STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 30, 2020

STOCKHOLDERS’ EQUITY

Amendment to Certificate of Incorporation

In July 2020, the Company filed a Certificate of Amendment (the “Certificate of Amendment”) to its Sixth Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware to increase the number of authorized shares of the Company’s common stock from 200 million to 400 million shares. The Certificate of Amendment was approved by the Company’s stockholders at the Company’s 2020 annual meeting in July 2020.

Convertible Notes Settlement Stock Issuance

In March 2019, the Company used cash of $494.1 million and an aggregate of 2.2 million shares of the Company’s common stock valued at $182.4 million for total consideration of $676.5 million to settle $493.4 million of the 2025 convertible notes. Refer to Note 15 for further discussion of this settlement transaction.

Genomic Health Combination Stock Issuance

In November 2019, the Company completed the combination with Genomic Health in a cash and stock transaction valued at $2.5 billion. Of the $2.5 billion purchase price, $1.4 billion was settled through the issuance of 17.0 million shares of common stock. The Company incurred $0.4 million in stock issuance costs as part of the transaction. Refer to Note 16 for further discussion of the consideration transferred as part of the combination with Genomic Health.

Paradigm and Viomics Acquisition Stock Issuance

In March 2020, the Company completed the acquisitions of Paradigm and Viomics. The purchase price for these acquisitions consisted of cash and stock valued at $40.4 million. Of the $40.4 million purchase price, $32.2 million is expected to be settled through the issuance of 0.4 million shares of common stock. Of the $32.2 million that will be settled through the issuance of common stock, $28.8 million was issued as of September 30, 2020, and the remainder was withheld and may become issuable as additional merger consideration on June 3, 2021 subject to the terms and conditions of the acquisition agreements.

Changes in Accumulated Other Comprehensive Income (Loss)

The amount recognized in accumulated other comprehensive income (loss) (“AOCI”) for the nine months ended September 30, 2020 were as follows:


(In thousands)	Foreign Currency Translation Adjustments		Unrealized Gain (Loss) on Marketable Securities		Accumulated Other Comprehensive Income (Loss)
Balance at December 31, 2019	$	(25)	$	(75)	$	(100)
Other comprehensive income (loss) before reclassifications	—		1,159		1,159
Amounts reclassified from accumulated other comprehensive loss	25		—		25
Net current period change in accumulated other comprehensive loss	25		1,159		1,184
Balance at September 30, 2020	$	—	$	1,084	$	1,084

The amounts recognized in AOCI for the nine months ended September 30, 2019 were as follows:


(In thousands)	Foreign Currency Translation Adjustments		Unrealized Gain (Loss) on Marketable Securities		Accumulated Other Comprehensive Income (Loss)
Balance at December 31, 2018	$	(25)	$	(1,397)	$	(1,422)
Other comprehensive loss before reclassifications	—		815		815
Amounts reclassified from accumulated other comprehensive loss	—		616		616
Net current period change in accumulated other comprehensive loss, before tax	—		1,431		1,431
Income tax expense related to items of other comprehensive income	—		(341)		(341)
Balance at September 30, 2019	$	(25)	$	(307)	$	(332)

Amounts reclassified from AOCI for the nine months ended September 30, 2020 and 2019 were as follows:


	Affected Line Item in the Statements of Operations	Nine Months Ended September 30,
Details about AOCI Components (In thousands)				2020			2019
Change in value of available-for-sale investments
Sales and maturities of available-for-sale investments	Investment income, net	$	—		$	616
Foreign currency adjustment	General and administrative	25			—
Total reclassifications		$	25		$	616