The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our financial statements and the
related notes to those statements included elsewhere in this Quarterly Report on
Form 10-Q, as well as the audited financial statements and the related notes
thereto, and the discussion under "Management's Discussion and Analysis of
Financial Condition and Results of Operations" and "Business" included in our
Annual Report on Form 10-K for the fiscal year ended December 31, 2019. Some of
the information contained in this discussion and analysis or set forth elsewhere
in this Quarterly Report on Form 10-Q, such as information with respect to our
plans and strategy for our business and the impact of the ongoing and global
COVID-19 pandemic on our business, financial results and financial condition on
our business, financial results and financial condition includes forward-looking
statements that involve risks and uncertainties. As a result of many important
factors, including those set forth in the "Risk Factors" section of this
Quarterly Report on Form 10-Q, our actual results could differ materially from
the results described in, or implied, by these forward-looking statements.

Overview


We are a medical technology company focused on the development and
commercialization of innovative and minimally invasive solutions for patients
with obstructive sleep apnea ("OSA"). Our proprietary Inspire system is the
first and only FDA-approved neurostimulation technology that provides a safe and
effective treatment for moderate to severe OSA. We have developed a novel,
closed-loop solution that continuously monitors a patient's breathing and
delivers mild hypoglossal nerve stimulation to maintain an open airway. Inspire
therapy is indicated for patients with moderate to severe OSA who do not have
significant central sleep apnea and do not have a complete concentric collapse
of the airway at the soft palate level. In addition, patients in the U.S. must
have been confirmed to fail or be unable to tolerate positive airway pressure
treatments, such as CPAP, and be 18 years of age or older, though there are no
similar requirements for patients in Europe.
We sell our Inspire system to hospitals and ambulatory surgery centers ("ASCs")
in the U.S. and in select countries in Europe through a direct sales
organization. Our direct sales force engages in sales efforts and promotional
activities focused on ear, nose and throat ("ENT") physicians and sleep centers.
In addition, we highlight our compelling clinical data and value proposition to
increase awareness and adoption amongst referring physicians. We build upon this
top-down approach with strong direct-to-patient marketing initiatives to create
awareness of the benefits of our Inspire system and drive demand through patient
empowerment. This outreach helps to educate thousands of patients on our Inspire
therapy and frequently results in patient leads.
Although our sales and marketing efforts are directed at patients and physicians
because they are the primary users of our technology, we consider the hospitals
and ASCs where the procedure is performed to be our customers, as they are the
purchasing agents of our Inspire system. Our customers are reimbursed the cost
required to treat each patient through various third-party payors, such as
commercial payors and government agencies. Our Inspire system is currently
reimbursed primarily on a per-patient prior authorization basis for patients
covered by commercial payors, on a case-by-case basis for patients covered by
Medicare, and under U.S. government contract for patients who are treated by the
Veterans Health Administration. As of May 5, 2020, we have secured positive
coverage policies with 53 U.S. commercial payors, including most large national
commercial insurers, covering approximately 165 million lives in the U.S. In
addition, all seven Medicare Administrative Contractors ("MACs") have drafted
positive coverage policies for Inspire therapy and five of these MACs, covering
patients in 37 states, have published final policies in 2020 covering Inspire
therapy. On April 30, 2020, Wisconsin Physicians Services Government Health
Administrators issued the effective date of June 14, 2020, for its LCD proposing
coverage of Inspire therapy, and we expect the final MAC will finalize its
policy in 2020. Several MACs have also assigned a surgeon reimbursement of
approximately $450 for the procedure to implant the pressure sensor (add-on CPT
code +0466T). In June 2018, Japan's Ministry of Health, Labour and Welfare
approved our Inspire therapy to treat moderate to severe OSA, and we are
currently seeking reimbursement coverage in Japan. For the three months ended
March 31, 2020, 90.3% of our revenue was derived in the U.S. and 9.7% was
derived in Europe. No single customer accounted for more than 10% of our revenue
during the three months ended March 31, 2020.
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Our patient engagement efforts continue to include our refocused
direct-to-consumer marketing strategies, which, during the three months ended
March 31, 2020, included a shift from radio and TV in larger markets affected by
COVID-19 towards more digital and TV in smaller markets. Further, our team has
leveraged virtual tools and telemedicine to continue physician training and
patient education.
We rely on third-party suppliers to manufacture our Inspire system and its
components. Many of these suppliers are currently single source suppliers. We
seek to maintain higher levels of inventory to protect ourselves from supply
interruptions, and, as a result, we are subject to the risk of inventory
obsolescence and expiration, which could lead to inventory impairment charges.
In the U.S., our products are shipped directly to our customers on a purchase
order basis, primarily by a third-party vendor with a facility in Tennessee,
although we do ship some products from our facility in Minnesota. Warehousing
and shipping operations for our European customers are handled by a third-party
vendor with a facility located in the Netherlands. Customers do not have the
right to return non-defective product, nor do we place product on consignment.
Our sales representatives do not maintain trunk stock.
Since our inception in 2007, we have financed our operations primarily through
sales of our Inspire system, private placements of our convertible preferred
securities, amounts borrowed under our credit facility, the initial public
offering of our common stock that closed in May 2018 (our "IPO"), the offering
of our common stock that closed in December 2018, and the offering of our common
stock that closed in April 2020 (our "follow-on offerings"). We have devoted
significant resources to research and development activities related to our
Inspire system, including clinical and regulatory initiatives to obtain
marketing approval, and sales and marketing activities. For the three months
ended March 31, 2020, we generated revenue of $21.3 million with a gross margin
of 84.6% and had a net loss of $16.2 million compared to revenue of $16.3
million with a gross margin of 82.4% and a net loss of $8.3 million for the
three months ended March 31, 2019. Our accumulated deficit as of March 31, 2020
was $196.4 million.
We have invested heavily in product development. Our research and development
activities have been centered on driving continuous improvements to our Inspire
therapy. We have also made significant investments in clinical studies to
demonstrate the safety and efficacy of our Inspire therapy and to support
regulatory submissions. We also continue to make significant investments
building our sales and marketing organization by increasing the number of U.S.
sales representatives and continuing our direct-to-patient marketing efforts in
existing and new markets throughout the U.S. and in Europe. In the three months
ended March 31, 2020, we continued to train new U.S. medical centers and
activated 28 centers, bringing the total to 327 U.S. medical centers implanting
Inspire therapy as of March 31, 2020. Additionally, we created nine new
territories during the three months ended March 31, 2020, bringing the total to
82 U.S. territories as of March 31, 2020. We continue to make investments in
research and development efforts to develop our next generation Inspire systems
and support our future regulatory submissions for expanded indications and for
new markets such as Europe, Japan, and Australia. For example, in April 2020, we
received FDA approval for an expanded age range for Inspire therapy to include
18 to 21 year old patients. Because of these and other factors, we expect to
continue to incur net losses for the next several years and we expect to require
substantial additional funding, which may include future equity and debt
financings.
On April 16, 2020, we completed a follow-on offering that included our offer and
sale of 2,300,000 shares of common stock at a public offering price of $58.00
per share. We received net proceeds of approximately $124.7 million after
deducting underwriting discounts and commissions and offering expenses.
Outlook
We expect the COVID-19 pandemic to continue to adversely impact our revenue due
to the significant decreases and delays in the number of Inspire therapy
procedures performed and patients screened for eligibility for Inspire therapy.
Beginning in the second week of March 2020, substantially all of the scheduled
Inspire therapy procedures were postponed and numerous other authorized cases
have been unable to be scheduled. In addition, once the pandemic subsides, we
anticipate that there will be substantial backlog of patients seeking
appointments with physicians and surgeries to be performed at hospitals and
ambulatory surgery centers relating to a variety of medical conditions and that
patients seeking Inspire therapy procedures performed may have to navigate
limited provider, hospital and ambulatory surgery center capacity.
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In response to the spread of COVID-19 and In line with recommendations from
federal and local government and healthcare agencies, we have transitioned
employees, except for those deemed essential to key aspects of our business, to
a remote work environment. During this interim period in which surgical
procedures have been significantly limited, we are identifying and implementing
innovative solutions to support patients who have Inspire therapy, as well as
continuing to educate patients who may be struggling with their sleep apnea.
Patients continue to reach out to learn more about the therapy and get connected
to a healthcare provider, and we are supporting this interaction through the use
of several virtual tools and telemedicine. We are also not expecting any
material changes to our headcount and are continuing with our planned expansion
in recruiting Territory Managers, though have slightly reduced our hiring
initiatives for sales support roles.
To date, we have not experienced disruptions to our supply chain network. We
have also not reduced our capital expenditures and are continuing to invest in
research and development, however, we may determine to allocate resources
differently due to impacts of the COVID-19 pandemic.
Notwithstanding our expected reduced revenue, we believe that our existing cash
resources will be sufficient to meet our capital requirements and fund our
operations for at least the next 12 months. For additional information, see "-
Liquidity and Capital Resources."

Components of Our Results of Operations
Revenue
We derive primarily all of our revenue from the sale of our Inspire system to
hospitals and ambulatory surgery centers in the U.S. and select countries in
Europe. We recognize revenues from sales of our Inspire system when the customer
obtains control of the product, which occurs at a point in time, either upon
shipment of the product or receipt of the product, depending on shipment terms.
Our revenue has fluctuated, and may continue to fluctuate, from quarter to
quarter due to a variety of factors. For example, we have historically
experienced seasonality in our first and fourth quarters and have started to see
adverse impacts on our revenue due to the COVID-19 pandemic.
Revenue for the three months ended March 31, 2020 was negatively impacted due to
the global pandemic associated with COVID-19. Specifically, in March 2020,
healthcare facilities and clinics began restricting access to their clinicians,
reducing patient consultations and treatments or temporarily closing their
facilities. As a result, beginning in the second week of March 2020,
substantially all of our then-scheduled Inspire therapy procedures were
postponed, and numerous other cases with prior authorization could not be
scheduled and were, therefore, also postponed.
Cost of Goods Sold and Gross Margin
Cost of goods sold consists primarily of acquisition costs for the components of
the Inspire system, overhead costs, scrap, and inventory obsolescence, as well
as distribution-related expenses such as logistics and shipping costs, net of
costs charged to customers. The overhead costs include the cost of material
procurement, depreciation expense for production equipment, warranty replacement
costs, and operations supervision and management personnel, including employee
compensation, stock-based compensation, supplies, and travel. We expect cost of
goods sold to increase in absolute dollars primarily as, and to the extent, our
revenue grows.
We calculate gross margin as gross profit divided by revenue. Our gross margin
has been and we expect it will continue to be affected by a variety of factors,
including manufacturing costs, the average selling price of our Inspire system,
the implementation of cost-reduction strategies, inventory obsolescence costs,
which generally occur when new generations of our Inspire system are introduced,
and to a lesser extent the sales mix between the U.S. and Europe as our average
selling price in the U.S. tends to be higher than in Europe. Our gross margin
may increase over the long term to the extent our production volumes increase
and we receive discounts on the costs charged by
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our contract manufacturers, thereby reducing our per unit costs. However, our
gross margin may fluctuate from quarter to quarter due to seasonality.
Research and Development Expenses
Research and development expenses consist primarily of product development,
engineering, clinical studies to develop and support our products, regulatory
expenses, testing, consulting services and other costs associated with the next
generation versions of the Inspire system. These expenses include employee
compensation, including stock-based compensation, supplies, materials,
consulting, and travel expenses related to research and development programs.
Additionally, these expenses include clinical trial management, payments to
clinical investigators, data management and travel expenses for our various
clinical trials. We expect research and development expenses to increase in the
future as we develop next generation versions of our Inspire system and continue
to expand our clinical studies to secure positive coverage policies from private
commercial payors in the U.S. and enter into new markets including additional
European countries, Japan, and Australia. We expect research and development
expenses as a percentage of revenue to vary over time depending on the level and
timing of initiating new product development efforts and new clinical
development activities.
Selling, General and Administrative Expenses
Selling, general and administrative expenses consist primarily of compensation
for personnel, including base salaries, stock-based compensation expense and
commissions related to our sales organization, finance, information technology,
and human resource functions, as well as spending related to marketing, sales
operations, and training and reimbursement personnel. Other selling, general and
administrative expenses include training physicians, travel expenses,
advertising, direct-to-patient promotional programs, conferences, trade shows
and consulting services, professional services fees, audit fees, insurance costs
and general corporate expenses, including facilities-related expenses.
Other (Income) Expense, Net
Other (income) expense, net consists primarily of interest expense payable under
our credit facility and interest income.

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Results of Operations
Comparison of the Three Months Ended March 31, 2020 and 2019

                                                              Three Months Ended
                                                                  March 31,
                                               2020           2019         $ Change       % Change
                                                      (in thousands, except percentages)
Revenue                                    $  21,347       $ 16,250       $  5,097          31.4  %
Cost of goods sold                             3,297          2,854            443          15.5  %
Gross profit                                  18,050         13,396          4,654          34.7  %
Gross margin                                    84.6  %        82.4  %
Operating expenses:
Research and development                       5,438          2,603          2,835         108.9  %
Selling, general and administrative           29,052         19,570          9,482          48.5  %
Total operating expenses                      34,490         22,173         12,317          55.5  %
Operating loss                               (16,440)        (8,777)        (7,663)         87.3  %
Other income, net                               (195)          (511)           316         (61.8) %
Net loss                                   $ (16,245)      $ (8,266)      $ (7,979)         96.5  %



Revenue
Revenue increased $5.0 million, or 31.4%, to $21.3 million for the three months
ended March 31, 2020 compared to $16.3 million for the three months ended March
31, 2019. The increase was attributable to a $4.9 million increase in sales of
our Inspire system in the U.S. and an increase of $0.2 million in Europe,
primarily in Germany. Beginning in March 2020, our revenue growth in the U.S.
and Europe was impacted by the COVID-19 pandemic, which disrupted our ability to
access our clinician customers and their patients. Specifically, we saw
healthcare facilities and clinics restricting access to their clinicians,
reducing patient consultations and treatments, or closing temporarily due to
COVID-19. As a result, beginning in the second week of March 2020, substantially
all of our Inspire therapy procedures were postponed and numerous other cases,
which had received prior authorization, were not able to be scheduled and,
therefore were also postponed.
Revenue information by region is summarized as follows:
                                                           Three Months Ended March 31,
                                                2020                                                             2019                                            Change
                                  Amount                % of Revenue             Amount              % of Revenue               $                 %
                                                                          (in thousands, except percentages)
United States                $     19,274                        90.3  %       $ 14,355                       88.3  %       $ 4,919               34.3  %
Europe                              2,073                         9.7  %          1,895                       11.7  %           178                9.4  %
Total revenue                $     21,347                       100.0  %       $ 16,250                      100.0  %       $ 5,097               31.4  %


Revenue generated in the U.S. was $19.3 million for the three months ended March
31, 2020, an increase of $4.9 million, or 34.3%, compared to the three months
ended March 31, 2019. Revenue growth in the U.S. was due to increased market
penetration in existing territories, the expansion into new territories,
increased physician and patient awareness of our Inspire system, a greater
number of prior authorization approvals, additional positive coverage policies
and, to a lesser extent, an increase in our average selling price as a result of
the introduction of the new sensing lead on the Inspire system to the U.S.
market in February 2019. As noted above, U.S. revenue for the three months ended
March 31, 2020 was negatively impacted by the COVID-19 pandemic.
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Revenue generated in Europe was $2.1 million in the three months ended March 31,
2020, an increase of $0.2 million, or 9.4%, compared to the three months ended
March 31, 2019. Revenue growth in Europe was primarily due to increased market
penetration in existing territories, the expansion into new territories, and
increased physician and patient awareness of our Inspire system. As noted above,
European revenue for the three months ended March 31, 2020 was negatively
impacted by the COVID-19 pandemic.
Cost of Goods Sold and Gross Margin
Cost of goods sold increased $0.4 million, or 15.5%, to $3.3 million for the
three months ended March 31, 2020 compared to $2.9 million for the three months
ended March 31, 2019. The increase was primarily due to increased purchases of
manufactured products due to higher sales volume of our Inspire system.
Gross margin was 84.6% for the three months ended March 31, 2020 compared to
82.4% for the three months ended March 31, 2019. Gross margin for the three
months ended March 31, 2020 was higher primarily due to manufacturing
efficiencies.
Research and Development Expenses
Research and development expenses increased $2.8 million, or 108.9%, to $5.4
million for the three months ended March 31, 2020 compared to $2.6 million for
the three months ended March 31, 2019. This change was primarily due to an
increase of $2.2 million for ongoing research and development costs, including
initial development of the next generation Inspire therapy system and
$0.6 million of compensation and employee-related expenses, mainly as a result
of increased headcount.
Selling, General and Administrative Expenses
Selling, general and administrative expenses increased $9.5 million, or 48.5%,
to $29.1 million for the three months ended March 31, 2020 compared to $19.6
million for the three months ended March 31, 2019. The primary driver of this
increase was an increase of $6.0 million in compensation, including salaries,
commissions, and stock-based compensation, travel and other employee-related
expenses, mainly as a result of increased headcount. In addition, marketing
expenses increased $3.2 million, primarily consisting of direct-to-patient
initiatives, including TV advertisements which began airing in the second half
of 2019. During the three months ended March 31, 2020, we refocused our
direct-to-consumer marketing strategies by shifting from radio and TV in larger
markets affected by COVID-19 towards more digital and TV in smaller markets.
Further, our team has leveraged virtual tools and telemedicine to continue
physician training and patient education. Other drivers of the increase to
selling, general and administrative expenses included an increase of
$0.3 million due to financial audit fees, insurance costs, and other corporate
costs as well as out-sourced information technology services and facilities
costs.
Other Income, Net
Other income, net decreased by $0.3 million, or 61.8%, to $0.2 million for the
three months ended March 31, 2020 compared to $0.5 million for the three months
ended March 31, 2019. This change was primarily due to a decrease in interest
income of $0.4 million earned on our lower cash, cash equivalents and
investments balances and a decrease of less than $0.1 million in interest
expense under our credit facility and other expenses.

Seasonality


Historically, we have experienced seasonality in our first and fourth quarters,
and we expect this trend to continue. In the U.S., we have experienced, and may
in the future experience, higher sales in the fourth quarter as a result of
patients having paid their annual insurance deductibles in full, thereby
reducing their out-of-pocket costs. In the first quarter of each year in Europe,
we have experienced, and may in the future experience, reduced demand for our
Inspire therapy as Neue Untersuchungs-und-Behandlungsmethoden ("NUB") coverage
status is being determined and as hospitals are establishing their budgets
pertaining to allocation of funds to purchase our Inspire therapy.
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Liquidity and Capital Resources
Our sources of capital have historically been from public and private sales of
our securities, sales of our Inspire system and borrowings under credit
facilities.
As of March 31, 2020, we had cash, cash equivalents and investments of $141.9
million and an accumulated deficit of $196.4 million, compared to cash, cash
equivalents and investments of $155.7 million and an accumulated deficit of
$180.2 million as of December 31, 2019.
On April 16, 2020, we completed a follow-on offering that included our offer and
sale of 2,300,000 shares of common stock at a public offering price of $58.00
per share. We received net proceeds of approximately $124.7 million after
deducting underwriting discounts and commissions and offering expenses.
The COVID-19 pandemic has negatively impacted the global economy, disrupted
global supply chains and created significant volatility and disruption of
financial markets. An extended period of global supply chain and economic
disruption could materially affect our business, results of operations, access
to sources of liquidity and financial condition. However, we believe that our
existing cash resources will be sufficient to meet our capital requirements and
fund our operations for at least the next 12 months. We may also seek liquidity
through additional securities offerings or through borrowings under a new credit
facility. We cannot assure investors that we will be able to obtain such
financing on commercially reasonable terms if at all.
Cash Flows
The following table presents a summary of our cash flow for the periods
indicated:
                                                     Three Months Ended
                                                         March 31,
                                                    2020            2019
                                                       (in thousands)
Net cash provided by (used in):
Operating activities                            $ (14,775)      $ (10,942)
Investing activities                               67,241          15,956
Financing activities                                  787            (366)
Effect of exchange rate on cash                         4               9

Net increase in cash and cash equivalents $ 53,257 $ 4,657




Operating Activities
The net cash used in operating activities was $14.8 million for the three months
ended March 31, 2020 and consisted of a net loss of $16.2 million, an increase
in net operating assets of $1.7 million and non-cash charges of $3.1 million.
The non-cash charges consisted of stock-based compensation, non-cash lease
expense, depreciation and amortization, stock issued for services rendered, and
accretion of the debt discount, offset by the non-cash income related to the
accretion of the investment discount, and other, net. Operating assets includes
inventories, which increased due to continued manufacturing of systems inventory
while sales decreased due to the COVID-19 pandemic. Operating assets also
include accounts receivable and prepaid expenses and other current assets which
decreased due to decreased sales in March 2020 due to the COVID-19 pandemic.
Operating liabilities, which includes accrued expenses, which decreased
primarily due to the payment of accrued compensation as annual bonuses were paid
and accounts payable, which increased generally due to our increased business
volume year-over-year and the costs to support the growth of our operations,
including compensation and personnel-related costs.
The net cash used in operating activities was $10.9 million for the three months
ended March 31, 2019 and consisted primarily of a net loss of $8.3 million, an
increase in net operating assets of $4.1 million and non-cash charges of $1.4
million. Net operating assets consisted primarily of accrued expenses, accounts
payable, accounts
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receivable, inventories, and prepaid expenses and other current assets to
support the growth of our operations. Non-cash charges consisted primarily of
stock-based compensation, non-cash lease expense, accretion of debt discount,
depreciation and amortization, and stock issued for services rendered, offset by
the non-cash income related to the accretion of the investment discount and
other, net.
Investing Activities
Net cash provided by investing activities for the three months ended March 31,
2020 was $67.2 million and consisted primarily of proceeds from sales or
maturities of investments of $82.4 million, partially offset by purchases of
investments of $14.9 million and purchases of property and equipment of $0.3
million.
Net cash provided by investing activities for the three months ended March 31,
2019 was $16.0 million and consisted primarily of proceeds from sales or
maturities of short-term investments of $56.8 million, offset by purchases of
short-term investments of $40.6 million and purchases of property and equipment
of $0.3 million.
Financing Activities
Net cash provided by financing activities was $0.8 million for the three months
ended March 31, 2020 and consisted entirely of proceeds from the exercise of
stock options.
Net cash used in financing activities was $0.4 million for the three months
ended March 31, 2019 and consisted primarily of a $0.5 million final payment fee
due upon the amendment of our credit facility, offset by $0.2 million in
proceeds from the exercise of stock options.
Indebtedness
In August 2015, we entered into a loan and security agreement with Oxford
Finance LLC ("Oxford Finance"), as lender and collateral agent. The loan and
security agreement initially provided for a term A loan facility in the amount
of $15.5 million, which was fully funded on the closing date, and a term B loan
facility in an amount of at least $3.5 million but no more than $10.0 million,
to be available in the future subject to our achievement of certain revenue
milestones. We refer to our term A loan facility and our term loan B facility
together as our credit facility. In February 2017, we amended the loan and
security agreement to, among other things, increase borrowings under the term A
loan facility by $1.0 million, increase the minimum amount of the term B loan
facility to $5.0 million and reduce the maximum amount of the term B loan
facility to $9.0 million. As of March 31, 2020, we had $24.5 million of
outstanding borrowings under our credit facility. No borrowings remain available
under this credit facility.
In March 2019, we amended the loan and security agreement. Following such
amendment, outstanding borrowings under the credit facility bear interest at an
annual rate equal to the sum of (i) the greater of (A) the 30 day U.S. LIBOR
rate reported in The Wall Street Journal on the last business day of the month
that immediately precedes the month in which the interest will accrue or (B)
2.50%, plus (ii) 5.10%; provided, however, under no circumstances will the basic
rate be less than 7.60%. We are required to make monthly payments of interest
only through April 1, 2022. Following the interest-only period, we will be
required to make monthly payments of interest and principal in 24 consecutive
monthly installments. Outstanding borrowings under the credit facility mature on
March 1, 2024. On the maturity date, in addition to our regular monthly payments
of principal and accrued interest, we will be required to make a payment of
3.50% of the total amount borrowed under the credit facility, which we refer to
as the Final Payment, unless we have already made such payment in connection
with an acceleration or prepayment of borrowings under the credit facility.
Borrowings under the facility are pre-payable at our option in whole, but not in
part, together with all accrued and unpaid interest thereon and, if not
previously made, the Final Payment, subject to a prepayment fee of 2.0% if such
borrowings are prepaid prior to March 27, 2021 and 1.0% if such borrowings are
on or after March 27, 2021 and prior to maturity. We are also required to prepay
the amounts outstanding under the credit facility upon the occurrence of certain
customary events of default, as well as the occurrence of certain material
adverse events. The credit facility also includes certain customary affirmative
and negative covenants, but does not include any financial
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covenants. The credit facility is secured by substantially all of our personal
property other than our intellectual property. We were in compliance with all
covenants under the credit facility as of March 31, 2020.

Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements, as defined by applicable
regulations of the SEC, that are reasonably likely to have a current or future
material effect on our financial condition, results of operations, liquidity,
capital expenditures or capital resources.
Contractual Obligations and Commitments
There have been no material changes to our contractual obligations and
commitments from those described in our Annual Report on Form 10-K for the
fiscal year ended December 31, 2019.
Critical Accounting Policies and Estimates
Our critical accounting policies and estimates are described in "Management's
Discussion and Analysis of Financial Condition and Results of
Operations-Critical Accounting Policies and Estimates" in our Annual Report on
Form 10-K for the fiscal year ended December 31, 2019. We have reviewed and
determined that those critical accounting policies and estimates remain our
critical accounting policies and estimates as of and for the three months ended
March 31, 2020. Other than the adoption of ASU 2016-13 described in Note 2, no
changes were made to our critical accounting policies during the period
presented.
Recent Accounting Pronouncements
We have reviewed all recently issued standards and have determined that, other
than as disclosed in Note 2 and Note 4 to our unaudited financial statements
included elsewhere in this Quarterly Report on Form 10-Q, such standards will
not have a significant impact on our financial statements or do not otherwise
apply to our operations.

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