Fulgent Genetics, Inc. 10-Q

Item 1. Financial Statements. FULGENT GENETICS, INC. Condensed Consolidated Balance Sheets (in thousands, except par value data) (unaudited) June 30, December 31, 2021 2020 Assets Current assets Cash and cash equivalents $ 100,461 $ 87,426 Marketable securities 283,328 211,941 Trade accounts receivable, net of allowance for credit losses of $ 6,044 and $ 1,898 as of June 30, 2021 and December 31, 2020, respectively 148,576 183,857 Other current assets 34,321 40,392 Total current assets 566,686 523,616 Marketable securities, long-term 393,250 132,502 Fixed assets, net 51,086 40,199 Acquisition-related intangible assets, net 6,829 — Goodwill 23,107 — Other long-term assets 8,897 4,144 Total assets $ 1,049,855 $ 700,461 Liabilities and Stockholders’ Equity Current liabilities Accounts payable $ 14,743 $ 26,488 Income tax payable 26,399 53,319 Contract liabilities 6,915 26,576 Customer deposit 45,327 185 Investment margin loan 15,077 15,019 Other current liabilities 13,063 8,528 Total current liabilities 121,524 130,115 Notes payable 5,899 — Unrecognized tax benefits 505 377 Other long-term liabilities 1,202 582 Total liabilities 129,130 131,074 Commitments and contingencies (Note 8) Stockholders’ equity Common stock, $ 0.0001 par value per share, 50,000 shares authorized, 29,513 and 28,178 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively 3 3 Preferred stock, $ 0.0001 par value per share, 1,000 shares authorized, no shares issued or outstanding at June 30, 2021 and December 31, 2020 — — Additional paid-in capital 482,255 418,065 Accumulated other comprehensive income (loss) ( 265 ) 438 Retained earnings 430,736 150,881 Total Fulgent stockholders' equity 912,729 569,387 Noncontrolling interest 7,996 — Total stockholders’ equity 920,725 569,387 Total liabilities and stockholders’ equity $ 1,049,855 $ 700,461 The accompanying notes are an integral part of these condensed consolidated financial statements. 1 FULGENT GENETICS, INC. Condensed Consolidated Statements of Operations (in thousands, except per share data) (unaudited) Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Revenue $ 153,616 $ 17,265 $ 513,045 $ 25,018 Cost of revenue 35,858 7,717 109,933 11,774 Gross profit 117,758 9,548 403,112 13,244 Operating expenses: Research and development 5,312 1,849 10,734 3,827 Selling and marketing 5,219 3,260 10,227 4,857 General and administrative 8,329 1,799 16,331 3,834 Total operating expenses 18,860 6,908 37,292 12,518 Operating income 98,898 2,640 365,820 726 Interest and other income, net 604 275 886 516 Income before income taxes, gain on equity method investment and equity loss in investee 99,502 2,915 366,706 1,242 Provision for (benefit from) income taxes 23,589 ( 599 ) 90,102 ( 565 ) Income before gain on equity method investment and equity loss in investee 75,913 3,514 276,604 1,807 Gain on equity method investment 3,734 — 3,734 — Equity loss in investee — ( 193 ) — ( 442 ) Net income from consolidated operations 79,647 3,321 280,338 1,365 Net loss attributable to noncontrolling interests 165 — 165 — Net income attributable to Fulgent $ 79,812 $ 3,321 $ 280,503 $ 1,365 Net income per common share attributable to Fulgent: Basic $ 2.74 $ 0.15 $ 9.68 $ 0.06 Diluted $ 2.59 $ 0.14 $ 9.10 $ 0.06 Weighted-average common shares: Basic 29,150 21,747 28,991 21,656 Diluted 30,830 22,920 30,809 22,824 The accompanying notes are an integral part of these condensed consolidated financial statements. 2 FULGENT GENETICS, INC. Condensed Consolidated Statements of Comprehensive Income (Loss) (in thousands) (unaudited) Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Net income from consolidated operations $ 79,647 $ 3,321 $ 280,338 $ 1,365 Other comprehensive income (loss): Foreign currency translation gain (loss) 36 2 36 ( 1 ) Net unrealized gain (loss) on marketable securities, net of tax ( 75 ) 1,240 ( 729 ) 904 Comprehensive income from consolidated operations 79,608 4,563 279,645 2,268 Net loss attributable to noncontrolling interest 165 — 165 — Foreign currency translation gain attributable to noncontrolling interest ( 10 ) — ( 10 ) — Comprehensive loss attributable to noncontrolling interest 155 — 155 — Comprehensive income attributable to Fulgent $ 79,763 $ 4,563 $ 279,800 $ 2,268 The accompanying notes are an integral part of these condensed consolidated financial statements . 3 FULGENT GENETICS, INC. Condensed Consolidated Statements of Stockholders’ Equity (in thousands) (unaudited) Fulgent Stockholders' Equity Shares Amount Additional Paid-In Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Fulgent Stockholders' Equity Noncontrolling Interest Total Equity Balance at December 31, 2020 28,178 $ 3 $ 418,065 $ 438 $ 150,881 $ 569,387 $ — $ 569,387 Equity-based compensation — — 2,962 — — 2,962 — 2,962 Exercise of common stock options 45 — 44 — — 44 — 44 Restricted stock awards 187 — — — — — — — Common stock withholding for employee tax obligations ( 4 ) — ( 513 ) — — ( 513 ) — ( 513 ) Issuance of common stock at an average of $ 52.00 per share, net 583 — 30,297 — — 30,297 — 30,297 Other comprehensive loss — — — ( 654 ) — ( 654 ) — ( 654 ) Cumulative effect of accounting change — — — — ( 887 ) ( 887 ) — ( 887 ) Cumulative tax effect of accounting change — — — — 239 239 — 239 Net income — — — — 200,691 200,691 — 200,691 Balance at March 31, 2021 28,989 3 450,855 ( 216 ) 350,924 801,566 — 801,566 Equity-based compensation — — 3,526 — — 3,526 — 3,526 Exercise of common stock options 4 — 24 — — 24 — 24 Restricted stock awards 143 — — — — — — — Common stock withholding for employee tax obligations ( 1 ) — ( 39 ) — — ( 39 ) — ( 39 ) Issuance of common stock at an average of $ 73.75 per share, net 378 — 27,889 — — 27,889 — 27,889 Noncontrolling interest assumed related to acquisitions — — — — — — 8,151 8,151 Other comprehensive gain (loss) — — — ( 49 ) ( 49 ) 10 ( 39 ) Net income (loss) — — — — 79,812 79,812 ( 165 ) 79,647 Balance at June 30, 2021 29,513 $ 3 $ 482,255 $ ( 265 ) $ 430,736 $ 912,729 $ 7,996 $ 920,725 The accompanying notes are an integral part of these condensed consolidated financial statements. 4 FULGENT GENETICS, INC. Condensed Consolidated Statements of Stockholders’ Equity (in thousands) (unaudited) Fulgent Stockholders' Equity Shares Amount Additional Paid-In Capital Accumulated Other Comprehensive Income (Loss) Accumulated Deficit Total Equity Balance at December 31, 2019 21,483 $ 2 $ 146,058 $ 146 $ ( 63,429 ) $ 82,777 Equity-based compensation — — 924 — — 924 Exercise of common stock options 33 — 12 — — 12 Restricted stock awards 159 — — — — — Common stock withholding for employee tax obligations ( 3 ) — ( 46 ) — — ( 46 ) Other comprehensive loss — — — ( 339 ) — ( 339 ) Net loss — — — — ( 1,956 ) ( 1,956 ) Balance at March 31, 2020 21,672 2 146,948 ( 193 ) ( 65,385 ) 81,372 Equity-based compensation — — 1,080 — — 1,080 Exercise of common stock options 11 — 28 — — 28 Restricted stock awards 127 — — — — — Other comprehensive gain — — — 1,242 — 1,242 Net income — — — — 3,321 3,321 Balance at June 30, 2020 21,810 $ 2 $ 148,056 $ 1,049 $ ( 62,064 ) $ 87,043 The accompanying notes are an integral part of these condensed consolidated financial statements. 5 FULGENT GENETICS, INC. Condensed Consolidated Statements of Cash Flows (in thousands) (unaudited) Six Months Ended June 30, 2021 2020 Cash flow from operating activities: Net income from consolidated operations $ 280,338 $ 1,365 Adjustments to reconcile net income to net cash provided (used in) by operating activities: Equity-based compensation 6,488 2,004 Depreciation and amortization 4,340 1,118 Noncash lease expense 298 220 Loss on disposal of fixed asset 598 — Amortization of premium of marketable securities 3,171 218 Provision for credit losses 3,259 135 Deferred taxes ( 3,055 ) — Unrecognized tax benefits 128 — Holding loss on equity securities 360 — Equity loss in investee — 442 Gain on equity method investment ( 3,734 ) — Other ( 8 ) ( 6 ) Changes in operating assets and liabilities: Trade accounts receivable 32,460 ( 7,437 ) Other current and long-term assets ( 6,025 ) ( 3,827 ) Accounts payable ( 10,256 ) 2,284 Accrued liabilities and other liabilities 3,084 670 Income tax payable ( 26,920 ) ( 24 ) Contract liabilities ( 19,662 ) — Customer deposit 44,719 — Operating lease liabilities ( 293 ) ( 205 ) Net cash provided by (used in) operating activities 309,290 ( 3,043 ) Cash flow from investing activities: Purchases of fixed assets ( 14,427 ) ( 1,207 ) Proceeds from sale of fixed assets 13 — Purchase of marketable securities ( 424,807 ) ( 12,387 ) Proceeds from sale of marketable securities 51,696 — Maturities of marketable securities 34,538 7,327 Acquisition of businesses, net of cash acquired ( 18,509 ) — Net cash used in investing activities ( 371,496 ) ( 6,267 ) Cash flow from financing activities: Proceeds from (payment for) public offerings of common stock, net of issuance costs 75,656 ( 217 ) Proceeds from noncontrolling interest 10 — Proceeds from exercise of stock options 68 40 Common stock withholding for employee tax obligations ( 552 ) ( 46 ) Borrowing under margin account 58 — Net cash provided by (used in) financing activities 75,240 ( 223 ) Effect of exchange rate changes on cash and cash equivalents 1 ( 1 ) Net increase (decrease) in cash and cash equivalents 13,035 ( 9,534 ) Cash and cash equivalents at beginning of period 87,426 11,965 Cash and cash equivalents at end of period $ 100,461 $ 2,431 Supplemental disclosures of cash flow information: Income taxes paid $ 119,980 $ 28 Supplemental disclosures of non-cash investing and financing activities: Purchases of fixed assets in accounts payable $ 742 $ 497 Operating lease right-of-use assets obtained in exchange for lease liabilities $ 765 $ 393 Operating lease right-of-use assets reduced due to lease modification $ 185 $ — Public offerings costs included in accounts payable $ 30 $ 2 The accompanying notes are an integral part of these condensed consolidated financial statements. 6 FULGENT GENETICS, INC. Notes to the Condensed Consolidated Financial Statements (unaudited) Note 1. Overview and Basis of Presentation The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or U.S. GAAP. These financial statements include the assets, liabilities, revenues and expenses of all subsidiaries and entities in which the Company has a controlling financial interest or is deemed to be the primary beneficiary. In determining whether the Company is the primary beneficiary of an entity, the Company applies a qualitative approach that determines whether it has both (i) the power to direct the economically significant activities of the entity and (ii) the obligation to absorb losses of, or the right to receive benefits from, the entity that could potentially be significant to that entity. The Company uses the equity method to account for its investments in entities that it does not control, but in which it has the ability to exercise significant influence over operating and financial policies. All significant intercompany accounts and transactions are eliminated from the accompanying condensed consolidated financial statements. Nature of the Business Fulgent Genetics, Inc., together with its subsidiaries, collectively referred to as the Company, unless otherwise noted or the context otherwise requires, is a technology company offering comprehensive genetic testing providing physicians with clinically actionable diagnostic information they can use to improve the quality of patient care. The Company has developed a proprietary technology platform that allows it to offer a broad and flexible test menu and continually expand and improve its proprietary genetic reference library, while maintaining accessible pricing, high accuracy and competitive turnaround times. Combining next generation sequencing, or NGS, with its technology platform, the Company performs full-gene sequencing with deletion/duplication analysis in single-gene tests; pre-established, multi-gene, disease-specific panels; and customized panels that can be tailored to meet specific customer needs. In 2019, the Company launched its first patient-initiated product, Picture Genetics, a new line of at-home screening tests that combines the Company’s advanced NGS solutions with actionable results and genetic counseling options for individuals. Since March 2020, the Company has commercially launched several tests for the detection of SARS-CoV-2, the virus that causes the novel coronavirus, or COVID-19, including NGS and reverse transcription polymerase chain reaction – based, or RT-PCR-based, tests. The Company has received an Emergency Use Authorization, or EUA, from the United States, or U.S., Food and Drug Administration, or the FDA, for the RT-PCR-based tests for the detection of SARS-CoV-2 using upper respiratory specimens (nasal, nasopharyngeal, and oropharyngeal swabs) and for the at-home testing service through Picture Genetics. The Company’s at-home testing service for COVID-19 and RT-PCR-based test have been granted an EUA by the FDA only for the detection of nucleic acid from SARS-CoV-2, not for any other viruses or pathogens. The Company believes its test menu offers more genes for testing than its competitors in today’s market, which enables it to provide expansive options for test customization and clinically actionable results. A cornerstone of the Company’s business is its ability to provide expansive options and flexibility for all clients’ unique testing needs. Unaudited Interim Financial Information The accompanying unaudited interim condensed consolidated financial statements have been prepared on the same basis as the Company’s audited consolidated financial statements as of and for the fiscal year ended December 31, 2020, which are included in the Company’s annual report on Form 10-K filed with the Securities and Exchange Commission, or SEC, on March 8, 2021, or 2020 Annual Report, and, in the opinion of management, include all adjustments, which are normal and recurring in nature, necessary for a fair presentation of the Company’s financial position and results of operations. Operating results for interim periods are not necessarily indicative of the results that may be expected for a full fiscal year or any other period. The accompanying Condensed Consolidated Balance Sheet as of December 31, 2020 has been derived from the Company’s audited consolidated financial statements at that date but does not include all of the disclosures required by U.S. GAAP. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements included in the 2020 Annual Report, including the notes thereto. 7 Note 2. Summary of Significant Accounting Policies See the summary of the Company’s significant accounting policies set forth in the notes to its consolidated financial statements included in the 2020 Annual Report. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, as well as the reported amounts of revenue and expenses during the reporting periods. These estimates, judgments and assumptions are based on historical data and experience available at the date of the accompanying condensed consolidated financial statements, as well as various other factors management believes to be reasonable under the circumstances, including but not limited to the potential impacts arising from the recent global pandemic related to COVID-19. As the extent and duration of the impacts from COVID-19 remain unclear, the Company’s estimates and assumptions may evolve as conditions change. Actual results could differ significantly from these estimates. On an on-going basis, management evaluates its estimates, primarily those related to: (i) revenue recognition criteria, (ii) trade accounts receivable and allowances for credit losses, (iii) the useful lives of fixed assets, (iv) estimates of tax liabilities, (v) the valuation of equity method investments, (vi) valuation of acquisition-related intangibles and goodwill, and (vii) useful lives of intangible assets and fixed assets. Foreign Currency Translation and Foreign Currency Transactions The Company translates the assets and liabilities of its non-U.S. dollar functional currency subsidiaries into U.S. dollars using exchange rates in effect at the end of each period. Expenses for these subsidiaries are translated using rates that approximate those in effect during the period. Gains and losses from these translations are recognized in foreign currency translation included in accumulated other comprehensive income (loss) in the accompanying Condensed Consolidated Statements of Stockholders’ Equity. Gains from these translations were not significant in the three and six months ended June 30, 2021 and three months ended June 30, 2020, and loss from these translations for the six months ended June 30, 2020 was not significant. The Company and its subsidiaries that use the U.S. dollar as their functional currency remeasure monetary assets and liabilities at exchange rates in effect at the end of each period, and inventories, property and nonmonetary assets and liabilities at historical rates. Losses from these remeasurements in the three and six months ended June 30, 2021 and in the six months ended June 30, 2020 were not significant. Gains from these remeasurements were not significant in the three months ended June 30, 2020. Leases The Company determines if an arrangement is a lease at inception by evaluating whether the arrangement conveys the right to use an identified asset and whether the Company obtains substantially all of the economic benefits from and has the ability to direct the use of the asset. Operating lease right-of-use, or ROU, asset, short-term lease liabilities, and long-term lease liabilities were included in other long-term assets, other current liabilities, and other long-term liabilities, respectively, in the accompanying Condensed Consolidated Balance Sheets. Lease ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s 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, including options to extend the lease when it is reasonably certain that the Company will exercise that option. The Company uses its incremental borrowing rate based on the information available at the commencement date, including inquiries with its bank, in determining the present value of lease payments since its leases do not provide an implicit rate. The lease ROU asset includes any base rent payments made and excludes lease incentives and variable operating expenses. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company leases out space in buildings it owns in El Monte, California, to third-party tenants under noncancelable operating leases and has leased out such space since the Company purchased such buildings. The Company recognizes lease payments as income over the lease terms on a straight-line basis and recognizes variable lease payments as income in the period in which the changes in facts and circumstances on which the variable lease payments are based occur. The net rental income is included in the interest and other income, net, in the accompanying Condensed Consolidated Statement of Operations. 8 Concentration of Customers In certain periods, a small number of customers has accounted for a significant portion of the Company’s revenue. After aggregating customers that are under common control or are affiliates, two customers contributed 20% and 16% of the Company’s revenue for the three months ended June 30, 2021, respectively, and two customers contributed 24% and 11% of the Company’s revenue for the six months ended June 30, 2021, respectively. One customer contributed 45 % of the Company’s revenue for the three months ended June 30, 2020, and one customer contributed 31 % of the Company’s revenue for the six months ended June 30, 2020. One customer comprised 13 % of total accounts receivable as of June 30, 2021. No customer comprised 10 % or more of total accounts receivable as of December 31, 2020. Revenue from the U.S. government was less than 10% of total revenue for the three and six months ended June 30, 2021 and 2020. Revenue from Contracts with Customers Disaggregation of Revenue The Company classifies its customers into three payor types: (i) Insurance, (ii) Institutional, including hospitals, medical institutions, other laboratories, governmental bodies, municipalities and large corporations, or (iii) Patients who pay directly, as the Company believes this best depicts how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors. The following table summarizes revenue from contracts with customers by payor type for the three and six months ended June 30, 2021 and 2020 . Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Testing Services by payor Institutional $ 103,602 $ 16,454 $ 255,171 $ 23,932 Insurance 49,520 691 257,078 825 Patient 494 120 796 261 Total Revenue $ 153,616 $ 17,265 $ 513,045 $ 25,018 Contract Balances Receivables from contracts with customers —As of June 30, 2021 and December 31, 2020, receivables from contracts with customers were approximately $ 148.6 million and $ 183.9 million, respectively, and are included within trade accounts receivable on the Condensed Consolidated Balance Sheets. Contracts assets and liabilities —As of June 30, 2021 and December 31, 2020, contract assets from contracts with customers were $ 324,000 and $ 1.4 million, respectively, associated with contract execution and certain costs to fulfill a contract, and included in other current assets in the accompanying Condensed Consolidated Balance Sheets. Contract liabilities are recorded when the Company receives payment or bills prior to completing its obligation to transfer goods or services to a customer. The Company had $ 6.9 million and $ 26.6 million of contract liabilities as of June 30, 2021 and December 31, 2020, respectively. Revenues of $ 1.7 million and $ 196,000 for the three months and $ 25.5 million and $ 246,000 for the six months were recognized for the periods ended June 30, 2021 and 2020, respectively, related to contract liabilities at the beginning of the respective periods. Transaction Price Allocated to Future Performance Obligations The Company does not have material future obligations associated with testing services that extend beyond one year. Reagents and Supplies The Company maintains reagents and other consumables primarily used in sample collections and testing which are valued at the lower of cost or net realizable value. Cost is determined using actual costs on a first-in, first-out basis. The reagents and supplies were $ 25.4 million and $ 16.5 million as of June 30, 2021 and December 31, 2020, respectively, and was included in other current assets in the accompanying Condensed Consolidated Balance Sheets. 9 Customer Deposit Customer deposit in the accompanying Condensed Consolidated Balance Sheets consists primarily of payments received from customers in excess of their outstanding trade accounts receivable balances, and the excess payments will be refunded to the customers or offset against future testing receivables. Trade Accounts Receivable and Allowance for Credit Losses Trade accounts receivable are stated at the amount the Company expects to collect. The Company maintains an allowance for credit losses for expected uncollectible trade accounts receivable, which is recorded as an offset to trade accounts receivable and changes in allowance for credit losses are classified as a general and administrative expense in the accompanying Condensed Consolidated Statements of Operations. The Company assesses collectability by reviewing trade accounts receivable on a collective basis where similar risk characteristics exist and on an individual basis when it identifies specific customers that have deterioration in credit quality such that they may no longer share similar risk characteristics with the other receivables. In determining the amount of the allowance for credit losses, the Company uses a probability-of-default and loss given default model, which allows the ability to define a point of default and measure credit losses for receivables that have reached the point of default for purposes of calculating the allowance for credit losses. Loss given default represents the likelihood that a receivable that has reached the point of default will not be collected in full. The Company will update its probability-of-default and loss given default factors annually to incorporate the most recent historical data and adjusts the quantitative portion of the reserve through its qualitative reserve overlay. The Company looks at qualitative factors such as general economic conditions in determining expected credit losses. During the three and six months ended June 30, 2021, the Company recorded $ 2.2 million and $ 3.3 million of provision for credit losses for trade accounts receivable, respectively. The provision was not significant for the three and six months ended June 30, 2020. Marketable Securities All marketable debt securities, which consist of corporate debt securities, municipal bonds, U.S. government agency debt securities, and Yankee debt securities issued by foreign governments or entities and denominated in U.S. dollars, have been classified as “available for sale”, and are carried at fair value. Unrealized gains and losses, net of any related tax effects, are excluded from earnings and are included in other comprehensive income (loss) and reported as a separate component of stockholders’ equity until realized. Realized gains and losses on marketable debt securities are included in interest and other income, net, in the accompanying Condensed Consolidated Statements of Operations. The cost of any marketable debt securities sold is based on the specific-identification method. The amortized cost of marketable debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Interest on marketable debt securities is included in interest and other income, net. In accordance with the Company’s investment policy, management invests to diversify credit risk and only invests in securities with high credit quality, including U.S. government securities, and the final maturity is tailored to the Company’s current liquidity needs with a maximum final maturity from the date of purchase of three years . The Company’s investments in marketable equity securities are measured at fair value with the related gains and losses, realized and unrealized, recognized in interest and other income, net, in the accompanying Condensed Consolidated Statements of Operations. The cost of any marketable equity securities sold is based on the specific-identification method. For available for sale debt securities, in an unrealized loss, the company determines whether a credit loss exists. The credit loss is estimated by considering available information relevant to the collectability of the security and information about past events, current conditions, and reasonable and supportable forecasts. Any credit loss is recorded as a charge to interest and other income, net, not to exceed the amount of the unrealized loss. If the Company has an intent to sell, or if it is more likely than not that the Company will be required to sell a debt security in an unrealized loss position before recovery of its amortized cost basis, the Company will write down the security to its fair value and record the corresponding charge as a component of interest and other income, net. Business Combination The Company uses the acquisition method of accounting and allocates the fair value of purchase consideration to the assets acquired and liabilities assumed from an acquiree based on their respective fair values as of the acquisition date. The excess of the fair value of purchase consideration over the fair value of these assets acquired and liabilities assumed is recorded as goodwill. When determining the fair values of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to intangible assets. Critical estimates in valuing intangible assets include, but are not limited to, expected future cash flows, which includes consideration of future growth and margins, future changes in technology, expected cost and time to develop in-process research and development, brand awareness and discount rates. Fair value estimates are based on the assumptions that management believes a market participant would use in pricing the asset or liability. 10 Goodwill Goodwill is not amortized but is subject to impairment tests on an annual basis, or more frequently if indicators of potential impairment exist, and goodwill is written down when it is determined to be impaired. The Company will perform an annual impairment review in the fourth quarter of each fiscal year and compare the fair value of the reporting unit in which the goodwill resides to its carrying value. Recent Accounting Pronouncements The Company evaluates all Accounting Standards Updates, or ASUs, issued by the Financial Accounting Standards Board, or FASB, for consideration of their applicability. ASUs not included in the Company’s disclosures were assessed and determined to be either not applicable or are not expected to have a material impact on the Company’s condensed consolidated financial statements. Recently Adopted Accounting Pronouncements ASU 2016-13 In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments, or ASU 2016-13. ASU 2016-13 replaces the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses. The update is intended to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. Entities will apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The standard will be effective for annual reporting periods beginning after December 15, 2019, including interim periods within those reporting periods for public business entities that meet the definition of an SEC filer, excluding entities eligible to be smaller reporting companies as defined by the SEC. For all other entities, the amendments in this update are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early application of the amendments is permitted. The Company adopted ASU 2016-13 using the modified retrospective approach as of January 1, 2021. The cumulative effect upon adoption was $ 887,000 to the retained earnings in the accompanying Condensed Consolidated Statements of Stockholders’ Equity and trade accounts receivable, net, in the accompanying Condensed Consolidated Balance Sheets. The cumulative tax effective was $ 239,000 to retained earnings and deferred tax assets included in other long-term assets in the accompanying Condensed Consolidated Balance Sheets. There was no impact related to available-for-sale debt securities. ASU 2019-12 In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes (Topic 740), or ASU 2019-12, which is intended to reduce the complexity of accounting standards while maintaining or enhancing the helpfulness of information provided to financial statement users. The amendment in this ASU simplifies the accounting for income taxes by removing some exceptions including the incremental approach for intraperiod tax allocation, the requirement to recognize a deferred tax liability for equity method investments, the ability not to recognize a deferred tax liability for a foreign subsidiary, and the general methodology for calculating income taxes in an interim period. Other changes include requiring entities to recognize franchise tax that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax, evaluate tax basis step-up in goodwill obtained in a transaction that is not a business combination, and reflect the effect of an enacted change in tax laws or rates in the annual effective tax rate computation in the interim period that includes the enactment date, making minor codification improvements for income taxes related to employee stock ownership plans and investments in qualified affordable housing projects accounted for using the equity method, and specifying that an entity is not required to allocate the consolidated current and deferred tax expense to a legal entity that is not subject to tax in its separate financial statements. For public business entities, this amendment is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020 with early adoption permitted. The Company adopted ASU 2019-12 in the first quarter of 2021, and the adoption had no material impact to the Company’s condensed consolidated financial statements. 11 Note 3. Marketable Securities The Company’s marketable securities consisted of the following: June 30, 2021 Amortized Cost Basis Unrealized Gains Unrealized Losses Aggregate Fair Value (in thousands) Marketable securities: Short-term Equity securities Bond fund $ 169,366 $ 10 $ ( 451 ) $ 168,925 Exchange traded funds 35,042 — ( 8 ) 35,034 Available-for-sale debt securities Corporate debt securities 77,664 199 ( 9 ) 77,854 Money market accounts 5,501 — — 5,501 Municipal bonds 1,517 — ( 1 ) 1,516 Less: Cash equivalents ( 5,501 ) — — ( 5,501 ) Total short-term marketable securities 283,589 209 ( 469 ) 283,329 After 1 year through 5 years Corporate debt securities 354,979 188 ( 678 ) 354,489 Municipal bonds 13,376 15 ( 19 ) 13,372 Yankee debt securities 14,856 3 ( 109 ) 14,750 U.S. government agency debt securities 1,500 — ( 4 ) 1,496 Total marketable securities due after 1 year through 5 years 384,711 206 ( 810 ) 384,107 After 5 years through 10 years Municipal bonds 9,182 3 ( 43 ) 9,142 Total marketable securities due after 5 years through 10 years 9,182 3 ( 43 ) 9,142 Total marketable securities $ 677,482 $ 418 $ ( 1,322 ) $ 676,578 December 31, 2020 Amortized Cost Basis Unrealized Gains Unrealized Losses Aggregate Fair Value (in thousands) Marketable securities: Short-term Equity securities Bond fund $ 153,269 $ 67 $ ( 151 ) $ 153,185 Exchange traded funds 17,614 — ( 5 ) 17,609 Available-for-sale debt securities Money market accounts 47,461 — — 47,461 Corporate debt securities 41,061 101 ( 15 ) 41,147 Less: Cash equivalents ( 47,461 ) — — ( 47,461 ) Total short-term marketable securities 211,944 168 ( 171 ) 211,941 After 1 year through 5 years Corporate debt securities 124,989 580 ( 117 ) 125,452 U.S. government agency debt securities 1,000 2 — 1,002 Yankee debt securities 6,054 4 ( 10 ) 6,048 Total marketable securities due after 1 year through 5 years 132,043 586 ( 127 ) 132,502 Total marketable securities $ 343,987 $ 754 $ ( 298 ) $ 344,443 12 Gross unrealized losses on the Company’s marketable securities were $ 1.3 million as of June 30, 2021. Gross unrealized losses on the Company’s marketable securities were $ 298,000 as of December 31, 2020. The Company currently does not intend to sell these securities prior to maturity. During the three and six months ended June 30, 2021, the Company did no t recognize credit losses. The Company’s securities of $ 420.4 million are used as collateral for an outstanding margin account borrowing. As of June 30, 2021, the Company had an outstanding borrowing of $ 15.1 million under its margin account. Margin account borrowings were used for the purchase of real property located in El Monte, California in 2020. Note 4. Fair Value Measurements The authoritative guidance on fair value measurements establishes a framework with respect to measuring assets and liabilities at fair value on a recurring basis and non-recurring basis. Under the framework, fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants, as of the measurement date. The framework also establishes a three-tier hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability and are developed based on the best information available in the circumstances. The hierarchy consists of the following three levels: Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. Level 2: Inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3: Inputs are unobservable inputs for the asset or liability. The following tables present information about the Company’s financial assets measured at fair value on a recurring basis, based on the three-tier fair value hierarchy: June 30, 2021 Total Level 1 Level 2 Level 3 (in thousands) Marketable securities and cash equivalents: Bond Fund $ 168,925 $ 168,925 $ — $ — Exchange traded funds 35,034 35,034 — — Corporate debt securities 432,343 — 432,343 — Municipal bonds 24,030 — 24,030 — Yankee debt securities 14,750 — 14,750 — U.S. government agency debt securities 1,496 — 1,496 — Money market accounts 5,501 5,501 — — Total marketable securities and cash equivalents $ 682,079 $ 209,460 $ 472,619 $ — December 31, 2020 Total Level 1 Level 2 Level 3 (in thousands) Marketable securities and cash equivalents: Bond Fund $ 153,185 $ 153,185 $ — $ — Exchange traded funds 17,609 17,609 — — Corporate debt securities 166,599 — 166,599 — U.S. government agency debt securities 1,002 — 1,002 — Yankee debt securities 6,048 — 6,048 — Money market accounts 47,461 47,461 — — Total marketable securities and cash equivalents $ 391,904 $ 218,255 $ 173,649 $ — The Company’s Level 1 assets include marketable equity securities and money market instruments and are valued based upon observable market prices. Level 2 assets consist of U.S. government agency debt securities, municipal bonds, corporate debt securities and Yankee debt securities. Level 2 securities are valued based upon observable inputs that include reported trades, broker/dealer 13 quotes, bids and offers. As of June 30 , 202 1 , the Company had no investments that were measured using unobservable (Level 3) inputs. There were no transfers between fair value measurement levels during the three and six months ended June 30, 2021. Note 5. Fixed Assets Major classes of fixed assets consisted of the following: June 30, December 31, Useful Lives 2021 2020 (in thousands) Medical lab equipment 3 to 5 Years $ 30,108 $ 20,849 Building 39 Years 6,731 6,731 Aircraft 7 Years 6,503 6,503 Computer hardware 3 Years 4,580 3,699 Leasehold improvements Shorter of lease term or estimated useful life 1,941 1,580 Furniture and fixtures 2 to 5 Years 1,056 454 Automobile 2 to 5 Years 716 53 Building improvements 6 months to 5 Years 707 707 Computer software 3 to 5 Years 754 541 Land improvements 5 to 15 Years 403 403 General equipment 3 to 5 Years 44 44 Land 7,500 7,500 Assets not yet placed in service 4,783 2,055 Total 65,826 51,119 Less: Accumulated depreciation ( 14,740 ) ( 10,920 ) Fixed assets, net $ 51,086 $ 40,199 Depreciation expense on fixed assets totaled $ 2.3 million and $ 549,000 for the three months and $ 4.2 million and $ 1.1 million for the six months ended June 30, 2021 and 2020, respectively. Note 6. Other Significant Balance Sheet Accounts Other current assets consisted of the following: June 30, December 31, 2021 2020 (in thousands) Reagents and supplies $ 25,373 $ 16,491 Prepaid expenses 4,311 3,682 Marketable securities interest receivable 2,898 1,016 Other receivable 1,415 17,810 Contract assets 324 1,379 Prepaid income taxes — 14 Total $ 34,321 $ 40,392 Reagents and supplies include reagents and consumables used for COVID-19 testing and genetics testing and collection kits for COVID-19 testing. Other receivable as of December 31, 2020 primarily consists of proceeds to be received from public offerings of the Company’s common stock, which were all collected during the six months ended June 30, 2021. 14 Other current liabilities consisted of the following: June 30, December 31, 2021 2020 (in thousands) Payroll liabilities $ 6,687 $ 5,314 Sales tax payable and other 4,801 2,538 Operating lease liabilities 1,001 267 Due to related parties 574 409 Total $ 13,063 $ 8,528 Note 7. Reporting Segment and Geographic Information The Company views its operations and manages its business in one reporting segment. Long-lived assets were primarily located in the United States as of June 30, 2021 and December 31, 2020 with an insignificant amount located in China and Canada. Revenue by region during the three and six months ended June 30, 2021 and 2020 were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Revenue: United States $ 149,862 $ 16,138 $ 507,399 $ 21,777 Foreign 3,754 1,127 5,646 3,241 Total $ 153,616 $ 17,265 $ 513,045 $ 25,018 Note 8. Debt, Commitments and Contingencies Debt As of June 30, 2021, the Company had an outstanding borrowing of $ 15.1 million under its margin account with the custodian of the Company’s marketable debt security investment account, Pershing Advisor Solutions, LLC, a BNY Mellon Company. Margin account borrowings were used for the purchase of real property located in El Monte, California in 2020. The securities in the brokerage account were used as collateral for the margin loan. The custodian can issue a margin call at any time. The interest rate on the margin loan was the effective federal funds rate, or EFFR, plus a spread, and the EFFR and/or the spread can be changed by BNY Mellon at any time. The interest was 1 % at the time of withdrawal of $ 15.0 million from the margin account, and the interest rate at June 30, 2021 was less than 1.0 %. The Company did not make any other withdrawals from the margin account, and the outstanding balance of $ 15.1 million is included in the accompanying Condensed Consolidated Balance Sheets. The related interest expenses for the three and six months ended June 30, 2021 were $ 29,000 and $ 58,000 , respectively. The related interest expenses were none for the three and six months ended June 30, 2020. Notes payable as of June 30, 2021 consisted of $ 5.9 million of notes payable to Xilong Scientific Co., Ltd., or Xilong Scientific, by Fujian Fujun Gene Biotech Co., Ltd., or FF Gene Biotech, as defined in Note 14, Business Combination. The loan is payable on December 31, 2022 and interest rate on the loan is 4.97 %. Operating Leases See Note 9, Leases, for further information. Purchase Obligations As of June 30, 2021, the Company had non-cancelable purchase obligations of $ 7.6 million, of which, $ 4.9 million for reagents and other supplies, $ 2.3 million for medical lab equipment, and $ 372,000 for medical lab furniture are payable within twelve months. 15 Contingencies From time to time, the Company may be subject to legal proceedings and claims arising in the ordinary course of business. In the opinion of management, the outcome of these matters would not have a material effect on the Company’s condensed consolidated financial position, results of operations or cash flows. Note 9. Leases Lessee The Company is party as a lessee to various non-cancelable operating leases with varying terms through February 2026 primarily for laboratory and office space and equipment. The Company has an option to renew one of these leases for one year after its expiration. On a lease-by-lease basis, the Company considers such options, which may be elected at the Company’s sole discretion, in determining the lease term. The Company does not have any finance leases or leases with variable lease payments. The Company’s lease agreements do not contain any residual value guarantees, material restrictive covenants, bargain purchase options or asset retirement obligations. The Company’s headquarters are located in Temple City, California, which is comprised of various corporate offices and a laboratory certified under the Clinical Laboratory Improvement Amendments of 1988, or CLIA, accredited by the College of American Pathologists, or CAP, and licensed by the State of California Department of Public Health. Another CLIA-certified laboratory is located in Houston, Texas. Additional offices are located in Atlanta, Georgia and are used for certain report generation functions. In February 2021, the Company extended the lease for its headquarters located in Temple City, California, to January 31, 2023 . In March 2021, the Company entered into a new lease for its 12,000 square foot CLIA-certified laboratory in Houston, Texas, and the lease will expire in November 2023 . The operating lease right-of-use asset, short-term lease liabilities, and long-term lease liabilities as of June 30, 2021 and December 31, 2020 were as follows: June 30, December 31, 2021 2020 (in thousands) Operating lease right-of-use asset $ 2,176 $ 828 Operating lease liabilities, short term $ 1,001 $ 267 Operating lease liabilities, long term $ 1,188 $ 568 The following was operating lease expense: Three months ended June 30, Six months ended June 30, 2021 2020 2021 2020 (in thousands) Operating lease cost $ 232 $ 152 $ 301 $ 301 Short-term lease cost 61 3 192 3 Total lease cost $ 293 $ 155 $ 493 $ 304 Supplemental information related to leases was the following: June 30, 2021 Weighted average remaining lease term - operating leases 2.9 years Weighted average discount rate - operating leases 3.26 % 16 The following is a maturity analysis of operating lease liabilities using undiscounted cash flows on an annual basis with renewal periods included: Operating Leases (in thousands) Year Ending December 31, 2021 (remaining 6 months) $ 538 2022 881 2023 412 2024 216 2025 215 2026 37 Thereafter — Total lease payments 2,299 Less imputed interest ( 110 ) Total $ 2,189 Lessor The Company leases out space in buildings it owns to third-party tenants under noncancelable operating leases and has leased out such space since the Company purchased such buildings in October 2020. As of June 30, 2021, the remaining lease terms left range from 17 months to 42 months including renewal options and may include rent escalation clauses. Lease income primarily represents fixed lease payments from tenants recognized on a straight-line basis over the application lease term. Variable lease income represents tenant payments for real estate taxes, insurance and maintenance. The lease income was $ 85,000 and $ 242,000 for the three and six months ended June 30, 2021, respectively, which was included in interest and other income, net, in the accompanying Condensed Consolidated Statements of Operations. Total lease income was as follows: Three months ended June 30, Six months ended June 30, 2021 2020 2021 2020 (in thousands) Lease income $ 81 $ — $ 237 $ — Variable lease income 4 — 5 — Total lease income $ 85 $ — $ 242 $ — Future fixed lease payments from tenants for all noncancelable operating leases as of June 30, 2021 are as follows: Lease Payments from Tenants (in thousands) Year Ending December 31, 2021 (remaining 6 months) $ 94 2022 190 2023 95 2024 61 Total $ 440 17 Note 10. Equity-Based Compensation The Company has included equity-based compensation expense as part of cost of revenue and operating expenses in the accompanying Condensed Consolidated Statements of Operations as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Cost of revenue $ 692 $ 270 $ 1,366 $ 501 Research and development 1,481 364 2,704 676 Selling and marketing 620 222 1,046 393 General and administrative 733 224 1,372 434 Total $ 3,526 $ 1,080 $ 6,488 $ 2,004 Note 11. Provision for (Benefit from) Income Taxes The effective tax rate used for interim periods is the estimated annual effective consolidated tax rate, based on the current estimate of full year results, except that taxes related to specific events, if any, are recorded in the interim period in which they occur. The annual effective tax rate is based upon several significant estimates and judgments, including the estimated annual pre-tax income of the Company in each tax jurisdiction in which it operates, and the development of tax planning strategies during the year. In addition, the Company’s tax expense can be impacted by changes in tax rates or laws and other factors that cannot be predicted with certainty. As such, there can be significant volatility in interim tax provisions. The Company recorded consolidated provision for (benefit from) income taxes of $ 23.6 million and $ 90.1 million for the three and six months ended June 30, 2021, respectively, compared with $( 599,000 ) and $( 565,000 ) for the three and six months ended June 30, 2020, respectively. The Company’s effective tax rates were 24 % and 25 % for the three and six months ended June 30, 2021, respectively, compared with - 21 % and - 45 % or the three and six months ended June 30, 2020, respectively. The change in the effective tax rate for the three-month and six-month periods of 2021, relative to 2020, was primarily attributable to a significant increase in income for the first quarter of 2021, and, to a lesser extent, an increase in income for the second quarter of 2021, partially offset by increased windfall tax deductions related to stock-based compensation. The Company is not currently under examination by any major income tax jurisdiction. During 2021, the statutes of limitations will lapse on the Company's 2017 federal tax year and certain 2016 and 2017 state tax years. The Company does not believe the federal or state statute lapses or any other event will significantly impact the balance of unrecognized tax benefits in the next twelve months. The net balance of unrecognized tax benefits was not material to the interim financial statements for the three and six months ended June 30, 2021 and 2020. Note 12. Income per Share The following table presents the calculation of basic and diluted income per share for the three and six months ended June 30, 2021 and 2020: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands, except per share data) Net income attributable to Fulgent $ 79,812 $ 3,321 $ 280,503 $ 1,365 Weighted-average common shares—outstanding, basic 29,150 21,747 28,991 21,656 Weighted-average common shares—outstanding, diluted 30,830 22,920 30,809 22,824 Net income per common share, basic $ 2.74 $ 0.15 $ 9.68 $ 0.06 Net income per common share, diluted $ 2.59 $ 0.14 $ 9.10 $ 0.06 18 The following securities have been excluded from the calculation of diluted income per share because their effect would have been anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 (in thousands) Options 2 4 5 10 Restricted Stock Units 107 42 71 21 The anti-dilutive shares described above were calculated using the treasury stock method. Note 13. Related Parties Linda Marsh, who is a member of the Company’s board of directors, is currently the Senior Executive Vice President of AHMC Healthcare Inc. , or AHMC. The Company performs genetic testing and other testing services, on an arms-length basis, for AHMC, and the Company recognized $ 738,000 and $ 1.9 million in revenue in the three and six months ended June 30, 2021, respectively. The Company did not perform any services for AHMC and did no t recognize any revenue in the three and six months ended June 30, 2020. As of June 30, 2021 and December 31, 2020, $ 793,000 and $ 1.8 million was owed to the Company by AHMC, which is included in trade accounts receivable, net, in the accompanying Condensed Consolidated Balance Sheets, in connection with this relationship. The Company and Fulgent Pharma LLC, the Company’s former subsidiary, are party to shared services arrangements where research and development and administrative services and office space and equipment are provided between the companies, on an arms-length basis. Ming Hsieh is the Manager and a member of Fulgent Pharma LLC. During the three and six months ended June 30, 2021, the cost of research development services rendered by Fulgent Pharma LLC for the Company was $ 97,000 and $ 205,000 , respectively. The cost of research development services rendered by Fulgent Pharma LLC for the Company was no t significant during the three and six months ended June 30, 2020. Amounts for services performed by the Company for Fulgent Pharma LLC were no t significant during the three and six months ended June 31, 2021 and 2020. As of June 30, 2021, and December 31, 2020, $ 574,000 and $ 409,000 , respectively, were owed to Fulgent Pharma LLC by the Company, which are included in due to related parties as a component in other current liabilities in the accompanying Condensed Consolidated Balance Sheets, in connection with these relationships. Note 14. Business Combination FF Gene Biotech In April 2017, the Company acquired a 30 % equity interest in FF Gene Biotech , a newly formed a joint venture with Xilong Scientific, and Fuzhou Jinqiang Investment Partnership (LP), or FJIP. The joint venture was formed under the laws of China to offer genetic testing services to customers in China. In May 2021, the Company entered into a restructuring agreement with Xilong Scientific and FJIP, resulting in the Company indirectly acquiring a 72 % controlling financial interest in FF Gene Biotech. As a result of the acquisition of FF Gene Biotech, or the FF Gene Biotech Acquisition , the Company will be more strategically aligned with it geographic expansion strategy. It also expects to reduce costs through economies of scale. The goodwill of $ 23.1 million arising from the FF Gene Biotech Acquisition is attributed to the expected synergies and other benefits that will be potentially generated from the combination of the Company and FF Gene Biotech. The goodwill recognized is not deductible for tax purposes . The Company allocated the purchase price to tangible and identified intangible assets acquired and liabilities assumed based on estimated fair values. As additional information becomes available, such as the finalization of the estimated fair value of tax-related items, the Company may further update the preliminary purchase price allocation during the remainder of the measurement period (up to one year from the FF Gene Biotech Acquisition date). The following table summarizes the consideration paid and the amounts of the assets acquired and liabilities assumed recognized at the FF Gene Biotech Acquisition date, as well as the fair value of the noncontrolling interest at the FF Gene Biotech Acquisition date. 19 Amounts (in thousands) Considerations Cash $ 18,974 Fair value of the Company’s 30% equity interest held before the business combination 3,734 $ 22,708 Recognized amounts of identifiable assets acquired and liabilities assumed Financial assets $ 3,181 Reagents and supplies 1,288 Fixed assets 3,874 Other tangible assets 944 Identifiable intangible assets 6,958 Other current liabilities ( 2,585 ) Notes payable ( 5,893 ) Recognized amounts of identifiable assets acquired and liabilities assumed, net 7,767 Noncontrolling interest ( 8,141 ) Goodwill 23,082 Total $ 22,708 The Company incurred $ 329,000 acquisition related costs, which was recorded as general and administrative expenses in its condensed consolidated statements of operations. The fair value of the noncontrolling interest, or NCI, in FF Gene Biotech, a private entity, $ 8.1 million, was estimated by applying the income approach and market approach. The fair value measurement was based on significant inputs that are not observable in the market and thus represents a fair value categorized within Level 3 of the three-tier fair value hierarchy . The NCI represents a minority interest of 28 % in the post-restructuring FF Gene Biotech. Since the NCI is the result of the restructuring, the implied value was utilized to value the NCI based on the 42 % effective investment. After determining the implied value, a discount for lack of marketability was applied to the 28 % interest representing lack of marketability related to the holding period to monetize the NCI in a future initial public offering, or IPO, or sale, and marketability related to market participant acquisition premiums implied in the value of the $ 19.0 million purchase price for a 42 % interest. The resultant total discount applied was 35 %, which is supported both by the put option analyses related to the potential holding period, and a 10 % discount owed to a market participant acquisition premium. The Company recognized a gain of $ 3.7 million as a result of remeasuring to fair value its 30 % equity interest held before the FF Gene Biotech Acquisition . The fair value of the preexisting equity interest was determined based on the characteristics before consummating the FF Gene Biotech Acquisition and estimated by applying income approach and utilized the discounted cash flow method. The Company did not apply the market approach based on its characteristics before consummating the restructuring. The gain on the equity method investment is included in the Company’s Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2021. The amounts of FF Gene Biotech’s revenue and net losses included in the Company’s Condensed Consolidated Statements of Operations for the periods ended June 30, 2021 and the revenue and net losses of the combined entity had the acquisition date been January 1, 2021 are not material to the Company. The identified intangible assets acquired in the FF Gene Biotech Acquisition consisted of a $ 5.7 million royalty-free technology with an estimated amortization life of 10 years and a $ 1.2 million customer relationships with an estimated amortization life of 5 years. The value of these assets were based upon the preliminary fair values as of the closing date of the FF Gene Biotech Acquisition. The Company concluded FF Gene Biotech is a variable interest entity as FF Gene Biotech lacks sufficient capital to operate independently. The Company concluded that it alone has the power to direct the most significant activities of FF Gene Biotech and therefore is the primary beneficiary of the entity post the FF Gene Biotech Acquisition. Judgment regarding the level of influence over FF Gene Biotech includes consideration of key factors such as the Company's ownership interest, representation on the board of directors or other management body and participation in policy-making decisions. Post the FF Gene Biotech Acquisition , the financial results for FF Gene Biotech are included in the Company’s condensed financial statements. Prior to the FF Gene Biotech Acquisition , the financial results for FF Gene Biotech were not significant for pro forma financial information. 20 Note 15. Equity Distribution Agreement In November 2020, the Company entered into an Equity Distribution Agreement, or the November 2020 Equity Distribution Agreement, with Piper Sandler & Co. (f/k/a Piper Jaffray & Co.), Oppenheimer & Co. Inc., and BTIG LLC, as sales agents, pursuant to which the Company may offer and sell, from time to time through Piper, shares of its common stock having an aggregate offering price of up to $ 175.0 million. Piper may receive a commission of up to 3 % of the gross proceeds received by the Company for sales pursuant to the November 2020 Equity Distribution Agreement. During the three months ended June 30, 2021, the Company sold approximately 378,000 shares of its common stock pursuant to the November 2020 Equity Distribution Agreement at a weighted-average net selling price of $ 73.75 . During the six months ended June 30, 2021, the Company sold approximately 961,000 shares of its common stock pursuant to the November 2020 Equity Distribution Agreement at a weighted-average net selling price of $ 60.56 . Note 16. Goodwill and Acquisition-Related Intangibles Summaries of goodwill and acquisitions-related intangibles balances as of June 30, 2021 and December 30, 2020 were as follows: June 30, December 31, Weighted-Average Amortization Period 2021 2020 (in thousands) Goodwill $ 23,107 $ — Royalty-free technology 10 Years $ 5,727 $ — Less: accumulated amortization ( 95 ) — Royalty-free technology, net 5,632 — Customer relationships 5 Years 1,238 — Less: accumulated amortization ( 41 ) — Customer relationships, net 1,197 — Total acquisition-related intangibles, net $ 6,829 $ — During the three months ended June 30, 2021, the Company recorded $ 23.1 million of goodwill and $ 7.0 million of intangibles attributable to the FF Gene Biotech Acquisition. See Note 14, Business Combination, to the Company's condensed consolidated financial statements. Based on the carrying value of acquisition-related intangibles recorded as of June 30, 2021, and assuming no subsequent impairment of the underlying assets, the annual amortization expense for acquisition-related intangibles is expected to be as follows: Amounts (in thousands) 2021 (remaining 6 months) $ 410 2022 821 2023 821 2024 821 2025 821 2026 656 Thereafter 2,479 Total $ 6,829 21 Note 17. Subsequent Events In July 2021, the Company invested $ 20.0 million in Laboratory for Advanced Medicine, Inc., or Helio Health, incorporated in Cayman Islands, and, in connection with the investment in Helio Health, the Company obtained a minority shareholder interest. Helio Heath is an AI-driven healthcare company developing early testing capabilities for cancer. Through this partnership, the Company seeks to have access to an emerging liquid biopsy testing technology in the U.S. and China and exclusive commercial rights to Helio Health’s liquid biopsy tests in the U.S. and Canada. In August 2021, the Company completed an acquisition of Cytometry Specialists, Inc., or CSI, a Georgia corporation, through the acquisition of all of the issued and outstanding common stock of CSI in exchange for $ 50.0 million in cash and up to $ 10.0 million in potential future milestone payments. Through the acquisition of CSI, the Company seeks to expand the Company’s presence and capabilities in somatic molecular diagnostics and cancer testing . The Company plans to leverage its established technology platform, NGS expertise, lab operations, and sales infrastructure in conjunction with CSI’s extensive cancer testing menu to establish a differentiated foothold in oncologic testing in the United States. 22