Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Aug. 02, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | MDVN | |
Entity Registrant Name | MEDIVATION, INC. | |
Entity Central Index Key | 1,011,835 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 165,928,674 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 267,761 | $ 225,853 |
Short-term investments | 59,432 | |
Receivable from collaboration partner | 227,310 | 391,558 |
Prepaid expenses and other current assets | 49,653 | 15,877 |
Restricted cash | 1,449 | 930 |
Total current assets | 605,605 | 634,218 |
Property and equipment, net | 60,994 | 58,142 |
Long-term investments | 21,515 | |
Intangible assets | 648,799 | 644,299 |
Deferred income tax assets | 284,933 | 57,011 |
Restricted cash, net of current | 11,687 | 12,206 |
Goodwill | 18,643 | 18,643 |
Other non-current assets | 7,331 | 7,072 |
Total assets | 1,659,507 | 1,431,591 |
Current liabilities: | ||
Accounts payable, accrued expenses and other current liabilities | 135,026 | 186,203 |
Contingent consideration | 4,951 | 4,900 |
Current portion of build-to-suit lease obligation | 127 | |
Total current liabilities | 140,104 | 266,103 |
Contingent consideration | 952,604 | 262,368 |
Build-to-suit lease obligation, excluding current portion | 17,244 | 17,406 |
Other non-current liabilities | 15,881 | 13,035 |
Total liabilities | 1,125,833 | 558,912 |
Commitments and contingencies (Note 11) | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value per share; 1,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, $0.01 par value per share; 340,000,000 shares authorized; 165,555,633 and 163,905,342 shares issued and outstanding at June 30, 2016 and December 31, 2015, respectively | 1,656 | 1,639 |
Additional paid-in capital | 745,475 | 684,841 |
Accumulated other comprehensive loss | (550) | |
Retained earnings (accumulated deficit) | (212,907) | 186,199 |
Total stockholders' equity | 533,674 | 872,679 |
Total liabilities and stockholders' equity | $ 1,659,507 | 1,431,591 |
Revolving Credit Facility [Member] | ||
Current liabilities: | ||
Borrowings under Credit Facility | $ 75,000 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 340,000,000 | 340,000,000 |
Common stock, shares issued | 165,555,633 | 163,905,342 |
Common stock, shares outstanding | 165,555,633 | 163,905,342 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Statement [Abstract] | ||||
Collaboration revenue | $ 206,165 | $ 175,657 | $ 388,662 | $ 304,845 |
Operating expenses: | ||||
Research and development expenses | 73,375 | 47,294 | 150,962 | 91,970 |
Selling, general and administrative expenses | 758,431 | 74,708 | 855,258 | 158,647 |
Total operating expenses | 831,806 | 122,002 | 1,006,220 | 250,617 |
Income (loss) from operations | (625,641) | 53,655 | (617,558) | 54,228 |
Other income (expense), net: | ||||
Loss on extinguishment of Convertible Notes | (7,868) | (7,871) | ||
Interest expense | (475) | (5,309) | (1,155) | (10,917) |
Other, net | (23) | (52) | (232) | 88 |
Total other income (expense), net | (498) | (13,229) | (1,387) | (18,700) |
Income (loss) before income tax (expense) benefit | (626,139) | 40,426 | (618,945) | 35,528 |
Income tax (expense) benefit | 222,217 | (14,600) | 219,839 | (12,820) |
Net income (loss) | $ (403,922) | $ 25,826 | $ (399,106) | $ 22,708 |
Basic net income (loss) per common share | $ (2.45) | $ 0.16 | $ (2.42) | $ 0.14 |
Diluted net income (loss) per common share | $ (2.45) | $ 0.15 | $ (2.42) | $ 0.14 |
Weighted average common shares used in the calculation of basic net income (loss) per common share | 164,926 | 158,505 | 164,586 | 157,576 |
Weighted average common shares used in the calculation of diluted net income (loss) per common share | 164,926 | 168,690 | 164,586 | 162,995 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (403,922) | $ 25,826 | $ (399,106) | $ 22,708 |
Other comprehensive loss: | ||||
Unrealized losses, net of tax impact of ($204), $-, ($379) and $- | (370) | (687) | ||
Reclassifications to net income, net of tax impact of $79, $-, $79 and $- | 143 | 143 | ||
Net change | (227) | (544) | ||
Available-for-sale securities: | ||||
Unrealized losses, net of tax impact of ($4), $-, ($4) and $- | (6) | (34) | (6) | (34) |
Other comprehensive loss | (233) | (34) | (550) | (34) |
Comprehensive income (loss) | $ (404,155) | $ 25,792 | $ (399,656) | $ 22,674 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||
Unrealized losses on cash flow hedges, tax | $ (204) | $ (379) |
Reclassifications to net income on cash flow hedges, tax | 79 | 79 |
Unrealized losses on cash flow hedges, tax | $ (4) | $ (4) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (399,106) | $ 22,708 |
Adjustments for non-cash operating items: | ||
Change in fair value of contingent consideration | 690,287 | 5,013 |
Stock-based compensation | 28,905 | 27,450 |
Depreciation on property and equipment | 5,115 | 3,085 |
Amortization of debt discount and debt issuance costs | 170 | 7,827 |
Change in deferred income taxes | (229,169) | (773) |
Excess tax benefits from stock-based compensation | (13,444) | (13,572) |
Loss on extinguishment of Convertible Notes | 7,871 | |
Amortization of deferred revenue | (2,257) | |
Other non-cash items | (4,111) | (60) |
Changes in operating assets and liabilities: | ||
Receivable from collaboration partner | 164,248 | (12,420) |
Prepaid expenses and other current assets | (19,964) | (6,085) |
Other non-current assets | (394) | 2,689 |
Accounts payable, accrued expenses and other current liabilities | (14,273) | 27,153 |
Current taxes payable | (32,565) | (2,106) |
Other non-current liabilities | 2,846 | 718 |
Net cash provided by operating activities | 178,545 | 67,241 |
Cash flows from investing activities: | ||
Purchases of available-for-sale securities | (80,967) | (76,397) |
Purchases of property and equipment | (13,932) | (6,478) |
Change in restricted cash | (1,574) | |
Net cash used in investing activities | (94,899) | (84,449) |
Cash flows from financing activities: | ||
Principal repayment of borrowings under Revolving Credit Facility | (75,000) | |
Proceeds from issuance of common stock under equity incentive and stock purchase plans | 19,853 | 14,699 |
Excess tax benefits from stock-based compensation | 13,444 | 13,572 |
Reduction of build-to-suit lease obligation | (35) | (470) |
Principal repayment of Convertible Notes | (90,994) | |
Cash settlement of Convertible Notes conversion premium | (1,126) | |
Net cash used in financing activities | (41,738) | (64,319) |
Net change in cash and cash equivalents | 41,908 | (81,527) |
Cash and cash equivalents at beginning of period | 225,853 | 502,677 |
Cash and cash equivalents at end of period | 267,761 | 421,150 |
Non-cash investing and financing activities: | ||
Property and equipment expenditures incurred but not yet paid | $ 361 | 1,650 |
Reacquisition of Convertible Note equity component upon conversion | 135,988 | |
Fair value of common stock issued for conversion of Convertible Notes | 131,084 | |
Derecognition of build-to-suit lease asset | 3,241 | |
Derecognition of build-to-suit lease liability | 3,176 | |
Interest capitalized during construction period for build-to-suit lease transactions | 1,070 | |
Accrued interest payable forfeited upon conversion of Convertible Notes | 292 | |
Amounts capitalized under build-to-suit lease transactions | $ 283 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | NOTE 1. DESCRIPTION OF BUSINESS Medivation, Inc. (the “Company” or “Medivation”) is a biopharmaceutical company focused on the development and commercialization of medically innovative therapies to treat serious diseases for which there are limited treatment options. It has one commercial product, XTANDI ® The Company seeks to become a more fully-integrated biopharmaceutical company through the continued commercialization of XTANDI, the acquisition or in-license and development and commercialization of other product opportunities, and through the advancement of its own proprietary research and development programs. The Company expects that its future growth may come from both its internal research efforts, focused in oncology, neurology and other areas, and third-party business development activities, such as its acquisition of all worldwide rights to talazoparib (which is referred to as MDV3800) from BioMarin Pharmaceutical Inc., or BioMarin, in the fourth quarter of 2015 and its license of exclusive worldwide rights to pidilizumab (which is referred to as MDV9300) from CureTech, Ltd., or CureTech, in the fourth quarter of 2014. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP, for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of the Company’s financial condition, results of operations and cash flows for the periods presented, have been included. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year or any other interim period. The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the interim unaudited condensed consolidated financial statements have read or have access to the audited consolidated financial statements for the preceding year. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the fiscal year ended December 31, 2015, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, or the Annual Report, filed with the U.S. Securities and Exchange Commission, or SEC, on February 26, 2016. The consolidated balance sheet at December 31, 2015 has been derived from the audited consolidated financial statements at that date. The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company operates in one business segment. All tabular disclosures of dollar and share amounts are presented in thousands unless otherwise indicated. All per share amounts are presented at their actual amounts. The number of shares issuable under the Amended and Restated 2004 Equity Incentive Award Plan, or the Medivation Equity Incentive Plan, and the Medivation, Inc. 2013 Employee Stock Purchase Plan, or ESPP, disclosed in Note 12, “Stockholders’ Equity,” are presented at their actual amounts unless otherwise indicated. Amounts presented herein may not calculate or sum precisely due to rounding. (b) Use of Estimates The preparation of unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires that management make estimates and assumptions in certain circumstances that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. Although management believes that these estimates are reasonable, actual future results could differ materially from those estimates. In addition, had different estimates and assumptions been used, the unaudited condensed consolidated financial statements could have differed materially from what is presented. Significant estimates and assumptions used by management principally relate to revenue recognition, including reliance on third-party information, estimating the performance periods of the Company’s deliverables under collaboration agreements, and estimating the various deductions from gross sales to calculate net sales of XTANDI. Additionally, significant estimates and assumptions used by management include those related to contingent consideration, intangible assets, goodwill, convertible notes, determining whether the Company is the primary beneficiary of any variable interest entities, leases, taxes, research and development and other accruals, share-based compensation, derivatives and hedging, and the calculation of diluted net income per common share. (c) Significant Accounting Policies Reference is made to Note 2, “Summary of Significant Accounting Policies,” included in the notes to the Company’s audited consolidated financial statements included in its Annual Report. As of the date of the filing of this Quarterly Report on Form 10-Q, or Quarterly Report, there were no significant changes to the significant accounting policies described in the Company’s Annual Report, except for the addition of the Company’s accounting policies with respect to derivative instruments related to its cash flow hedging program, which commenced during the first quarter of 2016 as discussed in Note 4, “Derivative Financial Instruments,” and performance share units. (d) Derivative Financial Instruments The Company uses forward foreign currency exchange contracts to hedge a portion of its gross collaboration revenue exposure from royalties related to the Euro and the Japanese Yen. These derivative instruments are designated as cash flow hedges and are recognized as either assets or liabilities at fair value in the Company’s unaudited condensed consolidated balance sheets. The effective portion of changes in the fair value of these instruments is initially recorded as a component of accumulated other comprehensive income (loss) in stockholders’ equity, and subsequently reclassified into earnings when the underlying exposure is reflected in earnings. Ineffectiveness, if any, is recorded immediately in earnings as other income (expense), net. The Company classifies the cash flows from these instruments in the same category as the cash flows from the hedged items, within net cash provided by operating activities in the unaudited condensed consolidated statement of cash flows. The Company assesses, both at inception and on an ongoing basis, whether its cash flow hedge derivative instruments are highly effective in offsetting the changes in cash flows of the hedged items. At inception and on a quarterly basis, the Company documents and asserts that the critical terms of its derivatives (i.e. notional amounts, currency rate mechanisms, and timing) match the critical terms of the hedged items for the risk being hedged. As such, the Company will assume no ineffectiveness in the hedge relationship because all of the critical terms of the hedge and hedged item are matched. If the Company determines that a forecasted transaction is no longer probable of occurring, hedge accounting will be discontinued for the affected portion of the hedge instrument. If the hedged item becomes probable of not occurring, any related gain or loss on the contract will be recognized immediately in earnings as other income (expense), net. In assessing hedge effectiveness, the Company also considers the risk of counterparty default under the hedge contract. The Company seeks to limit its counterparty credit risk by working only with counterparties that have certain financial credit ratings. The Company does not enter into derivative contracts for speculative or trading purposes. (e) Stock-Based Compensation Performance Share Units During 2016, the Company granted performance share units, or PSUs, to certain officers of the Company pursuant to the terms of the Medivation Equity Incentive Plan. The terms of the PSUs provide for target and maximum numbers of shares eligible to be earned based on the level of achievement of certain pre-determined revenue goals and clinical development milestones. For the PSUs tied to revenue goals, the actual number of shares of common stock that may ultimately be issued upon vest is calculated by multiplying the number of PSUs by a payout percentage ranging from 50% to 150%. For the PSUs tied to clinical development milestones, the actual number of shares of common stock that may ultimately be issued upon vest is calculated by multiplying the number of PSUs by a payout percentage of 100%. The PSUs will vest, if at all, upon certification by the Compensation Committee of the Company’s Board of Directors of the actual achievement of the performance objectives, subject to specified change of control exceptions. Stock-based compensation expense associated with PSUs is based on the fair value of the Company’s common stock on the grant date, which equals the closing market price of the Company’s common stock on the grant date. The Company recognizes compensation expense over the vesting period of the awards that are ultimately expected to vest. (f) New Accounting Pronouncements In June 2016, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326). ASU 2016-13 prescribes an approach based on expected losses to estimate credit losses on certain financial instruments. It also modifies the impairment model for available-for-sale debt securities and provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. The amended guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that reporting period, and early adoption is permitted for fiscal years beginning after December 15, 2018, including interim periods within that reporting period. The amended guidance is to be applied using a modified retrospective approach, which requires application of the guidance at the beginning of the earliest comparative period presented in the year of adoption. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-09, “Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” ASU 2016-09 simplifies several aspects of the accounting for share-based payment award transactions. Changes that may impact public companies include changes in the accounting for income taxes, specifically excess tax benefits and tax deficiencies; the classification of excess tax benefits on the statement of cash flows as an operating activity; the option for companies to make an entity-wide accounting policy election to either estimate the number of share-based payment awards that are expected to vest (current GAAP) or account for forfeitures when they occur; and the classification of employee taxes paid when an employer withholds shares for tax withholding purposes as a financing activity on the statement of cash flows. Depending on the specific item to be changed, ASU 2016-09 requires certain changes to be applied either prospectively, retrospectively, or under a modified retrospective transition method to all periods presented. The amended guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period, and early adoption is permitted. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-05, “Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships.” ASU 2016-05 clarifies that a change in the counterparty to a derivative instrument that has been designated as the hedging instrument under Topic 815 does not, in and of itself, require dedesignation of that hedging relationship provided that all other hedge accounting criteria continue to be met. The amended guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period, with the option to apply the amended guidance on either a prospective basis or a modified retrospective basis, and early adoption is permitted. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” ASU 2016-02 includes a lessee accounting model that recognizes two types of leases - finance leases and operating leases. The standard requires that a lessee recognize on the balance sheet a right-to-use asset and a lease liability for all leases with lease terms of more than 12 months. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will depend on its classification as either a finance or operating lease. ASU 2016-02 also requires new qualitative and quantitative disclosures for the amount, timing, and uncertainty of cash flows arising from leases. The amended guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within that reporting period, and early adoption is permitted. ASU 2016-02 requires modified retrospective transition, which requires application of the guidance at the beginning of the earliest comparative period presented in the year of adoption; however, for all leases that commenced before the effective date, companies can elect not to reassess certain elements, including their lease classification or whether contracts are or contain embedded leases. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”, a comprehensive new revenue recognition standard that will supersede the existing revenue recognition guidance. The new accounting guidance creates a framework by which an entity will allocate the transaction price to separate performance obligations and recognize revenue when (or as) each performance obligation is satisfied. Under the new standard, entities will be required to use judgment and make estimates, including identifying performance obligations in a contract, estimating the amount of variable consideration to include in the transaction price, allocating the transaction price to each separate performance obligation and determining when an entity satisfies its performance obligations. The standard allows for either “full retrospective” adoption, meaning that the standard is applied to all of the periods presented with a cumulative catch-up as of the earliest period presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements with a cumulative catch-up as of the current period. In August 2015, the effective date of the new revenue standard was delayed by one year to December 15, 2017 for annual reporting periods beginning after that date. The FASB also agreed to permit early adoption of the standard, but not before the original effective date of December 15, 2016. In March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” to clarify ASU 2014-09 implementation guidance on principal versus agent considerations. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” to clarify ASU 2014-09 implementation guidance on identifying performance obligations and licensing arrangements. In April 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow Scope Improvements and Practical Expedients” to clarify that an entity that retrospectively applies the guidance in Topic 606 to each prior reporting period is not required to disclose the effect of the accounting change for the period of adoption. However, an entity is still required to disclose the effect of the changes on any prior periods retrospectively adjusted. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. |
Collaboration Agreement
Collaboration Agreement | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaboration Agreement | NOTE 3. COLLABORATION AGREEMENT (a) Collaboration Agreement with Astellas In October 2009, the Company entered into a collaboration agreement with Astellas, or the Astellas Collaboration Agreement, pursuant to which it is collaborating with Astellas to develop and commercialize XTANDI globally for all indications, dosages, and formulations of enzalutamide. Under the agreement, decision making and economic participation differs between the U.S. market and the ex-U.S. market. In the United States, decisions are generally made by consensus, pre-tax profits and losses are shared equally, and, subject to certain exceptions, development and commercialization costs (including cost of goods sold and the royalty on net sales payable to The Regents of the University of California (“UCLA” or “the Regents”) under the Company’s license agreement with UCLA) are also shared equally. The primary exceptions to equal cost sharing in the U.S. market are that each party is responsible for its own commercial full-time equivalent, or FTE, costs, and that development costs supporting marketing approvals in both the United States and either Europe or Japan are borne one-third by the Company and two-thirds by Astellas. The Company and Astellas are co-promoting XTANDI in the U.S. market, with each company providing half of the sales and medical affairs effort in support of the product. Both the Company and Astellas are entitled to receive a fee for each qualifying detail made by its respective sales representatives. Outside of the United States, decisions are generally made by Astellas and all development and commercialization costs (including cost of goods sold and the royalty on net sales payable to UCLA) are borne by Astellas. Astellas retains all ex-U.S. profits and losses, and pays the Company a tiered royalty ranging from the low teens to the low twenties as a percentage of the aggregate net sales of XTANDI outside of the United States, or ex-U.S. XTANDI net sales. Astellas has sole responsibility for promoting XTANDI outside of the United States and for recording all XTANDI net sales both inside and outside of the United States. Both the Company and Astellas have agreed not to commercialize certain other products having a similar mechanism of action (as defined by the Astellas Collaboration Agreement) as XTANDI for the treatment of prostate cancer for a specified time period, subject to certain exceptions. Under the Astellas Collaboration Agreement, Astellas paid the Company a non-refundable, upfront cash payment of $110.0 million in the fourth quarter of 2009. The Company was also eligible to receive up to $335.0 million in development milestone payments and up to $320.0 million in sales milestone payments under the Astellas Collaboration Agreement. As of the fourth quarter of 2015, the Company had earned all of the development and sales milestone payments under the Astellas Collaboration Agreement. The Company and Astellas are each permitted to terminate the Astellas Collaboration Agreement for an uncured material breach by the other party or for the insolvency of the other party. Astellas has a right to terminate the Astellas Collaboration Agreement unilaterally by advance written notice to the Company. Following any termination of the Astellas Collaboration Agreement in its entirety, all rights to develop and commercialize XTANDI will revert to the Company, and Astellas will grant a license to the Company to enable it to continue such development and commercialization. In addition, except in the case of a termination by Astellas for the Company’s material breach, Astellas will supply XTANDI to the Company during a specified transition period. Unless terminated earlier by the Company or Astellas pursuant to the terms thereof, the Astellas Collaboration Agreement will remain in effect: (a) in the United States, until such time as Astellas notifies the Company that Astellas has permanently stopped selling products covered by the Astellas Collaboration Agreement in the United States; and (b) in each other country of the world, on a country-by-country basis, until such time as (i) products covered by the Astellas Collaboration Agreement cease to be protected by patents or regulatory exclusivity in such country and (ii) commercial sales of generic equivalent products have commenced in such country. The Astellas Collaboration Agreement further provides for a standstill period during which Astellas and its Affiliates, as defined in the Astellas Collaboration Agreement, agreed to certain restrictive covenants, including that they would not, directly or indirectly (subject to certain exceptions), unless invited to do so by the Company, acquire (a) all or substantially all of the Company’s consolidated assets or (b) beneficial ownership of more than five percent of any voting securities of the Company or any subsidiary or Affiliate of the Company. The standstill period will expire in September 2016. (b) Collaboration Revenue Collaboration revenue was as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Collaboration revenue: Related to U.S. XTANDI net sales $ 165,129 $ 149,220 $ 318,922 $ 261,230 Related to ex-U.S. XTANDI net sales 41,036 25,591 69,740 41,358 Related to upfront and milestone payments — 846 — 2,257 Total $ 206,165 $ 175,657 $ 388,662 $ 304,845 The Company is currently involved in litigation with UCLA regarding certain terms of its license agreement and other matters, which are discussed in Note 11, “Commitments and Contingencies.” Collaboration Revenue Related to U.S. XTANDI Net Sales Under the Astellas Collaboration Agreement, Astellas records all U.S. XTANDI net sales. The Company and Astellas share equally all pre-tax profits and losses from U.S. XTANDI net sales. Subject to certain exceptions, the Company and Astellas also share equally all XTANDI development and commercialization costs attributable to the U.S. market, including cost of goods sold and the royalty on net sales payable to UCLA under the Company’s license agreement with UCLA. The primary exceptions to 50/50 cost sharing are that each party is responsible for its own commercial FTE costs and that development costs supporting marketing approvals in both the United States and either Europe or Japan are borne one-third by the Company and two-thirds by Astellas. The Company recognizes collaboration revenue related to U.S. XTANDI net sales in the period in which such sales occur. Collaboration revenue related to U.S. XTANDI net sales consists of the Company’s share of pre-tax profits and losses from U.S. XTANDI net sales, plus reimbursement of the Company’s share of reimbursable U.S. development and commercialization costs. The Company’s collaboration revenue related to U.S. XTANDI net sales in any given period is equal to 50% of U.S. XTANDI net sales as reported by Astellas for the applicable period. Collaboration revenue related to U.S. XTANDI net sales was as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 U.S. XTANDI net sales (as reported by Astellas) $ 330,257 $ 298,440 $ 637,843 $ 522,460 Shared U.S. development and commercialization costs (95,055 ) (84,947 ) (225,639 ) (195,260 ) Pre-tax U.S. profit $ 235,202 $ 213,493 $ 412,204 $ 327,200 Medivation’s share of pre-tax U.S. profit $ 117,601 $ 106,747 $ 206,102 $ 163,600 Reimbursement of Medivation’s share of shared U.S. costs 47,528 42,473 112,820 97,630 Collaboration revenue related to U.S. XTANDI net sales $ 165,129 $ 149,220 $ 318,922 $ 261,230 Collaboration Revenue Related to Ex-U.S. XTANDI Net Sales Under the Astellas Collaboration Agreement, Astellas records all ex-U.S. XTANDI net sales. Astellas is responsible for all development and commercialization costs for XTANDI outside of the United States, including cost of goods sold and the royalty on net sales payable to UCLA under the Company’s license agreement with UCLA, and pays the Company a tiered royalty ranging from the low teens to the low twenties as a percentage of ex-U.S. XTANDI net sales. The Company recognizes collaboration revenue related to ex-U.S. XTANDI net sales in the period in which such sales occur. Collaboration revenue related to ex-U.S. XTANDI net sales consists of royalties from Astellas on those sales. Collaboration Revenue Related to Upfront and Milestone Payments As of the fourth quarter of 2015, the Company had earned all development and sales milestone payments under the Astellas Collaboration Agreement. Collaboration revenue related to upfront and milestone payments from Astellas for the three and six months ended June 30, 2015 was $0.8 million and $2.3 million, respectively, which comprised amortization of deferred upfront and development milestones. (c) Cost-Sharing Payments Under the Astellas Collaboration Agreement, the Company and Astellas share certain development and commercialization costs (including cost of goods sold and the royalty on net sales payable to UCLA under the Company’s license agreement with UCLA) in the United States. For the three and six months ended June 30, 2016, development cost-sharing payments from Astellas were $15.1 million and $28.4 million, respectively. For the three and six months ended June 30, 2015, development cost-sharing payments from Astellas were $17.6 million and $31.4 million, respectively. For the three and six months ended June 30, 2016, commercialization cost-sharing payments to Astellas were $4.5 million and $23.3 million, respectively. For the three and six months ended June 30, 2015, commercialization cost-sharing payments to Astellas were $2.7 million and $22.8 million, respectively. Development cost-sharing payments from Astellas are recorded as reductions in research and development, or R&D, expenses. Commercialization cost-sharing payments to Astellas are recorded as increases in selling, general, and administrative, or SG&A, expenses. |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | NOTE 4. DERIVATIVE FINANCIAL INSTRUMENTS The Company receives royalties from Astellas on net sales of XTANDI outside of the United States, which are paid to the Company in U.S. dollars and calculated by converting the respective countries’ XTANDI net sales in local currency to U.S. dollars. Because a significant portion of ex-U.S. sales of XTANDI have been generated in the European Union and in Japan, the royalties received from Astellas related to such sales are dependent on the value of the U.S. dollar versus the Euro and Japanese Yen. The Company also conducts certain R&D activities outside of the United States, with expenses incurred in various currencies, including the Euro and Japanese Yen, and these expenses partially offset the currency exposure related to its collaboration revenue from royalties. In the first quarter of 2016, the Company began using forward foreign currency exchange contracts to hedge a portion of its gross collaboration revenue exposure from royalties related to the Euro and the Japanese Yen. These derivative instruments are designated as cash flow hedges and have maturity dates of 15 months or less. The Company assesses, both at inception and on an ongoing basis, whether its cash flow hedge derivative instruments are highly effective in offsetting the changes in cash flows of the hedged items. At inception and on a quarterly basis, the Company documents and asserts that the critical terms of its derivatives (i.e. notional amounts, currency rate mechanisms, and timing) match the critical terms of the hedged items for the risk being hedged. As such, the Company will assume no ineffectiveness in the hedge relationship because all of the critical terms of the hedge and hedged items are matched. If the Company determines that a forecasted transaction is no longer probable of occurring, hedge accounting will be discontinued for the affected portion of the hedge instrument. If the hedged item becomes probable of not occurring, any related gain or loss on the contract will be recognized immediately in earnings as other income (expense), net. The effective portion of changes in the fair value of these instruments is initially recorded as a component of accumulated other comprehensive income (loss), or OCI, in stockholders’ equity, and subsequently reclassified into earnings as collaboration revenue when the underlying exposure is reflected in collaboration revenue. All of the gains and losses related to the hedged forecasted transactions reported in accumulated OCI at June 30, 2016 are expected to be reclassified to collaboration revenue within the next 12 months. There were no amounts related to ineffectiveness for the six months ended June 30, 2016. Additionally, the Company did not discontinue any of its cash flow hedges during the six months ended June 30, 2016. As of June 30, 2016, the Company had an average derivative USD equivalent notional amount on its open contracts of $4.8 million. The Company plans to enter into approximately eight foreign currency forward contracts per quarter covering a rolling four-quarter period. The obligations of the Company under its foreign exchange contracts are secured obligations under the terms of the Company’s senior secured credit facility. In addition, the Company‘s foreign exchange contracts are subject to standard International Swaps and Derivatives Association (ISDA) master agreements which provide for various events of default, including a cross default to the Company’s senior secured credit facility. If an event of default or termination event where the Company is the defaulting party occurs, the counterparties to these contracts could request immediate payment on the derivatives. The aggregate fair value of all foreign exchange contracts with credit-risk-related contingent features that are in a liability position as of June 30, 2016, is $1.5 million. In addition, the agreements governing such contracts permit the Company, subject to applicable requirements, to net settle transactions of the same currency with a single net amount payable by one party to the other. While all of the Company’s derivative contracts allow the right to offset assets or liabilities, it is the Company’s policy to present its derivatives on a gross basis in the unaudited condensed consolidated balance sheets. The following table summarizes the classification and fair values of derivative instruments on the Company’s unaudited condensed consolidated balance sheet: June 30, 2016 Asset Derivatives Liability Derivatives Classification Fair Value Classification Fair Value Derivatives designated as hedges: Foreign currency exchange contracts Other current assets $ 368 Other current liabilities $ (1,247 ) Foreign currency exchange contracts Other non-current assets 35 Other non-current liabilities — Total derivatives designated as hedges 403 (1,247 ) Derivatives not designated as hedges: Foreign currency exchange contracts Other current assets — Other current liabilities (222 ) Total derivatives not designated as hedges — (222 ) Total derivatives $ 403 $ (1,469 ) The following table summarizes the effect of the Company’s foreign currency exchange contracts on its unaudited condensed consolidated financial statements: Three Months Six Months June 30, 2016 June 30, 2016 Derivatives designated as hedges: Gains (losses) recognized in accumulated OCI (effective portion) $ (574 ) $ (1,066 ) Gains (losses) reclassified from accumulated OCI into collaboration revenue (effective portion) (222 ) (222 ) Gains (losses) recognized in other income (expense), net — — As of June 30, 2016, the Company held one type of financial instrument – derivative contracts related to foreign currency exchange contracts. The following table summarizes the potential effect of offsetting derivatives by type of financial instrument on the Company’s unaudited condensed consolidated balance sheet: June 30, 2016 Offsetting of Derivative Assets/Liabilities Gross Amounts Not Offset in the Condensed Consolidated Balance Sheet Description Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Condensed Consolidated Balance Sheet Amounts of Assets/Liabilities Presented in the Condensed Consolidated Balance Sheet Derivative Financial Instruments Cash Collateral Received/Pledged Net Amount (Legal Offset) Derivative assets $ 403 — $ 403 — — $ 403 Derivative liabilities $ (1,469 ) — $ (1,469 ) — — $ (1,469 ) |
Fair Value Disclosures
Fair Value Disclosures | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | NOTE 5. FAIR VALUE DISCLOSURES The following table presents the Company’s financial assets and liabilities that are measured at fair value on a recurring basis: Fair Value Measurements Using: Fair Value Level 1 Level 2 Level 3 June 30, 2016: Short-term investments: Corporate debt securities $ 43,465 — $ 43,465 — Certificates of deposit $ 10,000 — $ 10,000 — Commercial paper $ 3,965 — $ 3,965 — U.S. Government securities $ 2,002 — $ 2,002 — Current assets: Foreign currency derivative contracts $ 368 — $ 368 — Long-term investments Corporate debt securities $ 21,515 — $ 21,515 — Non-current assets: Foreign currency derivative contracts $ 35 — $ 35 — Current liabilities: Foreign currency derivative contracts $ 1,469 — $ 1,469 — Contingent consideration $ 4,951 — — $ 4,951 Non-current liabilities: Contingent consideration $ 952,604 — — $ 952,604 December 31, 2015: Current liabilities: Contingent consideration $ 4,900 — — $ 4,900 Non-current liabilities: Contingent consideration $ 262,368 — — $ 262,368 The Company estimates the fair values of Level 2 assets or liabilities, including foreign currency derivative contracts, by taking into consideration valuations obtained from third-party pricing or valuation sources. These sources utilize industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly, or indirectly, to estimate fair value. These inputs include market pricing based on real-time trade data for the same or similar assets, issuer credit spreads, benchmark yields, foreign currency rates, London Interbank Offered Rates (LIBOR), and other observable inputs. The Company validates the prices provided by its third-party pricing sources by obtaining market values from other pricing sources and/or analyzing pricing data in certain instances. For additional information regarding the Company’s foreign currency derivative transactions, see Note 4, “Derivative Financial Instruments.” In connection with the acquisitions of MDV3800 and MDV9300, the Company recorded contingent consideration liabilities pertaining to amounts potentially payable to BioMarin and CureTech, respectively. The fair value of contingent consideration is considered a Level 3 liability and was estimated utilizing a model with key assumptions that included estimated revenues and completion of certain development, regulatory and sales milestone targets during the earn-out period, volatility, and estimated discount rates corresponding to the periods of expected payments. The estimated fair value of the contingent consideration liability is measured at each reporting date based on significant inputs not observable in the market. The Company assesses these estimates on an ongoing basis as additional data impacting the assumptions is obtained. Changes in the estimated fair value of contingent consideration are reflected as non-cash adjustments to operating expenses in the unaudited condensed consolidated statements of operations. The following table presents fair value adjustments related to contingent consideration liabilities recorded by the Company for the periods presented: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Fair value adjustments: BioMarin contingent consideration liability: Increase to R&D expense $ 8,632 $ — $ 9,124 $ — Increase to SG&A expense 673,983 — 676,468 — Total BioMarin fair value adjustments 682,615 — 685,592 — CureTech contingent consideration liability: Increase (decrease) to R&D expense 365 (70 ) 1,013 930 Increase to SG&A expense 1,348 1,083 3,682 4,083 Total CureTech fair value adjustments 1,713 1,013 4,695 5,013 Total fair value adjustments, net $ 684,328 $ 1,013 $ 690,287 $ 5,013 During the three and six months ended June 30, 2016, the fair value of the contingent consideration liability related to BioMarin increased significantly due to changes in the estimated probabilities of success of the development programs and the range and scope of indications currently planned for development. These changes resulted from various market and development-specific events that occurred during the second quarter of 2016, including: the announcement of positive data from a Phase 3 competitor trial of a PARP inhibitor, validating the clinical and commercial potential for MDV3800 and the overall PARP class; positive feedback received from regulatory authorities regarding study protocols and approval pathways for MDV3800 in various tumor types, including alignment on two registrational trials for tumor types in which MDV3800 has the potential to be the first PARP inhibitor to market; data from three abstracts for MDV3800 presented at recent and upcoming medical conferences in several different tumor types; and data from a Phase 1 trial of MDV3800 in several advanced cancers in combination with low-dose chemotherapy. The majority of the fair value adjustment for the three and six months ended June 30, 2016 is classified as SG&A expense because changes in the key measurement assumptions noted above had the largest impact on the value of the sales-based milestone and royalties on annual net sales of MDV3800 products that BioMarin would be entitled to under the terms of the related purchase agreement. Increases in the fair value of the contingent consideration liability related to CureTech for the three and six months ended June 30, 2016 and 2015 were primarily due to the time value of money. BioMarin is entitled to contingent payments totaling up to $160.0 million upon the achievement of defined regulatory and sales-based milestones, and mid-single digit royalties on net sales of products that contain MDV3800 during the royalty term specified in the related purchase agreement. CureTech is entitled to contingent payments totaling up to $85.0 million upon attainment of certain development and regulatory milestones, up to $245.0 million upon the achievement of certain annual worldwide net sales thresholds, and tiered royalties ranging from 5% to 11% on annual worldwide net sales. CureTech is also entitled to a $5.0 million milestone payment upon completion of the Manufacturing Technology Transfer as described in Note 11, “Commitments and Contingencies.” Contingent consideration may change significantly as development progresses and additional data is obtained that will affect the Company’s assumptions regarding probabilities of successful achievement of related milestones used to estimate the fair value of the liability and the timing in which they are expected to be achieved. Updates to these assumptions could have a significant impact on the Company’s results of operations. For example, a significant increase in the probability of achieving a milestone would result in a significantly higher fair value measurement, while a significant increase in the expected timing of achieving a milestone would result in a significantly lower fair value measurement. Considerable judgment is required to interpret the market data used to develop the assumptions. The estimates of fair value may not be indicative of amounts that could be realized in a current market exchange. Accordingly, the use of different market assumptions and/or different valuation techniques could result in materially different fair value estimates. There were no transfers between Level 1 and Level 2 financial instruments during the three and six months ended June 30, 2016. The following table includes a roll-forward of the fair value of Level 3 financial instruments for the periods presented: Three Months Six Months June 30, 2016 June 30, 2016 Contingent consideration (current and non-current): Balance at beginning of period $ 273,227 $ 267,268 Amounts acquired or issued — — Net change in fair value 684,328 690,287 Settlements — — Transfers in and/or out of Level 3 — — Balance at end of period $ 957,555 $ 957,555 The following table presents the total balance of the Company’s other financial instruments that are not measured at fair value on a recurring basis: Fair Value Measurements Using: Total Balance Level 1 Level 2 Level 3 June 30, 2016: Assets: Bank deposits (included in “Cash and cash equivalents”) $ 267,761 $ 267,761 — — December 31, 2015: Assets: Bank deposits (included in “Cash and cash equivalents”) $ 225,853 $ 225,853 — — Liabilities: Borrowings under Revolving Credit Facility $ 75,000 $ 75,000 — — Due to their short-term maturities, the Company believes that the fair value of its bank deposits, receivable from collaboration partner, accounts payable and accrued expenses, short-term borrowings under the Revolving Credit Facility, and other current assets and liabilities approximate their carrying value. |
Available-For-Sale Securities
Available-For-Sale Securities | 6 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Available-For-Sale Securities | NOTE 6. AVAILABLE-FOR-SALE SECURITIES The Company considers all highly liquid investments with a remaining maturity of three months or less at the time of purchase to be cash equivalents. The Company considers all highly liquid investments with a remaining maturity at the time of purchase of more than three months but no longer than 12 months to be short-term investments, and those with a remaining maturity at the time of purchase of longer than 12 months to be long-term investments. The Company classifies its investments as available-for-sale securities and reports them at fair value with related unrealized gains and losses included as a component of comprehensive income. The amortized cost of debt securities in this category is adjusted for amortization of premiums and accretion of discounts to maturity, which is included in other income (expense), net, on the consolidated statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on available-for-sale securities are included in other income (expense), net. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in other income (expense), net. The following table summarizes the Company’s available-for-sale securities at June 30, 2016: June 30, 2016 Amortized Gross Unrealized Fair Cost Gains Losses Value Short-term investments: Corporate debt securities $ 43,455 $ 21 $ (11 ) $ 43,465 Certificates of deposit 10,000 — — 10,000 Commercial paper 3,965 — — 3,965 U.S. Government securities 2,001 1 — 2,002 Total short-term investments 59,421 22 (11 ) 59,432 Long-term investments: Corporate debt securities 21,536 10 (31 ) 21,515 Total long-term investments 21,536 10 (31 ) 21,515 Total available-for-sale securities $ 80,957 $ 32 $ (42 ) $ 80,947 The Company did not hold any available-for-sale securities as of December 31, 2015. The following table summarizes the Company’s portfolio of available-for-sale securities by contractual maturity: June 30, 2016 Amortized Cost Fair Value Less than one year $ 59,421 $ 59,432 Greater than one year but less than five years 21,536 21,515 Total $ 80,957 $ 80,947 At June 30, 2016, the Company had 23 available-for-sale securities with a fair value of $26.2 million in a gross unrealized loss position, all of which had been in such a position for less than twelve months. The Company does not intend to sell the securities that are in an unrealized loss position, and it is unlikely that the Company will be required to sell the investments before recovery of their amortized cost basis, which may be at maturity. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | NOTE 7. INTANGIBLE ASSETS AND GOODWILL Intangible assets consist of in-process research and development, or IPR&D, acquired from business acquisitions. The Company accounts for IPR&D as indefinite-lived intangible assets until regulatory approval or discontinuation of the related R&D efforts. Upon obtaining regulatory approval, the Company reclassifies the IPR&D as a definite-lived intangible asset and determines the economic life for amortization purposes. The Company assesses the impairment of indefinite-lived intangible assets and goodwill on an annual basis or more frequently whenever events or changes in circumstances may indicate that the carrying value might not be recoverable. The following table summarizes the Company’s indefinite-lived intangible assets: June 30, December 31, 2016 2015 Indefinite-lived intangible asset – MDV3800 $ 573,299 $ 573,299 Indefinite-lived intangible asset – MDV9300 75,500 71,000 Total $ 648,799 $ 644,299 In the second quarter of 2016, the Company recorded an out-of-period correcting adjustment related to its impairment charge from the fourth quarter of 2015 that increased the IPR&D asset related to MDV9300 by $4.5 million and decreased R&D expenses by $4.5 million. Management concluded that the adjustment is not material to the expected full year 2016 results or any previously reported financial statements. The carrying amount of goodwill was $18.6 million as of June 30, 2016 and December 31, 2015. |
Build-To-Suit Lease Obligation
Build-To-Suit Lease Obligation | 6 Months Ended |
Jun. 30, 2016 | |
Leases [Abstract] | |
Build-To-Suit Lease Obligation | NOTE 8. BUILD-TO-SUIT LEASE OBLIGATION In the fourth quarter of 2013, the Company entered into a property lease for approximately 52,000 square feet of space located in San Francisco, California. In the second quarter of 2015, the Company entered into an amended lease agreement to reduce the amount of leased space at this property to approximately 44,000 square feet. The lease agreement expires in August 2024, and the Company has an option to extend the lease term for up to an additional five years. The Company was deemed, for accounting purposes only, to be the owner of the entire project including the building shell, even though it was not the legal owner. In connection with the Company’s accounting for this transaction, the Company capitalized $14.5 million as a build-to-suit property within property and equipment, net, and recognized a corresponding build-to-suit lease obligation for the same amount. The Company also recognized, as an additional build-to-suit lease property and obligation, structural tenant improvements totaling $3.6 million for amounts paid by the landlord and $3.5 million for capitalized interest during the construction period through 2015. As a result of the amended agreement, the Company surrendered a portion of the property totaling approximately 8,000 square feet to the lessor. Accordingly, the Company derecognized a portion of the build-to-suit asset totaling $3.2 million and a portion of the build-to-suit lease obligation totaling $3.2 million during 2015 related to the portion of the property that was surrendered to the lessor. During the first quarter of 2016, construction on the property was substantially completed and the property was placed in service. As such, the Company evaluated its lease to determine whether it had met the requirements for sale-leaseback accounting, including evaluating whether all risks of ownership have been transferred back to the landlord, as evidenced by a lack of continuing involvement in the leased property. The Company determined that the construction project did not qualify for sale-leaseback accounting and will instead be accounted for as a financing lease, given the Company’s expected continuing involvement after the conclusion of the construction period. As a result, the building asset remains on the Company’s unaudited condensed consolidated balance sheets at its historical cost of $18.4 million and the Company began depreciating the asset over its estimated useful life in the first quarter of 2016. Additionally, the Company is allocating its monthly lease payments between land rent, which is recorded as an operating lease expense, interest expense, and reduction of the related lease obligation. As of June 30, 2016, the total amount of the build-to-suit lease obligation was $17.4 million, of which $17.2 million was classified as a non-current liability on the unaudited condensed consolidated balance sheets. The Company expects to derecognize the build-to-suit lease asset and lease obligation at the end of the lease term. Expected future lease payments under the build-to-suit lease as of June 30, 2016 are included in Note 11, “Commitments and Contingencies.” |
Other Balance Sheet Items
Other Balance Sheet Items | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Other Balance Sheet Items | NOTE 9. OTHER BALANCE SHEET ITEMS (a) Property and Equipment, Net Property and equipment, net, consisted of the following: June 30, 2016 December 31, Leasehold improvements $ 26,658 $ 19,074 Computer equipment and software 20,194 16,083 Build-to-suit property 18,371 18,371 Construction in progress 6,446 14,440 Furniture and fixtures 6,014 5,714 Laboratory equipment 4,472 748 82,155 74,430 Less: Accumulated depreciation (21,161 ) (16,288 ) Total $ 60,994 $ 58,142 (b) Accounts Payable, Accrued Expenses and Other Current Liabilities Accounts payable, accrued expenses and other current liabilities consisted of the following: June 30, 2016 December 31, Clinical and preclinical $ 44,749 $ 48,975 Accrued professional services and other current liabilities 24,893 14,282 Payroll and payroll-related 22,980 29,215 Royalties payable 22,740 20,665 Accounts payable 19,664 22,696 Taxes payable — 32,565 Other payable to licensor — 17,500 Interest payable — 305 Total $ 135,026 $ 186,203 Accounts payable represents short-term liabilities for which the Company has received and processed a vendor invoice prior to the end of the reporting period. Accrued expenses and other current liabilities represent, among other things, compensation and related benefits to employees, royalties due to licensors of technologies, estimated amounts due to third-party vendors for services rendered prior to the end of the reporting period, invoices received from third-party vendors that have not yet been processed, taxes payable, interest payable and other accrued items. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2016 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 10. DEBT (a) Revolving Credit Facility In October 2015, the Company entered into an amendment and restatement of its original credit agreement (the “Credit Agreement”) with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders from time to time party thereto (the “Lenders”), providing for: (i) a five-year $300 million revolving loan facility (the “Revolving Credit Facility”); and (ii) an uncommitted accordion facility subject to the satisfaction of certain conditions (collectively, the “Senior Secured Credit Facility”). The Revolving Credit Facility includes a $50 million multicurrency sub-facility, a $20 million letter of credit sub-facility and a $10 million swing line loan sub-facility. Loans under the Revolving Credit Facility bear interest, at the Company’s option, at a rate equal to either (a) the LIBOR rate, plus an applicable margin ranging from 1.75% to 2.50% per annum, based upon the secured leverage ratio (as defined in the Credit Agreement) or (b) the prime lending rate, plus an applicable margin ranging from 0.75% to 1.50% per annum, based upon the senior secured net leverage ratio (as defined in the Credit Agreement). In October 2015, the Company borrowed $75.0 million under the Revolving Credit Facility, which the Company repaid in January 2016. The interest rate for this borrowing was 2.1250% and was applied on an actual/360 day basis. There were no balances outstanding under the Revolving Credit Facility at June 30, 2016. The obligations under the Credit Agreement and any swap obligations and banking services obligations owing to a lender (or an affiliate of a lender) thereunder are and will be guaranteed by the Company and each of the Company’s existing and subsequently acquired or organized direct and indirect domestic subsidiaries (other than certain immaterial domestic subsidiaries, certain Domestic Foreign Holding Companies, and certain domestic subsidiaries whose equity interests are owned directly or indirectly by certain foreign subsidiaries) (collectively, the “Loan Parties”). The obligations under the Credit Agreement and any such swap and banking services obligations are secured, subject to customary permitted liens and other agreed upon exceptions, by a perfected security interest in (i) all tangible and intangible assets of the Loan Parties, except for certain customary excluded assets, and (ii) all of the capital stock owned by the Loan Parties thereunder (limited, in the case of the stock of certain non-U.S. subsidiaries of the Company and Domestic Foreign Holding Companies, to 65% of the capital stock of such subsidiaries). The Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants, including, among other things, restrictions on indebtedness, liens, investments, mergers, dispositions, prepayment of other indebtedness and dividends and other distributions. Under the terms of the Credit Agreement, the Company is required to comply with a maximum senior secured net leverage ratio and minimum interest coverage ratio covenants. At June 30, 2016, the Company was in compliance with these covenants. In accordance with ASU 2015-15, the Company deferred $1.7 million of debt issuance costs associated with the Revolving Credit Facility, including underwriting, legal and accounting fees, and is amortizing this amount ratably over the five-year access period of the facility. Amortization of the debt issuance costs is recorded as non-cash interest expense on the unaudited condensed consolidated statements of operations. (b) Convertible Notes Due 2017 In March 2012, the Company issued $258.8 million aggregate principal amount of 2.625% convertible senior notes due April 1, 2017, or the Convertible Notes. The Company was required to pay interest semi-annually in arrears on April 1 and October 1 of each year. The Convertible Notes were convertible upon the occurrence of certain conditions into shares of the Company’s common stock. During 2015, the Company settled all of the Convertible Notes. During the second quarter of 2015, the Company settled a total of $91.0 million aggregate principal amount of the Convertible Notes through a combination of $92.1 million in cash and 2,099,358 shares of its common stock. During the third quarter of 2015, the Company settled a total of $167.8 million aggregate principal amount of the Convertible Notes through a combination of $167.8 million in cash and 3,539,218 shares of its common stock. The Company recorded a non-cash loss on extinguishment of the Convertible Notes of $7.9 million and $13.2 million in the second and third quarters of 2015, respectively, which was included in other income (expense), net, on the condensed consolidated statements of operations. Forfeited accrued interest payable totaling $1.7 million was reclassified to additional paid-in capital during 2015. Upon settlement, the Convertible Notes were no longer outstanding, interest ceased to accrue thereon, and all rights of the holders of the Convertible Notes ceased to exist. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 11. COMMITMENTS AND CONTINGENCIES (a) Lease Obligations The Company leases approximately 158,000 square feet of office space, including approximately 143,000 square feet of office space at its corporate headquarters, pursuant to operating lease agreements expiring at various dates through December 2019. The Company has the option to extend the lease term of its corporate headquarters, which expires in June 2019, for an additional five years. Future operating lease obligations as of June 30, 2016 are as follows: Years Ending December 31, Operating Leases Remainder of 2016 $ 4,707 2017 9,542 2018 9,743 2019 5,065 2020 — 2021 and thereafter — Total minimum lease payments $ 29,057 The Company is considered the “accounting owner” for a build-to-suit property and has recorded a build-to-suit lease obligation on its unaudited condensed consolidated balance sheets. Additional information regarding the build-to-suit lease obligation is included in Note 8, “Build-To-Suit Lease Obligation.” Expected future lease payments under the build-to-suit lease as of June 30, 2016 are as follows: Years Ending December 31, Expected Cash Payments Under Build- To-Suit Lease Obligation Remainder of 2016 $ 1,100 2017 2,244 2018 2,311 2019 2,380 2020 2,452 2021 and thereafter 9,627 Total minimum lease payments $ 20,114 (b) License Agreement with UCLA Under an August 2005 license agreement with UCLA, the Company’s subsidiary Medivation Prostate Therapeutics, Inc., or MPT, holds an exclusive worldwide license under several UCLA patents and patent applications covering XTANDI and related compounds. Under the Astellas Collaboration Agreement, the Company granted Astellas a sublicense under the patent rights licensed to it by UCLA. The Company is required to pay UCLA (a) an annual maintenance fee, (b) $2.8 million in aggregate milestone payments upon achievement of certain development and regulatory milestone events with respect to XTANDI (all of which has been paid as of March 31, 2016), (c) ten percent of all Sublicensing Income, as defined in the agreement, which the Company earns under the Astellas Collaboration Agreement, and (d) a four percent royalty on global net sales of XTANDI, as defined. Under the terms of the Astellas Collaboration Agreement, the Company shares this royalty obligation equally with Astellas with respect to sales in the United States, and Astellas is responsible for this entire royalty obligation with respect to sales outside of the United States. The Company is currently involved in litigation with UCLA, which is discussed in the section titled “Litigation” below. UCLA may terminate the agreement if the Company does not meet a general obligation to diligently proceed with the development, manufacturing and sale of licensed products, or if it commits any other uncured material breach of the agreement. The Company may terminate the agreement at any time upon advance written notice to UCLA. If neither party terminates the agreement early, the agreement will continue in force until the expiration of the last-to-expire patent on a country-by-country basis. (c) Clinical Manufacturing Agreements Manufacturing Services and Supply Agreement Contemporaneous with the execution of the License Agreement with CureTech, the Company entered into a Manufacturing Services and Supply Agreement, or MSA, with CureTech pursuant to which CureTech will provide clinical trial supply of MDV9300 over a three-year period. In accordance with the terms of the MSA, as amended, the Company paid CureTech upfront and setup fees of $3.0 million during the fourth quarter of 2014, $0.2 million during the second quarter of 2015 and $0.1 million during the third quarter of 2015. The Company is required to pay CureTech a one-time milestone payment of $5.0 million upon the completion of the Manufacturing Technology Transfer, as defined. This potential milestone payment is included in the Company’s contingent consideration liability related to CureTech in connection with the acquisition of MDV9300, as described in Note 5, “Fair Value Disclosures.” In accordance with the terms of the MSA, as amended, the Company is also responsible for providing funding totaling up to $18.3 million for clinical trial materials of MDV9300 over the three-year term of the MSA as well as for certain developmental and analytical services, of which $12.0 million has been paid through June 30, 2016. Development and Manufacturing Services Agreement During the fourth quarter of 2014, the Company entered into a Development and Manufacturing Services Agreement with a third-party clinical manufacturing organization. The term of the agreement is for the longer of (i) a period of five years or (ii) through the completion of the Services, as defined. Under the current statement of work under this agreement, as amended, the Company intends to transfer the current manufacturing process of MDV9300 from CureTech to this third party, further scale up and production of Phase 3 clinical trial material of MDV9300 from this entity’s manufacturing facility. The estimated total consideration payable under the current statement of work, as amended, is approximately $15.2 million, of which approximately $7.6 million has been paid through June 30, 2016. (d) Litigation The Company is party to legal proceedings, investigations, and claims in the ordinary course of its business, including the matters described below. The Company records accruals for outstanding legal matters when it believes that it is both probable that a liability has been incurred and the amount of such liability can be reasonably estimated. The Company evaluates, on a quarterly basis, developments in significant legal matters that could affect the amount of any accrual and developments that would make a loss contingency both probable and reasonably estimable. To the extent new information is obtained and the Company’s views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company’s accrued liabilities would be recorded in the period in which such determination is made. In addition, in accordance with the relevant authoritative guidance, for matters for which the likelihood of material loss is at least reasonably possible, the Company provides disclosure of the possible loss or range of loss; however, if a reasonable estimate cannot be made, the Company will provide disclosure to that effect. Gain contingencies, if any, are recorded when they are realized. In May 2011, the Company filed a lawsuit in San Francisco Superior Court against the Regents of the University of California, or the Regents, and one of its professors, alleging breach of contract and fraud claims, among others. The Company’s allegations in this lawsuit include that it has exclusive commercial rights to apalutamide, an investigational drug originally known as ARN-509 (previously also referred to as JNJ-56021927, or JNJ-927), which is currently being developed by Aragon Pharmaceuticals, or Aragon. In August 2013, Johnson & Johnson and Aragon completed a transaction in which Johnson & Johnson acquired all apalutamide assets owned by Aragon. The Company sought remedies including a declaration that it is the proper licensee of apalutamide, contractual remedies conferring to it exclusive patent license rights regarding apalutamide, and other equitable and monetary relief. On August 7, 2012, the Regents filed a cross-complaint against the Company seeking declaratory relief that the Regents are entitled to ten percent of any sales milestone payments under the Astellas Collaboration Agreement. On December 20, 2012, and January 25, 2013, the Court granted summary judgment motions filed by defendants Regents and Aragon, resulting in dismissal of all claims against Regents and Aragon, but denied such motions filed by the remaining Regents professor. On April 15, 2013, the Company filed a Notice of Appeal seeking appeal of the judgment in favor of Aragon, which is now wholly-owned by Johnson & Johnson. The bench trial of the Regent’s cross-complaint against the Company was conducted in July 2013, and on January 15, 2014, the Court entered a judgment in the cross-complaint in favor of Regents. The Company appealed this judgment on February 13, 2014 along with the December 2012 summary judgment order in favor of Regents. The jury trial of the Company’s breach of contract and fraud claims against the remaining Regents professor was conducted in October and November 2013. On November 15, 2013, the jury rendered a verdict in the case, finding in favor of the Company on one of the breach of contract claims, and in favor of the Regents professor on the fraud claims. The Company appealed the resulting judgment on the fraud claims. All appeals from this matter were consolidated, oral arguments were heard on February 23, 2016, and the matter was submitted. A decision of the appellate court is required to be rendered within 90 days of when the matter is submitted. On March 8, 2016, the Court’s submission was vacated, on its own order, stating that “further consideration of the merits of the issues raised on appeal is required.” The Court has set tentative trial dates for the first half of 2017. On April 11, 2014, the Regents filed a complaint against the Company in which the Regents allege that the “Operating Profits” the Company has received (and will continue to receive) from Astellas, as a result of the Astellas Collaboration Agreement, constitute Sublicensing Income under the license agreement between the Company and the Regents and that the Company and its subsidiary, MPT, have failed to pay the Regents ten percent of such Operating Profits. The Company denies the Regents’ allegations and is vigorously defending the litigation. The Company is currently awaiting a trial date to be set by the Courts. While the Company believes it has meritorious positions with respect to the claims above and intends to advance its positions in these lawsuits vigorously, including on appeal, the process of resolving matters through litigation or other means is inherently uncertain, and it is not possible to predict the ultimate resolution of any such proceeding. The actual costs of defending the Company’s position may be significant, and the Company may not prevail. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 12. STOCKHOLDERS’ EQUITY (a) Stock Purchase Rights All shares of the Company’s common stock, if issued prior to the termination by the Company of its rights agreement, dated as of December 4, 2006, include stock purchase rights. The rights are exercisable only if a person or group acquires twenty percent or more of the Company’s common stock or announces a tender or exchange offer which would result in ownership of twenty percent or more of the Company’s common stock. Following the acquisition of twenty percent or more of the Company’s common stock, the holders of the rights, other than the acquiring person or group, may purchase Medivation common stock at half of its fair market value. In the event of a merger or other acquisition of the Company, the holders of the rights, other than the acquiring person or group, may purchase shares of the acquiring entity at half of their fair market value. The rights were not exercisable at June 30, 2016. (b) Medivation Equity Incentive Plan The Medivation Equity Incentive Plan provides for the issuance of options and other stock-based awards, including stock appreciation rights, restricted stock awards, restricted stock units and performance share units. The vesting of all outstanding awards under the Medivation Equity Incentive Plan will accelerate, and all such awards will become immediately exercisable, upon a “change of control” of Medivation, as defined in the Medivation Equity Incentive Plan. During the second quarter of 2016, the Company’s stockholders approved an amendment and restatement of the Medivation Equity Incentive Plan to increase the aggregate number of shares of common stock authorized for issuance under the Medivation Equity Incentive Plan from 47,700,000 to 49,300,000. As of June 30, 2016, approximately 7.4 million shares were available for issuance under the Medivation Equity Incentive Plan. Performance Share Units The Company granted 159,121 target number of PSUs during the first and second quarters of 2016 to certain officers of the Company pursuant to the terms of the Medivation Equity Incentive Plan. The terms of the PSUs provide for target and maximum numbers of shares eligible to be earned based on the level of achievement of certain pre-determined revenue goals and clinical development milestones. For the PSUs tied to revenue goals, the actual number of shares of common stock that may ultimately be issued upon vest is calculated by multiplying the number of PSUs by a payout percentage ranging from 50% to 150%. For the PSUs tied to clinical development milestones, the actual number of shares of common stock that may ultimately be issued upon vest is calculated by multiplying the number of PSUs by a payout percentage of 100%. The PSUs will vest, if at all, upon certification by the Compensation Committee of the Company’s Board of Directors, or the Committee, of the actual achievement of the performance objectives, subject to specified change of control exceptions. Each recipient of a PSU must remain an employee of the Company through the date the Committee determines actual performance has been achieved in order to earn the shares eligible under the award. For a portion of the PSUs tied to revenue goals, each recipient must remain an employee of the Company for one year after the initial date the Committee determined actual performance was achieved in order to earn that particular portion of the shares eligible under the award. Stock-based compensation expense associated with PSUs is based on the fair value of the Company’s common stock on the grant date, which equals the closing market price of the Company’s common stock on the grant date. The Company recognizes compensation expense over the vesting period of the awards that are ultimately expected to vest. (c) ESPP The Company’s ESPP permits eligible employees to purchase shares of the Company’s common stock through payroll deductions at the lower of 85% of the fair market value of the common stock at the beginning or end of a purchase period. Eligible employee purchases are limited on an annual basis to $25,000 in accordance with Section 423 of the Internal Revenue Code. The number of shares of common stock authorized for issuance under the ESPP is 6,000,000 shares. As of June 30, 2016, a total of 397,536 shares have been issued under the ESPP. (d) Stock-Based Compensation Stock-based compensation expense was as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Stock-based compensation expense recognized as: R&D expense $ 5,858 $ 6,109 $ 11,895 $ 11,920 SG&A expense 8,836 7,969 17,010 15,530 Total $ 14,694 $ 14,078 $ 28,905 $ 27,450 (e) Accumulated Other Comprehensive Loss The following table summarizes the changes in accumulated other comprehensive loss by component, net of tax: Unrealized Gains Unrealized Gains Available-for-Sale Total Balance at December 31, 2015 — — — Other comprehensive loss before reclassifications $ (687 ) $ (6 ) $ (693 ) Amounts reclassified from other comprehensive loss 143 — 143 Net current period other comprehensive loss (544 ) (6 ) (550 ) Balance at June 30, 2016 $ (544 ) $ (6 ) $ (550 ) Amounts reclassified for gains and losses on cash flow hedges are recorded as part of collaboration revenue on the Company’s condensed consolidated statements of operations. Amounts reclassified for gains and losses on available-for-sale securities are recorded as part of other income (expense), net on the Company’s condensed consolidated statements of operations. |
Net Income (Loss) Per Common Sh
Net Income (Loss) Per Common Share | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Common Share | NOTE 13. NET INCOME (LOSS) PER COMMON SHARE The computation of basic net income (loss) per common share is based on the weighted-average number of common shares outstanding during each period. The computation of diluted net income (loss) per common share is based on the weighted-average number of common shares outstanding during the period plus, when their effect is dilutive, incremental shares consisting of shares subject to stock options, restricted stock units, performance share units, stock appreciation rights, ESPP shares, warrants, and shares issuable upon conversion of convertible debt. In periods where the Company reports a net loss, all common stock equivalents are deemed anti-dilutive such that basic net loss per common share and diluted net loss per common share are equal. For both the three and six months ended June 30, 2016, approximately 13.4 million potentially dilutive common shares of the Company’s common stock were excluded from the computation of diluted net loss per common share due to the Company’s net loss for these periods. For the three and six months ended June 30, 2015, employee stock-based awards to purchase approximately 1.3 million and 1.0 million shares of the Company’s common stock, respectively, were excluded from the computation of diluted net income per common share because their effect would have been anti-dilutive. The following table reconciles the numerator and denominator used to calculate diluted net income (loss) per common share: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Numerator: Net income (loss) $ (403,922 ) $ 25,826 $ (399,106 ) $ 22,708 Denominator: Weighted-average common shares, basic 164,926 158,505 164,586 157,576 Dilutive effect of common stock equivalents — 10,185 — 5,419 Weighted-average common shares, diluted 164,926 168,690 164,586 162,995 At June 30, 2015, the Company had $167.8 million aggregate principal amount of the Convertible Notes outstanding, for which the Company controlled the settlement method. During the second quarter of 2015, the Company asserted its intent and ability to settle the outstanding Convertible Notes for a combination of cash and common stock. Under the “cash settlement” method, interest is not added back to the numerator, and only the contingently issuable shares related to the conversion spread are included in the denominator, if dilutive. Under such method, the settlement of the conversion spread had a dilutive effect when the average share price of the Company’s common stock during the period exceeded the conversion price of approximately $25.62 per share of common stock. The calculation of diluted net income per common share for the three months ended June 30, 2015 includes the effect of approximately 4.8 million common shares related to the conversion spread of the Convertible Notes. The computation of diluted net income per common share for the six months ended June 30, 2015 reflects the application of the “if-converted” method for the first quarter of 2015 and the “cash settlement” method for the second quarter of 2015 given the demonstrated and asserted redemption for the outstanding debt. Under the “if-converted” method, interest expense, net of tax, related to the Convertible Notes, is added back to net income, and the Convertible Notes are assumed to have been converted into common shares at the beginning of the period during periods in which there would have been a dilutive effect. For the six months ended June 30, 2015, the impact of the Convertible Notes has been excluded from the calculation of diluted net income per common share because the effect of their inclusion would have been anti-dilutive (approximately 7.4 million contingently issuable shares have been excluded). The Company completed the settlement of the Convertible Notes during the third quarter of 2015 as discussed further in Note 10, “Debt.” |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 14. INCOME TAXES The Company calculates its quarterly income tax provision in accordance with the guidance provided by ASC 740-270, “Interim Income Tax Accounting,” whereby the Company forecasts its estimated annual effective tax rate and then applies that rate to its year-to-date pre-tax book income (loss). Income tax benefit for the three and six months ended June 30, 2016 was $222.2 million and $219.8 million, respectively. The benefit for income taxes was higher than the tax computed at the U.S. federal statutory rate due primarily to the Federal research and development credit and tax benefit from stock-based compensation, partially offset by state income taxes and non-deductible officers’ compensation. The benefit for income taxes for the three and six months ended June 30, 2016 included discrete tax benefits of $236.4 million and $2.2 million related to non-recurring charges for contingent consideration and advisory mergers and acquisitions fees, respectively. In addition, the Company recorded a discrete tax expense of $1.6 million related to a non-recurring IPR&D asset impairment adjustment. Income tax expense for the three and six months ended June 30, 2015 was $14.6 million and $12.8 million, respectively. A discrete tax benefit of $2.8 million related to the loss on extinguishment of the Convertible Notes was included in the provision for income taxes for the three and six months ended June 30, 2015. The effective tax rate was 35.5% for both the three and six months ended June 30, 2016. The effective tax rate was 36.1% for both the three and six months ended June 30, 2015. The decrease in the effective tax rate for the three and six months ended June 30, 2016 as compared to the prior year periods was due to the Federal research and development tax credit which was permanently reinstated in the fourth quarter of 2015 and greater tax benefits from stock-based compensation in the second quarter of 2016. For the six months ended June 30, 2016, the Company reduced its current Federal and state taxes payable by $13.4 million related to excess tax benefits from stock-based compensation, increasing additional paid-in capital. The Company records a valuation allowance to reduce deferred tax assets to reflect the net amount that is more likely than not to be realized. Based upon the weight of available evidence at December 31, 2014, the Company determined that it was more likely than not that a portion of its deferred tax assets would be realizable and consequently released the valuation allowance against Federal and certain state net deferred tax assets during the fourth quarter of 2014. The decision to reverse a portion of the valuation allowance was made after management considered all available evidence, both positive and negative, including but not limited to the historical operating results, income or loss in recent periods, cumulative income in recent years, forecasted earnings, forecasted future taxable income, and significant risk and uncertainty related to forecasts. The release of the valuation allowance resulted in the recognition of certain deferred net tax assets and a decrease to income tax expense. The future effective tax rate is subject to volatility and may be materially impacted by various internal and external factors. These factors may include, but are not limited to, the amount of income tax benefits and charges from: interpretations of existing tax laws; changes in tax laws and rates; future levels of research and development expenditures; changes in the mix of earnings in countries with differing statutory tax rates in which the Company may conduct business; changes in the valuation of deferred tax assets and liabilities; state income taxes; the tax impact of stock-based compensation; accounting for uncertain tax positions; closure of statute of limitations or settlement of tax audits; changes in estimates of prior years’ items; tax costs for acquisition-related items; changes in accounting standards; non-deductible officers’ compensation; limitations on the utilization of net operating losses and tax credits due to changes in ownership; and overall levels of income before taxes. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Event | NOTE 15. SUBSEQUENT EVENT In July 2016, the Company entered into the Seventh Amendment to its lease agreement, as amended, for its corporate headquarters, pursuant to which it leased approximately 29,000 square feet of additional office space that it expects to occupy in early 2017. In connection with the execution of the Seventh Amendment, the Company will be delivering to the lessor an irrevocable standby letter of credit totaling $1.0 million in November 2016. The Seventh Amendment to the lease agreement expires in 2024, and the Company has an option to extend the lease term for an additional five years. As of July 2016, the Company leased a total of approximately 172,000 square feet of office space at its corporate headquarters pursuant to its lease agreement, as amended. The future operating lease obligations from this amendment are as follows: Years Ending December 31, Operating Lease Remainder of 2016 $ — 2017 1,938 2018 2,383 2019 2,455 2020 2,528 2021 and thereafter 9,465 Total minimum lease payments $ 18,769 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | (a) Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or U.S. GAAP, for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed consolidated financial statements have been prepared on the same basis as the annual audited consolidated financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of the Company’s financial condition, results of operations and cash flows for the periods presented, have been included. The results of operations for any interim period are not necessarily indicative of the results of operations for the full year or any other interim period. The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the interim unaudited condensed consolidated financial statements have read or have access to the audited consolidated financial statements for the preceding year. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the fiscal year ended December 31, 2015, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, or the Annual Report, filed with the U.S. Securities and Exchange Commission, or SEC, on February 26, 2016. The consolidated balance sheet at December 31, 2015 has been derived from the audited consolidated financial statements at that date. The unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. The Company operates in one business segment. All tabular disclosures of dollar and share amounts are presented in thousands unless otherwise indicated. All per share amounts are presented at their actual amounts. The number of shares issuable under the Amended and Restated 2004 Equity Incentive Award Plan, or the Medivation Equity Incentive Plan, and the Medivation, Inc. 2013 Employee Stock Purchase Plan, or ESPP, disclosed in Note 12, “Stockholders’ Equity,” are presented at their actual amounts unless otherwise indicated. Amounts presented herein may not calculate or sum precisely due to rounding. |
Use of Estimates | (b) Use of Estimates The preparation of unaudited condensed consolidated financial statements in accordance with U.S. GAAP requires that management make estimates and assumptions in certain circumstances that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. Although management believes that these estimates are reasonable, actual future results could differ materially from those estimates. In addition, had different estimates and assumptions been used, the unaudited condensed consolidated financial statements could have differed materially from what is presented. Significant estimates and assumptions used by management principally relate to revenue recognition, including reliance on third-party information, estimating the performance periods of the Company’s deliverables under collaboration agreements, and estimating the various deductions from gross sales to calculate net sales of XTANDI. Additionally, significant estimates and assumptions used by management include those related to contingent consideration, intangible assets, goodwill, convertible notes, determining whether the Company is the primary beneficiary of any variable interest entities, leases, taxes, research and development and other accruals, share-based compensation, derivatives and hedging, and the calculation of diluted net income per common share. |
Derivative Financial Instruments | (d) Derivative Financial Instruments The Company uses forward foreign currency exchange contracts to hedge a portion of its gross collaboration revenue exposure from royalties related to the Euro and the Japanese Yen. These derivative instruments are designated as cash flow hedges and are recognized as either assets or liabilities at fair value in the Company’s unaudited condensed consolidated balance sheets. The effective portion of changes in the fair value of these instruments is initially recorded as a component of accumulated other comprehensive income (loss) in stockholders’ equity, and subsequently reclassified into earnings when the underlying exposure is reflected in earnings. Ineffectiveness, if any, is recorded immediately in earnings as other income (expense), net. The Company classifies the cash flows from these instruments in the same category as the cash flows from the hedged items, within net cash provided by operating activities in the unaudited condensed consolidated statement of cash flows. The Company assesses, both at inception and on an ongoing basis, whether its cash flow hedge derivative instruments are highly effective in offsetting the changes in cash flows of the hedged items. At inception and on a quarterly basis, the Company documents and asserts that the critical terms of its derivatives (i.e. notional amounts, currency rate mechanisms, and timing) match the critical terms of the hedged items for the risk being hedged. As such, the Company will assume no ineffectiveness in the hedge relationship because all of the critical terms of the hedge and hedged item are matched. If the Company determines that a forecasted transaction is no longer probable of occurring, hedge accounting will be discontinued for the affected portion of the hedge instrument. If the hedged item becomes probable of not occurring, any related gain or loss on the contract will be recognized immediately in earnings as other income (expense), net. In assessing hedge effectiveness, the Company also considers the risk of counterparty default under the hedge contract. The Company seeks to limit its counterparty credit risk by working only with counterparties that have certain financial credit ratings. The Company does not enter into derivative contracts for speculative or trading purposes. |
Stock-Based Compensation | (e) Stock-Based Compensation Performance Share Units During 2016, the Company granted performance share units, or PSUs, to certain officers of the Company pursuant to the terms of the Medivation Equity Incentive Plan. The terms of the PSUs provide for target and maximum numbers of shares eligible to be earned based on the level of achievement of certain pre-determined revenue goals and clinical development milestones. For the PSUs tied to revenue goals, the actual number of shares of common stock that may ultimately be issued upon vest is calculated by multiplying the number of PSUs by a payout percentage ranging from 50% to 150%. For the PSUs tied to clinical development milestones, the actual number of shares of common stock that may ultimately be issued upon vest is calculated by multiplying the number of PSUs by a payout percentage of 100%. The PSUs will vest, if at all, upon certification by the Compensation Committee of the Company’s Board of Directors of the actual achievement of the performance objectives, subject to specified change of control exceptions. Stock-based compensation expense associated with PSUs is based on the fair value of the Company’s common stock on the grant date, which equals the closing market price of the Company’s common stock on the grant date. The Company recognizes compensation expense over the vesting period of the awards that are ultimately expected to vest. |
New Accounting Pronouncements | (f) New Accounting Pronouncements In June 2016, the Financial Accounting Standards Board, or FASB, issued Accounting Standards Update, or ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326). ASU 2016-13 prescribes an approach based on expected losses to estimate credit losses on certain financial instruments. It also modifies the impairment model for available-for-sale debt securities and provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. The amended guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within that reporting period, and early adoption is permitted for fiscal years beginning after December 15, 2018, including interim periods within that reporting period. The amended guidance is to be applied using a modified retrospective approach, which requires application of the guidance at the beginning of the earliest comparative period presented in the year of adoption. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-09, “Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” ASU 2016-09 simplifies several aspects of the accounting for share-based payment award transactions. Changes that may impact public companies include changes in the accounting for income taxes, specifically excess tax benefits and tax deficiencies; the classification of excess tax benefits on the statement of cash flows as an operating activity; the option for companies to make an entity-wide accounting policy election to either estimate the number of share-based payment awards that are expected to vest (current GAAP) or account for forfeitures when they occur; and the classification of employee taxes paid when an employer withholds shares for tax withholding purposes as a financing activity on the statement of cash flows. Depending on the specific item to be changed, ASU 2016-09 requires certain changes to be applied either prospectively, retrospectively, or under a modified retrospective transition method to all periods presented. The amended guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period, and early adoption is permitted. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-05, “Derivatives and Hedging (Topic 815): Effect of Derivative Contract Novations on Existing Hedge Accounting Relationships.” ASU 2016-05 clarifies that a change in the counterparty to a derivative instrument that has been designated as the hedging instrument under Topic 815 does not, in and of itself, require dedesignation of that hedging relationship provided that all other hedge accounting criteria continue to be met. The amended guidance is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period, with the option to apply the amended guidance on either a prospective basis or a modified retrospective basis, and early adoption is permitted. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” ASU 2016-02 includes a lessee accounting model that recognizes two types of leases - finance leases and operating leases. The standard requires that a lessee recognize on the balance sheet a right-to-use asset and a lease liability for all leases with lease terms of more than 12 months. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee will depend on its classification as either a finance or operating lease. ASU 2016-02 also requires new qualitative and quantitative disclosures for the amount, timing, and uncertainty of cash flows arising from leases. The amended guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within that reporting period, and early adoption is permitted. ASU 2016-02 requires modified retrospective transition, which requires application of the guidance at the beginning of the earliest comparative period presented in the year of adoption; however, for all leases that commenced before the effective date, companies can elect not to reassess certain elements, including their lease classification or whether contracts are or contain embedded leases. The Company is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”, a comprehensive new revenue recognition standard that will supersede the existing revenue recognition guidance. The new accounting guidance creates a framework by which an entity will allocate the transaction price to separate performance obligations and recognize revenue when (or as) each performance obligation is satisfied. Under the new standard, entities will be required to use judgment and make estimates, including identifying performance obligations in a contract, estimating the amount of variable consideration to include in the transaction price, allocating the transaction price to each separate performance obligation and determining when an entity satisfies its performance obligations. The standard allows for either “full retrospective” adoption, meaning that the standard is applied to all of the periods presented with a cumulative catch-up as of the earliest period presented, or “modified retrospective” adoption, meaning the standard is applied only to the most current period presented in the financial statements with a cumulative catch-up as of the current period. In August 2015, the effective date of the new revenue standard was delayed by one year to December 15, 2017 for annual reporting periods beginning after that date. The FASB also agreed to permit early adoption of the standard, but not before the original effective date of December 15, 2016. In March 2016, the FASB issued ASU 2016-08, “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net),” to clarify ASU 2014-09 implementation guidance on principal versus agent considerations. In April 2016, the FASB issued ASU 2016-10, “Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing” to clarify ASU 2014-09 implementation guidance on identifying performance obligations and licensing arrangements. In April 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606): Narrow Scope Improvements and Practical Expedients” to clarify that an entity that retrospectively applies the guidance in Topic 606 to each prior reporting period is not required to disclose the effect of the accounting change for the period of adoption. However, an entity is still required to disclose the effect of the changes on any prior periods retrospectively adjusted. The Company has not yet selected a transition method and is currently evaluating the effect that the updated standard will have on its consolidated financial statements and related disclosures. |
Available for Sale Securities Policy | The Company considers all highly liquid investments with a remaining maturity of three months or less at the time of purchase to be cash equivalents. The Company considers all highly liquid investments with a remaining maturity at the time of purchase of more than three months but no longer than 12 months to be short-term investments, and those with a remaining maturity at the time of purchase of longer than 12 months to be long-term investments. The Company classifies its investments as available-for-sale securities and reports them at fair value with related unrealized gains and losses included as a component of comprehensive income. The amortized cost of debt securities in this category is adjusted for amortization of premiums and accretion of discounts to maturity, which is included in other income (expense), net, on the consolidated statements of operations. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on available-for-sale securities are included in other income (expense), net. The cost of securities sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in other income (expense), net. |
Intangible Assets and Goodwill Policy | Intangible assets consist of in-process research and development, or IPR&D, acquired from business acquisitions. The Company accounts for IPR&D as indefinite-lived intangible assets until regulatory approval or discontinuation of the related R&D efforts. Upon obtaining regulatory approval, the Company reclassifies the IPR&D as a definite-lived intangible asset and determines the economic life for amortization purposes. The Company assesses the impairment of indefinite-lived intangible assets and goodwill on an annual basis or more frequently whenever events or changes in circumstances may indicate that the carrying value might not be recoverable. |
Litigation | The Company is party to legal proceedings, investigations, and claims in the ordinary course of its business, including the matters described below. The Company records accruals for outstanding legal matters when it believes that it is both probable that a liability has been incurred and the amount of such liability can be reasonably estimated. The Company evaluates, on a quarterly basis, developments in significant legal matters that could affect the amount of any accrual and developments that would make a loss contingency both probable and reasonably estimable. To the extent new information is obtained and the Company’s views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company’s accrued liabilities would be recorded in the period in which such determination is made. In addition, in accordance with the relevant authoritative guidance, for matters for which the likelihood of material loss is at least reasonably possible, the Company provides disclosure of the possible loss or range of loss; however, if a reasonable estimate cannot be made, the Company will provide disclosure to that effect. Gain contingencies, if any, are recorded when they are realized. |
Net Income (Loss) Per Share Policy | The computation of basic net income (loss) per common share is based on the weighted-average number of common shares outstanding during each period. The computation of diluted net income (loss) per common share is based on the weighted-average number of common shares outstanding during the period plus, when their effect is dilutive, incremental shares consisting of shares subject to stock options, restricted stock units, performance share units, stock appreciation rights, ESPP shares, warrants, and shares issuable upon conversion of convertible debt. In periods where the Company reports a net loss, all common stock equivalents are deemed anti-dilutive such that basic net loss per common share and diluted net loss per common share are equal. |
Income Taxes Policy | The Company records a valuation allowance to reduce deferred tax assets to reflect the net amount that is more likely than not to be realized. Based upon the weight of available evidence at December 31, 2014, the Company determined that it was more likely than not that a portion of its deferred tax assets would be realizable and consequently released the valuation allowance against Federal and certain state net deferred tax assets during the fourth quarter of 2014. The decision to reverse a portion of the valuation allowance was made after management considered all available evidence, both positive and negative, including but not limited to the historical operating results, income or loss in recent periods, cumulative income in recent years, forecasted earnings, forecasted future taxable income, and significant risk and uncertainty related to forecasts. The release of the valuation allowance resulted in the recognition of certain deferred net tax assets and a decrease to income tax expense. |
Collaboration Agreement (Tables
Collaboration Agreement (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Collaboration Revenue | (b) Collaboration Revenue Collaboration revenue was as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Collaboration revenue: Related to U.S. XTANDI net sales $ 165,129 $ 149,220 $ 318,922 $ 261,230 Related to ex-U.S. XTANDI net sales 41,036 25,591 69,740 41,358 Related to upfront and milestone payments — 846 — 2,257 Total $ 206,165 $ 175,657 $ 388,662 $ 304,845 |
Schedule of Collaboration Revenue Related to U.S. XTANDI Net Sales | Collaboration revenue related to U.S. XTANDI net sales was as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 U.S. XTANDI net sales (as reported by Astellas) $ 330,257 $ 298,440 $ 637,843 $ 522,460 Shared U.S. development and commercialization costs (95,055 ) (84,947 ) (225,639 ) (195,260 ) Pre-tax U.S. profit $ 235,202 $ 213,493 $ 412,204 $ 327,200 Medivation’s share of pre-tax U.S. profit $ 117,601 $ 106,747 $ 206,102 $ 163,600 Reimbursement of Medivation’s share of shared U.S. costs 47,528 42,473 112,820 97,630 Collaboration revenue related to U.S. XTANDI net sales $ 165,129 $ 149,220 $ 318,922 $ 261,230 |
Derivative Financial Instrume25
Derivative Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Classification and Fair values of Derivative Instruments on Unaudited Condensed Consolidated Balance Sheet | The following table summarizes the classification and fair values of derivative instruments on the Company’s unaudited condensed consolidated balance sheet: June 30, 2016 Asset Derivatives Liability Derivatives Classification Fair Value Classification Fair Value Derivatives designated as hedges: Foreign currency exchange contracts Other current assets $ 368 Other current liabilities $ (1,247 ) Foreign currency exchange contracts Other non-current assets 35 Other non-current liabilities — Total derivatives designated as hedges 403 (1,247 ) Derivatives not designated as hedges: Foreign currency exchange contracts Other current assets — Other current liabilities (222 ) Total derivatives not designated as hedges — (222 ) Total derivatives $ 403 $ (1,469 ) |
Summary of the Effect of Foreign Currency Exchange Contracts on Unaudited Condensed Consolidated Financial Statements | The following table summarizes the effect of the Company’s foreign currency exchange contracts on its unaudited condensed consolidated financial statements: Three Months Six Months June 30, 2016 June 30, 2016 Derivatives designated as hedges: Gains (losses) recognized in accumulated OCI (effective portion) $ (574 ) $ (1,066 ) Gains (losses) reclassified from accumulated OCI into collaboration revenue (effective portion) (222 ) (222 ) Gains (losses) recognized in other income (expense), net — — |
Summary of Potential Effect of Offsetting Derivatives by Type of Financial Instrument on Unaudited Condensed Consolidated Balance Sheets | The following table summarizes the potential effect of offsetting derivatives by type of financial instrument on the Company’s unaudited condensed consolidated balance sheet: June 30, 2016 Offsetting of Derivative Assets/Liabilities Gross Amounts Not Offset in the Condensed Consolidated Balance Sheet Description Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Condensed Consolidated Balance Sheet Amounts of Assets/Liabilities Presented in the Condensed Consolidated Balance Sheet Derivative Financial Instruments Cash Collateral Received/Pledged Net Amount (Legal Offset) Derivative assets $ 403 — $ 403 — — $ 403 Derivative liabilities $ (1,469 ) — $ (1,469 ) — — $ (1,469 ) |
Fair Value Disclosures (Tables)
Fair Value Disclosures (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | The following table presents the Company’s financial assets and liabilities that are measured at fair value on a recurring basis: Fair Value Measurements Using: Fair Value Level 1 Level 2 Level 3 June 30, 2016: Short-term investments: Corporate debt securities $ 43,465 — $ 43,465 — Certificates of deposit $ 10,000 — $ 10,000 — Commercial paper $ 3,965 — $ 3,965 — U.S. Government securities $ 2,002 — $ 2,002 — Current assets: Foreign currency derivative contracts $ 368 — $ 368 — Long-term investments Corporate debt securities $ 21,515 — $ 21,515 — Non-current assets: Foreign currency derivative contracts $ 35 — $ 35 — Current liabilities: Foreign currency derivative contracts $ 1,469 — $ 1,469 — Contingent consideration $ 4,951 — — $ 4,951 Non-current liabilities: Contingent consideration $ 952,604 — — $ 952,604 December 31, 2015: Current liabilities: Contingent consideration $ 4,900 — — $ 4,900 Non-current liabilities: Contingent consideration $ 262,368 — — $ 262,368 |
Fair Value Adjustments Related to Contingent Consideration Liabilities | The following table presents fair value adjustments related to contingent consideration liabilities recorded by the Company for the periods presented: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Fair value adjustments: BioMarin contingent consideration liability: Increase to R&D expense $ 8,632 $ — $ 9,124 $ — Increase to SG&A expense 673,983 — 676,468 — Total BioMarin fair value adjustments 682,615 — 685,592 — CureTech contingent consideration liability: Increase (decrease) to R&D expense 365 (70 ) 1,013 930 Increase to SG&A expense 1,348 1,083 3,682 4,083 Total CureTech fair value adjustments 1,713 1,013 4,695 5,013 Total fair value adjustments, net $ 684,328 $ 1,013 $ 690,287 $ 5,013 |
Schedule of Roll-forward of Fair Value of Level 3 Instruments | The following table includes a roll-forward of the fair value of Level 3 financial instruments for the periods presented: Three Months Six Months June 30, 2016 June 30, 2016 Contingent consideration (current and non-current): Balance at beginning of period $ 273,227 $ 267,268 Amounts acquired or issued — — Net change in fair value 684,328 690,287 Settlements — — Transfers in and/or out of Level 3 — — Balance at end of period $ 957,555 $ 957,555 |
Fair Value of Other Financial Instruments Not Measured on Recurring Basis | The following table presents the total balance of the Company’s other financial instruments that are not measured at fair value on a recurring basis: Fair Value Measurements Using: Total Balance Level 1 Level 2 Level 3 June 30, 2016: Assets: Bank deposits (included in “Cash and cash equivalents”) $ 267,761 $ 267,761 — — December 31, 2015: Assets: Bank deposits (included in “Cash and cash equivalents”) $ 225,853 $ 225,853 — — Liabilities: Borrowings under Revolving Credit Facility $ 75,000 $ 75,000 — — |
Available-For-Sale Securities (
Available-For-Sale Securities (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Summarizes Available-for-Sale Securities | The following table summarizes the Company’s available-for-sale securities at June 30, 2016: June 30, 2016 Amortized Gross Unrealized Fair Cost Gains Losses Value Short-term investments: Corporate debt securities $ 43,455 $ 21 $ (11 ) $ 43,465 Certificates of deposit 10,000 — — 10,000 Commercial paper 3,965 — — 3,965 U.S. Government securities 2,001 1 — 2,002 Total short-term investments 59,421 22 (11 ) 59,432 Long-term investments: Corporate debt securities 21,536 10 (31 ) 21,515 Total long-term investments 21,536 10 (31 ) 21,515 Total available-for-sale securities $ 80,957 $ 32 $ (42 ) $ 80,947 |
Summarizes of Available-for-Sale Securities by Contractual Maturity | The following table summarizes the Company’s portfolio of available-for-sale securities by contractual maturity: June 30, 2016 Amortized Cost Fair Value Less than one year $ 59,421 $ 59,432 Greater than one year but less than five years 21,536 21,515 Total $ 80,957 $ 80,947 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Indefinite-lived Intangible Assets | The following table summarizes the Company’s indefinite-lived intangible assets: June 30, December 31, 2016 2015 Indefinite-lived intangible asset – MDV3800 $ 573,299 $ 573,299 Indefinite-lived intangible asset – MDV9300 75,500 71,000 Total $ 648,799 $ 644,299 |
Other Balance Sheet Items (Tabl
Other Balance Sheet Items (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net, consisted of the following: June 30, 2016 December 31, Leasehold improvements $ 26,658 $ 19,074 Computer equipment and software 20,194 16,083 Build-to-suit property 18,371 18,371 Construction in progress 6,446 14,440 Furniture and fixtures 6,014 5,714 Laboratory equipment 4,472 748 82,155 74,430 Less: Accumulated depreciation (21,161 ) (16,288 ) Total $ 60,994 $ 58,142 |
Accounts Payable, Accrued Expenses and Other Current Liabilities | Accounts payable, accrued expenses and other current liabilities consisted of the following: June 30, 2016 December 31, Clinical and preclinical $ 44,749 $ 48,975 Accrued professional services and other current liabilities 24,893 14,282 Payroll and payroll-related 22,980 29,215 Royalties payable 22,740 20,665 Accounts payable 19,664 22,696 Taxes payable — 32,565 Other payable to licensor — 17,500 Interest payable — 305 Total $ 135,026 $ 186,203 |
Subsequent Event (Tables)
Subsequent Event (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Schedule of Future Operating Lease Obligations | Future operating lease obligations as of June 30, 2016 are as follows: Years Ending December 31, Operating Leases Remainder of 2016 $ 4,707 2017 9,542 2018 9,743 2019 5,065 2020 — 2021 and thereafter — Total minimum lease payments $ 29,057 |
Seventh Amendment To Lease Agreement [Member] | |
Schedule of Future Operating Lease Obligations | The future operating lease obligations from this amendment are as follows: Years Ending December 31, Operating Lease Remainder of 2016 $ — 2017 1,938 2018 2,383 2019 2,455 2020 2,528 2021 and thereafter 9,465 Total minimum lease payments $ 18,769 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Lease Cash Payments under Build to Suit Lease | Expected future lease payments under the build-to-suit lease as of June 30, 2016 are as follows: Years Ending December 31, Expected Cash Payments Under Build- To-Suit Lease Obligation Remainder of 2016 $ 1,100 2017 2,244 2018 2,311 2019 2,380 2020 2,452 2021 and thereafter 9,627 Total minimum lease payments $ 20,114 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Equity [Abstract] | |
Schedule of Stock-Based Compensation Expense | Stock-based compensation expense was as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Stock-based compensation expense recognized as: R&D expense $ 5,858 $ 6,109 $ 11,895 $ 11,920 SG&A expense 8,836 7,969 17,010 15,530 Total $ 14,694 $ 14,078 $ 28,905 $ 27,450 |
Summary of Changes in Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in accumulated other comprehensive loss by component, net of tax: Unrealized Gains Unrealized Gains Available-for-Sale Total Balance at December 31, 2015 — — — Other comprehensive loss before reclassifications $ (687 ) $ (6 ) $ (693 ) Amounts reclassified from other comprehensive loss 143 — 143 Net current period other comprehensive loss (544 ) (6 ) (550 ) Balance at June 30, 2016 $ (544 ) $ (6 ) $ (550 ) |
Net Income (Loss) Per Common 33
Net Income (Loss) Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Calculation of Diluted Net Income Per Common Share | The following table reconciles the numerator and denominator used to calculate diluted net income (loss) per common share: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 Numerator: Net income (loss) $ (403,922 ) $ 25,826 $ (399,106 ) $ 22,708 Denominator: Weighted-average common shares, basic 164,926 158,505 164,586 157,576 Dilutive effect of common stock equivalents — 10,185 — 5,419 Weighted-average common shares, diluted 164,926 168,690 164,586 162,995 |
Description of Business - Addit
Description of Business - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2016Product | |
XTANDI [Member] | |
Organization And Description Of Business [Line Items] | |
Number of commercial products | 1 |
Collaborative agreement [Member] | Astellas Pharma Inc. [Member] | |
Organization And Description Of Business [Line Items] | |
Range of percentage rates for royalties received on ex-U.S. net sales, as defined by collaboration agreement | Low teens to the low twenties |
Summary of Significant Accoun35
Summary of Significant Accounting Policies - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2016Segment | |
Schedule Of Summary Of Significant Accounting Policies [Line Items] | |
Number of operating business segment | 1 |
Revenue Goals [Member] | Performance Share Units [Member] | Minimum [Member] | |
Schedule Of Summary Of Significant Accounting Policies [Line Items] | |
Payout percentage of PSUs | 50.00% |
Revenue Goals [Member] | Performance Share Units [Member] | Maximum [Member] | |
Schedule Of Summary Of Significant Accounting Policies [Line Items] | |
Payout percentage of PSUs | 150.00% |
Clinical Development Milestones [Member] | Performance Share Units [Member] | |
Schedule Of Summary Of Significant Accounting Policies [Line Items] | |
Payout percentage of PSUs | 100.00% |
Collaboration Agreement - Colla
Collaboration Agreement - Collaboration Agreements with Astellas - Additional Information (Detail) - Astellas Pharma Inc. [Member] - USD ($) | 3 Months Ended | 6 Months Ended |
Dec. 31, 2009 | Jun. 30, 2016 | |
Up-front cash payment arrangement [Member] | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Non-refundable, upfront cash payment | $ 110,000,000 | |
Development milestone payments [Member] | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Eligible to receive milestone payments | $ 335,000,000 | |
Sales milestone payments [Member] | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Eligible to receive milestone payments | $ 320,000,000 | |
Collaborative agreement [Member] | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Range of percentage rates for royalties received on ex-U.S. net sales, as defined by collaboration agreement | Low teens to the low twenties | |
Collaborative agreement [Member] | Minimum [Member] | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Beneficial ownership percentage of voting securities | 5.00% |
Collaboration Agreement - Sched
Collaboration Agreement - Schedule of Collaboration Revenue (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Related to XTANDI net sales | $ 165,129 | $ 149,220 | $ 318,922 | $ 261,230 |
Related to upfront and milestone payments | 846 | 2,257 | ||
Collaboration revenue | 206,165 | 175,657 | 388,662 | 304,845 |
Collaborative agreement [Member] | XTANDI [Member] | U.S. [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Related to XTANDI net sales | 165,129 | 149,220 | 318,922 | 261,230 |
Collaborative agreement [Member] | XTANDI [Member] | ex-U.S. [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Related to XTANDI net sales | $ 41,036 | $ 25,591 | $ 69,740 | $ 41,358 |
Collaboration Agreement - Col38
Collaboration Agreement - Collaboration Revenue and Collaboration Receivables - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Collaboration revenue percentage of U.S. XTANDI net sales | 50.00% | 50.00% | 50.00% | 50.00% |
Amortization of deferred upfront and development milestones | $ 846 | $ 2,257 | ||
Astellas Pharma Inc. [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Development cost-sharing payments | $ 15,100 | 17,600 | $ 28,400 | 31,400 |
Commercialization cost-sharing payments | $ 4,500 | 2,700 | $ 23,300 | 22,800 |
Astellas Pharma Inc. [Member] | Amortization of deferred upfront and development milestones [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Amortization of deferred upfront and development milestones | $ 846 | $ 2,257 | ||
Development cost-sharing payments [Member] | Collaborative agreement [Member] | Medivation Inc [Member] | U.S. [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Share of XTANDI development and commercialization costs | 50.00% | |||
Development cost-sharing payments [Member] | Collaborative agreement [Member] | Medivation Inc [Member] | ex-U.S. [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Share of XTANDI development and commercialization costs | 33.33% | |||
Commercial cost sharing-payments [Member] | Astellas Pharma Inc. [Member] | Collaborative agreement [Member] | U.S. [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Share of XTANDI development and commercialization costs | 50.00% | |||
Commercial cost sharing-payments [Member] | Astellas Pharma Inc. [Member] | Collaborative agreement [Member] | ex-U.S. [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Share of XTANDI development and commercialization costs | 66.67% |
Collaboration Agreement - Sch39
Collaboration Agreement - Schedule of Collaboration Revenue Related to U.S. XTANDI Net Sales (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Collaboration revenue related to U.S. XTANDI net sales | $ 165,129 | $ 149,220 | $ 318,922 | $ 261,230 |
U.S. [Member] | XTANDI [Member] | Collaborative agreement [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Collaboration revenue related to U.S. XTANDI net sales | 165,129 | 149,220 | 318,922 | 261,230 |
U.S. [Member] | XTANDI [Member] | Collaborative agreement [Member] | Astellas Pharma Inc. [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
U.S. XTANDI net sales (as reported by Astellas) | 330,257 | 298,440 | 637,843 | 522,460 |
Shared U.S. development and commercialization costs | (95,055) | (84,947) | (225,639) | (195,260) |
Pre-tax U.S. profit | 235,202 | 213,493 | 412,204 | 327,200 |
U.S. [Member] | XTANDI [Member] | Collaborative agreement [Member] | Medivation [Member] | ||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||
Medivation's share of pre-tax U.S. profit | 117,601 | 106,747 | 206,102 | 163,600 |
Reimbursement of Medivation's share of shared U.S. costs | $ 47,528 | $ 42,473 | $ 112,820 | $ 97,630 |
Derivative Financial Instrume40
Derivative Financial Instruments - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016USD ($)Derivative | Jun. 30, 2016USD ($)Derivative | |
Derivatives Fair Value [Line Items] | ||
Gains (losses) recognized in other income (expense) ineffectiveness | $ 0 | $ 0 |
Foreign currency exchange contracts [Member] | ||
Derivatives Fair Value [Line Items] | ||
Notional amounts | 4,800 | 4,800 |
Credit risk derivative liabilities, at fair value | $ 1,500 | $ 1,500 |
Number of financial instrument | Derivative | 1 | 1 |
Foreign currency exchange contracts [Member] | Derivatives designated as hedges [Member] | ||
Derivatives Fair Value [Line Items] | ||
Derivative instrument maturity | have maturity dates of 15 months or less | |
Foreign currency forward contracts [Member] | ||
Derivatives Fair Value [Line Items] | ||
Number of contract per quarter | Derivative | 8 | 8 |
Derivative Financial Instrume41
Derivative Financial Instruments - Summary of Classification and Fair values of Derivative Instruments on Unaudited Condensed Consolidated Balance Sheet (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Derivatives Fair Value [Line Items] | |
Asset Derivatives, Fair Value | $ 403 |
Liability Derivatives, Fair Value | (1,469) |
Derivatives designated as hedges [Member] | |
Derivatives Fair Value [Line Items] | |
Asset Derivatives, Fair Value | 403 |
Liability Derivatives, Fair Value | (1,247) |
Derivatives designated as hedges [Member] | Foreign currency exchange contracts [Member] | Other current liabilities [Member] | |
Derivatives Fair Value [Line Items] | |
Liability Derivatives, Fair Value | (1,247) |
Derivatives designated as hedges [Member] | Foreign currency exchange contracts [Member] | Other Current Assets [Member] | |
Derivatives Fair Value [Line Items] | |
Asset Derivatives, Fair Value | 368 |
Derivatives designated as hedges [Member] | Foreign currency exchange contracts [Member] | Other Noncurrent Assets [Member] | |
Derivatives Fair Value [Line Items] | |
Asset Derivatives, Fair Value | 35 |
Not Designated as Hedging Instrument [Member] | |
Derivatives Fair Value [Line Items] | |
Liability Derivatives, Fair Value | (222) |
Not Designated as Hedging Instrument [Member] | Foreign currency exchange contracts [Member] | Other current liabilities [Member] | |
Derivatives Fair Value [Line Items] | |
Liability Derivatives, Fair Value | $ (222) |
Derivative Financial Instrume42
Derivative Financial Instruments - Summary of the Effect of Foreign Currency Exchange Contracts on Condensed Consolidated Financial Statements (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||
Gains (losses) recognized in accumulated OCI (effective portion) | $ (574) | $ (1,066) |
Gains (losses) reclassified from accumulated OCI into collaboration revenue (effective portion) | (222) | (222) |
Gains (losses) recognized in other income (expense), net | $ 0 | $ 0 |
Derivative Financial Instrume43
Derivative Financial Instruments - Summary of Potential Effect of Offsetting Derivatives by Type of Financial Instrument on Unaudited Condensed Consolidated Balance Sheets (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Gross Amounts of Recognized Assets | $ 403 |
Gross Amounts offset | 0 |
Amount of Assets | 403 |
Derivative Financial Instruments | 0 |
Cash Collateral Received/Pledged | 0 |
Net Amounts | 403 |
Gross Amounts of Recognized Liabilities | (1,469) |
Gross Amounts offset | 0 |
Amount of Liabilities | (1,469) |
Derivative Financial Instruments | 0 |
Cash Collateral Received/Pledged | 0 |
Net Amounts | $ (1,469) |
Fair Value Disclosures - Financ
Fair Value Disclosures - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration, current liabilities | $ 4,951 | $ 4,900 |
Contingent consideration, long-term liabilities | 952,604 | 262,368 |
Level 2 [Member] | Corporate Debt Securities [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 43,465 | |
Level 2 [Member] | Corporate Debt Securities [Member] | Long Term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 21,515 | |
Level 2 [Member] | Commercial Paper [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 3,965 | |
Level 2 [Member] | Certificates of Deposit [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 10,000 | |
Level 2 [Member] | US Treasury Securities [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 2,002 | |
Level 2 [Member] | Other Current Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative contracts | 368 | |
Level 2 [Member] | Other Noncurrent Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative contracts | 35 | |
Level 2 [Member] | Other current liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative contracts | 1,469 | |
Level 3 [Member] | Other current liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration, current liabilities | 4,951 | 4,900 |
Level 3 [Member] | Other non-current liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration, long-term liabilities | 952,604 | 262,368 |
Fair Value [Member] | Corporate Debt Securities [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 43,465 | |
Fair Value [Member] | Corporate Debt Securities [Member] | Long Term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 21,515 | |
Fair Value [Member] | Commercial Paper [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 3,965 | |
Fair Value [Member] | Certificates of Deposit [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 10,000 | |
Fair Value [Member] | US Treasury Securities [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 2,002 | |
Fair Value [Member] | Other Current Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative contracts | 368 | |
Fair Value [Member] | Other Noncurrent Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative contracts | 35 | |
Fair Value [Member] | Other current liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivative contracts | 1,469 | |
Contingent consideration, current liabilities | 4,951 | 4,900 |
Fair Value [Member] | Other non-current liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration, long-term liabilities | $ 952,604 | $ 262,368 |
Fair Value Disclosures - Fair V
Fair Value Disclosures - Fair Value Adjustments Related to Contingent Consideration Liabilities (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Business Acquisition Contingent Consideration [Line Items] | ||||
Change in fair value of contingent purchase consideration | $ 684,328 | $ 1,013 | $ 690,287 | $ 5,013 |
MDV3800 [Member] | ||||
Business Acquisition Contingent Consideration [Line Items] | ||||
Change in fair value of contingent purchase consideration | 682,615 | 685,592 | ||
MDV3800 [Member] | R&D expense [Member] | ||||
Business Acquisition Contingent Consideration [Line Items] | ||||
Change in fair value of contingent purchase consideration | 8,632 | 9,124 | ||
MDV3800 [Member] | SG&A expense [Member] | ||||
Business Acquisition Contingent Consideration [Line Items] | ||||
Change in fair value of contingent purchase consideration | 673,983 | 676,468 | ||
MDV9300 [Member] | ||||
Business Acquisition Contingent Consideration [Line Items] | ||||
Change in fair value of contingent purchase consideration | 1,713 | 1,013 | 4,695 | 5,013 |
MDV9300 [Member] | R&D expense [Member] | ||||
Business Acquisition Contingent Consideration [Line Items] | ||||
Change in fair value of contingent purchase consideration | 365 | (70) | 1,013 | 930 |
MDV9300 [Member] | SG&A expense [Member] | ||||
Business Acquisition Contingent Consideration [Line Items] | ||||
Change in fair value of contingent purchase consideration | $ 1,348 | $ 1,083 | $ 3,682 | $ 4,083 |
Fair Value Disclosures - Additi
Fair Value Disclosures - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2016USD ($) | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Fair value of liabilities transferred from Level 1 to Level 2 | $ 0 |
Fair value of liabilities transferred from Level 2 to Level 1 | 0 |
Fair value of assets transferred from Level 1 to Level 2 | 0 |
Fair value of assets transferred from Level 2 to Level 1 | 0 |
MDV9300 [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Milestone payment | $ 5,000,000 |
MDV9300 [Member] | Minimum [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Percentage of royalty | 5.00% |
MDV9300 [Member] | Maximum [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Percentage of royalty | 11.00% |
MDV9300 [Member] | Development Milestones [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Business acquisition maximum contingent consideration | $ 85,000,000 |
MDV9300 [Member] | Sales Milestones [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Business acquisition maximum contingent consideration | 245,000,000 |
MDV3800 [Member] | Defined Regulatory and Sales-Based Milestones [Member] | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Business acquisition maximum contingent consideration | $ 160,000,000 |
Fair Value Disclosures - Schedu
Fair Value Disclosures - Schedule of Roll-forward of Fair Value of Level 3 Instruments (Detail) - Level 3 [Member] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Balance at beginning of period | $ 273,227 | $ 267,268 |
Amounts acquired or issued | 0 | 0 |
Net change in fair value | 684,328 | 690,287 |
Settlements | 0 | 0 |
Transfers in and/or out of Level 3 | 0 | 0 |
Balance at end of period | $ 957,555 | $ 957,555 |
Fair Value Disclosures - Fair48
Fair Value Disclosures - Fair Value of Other Financial Instruments Not Measured on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Fair Value, Measurements, Nonrecurring [Member] | Fair Value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Bank deposits (included in "Cash and cash equivalents") | $ 267,761 | $ 225,853 |
Fair Value, Measurements, Nonrecurring [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Bank deposits (included in "Cash and cash equivalents") | $ 267,761 | 225,853 |
Revolving Credit Facility [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Borrowings under Revolving Credit Facility | 75,000 | |
Revolving Credit Facility [Member] | Fair Value, Measurements, Nonrecurring [Member] | Fair Value [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Borrowings under Revolving Credit Facility | 75,000 | |
Revolving Credit Facility [Member] | Fair Value, Measurements, Nonrecurring [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Borrowings under Revolving Credit Facility | $ 75,000 |
Available-For-Sale Securities -
Available-For-Sale Securities - Summarizes Available for Sale Securities (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Schedule of Available-for-sale Securities [Line Items] | |
Available-for-sale Securities, Amortized Cost | $ 80,957 |
Available-for-sale Securities, Gross Unrealized Gains | 32 |
Available-for-sale Securities, Gross Unrealized Losses | (42) |
Available-for-sale Securities, Fair Value | 80,947 |
Short-term Investments [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Available-for-sale Securities, Amortized Cost | 59,421 |
Available-for-sale Securities, Gross Unrealized Gains | 22 |
Available-for-sale Securities, Gross Unrealized Losses | (11) |
Available-for-sale Securities, Fair Value | 59,432 |
Short-term Investments [Member] | Commercial Paper [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Available-for-sale Securities, Amortized Cost | 3,965 |
Available-for-sale Securities, Fair Value | 3,965 |
Short-term Investments [Member] | Certificates of Deposit [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Available-for-sale Securities, Amortized Cost | 10,000 |
Available-for-sale Securities, Fair Value | 10,000 |
Short-term Investments [Member] | Corporate Debt Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Available-for-sale Securities, Amortized Cost | 43,455 |
Available-for-sale Securities, Gross Unrealized Gains | 21 |
Available-for-sale Securities, Gross Unrealized Losses | (11) |
Available-for-sale Securities, Fair Value | 43,465 |
Short-term Investments [Member] | U.S. Government Debt Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Available-for-sale Securities, Amortized Cost | 2,001 |
Available-for-sale Securities, Gross Unrealized Gains | 1 |
Available-for-sale Securities, Fair Value | 2,002 |
Long Term Investments [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Available-for-sale Securities, Amortized Cost | 21,536 |
Available-for-sale Securities, Gross Unrealized Gains | 10 |
Available-for-sale Securities, Gross Unrealized Losses | (31) |
Available-for-sale Securities, Fair Value | 21,515 |
Long Term Investments [Member] | Corporate Debt Securities [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Available-for-sale Securities, Amortized Cost | 21,536 |
Available-for-sale Securities, Gross Unrealized Gains | 10 |
Available-for-sale Securities, Gross Unrealized Losses | (31) |
Available-for-sale Securities, Fair Value | $ 21,515 |
Available-For-Sale Securities50
Available-For-Sale Securities - Additional Information (Detail) $ in Millions | Jun. 30, 2016USD ($)Securities | Dec. 31, 2015USD ($) |
Amortized Cost and Fair Value Debt Securities [Abstract] | ||
Available-for-sale securities | $ 0 | |
Number of positions, available-for-sale securities in a gross unrealized loss position for less than twelve months | Securities | 23 | |
Available-for-sale securities in a gross unrealized loss position for less than twelve months, fair value | $ 26.2 |
Available-For-Sale Securities51
Available-For-Sale Securities - Summarizes of Available for Sale Securities by Contractual Maturity (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Amortized Cost and Fair Value Debt Securities [Abstract] | |
Due within one year, Available-for-sale Securities, Amortized Cost Basis | $ 59,421 |
Due after one year through five years, Available-for-sale Securities, Amortized Cost Basis | 21,536 |
Available-for-sale Securities, Amortized Cost Basis | 80,957 |
Due within one year, Available-for-sale Securities, Fair Value | 59,432 |
Due after one year through five years, Available-for-sale Securities, Fair Value | 21,515 |
Available-for-sale Securities, Fair Value | $ 80,947 |
Intangible Assets and Goodwil52
Intangible Assets and Goodwill - Summary of Indefinite-lived Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Acquired Indefinite Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible asset, Carrying Amount | $ 648,799 | $ 644,299 |
MDV3800 [Member] | ||
Acquired Indefinite Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible asset, Carrying Amount | 573,299 | 573,299 |
MDV9300 [Member] | ||
Acquired Indefinite Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible asset, Carrying Amount | $ 75,500 | $ 71,000 |
Intangible Assets and Goodwil53
Intangible Assets and Goodwill - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2016 | Dec. 31, 2015 | |
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Carrying amount of goodwill | $ 18,643 | $ 18,643 |
In Process Research and Development [Member] | ||
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Out-of-period adjustment | 4,500 | |
R&D expense [Member] | ||
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Out-of-period adjustment | $ (4,500) |
Build-to-Suit Lease Obligation
Build-to-Suit Lease Obligation - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2015ft² | Jun. 30, 2016USD ($)ft² | Jun. 30, 2015USD ($)ft² | Dec. 31, 2015USD ($)ft² | Mar. 31, 2016USD ($) | Dec. 31, 2013ft² | |
Build To Suit Lease Obligation [Line Items] | ||||||
Operating lease | ft² | 158,000 | |||||
Amounts capitalized under build-to-suit lease transactions | $ 283 | |||||
Area of property surrendered | ft² | 8,000 | |||||
Derecognized portion of build-to-suit asset | $ 3,241 | $ 3,200 | ||||
Derecognized portion of build-to-suit lease obligation | 3,200 | |||||
Build-to-suit building, historical cost | $ 18,400 | |||||
Total build-to-suit lease obligation, including current and non-current portions | $ 17,400 | |||||
Build-to-suit lease obligation, excluding current portion | $ 17,244 | 17,406 | ||||
Laboratory Space [Member] | ||||||
Build To Suit Lease Obligation [Line Items] | ||||||
Operating lease | ft² | 44,000 | 44,000 | 52,000 | |||
Lease expiry period | August 2,024 | |||||
Build to suit lease extension term | 5 years | |||||
Build-to-suit Lease Property and Equipment [Member] | ||||||
Build To Suit Lease Obligation [Line Items] | ||||||
Amounts capitalized under build-to-suit lease transactions | 14,500 | |||||
Tenant Improvements [Member] | ||||||
Build To Suit Lease Obligation [Line Items] | ||||||
Amounts capitalized under build-to-suit lease transactions | 3,600 | |||||
Capitalized Interest Cost [Member] | ||||||
Build To Suit Lease Obligation [Line Items] | ||||||
Amounts capitalized under build-to-suit lease transactions | $ 3,500 |
Other Balance Sheet Items - Sch
Other Balance Sheet Items - Schedule of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 82,155 | $ 74,430 |
Less: Accumulated depreciation | (21,161) | (16,288) |
Total | 60,994 | 58,142 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 26,658 | 19,074 |
Build-to-suit property [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 18,371 | 18,371 |
Computer equipment and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 20,194 | 16,083 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 6,014 | 5,714 |
Construction in progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 6,446 | 14,440 |
Laboratory equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 4,472 | $ 748 |
Other Balance Sheet Items - Com
Other Balance Sheet Items - Components of Accounts Payable, Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Clinical and preclinical | $ 44,749 | $ 48,975 |
Accrued professional services and other current liabilities | 24,893 | 14,282 |
Payroll and payroll-related | 22,980 | 29,215 |
Royalties payable | 22,740 | 20,665 |
Accounts payable | 19,664 | 22,696 |
Taxes payable | 32,565 | |
Other payable to licensor | 17,500 | |
Interest payable | 305 | |
Total | $ 135,026 | $ 186,203 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jan. 31, 2016 | Oct. 31, 2015 | Mar. 31, 2012 | Sep. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||||||||
Repayment of outstanding credit facility | $ 75,000,000 | |||||||
Line of credit facility, interest rate description | The interest rate for this borrowing was 2.1250% and was applied on an actual/360 day basis. | |||||||
Debt issuance costs | $ 1,700,000 | |||||||
Aggregate principal amount of convertible notes settled | $ 167,800,000 | $ 167,800,000 | ||||||
Principal settlement amount | 90,994,000 | |||||||
Non-cash loss on extinguishment of Convertible Notes | 7,868,000 | 7,871,000 | ||||||
Senior Notes [Member] | Convertible Notes Due 2017 [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Convertible Notes, payment terms | The Company was required to pay interest semi-annually in arrears on April 1 and October 1 of each year. | |||||||
Convertible Notes, aggregate principal amount | $ 258,800,000 | |||||||
Convertible Notes, interest rate | 2.625% | |||||||
Convertible Notes, maturity date | Apr. 1, 2017 | |||||||
Aggregate principal amount of convertible notes settled | $ 167,800,000 | 91,000,000 | $ 91,000,000 | |||||
Principal settlement amount | $ 167,800,000 | $ 92,100,000 | ||||||
Common stock, shares issued on redemption of convertible notes | 3,539,218 | 2,099,358 | ||||||
Non-cash loss on extinguishment of Convertible Notes | $ 13,200,000 | $ 7,900,000 | ||||||
Forfeited accrued interest payable reclassified to additional paid-in capital | $ 1,700,000 | |||||||
Revolving Credit Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument term | 5 years | |||||||
Line of credit facility, maximum borrowing capacity | $ 300,000,000 | |||||||
Proceeds from borrowings under Revolving Credit Facility | $ 75,000,000 | |||||||
Line of credit facility, interest rate | 2.125% | |||||||
Repayment of outstanding credit facility | $ 75,000,000 | |||||||
Interest rate spread on base rate, description | (a) the LIBOR rate, plus an applicable margin ranging from 1.75% to 2.50% per annum, based upon the secured leverage ratio (as defined in the Credit Agreement) or (b) the prime lending rate, plus an applicable margin ranging from 0.75% to 1.50% per annum, based upon the senior secured net leverage ratio (as defined in the Credit Agreement). | |||||||
Amount outstanding under Revolving Credit Facility | $ 0 | |||||||
Revolving Credit Facility [Member] | LIBOR [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate spread on base rate | 1.75% | |||||||
Revolving Credit Facility [Member] | LIBOR [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate spread on base rate | 2.50% | |||||||
Revolving Credit Facility [Member] | Prime Rate [Member] | Minimum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate spread on base rate | 0.75% | |||||||
Revolving Credit Facility [Member] | Prime Rate [Member] | Maximum [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Interest rate spread on base rate | 1.50% | |||||||
Revolving Credit Facility [Member] | Multicurrency Sub-facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | |||||||
Revolving Credit Facility [Member] | Letter of Credit Sub-Facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | 20,000,000 | |||||||
Revolving Credit Facility [Member] | Swing Line Loan Sub-facility [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Line of credit facility, maximum borrowing capacity | $ 10,000,000 | |||||||
Credit Agreement [Member] | ||||||||
Debt Instrument [Line Items] | ||||||||
Obligations under credit agreement, description | (i) all tangible and intangible assets of the Loan Parties, except for certain customary excluded assets, and (ii) all of the capital stock owned by the Loan Parties thereunder (limited, in the case of the stock of certain non-U.S. subsidiaries of the Company and Domestic Foreign Holding Companies, to 65% of the capital stock of such subsidiaries). | |||||||
Percentage of capital stock | 65.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($) | Jun. 30, 2016USD ($)ft² | |
Commitments And Contingencies [Line Items] | ||||
Operating lease office space, in square feet | ft² | 158,000 | |||
Lease expiry period | 2019-12 | |||
Total consideration under current statement of work | $ 15,200,000 | |||
Partial payment consideration under current statement of work | $ 7,600,000 | |||
MDV9300 [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Manufacturing services and supply agreement period | 3 years | |||
Other research and development upfront and set up fees | $ 100,000 | $ 200,000 | $ 3,000,000 | |
Potential payment upon completion of Manufacturing Technology Transfer | $ 5,000,000 | |||
Funding for clinical trial materials | $ 18,300,000 | |||
Funding period for clinical materials | 3 years | |||
Clinical trial materials amount paid | $ 12,000,000 | |||
Development milestone payments [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Aggregate milestone payments upon achievement of certain development and regulatory milestone events | $ 2,800,000 | |||
Percentage of sublicensing income | 10.00% | |||
Royalty percentage on sales | 4.00% | |||
Corporate Headquarters [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Operating lease office space, in square feet | ft² | 143,000 | |||
Optional lease extension term | 5 years |
Commitments and Contingencies59
Commitments and Contingencies - Schedule of Future Operating Lease Obligations (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Leases, Remainder of 2016 | $ 4,707 |
Operating Leases, 2017 | 9,542 |
Operating Leases, 2018 | 9,743 |
Operating Leases, 2019 | 5,065 |
Operating Leases, 2020 | 0 |
Operating Leases, 2021 and thereafter | 0 |
Total minimum lease payments | $ 29,057 |
Commitments and Contingencies60
Commitments and Contingencies - Schedule of Future Lease Cash Payments under the Build to Suit Lease (Detail) $ in Thousands | Jun. 30, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Build-To-Suit Lease, Remainder of 2016 | $ 1,100 |
Build-To-Suit Lease, 2017 | 2,244 |
Build-To-Suit Lease, 2018 | 2,311 |
Build-To-Suit Lease, 2019 | 2,380 |
Build-To-Suit Lease, 2020 | 2,452 |
Build-To-Suit Lease, 2021 and thereafter | 9,627 |
Build-To-Suit Lease, Future Minimum Payments | $ 20,114 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 6 Months Ended | 27 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 04, 2006 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum percentage before exercise | 20.00% | |||
Number of shares available for issuance | 7,400,000 | 7,400,000 | ||
Employee share purchase plan, percentage of fair market value of common stock at beginning of offering period | 85.00% | |||
Employee share purchase plan, percentage of fair market value of common stock on purchase date | 85.00% | |||
Eligible employee contributions | $ 25,000 | |||
Shares issued in period | 397,536 | |||
Performance Share Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of PSU's granted | 159,121 | |||
Period after performance is achieved to earn portion of eligible shares under award | 1 year | |||
Revenue Goals [Member] | Performance Share Units [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payout percentage of PSUs | 50.00% | 50.00% | ||
Revenue Goals [Member] | Performance Share Units [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payout percentage of PSUs | 150.00% | 150.00% | ||
Clinical Development Milestones [Member] | Performance Share Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Payout percentage of PSUs | 100.00% | 100.00% | ||
Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized for issuance | 49,300,000 | 49,300,000 | 47,700,000 | |
ESPP [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares authorized for issuance | 6,000,000 | 6,000,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation | $ 14,694 | $ 14,078 | $ 28,905 | $ 27,450 |
R&D expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation | 5,858 | 6,109 | 11,895 | 11,920 |
SG&A expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation | $ 8,836 | $ 7,969 | $ 17,010 | $ 15,530 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Changes in Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Balance at December 31, 2015 | $ 872,679 | |||
Net current period other comprehensive loss | $ (233) | $ (34) | (550) | $ (34) |
Balance at June 30, 2016 | 533,674 | 533,674 | ||
Unrealized Gains and Losses on Cash Flow Hedges [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive loss before reclassifications | (687) | |||
Amounts reclassified from other comprehensive loss | 143 | |||
Net current period other comprehensive loss | (544) | |||
Balance at June 30, 2016 | (544) | (544) | ||
Accumulated Unrealized Gains (Losses) on Securities Available For Sale [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive loss before reclassifications | (6) | |||
Net current period other comprehensive loss | (6) | |||
Balance at June 30, 2016 | (6) | (6) | ||
Accumulated Other Comprehensive Income (Loss) [Member] | ||||
Accumulated Other Comprehensive Income Loss [Line Items] | ||||
Other comprehensive loss before reclassifications | (693) | |||
Amounts reclassified from other comprehensive loss | 143 | |||
Net current period other comprehensive loss | (550) | |||
Balance at June 30, 2016 | $ (550) | $ (550) |
Net Income Per Common Share - A
Net Income Per Common Share - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Disclosure - Net Income Per Common Share - Additional Information (Detail) [Line Items] | ||||
Aggregate principal amount of convertible notes settled | $ 167.8 | $ 167.8 | ||
Conversion price, per share of common stock | $ 25.62 | $ 25.62 | ||
Calculation of diluted net income per common share includes, effect of shares related to conversion spread of Convertible Notes | 4.8 | |||
Convertible Debt Securities | ||||
Disclosure - Net Income Per Common Share - Additional Information (Detail) [Line Items] | ||||
Dilutive common shares excluded from net loss per common share computations | 7.4 | |||
Net Loss [Member] | ||||
Disclosure - Net Income Per Common Share - Additional Information (Detail) [Line Items] | ||||
Dilutive common shares excluded from net loss per common share computations | 13.4 | 13.4 | ||
Employee stock-based awards [Member] | ||||
Disclosure - Net Income Per Common Share - Additional Information (Detail) [Line Items] | ||||
Dilutive common shares excluded from net loss per common share computations | 1.3 | 1 |
Net Income Per Common Share - C
Net Income Per Common Share - Calculation of Diluted Net Income Per Common Share (Detail) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Numerator: | ||||
Net income (loss) | $ (403,922) | $ 25,826 | $ (399,106) | $ 22,708 |
Denominator: | ||||
Weighted-average common shares, basic | 164,926 | 158,505 | 164,586 | 157,576 |
Dilutive effect of common stock equivalents | 0 | 10,185 | 0 | 5,419 |
Weighted-average common shares, diluted | 164,926 | 168,690 | 164,586 | 162,995 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Income Taxes [Line Items] | ||||
Income tax (expense) benefit | $ 222,217 | $ (14,600) | $ 219,839 | $ (12,820) |
Loss on extinguishment of Convertible Notes, tax benefit | $ 2,800 | $ 2,800 | ||
Effective tax rate | 35.50% | 36.10% | 35.50% | 36.10% |
Excess tax benefits from stock-based compensation | $ 13,444 | $ 13,572 | ||
Contingent Consideration, Advisory Mergers and Acquisitions Fees [Member] | ||||
Income Taxes [Line Items] | ||||
Other tax expense (benefit) | $ (236,400) | (2,200) | ||
Asset Impairment Adjustment [Member] | ||||
Income Taxes [Line Items] | ||||
Other tax expense (benefit) | $ 1,600 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Detail) $ in Millions | 1 Months Ended | |
Jul. 31, 2016USD ($)ft² | Jun. 30, 2016ft² | |
Subsequent Event [Line Items] | ||
Operating lease | 158,000 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Operating lease | 172,000 | |
Lease expiry period | 2,024 | |
Optional lease extension term | 5 years | |
Subsequent Event [Member] | Seventh Amendment To Lease Agreement [Member] | ||
Subsequent Event [Line Items] | ||
Operating lease | 29,000 | |
Irrevocable standby letters of credit | $ | $ 1 |
Subsequent Event - Schedule of
Subsequent Event - Schedule of Future Minimum Rental Payments (Detail) - USD ($) $ in Thousands | Jul. 31, 2016 | Jun. 30, 2016 |
Subsequent Event [Line Items] | ||
Operating Leases, Remainder of 2016 | $ 4,707 | |
Operating Leases, 2017 | 9,542 | |
Operating Leases, 2018 | 9,743 | |
Operating Leases, 2019 | 5,065 | |
Operating Leases, 2020 | 0 | |
Operating Leases, Future Minimum Lease Payments | $ 29,057 | |
Subsequent Event [Member] | Seventh Amendment To Lease Agreement [Member] | ||
Subsequent Event [Line Items] | ||
Operating Leases, Remainder of 2016 | $ 0 | |
Operating Leases, 2017 | 1,938 | |
Operating Leases, 2018 | 2,383 | |
Operating Leases, 2019 | 2,455 | |
Operating Leases, 2020 | 2,528 | |
Operating Leases, 2021 and thereafter | 9,465 | |
Operating Leases, Future Minimum Lease Payments | $ 18,769 |