Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 16, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | SGEN | ||
Entity Registrant Name | SEATTLE GENETICS INC /WA | ||
Entity Central Index Key | 1,060,736 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 142,493,676 | ||
Entity Public Float | $ 3,833,493,519 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Assets | ||
Cash and cash equivalents | $ 108,673 | $ 102,255 |
Short-term investments | 480,313 | 547,396 |
Accounts receivable, net | 61,928 | 52,930 |
Inventories | 68,124 | 56,963 |
Prepaid expenses and other current assets | 15,610 | 11,515 |
Total current assets | 734,648 | 771,059 |
Property and equipment, net | 62,870 | 49,598 |
Long-term investments | 29,988 | 63,060 |
Other non-current assets | 10,890 | 11,378 |
Total assets | 838,396 | 895,095 |
Liabilities and Stockholders' Equity | ||
Accounts payable and accrued liabilities | 120,669 | 88,031 |
Current portion of deferred revenue | 27,847 | 46,235 |
Total current liabilities | 148,516 | 134,266 |
Long-term liabilities | ||
Deferred revenue, less current portion | 53,006 | 71,249 |
Deferred rent and other long-term liabilities | 2,787 | 3,669 |
Total long-term liabilities | 55,793 | 74,918 |
Commitments and contingencies | ||
Stockholders' equity | ||
Preferred stock, $0.001 par value, 5,000 shares authorized; none issued | 0 | 0 |
Common stock, $0.001 par value, 250,000 shares authorized; 142,193 shares issued and outstanding at December 31, 2016 and 139,674 shares issued and outstanding at December 31, 2015 | 142 | 140 |
Additional paid-in capital | 1,701,048 | 1,613,383 |
Accumulated other comprehensive loss | (63) | (683) |
Accumulated deficit | (1,067,040) | (926,929) |
Total stockholders' equity | 634,087 | 685,911 |
Total liabilities and stockholders' equity | $ 838,396 | $ 895,095 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 142,193,000 | 139,674,000 |
Common stock, shares outstanding | 142,193,000 | 139,674,000 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | |||
Net product sales | $ 265,766 | $ 226,052 | $ 178,198 |
Collaboration and license agreement revenues | 84,926 | 69,770 | 68,556 |
Royalty revenues | 67,455 | 40,980 | 40,004 |
Total revenues | 418,147 | 336,802 | 286,758 |
Costs and expenses | |||
Cost of sales | 28,168 | 24,476 | 17,513 |
Cost of royalty revenues | 14,149 | 12,964 | 11,545 |
Research and development | 379,308 | 294,529 | 230,743 |
Selling, general and administrative | 139,247 | 125,783 | 104,320 |
Total costs and expenses | 560,872 | 457,752 | 364,121 |
Loss from operations | (142,725) | (120,950) | (77,363) |
Investment and other income, net | 2,614 | 464 | 1,222 |
Net loss | $ (140,111) | $ (120,486) | $ (76,141) |
Net loss per share-basic and diluted | $ (1) | $ (0.93) | $ (0.62) |
Shares used in computation of net loss per share-basic and diluted | 140,746 | 129,184 | 123,408 |
Comprehensive income (loss): | |||
Net loss | $ (140,111) | $ (120,486) | $ (76,141) |
Other comprehensive income (loss): | |||
Foreign currency translation gain (loss) | 4 | (12) | 0 |
Unrealized gain (loss) on securities available for sale | 616 | (642) | (18) |
Total other comprehensive income (loss) | 620 | (654) | (18) |
Comprehensive loss | $ (139,491) | $ (121,140) | $ (76,159) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] |
Balances, value at Dec. 31, 2013 | $ 230,185 | $ 123 | $ 960,375 | $ (11) | $ (730,302) |
Balances, shares at Dec. 31, 2013 | 122,615 | ||||
Net loss | (76,141) | $ 0 | 0 | 0 | (76,141) |
Other comprehensive income (loss) | (18) | 0 | 0 | (18) | 0 |
Issuance of common stock for employee stock purchase plan, value | 4,939 | $ 0 | 4,939 | 0 | 0 |
Issuance of common stock for employee stock purchase plan, shares | 150 | ||||
Stock option exercises, value | 11,250 | $ 1 | 11,249 | 0 | 0 |
Stock option exercises, shares | 886 | ||||
Restricted stock vested during the period, net, value | 0 | $ 0 | 0 | 0 | 0 |
Restricted stock vested during the period, net, shares | 322 | ||||
Share-based compensation | 40,619 | $ 0 | 40,619 | 0 | 0 |
Balances, value at Dec. 31, 2014 | 210,834 | $ 124 | 1,017,182 | (29) | (806,443) |
Balances, shares at Dec. 31, 2014 | 123,973 | ||||
Net loss | (120,486) | $ 0 | 0 | 0 | (120,486) |
Other comprehensive income (loss) | (654) | 0 | 0 | (654) | 0 |
Issuance of common stock for employee stock purchase plan, value | 5,317 | $ 0 | 5,317 | 0 | 0 |
Issuance of common stock for employee stock purchase plan, shares | 201 | ||||
Stock option exercises, value | 22,446 | $ 2 | 22,444 | 0 | 0 |
Stock option exercises, shares | 1,502 | ||||
Restricted stock vested during the period, net, value | 0 | $ 1 | (1) | 0 | 0 |
Restricted stock vested during the period, net, shares | 535 | ||||
Issuance of common stock | 526,618 | $ 13 | 526,605 | 0 | 0 |
Issuance of common stock, shares | 13,463 | ||||
Share-based compensation | 41,836 | $ 0 | 41,836 | 0 | 0 |
Balances, value at Dec. 31, 2015 | $ 685,911 | $ 140 | 1,613,383 | (683) | (926,929) |
Balances, shares at Dec. 31, 2015 | 139,674 | 139,674 | |||
Net loss | $ (140,111) | $ 0 | 0 | 0 | (140,111) |
Other comprehensive income (loss) | 620 | 0 | 0 | 620 | 0 |
Issuance of common stock for employee stock purchase plan, value | 5,686 | $ 0 | 5,686 | 0 | 0 |
Issuance of common stock for employee stock purchase plan, shares | 203 | ||||
Stock option exercises, value | 29,510 | $ 1 | 29,509 | 0 | 0 |
Stock option exercises, shares | 1,778 | ||||
Restricted stock vested during the period, net, value | 0 | $ 1 | (1) | 0 | 0 |
Restricted stock vested during the period, net, shares | 538 | ||||
Share-based compensation | 52,471 | $ 0 | 52,471 | 0 | 0 |
Balances, value at Dec. 31, 2016 | $ 634,087 | $ 142 | $ 1,701,048 | $ (63) | $ (1,067,040) |
Balances, shares at Dec. 31, 2016 | 142,193 | 142,193 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities | |||
Net loss | $ (140,111) | $ (120,486) | $ (76,141) |
Adjustments to reconcile net loss to net cash used in operating activities | |||
Share-based compensation | 52,471 | 41,836 | 40,619 |
Depreciation and amortization | 18,034 | 14,505 | 12,490 |
Amortization of premiums, accretion of discounts and gain (loss) on investments | 4,746 | 2,846 | (150) |
Deferred rent and other long-term liabilities | (882) | (921) | (734) |
Changes in operating assets and liabilities | |||
Accounts receivable, net | (8,998) | (13,682) | (9,740) |
Inventories | (11,161) | (13,512) | (16,378) |
Prepaid expenses and other assets | (4,378) | (1,952) | (5,232) |
Accounts payable and accrued liabilities | 29,939 | 6,539 | 18,448 |
Deferred revenue | (36,631) | (48,376) | (23,181) |
Net cash used in operating activities | (96,971) | (133,203) | (59,999) |
Investing activities | |||
Purchases of securities available for sale | (603,772) | (754,663) | (451,274) |
Proceeds from maturities of securities available for sale | 699,800 | 367,200 | 504,100 |
Proceeds from sales of securities available for sale | 0 | 30,005 | 972 |
Purchases of property and equipment | (27,835) | (13,392) | (17,176) |
Purchase of cost-method investment | 0 | (5,000) | 0 |
Net cash provided by (used in) investing activities | 68,193 | (375,850) | 36,622 |
Financing activities | |||
Net proceeds from issuance of common stock | 0 | 526,618 | 0 |
Proceeds from exercise of stock options and employee stock purchase plan | 35,196 | 27,763 | 16,188 |
Net cash provided by financing activities | 35,196 | 554,381 | 16,188 |
Net increase (decrease) in cash and cash equivalents | 6,418 | 45,328 | (7,189) |
Cash and cash equivalents at beginning of year | 102,255 | 56,927 | 64,116 |
Cash and cash equivalents at end of year | $ 108,673 | $ 102,255 | $ 56,927 |
Organization and Business
Organization and Business | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | 1. Organization and Business Organization The Company is a biotechnology company focused on the development and commercialization of targeted therapies for the treatment of cancer. The Company’s marketed product ADCETRIS ® Capital Requirements To execute the Company’s growth plans, it may need to seek additional funding through public or private financings, including debt or equity financings, and through other means, including collaborations and license agreements. If the Company cannot maintain adequate funds, it may be required to delay, reduce the scope of or eliminate one or more of its development programs. Additional financing may not be available when needed, or if available, the Company may not be able to obtain financing on favorable terms. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of presentation The accompanying consolidated financial statements reflect the accounts of Seattle Genetics, Inc. and its wholly-owned subsidiaries (collectively “Seattle Genetics” or the “Company”). The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP. All significant intercompany transactions and balances have been eliminated. Management has determined that the Company operates in one segment: the development and sale of pharmaceutical products on its own behalf or in collaboration with others. Substantially all of the Company’s assets and revenues are related to operations in the United States; however, the Company also has subsidiaries in the United Kingdom, Switzerland and Canada. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates. Cash and cash equivalents The Company considers all highly liquid investments with maturities of three months or less at the date of acquisition to be cash equivalents. Non-cash investing activities The Company had $8.1 million and $5.4 million of accrued capital expenditures as of December 31, 2016 and December 31, 2015, respectively. Accrued capital expenditures have been treated as a non-cash investing activity and, accordingly, have not been included in the statement of cash flows until such amounts have been paid in cash. Investments The Company classifies its securities as available-for-sale, which are reported at estimated fair value with unrealized gains and losses included in accumulated other comprehensive loss in stockholders’ equity. Realized gains, realized losses and declines in the value of securities judged to be other-than-temporary, are included in investment and other income, net. The cost of investments for purposes of computing realized and unrealized gains and losses is based on the specific identification method. Amortization of premiums and accretion of discounts are included in investment and other income, net. Interest and dividends earned on all securities are included in investment and other income, net. The Company classifies investments maturing within one year of the reporting date, or where management’s intent is to use the investments to fund current operations or to make them available for current operations as short-term investments. If the estimated fair value of a security is below its carrying value, the Company evaluates whether it is more likely than not that it will sell the security before its anticipated recovery in market value and whether evidence indicating that the cost of the investment is recoverable within a reasonable period of time outweighs evidence to the contrary. The Company also evaluates whether or not it intends to sell the investment. If the impairment is considered to be other-than-temporary, the security is written down to its estimated fair value. In addition, the Company considers whether credit losses exist for any securities. A credit loss exists if the present value of cash flows expected to be collected is less than the amortized cost basis of the security. Other-than-temporary declines in estimated fair value and credit losses are charged against investment and other income, net. Fair value of financial instruments The recorded amounts of certain financial instruments, including cash and cash equivalents, interest receivable, accounts receivable, accounts payable and accrued liabilities approximate fair value due to their relatively short maturities. Investments that are classified as available-for-sale are recorded at fair value. The fair value for securities held is determined using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. Inventories The Company considers regulatory approval of product candidates to be uncertain. Accordingly, it charges manufacturing costs to research and development expense until such time as a product has received regulatory approval for commercial sale. Production costs for the Company’s marketed product, ADCETRIS, are capitalized into inventory. ADCETRIS inventory that is deployed for clinical, research or development use is charged to research and development expense when it is no longer available for commercial sales. Production costs for the Company’s other product candidates continue to be charged to research and development expense. The Company values its inventories at the lower of cost or market value. Cost is determined on a specific identification basis. Inventory includes the cost of materials, third-party contract manufacturing and overhead associated with the production of ADCETRIS. In the event that the Company identifies excess, obsolete or unsalable inventory, its value is written down to net realizable value. Property and equipment Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, which are generally as follows: Years Laboratory equipment 5 Furniture and fixtures 5 Computers, software and office equipment 3 Leasehold improvements are amortized over the shorter of the remaining term of the applicable lease or the useful life of the asset. Gains and losses from the disposal of property and equipment are reflected in the consolidated statement of comprehensive loss at the time of disposition and have not been significant. Expenditures for additions and improvements to the Company’s facilities are capitalized and expenditures for maintenance and repairs are charged to expense as incurred. Concessions received by the Company in connection with leases, including tenant improvement allowances and prorated rent, are included in deferred rent and other long-term liabilities and recognized as a reduction in rent expense over the term of the applicable lease. Other non-current assets Included in other non-current assets are intangible assets resulting from milestone payments that became due upon the approval of ADCETRIS related to certain in-licensed technology. Intangible assets are amortized to cost of sales over the estimated life of the related licenses which range from six to ten years. December 31, 2016 2015 Intangible assets $ 5,650 $ 5,650 Less: accumulated amortization (4,115 ) (3,343 ) Total $ 1,535 $ 2,307 Amortization expenses on intangible assets was $0.8 million for each of the years ended December 31, 2016, 2015, and 2014, respectively. Assuming no changes in the cost basis of intangible assets, the estimated aggregate amortization for the next five years will total $1.5 million. Other non-current assets also include a $5.0 million non-controlling investment in a privately-held company that is accounted for under the cost method of accounting. The Company periodically evaluates the carrying value of the investment if significant adverse events or circumstances indicate an impairment in value. Impairment of long-lived assets The Company assesses the impairment of long-lived assets, primarily property and equipment and intangible assets, included in other non-current assets, whenever events or changes in business circumstances indicate that the carrying amounts of the assets may not be fully recoverable. When such events occur, management determines whether there has been an impairment in value by comparing the asset’s carrying value with its fair value, as measured by the anticipated undiscounted net cash flows of the asset. If an impairment in value exists, the asset is written down to its estimated fair value. The Company has not recognized any impairment losses through December 31, 2016 as there have been no events warranting an impairment analysis. The Company’s long-lived assets are primarily located in the United States. Revenue Recognition The Company’s revenues are comprised of ADCETRIS net product sales, amounts earned under its collaboration and licensing agreements and royalties. Revenue recognition is predicated upon persuasive evidence of an agreement existing, delivery of products or services being rendered, amounts payable being fixed or determinable, and collectibility being reasonably assured. Net product sales The Company sells ADCETRIS through a limited number of pharmaceutical distributors in the U.S. and Canada. Customers order ADCETRIS through these distributors and the Company typically ships product directly to the customer. The Company records product sales when title and risk of loss pass, which generally occurs upon delivery of the product to the customer. Product sales are recorded net of estimated government-mandated rebates and chargebacks, distribution fees, estimated product returns and other deductions. Accruals are established for these deductions and actual amounts incurred are offset against applicable accruals. The Company reflects these accruals as either a reduction in the related account receivable from the distributor, or as an accrued liability depending on the nature of the sales deduction. Sales deductions are based on management’s estimates that consider payer mix in target markets and experience to date. These estimates involve a substantial degree of judgment. Government-mandated rebates and chargebacks Distribution fees, product returns and other deductions The Company has developed a proprietary technology for linking cytotoxic agents to monoclonal antibodies called antibody-drug conjugates, or ADCs. This proprietary technology is the basis of ADC collaborations that the Company has entered into in the ordinary course of its business with a number of biotechnology and pharmaceutical companies. Under these ADC collaboration agreements, the Company grants its collaborators research and commercial licenses to the Company’s technology and provides technology transfer services, technical advice, supplies and services for a period of time. If there are continuing performance obligations, the Company uses a time-based proportional performance model to recognize revenue over the Company’s performance period for the related agreement. Collaboration and license agreements are evaluated to determine whether the multiple elements and associated deliverables can be considered separate units of accounting. To date, the pre-commercial deliverables under the Company’s collaboration and license agreements have not qualified as separate units of accounting. The assessment of multiple element arrangements requires judgment in order to determine the appropriate point in time, or period of time, that revenue should be recognized. The Company believes that the development period in each agreement is a reasonable estimate of the performance obligation period of such agreement. Accordingly, all amounts received or due, including any upfront payments, maintenance fees, development and regulatory milestone payments and reimbursement payments, are recognized as revenue over the performance obligation periods of each agreement. These performance obligation periods typically range from one to three years. The agreements with Takeda Pharmaceutical Company Limited, or Takeda, and Genentech, Inc., a member of the Roche Group, or Genentech, have performance obligation periods of ten and seventeen years, respectively. All of the remaining performance obligation periods for our active collaborations are currently expected to be completed in three years or less. When no performance obligations are required of the Company, or following the completion of the performance obligation period, such amounts are recognized as revenue when collectibility is reasonably assured. Generally, all amounts received or due other than sales-based milestones and royalties are classified as collaboration and license agreement revenues as they are earned. Sales-based milestones and royalties are recognized as royalty revenue as they are reported to the Company. The Company’s collaboration and license agreements include contractual milestones. Generally, the milestone events contained in the Company’s collaboration and license agreements coincide with the progression of the collaborators’ product candidates from development, to regulatory approval and then to commercialization and fall into the following categories. Development milestones in the Company’s collaborations may include the following types of events: • Designation of a product candidate or initiation of preclinical studies. The Company’s collaborators must undertake significant preclinical research and studies to make a determination of the suitability of a product candidate and the time from those studies or designation to initiation of a clinical trial may take several years. • Initiation of a phase 1 clinical trial. Generally, phase 1 clinical trials may take one to two years to complete. • Initiation of a phase 2 clinical trial. Generally, phase 2 clinical trials may take one to three years to complete. • Initiation of a phase 3 clinical trial. Generally, phase 3 clinical trials may take two to six years to complete. Regulatory milestones in the Company’s collaborations may include the following types of events: • Filing of regulatory applications for marketing approval such as a Biologics License Application in the United States or a Marketing Authorization Application in Europe. Generally, it may take up to twelve months to prepare and submit regulatory filings. • Receiving marketing approval in a major market, such as in the United States, Europe, Japan or other significant countries. Generally it may take up to three years after a marketing application is submitted to obtain approval for marketing and pricing from the applicable regulatory agency. Commercialization milestones in the Company’s collaborations may include the following types of events: • First commercial sale in a particular market, such as in the United States, Europe, Japan or other significant countries. • Product sales in excess of a pre-specified threshold. The amount of time to achieve this type of milestone depends on several factors, including, but not limited to, the dollar amount of the threshold, the pricing of the product, market penetration of the product and the rate at which customers begin using the product. The Company’s ADC collaborators are solely responsible for the development of their product candidates and the achievement of milestones in any of the categories identified above is based solely on the collaborators’ efforts. In the case of the Company’s ADCETRIS collaboration with Takeda, the Company may be involved in certain development activities; however, the achievement of milestone events under the agreement is primarily based on activities undertaken by Takeda. The process of successfully developing a product candidate, obtaining regulatory approval and ultimately commercializing a product candidate is highly uncertain and the attainment of any milestones is therefore uncertain and difficult to predict. In addition, since the Company does not take a substantive role or control the research, development or commercialization of any products generated by its ADC collaborators, the Company is not able to reasonably estimate when, if at all, any milestone payments or royalties may be payable to the Company by its ADC collaborators. As such, the milestone payments associated with its ADC collaborations involve a substantial degree of uncertainty and risk that they may never be received. Similarly, even in those collaborations where the Company may have an active role in the development of the product candidate, such as the Company’s ADCETRIS collaboration with Takeda, the attainment of a milestone is based on the collaborator’s activities and is generally outside the direction and control of the Company. The Company generally invoices its collaborators and licensees on a monthly or quarterly basis, or upon the completion of the effort or achievement of a milestone, based on the terms of each agreement. Deferred revenue arises from amounts received in advance of the culmination of the earnings process and is recognized as revenue in future periods when the applicable revenue recognition criteria have been met. Deferred revenue expected to be recognized within the next twelve months is classified as a current liability. Royalty revenues and cost of royalty revenues Royalty revenues primarily reflect amounts earned under the ADCETRIS collaboration with Takeda. These royalties include sales royalties, which are based on a percentage of Takeda’s net sales at rates that range from the mid-teens to the mid-twenties based on sales volume, and commercial sales-based milestones. Takeda bears a portion of third-party royalty costs owed on its sales of ADCETRIS. This amount is included in royalty revenue in the Company’s consolidated financial statements. Cost of royalty revenues reflects amounts owed to the Company’s third party licensors related to Takeda’s sales of ADCETRIS. These amounts are recognized in the quarter in which Takeda reports its sales activity to the Company, which is the quarter following the related sales. Royalty revenues also include amounts earned in connection with the Company’s ADC collaborations. Research and development expenses Research and development, or R&D, expenses consist of salaries, benefits and other headcount related costs of the Company’s R&D staff, preclinical activities, clinical trials and related manufacturing costs, lab supplies, contract and outside service fees and facilities and overhead expenses for research, development and preclinical studies focused on drug discovery, development and testing. Clinical trial expenses are a significant component of research and development expenses, and the Company outsources a significant portion of these costs to third parties. Third party clinical trial expenses include investigator fees, site costs, clinical research organization costs, and costs for central laboratory testing and data management. R&D activities are expensed as incurred. In-licensing fees, milestones, maintenance fees and other costs to acquire technologies that are utilized in R&D for product candidates that have not yet received regulatory approval, and that are not expected to have alternative future use are expensed when incurred. Costs associated with activities performed under co-development collaborations are reflected in R&D expense. Non-refundable advance payments for goods or services that will be used or rendered for future R&D activities are capitalized and recognized as expense as the related goods are delivered or the related services are performed. This results in the temporary deferral of recording expense for amounts incurred for research and development activities from the time payments are made until the time goods or services are provided. Advertising Advertising costs are expensed as incurred. The Company incurred $12.9 million, $16.4 million, and $10.1 million in advertising expense during 2016, 2015, and 2014, respectively. Concentration of credit risk Cash, cash equivalents and investments are invested in accordance with the Company’s investment policy. The policy includes guidelines for the investment of cash reserves and is reviewed periodically to minimize credit risk. Most of the Company’s investments are not federally insured. The Company has accounts receivable from the sale of ADCETRIS from a small number of distributors. The Company does not require collateral on amounts due from its distributors or its collaborators and is therefore subject to credit risk. The Company has not experienced any significant credit losses to date as a result of credit risk concentration and does not consider an allowance for doubtful accounts to be necessary. Major customers The Company sells ADCETRIS through a limited number of distributors. Certain of these distributors, together with entities under their common control, each individually accounted for greater than 10% of total revenues and greater than 10% of accounts receivable as noted below. In addition, one of the Company’s collaborators accounted for greater than 10% of total revenues as noted below. Revenues generated outside the United States, as determined by customer location, were less than 10% of total revenues for all years presented. The following table presents each major distributor or collaborator that comprised more than 10% of total revenue in the periods presented: Percent of total revenues 2016 2015 2014 Distributor A 22 % 24 % 22 % Distributor B 19 % 21 % 20 % Distributor C 17 % 18 % 16 % Collaborator A 27 % 17 % 25 % The following table presents each major distributor that accounted for more than 10% of accounts receivable as of the dates presented: Percent of total accounts 2016 2015 Distributor A 34 % 34 % Distributor B 26 % 29 % Distributor C 26 % 27 % Major suppliers The use of a relatively small number of contract manufacturers to supply drug product necessary for the Company’s commercial operations and clinical trials creates a concentration of risk for the Company. While primarily one source of supply is utilized for certain components of ADCETRIS and each of the Company’s product candidates, other sources are available should the Company need to change suppliers. The Company also endeavors to maintain reasonable levels of drug supply for its use. A change in suppliers, however, could cause a delay in delivery of drug product which could result in the interruption of commercial operations or clinical trials. Such an event would adversely affect the Company’s business. Income taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities using tax rates in effect for the year in which the differences are expected to reverse. The Company has provided a full valuation allowance against its deferred tax assets for all periods presented. A valuation allowance is recorded when it is more likely than not that the net deferred tax asset will not be realized. The Company follows the guidance related to accounting for uncertainty in income taxes, which requires the recognition of an uncertain tax position when it is more likely than not to be sustainable upon audit by the applicable taxing authority. Share-based compensation The Company uses the graded-vesting attribution method for recognizing compensation expense for its stock options and the straight-line method for recognizing compensation expense for its restricted stock units (“RSUs”). Compensation expense is recognized on awards ultimately expected to vest and reduced for forfeitures that are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. For performance-based stock options, the Company will record compensation expense over the estimated service period once the achievement of the performance-based milestone is considered probable. At each reporting date, the Company assesses whether achievement of a milestone is considered probable, and if so, records compensation expense based on the portion of the service period elapsed to date with respect to that milestone, with a cumulative catch-up, net of estimated forfeitures. The Company will recognize remaining compensation expense with respect to a milestone, if any, over the remaining estimated service period. Long-term incentive plans In May and July of 2016, the Company established two Long-Term Incentive Plans, or the First LTIP and the Second LTIP, respectively. The First LTIP provides eligible employees with the opportunity to receive a performance-based incentive comprised of a cash payment and a stock option. The Second LTIP provides eligible employees with the opportunity to receive a performance-based incentive comprised of a cash payment and a restricted stock unit award. The payment of the cash, commencement of the vesting of the stock options, and grant and commencement of vesting of the restricted stock units under the LTIPs are contingent upon the achievement of pre-determined regulatory milestones. The Company will record compensation expense for the LTIPs over the estimated service period for each milestone once the achievement of the milestone is considered probable in accordance with the provisions of ASC 450, Contingencies. At each reporting date, the Company assesses whether achievement of a milestone is considered probable, and if so, records compensation expense based on the portion of the service period elapsed to date with respect to that milestone, with a cumulative catch-up, net of estimated forfeitures. The Company will recognize remaining compensation expense with respect to a milestone, if any, over the remaining estimated service period. As of December 31, 2016, the estimated value to be delivered in cash and stock options for employees currently eligible under the First LTIP was approximately $20.8 million. As of December 31, 2016, the estimated value to be delivered in cash and restricted stock units for employees currently eligible under the Second LTIP was approximately $20.6 million. No compensation expense has been recorded to date under the LTIPs as the conditions for recognizing expense have not yet been met. The total potential value to be delivered under the LTIPs is expected to change in the future for several reasons, including the addition of more eligible employees to the LTIPs. Comprehensive loss Comprehensive loss is the change in stockholders’ equity from transactions and other events and circumstances other than those resulting from investments by stockholders and distributions to stockholders. The Company’s comprehensive loss is comprised of net loss, unrealized gains and losses on available-for-sale investments, and foreign currency translation adjustments. Legal matters The Company is involved in various legal proceedings in the normal course of its business. Legal fees incurred as a result of the Company’s involvement in legal procedures are expensed as incurred. The Company is a named defendant in a securities class action complaint filed on January 10, 2017 seeking compensatory damages of an undisclosed amount. The lawsuit alleges material misrepresentations and omissions in public statements regarding the Company’s business, operational and compliance policies, violations by all named defendants of Section 10(b) of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and Rule 10b-5 thereunder, as well as violations of Section 20(a) of the Exchange Act. The Company is also named as co-defendant in a lawsuit filed by venBio Select Advisors, LLC, or venBio, in the Delaware Chancery Court on February 13, 2017, against the members of the board of directors of Immunomedics, Inc., or Immunomedics. The lawsuit alleges that the members of the Immunomedics board have breached their fiduciary duties toward their stockholders by hastily licensing IMMU-132 to the Company. The Company is alleged to have aided and abetted the breach of fiduciary duties. Among other things, venBio seeks to enjoin closing of the transactions contemplated by the development and license agreement the Company entered into with Immunomedics with respect to the in-licensing of IMMU-132, or the Immunomedics License. As a result of the pending litigation challenging the transactions contemplated by the Immunomedics License, the Company and Immunomedics have committed to the court not to close the transactions contemplated by the Immunomedics License prior to March 10, 2017. The Company does not believe it is feasible to predict or determine the outcome or resolution of these lawsuits, or to estimate the amount of, or potential range of, loss with respect to these lawsuits. In addition, the timing of the final resolution of these lawsuits is uncertain. As a result of these lawsuits, the Company will incur litigation expenses and may incur indemnification expenses, and potential resolutions of these lawsuits could include settlements requiring payments by the Company. Those expenses could have a material impact on the Company’s financial position, results of operations, and cash flows. Arizona State University and related entities filed patent infringement lawsuits in the United States and in Italy against the Company, and in Italy and France against Takeda, the Company’s licensee of rights to ADCETRIS outside the U.S. and Canada, concerning certain patents owned by Arizona State University. In August 2015, the lawsuit in the United States against the Company was dismissed by the U.S. District Court of Arizona. In September 2015, the Company, Takeda and Arizona State University and their related entities entered into an agreement to fully and finally settle all remaining claims and disputes between the parties throughout the world, including proceedings asserting European patent rights owned by Arizona State University. Certain risks and uncertainties The Company’s revenues are derived from ADCETRIS sales and royalties and from collaboration and license agreements. ADCETRIS is the Company’s only product available for sale and is subject to regulation by the FDA in the United States and other regulatory agencies outside the United States as well as competition by other pharmaceutical companies. The Company’s collaboration and license agreement revenues are derived from a relatively small number of agreements. Each of these agreements can be terminated by the Company’s collaborators at their discretion. The Company is also subject to risks common to companies in the pharmaceutical industry, including risks and uncertainties related to commercial success and acceptance of ADCETRIS and the Company’s potential future products by patients, physicians and payers, competition from other products, regulatory approvals, regulatory requirements and protection of intellectual property. Also, drug development is a lengthy process characterized by a relatively low rate of success. The Company may commit substantial resources toward developing product candidates that never result in further development, achieve regulatory approvals or achieve commercial success. Likewise, the Company has committed and expects to continue to commit substantial resources towards additional clinical development of ADCETRIS in an effort to continue to expand ADCETRIS’ labeled indications of use, and there can be no assurance that the Company and/or Takeda will obtain and maintain the necessary regulatory approvals to market ADCETRIS for any additional indications. Guarantees In the normal course of business, the Company indemnifies its directors, certain employees and other parties, including distributors, collaboration partners, lessors and other parties that perform certain work on behalf of, or for the Company or take licenses to the Company’s technologies. The Company has agreed to hold these parties harmless against losses arising from the Company’s breach of representations or covenants, intellectual property infringement or other claims made against these parties in performance of their work with the Company. These agreements typically limit the time within which the party may seek indemnification by the Company and the amount of the claim. It is not possible to prospectively determine the maximum potential amount of liability under these indemnification agreements. Further, each potential claim would be based on the unique facts and circumstances of the claim and the particular provisions of each agreement. Net loss per share Basic and diluted net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period. The Company excluded all RSUs and options to purchase common stock from the calculation of basic and diluted net loss per share as such securities are anti-dilutive for all periods presented. The following table presents the weighted-average shares that have been excluded from the number of shares used to calculate basic and diluted net loss per share (in thousands): Years ended December 31, 2016 2015 2014 Stock options and RSUs 12,987 11,953 11,868 Recent accounting pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued an Accounting Standards Update enti |
Investments
Investments | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | 3. Investments Investments consisted of available-for-sale securities as follows (in thousands): Amortized Gross Gross Fair December 31, 2016 U.S. Treasury securities $ 510,356 $ 68 $ (123 ) $ 510,301 Contractual Maturities Due in one year or less $ 229,856 $ 229,864 Due in one to two years 280,500 280,437 Total $ 510,356 $ 510,301 Amortized Gross Gross Fair December 31, 2015 U.S. Treasury securities $ 611,128 $ 1 $ (673 ) $ 610,456 Contractual Maturities Due in one year or less $ 532,823 $ 532,418 Due in one to two years 78,305 78,038 Total $ 611,128 $ 610,456 Investments are presented in the accompanying consolidated balance sheets as follows (in thousands): December 31, 2016 2015 Short-term investments $ 480,313 $ 547,396 Long-term investments 29,988 63,060 Total $ 510,301 $ 610,456 The aggregate estimated fair value of the Company’s investments with unrealized losses was as follows (in thousands): Period of continuous unrealized loss 12 Months or less Greater than 12 months Fair Gross Fair Gross December 31, 2016 U.S. Treasury securities $ 200,327 $ (123 ) $ NA $ NA December 31, 2015 U.S. Treasury securities $ 605,457 $ (673 ) $ NA $ NA |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 4. Fair Value The Company holds short-term and long-term available-for-sale securities that are measured at fair value which is determined on a recurring basis according to a fair value hierarchy that prioritizes the inputs and assumptions used, and the valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are described as follows: Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Level 2: Quoted prices in markets that are not active or financial instruments for which all significant inputs are observable, either directly or indirectly. Level 3: Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. The determination of a financial instrument’s level within the fair value hierarchy is based on an assessment of the lowest level of any input that is significant to the fair value measurement. The Company considers observable data to be market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market. Level 1 investments, which include investments that are valued based on quoted market prices in active markets, consisted of U.S. Treasury securities. The Company did not hold any Level 2 or 3 investments as of December 31, 2016 or 2015 and did not transfer any investments in or out of Levels 1, 2 and 3 during the years ended December 31, 2016 or 2015. The following table presents the Company’s available-for-sale securities by level within the fair value hierarchy (in thousands): Fair value measurement using: Quoted prices Other Significant Total As of December 31, 2016 Short-term investments—U.S. Treasury securities $ 480,313 $ 0 $ 0 $ 480,313 Long-term investments—U.S. Treasury securities 29,988 0 0 29,988 Total $ 510,301 $ 0 $ 0 $ 510,301 Fair value measurement using: Quoted prices Other Significant Total As of December 31, 2015 Short-term investments—U.S. Treasury securities $ 547,396 $ 0 $ 0 $ 547,396 Long-term investments—U.S. Treasury securities 63,060 0 0 63,060 Total $ 610,456 $ 0 $ 0 $ 610,456 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. Inventories The following table presents the Company’s inventories of ADCETRIS (in thousands): December 31, 2016 2015 Raw materials $ 62,516 $ 50,501 Work in process 8 1,693 Finished goods 5,600 4,769 Total $ 68,124 $ 56,963 |
Property and equipment
Property and equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment | 6. Property and equipment Property and equipment consisted of the following (in thousands): December 31, 2016 2015 Leasehold improvements $ 77,133 $ 59,025 Laboratory equipment 37,639 32,471 Computers, software and office equipment 15,076 10,700 Furniture and fixtures 6,598 6,157 136,446 108,353 Less: accumulated depreciation and amortization (73,576 ) (58,755 ) Total $ 62,870 $ 49,598 Depreciation and amortization expenses on property and equipment totaled $17.3 million, $13.7 million, and $11.7 million for the years ended December 31, 2016, 2015, and 2014, respectively. Leasehold improvements included $17.8 million and $9.6 million of construction in process at December 31, 2016 and December 31, 2015, respectively, related to facility improvements. |
Accounts payable and accrued li
Accounts payable and accrued liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accounts payable and accrued liabilities | 7. Accounts payable and accrued liabilities Accounts payable and accrued liabilities consisted of the following (in thousands): December 31, 2016 2015 Employee compensation and benefits $ 29,670 $ 24,829 Trade accounts payable 29,005 20,786 Clinical trial and related costs 21,006 17,142 Contract manufacturing 22,008 12,780 Third-party royalties and government rebates 12,351 9,678 Other 6,629 2,816 Total $ 120,669 $ 88,031 |
Income taxes
Income taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income taxes | 8. Income taxes The Company’s deferred tax assets primarily consist of net operating loss, or NOL, carryforwards, deferred revenue, capitalized research and development expense and tax credit carryforwards. Realization of deferred tax assets is dependent upon a number of factors, including future earnings, the timing and amount of which is uncertain. Accordingly, the deferred tax assets have been fully offset by a valuation allowance. At December 31, 2016, the Company has gross federal NOL carryforwards of $600.8 million expiring from 2021 to 2036 if not utilized, gross state NOL carryforwards of $199.3 million, gross foreign NOL carryforwards of $19.0 million and tax credit carryforwards of $140.4 million expiring from 2021 to 2036. Utilization of the NOL and tax credit carryforwards may be subject to a substantial annual limitation in the event of a change in ownership as set forth in Section 382 of the Internal Revenue Code of 1986, as amended. The Company has evaluated ownership changes through the year ended December 31, 2014 and believes that it is likely that utilization of its NOLs should not be limited under Section 382 as of December 31, 2014. It is possible that there may be a change in ownership after this date, which would limit the Company’s ability to utilize its NOL. Any limitation may result in the expiration of the NOL and tax credit carryforwards before utilization. The Company’s book income (loss) by jurisdiction consisted of the following (in thousands): December 31, 2016 2015 US $ (66,215 ) $ (95,860 ) Foreign (73,896 ) (24,626 ) Total $ (140,111 ) $ (120,486 ) The Company’s net deferred tax assets consisted of the following (in thousands): December 31, 2016 2015 Deferred tax assets Net operating loss carryforwards $ 150,465 $ 145,595 Foreign net operating loss 1,702 145 Tax credit carryforwards 124,396 75,270 Deferred revenue 30,731 42,563 Share-based compensation 33,041 29,310 Capitalized research and development 12,578 6,806 Depreciation and amortization 8,970 6,103 Other 19,468 16,375 Total deferred tax assets 381,351 322,167 Less: valuation allowance (381,351 ) (322,167 ) Net deferred tax assets $ — $ — The tax credit carry forward increase in 2016 is a result of the completion of a tax credit study during the year. Increases in the valuation allowance were $59.2 million in 2016 and $4.5 million in 2015. A reconciliation of the federal statutory income tax rate to the effective income tax rate is as follows: Years ended December 31, 2016 2015 2014 Statutory federal income tax rate (35 %) (35 %) (35 %) Tax credits (25 ) (13 ) (10 ) Foreign rate differential 16 5 — State income taxes and other 4 2 (4 ) Valuation allowance 40 41 49 Effective tax rate 0 % 0 % 0 % The foreign rate differential in the table above reflects the effect of operations in jurisdictions with tax rates that differ from the rate in the United States. This primarily results from the Company’s operations in Switzerland which began in 2015. At December 31, 2016, unremitted earnings of the Company’s foreign subsidiaries, which were insignificant, will be retained indefinitely by the foreign subsidiaries for continuing investment. If foreign earnings were to be repatriated to the United States, the Company could be subject to additional U.S. federal income taxes. 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, 2016, 2015 and 2014 is as follows (in thousands): Years ended December 31, 2016 2015 2014 Balance as of January 1 $ 0 $ 0 $ 0 Increase related to prior year tax positions 12,631 0 0 Increase related to current year tax positions 3,392 0 0 Lapses of statute of limitations 0 0 0 Balance at December 31 $ 16,023 $ 0 $ 0 The Company does not anticipate any significant changes to its unrecognized tax positions or benefits during the next twelve months. Interest and penalties related to the settlement of uncertain tax positions, if any, will be reflected in income tax expense. Tax years 2001to 2016 remain subject to future examination for federal income taxes. |
Collaboration and license agree
Collaboration and license agreements | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaboration and license agreements | 9. Collaboration and license agreements The Company has entered into various product, collaboration and license agreements with pharmaceutical and biotechnology companies. Revenues recognized under these agreements were as follows (in thousands): Years ended December 31, 2016 2015 2014 Takeda $ 44,384 $ 17,234 $ 31,787 AbbVie 25,676 31,055 14,851 Genentech 4,324 9,110 7,791 Other 10,542 12,371 14,127 Total $ 84,926 $ 69,770 $ 68,556 Takeda ADCETRIS Collaboration The ADCETRIS collaboration provides for the global co-development of ADCETRIS and the commercialization of ADCETRIS by Takeda in its territory. Under this collaboration, the Company has retained commercial rights for ADCETRIS in the United States and its territories and in Canada, and Takeda has commercial rights in the rest of the world. Additionally, the companies equally co-fund the cost of development activities conducted under the collaboration. In Japan, Takeda is solely responsible for development costs. Costs incurred by the Company associated with co-development activities performed under this collaboration are included in research and development expense in the accompanying consolidated statements of comprehensive loss. The Company recognizes as collaboration revenue the upfront payment, progress-dependent development and regulatory milestone payments, and net development cost reimbursement payments from Takeda over the ten-year development period of the collaboration which began in December 2009. When the performance of development activities under the collaboration results in the Company making a reimbursement payment to Takeda, the effect is to reduce the amount of collaboration revenue recorded by the Company. The Company also receives reimbursement for the cost of drug product supplied to Takeda for its use and, in some cases, pays Takeda for drug product they supply to the Company. The earned portion of net collaboration payments is reflected as a component of collaboration revenue. The Company also receives royalties based on a percentage of Takeda’s net sales of ADCETRIS in its territory ranging from the mid-teens to the mid-twenties based on sales volume and sales-based milestones. Takeda also bears a portion of third-party royalty costs owed on its sales of ADCETRIS which is included as a component of the Company’s royalty revenue. Either party may terminate the collaboration agreement if the other party materially breaches the agreement and such breach remains uncured. Takeda may terminate the collaboration agreement for any reason upon prior written notice to the Company. The collaboration agreement can also be terminated by mutual written consent of the parties. If neither party terminates the collaboration agreement, then the agreement automatically terminates on the expiration of all payment obligations. Astellas Co-Development Collaboration The Company has entered into an agreement with Astellas to jointly research, develop and commercialize ADCs for the treatment of certain types of cancer. The agreement encompasses combinations of the Company’s ADC technology with fully-human antibodies developed by Astellas to proprietary cancer targets. Under this collaboration, Astellas conducted research and development aimed at identifying product candidates for multiple designated antigens and is now conducting clinical trials on various ADC product candidates. The Company and Astellas are co-funding all development and commercialization costs for ASG-22ME and ASG-15ME, and will share in any profits that may come from these product candidates if successfully commercialized on a 50/50 basis. Either party may opt out of co-development and profit-sharing in return for receiving milestones and royalties from the continuing party. Costs associated with co-development activities performed under this collaboration are included in research and development expense in the accompanying consolidated statements of comprehensive loss. The Astellas collaboration agreement defines a mechanism for calculating the costs of co-development activities and for reimbursing the other party in order to maintain an equal sharing of development costs. Third-party costs are billed at actual cost and internal labor and support costs are billed at a contractual rate. The following table summarizes research and development expenses incurred by the Company and funding provided to Astellas under the collaboration to achieve equal cost sharing. Years ended December 31, 2016 2015 2014 Research and development expense using contractual rates $ 2,947 $ 539 $ 275 Co-development funding paid to Astellas 12,043 5,545 3,785 Total $ 14,990 $ 6,084 $ 4,060 The agreement also allows Astellas to develop and commercialize another ADC product candidates on its own, subject to paying the Company annual maintenance fees, milestones, royalties and support fees for research and development services and material provided under the agreement. Amounts received for the product candidate being developed solely by Astellas are recognized in revenues as they become due. Unum Therapeutics Collaboration In June 2015, the Company entered into a strategic collaboration and license agreement with Unum Therapeutics, Inc., or Unum, to develop and commercialize novel antibody-coupled T-cell receptor, or ACTR, therapies for cancer. Under the terms of the agreement, the Company made an upfront payment of $25.0 million and an equity investment of $5.0 million in Unum. The agreement provides for the Company and Unum to initially develop two ACTR products incorporating the Company’s antibodies, and the Company has an option to expand the collaboration to include a third ACTR product upon payment of an additional fee. Unum is conducting preclinical research and clinical development activities through phase 1 clinical trials and the Company is providing funding for these activities. The agreement calls for the Company and Unum to work together to co-develop and jointly fund programs after phase 1 clinical trials unless either company opts out. The Company and Unum would co-commercialize any successfully developed product candidates and share any profits 50/50 on any co-developed programs in the United States. The Company retains exclusive commercial rights outside of the United States, paying Unum a royalty that is a high single digit to mid-teens percentage of ex-U.S. sales. The potential future licensing and progress-dependent milestone payments to Unum under the collaboration may total up to $615 million across all three ACTR programs, payment of which is triggered by the achievement of development, regulatory and commercial milestones. Costs associated with co-development activities performed under this collaboration are included in research and development expense in the accompanying consolidated statements of comprehensive loss. The following table summarizes third party research and development expenses incurred by the Company and funding provided to Unum under the collaboration. Years ended December 31, 2016 2015 Co-development funding paid to Unum $ 3,243 $ 569 Third party research and development expenses incurred 2,086 0 Total $ 5,329 $ 569 ADC collaboration agreements The Company has entered into collaborations for its ADC technology with a number of biotechnology and pharmaceutical companies. Under the ADC collaborations, which the Company has entered into in the ordinary course of business, the Company has granted research and commercial licenses to use its technology in conjunction with the collaborator’s technology. The Company also has agreed to conduct limited development activities and to provide other materials, supplies and services to its ADC collaborators during the performance obligation period of the collaboration. The Company receives upfront cash payments, progress- and sales-dependent milestones for the achievement by its collaborators of certain events, annual maintenance fees and support fees for research and development services and materials provided under the agreements. The Company is also entitled to receive royalties on net sales of any resulting products incorporating its ADC technology. The Company’s ADC collaborators are solely responsible for research, product development, manufacturing and commercialization of all products under these collaborations |
License agreements
License agreements | 12 Months Ended |
Dec. 31, 2016 | |
Text Block [Abstract] | |
License agreements | 10. License agreements The Company has in-licensed antibodies, targets and enabling technologies from pharmaceutical and biotechnology companies and academic institutions for use in ADCETRIS, its pipeline programs and ADC technology, including the following: Bristol-Myers Squibb. University of Miami. Other Licenses |
Commitments and contingencies
Commitments and contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and contingencies | 11. Commitments and contingencies Commitments. In addition, the Company has certain noncancelable obligations under other agreements, including supply agreements relating to the manufacture of ADCETRIS and the Company’s product candidates which contain annual minimum purchase commitments and other firm commitments when a binding forecast is provided. As of December 31, 2016, the Company’s future obligations related to its supply and other agreements are as follows (in thousands): Leases Other Years ending December 31, 2017 $ 6,995 $ 82,795 2018 4,706 29,644 2019 2,500 26,554 2020 2,575 25,165 2021 2,653 25,988 Thereafter 6,760 88,270 $ 26,189 $ 278,416 Rent expense attributable to noncancelable operating leases totaled approximately $5.6 million, $4.1 million, and $3.6 million for the years ended December 31, 2016, 2015, and 2014, respectively. Noncancelable obligations under other agreements do not include payments that are contingent upon achievement of certain progress-dependent milestones, as well as the payment of royalties based on net sales of commercial products. These amounts have been excluded from the table because the events triggering the obligations have not yet occurred. |
Stockholders' equity
Stockholders' equity | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Stockholders' equity | 12. Stockholders’ equity Common stock In September 2015, the Company completed an underwritten public offering of 13,463,415 shares of its common stock at a public offering price of $41.00 per share. The offering resulted in net proceeds to the Company of approximately $526.6 million, after deducting underwriting discounts and commissions and other offering expenses. At December 31, 2016, shares of common stock reserved for future issuance are as follows (in thousands): Stock options and RSUs outstanding 13,480 Shares available for future grant under the 2007 Equity Incentive Plan 5,513 Employee stock purchase plan shares available for future issuance 761 Total 19,754 |
Share-based compensation
Share-based compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based compensation | 13. Share-based compensation 2007 Equity Incentive Plan In 2007, the Company adopted the 2007 Equity Incentive Plan, or the 2007 Plan, that provides for the issuance of the Company’s common stock to employees, including officers, directors and consultants of the Company and its affiliates. The 2007 Plan was amended and restated in May 2016 to reserve an additional 6,000,000 shares thereunder, such that an aggregate of 27,000,000 shares of the Company’s common stock were authorized for issuance under the 2007 Plan at December 31, 2016. Under the 2007 Plan, the Company may issue stock options (including incentive stock options and nonstatutory stock options), restricted stock, RSUs, stock appreciation rights and other similar types of awards (including awards, such as RSUs, that do not require the awardee to pay any amount in connection with receiving the shares or that have an exercise or purchase price that is less than the grant date fair market value of the Company’s stock). No awardee may be granted, in any calendar year under the 2007 Plan, options or stock awards covering more than 1,000,000 shares. The 2007 Plan was also amended and restated in May 2014 to extend its term through May 2024 unless it is terminated earlier pursuant to its terms. Restricted stock grants are awards of a specific number of shares of the Company’s common stock. RSUs represent a promise to deliver shares of the Company’s common stock, or an amount of cash or property equal to the value of the underlying shares, at a future date. Stock appreciation rights are rights to receive cash and/or shares of the Company’s common stock based on the amount by which the exercise date fair market value of a specific number of shares exceeds the grant date fair market value of the exercised portion of the stock appreciation right. The Company has only issued options to purchase shares of common stock and RSUs under the 2007 Plan. Incentive stock options under the 2007 Plan may be granted only to employees of the Company or its subsidiaries. The exercise price of an incentive stock option or a nonstatutory stock option may not be less than 100% of the fair market value of the common stock on the date the option is granted and the options have a maximum term of ten years from the date of grant. In the case of options granted to holders of more than 10% of the voting power of the Company, the exercise price may not be less than 110% of the fair market value of the common stock on the date the option is granted and the term of the option may not exceed five years. The Company may grant options with exercise prices lower than the fair market value of its common stock on the date of grant in connection with an acquisition by the Company of another company. Options become exercisable in whole or in part from time to time as determined by the Board of Directors, which administers the 2007 Plan. Generally, options granted to employees under the 2007 Plan vest 25% one year after the beginning of the vesting period and thereafter ratably each month over the following thirty-six months. RSUs granted to employees vest 100% on the third anniversary of the beginning of the vesting period. Option and RSU grants to independent members of the Company’s board of directors vest over one year. Performance-based options granted under the 2007 Plan pursuant to the First LTIP commence vesting upon the achievement of a regulatory milestone, and vest 25% each year over four years beginning one year after the achievement of the milestone. The Equity Plan provides for (i) the full acceleration of vesting of equity awards, including stock options and RSUs, upon a change in control (as defined in the 2007 Plan) if the successor company does not assume, substitute or otherwise replace the stock awards upon the change in control; and (ii) the full acceleration of vesting of any equity awards, including stock options and RSUs, if at the time of, immediately prior to or within twelve months after a change in control of the Company, the holder of such equity awards is involuntarily terminated without cause or is constructively terminated by the successor company that assumed, substituted or otherwise replaced such stock awards in connection with the change in control. Each equity award agreement under the 2007 Plan contains provisions regarding (i) the number of shares subject to the equity award, (ii) the purchase or exercise price of the shares, if any, and the means of payment for the shares, (iii) in the case of stock options, the type of option and term of the option; (iv) the performance criteria (including qualifying performance criteria), if any, and level of achievement versus these criteria that will determine the number of shares granted, issued, retainable and vested, as applicable, (v) such terms and conditions on the grant, issuance, vesting and forfeiture of the shares, as applicable, as may be determined from time to time by the plan administrator, (vi) restrictions on the transferability of the equity award or the shares, and (vii) such further terms and conditions, in each case not inconsistent with the 2007 Plan, as may be determined from time to time by the plan administrator; provided, however, that each stock award must have a minimum vesting period of one year from the date of grant. Share-based compensation The Company recorded total share based compensation cost of $52.5 million, $41.8 million, and $40.6 million for the years ended December 31, 2016, 2015, and 2014, respectively. No tax benefit was recognized related to share-based compensation cost since the Company has not reported taxable income to date and has established a full valuation allowance to offset all of the potential tax benefits associated with its deferred tax assets. During 2016, 2015, and 2014, $1.0 million, $1.4 million, and $1.4 million of share based compensation costs were included in production overhead used in the determination of inventory cost, respectively. Valuation assumptions The Company calculates the fair value of each option award on the date of grant using the Black-Scholes option pricing model. The following weighted-average assumptions were used for the periods indicated: 2007 Plan Employee Stock Purchase Plan 2016 2015 2014 2016 2015 2014 Risk-free interest rate 1.3 % 1.5 % 1.7 % 0.35 % 0.1 % 0.1 % Expected lives in years 6.5 5.5 5.5 0.5 0.5 0.5 Expected dividends 0 % 0 % 0 % 0 % 0 % 0 % Expected volatility 44 % 42 % 44 % 46 % 42 % 41 % The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for the expected life of the award. The Company’s computation of expected life was determined based on its historical experience with similar awards, giving consideration to the contractual terms of the share-based awards, vesting schedules and expectations of future employee behavior. A forfeiture rate is estimated at the time of grant to reflect the amount of awards that are granted, but are expected to be forfeited by the award holder prior to vesting. The estimated forfeiture rate applied to these amounts is derived from historical stock award forfeiture behavior. The Company has never paid cash dividends and does not currently intend to pay cash dividends, thus has assumed a 0% dividend yield. The Company’s computation of expected volatility is based on the historical volatility of the Company’s stock price. Determination of all of these assumptions involves management’s best estimates at the time, which impact the fair value of the awards calculated under the Black-Scholes methodology, and ultimately the expense that will be recognized over the life of the award. Stock option activity A summary of stock option activity, excluding performance-based stock options, is as follows: Shares Weighted- Weighted-average Aggregate Balances at December 31, 2015 10,572,663 $ 25.28 Granted 1,984,175 44.79 Exercised (1,778,056 ) 16.60 Forfeited/expired (182,462 ) 40.15 Balances at December 31, 2016 10,596,320 $ 30.14 6.23 $ 240,143 Expected to vest 10,264,488 $ 29.70 6.13 $ 237,036 Options exercisable 6,966,828 $ 23.46 4.82 $ 204,236 The weighted average grant-date fair values of options granted with exercise prices equal to market were $18.20, $15.84, and $18.24, for the years ended December 31, 2016, 2015, and 2014, respectively. The aggregate intrinsic value in the table above is calculated as the difference between the exercise price of the underlying options and the quoted price of the Company’s common stock for all options that were in-the-money at December 31, 2016. The aggregate intrinsic value of options exercised was $61.4 million during 2016, $36.2 million during 2015, and $27.7 million during 2014, determined as of the date of option exercise. As of December 31, 2016, there was approximately $33.9 million of total unrecognized compensation cost related to unvested option arrangements, as adjusted for expected forfeitures, granted under the 2007 Plan. That cost is expected to be recognized over a weighted-average period of 1.43 years. The Company utilizes newly issued shares to satisfy option exercises. A summary of performance-based stock option activity for performance-based options granted under the 2007 Plan pursuant to the First LTIP plan is as follows: Shares Weighted- Weighted-average Aggregate Balances at December 31, 2015 0 $ 0 Granted 834,211 34.20 Exercised (0 ) 0 Forfeited/expired (29,810 ) 34.20 Balances at December 31, 2016 804,401 $ 34.20 9.34 $ 14,938 The weighted average grant-date fair value of performance-based options granted with an exercise price equal to market was $18.54 for the year ended December 31, 2016. No share based compensation expense has been recorded to date with respect to the First LTIP performance-based options as the conditions for recognizing expense have not yet been met. RSU activity The fair value of RSUs is determined based on the closing price of the Company’s common stock on the date of grant. A summary of RSU activity under the 2007 Plan is as follows: Non-vested RSUs Share Weighted- Non-vested at December 31, 2015 1,832,704 $ 40.55 Changes during the period: Granted 873,496 44.72 Vested (537,545 ) 39.46 Forfeited (89,716 ) 40.53 Non-vested at December 31, 2016 2,078,939 $ 42.58 The total value of RSUs that vested during 2016 (measured on the date of vesting) was $23.3 million. As of December 31, 2016, there was approximately $45.3 million of total unrecognized compensation cost related to non-vested RSU awards that will be recognized as expense over a weighted-average period of 1.74 years. The Company recognizes compensation cost for RSUs on a straight-line basis over the requisite service period for the entire award, as adjusted for expected forfeitures. The Company will utilize newly issued shares for RSUs that vest. Employee Stock Purchase Plan The Company has an Amended and Restated 2000 Employee Stock Purchase Plan, or the Stock Purchase Plan, with a total of 760,809 shares of common stock available for issuance as of December 31, 2016. Activity under the Stock Purchase Plan for the years ended December 31, was as follows: Shares Weighted- 2016 203,225 $ 27.98 2015 201,103 $ 26.44 2014 149,576 $ 33.02 Under the current terms of the Stock Purchase Plan, shares are purchased at the lower of 85 percent of the fair market value of the Company’s common stock on either the first day or the last day of each six month offering period. |
Employee benefit plan
Employee benefit plan | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee benefit plan | 14. Employee benefit plan The Company has a 401(k) Plan for all of its employees. The 401(k) Plan allows eligible employees to defer, at the employee’s discretion, up to 75% of their pretax compensation up to the IRS annual limit. The Company has a 401(k) matching program whereby the Company may, at its discretion, match a portion of an employee’s contributions, not to exceed a prescribed annual limit. The Company’s matching contribution vests over four years from the start of employment. Under this matching program, the Company contributed a total of approximately $4.7 million in 2016, $2.6 million in 2015, and $2.2 million in 2014. |
Quarterly Financial Data
Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data | 15. Quarterly Financial Data (unaudited) The following table contains selected unaudited financial data for each quarter of 2016 and 2015. The unaudited information should be read in conjunction with the Company’s financial statements and related notes included elsewhere in this report. The Company believes that the following unaudited information reflects all normal recurring adjustments necessary for a fair presentation of the information for the periods presented. The operating results for any quarter are not necessarily indicative of results for any future period. Quarterly Financial Data (in thousands, except per share data): Three months ended March 31, June 30, September 30, December 31, 2016 Total revenues $ 111,155 $ 95,402 $ 106,315 $ 105,275 Net loss $ (20,478 ) $ (32,743 ) $ (31,752 ) $ (55,138 ) Net loss per share—basic and diluted $ (0.15 ) $ (0.23 ) $ (0.23 ) $ (0.39 ) 2015 Total revenues $ 82,157 $ 77,096 $ 84,072 $ 93,477 Net loss $ (21,690 ) $ (47,502 ) $ (26,438 ) $ (24,856 ) Net loss per share—basic and diluted $ (0.17 ) $ (0.38 ) $ (0.21 ) $ (0.18 ) |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent events | 16. Subsequent events On January 10, 2017, the Company became a named defendant in a securities class action complaint seeking compensatory damages of an undisclosed amount. The Company does not believe it is feasible to predict or determine the outcome or resolution of this litigation, or to estimate the amount of, or potential range of, loss with respect to this proceeding. In addition, the timing of the final resolution of this proceeding is uncertain. As a result of the lawsuit, the Company will incur litigation expenses and may incur indemnification expenses, and potential resolutions of the lawsuit could include a settlement requiring payments. Those expenses could have a material impact on the Company’s financial position, results of operations, and cash flows. On February 10, 2017, the Company entered into a development and license agreement with Immunomedics pursuant to which Immunomedics granted, subject to the terms and conditions of the agreement, the Company exclusive worldwide rights to develop, manufacture, and commercialize sacituzumab govitecan, or IMMU-132, for all human therapeutic uses in any and all indications. Sacituzumab govitecan is an antibody-drug conjugate targeted to TROP-2, which is expressed in several solid tumors including cancers of the breast, lung and bladder. Under the agreement, the Company would have primary responsibility for development, regulatory approval and commercialization of IMMU-132. Immunomedics will have the right to exercise a co-promotion option to provide up to 50% of the sales efforts for the commercialization of IMMU-132 in the United States, subject to certain parameters set forth in the agreement. Under and subject to the agreement, the Company agreed to pay Immunomedics an upfront payment of $250 million following the closing of the agreement. In addition, the Company agreed to pay development, regulatory and sales-dependent milestone payments to Immunomedics across multiple indications and geographic regions of up to a total maximum of approximately $1.7 billion, as well as royalties which are based on a percentage of worldwide annual net sales of licensed products, if any, beginning in the teens and rising to twenty percent based on sales volume. The Company will bear the future costs of worldwide development and commercialization of licensed products. The closing of the agreement is subject to customary closing conditions, including the expiration of the applicable waiting period of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, there being no pending court or administrative challenges to the Immunomedics License and there being no court or administrative orders blocking the closing. On February 20, 2017, the Company and Immunomedics entered into a letter agreement pursuant to which Immunomedics irrevocably waived to the extent applicable to Immunomedics the condition precedent to the closing and effectiveness of the Immunomedics License that there be no pending court or administrative challenges to the transaction. Additionally, under the terms of the Immunomedics License, Immunomedics had the right to continue discussions with a small number of parties that previously expressed interest in licensing IMMU-132 until 11:59 p.m. New York City time on February 19, 2017. If a third party had provided Immunomedics with a financially superior licensing offer, the Company would have had the right to match any such offer, and if the Company had decided not to match, Immunomedics would have had the right to accept the superior offer and terminate the Immunomedics License upon payment of a termination fee to the Company. The Company has not received notice from Immunomedics of any such third party offers during this limited time period, and on February 21, 2017, Immunomedics announced that it is subject to customary “no-shop” restrictions on its and its representatives’ ability to solicit, discuss or negotiate alternative licensing agreement proposals from third parties with regard to IMMU-132. On February 10, 2017, the Company also entered into an agreement to purchase 3,000,000 shares of common stock of Immunomedics at an aggregate purchase price of $14.7 million, and on February 16, 2017, Immunomedics issued the Company a warrant to purchase up to 8,655,804 additional shares of common stock of Immunomedics at an exercise price of $4.90 until February 10, 2020. The issuances of the purchased common shares and the shares underlying the warrants have not been registered under the Securities Act. The Company entered into a Registration Rights Agreement with Immunomedics under which Immunomedics agreed to file a registration statement to register the common shares and the shares underlying the warrant. On February 13, 2017, the Company was named as co-defendant in a lawsuit filed by venBio in the Delaware Chancery Court against the members of the board of directors of Immunomedics. The lawsuit alleges that the members of the Immunomedics board have breached their fiduciary duties toward their stockholders by hastily licensing IMMU-132 to the Company. The Company is alleged to have aided and abetted the breach of fiduciary duties. Among other things, venBio seeks to enjoin the closing of the transactions contemplated by the Immunomedics License. As a result of the pending litigation challenging the transactions contemplated by the Immunomedics License, the Company and Immunomedics have committed to the court not to close the transactions contemplated by the Immunomedics License prior to March 10, 2017. The Company does not believe it is feasible to predict or determine the outcome or resolution of this lawsuit, or to estimate the amount of, or potential range of, loss with respect to this lawsuit. In addition, the timing of the final resolution of this lawsuit is uncertain. As a result of the lawsuit, the Company will incur litigation expenses, and potential resolution of the lawsuit could include a settlement requiring payments. Those expenses could have a material impact on the Company’s financial position, results of operations, and cash flows. |
Organization and Business (Poli
Organization and Business (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Capital Requirements | Capital Requirements To execute the Company’s growth plans, it may need to seek additional funding through public or private financings, including debt or equity financings, and through other means, including collaborations and license agreements. If the Company cannot maintain adequate funds, it may be required to delay, reduce the scope of or eliminate one or more of its development programs. Additional financing may not be available when needed, or if available, the Company may not be able to obtain financing on favorable terms. |
Basis of presentation | Basis of presentation The accompanying consolidated financial statements reflect the accounts of Seattle Genetics, Inc. and its wholly-owned subsidiaries (collectively “Seattle Genetics” or the “Company”). The consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles, or GAAP. All significant intercompany transactions and balances have been eliminated. Management has determined that the Company operates in one segment: the development and sale of pharmaceutical products on its own behalf or in collaboration with others. Substantially all of the Company’s assets and revenues are related to operations in the United States; however, the Company also has subsidiaries in the United Kingdom, Switzerland and Canada. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates. |
Cash and cash equivalents | Cash and cash equivalents The Company considers all highly liquid investments with maturities of three months or less at the date of acquisition to be cash equivalents. |
Non-cash investing activities | Non-cash investing activities The Company had $8.1 million and $5.4 million of accrued capital expenditures as of December 31, 2016 and December 31, 2015, respectively. Accrued capital expenditures have been treated as a non-cash investing activity and, accordingly, have not been included in the statement of cash flows until such amounts have been paid in cash. |
Investments | Investments The Company classifies its securities as available-for-sale, which are reported at estimated fair value with unrealized gains and losses included in accumulated other comprehensive loss in stockholders’ equity. Realized gains, realized losses and declines in the value of securities judged to be other-than-temporary, are included in investment and other income, net. The cost of investments for purposes of computing realized and unrealized gains and losses is based on the specific identification method. Amortization of premiums and accretion of discounts are included in investment and other income, net. Interest and dividends earned on all securities are included in investment and other income, net. The Company classifies investments maturing within one year of the reporting date, or where management’s intent is to use the investments to fund current operations or to make them available for current operations as short-term investments. If the estimated fair value of a security is below its carrying value, the Company evaluates whether it is more likely than not that it will sell the security before its anticipated recovery in market value and whether evidence indicating that the cost of the investment is recoverable within a reasonable period of time outweighs evidence to the contrary. The Company also evaluates whether or not it intends to sell the investment. If the impairment is considered to be other-than-temporary, the security is written down to its estimated fair value. In addition, the Company considers whether credit losses exist for any securities. A credit loss exists if the present value of cash flows expected to be collected is less than the amortized cost basis of the security. Other-than-temporary declines in estimated fair value and credit losses are charged against investment and other income, net. |
Fair value of financial instruments | Fair value of financial instruments The recorded amounts of certain financial instruments, including cash and cash equivalents, interest receivable, accounts receivable, accounts payable and accrued liabilities approximate fair value due to their relatively short maturities. Investments that are classified as available-for-sale are recorded at fair value. The fair value for securities held is determined using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. |
Inventories | Inventories The Company considers regulatory approval of product candidates to be uncertain. Accordingly, it charges manufacturing costs to research and development expense until such time as a product has received regulatory approval for commercial sale. Production costs for the Company’s marketed product, ADCETRIS, are capitalized into inventory. ADCETRIS inventory that is deployed for clinical, research or development use is charged to research and development expense when it is no longer available for commercial sales. Production costs for the Company’s other product candidates continue to be charged to research and development expense. The Company values its inventories at the lower of cost or market value. Cost is determined on a specific identification basis. Inventory includes the cost of materials, third-party contract manufacturing and overhead associated with the production of ADCETRIS. In the event that the Company identifies excess, obsolete or unsalable inventory, its value is written down to net realizable value. |
Property and equipment | Property and equipment Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, which are generally as follows: Years Laboratory equipment 5 Furniture and fixtures 5 Computers, software and office equipment 3 Leasehold improvements are amortized over the shorter of the remaining term of the applicable lease or the useful life of the asset. Gains and losses from the disposal of property and equipment are reflected in the consolidated statement of comprehensive loss at the time of disposition and have not been significant. Expenditures for additions and improvements to the Company’s facilities are capitalized and expenditures for maintenance and repairs are charged to expense as incurred. Concessions received by the Company in connection with leases, including tenant improvement allowances and prorated rent, are included in deferred rent and other long-term liabilities and recognized as a reduction in rent expense over the term of the applicable lease. |
Other non-current assets | Other non-current assets Included in other non-current assets are intangible assets resulting from milestone payments that became due upon the approval of ADCETRIS related to certain in-licensed technology. Intangible assets are amortized to cost of sales over the estimated life of the related licenses which range from six to ten years. December 31, 2016 2015 Intangible assets $ 5,650 $ 5,650 Less: accumulated amortization (4,115 ) (3,343 ) Total $ 1,535 $ 2,307 Amortization expenses on intangible assets was $0.8 million for each of the years ended December 31, 2016, 2015, and 2014, respectively. Assuming no changes in the cost basis of intangible assets, the estimated aggregate amortization for the next five years will total $1.5 million. Other non-current assets also include a $5.0 million non-controlling investment in a privately-held company that is accounted for under the cost method of accounting. The Company periodically evaluates the carrying value of the investment if significant adverse events or circumstances indicate an impairment in value. |
Impairment of long-lived assets | Impairment of long-lived assets The Company assesses the impairment of long-lived assets, primarily property and equipment and intangible assets, included in other non-current assets, whenever events or changes in business circumstances indicate that the carrying amounts of the assets may not be fully recoverable. When such events occur, management determines whether there has been an impairment in value by comparing the asset’s carrying value with its fair value, as measured by the anticipated undiscounted net cash flows of the asset. If an impairment in value exists, the asset is written down to its estimated fair value. The Company has not recognized any impairment losses through December 31, 2016 as there have been no events warranting an impairment analysis. The Company’s long-lived assets are primarily located in the United States. |
Revenue Recognition | Revenue Recognition The Company’s revenues are comprised of ADCETRIS net product sales, amounts earned under its collaboration and licensing agreements and royalties. Revenue recognition is predicated upon persuasive evidence of an agreement existing, delivery of products or services being rendered, amounts payable being fixed or determinable, and collectibility being reasonably assured. Net product sales The Company sells ADCETRIS through a limited number of pharmaceutical distributors in the U.S. and Canada. Customers order ADCETRIS through these distributors and the Company typically ships product directly to the customer. The Company records product sales when title and risk of loss pass, which generally occurs upon delivery of the product to the customer. Product sales are recorded net of estimated government-mandated rebates and chargebacks, distribution fees, estimated product returns and other deductions. Accruals are established for these deductions and actual amounts incurred are offset against applicable accruals. The Company reflects these accruals as either a reduction in the related account receivable from the distributor, or as an accrued liability depending on the nature of the sales deduction. Sales deductions are based on management’s estimates that consider payer mix in target markets and experience to date. These estimates involve a substantial degree of judgment. Government-mandated rebates and chargebacks Distribution fees, product returns and other deductions The Company has developed a proprietary technology for linking cytotoxic agents to monoclonal antibodies called antibody-drug conjugates, or ADCs. This proprietary technology is the basis of ADC collaborations that the Company has entered into in the ordinary course of its business with a number of biotechnology and pharmaceutical companies. Under these ADC collaboration agreements, the Company grants its collaborators research and commercial licenses to the Company’s technology and provides technology transfer services, technical advice, supplies and services for a period of time. If there are continuing performance obligations, the Company uses a time-based proportional performance model to recognize revenue over the Company’s performance period for the related agreement. Collaboration and license agreements are evaluated to determine whether the multiple elements and associated deliverables can be considered separate units of accounting. To date, the pre-commercial deliverables under the Company’s collaboration and license agreements have not qualified as separate units of accounting. The assessment of multiple element arrangements requires judgment in order to determine the appropriate point in time, or period of time, that revenue should be recognized. The Company believes that the development period in each agreement is a reasonable estimate of the performance obligation period of such agreement. Accordingly, all amounts received or due, including any upfront payments, maintenance fees, development and regulatory milestone payments and reimbursement payments, are recognized as revenue over the performance obligation periods of each agreement. These performance obligation periods typically range from one to three years. The agreements with Takeda Pharmaceutical Company Limited, or Takeda, and Genentech, Inc., a member of the Roche Group, or Genentech, have performance obligation periods of ten and seventeen years, respectively. All of the remaining performance obligation periods for our active collaborations are currently expected to be completed in three years or less. When no performance obligations are required of the Company, or following the completion of the performance obligation period, such amounts are recognized as revenue when collectibility is reasonably assured. Generally, all amounts received or due other than sales-based milestones and royalties are classified as collaboration and license agreement revenues as they are earned. Sales-based milestones and royalties are recognized as royalty revenue as they are reported to the Company. The Company’s collaboration and license agreements include contractual milestones. Generally, the milestone events contained in the Company’s collaboration and license agreements coincide with the progression of the collaborators’ product candidates from development, to regulatory approval and then to commercialization and fall into the following categories. Development milestones in the Company’s collaborations may include the following types of events: • Designation of a product candidate or initiation of preclinical studies. The Company’s collaborators must undertake significant preclinical research and studies to make a determination of the suitability of a product candidate and the time from those studies or designation to initiation of a clinical trial may take several years. • Initiation of a phase 1 clinical trial. Generally, phase 1 clinical trials may take one to two years to complete. • Initiation of a phase 2 clinical trial. Generally, phase 2 clinical trials may take one to three years to complete. • Initiation of a phase 3 clinical trial. Generally, phase 3 clinical trials may take two to six years to complete. Regulatory milestones in the Company’s collaborations may include the following types of events: • Filing of regulatory applications for marketing approval such as a Biologics License Application in the United States or a Marketing Authorization Application in Europe. Generally, it may take up to twelve months to prepare and submit regulatory filings. • Receiving marketing approval in a major market, such as in the United States, Europe, Japan or other significant countries. Generally it may take up to three years after a marketing application is submitted to obtain approval for marketing and pricing from the applicable regulatory agency. Commercialization milestones in the Company’s collaborations may include the following types of events: • First commercial sale in a particular market, such as in the United States, Europe, Japan or other significant countries. • Product sales in excess of a pre-specified threshold. The amount of time to achieve this type of milestone depends on several factors, including, but not limited to, the dollar amount of the threshold, the pricing of the product, market penetration of the product and the rate at which customers begin using the product. The Company’s ADC collaborators are solely responsible for the development of their product candidates and the achievement of milestones in any of the categories identified above is based solely on the collaborators’ efforts. In the case of the Company’s ADCETRIS collaboration with Takeda, the Company may be involved in certain development activities; however, the achievement of milestone events under the agreement is primarily based on activities undertaken by Takeda. The process of successfully developing a product candidate, obtaining regulatory approval and ultimately commercializing a product candidate is highly uncertain and the attainment of any milestones is therefore uncertain and difficult to predict. In addition, since the Company does not take a substantive role or control the research, development or commercialization of any products generated by its ADC collaborators, the Company is not able to reasonably estimate when, if at all, any milestone payments or royalties may be payable to the Company by its ADC collaborators. As such, the milestone payments associated with its ADC collaborations involve a substantial degree of uncertainty and risk that they may never be received. Similarly, even in those collaborations where the Company may have an active role in the development of the product candidate, such as the Company’s ADCETRIS collaboration with Takeda, the attainment of a milestone is based on the collaborator’s activities and is generally outside the direction and control of the Company. The Company generally invoices its collaborators and licensees on a monthly or quarterly basis, or upon the completion of the effort or achievement of a milestone, based on the terms of each agreement. Deferred revenue arises from amounts received in advance of the culmination of the earnings process and is recognized as revenue in future periods when the applicable revenue recognition criteria have been met. Deferred revenue expected to be recognized within the next twelve months is classified as a current liability. Royalty revenues and cost of royalty revenues Royalty revenues primarily reflect amounts earned under the ADCETRIS collaboration with Takeda. These royalties include sales royalties, which are based on a percentage of Takeda’s net sales at rates that range from the mid-teens to the mid-twenties based on sales volume, and commercial sales-based milestones. Takeda bears a portion of third-party royalty costs owed on its sales of ADCETRIS. This amount is included in royalty revenue in the Company’s consolidated financial statements. Cost of royalty revenues reflects amounts owed to the Company’s third party licensors related to Takeda’s sales of ADCETRIS. These amounts are recognized in the quarter in which Takeda reports its sales activity to the Company, which is the quarter following the related sales. Royalty revenues also include amounts earned in connection with the Company’s ADC collaborations. |
Research and development expenses | Research and development expenses Research and development, or R&D, expenses consist of salaries, benefits and other headcount related costs of the Company’s R&D staff, preclinical activities, clinical trials and related manufacturing costs, lab supplies, contract and outside service fees and facilities and overhead expenses for research, development and preclinical studies focused on drug discovery, development and testing. Clinical trial expenses are a significant component of research and development expenses, and the Company outsources a significant portion of these costs to third parties. Third party clinical trial expenses include investigator fees, site costs, clinical research organization costs, and costs for central laboratory testing and data management. R&D activities are expensed as incurred. In-licensing fees, milestones, maintenance fees and other costs to acquire technologies that are utilized in R&D for product candidates that have not yet received regulatory approval, and that are not expected to have alternative future use are expensed when incurred. Costs associated with activities performed under co-development collaborations are reflected in R&D expense. Non-refundable advance payments for goods or services that will be used or rendered for future R&D activities are capitalized and recognized as expense as the related goods are delivered or the related services are performed. This results in the temporary deferral of recording expense for amounts incurred for research and development activities from the time payments are made until the time goods or services are provided. |
Advertising | Advertising Advertising costs are expensed as incurred. The Company incurred $12.9 million, $16.4 million, and $10.1 million in advertising expense during 2016, 2015, and 2014, respectively. |
Concentration of credit risk | Concentration of credit risk Cash, cash equivalents and investments are invested in accordance with the Company’s investment policy. The policy includes guidelines for the investment of cash reserves and is reviewed periodically to minimize credit risk. Most of the Company’s investments are not federally insured. The Company has accounts receivable from the sale of ADCETRIS from a small number of distributors. The Company does not require collateral on amounts due from its distributors or its collaborators and is therefore subject to credit risk. The Company has not experienced any significant credit losses to date as a result of credit risk concentration and does not consider an allowance for doubtful accounts to be necessary. |
Major customers | Major customers The Company sells ADCETRIS through a limited number of distributors. Certain of these distributors, together with entities under their common control, each individually accounted for greater than 10% of total revenues and greater than 10% of accounts receivable as noted below. In addition, one of the Company’s collaborators accounted for greater than 10% of total revenues as noted below. Revenues generated outside the United States, as determined by customer location, were less than 10% of total revenues for all years presented. The following table presents each major distributor or collaborator that comprised more than 10% of total revenue in the periods presented: Percent of total revenues 2016 2015 2014 Distributor A 22 % 24 % 22 % Distributor B 19 % 21 % 20 % Distributor C 17 % 18 % 16 % Collaborator A 27 % 17 % 25 % The following table presents each major distributor that accounted for more than 10% of accounts receivable as of the dates presented: Percent of total accounts 2016 2015 Distributor A 34 % 34 % Distributor B 26 % 29 % Distributor C 26 % 27 % |
Major suppliers | Major suppliers The use of a relatively small number of contract manufacturers to supply drug product necessary for the Company’s commercial operations and clinical trials creates a concentration of risk for the Company. While primarily one source of supply is utilized for certain components of ADCETRIS and each of the Company’s product candidates, other sources are available should the Company need to change suppliers. The Company also endeavors to maintain reasonable levels of drug supply for its use. A change in suppliers, however, could cause a delay in delivery of drug product which could result in the interruption of commercial operations or clinical trials. Such an event would adversely affect the Company’s business. |
Income taxes | Income taxes The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities using tax rates in effect for the year in which the differences are expected to reverse. The Company has provided a full valuation allowance against its deferred tax assets for all periods presented. A valuation allowance is recorded when it is more likely than not that the net deferred tax asset will not be realized. The Company follows the guidance related to accounting for uncertainty in income taxes, which requires the recognition of an uncertain tax position when it is more likely than not to be sustainable upon audit by the applicable taxing authority. |
Share-based compensation | Share-based compensation The Company uses the graded-vesting attribution method for recognizing compensation expense for its stock options and the straight-line method for recognizing compensation expense for its restricted stock units (“RSUs”). Compensation expense is recognized on awards ultimately expected to vest and reduced for forfeitures that are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. For performance-based stock options, the Company will record compensation expense over the estimated service period once the achievement of the performance-based milestone is considered probable. At each reporting date, the Company assesses whether achievement of a milestone is considered probable, and if so, records compensation expense based on the portion of the service period elapsed to date with respect to that milestone, with a cumulative catch-up, net of estimated forfeitures. The Company will recognize remaining compensation expense with respect to a milestone, if any, over the remaining estimated service period. |
Long-term incentive plans | Long-term incentive plans In May and July of 2016, the Company established two Long-Term Incentive Plans, or the First LTIP and the Second LTIP, respectively. The First LTIP provides eligible employees with the opportunity to receive a performance-based incentive comprised of a cash payment and a stock option. The Second LTIP provides eligible employees with the opportunity to receive a performance-based incentive comprised of a cash payment and a restricted stock unit award. The payment of the cash, commencement of the vesting of the stock options, and grant and commencement of vesting of the restricted stock units under the LTIPs are contingent upon the achievement of pre-determined regulatory milestones. The Company will record compensation expense for the LTIPs over the estimated service period for each milestone once the achievement of the milestone is considered probable in accordance with the provisions of ASC 450, Contingencies. At each reporting date, the Company assesses whether achievement of a milestone is considered probable, and if so, records compensation expense based on the portion of the service period elapsed to date with respect to that milestone, with a cumulative catch-up, net of estimated forfeitures. The Company will recognize remaining compensation expense with respect to a milestone, if any, over the remaining estimated service period. As of December 31, 2016, the estimated value to be delivered in cash and stock options for employees currently eligible under the First LTIP was approximately $20.8 million. As of December 31, 2016, the estimated value to be delivered in cash and restricted stock units for employees currently eligible under the Second LTIP was approximately $20.6 million. No compensation expense has been recorded to date under the LTIPs as the conditions for recognizing expense have not yet been met. The total potential value to be delivered under the LTIPs is expected to change in the future for several reasons, including the addition of more eligible employees to the LTIPs. |
Comprehensive loss | Comprehensive loss Comprehensive loss is the change in stockholders’ equity from transactions and other events and circumstances other than those resulting from investments by stockholders and distributions to stockholders. The Company’s comprehensive loss is comprised of net loss, unrealized gains and losses on available-for-sale investments, and foreign currency translation adjustments. |
Legal matters | Legal matters The Company is involved in various legal proceedings in the normal course of its business. Legal fees incurred as a result of the Company’s involvement in legal procedures are expensed as incurred. The Company is a named defendant in a securities class action complaint filed on January 10, 2017 seeking compensatory damages of an undisclosed amount. The lawsuit alleges material misrepresentations and omissions in public statements regarding the Company’s business, operational and compliance policies, violations by all named defendants of Section 10(b) of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and Rule 10b-5 thereunder, as well as violations of Section 20(a) of the Exchange Act. The Company is also named as co-defendant in a lawsuit filed by venBio Select Advisors, LLC, or venBio, in the Delaware Chancery Court on February 13, 2017, against the members of the board of directors of Immunomedics, Inc., or Immunomedics. The lawsuit alleges that the members of the Immunomedics board have breached their fiduciary duties toward their stockholders by hastily licensing IMMU-132 to the Company. The Company is alleged to have aided and abetted the breach of fiduciary duties. Among other things, venBio seeks to enjoin closing of the transactions contemplated by the development and license agreement the Company entered into with Immunomedics with respect to the in-licensing of IMMU-132, or the Immunomedics License. As a result of the pending litigation challenging the transactions contemplated by the Immunomedics License, the Company and Immunomedics have committed to the court not to close the transactions contemplated by the Immunomedics License prior to March 10, 2017. The Company does not believe it is feasible to predict or determine the outcome or resolution of these lawsuits, or to estimate the amount of, or potential range of, loss with respect to these lawsuits. In addition, the timing of the final resolution of these lawsuits is uncertain. As a result of these lawsuits, the Company will incur litigation expenses and may incur indemnification expenses, and potential resolutions of these lawsuits could include settlements requiring payments by the Company. Those expenses could have a material impact on the Company’s financial position, results of operations, and cash flows. Arizona State University and related entities filed patent infringement lawsuits in the United States and in Italy against the Company, and in Italy and France against Takeda, the Company’s licensee of rights to ADCETRIS outside the U.S. and Canada, concerning certain patents owned by Arizona State University. In August 2015, the lawsuit in the United States against the Company was dismissed by the U.S. District Court of Arizona. In September 2015, the Company, Takeda and Arizona State University and their related entities entered into an agreement to fully and finally settle all remaining claims and disputes between the parties throughout the world, including proceedings asserting European patent rights owned by Arizona State University. |
Certain risks and uncertainties | Certain risks and uncertainties The Company’s revenues are derived from ADCETRIS sales and royalties and from collaboration and license agreements. ADCETRIS is the Company’s only product available for sale and is subject to regulation by the FDA in the United States and other regulatory agencies outside the United States as well as competition by other pharmaceutical companies. The Company’s collaboration and license agreement revenues are derived from a relatively small number of agreements. Each of these agreements can be terminated by the Company’s collaborators at their discretion. The Company is also subject to risks common to companies in the pharmaceutical industry, including risks and uncertainties related to commercial success and acceptance of ADCETRIS and the Company’s potential future products by patients, physicians and payers, competition from other products, regulatory approvals, regulatory requirements and protection of intellectual property. Also, drug development is a lengthy process characterized by a relatively low rate of success. The Company may commit substantial resources toward developing product candidates that never result in further development, achieve regulatory approvals or achieve commercial success. Likewise, the Company has committed and expects to continue to commit substantial resources towards additional clinical development of ADCETRIS in an effort to continue to expand ADCETRIS’ labeled indications of use, and there can be no assurance that the Company and/or Takeda will obtain and maintain the necessary regulatory approvals to market ADCETRIS for any additional indications. |
Guarantees | Guarantees In the normal course of business, the Company indemnifies its directors, certain employees and other parties, including distributors, collaboration partners, lessors and other parties that perform certain work on behalf of, or for the Company or take licenses to the Company’s technologies. The Company has agreed to hold these parties harmless against losses arising from the Company’s breach of representations or covenants, intellectual property infringement or other claims made against these parties in performance of their work with the Company. These agreements typically limit the time within which the party may seek indemnification by the Company and the amount of the claim. It is not possible to prospectively determine the maximum potential amount of liability under these indemnification agreements. Further, each potential claim would be based on the unique facts and circumstances of the claim and the particular provisions of each agreement. |
Net loss per share | Net loss per share Basic and diluted net loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period. The Company excluded all RSUs and options to purchase common stock from the calculation of basic and diluted net loss per share as such securities are anti-dilutive for all periods presented. The following table presents the weighted-average shares that have been excluded from the number of shares used to calculate basic and diluted net loss per share (in thousands): Years ended December 31, 2016 2015 2014 Stock options and RSUs 12,987 11,953 11,868 |
Recent accounting pronouncements | Recent accounting pronouncements In May 2014, the Financial Accounting Standards Board, or FASB, issued an Accounting Standards Update entitled “ASU 2014-09, Revenue from Contracts with Customers.” The standard requires entities to recognize revenue through an evaluation that includes identification of the contract, identification of the performance obligations, determination of the transaction price, allocation of the transaction price to the performance obligations, and recognition of revenue as the entity satisfies the performance obligations. In August 2015, FASB issued an Accounting Standards Update entitled “ASU 2015-14, Revenue from Contracts with Customers: Deferral of the Effective Date”, which defers the effective date of ASU 2014-09 to the Company’s fiscal year beginning January 1, 2018. The FASB has continued to issue accounting standards updates to clarify and provide implementation guidance related to Revenue from Contracts with Customers, including “ASU 2016-08, Revenue from Contract with Customers: Principal versus Agent Considerations”, “ASU 2016-10, Revenue from Contracts with Customers: Identifying Performance Obligations and Licensing”, “ASU 2016-12, Revenue from Contracts with Customers: Narrow-Scope Improvements and Practical Expedients” and “ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers.” The Company’s preliminary assessment of this new standard is that it will generally not change the way in which the Company recognizes product revenue from sales of ADCETRIS. However, the Company expects that sales-based royalties will be recorded in the period of the related sale based on estimates, rather than recording them as reported by the customer. In addition, the achievement of development milestones under the Company’s collaborations will be recorded in the period their achievement becomes probable, which may result in their recognition earlier than under current accounting principles. The new standard also requires more extensive disclosures related to revenue recognition, particularly in quarterly financial statements. The Company will adopt the standard on January 1, 2018 and intends to use the modified retrospective method of adoption. The Company is continuing to evaluate the impact of the standard on all of its revenues, including those mentioned above, and its assessments may change in the future based on its ongoing evaluation. In January 2016, FASB issued an Accounting Standards Update entitled “ASU 2016-01, Financial Instruments: Overall.” The standard addresses certain aspects of recognition, measurement, presentation and disclosure of financial instruments. The standard will become effective for the Company beginning January 1, 2018. The Company is currently evaluating the guidance to determine the potential impact on its financial condition, results of operations and cash flows, and financial statement disclosures. In February 2016, FASB issued an Accounting Standards Update entitled “ASU 2016-02, Leases.” The standard requires entities to recognize in the consolidated balance sheet a liability to make lease payments and a right-of-use asset representing its right to use the underlying asset for the lease term. The standard will become effective for the Company beginning January 1, 2019, with early adoption permitted. The Company is currently evaluating the guidance to determine the potential impact on its financial condition, results of operations and cash flows, and financial statement disclosures. In March 2016, FASB issued an Accounting Standard Update entitled “ASU 2016-09, Compensation – Stock Compensation.” The standard is intended to simplify certain elements of accounting for share-based payment transactions, including the income tax impact, classification of awards as either equity or liabilities, and classification on the statement of cash flows. In addition, the standard allows an entity-wide accounting policy election to either estimate the number of awards that are expected to vest, as currently required, or account for forfeitures when they occur. The Company has elected to continue estimating the number of awards that are expected to vest. The Company will adopt the standard as of January 1, 2017. Since the Company has incurred net losses since its inception and maintains a full valuation allowance on its net deferred tax assets, the adoption is not expected to have a material impact on the Company’s financial condition, results of operations and cash flows. Upon implementing the new standard, the amount of deferred tax assets disclosed, prior to any related valuation allowance, will increase due to the change in the manner of accounting for the income tax benefit of the excess tax deduction over financial statement expense for share-based compensation. Currently, the Company maintains a valuation allowance that fully offsets its deferred tax assets. In October 2016, FASB issued an Accounting Standard Update entitled “ASU 2016-16, Accounting for Income Taxes: Intra-Entity Asset Transfers of Assets Other than Inventory”. The standard is intended to simplify the accounting for intercompany sales of assets other than inventory. Under current GAAP, the tax effects of intra-entity asset transfers are deferred until the transferred asset is sold to a third party or otherwise recovered through use. Under the new guidance, a reporting entity would recognized the tax expense from the sale of the asset in the seller’s jurisdiction when the transfer occurs, even though the pre-tax effects of that transaction are eliminated in consolidation. Any deferred tax asset that arises in the buyer’s jurisdiction would also be recognized at the time of the transfer. The standard will become effective for the Company beginning on January 1, 2018. The Company is currently evaluating the new standard; however, since the Company has incurred net losses since its inception and maintains a full valuation allowance on its net deferred tax assets, the adoption is not expected to have a material impact on the Company’s financial condition, results of operations and cash flows, or financial statement disclosures. In June 2016, FASB issued an Accounting Standard Update entitled “ASU 2016-13, Financial Instruments: Credit Losses”. The objective of the standard is to provide information about expected credit losses on financial instruments at each reporting date, and to change how other than temporary impairments on investments securities are recorded. The standard will become effective for the Company beginning on January 1, 2020 with early adoption permitted. The Company is currently evaluating the guidance to determine the potential impact on its financial condition, results of operations and cash flows, and financial statement disclosures. In January 2017, FASB issued an Accounting Standard Update entitled, “ASU 2017-01, Business Combinations: Clarifying the Definition of a Business.” The objective of the standard is to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions of assets or businesses. The Company has elected to early adopt this standard on a prospective basis as of January 1, 2017. The adoption of this standard did not have a material impact on the Company’s financial condition, results of operations and cash flows, or financial statement disclosures. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Schedule of Property and Equipment, Estimated Useful Lives | Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the assets, which are generally as follows: Years Laboratory equipment 5 Furniture and fixtures 5 Computers, software and office equipment 3 |
Schedule of Intangible Assets | Intangible assets are amortized to cost of sales over the estimated life of the related licenses which range from six to ten years. December 31, 2016 2015 Intangible assets $ 5,650 $ 5,650 Less: accumulated amortization (4,115 ) (3,343 ) Total $ 1,535 $ 2,307 |
Schedule of Percent of Revenue Associated with Each Major Distributor or Collaborator | The following table presents each major distributor or collaborator that comprised more than 10% of total revenue in the periods presented: Percent of total revenues 2016 2015 2014 Distributor A 22 % 24 % 22 % Distributor B 19 % 21 % 20 % Distributor C 17 % 18 % 16 % Collaborator A 27 % 17 % 25 % |
Schedule of Concentration of Accounts Receivable Attributable to Certain Major Distributors | The following table presents each major distributor that accounted for more than 10% of accounts receivable as of the dates presented: Percent of total accounts 2016 2015 Distributor A 34 % 34 % Distributor B 26 % 29 % Distributor C 26 % 27 % |
Schedule of Weighted-Average Shares Excluded from Number of Shares Used to Calculate Basic and Diluted Net Loss Per Share | The following table presents the weighted-average shares that have been excluded from the number of shares used to calculate basic and diluted net loss per share (in thousands): Years ended December 31, 2016 2015 2014 Stock options and RSUs 12,987 11,953 11,868 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Available-for-Sale Securities | Investments consisted of available-for-sale securities as follows (in thousands): Amortized Gross Gross Fair December 31, 2016 U.S. Treasury securities $ 510,356 $ 68 $ (123 ) $ 510,301 Contractual Maturities Due in one year or less $ 229,856 $ 229,864 Due in one to two years 280,500 280,437 Total $ 510,356 $ 510,301 Amortized Gross Gross Fair December 31, 2015 U.S. Treasury securities $ 611,128 $ 1 $ (673 ) $ 610,456 Contractual Maturities Due in one year or less $ 532,823 $ 532,418 Due in one to two years 78,305 78,038 Total $ 611,128 $ 610,456 |
Summary of Investments | Investments are presented in the accompanying consolidated balance sheets as follows (in thousands): December 31, 2016 2015 Short-term investments $ 480,313 $ 547,396 Long-term investments 29,988 63,060 Total $ 510,301 $ 610,456 |
Estimated Fair Value of Investments with Unrealized Losses | The aggregate estimated fair value of the Company’s investments with unrealized losses was as follows (in thousands): Period of continuous unrealized loss 12 Months or less Greater than 12 months Fair Gross Fair Gross December 31, 2016 U.S. Treasury securities $ 200,327 $ (123 ) $ NA $ NA December 31, 2015 U.S. Treasury securities $ 605,457 $ (673 ) $ NA $ NA |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Financial Assets by Level within Fair Value Hierarchy | The following table presents the Company’s available-for-sale securities by level within the fair value hierarchy (in thousands): Fair value measurement using: Quoted prices Other Significant Total As of December 31, 2016 Short-term investments—U.S. Treasury securities $ 480,313 $ 0 $ 0 $ 480,313 Long-term investments—U.S. Treasury securities 29,988 0 0 29,988 Total $ 510,301 $ 0 $ 0 $ 510,301 Fair value measurement using: Quoted prices Other Significant Total As of December 31, 2015 Short-term investments—U.S. Treasury securities $ 547,396 $ 0 $ 0 $ 547,396 Long-term investments—U.S. Treasury securities 63,060 0 0 63,060 Total $ 610,456 $ 0 $ 0 $ 610,456 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | The following table presents the Company’s inventories of ADCETRIS (in thousands): December 31, 2016 2015 Raw materials $ 62,516 $ 50,501 Work in process 8 1,693 Finished goods 5,600 4,769 Total $ 68,124 $ 56,963 |
Property and equipment (Tables)
Property and equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following (in thousands): December 31, 2016 2015 Leasehold improvements $ 77,133 $ 59,025 Laboratory equipment 37,639 32,471 Computers, software and office equipment 15,076 10,700 Furniture and fixtures 6,598 6,157 136,446 108,353 Less: accumulated depreciation and amortization (73,576 ) (58,755 ) Total $ 62,870 $ 49,598 |
Accounts payable and accrued 29
Accounts payable and accrued liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities consisted of the following (in thousands): December 31, 2016 2015 Employee compensation and benefits $ 29,670 $ 24,829 Trade accounts payable 29,005 20,786 Clinical trial and related costs 21,006 17,142 Contract manufacturing 22,008 12,780 Third-party royalties and government rebates 12,351 9,678 Other 6,629 2,816 Total $ 120,669 $ 88,031 |
Income taxes (Tables)
Income taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Schedule of Company's Book Income (Loss) by Jurisdiction | The Company’s book income (loss) by jurisdiction consisted of the following (in thousands): December 31, 2016 2015 US $ (66,215 ) $ (95,860 ) Foreign (73,896 ) (24,626 ) Total $ (140,111 ) $ (120,486 ) |
Schedule of Deferred Tax Assets | The Company’s net deferred tax assets consisted of the following (in thousands): December 31, 2016 2015 Deferred tax assets Net operating loss carryforwards $ 150,465 $ 145,595 Foreign net operating loss 1,702 145 Tax credit carryforwards 124,396 75,270 Deferred revenue 30,731 42,563 Share-based compensation 33,041 29,310 Capitalized research and development 12,578 6,806 Depreciation and amortization 8,970 6,103 Other 19,468 16,375 Total deferred tax assets 381,351 322,167 Less: valuation allowance (381,351 ) (322,167 ) Net deferred tax assets $ — $ — |
Schedule of Effective Income Tax Rate | A reconciliation of the federal statutory income tax rate to the effective income tax rate is as follows: Years ended December 31, 2016 2015 2014 Statutory federal income tax rate (35 %) (35 %) (35 %) Tax credits (25 ) (13 ) (10 ) Foreign rate differential 16 5 — State income taxes and other 4 2 (4 ) Valuation allowance 40 41 49 Effective tax rate 0 % 0 % 0 % |
Schedule of Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits for the years ended December 31, 2016, 2015 and 2014 is as follows (in thousands): Years ended December 31, 2016 2015 2014 Balance as of January 1 $ 0 $ 0 $ 0 Increase related to prior year tax positions 12,631 0 0 Increase related to current year tax positions 3,392 0 0 Lapses of statute of limitations 0 0 0 Balance at December 31 $ 16,023 $ 0 $ 0 |
Collaboration and license agr31
Collaboration and license agreements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Schedule of Revenues Recognized under Agreements | Revenues recognized under these agreements were as follows (in thousands): Years ended December 31, 2016 2015 2014 Takeda $ 44,384 $ 17,234 $ 31,787 AbbVie 25,676 31,055 14,851 Genentech 4,324 9,110 7,791 Other 10,542 12,371 14,127 Total $ 84,926 $ 69,770 $ 68,556 |
Astellas Co-Development Collaboration [Member] | |
Summary of Research and Development Expenses Incurred and Funding Provided | The following table summarizes research and development expenses incurred by the Company and funding provided to Astellas under the collaboration to achieve equal cost sharing. Years ended December 31, 2016 2015 2014 Research and development expense using contractual rates $ 2,947 $ 539 $ 275 Co-development funding paid to Astellas 12,043 5,545 3,785 Total $ 14,990 $ 6,084 $ 4,060 |
Unum Therapeutics Collaboration [Member] | |
Summary of Research and Development Expenses Incurred and Funding Provided | The following table summarizes third party research and development expenses incurred by the Company and funding provided to Unum under the collaboration. Years ended December 31, 2016 2015 Co-development funding paid to Unum $ 3,243 $ 569 Third party research and development expenses incurred 2,086 0 Total $ 5,329 $ 569 |
Commitments and contingencies (
Commitments and contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Noncancelable Obligations | The Company has certain noncancelable obligations under other agreements, including supply agreements relating to the manufacture of ADCETRIS and the Company’s product candidates which contain annual minimum purchase commitments and other firm commitments when a binding forecast is provided. As of December 31, 2016, the Company’s future obligations related to its supply and other agreements are as follows (in thousands): Leases Other Years ending December 31, 2017 $ 6,995 $ 82,795 2018 4,706 29,644 2019 2,500 26,554 2020 2,575 25,165 2021 2,653 25,988 Thereafter 6,760 88,270 $ 26,189 $ 278,416 |
Stockholders' equity (Tables)
Stockholders' equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Equity [Abstract] | |
Schedule of Common Stock Reserved for Future Issuance | At December 31, 2016, shares of common stock reserved for future issuance are as follows (in thousands): Stock options and RSUs outstanding 13,480 Shares available for future grant under the 2007 Equity Incentive Plan 5,513 Employee stock purchase plan shares available for future issuance 761 Total 19,754 |
Share-based compensation (Table
Share-based compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock Options Valuation Assumptions | The Company calculates the fair value of each option award on the date of grant using the Black-Scholes option pricing model. The following weighted-average assumptions were used for the periods indicated: 2007 Plan Employee Stock Purchase Plan 2016 2015 2014 2016 2015 2014 Risk-free interest rate 1.3 % 1.5 % 1.7 % 0.35 % 0.1 % 0.1 % Expected lives in years 6.5 5.5 5.5 0.5 0.5 0.5 Expected dividends 0 % 0 % 0 % 0 % 0 % 0 % Expected volatility 44 % 42 % 44 % 46 % 42 % 41 % |
Schedule of Stock Option Activity Excluding Performance-Based Stock Options | A summary of stock option activity, excluding performance-based stock options, is as follows: Shares Weighted- Weighted-average Aggregate Balances at December 31, 2015 10,572,663 $ 25.28 Granted 1,984,175 44.79 Exercised (1,778,056 ) 16.60 Forfeited/expired (182,462 ) 40.15 Balances at December 31, 2016 10,596,320 $ 30.14 6.23 $ 240,143 Expected to vest 10,264,488 $ 29.70 6.13 $ 237,036 Options exercisable 6,966,828 $ 23.46 4.82 $ 204,236 |
Summary of Performance-Based Stock Option Activity for Performance-Based Options Granted Under 2007 Plan Pursuant to First LTIP Plan | A summary of performance-based stock option activity for performance-based options granted under the 2007 Plan pursuant to the First LTIP plan is as follows: Shares Weighted- Weighted-average Aggregate Balances at December 31, 2015 0 $ 0 Granted 834,211 34.20 Exercised (0 ) 0 Forfeited/expired (29,810 ) 34.20 Balances at December 31, 2016 804,401 $ 34.20 9.34 $ 14,938 |
Schedule of Non-Vested Restricted Stock Units | A summary of RSU activity under the 2007 Plan is as follows: Non-vested RSUs Share Weighted- Non-vested at December 31, 2015 1,832,704 $ 40.55 Changes during the period: Granted 873,496 44.72 Vested (537,545 ) 39.46 Forfeited (89,716 ) 40.53 Non-vested at December 31, 2016 2,078,939 $ 42.58 |
Schedule of Activity under Stock Purchase Plan | Activity under the Stock Purchase Plan for the years ended December 31, was as follows: Shares Weighted- 2016 203,225 $ 27.98 2015 201,103 $ 26.44 2014 149,576 $ 33.02 |
Quarterly Financial Data (Table
Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of Quarterly Financial Data | Quarterly Financial Data (in thousands, except per share data): Three months ended March 31, June 30, September 30, December 31, 2016 Total revenues $ 111,155 $ 95,402 $ 106,315 $ 105,275 Net loss $ (20,478 ) $ (32,743 ) $ (31,752 ) $ (55,138 ) Net loss per share—basic and diluted $ (0.15 ) $ (0.23 ) $ (0.23 ) $ (0.39 ) 2015 Total revenues $ 82,157 $ 77,096 $ 84,072 $ 93,477 Net loss $ (21,690 ) $ (47,502 ) $ (26,438 ) $ (24,856 ) Net loss per share—basic and diluted $ (0.17 ) $ (0.38 ) $ (0.21 ) $ (0.18 ) |
Organization and Business - Add
Organization and Business - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016Country | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of countries in Takeda's territory where ADCETRIS is approved | 66 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2016USD ($)SegmentPlan | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||
Number of reporting segment operated | Segment | 1 | ||
Accrued capital expenditures | $ 8,100,000 | $ 5,400,000 | |
Amortization expenses | 800,000 | 800,000 | $ 800,000 |
Estimated aggregate amortization for next five years | 1,500,000 | ||
Cost method investment, carrying value | 5,000,000 | ||
Impairment losses recognized | $ 0 | ||
Number of days allowed to the customer to return product for expiration or damage | 30 days | ||
Advertising expenses | $ 12,900,000 | $ 16,400,000 | $ 10,100,000 |
Number of long-term incentive plans | Plan | 2 | ||
Estimated value of the First long term incentive plan | $ 20,800,000 | ||
LTIP compensation cost recognized to date | 0 | ||
Estimated value of the Second long term incentive plan | $ 20,600,000 | ||
Collaboration and License Agreement Revenues [Member] | Takeda [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Performance obligation period, years | 10 years | ||
Collaboration and License Agreement Revenues [Member] | Genentech [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Performance obligation period, years | 17 years | ||
Minimum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Estimated life of certain in-licensed technology, in years | 6 years | ||
Minimum [Member] | Collaboration and License Agreement Revenues [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Performance obligation periods of each agreement, years | 1 year | ||
Maximum [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Estimated life of certain in-licensed technology, in years | 10 years | ||
Maximum [Member] | Collaboration and License Agreement Revenues [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Performance obligation periods of each agreement, years | 3 years | ||
Performance obligation period, years | 3 years |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Schedule of Property and Equipment, Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Laboratory Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives, years | 5 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives, years | 5 years |
Computers, Software and Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, estimated useful lives, years | 3 years |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Intangible assets | $ 5,650 | $ 5,650 |
Less: accumulated amortization | (4,115) | (3,343) |
Total | $ 1,535 | $ 2,307 |
Summary of Significant Accoun40
Summary of Significant Accounting Policies - Schedule of Percent of Revenue Associated with Each Major Distributor or Collaborator (Detail) - Customer Concentration Risk [Member] - Sales Revenue [Member] | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Distributor A [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percent of total revenues | 22.00% | 24.00% | 22.00% |
Distributor B [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percent of total revenues | 19.00% | 21.00% | 20.00% |
Distributor C [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percent of total revenues | 17.00% | 18.00% | 16.00% |
Collaborator A [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percent of total revenues | 27.00% | 17.00% | 25.00% |
Summary of Significant Accoun41
Summary of Significant Accounting Policies - Schedule of Concentration of Accounts Receivable Attributable to Certain Major Distributors (Detail) - Credit Concentration Risk [Member] | Dec. 31, 2016 | Dec. 31, 2015 |
Distributor A [Member] | ||
Entity Wide Accounts Receivable Major Customer [Line Items] | ||
Percent of total accounts receivable | 34.00% | 34.00% |
Distributor B [Member] | ||
Entity Wide Accounts Receivable Major Customer [Line Items] | ||
Percent of total accounts receivable | 26.00% | 29.00% |
Distributor C [Member] | ||
Entity Wide Accounts Receivable Major Customer [Line Items] | ||
Percent of total accounts receivable | 26.00% | 27.00% |
Summary of Significant Accoun42
Summary of Significant Accounting Policies - Schedule of Weighted-Average Shares Excluded from Number of Shares Used to Calculate Basic and Diluted Net Loss Per Share (Detail) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock Options and RSUs [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Weighted-average shares that have been excluded from the number of shares used to calculate basic and diluted net loss per share | 12,987 | 11,953 | 11,868 |
Investments - Available-for-Sal
Investments - Available-for-Sale Securities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities, Amortized cost | $ 510,356 | $ 611,128 |
Available-for-sale securities, Fair value | 510,301 | 610,456 |
U.S. Treasury Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities, Amortized cost | 510,356 | 611,128 |
Available-for-sale securities, Gross unrealized gains | 68 | 1 |
Available-for-sale securities, Gross unrealized losses | (123) | (673) |
Available-for-sale securities, Fair value | 510,301 | 610,456 |
Contractual Maturities Due in One Year or Less [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities, Amortized cost | 229,856 | 532,823 |
Available-for-sale securities, Fair value | 229,864 | 532,418 |
Contractual Maturities Due in One to Two Years [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities, Amortized cost | 280,500 | 78,305 |
Available-for-sale securities, Fair value | $ 280,437 | $ 78,038 |
Investments - Summary of Invest
Investments - Summary of Investments (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Investments, Debt and Equity Securities [Abstract] | ||
Short-term investments | $ 480,313 | $ 547,396 |
Long-term investments | 29,988 | 63,060 |
Total | $ 510,301 | $ 610,456 |
Investments - Estimated Fair Va
Investments - Estimated Fair Value of Investments with Unrealized Losses (Detail) - U.S. Treasury Securities [Member] - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities, Period of continuous unrealized loss, 12 Months or less, Fair value | $ 200,327 | $ 605,457 |
Available-for-sale securities, Period of continuous unrealized loss, 12 Months or less, Gross unrealized losses | (123) | (673) |
Available-for-sale securities, Period of continuous unrealized loss, Greater than 12 months, Fair value | 0 | 0 |
Available-for-sale securities, Period of continuous unrealized loss, Greater than 12 months, Gross unrealized losses | $ 0 | $ 0 |
Fair Value - Additional Informa
Fair Value - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | ||
Transfer of investments between Levels 1, 2 and 3 | $ 0 | $ 0 |
Fair Value - Schedule of Financ
Fair Value - Schedule of Financial Assets by Level within Fair Value Hierarchy (Detail) - Fair Value Measurements Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | $ 510,301 | $ 610,456 |
U.S. Treasury Securities [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 480,313 | 547,396 |
U.S. Treasury Securities [Member] | Long-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 29,988 | 63,060 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 510,301 | 610,456 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | U.S. Treasury Securities [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 480,313 | 547,396 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | U.S. Treasury Securities [Member] | Long-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 29,988 | 63,060 |
Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Other Observable Inputs (Level 2) [Member] | U.S. Treasury Securities [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Other Observable Inputs (Level 2) [Member] | U.S. Treasury Securities [Member] | Long-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | U.S. Treasury Securities [Member] | Short-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | 0 | 0 |
Significant Unobservable Inputs (Level 3) [Member] | U.S. Treasury Securities [Member] | Long-term Investments [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments | $ 0 | $ 0 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 62,516 | $ 50,501 |
Work in process | 8 | 1,693 |
Finished goods | 5,600 | 4,769 |
Total | $ 68,124 | $ 56,963 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Abstract] | ||
Leasehold improvements | $ 77,133 | $ 59,025 |
Laboratory equipment | 37,639 | 32,471 |
Computers, software and office equipment | 15,076 | 10,700 |
Furniture and fixtures | 6,598 | 6,157 |
Property and equipment, gross | 136,446 | 108,353 |
Less: accumulated depreciation and amortization | (73,576) | (58,755) |
Total | $ 62,870 | $ 49,598 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation and amortization expenses | $ 17.3 | $ 13.7 | $ 11.7 |
Construction in process included in Leasehold improvements related to facility improvements | $ 17.8 | $ 9.6 |
Accounts Payable and Accrued 51
Accounts Payable and Accrued Liabilities - Schedule of Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Employee compensation and benefits | $ 29,670 | $ 24,829 |
Trade accounts payable | 29,005 | 20,786 |
Clinical trial and related costs | 21,006 | 17,142 |
Contract manufacturing | 22,008 | 12,780 |
Third-party royalties and government rebates | 12,351 | 9,678 |
Other | 6,629 | 2,816 |
Total | $ 120,669 | $ 88,031 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Line Items] | ||
Tax credit carryforwards | $ 124,396 | $ 75,270 |
Increases in the valuation allowance | 59,200 | $ 4,500 |
Federal [Member] | ||
Income Taxes [Line Items] | ||
Gross net operating loss carryforwards | 600,800 | |
State [Member] | ||
Income Taxes [Line Items] | ||
Gross net operating loss carryforwards | 199,300 | |
Foreign [Member] | ||
Income Taxes [Line Items] | ||
Gross net operating loss carryforwards | $ 19,000 | |
Earliest Tax Year [Member] | ||
Income Taxes [Line Items] | ||
Tax years subject to future examination for federal income taxes | 2,001 | |
Latest Tax Year [Member] | ||
Income Taxes [Line Items] | ||
Tax years subject to future examination for federal income taxes | 2,016 | |
Minimum [Member] | ||
Income Taxes [Line Items] | ||
Tax credit carryforwards expiration dates | 2,021 | |
Minimum [Member] | Federal [Member] | ||
Income Taxes [Line Items] | ||
Net operating loss expiration dates | 2,021 | |
Maximum [Member] | ||
Income Taxes [Line Items] | ||
Tax credit carryforwards expiration dates | 2,036 | |
Maximum [Member] | Federal [Member] | ||
Income Taxes [Line Items] | ||
Net operating loss expiration dates | 2,036 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Company's Book Income (Loss) by Jurisdiction (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Noncontrolling Interest [Abstract] | ||
US | $ (66,215) | $ (95,860) |
Foreign | (73,896) | (24,626) |
Total | $ (140,111) | $ (120,486) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Deferred tax assets | ||
Net operating loss carryforwards | $ 150,465 | $ 145,595 |
Foreign net operating loss | 1,702 | 145 |
Tax credit carryforwards | 124,396 | 75,270 |
Deferred revenue | 30,731 | 42,563 |
Share-based compensation | 33,041 | 29,310 |
Capitalized research and development | 12,578 | 6,806 |
Depreciation and amortization | 8,970 | 6,103 |
Other | 19,468 | 16,375 |
Total deferred tax assets | 381,351 | 322,167 |
Less: valuation allowance | (381,351) | (322,167) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Schedule of Effe
Income Taxes - Schedule of Effective Income Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Percent [Abstract] | |||
Statutory federal income tax rate | (35.00%) | (35.00%) | (35.00%) |
Tax credits | (25.00%) | (13.00%) | (10.00%) |
Foreign rate differential | 16.00% | 5.00% | |
State income taxes and other | 4.00% | 2.00% | (4.00%) |
Valuation allowance | 40.00% | 41.00% | 49.00% |
Effective tax rate | 0.00% | 0.00% | 0.00% |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliation of the Beginning and Ending Amount of Unrecognized Tax Benefits | |||
Balance as of January 1 | $ 0 | $ 0 | $ 0 |
Increase related to prior year tax positions | 12,631 | 0 | 0 |
Increase related to current year tax positions | 3,392 | 0 | 0 |
Lapses of statute of limitations | 0 | 0 | 0 |
Balance at December 31 | $ 16,023 | $ 0 | $ 0 |
Collaboration and License Agr57
Collaboration and License Agreements - Schedule of Revenues Recognized under Agreements (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Revenues from collaboration and license agreements | $ 84,926 | $ 69,770 | $ 68,556 |
AbbVie [Member] | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Revenues from collaboration and license agreements | 25,676 | 31,055 | 14,851 |
Takeda [Member] | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Revenues from collaboration and license agreements | 44,384 | 17,234 | 31,787 |
Genentech [Member] | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Revenues from collaboration and license agreements | 4,324 | 9,110 | 7,791 |
Other [Member] | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Revenues from collaboration and license agreements | $ 10,542 | $ 12,371 | $ 14,127 |
Collaboration and License Agr58
Collaboration and License Agreements - Additional Information (Detail) - USD ($) | 1 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2016 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Cost method investment, carrying value | $ 5,000,000 | |
Takeda [Member] | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Estimated development term and collaboration agreement, years | 10 years | |
Unum Therapeutics Collaboration [Member] | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Upfront payment | $ 25,000,000 | |
Cost method investment, carrying value | $ 5,000,000 | |
Future profits share on co-developed programs | 50/50 | |
Unum Therapeutics Collaboration [Member] | Maximum [Member] | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||
Potential future licensing and progress dependent milestone payments | $ 615,000,000 |
Collaboration and License Agr59
Collaboration and License Agreements - Summary of Research and Development Expenses Incurred and Funding Provided (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Astellas Co-Development Collaboration [Member] | |||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||
Research and development expense using contractual rates | $ 2,947 | $ 539 | $ 275 |
Co-development funding paid | 12,043 | 5,545 | 3,785 |
Total | 14,990 | 6,084 | $ 4,060 |
Unum Therapeutics Collaboration [Member] | |||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||
Co-development funding paid | 3,243 | 569 | |
Third party research and development expenses incurred | 2,086 | 0 | |
Total | $ 5,329 | $ 569 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($)ft²Lease | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Other Commitments [Line Items] | |||
Approximate area of facility, square footage | ft² | 355,000 | ||
Number of operating leases | Lease | 5 | ||
Deferred rent liability | $ 2.2 | $ 3.2 | |
Rent expense | $ 5.6 | $ 4.1 | $ 3.6 |
Minimum [Member] | |||
Other Commitments [Line Items] | |||
Lease expiration date | 2,018 | ||
Maximum [Member] | |||
Other Commitments [Line Items] | |||
Lease expiration date | 2,024 |
Commitments and Contingencies61
Commitments and Contingencies - Schedule of Noncancelable Obligations (Detail) $ in Thousands | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2017, Leases | $ 6,995 |
2018, Leases | 4,706 |
2019, Leases | 2,500 |
2020, Leases | 2,575 |
2021, Leases | 2,653 |
Thereafter, Leases | 6,760 |
Total, Leases | 26,189 |
2017, Other Agreements | 82,795 |
2018, Other Agreements | 29,644 |
2019, Other Agreements | 26,554 |
2020, Other Agreements | 25,165 |
2021, Other Agreements | 25,988 |
Thereafter, Other Agreements | 88,270 |
Total, Other Agreements | $ 278,416 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Dec. 31, 2015 | |
Equity [Abstract] | ||
Issuance of common stock, shares | 13,463,415 | |
Common stock, issue price | $ 41 | |
Net proceeds from issuance of common stock | $ 526,600 | $ 526,618 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Common Stock Reserved for Future Issuance (Detail) shares in Thousands | Dec. 31, 2016shares |
Common Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |
Stock options and RSUs outstanding | 13,480 |
Shares available for future grant under the 2007 Equity Incentive Plan | 5,513 |
Employee stock purchase plan shares available for future issuance | 761 |
Total common stock reserved for future issuance | 19,754 |
Share-Based Compensation - 2007
Share-Based Compensation - 2007 Equity Incentive Plan - Additional Information (Detail) - 2007 Equity Incentive Plan [Member] - shares | 1 Months Ended | 12 Months Ended |
May 31, 2016 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock reserved for issuance | 27,000,000 | |
Additional shares reserved for issuance by plan amendment | 6,000,000 | |
Maximum options or stock awards granted per awardee per calendar year | 1,000,000 | |
Minimum percentage of exercise price stock at grant date fair market value | 100.00% | |
Maximum term from date of grant, years | 10 years | |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period of stock awards, years | 1 year | |
Option Plan [Member] | Voting Power Concentration Greater than 10 % [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Minimum percentage of exercise price stock at grant date fair market value | 110.00% | |
Maximum term from date of grant, years | 5 years | |
Option Plan [Member] | Employee [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Initial vesting period, percentage | 25.00% | |
Initial vesting period, years | 1 year | |
Subsequent vesting period, years | 36 months | |
Restricted Stock Units (RSUs) [Member] | Employee [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period of stock awards, years | 3 years | |
Restricted Stock Units (RSUs) [Member] | Employee [Member] | Three Year Anniversary Vesting Period, Percentage [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Award Vesting Rights, Percentage | 100.00% | |
Restricted Stock Units (RSUs) [Member] | Director [Member] | One Year Anniversary Vesting Period, Percentage [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Award Vesting Rights, Percentage | 100.00% | |
Stock Options And RSUs [Member] | Board Of Directors [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period of stock awards, years | 1 year | |
Performance-Based Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period of stock awards, years | 4 years | |
Performance-Based Stock Options [Member] | Three Year Anniversary Vesting Period, Percentage [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Award Vesting Rights, Percentage | 25.00% | |
Performance-Based Stock Options [Member] | One Year Anniversary Vesting Period, Percentage [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Award Vesting Rights, Percentage | 25.00% | |
Performance-Based Stock Options [Member] | Two Year Anniversary Vesting Period, Percentage [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Award Vesting Rights, Percentage | 25.00% | |
Performance-Based Stock Options [Member] | Four Year Anniversary Vesting Period, Percentage [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Award Vesting Rights, Percentage | 25.00% |
Share-Based Compensation - Shar
Share-Based Compensation - Share Based Compensation Cost - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Share based compensation cost | $ 52,471 | $ 41,836 | $ 40,619 |
Share based compensation costs capitalized | $ 1,000 | $ 1,400 | $ 1,400 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Stock Options Valuation Assumptions (Detail) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividends | 0.00% | ||
2007 Equity Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 1.30% | 1.50% | 1.70% |
Expected lives in years | 6 years 6 months | 5 years 6 months | 5 years 6 months |
Expected dividends | 0.00% | 0.00% | 0.00% |
Expected volatility | 44.00% | 42.00% | 44.00% |
Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.35% | 0.10% | 0.10% |
Expected lives in years | 6 months | 6 months | 6 months |
Expected dividends | 0.00% | 0.00% | 0.00% |
Expected volatility | 46.00% | 42.00% | 41.00% |
Share-Based Compensation - Valu
Share-Based Compensation - Valuation Assumptions - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Percentage of assumed dividend yield | 0.00% |
Share-Based Compensation - Sc68
Share-Based Compensation - Schedule of Stock Option Activity Excluding Performance-Based Stock Options (Detail) - 2007 Equity Incentive Plan [Member] - Option Plan [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Beginning Balance | shares | 10,572,663 |
Shares, Granted | shares | 1,984,175 |
Shares, Exercised | shares | (1,778,056) |
Shares, Forfeited/expired | shares | (182,462) |
Shares, Ending Balance | shares | 10,596,320 |
Shares, Expected to vest | shares | 10,264,488 |
Shares, Options exercisable | shares | 6,966,828 |
Weighted-average exercise price per share, Beginning Balance | $ / shares | $ 25.28 |
Weighted-average exercise price per share, Granted | $ / shares | 44.79 |
Weighted-average exercise price per share, Exercised | $ / shares | 16.60 |
Weighted-average exercise price per share, Forfeited/expired | $ / shares | 40.15 |
Weighted-average exercise price per share, Ending Balance | $ / shares | 30.14 |
Weighted-average exercise price per share, Expected to vest | $ / shares | 29.70 |
Weighted-average exercise price per share, Options exercisable | $ / shares | $ 23.46 |
Weighted-average remaining contractual term (in years), Options outstanding | 6 years 2 months 23 days |
Weighted-average remaining contractual term (in years), Expected to vest | 6 years 1 month 17 days |
Weighted-average remaining contractual term (in years), Options exercisable | 4 years 9 months 26 days |
Aggregate intrinsic value, Options outstanding | $ | $ 240,143 |
Aggregate intrinsic value, Expected to vest | $ | 237,036 |
Aggregate intrinsic value, Options exercisable | $ | $ 204,236 |
Share-Based Compensation - Stoc
Share-Based Compensation - Stock Option Activity - Additional Information (Detail) - 2007 Equity Incentive Plan [Member] - Option Plan [Member] - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average grant-date fair values of options granted | $ 18.20 | $ 15.84 | $ 18.24 |
Aggregate intrinsic value of options exercised | $ 61.4 | $ 36.2 | $ 27.7 |
Unrecognized compensation cost related to unvested share-based compensation | $ 33.9 | ||
Unrecognized compensation of weighted-average period, years | 1 year 5 months 5 days |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Performance-Based Stock Option Activity for Performance-Based Options Granted Under 2007 Plan Pursuant to First LTIP Plan (Detail) - First LTIP [Member] - Performance-Based Stock Options [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Beginning Balance | shares | 0 |
Shares, Granted | shares | 834,211 |
Shares, Exercised | shares | 0 |
Shares, Forfeited/expired | shares | (29,810) |
Shares, Ending Balance | shares | 804,401 |
Weighted-average exercise price per share, Beginning Balance | $ / shares | $ 0 |
Weighted-average exercise price per share, Granted | $ / shares | 34.20 |
Weighted-average exercise price per share, Exercised | $ / shares | 0 |
Weighted-average exercise price per share, Forfeited/expired | $ / shares | 34.20 |
Weighted-average exercise price per share, Ending Balance | $ / shares | $ 34.20 |
Weighted-average remaining contractual term (in years), Options outstanding | 9 years 4 months 2 days |
Aggregate intrinsic value, Options outstanding | $ | $ 14,938 |
Share-Based Compensation - Perf
Share-Based Compensation - Performance-based Stock Option Activity - Additional Information (Detail) - Performance-Based Stock Options [Member] | 12 Months Ended |
Dec. 31, 2016USD ($)$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average grant-date fair values of options granted | $ / shares | $ 18.54 |
First LTIP [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share based compensation expense | $ | $ 0 |
Share-Based Compensation - Sc72
Share-Based Compensation - Schedule of Non-Vested Restricted Stock Units (Detail) - 2007 Equity Incentive Plan [Member] - Restricted Stock Units (RSUs) [Member] | 12 Months Ended |
Dec. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Non-vested, Share equivalent, Beginning balance | shares | 1,832,704 |
Share equivalent, Granted | shares | 873,496 |
Share equivalent, Vested | shares | (537,545) |
Share equivalent, Forfeited | shares | (89,716) |
Non-vested, Share equivalent, Ending balance | shares | 2,078,939 |
Non-vested, Weighted-average grant date fair value, Beginning balance | $ / shares | $ 40.55 |
Weighted-average grant date fair value, Granted | $ / shares | 44.72 |
Weighted-average grant date fair value, Vested | $ / shares | 39.46 |
Weighted-average grant date fair value, Forfeited | $ / shares | 40.53 |
Non-vested, Weighted-average grant date fair value, Ending balance | $ / shares | $ 42.58 |
Share-Based Compensation - RSU
Share-Based Compensation - RSU Activity - Additional Information (Detail) - 2007 Equity Incentive Plan [Member] - Restricted Stock Units (RSUs) [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Value of stock awards vested during the period | $ 23.3 |
Unrecognized compensation cost related to unvested share-based compensation | $ 45.3 |
Unrecognized compensation of weighted-average period, years | 1 year 8 months 27 days |
Share-Based Compensation - Empl
Share-Based Compensation - Employee Stock Purchase Plan - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2016shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Common stock available for issuance in Employee Stock Purchase Plan | 760,809 |
Employee Stock Purchase Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Discounted stock purchase price, percent of market value | 85.00% |
Share-Based Compensation - Sc75
Share-Based Compensation - Schedule of Activity under Stock Purchase Plan (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average purchase price per share | $ 27.98 | $ 26.44 | $ 33.02 |
Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares Purchased | 203,225 | 201,103 | 149,576 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract] | |||
Maximum limit on pretax deferral contribution by eligible employees | 75.00% | ||
Company's matching contribution vests, period | 4 years | ||
Total contribution made by employer under matching program | $ 4.7 | $ 2.6 | $ 2.2 |
Quarterly Financial Data - Sche
Quarterly Financial Data - Schedule of Quarterly Financial Data (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Data [Abstract] | |||||||||||
Total revenues | $ 105,275 | $ 106,315 | $ 95,402 | $ 111,155 | $ 93,477 | $ 84,072 | $ 77,096 | $ 82,157 | $ 418,147 | $ 336,802 | $ 286,758 |
Net loss | $ (55,138) | $ (31,752) | $ (32,743) | $ (20,478) | $ (24,856) | $ (26,438) | $ (47,502) | $ (21,690) | $ (140,111) | $ (120,486) | $ (76,141) |
Net loss per share-basic and diluted | $ (0.39) | $ (0.23) | $ (0.23) | $ (0.15) | $ (0.18) | $ (0.21) | $ (0.38) | $ (0.17) | $ (1) | $ (0.93) | $ (0.62) |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Immunomedics [Member] - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Millions | Feb. 10, 2017 | Feb. 16, 2017 |
Subsequent Event [Line Items] | ||
Upfront payment | $ 250 | |
Number of common shares purchased | 3,000,000 | |
Purchase price of shares | $ 14.7 | |
Number of warrants to purchase common stock received | 8,655,804 | |
Exercise price of warrants | $ 4.90 | |
Maximum [Member] | ||
Subsequent Event [Line Items] | ||
Portion of IMMU-132 United States market co-promotion option | 50.00% | |
Milestone payment | $ 1,700 | |
Royalty percentage of annual worldwide net sales | 20.00% |