Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | XON | |
Entity Registrant Name | INTREXON CORP | |
Entity Central Index Key | 1,356,090 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 129,294,079 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 119,930 | $ 68,111 |
Restricted cash | 6,987 | 6,987 |
Short-term investments | 275 | 6,273 |
Equity securities | 3,298 | 5,285 |
Receivables | ||
Trade, net | 17,697 | 19,775 |
Related parties, net | 10,585 | 17,913 |
Other | 2,437 | 2,153 |
Inventory | 20,271 | 20,493 |
Prepaid expenses and other | 6,065 | 7,057 |
Total current assets | 187,545 | 154,047 |
Equity securities, noncurrent | 10,745 | 9,815 |
Investments in preferred stock | 166,069 | 161,225 |
Property, plant and equipment, net | 119,244 | 112,674 |
Intangible assets, net | 231,883 | 232,877 |
Goodwill | 154,748 | 153,289 |
Investments in affiliates | 21,406 | 18,870 |
Other assets | 4,026 | 4,054 |
Total assets | 895,666 | 846,851 |
Current liabilities | ||
Accounts payable | 7,842 | 8,701 |
Accrued compensation and benefits | 11,356 | 6,474 |
Other accrued liabilities | 18,041 | 21,080 |
Deferred revenue, including $28,684 and $29,155 from related parties as of March 31, 2018 and December 31, 2017, respectively | 48,646 | 42,870 |
Lines of credit | 321 | 233 |
Current portion of long term debt | 501 | 502 |
Related party payables | 147 | 313 |
Total current liabilities | 86,854 | 80,173 |
Long term debt, net of current portion | 7,425 | 7,535 |
Deferred revenue, net of current portion, including $147,708 and $157,628 from related parties as of March 31, 2018 and December 31, 2017, respectively | 214,744 | 193,527 |
Deferred tax liabilities, net | 11,631 | 15,620 |
Other long term liabilities | 3,586 | 3,451 |
Total liabilities | 324,240 | 300,306 |
Commitments and contingencies (Note 16) | ||
Total equity | ||
Common stock, no par value, 200,000,000 shares authorized as of March 31, 2018 and December 31, 2017; 129,239,376 and 122,087,040 shares issued and outstanding as of March 31, 2018 and December 31, 2017, respectively | 0 | 0 |
Additional paid-in capital | 1,492,916 | 1,397,005 |
Accumulated deficit | (930,220) | (847,820) |
Accumulated other comprehensive loss | (9,587) | (15,554) |
Total Intrexon shareholders' equity | 553,109 | 533,631 |
Noncontrolling interests | 18,317 | 12,914 |
Total equity | 571,426 | 546,545 |
Total liabilities and total equity | $ 895,666 | $ 846,851 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Related Party Transaction [Line Items] | ||
Current portion of deferred revenue | $ 48,646 | $ 42,870 |
Long-term portion of deferred revenue | $ 214,744 | $ 193,527 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 129,239,376 | 122,087,040 |
Common stock, shares outstanding | 129,239,376 | 122,087,040 |
Related Parties, Aggregated | ||
Related Party Transaction [Line Items] | ||
Current portion of deferred revenue | $ 28,684 | $ 29,155 |
Long-term portion of deferred revenue | $ 147,708 | $ 157,628 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues | ||
Collaboration and licensing revenues, including $19,815 and $28,887 from related parties during the three months ended March 31, 2018 and 2017, respectively | $ 24,025 | $ 33,065 |
Product revenues | 7,152 | 8,130 |
Service revenues | 12,247 | 12,031 |
Other revenues | 419 | 521 |
Total revenues | 43,843 | 53,747 |
Operating Expenses | ||
Cost of products | 8,530 | 9,006 |
Cost of services | 6,783 | 6,804 |
Research and development | 37,267 | 34,180 |
Selling, general and administrative | 39,737 | 35,138 |
Total operating expenses | 92,317 | 85,128 |
Operating loss | (48,474) | (31,381) |
Other Income, Net | ||
Unrealized depreciation in fair value of equity securities and preferred stock, net | (1,096) | (1,622) |
Interest expense | (99) | (179) |
Interest and dividend income | 5,470 | 4,624 |
Other income (expense), net | (659) | 595 |
Total other income, net | 3,616 | 3,418 |
Equity in net loss of affiliates | (2,460) | (4,947) |
Loss before income taxes | (47,318) | (32,910) |
Income tax benefit | 4,086 | 533 |
Net loss | (43,232) | (32,377) |
Net loss attributable to the noncontrolling interests | 1,244 | 978 |
Net loss attributable to Intrexon | $ (41,988) | $ (31,399) |
Net loss attributable to Intrexon per share, basic and diluted (in usd per share) | $ (0.33) | $ (0.26) |
Weighted average shares outstanding, basic and diluted (in shares) | 127,693,336 | 118,956,780 |
Consolidated Statements of Ope5
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Related Party Transaction [Line Items] | ||
Collaboration and licensing revenues | $ 24,025 | $ 33,065 |
Related Parties, Aggregated | ||
Related Party Transaction [Line Items] | ||
Collaboration and licensing revenues | $ 19,815 | $ 28,887 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (43,232) | $ (32,377) |
Other comprehensive income (loss): | ||
Unrealized gain (loss) on investments | 2 | (20) |
Gain on foreign currency translation adjustments | 5,906 | 3,252 |
Comprehensive loss | (37,324) | (29,145) |
Comprehensive loss attributable to the noncontrolling interests | 1,303 | 981 |
Comprehensive loss attributable to Intrexon | $ (36,021) | $ (28,164) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' and Total Equity - 3 months ended Mar. 31, 2018 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Total Intrexon Shareholders' Equity | Noncontrolling Interests |
Balances (in shares) at Dec. 31, 2017 | 122,087,040 | 122,087,040 | |||||
Balances at Dec. 31, 2017 | $ 546,545 | $ 0 | $ 1,397,005 | $ (15,554) | $ (847,820) | $ 533,631 | $ 12,914 |
Increase (Decrease) in Stockholders' Equity | |||||||
Cumulative effect of adoption of ASC 606 | (40,412) | 0 | 0 | (40,412) | (40,412) | 0 | |
Stock-based compensation expense | 11,362 | 11,340 | 11,340 | 22 | |||
Exercises of stock options and warrants (in shares) | 21,722 | ||||||
Exercises of stock options and warrants | 324 | 74 | 74 | 250 | |||
Shares issued as payment for services (in shares) | 230,614 | ||||||
Shares issued as payment for services | 2,941 | 2,941 | 2,941 | 0 | |||
Shares issued in public offerings, net of issuance costs (in shares) | 6,900,000 | ||||||
Shares and warrants issued in public offerings, net of issuance costs | 87,990 | 82,374 | 82,374 | 5,616 | |||
Adjustments for noncontrolling interests | 0 | (818) | (818) | 818 | |||
Net loss | (43,232) | (41,988) | (41,988) | (1,244) | |||
Other comprehensive income (loss) | $ 5,908 | 5,967 | 5,967 | (59) | |||
Balances (in shares) at Mar. 31, 2018 | 129,239,376 | 129,239,376 | |||||
Balances at Mar. 31, 2018 | $ 571,426 | $ 0 | $ 1,492,916 | $ (9,587) | $ (930,220) | $ 553,109 | $ 18,317 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities | ||
Net loss | $ (43,232) | $ (32,377) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 8,382 | 7,400 |
Loss on disposal of long-lived assets | 316 | 566 |
Unrealized depreciation on equity securities and preferred stock, net | 1,096 | 1,622 |
Noncash dividend income | (4,883) | (3,926) |
Amortization of premiums on investments | 0 | 198 |
Equity in net loss of affiliates | 2,460 | 4,947 |
Stock-based compensation expense | 11,362 | 7,894 |
Shares issued as payment for services | 2,941 | 2,915 |
Provision for bad debts | 218 | 9 |
Deferred income taxes | (4,074) | (638) |
Other noncash items | 127 | (146) |
Receivables: | ||
Trade | 1,856 | 1,931 |
Related parties | 4,729 | (4,994) |
Other | (215) | 859 |
Inventory | 231 | 2,058 |
Prepaid expenses and other | 1,062 | 210 |
Other assets | (47) | (526) |
Accounts payable | (764) | (990) |
Accrued compensation and benefits | 4,851 | 924 |
Other accrued liabilities | (2,473) | 69 |
Deferred revenue | (13,800) | (13,011) |
Related party payables | (165) | 161 |
Other long term liabilities | 134 | 156 |
Net cash used in operating activities | (29,888) | (24,689) |
Cash flows from investing activities | ||
Maturities of investments | 6,000 | 45,000 |
Purchases of preferred stock and warrants | 0 | (1,161) |
Investments in affiliates | (5,510) | (4,579) |
Return of investment upon dissolution of affiliate | 2,598 | 0 |
Purchases of property, plant and equipment | (10,774) | (6,343) |
Proceeds from sale of property, plant and equipment | 230 | 137 |
Proceeds from repayment of notes receivable | 0 | 1,500 |
Net cash provided by (used in) investing activities | (7,456) | 34,554 |
Cash flows from financing activities | ||
Proceeds from issuance of shares and warrants in public offerings, net of issuance costs | 87,990 | 0 |
Acquisitions of noncontrolling interests | 0 | (913) |
Advances from lines of credit | 1,239 | 1,678 |
Repayments of advances from lines of credit | (1,151) | (2,088) |
Proceeds from long term debt | 0 | 126 |
Payments of long term debt | (140) | (123) |
Payments of deferred consideration for acquisitions | 0 | (1,991) |
Proceeds from stock option and warrant exercises | 324 | 175 |
Payment of stock issuance costs | 0 | (10) |
Net cash provided by (used in) financing activities | 88,262 | (3,146) |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | 914 | 526 |
Net increase in cash, cash equivalents, and restricted cash | 51,832 | 7,245 |
Cash, cash equivalents, and restricted cash | ||
Beginning of period | 75,545 | 69,594 |
End of period | 127,377 | 76,839 |
Supplemental disclosure of cash flow information | ||
Cash paid during the period for interest | 82 | 70 |
Cash paid during the period for income taxes | 20 | 0 |
Significant noncash financing and investing activities | ||
Stock issued to acquire noncontrolling interest | 0 | 5,082 |
Noncash dividend to shareholders | 0 | 22,385 |
Purchases of equipment included in accounts payable and other accrued liabilities | 2,016 | 1,132 |
Purchases of equipment financed through debt | $ 76 | $ 0 |
Consolidated Statements of Cas9
Consolidated Statements of Cash Flows (Reconciliation of Cash) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Cash Flows [Abstract] | ||
Cash and cash equivalents | $ 119,930 | $ 68,111 |
Restricted cash | 6,987 | 6,987 |
Restricted cash included in other assets | 460 | 447 |
Cash, cash equivalents, and restricted cash | $ 127,377 | $ 75,545 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Intrexon Corporation ("Intrexon"), a Virginia corporation, including through its wholly owned subsidiaries Precigen, Inc. ("Precigen") and ActoBio Therapeutics, Inc. ("ActoBio"), uses synthetic biology to focus on programming biological systems to alleviate disease, remediate environmental challenges, and provide sustainable food and industrial chemicals, which may be accomplished through collaborations and joint ventures. Intrexon's primary domestic operations are in California, Florida, Maryland, and Virginia, and its primary international operations are in Belgium and Hungary. There have been no commercialized products derived from Intrexon's collaborations to date. Trans Ova Genetics, L.C. ("Trans Ova"), and Progentus, L.C. ("Progentus"), providers of advanced reproductive technologies, including services and products sold to cattle breeders and other producers, are wholly owned subsidiaries with primary operations in Iowa, Maryland, Missouri, New York, Oklahoma, and Texas. Oxitec Limited ("Oxitec"), a pioneering company in biological insect control solutions, is a wholly owned subsidiary of Intrexon with primary operations in England and Brazil. Intrexon Produce Holdings, Inc. ("IPHI") is a wholly owned subsidiary of Intrexon. Okanagan Specialty Fruits, Inc. ("Okanagan"), a company which developed and received regulatory approval for the world's first non-browning apple without the use of any flavor-altering chemical or antioxidant additives, is a wholly owned subsidiary of IPHI with primary operations in Canada. Fruit Orchard Holdings, Inc. ("FOHI") is a wholly owned subsidiary of IPHI with primary operations in Washington. ViaGen, L.C. ("ViaGen"), a provider of genetic preservation and cloning technologies, and Exemplar Genetics, LLC ("Exemplar"), a provider of genetically engineered swine for medical and genetic research, are wholly owned subsidiaries with primary operations in Texas and Iowa, respectively. In January 2018, AquaBounty Technologies, Inc. ("AquaBounty"), a company focused on improving productivity in commercial aquaculture, completed an underwritten public offering which resulted in net proceeds of $10,616 after deducting discounts, fees and expenses. As part of this offering, Intrexon purchased $5,000 of additional AquaBounty common stock, reducing its ownership stake from approximately 58% to approximately 53% . Intrexon Corporation and its consolidated subsidiaries are hereinafter referred to as the "Company." |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying interim consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America ("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 March 31, 2018 and results of operations and cash flows for the interim periods ended March 31, 2018 and 2017 . The year-end consolidated balance sheet data was derived from the Company's audited financial statements but does not include all disclosures required by U.S. GAAP. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2018 , 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 included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 . The accompanying consolidated financial statements reflect the operations of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated. Revenue Recognition Effective January 1, 2018, the Company applies Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("ASC 606"). Under ASC 606, the Company recognizes revenue when its customer obtains control of the promised goods or services, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the promises and distinct performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligations. The Company's revenue recognition accounting policies for periods prior to January 1, 2018 can be found in the audited consolidated financial statements and related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017. Collaboration and licensing revenues The Company generates collaboration and licensing revenues through the execution of agreements with collaborators (known as exclusive channel collaborations, "ECC" or "ECCs") and licensing agreements whereby the collaborators or the licensee obtain exclusive access to the Company's proprietary technologies 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 agreements provide that the Company receives 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 applications 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 or licensing agreement. The agreement typically continues in perpetuity unless terminated and each of the Company's collaborators retain a right to terminate the agreement upon providing the Company written notice a certain period of time prior to such termination, generally 90 days . The Company's collaboration and licensing agreements typically contain multiple promises, including technology licenses, research and development services, and in certain cases manufacturing services. The Company determines whether each of the promises is a distinct performance obligation. As the nature of the promises in the Company's collaboration and licensing agreements are highly integrated and interrelated, the Company typically combines most of its promises into a single performance obligation. Because the Company is performing research and development services during early-stage development, the services are integral to the utilization of the technology license. Therefore, the Company has determined that the technology license and research and development services are typically inseparable from each other during the performance period of its collaboration and licensing agreements. Contingent manufacturing services that may be provided under certain of the Company's agreements are considered to be a separate future contract and not part of the current collaboration or licensing agreement. At contract inception, the Company determines the transaction price, including fixed consideration and any estimated amounts of variable consideration. The upfront payment received upon consummation of the agreement is fixed and nonrefundable. Variable consideration is subject to a constraint and amounts are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Variable consideration may include reimbursements for costs incurred by the Company for research and development efforts, milestone payments upon the achievement of certain development, regulatory and commercial activities, and royalties on sales of products arising from the collaboration or licensing agreement. The Company determines the initial transaction price and excludes variable consideration that is otherwise constrained pursuant to the guidance in ASC 606. The transaction price is allocated to the performance obligations in the agreement based on the standalone selling price of each performance obligation. The Company typically groups the promises in its collaboration and licensing agreements into one performance obligation so the entire transaction price relates to this single performance obligation. The technology license included in the single performance obligation is considered a functional license. However, it is typically combined into a single performance obligation as the Company provides interrelated research and development services along with other obligations over an estimated period of performance. The Company utilizes judgment to determine the most appropriate method to measure its progress of performance under the agreement, primarily based on inputs necessary to fulfill the performance obligation. The Company evaluates its measure of progress to recognize revenue each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Payments received for cost reimbursements for research and development efforts are recognized as revenue as the services are performed. The reimbursements relate specifically to the Company's efforts to provide services and the reimbursements are consistent with what the Company would typically charge other collaborators for similar services. Milestone payments are evaluated at the inception of the agreement to determine whether the milestones are considered probable of being achieved. The Company typically determines that the milestones are not probable at inception of the agreement due to the uncertainty of when and if the milestone will be achieved. Royalties, including sales-based milestones, received under the agreements will be recognized as revenue when sales have occurred because the Company applies the sales- or usage-based royalties recognition exception provided for under ASC 606. The Company determined the application of this exception is appropriate because at the time the royalties are generated, the technology license granted in the agreement is the predominant item to which the royalties relate. As the Company receives upfront payments in its collaboration and licensing agreements, it evaluates whether any significant financing components exist in its collaboration and licensing agreements. Based on the nature of its collaboration and licensing agreements, there are no significant financing components as the purpose of the upfront payment is not to provide financing. The purpose is to provide the collaborator with assurance that the Company will complete its obligations under the contract or to secure the right to a specific product or service at the collaborator's discretion. In addition, the variable payments generally align with the timing of performance or the timing of the consideration varies on the basis of the occurrence or nonoccurrence of a future event that is not substantially within the control of the collaborator or the Company. From time to time, the Company and certain collaborators may cancel their agreements, relieving the Company of any further performance obligations under the agreement. When no further performance obligations are required of the Company under an agreement, the Company recognizes any remaining deferred revenue. Product and service revenues The Company generates product and service revenues primarily through sales of products and services which are created from technologies developed or owned by the Company. The Company's current offerings include sales of advanced reproductive technologies, including the Company's bovine embryo transfer and in vitro fertilization processes and from genetic preservation and sexed semen processes and applications of such processes to other livestock, as well as sales of livestock and embryos produced using these processes and used in production. As each promised product or service is distinct, the Company recognizes the transaction price as revenue when the customer takes ownership of the promised product or when the promised service is rendered. Payment terms are typically due within 30 days . Equity Method Investments The Company accounts for its investments in each of its joint ventures and for its investments in start-up entities backed by the Harvest Intrexon Enterprise Fund I, LP ("Harvest"), a related party, (Note 17 ) using the equity method of accounting based upon relative ownership interest. The Company's investments in these entities are included in investments in affiliates in the accompanying consolidated balance sheets. The Company accounts for its investment in Oragenics, Inc. ("Oragenics"), one of its collaborators, using the fair value option. The fair value of the Company's investment in Oragenics was $2,334 and $3,085 as of March 31, 2018 and December 31, 2017 , respectively, and is included as equity securities in the accompanying consolidated balance sheets. The Company's ownership of Oragenics was 27.9% and 29.4% as of March 31, 2018 and December 31, 2017 , respectively. Unrealized depreciation in the fair value of these securities was $751 and $1,341 for the three months ended March 31, 2018 and 2017 , respectively. See Note 7 for additional discussion regarding Oragenics. Summarized financial data as of March 31, 2018 and December 31, 2017 and for the three months ended March 31, 2018 and 2017 , for the Company's equity method investments are shown in the following tables. March 31, December 31, Current assets $ 57,724 $ 61,086 Non-current assets 15,553 13,598 Total assets 73,277 74,684 Current liabilities 7,946 6,213 Net assets $ 65,331 $ 68,471 Three Months Ended 2018 2017 Revenues $ 67 $ 30 Operating expenses 8,610 13,343 Operating loss (8,543 ) (13,313 ) Other, net 14 5 Net loss $ (8,529 ) $ (13,308 ) Variable Interest Entities As of March 31, 2018 and December 31, 2017 , the Company determined that certain of its collaborators and joint ventures as well as Harvest were variable interest entities ("VIE" or "VIEs"). The Company was not the primary beneficiary for these entities since it did not have the power to direct the activities that most significantly impact the economic performance of the VIEs. The Company's aggregate investment balances of these VIEs as of March 31, 2018 and December 31, 2017 were $191,731 and $185,261 , respectively, which represents the Company's maximum risk of loss related to the identified VIEs. 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 selling, general and administrative expenses. On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the "Tax Act") was signed into law and significantly revised U.S. corporate income tax law by, among other things, reducing the corporate income tax rate to 21% effective January 1, 2018, eliminating the corporate alternative minimum tax and implementing a modified territorial tax system that includes a one-time transition tax on deemed repatriated earnings from foreign subsidiaries. The U.S. Securities and Exchange Commission ("SEC") Staff issued Staff Accounting Bulletin No. 118 ("SAB 118") to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed, including computations, in reasonable detail to complete the accounting for certain income tax effects of the Tax Act. The Company recognized provisional tax impacts related to revaluation of most of the Company's domestic deferred tax assets, the impact of revaluation of those deferred tax assets on the Company's valuation allowance and elimination of the corporate alternative minimum tax, and included those amounts in the consolidated financial statements for the year ended December 31, 2017. The actual impact of the Tax Act may differ from the Company's estimates due to, among other things, changes in interpretations and assumptions made, and guidance that may be issued as a result of the Tax Act. In addition, the Tax Act implemented a new minimum tax on global intangible low-taxed income ("GILTI"). A company can elect an accounting policy to account for GILTI in either of the following ways: • As a period charge in the future period in which the tax arises; or • As part of deferred taxes related to the investment or subsidiary. The Company has not made a policy decision regarding whether to record deferred taxes under the GILTI regime. The accounting is expected to be completed within the one-year measurement period as allowed by SAB 118 for items impacted or introduced by the Tax Act. No further adjustments to these provisional amounts occurred in the three months ended March 31, 2018 and the amounts continue to be provisional. Segment Information While the Company generates revenues from multiple sources, including collaboration agreements, licensing, and products and services primarily associated with bovine reproduction, management is organized around a singular research and development focus to further the development of the Company's underlying synthetic biology technologies. Accordingly, the Company has determined that it operates in one segment. As of March 31, 2018 and December 31, 2017 , the Company had $23,019 and $21,837 , respectively, of long-lived assets in foreign countries. The Company recognized revenues derived in foreign countries totaling $4,431 and $3,714 for the three months ended March 31, 2018 and 2017 , respectively. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP 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. Recently Adopted Accounting Pronouncements The Company adopted ASC 606 for open contracts on January 1, 2018 using the modified retrospective approach. Under the previous revenue guidance, the Company recorded the upfront payment received from Ares Trading S.A. ("Ares Trading") net of the required payment made to another collaborator, ZIOPHARM Oncology, Inc. ("ZIOPHARM"), as deferred revenue and is recognizing the deferred revenue over the estimated recognition period (see Note 5 in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 for additional discussion of these collaborations). Because the Company controls the performance obligation, ASC 606 requires gross presentation for these payments and would have resulted in the Company recording the full amount of the upfront payment received from Ares Trading as deferred revenue, recognizing the deferred revenue over the estimated recognition period, and immediately expensing the payment made to ZIOPHARM. As a result of this change under ASC 606, the Company recorded $40,789 of additional deferred revenue relating to the additional unrecognized portion of the upfront payment, which will be recognized over the remainder of the expected recognition period. Additionally, the Company reduced deferred revenue by $377 as a portion of the Company's previously deferred revenue related to a milestone payment received from ZIOPHARM pursuant to an ECC would have been recognized immediately under ASC 606. The milestone payment was received by the Company in form of ZIOPHARM's common stock and under previous guidance was valued on the date the milestone was achieved. Under the new guidance, the milestone would have been valued at contract inception with any difference in the value between contract inception and milestone achievement recorded as a gain or loss on the equity securities. As a result of these changes under ASC 606, the Company recognized a cumulative catch-up adjustment to increase deferred revenue and accumulated deficit in the net amount of $40,412 . In accordance with ASC 606, the disclosure of the impacted line items upon adoption of ASC 606 on the Company's consolidated statement of operations for the three months ended March 31, 2018 and consolidated balance sheet as of March 31, 2018 was as follows: Three Months Ended March 31, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Consolidated Statement of Operations Collaboration and licensing revenues $ 24,025 $ 22,444 $ 1,581 Net loss (43,232 ) (44,813 ) 1,581 Net loss attributable to Intrexon (41,988 ) (43,569 ) 1,581 March 31, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Consolidated Balance Sheet Liabilities Deferred revenue, current $ 48,646 $ 42,320 $ 6,326 Deferred revenue, net of current portion 214,744 182,239 32,505 Total Equity Accumulated deficit (930,220 ) (891,389 ) (38,831 ) In May 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-09, Compensation-Stock Compensation (Topic 718) – Scope of Modification Accounting ("ASU 2017-09") . The provisions of ASU 2017-09 provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. An entity should account for the effects of a modification unless (a) the fair value of the modified award is the same as the fair value of the original award, (b) the vesting conditions of the modified award are the same as the vesting conditions of the original award and (c) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The Company adopted this standard effective January 1, 2018, and will apply this guidance to future modifications. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash (A Consensus of the FASB Emerging Issues Task Force) ("ASU 2016-18"). The provisions of ASU 2016-18 require amounts generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the total beginning and ending balances for the periods presented on the statement of cash flows. The Company adopted this standard effective January 1, 2018. In accordance with the provisions of ASU 2016-18, the "Cash, cash equivalents, and restricted cash" beginning period balance increased by $7,434 for the three months ended March 31, 2018 in the accompanying consolidated statement of cash flows for the three months ended March 31, 2018 , and the beginning and ending period balances increased by $6,987 in the accompanying consolidated statement of cash flows for the three months ended March 31, 2017 from what was previously reported in the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2017 . In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740) - Intra-Entity Transfers of Assets Other Than Inventory ("ASU 2016-16"). The provisions of ASU 2016-16 remove the prohibition in ASC 740 against the immediate recognition of the current and deferred income tax effects of intra-entity transfers of assets other than inventory. The Company adopted this standard effective January 1, 2018, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). The provisions of ASU 2016-15 address eight specific cash flow issues and how those certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows , and other Topics. The Company adopted this standard effective January 1, 2018, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). The provisions of ASU 2016-01 make targeted improvements to enhance the reporting model for financial instruments to provide users of financial statements with more decision-useful information, including certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. In February 2018, the FASB issued ASU 2018-03, Technical Corrections and Improvements to Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities , to clarify certain aspects of the guidance issued in ASU 2016-01. The Company adopted this standard effective January 1, 2018, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements In February 2018, the FASB issued ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income ("ASU 2018-02"). The provisions of ASU 2018-02 allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Act. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018, with early adoption permitted, and is effective for the Company for the year ending December 31, 2019. The amendments in ASU 2018-02 may be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Act is recognized. The Company is currently evaluating the impact that the implementation of this standard will have on the Company's consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception ("ASU 2017-11"). The amendments in Part I of ASU 2017-11 change the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether the instrument is indexed to an entity's own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. For freestanding equity-classified financial instruments, the amendments require entities that present earnings per share ("EPS") in accordance with Topic 260 to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic EPS. Convertible instruments with embedded conversion options that have down round features are now subject to the specialized guidance for contingent beneficial conversion features (in Subtopic 470-20, Debt-Debt with Conversion and Other Options ), including related EPS guidance (in Topic 260). The amendments in Part II of ASU 2017-11 re-characterize the indefinite deferral of certain provisions of Topic 480 that now are presented as pending content in the FASB codification, to a scope exception. Those amendments do not have an accounting effect. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018, with early adoption permitted, and is effective for the Company for the year ending December 31, 2019. The Company is currently evaluating the impact that the implementation of this standard will have on the Company's consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"). The provisions of ASU 2016-02 set out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in a similar manner as under existing guidance for operating leases today. ASU 2016-02 supersedes the previous lease standard, Topic 840, Leases . The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018, and is effective for the Company for the year ending December 31, 2019. The Company is currently evaluating its lease agreements to determine the impact that the implementation of this standard will have on the Company's consolidated financial statements as it relates to the classification of leases under the dual approach and the recognition of a right-of-use asset and a lease liability. |
Mergers and Acquisitions
Mergers and Acquisitions | 3 Months Ended |
Mar. 31, 2018 | |
Mergers and Acquisitions [Abstract] | |
Mergers and Acquisitions | Mergers and Acquisitions GenVec Acquisition In June 2017, pursuant to an Agreement and Plan of Merger (the "GenVec Merger Agreement"), the Company acquired 100% of the outstanding shares of GenVec, Inc. ("GenVec"), a clinical-stage company and pioneer in the development of AdenoVerse gene delivery technology. Pursuant to the GenVec Merger Agreement, the former shareholders of GenVec received an aggregate of 684,240 shares of the Company's common stock and have the right to receive contingent consideration equal to 50% of any milestone or royalty payments received under one of GenVec's collaboration agreements, provided such payments are received within three years after the closing of the transaction. The Company also assumed warrants held by certain former shareholders of GenVec. The results of GenVec's operations subsequent to the acquisition date have been included in the consolidated financial statements. The fair value of the total consideration transferred was $17,582 . The acquisition date fair value of each class of consideration transferred is presented below: Common shares $ 15,616 Warrants 1,381 Contingent consideration 585 $ 17,582 The fair value of the shares of the Company's common stock issued was based on the quoted closing price of the Company's common stock immediately prior to the closing of the acquisition. The fair value of the warrants assumed was estimated using the Black-Scholes option-pricing model. The fair value of the contingent consideration was determined using a probability weighted discounted cash flows model and is considered a freestanding financial instrument and recorded at fair value each reporting period. The estimated fair value of assets acquired and liabilities assumed at the acquisition date is shown below: Cash and cash equivalents $ 2,054 Short term investments 542 Trade receivables 75 Other receivables 97 Prepaid expenses and other 227 Property and equipment 250 Intangible assets 14,000 Other noncurrent assets 58 Total assets acquired 17,303 Accounts payable 2,158 Accrued compensation and benefits 1,226 Other accrued expenses 856 Other long term liabilities 92 Deferred tax liabilities 239 Total liabilities assumed 4,571 Net assets acquired 12,732 Goodwill 4,850 Total consideration $ 17,582 The acquired intangible assets include developed technology, the fair value of which was determined using the multi-period excess earning method, which is a variation of the income approach that converts future cash flows to single discounted present value amounts. The intangible assets are being amortized over a useful life of eleven years . Goodwill, which is not deductible for tax purposes, represents the assembled workforce and the anticipated buyer-specific synergies arising from the combination of the Company's and GenVec's technology. Acquisition-related costs totaling $238 are included in selling, general and administrative expenses in the accompanying consolidated statement of operations for the three months ended March 31, 2017 . Condensed Pro Forma Financial Information GenVec's results of operations subsequent to the acquisition are included in the consolidated statement of operations. The following condensed pro forma financial information for the three months ended March 31, 2017 is presented as if the acquisition had been consummated on January 1, 2016: Three Months Ended 2017 Pro forma Revenues $ 53,861 Loss before income taxes (36,765 ) Net loss (36,232 ) Net loss attributable to the noncontrolling interests 978 Net loss attributable to Intrexon (35,254 ) |
Investments in Joint Ventures
Investments in Joint Ventures | 3 Months Ended |
Mar. 31, 2018 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investments in Joint Ventures | Investments in Joint Ventures S & I Ophthalmic In September 2013, the Company entered into a Limited Liability Company Agreement ("Sun LLC Agreement") with Sun Pharmaceutical Industries, Inc. ("Sun Pharmaceutical Subsidiary"), an indirect subsidiary of Sun Pharmaceutical Industries Ltd. ("Sun Pharmaceutical"), an international specialty pharmaceutical company focused on chronic diseases, to form S & I Ophthalmic, LLC ("S & I Ophthalmic"). The Sun LLC Agreement governed the affairs and the conduct of business of S & I Ophthalmic. S & I Ophthalmic leveraged 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. S & I Ophthalmic was governed by a board of managers which had four members, two each from the Company and Sun Pharmaceutical Subsidiary. In 2015, both the Company and Sun Pharmaceutical Subsidiary made subsequent capital contributions of $5,000 . In December 2017, both the Company and Sun Pharmaceutical Subsidiary agreed to dissolve S & I Ophthalmic and terminate the related ECC agreement. In January 2018, the Company received $2,598 upon the dissolution of S & I Ophthalmic which represented the Company's portion of S & I Ophthalmic's remaining cash after all liabilities were settled. OvaXon In December 2013, the Company and OvaScience, Inc. ("OvaScience"), a life sciences company focused on the discovery, development, and commercialization of new treatments for infertility, entered into a Limited Liability Company Agreement ("OvaXon LLC Agreement") to form OvaXon, LLC ("OvaXon"), a joint venture to create new applications for improving human and animal health. Both the Company and OvaScience made an initial capital contribution of $1,500 in January 2014 for a 50% membership interest in OvaXon. OvaXon is governed by the OvaXon board of managers ("OvaXon Board") which has four members, two each from the Company and OvaScience. In cases in which the OvaXon Board determines that additional capital contributions are necessary in order for OvaXon to conduct business and comply with its obligations, each of the Company and OvaScience has the right, but not the obligation, to make additional capital contributions to OvaXon subject to the OvaXon LLC Agreement. Through March 31, 2018 , both the Company and OvaScience have made subsequent capital contributions of $4,350 . In March 2018, the Company and OvaScience agreed to terminate the ECC agreement with OvaScience. The Company and OvaScience are in discussions regarding dissolving the OvaXon joint venture and terminating the related ECC agreement. The Company's investment in OvaXon was $146 as of March 31, 2018 and December 31, 2017 , and is included in investments in affiliates in the accompanying consolidated balance sheets. Intrexon Energy Partners In March 2014, the Company and certain investors (the "IEP Investors"), including an affiliate of Third Security, LLC ("Third Security"), entered into a Limited Liability Company Agreement which governs the affairs and conduct of business of Intrexon Energy Partners, LLC ("Intrexon Energy Partners"), a joint venture formed to optimize and scale-up the Company's methane bioconversion platform ("MBP") technology for the production of certain fuels and lubricants. The Company also entered into an ECC with Intrexon Energy Partners providing exclusive rights to the Company's technology for the use in bioconversion, as a result of which the Company received a technology access fee of $25,000 while retaining a 50% membership interest in Intrexon Energy Partners. The IEP Investors made initial capital contributions, totaling $25,000 in the aggregate, in exchange for pro rata membership interests in Intrexon Energy Partners totaling 50% . In addition, Intrexon has committed to make capital contributions of up to $25,000 , and the IEP Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon Energy Partners, have committed to make additional capital contributions of up to $25,000 , at the request of Intrexon Energy Partners' board of managers (the "Intrexon Energy Partners Board") and subject to certain limitations. As of March 31, 2018 , the Company's remaining commitment was $6,011 . Intrexon Energy Partners is governed by the Intrexon Energy Partners Board which has five members. Two members of the Intrexon Energy Partners Board are designated by the Company and three members are designated by a majority of the IEP Investors. The Company and the IEP Investors have the right, but not the obligation, to make additional capital contributions above the initial limits when and if solicited by the Intrexon Energy Partners Board. The Company's investment in Intrexon Energy Partners was $(806) and $(444) as of March 31, 2018 and December 31, 2017 , respectively, and is included in other accrued liabilities in the accompanying consolidated balance sheets. Intrexon Energy Partners II In December 2015, the Company and certain investors (the "IEPII Investors"), including Harvest, entered into a Limited Liability Company Agreement which governs the affairs and conduct of business of Intrexon Energy Partners II, LLC ("Intrexon Energy Partners II"), a joint venture formed to utilize the Company's MBP technology for the production of 1,4-butanediol, an industrial chemical used to manufacture spandex, polyurethane, plastics, and polyester. The Company also entered into an ECC with Intrexon Energy Partners II which provides exclusive rights to the Company's technology for use in the field, as a result of which the Company received a technology access fee of $18,000 while retaining a 50% membership interest in Intrexon Energy Partners II. The IEPII Investors made initial capital contributions, totaling $18,000 in the aggregate, in exchange for pro rata membership interests in Intrexon Energy Partners II totaling 50% . In December 2015, the owners of Intrexon Energy Partners II made a capital contribution of $4,000 , half of which was paid by the Company. Intrexon has committed to make additional capital contributions of up to $10,000 , and the IEPII Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon Energy Partners II, have committed to make additional capital contributions of up to $10,000 , at the request of Intrexon Energy Partners II's board of managers (the "Intrexon Energy Partners II Board") and subject to certain limitations. Intrexon Energy Partners II is governed by the Intrexon Energy Partners II Board which has five members. One member of the Intrexon Energy Partners II Board is designated by the Company and four members are designated by a majority of the IEPII Investors. The Company and the IEPII Investors have the right, but not the obligation, to make additional capital contributions above the initial limits when and if solicited by the Intrexon Energy Partners II Board. The Company's investment in Intrexon Energy Partners II was $515 and $572 as of March 31, 2018 and December 31, 2017 , respectively, and is included in investments in affiliates in the accompanying consolidated balance sheets. EnviroFlight In February 2016, the Company entered into a series of transactions involving EnviroFlight, LLC ("Old EnviroFlight"), Darling Ingredients Inc. ("Darling") and a newly formed venture between the Company and Darling ("New EnviroFlight"). New EnviroFlight was formed to generate high-nutrition, low environmental impact animal and fish feed, as well as fertilizer products, from black soldier fly larvae. Through March 31, 2018 , both the Company and Darling have made subsequent capital contributions of $8,250 . The Company's investment in New EnviroFlight was $10,072 and $7,092 as of March 31, 2018 and December 31, 2017 , respectively, and is included in investments in affiliates in the accompanying consolidated balance sheets. Intrexon T1D Partners In March 2016, the Company and certain investors (the "T1D Investors"), including affiliates of Third Security, entered into a Limited Liability Company Agreement which governs the affairs and conduct of business of Intrexon T1D Partners, LLC ("Intrexon T1D Partners"), a joint venture formed to utilize the Company's proprietary ActoBiotics platform to develop and commercialize products to treat type 1 diabetes. The Company also entered into an ECC with Intrexon T1D Partners which provides the exclusive rights to the Company's technology for use in the field, as a result of which the Company received a technology access fee of $10,000 while retaining a 50% membership interest in Intrexon T1D Partners. The T1D Investors made initial capital contributions, totaling $10,000 in the aggregate, in exchange for pro rata membership interests in Intrexon T1D Partners totaling 50% . Intrexon has committed to make capital contributions of up to $5,000 , and the T1D Investors, as a group and pro rata in accordance with their respective membership interests in Intrexon T1D Partners, have committed to make additional capital contributions of up to $5,000 , at the request of Intrexon T1D Partners' board of managers (the "Intrexon T1D Partners Board") and subject to certain limitations. As of March 31, 2018 , the Company's remaining commitment was $1,250 . Intrexon T1D Partners is governed by the Intrexon T1D Partners Board, which has five members. Two members of the Intrexon T1D Partners Board are designated by the Company and three members are designated by a majority of the T1D Investors. The Company and the T1D Investors have the right, but not the obligation, to make additional capital contributions above these limits when and if solicited by the Intrexon T1D Partners Board. The Company's investment in Intrexon T1D Partners was $(67) and $(943) as of March 31, 2018 and December 31, 2017 , respectively, and is included in other accrued liabilities in the accompanying consolidated balance sheets. |
Collaboration and Licensing Rev
Collaboration and Licensing Revenue | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Collaboration and Licensing Revenue | Collaboration and Licensing Revenue The Company's collaborations and licensing agreements provide for multiple promises to be satisfied by the Company and typically include a license to the Company's technology platforms, participation in collaboration committees, and performance of certain research and development services. Based on the nature of the promises in the Company's collaboration and licensing agreements, the Company typically combines most of its promises into a single performance obligation because the promises are highly interrelated and not individually distinct. At contract inception, the transaction price is typically the upfront payment received and is allocated to the single performance obligation. The Company has determined the transaction price should be recognized as revenue based on its measure of progress under the agreement primarily based on inputs necessary to fulfill the performance obligation. The Company recognizes the reimbursement payments received for research and development services in the period when the services are performed. At inception of each collaboration, the Company determines whether any milestone payments are probable and can be included in the transaction price. The milestone payments are typically not considered probable at inception and are therefore constrained under ASC 606. Royalties related to product sales will be recognized when sales have occurred since the royalties relate directly to the technology license granted in the agreement. See Note 2 for additional discussion of the Company's revenue recognition policy related to collaboration and licensing payments. The Company determines whether collaborations and licensing agreements are individually significant for disclosure based on a number of factors, including total revenue recorded by the Company pursuant to collaboration and licensing agreements, collaborators or licensees with either majority-owned subsidiaries or equity method investments, or other qualitative factors. Collaboration and licensing revenues generated from consolidated subsidiaries are eliminated in consolidation. Amounts for periods subsequent to January 1, 2018 reflect revenue recognition under ASC 606. The following tables summarize the amounts recorded as revenue in the consolidated statements of operations for each significant counterparty to a collaboration or licensing agreement for the three months ended March 31, 2018 and 2017 . Three Months Ended 2018 2017 ZIOPHARM Oncology, Inc. $ 6,879 $ 10,985 Oragenics, Inc. 342 569 Fibrocell Science, Inc. 835 1,739 Genopaver, LLC 1,288 1,680 S & I Ophthalmic, LLC — 303 OvaXon, LLC — 824 Intrexon Energy Partners, LLC 1,252 5,086 Persea Bio, LLC 252 289 Ares Trading S.A. 3,368 3,315 Intrexon Energy Partners II, LLC 615 1,149 Intrexon T1D Partners, LLC 1,468 1,132 Harvest start-up entities (1) 3,354 3,363 Other 4,372 2,631 Total $ 24,025 $ 33,065 (1) For the three months ended March 31, 2018 and 2017 , revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc. Other than the termination of the OvaScience ECC in March 2018 (Note 4 ), there have been no significant changes to arrangements with our collaborators and licensees in the three months ended March 31, 2018 . See Note 5 in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 for additional details of the Company's existing collaboration and licensing agreements. Deferred Revenue Deferred revenue primarily consists of consideration received for the Company's collaborations and licensing agreements and prepayments for product and service revenues. Deferred revenue consists of the following: March 31, December 31, Collaboration and licensing agreements $ 258,174 $ 231,583 Prepaid product and service revenues 5,138 4,681 Other 78 133 Total $ 263,390 $ 236,397 Current portion of deferred revenue $ 48,646 $ 42,870 Long-term portion of deferred revenue 214,744 193,527 Total $ 263,390 $ 236,397 The following table summarizes the remaining balance of deferred revenue associated with upfront and milestone payments for each significant collaboration and licensing agreement as of March 31, 2018 and December 31, 2017 , including the estimated remaining performance period as of March 31, 2018 . Average Remaining Performance Period (Years) March 31, December 31, ZIOPHARM Oncology, Inc. 5.8 $ 86,365 $ 90,496 Oragenics, Inc. 6.2 6,456 6,719 Fibrocell Science, Inc. 6.6 16,002 16,607 Genopaver, LLC 6.0 1,635 1,704 Intrexon Energy Partners, LLC 6.0 15,000 15,625 Persea Bio, LLC 6.8 3,375 3,500 Ares Trading S.A. 6.1 78,384 40,789 Intrexon Energy Partners II, LLC 6.7 13,333 13,833 Intrexon T1D Partners, LLC 7.0 8,334 8,435 Harvest start-up entities (1) 7.1 17,918 18,400 Other 3.7 10,494 14,423 Total $ 257,296 $ 230,531 (1) As of March 31, 2018 and December 31, 2017 , the balance of deferred revenue for collaborations with Harvest start-up entities includes Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc. |
Short-term Investments
Short-term Investments | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Short-term Investments | Short-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 March 31, 2018 : Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Aggregate Fair Value Certificates of deposit $ 275 $ — $ — $ 275 The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of December 31, 2017 : Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Aggregate Fair Value U.S. government debt securities $ 6,000 $ — $ (2 ) $ 5,998 Certificates of deposit 275 — — 275 Total $ 6,275 $ — $ (2 ) $ 6,273 For more information on the Company's method for determining the fair value of its assets, see Note 2 – "Fair Value of Financial Instruments" in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 . As of March 31, 2018 , all of the available-for-sale investments were due within one year based on their contractual maturities. Changes in market interest rates and bond yields cause certain investments to fall below their cost basis, resulting in unrealized losses on investments. 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 there were none as of March 31, 2018 . As of March 31, 2018 and December 31, 2017 , the Company did not consider any of its investments to be other-than-temporarily impaired. When evaluating its investments for other-than-temporary impairment, the Company reviews 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, the Company's ability and intent to hold the security and whether it is more likely than not that it will be required to sell the investment before recovery of its cost basis. |
Investments in Preferred Stock
Investments in Preferred Stock | 3 Months Ended |
Mar. 31, 2018 | |
Investment in Preferred Stock [Abstract] | |
Investments In Preferred Stock | Investments in Preferred Stock Investment in ZIOPHARM Preferred Stock In June 2016, the Company received 100,000 shares of Series 1 Preferred Stock (the "Preferred Shares") of ZIOPHARM, a related party, with a per share stated value of $1,200 , as consideration for amending their two previously existing ECC agreements. A summary of the terms of the Preferred Shares follows. Conversion. The Preferred Shares shall automatically convert into shares of ZIOPHARM common stock upon the date the first approval in the United States of (i) a ZIOPHARM product, as defined in and developed under one of the ECC agreements, or (ii) a product, as defined and developed under the License and Collaboration Agreement with Ares Trading and ZIOPHARM, is publicly announced (the "Conversion Event Date"). The Preferred Shares shall convert into a number of shares of ZIOPHARM common stock equal to the stated value of such Preferred Share, divided by the greater of: (i) the volume weighted average closing price of ZIOPHARM's common stock over the twenty trading days ending on the Conversion Event Date or (ii) $1.00 . The number of converted shares is subject to certain limitations defined in the amended and restated Certificate of Designation, Preferences, and Rights of Series 1 Preferred Stock (the "A&R Certificate of Designation"). Dividend Rights. The Company shall receive a monthly dividend, payable in additional Preferred Shares, equal to $12.00 per Preferred Share held per month divided by the stated value of the Preferred Shares, which is referred to as the PIK Dividend. For any Preferred Shares that are not converted on the Conversion Event Date, the rate of PIK Dividend on these unconverted Preferred Shares will automatically increase from $12.00 to $24.00 per Preferred Share per month. Voting Rights . The Preferred Shares do not have any voting rights except for certain protective voting rights defined in the A&R Certificate of Designation. Liquidation Rights. In the event of any voluntary or involuntary liquidation, dissolution or winding up of ZIOPHARM or a deemed liquidation event, as defined in the A&R Certificate of Designation, including a change of control or the sale, lease transfer, or exclusive license of all or substantially all of ZIOPHARM's assets, the holders of the Preferred Shares shall be entitled to receive a portion of all funds to be distributed in proportion to the holders' proportionate share of ZIOPHARM's common stock on an as-converted to common stock basis (the "Series 1 Liquidation Amount"). For purposes of calculating the Series 1 Liquidation Amount, if such liquidation event occurs prior to the Conversion Event Date, each Preferred Share shall be deemed to be convertible into the number of shares of ZIOPHARM's common stock equal to (i) the stated value of each Preferred Share, divided by (ii) the volume weighted average price of ZIOPHARM's common stock for the twenty day period ending on the date of the public announcement of the liquidation event. In addition, ZIOPHARM may elect to redeem the Preferred Shares in connection with or following a deemed liquidation event at a price per share equal to the Series 1 Liquidation Amount. The investment in ZIOPHARM preferred stock is categorized as Level 3 as there are significant unobservable inputs and the Preferred Shares are not traded on a public exchange. The fair value of the investment in ZIOPHARM preferred stock is estimated using a probability-weighted expected return ("PWERM") model. The key inputs used in the PWERM model are (i) estimating the future returns for conversion of the Preferred Shares for both product approval and a change in control of ZIOPHARM (the "conversion events") using market data of the change in value for guideline companies as a result of these conversion events; (ii) estimating the expected date and likelihood of each conversion event; and (iii) discounting these estimated future returns using a discount rate for the Preferred Shares considering industry debt issuances originated by public funds and venture capital rates of return. A significant change in unobservable inputs discussed above could result in a significant impact on the fair value of the Company's investment in ZIOPHARM preferred stock. The fair value of the Company's investment in ZIOPHARM preferred stock, including additional Preferred Shares received as dividends, was $165,703 and $160,832 as of March 31, 2018 and December 31, 2017 , respectively. During the three months ended March 31, 2018 and 2017 , the Company received 3,624 shares and 3,216 shares, respectively, of additional Preferred Shares and recognized $4,871 and $3,923 , respectively, of dividend income in the accompanying consolidated statements of operations. Investment in Fibrocell Preferred Stock In March 2017, Fibrocell Science, Inc. ("Fibrocell"), one of the Company's collaborators and a related party, sold Series A Convertible Preferred Stock (the "Convertible Preferred Shares") convertible into shares of Fibrocell common stock and warrants to purchase shares of Fibrocell common stock to certain institutional and accredited investors, including the Company and affiliates of Third Security. The Company paid $1,161 in exchange for 1,161 Convertible Preferred Shares and warrants to acquire 498,843 shares of Fibrocell common stock. The Convertible Preferred Shares are convertible at any time at the election of the Company and accrue dividends at 4% per annum, compounded quarterly, increasing the stated value of the shares. The investment in Fibrocell preferred stock is categorized as Level 3 as there are significant unobservable inputs and the Convertible Preferred Shares are not traded on a public exchange. The fair value of the investment in Fibrocell preferred stock is estimated using a conversion plus dividend approach utilizing the trading value of the underlying common stock and an estimated premium for the preferred stock dividend and other preferences. Market price volatility of Fibrocell's common stock and a significant change in the estimated preferred stock premium could result in a significant impact to the fair value of the investment in Fibrocell preferred stock. As of March 31, 2018 and December 31, 2017 , the fair value of the Company's investment in Fibrocell preferred stock totaled $366 and $393 , respectively. See Note 17 for additional discussion of the warrants. Investment in Oragenics Preferred Stock In November 2017, concurrent with Oragenics closing a preferred stock private placement, the Company exchanged a promissory note, including accrued interest, purchased from Oragenics in May 2017 and receivables due from Oragenics totaling $3,385 for Oragenics Series C preferred stock ("Series C Preferred Stock"). The Series C Preferred Stock is non-voting and non-convertible and is redeemable in whole or part at any time by Oragenics in cash. The Series C Preferred Stock accrues an annual 12% dividend payable in additional Series C Preferred Stock through May 10, 2019, and after such date, the annual dividend increases to 20% . Additionally, the Company and Oragenics amended certain future payment terms under its ECCs, as discussed in Note 5 of the Company's Annual Report on Form 10-K for the year ended December 31, 2017 . As of March 31, 2018 and December 31, 2017 , based on the most recent financial information available on Oragenics, the Company concluded that there was no value to its investment in Oragenics preferred stock. Changes in the Fair Value of Investments in Preferred Stock The following table summarizes the changes in the Level 3 investments in preferred stock during the three months ended March 31, 2018 . Three Months Ended Beginning balance $ 161,225 Dividend income from investments in preferred stock 4,883 Net unrealized depreciation in the fair value of the investments in preferred stock (39 ) Ending balance $ 166,069 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying amount of cash and cash equivalents, restricted cash, 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 March 31, 2018 : Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) March 31, Assets Equity securities 9,622 4,421 — 14,043 Preferred stock — — 166,069 166,069 Other — 769 — 769 Total $ 9,622 $ 5,190 $ 166,069 $ 180,881 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, 2017 : Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs December 31, Assets U.S. government debt securities $ — $ 5,998 $ — $ 5,998 Equity securities 10,537 4,563 — 15,100 Preferred stock — — 161,225 161,225 Other — 850 — 850 Total $ 10,537 $ 11,411 $ 161,225 $ 183,173 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 quoted 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. The methods used to estimate the fair value of the Level 3 assets are discussed in Note 7 . There were no transfers between levels of the fair value hierarchy during the three months ended March 31, 2018 . The carrying values of the Company's long term debt approximates fair value due to the length of time to maturity and/or the existence of interest rates that approximate prevailing market rates. The Company's contingent consideration liabilities from previous acquisitions are measured on a recurring basis and were $585 at March 31, 2018 and December 31, 2017 . These fair value measurements were based on significant inputs not observable in the market and thus represented a Level 3 measurement. A significant change in unobservable inputs could result in a significant impact on the fair value of the Company's contingent consideration liabilities. The contingent consideration liabilities are remeasured to fair value at each reporting date until the contingencies are resolved, and those changes in fair value are recognized in earnings. There were no changes in the fair value of the Level 3 liabilities during the three months ended March 31, 2018 . |
Inventory
Inventory | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consists of the following: March 31, December 31, Supplies, embryos and other production materials $ 3,386 $ 2,673 Work in process 4,422 4,767 Livestock 10,991 11,040 Feed 1,472 2,013 Total inventory $ 20,271 $ 20,493 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Property, Plant and Equipment, Net Property, plant and equipment consist of the following: March 31, December 31, Land and land improvements $ 11,815 $ 11,767 Buildings and building improvements 18,160 18,183 Furniture and fixtures 2,516 2,515 Equipment 69,568 65,863 Leasehold improvements 27,811 25,277 Breeding stock 4,204 3,832 Computer hardware and software 10,442 10,128 Trees 7,996 6,642 Construction and other assets in progress 15,819 14,113 168,331 158,320 Less: Accumulated depreciation and amortization (49,087 ) (45,646 ) Property, plant and equipment, net $ 119,244 $ 112,674 Depreciation expense was $3,456 and $2,782 for the three months ended March 31, 2018 and 2017 , respectively. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | Goodwill and Intangible Assets, Net The changes in the carrying amount of goodwill for the three months ended March 31, 2018 are as follows: Balance at December 31, 2017 $ 153,289 Foreign currency translation adjustments 1,459 Balance at March 31, 2018 $ 154,748 The Company had $13,823 of accumulated impairment losses as of March 31, 2018 and December 31, 2017 . Intangible assets consist of the following as of March 31, 2018 : Gross Carrying Amount Accumulated Amortization Net Patents, developed technologies and know-how $ 266,579 $ (48,586 ) $ 217,993 Customer relationships 10,700 (6,733 ) 3,967 Trademarks 6,800 (2,760 ) 4,040 In-process research and development 5,883 — 5,883 Total $ 289,962 $ (58,079 ) $ 231,883 Intangible assets consist of the following as of December 31, 2017 : Gross Carrying Amount Accumulated Amortization Net Patents, developed technologies and know-how $ 263,615 $ (44,954 ) $ 218,661 Customer relationships 10,700 (6,383 ) 4,317 Trademarks 6,800 (2,567 ) 4,233 In-process research and development 5,666 — 5,666 Total $ 286,781 $ (53,904 ) $ 232,877 The balance of in-process research and development includes certain in-process research and development technology acquired in the Company's acquisition of Oxitec in September 2015, and amortization will begin once certain regulatory approvals have been obtained for the in-process programs. Amortization expense was $4,926 and $4,618 for the three months ended March 31, 2018 and 2017 , respectively. |
Lines of Credit and Long Term D
Lines of Credit and Long Term Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Lines of Credit and Long Term Debt | Lines of Credit and Long Term Debt Lines of Credit Trans Ova has a $5,000 revolving line of credit with First National Bank of Omaha which matures on June 1, 2018. The line of credit bears interest at the greater of 2.95% above the London Interbank Offered Rate or 3.00% and the actual rate was 4.62% as of March 31, 2018 . As of March 31, 2018 , there was no outstanding balance. The amount available under the line of credit is based on eligible accounts receivable and inventory up to the maximum principal amount. The line of credit is collateralized by certain of Trans Ova's assets and contains certain restricted covenants that include maintaining minimum tangible net worth and working capital and maximum allowable annual capital expenditures. Trans Ova was in compliance with these covenants as of March 31, 2018 . Exemplar has a $700 revolving line of credit with American State Bank which matures on October 30, 2018. The line of credit bears interest at 5.25% per annum. As of March 31, 2018 , there was an outstanding balance of $321 . Long Term Debt Long term debt consists of the following: March 31, December 31, Notes payable $ 4,896 $ 5,010 Royalty-based financing 2,108 2,132 Other 922 895 Long term debt 7,926 8,037 Less current portion 501 502 Long term debt, less current portion $ 7,425 $ 7,535 Trans Ova has a note payable to American State Bank which matures in April 2033 and has an outstanding principal balance of $4,775 as of March 31, 2018 . Trans Ova pays monthly installments of $39 , which includes interest at 3.95% . The note payable is collateralized by certain of Trans Ova's real estate and non-real estate assets. AquaBounty has a royalty-based financing grant from the Atlantic Canada Opportunities Agency, a Canadian government agency, to provide funding of a research and development project. The total amount available under the award was $2,226 , which AquaBounty claimed 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. Because the timing of commercialization is subject to additional regulatory considerations, the timing of repayment is uncertain. As of the date of the acquisition by Intrexon in March 2013, AquaBounty had claimed $1,952 of the available funds and this amount was recorded at its acquisition date fair value of $1,107 . The Company accretes the difference of $845 between the face value of amounts drawn and the acquisition date fair value over the expected period of repayment. Subsequent to the acquisition date, AquaBounty claimed the remaining balance available under the grant, resulting in total long term debt of $2,108 as of March 31, 2018 . Future maturities of long term debt are as follows: 2018 $ 398 2019 411 2020 382 2021 830 2022 373 2023 386 Thereafter 3,038 Total $ 5,818 The AquaBounty royalty-based financing grant is not included in the table above due to the uncertainty of the timing of repayment. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Tax provisions for interim periods are calculated using an estimate of actual taxable income or loss for the respective period, rather than estimating the Company's annual effective income tax rate, as the Company is currently unable to reliably estimate its income for the full year. For the three months ended March 31, 2018 , the Company had U.S. taxable loss of approximately $35,100 and recorded $113 of current domestic income tax expense. For the three months ended March 31, 2018 , the Company recognized $125 of current foreign income tax benefit. For the three months ended March 31, 2017 , the Company had U.S. taxable income of approximately $11,800 and recorded $236 of current domestic income tax expense. For the three months ended March 31, 2017 , the Company recognized $131 of current foreign income tax benefit. For the three months ended March 31, 2018 , the Company recorded deferred tax benefit of $4,074 . For the three months ended March 31, 2017 , the Company recorded deferred tax benefit of $638 . The Company's net deferred tax assets, excluding certain deferred tax liabilities totaling $11,631 , are offset by a valuation allowance 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. As of March 31, 2018 , the Company has loss carryforwards for U.S. federal income tax purposes of approximately $279,500 available to offset future taxable income, and federal and state research and development tax credits of approximately $7,800 , prior to consideration of annual limitations that may be imposed under Section 382 of the Internal Revenue Code of 1986, as amended. These carryforwards will begin to expire in 2022. As of March 31, 2018 , the Company's direct foreign subsidiaries have foreign loss carryforwards of approximately $160,700 , most of which do not expire. In 2017, the Company recorded a net provisional income tax benefit upon enactment of the Tax Act. The Company has provisionally estimated its transition tax exposure to be zero , as any accumulated earnings in foreign subsidiaries are offset by accumulated deficits in other foreign subsidiaries. The provisional amounts recorded are subject to further refinement within the measurement period prescribed by SAB 118. As a result, the recorded amounts are subject to change, possibly materially, due to, among other things, changes in interpretations of the Tax Act, any legislative action to address questions that arise because of the Tax Act, any changes in accounting standards for income taxes or related interpretations in response to the Tax Act, or any updates or changes to estimates the Company utilized to provisionally compute the transition impact. No adjustments to these provisional amounts were recorded during the three months ended March 31, 2018 . |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders' Equity Issuances of Common Stock In January 2018, Intrexon closed a public offering of 6,900,000 shares of its common stock, including 1,000,000 shares of common stock purchased by affiliates of Third Security. The net proceeds of the offering were $82,374 , after deducting underwriting discounts of $3,688 and offering expenses of $188 , all of which were capitalized. Components of Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss are as follows: March 31, December 31, Unrealized loss on investments $ — $ (2 ) Loss on foreign currency translation adjustments (9,587 ) (15,552 ) Total accumulated other comprehensive loss $ (9,587 ) $ (15,554 ) |
Share-Based Payments
Share-Based Payments | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Payments | Share-Based Payments The Company records the fair value of stock options and restricted stock units ("RSUs") 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 costs included in the consolidated statements of operations are presented below: Three Months Ended 2018 2017 Cost of products $ 25 $ 26 Cost of services 77 78 Research and development 3,258 2,193 Selling, general and administrative 8,002 5,597 Total $ 11,362 $ 7,894 Intrexon Stock Option Plans In April 2008, Intrexon adopted the 2008 Equity Incentive Plan (the "2008 Plan") for employees and nonemployees pursuant to which Intrexon's board of directors granted share based awards, including stock options, to officers, key employees and nonemployees. Upon the effectiveness of the 2013 Omnibus Incentive Plan (the "2013 Plan"), no new awards may be granted under the 2008 Plan. As of March 31, 2018 , there were 431,649 stock options outstanding under the 2008 Plan. Intrexon adopted the 2013 Plan for employees and nonemployees pursuant to which Intrexon's board of directors may grant share based awards, including stock options and shares of common stock, to employees, officers, consultants, advisors, and nonemployee directors. The 2013 Plan became effective upon the closing of the Company's initial public offering in August 2013, and as of March 31, 2018 , there were 18,000,000 shares authorized for issuance under the 2013 Plan, of which 11,114,785 stock options and 1,052,182 RSUs were outstanding and 3,279,291 shares were available for grant. In March 2018, Intrexon's board of directors approved, subject to shareholder approval at Intrexon's annual meeting in June 2018, an increase of 2,000,000 shares of common stock to be reserved for issuance under the 2013 Plan. Stock option activity was as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Balances at December 31, 2017 11,382,747 $ 28.99 7.32 Granted 656,339 14.84 Exercised (21,722 ) (3.40 ) Forfeited (186,811 ) (26.37 ) Expired (284,119 ) (27.67 ) Balances at March 31, 2018 11,546,434 28.31 7.25 Exercisable at March 31, 2018 6,533,996 29.29 6.38 During the three months ended March 31, 2018 , Intrexon granted 1,059,126 RSUs with a weighted average grant date fair value of $13.83 per share, of which 1,052,182 remain outstanding and unvested as of March 31, 2018 . Intrexon currently uses authorized and unissued shares to satisfy share award exercises. In October 2015, the compensation committee and the independent members of Intrexon's board of directors approved a compensation arrangement whereby the Company's Chief Executive Officer ("CEO") would receive a monthly salary. Previously, the CEO did not receive compensation for his services as an employee of the Company other than through his participation in the Company's Annual Executive Incentive Plan which became effective January 1, 2015. Pursuant to the compensation agreement, the CEO receives a base salary of $200 per month payable in fully vested shares of Intrexon common stock with such shares subject to a three -year lock-up on resale. The monthly number of shares of common stock is calculated based on the closing price on the last trading day of each month and the shares are issued pursuant to the terms of a Restricted Stock Unit Agreement ("RSU Agreement") which was executed between Intrexon and the CEO pursuant to the terms of the 2013 Plan. The RSU Agreement became effective in November 2015, and had an initial term of twelve months . The independent members of Intrexon's board of directors, with the recommendation of the compensation committee of the board of directors, subsequently approved extensions of the RSU Agreement through March 31, 2019, all of which are on the same terms as the original RSU Agreement. The fair value of the shares issued as compensation for services is included in selling, general and administrative expenses in the Company's consolidated statements of operations and totaled $486 and $471 for the three months ended March 31, 2018 and 2017 , respectively. AquaBounty Stock Option Plans In March 2016, AquaBounty's board of directors adopted the AquaBounty 2016 Equity Incentive Plan ("AquaBounty 2016 Plan") to replace the AquaBounty 2006 Equity Incentive Plan ("AquaBounty 2006 Plan"). The AquaBounty 2016 Plan provides for the issuance of incentive stock options, non-qualified stock options and awards of restricted and direct stock purchases to directors, officers, employees, and consultants of AquaBounty. The AquaBounty 2016 Plan was approved by AquaBounty's shareholders at its annual meeting in April 2016. Upon the effectiveness of the AquaBounty 2016 Plan, no new awards may be granted under the AquaBounty 2006 Plan. As of March 31, 2018 , there were 340,764 options outstanding under both AquaBounty plans, of which 207,390 were exercisable, at a weighted average exercise price of $7.09 per share. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases The Company leases certain facilities and equipment under noncancelable operating leases. The equipment leases are renewable at the option of the Company. At March 31, 2018 , future minimum lease payments under operating leases having initial or remaining noncancelable lease terms in excess of one year are as follows: 2018 $ 6,096 2019 9,441 2020 9,506 2021 8,601 2022 7,595 2023 6,558 Thereafter 23,923 Total $ 71,720 Rent expense, including other facility expenses, was $3,259 and $2,301 for the three months ended March 31, 2018 and 2017 , respectively. Purchase Commitments As of March 31, 2018 , the Company had outstanding contractual purchase commitments of $15,098 , which primarily relate to amounts that will be paid in 2018, 2019, and 2020 upon delivery of commercial non-browning apple trees. Contingencies In March 2012, Trans Ova was named as a defendant in a licensing and patent infringement suit brought by XY, LLC ("XY") alleging that certain of Trans Ova's activities breached a 2004 licensing agreement and infringed on patents that XY allegedly owned. Trans Ova filed a number of counterclaims in the case. In Colorado District Court, the matter proceeded to a jury trial in January 2016. The jury determined that XY and Trans Ova had each breached the licensing agreement and that Trans Ova had infringed XY's patents. In April 2016, the court issued its post-trial order, awarding $528 in damages to Trans Ova and $6,066 in damages to XY. The order also provided Trans Ova with a compulsory license to XY's technology, subject to an ongoing royalty obligation. Both parties appealed the court's order, which appeal is pending before the Court of Appeals for the Federal Circuit. Since the inception of the 2004 agreement, Trans Ova has remitted payments to XY pursuant to the terms of that agreement, or pursuant to the terms of the April 2016 court order, and has recorded these payments in cost of services in the consolidated statements of operations for the respective periods. For the period from inception of the 2004 agreement through the court's April 2016 order, aggregate royalty and license payments were $3,170 , of which $2,759 had not yet been deposited by XY. In 2016, the Company recorded expense of $4,228 representing the excess of the net damages awarded to XY, including prejudgment interest, over the liability previously recorded by Trans Ova for uncashed checks previously remitted to XY. In August 2016, Trans Ova deposited the net damages amount, including prejudgment interest, into the court's treasury, to be held until the appeals process is complete and final judgment amounts are determined. As of March 31, 2018 , this amount is included in restricted cash on the accompanying consolidated balance sheet. In December 2016, Trans Ova elected to void the outstanding checks discussed above, and these amounts have been reclassified to other accrued liabilities on the accompanying consolidated balance sheets as of March 31, 2018 and December 31, 2017 . Depending on the outcome of an appeal decision, the damages awarded to either party could decrease, increase, or be eliminated. The appeal decision may also remand to the Colorado District Court all, or a portion, of the issues being appealed. In December 2016, XY filed a complaint for patent infringement and trade secret misappropriation against Trans Ova in the District Court of Waco, Texas. Since the claims in this 2016 complaint directly relate to the 2012 licensing dispute and patent issues, Trans Ova filed and was granted a motion for change of venue to Colorado District Court. Trans Ova also filed a motion to dismiss, from which the Court recently dismissed nine of the twelve counts of the complaint. Presently, three counts for patent infringement remain pending. Trans Ova and the Company could elect to enter into a settlement agreement in order to avoid the further costs and uncertainties of litigation, to modify the court-ordered license to XY's technologies, or to recover monetary damages stemming from Trans Ova's counterclaims for antitrust violations by XY and its parent company, Inguran. In June and July 2016, two shareholders made separate demands under Virginia law demanding that the Company file suit against certain of its current officers and directors for alleged breaches of fiduciary duty and other claims. The demands were based upon and asserted the allegations contained in a report published in April 2016 on the Seeking Alpha financial blog. In July 2016, the Company's board of directors authorized its Special Litigation Committee ("SLC"), consisting of independent directors, to investigate the claims and allegations made in the two shareholder demands and to decide on behalf of the Company whether the claims and allegations should be pursued. In February 2017, the SLC completed its review and evaluation and unanimously determined that there was no basis for any of the allegations, that the Company's officers and directors did not breach their fiduciary duties or any other applicable law, and that prosecution of the asserted claims was not in the best interest of Intrexon or its shareholders. Following the SLC's determination, in March 2017, a derivative complaint captioned Luger v. Kirk et al. was filed in the Circuit Court of Fairfax County, Virginia, alleging causes of action for breaches of fiduciary duty and unjust enrichment relating to the same allegations investigated by the SLC. On April 4, 2018, the plaintiff filed a motion to nonsuit, which the court granted without prejudice on April 13, 2018. The Division of Enforcement of the SEC is conducting an investigation which the Company believes concerns certain issues raised by the foregoing and by the previously disclosed consolidated putative shareholder class action lawsuit, captioned Intrexon Corporation Securities Litigation , that was dismissed on November 1, 2017 and the previously disclosed shareholder derivative action captioned Basile v. Kirk et al. that was dismissed on January 25, 2018. The Company has met with the SEC staff and is voluntarily cooperating with their investigation. The Company's board of directors has authorized the SLC to monitor the Company's interaction with the SEC staff. The Company may become subject to other 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 March 31, 2018 and December 31, 2017 , 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 | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Third Security and Affiliates The Company's CEO and Chairman of the board of directors is also the Senior Managing Director and CEO of Third Security and owns 100% of the equity interests of Third Security. In November 2015, the independent members of Intrexon's board of directors, with the recommendation of the audit committee of the board of directors, approved the execution of a Services Agreement ("Services Agreement") with Third Security pursuant to which Third Security provides the Company with certain professional, legal, financial, administrative, and other support services necessary to support the Company and its CEO. As consideration for providing these services, Third Security is entitled to a fee of $800 per month to be paid in the form of fully-vested shares of the Company's common stock. The number of shares of common stock is calculated based on the closing price of the Company's common stock on the 15th day of each month. The payments made by the Company under the Services Agreement constitute, in the aggregate, an award under the 2013 Plan and are subject to the terms of the 2013 Plan (Note 15 ). The Services Agreement had a term of one year , can be terminated by the Company at any time, and may be extended only by agreement of the parties, including approval of a majority of the independent members of Intrexon's board of directors. The independent members of Intrexon's board of directors, with the recommendation of the audit committee of the board of directors, subsequently approved extensions of the Services Agreement through January 1, 2019. For the three months ended March 31, 2018 and 2017 , the Company issued 160,626 shares and 103,930 shares, respectively, with values of $2,041 and $2,039 , respectively, to Third Security as payment for services pursuant to the Services Agreement. In addition to the foregoing Services Agreement, the Company reimburses Third Security for certain out-of-pocket expenses incurred on the Company's behalf, and the total expenses incurred by the Company under this arrangement were $14 and $66 for the three months ended March 31, 2018 and 2017 , respectively. See also Note 15 regarding compensation arrangements between the Company and its CEO. In October 2017, the Company entered into a Preferred Stock Equity Facility ("Preferred Stock Facility") with an affiliate of Third Security ("Third Security Affiliate"). Under the Preferred Stock Facility, the Company may, from time to time at its sole and exclusive option, issue and sell to the Third Security Affiliate, up to $100,000 of newly issued Series A Redeemable Preferred Stock ("Series A Preferred Stock"). Any issued Series A Preferred Stock is non-voting, accrues dividends of 8% per annum and, subject to limited exceptions, is senior to Intrexon's common stock with respect to the rights to the payment of dividends and on parity with the common stock with respect to the distribution of assets in the event of any liquidation, dissolution or winding up or change of control of Intrexon. Any issued Series A Preferred Stock is convertible into common stock only following receipt of shareholder approval by the Company, including a majority of the shares voted by those shareholders unaffiliated with Mr. Kirk (the "Shareholder Approval"), subject to any necessary regulatory approvals. Following receipt of the Shareholder Approval and receipt of any necessary regulatory approvals, any issued Series A Preferred Stock is convertible into Intrexon common stock based on a conversion price using the 20 -day volume-weighted average market price as of market closing on the fifth business day prior to the mailing of the proxy statement soliciting the Shareholder Approval, subject to adjustment for certain stock splits and similar events. The Company has agreed to take all reasonable steps necessary to seek Shareholder Approval on or before the date of its annual meeting of shareholders in 2019. Any issued Series A Preferred Stock is redeemable at the election of the Company at any time, or at the election of the Third Security Affiliate after December 31, 2020. The Preferred Stock Facility will expire on the earliest to occur of: (i) the date on which the Third Security Affiliate has purchased shares of Series A Preferred Stock in the aggregate amount of $100,000 , (ii) April 30, 2019, (iii) the date of the Shareholder Approval, and (iv) the mutual agreement of the parties. To date, the Company has not utilized the Preferred Stock Facility. The Company also subleases certain administrative offices to Third Security. The significant terms of the lease mirror the terms of the Company's lease with the landlord, and the Company recorded sublease income of $21 and $11 for the three months ended March 31, 2018 and 2017 , respectively. Transactions with ECC Parties In addition to entities controlled by Third Security, any entity in which the Company holds equity securities, including securities received as upfront or milestone consideration, and which also are party to a collaboration with the Company are considered to be related parties. The Company holds a promissory note convertible into shares of Fibrocell common stock ("convertible note") and warrants to purchase shares of Fibrocell common stock. As of March 31, 2018 and December 31, 2017 , the value of the convertible note and warrants totaled $494 and $575 , respectively, and is included in other assets on the accompanying consolidated balance sheets. See Note 7 for additional discussion of the Company's investments in Fibrocell. Other Related Parties In June 2015, the Company entered into an agreement with Harvest, an investment fund sponsored by Harvest Capital Strategies, LLC, and a related party based on ownership in the fund by affiliates of Third Security. Harvest was established to invest in life science research and development start-up opportunities that the Company offered to Harvest with exclusive rights of first-look and first negotiation. Based on this agreement, Harvest established six new collaboration entities, each of which entered into an ECC with the Company in a designated field. The terms of such ECCs were negotiated between the Company and Harvest. As consideration for providing exclusive rights of first-look and first negotiation for start-up opportunities, the Company received a portion of the management fee collected by the fund sponsor of Harvest. These fees are included in other income in the accompanying consolidated statements of operations and totaled $603 for the three months ended March 31, 2017 . In September 2017, the commitment period for Harvest was terminated and, as a result, the agreement with Harvest terminated. The termination of the agreement had no effect on the existing collaborations with Harvest-controlled entities. |
Net Loss per Share
Net Loss per Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Net Loss per Share The following table presents the computation of basic and diluted net loss per share: Three Months Ended 2018 2017 Historical net loss per share: Numerator: Net loss attributable to Intrexon $ (41,988 ) $ (31,399 ) Denominator: Weighted average shares outstanding, basic and diluted 127,693,336 118,956,780 Net loss attributable to Intrexon per share, basic and diluted $ (0.33 ) $ (0.26 ) The following potentially dilutive securities as of March 31, 2018 and 2017 , have been excluded from the above computations of diluted weighted average shares outstanding for the three months then ended as they would have been anti-dilutive: March 31, 2018 2017 Options 11,546,434 12,632,507 Restricted stock units 1,052,182 — Warrants 133,264 — Total 12,731,880 12,632,507 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events In May 2018, the Company commenced efforts to shift certain of the manufacturing and distribution operations of Oxitec's Brazilian subsidiary to a decentralized operation and as a result, the Company anticipates one-time charges of up to approximately $6,000 in the second quarter of 2018. These charges are comprised primarily of the costs to vacate its existing leased premises, the write-down of certain fixed assets previously used in production, and severance costs. |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America ("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 March 31, 2018 and results of operations and cash flows for the interim periods ended March 31, 2018 and 2017 . The year-end consolidated balance sheet data was derived from the Company's audited financial statements but does not include all disclosures required by U.S. GAAP. These interim financial results are not necessarily indicative of the results to be expected for the year ending December 31, 2018 , 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 included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 . |
Consolidation | The accompanying consolidated financial statements reflect the operations of the Company and its subsidiaries. All intercompany accounts and transactions have been eliminated. |
Revenue Recognition | Revenue Recognition Effective January 1, 2018, the Company applies Accounting Standards Codification ("ASC") Topic 606, Revenue from Contracts with Customers ("ASC 606"). Under ASC 606, the Company recognizes revenue when its customer obtains control of the promised goods or services, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the promises and distinct performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligations. The Company's revenue recognition accounting policies for periods prior to January 1, 2018 can be found in the audited consolidated financial statements and related notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2017. Collaboration and licensing revenues The Company generates collaboration and licensing revenues through the execution of agreements with collaborators (known as exclusive channel collaborations, "ECC" or "ECCs") and licensing agreements whereby the collaborators or the licensee obtain exclusive access to the Company's proprietary technologies 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 agreements provide that the Company receives 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 applications 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 or licensing agreement. The agreement typically continues in perpetuity unless terminated and each of the Company's collaborators retain a right to terminate the agreement upon providing the Company written notice a certain period of time prior to such termination, generally 90 days . The Company's collaboration and licensing agreements typically contain multiple promises, including technology licenses, research and development services, and in certain cases manufacturing services. The Company determines whether each of the promises is a distinct performance obligation. As the nature of the promises in the Company's collaboration and licensing agreements are highly integrated and interrelated, the Company typically combines most of its promises into a single performance obligation. Because the Company is performing research and development services during early-stage development, the services are integral to the utilization of the technology license. Therefore, the Company has determined that the technology license and research and development services are typically inseparable from each other during the performance period of its collaboration and licensing agreements. Contingent manufacturing services that may be provided under certain of the Company's agreements are considered to be a separate future contract and not part of the current collaboration or licensing agreement. At contract inception, the Company determines the transaction price, including fixed consideration and any estimated amounts of variable consideration. The upfront payment received upon consummation of the agreement is fixed and nonrefundable. Variable consideration is subject to a constraint and amounts are included in the transaction price to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. Variable consideration may include reimbursements for costs incurred by the Company for research and development efforts, milestone payments upon the achievement of certain development, regulatory and commercial activities, and royalties on sales of products arising from the collaboration or licensing agreement. The Company determines the initial transaction price and excludes variable consideration that is otherwise constrained pursuant to the guidance in ASC 606. The transaction price is allocated to the performance obligations in the agreement based on the standalone selling price of each performance obligation. The Company typically groups the promises in its collaboration and licensing agreements into one performance obligation so the entire transaction price relates to this single performance obligation. The technology license included in the single performance obligation is considered a functional license. However, it is typically combined into a single performance obligation as the Company provides interrelated research and development services along with other obligations over an estimated period of performance. The Company utilizes judgment to determine the most appropriate method to measure its progress of performance under the agreement, primarily based on inputs necessary to fulfill the performance obligation. The Company evaluates its measure of progress to recognize revenue each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Payments received for cost reimbursements for research and development efforts are recognized as revenue as the services are performed. The reimbursements relate specifically to the Company's efforts to provide services and the reimbursements are consistent with what the Company would typically charge other collaborators for similar services. Milestone payments are evaluated at the inception of the agreement to determine whether the milestones are considered probable of being achieved. The Company typically determines that the milestones are not probable at inception of the agreement due to the uncertainty of when and if the milestone will be achieved. Royalties, including sales-based milestones, received under the agreements will be recognized as revenue when sales have occurred because the Company applies the sales- or usage-based royalties recognition exception provided for under ASC 606. The Company determined the application of this exception is appropriate because at the time the royalties are generated, the technology license granted in the agreement is the predominant item to which the royalties relate. As the Company receives upfront payments in its collaboration and licensing agreements, it evaluates whether any significant financing components exist in its collaboration and licensing agreements. Based on the nature of its collaboration and licensing agreements, there are no significant financing components as the purpose of the upfront payment is not to provide financing. The purpose is to provide the collaborator with assurance that the Company will complete its obligations under the contract or to secure the right to a specific product or service at the collaborator's discretion. In addition, the variable payments generally align with the timing of performance or the timing of the consideration varies on the basis of the occurrence or nonoccurrence of a future event that is not substantially within the control of the collaborator or the Company. From time to time, the Company and certain collaborators may cancel their agreements, relieving the Company of any further performance obligations under the agreement. When no further performance obligations are required of the Company under an agreement, the Company recognizes any remaining deferred revenue. Product and service revenues The Company generates product and service revenues primarily through sales of products and services which are created from technologies developed or owned by the Company. The Company's current offerings include sales of advanced reproductive technologies, including the Company's bovine embryo transfer and in vitro fertilization processes and from genetic preservation and sexed semen processes and applications of such processes to other livestock, as well as sales of livestock and embryos produced using these processes and used in production. As each promised product or service is distinct, the Company recognizes the transaction price as revenue when the customer takes ownership of the promised product or when the promised service is rendered. |
Equity Method Investments | Equity Method Investments The Company accounts for its investments in each of its joint ventures and for its investments in start-up entities backed by the Harvest Intrexon Enterprise Fund I, LP ("Harvest"), a related party, (Note 17 ) using the equity method of accounting based upon relative ownership interest. The Company's investments in these entities are included in investments in affiliates in the accompanying consolidated balance sheets. |
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 selling, general and administrative expenses. |
Segment Information | Segment Information While the Company generates revenues from multiple sources, including collaboration agreements, licensing, and products and services primarily associated with bovine reproduction, management is organized around a singular research and development focus to further the development of the Company's underlying synthetic biology technologies. Accordingly, the Company has determined that it operates in one segment. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP 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. |
Recently Issued and Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements The Company adopted ASC 606 for open contracts on January 1, 2018 using the modified retrospective approach. Under the previous revenue guidance, the Company recorded the upfront payment received from Ares Trading S.A. ("Ares Trading") net of the required payment made to another collaborator, ZIOPHARM Oncology, Inc. ("ZIOPHARM"), as deferred revenue and is recognizing the deferred revenue over the estimated recognition period (see Note 5 in the Company's Annual Report on Form 10-K for the year ended December 31, 2017 for additional discussion of these collaborations). Because the Company controls the performance obligation, ASC 606 requires gross presentation for these payments and would have resulted in the Company recording the full amount of the upfront payment received from Ares Trading as deferred revenue, recognizing the deferred revenue over the estimated recognition period, and immediately expensing the payment made to ZIOPHARM. As a result of this change under ASC 606, the Company recorded $40,789 of additional deferred revenue relating to the additional unrecognized portion of the upfront payment, which will be recognized over the remainder of the expected recognition period. Additionally, the Company reduced deferred revenue by $377 as a portion of the Company's previously deferred revenue related to a milestone payment received from ZIOPHARM pursuant to an ECC would have been recognized immediately under ASC 606. The milestone payment was received by the Company in form of ZIOPHARM's common stock and under previous guidance was valued on the date the milestone was achieved. Under the new guidance, the milestone would have been valued at contract inception with any difference in the value between contract inception and milestone achievement recorded as a gain or loss on the equity securities. As a result of these changes under ASC 606, the Company recognized a cumulative catch-up adjustment to increase deferred revenue and accumulated deficit in the net amount of $40,412 . In accordance with ASC 606, the disclosure of the impacted line items upon adoption of ASC 606 on the Company's consolidated statement of operations for the three months ended March 31, 2018 and consolidated balance sheet as of March 31, 2018 was as follows: Three Months Ended March 31, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Consolidated Statement of Operations Collaboration and licensing revenues $ 24,025 $ 22,444 $ 1,581 Net loss (43,232 ) (44,813 ) 1,581 Net loss attributable to Intrexon (41,988 ) (43,569 ) 1,581 March 31, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Consolidated Balance Sheet Liabilities Deferred revenue, current $ 48,646 $ 42,320 $ 6,326 Deferred revenue, net of current portion 214,744 182,239 32,505 Total Equity Accumulated deficit (930,220 ) (891,389 ) (38,831 ) In May 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-09, Compensation-Stock Compensation (Topic 718) – Scope of Modification Accounting ("ASU 2017-09") . The provisions of ASU 2017-09 provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. An entity should account for the effects of a modification unless (a) the fair value of the modified award is the same as the fair value of the original award, (b) the vesting conditions of the modified award are the same as the vesting conditions of the original award and (c) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The Company adopted this standard effective January 1, 2018, and will apply this guidance to future modifications. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) - Restricted Cash (A Consensus of the FASB Emerging Issues Task Force) ("ASU 2016-18"). The provisions of ASU 2016-18 require amounts generally described as restricted cash and restricted cash equivalents to be included with cash and cash equivalents when reconciling the total beginning and ending balances for the periods presented on the statement of cash flows. The Company adopted this standard effective January 1, 2018. In accordance with the provisions of ASU 2016-18, the "Cash, cash equivalents, and restricted cash" beginning period balance increased by $7,434 for the three months ended March 31, 2018 in the accompanying consolidated statement of cash flows for the three months ended March 31, 2018 , and the beginning and ending period balances increased by $6,987 in the accompanying consolidated statement of cash flows for the three months ended March 31, 2017 from what was previously reported in the Company's Quarterly Report on Form 10-Q for the period ended March 31, 2017 . In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740) - Intra-Entity Transfers of Assets Other Than Inventory ("ASU 2016-16"). The provisions of ASU 2016-16 remove the prohibition in ASC 740 against the immediate recognition of the current and deferred income tax effects of intra-entity transfers of assets other than inventory. The Company adopted this standard effective January 1, 2018, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). The provisions of ASU 2016-15 address eight specific cash flow issues and how those certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows , and other Topics. The Company adopted this standard effective January 1, 2018, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements. In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities ("ASU 2016-01"). The provisions of ASU 2016-01 make targeted improvements to enhance the reporting model for financial instruments to provide users of financial statements with more decision-useful information, including certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. In February 2018, the FASB issued ASU 2018-03, Technical Corrections and Improvements to Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities , to clarify certain aspects of the guidance issued in ASU 2016-01. The Company adopted this standard effective January 1, 2018, and the implementation of this standard did not have a material impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements In February 2018, the FASB issued ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income ("ASU 2018-02"). The provisions of ASU 2018-02 allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Act. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018, with early adoption permitted, and is effective for the Company for the year ending December 31, 2019. The amendments in ASU 2018-02 may be applied either in the period of adoption or retrospectively to each period (or periods) in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Act is recognized. The Company is currently evaluating the impact that the implementation of this standard will have on the Company's consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception ("ASU 2017-11"). The amendments in Part I of ASU 2017-11 change the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features. When determining whether certain financial instruments should be classified as liabilities or equity instruments, a down round feature no longer precludes equity classification when assessing whether the instrument is indexed to an entity's own stock. The amendments also clarify existing disclosure requirements for equity-classified instruments. As a result, a freestanding equity-linked financial instrument (or embedded conversion option) no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. For freestanding equity-classified financial instruments, the amendments require entities that present earnings per share ("EPS") in accordance with Topic 260 to recognize the effect of the down round feature when it is triggered. That effect is treated as a dividend and as a reduction of income available to common shareholders in basic EPS. Convertible instruments with embedded conversion options that have down round features are now subject to the specialized guidance for contingent beneficial conversion features (in Subtopic 470-20, Debt-Debt with Conversion and Other Options ), including related EPS guidance (in Topic 260). The amendments in Part II of ASU 2017-11 re-characterize the indefinite deferral of certain provisions of Topic 480 that now are presented as pending content in the FASB codification, to a scope exception. Those amendments do not have an accounting effect. The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018, with early adoption permitted, and is effective for the Company for the year ending December 31, 2019. The Company is currently evaluating the impact that the implementation of this standard will have on the Company's consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) ("ASU 2016-02"). The provisions of ASU 2016-02 set out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in a similar manner as under existing guidance for operating leases today. ASU 2016-02 supersedes the previous lease standard, Topic 840, Leases . The guidance is effective for annual periods and interim periods within those annual periods beginning after December 15, 2018, and is effective for the Company for the year ending December 31, 2019. The Company is currently evaluating its lease agreements to determine the impact that the implementation of this standard will have on the Company's consolidated financial statements as it relates to the classification of leases under the dual approach and the recognition of a right-of-use asset and a lease liability. |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Summarized Financial Information for the Equity Method Investments | Summarized financial data as of March 31, 2018 and December 31, 2017 and for the three months ended March 31, 2018 and 2017 , for the Company's equity method investments are shown in the following tables. March 31, December 31, Current assets $ 57,724 $ 61,086 Non-current assets 15,553 13,598 Total assets 73,277 74,684 Current liabilities 7,946 6,213 Net assets $ 65,331 $ 68,471 Three Months Ended 2018 2017 Revenues $ 67 $ 30 Operating expenses 8,610 13,343 Operating loss (8,543 ) (13,313 ) Other, net 14 5 Net loss $ (8,529 ) $ (13,308 ) |
Accounting Standards Update 2014-09 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles | In accordance with ASC 606, the disclosure of the impacted line items upon adoption of ASC 606 on the Company's consolidated statement of operations for the three months ended March 31, 2018 and consolidated balance sheet as of March 31, 2018 was as follows: Three Months Ended March 31, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Consolidated Statement of Operations Collaboration and licensing revenues $ 24,025 $ 22,444 $ 1,581 Net loss (43,232 ) (44,813 ) 1,581 Net loss attributable to Intrexon (41,988 ) (43,569 ) 1,581 March 31, 2018 As Reported Balances Without Adoption of ASC 606 Effect of Change Higher/(Lower) Consolidated Balance Sheet Liabilities Deferred revenue, current $ 48,646 $ 42,320 $ 6,326 Deferred revenue, net of current portion 214,744 182,239 32,505 Total Equity Accumulated deficit (930,220 ) (891,389 ) (38,831 ) |
Mergers and Acquisitions (Table
Mergers and Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Business Acquisition [Line Items] | |
Condensed Pro forma Financial Information | The following condensed pro forma financial information for the three months ended March 31, 2017 is presented as if the acquisition had been consummated on January 1, 2016: Three Months Ended 2017 Pro forma Revenues $ 53,861 Loss before income taxes (36,765 ) Net loss (36,232 ) Net loss attributable to the noncontrolling interests 978 Net loss attributable to Intrexon (35,254 ) |
GenVec, Inc. | |
Business Acquisition [Line Items] | |
Fair Value of Consideration Transferred | The fair value of the total consideration transferred was $17,582 . The acquisition date fair value of each class of consideration transferred is presented below: Common shares $ 15,616 Warrants 1,381 Contingent consideration 585 $ 17,582 |
Fair Value of Assets Acquired and Liabilities Assumed | The estimated fair value of assets acquired and liabilities assumed at the acquisition date is shown below: Cash and cash equivalents $ 2,054 Short term investments 542 Trade receivables 75 Other receivables 97 Prepaid expenses and other 227 Property and equipment 250 Intangible assets 14,000 Other noncurrent assets 58 Total assets acquired 17,303 Accounts payable 2,158 Accrued compensation and benefits 1,226 Other accrued expenses 856 Other long term liabilities 92 Deferred tax liabilities 239 Total liabilities assumed 4,571 Net assets acquired 12,732 Goodwill 4,850 Total consideration $ 17,582 |
Collaboration and Licensing R32
Collaboration and Licensing Revenue (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summarized Collaboration and Licensing Revenues | The following tables summarize the amounts recorded as revenue in the consolidated statements of operations for each significant counterparty to a collaboration or licensing agreement for the three months ended March 31, 2018 and 2017 . Three Months Ended 2018 2017 ZIOPHARM Oncology, Inc. $ 6,879 $ 10,985 Oragenics, Inc. 342 569 Fibrocell Science, Inc. 835 1,739 Genopaver, LLC 1,288 1,680 S & I Ophthalmic, LLC — 303 OvaXon, LLC — 824 Intrexon Energy Partners, LLC 1,252 5,086 Persea Bio, LLC 252 289 Ares Trading S.A. 3,368 3,315 Intrexon Energy Partners II, LLC 615 1,149 Intrexon T1D Partners, LLC 1,468 1,132 Harvest start-up entities (1) 3,354 3,363 Other 4,372 2,631 Total $ 24,025 $ 33,065 (1) For the three months ended March 31, 2018 and 2017 , revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc. |
Summary of Deferred Revenue | Deferred revenue consists of the following: March 31, December 31, Collaboration and licensing agreements $ 258,174 $ 231,583 Prepaid product and service revenues 5,138 4,681 Other 78 133 Total $ 263,390 $ 236,397 Current portion of deferred revenue $ 48,646 $ 42,870 Long-term portion of deferred revenue 214,744 193,527 Total $ 263,390 $ 236,397 |
Summary of Deferred Revenue by Collaborator | The following table summarizes the remaining balance of deferred revenue associated with upfront and milestone payments for each significant collaboration and licensing agreement as of March 31, 2018 and December 31, 2017 , including the estimated remaining performance period as of March 31, 2018 . Average Remaining Performance Period (Years) March 31, December 31, ZIOPHARM Oncology, Inc. 5.8 $ 86,365 $ 90,496 Oragenics, Inc. 6.2 6,456 6,719 Fibrocell Science, Inc. 6.6 16,002 16,607 Genopaver, LLC 6.0 1,635 1,704 Intrexon Energy Partners, LLC 6.0 15,000 15,625 Persea Bio, LLC 6.8 3,375 3,500 Ares Trading S.A. 6.1 78,384 40,789 Intrexon Energy Partners II, LLC 6.7 13,333 13,833 Intrexon T1D Partners, LLC 7.0 8,334 8,435 Harvest start-up entities (1) 7.1 17,918 18,400 Other 3.7 10,494 14,423 Total $ 257,296 $ 230,531 (1) As of March 31, 2018 and December 31, 2017 , the balance of deferred revenue for collaborations with Harvest start-up entities includes Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc. |
Short-term Investments (Tables)
Short-term Investments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Amortized Cost, Gross Unrealized Gains and Losses, and Fair Value of Short-term Investments | The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of March 31, 2018 : Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Aggregate Fair Value Certificates of deposit $ 275 $ — $ — $ 275 The following table summarizes the amortized cost, gross unrealized gains and losses, and fair value of available-for-sale investments as of December 31, 2017 : Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Aggregate Fair Value U.S. government debt securities $ 6,000 $ — $ (2 ) $ 5,998 Certificates of deposit 275 — — 275 Total $ 6,275 $ — $ (2 ) $ 6,273 |
Investments in Preferred Stock
Investments in Preferred Stock (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Investment in Preferred Stock [Abstract] | |
Schedule of Changes in Level 3 Investments | The following table summarizes the changes in the Level 3 investments in preferred stock during the three months ended March 31, 2018 . Three Months Ended Beginning balance $ 161,225 Dividend income from investments in preferred stock 4,883 Net unrealized depreciation in the fair value of the investments in preferred stock (39 ) Ending balance $ 166,069 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 : Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) March 31, Assets Equity securities 9,622 4,421 — 14,043 Preferred stock — — 166,069 166,069 Other — 769 — 769 Total $ 9,622 $ 5,190 $ 166,069 $ 180,881 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, 2017 : Quoted Prices in Active Markets Significant Other Observable Inputs Significant Unobservable Inputs December 31, Assets U.S. government debt securities $ — $ 5,998 $ — $ 5,998 Equity securities 10,537 4,563 — 15,100 Preferred stock — — 161,225 161,225 Other — 850 — 850 Total $ 10,537 $ 11,411 $ 161,225 $ 183,173 |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consists of the following: March 31, December 31, Supplies, embryos and other production materials $ 3,386 $ 2,673 Work in process 4,422 4,767 Livestock 10,991 11,040 Feed 1,472 2,013 Total inventory $ 20,271 $ 20,493 |
Property, Plant and Equipment37
Property, Plant and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment consist of the following: March 31, December 31, Land and land improvements $ 11,815 $ 11,767 Buildings and building improvements 18,160 18,183 Furniture and fixtures 2,516 2,515 Equipment 69,568 65,863 Leasehold improvements 27,811 25,277 Breeding stock 4,204 3,832 Computer hardware and software 10,442 10,128 Trees 7,996 6,642 Construction and other assets in progress 15,819 14,113 168,331 158,320 Less: Accumulated depreciation and amortization (49,087 ) (45,646 ) Property, plant and equipment, net $ 119,244 $ 112,674 |
Goodwill and Intangible Asset38
Goodwill and Intangible Assets, Net (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the three months ended March 31, 2018 are as follows: Balance at December 31, 2017 $ 153,289 Foreign currency translation adjustments 1,459 Balance at March 31, 2018 $ 154,748 |
Schedule of Intangible Assets | Intangible assets consist of the following as of March 31, 2018 : Gross Carrying Amount Accumulated Amortization Net Patents, developed technologies and know-how $ 266,579 $ (48,586 ) $ 217,993 Customer relationships 10,700 (6,733 ) 3,967 Trademarks 6,800 (2,760 ) 4,040 In-process research and development 5,883 — 5,883 Total $ 289,962 $ (58,079 ) $ 231,883 Intangible assets consist of the following as of December 31, 2017 : Gross Carrying Amount Accumulated Amortization Net Patents, developed technologies and know-how $ 263,615 $ (44,954 ) $ 218,661 Customer relationships 10,700 (6,383 ) 4,317 Trademarks 6,800 (2,567 ) 4,233 In-process research and development 5,666 — 5,666 Total $ 286,781 $ (53,904 ) $ 232,877 |
Lines of Credit and Long Term39
Lines of Credit and Long Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Long Term Debt Instruments | Long term debt consists of the following: March 31, December 31, Notes payable $ 4,896 $ 5,010 Royalty-based financing 2,108 2,132 Other 922 895 Long term debt 7,926 8,037 Less current portion 501 502 Long term debt, less current portion $ 7,425 $ 7,535 |
Schedule of Future Maturities of Long Term Debt | Future maturities of long term debt are as follows: 2018 $ 398 2019 411 2020 382 2021 830 2022 373 2023 386 Thereafter 3,038 Total $ 5,818 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss are as follows: March 31, December 31, Unrealized loss on investments $ — $ (2 ) Loss on foreign currency translation adjustments (9,587 ) (15,552 ) Total accumulated other comprehensive loss $ (9,587 ) $ (15,554 ) |
Share-Based Payments (Tables)
Share-Based Payments (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Stock-Based Compensation Costs | Stock-based compensation costs included in the consolidated statements of operations are presented below: Three Months Ended 2018 2017 Cost of products $ 25 $ 26 Cost of services 77 78 Research and development 3,258 2,193 Selling, general and administrative 8,002 5,597 Total $ 11,362 $ 7,894 |
Schedule of Stock Option Activity | Stock option activity was as follows: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Balances at December 31, 2017 11,382,747 $ 28.99 7.32 Granted 656,339 14.84 Exercised (21,722 ) (3.40 ) Forfeited (186,811 ) (26.37 ) Expired (284,119 ) (27.67 ) Balances at March 31, 2018 11,546,434 28.31 7.25 Exercisable at March 31, 2018 6,533,996 29.29 6.38 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Minimum Lease Payments Under Noncancelable Operating Leases | At March 31, 2018 , future minimum lease payments under operating leases having initial or remaining noncancelable lease terms in excess of one year are as follows: 2018 $ 6,096 2019 9,441 2020 9,506 2021 8,601 2022 7,595 2023 6,558 Thereafter 23,923 Total $ 71,720 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss per Share | The following table presents the computation of basic and diluted net loss per share: Three Months Ended 2018 2017 Historical net loss per share: Numerator: Net loss attributable to Intrexon $ (41,988 ) $ (31,399 ) Denominator: Weighted average shares outstanding, basic and diluted 127,693,336 118,956,780 Net loss attributable to Intrexon per share, basic and diluted $ (0.33 ) $ (0.26 ) |
Schedule of Antidilutive Securities Excluded from Computation of Net Loss per Share | The following potentially dilutive securities as of March 31, 2018 and 2017 , have been excluded from the above computations of diluted weighted average shares outstanding for the three months then ended as they would have been anti-dilutive: March 31, 2018 2017 Options 11,546,434 12,632,507 Restricted stock units 1,052,182 — Warrants 133,264 — Total 12,731,880 12,632,507 |
Organization (Details)
Organization (Details) - USD ($) $ in Thousands | 1 Months Ended | ||
Jan. 31, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | |
Noncontrolling Interest [Line Items] | |||
Net proceeds from public financing | $ 82,374 | ||
AquaBounty Technologies, Inc. | |||
Noncontrolling Interest [Line Items] | |||
Net proceeds from public financing | 10,616 | ||
Purchase of additional equity of majority-owned subsidiary | $ 5,000 | ||
Parent ownership interest | 53.00% | 58.00% |
Summary of Significant Accoun45
Summary of Significant Accounting Policies - Revenue Recognition - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2018 | |
Products and Services Revenues | |
Disaggregation of Revenue [Line Items] | |
Typical payment terms | 30 days |
Collaboration and licensing agreements | |
Disaggregation of Revenue [Line Items] | |
Typical required notice period for voluntary termination of collaboration agreement | 90 days |
Summary of Significant Accoun46
Summary of Significant Accounting Policies - Equity Method Investments - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | |||
Fair value of financial assets measured at fair value on a recurring basis | $ 180,881 | $ 183,173 | |
Oragenics, Inc. | |||
Schedule of Equity Method Investments [Line Items] | |||
Company's ownership percentage | 27.90% | 29.40% | |
Equity securities | |||
Schedule of Equity Method Investments [Line Items] | |||
Fair value of financial assets measured at fair value on a recurring basis | $ 14,043 | $ 15,100 | |
Equity securities | Oragenics, Inc. | |||
Schedule of Equity Method Investments [Line Items] | |||
Fair value of financial assets measured at fair value on a recurring basis | 2,334 | $ 3,085 | |
Unrealized depreciation in fair value of equity securities | $ (751) | $ (1,341) |
Summary of Significant Accoun47
Summary of Significant Accounting Policies - Summarized Unaudited Financial Information for the Equity Method Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | |||
Operating expenses | $ 92,317 | $ 85,128 | |
Operating loss | (48,474) | (31,381) | |
Other, net | 3,616 | 3,418 | |
Equity Method Investments | |||
Schedule of Equity Method Investments [Line Items] | |||
Current assets | 57,724 | $ 61,086 | |
Non-current assets | 15,553 | 13,598 | |
Total assets | 73,277 | 74,684 | |
Current liabilities | 7,946 | 6,213 | |
Net assets | 65,331 | $ 68,471 | |
Revenues | 67 | 30 | |
Operating expenses | 8,610 | 13,343 | |
Operating loss | (8,543) | (13,313) | |
Other, net | 14 | 5 | |
Net loss | $ (8,529) | $ (13,308) |
Summary of Significant Accoun48
Summary of Significant Accounting Policies - Variable Interest Entities - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | ||
Maximum risk of loss related to the identified VIEs | $ 191,731 | $ 185,261 |
Summary of Significant Accoun49
Summary of Significant Accounting Policies - Segment Information - Additional Information (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)segment | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of segments | segment | 1 | ||
Property, plant and equipment, net | $ 119,244 | $ 112,674 | |
Revenues | 43,843 | $ 53,747 | |
Foreign Countries | |||
Segment Reporting Information [Line Items] | |||
Property, plant and equipment, net | 23,019 | $ 21,837 | |
Revenues | $ 4,431 | $ 3,714 |
Summary of Significant Accoun50
Summary of Significant Accounting Policies - Recently Issued and Adopted Accounting Pronouncements (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2018 | Mar. 31, 2017 | Jan. 01, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Collaboration and licensing revenues | $ 24,025 | $ 33,065 | |||
Net loss | (43,232) | (32,377) | |||
Net loss attributable to Intrexon | (41,988) | (31,399) | |||
Current portion of deferred revenue | 48,646 | $ 42,870 | |||
Long-term portion of deferred revenue | 214,744 | 193,527 | |||
Accumulated deficit | (930,220) | (847,820) | |||
Cash, cash equivalents, and restricted cash | 127,377 | 76,839 | 75,545 | $ 69,594 | |
Accounting Standards Update 2014-09 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ 40,412 | ||||
Ares Trading S.A. | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Collaboration and licensing revenues | 3,368 | 3,315 | |||
Ares Trading S.A. | Accounting Standards Update 2014-09 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | 40,789 | ||||
ZIOPHARM Oncology, Inc. | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Collaboration and licensing revenues | 6,879 | 10,985 | |||
ZIOPHARM Oncology, Inc. | Accounting Standards Update 2014-09 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cumulative Effect of New Accounting Principle in Period of Adoption | $ (377) | ||||
Calculated under Revenue Guidance in Effect before Topic 606 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Collaboration and licensing revenues | 22,444 | ||||
Net loss | (44,813) | ||||
Net loss attributable to Intrexon | (43,569) | ||||
Current portion of deferred revenue | 42,320 | ||||
Long-term portion of deferred revenue | 182,239 | ||||
Accumulated deficit | (891,389) | ||||
Difference between Revenue Guidance in Effect before and after Topic 606 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Collaboration and licensing revenues | 1,581 | ||||
Net loss | 1,581 | ||||
Net loss attributable to Intrexon | 1,581 | ||||
Current portion of deferred revenue | 6,326 | ||||
Long-term portion of deferred revenue | 32,505 | ||||
Accumulated deficit | $ (38,831) | ||||
Accounting Standards Update 2016-18 | |||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||
Cash, cash equivalents, and restricted cash | $ 6,987 | $ 7,434 | $ 6,987 |
Mergers and Acquisitions - GenV
Mergers and Acquisitions - GenVec - Additional Information (Details) - GenVec, Inc. - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended |
Jun. 30, 2017 | Mar. 31, 2017 | |
Business Acquisition [Line Items] | ||
Percentage of outstanding common stock acquired | 100.00% | |
Business combination, consideration paid, shares issued | 684,240 | |
Percent of collaboration payments | 50.00% | |
Period subsequent to acquisition during which a portion of collaboration payments received will be paid to former stockholders of acquired entity | 3 years | |
Expected useful life of intangible asset | 11 years | |
Selling, general and administrative | ||
Business Acquisition [Line Items] | ||
Business combination, acquisition related costs | $ 238 |
Mergers and Acquisitions - Ge52
Mergers and Acquisitions - GenVec - Fair Value of Consideration Transferred (Details) - GenVec, Inc. $ in Thousands | 1 Months Ended |
Jun. 30, 2017USD ($) | |
Business Acquisition [Line Items] | |
Common shares | $ 15,616 |
Warrants | 1,381 |
Contingent consideration | 585 |
Total consideration transferred | $ 17,582 |
Mergers and Acquisitions - Ge53
Mergers and Acquisitions - GenVec - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2017 |
Business Acquisition [Line Items] | |||
Goodwill | $ 154,748 | $ 153,289 | |
GenVec, Inc. | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 2,054 | ||
Short term investments | 542 | ||
Trade receivables | 75 | ||
Other receivables | 97 | ||
Prepaid expenses and other | 227 | ||
Property and equipment | 250 | ||
Intangible assets | 14,000 | ||
Other noncurrent assets | 58 | ||
Total assets acquired | 17,303 | ||
Accounts payable | 2,158 | ||
Accrued compensation and benefits | 1,226 | ||
Other accrued expenses | 856 | ||
Other long term liabilities | 92 | ||
Deferred tax liabilities | 239 | ||
Total liabilities assumed | 4,571 | ||
Net assets acquired | 12,732 | ||
Goodwill | 4,850 | ||
Total consideration | $ 17,582 |
Mergers and Acquisitions - Cond
Mergers and Acquisitions - Condensed Pro forma Financial Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Business Combinations [Abstract] | |
Revenues | $ 53,861 |
Loss before income taxes | (36,765) |
Net loss | (36,232) |
Net loss attributable to the noncontrolling interests | 978 |
Net loss attributable to Intrexon | $ (35,254) |
Investments in Joint Ventures -
Investments in Joint Ventures - S & I Ophthalmic - Additional Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Jan. 31, 2018USD ($) | Oct. 31, 2013USD ($) | Mar. 31, 2018USD ($)board_seat | Mar. 31, 2017USD ($) | Dec. 31, 2015USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||||
Return of investment upon dissolution of affiliate | $ 2,598 | $ 0 | |||
S & I Ophthalmic, LLC | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Capital contributions | $ 5,000 | $ 5,000 | |||
Membership interest | 50.00% | ||||
Total number of seats on the joint venture's governing board | board_seat | 4 | ||||
Total number of seats on the joint venture's governing board, internally selected | board_seat | 2 | ||||
Total number of seats on the joint venture's governing board, externally selected | board_seat | 2 | ||||
Return of investment upon dissolution of affiliate | $ 2,598 | ||||
S & I Ophthalmic, LLC | Investors | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Capital contributions | $ 5,000 | $ 5,000 | |||
Membership interest | 50.00% |
Investments in Joint Ventures56
Investments in Joint Ventures - OvaXon - Additional Information (Details) $ in Thousands | 1 Months Ended | 50 Months Ended | |
Jan. 31, 2014USD ($) | Mar. 31, 2018USD ($)board_seat | Dec. 31, 2017USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||
Investment | $ 21,406 | $ 18,870 | |
OvaXon, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Capital contributions | $ 1,500 | $ 4,350 | |
Membership interest | 50.00% | ||
Total number of seats on the joint venture's governing board | board_seat | 4 | ||
Total number of seats on the joint venture's governing board, internally selected | board_seat | 2 | ||
Total number of seats on the joint venture's governing board, externally selected | board_seat | 2 | ||
OvaXon, LLC | Investments In Affiliates | |||
Schedule of Equity Method Investments [Line Items] | |||
Investment | $ 146 | $ 146 | |
Investors | OvaXon, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Capital contributions | $ 1,500 | $ 4,350 | |
Membership interest | 50.00% |
Investments in Joint Ventures57
Investments in Joint Ventures - Intrexon Energy Partners - Additional Information (Details) | 1 Months Ended | ||
Mar. 31, 2014USD ($) | Mar. 31, 2018USD ($)board_seat | Dec. 31, 2017USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||
Investment | $ 21,406,000 | $ 18,870,000 | |
Intrexon Energy Partners, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Membership interest | 50.00% | ||
Maximum additional capital contribution committed | $ 25,000,000 | ||
Additional capital contributions committed, remaining commitment | $ 6,011,000 | ||
Total number of seats on the joint venture's governing board | board_seat | 5 | ||
Total number of seats on the joint venture's governing board, internally selected | board_seat | 2 | ||
Total number of seats on the joint venture's governing board, externally selected | board_seat | 3 | ||
Intrexon Energy Partners, LLC | Other Accrued Liabilities | |||
Schedule of Equity Method Investments [Line Items] | |||
Investment | $ (806,000) | $ (444,000) | |
Intrexon Energy Partners, LLC | Investors | |||
Schedule of Equity Method Investments [Line Items] | |||
Membership interest | 50.00% | ||
Capital contributions | $ 25,000,000 | ||
Maximum additional capital contribution committed | 25,000,000 | ||
Upfront and Milestone Payments | Intrexon Energy Partners, LLC | Upfront | |||
Schedule of Equity Method Investments [Line Items] | |||
Collaborative arrangement consideration received, value | $ 25,000,000 |
Investments in Joint Ventures58
Investments in Joint Ventures - Intrexon Energy Partners II - Additional Information (Details) | 1 Months Ended | ||
Dec. 31, 2015USD ($) | Mar. 31, 2018USD ($)board_seat | Dec. 31, 2017USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||
Investment | $ 21,406,000 | $ 18,870,000 | |
Intrexon Energy Partners II, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Membership interest | 50.00% | ||
Maximum additional capital contribution committed | $ 10,000,000 | ||
Total number of seats on the joint venture's governing board | board_seat | 5 | ||
Total number of seats on the joint venture's governing board, internally selected | board_seat | 1 | ||
Total number of seats on the joint venture's governing board, externally selected | board_seat | 4 | ||
Intrexon Energy Partners II, LLC | Investments In Affiliates | |||
Schedule of Equity Method Investments [Line Items] | |||
Investment | $ 515,000 | $ 572,000 | |
Intrexon Energy Partners II, LLC | Investors | |||
Schedule of Equity Method Investments [Line Items] | |||
Membership interest | 50.00% | ||
Capital contributions | $ 18,000,000 | ||
Maximum additional capital contribution committed | 10,000,000 | ||
Intrexon Energy Partners II, LLC | All Investors | |||
Schedule of Equity Method Investments [Line Items] | |||
Capital contributions | 4,000,000 | ||
Intrexon Energy Partners II, LLC | Upfront and Milestone Payments | Upfront | |||
Schedule of Equity Method Investments [Line Items] | |||
Collaborative arrangement consideration received, value | $ 18,000,000 |
Investments in Joint Ventures59
Investments in Joint Ventures - EnviroFlight - Additional Information (Details) - USD ($) $ in Thousands | 25 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Schedule of Equity Method Investments [Line Items] | ||
Investment | $ 21,406 | $ 18,870 |
EnviroFlight, LLC | ||
Schedule of Equity Method Investments [Line Items] | ||
Capital contributions | 8,250 | |
EnviroFlight, LLC | Investments In Affiliates | ||
Schedule of Equity Method Investments [Line Items] | ||
Investment | 10,072 | $ 7,092 |
EnviroFlight, LLC | Investors | ||
Schedule of Equity Method Investments [Line Items] | ||
Capital contributions | $ 8,250 |
Investments in Joint Ventures60
Investments in Joint Ventures - Intrexon T1D Partners - Additional Information (Details) | 1 Months Ended | ||
Mar. 31, 2016USD ($) | Mar. 31, 2018USD ($)board_seat | Dec. 31, 2017USD ($) | |
Schedule of Equity Method Investments [Line Items] | |||
Investment | $ 21,406,000 | $ 18,870,000 | |
Intrexon T1D Partners, LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Membership interest | 50.00% | ||
Maximum additional capital contribution committed | $ 5,000,000 | ||
Additional capital contributions committed, remaining commitment | $ 1,250,000 | ||
Total number of seats on the joint venture's governing board | board_seat | 5 | ||
Total number of seats on the joint venture's governing board, internally selected | board_seat | 2 | ||
Total number of seats on the joint venture's governing board, externally selected | board_seat | 3 | ||
Intrexon T1D Partners, LLC | Investors | |||
Schedule of Equity Method Investments [Line Items] | |||
Membership interest | 50.00% | ||
Capital contributions | $ 10,000,000 | ||
Maximum additional capital contribution committed | 5,000,000 | ||
Intrexon T1D Partners, LLC | Upfront | Upfront and Milestone Payments | |||
Schedule of Equity Method Investments [Line Items] | |||
Collaborative arrangement consideration received, value | $ 10,000,000 | ||
Intrexon T1D Partners, LLC | Other Accrued Liabilities | |||
Schedule of Equity Method Investments [Line Items] | |||
Investment | $ (67,000) | $ (943,000) |
Collaboration and Licensing R61
Collaboration and Licensing Revenue - Summarized Collaboration and Licensing Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | $ 24,025 | $ 33,065 | |
ZIOPHARM Oncology, Inc. | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 6,879 | 10,985 | |
Oragenics, Inc. | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 342 | 569 | |
Fibrocell Science, Inc. | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 835 | 1,739 | |
Genopaver, LLC | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 1,288 | 1,680 | |
S & I Ophthalmic, LLC | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 0 | 303 | |
OvaXon, LLC | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 0 | 824 | |
Intrexon Energy Partners, LLC | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 1,252 | 5,086 | |
Persea Bio, LLC | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 252 | 289 | |
Ares Trading S.A. | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 3,368 | 3,315 | |
Intrexon Energy Partners II, LLC | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 615 | 1,149 | |
Intrexon T1D Partners, LLC | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | 1,468 | 1,132 | |
Harvest start-up entities | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | [1] | 3,354 | 3,363 |
Other | |||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||
Collaboration and licensing revenues | $ 4,372 | $ 2,631 | |
[1] | For the three months ended March 31, 2018 and 2017, revenue recognized from collaborations with Harvest start-up entities include Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc. |
Collaboration and Licensing R62
Collaboration and Licensing Revenue - Summary of Deferred Revenue (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Deferred Revenue Arrangement [Line Items] | ||
Current portion of deferred revenue | $ 48,646 | $ 42,870 |
Long-term portion of deferred revenue | 214,744 | 193,527 |
Deferred revenue | 263,390 | 236,397 |
Collaboration and licensing agreements | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | 258,174 | 231,583 |
Prepaid product and service revenues | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | 5,138 | 4,681 |
Other | ||
Deferred Revenue Arrangement [Line Items] | ||
Deferred revenue | $ 78 | $ 133 |
Collaboration and Licensing R63
Collaboration and Licensing Revenue - Summary of Deferred Revenue by Collaborator (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Dec. 31, 2017 | ||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | $ 263,390 | $ 236,397 | |
ZIOPHARM Oncology, Inc. | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 5 years 9 months 18 days | ||
Oragenics, Inc. | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 6 years 2 months 12 days | ||
Fibrocell Science, Inc. | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 6 years 7 months 6 days | ||
Genopaver, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 6 years | ||
Intrexon Energy Partners, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 6 years | ||
Persea Bio, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 6 years 9 months 18 days | ||
Ares Trading S.A. | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 6 years 1 month 6 days | ||
Intrexon Energy Partners II, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 6 years 8 months 12 days | ||
Intrexon T1D Partners, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 7 years | ||
Harvest start-up entities | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | [1] | 7 years 1 month 6 days | |
Other | |||
Deferred Revenue Arrangement [Line Items] | |||
Average remaining performance period (in years) | 3 years 8 months 12 days | ||
Upfront and Milestone Payments | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | $ 257,296 | 230,531 | |
Upfront and Milestone Payments | ZIOPHARM Oncology, Inc. | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 86,365 | 90,496 | |
Upfront and Milestone Payments | Oragenics, Inc. | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 6,456 | 6,719 | |
Upfront and Milestone Payments | Fibrocell Science, Inc. | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 16,002 | 16,607 | |
Upfront and Milestone Payments | Genopaver, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 1,635 | 1,704 | |
Upfront and Milestone Payments | Intrexon Energy Partners, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 15,000 | 15,625 | |
Upfront and Milestone Payments | Persea Bio, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 3,375 | 3,500 | |
Upfront and Milestone Payments | Ares Trading S.A. | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 78,384 | 40,789 | |
Upfront and Milestone Payments | Intrexon Energy Partners II, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 13,333 | 13,833 | |
Upfront and Milestone Payments | Intrexon T1D Partners, LLC | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | 8,334 | 8,435 | |
Upfront and Milestone Payments | Harvest start-up entities | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | [1] | 17,918 | 18,400 |
Upfront and Milestone Payments | Other | |||
Deferred Revenue Arrangement [Line Items] | |||
Deferred revenue | $ 10,494 | $ 14,423 | |
[1] | As of March 31, 2018 and December 31, 2017, the balance of deferred revenue for collaborations with Harvest start-up entities includes Thrive Agrobiotics, Inc.; Exotech Bio, Inc.; Relieve Genetics, Inc.; AD Skincare, Inc.; Genten Therapeutics, Inc.; and CRS Bio, Inc. |
Short-term Investments - Summar
Short-term Investments - Summary of Amortized Cost, Gross Unrealized Gains and Losses, and Fair Value of Short-term Investments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 6,275 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | $ 0 | (2) |
Aggregate Fair Value | 6,273 | |
U.S. government debt securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 6,000 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (2) | |
Aggregate Fair Value | 5,998 | |
Certificates of deposit | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 275 | 275 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Aggregate Fair Value | $ 275 | $ 275 |
Investments in Preferred Stoc65
Investments in Preferred Stock - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||||
Nov. 30, 2017 | Mar. 31, 2017 | Jun. 30, 2016 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Schedule of Investments [Line Items] | ||||||
Fair value of financial assets measured at fair value on a recurring basis | $ 180,881 | $ 183,173 | ||||
Noncash Dividend Income | 4,883 | $ 3,926 | ||||
Purchases of preferred stock and warrants | 0 | $ 1,161 | ||||
Preferred stock | ||||||
Schedule of Investments [Line Items] | ||||||
Fair value of financial assets measured at fair value on a recurring basis | $ 166,069 | 161,225 | ||||
Fibrocell Science, Inc. | ||||||
Schedule of Investments [Line Items] | ||||||
Convertible preferred shares issued (in shares) | 1,161 | 1,161 | ||||
Number of common shares into which warrants are convertible (in shares) | 498,843 | |||||
Convertible preferred shares, dividend rate | 4.00% | |||||
ZIOPHARM Oncology, Inc. | ||||||
Schedule of Investments [Line Items] | ||||||
Preferred shares, stated value (in usd per share) | $ 1,200 | |||||
Threshold consecutive trading days, conversion of shares | 20 days | |||||
Preferred shares, dividend rate (in usd per share) | $ 12 | |||||
Preferred shares, dividend rate, for unconverted shares after conversion event (in usd per share) | 24 | |||||
ZIOPHARM Oncology, Inc. | Minimum | ||||||
Schedule of Investments [Line Items] | ||||||
Preferred shares, conversion calculation, divisor (in usd per share) | $ 1 | |||||
Other Contractual Payments | Upfront and Milestone Payments | ZIOPHARM Oncology, Inc. | ||||||
Schedule of Investments [Line Items] | ||||||
Collaborative arrangement consideration received, number of preferred shares (in shares) | 100,000 | |||||
Oragenics, Inc. | Preferred stock | ||||||
Schedule of Investments [Line Items] | ||||||
Fair value of financial assets measured at fair value on a recurring basis | $ 0 | 0 | ||||
Receivables converted to preferred stock | $ 3,385 | |||||
Preferred shares, initial dividend rate | 12.00% | |||||
Preferred shares, subsequent dividend rate | 20.00% | |||||
ZIOPHARM Oncology, Inc. | ||||||
Schedule of Investments [Line Items] | ||||||
Dividend income, number of preferred shares received (in shares) | 3,624 | 3,216 | ||||
Noncash Dividend Income | $ 4,871 | $ 3,923 | ||||
ZIOPHARM Oncology, Inc. | Preferred stock | ||||||
Schedule of Investments [Line Items] | ||||||
Fair value of financial assets measured at fair value on a recurring basis | 165,703 | 160,832 | ||||
Fibrocell Science, Inc. | ||||||
Schedule of Investments [Line Items] | ||||||
Purchases of preferred stock and warrants | $ 1,161 | |||||
Fibrocell Science, Inc. | Preferred stock | ||||||
Schedule of Investments [Line Items] | ||||||
Fair value of financial assets measured at fair value on a recurring basis | $ 366 | $ 393 |
Investments in Preferred Stoc66
Investments in Preferred Stock - Schedule of Changes in Level 3 Investments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Purchase of preferred stock | $ 0 | $ 1,161 |
Dividend income from investments in preferred stock | 4,883 | $ 3,926 |
Significant Unobservable Inputs (Level 3) | ||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Beginning balance | 161,225 | |
Dividend income from investments in preferred stock | 4,883 | |
Net unrealized depreciation in the fair value of the investments in preferred stock | (39) | |
Ending balance | $ 166,069 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Placement in the Fair Value Hierarchy of Financial Assets that are Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | $ 180,881 | $ 183,173 |
U.S. government debt securities | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 5,998 | |
Equity securities | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 14,043 | 15,100 |
Preferred stock | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 166,069 | 161,225 |
Other | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 769 | 850 |
Quoted Prices in Active Markets (Level 1) | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 9,622 | 10,537 |
Quoted Prices in Active Markets (Level 1) | U.S. government debt securities | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 0 | |
Quoted Prices in Active Markets (Level 1) | Equity securities | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 9,622 | 10,537 |
Quoted Prices in Active Markets (Level 1) | Preferred stock | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 0 | 0 |
Quoted Prices in Active Markets (Level 1) | Other | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 5,190 | 11,411 |
Significant Other Observable Inputs (Level 2) | U.S. government debt securities | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 5,998 | |
Significant Other Observable Inputs (Level 2) | Equity securities | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 4,421 | 4,563 |
Significant Other Observable Inputs (Level 2) | Preferred stock | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Other | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 769 | 850 |
Significant Unobservable Inputs (Level 3) | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 166,069 | 161,225 |
Significant Unobservable Inputs (Level 3) | U.S. government debt securities | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 0 | |
Significant Unobservable Inputs (Level 3) | Equity securities | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Preferred stock | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | 166,069 | 161,225 |
Significant Unobservable Inputs (Level 3) | Other | ||
Assets | ||
Fair value of financial assets measured at fair value on a recurring basis | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - Significant Unobservable Inputs (Level 3) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of financial liabilities measured at fair value on a recurring basis | $ 585,000 | $ 585,000 |
Changes in fair value of Level 3 liabilities | $ 0 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Inventory [Line Items] | ||
Inventory | $ 20,271 | $ 20,493 |
Supplies, embryos and other production materials | ||
Inventory [Line Items] | ||
Inventory | 3,386 | 2,673 |
Work in process | ||
Inventory [Line Items] | ||
Inventory | 4,422 | 4,767 |
Livestock | ||
Inventory [Line Items] | ||
Inventory | 10,991 | 11,040 |
Feed | ||
Inventory [Line Items] | ||
Inventory | $ 1,472 | $ 2,013 |
Property, Plant and Equipment70
Property, Plant and Equipment, Net - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Abstract] | ||
Land and land improvements | $ 11,815 | $ 11,767 |
Buildings and building improvements | 18,160 | 18,183 |
Furniture and fixtures | 2,516 | 2,515 |
Equipment | 69,568 | 65,863 |
Leasehold improvements | 27,811 | 25,277 |
Breeding stock | 4,204 | 3,832 |
Computer hardware and software | 10,442 | 10,128 |
Trees | 7,996 | 6,642 |
Construction and other assets in progress | 15,819 | 14,113 |
Property, plant and equipment, gross | 168,331 | 158,320 |
Less: Accumulated depreciation and amortization | (49,087) | (45,646) |
Property, plant and equipment, net | $ 119,244 | $ 112,674 |
Property, Plant and Equipment71
Property, Plant and Equipment, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 3,456 | $ 2,782 |
Goodwill and Intangible Asset72
Goodwill and Intangible Assets, Net - Schedule of Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Goodwill | |
Beginning balance | $ 153,289 |
Foreign currency translation adjustments | 1,459 |
Ending balance | $ 154,748 |
Goodwill and Intangible Asset73
Goodwill and Intangible Assets, Net - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill accumulated impairment losses | $ (13,823) | $ (13,823) | |
Amortization expense | $ 4,926 | $ 4,618 |
Goodwill and Intangible Asset74
Goodwill and Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 289,962 | $ 286,781 |
Accumulated Amortization | (58,079) | (53,904) |
Net | 231,883 | 232,877 |
Patents, developed technologies and know-how | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 266,579 | 263,615 |
Accumulated Amortization | (48,586) | (44,954) |
Net | 217,993 | 218,661 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 10,700 | 10,700 |
Accumulated Amortization | (6,733) | (6,383) |
Net | 3,967 | 4,317 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 6,800 | 6,800 |
Accumulated Amortization | (2,760) | (2,567) |
Net | 4,040 | 4,233 |
In-process research and development | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 5,883 | 5,666 |
Accumulated Amortization | 0 | 0 |
Net | $ 5,883 | $ 5,666 |
Lines of Credit and Long Term75
Lines of Credit and Long Term Debt - Lines of Credit - Additional Information (Details) - Revolving Line of Credit | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Trans Ova Genetics, LC | First National Bank of Omaha | |
Line of Credit Facility [Line Items] | |
Line of credit facility, maximum borrowing capacity | $ 5,000,000 |
Line of credit facility, interest rate at period end | 4.62% |
Line of credit facility, outstanding balance | $ 0 |
Trans Ova Genetics, LC | First National Bank of Omaha | Minimum | |
Line of Credit Facility [Line Items] | |
Debt instrument, interest rate, stated percentage | 3.00% |
Trans Ova Genetics, LC | First National Bank of Omaha | London Interbank Offered Rate (LIBOR) | |
Line of Credit Facility [Line Items] | |
Line of credit facility, basis spread on variable rate | 2.95% |
Exemplar Genetics, LLC | American State Bank | |
Line of Credit Facility [Line Items] | |
Line of credit facility, maximum borrowing capacity | $ 700,000 |
Debt instrument, interest rate, stated percentage | 5.25% |
Line of credit facility, outstanding balance | $ 321,000 |
Lines of Credit and Long Term76
Lines of Credit and Long Term Debt - Schedule of Long Term Debt Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Debt Instrument [Line Items] | ||
Long term debt | $ 7,926 | $ 8,037 |
Less current portion | 501 | 502 |
Long term debt, net of current portion | 7,425 | 7,535 |
Notes payable | ||
Debt Instrument [Line Items] | ||
Long term debt | 4,896 | 5,010 |
Royalty-based financing | ||
Debt Instrument [Line Items] | ||
Long term debt | 2,108 | 2,132 |
Other | ||
Debt Instrument [Line Items] | ||
Long term debt | $ 922 | $ 895 |
Lines of Credit and Long Term77
Lines of Credit and Long Term Debt - Long Term Debt - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2013 | |
Debt Instrument [Line Items] | |||
Long term debt | $ 7,926 | $ 8,037 | |
Notes payable to banks | Trans Ova Genetics, LC | American State Bank | |||
Debt Instrument [Line Items] | |||
Long term debt | 4,775 | ||
Debt instrument, periodic payment | $ 39 | ||
Debt instrument, interest rate, stated percentage | 3.95% | ||
Royalty-based financing | |||
Debt Instrument [Line Items] | |||
Long term debt | $ 2,108 | $ 2,132 | |
Royalty-based financing | AquaBounty Technologies, Inc. | Atlantic Canada Opportunities Agency | |||
Debt Instrument [Line Items] | |||
Long term debt | 2,108 | ||
Amount available under the grant for research and development | $ 2,226 | ||
Claims period | 5 years | ||
Royalty on products, percentage | 10.00% | ||
Amount claimed | $ 1,952 | ||
Long term debt, fair value at date of business combination | 1,107 | ||
Accreted difference between face value of amount drawn and acquisition date fair value | $ 845 |
Lines of Credit and Long Term78
Lines of Credit and Long Term Debt - Schedule of Future Maturities of Long Term Debt (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 398 |
2,019 | 411 |
2,020 | 382 |
2,021 | 830 |
2,022 | 373 |
2,023 | 386 |
Thereafter | 3,038 |
Total | $ 5,818 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Operating Loss Carryforwards [Line Items] | |||
Deferred income tax benefit | $ (4,074,000) | $ (638,000) | |
Deferred tax liabilities | 11,631,000 | ||
Provisional transition tax amount | $ 0 | ||
Domestic Tax Authority | |||
Operating Loss Carryforwards [Line Items] | |||
Taxable income (loss) | (35,100,000) | 11,800,000 | |
Current income tax expense (benefit) | 113,000 | 236,000 | |
Operating loss carryforwards | 279,500,000 | ||
Federal and state research and development tax credits | 7,800,000 | ||
Foreign Tax Authority | |||
Operating Loss Carryforwards [Line Items] | |||
Current income tax expense (benefit) | (125,000) | $ (131,000) | |
Operating loss carryforwards | $ 160,700,000 |
Shareholders' Equity - Issuance
Shareholders' Equity - Issuances of Common Stock (Details) $ in Thousands | 1 Months Ended |
Jan. 31, 2018USD ($)shares | |
Class of Stock [Line Items] | |
Shares issued in public offerings, net of issuance costs (in shares) | shares | 6,900,000 |
Net proceeds from public financing | $ 82,374 |
Underwriting discounts and commissions | 3,688 |
Capitalized offering expenses | $ 188 |
Affiliate of Third Security, LLC | |
Class of Stock [Line Items] | |
Shares issued in public offerings, net of issuance costs (in shares) | shares | 1,000,000 |
Shareholders' Equity - Componen
Shareholders' Equity - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Intrexon shareholders' equity | $ 553,109 | $ 533,631 |
Unrealized loss on investments | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Intrexon shareholders' equity | 0 | (2) |
Loss on foreign currency translation adjustments | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Intrexon shareholders' equity | (9,587) | (15,552) |
Total accumulated other comprehensive loss | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Intrexon shareholders' equity | $ (9,587) | $ (15,554) |
Share-Based Payments - Schedule
Share-Based Payments - Schedule of Stock-Based Compensation Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation costs | $ 11,362 | $ 7,894 |
Cost of products | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation costs | 25 | 26 |
Cost of services | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation costs | 77 | 78 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation costs | 3,258 | 2,193 |
Selling, general and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Stock-based compensation costs | $ 8,002 | $ 5,597 |
Share-Based Payments - Addition
Share-Based Payments - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |||||
Mar. 31, 2018 | Nov. 30, 2015 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Apr. 30, 2016 | Aug. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares issued as payment for services | $ 2,941 | $ 2,915 | |||||
Chief Executive Officer | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Monthly compensation, in the form of equity | $ 200 | ||||||
Lock-up period | 3 years | ||||||
Initial term of compensation arrangement | 12 months | ||||||
Chief Executive Officer | Selling, general and administrative | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares issued as payment for services | $ 486 | $ 471 | |||||
Intrexon Stock Option Plan - 2008 Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Remaining shares available to grant (in shares) | 0 | ||||||
Options outstanding (in shares) | 431,649 | 431,649 | |||||
Intrexon Stock Option Plan - 2013 Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Remaining shares available to grant (in shares) | 3,279,291 | 3,279,291 | |||||
Options outstanding (in shares) | 11,114,785 | 11,114,785 | |||||
Number of shares authorized for issuance (in shares) | 18,000,000 | 18,000,000 | |||||
RSUs outstanding (in shares) | 1,052,182 | 1,052,182 | |||||
Additional shares to be authorized, approved by Board of Directors, pending shareholder approval | 2,000,000 | ||||||
RSUs granted (in shares) | 1,059,126 | ||||||
Weighted average grant date fair value of RSUs granted (in usd per share) | $ 13.83 | ||||||
Intrexon Stock Option Plans | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options outstanding (in shares) | 11,546,434 | 11,546,434 | 11,382,747 | ||||
Options exercisable (in shares) | 6,533,996 | 6,533,996 | |||||
Weighted average exercise price of option (in usd per share) | $ 28.31 | $ 28.31 | $ 28.99 | ||||
AquaBounty Stock Option Plan - 2006 Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Remaining shares available to grant (in shares) | 0 | ||||||
Aqua Bounty Stock Option Plans | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Options outstanding (in shares) | 340,764 | 340,764 | |||||
Options exercisable (in shares) | 207,390 | 207,390 | |||||
Weighted average exercise price of option (in usd per share) | $ 7.09 | $ 7.09 |
Share-Based Payments - Schedu84
Share-Based Payments - Schedule of Stock Option Activity (Details) - Intrexon Stock Option Plans - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Number of Shares | ||
Balances at beginning of period (in shares) | 11,382,747 | |
Granted (in shares) | 656,339 | |
Exercised (in shares) | (21,722) | |
Forfeited (in shares) | (186,811) | |
Expired (in shares) | (284,119) | |
Balances at end of period (in shares) | 11,546,434 | 11,382,747 |
Exercisable at end of period (in shares) | 6,533,996 | |
Weighted Average Exercise Price | ||
Balances at beginning of period (in usd per share) | $ 28.99 | |
Granted (in usd per share) | 14.84 | |
Exercised (in usd per share) | (3.40) | |
Forfeited (in usd per share) | (26.37) | |
Expired (in usd per share) | (27.67) | |
Balances at period end (in usd per share) | 28.31 | $ 28.99 |
Exercisable, weighted average exercise price, at end of period (in usd per share) | $ 29.29 | |
Weighted Average Remaining Contractual Term (Years) | ||
Balances, weighted average remaining contractual period | 7 years 3 months | 7 years 3 months 24 days |
Exercisable at period end, weighted average remaining contractual period | 6 years 4 months 18 days |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Lease Payments Under Noncancelable Operating Leases (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,018 | $ 6,096 |
2,019 | 9,441 |
2,020 | 9,506 |
2,021 | 8,601 |
2,022 | 7,595 |
2,023 | 6,558 |
Thereafter | 23,923 |
Total | $ 71,720 |
Commitments and Contingencies86
Commitments and Contingencies - Operating Leases - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Rent expense | $ 3,259 | $ 2,301 |
Commitments and Contingencies87
Commitments and Contingencies - Purchase Commitments - Additional Information (Details) $ in Thousands | Mar. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Outstanding contractual purchase commitments | $ 15,098 |
Commitments and Contingencies88
Commitments and Contingencies - Contingencies - Additional Information (Details) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | 50 Months Ended |
Apr. 30, 2016USD ($) | Jul. 31, 2016claim | Mar. 31, 2018claim | Dec. 31, 2016USD ($) | Apr. 30, 2016USD ($) | |
Licensing and patent infringement suit | |||||
Loss Contingencies [Line Items] | |||||
Damages awarded to Trans Ova | $ 528 | ||||
Cumulative payments for royalties and licenses | $ 3,170 | ||||
Royalty payments not yet deposited | 2,759 | $ 2,759 | |||
Litigation settlement expense | $ 4,228 | ||||
Licensing and patent infringement suit | XY, LLC | |||||
Loss Contingencies [Line Items] | |||||
Damages awarded against Trans Ova | $ 6,066 | ||||
Claims dismissed | claim | 9 | ||||
Total claims | claim | 12 | ||||
Claims pending resolution | claim | 3 | ||||
Shareholder demand regarding allegations made by Seeking Alpha financial blog | |||||
Loss Contingencies [Line Items] | |||||
Number of lawsuits | claim | 2 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Oct. 31, 2017 | Nov. 30, 2015 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||||
Shares issued as payment for services | $ 2,941,000 | ||||
Fair value of financial assets measured at fair value on a recurring basis | 180,881,000 | $ 183,173,000 | |||
Other nonoperating income | (659,000) | $ 595,000 | |||
Series A preferred shares | |||||
Related Party Transaction [Line Items] | |||||
Convertible preferred shares, conversion price, number of days used to calculate volume-weighted average market price | 20 days | ||||
Affiliate of Third Security, LLC | Series A preferred shares | |||||
Related Party Transaction [Line Items] | |||||
Value of convertible preferred shares authorized for issuance | $ 100,000,000 | ||||
Convertible preferred shares, dividend rate | 8.00% | ||||
Third Security, LLC | |||||
Related Party Transaction [Line Items] | |||||
Expense for services | $ 14,000 | $ 66,000 | |||
Initial term of services agreement | 1 year | ||||
Shares issued as payment for services (in shares) | 160,626 | 103,930 | |||
Shares issued as payment for services | $ 2,041,000 | $ 2,039,000 | |||
Sublease rental income | 21,000 | 11,000 | |||
Third Security, LLC | Common Stock | |||||
Related Party Transaction [Line Items] | |||||
Expense for services | $ 800,000 | ||||
Harvest Intrexon Enterprise Fund I, LP | |||||
Related Party Transaction [Line Items] | |||||
Other nonoperating income | $ 603,000 | ||||
Convertible Note and Warrants | Other Assets | Fibrocell Science, Inc. | |||||
Related Party Transaction [Line Items] | |||||
Fair value of financial assets measured at fair value on a recurring basis | $ 494,000 | $ 575,000 | |||
Third Security, LLC | Chief Executive Officer | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 100.00% |
Net Loss per Share - Computatio
Net Loss per Share - Computation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Numerator: | ||
Net loss attributable to Intrexon | $ (41,988) | $ (31,399) |
Denominator: | ||
Weighted average shares outstanding, basic and diluted (in shares) | 127,693,336 | 118,956,780 |
Net loss attributable to Intrexon per share, basic and diluted (in usd per share) | $ (0.33) | $ (0.26) |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Antidilutive Securities Excluded from Calculation of Net Loss per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net loss per share (in shares) | 12,731,880 | 12,632,507 |
Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net loss per share (in shares) | 11,546,434 | 12,632,507 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net loss per share (in shares) | 1,052,182 | 0 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of net loss per share (in shares) | 133,264 | 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2018USD ($) | |
Scenario, Forecast | Subsequent Event | |
Subsequent Event [Line Items] | |
Other restructuring costs | $ 6,000 |