INSULET CORP
For the period ended Dec 31, 2024. Filed Feb 21, 2025.
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FY2024 · Filed Feb 21, 2025
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Item 8. Report of Independent Registered Public Accounting Firm
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Shareholders
Insulet Corporation
Opinions on the financial statements and internal control over financial reporting
We have audited the accompanying consolidated balance sheets of Insulet Corporation (a Delaware corporation) and subsidiaries (the “Company”) as of December 31, 2024 and 2023, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule included under Item 15(a) (collectively referred to as the “consolidated financial statements”). We also have audited the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on criteria established in the 2013 Internal Control—Integrated Framework issued by COSO.
Basis for opinions
The Company’s management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s consolidated financial statements and an opinion on the Company’s internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and limitations of internal control over financial reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical audit matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Variable consideration – Rebates to pharmacy benefit managers
As described further in Note 2 to the financial statements, the Company provides for certain rebates for sales of its product through intermediaries. The Company estimates variable consideration related to rebates to pharmacy benefit managers in the United States when determining the transaction price at the time of sale. We identified the rebate estimate for pharmacy benefit managers as a critical audit matter.
The principal consideration for our determination that the rebate estimate related to pharmacy benefit managers is a critical audit matter was the high degree of auditor judgment in applying procedures to evaluate the significant estimation made by management. Management's estimate is based on historical experience adjusted for revenue growth, trends, and contract amendments.
Our audit procedures related to the rebate estimate included the following, among others;
Evaluated the significant assumptions and the completeness and accuracy of the underlying data used in management’s calculation through inspection of source documents and agreement to other audited schedules.
Performed retrospective analysis comparing actual rebates incurred to the previously estimated amounts.
Tested the design and operating effectiveness of controls related to management’s estimate.
/s/GRANT THORNTON LLP
We have served as the Company’s auditor since 2016.
Boston, Massachusetts
February 20, 2025
CONSOLIDATED BALANCE SHEETS
| As of December 31, | ||
|---|---|---|
| (in millions, except share and per share data) | 2024 | 2023 |
| ASSETS | ||
| Current Assets | ||
| Cash and cash equivalents | $953.4 | $704.2 |
| Accounts receivable trade, net | 252.5 | 240.2 |
| Accounts receivable trade, net — related party | 113.0 | 119.5 |
| Inventories | 430.4 | 402.6 |
| Prepaid expenses and other current assets | 142.0 | 116.4 |
| Total current assets | 1,891.3 | 1,582.9 |
| Property, plant and equipment, net | 723.1 | 664.9 |
| Other intangible assets, net | 98.5 | 98.7 |
| Goodwill | 51.5 | 51.7 |
| Deferred tax assets | 141.8 | $1.8 |
| Other assets (includes $10.2 and $31.3 at fair value) | 181.5 | 188.2 |
| Total assets | $3,087.7 | $2,588.2 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
| Current Liabilities | ||
| Accounts payable | $19.8 | $19.2 |
| Accrued expenses and other current liabilities | 423.8 | 373.7 |
| Accrued expenses and other current liabilities — related party | 1.0 | 8.9 |
| Current portion of long-term debt | 83.8 | 49.4 |
| Total current liabilities | 528.4 | 451.2 |
| Long-term debt, net | 1,296.1 | 1,366.4 |
| Other liabilities | 51.6 | 37.9 |
| Total liabilities | 1,876.1 | 1,855.5 |
| Commitments and contingencies (Note 18) | ||
| Stockholders’ Equity | ||
| Preferred stock, $.001 par value, 5,000,000 authorized; none issued and outstanding | — | — |
| Common stock, $.001 par value, 100,000,000 authorized; 70,196,031 and 69,907,289 issued and outstanding | 0.1 | 0.1 |
| Additional paid-in capital | 1,184.4 | 1,102.6 |
| Accumulated earnings (deficit) | 40.3 | (378.0) |
| Accumulated other comprehensive (loss) income | (13.2) | 8.0 |
| Total stockholders’ equity | 1,211.6 | 732.7 |
| Total liabilities and stockholders’ equity | $3,087.7 | $2,588.2 |
CONSOLIDATED STATEMENTS OF INCOME
| Years Ended December 31, | |||
|---|---|---|---|
| (in millions, except share and per share data) | 2024 | 2023 | 2022 |
| Revenue | $1,483.8 | $1,223.4 | $1,055.4 |
| Revenue from related party | 587.8 | 473.7 | 249.9 |
| Total revenue | 2,071.6 | 1,697.1 | 1,305.3 |
| Cost of revenue | 625.9 | 537.2 | 499.7 |
| Gross profit | 1,445.7 | 1,159.9 | 805.6 |
| Research and development expenses | 219.6 | 205.0 | 180.2 |
| Selling, general and administrative expenses | 917.2 | 734.9 | 587.8 |
| Operating income | 308.9 | 220.0 | 37.6 |
| Interest expense, net of portion capitalized (Note 9) | (42.7) | (36.2) | (36.0) |
| Interest income | 39.5 | 28.6 | 9.3 |
| Other (expense) income, net | (5.5) | 2.2 | (1.1) |
| Income before income taxes | 300.2 | 214.6 | 9.8 |
| Income tax benefit (expense) | 118.1 | (8.3) | (5.2) |
| Net income | $418.3 | $206.3 | $4.6 |
| Net income per share: | |||
| Basic | $5.97 | $2.96 | $0.07 |
| Diluted | $5.78 | $2.94 | $0.07 |
| Weighted-average number of common shares outstanding (in thousands): | |||
| Basic | 70,076 | 69,751 | 69,375 |
| Diluted | 73,890 | 73,633 | 69,910 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.