairs, Quality & Regulatory
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Publication of clinical study results that demonstrate a lack of efficacy or cost-effectiveness of our products;
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Changing governmental and physician group guidelines;
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Actual or perceived performance, quality, price, and total cost of ownership deficiencies of our products relative to other competitive products;
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Our ability to maintain and enhance our existing relationships and to form new relationships with leading physicians, physician organizations, hospitals, state laboratory personnel, and third-party payers;
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Changes in federal, state and third-party payer reimbursement policies for our products; and
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Repeal of laws requiring universal newborn hearing screening and metabolic screening.
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Impact of possible recessions in economies outside the U.S.;
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Political and economic instability, including instability related to war and terrorist attacks;
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Contractual provisions governed by foreign law, such as local law rights to sales commissions by terminated distributors;
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Decreased healthcare spending by foreign governments that would reduce international demand for our products;
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Continued strengthening of the U.S. dollar relative to foreign currencies that could make our products less competitive because approximately half of our international sales are denominated in U.S. dollars;
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Greater difficulty in accounts receivable collection and longer collection periods;
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Difficulties of staffing and managing foreign operations;
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Reduced protection for intellectual property rights in some countries and potentially conflicting intellectual property rights of third parties under the laws of various foreign jurisdictions;
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Difficulty in obtaining and maintaining foreign regulatory approval;
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Attitudes by clinicians, and cost reimbursement policies, towards use of disposable supplies that are potentially unfavorable to our business;
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Complying with U.S. regulations that apply to international operations, including trade laws, the U.S. Foreign Corrupt Practices Act, and anti-boycott laws, as well as international laws such as the U.K. Bribery Act;
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Loss of business through government tenders that are held annually in many cases; and
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Potentially negative consequences from changes in tax laws, including legislative changes concerning taxation of income earned outside of the U.S.
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Clearance via Section 510(k) of the Food, Drug, and Cosmetics Act of 1938, as amended; or
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Premarket approval via Section 515 of the Food, Drug, and Cosmetics Act if the FDA has determined that the medical device in question poses a greater risk of injury.
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Fines, injunctions and civil penalties;
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Recall or seizure of our products;
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Issuance of public notices or warnings;
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Imposition of operating restrictions, partial suspension, or total shutdown of production;
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Refusal of our requests for Section 510(k) clearance or premarket approval of new products;
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Withdrawal of Section 510(k) clearance or premarket approvals already granted;
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Criminal prosecution; or
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Domestic regulation of our products and manufacturing operations, other than that which is administered by the FDA, includes the Environmental Protection Act, the Occupational Safety and Health Act, and state and local counterparts to these Acts.
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Result in costly litigation and damage awards;
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Divert our management’s attention and resources;
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Cause product shipment delays or suspensions; or
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Require us to seek to enter into royalty or licensing agreements.
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general economic, industry and market conditions;
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actions by institutional or other large stockholders;
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the depth and liquidity of the market for our common stock;
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volume and timing of orders for our products;
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developments generally affecting medical device companies;
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the announcement of new products or product enhancements by us or our competitors;
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changes in earnings estimates or recommendations by securities analysts;
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investor perceptions of us and our business, including changes in market valuations of medical device companies; and
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our results of operations and financial performance.
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116,000 square feet in Buenos Aires, Argentina, utilized substantially for manufacturing;
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44,900 square feet in Oakville, Ontario, Canada, utilized substantially for research and development;
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42,600 square feet in Gort, Ireland, utilized substantially for manufacturing;
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26,000 square feet in Mundelein, Illinois, previously utilized substantially for manufacturing. Currently held for sale; and
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6,400 square feet in Old Woking, England, utilized substantially for research and development.
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124,000 square feet in Middleton, Wisconsin, pursuant to a lease that expires in April 2024, that is primarily utilized for manufacturing;
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65,000 square feet in Seattle, Washington, pursuant to a lease that expires in December 2017, that is utilized substantially for manufacturing;
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43,000 square feet in Planegg, Germany, pursuant to a lease that expires in December 2021 that is utilized substantially for manufacturing; and
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14,300 square feet in Skovlunde, Denmark, pursuant to a lease that expires with six-month notice that is utilized for research and development.
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High
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Low
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||||
Fiscal Year Ended December 31, 2016:
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|
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||||
Fourth Quarter
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$
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43.85
|
|
|
$
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33.15
|
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Third Quarter
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44.39
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|
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36.80
|
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||
Second Quarter
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39.81
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|
|
29.54
|
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||
First Quarter
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47.24
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|
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32.00
|
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||
Fiscal Year Ended December 31, 2015:
|
|
|
|
||||
Fourth Quarter
|
$
|
51.05
|
|
|
$
|
37.85
|
|
Third Quarter
|
46.98
|
|
|
29.34
|
|
||
Second Quarter
|
44.37
|
|
|
35.73
|
|
||
First Quarter
|
40.05
|
|
|
33.85
|
|
|
|
|
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2011
|
|
2012
|
|
2013
|
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2014
|
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2015
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2016
|
||||||
Natus Medical Inc.
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Return %
|
|
|
|
18.35
|
|
|
101.61
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|
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60.18
|
|
|
33.32
|
|
|
(27.58
|
)
|
|
|
|
Cum $
|
|
100.00
|
|
|
118.35
|
|
|
283.60
|
|
|
382.18
|
|
|
509.54
|
|
|
369.03
|
|
NASDAQ Composite-Total Returns
|
|
Return %
|
|
|
|
17.45
|
|
|
40.12
|
|
|
14.75
|
|
|
6.96
|
|
|
8.87
|
|
|
|
|
Cum $
|
|
100.00
|
|
|
117.45
|
|
|
164.57
|
|
|
188.84
|
|
|
201.98
|
|
|
219.89
|
|
S&P 500 Health Care Equipment Index
|
|
Return %
|
|
|
|
17.27
|
|
|
27.69
|
|
|
26.28
|
|
|
5.97
|
|
|
6.48
|
|
|
|
|
Cum $
|
|
100.00
|
|
|
117.27
|
|
|
149.74
|
|
|
189.09
|
|
|
200.39
|
|
|
213.38
|
|
Period
|
Total
Number of
Shares
Purchased
|
|
Average
Price
Paid per
Share
|
|
Total Number
of Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs
|
|
Maximum
Dollar Value of Shares that
May Yet Be
Purchased
Under the Plans
or Programs
|
||||||
October 1, 2016—October 31, 2016
|
14,300
|
|
|
$
|
40.01
|
|
|
629,234
|
|
|
$
|
15,044,504
|
|
November 1, 2016—November 30, 2016
|
8,700
|
|
|
$
|
39.63
|
|
|
638,082
|
|
|
$
|
14,699,723
|
|
December 1, 2016—December 31, 2016
|
2,900
|
|
|
$
|
35.29
|
|
|
644,312
|
|
|
$
|
14,597,382
|
|
Total
|
25,900
|
|
|
$
|
39.78
|
|
|
644,312
|
|
|
$
|
14,597,382
|
|
|
December 31,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
|
(in thousands)
|
||||||||||||||||||
Consolidated Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash, cash equivalents, and short-term investments
|
$
|
247,570
|
|
|
$
|
82,469
|
|
|
$
|
66,558
|
|
|
$
|
56,106
|
|
|
$
|
23,057
|
|
Working capital
|
325,858
|
|
|
164,248
|
|
|
148,665
|
|
|
118,585
|
|
|
71,893
|
|
|||||
Total assets
|
649,012
|
|
|
479,496
|
|
|
434,821
|
|
|
429,457
|
|
|
394,492
|
|
|||||
Long-term debt (including current portion) and short-term borrowings
|
140,000
|
|
|
—
|
|
|
—
|
|
|
38,017
|
|
|
32,860
|
|
|||||
Total stockholders’ equity
|
417,374
|
|
|
390,710
|
|
|
352,715
|
|
|
308,214
|
|
|
270,380
|
|
(a)
|
Results of operations and financial position of the businesses we have acquired are included from their acquisition dates as follows: Nicolet in July 2012, Grass in February 2013, Peloton in January 2014, GND and NicView in January 2015, Monarch in November 2015, NeuroQuest in March 2016, and RetCam in July 2016.
|
(b)
|
Data for 2014, 2013, and 2012 reflects reclassifications from Cost of revenue to Intangibles amortization, from Marketing and selling, Research and development, and General and administrative to Intangible amortization, and from General and administrative to Restructuring.
|
•
|
Payment of marketing fees by Natus to the GPO, usually based on purchasing experience of group members; and
|
•
|
Non-recourse cancellation provisions.
|
|
Percent of Revenue
Years Ended December 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
Revenue
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Cost of revenue
|
37.9
|
%
|
|
38.7
|
%
|
|
38.9
|
%
|
Intangibles amortization
|
0.6
|
%
|
|
0.8
|
%
|
|
0.8
|
%
|
Gross profit
|
61.5
|
%
|
|
60.5
|
%
|
|
60.2
|
%
|
Operating expenses:
|
|
|
|
|
|
|||
Marketing and selling
|
22.2
|
%
|
|
23.3
|
%
|
|
24.1
|
%
|
Research and development
|
8.8
|
%
|
|
8.1
|
%
|
|
8.5
|
%
|
General and administrative
|
13.3
|
%
|
|
12.3
|
%
|
|
12.8
|
%
|
Intangibles amortization
|
2.4
|
%
|
|
2.0
|
%
|
|
0.9
|
%
|
Restructuring
|
0.4
|
%
|
|
0.6
|
%
|
|
1.2
|
%
|
Total operating expenses
|
47.0
|
%
|
|
46.3
|
%
|
|
47.4
|
%
|
Income from operations
|
14.5
|
%
|
|
14.2
|
%
|
|
12.9
|
%
|
Other income (expense), net
|
(0.1
|
)%
|
|
(0.3
|
)%
|
|
—
|
%
|
Income before provision for income tax
|
14.4
|
%
|
|
13.9
|
%
|
|
12.9
|
%
|
Provision for income tax expense
|
3.2
|
%
|
|
3.9
|
%
|
|
3.8
|
%
|
Net income
|
11.2
|
%
|
|
10.1
|
%
|
|
9.1
|
%
|
|
Year ended December 31,
|
|||||||||
|
2016
|
|
2015
|
|
Change
|
|||||
Neurology
|
|
|
|
|
|
|||||
Devices and Systems
|
$
|
168,200
|
|
|
$
|
168,776
|
|
|
—
|
%
|
Supplies
|
58,681
|
|
|
60,205
|
|
|
(3
|
)%
|
||
Services
|
11,641
|
|
|
8,320
|
|
|
40
|
%
|
||
Total Neurology Revenue
|
238,522
|
|
|
237,301
|
|
|
1
|
%
|
||
Newborn Care
|
|
|
|
|
|
|||||
Devices and Systems
|
72,562
|
|
|
72,669
|
|
|
—
|
%
|
||
Supplies
|
47,674
|
|
|
49,982
|
|
|
(5
|
)%
|
||
Services
|
23,134
|
|
|
15,913
|
|
|
45
|
%
|
||
Total Newborn Care Revenue
|
143,370
|
|
|
138,564
|
|
|
3
|
%
|
||
Total Revenue
|
$
|
381,892
|
|
|
$
|
375,865
|
|
|
2
|
%
|
|
Year ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
Revenue
|
$
|
381,892
|
|
|
$
|
375,865
|
|
Cost of revenue
|
144,632
|
|
|
145,492
|
|
||
Intangibles amortization
|
2,327
|
|
|
2,836
|
|
||
Gross profit
|
234,933
|
|
|
227,537
|
|
||
Gross profit percentage
|
61.5
|
%
|
|
60.5
|
%
|
|
Year ended December 31,
|
||||||
|
2016
|
|
2015
|
||||
Marketing and selling
|
$
|
84,834
|
|
|
$
|
87,675
|
|
Percentage of revenue
|
22.2
|
%
|
|
23.3
|
%
|
||
Research and development
|
$
|
33,443
|
|
|
$
|
30,434
|
|
Percentage of revenue
|
8.8
|
%
|
|
8.1
|
%
|
||
General and administrative
|
$
|
50,877
|
|
|
$
|
46,363
|
|
Percentage of revenue
|
13.3
|
%
|
|
12.3
|
%
|
||
Intangibles Amortization
|
$
|
8,983
|
|
|
$
|
7,447
|
|
Percentage of revenue
|
2.4
|
%
|
|
2.0
|
%
|
||
Restructuring
|
$
|
1,536
|
|
|
$
|
2,145
|
|
Percentage of revenue
|
0.4
|
%
|
|
0.6
|
%
|
|
Year ended December 31,
|
|||||||||
|
2015
|
|
2014
|
|
Change
|
|||||
Neurology
|
|
|
|
|
|
|||||
Devices and Systems
|
$
|
168,776
|
|
|
$
|
173,006
|
|
|
(2
|
)%
|
Supplies
|
60,205
|
|
|
59,666
|
|
|
1
|
%
|
||
Services
|
8,320
|
|
|
—
|
|
|
—
|
%
|
||
Total Neurology Revenue
|
237,301
|
|
|
232,672
|
|
|
2
|
%
|
||
Newborn Care
|
|
|
|
|
|
|||||
Devices and Systems
|
72,669
|
|
|
67,354
|
|
|
8
|
%
|
||
Supplies
|
49,982
|
|
|
48,697
|
|
|
3
|
%
|
||
Services
|
15,913
|
|
|
7,111
|
|
|
124
|
%
|
||
Total Newborn Care Revenue
|
138,564
|
|
|
123,162
|
|
|
13
|
%
|
||
Total Revenue
|
$
|
375,865
|
|
|
$
|
355,834
|
|
|
6
|
%
|
|
Year ended December 31,
|
||||||
|
2015
|
|
2014
|
||||
Revenue
|
$
|
375,865
|
|
|
$
|
355,834
|
|
Cost of revenue
|
145,492
|
|
|
138,480
|
|
||
Intangibles amortization
|
2,836
|
|
|
2,967
|
|
||
Gross profit
|
227,537
|
|
|
214,387
|
|
||
Gross profit percentage
|
60.5
|
%
|
|
60.2
|
%
|
|
Year ended December 31,
|
||||||
|
2015
|
|
2014
|
||||
Marketing and selling
|
$
|
87,675
|
|
|
$
|
85,729
|
|
Percentage of revenue
|
23.3
|
%
|
|
24.1
|
%
|
||
Research and development
|
$
|
30,434
|
|
|
$
|
30,100
|
|
Percentage of revenue
|
8.1
|
%
|
|
8.5
|
%
|
||
General and administrative
|
$
|
46,363
|
|
|
$
|
45,444
|
|
Percentage of revenue
|
12.3
|
%
|
|
12.8
|
%
|
||
Intangibles Amortization
|
$
|
7,447
|
|
|
$
|
3,025
|
|
Percentage of revenue
|
2.0
|
%
|
|
0.9
|
%
|
||
Restructuring
|
$
|
2,145
|
|
|
$
|
4,238
|
|
Percentage of revenue
|
0.6
|
%
|
|
1.2
|
%
|
|
December 31, 2016
|
|
December 31, 2015
|
|
December 31, 2014
|
||||||
Cash, cash equivalents, and investments
|
$
|
247,570
|
|
|
$
|
82,469
|
|
|
$
|
66,558
|
|
Debt
|
140,000
|
|
|
—
|
|
|
—
|
|
|||
Working capital
|
325,858
|
|
|
164,248
|
|
|
148,665
|
|
|
Year Ended
|
||||||||||
|
December 31, 2016
|
|
December 31, 2015
|
|
December 31, 2014
|
||||||
Net cash provided by operating activities
|
$
|
72,687
|
|
|
$
|
36,852
|
|
|
$
|
42,143
|
|
Net cash used in investing activities
|
(53,264
|
)
|
|
(19,478
|
)
|
|
(10,645
|
)
|
|||
Net cash provided by (used in) financing activities
|
118,417
|
|
|
832
|
|
|
(20,914
|
)
|
•
|
Amount and timing of revenue;
|
•
|
Extent to which our existing and new products gain market acceptance;
|
•
|
Extent to which we make acquisitions;
|
•
|
Cost and timing of product development efforts and the success of these development efforts;
|
•
|
Cost and timing of marketing and selling activities; and
|
•
|
Availability of borrowings under line of credit arrangements and the availability of other means of financing.
|
|
|
|
Payments Due by Period
|
||||||||||||||||
|
Total
|
|
Less than
1 Year
|
|
1-3 Years
|
|
4-5 Years
|
|
More than
5 Years
|
||||||||||
Unconditional purchase obligations
|
$
|
48,756
|
|
|
$
|
48,756
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Operating lease obligations
|
18,110
|
|
|
4,070
|
|
|
6,336
|
|
|
4,866
|
|
|
2,838
|
|
|||||
Total
|
$
|
66,866
|
|
|
$
|
52,826
|
|
|
$
|
6,336
|
|
|
$
|
4,866
|
|
|
$
|
2,838
|
|
|
Quarters Ended
|
||||||||||||||||||||||||||||||
|
December 31, 2016
|
|
September 30, 2016
|
|
June 30,
2016 |
|
March 31,
2016 |
|
December 31, 2015
|
|
September 30, 2015
|
|
June 30,
2015 |
|
March 31,
2015 |
||||||||||||||||
|
(in thousands, except per amounts)
|
||||||||||||||||||||||||||||||
Revenue
|
$
|
107,699
|
|
|
$
|
90,906
|
|
|
$
|
95,958
|
|
|
$
|
87,329
|
|
|
$
|
99,950
|
|
|
$
|
94,583
|
|
|
$
|
91,937
|
|
|
$
|
89,395
|
|
Cost of revenue
|
42,090
|
|
|
32,194
|
|
|
37,879
|
|
|
32,469
|
|
|
41,023
|
|
|
35,520
|
|
|
33,844
|
|
|
35,105
|
|
||||||||
Intangibles amortization
|
510
|
|
|
612
|
|
|
604
|
|
|
601
|
|
|
788
|
|
|
683
|
|
|
683
|
|
|
682
|
|
||||||||
Gross profit
|
65,099
|
|
|
58,100
|
|
|
57,475
|
|
|
54,259
|
|
|
58,139
|
|
|
58,380
|
|
|
57,410
|
|
|
53,608
|
|
||||||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Marketing and selling
|
23,255
|
|
|
19,746
|
|
|
21,237
|
|
|
20,596
|
|
|
22,330
|
|
|
22,495
|
|
|
22,108
|
|
|
20,742
|
|
||||||||
Research and development
|
10,847
|
|
|
7,689
|
|
|
7,105
|
|
|
7,802
|
|
|
8,568
|
|
|
7,700
|
|
|
7,309
|
|
|
6,857
|
|
||||||||
General and administrative
|
13,652
|
|
|
12,821
|
|
|
11,923
|
|
|
12,481
|
|
|
13,124
|
|
|
10,031
|
|
|
11,656
|
|
|
11,552
|
|
||||||||
Intangibles amortization
|
2,243
|
|
|
2,409
|
|
|
2,197
|
|
|
2,134
|
|
|
2,282
|
|
|
2,036
|
|
|
2,174
|
|
|
955
|
|
||||||||
Restructuring
|
221
|
|
|
197
|
|
|
1,083
|
|
|
35
|
|
|
1,786
|
|
|
42
|
|
|
161
|
|
|
156
|
|
||||||||
Total operating expenses
|
50,218
|
|
|
42,862
|
|
|
43,545
|
|
|
43,048
|
|
|
48,090
|
|
|
42,304
|
|
|
43,408
|
|
|
40,262
|
|
||||||||
Income from operations
|
14,881
|
|
|
15,238
|
|
|
13,930
|
|
|
11,211
|
|
|
10,049
|
|
|
16,076
|
|
|
14,002
|
|
|
13,346
|
|
||||||||
Other income (expense), net
|
55
|
|
|
(893
|
)
|
|
25
|
|
|
456
|
|
|
138
|
|
|
7
|
|
|
(380
|
)
|
|
(829
|
)
|
||||||||
Income before provision for income tax
|
14,936
|
|
|
14,345
|
|
|
13,955
|
|
|
11,667
|
|
|
10,187
|
|
|
16,083
|
|
|
13,622
|
|
|
12,517
|
|
||||||||
Provision for income tax
|
4,705
|
|
|
1,032
|
|
|
3,443
|
|
|
3,129
|
|
|
1,643
|
|
|
5,151
|
|
|
3,771
|
|
|
3,920
|
|
||||||||
Net income
|
$
|
10,231
|
|
|
$
|
13,313
|
|
|
$
|
10,512
|
|
|
$
|
8,538
|
|
|
$
|
8,544
|
|
|
$
|
10,932
|
|
|
$
|
9,851
|
|
|
$
|
8,597
|
|
Earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
$
|
0.32
|
|
|
$
|
0.41
|
|
|
$
|
0.32
|
|
|
$
|
0.26
|
|
|
$
|
0.26
|
|
|
$
|
0.34
|
|
|
$
|
0.31
|
|
|
$
|
0.27
|
|
Diluted
|
$
|
0.31
|
|
|
$
|
0.40
|
|
|
$
|
0.32
|
|
|
$
|
0.26
|
|
|
$
|
0.26
|
|
|
$
|
0.33
|
|
|
$
|
0.30
|
|
|
$
|
0.26
|
|
Weighted average shares used in the calculation of net earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Basic
|
32,405
|
|
|
32,388
|
|
|
32,438
|
|
|
32,606
|
|
|
32,554
|
|
|
32,432
|
|
|
32,273
|
|
|
32,127
|
|
||||||||
Diluted
|
33,009
|
|
|
32,981
|
|
|
32,983
|
|
|
33,222
|
|
|
33,327
|
|
|
33,253
|
|
|
33,204
|
|
|
33,097
|
|
Plan Category
|
|
Number of Securities
to be Issued upon
Exercise of
Outstanding
Options, Warrants,
Awards and Rights
|
|
Weighted-Average
Exercise Price of
Outstanding
Options, Warrants,
Awards and Rights
|
|
Number of Securities
Remaining Available for
Future Issuance under
Equity Compensation Plans
(excluding securities
reflected in the first column)
|
||||
Equity compensation plans approved by security holders
|
|
962,843
|
|
|
$
|
15.02
|
|
|
1,098,514
|
|
Equity compensation plans not approved by security holders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
962,843
|
|
|
15.02
|
|
|
1,098,514
|
|
|
Balance at
Beginning of Period |
|
Additions
Charged to Expense |
|
Deductions
|
|
Balance
at End of Period |
||||||||
Year ended December 31, 2016
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
4,686
|
|
|
$
|
1,123
|
|
|
$
|
(1,627
|
)
|
|
$
|
4,182
|
|
Valuation allowance
|
3,972
|
|
|
—
|
|
|
(266
|
)
|
|
3,706
|
|
||||
Year ended December 31, 2015
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
4,324
|
|
|
$
|
1,496
|
|
|
$
|
(1,134
|
)
|
|
$
|
4,686
|
|
Valuation allowance
|
3,151
|
|
|
821
|
|
|
—
|
|
|
3,972
|
|
||||
Year ended December 31, 2014
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
2,962
|
|
|
$
|
1,221
|
|
|
$
|
141
|
|
|
$
|
4,324
|
|
Valuation allowance
|
5,043
|
|
|
—
|
|
|
(1,892
|
)
|
|
3,151
|
|
|
|
|
N
ATUS
M
EDICAL
I
NCORPORATED
|
||
|
|
|
By
|
|
/s/ JAMES B. HAWKINS
|
|
|
James B. Hawkins
President and Chief Executive Officer
|
|
|
|
By
|
|
/s/ JONATHAN A. KENNEDY
|
|
|
Jonathan A. Kennedy
Executive Vice President and Chief Financial Officer
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/
S
/ JAMES B. HAWKINS
|
|
President and Chief Executive Officer (Principal Executive Officer)
|
|
February 24, 2017
|
(James B. Hawkins)
|
|
|
|
|
/
S
/ JONATHAN A. KENNEDY
|
|
Executive Vice President & Chief Financial Officer (Principal Financial and Accounting Officer)
|
|
February 24, 2017
|
(Jonathan A. Kennedy)
|
|
|
|
|
/
S
/ ROBERT A. GUNST
|
|
Chairman of the Board of Directors
|
|
February 24, 2017
|
(Robert A. Gunst)
|
|
|
|
|
/
S
/ DORIS ENGIBOUS
|
|
Director
|
|
February 24, 2017
|
(Doris Engibous)
|
|
|
|
|
/
S
/ KENNETH E. LUDLUM
|
|
Director
|
|
February 24, 2017
|
(Kenneth E. Ludlum)
|
|
|
|
|
/
S
/ WILLIAM M. MOORE
|
|
Director
|
|
February 24, 2017
|
(William M. Moore)
|
|
|
|
|
/
S
/ BARBARA R. PAUL
|
|
Director
|
|
February 24, 2017
|
(Barbara R. Paul)
|
|
|
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
213,551
|
|
|
$
|
82,469
|
|
Short-term investments
|
34,019
|
|
|
—
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $4,182 and $4,686
|
86,638
|
|
|
99,080
|
|
||
Inventories
|
49,587
|
|
|
48,572
|
|
||
Prepaid expenses and other current assets
|
22,004
|
|
|
11,235
|
|
||
Total current assets
|
405,799
|
|
|
241,356
|
|
||
Property and equipment, net
|
17,333
|
|
|
16,967
|
|
||
Intangible assets, net
|
77,165
|
|
|
86,536
|
|
||
Goodwill
|
113,112
|
|
|
107,466
|
|
||
Deferred income tax
|
14,915
|
|
|
12,782
|
|
||
Other assets
|
20,688
|
|
|
14,389
|
|
||
Total assets
|
$
|
649,012
|
|
|
$
|
479,496
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
18,700
|
|
|
$
|
23,660
|
|
Accrued liabilities
|
37,895
|
|
|
42,137
|
|
||
Deferred revenue
|
23,346
|
|
|
11,311
|
|
||
Total current liabilities
|
79,941
|
|
|
77,108
|
|
||
Long-term liabilities:
|
|
|
|
||||
Other liabilities
|
8,013
|
|
|
7,781
|
|
||
Long-term debt
|
140,000
|
|
|
—
|
|
||
Deferred income tax
|
3,684
|
|
|
3,897
|
|
||
Total liabilities
|
231,638
|
|
|
88,786
|
|
||
Commitments and contingencies (Note 20)
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Common stock, $0.001 par value; 120,000,000 shares authorized; shares issued and outstanding 32,920,246 in 2016 and 33,153,500 in 2015
|
312,986
|
|
|
323,745
|
|
||
Preferred stock, $0.001 par value; 10,000,000 shares authorized; no shares issued and outstanding in 2016 and in 2015
|
—
|
|
|
—
|
|
||
Retained earnings
|
149,408
|
|
|
106,814
|
|
||
Accumulated other comprehensive loss
|
(45,020
|
)
|
|
(39,849
|
)
|
||
Total stockholders’ equity
|
417,374
|
|
|
390,710
|
|
||
Total liabilities and stockholders’ equity
|
$
|
649,012
|
|
|
$
|
479,496
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Revenue
|
$
|
381,892
|
|
|
$
|
375,865
|
|
|
$
|
355,834
|
|
Cost of revenue
|
144,632
|
|
|
145,492
|
|
|
138,480
|
|
|||
Intangibles amortization
|
2,327
|
|
|
2,836
|
|
|
2,967
|
|
|||
Gross profit
|
234,933
|
|
|
227,537
|
|
|
214,387
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Marketing and selling
|
84,834
|
|
|
87,675
|
|
|
85,729
|
|
|||
Research and development
|
33,443
|
|
|
30,434
|
|
|
30,100
|
|
|||
General and administrative
|
50,877
|
|
|
46,363
|
|
|
45,444
|
|
|||
Intangibles amortization
|
8,983
|
|
|
7,447
|
|
|
3,025
|
|
|||
Restructuring
|
1,536
|
|
|
2,145
|
|
|
4,238
|
|
|||
Total operating expenses
|
179,673
|
|
|
174,064
|
|
|
168,536
|
|
|||
Income from operations
|
55,260
|
|
|
53,473
|
|
|
45,851
|
|
|||
Other income (expense), net
|
(357
|
)
|
|
(1,064
|
)
|
|
158
|
|
|||
Income before provision for income tax
|
54,903
|
|
|
52,409
|
|
|
46,009
|
|
|||
Provision for income tax
|
12,309
|
|
|
14,485
|
|
|
13,531
|
|
|||
Net income
|
$
|
42,594
|
|
|
$
|
37,924
|
|
|
$
|
32,478
|
|
Net income per share:
|
|
|
|
|
|
||||||
Basic
|
$
|
1.31
|
|
|
$
|
1.17
|
|
|
$
|
1.03
|
|
Diluted
|
$
|
1.29
|
|
|
$
|
1.14
|
|
|
$
|
1.00
|
|
Weighted average shares used in the calculation of net income per share:
|
|
|
|
|
|
||||||
Basic
|
32,460
|
|
|
32,348
|
|
|
31,499
|
|
|||
Diluted
|
33,056
|
|
|
33,241
|
|
|
32,568
|
|
|||
Other Comprehensive income:
|
|
|
|
|
|
||||||
Unrealized losses on available-for-sale investments
|
$
|
(168
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign currency translation adjustment
|
(5,003
|
)
|
|
(8,378
|
)
|
|
(11,218
|
)
|
|||
Total other comprehensive income
|
(5,171
|
)
|
|
(8,378
|
)
|
|
(11,218
|
)
|
|||
Comprehensive income
|
$
|
37,423
|
|
|
$
|
29,546
|
|
|
$
|
21,260
|
|
|
Common Stock
|
|
Retained
Earnings |
|
Accumulated
Other Comprehensive Loss |
|
Stockholders’
Equity |
|||||||||||
|
Shares
|
|
Amount
|
|
||||||||||||||
Balances, December 31, 2013
|
31,401,602
|
|
|
292,055
|
|
|
36,412
|
|
|
(20,253
|
)
|
|
308,214
|
|
||||
Tax benefit of options exercises
|
—
|
|
|
7,525
|
|
|
—
|
|
|
—
|
|
|
7,525
|
|
||||
Vesting of restricted stock units
|
13,121
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net issuance of restricted stock awards
|
180,665
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Employee stock purchase plan
|
45,625
|
|
|
1,197
|
|
|
—
|
|
|
—
|
|
|
1,197
|
|
||||
Stock-based compensation expense
|
—
|
|
|
6,062
|
|
|
—
|
|
|
—
|
|
|
6,062
|
|
||||
Repurchase of company stock
|
(161,400
|
)
|
|
(4,633
|
)
|
|
—
|
|
|
—
|
|
|
(4,633
|
)
|
||||
Taxes paid related to net share settlement of equity awards
|
(73,134
|
)
|
|
(1,999
|
)
|
|
—
|
|
|
—
|
|
|
(1,999
|
)
|
||||
Exercise of stock options
|
1,242,679
|
|
|
15,089
|
|
|
—
|
|
|
—
|
|
|
15,089
|
|
||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,218
|
)
|
|
(11,218
|
)
|
||||
Net income
|
—
|
|
|
—
|
|
|
32,478
|
|
|
—
|
|
|
32,478
|
|
||||
Balances, December 31, 2014
|
32,649,158
|
|
|
315,296
|
|
|
68,890
|
|
|
(31,471
|
)
|
|
352,715
|
|
||||
Tax benefit of options exercises
|
—
|
|
|
7,104
|
|
|
—
|
|
|
—
|
|
|
7,104
|
|
||||
Vesting of restricted stock units
|
21,619
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net issuance of restricted stock awards
|
199,620
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Employee stock purchase plan
|
35,467
|
|
|
1,251
|
|
|
—
|
|
|
—
|
|
|
1,251
|
|
||||
Stock-based compensation expense
|
—
|
|
|
6,953
|
|
|
—
|
|
|
—
|
|
|
6,953
|
|
||||
Repurchase of company stock
|
(281,915
|
)
|
|
(11,526
|
)
|
|
—
|
|
|
—
|
|
|
(11,526
|
)
|
||||
Taxes paid related to net share settlement of equity awards
|
(102,112
|
)
|
|
(4,341
|
)
|
|
—
|
|
|
—
|
|
|
(4,341
|
)
|
||||
Exercise of stock options
|
631,663
|
|
|
9,008
|
|
|
—
|
|
|
—
|
|
|
9,008
|
|
||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,378
|
)
|
|
(8,378
|
)
|
||||
Net income
|
—
|
|
|
—
|
|
|
37,924
|
|
|
—
|
|
|
37,924
|
|
||||
Balances, December 31, 2015
|
33,153,500
|
|
|
$
|
323,745
|
|
|
$
|
106,814
|
|
|
$
|
(39,849
|
)
|
|
$
|
390,710
|
|
Vesting of restricted stock units
|
20,937
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net issuance of restricted stock awards
|
191,492
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Employee stock purchase plan
|
45,515
|
|
|
1,360
|
|
|
—
|
|
|
—
|
|
|
1,360
|
|
||||
Stock-based compensation expense
|
—
|
|
|
9,008
|
|
|
—
|
|
|
—
|
|
|
9,008
|
|
||||
Repurchase of company stock
|
(545,109
|
)
|
|
(19,289
|
)
|
|
—
|
|
|
—
|
|
|
(19,289
|
)
|
||||
Taxes paid related to net share settlement of equity awards
|
(97,231
|
)
|
|
(4,107
|
)
|
|
—
|
|
|
—
|
|
|
(4,107
|
)
|
||||
Exercise of stock options
|
151,142
|
|
|
2,269
|
|
|
—
|
|
|
—
|
|
|
2,269
|
|
||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,171
|
)
|
|
(5,171
|
)
|
||||
Net income
|
—
|
|
|
—
|
|
|
42,594
|
|
|
—
|
|
|
42,594
|
|
||||
Balances, December 31, 2016
|
32,920,246
|
|
|
$
|
312,986
|
|
|
$
|
149,408
|
|
|
$
|
(45,020
|
)
|
|
$
|
417,374
|
|
|
Year Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
42,594
|
|
|
$
|
37,924
|
|
|
$
|
32,478
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Provision for losses on accounts receivable
|
1,123
|
|
|
1,496
|
|
|
991
|
|
|||
Excess tax benefit on the exercise of stock options
|
—
|
|
|
(7,104
|
)
|
|
(7,525
|
)
|
|||
Depreciation and amortization
|
16,879
|
|
|
15,987
|
|
|
11,759
|
|
|||
Gain on disposal of property and equipment
|
(29
|
)
|
|
(5
|
)
|
|
—
|
|
|||
Impairment of intangible assets
|
—
|
|
|
—
|
|
|
598
|
|
|||
Impairment of property and equipment
|
—
|
|
|
—
|
|
|
2,177
|
|
|||
Warranty reserve
|
2,934
|
|
|
10,729
|
|
|
2,306
|
|
|||
Stock-based compensation
|
9,008
|
|
|
6,953
|
|
|
6,062
|
|
|||
Changes in operating assets and liabilities, net of assets and liabilities acquired in acquisitions:
|
|
|
|
|
|
||||||
Accounts receivable
|
19,723
|
|
|
(15,272
|
)
|
|
(2,431
|
)
|
|||
Inventories
|
(7,668
|
)
|
|
(12,232
|
)
|
|
(2,017
|
)
|
|||
Other assets
|
(11,387
|
)
|
|
858
|
|
|
(3,667
|
)
|
|||
Accounts payable
|
(4,965
|
)
|
|
3,270
|
|
|
(7,648
|
)
|
|||
Accrued liabilities
|
(6,967
|
)
|
|
(6,177
|
)
|
|
6,595
|
|
|||
Deferred revenue
|
13,879
|
|
|
(1,118
|
)
|
|
(775
|
)
|
|||
Deferred taxes
|
(2,437
|
)
|
|
1,543
|
|
|
3,240
|
|
|||
Net cash provided by operating activities
|
72,687
|
|
|
36,852
|
|
|
42,143
|
|
|||
Investing activities:
|
|
|
|
|
|
||||||
Acquisition of businesses, net of cash acquired
|
(15,849
|
)
|
|
(14,284
|
)
|
|
(4,925
|
)
|
|||
Acquisition of property and equipment
|
(3,186
|
)
|
|
(4,068
|
)
|
|
(4,239
|
)
|
|||
Acquisition of intangible assets
|
(210
|
)
|
|
(1,126
|
)
|
|
(1,481
|
)
|
|||
Purchases of short-term investments
|
(34,019
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash used in investing activities
|
(53,264
|
)
|
|
(19,478
|
)
|
|
(10,645
|
)
|
|||
Financing activities:
|
|
|
|
|
|
||||||
Proceeds from stock option exercises and ESPP
|
3,630
|
|
|
10,258
|
|
|
16,210
|
|
|||
Excess tax benefit on the exercise of stock options
|
—
|
|
|
7,104
|
|
|
7,525
|
|
|||
Repurchase of company stock
|
(19,289
|
)
|
|
(11,525
|
)
|
|
(4,633
|
)
|
|||
Taxes paid related to net share settlement of equity awards
|
(4,107
|
)
|
|
(4,341
|
)
|
|
(1,999
|
)
|
|||
Proceeds from short-term borrowings
|
16,000
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from long-term borrowings
|
140,000
|
|
|
—
|
|
|
—
|
|
|||
Deferred debt issuance costs
|
(533
|
)
|
|
—
|
|
|
—
|
|
|||
Contingent consideration earn-out
|
(1,284
|
)
|
|
(664
|
)
|
|
—
|
|
|||
Payments on borrowings
|
(16,000
|
)
|
|
—
|
|
|
(38,017
|
)
|
|||
Net cash (used in)/provided by financing activities
|
118,417
|
|
|
832
|
|
|
(20,914
|
)
|
|||
Exchange rate effect on cash and cash equivalents
|
(6,758
|
)
|
|
(2,295
|
)
|
|
(132
|
)
|
|||
Net increase in cash and cash equivalents
|
131,082
|
|
|
15,911
|
|
|
10,452
|
|
|||
Cash and cash equivalents, beginning of year
|
82,469
|
|
|
66,558
|
|
|
56,106
|
|
|||
Cash and cash equivalents, end of year
|
$
|
213,551
|
|
|
$
|
82,469
|
|
|
$
|
66,558
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
434
|
|
Cash paid for income taxes
|
$
|
16,344
|
|
|
$
|
10,164
|
|
|
$
|
5,672
|
|
Non-cash investing activities:
|
|
|
|
|
|
||||||
Property and equipment included in accounts payable
|
$
|
134
|
|
|
$
|
289
|
|
|
$
|
122
|
|
Inventory transferred to property and equipment
|
$
|
1,303
|
|
|
$
|
1,056
|
|
|
$
|
1,350
|
|
•
|
Payment of marketing fees by Natus to the GPO, usually based on purchasing experience of group members; and
|
•
|
Non-recourse cancellation provisions.
|
|
December 31, 2016
|
|
December 31, 2015
|
||
Cash and cash equivalents:
|
|
|
|
||
Cash
|
213,551
|
|
|
82,469
|
|
Short-term investments:
|
|
|
|
||
U.S. investment grade bonds
|
24,477
|
|
|
—
|
|
Developed investment grade bonds
|
9,542
|
|
|
—
|
|
Total short-term investments
|
34,019
|
|
|
—
|
|
Total cash, cash equivalents and short-term investments
|
247,570
|
|
|
82,469
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||||
|
Aggregated Cost Basis
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Aggregated Fair Value
|
|
Aggregated Cost Basis
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Aggregated Fair Value
|
||||||||||||||||
U.S. investment grade bonds
|
24,531
|
|
|
—
|
|
|
(54
|
)
|
|
24,477
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Developed investment grade bonds
|
9,567
|
|
|
—
|
|
|
(25
|
)
|
|
9,542
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total short-term investments
|
$
|
34,098
|
|
|
$
|
—
|
|
|
$
|
(79
|
)
|
|
$
|
34,019
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||
|
Investments
|
|
Investments
|
||||
Due in one year or less
|
$
|
21,655
|
|
|
$
|
—
|
|
Due after one year through five years
|
12,364
|
|
|
—
|
|
||
Total short-term investment
|
$
|
34,019
|
|
|
$
|
—
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Raw materials and subassemblies
|
$
|
28,245
|
|
|
$
|
19,041
|
|
Work in process
|
1,507
|
|
|
1,343
|
|
||
Finished goods
|
34,908
|
|
|
36,149
|
|
||
Total Inventories
|
64,660
|
|
|
56,533
|
|
||
Less: Non-current Inventories
|
(15,073
|
)
|
|
(7,961
|
)
|
||
Inventories
|
$
|
49,587
|
|
|
$
|
48,572
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Land
|
$
|
2,856
|
|
|
$
|
2,918
|
|
Buildings
|
5,219
|
|
|
5,662
|
|
||
Leasehold improvements
|
2,386
|
|
|
2,345
|
|
||
Office furniture and equipment
|
18,398
|
|
|
15,602
|
|
||
Computer software and hardware
|
9,100
|
|
|
8,752
|
|
||
Demonstration and loaned equipment
|
11,393
|
|
|
11,216
|
|
||
|
49,352
|
|
|
46,495
|
|
||
Accumulated depreciation
|
(32,019
|
)
|
|
(29,528
|
)
|
||
Total
|
$
|
17,333
|
|
|
$
|
16,967
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||
|
Gross
Carrying Amount |
|
Accumulated
Impairment |
|
Accumulated
Amortization |
|
Net Book
Value |
|
Gross
Carrying Amount |
|
Accumulated
Impairment |
|
Accumulated
Amortization |
|
Net Book
Value |
||||||||||||||
Technology
|
$
|
62,563
|
|
|
—
|
|
|
$
|
(34,683
|
)
|
|
$
|
27,880
|
|
|
$
|
63,668
|
|
|
—
|
|
|
$
|
(31,600
|
)
|
|
$
|
32,068
|
|
Customer related
|
38,087
|
|
|
—
|
|
|
(17,610
|
)
|
|
20,477
|
|
|
35,529
|
|
|
—
|
|
|
(14,352
|
)
|
|
21,177
|
|
||||||
Trade names
|
32,106
|
|
|
(3,290
|
)
|
|
(7,135
|
)
|
|
21,681
|
|
|
31,837
|
|
|
(3,340
|
)
|
|
(3,052
|
)
|
|
25,445
|
|
||||||
Internally developed software
|
16,978
|
|
|
—
|
|
|
(10,220
|
)
|
|
6,758
|
|
|
15,513
|
|
|
—
|
|
|
(8,155
|
)
|
|
7,358
|
|
||||||
Patents
|
2,620
|
|
|
—
|
|
|
(2,251
|
)
|
|
369
|
|
|
2,663
|
|
|
—
|
|
|
(2,175
|
)
|
|
488
|
|
||||||
Total Definite-lived intangible assets
|
152,354
|
|
|
(3,290
|
)
|
|
(71,899
|
)
|
|
77,165
|
|
|
149,210
|
|
|
(3,340
|
)
|
|
(59,334
|
)
|
|
86,536
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Technology
|
$
|
3,407
|
|
|
$
|
3,916
|
|
|
$
|
3,993
|
|
Customer related
|
3,452
|
|
|
2,938
|
|
|
1,892
|
|
|||
Trade names
|
4,115
|
|
|
3,159
|
|
|
—
|
|
|||
Internally developed software
|
2,069
|
|
|
1,620
|
|
|
1,434
|
|
|||
Patents
|
112
|
|
|
112
|
|
|
113
|
|
|||
Total amortization
|
$
|
13,155
|
|
|
$
|
11,745
|
|
|
$
|
7,432
|
|
2017
|
$
|
13,130
|
|
2018
|
12,908
|
|
|
2019
|
11,753
|
|
|
2020
|
9,558
|
|
|
2021
|
8,270
|
|
|
Thereafter
|
21,546
|
|
|
Total expected amortization expense
|
$
|
77,165
|
|
As of December 31, 2014
|
$
|
96,316
|
|
Acquisitions/Purchase Accounting Adjustments
|
13,547
|
|
|
Foreign currency translation
|
(2,397
|
)
|
|
As of December 31, 2015
|
$
|
107,466
|
|
Acquisitions/Purchase Accounting Adjustments
|
6,705
|
|
|
Foreign currency translation
|
(1,059
|
)
|
|
As of December 31, 2016
|
$
|
113,112
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Compensation and related benefits
|
$
|
16,064
|
|
|
$
|
16,752
|
|
Accrued federal, state, and local taxes
|
4,160
|
|
|
4,707
|
|
||
Warranty reserve
|
10,670
|
|
|
10,386
|
|
||
Accrued professional fees
|
1,191
|
|
|
520
|
|
||
Contingent consideration
|
3,043
|
|
|
6,209
|
|
||
Other
|
2,767
|
|
|
3,563
|
|
||
Total
|
$
|
37,895
|
|
|
$
|
42,137
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Contingent tax obligations
|
$
|
6,125
|
|
|
$
|
6,376
|
|
Non-current deferred revenue
|
1,885
|
|
|
1,401
|
|
||
Other
|
3
|
|
|
4
|
|
||
Total
|
$
|
8,013
|
|
|
$
|
7,781
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Revolving credit facility of $140 million, interest at LIBOR plus 1.75%
|
$
|
140,000
|
|
|
$
|
—
|
|
Less: current portion of long-term debt
|
—
|
|
|
—
|
|
||
Total long-term debt
|
$
|
140,000
|
|
|
$
|
—
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
2017
|
$
|
—
|
|
|
$
|
—
|
|
2018
|
—
|
|
|
—
|
|
||
2019
|
—
|
|
|
$
|
—
|
|
|
Thereafter
|
140,000
|
|
|
—
|
|
||
Total
|
$
|
140,000
|
|
|
$
|
—
|
|
|
Balance at
Beginning
of Period
|
|
Assumed
Through
Acquisitions
|
|
Additions
Charged to
Expense
|
|
Reductions
|
|
Balance
at End
of Period
|
||||||||||
December 31, 2016
|
$
|
10,386
|
|
|
$
|
222
|
|
|
$
|
2,711
|
|
|
$
|
(2,649
|
)
|
|
$
|
10,670
|
|
December 31, 2015
|
$
|
2,753
|
|
|
$
|
—
|
|
|
$
|
10,729
|
|
|
$
|
(3,096
|
)
|
|
$
|
10,386
|
|
December 31, 2014
|
$
|
3,143
|
|
|
$
|
—
|
|
|
$
|
2,306
|
|
|
$
|
(2,696
|
)
|
|
$
|
2,753
|
|
|
December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Net income
|
$
|
42,594
|
|
|
$
|
37,924
|
|
|
$
|
32,478
|
|
Weighted average common shares
|
32,460
|
|
|
32,348
|
|
|
31,499
|
|
|||
Dilutive effect of stock based awards
|
596
|
|
|
893
|
|
|
1,069
|
|
|||
Diluted Shares
|
33,056
|
|
|
33,241
|
|
|
32,568
|
|
|||
Basic earnings per share
|
$
|
1.31
|
|
|
$
|
1.17
|
|
|
$
|
1.03
|
|
Diluted earnings per share
|
$
|
1.29
|
|
|
$
|
1.14
|
|
|
$
|
1.00
|
|
Shares excluded from calculation of diluted EPS
|
2
|
|
|
—
|
|
|
239
|
|
|
December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Cost of revenue
|
$
|
219
|
|
|
$
|
156
|
|
|
$
|
143
|
|
Marketing and selling
|
821
|
|
|
808
|
|
|
977
|
|
|||
Research and development
|
1,515
|
|
|
1,264
|
|
|
664
|
|
|||
General and administrative
|
6,453
|
|
|
4,725
|
|
|
4,278
|
|
|||
Total expense
|
9,008
|
|
|
6,953
|
|
|
6,062
|
|
•
|
Incentive stock options to employees;
|
•
|
Non-statutory stock options to employees, directors and consultants;
|
•
|
Restricted stock awards and restricted stock units;
|
•
|
Stock bonuses; and
|
•
|
Stock appreciation rights.
|
|
Number of
Shares
|
|
Weighted
Average
Exercise Price
|
|||
Outstanding, December 31, 2015 (737,032 shares exercisable at a weighted average exercise price of $14.40 per share)
|
1,105,182
|
|
|
$
|
15.07
|
|
Granted
|
—
|
|
|
$
|
—
|
|
Exercised
|
(151,142
|
)
|
|
$
|
15.01
|
|
Forfeited
|
(18,600
|
)
|
|
$
|
17.62
|
|
Expired
|
(2,500
|
)
|
|
$
|
16.78
|
|
Outstanding, December 31, 2016 (816,691 shares exercisable at a weighted average exercise price of $14.54 per share)
|
932,940
|
|
|
$
|
15.02
|
|
|
Shares
|
|
Weighted
Average
Grant
Date Fair
Value
|
|||
Unvested at December 31, 2015
|
535,208
|
|
|
$
|
24.87
|
|
Granted
|
205,234
|
|
|
$
|
44.22
|
|
Vested
|
(212,811
|
)
|
|
$
|
19.75
|
|
Forfeited
|
(21,242
|
)
|
|
$
|
26.69
|
|
Unvested at December 31, 2016
|
506,389
|
|
|
$
|
34.82
|
|
|
Shares
|
|
Weighted
Average
Grant
Date Fair
Value
|
|||
Outstanding at December 31, 2015
|
45,483
|
|
|
$
|
24.57
|
|
Awarded
|
11,860
|
|
|
$
|
45.23
|
|
Released
|
(24,687
|
)
|
|
$
|
21.52
|
|
Forfeited
|
(2,753
|
)
|
|
$
|
26.42
|
|
Outstanding at December 31, 2016
|
29,903
|
|
|
$
|
34.39
|
|
|
Personnel
Related
|
|
Facility
Related
|
|
Total
|
|||||
Balance as of December 31, 2013
|
$
|
335
|
|
|
—
|
|
|
$
|
335
|
|
Additions
|
1,209
|
|
|
680
|
|
|
1,889
|
|
||
Reversals
|
(52
|
)
|
|
—
|
|
|
(52
|
)
|
||
Payments
|
(1,124
|
)
|
|
(680
|
)
|
|
(1,804
|
)
|
||
Balance as of December 31, 2014
|
368
|
|
|
—
|
|
|
368
|
|
||
Additions
|
1,905
|
|
|
156
|
|
|
2,061
|
|
||
Reversals
|
(124
|
)
|
|
—
|
|
|
(124
|
)
|
||
Payments
|
(473
|
)
|
|
(156
|
)
|
|
(629
|
)
|
||
Balance as of December 31, 2015
|
1,676
|
|
|
—
|
|
|
1,676
|
|
||
Additions
|
1,093
|
|
|
725
|
|
|
1,818
|
|
||
Reversals
|
(436
|
)
|
|
—
|
|
|
(436
|
)
|
||
Payments
|
(1,990
|
)
|
|
(573
|
)
|
|
(2,563
|
)
|
||
Balance as of December 31, 2016
|
$
|
343
|
|
|
152
|
|
|
$
|
495
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Interest income
|
$
|
315
|
|
|
$
|
27
|
|
|
$
|
119
|
|
Interest expense
|
(430
|
)
|
|
(352
|
)
|
|
(438
|
)
|
|||
Foreign currency loss
|
(359
|
)
|
|
(1,415
|
)
|
|
(37
|
)
|
|||
Other
|
117
|
|
|
676
|
|
|
514
|
|
|||
Total other income (expense), net
|
$
|
(357
|
)
|
|
$
|
(1,064
|
)
|
|
$
|
158
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
U.S.
|
$
|
68
|
|
|
$
|
20,507
|
|
|
$
|
16,621
|
|
Foreign
|
54,835
|
|
|
31,902
|
|
|
29,388
|
|
|||
Income before provision for income tax
|
$
|
54,903
|
|
|
$
|
52,409
|
|
|
$
|
46,009
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Current
|
|
|
|
|
|
||||||
U.S. Federal
|
$
|
(1,388
|
)
|
|
$
|
13,497
|
|
|
$
|
6,514
|
|
U.S. State and local
|
692
|
|
|
1,984
|
|
|
1,082
|
|
|||
Non-U.S.
|
15,069
|
|
|
2,239
|
|
|
6,874
|
|
|||
Total current tax expense
|
14,373
|
|
|
17,720
|
|
|
14,470
|
|
|||
Deferred
|
|
|
|
|
|
||||||
U.S. Federal
|
(1,534
|
)
|
|
(3,410
|
)
|
|
(728
|
)
|
|||
U.S. State and local
|
(378
|
)
|
|
(385
|
)
|
|
(37
|
)
|
|||
Non-U.S.
|
(152
|
)
|
|
560
|
|
|
(174
|
)
|
|||
Total deferred tax benefit
|
(2,064
|
)
|
|
(3,235
|
)
|
|
(939
|
)
|
|||
Total income tax expense
|
$
|
12,309
|
|
|
$
|
14,485
|
|
|
$
|
13,531
|
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Deferred tax assets:
|
|
|
|
||||
Net operating loss carryforwards
|
$
|
6,557
|
|
|
$
|
5,174
|
|
Credit carryforwards
|
2,512
|
|
|
2,078
|
|
||
Accruals deductible in different periods
|
16,157
|
|
|
18,721
|
|
||
Employee benefits
|
2,389
|
|
|
2,081
|
|
||
Total deferred tax assets
|
27,615
|
|
|
28,054
|
|
||
Valuation allowance
|
(3,706
|
)
|
|
(3,972
|
)
|
||
Total net deferred tax assets
|
$
|
23,909
|
|
|
$
|
24,082
|
|
Deferred tax liabilities:
|
|
||||||
Basis difference in fixed and intangible assets
|
(12,678
|
)
|
|
(15,197
|
)
|
||
Total deferred tax liabilities
|
(12,678
|
)
|
|
(15,197
|
)
|
||
Total net deferred tax assets
|
$
|
11,231
|
|
|
$
|
8,885
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Federal statutory tax expense
|
$
|
19,216
|
|
|
$
|
18,343
|
|
|
$
|
16,103
|
|
State tax expense
|
188
|
|
|
1,249
|
|
|
892
|
|
|||
Foreign taxes at rates less than U.S. rates
|
(6,838
|
)
|
|
(1,760
|
)
|
|
(3,097
|
)
|
|||
Deferred charges on sales of U.S. intellectual property
|
980
|
|
|
(5,878
|
)
|
|
—
|
|
|||
Equity compensation
|
(530
|
)
|
|
204
|
|
|
93
|
|
|||
Tax credits
|
(911
|
)
|
|
(935
|
)
|
|
(862
|
)
|
|||
Uncertain tax position
|
485
|
|
|
3,897
|
|
|
1,163
|
|
|||
Lapse of statute
|
(495
|
)
|
|
(784
|
)
|
|
(652
|
)
|
|||
Change of valuation allowance on foreign tax credit
|
—
|
|
|
—
|
|
|
(491
|
)
|
|||
Earnout adjustment
|
(1,184
|
)
|
|
—
|
|
|
—
|
|
|||
Tax audits
|
543
|
|
|
—
|
|
|
—
|
|
|||
Other
|
855
|
|
|
149
|
|
|
382
|
|
|||
Total expense
|
$
|
12,309
|
|
|
$
|
14,485
|
|
|
$
|
13,531
|
|
Balance at January 1, 2014
|
$
|
3,387
|
|
Increases for tax positions related to prior years
|
493
|
|
|
Increases for tax positions related to the current year
|
73
|
|
|
Lapse of statutes of limitations
|
(558
|
)
|
|
Balance at January 1, 2015
|
$
|
3,395
|
|
Increases for tax positions related to prior years
|
281
|
|
|
Increases for tax positions related to the current year
|
3,302
|
|
|
Lapse of statutes of limitations
|
(664
|
)
|
|
Balance at January 1, 2016
|
$
|
6,314
|
|
Increases for tax positions related to prior years
|
174
|
|
|
Increases for tax positions related to the current year
|
70
|
|
|
Lapse of statutes of limitations
|
(475
|
)
|
|
Foreign exchange difference
|
(185
|
)
|
|
Balance at December 31, 2016
|
$
|
5,898
|
|
|
Years Ended December 31,
|
||||||||||
|
2016
|
|
2015
|
|
2014
|
||||||
Revenue:
|
|
||||||||||
United States
|
$
|
250,694
|
|
|
$
|
242,050
|
|
|
$
|
215,543
|
|
Foreign countries
|
131,198
|
|
|
133,815
|
|
|
140,291
|
|
|||
|
$
|
381,892
|
|
|
$
|
375,865
|
|
|
$
|
355,834
|
|
Revenue by Operating Segment:
|
|
||||||||||
Neurology
|
|
||||||||||
Devices and Systems
|
$
|
168,200
|
|
|
$
|
168,776
|
|
|
$
|
173,006
|
|
Supplies
|
58,681
|
|
|
60,205
|
|
|
59,666
|
|
|||
Services
|
11,641
|
|
|
8,320
|
|
|
—
|
|
|||
Total Neurology Revenue
|
$
|
238,522
|
|
|
$
|
237,301
|
|
|
$
|
232,672
|
|
Newborn Care
|
|
||||||||||
Devices and Systems
|
$
|
72,562
|
|
|
$
|
72,669
|
|
|
$
|
67,354
|
|
Supplies
|
47,674
|
|
|
49,982
|
|
|
48,697
|
|
|||
Services
|
23,134
|
|
|
15,913
|
|
|
7,111
|
|
|||
Total Newborn Care Revenue
|
$
|
143,370
|
|
|
$
|
138,564
|
|
|
$
|
123,162
|
|
Total Revenue
|
$
|
381,892
|
|
|
$
|
375,865
|
|
|
$
|
355,834
|
|
Property and equipment, net:
|
|
||||||||||
United States
|
$
|
7,024
|
|
|
$
|
6,664
|
|
|
|
|
|
Canada
|
4,941
|
|
|
5,165
|
|
|
|
|
|||
Ireland
|
2,530
|
|
|
1,651
|
|
|
|
|
|||
Argentina
|
2,121
|
|
|
2,361
|
|
|
|
|
|||
Other foreign countries
|
717
|
|
|
1,126
|
|
|
|
|
|||
|
$
|
17,333
|
|
|
$
|
16,967
|
|
|
|
|
Operating
Leases
|
||
Year Ending December 31,
|
|
||
2017
|
$
|
3,985
|
|
2018
|
3,186
|
|
|
2019
|
2,996
|
|
|
2020
|
2,590
|
|
|
2021
|
2,250
|
|
|
Thereafter
|
2,838
|
|
|
Total minimum lease payments
|
$
|
17,845
|
|
|
December 31, 2015
|
|
Additions
|
|
Payments
|
|
Adjustments
|
|
December 31, 2016
|
||||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Contingent consideration
|
$
|
6,209
|
|
|
$
|
2,500
|
|
|
$
|
(2,284
|
)
|
|
$
|
(3,382
|
)
|
|
$
|
3,043
|
|
Total
|
$
|
6,209
|
|
|
$
|
2,500
|
|
|
$
|
(2,284
|
)
|
|
$
|
(3,382
|
)
|
|
$
|
3,043
|
|
|
December 31, 2016
|
||||||||||
|
Level I
|
|
Level II
|
|
Level III
|
|
Total
|
||||
Short term investments
|
|
|
|
|
|
|
|
||||
U.S. Treasury Bills
|
—
|
|
|
7,688
|
|
|
—
|
|
|
7,688
|
|
U.S. investment grade bonds
|
—
|
|
|
16,789
|
|
|
—
|
|
|
16,789
|
|
Developed investment grade bonds
|
—
|
|
|
9,542
|
|
|
—
|
|
|
9,542
|
|
Total short term investments
|
—
|
|
|
34,019
|
|
|
—
|
|
|
34,019
|
|
|
|
|
|
Incorporated By Reference
|
|||||||
Exhibit No.
|
|
Exhibit
|
|
Filing
|
|
Exhibit No.
|
|
File No.
|
|
File Date
|
|
3.1
|
|
Natus Medical Incorporated Amended and Restated Certificate of Incorporation
|
|
S-1
|
|
3.1.1
|
|
|
333-44138
|
|
8/18/2000
|
3.2
|
|
Natus Medical Incorporated Certificate of Designation of Rights, Preferences and Privileges of Series A Participating Preferred Stock
|
|
8-A
|
|
3.1.2
|
|
|
000-33001
|
|
9/6/2002
|
3.3
|
|
Bylaws of Natus Medical Incorporated
|
|
8-K
|
|
3.1
|
|
|
000-33001
|
|
6/18/2008
|
10.1
|
|
Form of Indemnification Agreement between Natus Medical Incorporated and each of its directors and officers
|
|
S-1
|
|
10.1
|
|
|
333-44138
|
|
8/18/2000
|
10.2*
|
|
Natus Medical Incorporated Amended and Restated 2000 Stock Awards Plan
|
|
8-K
|
|
10.1
|
|
|
000-33001
|
|
1/4/2006
|
10.2.1*
|
|
Form of Option Agreement under the Amended and Restated 2000 Stock Awards Plan
|
|
S-1
|
|
10.3.1
|
|
|
333-44138
|
|
8/18/2000
|
10.2.2*
|
|
Form of Restricted Stock Purchase Agreement under the Amended and Restated 2000 Stock Awards Plan
|
|
10-Q
|
|
10.2
|
|
|
000-33001
|
|
8/9/2006
|
10.2.3*
|
|
Form of Restricted Stock Unit Agreement under the Amended and Restated 2000 Stock Awards Plan
|
|
10-K
|
|
10.2.3
|
|
|
000-33001
|
|
3/14/2008
|
10.3*
|
|
Natus Medical Incorporated 2000 Director Option Plan
|
|
10-Q
|
|
10.02
|
|
|
000-33001
|
|
5/9/2008
|
10.3.1*
|
|
Form of Option Agreement under the 2000 Director Option Plan
|
|
S-1
|
|
10.4.1
|
|
|
333-44138
|
|
8/18/2000
|
10.4*
|
|
Natus Medical Incorporated 2000 Supplemental Stock Option Plan
|
|
S-1
|
|
10.15
|
|
|
333-44138
|
|
2/9/2001
|
10.4.1*
|
|
Form of Option Agreement for 2000 Supplemental Stock Option Plan
|
|
S-1
|
|
10.15.1
|
|
|
333-44138
|
|
2/9/2001
|
10.5*
|
|
Natus Medical Incorporated 2000 Employee Stock Purchase Plan and form of subscription agreement thereunder
|
|
8-K
|
|
10.2
|
|
|
000-33001
|
|
1/4/2006
|
10.6*
|
|
[Amended] 2011 Stock Awards Plan
|
|
14-A
|
|
—
|
|
|
000-33001
|
|
4/20/2011
|
10.6.1*
|
|
Form of Stock Option Award Agreement under the [Amended] 2011 Stock Plan
|
|
10-Q
|
|
10.1
|
|
|
000-33001
|
|
11/7/2011
|
10.6.2*
|
|
Form of Restricted Stock Award Purchase Agreement
|
|
10-Q
|
|
10.2
|
|
|
000-33001
|
|
11/7/2011
|
10.6.3*
|
|
Form of Restricted Stock Unit Agreement
|
|
10-Q
|
|
10.3
|
|
|
000-33001
|
|
11/7/2011
|
10.7*
|
|
2011 Employee Stock Purchase Plan
|
|
14-A
|
|
—
|
|
|
000-33001
|
|
4/20/2011
|
10.7.1*
|
|
2011 Employee Stock Purchase Plan Subscription Agreement
|
|
14-A
|
|
—
|
|
|
000-33001
|
|
4/20/2011
|
10.8*
|
|
Form of Employment Agreement between Natus Medical Incorporated and each of its executive officers other than its Chief Executive Officer and Chief Financial Officer
|
|
10-K
|
|
10.10
|
|
|
000-33001
|
|
3/10/2009
|
10.8.1*
|
|
Form of Amendment to Employment Agreement between Natus Medical Incorporated and each of its executive officers other than its Chief Executive Officer and Chief Financial Officer
|
|
|
|
|
|
|
|
|
|
|
|
|
Incorporated By Reference
|
|||||||
Exhibit No.
|
|
Exhibit
|
|
Filing
|
|
Exhibit No.
|
|
File No.
|
|
File Date
|
|
10.9*
|
|
Amended employment agreement between Natus Medical Incorporated and its Chief Executive Officer, James B. Hawkins dated April 19, 2013
|
|
8-K
|
|
99.1
|
|
|
000-33001
|
|
4/22/2013
|
10.10*
|
|
Form of Employment Agreement between Natus Medical Incorporated and Jonathan A. Kennedy dated April 8, 2013
|
|
10-Q
|
|
10.1
|
|
|
000-33001
|
|
8/8/2013
|
10.11
|
|
Credit Agreement between Natus Medical Incorporated and CitiBank, NA dated October 9, 2015
|
|
8-K
|
|
10.1
|
|
|
000-33001
|
|
10/9/2015
|
10.12
|
|
Agreement For the Acquisition of Medical Devices between Medix ICSA and the Ministry of Health of the Republic of Venezuela dated October 15, 2015
|
|
8-K
|
|
|
|
000-33001
|
|
10/15/2015
|
|
10.13
|
|
Amendment to Agreement For the Acquisition of Medical Devices between Medix ICSA and the Ministry of Health of the Republic of Venezuela dated October 15, 2015
|
|
10-Q
|
|
10.2
|
|
|
000-33001
|
|
11/3/2016
|
10.14
|
|
Credit Agreement, dated September 23, 2016, between the Company, JP Morgan Chase Bank, N.A. and Citibank, N.A.
|
|
10-Q
|
|
10.1
|
|
|
000-33001
|
|
11/3/2016
|
10.15
|
|
Master Purchase Agreement, dated September 25, 2016, between GN Hearing A/S, GN Nord A/S and the Company
|
|
10-Q
|
|
10.3
|
|
|
000-33001
|
|
11/3/2016
|
16.1
|
|
Letter Regarding Change in Certifying Accountant
|
|
8-K
|
|
16.1
|
|
|
000-33001
|
|
3/28/2014
|
21.1
|
|
Significant Subsidiaries of the Registrant
|
|
|
|
|
|
|
|
|
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm
|
|
|
|
|
|
|
|
|
|
23.2
|
|
Consent of Independent Registered Public Accounting Firm
|
|
|
|
|
|
|
|
|
|
24.1
|
|
Power of Attorney (included on signature page)
|
|
|
|
|
|
|
|
|
|
31.1
|
|
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
31.2
|
|
Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
32.1
|
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
|
|
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
|
|
|
|
|
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Label Calculation Linkbase Document
|
|
|
|
|
|
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Document
|
|
|
|
|
|
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
|
|
|
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
|
|
|
|
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