Company Quick10K Filing
Price12.25 EPS-1
Shares70 P/E-16
MCap852 P/FCF-29
Net Debt-28 EBIT-51
TTM 2019-09-30, in MM, except price, ratios
10-Q 2021-03-31 Filed 2021-05-07
10-K 2020-12-31 Filed 2021-02-25
10-Q 2020-09-30 Filed 2020-11-09
10-Q 2020-06-30 Filed 2020-08-07
10-Q 2020-03-31 Filed 2020-05-11
10-K 2019-12-31 Filed 2020-02-27
10-Q 2019-09-30 Filed 2019-11-08
10-Q 2019-06-30 Filed 2019-08-07
10-Q 2019-03-31 Filed 2019-05-07
10-K 2018-12-31 Filed 2019-03-18
10-Q 2018-09-30 Filed 2018-11-06
10-Q 2018-06-30 Filed 2018-08-08
10-Q 2018-03-31 Filed 2018-05-08
10-K 2017-12-31 Filed 2018-03-08
10-Q 2017-09-30 Filed 2017-11-07
10-Q 2017-06-30 Filed 2017-08-08
10-Q 2017-03-31 Filed 2017-05-09
10-K 2016-12-31 Filed 2017-03-03
10-Q 2016-09-30 Filed 2016-11-09
10-Q 2016-06-30 Filed 2016-08-09
10-Q 2016-03-31 Filed 2016-05-09
10-K 2015-12-31 Filed 2016-02-29
10-Q 2015-09-30 Filed 2015-11-09
10-Q 2015-06-30 Filed 2015-08-10
10-Q 2015-03-31 Filed 2015-05-11
10-K 2014-12-31 Filed 2015-02-26
10-Q 2014-09-30 Filed 2014-11-06
10-Q 2014-06-30 Filed 2014-08-04
10-Q 2014-03-31 Filed 2014-05-12
10-K 2013-12-31 Filed 2014-03-12
10-Q 2013-09-30 Filed 2013-11-07
10-Q 2013-06-30 Filed 2013-08-07
10-Q 2013-03-31 Filed 2013-05-09
10-K 2012-12-31 Filed 2013-03-12
10-Q 2012-09-30 Filed 2012-11-09
10-Q 2012-06-30 Filed 2012-08-14
10-Q 2012-03-31 Filed 2012-05-15
10-K 2011-12-31 Filed 2012-03-26
10-Q 2011-09-30 Filed 2011-11-14
10-Q 2011-06-30 Filed 2011-08-09
10-Q 2011-03-31 Filed 2011-05-12
10-K 2010-12-31 Filed 2011-03-28
8-K 2021-02-10
8-K 2020-12-15
8-K 2020-11-05
8-K 2020-09-28
8-K 2020-09-08
8-K 2020-08-06
8-K 2020-06-23
8-K 2020-05-07
8-K 2020-05-05
8-K 2020-04-21
8-K 2020-04-14
8-K 2020-03-04
8-K 2020-02-10
8-K 2020-01-14
8-K 2019-11-20
8-K 2019-11-05
8-K 2019-08-01
8-K 2019-07-23
8-K 2019-06-03
8-K 2019-05-02
8-K 2019-04-18
8-K 2019-03-20
8-K 2019-02-27
8-K 2019-02-20
8-K 2019-02-13
8-K 2019-02-04
8-K 2018-12-11
8-K 2018-11-01
8-K 2018-10-30
8-K 2018-09-18
8-K 2018-08-02
8-K 2018-08-02
8-K 2018-07-30
8-K 2018-05-31
8-K 2018-05-03
8-K 2018-03-15
8-K 2018-03-12
8-K 2018-03-06
8-K 2018-03-02
8-K 2018-02-08
8-K 2018-02-06

FLDM 10Q Quarterly Report

Part I. Financial Information
Item 1. Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
Part II. Other Information
Item 1. Legal Proceedings
Item 1A. Risk Factors
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults Upon Senior Securities
Item 4. Mine Safety Disclosures
Item 5. Other Information
Item 6. Exhibits
EX-10.1 exhibit10110q1q2021ng.htm
EX-31.1 exhibit31110q1q2021ng.htm
EX-31.2 exhibit31210q1q2021ng.htm
EX-32.1 exhibit32110q1q2021ng.htm
EX-32.2 exhibit32210q1q2021ng.htm

Fluidigm Earnings 2021-03-31

Balance SheetIncome StatementCash Flow
Assets, Equity
Rev, G Profit, Net Income
Ops, Inv, Fin


Washington, D.C. 20549
(Mark One)
For the quarterly period ended March 31, 2021
For the transition period from              to
Commission file number: 001-34180

(Exact name of registrant as specified in its charter)
Delaware 77-0513190
State or other jurisdiction of incorporation or organization I.R.S. Employer Identification No.
2 Tower Place, Ste 2000
South San Francisco,
Address of principal executive officesZip Code
Registrant’s telephone number, including area code: (650) 266-6000
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.001 par value per shareFLDMThe Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filer Smaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  
As of April 30, 2021, there were 74,962,847 shares of the registrant’s common stock, $0.001 par value per share, outstanding.

Item 1.
Item 2.
Item 3.
Item 4.
Item 1.
Item 1A.
Item 2.
Item 3.
Item 4.
Item 5.
Item 6.


Item 1. Financial Statements
(In thousands) 
March 31,December 31,
Current assets:
Cash and cash equivalents$49,744 $68,520 
Accounts receivable (net of allowance of $356 at each of March 31, 2021 and December 31, 2020)
15,412 25,423 
Inventories, net21,892 19,689 
Prepaid expenses and other current assets9,279 4,031 
Total current assets96,327 117,663 
Property and equipment, net23,784 17,531 
Operating lease right-of-use asset, net37,245 38,114 
Other non-current assets4,386 4,680 
Developed technology, net37,000 40,206 
Goodwill106,456 106,563 
Total assets$305,198 $324,757 
Current liabilities:
Accounts payable$12,552 $9,220 
Accrued compensation and related benefits8,693 13,787 
Operating lease liabilities, current3,025 2,973 
Other accrued liabilities15,037 14,794 
Deferred revenue, current14,222 13,475 
Total current liabilities53,529 54,249 
Convertible notes, net53,837 54,224 
Deferred tax liability6,732 8,697 
Operating lease liabilities, non-current37,419 38,178 
Deferred revenue, non-current7,202 7,990 
Deferred grant income, non-current22,167 21,036 
Other non-current liabilities1,374 1,333 
Total liabilities182,260 185,707 
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.001 par value, 10,000 shares authorized, no shares issued and outstanding at either March 31, 2021 or December 31, 2020
Common stock: $0.001 par value, 200,000 shares authorized at March 31, 2021 and December 31, 2020; 74,963 and 74,543 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively
75 75 
Additional paid-in capital818,776 815,624 
Accumulated other comprehensive loss(331)112 
Accumulated deficit(695,582)(676,761)
Total stockholders’ equity122,938 139,050 
Total liabilities and stockholders’ equity$305,198 $324,757 
See accompanying notes

(In thousands, except per share amounts)
 Three Months Ended March 31,
Product revenue$24,728 $18,981 
Service revenue6,286 5,186 
Development revenue1,480  
Other revenue300 3,450 
Total revenue32,794 27,617 
Costs and expenses:
Cost of product revenue11,663 9,640 
Cost of service revenue2,090 1,525 
Research and development10,753 8,699 
Selling, general and administrative27,608 22,695 
Total costs and expenses52,114 42,559 
Loss from operations(19,320)(14,942)
Interest expense(887)(900)
Other expense, net(285)(818)
Loss before income taxes(20,492)(16,660)
Income tax benefit1,671 680 
Net loss$(18,821)$(15,980)
Net loss per share, basic and diluted$(0.25)$(0.23)
Shares used in computing net loss per share, basic and diluted74,707 70,458 
See accompanying notes

(In thousands)

Three Months Ended March 31,
Net loss$(18,821)$(15,980)
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustment(443)(303)
Net change in unrealized gain (loss) on investments  
Other comprehensive income (loss), net of tax(443)(303)
Comprehensive loss$(19,264)$(16,283)
See accompanying notes

(In thousands)

 Common StockAdditional
Income (Loss)
Balance as of December 31, 202074,543 $75 $815,624 $112 $(676,761)$139,050 
Issuance of restricted stock, net of shares withheld for taxes, and other420 — (525)— — (525)
Stock-based compensation expense— — 3,677 — — 3,677 
Net loss— — — — (18,821)(18,821)
Other comprehensive loss, net of tax— — — (443)— (443)
Balance as of March 31, 202174,963 $75 $818,776 $(331)$(695,582)$122,938 
 Common StockAdditional
Income (Loss)
Balance as of December 31, 201969,956 $70 $777,765 $(582)$(623,641)$153,612 
Issuance of restricted stock, net of shares withheld for taxes, and other255 — (146)— — (146)
Cumulative-effect of new accounting standard for Topic 326 Credit Losses— — — — (100)(100)
Stock-based compensation expense— — 2,364 — — 2,364 
Acquisition of InstruNor AS485 1 2,048 — — 2,049 
Net loss— — — — (15,980)(15,980)
Other comprehensive loss, net of tax— — — (303)— (303)
Balance as of March 31, 202070,696 $71 $782,031 $(885)$(639,721)$141,496 
See accompanying notes

(In thousands)
Three Months Ended March 31,
Operating activities
Net loss$(18,821)$(15,980)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense3,677 2,366 
Amortization of developed technology2,983 2,968 
Depreciation and amortization934 1,092 
Amortization of debt discounts, premiums and issuance costs 132 140 
Lease amortization151 380 
Provision for excess and obsolete inventory315 195 
Other non-cash items12 (116)
Changes in assets and liabilities:
Accounts receivable, net9,843 4,730 
Inventories, net(2,896)(2,280)
Prepaid expenses and other assets(2,763)112 
Accounts payable3,363 3,124 
Deferred revenue156 1,040 
Other liabilities(9,987)(2,066)
Net cash used in operating activities(12,901)(4,295)
Investing activities
Acquisition, net of cash acquired (5,154)
Proceeds from NIH Contract2,000  
Proceeds from maturities of investments 23,644 
Purchases of property and equipment(6,923)(1,030)
Net cash provided by (used in) investing activities(4,923)17,460 
Financing activities
Repayment of long-term debt(501) 
Payments for taxes related to net share settlement of equity awards and other(525)(146)
Payment of debt issuance costs (357)
Net cash used in financing activities(1,026)(503)
Effect of foreign exchange rate fluctuations on cash and cash equivalents74 (331)
Net increase (decrease) in cash, cash equivalents and restricted cash(18,776)12,331 
Cash, cash equivalents and restricted cash at beginning of period69,536 23,736 
Cash, cash equivalents and restricted cash at end of period$50,760 $36,067 
Supplemental disclosures of cash flow information
Cash paid for interest$44 $44 
Cash paid for income taxes, net of refunds$1,200 $87 
Non-cash right-of-use assets and lease liabilities$ $35,465 
Asset retirement obligations$324 $303 
See accompanying notes

March 31, 2021
1. Description of Business
Fluidigm Corporation (the Company, Fluidigm, we, our or us) improves life by driving meaningful insights in health and disease. Our innovative technologies explore the biological complexities of disease to advance human health through research, diagnostics and clinical applications. We create, manufacture, and market a range of products and services, including instruments, consumables, reagents and software that are used by researchers and clinical labs worldwide. Our customers are leading academic and government laboratories, as well as pharmaceutical, biotechnology, plant and animal research organizations, and clinical laboratories worldwide. The Company was formerly known as Mycometrix Corporation and changed its name to Fluidigm Corporation in April 2001. Fluidigm Corporation was founded in 1999 and is headquartered in South San Francisco, California.
2. Summary of Significant Accounting Policies
Basis of Presentation and Consolidation
The accompanying condensed consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (U.S. GAAP) and include the accounts of our wholly owned subsidiaries. As of March 31, 2021, we had wholly owned subsidiaries in Singapore, Canada, the Netherlands, Japan, France, Italy, the United Kingdom, China, Germany and Norway. All subsidiaries, except for Singapore, use their local currency as their functional currency. The Singapore subsidiary uses the U.S. dollar as its functional currency. All intercompany transactions and balances have been eliminated in consolidation.
Certain prior period amounts in the condensed consolidated financial statements were reclassified to conform with the current period presentation. These reclassifications were immaterial and did not affect prior period total assets, total liabilities, stockholders’ equity, total revenue, total costs and expenses, loss from operations or net loss.
Unaudited Interim Financial Information
The accompanying interim condensed consolidated financial statements and related disclosures are unaudited, have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair statement of the results of operations for the periods presented.
The year-end condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. The condensed consolidated results of operations for the three months ended March 31, 2021 are not necessarily indicative of the results to be expected for the full year or for any other year or interim period. The accompanying condensed consolidated financial statements should be read in conjunction with the audited financial statements and the related notes for the year ended December 31, 2020 included in our annual report on Form 10-K, filed with the SEC on February 25, 2021.
Use of Estimates
The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. We base our estimates on historical experience and on various other assumptions believed to be reasonable, which together form the basis for making judgments about the carrying values of assets and liabilities. The full extent to which the COVID-19 pandemic impacts our business, results of operations and financial condition will depend on numerous evolving factors including, but not limited to, the magnitude and duration of the pandemic, the extent to which it will impact worldwide macroeconomic conditions, including the speed of recovery, and governmental and business reactions to the pandemic. We assessed certain accounting matters that generally require consideration of forecasted financial information, including the unknown impact of COVID-19 as of March 31, 2021. These accounting matters included, but were not limited to, our allowance for doubtful accounts and credit losses, inventory and related reserves and the carrying value of goodwill and other long-lived assets. Actual results could differ materially from these estimates and could have a material adverse effect on our condensed consolidated financial statements.

Foreign Currency
Assets and liabilities of non-U.S. subsidiaries that use the local currency as their functional currency are translated into U.S. dollars at exchange rates in effect on the balance sheet date. The adjustments resulting from the foreign currency translations are recorded in accumulated other comprehensive loss, a separate component of stockholders’ equity. Income and expense accounts are translated at monthly average exchange rates during the year.
Revenue Recognition
We generate revenue primarily from the sale of our products and services. Product revenue is derived from the sale of instruments and consumables, including integrated fluidic circuits (IFCs), assays and reagents. Service revenue is primarily derived from the sale of instrument service contracts, repairs, installation, training and other specialized product support services. We also generate revenue from product development agreements, license and royalty agreements and grants. Revenue is reported net of any sales, use and value-added taxes we collect from customers as required by government authorities. Research and development cost includes costs associated with development and grant revenue.
We recognize revenue based on the amount of consideration we expect to receive in exchange for the goods and services we transfer to the customer. Our commercial arrangements typically include multiple distinct products and services, and we allocate revenue to these performance obligations based on their relative standalone selling prices. Standalone selling prices (SSP) are generally determined using observable data from recent transactions. In cases where sufficient data is not available, we estimate a product’s SSP using a cost plus a margin approach or by applying a discount to the product’s list price.
Product Revenue
We recognize product revenue at the point in time when control of the goods passes to the customer and we have an enforceable right to payment. This generally occurs either when the product is shipped from one of our facilities or when it arrives at the customer’s facility, based on the contractual terms. Customers generally do not have a unilateral right to return products after delivery. Invoices are generally issued at shipment and generally become due in 30 to 60 days.
We sometimes perform shipping and handling activities after control of the product passes to the customer. We have made an accounting policy election to account for these activities as product fulfillment activities rather than as separate performance obligations.
Service Revenue
We recognize revenue from repairs, maintenance, installation, training and other specialized product support services at the point in time the work is completed. Installation and training services are generally billed in advance of service. Repairs and other services are generally billed at the point the work is completed.
Revenue associated with instrument service contracts is recognized on a straight-line basis over the life of the agreement, which is generally one to three years. We believe this time-elapsed approach is appropriate for service contracts because we provide services on demand throughout the term of the agreement. Invoices are generally issued in advance of service on a monthly, quarterly, annual or multi-year basis. Payments made in advance of service are reported on our condensed consolidated balance sheet as deferred revenue.
Development Revenue
We have entered and may continue to enter into development agreements with third parties that provide for up-front and periodic milestone payments. Our development agreements may include more than one performance obligation. At the inception of the contract, we assess whether each obligation represents a separate performance obligation or whether such obligations should be combined as a single performance obligation. The transaction price for each development agreement is determined based on the amount of consideration we expect to be entitled to for satisfying all performance obligations within the agreement.
We assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue. In arrangements where we satisfy performance obligation(s) over time, we recognize development revenue typically using an input method based on our costs incurred relative to the total expected cost which determines the extent of our progress toward completion. As part of the accounting for these arrangements, we must develop estimates and assumptions that require judgment to determine the transaction price and progress towards completion. We review our estimate of the transaction price and progress toward completion based on the best information available to recognize the cumulative progress toward completion as of the end of each reporting period, and make revisions to such estimates as necessary.

We also generate revenue from development or collaboration agreements that do not include upfront or milestone-based payments and generally recognize revenue on these types of agreements based on the timing of development activities.
Other Revenue
Other revenue consists of license and royalty revenue and grant revenue. We recognize revenue from license agreements when the license is transferred to the customer and the customer is able to use and benefit from the license. For contracts that include sales-based royalties, we recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied.
In March 2020, we entered into an agreement to settle intellectual property infringement claims, in which we received a $3.5 million payment in exchange for a perpetual license under certain Fluidigm intellectual property. The settlement is considered a multiple-element arrangement with each element accounted for individually. Accordingly, $3.1 million of the proceeds was recognized as license revenue and $0.4 million was offset against legal costs.
We receive grants from various entities to perform research and development activities over contractually defined periods. Grant revenue is not accounted for under ASC 606 Revenue from Contracts with Customers, as the grant agreement is not with a customer. As there is no authoritative U.S. GAAP guidance for grants awarded to for-profit entities, we have applied the guidance in ASC 958 Not-for-Profit Entities by analogy. Revenue is generally recognized provided that the conditions under which the grants were provided have been met and any remaining performance obligations are perfunctory.
Product Warranties
We generally provide a one-year warranty on our instruments. We accrue for estimated warranty obligations at the time of product shipment. We periodically review our warranty liability and record adjustments based on the terms of warranties provided to customers, and historical and anticipated warranty claim experience. This expense is recorded as a component of cost of product revenue in the condensed consolidated statements of operations.
Significant Judgments
Applying the revenue recognition practices discussed above often requires significant judgment. Judgment is required when identifying performance obligations, estimating SSP and allocating purchasing consideration in multi-element arrangements and estimating the future amount of our warranty obligations. Moreover, significant judgment is required when interpreting commercial terms and determining when control of goods and services passes to the customer. Any material changes created by errors in judgment could have a material effect on our operating results and overall financial condition.
Accounts Receivable
Trade accounts receivable are recorded at net invoice value. We review our exposure to accounts receivable and provide allowances of specific amounts if collectability is no longer reasonably assured based on historical experience and specific customer collection issues. We evaluate such allowances on a regular basis and adjust them as needed.
Concentrations of Business and Credit Risk
Financial instruments that potentially subject us to credit risk consist of cash, cash equivalents, investments, and accounts receivable. Our cash, cash equivalents, and investments may consist of deposits held with banks, money market funds, and other highly liquid investments that may at times exceed federally insured limits. Cash equivalents and investments are financial instruments that potentially subject us to concentrations of risk. Under our investment policy, we invest primarily in securities issued by the U.S. government. The goals of our investment policy, in order of priority, are as follows: preserve capital, meet liquidity needs, and optimize returns.
We generally do not require collateral to support credit sales. To reduce credit risk, we perform credit evaluations of our customers. One customer from whom we derived product revenue exceeded 10% of revenue for the three months ended March 31, 2021. License revenue, recognized as part of a settlement agreement with a party who is not a regular customer, exceeded 10% of total revenue for the three months ended March 31, 2020. No other customer represented more than 10% of revenue during the three months ended March 31, 2021 or during the same period the previous year. There were no customers who represented more than 10% of total billed receivables as of March 31, 2021 or December 31, 2020.
Our products include components that are currently procured from a single source or a limited number of sources. We believe that other vendors would be able to provide similar components; however, the qualification of such vendors may require start-up time. In order to mitigate any adverse impacts from a disruption of supply, we attempt to maintain an adequate supply of critical limited-source components.

We determine if an arrangement is a lease, or contains a lease, at inception. Operating leases are included in operating lease right-of-use (ROU) assets and current and non-current operating lease liabilities in our condensed consolidated balance sheets. ROU assets represent our right-to-use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we generally use our incremental borrowing rate based on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. Significant judgment is required in determining the incremental collateralized borrowing rate. Lease expense for lease payments is recognized on a straight-line basis over the lease term.
We elected the short-term lease recognition exemption for all leases that qualify. For those leases that qualify, we will not recognize ROU assets or lease liabilities for leases with an initial lease term of one year or less. We also elected not to separate lease and nonlease components for our building leases. The nonlease components are generally variable in nature and are expected to represent most of our variable lease costs. Variable costs are expensed as incurred. We have taken a portfolio approach for our vehicle leases by country.
Business Combinations, Goodwill, Intangible Assets and Other Long-Lived Assets
We have completed acquisitions of businesses in the past and may acquire additional businesses or technologies in the future. The results of businesses acquired in a business combination are included in our condensed consolidated financial statements from the date of acquisition. We allocate the purchase price, which is the sum of the consideration provided in a business combination, to the identifiable assets and liabilities of the acquired business at their acquisition date fair values. The excess of the purchase price over the amount allocated to the identifiable assets and liabilities, if any, is recorded as goodwill. Determining the fair value of assets acquired and liabilities assumed requires management to use significant judgment and estimates, including the selection of valuation methodologies and estimates of future revenue.
Goodwill, which has an indefinite useful life, represents the excess of cost over fair value of net assets acquired. Our intangible assets include developed technology, patents and licenses. The cost of identifiable intangible assets with finite lives is generally amortized on a straight-line basis over the assets’ respective estimated useful lives.
Goodwill and intangible assets with indefinite lives are not subject to amortization but are tested for impairment on an annual basis during the fourth quarter or whenever events or changes in circumstances indicate the carrying amount of these assets may not be recoverable. Events or changes in circumstances that could affect the likelihood that we will be required to recognize an impairment charge include, but are not limited to, declines in our stock price or market capitalization, economic downturns and other macroeconomic events, including the current COVID-19 pandemic, declines in our market share or revenues, and an increase in our losses, rapid changes in technology, failure to achieve the benefits of capacity increases and utilization, significant litigation arising out of an acquisition, or other matters. Any impairment charges could have a material adverse effect on our operating results and net asset value in the quarter in which we recognize the impairment charge.
In evaluating our goodwill and intangible assets with indefinite lives for indications of impairment, we first conduct an assessment of qualitative factors to determine whether it is more likely than not that the fair value of our reporting unit is less than its carrying amount. If we determine that it is more likely than not that the fair value of our reporting unit is less than its carrying amount, we compare the fair value of our reporting unit to its carrying value. If the fair value of our reporting unit exceeds its carrying value, goodwill is not considered impaired and no further analysis is required. If the carrying value of the reporting unit exceeds its fair value, then an impairment loss equal to the difference would be recorded to goodwill. There were no indicators of impairment in 2020 or for the three months ended March 31, 2021. We did not recognize any impairment of goodwill for any of the periods presented herein.
We evaluate our long-lived assets, including finite-lived intangibles, for indicators of possible impairment when events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. If any indicator of impairment exists, we assess the recoverability of the affected long-lived assets by determining whether the carrying value of the asset can be recovered through undiscounted future operating cash flows. If impairment is indicated, we estimate the asset’s fair value using future discounted cash flows associated with the use of the asset and adjust the carrying value of the asset accordingly. We did not recognize any impairment of intangibles for any of the periods presented herein.
Deferred Grant Income
In September 2020, we executed a definitive contract with the National Institutes of Health (NIH) for a project under the NIH Rapid Acceleration of Diagnostics (RADx) program. The definitive contract, which amended the letter contract we entered into with the NIH in July 2020 (collectively, the NIH Contract), has a total value of up to $34.0 million upon the achievement

of certain conditional milestones. Proceeds from the NIH Contract will be used primarily to expand production capacity and product throughput capabilities.
Accounting for the NIH Contract does not fall under ASC 606, Revenue from Contracts with Customers, as the NIH will not benefit directly from our expansion or product development. As there is no authoritative guidance under U.S. GAAP on accounting for government assistance to for-profit business entities, we applied International Accounting Standards (IAS) 20, Accounting for Government Grants and Disclosure of Government Assistance, by analogy when accounting for the NIH Contract payments to Fluidigm.
The NIH Contract proceeds used for production capacity expansion meet the definition of grants related to assets as the primary purpose for the payments is to fund the purchase and construction of capital assets to scale up production capacity. Under IAS 20, government grants related to assets are presented in the statement of financial position either by setting up the grant as deferred income or by deducting the grant in arriving at the carrying amount of the asset. Either of these two methods of presentation of grants related to assets in financial statements are regarded as acceptable alternatives under IAS 20. We have elected to record the grants received as deferred income using the first method.
Under IAS 20, grant proceeds are recognized when there is reasonable assurance the conditions of the grant will be met and the grant will be received. With the NIH Contract, this occurs when either each milestone has been accepted by NIH or management concludes the conditions of the grant have been substantially met. Deferred income related to production capacity expansion will be amortized over the period of depreciation for the related assets as a reduction of depreciation expense. Deferred income related to reimbursement of operating expenses is recorded as a reduction of those expenses incurred to date.
Convertible Notes
In February 2014, we closed an underwritten public offering of 2.75% Senior Convertible Notes due 2034 (2014 Notes). In November 2019, we closed a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of $55.0 million aggregate principal amount of our 5.25% Senior Convertible Notes due 2024 (2019 Notes). As the 2014 Notes and 2019 Notes do not provide for a cash conversion feature, the 2014 Notes and the 2019 Notes are recorded as debt in their entirety in accordance with ASC 470. Offering-related costs, including underwriting costs, were capitalized as debt issuance costs, recorded as an offset to the carrying value of the related Notes, and are amortized over the expected term of the related Notes using the effective interest method.
As provided by the indenture governing the 2014 Notes, in February 2021, holders of $0.5 million of the 2014 Notes required us to repurchase their notes at 100% of the principal amount plus accrued and unpaid interest. We recorded a loss of $9 thousand on the extinguishment of these notes, representing the difference between the price paid to extinguish the 2014 Notes and their carrying value, including unamortized debt issuance costs. The loss is included in other expense, net on the condensed consolidated statement of operations.
See Note 8 for a detailed discussion of the accounting treatment of the transactions and additional information.
Comprehensive Loss
Comprehensive loss is comprised of net loss and other comprehensive income (loss). Other comprehensive income (loss) consists of unrealized gains and losses on our investments and foreign currency translation adjustments. Total comprehensive loss for all periods presented has been disclosed in the condensed consolidated statements of comprehensive loss.
The components of accumulated other comprehensive loss, net of tax, for the three months ended March 31, 2021 are as follows (in thousands):
Foreign Currency Translation AdjustmentUnrealized Gain (Loss) on InvestmentsAccumulated Other Comprehensive Income (Loss)
Ending balance at December 31, 2020$112 $ $112 
Other comprehensive income (loss)(443) (443)
Ending balance at March 31, 2021$(331)$ $(331)

Immaterial amounts of unrealized gains and losses have been reclassified into the condensed consolidated statement of operations for the three months ended March 31, 2021 and 2020.

Net Loss per Share
Our basic and diluted net loss per share is calculated by dividing net loss by the weighted-average number of shares of common stock outstanding for the period. Restricted stock units, performance share units, and stock options to purchase our common stock are considered to be potentially dilutive common shares but have been excluded from the calculation of diluted net loss per share as their effect is anti-dilutive for all periods presented.
The following potentially dilutive common shares were excluded from the computations of diluted net loss per share for the periods presented because including them would have been anti-dilutive (in thousands):
 Three Months Ended March 31,
Stock options, restricted stock units and performance awards6,974 6,652 
2019 Convertible Notes18,966 18,966 
2019 Convertible Notes potential make-whole shares1,538 4,707 
2014 Convertible Notes10 19 
Total27,488 30,344 
Recent Accounting Changes and Accounting Pronouncements
Adoption of New Accounting Guidance
In November 2019, the FASB issued ASU 2019-12-Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The amendments in this update improve consistent application of and simplify U.S. GAAP for Topic 740 by clarifying and amending existing guidance for, among other items, intra-period allocation, reporting tax law changes and losses in interim periods, state and local taxes not fully based on income and recognition of deferred tax liability related to certain transactions. There is also new guidance related to consolidated group reporting and tax impacts resulting from business combinations. The new guidance is effective for fiscal years beginning after December 15, 2020. The adoption of the new guidance did not have a significant impact on our financial results.
Recent Accounting Pronouncements
In August 2020, the FASB issued 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. The amendment to this ASU reduces the number of accounting models for convertible instruments and allows more contracts to qualify for equity classification, which is expected to result in more convertible instruments being accounted for as a single unit, rather than being bifurcated between debt and equity. The new guidance is effective for fiscal years beginning after December 15, 2021. We are currently evaluating the impact of adoption on our condensed consolidated financial statements.

3. NIH Contract
In 2020, we were awarded the NIH Contract under the RADx program to support the expansion of our production capacity and throughput capabilities for COVID-19 testing with our microfluidics technology. The NIH Contract has a total value of up to $34.0 million upon the achievement of certain conditional milestones. The NIH Contract was modified in February 2021, dividing the remaining milestones into multiple discrete milestones expected to be completed in 2021, with no change to the total grant amount. Proceeds from the NIH Contract are being used primarily to expand production capacity and, to a lesser extent, to offset related operating expenses.
The NIH has the right to terminate the NIH Contract for convenience. In the event of termination for convenience, we will be paid a percentage of the NIH Contract price reflecting the percentage of the work performed prior to the notice of termination, plus reasonable charges. In the event of termination for cause due to our default, NIH is not liable for supplies or services not accepted.
If we fail to deliver within the time specified in the NIH Contract and the delay is due to Fluidigm’s fault or negligence, we are required to pay liquidated damages in the amount of 33% of the amount(s) already disbursed to date under the NIH Contract within six months from the date of termination. We are in compliance with the terms of the NIH Contract and do not currently expect to pay any liquidated damages. We are working with the NIH to ensure we remain in compliance with the requirements and milestones of the NIH Contract.

The following table summarizes the activity under the NIH Contract through March 31, 2021 (in thousands):
March 31, 2021December 31, 2020
Total value of milestones reasonably assured$29,936 $25,436 
Cumulative amounts applied against operating expenses(1,951)(1,488)
Total deferred grant income$27,985 $23,948 
March 31, 2021December 31, 2020
Short-term deferred grant income$5,818 $2,912 
Long-term deferred grant income22,167 21,036 
Deferred grant income$27,985 $23,948 
March 31, 2021December 31, 2020
Total value of milestones reasonably assured$29,936 $25,436 
Cumulative funding received(27,436)(25,436)
Grant receivable from NIH Contract$2,500 $ 
The grant receivable from the NIH Contract is included in prepaid and other current assets on the condensed consolidated balance sheet at March 31, 2021. Short-term deferred grant income represents future research and development costs expected to be funded by the NIH as well as estimated depreciation expense to be incurred over the next twelve months. Short-term deferred grant income is included in other accrued liabilities on the condensed consolidated balance sheet at March 31, 2021. The long-term deferred grant income includes capital expenditure amounts which will be amortized in later periods.
We have incurred $16.1 million of capital expenditures through March 31, 2021. The majority of this amount is included in construction-in-progress, which is included in property and equipment, net in the condensed consolidated balance sheet as of March 31, 2021 (see Note 7).

4. Development Agreement
Effective March 31, 2020, we signed an OEM Supply and Development Agreement (Development Agreement) with a customer. Under the Development Agreement, Fluidigm will develop products based on our microfluidics technology. The Development Agreement provides up-front and periodic milestone payments of up to $11.7 million during the development stage, which is expected to be completed in 2021. We recognized $1.5 million of development revenue from this agreement during the three months ended March 31, 2021. Cumulatively, we have recognized $10.3 million of development revenue from this agreement. Unbilled receivables of $2.8 million, which represent revenues recognized in excess of milestones billed through March 31, 2021, are included in prepaid and other current assets on the condensed consolidated balance sheet at March 31, 2021. No development revenue was recognized during the three months ended March 31, 2020.


5. Revenue
Disaggregation of Revenue
The following table presents our revenue for the three months ended March 31, 2021 and 2020, respectively, based on geographic area and by source (in thousands):
Three Months Ended March 31,
Geographic Markets:
Americas$18,523 $14,844 
EMEA9,142 8,096 
Asia-Pacific5,129 4,677 
Total revenue$32,794 $27,617 
Three Months Ended March 31,
Instruments$7,708 $9,471 
Consumables17,020 9,510 
Product revenue24,728 18,981 
Service revenue6,286 5,186 
Development revenue1,480  
Other revenue:
  License revenue 3,100 
  Grant revenue300 350 
Total other revenue300 3,450 
Total revenue$32,794 $27,617 
Performance Obligations
We reported $21.5 million of deferred revenue in our December 31, 2020 consolidated balance sheet. During the three months ended March 31, 2021, $3.9 million of the opening balance was recognized as revenue and $3.8 million of net additional advance payments were received from customers, primarily associated with instrument service contracts. At March 31, 2021, we reported $21.4 million of deferred revenue.
The following table summarizes the expected timing of revenue recognition for unfulfilled performance obligations associated with instrument service contracts that were partially completed at March 31, 2021 (in thousands):
Fiscal Year
Expected Revenue (1)
2021 remainder of the year$11,033 
(1) Expected revenue includes both billed amounts included in deferred revenue and unbilled amounts that are not reflected in our condensed consolidated financial statements and are subject to change if our customers decide to cancel or modify their contracts. Purchase orders for instrument service contracts can generally be canceled before the service period begins without penalty.
We apply the practical expedient that permits us not to disclose information about unsatisfied performance obligations for service contracts with an expected term of one year or less.


6. Goodwill and Intangible Assets, net
In connection with our acquisition of DVS Sciences, Inc. in February 2014, we recognized goodwill of $104.1 million and $112.0 million of developed technology. In January 2020, we recognized $2.2 million (Euro 2.0 million) of goodwill from the InstruNor acquisition and $5.4 million (Euro 4.9 million) of developed technology. As the goodwill and developed technology from the InstruNor acquisition are recorded in the functional currency of our European operations, which is the Euro, these balances are revalued each period and the U.S. dollar value of these assets will fluctuate as foreign exchange rates change.
Goodwill and intangible assets with indefinite lives are not subject to amortization but are tested for impairment on an annual basis during the fourth quarter or whenever events or changes in circumstances indicate the carrying amount of these assets may not be recoverable. Qualitative assessment includes assessing significant events and circumstances such as our current results, assumptions regarding future performance, strategic initiatives and overall economic factors, including the ongoing global COVID-19 pandemic and macroeconomic developments to determine the existence of potential indicators of impairment and assess if it is more likely than not that the fair value of our reporting unit or intangible assets is less than their carrying value. If indicators of impairment are identified, a quantitative impairment test is performed.
Intangible assets also include other patents and licenses, which are included in other non-current assets. Intangible assets, net, were as follows (in thousands):
March 31, 2021
Gross AmountAccumulated AmortizationNetWeighted-Average Amortization Period
Developed technology$117,689 $(80,689)$37,000 9.9 years
Patents and licenses$11,274 $(9,485)$1,789 7.0 years
December 31, 2020
Gross AmountAccumulated AmortizationNetWeighted-Average Amortization Period
Developed technology$117,658 $(77,452)$40,206 9.9 years
Patents and licenses$11,274 $(9,256)$2,018 7.5 years
Total amortization expense for both the three months ended March 31, 2021 and 2020 was $3.2 million.
Based on the carrying value of intangible assets, net, as of March 31, 2021, the amortization expense is expected to be as follows (in thousands):
Fiscal YearDeveloped Technology Amortization ExpensePatents and Licenses Amortization ExpenseTotal
2021 remainder of the year$8,933 $532 $9,465 
202211,911 678 12,589 
202311,911 572 12,483 
20242,111 7 2,118 
2025711  711 
Thereafter1,423  1,423 
Total$37,000 $1,789 $38,789 


7. Balance Sheet Details
Cash, Cash Equivalents and Restricted Cash
Cash, cash equivalents and restricted cash consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):
March 31, 2021December 31, 2020
Cash and cash equivalents$49,744 $68,520 
Restricted cash1,016 1,016 
Total cash, cash equivalents and restricted cash$50,760 $69,536 
Short-term restricted cash of approximately $16 thousand is included in prepaid expenses and other current assets and $1.0 million of non-current restricted cash is included in other non-current assets in the condensed consolidated balance sheet as of March 31, 2021.
Inventories, net
Inventories consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):
March 31, 2021December 31, 2020
Raw materials$9,846 $8,292 
Work-in-process1,083 1,214 
Finished goods10,963 10,183 
Total inventories, net$21,892 $19,689 

Property and Equipment, net

Property and equipment consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):
March 31, 2021December 31, 2020
Computer equipment and software$4,276 $4,240 
Laboratory and manufacturing equipment18,331 18,107 
Leasehold improvements7,226 7,203 
Office furniture and fixtures2,021 1,994 
Property and equipment, gross31,854 31,544 
Less accumulated depreciation and amortization(24,707)(23,989)
Construction-in-progress16,637 9,976 
Property and equipment, net$23,784 $17,531 

Accrued Compensation and Related Benefits
Accrued compensation and related benefits consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):
March 31, 2021December 31, 2020
Accrued incentive compensation$2,350 $7,842 
Accrued vacation3,634 3,367 
Accrued payroll taxes and other2,709 2,578 
Accrued compensation and related benefits$8,693 $13,787 
Activity for our warranty accrual for the three months ended March 31, 2021 and 2020, which is included in other accrued liabilities, is summarized below (in thousands):
Three Months Ended March 31,
Beginning balance$1,663 $1,390 
Accrual (release) for current period warranties(150)227 
Warranty costs incurred(236)(162)
Ending balance$1,277 $1,455 

8. Convertible Notes and Credit Facility
2014 Senior Convertible Notes (2014 Notes)
In February 2014, we closed an underwritten public offering of $201.3 million aggregate principal amount of our 2014 Notes. We received $195.2 million, net of underwriting discounts, from the issuance of the 2014 Notes and incurred approximately $1.1 million in offering-related expenses. The underwriting discount and offering-related expenses are being amortized to interest expense using the effective-interest rate method. The effective interest rate on the 2014 Notes, reflecting the impact of debt discounts and issuance costs, is 3.0%. The 2014 Notes will mature on February 1, 2034, unless earlier converted, redeemed, or repurchased in accordance with the terms of the 2014 Notes. Repurchase provisions for the 2014 Notes permit the holders of the 2014 Notes to require us to repurchase all or a portion of their 2014 Notes on each of February 6, 2021, February 6, 2024, and February 6, 2029, at a repurchase price in cash equal to 100% of the principal amount of the 2014 Notes plus accrued and unpaid interest. On February 6, 2021, holders of $0.5 million of the 2014 Notes required us to repurchase their notes in accordance with this provision. We recorded a loss of $9 thousand on the extinguishment of these notes, which is included in other expense, net in our condensed consolidated statement of operations.
We have retired the majority of the 2014 Notes through the issuance of the 2018 Notes and 2019 Notes, as discussed below, as well as the February 2021 redemption. As of March 31, 2021, there is $0.6 million aggregate principal of the 2014 Notes outstanding.
2018 Senior Convertible Notes (2018 Notes)
In March 2018, we entered into separate privately negotiated transactions with certain holders of our 2014 Notes to exchange $150.0 million in aggregate principal amount of the 2014 Notes for 2018 Notes, leaving $51.3 million of the aggregate principal amount of the 2014 Notes outstanding. The 2018 Notes accrued interest at a rate of 2.75% payable semi-annually. The 2018 Notes were set to mature on February 1, 2034, unless earlier converted, redeemed, or repurchased in accordance with the terms of the indenture governing the 2018 Notes. In the first quarter of 2019, $150.0 million of the 2018 Notes were converted into 19.5 million shares of our common stock and the bonds were retired.
2019 Senior Convertible Notes (2019 Notes)
In November 2019, we issued $55.0 million aggregate principal amount of 2019 Notes. Net proceeds of the offering of the 2019 Notes issuance were $52.7 million, after deductions for commissions and other debt issuance costs of approximately $2.3

million. $51.8 million of the proceeds of the 2019 Notes were used to retire $50.2 million aggregate principal amount of our 2014 Notes, leaving $1.1 million of aggregate principal value of 2014 Notes outstanding.
The 2019 Notes bear interest at 5.25% per annum, payable semiannually in arrears on June 1 and December 1 of each year, beginning on June 1, 2020. The Notes will mature on December 1, 2024, unless earlier repurchased or converted pursuant to their terms. The 2019 Notes will be convertible at the option of the holder at any point prior to the close of business on the second scheduled trading day preceding the maturity date. The initial conversion rate of the Notes is 344.8276 shares of the Company’s common stock per $1,000 principal amount of 2019 Notes (which is equivalent to an initial conversion price of approximately $2.90 per share). The conversion rate is subject to adjustment upon the occurrence of certain specified events. Those certain specified events include voluntary conversion of the 2019 Notes prior to our exercise of the Issuer’s Conversion Option or in connection with a make-whole fundamental change, entitling the holders, under certain circumstances, to a make-whole premium in the form of an increase in the conversion rate determined by reference to a make-whole table set forth in the indenture governing the 2019 Notes. The conversion rate will not be adjusted for any accrued and unpaid interest.
The 2019 Notes will also be convertible at our option upon certain conditions in accordance with the terms of the indenture governing the 2019 Notes. On or after December 1, 2021 to December 1, 2022, if the price of the Company’s common stock has equaled or exceeded 150% of the conversion price then in effect for a specified number of days (Issuer’s Conversion Option), we may, at our option, elect to convert the 2019 Notes in whole but not in part into shares of the Company, determined in accordance with the terms of the indenture. On or after December 1, 2022, if the price of the Company’s common stock has equaled or exceeded 130% of the conversion price then in effect for a specified number of days, we may, at our option, elect to convert the 2019 Notes in whole but not in part into shares of the Company, determined in accordance with the terms of the indenture.
Offering-related costs for the 2019 Notes were capitalized as debt issuance costs and are recorded as an offset to the carrying value of the 2019 Notes. The debt issuance costs are being amortized over the expected term of the 2019 Notes using the effective interest method through the maturity date of December 1, 2024. The effective interest rate on the 2019 Notes is 6.2%.
The carrying values of the components of the 2014 Notes and the 2019 Notes are as follows (in thousands):
March 31, 2021December 31, 2020
   2.75% 2014 Notes due 2034
Principal amount$578 $1,079 
Unamortized debt discount(9)(16)
Unamortized debt issuance cost(2)(4)
$567 $1,059 
   5.25% 2019 Notes due 2024
Principal amount $55,000 $55,000 
Unamortized debt issuance cost(1,730)(1,835)
$53,270 $53,165 
    Net carrying value of all Notes$53,837 $54,224 
2018 Revolving Credit Facility
In August 2018, we entered into a revolving credit facility with Silicon Valley Bank (as amended, the Revolving Credit Facility) in an aggregate principal amount of up to the lesser of (i) $15.0 million (Maximum Amount) or (ii) the sum of (a) 85% of our eligible receivables and (b) 50% of our eligible inventory, in each case, subject to certain limitations (Borrowing Base), provided that the amount of eligible inventory that may be counted towards the Borrowing Base shall be subject to a cap as set forth in the Revolving Credit Facility. Subject to the level of this Borrowing Base, we may make and repay borrowings from time to time until the maturity of the Revolving Credit Facility. Total availability under the Revolving Credit Facility as of March 31, 2021 was $13.2 million. There were no borrowings outstanding under the Revolving Credit Facility at March 31, 2021.
The Revolving Credit Facility is collateralized by substantially all our property, other than intellectual property. The interest rate on outstanding loans under the Revolving Credit Facility is the greater of (i) prime rate plus 0.50% or (ii) 5.25% . Interest on any outstanding loans is due and payable monthly and the principal balance is due at maturity, though loans can be prepaid at any time without penalty. Fees for the Revolving Credit Facility include an annual commitment fee of $112,500 and

a quarterly unused line fee based on the Borrowing Base. Effective April 21, 2020, the Revolving Credit Facility was amended to extend the maturity date to August 2, 2022.

9. Leases
We have operating leases for buildings, equipment and vehicles. Existing leases have remaining terms of less than one year to ten years. Some leases contain options to extend the lease, usually for up to five years, and termination options.
Supplemental balance sheet information related to leases was as follows as of March 31, 2021 and December 31, 2020 (in thousands, except for discount rate and lease term):
March 31, 2021December 31, 2020
Operating lease right-of-use buildings$41,097$41,132
Operating lease right-of-use equipment8689
Operating lease right-of-use vehicles653679
Total operating lease right-of-use assets, gross41,83641,900
Accumulated amortization(4,591)(3,786)
Total operating lease right-of-use assets, net$