XML 85 R14.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes
12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Income Taxes

6.INCOME TAXES

On December 22, 2017, U.S. federal tax legislation, commonly referred to as the Tax Cuts and Jobs Act (“TCJA”) was signed into law. Significant provisions that have impacted (and will in the future impact) our effective tax rate include the reduction in the corporate tax rate from 35% to 21%, effective in 2018; a one-time deemed repatriation (“transition tax”) on earnings of certain foreign subsidiaries that were previously tax deferred; and new taxes on certain foreign sourced earnings. At December 31, 2017, we had not completed our accounting for the tax effects of the TCJA; however, in certain cases, as described below, we made reasonable estimates of the effects on our existing deferred tax balances and impact of the one-time transition tax. In accordance with SEC Staff Accounting Bulletin 118 (“SAB 118”), income tax effects of the TCJA may be refined upon obtaining, preparing, and/or analyzing additional information during the measurement period and such changes could be material. During the measurement period, provisional amounts may also be adjusted for the effects, if any, of interpretative guidance issued after December 31, 2017, by U.S. regulatory and standard-setting bodies.

As of December 31, 2017, we were able to determine a reasonable estimate and recognize the provisional impacts of the rate reduction on our existing deferred tax balances and the impact of the transition tax. The reduction in the U.S. corporate tax rate resulted in a net tax benefit of approximately $8.4 million related to the revaluation of our U.S. net deferred tax liability. The transition tax resulted in a one-time tax expense of approximately $10.6 million.

As of December 31, 2018, we revised these estimated amounts based upon further analysis of the TCJA and notices and regulations issued and proposed by the U.S. Department of Treasury and the Internal Revenue Service. We

recognized an additional tax benefit of approximately $71,000 on the difference between the 2017 U.S. enacted tax rate of 35%, and the 2018 enacted tax rate of 21%. We recognized a tax benefit of approximately $3.3 million from the revised transition tax calculation, which included the completion of our calculation of the total post-1986 foreign earnings and profits (“E&P”) of our foreign subsidiaries, and related foreign tax credits. We elected to pay our transition tax over the eight-year period provided by the TCJA.

For tax years beginning after December 31, 2017, the TCJA introduces new provisions of U.S. taxation of certain Global Intangible Low-Tax Income (“GILTI”). The FASB provided guidance that companies should make an accounting policy election to either treat taxes on GILTI as period costs or use the deferred method. We have elected to treat taxes on GILTI as period costs and recognized tax expense of approximately $1.9 million and $347,000 during the years ended December 31, 2019 and 2018, respectively.

As of December 31, 2018, we had completed our accounting for the tax effects of the enactment of the TCJA; however, we continue to expect U.S. regulatory and standard-setting bodies to issue guidance and regulations that could have a material financial statement impact on our effective tax rate in future periods.

We have historically asserted indefinite reinvestment of the earnings of certain non-U.S. subsidiaries outside the U.S. The TCJA eliminated certain material tax effects on the repatriation of cash to the U.S. As such, future repatriation of cash and other property held by our foreign subsidiaries will generally not be subject to U.S. federal income tax. Therefore, after reevaluation of the permanent reinvestment assertion, we no longer consider our foreign earnings to be permanently reinvested as of December 31, 2018. As a result of the change in the assertion, we recorded tax expense of approximately $638,000 and $5.6 million for foreign withholding taxes on unremitted foreign earnings during the years ended December 31, 2019 and 2018, respectively.

For the years ended December 31, 2019, 2018 and 2017, income before income taxes is broken out between U.S. and foreign-sourced operations and consisted of the following (in thousands):

    

2019

    

2018

    

2017

Domestic

$

(37,277)

$

21,084

$

14,531

Foreign

 

39,470

 

28,435

 

21,350

Total

$

2,193

$

49,519

$

35,881

The components of the provision for income taxes for the years ended December 31, 2019, 2018 and 2017, consisted of the following (in thousands):

    

2019

    

2018

    

2017

Current expense (benefit):

 

  

 

  

 

  

Federal

$

479

$

(1,132)

$

3,849

State

 

662

 

582

 

645

Foreign

 

8,037

 

6,000

 

5,168

Total current expense

 

9,178

 

5,450

 

9,662

Deferred expense (benefit):

 

  

 

  

 

  

Federal

 

(8,111)

 

4,400

 

(314)

State

 

(3,523)

 

(667)

 

(216)

Foreign

 

(802)

 

(1,681)

 

(774)

Total deferred (benefit) expense

 

(12,436)

 

2,052

 

(1,304)

Total income tax expense (benefit)

$

(3,258)

$

7,502

$

8,358

The difference between the income tax expense reported and amounts computed by applying the statutory federal rate of 21.0% to pretax income for years ended December 31, 2019 and 2018, and 35% for the year ended December 31, 2017, consisted of the following (in thousands):

    

2019

    

2018

    

2017

Computed federal income tax expense at applicable statutory rate

$

461

$

10,399

$

12,559

State income taxes

 

(2,241)

 

(59)

 

279

Tax credits

 

(1,567)

 

(1,734)

 

(1,377)

Foreign tax rate differential

 

(1,536)

 

(1,361)

 

(3,329)

Uncertain tax positions

 

(794)

 

267

 

(19)

Deferred compensation insurance assets

 

(503)

 

186

 

(479)

Transaction-related expenses

 

154

 

223

 

90

U.S. transition tax

 

 

(3,271)

 

10,612

TCJA remeasurement of deferred taxes

 

 

(71)

 

(8,383)

Stock-based payments

 

(1,654)

 

(4,278)

 

(2,264)

Bargain purchase gain

 

 

 

(1,570)

In-process research and development

 

 

 

1,486

Net GILTI

 

1,861

 

347

 

Foreign withholding tax

 

638

 

5,590

 

Other — including the effect of graduated rates

 

1,923

 

1,264

 

753

Total income tax expense (benefit)

$

(3,258)

$

7,502

$

8,358

Deferred income tax assets and liabilities at December 31, 2019 and 2018, consisted of the following temporary differences and carry-forward items (in thousands):

    

2019

    

2018

Deferred income tax assets:

 

  

 

  

Allowance for uncollectible accounts receivable

$

693

$

606

Accrued compensation expense

 

9,244

 

7,414

Inventory differences

 

2,207

 

1,269

Net operating loss carryforwards

 

21,187

 

20,226

Deferred revenue

 

552

 

46

Stock-based compensation expense

 

4,672

 

2,833

Operating lease assets

16,838

Federal R&D Tax Credits

1,376

Other

 

6,189

 

9,243

Total deferred income tax assets

 

62,958

 

41,637

Deferred income tax liabilities:

 

  

 

  

Prepaid expenses

 

(1,128)

 

(1,142)

Property and equipment

 

(21,242)

 

(20,045)

Intangible assets

 

(53,933)

 

(58,883)

Foreign withholding tax

 

(5,240)

 

(5,590)

Operating lease liabilities

(15,847)

Other

 

(2,372)

 

(4,350)

Total deferred income tax liabilities

 

(99,762)

 

(90,010)

Valuation allowance

 

(4,644)

 

(4,989)

Net deferred income tax liabilities

$

(41,448)

$

(53,362)

Reported as:

 

  

 

  

Deferred income tax assets

$

3,788

$

3,001

Deferred income tax liabilities

 

(45,236)

 

(56,363)

Net deferred income tax liabilities

$

(41,448)

$

(53,362)

The deferred income tax balances are not netted as they represent deferred amounts applicable to different taxing jurisdictions. Deferred income tax balances reflect the temporary differences between the carrying amounts of assets and liabilities and their tax basis and are stated at enacted tax rates expected to be in effect when taxes are actually paid or recovered. The valuation allowance is primarily related to state credit carryforwards, non-US net operating loss carryforwards, and capital loss carryforwards for which we believe it is more likely than not that the deferred tax assets will not be realized. The valuation allowance decreased by approximately $345,000 during the year ended December 31, 2019 and increased by approximately $567,000 and $636,000 during the years ended December 31, 2018 and 2017, respectively.

As of December 31, 2019 and 2018, we had U.S federal net operating loss carryforwards of approximately $93.3 million and $86.3 million, respectively, which were generated by Cianna Medical, VAT, DFINE, Biosphere Medical, Inc., and Brightwater Medical, Inc. prior to our acquisition of these companies. Brightwater Medical, Inc. was acquired on June 14, 2019. These net operating loss carryforwards are subject to annual limitations under Internal Revenue Code Section 382. We anticipate that we will utilize the net operating loss carryforwards over the next 23 years. We utilized a total of approximately $20.6 million and $11.9 million in U.S. federal net operating loss carryforwards during the years ended December 31, 2019 and 2018, respectively.

As of December 31, 2019, we had approximately $3.4 million of non-U.S. net operating loss carryforwards, of which approximately $2.4 million have no expiration date and approximately $1.0 million expire at various dates through 2028. As of December 31, 2018, we had $5.9 million of non-U.S. net operating loss carryforwards, of which approximately $5.2 million had no expiration date and approximately $761,000 expire at various dates through 2027. Non-U.S. net operating loss carryforwards utilized during the years ended December 31, 2019 and 2018 were not material.

We are subject to income taxes in the U.S. and numerous foreign jurisdictions. Significant judgment is required in determining our worldwide provision for income taxes and recording the related assets and liabilities. In the ordinary course of our business, there are many transactions and calculations where the ultimate tax determination is uncertain. In our opinion, we have made adequate provisions for income taxes for all years subject to audit. We are no longer subject to U.S. federal, state, and local income tax examinations by tax authorities for years before 2016. In foreign jurisdictions, we are no longer subject to income tax examinations for years before 2013.

Although we believe our estimates are reasonable, the final outcomes of these matters may be different from those which we have reflected in our historical income tax provisions and accruals. Such differences could have a material effect on our income tax provision and operating results in the period in which we make such determination.

The total liability for unrecognized tax benefits at December 31, 2019, including interest and penalties, was approximately $2.5 million, of which approximately $2.2 would favorably impact our effective tax rate if recognized. Approximately $230,000 of the total liability at December 31, 2019 was presented as a reduction to non-current deferred income tax assets on our consolidated balance sheet. The total liability for unrecognized tax benefits at December 31, 2018, including interest and penalties, was approximately $3.3 million, of which approximately $3.0 million would favorably impact our effective tax rate if recognized. None of the total liability at December 31, 2018 was presented as a reduction to non-current deferred income tax assets on our consolidated balance sheet. As of December 31, 2019 and 2018, the total liability for uncertain tax benefits, as presented on our consolidated balance sheets, has been reduced by approximately $307,000 related to certain liabilities for unrecognized tax benefits, which, if realized, would reduce the transition tax under the TCJA by approximately $307,000. As of December 31, 2019 and 2018, we had accrued approximately $366,000 and $373,000 respectively, in total interest and penalties related to unrecognized tax benefits. We account for interest and penalties for unrecognized tax benefits as part of our income tax provision. During the years ended December 31, 2019, 2018 and 2017, our liability for unrecognized tax benefit was increased (decreased) for interest and penalties by approximately ($7,000), $69,000 and $88,000, respectively. It is reasonably possible that within the next 12 months the total liability for unrecognized tax benefits may change, net of potential decreases due to the expiration of statutes of limitation, up to $650,000.

A reconciliation of the beginning and ending amount of liabilities associated with uncertain tax benefits for the years ended December 31, 2019, 2018 and 2017, consisted of the following (in thousands):

    

2019

    

2018

    

2017

Unrecognized tax benefits, opening balance

$

2,947

$

2,749

$

2,549

Gross increases (decreases) in tax positions taken in a prior year

 

(244)

 

35

 

80

Gross increases in tax positions taken in the current year

 

229

 

586

 

403

Lapse of applicable statute of limitations

 

(771)

 

(423)

 

(283)

Unrecognized tax benefits, ending balance

$

2,161

$

2,947

$

2,749

The tabular roll-forward ending balance does not include interest and penalties related to unrecognized tax benefits.