Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 12, 2020 | Jun. 30, 2019 | |
Cover page. | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Transition Report | false | ||
Entity File Number | 000-26727 | ||
Entity Registrant Name | BioMarin Pharmaceutical Inc | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 68-0397820 | ||
Entity Address, Address Line One | 770 Lindaro Street | ||
Entity Address, City or Town | San Rafael | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94901 | ||
City Area Code | 415 | ||
Local Phone Number | 506-6700 | ||
Title of 12(b) Security | Common Stock, par value $.001 | ||
Trading Symbol | BMRN | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 8.1 | ||
Entity Common Stock, Shares Outstanding | 179,925,602 | ||
Documents Incorporated by Reference | portions of the Registrant’s Proxy Statement for its 2020 annual meeting of stockholders are incorporated by reference into Part III. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001048477 | ||
Current Fiscal Year End Date | --12-31 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 437,446 | $ 493,982 |
Short-term investments | 316,361 | 590,326 |
Accounts receivable, net | 377,404 | 342,633 |
Inventory | 680,275 | 530,871 |
Other current assets | 130,657 | 98,403 |
Total current assets | 1,942,143 | 2,056,215 |
Noncurrent assets: | ||
Long-term investments | 411,978 | 235,864 |
Property, plant and equipment, net | 1,010,868 | 948,682 |
Intangible assets, net | 456,580 | 491,808 |
Goodwill | 197,039 | 197,039 |
Deferred tax assets | 549,422 | 460,952 |
Other assets | 122,009 | 36,568 |
Total assets | 4,690,039 | 4,427,128 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 570,621 | 437,290 |
Convertible Debt, Current | 361,882 | 0 |
Short-term contingent consideration | 0 | 85,951 |
Total current liabilities | 932,503 | 523,241 |
Noncurrent liabilities: | ||
Long-term convertible debt, net | 486,238 | 830,417 |
Long-term contingent consideration | 50,793 | 46,883 |
Other long-term liabilities | 98,124 | 58,647 |
Total liabilities | 1,567,658 | 1,459,188 |
Stockholders’ equity: | ||
Common stock, $0.001 par value: 500,000,000 shares authorized; 179,838,114 and 178,252,954 shares issued and outstanding, respectively. | 180 | 178 |
Additional paid-in capital | 4,832,707 | 4,669,926 |
Company common stock held by Nonqualified Deferred Compensation Plan (the NQDC) | (9,961) | (13,301) |
Accumulated other comprehensive income | 20,164 | 5,271 |
Accumulated deficit | (1,720,709) | (1,694,134) |
Total stockholders’ equity | 3,122,381 | 2,967,940 |
Total liabilities and stockholders’ equity | $ 4,690,039 | $ 4,427,128 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 179,838,114 | 178,252,954 |
Common stock, shares outstanding | 179,838,114 | 178,252,954 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
REVENUES: | |||
Total revenues | $ 1,704,048 | $ 1,491,212 | $ 1,313,646 |
OPERATING EXPENSES: | |||
Cost of sales | 359,466 | 315,264 | 241,786 |
Research and development | 715,007 | 696,328 | 610,753 |
Selling, general and administrative | 680,924 | 604,353 | 554,336 |
Intangible asset amortization and contingent consideration | 74,108 | 48,791 | 46,471 |
Gain on sale of intangible assets | (25,000) | (50,000) | (125,000) |
Total operating expenses | 1,804,505 | 1,614,736 | 1,328,346 |
LOSS FROM OPERATIONS | (100,457) | (123,524) | (14,700) |
Equity in the loss of BioMarin/Genzyme LLC | (587) | (553) | (1,291) |
Interest income | 22,748 | 22,831 | 14,853 |
Interest expense | (23,460) | (43,664) | (42,707) |
Other income, net | 6,945 | 2,205 | 7,970 |
LOSS BEFORE INCOME TAXES | (94,811) | (142,705) | (35,875) |
Provision for (benefit from) income taxes | (70,963) | (65,494) | 81,167 |
NET LOSS | $ (23,848) | $ (77,211) | $ (117,042) |
NET LOSS PER SHARE, BASIC (in usd per share) | $ (0.13) | $ (0.44) | $ (0.67) |
NET LOSS PER SHARE, DILUTED (in usd per share) | $ (0.13) | $ (0.44) | $ (0.67) |
Weighted average common shares outstanding, basic | 179,039 | 177,061 | 174,427 |
Weighted average common shares outstanding, diluted | 179,039 | 177,268 | 174,427 |
Product | |||
REVENUES: | |||
Total revenues | $ 1,661,043 | $ 1,470,356 | $ 1,270,445 |
Royalty and Other Revenues | |||
REVENUES: | |||
Total revenues | $ 43,005 | $ 20,856 | $ 43,201 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
NET LOSS | $ (23,848) | $ (77,211) | $ (117,042) |
Available-for-sale debt securities: | |||
Unrealized holding gain (loss) arising during the period, net of tax impact of $(1,640), $(413) and $272, respectively. | 5,482 | 1,391 | (483) |
Less: reclassifications to net loss, net of tax impact of $0, $0 and $(1,191), respectively. | 0 | 0 | 2,061 |
Net change in unrealized holding gain (loss), net of tax | 5,482 | 1,391 | (2,544) |
Cash flow hedges: | |||
Unrealized holding gain (loss) arising during the period, net of tax impact of $0 for all periods presented. | 25,266 | 25,386 | (38,351) |
Less: reclassifications to net loss, net of tax impact of $0 for all periods presented. | 15,853 | (2,047) | (5,113) |
Net change in unrealized holding gain (loss), net of tax | 9,413 | 27,433 | (33,238) |
Other | (2) | (6) | 5 |
OTHER COMPREHENSIVE INCOME (LOSS), NET OF TAX | 14,893 | 28,818 | (35,777) |
COMPREHENSIVE LOSS | $ (8,955) | $ (48,393) | $ (152,819) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Unrealized holding gain (loss) arising during the period, tax | $ (1,640) | $ (413) | $ 272 |
Reclassifications to net loss, tax | 0 | 0 | (1,191) |
Unrealized holding gain (loss) arising during the period, tax | 0 | 0 | 0 |
Reclassifications to net loss, tax | $ 0 | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Company Stock Held By NQDC | Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss)Previously Reported | Accumulated Deficit |
Beginning Balance (in shares) at Dec. 31, 2016 | 172,648 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuances under equity incentive plans, net of tax (in shares) | 2,092 | ||||||
Conversion of convertible notes, net (in shares) | 1,104 | ||||||
Ending Balance (in shares) at Dec. 31, 2017 | 175,844 | ||||||
Beginning Balance at Dec. 31, 2016 | $ 2,766,275 | $ 173 | $ 4,288,113 | $ (14,321) | $ 12,816 | $ (1,520,506) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuances under equity incentive plans, net of tax | 2 | 27,350 | |||||
Conversion of convertible notes, net | 1 | 22,476 | |||||
Stock-based compensation | 145,281 | ||||||
Common stock held by the NQDC | 0 | 97 | |||||
Accounting impact of NQDC Plan Change | 0 | 0 | |||||
Other comprehensive income (loss) | (35,777) | ||||||
Net loss | (117,042) | (117,042) | |||||
Ending Balance at Dec. 31, 2017 | 2,808,663 | $ 176 | 4,483,220 | (14,224) | (23,547) | $ (22,961) | (1,637,548) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuances under equity incentive plans, net of tax (in shares) | 2,314 | ||||||
Conversion of convertible notes, net (in shares) | 95 | ||||||
Ending Balance (in shares) at Dec. 31, 2018 | 178,253 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuances under equity incentive plans, net of tax | $ 2 | 31,583 | |||||
Conversion of convertible notes, net | 0 | (16) | |||||
Stock-based compensation | 155,139 | ||||||
Common stock held by the NQDC | 0 | 923 | |||||
Accounting impact of NQDC Plan Change | 0 | 0 | |||||
Other comprehensive income (loss) | 28,818 | ||||||
Net loss | (77,211) | (77,211) | |||||
Ending Balance at Dec. 31, 2018 | 2,967,940 | $ 178 | 4,669,926 | (13,301) | 5,271 | (1,694,134) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuances under equity incentive plans, net of tax (in shares) | 1,585 | ||||||
Conversion of convertible notes, net (in shares) | 0 | ||||||
Ending Balance (in shares) at Dec. 31, 2019 | 179,838 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Issuances under equity incentive plans, net of tax | $ 2 | (11,071) | |||||
Conversion of convertible notes, net | 0 | 0 | |||||
Stock-based compensation | 163,891 | ||||||
Common stock held by the NQDC | (692) | 692 | |||||
Accounting impact of NQDC Plan Change | 10,653 | 2,648 | |||||
Other comprehensive income (loss) | 14,893 | ||||||
Net loss | (23,848) | (23,848) | |||||
Ending Balance at Dec. 31, 2019 | $ 3,122,381 | $ 180 | $ 4,832,707 | $ (9,961) | $ 20,164 | $ (1,720,709) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (23,848) | $ (77,211) | $ (117,042) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 105,300 | 95,671 | 87,861 |
Non-cash interest expense | 13,960 | 31,186 | 32,300 |
Amortization of premium on investments (accretion of discount) | (2,000) | 358 | 3,077 |
Stock-based compensation expense | 159,865 | 148,819 | 140,263 |
Gain on sale of intangible assets | (25,000) | (50,000) | (125,000) |
Gain on sale of equity investment | (714) | 0 | (3,252) |
Deferred income taxes | (82,760) | (68,378) | 44,464 |
Unrealized foreign exchange loss (gain) | 1,025 | (17,766) | 6,258 |
Non-cash changes in the fair value of contingent consideration | 5,205 | 9,296 | 10,342 |
Other | (1,679) | (2,347) | 5,935 |
Changes in operating assets and liabilities: | |||
Accounts receivable, net | (37,852) | (54,274) | (25,256) |
Inventory | (107,554) | (23,747) | (96,890) |
Other current assets | (27,008) | (17,767) | (20,687) |
Other assets | (8,895) | (935) | (2,439) |
Accounts payable and accrued liabilities | 77,089 | 38,389 | 45,517 |
Other long-term liabilities | 3,128 | 8,914 | 5,792 |
Net cash provided by (used in) operating activities | 48,262 | 20,208 | (8,757) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchases of property, plant and equipment | (145,026) | (144,620) | (199,219) |
Maturities and sales of investments | 740,211 | 993,734 | 425,960 |
Purchase of available-for-sale debt securities | (632,023) | (634,753) | (655,447) |
Proceeds from sale of intangible asset | 25,000 | 50,000 | 125,000 |
Purchase of intangible assets | (18,380) | 0 | 0 |
Other | (808) | (10) | (1,753) |
Net cash provided by (used in) investing activities | (31,026) | 264,351 | (305,459) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from exercises of awards under equity incentive plans | 31,611 | 67,488 | 60,859 |
Taxes paid related to net share settlement of equity awards | (42,680) | (35,919) | (33,507) |
Proceeds from convertible senior subordinated note offering, net | 0 | 0 | 481,713 |
Repayments of convertible debt | 0 | (374,953) | (26) |
Payment of contingent consideration | (58,518) | (44,623) | (1,894) |
Principal repayments of financing leases | (5,087) | 0 | 0 |
Net Cash Provided by (Used in) Financing Activities, Total | (74,674) | (388,007) | 507,145 |
Effect of exchange rate changes on cash | 902 | (598) | (3,231) |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (56,536) | (104,046) | 189,698 |
Cash and cash equivalents: | |||
Beginning of period | 493,982 | 598,028 | 408,330 |
End of period | 437,446 | 493,982 | 598,028 |
SUPPLEMENTAL CASH FLOW DISCLOSURES: | |||
Cash paid for interest, net of interest capitalized into fixed assets | 8,552 | 11,623 | 8,544 |
Cash paid for income taxes | 9,726 | 16,676 | 23,895 |
SUPPLEMENTAL CASH FLOW DISCLOSURES FOR NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||
Increase (decrease) in accounts payable and accrued liabilities related to fixed assets | 7,589 | (1,206) | (25,786) |
Conversion of convertible debt, net | $ 0 | $ 0 | $ 22,477 |
NATURE OF OPERATIONS AND BUSINE
NATURE OF OPERATIONS AND BUSINESS RISKS | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
NATURE OF OPERATIONS AND BUSINESS RISKS | NATURE OF OPERATIONS AND BUSINESS RISKS BioMarin Pharmaceutical Inc. (the Company or BioMarin) is a global biotechnology company that develops and commercializes innovative therapies for people with serious and life-threatening rare diseases and medical conditions. The Company selects product candidates for diseases and conditions that represent a significant unmet medical need, have well-understood biology and provide an opportunity to be first-to-market or offer a significant benefit over existing products. The Company’s therapy portfolio consists of several commercial products and multiple clinical and preclinical product candidates. The Company expects to continue to finance future cash needs that exceed its operating activities primarily through its current cash, cash equivalents and investments and through proceeds from debt or equity offerings, commercial borrowing, or through collaborative agreements with corporate partners. If the Company elects to increase its spending on development programs significantly above current long-term plans or enters into potential licenses and other acquisitions of complementary technologies, products or companies, the Company may need additional capital. The Company is subject to a number of risks, including: the financial performance of its commercial products; the potential need for additional financing; the Company’s ability to successfully commercialize its approved products; the uncertainty of the Company’s research and development efforts resulting in future successful commercial products; the Company’s ability to successfully obtain regulatory approval for new products; significant competition from larger organizations; reliance on the proprietary technology of others; dependence on key personnel; uncertain patent protection; dependence on corporate partners and collaborators; and possible restrictions on reimbursement from governmental agencies and healthcare organizations, as well as other changes in the healthcare industry. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Basis of Presentation These Consolidated Financial Statements have been prepared pursuant to United States generally accepted accounting principles (U.S. GAAP) and the rules and regulations of the Securities and Exchange Commission (the SEC) for Annual Reports on Form 10-K and include the accounts of BioMarin and its wholly owned subsidiaries. All intercompany transactions have been eliminated. Certain amounts in these notes to the Company’s Consolidated Financial Statements have been reclassified to conform to the current period presentation. Management performed an evaluation of the Company’s activities through the date of filing of this Annual Report on Form 10-K, and has concluded that, other than the event discussed in Note 22 to these Consolidated Financial Statements, there were no subsequent events or transactions that occurred subsequent to the balance sheet date and prior to the filing this Annual Report on Form 10-K that would require recognition or disclosure in the Consolidated Financial Statements. Effective January 1, 2019, the Company adopted Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 842, Leases (ASC Topic 842) using the modified retrospective method for all lease arrangements at the beginning of the period of adoption. Amounts reported for 2019 were presented under ASC Topic 842, whereas prior period amounts were not adjusted and continue to be presented in accordance with the Company’s historical accounting under ASC Topic 840, Leases . See Notes 4 and 12 to these Consolidated Financial Statements for additional discussion of the adoption of ASC Topic 842 and required disclosures. On January 1, 2019, the Company adopted Accounting Standards Update (ASU) No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (ASU 2017-12), using the modified retrospective method as discussed in Note 3 - Significant Accounting Policies. This ASU provides new guidance about income statement classification and eliminates the requirement to separately measure and report hedge ineffectiveness. Results for 2019 were presented under ASU 2017-12, whereas prior period amounts were not adjusted and continue to be presented in accordance with the Company’s historical accounting. See Note 4 for additional discussion of the adoption and Note 11 to these Consolidated Financial Statements for additional disclosures required by ASU 2017-12. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may be different from those estimates. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents The Company treats highly liquid investments, readily convertible to cash, with original maturities of three months or less on the purchase date as cash equivalents. Marketable and Non-Marketable Securities Marketable Securities The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such designations at each reporting period. The Company classifies its debt and equity securities with original maturities greater than three months when purchased as either short-term or long-term investments based on each instrument’s underlying contractual maturity date and its availability for use in current operations. Available-for-sale debt securities are recorded at fair market value with unrealized gains and losses included in Accumulated Other Comprehensive Income (AOCI) on the Company’s Consolidated Balance Sheets, with the exception of unrealized losses believed to be other-than-temporary, which, if any, are reported in Other Income, Net in the current period. Impairment assessments are made at the individual security level each reporting period. When the fair value of an investment is less than its cost at the balance sheet date, a determination is made as to whether the impairment is other-than-temporary and, if it is other-than-temporary, an impairment loss is recognized in earnings equal to the difference between the investment’s amortized cost and fair value at such date. Non-Marketable Equity Securities The Company records investments in equity securities, other than equity method investments, at fair market value, if fair value is readily determinable. Equity securities with no readily determinable fair values are recorded using the measurement alternative of cost adjusted for observable price changes in orderly transactions for identical or similar investments of the same issuer less impairment, if any. Investments in equity securities are recorded in Other Assets on the Company's Consolidated Balance Sheets. Unrealized gains and losses are reported in Other Income, Net. The Company regularly reviews its non-marketable equity securities for indicators of impairment. Inventory The Company values inventory at the lower of cost and net realizable value and determines the cost of inventory using the average-cost method. The Company analyzes its inventory levels quarterly and adjusts inventory to its net realizable value, if required, for obsolescence, for a cost basis in excess of its expected net realizable value or for quantities in excess of expected requirements. If the Company determines cost exceeds its net realizable value, the resulting adjustments are recognized as Cost of Sales in the Consolidated Statements of Operations. When future commercialization is considered probable and the future economic benefit is expected to be realized, based on management’s judgment, the Company capitalizes pre-launch or pre-qualification manufacturing costs prior to regulatory approval. A number of factors are taken into consideration, including the current status in the regulatory approval process, pivotal clinical trial results for the underlying product candidate, results from meetings with the relevant regulatory authorities prior to the filing of regulatory applications, historical experience, as well as potential impediments to the approval process such as product safety or efficacy, commercialization and marketplace trends. Property, Plant and Equipment Property, plant and equipment are stated at historical cost net of accumulated depreciation. Depreciation is computed using the straight-line method over the related estimated useful lives, as presented in the table below. Significant additions and improvements are capitalized, whereas repairs and maintenance are expensed as incurred. Depreciation of property, plant and equipment are included in Cost of Sales, Research and Development (R&D) and Selling, General and Administrative (SG&A), as appropriate, in the Consolidated Statements of Operations. Property and equipment purchased for specific R&D projects with no alternative future uses are expensed as incurred and recorded to R&D in the Consolidated Statements of Operations. Leasehold improvements Shorter of life of asset or lease term Building and improvements 20 to 50 years Manufacturing and laboratory equipment 5 to 15 years Computer hardware and software 3 to 5 years Office furniture and equipment 5 years Vehicles 5 years Land improvements 10 years Land Not applicable Construction-in-progress Not applicable Leases The Company determines if an arrangement is a lease at contract inception. For leases where the Company is the lessee, right-of-use (ROU) assets represent the Company’s right to use the underlying asset for the term of the lease and the lease liabilities represent the lease payment obligation. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of the future lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at the commencement date of the underlying lease arrangement to determine the present value of lease payments. The ROU asset also includes any prepaid lease payments and any lease incentives received. The lease term to calculate the ROU asset and related lease liability includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise the option. The Company’s lease agreements generally do not contain any material variable lease payments, residual value guarantees or restrictive covenants. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense while expense for financing leases is recognized as depreciation expense and interest expense using the accelerated interest method of recognition. When an arrangement requires payments for lease and non-lease components, the Company has elected to account for lease and non-lease components separately. Lease expense for leases with a term of twelve months or less is recognized on a straight-line basis and are not included in the recognized ROU assets and lease liabilities. Goodwill and Intangible Assets The Company records goodwill in a business combination when the total consideration exceeds the fair value of the assets acquired. Intangible assets with indefinite useful lives are related to purchased in-process research and development (IPR&D) projects and are measured at their respective fair values as of the acquisition date. Intangible assets related to IPR&D projects are considered to be indefinite-lived until the completion or abandonment of the associated R&D efforts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets are considered finite-lived and are amortized using the straight-line method based on their respective estimated useful lives at that point in time. The amortization of these intangible assets is included in Intangible Asset Amortization and Contingent Consideration in the Consolidated Statements of Operations. Impairment The Company assesses its goodwill and indefinite-lived intangible assets for impairment annually in the fourth quarter, or more frequently as warranted by events or changes in circumstances that indicate that the carrying amount may not be recoverable. Goodwill is assessed for impairment by comparing the fair value of the Company’s reporting unit with its carrying amount. If the carrying value of the reporting unit exceeds its fair value, an impairment loss equal to the difference would be recorded. No impairment charges were recorded in the periods presented. Indefinite-lived intangible assets are assessed for impairment first by performing a qualitative assessment. If the qualitative assessment indicates that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount, then the Company will perform a quantitative assessment and record an impairment loss. Impairment charges that are not material are recorded to Intangible Asset Amortization and Contingent Consideration in the Consolidated Statements of Operations. No impairment charges were recorded in the periods presented. Long-lived Asset Impairment The Company’s long-lived assets consist of property, plant and equipment and finite-lived intangible assets. Should there be an indication of impairment, the Company tests for recoverability by comparing the estimated undiscounted future cash flows expected to result from the use of the asset or asset group and its eventual disposition to the carrying amount of the asset or asset group. Any excess of the carrying value of the asset or asset group over its estimated fair value is recognized as an impairment loss. Impairment charges related to property, plant or equipment that are not material are recorded to depreciation expense and presented in SG&A in the Consolidated Statements of Operations. Impairment charges related to finite-lived intangible assets that are not material are recorded to Intangible Asset Amortization and Contingent Consideration in the Consolidated Statements of Operations. Revenue Recognition Effective January 1, 2018, the Company adopted the provisions of ASC 606, Revenue from Contracts with Customers (ASC Topic 606) using the modified retrospective method for all contracts not completed as of the date of adoption. The reported results for 2019 and 2018 reflect the application of ASC Topic 606 guidance, while the reported results for 2017 were prepared under the guidance of ASC 605, Revenue Recognition . The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of ASC Topic 606, the Company performs the following five steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account. Net Product Revenues In the U.S., the Company’s commercial products, except for Palynziq and Aldurazyme, are generally sold to specialty pharmacies or end-users, such as hospitals, which act as retailers. Palynziq is distributed in the U.S. through certain certified specialty pharmacies under the Palynziq Risk Evaluation and Mitigation Strategy (REMS) and Aldurazyme is marketed world-wide by Sanofi Genzyme (Genzyme). Outside the U.S., the Company’s commercial products are sold to its authorized distributors or directly to government purchasers or hospitals, which act as the end-users. Revenues from product sales are recognized when the customer obtains control of the Company’s product, which occurs at a point in time, typically upon shipment to the customer. Amounts collected from customers and remitted to governmental authorities, which primarily consist of value-added taxes related to product sales in foreign jurisdictions, are presented on a net basis on the Company’s Consolidated Statements of Operations, in that taxes billed to customers are not included as a component of Net Product Revenues. For Aldurazyme revenues, the Company receives a payment ranging from 39.5% to 50% on worldwide net Aldurazyme sales by Genzyme depending on sales volume, which is included in Net Product Revenues on the Company’s Consolidated Statements of Operations. The Company recognizes its best estimate of the revenue it expects to earn when the product is released and control is transferred to Genzyme. The Company records Aldurazyme net product revenues based on the estimated variable consideration payable when the product is sold through by Genzyme. Actual amounts of consideration ultimately received may differ from the Company’s estimates. Differences between the estimated variable consideration to be received from Genzyme and actual payments received are not expected to be material. If actual results vary from the Company’s estimates, the Company will make adjustments, which would affect Net Product Revenues and earnings in the period such variances become known. Revenue Reserves Revenues from product sales are recorded at the net sales price (transaction price), which includes estimates of variable consideration for which reserves are established and which result from government rebates, sales returns, and other incentives that are offered within contracts between the Company and its customers, such as specialty pharmacies, hospitals, authorized distributors and government purchasers. These reserves are based on the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable (if the amount is payable to the customer) or a current liability (if the amount is payable to a party other than a customer). Where appropriate, these estimates take into consideration a range of possible outcomes that are probability-weighted for relevant factors such as the Company’s historical experience, current contractual and statutory requirements, specific known market events and trends, industry data and forecasted customer buying and payment patterns. Overall, these reserves reflect the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of the contract. The amount of variable consideration that is included in the transaction price may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period. Actual amounts of consideration ultimately received may differ from the Company’s estimates, however the Company does not expect any such difference to be material. If actual results in the future vary from the Company’s estimates, the Company will adjust its estimates, which would affect net product revenue and earnings in the period such variances become known. Government Rebates : The Company records reserves for rebates payable under Medicaid and other government programs as a reduction of revenue at the time product revenues are recorded. The Company’s reserve calculations require estimates, including estimates of customer mix, to determine which sales will be subject to rebates and the amount of such rebates. The Company updates its estimates and assumptions on a quarterly basis and records any necessary adjustments to its reserves. Sales Returns : The Company records allowances for product returns, if appropriate, as a reduction of revenue at the time product sales are recorded. Several factors are considered in determining whether an allowance for product returns is required, including market exclusivity of the products based on their orphan drug status, the patient population, the customers’ limited return rights and the Company’s historical experience with returns. Because of the pricing of the Company’s commercial products, the limited number of patients and the customers’ limited return rights, most customers and retailers carry a limited inventory. The Company relies on historical return rates to estimate a reserve for returns. Based on these factors and the fact that the Company has not experienced significant product returns to date, return allowances are not material. Other Incentives : Other incentives include fees paid to the Company’s distributors and discounts for prompt payment. The Company also offers a branded co-pay assistance program for eligible patients with commercial insurance in the U.S. who are on Brineura, Kuvan or Palynziq therapy. The branded co-pay assistance programs assist commercially insured patients who have coverage for an eligible BioMarin product and are intended to reduce each participating patient’s portion of the financial responsibility of the purchase price up to a specified dollar amount of assistance. The Company records fees paid to distributors, cash discounts and amounts paid under the brand specific co-pay assistance program for each patient as a reduction of revenue. Royalty and Other Revenues Royalties : For arrangements that include the receipt of sales-based royalties, including milestone payments based on the level of sales when the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (a) when the related sales occur, or (b) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Licenses of intellectual property : If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company uses judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments : At the inception of each arrangement that includes developmental, regulatory or commercial milestone payments, the Company evaluates whether achieving the milestones is considered probable and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the value of the associated milestone (such as a regulatory submission by the Company) is included in the transaction price. Milestone payments that are not within the control of the Company, such as approvals from regulators or where attainment of the specified event is dependent on the development activities of a third party, are not considered probable of being achieved until those approvals are received or the specified event occurs. Revenue is recognized from the satisfaction of performance obligations in the amount billable to the customer. Research and Development R&D costs are generally expensed as incurred. These expenses include contract R&D services provided by third parties, preclinical and clinical studies, raw materials costs associated with manufacturing clinical product, quality control and assurance, other R&D activities, facilities and regulatory costs and R&D-related personnel costs including salaries, benefits and stock-based compensation. Upfront and milestone payments made to third parties in connection with licensed intellectual property used in the Company’s development programs are expensed as incurred up to the point of regulatory approval. Convertible Debt For non-conventional convertible debt that may be settled entirely or partially in cash, the Company separately accounts for the liability and equity components by allocating the proceeds from issuance between the liability component and the embedded conversion option, or equity component. The value of the equity component is calculated by first measuring the fair value of the liability component, using the interest rate of a similar liability that does not have a conversion feature, as of the issuance date. The difference between the proceeds from the convertible debt issuance and the amount measured as the liability component is recorded as the equity component with a corresponding discount recorded on the debt. The liability component is presented net of any discounts and issuance costs. For conventional convertible debt that may only be settled with common shares, the Company reports debt, net of any discounts or issuance costs, on the Consolidated Balance Sheets. The Company recognizes discount accretion and debt issuance cost amortization using the effective interest method and is reported in Interest Expense on the Consolidated Statements of Operations. Net Loss Per Common Share Basic net loss per share is calculated by dividing Net Loss by the weighted average shares of common stock outstanding during the period. Diluted net loss per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock; however, potential common equivalent shares are excluded if their effect is anti-dilutive. Stock-Based Compensation The Company has equity incentive plans under which various types of equity-based awards may be granted to employees. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, which is generally the vesting period required to obtain full vesting, and is classified as Cost of Sales, R&D or SG&A, as appropriate, in the Consolidated Statements of Operations. The Company accounts for forfeitures as they occur. Restricted Stock Units The fair value of restricted stock units (RSUs) with service-based vesting conditions and RSUs with performance conditions is determined to be the fair market value of the Company’s underlying common stock on the date of grant. The stock-based compensation expense for RSUs with service-based vesting is recognized over the period during which the vesting restrictions lapse. Stock-based compensation expense for RSUs with performance conditions is recognized beginning in the period the Company determines it is probable that the performance condition will be achieved. Management expectations related to the achievement of performance goals associated with RSUs with performance conditions are assessed regularly to determine whether such grants are expected to vest. The fair value for RSUs with market conditions is estimated using the Monte Carlo valuation model and related stock-based compensation is recognized on a straight-line basis, unless the required service is not performed, beginning on the grant date. Stock Options and Purchase Rights The fair value of each stock option award and purchase rights under the Company’s Employee Stock Purchase Plan (ESPP) are estimated on the date of grant using the Black-Scholes valuation model and the following assumptions: expected term, expected volatility, risk-free interest rate and expected dividend yield. The dividend yield reflects that the Company has not paid any cash dividends since inception and does not intend to pay any cash dividends in the foreseeable future. The expected term of stock options is based on observed historical exercise patterns. In estimating the life of stock options, the Company has identified two employee groups with distinctly different historical exercise patterns: executive and non-executive. The executive employee group has a history of holding stock options for longer periods than non-executive employees. The expected term of purchase rights for ESPP is based on each tranche of an offering period, which is four tranches in a twenty-four-month period. The determination of the fair value of stock-based payment awards using an option-pricing model is affected by the Company’s stock price and may use assumptions regarding a number of complex and subjective variables. Income Taxes The Company calculates and provides for income taxes in each of the tax jurisdictions in which it operates. Deferred tax assets and liabilities, measured using enacted tax rates, are recognized for the future tax consequences of temporary differences between the tax and financial statement basis of assets and liabilities. A valuation allowance reduces the deferred tax assets to the amount that is more likely than not to be realized. The Company establishes liabilities or reduces assets for uncertain tax positions when the Company believes certain tax positions are not more likely than not of being sustained if challenged. Each quarter, the Company evaluates these uncertain tax positions and adjusts the related tax assets and liabilities in light of changing facts and circumstances. The Company uses financial projections to support its net deferred tax assets, which contain significant assumptions and estimates of future operations. If such assumptions were to differ significantly, it may have a material impact on the Company’s ability to realize its deferred tax assets. At the end of each period, the Company will reassess the ability to realize its deferred tax benefits. If it is more likely than not that the Company would not realize the deferred tax benefits, a valuation allowance may need to be established against all or a portion of the deferred tax assets, which will result in a charge to tax expense. Foreign Currency For the Company and its subsidiaries, the functional currency has been determined to be the U.S. Dollar (USD). Assets and liabilities denominated in foreign currency are remeasured at period-end exchange rates for monetary assets. Non-monetary assets and liabilities denominated in foreign currencies are remeasured at historical rates. Foreign currency transaction gains and losses resulting from remeasurement are recognized in SG&A in the Consolidated Statements of Operations. Derivatives and Hedging Activities The Company uses forward foreign currency exchange contracts (forward contracts) to hedge certain operational exposures resulting from potential changes in foreign currency exchange rates. Such exposures result from portions of the Company’s forecasted revenues and operating expenses being denominated in currencies other than the USD, primarily the Euro. The Company designates certain of these forward contracts as hedging instruments and also enters into forward contracts that are considered to be economic hedges that are not designated as hedging instruments. Whether designated or undesignated, these forward contracts protect against the reduction in value of forecasted foreign currency cash flows resulting from product revenues, royalty revenues, operating expenses and asset or liability positions designated in currencies other than the USD. To receive hedge accounting treatment, cash flow hedges must be highly effective in offsetting changes to expected future cash flows on hedged transactions. The Company does not hold or issue derivative instruments for trading or speculative purposes. The Company accounts for its derivative instruments as either assets or liabilities on the balance sheet and measures them at fair value, which is estimated using current exchange rates and interest rates and takes into consideration the current creditworthiness of the counterparties or the Company, as applicable. For derivatives designated as hedging instruments, the entire change in the fair value of qualifying derivative instruments is recorded in AOCI and amounts deferred in AOCI are reclassified to earnings in the same line item in which the earnings effect of the hedged item is reported. Derivatives not designated as hedging instruments are adjusted to fair value through earnings in SG&A in the Consolidated Statements of Operations. Fair Value of Financial Instruments The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities that are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use to price the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. When estimating fair value, depending on the nature and complexity of the asset or liability, the Company may use the following techniques: • Income approach, which is based on the present value of a future stream of net cash flows • Market approach, which is based on market prices and other information from market transactions involving identical or comparable assets or liabilities. The Company’s fair value methodologies depend on the following types of inputs: • Quoted prices for identical assets or liabilities in active markets (Level 1 inputs) • Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities that are not active, or inputs other than quoted process that are directly or indirectly observable, or inputs that are derived principally from, or corroborated by, observable market data by correlation or other means (Level 2 inputs) • Unobservable inputs that reflect estimates and assumptions (Level 3 inputs) The Company’s Level 2 instruments are valued using third-party pricing sources. The pricing services 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 reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities, prepayment/default projections based on historical data and other observable inputs. The Company validates the prices provided by its third-party pricing services by understanding the models used, obtaining market values from other pricing sources, analyzing pricing data in certain instances and confirming those securities traded in active markets. The Company’s Level 3 financial assets and liabilities include acquired intangible assets and contingent consideration resulting from business acquisitions. The estimated fair value of long-lived and indefinite-lived intangible assets and contingent consideration are measured by applying a probability-based income approach utilizing an appropriate discount rate as of the acquisition date. Key assumptions used by management to estimate the fair value of contingent consideration include estimated probabilities, the estimated timing of when a milestone may be attained and assumed discount periods and rates. Changes in the fair value of the contingent consideration can result from changes to one or more inputs, including the estimated probability with respect to regulatory approval, changes in the assumed timing of when milestones are likely to be achieved and changes in assumed discount periods and rates. Contingent consideration is remeasured on a recurring basis and resulting changes in the fair value, due to the revision of key assumptions, are recorded in Intangible Asset Amortization and Contingent Consideration on the Company’s Consolidated Statements of Operations. The Company’s Level 3 instruments also include assets and liabilities not considered material to the Company that are measured at their respective estimated fair value, when estimable, on a non-recurring basis. See Notes 5, 10, 11, 13, 19 and 20 to these Consolidated Financial Statements for further information on the nature of these financial instruments. Segment Information The Company currently operates in one segment focused on the development and commercialization of innovative therapies for people with serious and life-threatening rare diseases and medical conditions. A single management team reports to the chief operating decision maker who comprehensively manages the entire business. All products are included in one operating segment because the majority of the Company’s products have sim |
RECENT ACCOUNTING PRONOUNCEMENT
RECENT ACCOUNTING PRONOUNCEMENTS | 12 Months Ended |
Dec. 31, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Accounting Pronouncements Not Yet Adopted Effective January 1, 2020, the Company will adopt ASU No. 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments (ASU 2016-13), as amended, using a modified retrospective approach. The standard amends the guidance for measuring and recording credit losses on financial assets measured at amortized cost by replacing the incurred-loss model with an expected-loss model. This new standard also requires that credit losses related to available-for-sale debt securities be recorded as an allowance through net income rather than by reducing the carrying amount under the current, other-than-temporary impairment model. The Company anticipates no material impact on its Consolidated Financial Statements due to the nature of the Company’s financial instruments. Accounting Pronouncements Adopted Effective January 1, 2019, the Company adopted ASC Topic 842. The amended guidance required balance sheet recognition of lease ROU assets and liabilities by lessees for leases classified as operating leases, with an option to not recognize lease ROU assets and lease liabilities for leases with a term of 12 months or less. The amendments also required new disclosures providing additional qualitative and quantitative information about the amounts recorded in the financial statements. Lessor accounting is largely unchanged. The Company adopted ASC Topic 842 using the modified retrospective method for all lease arrangements at the beginning of the period of adoption through a cumulative adjustment to Accumulated Deficit. The Company elected to use the practical expedient allowing the use-of-hindsight and reassessed the lease term for all unexpired leases that commenced before the effective date of ASC Topic 842. For leases that commenced and expired before the effective date of ASC Topic 842, the Company elected not to reassess the expired leases. The Company also elected not to include leases with initial terms of twelve months or less in the recognized ROU assets and lease liabilities. As a result of the cumulative impact of adopting ASC Topic 842, the Company recorded lease ROU assets of $55.9 million and lease liabilities of $59.0 million as of January 1, 2019, primarily related to real estate and equipment, based on the present value of future lease payments on the date of adoption. The difference between the ROU assets and lease liabilities was recorded as an adjustment to Accumulated Deficit. See Note 12 to these Consolidated Financial Statements for disclosures required under ASC Topic 842. |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
FINANCIAL INSTRUMENTS | FINANCIAL INSTRUMENTS The following tables show the Company’s cash, cash equivalents and available-for-sale securities by significant investment category as of December 31, 2019 and 2018, respectively: December 31, 2019 Amortized Cost Gross Gross Aggregate Fair Cash and Cash Equivalents Short-term Marketable Securities (1) Long-term Marketable Securities (2) Level 1: Cash $ 259,347 $ — $ — $ 259,347 $ 259,347 $ — $ — Level 2: Money market instruments 173,100 — — 173,100 173,100 — — Corporate debt securities 518,523 3,575 (12) 522,086 — 233,294 288,792 U.S. government agency securities 209,633 993 (67) 210,559 4,999 83,067 122,493 Foreign and other 549 145 (1) 693 — — 693 Subtotal 901,805 4,713 (80) 906,438 178,099 316,361 411,978 Total $ 1,161,152 $ 4,713 $ (80) $ 1,165,785 $ 437,446 $ 316,361 $ 411,978 December 31, 2018 Amortized Cost Gross Gross Aggregate Fair Cash and Cash Equivalents Short-term Marketable Securities (1) Long-term Marketable Securities (2) Level 1: Cash $ 228,809 $ — $ — $ 228,809 $ 228,809 $ — $ — Level 2: Money market instruments 205,736 — — 205,736 205,736 — — Corporate debt securities 564,852 214 (2,288) 562,778 2,000 376,545 184,233 Commercial paper 77,702 — — 77,702 21,964 55,738 — U.S. government agency securities 240,436 144 (697) 239,883 31,474 156,967 51,442 Foreign and other 5,126 139 (1) 5,264 3,999 1,076 189 Subtotal 1,093,852 497 (2,986) 1,091,363 265,173 590,326 235,864 Total $ 1,322,661 $ 497 $ (2,986) $ 1,320,172 $ 493,982 $ 590,326 $ 235,864 (1) The Company’s short-term marketable securities mature in one year or less. (2) The Company’s long-term marketable securities mature between one and five years. As of December 31, 2019, some of the Company’s investments were in an unrealized loss position. However, the Company has the ability and intent to hold all investments that have been in a continuous loss position until maturity or recovery, thus no other-than-temporary impairment was deemed to have occurred. See Note 3 to these Consolidated Financial Statements for additional discussion regarding the Company’s fair value measurements. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS Intangible Assets, Net consisted of the following: December 31, 2019 2018 Intangible assets: Finite-lived intangible assets $ 652,734 $ 307,995 Indefinite-lived intangible assets — 326,359 Gross intangible assets: 652,734 634,354 Less: Accumulated amortization (196,154) (142,546) Net carrying value $ 456,580 $ 491,808 Finite-Lived Intangible Assets The following table summarizes the carrying value and estimated remaining life of the Company’s finite-lived intangible assets as of December 31, 2019: Net Balance Average Remaining Life Acquired intellectual property $ 406,058 7.8 years Repurchased royalty rights 26,438 3.9 years Technology transfer 23,078 Not applicable (1) Other 1,006 1.2 - 4.6 years Total $ 456,580 (1) The technology transfer intangible asset has not yet been placed into service. As of December 31, 2019, the estimated future amortization expense associated with the Company’s finite-lived intangible assets, exclusive of the technology transfer asset that has not been placed into service, was as follows: Fiscal Year Amount 2020 $ 62,887 2021 61,963 2022 61,939 2023 61,311 2024 55,036 Thereafter 130,366 $ 433,502 Indefinite-Lived Intangible Assets The Company’s indefinite-lived intangible assets were $326.4 million as of December 31, 2018 and consisted of IPR&D related to the Palynziq rights in Europe. During the second quarter of 2019, these indefinite-lived intangible assets were reclassified to definite-lived as the underlying IPR&D was placed into service upon receiving European regulatory approval for Palynziq. The Company will straight-line the amortization expense for the underlying IPR&D over its estimated useful life of nine years. In 2019 and 2018, the Company received $25.0 million and $50.0 million, respectively, due to the achievement by a third party of development and regulatory milestones and commercial sales milestones related to a previously sold intangible asset, which the Company recorded as a gain on the sale of intangible assets in the Consolidated Statements of Operations. In December 2017, the Company sold the Rare Pediatric Disease Priority Review Voucher (PRV) it received from the Food and Drug Administration in connection with the U.S. approval of Brineura. In exchange for the voucher, the Company received $125.0 million in proceeds from the sale of the PRV, which was recognized as a gain on the sale of intangible asset as the PRV did not have a carrying value on the Company’s Consolidated Balance Sheet at the time of sale. In the fourth quarter of 2017, the Company recognized an impairment charge of $5.8 million related to other acquired IPR&D assets recorded in Intangible Asset Amortization and Contingent Consideration on the Company's Consolidated Statements of Operations. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, Plant and Equipment, Net, consisted of the following: December 31, 2019 2018 Building and improvements $ 725,906 $ 694,447 Manufacturing and laboratory equipment 366,951 345,947 Computer hardware and software 167,554 157,787 Leasehold improvements 51,324 41,188 Furniture and equipment 38,569 33,234 Land improvements 7,349 6,551 Land 90,418 77,993 Construction-in-progress 111,897 64,170 1,559,968 1,421,317 Accumulated depreciation (549,100) (472,635) Total property, plant and equipment, net $ 1,010,868 $ 948,682 The construction-in-process balance primarily includes costs related to the Company’s significant in-process projects at its facilities in Marin County, California, and in Shanbally, Cork, Ireland. Depreciation for the years ended December 31, 2019, 2018 and 2017 was $89.3 million, $90.4 million and $75.8 million, respectively, of which $37.5 million, $25.2 million and $24.1 million was capitalized into inventory, respectively. |
INVENTORY
INVENTORY | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORY | INVENTORY Inventory consisted of the following: December 31, 2019 2018 Raw materials $ 74,442 $ 74,616 Work-in-process 349,978 231,064 Finished goods 255,855 225,191 Total inventory $ 680,275 $ 530,871 |
SUPPLEMENTAL BALANCE SHEET INFO
SUPPLEMENTAL BALANCE SHEET INFORMATION | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | SUPPLEMENTAL BALANCE SHEET INFORMATION Accounts Payable and Accrued Liabilities consisted of the following: December 31, 2019 2018 Accounts payable and accrued operating expenses $ 240,981 $ 207,620 Accrued compensation expense 192,467 149,937 Accrued rebates payable 57,163 43,116 Accrued royalties payable 30,797 19,977 Deferred revenue 13,037 1,467 Value added taxes payable 8,395 7,785 Forward foreign currency exchange contracts 10,448 4,178 Lease liability 10,700 — Other 6,633 3,210 Total accounts payable and accrued liabilities $ 570,621 $ 437,290 The roll forward of significant estimated accrued rebates and reserve for cash discounts for the years ended December 31, 2019, 2018 and 2017, were as follows: Balance at Beginning of Period Provision for Current Period Sales Payments Balance at End of Period Year ended December 31, 2019: Accrued rebates $ 43,116 $ 91,748 $ (77,701) $ 57,163 Reserve for cash discounts $ 1,197 $ 15,335 $ (14,643) $ 1,889 Year ended December 31, 2018: Accrued rebates $ 36,472 $ 67,843 $ (61,199) $ 43,116 Reserve for cash discounts $ 1,055 $ 12,474 $ (12,332) $ 1,197 Year ended December 31, 2017: Accrued rebates $ 34,737 $ 52,596 $ (50,861) $ 36,472 Reserve for cash discounts $ 888 $ 10,672 $ (10,505) $ 1,055 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The Company measures certain financial assets and liabilities at fair value in accordance with its policy in Note 3 – Significant Accounting Policies to these Consolidated Financial Statements. The following tables present the classification within fair value hierarchy of financial assets and liabilities not disclosed elsewhere that are remeasured on a recurring basis. Fair Value Measurements at December 31, 2019 Significant Other Significant Total Assets: Other Current Assets: NQDC Plan assets $ 1,177 $ — $ 1,177 Other Assets: NQDC Plan assets 16,288 — 16,288 Restricted investments (1) 3,168 — 3,168 Total other assets 19,456 — 19,456 Total assets $ 20,633 $ — $ 20,633 Liabilities: Current Liabilities: NQDC Plan liability (2) $ 1,177 $ — $ 1,177 Other long-term liabilities: NQDC Plan liability (2) 16,288 — 16,288 Contingent consideration — 50,793 50,793 Total other long-term liabilities 16,288 50,793 67,081 Total liabilities $ 17,465 $ 50,793 $ 68,258 Fair Value Measurements at December 31, 2018 Quoted Price in Significant Other Significant Total Assets: Other Current Assets: NQDC Plan assets $ — $ 370 $ — $ 370 Restricted investments (1) — 9,581 — 9,581 Total other current assets — 9,951 — 9,951 Other Assets: NQDC Plan assets — 12,828 — 12,828 Restricted investments (1) — 2,450 — 2,450 Strategic investment (3) 942 — — 942 Total other assets 942 15,278 — 16,220 Total assets $ 942 $ 25,229 $ — $ 26,171 Liabilities: Current Liabilities: NQDC Plan liability $ 55 $ 370 $ — $ 425 Contingent consideration — — 85,951 85,951 Total current liabilities 55 370 85,951 86,376 Other long-term liabilities: NQDC Plan liability 17,598 12,828 — 30,426 Contingent consideration — — 46,883 46,883 Total other long-term liabilities 17,598 12,828 46,883 77,309 Total liabilities $ 17,653 $ 13,198 $ 132,834 $ 163,685 (1) The restricted investments as of December 31, 2019 and 2018 secure the Company’s irrevocable standby letters of credit obtained in connection with certain commercial agreements. (2) The Company’s NQDC was amended during the second quarter of 2019, which resulted in a change to the classification of the obligation associated with the Company's common stock held in the NQDC. The obligation that was previously classified as a liability and recorded at fair value, was reclassified into equity and recorded at the shares' respective grant date fair values at June 30, 2019. The amendment prohibits the diversification of Company stock contributed to the plan into other types of investments. The NQDC liabilities classified as Level 2 represent investments held in plan assets excluding shares of the Company's common stock. See Note 17 to these Consolidated Financial Statements for additional details on the NQDC. (3) The Company had investments in marketable equity securities measured using quoted prices in an active market that were considered strategic investments and were included in Other Assets on the Company's Consolidated Balance Sheets. During the second quarter of 2019, the Company realized an immaterial gain upon the sale of the shares of the marketable equity securities reported in Other Income, Net. There were no transfers between levels during the periods presented. Liabilities measured at fair value using Level 3 inputs primarily consisted of contingent consideration. The following tables represent a roll-forward of contingent consideration. Contingent consideration as of December 31, 2018 $ 132,834 Milestone payments to Ares Trading S.A. (Merck Serono) (83,472) Milestone payments to former LEAD Therapeutics, Inc. shareholders (15,987) Changes in the fair value of contingent consideration 20,612 Realized foreign exchange gain on settlement of contingent consideration (1,928) Foreign exchange remeasurement of Euro denominated contingent (1,266) Contingent consideration as of December 31, 2019 $ 50,793 |
DERIVATIVE INSTRUMENTS AND HEDG
DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES | DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES The following table summarizes the Company’s derivatives designated as hedging instruments outstanding as of December 31, 2019 (notional amounts in millions): Foreign Exchange Contracts Number of Aggregate Notional Maturity Australian Dollars – Sell 36 13.8 Jan. 2020 - Dec. 2020 Canadian Dollars – Sell 56 42.5 Jan. 2020 - Dec. 2020 Colombian Pesos – Sell 24 99,850.0 Jan. 2020 - Dec. 2020 Euros – Purchase 146 175.4 Jan. 2020 - Dec. 2022 Euros – Sell 385 617.0 Jan. 2020 - Dec. 2022 Norwegian Krone – Sell 36 90.8 Jan. 2020 - Dec. 2020 Total 683 The following table summarizes the Company’s derivatives not designated as hedging instruments outstanding as of December 31, 2019 (notional amounts in millions): Foreign Exchange Contracts Number of Contracts Aggregate Notional Amount in Foreign Currency Maturity Brazilian Reais – Purchase 1 55.1 February 2020 Colombian Pesos – Purchase 4 28,320.0 Jan. 2020 - Feb. 2020 Colombian Pesos – Sell 2 173,000.0 Jan. 2020 - Feb. 2020 Euros – Purchase 1 8.0 February 2020 Euros – Sell 1 5.0 February 2020 Great British Pounds – Purchase 2 21.0 Jan. 2020 - Feb. 2020 Rubles – Purchase 1 20.0 February 2020 Rubles – Sell 2 1,360.0 Jan. 2020 - Feb. 2020 Total 14 The fair value carrying amounts of the Company’s derivative instruments were as follows: Balance Sheet Location December 31, 2019 December 31, 2018 Derivatives designated as hedging instruments: Asset Derivatives - Level 2 (1) Other current assets $ 19,584 $ 12,686 Other assets 13,539 10,324 Subtotal $ 33,123 $ 23,010 Liability Derivatives - Level 2 (1) Accounts payable and accrued liabilities $ 8,184 $ 4,036 Other long-term liabilities 5,493 3,653 Subtotal $ 13,677 $ 7,689 Derivatives not designated as hedging instruments: Asset Derivatives - Level 2 (1) Other current assets $ 469 $ 168 Liability Derivatives - Level 2 (1) Accounts payable and accrued liabilities $ 2,264 $ 142 Total Derivatives Assets $ 33,592 $ 23,178 Total Derivatives Liabilities $ 15,941 $ 7,831 (1) See Note 3 to these Consolidated Financial Statements for additional information related to the Company’s fair value measurements. The following tables summarize the impact of gains and losses from the Company's derivatives on its Consolidated Financial Statements for the period presented. Derivatives Designated as Cash Flow Hedging Instruments December 31, 2019 Amount of Gain (Loss) Recognized in Other Comprehensive Income $ 25,266 December 31, 2019 Derivatives Designated as Cash Flow Hedging Instruments Cash Flow Hedge Gains (Losses) Net product revenues as reported $ 1,661,043 $ 17,672 Operating expenses as reported $ 1,804,505 $ (3,453) Derivatives Not Designated as Hedging Instruments Gains (Losses) Recognized in Earnings Operating Expenses $ (5,259) As of December 31, 2019, the Company expects to reclassify unrealized losses of $9.4 million from AOCI to earnings as the forecasted revenue and operating expense transactions occur over the next twelve months. The Company is exposed to counterparty credit risk on all of its derivative financial instruments. The Company has established and maintains strict counterparty credit guidelines and enters into hedges only with financial institutions that are investment grade or better to minimize the Company’s exposure to potential defaults. The Company does not require collateral to be pledged under these agreements. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
LEASES | LEASES The following table presents the Company’s ROU assets and lease liabilities as of December 31, 2019: Lease Classification Classification December 31, 2019 Assets: Operating Other Assets $ 49,045 Financing Other Assets 10,389 Total ROU assets $ 59,434 Liabilities: Current: Operating Accounts payable and accrued liabilities $ 7,451 Financing Accounts payable and accrued liabilities 3,249 Noncurrent: Operating Other long-term liabilities 44,092 Financing Other long-term liabilities 6,708 Total lease liabilities $ 61,500 Maturities of lease liabilities as of December 31, 2019 by fiscal year were as follows: Maturity of Lease Liabilities Operating Financing Total 2020 $ 10,019 $ 3,705 $ 13,724 2021 9,081 3,090 12,171 2022 8,699 2,346 11,045 2023 7,748 1,748 9,496 2024 5,916 — 5,916 Thereafter 22,027 — 22,027 Total lease payments 63,490 10,889 74,379 Less: Interest (11,947) (932) (12,879) Present value of lease liabilities $ 51,543 $ 9,957 $ 61,500 Lease Cost Classification December 31, 2019 Operating (1) Operating Expenses $ 13,026 Financing: Amortization Operating Expenses 2,615 Interest expense Operating Expenses 606 Total lease costs $ 16,247 (1) Includes short-term leases and variable lease costs, both of which were not material. Rent expense under operating leases for the years ended December 31, 2018 and 2017 was $12.2 million and $11.4 million, respectively. Minimum lease payments for future years as of December 31, 2018 were as follows: 2019 $ 12,976 2020 12,549 2021 11,198 2022 10,574 2023 9,993 Thereafter 27,701 Total $ 84,991 Deferred rent accruals at December 31, 2018 totaled $2.1 million, of which $0.5 million was current. Other Information December 31, 2019 Weighted average remaining lease term (in years): Operating leases 7.9 Financing leases 3.3 Weighted average discount rate: Operating leases 5.2 % Financing leases 5.4 % As of December 31, 2019, no operating leases were expected to commence that create significant rights and obligations for the Company. Supplemental Cash Flow Information December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Cash used in operating activities: Operating leases $ 8,183 Financing leases $ 628 Cash used in financing activities: Financing leases $ 5,087 ROU assets obtained in exchange for lease obligations: Operating leases $ 9,772 Financing leases $ 3,267 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT As of December 31, 2019, the Company had outstanding fixed-rate notes with varying maturities for an undiscounted aggregate principal amount of $870.0 million (collectively the Notes). The Notes are senior subordinated convertible obligations, summarized as of December 31, as follows: 2019 2018 1.50% senior subordinated convertible notes due in October 2020 (the 2020 Notes) $ 374,993 $ 374,993 Unamortized discount (12,078) (26,581) Unamortized deferred offering costs (1,033) (2,334) Convertible Notes due 2020, net (1) 361,882 346,078 0.599% senior subordinated convertible notes due in August 2024 (the 2024 Notes) 495,000 495,000 Unamortized discount (6,533) (7,946) Unamortized deferred offering costs (2,229) (2,715) Convertible Notes due in 2024, net 486,238 484,339 Total convertible debt, net $ 848,120 $ 830,417 Fair value of fixed rate convertible debt Convertible Notes due in 2020 (2) $ 405,679 $ 419,722 Convertible Notes due in 2024 (2) 521,839 491,626 Total $ 927,518 $ 911,348 (1) As the 2020 Notes mature in October 2020, the outstanding principal of the 2020 Notes is classified as a current liability as of December 31, 2019. (2) The fair value of the Company’s fixed-rate convertible debt is based on open market trades and is classified as Level 1 in the fair value hierarchy. See Note 3 to these Consolidated Financial Statements for additional information related to the Company’s fair value measurements. Interest expense on the Company’s debt consisted of the following: Years Ended December 31, 2019 2018 2017 Coupon interest $ 4,907 $ 12,452 $ 10,407 Amortization of debt issuance costs 2,031 3,610 3,725 Accretion of discount on convertible notes 15,917 27,602 28,575 Total interest expense on convertible debt $ 22,855 $ 43,664 $ 42,707 2024 Convertible Notes In August 2017, the Company issued $495.0 million in aggregate principal amount of senior subordinated convertible notes with a maturity date of August 1, 2024. The 2024 Notes were issued to the public at 98% of face value and bear interest at the rate of 0.599% per annum. Interest is payable semi-annually in cash in arrears on February 1 and August 1 of each year, beginning February 1, 2018. The 2024 Notes are convertible, at the option of the holder into shares of the Company’s common stock. The initial conversion rate for the 2024 Notes is 8.0212 shares per $1,000 principal amount of the 2024 Notes, which represents a conversion price of approximately $124.67 per share, subject to adjustment under certain conditions. Following certain corporate transactions, the Company will, in certain circumstances, increase the conversion rate for a holder that elects to convert its 2024 Notes in connection with such corporate transactions by a number of additional shares of the Company’s common stock. A holder may convert fewer than all of such holder’s 2024 Notes so long as the amount of the 2024 Notes converted is an integral multiple of $1,000 principal amount. Net proceeds from the offering were $481.7 million. The 2024 Notes are senior subordinated, unsecured obligations, and rank (i) subordinated in right of payment to the prior payment in full of any of the Company’s existing and future senior debt, (ii) equal in right of payment to any of the Company’s existing and future senior subordinated debt, (iii) senior in right of payment to any of the Company’s existing and future indebtedness that is expressly subordinated in right of payment to the 2024 Notes, and (iv) effectively subordinated to any of the Company’s existing and future secured indebtedness, to the extent of the value of the collateral securing that indebtedness and structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s subsidiaries. Upon the occurrence of a “fundamental change,” as defined in the indenture governing the 2024 Notes, the holders may require the Company to repurchase all or a portion of such holder’s 2024 Notes for cash at 100% of the principal amount of the 2024 Notes being purchased, plus any accrued and unpaid interest. In connection with the issuance of the 2024 Notes, the Company recorded a discount on the 2024 Notes of $9.9 million, which will be accreted and recorded as additional interest expense over the life of the 2024 Notes. In connection with the issuance of the 2024 Notes, the Company incurred $3.4 million of issuance costs. 2018/2020 Convertible Notes In October 2013, the Company issued $750.0 million in aggregate principal amount of senior subordinated convertible notes consisting of $375.0 million in aggregate principal amount of 0.75% senior subordinated convertible notes that had a maturity date of October 15, 2018 (the 2018 Notes) and $375.0 million in aggregate principal amount of 1.50% senior subordinated convertible notes with a maturity date of October 15, 2020. Net proceeds from the offering were $726.2 million. Interest on the 2020 Notes is payable semiannually in arrears on April 15 and October 15 of each year. The Company’s 2018 Notes matured on October 15, 2018. Substantially all holders of the 2018 Notes converted at maturity and the 2018 Notes were settled with a combination of cash and shares of the Company’s common stock, consisting of approximately $375.0 million in cash and 190,220 in shares. The shares issued represented the value of the 2018 Notes in excess of the conversion price of $94.15, as measured over a 25-day averaging period. The cash payment comprised the principal, the value of fractional shares and the value of unconverted 2018 Notes. The 2020 Notes are senior unsecured obligations, and rank (i) subordinated to any of the Company’s existing and future unsecured senior debt, (ii) equally to any of the Company’s existing and future senior subordinated debt, (iii) senior to any of the Company’s future indebtedness that is expressly subordinated to the 2020 Notes, and (iv) effectively junior to any secured indebtedness to the extent of the value of the assets securing such indebtedness. Upon the occurrence of a “fundamental change”, as defined in the indenture, the holders may require the Company to repurchase all or a portion of the 2020 Notes for cash at 100% of the principal amount of the Notes being purchased, plus any accrued and unpaid interest. The initial conversion rate for the 2020 Notes is 10.6213 shares per $1,000 principal amount of the 2020 Notes, which represents a conversion price of approximately $94.15 per share. Such conversion rates are subject to adjustment under certain conditions. Holders may convert their 2020 Notes at their option at any time prior to July 15, 2020 only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2014, if the last reported sale price of the Company’s common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the applicable conversion price on each applicable trading day; (2) during the five five The Company separately accounted for the liability and equity components of the 2020 Notes by allocating the proceeds from issuance of the 2020 Notes between the liability component and the embedded conversion option, or equity component. This allocation was done by first estimating an interest rate at the time of issuance for similar notes that do not include the embedded conversion option. The Company allocated $156.2 million to the equity component, net of offering costs of $5.1 million. The Company recorded a discount on the 2018 Notes and 2020 Notes of $161.3 million, which was accreted and recorded as additional interest expense over the lives of the 2018 Notes and 2020 Notes. Additionally, in connection with the issuance of the 2018 Notes and the 2020 Notes, the Company incurred $23.8 million of issuance costs, which were deferred and amortized over the lives of the 2018 Notes and 2020 Notes and recorded as additional interest expense. To minimize the impact of potential dilution upon conversion of the 2018 Notes and the 2020 Notes, the Company entered into capped call transactions separate from the issuance of the Notes with certain counterparties covering 3,982,988 shares of the Company’s common stock, subject to adjustment, which applies 50% to the 2018 Notes and 50% to the 2020 Notes. The capped calls have a strike price of $94.15 and a cap price of $121.05 and are exercisable when and if the Notes are converted. If upon conversion of the Notes, the price of the Company’s common stock is above the strike price of the capped calls, the counterparties will deliver shares of the Company’s common stock and/or cash with an aggregate value equal to the difference between the price of the Company’s common stock at the conversion date and the strike price, multiplied by the number of shares of the Company’s common stock related to the capped calls being exercised. The Company paid $29.8 million for these capped calls transactions, which was recorded as additional paid-in capital. Upon maturity of the 2018 Notes, the Company received from the capped call counterparties 95,127 shares of the Company’s common stock, which were accounted for as treasury shares and subsequently retired. The Company incurred no gain or loss upon the extinguishment of the 2018 Notes. See Note 19 to these Consolidated Financial Statements for further discussion of the effect of conversion on net loss per common share. Revolving Credit Facility In October 2018, the Company entered into an unsecured revolving credit facility of up to $200.0 million (the 2018 Credit Facility). The 2018 Credit Facility includes a letter of credit subfacility and a swingline loan subfacility and is intended to finance ongoing working capital needs and for other general corporate purposes. Borrowings under the 2018 Credit Facility bear interest, at the Company’s option, at a rate equal to either (a) the LIBOR rate (except that if LIBOR is less than zero it shall be deemed to be zero for purposes of the 2018 Credit Facility), or LIBOR successor rate, plus an applicable margin ranging from 1.00% to 1.95% per annum, based upon the Company’s net leverage ratio and EBITDA for each of the two most recently ended four-quarter measurement periods, or (b) the Base Rate, generally the prime lending rate, plus an applicable margin ranging from 0.00% to 0.95%, based upon the Company’s net leverage ratio and EBITDA for each of the two most recently ended four-quarter measurement periods. Commitment fees payable on the undrawn amount range from 0.15% to 0.35% per annum based upon the Company’s net leverage ratio and EBITDA for each of the two most recently ended four-quarter measurement periods. The Company’s obligations under the 2018 Credit Facility are guaranteed by its direct subsidiary, California Corporate Center Acquisition LLC, and such obligations may in the future be guaranteed from time to time by certain other material domestic subsidiaries. The 2018 Credit Facility matures on October 19, 2021 at which time all outstanding amounts become due and payable, except that if at least $100.0 million aggregate principal amount of the 2020 Notes remain outstanding on August 1, 2020 and certain other conditions have not been met, the Company may be required to repay all amounts borrowed under the 2018 Credit Facility on August 1, 2020. The 2018 Credit Facility contains financial covenants requiring the Company to maintain a minimum interest coverage ratio and a minimum liquidity requirement. The Company incurred approximately $1.0 million of issuance costs, which will be amortized to Interest Expense over the term of the 2018 Credit Facility. As of December 31, 2019, there were no outstanding amounts due under the 2018 Credit Facility and the Company and certain of its subsidiaries that serve as guarantors were in compliance with all covenants. |
ACCUMULATED COMPREHENSIVE INCOM
ACCUMULATED COMPREHENSIVE INCOME | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME | ACCUMULATED OTHER COMPREHENSIVE INCOME The following table summarizes amounts reclassified out of AOCI and their effect on the Company’s Consolidated Statements of Operations for the years ended December 31, 2019, 2018 and 2017. Years Ended December 31, Details about AOCI Components 2019 2018 2017 Consolidated Statement of Operations Classification Gains (losses) on cash flow hedges: Forward contracts $ 17,672 $ (6,005) $ (5,377) Net product revenues Forward contracts (1,819) 3,958 264 Operating expenses Total gain (loss) on cash flow hedges 15,853 (2,047) (5,113) Gain on sale of available-for-sale debt securities — — 3,252 Other income, net Income tax effect of the above — — (1,191) Provision for (benefit from) income taxes Total gain on available-for-sale debt securities — — 2,061 $ 15,853 $ (2,047) $ (3,052) Net loss The following table summarizes changes in the accumulated balances for each component of AOCI, including current period other comprehensive income (loss) and reclassifications out of AOCI, for the periods presented. Unrealized Gains (Losses) on Cash Flow Hedges Unrealized Gains (Losses) on Available-for-Sale Debt Securities Other Total AOCI balance at December 31, 2017 $ (20,232) $ (2,722) $ (7) $ (22,961) Impact of change in accounting principle (1) — (586) — (586) AOCI balance at January 1, 2018 (20,232) (3,308) (7) (23,547) Other comprehensive income (loss) before 25,386 1,804 (6) 27,184 Less: gain (loss) reclassified from AOCI (2,047) — — (2,047) Tax effect — (413) — (413) Net current-period other comprehensive income (loss) 27,433 1,391 (6) 28,818 AOCI balance at December 31, 2018 7,201 (1,917) (13) 5,271 Other comprehensive income (loss) before 25,266 7,122 (2) 32,386 Less: gain (loss) reclassified from AOCI 15,853 — — 15,853 Tax effect — (1,640) — (1,640) Net current-period other comprehensive income (loss) 9,413 5,482 (2) 14,893 AOCI balance at December 31, 2019 $ 16,614 $ 3,565 $ (15) $ 20,164 (1) The amount represents the reclassification from AOCI to Accumulated Deficit due to the adoption of ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income |
REVENUE, CREDIT CONCENTRATIONS
REVENUE, CREDIT CONCENTRATIONS AND GEOGRAPHIC INFORMATION | 12 Months Ended |
Dec. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
REVENUE, CREDIT CONCENTRATIONS AND GEOGRAPHIC INFORMATION | REVENUE, CREDIT CONCENTRATIONS AND GEOGRAPHIC INFORMATION The Company operates in one business segment, which primarily focuses on the development and commercialization of innovative therapies for people with serious and life-threatening rare diseases and medical conditions. The Company considers there to be revenue concentration risks for regions where net product revenues exceed 10% of consolidated net product revenues. The concentration of the Company’s Net Product Revenues within the regions below may have a material adverse effect on the Company’s revenues and results of operations if sales in the respective regions experience difficulties. The following table disaggregates Total Revenues from external customers and collaborative partners by geographic region. Years Ended December 31, 2019 2018 2017 Total revenues by geographic region: United States $ 778,440 $ 696,793 $ 588,243 Europe 509,188 436,434 398,814 Latin America 218,792 185,046 181,970 Rest of world 197,628 172,939 144,619 Total revenues $ 1,704,048 $ 1,491,212 $ 1,313,646 The following table disaggregates total Net Product Revenues by product. Years Ended December 31, 2019 2018 2017 Net product revenues by product: Aldurazyme $ 97,809 $ 135,097 $ 89,959 Brineura 71,997 39,889 8,595 Firdapse 22,348 21,787 18,890 Kuvan 463,353 433,582 407,542 Naglazyme 374,334 345,851 332,208 Palynziq 86,857 12,173 — Vimizim 544,345 481,977 413,251 Total net product revenues $ 1,661,043 $ 1,470,356 $ 1,270,445 Net Product Revenues by geographic region are based on patient location for the Company’s commercial products, except for Aldurazyme. Although Genzyme sells Aldurazyme worldwide, the revenues earned by the Company based on Genzyme’s net sales are included in the U.S. region, as the transactions are with Genzyme, whose headquarters is located in the U.S. Genzyme is the Company’s sole customer for Aldurazyme and is responsible for marketing and selling Aldurazyme to third parties. The table below disaggregates total Net Product Revenues based on patient location for products sold directly by the Company, and global sales of Aldurazyme, which is marketed by Genzyme. Years Ended December 31, 2019 2018 2017 Region: United States $ 669,171 $ 560,030 $ 495,741 Europe 485,596 424,357 363,538 Latin America 218,792 184,984 181,963 Rest of world 189,675 165,888 139,244 Total net product revenues marketed by the Company 1,563,234 1,335,259 1,180,486 Aldurazyme net product revenues marketed by Genzyme 97,809 135,097 89,959 Total net product revenue $ 1,661,043 $ 1,470,356 $ 1,270,445 The following table illustrates the percentage of the Company’s total Net Product Revenues attributed to the Company’s largest customers. Years Ended December 31, 2019 2018 2017 Customer A 17 % 18 % 18 % Customer B 13 % 12 % 14 % Customer C 11 % 10 % 10 % Total 41 % 40 % 42 % On a consolidated basis, two customers accounted for 24% and 16% of the Company’s December 31, 2019 accounts receivable balance, respectively, compared to December 31, 2018 when two customers accounted for 30% and 16% of the accounts receivable balance, respectively. As of December 31, 2019 and 2018, the accounts receivable balance for Genzyme included $60.2 million and $73.9 million, respectively, of unbilled accounts receivable, which become payable to the Company when the product is sold through by Genzyme. The Company does not require collateral from its customers, but does perform periodic credit evaluations of its customers’ financial condition and requires immediate payment in certain circumstances. The Company sells its products in countries that face economic volatility and weakness. Although the Company has historically collected receivables from customers in such countries, sustained weakness or further deterioration of the local economies and currencies may cause customers in those countries to be unable to pay for the Company’s products. The Company has not historically experienced a significant level of uncollected receivables and has received continued payments from its more aged accounts in these countries. The Company believes that the allowances for doubtful accounts related to these countries, if any, was adequate based on its analysis of the specific business circumstances and expectations of collection for each of the underlying accounts in these countries. Non-monetary long-lived assets, which primarily consist of property, plant and equipment, intangible assets, ROU assets, deferred tax assets and goodwill, are summarized by geographic region in the following table. December 31, 2019 2018 Long-lived assets by geography: United States $ 1,789,044 $ 1,719,733 Ireland 292,957 220,878 Rest of world 188,505 158,583 Total long-lived assets $ 2,270,506 $ 2,099,194 |
EQUITY COMPENSATION PLANS AND S
EQUITY COMPENSATION PLANS AND STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
EQUITY COMPENSATION PLANS AND STOCK-BASED COMPENSATION | EQUITY COMPENSATION PLANS AND STOCK-BASED COMPENSATION Equity Compensation Plans Shares Available Under Equity Compensation Plans As of December 31, 2019, an aggregate of approximately 39.7 million unissued shares was authorized for future issuance under the Company’s stock plans, which primarily includes shares issuable under the 2017 Equity Incentive Plan and the ESPP. Under the 2017 Equity Incentive Plan, shares issued under the Amended and Restated 2006 Share Incentive Plan (the 2006 Share Incentive Plan) and the 2017 Equity Incentive Plan that expire or are forfeited generally become available for future issuance under the 2017 Equity Incentive Plan. Shares formerly reserved for future issuance under the 2006 Share Incentive Plan were transferred to the 2017 Equity Incentive Plan and became available for issuance thereunder upon the effectiveness of the 2017 Equity Incentive Plan. The Company’s stock-based compensation plans are administered by the Company’s Board of Directors (the Board), or designated Committee thereof, which selects persons to receive awards and determines the number of shares subject to each award and the terms, conditions, performance measures and other provisions of the awards. See Note 3 to these Consolidated Financial Statements for discussion regarding the valuation of equity awards. 2017 Equity Incentive Plan The 2017 Equity Incentive Plan, approved by the Company’s stockholders on June 6, 2017 and effective as of that same date, is the successor to and continuation of the 2006 Share Incentive Plan and provides for awards of RSUs and stock options as well as other forms of equity compensation. No additional awards will be granted under the 2006 Share Incentive Plan; however, there are vested and unvested awards outstanding under the 2006 Share Incentive Plan. Stock option awards granted to employees generally vest over a four four As of December 31, 2019, approximately 21.5 million shares were authorized and reserved for future issuance under the 2017 Equity Incentive Plan. Employee Stock Purchase Plan The ESPP was initially approved in June 2006, replacing the Company’s previous plan, and was most recently amended in June 2019. Under BioMarin’s ESPP, employees meeting specific employment qualifications are eligible to participate and can purchase shares on established dates (each purchase date) semi-annually through payroll deductions at the lower of 85% of the fair market value of the stock at the commencement of the offering period or each purchase date of the offering period. Each offering period will span up to two years. The ESPP permits eligible employees to purchase common stock through payroll deductions for up to 10% of qualified compensation, up to an annual limit of $25,000. The ESPP is intended to qualify as an “employee stock purchase plan” under Section 423 of the IRC. During the year ended December 31, 2019, the Company issued 0.2 million shares under the ESPP. As of December 31, 2019, approximately 7.0 million shares were authorized and 3.6 million shares reserved for future issuance under the ESPP. Board of Director Grants September 19, 2019, the Board of BioMarin approved revised compensation for the Independent Directors of the Company. On the date of the Company’s annual meeting of stockholders for a given year, each re-elected Independent Director receives an RSU grant valued at $400,000 ($375,000 prior to September 19, 2019), with the number of RSUs to be granted calculated based on the three one Stock-based Compensation Stock-based compensation expense included on the Company’s Consolidated Statements of Operations for all stock-based compensation arrangements was as follows: Years Ended December 31, 2019 2018 2017 Cost of sales $ 16,146 $ 13,558 $ 10,636 Research and development 56,649 57,557 53,112 Selling, general and administrative 87,070 77,704 76,515 Total stock-based compensation expense $ 159,865 $ 148,819 $ 140,263 Stock-based compensation of $20.3 million, $20.0 million and $16.1 million was capitalized into inventory for the years ended December 31, 2019, 2018 and 2017, respectively. Capitalized stock-based compensation is recognized in Cost of Sales when the related product is sold. Restricted Stock Units Restricted Stock Unit Awards with Service-Based Vesting Conditions Below is a summary of RSU activity under the plan for the year ended December 31, 2019: Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Years Aggregate Intrinsic Value Non-vested units as of December 31, 2018 3,147,523 $ 87.42 2.6 $ 268,012 Granted 1,937,858 $ 91.28 Vested (1,136,627) $ 91.20 Forfeited (363,370) $ 89.39 Non-vested units as of December 31, 2019 3,585,384 $ 88.54 2.6 $ 303,144 The weighted-average grant date fair value per share of RSUs granted during the years ended December 31, 2019, 2018 and 2017, was $91.28, $84.63 and $87.88, respectively. The total intrinsic value of restricted stock that vested and was released in the years ended December 31, 2019, 2018 and 2017, was $101.0 million, $84.5 million and $76.5 million, respectively. As of December 31, 2019, total unrecognized compensation cost related to unvested RSUs with service-based vesting conditions of $225.5 million was expected to be recognized over a weighted average period of 2.6 years. Restricted Stock Unit Awards with Performance Conditions The Compensation Committee of the Board (with respect to awards to certain executive officers other than the Chief Executive Officer) and the Board (with respect to awards to the Chief Executive Officer) may grant RSUs with performance-based vesting conditions to certain executive officers. In March 2019, the Compensation Committee and Board approved a grant of RSUs with performance-based vesting conditions. This award is contingent upon the achievement of a 2019 revenue target and the earned RSUs, if any, vest over a three-year service period. The number of shares that may be earned range between 50% and 200% of the base RSUs, depending on the percentage of 2019 “managed revenues” (defined as the Company’s net product revenues, excluding net revenues attributable to Aldurazyme, and determined using fixed foreign currency exchange rates) achieved against the target managed revenues, with a threshold achievement level of 75% of target and a ceiling achievement level of 125% of target. Below is a summary of activity related to RSUs with revenue-based performance conditions under the plan for the year ended December 31, 2019: Shares Weighted Average Grant Date Fair Value Non-vested units as of December 31, 2018 256,418 $ 84.85 Granted 99,010 $ 94.53 Vested (125,687) $ 84.85 Forfeited (2,857) $ 83.57 Non-vested units as of December 31, 2019 226,884 $ 89.09 The weighted-average grant date fair value of RSUs with performance conditions was $83.57 and $87.42 for the years ended December 31, 2018 and 2017, respectively. As of December 31, 2019, total unrecognized compensation expense of $10.5 million related to RSUs with performance-based vesting conditions was expected to be recognized over a weighted average period of 1.7 years. In August 2019, the Compensation Committee of the Board approved the grant of 44,260 RSUs with performance-based vesting conditions and a grant date fair value of $81.00 per RSU. These awards are contingent upon obtaining regulatory approval for valoctocogene roxaparvovec by January 2022 and the awarded RSUs, if any, will vest from the time regulatory approval is obtained through January 2022. The Company evaluated the current timeline and the status of regulatory applications and determined that for accounting purposes attainment of the performance measure was not probable as of December 31, 2019 as the regulatory approval is outside of the Company's control. Therefore, the Company did not record any expense associated with these awards, as such the full value of $3.6 million remains unrecognized and the Company does not have an estimate of the expected weighted average period over which expense is to be recognized. Restricted Stock Unit Awards with Market Conditions In March 2019, the Compensation Committee and Board approved the grant of 99,010 RSUs with market-based vesting conditions (base TSR-RSUs) to certain executives. These base TSR-RSUs vest, if at all, in full following a three-year service period only if certain total shareholder return (TSR) results relative to the Nasdaq Biotechnology Index comparative companies are achieved. The number of shares that may be earned range between zero percent and 200% of the base TSR-RSUs with a ceiling achievement level of 100% of the base TSR-RSUs in the event the Company’s TSR is above the 50th percentile but negative on an absolute basis. The Company utilized a Monte Carlo simulation model to determine the grant date fair value of $143.92 per base TSR-RSU using the following assumptions: an expected term of 2.8 years, discount rate of 2.4% dividend yield of 0.0% and expected volatility rate derived from historical volatilities for the Company and the members of the referenced peer group. Compensation expense for awards with market conditions is not reversed if the market condition is not met. As of December 31, 2019, total unrecognized compensation expense of $9.4 million related to base TSR-RSUs was expected to be recognized over a weighted average period of 2.2 years. Stock Options and Purchase Rights Stock Options The following table summarizes activity under the Company’s stock option plans for the year ended December 31, 2019. All stock option grants presented in the table had exercise prices not less than the fair value of the underlying common stock on the grant date: Shares Weighted Average Exercise Price Weighted Average Remaining Years Aggregate Intrinsic Value (1) Options outstanding as of December 31, 2018 7,363,609 $ 63.06 5.1 $ 183,091 Granted 610,250 $ 94.45 Exercised (567,672) $ 28.95 Expired and forfeited (141,952) $ 82.24 Options outstanding as of December 31, 2019 7,264,235 $ 67.99 4.7 $ 146,700 Options unvested as of December 31, 2019 1,258,052 $ 89.49 8.5 $ 447 Exercisable at December 31, 2019 6,006,183 $ 63.48 3.9 $ 146,253 (1) The aggregate intrinsic value for outstanding options is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company’s common stock on the Nasdaq Global Select Market as of the last trading day for the respective year. The aggregate intrinsic value of options outstanding and exercisable includes options with an exercise price below $84.55, the closing price of the Company’s common stock on the Nasdaq Global Select Market on December 31, 2019. The weighted-average fair value per stock option granted in the years ended December 31, 2019, 2018 and 2017, were $36.84, $33.40 and $36.07, respectively. The total intrinsic value of options exercised during the years ended December 31, 2019, 2018 and 2017, was $32.5 million, $79.9 million and $77.0 million, respectively. The aggregate intrinsic value of options exercised was determined as of the date of option exercise. Upon the exercise of the options, the Company issues new common stock from its authorized shares. The assumptions used to estimate the per share fair value of stock options granted during the periods presented were as follows: Years Ended December 31, 2019 2018 2017 Expected volatility 37.1 – 37.4% 36.8 – 38.4% 37.6 – 39.7% Dividend yield 0.00% 0.00% 0.00% Expected term 4.6 – 5.8 years 4.6 – 5.7 years 4.9 – 6.6 years Risk-free interest rate 2.2 – 3.0% 2.3 – 2.8% 1.8 – 2.2% As of December 31, 2019, total unrecognized compensation cost related to unvested stock options of $36.5 million was expected to be recognized over a weighted average period of 2.4 years. The net tax benefit from stock options exercised during the year ended December 31, 2019 was $1.2 million. The assumptions used to estimate the per share fair value of stock purchase rights granted under the ESPP were as follows: Years Ended December 31, 2019 2018 2017 Expected volatility 27.7 – 35.0% 29.7 – 35.0% 27.7 – 42.3% Dividend yield 0.00% 0.00% 0.00% Expected term 6 – 24 months 6 – 24 months 6 – 24 months Risk-free interest rate 1.2 – 2.8% 1.2 – 2.8% 1.0 – 1.6% As of December 31, 2019, total unrecognized compensation cost related to unvested stock options issuable under the ESPP of $14.3 million was expected to be recognized over a weighted average period of 1.4 years. |
OTHER EMPLOYEE BENEFITS
OTHER EMPLOYEE BENEFITS | 12 Months Ended |
Dec. 31, 2019 | |
Compensation Related Costs [Abstract] | |
OTHER EMPLOYEE BENEFITS | OTHER EMPLOYEE BENEFITS Employment Agreements The Company has entered into employment agreements with certain officers. Generally, these agreements can be terminated without cause by the Company upon prior written notice and payment of specified severance, or by the officer upon four weeks’ prior written notice to the Company. 401(k) Plan The Company sponsors the BioMarin Retirement Savings Plan (the 401(k) Plan). Most employees are eligible to participate following the start of their employment, at the beginning of each calendar month. Employees may contribute to the 401(k) Plan up to the lesser of 100% of their current compensation or an amount up to a statutorily prescribed annual limit. The Company pays the direct expenses of the 401(k) Plan and matches 100% of each participating employee’s eligible contributions, up to a maximum of the lesser of 6% of the employee’s annual compensation or $19,000 per year ($19,500 per year effective January 1, 2020). The Company’s matching contribution vests immediately and was approximately $28.5 million, $23.0 million and $19.8 million for the years ended December 31, 2019, 2018 and 2017, respectively. Deferred Compensation Plan The Company amended the NQDC in the second quarter of 2019 to prohibit the diversification of deferrals of Company stock, which resulted in a change to the classification of the obligation associated with the Company's common stock held in the NQDC. Company stock issued and held by the NQDC is accounted for similarly to treasury stock in that the fair value of the employer stock was determined on the grant date and the shares are issued into the NQDC when the restricted stock vests. The corresponding deferred compensation obligation is classified as equity and changes in the fair value of Company stock held in the NQDC are no longer recognized in earnings. Other contributions held in the NQDC are classified as trading securities and recorded at fair value with the corresponding deferred compensation obligation classified as a liability. Changes in the fair value of non-BioMarin investments are recognized in earnings in the period they occur. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The provision for (benefit from) income taxes was based on loss before income taxes as follows: Years Ended December 31 2019 2018 2017 U.S. Source $ (182,112) $ (128,700) $ (19,461) Non-U.S. Source 87,301 (14,005) (16,414) Loss before income taxes $ (94,811) $ (142,705) $ (35,875) The U.S. and foreign components of the provision for (benefit from) income taxes were as follows: Years Ended December 31, 2019 2018 2017 Provision for (benefit from) current income tax expense: Federal $ 5,127 $ (2,660) $ 29,848 State and local 1,331 588 2,880 Foreign 5,339 4,956 3,975 11,797 2,884 36,703 Provision for (benefit from) deferred income taxes: Federal (58,311) (72,074) 12,446 State and local (5,394) (994) 32,336 Foreign (19,055) 4,690 (318) (82,760) (68,378) 44,464 Provision for (benefit from) income taxes $ (70,963) $ (65,494) $ 81,167 On December 22, 2017, the Tax Cuts and Jobs Act (the 2017 Tax Act) was signed into law and resulted in significant changes to the U.S. corporate income tax system. These changes included a federal statutory rate reduction from 35% to 21% and the elimination or reduction of certain domestic deductions and credits, including a 50% reduction in the orphan drug credit benefit. The 2017 Tax Act changed U.S. international taxation from a worldwide basis to a modified territorial system that includes base erosion prevention measures on foreign earnings. This has resulted in the Company’s foreign subsidiaries being subject to U.S. taxation in the current year. Changes to tax laws and tax rates are required to be accounted for in the period of the enactment, therefore the Company’s tax expense for the year ended December 31, 2017 included the impact of the 2017 Tax Act. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118), which allowed companies to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. As a result, the Company previously provided a provisional estimate of the effect of the 2017 Tax Act in its 2017 financial statements. In the fourth quarter of 2018, the Company completed its analysis to determine the effect of the 2017 Tax Act and recorded immaterial adjustments as of December 31, 2018. The Company has elected to account for Global Intangible Low-taxed Income (GILTI) as a current period expense when incurred. The following is a reconciliation of the statutory federal income tax (benefit) expense to the Company’s effective tax rate: December 31, 2019 2018 2017 Federal statutory income tax benefit $ (19,911) $ (29,968) $ (12,556) State and local taxes (2,784) (276) 7,282 Orphan Drug & General Business Credit (43,124) (66,451) (33,683) Stock compensation expense 239 (5,647) (6,843) Changes in the fair value of contingent consideration (1,804) (2,361) 1,099 Foreign Source Income Subject to US Tax (52) 6,543 30,181 Foreign tax rate differential (1) (30,639) 12,583 9,403 Section 162(m) limitation 8,294 7,440 9,492 Tax Cuts and Jobs Act of 2017 — — 42,338 Tax Reserves 12,123 8,545 2,262 Other (1,132) (423) (2,940) Valuation allowance/deferred benefit 7,827 4,521 35,132 Effective income tax (benefit) expense $ (70,963) $ (65,494) $ 81,167 (1) For the year ended December 31, 2019, the foreign rate differential included foreign local tax expense which was at an effective rate lower than the U.S. statutory rate and was offset by the benefit of the valuation allowance release against the deferred tax assets of the Company’s Dutch subsidiary of $29.6 million. The significant components of the Company’s net deferred tax assets were as follows: December 31, 2019 2018 Net deferred tax assets: Net operating loss carryforwards $ 32,181 $ 42,007 Tax credit carryforwards 508,560 466,066 Accrued expenses, reserves, and prepaids 61,807 55,041 Intangible assets 29,413 18,734 Stock-based compensation 42,873 35,966 Lease liabilities 11,470 — Inventory 6,290 12,859 Other 575 278 Valuation allowance (86,197) (107,928) Total deferred tax assets 606,972 523,023 Joint venture basis difference (993) (1,010) Acquired intangibles (1,647) (6,508) Deferred revenue (3,003) (4,480) Convertible notes discount (2,364) (5,157) ROU assets (10,258) — Property, plant and equipment (46,642) (44,916) Total deferred tax liabilities (64,907) (62,071) Net deferred tax assets $ 542,065 $ 460,952 In the second quarter of 2019, the Company determined that it is more likely than not that the deferred tax assets, including net operating losses and tax credit carryforwards of its Dutch subsidiary, will be realized. In making this determination, the Company analyzed the recent history of earnings, forecasts of future earnings and cumulative earnings for the last three years of the Dutch subsidiary. As a result, the Company recorded a $29.6 million reversal of its deferred tax asset valuation allowance in the second quarter of 2019. As of December 31, 2019, the Company had the following net operating loss and tax credit carryforwards, which if not utilized, will expire as follows: Type Amount Year Federal net operating loss carryforwards $ 144,566 2028 – 2037 Federal R&D and orphan drug credit carryforwards $ 507,292 2030 – 2038 State net operating loss carryforwards $ 161,341 2020 – 2039 Dutch net operating loss carryforwards $ 89,064 2021 – 2025 Included in the above table are $132.4 million of federal net operating loss carryforwards that will carry forward indefinitely. Not included in the table above are $112.1 million of state research credit carryovers that will carry forward indefinitely. The Company’s net operating losses and credits could be subject to annual limitations due to ownership change limitations provided by IRC Section 382 and similar state provisions. An annual limitation could result in the expiration of net operating losses and tax credit carryforward before utilization. There are limitations on the tax attributes of acquired entities however, the Company does not believe the limitations will have a material impact on the utilization of the net operating losses or tax credits. The financial statement recognition of the benefit for a tax position is dependent upon the benefit being more likely than not to be sustainable upon audit by the applicable taxing authority. If this threshold is met, the tax benefit is then measured and recognized at the largest amount that is greater than 50% likely of being realized upon ultimate settlement. A reconciliation of the beginning and ending amount of unrecognized tax benefits for the years ended December 31, 2019 and 2018, is as follows: December 31, 2019 2018 Balance at beginning of period $ 147,445 $ 113,486 Additions based on tax positions related to the current year 19,287 30,811 (Deletions) Additions for tax positions of prior years 2,016 3,148 Balance at end of period $ 168,748 $ 147,445 Included in the balance of unrecognized tax benefits at December 31, 2019 were potential benefits of $167.2 million that, if recognized, would affect the effective tax rate. The Company’s policy for classifying interest and penalties associated with unrecognized income tax benefits is to include such items in the income tax expense. The total amount of accrued interest and penalties was not significant as of December 31, 2019. The Company files income tax returns in the U.S. and various foreign jurisdictions. The U.S. and foreign jurisdictions have statute of limitations ranging from three U.S. income and foreign withholding taxes have not been recognized on the excess of the amount for financial reporting over the tax basis of investments in foreign subsidiaries that are essentially permanent in duration. This excess totaled approximately $31.2 million as of December 31, 2019, which will be indefinitely reinvested; deferred income taxes have not been provided on such foreign earnings. |
NET LOSS PER COMMON SHARE
NET LOSS PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
NET LOSS PER COMMON SHARE | NET LOSS PER COMMON SHARE Potentially issuable shares of common stock include shares issuable upon the exercise of outstanding employee stock option awards, common stock issuable under the Company’s ESPP, unvested RSUs, common stock held by the NQDC and contingent issuances of common stock related to convertible debt. The following table sets forth the computation of basic and diluted loss per common share (common shares in thousands): Years Ended December 31, 2019 2018 2017 Numerator: Net loss, basic $ (23,848) $ (77,211) $ (117,042) Less: gain on common stock held by the NQDC — (710) — Net loss, diluted $ (23,848) $ (77,921) $ (117,042) Denominator: Weighted-average common shares outstanding, basic 179,039 177,061 174,427 Effect of dilutive securities: Common stock held by the NQDC — 207 — Weighted-average common shares outstanding, diluted 179,039 177,268 174,427 Net loss per common share, basic $ (0.13) $ (0.44) $ (0.67) Net loss per common share, diluted $ (0.13) $ (0.44) $ (0.67) The table below presents potential shares of common stock that were excluded from the computation of basic and diluted loss per common share as they were anti-dilutive (in thousands): Years Ended December 31, 2019 2018 2017 Options to purchase common stock 7,264 7,364 8,108 Common stock issuable under the 2018 Notes — — 3,983 Common stock issuable under the 2020 Notes 3,983 3,983 3,983 Common stock issuable under the 2024 Notes 3,970 3,970 3,970 Unvested restricted stock units 3,956 3,404 2,911 Common stock potentially issuable for ESPP purchases 587 435 436 Common stock held by the NQDC 205 — 220 Total number of potentially issuable shares 19,965 19,156 23,611 The potential effect of the capped call transactions with respect to the 2020 Notes was excluded from the diluted net income/loss per share as the Company’s closing stock price on December 31, 2019, 2018 and 2017 did not exceed the conversion price of $94.15 per share for the 2020 Notes. The potential effect of the capped call transactions with respect to the 2018 Notes was excluded from the diluted net income/loss per share as the Company’s closing stock price on December 31, 2017 did not exceed the conversion price of $94.15 per share for the 2018 Notes. There is no similar capped call transaction associated with the 2024 Notes. See Note 13 to these Consolidated Financial Statements for information on the Company’s debt. |
LICENSE COLLABORATION AND AGREE
LICENSE COLLABORATION AND AGREEMENTS | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
LICENSE COLLABORATION AND AGREEMENTS | COLLABORATION AGREEMENTS In October 2019, the Company entered into a worldwide, exclusive licensing agreement with a third party for tralesinidase alfa (formerly referred to as BMN 250), an investigational enzyme replacement therapy to treat Sanfilippo Syndrome Type B. In consideration, the Company received an upfront payment of $3.0 million and a minority equity investment in the licensee of $5.0 million, and is entitled to receive royalties on net sales of tralesinidase alfa and milestone payments if certain development, regulatory and sales milestones are met by the licensee. The Company has also committed to providing the licensee with certain amounts of product supply and specified transition services, as well as to performing certain continued manufacturing activities. The Company evaluated the design and purpose of the third-party licensee and determined that it is a variable interest entity (VIE), as the equity-at-risk is insufficient to support the licensee’s operations. The Company has concluded that it is not the primary beneficiary of the VIE as the Company does not have the power to direct the activities of the VIE that most significantly impact its performance. The Company is accounting for the minority equity investment at cost, less impairment, if any, adjusted for observable price changes, as it does not exercise significant influence over the operations of the licensee. Other than providing the licensee with certain amounts of product supply, specified transition services and continued manufacturing activities, the Company has no other involvement with the operations of the VIE. As a result, the exposure to loss is limited to the value of the equity investment of $5.0 million. As of December 31, 2019, the Company has a contract liability of $8.8 million related to product supply that will be delivered in 2020, which is included in Accounts Payable and Accrued Liabilities on the Company’s Consolidated Balance Sheets. The carrying value of the Company's investment in the licensee was $5.0 million on December 31, 2019 and was included in Other Assets on the Company’s Consolidated Balance Sheets. In July 2017, the Company executed a license agreement and a settlement agreement (the Sarepta Agreements) with Sarepta Therapeutics (Sarepta) that provide Sarepta with global exclusive rights to the Company’s Duchenne muscular dystrophy (DMD) patent estate for EXONDYS 51 and all future exon-skipping products. The Sarepta Agreements resolved the ongoing worldwide patent proceedings related to the use of EXONDYS 51 and all future exon-skipping products for the treatment of DMD. Pursuant to the Sarepta Agreements, in 2017 Sarepta paid the Company a net one-time upfront fee of $31.5 million, which was recognized as license revenue. Under the Sarepta Agreements, Sarepta may pay certain additional regulatory and commercial milestone fees for exons 51, 45, 53 and possibly on future exon-skipping products to the Company if certain development and sales milestones are achieved. Additionally, the Company receives from Sarepta royalties based on 5% of net sales in the U.S. through the end of 2023 and 8% of net sales in the EU and in other countries, where certain of the Company’s patents exist, through September 30, 2024. The Company retained the right to convert the license to a co-exclusive right in the event it decides to proceed with an exon-skipping therapy for DMD. On October 1, 2015, the Company entered into a Termination and Transition Agreement with Ares Trading S.A. (Merck Serono), as amended and restated on December 23, 2015 (the A&R Kuvan Agreement), to terminate the Development, License and Commercialization Agreement, dated May 13, 2005, as amended (the License Agreement), between the Company and Merck Serono, including the license to Kuvan the Company had granted to Merck Serono under the License Agreement. The Company and Merck Serono have no further rights or obligations under the License Agreement with respect to Kuvan or Palynziq. Also, on October 1, 2015, the Company and Merck Serono entered into a Termination Agreement (the Pegvaliase Agreement) to terminate the license to pegvaliase the Company had granted to Merck Serono under the License Agreement. On January 1, 2016, pursuant to the A&R Kuvan Agreement and the Pegvaliase Agreement, the Company completed the acquisition from Merck Serono and its affiliates of certain rights and other assets with respect to Kuvan and Palynziq. As a result, the Company acquired all global rights to Kuvan and Palynziq from Merck Serono, with the exception of Kuvan in Japan. Previously, the Company had exclusive rights to Kuvan in the U.S. and Canada and Palynziq in the U.S. and Japan. Pursuant to the A&R Kuvan Agreement, the Company paid Merck Serono $374.5 million in cash and, if future sales milestones are met, is obligated to pay Merck Serono up to a maximum of €60.0 million, in cash, which was an estimated fair value of $67.3 million as of December 31, 2019. Pursuant to the Pegvaliase Agreement, the Company paid Merck Serono €125.0 million in cash when the Palynziq development milestones were achieved. On October 6, 2015, the Company completed the sale of talazoparib to Medivation Inc. (Medivation) pursuant to an asset purchase agreement (the Medivation Asset Purchase Agreement). Pursuant to the Medivation Asset Purchase Agreement, Medivation paid the Company an upfront payment of $410.0 million upon the closing of the transaction. In September 2016, Pfizer Inc. acquired Medivation, therefore obligations under the Medivation Asset Purchase Agreement (Medivation Agreement) transferred to Pfizer. During the fourth quarter of 2015, the Company recognized a net gain of $369.5 million related to the sale of the talazoparib intangible assets. In accordance with the Medivation Agreement, Pfizer shall pay the Company milestone payments of up to $160.0 million, of which $25.0 million and $50.0 million was paid in 2019 and 2018, respectively, pursuant to achievement of development and regulatory approval milestones and commercial sales milestones. Commencing in 2018, pursuant to the Medivation Agreement, the Company receives mid-single digit percentage royalties on net sales of talazoparib. In October 2012, the Company licensed to Catalyst Pharmaceutical Partners, Inc. (Catalyst) the North American rights to develop and market Firdapse. In consideration of this licensing arrangement, the Company received from Catalyst a $5.0 million convertible promissory note. Under the terms of the note agreement, the Company received 6.7 million shares of Catalyst common stock upon the automatic conversion of the convertible promissory note on December 10, 2012. In exchange for the North American rights to Firdapse, the Company will receive royalties of 7% to 10% on net product sales of Firdapse in North America, which commenced in the first quarter of 2019. As of December 31, 2019 and 2018, the Company held no shares of Catalyst common stock. In September 2007, the Company licensed to Asubio Pharma Co., Ltd. (a subsidiary of Daiichi Sankyo) exclusive rights to data and intellectual property contained in the Kuvan new drug application. The Company receives royalties on net sales of the product in Japan. The Company is engaged in R&D collaborations with various other entities. These provide for sponsorship of R&D by the Company and may also provide for exclusive royalty-bearing intellectual property licenses or rights of first negotiation regarding licenses to intellectual property development under the collaborations. Typically, these agreements can be terminated for cause by either party upon 90 days written notice. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Research and Development Funding and Technology Licenses The Company uses experts and laboratories at universities and other institutions to perform certain R&D activities. These amounts are included as R&D expense as services are provided. The Company has also licensed technology, for which it is required to pay royalties upon future sales, subject to certain annual minimums. Other Commitments In the normal course of business, the Company enters into various firm purchase commitments primarily related to active pharmaceutical ingredients, certain inventory related items and certain third-party R&D services. As of December 31, 2019, these commitments for the next five years were approximately $106.2 million. Under certain of the Company’s lease agreements, the Company is contractually obligated to return leased space to its original condition upon termination of the applicable lease agreement. The Company records interest expense to accrete the asset retirement obligation liability to full value and depreciates each retirement obligation asset, both over the term of the associated lease agreement. As of December 31, 2019 and 2018, the balance of the asset retirement obligation liability was $3.0 million and $4.9 million, respectively. See Note 3 to these Consolidated Financial Statements for further information on the Company's fair value measurements. Contingencies From time to time the Company is involved in legal actions arising in the normal course of its business. The process of resolving matters through litigation or other means is inherently uncertain and it is possible that an unfavorable resolution of these matters could adversely affect the Company, its results of operations, financial condition and cash flows. The Company’s general practice is to expense legal fees as services are rendered in connection with legal matters, and to accrue for liabilities when losses are probable and reasonably estimable. Contingent Payments As of December 31, 2019, the Company was also subject to contingent payments totaling approximately $361.3 million upon achievement of certain development and regulatory activities and commercial sales and licensing milestones if they occur before certain dates in the future. Of this amount, $67.3 million related to the acquisition of certain rights and other assets with respect to Kuvan and Palynziq from Merck Serono and $243.8 million related to programs that are no longer being developed. As of December 31, 2019, the Company has recorded $50.8 million of contingent consideration on its Consolidated Balance Sheets, all of which was long-term. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Event | SUBSEQUENT EVENTIn January 2020, the Company completed the sale of worldwide rights to Firdapse, the Company's commercial product for the treatment of Lambert-Eaton myasthenic syndrome, to a third party in exchange for a one-time payment of $67.0 million. Under the terms of the agreement, the Company agreed to provide certain services to the third-party purchaser, such as customer sales and support, for up to 12 months after the closing of the transaction. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These Consolidated Financial Statements have been prepared pursuant to United States generally accepted accounting principles (U.S. GAAP) and the rules and regulations of the Securities and Exchange Commission (the SEC) for Annual Reports on Form 10-K and include the accounts of BioMarin and its wholly owned subsidiaries. All intercompany transactions have been eliminated. Certain amounts in these notes to the Company’s Consolidated Financial Statements have been reclassified to conform to the current period presentation. Management performed an evaluation of the Company’s activities through the date of filing of this Annual Report on Form 10-K, and has concluded that, other than the event discussed in Note 22 to these Consolidated Financial Statements, there were no subsequent events or transactions that occurred subsequent to the balance sheet date and prior to the filing this Annual Report on Form 10-K that would require recognition or disclosure in the Consolidated Financial Statements. Effective January 1, 2019, the Company adopted Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) Topic 842, Leases (ASC Topic 842) using the modified retrospective method for all lease arrangements at the beginning of the period of adoption. Amounts reported for 2019 were presented under ASC Topic 842, whereas prior period amounts were not adjusted and continue to be presented in accordance with the Company’s historical accounting under ASC Topic 840, Leases . See Notes 4 and 12 to these Consolidated Financial Statements for additional discussion of the adoption of ASC Topic 842 and required disclosures. On January 1, 2019, the Company adopted Accounting Standards Update (ASU) No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities (ASU 2017-12), using the modified retrospective method as discussed in Note 3 - Significant Accounting Policies. This ASU provides new guidance about income statement classification and eliminates the requirement to separately measure and report hedge ineffectiveness. Results for 2019 were presented under ASU 2017-12, whereas prior period amounts were not adjusted and continue to be presented in accordance with the Company’s historical accounting. See Note 4 for additional discussion of the adoption and Note 11 to these Consolidated Financial Statements for additional disclosures required by ASU 2017-12. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may be different from those estimates. |
Cash and Cash Equivalents | Cash and Cash EquivalentsThe Company treats highly liquid investments, readily convertible to cash, with original maturities of three months or less on the purchase date as cash equivalents. |
Marketable Securities | Marketable Securities The Company determines the appropriate classification of its investments in debt and equity securities at the time of purchase and reevaluates such designations at each reporting period. The Company classifies its debt and equity securities with original maturities greater than three months when purchased as either short-term or long-term investments based on each instrument’s underlying contractual maturity date and its availability for use in current operations. Available-for-sale debt securities are recorded at fair market value with unrealized gains and losses included in Accumulated Other Comprehensive Income (AOCI) on the Company’s Consolidated Balance Sheets, with the exception of unrealized losses believed to be other-than-temporary, which, if any, are reported in Other Income, Net in the current period. Impairment assessments are made at the individual security level each reporting period. When the fair value of an investment is less than its cost at the balance sheet date, a determination is made as to whether the impairment is other-than-temporary and, if it is other-than-temporary, an impairment loss is recognized in earnings equal to the difference between the investment’s amortized cost and fair value at such date. |
Non-Marketable Equity Securities | Non-Marketable Equity SecuritiesThe Company records investments in equity securities, other than equity method investments, at fair market value, if fair value is readily determinable. Equity securities with no readily determinable fair values are recorded using the measurement alternative of cost adjusted for observable price changes in orderly transactions for identical or similar investments of the same issuer less impairment, if any. Investments in equity securities are recorded in Other Assets on the Company's Consolidated Balance Sheets. Unrealized gains and losses are reported in Other Income, Net. The Company regularly reviews its non-marketable equity securities for indicators of impairment. |
Inventory | Inventory The Company values inventory at the lower of cost and net realizable value and determines the cost of inventory using the average-cost method. The Company analyzes its inventory levels quarterly and adjusts inventory to its net realizable value, if required, for obsolescence, for a cost basis in excess of its expected net realizable value or for quantities in excess of expected requirements. If the Company determines cost exceeds its net realizable value, the resulting adjustments are recognized as Cost of Sales in the Consolidated Statements of Operations. When future commercialization is considered probable and the future economic benefit is expected to be realized, based on management’s judgment, the Company capitalizes pre-launch or pre-qualification manufacturing costs prior to regulatory approval. A number of factors are taken into consideration, including the current status in the regulatory approval process, pivotal clinical trial results for the underlying product candidate, results from meetings with the relevant regulatory authorities prior to the filing of regulatory applications, historical experience, as well as potential impediments to the approval process such as product safety or efficacy, commercialization and marketplace trends. |
Property, Plant And Equipment | Property, Plant and Equipment Property, plant and equipment are stated at historical cost net of accumulated depreciation. Depreciation is computed using the straight-line method over the related estimated useful lives, as presented in the table below. Significant additions and improvements are capitalized, whereas repairs and maintenance are expensed as incurred. Depreciation of property, plant and equipment are included in Cost of Sales, Research and Development (R&D) and Selling, General and Administrative (SG&A), as appropriate, in the Consolidated Statements of Operations. Property and equipment purchased for specific R&D projects with no alternative future uses are expensed as incurred and recorded to R&D in the Consolidated Statements of Operations. Leasehold improvements Shorter of life of asset or lease term Building and improvements 20 to 50 years Manufacturing and laboratory equipment 5 to 15 years Computer hardware and software 3 to 5 years Office furniture and equipment 5 years Vehicles 5 years Land improvements 10 years Land Not applicable Construction-in-progress Not applicable |
Leases | Leases The Company determines if an arrangement is a lease at contract inception. For leases where the Company is the lessee, right-of-use (ROU) assets represent the Company’s right to use the underlying asset for the term of the lease and the lease liabilities represent the lease payment obligation. ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of the future lease payments over the lease term. The Company uses its incremental borrowing rate based on the information available at the commencement date of the underlying lease arrangement to determine the present value of lease payments. The ROU asset also includes any prepaid lease payments and any lease incentives received. The lease term to calculate the ROU asset and related lease liability includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise the option. The Company’s lease agreements generally do not contain any material variable lease payments, residual value guarantees or restrictive covenants. Lease expense for operating leases is recognized on a straight-line basis over the lease term as an operating expense while expense for financing leases is recognized as depreciation expense and interest expense using the accelerated interest method of recognition. When an arrangement requires payments for lease and non-lease components, the Company has elected to account for lease and non-lease components separately. Lease expense for leases with a term of twelve months or less is recognized on a straight-line basis and are not included in the recognized ROU assets and lease liabilities. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The Company records goodwill in a business combination when the total consideration exceeds the fair value of the assets acquired. Intangible assets with indefinite useful lives are related to purchased in-process research and development (IPR&D) projects and are measured at their respective fair values as of the acquisition date. Intangible assets related to IPR&D projects are considered to be indefinite-lived until the completion or abandonment of the associated R&D efforts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets are considered finite-lived and are amortized using the straight-line method based on their respective estimated useful lives at that point in time. The amortization of these intangible assets is included in Intangible Asset Amortization and Contingent Consideration in the Consolidated Statements of Operations. |
Impairment | Impairment The Company assesses its goodwill and indefinite-lived intangible assets for impairment annually in the fourth quarter, or more frequently as warranted by events or changes in circumstances that indicate that the carrying amount may not be recoverable. Goodwill is assessed for impairment by comparing the fair value of the Company’s reporting unit with its carrying amount. If the carrying value of the reporting unit exceeds its fair value, an impairment loss equal to the difference would be recorded. No impairment charges were recorded in the periods presented. Indefinite-lived intangible assets are assessed for impairment first by performing a qualitative assessment. If the qualitative assessment indicates that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying amount, then the Company will perform a quantitative assessment and record an impairment loss. Impairment charges that are not material are recorded to Intangible Asset Amortization and Contingent Consideration in the Consolidated Statements of Operations. No impairment charges were recorded in the periods presented. |
Revenue Recognition | Revenue Recognition Effective January 1, 2018, the Company adopted the provisions of ASC 606, Revenue from Contracts with Customers (ASC Topic 606) using the modified retrospective method for all contracts not completed as of the date of adoption. The reported results for 2019 and 2018 reflect the application of ASC Topic 606 guidance, while the reported results for 2017 were prepared under the guidance of ASC 605, Revenue Recognition . The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of ASC Topic 606, the Company performs the following five steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account. Net Product Revenues In the U.S., the Company’s commercial products, except for Palynziq and Aldurazyme, are generally sold to specialty pharmacies or end-users, such as hospitals, which act as retailers. Palynziq is distributed in the U.S. through certain certified specialty pharmacies under the Palynziq Risk Evaluation and Mitigation Strategy (REMS) and Aldurazyme is marketed world-wide by Sanofi Genzyme (Genzyme). Outside the U.S., the Company’s commercial products are sold to its authorized distributors or directly to government purchasers or hospitals, which act as the end-users. Revenues from product sales are recognized when the customer obtains control of the Company’s product, which occurs at a point in time, typically upon shipment to the customer. Amounts collected from customers and remitted to governmental authorities, which primarily consist of value-added taxes related to product sales in foreign jurisdictions, are presented on a net basis on the Company’s Consolidated Statements of Operations, in that taxes billed to customers are not included as a component of Net Product Revenues. For Aldurazyme revenues, the Company receives a payment ranging from 39.5% to 50% on worldwide net Aldurazyme sales by Genzyme depending on sales volume, which is included in Net Product Revenues on the Company’s Consolidated Statements of Operations. The Company recognizes its best estimate of the revenue it expects to earn when the product is released and control is transferred to Genzyme. The Company records Aldurazyme net product revenues based on the estimated variable consideration payable when the product is sold through by Genzyme. Actual amounts of consideration ultimately received may differ from the Company’s estimates. Differences between the estimated variable consideration to be received from Genzyme and actual payments received are not expected to be material. If actual results vary from the Company’s estimates, the Company will make adjustments, which would affect Net Product Revenues and earnings in the period such variances become known. Revenue Reserves Revenues from product sales are recorded at the net sales price (transaction price), which includes estimates of variable consideration for which reserves are established and which result from government rebates, sales returns, and other incentives that are offered within contracts between the Company and its customers, such as specialty pharmacies, hospitals, authorized distributors and government purchasers. These reserves are based on the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable (if the amount is payable to the customer) or a current liability (if the amount is payable to a party other than a customer). Where appropriate, these estimates take into consideration a range of possible outcomes that are probability-weighted for relevant factors such as the Company’s historical experience, current contractual and statutory requirements, specific known market events and trends, industry data and forecasted customer buying and payment patterns. Overall, these reserves reflect the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of the contract. The amount of variable consideration that is included in the transaction price may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period. Actual amounts of consideration ultimately received may differ from the Company’s estimates, however the Company does not expect any such difference to be material. If actual results in the future vary from the Company’s estimates, the Company will adjust its estimates, which would affect net product revenue and earnings in the period such variances become known. Government Rebates : The Company records reserves for rebates payable under Medicaid and other government programs as a reduction of revenue at the time product revenues are recorded. The Company’s reserve calculations require estimates, including estimates of customer mix, to determine which sales will be subject to rebates and the amount of such rebates. The Company updates its estimates and assumptions on a quarterly basis and records any necessary adjustments to its reserves. Sales Returns : The Company records allowances for product returns, if appropriate, as a reduction of revenue at the time product sales are recorded. Several factors are considered in determining whether an allowance for product returns is required, including market exclusivity of the products based on their orphan drug status, the patient population, the customers’ limited return rights and the Company’s historical experience with returns. Because of the pricing of the Company’s commercial products, the limited number of patients and the customers’ limited return rights, most customers and retailers carry a limited inventory. The Company relies on historical return rates to estimate a reserve for returns. Based on these factors and the fact that the Company has not experienced significant product returns to date, return allowances are not material. Other Incentives : Other incentives include fees paid to the Company’s distributors and discounts for prompt payment. The Company also offers a branded co-pay assistance program for eligible patients with commercial insurance in the U.S. who are on Brineura, Kuvan or Palynziq therapy. The branded co-pay assistance programs assist commercially insured patients who have coverage for an eligible BioMarin product and are intended to reduce each participating patient’s portion of the financial responsibility of the purchase price up to a specified dollar amount of assistance. The Company records fees paid to distributors, cash discounts and amounts paid under the brand specific co-pay assistance program for each patient as a reduction of revenue. Royalty and Other Revenues Royalties : For arrangements that include the receipt of sales-based royalties, including milestone payments based on the level of sales when the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (a) when the related sales occur, or (b) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Licenses of intellectual property : If the license to the Company’s intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, the Company recognizes revenues from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, the Company uses judgment to assess the nature of the combined performance obligation to determine whether the combined performance obligation is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. The Company evaluates the measure of progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Milestone payments : At the inception of each arrangement that includes developmental, regulatory or commercial milestone payments, the Company evaluates whether achieving the milestones is considered probable and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the value of the associated milestone (such as a regulatory submission by the Company) is included in the transaction price. Milestone payments that are not within the control of the Company, such as approvals from regulators or where attainment of the specified event is dependent on the development activities of a third party, are not considered probable of being achieved until those approvals are received or the specified event occurs. Revenue is recognized from the satisfaction of performance obligations in the amount billable to the customer. |
Research and Development | Research and Development R&D costs are generally expensed as incurred. These expenses include contract R&D services provided by third parties, preclinical and clinical studies, raw materials costs associated with manufacturing clinical product, quality control and assurance, |
Convertible Debt | Convertible Debt For non-conventional convertible debt that may be settled entirely or partially in cash, the Company separately accounts for the liability and equity components by allocating the proceeds from issuance between the liability component and the embedded conversion option, or equity component. The value of the equity component is calculated by first measuring the fair value of the liability component, using the interest rate of a similar liability that does not have a conversion feature, as of the issuance date. The difference between the proceeds from the convertible debt issuance and the amount measured as the liability component is recorded as the equity component with a corresponding discount recorded on the debt. The liability component is presented net of any discounts and issuance costs. For conventional convertible debt that may only be settled with common shares, the Company reports debt, net of any discounts or issuance costs, on the Consolidated Balance Sheets. The Company recognizes discount accretion and debt issuance cost amortization using the effective interest method and is reported in Interest Expense on the Consolidated Statements of Operations. |
Net Loss Per Common Share | Net Loss Per Common Share Basic net loss per share is calculated by dividing Net Loss by the weighted average shares of common stock outstanding during the period. Diluted net loss per share reflects the potential dilution that would occur if securities or other contracts to issue common stock were exercised or converted into common stock; however, potential common equivalent shares are excluded if their effect is anti-dilutive. |
Stock-Based Compensation | Stock-Based Compensation The Company has equity incentive plans under which various types of equity-based awards may be granted to employees. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period, which is generally the vesting period required to obtain full vesting, and is classified as Cost of Sales, R&D or SG&A, as appropriate, in the Consolidated Statements of Operations. The Company accounts for forfeitures as they occur. Restricted Stock Units The fair value of restricted stock units (RSUs) with service-based vesting conditions and RSUs with performance conditions is determined to be the fair market value of the Company’s underlying common stock on the date of grant. The stock-based compensation expense for RSUs with service-based vesting is recognized over the period during which the vesting restrictions lapse. Stock-based compensation expense for RSUs with performance conditions is recognized beginning in the period the Company determines it is probable that the performance condition will be achieved. Management expectations related to the achievement of performance goals associated with RSUs with performance conditions are assessed regularly to determine whether such grants are expected to vest. The fair value for RSUs with market conditions is estimated using the Monte Carlo valuation model and related stock-based compensation is recognized on a straight-line basis, unless the required service is not performed, beginning on the grant date. Stock Options and Purchase Rights The fair value of each stock option award and purchase rights under the Company’s Employee Stock Purchase Plan (ESPP) are estimated on the date of grant using the Black-Scholes valuation model and the following assumptions: expected term, expected volatility, risk-free interest rate and expected dividend yield. The dividend yield reflects that the Company has not paid any cash dividends since inception and does not intend to pay any cash dividends in the foreseeable future. The expected term of stock options is based on observed historical exercise patterns. In estimating the life of stock options, the Company has identified two employee groups with distinctly different historical exercise patterns: executive and non-executive. The executive employee group has a history of holding stock options for longer periods than non-executive employees. The expected term of purchase rights for ESPP is based on each tranche of an offering period, which is four tranches in a twenty-four-month period. The determination of the fair value of stock-based payment awards using an option-pricing model is affected by the Company’s stock price and may use assumptions regarding a number of complex and subjective variables. |
Income Taxes | Income Taxes The Company calculates and provides for income taxes in each of the tax jurisdictions in which it operates. Deferred tax assets and liabilities, measured using enacted tax rates, are recognized for the future tax consequences of temporary differences between the tax and financial statement basis of assets and liabilities. A valuation allowance reduces the deferred tax assets to the amount that is more likely than not to be realized. The Company establishes liabilities or reduces assets for uncertain tax positions when the Company believes certain tax positions are not more likely than not of being sustained if challenged. Each quarter, the Company evaluates these uncertain tax positions and adjusts the related tax assets and liabilities in light of changing facts and circumstances. The Company uses financial projections to support its net deferred tax assets, which contain significant assumptions and estimates of future operations. If such assumptions were to differ significantly, it may have a material impact on the Company’s ability to realize its deferred tax assets. At the end of each period, the Company will reassess the ability to realize its deferred tax benefits. If it is more likely than not that the Company would not realize the deferred tax benefits, a valuation allowance may need to be established against all or a portion of the deferred tax assets, which will result in a charge to tax expense. |
Foreign Currency | Foreign Currency For the Company and its subsidiaries, the functional currency has been determined to be the U.S. Dollar (USD). Assets and liabilities denominated in foreign currency are remeasured at period-end exchange rates for monetary assets. Non-monetary assets and liabilities denominated in foreign currencies are remeasured at historical rates. Foreign currency transaction gains and losses resulting from remeasurement are recognized in SG&A in the Consolidated Statements of Operations. |
Derivatives and Hedging Activities | Derivatives and Hedging Activities The Company uses forward foreign currency exchange contracts (forward contracts) to hedge certain operational exposures resulting from potential changes in foreign currency exchange rates. Such exposures result from portions of the Company’s forecasted revenues and operating expenses being denominated in currencies other than the USD, primarily the Euro. The Company designates certain of these forward contracts as hedging instruments and also enters into forward contracts that are considered to be economic hedges that are not designated as hedging instruments. Whether designated or undesignated, these forward contracts protect against the reduction in value of forecasted foreign currency cash flows resulting from product revenues, royalty revenues, operating expenses and asset or liability positions designated in currencies other than the USD. To receive hedge accounting treatment, cash flow hedges must be highly effective in offsetting changes to expected future cash flows on hedged transactions. The Company does not hold or issue derivative instruments for trading or speculative purposes. The Company accounts for its derivative instruments as either assets or liabilities on the balance sheet and measures them at fair value, which is estimated using current exchange rates and interest rates and takes into consideration the current creditworthiness of the counterparties or the Company, as applicable. For derivatives designated as hedging instruments, the entire change in the fair value of qualifying derivative instruments is recorded in AOCI and amounts deferred in AOCI are reclassified to earnings in the same line item in which the earnings effect of the hedged item is reported. Derivatives not designated as hedging instruments are adjusted to fair value through earnings in SG&A in the Consolidated Statements of Operations. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities that are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use to price the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. When estimating fair value, depending on the nature and complexity of the asset or liability, the Company may use the following techniques: • Income approach, which is based on the present value of a future stream of net cash flows • Market approach, which is based on market prices and other information from market transactions involving identical or comparable assets or liabilities. The Company’s fair value methodologies depend on the following types of inputs: • Quoted prices for identical assets or liabilities in active markets (Level 1 inputs) • Quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities that are not active, or inputs other than quoted process that are directly or indirectly observable, or inputs that are derived principally from, or corroborated by, observable market data by correlation or other means (Level 2 inputs) • Unobservable inputs that reflect estimates and assumptions (Level 3 inputs) The Company’s Level 2 instruments are valued using third-party pricing sources. The pricing services 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 reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities, prepayment/default projections based on historical data and other observable inputs. The Company validates the prices provided by its third-party pricing services by understanding the models used, obtaining market values from other pricing sources, analyzing pricing data in certain instances and confirming those securities traded in active markets. The Company’s Level 3 financial assets and liabilities include acquired intangible assets and contingent consideration resulting from business acquisitions. The estimated fair value of long-lived and indefinite-lived intangible assets and contingent consideration are measured by applying a probability-based income approach utilizing an appropriate discount rate as of the acquisition date. Key assumptions used by management to estimate the fair value of contingent consideration include estimated probabilities, the estimated timing of when a milestone may be attained and assumed discount periods and rates. Changes in the fair value of the contingent consideration can result from changes to one or more inputs, including the estimated probability with respect to regulatory approval, changes in the assumed timing of when milestones are likely to be achieved and changes in assumed discount periods and rates. Contingent consideration is remeasured on a recurring basis and resulting changes in the fair value, due to the revision of key assumptions, are recorded in Intangible Asset Amortization and Contingent Consideration on the Company’s Consolidated Statements of Operations. The Company’s Level 3 instruments also include assets and liabilities not considered material to the Company that are measured at their respective estimated fair value, when estimable, on a non-recurring basis. See Notes 5, 10, 11, 13, 19 and 20 to these Consolidated Financial Statements for further information on the nature of these financial instruments. |
Segment Information | Segment Information The Company currently operates in one segment focused on the development and commercialization of innovative therapies for people with serious and life-threatening rare diseases and medical conditions. A single management team reports to the chief operating decision maker who comprehensively manages the entire business. All products are included in one operating segment because the majority of the Company’s products have similar economic and other characteristics, including the nature of the products and production processes, type of customers, distribution methods and regulatory environment. The Company is not organized by market and is managed and operated as one business. The Company does not operate any separate lines of business or separate business entities with respect to its products. Accordingly, the Company does not accumulate discrete financial information with respect to separate products, other than revenues, cost of sales and certain other operating expenses. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule Of Property, Plant And Equipment Estimated Useful Lives | Leasehold improvements Shorter of life of asset or lease term Building and improvements 20 to 50 years Manufacturing and laboratory equipment 5 to 15 years Computer hardware and software 3 to 5 years Office furniture and equipment 5 years Vehicles 5 years Land improvements 10 years Land Not applicable Construction-in-progress Not applicable |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cash Cash Equivalents and Available-for-Sale Securities by Significant Investment Category | The following tables show the Company’s cash, cash equivalents and available-for-sale securities by significant investment category as of December 31, 2019 and 2018, respectively: December 31, 2019 Amortized Cost Gross Gross Aggregate Fair Cash and Cash Equivalents Short-term Marketable Securities (1) Long-term Marketable Securities (2) Level 1: Cash $ 259,347 $ — $ — $ 259,347 $ 259,347 $ — $ — Level 2: Money market instruments 173,100 — — 173,100 173,100 — — Corporate debt securities 518,523 3,575 (12) 522,086 — 233,294 288,792 U.S. government agency securities 209,633 993 (67) 210,559 4,999 83,067 122,493 Foreign and other 549 145 (1) 693 — — 693 Subtotal 901,805 4,713 (80) 906,438 178,099 316,361 411,978 Total $ 1,161,152 $ 4,713 $ (80) $ 1,165,785 $ 437,446 $ 316,361 $ 411,978 December 31, 2018 Amortized Cost Gross Gross Aggregate Fair Cash and Cash Equivalents Short-term Marketable Securities (1) Long-term Marketable Securities (2) Level 1: Cash $ 228,809 $ — $ — $ 228,809 $ 228,809 $ — $ — Level 2: Money market instruments 205,736 — — 205,736 205,736 — — Corporate debt securities 564,852 214 (2,288) 562,778 2,000 376,545 184,233 Commercial paper 77,702 — — 77,702 21,964 55,738 — U.S. government agency securities 240,436 144 (697) 239,883 31,474 156,967 51,442 Foreign and other 5,126 139 (1) 5,264 3,999 1,076 189 Subtotal 1,093,852 497 (2,986) 1,091,363 265,173 590,326 235,864 Total $ 1,322,661 $ 497 $ (2,986) $ 1,320,172 $ 493,982 $ 590,326 $ 235,864 (1) The Company’s short-term marketable securities mature in one year or less. (2) The Company’s long-term marketable securities mature between one and five years. |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible Assets, Net consisted of the following: December 31, 2019 2018 Intangible assets: Finite-lived intangible assets $ 652,734 $ 307,995 Indefinite-lived intangible assets — 326,359 Gross intangible assets: 652,734 634,354 Less: Accumulated amortization (196,154) (142,546) Net carrying value $ 456,580 $ 491,808 |
Schedule of Net-Book-Value and Estimated Remaining Life of Finite-Lived Intangible Assets | The following table summarizes the carrying value and estimated remaining life of the Company’s finite-lived intangible assets as of December 31, 2019: Net Balance Average Remaining Life Acquired intellectual property $ 406,058 7.8 years Repurchased royalty rights 26,438 3.9 years Technology transfer 23,078 Not applicable (1) Other 1,006 1.2 - 4.6 years Total $ 456,580 (1) The technology transfer intangible asset has not yet been placed into service. |
Schedule of Future Amortization Expense of Finite-Lived Intangible Assets | As of December 31, 2019, the estimated future amortization expense associated with the Company’s finite-lived intangible assets, exclusive of the technology transfer asset that has not been placed into service, was as follows: Fiscal Year Amount 2020 $ 62,887 2021 61,963 2022 61,939 2023 61,311 2024 55,036 Thereafter 130,366 $ 433,502 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property Plant and Equipment Net | Property, Plant and Equipment, Net, consisted of the following: December 31, 2019 2018 Building and improvements $ 725,906 $ 694,447 Manufacturing and laboratory equipment 366,951 345,947 Computer hardware and software 167,554 157,787 Leasehold improvements 51,324 41,188 Furniture and equipment 38,569 33,234 Land improvements 7,349 6,551 Land 90,418 77,993 Construction-in-progress 111,897 64,170 1,559,968 1,421,317 Accumulated depreciation (549,100) (472,635) Total property, plant and equipment, net $ 1,010,868 $ 948,682 |
INVENTORY (Tables)
INVENTORY (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule Of Inventory | Inventory consisted of the following: December 31, 2019 2018 Raw materials $ 74,442 $ 74,616 Work-in-process 349,978 231,064 Finished goods 255,855 225,191 Total inventory $ 680,275 $ 530,871 |
SUPPLEMENTAL BALANCE SHEET IN_2
SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities consisted of the following: December 31, 2019 2018 Accounts payable and accrued operating expenses $ 240,981 $ 207,620 Accrued compensation expense 192,467 149,937 Accrued rebates payable 57,163 43,116 Accrued royalties payable 30,797 19,977 Deferred revenue 13,037 1,467 Value added taxes payable 8,395 7,785 Forward foreign currency exchange contracts 10,448 4,178 Lease liability 10,700 — Other 6,633 3,210 Total accounts payable and accrued liabilities $ 570,621 $ 437,290 |
Schedule of Estimated Accrued Rebates and Reserve for Cash Discounts | The roll forward of significant estimated accrued rebates and reserve for cash discounts for the years ended December 31, 2019, 2018 and 2017, were as follows: Balance at Beginning of Period Provision for Current Period Sales Payments Balance at End of Period Year ended December 31, 2019: Accrued rebates $ 43,116 $ 91,748 $ (77,701) $ 57,163 Reserve for cash discounts $ 1,197 $ 15,335 $ (14,643) $ 1,889 Year ended December 31, 2018: Accrued rebates $ 36,472 $ 67,843 $ (61,199) $ 43,116 Reserve for cash discounts $ 1,055 $ 12,474 $ (12,332) $ 1,197 Year ended December 31, 2017: Accrued rebates $ 34,737 $ 52,596 $ (50,861) $ 36,472 Reserve for cash discounts $ 888 $ 10,672 $ (10,505) $ 1,055 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities | The following tables present the classification within fair value hierarchy of financial assets and liabilities not disclosed elsewhere that are remeasured on a recurring basis. Fair Value Measurements at December 31, 2019 Significant Other Significant Total Assets: Other Current Assets: NQDC Plan assets $ 1,177 $ — $ 1,177 Other Assets: NQDC Plan assets 16,288 — 16,288 Restricted investments (1) 3,168 — 3,168 Total other assets 19,456 — 19,456 Total assets $ 20,633 $ — $ 20,633 Liabilities: Current Liabilities: NQDC Plan liability (2) $ 1,177 $ — $ 1,177 Other long-term liabilities: NQDC Plan liability (2) 16,288 — 16,288 Contingent consideration — 50,793 50,793 Total other long-term liabilities 16,288 50,793 67,081 Total liabilities $ 17,465 $ 50,793 $ 68,258 Fair Value Measurements at December 31, 2018 Quoted Price in Significant Other Significant Total Assets: Other Current Assets: NQDC Plan assets $ — $ 370 $ — $ 370 Restricted investments (1) — 9,581 — 9,581 Total other current assets — 9,951 — 9,951 Other Assets: NQDC Plan assets — 12,828 — 12,828 Restricted investments (1) — 2,450 — 2,450 Strategic investment (3) 942 — — 942 Total other assets 942 15,278 — 16,220 Total assets $ 942 $ 25,229 $ — $ 26,171 Liabilities: Current Liabilities: NQDC Plan liability $ 55 $ 370 $ — $ 425 Contingent consideration — — 85,951 85,951 Total current liabilities 55 370 85,951 86,376 Other long-term liabilities: NQDC Plan liability 17,598 12,828 — 30,426 Contingent consideration — — 46,883 46,883 Total other long-term liabilities 17,598 12,828 46,883 77,309 Total liabilities $ 17,653 $ 13,198 $ 132,834 $ 163,685 (1) The restricted investments as of December 31, 2019 and 2018 secure the Company’s irrevocable standby letters of credit obtained in connection with certain commercial agreements. (2) The Company’s NQDC was amended during the second quarter of 2019, which resulted in a change to the classification of the obligation associated with the Company's common stock held in the NQDC. The obligation that was previously classified as a liability and recorded at fair value, was reclassified into equity and recorded at the shares' respective grant date fair values at June 30, 2019. The amendment prohibits the diversification of Company stock contributed to the plan into other types of investments. The NQDC liabilities classified as Level 2 represent investments held in plan assets excluding shares of the Company's common stock. See Note 17 to these Consolidated Financial Statements for additional details on the NQDC. (3) The Company had investments in marketable equity securities measured using quoted prices in an active market that were considered strategic investments and were included in Other Assets on the Company's Consolidated Balance Sheets. During the second quarter of 2019, the Company realized an immaterial gain upon the sale of the shares of the marketable equity securities reported in Other Income, Net. |
Liabilities Measured at Fair Value Using Level 3 Inputs | Liabilities measured at fair value using Level 3 inputs primarily consisted of contingent consideration. The following tables represent a roll-forward of contingent consideration. Contingent consideration as of December 31, 2018 $ 132,834 Milestone payments to Ares Trading S.A. (Merck Serono) (83,472) Milestone payments to former LEAD Therapeutics, Inc. shareholders (15,987) Changes in the fair value of contingent consideration 20,612 Realized foreign exchange gain on settlement of contingent consideration (1,928) Foreign exchange remeasurement of Euro denominated contingent (1,266) Contingent consideration as of December 31, 2019 $ 50,793 |
DERIVATIVE INSTRUMENTS AND HE_2
DERIVATIVE INSTRUMENTS AND HEDGING STRATEGIES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Designated Forward Foreign Currency Exchange Contracts Outstanding | The following table summarizes the Company’s derivatives designated as hedging instruments outstanding as of December 31, 2019 (notional amounts in millions): Foreign Exchange Contracts Number of Aggregate Notional Maturity Australian Dollars – Sell 36 13.8 Jan. 2020 - Dec. 2020 Canadian Dollars – Sell 56 42.5 Jan. 2020 - Dec. 2020 Colombian Pesos – Sell 24 99,850.0 Jan. 2020 - Dec. 2020 Euros – Purchase 146 175.4 Jan. 2020 - Dec. 2022 Euros – Sell 385 617.0 Jan. 2020 - Dec. 2022 Norwegian Krone – Sell 36 90.8 Jan. 2020 - Dec. 2020 Total 683 The following table summarizes the Company’s derivatives not designated as hedging instruments outstanding as of December 31, 2019 (notional amounts in millions): Foreign Exchange Contracts Number of Contracts Aggregate Notional Amount in Foreign Currency Maturity Brazilian Reais – Purchase 1 55.1 February 2020 Colombian Pesos – Purchase 4 28,320.0 Jan. 2020 - Feb. 2020 Colombian Pesos – Sell 2 173,000.0 Jan. 2020 - Feb. 2020 Euros – Purchase 1 8.0 February 2020 Euros – Sell 1 5.0 February 2020 Great British Pounds – Purchase 2 21.0 Jan. 2020 - Feb. 2020 Rubles – Purchase 1 20.0 February 2020 Rubles – Sell 2 1,360.0 Jan. 2020 - Feb. 2020 Total 14 |
Fair Value Carrying Amount of Derivative Instruments | The fair value carrying amounts of the Company’s derivative instruments were as follows: Balance Sheet Location December 31, 2019 December 31, 2018 Derivatives designated as hedging instruments: Asset Derivatives - Level 2 (1) Other current assets $ 19,584 $ 12,686 Other assets 13,539 10,324 Subtotal $ 33,123 $ 23,010 Liability Derivatives - Level 2 (1) Accounts payable and accrued liabilities $ 8,184 $ 4,036 Other long-term liabilities 5,493 3,653 Subtotal $ 13,677 $ 7,689 Derivatives not designated as hedging instruments: Asset Derivatives - Level 2 (1) Other current assets $ 469 $ 168 Liability Derivatives - Level 2 (1) Accounts payable and accrued liabilities $ 2,264 $ 142 Total Derivatives Assets $ 33,592 $ 23,178 Total Derivatives Liabilities $ 15,941 $ 7,831 (1) See Note 3 to these Consolidated Financial Statements for additional information related to the Company’s fair value measurements. |
Effect of Derivative Instruments | Derivatives Designated as Cash Flow Hedging Instruments December 31, 2019 Amount of Gain (Loss) Recognized in Other Comprehensive Income $ 25,266 December 31, 2019 Derivatives Designated as Cash Flow Hedging Instruments Cash Flow Hedge Gains (Losses) Net product revenues as reported $ 1,661,043 $ 17,672 Operating expenses as reported $ 1,804,505 $ (3,453) Derivatives Not Designated as Hedging Instruments Gains (Losses) Recognized in Earnings Operating Expenses $ (5,259) As of December 31, 2019, the Company expects to reclassify unrealized losses of $9.4 million from AOCI to earnings as the forecasted revenue and operating expense transactions occur over the next twelve months. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule Of Lessee Lease Assets And Liabilities | The following table presents the Company’s ROU assets and lease liabilities as of December 31, 2019: Lease Classification Classification December 31, 2019 Assets: Operating Other Assets $ 49,045 Financing Other Assets 10,389 Total ROU assets $ 59,434 Liabilities: Current: Operating Accounts payable and accrued liabilities $ 7,451 Financing Accounts payable and accrued liabilities 3,249 Noncurrent: Operating Other long-term liabilities 44,092 Financing Other long-term liabilities 6,708 Total lease liabilities $ 61,500 |
Schedule of Maturities of Finance Lease Liabilities | Maturities of lease liabilities as of December 31, 2019 by fiscal year were as follows: Maturity of Lease Liabilities Operating Financing Total 2020 $ 10,019 $ 3,705 $ 13,724 2021 9,081 3,090 12,171 2022 8,699 2,346 11,045 2023 7,748 1,748 9,496 2024 5,916 — 5,916 Thereafter 22,027 — 22,027 Total lease payments 63,490 10,889 74,379 Less: Interest (11,947) (932) (12,879) Present value of lease liabilities $ 51,543 $ 9,957 $ 61,500 |
Schedule of Maturities of Operating Lease Liabilities | Maturities of lease liabilities as of December 31, 2019 by fiscal year were as follows: Maturity of Lease Liabilities Operating Financing Total 2020 $ 10,019 $ 3,705 $ 13,724 2021 9,081 3,090 12,171 2022 8,699 2,346 11,045 2023 7,748 1,748 9,496 2024 5,916 — 5,916 Thereafter 22,027 — 22,027 Total lease payments 63,490 10,889 74,379 Less: Interest (11,947) (932) (12,879) Present value of lease liabilities $ 51,543 $ 9,957 $ 61,500 |
Schedule of Lease Cost | Lease Cost Classification December 31, 2019 Operating (1) Operating Expenses $ 13,026 Financing: Amortization Operating Expenses 2,615 Interest expense Operating Expenses 606 Total lease costs $ 16,247 (1) Includes short-term leases and variable lease costs, both of which were not material. Rent expense under operating leases for the years ended December 31, 2018 and 2017 was $12.2 million and $11.4 million, respectively. Supplemental Cash Flow Information December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Cash used in operating activities: Operating leases $ 8,183 Financing leases $ 628 Cash used in financing activities: Financing leases $ 5,087 ROU assets obtained in exchange for lease obligations: Operating leases $ 9,772 Financing leases $ 3,267 |
Schedule of Minimum Lease Payments for Future Years | Minimum lease payments for future years as of December 31, 2018 were as follows: 2019 $ 12,976 2020 12,549 2021 11,198 2022 10,574 2023 9,993 Thereafter 27,701 Total $ 84,991 |
Schedule of Other Information | Other Information December 31, 2019 Weighted average remaining lease term (in years): Operating leases 7.9 Financing leases 3.3 Weighted average discount rate: Operating leases 5.2 % Financing leases 5.4 % |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Summary of Senior Subordinated Convertible Obligations | The Notes are senior subordinated convertible obligations, summarized as of December 31, as follows: 2019 2018 1.50% senior subordinated convertible notes due in October 2020 (the 2020 Notes) $ 374,993 $ 374,993 Unamortized discount (12,078) (26,581) Unamortized deferred offering costs (1,033) (2,334) Convertible Notes due 2020, net (1) 361,882 346,078 0.599% senior subordinated convertible notes due in August 2024 (the 2024 Notes) 495,000 495,000 Unamortized discount (6,533) (7,946) Unamortized deferred offering costs (2,229) (2,715) Convertible Notes due in 2024, net 486,238 484,339 Total convertible debt, net $ 848,120 $ 830,417 Fair value of fixed rate convertible debt Convertible Notes due in 2020 (2) $ 405,679 $ 419,722 Convertible Notes due in 2024 (2) 521,839 491,626 Total $ 927,518 $ 911,348 (1) As the 2020 Notes mature in October 2020, the outstanding principal of the 2020 Notes is classified as a current liability as of December 31, 2019. (2) The fair value of the Company’s fixed-rate convertible debt is based on open market trades and is classified as Level 1 in the fair value hierarchy. See Note 3 to these Consolidated Financial Statements for additional information related to the Company’s fair value measurements. |
Summary of Interest Expense on Debt | Interest expense on the Company’s debt consisted of the following: Years Ended December 31, 2019 2018 2017 Coupon interest $ 4,907 $ 12,452 $ 10,407 Amortization of debt issuance costs 2,031 3,610 3,725 Accretion of discount on convertible notes 15,917 27,602 28,575 Total interest expense on convertible debt $ 22,855 $ 43,664 $ 42,707 |
COMPREHENSIVE INCOME (LOSS) (Ta
COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Amounts Reclassified out of Accumulated Other Comprehensive Income | The following table summarizes amounts reclassified out of AOCI and their effect on the Company’s Consolidated Statements of Operations for the years ended December 31, 2019, 2018 and 2017. Years Ended December 31, Details about AOCI Components 2019 2018 2017 Consolidated Statement of Operations Classification Gains (losses) on cash flow hedges: Forward contracts $ 17,672 $ (6,005) $ (5,377) Net product revenues Forward contracts (1,819) 3,958 264 Operating expenses Total gain (loss) on cash flow hedges 15,853 (2,047) (5,113) Gain on sale of available-for-sale debt securities — — 3,252 Other income, net Income tax effect of the above — — (1,191) Provision for (benefit from) income taxes Total gain on available-for-sale debt securities — — 2,061 $ 15,853 $ (2,047) $ (3,052) Net loss |
Summary of Changes in Accumulated Balances of AOCI Including Current Period Other Comprehensive Income (Loss) and Reclassifications Out of AOCI | The following table summarizes changes in the accumulated balances for each component of AOCI, including current period other comprehensive income (loss) and reclassifications out of AOCI, for the periods presented. Unrealized Gains (Losses) on Cash Flow Hedges Unrealized Gains (Losses) on Available-for-Sale Debt Securities Other Total AOCI balance at December 31, 2017 $ (20,232) $ (2,722) $ (7) $ (22,961) Impact of change in accounting principle (1) — (586) — (586) AOCI balance at January 1, 2018 (20,232) (3,308) (7) (23,547) Other comprehensive income (loss) before 25,386 1,804 (6) 27,184 Less: gain (loss) reclassified from AOCI (2,047) — — (2,047) Tax effect — (413) — (413) Net current-period other comprehensive income (loss) 27,433 1,391 (6) 28,818 AOCI balance at December 31, 2018 7,201 (1,917) (13) 5,271 Other comprehensive income (loss) before 25,266 7,122 (2) 32,386 Less: gain (loss) reclassified from AOCI 15,853 — — 15,853 Tax effect — (1,640) — (1,640) Net current-period other comprehensive income (loss) 9,413 5,482 (2) 14,893 AOCI balance at December 31, 2019 $ 16,614 $ 3,565 $ (15) $ 20,164 (1) The amount represents the reclassification from AOCI to Accumulated Deficit due to the adoption of ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income |
REVENUE, CREDIT CONCENTRATION_2
REVENUE, CREDIT CONCENTRATIONS AND GEOGRAPHIC INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Disaggregates of Total Revenues from External Customers and Collaborative Partners by Geographic Region | The following table disaggregates Total Revenues from external customers and collaborative partners by geographic region. Years Ended December 31, 2019 2018 2017 Total revenues by geographic region: United States $ 778,440 $ 696,793 $ 588,243 Europe 509,188 436,434 398,814 Latin America 218,792 185,046 181,970 Rest of world 197,628 172,939 144,619 Total revenues $ 1,704,048 $ 1,491,212 $ 1,313,646 |
Disaggregates of Total Net Product Revenues from External Customers by Product | The following table disaggregates total Net Product Revenues by product. Years Ended December 31, 2019 2018 2017 Net product revenues by product: Aldurazyme $ 97,809 $ 135,097 $ 89,959 Brineura 71,997 39,889 8,595 Firdapse 22,348 21,787 18,890 Kuvan 463,353 433,582 407,542 Naglazyme 374,334 345,851 332,208 Palynziq 86,857 12,173 — Vimizim 544,345 481,977 413,251 Total net product revenues $ 1,661,043 $ 1,470,356 $ 1,270,445 |
Disaggregates of Total Net Product Revenues Based on Patient Location | The table below disaggregates total Net Product Revenues based on patient location for products sold directly by the Company, and global sales of Aldurazyme, which is marketed by Genzyme. Years Ended December 31, 2019 2018 2017 Region: United States $ 669,171 $ 560,030 $ 495,741 Europe 485,596 424,357 363,538 Latin America 218,792 184,984 181,963 Rest of world 189,675 165,888 139,244 Total net product revenues marketed by the Company 1,563,234 1,335,259 1,180,486 Aldurazyme net product revenues marketed by Genzyme 97,809 135,097 89,959 Total net product revenue $ 1,661,043 $ 1,470,356 $ 1,270,445 |
Total Net Product Revenue Concentrations Attributed to Largest Customers | The following table illustrates the percentage of the Company’s total Net Product Revenues attributed to the Company’s largest customers. Years Ended December 31, 2019 2018 2017 Customer A 17 % 18 % 18 % Customer B 13 % 12 % 14 % Customer C 11 % 10 % 10 % Total 41 % 40 % 42 % |
Summary of Non-Monetary Long-Lived Assets by Geographic Region | Non-monetary long-lived assets, which primarily consist of property, plant and equipment, intangible assets, ROU assets, deferred tax assets and goodwill, are summarized by geographic region in the following table. December 31, 2019 2018 Long-lived assets by geography: United States $ 1,789,044 $ 1,719,733 Ireland 292,957 220,878 Rest of world 188,505 158,583 Total long-lived assets $ 2,270,506 $ 2,099,194 |
EQUITY COMPENSATION PLANS AND_2
EQUITY COMPENSATION PLANS AND STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Expense | Stock-based compensation expense included on the Company’s Consolidated Statements of Operations for all stock-based compensation arrangements was as follows: Years Ended December 31, 2019 2018 2017 Cost of sales $ 16,146 $ 13,558 $ 10,636 Research and development 56,649 57,557 53,112 Selling, general and administrative 87,070 77,704 76,515 Total stock-based compensation expense $ 159,865 $ 148,819 $ 140,263 |
Summary of Restricted Stock Unit Activity | Below is a summary of RSU activity under the plan for the year ended December 31, 2019: Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Years Aggregate Intrinsic Value Non-vested units as of December 31, 2018 3,147,523 $ 87.42 2.6 $ 268,012 Granted 1,937,858 $ 91.28 Vested (1,136,627) $ 91.20 Forfeited (363,370) $ 89.39 Non-vested units as of December 31, 2019 3,585,384 $ 88.54 2.6 $ 303,144 Below is a summary of activity related to RSUs with revenue-based performance conditions under the plan for the year ended December 31, 2019: Shares Weighted Average Grant Date Fair Value Non-vested units as of December 31, 2018 256,418 $ 84.85 Granted 99,010 $ 94.53 Vested (125,687) $ 84.85 Forfeited (2,857) $ 83.57 Non-vested units as of December 31, 2019 226,884 $ 89.09 |
Summary of Stock Option Activity | All stock option grants presented in the table had exercise prices not less than the fair value of the underlying common stock on the grant date: Shares Weighted Average Exercise Price Weighted Average Remaining Years Aggregate Intrinsic Value (1) Options outstanding as of December 31, 2018 7,363,609 $ 63.06 5.1 $ 183,091 Granted 610,250 $ 94.45 Exercised (567,672) $ 28.95 Expired and forfeited (141,952) $ 82.24 Options outstanding as of December 31, 2019 7,264,235 $ 67.99 4.7 $ 146,700 Options unvested as of December 31, 2019 1,258,052 $ 89.49 8.5 $ 447 Exercisable at December 31, 2019 6,006,183 $ 63.48 3.9 $ 146,253 (1) The aggregate intrinsic value for outstanding options is calculated as the difference between the exercise price of the underlying awards and the quoted price of the Company’s common stock on the Nasdaq Global Select Market as of the last trading day for the respective year. The aggregate intrinsic value of options outstanding and exercisable includes options with an exercise price below $84.55, the closing price of the Company’s common stock on the Nasdaq Global Select Market on December 31, 2019. |
Stock Option Valuation Assumptions | The assumptions used to estimate the per share fair value of stock options granted during the periods presented were as follows: Years Ended December 31, 2019 2018 2017 Expected volatility 37.1 – 37.4% 36.8 – 38.4% 37.6 – 39.7% Dividend yield 0.00% 0.00% 0.00% Expected term 4.6 – 5.8 years 4.6 – 5.7 years 4.9 – 6.6 years Risk-free interest rate 2.2 – 3.0% 2.3 – 2.8% 1.8 – 2.2% |
Employee Stock Purchase Plan Valuation Assumptions | The assumptions used to estimate the per share fair value of stock purchase rights granted under the ESPP were as follows: Years Ended December 31, 2019 2018 2017 Expected volatility 27.7 – 35.0% 29.7 – 35.0% 27.7 – 42.3% Dividend yield 0.00% 0.00% 0.00% Expected term 6 – 24 months 6 – 24 months 6 – 24 months Risk-free interest rate 1.2 – 2.8% 1.2 – 2.8% 1.0 – 1.6% |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for (Benefit from) Income Taxes Based on Loss Before Income Taxes | The provision for (benefit from) income taxes was based on loss before income taxes as follows: Years Ended December 31 2019 2018 2017 U.S. Source $ (182,112) $ (128,700) $ (19,461) Non-U.S. Source 87,301 (14,005) (16,414) Loss before income taxes $ (94,811) $ (142,705) $ (35,875) |
Schedule of Components of Provision for (Benefit From) Income Taxes | The U.S. and foreign components of the provision for (benefit from) income taxes were as follows: Years Ended December 31, 2019 2018 2017 Provision for (benefit from) current income tax expense: Federal $ 5,127 $ (2,660) $ 29,848 State and local 1,331 588 2,880 Foreign 5,339 4,956 3,975 11,797 2,884 36,703 Provision for (benefit from) deferred income taxes: Federal (58,311) (72,074) 12,446 State and local (5,394) (994) 32,336 Foreign (19,055) 4,690 (318) (82,760) (68,378) 44,464 Provision for (benefit from) income taxes $ (70,963) $ (65,494) $ 81,167 |
Schedule of Reconciliation of Statutory Federal Income Tax Rate to Company's Effective Income Tax Rate | The following is a reconciliation of the statutory federal income tax (benefit) expense to the Company’s effective tax rate: December 31, 2019 2018 2017 Federal statutory income tax benefit $ (19,911) $ (29,968) $ (12,556) State and local taxes (2,784) (276) 7,282 Orphan Drug & General Business Credit (43,124) (66,451) (33,683) Stock compensation expense 239 (5,647) (6,843) Changes in the fair value of contingent consideration (1,804) (2,361) 1,099 Foreign Source Income Subject to US Tax (52) 6,543 30,181 Foreign tax rate differential (1) (30,639) 12,583 9,403 Section 162(m) limitation 8,294 7,440 9,492 Tax Cuts and Jobs Act of 2017 — — 42,338 Tax Reserves 12,123 8,545 2,262 Other (1,132) (423) (2,940) Valuation allowance/deferred benefit 7,827 4,521 35,132 Effective income tax (benefit) expense $ (70,963) $ (65,494) $ 81,167 (1) For the year ended December 31, 2019, the foreign rate differential included foreign local tax expense which was at an effective rate lower than the U.S. statutory rate and was offset by the benefit of the valuation allowance release against the deferred tax assets of the Company’s Dutch subsidiary of $29.6 million. |
Schedule of Components of Net Deferred Tax Assets | The significant components of the Company’s net deferred tax assets were as follows: December 31, 2019 2018 Net deferred tax assets: Net operating loss carryforwards $ 32,181 $ 42,007 Tax credit carryforwards 508,560 466,066 Accrued expenses, reserves, and prepaids 61,807 55,041 Intangible assets 29,413 18,734 Stock-based compensation 42,873 35,966 Lease liabilities 11,470 — Inventory 6,290 12,859 Other 575 278 Valuation allowance (86,197) (107,928) Total deferred tax assets 606,972 523,023 Joint venture basis difference (993) (1,010) Acquired intangibles (1,647) (6,508) Deferred revenue (3,003) (4,480) Convertible notes discount (2,364) (5,157) ROU assets (10,258) — Property, plant and equipment (46,642) (44,916) Total deferred tax liabilities (64,907) (62,071) Net deferred tax assets $ 542,065 $ 460,952 |
Summary of Expiration of not Utilized Net Operating Loss and Tax Credit Carryforwards | As of December 31, 2019, the Company had the following net operating loss and tax credit carryforwards, which if not utilized, will expire as follows: Type Amount Year Federal net operating loss carryforwards $ 144,566 2028 – 2037 Federal R&D and orphan drug credit carryforwards $ 507,292 2030 – 2038 State net operating loss carryforwards $ 161,341 2020 – 2039 Dutch net operating loss carryforwards $ 89,064 2021 – 2025 |
Schedule of Reconciliation of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits for the years ended December 31, 2019 and 2018, is as follows: December 31, 2019 2018 Balance at beginning of period $ 147,445 $ 113,486 Additions based on tax positions related to the current year 19,287 30,811 (Deletions) Additions for tax positions of prior years 2,016 3,148 Balance at end of period $ 168,748 $ 147,445 |
NET LOSS PER COMMON SHARE (Tabl
NET LOSS PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings per Common Share | The following table sets forth the computation of basic and diluted loss per common share (common shares in thousands): Years Ended December 31, 2019 2018 2017 Numerator: Net loss, basic $ (23,848) $ (77,211) $ (117,042) Less: gain on common stock held by the NQDC — (710) — Net loss, diluted $ (23,848) $ (77,921) $ (117,042) Denominator: Weighted-average common shares outstanding, basic 179,039 177,061 174,427 Effect of dilutive securities: Common stock held by the NQDC — 207 — Weighted-average common shares outstanding, diluted 179,039 177,268 174,427 Net loss per common share, basic $ (0.13) $ (0.44) $ (0.67) Net loss per common share, diluted $ (0.13) $ (0.44) $ (0.67) |
Schedule Of Anti-Dilutive Common Stock Excluded From Computation of Basic and Diluted Net Loss Per Share | The table below presents potential shares of common stock that were excluded from the computation of basic and diluted loss per common share as they were anti-dilutive (in thousands): Years Ended December 31, 2019 2018 2017 Options to purchase common stock 7,264 7,364 8,108 Common stock issuable under the 2018 Notes — — 3,983 Common stock issuable under the 2020 Notes 3,983 3,983 3,983 Common stock issuable under the 2024 Notes 3,970 3,970 3,970 Unvested restricted stock units 3,956 3,404 2,911 Common stock potentially issuable for ESPP purchases 587 435 436 Common stock held by the NQDC 205 — 220 Total number of potentially issuable shares 19,965 19,156 23,611 |
Schedule of Property Plant and
Schedule of Property Plant and Equipment (Detail) | 12 Months Ended |
Dec. 31, 2019 | |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, estimated useful life | Shorter of life of asset or lease term |
Building and improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 20 years |
Building and improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 50 years |
Manufacturing and laboratory equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 5 years |
Manufacturing and laboratory equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 15 years |
Computer hardware and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 3 years |
Computer hardware and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 5 years |
Office Furniture and Equipment | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 5 years |
Vehicles | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 5 years |
Land improvements | |
Property, Plant and Equipment [Line Items] | |
Property, plant and equipment, useful life, (in years) | 10 years |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2019USD ($)Segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Significant Accounting Policies [Line Items] | |||
Impairment charges | $ | $ 0 | $ 0 | $ 0 |
Number of reportable segment | 1 | ||
Number of operating segments | 1 | ||
Aldurazyme | Minimum | |||
Significant Accounting Policies [Line Items] | |||
Payment received as percentage of net product sales | 39.50% | ||
Aldurazyme | Maximum | |||
Significant Accounting Policies [Line Items] | |||
Payment received as percentage of net product sales | 50.00% |
Recent Accounting Pronounceme_2
Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | ||
Lease ROU asset | $ 59,434 | $ 55,900 |
Lease liability | $ 61,500 | $ 59,000 |
Schedule of Cash, Cash Equivale
Schedule of Cash, Cash Equivalents and Available-for-Sale Securities by Significant Investment Category (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 1,161,152 | $ 1,322,661 |
Gross Unrealized Gains | 4,713 | 497 |
Gross Unrealized Losses | (80) | (2,986) |
Aggregate Fair Value | 1,165,785 | 1,320,172 |
Cash and Cash Equivalents | 437,446 | 493,982 |
Short-term Marketable Securities | 316,361 | 590,326 |
Long-term Marketable Securities | 411,978 | 235,864 |
Quoted Price in Active Markets For Identical Assets (Level 1) | Cash | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cash | 259,347 | 228,809 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Aggregate Fair Value | 259,347 | 228,809 |
Cash and Cash Equivalents | 259,347 | 228,809 |
Short-term Marketable Securities | 0 | 0 |
Long-term Marketable Securities | 0 | 0 |
Level 2 | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 901,805 | 1,093,852 |
Gross Unrealized Gains | 4,713 | 497 |
Gross Unrealized Losses | (80) | (2,986) |
Aggregate Fair Value | 906,438 | 1,091,363 |
Cash and Cash Equivalents | 178,099 | 265,173 |
Short-term Marketable Securities | 316,361 | 590,326 |
Long-term Marketable Securities | 411,978 | 235,864 |
Level 2 | Money Market Instruments | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 173,100 | 205,736 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Aggregate Fair Value | 173,100 | 205,736 |
Cash and Cash Equivalents | 173,100 | 205,736 |
Short-term Marketable Securities | 0 | 0 |
Long-term Marketable Securities | 0 | 0 |
Level 2 | Corporate Debt Securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 518,523 | 564,852 |
Gross Unrealized Gains | 3,575 | 214 |
Gross Unrealized Losses | (12) | (2,288) |
Aggregate Fair Value | 522,086 | 562,778 |
Cash and Cash Equivalents | 0 | 2,000 |
Short-term Marketable Securities | 233,294 | 376,545 |
Long-term Marketable Securities | 288,792 | 184,233 |
Level 2 | Commercial Paper | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 77,702 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | 0 | |
Aggregate Fair Value | 77,702 | |
Cash and Cash Equivalents | 21,964 | |
Short-term Marketable Securities | 55,738 | |
Long-term Marketable Securities | 0 | |
Level 2 | U.S. Government Agency Securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 209,633 | 240,436 |
Gross Unrealized Gains | 993 | 144 |
Gross Unrealized Losses | (67) | (697) |
Aggregate Fair Value | 210,559 | 239,883 |
Cash and Cash Equivalents | 4,999 | 31,474 |
Short-term Marketable Securities | 83,067 | 156,967 |
Long-term Marketable Securities | 122,493 | 51,442 |
Level 2 | Foreign and Other | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 549 | 5,126 |
Gross Unrealized Gains | 145 | 139 |
Gross Unrealized Losses | (1) | (1) |
Aggregate Fair Value | 693 | 5,264 |
Cash and Cash Equivalents | 0 | 3,999 |
Short-term Marketable Securities | 0 | 1,076 |
Long-term Marketable Securities | $ 693 | $ 189 |
Schedule of Cash - Non Printing
Schedule of Cash - Non Printing (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Minimum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Long-term marketable securities maturity period | 1 year | 1 year |
Maximum | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Short-term marketable securities maturity period | 1 year | 1 year |
Long-term marketable securities maturity period | 5 years | 5 years |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |
Other- than- temporary impairment | $ 0 |
Intangible Assets (Detail)
Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Intangible assets: | ||
Finite-lived intangible assets | $ 652,734 | $ 307,995 |
Indefinite-lived intangible assets | 0 | 326,359 |
Gross intangible assets: | 652,734 | 634,354 |
Less: Accumulated amortization | (196,154) | (142,546) |
Net carrying value | $ 456,580 | $ 491,808 |
Schedule of Net-Book-Value and
Schedule of Net-Book-Value and Estimated Remaining Life of Finite-Lived Intangible Assets (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Net Balance | $ 456,580 |
Acquired intellectual property | |
Finite-Lived Intangible Assets [Line Items] | |
Net Balance | $ 406,058 |
Average Remaining Life (in years) | 7 years 9 months 18 days |
Repurchased royalty rights | |
Finite-Lived Intangible Assets [Line Items] | |
Net Balance | $ 26,438 |
Average Remaining Life (in years) | 3 years 10 months 24 days |
Technology Transfer | |
Finite-Lived Intangible Assets [Line Items] | |
Net Balance | $ 23,078 |
Other | |
Finite-Lived Intangible Assets [Line Items] | |
Net Balance | $ 1,006 |
Other | Minimum | |
Finite-Lived Intangible Assets [Line Items] | |
Average Remaining Life (in years) | 1 year 2 months 12 days |
Other | Maximum | |
Finite-Lived Intangible Assets [Line Items] | |
Average Remaining Life (in years) | 4 years 7 months 6 days |
Schedule of Future Amortization
Schedule of Future Amortization Expense of Finite-Lived Intangible Assets (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 62,887 |
2021 | 61,963 |
2022 | 61,939 |
2023 | 61,311 |
2024 | 55,036 |
Thereafter | 130,366 |
Finite-Lived Intangible Asset | $ 433,502 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill And Intangible Assets [Line Items] | ||||
Indefinite-lived intangible assets | $ 0 | $ 326,359,000 | ||
Proceeds from sale of intangible asset | 25,000,000 | 50,000,000 | $ 125,000,000 | |
Medivation | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Milestone Payments Received | $ 25,000,000 | 50,000,000 | ||
IPR&D | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Finite-lived intangible assets useful life | 9 years | |||
In Process Research and Development of Palynziq | Europe | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Indefinite-lived intangible assets | $ 326,400,000 | |||
IPR&D of Kyndrisa and Other Exon | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Indefinite-lived intangible assets | $ 0 | |||
Rare Pediatric Disease Priority Review Voucher | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Proceeds from sale of intangible asset | $ 125,000,000 | |||
IPR&D | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Impairment charge | $ 5,800,000 |
Schedule of Property Plant an_2
Schedule of Property Plant and Equipment Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,559,968 | $ 1,421,317 |
Accumulated depreciation | (549,100) | (472,635) |
Total property, plant and equipment, net | 1,010,868 | 948,682 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 725,906 | 694,447 |
Manufacturing and laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 366,951 | 345,947 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 167,554 | 157,787 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 51,324 | 41,188 |
Furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 38,569 | 33,234 |
Land improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 7,349 | 6,551 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 90,418 | 77,993 |
Construction-in-progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 111,897 | $ 64,170 |
Property Plant and Equipment -
Property Plant and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation expense | $ 89.3 | $ 90.4 | $ 75.8 |
Depreciation capitalized into inventory | $ 37.5 | $ 25.2 | $ 24.1 |
Schedule of Inventory (Detail)
Schedule of Inventory (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 74,442 | $ 74,616 |
Work-in-process | 349,978 | 231,064 |
Finished goods | 255,855 | 225,191 |
Total inventory | $ 680,275 | $ 530,871 |
Inventory (Details)
Inventory (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Valoctocogene Roxaparvovec | |
Inventory [Line Items] | |
Manufacturing costs | $ 29.2 |
Schedule of Accounts Payable an
Schedule of Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accounts payable and accrued operating expenses | $ 240,981 | $ 207,620 |
Accrued compensation expense | 192,467 | 149,937 |
Accrued rebates payable | 57,163 | 43,116 |
Accrued royalties payable | 30,797 | 19,977 |
Deferred revenue | 13,037 | 1,467 |
Value added taxes payable | 8,395 | 7,785 |
Forward foreign currency exchange contracts | 10,448 | 4,178 |
Lease liability | 10,700 | |
Other | 6,633 | 3,210 |
Total accounts payable and accrued liabilities | $ 570,621 | $ 437,290 |
Schedule of Estimated Accrued R
Schedule of Estimated Accrued Rebates and Reserve for Cash Discounts (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accrued rebates | |||
Supplemental Balance Sheet Information [Line Items] | |||
Balance at Beginning of Period | $ 43,116 | $ 36,472 | $ 34,737 |
Provision for Current Period Sales | 91,748 | 67,843 | 52,596 |
Payments | (77,701) | (61,199) | (50,861) |
Balance at End of Period | 57,163 | 43,116 | 36,472 |
Reserve for cash discounts | |||
Supplemental Balance Sheet Information [Line Items] | |||
Balance at Beginning of Period | 1,197 | 1,055 | 888 |
Provision for Current Period Sales | 15,335 | 12,474 | 10,672 |
Payments | (14,643) | (12,332) | (10,505) |
Balance at End of Period | $ 1,889 | $ 1,197 | $ 1,055 |
Fair Value of Financial Assets
Fair Value of Financial Assets and Liabilities (Detail) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | $ 9,951 | |
Fair value of other non-current assets | $ 19,456 | 16,220 |
Fair value of financial assets, Total | 20,633 | 26,171 |
Fair value of other current liabilities | 86,376 | |
Fair value of other non-current liabilities | 67,081 | 77,309 |
Fair value of financial liabilities, Total | 68,258 | 163,685 |
NQDC Plan liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current liabilities | 1,177 | 425 |
Fair value of other non-current liabilities | 16,288 | 30,426 |
Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current liabilities | 85,951 | |
Fair value of other non-current liabilities | 50,793 | 46,883 |
Quoted Price in Active Markets For Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 0 | |
Fair value of other non-current assets | 942 | |
Fair value of financial assets, Total | 942 | |
Fair value of other current liabilities | 55 | |
Fair value of other non-current liabilities | 17,598 | |
Fair value of financial liabilities, Total | 17,653 | |
Quoted Price in Active Markets For Identical Assets (Level 1) | NQDC Plan liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current liabilities | 55 | |
Fair value of other non-current liabilities | 17,598 | |
Quoted Price in Active Markets For Identical Assets (Level 1) | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current liabilities | 0 | |
Fair value of other non-current liabilities | 0 | |
Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 9,951 | |
Fair value of other non-current assets | 19,456 | 15,278 |
Fair value of financial assets, Total | 20,633 | 25,229 |
Fair value of other current liabilities | 370 | |
Fair value of other non-current liabilities | 16,288 | 12,828 |
Fair value of financial liabilities, Total | 17,465 | 13,198 |
Significant Other Observable Inputs (Level 2) | NQDC Plan liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current liabilities | 1,177 | 370 |
Fair value of other non-current liabilities | 16,288 | 12,828 |
Significant Other Observable Inputs (Level 2) | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current liabilities | 0 | |
Fair value of other non-current liabilities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 0 | |
Fair value of other non-current assets | 0 | 0 |
Fair value of financial assets, Total | 0 | 0 |
Fair value of other current liabilities | 85,951 | |
Fair value of other non-current liabilities | 50,793 | 46,883 |
Fair value of financial liabilities, Total | 50,793 | 132,834 |
Significant Unobservable Inputs (Level 3) | NQDC Plan liability | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current liabilities | 0 | 0 |
Fair value of other non-current liabilities | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Contingent consideration | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current liabilities | 85,951 | |
Fair value of other non-current liabilities | 50,793 | 46,883 |
NQDC Plan assets | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 1,177 | 370 |
Fair value of other non-current assets | 16,288 | 12,828 |
NQDC Plan assets | Quoted Price in Active Markets For Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 0 | |
Fair value of other non-current assets | 0 | |
NQDC Plan assets | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 1,177 | 370 |
Fair value of other non-current assets | 16,288 | 12,828 |
NQDC Plan assets | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 0 | 0 |
Fair value of other non-current assets | 0 | 0 |
Restricted Investments | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 9,581 | |
Fair value of other non-current assets | 3,168 | 2,450 |
Restricted Investments | Quoted Price in Active Markets For Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 0 | |
Fair value of other non-current assets | 0 | |
Restricted Investments | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 9,581 | |
Fair value of other non-current assets | 3,168 | 2,450 |
Restricted Investments | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other current assets | 0 | |
Fair value of other non-current assets | $ 0 | 0 |
Strategic Investment | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other non-current assets | 942 | |
Strategic Investment | Quoted Price in Active Markets For Identical Assets (Level 1) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other non-current assets | 942 | |
Strategic Investment | Significant Other Observable Inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other non-current assets | 0 | |
Strategic Investment | Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of other non-current assets | $ 0 |
Liabilities Measured at Fair Va
Liabilities Measured at Fair Value Using Level 3 Inputs (Detail) - Contingent Payment $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Contingent consideration, Beginning balance | $ 132,834 |
Changes in the fair value of other contingent consideration | 20,612 |
Realized foreign exchange gain on settlement of contingent consideration | (1,928) |
Foreign exchange remeasurement of Euro denominated contingent acquisition consideration | (1,266) |
Contingent consideration, Ending balance | 50,793 |
Merck Serono | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Milestone payments | (83,472) |
Lead Therapeutics, Inc | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Milestone payments | $ (15,987) |
Summary of Designated Forward F
Summary of Designated Forward Foreign Currency Exchange Contracts Outstanding (Detail) - Derivatives Designated As Hedging Instruments - Foreign exchange contracts | Dec. 31, 2019AUD ($)Derivative | Dec. 31, 2019EUR (€)Derivative | Dec. 31, 2019COP ($)Derivative | Dec. 31, 2019CAD ($)Derivative | Dec. 31, 2019NOK (kr)Derivative |
Derivative [Line Items] | |||||
Number of Contracts | 683 | 683 | 683 | 683 | 683 |
Australian Dollars | Sell | |||||
Derivative [Line Items] | |||||
Number of Contracts | 36 | 36 | 36 | 36 | 36 |
Aggregate Notional Amount in Foreign Currency | $ | $ 13,800,000 | ||||
Euros | Sell | |||||
Derivative [Line Items] | |||||
Number of Contracts | 385 | 385 | 385 | 385 | 385 |
Aggregate Notional Amount in Foreign Currency | € | € 617,000,000 | ||||
Euros | Purchase | |||||
Derivative [Line Items] | |||||
Number of Contracts | 146 | 146 | 146 | 146 | 146 |
Aggregate Notional Amount in Foreign Currency | € | € 175,400,000 | ||||
Canadian Dollars | Sell | |||||
Derivative [Line Items] | |||||
Number of Contracts | 56 | 56 | 56 | 56 | 56 |
Aggregate Notional Amount in Foreign Currency | $ | $ 42,500,000 | ||||
Colombian Pesos | Sell | |||||
Derivative [Line Items] | |||||
Number of Contracts | 24 | 24 | 24 | 24 | 24 |
Aggregate Notional Amount in Foreign Currency | $ | $ 99,850,000,000 | ||||
Norwegian Krone | Sell | |||||
Derivative [Line Items] | |||||
Number of Contracts | 36 | 36 | 36 | 36 | 36 |
Aggregate Notional Amount in Foreign Currency | kr | kr 90,800,000 |
Summary of Non-Designated Forwa
Summary of Non-Designated Forward Foreign Currency Exchange Contracts Outstanding (Detail) - Not Designated as Hedging Instrument | Dec. 31, 2019COP ($)Derivative | Dec. 31, 2019RUB (₽)Derivative |
Derivative [Line Items] | ||
Number of Contracts | 14 | 14 |
Brazilian Reais | Foreign exchange contracts | Purchase | ||
Derivative [Line Items] | ||
Number of Contracts | 1 | 1 |
Aggregate Notional Amount in Foreign Currency | $ | $ 55,100,000 | |
Colombian Pesos | Foreign exchange contracts | Sell | ||
Derivative [Line Items] | ||
Number of Contracts | 2 | 2 |
Aggregate Notional Amount in Foreign Currency | $ | $ 173,000,000,000 | |
Colombian Pesos | Foreign exchange contracts | Purchase | ||
Derivative [Line Items] | ||
Number of Contracts | 4 | 4 |
Aggregate Notional Amount in Foreign Currency | $ | $ 28,320,000,000 | |
Euros | Foreign exchange contracts | Sell | ||
Derivative [Line Items] | ||
Number of Contracts | 1 | 1 |
Aggregate Notional Amount in Foreign Currency | $ | $ 5,000,000 | |
Euros | Foreign exchange contracts | Purchase | ||
Derivative [Line Items] | ||
Number of Contracts | 1 | 1 |
Aggregate Notional Amount in Foreign Currency | $ | $ 8,000,000 | |
Great British Pounds | Foreign exchange contracts | Purchase | ||
Derivative [Line Items] | ||
Number of Contracts | 2 | 2 |
Aggregate Notional Amount in Foreign Currency | $ | $ 21,000,000 | |
Ruble | Foreign exchange contracts | Sell | ||
Derivative [Line Items] | ||
Number of Contracts | 2 | 2 |
Aggregate Notional Amount in Foreign Currency | ₽ | ₽ 1,360,000,000 | |
Ruble | Foreign exchange contracts | Purchase | ||
Derivative [Line Items] | ||
Number of Contracts | 1 | 1 |
Aggregate Notional Amount in Foreign Currency | ₽ | ₽ 20,000,000 |
Fair Value Carrying Amount of D
Fair Value Carrying Amount of Derivative Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Derivative [Line Items] | ||
Derivative Asset, Fair Value | $ 33,592 | $ 23,178 |
Derivative Liability, Fair Value | 15,941 | 7,831 |
Derivatives Designated As Hedging Instruments | Level 2 | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value | 33,123 | 23,010 |
Derivative Liability, Fair Value | 13,677 | 7,689 |
Derivatives Designated As Hedging Instruments | Level 2 | Other Current Assets | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value | 19,584 | 12,686 |
Derivatives Designated As Hedging Instruments | Level 2 | Other Assets | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value | 13,539 | 10,324 |
Derivatives Designated As Hedging Instruments | Level 2 | Accounts Payable and Accrued Liabilities | ||
Derivative [Line Items] | ||
Derivative Liability, Fair Value | 8,184 | 4,036 |
Derivatives Designated As Hedging Instruments | Level 2 | Other Long-Term Liabilities | ||
Derivative [Line Items] | ||
Derivative Liability, Fair Value | 5,493 | 3,653 |
Not Designated as Hedging Instrument | Level 2 | Other Current Assets | ||
Derivative [Line Items] | ||
Derivative Asset, Fair Value | 469 | 168 |
Not Designated as Hedging Instrument | Level 2 | Accounts Payable and Accrued Liabilities | ||
Derivative [Line Items] | ||
Derivative Liability, Fair Value | $ 2,264 | $ 142 |
Effect of Derivative Instrument
Effect of Derivative Instruments (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net product revenues | $ 1,704,048 | $ 1,491,212 | $ 1,313,646 |
Operating expenses as reported | 1,804,505 | 1,614,736 | 1,328,346 |
Product | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net product revenues | 1,661,043 | $ 1,470,356 | $ 1,270,445 |
Derivatives Designated As Hedging Instruments | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain (Loss) Recognized in Other Comprehensive Income | 25,266 | ||
Derivatives Designated As Hedging Instruments | Operating Expenses | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Cash Flow Hedge Gains (Losses) Reclassified into Earnings | (3,453) | ||
Derivatives Designated As Hedging Instruments | Product | Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Cash Flow Hedge Gains (Losses) Reclassified into Earnings | 17,672 | ||
Not Designated as Hedging Instrument | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Net gain (loss) recognized in net loss | $ (5,259) |
Derivative Instruments and He_3
Derivative Instruments and Hedging Strategies - Additional Information (Detail) $ in Millions | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Foreign Currency Derivatives | |
Derivative [Line Items] | |
Amount reclassified from AOCI to earnings as related to forecasted revenue and operating expense transactions | $ (9.4) |
Schedule of ROU Assets and Leas
Schedule of ROU Assets and Lease Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 |
Assets: | ||
Operating | $ 49,045 | |
Financing | 10,389 | |
Total ROU assets | 59,434 | $ 55,900 |
Liabilities: | ||
Operating, Current | 7,451 | |
Finance, Current | 3,249 | |
Operating, Noncurrent | 44,092 | |
Finance, Noncurrent | 6,708 | |
Operating And Finance Lease Liability | $ 61,500 | $ 59,000 |
Schedule of Maturities of Lease
Schedule of Maturities of Lease Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 01, 2019 |
Operating | ||
2020 | $ 10,019 | |
2021 | 9,081 | |
2022 | 8,699 | |
2023 | 7,748 | |
2024 | 5,916 | |
Thereafter | 22,027 | |
Total lease payments | 63,490 | |
Less: Interest | (11,947) | |
Present value of lease liabilities | 51,543 | |
Financing | ||
2020 | 3,705 | |
2021 | 3,090 | |
2022 | 2,346 | |
2023 | 1,748 | |
2024 | 0 | |
Thereafter | 0 | |
Total lease payments | 10,889 | |
Less: Interest | (932) | |
Present value of lease liabilities | 9,957 | |
Total | ||
2020 | 13,724 | |
2021 | 12,171 | |
2022 | 11,045 | |
2023 | 9,496 | |
2024 | 5,916 | |
Thereafter | 22,027 | |
Total lease payments | 74,379 | |
Total lease payments | (12,879) | |
Operating And Finance Lease Liability | $ 61,500 | $ 59,000 |
Schedule of Lease Cost (Detail)
Schedule of Lease Cost (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Lease Cost | |
Total lease costs | $ 16,247 |
Operating Expenses | |
Lease Cost | |
Operating | 13,026 |
Amortization | 2,615 |
Interest expense | $ 606 |
Schedule of Maturities (Details
Schedule of Maturities (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 12,976 |
2020 | 12,549 |
2021 | 11,198 |
2022 | 10,574 |
2023 | 9,993 |
Thereafter | 27,701 |
Total | $ 84,991 |
Schedule of Other Information (
Schedule of Other Information (Detail) | Dec. 31, 2019 |
Weighted average remaining lease term (in years): | |
Operating leases | 7 years 10 months 24 days |
Financing leases | 3 years 3 months 18 days |
Weighted Average Discount Rate [Abstract] | |
Operating leases | 5.20% |
Financing leases | 5.40% |
Schedule of Supplemental Cash F
Schedule of Supplemental Cash Flow Information (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Cash used in operating activities: | |
Operating leases | $ 8,183 |
Financing leases | 628 |
Cash Flow, Financing Activities, Lessee [Abstract] | |
Financing leases | 5,087 |
Right Of Use Assets Obtained In Exchange For Lease Obligations [Abstract] | |
Operating leases | 9,772 |
Financing leases | $ 3,267 |
Additional Information (Detail)
Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Leases [Abstract] | ||
Operating lease rent expense | $ 12.2 | $ 11.4 |
Deferred rent accruals | 2.1 | |
Deferred rent accruals, current | $ 0.5 |
Debt - Additional Information (
Debt - Additional Information (Detail) | Oct. 15, 2018USD ($)$ / sharesshares | Oct. 15, 2013USD ($)$ / shares | Oct. 31, 2018USD ($) | Aug. 31, 2017USD ($)$ / shares | Dec. 31, 2019USD ($)d$ / shares$ / Optionshares | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares |
Debt Instrument [Line Items] | |||||||
Carrying value of equity component | $ 870,000,000 | ||||||
Debt conversion, principal cash settlement amount | 0 | $ 374,953,000 | $ 26,000 | ||||
Convertible Notes due in 2024 | |||||||
Debt Instrument [Line Items] | |||||||
Carrying value of equity component | $ 495,000,000 | $ 495,000,000 | |||||
Debt instrument, aggregate principal amount | $ 495,000,000 | ||||||
Debt instrument percentage of face value | 98.00% | ||||||
Debt instrument, interest rate, stated percentage, per annum | 0.599% | 0.599% | 0.599% | ||||
Conversion rate of shares | 8.0212 | ||||||
Principal amount on conversion rate | $ 1,000,000 | ||||||
Debt instrument, convertible, conversion price, per share | $ / shares | $ 124.67 | ||||||
Net proceeds from offering debt | $ 481,700,000 | ||||||
Debt issuance costs | $ 3,400,000 | ||||||
Repurchase of note principal amount | 100.00% | ||||||
Debt Instrument, unamortized discount | 9,900,000 | $ 6,533,000 | $ 7,946,000 | ||||
Offering costs | 2,229,000 | $ 2,715,000 | |||||
Convertible Notes due 2018 and due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Carrying value of equity component | $ 156,200,000 | ||||||
Debt instrument, aggregate principal amount | $ 750,000,000 | ||||||
Debt instrument, convertible, conversion price, per share | $ / shares | $ 94.15 | $ 94.15 | $ 94.15 | ||||
Net proceeds from offering debt | 726,200,000 | ||||||
Debt issuance costs | $ 23,800,000 | ||||||
Repurchase of note principal amount | 100.00% | ||||||
Common stock shares covered under capped call transactions | shares | 3,982,988 | ||||||
Strike price | $ / Option | 94.15 | ||||||
Cap price | $ / Option | 121.05 | ||||||
Payment for capped calls transactions | $ 29,800,000 | ||||||
Convertible Notes due 2018 and due 2020 | Convertible Senior Notes | |||||||
Debt Instrument [Line Items] | |||||||
Debt Instrument, unamortized discount | 161,300,000 | ||||||
Offering costs | 5,100,000 | ||||||
Convertible Notes due 2018 | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, aggregate principal amount | $ 375,000,000 | ||||||
Debt instrument, interest rate, stated percentage, per annum | 0.75% | ||||||
Debt instrument, convertible, conversion price, per share | $ / shares | $ 94.15 | ||||||
Debt conversion, principal cash settlement amount | $ 375,000,000 | ||||||
Common stock, shares, issued to converting holders | shares | 190,220 | ||||||
Debt Instrument, conversion price measuring average period | 25 days | ||||||
Common stock shares covered under capped call transactions | shares | 95,127 | ||||||
Convertible Notes due 2020 | |||||||
Debt Instrument [Line Items] | |||||||
Carrying value of equity component | $ 374,993,000 | $ 374,993,000 | |||||
Debt instrument, aggregate principal amount | $ 375,000,000 | ||||||
Debt instrument, interest rate, stated percentage, per annum | 150.00% | 1.50% | 1.50% | ||||
Conversion rate of shares | 10.6213 | ||||||
Principal amount on conversion rate | $ 1,000 | $ 1,000 | |||||
Debt instrument, convertible, conversion price, per share | $ / shares | $ 94.15 | ||||||
Debt Instrument, unamortized discount | $ 12,078,000 | $ 26,581,000 | |||||
Common stock trading day | d | 20 | ||||||
Consecutive common stock trading days | d | 30 | ||||||
Debt instrument convertible threshold percentage | 130.00% | ||||||
Number of business day period | 5 days | ||||||
Trading price percentage on reported sale price of common stock | 98.00% | ||||||
Offering costs | $ 1,033,000 | $ 2,334,000 | |||||
2018 Notes | |||||||
Debt Instrument [Line Items] | |||||||
Common stock shares covered under capped call transactions, percentage | 50.00% | ||||||
2020 Notes | |||||||
Debt Instrument [Line Items] | |||||||
Common stock shares covered under capped call transactions, percentage | 50.00% | ||||||
The 2016 Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
Gain (loss) on extinguishment or termination of debt | $ 0 | ||||||
Maximum borrowing capacity | 200,000,000 | ||||||
The 2018 Credit Facility | |||||||
Debt Instrument [Line Items] | |||||||
To repay early, minimum required amount outstanding with certain other conditions have not been met | $ 100,000,000 | ||||||
Maturity date of credit facility, if certain other conditions have not been met | Aug. 1, 2020 | ||||||
Debt issuance costs | $ 1,000,000 | ||||||
Outstanding amount | $ 0 | ||||||
The 2018 Credit Facility | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of commitment fees payable on undrawn amount | 0.15% | ||||||
The 2018 Credit Facility | Minimum | LIBOR Rate | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument interest rate percentage | 1.00% | ||||||
The 2018 Credit Facility | Minimum | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument interest rate percentage | 0.00% | ||||||
The 2018 Credit Facility | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Percentage of commitment fees payable on undrawn amount | 0.35% | ||||||
The 2018 Credit Facility | Maximum | LIBOR Rate | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument interest rate percentage | 1.95% | ||||||
The 2018 Credit Facility | Maximum | Base Rate | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument interest rate percentage | 0.95% |
Summary of Senior Subordinated
Summary of Senior Subordinated Convertible Obligations (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2017 |
Debt Instrument [Line Items] | |||
Convertible Notes | $ 870,000 | ||
Convertible notes, current | 361,882 | $ 0 | |
Convertible Notes, net of unamortized discount and deferred offering costs | 486,238 | 830,417 | |
Total convertible debt, net | 848,120 | 830,417 | |
Convertible Notes, fair value | 927,518 | 911,348 | |
1.50% Senior Subordinated Convertible Notes Due in October 2020 | |||
Debt Instrument [Line Items] | |||
Convertible Notes | 374,993 | 374,993 | |
Convertible debt, unamortized discount | (12,078) | (26,581) | |
Convertible debt, Unamortized deferred offering costs | (1,033) | (2,334) | |
Convertible notes, current | 361,882 | ||
Convertible Notes, net of unamortized discount and deferred offering costs | 346,078 | ||
Convertible Notes, fair value | 405,679 | 419,722 | |
0.599% Senior Subordinated Convertible Notes Due in August 2024 | |||
Debt Instrument [Line Items] | |||
Convertible Notes | 495,000 | 495,000 | |
Convertible debt, unamortized discount | (6,533) | (7,946) | $ (9,900) |
Convertible debt, Unamortized deferred offering costs | (2,229) | (2,715) | |
Convertible Notes, net of unamortized discount and deferred offering costs | 486,238 | 484,339 | |
Convertible Notes, fair value | $ 521,839 | $ 491,626 |
Summary of Senior Subordinate_2
Summary of Senior Subordinated Convertible Obligations - Non- Printing (Detail) | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2017 | Oct. 15, 2013 |
1.50% Senior Subordinated Convertible Notes Due in October 2020 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate, stated percentage | 1.50% | 1.50% | 150.00% | |
0.599% Senior Subordinated Convertible Notes Due in August 2024 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, interest rate, stated percentage | 0.599% | 0.599% | 0.599% |
Summary of Interest Expense on
Summary of Interest Expense on Debt (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule Of Interest Expenses [Line Items] | |||
Total interest expense on convertible debt | $ 23,460 | $ 43,664 | $ 42,707 |
Convertible Senior Notes | |||
Schedule Of Interest Expenses [Line Items] | |||
Coupon interest | 4,907 | 12,452 | 10,407 |
Amortization of debt issuance costs | 2,031 | 3,610 | 3,725 |
Accretion of discount on convertible notes | 15,917 | 27,602 | 28,575 |
Total interest expense on convertible debt | $ 22,855 | $ 43,664 | $ 42,707 |
Amounts Reclassified out of Acc
Amounts Reclassified out of Accumulated Other Comprehensive Income (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Net product revenues | $ 1,704,048 | $ 1,491,212 | $ 1,313,646 |
LOSS FROM OPERATIONS | (100,457) | (123,524) | (14,700) |
Other income | 6,945 | 2,205 | 7,970 |
Provision for (benefit from) income taxes | (70,963) | (65,494) | 81,167 |
NET LOSS | (23,848) | (77,211) | (117,042) |
Product | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Net product revenues | 1,661,043 | 1,470,356 | 1,270,445 |
Amount Reclassified from AOCI (Gain) Loss | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Provision for (benefit from) income taxes | 0 | 0 | (1,191) |
Total gain on available-for-sale debt securities | 0 | 0 | 2,061 |
NET LOSS | 15,853 | (2,047) | (3,052) |
Amount Reclassified from AOCI (Gain) Loss | Gains (losses) on Cash Flow Hedges | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
LOSS FROM OPERATIONS | 15,853 | (2,047) | (5,113) |
Amount Reclassified from AOCI (Gain) Loss | Gains (losses) on Cash Flow Hedges | Forward Foreign Currency Exchange Contracts | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Operating expenses | (1,819) | 3,958 | 264 |
Amount Reclassified from AOCI (Gain) Loss | Gains (losses) on Cash Flow Hedges | Product | Forward Foreign Currency Exchange Contracts | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Net product revenues | 17,672 | (6,005) | (5,377) |
Amount Reclassified from AOCI (Gain) Loss | Gain (Loss) on Sale of Available-for-Sale Debt Securities | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Other income | $ 0 | $ 0 | $ 3,252 |
Summary of Changes in Accumulat
Summary of Changes in Accumulated Balances of AOCI Including Current Period Other Comprehensive Income (Loss) and Reclassifications Out of AOCI (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | $ 2,967,940 | $ 2,808,663 |
Other comprehensive income (loss) before reclassifications | 32,386 | 27,184 |
Less: gain (loss) reclassified from AOCI | 15,853 | (2,047) |
Tax effect | (1,640) | (413) |
Net current-period other comprehensive income (loss) | 14,893 | 28,818 |
Ending Balance | 3,122,381 | 2,967,940 |
Unrealized Gains (Losses) on Cash Flow Hedges | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | 7,201 | (20,232) |
Other comprehensive income (loss) before reclassifications | 25,266 | 25,386 |
Less: gain (loss) reclassified from AOCI | 15,853 | (2,047) |
Tax effect | 0 | 0 |
Net current-period other comprehensive income (loss) | 9,413 | 27,433 |
Ending Balance | 16,614 | 7,201 |
Unrealized Gains (Losses) on Cash Flow Hedges | Previously Reported | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (20,232) | |
Unrealized Gains (Losses) on Cash Flow Hedges | ASU 2018-02 | Restatement Adjustment | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | 0 | |
Unrealized Gains (Losses) on Available-for-Sale Debt Securities | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (1,917) | (3,308) |
Other comprehensive income (loss) before reclassifications | 7,122 | 1,804 |
Less: gain (loss) reclassified from AOCI | 0 | 0 |
Tax effect | (1,640) | (413) |
Net current-period other comprehensive income (loss) | 5,482 | 1,391 |
Ending Balance | 3,565 | (1,917) |
Unrealized Gains (Losses) on Available-for-Sale Debt Securities | Previously Reported | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (2,722) | |
Unrealized Gains (Losses) on Available-for-Sale Debt Securities | ASU 2018-02 | Restatement Adjustment | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (586) | |
Accumulated Gain Loss from Other | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (13) | (7) |
Other comprehensive income (loss) before reclassifications | (2) | (6) |
Less: gain (loss) reclassified from AOCI | 0 | 0 |
Tax effect | 0 | 0 |
Net current-period other comprehensive income (loss) | (2) | (6) |
Ending Balance | (15) | (13) |
Accumulated Gain Loss from Other | Previously Reported | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (7) | |
Accumulated Gain Loss from Other | ASU 2018-02 | Restatement Adjustment | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | 0 | |
Accumulated Other Comprehensive Income (Loss) | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | 5,271 | (23,547) |
Ending Balance | $ 20,164 | 5,271 |
Accumulated Other Comprehensive Income (Loss) | Previously Reported | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | (22,961) | |
Accumulated Other Comprehensive Income (Loss) | ASU 2018-02 | Restatement Adjustment | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Beginning Balance | $ (586) |
Revenue, Credit Concentration_3
Revenue, Credit Concentrations and Geographic Information - Additional Information (Detail) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019USD ($)SegmentCustomer | Dec. 31, 2018USD ($)Customer | |
Concentration Risk And Geographic Information [Line Items] | ||
Number of operating business segment | Segment | 1 | |
Accounts receivable, net | $ 377,404 | $ 342,633 |
Customer | ||
Concentration Risk And Geographic Information [Line Items] | ||
Accounts receivable, net | $ 60,200 | $ 73,900 |
Accounts Receivable Balance | ||
Concentration Risk And Geographic Information [Line Items] | ||
Number of customers accounted for balance in accounts receivable | Customer | 2 | 2 |
Geographic Concentration Risk | Net Product Revenue | Minimum | ||
Concentration Risk And Geographic Information [Line Items] | ||
Concentration risk, percentage | 10.00% | |
Credit Concentration Risk | Accounts Receivable Balance | Customer One | ||
Concentration Risk And Geographic Information [Line Items] | ||
Concentration risk, percentage | 24.00% | 30.00% |
Credit Concentration Risk | Accounts Receivable Balance | Customer Two | ||
Concentration Risk And Geographic Information [Line Items] | ||
Concentration risk, percentage | 16.00% | 16.00% |
Disaggregates of Total Revenues
Disaggregates of Total Revenues from External Customers and Collaborative Partners by Geographic Region (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue from External Customer [Line Items] | |||
Total revenues | $ 1,704,048 | $ 1,491,212 | $ 1,313,646 |
United States | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 778,440 | 696,793 | 588,243 |
Europe | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 509,188 | 436,434 | 398,814 |
Latin America | |||
Revenue from External Customer [Line Items] | |||
Total revenues | 218,792 | 185,046 | 181,970 |
Rest of world | |||
Revenue from External Customer [Line Items] | |||
Total revenues | $ 197,628 | $ 172,939 | $ 144,619 |
Disaggregates of Total Net Prod
Disaggregates of Total Net Product Revenues from External Customers by Product (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue from External Customer [Line Items] | |||
Net product revenues | $ 1,704,048 | $ 1,491,212 | $ 1,313,646 |
Aldurazyme | |||
Revenue from External Customer [Line Items] | |||
Net product revenues | 97,809 | 135,097 | 89,959 |
Brineura | |||
Revenue from External Customer [Line Items] | |||
Net product revenues | 71,997 | 39,889 | 8,595 |
Firdapse | |||
Revenue from External Customer [Line Items] | |||
Net product revenues | 22,348 | 21,787 | 18,890 |
Kuvan | |||
Revenue from External Customer [Line Items] | |||
Net product revenues | 463,353 | 433,582 | 407,542 |
Naglazyme | |||
Revenue from External Customer [Line Items] | |||
Net product revenues | 374,334 | 345,851 | 332,208 |
Palynziq | |||
Revenue from External Customer [Line Items] | |||
Net product revenues | 86,857 | 12,173 | 0 |
Vimizim | |||
Revenue from External Customer [Line Items] | |||
Net product revenues | 544,345 | 481,977 | 413,251 |
Product | |||
Revenue from External Customer [Line Items] | |||
Net product revenues | $ 1,661,043 | $ 1,470,356 | $ 1,270,445 |
Disaggregates of Total Net Pr_2
Disaggregates of Total Net Product Revenues Based on Patient Location (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Net product revenues | $ 1,704,048 | $ 1,491,212 | $ 1,313,646 |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 778,440 | 696,793 | 588,243 |
Europe | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 509,188 | 436,434 | 398,814 |
Latin America | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 218,792 | 185,046 | 181,970 |
Rest of world | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 197,628 | 172,939 | 144,619 |
Aldurazyme | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 97,809 | 135,097 | 89,959 |
Product | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 1,661,043 | 1,470,356 | 1,270,445 |
Marketed by Company | Brineura, Firdapse, Kuvan, Naglazyme, and Vimizim | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 1,563,234 | 1,335,259 | 1,180,486 |
Marketed by Company | Brineura, Firdapse, Kuvan, Naglazyme, and Vimizim | United States | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 669,171 | 560,030 | 495,741 |
Marketed by Company | Brineura, Firdapse, Kuvan, Naglazyme, and Vimizim | Europe | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 485,596 | 424,357 | 363,538 |
Marketed by Company | Brineura, Firdapse, Kuvan, Naglazyme, and Vimizim | Latin America | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 218,792 | 184,984 | 181,963 |
Marketed by Company | Brineura, Firdapse, Kuvan, Naglazyme, and Vimizim | Rest of world | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | 189,675 | 165,888 | 139,244 |
Marketed by Genzyme | Aldurazyme | |||
Disaggregation of Revenue [Line Items] | |||
Net product revenues | $ 97,809 | $ 135,097 | $ 89,959 |
Total Net Product Revenue Conce
Total Net Product Revenue Concentrations Attributed to Largest Customers (Detail) - Customer Concentration Risk - Net Product Revenue | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 41.00% | 40.00% | 42.00% |
Customer A | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 17.00% | 18.00% | 18.00% |
Customer B | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 13.00% | 12.00% | 14.00% |
Customer C | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 11.00% | 10.00% | 10.00% |
Summary of Non-Monetary Long-Li
Summary of Non-Monetary Long-Lived Assets by Geographic Region (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Revenue from External Customer [Line Items] | ||
Total long-lived assets | $ 2,270,506 | $ 2,099,194 |
United States | ||
Revenue from External Customer [Line Items] | ||
Total long-lived assets | 1,789,044 | 1,719,733 |
Ireland | ||
Revenue from External Customer [Line Items] | ||
Total long-lived assets | 292,957 | 220,878 |
Rest of world | ||
Revenue from External Customer [Line Items] | ||
Total long-lived assets | $ 188,505 | $ 158,583 |
Equity Compensation Plans and_3
Equity Compensation Plans and Stock-Based Compensation - Additional Information (Detail) - USD ($) | Sep. 19, 2019 | Sep. 18, 2019 | Sep. 28, 2017 | Aug. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share based awards, authorized | 39,700,000 | ||||||||
Stock-based compensation expense capitalized to inventory | $ 20,300,000 | $ 20,000,000 | $ 16,100,000 | ||||||
Weighted-average fair value per option granted | $ 36.84 | $ 33.40 | $ 36.07 | ||||||
Total intrinsic value of options exercised | $ 32,500,000 | $ 79,900,000 | $ 77,000,000 | ||||||
Net tax benefit from stock options exercised | $ 1,200,000 | ||||||||
Employee Stock Purchase Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share based awards, authorized | 7,000,000 | ||||||||
Shares reserved for future issuance | 3,600,000 | ||||||||
Options to purchase shares of common stock, percentage | 85.00% | ||||||||
Span of offering period, in years | 2 years | ||||||||
Maximum percentage of qualified compensation to be used for purchase | 10.00% | ||||||||
Maximum payroll deductions | $ 25,000 | ||||||||
Shares issued under the Employee Stock Purchase Plan | 200,000 | ||||||||
Unrecognized compensation cost related to unvested awards | $ 14,300,000 | ||||||||
Unrecognized compensation cost expected to recognized over weighted average period, in years | 1 year 4 months 24 days | ||||||||
Stock Option | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized compensation cost related to unvested awards | $ 36,500,000 | ||||||||
Unrecognized compensation cost expected to recognized over weighted average period, in years | 2 years 4 months 24 days | ||||||||
Restricted Stock With Service Based Vesting Conditions | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted-average fair value per RSU granted | $ 91.28 | $ 84.63 | $ 87.88 | ||||||
The total fair value of restricted stock vested and released | $ 101,000,000 | $ 84,500,000 | $ 76,500,000 | ||||||
Unrecognized compensation cost related to unvested awards | $ 225,500,000 | ||||||||
Unrecognized compensation cost expected to recognized over weighted average period, in years | 2 years 7 months 6 days | ||||||||
Granted restricted stock units | 3,585,384 | 3,147,523 | |||||||
Unvested restricted stock units | Independent Director | Common Stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting period, years | 1 year | ||||||||
Initial equity grant value | $ 400,000 | $ 375,000 | |||||||
Average closing price of common stock, trailing period | 3 months | ||||||||
March 2019 Base Restricted Stock Unit Awards with Performance Conditions | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of threshold achievement | 75.00% | ||||||||
Percentage of ceiling achievement | 125.00% | ||||||||
March 2019 Base Restricted Stock Unit Awards with Performance Conditions | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of, number of shares may earned | 50.00% | ||||||||
March 2019 Base Restricted Stock Unit Awards with Performance Conditions | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Percentage of, number of shares may earned | 200.00% | ||||||||
2015 Base Restricted Stock Unit Awards with Performance Conditions | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Unrecognized compensation cost related to unvested awards | $ 10,500,000 | ||||||||
Award vesting service period | 1 year 8 months 12 days | ||||||||
Two Thousand Twenty Two Base Restricted Stock Unit Awards With Performance Conditions | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted-average fair value per RSU granted | $ 81 | ||||||||
Unrecognized compensation cost related to unvested awards | $ 3,600,000 | ||||||||
Granted restricted stock units | 44,260 | ||||||||
March 2019 Base Restricted Stock Unit Awards With Market Conditions | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted-average fair value per RSU granted | $ 143.92 | ||||||||
Unrecognized compensation cost related to unvested awards | $ 9,400,000 | ||||||||
Unrecognized compensation cost expected to recognized over weighted average period, in years | 2 years 2 months 12 days | ||||||||
Granted restricted stock units | 99,010 | ||||||||
Award vesting service period | 3 years | ||||||||
Ceiling achievement level | 100.00% | ||||||||
March 2019 Base Restricted Stock Unit Awards With Market Conditions | Minimum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares earned range | 0.00% | ||||||||
Annual shareholder return multiplier | 50.00% | ||||||||
March 2019 Base Restricted Stock Unit Awards With Market Conditions | Maximum | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares earned range | 200.00% | ||||||||
Restricted Stock With Performance Conditions | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Weighted-average fair value per RSU granted | $ 94.53 | $ 83.57 | $ 87.42 | ||||||
Granted restricted stock units | 226,884 | 256,418 | |||||||
2017 Equity Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares reserved for future issuance | 21,500,000 | ||||||||
2017 Equity Incentive Plan | Stock Option | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting period, years | 4 years | ||||||||
Initial time period vesting requirements | 12 months | ||||||||
Contractual term of stock option awards, years | 10 years | ||||||||
2017 Equity Incentive Plan | Restricted Stock With Service Based Vesting Conditions | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting period, years | 4 years |
Stock-Based Compensation Expens
Stock-Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 159,865 | $ 148,819 | $ 140,263 |
Cost of sales | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 16,146 | 13,558 | 10,636 |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | 56,649 | 57,557 | 53,112 |
Selling, general and administrative | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total stock-based compensation expense | $ 87,070 | $ 77,704 | $ 76,515 |
Summary of Restricted Stock Uni
Summary of Restricted Stock Unit Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Restricted Stock With Service Based Vesting Conditions | |||
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | |||
Shares, Non-vested units as of December 31, 2018 | 3,147,523 | ||
Shares, Granted | 1,937,858 | ||
Shares, Vested | (1,136,627) | ||
Shares, Forfeited | (363,370) | ||
Shares, Non-vested units as of December 31, 2019 | 3,585,384 | 3,147,523 | |
Weighted Average Grant Date Fair Value, Non-vested units as of December 31, 2018 | $ 87.42 | ||
Weighted Average Grant Date Fair Value, Granted | 91.28 | $ 84.63 | $ 87.88 |
Weighted Average Grant Date Fair Value, Vested | 91.20 | ||
Weighted Average Grant Date Fair Value, Forfeited | 89.39 | ||
Weighted Average Grant Date Fair Value, Non-vested units as of December 31, 2019 | $ 88.54 | $ 87.42 | |
Weighted Average Remaining Years, Non-vested units | 2 years 7 months 6 days | 2 years 7 months 6 days | |
Aggregate Intrinsic Value, Non-vested units | $ 303,144 | $ 268,012 | |
Restricted Stock With Performance Conditions | |||
Schedule of Share based Compensation Arrangements by Share based Payment Award, Equity Instruments, Other Than Options, Restricted Stock Units [Line Items] | |||
Shares, Non-vested units as of December 31, 2018 | 256,418 | ||
Shares, Granted | 99,010 | ||
Shares, Vested | (125,687) | ||
Shares, Forfeited | (2,857) | ||
Shares, Non-vested units as of December 31, 2019 | 226,884 | 256,418 | |
Weighted Average Grant Date Fair Value, Non-vested units as of December 31, 2018 | $ 84.85 | ||
Weighted Average Grant Date Fair Value, Granted | 94.53 | $ 83.57 | $ 87.42 |
Weighted Average Grant Date Fair Value, Vested | 84.85 | ||
Weighted Average Grant Date Fair Value, Forfeited | 83.57 | ||
Weighted Average Grant Date Fair Value, Non-vested units as of December 31, 2019 | $ 89.09 | $ 84.85 |
Summary of Restricted Stock U_2
Summary of Restricted Stock Unit Awards with Performance Conditions (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Recognized compensation costs | $ 159,865 | $ 148,819 | $ 140,263 | |||
March 2019 Base Restricted Stock Unit Awards With Market Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Base RSUs Granted | 99,010 | |||||
Weighted-average fair value per RSU granted | $ 143.92 | |||||
Award vesting service period | 3 years | |||||
March 2017 Base Restricted Stock Unit Awards with Performance Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting service period | 3 years | |||||
March 2016 Base Restricted Stock Unit Awards with Performance Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting service period | 3 years | |||||
2015 Base Restricted Stock Unit Awards with Performance Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting service period | 1 year 8 months 12 days |
Summary of Stock Option Activit
Summary of Stock Option Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement [Abstract] | ||
Shares, Options outstanding as of December 31, 2018 | 7,363,609 | |
Shares, Granted | 610,250 | |
Shares, Exercised | (567,672) | |
Shares, Expired and forfeited | (141,952) | |
Shares, Options outstanding as of December 31, 2019 | 7,264,235 | 7,363,609 |
Shares, Options unvested at December 31, 2018 | 1,258,052 | |
Shares, Exercisable at December 31, 2018 | 6,006,183 | |
Weighted Average Exercise Price, Outstanding as of December 31, 2018 | $ 63.06 | |
Weighted Average Exercise Price, Granted | 94.45 | |
Weighted Average Exercise Price, Exercised | 28.95 | |
Weighted Average Exercise Price, Expired and forfeited | 82.24 | |
Weighted Average Exercise Price, Outstanding as of December 31, 2019 | 67.99 | $ 63.06 |
Weighted Average Exercise Price, Options unvested at December 31, 2019 | 89.49 | |
Weighted Average Exercise Price, Exercisable at December 31, 2019 | $ 63.48 | |
Weighted Average Remaining Years, Options outstanding | 4 years 8 months 12 days | 5 years 1 month 6 days |
Weighted Average Remaining Years, Options unvested at December 31, 2019 | 8 years 6 months | |
Weighted Average Remaining Years, Exercisable at December 31, 2019 | 3 years 10 months 24 days | |
Aggregate Intrinsic Value, Options outstanding | $ 146,700 | $ 183,091 |
Aggregate Intrinsic Value, Options unvested at December 31, 2019 | 447 | |
Aggregate Intrinsic Value, Exercisable at December 31, 2019 | $ 146,253 | |
Closing price of common stock | $ 84.55 |
Stock Option Valuation Assumpti
Stock Option Valuation Assumptions (Detail) - Stock Option | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility, minimum | 36.80% | 37.60% | 35.70% |
Expected volatility, maximum | 38.40% | 39.70% | 44.20% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Risk-free interest rate, minimum | 2.30% | 1.80% | 1.10% |
Risk-free interest rate, maximum | 2.80% | 2.20% | 2.30% |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 4 years 7 months 6 days | 4 years 10 months 24 days | 5 years |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 5 years 8 months 12 days | 6 years 7 months 6 days | 8 years 1 month 6 days |
Employee Stock Purchase Plan Va
Employee Stock Purchase Plan Valuation Assumptions (Detail) - Employee Stock Purchase Plan | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility, minimum | 29.70% | 27.70% | 41.50% |
Expected volatility, maximum | 35.00% | 42.30% | 49.70% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Risk-free interest rate, minimum | 1.20% | 1.00% | 0.40% |
Risk-free interest rate, maximum | 2.80% | 1.60% | 0.80% |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 6 months | 6 months | 6 months |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term | 24 months | 24 months | 24 months |
Other Employee Benefits - Addit
Other Employee Benefits - Additional Information (Detail) - BioMarin Retirement Savings Plan - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |||
Company's contribution to match employees contribution | 100.00% | ||
Employee contribution of their current compensation | 100.00% | ||
Employer contribution of maximum percentage over employee's annual compensation | 6.00% | ||
Employer contribution over employee's annual compensation | $ 19,000 | ||
Employer contribution over employee's annual compensation starting next fiscal year | 19,500 | ||
Company's contribution from employment commencement | $ 28,500,000 | $ 23,000,000 | $ 19,800,000 |
Provision for Benefit from Inco
Provision for Benefit from Income Taxes Based Loss Before Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
U.S. Source | $ (182,112) | $ (128,700) | $ (19,461) |
Non-U.S. Source | 87,301 | (14,005) | (16,414) |
Loss before income taxes | $ (94,811) | $ (142,705) | $ (35,875) |
Components of Provision for (Be
Components of Provision for (Benefit from) Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Federal | $ 5,127 | $ (2,660) | $ 29,848 |
State and local | 1,331 | 588 | 2,880 |
Foreign | 5,339 | 4,956 | 3,975 |
Current income tax expense, total | 11,797 | 2,884 | 36,703 |
Federal | (58,311) | (72,074) | 12,446 |
State and local | (5,394) | (994) | 32,336 |
Foreign | (19,055) | 4,690 | (318) |
Deferred income tax expense (benefit), total | (82,760) | (68,378) | 44,464 |
Provision for (benefit from) income taxes | $ (70,963) | $ (65,494) | $ 81,167 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Jun. 30, 2019 | Dec. 31, 2018 | |
Income Tax Contingency [Line Items] | |||
Valuation allowance | $ 86,197 | $ 107,928 | |
Unrecognized tax benefits that would affect the effective tax rate if recognized | 167,200 | ||
Undistributed earnings of foreign subsidiaries | $ 31,200 | ||
Dutch | |||
Income Tax Contingency [Line Items] | |||
Valuation allowance | $ 29,600 | ||
Minimum | |||
Income Tax Contingency [Line Items] | |||
Income Tax Statute Of Limitations Period | 3 years | ||
Maximum | |||
Income Tax Contingency [Line Items] | |||
Income Tax Statute Of Limitations Period | 5 years | ||
Federal | |||
Income Tax Contingency [Line Items] | |||
Reduction in orphan drug credit benefit due to change in tax rate | 50.00% | ||
Net operating loss carryforwards | $ 132,400 | ||
Research credit carry forward | 507,292 | ||
State | |||
Income Tax Contingency [Line Items] | |||
Research credit carry forward | $ 112,100 |
Schedule of Effective Income Ta
Schedule of Effective Income Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory income tax benefit | $ (19,911) | $ (29,968) | $ (12,556) |
State and local taxes | (2,784) | (276) | 7,282 |
Orphan Drug & General Business Credit | 43,124 | 66,451 | 33,683 |
Stock compensation expense | 239 | (5,647) | (6,843) |
Changes in the fair value of contingent consideration | (1,804) | (2,361) | 1,099 |
Foreign Source Income Subject to US Tax | (52) | 6,543 | 30,181 |
Foreign tax rate differential (1) | (30,639) | 12,583 | 9,403 |
Section 162(m) limitation | 8,294 | 7,440 | 9,492 |
Tax Cuts and Jobs Act of 2017 | 0 | 0 | 42,338 |
Tax Reserves | 12,123 | 8,545 | 2,262 |
Other | (1,132) | (423) | (2,940) |
Valuation allowance/deferred benefit | 7,827 | 4,521 | 35,132 |
Provision for (benefit from) income taxes | $ (70,963) | $ (65,494) | $ 81,167 |
Components of Company Net Defer
Components of Company Net Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 32,181 | $ 42,007 |
Tax credit carryforwards | 508,560 | 466,066 |
Accrued expenses, reserves, and prepaids | 61,807 | 55,041 |
Intangible assets | 29,413 | 18,734 |
Stock-based compensation | 42,873 | 35,966 |
Lease liabilities | 11,470 | |
Inventory | 6,290 | 12,859 |
Other | 575 | 278 |
Valuation allowance | (86,197) | (107,928) |
Total deferred tax assets | 606,972 | 523,023 |
Joint venture basis difference | (993) | (1,010) |
Acquired intangibles | (1,647) | (6,508) |
Deferred revenue | (3,003) | (4,480) |
Convertible notes discount | (2,364) | (5,157) |
ROU assets | 10,258 | |
Property, plant and equipment | (46,642) | (44,916) |
Total deferred tax liabilities | (64,907) | (62,071) |
Net deferred tax assets | $ 542,065 | $ 460,952 |
Summary of Expiration of not Ut
Summary of Expiration of not Utilized Net Operating Loss and Tax Credit Carryforwards (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Federal | |
Income Tax Contingency [Line Items] | |
Net operating loss carryforwards | $ 144,566 |
Federal R&D and orphan drug credit carryforwards | 507,292 |
State | |
Income Tax Contingency [Line Items] | |
Net operating loss carryforwards | 161,341 |
Federal R&D and orphan drug credit carryforwards | 112,100 |
Dutch | Foreign | |
Income Tax Contingency [Line Items] | |
Net operating loss carryforwards | $ 89,064 |
Reconciliation of Unrecognized
Reconciliation of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Balance at beginning of period | $ 147,445 | $ 113,486 |
Additions based on tax positions related to the current year | 19,287 | 30,811 |
(Deletions) Additions for tax positions of prior years | 2,016 | 3,148 |
Balance at end of period | $ 168,748 | $ 147,445 |
Computation of Basic and Dilute
Computation of Basic and Diluted Earnings per Common Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Net loss, basic | $ (23,848) | $ (77,211) | $ (117,042) |
Less: gain on common stock held by the NQDC | 0 | (710) | 0 |
Net loss, diluted | $ (23,848) | $ (77,921) | $ (117,042) |
Weighted-average common shares outstanding, basic | 179,039 | 177,061 | 174,427 |
Common stock held by the NQDC | 0 | 207 | 0 |
Weighted-average common shares outstanding, diluted | 179,039 | 177,268 | 174,427 |
Net loss per common share, basic (in usd per share) | $ (0.13) | $ (0.44) | $ (0.67) |
Net loss per common share, diluted (in usd per share) | $ (0.13) | $ (0.44) | $ (0.67) |
Anti-Dilutive Common Stock Excl
Anti-Dilutive Common Stock Excluded From Computation of Basic and Diluted Net Loss Per Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential shares of common stock excluded from computation of earnings (loss) per share as they are anti-dilutive | 19,965 | 19,156 | 23,611 |
Stock Option | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential shares of common stock excluded from computation of earnings (loss) per share as they are anti-dilutive | 7,264 | 7,364 | 8,108 |
Common stock issuable under the 2018 Notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential shares of common stock excluded from computation of earnings (loss) per share as they are anti-dilutive | 0 | 0 | 3,983 |
Common stock issuable under the 2020 Notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential shares of common stock excluded from computation of earnings (loss) per share as they are anti-dilutive | 3,983 | 3,983 | 3,983 |
Unvested restricted stock units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential shares of common stock excluded from computation of earnings (loss) per share as they are anti-dilutive | 3,956 | 3,404 | 2,911 |
Common stock issuable under the 2024 Notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential shares of common stock excluded from computation of earnings (loss) per share as they are anti-dilutive | 3,970 | 3,970 | 3,970 |
Common stock potentially issuable for ESPP purchases | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential shares of common stock excluded from computation of earnings (loss) per share as they are anti-dilutive | 587 | 435 | 436 |
Common stock held by the NQDC | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential shares of common stock excluded from computation of earnings (loss) per share as they are anti-dilutive | 205 | 0 | 220 |
Net Loss Per Common Share - Add
Net Loss Per Common Share - Additional Information (Detail) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Convertible Notes due 2018 and due 2020 | |||
Earnings Per Share [Line Items] | |||
Debt instrument, convertible, conversion price, per share | $ 94.15 | $ 94.15 | $ 94.15 |
Collaboration and License Agree
Collaboration and License Agreements - Additional Information (Detail) $ in Thousands, € in Millions | Oct. 06, 2015USD ($) | Oct. 31, 2019USD ($) | Jul. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2019EUR (€)shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($) | Dec. 31, 2013USD ($)shares | Dec. 31, 2019USD ($)shares | Mar. 31, 2019 | Sep. 30, 2017USD ($) |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Net product revenues | $ 1,704,048 | $ 1,491,212 | $ 1,313,646 | |||||||||
Contract liability | $ 8,800 | |||||||||||
Net gain on sale of intangible assets | $ 25,000 | 50,000 | 125,000 | |||||||||
Termination of collaborative agreement prior to written notice in number of days | 90 days | 90 days | ||||||||||
Firdapse | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Royalties on net product sales | 7.00% | |||||||||||
Royalties on net product sales | 10.00% | |||||||||||
Talazoparib | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Net gain on sale of intangible assets | $ 369,500 | |||||||||||
Medivation | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Upfront payment received | $ 410,000 | |||||||||||
Milestone payments | $ 160,000 | |||||||||||
Milestone Payments Received | $ 25,000 | $ 50,000 | ||||||||||
Merck Serono | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Business acquisition, cash paid | 374,500 | |||||||||||
Licensing Agreement | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Carrying value | $ 5,000 | |||||||||||
A&R Kuvan Agreement | Merck Serono | Maximum | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Business acquisition contingent consideration potential cash payments upon achievement of sales milestone | € | € 60 | |||||||||||
Pegvaliase Agreement | Merck Serono | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Business acquisition, cash paid | € | 125 | |||||||||||
Pegvaliase Agreement | Merck Serono | Maximum | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Business acquisition contingent consideration potential cash payments upon achievement of sales milestone | € | € 67.3 | |||||||||||
Catalyst Pharmaceutical Partners, Inc. | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Licensing arrangement, convertible promissory note received | $ 5,000 | |||||||||||
Licensing arrangement, shares received upon conversion promissory note | shares | 6,700,000 | |||||||||||
Common stock shares held | shares | 0 | 0 | 0 | |||||||||
Exclusive Licensing Agreement For Tralesinidase Alfa | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Net product revenues | $ 3,000 | |||||||||||
Investment in equity | $ 5,000 | |||||||||||
United States | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Net product revenues | $ 778,440 | $ 696,793 | $ 588,243 | |||||||||
Sarepta Therapeutics | License Agreement And Settlement Agreement | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Net product revenues | $ 31,500 | |||||||||||
Sarepta Therapeutics | United States | License Agreement And Settlement Agreement | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Royalties receivable percentage of net sales | 5.00% | |||||||||||
Sarepta Therapeutics | EU and Other Countries | License Agreement And Settlement Agreement | ||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||||
Royalties receivable percentage of net sales | 8.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Commitments and Contingencies [Line Items] | ||
Purchase commitment for the next five years | $ 106.2 | |
Asset retirement obligation | 3 | $ 4.9 |
Contingent payments upon achievement of certain development and regulatory activities and commercial sales and licensing milestones | 361.3 | |
Contingent consideration | 50.8 | |
Merck Serono | ||
Commitments and Contingencies [Line Items] | ||
Contingent payments upon achievement of certain development and regulatory activities and commercial sales and licensing milestones | 67.3 | |
Completed Programs | Merck Serono | ||
Commitments and Contingencies [Line Items] | ||
Contingent payments upon achievement of certain development and regulatory activities and commercial sales and licensing milestones | $ 243.8 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | Jan. 31, 2020USD ($) |
Subsequent Event | Disposal Group, Disposed of by Sale, Not Discontinued Operations | Firdapse | |
Subsequent Event [Line Items] | |
Consideration received | $ 67 |
Uncategorized Items - bmrn-2019
Label | Element | Value |
AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 0 |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
AOCI Attributable to Parent [Member] | Restatement Adjustment [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (586,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (2,727,000) |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 20,625,000 |