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QIAGEN N.V. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands)
| Note | As of December 31, | ||
|---|---|---|---|
| 2018 | 2017 | ||
| Assets | |||
| Current assets: | |||
| Cash and cash equivalents | (3) | $ 1,159,079 | $ 657,714 |
| Short-term investments | (7) | 234,606 | 359,198 |
| Accounts receivable, net of allowance for doubtful accounts of $9,270 and $8,008 in 2018 and 2017, respectively | (3, 23) | 351,612 | 329,138 |
| Income taxes receivable | 34,936 | 39,509 | |
| Inventories, net | (3) | 162,912 | 155,927 |
| Fair value of derivative instruments — current | (13) | 102,754 | 7,480 |
| Prepaid expenses and other current assets | (8) | 109,161 | 99,007 |
| Total current assets | 2,155,060 | 1,647,973 | |
| Long-term assets: | |||
| Property, plant and equipment, net of accumulated depreciation of $603,430 and $564,588 in 2018 and 2017, respectively | (9) | 511,659 | 494,321 |
| Goodwill | (11) | 2,108,536 | 2,012,904 |
| Intangible assets, net of accumulated amortization of $1,194,679 and $1,117,423 in 2018 and 2017, respectively | (11) | 475,043 | 499,318 |
| Deferred income taxes | (16) | 42,896 | 39,353 |
| Fair value of derivative instruments — long-term | (13) | 295,363 | 224,398 |
| Other long-term assets (of which $24,300 and $17,713 in 2018 and 2017 due from related parties, respectively) | (10, 23) | 159,775 | 120,249 |
| Total long-term assets | 3,593,272 | 3,390,543 | |
| Total assets | $ 5,748,332 | $ 5,038,516 | |
The accompanying notes are an integral part of these consolidated financial statements.
QIAGEN N.V. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands, except par value)
| Note | As of December 31, | ||
|---|---|---|---|
| 2018 | 2017 | ||
| Liabilities and equity | |||
| Current liabilities: | |||
| Current portion of long-term debt | (15) | $ 503,116 | $ — |
| Accounts payable | (22) | 69,415 | 59,205 |
| Fair value of derivative instruments — current | (13) | 106,594 | 2,424 |
| Accrued and other current liabilities (of which $5,488 and $9,028 due to related parties in 2018 and 2017, respectively) | (10, 22) | 263,017 | 241,690 |
| Income taxes payable | 30,047 | 21,473 | |
| Total current liabilities | 972,189 | 324,792 | |
| Long-term liabilities: | |||
| Long-term debt, net of current portion | (15) | 1,671,090 | 1,758,258 |
| Deferred income taxes | (16) | 63,411 | 76,727 |
| Fair value of derivative instruments — long-term | (13) | 317,393 | 253,389 |
| Other long-term liabilities (of which $3,075 due to related parties in 2017) | (10, 22) | 89,279 | 84,354 |
| Total long-term liabilities | 2,141,173 | 2,172,728 | |
| Commitments and contingencies | (19) | ||
| Equity: | |||
| Preference shares, 0.01 EUR par value, authorized—450,000 shares, no shares issued and outstanding | — | — | |
| Financing preference shares, 0.01 EUR par value, authorized—40,000 shares, no shares issued and outstanding | — | — | |
| Common Shares, 0.01 EUR par value, authorized—410,000 shares, issued — 230,829 shares in 2018 and 2017, respectively | 2,702 | 2,702 | |
| Additional paid-in capital | 1,742,191 | 1,630,095 | |
| Retained earnings | 1,379,624 | 1,247,945 | |
| Accumulated other comprehensive loss | (17) | (310,644) | (220,759) |
| Less treasury shares, at cost— 5,320 and 4,272 shares in 2018 and 2017, respectively | (17) | (178,903) | (118,987) |
| Total equity | 2,634,970 | 2,540,996 | |
| Total liabilities and equity | $ 5,748,332 | $ 5,038,516 | |
The accompanying notes are an integral part of these consolidated financial statements.
QIAGEN N.V. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
| Note | Years ended December 31, | |||
|---|---|---|---|---|
| 2018 | 2017 | 2016 | ||
| Net sales | (3, 4, 23) | $ 1,501,848 | $ 1,417,536 | $ 1,337,991 |
| Cost of sales | 500,888 | 494,975 | 493,338 | |
| Gross profit | 1,000,960 | 922,561 | 844,653 | |
| Operating expenses: | ||||
| Research and development | (3) | 161,852 | 154,084 | 149,841 |
| Sales and marketing | 392,281 | 375,562 | 376,321 | |
| General and administrative, restructuring, integration and other, net | (3) | 141,214 | 200,098 | 180,573 |
| Acquisition-related intangible amortization | 39,032 | 39,398 | 39,091 | |
| Total operating expenses | 734,379 | 769,142 | 745,826 | |
| Income from operations | 266,581 | 153,419 | 98,827 | |
| Other income (expense): | ||||
| Interest income | 20,851 | 10,645 | 6,776 | |
| Interest expense | (67,293) | (49,685) | (39,022) | |
| Other income (expense), net | (6) | (5,598) | (4) | (9,673) |
| Total other expense, net | (40,844) | (39,044) | (41,919) | |
| Income before income taxes | 225,737 | 114,375 | 56,908 | |
| Income taxes | (3, 16) | 35,357 | 73,981 | (23,395) |
| Net income | 190,380 | 40,394 | 80,303 | |
| Net loss attributable to noncontrolling interest | — | — | (101) | |
| Net income attributable to the owners of QIAGEN N.V. | $ 190,380 | $ 40,394 | $ 80,404 | |
| Basic net income per common share attributable to the owners of QIAGEN N.V. | $ 0.84 | $ 0.18 | $ 0.34 | |
| Diluted net income per common share attributable to the owners of QIAGEN N.V. | $ 0.82 | $ 0.17 | $ 0.34 | |
| Weighted-average common shares outstanding | ||||
| Basic | (18) | 226,640 | 228,074 | 234,800 |
| Diluted | (18) | 233,456 | 233,009 | 238,993 |
The accompanying notes are an integral part of these consolidated financial statements.
QIAGEN N.V. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (in thousands)
| Note | Years ended December 31, | |||
|---|---|---|---|---|
| 2018 | 2017 | 2016 | ||
| Net income | $ 190,380 | $ 40,394 | $ 80,303 | |
| Other comprehensive income (loss) to be reclassified to profit or loss in subsequent periods: | ||||
| Gains (losses) on cash flow hedges, before tax | (13) | 25,207 | (50,067) | (3,969) |
| Reclassification adjustments on cash flow hedges, before tax | (13) | (9,774) | 26,136 | (6,228) |
| Cash flow hedges, before tax | 15,433 | (23,931) | (10,197) | |
| Losses on marketable securities, before tax | — | (854) | (1,421) | |
| Gains on pensions, before tax | 1,325 | 886 | 929 | |
| Foreign currency translation adjustments, before tax | (108,045) | 135,945 | (65,910) | |
| Other comprehensive (loss) income, before tax | (91,287) | 112,046 | (76,599) | |
| Income tax relating to components of other comprehensive income (loss) | 460 | 1,034 | 2,562 | |
| Total other comprehensive income (loss), after tax | (90,827) | 113,080 | (74,037) | |
| Comprehensive income | 99,553 | 153,474 | 6,266 | |
| Comprehensive (income) attributable to noncontrolling interest | — | — | (545) | |
| Comprehensive income attributable to the owners of QIAGEN N.V. | $ 99,553 | $ 153,474 | $ 5,721 | |
The accompanying notes are an integral part of these consolidated financial statements.
QIAGEN N.V. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
| (in thousands) | Note | Common Shares | Additional Paid-In Capital |
Retained Earnings |
Accumulated Other Comprehensive Income (Loss) |
Treasury Shares | Equity Attributable to the Owners of QIAGEN N.V. | Non-controlling Interest | Total Equity | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Shares | Amount | Shares | Amount | ||||||||
| Balance at December 31, 2015 | 239,707 | $ 2,812 | $ 1,765,595 | $ 1,209,197 | $ (259,156) | (6,702) | $ (152,412) | $ 2,566,036 | $ 2,034 | $ 2,568,070 | |
| Acquisition of QIAGEN Marseille S.A. shares from noncontrolling interests | — | — | — | — | — | — | — | — | (2,624) | (2,624) | |
| Acquisition of Exiqon A/S | (5) | — | — | — | — | — | — | — | — | 5,519 | 5,519 |
| Acquisition of Exiqon shares from noncontrolling interests | (5) | — | — | — | — | — | — | — | — | (5,474) | (5,474) |
| Net income | — | — | — | 80,404 | — | — | — | 80,404 | (101) | 80,303 | |
| Unrealized gain, net on pension | (17) | — | — | — | — | 650 | — | — | 650 | — | 650 |
| Unrealized loss, net on hedging contracts | (13) | — | — | — | — | (2,977) | — | — | (2,977) | — | (2,977) |
| Realized gain, net on hedging contracts | (13) | — | — | — | — | (4,671) | — | — | (4,671) | — | (4,671) |
| Unrealized loss, net on marketable securities | — | — | — | — | (1,371) | — | — | (1,371) | — | (1,371) | |
| Translation adjustment, net | (17) | — | — | — | — | (66,314) | — | — | (66,314) | 646 | (65,668) |
| Issuance of common shares in connection with stock plan | (21) | — | — | — | (26,137) | — | 1,555 | 32,406 | 6,269 | — | 6,269 |
| Excess tax benefit of employee stock plans | — | — | 782 | — | — | — | — | 782 | — | 782 | |
| Share-based compensation | (21) | — | — | 28,288 | — | — | — | — | 28,288 | — | 28,288 |
| Balance at December 31, 2016 | 239,707 | $ 2,812 | $ 1,794,665 | $ 1,263,464 | $ (333,839) | (5,147) | $ (120,006) | $ 2,607,096 | $ — | $ 2,607,096 | |
| Capital repayment | (8,878) | (110) | (244,319) | — | — | 191 | — | (244,429) | — | (244,429) | |
| Issuance of warrants | — | — | 45,307 | — | — | — | — | 45,307 | — | 45,307 | |
| Net income | — | — | — | 40,394 | — | — | — | 40,394 | — | 40,394 | |
| Unrealized gain, net on pension | (17) | — | — | — | — | 620 | — | — | 620 | — | 620 |
| Unrealized loss, net on hedging contracts | (13) | — | — | — | — | (42,489) | — | — | (42,489) | — | (42,489) |
| Realized loss, net on hedging contracts | (13) | — | — | — | — | 19,602 | — | — | 19,602 | — | 19,602 |
| Unrealized loss, net on marketable securities | (10) | — | — | — | — | (786) | — | — | (786) | — | (786) |
| Translation adjustment, net | (17) | — | — | — | — | 136,133 | — | — | 136,133 | — | 136,133 |
| Purchase of treasury shares | (17) | — | — | — | — | — | (1,909) | (60,970) | (60,970) | — | (60,970) |
| Issuance of common shares in connection with stock plan | (21) | — | — | — | (55,913) | — | 2,593 | 61,989 | 6,076 | — | 6,076 |
| Share-based compensation | (21) | — | — | 34,442 | — | — | — | — | 34,442 | — | 34,442 |
| Balance at December 31, 2017 | 230,829 | $ 2,702 | $ 1,630,095 | $ 1,247,945 | $ (220,759) | (4,272) | $ (118,987) | $ 2,540,996 | $ — | $ 2,540,996 | |
| Balance at January 1, 2018, as previously reported | 230,829 | 2,702 | 1,630,095 | 1,247,945 | (220,759) | (4,272) | (118,987) | 2,540,996 | — | 2,540,996 | |
| ASU 2016-01 impact of change in accounting policy | — | — | — | (942) | 942 | — | — | — | — | — | |
| ASU 2016-16 impact of change in accounting policy | — | — | — | (16,096) | — | — | — | (16,096) | — | (16,096) | |
| ASC 606 impact of change in accounting policy | — | — | — | (1,306) | — | — | — | (1,306) | — | (1,306) | |
| Adjusted balance at January 1, 2018 | (17) | 230,829 | $ 2,702 | $ 1,630,095 | $ 1,229,601 | $ (219,817) | (4,272) | $ (118,987) | $ 2,523,594 | $ — | $ 2,523,594 |
| Issuance of warrants | (17) | — | — | 71,983 | — | — | — | — | 71,983 | — | 71,983 |
| Net income | — | — | — | 190,380 | — | — | — | 190,380 | — | 190,380 | |
| Unrealized gain, net on pension | (17) | — | — | — | — | 754 | — | — | 754 | — | 754 |
| Unrealized gain, net on hedging contracts | (13) | — | — | — | — | 22,365 | — | — | 22,365 | — | 22,365 |
| Realized gain, net on hedging contracts | (13) | — | — | — | — | (7,331) | — | — | (7,331) | — | (7,331) |
| Translation adjustment, net | (17) | — | — | — | — | (106,615) | — | — | (106,615) | — | (106,615) |
| Purchase of treasury shares | (17) | — | — | — | — | — | (2,871) | (104,685) | (104,685) | — | (104,685) |
| Issuance of common shares in connection with stock plan | (21) | — | — | — | (40,357) | — | 1,823 | 44,769 | 4,412 | — | 4,412 |
| Share-based compensation | (21) | — | — | 40,113 | — | — | — | — | 40,113 | — | 40,113 |
| Balance at December 31, 2018 | 230,829 | $ 2,702 | $ 1,742,191 | $ 1,379,624 | $ (310,644) | (5,320) | $ (178,903) | $ 2,634,970 | $ — | $ 2,634,970 | |
The accompanying notes are an integral part of these consolidated financial statements.
QIAGEN N.V. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
| (in thousands) | Note | Years ended December 31, | ||
|---|---|---|---|---|
| 2018 | 2017 | 2016 | ||
| Cash flows from operating activities: | ||||
| Net income | $ 190,380 | $ 40,394 | $ 80,303 | |
| Adjustments to reconcile net income to net cash provided by operating activities, net of effects of businesses acquired: | ||||
| Depreciation and amortization | 206,436 | 216,448 | 213,056 | |
| Non-cash impairments | (6) | 17,020 | 5,137 | 44,399 |
| Amortization of debt discount and issuance costs | 35,537 | 24,773 | 20,451 | |
| Share-based compensation expense | (21) | 40,113 | 34,442 | 28,288 |
| Excess tax benefits from share-based compensation | — | — | (782) | |
| Deferred income taxes | (16) | (23,272) | 60,176 | (63,981) |
| (Gain) loss on marketable securities | (2,725) | 1,055 | (1,360) | |
| Reversals of contingent consideration | (14) | — | (3,269) | (6,501) |
| Other items, net including fair value changes in derivatives | (8,834) | (4,521) | 19,435 | |
| Net changes in operating assets and liabilities: | ||||
| Accounts receivable | (3) | (41,813) | (34,165) | (12,238) |
| Inventories | (3) | (36,918) | (21,633) | (20,346) |
| Prepaid expenses and other current assets | (8) | (9,942) | (5,245) | 6,640 |
| Other long-term assets | (30,312) | (16,786) | 3,549 | |
| Accounts payable | 6,993 | 4,321 | (1,466) | |
| Accrued and other current liabilities | (12) | (13,317) | 2,828 | 10,618 |
| Income taxes | (16) | 14,239 | (41,266) | 13,483 |
| Other long-term liabilities | 15,911 | 24,090 | 8,054 | |
| Net cash provided by operating activities | 359,496 | 286,779 | 341,602 | |
| Cash flows from investing activities: | ||||
| Purchases of property, plant and equipment | (109,773) | (90,081) | (74,536) | |
| Proceeds from sale of equipment | — | 42 | 63 | |
| Purchases of intangible assets | (40,990) | (34,324) | (19,388) | |
| Purchases of investments, net | (9,398) | (4,777) | (23,448) | |
| Cash paid for acquisitions, net of cash acquired | (5) | (172,832) | (50,549) | (90,490) |
| Purchases of short-term investments | (7) | (568,002) | (450,564) | (496,304) |
| Proceeds from redemptions of short-term investments | (7) | 691,765 | 189,006 | 533,847 |
| Proceeds from divestiture | (5) | 16,394 | — | — |
| Cash paid for collateral asset | (13) | (3,461) | (20,707) | (1,200) |
| Other investing activities | (15,059) | (2,310) | (7,600) | |
| Net cash used in investing activities | (211,356) | (464,264) | (179,056) | |
| Cash flows from financing activities: | ||||
| Proceeds from long-term debt, net of issuance costs | (15) | — | 329,875 | — |
| Proceeds from issuance of cash convertible notes, net of issuance costs | (15) | 494,879 | 394,391 | — |
| Purchase of call option related to cash convertible notes | (15) | (97,277) | (73,646) | — |
| Proceeds from issuance of warrants, net of issuance costs | (17) | 72,406 | 45,396 | — |
| Capital repayment | (17) | — | (243,945) | — |
| Repayment of long-term debt | (15) | — | — | (6,738) |
| Principal payments on capital leases | (1,308) | (1,402) | (1,322) | |
| Excess tax benefits from share-based compensation | — | — | 782 | |
| Proceeds from issuance of common shares | 4,412 | 6,075 | 6,269 | |
| Purchase of treasury shares | (17) | (104,685) | (60,970) | — |
| Other financing activities | (8,019) | (8,587) | (9,595) | |
| Net cash provided by (used in) financing activities | 360,408 | 387,187 | (10,604) | |
| Effect of exchange rate changes on cash and cash equivalents | (7,183) | 8,832 | (2,773) | |
| Net increase in cash and cash equivalents | 501,365 | 218,534 | 149,169 | |
| Cash and cash equivalents, beginning of period | 657,714 | 439,180 | 290,011 | |
| Cash and cash equivalents, end of period | $ 1,159,079 | $ 657,714 | $ 439,180 | |
| Supplemental cash flow disclosures: | ||||
| Cash paid for interest | $ 25,902 | $ 20,252 | $ 18,227 | |
| Cash paid for income taxes | $ 29,317 | $ 40,499 | $ 22,670 | |
| Supplemental disclosure of non-cash investing activities: | ||||
| Equipment purchased through capital lease | $ — | $ 88 | $ 113 | |
The accompanying notes are an integral part of these consolidated financial statements.
Further Reading
- Financial ResultsNotes to Consolidated Financial Statements
- Financial ResultsList of Subsidiaries
- Financial ResultsAuditor’s Report