Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Nov. 01, 2013 | |
Document And Entity Information [Abstract] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-13 | ' |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Entity Registrant Name | 'INTREXON CORP | ' |
Entity Central Index Key | '0001356090 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Non-accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 96,992,159 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets | ' | ' |
Cash and cash equivalents | $61,222 | $10,403 |
Short-term investments | 136,672 | 260 |
Receivables | ' | ' |
Trade | 195 | 141 |
Related parties | 4,538 | 531 |
Other | 616 | 35 |
Prepaid expenses and other | 2,992 | 2,163 |
Total current assets | 206,235 | 13,533 |
Long-term investments | 81,109 | ' |
Property, plant and equipment, net | 17,020 | 18,687 |
Intangible assets, net | 42,263 | 29,506 |
Goodwill | 13,846 | 0 |
Investment in affiliate | 5,000 | 5,726 |
Other assets | 1,158 | 1,078 |
Total assets | 474,198 | 151,646 |
Current liabilities | ' | ' |
Accounts payable | 949 | 632 |
Accrued compensation and benefits | 3,693 | 3,766 |
Other accrued liabilities | 2,299 | 2,208 |
Deferred revenue | 7,398 | 9,963 |
Capital lease obligations, current | 33 | 49 |
Current portion of long term debt | 211 | ' |
Related party payables | 5,134 | 99 |
Total current liabilities | 19,717 | 16,717 |
Capital lease obligations, net of current portion | 16 | 42 |
Long term debt, net of current portion | 2,305 | ' |
Deferred revenue | 59,994 | 48,673 |
Other long term liabilities | 958 | 1,108 |
Total liabilities | 82,990 | 66,540 |
Commitments and contingencies (Note 13) | ' | ' |
Total equity (deficit) | ' | ' |
Common stock, no par value, 200,000,000 shares and 160,000,000 shares authorized as of September 30, 2013 and December 31, 2012, respectively; 96,987,495 and 5,661,525 shares issued and outstanding as of September 30, 2013 and December 31, 2012, respectively | ' | ' |
Additional paid-in capital | 741,315 | ' |
Accumulated deficit | -364,210 | -321,553 |
Accumulated other comprehensive income | 28 | ' |
Total Intrexon shareholders' equity (deficit) | 377,133 | -321,553 |
Noncontrolling interest | 14,075 | ' |
Total equity (deficit) | 391,208 | -321,553 |
Total liabilities, redeemable convertible preferred stock and total equity (deficit) | 474,198 | 151,646 |
Collaborative Partner Securities [Member] | ' | ' |
Receivables | ' | ' |
Equity securities | 107,567 | 83,116 |
Series A Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | 1,358 |
Series B Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | 669 |
Series B-1 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | 1,360 |
Series C Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | 7,134 |
Series C-1 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | 34,201 |
Series C-2 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | 44,512 |
Series C-3 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | 29,770 |
Series D Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | 76,252 |
Series E Redeemable Convertible Preferred Stock [Member] | ' | ' |
Current liabilities | ' | ' |
Redeemable convertible preferred stock | ' | $211,403 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Common stock, par value | ' | ' |
Common stock, authorized | 200,000,000 | 160,000,000 |
Common stock, issued | 96,987,495 | 5,661,525 |
Common stock, outstanding | 96,987,495 | 5,661,525 |
Series A Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $1.21 | $1.21 |
Liquidation preference | $0 | $1,406 |
Redeemable convertible preferred stock, authorized | 0 | 705,400 |
Redeemable convertible preferred stock, issued | 0 | 705,400 |
Redeemable convertible preferred stock, outstanding | 0 | 705,400 |
Series B Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $0.72 | $0.72 |
Liquidation preference | 0 | 709 |
Redeemable convertible preferred stock, authorized | 0 | 694,000 |
Redeemable convertible preferred stock, issued | 0 | 694,000 |
Redeemable convertible preferred stock, outstanding | 0 | 694,000 |
Series B-1 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $0.83 | $0.83 |
Liquidation preference | 0 | 1,380 |
Redeemable convertible preferred stock, authorized | 0 | 1,212,360 |
Redeemable convertible preferred stock, issued | 0 | 1,212,360 |
Redeemable convertible preferred stock, outstanding | 0 | 1,212,360 |
Series C Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $1.10 | $1.10 |
Liquidation preference | 0 | 7,162 |
Redeemable convertible preferred stock, authorized | 0 | 4,546,360 |
Redeemable convertible preferred stock, issued | 0 | 4,546,360 |
Redeemable convertible preferred stock, outstanding | 0 | 4,546,360 |
Series C-1 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $1.57 | $1.57 |
Liquidation preference | 0 | 34,222 |
Redeemable convertible preferred stock, authorized | 0 | 15,934,528 |
Redeemable convertible preferred stock, issued | 0 | 15,934,528 |
Redeemable convertible preferred stock, outstanding | 0 | 15,934,528 |
Series C-2 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $1.88 | $1.88 |
Liquidation preference | 0 | 44,614 |
Redeemable convertible preferred stock, authorized | 0 | 18,617,020 |
Redeemable convertible preferred stock, issued | 0 | 18,617,020 |
Redeemable convertible preferred stock, outstanding | 0 | 18,617,020 |
Series C-3 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $1.88 | $1.88 |
Liquidation preference | 0 | 29,819 |
Redeemable convertible preferred stock, authorized | 0 | 13,297,872 |
Redeemable convertible preferred stock, issued | 0 | 13,297,872 |
Redeemable convertible preferred stock, outstanding | 0 | 13,297,872 |
Series D Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $3.38 | $3.38 |
Liquidation preference | 0 | 76,347 |
Redeemable convertible preferred stock, authorized | 0 | 19,803,685 |
Redeemable convertible preferred stock, issued | 0 | 19,803,685 |
Redeemable convertible preferred stock, outstanding | 0 | 19,803,685 |
Series E Redeemable Convertible Preferred Stock [Member] | ' | ' |
Redeemable convertible preferred stock, par value | ' | ' |
Redeemable convertible preferred stock, stated value | $5.25 | $5.25 |
Liquidation preference | $0 | $214,086 |
Redeemable convertible preferred stock, authorized | 0 | 38,095,239 |
Redeemable convertible preferred stock, issued | 0 | 38,095,239 |
Redeemable convertible preferred stock, outstanding | 0 | 38,095,239 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenues | ' | ' | ' | ' |
Collaboration revenues | $6,028 | $2,904 | $16,566 | $7,163 |
Other revenues | 105 | 21 | 324 | 106 |
Total revenues | 6,133 | 2,925 | 16,890 | 7,269 |
Operating Expenses | ' | ' | ' | ' |
Research and development | 10,763 | 14,364 | 35,867 | 50,984 |
General and administrative | 7,407 | 5,046 | 21,320 | 19,139 |
Total operating expenses | 18,170 | 19,410 | 57,187 | 70,123 |
Operating loss | -12,037 | -16,485 | -40,297 | -62,854 |
Other Income (Expense) | ' | ' | ' | ' |
Unrealized appreciation (depreciation) in fair value of equity securities | 27,339 | -3,940 | 5,704 | 12,031 |
Gain on previously held equity investment | ' | ' | 7,415 | ' |
Interest expense | -6 | -17 | -31 | -42 |
Investment income | 38 | 1 | 58 | 3 |
Other expense | -343 | -49 | -349 | -75 |
Total other income (expense) | 27,028 | -4,005 | 12,797 | 11,917 |
Equity in net loss of affiliate | ' | ' | -390 | ' |
Net income (loss) | 14,991 | -20,490 | -27,890 | -50,937 |
Net loss attributable to the noncontrolling interest | 449 | ' | 1,114 | ' |
Net income (loss) attributable to Intrexon | 15,440 | -20,490 | -26,776 | -50,937 |
Accretion of dividends on redeemable convertible preferred stock | -4,044 | -5,469 | -18,391 | -16,291 |
Undistributed earnings allocated to preferred shareholders | -3,106 | ' | ' | ' |
Net income (loss) attributable to common shareholders | $8,290 | ($25,959) | ($45,167) | ($67,228) |
Net income (loss) attributable to common shareholders per share, basic | $0.15 | ($4.66) | ($2.05) | ($12.21) |
Net income (loss) attributable to common shareholders per share, diluted | $0.15 | ($4.66) | ($2.05) | ($12.21) |
Weighted average shares outstanding, basic | 54,305,354 | 5,576,526 | 22,056,396 | 5,506,043 |
Weighted average shares outstanding, diluted | 56,150,996 | 5,576,526 | 22,056,396 | 5,506,043 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Loss) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Statement Of Income And Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net income (loss) | $14,991 | ($20,490) | ($27,890) | ($50,937) |
Other comprehensive income (loss): | ' | ' | ' | ' |
Unrealized gain on investments | 39 | ' | 24 | ' |
Foreign currency translation adjustments | -46 | ' | 8 | ' |
Comprehensive income (loss) | 14,984 | -20,490 | -27,858 | -50,937 |
Comprehensive loss attributable to the noncontrolling interest | 470 | ' | 1,110 | ' |
Comprehensive income (loss) attributable to Intrexon | $15,454 | ($20,490) | ($26,748) | ($50,937) |
Consolidated_Statements_of_Sha
Consolidated Statements of Shareholders' and Total Deficit (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income [Member] | Accumulated Deficit [Member] | Total Intrexon Shareholders' Equity (Deficit) [Member] | Noncontrolling Interest [Member] |
In Thousands, except Share data | |||||||
Beginning balance at Dec. 31, 2012 | ($321,553) | ' | ' | ' | ($321,553) | ($321,553) | ' |
Beginning balance, shares at Dec. 31, 2012 | 5,661,525 | 5,661,525 | ' | ' | ' | ' | ' |
Shares issued in IPO, value | 168,801 | 0 | 168,801 | ' | ' | 168,801 | ' |
Shares issued in IPO, shares | ' | 11,499,998 | ' | ' | ' | ' | ' |
Stock-based compensation expense | 1,841 | ' | 1,813 | ' | ' | 1,813 | 28 |
Exercises of stock options and warrant, value | 55 | ' | 51 | ' | ' | 51 | 4 |
Exercises of stock options and warrant, shares | ' | 111,450 | ' | ' | ' | ' | ' |
Contribution of services by shareholder | 1,163 | ' | 1,163 | ' | ' | 1,163 | ' |
Shares issued to nonemployee members of the Board of Directors | 100 | ' | 100 | ' | ' | 100 | ' |
Shares issued to nonemployee members of the Board of Directors, shares | ' | 9,459 | ' | ' | ' | ' | ' |
Accretion of dividends on redeemable convertible preferred shares | -18,391 | ' | -2,510 | ' | -15,881 | -18,391 | ' |
Conversion of redeemable convertible preferred shares, including accrued dividends, to common stock, value | 571,898 | ' | 571,898 | ' | ' | 571,898 | ' |
Conversion of redeemable convertible preferred shares, including accrued dividends, to common stock, shares | ' | 79,705,130 | ' | ' | ' | ' | ' |
Settlement of fractional shares from reverse stock split, value | -1 | ' | -1 | ' | ' | -1 | ' |
Settlement of fractional shares from reverse stock split, shares | ' | -67 | ' | ' | ' | ' | ' |
Adjustments for noncontrolling interest | 15,153 | ' | ' | ' | ' | ' | 15,153 |
Net loss | -27,890 | ' | ' | ' | -26,776 | -26,776 | -1,114 |
Other comprehensive income | 32 | ' | ' | 28 | ' | 28 | 4 |
Ending balance at Sep. 30, 2013 | $391,208 | ' | $741,315 | $28 | ($364,210) | $377,133 | $14,075 |
Ending balance, shares at Sep. 30, 2013 | 96,987,495 | 96,987,495 | ' | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flows from operating activities | ' | ' |
Net loss | ($27,890) | ($50,937) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 5,461 | 5,976 |
Loss on disposal of property and equipment | 349 | 75 |
Unrealized appreciation on equity securities | -5,704 | -12,031 |
Amortization of discount/premium of investments | 251 | ' |
Equity in net loss of affiliate | 390 | ' |
Gain on previously held equity investment | -7,415 | ' |
Stock-based compensation expense | 1,841 | 959 |
Contribution of services by shareholder | 1,163 | 1,163 |
Shares issued to nonemployee members of the Board of Directors | 100 | 85 |
Receivables: | ' | ' |
Trade | -49 | -36 |
Related parties | -4,207 | 40 |
Other | -572 | 932 |
Prepaid expenses and other | -628 | -535 |
Other assets | -58 | 514 |
Accounts payable | 182 | -984 |
Accrued compensation and benefits | -167 | 1,915 |
Other accrued liabilities | -300 | -936 |
Deferred revenue | -6,091 | 4,867 |
Related party payables | 35 | -249 |
Other long term liabilities | -150 | -13 |
Net cash used in operating activities | -43,459 | -49,195 |
Cash flows from investing activities | ' | ' |
Purchases of investments | -233,232 | -2 |
Maturities of investments | 15,498 | ' |
Purchases of equity securities | -3,900 | -10,000 |
Acquisition of business, net of cash received | 512 | ' |
Purchases of property and equipment | -1,262 | -7,145 |
Proceeds from sale of property and equipment | 480 | 16 |
Issuances of related party notes receivable | -300 | ' |
Proceeds from related party notes receivable | 500 | 34 |
Net cash used in investing activities | -221,704 | -17,097 |
Cash flows from financing activities | ' | ' |
Proceeds from IPO, net of issuance costs | 168,801 | ' |
Settlement of fractional shares | -5 | ' |
Payments of capital lease obligations | -42 | -56 |
Proceeds from long term debt | 354 | ' |
Payments of long term debt | -36 | ' |
Proceeds from stock option exercises | 55 | 252 |
Payment of preferred stock issuance costs | -3,148 | -11 |
Net cash provided by financing activities | 315,979 | 50,745 |
Effect of exchange rate changes on cash and cash equivalents | 3 | ' |
Net increase (decrease) in cash and cash equivalents | 50,819 | -15,547 |
Cash and cash equivalents | ' | ' |
Beginning of period | 10,403 | 19,628 |
End of period | 61,222 | 4,081 |
Supplemental disclosure of cash flow information | ' | ' |
Cash paid during the period for interest | 50 | 8 |
Significant noncash financing and investing activities | ' | ' |
Accretion of dividends on redeemable convertible preferred shares | 18,391 | 16,291 |
Stock received as consideration for collaboration agreements | 14,847 | 6,588 |
Accrued contribution to S & I Ophthalmic, LLC | 5,000 | ' |
Series E Redeemable Convertible Preferred Stock [Member] | ' | ' |
Cash flows from financing activities | ' | ' |
Proceeds from issuance of redeemable convertible preferred shares | ' | 50,560 |
Significant noncash financing and investing activities | ' | ' |
Conversion of subscriptions payable and redeemable convertible preferred shares, including accrued dividends | 219,332 | ' |
Accretion of dividends on redeemable convertible preferred shares | 7,931 | ' |
Series F Redeemable Convertible Preferred Stock [Member] | ' | ' |
Cash flows from financing activities | ' | ' |
Proceeds from issuance of redeemable convertible preferred shares | 150,000 | ' |
Significant noncash financing and investing activities | ' | ' |
Conversion of subscriptions payable and redeemable convertible preferred shares, including accrued dividends | 150,075 | ' |
Accretion of dividends on redeemable convertible preferred shares | 3,224 | ' |
Subscriptions Payable [Member] | Series E Redeemable Convertible Preferred Stock [Member] | ' | ' |
Significant noncash financing and investing activities | ' | ' |
Conversion of subscriptions payable and redeemable convertible preferred shares, including accrued dividends | ' | 7,440 |
Common Shares Issuable Upon Conversion of All Series Preferred [Member] | Common Stock [Member] | ' | ' |
Significant noncash financing and investing activities | ' | ' |
Conversion of subscriptions payable and redeemable convertible preferred shares, including accrued dividends | $571,898 | ' |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Organization and Basis of Presentation | ' |
1. Organization and Basis of Presentation | |
Intrexon Corporation (the “Company” or “Intrexon”) was formed in 1998. The Company is a Virginia corporation. During 2011, the Company formed or acquired three subsidiaries in connection with certain acquisitions. On March 15, 2013, the Company began consolidating AquaBounty Technologies, Inc. (“AquaBounty”) (Note 6). Intrexon uses synthetic biology for the fabrication of distinct products for collaboration with partners. The Company has operations in California, Florida, Maryland, North Carolina and Virginia. There are currently no treatments or products in production. | |
Effective July 26, 2013, the Company’s board of directors and shareholders approved a reverse stock split of 1-for-1.75 of the Company’s shares of common stock. Shareholders entitled to fractional shares as a result of the reverse stock split received a cash payment in lieu of receiving fractional shares. Shares of common stock underlying outstanding stock options and warrants were proportionately reduced and the respective exercise prices were proportionately increased in accordance with the terms of the agreements governing such securities. All share and per share data of the Company’s common stock, including shares of common stock underlying stock options and warrants, have been retroactively adjusted in the accompanying consolidated financial statements to reflect the reverse stock split. | |
On August 13, 2013, the Company completed its initial public offering (“IPO”), whereby the Company sold 11,499,998 shares of common stock, inclusive of 1,499,999 shares of common stock sold by the Company pursuant to the full exercise of an overallotment option granted to the underwriters in connection with the IPO, at a price of $16.00 per share. The shares began trading on the New York Stock Exchange (“NYSE”) on August 8, 2013. The aggregate proceeds from the IPO were approximately $168,300, net of underwriting discounts and commissions of approximately $12,900 and offering expenses paid by the Company of approximately $2,800 (of which $2,300 were capitalized). Upon the closing of the IPO, all shares of the Company’s redeemable convertible preferred stock, including accrued but unpaid dividends thereon, converted into 79,705,130 shares of common stock. Additionally, in connection with the closing of the IPO, the Company amended and restated its articles of incorporation to increase the number of authorized shares of common stock to 200,000,000 and decrease the number of authorized shares of undesignated preferred stock to 25,000,000. | |
These consolidated financial statements are presented in U.S. dollars and are prepared under accounting principles generally accepted in the United States of America (“U.S. GAAP”). |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||||||
2. Summary of Significant Accounting Policies | |||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The accompanying consolidated financial statements reflect the operations of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated. As of September 30, 2013, the Company uses the equity method of accounting to account for its investment in S & I Ophthalmic, LLC (“S & I Ophthalmic”), a joint venture between the Company and an indirect subsidiary (“Sun Pharmaceutical Subsidiary”) of Sun Pharmaceutical Industries Ltd. (“Sun Pharmaceutical”), an international specialty pharmaceutical company focused on chronic diseases (Note 7). | |||||||||||||||||
Unaudited Financial Information | |||||||||||||||||
The accompanying interim consolidated financial statements are unaudited and have been prepared in accordance with U.S. GAAP. Certain information and footnote disclosures normally included in the Company’s annual financial statements have been condensed or omitted. These interim consolidated financial statements, in the opinion of management, reflect all normal recurring adjustments necessary for fair statement of the Company’s financial position as of September 30, 2013 and results of operations and cash flows for the interim periods ended September 30, 2013 and 2012. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2013, or for any other future annual or interim period. The accompanying interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto for the year ended December 31, 2012, included in the Prospectus that forms a part of the Company’s Registration Statement on Form S-1 (File No. 333-189853), which was filed with the Securities and Exchange Commission pursuant to Rule 424 on August 8, 2013. | |||||||||||||||||
Revenue Recognition | |||||||||||||||||
The Company generates revenue through contractual agreements with collaborative partners (known as exclusive channel collaborations, “ECC” or “ECCs”) whereby the partners obtain exclusive access to the Company’s proprietary technology for use in the research, development and commercialization of products and/or treatments in a contractually specified field of use. Generally, the terms of these collaborative agreements provide that the Company receive some or all of the following: (i) upfront payments upon consummation of the agreement, (ii) reimbursements for costs incurred by the Company for research and development and/or manufacturing efforts related to specific application provided for in the agreement, (iii) milestone payments upon the achievement of specified development, regulatory and commercial activities, and (iv) royalties on sales of products arising from the collaboration. | |||||||||||||||||
The Company’s collaboration agreements typically contain multiple elements, or deliverables, including technology licenses, research and development services, and in certain cases manufacturing services. Effective January 1, 2011, the Company adopted the provisions of Accounting Standards Update (“ASU”) No. 2009-13, Revenue Recognition (Topic 605): Multiple Deliverable Revenue Arrangements (“ASU 2009-13”). In accordance with the provisions of ASU 2009-13, the Company identifies the deliverables within the agreements and evaluates which deliverables represent separate units of accounting. Analyzing the agreements to identify deliverables requires the use of judgment. A deliverable is considered a separate unit of accounting when the deliverable has value to the collaborative partner on a standalone basis based on the consideration of the relevant facts and circumstances for each agreement. | |||||||||||||||||
Consideration received is allocated at the inception of the agreement to all identified units of accounting based on their relative selling price. When available, the relative selling price for each deliverable is determined using vendor specific objective evidence (“VSOE”) of selling price or third-party evidence of selling price, if VSOE does not exist. If neither VSOE nor third-party evidence of selling price exists, the Company uses its best estimate of the selling price (“BESP”) for the deliverable. The amount of allocable consideration is limited to amounts that are fixed or determinable. The consideration received is allocated among the separate units of accounting, and the applicable revenue recognition criteria are applied to each of the separate units. The Company recognizes the revenue allocated to each unit of accounting as the Company delivers the related goods or services. If the Company determines that certain deliverables should be treated as a single unit of accounting, then the revenue is recognized using either a proportional performance or straight-line method, depending on whether the Company can reasonably estimate the level of effort required to complete its performance obligations under an arrangement and whether such performance obligations are provided on a best-efforts basis. As the Company cannot reasonably estimate its performance obligations related to its collaborators, the Company recognizes revenue on a straight-line basis over the period it expects to complete its performance obligations. | |||||||||||||||||
The terms of the Company’s agreements may provide for milestone payments upon achievement of certain defined events. The Company applies ASU No. 2010-17, Revenue Recognition – Milestone Method (“ASU 2010-17” or “Milestone Method”). Under the Milestone Method, the Company recognizes consideration that is contingent upon the achievement of a milestone in its entirety as revenue in the period in which the milestone is achieved only if the milestone is substantive in its entirety. A milestone is considered substantive when it meets all of the following criteria: | |||||||||||||||||
-1 | The consideration is commensurate with either the entity’s performance to achieve the milestone or the enhancement of the value of the delivered item or items as a result of a specific outcome resulting from the entity’s performance to achieve the milestone; | ||||||||||||||||
-2 | The consideration relates solely to past performance; and | ||||||||||||||||
-3 | The consideration is reasonable relative to all of the deliverables and payment terms with the arrangement. | ||||||||||||||||
In the event that a milestone is not considered substantive, the Company recognizes the milestone consideration as revenue using the same method applied to upfront payments. | |||||||||||||||||
Research and development services are a deliverable satisfied by the Company in accordance with the terms of the collaboration agreements and the Company considers these services to be inseparable from the license to the core technology; thus, reimbursements of services performed are recognized as revenue. Further, because reimbursement (i) is contingent upon performance of the services by the Company, (ii) does not include a profit component, and (iii) does not relate to any future deliverable, the revenue is recognized during the period in which the related services are performed and collection of such amounts is reasonable assured. Payments received from manufacturing services will be recognized when the earnings process related to the manufactured materials has been completed. Royalties to be received under the agreements will be recognized as earned. | |||||||||||||||||
The Company also generates revenue from other licenses of certain technologies and rental and other income from sublease agreements. License revenue is recognized on a straight-line basis over the term of the license agreement. Deferred revenue is recorded on the consolidated balance sheet when cash is received prior to the period in which the revenue is earned. Sublease and laboratory services revenues are recognized in the period in which they are earned. | |||||||||||||||||
Research and Development | |||||||||||||||||
The Company considers that regulatory and other uncertainties inherent in the research and development of new products preclude it from capitalizing such costs. Research and development expenses include salaries and related costs of research and development personnel, and the costs of consultants, facilities, materials and supplies associated with research and development projects as well as various laboratory studies. Indirect research and development costs include depreciation, amortization and other indirect overhead expenses. | |||||||||||||||||
The Company has research and development arrangements with third parties that include upfront and milestone payments. At September 30, 2013 and December 31, 2012, the Company had research and development commitments with third parties totaling $2,786 and $3,164, respectively, of which $1,267 and $1,431, respectively, had not yet been incurred. The commitments are generally cancellable by the Company at any time upon written notice. | |||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
All highly liquid investments with an original maturity of three months or less at the date of purchase are considered to be cash equivalents. Cash balances at a limited number of banks may periodically exceed insurable amounts. The Company believes that it mitigates its risk by investing in or through major financial institutions. Recoverability of investments is dependent upon the performance of the issuer. At September 30, 2013 and December 31, 2012, the Company had cash equivalent investments in highly liquid money market accounts at major financial institutions of $56,693 and $9,384, respectively. | |||||||||||||||||
Short-term and Long-term Investments | |||||||||||||||||
Short-term and long-term investments include U.S. government debt securities, commercial paper and certificates of deposit. The Company determines the appropriate classification as short-term or long-term at the time of purchase based on original maturities and management’s reasonable expectation of sales and redemption. The Company reevaluates such classification at each balance sheet date. In June 2013, the Company’s board of directors approved an investment policy to invest cash in excess of immediate requirements in securities to preserve principal and maintain sufficient liquidity. Accordingly, the Company purchases U.S. government debt securities, commercial paper and certificates of deposit. The Company’s written investment policy requires investments to be explicitly rated by two of the three following rating services: Standard & Poor’s, Moody’s and/or Fitch and to have a minimum rating of A1, P1 and/or F-1, respectively, from those agencies. In addition, the investment policy limits the amount of credit exposure to any one issuer. | |||||||||||||||||
Equity Securities | |||||||||||||||||
The Company holds equity securities received and/or purchased from certain collaborative partners. Other than investments accounted for using the equity method and discussed below, the Company elected the fair value option to account for its equity securities held in these partners, some of which are equity method investments. These equity securities are recorded at fair value at each reporting date. Unrealized gains and losses resulting from fair value adjustments are reported in the consolidated statement of operations. These equity securities are classified as noncurrent in the consolidated balance sheet as the Company does not currently intend to sell these equity securities within one year. The Company has not sold any of these equity securities to date. | |||||||||||||||||
The Company records the fair value of securities received on the date the collaboration is consummated or the milestone is achieved using the closing, quoted price of the collaborator’s security on that date, assuming the transfer of consideration is considered perfunctory. If the transfer of the consideration is not considered perfunctory, the Company considers the specific facts and circumstances to determine the appropriate date on which to evaluate fair value. The Company also evaluates whether any discounts for trading restrictions or other basis for lack of marketability should be applied to the fair value of the securities at inception of the collaboration. In the event the Company concludes that a discount should be applied, the fair value of the securities is adjusted at inception of the collaboration and re-evaluated at each reporting period thereafter. | |||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset and liability. As a basis for considering such assumptions, the Company uses a three-tier fair value hierarchy that prioritizes the inputs used in its fair value measurements. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: | |||||||||||||||||
Level 1: | Quoted prices in active markets for identical assets and liabilities; | ||||||||||||||||
Level 2: | Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly; and | ||||||||||||||||
Level 3: | Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available. | ||||||||||||||||
As discussed in “Equity Securities” above, the Company elected the fair value option for the equity securities held in certain collaborative partners. | |||||||||||||||||
Concentrations of Risk | |||||||||||||||||
Due to the Company’s mix of fixed and variable rate securities holdings, the Company’s investment portfolio is susceptible to changes in interest rates. As of September 30, 2013, the Company’s investments had gross unrealized losses of $9. From time to time, the Company may liquidate some or all of its investments to fund operational needs or other activities, such as capital expenditures or business acquisitions. Depending on which investments the Company liquidates to fund these activities, the Company could recognize a portion, or all, of the gross unrealized losses. | |||||||||||||||||
Equity Method Investments | |||||||||||||||||
Through March 15, 2013, the Company accounted for its investment in AquaBounty, a biotechnology company focused on improving productivity in commercial aquaculture, using the equity method of accounting as the Company had the ability to exercise significant influence over, but not control, the operating activities of AquaBounty. Under the equity method of accounting, the Company included its pro-rata share of AquaBounty’s operating results, adjusted for accretion of basis difference, on a separate line in the consolidated statement of operations called “Equity in net loss of affiliate.” On the consolidated balance sheet as of December 31, 2012, the Company presented its investment in AquaBounty as Investment in affiliate. The excess cost over the Company’s pro-rata share of AquaBounty’s net assets was identifiable intangible assets and equity-method goodwill. This equity-method goodwill was not amortized; however, the investment in AquaBounty was analyzed for impairment on a periodic basis or if an event occurred or circumstances changed that indicate the carrying amount may be impaired. On March 15, 2013, the Company acquired additional ownership interests in AquaBounty resulting in the Company gaining control over and thus consolidating AquaBounty. See Note 6 for additional discussion of this transaction. | |||||||||||||||||
The Company accounts for its investment in S & I Ophthalmic using the equity method of accounting as the Company has the ability to exercise significant influence over, but not control, the operating activities of S & I Ophthalmic. Under the equity method of accounting, the Company includes its pro-rata share of S & I Ophthalmic’s operating results on a separate line in the consolidated statement of operations called “Equity in net loss of affiliate”. On the consolidated balance sheet as of September 30, 2013, the Company presented its investment in S & I Ophthalmic as Investment in affiliate. See Note 7 for additional discussion of S & I Ophthalmic. | |||||||||||||||||
The Company determined that it has significant influence over two and one of its collaborators as of September 30, 2013 and December 31, 2012, respectively based on its ownership interest, representation on the board of directors of the collaborator and other qualitative factors. As of December 31, 2012, the Company determined that one of these collaborators, Ziopharm Oncology, Inc. (“Ziopharm”), met the criteria of SEC Regulation S-X Article 3-09 for inclusion of separate financial statements of an equity method investment. The Company accounts for this investment using the fair value option. The fair value of the Company’s equity securities of Ziopharm is $53,321 and $56,298 as of September 30, 2013 and December 31, 2012, respectively, and is included as equity securities in the respective consolidated balance sheets. The Company’s ownership percentage of Ziopharm is 16.2% and 16.3% at September 30, 2013 and December 31, 2012, respectively. Unrealized appreciation (depreciation) in the fair value of the Company’s equity securities held in Ziopharm is $24,766 and $(4,948) for the three months ended September 30, 2013 and 2012, respectively, and $(2,977) and $8,773 for the nine months ended September 30, 2013 and 2012, respectively. Summarized unaudited financial information for Ziopharm for the three and nine months ended September 30, 2013 and 2012 are as follows: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Revenues | $ | 200 | $ | 200 | $ | 600 | $ | 600 | |||||||||
Operating expenses | 9,315 | 21,927 | 51,592 | 63,926 | |||||||||||||
Loss from operations | (9,115 | ) | (21,727 | ) | (50,992 | ) | (63,326 | ) | |||||||||
Other | (7,598 | ) | 3,903 | 2,789 | (2,581 | ) | |||||||||||
Net loss | $ | (16,713 | ) | $ | (17,824 | ) | $ | (48,203 | ) | $ | (65,907 | ) | |||||
Variable Interest Entities | |||||||||||||||||
The Company identifies entities that either (1) do not have sufficient equity investment at risk to permit the entity to finance its activities without additional subordinated financial support or (2) in which the equity investors lack an essential characteristic of a controlling financial interest as variable interest entities (“VIE” or “VIEs”). The Company performs an initial and on-going evaluation of the entities with which the Company has variable interests to determine if any of these entities are a VIE. If an entity is identified as a VIE, the Company performs an assessment to determine whether the Company has both (1) the power to direct activities that most significantly impact the VIE’s economic performance and (2) have the obligation to absorb losses from or the right to receive benefits of the VIE that could potentially be significant to the VIE. If both of these criteria are satisfied, the Company is identified as the primary beneficiary of the VIE. As of December 31, 2012, the Company’s investment in affiliate, AquaBounty, is identified as a VIE. The Company is not the primary beneficiary for this entity as the Company does not have the power to direct the activities that most significantly impact the economic performance of the VIE. As of December 31, 2012, the total carrying value of the Company’s investment in the VIE was $5,726, which is the investment in AquaBounty. On March 15, 2013, the Company began consolidating AquaBounty in the Company’s results of operations and financial position as a result of the Company’s ownership in AquaBounty exceeding 50% (Note 6). The Company’s maximum exposure to loss related to this VIE as of December 31, 2012 was limited to the carrying value of the investment in affiliate. As of September 30, 2013, two of the Company’s collaborators, AmpliPhi Biosciences Corporation (“AmpliPhi”) and Genopaver, LLC (“Genopaver”), were identified as VIEs. The Company is not the primary beneficiary for either of these entities as the Company does not have the power to direct the activities that most significantly impact the economic performance of the VIEs. As of September 30, 2013, the total carrying value of the Company’s investment in the VIEs was $11,540, which is equal to the value of the equity securities holdings in those VIEs. | |||||||||||||||||
Property, Plant and Equipment | |||||||||||||||||
Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Major additions or betterments are charged to the property accounts while repairs and maintenance are generally expensed as incurred. Depreciation and amortization is calculated on the straight-line method over the estimated useful lives of the assets. The estimated useful lives of these assets are as follows: | |||||||||||||||||
Years | |||||||||||||||||
Building | 13 | ||||||||||||||||
Furniture and fixtures | 7 | ||||||||||||||||
Lab equipment | 2–7 | ||||||||||||||||
Computer hardware | 5–7 | ||||||||||||||||
Software | 3–5 | ||||||||||||||||
Leasehold improvements are amortized over the shorter of the useful life of the asset or the applicable lease term, generally one to four years. | |||||||||||||||||
Goodwill | |||||||||||||||||
Goodwill is an asset that represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized (Note 6). Goodwill is reviewed for impairment at least annually. The Company has the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount prior to performing the two-step goodwill impairment test. If this is the case, the two-step goodwill impairment test is required. If it is more-likely-than-not that the fair value of a reporting unit is greater than the carrying amount, the two-step goodwill impairment test is not required. | |||||||||||||||||
If the two-step goodwill impairment test is required, first, the fair value of the reporting unit is compared with its carrying amount (including goodwill). If the fair value of the reporting unit is less than its carrying amount, an indication of goodwill impairment exists for the reporting unit and the entity must perform step two of the impairment test. Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying amount, step two does not need to be performed. | |||||||||||||||||
The Company intends to perform its annual impairment review of goodwill in the fourth quarter, or sooner if a triggering event occurs prior to the annual impairment review. | |||||||||||||||||
Intangible Assets | |||||||||||||||||
Intangible assets subject to amortization consist of patents and related technologies acquired in mergers and acquisitions and a favorable lease asset acquired upon the assumption of a lease agreement. These intangible assets subject to amortization were recorded at fair value at the date of acquisition and are stated net of accumulated amortization. Indefinite-lived intangible assets consist of in-process research and development acquired as a result of a step acquisition (Note 6) and is recorded at fair value at the date of the step acquisition. | |||||||||||||||||
The Company applies the provisions of ASC Topic 350, Intangibles, Goodwill and Other, which requires the amortization of long-lived intangible assets to reflect the pattern in which the economic benefits of the intangible asset are expected to be realized. The intangible assets are amortized over their remaining estimated useful lives, ranging from seven to fourteen years for the patents and related technologies, and through the end of the original lease term, February 1, 2013, for the favorable lease asset. | |||||||||||||||||
Impairment of Long-Lived Assets | |||||||||||||||||
Long-lived assets to be held and used, including property, plant and equipment and intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or a significant adverse change that would indicate that the carrying amount of an asset or group of assets is not recoverable. | |||||||||||||||||
Indefinite-lived intangible assets, including in-process research and development, are tested for impairment annually, or more frequently if events or circumstances between annual tests indicate that the asset may be impaired. Impairment losses on indefinite-lived intangible assets are recognized based solely on a comparison of their fair value to carrying value, without consideration of any recoverability test. The Company monitors the progression of its in-process research and development, as the likelihood of success is contingent upon regulatory approval. | |||||||||||||||||
Income Taxes | |||||||||||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to both differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases as well as operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date of the change. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. | |||||||||||||||||
The Company identifies any uncertain income tax positions and recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest, if any, related to unrecognized tax benefits as a component of interest expense. Penalties, if any, are recorded in general and administrative expenses. | |||||||||||||||||
Net Income (Loss) per Share | |||||||||||||||||
For three months ended September 30, 2012 and the nine months ended September 30, 2013 and 2012, basic net loss per share is calculated by dividing net loss attributable to common shareholders by the weighted average shares outstanding during the period, without consideration of common stock equivalents. Diluted net loss per share is calculated by adjusting weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury-stock method. For purposes of the diluted net loss per share calculation, preferred stock prior to the conversion to common stock, stock options and warrants are considered to be common stock equivalents but are excluded from the calculation of diluted net loss per share because their effect would be anti-dilutive and, therefore, basic and diluted net loss per share were the same for the three months ended September 30, 2012 and the nine months ended September 30, 2013 and 2012. | |||||||||||||||||
For the three months ended September 30, 2013, basic and diluted net income per share are presented in conformity with the two-class method, which is required because the Company had issued securities other than common stock that participate in dividends with common stock (“participating securities”). Shares of the Company’s preferred stock were considered participating securities for the periods up to immediately prior to the closing of the Company’s IPO on August 13, 2013 when all preferred stock was converted to common stock. The Company’s preferred stock did not participate in the allocation of losses of the Company. | |||||||||||||||||
The two-class method requires that the Company calculate the net income per share attributable to common shareholders, which will differ from the Company’s net income. Net income attributable to common shareholders is generally equal to net income less the accretion of dividends on preferred stock with any remaining earnings, after deducting dividends, allocated between the preferred shareholders and common shareholders as of the end of the period. The basic net income per share attributable to common shareholders is calculated by dividing the net income attributable to common shareholders by the weighted average number of shares of common stock outstanding for the period. Diluted net income per share attributable to common shareholders is computed by giving effect to all potential dilutive common stock equivalents outstanding during the period. For purposes of this calculation, preferred stock, stock options and warrants are considered to be common stock equivalents. | |||||||||||||||||
Segment Information | |||||||||||||||||
The Company has determined that it operates in one segment. The Company uses synthetic biology for the creation of distinct products for collaboration with partners. All of the Company’s revenues are derived in the United States of America. Substantially all of the Company’s assets are located in the United States of America. | |||||||||||||||||
Recently Issued Accounting Pronouncements | |||||||||||||||||
In February 2013, the FASB issued ASU No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (“ASU 2013-02”). ASU 2013-02 requires that companies present either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by the reclassification. If a component is not required to be reclassified to net income in its entirety, companies would instead cross reference to the related footnote for additional information. ASU 2013-02 is effective for interim and annual reporting periods beginning after December 15, 2012. The Company has implemented the provisions of ASU 2013-02 as of January 1, 2013. The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements. | |||||||||||||||||
In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). ASU 2011-11 requires an entity to disclose information about offsetting and related arrangements to enable users of financial statements to understand the effect of those arrangements on its financial position, and to allow investors to better compare financial statements prepared under U.S. GAAP with financial statements prepared under IFRS. The new standards are effective for annual periods beginning January 1, 2013 and interim periods within those annual periods. Retrospective application is required. The Company has implemented the provisions of ASU 2011-11 as of January 1, 2013. The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements. | |||||||||||||||||
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 and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Collaboration_Revenue
Collaboration Revenue | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' | ||||||||
Collaboration Revenue | ' | ||||||||
3. Collaboration Revenue | |||||||||
Deferred revenue primarily consists of consideration received for upfront and milestone payments in connection with the Company’s collaborators and prepayments for research and development services performed for collaborators. Deferred revenue consists of the following: | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Upfront and milestone payments | $ | 65,846 | $ | 51,359 | |||||
Prepaid research and development services | 1,502 | 7,229 | |||||||
Other | 44 | 48 | |||||||
Total | $ | 67,392 | $ | 58,636 | |||||
Current portion of deferred revenue | 7,398 | 9,963 | |||||||
Long-term portion of deferred revenue | 59,994 | 48,673 | |||||||
Total | $ | 67,392 | $ | 58,636 | |||||
Ziopharm Oncology, Inc. ECC | |||||||||
Effective January 6, 2011, the Company entered into a worldwide ECC with Ziopharm. Under the ECC, Ziopharm received a license to the Company’s technology platform within the field of oncology as defined more specifically in the agreement. Upon execution of the ECC, the Company received 3,636,926 shares of Ziopharm’s common stock valued at $17,457 as upfront consideration. The Company is entitled to additional shares of common stock representing the lesser of (i) the original shares received or (ii) the number of shares representing 7.495% of Ziopharm’s outstanding shares at the date of the dosing of the first patient in a Phase II clinical trial of a product candidate created, produced or developed by Ziopharm using the Company’s technology (“Ziopharm Milestone”). The Company receives reimbursement payments for research and development services provided and manufacturing services for Company materials provided to Ziopharm during the ECC. Subject to certain expense allocations, Ziopharm will pay the Company 50% of the quarterly net profits derived from the sale of products developed from the ECC. Ziopharm is responsible for conducting preclinical and clinical development of product candidates, as well as for other aspects of commercialization or manufacturing of product candidates. The term of the ECC commenced on January 6, 2011 and continues until terminated pursuant to the ECC agreement. The ECC may be terminated by either party in the event of certain material breaches defined in the agreement and may be terminated voluntarily by Ziopharm upon 90 days written notice to the Company provided that no voluntary termination by Ziopharm can be made during the first two years of the ECC. See Note 14 for additional transactions with Ziopharm. | |||||||||
The Company identified the deliverables at the inception of the ECC which include the license to the Company’s technology platform, two clinical-stage product candidates, services to transition the two clinical-stage product candidates, participation on the joint steering committee (“JSC”), the research and development services, and any manufacturing services to be provided. The Company grouped the deliverables into three units of accounting based on the nature of the deliverables and the separation criteria: (i) the two clinical-stage product candidates and related services to transition these product candidates to Ziopharm (“Ziopharm Unit of Accounting 1”), which had standalone value to Ziopharm at inception of the ECC; (ii) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“Ziopharm Unit of Accounting 2”), as these deliverables could not be separated; and (iii) manufacturing services to be provided for any Company materials in an approved product from the ECC (“Ziopharm Unit of Accounting 3”), which have standalone value and are contingent due to uncertainties on whether an approved product would be developed and require manufacturing by the Company. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Ziopharm Unit of Accounting 1, the Company used the accumulated costs incurred as of the ECC by the Company on the two clinical programs that were transferred to Ziopharm to approximate the cost to recreate the deliverables included in this unit of accounting. In establishing BESP for Ziopharm Unit of Accounting 2, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to Ziopharm to approximate the cost to recreate the deliverables included in this unit of accounting. The upfront consideration was allocated to Ziopharm Unit of Accounting 1 and Ziopharm Unit of Accounting 2 based on the relative selling price method. Ziopharm Unit of Accounting 3 was determined to be a contingent deliverable at the inception of the ECC due to the uncertainties surrounding whether an approved product would be developed and require manufacturing by the Company. As a result of the relative selling price method, $1,115 of the upfront consideration was allocated to Ziopharm Unit of Accounting 1, all of which was recognized as collaboration revenue for the year ended December 31, 2011 since the Company had completed its obligations to deliver this unit of accounting. The remaining $16,342 of upfront consideration was allocated to Ziopharm Unit of Accounting 2 and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. The Company recognized $314 of this allocated amount as collaboration revenue in both of the three months ended September 30, 2013 and 2012, respectively, and $942 and $943 in the nine months ended September 30, 2013 and 2012, respectively. The remaining balance of $12,886 of upfront consideration allocated to Ziopharm Unit of Accounting 2 is recorded as deferred revenue at September 30, 2013. | |||||||||
The Company recognizes the reimbursement payments received for research and development services provided pursuant to the agreement in the period when the services are performed and collection is reasonably assured. On March 21, 2012, the Company received $10,000 from Ziopharm as a prepayment of research and development services to be provided in conjunction with the ECC. The Company recorded this amount as deferred revenue and recognizes collaboration revenue as services are performed. The Company recognized $2,122 and $2,137 of collaboration revenue for research and development services performed in the three months ended September 30, 2013 and 2012, respectively, of which $1,141 and $1,893 was applied against the $10,000 prepayment received, respectively. The Company recognized $5,843 and $5,095 of collaboration revenue for research and development services performed in the nine months ended September 30, 2013 and 2012, respectively, of which $4,862 and $3,900 was applied against the $10,000 prepayment received, respectively. A balance of $981 is included as related party receivables on the September 30, 2013 consolidated balance sheet. As of September 30, 2013 the entire balance of the prepayment had been used. | |||||||||
At inception of the agreement, the Company determined that the Ziopharm Milestone is not substantive and cannot be recognized when earned in accordance with ASU 2010-17 as the Milestone Method substantive criteria discussed in Note 2 were not met. On October 24, 2012, the Ziopharm Milestone was achieved and the Company received 3,636,926 shares of Ziopharm’s common stock valued at $18,330 as milestone consideration, which is the sole milestone under this ECC. Since the Ziopharm Milestone was not substantive, the Company allocated the milestone consideration to Ziopharm Unit of Accounting 1 and Ziopharm Unit of Accounting 2 using the same relative selling price allocation as the upfront consideration. As a result, $1,171 of the milestone consideration was allocated to Ziopharm Unit of Accounting 1 and immediately recognized as collaboration revenue for the year ended December 31, 2012 and the remaining $17,159 was allocated to Ziopharm Unit of Accounting 2. The Company recognized $2,420 of the milestone consideration allocated to Ziopharm Unit of Accounting 2 as collaboration revenue at the date the Ziopharm Milestone was achieved, which represented the amount that would have been recognized from inception of the ECC through the milestone achievement date had the payment been received upfront. The remaining $14,739 was recorded as deferred revenue and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. The Company recognized $330 and $990 of this deferred milestone consideration for the three and nine months ended September 30, 2013, respectively, and the remaining $13,529 is included as deferred revenue on the September 30, 2013 consolidated balance sheet. | |||||||||
Royalties related to product sales will be recognized when earned as the payments relate directly to products that have been fully developed and for which the Company has satisfied all of its obligations. | |||||||||
Synthetic Biologics, Inc. ECCs | |||||||||
Effective November 18, 2011, the Company entered into a worldwide ECC with Synthetic Biologics, Inc. (“Synthetic Biologics”), a publicly traded company focused on the development of innovative disease-modifying medicines for serious illnesses. Under the ECC, at the transaction effective date, Synthetic Biologics received a license to the Company’s technology platform within a designated field (“Field One”). Upon execution of the ECC, the Company received 3,123,558 shares of Synthetic Biologics’ common stock valued at $1,687 as upfront consideration. The Company is entitled to additional shares of common stock representing the lesser of (i) the original shares received or (ii) the number of shares representing 9.995% of Synthetic Biologics’ outstanding shares at the date of the dosing of the first patient in a Phase II clinical trial of a product candidate created, produced or developed by Synthetic Biologics using the Company’s technology (“Synthetic Biologics Field One Milestone”). The Company will receive reimbursement payments for research and development services provided pursuant to the agreement and manufacturing services for Company materials provided to Synthetic Biologics during the ECC. Subject to certain expense allocations, Synthetic Biologics will pay the Company 50% of the quarterly net profits derived from the sale of products developed from the ECC. Synthetic Biologics is responsible for conducting preclinical and clinical development of product candidates, as well as for other aspects of commercialization or manufacturing of the product candidates. The term of the ECC commenced on November 18, 2011 and continues until terminated pursuant to the ECC agreement. The ECC may be terminated by either party in the event of certain material breaches defined in the agreement and may be terminated voluntarily by Synthetic Biologics upon 90 days written notice to the Company provided that no voluntary termination by Synthetic Biologics can be made during the first 18 months of the ECC. See Note 14 for a description of additional arrangements with Synthetic Biologics. | |||||||||
The Company identified the deliverables at the inception of the ECC which include the license to the Company’s technology platform, participation on the JSC, the research and development services and any manufacturing services to be provided. The Company grouped the deliverables into two units of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“Synthetic Biologics Field One Unit of Accounting 1”), as these deliverables could not be separated, and (ii) manufacturing services to be provided for any Company materials in an approved product from the ECC (“Synthetic Biologics Field One Unit of Accounting 2”), which have standalone value and are contingent due to uncertainties on whether an approved product would be developed and require manufacturing by the Company. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Synthetic Biologics Field One Unit of Accounting 1, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to Synthetic Biologics to approximate the cost to recreate the deliverables included in this unit of accounting. All upfront consideration was allocated to Synthetic Biologics Field One Unit of Accounting 1. Synthetic Biologics Field One Unit of Accounting 2 was determined to be a contingent deliverable at the inception of the ECC due to the uncertainties surrounding whether an approved product would be developed and require manufacturing by the Company. The $1,687 of upfront consideration was allocated to Synthetic Biologics Field One Unit of Accounting 1 and was recognized over the expected life of the Company’s technology platform using a straight-line approach. On April 16, 2013, the Company terminated its ECC with Synthetic Biologics in Field One. As a result of this termination, all licenses granted by the Company under the ECC for use in Field One reverted back to the Company and the Company recognized the balance of deferred revenue associated with the upfront consideration as collaboration revenue in April 2013. The Company recognized $33 of collaboration revenue for the three months ended September 30, 2012 and $1,535 and $97 for the nine months ended September 30, 2013, and 2012, respectively. | |||||||||
On August 6, 2012, the Company entered into its second worldwide ECC with Synthetic Biologics. Under this ECC, at the transaction effective date, Synthetic Biologics received a license to the Company’s technology platform within a second designated field (“Field Two”). Upon Synthetic Biologics’ shareholders’ approval on October 5, 2012, the Company received a technology access fee of 3,552,210 shares of Synthetic Biologics common stock valued at $7,815 as upfront consideration. Upon the filing by Synthetic Biologics of an investigational new drug application with the U.S. Food and Drug Administration, or FDA, the Company will receive cash or common stock at the option of Synthetic Biologics valued at $2,000. Upon the first to occur of either the first commercial sale of a product developed under the ECC or the granting of regulatory approval of a product developed under the ECC, the Company will receive cash or common stock at the option of Synthetic Biologics valued at $3,000. The ECC initially targets three infectious diseases and Synthetic Biologics may elect to target up to five more infectious diseases by paying the Company a field expansion fee of $2,000 in either cash or common stock for each additional infectious disease selected. The regulatory milestones and field expansion fee(s) are referred to as the “Synthetic Biologics Field Two Milestones.” The Company receives reimbursement payments for research and development services provided pursuant to the agreement and manufacturing services for preclinical Company materials provided to Synthetic Biologics during the ECC. The Company has the option to propose, and Synthetic Biologics can select, the Company to be the bulk manufacturer of products developed from the ECC. On a quarterly basis, Synthetic Biologics will pay the Company royalties with percentages ranging from upper-single digits to lower double digits of net sales of products developed from the ECC. Synthetic Biologics is responsible for conducting preclinical and clinical development of product candidates, as well as for other aspects of commercialization and manufacturing of the product candidates. The term of the ECC commenced on August 6, 2012 and continues until terminated pursuant to the ECC agreement. The ECC may be terminated by either party in the event of certain material breaches defined in the agreement and may be terminated voluntarily by Synthetic Biologics upon 90 days written notice to the Company provided that no voluntary termination by Synthetic Biologics can be made during the first 18 months of the ECC. | |||||||||
The Company identified the deliverables at the inception of the ECC which include the license to the Company’s technology platform, participation on the JSC, the research and development services and the potential manufacturing services of a product(s) to be provided if the Company is elected as the manufacturer. The Company grouped the deliverables into two units of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“Synthetic Biologics Field Two Unit of Accounting 1”), as these deliverables could not be separated, and (ii) the potential manufacturing services to be provided for a product(s) from the ECC (“Synthetic Biologics Field Two Unit of Accounting 2”), which have standalone value and are contingent due to uncertainties on whether an approved product would be developed and require manufacturing by the Company. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Synthetic Biologics Field Two Unit of Accounting 1, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to Synthetic Biologics to approximate the cost to recreate the deliverables included in this unit of accounting. All up-front consideration was allocated to Synthetic Biologics Field Two Unit of Accounting 1. Synthetic Biologics Field Two Unit of Accounting 2 was determined to be a contingent deliverable at the inception of the ECC due to the uncertainties surrounding whether any approved products would be developed and whether the Company is elected by Synthetic Biologics to be the manufacturer of any approved products. The $7,815 of upfront consideration was allocated to Synthetic Biologics Field Two Unit of Accounting 1 and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. The Company recognized $163 and $489 of collaboration revenue for the three and nine months ended September 30, 2013, respectively. The remaining $7,163 is recorded as deferred revenue at September 30, 2013. | |||||||||
At inception of the agreement, the Company determined that the Synthetic Biologics Field Two Milestones are not substantive and cannot be recognized when earned in accordance with ASU 2010-17 as the Milestone Method substantive criteria discussed in Note 2 were not met. Royalties related to product net sales will be recognized when earned as the Company has determined that these sales based milestones are not considered a milestone payment under ASU 2010-17. | |||||||||
The Company recognizes the reimbursement payments received for research services in the period when the services are performed and collection is reasonably assured. The Company recognized $176 and $71 of collaboration revenue for research and development services performed in the three months ended September 30, 2013 and 2012, respectively, for both ECCs and $865 and $194 in the nine months ended September 30, 2013 and 2012, respectively. On December 17, 2012, the Company received $2,500 from Synthetic Biologics as a prepayment of research and development services to be provided in conjunction with either of the two ECCs. The Company recorded this amount as deferred revenue and recognizes collaboration revenue as services are performed. All collaboration revenue recognized in the three and nine months ended September 30, 2013 was applied against the $2,500 prepayment received. The balance of $1,502 is included in deferred revenue on the September 30, 2013 consolidated balance sheet. Any remaining balance of this prepayment is refundable to Synthetic Biologics in the event both ECCs are terminated. | |||||||||
Elanco ECC | |||||||||
Effective November 28, 2011, the Company entered into a worldwide ECC with Elanco, the animal health division of Eli Lilly and Company (“Elanco”). The Company received cash upfront and is entitled to additional amounts up to an aggregate of $2,250 per product candidate based on the occurrence of separate performance, regulatory and sales-based milestones. The Company receives reimbursement payments for research services provided to Elanco during the ECC up to a certain maximum per calendar year. Elanco will pay the Company royalties with percentages ranging from mid-to-upper single digits to lower double digits based on net sales of products developed from the ECC. The term of the ECC commenced on November 28, 2011 and continues until terminated pursuant to the agreement. The ECC may be terminated by either party in the event of certain material breaches and may be voluntarily terminated in its entirety or on target-by-target basis upon 90 days written notice to the Company or 180 days written notice if the Company is performing research services on a product target. | |||||||||
The Company identified the deliverables at the inception of the ECC which are the license to the Company’s technology platform, participation on the ECC’s JSC, the research services and potential manufacturing services. The Company grouped the deliverables into two units of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research services to be provided (“Elanco Unit of Accounting 1”), as these deliverables could not be separated, and (ii) if approved by Elanco, manufacturing services to be provided for any Company materials in an approved product from the ECC (“Elanco Unit of Accounting 2”), which have standalone value and are contingent due to uncertainties on whether an approved product would be developed and require manufacturing by the Company. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Elanco Unit of Accounting 1, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to Elanco to approximate the cost to recreate the deliverables included in this unit of accounting. All the upfront consideration was allocated to Elanco Unit of Accounting 1. Elanco Unit of Accounting 2 was determined to be a contingent deliverable at the inception of the ECC due to the uncertainties surrounding whether an approved product would be developed and whether the Company would be approved by Elanco to provide such manufacturing. The upfront consideration was allocated to Elanco Unit of Accounting 1 and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. | |||||||||
The Company recognizes the reimbursement payments received for research services provided pursuant to the agreement in the period when the services are performed and collection is reasonably assured. The Company recognized $90 and $51 of collaboration revenue for research and development services performed in the three months ended September 30, 2013 and 2012, respectively, and recognized $289 and $485 in the nine months ended September 30, 2013 and 2012, respectively, of which $91 is included as trade receivables on the September 30, 2013 consolidated balance sheet. | |||||||||
At inception of the agreement, the Company determined that the performance milestone is substantive and can be recognized when earned in accordance with ASU 2010-17 as the milestone met all the criteria required by ASU 2010-17 to be considered substantive. The regulatory milestone is not substantive as the milestone did not meet all of the criteria required by ASU 2010-17 to be considered substantive. The sales-based milestone and royalties will be recognized when earned as the payments relate directly to products that have been fully developed and for which the Company has satisfied all of its obligations. | |||||||||
Oragenics, Inc. ECCs | |||||||||
Effective June 5, 2012, the Company entered into a worldwide ECC with Oragenics, Inc. (“Oragenics”), a publicly traded company focused on becoming the world leader in novel antibiotics against infectious disease and probiotics for oral health for humans and pets. Under the ECC, at the transaction effective date, Oragenics received a license to the Company’s technology platform within the field of lantibiotics for the treatment of infectious diseases in humans and companion animals as defined more specifically in the agreement. Upon execution of the ECC, the Company received a technology access fee of 4,392,425 shares of Oragenics’ common stock valued at $6,588 as upfront consideration. The Company is entitled to receive additional shares of common stock, or at Oragenics’ option, receive a cash payment based upon the fair market value of the shares, upon the separate achievement of certain regulatory milestones of the first product candidate developed from the ECC (“Oragenics ECC 1 Milestones”). The Oragenics Milestones include: (i) 1% of Oragenics’ outstanding shares as defined in the ECC agreement at the date of the filing of the first Investigative New Drug Application with the U.S. Food and Drug Administration (“U.S. FDA”) for a product candidate created, produced or developed using the Company’s technology (“Oragenics ECC 1 Product”); (ii) 1.5% of Oragenics’ outstanding shares as defined in the ECC agreement at the date of the dosing of the first patient in the first Phase II clinical trial of an Oragenics ECC 1 Product; (iii) 2% of Oragenics’ outstanding shares as defined in the ECC agreement at the date of the dosing of the first patient in the first Phase III clinical trial of an Oragenics ECC 1 Product; (iv) 2.5% of Oragenics’ outstanding shares as defined in the ECC agreement at the date of the first New Drug Application or Biologics License Application with the U.S. FDA for an Oragenics ECC 2 Product, or alternatively the first equivalent regulatory filing with a foreign agency; and (v) 3% of Oragenics’ outstanding shares as defined in the ECC agreement at the date of the granting of the first regulatory approval of an Oragenics ECC 1 Product. The Company receives reimbursement payments for research and development services provided pursuant to the agreement during the ECC and manufacturing services for Company materials provided to Oragenics during the ECC. Oragenics will pay the Company 25% of the quarterly profits derived from the sale of products developed from the ECC. | |||||||||
Oragenics is responsible for funding the further development of lantibiotics toward the goal of commercialization, conducting preclinical and clinical development of product candidates, as well as for other aspects of commercialization or manufacturing of the product candidates. The term of the ECC commenced on June 5, 2012 and continues until terminated pursuant to the ECC agreement. The ECC may be terminated by either party in the event of certain material breaches defined in the agreement and may be terminated voluntarily by Oragenics upon 90 days written notice to the Company provided that no voluntary termination by Oragenics can be made during the first 18 months of the ECC. See Note 14 for additional arrangements with Oragenics. | |||||||||
The Company identified the deliverables at the inception of the ECC which include the license to the Company’s technology platform, participation on the JSC, the research and development services and any manufacturing services to be provided. The Company grouped the deliverables into two units of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“Oragenics ECC 1 Unit of Accounting 1”), as these deliverables could not be separated, and (ii) any manufacturing services to be provided for any Company materials in an approved product from the ECC (“Oragenics ECC 1 Unit of Accounting 2”), which have standalone value and are contingent due to uncertainties on whether an approved product would be developed and require manufacturing by the Company. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Oragenics ECC 1 Unit of Accounting 1, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to Oragenics to approximate the cost to recreate the deliverables included in this unit of accounting. All upfront consideration was allocated to Oragenics ECC 1 Unit of Accounting 1. Oragenics ECC 1 Unit of Accounting 2 was determined to be a contingent deliverable at the inception of the ECC due to the uncertainties surrounding whether an approved product would be developed and require manufacturing by the Company and whether the Company would elect to be the manufacturer. The $6,588 of upfront consideration was allocated to Oragenics ECC 1 Unit of Accounting 1 and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. The Company recognized $138 and $137 of collaboration revenue for the three months ended September 30, 2013 and 2012, respectively, and $ 412 and $182 of collaboration revenue for the nine months ended September 30, 2013 and 2012, respectively. The remaining balance of $5,857 is recorded as deferred revenue at September 30, 2013. | |||||||||
At inception of the agreement, the Company determined that the Oragenics ECC 1 Milestones are not substantive and cannot be recognized when earned in accordance with ASU 2010-17 as the Milestone Method substantive criteria discussed in Note 2 were not met. Royalties related to product sales will be recognized when earned as the payments relate directly to products that have been fully developed and for which the Company has satisfied all of its obligations. | |||||||||
Effective September 30, 2013, the Company entered into its second worldwide ECC with Oragenics (“ECC 2”). Under this ECC 2, at the transaction effective date, Oragenics received a license to the Company’s technology platform to develop and commercialize probiotics, specifically the direct administration to humans of genetically modified probiotics for the treatment of diseases of the oral cavity, throat, sinus and esophagus as defined more specifically in the agreement. Upon execution of ECC 2, the Company received a technology access fee of 1,348,000 shares of Oragenics’ common stock valued at $3,503 and a $1,956 convertible promissory note maturing on or before December 31, 2013 as upfront consideration. Prior to the maturity date, Oragenics has the right to convert the promissory note into shares of Oragenics’ common stock subject to its shareholders’ approval. The conversion price is equal to the closing price of Oragenics’ common stock on the last trading day immediately prior to the date of conversion. The Company is entitled to receive additional shares of common stock, or at Oragenics’ option, receive a cash payment based upon the fair market value of the shares, upon the first instance of attainment of certain commercialization milestones of a product candidate developed from ECC 2 (“Oragenics ECC 2 Milestones”). The Oragenics ECC 2 Milestones include: (i) $2,000 within thirty days of the first instance of the achievement of the first dosing of a patient in a phase II clinical trial for an Oragenics product developed from ECC 2 (“Oragenics ECC 2 Product”); (ii) $5,000 within thirty days of the first instance of the achievement of the meeting of the primary endpoint in a phase III clinical trial for an Oragenics ECC 2 Product; and (iii) $10,000 within thirty days of the first instance of the achievement of the first to occur of (a) the first commercial sale of an Oragenics ECC 2 Product anywhere in the world, or (b) the regulatory approval for an Oragenics ECC 2 Product. The Company receives reimbursement payments for research and development services provided pursuant to the agreement during the ECC and manufacturing services for Company materials provided to Oragenics during ECC 2. Oragenics will pay the Company 10% of the net sales derived from the sale of products developed from ECC 2. | |||||||||
Oragenics is responsible for funding the further development of probiotics toward the goal of commercialization, conducting preclinical and clinical development of product candidates, as well as for other aspects of commercialization or manufacturing of the product candidates. The term of ECC 2 commenced on September 30, 2013 and continues until terminated pursuant to ECC 2. ECC 2 may be terminated by either party in the event of certain material breaches defined in the agreement and following full payment of the technology access fee may be terminated voluntarily by Oragenics upon 90 days written notice to the Company. | |||||||||
The Company identified the deliverables at the inception of ECC 2 which include the license to the Company’s technology platform, participation on the JSC, the research and development services and any manufacturing services to be provided. The Company grouped the deliverables into two units of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“Oragenics ECC 2 Unit of Accounting 1”), as these deliverables could not be separated, and (ii) any manufacturing services to be provided for any Company materials in an approved product from ECC 2 (“Oragenics ECC 2 Unit of Accounting 2”), which have standalone value and are contingent due to uncertainties on whether an approved product would be developed and require manufacturing by the Company. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Oragenics ECC 2 Unit of Accounting 1, the Company used the accumulated costs incurred as of ECC 2 by the Company on its technology platform licensed to Oragenics to approximate the cost to recreate the deliverables included in this unit of accounting. All upfront consideration was allocated to Oragenics ECC 2 Unit of Accounting 1. Oragenics ECC 2 Unit of Accounting 2 was determined to be a contingent deliverable at the inception of ECC 2 due to the uncertainties surrounding whether an approved product would be developed and require manufacturing by the Company and whether the Company would elect to be the manufacturer. The $5,459 of upfront consideration, which is recorded as deferred revenue as of September 30, 2013, was allocated to Oragenics ECC 2 Unit of Accounting 1 and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. | |||||||||
At inception of ECC 2, the Company determined that the Oragenics ECC 2 Milestones are not substantive and cannot be recognized when earned in accordance with ASU 2010-17 as the Milestone Method substantive criteria discussed in Note 2 were not met. Royalties related to product sales will be recognized when earned as the payments relate directly to products that have been fully developed and for which the Company has satisfied all of its obligations. | |||||||||
The Company recognizes the reimbursement payments received for research services in the period when the services are performed and collection is reasonably assured. The Company recognized $344 and $137 of collaboration revenue for research and development services performed in the three months ended September 30, 2013 and 2012, respectively and $1,057 and $137 in the nine months ended September 30, 2013 and 2012, respectively, of which $220 is included as related party receivables on the September 30, 2013 consolidated balance sheet. | |||||||||
Fibrocell Science, Inc. ECC | |||||||||
Effective October 5, 2012, the Company entered into an ECC with Fibrocell Science, Inc. (“Fibrocell”), a publicly traded, autologous cellular therapeutic company focused on the development of innovative products for aesthetic, medical and scientific applications. Under the ECC, at the transaction effective date, Fibrocell received a license to the Company’s technology platform to develop and commercialize genetically modified and non-genetically modified autologous fibroblasts and autologous dermal cells in the United States of America. Upon execution of the ECC, the Company received a technology access fee of 1,317,520 shares of Fibrocell’s common stock valued at $7,576 as upfront consideration. The number of shares received reflects a 1-for-25 reverse stock split of Fibrocell’s common stock effective April 30, 2013. The Company receives reimbursement payments for research and development services provided pursuant to the agreement during the ECC and manufacturing services for Company materials provided to Fibrocell during the ECC. On a quarterly basis, Fibrocell will pay the Company royalties of 7% of net sales up to $25,000 and 14% of net sales above $25,000 on each product developed from the ECC. If Fibrocell uses the Company’s technology platform to improve the production of a current or new Fibrocell products not developed from the ECC, Fibrocell will pay the Company a quarterly royalty equal to 33% of the cost of goods sold savings generated by the improvement. Fibrocell is responsible for conducting preclinical and clinical development of product candidates, as well as for other aspects of commercialization and manufacturing of the product candidates. The term of the ECC commenced on October 5, 2012 and continues until terminated pursuant to the ECC agreement. The ECC may be terminated by either party in the event of certain material breaches defined in the agreement and may be terminated voluntarily by Fibrocell upon 90 days written notice to the Company. | |||||||||
The Company identified the deliverables at the inception of the ECC which include the license to the Company’s technology platform, participation on the JSC, the research and development services and any manufacturing services to be provided. The Company grouped the deliverables into two units of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“Fibrocell Unit of Accounting 1”), as these deliverables could not be separated, and (ii) any manufacturing services to be provided for any Company materials in an approved product from the ECC (“Fibrocell Unit of Accounting 2”), which have standalone value and are contingent due to uncertainties on whether an approved product would be developed and require manufacturing by the Company. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Fibrocell Unit of Accounting 1, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to Fibrocell to approximate the cost to recreate the deliverables included in this unit of accounting. All upfront consideration was allocated to Fibrocell Unit of Accounting 1. Fibrocell Unit of Accounting 2 was determined to be a contingent deliverable at the inception of the ECC due to the uncertainties surrounding whether an approved product would be developed and require manufacturing by the Company and whether the Company would elect to be the manufacturer. The $7,576 of upfront consideration was allocated to Fibrocell Unit of Accounting 1 and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. The Company recognized $158 and $474 of collaboration revenue for the three and nine months ended September 30, 2013, respectively. The remaining balance of $6,944 is recorded as deferred revenue at September 30, 2013. | |||||||||
Effective June 28, 2013, the Company entered into an amendment to the ECC with Fibrocell. The amendment expands the field of use defined in the ECC agreement. Under the terms of the amendment to the ECC, the Company received 1,243,781 shares of Fibrocell’s common stock valued at $7,612 as a supplemental technology access fee, which is recorded as deferred revenue at September 30, 2013. These shares were received in July 2013. The Company allocated this additional consideration to Fibrocell Unit of Accounting 1 and will recognize it over the remaining expected life of the Company’s technology platform using a straight-line approach. The Company recognized $169 of collaboration revenue for both the three and nine months ended September 30, 2013. The remaining balance of $7,443 is recorded as deferred revenue at September 30, 2013. | |||||||||
The Company recognizes the reimbursement payments received for research services in the period when the services are performed and collection is reasonably assured. The Company recognized $1,383 and $2,428 of collaboration revenue for research and development services performed in the three and nine months ended September 30, 2013, respectively, of which $1,041 is included as related party receivables on the September 30, 2013 consolidated balance sheet. | |||||||||
AmpliPhi ECC | |||||||||
Effective March 29, 2013, the Company entered into a worldwide ECC with AmpliPhi, a developer of bacteriophage-based antibacterial therapies to treat drug resistant infections. Under the ECC, at the transaction effective date, AmpliPhi received a license to the Company’s technology platform to develop and commercialize new bacteriophage-based therapies to target specific antibiotic resistant infections as defined more specifically in the agreement. Upon execution of the ECC, the Company received a technology access fee of 24,000,000 shares of AmpliPhi’s common stock valued at $2,400 as upfront consideration. The Company is entitled to additional consideration up to an aggregate amount of $7,500 per product payable either in cash or common stock at the option of AmpliPhi, upon the achievement of certain regulatory milestones (“AmpliPhi Milestones”). The Company receives reimbursement payments for research and development services provided pursuant to the agreement during the ECC and manufacturing services for Company materials provided to AmpliPhi during the ECC. On a quarterly basis, AmpliPhi will pay the Company royalties with percentages ranging from upper-single digits to lower-double digits of net sales of products developed under the ECC. AmpliPhi is responsible for conducting preclinical and clinical development of product candidates, as well as other aspects of commercialization and manufacturing of the product candidates. The term of the ECC commenced on March 29, 2013 and continues until terminated pursuant to the ECC agreement. The ECC may be terminated by either party in the event of certain material breaches defined the agreement and may be terminated voluntarily by AmpliPhi upon 90 days written notice to the Company. | |||||||||
The Company identified the deliverables at the inception of the ECC which include the license to the Company’s technology platform, participation on the JSC, the research and development services and any manufacturing services to be provided. The Company grouped the deliverables into two units of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“AmpliPhi Unit of Accounting 1”), as these deliverables could not be separated, and (ii) any manufacturing services to be provided for any Company materials in an approved product from the ECC (“AmpliPhi Unit of Accounting 2”), which have standalone value and are contingent due to uncertainties on whether an approved product would be developed and require manufacturing by the Company. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for AmpliPhi Unit of Accounting 1, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to AmpliPhi to approximate the cost to recreate the deliverables included in this unit of accounting. All upfront consideration was allocated to AmpliPhi Unit of Accounting 1. AmpliPhi Unit of Accounting 2 was determined to be a contingent deliverable at the inception of the ECC due to the uncertainties surrounding whether an approved product would be developed and require manufacturing by the Company and whether the Company would elect to be the manufacturer. The $2,400 of upfront consideration was allocated to AmpliPhi Unit of Accounting 1 and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. The Company recognized $54 and $109 of collaboration revenue for the three and nine months ended September 30, 2013, respectively. The remaining balance of $2,291 is recorded as deferred revenue at September 30, 2013. | |||||||||
The Company recognizes the reimbursement payments received for research services as collaboration revenue in the period when the services are performed and collection is reasonably assured. The Company recognized $128 and $162 of collaboration revenue for research and development services performed in the three and nine months ended September 30, 2013, respectively, of which $67 is included as related party receivables on the September 30, 2013 consolidated balance sheet. At inception of the agreement, the Company determined that the AmpliPhi Milestones are not substantive and cannot be recognized when earned in accordance with ASU 2010-17 as the Milestone Method substantive criteria discussed in Note 2 were not met. Royalties related to product sales will be recognized when earned as the payments relate directly to products that have been fully developed and for which the Company has satisfied all of its obligations. | |||||||||
Genopaver ECC | |||||||||
Effective March 29, 2013, the Company entered into a worldwide ECC with Genopaver, a limited liability company formed by affiliates of Third Security, LLC (Note 14). Genopaver was formed for the purpose of entering into the ECC and developing and commercializing products in the field of the fermentative production of alkaloids through genetically modified cell-lines and substrate feeds for use as active pharmaceutical ingredients or as commercially sold intermediates in the manufacture of active pharmaceutical ingredients. Upon execution of the ECC, the Company received a technology access fee of $3,000 as upfront consideration. The Company receives reimbursement payments for research and development services provided pursuant to the agreement during the ECC. Genopaver will pay the Company a royalty as a percentage in the lower-double digits on the quarterly gross profits of product sales from products developed under the ECC. Genopaver is responsible for the development and commercialization of the product candidates. The term of the ECC commenced on March 29, 2013 and continues until terminated pursuant to the ECC agreement. The ECC may be terminated by either party in the event of certain material breaches defined in the agreement and may be terminated voluntarily by Genopaver upon 90 days written notice to the Company. | |||||||||
The Company identified the deliverables at the inception of the ECC which include the license to the Company’s technology platform, participation on the JSC, and the research and development services to be provided. The Company grouped the deliverables into one unit of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“Genopaver Unit of Accounting”), as the deliverables could not be separated. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Genopaver Unit of Accounting, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to Genopaver to approximate the cost to recreate the deliverables included in the unit of accounting. The $3,000 of upfront consideration was allocated to the Genopaver Unit of Accounting and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. The Company recognized $68 and $136 of collaboration revenue for the three and nine months ended September 30, 2013, respectively. The remaining balance of $2,864 is recorded as deferred revenue at September 30, 2013. | |||||||||
The Company recognizes the reimbursement payments received for research services as collaboration revenue in the period when the services are performed and collection is reasonably assured. The Company recognized $315 and $528 of collaboration revenue for research and development services performed in the three and nine months ended September 30, 2013, respectively, of which $241 is included as related party receivables on the September 30, 2013 consolidated balance sheet. Royalties related to product sales will be recognized when earned as the payments relate directly to products that have been fully developed and for which the Company has satisfied all of its obligations. | |||||||||
Soligenix ECC | |||||||||
Effective April 27, 2013, the Company entered into a worldwide ECC with Soligenix, Inc. (“Soligenix”), a clinical stage biopharmaceutical company focused on developing products to treat inflammatory diseases and biodefense countermeasures. Under the ECC, at the transaction effective date, Soligenix received a license to the Company’s technology platform to develop and commercialize human monoclonal antibody therapies for the treatment of melioidosis. Upon execution of the ECC, the Company received a technology access fee of 1,034,483 shares of Soligenix’s common stock valued at $1,331 as upfront consideration. The Company is entitled to additional consideration up to an aggregate amount of $7,000 per product payable either in cash or common stock at the option of Soligenix, upon the achievement of certain regulatory milestones (“Soligenix Milestones”). The Company receives reimbursement payments for research and development services and manufacturing services for Company materials provided to Soligenix during the term of the ECC. On a quarterly basis, Soligenix will pay the Company royalties with percentages ranging from upper-single digits to lower-double digits of net sales of products developed under the ECC. Soligenix is responsible for conducting preclinical and clinical development of product candidates, as well as other aspects of commercialization and manufacturing of the product candidates. The term of the ECC commenced on April 27, 2013 and continues until terminated pursuant to the ECC agreement. The ECC may be terminated by either party in the event of certain material breaches defined the agreement and may be terminated voluntarily by Soligenix upon 90 days written notice to the Company. | |||||||||
The Company identified the deliverables at the inception of the ECC which include the license to the Company’s technology platform, participation on the JSC, the research and development services and any manufacturing services to be provided. The Company grouped the deliverables into two units of accounting based on the nature of the deliverables and the separation criteria: (i) the license to the Company’s technology platform, the Company’s participation on the JSC and research and development services to be provided (“Soligenix Unit of Accounting 1”), as these deliverables could not be separated, and (ii) any manufacturing services to be provided for any Company materials in an approved product from the ECC (“Soligenix Unit of Accounting 2”), which have standalone value and are contingent due to the uncertainty of whether an approved product would be developed and require manufacturing by the Company and whether the Company would elect to be the manufacturer. As VSOE and third party evidence of selling price was not available or practical, the BESP for each unit of accounting was determined using a historical cost approach due to the early stage of development of the Company’s technology. In establishing BESP for Soligenix Unit of Accounting 1, the Company used the accumulated costs incurred as of the ECC by the Company on its technology platform licensed to Soligenix to approximate the cost to recreate the deliverables included in this unit of accounting. All upfront consideration was allocated to Soligenix Unit of Accounting 1. Soligenix Unit of Accounting 2 was determined to be a contingent deliverable at the inception of the ECC due to the uncertainty of whether an approved product would be developed and require manufacturing by the Company and whether the Company would elect to be the manufacturer. The $1,331 of upfront consideration was allocated to Soligenix Unit of Accounting 1 and will be recognized over the expected life of the Company’s technology platform using a straight-line approach. The Company recognized $30 and $50 of collaboration revenue for the three and nine months ended September 30, 2013, respectively. The remaining balance of $1,281 is recorded as deferred revenue at September 30, 2013. | |||||||||
The Company recognizes the reimbursement payments received for research services as collaboration revenue in the period when the services are performed and collection is reasonably assured. The Company recognized $13 of collaboration revenue for research and development services performed in the three and nine months ended September 30, 2013, all of which is included as related party receivables on the September 30, 2013 consolidated balance sheet. At inception of the agreement, the Company determined that the Soligenix Milestones are not substantive and cannot be recognized when earned in accordance with ASU 2010-17 as the Milestone Method substantive criteria discussed in Note 2 were not met. Royalties related to product sales will be recognized when earned as the payments relate directly to products that have been fully developed and for which the Company has satisfied all of its obligations. | |||||||||
AquaBounty ECC | |||||||||
On February 14, 2013, the Company entered into an ECC with AquaBounty. The Company will be reimbursed for research and development services as provided for in the ECC agreement. In the event of product sales from a product developed from the ECC, the Company will receive 16.66% of quarterly gross profits for each product. All revenues and expenses related to this ECC will be eliminated in consolidation (Note 6). | |||||||||
S & I Ophthalmic ECC | |||||||||
On September 30, 2013, the Company entered into a worldwide ECC with S & I Ophthalmic, the joint venture between the Company and Sun Pharmaceutical Subsidiary (Note 7). The ECC grants S & I Ophthalmic an exclusive worldwide license to the Company’s technology platform to develop and commercialize therapies in humans for the treatment of ocular diseases defined more specifically in the agreement. The Company will be reimbursed for research and development services and manufacturing services as provided for in the ECC agreement. Subject to certain expense allocations, S & I Ophthalmic will pay the Company royalties with percentages ranging from mid-single digits and above of the net sales derived from the sale of products developed under the ECC. |
Shortterm_and_Longterm_Investm
Short-term and Long-term Investments | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Investments Debt And Equity Securities [Abstract] | ' | ||||||||||||||||
Short-term and Long-term Investments | ' | ||||||||||||||||
4. Short-term and Long-term Investments | |||||||||||||||||
The Company’s investments are classified as available-for-sale. The following table summarizes the amortized cost, gross unrealized gains and losses and fair value of available-for-sale investments as of September 30, 2013: | |||||||||||||||||
Amortized | Gross | Gross | Aggregate | ||||||||||||||
Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
U.S. government debt securities | $ | 205,747 | $ | 27 | $ | (6 | ) | $ | 205,768 | ||||||||
Commercial paper | 10,242 | 6 | (1 | ) | 10,247 | ||||||||||||
Certificates of deposit | 1,768 | — | (2 | ) | 1,766 | ||||||||||||
Total | $ | 217,757 | $ | 33 | $ | (9 | ) | $ | 217,781 | ||||||||
For more information on our method for determining the fair value of our assets, see Note 2 – “Fair Value of Financial Instruments”. | |||||||||||||||||
The estimated fair value of available-for-sale investments classified by their contractual maturities as of September 30, 2013 was as follows: | |||||||||||||||||
Due within one year | $ | 136,672 | |||||||||||||||
After one year through two years | 81,109 | ||||||||||||||||
Total | $ | 217,781 | |||||||||||||||
Changes in market interest rates and bond yields cause certain of our investments to fall below their cost basis, resulting in unrealized losses on investments. As of September 30, 2013, we had unrealized losses of $9 related to investments that had a fair value of $73,144. The unrealized losses of the Company’s investments were primarily a result of unfavorable changes in interest rates subsequent to the initial purchase of these investments and have been in a loss position for less than 12 months. | |||||||||||||||||
As of September 30, 2013, we did not consider any of our investments to be other-than-temporarily impaired. When evaluating our investments for other-than-temporary impairment, we review factors such as the length of time and extent to which fair value has been below its cost basis, the financial condition of the issuer, our ability and intent to hold the security and whether it is more likely than not that we will be required to sell the investment before recovery of its cost basis. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
5. Fair Value Measurements | |||||||||||||||||
The carrying amount of cash and cash equivalents, receivables, prepaid expenses and other current assets, accounts payable, accrued compensation and benefits, other accrued liabilities, and related party payables approximate fair value due to the short maturity of these instruments. | |||||||||||||||||
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, at September 30, 2013: | |||||||||||||||||
Quoted | Significant | Significant | September 30, | ||||||||||||||
prices | other | unobservable | 2013 | ||||||||||||||
in active | observable | inputs | |||||||||||||||
markets | inputs | (level 3) | |||||||||||||||
(level 1) | (level 2) | ||||||||||||||||
Assets | |||||||||||||||||
U.S. government debt securities (Note 4) | $ | — | $ | 205,768 | $ | — | $ | 205,768 | |||||||||
Commercial paper (Note 4) | — | 10,247 | — | 10,247 | |||||||||||||
Certificates of deposit (Note 4) | — | 1,766 | — | 1,766 | |||||||||||||
Equity securities (Note 3) | 75,754 | 31,813 | — | 107,567 | |||||||||||||
$ | 75,754 | $ | 249,594 | $ | — | $ | 325,348 | ||||||||||
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, at December 31, 2012: | |||||||||||||||||
Quoted | Significant | Significant | December 31, | ||||||||||||||
prices | other | unobservable | 2012 | ||||||||||||||
in active | observable | inputs | |||||||||||||||
markets | inputs | (level 3) | |||||||||||||||
(level 1) | (level 2) | ||||||||||||||||
Assets | |||||||||||||||||
Certificates of deposit (Note 4) | $ | — | $ | 260 | $ | — | $ | 260 | |||||||||
Equity securities (Note 3) | 72,988 | 10,128 | — | 83,116 | |||||||||||||
$ | 72,988 | $ | 10,388 | $ | — | $ | 83,376 | ||||||||||
There were no financial liabilities measured on a recurring basis at September 30, 2013 and December 31, 2012. | |||||||||||||||||
The method used to estimate the fair value of the Level 1 assets in the tables above is based on observable market data as these equity securities are publicly-traded. The method used to estimate the fair value of the Level 2 short-term investments in the tables above is based on professional pricing sources for identical or comparable instruments, rather than direct observations of quote prices in active markets. The method used to estimate the fair value of the Level 2 equity securities in the tables above is based on the quoted market price of the publicly-traded security, adjusted for a discount for lack of marketability. | |||||||||||||||||
There were no transfers between levels of the fair value hierarchy in the three and nine months ended September 30, 2013. |
Investment_in_AquaBounty
Investment in AquaBounty | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||
Investment in AquaBounty | ' | ||||||||||||
6. Investment in AquaBounty | |||||||||||||
On November 16, 2012, the Company acquired 48,631,444 shares of AquaBounty common stock, representing 47.56% of the then outstanding shares of AquaBounty, for $6,000 through a definitive purchase agreement with an existing AquaBounty shareholder and its affiliate. The carrying amount of the investment in AquaBounty was $5,726 at December 31, 2012. Based on closing quoted market prices (Level 1), the fair value of the investment in AquaBounty was approximately $14,300 at December 31, 2012. | |||||||||||||
On November 29, 2012, the Company entered into a promissory note purchase agreement (“promissory note”) with AquaBounty. The promissory note allows for the Company to loan up to $500 to AquaBounty. Draws on the promissory note by AquaBounty accrued annual interest of 3% and were set to mature no later than May 28, 2013. As of December 31, 2012, AquaBounty had drawn $200 on the promissory note. This outstanding balance plus accrued interest is included in related party receivables on the December 31, 2012 consolidated balance sheet. In January and February 2013, AquaBounty borrowed additional installments of $200 and $100, respectively, on the promissory note. On March 15, 2013, AquaBounty repaid the $500 promissory note plus accrued interest in its entirety. | |||||||||||||
On March 15, 2013, the Company acquired 18,714,814 shares of AquaBounty for $4,907 in a private subscription offering, thereby increasing the Company’s ownership in AquaBounty to 53.82%, resulting in the Company gaining control over AquaBounty, and began consolidating. Commencing on that date, the Company includes AquaBounty in its consolidated results of operations and financial position pursuant to the step acquisition guidance in ASC 805, Business Combinations. The Company recognized a gain of $7,415 to account for the difference between the carrying value and the fair value of the previously held 47.56% equity interest. The fair value of the consideration transferred included: | |||||||||||||
Consideration paid | $ | 4,907 | |||||||||||
Fair value of noncontrolling interest | 15,153 | ||||||||||||
Fair value of the Company’s investment in affiliate held before the business combination | 12,751 | ||||||||||||
Fair value of the consideration transferred | $ | 32,811 | |||||||||||
The Company used the private subscription price to measure fair value of the Company’s previously held investment and noncontrolling interest. The preliminary estimated fair value of assets acquired and liabilities assumed at the acquisition date is shown below: | |||||||||||||
Cash | $ | 5,419 | |||||||||||
Short-term investments | 14 | ||||||||||||
Trade receivables | 4 | ||||||||||||
Other receivables | 9 | ||||||||||||
Prepaid expenses and other | 200 | ||||||||||||
Property, plant and equipment | 1,241 | ||||||||||||
Intangible assets | 14,900 | ||||||||||||
Other assets | 22 | ||||||||||||
Total assets acquired | 21,809 | ||||||||||||
Accounts payable | 156 | ||||||||||||
Accrued compensation and benefits | 94 | ||||||||||||
Other accrued liabilities | 395 | ||||||||||||
Long-term debt | 2,199 | ||||||||||||
Total liabilities assumed | 2,844 | ||||||||||||
Net assets acquired | 18,965 | ||||||||||||
Goodwill | 13,846 | ||||||||||||
Total consideration | $ | 32,811 | |||||||||||
The fair value of assets acquired and liabilities assumed at the acquisition date are considered preliminary and is subject to revision when the valuation of intangible assets is finalized upon receipt of the final valuation report from a third party valuation expert. The preliminary fair value of acquired intangible assets was determined using the multi-period excess earnings method, a variation of the income approach. The multi-period excess earnings method estimates the value of an intangible asset equal to the present value of the incremental after-tax cash flows attributable to the intangible asset. The acquired intangible assets consist of in-process research and development until regulatory approval is obtained, at which point the intangible assets will be accounted for as definite lived intangible assets and amortized over the expected useful life of fifteen years. The goodwill consists of future revenue opportunities and the potential for expansion of AquaBounty products. The goodwill is not expected to be deductible for tax purposes. The fair value of assets acquired and liabilities assumed at the acquisition date are also subject to revision upon the Company’s continued evaluation of the fair value of long term debt. | |||||||||||||
The results of operations of AquaBounty are included in the consolidated statement of operations beginning on the acquisition date. The following unaudited condensed pro forma financial information for the three months ended September 30, 2012 and the nine months ended September 30, 2013 and 2012 is presented as if the acquisition had been consummated on January 1, 2012: | |||||||||||||
Three Months Ended | Nine months Ended | ||||||||||||
September 30, | September 30, | ||||||||||||
2012 | 2013 | 2012 | |||||||||||
Pro forma | |||||||||||||
Revenues | $ | 2,904 | $ | 16,890 | $ | 7,269 | |||||||
Net loss | (21,483 | ) | (35,742 | ) | (46,858 | ) | |||||||
Net loss attributable to noncontrolling interest | 459 | 1,496 | 1,541 | ||||||||||
Net loss attributable to Intrexon | (21,024 | ) | (34,246 | ) | (45,317 | ) | |||||||
Accretion of dividends on redeemable convertible preferred stock | (5,469 | ) | (18,391 | ) | (16,291 | ) | |||||||
Net loss attributable to Intrexon common shareholders | $ | (26,493 | ) | $ | (52,637 | ) | $ | (61,608 | ) | ||||
Net loss attributable to Intrexon common shareholders per share, basic and diluted | $ | (4.75 | ) | $ | (2.39 | ) | $ | (11.19 | ) | ||||
The pro forma net loss for the nine months ended September 30, 2013 excludes the $7.4 million non-recurring gain on remeasurement of the Company’s previously held investment in AquaBounty. The pro forma net loss for the nine months ended September 30, 2012 includes this non-recurring gain on remeasurement. |
Investment_in_S_I_Ophthalmic
Investment in S & I Ophthalmic | 9 Months Ended |
Sep. 30, 2013 | |
Equity Method Investments And Joint Ventures [Abstract] | ' |
Investment in S & I Ophthalmic | ' |
7. Investment in S & I Ophthalmic | |
On September 30, 2013, the Company and Sun Pharmaceutical Subsidiary entered into a Limited Liability Company Agreement (“Sun LLC Agreement”) which governs the affairs and the conduct of business of S & I Ophthalmic, a joint venture to develop therapies for the treatment of ocular diseases. S & I Ophthalmic leverages experience and technology from both the Company and Sun Pharmaceutical. Both the Company and Sun Pharmaceutical Subsidiary made an initial capital contribution of $5,000 in October 2013 for a 50% membership interest in S & I Ophthalmic. In cases in which the board of managers of S & I Ophthalmic (“S & I Board”) determines that additional capital contributions are necessary in order for S & I Ophthalmic to conduct business and comply with its obligations under the ECC (Note 3), each of the Company and Sun Pharmaceutical Subsidiary have committed to making additional capital contributions to S&I Ophthalmic subject to certain limits defined in the agreement. Each has the right, but not the obligation, to make additional capital contributions above the defined limits when and if solicited by the S & I Board. | |
Beginning on the seventh anniversary of the effective date of the Sun LLC Agreement, and upon the second anniversary thereafter, the Company, as well as Sun Pharmaceutical Subsidiary, may make a cash offer to purchase all of the other’s interest in S & I Ophthalmic. Upon receipt of such an offer, the other party must either agree to tender its interests at the offered price or submit a counteroffer at a price higher than the original offer. Such offer and counteroffer may continue until one party agrees to the other’s price. | |
S & I Ophthalmic shall be governed by the S & I Board which shall have four members. We, as well as Sun Pharmaceutical Subsidiary, have the initial right to appoint two members to the S & I Board. For so long as Sun Pharmaceutical Subsidiary and/or any of its affiliates is a member of S & I Ophthalmic and holds a percentage interest in S & I Ophthalmic that is at least equal to the percentage held by the Company and/or its affiliates, Sun Pharmaceutical Subsidiary will have the sole authority to select and appoint on behalf of S & I Ophthalmic each of the representatives of the S & I Ophthalmic on the ECC committees, and one such appointee will be an “Empowered Representative” of the S & I Ophthalmic under the terms of the ECC with final authority to resolve certain ECC committee disputes. |
Property_Plant_and_Equipment_n
Property, Plant and Equipment, net | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property, Plant and Equipment, net | ' | ||||||||
8. Property, Plant and Equipment, net | |||||||||
Property, plant and equipment consist of the following: | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Land | $ | 55 | $ | — | |||||
Building | 945 | — | |||||||
Furniture and fixtures | 869 | 857 | |||||||
Lab equipment | 22,044 | 22,195 | |||||||
Leasehold improvements | 5,149 | 4,972 | |||||||
Computer hardware | 3,220 | 3,136 | |||||||
Construction in progress | 10 | 14 | |||||||
Software | 1,003 | 888 | |||||||
33,295 | 32,062 | ||||||||
Less: Accumulated depreciation and amortization | (16,275 | ) | (13,375 | ) | |||||
Property, plant and equipment, net | $ | 17,020 | $ | 18,687 | |||||
Depreciation expense was $1,058 and $1,308 for the three months ended September 30, 2013 and 2012, respectively, and $3,318 and $3,706 for the nine months ended September 30, 2013 and 2012, respectively. |
Goodwill_and_Intangible_Assets
Goodwill and Intangible Assets, net | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Goodwill and Intangible Assets, net | ' | ||||||||||||
9. Goodwill and Intangible Assets, net | |||||||||||||
The changes in the carrying amount of goodwill for the nine months ended September 30, 2013 are as follows: | |||||||||||||
Balance as of December 31, 2012 | $ | — | |||||||||||
Acquisitions | 13,846 | ||||||||||||
Balance as of September 30, 2013 | $ | 13,846 | |||||||||||
No goodwill or accumulated impairment losses existed as of December 31, 2012. There are no accumulated impairment losses as of September 30, 2013. | |||||||||||||
Intangible assets consist of the following at September 30, 2013: | |||||||||||||
Gross Carrying | Accumulated | Net | |||||||||||
Amount | Amortization | ||||||||||||
Patents and related technologies | $ | 34,342 | $ | (6,979 | ) | $ | 27,363 | ||||||
In-process research and development | 14,900 | — | 14,900 | ||||||||||
Total | $ | 49,242 | $ | (6,979 | ) | $ | 42,263 | ||||||
Intangible assets consist of the following at December 31, 2012: | |||||||||||||
Gross Carrying | Accumulated | Net | |||||||||||
Amount | Amortization | ||||||||||||
Patents and related technologies | $ | 34,342 | $ | (4,851 | ) | $ | 29,491 | ||||||
Favorable rent asset | 646 | (631 | ) | 15 | |||||||||
Total | $ | 34,988 | $ | (5,482 | ) | $ | 29,506 | ||||||
Amortization expense was $709 and $756 for the three months ended September 30, 2013 and 2012, respectively, and $2,143 and $2,270 for the nine months ended September 30, 2013 and 2012, respectively. At September 30, 2013, the weighted average useful life for patents and related technology was 12.4 years. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
10. Income Taxes | |
There is no income tax benefit recognized for the three months ended September 30, 2013 and 2012 and for the nine months ended September 30, 2013 and 2012 due to the Company’s history of net losses combined with an inability to confirm recovery of the tax benefits of the Company’s losses and other net deferred tax assets. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. Due to the Company’s history of net losses incurred from inception, no income tax benefit has been recorded and the corresponding deferred tax assets have been fully reserved as the Company cannot sufficiently be assured that these deferred tax assets will be realized. | |
At September 30, 2013, the Company has loss carryforwards for federal income tax purposes of approximately $235,100 available to offset future taxable income and federal and state research and development tax credits of approximately $6,600, prior to consideration of annual limitations that may be imposed under Section 382. These carryforwards will begin to expire in 2022. |
Redeemable_Convertible_Preferr
Redeemable Convertible Preferred Stock and Shareholders' Equity (Deficit) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||||||||||
Redeemable Convertible Preferred Stock and Shareholders' Equity (Deficit) | ' | ||||||||||||||||||||||||
11. Redeemable Convertible Preferred Stock and Shareholders’ Equity (Deficit) | |||||||||||||||||||||||||
The tables below represent a rollforward of the Redeemable Convertible Preferred Stock: | |||||||||||||||||||||||||
Series A | Series B | Series B-1 | |||||||||||||||||||||||
redeemable | redeemable | redeemable | |||||||||||||||||||||||
convertible | convertible | convertible | |||||||||||||||||||||||
preferred stock | preferred stock | preferred stock | |||||||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | ||||||||||||||||||||
Balances at December 31, 2012 | 705,400 | $ | 1,358 | 694,000 | $ | 669 | 1,212,360 | $ | 1,360 | ||||||||||||||||
Issuance of shares | — | — | — | — | — | — | |||||||||||||||||||
Accretion of dividends | — | 52 | — | 19 | — | 37 | |||||||||||||||||||
Stock issuance costs | — | — | — | — | — | — | |||||||||||||||||||
Conversion to common stock | (705,400 | ) | (1,410 | ) | (694,000 | ) | (688 | ) | (1,212,360 | ) | (1,397 | ) | |||||||||||||
Settlement of fractional shares upon conversion to common stock | — | — | — | — | — | — | |||||||||||||||||||
Balances at September 30, 2013 | — | $ | — | — | $ | — | — | $ | — | ||||||||||||||||
Series C | Series C-1 | Series C-2 | |||||||||||||||||||||||
redeemable | redeemable | redeemable | |||||||||||||||||||||||
convertible | convertible | convertible | |||||||||||||||||||||||
preferred stock | preferred stock | preferred stock | |||||||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | ||||||||||||||||||||
Balances at December 31, 2012 | 4,546,360 | $ | 7,134 | 15,934,528 | $ | 34,201 | 18,617,020 | $ | 44,512 | ||||||||||||||||
Issuance of shares | — | — | — | — | — | — | |||||||||||||||||||
Accretion of dividends | — | 266 | — | 1,272 | — | 1,660 | |||||||||||||||||||
Stock issuance costs | — | — | — | — | — | — | |||||||||||||||||||
Conversion to common stock | (4,546,360 | ) | (7,400 | ) | (15,934,528 | ) | (35,473 | ) | (18,617,020 | ) | (46,172 | ) | |||||||||||||
Settlement of fractional shares upon conversion to common stock | — | — | — | — | — | — | |||||||||||||||||||
Balances at September 30, 2013 | — | $ | — | — | $ | — | — | $ | — | ||||||||||||||||
Series C-3 | Series D | Series E | |||||||||||||||||||||||
redeemable | redeemable | redeemable | |||||||||||||||||||||||
convertible | convertible | convertible | |||||||||||||||||||||||
preferred stock | preferred stock | preferred stock | |||||||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | ||||||||||||||||||||
Balances at December 31, 2012 | 13,297,872 | $ | 29,770 | 19,803,685 | $ | 76,252 | 38,095,239 | $ | 211,403 | ||||||||||||||||
Issuance of shares | — | — | — | — | — | — | |||||||||||||||||||
Accretion of dividends | — | 1,103 | — | 2,827 | — | 7,931 | |||||||||||||||||||
Stock issuance costs | — | — | — | — | — | — | |||||||||||||||||||
Conversion to common stock | (13,297,872 | ) | (30,873 | ) | (19,803,685 | ) | (79,078 | ) | (38,095,239 | ) | (219,332 | ) | |||||||||||||
Settlement of fractional shares upon conversion to common stock | — | — | — | (1 | ) | — | (2 | ) | |||||||||||||||||
Balances at September 30, 2013 | — | $ | — | — | $ | — | — | $ | — | ||||||||||||||||
Series F | |||||||||||||||||||||||||
redeemable | |||||||||||||||||||||||||
convertible | |||||||||||||||||||||||||
preferred stock | |||||||||||||||||||||||||
Shares | Amount | ||||||||||||||||||||||||
Balances at December 31, 2012 | — | $ | — | ||||||||||||||||||||||
Issuance of shares | 19,047,619 | 150,000 | |||||||||||||||||||||||
Accretion of dividends | — | 3,224 | |||||||||||||||||||||||
Stock issuance costs | — | (3,148 | ) | ||||||||||||||||||||||
Conversion to common stock | (19,047,619 | ) | (150,075 | ) | |||||||||||||||||||||
Settlement of fractional shares upon conversion to common stock | — | (1 | ) | ||||||||||||||||||||||
Balances at September 30, 2013 | — | $ | — | ||||||||||||||||||||||
The Series F Redeemable Convertible Preferred Stock (“Series F”), Series E Redeemable Convertible Preferred Stock (“Series E”), Series D Redeemable Convertible Preferred Stock (“Series D”), Series C-3 Redeemable Convertible Preferred Stock (“Series C-3”), Series C-2 Redeemable Convertible Preferred Stock (“Series C-2”), Series C-1 Redeemable Convertible Preferred Stock (“Series C-1”), Series C Redeemable Convertible Preferred Stock (“Series C”), Series B-1 Redeemable Convertible Preferred Stock (“Series B-1”), Series B Redeemable Convertible Preferred Stock (“Series B”) and Series A Redeemable Convertible Preferred Stock (“Series A”) collectively are referred to as the “Series Preferred”. | |||||||||||||||||||||||||
Upon closing of the IPO on August 13, 2013, per the terms of the Series Preferred, all Series Preferred shares, including $68,850 of accrued but unpaid dividends thereon, automatically converted into 79,705,130 shares of common stock. Prior to conversion, the Series Preferred had optional redemption provisions whereby after May 25, 2016, but prior to the occurrence of a qualified IPO, the holders of greater than three-fourths of then issued and outstanding shares of the Series F, Series E, Series D, Series C-3, Series C-2, Series C-1 and Series C, voting as a separate class, could have elected by written notice to require the Company to redeem all of the then issued and outstanding shares of Series F, Series E, Series D, Series C-3, Series C-2, Series C-1 and Series C at an amount equal to the stated price adjusted for any stock dividends, combination or splits plus all accrued but unpaid dividends. Upon receipt of such written notice, the Company must notify the holders of the Series B-1, Series B and Series A of the redemption notice, upon which the holders of each of those classes could have required the Company to redeem all of the then issued and outstanding shares of such class. As a result of this optional redemption provision, the Company accreted changes in the redemption value from the date of issuance of all Series Preferred shares with a resultant change to additional paid-in capital or accumulated deficit in the absence of additional paid-in capital. As of December 31, 2012, $50,549 of cumulative dividends had been accreted to the redemption price for Series Preferred on the Company’s consolidated balance sheet. |
Stock_Option_Plans
Stock Option Plans | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||
Stock Option Plans | ' | ||||||||||||
12. Stock Option Plans | |||||||||||||
Intrexon Stock Option Plan | |||||||||||||
The Company records the fair value of stock options issued to employees and non-employees as of the grant date as stock-based compensation expense. Stock-based compensation expense for employees and non-employees is recognized over the requisite service period, which is typically the vesting period. Stock-based compensation cost that has been included in research and development expenses and general and administrative expenses amounted to $52 and $566, respectively, for the three months ended September 30, 2013, and $197 and $242, respectively, for the three months ended September 30, 2012. Stock-based compensation cost that has been included in research and development expenses and general and administrative expenses amounted to $402 and $1,411, respectively, for the nine months ended September 30, 2013, and $264 and $695, respectively, for the nine months ended September 30, 2012. | |||||||||||||
On April 18, 2008, the Company adopted the 2008 Equity Incentive Plan (the “2008 Plan”) for employees and nonemployees pursuant to which the Company’s board of directors may grant share based awards to officers, key employees and nonemployees. During 2011, the 2008 Plan was amended to increase the number of authorized awards under the 2008 plan from 2,857,142 to 5,714,285. Awards issued pursuant to the Company’s 2004 Stock Option Plan, the 2004 Stock Option Plan for Nonemployees and the 2006 Stock Option Plan were consolidated into the 2008 Plan and are subject to, and administered under the terms of the 2008 Plan. Upon the effectiveness of the 2013 Omnibus Incentive Plan (the “2013 Plan”), no new awards may be granted under the 2008 Plan. As of September 30, 2013, there are 2,637,117 awards outstanding under the 2008 Plan. | |||||||||||||
On July 26, 2013, the Company’s shareholders and board of directors approved the adoption of the 2013 Plan for employees and nonemployees pursuant to which the Company’s board of directors may grant share based awards to employees, officers, consultants, advisors and nonemployee directors. The 2013 Plan became effective upon the closing of the IPO and replaces the 2008 Plan. There are 7,000,000 shares of common stock reserved for issuance under the 2013 Plan. As of September 30, 2013, there are 60,500 awards outstanding under the 2013 Plan. | |||||||||||||
Stock option activity under the Company’s award plans during the period indicated is as follows: | |||||||||||||
Number | Weighted | Weighted | |||||||||||
of | average | average | |||||||||||
shares | exercise | remaining | |||||||||||
price | contractual | ||||||||||||
term | |||||||||||||
Balances at December 31, 2012 | 2,313,526 | $ | 5.9 | 7.87 | |||||||||
Granted | 764,209 | 11.07 | |||||||||||
Exercised | (17,649 | ) | (3.10 | ) | |||||||||
Forfeited | (325,604 | ) | (6.94 | ) | |||||||||
Expired | (36,865 | ) | (5.15 | ) | |||||||||
Balances at September 30, 2013 | 2,697,617 | 7.26 | 7.68 | ||||||||||
Vested at September 30, 2013 | 992,112 | 4.67 | 5.79 | ||||||||||
Vested and Expected to Vest at September 30, 2013(1) | 2,434,816 | 6.2 | 6.91 | ||||||||||
-1 | The number of stock options expected to vest takes into account an estimate of expected forfeitures. | ||||||||||||
Total unrecognized compensation costs related to nonvested awards at September 30, 2013 and December 31, 2012 were $5,523 and $4,910, respectively, and are expected to be recognized over a weighted-average period of approximately three years. | |||||||||||||
The Company currently uses authorized and unissued shares to satisfy share award exercises. | |||||||||||||
AquaBounty Stock Option Plan | |||||||||||||
The AquaBounty 2006 Equity Incentive Plan (the “AquaBounty Plan”) provides for the issuance of incentive stock options to employees of AquaBounty and non-qualified stock options and awards of restricted and direct stock purchases to its directors, officers, employees and consultants of AquaBounty. Unless otherwise indicated, options issued to employees, directors and non-employees are vested over one to three years and are exercisable for a term of ten years from the date of issuance. As of September 30, 2013, there were 6,624,000 options outstanding under the AquaBounty Plan at a weighted average exercise price of $0.25 per share of which 5,552,000 were exercisable. Stock based compensation cost for the three months ended and nine months ended September 30, 2013 amounted to $27 and $28, respectively, and is included in general and administrative expenses. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
13. Commitments and Contingencies | |||||
Operating Leases | |||||
The Company leases its facilities and certain equipment under noncancelable operating leases. The equipment leases are renewable at the option of the Company. At September 30, 2013, future minimum lease payments under noncancelable operating leases having initial or remaining noncancelable lease terms in excess of one year are as follows: | |||||
2013 | $ | 784 | |||
2014 | 3,290 | ||||
2015 | 2,956 | ||||
2016 | 2,341 | ||||
2017 | 1,419 | ||||
2018 | 72 | ||||
$ | 10,862 | ||||
Rent expense, including other facility expenses, was $1,272 and $1,255 in the three months ended September 30, 2013 and 2012, respectively, and $4,284 and $3,739 in the nine months ended September 30, 2013 and 2012, respectively. | |||||
During 2012, the Company subleased space in two of its facilities to two different entities, one of which is an affiliate of certain holders of preferred stock. One of these agreements was terminated during 2012. The second agreement remained in effect as of September 30, 2013. Rental income under sublease agreements was $91 and $0 for the three months ended September 30, 2013 and 2012, respectively, and $274 and $64 for the nine months ended September 30, 2013 and 2012, respectively. Future rental income for the sublease agreement in effect at September 30, 2013 is $91 for 2013, $365 for 2014, and $152 for 2015. | |||||
Research and Development | |||||
The Company has commitments with third parties in connection with research and development collaborations. See Note 2 for further discussion. | |||||
Long Term Debt | |||||
In January 2009, the Atlantic Canada Opportunities Agency (“ACOA”), a Canadian government agency, awarded AquaBounty a grant to provide funding of a research and development project. The total amount available under the award is C$2,872, or USD$2,785 as of September 30, 2013, which AquaBounty can claim over a five year period. All amounts claimed by AquaBounty must be repaid in the form of a 10% royalty on any products commercialized out of this research and development project until fully paid. The timing of repayment is uncertain. As of September 30, 2013, the total amount claimed by AquaBounty is $2,305 and is included in long term debt on the September 30, 2013 consolidated balance sheet. | |||||
In October 2003, AquaBounty obtained a term loan with the ACOA in the amount of C$250, or USD$242 as of September 30, 2013. AquaBounty repays this loan through monthly principal payments and the loan matures in December 2013. The outstanding balance as of September 30, 2013 is $7 and is included in the current portion of long term debt on the September 30, 2013 consolidated balance sheet. | |||||
In August 2003, AquaBounty obtained a term loan with Enterprise PEI, a Canadian provincial government agency, in the amount of C$300, or USD$291 as of September 30, 2013. AquaBounty repays this loan through monthly principal and interest payments and the loan matures in December 2013. The outstanding balance as of September 30, 2013 is $10 and is included in the current portion of long term debt on the September 30, 2013 consolidated balance sheet. | |||||
In November 1999, Technology Partnership Canada (“TPC”), a Canadian government agency, agreed to provide AquaBounty funding up to C$2,965, or USD$2,875 as of September 30, 2013, to support AquaBounty’s research and development. This funding was completed in 2003. The funding provided by TPC is repayable to TPC in the form of a 5.2% royalty on revenues generated from AquaBounty’s technology. Per the funding agreement with TPC, AquaBounty has no repayment obligations after June 30, 2014 even if the total amount has not been repaid as of such date. As of September 30, 2013, the estimated balance to be paid by June 30, 2014 is $194 and is included in the current portion of long term debt on the September 30, 2013 consolidated balance sheet. | |||||
Contingencies | |||||
The Company may become subject to claims and assessments from time to time in the ordinary course of business. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. The Company accrues liabilities for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. As of September 30, 2013 and December 31, 2012, the Company does not believe that any such matters, individually or in the aggregate, will have a material adverse effect on the Company’s business, financial condition, results of operations, or cash flows. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
14. Related Party Transactions | |
Third Security, LLC (“Third Security”) and Affiliates | |
Certain affiliates of Third Security were shareholders of the Series B, B-1, C, C-1, C-2, C-3, D, E, and F Redeemable Convertible Preferred Stock, which converted to common stock upon completion of our IPO. | |
On June 6, 2011, the Company entered into a worldwide exclusive licensing agreement with Halozyme Therapeutics, Inc. (“Halozyme”) for the use of Halozyme’s proprietary enzyme in one of the Company’s targeted therapeutics. The Company and Halozyme are related parties through common ownership by affiliates of Third Security. The Company’s CEO also serves on Halozyme’s board of directors. Under the terms of the agreement, the Company paid a license fee of $9,000 upon execution of the agreement. The Company is required to pay an annual exclusivity fee of $1,000 commencing June 6, 2012 and on each anniversary of the effective date of the agreement thereafter until a certain development event occurs. If the Company successfully develops a product candidate using the license in the exclusive field of use and achieves an established sales target, the Company could pay up to $54 million in milestone payments. The Company is obligated to pay tiered royalties on net sales of the approved product. The Company may terminate this agreement in whole or on a product-by-product basis at any time upon 90 days written notice to Halozyme. | |
The Manager of Third Security who is also a member of the Company’s Board of Directors, (“Board Member”) assumed the role of CEO of the Company in April 2009 and served on a part-time basis in that capacity through 2011. In 2012, the CEO began serving in this role on a full-time basis. Although the CEO has not received compensation for his services as CEO, the Company recorded $388 in compensation expense for each of the three months ended September 30, 2013 and 2012, respectively, and $1,163 for each of the nine months ended September 30, 2013 and 2012, respectively, based on the estimated salary and benefits appropriate for the role. | |
Transactions with Other Shareholders | |
At September 30, 2013 and December 31, 2012, the Company leased two office facilities from an affiliate of certain holders of preferred stock. The Company has a receivable due from this affiliate in the form of security deposits which are included in other long term assets of $66 at September 30, 2013 and December 31, 2012. During the three months ended September 30, 2013 and 2012, the Company incurred rent and other facility expenses of $233 and $228, respectively. During the nine months ended September 30, 2013 and 2012, the Company incurred rent and other facility expenses of $680 and $670, respectively. | |
In the nine months ended September 30, 2013, the Company paid transaction fees in conjunction with the closing of the first and second rounds of Series F to a shareholder. | |
Transactions with ECC Parties | |
On January 6, 2011, in conjunction with the ECC with Ziopharm (Note 3), the Company purchased 2,426,235 shares of common stock at $4.80 per share at closing in a private placement. The Company agreed to purchase up to an additional $50,000 of common stock in conjunction with securities offerings that may be conducted by Ziopharm in the future, subject to certain conditions and limitations. On February 7, 2011, the Company purchased 1,910,000 shares of Ziopharm common stock at $5.75 per share in the first such securities offering. On January 20, 2012, the Company purchased 1,923,075 shares of Ziopharm common stock at $5.20 per share in another securities offering. At September 30, 2013, the Company had approximately $29,000 remaining on its purchase commitment. In conjunction with the ECC and the initial share purchase, the CEO of the Company joined the board of directors of Ziopharm. | |
In conjunction with the ECC with Synthetic Biologics (Note 3), the Company is entitled to, at its election, purchase up to 19.99% of securities offerings that may be conducted by Synthetic Biologics in the future, subject to certain conditions and limitations. The Company has been granted the right to make purchases of Synthetic Biologics’ common stock in the open market up to an additional 10% of Synthetic Biologics’ common stock. The Company has made no purchases of Synthetic Biologics’ common stock. | |
In conjunction with the ECC with Oragenics (Note 3), the Company is entitled to, at its election, purchase up to 30% of securities offerings that may be conducted by Oragenics in the future, subject to certain conditions and limitations. The Company has made no purchases of Oragenics’ common stock under this right. On September 30, 2013, the Company purchased 1,300,000 shares of Oragenics common stock at $3.00 per share in a private transaction. | |
In conjunction with the ECC with Soligenix (Note 3), the Company is entitled to, at its election, participate in securities offerings conducted by Soligenix in the future, subject to certain conditions and limitations. The Company has made no purchases of Soligenix’s common stock. |
Net_Income_Loss_per_Share
Net Income (Loss) per Share | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Net Income (Loss) per Share | ' | ||||||||||||||||
15. Net Income (Loss) per Share | |||||||||||||||||
The following table presents the computation of basic and diluted net income (loss) per share for the three months ended September 30, 2013 and 2012 and the nine months ended September 30, 2013 and 2012: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Historical net income (loss) per share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net income (loss) attributable to Intrexon | $ | 15,440 | $ | (20,490 | ) | $ | (26,776 | ) | $ | (50,937 | ) | ||||||
Accretion of dividends on redeemable convertible preferred stock | (4,044 | ) | (5,469 | ) | (18,391 | ) | (16,291 | ) | |||||||||
Undistributed earnings allocated to preferred shareholders | (3,106 | ) | — | — | — | ||||||||||||
Net income (loss) attributable to common shareholders | $ | 8,290 | $ | (25,959 | ) | $ | (45,167 | ) | $ | (67,228 | ) | ||||||
Denominator: | |||||||||||||||||
Weighted average shares outstanding, basic | 54,305,354 | 5,576,526 | 22,056,396 | 5,506,043 | |||||||||||||
Weighted average effect of dilutive stock options and warrants | 1,845,642 | — | — | — | |||||||||||||
Weighted average shares outstanding, diluted | 56,150,996 | 5,576,526 | 22,056,396 | 5,506,043 | |||||||||||||
Net income (loss) attributable to common shareholders per share, basic | $ | 0.15 | $ | (4.66 | ) | $ | (2.05 | ) | $ | (12.21 | ) | ||||||
Net income (loss) attributable to common shareholders per share, diluted | $ | 0.15 | $ | (4.66 | ) | $ | (2.05 | ) | $ | (12.21 | ) | ||||||
The following potentially dilutive securities have been excluded from the computations of diluted weighted average shares outstanding as of September 30, 2013 and 2012 for the three months ended September 30, 2012 and the nine months ended September 30, 2013 and 2012, as they would have been anti-dilutive: | |||||||||||||||||
September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Common shares issuable upon conversion of all Series Preferred | — | 61,796,890 | |||||||||||||||
Options | 2,697,617 | 2,412,575 | |||||||||||||||
Warrants | 414,404 | 511,098 | |||||||||||||||
Total | 3,112,021 | 64,720,563 | |||||||||||||||
In addition to the potentially dilutive securities in the table above, Series Preferred cumulative dividends convertible into common shares at a price per share equal to the fair market value of a common share at the time of conversion have been excluded from the computation of diluted weighted-average shares outstanding as of September 30, 2012. | |||||||||||||||||
The Company excluded 60,500 stock options from the computation of diluted weighted average shares outstanding as of September 30, 2013 for the three months ended September 30, 2013 as they would have been anti-dilutive. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
16. Subsequent Events | |
On October 1, 2013, the Company purchased 2,439,024 shares of Fibrocell common stock at a price per share of $4.10 in a public offering conducted by Fibrocell. | |
On October 29, 2013, the Company purchased 2,857,143 shares of Ziopharm common stock at a price per share of $3.50 in a public offering conducted by Ziopharm. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Principles of Consolidation | ' | ||||||||||||||||
Principles of Consolidation | |||||||||||||||||
The accompanying consolidated financial statements reflect the operations of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated. As of September 30, 2013, the Company uses the equity method of accounting to account for its investment in S & I Ophthalmic, LLC (“S & I Ophthalmic”), a joint venture between the Company and an indirect subsidiary (“Sun Pharmaceutical Subsidiary”) of Sun Pharmaceutical Industries Ltd. (“Sun Pharmaceutical”), an international specialty pharmaceutical company focused on chronic diseases (Note 7). | |||||||||||||||||
Unaudited Financial Information | ' | ||||||||||||||||
Unaudited Financial Information | |||||||||||||||||
The accompanying interim consolidated financial statements are unaudited and have been prepared in accordance with U.S. GAAP. Certain information and footnote disclosures normally included in the Company’s annual financial statements have been condensed or omitted. These interim consolidated financial statements, in the opinion of management, reflect all normal recurring adjustments necessary for fair statement of the Company’s financial position as of September 30, 2013 and results of operations and cash flows for the interim periods ended September 30, 2013 and 2012. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2013, or for any other future annual or interim period. The accompanying interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto for the year ended December 31, 2012, included in the Prospectus that forms a part of the Company’s Registration Statement on Form S-1 (File No. 333-189853), which was filed with the Securities and Exchange Commission pursuant to Rule 424 on August 8, 2013. | |||||||||||||||||
Revenue Recognition | ' | ||||||||||||||||
Revenue Recognition | |||||||||||||||||
The Company generates revenue through contractual agreements with collaborative partners (known as exclusive channel collaborations, “ECC” or “ECCs”) whereby the partners obtain exclusive access to the Company’s proprietary technology for use in the research, development and commercialization of products and/or treatments in a contractually specified field of use. Generally, the terms of these collaborative agreements provide that the Company receive some or all of the following: (i) upfront payments upon consummation of the agreement, (ii) reimbursements for costs incurred by the Company for research and development and/or manufacturing efforts related to specific application provided for in the agreement, (iii) milestone payments upon the achievement of specified development, regulatory and commercial activities, and (iv) royalties on sales of products arising from the collaboration. | |||||||||||||||||
The Company’s collaboration agreements typically contain multiple elements, or deliverables, including technology licenses, research and development services, and in certain cases manufacturing services. Effective January 1, 2011, the Company adopted the provisions of Accounting Standards Update (“ASU”) No. 2009-13, Revenue Recognition (Topic 605): Multiple Deliverable Revenue Arrangements (“ASU 2009-13”). In accordance with the provisions of ASU 2009-13, the Company identifies the deliverables within the agreements and evaluates which deliverables represent separate units of accounting. Analyzing the agreements to identify deliverables requires the use of judgment. A deliverable is considered a separate unit of accounting when the deliverable has value to the collaborative partner on a standalone basis based on the consideration of the relevant facts and circumstances for each agreement. | |||||||||||||||||
Consideration received is allocated at the inception of the agreement to all identified units of accounting based on their relative selling price. When available, the relative selling price for each deliverable is determined using vendor specific objective evidence (“VSOE”) of selling price or third-party evidence of selling price, if VSOE does not exist. If neither VSOE nor third-party evidence of selling price exists, the Company uses its best estimate of the selling price (“BESP”) for the deliverable. The amount of allocable consideration is limited to amounts that are fixed or determinable. The consideration received is allocated among the separate units of accounting, and the applicable revenue recognition criteria are applied to each of the separate units. The Company recognizes the revenue allocated to each unit of accounting as the Company delivers the related goods or services. If the Company determines that certain deliverables should be treated as a single unit of accounting, then the revenue is recognized using either a proportional performance or straight-line method, depending on whether the Company can reasonably estimate the level of effort required to complete its performance obligations under an arrangement and whether such performance obligations are provided on a best-efforts basis. As the Company cannot reasonably estimate its performance obligations related to its collaborators, the Company recognizes revenue on a straight-line basis over the period it expects to complete its performance obligations. | |||||||||||||||||
The terms of the Company’s agreements may provide for milestone payments upon achievement of certain defined events. The Company applies ASU No. 2010-17, Revenue Recognition – Milestone Method (“ASU 2010-17” or “Milestone Method”). Under the Milestone Method, the Company recognizes consideration that is contingent upon the achievement of a milestone in its entirety as revenue in the period in which the milestone is achieved only if the milestone is substantive in its entirety. A milestone is considered substantive when it meets all of the following criteria: | |||||||||||||||||
-1 | The consideration is commensurate with either the entity’s performance to achieve the milestone or the enhancement of the value of the delivered item or items as a result of a specific outcome resulting from the entity’s performance to achieve the milestone; | ||||||||||||||||
-2 | The consideration relates solely to past performance; and | ||||||||||||||||
-3 | The consideration is reasonable relative to all of the deliverables and payment terms with the arrangement. | ||||||||||||||||
In the event that a milestone is not considered substantive, the Company recognizes the milestone consideration as revenue using the same method applied to upfront payments. | |||||||||||||||||
Research and development services are a deliverable satisfied by the Company in accordance with the terms of the collaboration agreements and the Company considers these services to be inseparable from the license to the core technology; thus, reimbursements of services performed are recognized as revenue. Further, because reimbursement (i) is contingent upon performance of the services by the Company, (ii) does not include a profit component, and (iii) does not relate to any future deliverable, the revenue is recognized during the period in which the related services are performed and collection of such amounts is reasonable assured. Payments received from manufacturing services will be recognized when the earnings process related to the manufactured materials has been completed. Royalties to be received under the agreements will be recognized as earned. | |||||||||||||||||
The Company also generates revenue from other licenses of certain technologies and rental and other income from sublease agreements. License revenue is recognized on a straight-line basis over the term of the license agreement. Deferred revenue is recorded on the consolidated balance sheet when cash is received prior to the period in which the revenue is earned. Sublease and laboratory services revenues are recognized in the period in which they are earned. | |||||||||||||||||
Research and Development | ' | ||||||||||||||||
Research and Development | |||||||||||||||||
The Company considers that regulatory and other uncertainties inherent in the research and development of new products preclude it from capitalizing such costs. Research and development expenses include salaries and related costs of research and development personnel, and the costs of consultants, facilities, materials and supplies associated with research and development projects as well as various laboratory studies. Indirect research and development costs include depreciation, amortization and other indirect overhead expenses. | |||||||||||||||||
The Company has research and development arrangements with third parties that include upfront and milestone payments. At September 30, 2013 and December 31, 2012, the Company had research and development commitments with third parties totaling $2,786 and $3,164, respectively, of which $1,267 and $1,431, respectively, had not yet been incurred. The commitments are generally cancellable by the Company at any time upon written notice. | |||||||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||
All highly liquid investments with an original maturity of three months or less at the date of purchase are considered to be cash equivalents. Cash balances at a limited number of banks may periodically exceed insurable amounts. The Company believes that it mitigates its risk by investing in or through major financial institutions. Recoverability of investments is dependent upon the performance of the issuer. At September 30, 2013 and December 31, 2012, the Company had cash equivalent investments in highly liquid money market accounts at major financial institutions of $56,693 and $9,384, respectively. | |||||||||||||||||
Short-term and Long-term Investments | ' | ||||||||||||||||
Short-term and Long-term Investments | |||||||||||||||||
Short-term and long-term investments include U.S. government debt securities, commercial paper and certificates of deposit. The Company determines the appropriate classification as short-term or long-term at the time of purchase based on original maturities and management’s reasonable expectation of sales and redemption. The Company reevaluates such classification at each balance sheet date. In June 2013, the Company’s board of directors approved an investment policy to invest cash in excess of immediate requirements in securities to preserve principal and maintain sufficient liquidity. Accordingly, the Company purchases U.S. government debt securities, commercial paper and certificates of deposit. The Company’s written investment policy requires investments to be explicitly rated by two of the three following rating services: Standard & Poor’s, Moody’s and/or Fitch and to have a minimum rating of A1, P1 and/or F-1, respectively, from those agencies. In addition, the investment policy limits the amount of credit exposure to any one issuer. | |||||||||||||||||
Equity Securities | ' | ||||||||||||||||
Equity Securities | |||||||||||||||||
The Company holds equity securities received and/or purchased from certain collaborative partners. Other than investments accounted for using the equity method and discussed below, the Company elected the fair value option to account for its equity securities held in these partners, some of which are equity method investments. These equity securities are recorded at fair value at each reporting date. Unrealized gains and losses resulting from fair value adjustments are reported in the consolidated statement of operations. These equity securities are classified as noncurrent in the consolidated balance sheet as the Company does not currently intend to sell these equity securities within one year. The Company has not sold any of these equity securities to date. | |||||||||||||||||
The Company records the fair value of securities received on the date the collaboration is consummated or the milestone is achieved using the closing, quoted price of the collaborator’s security on that date, assuming the transfer of consideration is considered perfunctory. If the transfer of the consideration is not considered perfunctory, the Company considers the specific facts and circumstances to determine the appropriate date on which to evaluate fair value. The Company also evaluates whether any discounts for trading restrictions or other basis for lack of marketability should be applied to the fair value of the securities at inception of the collaboration. In the event the Company concludes that a discount should be applied, the fair value of the securities is adjusted at inception of the collaboration and re-evaluated at each reporting period thereafter. | |||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset and liability. As a basis for considering such assumptions, the Company uses a three-tier fair value hierarchy that prioritizes the inputs used in its fair value measurements. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: | |||||||||||||||||
Level 1: | Quoted prices in active markets for identical assets and liabilities; | ||||||||||||||||
Level 2: | Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly; and | ||||||||||||||||
Level 3: | Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available. | ||||||||||||||||
As discussed in “Equity Securities” above, the Company elected the fair value option for the equity securities held in certain collaborative partners. | |||||||||||||||||
Concentrations of Risk | ' | ||||||||||||||||
Concentrations of Risk | |||||||||||||||||
Due to the Company’s mix of fixed and variable rate securities holdings, the Company’s investment portfolio is susceptible to changes in interest rates. As of September 30, 2013, the Company’s investments had gross unrealized losses of $9. From time to time, the Company may liquidate some or all of its investments to fund operational needs or other activities, such as capital expenditures or business acquisitions. Depending on which investments the Company liquidates to fund these activities, the Company could recognize a portion, or all, of the gross unrealized losses. | |||||||||||||||||
Equity Method Investments | ' | ||||||||||||||||
Equity Method Investments | |||||||||||||||||
Through March 15, 2013, the Company accounted for its investment in AquaBounty, a biotechnology company focused on improving productivity in commercial aquaculture, using the equity method of accounting as the Company had the ability to exercise significant influence over, but not control, the operating activities of AquaBounty. Under the equity method of accounting, the Company included its pro-rata share of AquaBounty’s operating results, adjusted for accretion of basis difference, on a separate line in the consolidated statement of operations called “Equity in net loss of affiliate.” On the consolidated balance sheet as of December 31, 2012, the Company presented its investment in AquaBounty as Investment in affiliate. The excess cost over the Company’s pro-rata share of AquaBounty’s net assets was identifiable intangible assets and equity-method goodwill. This equity-method goodwill was not amortized; however, the investment in AquaBounty was analyzed for impairment on a periodic basis or if an event occurred or circumstances changed that indicate the carrying amount may be impaired. On March 15, 2013, the Company acquired additional ownership interests in AquaBounty resulting in the Company gaining control over and thus consolidating AquaBounty. See Note 6 for additional discussion of this transaction. | |||||||||||||||||
The Company accounts for its investment in S & I Ophthalmic using the equity method of accounting as the Company has the ability to exercise significant influence over, but not control, the operating activities of S & I Ophthalmic. Under the equity method of accounting, the Company includes its pro-rata share of S & I Ophthalmic’s operating results on a separate line in the consolidated statement of operations called “Equity in net loss of affiliate”. On the consolidated balance sheet as of September 30, 2013, the Company presented its investment in S & I Ophthalmic as Investment in affiliate. See Note 7 for additional discussion of S & I Ophthalmic. | |||||||||||||||||
The Company determined that it has significant influence over two and one of its collaborators as of September 30, 2013 and December 31, 2012, respectively based on its ownership interest, representation on the board of directors of the collaborator and other qualitative factors. As of December 31, 2012, the Company determined that one of these collaborators, Ziopharm Oncology, Inc. (“Ziopharm”), met the criteria of SEC Regulation S-X Article 3-09 for inclusion of separate financial statements of an equity method investment. The Company accounts for this investment using the fair value option. The fair value of the Company’s equity securities of Ziopharm is $53,321 and $56,298 as of September 30, 2013 and December 31, 2012, respectively, and is included as equity securities in the respective consolidated balance sheets. The Company’s ownership percentage of Ziopharm is 16.2% and 16.3% at September 30, 2013 and December 31, 2012, respectively. Unrealized appreciation (depreciation) in the fair value of the Company’s equity securities held in Ziopharm is $24,766 and $(4,948) for the three months ended September 30, 2013 and 2012, respectively, and $(2,977) and $8,773 for the nine months ended September 30, 2013 and 2012, respectively. Summarized unaudited financial information for Ziopharm for the three and nine months ended September 30, 2013 and 2012 are as follows: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Revenues | $ | 200 | $ | 200 | $ | 600 | $ | 600 | |||||||||
Operating expenses | 9,315 | 21,927 | 51,592 | 63,926 | |||||||||||||
Loss from operations | (9,115 | ) | (21,727 | ) | (50,992 | ) | (63,326 | ) | |||||||||
Other | (7,598 | ) | 3,903 | 2,789 | (2,581 | ) | |||||||||||
Net loss | $ | (16,713 | ) | $ | (17,824 | ) | $ | (48,203 | ) | $ | (65,907 | ) | |||||
Variable Interest Entities | ' | ||||||||||||||||
Variable Interest Entities | |||||||||||||||||
The Company identifies entities that either (1) do not have sufficient equity investment at risk to permit the entity to finance its activities without additional subordinated financial support or (2) in which the equity investors lack an essential characteristic of a controlling financial interest as variable interest entities (“VIE” or “VIEs”). The Company performs an initial and on-going evaluation of the entities with which the Company has variable interests to determine if any of these entities are a VIE. If an entity is identified as a VIE, the Company performs an assessment to determine whether the Company has both (1) the power to direct activities that most significantly impact the VIE’s economic performance and (2) have the obligation to absorb losses from or the right to receive benefits of the VIE that could potentially be significant to the VIE. If both of these criteria are satisfied, the Company is identified as the primary beneficiary of the VIE. As of December 31, 2012, the Company’s investment in affiliate, AquaBounty, is identified as a VIE. The Company is not the primary beneficiary for this entity as the Company does not have the power to direct the activities that most significantly impact the economic performance of the VIE. As of December 31, 2012, the total carrying value of the Company’s investment in the VIE was $5,726, which is the investment in AquaBounty. On March 15, 2013, the Company began consolidating AquaBounty in the Company’s results of operations and financial position as a result of the Company’s ownership in AquaBounty exceeding 50% (Note 6). The Company’s maximum exposure to loss related to this VIE as of December 31, 2012 was limited to the carrying value of the investment in affiliate. As of September 30, 2013, two of the Company’s collaborators, AmpliPhi Biosciences Corporation (“AmpliPhi”) and Genopaver, LLC (“Genopaver”), were identified as VIEs. The Company is not the primary beneficiary for either of these entities as the Company does not have the power to direct the activities that most significantly impact the economic performance of the VIEs. As of September 30, 2013, the total carrying value of the Company’s investment in the VIEs was $11,540, which is equal to the value of the equity securities holdings in those VIEs. | |||||||||||||||||
Property, Plant and Equipment | ' | ||||||||||||||||
Property, Plant and Equipment | |||||||||||||||||
Property, plant and equipment are stated at cost, less accumulated depreciation and amortization. Major additions or betterments are charged to the property accounts while repairs and maintenance are generally expensed as incurred. Depreciation and amortization is calculated on the straight-line method over the estimated useful lives of the assets. The estimated useful lives of these assets are as follows: | |||||||||||||||||
Years | |||||||||||||||||
Building | 13 | ||||||||||||||||
Furniture and fixtures | 7 | ||||||||||||||||
Lab equipment | 2 - 7 | ||||||||||||||||
Computer hardware | 5 - 7 | ||||||||||||||||
Software | 3 - 5 | ||||||||||||||||
Leasehold improvements are amortized over the shorter of the useful life of the asset or the applicable lease term, generally one to four years. | |||||||||||||||||
Goodwill | ' | ||||||||||||||||
Goodwill | |||||||||||||||||
Goodwill is an asset that represents the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized (Note 6). Goodwill is reviewed for impairment at least annually. The Company has the option to perform a qualitative assessment to determine whether it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount prior to performing the two-step goodwill impairment test. If this is the case, the two-step goodwill impairment test is required. If it is more-likely-than-not that the fair value of a reporting unit is greater than the carrying amount, the two-step goodwill impairment test is not required. | |||||||||||||||||
If the two-step goodwill impairment test is required, first, the fair value of the reporting unit is compared with its carrying amount (including goodwill). If the fair value of the reporting unit is less than its carrying amount, an indication of goodwill impairment exists for the reporting unit and the entity must perform step two of the impairment test. Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis. If the fair value of the reporting unit exceeds its carrying amount, step two does not need to be performed. | |||||||||||||||||
The Company intends to perform its annual impairment review of goodwill in the fourth quarter, or sooner if a triggering event occurs prior to the annual impairment review. | |||||||||||||||||
Intangible Assets | ' | ||||||||||||||||
Intangible Assets | |||||||||||||||||
Intangible assets subject to amortization consist of patents and related technologies acquired in mergers and acquisitions and a favorable lease asset acquired upon the assumption of a lease agreement. These intangible assets subject to amortization were recorded at fair value at the date of acquisition and are stated net of accumulated amortization. Indefinite-lived intangible assets consist of in-process research and development acquired as a result of a step acquisition (Note 6) and is recorded at fair value at the date of the step acquisition. | |||||||||||||||||
The Company applies the provisions of ASC Topic 350, Intangibles, Goodwill and Other, which requires the amortization of long-lived intangible assets to reflect the pattern in which the economic benefits of the intangible asset are expected to be realized. The intangible assets are amortized over their remaining estimated useful lives, ranging from seven to fourteen years for the patents and related technologies, and through the end of the original lease term, February 1, 2013, for the favorable lease asset. | |||||||||||||||||
Impairment of Long-Lived Assets | ' | ||||||||||||||||
Impairment of Long-Lived Assets | |||||||||||||||||
Long-lived assets to be held and used, including property, plant and equipment and intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or a significant adverse change that would indicate that the carrying amount of an asset or group of assets is not recoverable. | |||||||||||||||||
Indefinite-lived intangible assets, including in-process research and development, are tested for impairment annually, or more frequently if events or circumstances between annual tests indicate that the asset may be impaired. Impairment losses on indefinite-lived intangible assets are recognized based solely on a comparison of their fair value to carrying value, without consideration of any recoverability test. The Company monitors the progression of its in-process research and development, as the likelihood of success is contingent upon regulatory approval. | |||||||||||||||||
Income Taxes | ' | ||||||||||||||||
Income Taxes | |||||||||||||||||
Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to both differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases as well as operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date of the change. Valuation allowances are established when necessary to reduce deferred tax assets to the amount expected to be realized. | |||||||||||||||||
The Company identifies any uncertain income tax positions and recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest, if any, related to unrecognized tax benefits as a component of interest expense. Penalties, if any, are recorded in general and administrative expenses. | |||||||||||||||||
Net Income (Loss) per Share | ' | ||||||||||||||||
Net Income (Loss) per Share | |||||||||||||||||
For three months ended September 30, 2012 and the nine months ended September 30, 2013 and 2012, basic net loss per share is calculated by dividing net loss attributable to common shareholders by the weighted average shares outstanding during the period, without consideration of common stock equivalents. Diluted net loss per share is calculated by adjusting weighted average shares outstanding for the dilutive effect of common stock equivalents outstanding for the period, determined using the treasury-stock method. For purposes of the diluted net loss per share calculation, preferred stock prior to the conversion to common stock, stock options and warrants are considered to be common stock equivalents but are excluded from the calculation of diluted net loss per share because their effect would be anti-dilutive and, therefore, basic and diluted net loss per share were the same for the three months ended September 30, 2012 and the nine months ended September 30, 2013 and 2012. | |||||||||||||||||
For the three months ended September 30, 2013, basic and diluted net income per share are presented in conformity with the two-class method, which is required because the Company had issued securities other than common stock that participate in dividends with common stock (“participating securities”). Shares of the Company’s preferred stock were considered participating securities for the periods up to immediately prior to the closing of the Company’s IPO on August 13, 2013 when all preferred stock was converted to common stock. The Company’s preferred stock did not participate in the allocation of losses of the Company. | |||||||||||||||||
The two-class method requires that the Company calculate the net income per share attributable to common shareholders, which will differ from the Company’s net income. Net income attributable to common shareholders is generally equal to net income less the accretion of dividends on preferred stock with any remaining earnings, after deducting dividends, allocated between the preferred shareholders and common shareholders as of the end of the period. The basic net income per share attributable to common shareholders is calculated by dividing the net income attributable to common shareholders by the weighted average number of shares of common stock outstanding for the period. Diluted net income per share attributable to common shareholders is computed by giving effect to all potential dilutive common stock equivalents outstanding during the period. For purposes of this calculation, preferred stock, stock options and warrants are considered to be common stock equivalents. | |||||||||||||||||
Segment Information | ' | ||||||||||||||||
Segment Information | |||||||||||||||||
The Company has determined that it operates in one segment. The Company uses synthetic biology for the creation of distinct products for collaboration with partners. All of the Company’s revenues are derived in the United States of America. Substantially all of the Company’s assets are located in the United States of America | |||||||||||||||||
Recently Issued Accounting Pronouncements | ' | ||||||||||||||||
Recently Issued Accounting Pronouncements | |||||||||||||||||
In February 2013, the FASB issued ASU No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income (“ASU 2013-02”). ASU 2013-02 requires that companies present either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by the reclassification. If a component is not required to be reclassified to net income in its entirety, companies would instead cross reference to the related footnote for additional information. ASU 2013-02 is effective for interim and annual reporting periods beginning after December 15, 2012. The Company has implemented the provisions of ASU 2013-02 as of January 1, 2013. The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements. | |||||||||||||||||
In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities (“ASU 2011-11”). ASU 2011-11 requires an entity to disclose information about offsetting and related arrangements to enable users of financial statements to understand the effect of those arrangements on its financial position, and to allow investors to better compare financial statements prepared under U.S. GAAP with financial statements prepared under IFRS. The new standards are effective for annual periods beginning January 1, 2013 and interim periods within those annual periods. Retrospective application is required. The Company has implemented the provisions of ASU 2011-11 as of January 1, 2013. The adoption of this amendment did not have a material impact on the Company’s consolidated financial statements. | |||||||||||||||||
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 and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Summarized Unaudited Financial Information | ' | ||||||||||||||||
Summarized unaudited financial information for Ziopharm for the three and nine months ended September 30, 2013 and 2012 are as follows: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Revenues | $ | 200 | $ | 200 | $ | 600 | $ | 600 | |||||||||
Operating expenses | 9,315 | 21,927 | 51,592 | 63,926 | |||||||||||||
Loss from operations | (9,115 | ) | (21,727 | ) | (50,992 | ) | (63,326 | ) | |||||||||
Other | (7,598 | ) | 3,903 | 2,789 | (2,581 | ) | |||||||||||
Net loss | $ | (16,713 | ) | $ | (17,824 | ) | $ | (48,203 | ) | $ | (65,907 | ) | |||||
Estimated Useful Lives of Property, Plant and Equipment | ' | ||||||||||||||||
The estimated useful lives of these assets are as follows: | |||||||||||||||||
Years | |||||||||||||||||
Building | 13 | ||||||||||||||||
Furniture and fixtures | 7 | ||||||||||||||||
Lab equipment | 2 - 7 | ||||||||||||||||
Computer hardware | 5 - 7 | ||||||||||||||||
Software | 3 - 5 |
Collaboration_Revenue_Tables
Collaboration Revenue (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ' | ||||||||
Summary of Deferred Revenue | ' | ||||||||
Deferred revenue consists of the following: | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Upfront and milestone payments | $ | 65,846 | $ | 51,359 | |||||
Prepaid research and development services | 1,502 | 7,229 | |||||||
Other | 44 | 48 | |||||||
Total | $ | 67,392 | $ | 58,636 | |||||
Current portion of deferred revenue | 7,398 | 9,963 | |||||||
Long-term portion of deferred revenue | 59,994 | 48,673 | |||||||
Total | $ | 67,392 | $ | 58,636 | |||||
Shortterm_and_Longterm_Investm1
Short-term and Long-term Investments (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Investments Debt And Equity Securities [Abstract] | ' | ||||||||||||||||
Summary of Amortized Cost, Gross Unrealized Gains and Losses and Fair Value of Investments | ' | ||||||||||||||||
The following table summarizes the amortized cost, gross unrealized gains and losses and fair value of available-for-sale investments as of September 30, 2013: | |||||||||||||||||
Amortized | Gross | Gross | Aggregate | ||||||||||||||
Cost | Unrealized | Unrealized | Fair Value | ||||||||||||||
Gains | Losses | ||||||||||||||||
U.S. government debt securities | $ | 205,747 | $ | 27 | $ | (6 | ) | $ | 205,768 | ||||||||
Commercial paper | 10,242 | 6 | (1 | ) | 10,247 | ||||||||||||
Certificates of deposit | 1,768 | — | (2 | ) | 1,766 | ||||||||||||
Total | $ | 217,757 | $ | 33 | $ | (9 | ) | $ | 217,781 | ||||||||
Summary of Estimated Fair Value of Available-for-Sale Investments Classified by Contractual Maturities | ' | ||||||||||||||||
The estimated fair value of available-for-sale investments classified by their contractual maturities as of September 30, 2013 was as follows: | |||||||||||||||||
Due within one year | $ | 136,672 | |||||||||||||||
After one year through two years | 81,109 | ||||||||||||||||
Total | $ | 217,781 | |||||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Summary of Placement in the Fair Value Hierarchy of Financial Assets that are Measured at Fair Value on a Recurring Basis | ' | ||||||||||||||||
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, at September 30, 2013: | |||||||||||||||||
Quoted | Significant | Significant | September 30, | ||||||||||||||
prices | other | unobservable | 2013 | ||||||||||||||
in active | observable | inputs | |||||||||||||||
markets | inputs | (level 3) | |||||||||||||||
(level 1) | (level 2) | ||||||||||||||||
Assets | |||||||||||||||||
U.S. government debt securities (Note 4) | $ | — | $ | 205,768 | $ | — | $ | 205,768 | |||||||||
Commercial paper (Note 4) | — | 10,247 | — | 10,247 | |||||||||||||
Certificates of deposit (Note 4) | — | 1,766 | — | 1,766 | |||||||||||||
Equity securities (Note 3) | 75,754 | 31,813 | — | 107,567 | |||||||||||||
$ | 75,754 | $ | 249,594 | $ | — | $ | 325,348 | ||||||||||
The following table presents the placement in the fair value hierarchy of financial assets that are measured at fair value on a recurring basis, including the items for which the fair value option has been elected, at December 31, 2012: | |||||||||||||||||
Quoted | Significant | Significant | December 31, | ||||||||||||||
prices | other | unobservable | 2012 | ||||||||||||||
in active | observable | inputs | |||||||||||||||
markets | inputs | (level 3) | |||||||||||||||
(level 1) | (level 2) | ||||||||||||||||
Assets | |||||||||||||||||
Certificates of deposit (Note 4) | $ | — | $ | 260 | $ | — | $ | 260 | |||||||||
Equity securities (Note 3) | 72,988 | 10,128 | — | 83,116 | |||||||||||||
$ | 72,988 | $ | 10,388 | $ | — | $ | 83,376 | ||||||||||
Investment_in_AquaBounty_Table
Investment in AquaBounty (Tables) (AquaBounty [Member]) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
AquaBounty [Member] | ' | ||||||||||||
Summary of Fair Value of the Consideration Transferred | ' | ||||||||||||
The fair value of the consideration transferred included: | |||||||||||||
Consideration paid | $ | 4,907 | |||||||||||
Fair value of noncontrolling interest | 15,153 | ||||||||||||
Fair value of the Company’s investment in affiliate held before the business combination | 12,751 | ||||||||||||
Fair value of the consideration transferred | $ | 32,811 | |||||||||||
Summary of Preliminary Estimated Fair Value of Assets Acquired and Liabilities Assumed at the Acquisition Date | ' | ||||||||||||
The preliminary estimated fair value of assets acquired and liabilities assumed at the acquisition date is shown below: | |||||||||||||
Cash | $ | 5,419 | |||||||||||
Short-term investments | 14 | ||||||||||||
Trade receivables | 4 | ||||||||||||
Other receivables | 9 | ||||||||||||
Prepaid expenses and other | 200 | ||||||||||||
Property, plant and equipment | 1,241 | ||||||||||||
Intangible assets | 14,900 | ||||||||||||
Other assets | 22 | ||||||||||||
Total assets acquired | 21,809 | ||||||||||||
Accounts payable | 156 | ||||||||||||
Accrued compensation and benefits | 94 | ||||||||||||
Other accrued liabilities | 395 | ||||||||||||
Long-term debt | 2,199 | ||||||||||||
Total liabilities assumed | 2,844 | ||||||||||||
Net assets acquired | 18,965 | ||||||||||||
Goodwill | 13,846 | ||||||||||||
Total consideration | $ | 32,811 | |||||||||||
Summary of Unaudited Condensed Proforma Financial Information | ' | ||||||||||||
The following unaudited condensed pro forma financial information for the three months ended September 30, 2012 and the nine months ended September 30, 2013 and 2012 is presented as if the acquisition had been consummated on January 1, 2012: | |||||||||||||
Three Months Ended | Nine months Ended | ||||||||||||
September 30, | September 30, | ||||||||||||
2012 | 2013 | 2012 | |||||||||||
Pro forma | |||||||||||||
Revenues | $ | 2,904 | $ | 16,890 | $ | 7,269 | |||||||
Net loss | (21,483 | ) | (35,742 | ) | (46,858 | ) | |||||||
Net loss attributable to noncontrolling interest | 459 | 1,496 | 1,541 | ||||||||||
Net loss attributable to Intrexon | (21,024 | ) | (34,246 | ) | (45,317 | ) | |||||||
Accretion of dividends on redeemable convertible preferred stock | (5,469 | ) | (18,391 | ) | (16,291 | ) | |||||||
Net loss attributable to Intrexon common shareholders | $ | (26,493 | ) | $ | (52,637 | ) | $ | (61,608 | ) | ||||
Net loss attributable to Intrexon common shareholders per share, basic and diluted | $ | (4.75 | ) | $ | (2.39 | ) | $ | (11.19 | ) | ||||
Property_Plant_and_Equipment_n1
Property, Plant and Equipment, net (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Schedule of Property, Plant and Equipment | ' | ||||||||
Property, plant and equipment consist of the following: | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Land | $ | 55 | $ | — | |||||
Building | 945 | — | |||||||
Furniture and fixtures | 869 | 857 | |||||||
Lab equipment | 22,044 | 22,195 | |||||||
Leasehold improvements | 5,149 | 4,972 | |||||||
Computer hardware | 3,220 | 3,136 | |||||||
Construction in progress | 10 | 14 | |||||||
Software | 1,003 | 888 | |||||||
33,295 | 32,062 | ||||||||
Less: Accumulated depreciation and amortization | (16,275 | ) | (13,375 | ) | |||||
Property, plant and equipment, net | $ | 17,020 | $ | 18,687 | |||||
Goodwill_and_Intangible_Assets1
Goodwill and Intangible Assets, net (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||||
Schedule of Changes in Carrying Amount of Goodwill | ' | ||||||||||||
The changes in the carrying amount of goodwill for the nine months ended September 30, 2013 are as follows: | |||||||||||||
Balance as of December 31, 2012 | $ | — | |||||||||||
Acquisitions | 13,846 | ||||||||||||
Balance as of September 30, 2013 | $ | 13,846 | |||||||||||
Schedule of Intangible Assets | ' | ||||||||||||
Intangible assets consist of the following at September 30, 2013: | |||||||||||||
Gross Carrying | Accumulated | Net | |||||||||||
Amount | Amortization | ||||||||||||
Patents and related technologies | $ | 34,342 | $ | (6,979 | ) | $ | 27,363 | ||||||
In-process research and development | 14,900 | — | 14,900 | ||||||||||
Total | $ | 49,242 | $ | (6,979 | ) | $ | 42,263 | ||||||
Intangible assets consist of the following at December 31, 2012: | |||||||||||||
Gross Carrying | Accumulated | Net | |||||||||||
Amount | Amortization | ||||||||||||
Patents and related technologies | $ | 34,342 | $ | (4,851 | ) | $ | 29,491 | ||||||
Favorable rent asset | 646 | (631 | ) | 15 | |||||||||
Total | $ | 34,988 | $ | (5,482 | ) | $ | 29,506 | ||||||
Redeemable_Convertible_Preferr1
Redeemable Convertible Preferred Stock and Shareholders' Equity (Deficit) (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||
Text Block [Abstract] | ' | ||||||||||||||||||||||||
Summary of Redeemable Convertible Preferred Stock | ' | ||||||||||||||||||||||||
The tables below represent a rollforward of the Redeemable Convertible Preferred Stock: | |||||||||||||||||||||||||
Series A | Series B | Series B-1 | |||||||||||||||||||||||
redeemable | redeemable | redeemable | |||||||||||||||||||||||
convertible | convertible | convertible | |||||||||||||||||||||||
preferred stock | preferred stock | preferred stock | |||||||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | ||||||||||||||||||||
Balances at December 31, 2012 | 705,400 | $ | 1,358 | 694,000 | $ | 669 | 1,212,360 | $ | 1,360 | ||||||||||||||||
Issuance of shares | — | — | — | — | — | — | |||||||||||||||||||
Accretion of dividends | — | 52 | — | 19 | — | 37 | |||||||||||||||||||
Stock issuance costs | — | — | — | — | — | — | |||||||||||||||||||
Conversion to common stock | (705,400 | ) | (1,410 | ) | (694,000 | ) | (688 | ) | (1,212,360 | ) | (1,397 | ) | |||||||||||||
Settlement of fractional shares upon conversion to common stock | — | — | — | — | — | — | |||||||||||||||||||
Balances at September 30, 2013 | — | $ | — | — | $ | — | — | $ | — | ||||||||||||||||
Series C | Series C-1 | Series C-2 | |||||||||||||||||||||||
redeemable | redeemable | redeemable | |||||||||||||||||||||||
convertible | convertible | convertible | |||||||||||||||||||||||
preferred stock | preferred stock | preferred stock | |||||||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | ||||||||||||||||||||
Balances at December 31, 2012 | 4,546,360 | $ | 7,134 | 15,934,528 | $ | 34,201 | 18,617,020 | $ | 44,512 | ||||||||||||||||
Issuance of shares | — | — | — | — | — | — | |||||||||||||||||||
Accretion of dividends | — | 266 | — | 1,272 | — | 1,660 | |||||||||||||||||||
Stock issuance costs | — | — | — | — | — | — | |||||||||||||||||||
Conversion to common stock | (4,546,360 | ) | (7,400 | ) | (15,934,528 | ) | (35,473 | ) | (18,617,020 | ) | (46,172 | ) | |||||||||||||
Settlement of fractional shares upon conversion to common stock | — | — | — | — | — | — | |||||||||||||||||||
Balances at September 30, 2013 | — | $ | — | — | $ | — | — | $ | — | ||||||||||||||||
Series C-3 | Series D | Series E | |||||||||||||||||||||||
redeemable | redeemable | redeemable | |||||||||||||||||||||||
convertible | convertible | convertible | |||||||||||||||||||||||
preferred stock | preferred stock | preferred stock | |||||||||||||||||||||||
Shares | Amount | Shares | Amount | Shares | Amount | ||||||||||||||||||||
Balances at December 31, 2012 | 13,297,872 | $ | 29,770 | 19,803,685 | $ | 76,252 | 38,095,239 | $ | 211,403 | ||||||||||||||||
Issuance of shares | — | — | — | — | — | — | |||||||||||||||||||
Accretion of dividends | — | 1,103 | — | 2,827 | — | 7,931 | |||||||||||||||||||
Stock issuance costs | — | — | — | — | — | — | |||||||||||||||||||
Conversion to common stock | (13,297,872 | ) | (30,873 | ) | (19,803,685 | ) | (79,078 | ) | (38,095,239 | ) | (219,332 | ) | |||||||||||||
Settlement of fractional shares upon conversion to common stock | — | — | — | (1 | ) | — | (2 | ) | |||||||||||||||||
Balances at September 30, 2013 | — | $ | — | — | $ | — | — | $ | — | ||||||||||||||||
Series F | |||||||||||||||||||||||||
redeemable | |||||||||||||||||||||||||
convertible | |||||||||||||||||||||||||
preferred stock | |||||||||||||||||||||||||
Shares | Amount | ||||||||||||||||||||||||
Balances at December 31, 2012 | — | $ | — | ||||||||||||||||||||||
Issuance of shares | 19,047,619 | 150,000 | |||||||||||||||||||||||
Accretion of dividends | — | 3,224 | |||||||||||||||||||||||
Stock issuance costs | — | (3,148 | ) | ||||||||||||||||||||||
Conversion to common stock | (19,047,619 | ) | (150,075 | ) | |||||||||||||||||||||
Settlement of fractional shares upon conversion to common stock | — | (1 | ) | ||||||||||||||||||||||
Balances at September 30, 2013 | — | $ | — | ||||||||||||||||||||||
Stock_Option_Plans_Tables
Stock Option Plans (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||||||
Schedule of Stock Option Activity | ' | ||||||||||||
Stock option activity under the Company’s award plans during the period indicated is as follows: | |||||||||||||
Number | Weighted | Weighted | |||||||||||
of | average | average | |||||||||||
shares | exercise | remaining | |||||||||||
price | contractual | ||||||||||||
term | |||||||||||||
Balances at December 31, 2012 | 2,313,526 | $ | 5.9 | 7.87 | |||||||||
Granted | 764,209 | 11.07 | |||||||||||
Exercised | (17,649 | ) | (3.10 | ) | |||||||||
Forfeited | (325,604 | ) | (6.94 | ) | |||||||||
Expired | (36,865 | ) | (5.15 | ) | |||||||||
Balances at September 30, 2013 | 2,697,617 | 7.26 | 7.68 | ||||||||||
Vested at September 30, 2013 | 992,112 | 4.67 | 5.79 | ||||||||||
Vested and Expected to Vest at September 30, 2013(1) | 2,434,816 | 6.2 | 6.91 | ||||||||||
-1 | The number of stock options expected to vest takes into account an estimate of expected forfeitures. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||
Future Minimum Lease Payments Under Noncancelable Operating Leases | ' | ||||
At September 30, 2013, future minimum lease payments under noncancelable operating leases having initial or remaining noncancelable lease terms in excess of one year are as follows: | |||||
2013 | $ | 784 | |||
2014 | 3,290 | ||||
2015 | 2,956 | ||||
2016 | 2,341 | ||||
2017 | 1,419 | ||||
2018 | 72 | ||||
$ | 10,862 | ||||
Net_Income_Loss_per_Share_Tabl
Net Income (Loss) per Share (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||
Historical Computation of Basic and Diluted Net Income (Loss) Per Share | ' | ||||||||||||||||
The following table presents the computation of basic and diluted net income (loss) per share for the three months ended September 30, 2013 and 2012 and the nine months ended September 30, 2013 and 2012: | |||||||||||||||||
Three months ended | Nine months ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Historical net income (loss) per share: | |||||||||||||||||
Numerator: | |||||||||||||||||
Net income (loss) attributable to Intrexon | $ | 15,440 | $ | (20,490 | ) | $ | (26,776 | ) | $ | (50,937 | ) | ||||||
Accretion of dividends on redeemable convertible preferred stock | (4,044 | ) | (5,469 | ) | (18,391 | ) | (16,291 | ) | |||||||||
Undistributed earnings allocated to preferred shareholders | (3,106 | ) | — | — | — | ||||||||||||
Net income (loss) attributable to common shareholders | $ | 8,290 | $ | (25,959 | ) | $ | (45,167 | ) | $ | (67,228 | ) | ||||||
Denominator: | |||||||||||||||||
Weighted average shares outstanding, basic | 54,305,354 | 5,576,526 | 22,056,396 | 5,506,043 | |||||||||||||
Weighted average effect of dilutive stock options and warrants | 1,845,642 | — | — | — | |||||||||||||
Weighted average shares outstanding, diluted | 56,150,996 | 5,576,526 | 22,056,396 | 5,506,043 | |||||||||||||
Net income (loss) attributable to common shareholders per share, basic | $ | 0.15 | $ | (4.66 | ) | $ | (2.05 | ) | $ | (12.21 | ) | ||||||
Net income (loss) attributable to common shareholders per share, diluted | $ | 0.15 | $ | (4.66 | ) | $ | (2.05 | ) | $ | (12.21 | ) | ||||||
Potentially Dilutive Securities Excluded from Calculation of Net Income (Loss) Per Share | ' | ||||||||||||||||
The following potentially dilutive securities have been excluded from the computations of diluted weighted average shares outstanding as of September 30, 2013 and 2012 for the three months ended September 30, 2012 and the nine months ended September 30, 2013 and 2012, as they would have been anti-dilutive: | |||||||||||||||||
September 30, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Common shares issuable upon conversion of all Series Preferred | — | 61,796,890 | |||||||||||||||
Options | 2,697,617 | 2,412,575 | |||||||||||||||
Warrants | 414,404 | 511,098 | |||||||||||||||
Total | 3,112,021 | 64,720,563 | |||||||||||||||
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Aug. 13, 2013 | Jul. 26, 2013 | Sep. 30, 2013 | Dec. 31, 2011 | Dec. 31, 2012 |
Subsidiary | |||||
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ' | ' | ' | ' | ' |
Number of subsidiaries acquired | ' | ' | ' | 3 | ' |
Reverse stock split ratio | ' | '1-for-1.75 | ' | ' | ' |
Reverse stock split ratio | ' | 0.57143 | ' | ' | ' |
Aggregate proceeds from the IPO | ' | ' | $168,801 | ' | ' |
Shares of common stock | 79,705,130 | ' | ' | ' | ' |
Number of authorized shares of common stock | 200,000,000 | ' | 200,000,000 | ' | 160,000,000 |
Number of authorized shares of preferred stock | 25,000,000 | ' | ' | ' | ' |
IPO [Member] | ' | ' | ' | ' | ' |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ' | ' | ' | ' | ' |
Shares of common stock | 11,499,998 | ' | ' | ' | ' |
Price per share of common stock | 16 | ' | ' | ' | ' |
Aggregate proceeds from the IPO | 168,300 | ' | ' | ' | ' |
Underwriting discounts and commissions | 12,900 | ' | ' | ' | ' |
Offering Expense paid | 2,800 | ' | ' | ' | ' |
Capitalized expenses | 2,300 | ' | ' | ' | ' |
Exercise of Overallotment Option by Underwriters [Member] | ' | ' | ' | ' | ' |
Organization Consolidation And Presentation Of Financial Statements Disclosure [Line Items] | ' | ' | ' | ' | ' |
Shares of common stock | 1,499,999 | ' | ' | ' | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Collaborator | Segment | ||||
Collaborator | |||||
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Research and development commitments with third parties | $2,786 | ' | $2,786 | ' | $3,164 |
Research and development commitments with third parties not incurred | 1,267 | ' | 1,267 | ' | 1,431 |
Maturity period of liquid investment | ' | ' | '3 months | ' | ' |
Cash equivalent investments in highly liquid money market accounts | 56,693 | ' | 56,693 | ' | 9,384 |
Investments gross unrealized losses | 9 | ' | 9 | ' | ' |
Fair value of financial assets measured at fair value on a recurring basis | 325,348 | ' | 325,348 | ' | 83,376 |
Unrealized appreciation (depreciation) in the fair value of the Company's equity securities | 27,339 | -3,940 | 5,704 | 12,031 | ' |
Carrying value of investment in VIEs | 11,540 | ' | 11,540 | ' | 5,726 |
Number of collaborators identified as VIEs | 2 | ' | 2 | ' | ' |
Percentage of recognized income tax positions | ' | ' | 50.00% | ' | ' |
Number of segment | ' | ' | 1 | ' | ' |
Equity Securities [Member] | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Fair value of financial assets measured at fair value on a recurring basis | 107,567 | ' | 107,567 | ' | 83,116 |
Ziopharm [Member] | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Company's ownership percentage of Ziopharm | 16.20% | ' | 16.20% | ' | 16.30% |
Ziopharm [Member] | Equity Securities [Member] | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Fair value of financial assets measured at fair value on a recurring basis | 53,321 | ' | 53,321 | ' | 56,298 |
Unrealized appreciation (depreciation) in the fair value of the Company's equity securities | $24,766 | ($4,948) | ($2,977) | $8,773 | ' |
Minimum [Member] | Patents and Related Technologies [Member] | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Period of estimated useful lives | ' | ' | '7 years | ' | ' |
Minimum [Member] | Leasehold improvements [Member] | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Life of the asset | ' | ' | '1 year | ' | ' |
Maximum [Member] | Patents and Related Technologies [Member] | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Period of estimated useful lives | ' | ' | '14 years | ' | ' |
Maximum [Member] | Leasehold improvements [Member] | ' | ' | ' | ' | ' |
Organization And Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Life of the asset | ' | ' | '4 years | ' | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Summarized Unaudited Financial Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Schedule of Equity Method Investments [Line Items] | ' | ' | ' | ' |
Revenues | $6,133 | $2,925 | $16,890 | $7,269 |
Operating expenses | 18,170 | 19,410 | 57,187 | 70,123 |
Loss from operations | -12,037 | -16,485 | -40,297 | -62,854 |
Net income (loss) | 14,991 | -20,490 | -27,890 | -50,937 |
Ziopharm [Member] | ' | ' | ' | ' |
Schedule of Equity Method Investments [Line Items] | ' | ' | ' | ' |
Revenues | 200 | 200 | 600 | 600 |
Operating expenses | 9,315 | 21,927 | 51,592 | 63,926 |
Loss from operations | -9,115 | -21,727 | -50,992 | -63,326 |
Other | -7,598 | 3,903 | 2,789 | -2,581 |
Net income (loss) | ($16,713) | ($17,824) | ($48,203) | ($65,907) |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Estimated Useful Lives of Property, Plant and Equipment (Detail) | 9 Months Ended |
Sep. 30, 2013 | |
Building [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, useful life | '13 years |
Furniture and Fixtures [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, useful life | '7 years |
Minimum [Member] | Lab Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, useful life | '2 years |
Minimum [Member] | Computer hardware [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, useful life | '5 years |
Minimum [Member] | Software [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, useful life | '3 years |
Maximum [Member] | Lab Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, useful life | '7 years |
Maximum [Member] | Computer hardware [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, useful life | '7 years |
Maximum [Member] | Software [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, useful life | '5 years |
Collaboration_Revenue_Summary_
Collaboration Revenue - Summary of Deferred Revenue (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred Revenue Arrangement [Line Items] | ' | ' |
Current portion of deferred revenue | $7,398 | $9,963 |
Long-term portion of deferred revenue | 59,994 | 48,673 |
Deferred revenue | 67,392 | 58,636 |
Upfront and Milestone Payments [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue | 65,846 | 51,359 |
Prepaid Research and Development Services [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue | 1,502 | 7,229 |
Other [Member] | ' | ' |
Deferred Revenue Arrangement [Line Items] | ' | ' |
Deferred revenue | $44 | $48 |
Collaboration_Revenue_Addition
Collaboration Revenue - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||||||||||||||||||||||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Jan. 06, 2011 | Jan. 06, 2011 | Oct. 24, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Mar. 21, 2012 | Nov. 18, 2011 | Nov. 18, 2011 | Aug. 06, 2012 | Oct. 05, 2012 | Nov. 28, 2011 | Nov. 28, 2011 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 05, 2012 | Jun. 05, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Oct. 05, 2012 | Oct. 05, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 28, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Apr. 27, 2013 | Apr. 27, 2013 | Apr. 27, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Feb. 14, 2013 | Jan. 06, 2011 | Oct. 24, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jan. 06, 2011 | Oct. 24, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 17, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Ziopharm Oncology ECC [Member] | Ziopharm Oncology ECC [Member] | Ziopharm Oncology ECC [Member] | Ziopharm Oncology ECC [Member] | Ziopharm Oncology ECC [Member] | Ziopharm Oncology ECC [Member] | Ziopharm Oncology ECC [Member] | Ziopharm Oncology ECC [Member] | Synthetic Biologics Field One ECC [Member] | Synthetic Biologics Field One ECC [Member] | Synthetic Biologics Field Two ECC [Member] | Synthetic Biologics Field Two ECC [Member] | Elanco ECC [Member] | Elanco ECC [Member] | Elanco ECC [Member] | Elanco ECC [Member] | Elanco ECC [Member] | Elanco ECC [Member] | Oragenics ECC [Member] | Oragenics ECC [Member] | Oragenics ECC [Member] | Oragenics ECC [Member] | Oragenics ECC [Member] | Oragenics ECC [Member] | Oragenics Second ECC [Member] | Oragenics Second ECC [Member] | Oragenics Second Ecc Unit Of Accounting One [Member] | Fibrocell Science ECC [Member] | Fibrocell Science ECC [Member] | Fibrocell Science ECC [Member] | Fibrocell Science ECC [Member] | Fibrocell Science ECC Unit of Accounting One [Member] | Fibrocell Science ECC Unit of Accounting One [Member] | Fibrocell Science ECC Unit of Accounting One [Member] | Fibrocell Science ECC Unit of Accounting One [Member] | Fibrocell Science ECC Unit of Accounting One [Member] | AmpliPhi ECC [Member] | AmpliPhi ECC [Member] | AmpliPhi ECC [Member] | AmpliPhi ECC [Member] | AmpliPhi ECC [Member] | AmpliPhi ECC Unit of Accounting One [Member] | AmpliPhi ECC Unit of Accounting One [Member] | AmpliPhi ECC Unit of Accounting One [Member] | Genopaver ECC [Member] | Genopaver ECC [Member] | Genopaver ECC [Member] | Genopaver ECC [Member] | Soligenix ECC [Member] | Soligenix ECC [Member] | Soligenix ECC [Member] | Soligenix ECC [Member] | Soligenix ECC [Member] | AquaBounty ECC [Member] | Ziopharm Oncology ECC Unit of Accounting One [Member] | Ziopharm Oncology ECC Unit of Accounting One [Member] | Ziopharm Oncology ECC Unit of Accounting Two [Member] | Ziopharm Oncology ECC Unit of Accounting Two [Member] | Ziopharm Oncology ECC Unit of Accounting Two [Member] | Ziopharm Oncology ECC Unit of Accounting Two [Member] | Ziopharm Oncology ECC Unit of Accounting Two [Member] | Ziopharm Oncology ECC Unit of Accounting Two [Member] | Ziopharm Oncology ECC Unit of Accounting Two [Member] | Ziopharm Oncology ECC Unit of Accounting Two [Member] | Synthetic Biologics Field One ECC Unit of Accounting One [Member] | Synthetic Biologics Field One ECC Unit of Accounting One [Member] | Synthetic Biologics Field One ECC Unit of Accounting One [Member] | Synthetic Biologics Field Two ECC Unit of Accounting One [Member] | Synthetic Biologics Field Two ECC Unit of Accounting One [Member] | Synthetic Biologics [Member] | Synthetic Biologics [Member] | Synthetic Biologics [Member] | Synthetic Biologics [Member] | Synthetic Biologics [Member] | Oragenics ECC Unit of Accounting One [Member] | Oragenics ECC Unit of Accounting One [Member] | Oragenics ECC Unit of Accounting One [Member] | Oragenics ECC Unit of Accounting One [Member] | Genopaver ECC Unit of Accounting One [Member] | Genopaver ECC Unit of Accounting One [Member] | Soligenix ECC Unit of Accounting One [Member] | Soligenix ECC Unit of Accounting One [Member] | ||||||
Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Maximum [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Upfront and Milestone Payments [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Maximum [Member] | Upfront and Milestone Payments [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Maximum [Member] | Upfront and Milestone Payments [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Research and Development Services [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | Upfront and Milestone Payments [Member] | ||||||||||||||||||||
Upfront [Member] | Milestone One [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Supplemental Upfront [Member] | Supplemental Upfront [Member] | Supplemental Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Milestone One [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Milestone One [Member] | Milestone One [Member] | Milestone One [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | Upfront [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration Agreements [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Collaborative arrangement consideration received, shares | ' | ' | ' | ' | ' | ' | ' | ' | 3,636,926 | 3,636,926 | ' | ' | ' | ' | ' | ' | 3,123,558 | ' | 3,552,210 | ' | ' | ' | ' | ' | ' | ' | 4,392,425 | ' | ' | ' | ' | ' | 1,348,000 | ' | ' | 1,317,520 | ' | ' | ' | ' | 1,243,781 | ' | ' | ' | ' | 24,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,034,483 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Collaborative arrangement consideration received, value | ' | ' | ' | ' | ' | ' | ' | ' | $17,457 | $18,330 | ' | ' | ' | ' | ' | ' | $1,687 | ' | $7,815 | ' | ' | ' | ' | ' | ' | ' | $6,588 | ' | ' | ' | ' | ' | $3,503 | ' | ' | $7,576 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2,400 | ' | ' | $2,400 | ' | ' | ' | $3,000 | ' | ' | ' | ' | $1,331 | ' | ' | ' | ' | $1,171 | ' | ' | ' | ' | ' | $17,159 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of shares outstanding at the date of achievement of future milestone | ' | ' | ' | ' | ' | ' | ' | 7.50% | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Royalty rate as a percentage of net profit | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Required notice period for voluntary termination of collaborative agreement | ' | ' | ' | ' | ' | ' | ' | '90 days | ' | ' | ' | ' | ' | ' | ' | '90 days | ' | '90 days | ' | '90 days | ' | ' | ' | ' | ' | '90 days | ' | ' | ' | ' | ' | '90 days | ' | ' | '90 days | ' | ' | ' | ' | ' | ' | ' | ' | '90 days | ' | ' | ' | ' | ' | ' | ' | '90 days | ' | ' | ' | '90 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period when agreement cannot be voluntarily terminated | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | '18 months | ' | '18 months | ' | ' | ' | ' | ' | ' | ' | '18 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Collaboration revenue | 6,028 | 2,904 | 16,566 | 7,163 | ' | ' | ' | ' | ' | ' | 2,122 | 2,137 | 5,843 | 5,095 | ' | ' | ' | ' | ' | ' | ' | 90 | 51 | 289 | 485 | ' | ' | 344 | 137 | 1,057 | 137 | ' | ' | ' | ' | ' | 1,383 | 2,428 | 158 | 474 | ' | 169 | 169 | ' | ' | ' | 128 | 162 | ' | 54 | 109 | ' | ' | 315 | 528 | ' | ' | ' | 13 | 13 | ' | 1,115 | ' | 314 | 314 | 942 | 943 | ' | 2,420 | 330 | 990 | 33 | 1,535 | 97 | 163 | 489 | 176 | 71 | 865 | 194 | ' | 138 | 137 | 412 | 182 | 68 | 136 | 30 | 50 |
Deferred revenue | 67,392 | ' | 67,392 | ' | 58,636 | 65,846 | 51,359 | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,459 | ' | ' | ' | ' | 6,944 | 6,944 | 7,612 | 7,443 | 7,443 | ' | ' | ' | ' | ' | ' | 2,291 | 2,291 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,886 | ' | 12,886 | ' | 16,342 | 14,739 | 13,529 | 13,529 | ' | ' | ' | 7,163 | 7,163 | 1,502 | ' | 1,502 | ' | 2,500 | 5,857 | ' | 5,857 | ' | 2,864 | 2,864 | 1,281 | 1,281 |
Collaboration revenue for research and development services applied against the prepayment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,141 | 1,893 | 4,862 | 3,900 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party receivables | 4,538 | ' | 4,538 | ' | 531 | ' | ' | ' | ' | ' | 981 | ' | 981 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 220 | ' | 220 | ' | ' | ' | ' | ' | ' | 1,041 | 1,041 | ' | ' | ' | ' | ' | ' | ' | ' | 67 | 67 | ' | ' | ' | ' | ' | 241 | 241 | ' | ' | ' | 13 | 13 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consideration to be received upon achievement of future milestone 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consideration to be received upon achievement of future milestone 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Field expansion fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate consideration to be received upon achievement of future milestones per product | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,250 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Required notice period for voluntary termination of collaboration agreement if services in progress | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '180 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Trade receivables | 195 | ' | 195 | ' | 141 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 91 | ' | 91 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of shares outstanding at the date of achievement of future milestone 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of shares outstanding at the date of achievement of future milestone 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of shares outstanding at the date of achievement of future milestone 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of shares outstanding at the date of achievement of future milestone 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity date of promissory note | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'December 31, 2013 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Collaborative arrangement consideration received, value of convertible promissory note | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,956 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Consideration to be received upon achievement of future milestone 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Royalty rate as a percentage of net sales, tier 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | 7.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of reverse stock split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1-for-25 reverse stock split | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Royalty rate as a percentage of net sales, tier 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Royalty rate of savings from improvement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Level of net sales at which royalty rate changes to tier 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $25,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Royalty rate as a percentage of gross profit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16.66% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shortterm_and_Longterm_Investm2
Short-term and Long-term Investments - Summary of Amortized Cost, Gross Unrealized Gains and Losses and Fair Value of Investments (Detail) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Schedule of Available-for-sale Securities [Line Items] | ' |
Amortized Cost | $217,757 |
Gross Unrealized Gains | 33 |
Gross Unrealized Losses | -9 |
Aggregate Fair Value | 217,781 |
U.S. Government Debt Securities [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Amortized Cost | 205,747 |
Gross Unrealized Gains | 27 |
Gross Unrealized Losses | -6 |
Aggregate Fair Value | 205,768 |
Commercial Paper [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Amortized Cost | 10,242 |
Gross Unrealized Gains | 6 |
Gross Unrealized Losses | -1 |
Aggregate Fair Value | 10,247 |
Certificates of Deposit [Member] | ' |
Schedule of Available-for-sale Securities [Line Items] | ' |
Amortized Cost | 1,768 |
Gross Unrealized Gains | ' |
Gross Unrealized Losses | -2 |
Aggregate Fair Value | $1,766 |
Shortterm_and_Longterm_Investm3
Short-term and Long-term Investments - Summary of Estimated Fair Value of Available-for-Sale Investments Classified by Contractual Maturities (Detail) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Amortized Cost And Fair Value Debt Securities [Abstract] | ' |
Due within one year | $136,672 |
After one year through two years | 81,109 |
Aggregate Fair Value | $217,781 |
Shortterm_and_Longterm_Investm4
Short-term and Long-term Investments - Additional Information (Detail) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Amortized Cost And Fair Value Debt Securities [Abstract] | ' |
Unrealized losses | $9 |
Fair value of investments with unrealized losses | $73,144 |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary of Placement in the Fair Value Hierarchy of Financial Assets that are Measured at Fair Value on a Recurring Basis (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Fair value of assets | $325,348 | $83,376 |
US Government Debt Securities [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 205,768 | ' |
Commercial Paper [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 10,247 | ' |
Certificates of Deposit [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 1,766 | 260 |
Equity Securities [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 107,567 | 83,116 |
Quoted Prices in Active Markets (Level 1) [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 75,754 | 72,988 |
Quoted Prices in Active Markets (Level 1) [Member] | US Government Debt Securities [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | ' | ' |
Quoted Prices in Active Markets (Level 1) [Member] | Commercial Paper [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | ' | ' |
Quoted Prices in Active Markets (Level 1) [Member] | Certificates of Deposit [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | ' | ' |
Quoted Prices in Active Markets (Level 1) [Member] | Equity Securities [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 75,754 | 72,988 |
Significant Other Observable Inputs (Level 2) [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 249,594 | 10,388 |
Significant Other Observable Inputs (Level 2) [Member] | US Government Debt Securities [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 205,768 | ' |
Significant Other Observable Inputs (Level 2) [Member] | Commercial Paper [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 10,247 | ' |
Significant Other Observable Inputs (Level 2) [Member] | Certificates of Deposit [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 1,766 | 260 |
Significant Other Observable Inputs (Level 2) [Member] | Equity Securities [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | 31,813 | 10,128 |
Significant Unobservable Inputs (Level 3) [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | ' | ' |
Significant Unobservable Inputs (Level 3) [Member] | US Government Debt Securities [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | ' | ' |
Significant Unobservable Inputs (Level 3) [Member] | Commercial Paper [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | ' | ' |
Significant Unobservable Inputs (Level 3) [Member] | Certificates of Deposit [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | ' | ' |
Significant Unobservable Inputs (Level 3) [Member] | Equity Securities [Member] | ' | ' |
Assets | ' | ' |
Fair value of assets | ' | ' |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value Disclosures [Abstract] | ' | ' |
Financial liabilities measured on a recurring basis | $0 | $0 |
Investment_in_AquaBounty_Addit
Investment in AquaBounty - Additional Information (Detail) (USD $) | 0 Months Ended | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||||
In Thousands, except Share data, unless otherwise specified | Mar. 15, 2013 | Nov. 29, 2012 | Nov. 16, 2012 | Feb. 28, 2013 | Jan. 31, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Business Combination Transactions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying amount of the investment | ' | ' | ' | ' | ' | $5,000 | ' | $5,726 |
Amount drawn on promissory note | ' | ' | ' | ' | ' | 300 | ' | ' |
Promissory note repaid | ' | ' | ' | ' | ' | 500 | 34 | ' |
Gain recognized | ' | ' | ' | ' | ' | 7,415 | ' | ' |
AquaBounty [Member] | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination Transactions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of shares acquired | ' | ' | 48,631,444 | ' | ' | ' | ' | ' |
Percentage of outstanding shares | ' | ' | 47.56% | ' | ' | ' | ' | ' |
Definitive purchase agreement amount | ' | ' | 6,000 | ' | ' | ' | ' | ' |
Carrying amount of the investment | ' | ' | ' | ' | ' | ' | ' | 5,726 |
Fair value of the investment | ' | ' | ' | ' | ' | ' | ' | 14,300 |
Amount of loan allowed in promissory note | ' | 500 | ' | ' | ' | ' | ' | ' |
Annual interest rate | ' | 3.00% | ' | ' | ' | ' | ' | ' |
Amount drawn on promissory note | ' | ' | ' | 100 | 200 | ' | ' | 200 |
Promissory note repaid | 500 | ' | ' | ' | ' | ' | ' | ' |
Maturity date of promissory note | ' | 'May 28, 2013 | ' | ' | ' | ' | ' | ' |
Number of shares acquired | 18,714,814 | ' | ' | ' | ' | ' | ' | ' |
Amount from private subscription offering | 4,907 | ' | ' | ' | ' | ' | ' | ' |
Aggregate percentage of ownership | 53.82% | ' | ' | ' | ' | ' | ' | ' |
Gain recognized | $7,415 | ' | ' | ' | ' | $7,400 | $7,400 | ' |
Percentage of equity interest previously held | 47.56% | ' | ' | ' | ' | ' | ' | ' |
AquaBounty [Member] | In- Process Research and Development [Member] | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination Transactions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Expected useful life of intangible asset | ' | ' | ' | ' | ' | '15 years | ' | ' |
Investment_in_AquaBounty_Summa
Investment in AquaBounty - Summary of Fair Value of the Consideration Transferred (Detail) (USD $) | 9 Months Ended | 0 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Mar. 15, 2013 |
AquaBounty [Member] | ||
Business Combination Transactions [Line Items] | ' | ' |
Consideration paid | ' | $4,907 |
Fair value of noncontrolling interest | 15,153 | 15,153 |
Fair value of the Company's investment in affiliate held before the business combination | ' | 12,751 |
Fair value of the consideration transferred | ' | $32,811 |
Investment_in_AquaBounty_Summa1
Investment in AquaBounty - Summary of Preliminary Estimated Fair Value of Assets Acquired and Liabilities Assumed at the Acquisition Date (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Mar. 15, 2013 |
In Thousands, unless otherwise specified | AquaBounty [Member] | ||
Scenario, Plan [Member] | |||
Business Acquisition [Line Items] | ' | ' | ' |
Cash | ' | ' | $5,419 |
Short-term investments | ' | ' | 14 |
Trade receivables | ' | ' | 4 |
Other receivables | ' | ' | 9 |
Prepaid expenses and other | ' | ' | 200 |
Property, plant and equipment | ' | ' | 1,241 |
Intangible assets | ' | ' | 14,900 |
Other assets | ' | ' | 22 |
Total assets acquired | ' | ' | 21,809 |
Accounts payable | ' | ' | 156 |
Accrued compensation and benefits | ' | ' | 94 |
Other accrued liabilities | ' | ' | 395 |
Long-term debt | ' | ' | 2,199 |
Total liabilities assumed | ' | ' | 2,844 |
Net assets acquired | ' | ' | 18,965 |
Goodwill | 13,846 | 0 | 13,846 |
Total consideration | ' | ' | $32,811 |
Investment_in_AquaBounty_Summa2
Investment in AquaBounty - Summary of Unaudited Condensed Proforma Financial Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Business Acquisition Pro Forma Information [Line Items] | ' | ' | ' | ' |
Net loss | $14,991 | ($20,490) | ($27,890) | ($50,937) |
Net loss attributable to noncontrolling interest | 449 | ' | 1,114 | ' |
Accretion of dividends on redeemable convertible preferred stock | ' | ' | -18,391 | -16,291 |
Net income (loss) attributable to common shareholders | 8,290 | -25,959 | -45,167 | -67,228 |
AquaBounty [Member] | Pro Forma [Member] | ' | ' | ' | ' |
Business Acquisition Pro Forma Information [Line Items] | ' | ' | ' | ' |
Revenues | ' | 2,904 | 16,890 | 7,269 |
Net loss | ' | -21,483 | -35,742 | -46,858 |
Net loss attributable to noncontrolling interest | ' | 459 | 1,496 | 1,541 |
Net loss attributable to Intrexon | ' | -21,024 | -34,246 | -45,317 |
Accretion of dividends on redeemable convertible preferred stock | ' | -5,469 | -18,391 | -16,291 |
Net income (loss) attributable to common shareholders | ' | ($26,493) | ($52,637) | ($61,608) |
Net loss attributable to Intrexon common shareholders per share, basic and diluted | ' | ($4.75) | ($2.39) | ($11.19) |
Investment_in_S_I_Ophthalmic_A
Investment in S & I Ophthalmic - Additional Information (Detail) (Subsequent Event [Member], S & I Ophthalmic [Member], USD $) | 1 Months Ended |
In Thousands, unless otherwise specified | Oct. 31, 2013 |
Subsequent Event [Member] | S & I Ophthalmic [Member] | ' |
Schedule Of Investments In Joint Venture [Line Items] | ' |
Initial capital contribution | $5,000 |
Membership interest | 50.00% |
Recovered_Sheet1
Property, Plant and Equipment, Net - Schedule of Property, Plant and Equipment (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property Plant And Equipment [Abstract] | ' | ' |
Land | $55 | ' |
Building | 945 | ' |
Furniture and fixtures | 869 | 857 |
Lab equipment | 22,044 | 22,195 |
Leasehold improvements | 5,149 | 4,972 |
Computer hardware | 3,220 | 3,136 |
Construction in progress | 10 | 14 |
Software | 1,003 | 888 |
Property, plant and equipment, gross | 33,295 | 32,062 |
Less: Accumulated depreciation and amortization | -16,275 | -13,375 |
Property, plant and equipment, net | $17,020 | $18,687 |
Recovered_Sheet2
Property, Plant and Equipment, Net - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Property Plant And Equipment [Abstract] | ' | ' | ' | ' |
Depreciation expense | $1,058 | $1,308 | $3,318 | $3,706 |
Goodwill_and_Intangible_Assets2
Goodwill and Intangible Assets, Net - Schedule of Changes in Carrying Amount of Goodwill (Detail) (USD $) | 9 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
Beginning Balance | $0 |
Acquisitions | 13,846 |
Ending Balance | $13,846 |
Goodwill_and_Intangible_Assets3
Goodwill and Intangible Assets, Net - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Goodwill And Intangible Assets [Line Items] | ' | ' | ' | ' | ' |
Goodwill | $13,846 | ' | $13,846 | ' | $0 |
Accumulated impairment losses | 0 | ' | 0 | ' | 0 |
Amortization expense | $709 | $756 | $2,143 | $2,270 | ' |
Weighted Average [Member] | Patents and Related Technologies [Member] | ' | ' | ' | ' | ' |
Goodwill And Intangible Assets [Line Items] | ' | ' | ' | ' | ' |
Weighted average useful life | ' | ' | '12 years 4 months 24 days | ' | ' |
Goodwill_and_Intangible_Assets4
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | $49,242 | $34,988 |
Accumulated Amortization | -6,979 | -5,482 |
Net | 42,263 | 29,506 |
Patents and Related Technologies [Member] | ' | ' |
Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 34,342 | 34,342 |
Accumulated Amortization | -6,979 | -4,851 |
Net | 27,363 | 29,491 |
In- Process Research and Development [Member] | ' | ' |
Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | 14,900 | ' |
Accumulated Amortization | ' | ' |
Net | 14,900 | ' |
Favorable Rent Asset [Member] | ' | ' |
Intangible Assets [Line Items] | ' | ' |
Gross Carrying Amount | ' | 646 |
Accumulated Amortization | ' | -631 |
Net | ' | $15 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Income tax benefit recognized | $0 | $0 | $0 | $0 |
Federal income tax loss carryforwards | 235,100 | ' | 235,100 | ' |
Federal and state research and development tax credits | $6,600 | ' | $6,600 | ' |
Expiration date of Federal income tax loss carryforwards | ' | ' | '2022 | ' |
Redeemable_Convertible_Preferr2
Redeemable Convertible Preferred Stock and Shareholders' Deficit - Summary of Redeemable Convertible Preferred Stock (Detail) (USD $) | 9 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Temporary Equity [Line Items] | ' | ' |
Accretion of dividends | $18,391 | $16,291 |
Series A Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 1,358 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 52 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -1,410 | ' |
Settlement of fractional shares upon conversion to common stock | ' | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 705,400 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -705,400 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series B Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 669 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 19 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -688 | ' |
Settlement of fractional shares upon conversion to common stock | ' | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 694,000 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -694,000 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series B-1 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 1,360 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 37 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -1,397 | ' |
Settlement of fractional shares upon conversion to common stock | ' | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 1,212,360 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -1,212,360 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series C Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 7,134 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 266 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -7,400 | ' |
Settlement of fractional shares upon conversion to common stock | ' | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 4,546,360 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -4,546,360 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series C-1 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 34,201 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 1,272 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -35,473 | ' |
Settlement of fractional shares upon conversion to common stock | ' | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 15,934,528 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -15,934,528 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series C-2 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 44,512 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 1,660 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -46,172 | ' |
Settlement of fractional shares upon conversion to common stock | ' | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 18,617,020 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -18,617,020 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series C-3 Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 29,770 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 1,103 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -30,873 | ' |
Settlement of fractional shares upon conversion to common stock | ' | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 13,297,872 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -13,297,872 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series D Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 76,252 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 2,827 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -79,078 | ' |
Settlement of fractional shares upon conversion to common stock | -1 | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 19,803,685 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -19,803,685 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series E Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | 211,403 | ' |
Issuance of shares | ' | ' |
Accretion of dividends | 7,931 | ' |
Stock issuance costs | ' | ' |
Conversion to common stock | -219,332 | ' |
Settlement of fractional shares upon conversion to common stock | -2 | ' |
Ending Balance | ' | ' |
Beginning Balance, Shares | 38,095,239 | ' |
Issuance of shares, Shares | ' | ' |
Conversion to common stock, Shares | -38,095,239 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Series F Redeemable Convertible Preferred Stock [Member] | ' | ' |
Temporary Equity [Line Items] | ' | ' |
Beginning Balance | ' | ' |
Issuance of shares | 150,000 | ' |
Accretion of dividends | 3,224 | ' |
Stock issuance costs | -3,148 | ' |
Conversion to common stock | -150,075 | ' |
Settlement of fractional shares upon conversion to common stock | -1 | ' |
Ending Balance | $0 | ' |
Beginning Balance, Shares | ' | ' |
Issuance of shares, Shares | 19,047,619 | ' |
Conversion to common stock, Shares | -19,047,619 | ' |
Settlement of fractional shares upon conversion to common stock, Shares | ' | ' |
Ending Balance, Shares | 0 | ' |
Redeemable_Convertible_Preferr3
Redeemable Convertible Preferred Stock and Shareholders' Deficit - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended |
In Thousands, except Share data, unless otherwise specified | Aug. 13, 2013 | Dec. 31, 2012 |
Equity [Abstract] | ' | ' |
Redemption price of arrearage amount | $68,850 | $50,549 |
Redeemable convertible preferred stock | 79,705,130 | ' |
Stock_Option_Plans_Additional_
Stock Option Plans - Additional Information (Detail) (USD $) | 9 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2011 | Dec. 31, 2010 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | Intrexon Stock Option Plan [Member] | AquaBounty Stock Option Plan [Member] | AquaBounty Stock Option Plan [Member] | AquaBounty Stock Option Plan [Member] | AquaBounty Stock Option Plan [Member] | AquaBounty Stock Option Plan [Member] | |
Research and Development Expense [Member] | Research and Development Expense [Member] | Research and Development Expense [Member] | Research and Development Expense [Member] | General and Administrative Expense [Member] | General and Administrative Expense [Member] | General and Administrative Expense [Member] | General and Administrative Expense [Member] | 2008 Plan [Member] | 2008 Plan [Member] | 2008 Plan [Member] | 2013 Plan [Member] | Minimum [Member] | Maximum [Member] | General and Administrative Expense [Member] | General and Administrative Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock based compensation cost | ' | ' | $52 | $197 | $402 | $264 | $566 | $242 | $1,411 | $695 | ' | ' | ' | ' | ' | ' | ' | $27 | $28 |
Number of authorized awards | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,714,285 | 2,857,142 | ' | ' | ' | ' | ' | ' |
Options outstanding | 2,697,617 | 2,313,526 | ' | ' | ' | ' | ' | ' | ' | ' | 2,637,117 | ' | ' | 60,500 | 6,624,000 | ' | ' | ' | ' |
Shares of common stock reserved for issuance | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,000,000 | ' | ' | ' | ' | ' |
Unrecognized compensation costs related to nonvested awards | $5,523 | $4,910 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognized over weighted-average period | '3 years | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Option issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '3 years | ' | ' |
Term of issuance of option | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' |
Weighted average price of option | $7.26 | $5.90 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.25 | ' | ' | ' | ' |
Options exercisable | 992,112 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,552,000 | ' | ' | ' | ' |
Stock_Option_Plans_Schedule_of
Stock Option Plans - Schedule of Stock Option Activity (Detail) (Intrexon Stock Option Plan [Member], USD $) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2013 | Dec. 31, 2012 | ||
Intrexon Stock Option Plan [Member] | ' | ' | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ' | ' | |
Balances at December 31, 2012 | 2,313,526 | ' | |
Granted, Number of shares | 764,209 | ' | |
Exercised, Number of shares | -17,649 | ' | |
Forfeited, Number of shares | -325,604 | ' | |
Expired, Number of shares | -36,865 | ' | |
Balances at September 30, 2013 | 2,697,617 | 2,313,526 | |
Vested at September 30, 2013 | 992,112 | ' | |
Vested and Expected to Vest at September 30, 2013 | 2,434,816 | [1] | ' |
Balances at December 31, 2012 | $5.90 | ' | |
Granted, Weighted average exercise price | $11.07 | ' | |
Exercised, Weighted average exercise price | ($3.10) | ' | |
Forfeited, Weighted average exercise price | ($6.94) | ' | |
Expired, Weighted average exercise price | ($5.15) | ' | |
Balances at September 30, 2013 | $7.26 | $5.90 | |
Vested at September 30, 2013 | $4.67 | ' | |
Vested and Expected to Vest at September 30, 2013 | $6.20 | [1] | ' |
Balances at period end | '7 years 8 months 5 days | '7 years 10 months 13 days | |
Vested at period end | '5 years 9 months 15 days | ' | |
Vested and Expected to Vest at period end | '6 years 10 months 28 days | [1] | ' |
[1] | The number of stock options expected to vest takes into account an estimate of expected forfeitures. |
Commitments_and_Contingencies_1
Commitments and Contingencies - Future Minimum Lease Payments Under Noncancelable Operating Leases (Detail) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Commitments And Contingencies Disclosure [Abstract] | ' |
2013 | $784 |
2014 | 3,290 |
2015 | 2,956 |
2016 | 2,341 |
2017 | 1,419 |
2018 | 72 |
Future minimum operating lease payments, Total | $10,862 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 12 Months Ended | 9 Months Ended | |||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
USD ($) | USD ($) | USD ($) | USD ($) | Lease | AquaBounty [Member] | AquaBounty [Member] | AquaBounty [Member] | AquaBounty [Member] | AquaBounty [Member] | AquaBounty [Member] | |
Lease | Lease | USD ($) | CAD | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | Term Loan [Member] | ||||
ACOA [Member] | ACOA [Member] | Enterprise PEI [Member] | Enterprise PEI [Member] | ||||||||
USD ($) | CAD | USD ($) | CAD | ||||||||
Commitment And Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rent expenses | $1,272 | $1,255 | $4,284 | $3,739 | ' | ' | ' | ' | ' | ' | ' |
Subleasing spaces | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' |
Number of entities under sublease agreement | 1 | ' | ' | 1 | 2 | ' | ' | ' | ' | ' | ' |
Rental income under sublease agreement | 91 | 0 | 274 | 64 | ' | ' | ' | ' | ' | ' | ' |
Future rental income for the sublease agreement in 2013 | 91 | ' | 91 | ' | ' | ' | ' | ' | ' | ' | ' |
Future rental income for the sublease agreement in 2014 | 365 | ' | 365 | ' | ' | ' | ' | ' | ' | ' | ' |
Future rental income for the sublease agreement in 2015 | 152 | ' | 152 | ' | ' | ' | ' | ' | ' | ' | ' |
Amount available under the grant for Research and Development | ' | ' | ' | ' | ' | 2,785 | 2,872 | ' | ' | ' | ' |
Claims period | ' | ' | ' | ' | ' | '5 years | '5 years | ' | ' | ' | ' |
Royalty on products | ' | ' | ' | ' | ' | 10.00% | 10.00% | ' | ' | ' | ' |
Total amount claimed | ' | ' | ' | ' | ' | 2,305 | ' | ' | ' | ' | ' |
Original principal of term loans | ' | ' | ' | ' | ' | ' | ' | 242 | 250 | 291 | 300 |
Maturity period of term loan | ' | ' | ' | ' | ' | ' | ' | '2013-12 | '2013-12 | '2013-12 | '2013-12 |
Outstanding balance | ' | ' | ' | ' | ' | ' | ' | 7 | ' | 10 | ' |
AquaBounty funding | ' | ' | ' | ' | ' | 2,875 | 2,965 | ' | ' | ' | ' |
Percentage of royalty on revenues | ' | ' | ' | ' | ' | 5.20% | 5.20% | ' | ' | ' | ' |
Estimated balance to be paid | ' | ' | ' | ' | ' | $194 | ' | ' | ' | ' | ' |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | ||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 06, 2012 | Jun. 06, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Jan. 20, 2012 | Feb. 07, 2011 | Jan. 06, 2011 | Sep. 30, 2013 | |
Affiliates of Third Security [Member] | Affiliates of Third Security [Member] | Synthetic Biologics [Member] | Oragenics [Member] | Oragenics [Member] | Soligenix Inc [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | Affiliates of Preferred Shareholders [Member] | Affiliates of Preferred Shareholders [Member] | Affiliates of Preferred Shareholders [Member] | Affiliates of Preferred Shareholders [Member] | Affiliates of Preferred Shareholders [Member] | Ziopharm [Member] | Ziopharm [Member] | Ziopharm [Member] | Ziopharm [Member] | |||||
Shares Purchased Under Right [Member] | Office | Office | Office | ||||||||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment of license fee | ' | ' | ' | ' | ' | $9,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual exclusivity fee | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone payments | ' | ' | ' | ' | 54,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Termination period | ' | ' | ' | ' | '90 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Compensation expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 388,000 | 388,000 | 1,163,000 | 1,163,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Company leased facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | 2 | ' | 2 | ' | ' | ' | ' |
Other long term assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 66,000 | ' | 66,000 | ' | 66,000 | ' | ' | ' | ' |
Rent and other facility expenses | 1,272,000 | 1,255,000 | 4,284,000 | 3,739,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 233,000 | 228,000 | 680,000 | 670,000 | ' | ' | ' | ' | ' |
Shares of common stock purchased from collaborative partners | ' | ' | ' | ' | ' | ' | 0 | 1,300,000 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,923,075 | 1,910,000 | 2,426,235 | ' |
Price per share of common shares | ' | ' | ' | ' | ' | ' | ' | $3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5.20 | $5.75 | $4.80 | ' |
Purchase of additional common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' |
Purchase commitment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $29,000,000 |
Maximum percentage of shares of future securities offerings of collaborative partners to which the entity is entitled to purchase | ' | ' | ' | ' | ' | ' | 19.99% | 30.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional shares of collaborative partner to which the entity is entitled to purchase on the open market | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net_Loss_Per_Share_Historical_
Net Loss Per Share - Historical Computation of Basic and Diluted Net Loss Per Share (Detail) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Numerator: | ' | ' | ' | ' |
Net income (loss) attributable to Intrexon | $15,440 | ($20,490) | ($26,776) | ($50,937) |
Accretion of dividends on redeemable convertible preferred stock | -4,044 | -5,469 | -18,391 | -16,291 |
Undistributed earnings allocated to preferred shareholders | -3,106 | ' | ' | ' |
Net income (loss) attributable to common shareholders | $8,290 | ($25,959) | ($45,167) | ($67,228) |
Denominator: | ' | ' | ' | ' |
Weighted average shares outstanding, basic | 54,305,354 | 5,576,526 | 22,056,396 | 5,506,043 |
Weighted average effect of dilutive stock options and warrants | 1,845,642 | ' | ' | ' |
Weighted average shares outstanding, diluted | 56,150,996 | 5,576,526 | 22,056,396 | 5,506,043 |
Net income (loss) attributable to common shareholders per share, basic | $0.15 | ($4.66) | ($2.05) | ($12.21) |
Net income (loss) attributable to common shareholders per share, diluted | $0.15 | ($4.66) | ($2.05) | ($12.21) |
Net_Loss_Per_Share_Potentially
Net Loss Per Share - Potentially Dilutive Securities Excluded from Calculation of Net Loss per Share (Detail) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Antidilutive securities excluded from computation of earnings per share, amount | ' | 3,112,021 | 64,720,563 |
Common Shares Issuable Upon Conversion of All Series Preferred [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Antidilutive securities excluded from computation of earnings per share, amount | ' | ' | 61,796,890 |
Options [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Antidilutive securities excluded from computation of earnings per share, amount | 60,500 | 2,697,617 | 2,412,575 |
Warrant [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Antidilutive securities excluded from computation of earnings per share, amount | ' | 414,404 | 511,098 |
Net_Income_Loss_Per_Share_Addi
Net Income (Loss) Per Share - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Antidilutive securities excluded from computation of earnings per share, amount | ' | 3,112,021 | 64,720,563 |
Options [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Antidilutive securities excluded from computation of earnings per share, amount | 60,500 | 2,697,617 | 2,412,575 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 1 Months Ended | ||||
Jan. 20, 2012 | Feb. 07, 2011 | Jan. 06, 2011 | Oct. 31, 2013 | Oct. 29, 2013 | |
Ziopharm [Member] | Ziopharm [Member] | Ziopharm [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |
Fibrocell Science [Member] | Ziopharm [Member] | ||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' |
Shares of common stock purchased from collaborative partners | 1,923,075 | 1,910,000 | 2,426,235 | 2,439,024 | 2,857,143 |
Price per share | $5.20 | $5.75 | $4.80 | $4.10 | $3.50 |