QUIDELORTHO CORPORATION In this Quarterly Report, all references to "we," "our" and "us" refer toQuidel Corporation and its subsidiaries. Future Uncertainties and Forward-Looking Statements This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the federal securities laws that involve material risks, assumptions and uncertainties. Many possible events or factors could affect our future financial results and performance, such that our actual results and performance may differ materially from those that may be described or implied in the forward-looking statements. As such, no forward-looking statement can be guaranteed. Differences in actual results and performance may arise as a result of a number of factors including, without limitation: the impact of the novel virus (COVID-19) global pandemic; funding and compliance risks relating to government contracts, including the ability to meet key deliverables and milestones under our NIH RADx-ATP contract; adverse changes in competitive conditions, the reimbursement system currently in place and future changes to that system, changes in economic conditions in our domestic and international markets, lower than anticipated market penetration of our products, our reliance on sales of our influenza and COVID-19 diagnostic tests, fluctuations in our operating results resulting from the timing of the onset, length and severity of cold and flu seasons, seasonality, government and media attention focused on influenza and other respiratory or novel viruses and the related potential impact on humans from such viruses, the quantity of our product in our distributors' inventory or distribution channels, changes in the buying patterns of our distributors, and changes in the healthcare market and consolidation of our customer base; our development, acquisition and protection of proprietary technology rights; our development of new technologies, products and markets; our reliance on a limited number of key distributors; our exposure to claims and litigation that could result in significant expenses and could ultimately result in an unfavorable outcome for us, including the ongoing litigation between us andBeckman Coulter, Inc. ; intellectual property risks, including but not limited to, infringement litigation; our need for additional funds to finance our capital or operating needs; the financial soundness of our customers and suppliers; acceptance of our products among physicians and other healthcare providers; competition with other providers of diagnostic products; failures or delays in receipt of new product reviews or related to currently-marketed products by theU.S. Food and Drug Administration (the "FDA") or other regulatory authorities or loss of any previously received regulatory approvals or clearances or other adverse actions by regulatory authorities; changes in government policies; costs of and adverse operational impact from failure to comply with government regulations in addition to FDA regulations; compliance with government regulations relating to the handling, storage and disposal of hazardous substances; third-party reimbursement policies and potential cost constraints; our failure to comply with laws and regulations relating to billing and payment for healthcare services; our ability to meet demand for our products; interruptions or shortages in our supply of raw materials and other components; product defects; business risks not covered by insurance; costs and disruptions from failures in our information technology and storage systems; our exposure to data corruption, cyber-based attacks, security breaches and privacy violations; competition for and loss of management and key personnel; international risks, including but not limited to, compliance with product registration requirements, compliance with legal requirements, tariffs, exposure to currency exchange fluctuations and foreign currency exchange risk, longer payment cycles, lower selling prices and greater difficulty in collecting accounts receivable, reduced protection of intellectual property rights, social, political and economic instability, increased financial accounting and reporting burdens and complexities, taxes, and diversion of lower priced international products intoU.S. markets; changes in tax rates and exposure to additional tax liabilities or assessments; our ability to identify and successfully acquire and integrate potential acquisition targets; that we may have to write off goodwill relating to our acquisitions; our ability to manage our growth strategy and identify and integrate acquired companies or technologies and our ability to obtain financing; the level of our indebtedness and deferred payment obligations; that our Revolving Credit Facility is secured by substantially all of our assets; the agreements for our indebtedness place operating and financial restrictions on us and our ability to operate our business; that an event of default could trigger acceleration of our outstanding indebtedness; that we may incur additional indebtedness; increases in interest rate relating to our variable rate debt; dilution resulting from future sales of our equity; volatility in our stock price; provisions in our charter documents,Delaware law and the indenture governing our Convertible Senior Notes that might delay or impede stockholder actions with respect to business combinations or similar transactions; and our intention of not paying dividends. Forward-looking statements typically are identified by the use of terms such as "may," "will," "should," "might," "expect," "anticipate," "estimate," "plan," "intend," "goal," "project," "strategy," "future," and similar words, although some forward-looking statements are expressed differently. Forward-looking statements in this Quarterly Report include, among others, statements concerning: our outlook for the remainder of 2020 regarding revenue growth, gross margins and earnings, including the sources of expected growth; our initiatives for the remainder of 2020, including research and development activities and emphasis and our production capacity expansion; that we expect to continue to make substantial expenditures for research and development activities; the nature and amount of projected capital expenditures for the remainder of 2020 and our source of funds for such expenditures; the sufficiency of our liquidity and capital resources; our strategy, goals, initiatives and objectives; our strategy, exposure to, and defenses against, claims and litigation, including the pending litigation with Beckman; the sufficiency of our liquidity and our short-term needs for capital; the sufficiency of our insurance coverage; that we may incur additional debt or issue additional equity; and our intention to 19 -------------------------------------------------------------------------------- continue to evaluate technology, product lines and acquisition and licensing opportunities. The risks described under "Risk Factors" in Item 1A Part II of this quarterly report on Form 10-Q and Item 1A of our Annual Report on Form 10-K for the year endedDecember 31, 2019 , and elsewhere herein and in reports and registration statements that we file with theSecurities and Exchange Commission (the "SEC") from time to time, should be carefully considered. You are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date of this Quarterly Report. Except as required by law, we undertake no obligation to publicly release the results of any revision or update of these forward-looking statements, whether as a result of new information, future events or otherwise. The following should be read in conjunction with the Consolidated Financial Statements and Notes thereto beginning on page 3 of this Quarterly Report. Overview We have a leadership position in the development, manufacturing and marketing of rapid diagnostic testing solutions. These diagnostic testing solutions are separated into our four product categories: rapid immunoassay, cardiometabolic immunoassay, specialized diagnostic solutions and molecular diagnostic solutions. We sell our products directly to end users and distributors, in each case, for professional use in physician offices, hospitals, clinical laboratories, reference laboratories, urgent care clinics, leading universities, retail clinics, pharmacies and wellness screening centers. We market our products through a network of distributors and through a direct sales force. We operate in one business segment that develops, manufactures and markets our four product categories. Impact of COVID-19 Pandemic Events surrounding the SARS-CoV-2 virus that emerged inWuhan, China in late 2019 and the ensuing global pandemic has had a dramatic impact on businesses globally and our business as well. The severity and duration of the pandemic and economic repercussions of the virus and government actions in response to the pandemic remain uncertain and will ultimately depend on many factors, including the speed and effectiveness of the containment efforts throughout the world, the duration and spread of the virus, as well as potential seasonality of new outbreaks. Inthe United States , federal, state, and local government directives and policies have been put in place to manage public health concerns and address the economic impacts, including sharply reduced business activity, increased unemployment, and overall uncertainty presented by this new healthcare challenge. Similar actions have been taken by governments around the world. While all our sites are currently operational globally, our facilities could be required to temporarily curtail production levels or temporarily cease operations based on government mandates or as a result of the pandemic. To mitigate risks, we continue to evaluate the nature and extent COVID-19 may have to our business and operations and adjust risk mitigation planning and business continuity activities as needed. New SARS-CoV-2 Diagnostic Products As a leader in point-of-care diagnostics and with established expertise in respiratory infectious disease products, we are well-positioned to respond to the COVID-19 pandemic. We are working closely with national and local governments, agencies, and industry partners to develop, manufacture and supply critical diagnostic products to support testing initiatives to help curb the spread of the SARS-CoV-2 virus. In particular, we have developed new molecular and antigen products to diagnose the SARS-CoV-2 virus. We have experienced exceptional demand for such products. In response, we have committed significant resources toward the expansion of our production capacity. We expect demand for our molecular and antigen assays and instruments to continue for the near-term at elevated levels, especially inthe United States . At the same time, we also have observed decreased demand for certain of our other diagnostic products, such as cardiometabolic products, in connection with customers closing or decreasing their operations and/or patients deferring treatment. In addition, our non-COVID-19 product development and regulatory clearances may be delayed as attention remains focused on the pandemic. Notably, the extent to which COVID-19 will impact demand for our products depends on future developments, which are highly uncertain and very difficult to predict, including new information that may emerge concerning the severity of the coronavirus and actions to contain and treat its impacts. Operations and Employee Safety While many governments have implemented lockdown and shelter-in-place orders, requiring non-essential businesses to shut down operations, our business is deemed "essential" and we have continued to operate, manufacture and distribute products to customers. We have implemented preparedness plans designed to help protect the safety of our employees and maintain operational continuity with an emphasis on manufacturing, product distribution and product development during this 20 -------------------------------------------------------------------------------- crisis. To date, we have been able to maintain our operations without significant interruption and have been able to develop and quickly scale manufacturing capacity for new products related to the COVID-19 pandemic. To mitigate the pandemic's impact, we have transitioned non-essential employees to work remotely, and have implemented preventative protocols intended to help safeguard our on-site employees and maintain business continuity in the event government restrictions or severe outbreaks impact our operations at certain sites. We have also enhanced cleaning and sanitizing procedures, provided additional personal hygiene supplies and protective equipment to personnel, implemented health screening protocols and periodic testing for essential personnel, limited access to facilities to outside persons who are not critical to continuing our operations, trained employees on guidelines for social distancing and face coverings and isolation and quarantine of personnel as we deem appropriate given the facts, circumstances and applicable laws or regulations. These measures have created additional burdens on our infrastructure and information technology systems and may result in decreased productivity and increased operating costs. However, the various responses we have put in place have to date resulted in limited disruption to our normal business operations. We remain committed to the health and safety of our employees and communities and are seeking to slow the spread of COVID-19. However, as the pandemic continues to spread over time, there is an increased risk of employee absenteeism and if a significant number of our employees are unable to perform their duties for a period of time, we may experience difficulties in operating one or more of our facilities which could adversely impact our financial results. Supply Chains As a result of the COVID-19 pandemic, we have seen delays in receipts for certain raw materials and components for our products. Such delays can result in disruption to our business operations. We are continuously evaluating our supply chain to identify potential gaps and have taken steps intended to ensure continuity. We have considered potential political, legal or regulatory actions that could be taken as a result of the pandemic in jurisdictions where we manufacture, source or distribute products that could impact our supply of products to our customers or the availability of raw materials and components from our suppliers. We cannot currently predict the frequency, duration or scope of these government actions and any supply disruptions, and the availability of various products is dependent on our suppliers, their location and the extent to which they are impacted by the COVID-19 pandemic. We are proactively working with manufacturers, industry partners and government agencies to help meet the needs of our customers during the pandemic. Recently, our inventory levels have fluctuated in response to supply dynamics and larger and more frequent customer orders than were originally expected when contractual arrangements were initiated for our new COVID-19 products. In response, we have added alternate suppliers for some critical components and instruments, increased inventory of raw materials needed in our operations, increased manufacturing capacity and continue to explore opportunities to further increase manufacturing capacity in ourAthens, Ohio andSan Diego, California facilities. We are seeking to minimize the impact of delays and secure allocations of vital raw materials to meet extremely high demand for our products. However, dependent on the duration and continued intensity of the current pandemic, we believe it is possible that we may experience some sort of interruption to our supply chains, and such an interruption could materially affect our ability to timely manufacture and distribute our products and unfavorably impact our results of operations depending on the nature and duration of such interruption. Outlook We anticipate continued revenue growth for the remainder of 2020, including a favorable impact from the sale of testing products related to the COVID-19 pandemic, with a positive impact on gross margin and earnings. We expect to continue to make significant investment in research and development activities as we develop our next generation immunoassay and molecular platforms, as well as additional assays to be launched on our current platforms, with the most recent focus on the continued development of assays to address the COVID-19 pandemic. Additionally, we are investing in the expansion of our production capacity in response to the demand driven by the COVID-19 pandemic. We intend to continue our focus on prudently managing our business and delivering solid financial results, while at the same time striving to continue to introduce new products to the market and maintaining our emphasis on research and development investments for longer term growth. Finally, we expect to continue to evaluate opportunities to acquire new product lines, technologies and companies. 21 -------------------------------------------------------------------------------- Three months endedSeptember 30, 2020 compared to the three months endedSeptember 30, 2019 Total Revenues The following table compares total revenues for the three months endedSeptember 30, 2020 and 2019 (in thousands, except percentages): Three Months Ended September 30, Increase (Decrease) 2020 2019 $ % Rapid Immunoassay$ 337,042 $ 42,534 $ 294,508 692 % Cardiometabolic Immunoassay 64,810 66,820 (2,010) -3 % Specialized Diagnostic Solutions 11,213 12,455 (1,242) -10 % Molecular Diagnostic Solutions 62,993 4,683 58,310 1,245 % Total revenues$ 476,058 $ 126,492 $ 349,566 276 % For the three months endedSeptember 30, 2020 , total revenue increased to$476.1 million from$126.5 million in the prior period. The Rapid Immunoassay category was the largest contributor to revenue growth, driven by the Sofia SARS Antigen assay. This is partially offset by lower demand for influenza and strep A products, which correlates with the decreased doctor's office visits during the period. Molecular Diagnostic Solutions sales increased$58.3 million over prior year, driven by the Lyra SARS-CoV-2 assays. Cardiometabolic Immunoassay and Specialized Diagnostic Solutions sales decreased as compared with prior year due to continued impact of the COVID-19 pandemic. Currency exchange rate impact for the quarter was favorable by$0.5 million , which had a minimal impact on the growth rate. Gross Profit Gross profit increased to$383.6 million , or 81% of revenue for the three months endedSeptember 30, 2020 , compared to$75.9 million , or 60% of revenue for the three months endedSeptember 30, 2019 . The increased gross profit was driven by the demand for the new Sofia SARS Antigen and Lyra SARS-CoV-2 products. Increased spend, required to expedite the production ramp, was mostly offset by higher absorption related to the increased production volumes. Gross margin improvement versus last year was due to the same factors. Operating Expenses The following table compares operating expenses for the three months endedSeptember 30, 2020 and 2019 (in thousands, except percentages): Three Months Ended September 30, 2020 2019 Operating As a % of Operating As a % of Increase (Decrease) expenses total revenues expenses total revenues $ % Research and development$ 21,448 5 %$ 11,976 9 % $ 9,472 79 % Sales and marketing$ 37,413 8 %$ 26,599 21 % $ 10,814 41 % General and administrative$ 16,410 3 %$ 12,146 10 % $ 4,264 35 % Acquisition and integration costs$ 389 - %$ 4,456 4 % $ (4,067) -91 % Research and Development Expense Research and development expense for the three months endedSeptember 30, 2020 increased from$12.0 million to$21.4 million due primarily to increased spending on Savanna,Sofia instrument upgrade and next-generation instrument development projects. We also incurred incremental labor and material costs associated with COVID-19 product development. Research and development expenses include direct external costs such as fees paid to third-party contractors and consultants, and internal direct and indirect costs such as compensation and other expenses for research and development personnel, supplies and materials, clinical trials and studies, facility costs and depreciation. 22 -------------------------------------------------------------------------------- Sales and Marketing Expense Sales and marketing expense for the three months endedSeptember 30, 2020 increased from$26.6 million to$37.4 million due primarily to higher compensation costs driven by increased headcount and improved performance in the quarter, as well as bad debt expense. This was partially offset by reduced travel, meeting and trade show costs due to the COVID-19 travel restrictions. General and Administrative Expense General and administrative expense for the three months endedSeptember 30, 2020 increased from$12.1 million to$16.4 million compared with the prior year due to higher compensation costs. Acquisition and Integration Costs Acquisition and integration costs of$0.4 million for the three months endedSeptember 30, 2020 related to professional service fees, while the acquisition and integration costs of$4.5 million for the three months endedSeptember 30, 2019 consisted primarily of global operation integration costs and evaluation of new business development opportunities. Other Expense, Net The following table compares Other expense, net, for the three months endedSeptember 30, 2020 and 2019 (in thousands, except percentages): Three months ended September 30, Increase (decrease) 2020 2019 $ % Interest and other expense, net$ (1,797) $ (3,152) $ (1,355) -43 % Loss on extinguishment of debt (10,384) - 10,384 N/A Total other expense, net$ (12,181) $ (3,152) 9,029 286 % Interest and other expense, net primarily relates to accretion of interest on the deferred consideration, coupon and accretion of interest related to our Convertible Senior Notes and interest and amortization of deferred financing costs associated with our Credit Agreement. The decrease in interest and other expense, net of$1.4 million over the prior year was primarily due to lower debt balances under the Company's Convertible Senior Notes, Revolving Credit Facility and lower accretion of interest as the total deferred consideration liability outstanding declined during 2020. Loss on extinguishment of debt of$10.4 million for the three months endedSeptember 30, 2020 relates to the extinguishment of$5.9 million in aggregate principal of the Convertible Senior Notes converted and settled in cash during the period. Income Taxes For the three months endedSeptember 30, 2020 and 2019, income tax expense was$63.5 million and$1.3 million , respectively. The higher tax expense for the three months endedSeptember 30, 2020 compared to the same period in the prior year is a result of higher pre-tax profits and lower proportional discrete tax benefits recorded in 2020 for excess tax benefits of stock-based compensation. 23 -------------------------------------------------------------------------------- Nine months endedSeptember 30, 2020 compared to the nine months endedSeptember 30, 2019 Total Revenues The following table compares total revenues for the nine months endedSeptember 30, 2020 and 2019 (in thousands, except percentages): Nine Months Ended September 30, Increase (Decrease) 2020 2019 $ % Rapid Immunoassay$ 513,578 $ 126,800 $ 386,778 305 % Cardiometabolic Immunoassay 172,902 200,674 (27,772) -14 % Specialized Diagnostic Solutions 39,452 40,595 (1,143) -3 % Molecular Diagnostic Solutions 126,533 14,643 111,890 764 % Total revenues$ 852,465 $ 382,712 $ 469,753 123 % For the nine months endedSeptember 30, 2020 , total revenue increased to$852.5 million from$382.7 million in the prior year. The Rapid Immunoassay category was the largest contributor to revenue growth, driven by the Sofia SARS Antigen and influenza assays. Molecular Diagnostic Solutions sales grew$111.9 million over prior year, driven by the Lyra SARS-CoV-2 assays. The decrease in Cardiometabolic Immunoassay and Specialized Diagnostic Solutions sales was mainly due to lower demand during the COVID-19 pandemic. Currency exchange rate impact for the period was unfavorable by$0.7 million , which had a minimal impact on the growth rate. Gross Profit Gross profit increased to$647.4 million , or 76% of revenue for the nine months endedSeptember 30, 2020 , compared to$226.0 million , or 59% of revenue for the nine months endedSeptember 30, 2019 . The increased gross profit was driven by the demand for the new Sofia SARS Antigen, Lyra SARS-CoV-2 and influenza products, which drove improved product mix. In addition, higher production volumes contributed to increased manufacturing overhead absorption, which offset increases in spend. Gross margin improved compared to the same period in the prior year due to the same factors. Operating Expenses The following table compares operating expenses for the nine months endedSeptember 30, 2020 and 2019 (in thousands, except percentages): Nine
Months Ended
2020 2019
Operating As a % of Operating As a % of Increase (Decrease)
expenses total revenues expenses total revenues $ %
Research and development $ 58,797 7 % $ 37,629 10 % $ 21,168 56 %
Sales and marketing $ 95,718 11 % $ 83,114 22 % $ 12,604 15 %
General and administrative $ 46,421 5 % $ 38,453 10 % $ 7,968 21 %
Acquisition and integration costs $ 3,175 - % $ 9,116 2 % $ (5,941) -65 %
Research and Development Expense
Research and development expense for the nine months ended September 30, 2020
increased from $37.6 million to $58.8 million due primarily to increased
spending on Savanna, Sofia instrument upgrade and next-generation instrument
development projects. We also incurred higher labor, material and clinical
trials spend associated with COVID-19 product development.
Research and development expenses include direct external costs such as fees
paid to consultants, and internal direct and indirect costs such as compensation
and other expenses for research and development personnel, supplies and
materials, clinical trials and studies, facility costs and depreciation.
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Sales and Marketing Expense
Sales and marketing expense for the nine months ended September 30, 2020
increased $12.6 million to $95.7 million compared with the prior year, primarily
due to higher employee-related costs, freight and bad debt expense, partially
offset by reduced travel, meeting and trade show costs due to the COVID-19
travel restrictions.
General and Administrative Expense
General and administrative expense for the nine months ended September 30, 2020
increased from $38.5 million to $46.4 million compared with the prior year
period, due to increased compensation costs from global expansion and improved
performance in 2020. The increase was partially offset by lower professional
service fees incurred in the period.
Acquisition and Integration Costs
Acquisition and integration costs of $3.2 million for the nine months ended
September 30, 2020 primarily related to the evaluation of new business
development opportunities. Acquisition and integration costs of $9.1 million for
the nine months ended September 30, 2019 consisted primarily of global operation
integration costs.
Other Expense, net
The following table compares Other expense, net, for the nine months ended
September 30, 2020 and 2019 (in thousands, except percentages):
Nine months ended September 30, Increase (decrease)
2020 2019 $ %
Interest and other expense, net $ (8,071) $ (12,239) $ (4,168) -34 %
Loss on extinguishment of debt (10,384) (748) 9,636 1,288 %
Total other expense, net $ (18,455) $ (12,987) $ 5,468 42 %
Interest and other expense, net was $8.1 million and $12.2 million for the nine
months ended September 30, 2020 and 2019, respectively. Interest and other
expense, net primarily relates to accretion of interest on the deferred
consideration, coupon and accretion of interest related to our Convertible
Senior Notes and interest and amortization of deferred financing costs
associated with the debt outstanding under our Credit Agreement. The decrease in
interest and other expense, net over the prior year was primarily due to lower
debt balances under the Company's Revolving Credit Facility and Convertible
Senior Notes and lower deferred consideration liability outstanding. Such
decrease was partially offset by a $1.1 million change in fair value of
derivative liabilities associated with Convertible Senior Notes conversion
recorded in the second quarter of 2020.
Loss on extinguishment of debt of $10.4 million for the nine months ended
September 30, 2020 relates to the extinguishment of $5.9 million in aggregate
principal of the Convertible Senior Notes converted and settled in cash during
the period. Loss on extinguishment of debt of $0.7 million for the nine months
ended September 30, 2019 relates to the extinguishment of $45.4 million in
aggregate principal of the Convertible Senior Notes in exchange for the
Company's common stock during the period.
Income Taxes
For the nine months ended September 30, 2020 and 2019, the income tax expense
was $84.6 million and $2.4 million , respectively. The primary drivers of the
increased income tax expense in the nine months ended September 30, 2020 are the
increased pre-tax profits offset by the lower proportional impact from discrete
excess tax benefits from stock-based compensation. In the nine months ended
September 30, 2019 , the excess tax benefits from stock-based compensation offset
a greater portion of the tax expense from earnings.
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Liquidity and Capital Resources
As of
September 30, December 31,
2020 2019
Cash and cash equivalents $ 77,547 $ 52,775
Amount available to borrow under the Revolving Credit Facility $ 175,000 $ 175,000
Working capital including cash and cash equivalents $
353,050
As ofSeptember 30, 2020 , we had$77.5 million in cash and cash equivalents, a$24.8 million increase fromDecember 31, 2019 . Our cash requirements fluctuate as a result of numerous factors, such as cash generated from operations, progress in research and development or capital expansion projects and integration activities. In addition, we intend to continue to evaluate candidates for new product lines, company or technology acquisitions or technology licensing. If we decide to proceed with any such transactions, we may need to incur additional debt or issue additional equity, to successfully complete the transactions. Our primary source of liquidity, other than our holdings of cash and cash equivalents, has been cash flows from operations and financing. Cash generated from operations provides us with the financial flexibility we need to meet normal operating, investing and financing needs. We do not currently expect the impacts of the COVID-19 pandemic to adversely affect our liquidity and capital resources or our ability to meet financial commitments. We anticipate that our current cash and cash equivalents, together with cash provided by operating activities will be sufficient to fund our near-term capital and operating needs for at least the next 12 months. Normal operating needs include the planned costs to operate our business, including amounts required to fund working capital and capital expenditures. Our primary short-term needs for capital, which are subject to change, include expenditures related to: •the continued advancement of research and development efforts; •acquisitions of equipment and other fixed assets for use in our current and future manufacturing and research and development facilities; •support of commercialization efforts related to our current and future products, including support of our direct sales force and field support resources; •interest on and repayments of our Convertible Senior Notes, deferred consideration, contingent consideration and lease obligations; and •potential strategic acquisitions and investments. Our Convertible Senior Notes due in 2020 have a coupon rate of 3.25% and are convertible as ofSeptember 30, 2020 . The principal balance outstanding as ofSeptember 30, 2020 was$6.8 million . The Amended and Restated Credit Agreement provides us with a Revolving Credit Facility of$175.0 million and there is no balance outstanding as ofSeptember 30, 2020 . The Revolving Credit Facility matures onAugust 31, 2023 . See Note 5 of the Notes to Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report for further discussion of the Convertible Senior Notes and the Revolving Credit Facility. As ofSeptember 30, 2020 , we have$11.3 million in fair value of contingent consideration and$114.4 million of deferred consideration associated with acquisitions to be settled in future periods. OnDecember 12, 2018 , the Company's Board of Directors authorized a stock repurchase program, pursuant to which up to$50.0 million of the Company's shares of common stock may be purchased throughDecember 12, 2020 . OnAugust 28, 2020 , the Board authorized an addition of$150.0 million to the Company's previously announced stock repurchase program. The Board also extended the repurchase authorization throughAugust 28, 2022 . For the nine months endedSeptember 30, 2020 , 257,329 shares of outstanding common stock were repurchased under the Company's share repurchase program for approximately$43.7 million . As ofSeptember 30, 2020 , the Company had approximately$156.3 million available under the repurchase program. We expect our revenue and operating expenses will significantly impact our cash management decisions. Our future capital requirements and the adequacy of our available funds to service our long-term debt and to fund working capital expenditures and business development efforts will depend on many factors, including: 26
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•our ability to realize revenue growth from our new technologies and create innovative products in our markets; •our outstanding debt and covenant restrictions; •our ability to leverage our operating expenses to realize operating profits as we grow revenue; •competing technological and market developments; and •the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or complement our product and service offerings.
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