SEC Info  
    Home      Search      My Interests      Help      Sign In      Please Sign In

Anika Therapeutics, Inc. – ‘10-K’ for 12/31/20 – ‘R8’

On:  Friday, 3/5/21, at 5:18pm ET   ·   For:  12/31/20   ·   Accession #:  1171843-21-1573   ·   File #:  1-14027

Previous ‘10-K’:  ‘10-K’ on 3/6/20 for 12/31/19   ·   Next:  ‘10-K/A’ on 4/26/21 for 12/31/20   ·   Latest:  ‘10-K/A’ on 4/26/24 for 12/31/23   ·   37 References:   

Find Words in Filings emoji
 
  in    Show  and   Hints

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/05/21  Anika Therapeutics, Inc.          10-K       12/31/20  105:11M                                    Globenewswire Inc./FA

Annual Report   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   1.34M 
 6: EX-10.13D   Material Contract                                   HTML     94K 
 7: EX-10.13E   Material Contract                                   HTML     93K 
 8: EX-10.13G   Material Contract                                   HTML     85K 
 9: EX-10.13H   Material Contract                                   HTML     93K 
 2: EX-23.1     Consent of Expert or Counsel                        HTML     29K 
 3: EX-31.1     Certification -- §302 - SOA'02                      HTML     35K 
 4: EX-31.2     Certification -- §302 - SOA'02                      HTML     36K 
 5: EX-32.1     Certification -- §906 - SOA'02                      HTML     30K 
16: R1          Document And Entity Information                     HTML     89K 
17: R2          Consolidated Balance Sheets                         HTML    112K 
18: R3          Consolidated Balance Sheets (Parentheticals)        HTML     47K 
19: R4          Consolidated Statements of Operations and           HTML    108K 
                Comprehensive Income (Loss)                                      
20: R5          Consolidated Statements of Stockholders' Equity     HTML     85K 
21: R6          Consolidated Statements of Cash Flows               HTML    152K 
22: R7          Note 1 - Nature of Business                         HTML     35K 
23: R8          Note 2 - Summary of Significant Accounting          HTML    118K 
                Policies                                                         
24: R9          Note 3 - Business Combinations                      HTML    100K 
25: R10         Note 4 - Fair Value Measurements                    HTML     90K 
26: R11         Note 5 - Inventories                                HTML     44K 
27: R12         Note 6 - Property and Equipment                     HTML     44K 
28: R13         Note 7 - Acquired Intangible Assets, Net            HTML     85K 
29: R14         Note 8 - Goodwill                                   HTML     47K 
30: R15         Note 9 - Leases                                     HTML     79K 
31: R16         Note 10 - Accrued Expenses                          HTML     43K 
32: R17         Note 11 - Revolving Credit Agreement                HTML     35K 
33: R18         Note 12 - Commitments and Contingencies             HTML     34K 
34: R19         Note 13 - Revenue by Product Group, by Significant  HTML     87K 
                Customer and by Geographic Location; Geographic                  
                Information                                                      
35: R20         Note 14 - Equity Incentive Plan                     HTML    108K 
36: R21         Note 15 - Employee Benefit Plan                     HTML     33K 
37: R22         Note 16 - Accelerated Share Repurchases             HTML     36K 
38: R23         Note 17 - Income Taxes                              HTML    120K 
39: R24         Note 18 - Earnings Per Share ("Eps")                HTML     43K 
40: R25         Note 19 - Quarterly Financial Data (Unaudited)      HTML     67K 
41: R26         Significant Accounting Policies (Policies)          HTML    171K 
42: R27         Note 2 - Summary of Significant Accounting          HTML     52K 
                Policies (Tables)                                                
43: R28         Note 3 - Business Combinations (Tables)             HTML     81K 
44: R29         Note 4 - Fair Value Measurements (Tables)           HTML     85K 
45: R30         Note 5 - Inventories (Tables)                       HTML     42K 
46: R31         Note 6 - Property and Equipment (Tables)            HTML     42K 
47: R32         Note 7 - Acquired Intangible Assets, Net (Tables)   HTML     79K 
48: R33         Note 8 - Goodwill (Tables)                          HTML     39K 
49: R34         Note 9 - Leases (Tables)                            HTML     76K 
50: R35         Note 10 - Accrued Expenses (Tables)                 HTML     41K 
51: R36         Note 13 - Revenue by Product Group, by Significant  HTML     86K 
                Customer and by Geographic Location; Geographic                  
                Information (Tables)                                             
52: R37         Note 14 - Equity Incentive Plan (Tables)            HTML    102K 
53: R38         Note 17 - Income Taxes (Tables)                     HTML    115K 
54: R39         Note 18 - Earnings Per Share ("Eps") (Tables)       HTML     40K 
55: R40         Note 19 - Quarterly Financial Data (Unaudited)      HTML     65K 
                (Tables)                                                         
56: R41         Note 2 - Summary of Significant Accounting          HTML     72K 
                Policies (Details Textual)                                       
57: R42         Note 2 - Summary of Significant Accounting          HTML     39K 
                Policies - Allowance for Doubtful Accounts                       
                (Details)                                                        
58: R43         Note 2 - Summary of Significant Accounting          HTML     39K 
                Policies - Estimated Useful Lives of Property and                
                Equipment (Details)                                              
59: R44         Note 3 - Business Combinations (Details Textual)    HTML     74K 
60: R45         Note 3 - Business Combinations - Consideration      HTML     41K 
                Transferred (Details)                                            
61: R46         Note 3 - Business Combinations - Fair Value of Net  HTML     74K 
                Assets Acquired (Details)                                        
62: R47         Note 3 - Business Combinations - Intangible Assets  HTML     43K 
                Acquired (Details)                                               
63: R48         Note 3 - Business Combinations - Pro Forma          HTML     32K 
                Information (Details)                                            
64: R49         Note 4 - Fair Value Measurements (Details Textual)  HTML     68K 
65: R50         Note 4 - Fair Value Measurements - Fair Value of    HTML     62K 
                Financial Instruments (Details)                                  
66: R51         Note 4 - Fair Value Measurements - Contingent       HTML     38K 
                Consideration (Details)                                          
67: R52         Note 5 - Inventories (Details Textual)              HTML     34K 
68: R53         Note 5 - Inventories - Summary of Inventories       HTML     41K 
                (Details)                                                        
69: R54         Note 6 - Property and Equipment (Details Textual)   HTML     30K 
70: R55         Note 6 - Property and Equipment - Property and      HTML     43K 
                Equipment at Cost (Details)                                      
71: R56         Note 7 - Acquired Intangible Assets, Net (Details   HTML     50K 
                Textual)                                                         
72: R57         Note 7 - Acquired Intangible Assets, Net - Summary  HTML     63K 
                of Intangible Assets (Details)                                   
73: R58         Note 8 - Goodwill (Details Textual)                 HTML     32K 
74: R59         Note 8 - Goodwill - Changes in the Carrying Value   HTML     38K 
                of Goodwill (Details)                                            
75: R60         Note 9 - Leases (Details Textual)                   HTML     32K 
76: R61         Note 9 - Leases - Lease Expense and Other           HTML     58K 
                Information (Details)                                            
77: R62         Note 9 - Leases - Future Minimum Rental Payments    HTML     95K 
                for Operating Leases (Details)                                   
78: R63         Note 10 - Accrued Expenses - Summary of Accrued     HTML     45K 
                Expenses (Details)                                               
79: R64         Note 11 - Revolving Credit Agreement (Details       HTML     63K 
                Textual)                                                         
80: R65         Note 12 - Commitments and Contingencies (Details    HTML     30K 
                Textual)                                                         
81: R66         Note 13 - Revenue by Product Group, by Significant  HTML     35K 
                Customer and by Geographic Location; Geographic                  
                Information (Details Textual)                                    
82: R67         Note 13 - Revenue by Product Group, by Significant  HTML     50K 
                Customer and by Geographic Location; Geographic                  
                Information - Product Revenue by Product Group                   
                (Details)                                                        
83: R68         Note 13 - Revenue by Product Group, by Significant  HTML     47K 
                Customer and by Geographic Location; Geographic                  
                Information - Total Revenue by Geographic Location               
                (Details)                                                        
84: R69         Note 13 - Revenue by Product Group, by Significant  HTML     34K 
                Customer and by Geographic Location; Geographic                  
                Information - Net Tangible Long-lived Assets by                  
                Principal Geographic Areas (Details)                             
85: R70         Note 14 - Equity Incentive Plan (Details Textual)   HTML    131K 
86: R71         Note 14 - Equity Incentive Plan - Granted and       HTML     48K 
                Exercised Stock-based Compensation Awards                        
                (Details)                                                        
87: R72         Note 14 - Equity Incentive Plan - Stock Options     HTML     50K 
                and SAR's Activity (Details)                                     
88: R73         Note 14 - Equity Incentive Plan - Summary of        HTML     41K 
                Exercisable Options and SAR's (Details)                          
89: R74         Note 14 - Equity Incentive Plan - Restricted Stock  HTML     50K 
                Activity (Details)                                               
90: R75         Note 14 - Equity Incentive Plan - Assumptions Used  HTML     42K 
                to Estimate Fair Value of Stock Options and Stock                
                Appreciation Rights (Details)                                    
91: R76         Note 14 - Equity Incentive Plan - Total             HTML     36K 
                Stock-based Compensation Expense (Details)                       
92: R77         Note 15 - Employee Benefit Plan (Details Textual)   HTML     33K 
93: R78         Note 16 - Accelerated Share Repurchases (Details    HTML     72K 
                Textual)                                                         
94: R79         Note 17 - Income Taxes (Details Textual)            HTML     59K 
95: R80         Note 17 - Income Taxes - Components of Income       HTML     63K 
                Before Taxes and Provision for (Benefit from)                    
                Income Taxes (Details)                                           
96: R81         Note 17 - Income Taxes - Significant Components of  HTML     62K 
                Company's Deferred Tax Assets and Liabilities                    
                (Details)                                                        
97: R82         Note 17 - Income Taxes - Reconciliation Between     HTML     52K 
                U.S. Federal Statutory Rate and Effective Rate                   
                (Details)                                                        
98: R83         Note 18 - Earnings Per Share ("Eps") (Details       HTML     34K 
                Textual)                                                         
99: R84         Note 18 - Earnings Per Share ("EPS") - Basic and    HTML     38K 
                Diluted Earnings Per Share (Details)                             
100: R85         Note 19 - Quarterly Financial Data (Unaudited)      HTML     34K  
                (Details Textual)                                                
101: R86         Note 19 - Quarterly Financial Data (Unaudited) -    HTML     67K  
                Quarterly Financial Data (Unaudited) (Details)                   
103: XML         IDEA XML File -- Filing Summary                      XML    199K  
15: XML         XBRL Instance -- anik20201231_10k_htm                XML   2.55M 
102: EXCEL       IDEA Workbook of Financial Reports                  XLSX    118K  
11: EX-101.CAL  XBRL Calculations -- anik-20201231_cal               XML    186K 
12: EX-101.DEF  XBRL Definitions -- anik-20201231_def                XML   1.68M 
13: EX-101.LAB  XBRL Labels -- anik-20201231_lab                     XML   1.36M 
14: EX-101.PRE  XBRL Presentations -- anik-20201231_pre              XML   1.72M 
10: EX-101.SCH  XBRL Schema -- anik-20201231                         XSD    250K 
104: JSON        XBRL Instance as JSON Data -- MetaLinks              456±   766K  
105: ZIP         XBRL Zipped Folder -- 0001171843-21-001573-xbrl      Zip    374K  


‘R8’   —   Note 2 – Summary of Significant Accounting Policies


This is an IDEA Financial Report.  [ Alternative Formats ]



 
v3.20.4
Note 2 - Summary of Significant Accounting Policies
12 Months Ended
Notes to Financial Statements  
Significant Accounting Policies [Text Block]

2. Summary of Significant Accounting Policies

 

Use of Estimates

 

The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

Principles of Consolidation

 

The accompanying consolidated financial statements include the accounts of Anika Therapeutics, Inc. and its wholly owned subsidiaries, Anika Securities, Inc., Anika Therapeutics S.r.l. (“Anika S.r.l.”), Anika Therapeutics Limited, Parcus Medical and Arthrosurface. All intercompany balances and transactions have been eliminated in consolidation.

 

Foreign Currency Translation

 

The functional currency of Anika S.r.l. is the Euro, and the functional currency of Anika Therapeutics Limited is the British Pound Sterling. Assets and liabilities of the foreign subsidiaries are translated using the exchange rate existing on each respective balance sheet date. Revenues and expenses are translated using the average exchange rates for the period. The translation adjustments resulting from this process are included in stockholders’ equity as a component of accumulated other comprehensive income (loss) which resulted in a gain (loss) from foreign currency translation of $1.3 million, ($0.4) million, and ($0.7) million for the years ended December 31, 2020, 2019, and 2018, respectively.

 

Gains and losses resulting from foreign currency transactions are recognized in the consolidated statements of operations. Recorded balances that are denominated in a currency other than the functional currency are remeasured to the functional currency using the exchange rate at the balance sheet date and gains or losses are recorded in the statements of operations. The Company recognized a gain (loss) from foreign currency transactions of $0.3 million, ($0.3) million, and ($0.4) million during the years ended December 31, 2020, 2019, and 2018, respectively.

 

Allowance for Doubtful Accounts

 

The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of its customers to make required payments, which is included in selling, general and administrative expenses in the accompanying consolidated statements of operations. In determining the adequacy of the allowance for doubtful accounts, management specifically analyzes individual accounts receivable, historical bad debts, customer concentrations, customer credit-worthiness, current and reasonable and supportable forecasts of future economic conditions, accounts receivable aging trends, and changes in the Company’s customer payment terms. A summary of activity in the allowance for doubtful accounts is as follows:

 

  

December 31,

 
  

2020

  

2019

  

2018

 

Balance, beginning of the year

 $962  $1,525  $1,914 

Amounts provided

  635   6   57 

Amounts recovered

  (86)  (505

)

  (360

)

Amounts written off

  (78)  (33

)

   

Translation adjustments

  90   (31

)

  (86

)

Balance, end of the year

 $1,523  $962  $1,525 

 

Revenue Recognition

 

Pursuant to ASC 606, the Company recognizes revenue when a customer obtains control of promised goods or services. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five-step model in order to determine this amount: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are capable of being distinct or distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation.

 

Product Revenue

 

The Company generate sales principally through three types of customers: (i) commercial partnerships (ii) hospitals and surgery centers, and (iii) distributors, referred to as the distribution model.

 

For commercial partnership sales, the Company sells its products directly to these partners, who perform the vast majority of the downstream sales and marketing activities to customers and end-users. These arrangements may include the grant of certain licenses, performance of development services, and the supply of product. The Company’s largest such customer, DePuy Synthes Mitek Sports Medicine, a division of DePuy Orthopaedics, Inc., part of the Johnson & Johnson Medical Companies (“Mitek”), represented 49% and 71% of total revenues for the years-ended December 31, 2020 and 2019 respectively. The Company completed the performance obligations related to granted licenses and development services under the agreements with Mitek prior to 2016 and has no remaining material performance obligations. The Company recognizes revenue from product sales when the customer obtains control of the Company’s product, which typically occurs upon shipment to the customer. Commercial partnership agreements may also include sales-based royalties and milestones. As the Company considered the license to be the predominant item to which the royalties relate for these agreements, sales-based royalties and milestones are only recognized when the later of the underlying sale occurs or the performance obligation to which some or all of the sales-based royalty has been satisfied (or partially satisfied). This is generally in the same period that the Company’s licensees complete their product sales in their territory, for which the Company is contractually entitled to a percentage-based royalty. The Company records royalty revenues based on estimated net sales of licensed products as reported to us by the Company’s commercial partners. Differences between actual and estimated royalty revenues have not been material and are typically adjusted in the following quarter when the actual amounts are known. Revenue from sales-based royalties is included in product revenues. The Company’s certain supply agreements represent a promise to deliver product at the customer’s discretion that are considered distributor options. The Company assesses if these options provide a material right to the licensee, and if so, they are accounted for as separate performance obligations.  Substantially all of the Company’s supply agreements do not provide options that are considered material rights.

 

For sales to hospitals and surgery centers, which generally pairs an in-house team of regional sales directors with local or regional distributors, the inventory is generally consigned to sales agents so that products are available when needed for surgical procedures. No revenue is recognized upon the placement of inventory into consignment, as the Company retains the ability to control the inventory. Revenue is typically recognized as of the date of surgical implantation of the product.

 

For distributor sales, the Company sells its products principally to a number of distributors, generally outside the United States, who subsequently resell the products to sub-distributors and health care providers, among others. The Company recognizes revenue from product sales when the distributor obtains control of the Company’s product, which typically occurs upon shipment to the distributor, in return for agreed-upon, fixed-price consideration. Performance obligations are generally settled quickly after purchase order acceptance; therefore, the value of unsatisfied performance obligations at the end of any reporting period is generally insignificant. The Company sells to a diversified base of distributors and, therefore, believes there is no material concentration of credit risk.

 

The Company’s payment terms are consistent with prevailing practice in the respective markets in which the Company does business. Most of the Company’s customers make payments based on contract terms, which are not affected by contingent events that could impact the transaction price. Payment terms fall within the one-year guidance for the practical expedient, which allows the Company to forgo adjustment of the contractual payment amount of consideration for the effects of a significant financing component. The Company’s contracts with customers do not customarily provide a right of return, unless certain product quality standards are not met.

 

Some of the Company’s distributor agreements have volume-based discounts with tiered pricing which are generally prospective in nature. These prospective discounts together with any free-of-charge sample units offered are evaluated as potential material rights. If the prospective discounts or free-of-charge sample units are considered material rights, these would be separate performance obligations and a portion of the sales transaction price is allocated to the material right. Revenue allocated to the material right is recognized when the additional goods are transferred to the customer or when the option expires. During 2020, the consideration allocated to material rights was not significant.

 

The Company receives payments from its customers based on billing schedules established in each contract. Up-front payments and fees are recorded as deferred revenue upon receipt or when due, and may require deferral of revenue recognition to a future period until the Company performs its obligations under these arrangements. Amounts are recorded as accounts receivable when its right to consideration is unconditional. Deferred revenue is $0.2 million and $0 as of December 31, 2020 and 2019, respectively.

 

Generally, customer contracts contain Free on Board (FOB) or Ex-Works (EXW) shipping point terms where the customer pays the shipping company directly for all shipping and handling costs. In those contracts in which the Company pays for the shipping and handling, the associated costs are generally recorded along with the product sale at the time of shipment in cost of revenue when control over the products has transferred to the customer. Value-add and other taxes collected by the Company concurrently with revenue-producing activities are excluded from revenue. The Company’s general product warranty does not extend beyond an assurance that the product or services delivered will be consistent with stated contractual specifications, which does not create a separate performance obligation. The Company recognizes the incremental costs of obtaining contracts as an expense when incurred as the amortization period of the assets that the Company otherwise would have recognized is one year or less in accordance with the practical expedient in paragraph ASC 340-40-25-4. These costs are included in selling, general and administrative expenses.

   

Licensing, Milestone and Contract Revenue

 

The agreements with Mitek include variable consideration such as contingent development and regulatory milestones. Since 2016, there have been no remaining regulatory milestone related to the Mitek agreements. In general, variable consideration is included in the transaction price only to the extent a significant reversal in the amount of cumulative revenue recognized is not probable to occur.

 

Cash and Cash Equivalents

 

The Company considers only those investments which are highly liquid, readily convertible to cash, and that mature within 90 days from date of purchase to be cash equivalents. The Company’s cash equivalents consist of money market funds.

 

Investments

 

All of the Company’s investments are classified as available-for-sale which consist of U.S. treasury bills and are carried at fair value with unrealized gains and losses recorded as a component of accumulated other comprehensive income (loss), net of related income taxes. For securities sold prior to maturity, the cost of securities sold is based on the specific identification method. Realized gains and losses on the sale of investments are recorded in interest and other income, net. Interest is recorded when earned. Investments with original maturities greater than approximately three months and remaining maturities less than one year are classified as short-term investments. Investments with remaining maturities greater than one year are classified as long-term investments. The Company had no long-term investments as of December 31, 2020 and 2019.

  

All of the Company’s investments are subject to a periodic impairment review. For available-for-sale debt securities in an unrealized loss position we first assess whether (i) we intend to sell, or (ii) it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If either case is affirmative, any previously recognized allowances are charged-off and the security's amortized cost is written down to fair value through earnings. If neither case is affirmative, the security is evaluated to determine whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, management considers the extent to which fair value is less than amortized cost, any changes to the rating of the security by a rating agency and any adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income. Adjustments to the allowance are reported in the consolidated statement of operations as a component of credit loss expense. Available-for-sale securities are charged-off against the allowance or, in the absence of any allowance, written down through earnings when deemed uncollectible by management or when either of the aforementioned criteria regarding intent or requirement to sell is met.

 

During the years ended  December 31, 2020, 2019 and 2018, the Company did not record any impairment charges on its available-for-sale securities because it is not more likely than not that the Company will be required to sell these securities before the recovery of their cost basis.

 

Concentration of Credit Risk and Significant Customers

 

The Company has no significant off-balance sheet risks related to foreign exchange contracts, option contracts, or other foreign hedging arrangements. The Company’s cash equivalents and investments are held with two major international financial institutions.

 

The Company, by policy, routinely assesses the financial strength of its customers. As a result, the Company believes that its accounts receivable credit risk exposure is limited.

 

Mitek represented 49% and 71% of total revenues for the years-ended December 31, 2020 and 2019 respectively. As of December 31, 2020 and 2019, Mitek represented 44% and 70%, respectively, of the Company’s accounts receivable balance; no other single customer accounted for more than 10% of accounts receivable in either period.

 

Inventories

 

Inventories are primarily stated at the lower of standard cost and net realizable value, with approximate cost determined using the first-in, first-out method. Work-in-process and finished goods inventories include materials, labor, and manufacturing overhead. Inventory costs associated with product candidates that have not yet received regulatory approval are capitalized if the Company believes there is probable future commercial use and future economic benefit.

 

The Company’s policy is to write-down inventory when conditions exist that suggest inventory may be in excess of anticipated demand or is obsolete based upon assumptions about future demand for the Company’s products and market conditions. The Company regularly evaluates the ability to realize the value of inventory based on a combination of factors including, but not limited to, historical usage rates, forecasted sales or usage, product end of life dates, and estimated current or future market values. Purchasing requirements and alternative usage avenues are explored within these processes to mitigate inventory exposure.

 

When recorded, inventory write-downs are intended to reduce the carrying value of inventory to its net realizable value. If actual demand for the Company’s products deteriorates, or if market conditions are less favorable than those projected, additional inventory write-downs may be required. Other long-term assets include inventory expected to remain on hand beyond one year.

  

Leases

 

The Company adopted Leases (ASC 842) as of January 1, 2019 using the modified retrospective method which did not require it to restate prior periods, and did not have an impact on retained earnings. The transition guidance associated with ASC 842 also permits certain practical expedients. The Company has elected the “package of 3” practical expedients permitted under the transition guidance which eliminates the requirements to reassess prior conclusions about lease identification, lease classification, and initial direct costs. The Company also adopted the practical expedient to use hindsight to determine the lease term. The Company adopted an accounting policy which provides that leases with an initial term of 12 months or less and no purchase option the Company is reasonably certain of exercising will not be included within the lease right-of-use assets and lease liabilities on its consolidated balance sheet. The Company elected an accounting policy to combine the non-lease components (which include common area maintenance, taxes and insurance) with the related lease component. The Company elected this practical expedient to all asset classes upon the adoption of ASC 842.

  

At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the circumstances present and evaluates whether the lease is an operating lease or a finance lease at the commencement date. Operating and finance leases with a term greater than one year are recognized on the consolidated balance sheet as right-of-use assets, lease liabilities, and, if applicable, long-term lease liabilities. The Company includes renewal options to extend the lease in the lease term where it is reasonably certain that it will exercise these options. Operating and finance lease liabilities and the corresponding right-of-use assets are recorded based on the present values of lease payments over the lease terms. The interest rate implicit in lease contracts is typically not readily determinable. As such, the Company utilizes the appropriate incremental borrowing rates, which are the rates that would be incurred to borrow on a collateralized basis, over similar terms, amounts equal to the lease payments in a similar economic environment. Variable payments that do not depend on a rate or index are not included in the lease liability and are recognized as incurred. Lease contracts do not include residual value guarantees nor do they include restrictions or other covenants. Certain adjustments to the right-of-use assets may be required for items such as initial direct costs paid, incentives received or lease prepayments. If significant events, changes in circumstances, or other events indicate that the lease term or other inputs have changed, the Company would reassess lease classification, remeasure the finance and operating lease liabilities by using revised inputs as of the reassessment date, and adjust the right-of-use asset. Operating lease expense is recognized on a straight-line basis over the lease term. Finance lease expense is recognized based on the effective-interest method over the lease term.

 

Property and Equipment

 

Property and equipment are recorded at cost and depreciated using the straight-line method over their estimated useful lives, which are typically:

 

Asset

 

Estimated useful life 
(in years)

Computer equipment and software

 

3

-

10

Furniture and fixtures

 

5

-

7

Equipment

 

5

-

20

Leasehold improvements  Shorter of useful life or term of lease  

 

Maintenance and repairs are charged to expense when incurred; additions and improvements are capitalized. Fully depreciated assets are retained in the accounts until they are no longer used and no further charge for depreciation is made in respect of these assets. When an item is sold, retired or removed from service, the cost and related accumulated depreciation is relieved, and the resulting gain or loss, if any, is recognized in income.

 

Construction-in-process is stated at cost, which includes the cost of construction and other direct costs attributable to the construction. Construction-in-process is not depreciated until such time as the relevant assets are completed and put into use.

 

Goodwill and IPR&D Assets

 

Goodwill is the amount by which the purchase price of acquired net assets in a business combination exceeded the fair values of net identifiable assets on the date of acquisition. Acquired In-Process Research and Development (“IPR&D”) represents the fair value assigned to research and development assets that the Company acquires that have not been completed at the date of acquisition or are pending regulatory approval in certain jurisdictions. The value assigned to the acquired IPR&D is determined by estimating the costs to develop the acquired technology into commercially viable products, estimating the resulting revenue from the projects, and discounting the net cash flows to present value.  

 

Goodwill and IPR&D are not amortized but are evaluated for impairment annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. Our goodwill impairment assessment is performed by reporting unit. A reporting unit is the operating segment, or a business one level below that operating segment (the component level) if discrete financial information is prepared and regularly reviewed by segment management. However, components are aggregated as a single reporting unit if they have similar economic characteristics. The Company has two reporting units: the legacy Anika reporting unit, which specializes in therapies based on its hyaluronic acid, or HA, technology platform, and a joint preservation and restoration reporting unit established in 2020 upon the acquisitions of Parcus Medical and Arthrosurface. Factors the Company considers important, on an overall company basis, that could trigger an impairment review include significant underperformance relative to historical or projected future operating results, significant changes in the Company’s use of the acquired assets or the strategy for its overall business, significant negative industry or economic trends, a significant decline in the Company’s stock price for a sustained period, or a reduction of its market capitalization relative to net book value.

 

Under the US GAAP, the Company has the option to perform a qualitative assessment to determine if it is necessary to perform the impairment test. If the Company concludes, based on a qualitative assessment, it is not more likely than not that the Goodwill or the IPR&D asset is impaired, the Company is not required to perform the quantitative test. The Company has an unconditional option to bypass the qualitative assessment in any period and proceed directly to the quantitative impairment test.

 

To conduct quantitative impairment tests of goodwill, the fair value of the reporting unit is compared to its carrying value. If the reporting unit’s carrying value exceeds its fair value, the Company records an impairment loss to the extent that the carrying value of goodwill exceeds its implied fair value, not to exceed the recorded amount of goodwill. The Company’s annual assessment for impairment of goodwill as of November 30, 2020 indicated that the carrying value of the joint preservation and restoration reporting unit exceeded the fair value of the reporting unit. Therefore, the Company recorded an impairment loss during the year ended December 31, 2020. Please see Note 8 - Goodwill for further details. The Company did not record any impairment loss during the year ended December 31, 2019.

 

Long-Lived Assets

 

Long-lived assets primarily include property and equipment and intangible assets with finite lives. The Company’s intangible assets are comprised of purchased developed technologies, patents, trade names, customer relationships and distributor relationships. These intangible assets are carried at cost, net of accumulated amortization. Amortization is recorded on a straight-line basis over the intangible assets' useful lives, which range from approximately five to sixteen years. The Company reviews long-lived assets for impairment when events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of those assets are no longer appropriate. Each impairment test is based on a comparison of the undiscounted cash flows to the recorded value of the asset. If impairment is indicated, the asset is written down to its estimated fair value based on a discounted cash flow analysis.

 

In determining the useful lives of intangible assets, we consider the expected use of the assets and the effects of obsolescence, demand, competition, anticipated technological advances, changes in surgical techniques, market influences and other economic factors. For technology-based intangible assets, we consider the expected life cycles of products, absent unforeseen technological advances, which incorporate the corresponding technology.

 

Fair Value Measurements

 

Fair value is defined as the price that would be received from selling an asset, or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact and considers assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of non-performance. The accounting standard establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

  

 A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Three levels of inputs that may be used to measure fair value are:

  

 

Level 1 – Valuation is based upon quoted prices for identical instruments traded in active markets. Level 1 instruments include securities traded on active exchange markets, such as the New York Stock Exchange.

 

 

Level 2 – Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are directly observable in the market.

 

 

Level 3 – Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect the Company’s own estimates of assumptions market participants would use in pricing the instrument.

  

The Company’s financial assets have been classified as Level 1. The Company’s financial assets (which include cash equivalents and investments) have been initially valued at the transaction price and subsequently valued, at the end of each reporting period, utilizing third party pricing services. The Company’s financial liabilities have been classified as Level 3. The Company’s financial liabilities (which include contingent considerations as discussed in Note 4Fair Value Measurements) have been initially valued at the transaction price and subsequently valued, at the end of each reporting period, utilizing a third-party valuation specialist.

 

Research and Development

 

Research and development costs consist primarily of clinical trials, salaries and related expenses for personnel, and fees paid to outside consultants and outside service providers. Research and development costs are expensed as incurred.

 

Stock-Based Compensation

 

The Company has stock-based compensation plans under which it grants various types of equity-based awards, the cost of which is based on the grant-date fair value of the underlying award and recognized over the period during which an employee is required to provide service in exchange for the award, which is generally the vesting period.

 

For performance-equity awards with market-based conditions, compensation cost is measured at the date of the award and is recorded over the vesting period, regardless of the likelihood of achievement of the market-based performance criteria. For performance-based equity awards with financial and business milestone achievement targets, compensation cost is based on the probable outcome of the performance conditions. Changes to the probability assessment and the estimated shares expected to vest will result in adjustments to the related stock-based compensation expense that will be recorded in the period of the change. If the performance targets are not achieved, no compensation cost is recognized, and any previously recognized compensation cost is reversed.

 

See Note 13Equity Incentive Plan, for a description of the types of stock-based awards granted, the compensation expense related to such awards, and detail of equity-based awards outstanding.

 

Income Taxes

 

The Company’s income tax expense includes U.S. and international income taxes. Certain items of income and expense are not reported in tax returns and financial statements in the same year. The tax effects of these timing differences are reported as deferred tax assets and liabilities. Deferred tax assets are recognized for the estimated future tax effects of deductible temporary differences, tax operating losses, and tax credit carryforwards (including investment tax credits). Changes in deferred tax assets and liabilities are recorded in the provision for income taxes. The Company assesses the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent it believes that it is more likely than not that all or a portion of deferred tax assets will not be realized, the Company establishes a valuation allowance to reduce the deferred tax assets to the appropriate valuation. To the extent the Company establishes a valuation allowance or increases or decreases this allowance in a given period, it includes the related tax expense or tax benefit within the tax provision in the consolidated statement of operations in that period.

 

Comprehensive Income (Loss)

 

Comprehensive income (loss) consists of net income (loss) and other comprehensive income (loss), which includes foreign currency translation adjustments. For the purposes of comprehensive income (loss) disclosures, the Company does not record tax provisions or benefits for the net changes in the foreign currency translation adjustment, as it intends to indefinitely reinvest undistributed earnings of its foreign subsidiary. Accumulated other comprehensive income (loss) is reported as a component of stockholders' equity.

   

Segment Information

 

Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its President and Chief Executive Officer. Based on the criteria established by ASC 280, Segment Reporting, the Company has one operating and reportable segment.

 

Contingencies

 

In the normal course of business, the Company is involved from time-to-time in various legal proceedings and other matters such as contractual disputes, which are complex in nature and have outcomes that are difficult to predict. The Company records accruals for loss contingencies to the extent that it concludes that it is probable that a liability has been incurred and the amount of the related loss can be reasonably estimated. The Company considers all relevant factors when making assessments regarding these contingencies. Although the outcomes of any potential legal proceedings are inherently difficult to predict, the Company does not expect the resolution of any potential legal proceedings to have a material adverse effect on its financial position, results of operations, or cash flow.

 

Recent Accounting Pronouncements

 

In August 2018, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40), which amends ASU No. 2015-05, Customers Accounting for Fees in a Cloud Computing Agreement, to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement) by providing guidance for determining when the arrangement includes a software license. The most significant change aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software and hosting arrangements that include an internal-use software license. Accordingly, the amendments in ASU 2018-15 require an entity in a hosting arrangement that is a service contract to follow the guidance in Subtopic 350-40 to determine which implementation costs to capitalize as assets related to the service contract and which costs to expense. ASU 2018-15 is effective for fiscal years and interim periods beginning after December 15, 2019. The Company adopted ASU 2018-15 using the prospective method as of January 1, 2020. The adoption of this standard did not have a significant impact on the Company’s consolidated financial statements and related disclosures.

 

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses. The standard, including subsequently issued amendments, requires a financial asset measured at amortized cost basis, such as accounts receivable and certain other financial assets, to be presented at the net amount expected to be collected based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. ASU 2016-13 is effective for fiscal years and interim periods beginning after December 15, 2019 and requires the modified retrospective approach. The Company adopted ASU 2016-13 as of January 1, 2020. The adoption primarily impacted its trade receivables. The Company assesses its customer's ability to pay by conducting a credit review which includes an assessment of the customer's creditworthiness. The Company monitors the credit exposure through active review of customer balances. The Company's expected loss methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions and a review of the current status of customers' account balances. Concentrations of credit risks are limited due to the large number of customers and their dispersion across a number of geographic areas. The historical credit losses have not been significant due to this dispersion and the financial stability of its customers. The Company considers credit losses immaterial to its business and, therefore, has not provided all the disclosures otherwise required by the standard.

 

Credit losses relating to available-for-sale debt securities will be recorded through an allowance for credit losses rather than as a direct write-down to the security. Upon adopting ASU 2016-13, the Company did not record an allowance as of January 1, 2020 with respect to its available-for-sale debt securities as these securities consist of treasury bills for which the risk of loss is minimal.

 

In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which eliminates Step 2 of the previous goodwill impairment test, which required a hypothetical purchase price allocation to measure goodwill impairment. Under ASU 2017-04, a goodwill impairment loss will now be measured as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the recorded amount of goodwill. The Company adopted this ASU effective January 1, 2020. Adoption of this ASU impacted the measurement of goodwill impairment.

 

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, which eliminates certain disclosures, such as the amount and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy, and adds new disclosure requirements for Level 3 measurements. The Company adopted this ASU effective January 1, 2020, with certain provisions of the ASU applied retrospectively and other provisions provided prospectively. Adoption of this ASU did not impact the Company’s consolidated balance sheet, statements of operations, or cash flows; however, adoption of the ASU did result in modified disclosures in Note 4Fair Value Measurements.

 

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional guidance if certain criteria are met for entities that have contracts, hedging relationships, and other transactions that reference LIBOR or other reference rates expected to be discontinued as a result of reference rate reform. This ASU is effective as of March 12, 2020 through December 31, 2022. The Company has not adopted the ASU as of December 31, 2020, however will continue to monitor the impact of reference rates and will elect to apply this guidance in our consolidated financial statements in the event that we are impacted by reference rate reform.

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
12/31/22
Filed on:3/5/21
For Period end:12/31/2010-K/A
11/30/20
3/12/20
1/1/20
12/31/1910-K
12/15/19
1/1/19
12/31/1810-K
 List all Filings 


5 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/15/24  Anika Therapeutics, Inc.          10-K       12/31/23   90:9.1M                                   Globenewswire Inc./FA
 3/16/23  Anika Therapeutics, Inc.          10-K       12/31/22   97:10M                                    Globenewswire Inc./FA
 3/11/22  Anika Therapeutics, Inc.          10-K       12/31/21  105:25M                                    Globenewswire Inc./FA
 5/07/21  Anika Therapeutics, Inc.          10-Q        3/31/21   67:5.1M                                   Globenewswire Inc./FA
 4/26/21  Anika Therapeutics, Inc.          10-K/A     12/31/20  100:10M                                    Globenewswire Inc./FA


32 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 8/05/20  Anika Therapeutics, Inc.          8-K:5,7,9   8/05/20    3:95K                                    Globenewswire Inc./FA
 6/18/20  Anika Therapeutics, Inc.          8-K:5,9     6/16/20    2:194K                                   Globenewswire Inc./FA
 5/22/20  Anika Therapeutics, Inc.          10-Q        3/31/20   77:4.8M                                   Globenewswire Inc./FA
 4/29/20  Anika Therapeutics, Inc.          8-K:1,5,7,9 4/23/20    3:147K                                   Globenewswire Inc./FA
 3/06/20  Anika Therapeutics, Inc.          10-K       12/31/19   98:6.4M                                   Globenewswire Inc./FA
 3/02/20  Anika Therapeutics, Inc.          8-K:5,9     2/25/20    2:53K                                    Globenewswire Inc./FA
 1/07/20  Anika Therapeutics, Inc.          8-K:1,9     1/04/20    3:1.2M                                   Globenewswire Inc./FA
 7/26/19  Anika Therapeutics, Inc.          10-Q        6/30/19   68:3.4M                                   Globenewswire Inc./FA
 7/10/19  Anika Therapeutics, Inc.          8-K:5       7/05/19    3:131K                                   Globenewswire Inc./FA
 6/20/19  Anika Therapeutics, Inc.          8-K:5,9     6/18/19    2:185K                                   Globenewswire Inc./FA
 4/12/19  Anika Therapeutics, Inc.          8-K:5,9     4/09/19    5:230K                                   Globenewswire Inc./FA
 7/31/18  Anika Therapeutics, Inc.          10-Q        6/30/18   62:2.9M                                   Globenewswire Inc./FA
 6/06/18  Anika Therapeutics, Inc.          8-K:5,8,9   5/31/18    4:323K                                   Globenewswire Inc./FA
 3/08/18  Anika Therapeutics, Inc.          8-K:5,8,9   3/02/18    4:141K                                   Globenewswire Inc./FA
10/27/17  Anika Therapeutics, Inc.          10-Q        9/30/17   66:4.1M                                   Globenewswire Inc./FA
 7/27/17  Anika Therapeutics, Inc.          8-K:5,7,9   7/27/17    3:116K                                   Business Wire/FA
 6/19/17  Anika Therapeutics, Inc.          8-K:5,9     6/13/17    6:320K                                   Globenewswire Inc./FA
 2/24/17  Anika Therapeutics, Inc.          10-K       12/31/16   86:5.9M                                   Globenewswire Inc./FA
 5/03/16  Anika Therapeutics, Inc.          10-Q        3/31/16   65:2.6M                                   Globenewswire Inc./FA
10/14/15  Anika Therapeutics, Inc.          8-K:1,9    10/09/15    2:252K                                   Business Wire/FA
 5/05/14  Anika Therapeutics, Inc.          10-Q        3/31/14   61:3.5M                                   Globenewswire Inc./FA
12/22/11  Anika Therapeutics, Inc.          8-K:1,9    12/21/11    3:832K                                   Business Wire/FA
 6/10/11  Anika Therapeutics, Inc.          8-K:5,9     6/07/11    2:108K                                   Business Wire/FA
 3/16/11  Anika Therapeutics, Inc.          10-K       12/31/10   10:2M                                     Business Wire/FA
 1/06/10  Anika Therapeutics, Inc.          8-K:1,2,3,912/30/09    7:1.4M                                   Business Wire/FA
 9/14/09  Anika Therapeutics, Inc.          8-K:5       9/10/09    3:108K                                   Business Wire/FA
10/22/08  Anika Therapeutics, Inc.          8-K:5      10/17/08    3:249K                                   Business Wire/FA
 3/12/08  Anika Therapeutics, Inc.          10-K       12/31/07    8:784K                                   Toppan Merrill-FA
 2/06/08  Anika Therapeutics, Inc.          8-K:1,5,9   1/31/08    4:794K                                   Toppan Merrill/FA
 1/10/07  Anika Therapeutics, Inc.          8-K:1,2,9   1/04/07    2:489K                                   Toppan Merrill/FA
10/05/04  Anika Therapeutics, Inc.          8-K:1,5,9   9/29/04    6:201K                                   Toppan Merrill/FA
 3/30/04  Anika Therapeutics, Inc.          10-K       12/31/03    8:741K                                   Toppan Merrill-FA
Top
Filing Submission 0001171843-21-001573   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
AboutPrivacyRedactionsHelp — Fri., May 17, 7:32:16.2pm ET