Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Emergent BioSolutions Inc. | |
Entity Central Index Key | 1367644 | |
Current Fiscal Year End Date | -19 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 38,356,600 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $216,515 | $280,499 |
Accounts receivable | 64,059 | 58,834 |
Inventories | 82,134 | 65,674 |
Deferred tax assets, current portion, net | 1,656 | 1,710 |
Income tax receivable, net | 17,023 | 1,357 |
Prepaid expenses and other current assets | 24,424 | 24,101 |
Total current assets | 405,811 | 432,175 |
Property, plant and equipment, net | 315,489 | 313,979 |
In process research and development | 77,800 | 77,800 |
Intangible assets, net | 56,202 | 58,344 |
Goodwill | 41,984 | 41,984 |
Deferred tax assets, long-term portion, net | 12,863 | 12,764 |
Other assets | 7,696 | 8,216 |
Total assets | 917,845 | 945,262 |
Current liabilities: | ||
Accounts payable | 40,583 | 40,930 |
Accrued expenses and other current liabilities | 4,606 | 6,274 |
Accrued compensation | 20,818 | 31,654 |
Contingent consideration, current portion | 6,860 | 6,487 |
Provision for chargebacks | 2,164 | 2,246 |
Deferred revenue | 5,266 | 5,345 |
Total current liabilities | 80,297 | 92,936 |
Contingent consideration, net of current portion | 41,594 | 41,170 |
Long-term indebtedness | 251,000 | 251,000 |
Deferred revenue, net of current portion | 5,806 | 5,713 |
Other liabilities | 1,270 | 1,242 |
Total liabilities | 379,967 | 392,061 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 15,000,000 shares authorized, 0 shares issued and outstanding at March 31, 2015 and December 31, 2014, respectively | 0 | 0 |
Common stock, $0.001 par value; 100,000,000 shares authorized, 38,745,536 shares issued and 38,325,347 shares outstanding at March 31, 2015; 38,129,872 shares issued and 37,709,683shares outstanding at December 31, 2014 | 38 | 38 |
Treasury stock, at cost, 420,189 common shares at both March 31, 2015 and December 31, 2014 | -6,320 | -6,320 |
Additional paid-in capital | 280,653 | 274,222 |
Accumulated other comprehensive loss | -3,242 | -3,008 |
Retained earnings | 266,749 | 288,269 |
Total stockholders' equity | 537,878 | 553,201 |
Total liabilities and stockholders' equity | $917,845 | $945,262 |
Consolidated_Balance_Sheets_Un1
Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized (in shares) | 15,000,000 | 15,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 38,745,536 | 38,129,872 |
Common stock, shares outstanding (in shares) | 38,325,347 | 37,709,683 |
Treasury stock (in shares) | 420,189 | 420,189 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Revenues: | ||
Product sales | $18,291 | $35,767 |
Contract manufacturing | 12,243 | 2,726 |
Contracts, grants and collaborations | 33,099 | 15,391 |
Total revenues | 63,633 | 53,884 |
Operating expenses: | ||
Cost of product sales and contract manufacturing | 18,748 | 18,997 |
Research and development | 38,702 | 30,256 |
Selling, general and administrative | 34,493 | 30,089 |
Loss from operations | -28,310 | -25,458 |
Other income (expense): | ||
Interest income | 82 | 40 |
Interest expense | -1,661 | -3,535 |
Other income (expense), net | 100 | 512 |
Total other income (expense) | -1,479 | -2,983 |
Loss before benefit from income taxes | -29,789 | -28,441 |
Benefit for income taxes | -8,269 | -8,205 |
Net loss | ($21,520) | ($20,236) |
Loss per share - basic | ($0.57) | ($0.55) |
Loss per share - diluted | ($0.57) | ($0.55) |
Weighted-average number of shares - basic (in shares) | 37,949,358 | 36,854,370 |
Weighted-average number of shares - diluted (in shares) | 37,949,358 | 36,854,370 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Consolidated Statements of Comprehensive Loss (Unaudited) [Abstract] | ||
Net income (loss) | ($21,520) | ($20,236) |
Foreign currency translations, net of tax | -234 | 74 |
Comprehensive loss | ($21,754) | ($20,162) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities: | ||
Net loss | ($21,520) | ($20,236) |
Adjustments to reconcile to net cash used in operating activities: | ||
Stock-based compensation expense | 3,798 | 2,650 |
Depreciation and amortization | 8,532 | 6,835 |
Current and deferred income taxes | -7,261 | -8,052 |
Change in fair value of contingent consideration | 1,559 | 412 |
Write off of debt issuance costs | 0 | 1,831 |
Excess tax benefits from stock-based compensation | -5,414 | -4,570 |
Other | 17 | 453 |
Changes in operating assets and liabilities: | ||
Accounts receivable | -5,225 | 17,590 |
Inventories | -16,460 | -4,006 |
Income taxes | -12,160 | -3,753 |
Prepaid expenses and other assets | -249 | 556 |
Accounts payable | 1,102 | -10,713 |
Accrued expenses and other liabilities | -1,641 | 1,546 |
Accrued compensation | -10,883 | -8,720 |
Provision for chargebacks | -82 | 159 |
Deferred revenue | 14 | -1,227 |
Net cash used in operating activities | -65,873 | -29,245 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | -9,082 | -4,590 |
Acquisition of Cangene Corporation, net of acquired cash | 0 | -178,167 |
Net cash used in investing activities | -9,082 | -182,757 |
Cash flows from financing activities: | ||
Proceeds from convertible debenture, net of debt issuance costs | 0 | 241,654 |
Proceeds from other long-term debt obligations | 0 | 1,000 |
Issuance of common stock upon exercise of stock options | 6,344 | 8,137 |
Excess tax benefits from stock-based compensation | 5,414 | 4,570 |
Principal payments on long-term indebtedness | 0 | -62,000 |
Contingent obligation payments | -762 | -487 |
Net cash provided by financing activities | 10,996 | 192,874 |
Effect of exchange rate changes on cash and cash equivalents | -25 | 5 |
Net decrease in cash and cash equivalents | -63,984 | -19,123 |
Cash and cash equivalents at beginning of period | 280,499 | 179,338 |
Cash and cash equivalents at end of period | $216,515 | $160,215 |
Summary_of_significant_account
Summary of significant accounting policies | 3 Months Ended |
Mar. 31, 2015 | |
Summary of significant accounting policies [Abstract] | |
Summary of significant accounting policies | 1. Summary of significant accounting policies |
Basis of presentation and consolidation | |
The accompanying unaudited consolidated financial statements include the accounts of Emergent BioSolutions Inc. (the "Company" or "Emergent") and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. | |
The unaudited consolidated financial statements included herein have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, as filed with the SEC. | |
In the opinion of the Company's management, any adjustments contained in the accompanying unaudited consolidated financial statements are of a normal recurring nature, and are necessary to present fairly the financial position of the Company as of March 31, 2015; the results of operations and comprehensive loss for the three months ended March 31, 2015 and 2014; and cash flows for the three months ended March 31, 2015 and 2014. Interim results are not necessarily indicative of results that may be expected for any other interim period or for an entire year. | |
There have been no significant changes to the Company's summary of significant accounting policies, contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, as filed with the SEC, during the three months ended March 31, 2015. |
Acquisitions
Acquisitions | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Acquisitions [Abstract] | |||||
Acquisitions | 2. Acquisitions | ||||
On December 17, 2014, the Company acquired the EV-035 series of molecules from Evolva Holding SA ("Evolva") for approximately $1.5 million in cash along with contingent value right obligations to Evolva. The EV-035 series of molecules is a series of novel small molecule broad spectrum antibiotics of the 4-oxoquinolizine class and targets bacterial type IIa topoisomerase. The lead molecule in the series, GC-072, has demonstrated protection in vivo from lethal B. pseudomallei infection when administered orally. GC-072 is being developed as a potential oral and intravenous treatment for B. pseudomallei under a three-year, $15.0 million contract with the Defense Threat Reduction Agency ("DTRA") of the U.S. Department of Defense. B. pseudomallei is a gram-negative pathogen classified by the Centers for Disease Control and Prevention ("CDC") as a Category B bioterrorism agent and a priority threat capable of being easily weaponized and disseminated. The acquisition diversifies the Biodefense segment by adding a preclinical stage product candidate that is currently being funded through preclinical development, and has been accounted for as a business acquisition. | |||||
The contingent values rights are based on the novation of the DTRA contract ($4.0 million) along with the achievement of certain development ($15.0 million) and regulatory filing ($50.0 million) milestones. In addition, the Company is required to make sales-based royalty payments of between 5 % - 8 % through December 2036, based on levels of annual net sales. During the three months ended March 31, 2015, the Company received novation of the DTRA contract and paid the $4.0 million milestone in April 2015. | |||||
The total preliminary purchase price is summarized below: | |||||
(in thousands) | |||||
Amount of cash paid to Evolva Holding SA | $ | 1,500 | |||
Fair value of contingent consideration | 28,200 | ||||
Total purchase price | $ | 29,700 | |||
The table below summarizes the preliminary allocation of the purchase price based upon fair values of assets acquired. As of the date of this filing, the valuation of acquired intangible assets and other fair value adjustments are not complete as the Company is obtaining and analyzing additional information related to the aforementioned items. As such, the purchase price allocation is subject to change. | |||||
(in thousands) | |||||
Acquired intangible assets | $ | 27,700 | |||
Goodwill | 2,000 | ||||
Total purchase price | $ | 29,700 | |||
The intangible asset associated with in-process research and development ("IPR&D") acquired from Evolva consisted of the EV-035 series of molecules. Management determined that the estimated acquisition-date fair value of intangible assets related to IPR&D was $27.7 million. The estimated fair value was determined using the income approach, which discounts expected future cash flows to present value. The Company estimated the fair value using a present value discount rate of 12%. The Company believes this rate is comparable to the estimated internal rate of return for the acquisition and represents the rate that market participants would use to value this IPR&D. The projected cash flows for EV-035 was based on key assumptions including: estimates of revenues and operating profits considering its stage of development on the acquisition date; the time and resources needed to complete the development and approval of the product candidate; the life of the potential commercialized product and associated risks, including the inherent difficulties and uncertainties in developing a product candidate, such as obtaining marketing approval from the U.S. Food and Drug Administration ("FDA") and other regulatory agencies; and risks related to the viability of and potential for alternative treatments in any future target markets. IPR&D assets are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. |
Fair_value_measurements
Fair value measurements | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair value measurements [Abstract] | |||||||||||||||||
Fair value measurements | 3. Fair value measurements | ||||||||||||||||
The following table represents the Company's fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis: | |||||||||||||||||
31-Mar-15 | |||||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | |||||||||||||||||
Investment in money market funds (1) | $ | 119,063 | $ | - | $ | - | $ | 119,063 | |||||||||
Total assets | $ | 119,063 | $ | - | $ | - | $ | 119,063 | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration | $ | - | $ | - | $ | 48,454 | $ | 48,454 | |||||||||
Total liabilities | $ | - | $ | - | $ | 48,454 | $ | 48,454 | |||||||||
At December 31, 2014 | |||||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | |||||||||||||||||
Investment in money market funds (1) | $ | 111,912 | $ | - | $ | - | $ | 111,912 | |||||||||
Total assets | $ | 111,912 | $ | - | $ | - | $ | 111,912 | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration | $ | - | $ | - | $ | 47,657 | $ | 47,657 | |||||||||
Total liabilities | $ | - | $ | - | $ | 47,657 | $ | 47,657 | |||||||||
(1) Included in cash and cash equivalents in the accompanying consolidated balance sheets. | |||||||||||||||||
For the periods ended March 31, 2015 and 2014, the Company did not have any transfers between Level 1 and Level 2 assets or liabilities. | |||||||||||||||||
The fair value of contingent purchase consideration obligations, which is included in the contingent consideration line of the Company's consolidated balance sheets, are based on management's assessment of changes as a result of adjustments to the discount rates and updates in the assumed and actual achievement of future net sales for RSDL and HepaGam B, which are inputs that have no observable market (Level 3). For the three months ended March 31, 2015 and 2014, the contingent purchase consideration obligations increased by $0.8 million and $0.4 million, respectively, primarily due to an adjustment to the actual and expected timing of RSDL and HepaGam B sales. This increase resulted in a charge that is classified in the Company's statement of operations as cost of product sales and contract manufacturing. | |||||||||||||||||
The fair value of contingent value rights obligations, which is included in the contingent consideration line of the Company's consolidated balance sheets, are based on management's assessment of certain development and regulatory milestones, along with updates in the assumed achievement of potential future net sales for EV-035, which are inputs that have no observable market (Level 3). For the three months ended March 31, 2015, the contingent value rights obligation increased by $0.8 million primarily due to the novation of DTRA contract, the estimated timing of achievement for certain development and regulatory milestones and the estimated timing of potential future sales of EV-035. This increase resulted in a charge that is classified in the Company's statement of operations as both selling, general and administrative and research and development expense. | |||||||||||||||||
The following table is a reconciliation of the beginning and ending balance of the liabilities measured at fair value using significant unobservable inputs (Level 3) during the three months ended March 31, 2015. | |||||||||||||||||
(in thousands) | |||||||||||||||||
Balance at December 31, 2014 | $ | 47,657 | |||||||||||||||
Expense included in earnings | 1,559 | ||||||||||||||||
Settlements | (762 | ) | |||||||||||||||
Purchases, sales and issuances | - | ||||||||||||||||
Transfers in/(out) of Level 3 | - | ||||||||||||||||
Balance at March 31, 2015 | $ | 48,454 | |||||||||||||||
Separate disclosure is required for assets and liabilities measured at fair value on a recurring basis from those measured at fair value on a nonrecurring basis. During the three months ended March 31, 2015, the Company had no assets or liabilities that were measured at fair value on a nonrecurring basis. During the three months ended March 31, 2014, the assets acquired and liabilities assumed as part of the February 2014 acquisition of Cangene Corporation were measured at fair value on a nonrecurring basis. |
MorphoSys_Collaboration_Agreem
MorphoSys Collaboration Agreement | 3 Months Ended |
Mar. 31, 2015 | |
Morphosys Collaboration Agreement [Abstract] | |
Morphosys Collaboration Agreements | 4. MorphoSys collaboration agreement |
In August 2014, the Company entered into a collaboration agreement ("MorphoSys Agreement") with MorphoSys AG ("MorphoSys") for the joint worldwide development and commercialization of MOR209/ES414, a targeted immunotherapeutic protein, which activates host T-cell immunity specifically against cancer cells expressing prostate specific membrane antigen, an antigen commonly overexpressed on prostate cancer cells. MOR209/ES414 was constructed using the Company's proprietary ADAPTIR technology platform, | |
The collaboration provides for sharing of development and clinical costs, with the Company responsible for 36% of such costs and MorphoSys responsible for the remainder. For the three months ended March 31, 2015, the Company has recorded a reduction to research and development expense of $1.8 million for the reimbursement of amounts greater than 36% of the total costs incurred for the period. For the three months ended March 31, 2015, the Company received a $5.0 million milestone payment due to the initiation of a Phase I clinical study to evaluate the safety, tolerability, and clinical activity of MOR209/ES414 in patients with metastatic castration-resistant prostate cancer. The Company recorded this payment in contracts, grants and collaborations revenue within the Company's statement of operations. | |
As of March 31, 2015, accounts receivable related to the MorphoSys Agreement was $1.9 million. As of March 31, 2015, deferred revenue related to the MorphoSys Agreement consisted of $0.8 million and $3.4 million of current and long-term deferred revenue, respectively. |
Inventories
Inventories | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventories [Abstract] | |||||||||
Inventories | 5. Inventories | ||||||||
Inventories consist of the following: | |||||||||
March 31, | December 31, | ||||||||
(in thousands) | 2015 | 2014 | |||||||
Raw materials and supplies | $ | 17,016 | $ | 17,375 | |||||
Work-in-process | 40,812 | 33,477 | |||||||
Finished goods | 24,306 | 14,822 | |||||||
Total inventories | $ | 82,134 | $ | 65,674 |
Intangible_assets_inprocess_re
Intangible assets, in-process research and development and goodwill | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Intangible assets, in-process research and development and goodwill [Abstract] | |||||||||||||||||||||||||||||||||
Intangible assets, in-process research and development and goodwill | 6. Intangible assets, in-process research and development and goodwill | ||||||||||||||||||||||||||||||||
As of March 31, 2015, the Company had $50.1 million of IPR&D assets included in the Biosciences business segment. This includes $41.8 million related to the Company's otlertuzumab product candidate and $8.3 million related to the Company's IXINITY product candidate. In addition, the Company had $27.7 million of IPR&D assets included in the Biodefense segment related to EV-035. | |||||||||||||||||||||||||||||||||
On April 29, 2015, the FDA approved IXINITY for the treatment of Hemophilia B in adults and children. As a result, IXINITY is considered a definite-lived intangible asset from that date. | |||||||||||||||||||||||||||||||||
Intangible assets consist of the following: | |||||||||||||||||||||||||||||||||
Manufacturing | Corporate | Marketed | Licensed | Biodefense | Contract | ||||||||||||||||||||||||||||
(in thousands) | RSDL | Agreement | Tradename | Products | Products | Products | Manufacturing | Total | |||||||||||||||||||||||||
Cost basis | |||||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 28,621 | $ | 3,478 | $ | 2,800 | $ | 8,100 | $ | 3,100 | $ | 16,700 | $ | 5,500 | $ | 68,299 | |||||||||||||||||
Additions | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||
Balance at March 31, 2015 | $ | 28,621 | $ | 3,478 | $ | 2,800 | $ | 8,100 | $ | 3,100 | 16,700 | $ | 5,500 | $ | 68,299 | ||||||||||||||||||
Accumulated amortization | |||||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | (4,987 | ) | $ | (1,642 | ) | $ | (478 | ) | $ | (692 | ) | $ | (378 | ) | $ | (1,191 | ) | $ | (587 | ) | $ | (9,955 | ) | |||||||||
Amortization | (880 | ) | (290 | ) | (140 | ) | (203 | ) | (111 | ) | (346 | ) | (172 | ) | (2,142 | ) | |||||||||||||||||
Balance at March 31, 2015 | $ | (5,867 | ) | $ | (1,932 | ) | $ | (618 | ) | $ | (895 | ) | $ | (489 | ) | $ | (1,537 | ) | $ | (759 | ) | $ | (12,097 | ) | |||||||||
Net book value at March 31, 2015 | $ | 22,754 | $ | 1,546 | $ | 2,182 | $ | 7,205 | $ | 2,611 | $ | 15,163 | $ | 4,741 | $ | 56,202 | |||||||||||||||||
For the three months ended March 31, 2015 and 2014, the Company recorded amortization expense of $2.1 million and $1.6 million, respectively, for intangible assets, which has been recorded in selling, general and administrative and cost of product sales and contract manufacturing. Amortization expense of $0.6 million and $0.2 million, respectively, was recorded within the Biosciences segment for the three months ended March 31, 2015 and 2014. Amortization expense of $1.5 million and $1.4 million, respectively, was recorded within the Biodefense segment for the three months ended March 31, 2015 and 2014. At March 31, 2015, the weighted average amortization period remaining for intangible assets in Biodefense and Biosciences segments was 94 and 86 months, respectively. | |||||||||||||||||||||||||||||||||
The following table is a summary of changes in goodwill: | |||||||||||||||||||||||||||||||||
(in thousands) | Biosciences therapeutics | Biosciences contract manufacturing | Biodefense therapeutics | Biodefense medical device | Total | ||||||||||||||||||||||||||||
Cost Basis | |||||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 13,902 | $ | 6,736 | $ | 11,430 | $ | 9,916 | $ | 41,984 | |||||||||||||||||||||||
Additions | - | - | - | - | - | ||||||||||||||||||||||||||||
Balance at March 31, 2015 | $ | 13,902 | $ | 6,736 | $ | 11,430 | $ | 9,916 | $ | 41,984 |
Equity_awards
Equity awards | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||
Equity awards [Abstract] | |||||||||||||||||||||
Equity awards | 7. Equity awards | ||||||||||||||||||||
As of March 31, 2015, the Company had two stock-based employee compensation plans, the Third Amended and Restated Emergent BioSolutions Inc. 2006 Stock Incentive Plan (the "2006 Plan") and the Emergent BioSolutions Employee Stock Option Plan (the "2004 Plan") (together, the "Emergent Plans"). | |||||||||||||||||||||
The following is a summary of stock option award activity under the Emergent Plans: | |||||||||||||||||||||
2006 Plan | 2004 Plan | ||||||||||||||||||||
Number of Shares | Weighted-Average Exercise Price | Number of Shares | Weighted-Average Exercise Price | Aggregate Intrinsic Value | |||||||||||||||||
Outstanding at December 31, 2014 | 3,837,993 | $ | 20.04 | 43,156 | $ | 10.28 | $ | 29,181,534 | |||||||||||||
Granted | 678,821 | 28.98 | - | - | |||||||||||||||||
Exercised | (387,249 | ) | 16.38 | - | - | ||||||||||||||||
Forfeited | (35,664 | ) | 19.69 | - | - | ||||||||||||||||
Outstanding at March 31, 2015 | 4,093,901 | $ | 21.86 | 43,156 | $ | 10.28 | $ | 29,195,837 | |||||||||||||
Exercisable at March 31, 2015 | 2,299,336 | $ | 19.06 | 43,156 | $ | 10.28 | $ | 23,104,074 | |||||||||||||
The following is a summary of restricted stock unit award activity under the 2006 Plan: | |||||||||||||||||||||
Number of Shares | Weighted-Average Grant Price | Aggregate Intrinsic Value | |||||||||||||||||||
Outstanding at December 31, 2014 | 927,356 | $ | 22.44 | $ | 25,251,904 | ||||||||||||||||
Granted | 369,071 | 28.98 | |||||||||||||||||||
Vested | (356,683 | ) | 21.05 | ||||||||||||||||||
Forfeited | (7,830 | ) | 23.44 | ||||||||||||||||||
Outstanding at March 31, 2015 | 931,914 | $ | 25.25 | $ | 26,801,847 |
Earnings_per_share
Earnings per share | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings per share [Abstract] | |||||||||
Earnings per share | 8. Earnings per share | ||||||||
The following table presents the calculation of basic and diluted net loss per share utilizing the if-converted method: | |||||||||
Three Months Ended March 31, | |||||||||
(in thousands, except share and per share data) | 2015 | 2014 | |||||||
Numerator: | |||||||||
Net loss | $ | (21,520 | ) | $ | (20,236 | ) | |||
Interest expense applicable to convertible debt, net of tax | - | - | |||||||
Amortization of debt issuance costs, net of tax | - | - | |||||||
Adjusted net loss | $ | (21,520 | ) | $ | (20,236 | ) | |||
Denominator: | |||||||||
Weighted-average number of shares—basic | 37,949,358 | 36,854,370 | |||||||
Dilutive securities—equity awards | - | - | |||||||
Dilutive securities—convertible debt | - | - | |||||||
Weighted-average number of shares—diluted | 37,949,358 | 36,854,370 | |||||||
Loss per share-basic | $ | (0.57 | ) | $ | (0.55 | ) | |||
Loss per share-diluted | $ | (0.57 | ) | $ | (0.55 | ) | |||
Due to the Company's net loss for the three months ended March 31, 2015 and 2014, basic and diluted loss per share are both computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. No adjustment to the net loss was computed under the if-converted method as the effect would have been anti-dilutive. | |||||||||
For the three months ended March 31, 2015 and 2014, outstanding stock options to purchase approximately 5.1 million and 5.2 million shares of common stock, along with 7.7 million shares, respectively, related to the Company's convertible debt, were excluded from the calculation of diluted loss per share. |
Segment_information
Segment information | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment information [Abstract] | |||||||||||||||||
Segment information | 9. Segment information | ||||||||||||||||
For financial reporting purposes, the Company reports financial information for two business segments: Biodefense and Biosciences. The Company's two business segments, or divisions, engage in business activities for which discrete financial information is provided to and resources are allocated by the chief operating decision maker. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies. The Company's reportable segments are business units that offer different products and product candidates, contract manufacturing services and are managed separately because they manufacture and develop distinct products with different manufacturing and development processes, along with having separate and distinct sales and marketing processes. | |||||||||||||||||
The Biodefense division is a specialty biopharmaceutical business focused on countermeasures that address CBRNE (Chemical, Biological, Radiological, Nuclear and Explosives) threats and consists of two business units: vaccines/therapeutics and medical devices. Revenues in this segment are primarily from sales of the Company's FDA-licensed product, BioThrax® (Anthrax Vaccine Adsorbed), to the U.S. government. The Biosciences division is a specialty biopharmaceutical business directed to commercial opportunities and primarily targets hematology/oncology, transplantation and infectious diseases, and consists of three business units, therapeutics, vaccines and contract manufacturing. The "All Other" segment relates to the general operating costs of the Company and includes costs of the centralized services departments, which are not allocated to the other segments, as well as spending on activities that are not classified as Biodefense or Biosciences. | |||||||||||||||||
Reportable Segments | |||||||||||||||||
(in thousands) | Biodefense | Biosciences | All Other | Total | |||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||
External revenue | $ | 43,627 | $ | 20,006 | $ | - | $ | 63,633 | |||||||||
Net loss | (11,321 | ) | (8,018 | ) | (2,181 | ) | (21,520 | ) | |||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||
External revenue | $ | 47,439 | $ | 6,445 | $ | - | $ | 53,884 | |||||||||
Net income (loss) | 1,412 | (19,510 | ) | (2,138 | ) | (20,236 | ) |
Subsequent_Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2015 | |
Subsequent Event (Details) [Abstract] | |
Subsequent Event | 10. Subsequent events |
Beginning in January 2015, during standard quality inspections performed in accordance with customary procedures, the Company discovered foreign particles in a limited number of vials in two manufactured lots of BioThrax. In order to determine the source of the foreign particles, the Company investigated its operations as well as those of its suppliers and contract manufacturers. Under the Company's quality standards, these two BioThrax lots were rejected. On April 22, 2015, the Company announced that it has resumed full manufacturing operations of BioThrax after completing its internal manufacturing investigation. |
Summary_of_significant_account1
Summary of significant accounting policies (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Summary of significant accounting policies [Abstract] | |
Basis of presentation and consolidation | Basis of presentation and consolidation |
The accompanying unaudited consolidated financial statements include the accounts of Emergent BioSolutions Inc. (the "Company" or "Emergent") and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. | |
The unaudited consolidated financial statements included herein have been prepared in accordance with U.S. generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, as filed with the SEC. | |
In the opinion of the Company's management, any adjustments contained in the accompanying unaudited consolidated financial statements are of a normal recurring nature, and are necessary to present fairly the financial position of the Company as of March 31, 2015; the results of operations and comprehensive loss for the three months ended March 31, 2015 and 2014; and cash flows for the three months ended March 31, 2015 and 2014. Interim results are not necessarily indicative of results that may be expected for any other interim period or for an entire year. | |
There have been no significant changes to the Company's summary of significant accounting policies, contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, as filed with the SEC, during the three months ended March 31, 2015. |
Acquisitions_Tables
Acquisitions (Tables) (EV 035 [Member]) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
EV 035 [Member] | |||||
Business Acquisition [Line Items] | |||||
Preliminary Purchase Price | The total preliminary purchase price is summarized below: | ||||
(in thousands) | |||||
Amount of cash paid to Evolva Holding SA | $ | 1,500 | |||
Fair value of contingent consideration | 28,200 | ||||
Total purchase price | $ | 29,700 | |||
Purchase Price Allocation | The table below summarizes the preliminary allocation of the purchase price based upon fair values of assets acquired. As of the date of this filing, the valuation of acquired intangible assets and other fair value adjustments are not complete as the Company is obtaining and analyzing additional information related to the aforementioned items. As such, the purchase price allocation is subject to change. | ||||
(in thousands) | |||||
Acquired intangible assets | $ | 27,700 | |||
Goodwill | 2,000 | ||||
Total purchase price | $ | 29,700 |
Fair_value_measurements_Tables
Fair value measurements (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair value measurements [Abstract] | |||||||||||||||||
Fair Value Hierarchy for Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table represents the Company's fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis: | ||||||||||||||||
31-Mar-15 | |||||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | |||||||||||||||||
Investment in money market funds (1) | $ | 119,063 | $ | - | $ | - | $ | 119,063 | |||||||||
Total assets | $ | 119,063 | $ | - | $ | - | $ | 119,063 | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration | $ | - | $ | - | $ | 48,454 | $ | 48,454 | |||||||||
Total liabilities | $ | - | $ | - | $ | 48,454 | $ | 48,454 | |||||||||
At December 31, 2014 | |||||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||||
Assets: | |||||||||||||||||
Investment in money market funds (1) | $ | 111,912 | $ | - | $ | - | $ | 111,912 | |||||||||
Total assets | $ | 111,912 | $ | - | $ | - | $ | 111,912 | |||||||||
Liabilities: | |||||||||||||||||
Contingent consideration | $ | - | $ | - | $ | 47,657 | $ | 47,657 | |||||||||
Total liabilities | $ | - | $ | - | $ | 47,657 | $ | 47,657 | |||||||||
(1) Included in cash and cash equivalents in the accompanying consolidated balance sheets. | |||||||||||||||||
Reconciliation of Liabilities Measured at Fair Value Using Significant Unobservable Inputs (Level 3) | The following table is a reconciliation of the beginning and ending balance of the liabilities measured at fair value using significant unobservable inputs (Level 3) during the three months ended March 31, 2015. | ||||||||||||||||
(in thousands) | |||||||||||||||||
Balance at December 31, 2014 | $ | 47,657 | |||||||||||||||
Expense included in earnings | 1,559 | ||||||||||||||||
Settlements | (762 | ) | |||||||||||||||
Purchases, sales and issuances | - | ||||||||||||||||
Transfers in/(out) of Level 3 | - | ||||||||||||||||
Balance at March 31, 2015 | $ | 48,454 |
Inventories_Tables
Inventories (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventories [Abstract] | |||||||||
Inventories | Inventories consist of the following: | ||||||||
March 31, | December 31, | ||||||||
(in thousands) | 2015 | 2014 | |||||||
Raw materials and supplies | $ | 17,016 | $ | 17,375 | |||||
Work-in-process | 40,812 | 33,477 | |||||||
Finished goods | 24,306 | 14,822 | |||||||
Total inventories | $ | 82,134 | $ | 65,674 |
Intangible_assets_inprocess_re1
Intangible assets, in-process research and development and goodwill (Tables) | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||||||||||
Intangible assets, in-process research and development and goodwill [Abstract] | |||||||||||||||||||||||||||||||||
Intangible Assets | Intangible assets consist of the following: | ||||||||||||||||||||||||||||||||
Manufacturing | Corporate | Marketed | Licensed | Biodefense | Contract | ||||||||||||||||||||||||||||
(in thousands) | RSDL | Agreement | Tradename | Products | Products | Products | Manufacturing | Total | |||||||||||||||||||||||||
Cost basis | |||||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 28,621 | $ | 3,478 | $ | 2,800 | $ | 8,100 | $ | 3,100 | $ | 16,700 | $ | 5,500 | $ | 68,299 | |||||||||||||||||
Additions | - | - | - | - | - | - | - | - | |||||||||||||||||||||||||
Balance at March 31, 2015 | $ | 28,621 | $ | 3,478 | $ | 2,800 | $ | 8,100 | $ | 3,100 | 16,700 | $ | 5,500 | $ | 68,299 | ||||||||||||||||||
Accumulated amortization | |||||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | (4,987 | ) | $ | (1,642 | ) | $ | (478 | ) | $ | (692 | ) | $ | (378 | ) | $ | (1,191 | ) | $ | (587 | ) | $ | (9,955 | ) | |||||||||
Amortization | (880 | ) | (290 | ) | (140 | ) | (203 | ) | (111 | ) | (346 | ) | (172 | ) | (2,142 | ) | |||||||||||||||||
Balance at March 31, 2015 | $ | (5,867 | ) | $ | (1,932 | ) | $ | (618 | ) | $ | (895 | ) | $ | (489 | ) | $ | (1,537 | ) | $ | (759 | ) | $ | (12,097 | ) | |||||||||
Net book value at March 31, 2015 | $ | 22,754 | $ | 1,546 | $ | 2,182 | $ | 7,205 | $ | 2,611 | $ | 15,163 | $ | 4,741 | $ | 56,202 | |||||||||||||||||
Goodwill | The following table is a summary of changes in goodwill: | ||||||||||||||||||||||||||||||||
(in thousands) | Biosciences therapeutics | Biosciences contract manufacturing | Biodefense therapeutics | Biodefense medical device | Total | ||||||||||||||||||||||||||||
Cost Basis | |||||||||||||||||||||||||||||||||
Balance at December 31, 2014 | $ | 13,902 | $ | 6,736 | $ | 11,430 | $ | 9,916 | $ | 41,984 | |||||||||||||||||||||||
Additions | - | - | - | - | - | ||||||||||||||||||||||||||||
Balance at March 31, 2015 | $ | 13,902 | $ | 6,736 | $ | 11,430 | $ | 9,916 | $ | 41,984 |
Equity_awards_Tables
Equity awards (Tables) | 3 Months Ended | ||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||
Equity awards [Abstract] | |||||||||||||||||||||
Option Award Activity | The following is a summary of stock option award activity under the Emergent Plans: | ||||||||||||||||||||
2006 Plan | 2004 Plan | ||||||||||||||||||||
Number of Shares | Weighted-Average Exercise Price | Number of Shares | Weighted-Average Exercise Price | Aggregate Intrinsic Value | |||||||||||||||||
Outstanding at December 31, 2014 | 3,837,993 | $ | 20.04 | 43,156 | $ | 10.28 | $ | 29,181,534 | |||||||||||||
Granted | 678,821 | 28.98 | - | - | |||||||||||||||||
Exercised | (387,249 | ) | 16.38 | - | - | ||||||||||||||||
Forfeited | (35,664 | ) | 19.69 | - | - | ||||||||||||||||
Outstanding at March 31, 2015 | 4,093,901 | $ | 21.86 | 43,156 | $ | 10.28 | $ | 29,195,837 | |||||||||||||
Exercisable at March 31, 2015 | 2,299,336 | $ | 19.06 | 43,156 | $ | 10.28 | $ | 23,104,074 | |||||||||||||
Restricted Stock Units Activity | The following is a summary of restricted stock unit award activity under the 2006 Plan: | ||||||||||||||||||||
Number of Shares | Weighted-Average Grant Price | Aggregate Intrinsic Value | |||||||||||||||||||
Outstanding at December 31, 2014 | 927,356 | $ | 22.44 | $ | 25,251,904 | ||||||||||||||||
Granted | 369,071 | 28.98 | |||||||||||||||||||
Vested | (356,683 | ) | 21.05 | ||||||||||||||||||
Forfeited | (7,830 | ) | 23.44 | ||||||||||||||||||
Outstanding at March 31, 2015 | 931,914 | $ | 25.25 | $ | 26,801,847 |
Earnings_per_share_Tables
Earnings per share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings per share [Abstract] | |||||||||
Summary of Basic and Diluted Net Income per Share | The following table presents the calculation of basic and diluted net loss per share utilizing the if-converted method: | ||||||||
Three Months Ended March 31, | |||||||||
(in thousands, except share and per share data) | 2015 | 2014 | |||||||
Numerator: | |||||||||
Net loss | $ | (21,520 | ) | $ | (20,236 | ) | |||
Interest expense applicable to convertible debt, net of tax | - | - | |||||||
Amortization of debt issuance costs, net of tax | - | - | |||||||
Adjusted net loss | $ | (21,520 | ) | $ | (20,236 | ) | |||
Denominator: | |||||||||
Weighted-average number of shares—basic | 37,949,358 | 36,854,370 | |||||||
Dilutive securities—equity awards | - | - | |||||||
Dilutive securities—convertible debt | - | - | |||||||
Weighted-average number of shares—diluted | 37,949,358 | 36,854,370 | |||||||
Loss per share-basic | $ | (0.57 | ) | $ | (0.55 | ) | |||
Loss per share-diluted | $ | (0.57 | ) | $ | (0.55 | ) | |||
Segment_information_Tables
Segment information (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Segment information [Abstract] | |||||||||||||||||
Segment Information | The Biodefense division is a specialty biopharmaceutical business focused on countermeasures that address CBRNE (Chemical, Biological, Radiological, Nuclear and Explosives) threats and consists of two business units: vaccines/therapeutics and medical devices. Revenues in this segment are primarily from sales of the Company's FDA-licensed product, BioThrax® (Anthrax Vaccine Adsorbed), to the U.S. government. The Biosciences division is a specialty biopharmaceutical business directed to commercial opportunities and primarily targets hematology/oncology, transplantation and infectious diseases, and consists of three business units, therapeutics, vaccines and contract manufacturing. The "All Other" segment relates to the general operating costs of the Company and includes costs of the centralized services departments, which are not allocated to the other segments, as well as spending on activities that are not classified as Biodefense or Biosciences. | ||||||||||||||||
Reportable Segments | |||||||||||||||||
(in thousands) | Biodefense | Biosciences | All Other | Total | |||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||
External revenue | $ | 43,627 | $ | 20,006 | $ | - | $ | 63,633 | |||||||||
Net loss | (11,321 | ) | (8,018 | ) | (2,181 | ) | (21,520 | ) | |||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||
External revenue | $ | 47,439 | $ | 6,445 | $ | - | $ | 53,884 | |||||||||
Net income (loss) | 1,412 | (19,510 | ) | (2,138 | ) | (20,236 | ) |
Acquisitions_Details
Acquisitions (Details) (USD $) | 0 Months Ended | ||
Dec. 17, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | |
Estimated Purchase Price [Abstract] | |||
Goodwill | $41,984,000 | $41,984,000 | |
EV 035 [Member] | |||
Estimated Purchase Price [Abstract] | |||
Amount of cash paid to Evolva Holdings SA | 1,500,000 | ||
Contingent purchase consideration | 28,200,000 | ||
Acquired intangible assets | 27,700,000 | ||
Goodwill | 2,000,000 | ||
Total purchase price | 29,700,000 | ||
Present value discount rate (in hundredths) | 12.00% | ||
DTRA contract revenues | 15,000,000 | ||
Contingent value rights based on the novation of the contract | 4,000,000 | ||
Contingent value rights based on the achievement of certain development | 15,000,000 | ||
Contingent value rights based on the regulatory filing milestones | $50,000,000 | ||
EV 035 [Member] | Minimum [Member] | |||
Estimated Purchase Price [Abstract] | |||
Sales-based royalty payments | 5.00% | ||
EV 035 [Member] | Maximum [Member] | |||
Estimated Purchase Price [Abstract] | |||
Sales-based royalty payments | 8.00% |
Fair_value_measurements_Detail
Fair value measurements (Details) (USD $) | 3 Months Ended | ||||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |||
Unobservable Input Reconciliation [Roll Forward] | |||||
Balance, beginning of period | $47,657,000 | ||||
Expense included in earnings | 1,559,000 | ||||
Settlements | -762,000 | ||||
Purchases, sales and issuances | 0 | ||||
Transfers in/(out) of Level 3 | 0 | ||||
Balance, end of period | 48,454,000 | ||||
Evolva Holding SA 035 [Member] | |||||
Unobservable Input Reconciliation [Roll Forward] | |||||
Change in fair value of contingent obligations | 782,000 | ||||
RSDL and HepaGam [Member] | |||||
Unobservable Input Reconciliation [Roll Forward] | |||||
Change in fair value of contingent obligations | 766,000 | 412,000 | |||
Fair Value, Measurements, Recurring [Member] | |||||
Assets: | |||||
Investment in money market funds (1) | 119,063,000 | [1] | 111,912,000 | [1] | |
Total assets | 119,063,000 | 111,912,000 | |||
Liabilities: | |||||
Contingent consideration | 48,454,000 | 47,657,000 | |||
Total liabilities | 48,454,000 | 47,657,000 | |||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Assets: | |||||
Investment in money market funds (1) | 119,063,000 | [1] | 111,912,000 | [1] | |
Total assets | 119,063,000 | 111,912,000 | |||
Liabilities: | |||||
Contingent consideration | 0 | 0 | |||
Total liabilities | 0 | 0 | |||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Assets: | |||||
Investment in money market funds (1) | 0 | [1] | 0 | [1] | |
Total assets | 0 | 0 | |||
Liabilities: | |||||
Contingent consideration | 0 | 0 | |||
Total liabilities | 0 | 0 | |||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Assets: | |||||
Investment in money market funds (1) | 0 | [1] | 0 | [1] | |
Total assets | 0 | 0 | |||
Liabilities: | |||||
Contingent consideration | 48,454,000 | 47,657,000 | |||
Total liabilities | $48,454,000 | $47,657,000 | |||
[1] | Included in cash and cash equivalents in accompanying consolidated balance sheets |
MorphoSys_Collaboration_Agreem1
MorphoSys Collaboration Agreement (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Collaborative arrangements [Line Items] | ||
Current deferred revenue | $5,266,000 | $5,345,000 |
Long-term deferred revenue | 5,806,000 | 5,713,000 |
Morphosys [Member] | ||
Collaborative arrangements [Line Items] | ||
Reduction to research and development expense | 1,800,000 | |
Accounts receivable | 1,900,000 | |
Current deferred revenue | 764,000 | |
Long-term deferred revenue | 3,400,000 | |
First contingent payment received based upon development and regulatory milestones | $5,000,000 |
Inventories_Details
Inventories (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventories [Abstract] | ||
Raw materials and supplies | $17,016 | $17,375 |
Work-in-process | 40,812 | 33,477 |
Finished goods | 24,306 | 14,822 |
Total inventories | $82,134 | $65,674 |
Intangible_assets_inprocess_re2
Intangible assets, in-process research and development and goodwill (Details) (USD $) | 3 Months Ended | ||
Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 | |
Cost Basis [Abstract] | |||
Intangible Assets, Beginning Balance | $68,299,000 | ||
Additions | 0 | ||
Intangible Assets, Ending Balance | 68,299,000 | ||
Accumulated Amortization [Abstract] | |||
Accumulated Amortization, Beginning Balance | -9,955,000 | ||
Amortization | -2,142,000 | -1,637,000 | |
Accumulated Amortization, Ending Balance | -12,097,000 | ||
Net book value of intangible assets | 56,202,000 | ||
Goodwill, Cost Basis [Abstract] | |||
Goodwill, Beginning Balance | 41,984,000 | ||
Goodwill, Additions | 0 | ||
Goodwill, Ending Balance | 41,984,000 | ||
Goodwill, net book value | 41,984,000 | 41,984,000 | |
RSDL [Member] | |||
Cost Basis [Abstract] | |||
Intangible Assets, Beginning Balance | 28,621,000 | ||
Additions | 0 | ||
Intangible Assets, Ending Balance | 28,621,000 | ||
Accumulated Amortization [Abstract] | |||
Accumulated Amortization, Beginning Balance | -4,987,000 | ||
Amortization | -880,000 | ||
Accumulated Amortization, Ending Balance | -5,867,000 | ||
Net book value of intangible assets | 22,754,000 | ||
Manufacturing Agreement [Member] | |||
Cost Basis [Abstract] | |||
Intangible Assets, Beginning Balance | 3,478,000 | ||
Additions | 0 | ||
Intangible Assets, Ending Balance | 3,478,000 | ||
Accumulated Amortization [Abstract] | |||
Accumulated Amortization, Beginning Balance | -1,642,000 | ||
Amortization | -290,000 | ||
Accumulated Amortization, Ending Balance | -1,932,000 | ||
Net book value of intangible assets | 1,546,000 | ||
Corporate Tradename [Member] | |||
Cost Basis [Abstract] | |||
Intangible Assets, Beginning Balance | 2,800,000 | ||
Additions | 0 | ||
Intangible Assets, Ending Balance | 2,800,000 | ||
Accumulated Amortization [Abstract] | |||
Accumulated Amortization, Beginning Balance | -478,000 | ||
Amortization | -140,000 | ||
Accumulated Amortization, Ending Balance | -618,000 | ||
Net book value of intangible assets | 2,182,000 | ||
Marketed Products [Member] | |||
Cost Basis [Abstract] | |||
Intangible Assets, Beginning Balance | 8,100,000 | ||
Additions | 0 | ||
Intangible Assets, Ending Balance | 8,100,000 | ||
Accumulated Amortization [Abstract] | |||
Accumulated Amortization, Beginning Balance | -692,000 | ||
Amortization | -203,000 | ||
Accumulated Amortization, Ending Balance | -895,000 | ||
Net book value of intangible assets | 7,205,000 | ||
Licensed Products [Member] | |||
Cost Basis [Abstract] | |||
Intangible Assets, Beginning Balance | 3,100,000 | ||
Additions | 0 | ||
Intangible Assets, Ending Balance | 3,100,000 | ||
Accumulated Amortization [Abstract] | |||
Accumulated Amortization, Beginning Balance | -378,000 | ||
Amortization | -111,000 | ||
Accumulated Amortization, Ending Balance | -489,000 | ||
Net book value of intangible assets | 2,611,000 | ||
Biodefense Products [Member] | |||
Cost Basis [Abstract] | |||
Intangible Assets, Beginning Balance | 16,700,000 | ||
Additions | 0 | ||
Intangible Assets, Ending Balance | 16,700,000 | ||
Accumulated Amortization [Abstract] | |||
Accumulated Amortization, Beginning Balance | -1,191,000 | ||
Amortization | -346,000 | ||
Accumulated Amortization, Ending Balance | -1,537,000 | ||
Net book value of intangible assets | 15,163,000 | ||
Contract Manufacturing [Member] | |||
Cost Basis [Abstract] | |||
Intangible Assets, Beginning Balance | 5,500,000 | ||
Additions | 0 | ||
Intangible Assets, Ending Balance | 5,500,000 | ||
Accumulated Amortization [Abstract] | |||
Accumulated Amortization, Beginning Balance | -587,000 | ||
Amortization | -172,000 | ||
Accumulated Amortization, Ending Balance | -759,000 | ||
Net book value of intangible assets | 4,741,000 | ||
Biosciences [Member] | |||
Accumulated Amortization [Abstract] | |||
Amortization | 626,000 | 237,000 | |
Net book value of intangible assets | 50,100,000 | ||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 86 months | ||
Biosciences [Member] | Biosciences Therapeutics [Member] | |||
Goodwill, Cost Basis [Abstract] | |||
Goodwill, Beginning Balance | 13,902,000 | ||
Goodwill, Additions | 0 | ||
Goodwill, Ending Balance | 13,902,000 | ||
Biosciences [Member] | Otlertuzumab [Member] | |||
Accumulated Amortization [Abstract] | |||
Net book value of intangible assets | 41,800,000 | ||
Biosciences [Member] | IXINITY product candidates [Member] | |||
Accumulated Amortization [Abstract] | |||
Net book value of intangible assets | 8,300,000 | ||
Biosciences [Member] | Biosciences contracts manufacturing [Member] | |||
Goodwill, Cost Basis [Abstract] | |||
Goodwill, Beginning Balance | 6,736,000 | ||
Goodwill, Additions | 0 | ||
Goodwill, Ending Balance | 6,736,000 | ||
Biodefense [Member] | |||
Accumulated Amortization [Abstract] | |||
Amortization | 1,500,000 | 1,400,000 | |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 94 months | ||
Biodefense [Member] | Evolva Holding SA 035 [Member] | |||
Accumulated Amortization [Abstract] | |||
Net book value of intangible assets | 27,700,000 | ||
Biodefense [Member] | Biodefense therapeutics [Member] | |||
Goodwill, Cost Basis [Abstract] | |||
Goodwill, Beginning Balance | 11,430,000 | ||
Goodwill, Additions | 0 | ||
Goodwill, Ending Balance | 11,430,000 | ||
Biodefense [Member] | Biodefense medical devices [Member] | |||
Goodwill, Cost Basis [Abstract] | |||
Goodwill, Beginning Balance | 9,916,000 | ||
Goodwill, Additions | 0 | ||
Goodwill, Ending Balance | $9,916,000 |
Equity_awards_Details
Equity awards (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Stock Options Member [Member] | ||
Aggregate Intrinsic Value [Abstract] | ||
Outstanding, beginning of period | $29,181,534 | |
Outstanding, end of period | 29,195,837 | 29,181,534 |
Exercisable, end of period | 23,104,074 | |
2006 Plan [Member] | Restricted Stock Units (RSUs) [Member] | ||
Restricted stock unit award activity [Roll Forward] | ||
Outstanding, beginning of period (in shares) | 927,356 | |
Granted (in shares) | 369,071 | |
Vested (in shares) | -356,683 | |
Forfeited (in shares) | -7,830 | |
Outstanding, end of period (in shares) | 931,914 | |
Weighted-Average Grant Price [Roll Forward] | ||
Outstanding, beginning of period (in dollars per share) | $22.44 | |
Granted (in dollars per share) | $28.98 | |
Vested (in dollars per share) | $21.05 | |
Forfeited (in dollars per share) | $23.44 | |
Outstanding, end of period (in dollars per share) | $25.25 | |
Aggregate intrinsic value [Abstract] | ||
Outstanding, beginning of period | 25,251,904 | |
Outstanding, end of period | $26,801,847 | |
2006 Plan [Member] | Stock Options Member [Member] | ||
Options outstanding [Roll Forward] | ||
Outstanding, beginning of period (in shares) | 3,837,993 | |
Granted (in shares) | 678,821 | |
Exercised (in shares) | -387,249 | |
Forfeited (in shares) | -35,664 | |
Outstanding, end of period (in shares) | 4,093,901 | |
Exercisable, end of period (in shares) | 2,299,336 | |
Weighted-Average Exercise Price [Roll Forward] | ||
Outstanding, beginning of period (in dollars per share) | $20.04 | |
Granted (in dollars per share) | $28.98 | |
Exercised (in dollars per share) | $16.38 | |
Forfeited (in dollars per share) | $19.69 | |
Outstanding, end of period (in dollars per share) | $21.86 | |
Exercisable, end of period (in dollars per share) | $19.06 | |
2004 Plan [Member] | Stock Options Member [Member] | ||
Options outstanding [Roll Forward] | ||
Outstanding, beginning of period (in shares) | 43,156 | |
Granted (in shares) | 0 | |
Exercised (in shares) | 0 | |
Forfeited (in shares) | 0 | |
Outstanding, end of period (in shares) | 43,156 | |
Exercisable, end of period (in shares) | 43,156 | |
Weighted-Average Exercise Price [Roll Forward] | ||
Outstanding, beginning of period (in dollars per share) | $10.28 | |
Granted (in dollars per share) | $0 | |
Exercised (in dollars per share) | $0 | |
Forfeited (in dollars per share) | $0 | |
Outstanding, end of period (in dollars per share) | $10.28 | |
Exercisable, end of period (in dollars per share) | $10.28 |
Earnings_per_share_Details
Earnings per share (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Numerator: | ||
Net income (loss) | ($21,520) | ($20,236) |
Interest expense applicable to convertible debt, net of tax | 0 | 0 |
Amortization of debt issuance costs, net of tax | 0 | 0 |
Adjusted net loss | ($21,520) | ($20,236) |
Denominator: | ||
Weighted-average number of shares-basic (in shares) | 37,949,358 | 36,854,370 |
Dilutive securities-equity awards (in shares) | 0 | 0 |
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Debt Securities | 0 | 0 |
Weighted-average number of shares-diluted (in shares) | 37,949,358 | 36,854,370 |
Loss per share - basic | ($0.57) | ($0.55) |
Loss per share - diluted | ($0.57) | ($0.55) |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares excluded from calculation (in shares) | 5,100,000 | 5,200,000 |
Convertible debt [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares excluded from calculation (in shares) | 7,700,000 |
Segment_information_Details
Segment information (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
BusinessUnit | ||
Segment | ||
Segment Reporting Information [Line Items] | ||
Number of business segments | 2 | |
Number of business units | 3 | |
External revenue | $63,633 | $53,884 |
Net income (loss) | -21,520 | -20,236 |
Biodefense [Member] | ||
Segment Reporting Information [Line Items] | ||
External revenue | 43,627 | 47,439 |
Net income (loss) | -11,321 | 1,412 |
Biosciences [Member] | ||
Segment Reporting Information [Line Items] | ||
External revenue | 20,006 | 6,445 |
Net income (loss) | -8,018 | -19,510 |
All Other [Member] | ||
Segment Reporting Information [Line Items] | ||
External revenue | 0 | 0 |
Net income (loss) | ($2,181) | ($2,138) |