Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Feb. 20, 2014 | Jun. 28, 2013 | |
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'VNDA | ' | ' |
Entity Registrant Name | 'Vanda Pharmaceuticals Inc. | ' | ' |
Entity Central Index Key | '0001347178 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 33,501,902 | ' |
Entity Public Float | ' | ' | $194,000,000 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets | ' | ' |
Cash and cash equivalents | $64,764 | $88,772 |
Marketable securities, current | 65,586 | 31,631 |
Accounts receivable | 2,031 | 1,168 |
Prepaid expenses and other current assets | 2,703 | 3,967 |
Restricted cash, current | 530 | 430 |
Total current assets | 135,614 | 125,968 |
Property and equipment, net | 2,198 | 2,348 |
Intangible asset, net | 5,037 | 6,532 |
Restricted cash, non-current | 500 | 600 |
Total assets | 143,349 | 135,448 |
Current liabilities | ' | ' |
Accounts payable | 661 | 287 |
Accrued liabilities | 5,180 | 5,187 |
Deferred rent, current | 221 | ' |
Deferred revenues, current | 26,789 | 26,789 |
Total current liabilities | 32,851 | 32,263 |
Deferred rent, non-current | 2,888 | 3,005 |
Deferred revenues, non-current | 63,486 | 90,275 |
Total liabilities | 99,225 | 125,543 |
Commitments and contingencies (Notes 10 and 17) | ' | ' |
Stockholders' equity | ' | ' |
Preferred stock, $0.001 par value; 20,000,000 shares authorized, and no shares issued or outstanding | ' | ' |
Common stock, $0.001 par value; 150,000,000 shares authorized; 33,338,543 and 28,241,743 shares issued and outstanding at December 31, 2013 and 2012, respectively | 33 | 28 |
Additional paid-in capital | 355,432 | 300,974 |
Accumulated other comprehensive income | 21 | 10 |
Accumulated deficit | -311,362 | -291,107 |
Total stockholders' equity | 44,124 | 9,905 |
Total liabilities and stockholders' equity | $143,349 | $135,448 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | ' | ' |
Preferred stock, shares outstanding | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 33,338,543 | 28,241,743 |
Common stock, shares outstanding | 33,338,543 | 28,241,743 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenue: | ' | ' | ' |
Licensing agreement | $26,789 | $26,789 | $26,789 |
Royalty revenue | 7,090 | 5,938 | 4,481 |
Total revenue | 33,879 | 32,727 | 31,270 |
Operating expenses: | ' | ' | ' |
Cost of sales | ' | 129 | ' |
Research and development | 28,190 | 45,446 | 28,996 |
General and administrative | 24,594 | 13,882 | 11,486 |
Intangible asset amortization | 1,495 | 1,495 | 1,495 |
Total operating expenses | 54,279 | 60,952 | 41,977 |
Loss from operations | -20,400 | -28,225 | -10,707 |
Other income | 145 | 561 | 461 |
Loss before tax benefit | -20,255 | -27,664 | -10,246 |
Tax benefit | ' | ' | -444 |
Net loss | ($20,255) | ($27,664) | ($9,802) |
Net loss per share: | ' | ' | ' |
Basic | ($0.67) | ($0.98) | ($0.35) |
Diluted | ($0.67) | ($0.98) | ($0.35) |
Weighted average shares used in calculations of net loss per share: | ' | ' | ' |
Basic | 30,351,353 | 28,228,409 | 28,106,831 |
Diluted | 30,351,353 | 28,228,409 | 28,106,831 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Net loss | ($20,255) | ($27,664) | ($9,802) |
Other comprehensive income (loss): | ' | ' | ' |
Change in net unrealized gain (loss) on marketable securities | 11 | -11 | 19 |
Tax provision on other comprehensive income (loss) | ' | ' | ' |
Other comprehensive income (loss), net of tax | 11 | -11 | 19 |
Comprehensive loss | ($20,244) | ($27,675) | ($9,783) |
Statements_of_Changes_in_Stock
Statements of Changes in Stockholders' Equity (USD $) | Total | Common Stock | Additional Paid-In Capital | Other Comprehensive Income (Loss) | Accumulated Deficit |
In Thousands, except Share data | |||||
Beginning balance at Dec. 31, 2010 | $37,731 | $28 | $291,342 | $2 | ($253,641) |
Beginning balance (in shares) at Dec. 31, 2010 | ' | 28,041,379 | ' | ' | ' |
Issuance of common stock from the exercise of stock options and settlement of restricted stock units (in shares) | ' | 75,647 | ' | ' | ' |
Issuance of common stock from the exercise of stock options and settlement of restricted stock units | 25 | ' | 25 | ' | ' |
Employee and non-employee stock-based compensation | 5,501 | ' | 5,501 | ' | ' |
Net loss | -9,802 | ' | ' | ' | -9,802 |
Other comprehensive income (loss), net of tax | 19 | ' | ' | 19 | ' |
Ending balance at Dec. 31, 2011 | 33,474 | 28 | 296,868 | 21 | -263,443 |
Ending balance (in shares) at Dec. 31, 2011 | ' | 28,117,026 | ' | ' | ' |
Issuance of common stock from the exercise of stock options and settlement of restricted stock units (in shares) | ' | 124,717 | ' | ' | ' |
Issuance of common stock from the exercise of stock options and settlement of restricted stock units | 12 | ' | 12 | ' | ' |
Employee and non-employee stock-based compensation | 4,094 | ' | 4,094 | ' | ' |
Net loss | -27,664 | ' | ' | ' | -27,664 |
Other comprehensive income (loss), net of tax | -11 | ' | ' | -11 | ' |
Ending balance at Dec. 31, 2012 | 9,905 | 28 | 300,974 | 10 | -291,107 |
Ending balance (in shares) at Dec. 31, 2012 | ' | 28,241,743 | ' | ' | ' |
Net proceeds from public offering of common stock (in shares) | 4,680,000 | 4,680,000 | ' | ' | ' |
Net proceeds from public offering of common stock | 48,505 | 5 | 48,500 | ' | ' |
Issuance of common stock from the exercise of stock options and settlement of restricted stock units (in shares) | ' | 466,320 | ' | ' | ' |
Issuance of common stock from the exercise of stock options and settlement of restricted stock units | 1,550 | ' | 1,550 | ' | ' |
Shares withheld upon settlement of restricted stock units (in shares) | -49,520 | -49,520 | ' | ' | ' |
Shares withheld upon settlement of restricted stock units | -196 | ' | -196 | ' | ' |
Employee and non-employee stock-based compensation | 4,604 | ' | 4,604 | ' | ' |
Net loss | -20,255 | ' | ' | ' | -20,255 |
Other comprehensive income (loss), net of tax | 11 | ' | ' | 11 | ' |
Ending balance at Dec. 31, 2013 | $44,124 | $33 | $355,432 | $21 | ($311,362) |
Ending balance (in shares) at Dec. 31, 2013 | ' | 33,338,543 | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities | ' | ' | ' |
Net loss | ($20,255) | ($27,664) | ($9,802) |
Adjustments to reconcile net loss to net cash used in operating activities | ' | ' | ' |
Depreciation and amortization of property and equipment | 432 | 633 | 469 |
Employee and non-employee stock-based compensation | 4,604 | 4,094 | 5,501 |
Amortization of discounts and premiums on marketable securities | 155 | 560 | 900 |
Intangible asset amortization | 1,495 | 1,495 | 1,495 |
Deferred tax expense (benefit) | ' | ' | 1,821 |
Landlord contributions for tenant improvements | ' | 1,826 | ' |
Changes in assets and liabilities: | ' | ' | ' |
Accounts receivable | -863 | 450 | -1,107 |
Prepaid expenses and other current assets | 1,264 | -884 | -1,240 |
Accounts payable | 374 | -709 | 348 |
Accrued liabilities | -113 | 1,806 | 1,836 |
Other liabilities | 104 | 265 | 424 |
Deferred revenue | -26,789 | -26,789 | -26,789 |
Accrued income taxes | ' | ' | -2,266 |
Net cash used in operating activities | -39,592 | -44,917 | -28,410 |
Cash flows from investing activities | ' | ' | ' |
Purchases of property and equipment | -176 | -2,017 | -275 |
Purchases of marketable securities | -65,598 | -60,866 | -160,213 |
Proceeds from sale of marketable securities | ' | 2,497 | 8,667 |
Maturities of marketable securities | 31,499 | 106,140 | 226,170 |
Changes in restricted cash | ' | ' | -600 |
Net cash provided by (used in) investing activities | -34,275 | 45,754 | 73,749 |
Cash flows from financing activities | ' | ' | ' |
Net proceeds from public offering of common stock | 48,505 | ' | ' |
Tax obligations paid in connection with settlement of restricted stock units | -196 | ' | ' |
Proceeds from exercise of stock options | 1,550 | 12 | 25 |
Net cash provided by financing activities | 49,859 | 12 | 25 |
Net increase (decrease) in cash and cash equivalents | -24,008 | 849 | 45,364 |
Cash and cash equivalents | ' | ' | ' |
Beginning of period | 88,772 | 87,923 | 42,559 |
End of period | 64,764 | 88,772 | 87,923 |
Non-cash investing activities | ' | ' | ' |
Purchases of property and equipment in accrued liabilities | $106 | ' | $221 |
Business_Organization_and_Pres
Business Organization and Presentation | 12 Months Ended |
Dec. 31, 2013 | |
Business Organization and Presentation | ' |
1. Business Organization and Presentation | |
Business organization | |
Vanda Pharmaceuticals Inc. (Vanda or the Company) is a biopharmaceutical company focused on the development and commercialization of products for the treatment of central nervous system disorders. Vanda commenced its operations in 2003. Vanda’s product portfolio includes HETLIOZ™ (tasimelteon), a product for the treatment of Non-24-Hour Sleep-Wake Disorder (Non-24) and for which a New Drug Application (NDA) was approved by the U.S. Food and Drug Administration (FDA) in January 2014, Fanapt®, a product for the treatment of schizophrenia, the oral formulation of which is currently being marketed and sold in the U.S. by Novartis Pharma AG (Novartis), and VLY-686, a small molecule neurokinin-1 receptor (NK-1R) antagonist. | |
Basis of presentation | |
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. All intercompany accounts and transactions have been eliminated in consolidation. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||
2. Summary of Significant Accounting Policies | |||||||||||||
Use of estimates | |||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates that affect the reported amounts of assets and liabilities at the date of the financial statements, disclosure of contingent assets and liabilities, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||
Cash and cash equivalents | |||||||||||||
For purposes of the consolidated balance sheets and consolidated statements of cash flows, cash equivalents represent highly-liquid investments with a maturity date of three months or less at the date of purchase. | |||||||||||||
Marketable securities | |||||||||||||
The Company classifies all of its marketable securities as available-for-sale securities. The Company’s investment policy requires the selection of high-quality issuers, with bond ratings of AAA to A1+/P1. Available-for-sale securities are carried at fair market value, with unrealized gains and losses reported as a component of stockholders’ equity in accumulated other comprehensive income/loss. Interest and dividend income is recorded when earned and included in interest income. Premiums and discounts on marketable securities are amortized and accreted, respectively, to maturity and included in interest income. The Company uses the specific identification method in computing realized gains and losses on the sale of investments, which would be included in the consolidated statements of operations when generated. Marketable securities with a maturity of more than one year as of the balance sheet date and which the Company does not intend to sell within the next twelve months are classified as non-current. All other marketable securities are classified as current. | |||||||||||||
Inventory | |||||||||||||
The Company values its inventory at acquisition cost following the first-in first-out method. The Company reviews its inventory levels quarterly and writes down inventory that has become obsolete, has a cost basis in excess of its expected net realizable value or inventory quantities in excess of expected requirements. Expired inventory is disposed of and the related costs are written off to cost of sales. Prior to FDA approval, manufacturing-related costs are included in research and development expenses. | |||||||||||||
Intangible asset | |||||||||||||
Costs incurred for products not yet approved by the FDA and for which no alternative future use exists are recorded as expense. In the event a product has been approved by the FDA or an alternative future use exists for a product, patent and license costs are capitalized and amortized over the expected patent life of the related product. Milestone payments to the Company’s partners are recognized when it is deemed probable that the milestone event will occur. | |||||||||||||
As a result of the FDA’s approval of the NDA for Fanapt® in May 2009, the Company met a milestone under its original sublicense agreement with Novartis which required the Company to make a payment of $12.0 million to Novartis. The $12.0 million is being amortized on a straight line basis over the remaining life of the U.S. patent for Fanapt®, which the Company expects to last until November 2016 (see Subsequent Events footnote for further information). This includes the Hatch-Waxman extension that extends patent protection for drug compounds for a period of five years to compensate for time spent in development. Fanapt® has qualified for the full five-year patent term Hatch-Waxman extension. This term is the Company’s best estimate of the life of the patent. The carrying value of the intangible asset is periodically reviewed to determine if the facts and circumstances suggest that a potential impairment may have occurred. The Company has had no impairment of its intangible asset. | |||||||||||||
Property and equipment | |||||||||||||
Property and equipment are stated at cost less accumulated depreciation and amortization. The costs of leasehold improvements funded by or reimbursed by the lessor are capitalized and amortized as leasehold improvements along with a corresponding deferred rent liability. Depreciation of property and equipment is provided on a straight-line basis over the estimated useful lives of the assets. Amortization of leasehold improvements is provided on a straight-line basis over the shorter of their estimated useful life or the lease term. The costs of additions and improvements are capitalized, and repairs and maintenance costs are charged to operations in the period incurred. Upon retirement or disposition of property and equipment, the cost and accumulated depreciation and amortization are removed from the accounts and any resulting gain or loss is reflected in the statement of operations for that period. | |||||||||||||
Revenue recognition | |||||||||||||
The Company’s revenues are derived primarily from the amended and restated sublicense agreement with Novartis and include an upfront payment, product sales and future milestone and royalty payments. Revenue is considered both realizable and earned when the following four conditions are met: (i) persuasive evidence of an arrangement exists, (ii) the arrangement fee is fixed or determinable, (iii) delivery or performance has occurred, and (iv) collectability is reasonably assured. Pursuant to the amended and restated sublicense agreement, Novartis has the right to commercialize and develop Fanapt® in the U.S. and Canada. Under the agreement, the Company received an upfront payment of $200.0 million in December of 2009. The Company and Novartis established a Joint Steering Committee (JSC) following the effective date of the amended and restated sublicense agreement. The Company concluded that the JSC constitutes a deliverable under the amended and restated sublicense agreement and that revenue related to the upfront payment will be recognized ratably over the term of the JSC; however, the delivery or performance has no term as the exact length of the JSC is undefined. As a result, the Company deems the performance period of the JSC to be the life of the U.S. patent of Fanapt®, which the Company expects to last until November 2016 (see Subsequent Events footnote for further information). This includes the Hatch-Waxman extension that provides patent protection for drug compounds for a period of five years to compensate for time spent in development. Fanapt® has qualified for the full five-year patent term Hatch-Waxman extension. This term is the Company’s best estimate of the life of the patent. Revenue related to the upfront payment will be recognized ratably from the date the amended and restated sublicense agreement became effective (November 2009) through the expected life of the U.S. patent for Fanapt®. The Company recognizes revenue from Fanapt® royalties and commercial and development milestones from Novartis when realizable and earned. | |||||||||||||
Concentrations of credit risk | |||||||||||||
Financial instruments which potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company places its cash, cash equivalents and marketable securities with highly-rated financial institutions. At December 31, 2013, the Company maintained all of its cash, cash equivalents and marketable securities in two financial institutions. Deposits held with these institutions may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand, and the Company believes there is minimal risk of losses on such balances. | |||||||||||||
Accrued liabilities | |||||||||||||
The Company’s management is required to estimate accrued liabilities as part of the process of preparing financial statements. The estimation of accrued liabilities involves identifying services that have been performed on the Company’s behalf, and then estimating the level of service performed and the associated cost incurred for such services as of each balance sheet date in the financial statements. Accrued liabilities include professional service fees, such as lawyers and accountants, contract service fees, such as those under contracts with clinical monitors, data management organizations and investigators in conjunction with clinical trials, fees to contract manufacturers in conjunction with the production of clinical materials, and fees for marketing and other commercialization activities. Pursuant to management’s assessment of the services that have been performed on clinical trials and other contracts, the Company recognizes these expenses as the services are provided. Such management assessments include, but are not limited to: (i) an evaluation by the project manager of the work that has been completed during the period, (ii) measurement of progress prepared internally and/or provided by the third-party service provider, (iii) analyses of data that justify the progress, and (iv) management’s judgment. In the event that the Company does not identify certain costs that have begun to be incurred or the Company under- or over-estimates the level of services performed or the costs of such services, the Company’s reported expenses for such period would be too low or too high. | |||||||||||||
Research and development expenses | |||||||||||||
Research and development expenses consist primarily of fees for services provided by third parties in connection with the clinical trials, costs of contract manufacturing services, milestone payments, costs of materials used in clinical trials and research and development, costs for regulatory consultants and filings, depreciation of capital resources used to develop products, related facilities costs, and salaries, other employee-related costs and stock-based compensation for research and development personnel. The Company expenses research and development costs as they are incurred for products in the development stage, including manufacturing costs and milestone payments made under license agreements prior to FDA approval. Upon and subsequent to FDA approval, manufacturing and milestone payments related to license agreements are capitalized. Milestone payments are accrued when it is deemed probable that the milestone event will be achieved. Costs related to the acquisition of intellectual property are expensed as incurred if the underlying technology is developed in connection with the Company’s research and development efforts and has no alternative future use. | |||||||||||||
General and administrative expenses | |||||||||||||
General and administrative expenses consist of salaries, including employee stock-based compensation, facilities and third party expenses. General and administrative expenses are associated with the activities of the executive, finance, accounting, information technology, business development, marketing, legal, medical affairs and human resource functions. | |||||||||||||
Employee stock-based compensation | |||||||||||||
Compensation costs for all stock-based awards to employees and directors are measured based on the grant date fair value of those awards and recognized over the period during which the employee or director is required to perform service in exchange for the award. The Company generally recognizes the expense over the award’s vesting period. | |||||||||||||
The fair value of stock options granted is amortized using the accelerated attribution method. Under this method, also known as the graded-vesting method, compensation expense for stock options is amortized over the requisite service period for each separately vesting tranche as though the stock option award was in substance multiple awards, resulting in accelerated expense recognition over the vesting period. The fair value of restricted stock units (RSUs) awarded is amortized using the straight line method. As stock-based compensation expense recognized in the consolidated statements of operations is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. Forfeitures are required to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||||
Total employee stock-based compensation expense recognized for the years ended December 31, 2013, 2012 and 2011, was comprised of the following: | |||||||||||||
Year Ended December 31, | |||||||||||||
(in thousands) | 2013 | 2012 | 2011 | ||||||||||
Research and development | $ | 1,727 | $ | 1,356 | $ | 2,450 | |||||||
General and administrative | 2,750 | 2,718 | 3,036 | ||||||||||
Total employee stock-based compensation expense | $ | 4,477 | $ | 4,074 | $ | 5,486 | |||||||
The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option pricing model that uses the assumptions noted in the following table. Expected volatility rates are based on the historical volatility of the Company’s publicly traded common stock and other factors. The weighted average expected term of stock options granted is based on the simplified method as the options meet the “plain vanilla” criteria required by authoritative guidance. Significant changes in the market price of the Company’s common stock in recent years have made historical data less reliable for the purpose of estimating future vesting, exercise, and employment behavior. The simplified method provided a more reasonable approach for estimating the weighted average expected term for options granted in 2013. The risk-free interest rates are based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. The Company has not paid dividends to its stockholders since its inception (other than a dividend of preferred share purchase rights, which was declared in September 2008) and does not plan to pay dividends in the foreseeable future. | |||||||||||||
Assumptions used in the Black-Scholes-Merton option pricing model for employee and director stock options granted during the years ended December 31, 2013, 2012 and 2011 were as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Expected dividend yield | — | % | — | % | — | % | |||||||
Weighted average expected volatility | 65 | % | 68 | % | 71 | % | |||||||
Weighted average expected term (years) | 6.03 | 6.03 | 6.03 | ||||||||||
Weighted average risk-free rate | 1.59 | % | 0.94 | % | 1.45 | % | |||||||
Weighted average fair value | $ | 6.1 | $ | 2.08 | $ | 3.5 | |||||||
Income taxes | |||||||||||||
The Company accounts for income taxes in accordance with the authoritative guidance on accounting for income taxes, which requires companies to account for deferred income taxes using the asset and liability method. Under the asset and liability method, current income tax expense or benefit is the amount of income taxes expected to be payable or refundable for the current year. A deferred income tax asset or liability is recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax credits and loss carryforwards. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The fact that the Company has historically generated net operating losses (NOLs) serves as strong evidence that it is more likely than not that deferred tax assets will not be realized in the future. Therefore, the Company has a full valuation allowance against all deferred tax assets as of December 31, 2013 and 2012, respectively. Tax rate changes are reflected in income during the period such changes are enacted. Changes in ownership may limit the amount of NOL carryforwards that can be utilized in the future to offset taxable income. | |||||||||||||
Segment information | |||||||||||||
The Company’s management has determined that the Company operates in one business segment which is the development and commercialization of pharmaceutical products. | |||||||||||||
Recent accounting pronouncements | |||||||||||||
On January 1, 2013, the Company adopted changes issued by the Financial Accounting Standards Board (FASB) for the reporting of amounts reclassified out of accumulated other comprehensive income. The changes require an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required to be reclassified in its entirety to net income. For other amounts that are not required to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures that provide additional detail about those amounts. Adoption of these changes did not have a material impact on the Company’s condensed consolidated financial statements. | |||||||||||||
In July 2013, the FASB issued Accounting Standard Update (ASU) 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. This new standard requires the netting of unrecognized tax benefits against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. Under the new standard, unrecognized tax benefits will be netted against all available same-jurisdiction loss or other tax carryforwards that would be utilized, rather than only against carryforwards that are created by the unrecognized tax benefits. The new standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2013. The Company does not expect that this new standard will have a material impact on the Company’s condensed consolidated financial statements. | |||||||||||||
Certain risks and uncertainties | |||||||||||||
The Company’s products under development require approval from the FDA or other international regulatory agencies prior to commercial sales. There can be no assurance the products will receive the necessary clearance. If the Company is denied clearance or clearance is delayed, it may have a material adverse impact on the Company. | |||||||||||||
The Company’s products are concentrated in rapidly-changing, highly-competitive markets, which are characterized by rapid technological advances, changes in customer requirements and evolving regulatory requirements and industry standards. Any failure by the Company to anticipate or to respond adequately to technological developments in its industry, changes in customer requirements or changes in regulatory requirements or industry standards or any significant delays in the development or introduction of products or services could have a material adverse effect on the Company’s business, operating results and future cash flows. | |||||||||||||
The Company depends on single source suppliers for critical raw materials for manufacturing, as well as other components required for the administration of its products. The loss of these suppliers could delay the clinical trials or prevent or delay commercialization of the products. |
Earnings_per_Share
Earnings per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Earnings per Share | ' | ||||||||||||
3. Earnings per Share | |||||||||||||
Basic earnings per share (EPS) is calculated by dividing the net income (loss) by the weighted average number of shares of common stock outstanding. Diluted EPS is computed by dividing the net income (loss) by the weighted average number of shares of common stock outstanding, plus potential outstanding common stock for the period. Potential outstanding common stock includes stock options and shares underlying RSUs, but only to the extent that their inclusion is dilutive. | |||||||||||||
The following table presents the calculation of basic and diluted net loss per share of common stock for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
(in thousands, except for share and per share amounts) | 2013 | 2012 | 2011 | ||||||||||
Numerator: | |||||||||||||
Net loss | $ | (20,255 | ) | $ | (27,664 | ) | $ | (9,802 | ) | ||||
Denominator: | |||||||||||||
Weighted average shares of common stock outstanding, basic | 30,351,353 | 28,228,409 | 28,106,831 | ||||||||||
Stock options and restricted stock units related to the issuance of common stock | — | — | — | ||||||||||
Weighted average shares of common stock outstanding, diluted | 30,351,353 | 28,228,409 | 28,106,831 | ||||||||||
Net income (loss) per share: | |||||||||||||
Basic | $ | (0.67 | ) | $ | (0.98 | ) | $ | (0.35 | ) | ||||
Diluted | $ | (0.67 | ) | $ | (0.98 | ) | $ | (0.35 | ) | ||||
Anti-dilutive securities excluded from calculations of diluted net loss per share: | |||||||||||||
Options to purchase common stock and restricted stock units | 4,444,912 | 5,219,183 | 4,559,432 | ||||||||||
The Company incurred a net loss for each of the years ended December 31, 2013, 2012 and 2011 causing inclusion of any potentially dilutive securities to have an anti-dilutive effect, resulting in dilutive loss per share and basic loss per share attributable to common stockholders being equivalent. |
Marketable_Securities
Marketable Securities | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Marketable Securities | ' | ||||||||||||||||
4. Marketable Securities | |||||||||||||||||
The following is a summary of the Company’s available-for-sale marketable securities as of December 31, 2013: | |||||||||||||||||
(in thousands) | Amortized | Gross | Gross | Fair Market | |||||||||||||
Cost | Unrealized | Unrealized | Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Current: | |||||||||||||||||
U.S. Treasury and government agencies | $ | 31,557 | $ | 9 | $ | — | $ | 31,566 | |||||||||
Corporate debt | 34,008 | 18 | (6 | ) | 34,020 | ||||||||||||
$ | 65,565 | $ | 27 | $ | (6 | ) | $ | 65,586 | |||||||||
The following is a summary of the Company’s available-for-sale marketable securities as of December 31, 2012: | |||||||||||||||||
(in thousands) | Amortized | Gross | Gross | Fair Market | |||||||||||||
Cost | Unrealized | Unrealized | Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Current: | |||||||||||||||||
U.S. Treasury and government agencies | $ | 14,439 | $ | 3 | $ | — | $ | 14,442 | |||||||||
Corporate debt | 17,182 | 7 | — | 17,189 | |||||||||||||
$ | 31,621 | $ | 10 | $ | — | $ | 31,631 | ||||||||||
Prepaid_Expenses_and_Other_Cur
Prepaid Expenses and Other Current Assets | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Prepaid Expenses and Other Current Assets | ' | ||||||||
5. Prepaid Expenses and Other Current Assets | |||||||||
The following is a summary of the Company’s prepaid expenses and other current assets as of December 31, 2013 and 2012: | |||||||||
December 31, | |||||||||
(in thousands) | 2013 | 2012 | |||||||
Prepaid insurance | $ | 167 | $ | 155 | |||||
Other prepaid expenses and vendor advances | 2,408 | 3,536 | |||||||
Accrued interest income | 128 | 276 | |||||||
Total prepaid expenses and other current assets | $ | 2,703 | $ | 3,967 | |||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Property and Equipment | ' | ||||||||||||
6. Property and Equipment | |||||||||||||
The following is a summary of the Company’s property and equipment-at cost, as of December 31, 2013 and 2012: | |||||||||||||
Estimated | December 31, | ||||||||||||
Useful Life | |||||||||||||
(in thousands) | (Years) | 2013 | 2012 | ||||||||||
Computer equipment | 3 | $ | 983 | $ | 768 | ||||||||
Furniture and fixtures | 7 | 580 | 572 | ||||||||||
Leasehold improvements | 11 | 1,884 | 1,826 | ||||||||||
3,447 | 3,166 | ||||||||||||
Less—accumulated depreciation and amortization | (1,249 | ) | (818 | ) | |||||||||
$ | 2,198 | $ | 2,348 | ||||||||||
Depreciation and amortization expense for the years ended December 31, 2013, 2012 and 2011 was $0.4 million, $0.6 million and $0.5 million, respectively. |
Intangible_Asset
Intangible Asset | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Intangible Asset | ' | ||||||||||||||||||||
7. Intangible Asset | |||||||||||||||||||||
The following is a summary of the Company’s intangible asset as of December 31, 2013: | |||||||||||||||||||||
Estimated | December 31, 2013 | ||||||||||||||||||||
Useful Life | |||||||||||||||||||||
(in thousands) | (Years) | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||
Amount | Amortization | Amount | |||||||||||||||||||
Fanapt® | 8 | $ | 12,000 | $ | 6,963 | $ | 5,037 | ||||||||||||||
The following is a summary of the Company’s intangible asset as of December 31, 2012: | |||||||||||||||||||||
Estimated | December 31, 2012 | ||||||||||||||||||||
Useful Life | |||||||||||||||||||||
(in thousands) | (Years) | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||
Amount | Amortization | Amount | |||||||||||||||||||
Fanapt® | 8 | $ | 12,000 | $ | 5,468 | $ | 6,532 | ||||||||||||||
In May 2009, the Company announced that the FDA had approved the NDA for Fanapt®. As a result of the FDA’s approval of the NDA for Fanapt®, the Company met a milestone under its original sublicense agreement with Novartis which required the Company to make a license payment of $12.0 million to Novartis. The $12.0 million is being amortized on a straight line basis over the remaining life of the U.S. patent for Fanapt®, which as of December 31, 2013, the Company expected to last until May 2017. This includes the Hatch-Waxman extension that provides patent protection for drug compounds for a period of five years to compensate for time spent in development and a six-month pediatric term extension. Fanapt® has qualified for the full five-year patent term Hatch-Waxman extension. However, in 2014, the Company became aware of events that led it to believe that Novartis would not complete the ongoing pediatric efficacy studies in a time that would enable it to receive the incremental six-month pediatric term extension. Therefore the estimated patent life was decreased in 2014 by six months to November 2016. This term is the Company’s best estimate of the life of the patent. All tables in this section reflect the May 2017 patent life (see Subsequent Events footnote for further information). | |||||||||||||||||||||
The intangible asset is being amortized over its estimated useful economic life using the straight line method. Amortization expense was $1.5 million for each of the years ended December 31, 2013, 2012 and 2011. The Company capitalized and began amortizing the asset immediately following the FDA approval of the NDA for Fanapt®. | |||||||||||||||||||||
The following is a summary of the future intangible asset amortization schedule as of December 31, 2013: | |||||||||||||||||||||
(in thousands) | Total | 2014 | 2015 | 2016 | 2017 | ||||||||||||||||
Intangible asset | $ | 5,037 | $ | 1,495 | $ | 1,495 | $ | 1,495 | $ | 552 |
Accrued_Liabilities
Accrued Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Accrued Liabilities | ' | ||||||||
8. Accrued Liabilities | |||||||||
The following is a summary of the Company’s accrued liabilities as of December 31, 2013 and 2012: | |||||||||
December 31, | |||||||||
(in thousands) | 2013 | 2012 | |||||||
Accrued research and development expenses | $ | 2,324 | $ | 3,900 | |||||
Accrued consulting and other professional fees | 2,015 | 386 | |||||||
Employee benefits | 176 | 127 | |||||||
Accrued lease exit liability (refer to footnote 10) | 59 | 453 | |||||||
Other accrued liabilities | 606 | 321 | |||||||
Total accrued liabilities | $ | 5,180 | $ | 5,187 | |||||
Deferred_Revenue
Deferred Revenue | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Deferred Revenue | ' | ||||||||||||
9. Deferred Revenue | |||||||||||||
The following is a summary of changes in total deferred revenue for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
(in thousands) | Balance at | Reductions | Balance at End | ||||||||||
Beginning of | from Licensing | of Year | |||||||||||
Year | Revenue | ||||||||||||
Recognized | |||||||||||||
Year ended: | |||||||||||||
December 31, 2013 | $ | 117,064 | $ | 26,789 | $ | 90,275 | |||||||
December 31, 2012 | 143,853 | 26,789 | 117,064 | ||||||||||
December 31, 2011 | 170,642 | 26,789 | 143,853 | ||||||||||
The Company entered into an amended and restated sublicense agreement with Novartis in October 2009, pursuant to which Novartis has the right to commercialize and develop Fanapt® in the U.S. and Canada. Under the amended and restated sublicense agreement, the Company received an upfront payment of $200.0 million in December 2009. The Company and Novartis established a Joint Steering Committee (JSC) following the effective date of the amended and restated sublicense agreement. The Company concluded that the JSC constitutes a deliverable under the amended and restated sublicense agreement and that revenue related to the upfront payment will be recognized ratably over the term of the JSC; however, the delivery or performance has no term as the exact length of the JSC is undefined. As a result, the Company deems the performance period of the JSC to be the life of the U.S. patent of Fanapt®, which as of December 31, 2013, the Company expected to last until May 2017. This includes the Hatch-Waxman extension that provides patent protection for drug compounds for a period of five years to compensate for time spent in development and a six-month pediatric term extension. Fanapt® has qualified for the full five-year patent term Hatch-Waxman extension. However, in 2014, the Company became aware of events that led it to believe that Novartis would not complete the ongoing pediatric efficacy studies in a time that would enable it to receive the incremental six-month pediatric term extension. Therefore the estimated patent life was decreased in 2014 by six months to November 2016. This term is the Company’s best estimate of the life of the patent. All tables in this section reflect the May 2017 patent life (see Subsequent Events footnote for further information). Revenue related to the upfront payment will be recognized ratably from the date the amended and restated sublicense agreement became effective (November 2009) through the expected life of the U.S. patent for Fanapt®. For each of the years ended December 31, 2013, 2012 and 2011, the Company recognized revenue of $26.8 million for the license agreement. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||||||||||
10. Commitments and Contingencies | |||||||||||||||||||||||||||||
Operating leases | |||||||||||||||||||||||||||||
The following is a summary of the minimum annual future payments under operating leases as of December 31, 2013: | |||||||||||||||||||||||||||||
Cash payments due by period | |||||||||||||||||||||||||||||
(in thousands) | Total | 2014 | 2015 | 2016 | 2017 | 2018 | After 2018 | ||||||||||||||||||||||
Operating leases | $ | 10,750 | $ | 1,111 | $ | 1,079 | $ | 1,106 | $ | 1,133 | $ | 1,162 | $ | 5,159 | |||||||||||||||
The minimum annual future payments for operating leases consists of the lease for office space for the Company’s headquarters located in Washington, D.C., which expires in 2023 and the lease exit liability for the Company’s former headquarters located in Rockville, Maryland, up to the lease termination date of June 30, 2013. | |||||||||||||||||||||||||||||
In 2011, the Company entered into an office lease with Square 54 Office Owner LLC (the Landlord) for Vanda’s current headquarters, consisting of 21,400 square feet at 2200 Pennsylvania Avenue, N.W. in Washington, D.C. (the Lease). Under the Lease, rent payments were abated for the first 12 months. The Landlord provided the Company with a cash contribution of $1.9 million for tenant improvements that was reflected in the consolidated financial statements as an increase to capitalized leasehold improvements and an increase to deferred rent for the year ended December 31, 2012. Subject to the prior rights of other tenants in the building, the Company has the right to renew the Lease for five years following the expiration of its original term. The Company has the right to sublease or assign all or a portion of the premises, subject to standard conditions. The Lease may be terminated early by the Company or the Landlord upon certain conditions. | |||||||||||||||||||||||||||||
As a result of the Company’s relocation from its former headquarters office space in Rockville, Maryland, to Washington, D.C., the Company provided notice in the fourth quarter of 2011 to the landlord that it was terminating the Rockville lease effective June 30, 2013. As a result, the Company recognized an expense of $0.7 million in the year ended December 31, 2011 related to a lease termination penalty. Of this amount, $0.6 million was included as research and development expense and $0.1 million was included as general and administrative expense in the consolidated statement of operations for the year ended December 31, 2011. In the first quarter of 2012, the Company ceased using the Rockville, Maryland, location and, as a result, recognized additional rent expense of $0.8 million. This $0.8 million consisted of a lease exit liability of $1.3 million for the remaining lease payments, net of reversal of the deferred rent liability of $0.5 million related to the Rockville lease. Of the $0.8 million, $0.6 million is included as research and development expense and $0.2 million is included as general and administrative expense in the consolidated statement of operations for the year ended December 31, 2012. | |||||||||||||||||||||||||||||
The following is a summary of the Company’s lease exit activity: | |||||||||||||||||||||||||||||
(in thousands) | Balance at Beginning | Costs Incurred and | Costs Paid or | Balance at End | |||||||||||||||||||||||||
of Period | Charged to Expense | Otherwise Settled | of Period | ||||||||||||||||||||||||||
Year ended December 31, 2013 | $ | 453 | $ | (10 | ) | $ | 384 | $ | 59 | ||||||||||||||||||||
Year ended December 31, 2012 | 740 | 1,220 | 1,507 | 453 | |||||||||||||||||||||||||
Year ended December 31, 2011 | — | 740 | — | 740 | |||||||||||||||||||||||||
Rent expense under operating leases, including lease exit costs, was $1.1 million, $2.0 million and $2.1 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||||||
Consulting fees | |||||||||||||||||||||||||||||
The Company has engaged a regulatory consultant to assist the Company’s efforts to prepare, file and obtain FDA approval of an NDA for HETLIOZ™. As a result of the FDA acceptance of the NDA filing for HETLIOZ™ for the treatment of Non-24, the Company made a milestone payment of $0.5 million to the regulatory consultant during the year ended December 31, 2013. The payment was included as research and development expense in the consolidated statement of operations for the year ended December 31, 2013. As a result of the FDA approval of the NDA for HETLIOZ™ in January 2014, the Company is obligated to make a milestone payment of $2.0 million in the first quarter of 2014. In addition to consulting fees and milestone payments, the Company is obligated to reimburse the consultant for ordinary and necessary business expenses incurred in connection with the engagement. The Company may terminate the engagement at any time upon prior notice; however, subject to certain conditions, the Company would remain obligated to make the milestone payment if the milestone is achieved following such termination. | |||||||||||||||||||||||||||||
Guarantees and indemnifications | |||||||||||||||||||||||||||||
The Company has entered into a number of standard intellectual property indemnification agreements in the ordinary course of its business. Pursuant to these agreements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified party for losses suffered or incurred by the indemnified party, generally the Company’s business partners or customers, in connection with any U.S. patent or any copyright or other intellectual property infringement claim by any third party with respect to the Company’s products. The term of these indemnification agreements is generally perpetual from the date of execution of the agreement. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited. Since inception, the Company has not incurred costs to defend lawsuits or settle claims related to these indemnification agreements. The Company also indemnifies its officers and directors for certain events or occurrences, subject to certain conditions. | |||||||||||||||||||||||||||||
License agreements | |||||||||||||||||||||||||||||
The Company’s rights to develop and commercialize its products are subject to the terms and conditions of licenses granted to the Company by other pharmaceutical companies. | |||||||||||||||||||||||||||||
HETLIOZ™. In February 2004, the Company entered into a license agreement with Bristol-Myers Squibb (BMS) under which the Company received an exclusive worldwide license under certain patents and patent applications, and other licenses to intellectual property, to develop and commercialize HETLIOZ™. In partial consideration for the license, the Company paid BMS an initial license fee of $0.5 million. Pursuant to the license agreement, the Company would be obligated to make future milestone payments to BMS of up to $37.0 million in the aggregate. The Company made a milestone payment to BMS of $1.0 million under the license agreement in 2006 relating to the initiation of its first Phase III clinical trial for HETLIOZ™. As a result of the FDA acceptance of the Company’s NDA for HETLIOZ™ for the treatment of Non-24 in July 2013, the Company incurred a $3.0 million milestone obligation under the license agreement with BMS, which is included in research and development expense in the consolidated statement of operations for the year ended 2013. As a result of the FDA approval of the NDA for HETLIOZ™ in January 2014, the Company is obligated to make a milestone payment of $8.0 million in the first quarter of 2014. The Company will be obligated to make future milestone payments to BMS of up to $25.0 million in the event that sales of HETLIOZ™ reach a certain agreed upon sales threshold. Additionally, the Company would be obligated to make royalty payments based on net sales of HETLIOZ™ which, as a percentage of net sales, are in the low teens. The Company is also obligated under the license agreement to pay BMS a percentage of any sublicense fees, upfront payments and milestone and other payments (excluding royalties) that the Company receives from a third party in connection with any sublicensing arrangement, at a rate which is in the mid-twenties. The Company has agreed with BMS in the license agreement for HETLIOZ™ to use commercially reasonable efforts to develop and commercialize HETLIOZ™ and to meet certain milestones in initiating and completing certain clinical work. | |||||||||||||||||||||||||||||
The license agreement was amended in April 2013 to add a process that would allow BMS to waive the right to develop and commercialize HETLIOZ™ in those countries not covered by a development and commercialization agreement. Subsequent to the execution of the April 2013 amendment, BMS provided the Company with formal written notice that it irrevocably waived the option to exercise the right to reacquire any or all rights to any product (as defined in the license agreement) containing HETLIOZ™, or to develop or commercialize any such product, in the countries not covered by a development and commercialization agreement. | |||||||||||||||||||||||||||||
Either party may terminate the HETLIOZ™ license agreement under certain circumstances, including a material breach of the agreement by the other. In the event the Company terminates the license, or if BMS terminates the license due to the Company’s breach, all rights licensed and developed by the Company under the license agreement will revert or otherwise be licensed back to BMS on an exclusive basis. | |||||||||||||||||||||||||||||
Fanapt®. The Company acquired exclusive worldwide rights to patents and patent applications for Fanapt® (iloperidone) in 2004 through a sublicense agreement with Novartis. A predecessor company of Sanofi, Hoechst Marion Roussel, Inc. (HMRI), discovered Fanapt® and completed early clinical work on the product. In 1996, following a review of its product portfolio, HMRI licensed its rights to the Fanapt® patents and patent applications to Titan Pharmaceuticals, Inc. (Titan) on an exclusive basis. In 1997, soon after it had acquired its rights, Titan sublicensed its rights to Fanapt® on an exclusive basis to Novartis. In June 2004, the Company acquired exclusive worldwide rights to these patents and patent applications, as well as certain Novartis patents and patent applications to develop and commercialize Fanapt®, through a sublicense agreement with Novartis. In partial consideration for this sublicense, the Company paid Novartis an initial license fee of $0.5 million and was obligated to make future milestone payments to Novartis of less than $100.0 million in the aggregate (the majority of which were tied to sales milestones), as well as royalty payments to Novartis at a rate which, as a percentage of net sales, was in the mid-twenties. As a result of the FDA’s approval of the NDA for Fanapt® in May 2009, the Company met an additional milestone under the sublicense agreement, which required the Company to make a payment of $12.0 million to Novartis. | |||||||||||||||||||||||||||||
In October 2009, Vanda entered into an amended and restated sublicense agreement with Novartis, which amended and restated the June 2004 sublicense agreement. Pursuant to the amended and restated sublicense agreement, Novartis has exclusive commercialization rights to all formulations of Fanapt® in the U.S. and Canada. Novartis began selling Fanapt® in the U.S. during the first quarter of 2010. Novartis is responsible for the further clinical development activities in the U.S. and Canada. The Company does not expect Novartis to commercialize Fanapt® in Canada. Pursuant to the amended and restated sublicense agreement, Vanda received an upfront payment of $200.0 million and is eligible for additional payments totaling up to $265.0 million upon Novartis’ achievement of certain commercial and development milestones for Fanapt® in the U.S. and Canada. Based on the current sales performance of Fanapt® in the U.S., Vanda expects that some or all of these commercial and development milestones will not be achieved by Novartis. Vanda also receives royalties, which, as a percentage of net sales, are in the low double-digits, on net sales of Fanapt® in the U.S. and Canada. Vanda retains exclusive rights to Fanapt® outside the U.S. and Canada and Vanda has exclusive rights to use any of Novartis’ data for Fanapt® for developing and commercializing Fanapt® outside the U.S. and Canada. At Novartis’ option, Vanda will enter into good faith discussions with Novartis relating to the co-commercialization of Fanapt® outside of the U.S. and Canada or, alternatively, Novartis will receive a royalty on net sales of Fanapt® outside of the U.S. and Canada. Novartis has chosen not to co-commercialize Fanapt® with Vanda in Europe and certain other countries and will instead receive a royalty on net sales in those countries. These include, but are not limited to, the countries in the European Union as well as Switzerland, Norway, Liechtenstein and Iceland. Vanda has entered into agreements with the following partners for the commercialization of Fanapt® in the countries set forth below: | |||||||||||||||||||||||||||||
Country | Partner | ||||||||||||||||||||||||||||
Mexico | Probiomed S.A. de C.V. | ||||||||||||||||||||||||||||
Israel | Megapharm Ltd. | ||||||||||||||||||||||||||||
In August 2012, the Israeli Ministry of Health granted market approval for Fanapt® for the treatment of schizophrenia. In November 2012, Vanda was notified that Fanapt® had been granted market approval in Argentina for the treatment of schizophrenia. In October 2013, the Mexican Federal Commission for Protection Against Sanitary Risks (COFEPRIS) granted market approval for Fanapt® for the treatment of schizophrenia. | |||||||||||||||||||||||||||||
VLY-686. In April 2012, the Company entered into a license agreement with Eli Lilly and Company (Lilly) pursuant to which the Company acquired an exclusive worldwide license under certain patents and patent applications, and other licenses to intellectual property, to develop and commercialize an NK-1R antagonist, VLY-686, for all human indications. The patent describing VLY-686 as a new chemical entity expires in April 2023, except in the U.S., where it expires in June 2024 absent any applicable patent term adjustments. | |||||||||||||||||||||||||||||
Pursuant to the license agreement, the Company paid Lilly an initial license fee of $1.0 million and will be responsible for all development costs. The initial license fee was recognized as research and development expense in the consolidated statement of operations for the year ended December 31, 2012. Lilly is also eligible to receive additional payments based upon achievement of specified development and commercialization milestones as well as tiered-royalties on net sales at percentage rates up to the low double digits. These milestones include $4.0 million for pre-NDA approval milestones and up to $95.0 million for future regulatory approval and sales milestones. Vanda is obligated to use its commercially reasonable efforts to develop and commercialize VLY-686. | |||||||||||||||||||||||||||||
Either party may terminate the license agreement under certain circumstances, including a material breach of the license agreement by the other. In the event that Vanda terminates the license agreement, or if Lilly terminates due to Vanda’s breach or for certain other reasons set forth in the license agreement, all rights licensed and developed by Vanda under the license agreement will revert or otherwise be licensed back to Lilly on an exclusive basis, subject to payment by Lilly to the Company of a royalty on net sales of products that contain VLY-686. | |||||||||||||||||||||||||||||
Future milestone payments. No amounts were recorded as liabilities nor were any future contractual obligations relating to the license agreements included in the consolidated financial statements as of December 31, 2013 because the criteria for recording the future milestone payments have not yet been met. These criteria include the successful outcome of future clinical trials, regulatory filings, favorable FDA regulatory approvals, growth in product sales and other factors. | |||||||||||||||||||||||||||||
Research and development and marketing agreements | |||||||||||||||||||||||||||||
In the course of its business, the Company regularly enters into agreements with clinical organizations to provide services relating to clinical development and clinical manufacturing activities under fee service arrangements. The Company’s current agreements for clinical services may be terminated on at most 60 days’ notice without incurring additional charges, other than charges for work completed but not paid for through the effective date of termination and other costs incurred by the Company’s contractors in closing out work in progress as of the effective date of termination. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Taxes | ' | ||||||||||||
11. Income Taxes | |||||||||||||
As of December 31, 2013 and 2012, the Company has provided a valuation allowance for the full amount of its net deferred tax asset since realization of any future benefit from deductible temporary differences and NOLs could not be sufficiently assured. | |||||||||||||
The following is a summary of the Company’s current and deferred income tax provision (benefit) for years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
(in thousands) | 2013 | 2012 | 2011 | ||||||||||
Current income tax expense (benefit): | |||||||||||||
Federal | $ | — | $ | — | $ | (1,114 | ) | ||||||
State | — | — | (1,151 | ) | |||||||||
Deferred income tax expense (benefit): | |||||||||||||
Federal | — | — | 1,821 | ||||||||||
State | — | — | — | ||||||||||
Total income tax expense (benefit) | $ | — | $ | — | $ | (444 | ) | ||||||
The following is a reconciliation between the Company’s statutory tax rate and effective tax rate for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal tax at statutory rate | (34.0 | )% | (34.0 | )% | (34.0 | )% | |||||||
State taxes | (4.0 | )% | (3.3 | )% | (5.3 | )% | |||||||
Change in valuation allowance | 43.9 | % | 70.3 | % | 101.1 | % | |||||||
Research and development credit | (1.1 | )% | 0.8 | % | (4.6 | )% | |||||||
Orphan drug credit | (22.7 | )% | (30.3 | )% | (60.4 | )% | |||||||
Stock options | — | % | 1.4 | % | (0.2 | )% | |||||||
Section 162(m) limitation | 1.2 | % | — | % | — | % | |||||||
Tax rate change | (0.3 | )% | (7.0 | )% | — | % | |||||||
Change in Maryland NOL | 18.5 | % | — | % | — | % | |||||||
Other non-deductible items | (1.5 | )% | 2.1 | % | (0.9 | )% | |||||||
Effective tax rate | — | % | — | % | (4.3 | )% | |||||||
During the year ended December 31, 2011, the Company received approval for a change in accounting method from the Internal Revenue Service (the “IRS”). The Company originally treated certain expenses as start-up expenditures under Section 195 of the Internal Revenue Code of 1986, as amended (the “IRC”) and requested a change in this accounting method to re-characterize the expenditures as trade or business expenses under IRC Section 162. As a result the Company was able to deduct $53.8 million, which resulted in the Company not needing to utilize NOL carryforwards and research and development credits in the year ended December 31, 2010. In the year ended December 31, 2011, the Company reflected a benefit in the statement of operations in the amount of $0.4 million. The benefit recognized in the year ended December 31, 2011 was from the reduction in income tax expense for the year ended December 31, 2010, due to the change in accounting method. As a result the Company has reestablished NOL carryforwards and credits in its deferred tax assets that are fully offset by a tax valuation allowance. | |||||||||||||
The following is a summary of the components of the Company’s deferred tax assets, net, and the related valuation allowance as of December 31, 2013 and 2012: | |||||||||||||
December 31, | |||||||||||||
(in thousands) | 2013 | 2012 | |||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carryforwards | $ | 48,206 | $ | 38,840 | |||||||||
Stock-based compensation | 17,626 | 17,348 | |||||||||||
Deferred revenue | 36,670 | 47,509 | |||||||||||
Accrued and deferred expenses | 566 | 522 | |||||||||||
Research and development and orphan drug credit carryforwards | 38,597 | 31,302 | |||||||||||
Depreciation and amortization, net | 110 | 28 | |||||||||||
Total deferred tax assets | 141,775 | 135,549 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Licensing agreements | (616 | ) | (2,273 | ) | |||||||||
Unrealized gain on available for sale securities | (9 | ) | (4 | ) | |||||||||
Total deferred tax liabilities | (625 | ) | (2,277 | ) | |||||||||
Deferred tax assets | 141,150 | 133,272 | |||||||||||
Valuation allowance | (141,150 | ) | (133,272 | ) | |||||||||
Net deferred tax assets | $ | — | $ | — | |||||||||
The fact that the Company has historically generated NOLs serves as strong evidence that it is more likely than not that deferred tax assets will not be realized in the future. Therefore, the Company has a full valuation allowance against all deferred tax assets as of December 31, 2013 and 2012. The net increase in the tax valuation allowance was $7.9 million, $19.4 million and $10.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
As of December 31, 2013, the Company had federal NOL carryforwards of $130.6 million, state NOL carryforwards of $140.2 million, which include $1.3 million of excess windfall benefits generated from stock options. The Company also has research and development credits of $6.4 million and orphan drug carryforward credits of $32.2 million. These NOL carryforwards and credits will begin to expire in 2028 and 2024, respectively. | |||||||||||||
Because the Company has generated NOLs from inception through December, 31, 2013, all income tax returns filed by the Company are open to examination by tax jurisdictions. As of December 31, 2013, the Company’s income tax returns have not been under examination by any federal or state tax jurisdictions. | |||||||||||||
The Company’s tax attributes, including NOLs and credits, are subject to any ownership changes as defined under IRC Section 382. A change in ownership could affect the Company’s ability to use its NOLs and credit carryforwards. An ownership change did occur as of December 31, 2008. However, the Company had sufficient Built-In-Gain to offset the IRC Section 382 limitation as well as any remaining NOL carryforwards generated as of the ownership change. As of December 31, 2013, the Company does not believe that an additional ownership change has occurred. Any future ownership changes may cause the Company’s existing tax attributes to have additional limitations. | |||||||||||||
As of December 31, 2013 and 2012, the Company had no uncertain tax positions. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
12. Fair Value Measurements | |||||||||||||||||
Authoritative guidance establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: | |||||||||||||||||
• | Level 1 — defined as observable inputs such as quoted prices in active markets | ||||||||||||||||
• | Level 2 — defined as inputs other than quoted prices in active markets that are either directly or indirectly observable | ||||||||||||||||
• | Level 3 — defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions | ||||||||||||||||
Marketable securities classified in Level 1 and Level 2 at December 31, 2013 and 2012 are available-for-sale marketable securities. The valuation of Level 1 instruments is determined using a market approach, and is based upon unadjusted quoted prices for identical assets in active markets. The valuation of investments classified in Level 2 also is determined using a market approach based upon quoted prices for similar assets in active markets, or other inputs that are observable for substantially the full term of the financial instrument. Level 2 securities include certificates of deposit, commercial paper, corporate notes and U.S. government agency notes that use as their basis readily observable market parameters. | |||||||||||||||||
As of December 31, 2013, the Company held certain assets that are required to be measured at fair value on a recurring basis, as follows: | |||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
(in thousands) | December 31, | Quoted Prices in | Significant Other | Significant | |||||||||||||
2013 | Active markets for | Observable Inputs | Unobservable | ||||||||||||||
Identical Assets | (Level 2) | Inputs | |||||||||||||||
(Level 1) | (Level 3) | ||||||||||||||||
Description: | |||||||||||||||||
Available-for-sale securities | $ | 65,586 | $ | 31,566 | $ | 34,020 | $ | — | |||||||||
As of December 31, 2012, the Company held certain assets that are required to be measured at fair value on a recurring basis, as follows: | |||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
(in thousands) | December 31, | Quoted Prices in | Significant Other | Significant | |||||||||||||
2012 | Active markets | Observable Inputs | Unobservable | ||||||||||||||
for Identical Assets | (Level 2) | Inputs | |||||||||||||||
(Level 1) | (Level 3) | ||||||||||||||||
Description: | |||||||||||||||||
Available-for-sale securities | $ | 31,631 | $ | 14,442 | $ | 17,189 | $ | — | |||||||||
The Company also has financial assets and liabilities, not required to be measured at fair value on a recurring basis, which primarily consist of cash and cash equivalents, accounts receivable, restricted cash, accounts payable and accrued liabilities, the carrying value of which materially approximate their fair values. During the years ended December 31, 2013 and 2012, there were no transfers between Level 1 and Level 2 of the fair value hierarchy. |
Restricted_Cash
Restricted Cash | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Restricted Cash | ' | ||||||||
13. Restricted Cash | |||||||||
The following is a summary of the Company’s restricted cash used to collateralize various letters of credit as of December 31, 2013 and 2012: | |||||||||
December 31, | |||||||||
(in thousands) | 2013 | 2012 | |||||||
Current: | |||||||||
Rockville, Maryland office lease | $ | 430 | $ | 430 | |||||
Maryland Board of Pharmacy license | 100 | — | |||||||
Total current | $ | 530 | $ | 430 | |||||
Non-current: | |||||||||
Washington, D.C. office lease | $ | 500 | $ | 500 | |||||
Maryland Board of Pharmacy license | — | 100 | |||||||
Total non-current | $ | 500 | $ | 600 | |||||
Public_Offering_of_Common_Stoc
Public Offering of Common Stock | 12 Months Ended |
Dec. 31, 2013 | |
Public Offering of Common Stock | ' |
14. Public Offering of Common Stock | |
In August 2013, the Company completed a public offering of 4,680,000 shares of common stock at a price to the public of $11.14 per share. Net cash proceeds from the public offering were $48.5 million, after deducting the underwriting discounts and commissions and offering expenses. |
Equity_Incentive_Plans
Equity Incentive Plans | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Equity Incentive Plans | ' | ||||||||||||||||
15. Equity Incentive Plans | |||||||||||||||||
As of December 31, 2013, the Company had two equity incentive plans, the Second Amended and Restated Management Equity Plan (the 2004 Plan) and the 2006 Equity Incentive Plan (the 2006 Plan) that were adopted in December 2004 and April 2006, respectively. An aggregate of 670,744 shares were subject to outstanding options granted under the 2004 Plan as of December 31, 2013, and no additional options will be granted under this plan. As of December 31, 2013, there were 8,995,930 shares of the Company’s common stock reserved for issuance under the 2006 Plan, of which 6,417,308 shares were subject to outstanding options and RSUs granted to employees and non-employees and 1,029,399 shares remained available for future grant. On January 1 of each year, the number of shares reserved under the 2006 Plan is automatically increased by 4% of the total number of shares of common stock that are outstanding at that time, or, if less, by 1,500,000 shares (or such lesser number as may be approved by the Company’s board of directors). As of January 1, 2014, the number of shares of common stock that may be issued under the 2006 Plan was automatically increased by 1,333,542 shares, representing 4% of the total number of shares of common stock outstanding on January 1, 2014, increasing the number of shares of common stock available for issuance under the Plan to 10,329,472 shares. | |||||||||||||||||
The Company has granted option awards with service conditions (service option awards) that are subject to terms and conditions established by the compensation committee of the board of directors. Service option awards have 10-year contractual terms and all service option awards granted prior to December 31, 2006, service option awards granted to new employees, and certain service option awards granted to existing employees vest and become exercisable on the first anniversary of the grant date with respect to the 25% of the shares subject to service option awards. The remaining 75% of the shares subject to the service option awards vest and become exercisable monthly in equal installments thereafter over three years. Certain service option awards granted to existing employees after December 31, 2006 vest and become exercisable monthly in equal installments over four years. The initial service option awards granted to directors upon their election vest and become exercisable in equal monthly installments over a period of four years, while the subsequent annual service option awards granted to directors vest and become exercisable in equal monthly installments over a period of one year. Certain service option awards to executives and directors provide for accelerated vesting if there is a change in control of the Company. Certain service option awards to employees and executives provide for accelerated vesting if the respective employee’s or executive’s service is terminated by the Company for any reason other than cause or permanent disability. As of December 31, 2013, $7.3 million of unrecognized compensation costs related to unvested service option awards are expected to be recognized over a weighted average period of 2.0 years. No option awards are classified as a liability as of December 31, 2013. | |||||||||||||||||
The following is a summary of option activity for the 2004 Plan for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||||||
(in thousands, except for share and per share amounts) | Number of | Weighted Average | Weighted Average | Aggregate | |||||||||||||
Shares | Exercise Price at | Remaining Term | Intrinsic Value | ||||||||||||||
Grant Date | (Years) | ||||||||||||||||
Outstanding at December 31, 2010 | 680,754 | $ | 1.77 | 4.77 | $ | 5,232 | |||||||||||
Exercised | (3,609 | ) | 0.33 | 22 | |||||||||||||
Outstanding at December 31, 2011 | 677,145 | 1.78 | 3.78 | 2,016 | |||||||||||||
Exercised | (5,000 | ) | 0.33 | 14 | |||||||||||||
Outstanding at December 31, 2012 | 672,145 | 1.79 | 2.78 | 1,512 | |||||||||||||
Expired | (115 | ) | 4.73 | ||||||||||||||
Exercised | (1,286 | ) | 3.67 | ||||||||||||||
Outstanding at December 31, 2013 | 670,744 | 1.79 | 1.78 | 7,124 | |||||||||||||
Exercisable at December 31, 2013 | 670,744 | 1.79 | 1.78 | 7,124 | |||||||||||||
There are no options expected to vest as of December 31, 2013 under the 2004 Plan, given that the Company stopped issuing options from this plan in 2006. | |||||||||||||||||
The following is a summary of option activity for the 2006 Plan for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||||||
(in thousands, except for share and per share amounts) | Number of | Weighted Average | Weighted Average | Aggregate | |||||||||||||
Shares | Exercise Price at | Remaining Term | Intrinsic Value | ||||||||||||||
Grant Date | (Years) | ||||||||||||||||
Outstanding at December 31, 2010 | 3,324,790 | $ | 14.07 | 8.01 | $ | 3,426 | |||||||||||
Granted | 982,000 | 5.55 | |||||||||||||||
Forfeited | (26,764 | ) | 9.24 | ||||||||||||||
Expired | (15,369 | ) | 13.51 | ||||||||||||||
Exercised | (9,976 | ) | 2.38 | 37 | |||||||||||||
Outstanding at December 31, 2011 | 4,254,681 | 12.16 | 7.65 | 396 | |||||||||||||
Granted | 846,000 | 3.42 | |||||||||||||||
Forfeited | (149,091 | ) | 7.5 | ||||||||||||||
Expired | (76,103 | ) | 10.68 | ||||||||||||||
Exercised | (10,000 | ) | 1.02 | 22 | |||||||||||||
Outstanding at December 31, 2012 | 4,865,487 | 10.83 | 7.15 | 634 | |||||||||||||
Granted | 1,245,500 | 10.18 | |||||||||||||||
Forfeited | (54,226 | ) | 6.14 | ||||||||||||||
Expired | (259,295 | ) | 10.65 | ||||||||||||||
Exercised | (263,848 | ) | 5.86 | 1,545 | |||||||||||||
Outstanding at December 31, 2013 | 5,533,618 | 10.98 | 6.93 | 21,264 | |||||||||||||
Exercisable at December 31, 2013 | 3,411,214 | 12.9 | 5.58 | 11,673 | |||||||||||||
Expected to vest at December 31, 2013 | 2,025,061 | 7.83 | 9.07 | 9,291 | |||||||||||||
Proceeds from the exercise of stock options amounted to $1.6 million, $0.01 million and $0.03 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||
An RSU is a stock award that entitles the holder to receive shares of the Company’s common stock as the award vests. The fair value of each RSU is based on the closing price of the Company’s stock on the date of grant. The Company has granted RSUs with service conditions (service RSUs) that vest in four equal annual installments provided that the employee remains employed with the Company. As of December 31, 2013, $5.4 million of unrecognized compensation costs related to unvested service RSUs are expected to be recognized over a weighted average period of 2.2 years. No service RSUs are classified as a liability as of December 31, 2013. | |||||||||||||||||
The following is a summary of RSU activity for the 2006 Plan for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||||||
(in thousands, except for share and per share amounts) | Number of | Weighted Average | |||||||||||||||
Shares | Grant Date Fair | ||||||||||||||||
Value | |||||||||||||||||
Unvested at December 31, 2010 | 359,563 | $ | 9.75 | ||||||||||||||
Granted | 283,000 | 5.39 | |||||||||||||||
Vested | (2,500 | ) | 0.8 | ||||||||||||||
Vested and unissued | (109,717 | ) | 9.74 | ||||||||||||||
Forfeited | (8,000 | ) | 9.57 | ||||||||||||||
Unvested at December 31, 2011 | 522,346 | 7.43 | |||||||||||||||
Granted | 245,000 | 3.28 | |||||||||||||||
Forfeited | (61,970 | ) | 7.64 | ||||||||||||||
Unvested at December 31, 2012 | 705,376 | 5.91 | |||||||||||||||
Granted | 400,500 | 10.29 | |||||||||||||||
Forfeited | (21,000 | ) | 6.41 | ||||||||||||||
Vested | (201,186 | ) | 6.71 | ||||||||||||||
Unvested at December 31, 2013 | 883,690 | 7.7 | |||||||||||||||
The vesting date fair value for the 201,186 shares underlying RSUs that vested during the year ended December 31, 2013 was $1.3 million. In order for certain employees to satisfy the minimum statutory employee tax withholding requirements related to the issuance of common stock underlying certain RSUs that vested and settled during the year ended December 31, 2013, the Company withheld 49,520 shares of common stock and paid employee payroll withholding taxes of $0.2 million relating to the vesting and settlement of the RSUs. |
Employee_Benefit_Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2013 | |
Employee Benefit Plan | ' |
16. Employee Benefit Plan | |
The Company has a defined contribution plan under the Internal Revenue Code Section 401(k). This plan covers substantially all employees who meet minimum age and service requirements and allows participants to defer a portion of their annual compensation on a pre-tax basis. Currently, the Company matches 50 percent up to the first six percent of employee contributions. All matching contributions have been paid by the Company. The Company match vests over a 4 year period. The total Company match was $0.2 million for the year ended December 31, 2013 and $0.1 million for each of the years ended December 31, 2012 and 2011. |
Legal_Matters
Legal Matters | 12 Months Ended |
Dec. 31, 2013 | |
Legal Matters | ' |
17. Legal Matters | |
On June 24, 2013, a securities class action complaint was filed in the United States District Court for the District of Columbia, naming the Company and certain of its officers as defendants. The complaint, filed purportedly on behalf of a class of stockholders of the Company, sought to assert violations of Section 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder, in connection with allegedly false and misleading statements and alleged omissions regarding the Company’s Phase III trial results for HETLIOZ™ and other disclosures between December 18, 2012 and June 18, 2013 (the “Class Period”). The plaintiff sought to represent a class comprised of purchasers of the Company’s common stock during the Class Period and sought damages, costs and expenses, and such other relief as determined by the Court. A similar complaint was filed on July 8, 2013. On December 4, 2013, the court consolidated the two pending actions and appointed lead plaintiff and lead counsel. On February 3, 2014, the complaint was voluntarily dismissed with prejudice by the lead plaintiff. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events | ' |
18. Subsequent Events | |
On January 31, 2014, the FDA approved Vanda’s NDA for HETLIOZ™ for the treatment of Non-24. As a result of achieving this regulatory milestone, the Company incurred additional milestone obligations, including an $8.0 million cash milestone obligation under its license agreement with BMS that will be capitalized and amortized as an intangible asset and a $2.0 million cash milestone obligation under a regulatory consulting agreement that will be charged to research and development expense. These amounts are not reflected in the balance sheet or statement of operations as of December 31, 2013. | |
In 2014, the Company became aware of events that led it to believe that Novartis would not complete the ongoing pediatric efficacy studies in a time that would enable it to receive the incremental six-month pediatric term extension. This will result in a six-month reduction to the estimated patent life of Fanapt® from May 2017 to November 2016. The Company previously expected to recognize amortization expenses of $1.5 million in each of the years from 2014 to 2016 and $0.6 million in 2017. The Company now expects to recognize $1.7 million in each of 2014 and 2015 and $1.6 million in 2016. Additionally, the Company previously expected to recognize deferred revenue of $26.8 million in each of the years from 2014 to 2016 and $9.9 million in 2017. The Company will now recognize deferred revenue of $30.7 million, $31.1 million and $28.5 million in the years 2014, 2015, and 2016, respectively. |
Quarterly_Financial_Data_unaud
Quarterly Financial Data (unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Data (unaudited) | ' | ||||||||||||||||
19. Quarterly Financial Data (unaudited) | |||||||||||||||||
(in thousands, except for per share amounts) | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
2013 | |||||||||||||||||
Revenue | $ | 8,068 | $ | 8,319 | $ | 8,709 | $ | 8,783 | |||||||||
Loss from operations | (4,219 | ) | (3,109 | ) | (5,405 | ) | (7,667 | ) | |||||||||
Net loss | (4,173 | ) | (3,079 | ) | (5,380 | ) | (7,623 | ) | |||||||||
Net loss per share: | |||||||||||||||||
Basic | $ | (0.15 | ) | $ | (0.11 | ) | $ | (0.17 | ) | $ | (0.23 | ) | |||||
Diluted | $ | (0.15 | ) | $ | (0.11 | ) | $ | (0.17 | ) | $ | (0.23 | ) | |||||
2012 | |||||||||||||||||
Revenue | $ | 8,141 | $ | 8,378 | $ | 8,288 | $ | 7,920 | |||||||||
Loss from operations | (8,317 | ) | (8,085 | ) | (5,395 | ) | (6,428 | ) | |||||||||
Net loss | (7,962 | ) | (8,007 | ) | (5,326 | ) | (6,369 | ) | |||||||||
Net loss per share: | |||||||||||||||||
Basic | $ | (0.28 | ) | $ | (0.28 | ) | $ | (0.19 | ) | $ | (0.23 | ) | |||||
Diluted | $ | (0.28 | ) | $ | (0.28 | ) | $ | (0.19 | ) | $ | (0.23 | ) |
Business_Organization_and_Pres1
Business Organization and Presentation (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Business organization | ' | ||||||||||||
Business organization | |||||||||||||
Vanda Pharmaceuticals Inc. (Vanda or the Company) is a biopharmaceutical company focused on the development and commercialization of products for the treatment of central nervous system disorders. Vanda commenced its operations in 2003. Vanda’s product portfolio includes HETLIOZ™ (tasimelteon), a product for the treatment of Non-24-Hour Sleep-Wake Disorder (Non-24) and for which a New Drug Application (NDA) was approved by the U.S. Food and Drug Administration (FDA) in January 2014, Fanapt®, a product for the treatment of schizophrenia, the oral formulation of which is currently being marketed and sold in the U.S. by Novartis Pharma AG (Novartis), and VLY-686, a small molecule neurokinin-1 receptor (NK-1R) antagonist. | |||||||||||||
Basis of presentation | ' | ||||||||||||
Basis of presentation | |||||||||||||
The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. All intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||
Use of estimates | ' | ||||||||||||
Use of estimates | |||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates that affect the reported amounts of assets and liabilities at the date of the financial statements, disclosure of contingent assets and liabilities, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||||||||||||
Cash and cash equivalents | ' | ||||||||||||
Cash and cash equivalents | |||||||||||||
For purposes of the consolidated balance sheets and consolidated statements of cash flows, cash equivalents represent highly-liquid investments with a maturity date of three months or less at the date of purchase. | |||||||||||||
Marketable securities | ' | ||||||||||||
Marketable securities | |||||||||||||
The Company classifies all of its marketable securities as available-for-sale securities. The Company’s investment policy requires the selection of high-quality issuers, with bond ratings of AAA to A1+/P1. Available-for-sale securities are carried at fair market value, with unrealized gains and losses reported as a component of stockholders’ equity in accumulated other comprehensive income/loss. Interest and dividend income is recorded when earned and included in interest income. Premiums and discounts on marketable securities are amortized and accreted, respectively, to maturity and included in interest income. The Company uses the specific identification method in computing realized gains and losses on the sale of investments, which would be included in the consolidated statements of operations when generated. Marketable securities with a maturity of more than one year as of the balance sheet date and which the Company does not intend to sell within the next twelve months are classified as non-current. All other marketable securities are classified as current. | |||||||||||||
Inventory | ' | ||||||||||||
Inventory | |||||||||||||
The Company values its inventory at acquisition cost following the first-in first-out method. The Company reviews its inventory levels quarterly and writes down inventory that has become obsolete, has a cost basis in excess of its expected net realizable value or inventory quantities in excess of expected requirements. Expired inventory is disposed of and the related costs are written off to cost of sales. Prior to FDA approval, manufacturing-related costs are included in research and development expenses. | |||||||||||||
Intangible asset | ' | ||||||||||||
Intangible asset | |||||||||||||
Costs incurred for products not yet approved by the FDA and for which no alternative future use exists are recorded as expense. In the event a product has been approved by the FDA or an alternative future use exists for a product, patent and license costs are capitalized and amortized over the expected patent life of the related product. Milestone payments to the Company’s partners are recognized when it is deemed probable that the milestone event will occur. | |||||||||||||
As a result of the FDA’s approval of the NDA for Fanapt® in May 2009, the Company met a milestone under its original sublicense agreement with Novartis which required the Company to make a payment of $12.0 million to Novartis. The $12.0 million is being amortized on a straight line basis over the remaining life of the U.S. patent for Fanapt®, which the Company expects to last until November 2016 (see Subsequent Events footnote for further information). This includes the Hatch-Waxman extension that extends patent protection for drug compounds for a period of five years to compensate for time spent in development. Fanapt® has qualified for the full five-year patent term Hatch-Waxman extension. This term is the Company’s best estimate of the life of the patent. The carrying value of the intangible asset is periodically reviewed to determine if the facts and circumstances suggest that a potential impairment may have occurred. The Company has had no impairment of its intangible asset. | |||||||||||||
Property and equipment | ' | ||||||||||||
Property and equipment | |||||||||||||
Property and equipment are stated at cost less accumulated depreciation and amortization. The costs of leasehold improvements funded by or reimbursed by the lessor are capitalized and amortized as leasehold improvements along with a corresponding deferred rent liability. Depreciation of property and equipment is provided on a straight-line basis over the estimated useful lives of the assets. Amortization of leasehold improvements is provided on a straight-line basis over the shorter of their estimated useful life or the lease term. The costs of additions and improvements are capitalized, and repairs and maintenance costs are charged to operations in the period incurred. Upon retirement or disposition of property and equipment, the cost and accumulated depreciation and amortization are removed from the accounts and any resulting gain or loss is reflected in the statement of operations for that period. | |||||||||||||
Revenue recognition | ' | ||||||||||||
Revenue recognition | |||||||||||||
The Company’s revenues are derived primarily from the amended and restated sublicense agreement with Novartis and include an upfront payment, product sales and future milestone and royalty payments. Revenue is considered both realizable and earned when the following four conditions are met: (i) persuasive evidence of an arrangement exists, (ii) the arrangement fee is fixed or determinable, (iii) delivery or performance has occurred, and (iv) collectability is reasonably assured. Pursuant to the amended and restated sublicense agreement, Novartis has the right to commercialize and develop Fanapt® in the U.S. and Canada. Under the agreement, the Company received an upfront payment of $200.0 million in December of 2009. The Company and Novartis established a Joint Steering Committee (JSC) following the effective date of the amended and restated sublicense agreement. The Company concluded that the JSC constitutes a deliverable under the amended and restated sublicense agreement and that revenue related to the upfront payment will be recognized ratably over the term of the JSC; however, the delivery or performance has no term as the exact length of the JSC is undefined. As a result, the Company deems the performance period of the JSC to be the life of the U.S. patent of Fanapt®, which the Company expects to last until November 2016 (see Subsequent Events footnote for further information). This includes the Hatch-Waxman extension that provides patent protection for drug compounds for a period of five years to compensate for time spent in development. Fanapt® has qualified for the full five-year patent term Hatch-Waxman extension. This term is the Company’s best estimate of the life of the patent. Revenue related to the upfront payment will be recognized ratably from the date the amended and restated sublicense agreement became effective (November 2009) through the expected life of the U.S. patent for Fanapt®. The Company recognizes revenue from Fanapt® royalties and commercial and development milestones from Novartis when realizable and earned. | |||||||||||||
Concentrations of credit risk | ' | ||||||||||||
Concentrations of credit risk | |||||||||||||
Financial instruments which potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents and marketable securities. The Company places its cash, cash equivalents and marketable securities with highly-rated financial institutions. At December 31, 2013, the Company maintained all of its cash, cash equivalents and marketable securities in two financial institutions. Deposits held with these institutions may exceed the amount of insurance provided on such deposits. Generally, these deposits may be redeemed upon demand, and the Company believes there is minimal risk of losses on such balances. | |||||||||||||
Accrued liabilities | ' | ||||||||||||
Accrued liabilities | |||||||||||||
The Company’s management is required to estimate accrued liabilities as part of the process of preparing financial statements. The estimation of accrued liabilities involves identifying services that have been performed on the Company’s behalf, and then estimating the level of service performed and the associated cost incurred for such services as of each balance sheet date in the financial statements. Accrued liabilities include professional service fees, such as lawyers and accountants, contract service fees, such as those under contracts with clinical monitors, data management organizations and investigators in conjunction with clinical trials, fees to contract manufacturers in conjunction with the production of clinical materials, and fees for marketing and other commercialization activities. Pursuant to management’s assessment of the services that have been performed on clinical trials and other contracts, the Company recognizes these expenses as the services are provided. Such management assessments include, but are not limited to: (i) an evaluation by the project manager of the work that has been completed during the period, (ii) measurement of progress prepared internally and/or provided by the third-party service provider, (iii) analyses of data that justify the progress, and (iv) management’s judgment. In the event that the Company does not identify certain costs that have begun to be incurred or the Company under- or over-estimates the level of services performed or the costs of such services, the Company’s reported expenses for such period would be too low or too high. | |||||||||||||
Research and development expenses | ' | ||||||||||||
Research and development expenses | |||||||||||||
Research and development expenses consist primarily of fees for services provided by third parties in connection with the clinical trials, costs of contract manufacturing services, milestone payments, costs of materials used in clinical trials and research and development, costs for regulatory consultants and filings, depreciation of capital resources used to develop products, related facilities costs, and salaries, other employee-related costs and stock-based compensation for research and development personnel. The Company expenses research and development costs as they are incurred for products in the development stage, including manufacturing costs and milestone payments made under license agreements prior to FDA approval. Upon and subsequent to FDA approval, manufacturing and milestone payments related to license agreements are capitalized. Milestone payments are accrued when it is deemed probable that the milestone event will be achieved. Costs related to the acquisition of intellectual property are expensed as incurred if the underlying technology is developed in connection with the Company’s research and development efforts and has no alternative future use. | |||||||||||||
General and administrative expenses | ' | ||||||||||||
General and administrative expenses | |||||||||||||
General and administrative expenses consist of salaries, including employee stock-based compensation, facilities and third party expenses. General and administrative expenses are associated with the activities of the executive, finance, accounting, information technology, business development, marketing, legal, medical affairs and human resource functions. | |||||||||||||
Employee stock-based compensation | ' | ||||||||||||
Employee stock-based compensation | |||||||||||||
Compensation costs for all stock-based awards to employees and directors are measured based on the grant date fair value of those awards and recognized over the period during which the employee or director is required to perform service in exchange for the award. The Company generally recognizes the expense over the award’s vesting period. | |||||||||||||
The fair value of stock options granted is amortized using the accelerated attribution method. Under this method, also known as the graded-vesting method, compensation expense for stock options is amortized over the requisite service period for each separately vesting tranche as though the stock option award was in substance multiple awards, resulting in accelerated expense recognition over the vesting period. The fair value of restricted stock units (RSUs) awarded is amortized using the straight line method. As stock-based compensation expense recognized in the consolidated statements of operations is based on awards ultimately expected to vest, it has been reduced for estimated forfeitures. Forfeitures are required to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. | |||||||||||||
Total employee stock-based compensation expense recognized for the years ended December 31, 2013, 2012 and 2011, was comprised of the following: | |||||||||||||
Year Ended December 31, | |||||||||||||
(in thousands) | 2013 | 2012 | 2011 | ||||||||||
Research and development | $ | 1,727 | $ | 1,356 | $ | 2,450 | |||||||
General and administrative | 2,750 | 2,718 | 3,036 | ||||||||||
Total employee stock-based compensation expense | $ | 4,477 | $ | 4,074 | $ | 5,486 | |||||||
The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option pricing model that uses the assumptions noted in the following table. Expected volatility rates are based on the historical volatility of the Company’s publicly traded common stock and other factors. The weighted average expected term of stock options granted is based on the simplified method as the options meet the “plain vanilla” criteria required by authoritative guidance. Significant changes in the market price of the Company’s common stock in recent years have made historical data less reliable for the purpose of estimating future vesting, exercise, and employment behavior. The simplified method provided a more reasonable approach for estimating the weighted average expected term for options granted in 2013. The risk-free interest rates are based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. The Company has not paid dividends to its stockholders since its inception (other than a dividend of preferred share purchase rights, which was declared in September 2008) and does not plan to pay dividends in the foreseeable future. | |||||||||||||
Assumptions used in the Black-Scholes-Merton option pricing model for employee and director stock options granted during the years ended December 31, 2013, 2012 and 2011 were as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Expected dividend yield | — | % | — | % | — | % | |||||||
Weighted average expected volatility | 65 | % | 68 | % | 71 | % | |||||||
Weighted average expected term (years) | 6.03 | 6.03 | 6.03 | ||||||||||
Weighted average risk-free rate | 1.59 | % | 0.94 | % | 1.45 | % | |||||||
Weighted average fair value | $ | 6.1 | $ | 2.08 | $ | 3.5 | |||||||
Income taxes | ' | ||||||||||||
Income taxes | |||||||||||||
The Company accounts for income taxes in accordance with the authoritative guidance on accounting for income taxes, which requires companies to account for deferred income taxes using the asset and liability method. Under the asset and liability method, current income tax expense or benefit is the amount of income taxes expected to be payable or refundable for the current year. A deferred income tax asset or liability is recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and tax credits and loss carryforwards. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The fact that the Company has historically generated net operating losses (NOLs) serves as strong evidence that it is more likely than not that deferred tax assets will not be realized in the future. Therefore, the Company has a full valuation allowance against all deferred tax assets as of December 31, 2013 and 2012, respectively. Tax rate changes are reflected in income during the period such changes are enacted. Changes in ownership may limit the amount of NOL carryforwards that can be utilized in the future to offset taxable income. | |||||||||||||
Segment information | ' | ||||||||||||
Segment information | |||||||||||||
The Company’s management has determined that the Company operates in one business segment which is the development and commercialization of pharmaceutical products. | |||||||||||||
Recent accounting pronouncements | ' | ||||||||||||
Recent accounting pronouncements | |||||||||||||
On January 1, 2013, the Company adopted changes issued by the Financial Accounting Standards Board (FASB) for the reporting of amounts reclassified out of accumulated other comprehensive income. The changes require an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required to be reclassified in its entirety to net income. For other amounts that are not required to be reclassified in their entirety to net income in the same reporting period, an entity is required to cross-reference other disclosures that provide additional detail about those amounts. Adoption of these changes did not have a material impact on the Company’s condensed consolidated financial statements. | |||||||||||||
In July 2013, the FASB issued Accounting Standard Update (ASU) 2013-11, Income Taxes (Topic 740): Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. This new standard requires the netting of unrecognized tax benefits against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. Under the new standard, unrecognized tax benefits will be netted against all available same-jurisdiction loss or other tax carryforwards that would be utilized, rather than only against carryforwards that are created by the unrecognized tax benefits. The new standard is effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2013. The Company does not expect that this new standard will have a material impact on the Company’s condensed consolidated financial statements. | |||||||||||||
Certain risks and uncertainties | ' | ||||||||||||
Certain risks and uncertainties | |||||||||||||
The Company’s products under development require approval from the FDA or other international regulatory agencies prior to commercial sales. There can be no assurance the products will receive the necessary clearance. If the Company is denied clearance or clearance is delayed, it may have a material adverse impact on the Company. | |||||||||||||
The Company’s products are concentrated in rapidly-changing, highly-competitive markets, which are characterized by rapid technological advances, changes in customer requirements and evolving regulatory requirements and industry standards. Any failure by the Company to anticipate or to respond adequately to technological developments in its industry, changes in customer requirements or changes in regulatory requirements or industry standards or any significant delays in the development or introduction of products or services could have a material adverse effect on the Company’s business, operating results and future cash flows. | |||||||||||||
The Company depends on single source suppliers for critical raw materials for manufacturing, as well as other components required for the administration of its products. The loss of these suppliers could delay the clinical trials or prevent or delay commercialization of the products. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Total Employee Stock-Based Compensation Expense | ' | ||||||||||||
Total employee stock-based compensation expense recognized for the years ended December 31, 2013, 2012 and 2011, was comprised of the following: | |||||||||||||
Year Ended December 31, | |||||||||||||
(in thousands) | 2013 | 2012 | 2011 | ||||||||||
Research and development | $ | 1,727 | $ | 1,356 | $ | 2,450 | |||||||
General and administrative | 2,750 | 2,718 | 3,036 | ||||||||||
Total employee stock-based compensation expense | $ | 4,477 | $ | 4,074 | $ | 5,486 | |||||||
Black-Scholes-Merton Option Pricing Model for Employee and Director Stock Options Granted | ' | ||||||||||||
Assumptions used in the Black-Scholes-Merton option pricing model for employee and director stock options granted during the years ended December 31, 2013, 2012 and 2011 were as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Expected dividend yield | — | % | — | % | — | % | |||||||
Weighted average expected volatility | 65 | % | 68 | % | 71 | % | |||||||
Weighted average expected term (years) | 6.03 | 6.03 | 6.03 | ||||||||||
Weighted average risk-free rate | 1.59 | % | 0.94 | % | 1.45 | % | |||||||
Weighted average fair value | $ | 6.1 | $ | 2.08 | $ | 3.5 |
Earnings_per_Share_Tables
Earnings per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Basic and Diluted Net Loss Per Share of Common Stock | ' | ||||||||||||
The following table presents the calculation of basic and diluted net loss per share of common stock for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
(in thousands, except for share and per share amounts) | 2013 | 2012 | 2011 | ||||||||||
Numerator: | |||||||||||||
Net loss | $ | (20,255 | ) | $ | (27,664 | ) | $ | (9,802 | ) | ||||
Denominator: | |||||||||||||
Weighted average shares of common stock outstanding, basic | 30,351,353 | 28,228,409 | 28,106,831 | ||||||||||
Stock options and restricted stock units related to the issuance of common stock | — | — | — | ||||||||||
Weighted average shares of common stock outstanding, diluted | 30,351,353 | 28,228,409 | 28,106,831 | ||||||||||
Net income (loss) per share: | |||||||||||||
Basic | $ | (0.67 | ) | $ | (0.98 | ) | $ | (0.35 | ) | ||||
Diluted | $ | (0.67 | ) | $ | (0.98 | ) | $ | (0.35 | ) | ||||
Anti-dilutive securities excluded from calculations of diluted net loss per share: | |||||||||||||
Options to purchase common stock and restricted stock units | 4,444,912 | 5,219,183 | 4,559,432 |
Marketable_Securities_Tables
Marketable Securities (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Summary of Available-for-Sale Marketable Securities | ' | ||||||||||||||||
The following is a summary of the Company’s available-for-sale marketable securities as of December 31, 2013: | |||||||||||||||||
(in thousands) | Amortized | Gross | Gross | Fair Market | |||||||||||||
Cost | Unrealized | Unrealized | Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Current: | |||||||||||||||||
U.S. Treasury and government agencies | $ | 31,557 | $ | 9 | $ | — | $ | 31,566 | |||||||||
Corporate debt | 34,008 | 18 | (6 | ) | 34,020 | ||||||||||||
$ | 65,565 | $ | 27 | $ | (6 | ) | $ | 65,586 | |||||||||
The following is a summary of the Company’s available-for-sale marketable securities as of December 31, 2012: | |||||||||||||||||
(in thousands) | Amortized | Gross | Gross | Fair Market | |||||||||||||
Cost | Unrealized | Unrealized | Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
Current: | |||||||||||||||||
U.S. Treasury and government agencies | $ | 14,439 | $ | 3 | $ | — | $ | 14,442 | |||||||||
Corporate debt | 17,182 | 7 | — | 17,189 | |||||||||||||
$ | 31,621 | $ | 10 | $ | — | $ | 31,631 | ||||||||||
Prepaid_Expenses_and_Other_Cur1
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Summary of Prepaid Expenses, and Other Current Assets | ' | ||||||||
The following is a summary of the Company’s prepaid expenses and other current assets as of December 31, 2013 and 2012: | |||||||||
December 31, | |||||||||
(in thousands) | 2013 | 2012 | |||||||
Prepaid insurance | $ | 167 | $ | 155 | |||||
Other prepaid expenses and vendor advances | 2,408 | 3,536 | |||||||
Accrued interest income | 128 | 276 | |||||||
Total prepaid expenses and other current assets | $ | 2,703 | $ | 3,967 | |||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Summary of Property and Equipment-at Cost | ' | ||||||||||||
The following is a summary of the Company’s property and equipment-at cost, as of December 31, 2013 and 2012: | |||||||||||||
Estimated | December 31, | ||||||||||||
Useful Life | |||||||||||||
(in thousands) | (Years) | 2013 | 2012 | ||||||||||
Computer equipment | 3 | $ | 983 | $ | 768 | ||||||||
Furniture and fixtures | 7 | 580 | 572 | ||||||||||
Leasehold improvements | 11 | 1,884 | 1,826 | ||||||||||
3,447 | 3,166 | ||||||||||||
Less—accumulated depreciation and amortization | (1,249 | ) | (818 | ) | |||||||||
$ | 2,198 | $ | 2,348 | ||||||||||
Intangible_Asset_Tables
Intangible Asset (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Summary of Intangible Asset | ' | ||||||||||||||||||||
The following is a summary of the Company’s intangible asset as of December 31, 2013: | |||||||||||||||||||||
Estimated | December 31, 2013 | ||||||||||||||||||||
Useful Life | |||||||||||||||||||||
(in thousands) | (Years) | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||
Amount | Amortization | Amount | |||||||||||||||||||
Fanapt® | 8 | $ | 12,000 | $ | 6,963 | $ | 5,037 | ||||||||||||||
The following is a summary of the Company’s intangible asset as of December 31, 2012: | |||||||||||||||||||||
Estimated | December 31, 2012 | ||||||||||||||||||||
Useful Life | |||||||||||||||||||||
(in thousands) | (Years) | Gross Carrying | Accumulated | Net Carrying | |||||||||||||||||
Amount | Amortization | Amount | |||||||||||||||||||
Fanapt® | 8 | $ | 12,000 | $ | 5,468 | $ | 6,532 | ||||||||||||||
Summary of Future Intangible Asset Amortization | ' | ||||||||||||||||||||
The following is a summary of the future intangible asset amortization schedule as of December 31, 2013: | |||||||||||||||||||||
(in thousands) | Total | 2014 | 2015 | 2016 | 2017 | ||||||||||||||||
Intangible asset | $ | 5,037 | $ | 1,495 | $ | 1,495 | $ | 1,495 | $ | 552 |
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Summary of Accrued Liabilities | ' | ||||||||
The following is a summary of the Company’s accrued liabilities as of December 31, 2013 and 2012: | |||||||||
December 31, | |||||||||
(in thousands) | 2013 | 2012 | |||||||
Accrued research and development expenses | $ | 2,324 | $ | 3,900 | |||||
Accrued consulting and other professional fees | 2,015 | 386 | |||||||
Employee benefits | 176 | 127 | |||||||
Accrued lease exit liability (refer to footnote 10) | 59 | 453 | |||||||
Other accrued liabilities | 606 | 321 | |||||||
Total accrued liabilities | $ | 5,180 | $ | 5,187 | |||||
Deferred_Revenue_Tables
Deferred Revenue (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Summary of Changes in Total Deferred Revenue | ' | ||||||||||||
The following is a summary of changes in total deferred revenue for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
(in thousands) | Balance at | Reductions | Balance at End | ||||||||||
Beginning of | from Licensing | of Year | |||||||||||
Year | Revenue | ||||||||||||
Recognized | |||||||||||||
Year ended: | |||||||||||||
December 31, 2013 | $ | 117,064 | $ | 26,789 | $ | 90,275 | |||||||
December 31, 2012 | 143,853 | 26,789 | 117,064 | ||||||||||
December 31, 2011 | 170,642 | 26,789 | 143,853 |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||||||
Summary of Minimum Annual Future Payments under Operating Leases | ' | ||||||||||||||||||||||||||||
The following is a summary of the minimum annual future payments under operating leases as of December 31, 2013: | |||||||||||||||||||||||||||||
Cash payments due by period | |||||||||||||||||||||||||||||
(in thousands) | Total | 2014 | 2015 | 2016 | 2017 | 2018 | After 2018 | ||||||||||||||||||||||
Operating leases | $ | 10,750 | $ | 1,111 | $ | 1,079 | $ | 1,106 | $ | 1,133 | $ | 1,162 | $ | 5,159 | |||||||||||||||
Summary of Lease Exit Activity | ' | ||||||||||||||||||||||||||||
The following is a summary of the Company’s lease exit activity: | |||||||||||||||||||||||||||||
(in thousands) | Balance at Beginning | Costs Incurred and | Costs Paid or | Balance at End | |||||||||||||||||||||||||
of Period | Charged to Expense | Otherwise Settled | of Period | ||||||||||||||||||||||||||
Year ended December 31, 2013 | $ | 453 | $ | (10 | ) | $ | 384 | $ | 59 | ||||||||||||||||||||
Year ended December 31, 2012 | 740 | 1,220 | 1,507 | 453 | |||||||||||||||||||||||||
Year ended December 31, 2011 | — | 740 | — | 740 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Summary of Current and Deferred Income Tax Provision (Benefit) | ' | ||||||||||||
The following is a summary of the Company’s current and deferred income tax provision (benefit) for years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
(in thousands) | 2013 | 2012 | 2011 | ||||||||||
Current income tax expense (benefit): | |||||||||||||
Federal | $ | — | $ | — | $ | (1,114 | ) | ||||||
State | — | — | (1,151 | ) | |||||||||
Deferred income tax expense (benefit): | |||||||||||||
Federal | — | — | 1,821 | ||||||||||
State | — | — | — | ||||||||||
Total income tax expense (benefit) | $ | — | $ | — | $ | (444 | ) | ||||||
Reconciliation Between Statutory Tax Rate and Effective Tax Rate | ' | ||||||||||||
The following is a reconciliation between the Company’s statutory tax rate and effective tax rate for the years ended December 31, 2013, 2012 and 2011: | |||||||||||||
Year Ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal tax at statutory rate | (34.0 | )% | (34.0 | )% | (34.0 | )% | |||||||
State taxes | (4.0 | )% | (3.3 | )% | (5.3 | )% | |||||||
Change in valuation allowance | 43.9 | % | 70.3 | % | 101.1 | % | |||||||
Research and development credit | (1.1 | )% | 0.8 | % | (4.6 | )% | |||||||
Orphan drug credit | (22.7 | )% | (30.3 | )% | (60.4 | )% | |||||||
Stock options | — | % | 1.4 | % | (0.2 | )% | |||||||
Section 162(m) limitation | 1.2 | % | — | % | — | % | |||||||
Tax rate change | (0.3 | )% | (7.0 | )% | — | % | |||||||
Change in Maryland NOL | 18.5 | % | — | % | — | % | |||||||
Other non-deductible items | (1.5 | )% | 2.1 | % | (0.9 | )% | |||||||
Effective tax rate | — | % | — | % | (4.3 | )% | |||||||
Components of Deferred Tax Assets, Net, and Related Valuation Allowance | ' | ||||||||||||
The following is a summary of the components of the Company’s deferred tax assets, net, and the related valuation allowance as of December 31, 2013 and 2012: | |||||||||||||
December 31, | |||||||||||||
(in thousands) | 2013 | 2012 | |||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carryforwards | $ | 48,206 | $ | 38,840 | |||||||||
Stock-based compensation | 17,626 | 17,348 | |||||||||||
Deferred revenue | 36,670 | 47,509 | |||||||||||
Accrued and deferred expenses | 566 | 522 | |||||||||||
Research and development and orphan drug credit carryforwards | 38,597 | 31,302 | |||||||||||
Depreciation and amortization, net | 110 | 28 | |||||||||||
Total deferred tax assets | 141,775 | 135,549 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Licensing agreements | (616 | ) | (2,273 | ) | |||||||||
Unrealized gain on available for sale securities | (9 | ) | (4 | ) | |||||||||
Total deferred tax liabilities | (625 | ) | (2,277 | ) | |||||||||
Deferred tax assets | 141,150 | 133,272 | |||||||||||
Valuation allowance | (141,150 | ) | (133,272 | ) | |||||||||
Net deferred tax assets | $ | — | $ | — | |||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Assets Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||
As of December 31, 2013, the Company held certain assets that are required to be measured at fair value on a recurring basis, as follows: | |||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
(in thousands) | December 31, | Quoted Prices in | Significant Other | Significant | |||||||||||||
2013 | Active markets for | Observable Inputs | Unobservable | ||||||||||||||
Identical Assets | (Level 2) | Inputs | |||||||||||||||
(Level 1) | (Level 3) | ||||||||||||||||
Description: | |||||||||||||||||
Available-for-sale securities | $ | 65,586 | $ | 31,566 | $ | 34,020 | $ | — | |||||||||
As of December 31, 2012, the Company held certain assets that are required to be measured at fair value on a recurring basis, as follows: | |||||||||||||||||
Fair Value Measurements at Reporting Date Using | |||||||||||||||||
(in thousands) | December 31, | Quoted Prices in | Significant Other | Significant | |||||||||||||
2012 | Active markets | Observable Inputs | Unobservable | ||||||||||||||
for Identical Assets | (Level 2) | Inputs | |||||||||||||||
(Level 1) | (Level 3) | ||||||||||||||||
Description: | |||||||||||||||||
Available-for-sale securities | $ | 31,631 | $ | 14,442 | $ | 17,189 | $ | — |
Restricted_Cash_Tables
Restricted Cash (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Summary of Restricted Cash Used to Collateralize Various Letters of Credit | ' | ||||||||
The following is a summary of the Company’s restricted cash used to collateralize various letters of credit as of December 31, 2013 and 2012: | |||||||||
December 31, | |||||||||
(in thousands) | 2013 | 2012 | |||||||
Current: | |||||||||
Rockville, Maryland office lease | $ | 430 | $ | 430 | |||||
Maryland Board of Pharmacy license | 100 | — | |||||||
Total current | $ | 530 | $ | 430 | |||||
Non-current: | |||||||||
Washington, D.C. office lease | $ | 500 | $ | 500 | |||||
Maryland Board of Pharmacy license | — | 100 | |||||||
Total non-current | $ | 500 | $ | 600 | |||||
Equity_Incentive_Plans_Tables
Equity Incentive Plans (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Summary of RSU Activity for 2006 Plan | ' | ||||||||||||||||
The following is a summary of RSU activity for the 2006 Plan for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||||||
(in thousands, except for share and per share amounts) | Number of | Weighted Average | |||||||||||||||
Shares | Grant Date Fair | ||||||||||||||||
Value | |||||||||||||||||
Unvested at December 31, 2010 | 359,563 | $ | 9.75 | ||||||||||||||
Granted | 283,000 | 5.39 | |||||||||||||||
Vested | (2,500 | ) | 0.8 | ||||||||||||||
Vested and unissued | (109,717 | ) | 9.74 | ||||||||||||||
Forfeited | (8,000 | ) | 9.57 | ||||||||||||||
Unvested at December 31, 2011 | 522,346 | 7.43 | |||||||||||||||
Granted | 245,000 | 3.28 | |||||||||||||||
Forfeited | (61,970 | ) | 7.64 | ||||||||||||||
Unvested at December 31, 2012 | 705,376 | 5.91 | |||||||||||||||
Granted | 400,500 | 10.29 | |||||||||||||||
Forfeited | (21,000 | ) | 6.41 | ||||||||||||||
Vested | (201,186 | ) | 6.71 | ||||||||||||||
Unvested at December 31, 2013 | 883,690 | 7.7 | |||||||||||||||
2004 Plan | ' | ||||||||||||||||
Summary of Option Activity Plan | ' | ||||||||||||||||
The following is a summary of option activity for the 2004 Plan for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||||||
(in thousands, except for share and per share amounts) | Number of | Weighted Average | Weighted Average | Aggregate | |||||||||||||
Shares | Exercise Price at | Remaining Term | Intrinsic Value | ||||||||||||||
Grant Date | (Years) | ||||||||||||||||
Outstanding at December 31, 2010 | 680,754 | $ | 1.77 | 4.77 | $ | 5,232 | |||||||||||
Exercised | (3,609 | ) | 0.33 | 22 | |||||||||||||
Outstanding at December 31, 2011 | 677,145 | 1.78 | 3.78 | 2,016 | |||||||||||||
Exercised | (5,000 | ) | 0.33 | 14 | |||||||||||||
Outstanding at December 31, 2012 | 672,145 | 1.79 | 2.78 | 1,512 | |||||||||||||
Expired | (115 | ) | 4.73 | ||||||||||||||
Exercised | (1,286 | ) | 3.67 | ||||||||||||||
Outstanding at December 31, 2013 | 670,744 | 1.79 | 1.78 | 7,124 | |||||||||||||
Exercisable at December 31, 2013 | 670,744 | 1.79 | 1.78 | 7,124 | |||||||||||||
2006 Plan | ' | ||||||||||||||||
Summary of Option Activity Plan | ' | ||||||||||||||||
The following is a summary of option activity for the 2006 Plan for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||||||
(in thousands, except for share and per share amounts) | Number of | Weighted Average | Weighted Average | Aggregate | |||||||||||||
Shares | Exercise Price at | Remaining Term | Intrinsic Value | ||||||||||||||
Grant Date | (Years) | ||||||||||||||||
Outstanding at December 31, 2010 | 3,324,790 | $ | 14.07 | 8.01 | $ | 3,426 | |||||||||||
Granted | 982,000 | 5.55 | |||||||||||||||
Forfeited | (26,764 | ) | 9.24 | ||||||||||||||
Expired | (15,369 | ) | 13.51 | ||||||||||||||
Exercised | (9,976 | ) | 2.38 | 37 | |||||||||||||
Outstanding at December 31, 2011 | 4,254,681 | 12.16 | 7.65 | 396 | |||||||||||||
Granted | 846,000 | 3.42 | |||||||||||||||
Forfeited | (149,091 | ) | 7.5 | ||||||||||||||
Expired | (76,103 | ) | 10.68 | ||||||||||||||
Exercised | (10,000 | ) | 1.02 | 22 | |||||||||||||
Outstanding at December 31, 2012 | 4,865,487 | 10.83 | 7.15 | 634 | |||||||||||||
Granted | 1,245,500 | 10.18 | |||||||||||||||
Forfeited | (54,226 | ) | 6.14 | ||||||||||||||
Expired | (259,295 | ) | 10.65 | ||||||||||||||
Exercised | (263,848 | ) | 5.86 | 1,545 | |||||||||||||
Outstanding at December 31, 2013 | 5,533,618 | 10.98 | 6.93 | 21,264 | |||||||||||||
Exercisable at December 31, 2013 | 3,411,214 | 12.9 | 5.58 | 11,673 | |||||||||||||
Expected to vest at December 31, 2013 | 2,025,061 | 7.83 | 9.07 | 9,291 | |||||||||||||
Quarterly_Financial_Data_unaud1
Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Data | ' | ||||||||||||||||
(in thousands, except for per share amounts) | First | Second | Third | Fourth | |||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
2013 | |||||||||||||||||
Revenue | $ | 8,068 | $ | 8,319 | $ | 8,709 | $ | 8,783 | |||||||||
Loss from operations | (4,219 | ) | (3,109 | ) | (5,405 | ) | (7,667 | ) | |||||||||
Net loss | (4,173 | ) | (3,079 | ) | (5,380 | ) | (7,623 | ) | |||||||||
Net loss per share: | |||||||||||||||||
Basic | $ | (0.15 | ) | $ | (0.11 | ) | $ | (0.17 | ) | $ | (0.23 | ) | |||||
Diluted | $ | (0.15 | ) | $ | (0.11 | ) | $ | (0.17 | ) | $ | (0.23 | ) | |||||
2012 | |||||||||||||||||
Revenue | $ | 8,141 | $ | 8,378 | $ | 8,288 | $ | 7,920 | |||||||||
Loss from operations | (8,317 | ) | (8,085 | ) | (5,395 | ) | (6,428 | ) | |||||||||
Net loss | (7,962 | ) | (8,007 | ) | (5,326 | ) | (6,369 | ) | |||||||||
Net loss per share: | |||||||||||||||||
Basic | $ | (0.28 | ) | $ | (0.28 | ) | $ | (0.19 | ) | $ | (0.23 | ) | |||||
Diluted | $ | (0.28 | ) | $ | (0.28 | ) | $ | (0.19 | ) | $ | (0.23 | ) |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | |
In Millions, unless otherwise specified | 31-May-09 | Dec. 31, 2013 | Dec. 31, 2009 |
Segment | |||
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' |
Payment for original sublicense agreement | $12 | ' | ' |
Hatch-Waxman Extension | ' | '5 years | ' |
Upfront payment received under Fanapt sublicense agreement from Novartis | ' | ' | $200 |
Number of business segment | ' | 1 | ' |
Total_Employee_StockBased_Comp
Total Employee Stock-Based Compensation Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total employee stock-based compensation expense | $4,477 | $4,074 | $5,486 |
Research and development | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total employee stock-based compensation expense | 1,727 | 1,356 | 2,450 |
General and administrative | ' | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' |
Total employee stock-based compensation expense | $2,750 | $2,718 | $3,036 |
BlackScholesMerton_Option_Pric
Black-Scholes-Merton Option Pricing Model for Employee and Director Stock Options Granted (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share Based Payment Award Stock Options Valuation Assumptions [Line Items] | ' | ' | ' |
Expected dividend yield | ' | ' | ' |
Weighted average expected volatility | 65.00% | 68.00% | 71.00% |
Weighted average expected term (years) | '6 years 11 days | '6 years 11 days | '6 years 11 days |
Weighted average risk-free rate | 1.59% | 0.94% | 1.45% |
Weighted average fair value | $6.10 | $2.08 | $3.50 |
Basic_and_Diluted_Net_Loss_Per
Basic and Diluted Net Loss Per Share of Common Stock (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Numerator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net loss | ($7,623) | ($5,380) | ($3,079) | ($4,173) | ($6,369) | ($5,326) | ($8,007) | ($7,962) | ($20,255) | ($27,664) | ($9,802) |
Denominator: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average shares of common stock outstanding, basic | ' | ' | ' | ' | ' | ' | ' | ' | 30,351,353 | 28,228,409 | 28,106,831 |
Stock options and restricted stock units related to the issuance of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average shares of common stock outstanding, diluted | ' | ' | ' | ' | ' | ' | ' | ' | 30,351,353 | 28,228,409 | 28,106,831 |
Net income (loss) per share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | ($0.23) | ($0.17) | ($0.11) | ($0.15) | ($0.23) | ($0.19) | ($0.28) | ($0.28) | ($0.67) | ($0.98) | ($0.35) |
Diluted | ($0.23) | ($0.17) | ($0.11) | ($0.15) | ($0.23) | ($0.19) | ($0.28) | ($0.28) | ($0.67) | ($0.98) | ($0.35) |
Anti-dilutive securities excluded from calculations of diluted net loss per share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Options to purchase common stock and restricted stock units | ' | ' | ' | ' | ' | ' | ' | ' | 4,444,912 | 5,219,183 | 4,559,432 |
Summary_of_AvailableForSale_Ma
Summary of Available-For-Sale Marketable Securities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Fair Market Value | $65,586 | $31,631 |
Current Investment | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 65,565 | 31,621 |
Gross Unrealized Gains | 27 | 10 |
Gross Unrealized Losses | -6 | ' |
Fair Market Value | 65,586 | 31,631 |
Current Investment | U.S. Treasury and government agencies | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 31,557 | 14,439 |
Gross Unrealized Gains | 9 | 3 |
Fair Market Value | 31,566 | 14,442 |
Current Investment | Corporate debt | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 34,008 | 17,182 |
Gross Unrealized Gains | 18 | 7 |
Gross Unrealized Losses | -6 | ' |
Fair Market Value | $34,020 | $17,189 |
Summary_of_Prepaid_Expenses_an
Summary of Prepaid Expenses and Other Current Assets (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Prepaid Expenses And Other Current Assets [Line Items] | ' | ' |
Prepaid insurance | $167 | $155 |
Other prepaid expenses and vendor advances | 2,408 | 3,536 |
Accrued interest income | 128 | 276 |
Total prepaid expenses and other current assets | $2,703 | $3,967 |
Summary_of_Property_and_Equipm
Summary of Property and Equipment-at Cost (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment, gross | $3,447 | $3,166 |
Less-accumulated depreciation and amortization | -1,249 | -818 |
Property and equipment, net | 2,198 | 2,348 |
Computer equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Life (Years) | '3 years | ' |
Property and equipment, gross | 983 | 768 |
Furniture and fixtures | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Life (Years) | '7 years | ' |
Property and equipment, gross | 580 | 572 |
Leasehold improvements | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Leasehold improvements | '11 years | ' |
Property and equipment, gross | $1,884 | $1,826 |
Property_and_Equipment_Additio
Property and Equipment - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Depreciation and amortization of property and equipment | $432 | $633 | $469 |
Summary_of_Intangible_Assets_D
Summary of Intangible Assets (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Estimated Useful Life (Years) | '8 years | '8 years |
Gross Carrying Amount | $12,000 | $12,000 |
Accumulated Amortization | 6,963 | 5,468 |
Net Carrying Amount | $5,037 | $6,532 |
Intangible_Asset_Additional_In
Intangible Asset - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2009 | |
Fanapt | ||||
Finite-Lived Intangible Assets [Line Items] | ' | ' | ' | ' |
Payment for original sublicense agreement | ' | ' | ' | $12,000,000 |
Amortization of intangible asset | $1,495,000 | $1,495,000 | $1,495,000 | ' |
Schedule_of_Future_Intangible_
Schedule of Future Intangible Asset Amortization (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Schedule Of Estimated Future Amortization Expense [Line Items] | ' | ' |
Net Carrying Amount | $5,037 | $6,532 |
2014 | 1,495 | ' |
2015 | 1,495 | ' |
2016 | 1,495 | ' |
2017 | $552 | ' |
Summary_of_Accrued_Liabilities
Summary of Accrued Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Accrued Liabilities [Line Items] | ' | ' | ' |
Accrued research and development expenses | $2,324 | $3,900 | ' |
Accrued consulting and other professional fees | 2,015 | 386 | ' |
Employee benefits | 176 | 127 | ' |
Accrued lease exit liability (refer to footnote 10) | 59 | 453 | 740 |
Other accrued liabilities | 606 | 321 | ' |
Total accrued liabilities | $5,180 | $5,187 | ' |
Summary_of_Changes_in_Total_De
Summary of Changes in Total Deferred Revenue (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Deferred Revenue Arrangement [Line Items] | ' | ' | ' |
Balance at Beginning of Period | $117,064 | $143,853 | $170,642 |
Reduction from Licensing Revenue Recognized | 26,789 | 26,789 | 26,789 |
Balance at End of Period | $90,275 | $117,064 | $143,853 |
Deferred_Revenue_Additional_In
Deferred Revenue - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2009 | |
Fanapt | ||||
Deferred Revenue Arrangement [Line Items] | ' | ' | ' | ' |
Upfront payment received | ' | ' | ' | $200,000,000 |
Licensing agreement | $26,789,000 | $26,789,000 | $26,789,000 | ' |
Hatch-Waxman Extension | '5 years | ' | ' | ' |
Hatch-Waxman Pediatric Extension | '6 months | ' | ' | ' |
Summary_of_Minimum_Annual_Futu
Summary of Minimum Annual Future Payments Under Operating Leases (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Operating Leased Assets [Line Items] | ' |
Operating leases, Cash payments due by period, Total | $10,750 |
Operating leases, Cash payments due by period, 2014 | 1,111 |
Operating leases, Cash payments due by period, 2015 | 1,079 |
Operating leases, Cash payments due by period, 2016 | 1,106 |
Operating leases, Cash payments due by period, 2017 | 1,133 |
Operating leases, Cash payments due by period, 2018 | 1,162 |
Operating leases, Cash payments due by period, After 2018 | $5,159 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
sqft | |||
Operating leases | ' | ' | ' |
Total area of Vanda's current headquarters in sq ft | ' | ' | 21,400 |
Allowance for tenant improvements | ' | $1.90 | ' |
Lease termination penalty expense, Rockville | ' | ' | -0.7 |
Rent expense | 1.1 | 2 | 2.1 |
Washington DC Lease | ' | ' | ' |
Operating leases | ' | ' | ' |
Lease expiration date | 30-Jun-13 | ' | ' |
Office space in Washington, D.C., operating lease termination year | '2023 | ' | ' |
Renewal term of Lease agreement for Vanda's current headquarters | ' | ' | '5 years |
Rockville Lease | ' | ' | ' |
Operating leases | ' | ' | ' |
Rent expense | ' | 0.8 | ' |
Lease exit liability component | ' | 1.3 | ' |
Reversal of deferred rent liability component | ' | -0.5 | ' |
Rockville Lease | Research and development | ' | ' | ' |
Operating leases | ' | ' | ' |
Lease termination penalty expense, Rockville | ' | ' | 0.6 |
Rent expense | ' | 0.6 | ' |
Rockville Lease | General and Administrative Expense | ' | ' | ' |
Operating leases | ' | ' | ' |
Lease termination penalty expense, Rockville | ' | ' | 0.1 |
Rent expense | ' | $0.20 | ' |
Summary_of_Lease_Exit_Activity
Summary of Lease Exit Activity (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Restructuring Reserve Disclosures [Abstract] | ' | ' | ' |
Balance at Beginning of Period | $453 | $740 | ' |
Costs Incurred and Charged to Expense | -10 | 1,220 | 740 |
Costs Paid or Otherwise Settled | 384 | 1,507 | ' |
Balance at End of Period | $59 | $453 | $740 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Textual 1 - Consulting Agreement) - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Consulting Fees | ' | ' | ' |
HETLIOZ milestone payment made to consultant based on FDA acceptance of NDA | $28,190,000 | $45,446,000 | $28,996,000 |
Consulting Agreement | ' | ' | ' |
Consulting Fees | ' | ' | ' |
HETLIOZ milestone payment made to consultant based on FDA acceptance of NDA | 500,000 | ' | ' |
Future obligation to make HETLIOZ milestone payment based on FDA approval of NDA | $2,000,000 | ' | ' |
Commitments_and_Contingencies_3
Commitments and Contingencies (Textual 2 - HETLIOZ) - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | |||
In Millions, unless otherwise specified | Jul. 31, 2013 | Dec. 31, 2004 | Dec. 31, 2013 | Dec. 31, 2004 | Dec. 31, 2004 |
License Agreement | Hetlioz | Hetlioz | |||
Maximum | License Agreement | ||||
HETLIOZ | ' | ' | ' | ' | ' |
Milestone payment under license agreement | $3 | $0.50 | $1 | ' | ' |
Possible future milestone payments | ' | ' | ' | 37 | 8 |
Possible future milestone payment in the event HETLIOZ reaches a certain agreed upon sales threshold | ' | $25 | ' | ' | ' |
Future percentage of royalty payments based net sales of HETLIOZ | ' | 'Low teens | ' | ' | ' |
Percentage of future sublicense fees payable to BMS | ' | 'Mid-twenties | ' | ' | ' |
Commitments_and_Contingencies_4
Commitments and Contingencies (Textual 3 - Fanapt) - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | |||
In Millions, unless otherwise specified | Jul. 31, 2013 | Dec. 31, 2004 | Dec. 31, 2009 | Dec. 31, 2004 | Dec. 31, 2004 |
Fanapt | Fanapt | Fanapt | |||
Maximum | |||||
Fanapt | ' | ' | ' | ' | ' |
Milestone payment under license agreement | $3 | $0.50 | $12 | $0.50 | ' |
Possible future Fanapt maximum milestone payments to Novartis | ' | ' | ' | ' | 100 |
Future royalty payments to Novartis based on sales | ' | 'Low teens | ' | 'Mid-twenties | ' |
Upfront payment received | ' | ' | 200 | ' | ' |
Potential future maximum milestone payments from Novartis | ' | ' | $265 | ' | ' |
Commitments_and_Contingencies_5
Commitments and Contingencies (Textual 4 - VLY 686) - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Jul. 31, 2013 | Dec. 31, 2004 | Dec. 31, 2012 | Dec. 31, 2012 |
VLY 686 | VLY 686 | |||
License Agreement | ||||
VLY-686 | ' | ' | ' | ' |
Milestone payment under license agreement | $3 | $0.50 | $1 | ' |
Possible future royalties to Lilly on net sales | ' | 'Low teens | 'Low double digits | ' |
Possible future payments to Lilly based on achievement of VLY - 686 pre-NDA approval milestones | ' | ' | $4 | $95 |
Commitments_and_Contingencies_6
Commitments and Contingencies (Textual 5 - Future Milestone Payments) - Additional Information (Detail) (USD $) | Dec. 31, 2013 |
Future milestone payments | ' |
Liabilities recorded, future license payments | $0 |
Liabilities recorded, contractual obligations relating to the license agreements | $0 |
Commitments_and_Contingencies_7
Commitments and Contingencies (Textual 6 - Agreements) - Additional Information (Detail) (Maximum) | 12 Months Ended |
Dec. 31, 2013 | |
Maximum | ' |
Agreements | ' |
Clinical services agreement notice period for termination | '60 days |
Summary_of_Current_and_Deferre
Summary of Current and Deferred Income Tax Provision (Benefit) (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current income tax expense (benefit): | ' | ' | ' |
Federal | ' | ' | ($1,114) |
State | ' | ' | -1,151 |
Deferred income tax expense (benefit): | ' | ' | ' |
Federal | ' | ' | 1,821 |
State | ' | ' | ' |
Total income tax expense (benefit) | ' | ' | ($444) |
Reconciliation_Between_Statuto
Reconciliation Between Statutory Tax Rate and Effective Tax Rate (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Tax Rate Reconciliation [Line Items] | ' | ' | ' |
Federal tax at statutory rate | -34.00% | -34.00% | -34.00% |
State taxes | -4.00% | -3.30% | -5.30% |
Change in valuation allowance | 43.90% | 70.30% | 101.10% |
Research and development credit | -1.10% | 0.80% | -4.60% |
Orphan drug credit | -22.70% | -30.30% | -60.40% |
Stock options | ' | 1.40% | -0.20% |
Section 162(m) limitation | 1.20% | ' | ' |
Tax rate change | -0.30% | -7.00% | ' |
Other non-deductible items | -1.50% | 2.10% | -0.90% |
Effective tax rate | ' | ' | -4.30% |
Maryland | ' | ' | ' |
Income Tax Rate Reconciliation [Line Items] | ' | ' | ' |
Change in valuation allowance | 18.50% | ' | ' |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Taxes [Line Items] | ' | ' | ' |
Deductible expenses resulting from change in tax accounting method approved by IRS | ' | ' | $53,800,000 |
Tax benefit recorded | ' | ' | -444,000 |
Increase (decrease) in tax valuation allowance, net | 7,900,000 | 19,400,000 | 10,300,000 |
Net operating loss carryforwards beginning expiration year | '2028 | ' | ' |
Carryforward credits beginning expiration year | '2024 | ' | ' |
Federal | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Operating loss carryforwards, net | 130,600,000 | ' | ' |
State | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Operating loss carryforwards, net | 140,200,000 | ' | ' |
Operating loss carryforwards, excess windfall benefits generated from stock options | 1,300,000 | ' | ' |
Research and development | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Tax credits carryforwards | 6,400,000 | ' | ' |
Orphan Drug | ' | ' | ' |
Income Taxes [Line Items] | ' | ' | ' |
Tax credits carryforwards | $32,200,000 | ' | ' |
Components_of_Deferred_Tax_Ass
Components of Deferred Tax Assets, Net and Related Valuation Allowance (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ' | ' |
Net operating loss carryforwards | $48,206 | $38,840 |
Stock-based compensation | 17,626 | 17,348 |
Deferred revenue | 36,670 | 47,509 |
Accrued and deferred expenses | 566 | 522 |
Research and development and orphan drug credit carryforwards | 38,597 | 31,302 |
Depreciation and amortization, net | 110 | 28 |
Total deferred tax assets | 141,775 | 135,549 |
Deferred tax liabilities: | ' | ' |
Licensing agreements | -616 | -2,273 |
Unrealized gain on available for sale securities | -9 | -4 |
Total deferred tax liabilities | -625 | -2,277 |
Deferred tax assets | 141,150 | 133,272 |
Valuation allowance | -141,150 | -133,272 |
Net deferred tax assets | ' | ' |
Assets_Measured_at_Fair_Value_
Assets Measured at Fair Value on Recurring Basis (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Available-for-sale securities | $65,586 | $31,631 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Available-for-sale securities | 31,566 | 14,442 |
Significant Other Observable Inputs (Level 2) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Available-for-sale securities | $34,020 | $17,189 |
Summary_of_Restricted_Cash_Use
Summary of Restricted Cash Used to Collateralize Various Letters of Credit (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | |||
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' | ' |
Restricted cash, current | $530 | $430 | $430 |
Restricted cash, non-current | 500 | 600 | 600 |
Office Lease | Rockville, Maryland | ' | ' | ' |
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' | ' |
Restricted cash, current | 430 | ' | 430 |
Office Lease | Washington, D.C. | ' | ' | ' |
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' | ' |
Restricted cash, non-current | 500 | ' | 500 |
Board of Pharmacy license | Maryland | ' | ' | ' |
Restricted Cash and Cash Equivalents Items [Line Items] | ' | ' | ' |
Restricted cash, current | 100 | ' | ' |
Restricted cash, non-current | ' | ' | $100 |
Public_Offering_of_Common_Stoc1
Public Offering of Common Stock - Additional Information (Detail) (USD $) | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 |
Stockholders Equity Note [Line Items] | ' |
Public common stock offering, shares | 4,680,000 |
Common stock offering price, per share | $11.14 |
Net cash proceeds from public common stock offering | $48,505 |
Equity_Incentive_Plans_Textual
Equity Incentive Plans (Textual 1 - Equity Incentive Plan) - Additional Information (Detail) | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2013 |
EquityPlan | 2004 Plan | 2004 Plan | 2004 Plan | 2004 Plan | 2006 Plan | 2006 Plan | 2006 Plan | 2006 Plan | 2006 Plan | 2006 Plan | |
Outstanding options and RSUs granted (RSUs) | 1-Jan-14 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of equity incentive plans | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding options granted | ' | 670,744 | 672,145 | 677,145 | 680,754 | 5,533,618 | 4,865,487 | 4,254,681 | 3,324,790 | ' | ' |
Common stock reserved for issuance | ' | ' | ' | ' | ' | 8,995,930 | ' | ' | ' | ' | 10,329,472 |
Shares subject to outstanding options and RSUs | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,417,308 | ' |
Shares available for future grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,029,399 | ' |
Increase each January 1 in the number of shares reserved under 2006 Plan as a percentage of common stock outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.00% |
Minimum increase each January 1 in the number of shares reserved | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 |
Increase in number of shares reserved and available for future grant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,333,542 |
Equity_Incentive_Plans_Textual1
Equity Incentive Plans (Textual 2 Stock Option) - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Share based compensation option awards contractual term | '10 years | ' | ' |
Portion of initial stock options granted to employees that vests on employee's first anniversary | 25.00% | ' | ' |
Portion of initial stock options granted to employees that vests ratably over three years after completion of first year of service | 75.00% | ' | ' |
Option awards vesting period, after completion of one year of service | '3 years | ' | ' |
Vesting period | '4 years | ' | ' |
Vesting period for initial stock options granted to directors | '4 years | ' | ' |
Vesting period for subsequent stock options granted to directors | '1 year | ' | ' |
Proceeds from the exercise of stock options | $1,550,000 | $12,000 | $25,000 |
2004 Plan | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Expected to vest at December 31, 2013 | 0 | ' | ' |
Service option awards | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' |
Unrecognized compensation expenses | $7,300,000 | ' | ' |
Unrecognized compensation expenses, weighted average period | '2 years | ' | ' |
Summary_of_Option_Activity_for
Summary of Option Activity for 2004 Plan (Detail) (2004 Plan, USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
2004 Plan | ' | ' | ' | ' |
Number of Shares | ' | ' | ' | ' |
Beginning balance | 672,145 | 677,145 | 680,754 | ' |
Expired | -115 | ' | ' | ' |
Exercised | -1,286 | -5,000 | -3,609 | ' |
Ending balance | 670,744 | 672,145 | 677,145 | 680,754 |
Exercisable | 670,744 | ' | ' | ' |
Weighted Average Exercise Price at Grant Date | ' | ' | ' | ' |
Beginning balance | $1.79 | $1.78 | $1.77 | ' |
Expired | $4.73 | ' | ' | ' |
Exercised | $3.67 | $0.33 | $0.33 | ' |
Ending balance | $1.79 | $1.79 | $1.78 | $1.77 |
Exercisable | $1.79 | ' | ' | ' |
Weighted Average Remaining Term (Years) | ' | ' | ' | ' |
Weighted Average Remaining Term | '1 year 9 months 11 days | '2 years 9 months 11 days | '3 years 9 months 11 days | '4 years 9 months 7 days |
Exercisable | '1 year 9 months 11 days | ' | ' | ' |
Aggregate Intrinsic Value | ' | ' | ' | ' |
Beginning balance | $1,512 | $2,016 | $5,232 | ' |
Exercised | ' | 14 | 22 | ' |
Ending balance | 7,124 | 1,512 | 2,016 | 5,232 |
Exercisable | $7,124 | ' | ' | ' |
Summary_of_Option_Activity_for1
Summary of Option Activity for 2006 Plan (Detail) (2006 Plan, USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
2006 Plan | ' | ' | ' | ' |
Number of Shares | ' | ' | ' | ' |
Beginning balance | 4,865,487 | 4,254,681 | 3,324,790 | ' |
Granted | 1,245,500 | 846,000 | 982,000 | ' |
Forfeited | -54,226 | -149,091 | -26,764 | ' |
Expired | -259,295 | -76,103 | -15,369 | ' |
Exercised | -263,848 | -10,000 | -9,976 | ' |
Ending balance | 5,533,618 | 4,865,487 | 4,254,681 | 3,324,790 |
Exercisable | 3,411,214 | ' | ' | ' |
Expected to vest at December 31, 2013 | 2,025,061 | ' | ' | ' |
Weighted Average Exercise Price at Grant Date | ' | ' | ' | ' |
Beginning balance | $10.83 | $12.16 | $14.07 | ' |
Granted | $10.18 | $3.42 | $5.55 | ' |
Forfeited | $6.14 | $7.50 | $9.24 | ' |
Expired | $10.65 | $10.68 | $13.51 | ' |
Exercised | $5.86 | $1.02 | $2.38 | ' |
Ending balance | $10.98 | $10.83 | $12.16 | $14.07 |
Exercisable | $12.90 | ' | ' | ' |
Expected to vest at December 31, 2013 | $7.83 | ' | ' | ' |
Weighted Average Remaining Term (Years) | ' | ' | ' | ' |
Weighted Average Remaining Term | '6 years 11 months 5 days | '7 years 1 month 24 days | '7 years 7 months 24 days | '8 years 4 days |
Exercisable | '5 years 6 months 29 days | ' | ' | ' |
Expected to vest at December 31, 2013 | '9 years 26 days | ' | ' | ' |
Aggregate Intrinsic Value | ' | ' | ' | ' |
Beginning balance | $634 | $396 | $3,426 | ' |
Exercised | 1,545 | 22 | 37 | ' |
Ending balance | 21,264 | 634 | 396 | 3,426 |
Exercisable | 11,673 | ' | ' | ' |
Expected to vest at December 31, 2013 | $9,291 | ' | ' | ' |
Equity_Incentive_Plans_Textual2
Equity Incentive Plans (Textual 3 RSU) - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Vesting period of RSU awards in equal installments | '4 years | ' |
Fair value of common stock vested | 1,300,000 | ' |
Common shares received in payment of payroll taxes (shares) | 49,520 | ' |
Tax obligations paid in connection with settlement of restricted stock units | 196,000 | ' |
2006 Plan | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Fair value of common stock vested, shares | 201,186 | 2,500 |
Service Restricted Stock Units | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Unrecognized compensation costs related to unvested awards, weighted average period | '2 years 2 months 12 days | ' |
Unrecognized compensation expenses related to unvested RSUs | 5,400,000 | ' |
Summary_of_RSU_Activity_for_20
Summary of RSU Activity for 2006 Plan (Detail) (2006 Plan, USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
2006 Plan | ' | ' | ' |
Number of Shares Unvested | ' | ' | ' |
Beginning balance | 705,376 | 522,346 | 359,563 |
Granted | 400,500 | 245,000 | 283,000 |
Vested | -201,186 | ' | -2,500 |
Vested and unissued | ' | ' | -109,717 |
Forfeited | -21,000 | -61,970 | -8,000 |
Ending balance | 883,690 | 705,376 | 522,346 |
Weighted Average Price/Share Unvested | ' | ' | ' |
Beginning balance | $5.91 | $7.43 | $9.75 |
Granted | $10.29 | $3.28 | $5.39 |
Vested | $6.71 | ' | $0.80 |
Vested and unissued | ' | ' | $9.74 |
Forfeited | $6.41 | $7.64 | $9.57 |
Ending balance | $7.70 | $5.91 | $7.43 |
Employee_Benefit_Plan_Addition
Employee Benefit Plan - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Employee Benefit Plan [Line Items] | ' | ' | ' |
Defined contribution plan employer matching percent | 50.00% | ' | ' |
Defined contribution plan maximum employee contribution percent | 6.00% | ' | ' |
Defined contribution plan vesting period | '4 years | ' | ' |
Defined contribution plan matching amount | $0.20 | $0.10 | $0.10 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||
31-May-09 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | |
Scenario, Forecast | Scenario, Forecast | Scenario, Forecast | Scenario, Forecast | Previously Expected To Recognize | Previously Expected To Recognize | Previously Expected To Recognize | Previously Expected To Recognize | Subsequent Event | Subsequent Event | |||||
Consulting Fees | ||||||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone payments under license argreement | $12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8,000,000 | ' |
Milestone payments under regulatory consulting agreement | ' | 28,190,000 | 45,446,000 | 28,996,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 |
2014 | ' | 1,495,000 | ' | ' | ' | ' | ' | 1,700,000 | ' | ' | ' | ' | ' | ' |
2015 | ' | 1,495,000 | ' | ' | ' | ' | ' | 1,700,000 | ' | ' | ' | ' | ' | ' |
2016 | ' | 1,495,000 | ' | ' | ' | ' | ' | 1,600,000 | ' | ' | ' | ' | ' | ' |
2017 | ' | 552,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Revenue | ' | $26,789,000 | $26,789,000 | $26,789,000 | $28,500,000 | $31,100,000 | $30,700,000 | ' | $9,900,000 | $26,800,000 | $26,800,000 | $26,800,000 | ' | ' |
Quarterly_Financial_Data_Detai
Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Data [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue | $8,783 | $8,709 | $8,319 | $8,068 | $7,920 | $8,288 | $8,378 | $8,141 | $33,879 | $32,727 | $31,270 |
Loss from operations | -7,667 | -5,405 | -3,109 | -4,219 | -6,428 | -5,395 | -8,085 | -8,317 | -20,400 | -28,225 | -10,707 |
Net loss | ($7,623) | ($5,380) | ($3,079) | ($4,173) | ($6,369) | ($5,326) | ($8,007) | ($7,962) | ($20,255) | ($27,664) | ($9,802) |
Net loss per share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | ($0.23) | ($0.17) | ($0.11) | ($0.15) | ($0.23) | ($0.19) | ($0.28) | ($0.28) | ($0.67) | ($0.98) | ($0.35) |
Diluted | ($0.23) | ($0.17) | ($0.11) | ($0.15) | ($0.23) | ($0.19) | ($0.28) | ($0.28) | ($0.67) | ($0.98) | ($0.35) |