Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 19, 2021 | |
Document and Entity Information | ||
Entity Registrant Name | INNOVIVA, INC. | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 000-30319 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 94-3265960 | |
Entity Address, Address Line One | 1350 Old Bayshore Highway Suite 400 | |
Entity Address, City or Town | Burlingame | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94010 | |
City Area Code | 650 | |
Local Phone Number | 238-9600 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | INVA | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 101,408,012 | |
Entity Central Index Key | 0001080014 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | [1] |
Current assets: | |||
Cash and cash equivalents | $ 282,890 | $ 246,487 | |
Related party receivables from collaborative arrangements | 88,974 | 93,931 | |
Prepaid expenses and other current assets | 1,069 | 1,640 | |
Total current assets | 372,933 | 342,058 | |
Property and equipment, net | 24 | 28 | |
Equity and long-term investments | 519,325 | 438,258 | |
Capitalized fees paid to a related party, net | 121,797 | 125,253 | |
Deferred tax assets, net | 74,023 | 93,759 | |
Other assets | 188 | 214 | |
Total assets | 1,088,290 | 999,570 | |
Current liabilities: | |||
Accounts payable | 14 | 66 | |
Accrued personnel-related expenses | 652 | 490 | |
Accrued interest payable | 1,668 | 4,152 | |
Other accrued liabilities | 1,470 | 1,402 | |
Total current liabilities | 3,804 | 6,110 | |
Long-term debt, net of discount and issuance costs | 387,728 | 385,517 | |
Other long-term liabilities | 77 | 106 | |
Commitments and contingencies (Note 8) | |||
Stockholders' equity: | |||
Preferred stock: $0.01 par value, 230 shares authorized, no shares issued and outstanding | 0 | 0 | |
Common stock: $0.01 par value, 200,000 shares authorized, 101,408 and 101,392 issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 1,014 | 1,014 | |
Additional paid-in capital | 1,261,326 | 1,260,900 | |
Accumulated deficit | (627,879) | (722,002) | |
Total Innoviva stockholders' equity | 634,461 | 539,912 | |
Noncontrolling interest | 62,220 | 67,925 | |
Total stockholders' equity | 696,681 | 607,837 | |
Total liabilities and stockholders' equity | $ 1,088,290 | $ 999,570 | |
[1] | Consolidated balance sheet as of December 31, 2020 has been derived from audited consolidated financial statements. |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 230 | 230 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000 | 200,000 |
Common stock, shares issued | 101,408 | 101,392 |
Common stock, shares outstanding | 101,408 | 101,392 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CONSOLIDATED STATEMENTS OF INCOME | ||
Royalty revenue from a related party, net of amortization of capitalized fees paid to a related party of $3,456 in three months ended March 31, 2021 and 2020 | $ 85,518 | $ 78,678 |
Operating expenses: | ||
Research and development | 49 | 0 |
General and administrative | 5,986 | 2,563 |
Total operating expenses | 6,035 | 2,563 |
Income from operations | 79,483 | 76,115 |
Other income (expense), net | (433) | 68 |
Interest income | 30 | 1,302 |
Interest expense | (4,694) | (4,516) |
Changes in fair values of equity and long-term investments, net | 55,045 | 21,915 |
Income before income taxes | 129,431 | 94,884 |
Income tax expense, net | (19,736) | (15,932) |
Net income | 109,695 | 78,952 |
Net income attributable to noncontrolling interest | 15,572 | 13,515 |
Net income attributable to Innoviva stockholders | $ 94,123 | $ 65,437 |
Basic net income per share attributable to Innoviva stockholders | $ 0.93 | $ 0.65 |
Diluted net income per share attributable to Innoviva stockholders | $ 0.84 | $ 0.59 |
Shares used to compute Innoviva basic and diluted net income per share: | ||
Shares used to compute basic net income per share | 101,365 | 101,235 |
Shares used to compute diluted net income per share | 113,624 | 113,509 |
CONSOLIDATED STATEMENTS OF IN_2
CONSOLIDATED STATEMENTS OF INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Royalty revenue from a related party | GSK | ||
Amortization of capitalized fees paid to a related party | $ 3,456 | $ 3,456 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||
Net income | $ 109,695 | $ 78,952 |
Unrealized gain on marketable securities, net | 0 | 6 |
Comprehensive income | 109,695 | 78,958 |
Comprehensive income attributable to noncontrolling interest | 15,572 | 13,515 |
Comprehensive income attributable to Innoviva stockholders | $ 94,123 | $ 65,443 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Noncontrolling Interest | Total | |
Balance at Dec. 31, 2019 | $ 1,013 | $ 1,258,859 | $ 27 | $ (946,404) | $ 28,621 | $ 342,116 | |
Balance (in shares) at Dec. 31, 2019 | 101,288 | ||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Distributions to noncontrolling interest | $ 0 | 0 | 0 | 0 | (15,810) | (15,810) | |
Exercise of stock options, and issuance of common stock units and stock awards, net of repurchase of shares to satisfy tax withholding | $ 0 | 170 | 0 | 0 | 0 | 170 | |
Exercise of stock options, and issuance of common stock units and stock awards, net of repurchase of shares to satisfy tax withholding (in shares) | 32 | ||||||
Stock-based compensation | $ 0 | 435 | 0 | 0 | 0 | 435 | |
Net income | 0 | 0 | 0 | 65,437 | 13,515 | 78,952 | |
Other comprehensive income | 0 | 0 | 6 | 0 | 0 | 6 | |
Balance at Mar. 31, 2020 | $ 1,013 | 1,259,464 | 33 | (880,967) | 26,326 | 405,869 | |
Balance (in shares) at Mar. 31, 2020 | 101,320 | ||||||
Balance at Dec. 31, 2020 | $ 1,014 | 1,260,900 | 0 | (722,002) | 67,925 | $ 607,837 | [1] |
Balance (in shares) at Dec. 31, 2020 | 101,392 | 101,392 | |||||
Increase (Decrease) in Stockholders' Equity | |||||||
Distributions to noncontrolling interest | $ 0 | 0 | 0 | 0 | (21,285) | $ (21,285) | |
Equity activity of noncontrolling interest from a consolidated variable interest entity | 0 | 0 | 0 | 0 | 8 | 8 | |
Exercise of stock options, and issuance of common stock units and stock awards, net of repurchase of shares to satisfy tax withholding | $ 0 | (25) | 0 | 0 | 0 | (25) | |
Exercise of stock options, and issuance of common stock units and stock awards, net of repurchase of shares to satisfy tax withholding (in shares) | 16 | ||||||
Stock-based compensation | $ 0 | 451 | 0 | 0 | 0 | 451 | |
Net income | 0 | 0 | 0 | 94,123 | 15,572 | 109,695 | |
Balance at Mar. 31, 2021 | $ 1,014 | $ 1,261,326 | $ 0 | $ (627,879) | $ 62,220 | $ 696,681 | |
Balance (in shares) at Mar. 31, 2021 | 101,408 | 101,408 | |||||
[1] | Consolidated balance sheet as of December 31, 2020 has been derived from audited consolidated financial statements. |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities | ||
Net income | $ 109,695 | $ 78,952 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Deferred income taxes | 19,736 | 15,932 |
Depreciation and amortization | 3,460 | 3,463 |
Stock-based compensation | 451 | 435 |
Amortization of debt discount and issuance costs | 2,211 | 2,032 |
Amortization of discount on short-term investments | 0 | (272) |
Amortization of lease guarantee | 0 | (81) |
Changes in fair values of equity and long-term investments, net | (54,673) | (21,915) |
Other non-cash items | 8 | 0 |
Changes in operating assets and liabilities: | ||
Receivables from collaborative arrangements | 4,957 | (2,707) |
Prepaid expenses and other current assets | 571 | 140 |
Accounts payable | (52) | 112 |
Accrued personnel-related expenses and other accrued liabilities | 227 | (126) |
Accrued interest payable | (2,484) | (2,484) |
Net cash provided by operating activities | 84,107 | 73,481 |
Cash flows from investing activities | ||
Maturities of marketable securities | 0 | 54,000 |
Purchases of marketable securities | 0 | (12,943) |
Purchases of equity and long term investments | (26,394) | (25,000) |
Purchases of property and equipment | 0 | (13) |
Net cash provided by (used in) investing activities | (26,394) | 16,044 |
Cash flows from financing activities | ||
Repurchase of shares to satisfy tax withholding | (25) | (55) |
Proceeds from issuances of common stock, net | 0 | 225 |
Distributions to noncontrolling interest | (21,285) | (15,810) |
Net cash used in financing activities | (21,310) | (15,640) |
Net increase in cash and cash equivalents | 36,403 | 73,885 |
Cash and cash equivalents at beginning of period | 246,487 | 278,096 |
Cash and cash equivalents at end of period | 282,890 | 351,981 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | $ 4,967 | $ 4,967 |
Description of Operations and S
Description of Operations and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Description of Operations and Summary of Significant Accounting Policies | |
Description of Operations and Summary of Significant Accounting Policies | 1. Description of Operations and Summary of Significant Accounting Policies Description of Operations Innoviva Inc. (referred to as "Innoviva", the "Company", or "we" and other similar pronouns) is a company with a portfolio of royalties and other healthcare assets. Our royalty portfolio contains respiratory assets partnered with Glaxo Group Limited (“GSK”), including RELVAR ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® ® Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements. In our opinion, the unaudited consolidated financial statements have been prepared on the same basis as audited consolidated financial statements and include all adjustments, consisting of only normal recurring adjustments, necessary for the fair presentation of our financial position, results of operations, comprehensive income and cash flows. The interim results are not necessarily indicative of the results of operations to be expected for the year ending December 31, 2021 or any other period. The accompanying unaudited consolidated financial statements include the accounts of Innoviva, our wholly-owned subsidiaries and certain variable interest entities for which we are the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. For consolidated entities where we own or are exposed to less than 100% of the economics, we record net income (loss) attributable to noncontrolling interest in our unaudited consolidated statements of income equal to the percentage of the economic or ownership interest retained in such entities by the respective noncontrolling parties. The accompanying unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020 filed with the Securities and Exchange Commission (“SEC”) on February 25, 2021 (“2020 Form 10-K”). Variable Interest Entities We evaluate our ownership, contractual and other interest in entities to determine if they are variable interest entities (“VIE”), whether we have a variable interest in those entities and the nature and extent of those interests. Based on our evaluation, if we determine we are the primary beneficiary of a VIE, we consolidate the entity in our financial statements. Equity Investments We invest from time to time in equity securities of private or public companies. If we determine that we have control over these companies under either voting or VIE models, we include them in our consolidated financial statements. If we determine that we do not have control over these companies under either voting or VIE models, we then determine if we have an ability to exercise significant influence via voting interests, board representation or other business relationships. We may account for the equity investments where we exercise significant influence using either an equity method of accounting or at fair value by electing the fair value option under Accounting Standards Codification ("ASC") Topic 825, Financial Instruments If we conclude that we do not have an ability to exercise significant influence over an investee, we may elect to account for an equity security without a readily determinable fair value using the measurement alternative described in ASC Topic 825. This measurement alternative allows us to measure the equity investment at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. Accounting Pronouncement Adopted by the Company In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” In October 2020, the FASB issued ASU 2020-10, Codification Improvements Recently Issued Accounting Standards or Updates Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity |
Net Income Per Share
Net Income Per Share | 3 Months Ended |
Mar. 31, 2021 | |
Net Income Per Share | |
Net Income Per Share | 2. Net Income Per Share Basic net income per share attributable to Innoviva stockholders is computed by dividing net income attributable to Innoviva stockholders by the weighted-average number of shares of common stock outstanding. Diluted net income per share attributable to Innoviva stockholders is computed by dividing net income attributable to Innoviva stockholders by the weighted-average number of shares of common stock and dilutive potential common stock equivalents then outstanding. Dilutive potential common stock equivalents include the assumed exercise, vesting and issuance of employee stock awards using the treasury stock method, as well as common stock issuable upon assumed conversion of our convertible subordinated notes due 2023 (the “2023 Notes”) using the if converted method. Our convertible senior notes due 2025 (the “2025 Notes”) are convertible, based on the applicable conversion rate, into cash, shares of our common stock or a combination thereof, at our election. Our current intent is to settle the principal amount of the 2025 Notes in cash upon conversion. The impact of the assumed conversion premium to diluted net income per share is computed using the treasury stock method. As the average market price per share of our common stock as reported on The Nasdaq Global Select Market was lower than the initial conversion price of $17.26 per share, there was no dilutive effect of the assumed conversion premium for the three months ended March 31, 2021 and 2020, respectively. The following table shows the computation of basic and diluted net income per share for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, (In thousands except per share data) 2021 2020 Numerator: Net income attributable to Innoviva stockholders, basic $ 94,123 $ 65,437 Add: interest expense on 2023 Notes 1,204 1,180 Net income attributable to Innoviva stockholders, diluted $ 95,327 $ 66,617 Denominator: Weighted-average shares used to compute basic net income per share attributable to Innoviva stockholders 101,365 101,235 Dilutive effect of 2023 Notes 12,189 12,189 Dilutive effect of options and awards granted under equity incentive plan and employee stock purchase plan 70 85 Weighted-average shares used to compute diluted net income per share attributable to Innoviva stockholders 113,624 113,509 Net income per share attributable to Innoviva stockholders Basic $ 0.93 $ 0.65 Diluted $ 0.84 $ 0.59 Anti-Dilutive Securities The following common stock equivalents were not included in the computation of diluted net income per share because their effect was anti-dilutive: Three Months Ended March 31, (In thousands) 2021 2020 Outstanding options and awards granted under equity incentive plan and employee stock purchase plan $ 1,159 $ 1,094 |
Revenue Recognition and Collabo
Revenue Recognition and Collaborative Arrangements | 3 Months Ended |
Mar. 31, 2021 | |
Revenue Recognition and Collaborative Arrangements | |
Revenue Recognition and Collaborative Arrangements | 3. Revenue Recognition and Collaborative Arrangements Net Revenue from Collaborative Arrangements Net revenue recognized under our GSK Agreements was as follows: Three Months Ended March 31, (In thousands) 2021 2020 Royalties from a related party - RELVAR/BREO $ 56,390 $ 56,149 Royalties from a related party - ANORO 10,500 9,850 Royalties from a related party - TRELEGY 22,084 16,135 Total royalties from a related party 88,974 82,134 Less: amortization of capitalized fees paid to a related party (3,456) (3,456) Royalty revenue from GSK $ 85,518 $ 78,678 |
Consolidated Entities
Consolidated Entities | 3 Months Ended |
Mar. 31, 2021 | |
Consolidated Entities | |
Consolidated Entities | 4. Consolidated Entities We consolidate the financial results of TRC and Pulmoquine Therapeutics, Inc. (“Pulmoquine”), which we have determined to be VIEs. As we have the power to direct the economically significant activities of these entities and the obligation to absorb losses of, or the right to receive benefits from them, we are the primary beneficiary of the entities. We also consolidate the financial results of ISP Fund LP (the “Partnership”), our partnership with Sarissa Capital Management LP (“Sarissa Capital”), as we have determined that the Partnership is a VIE and we are its primary beneficiary. Theravance Respiratory Company, LLC The primary source of revenue for TRC is the royalties generated from the net sales of TRELEGY ® ® The summarized financial information for TRC is presented as follows: Balance sheets March 31, December 31, (In thousands) 2021 2020 Assets Cash and cash equivalents $ 28,444 $ 38,081 Receivables from collaborative arrangements 22,084 24,946 Prepaid expenses and other current assets 1 — Equity and long-term investments 22,869 16,959 Total assets 73,398 79,986 Liabilities and LLC Members' Equity Current liabilities 640 508 LLC members' equity 72,758 79,478 Total liabilities and LLC members' equity $ 73,398 $ 79,986 Income statements Three Months Ended March 31, (In thousands) 2021 2020 Royalty revenue from a related party $ 22,084 $ 16,135 Operating expenses 3,281 271 Income from operations 18,803 15,864 Other income (expense), net — 36 Changes in fair values of equity and long-term investments (483) — Net income $ 18,320 $ 15,900 Pulmoquine Therapeutics, Inc. In April 2020, we purchased 5,808,550 shares of Series A preferred stock of Pulmoquine for $5.0 million in cash and held a majority voting interest. Pulmoquine is a biotechnology company focused on the research and development of an aerosolized formulation of hydroxychloroquine to treat respiratory infections. As of March 31, 2021, Pulmoquine’s total assets, mainly attributable to cash and cash equivalents, were $3.3 million. Pulmoquine does not currently generate revenue. Total operating expense was de minimis for the three months ended March 31, 2021. ISP Fund LP In December 2020, Innoviva Strategic Partners LLC, our wholly owned subsidiary (“Strategic Partners”), contributed $300.0 million to ISP Fund LP (the “Partnership”) for investing in “long” positions in the healthcare, pharmaceutical and biotechnology sectors and became a limited partner. The general partner of the Partnership (“General Partner”) is an affiliate of Sarissa Capital. As of March 31, 2021, we held 100% of the economic interest of the Partnership. As of March 31, 2021, total assets of the Partnership were $304.7 million, of which all were attributable to equity and long-term investments. During the three months ended March 31, 2021, the Partnership incurred $0.4 million investment-related expenses, net of investment-related income and recorded an unrealized gain of $5.8 million from the changes of fair value as changes in fair values of equity and long-term investments, net on the consolidated statements of income. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Financial Instruments and Fair Value Measurements | |
Financial Instruments and Fair Value Measurements | 5. Financial Instruments and Fair Value Measurements Equity Investment in Armata During the first quarter of 2020, Innoviva acquired 8,710,800 shares of common stock and an equal number of warrants . Armata is a clinical stage biotechnology company focused on precisely targeted bacteriophage therapeutics for antibiotic-resistant infections. On January 26, 2021, Innoviva Strategic Opportunities LLC (“ISO”), our wholly owned subsidiary, entered into a securities purchase agreement with Armata to acquire 6,153,847 shares of Armata common stock and warrants to purchase 6,153,847 additional shares of Armata common stock for approximately $20.0 million. The investment was closed in two tranches on January 26, 2021 and March 17, 2021. The investment continues to support Armata’s ongoing advancement of its bacteriophage development programs. The additional investment in the first quarter of 2021 increased Innoviva and ISO’s combined ownership to 59.6% . Armata entered into a voting agreement with the Company and ISO, pursuant to which the Company and ISO agreed not to vote or take any action by written consent with respect to any common shares held by the Company and ISO that represent, in the aggregate, more than 49.5% of the total number of shares of Armata’s common stock issued and outstanding as of the record date for voting on the matters related to election or removal of Armata’s board members. Currently, three of the eight members of Armata’s board of directors are also members of the board of directors of Innoviva. The investment in Armata provides Innoviva and ISO the ability to have significant influence, but not control over Armata’s operations. Based on our evaluation, we determined that Armata is a VIE, but Innoviva and ISO are not the primary beneficiary of the VIE. We continue to elect the fair value option to account for both Armata’s common stock and warrants. The fair value of Armata’s common stock is measured based on its closing market price. The warrants purchased in 2020 As of March 31, 2021, the fair values of Armata’s common stock and warrants were estimated at $71.1 million and $54.2 million, respectively. As of December 31, 2020, the fair values of Armata’s common stock and warrants were estimated at $26.0 million and $18.0 million, respectively. The total fair value of both financial instruments in the amount of $125.3 million and million was recorded as equity and long-term investments on the consolidated balance sheets as of March 31, 2021 and December 31, 2020, respectively. The changes in the fair values in the amount of $61.2 million and $21.9 million for the three months ended March 31, 2021 and 2020, respectively, were recorded as changes in fair value of equity and long-term investments, net on the consolidated statements of income. Equity Investment in Entasis During the second quarter of 2020, we purchased 14,000,000 shares of common stock as well as warrants to purchase 14,000,000 additional shares of common stock of Entasis Therapeutics, Inc. (“Entasis”) for approximately $35.0 million in cash. Entasis is a clinical-stage biotechnology company focused on the discovery and development of novel antibacterial products. During the third quarter of 2020, we purchased 4,672,897 shares of Entasis common stock as well as warrants to purchase 4,672,897 additional shares of its common stock for approximately $12.5 million in cash. Innoviva has a right to designate two members to Entasis’ board. As of March 31, 2021 and the date hereof, no Innoviva designees are serving on Entasis’ six-member board. As of March 31, 2021, we owned approximately 51.0% of Entasis’s common stock. The investment in Entasis provides Innoviva the ability to have significant influence, but not control over Entasis’ operations. Based on our evaluation, we determined that Entasis is a VIE, but Innoviva is not the primary beneficiary of the VIE. We elected the fair value option to account for both Entasis's common stock and warrants at fair value. The fair value of Entasis's common stock is measured based on its closing market price at each balance sheet date. The warrants have an exercise price of $2.50 per share for those warrants acquired in the second quarter of 2020 and an exercise price of $2.675 per share for the warrants acquired in the third quarter of 2020. The warrants are exercisable immediately within five years from the issuance date of the warrants and include a cashless exercise option. We use the Black-Scholes-Merton pricing model to estimate the fair value of these warrants. As of March 31, 2021, the fair values of Entasis’s common stock and warrants were estimated at $40.0 million and $26.6 million, respectively. As of December 31, 2020, the fair values of Entasis’s common stock and warrants were estimated at $46.1 million and $31.9 million, respectively. The total fair value of both financial instruments in the amount of $66.6 million and $78.0 million was recorded as equity and long-term investments on the consolidated balance sheets as of March 31, 2021 and December 31, 2020, respectively. We recorded $11.5 million unrealized loss from the changes of fair value as changes in fair values of equity and long-term investments, net on the consolidated statements of income for the three months ended March 31, 2021. Equity Investment in InCarda In October, 2020, TRC purchased 20,469,432 shares of Series C preferred stock and warrants to purchase 5,117,358 additional shares of Series C preferred stock of InCarda Therapeutics, Inc. for $15.0 million. $0.8 million was incurred for investment due diligence costs and recorded as part of the equity investment on the consolidated balance sheets. InCarda is a privately held biopharmaceutical company focused on developing inhaled therapies for cardiovascular diseases. As of March 31, 20201 and as of the date hereof, one of InCarda’s eight board members is designated by TRC. As of March 31, 2021, TRC held 13.0% of InCarda‘s outstanding equity. The investment in InCarda does not provide TRC the ability to control or have significant influence over InCarda's operations. Based on our evaluation, we determined that InCarda is a VIE, but TRC is not the primary beneficiary of the VIE. We account for our investment in the Series C preferred shares in InCarda using the measurement alternative. Under the measurement alternative, the equity investment is initially recorded at its allocated cost, but the carrying value may be adjusted through earnings upon an impairment or when there is an observable price change involving the same or a similar investment with the same issuer. The warrants are recorded at fair value and subject to remeasurement at each balance sheet date. The warrants are exercisable immediately with an exercise price of $0.7328 per share and expire on October 6, 2021, one year from the issuance date. We use the Black-Scholes-Merton pricing model to estimate the fair value of the warrants with the following input assumptions: the exercise price of the warrants, the risk-free interest rate computed based on the U.S. Treasury yield, the remaining contractual term as the expected term, and the expected stock price volatility calculated based on the historical volatility of the common stock of its peer companies. As of March 31, 2021 and December 31, 2020, the fair value of InCarda’s warrants was estimated at $0.7 million and $1.1 million, respectively, and recorded as equity and long-term investments on the consolidated balance sheets. We recorded $0.5 million unrealized loss from the changes of fair value as changes in fair values of equity and long-term investments, net on the consolidated statements of income for the three months ended March 31, 2021. There was no impairment or other change to the value of InCarda’s Series C preferred stock of Equity Investment in ImaginAb On March 18, 2021, TRC entered into a securities purchase agreement with ImaginAb, Inc. to purchase 4,051,724 shares of ImaginAb Series C preferred stock for $4.7 million. On the same day, TRC also entered into a securities purchase agreement with one of ImaginAb’s common stockholders to purchase 4,097,157 shares of ImaginAb common stock for $1.3 million. ImaginAb is a privately held biotechnology company focused on clinically managing cancer and autoimmune diseases via molecular imaging. $0.4 million was incurred for investment due diligence costs and execution and recorded as part of the equity investment on the consolidated balance sheets. As of the date hereof, one of ImaginAb’s seven board members is designated by TRC. As of March 31, 2021, TRC held 13.0% of ImaginAb equity ownership. The investment in ImaginAb does not provide TRC the ability to control or have significant influence over ImaginAb’s operations. Based on our evaluation, we determined that ImaginAb is a VIE, but TRC is not the primary beneficiary of the VIE. Because ImaginAb’s equity securities are not publicly traded and do not have a readily determinable fair value, we have accounted for our investment in ImaginAb’s Series C preferred stock and common stock using the measurement alternative. Under the measurement alternative, the equity investment is initially recorded at its allocated cost, but the carrying value may be adjusted through earnings upon an impairment or when there is an observable price change involving the same or a similar investment with the same issuer. As of March 31, 2021, $6.4 million was recorded as equity and long-term investments on the consolidated balance sheets. Available-for-Sale Securities The estimated fair value of available-for-sale securities is based on quoted market prices for these or similar investments that were based on prices obtained from a commercial pricing service. Available-for-sale securities are summarized below: March 31, 2021 Gross Gross Unrealized Unrealized Estimated (In thousands) Amortized Cost Gains Losses Fair Value Money market funds (1) $ 248,932 $ — $ — $ 248,932 Total $ 248,932 $ — $ — $ 248,932 (1) Money market funds were included in cash and cash equivalents on the consolidated balance sheets. December 31, 2020 Gross Gross Unrealized Unrealized Estimated (In thousands) Amortized Cost Gains Losses Fair Value Money market funds (1) $ 204,808 $ — $ — $ 204,808 Total $ 204,808 $ — $ — $ 204,808 (1) Money market funds were included in cash and cash equivalents on the consolidated balance sheets. There was no Fair Value Measurements Our available-for-sale securities and equity investments are measured at fair value on a recurring basis and our debt is carried at amortized cost basis. The estimated fair values were as follows: Estimated Fair Value Measurements as of March 31, 2021 Using: Quoted Price Significant in Active Other Significant Markets for Observable Unobservable Types of Instruments Identical Assets Inputs Inputs (In thousands) Level 1 Level 2 Level 3 Total Assets Money market funds $ 248,932 $ — $ — $ 248,932 Investments held by ISP Fund LP (1) 304,696 — — 304,696 Equity investment - Armata Common Stock 71,053 — — 71,053 Equity investment - Armata Warrants — 54,166 — 54,166 Equity investment - Entasis Common Stock 39,960 — — 39,960 Equity investment - Entasis Warrants — 26,580 — 26,580 Equity investment - InCarda Warrants — — 664 664 Total assets measured at estimated fair value $ 664,641 $ 80,746 $ 664 $ 746,051 Debt 2023 Notes $ — $ 242,336 $ — $ 242,336 2025 Notes — 203,513 — 203,513 Total fair value of debt $ — $ 445,849 $ — $ 445,849 (1) The investments, which consisted of equity investments of $130.5 million and money market funds of $174.2 million, held by ISP Fund LP were subject to a 36 -month lock-up period from our initial contribution date, December 11, 2020. Estimated Fair Value Measurements as of December 31, 2020 Using: Quoted Price Significant in Active Other Significant Markets for Observable Unobservable Types of Instruments Identical Assets Inputs Inputs (In thousands) Level 1 Level 2 Level 3 Total Assets Money market funds $ 204,808 $ — $ — $ 204,808 Investments held by ISP Fund LP (1) 299,288 — — 299,288 Equity investment - Armata Common Stock 25,958 — — 25,958 Equity investment - Armata Warrants — 18,049 — 18,049 Equity investment - Entasis Common Stock 46,122 — — 46,122 Equity investment - Entasis Warrants — 31,882 — 31,882 Equity investment - InCarda Warrants — — 1,147 1,147 Total assets measured at estimated fair value $ 576,176 $ 49,931 $ 1,147 $ 627,254 Debt 2023 Notes $ — $ 239,779 $ — $ 239,779 2025 Notes — 206,135 — 206,135 Total fair value of debt $ — $ 445,914 $ — $ 445,914 (1) The investments, which consisted of equity investments of $14.5 million and money market funds of $284.8 million, held by ISP Fund LP were subject to a 36 -month lock-up period from our initial contribution date, December 11, 2020. The fair values of our equity investments in Armata and Entasis's common stock and those investments held by ISP Fund LP are based on the quoted prices in active markets and are classified as Level 1 financial instruments. The fair values of the warrants of Armata and Entasis classified within Level 2 are based upon observable inputs that may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications. The fair value of InCarda’s warrants is classified as Level 3 financial instruments as InCarda’s securities are not publicly traded and the assumptions used in the valuation model are based on significant unobservable and observable inputs including those of publicly traded peer companies. The fair values of our 2023 Notes and our 2025 Notes are based on recent trading prices of the respective instruments. |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Stock-Based Compensation | |
Stock-Based Compensation | 6. Stock-Based Compensation Stock- Based Compensation Expense Stock-based compensation expense was included in the consolidated statements of income as follows: Three Months Ended March 31, (In thousands) 2021 2020 General and administrative $ 451 $ 435 Valuation Assumptions Black-Scholes-Merton assumptions used in calculating the estimated value of our stock options on the date of grant were as follows: Three Months Ended March 31, 2021 Risk-free interest rate 1.1 % Expected term (in years) 6.11 Volatility 45.6 % Dividend yield 0.0 % Weighted-average estimated fair value of stock options granted $ 5.42 There were no grants of stock options during the three months ended March 31, 2020. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt | |
Debt | 7. Debt Our debt consists of: March 31, December 31, (In thousands) 2021 2020 2023 Notes $ 240,984 $ 240,984 2025 Notes 192,500 192,500 Total debt 433,484 433,484 Unamortized debt discount and issuance costs (45,756) (47,967) Net long-term debt $ 387,728 $ 385,517 Convertible Senior Notes Due 2025 In accordance with accounting guidance for debt with conversion and other options, we separately account for the liability and equity components of the 2025 Notes by allocating the proceeds between the liability component and the embedded conversion option (“equity component”) due to our ability to settle the conversion obligation of the 2025 Notes in cash, common stock or a combination of cash and common stock, at our option. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that does not have an associated convertible feature using the income approach. The allocation was performed in a manner that reflected our non-convertible debt borrowing rate for similar debt. The equity component of the 2025 Notes was recognized as a debt discount and represents the difference between the proceeds from the issuance of the 2025 Notes and the fair value of the liability of the 2025 Notes on the date of issuance. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) is amortized to interest expense using the effective interest method over the term of the 2025 Notes. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. Our outstanding 2025 Notes balances consisted of the following: March 31, December 31, (In thousands) 2021 2020 Liability component Principal $ 192,500 $ 192,500 Debt discount and issuance costs, net (44,697) (46,766) Net carrying amount $ 147,803 $ 145,734 Equity component, net $ 65,361 $ 65,361 The following table sets forth total interest expense recognized related to the 2025 Notes for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, (In thousands) 2021 2020 Contractual interest expense $ 1,203 $ 1,203 Amortization of debt issuance costs 159 145 Amortization of debt discount 1,911 1,749 Total interest and amortization expense $ 3,273 $ 3,097 Debt Maturities The aggregate scheduled maturities of our long-term debt as of March 31, 2021 were as follows: (In thousands) Years ending December 31: 2021 to 2022 $ — 2023 240,984 2024 — 2025 192,500 Total $ 433,484 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | 8. Commitments and Contingencies Operating Lease Future minimum operating lease payments on our corporate headquarters as of March 31, 2021 were as follows: (In thousands) Years ending December 31: Remainder of 2021 $ 92 2022 109 2023 — Thereafter — Total $ 201 Legal Proceedings From time to time, the Company is involved in legal proceedings in the ordinary course of its business. Currently, we believe that no litigation or arbitration, either individually or in the aggregate, to which we are presently a party is likely to have a material adverse effect on our operating results or financial position. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Taxes | |
Income Taxes | 9. Income Taxes Provisional income tax expense for the three months ended March 31, 2021 and 2020 was $19.7 million and $15.9 million, respectively. The Company’s effective income tax rate for the three months ended March 31, 2021 was 15.2%, compared to 16.8% for the same period in 2020. The income tax expense for the three months ended March 31, 2021 and 2020 was determined based upon estimates of the Company's effective income tax rates in various jurisdictions. Our effective income tax rate for the three months ended March 31, 2021 was lower than the U.S. federal statutory income tax rate of 21% due primarily to non-deductible expenses and noncontrolling interest. |
Description of Operations and_2
Description of Operations and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Description of Operations and Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements. In our opinion, the unaudited consolidated financial statements have been prepared on the same basis as audited consolidated financial statements and include all adjustments, consisting of only normal recurring adjustments, necessary for the fair presentation of our financial position, results of operations, comprehensive income and cash flows. The interim results are not necessarily indicative of the results of operations to be expected for the year ending December 31, 2021 or any other period. The accompanying unaudited consolidated financial statements include the accounts of Innoviva, our wholly-owned subsidiaries and certain variable interest entities for which we are the primary beneficiary. All intercompany balances and transactions have been eliminated in consolidation. For consolidated entities where we own or are exposed to less than 100% of the economics, we record net income (loss) attributable to noncontrolling interest in our unaudited consolidated statements of income equal to the percentage of the economic or ownership interest retained in such entities by the respective noncontrolling parties. The accompanying unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020 filed with the Securities and Exchange Commission (“SEC”) on February 25, 2021 (“2020 Form 10-K”). |
Variable Interest Entities | Variable Interest Entities We evaluate our ownership, contractual and other interest in entities to determine if they are variable interest entities (“VIE”), whether we have a variable interest in those entities and the nature and extent of those interests. Based on our evaluation, if we determine we are the primary beneficiary of a VIE, we consolidate the entity in our financial statements. |
Equity Investments | Equity Investments We invest from time to time in equity securities of private or public companies. If we determine that we have control over these companies under either voting or VIE models, we include them in our consolidated financial statements. If we determine that we do not have control over these companies under either voting or VIE models, we then determine if we have an ability to exercise significant influence via voting interests, board representation or other business relationships. We may account for the equity investments where we exercise significant influence using either an equity method of accounting or at fair value by electing the fair value option under Accounting Standards Codification ("ASC") Topic 825, Financial Instruments If we conclude that we do not have an ability to exercise significant influence over an investee, we may elect to account for an equity security without a readily determinable fair value using the measurement alternative described in ASC Topic 825. This measurement alternative allows us to measure the equity investment at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. |
Accounting Pronouncement Adopted by the Company | Accounting Pronouncement Adopted by the Company In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” In October 2020, the FASB issued ASU 2020-10, Codification Improvements |
Recently Issued Accounting Standards or Updates Not Yet Adopted | Recently Issued Accounting Standards or Updates Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity's Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity's Own Equity |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Net Income Per Share | |
Schedule of computation of basic and diluted net income per share | The following table shows the computation of basic and diluted net income per share for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, (In thousands except per share data) 2021 2020 Numerator: Net income attributable to Innoviva stockholders, basic $ 94,123 $ 65,437 Add: interest expense on 2023 Notes 1,204 1,180 Net income attributable to Innoviva stockholders, diluted $ 95,327 $ 66,617 Denominator: Weighted-average shares used to compute basic net income per share attributable to Innoviva stockholders 101,365 101,235 Dilutive effect of 2023 Notes 12,189 12,189 Dilutive effect of options and awards granted under equity incentive plan and employee stock purchase plan 70 85 Weighted-average shares used to compute diluted net income per share attributable to Innoviva stockholders 113,624 113,509 Net income per share attributable to Innoviva stockholders Basic $ 0.93 $ 0.65 Diluted $ 0.84 $ 0.59 |
Schedule of anti-dilutive securities | The following common stock equivalents were not included in the computation of diluted net income per share because their effect was anti-dilutive: Three Months Ended March 31, (In thousands) 2021 2020 Outstanding options and awards granted under equity incentive plan and employee stock purchase plan $ 1,159 $ 1,094 |
Revenue Recognition and Colla_2
Revenue Recognition and Collaborative Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue Recognition and Collaborative Arrangements | |
Schedule of net revenue from collaborative arrangements | Net revenue recognized under our GSK Agreements was as follows: Three Months Ended March 31, (In thousands) 2021 2020 Royalties from a related party - RELVAR/BREO $ 56,390 $ 56,149 Royalties from a related party - ANORO 10,500 9,850 Royalties from a related party - TRELEGY 22,084 16,135 Total royalties from a related party 88,974 82,134 Less: amortization of capitalized fees paid to a related party (3,456) (3,456) Royalty revenue from GSK $ 85,518 $ 78,678 |
Consolidated Entities (Tables)
Consolidated Entities (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Consolidated Entities | |
Schedule of balance sheets and income statements of VIE | The summarized financial information for TRC is presented as follows: Balance sheets March 31, December 31, (In thousands) 2021 2020 Assets Cash and cash equivalents $ 28,444 $ 38,081 Receivables from collaborative arrangements 22,084 24,946 Prepaid expenses and other current assets 1 — Equity and long-term investments 22,869 16,959 Total assets 73,398 79,986 Liabilities and LLC Members' Equity Current liabilities 640 508 LLC members' equity 72,758 79,478 Total liabilities and LLC members' equity $ 73,398 $ 79,986 Income statements Three Months Ended March 31, (In thousands) 2021 2020 Royalty revenue from a related party $ 22,084 $ 16,135 Operating expenses 3,281 271 Income from operations 18,803 15,864 Other income (expense), net — 36 Changes in fair values of equity and long-term investments (483) — Net income $ 18,320 $ 15,900 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Financial Instruments and Fair Value Measurements | |
Schedule of amortized cost and estimated fair values for available-for-sale securities | Available-for-sale securities are summarized below: March 31, 2021 Gross Gross Unrealized Unrealized Estimated (In thousands) Amortized Cost Gains Losses Fair Value Money market funds (1) $ 248,932 $ — $ — $ 248,932 Total $ 248,932 $ — $ — $ 248,932 (1) Money market funds were included in cash and cash equivalents on the consolidated balance sheets. December 31, 2020 Gross Gross Unrealized Unrealized Estimated (In thousands) Amortized Cost Gains Losses Fair Value Money market funds (1) $ 204,808 $ — $ — $ 204,808 Total $ 204,808 $ — $ — $ 204,808 (1) Money market funds were included in cash and cash equivalents on the consolidated balance sheets. |
Schedule of available-for-sale securities measured at fair value on a recurring basis | The estimated fair values were as follows: Estimated Fair Value Measurements as of March 31, 2021 Using: Quoted Price Significant in Active Other Significant Markets for Observable Unobservable Types of Instruments Identical Assets Inputs Inputs (In thousands) Level 1 Level 2 Level 3 Total Assets Money market funds $ 248,932 $ — $ — $ 248,932 Investments held by ISP Fund LP (1) 304,696 — — 304,696 Equity investment - Armata Common Stock 71,053 — — 71,053 Equity investment - Armata Warrants — 54,166 — 54,166 Equity investment - Entasis Common Stock 39,960 — — 39,960 Equity investment - Entasis Warrants — 26,580 — 26,580 Equity investment - InCarda Warrants — — 664 664 Total assets measured at estimated fair value $ 664,641 $ 80,746 $ 664 $ 746,051 Debt 2023 Notes $ — $ 242,336 $ — $ 242,336 2025 Notes — 203,513 — 203,513 Total fair value of debt $ — $ 445,849 $ — $ 445,849 (1) The investments, which consisted of equity investments of $130.5 million and money market funds of $174.2 million, held by ISP Fund LP were subject to a 36 -month lock-up period from our initial contribution date, December 11, 2020. Estimated Fair Value Measurements as of December 31, 2020 Using: Quoted Price Significant in Active Other Significant Markets for Observable Unobservable Types of Instruments Identical Assets Inputs Inputs (In thousands) Level 1 Level 2 Level 3 Total Assets Money market funds $ 204,808 $ — $ — $ 204,808 Investments held by ISP Fund LP (1) 299,288 — — 299,288 Equity investment - Armata Common Stock 25,958 — — 25,958 Equity investment - Armata Warrants — 18,049 — 18,049 Equity investment - Entasis Common Stock 46,122 — — 46,122 Equity investment - Entasis Warrants — 31,882 — 31,882 Equity investment - InCarda Warrants — — 1,147 1,147 Total assets measured at estimated fair value $ 576,176 $ 49,931 $ 1,147 $ 627,254 Debt 2023 Notes $ — $ 239,779 $ — $ 239,779 2025 Notes — 206,135 — 206,135 Total fair value of debt $ — $ 445,914 $ — $ 445,914 (1) The investments, which consisted of equity investments of $14.5 million and money market funds of $284.8 million, held by ISP Fund LP were subject to a 36 -month lock-up period from our initial contribution date, December 11, 2020. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Stock-Based Compensation | |
Schedule of stock-based compensation expense | Stock-based compensation expense was included in the consolidated statements of income as follows: Three Months Ended March 31, (In thousands) 2021 2020 General and administrative $ 451 $ 435 |
Summary of weighted-average assumptions used to calculate estimated value of stock options | Black-Scholes-Merton assumptions used in calculating the estimated value of our stock options on the date of grant were as follows: Three Months Ended March 31, 2021 Risk-free interest rate 1.1 % Expected term (in years) 6.11 Volatility 45.6 % Dividend yield 0.0 % Weighted-average estimated fair value of stock options granted $ 5.42 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt | |
Schedule of debt | Our debt consists of: March 31, December 31, (In thousands) 2021 2020 2023 Notes $ 240,984 $ 240,984 2025 Notes 192,500 192,500 Total debt 433,484 433,484 Unamortized debt discount and issuance costs (45,756) (47,967) Net long-term debt $ 387,728 $ 385,517 |
Aggregate scheduled maturities of long-term debt | The aggregate scheduled maturities of our long-term debt as of March 31, 2021 were as follows: (In thousands) Years ending December 31: 2021 to 2022 $ — 2023 240,984 2024 — 2025 192,500 Total $ 433,484 |
2025 Notes | |
Debt | |
Summary of liability and equity components of convertible notes | Our outstanding 2025 Notes balances consisted of the following: March 31, December 31, (In thousands) 2021 2020 Liability component Principal $ 192,500 $ 192,500 Debt discount and issuance costs, net (44,697) (46,766) Net carrying amount $ 147,803 $ 145,734 Equity component, net $ 65,361 $ 65,361 |
Schedule of components of interest expense | The following table sets forth total interest expense recognized related to the 2025 Notes for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, (In thousands) 2021 2020 Contractual interest expense $ 1,203 $ 1,203 Amortization of debt issuance costs 159 145 Amortization of debt discount 1,911 1,749 Total interest and amortization expense $ 3,273 $ 3,097 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies | |
Schedule of future minimum lease payments | Future minimum operating lease payments on our corporate headquarters as of March 31, 2021 were as follows: (In thousands) Years ending December 31: Remainder of 2021 $ 92 2022 109 2023 — Thereafter — Total $ 201 |
Description of Operations and_3
Description of Operations and Summary of Significant Accounting Policies (Details) - Long-Acting Beta2 Agonist (LABA) Collaboration - GSK $ in Billions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Description of Operations and Summary of Significant Accounting Policies | |
Percentage of economic interest in any future payments made under the agreements | 15.00% |
RELVAR/BREO | |
Description of Operations and Summary of Significant Accounting Policies | |
Royalty rate for first level of annual global net sales (as a percent) | 15.00% |
Annual global sales level used to determine royalty rate | $ 3 |
Royalty rate for sales above first level of annual global net sales (as a percent) | 5.00% |
ANORO | Minimum | |
Description of Operations and Summary of Significant Accounting Policies | |
Royalty rate for combination products (as a percent) | 6.50% |
ANORO | Maximum | |
Description of Operations and Summary of Significant Accounting Policies | |
Royalty rate for combination products (as a percent) | 10.00% |
Net Income Per Share - Basic an
Net Income Per Share - Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Numerator: | ||
Net income attributable to Innoviva stockholders, basic | $ 94,123 | $ 65,437 |
Add: interest expense on 2023 Notes | 1,204 | 1,180 |
Net income attributable to Innoviva stockholders, diluted | $ 95,327 | $ 66,617 |
Denominator: | ||
Weighted-average shares used to compute basic net income per share attributable to Innoviva stockholders | 101,365 | 101,235 |
Dilutive effect of 2023 Notes | 12,189 | 12,189 |
Dilutive effect of options and awards granted under equity incentive plan and employee stock purchase plan | 70 | 85 |
Weighted-average shares used to compute diluted net income per share attributable to Innoviva stockholders | 113,624 | 113,509 |
Net income per share attributable to Innoviva stockholders | ||
Basic net income per share | $ 0.93 | $ 0.65 |
Diluted net income per share | $ 0.84 | $ 0.59 |
Convertible senior notes | 2025 Notes | ||
Net Income Per Share | ||
Dilutive effect of the assumed conversion premium | 0 | 0 |
Convertible senior notes | 2025 Notes | Common stock | ||
Net Income Per Share | ||
Conversion price of convertible notes into common stock (in dollars per share) | $ 17.26 | $ 17.26 |
Net Income Per Share - Anti-Dil
Net Income Per Share - Anti-Dilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Equity incentive plans and ESPP | ||
Anti-Dilutive Securities | ||
Anti-dilutive securities (in shares) | 1,159 | 1,094 |
Revenue Recognition and Colla_3
Revenue Recognition and Collaborative Arrangements (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue Recognition and Collaborative Arrangements | ||
Total net revenue | $ 85,518 | $ 78,678 |
GSK | ||
Revenue Recognition and Collaborative Arrangements | ||
Total net revenue | 85,518 | 78,678 |
GSK | Royalty revenue from a related party | ||
Revenue Recognition and Collaborative Arrangements | ||
Royalties from a related party | 88,974 | 82,134 |
Less: amortization of capitalized fees paid to a related party | (3,456) | (3,456) |
GSK | RELVAR/BREO | ||
Revenue Recognition and Collaborative Arrangements | ||
Royalties from a related party | 56,390 | 56,149 |
GSK | ANORO | ||
Revenue Recognition and Collaborative Arrangements | ||
Royalties from a related party | 10,500 | 9,850 |
GSK | TRELEGY | ||
Revenue Recognition and Collaborative Arrangements | ||
Royalties from a related party | $ 22,084 | $ 16,135 |
Consolidated Entities - Therava
Consolidated Entities - Theravance Respiratory Company, LLC (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | ||
Assets | ||||
Cash and cash equivalents | $ 282,890 | $ 246,487 | [1] | |
Receivables from collaborative arrangements | 88,974 | 93,931 | [1] | |
Prepaid expenses and other current assets | 1,069 | 1,640 | [1] | |
Equity and long-term investments | 519,325 | 438,258 | [1] | |
Total assets | 1,088,290 | 999,570 | [1] | |
Liabilities and LLC Members' Equity | ||||
Current liabilities | 3,804 | 6,110 | [1] | |
Total liabilities and stockholders' equity | 1,088,290 | 999,570 | [1] | |
Income statements | ||||
Royalty revenue from a related party | 85,518 | $ 78,678 | ||
Operating expenses | 6,035 | 2,563 | ||
Income from operations | 79,483 | 76,115 | ||
Other income (expense), net | (433) | 68 | ||
Changes in fair values of equity and long-term investments, net | 55,045 | 21,915 | ||
Net income | 109,695 | 78,952 | ||
Theravance Respiratory Company, LLC | ||||
Assets | ||||
Cash and cash equivalents | 28,444 | 38,081 | ||
Receivables from collaborative arrangements | 22,084 | 24,946 | ||
Prepaid expenses and other current assets | 1 | 0 | ||
Equity and long-term investments | 22,869 | 16,959 | ||
Total assets | 73,398 | 79,986 | ||
Liabilities and LLC Members' Equity | ||||
Current liabilities | 640 | 508 | ||
LLC members' equity | 72,758 | 79,478 | ||
Total liabilities and stockholders' equity | 73,398 | $ 79,986 | ||
Income statements | ||||
Royalty revenue from a related party | 22,084 | 16,135 | ||
Operating expenses | 3,281 | 271 | ||
Income from operations | 18,803 | 15,864 | ||
Other income (expense), net | 0 | 36 | ||
Changes in fair values of equity and long-term investments, net | (483) | 0 | ||
Net income | $ 18,320 | $ 15,900 | ||
[1] | Consolidated balance sheet as of December 31, 2020 has been derived from audited consolidated financial statements. |
Consolidated Entities - Pulmoqu
Consolidated Entities - Pulmoquine Therapeutics, Inc. (Details) - USD ($) $ in Thousands | 1 Months Ended | |||
Apr. 30, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | [1] | |
Consolidated Entities | ||||
Total assets | $ 1,088,290 | $ 999,570 | ||
Pulmoquine Therapeutics, Inc. | ||||
Consolidated Entities | ||||
Total assets | $ 3,300 | |||
Pulmoquine Therapeutics, Inc. | Series A preferred stock | ||||
Consolidated Entities | ||||
Number of shares purchased under the securities purchase agreement | 5,808,550 | |||
Payments to acquire equity securities | $ 5,000 | |||
[1] | Consolidated balance sheet as of December 31, 2020 has been derived from audited consolidated financial statements. |
Consolidated Entities - ISP Fun
Consolidated Entities - ISP Fund LP (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | ||
CONSOLIDATED ENTITIES | ||||
Total assets | $ 1,088,290 | $ 999,570 | [1] | |
Unrealized gain on equity investments | $ 54,673 | $ 21,915 | ||
ISP Fund LP | ||||
CONSOLIDATED ENTITIES | ||||
Contributed to partnership for investing | $ 300,000 | |||
Economic interest of the Partnership (in percent) | 100.00% | |||
Total assets | $ 304,700 | |||
Net investment-related expense | 400 | |||
Unrealized gain on equity investments | $ 5,800 | |||
[1] | Consolidated balance sheet as of December 31, 2020 has been derived from audited consolidated financial statements. |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements - Equity Investment in Armata (Details) - Armata $ / shares in Units, $ in Millions | Jan. 26, 2021USD ($)shares | Mar. 31, 2021USD ($)tranchedirector$ / shares | Mar. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2020USD ($) |
Equity investment | ||||
Equity investment ownership percentage | 59.60% | |||
Percentage of maximum voting rights | 49.50% | |||
Number of Investee's Board members currently representing the Company | director | 3 | |||
Number of the Investee's Board members | director | 8 | |||
Change in fair value of common stock and warrants | $ 61.2 | $ 21.9 | ||
Common stock and warrants | ||||
Equity investment | ||||
Payments to acquire equity securities | $ 25 | |||
Fair value of equity securities | 125.3 | $ 44 | ||
Common stock | ||||
Equity investment | ||||
Number of shares purchased under the securities purchase agreement | shares | 8,710,800 | |||
Fair value of equity securities | 71.1 | 26 | ||
Warrants | ||||
Equity investment | ||||
Number of warrants purchased under the securities purchase agreement | shares | 8,710,800 | |||
Fair value of equity securities | $ 54.2 | $ 18 | ||
Warrants purchased in 2020 | ||||
Equity investment | ||||
Exercise price of warrants | $ / shares | $ 2.87 | |||
Term of warrants | 5 years | |||
Warrants purchased in 2021 | ||||
Equity investment | ||||
Exercise price of warrants | $ / shares | $ 3.25 | |||
Term of warrants | 5 years | |||
Innoviva Strategic Opportunities, LLC | ||||
Equity investment | ||||
Number of tranches | tranche | 2 | |||
Innoviva Strategic Opportunities, LLC | Common stock and warrants | ||||
Equity investment | ||||
Amount of securities purchase agreement | $ 20 | |||
Innoviva Strategic Opportunities, LLC | Common stock | ||||
Equity investment | ||||
Number of shares to be purchased under the securities purchase agreement | shares | 6,153,847 | |||
Innoviva Strategic Opportunities, LLC | Warrants | ||||
Equity investment | ||||
Number of warrants to be purchased under the securities purchase agreement | shares | 6,153,847 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements - Equity Investment in Entasis (Details) - Entasis $ / shares in Units, $ in Millions | 3 Months Ended | |||
Mar. 31, 2021USD ($)director | Sep. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2020USD ($) | |
Equity Investment | ||||
Number of investee's board members which may be designated by the Company | director | 2 | |||
Number of Investee's Board members currently representing the Company | director | 0 | |||
Number of the Investee's Board members | director | 6 | |||
Equity investment ownership percentage | 51.00% | |||
Unrealized loss from fair value changes in equity investments | $ (11.5) | |||
Common stock and warrants | ||||
Equity Investment | ||||
Payments to acquire equity securities | $ 12.5 | $ 35 | ||
Fair value of equity securities | 66.6 | $ 78 | ||
Common stock | ||||
Equity Investment | ||||
Number of shares purchased under the securities purchase agreement | shares | 4,672,897 | 14,000,000 | ||
Fair value of equity securities | 40 | 46.1 | ||
Warrants | ||||
Equity Investment | ||||
Number of warrants purchased under the securities purchase agreement | shares | 4,672,897 | 14,000,000 | ||
Fair value of equity securities | $ 26.6 | $ 31.9 | ||
Warrants acquired in second quarter of 2020 | ||||
Equity Investment | ||||
Exercise price of warrants | $ / shares | $ 2.50 | |||
Term of warrants | 5 years | |||
Warrants acquired in third quarter of 2020 | ||||
Equity Investment | ||||
Exercise price of warrants | $ / shares | $ 2.675 | |||
Term of warrants | 5 years |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements - Equity Investment in InCarda (Details) - InCarda $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | |
Oct. 31, 2020USD ($)$ / sharesshares | Mar. 31, 2021USD ($)director | Dec. 31, 2020USD ($) | |
Equity Investment | |||
Number of Investee's Board members currently representing the Company | director | 1 | ||
Number of the Investee's Board members | director | 8 | ||
Equity investment ownership percentage | 13.00% | ||
Term of warrants | 1 year | ||
Series C preferred stock and warrants | |||
Equity Investment | |||
Payments to acquire equity securities | $ 15 | ||
Transaction costs to acquire equity securities | $ 0.8 | ||
Equity and long-term investments at fair value | $ 15.8 | ||
Unrealized loss from fair value changes in equity investments | (0.5) | ||
Impairment of equity investments | 0 | ||
Series C preferred stock | |||
Equity Investment | |||
Number of shares purchased under the securities purchase agreement | shares | 20,469,432 | ||
Warrants | |||
Equity Investment | |||
Number of warrants purchased under the securities purchase agreement | shares | 5,117,358 | ||
Exercise price of warrants | $ / shares | $ 0.7328 | ||
Equity and long-term investments at fair value | $ 0.7 | $ 1.1 |
Financial Instruments and Fai_6
Financial Instruments and Fair Value Measurements - Equity Investment in ImaginAb (Details) - ImaginAb $ in Millions | Mar. 18, 2021USD ($)shares | Apr. 28, 2021director | Mar. 31, 2021USD ($) |
Equity Investment | |||
Transaction costs to acquire equity securities | $ 0.4 | ||
Equity investment ownership percentage | 13.00% | ||
Number of Investee's Board members currently representing the Company | director | 1 | ||
Number of the Investee's Board members | director | 7 | ||
Equity and long-term investments at fair value | $ 6.4 | ||
Series C preferred stock | |||
Equity Investment | |||
Number of shares to be purchased under the securities purchase agreement | shares | 4,051,724 | ||
Amount of securities purchase agreement | $ 4.7 | ||
One of ImaginAb's Common Stockholders | Common stock | |||
Equity Investment | |||
Number of shares to be purchased under the securities purchase agreement | shares | 4,097,157 | ||
Amount of securities purchase agreement | $ 1.3 |
Financial Instruments and Fai_7
Financial Instruments and Fair Value Measurements - Available-for-Sale Securities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Available-for-Sale Securities | ||
Amortized Cost | $ 248,932 | $ 204,808 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | 248,932 | 204,808 |
Credit loss | 0 | |
Money market funds | ||
Available-for-Sale Securities | ||
Amortized Cost | 248,932 | 204,808 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Estimated Fair Value | $ 248,932 | $ 204,808 |
Financial Instruments and Fai_8
Financial Instruments and Fair Value Measurements - Fair Value Measurements (Details) - USD ($) $ in Thousands | Dec. 11, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
ISP Fund LP | |||
Debt | |||
Lock-up period | 36 months | ||
Recurring basis | |||
Assets | |||
Total assets measured at estimated fair value | $ 746,051 | $ 627,254 | |
Recurring basis | Money market funds | |||
Assets | |||
Total assets measured at estimated fair value | 248,932 | 204,808 | |
Recurring basis | Money market funds | ISP Fund LP | |||
Assets | |||
Total assets measured at estimated fair value | 174,200 | 284,800 | |
Recurring basis | Equity investments and Money market funds | ISP Fund LP | |||
Assets | |||
Total assets measured at estimated fair value | 304,696 | 299,288 | |
Recurring basis | Equity investment | ISP Fund LP | |||
Assets | |||
Total assets measured at estimated fair value | 130,500 | 14,500 | |
Recurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | |||
Assets | |||
Total assets measured at estimated fair value | 664,641 | 576,176 | |
Recurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | Money market funds | |||
Assets | |||
Total assets measured at estimated fair value | 248,932 | 204,808 | |
Recurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | Equity investments and Money market funds | ISP Fund LP | |||
Assets | |||
Total assets measured at estimated fair value | 304,696 | 299,288 | |
Recurring basis | Significant Other Observable Inputs, Level 2 | |||
Assets | |||
Total assets measured at estimated fair value | 80,746 | 49,931 | |
Recurring basis | Significant Other Observable Inputs, Level 2 | Money market funds | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Recurring basis | Significant Other Observable Inputs, Level 2 | Equity investments and Money market funds | ISP Fund LP | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Recurring basis | Significant Unobservable Inputs, Level 3 | |||
Assets | |||
Total assets measured at estimated fair value | 664 | 1,147 | |
Recurring basis | Significant Unobservable Inputs, Level 3 | Money market funds | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Recurring basis | Significant Unobservable Inputs, Level 3 | Equity investments and Money market funds | ISP Fund LP | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Nonrecurring basis | Debt | |||
Debt | |||
2023 Notes | 242,336 | 239,779 | |
2025 Notes | 203,513 | 206,135 | |
Total fair value of debt | 445,849 | 445,914 | |
Nonrecurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | Debt | |||
Debt | |||
2023 Notes | 0 | 0 | |
2025 Notes | 0 | 0 | |
Total fair value of debt | 0 | 0 | |
Nonrecurring basis | Significant Other Observable Inputs, Level 2 | Debt | |||
Debt | |||
2023 Notes | 242,336 | 239,779 | |
2025 Notes | 203,513 | 206,135 | |
Total fair value of debt | 445,849 | 445,914 | |
Nonrecurring basis | Significant Unobservable Inputs, Level 3 | Debt | |||
Debt | |||
2023 Notes | 0 | 0 | |
2025 Notes | 0 | 0 | |
Total fair value of debt | 0 | 0 | |
Armata | Recurring basis | Equity investment | Common stock | |||
Assets | |||
Total assets measured at estimated fair value | 71,053 | 25,958 | |
Armata | Recurring basis | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 54,166 | 18,049 | |
Armata | Recurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | Equity investment | Common stock | |||
Assets | |||
Total assets measured at estimated fair value | 71,053 | 25,958 | |
Armata | Recurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Armata | Recurring basis | Significant Other Observable Inputs, Level 2 | Equity investment | Common stock | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Armata | Recurring basis | Significant Other Observable Inputs, Level 2 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 54,166 | 18,049 | |
Armata | Recurring basis | Significant Unobservable Inputs, Level 3 | Equity investment | Common stock | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Armata | Recurring basis | Significant Unobservable Inputs, Level 3 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Entasis | Recurring basis | Equity investment | Common stock | |||
Assets | |||
Total assets measured at estimated fair value | 39,960 | 46,122 | |
Entasis | Recurring basis | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 26,580 | 31,882 | |
Entasis | Recurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | Equity investment | Common stock | |||
Assets | |||
Total assets measured at estimated fair value | 39,960 | 46,122 | |
Entasis | Recurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Entasis | Recurring basis | Significant Other Observable Inputs, Level 2 | Equity investment | Common stock | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Entasis | Recurring basis | Significant Other Observable Inputs, Level 2 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 26,580 | 31,882 | |
Entasis | Recurring basis | Significant Unobservable Inputs, Level 3 | Equity investment | Common stock | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
Entasis | Recurring basis | Significant Unobservable Inputs, Level 3 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
InCarda | Recurring basis | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 664 | 1,147 | |
InCarda | Recurring basis | Quoted Price in Active Markets for Identical Assets, Level 1 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
InCarda | Recurring basis | Significant Other Observable Inputs, Level 2 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | 0 | 0 | |
InCarda | Recurring basis | Significant Unobservable Inputs, Level 3 | Equity investment | Warrants | |||
Assets | |||
Total assets measured at estimated fair value | $ 664 | $ 1,147 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
General and administrative | ||
Stock-based compensation | ||
Allocated Share-based Compensation Expense | $ 451 | $ 435 |
Stock-Based Compensation - Valu
Stock-Based Compensation - Valuation Assumptions (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Valuation Assumptions | ||
Granted (in shares) | 0 | |
Stock options | Weighted-average | ||
Valuation Assumptions | ||
Risk-free interest rate | 1.10% | |
Expected term (in years) | 6 years 1 month 9 days | |
Volatility | 45.60% | |
Dividend yield | 0.00% | |
Weighted-average estimated fair value of shares granted (in dollars per share) | $ 5.42 |
Debt - Summary (Details)
Debt - Summary (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | |
Debt | |||
Total debt | $ 433,484 | $ 433,484 | |
Unamortized debt discount and issuance costs | (45,756) | (47,967) | |
Net long-term debt | 387,728 | 385,517 | [1] |
2023 Notes | Convertible subordinated notes | |||
Debt | |||
Total debt | 240,984 | 240,984 | |
2025 Notes | Convertible senior notes | |||
Debt | |||
Total debt | 192,500 | 192,500 | |
Unamortized debt discount and issuance costs | $ (44,697) | $ (46,766) | |
[1] | Consolidated balance sheet as of December 31, 2020 has been derived from audited consolidated financial statements. |
Debt - Convertible Senior Notes
Debt - Convertible Senior Notes - Liability and Equity Components (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Liability component | ||
Principal | $ 433,484 | $ 433,484 |
Debt discount and issuance costs, net | (45,756) | (47,967) |
Convertible senior notes | 2025 Notes | ||
Liability component | ||
Principal | 192,500 | 192,500 |
Debt discount and issuance costs, net | (44,697) | (46,766) |
Net carrying amount | 147,803 | 145,734 |
Equity component, net | $ 65,361 | $ 65,361 |
Debt - Convertible Senior Not_2
Debt - Convertible Senior Notes - Interest and Amortization Expense (Details) - Convertible senior notes - 2025 Notes - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Interest expense recognized | ||
Contractual interest expense | $ 1,203 | $ 1,203 |
Amortization of debt issuance costs | 159 | 145 |
Amortization of debt discount | 1,911 | 1,749 |
Total interest and amortization expense | $ 3,273 | $ 3,097 |
Debt - Debt Maturities (Details
Debt - Debt Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Long-term debt maturities for years ending December 31: | ||
2021 to 2022 | $ 0 | |
2023 | 240,984 | |
2024 | 0 | |
2025 | 192,500 | |
Total | $ 433,484 | $ 433,484 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Future minimum lease payments for years ending December 31: | |
Remainder of 2021 | $ 92 |
2022 | 109 |
2023 | 0 |
Thereafter | 0 |
Total | $ 201 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Taxes | ||
Provisional income tax expense | $ 19,736 | $ 15,932 |
Effective tax rate (as a percent) | 15.20% | 16.80% |
Federal statutory tax rate (as a percent) | 21.00% |