0001642545-23-000051 | 10-Q | XBRL Viewer

Balance Sheet Components

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Inventory

Inventory consists of the following:


	September 30, 2023		December 31, 2022
	(in thousands)
Raw materials	$	24,289	$	18,456
Work in progress	17,493		7,666
Finished goods	54,907		48,735
Consigned inventory	491		255
Total inventory	$	97,180	$	75,112

Accrued Liabilities

Accrued liabilities consist of the following:


	September 30, 2023		December 31, 2022
	(in thousands)
Employee compensation	$	35,264	$	32,885
Research and development costs	7,943		4,007
Asset purchases	4,718		4,600
Professional services	6,970		4,044
Excise, sales, income and other taxes	6,033		4,036
Other	8,836		5,803
Total accrued liabilities	$	69,764	$	55,375

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Tax Disclosure [Abstract]
Income tax expense	$ 10,094	$ 118	$ 15,848	$ 1,089
Federal statutory income tax rate	22.15%	0.34%	13.31%	1.43%

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Debt - Additional Information (Details) - USD ($)					3 Months Ended		9 Months Ended
Debt - Additional Information (Details) - USD ($)	Aug. 29, 2023	Apr. 26, 2023	Mar. 16, 2023	Oct. 19, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Debt Instrument [Line Items]
Interest Expense					$ 2,509,000	$ 316,000	$ 3,955,000	$ 917,000
Gain (Loss) on Extinguishment of Debt					$ 700,000		$ (710,000)	0
Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity				$ 175,000,000.0
Incremental revolving commitments, maximum				100,000,000
Proceeds of supplemental term loan			$ 80,000,000.0	$ 25,000,000.0
Line of Credit Facility, Interest Rate at Period End					7.30%		7.30%
Interest Expense					$ 400,000	$ 300,000	$ 1,800,000	$ 900,000
Secured Overnight Financing Rate (SOFR) \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt interest rate basis				1.00%
Fed Funds Effective Rate Overnight Index Swap Rate \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt interest rate basis				0.50%
Minimum \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt interest rate basis				0.00%
Minimum \| Base Rate \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt interest rate basis				0.00%
Minimum \| Secured Overnight Financing Rate (SOFR) \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt interest rate basis				1.00%
Maximum \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt interest rate basis				2.00%
Maximum \| Base Rate \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt interest rate basis				1.00%
Maximum \| Secured Overnight Financing Rate (SOFR) \| Line of Credit \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt interest rate basis				2.00%
Loan and Security Agreement
Debt Instrument [Line Items]
Debt extinguished		$ 80,000,000.0
Repayments of Debt	$ 25,000,000.0

Financial Instruments and Fair Value Measurements - Schedule of Financial Assets and Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Apr. 11, 2023	Dec. 31, 2022
Convertible Senior Notes Due 2028
Assets:
Convertible Debt	$ 720,000
Neovasc Inc.
Assets:
Contingent consideration liability		$ 9,307
Recurring
Assets:
Total assets	803,171		$ 159,983
Total liabilities	729,307
Recurring \| Contingent Consideration
Assets:
Obligations	9,307
Recurring \| Borrowings
Assets:
Obligations	720,000
Recurring \| Level 1
Assets:
Total assets	746,106		123,707
Total liabilities	0
Recurring \| Level 1 \| Contingent Consideration
Assets:
Obligations	0
Recurring \| Level 1 \| Borrowings
Assets:
Obligations	0
Recurring \| Level 2
Assets:
Total assets	57,065		36,276
Total liabilities	720,000
Recurring \| Level 2 \| Contingent Consideration
Assets:
Obligations	0
Recurring \| Level 2 \| Borrowings
Assets:
Obligations	720,000
Recurring \| Level 3
Assets:
Total assets	0		0
Total liabilities	9,307
Recurring \| Level 3 \| Contingent Consideration
Assets:
Obligations	9,307
Recurring \| Level 3 \| Borrowings
Assets:
Obligations	0
Recurring \| U.S. Treasury securities
Assets:
Total assets	362,160		111,631
Recurring \| U.S. Treasury securities \| Level 1
Assets:
Total assets	362,160		111,631
Recurring \| U.S. Treasury securities \| Level 2
Assets:
Total assets	0		0
Recurring \| U.S. Treasury securities \| Level 3
Assets:
Total assets	0		0
Recurring \| Money market funds
Assets:
Total assets	383,946		12,076
Recurring \| Money market funds \| Level 1
Assets:
Total assets	383,946		12,076
Recurring \| Money market funds \| Level 2
Assets:
Total assets	0		0
Recurring \| Money market funds \| Level 3
Assets:
Total assets	0		0
Recurring \| Commercial paper
Assets:
Total assets	25,316		8,039
Recurring \| Commercial paper \| Level 1
Assets:
Total assets	0		0
Recurring \| Commercial paper \| Level 2
Assets:
Total assets	25,316		8,039
Recurring \| Commercial paper \| Level 3
Assets:
Total assets	0		0
Recurring \| Corporate bonds
Assets:
Total assets	12,202		18,808
Recurring \| Corporate bonds \| Level 1
Assets:
Total assets	0		0
Recurring \| Corporate bonds \| Level 2
Assets:
Total assets	12,202		18,808
Recurring \| Corporate bonds \| Level 3
Assets:
Total assets	0		0
Recurring \| US Government Agencies Debt Securities
Assets:
Total assets	13,790		9,429
Recurring \| US Government Agencies Debt Securities \| Level 1
Assets:
Total assets	0		0
Recurring \| US Government Agencies Debt Securities \| Level 2
Assets:
Total assets	13,790		9,429
Recurring \| US Government Agencies Debt Securities \| Level 3
Assets:
Total assets	0		$ 0
Recurring \| Asset-Backed Securities
Assets:
Total assets	5,757
Recurring \| Asset-Backed Securities \| Level 1
Assets:
Total assets	0
Recurring \| Asset-Backed Securities \| Level 2
Assets:
Total assets	5,757
Recurring \| Asset-Backed Securities \| Level 3
Assets:
Total assets	$ 0

Debt	9 Months Ended
Debt	Sep. 30, 2023
Debt Disclosure [Abstract]
Debt	9. Debt On October 19, 2022, the Company entered into a Credit Agreement (the “Credit Agreement”) with Wells Fargo Bank, National Association, as administrative agent, Wells Fargo Bank, National Association, as swingline lender and an issuing lender, Wells Fargo Securities, LLC and Silicon Valley Bank, as joint lead arrangers and joint bookrunners, Silicon Valley Bank, as syndication agent, and the several lenders party thereto. The Credit Agreement provides for a revolving credit facility in an aggregate principal amount of $175.0 million with the right to request increases to the revolving commitments (subject to certain conditions) of up to the greater of (x) $100 million or (y) the Company’s consolidated EBITDA for the four fiscal quarter period most recently ended prior to the date of such increase. Concurrent with entering into the Credit Agreement, the Company drew down $25.0 million thereunder. The Company repaid the $25.0 million drawn under the Credit Agreement on August 29, 2023. The Company recognized a loss on debt extinguishment of $0.7 million in connection with this repayment, which is included in interest expense in the condensed consolidated statement of operations for the three and nine months ended September 30, 2023. On March 16, 2023, the Company drew down an additional $80.0 million under the Credit Agreement. The Company repaid the $80.0 million drawn under the Credit Agreement on April 26, 2023. The revolving credit facility accrues for interest, at the election of the Company, at (A) the Base Rate (as defined below) plus a margin ranging from 0% to 1% depending on the Company’s Consolidated Total Net Leverage Ratio (as defined in the Credit Agreement) (which rate is currently 0%) or (B) the applicable secured overnight financing rate (“SOFR”) plus a margin from 1% to 2%, depending on the Company’s Consolidated Total Net Leverage Ratio (which rate is currently 2%). Base Rate means, at any time, the highest of (a) the Wells Fargo Bank, National Association’s announced prime rate, (b) the federal funds rate plus 0.5% and (c) Term SOFR for a one-month tenor in effect on such day plus 1%. The Credit Agreement matures on October 19, 2027. The interest rate was 7.3% as of August 29, 2023. The Company recorded interest expense of $0.4 million and $0.3 million for the three months ended September 30, 2023 and 2022, respectively. The Company recorded interest expense of $1.8 million and $0.9 million for the nine months ended September 30, 2023 and 2022, respectively.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Revenue - Schedule of Product Revenue Based on Location (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation Of Revenue [Line Items]
Product revenue	$ 186,020	$ 131,330	$ 527,251	$ 345,707
United States
Disaggregation Of Revenue [Line Items]
Product revenue	146,899	110,502	423,463	289,117
Europe
Disaggregation Of Revenue [Line Items]
Product revenue	19,352	11,762	54,501	37,223
All other countries
Disaggregation Of Revenue [Line Items]
Product revenue	$ 19,769	$ 9,066	$ 49,287	$ 19,367

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 924
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-Name Accounting Standards Codification
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+ Details

Cash Equivalents and Short-Term Investments

9 Months Ended

Sep. 30, 2023

Cash and Cash Equivalents [Abstract]

Cash Equivalents and Short-Term Investments

4. Cash Equivalents and Short-Term Investments

The following is a summary of the Company’s cash equivalents and short-term investments:


	September 30, 2023
	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value
	(in thousands)
U.S. Treasury securities	$	362,243	$	32	$	(115)	$	362,160
Money market funds	383,910		36		—		383,946
Commercial paper	25,391		—		(75)		25,316
Corporate bonds	12,197		32		(27)		12,202
U.S. agency securities	13,866		—		(76)		13,790
Asset-backed securities	5,761		6		(10)		5,757
Total	$	803,368	$	106	$	(303)	$	803,171
Reported as:
Cash equivalents							$	383,946
Short-term investments							419,225
Total							$	803,171


	December 31, 2022
	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value
	(in thousands)
U.S. Treasury securities	$	112,719	$	3	$	(1,091)	$	111,631
Money market funds	12,076		—		—		12,076
Commercial paper	8,039		—		—		8,039
Corporate bonds	18,876		8		(76)		18,808
U.S. agency securities	9,432		4		(7)		9,429
Total	$	161,142	$	15	$	(1,174)	$	159,983
Reported as:
Cash equivalents							$	12,076
Short-term investments							147,907
Total							$	159,983

There were $63.8 million and $123.8 million of investments in unrealized loss positions of $0.3 million and $1.2 million as of September 30, 2023 and December 31, 2022, respectively. During the three and nine months ended September 30, 2023 and 2022, the Company did not record any other-than-temporary impairment charges on its available-for-sale securities. Based on the Company’s procedures under the expected credit loss model, including an assessment of unrealized losses on the portfolio, the Company concluded that the unrealized losses for its marketable securities were not attributable to credit and therefore an allowance for credit losses for these securities has not been recorded as of September 30, 2023 and December 31, 2022. Also, based on the scheduled maturities of the investments, the Company was more likely than not to hold these investments for a period of time sufficient for a recovery of the Company’s cost basis.

The remaining contractual maturities of the Company’s cash equivalents and short-term investments were as follows:


	September 30, 2023
	Fair Value
	(in thousands)
Money market funds	$	383,946
One year or less	409,382
Greater than one year and less than two years	9,843
Total	$	803,171

Cash Equivalents and Short-Term Investments - Summary of Remaining Contractual Maturities for Available-for-sale Securities (Details) - USD ($) $ in Thousands	Sep. 30, 2023	Dec. 31, 2022
Cash and Cash Equivalents [Abstract]
Money market funds	$ 383,946	$ 12,076
One year or less	409,382
Greater than one year and less than two years	9,843
Total	$ 803,171

Organization and Basis of Presentation	9 Months Ended
Organization and Basis of Presentation	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Basis of Presentation	Organization and Basis of Presentation Shockwave Medical, Inc. (the “Company”) was incorporated on June 17, 2009. The Company is primarily engaged in the development and commercialization of novel technologies that transform the care of patients with cardiovascular disease. The Company is focused on the improvement of its Intravascular Lithotripsy (“IVL”) technology for the treatment of calcified plaque in patients with peripheral vascular, coronary vascular and heart valve disease. Built on a balloon catheter platform, the IVL technology uses lithotripsy to disrupt both superficial and deep vascular calcium, while minimizing soft tissue injury, and an integrated angioplasty balloon to dilate blockages at low pressures, restoring blood flow. Additionally, the Company continues to develop its coronary sinus reducer (“Reducer”) technology for the treatment of refractory angina. The Company, which is headquartered in Santa Clara, California and operates primarily in the United States, began commercial and manufacturing operations in 2016. The unaudited condensed financial statements include the accounts of Shockwave Medical, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. As of September 30, 2023, the Company had cash, cash equivalents and short-term investments of $917.3 million, which are available to fund future working capital requirements, investments, acquisitions, or repayments of outstanding indebtedness. The Company believes that its cash, cash equivalents, and short-term investments as of September 30, 2023, will be sufficient for the Company to continue as a going concern for at least 12 months from the date these unaudited condensed consolidated financial statements are filed with the Securities and Exchange Commission (“SEC”). The Company’s future capital requirements will depend on many factors, including its growth rate, the timing and extent of its spending to support research and development activities, and the timing and cost of establishing additional sales and marketing capabilities. Risk and Uncertainties The Company is subject to continuing risks and uncertainties in connection with the current global business, political and macroeconomic environments, including inflation, rising interest rates, uncertainty with respect to the federal budget, instability in the global banking system, volatile market conditions, supply chain disruptions, cybersecurity events, and global events, including regional conflicts around the world. The Company is closely monitoring the impact of these factors on all aspects of its business, including the impacts on its customers, patients, employees, suppliers, vendors, business partners and distribution channels. In particular, while the Company has not experienced material disruptions in its supply chain to date, the Company has been and continues to be impacted by disruptions in the operations of certain of its third-party suppliers, resulting in increased lead-times, higher component costs and lower allocations for the purchase of some components. In certain cases, the Company has incurred higher logistical expenses. The Company is continuing to work closely with its manufacturing partners and suppliers to source key components and maintain appropriate inventory levels to meet customer demand. The Company’s future results of operations and liquidity could be adversely impacted by a variety of factors, including those discussed in the section titled “Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 27, 2023 (the “2022 Annual Report”), together with any updates in the section titled “Risk Factors” of the Quarterly Reports on Form 10-Q for the quarters ended March 31, 2023 and June 30, 2023 and in this Quarterly Report on Form 10-Q. As of the date of issuance of these condensed consolidated financial statements, the extent to which the current macroeconomic environment may materially impact the Company’s financial condition, liquidity, or results of operations remains uncertain.

Goodwill and intangible assets - Schedule of Finite and Indefinite-Lived Intangible Assets (Details) - USD ($)
$ in Thousands

3 Months Ended

Jun. 30, 2023

Sep. 30, 2023

Dec. 31, 2022

^[1]

Finite-Lived Intangible Assets [Line Items]

Intangible assets, net

$ 93,775

$ 0

Neovasc Inc.

Finite-Lived Intangible Assets [Line Items]

Total intangibles, gross carrying amount

95,500

Accumulated Amortization

1,725

Impairment

$ 0

Intangible Assets, Net

62,375

Intangible assets, net

$ 93,775

Useful Life

19 years 3 months 18 days

Estimated Remaining Useful Life

18 years 9 months 18 days

In-process research and development | Neovasc Inc.

Finite-Lived Intangible Assets [Line Items]

Indefinite-lived intangible assets

$ 31,400

Customer relationships | Neovasc Inc.

Finite-Lived Intangible Assets [Line Items]

Gross Carrying Amount

2,900

Accumulated Amortization

275

Impairment

Intangible Assets, Net

$ 2,625

Useful Life

5 years

Estimated Remaining Useful Life

4 years 6 months

Developed technology | Neovasc Inc.

Finite-Lived Intangible Assets [Line Items]

Gross Carrying Amount

$ 61,200

Accumulated Amortization

1,450

Impairment

$ 0

Intangible Assets, Net

$ 59,750

Useful Life

20 years

Estimated Remaining Useful Life

19 years 6 months

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Revenue - Schedule of Product Revenue Based on Product Line (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Disaggregation Of Revenue [Line Items]
Product revenue	$ 186,020	$ 131,330	$ 527,251	$ 345,707
Coronary
Disaggregation Of Revenue [Line Items]
Product revenue	136,325	93,043	375,977	251,208
Peripheral
Disaggregation Of Revenue [Line Items]
Product revenue	47,835	37,045	146,227	91,783
Other
Disaggregation Of Revenue [Line Items]
Product revenue	572	1,242	2,528	2,716
Reducer
Disaggregation Of Revenue [Line Items]
Product revenue	$ 1,288	$ 0	$ 2,519	$ 0

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

- Definition

+ References

+ Details

Commitments and Contingencies

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Operating Leases

The Company’s operating leases consist of leased facilities for the Company’s headquarter offices, leased facilities for Neovasc, and leased facilities for laboratory and manufacturing space. Also included in operating leases are leases for vehicles, for use by certain employees of the Company, which were not material for the periods presented.

Short-term leases are leases having a term of 12 months or less. The Company recognizes short-term leases on a straight-line basis and does not record a related lease asset or liability for such leases. As of September 30, 2023, the Company has no material finance leases.

In September 2021, the Company entered into an office lease agreement (“3003 Bunker Hill Lease”) for the 3003 Bunker Hill facility which expires in December 2031. Concurrently, the Company entered into an Amendment to Office Lease (Net) (the “First Lease Amendment”) which extended the lease terms of the 5353 Betsy Ross and 5403 Betsy Ross facilities to December 2031. The 5403 Betsy Ross lease (“5403 Lease”) continued in its existing terms (and with no changes to its terms, including its base rent) until its expiration in August 2022, at which point the leased space under the 5403 Lease became subject to the terms of the First Lease Amendment. The 3003 Bunker Hill Lease and the First Lease Amendment contain options to extend the lease term at the respective facilities for up to two additional five-year terms at the then fair market rate. As of September 30, 2023, the Company is not reasonably certain it will exercise these extension options.

Additionally, included in the First Lease Amendment was an expansion option that stipulated that the Company had an option to lease the space in the adjacent building located at 5303 Betsy Ross (“5303 Lease”). The Company exercised this expansion option by entering into a Second Amendment to Office Lease (Net) (the “Second Lease Amendment”) on May 26, 2023. The 5303 Lease will commence on February 1, 2024 and will expire on December 31, 2031.

The Company recognizes rent expense for these operating leases on a straight-line basis over the lease period. The components of lease costs, which the Company includes in operating expenses in the condensed consolidated statements of operations and comprehensive income, were as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Operating lease cost	$	1,223	$	1,168	$	3,651	$	3,451
Variable lease cost	366		453		955		696
Total lease cost	$	1,589	$	1,621	$	4,606	$	4,147

During the three months ended September 30, 2023 and 2022, the Company recorded operating lease cost of $1.2 million and $1.2 million, respectively, and paid $1.4 million and $1.0 million of operating lease payments, respectively, related to the lease liabilities.

During the nine months ended September 30, 2023 and 2022, the Company recorded operating lease cost of $3.7 million and $3.5 million, respectively, and paid $4.1 million and $2.1 million of operating lease payments, respectively, related to the lease liabilities.

The Company includes operating lease payments in net cash used in operating activities in the condensed consolidated statements of cash flows.

The weighted average remaining lease term and discount rate used to measure the Company’s operating lease liabilities were 8.2 years and 5.2%, respectively. The Company estimated the discount rate using the incremental borrowing rate as the rate implicit in the lease was not readily determinable.

As of September 30, 2023, the maturities of the payments due under the Company’s operating lease liabilities were as follows:


Years ending December 31,	(in thousands)
2023 (remainder)	$	1,383
2024	5,517
2025	5,526
2026	5,690
2027	5,832
Thereafter	24,959
Total minimum lease payments	$	48,907
Less: imputed interest	(9,312)
Less: Lease incentive	(5,668)
Total lease liability	$	33,927
Less: current portion	(1,569)
Lease liability, noncurrent portion	$	32,358

Convertible Debt	9 Months Ended
Convertible Debt	Sep. 30, 2023
Debt Disclosure [Abstract]
Convertible Debt	10. Convertible Debt On August 15, 2023, the Company issued $750.0 million in aggregate principal amount of 1.0% convertible senior notes due 2028 (the “Notes”). The issuance included the full exercise of an option granted by the Company to the initial purchasers of the Notes to purchase an additional $100.0 million in aggregate principal amount of Notes. The Notes were issued pursuant to and subject to the terms of an indenture, dated August 15, 2023, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Indenture”). The Indenture includes customary covenants and sets forth certain events of default, including certain types of bankruptcy and insolvency events, after which the Notes may be declared immediately due and payable. The Notes were offered and sold in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The Notes are senior, unsecured obligations of the Company. The Notes will mature on August 15, 2028, unless earlier converted, redeemed, or repurchased in accordance with their terms. The Notes bear interest at a rate of 1.0% per year, payable semiannually in arrears on February 15 and August 15 of each year, beginning on February 15, 2024. The Notes are convertible, in multiples of $1,000.0 principal amount and at the option of the noteholder, on or after May 15, 2028. Prior to May 15, 2028, holders of the Notes may convert all or a portion of their Notes, in multiples of $1,000.0 principal amount, only under the following circumstances: (1) during any calendar quarter commencing after December 31, 2023 (and only during such calendar quarter) if the closing price of the Company’s common stock for at least 20 trading days (whether or not consecutive) in a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the then applicable conversion price for the Notes on each applicable trading day; (2) during the five business days immediately after any five consecutive trading day period in which the trading price (as defined in the Indenture) per $1,000.0 principal amount of Notes for each day of that period was less than 98% of the product of the closing price of the Company’s common stock and the then applicable conversion rate; (3) if the Company calls such Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the Notes called (or deemed called) for redemption; or (4) upon the occurrence of specific corporate events as specified in the Indenture. The Company will settle any conversions of Notes by paying or delivering, as applicable, cash up to the aggregate principal amount of the Notes to be converted and by paying or delivering, as the case may be, cash, shares of common stock or a combination of cash and shares of common stock, at the election of the Company, in respect of the remainder, if any, of the Company’s conversion obligation in excess of the aggregate principal amount of the Notes being converted. The conversion rate for the Notes was initially 3.4595 shares of common stock per $1,000.0 principal amount of Notes, which is equivalent to an initial conversion price of approximately $289.06 per share of common stock. The initial conversion price of the Notes represents a premium of approximately 30% over the $222.35 per share last reported sale price of common stock on August 10, 2023. The conversion rate is subject to adjustment under certain circumstances in accordance with the terms of the Indenture, with a maximum conversion rate of 4.4974 shares of common stock per $1,000.0 principal amount of Notes. The Company may not redeem the Notes prior to August 20, 2026. The Company may redeem, for cash equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest, all or any portion of the Notes, at its option, on or after August 20, 2026, if the last reported sales price of its common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of the redemption. No sinking fund is provided for the Notes and therefore the Company is not required to redeem or retire the Notes periodically. If the Company undergoes a fundamental change, as defined in the Indenture, then subject to certain conditions, holders may require the Company to repurchase for cash all or any portion of their Notes at a price equal to 100% of the principal amount of the Notes to be repurchased plus any accrued and unpaid interest to, but excluding, the repurchase date. In addition, under certain circumstances, holders of the Notes are entitled to an increase in the conversion rate. The conditions allowing holders of the Notes to convert were not met this quarter. As of September 30, 2023, the Notes were classified as a long-term liability, net of issuance costs of $19.5 million, on the condensed consolidated balance sheets. As of September 30, 2023, the net carrying amount of the Notes approximates fair value as the Notes were issued on August 15, 2023. Interest expense recognized related to the Notes for each of the three and nine months ended September 30, 2023 was $1.4 million. The Notes were issued at par and costs associated with the issuance of the Notes are amortized to interest expense over the contractual term of the Notes. As of September 30, 2023, the effective interest rate of the Notes was 1.5%. Capped Call Transactions On August 10, 2023, in connection with the pricing of the Notes and the initial purchasers’ exercise of their option to purchase additional Notes, the Company entered into privately negotiated capped call transactions (“Capped Call Transactions”). The Capped Call Transactions initially covered, subject to customary anti-dilution adjustments, the number of shares of common stock that underlie the Notes. The cap price of the Capped Call Transactions was initially $444.70 per share, which represents a premium of 100% over the last reported sale price of the Company’s common stock of $222.35 per share on August 10, 2023, and is subject to certain adjustments under the terms of the Capped Call Transactions. The Company used approximately $96.4 million of the proceeds from the offering of Notes to pay the cost of the Capped Call Transactions. The Company evaluated the Capped Call Transactions and determined that they should be accounted for separately from the Notes. The cost of $96.4 million to purchase the Capped Call Transactions was recorded as a reduction to additional paid-in capital in the condensed consolidated balance sheet as of September 30, 2023 as the Capped Call Transactions are indexed to the Company's own stock and met the criteria to be classified in stockholders’ equity.

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Revenue:
Product revenue	$ 186,020	$ 131,330	$ 527,251	$ 345,707
Cost of revenue:
Cost of product revenue	24,513	17,874	70,072	47,494
Gross profit	161,507	113,456	457,179	298,213
Operating expenses:
Research and development	39,526	20,177	103,326	57,956
Sales and marketing	56,907	42,082	167,656	118,558
General and administrative	21,451	14,434	70,386	39,988
Total operating expenses	117,884	76,693	341,368	216,502
Income from operations	43,623	36,763	115,811	81,711
(Loss) income from equity method investment	(733)	97	(1,702)	(1,414)
Interest expense	(2,509)	(316)	(3,955)	(917)
Other income (expense), net	4,699	(1,423)	8,667	(3,206)
Net income before taxes	45,080	35,121	118,821	76,174
Income tax expense	10,094	118	15,848	1,089
Net income	34,986	35,003	102,973	75,085
Other comprehensive income (loss):
Unrealized gain (loss) on available-for-sale securities	242	(275)	723	(1,410)
Adjustment for net gain realized and included in other income	0	0	5	0
Total comprehensive income	$ 35,228	$ 34,728	$ 103,691	$ 73,675
Net income per share
Basic (USD per share)	$ 0.95	$ 0.97	$ 2.81	$ 2.10
Diluted (USD per share)	$ 0.92	$ 0.92	$ 2.70	$ 1.99
Denominator:
Basic (in shares)	36,797,072	36,003,931	36,630,575	35,807,264
Diluted (in shares)	38,196,780	37,948,049	38,184,299	37,813,107
Type of Revenue [Extensible List]	Product [Member]	Product [Member]	Product [Member]	Product [Member]
Type of Cost, Good Or Service [Extensible List]	Product [Member]	Product [Member]	Product [Member]	Product [Member]

Net Income (Loss) Per Share (Tables)

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Components of Basic and Diluted Net Income (Loss) Per Share

The components of basic and diluted net income per share were as follows (in thousands, except share and per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Numerator:
Net income	$	34,986	$	35,003	$	102,973	$	75,085
Denominator:
Basic:
Weighted average number of common shares outstanding - basic	36,797,072		36,003,931		36,630,575		35,807,264
Diluted:
Weighted average number of common shares outstanding - basic	36,797,072		36,003,931		36,630,575		35,807,264
Dilutive effect of outstanding common stock options	934,847		1,250,350		988,941		1,348,908
Dilutive effect of restricted stock units	460,615		690,128		560,371		655,016
Dilutive effect of common stock pursuant to employee stock purchase plan	4,246		3,640		4,412		1,919
Weighted average number of common shares outstanding - diluted	38,196,780		37,948,049		38,184,299		37,813,107
Net income per share:
Basic	$	0.95	$	0.97	$	2.81	$	2.10
Diluted	$	0.92	$	0.92	$	2.70	$	1.99

Summary of Outstanding Potentially Dilutive Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share

All restricted shares, employee stock purchase plan options, and capped call options for the three and nine months ended September 30, 2023 and 2022 have been excluded from the calculation of the diluted net income per share, because all such securities are anti-dilutive for all periods presented. The total number of potential shares excluded from the calculation of diluted net income per share are as follows:


	Three Months Ended September 30,		Nine Months Ended September 30,
	2023	2022	2023	2022
Restricted stock units	115,361	17,318	96,548	5,966
Employee stock purchase plan	—	3,806	—	1,100
Capped call options	333,409	—	333,409	—
Total	448,770	21,124	429,957	7,066

Goodwill and intangible assets (Tables)

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

The changes in the carrying amounts of goodwill were as follows:


	(in thousands)
Balance as of December 31, 2022	$	—
Goodwill acquired - Neovasc	39,789
Goodwill deductions or impairment	—
Balance as of September 30, 2023	$	39,789

Schedule of Finite-Lived Intangible Assets

The following table presents details of the acquired intangible assets as of September 30, 2023 (in thousands, except useful life and estimated remaining useful life which are in years):


	Gross Carrying Amount		Accumulated Amortization		Impairment		Intangible Assets, Net		Useful Life	Estimated Remaining Useful Life
Customer relationships	$	2,900	$	275	$	—	$	2,625	5 years	4.5 years
Developed technology	61,200		1,450		—		59,750		20 years	19.5 years
In-process research and development	31,400		—		—		31,400		N/A	N/A
Total	$	95,500	$	1,725	$	—	$	93,775	19.3 years	18.8 years

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The following table summarizes the estimated future amortization expense of intangible assets with finite lives as of September 30, 2023:


Years ending December 31,	(in thousands)
2023 (remainder)	$	918
2024	3,640
2025	3,640
2026	3,640
2027	3,640
Thereafter	46,897
Total estimated future amortization expense	$	62,375

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 55
-Paragraph 24
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482548/350-20-55-24

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (g)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 1A
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-1A

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 350
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482573/350-20-50-2

+ Details

Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting.

The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s consolidated financial position, results of operations and cash flows. The results of operations for the three and nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2022 included herein was derived from the audited financial statements as of that date. The unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the 2022 Annual Report.

Cash, Cash Equivalents, and Restricted Cash

The Company considers all highly liquid investments purchased with original maturities of three months or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market accounts.

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated statements of cash flows:


	September 30, 2023		September 30, 2022
	(in thousands)
Cash and cash equivalents	$	498,108	$	127,779
Restricted cash	1,341		2,165
Total cash, cash equivalents, and restricted cash	$	499,449	$	129,944

Restricted cash as of September 30, 2023 and December 31, 2022 relates to corporate credit card security, customer bank guarantee security, and letters of credit established for the real estate property leases relating to the Company’s office buildings, and is recorded as other assets on the condensed consolidated balance sheets.

Equity Method Investments

Entities for which the Company has significant influence over the activities of the entity, but does not control, are accounted for under the equity method of accounting in accordance with Topic 323, Investments - Equity Method and Joint Ventures. The Company’s carrying value in the equity method investment is reported as equity method investment on the Company’s consolidated balance sheets. The Company records its proportionate share of the underlying income or loss which is recognized in earnings or loss from the equity method investment. The Company eliminates a portion of intra-entity profit to the extent the goods sold by the Company have not yet been sold through by the equity method investee to an end customer at the end of the reporting period. The profit earned by the Company from the equity method investee for items not yet sold through is eliminated through equity method earnings or loss which is recognized in income (loss) from equity method investment.

The Company assesses its equity method investment for impairment when events or circumstances suggest that the carrying amount of the investment may be impaired. The Company considers all available evidence in assessing whether a decline in fair value is other than temporary. If the decline in fair value is determined to be other than temporary, the difference between the carrying amount of the investment and estimated fair value is recognized as an impairment charge.

Revenue

To determine revenue recognition for arrangements that an entity determines are within the scope of Topic 606, Revenue from Contracts with Customers, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation.

Product Revenue

The Company records product revenue primarily from the sale of its IVL catheters and Reducer. The Company sells its products to hospitals, primarily through direct sales representatives, as well as through distributors in selected international markets. Additionally, a portion of the Company’s revenue is generated through a consignment model under which inventory is maintained at hospitals.

Product revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services.

For products sold through direct sales representatives, control is transferred upon delivery to customers. For products sold to distributors internationally and products sold to customers that utilize stocking orders, control is transferred upon shipment or delivery to the customer’s named location, based on the contractual shipping terms. For consignment inventory, control is transferred at the time the IVL catheters are consumed in a procedure. The Company has elected to account for shipping and handling activities that occur after the customer has obtained control as a fulfillment activity, and not a separate performance obligation.

The Company may provide for the use of an IVL generator and connector cable under an agreement to customers at no charge to facilitate use of the IVL catheters. These agreements generally do not contain contractually enforceable minimum commitments and are generally cancellable by either party with 30 days’ notice.

License Revenue

For arrangements that contain a license of the Company’s functional intellectual property with a customer, the Company considers whether the license grant is distinct from other performance obligations in the arrangement. A license grant of functional intellectual property is generally considered to be capable of being distinct if a customer can benefit from the license on its own or together with other readily available resources. License revenue for licenses of functional intellectual property is recognized at a point in time when the Company satisfies its performance obligation of transferring the license to the customer.

Consideration received in advance of the satisfaction of a performance obligation is recognized as a contract liability. No license revenues were recognized for the three and nine months ended September 30, 2023.

Stock-Based Compensation

The Company accounts for share-based payments at fair value. The fair value of stock options is measured using the Black-Scholes option-pricing model. For share-based awards that vest subject to the satisfaction of a service requirement, the fair value measurement date for stock-based compensation awards is the date of grant and the expense is recognized on a straight-line basis, over the vesting period. For share-based awards that vest upon the satisfaction of a performance target, the related compensation cost is recognized over the requisite service period based on the expected achievement of the performance target. The Company accounts for forfeitures as they occur.

Business combinations

The Company applies the provisions of ASC 805, Business Combinations (“ASC 805”), in accounting of its acquisitions. ASC 805 requires recognition of assets acquired, liabilities assumed, and contingent consideration at their fair value on the acquisition date with subsequent changes recognized in earnings; requires acquisition-related expenses to be recognized separately from the business combination and expensed as incurred; requires in-process research and development to be capitalized at fair value as an indefinite-lived intangible asset until completion or abandonment; and requires that changes in accounting for deferred tax asset valuation allowances and acquired uncertain tax positions after the measurement period be recognized as a component of provision for taxes.

When an integrated set of assets and activities does not meet the practical screen test and otherwise meets the definition of a “business” under ASC 805, the Company accounts for such acquisitions as business combinations. The purchase price of an acquisition is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The Company bases the estimated fair value of identifiable intangible assets acquired in an acquisition on independent third-party valuations that use information and

assumptions provided by the Company’s management and considers inputs and assumptions that a market participant would use. Any excess purchase price over the estimated fair values of the assets acquired and liabilities assumed is recorded as goodwill. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the provisional amounts of assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded in earnings.

In addition, uncertain tax positions and tax related valuation allowances assumed in a business combination are initially estimated as of the acquisition date and therefore are also provisional by nature. The Company reevaluates these items quarterly based upon facts and circumstances that existed as of the acquisition date with any adjustments to its preliminary estimates being recorded to goodwill if identified within the measurement period.

Goodwill

In accordance with ASC 350, Intangibles-Goodwill and Other, the acquired goodwill is not amortized but is tested for impairment on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. The Company performs annual impairment reviews of its goodwill balance during the fourth fiscal quarter or more frequently if business factors indicate. In testing for impairment, the Company compares the fair value of its reporting unit to its carrying value including the goodwill of that unit. If the carrying value, including goodwill, exceeds the reporting unit’s fair value, the Company will recognize an impairment loss for the amount by which the carrying amount exceeds the reporting unit’s fair value. The loss recognized cannot exceed the total amount of goodwill allocated to that reporting unit. The Company did not incur any goodwill impairment losses during the nine months ended September 30, 2023.

In-process research and development

Intangible assets related to in-process research and development costs are considered indefinite-lived intangible assets until the completion or abandonment of the associated research and development efforts. If and when development is complete, the associated assets would be deemed finite-lived intangible assets and would then be amortized based on their respective estimated useful lives at that point in time. Prior to the completion or abandonment of the associated research and development efforts, the assets are not amortized but are tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the in-process research and development projects below their respective carrying amounts.

During the fourth fiscal quarter and if business factors indicate more frequently, the Company performs an assessment of the qualitative factors affecting the fair value of its in-process research and development projects. If the fair value exceeds the carrying value, there is no impairment. Impairment losses on indefinite-lived intangible assets are recognized based solely on a comparison of the fair value of an asset to its carrying value, without consideration of any recoverability test.

Intangible assets

Amortizable intangible assets include customer relationships and developed technology acquired as part of the business combination. Customer relationships and developed technology acquired through business combinations subject to amortization are amortized using the straight-line method over their estimated useful lives ranging from five to 20 years. All intangible assets subject to amortization are reviewed for impairment during the fourth fiscal quarter or more frequently if business factors indicate in accordance with ASC 360, Property, Plant and Equipment.

Contingent Consideration Liabilities Related to Business Combination

At each reporting period, the Company evaluates the likelihood of any expected future payments and the associated discount rate to determine the fair value of the contingent consideration. The Company remeasures the fair value of contingent consideration liabilities each reporting period, based on new developments, and records any necessary adjustments as a component of total operating expenses within the condensed consolidated statements of operations until either the contingent consideration obligation is satisfied through payment upon the achievement of, or the obligation no longer exists due to the failure to achieve, the specified milestones. Contingent consideration liabilities are recorded within other liabilities in the condensed consolidated balance sheets.

Convertible Debt

The Company applies the provisions of Accounting Standards Update (“ASU”) 2020-06-Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40)-Accounting For Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”) which simplify the accounting related to convertible debt instruments by removing major separation models required under current GAAP.

Accordingly, the Company does not bifurcate the liability and equity components of the convertible debt on the condensed consolidated balance sheets. The Company’s convertible debt is are reflected as a liability on the Company’s condensed consolidated balance sheets, with the initial carrying amount equal to the principal amount of the debt, net of issuance costs. The issuance costs are treated as a debt discount for accounting purposes, which will be amortized into interest expense over the term of the instruments utilizing the effective interest method.

The Company accounts for its convertible debt as a single liability with no separate accounting for embedded conversion features. The remaining consideration transferred, after reducing the carrying amount of the convertible debt, is recorded as a reduction to additional paid‐in capital on the Company’s condensed consolidated balance sheets.

Revenue

9 Months Ended

Sep. 30, 2023

Disaggregation of Revenue [Abstract]

Revenue

The following table represents the Company’s product revenue based on product line:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Coronary	$	136,325	$	93,043	$	375,977	$	251,208
Peripheral	47,835		37,045		146,227		91,783
Reducer	1,288		—		2,519		—
Other	572		1,242		2,528		2,716
Product revenue	$	186,020	$	131,330	$	527,251	$	345,707

Coronary product revenue encompasses sales of the Company’s C2 catheter and C2+ catheter. Peripheral product revenue encompasses sales of the Company’s M5 catheter, M5+ catheter, S4 catheter, and L6 catheter. Reducer revenue encompasses sales of the Company’s Reducer product, which was acquired through the Neovasc acquisition. Other product revenue encompasses sales of the Company’s generators and related accessories.

The following table represents the Company’s product revenue based on the location to which the product is shipped:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
United States	$	146,899	$	110,502	$	423,463	$	289,117
Europe	19,352		11,762		54,501		37,223
All other countries	19,769		9,066		49,287		19,367
Product revenue	$	186,020	$	131,330	$	527,251	$	345,707

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-9

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-10

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-15

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-12

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 606
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479806/606-10-50-13

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Topic 606
-Publisher FASB
-URI https://asc.fasb.org//606/tableOfContent

+ Details

Revenue (Tables)

9 Months Ended

Sep. 30, 2023

Disaggregation of Revenue [Abstract]

Schedule of Product Revenue Based on Product Line and Location

The following table represents the Company’s product revenue based on product line:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Coronary	$	136,325	$	93,043	$	375,977	$	251,208
Peripheral	47,835		37,045		146,227		91,783
Reducer	1,288		—		2,519		—
Other	572		1,242		2,528		2,716
Product revenue	$	186,020	$	131,330	$	527,251	$	345,707

The following table represents the Company’s product revenue based on the location to which the product is shipped:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
United States	$	146,899	$	110,502	$	423,463	$	289,117
Europe	19,352		11,762		54,501		37,223
All other countries	19,769		9,066		49,287		19,367
Product revenue	$	186,020	$	131,330	$	527,251	$	345,707

Organization and Basis of Presentation - Additional Information (Details) $ in Millions	Sep. 30, 2023 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash, cash equivalents and short-term investments	$ 917.3

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2023	Nov. 01, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-38829
Entity Registrant Name	Shockwave Medical, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	27-0494101
Entity Address, Address Line One	5403 Betsy Ross Drive
Entity Address, City or Town	Santa Clara
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95054
City Area Code	510
Local Phone Number	279-4262
Title of 12(b) Security	Shockwave Medical, Inc., common stock, par value $0.001 per share
Trading Symbol	SWAV
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		36,896,750
Entity Central Index Key	0001642545
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and applicable rules and regulations of the SEC regarding interim financial reporting. The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s consolidated financial position, results of operations and cash flows. The results of operations for the three and nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any other future annual or interim period. The condensed consolidated balance sheet as of December 31, 2022 included herein was derived from the audited financial statements as of that date. The unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes included in the 2022 Annual Report.
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid investments purchased with original maturities of three months or less from the purchase date to be cash equivalents. Cash equivalents consist primarily of amounts invested in money market accounts.
Equity Method Investments	Equity Method Investments Entities for which the Company has significant influence over the activities of the entity, but does not control, are accounted for under the equity method of accounting in accordance with Topic 323, Investments - Equity Method and Joint Ventures. The Company’s carrying value in the equity method investment is reported as equity method investment on the Company’s consolidated balance sheets. The Company records its proportionate share of the underlying income or loss which is recognized in earnings or loss from the equity method investment. The Company eliminates a portion of intra-entity profit to the extent the goods sold by the Company have not yet been sold through by the equity method investee to an end customer at the end of the reporting period. The profit earned by the Company from the equity method investee for items not yet sold through is eliminated through equity method earnings or loss which is recognized in income (loss) from equity method investment. The Company assesses its equity method investment for impairment when events or circumstances suggest that the carrying amount of the investment may be impaired. The Company considers all available evidence in assessing whether a decline in fair value is other than temporary. If the decline in fair value is determined to be other than temporary, the difference between the carrying amount of the investment and estimated fair value is recognized as an impairment charge.
Revenue	Revenue To determine revenue recognition for arrangements that an entity determines are within the scope of Topic 606, Revenue from Contracts with Customers, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. Product Revenue The Company records product revenue primarily from the sale of its IVL catheters and Reducer. The Company sells its products to hospitals, primarily through direct sales representatives, as well as through distributors in selected international markets. Additionally, a portion of the Company’s revenue is generated through a consignment model under which inventory is maintained at hospitals. Product revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. For products sold through direct sales representatives, control is transferred upon delivery to customers. For products sold to distributors internationally and products sold to customers that utilize stocking orders, control is transferred upon shipment or delivery to the customer’s named location, based on the contractual shipping terms. For consignment inventory, control is transferred at the time the IVL catheters are consumed in a procedure. The Company has elected to account for shipping and handling activities that occur after the customer has obtained control as a fulfillment activity, and not a separate performance obligation. The Company may provide for the use of an IVL generator and connector cable under an agreement to customers at no charge to facilitate use of the IVL catheters. These agreements generally do not contain contractually enforceable minimum commitments and are generally cancellable by either party with 30 days’ notice. License Revenue For arrangements that contain a license of the Company’s functional intellectual property with a customer, the Company considers whether the license grant is distinct from other performance obligations in the arrangement. A license grant of functional intellectual property is generally considered to be capable of being distinct if a customer can benefit from the license on its own or together with other readily available resources. License revenue for licenses of functional intellectual property is recognized at a point in time when the Company satisfies its performance obligation of transferring the license to the customer. Consideration received in advance of the satisfaction of a performance obligation is recognized as a contract liability. No license revenues were recognized for the three and nine months ended September 30, 2023.
Share-based Payment Arrangement	Stock-Based Compensation The Company accounts for share-based payments at fair value. The fair value of stock options is measured using the Black-Scholes option-pricing model. For share-based awards that vest subject to the satisfaction of a service requirement, the fair value measurement date for stock-based compensation awards is the date of grant and the expense is recognized on a straight-line basis, over the vesting period. For share-based awards that vest upon the satisfaction of a performance target, the related compensation cost is recognized over the requisite service period based on the expected achievement of the performance target. The Company accounts for forfeitures as they occur.
Business Combinations Policy	Business combinations The Company applies the provisions of ASC 805, Business Combinations (“ASC 805”), in accounting of its acquisitions. ASC 805 requires recognition of assets acquired, liabilities assumed, and contingent consideration at their fair value on the acquisition date with subsequent changes recognized in earnings; requires acquisition-related expenses to be recognized separately from the business combination and expensed as incurred; requires in-process research and development to be capitalized at fair value as an indefinite-lived intangible asset until completion or abandonment; and requires that changes in accounting for deferred tax asset valuation allowances and acquired uncertain tax positions after the measurement period be recognized as a component of provision for taxes. When an integrated set of assets and activities does not meet the practical screen test and otherwise meets the definition of a “business” under ASC 805, the Company accounts for such acquisitions as business combinations. The purchase price of an acquisition is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values as of the acquisition date. The Company bases the estimated fair value of identifiable intangible assets acquired in an acquisition on independent third-party valuations that use information and assumptions provided by the Company’s management and considers inputs and assumptions that a market participant would use. Any excess purchase price over the estimated fair values of the assets acquired and liabilities assumed is recorded as goodwill. During the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the provisional amounts of assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded in earnings.In addition, uncertain tax positions and tax related valuation allowances assumed in a business combination are initially estimated as of the acquisition date and therefore are also provisional by nature. The Company reevaluates these items quarterly based upon facts and circumstances that existed as of the acquisition date with any adjustments to its preliminary estimates being recorded to goodwill if identified within the measurement period.
Goodwill and Intangible Assets, Goodwill, Policy	Goodwill In accordance with ASC 350, Intangibles-Goodwill and Other, the acquired goodwill is not amortized but is tested for impairment on an annual basis or whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. The Company performs annual impairment reviews of its goodwill balance during the fourth fiscal quarter or more frequently if business factors indicate. In testing for impairment, the Company compares the fair value of its reporting unit to its carrying value including the goodwill of that unit. If the carrying value, including goodwill, exceeds the reporting unit’s fair value, the Company will recognize an impairment loss for the amount by which the carrying amount exceeds the reporting unit’s fair value. The loss recognized cannot exceed the total amount of goodwill allocated to that reporting unit. The Company did not incur any goodwill impairment losses during the nine months ended September 30, 2023.
Intangible Assets, Finite-Lived, Policy	In-process research and development Intangible assets related to in-process research and development costs are considered indefinite-lived intangible assets until the completion or abandonment of the associated research and development efforts. If and when development is complete, the associated assets would be deemed finite-lived intangible assets and would then be amortized based on their respective estimated useful lives at that point in time. Prior to the completion or abandonment of the associated research and development efforts, the assets are not amortized but are tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the in-process research and development projects below their respective carrying amounts. During the fourth fiscal quarter and if business factors indicate more frequently, the Company performs an assessment of the qualitative factors affecting the fair value of its in-process research and development projects. If the fair value exceeds the carrying value, there is no impairment. Impairment losses on indefinite-lived intangible assets are recognized based solely on a comparison of the fair value of an asset to its carrying value, without consideration of any recoverability test.
Goodwill and Intangible Assets, Intangible Assets, Policy	Intangible assets Amortizable intangible assets include customer relationships and developed technology acquired as part of the business combination. Customer relationships and developed technology acquired through business combinations subject to amortization are amortized using the straight-line method over their estimated useful lives ranging from five to 20 years. All intangible assets subject to amortization are reviewed for impairment during the fourth fiscal quarter or more frequently if business factors indicate in accordance with ASC 360, Property, Plant and Equipment.
Contingent Consideration Liabilities	Contingent Consideration Liabilities Related to Business Combination At each reporting period, the Company evaluates the likelihood of any expected future payments and the associated discount rate to determine the fair value of the contingent consideration. The Company remeasures the fair value of contingent consideration liabilities each reporting period, based on new developments, and records any necessary adjustments as a component of total operating expenses within the condensed consolidated statements of operations until either the contingent consideration obligation is satisfied through payment upon the achievement of, or the obligation no longer exists due to the failure to achieve, the specified milestones. Contingent consideration liabilities are recorded within other liabilities in the condensed consolidated balance sheets.
Convertible Debt Policy	Convertible Debt The Company applies the provisions of Accounting Standards Update (“ASU”) 2020-06-Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40)-Accounting For Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”) which simplify the accounting related to convertible debt instruments by removing major separation models required under current GAAP. Accordingly, the Company does not bifurcate the liability and equity components of the convertible debt on the condensed consolidated balance sheets. The Company’s convertible debt is are reflected as a liability on the Company’s condensed consolidated balance sheets, with the initial carrying amount equal to the principal amount of the debt, net of issuance costs. The issuance costs are treated as a debt discount for accounting purposes, which will be amortized into interest expense over the term of the instruments utilizing the effective interest method. The Company accounts for its convertible debt as a single liability with no separate accounting for embedded conversion features. The remaining consideration transferred, after reducing the carrying amount of the convertible debt, is recorded as a reduction to additional paid‐in capital on the Company’s condensed consolidated balance sheets

Cash Equivalents and Short-Term Investments - Summary of Cash Equivalents and Short-Term Investments (Details) - USD ($)
$ in Thousands

Sep. 30, 2023

Dec. 31, 2022

Cash And Cash Equivalents [Line Items]

Cash equivalents and short-term investments, amortized cost basis

$ 803,368

$ 161,142

Unrealized Gains

106

Unrealized Losses

(303)

(1,174)

Cash equivalents and short-term investments, fair value

803,171

159,983

Cash equivalents

383,946

12,076

Short-term investments

419,225

147,907

^[1]

U.S. Treasury securities

Cash And Cash Equivalents [Line Items]

Short-term investments, amortized cost basis

362,243

112,719

Unrealized Gains

Unrealized Losses

(115)

(1,091)

Short-term investments, fair value

362,160

111,631

Money market funds

Cash And Cash Equivalents [Line Items]

Short-term investments, amortized cost basis

383,910

12,076

Unrealized Gains

Unrealized Losses

Short-term investments, fair value

383,946

12,076

Commercial paper

Cash And Cash Equivalents [Line Items]

Short-term investments, amortized cost basis

25,391

8,039

Unrealized Gains

Unrealized Losses

(75)

Short-term investments, fair value

25,316

8,039

Corporate Bond Securities

Cash And Cash Equivalents [Line Items]

Short-term investments, amortized cost basis

12,197

18,876

Unrealized Gains

Unrealized Losses

(27)

(76)

Short-term investments, fair value

12,202

18,808

US Government Agencies Debt Securities

Cash And Cash Equivalents [Line Items]

Short-term investments, amortized cost basis

13,866

9,432

Unrealized Gains

Unrealized Losses

(76)

(7)

Short-term investments, fair value

13,790

$ 9,429

Asset-Backed Securities

Cash And Cash Equivalents [Line Items]

Short-term investments, amortized cost basis

5,761

Unrealized Gains

Unrealized Losses

(10)

Short-term investments, fair value

$ 5,757

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Goodwill and intangible assets - Narrative (Details) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2023
Neovasc Inc.
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Assets, Accumulated Amortization	$ 0.9	$ 1.7

Equity Method Investments	9 Months Ended
Equity Method Investments	Sep. 30, 2023
Equity Method Investments and Joint Ventures [Abstract]
Equity Method Investments	14. Equity Method Investments Genesis Shockwave Private Limited On March 19, 2021, the Company entered into the Joint Venture Deed (or “JV Agreement”) with Genesis MedTech International Private Limited (“Genesis”) to establish a long-term strategic partnership to develop, manufacture and commercialize certain of the Company’s interventional products in the People’s Republic of China, excluding Taiwan and the Special Administrative Regions of Hong Kong and Macau (the “PRC”). Under the JV Agreement, Genesis Shockwave Private Ltd. (the “JV”) was formed under the laws of Singapore to serve as a joint venture of Genesis and the Company for the purpose of establishing and managing the strategic partnership. On the same date, Genesis and the Company entered into a Share Subscription Agreement pursuant to which, among other things, the JV issued (i) 54,900 ordinary shares, which represents 55% of the total equity of the JV, to Genesis in exchange for a cash contribution of $15.0 million, of which 50% was due upon signing and the remaining 50% was due within one year of signing, and (ii) 45,000 ordinary shares, which represents 45% of the total equity of the JV, to the Company as consideration for the Shockwave License Agreement (the “License Agreement”). Under the License Agreement, the Company has agreed to contribute to the JV an exclusive license under certain of the Company’s intellectual property rights to develop, manufacture, distribute and commercialize certain products in the PRC and is entitled to receive royalties on the sales of the licensed products in the PRC. Further, the Company entered into a Distribution Agreement, pursuant to which the Company has agreed to sell certain Company-manufactured products to the JV or a PRC subsidiary of the JV for commercialization and distribution in the PRC. In May 2022, the JV obtained regulatory approval from the China National Medical Products Administration to sell the Company-manufactured Shockwave IVL System with the Company’s C2 catheter, M5 catheter, and S4 catheter in the PRC. The Company has accounted for its investment in the JV under the equity method of accounting. As of September 30, 2023, the carrying value of the Company’s investment in the JV was $1.8 million and the Company owned a 45% interest in the entity. During the three and nine months ended September 30, 2023, the Company continued to recognize product revenue on sales to the JV and eliminate a portion of intra-entity profit to the extent the goods have not yet either been consumed by the JV for use in clinical trials, or sold by the JV to an end customer at the end of the reporting period. The profit earned by the Company from the JV for items not yet sold through to an end customer is eliminated through equity method earnings or loss which is recognized in income (loss) from equity method investment. The Company’s product revenue for products sold to the JV during the three and nine months ended September 30, 2023 and related accounts receivable from the JV as of September 30, 2023 were immaterial. Intra-entity profit, which was recorded as a reduction to equity method investment as of and for the three and nine months ended September 30, 2023 was also immaterial. For the three months ended September 30, 2023 and 2022, the Company recorded a loss from the equity method of $0.7 million and income of $0.1 million, respectively. For the nine months ended September 30, 2023 and 2022, the Company’s loss from the equity method was $1.7 million and $1.4 million, respectively. Upon execution of the License Agreement, on March 19, 2021, the Company received a 45% equity stake in the JV. The Company determined that the JV met the definition of a customer under Topic 606, and that the promised goods and services of the contribution of the license of intellectual property and associated manufacturing technology transfer to the JV were considered to be a single performance obligation. The transaction price of $12.3 million was estimated by reference to the cash value of the shares that were issued at the formation of the JV. As of September 30, 2023, the associated manufacturing technology transfer to the JV has not yet been completed. The Company maintains a related party contract liability, noncurrent, of $12.3 million for the outstanding performance obligation. The Company will satisfy the outstanding performance obligation upon the completion of training provided by the Company to the JV, and successful regulatory approval for the JV manufactured product from the China National Medical Products Administration.

Business Combination - Assets Acquired, Liabilities Assumed (Details) - USD ($)
$ in Thousands

Sep. 30, 2023

Apr. 11, 2023

Dec. 31, 2022

^[1]

Business Acquisition [Line Items]

Goodwill

$ 39,789

$ 0

Neovasc Inc.

Business Acquisition [Line Items]

Cash and cash equivalents

$ 17,273

Accounts receivable, net

1,345

Inventory

918

Prepaid expenses and other current assets

841

Operating lease right-of-use assets

310

Property and equipment

156

Intangible assets

95,500

Other assets

502

Total identifiable assets acquired

116,845

Accounts payable

3,334

Accrued liabilities

4,082

Lease liability, current portion

253

Lease liability, noncurrent portion

Deferred tax liabilities

11,200

11,185

Other liabilities

16,280

Total liabilities assumed

35,198

Net identifiable assets acquired

81,647

Goodwill

$ 39,789

39,789

Total purchase price

$ 121,436

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Business Combination

9 Months Ended

Sep. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Business Combination

5. Business Combination

Neovasc Inc.

On January 16, 2023, the Company entered into a definitive agreement to acquire Neovasc, a company focused on the minimally invasive treatment of refractory angina. On April 11, 2023, the closing conditions were met and the transaction was consummated. Upon the closing of the transaction, the Company acquired all of Neovasc’s issued and outstanding common stock equity for a cash payment of $27.25 per share. During the three and nine months ended September 30, 2023, the Company incurred $0.7 million and $5.6 million of buyer related transaction costs related to the acquisition of Neovasc, which were recorded as general and administrative expenses.

The purchase price consideration for the acquisition totaled $121.4 million, which was comprised of cash paid of $112.1 million to the selling shareholders, and the estimated fair value of the contingent consideration liability in the amount of $9.3 million.

The contingent consideration liability consisted of estimated amounts in relation to a contingent value right (a “CVR”) entitling the holders of Neovasc common stock and eligible equity awards to receive an additional cash payment of up to $12.00 per share or per share underlying an eligible equity award (equivalent to a maximum cash payment of $47.0 million) contingent on the attainment of a milestone. The milestone is defined as the grant by the United States Food and Drug Administration’s final approval of the premarket approval application for Neovasc’s coronary sinus reducer (“Reducer”) product for the treatment of angina. The milestone achievement timeline and respective payment per share ranges from $12.00 per CVR if the milestone is achieved on or prior to June 30, 2026, $8.00 per CVR if the milestone is achieved between July 1, 2026 and December 31, 2026 and $4.00 per CVR if the milestone is achieved between January 1, 2027 and December 31, 2027. The Company estimated the fair value of the contingent consideration liability using the probability-weighted discounted cash flow method based on the probability of achieving the milestone on each specified milestone date and consequently calculated the fair value of the CVR in the amount of $9.3 million as of the acquisition date.

The material factors that may impact the fair value of the contingent consideration are (i) the number of diluted shares outstanding as of the acquisition date that are eligible for the CVR, (ii) the probabilities and timing of achievement of the milestone, and (iii) discount rates, all of which are unobservable Level 3 inputs not supported by market activity. Significant changes in any of these inputs may result in a significant change in fair value, which is estimated at each reporting date with changes reflected as general and administrative expense.

The following table summarizes the purchase price consideration for Neovasc:


Purchase Price	(in thousands)
Cash transferred	$	112,129
Contingent consideration liability	9,307
Total	$	121,436

Assets acquired and liabilities assumed are recorded based on valuations derived from estimated fair value assessments and Level 3 inputs and assumptions used by the Company. While the Company believes that its estimates and assumptions

underlying the valuations are reasonable, different estimates and assumptions could result in different valuations assigned to the individual assets acquired and liabilities assumed, and the residual amount of goodwill. The following table summarizes the preliminary fair values of assets acquired and liabilities assumed through the Company’s Neovasc acquisition at the acquisition date based on management’s best estimates and assumptions as of the reporting date:


Purchase Price	(in thousands)
Cash and cash equivalents	$	17,273
Accounts receivable, net	1,345
Inventory	918
Prepaid expenses and other current assets	841
Operating lease right-of-use assets	310
Property and equipment	156
Intangible assets	95,500
Other assets	502
Total identifiable assets acquired	116,845
Accounts payable	3,334
Accrued liabilities	4,082
Lease liability, current portion	253
Lease liability, noncurrent portion	64
Deferred tax liabilities	11,185
Other liabilities	16,280
Total liabilities assumed	35,198

Net identifiable assets acquired	81,647
Goodwill	39,789
Total purchase price	$	121,436

The purchase price allocation for the acquisition is preliminary and subject to revision as additional information about fair value of assets acquired and liabilities assumed becomes available, primarily related to the Company’s deferred tax liability and the related impact to goodwill. Additional information that existed as of the acquisition date but at the time was unknown to the Company may become known to the Company during the remainder of the measurement period, a period not to exceed 12 months from the acquisition date. As of September 30, 2023, there were no changes to the preliminary allocation of the purchase consideration.

The Company measured the identifiable assets and liabilities assumed at their acquisition date fair values separately from goodwill. The intangible assets acquired are the developed technology related to Neovasc’s Reducer, in-process research and development for its Reducer technology, and Neovasc’s customer relationships in place at the time of acquisition. The fair value of the intangible assets acquired as of the acquisition date and, the method used to value these assets as well as the estimated economic lives for amortizable intangible assets were as follows (in thousands, except estimated useful life which is in years):

Fair value

Estimated useful life

Valuation method

Customer relationships

2,900

5 years

Avoided cost / lost profit

Developed technology

61,200

20 years

Multi-period excess earnings

In-process research and development

31,400

N/A

Multi-period excess earnings

Total

95,500

Goodwill represents the excess of the purchase price over the fair value of the net assets acquired. The acquisition of Neovasc resulted in the recognition of $39.8 million of goodwill which the Company believes relates primarily to the anticipated benefits of synergies created through the acquisition and assembled workforce.

The intangible assets and goodwill created as a result of the acquisition of Neovasc are not deductible for tax purposes. As such, the Company recorded deferred tax liabilities of $11.2 million related to the intangible assets in connection with the Company’s acquisition of Neovasc.

Supplemental Unaudited Pro Forma Information

The following are the supplemental condensed consolidated financial results of the Company and Neovasc on an unaudited pro forma basis, as if the Neovasc acquisition had been consummated on January 1, 2022.


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Net revenue	$	186,020	$	132,253	$	528,720	$	348,059
Net income	$	30,072	$	27,287	$	69,010	$	45,815

The unaudited pro forma financial information presented is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the Neovasc acquisition was actually consummated on January 1, 2022 and is not indicative of future operating results. The pro forma results include adjustments related to purchase accounting, primarily amortization of acquisition-related intangible assets, and expense from assumed stock-based compensation awards, warrant and interest expense.

Business Combination (Tables)

9 Months Ended

Sep. 30, 2023

Business Combination and Asset Acquisition [Abstract]

Schedule of Business Acquisitions, by Acquisition

The following table summarizes the purchase price consideration for Neovasc:


Purchase Price	(in thousands)
Cash transferred	$	112,129
Contingent consideration liability	9,307
Total	$	121,436

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary fair values of assets acquired and liabilities assumed through the Company’s Neovasc acquisition at the acquisition date based on management’s best estimates and assumptions as of the reporting date:


Purchase Price	(in thousands)
Cash and cash equivalents	$	17,273
Accounts receivable, net	1,345
Inventory	918
Prepaid expenses and other current assets	841
Operating lease right-of-use assets	310
Property and equipment	156
Intangible assets	95,500
Other assets	502
Total identifiable assets acquired	116,845
Accounts payable	3,334
Accrued liabilities	4,082
Lease liability, current portion	253
Lease liability, noncurrent portion	64
Deferred tax liabilities	11,185
Other liabilities	16,280
Total liabilities assumed	35,198

Net identifiable assets acquired	81,647
Goodwill	39,789
Total purchase price	$	121,436

Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination

The fair value of the intangible assets acquired as of the acquisition date and, the method used to value these assets as well as the estimated economic lives for amortizable intangible assets were as follows (in thousands, except estimated useful life which is in years):

Fair value

Estimated useful life

Valuation method

Customer relationships

2,900

5 years

Avoided cost / lost profit

Developed technology

61,200

20 years

Multi-period excess earnings

In-process research and development

31,400

N/A

Multi-period excess earnings

Total

95,500

Business Acquisition, Pro Forma Information

Supplemental Unaudited Pro Forma Information


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Net revenue	$	186,020	$	132,253	$	528,720	$	348,059
Net income	$	30,072	$	27,287	$	69,010	$	45,815

Financial Instruments and Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Schedule of Financial Assets and Liabilities Measured at Fair Value

The following tables summarize the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy:


	September 30, 2023
	Level 1		Level 2		Level 3		Total
	(in thousands)
Assets:
U.S. Treasury securities	$	362,160	$	—	$	—	$	362,160
Money market funds	383,946		—		—		383,946
Commercial paper	—		25,316		—		25,316
Corporate bonds	—		12,202		—		12,202
U.S. agency securities	—		13,790		—		13,790
Asset-backed securities	—		5,757		—		5,757
Total assets	$	746,106	$	57,065	$	—	$	803,171
Liabilities:
Contingent consideration liability	$	—	$	—	$	9,307	$	9,307
Convertible debt	—		720,000		—		720,000
Total liabilities	$	—	$	720,000	$	9,307	$	729,307


	December 31, 2022
	Level 1		Level 2		Level 3		Total
	(in thousands)
Assets:
U.S. Treasury securities	$	111,631	$	—	$	—	$	111,631
Money market funds	12,076		—		—		12,076
Commercial paper	—		8,039		—		8,039
Corporate bonds	—		18,808		—		18,808
U.S. agency securities	—		9,429		—		9,429
Total assets	$	123,707	$	36,276	$	—	$	159,983

Cash Equivalents and Short-Term Investments (Tables)

9 Months Ended

Sep. 30, 2023

Cash and Cash Equivalents [Abstract]

Summary of Cash Equivalents and Short-Term Investments

The following is a summary of the Company’s cash equivalents and short-term investments:


	September 30, 2023
	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value
	(in thousands)
U.S. Treasury securities	$	362,243	$	32	$	(115)	$	362,160
Money market funds	383,910		36		—		383,946
Commercial paper	25,391		—		(75)		25,316
Corporate bonds	12,197		32		(27)		12,202
U.S. agency securities	13,866		—		(76)		13,790
Asset-backed securities	5,761		6		(10)		5,757
Total	$	803,368	$	106	$	(303)	$	803,171
Reported as:
Cash equivalents							$	383,946
Short-term investments							419,225
Total							$	803,171


	December 31, 2022
	Amortized Cost Basis		Unrealized Gains		Unrealized Losses		Fair Value
	(in thousands)
U.S. Treasury securities	$	112,719	$	3	$	(1,091)	$	111,631
Money market funds	12,076		—		—		12,076
Commercial paper	8,039		—		—		8,039
Corporate bonds	18,876		8		(76)		18,808
U.S. agency securities	9,432		4		(7)		9,429
Total	$	161,142	$	15	$	(1,174)	$	159,983
Reported as:
Cash equivalents							$	12,076
Short-term investments							147,907
Total							$	159,983

Summary of Remaining Contractual Maturities for Available-for-sale Securities

The remaining contractual maturities of the Company’s cash equivalents and short-term investments were as follows:


	September 30, 2023
	Fair Value
	(in thousands)
Money market funds	$	383,946
One year or less	409,382
Greater than one year and less than two years	9,843
Total	$	803,171

- Definition

Tabular disclosure of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-9

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 6: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aa)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (aaa)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-2

Reference 9: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 10: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 11: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2009/role/commonPracticeRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147481800/320-10-50-3

+ Details

Net Income (Loss) Per Share

9 Months Ended

Sep. 30, 2023

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

Net Income Per Share

Basic net income per share is calculated by dividing net income by the weighted-average number of shares of common stock outstanding for the period, without consideration of potential dilutive shares of common stock. Diluted net income per share attributable to the Company’s stockholders is calculated based on the weighted-average number of shares of its common stock and other dilutive securities outstanding.

Potentially dilutive common shares from employee equity incentive plans are determined by applying the treasury stock method to the assumed exercise of outstanding stock options and the assumed vesting of outstanding RSUs. Prior to conversion of the Company’s convertible debt, the Company will include, in the diluted net income per common share calculation, the effect of the additional shares that may be issued when the Company’s common stock price exceeds the conversion price using the if‐converted method. The Company’s convertible debt has no impact on diluted net income per

common share unless the average price of the Company’s common stock exceeds the conversion price because the Company is required to settle the principal amount of the convertible debt in cash upon conversion.

The components of basic and diluted net income per share were as follows (in thousands, except share and per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
Numerator:
Net income	$	34,986	$	35,003	$	102,973	$	75,085
Denominator:
Basic:
Weighted average number of common shares outstanding - basic	36,797,072		36,003,931		36,630,575		35,807,264
Diluted:
Weighted average number of common shares outstanding - basic	36,797,072		36,003,931		36,630,575		35,807,264
Dilutive effect of outstanding common stock options	934,847		1,250,350		988,941		1,348,908
Dilutive effect of restricted stock units	460,615		690,128		560,371		655,016
Dilutive effect of common stock pursuant to employee stock purchase plan	4,246		3,640		4,412		1,919
Weighted average number of common shares outstanding - diluted	38,196,780		37,948,049		38,184,299		37,813,107
Net income per share:
Basic	$	0.95	$	0.97	$	2.81	$	2.10
Diluted	$	0.92	$	0.92	$	2.70	$	1.99


	Three Months Ended September 30,		Nine Months Ended September 30,
	2023	2022	2023	2022
Restricted stock units	115,361	17,318	96,548	5,966
Employee stock purchase plan	—	3,806	—	1,100
Capped call options	333,409	—	333,409	—
Total	448,770	21,124	429,957	7,066

Financial Instruments and Fair Value Measurements

9 Months Ended

Sep. 30, 2023

Fair Value Disclosures [Abstract]

Financial Instruments and Fair Value Measurements

The following tables summarize the Company’s financial assets measured at fair value on a recurring basis by level within the fair value hierarchy:


	September 30, 2023
	Level 1		Level 2		Level 3		Total
	(in thousands)
Assets:
U.S. Treasury securities	$	362,160	$	—	$	—	$	362,160
Money market funds	383,946		—		—		383,946
Commercial paper	—		25,316		—		25,316
Corporate bonds	—		12,202		—		12,202
U.S. agency securities	—		13,790		—		13,790
Asset-backed securities	—		5,757		—		5,757
Total assets	$	746,106	$	57,065	$	—	$	803,171
Liabilities:
Contingent consideration liability	$	—	$	—	$	9,307	$	9,307
Convertible debt	—		720,000		—		720,000
Total liabilities	$	—	$	720,000	$	9,307	$	729,307


	December 31, 2022
	Level 1		Level 2		Level 3		Total
	(in thousands)
Assets:
U.S. Treasury securities	$	111,631	$	—	$	—	$	111,631
Money market funds	12,076		—		—		12,076
Commercial paper	—		8,039		—		8,039
Corporate bonds	—		18,808		—		18,808
U.S. agency securities	—		9,429		—		9,429
Total assets	$	123,707	$	36,276	$	—	$	159,983

During the three and nine months ended September 30, 2023 and 2022, there were no transfers between Level 1, Level 2 and Level 3.

Contingent Consideration Liabilities Related to Business Combination

In connection with the Company’s acquisition of Neovasc Inc. (“Neovasc”), a preliminary fair value of $9.3 million was recorded for the Neovasc contingent consideration, which consisted of estimated amounts in relation to the CVR (as defined below), on April 11, 2023, the date on which the closing conditions for the acquisition were met and the transaction was consummated. There were no changes in the estimated fair value of the contingent consideration liability as of September 30, 2023. See Note 5 “Business Combination” for information regarding existing contingent consideration liabilities as of September 30, 2023.

Convertible Debt

As of September 30, 2023, the fair value of the Company’s convertible debt was $720.0 million. The Company measures the fair value of its convertible debt for disclosure purposes. The fair value was determined based on the quoted price of the convertible debt in an over-the-counter market on the last trading day of the reporting period and has been classified as Level 2 in the fair value hierarchy. See Note 10 “Convertible Debt” for information regarding the Company’s convertible debt as of September 30, 2023.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Stock-Based Compensation - Schedule of Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended
	Mar. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Number of Shares
Balance beginning of period (in shares)	1,122,009,000	1,122,009,000
Options exercised (in shares)		(191,956,000)
Options cancelled (in shares)		(6,133,000)
Balance end of period (in shares)		923,920,000
Vested and exercisable shares (in shares)		923,920,000
Vested and expected to vest shares (in shares)		923,920,000
Weighted- Average Exercise Price Per Share
Beginning balance of period (USD per share)	$ 5,870	$ 5,870
Options exercised (USD per share)		6,150
Options cancelled (USD per share)		2,410
Ending balance of period (USD per share)		5,830
Vested and exercisable shares (USD per share)		5,830
Vested and expected to vest shares (USD per share)		$ 5,830
Weighted- Average Remaining Term
Balance (USD per share)	4 years 7 months 6 days	3 years 10 months 9 days
Vested and exercisable, September 30, 2023		3 years 10 months 9 days
Vested and expected to vest, September 30, 2023		3 years 10 months 9 days
Aggregate Intrinsic Value
Balance		$ 213,029	$ 224,115
Vested and exercisable, September 30, 2023		213,029
Vested and expected to vest, September 30, 2023		$ 213,029

Commitments and Contingencies - Additional Information (Details) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Sep. 30, 2021 term	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Operating lease cost \| $		$ 1,223	$ 1,168	$ 3,651	$ 3,451
Operating Lease, Payments \| $		$ 1,400	$ 1,000	$ 4,100	$ 2,100
Operating lease, weighted average remaining lease term		8 years 2 months 12 days		8 years 2 months 12 days
Operating lease, weighted average discount rate		5.20%		5.20%
Three Zero Zero Three Bunker Hill Lane
Commitments and Contingencies Disclosure [Abstract]
Number of Additional Five Year Term \| term	2
Operating Lease Extended Duration	5 years
Other Commitments [Line Items]
Number of Additional Five Year Term \| term	2
Operating Lease Extended Duration	5 years

Cash Equivalents and Short-Term Investments - Narrative (Details) - USD ($) $ in Millions	Sep. 30, 2023	Dec. 31, 2022
Cash and Cash Equivalents [Abstract]
Debt Securities, Available-for-Sale, Unrealized Loss Position	$ 63.8	$ 123.8
Debt Securities, Available-for-Sale, Continuous Unrealized Loss Position, 12 Months or Longer, Accumulated Loss	$ 0.3	$ 1.2

Convertible Debt (Details)			3 Months Ended		9 Months Ended
Convertible Debt (Details)	Aug. 15, 2023 USD ($) d $ / shares shares	Aug. 10, 2023 USD ($) $ / shares shares	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2022 USD ($)
Debt Instrument [Line Items]
Interest Expense \| $			$ 2,509,000	$ 316,000	$ 3,955,000	$ 917,000
Convertible Senior Notes Due 2028
Debt Instrument [Line Items]
Debt Instrument, Interest Rate Terms	The Notes bear interest at a rate of 1.0% per year, payable semiannually in arrears on February 15 and August 15 of each year, beginning on February 15, 2024
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger	130.00%
Debt Conversion, Converted Instrument, Shares Issued \| shares		3.4595
Debt Conversion, Converted Instrument, Maximum Shares Issued \| shares	4.4974
Debt Instrument, Redemption Price, Percentage	100.00%
Interest Expense \| $			$ 1,400,000
Convertible Senior Notes Due 2028 \| Convertible Debt
Debt Instrument [Line Items]
Debt amount \| $	$ 100,000,000.0
Debt Instrument, Interest Rate During Period	1.00%
Debt Instrument, Convertible, Threshold Consecutive Trading Days \| d	30
Debt Instrument, Convertible, Threshold Trading Days \| d	20
Debt Instrument, Convertible, Conversion Price \| $ / shares	$ 289.06
Debt Conversion, Converted Instrument, Rate	30.00%
Common Stock, Par or Stated Value Per Share \| $ / shares	$ 222.35
Debt Issuance Costs, Gross \| $	$ 19,500,000
Debt interest rate	1.50%
Debt Instrument, Issued, Principal \| $	$ 750,000,000.0
Convertible Senior Notes Due 2028 \| Convertible Debt \| Debt Instrument, Period One
Debt Instrument [Line Items]
Debt Instrument, Convertible, Threshold Consecutive Trading Days \| d	30
Debt Instrument, Convertible, Threshold Trading Days \| d	20
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger	130.00%
Convertible Senior Notes Due 2028 \| Convertible Debt \| Debt Instrument, Period Two
Debt Instrument [Line Items]
Debt Instrument, Convertible, Threshold Consecutive Trading Days \| d	5
Debt Instrument, Convertible, Threshold Trading Days \| d	5
Debt Instrument, Convertible, Threshold Percentage of Stock Price Trigger	98.00%
Call Option \| Convertible Debt
Debt Instrument [Line Items]
Common Stock, Par or Stated Value Per Share \| $ / shares		$ 222.35
Share Price \| $ / shares		$ 444.70
Premium Recognized On Capped Call Transactions \| $ / shares		1
Purchases Of Capped Calls Related To Convertible Senior Notes \| $		$ 96,400,000

Stock-Based Compensation - Schedule of Total Stock-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 18,410	$ 11,732	$ 51,423	$ 32,247
Cost of product revenue
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	1,321	388	3,649	1,559
Research and development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	4,559	2,695	12,230	7,409
Sales and marketing
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	7,117	4,901	20,176	13,241
General and administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 5,413	$ 3,748	$ 15,368	$ 10,038

Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands

Sep. 30, 2023

Dec. 31, 2022

^[1]

CURRENT ASSETS:

Cash and cash equivalents

$ 498,108

$ 156,586

Short-term investments

419,225

147,907

Accounts receivable, net

98,819

71,366

Inventory

97,180

75,112

Prepaid expenses and other current assets

15,210

8,292

Total current assets

1,128,542

459,263

Operating lease right-of-use assets

30,360

32,365

Property and equipment, net

62,017

48,152

Equity method investment

1,810

3,512

Intangible assets, net

93,775

Goodwill

39,789

Deferred tax assets

109,432

97,568

Other assets

8,234

5,229

TOTAL ASSETS

1,473,959

646,089

CURRENT LIABILITIES:

Accounts payable

6,870

6,721

Accrued liabilities

69,764

55,375

Lease liability, current portion

1,569

1,278

Total current liabilities

78,203

63,374

Lease liability, noncurrent portion

32,358

34,928

Convertible Debt, Noncurrent

730,926

Debt, noncurrent portion

24,198

12,273

Deferred tax liabilities

9,647

Other liabilities

9,307

TOTAL LIABILITIES

872,714

134,773

STOCKHOLDERS’ EQUITY:

Preferred stock

Common stock

Additional paid-in capital

535,197

548,960

Accumulated other comprehensive loss

(149)

(867)

Retained earnings (accumulated deficit)

66,160

(36,813)

TOTAL STOCKHOLDERS’ EQUITY

601,245

511,316

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

$ 1,473,959

$ 646,089

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($)
$ in Thousands

Sep. 30, 2023

Dec. 31, 2022

Payables and Accruals [Abstract]

Employee compensation

$ 35,264

$ 32,885

Research and development costs

7,943

4,007

Asset purchases

4,718

4,600

Professional services

6,970

4,044

Excise, sales, income and other taxes

6,033

4,036

Other

8,836

5,803

Total accrued liabilities

$ 69,764

$ 55,375

^[1]

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Pay vs Performance Disclosure
Net income (loss)	$ 34,986	$ 35,003	$ 102,973	$ 75,085

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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+ Details

Business Combination - Pro Forma Information (Details) - Neovasc Inc. - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Business Acquisition [Line Items]
Net revenue	$ 186,020	$ 132,253	$ 528,720	$ 348,059
Net income	$ 30,072	$ 27,287	$ 69,010	$ 45,815

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$ 102,973	$ 75,085
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	7,283	3,318
Loss from equity method investment	1,702	1,414
Stock-based compensation	51,423	32,247
Non-cash lease expense	2,393	2,300
Amortization of premium and discount on available-for-sale securities	(3,777)	303
Loss on write down of fixed assets	140	0
Gain (Loss) on Extinguishment of Debt	710	0
Deferred Income Taxes and Tax Credits	9,756	0
Amortization of debt issuance costs	562	473
Foreign currency remeasurement	262	2,887
Changes in operating assets and liabilities:
Accounts receivable	(26,064)	(27,113)
Inventory	(20,618)	(24,372)
Prepaid expenses and other current assets	(6,094)	(3,615)
Other assets	(3,347)	(1,174)
Accounts payable	(1,574)	109
Accrued and other current liabilities	11,295	4,377
Lease liabilities	(2,675)	(943)
Net cash provided by operating activities	124,350	65,296
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of available-for-sale securities	(398,330)	(85,252)
Proceeds from maturities of available-for-sale securities	131,750	72,423
Purchase of property and equipment	(22,474)	(14,045)
Business combination, net of cash acquired	(94,411)	0
Net cash used in investing activities	(383,465)	(26,874)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments of taxes withheld on net settled vesting of restricted stock units	(41)	(6)
Proceeds from stock option exercises	1,182	1,672
Proceeds from issuance of common stock under employee stock purchase plan	6,230	4,487
Proceeds from Convertible Debt	730,809	0
Purchases of capped calls related to convertible debt	(96,375)	0
Principal payment of debt	(105,000)	(2,750)
Proceeds from debt financing	80,000	0
Payment of assumed warrant liability	(16,240)	0
Net cash provided by financing activities	600,565	3,403
Effect of exchange rate changes on cash and cash equivalents	(303)	(2,755)
Net increase in cash, cash equivalents and restricted cash	341,147	39,070
Cash, cash equivalents and restricted cash at beginning of period	158,302	90,874
Cash, cash equivalents and restricted cash equivalents at end of period	499,449	129,944
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Interest paid	1,755	442
Income tax paid	6,230	1,415
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Property and equipment purchases included in accounts payable and accrued liabilities	$ 2,661	$ 6,221

Goodwill and intangible assets

9 Months Ended

Sep. 30, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and intangible assets

6. Goodwill and intangible assets

Goodwill

The changes in the carrying amounts of goodwill were as follows:


	(in thousands)
Balance as of December 31, 2022	$	—
Goodwill acquired - Neovasc	39,789
Goodwill deductions or impairment	—
Balance as of September 30, 2023	$	39,789

The Company performs annual impairment reviews of goodwill during the fourth fiscal quarter or more frequently if required.

Intangible assets

The following table presents details of the acquired intangible assets as of September 30, 2023 (in thousands, except useful life and estimated remaining useful life which are in years):


	Gross Carrying Amount		Accumulated Amortization		Impairment		Intangible Assets, Net		Useful Life	Estimated Remaining Useful Life
Customer relationships	$	2,900	$	275	$	—	$	2,625	5 years	4.5 years
Developed technology	61,200		1,450		—		59,750		20 years	19.5 years
In-process research and development	31,400		—		—		31,400		N/A	N/A
Total	$	95,500	$	1,725	$	—	$	93,775	19.3 years	18.8 years

Acquisition-related intangible assets included in the above table are finite-lived, other than in-process research and development which has an indefinite life, and are carried at cost less accumulated amortization. Customer relationships and developed technology are amortized on a straight-line basis over their estimated lives, which approximates the pattern in which the economic benefits of the intangible assets are expected to be realized. Amortization expense was $0.9 million and $1.7 million for the three and nine months ended September 30, 2023, respectively, and was recorded to sales and marketing for customer relationships and to cost of revenue for developed technology.

The following table summarizes the estimated future amortization expense of intangible assets with finite lives as of September 30, 2023:


Years ending December 31,	(in thousands)
2023 (remainder)	$	918
2024	3,640
2025	3,640
2026	3,640
2027	3,640
Thereafter	46,897
Total estimated future amortization expense	$	62,375

Actual amortization expense to be reported in future periods could differ from these estimates as a result of asset impairments, acquisitions, or other facts and circumstances. The Company performs annual impairment reviews of its intangible assets during the fourth fiscal quarter or more frequently if business factors indicate.

Business Combination - Finite-Lived Intangible Assets (Details) - Neovasc Inc. - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2023	Apr. 11, 2023
Business Acquisition [Line Items]
Intangible assets	$ 95,500	$ 95,500
Customer Relationships
Business Acquisition [Line Items]
Finite-Lived Intangibles	$ 2,900
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life	5 years
Developed technology
Business Acquisition [Line Items]
Finite-Lived Intangibles	$ 61,200
Acquired Finite-Lived Intangible Assets, Weighted Average Useful Life	20 years
In-process research and development
Business Acquisition [Line Items]
Indefinite-Lived Intangible Assets	$ 31,400

Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Feb. 28, 2019	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Mar. 06, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Share-based compensation expenses capitalized amount		$ 100	$ 700	$ 400	$ 1,500
Common stock reserved for issuance (in shares)	2,000,430
Maximum period of automatic annual increase in common stock reserved for issuance	10 years
Automatic annual increase in common stock reserved for issuance	3.00%
Shares available for issuance (in shares)		3,617,756		3,617,756
Stock-based compensation expense		$ 18,410	11,732	$ 51,423	32,247
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period				4 years
Employee Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for issuance (in shares)						300,650
Shares available for issuance (in shares)		1,521,021		1,521,021
Purchase shares of common stock, price per share, percentage of fair market value				85.00%
Stock-based compensation expense		$ 600	$ 800	$ 2,500	$ 1,600
Performance-Based Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage				100.00%
Performance-Based Restricted Stock Units \| Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period				2 years
Vesting percentage				0.00%
Performance-Based Restricted Stock Units \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period				3 years
Vesting percentage				200.00%

Insider Trading Arrangements	3 Months Ended	9 Months Ended
Insider Trading Arrangements	Sep. 30, 2023 shares	Sep. 30, 2023 shares
Isaac Zacharias [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On August 25, 2023, Isaac Zacharias, the Company’s President, Chief Commercial Officer, entered into a pre-arranged written stock sale plan in accordance with Rule 10b5-1 (the “Zacharias 10b5-1 Plan”) under the Exchange Act, for the sale of shares of the Company’s common stock. The Zacharias 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Zacharias 10b5-1 Plan provides for the potential sale of up to 68,000 shares of the Company’s common stock, including upon the exercise of vested stock options for shares of the Company’s common stock, so long as the market price of the Company’s common stock is higher than certain minimum threshold prices specified in the Zacharias 10b5-1 Plan, between January 26, 2024 and May 30, 2025.
Name	Isaac Zacharias
Title	President, Chief Commercial Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	August 25, 2023
Arrangement Duration	490 days
Aggregate Available	68,000	68,000
F.T Jay Watkins [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On September 5, 2023, F.T Jay Watkins, a member of the Company’s Board of Directors, entered into a pre-arranged written stock sale plan in accordance with Rule 10b5-1 (the “Watkins 10b5-1 Plan”) under the Exchange Act, for the sale of shares of the Company’s common stock. The Watkins 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Watkins 10b5-1 Plan provides for the potential sale of up to 24,000 shares of the Company’s common stock, including upon the exercise of vested stock options for shares of the Company’s common stock, so long as the market price of the Company’s common stock is higher than certain minimum threshold prices specified in the Watkins 10b5-1 Plan, between January 8, 2024 and December 31, 2024.
Name	F.T Jay Watkins,
Title	Board of Directors
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 5, 2023
Arrangement Duration	358 days
Aggregate Available	24,000	24,000
Trinh Phung [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On September 7, 2023, Trinh Phung, the Company’s Vice President of Finance, entered into a pre-arranged written stock sale plan in accordance with Rule 10b5-1 (the “Phung 10b5-1 Plan”) under the Exchange Act, for the sale of shares of the Company’s common stock. The Phung 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Phung 10b5-1 Plan provides for the potential sale of up to 15,165 shares of the Company’s common stock, including upon the exercise of vested stock options for shares of the Company’s common stock, less the number of shares sold to satisfy tax withholding obligations pursuant to the Company’s “sell to cover” requirement, so long as the market price of the Company’s common stock is higher than certain minimum threshold prices specified in the Phung 10b5-1 Plan, between December 7, 2023 and August 10, 2024. The number of shares to be sold to satisfy the Company’s tax withholding obligations under the “sell-to-cover” arrangement is dependent on future events which cannot be known at this time, including the future trading price of the Company’s common stock.
Name	Trinh Phung
Title	Vice President of Finance
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 7, 2023
Arrangement Duration	247 days
Aggregate Available	15,165	15,165
Daniel Puckett [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		On September 8, 2023, Daniel Puckett, the Company’s Chief Financial Officer, entered into a pre-arranged written stock sale plan in accordance with Rule 10b5-1 (the “Puckett 10b5-1 Plan”) under the Exchange Act, for the sale of shares of the Company’s common stock. The Puckett 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Puckett 10b5-1 Plan provides for the potential sale of up to 17,594 shares of the Company’s common stock, including upon the exercise of vested stock options for shares of the Company’s common stock, less the number of shares sold to satisfy tax withholding obligations pursuant to the Company’s “sell to cover” requirement, so long as the market price of the Company’s common stock is higher than certain minimum threshold prices specified in the Puckett 10b5-1 Plan, between December 8, 2023 and June 15, 2024. The number of shares to be sold to satisfy the Company’s tax withholding obligations under the “sell-to-cover” arrangement is dependent on future events which cannot be known at this time, including the future trading price of the Company’s common stock.
Name	Daniel Puckett
Title	Chief Financial Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 8, 2023
Arrangement Duration	190 days
Aggregate Available	17,594	17,594

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Total Stock-Based Compensation

Total stock-based compensation was as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Cost of product revenue	$	1,321	$	388	$	3,649	$	1,559
Research and development	4,559		2,695		12,230		7,409
Sales and marketing	7,117		4,901		20,176		13,241
General and administrative	5,413		3,748		15,368		10,038
Total stock-based compensation	$	18,410	$	11,732	$	51,423	$	32,247

Schedule of Option Activity under 2009 Plan and 2019 Plan

Stock Options

Option activity under the 2009 Plan and 2019 Plan is set forth below:


	Number of Shares	Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Term	Aggregate Intrinsic Value
				(in years)	(in thousands)
Balance, December 31, 2022	1,122,009	$	5.87	4.60	$	224,115
Options exercised	(191,956)	6.15
Options cancelled	(6,133)	2.41
Balance, September 30, 2023	923,920	$	5.83	3.86	$	213,029
Vested and exercisable, September 30, 2023	923,920	$	5.83	3.86	$	213,029
Vested and expected to vest, September 30, 2023	923,920	$	5.83	3.86	$	213,029

Schedule of RSU Activity under 2019 Plan

RSU and PRSU activity under the 2019 Plan is set forth below. Grant activity for all PRSUs is disclosed at target (100%):


	Restricted Stock Units			Performance-Based Restricted Stock Units
	Number of Shares	Weighted- Average Grant Date Fair Value Per Share		Number of Shares	Weighted- Average Grant Date Fair Value Per Share
Balance, December 31, 2022	1,125,991	$	127.39	38,797	$	165.74
RSUs and PRSUs granted	489,260	217.33		29,473	191.36
RSUs and PRSUs forfeited	(68,149)	161.93		(713)	265.17
RSUs and PRSUs vested	(416,063)	110.39		(210)	266.73
Balance, September 30, 2023	1,131,039	170.46		67,347	175.58

Business Combination - Narrative (Details) - USD ($)
$ / shares in Units, $ in Thousands

3 Months Ended

9 Months Ended

Apr. 11, 2023

Sep. 30, 2023

Dec. 31, 2022

^[1]

Business Acquisition [Line Items]

Goodwill

$ 39,789

$ 0

Neovasc Inc.

Business Acquisition [Line Items]

Business Acquisition, Share Price

$ 27.25

Business Combination, Acquisition Related Costs

700

5,600

Business Combination, Consideration Transferred

$ 121,436

Cash transferred

112,129

Contingent consideration liability

9,307

Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High

47,000

Goodwill

39,789

Deferred tax liabilities

$ 11,185

$ 11,200

Neovasc Inc. | June 30, 2026 Milestone

Business Acquisition [Line Items]

Business Combination, Contingent Consideration, Per Share

$ 12.00

Neovasc Inc. | December 31, 2026 Milestone

Business Acquisition [Line Items]

Business Combination, Contingent Consideration, Per Share

8.00

Neovasc Inc. | December 31, 2027 Milestone

Business Acquisition [Line Items]

Business Combination, Contingent Consideration, Per Share

$ 4.00

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Equity Method Investments - Additional Information (Details) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Mar. 19, 2021

Sep. 30, 2023

Sep. 30, 2022

Sep. 30, 2023

Sep. 30, 2022

Dec. 31, 2022

^[1]

Schedule Of Equity Method Investments [Line Items]

Equity method investment

$ 1,810

$ 3,512

(Loss) income from equity method investment

(733)

$ 97

(1,702)

$ (1,414)

12,273

$ 12,273

Joint Venture

Schedule Of Equity Method Investments [Line Items]

Percentage of equity stake received

45.00%

$ 12,300

Joint Venture

Schedule Of Equity Method Investments [Line Items]

12,300

JV Agreement with Genesis MedTech

Schedule Of Equity Method Investments [Line Items]

Equity method investment

$ 1,800

JV Agreement with Genesis MedTech | Share Subscription Agreement

Schedule Of Equity Method Investments [Line Items]

Ordinary shares issued (in shares)

54,900

Equity percentage

55.00%

Cash contribution from exchange of equity

$ 15,000

Percentage of cash contribution received from exchange of equity upon signing of agreement

50.00%

Percentage of cash contribution receivable from exchange of equity within one year

50.00%

JV Agreement with Genesis MedTech | License Agreement

Schedule Of Equity Method Investments [Line Items]

Ordinary shares issued (in shares)

45,000

Equity percentage

45.00%

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income Tax Disclosure	15. Income Taxes On a quarterly basis, the Company provides for income taxes based upon an estimated annual effective income tax rate, adjusted for discrete items. The Company recognized income tax expense of $10.1 million and $0.1 million for the three months ended September 30, 2023 and 2022, respectively, representing an effective tax rate of 22.15% and 0.34%, respectively. The Company recognized income tax expense of $15.8 million and $1.1 million for the nine months ended September 30, 2023 and 2022, respectively, representing an effective tax rate of 13.31% and 1.43%, respectively. The year-over-year increase in tax expense for the three and nine month periods ended September 30, 2023 was primarily due to the valuation allowance on the U.S. federal and other-than-California state deferred tax assets as of September 30, 2023, which was released in the fourth quarter of fiscal year 2022. For the three months ended September 30, 2023, the effective tax rate differed from the U.S. federal statutory rate primarily due to stock-based compensation for tax purposes. For the three months ended September 30, 2022, the effective tax rate differed from the U.S. federal statutory rate primarily due to the valuation allowance on the U.S. deferred tax assets. For the nine months ended September 30, 2023, the effective tax rate differed from the U.S. federal statutory rate primarily due to stock-based compensation for tax purposes. For the nine months ended September 30, 2022, the effective tax rate differed from the U.S. federal statutory rate primarily due to the valuation allowance on the U.S. deferred tax assets. The Company’s effective tax rate may be subject to fluctuation due to several factors, including the Company’s ability to accurately predict the pre-tax earnings in the various jurisdictions, valuation allowances against deferred tax assets, the recognition or de-recognition of tax benefits related to uncertain tax positions and the effects of tax law changes. During the fourth quarter of 2022, the Company determined that the positive evidence overcame any negative evidence, primarily due to the Company’s transition from a cumulative loss in recent years to cumulative income in 2022 and concluded that it was more likely than not that the U.S. federal and other-than-California state deferred tax assets were realizable. As a result, the Company released the valuation allowance against all of the U.S. federal deferred tax assets and other-than-California state deferred tax assets during the fourth quarter of fiscal year 2022.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480990/946-20-50-13

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//740/tableOfContent

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-14

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-21

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482526/740-270-50-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482685/740-10-50-17

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482603/740-30-50-2

+ Details

Balance Sheet Components (Tables)

9 Months Ended

Sep. 30, 2023

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Inventory

Inventory consists of the following:


	September 30, 2023		December 31, 2022
	(in thousands)
Raw materials	$	24,289	$	18,456
Work in progress	17,493		7,666
Finished goods	54,907		48,735
Consigned inventory	491		255
Total inventory	$	97,180	$	75,112

Schedule of Accrued Liabilities

Accrued liabilities consist of the following:


	September 30, 2023		December 31, 2022
	(in thousands)
Employee compensation	$	35,264	$	32,885
Research and development costs	7,943		4,007
Asset purchases	4,718		4,600
Professional services	6,970		4,044
Excise, sales, income and other taxes	6,033		4,036
Other	8,836		5,803
Total accrued liabilities	$	69,764	$	55,375

Commitments and Contingencies - Schedule of Minimum Future Rental Payments (Details) - USD ($)
$ in Thousands

Sep. 30, 2023

Dec. 31, 2022

^[1]

Operating Lease Liabilities Payments Due [Abstract]

2023 (remainder of year)

$ 1,383

5,517

5,526

5,690

5,832

24,959

Total minimum lease payments

48,907

Less: imputed interest

(9,312)

Lessee, Operating Lease, Lease Incentive

(5,668)

Total lease liability

33,927

Lease liability, current portion

(1,569)

$ (1,278)

Lease liability, noncurrent portion

$ 32,358

$ 34,928

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2023

Commitments and Contingencies Disclosure [Abstract]

Lease, Cost


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Operating lease cost	$	1,223	$	1,168	$	3,651	$	3,451
Variable lease cost	366		453		955		696
Total lease cost	$	1,589	$	1,621	$	4,606	$	4,147

Schedule of Minimum Future Rental Payments

As of September 30, 2023, the maturities of the payments due under the Company’s operating lease liabilities were as follows:


Years ending December 31,	(in thousands)
2023 (remainder)	$	1,383
2024	5,517
2025	5,526
2026	5,690
2027	5,832
Thereafter	24,959
Total minimum lease payments	$	48,907
Less: imputed interest	(9,312)
Less: Lease incentive	(5,668)
Total lease liability	$	33,927
Less: current portion	(1,569)
Lease liability, noncurrent portion	$	32,358

Lessor, Operating Lease, Payment to be Received, Maturity

The table below summarizes the undiscounted future non-cancellable lease payments for the 5303 Lease facility under the Second Lease Amendment, which had not yet commenced as of September 30, 2023.


Years ending December 31,	(in thousands)
2023 (remainder)	$	—
2024	476
2025	1,173
2026	1,207
2027	1,244
Thereafter	5,359
Total undiscounted lease payments	$	9,459

Net Income (Loss) Per Share - Components of Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Numerator:
Net income (loss)	$ 34,986	$ 35,003	$ 102,973	$ 75,085
Denominator:
Basic (in shares)	36,797,072	36,003,931	36,630,575	35,807,264
Diluted (in shares)	38,196,780	37,948,049	38,184,299	37,813,107
Net income per share:
Basic (USD per share)	$ 0.95	$ 0.97	$ 2.81	$ 2.10
Diluted (USD per share)	$ 0.92	$ 0.92	$ 2.70	$ 1.99
Restricted Stock Units
Denominator:
Dilutive effect of share-based payment arrangements (in shares)	460,615	690,128	560,371	655,016
Employee Stock
Denominator:
Dilutive effect of share-based payment arrangements (in shares)	4,246	3,640	4,412	1,919
Stock Options
Denominator:
Dilutive effect of share-based payment arrangements (in shares)	934,847	1,250,350	988,941	1,348,908

Summary of Significant Accounting Policies - Additional Information (Details)	3 Months Ended	9 Months Ended
	Sep. 30, 2023 USD ($)	Sep. 30, 2023 USD ($)
Accounting Policies [Abstract]
Notice period for cancellation of agreement		30 days
Revenue recognized	$ 0	$ 0
Minimum
Finite-Lived Intangible Assets [Line Items]
Useful Life	5 years	5 years
Maximum
Finite-Lived Intangible Assets [Line Items]
Useful Life	20 years	20 years

Business Combination - Calculation of Consideration Transferred (Details) - Neovasc Inc. $ in Thousands	Apr. 11, 2023 USD ($)
Business Acquisition [Line Items]
Cash transferred	$ 112,129
Contingent consideration liability	9,307
Business Combination, Consideration Transferred	$ 121,436

Net Income (Loss) Per Share - Summary of Outstanding Potentially Dilutive Common Stock Equivalents Excluded from Calculation of Diluted Net Income (Loss) Per Share (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share (in shares)	448,770	21,124	429,957	7,066
Restricted Stock Units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share (in shares)	115,361	17,318	96,548	5,966
Employee Stock
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share (in shares)	0	3,806	0	1,100
Capped Call Securities
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from calculation of diluted net loss per share (in shares)	333,409	0	333,409	0

Commitments and Contingencies - Schedule of Lease Cost (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Operating lease cost	$ 1,223	$ 1,168	$ 3,651	$ 3,451
Variable lease cost	366	453	955	696
Total lease cost	$ 1,589	$ 1,621	$ 4,606	$ 4,147

Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2023

Accounting Policies [Abstract]

Restrictions on Cash and Cash Equivalents

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated statements of cash flows:


	September 30, 2023		September 30, 2022
	(in thousands)
Cash and cash equivalents	$	498,108	$	127,779
Restricted cash	1,341		2,165
Total cash, cash equivalents, and restricted cash	$	499,449	$	129,944

Schedule of Cash and Cash Equivalents

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated statements of cash flows:


	September 30, 2023		September 30, 2022
	(in thousands)
Cash and cash equivalents	$	498,108	$	127,779
Restricted cash	1,341		2,165
Total cash, cash equivalents, and restricted cash	$	499,449	$	129,944

Commitments and Contingencies - Schedule of Maturities of Operating Lease Liabilities (Details) $ in Thousands	Sep. 30, 2023 USD ($)
Commitments and Contingencies Disclosure [Abstract]
2023 (remainder of year)	$ 0
2024	476
2025	1,173
2026	1,207
2027	1,244
Thereafter	5,359
Total undiscounted lease payments	$ 9,459

Condensed Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands

Total

Convertible Senior Notes Due 2028

Common Stock

Additional Paid-In Capital

Accumulated Other Comprehensive Income

Accumulated Deficit

Beginning balance, shares (in shares) at Dec. 31, 2021

35,444,472,000

Beginning balance at Dec. 31, 2021

$ 241,830

$ 35

$ 494,806

$ (202)

$ (252,809)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exercise of stock options (in shares)

54,913,000

Exercise of stock options

391

$ 1

390

Unrealized gain on available-for-sale securities, net of tax

(815)

Issuance of common stock under employee stock purchase plan (in shares)

14,172,000

Issuance of common stock under employee stock purchase plan

2,135

Issuance of common stock in connection with vesting of restricted stock (in shares)

210,835,000

Taxes withheld on net settled vesting of restricted stock units (in shares)

(31,000)

Taxes withheld on net settled vesting of restricted stock units

(6)

Stock-based compensation

9,767

Net income (loss)

14,521

Ending balance, shares (in shares) at Mar. 31, 2022

35,724,361,000

Ending balance at Mar. 31, 2022

267,823

$ 36

507,092

(1,017)

(238,288)

Beginning balance, shares (in shares) at Dec. 31, 2021

35,444,472,000

Beginning balance at Dec. 31, 2021

241,830

$ 35

494,806

(202)

(252,809)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Adjustment for net gain realized and included in other income

Net income (loss)

75,085

Ending balance, shares (in shares) at Sep. 30, 2022

36,133,599,000

Ending balance at Sep. 30, 2022

355,930

$ 36

535,230

(1,612)

(177,724)

Beginning balance, shares (in shares) at Mar. 31, 2022

35,724,361,000

Beginning balance at Mar. 31, 2022

267,823

$ 36

507,092

(1,017)

(238,288)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exercise of stock options (in shares)

111,601,000

Exercise of stock options

500

Unrealized gain on available-for-sale securities, net of tax

(320)

Issuance of common stock in connection with vesting of restricted stock (in shares)

71,491,000

Stock-based compensation

11,504

Net income (loss)

25,561

Ending balance, shares (in shares) at Jun. 30, 2022

35,907,453,000

Ending balance at Jun. 30, 2022

305,068

$ 36

519,096

(1,337)

(212,727)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exercise of stock options (in shares)

170,620,000

Exercise of stock options

1,303

Unrealized gain on available-for-sale securities, net of tax

(275)

Adjustment for net gain realized and included in other income

Issuance of common stock under employee stock purchase plan (in shares)

15,473,000

Issuance of common stock under employee stock purchase plan

2,352

Issuance of common stock in connection with vesting of restricted stock (in shares)

40,053,000

Stock-based compensation

12,479

Net income (loss)

35,003

Ending balance, shares (in shares) at Sep. 30, 2022

36,133,599,000

Ending balance at Sep. 30, 2022

355,930

$ 36

535,230

(1,612)

(177,724)

Beginning balance, shares (in shares) at Dec. 31, 2022

36,235,546,000

Beginning balance at Dec. 31, 2022

511,316

^[1]

$ 36

548,960

(867)

(36,813)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exercise of stock options (in shares)

77,230,000

Exercise of stock options

320

$ 1

319

Unrealized gain on available-for-sale securities, net of tax

505

Adjustment for net gain realized and included in other income

(5)

Issuance of common stock under employee stock purchase plan (in shares)

19,124,000

Issuance of common stock under employee stock purchase plan

3,092

Issuance of common stock in connection with vesting of restricted stock (in shares)

257,624,000

Taxes withheld on net settled vesting of restricted stock units (in shares)

(19,000)

Taxes withheld on net settled vesting of restricted stock units

(3)

Stock-based compensation

16,337

Net income (loss)

39,125

Ending balance, shares (in shares) at Mar. 31, 2023

36,589,505,000

Ending balance at Mar. 31, 2023

570,687

$ 37

568,705

(367)

2,312

Beginning balance, shares (in shares) at Dec. 31, 2022

36,235,546,000

Beginning balance at Dec. 31, 2022

$ 511,316

^[1]

$ 36

548,960

(867)

(36,813)

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exercise of stock options (in shares)

191,956,000

Adjustment for net gain realized and included in other income

$ (5)

Net income (loss)

102,973

Ending balance, shares (in shares) at Sep. 30, 2023

36,882,240,000

Ending balance at Sep. 30, 2023

601,245

$ 37

535,197

(149)

66,160

Beginning balance, shares (in shares) at Mar. 31, 2023

36,589,505,000

Beginning balance at Mar. 31, 2023

570,687

$ 37

568,705

(367)

2,312

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exercise of stock options (in shares)

48,282,000

Exercise of stock options

403

Unrealized gain on available-for-sale securities, net of tax

(24)

Issuance of common stock in connection with vesting of restricted stock (in shares)

90,837,000

Taxes withheld on net settled vesting of restricted stock units (in shares)

(7,000)

Taxes withheld on net settled vesting of restricted stock units

(4)

Stock-based compensation

16,988

Net income (loss)

28,862

Ending balance, shares (in shares) at Jun. 30, 2023

36,728,617,000

Ending balance at Jun. 30, 2023

616,912

$ 37

586,092

(391)

31,174

Increase (Decrease) in Stockholders' Equity [Roll Forward]

Exercise of stock options (in shares)

66,444,000

Exercise of stock options

459

Unrealized gain on available-for-sale securities, net of tax

242

$ 242

Adjustment for net gain realized and included in other income

Issuance of common stock under employee stock purchase plan (in shares)

19,506,000

Issuance of common stock under employee stock purchase plan

3,138

Issuance of common stock in connection with vesting of restricted stock (in shares)

67,812,000

Taxes withheld on net settled vesting of restricted stock units (in shares)

(139,000)

Taxes withheld on net settled vesting of restricted stock units

(34)

Stock-based compensation

18,516

Purchase of capped calls related to convertible debt, net of tax

(72,974)

$ (72,974)

Net income (loss)

34,986

Ending balance, shares (in shares) at Sep. 30, 2023

36,882,240,000

Ending balance at Sep. 30, 2023

$ 601,245

$ 37

$ 535,197

$ (149)

$ 66,160

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Balance Sheet Components - Schedule of Inventory (Details) - USD ($)
$ in Thousands

Sep. 30, 2023

Dec. 31, 2022

Inventory Disclosure [Abstract]

Raw materials

$ 24,289

$ 18,456

Work in progress

17,493

7,666

Finished goods

54,907

48,735

Consigned inventory

491

255

Total inventory

$ 97,180

$ 75,112

^[1]

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Stock-Based Compensation

9 Months Ended

Sep. 30, 2023

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

Total stock-based compensation was as follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2023		2022		2023		2022
	(in thousands)				(in thousands)
Cost of product revenue	$	1,321	$	388	$	3,649	$	1,559
Research and development	4,559		2,695		12,230		7,409
Sales and marketing	7,117		4,901		20,176		13,241
General and administrative	5,413		3,748		15,368		10,038
Total stock-based compensation	$	18,410	$	11,732	$	51,423	$	32,247

Stock-based compensation of $0.1 million and $0.7 million was capitalized into inventory for the three months ended September 30, 2023 and 2022, respectively. Stock-based compensation of $0.4 million and $1.5 million was capitalized into inventory for the nine months ended September 30, 2023 and 2022, respectively. Stock-based compensation capitalized into inventory is recognized as cost of product revenue when the related product is sold.

2009 Equity Incentive Plan and 2019 Equity Incentive Plan

On June 17, 2009, the Company adopted the 2009 Equity Incentive Plan (the “2009 Plan”) under which the Company’s Board of Directors (the “Board”) had the authority to issue stock options to employees, directors and consultants.

In February 2019, the Company adopted the 2019 Equity Incentive Plan (the “2019 Plan”), which became effective in connection with the Company’s initial public offering (the “IPO”). As a result, effective as of March 6, 2019, the Company may not grant any additional awards under the 2009 Plan. The 2009 Plan will continue to govern outstanding equity awards granted thereunder. The Company initially reserved 2,000,430 shares of common stock for the issuance of a variety of awards under the 2019 Plan, including stock options, stock appreciation rights, awards of restricted stock and awards of restricted stock units (“RSUs”). In addition, the number of shares of common stock reserved for issuance under the 2019 Plan will automatically increase on the first day of January for a period of up to ten years, which commenced on January 1, 2020, in an amount equal to 3% of the total number of shares of the Company’s capital stock outstanding on the last day of the preceding year, or a lesser number of shares determined by the Board. As of September 30, 2023, there were 3,617,756 shares available for issuance under the 2019 Plan.

Stock Options

Option activity under the 2009 Plan and 2019 Plan is set forth below:


	Number of Shares	Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Term	Aggregate Intrinsic Value
				(in years)	(in thousands)
Balance, December 31, 2022	1,122,009	$	5.87	4.60	$	224,115
Options exercised	(191,956)	6.15
Options cancelled	(6,133)	2.41
Balance, September 30, 2023	923,920	$	5.83	3.86	$	213,029
Vested and exercisable, September 30, 2023	923,920	$	5.83	3.86	$	213,029
Vested and expected to vest, September 30, 2023	923,920	$	5.83	3.86	$	213,029

Restricted Stock Units

RSUs are share awards that entitle the holder to receive freely tradable shares of the Company’s common stock upon vesting. RSUs cannot be transferred and the awards are subject to forfeiture if the holder’s employment terminates prior to the release of the vesting restrictions. RSUs generally vest over a four-year period with straight-line quarterly vesting with a one year cliff or straight-line annual vesting, provided the employee remains continuously employed with the Company. The fair value of RSUs is equal to the closing price of the Company’s common stock on the grant date.

In February 2022 and 2023, the Company granted performance-based restricted stock units (“PRSUs”) to certain key executives. The vesting of these PRSUs is dependent on the achievement of certain performance targets related to the Company’s compound annual growth rate of revenue over a two or three year performance period, provided the executives remain employed with the Company at the time of vesting. The number of PRSUs that vest will vary from 0% to 200% of the target which will be determined based on the level of performance attained for each performance period. The fair value of these PRSUs is equal to the closing price of the Company’s common stock on the grant date. Compensation cost for PRSUs is recognized over the requisite service period based on the expected achievement of performance targets.

RSU and PRSU activity under the 2019 Plan is set forth below. Grant activity for all PRSUs is disclosed at target (100%):


	Restricted Stock Units			Performance-Based Restricted Stock Units
	Number of Shares	Weighted- Average Grant Date Fair Value Per Share		Number of Shares	Weighted- Average Grant Date Fair Value Per Share
Balance, December 31, 2022	1,125,991	$	127.39	38,797	$	165.74
RSUs and PRSUs granted	489,260	217.33		29,473	191.36
RSUs and PRSUs forfeited	(68,149)	161.93		(713)	265.17
RSUs and PRSUs vested	(416,063)	110.39		(210)	266.73
Balance, September 30, 2023	1,131,039	170.46		67,347	175.58

Employee Stock Purchase Plan

In February 2019, the Company adopted the 2019 Employee Stock Purchase Plan (“ESPP”), which became effective in connection with the IPO on March 6, 2019. The Company initially reserved 300,650 shares of common stock for purchase under the ESPP. Each offering under the ESPP to Company employees to purchase stock under the ESPP begins on each September 1 and March 1 and ends on the following February 28 or 29 and August 31, respectively. On each purchase date, which falls on the last date of each offering period, ESPP participants will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value per share of the common stock on the offering date or (2) the fair market value of the common stock on the purchase date. The occurrence and duration of offering periods under the ESPP are subject to the determinations of the Company’s Compensation Committee of the Board, in its sole discretion.

The fair value of the ESPP shares is estimated using the Black-Scholes option pricing model. The Company recorded $0.6 million and $0.8 million of stock-based compensation expense related to the ESPP for the three months ended September 30, 2023 and 2022, respectively. The Company recorded $2.5 million and $1.6 million of stock-based compensation expense related to the ESPP for the nine months ended September 30, 2023 and 2022, respectively. At September 30, 2023, a total of 1,521,021 shares were available for issuance under the ESPP.

Summary of Significant Accounting Policies - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($)
$ in Thousands

Sep. 30, 2023

Dec. 31, 2022

^[1]

Sep. 30, 2022

Accounting Policies [Abstract]

Cash and cash equivalents

$ 498,108

$ 156,586

$ 127,779

Restricted cash

1,341

2,165

Total cash, cash equivalents, and restricted cash

$ 499,449

$ 129,944

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

Goodwill and intangible assets - Changes in Carrying Amount of Goodwill (Details)
$ in Thousands

9 Months Ended

Sep. 30, 2023

USD ($)

Goodwill [Roll Forward]

Balance as of December 31, 2022

$ 0

^[1]

Goodwill acquired - Neovasc

39,789

Goodwill deductions or impairment

Balance as of September 30, 2023

$ 39,789

[1]	The condensed consolidated balance sheet as of December 31, 2022 is derived from the audited consolidated financial statements as of that date.

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Goodwill and intangible assets - Future Amortization Expense (Details) - Neovasc Inc. $ in Thousands	Sep. 30, 2023 USD ($)
Finite-Lived Intangible Assets [Line Items]
2023 (remainder)	$ 918
2024	3,640
2025	3,640
2026	3,640
2027	3,640
Thereafter	46,897
Intangible Assets, Net	$ 62,375

Stock-Based Compensation - Schedule of RSU Activity (Details)	9 Months Ended
	Sep. 30, 2023 $ / shares shares
Restricted Stock Units
Number of Shares
Beginning balance of period (in shares) \| shares	1,125,991,000
RSUs granted (in shares) \| shares	489,260,000
RSUs forfeited (in shares) \| shares	(68,149,000)
RSUs vested (in shares) \| shares	(416,063,000)
Ending balance of period (in shares) \| shares	1,131,039,000
Weighted-Average Grant Date Fair Value Per Share
Beginning balance of period (USD per share) \| $ / shares	$ 127,390
RSUs granted (USD per share) \| $ / shares	217,330
RSUs forfeited (USD per share) \| $ / shares	161,930
RSUs vested (USD per share) \| $ / shares	110,390
Ending balance of period (USD per share) \| $ / shares	$ 170,460
Performance-Based Restricted Stock Units
Number of Shares
Beginning balance of period (in shares) \| shares	38,797,000
RSUs granted (in shares) \| shares	29,473,000
RSUs forfeited (in shares) \| shares	(713,000)
RSUs vested (in shares) \| shares	(210,000)
Ending balance of period (in shares) \| shares	67,347,000
Weighted-Average Grant Date Fair Value Per Share
Beginning balance of period (USD per share) \| $ / shares	$ 165,740
RSUs granted (USD per share) \| $ / shares	191,360
RSUs forfeited (USD per share) \| $ / shares	265,170
RSUs vested (USD per share) \| $ / shares	266,730
Ending balance of period (USD per share) \| $ / shares	$ 175,580