Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 17, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-38753 | ||
Entity Registrant Name | Moderna, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 81-3467528 | ||
Entity Address, Address Line One | 200 Technology Square | ||
Entity Address, City or Town | Cambridge | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 02139 | ||
City Area Code | 617 | ||
Local Phone Number | 714-6500 | ||
Title of 12(b) Security | Common stock, par value $0.0001 per share | ||
Trading Symbol | MRNA | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 48.8 | ||
Entity Common Stock, Shares Outstanding | 386,339,594 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCEPortions of the registrant’s Definitive Proxy Statement relating to its 2023 Annual Meeting of Stockholders to be filed hereafter are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001682852 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Audit Information [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | Boston, Massachusetts |
Auditor Firm ID | 42 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 3,205 | $ 6,848 |
Investments | 6,697 | 3,879 |
Accounts receivable | 1,385 | 3,175 |
Inventory | 949 | 1,441 |
Prepaid expenses and other current assets | 1,195 | 728 |
Total current assets | 13,431 | 16,071 |
Investments, non-current | 8,318 | 6,843 |
Property, plant and equipment, net | 2,018 | 1,241 |
Right-of-use assets, operating leases | 121 | 142 |
Deferred tax assets | 982 | 326 |
Other non-current assets | 988 | 46 |
Total assets | 25,858 | 24,669 |
Current liabilities: | ||
Accounts payable | 487 | 302 |
Accrued liabilities | 2,101 | 1,472 |
Deferred revenue | 2,038 | 6,253 |
Income taxes payable | 48 | 876 |
Other current liabilities | 249 | 225 |
Total current liabilities | 4,923 | 9,128 |
Deferred revenue, non-current | 673 | 615 |
Operating lease liabilities, non-current | 92 | 106 |
Financing lease liabilities, non-current | 912 | 599 |
Other non-current liabilities | 135 | 76 |
Total liabilities | 6,735 | 10,524 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001; 162 shares authorized as of December 31, 2022 and 2021; no shares issued or outstanding at December 31, 2022 and 2021 | 0 | 0 |
Common stock, par value $0.0001; 1,600 shares authorized as of December 31, 2022 and 2021; 385 and 403 shares issued and outstanding as of December 31, 2022 and 2021, respectively | 0 | 0 |
Additional paid-in capital | 1,173 | 4,211 |
Accumulated other comprehensive loss | (370) | (24) |
Retained earnings | 18,320 | 9,958 |
Total stockholders’ equity | 19,123 | 14,145 |
Total liabilities and stockholders’ equity | $ 25,858 | $ 24,669 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 162,000,000 | 162,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,600,000,000 | 1,600,000,000 |
Common stock, shares issued (in shares) | 385,000,000 | 403,000,000 |
Common stock, shares, outstanding (in shares) | 385,000,000 | 403,000,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue: | |||
Total revenue | $ 19,263 | $ 18,471 | $ 803 |
Operating expenses: | |||
Cost of sales | 5,416 | 2,617 | 8 |
Research and development | 3,295 | 1,991 | 1,370 |
Selling, general and administrative | 1,132 | 567 | 188 |
Total operating expenses | 9,843 | 5,175 | 1,566 |
Income (loss) from operations | 9,420 | 13,296 | (763) |
Interest income | 200 | 18 | 25 |
Other expense, net | (45) | (29) | (6) |
Income (loss) before income taxes | 9,575 | 13,285 | (744) |
Provision for income taxes | 1,213 | 1,083 | 3 |
Net income (loss) | $ 8,362 | $ 12,202 | $ (747) |
Earnings (loss) per share: | |||
Basic (in usd per share) | $ 21.26 | $ 30.31 | $ (1.96) |
Diluted (in usd per share) | $ 20.12 | $ 28.29 | $ (1.96) |
Weighted average common shares used in calculation of earnings (loss) per share: | |||
Basic (in shares) | 394 | 403 | 381 |
Diluted (in shares) | 416 | 431 | 381 |
Product sales | |||
Revenue: | |||
Total revenue | $ 18,435 | $ 17,675 | $ 200 |
Grant revenue | |||
Revenue: | |||
Total revenue | 388 | 735 | 529 |
Collaboration revenue | |||
Revenue: | |||
Total revenue | $ 440 | $ 61 | $ 74 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | |||
Net income (loss) | $ 8,362 | $ 12,202 | $ (747) |
Available-for-sale securities: | |||
Unrealized (losses) gains on available-for-sale debt securities | (348) | (42) | 2 |
Less: net realized losses (gains) on available-for-sale securities reclassified to net income (loss) | 26 | (1) | (1) |
Net (decrease) increase from available-for-sale debt securities | (322) | (43) | 1 |
Cash flow hedges: | |||
Unrealized gains on derivative instruments | 130 | 74 | 0 |
Less: net realized (gains) on derivative instruments reclassified to net income (loss) | (154) | (58) | 0 |
Net (decrease) increase from derivatives designated as hedging instruments | (24) | 16 | 0 |
Total other comprehensive (loss) income | (346) | (27) | 1 |
Comprehensive income (loss) | $ 8,016 | $ 12,175 | $ (746) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Millions | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings (Accumulated Deficit) |
Balance at beginning of period (in shares) at Dec. 31, 2019 | 337,000 | ||||
Balance at beginning of period at Dec. 31, 2019 | $ 1,175 | $ 0 | $ 2,670 | $ 2 | $ (1,497) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Proceeds of initial public offering, net of issuance costs (in shares) | 48,000 | ||||
Proceeds of initial public offering, net of issuance costs | 1,853 | 1,853 | |||
Exercise of options to purchase common stock (in shares) | 14,000 | ||||
Exercise of options to purchase common stock | 179 | 179 | |||
Issuance of common stock under employee stock purchase plan | 7 | 7 | |||
Stock-based compensation | 93 | 93 | |||
Other comprehensive income, net of tax | 1 | 1 | |||
Net (loss) Income | (747) | (747) | |||
Balance at end of period (in shares) at Dec. 31, 2020 | 399,000 | ||||
Balance at end of period at Dec. 31, 2020 | 2,561 | $ 0 | 4,802 | 3 | (2,244) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of options to purchase common stock (in shares) | 7,000 | ||||
Exercise of options to purchase common stock | 112 | 112 | |||
Issuance of common stock under employee stock purchase plan | 12 | 12 | |||
Stock-based compensation | 142 | 142 | |||
Other comprehensive income, net of tax | (27) | (27) | |||
Repurchase of common stock (in shares) | (3,000) | ||||
Repurchase of common stock | (857) | (857) | |||
Net (loss) Income | 12,202 | 12,202 | |||
Balance at end of period (in shares) at Dec. 31, 2021 | 403,000 | ||||
Balance at end of period at Dec. 31, 2021 | $ 14,145 | $ 0 | 4,211 | (24) | 9,958 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of options to purchase common stock (in shares) | 4,780 | 4,000 | |||
Exercise of options to purchase common stock | $ 50 | 50 | |||
Vesting of restricted common stock (in shares) | 1,000 | ||||
Issuance of common stock under employee stock purchase plan | 15 | 15 | |||
Stock-based compensation | 226 | 226 | |||
Other comprehensive income, net of tax | (346) | (346) | |||
Repurchase of common stock (in shares) | (23,000) | ||||
Repurchase of common stock | (3,329) | (3,329) | |||
Net (loss) Income | 8,362 | 8,362 | |||
Balance at end of period (in shares) at Dec. 31, 2022 | 385,000 | ||||
Balance at end of period at Dec. 31, 2022 | $ 19,123 | $ 0 | $ 1,173 | $ (370) | $ 18,320 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Parenthetical) $ in Millions | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Issuance costs | $ 2 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities | |||
Net income (loss) | $ 8,362 | $ 12,202 | $ (747) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Stock-based compensation | 226 | 142 | 93 |
Depreciation and amortization | 348 | 232 | 31 |
Leased assets expensed | 0 | 0 | 62 |
Amortization/accretion of investments | 31 | 54 | 10 |
Deferred income taxes | (559) | (318) | 0 |
Other non-cash items | 28 | 0 | 0 |
Changes in assets and liabilities: | |||
Accounts receivable | 1,790 | (1,784) | (1,385) |
Prepaid expenses and other assets | (1,699) | (489) | (241) |
Inventory | 492 | (1,394) | (47) |
Right-of-use assets, operating leases | 21 | (58) | (11) |
Accounts payable | 240 | 204 | 12 |
Accrued liabilities | 612 | 989 | 388 |
Deferred revenue | (4,157) | 2,824 | 3,842 |
Income taxes payable | (828) | 876 | 0 |
Operating lease liabilities | (14) | 17 | 12 |
Other liabilities | 88 | 123 | 8 |
Net cash provided by operating activities | 4,981 | 13,620 | 2,027 |
Investing activities | |||
Purchases of marketable securities | (11,435) | (12,652) | (2,956) |
Proceeds from maturities of marketable securities | 3,151 | 1,338 | 1,137 |
Proceeds from sales of marketable securities | 3,548 | 3,105 | 215 |
Purchases of property, plant and equipment | (400) | (284) | (68) |
Investment in convertible notes and equity securities | (40) | (30) | 0 |
Net cash used in investing activities | (5,176) | (8,523) | (1,672) |
Financing activities | |||
Proceeds from offerings of common stock, net of issuance costs | 0 | 0 | 1,853 |
Proceeds from issuance of common stock through equity plans | 65 | 124 | 186 |
Repurchases of common stock | (3,329) | (857) | 0 |
Changes in financing lease liabilities | (184) | (140) | (6) |
Net cash (used in) provided by financing activities | (3,448) | (873) | 2,033 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (3,643) | 4,224 | 2,388 |
Cash, cash equivalents and restricted cash, beginning of year | 6,860 | 2,636 | 248 |
Cash, cash equivalents and restricted cash, end of year | 3,217 | 6,860 | 2,636 |
Supplemental cash flow information | |||
Cash paid for income taxes | 2,729 | 480 | 1 |
Cash paid for interest | 25 | 14 | 9 |
Non-cash investing and financing activities | |||
Purchases of property, plant and equipment included in accounts payable and accrued liabilities | $ 72 | $ 111 | $ 18 |
Description of Business
Description of Business | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | Description of Business Moderna, Inc. (collectively, with its consolidated subsidiaries, any of Moderna, we, us, our or the Company) is a biotechnology company pioneering messenger RNA (mRNA) therapeutics and vaccines to create a new class of medicines to improve the lives of patients. Our platform builds on continuous advances in basic and applied mRNA science, delivery technology, and manufacturing, providing us the capability to pursue in parallel a robust pipeline of new development candidates. We are developing therapeutics and vaccines for infectious diseases, immuno-oncology, rare diseases, autoimmune and cardiovascular diseases, independently and with our strategic collaborators. On December 18, 2020, we received an Emergency Use Authorization (EUA) from the U.S. Food and Drug Administration (FDA) for the emergency use of the Moderna COVID-19 Vaccine (also referred to as mRNA-1273 and marketed under the brand name Spikevax®). In January 2022, we received full commercial approval for Spikevax in the United States. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP). Any reference in these notes to applicable guidance is meant to refer to the authoritative accounting principles generally accepted in the United States as found in the Accounting Standard Codification (ASC) and Accounting Standards Updates (ASU) of the Financial Accounting Standards Board (FASB). The consolidated financial statements include the Company and its subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates We have made estimates and judgments affecting the amounts reported in our consolidated financial statements and the accompanying notes. We base our estimates on historical experience and various relevant assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods that are not readily apparent from other sources. Significant estimates relied upon in preparing these financial statements include, but are not limited to, critical accounting policies or estimates related to revenue recognition, income taxes, valuation of deferred tax assets, inventory valuation, firm purchase commitment liabilities, fair value of financial instruments, derivative financial instruments, leases, useful lives of property, plant and equipment, research and development expense, and stock-based compensation. The actual results that we experience may differ materially from our estimates. Segment Information We have determined that our chief executive officer is the chief operating decision maker (CODM). The CODM reviews financial information presented on a consolidated basis. Resource allocation decisions are made by the CODM based on consolidated results. There are no segment managers who are held accountable by the CODM for operations, operating results, and planning for levels or components below the consolidated unit level. As such, we have concluded that we operate as one segment. Revenue Recognition Our revenue is primarily generated through product sales. We also generate grant revenue from government-sponsored and private organizations, and collaboration revenue through collaboration arrangements. Product Sales Product sales are associated with our COVID-19 vaccine supply agreements with the U.S. Government, other international governments and organizations. These agreements and related amendments generally do not include variable consideration, such as discounts, rebates or returns. Under certain of these agreements, we are entitled to upfront deposits for our COVID-19 vaccine supply, initially recorded as deferred revenue. We recognize revenue from product sales, using the five-step model under ASC 606 ( Revenue from Contracts with Customers ), based on the fixed price per dose according to the contracts when control of the product transfers to the customer and customer acceptance has occurred, unless such acceptance provisions are deemed perfunctory. We pay distribution fees to certain customers in connection with the sales of our product. We record distribution fees paid to our customers as a reduction of revenue, unless the payment is for a distinct good or service from the customer and we can reasonably estimate the fair value of the goods or services received. If both conditions are met, we record the consideration paid to the customer as an operating expense. These costs are typically known at the time of sale, resulting in minimal adjustments subsequent to the period of sale. Such distribution fees were immaterial for the years ended December 31, 2022 and 2021. We did not have any distribution fees for the year ended December 31, 2020. Grant Revenue We have contracts with Biomedical Advanced Research and Development Authority (BARDA), a division of the Office of the Assistant Secretary for Preparedness and Response (ASPR) within the U.S. Department of Health and Human Services (HHS); the U.S. government’s Defense Advanced Research Projects Agency (DARPA); the Bill & Melinda Gates Foundation (Gates Foundation) and other government-sponsored and private organizations for research and development related activities that provide for payments for reimbursed costs, which may include overhead and general and administrative costs as well as a related profit margin. We recognize grant revenue from these contracts as we perform services under these arrangements when the funding is committed. Associated expenses are recognized when incurred as research and development expense. Grant revenue and related expenses are presented gross in the consolidated statements of operations as we have determined we are the primary obligor under the arrangements relative to the research and development services we perform as lead technical expert. Collaboration Revenue We have entered into several strategic collaborations and other similar arrangements with third parties for research and other licenses, development and commercialization of certain products and product candidates. Such arrangements provide for various types of payments to us, including upfront fees, funding of research and development services and preclinical and clinical material, technical, development, regulatory, and commercial milestone payments, licensing fees, option exercise fees, and royalty and earnout payments on product sales. Such payments are often not commensurate with the timing of revenue recognition and therefore result in deferral of revenue recognition. We recognize revenue based on the amount of the transaction price that is allocated to each respective performance obligation when or as the performance obligation is satisfied by transferring a promised good or service to the customer. Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of 90 days or less from the date of purchase to be cash equivalents. Restricted Cash Restricted cash is composed of amounts held on deposit related to our lease arrangements. The funds are maintained in money market accounts and are recorded at fair value. Restricted cash is classified as either current or non-current based on the terms of the underlying lease arrangement and is included in either prepaid expenses and other current assets or other non-current assets in our consolidated balance sheets. Cash, Cash Equivalents and Restricted Cash shown in the Consolidated Statements of Cash Flows The following table provides a reconciliation of cash, cash equivalents and restricted cash in the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows (in millions): December 31, 2022 2021 2020 Cash and cash equivalents $ 3,205 $ 6,848 $ 2,624 Restricted cash (1) — — 1 Restricted cash, non-current (2) 12 12 11 Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows $ 3,217 $ 6,860 $ 2,636 (1) Included in prepaid expenses and other current assets in the consolidated balance sheets. (2) Included in other non-current assets in the consolidated balance sheets. Investments We invest our excess cash balances in marketable debt securities. We classify our investments in marketable debt securities as available-for-sale. We report available-for-sale investments at fair value at each balance sheet date, and include any unrealized holding gains and losses (the adjustment to fair value) in accumulated other comprehensive (loss) income, a component of stockholders’ equity. Realized gains and losses are determined using the specific-identification method, and are included in other expense, net in our consolidated statements of operations. We classify our available-for-sale marketable securities as current or non-current based on each instrument’s underlying effective maturity date and for which we have the intent and ability to hold the investment for a period of greater than 12 months. Marketable securities with maturities of less than 12 months are classified as current and are included in investments in the consolidated balance sheets. Marketable securities with maturities greater than 12 months for which we have the intent and ability to hold the investment for greater than 12 months are classified as non-current and are included in investments, non-current in the consolidated balance sheets. We evaluate securities for impairment at the end of each reporting period. Impairment is evaluated considering numerous factors, and their relative significance varies depending on the situation. Factors considered include whether a decline in fair value below the amortized cost basis is due to credit-related factors or non-credit-related factors, the financial condition and near-term prospects of the issuer, and our intent and ability to hold the investment to allow for an anticipated recovery in fair value. A credit-related impairment is recognized as an allowance on the balance sheet with a corresponding adjustment to earnings. Any impairment that is not credit- related is recognized in other comprehensive (loss) income, net of applicable taxes. Investments in publicly traded equity securities with readily determinable fair values are recorded at quoted market prices for identical securities, with changes in fair value recorded in other expense, net, in our consolidated statements of operations. Investments in equity securities without readily determinable fair values are recorded at cost minus impairment, if any, adjusted for changes resulting from observable price changes in orderly transactions for identical or similar securities. Such adjustments are recorded in other expense, net, in our consolidated statements of operations. Accounts Receivable and Allowance for Doubtful Accounts We have accounts receivable amounts due from our product sales and related vaccine supply agreements and our grant agreements. We also have accounts receivable amounts due from strategic collaborators as a result of manufacturing and research and development services provided under collaboration arrangements, or milestones achieved, but not yet paid. Amounts payable to us are recorded as accounts receivable when our right to consideration is unconditional. To estimate the allowance for doubtful accounts, we make judgments about the creditworthiness of our customers based on ongoing credit evaluation and historical experience. There was no allowance for doubtful accounts at December 31, 2022 or 2021. There was no bad debt expense for the years ended December 31, 2022, 2021 or 2020. Concentrations of Credit Risk Financial instruments that subject us to significant concentrations of credit risk consist primarily of cash equivalents, restricted cash, marketable securities, and accounts receivable. Our investment portfolio comprises money market funds and marketable debt securities, including U.S. Treasury securities, debt securities of U.S. government agencies and corporate entities and commercial paper. Our cash management and investment policy limits investment instruments to investment-grade securities with the objective to preserve capital and to maintain liquidity until the funds can be used in business operations. Bank accounts in the United States are insured by the Federal Deposit Insurance Corporation (FDIC) up to $250,000. Our primary operating accounts significantly exceed the FDIC limits. We are also subject to credit risk from our accounts receivable related to our product sales and collaborators. We sell our products primarily to U.S. Government, other international governments and organizations. We do not require collateral or other security to support accounts receivable. To date, we have not experienced any losses with respect to the collection of our accounts receivable. Significant Customers Our accounts receivable are generally unsecured and are from customers in different countries. We generated revenue from product sales to the U.S. Government, other international governments and organizations, grants made by government-sponsored and private organizations, and to a lesser extent, strategic alliances. A significant portion of our revenue to date has been generated from the following entities that accounted for more than 10% of total revenue and accounts receivable for the periods presented: Percentage of Revenue Years Ended December 31, Percentage of 2022 2021 2020 2022 2021 European Commission 28 % 32 % * 29 % 46 % U.S. Government (excluding BARDA) 23 % 29 % 24 % * * Takeda Pharmaceutical Company 10 % * * * * BARDA * * 65 % * 16 % Ministry of Health, Labor, and Welfare of Japan * * * 30 % * UK Health Security Agency * * * 11 % * ________ * - Represents an amount of less than 10% Derivative Instruments and Hedging Activities We record all derivatives on our consolidated balance sheets at fair value. The accounting for changes in the fair value of a derivative depends on whether the derivative has been designated and qualifies for hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The gains or losses resulting from changes in the fair value of cash flow hedges are initially recorded as a component of accumulated other comprehensive (loss) income (AOCI) in stockholders’ equity and subsequently reclassified to product sales in the period during which the hedged transaction affects earnings. In the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, within the defined hedge period, we reclassify the gains or losses on the related cash flow hedge from AOCI to other expense, net, in our consolidated statements of operations. We may enter into derivative contracts that are intended to economically hedge certain risk, even though hedge accounting does not apply or we elect not to apply hedge accounting. Gains or losses associated with foreign currency derivatives that are not designated as hedging instruments for accounting purposes are recorded within other expense, net, in our consolidated statements of operations. Fair Value Measurements Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. ASC 820 (Fair Value Measurement ) establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and our assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from our independent sources. Unobservable inputs are inputs that reflect our assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used to value the assets and liabilities: • Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; • Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; or • Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Our cash equivalents and marketable securities are reported at fair value determined using Level 1 and Level 2 inputs ( Note 6 ). The fair value of our foreign currency forward contracts is calculated using Level 2 inputs, which include currency spot rates, forward rates, interest rate curve and credit or non-performance risk ( Note 7 ). We do not have any non-financial assets or liabilities that should be recognized or disclosed at fair value on a recurring basis at December 31, 2022, 2021, and 2020. Inventory Inventory is recorded at the lower of cost or net realizable value, with cost determined using first-in, first-out and average cost methods for different components of inventory. We periodically review the composition of inventory in order to identify excess, obsolete, slow-moving or otherwise unsaleable items. If unsaleable items are observed and there are no alternate uses for the inventory, we will record a write-down to net realizable value in the period that the decline in value is first recognized through a charge to cost of sales. The determination of whether inventory costs will be realizable requires estimates by management. If actual market conditions are less favorable than projected by management, additional write-downs of inventory may be required. We also assess whether we have any excess firm, non-cancelable, purchase commitment liabilities, resulting from our supply agreements with third-party vendors, on a quarterly basis. The determination of net realizable value and firm purchase commitment liabilities requires judgment, including consideration of many factors, such as estimates of future product demand, product net selling prices, current and future market conditions, potential product obsolescence, expiration and utilization of raw materials under firm purchase commitments and contractual minimums, among others. We hold raw materials beyond our one year forecasted production plan, which were classified as non-current and included in other non-current assets in our consolidated balance sheets. Pre-launch Inventory Costs relating to raw materials and production of inventory in preparation for product launch prior to regulatory approval are capitalized when future commercialization is considered probable, the future economic benefit is expected to be realized, and we believe that material uncertainties related to the ultimate regulatory approval have been significantly reduced. For pre-launch inventory that is capitalized, we consider a number of factors based on the information available at the time, including the product candidate’s current status in the drug development and regulatory approval process, results from the related clinical trials, results from meetings with relevant regulatory agencies prior to the filing of regulatory applications, potential impediments to the approval process such as product safety or efficacy, historical experience, viability of commercialization and market trends. As of December 31, 2022, we did not have any capitalized pre-launch inventory on our consolidated balance sheets. Property, Plant and Equipment Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives of property, plant and equipment are described below: Estimated Useful Life Land and land improvements Not depreciated Manufacturing and laboratory equipment 5 years Leasehold improvements Lesser of estimated useful life of improvement Computer equipment and software 3 to 5 years Furniture and fixtures 5 years Right-of-use asset, financing Lease term Construction in progress includes direct costs related to the construction of various property, plant and equipment, including leasehold improvements, and is stated at original cost. Once the asset is placed into service, these capitalized costs will be allocated to certain property, plant and equipment categories and will be depreciated over the estimated useful life of the underlying assets. Impairment of Long-Lived Assets We evaluate our long-lived assets, which consist of property, plant and equipment, to determine if facts and circumstances indicate that the carrying amount of assets may not be recoverable. If such facts and circumstances exist, we assess the recoverability of the long-lived assets by comparing the projected future undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. If such review indicates that such cash flows are not expected to be sufficient to recover the recorded value of the assets, the assets are written down to their estimated fair values based on the expected discounted future cash flows attributable to the assets or based on appraisals. Impairment expenses for the years ended December 31, 2022, 2021 and 2020 were immaterial. Leases Leases are classified at their commencement date, which is defined as the date on which the lessor makes the underlying asset available for use by the lessee, as either operating or finance leases based on the economic substance of the agreement. We recognize lease right-of-use assets and related liabilities in our consolidated balance sheets for both operating and finance leases. Lease liabilities are measured at the lease commencement date as the present value of the future lease payments using the interest rate implicit in the lease. If the rate implicit is not readily determinable, we will utilize our incremental borrowing rate as of the lease commencement date. Lease right-of-use assets are measured as the lease liability plus initial direct costs and prepaid lease payments less lease incentives. The lease term is the non-cancelable period of the lease and includes options to extend or terminate the lease when it is reasonably certain that an option will be exercised. We recognize operating lease cost in operating expenses in our consolidated statements of operations, inclusive of rent escalation provisions and rent holidays, on a straight-line basis over the respective lease term. For our finance leases, we recognize depreciation expense associated with the leased asset acquired and recognize interest expense related to the portion of the financing in our consolidated statements of operations. We do not separate non-lease components from lease components for all classes of underlying assets. We do not recognize right-of-use assets and lease liabilities for leases with a lease term of 12 months or less. Instead, these lease payments are recognized in the statements of operations on a straight-line basis over the lease term. Collaboration Arrangements We analyze our collaboration arrangements to assess whether they are within the scope of ASC 808 ( Collaborative Arrangements ) to determine whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards that are dependent on the commercial success of such activities. To the extent the arrangement is within the scope of ASC 808, we assess whether aspects of the arrangement between us and our collaboration partner are within the scope of other accounting literature. If we conclude that some or all aspects of the arrangement represent a transaction with a customer, we account for those aspects of the arrangement within the scope of ASC 606. Please refer to our "Revenue Recognition" policy within Note 2 for additional discussion of revenue recognition under these types of arrangements. If we conclude that some or all aspects of the arrangement are within the scope of ASC 808 and do not represent a transaction with a customer, we recognize our allocation of the shared costs incurred with respect to the jointly conducted activities as a component of the related expense in the period incurred. Research and Development Costs Research and development costs are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities, including salaries and benefits, facilities costs, overhead costs, contract services, and other outside costs. The value of goods and services received from contract research organizations and contract manufacturing organizations in the reporting period are estimated based on the level of services performed, and progress in the period in cases when we have not received an invoice from the supplier. Research and development costs also include costs and shared cost associated with third-party collaboration arrangements, including upfront fees and milestones paid to third-parties in connection with technologies that had not reached technological feasibility and did not have an alternative future use. Equipment or facilities that are acquired or constructed for research and development activities and that have alternative future uses, in research and development projects or otherwise, should be capitalized and depreciated as tangible assets. However, the costs of equipment or facilities that are acquired or constructed and intangibles that are purchased from others for a particular research and development project, and that have no alternative future uses and therefore no separate economic values, are considered research and development costs and expensed when incurred. Stock-Based Compensation We issue stock-based awards to employees and non-employees, generally in the form of stock options, restricted stock units (RSUs), and performance stock units (PSUs). We account for our stock-based compensation awards in accordance with ASC 718 (Compensation—Stock Compensation) . Most of our stock-based awards have been made to employees. We measure compensation cost for equity awards at their grant-date fair value and recognize compensation expense over the requisite service period, which is generally the vesting period, on a straight-line basis. The grant date fair value of stock options is estimated using the Black-Scholes option pricing model, which requires management to make assumptions with respect to the fair value of our common stock on the grant date, including the expected term of the award, the expected volatility of our stock, calculated based on a period of time generally commensurate with the expected term of the award, risk-free interest rates and expected dividend yields of our stock. We estimate the expected term of our stock options granted to employees and non-employees using the simplified method, whereby, the expected term equals the average of the vesting term and the original contractual term of the option. We utilize this method as we do not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term. The expected volatility is based on a blended average of average historical stock volatilities of selected guideline companies over the expected term of the stock options, historical volatility of our stock price, and implied stock price volatility derived from the price of exchange traded options on our stock. We will continue to apply this process until a sufficient amount of historical information regarding the expected term and historical volatility of our own stock price becomes available. The grant date fair value of RSUs is estimated based on the fair value of our underlying common stock. For performance-based stock awards, we recognize stock-based compensation expense over the requisite service period using the accelerated attribution method when achievement is probable. We classify stock-based compensation expense in our consolidated statements of operations in the same manner in which the award recipient’s salary and related costs are classified or in which the award recipient’s service payments are classified. We made an accounting policy election to recognize forfeitures of stock-based awards as they occur. Income Taxes We account for income taxes based on an asset and liability approach. We recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities. These differences are measured using the enacted statutory tax rates and laws that will be in effect when the differences are expected to reverse. Valuation allowances are provided when the expected realization of deferred tax assets does not meet a “more likely than not” criterion. We make estimates and judgments about our future taxable income that are based on assumptions that are consistent with our plans and estimates. Should the actual amounts differ from our estimates, the amount of our valuation allowance could be materially impacted. Changes in these estimates may result in significant increases or decreases to our tax provision in a period in which such estimates are changed, which in turn would affect net income or loss. We recognize tax benefits from uncertain tax positions if we believe the position is more likely than not to be sustained on examination by the taxing authorities based on the technical merits of the position. We make adjustments to these tax reserves when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate. The provision for income taxes includes the effects of any reserves for uncertain tax positions, as well as the related net interest and penalties. Earnings (Loss) per Share We calculate diluted net earnings (loss) per share attributable to common stockholders by dividing net earnings (loss) by the weighted average number of common shares outstanding after giving consideration to the dilutive effect of restricted common stock and stock options that are outstanding during the period. For periods in which we have generated a net loss, the basic and diluted net loss per share attributable to common stockholders are the same, as the inclusion of the potentially dilutive securities would be anti-dilutive. Comprehensive Income (Loss) Comprehensive income (loss) includes net income (loss) and other comprehensive income (loss) for the period. Other comprehensive income (loss) consists of unrealized gains and losses on our investments and derivatives designated as hedging instruments. Total comprehensive income (loss) for all periods presented has been disclosed in the consolidated statements of comprehensive income (loss). The components of accumulated other comprehensive loss for the years ended December 31, 2022 and 2021 were as follows (in millions): Unrealized Gain (Loss) on Available-for-Sale Debt Securities Net Unrealized Gain (loss) on Derivatives Designated As Hedging Instruments Total Accumulated other comprehensive income, balance at December 31, 2020 $ 3 $ — $ 3 Other comprehensive loss (43) 16 (27) Accumulated other comprehensive loss, balance at December 31, 2021 (40) 16 (24) Other comprehensive loss (322) (24) (346) Accumulated other comprehensive loss, balance at December 31, 2022 $ (362) $ (8) $ (370) Share Repurchases Shares of our common stock repurchased pursuant to our repurchase programs are retired. The purchase price of such repurchased shares of common stock is recorded as a reduction to additional paid-in-capital. If the balance in additional paid-in-capital is exhausted, the excess is recorded as a reduction to retained earnings. Recently Issued Accounting Standards Not Yet Adopted From time to time, new acc |
Product Sales
Product Sales | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Product Sales | Product Sales Product sales are primarily associated with our COVID-19 vaccine supply agreements with the U.S. Government, other international governments and organizations. Product sales by customer geographic location were as follows for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 United States $ 4,405 $ 5,393 $ 194 Europe 6,732 6,834 — Rest of world (1) 7,298 5,448 6 Total $ 18,435 $ 17,675 $ 200 _______ (1) Includes product sales recognized under the agreement with Gavi (on behalf of the COVAX Facility), which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. As of December 31, 2022, our COVID-19 vaccine (marketed under the brand name Spikevax) and Omicron-targeting bivalent boosters (mRNA-1273.214 and mRNA-1273.222) were our only commercial products authorized for use. As of December 31, 2021 and 2020, our COVID-19 vaccine was our only commercial product authorized for use. As of December 31, 2022 and 2021, we had deferred revenue of $2.6 billion and $6.7 billion, respectively, related to customer deposits. We expect $2.0 billion of our deferred revenue related to customer deposits as of December 31, 2022 to be realized in less than one year. Timing of product manufacturing, delivery and receipt of marketing approval will determine the period in which product sales is recognized. In September 2020, we entered into an agreement with the DARPA for an award of up to $56 million to fund development of a mobile manufacturing prototype leveraging our existing manufacturing technology that is capable of rapidly producing vaccines and therapeutics. As of December 31, 2022, the committed funding, net of revenue earned was $6 million. An additional $24 million of funding will be available if DARPA exercises additional contract options. In April 2020, we entered into an agreement with BARDA for an award of up to $483 million to accelerate development of mRNA-1273, our original vaccine candidate against COVID-19. The agreement was amended in both 2020 and 2021 to provide for additional commitments to support various late-stage clinical development efforts of mRNA-1273, including a 30,000 participant Phase 3 study, pediatric clinical trials and pharmacovigilance studies. In March 2022, we entered into a further amendment to the BARDA agreement, increasing the amount of potential reimbursements by $308 million, in connection with costs associated with the clinical development for the adolescent and pediatric studies and the Phase 3 pivotal study. The maximum award from BARDA, inclusive of the 2020, 2021 and 2022 amendments, was $1.7 billion. All contract options have been exercised. As of December 31, 2022, the remaining available funding, net of revenue earned was $137 million. In September 2016, we received from BARDA an award of up to $126 million, subsequently adjusted to $117 million in 2021, to help fund our Zika vaccine program. In September 2022, the performance period of the grant expired, and BARDA was released of the obligation to fund the remaining $36 million of the award. In January 2016, we entered a global health project framework agreement with the Gates Foundation to advance mRNA development projects for various infectious diseases, including human immunodeficiency virus (HIV). As of December 31, 2022, the available funding, net of revenue earned was $6 million, with up to an additional $80 million available if additional follow-on projects are approved. The following table summarizes grant revenue for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 BARDA $ 372 $ 713 $ 522 Other grant revenue 16 22 7 Total grant revenue $ 388 $ 735 $ 529 Geographic Revenue We operate in one reporting segment that primarily focuses on the discovery, development and commercialization of mRNA medicines. Our chief executive officer manages our operations and evaluates our financial performance on a consolidated basis. Most of our principal operations, other than manufacturing, and our decision-making functions are located at our corporate headquarters in the United States. Total revenue by geographic area of our customers and collaboration partners was as follows (in millions): Years Ended December 31, 2022 2021 2020 United States $ 5,150 $ 6,177 $ 764 Europe 6,815 6,846 33 Rest of world (1) 7,298 5,448 6 Total $ 19,263 $ 18,471 $ 803 _______ (1) Includes product sales recognized under the agreement with Gavi, which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. Our property, plant and equipment, including financing right-of-use assets, by geographic area was as follows (in millions): December 31, 2022 2021 United States $ 1,267 $ 1,050 Europe 714 181 Rest of world 37 10 Total $ 2,018 $ 1,241 |
Grant Revenue
Grant Revenue | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Grant Revenue | Product Sales Product sales are primarily associated with our COVID-19 vaccine supply agreements with the U.S. Government, other international governments and organizations. Product sales by customer geographic location were as follows for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 United States $ 4,405 $ 5,393 $ 194 Europe 6,732 6,834 — Rest of world (1) 7,298 5,448 6 Total $ 18,435 $ 17,675 $ 200 _______ (1) Includes product sales recognized under the agreement with Gavi (on behalf of the COVAX Facility), which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. As of December 31, 2022, our COVID-19 vaccine (marketed under the brand name Spikevax) and Omicron-targeting bivalent boosters (mRNA-1273.214 and mRNA-1273.222) were our only commercial products authorized for use. As of December 31, 2021 and 2020, our COVID-19 vaccine was our only commercial product authorized for use. As of December 31, 2022 and 2021, we had deferred revenue of $2.6 billion and $6.7 billion, respectively, related to customer deposits. We expect $2.0 billion of our deferred revenue related to customer deposits as of December 31, 2022 to be realized in less than one year. Timing of product manufacturing, delivery and receipt of marketing approval will determine the period in which product sales is recognized. In September 2020, we entered into an agreement with the DARPA for an award of up to $56 million to fund development of a mobile manufacturing prototype leveraging our existing manufacturing technology that is capable of rapidly producing vaccines and therapeutics. As of December 31, 2022, the committed funding, net of revenue earned was $6 million. An additional $24 million of funding will be available if DARPA exercises additional contract options. In April 2020, we entered into an agreement with BARDA for an award of up to $483 million to accelerate development of mRNA-1273, our original vaccine candidate against COVID-19. The agreement was amended in both 2020 and 2021 to provide for additional commitments to support various late-stage clinical development efforts of mRNA-1273, including a 30,000 participant Phase 3 study, pediatric clinical trials and pharmacovigilance studies. In March 2022, we entered into a further amendment to the BARDA agreement, increasing the amount of potential reimbursements by $308 million, in connection with costs associated with the clinical development for the adolescent and pediatric studies and the Phase 3 pivotal study. The maximum award from BARDA, inclusive of the 2020, 2021 and 2022 amendments, was $1.7 billion. All contract options have been exercised. As of December 31, 2022, the remaining available funding, net of revenue earned was $137 million. In September 2016, we received from BARDA an award of up to $126 million, subsequently adjusted to $117 million in 2021, to help fund our Zika vaccine program. In September 2022, the performance period of the grant expired, and BARDA was released of the obligation to fund the remaining $36 million of the award. In January 2016, we entered a global health project framework agreement with the Gates Foundation to advance mRNA development projects for various infectious diseases, including human immunodeficiency virus (HIV). As of December 31, 2022, the available funding, net of revenue earned was $6 million, with up to an additional $80 million available if additional follow-on projects are approved. The following table summarizes grant revenue for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 BARDA $ 372 $ 713 $ 522 Other grant revenue 16 22 7 Total grant revenue $ 388 $ 735 $ 529 Geographic Revenue We operate in one reporting segment that primarily focuses on the discovery, development and commercialization of mRNA medicines. Our chief executive officer manages our operations and evaluates our financial performance on a consolidated basis. Most of our principal operations, other than manufacturing, and our decision-making functions are located at our corporate headquarters in the United States. Total revenue by geographic area of our customers and collaboration partners was as follows (in millions): Years Ended December 31, 2022 2021 2020 United States $ 5,150 $ 6,177 $ 764 Europe 6,815 6,846 33 Rest of world (1) 7,298 5,448 6 Total $ 19,263 $ 18,471 $ 803 _______ (1) Includes product sales recognized under the agreement with Gavi, which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. Our property, plant and equipment, including financing right-of-use assets, by geographic area was as follows (in millions): December 31, 2022 2021 United States $ 1,267 $ 1,050 Europe 714 181 Rest of world 37 10 Total $ 2,018 $ 1,241 |
Collaboration Agreements
Collaboration Agreements | 12 Months Ended |
Dec. 31, 2022 | |
Research and Development [Abstract] | |
Collaboration Agreements | Collaboration Agreements AstraZeneca – Strategic Alliances in Cardiovascular and Oncology In March 2013, we entered into an Option Agreement, the AZ Option Agreement, and a related Services and Collaboration Agreement (2013 AZ Agreements), the AZ Services Agreement, with AstraZeneca, which were amended and restated in June 2018 (2018 A&R Agreements). Under the 2018 A&R Agreements, we granted AstraZeneca certain exclusive rights and licenses, and options to obtain exclusive rights to develop and commercialize potential therapeutic mRNA medicines directed at certain targets for the treatment of cardiovascular and cardiometabolic diseases and cancer, and agreed to provide related services to AstraZeneca. As of the effective date of the 2013 AZ Agreements, AstraZeneca made upfront cash payments to us totaling $240 million in exchange for the acquired options and our performance of certain research-related services, each as described above. In 2016, AstraZeneca exercised a product option under the 2013 AZ Agreements to obtain exclusive rights to develop and commercialize with respect to AstraZeneca's VEGF-A product (AZD8601). In January 2016, we entered into a Strategic Drug Development Collaboration and License Agreement (2016 AZ Agreement) with AstraZeneca to discover, develop and commercialize potential mRNA medicines for the treatment of a range of cancers. Under the terms of the 2016 AZ Agreement, we and AstraZeneca agreed to work together on an immuno-oncology program focused on the intratumoral delivery of a potential mRNA medicine to make the IL-12 protein. In the third quarter of 2022, AstraZeneca terminated our collaborations with them, including the development of VEGF-A and IL-12 programs, for which termination became effective on November 21, 2022. All rights to these two programs reverted to us. As a result of the termination, we recognized the remaining deferred revenue of $76 million as collaboration revenue in the period. Merck – Strategic Alliances in Infectious Diseases and Personalized mRNA Cancer Vaccines 2016 Cancer Vaccine Strategic Alliance-Personalized mRNA Cancer Vaccines In June 2016, we entered into a personalized mRNA cancer vaccines (PCV) Collaboration and License Agreement with Merck (PCV Agreement), to develop and commercialize PCVs for individual patients using our mRNA vaccine and formulation technology. Under the strategic alliance, we identify genetic mutations present in a particular patient’s tumor cells, synthesize mRNA for these mutations, encapsulate the mRNA in one of our proprietary LNPs and administer to each patient a unique mRNA cancer vaccine designed to specifically activate the patient’s immune system against her or his own cancer cells. Pursuant to the PCV Agreement, we were responsible for designing and researching PCVs, providing manufacturing capacity and manufacturing PCVs, and conducting Phase 1 and Phase 2 clinical trials for PCVs, alone and in combination with KEYTRUDA (pembrolizumab), Merck’s anti-PD-1 therapy, all in accordance with an agreed upon development plan and budget and under the oversight of a committee comprised of equal representatives of each party. We received an upfront payment of $200 million from Merck upon execution of the agreement. 2018 Expansion of the Cancer Vaccine Strategic Alliance-Shared Neoepitope Cancer Vaccines In April 2018, we and Merck agreed to expand our cancer vaccine strategic alliance to include the development and commercialization of our KRAS vaccine development candidate, mRNA-5671 or V941, and potentially other shared neoantigen mRNA cancer vaccines (SAVs). We preclinically developed mRNA-5671 prior to its inclusion in the cancer vaccine strategic alliance and it is comprised of a novel mRNA construct designed by us and encapsulated in one of our proprietary LNPs. The PCV Agreement was amended and restated to include the new SAV strategic alliance (PCV/SAV Agreement). Under the PCV/SAV Agreement, Merck was responsible for conducting Phase 1 and Phase 2 clinical trials for mRNA-5671 and for all costs associated with such activities, and we were responsible for manufacturing and supplying all mRNA-5671 required to conduct such trials and for all costs and expenses associated with such manufacture and supply. Under the PCV/SAV Agreement, our budgeted commitment for PCV increased to $243 million. In December 2021, Merck elected to terminate the Merck participation election with respect to the joint SAV program, including KRAS development candidate, mRNA-5671. In September 2022, Merck exercised its option for PCVs, including mRNA-4157, pursuant to the terms of the PCV/SAV Agreement. In the fourth quarter of 2022, in accordance with the PCV/SAV Agreement, we granted a worldwide license to Merck for future development and commercialization, upon receipt of the participation payment of $250 million from Merck, and recognized collaboration revenue of $250 million. Under the PCV/SAV Agreement, we are principally responsible for providing manufacturing capacity and manufacturing PCVs for clinical trials and Merck is responsible for conducting the Phase 3 clinical trial for mRNA-4157. We and Merck will equally share the costs for the joint operations. A detailed joint development plan and budget are expected to be finalized in 2023. We concluded that the collaboration arrangement under the Merck Participation Term is within the scope of ASC808. Vertex – Strategic Alliance in Cystic Fibrosis 2016 Strategic Alliance in Cystic Fibrosis In July 2016, we entered into a Strategic Collaboration and License Agreement (Vertex Agreement), with Vertex Pharmaceuticals Incorporated, and Vertex Pharmaceuticals (Europe) Limited, together, Vertex. The Vertex Agreement, which was amended in July 2019 (2019 Vertex Amendment), is aimed at the discovery and development of potential mRNA medicines for the treatment of cystic fibrosis (CF) by enabling cells in the lungs of people with CF to produce functional cystic fibrosis transmembrane conductance regulator (CFTR) proteins. Pursuant to the Vertex Agreement, we lead discovery efforts during an initial research period, leveraging our platform technology and mRNA delivery expertise along with Vertex’s scientific experience in CF biology and the functional understanding of CFTR. Vertex is responsible for conducting development and commercialization activities for candidates and products that arise from the strategic alliance, including the costs associated with such activities. Subject to customary “back-up” supply rights granted to Vertex, we exclusively manufacture (or have manufactured) mRNA for preclinical, clinical and commercialization purposes. 2020 Strategic Alliance in Cystic Fibrosis In September 2020, we entered into a new Strategic Collaboration and License Agreement with Vertex (Vertex 2020 Agreement). The Vertex 2020 Agreement is aimed at the discovery and development of potential medicines to treat CF by delivering gene-editing therapies to lung cells to facilitate production of functional CFTR proteins. The three-year research period of the Vertex 2020 Agreement will initially focus on the identification and optimization of novel LNPs and mRNAs that can deliver gene-editing therapies to cells in the lungs. Following the initial three-year period, Vertex is responsible for conducting development and commercialization activities for candidates and products that arise from the strategic alliance, including the costs associated with such activities. Vertex is also obligated to pay us for research services in connection with our performance of certain activities in accordance with a jointly agreed research plan. Subject to customary “back-up” supply rights granted to Vertex, under the agreement, we are the exclusive manufacturer of related mRNA and LNPs for preclinical, clinical, and commercialization purposes. The following table summarizes our total consolidated net revenue from our strategic collaborators for the periods presented (in millions): Years Ended December 31, Collaboration Revenue by Strategic Collaborator: 2022 2021 2020 Merck $ 309 $ 23 $ 26 AstraZeneca 80 7 33 Vertex 48 26 15 Other 3 5 — Total collaboration revenue $ 440 $ 61 $ 74 The following table presents changes in the balances of our receivables and contract liabilities related to our strategic collaboration agreements during the year ended December 31, 2022 (in millions): December 31, 2021 Additions Deductions December 31, 2022 Contract Assets: Accounts receivable $ 9 $ 318 $ (310) $ 17 Contract Liabilities: Deferred revenue $ 204 $ 16 $ (139) $ 81 As of December 31, 2022, the aggregated amount of the transaction price allocated to performance obligations under our collaboration agreements that are unsatisfied or partially unsatisfied was $89 million. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Financial Instruments and Fair Value Measurements | Financial Instruments and Fair Value Measurements Cash and Cash Equivalents and Investments The following tables summarize our cash and available-for-sale securities by significant investment category at December 31, 2022 and 2021 (in millions): December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities Non- Current Marketable Securities Cash and cash equivalents $ 3,205 $ — $ — $ 3,205 $ 3,205 $ — $ — Available-for-sale: Certificates of deposit 188 — — 188 — 188 — U.S. treasury bills 767 — — 767 — 767 — U.S. treasury notes 7,781 — (229) 7,552 — 4,182 3,370 Corporate debt securities 6,595 — (226) 6,369 — 1,560 4,809 Government debt securities 148 — (9) 139 — — 139 Total $ 18,684 $ — $ (464) $ 18,220 $ 3,205 $ 6,697 $ 8,318 December 31, 2021 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities Non- Current Marketable Securities Cash and cash equivalents $ 6,848 $ — $ — $ 6,848 $ 6,848 $ — $ — Available-for-sale: Certificates of deposit 80 — — 80 — 80 — U.S. treasury bills 479 — — 479 — 479 — U.S. treasury notes 6,595 — (31) 6,564 — 1,984 4,580 Corporate debt securities 3,508 — (20) 3,488 — 1,323 2,165 Government debt securities 112 — (1) 111 — 13 98 Total $ 17,622 $ — $ (52) $ 17,570 $ 6,848 $ 3,879 $ 6,843 The amortized cost and estimated fair value of available-for-sale securities, by contractual maturity at December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 Amortized Cost Estimated Fair Value Due in one year or less $ 6,792 $ 6,697 Due after one year through five years 8,687 8,318 Total $ 15,479 $ 15,015 December 31, 2021 Amortized Cost Estimated Fair Value Due in one year or less $ 3,882 $ 3,879 Due after one year through five years 6,892 6,843 Total $ 10,774 $ 10,722 In accordance with our investment policy, we place investments in investment grade securities with high credit quality issuers, and generally limit the amount of credit exposure to any one issuer. We evaluate securities for impairment at the end of each reporting period. We did not record any impairment charges related to our available-for-sale securities during the years ended December 31, 2022, 2021, and 2020. We did not recognize any credit-related allowance to available-for-sale securities as of December 31, 2022 and 2021. The following table summarizes the amount of gross unrealized losses and the estimated fair value for our available-for-sale securities in an unrealized loss position by length of time the securities have been in an unrealized loss position at December 31, 2022 and 2021 (in millions): Less than 12 Months 12 Months or More Total Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses Estimated Fair Value As of December 31, 2022: U.S. treasury bills $ — $ 128 $ — $ — $ — $ 128 U.S. treasury notes (101) 3,956 (128) 3,541 (229) 7,497 Corporate debt securities (138) 3,505 (88) 1,890 (226) 5,395 Government debt securities (2) 46 (7) 93 (9) 139 Total $ (241) $ 7,635 $ (223) $ 5,524 $ (464) $ 13,159 As of December 31, 2021: U.S. treasury securities $ — $ 329 $ — $ — $ — $ 329 U.S. treasury notes (31) 6,332 — — (31) 6,332 Corporate debt securities (20) 2,573 — 1 (20) 2,574 Government debt securities (1) 112 — — (1) 112 Total $ (52) $ 9,346 $ — $ 1 $ (52) $ 9,347 At December 31, 2022 and 2021, we held 582 and 384 available-for-sale securities, respectively, out of our total investment portfolio that were in a continuous unrealized loss position. We neither intend to sell these investments nor conclude that we are more-likely-than-not that we will have to sell them before recovery of their carrying values. We also believe that we will be able to collect both principal and interest amounts due to us at maturity. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following tables summarize our financial assets measured at fair value on a recurring basis as of December 31, 2022 and 2021 (in millions): Fair value at December 31, 2022 Fair Value Measurement Using Level 1 Level 2 Assets: Money market funds $ 1,079 $ 1,079 $ — Certificates of deposit 188 — 188 U.S. treasury bills 767 — 767 U.S. treasury notes 7,552 — 7,552 Corporate debt securities 6,369 — 6,369 Government debt securities 139 — 139 Derivative instruments ( Note 7 ) 6 — 6 Total $ 16,100 $ 1,079 $ 15,021 Liabilities: Derivative instruments ( Note 7 ) $ 32 $ — $ 32 Fair value at December 31, 2021 Fair Value Measurement Using Level 1 Level 2 Assets: Money market funds $ 2,329 $ 2,329 $ — Certificates of deposit 80 — 80 U.S. treasury bills 479 — 479 U.S. treasury notes 6,564 — 6,564 Corporate debt securities 3,488 — 3,488 Government debt securities 111 — 111 Derivative instruments ( Note 7 ) 21 — 21 Total $ 13,072 $ 2,329 $ 10,743 Liabilities: Derivative instruments ( Note 7 ) $ 7 $ — $ 7 During the years ended December 31, 2022 and 2021, we did not have non-financial assets or liabilities measured at fair value on a recurring basis. In addition, as of December 31, 2022, we had $42 million in equity investments without readily determinable fair values, which are recorded within other non-current assets in our consolidated balance sheets and excluded from the fair value measurement tables above. We did not have equity investments as of December 31, 2021. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments We transact business in various foreign currencies and have international sales and expenses denominated in foreign currencies. Therefore, we are exposed to certain risks arising from both our business operations and economic conditions. Our risk management strategy includes the use of derivative financial instruments to hedge: (1) forecasted product sales that are denominated in foreign currencies and (2) foreign currency exchange rate fluctuations on monetary assets or liabilities denominated in foreign currencies. We do not enter into derivative financial contracts for speculative or trading purposes. We do not believe that we are exposed to more than a nominal amount of credit risk in our foreign currency hedges, as counterparties are large, global and well-capitalized financial institutions. We classify cash flows from our derivative transactions as cash flows from operating activities in our consolidated statements of cash flows. Cash Flow Hedges We mitigate the foreign exchange risk arising from the fluctuations in foreign currency denominated product sales in Euro and Japanese Yen through a foreign currency cash flow hedging program, using forward contracts and foreign currency options that do not exceed 15 months in duration. We hedge these cash flow exposures to reduce the risk that our earnings and cash flows will be adversely affected by changes in exchange rates. To receive hedge accounting treatment, all hedging relationships are formally documented at the inception of the hedge, and the hedges must be highly effective in offsetting changes to future cash flows on hedged transactions. The derivative assets or liabilities associated with our hedging activities are recorded at fair value in prepaid expenses and other current assets or other current liabilities, respectively, in our consolidated balance sheets. The gains or losses resulting from changes in the fair value of these hedges are initially recorded as a component of AOCI in stockholders’ equity and subsequently reclassified to product sales in the period during which the hedged transaction affects earnings. In the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, within the defined hedge period, we reclassify the gains or losses on the related cash flow hedge from AOCI to other expense, net, in our consolidated statements of operations. We evaluate hedge effectiveness at the inception of the hedge prospectively, and on an on-going basis both retrospectively and prospectively. If we do not elect hedge accounting, or the contract does not qualify for hedge accounting treatment, the changes in fair value from period to period are recorded as a component of other expense, net, in our consolidated statements of operations. As of December 31, 2022, we had net deferred losses of $11 million on our foreign currency forward contracts included in AOCI that are expected to be recognized into product sales within the next 12 months. Balance Sheet Hedges We enter into foreign currency forward contracts to hedge fluctuations associated with foreign currency denominated monetary assets and liabilities, primarily cash, accounts receivable, accounts payable, and lease liabilities in Euro, Swiss Franc and Japanese Yen, that are not designated for hedge accounting treatment. Therefore, these forward contracts are accounted for as derivatives whereby the fair value of the contracts are reported as prepaid expenses and other current assets or other current liabilities in our consolidated balance sheets, and gains and losses resulting from changes in the fair value are recorded as a component of other expense, net, in our consolidated statements of operations. The gains and losses on these foreign currency forward contracts generally offset the gains and losses in the underlying foreign currency denominated assets and liabilities, which are also recorded to other expense, net, in our consolidated statements of operations. Total gross notional amount and fair value for foreign currency derivatives were as follows (in millions): December 31, 2022 Notional Amount Fair Value Asset (1) Liability (2) Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts $ 120 $ — $ 11 Derivatives not designated as hedging instruments: Foreign currency forward contracts 1,368 6 21 Total derivatives $ 1,488 $ 6 $ 32 December 31, 2021 Notional Amount Fair Value Asset (1) Liability (2) Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts $ 565 $ 20 $ — Derivatives not designated as hedging instruments Foreign currency forward contracts $ 1,370 $ 1 $ 7 Total $ 1,935 $ 21 $ 7 _________ (1) As presented in the consolidated balance sheets within prepaid expenses and other current assets. (2) As presented in the consolidated balance sheets within other current liabilities. Gains on our foreign currency derivatives, net of tax, recognized in our consolidated statements of comprehensive income (loss) for the years ended December 31, 2022 and 2021 were as follows (in millions): Years Ended December 31, 2022 2021 Derivatives in cash flow hedging relationships: Foreign currency forward contracts $ 130 $ 74 The effect of derivative instruments in our consolidated statements of operations for the years ended December 31, 2022 and 2021 was as follows (in millions): Statement of Operations Classification Year Ended December 31, 2022 Year Ended December 31, 2021 Derivatives in cash flow hedging relationships: Foreign currency forward contracts Net gains reclassified from AOCI into income Product sales $ 154 $ 58 Derivatives not designated as hedging instruments: Foreign currency forward contracts Net realized and unrealized gains (losses) Other expense, net $ 48 $ (8) There were immaterial hedging gains and losses for the year ended December 31, 2020. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, December 31, 2022 2021 Raw materials $ 575 $ 870 Work in progress 205 338 Finished goods 169 233 Total inventory $ 949 $ 1,441 Inventory, non-current (1) $ 910 $ — _______ (1) Consisted of raw materials with an anticipated consumption beyond one year. Inventory, non-current is included in other non-current assets in the consolidated balance sheets. Inventory write-downs as a result of excess, obsolescence, scrap or other reasons, and losses on firm purchase commitments are recorded as a component of cost of sales in our consolidated statements of operations. For the year ended December 31, 2022, inventory write-downs were $1.3 billion. Inventory write-downs were immaterial for the years ended December 31, 2021 and 2020. For the year ended December 31, 2022, losses on firm purchase commitments were $617 million. As of December 31, 2022, the accrued liability for loss on firm future purchase commitments in our consolidated balance sheets was $268 million. There were no such charges in 2021 or 2020, or accrued liabilities at December 31, 2021. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, net as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Land and land improvements $ 11 $ — Manufacturing and laboratory equipment 284 175 Leasehold improvements 460 313 Furniture and fixtures 21 11 Computer equipment and software 38 25 Construction in progress 281 212 Right-of-use asset, financing 1,581 857 2,676 1,593 Less: Accumulated depreciation (658) (352) Property, plant and equipment, net $ 2,018 $ 1,241 Depreciation and amortization expense for the years ended December 31, 2022, 2021, and 2020 was $348 million, $232 million, and $31 million, respectively. |
Other Balance Sheet Components
Other Balance Sheet Components | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Other Balance Sheet Components | Other Balance Sheet Components Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets, as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Down payments to manufacturing vendors $ 229 $ 118 Down payments for materials and supplies 219 287 Prepaid services 216 126 Prepaid income taxes 187 23 Value added tax receivable 140 70 Interest receivable 61 27 Tenant improvement allowance receivable 42 51 Convertible note receivable 36 — Other current assets 65 26 Prepaid expenses and other current assets $ 1,195 $ 728 Other Non-Current Assets Other non-current assets, as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Inventory, non-current (1) $ 910 $ — Other 78 46 Other non-current assets $ 988 $ 46 _______ (1) Consisted of raw materials with an anticipated consumption beyond one year. Accrued Liabilities Accrued liabilities, as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Manufacturing $ 400 $ 227 Clinical trials 319 283 Raw materials 316 260 Loss on future firm purchase commitments (1) 268 — Other external goods and services 264 79 Royalties 203 241 Compensation-related 190 126 Development operations 88 137 Other 53 119 Accrued liabilities $ 2,101 $ 1,472 ______ (1) Related to losses that are expected to arise from firm, non-cancellable, commitments for future raw material purchases ( Note 8 ). Other Current Liabilities Other current liabilities, as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Lease liabilities - financing ( Note 11 ) $ 161 $ 165 Lease liabilities - operating ( Note 11 ) 35 46 Other 53 14 Other current liabilities $ 249 $ 225 Deferred Revenue The following table summarizes the activities in deferred revenue during the year ended December 31, 2022 (in millions): December 31, 2021 Additions Deductions December 31, 2022 Product sales $ 6,658 $ 2,510 $ (6,542) $ 2,626 Grant revenue 6 — (2) 4 Collaboration revenue 204 16 (139) 81 Total deferred revenue $ 6,868 $ 2,526 $ (6,683) $ 2,711 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases We have entered into various long-term non-cancelable lease arrangements for our facilities and equipment expiring at various times through 2042. Certain of these arrangements have free rent periods or escalating rent payment provisions, which we recognize lease cost under such arrangements on a straight-line basis over the life of the leases. We have two campuses in Massachusetts, our Cambridge campus and our Moderna Technology Center (MTC), located in Norwood. We also lease other office and lab spaces globally for our business operations. Cambridge Campus We occupy a multi-building campus at Technology Square in Cambridge, Massachusetts with a mix of offices and research laboratory space totaling approximately 292,000 square feet. Our Cambridge campus leases have expiry ranges from 2024 to 2029. All our Cambridge leases are classified as operating leases. We are also investing in a new Moderna Science Center (MSC) in Cambridge, Massachusetts to create a purpose-built space to support our next chapter of discovery (see Note 12 ). As of December 31, 2022, we did not gain the control of the underlying leased asset at the MSC, and therefore we did not recognize the related right-of-use asset and lease liability on our consolidated balance sheets. In connection with our MSC investment, in September 2021, we entered into an amendment to our lease agreements to allow for an option for early termination of the leases, either in part or full. Notification of the intent to exercise the option must be provided by August 2023. We have not elected to exercise this option. Moderna Technology Center We have an industrial technology center in Norwood, Massachusetts, our Moderna Technology Center (MTC), which comprises three buildings, MTC South, MTC North, and MTC East, totaling approximately 686,000 square feet. Our MTC leases expire in 2042 and we have the option to extend the term for three extension periods of five years each. All our MTC leases are classified as finance leases. Embedded Leases We have entered into multiple contract manufacturing service agreements with third parties which contain embedded leases within the scope of ASC 842. As of December 31, 2022 and 2021, we had lease liabilities of $440 million and $166 million, respectively, related to the embedded leases. As of December 31, 2022 and December 31, 2021, we had right-of-use assets of $639 million and $173 million, respectively, related to the embedded leases. All our embedded leases are classified as finance leases. Operating and financing lease right-of-use assets and lease liabilities as of December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 2021 Assets: Right-of-use assets, operating, net (1) (2) $ 121 $ 142 Right-of-use assets, financing, net (3) (4) 1,150 665 Total $ 1,271 $ 807 Liabilities: Current: Operating lease liabilities (5) $ 35 $ 46 Financing lease liabilities (5) 161 165 Total current lease liabilities 196 211 Non-current: Operating lease liabilities, non-current 92 106 Financing lease liabilities, non-current 912 599 Total non-current lease liabilities 1,004 705 Total $ 1,200 $ 916 _______ (1) These assets are real estate related assets, which include land, office and laboratory spaces. (2) Net of accumulated amortization. (3) These assets are real estate assets related to the MTC leases as well as assets related to contract manufacturing service agreements. (4) Included in property, plant and equipment in the consolidated balance sheets, net of accumulated depreciation. (5) Included in other current liabilities in the consolidated balance sheets. The components of the lease costs were as follows for the periods presented (in millions): Years ended December 31, 2022 2021 2020 Operating lease costs $ 48 $ 24 $ 17 Financing lease costs: Amortization of right-of-use assets, financing leases 280 189 1 Interest expense for financing lease liabilities 29 17 10 Total financing lease costs $ 309 $ 206 $ 11 Short term lease costs $ — $ 49 $ 13 Variable lease costs $ 165 $ 100 $ 5 Supplemental cash flow information relating to our leases was as follows for the periods presented (in millions): December 31, 2022 2021 2020 Cash paid for amounts included in measurement of lease liabilities: Operating cash flows used in operating leases $ (57) $ (19) $ (15) Operating cash flows used in financing leases (25) (14) (9) Financing cash flows used in financing leases (184) (140) (8) Operating lease non-cash items: Changes in right-of-use assets related to lease modifications and reassessments $ — $ (7) $ 7 Right-of-use assets obtained in exchange for operating lease liabilities 20 72 17 Finance lease non-cash items: Changes in right-of-use assets related to lease modifications and reassessments $ — $ 674 $ 46 Right-of-use assets obtained in exchange for financing lease liabilities 777 126 — Changes in financing lease liabilities 4 3 1 Weighted average remaining lease terms and discount rates as of December 31, 2022 and 2021 were as follows: December 31, 2022 2021 Remaining lease term: Operating leases 6 years 5 years Finance leases 22 years 28 years Discount rate: Operating leases 7.5 % 6.8 % Finance leases 3.6 % 3.1 % Future minimum lease payments under non-cancelable lease agreements as of December 31, 2022, were as follows (in millions): Fiscal Year Operating Leases Financing Leases (1) 2023 $ 43 $ 195 2024 22 126 2025 19 127 2026 18 106 2027 18 23 Thereafter 42 1,088 Total minimum lease payments 162 1,665 Less amounts representing interest (35) (592) Present value of lease liabilities $ 127 $ 1,073 ______ (1) Include certain optional lease term extensions, predominantly related to the MTC leases, which represent a total of $662 million of undiscounted future lease payments. |
Leases | Leases We have entered into various long-term non-cancelable lease arrangements for our facilities and equipment expiring at various times through 2042. Certain of these arrangements have free rent periods or escalating rent payment provisions, which we recognize lease cost under such arrangements on a straight-line basis over the life of the leases. We have two campuses in Massachusetts, our Cambridge campus and our Moderna Technology Center (MTC), located in Norwood. We also lease other office and lab spaces globally for our business operations. Cambridge Campus We occupy a multi-building campus at Technology Square in Cambridge, Massachusetts with a mix of offices and research laboratory space totaling approximately 292,000 square feet. Our Cambridge campus leases have expiry ranges from 2024 to 2029. All our Cambridge leases are classified as operating leases. We are also investing in a new Moderna Science Center (MSC) in Cambridge, Massachusetts to create a purpose-built space to support our next chapter of discovery (see Note 12 ). As of December 31, 2022, we did not gain the control of the underlying leased asset at the MSC, and therefore we did not recognize the related right-of-use asset and lease liability on our consolidated balance sheets. In connection with our MSC investment, in September 2021, we entered into an amendment to our lease agreements to allow for an option for early termination of the leases, either in part or full. Notification of the intent to exercise the option must be provided by August 2023. We have not elected to exercise this option. Moderna Technology Center We have an industrial technology center in Norwood, Massachusetts, our Moderna Technology Center (MTC), which comprises three buildings, MTC South, MTC North, and MTC East, totaling approximately 686,000 square feet. Our MTC leases expire in 2042 and we have the option to extend the term for three extension periods of five years each. All our MTC leases are classified as finance leases. Embedded Leases We have entered into multiple contract manufacturing service agreements with third parties which contain embedded leases within the scope of ASC 842. As of December 31, 2022 and 2021, we had lease liabilities of $440 million and $166 million, respectively, related to the embedded leases. As of December 31, 2022 and December 31, 2021, we had right-of-use assets of $639 million and $173 million, respectively, related to the embedded leases. All our embedded leases are classified as finance leases. Operating and financing lease right-of-use assets and lease liabilities as of December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 2021 Assets: Right-of-use assets, operating, net (1) (2) $ 121 $ 142 Right-of-use assets, financing, net (3) (4) 1,150 665 Total $ 1,271 $ 807 Liabilities: Current: Operating lease liabilities (5) $ 35 $ 46 Financing lease liabilities (5) 161 165 Total current lease liabilities 196 211 Non-current: Operating lease liabilities, non-current 92 106 Financing lease liabilities, non-current 912 599 Total non-current lease liabilities 1,004 705 Total $ 1,200 $ 916 _______ (1) These assets are real estate related assets, which include land, office and laboratory spaces. (2) Net of accumulated amortization. (3) These assets are real estate assets related to the MTC leases as well as assets related to contract manufacturing service agreements. (4) Included in property, plant and equipment in the consolidated balance sheets, net of accumulated depreciation. (5) Included in other current liabilities in the consolidated balance sheets. The components of the lease costs were as follows for the periods presented (in millions): Years ended December 31, 2022 2021 2020 Operating lease costs $ 48 $ 24 $ 17 Financing lease costs: Amortization of right-of-use assets, financing leases 280 189 1 Interest expense for financing lease liabilities 29 17 10 Total financing lease costs $ 309 $ 206 $ 11 Short term lease costs $ — $ 49 $ 13 Variable lease costs $ 165 $ 100 $ 5 Supplemental cash flow information relating to our leases was as follows for the periods presented (in millions): December 31, 2022 2021 2020 Cash paid for amounts included in measurement of lease liabilities: Operating cash flows used in operating leases $ (57) $ (19) $ (15) Operating cash flows used in financing leases (25) (14) (9) Financing cash flows used in financing leases (184) (140) (8) Operating lease non-cash items: Changes in right-of-use assets related to lease modifications and reassessments $ — $ (7) $ 7 Right-of-use assets obtained in exchange for operating lease liabilities 20 72 17 Finance lease non-cash items: Changes in right-of-use assets related to lease modifications and reassessments $ — $ 674 $ 46 Right-of-use assets obtained in exchange for financing lease liabilities 777 126 — Changes in financing lease liabilities 4 3 1 Weighted average remaining lease terms and discount rates as of December 31, 2022 and 2021 were as follows: December 31, 2022 2021 Remaining lease term: Operating leases 6 years 5 years Finance leases 22 years 28 years Discount rate: Operating leases 7.5 % 6.8 % Finance leases 3.6 % 3.1 % Future minimum lease payments under non-cancelable lease agreements as of December 31, 2022, were as follows (in millions): Fiscal Year Operating Leases Financing Leases (1) 2023 $ 43 $ 195 2024 22 126 2025 19 127 2026 18 106 2027 18 23 Thereafter 42 1,088 Total minimum lease payments 162 1,665 Less amounts representing interest (35) (592) Present value of lease liabilities $ 127 $ 1,073 ______ (1) Include certain optional lease term extensions, predominantly related to the MTC leases, which represent a total of $662 million of undiscounted future lease payments. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings We are involved in various claims and legal proceedings of a nature considered ordinary course in our business. The outcome of any such proceedings, regardless of the merits, is inherently uncertain; therefore, assessing the likelihood of loss and any estimated damages is difficult and subject to considerable judgment. We are not currently a party to any legal proceedings for which a material loss is probable, or for which a loss is reasonably estimable at this time. Indemnification Obligations As permitted under Delaware law, we indemnify our officers, directors, and employees for certain events, occurrences while the officer, or director is, or was, serving at our request in such capacity. The term of the indemnification is for the officer’s or director’s lifetime. We have standard indemnification arrangements in our leases for laboratory and office space that require us to indemnify the landlord against any liability for injury, loss, accident, or damage from any claims, actions, proceedings, or costs resulting from certain acts, breaches, violations, or non-performance under our leases. We enter into indemnification provisions under our agreements with counterparties in the ordinary course of business, typically with business partners, contractors, clinical sites and customers. Under these provisions, we generally indemnify and hold harmless the indemnified party for losses suffered or incurred by the indemnified party as a result of our activities. These indemnification provisions generally survive termination of the underlying agreement. The maximum potential amount of future payments we could be required to make under these indemnification provisions is unlimited. Through December 31, 2022 and 2021, we had not experienced any significant losses related to these indemnification obligations, and no material claims were outstanding. We do not expect significant claims related to these indemnification obligations and, consequently, concluded that the fair value of these obligations is negligible, and no related reserves were established. Purchase Commitments and Purchase Orders We enter into agreements in the normal course of business with vendors and contract manufacturing organizations (CMOs) for raw materials and manufacturing services and with vendors for preclinical research studies, clinical trials and other goods or services. As of December 31, 2022, we had $2.1 billion of non-cancelable purchase commitments related to raw materials and manufacturing agreements, which are expected to be paid through 2026. As of December 31, 2022, $268 million of the purchase commitments related to raw materials was recorded as an accrued liability for loss on future firm purchase commitments. As of December 31, 2022, we had $177 million of non-cancelable purchase commitments related to clinical services and other goods and services which are expected to be paid through 2027. These amounts represent our minimum contractual obligations, including termination fees. In addition to purchase commitments, we have agreements with third parties for various services, including services related to clinical operations and support and contract manufacturing, for which we are not contractually able to terminate for convenience and avoid any and all future obligations to the vendors. Certain agreements provide for termination rights subject to termination fees or wind down costs. Under such agreements, we are contractually obligated to make certain payments to vendors, mainly, to reimburse them for their unrecoverable outlays incurred prior to cancellation. At December 31, 2022, we had cancelable open purchase orders of $2.5 billion in total under such agreements for our significant clinical operations and support and contract manufacturing. These amounts represent only our estimate of those items for which we had a contractual commitment to pay at December 31, 2022, assuming we would not cancel these agreements. The actual amounts we pay in the future to the vendors under such agreements may differ from the purchase order amounts. Licenses to Patented Technology In 2017, we entered into sublicense agreements with Cellscript, LLC and its affiliate, mRNA RiboTherapeutics, Inc. to sublicense certain patent rights. Pursuant to each agreement, we are required to pay certain license fees, annual maintenance fees, minimum royalties on future net sales and milestone payments contingent on achievement of certain development, regulatory and commercial milestones for specified products, on a product-by-product basis. Commercial milestone payments and royalties based on annual net sales of licensed products for therapeutic and prophylactic products are accounted for as additional expense of the related product sales in the period in which the corresponding sales occur. In 2022, 2021, and 2020 we recognized $635 million, $641 million, and $7 million, respectively, of royalties and commercial milestone payments associated with our product sales, which was recorded to cost of sales in our consolidated statements of operations. In December 2022, we entered into a non-exclusive patent license agreement with the National Institute of Allergy and Infectious Diseases (NIAID), an Institute or Center of the National Institutes of Health (NIH) to license certain patent rights concerning stabilizing prefusion coronavirus spike proteins and the resulting stabilized proteins for use in COVID-19 vaccine products. Pursuant to the agreement, we have agreed to pay low single-digit royalties on future net sales, a minimum annual royalty payment, and certain contingent development, regulatory and commercial milestone payments on a licensed product-by-licensed product basis. In addition, in December 2022, we made a catch-up royalty payment of $400 million to NIAID, which was recorded to cost of sales in our consolidated statements of operations. Additionally, we have other in-license agreements with third parties which require us to make future development, regulatory and commercial milestone payments for specified products associated with the agreements. The achievement of these milestones was not deemed probable as of December 31, 2022. Moderna Science Center In September 2021, we announced an investment in the development of the MSC in Cambridge, Massachusetts. The MSC is expected to integrate scientific and non-scientific spaces, including our principal executive offices, and is built to support our growth as we continue to advance our pipeline of mRNA medicines. In relation to the investment, we entered into a lease agreement for approximately 462,000 square feet and are currently undergoing an approximately two-year building project. Following completion of the building project, the lease term is 15 years, subject to our right to extend the lease for up to two additional seven-year terms. Pursuant to this lease agreement, we are committed to approximately $1.0 billion non-cancellable rent payments for the initial lease term. We expect to begin a phased move-in process in the fourth quarter of 2023. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity On February 14, 2020, we sold 26,315,790 shares of common stock at a price of $19.00 per share through a public equity offering. The aggregate net proceeds from the offering were $478 million, net of underwriting discounts, commissions and offering expenses. In addition, the underwriters exercised their options to purchase an additional 3,947,368 shares of common stock at the public offering price less underwriting discounts, resulting in additional net proceeds of $72 million. On May 21, 2020, we sold 17,600,000 shares of common stock at a price of $76.00 per share through a public equity offering. The aggregate net proceeds from the offering were $1.3 billion, net of underwriting discounts, commissions and offering expenses. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Equity Plans In connection with our initial public offering (IPO), we adopted the 2018 Stock Option and Incentive Plan (the 2018 Equity Plan) in November 2018. The 2018 Equity Plan became effective on the date immediately prior to the effective date of the IPO and replaced our 2016 Stock Option and Incentive Plan (the 2016 Equity Plan). The 2018 Equity Plan provides flexibility to our compensation committee to use various equity-based incentive awards as compensation tools to motivate our workforce. The shares of common stock underlying any awards that are forfeited, canceled, held back upon exercise or settlement of an award to satisfy the exercise price or tax withholding, reacquired by us prior to vesting, satisfied without any issuance of stock, expire or are otherwise terminated (other than by exercise) under the 2018 Equity Plan and the 2016 Equity Plan will be added back to the shares of common stock available for issuance under the 2018 Equity Plan. The Board of Directors may grant to employees, nonemployee directors, consultants and independent advisors equity-based awards during their period of service, generally in the form of stock options, restricted stock units, and performance stock units. The terms and conditions of stock-based awards are defined at the sole discretion of our Board of Directors. We issue service-based awards, vesting over a defined period of service, and performance-based awards, vesting upon achievement of defined conditions. Service based awards generally vest over a four-year period, with the first 25% of such awards vesting following twelve months of continued employment or service. The remaining awards vests in twelve quarterly installments over the following twelve quarters. Stock options granted under the 2018 Equity Plan and the 2016 Equity Plan expire ten years from the date of grant and the exercise price must be at least equal to the fair market value of common stock on the grant date. As of December 31, 2022, we had a total of 51 million shares reserved for future issuance under our Equity Plans, of which 28 million shares were reserved for equity awards previously granted, and 23 million shares were available for future grants under the 2018 Equity Plan. No additional awards will be granted under the 2016 Equity Plan as it was replaced by the 2018 Equity Plan. Options We have granted options generally through the 2018 Equity Plan and 2016 Equity Plan. The following table summarizes our option activity during the year ended December 31, 2022: Number of Weighted Average Exercise Price per Share Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value (1) (in millions) Outstanding at December 31, 2021 27.41 $ 27.08 5.8 years $ 6,247 Granted 2.69 150.05 Exercised (4.78) 10.51 Canceled/forfeited (0.39) 109.93 Outstanding at December 31, 2022 24.93 42.23 5.7 years 3,478 Exercisable at December 31, 2022 16.91 22.12 4.8 years 2,677 Expected to vest at December 31, 2022 8.02 84.57 7.4 years 800 _______ (1) Aggregate intrinsic value is calculated as the difference between the exercise price of the underlying options and the fair value of common stock for those options in the money as of December 31, 2022. The total intrinsic value of options exercised was $714 million, $1.6 billion, and $786 million for the years ended December 31, 2022, 2021, and 2020, respectively. The aggregate intrinsic value represents the difference between the exercise price and the selling price received by option holders upon the exercise of stock options during the period. The excess tax benefits realized from tax deductions from option exercises were $144 million and $325 million during the years ended December 31, 2022 and 2021, respectively. For the year ended December 31, 2020, there were no excess tax benefits realized from tax deductions from option exercises due to cumulative losses and valuation allowances. The total consideration recorded as a result of stock option exercises was approximately $50 million, $112 million, and $179 million for the years ended December 31, 2022, 2021, and 2020. Restricted Common Stock Units (RSUs) and Performance Stock Units (PSUs) We have granted RSUs and PSUs generally through the 2018 Equity Plan. The following table summarizes our RSU and PSU activity during the year ended December 31, 2022: Number of Units Weighted Average Grant Date Fair Value per Unit Outstanding, non-vested at December 31, 2021 2.14 $ 88.55 Issued 1.83 149.82 Vested (0.82) 66.56 Canceled/forfeited (0.25) 102.66 Outstanding, non-vested at December 31, 2022 2.90 132.25 The total grant date fair value of RSUs and PSUs vested during the years ended December 31, 2022, 2021, and 2020, was $55 million, $18 million, and $5 million, respectively. The total intrinsic value of RSUs and PSUs vested during the years ended December 31, 2022, 2021, and 2020, was $125 million, $141 million and $14 million, respectively. During 2022 and 2021, we granted an immaterial amount of PSUs, respectively, primarily to certain senior executives with vesting that is contingent upon the achievement of specified preestablished goals over the performance period, generally three years. The actual number of common shares ultimately issued is calculated by multiplying the number of PSUs by a payout percentage ranging from 0% to 200%. The estimated fair value of PSUs is based on the grant date fair value. 2018 Employee Stock Purchase Plan In November 2018, we adopted the 2018 Employee Stock Purchase Plan (ESPP). We make one or more offerings, consisting of one or more purchase periods, each year to our eligible employees to purchase shares under the ESPP. Offerings usually begin every six months and continue for six-month periods, referred to as offering periods. The purchase price at which shares are sold under the ESPP equals to 85% of the lower of the fair market value of the shares on the first business day of the offering period or the last business day of the purchase period. Employees are generally eligible to participate through payroll deductions of between 1% to 50% of their compensation and may not purchase more than 3,000 shares of common stock during each purchase period or $25,000 worth of shares of common stock in any calendar year. There were 123,308, 81,423, and 251,752 shares of common stock sold at a weighted average price of $122.83, $145.90, and $27.97 per share under the ESPP during the years ended December 31, 2022, 2021, and 2020, respectively. As of December 31, 2022, 3 million shares were available for future issuance under the ESPP. Valuation and Stock-Based Compensation Expense Stock-based compensation for options granted under our Equity Plans and share purchases under our ESPP is determined using the Black-Scholes option pricing model. The weighted-average assumptions used to estimate the fair value of options granted and ESPP for the years ended December 31, 2022, 2021, and 2020 were as follows: Weighted Average Years Ended December 31, 2022 2021 2020 Options: Risk-free interest rate 2.46 % 0.84 % 0.83 % Expected term 6.13 years 6.10 years 6.11 years Expected volatility 50 % 46 % 58 % Expected dividends — % — % — % Weighted average fair value per share $ 76.02 $ 91.84 $ 19.30 ESPP: Risk-free interest rate 3.56 % 0.08 % 0.14 % Expected term 0.50 years 0.50 years 0.50 years Expected volatility 51 % 34 % 54 % Expected dividends — % — % — % Weighted average fair value per share $ 50.18 $ 64.25 $ 32.18 Stock-Based Compensation Expense The following table presents the components and classification of stock-based compensation expense for the years ended December 31, 2022, 2021, and 2020 (in millions): Years Ended December 31, 2022 2021 2020 Options $ 123 $ 96 $ 78 RSUs and PSUs 97 42 12 ESPP 6 4 3 Total $ 226 $ 142 $ 93 Cost of sales $ 45 $ 22 $ — Research and development 93 68 56 Selling, general and administrative 88 52 37 Total $ 226 $ 142 $ 93 For the years ended December 31, 2022, 2021, and 2020, we recognized stock-based compensation expense of $18 million, $16 million, and $10 million, respectively, related to performance-based awards, including awards with vesting or commencement contingent upon our IPO. Stock-based compensation expenses related to non-employee awards were immaterial for the years ended December 31, 2022, 2021, and 2020. As of December 31, 2022, there were $571 million of total unrecognized compensation cost related to non-vested stock-based compensation with respect to options, RSUs and PSUs granted. That cost is expected to be recognized over a weighted-average period of 2.9 years at December 31, 2022. Share Repurchase Programs On August 2, 2021, our Board of Directors authorized a Share Repurchase Program (2021 Repurchase Program) of our common stock, with an expiration date no later than August 2, 2023. Pursuant to the 2021 Repurchase Program, we were authorized to repurchase up to $1.0 billion of our outstanding common stock. By the end of January 2022, we had repurchased the entire $1.0 billion of common stock that was authorized under the 2021 Repurchase Program. On February 22, 2022, our Board of Directors authorized an additional share repurchase program of our common stock, with no expiration date, for up to $3.0 billion. On August 1, 2022, our Board of Directors authorized an increase of $3.0 billion under the repurchase program for our common stock, with no expiration date (collectively with the February 22, 2022 authorization, the 2022 Repurchase Programs). The timing and actual number of shares repurchased under the 2022 Repurchase Programs will depend on a variety of factors, including price, general business and market conditions, and other investment opportunities, and shares may be repurchased through open market purchases through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The following table summarizes activity related to our share repurchase programs (in millions, except per share data): Years Ended December 31, 2022 2021 Number of shares repurchased 23 3 Average price per share (1) $ 142.83 $ 245.76 Aggregate purchase price $ 3,329 $ 857 Remaining authorization at end of period $ 2,814 $ 143 _______ (1) Average price paid per share includes related expenses. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2022 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit Plans We provide a retirement savings option to our eligible U.S. employees through the Moderna, Inc. 401(k) Plan (the 401(k) Plan), subject to certain limitations. As allowed under Section 401(k) of the Internal Revenue Code, the 401(k) Plan allows tax deferred salary deductions for eligible employees. We match 100% of the first 3%, and 50% of the next 3% contributed by a participant. All matching contributions are immediately vested. Total matching contributions to the 401(k) Plan were $20 million, $10 million, and $5 million for the years ended December 31, 2022, 2021, and 2020, respectively. We maintain various defined benefit plans to provide termination and postretirement benefits to certain eligible employees outside of the U.S. The unfunded benefit plan obligations were $8 million and $9 million as of December 31, 2022 and 2021, respectively, which were recognized in other long-term liabilities in our consolidated balance sheets. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income (loss) before income taxes for the years ended December 31, 2022, 2021, and 2020 consisted of the following (in millions): Years Ended December 31, 2022 2021 2020 United States $ 9,433 $ 13,108 $ (745) Foreign 142 177 1 Income (loss) before income taxes $ 9,575 $ 13,285 $ (744) The provision for income taxes for the years ended December 31, 2022, 2021, and 2020 consisted of the following components (in millions): Years Ended December 31, 2022 2021 2020 Current: Federal $ 1,687 $ 1,304 $ — State 47 35 — Foreign 57 40 3 Total current $ 1,791 $ 1,379 $ 3 Deferred: Federal $ (569) $ (288) $ — State (7) (6) — Foreign (2) (2) — Total deferred (578) (296) — Total provision for income taxes $ 1,213 $ 1,083 $ 3 The reconciliation of the federal statutory income tax rate to our effective tax rate for the years ended December 31, 2022, 2021, and 2020 was as follows: Years Ended December 31, 2022 2021 2020 Federal statutory tax rate 21.0 % 21.0 % 21.0 % Change in valuation allowance — % (5.4) % (47.4) % Foreign-derived intangible income (7.4) % (4.8) % — % Stock-based compensation windfall (1.6) % (2.6) % 19.8 % Federal research and development credits (0.5) % (0.7) % 3.8 % State taxes, net of federal benefits 0.4 % 0.5 % 3.6 % Non-deductible items — % — % (0.8) % Other 0.8 % 0.1 % (0.3) % Effective tax rate 12.7 % 8.1 % (0.3) % Our effective tax rate for the year ended December 31, 2022 was 12.7% and was lower than the federal statutory tax rate, primarily due to the tax benefit of the foreign-derived intangible income deduction (FDII) and excess tax benefit related to stock-based compensation. Our effective tax rate for the year ended December 31, 2021 was lower than the federal statutory tax rate primarily due to the tax benefits related to the release of the valuation allowance on most of our deferred tax assets, FDII and stock-based compensation. Our effective tax rate for the year ended December 31, 2020 was lower than the federal statutory tax rate primarily due to the valuation allowance on our deferred tax assets. As of January 1, 2022, pursuant to the Tax Cuts and Jobs Act of 2017 ("TCJA"), research and development costs in the current period are required to be amortized over five or fifteen years, depending on where the research is conducted. The new capitalization requirement significantly increased our deferred tax assets and cash tax liabilities, but also decreased our effective tax rate by increasing the foreign-derived intangible income deduction. The President signed into law the Inflation Reduction Act (the “IRA”) on August 16, 2022. The Act includes a new 15% corporate minimum tax and a 1% excise tax on the value of corporate stock repurchases, net of new share issuances, after December 31, 2022. We do not expect these provisions to have a material impact on our consolidated financial position; however, we will continue to evaluate their impact as further information becomes available. Deferred income taxes reflect the tax effect of temporary differences between the carrying amount of assets and liabilities for financial reporting and the amounts used for income tax purposes, tax credit carryforwards and the tax effect of net operating loss carryforwards. Significant components of our deferred tax assets and tax liabilities as of December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 59 $ 69 Stock-based compensation 68 44 Capitalized licenses, research and development and start-up costs 704 204 Tax credit carryforwards 97 80 Deferred revenue 16 43 Operating lease liabilities 26 32 Financing lease liabilities 135 136 Other comprehensive income 106 — Inventory reserve and capitalization 86 — Other 69 67 Total deferred tax assets 1,366 675 Less: valuation allowance (155) (149) Net deferred tax assets $ 1,211 $ 526 Deferred tax liabilities: Right-of-use assets, financing $ (117) $ (119) Right-of-use assets, operating (26) (31) Property, plant and equipment (85) (49) Other (1) (1) Total deferred tax liabilities (229) (200) Net deferred tax assets $ 982 $ 326 On a quarterly basis, we reassess the valuation allowance on our deferred tax assets, weighing positive and negative evidence to assess the realizability of the deferred tax assets. In the first quarter of 2021, we reassessed the valuation allowance noting the increase in positive evidence, including significant revenue growth, expectations regarding future profitability, and successful supply chain and manufacturing capabilities to meet global product demand. After assessing both the positive evidence and negative evidence, we determined it was more likely than not that we will realize the majority of our deferred tax assets, and we released the valuation allowance on the majority of our deferred tax assets, accordingly. We continue to maintain a valuation allowance on certain state deferred tax assets. The valuation allowance increased by $6 million in the year ended December 31, 2022, primarily due to generation of state net operating losses and credits. The table below summarizes changes in the valuation allowance for deferred tax assets for the periods presented (in millions ): Years Ended December 31, 2022 2021 2020 Valuation allowance at beginning of the period $ 149 $ 823 $ 471 Decreases recorded as benefit to income tax provision (12) (722) — Increases to valuation allowance 18 48 352 Valuation allowance at December 31 $ 155 $ 149 $ 823 At December 31, 2022, we had $828 million of state net operating loss carryforwards, which begin to expire in 2032. At December 31, 2022, we also had state research and development tax credit carryforwards of $122 million, the majority of which will begin to expire in 2030. We recognize, in our financial statements, the effect of a tax position when it is more likely than not, based on the technical merits, that the position will be sustained upon examination. A reconciliation of the beginning and ending amounts of unrecognized tax benefits during the years ended December 31, 2022, 2021, and 2020 were as follows (in millions): Years Ended December 31, 2022 2021 2020 Unrecognized tax benefits at beginning of the period $ 68 $ — $ — Decrease due to prior positions: Tax positions for prior years (1) — — Increase due to current year tax positions: Additions based on tax positions for current year 57 54 — Additions based on tax positions for prior years 4 14 — Unrecognized tax benefits at end of the period $ 128 $ 68 $ — As of December 31, 2022, we had $128 million of net unrecognized tax benefits, which would affect our tax rate if recognized. Unrecognized tax benefits may change during the next twelve months for items that arise in the ordinary course of business. We do not anticipate a material change to our unrecognized tax benefits over the next twelve months that would have an adverse effect on our consolidated operating results. We recognize interest and penalties, if applicable, related to uncertain tax positions as a component of income tax expense. We file U.S. federal income tax returns and income tax returns in various state, local and foreign jurisdictions. All tax years since our date of incorporation remain open to examination by the major taxing jurisdictions, as carryforward attributes generated in past years may be adjusted upon examination by the Internal Revenue Service or the state authorities. There are no open tax examinations at this time. |
Earnings (Loss) per Share
Earnings (Loss) per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) per Share | Earnings (Loss) per Share The computation of basic earnings (loss) per share (EPS) is based on the weighted-average number of our common shares outstanding. The computation of diluted EPS is based on the weighted-average number of our common shares outstanding and potential dilutive common shares outstanding during the period as determined by using the treasury stock method. Basic and diluted EPS for the years ended December 31, 2022, 2021 and 2020 were calculated as follows (in millions, except per share data): Years Ended December 31, 2022 2021 2020 Numerator: Net income (loss) $ 8,362 $ 12,202 $ (747) Denominator: Basic weighted-average common shares outstanding 394 403 381 Effect of dilutive securities 22 28 — Diluted weighted-average common shares outstanding 416 431 381 Basic EPS $ 21.26 $ 30.31 $ (1.96) Diluted EPS $ 20.12 $ 28.29 $ (1.96) The following common stock equivalents, presented based on amounts outstanding as of December 31, 2022, 2021 and 2020, were excluded from the calculation of diluted net income (loss) per share attributable to common stockholders for the periods indicated because their inclusion would have been anti-dilutive (in millions): December 31, 2022 2021 2020 Options 3 1 34 RSUs and PSUs — — 2 Total 3 1 36 |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Geographic Information | Product Sales Product sales are primarily associated with our COVID-19 vaccine supply agreements with the U.S. Government, other international governments and organizations. Product sales by customer geographic location were as follows for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 United States $ 4,405 $ 5,393 $ 194 Europe 6,732 6,834 — Rest of world (1) 7,298 5,448 6 Total $ 18,435 $ 17,675 $ 200 _______ (1) Includes product sales recognized under the agreement with Gavi (on behalf of the COVAX Facility), which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. As of December 31, 2022, our COVID-19 vaccine (marketed under the brand name Spikevax) and Omicron-targeting bivalent boosters (mRNA-1273.214 and mRNA-1273.222) were our only commercial products authorized for use. As of December 31, 2021 and 2020, our COVID-19 vaccine was our only commercial product authorized for use. As of December 31, 2022 and 2021, we had deferred revenue of $2.6 billion and $6.7 billion, respectively, related to customer deposits. We expect $2.0 billion of our deferred revenue related to customer deposits as of December 31, 2022 to be realized in less than one year. Timing of product manufacturing, delivery and receipt of marketing approval will determine the period in which product sales is recognized. In September 2020, we entered into an agreement with the DARPA for an award of up to $56 million to fund development of a mobile manufacturing prototype leveraging our existing manufacturing technology that is capable of rapidly producing vaccines and therapeutics. As of December 31, 2022, the committed funding, net of revenue earned was $6 million. An additional $24 million of funding will be available if DARPA exercises additional contract options. In April 2020, we entered into an agreement with BARDA for an award of up to $483 million to accelerate development of mRNA-1273, our original vaccine candidate against COVID-19. The agreement was amended in both 2020 and 2021 to provide for additional commitments to support various late-stage clinical development efforts of mRNA-1273, including a 30,000 participant Phase 3 study, pediatric clinical trials and pharmacovigilance studies. In March 2022, we entered into a further amendment to the BARDA agreement, increasing the amount of potential reimbursements by $308 million, in connection with costs associated with the clinical development for the adolescent and pediatric studies and the Phase 3 pivotal study. The maximum award from BARDA, inclusive of the 2020, 2021 and 2022 amendments, was $1.7 billion. All contract options have been exercised. As of December 31, 2022, the remaining available funding, net of revenue earned was $137 million. In September 2016, we received from BARDA an award of up to $126 million, subsequently adjusted to $117 million in 2021, to help fund our Zika vaccine program. In September 2022, the performance period of the grant expired, and BARDA was released of the obligation to fund the remaining $36 million of the award. In January 2016, we entered a global health project framework agreement with the Gates Foundation to advance mRNA development projects for various infectious diseases, including human immunodeficiency virus (HIV). As of December 31, 2022, the available funding, net of revenue earned was $6 million, with up to an additional $80 million available if additional follow-on projects are approved. The following table summarizes grant revenue for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 BARDA $ 372 $ 713 $ 522 Other grant revenue 16 22 7 Total grant revenue $ 388 $ 735 $ 529 Geographic Revenue We operate in one reporting segment that primarily focuses on the discovery, development and commercialization of mRNA medicines. Our chief executive officer manages our operations and evaluates our financial performance on a consolidated basis. Most of our principal operations, other than manufacturing, and our decision-making functions are located at our corporate headquarters in the United States. Total revenue by geographic area of our customers and collaboration partners was as follows (in millions): Years Ended December 31, 2022 2021 2020 United States $ 5,150 $ 6,177 $ 764 Europe 6,815 6,846 33 Rest of world (1) 7,298 5,448 6 Total $ 19,263 $ 18,471 $ 803 _______ (1) Includes product sales recognized under the agreement with Gavi, which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. Our property, plant and equipment, including financing right-of-use assets, by geographic area was as follows (in millions): December 31, 2022 2021 United States $ 1,267 $ 1,050 Europe 714 181 Rest of world 37 10 Total $ 2,018 $ 1,241 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Our consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP). Any reference in these notes to applicable guidance is meant to refer to the authoritative accounting principles generally accepted in the United States as found in the Accounting Standard Codification (ASC) and Accounting Standards Updates (ASU) of the Financial Accounting Standards Board (FASB).The consolidated financial statements include the Company and its subsidiaries. |
Principles of Consolidation | All intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | We have made estimates and judgments affecting the amounts reported in our consolidated financial statements and the accompanying notes. We base our estimates on historical experience and various relevant assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods that are not readily apparent from other sources. Significant estimates relied upon in preparing these financial statements include, but are not limited to, critical accounting policies or estimates related to revenue recognition, income taxes, valuation of deferred tax assets, inventory valuation, firm purchase commitment liabilities, fair value of financial instruments, derivative financial instruments, leases, useful lives of property, plant and equipment, research and development expense, and stock-based compensation. The actual results that we experience may differ materially from our estimates. |
Segment Information | We have determined that our chief executive officer is the chief operating decision maker (CODM). The CODM reviews financial information presented on a consolidated basis. Resource allocation decisions are made by the CODM based on consolidated results. There are no segment managers who are held accountable by the CODM for operations, operating results, and planning for levels or components below the consolidated unit level. As such, we have concluded that we operate as one segment. |
Revenue Recognition | Our revenue is primarily generated through product sales. We also generate grant revenue from government-sponsored and private organizations, and collaboration revenue through collaboration arrangements. Product Sales Product sales are associated with our COVID-19 vaccine supply agreements with the U.S. Government, other international governments and organizations. These agreements and related amendments generally do not include variable consideration, such as discounts, rebates or returns. Under certain of these agreements, we are entitled to upfront deposits for our COVID-19 vaccine supply, initially recorded as deferred revenue. We recognize revenue from product sales, using the five-step model under ASC 606 ( Revenue from Contracts with Customers ), based on the fixed price per dose according to the contracts when control of the product transfers to the customer and customer acceptance has occurred, unless such acceptance provisions are deemed perfunctory. We pay distribution fees to certain customers in connection with the sales of our product. We record distribution fees paid to our customers as a reduction of revenue, unless the payment is for a distinct good or service from the customer and we can reasonably estimate the fair value of the goods or services received. If both conditions are met, we record the consideration paid to the customer as an operating expense. These costs are typically known at the time of sale, resulting in minimal adjustments subsequent to the period of sale. Such distribution fees were immaterial for the years ended December 31, 2022 and 2021. We did not have any distribution fees for the year ended December 31, 2020. Grant Revenue We have contracts with Biomedical Advanced Research and Development Authority (BARDA), a division of the Office of the Assistant Secretary for Preparedness and Response (ASPR) within the U.S. Department of Health and Human Services (HHS); the U.S. government’s Defense Advanced Research Projects Agency (DARPA); the Bill & Melinda Gates Foundation (Gates Foundation) and other government-sponsored and private organizations for research and development related activities that provide for payments for reimbursed costs, which may include overhead and general and administrative costs as well as a related profit margin. We recognize grant revenue from these contracts as we perform services under these arrangements when the funding is committed. Associated expenses are recognized when incurred as research and development expense. Grant revenue and related expenses are presented gross in the consolidated statements of operations as we have determined we are the primary obligor under the arrangements relative to the research and development services we perform as lead technical expert. Collaboration Revenue |
Cash and Cash Equivalents | We consider all highly liquid investments with an original maturity of 90 days or less from the date of purchase to be cash equivalents. |
Restricted Cash | Restricted cash is composed of amounts held on deposit related to our lease arrangements. The funds are maintained in money market accounts and are recorded at fair value. Restricted cash is classified as either current or non-current based on the terms of the underlying lease arrangement and is included in either prepaid expenses and other current assets or other non-current assets in our consolidated balance sheets. |
Investments | We invest our excess cash balances in marketable debt securities. We classify our investments in marketable debt securities as available-for-sale. We report available-for-sale investments at fair value at each balance sheet date, and include any unrealized holding gains and losses (the adjustment to fair value) in accumulated other comprehensive (loss) income, a component of stockholders’ equity. Realized gains and losses are determined using the specific-identification method, and are included in other expense, net in our consolidated statements of operations. We classify our available-for-sale marketable securities as current or non-current based on each instrument’s underlying effective maturity date and for which we have the intent and ability to hold the investment for a period of greater than 12 months. Marketable securities with maturities of less than 12 months are classified as current and are included in investments in the consolidated balance sheets. Marketable securities with maturities greater than 12 months for which we have the intent and ability to hold the investment for greater than 12 months are classified as non-current and are included in investments, non-current in the consolidated balance sheets. We evaluate securities for impairment at the end of each reporting period. Impairment is evaluated considering numerous factors, and their relative significance varies depending on the situation. Factors considered include whether a decline in fair value below the amortized cost basis is due to credit-related factors or non-credit-related factors, the financial condition and near-term prospects of the issuer, and our intent and ability to hold the investment to allow for an anticipated recovery in fair value. A credit-related impairment is recognized as an allowance on the balance sheet with a corresponding adjustment to earnings. Any impairment that is not credit- related is recognized in other comprehensive (loss) income, net of applicable taxes. Investments in publicly traded equity securities with readily determinable fair values are recorded at quoted market prices for identical securities, with changes in fair value recorded in other expense, net, in our consolidated statements of operations. Investments in equity securities without readily determinable fair values are recorded at cost minus impairment, if any, adjusted for changes resulting from observable price changes in orderly transactions for identical or similar securities. Such adjustments are recorded in other expense, net, in our consolidated statements of operations. |
Accounts Receivable and Allowance for Doubtful Accounts | We have accounts receivable amounts due from our product sales and related vaccine supply agreements and our grant agreements. We also have accounts receivable amounts due from strategic collaborators as a result of manufacturing and research and development services provided under collaboration arrangements, or milestones achieved, but not yet paid. Amounts payable to us are recorded as accounts receivable when our right to consideration is unconditional. To estimate the allowance for doubtful accounts, we make judgments about the creditworthiness of our customers based on ongoing credit evaluation and historical experience. |
Concentrations of Credit Risk | Financial instruments that subject us to significant concentrations of credit risk consist primarily of cash equivalents, restricted cash, marketable securities, and accounts receivable. Our investment portfolio comprises money market funds and marketable debt securities, including U.S. Treasury securities, debt securities of U.S. government agencies and corporate entities and commercial paper. Our cash management and investment policy limits investment instruments to investment-grade securities with the objective to preserve capital and to maintain liquidity until the funds can be used in business operations. Bank accounts in the United States are insured by the Federal Deposit Insurance Corporation (FDIC) up to $250,000. Our primary operating accounts significantly exceed the FDIC limits. We are also subject to credit risk from our accounts receivable related to our product sales and collaborators. We sell our products primarily to U.S. Government, other international governments and organizations. We do not require collateral or other security to support accounts receivable. To date, we have not experienced any losses with respect to the collection of our accounts receivable. |
Significant Customers | Our accounts receivable are generally unsecured and are from customers in different countries. We generated revenue from product sales to the U.S. Government, other international governments and organizations, grants made by government-sponsored and private organizations, and to a lesser extent, strategic alliances. |
Derivative Instruments and Hedging Activities | We record all derivatives on our consolidated balance sheets at fair value. The accounting for changes in the fair value of a derivative depends on whether the derivative has been designated and qualifies for hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The gains or losses resulting from changes in the fair value of cash flow hedges are initially recorded as a component of accumulated other comprehensive (loss) income (AOCI) in stockholders’ equity and subsequently reclassified to product sales in the period during which the hedged transaction affects earnings. In the event the underlying forecasted transaction does not occur, or it becomes probable that it will not occur, within the defined hedge period, we reclassify the gains or losses on the related cash flow hedge from AOCI to other expense, net, in our consolidated statements of operations. We may enter into derivative contracts that are intended to economically hedge certain risk, even though hedge accounting does not apply or we elect not to apply hedge accounting. Gains or losses associated with foreign currency derivatives that are not designated as hedging instruments for accounting purposes are recorded within other expense, net, in our consolidated statements of operations. |
Fair Value Measurements | Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, we consider the principal or most advantageous market in which we would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. ASC 820 (Fair Value Measurement ) establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and our assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from our independent sources. Unobservable inputs are inputs that reflect our assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used to value the assets and liabilities: • Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; • Level 2: Quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; or • Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Our cash equivalents and marketable securities are reported at fair value determined using Level 1 and Level 2 inputs ( Note 6 ). The fair value of our foreign currency forward contracts is calculated using Level 2 inputs, which include currency spot rates, forward rates, interest rate curve and credit or non-performance risk ( Note 7 ). We do not have any non-financial assets or liabilities that should be recognized or disclosed at fair value on a recurring basis at December 31, 2022, 2021, and 2020. |
Inventory | Inventory is recorded at the lower of cost or net realizable value, with cost determined using first-in, first-out and average cost methods for different components of inventory. We periodically review the composition of inventory in order to identify excess, obsolete, slow-moving or otherwise unsaleable items. If unsaleable items are observed and there are no alternate uses for the inventory, we will record a write-down to net realizable value in the period that the decline in value is first recognized through a charge to cost of sales. The determination of whether inventory costs will be realizable requires estimates by management. If actual market conditions are less favorable than projected by management, additional write-downs of inventory may be required. We also assess whether we have any excess firm, non-cancelable, purchase commitment liabilities, resulting from our supply agreements with third-party vendors, on a quarterly basis. The determination of net realizable value and firm purchase commitment liabilities requires judgment, including consideration of many factors, such as estimates of future product demand, product net selling prices, current and future market conditions, potential product obsolescence, expiration and utilization of raw materials under firm purchase commitments and contractual minimums, among others. We hold raw materials beyond our one year forecasted production plan, which were classified as non-current and included in other non-current assets in our consolidated balance sheets. Pre-launch Inventory |
Property, Plant and Equipment | Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives of property, plant and equipment are described below: Estimated Useful Life Land and land improvements Not depreciated Manufacturing and laboratory equipment 5 years Leasehold improvements Lesser of estimated useful life of improvement Computer equipment and software 3 to 5 years Furniture and fixtures 5 years Right-of-use asset, financing Lease term |
Impairment of Long-Lived Assets | We evaluate our long-lived assets, which consist of property, plant and equipment, to determine if facts and circumstances indicate that the carrying amount of assets may not be recoverable. If such facts and circumstances exist, we assess the recoverability of the long-lived assets by comparing the projected future undiscounted net cash flows associated with the related asset or group of assets over their remaining lives against their respective carrying amounts. If such review indicates that such cash flows are not expected to be sufficient to recover the recorded value of the assets, the assets are written down to their estimated fair values based on the expected discounted future cash flows attributable to the assets or based on appraisals. |
Leases | Leases are classified at their commencement date, which is defined as the date on which the lessor makes the underlying asset available for use by the lessee, as either operating or finance leases based on the economic substance of the agreement. We recognize lease right-of-use assets and related liabilities in our consolidated balance sheets for both operating and finance leases. Lease liabilities are measured at the lease commencement date as the present value of the future lease payments using the interest rate implicit in the lease. If the rate implicit is not readily determinable, we will utilize our incremental borrowing rate as of the lease commencement date. Lease right-of-use assets are measured as the lease liability plus initial direct costs and prepaid lease payments less lease incentives. The lease term is the non-cancelable period of the lease and includes options to extend or terminate the lease when it is reasonably certain that an option will be exercised. We recognize operating lease cost in operating expenses in our consolidated statements of operations, inclusive of rent escalation provisions and rent holidays, on a straight-line basis over the respective lease term. For our finance leases, we recognize depreciation expense associated with the leased asset acquired and recognize interest expense related to the portion of the financing in our consolidated statements of operations. We do not separate non-lease components from lease components for all classes of underlying assets. We do not recognize right-of-use assets and lease liabilities for leases with a lease term of 12 months or less. Instead, these lease payments are recognized in the statements of operations on a straight-line basis over the lease term. |
Collaboration Arrangements | We analyze our collaboration arrangements to assess whether they are within the scope of ASC 808 ( Collaborative Arrangements ) to determine whether such arrangements involve joint operating activities performed by parties that are both active participants in the activities and exposed to significant risks and rewards that are dependent on the commercial success of such activities. To the extent the arrangement is within the scope of ASC 808, we assess whether aspects of the arrangement between us and our collaboration partner are within the scope of other accounting literature. If we conclude that some or all aspects of the arrangement represent a transaction with a customer, we account for those aspects of the arrangement within the scope of ASC 606. Please refer to our "Revenue Recognition" policy within Note 2 for additional discussion of revenue recognition under these types of arrangements. If we conclude that some or all aspects of the arrangement are within the scope of ASC 808 and do not represent a transaction with a customer, we recognize our allocation of the shared costs incurred with respect to the jointly conducted activities as a component of the related expense in the period incurred. |
Research and Development Costs | Research and development costs are expensed as incurred. Research and development expenses consist of costs incurred in performing research and development activities, including salaries and benefits, facilities costs, overhead costs, contract services, and other outside costs. The value of goods and services received from contract research organizations and contract manufacturing organizations in the reporting period are estimated based on the level of services performed, and progress in the period in cases when we have not received an invoice from the supplier. Research and development costs also include costs and shared cost associated with third-party collaboration arrangements, including upfront fees and milestones paid to third-parties in connection with technologies that had not reached technological feasibility and did not have an alternative future use. Equipment or facilities that are acquired or constructed for research and development activities and that have alternative future uses, in research and development projects or otherwise, should be capitalized and depreciated as tangible assets. However, the costs of equipment or facilities that are acquired or constructed and intangibles that are purchased from others for a particular research and development project, and that have no alternative future uses and therefore no separate economic values, are considered research and development costs and expensed when incurred. |
Stock-Based Compensation | We issue stock-based awards to employees and non-employees, generally in the form of stock options, restricted stock units (RSUs), and performance stock units (PSUs). We account for our stock-based compensation awards in accordance with ASC 718 (Compensation—Stock Compensation) . Most of our stock-based awards have been made to employees. We measure compensation cost for equity awards at their grant-date fair value and recognize compensation expense over the requisite service period, which is generally the vesting period, on a straight-line basis. The grant date fair value of stock options is estimated using the Black-Scholes option pricing model, which requires management to make assumptions with respect to the fair value of our common stock on the grant date, including the expected term of the award, the expected volatility of our stock, calculated based on a period of time generally commensurate with the expected term of the award, risk-free interest rates and expected dividend yields of our stock. We estimate the expected term of our stock options granted to employees and non-employees using the simplified method, whereby, the expected term equals the average of the vesting term and the original contractual term of the option. We utilize this method as we do not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term. The expected volatility is based on a blended average of average historical stock volatilities of selected guideline companies over the expected term of the stock options, historical volatility of our stock price, and implied stock price volatility derived from the price of exchange traded options on our stock. We will continue to apply this process until a sufficient amount of historical information regarding the expected term and historical volatility of our own stock price becomes available. The grant date fair value of RSUs is estimated based on the fair value of our underlying common stock. For performance-based stock awards, we recognize stock-based compensation expense over the requisite service period using the accelerated attribution method when achievement is probable. We classify stock-based compensation expense in our consolidated statements of operations in the same manner in which the award recipient’s salary and related costs are classified or in which the award recipient’s service payments are classified. We made an accounting policy election to recognize forfeitures of stock-based awards as they occur. |
Income Taxes | We account for income taxes based on an asset and liability approach. We recognize deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities. These differences are measured using the enacted statutory tax rates and laws that will be in effect when the differences are expected to reverse. Valuation allowances are provided when the expected realization of deferred tax assets does not meet a “more likely than not” criterion. We make estimates and judgments about our future taxable income that are based on assumptions that are consistent with our plans and estimates. Should the actual amounts differ from our estimates, the amount of our valuation allowance could be materially impacted. Changes in these estimates may result in significant increases or decreases to our tax provision in a period in which such estimates are changed, which in turn would affect net income or loss. We recognize tax benefits from uncertain tax positions if we believe the position is more likely than not to be sustained on examination by the taxing authorities based on the technical merits of the position. We make adjustments to these tax reserves when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate. The provision for income taxes includes the effects of any reserves for uncertain tax positions, as well as the related net interest and penalties. |
Earnings (Loss) per Share | We calculate diluted net earnings (loss) per share attributable to common stockholders by dividing net earnings (loss) by the weighted average number of common shares outstanding after giving consideration to the dilutive effect of restricted common stock and stock options that are outstanding during the period. For periods in which we have generated a net loss, the basic and diluted net loss per share attributable to common stockholders are the same, as the inclusion of the potentially dilutive securities would be anti-dilutive. |
Comprehensive Income (Loss) | Comprehensive income (loss) includes net income (loss) and other comprehensive income (loss) for the period. Other comprehensive income (loss) consists of unrealized gains and losses on our investments and derivatives designated as hedging instruments. Total comprehensive income (loss) for all periods presented has been disclosed in the consolidated statements of comprehensive income (loss). |
Share Repurchases | Shares of our common stock repurchased pursuant to our repurchase programs are retired. The purchase price of such repurchased shares of common stock is recorded as a reduction to additional paid-in-capital. If the balance in additional paid-in-capital is exhausted, the excess is recorded as a reduction to retained earnings. |
Recently Issued Accounting Standards Not Yet Adopted | From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies and adopted by us as of the specified effective date. We believe that the impact of recently issued standards that are not yet effective will not have a material impact on our consolidated financial statements and disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Reconciliation of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents and restricted cash in the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows (in millions): December 31, 2022 2021 2020 Cash and cash equivalents $ 3,205 $ 6,848 $ 2,624 Restricted cash (1) — — 1 Restricted cash, non-current (2) 12 12 11 Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows $ 3,217 $ 6,860 $ 2,636 (1) Included in prepaid expenses and other current assets in the consolidated balance sheets. |
Schedule of Reconciliation of Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash in the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows (in millions): December 31, 2022 2021 2020 Cash and cash equivalents $ 3,205 $ 6,848 $ 2,624 Restricted cash (1) — — 1 Restricted cash, non-current (2) 12 12 11 Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows $ 3,217 $ 6,860 $ 2,636 (1) Included in prepaid expenses and other current assets in the consolidated balance sheets. |
Schedule of Entities that Accounted for More than 10% of Total Revenue and Accounts Receivable | A significant portion of our revenue to date has been generated from the following entities that accounted for more than 10% of total revenue and accounts receivable for the periods presented: Percentage of Revenue Years Ended December 31, Percentage of 2022 2021 2020 2022 2021 European Commission 28 % 32 % * 29 % 46 % U.S. Government (excluding BARDA) 23 % 29 % 24 % * * Takeda Pharmaceutical Company 10 % * * * * BARDA * * 65 % * 16 % Ministry of Health, Labor, and Welfare of Japan * * * 30 % * UK Health Security Agency * * * 11 % * ________ * - Represents an amount of less than 10% |
Schedule of Estimated Useful Lives of Property and Equipment | The estimated useful lives of property, plant and equipment are described below: Estimated Useful Life Land and land improvements Not depreciated Manufacturing and laboratory equipment 5 years Leasehold improvements Lesser of estimated useful life of improvement Computer equipment and software 3 to 5 years Furniture and fixtures 5 years Right-of-use asset, financing Lease term Property, plant and equipment, net as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Land and land improvements $ 11 $ — Manufacturing and laboratory equipment 284 175 Leasehold improvements 460 313 Furniture and fixtures 21 11 Computer equipment and software 38 25 Construction in progress 281 212 Right-of-use asset, financing 1,581 857 2,676 1,593 Less: Accumulated depreciation (658) (352) Property, plant and equipment, net $ 2,018 $ 1,241 |
Schedule of Components of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive loss for the years ended December 31, 2022 and 2021 were as follows (in millions): Unrealized Gain (Loss) on Available-for-Sale Debt Securities Net Unrealized Gain (loss) on Derivatives Designated As Hedging Instruments Total Accumulated other comprehensive income, balance at December 31, 2020 $ 3 $ — $ 3 Other comprehensive loss (43) 16 (27) Accumulated other comprehensive loss, balance at December 31, 2021 (40) 16 (24) Other comprehensive loss (322) (24) (346) Accumulated other comprehensive loss, balance at December 31, 2022 $ (362) $ (8) $ (370) |
Product Sales (Tables)
Product Sales (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue from External Customers by Geographic Areas | Product sales by customer geographic location were as follows for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 United States $ 4,405 $ 5,393 $ 194 Europe 6,732 6,834 — Rest of world (1) 7,298 5,448 6 Total $ 18,435 $ 17,675 $ 200 _______ (1) Includes product sales recognized under the agreement with Gavi (on behalf of the COVAX Facility), which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. Total revenue by geographic area of our customers and collaboration partners was as follows (in millions): Years Ended December 31, 2022 2021 2020 United States $ 5,150 $ 6,177 $ 764 Europe 6,815 6,846 33 Rest of world (1) 7,298 5,448 6 Total $ 19,263 $ 18,471 $ 803 _______ (1) Includes product sales recognized under the agreement with Gavi, which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. Our property, plant and equipment, including financing right-of-use assets, by geographic area was as follows (in millions): December 31, 2022 2021 United States $ 1,267 $ 1,050 Europe 714 181 Rest of world 37 10 Total $ 2,018 $ 1,241 |
Grant Revenue (Tables)
Grant Revenue (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table summarizes grant revenue for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 BARDA $ 372 $ 713 $ 522 Other grant revenue 16 22 7 Total grant revenue $ 388 $ 735 $ 529 The following table summarizes our total consolidated net revenue from our strategic collaborators for the periods presented (in millions): Years Ended December 31, Collaboration Revenue by Strategic Collaborator: 2022 2021 2020 Merck $ 309 $ 23 $ 26 AstraZeneca 80 7 33 Vertex 48 26 15 Other 3 5 — Total collaboration revenue $ 440 $ 61 $ 74 |
Collaboration Agreements (Table
Collaboration Agreements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Research and Development [Abstract] | |
Schedule of Disaggregation of Revenue | The following table summarizes grant revenue for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 BARDA $ 372 $ 713 $ 522 Other grant revenue 16 22 7 Total grant revenue $ 388 $ 735 $ 529 The following table summarizes our total consolidated net revenue from our strategic collaborators for the periods presented (in millions): Years Ended December 31, Collaboration Revenue by Strategic Collaborator: 2022 2021 2020 Merck $ 309 $ 23 $ 26 AstraZeneca 80 7 33 Vertex 48 26 15 Other 3 5 — Total collaboration revenue $ 440 $ 61 $ 74 |
Schedule of Changes in Balances of Receivables and Contract Liabilities | The following table presents changes in the balances of our receivables and contract liabilities related to our strategic collaboration agreements during the year ended December 31, 2022 (in millions): December 31, 2021 Additions Deductions December 31, 2022 Contract Assets: Accounts receivable $ 9 $ 318 $ (310) $ 17 Contract Liabilities: Deferred revenue $ 204 $ 16 $ (139) $ 81 The following table summarizes the activities in deferred revenue during the year ended December 31, 2022 (in millions): December 31, 2021 Additions Deductions December 31, 2022 Product sales $ 6,658 $ 2,510 $ (6,542) $ 2,626 Grant revenue 6 — (2) 4 Collaboration revenue 204 16 (139) 81 Total deferred revenue $ 6,868 $ 2,526 $ (6,683) $ 2,711 |
Financial Instruments and Fai_2
Financial Instruments and Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Cash and Available-for-Sale Securities by Significant Investment Category | The following tables summarize our cash and available-for-sale securities by significant investment category at December 31, 2022 and 2021 (in millions): December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities Non- Current Marketable Securities Cash and cash equivalents $ 3,205 $ — $ — $ 3,205 $ 3,205 $ — $ — Available-for-sale: Certificates of deposit 188 — — 188 — 188 — U.S. treasury bills 767 — — 767 — 767 — U.S. treasury notes 7,781 — (229) 7,552 — 4,182 3,370 Corporate debt securities 6,595 — (226) 6,369 — 1,560 4,809 Government debt securities 148 — (9) 139 — — 139 Total $ 18,684 $ — $ (464) $ 18,220 $ 3,205 $ 6,697 $ 8,318 December 31, 2021 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Current Marketable Securities Non- Current Marketable Securities Cash and cash equivalents $ 6,848 $ — $ — $ 6,848 $ 6,848 $ — $ — Available-for-sale: Certificates of deposit 80 — — 80 — 80 — U.S. treasury bills 479 — — 479 — 479 — U.S. treasury notes 6,595 — (31) 6,564 — 1,984 4,580 Corporate debt securities 3,508 — (20) 3,488 — 1,323 2,165 Government debt securities 112 — (1) 111 — 13 98 Total $ 17,622 $ — $ (52) $ 17,570 $ 6,848 $ 3,879 $ 6,843 |
Schedule of Amortized Cost and Estimated Fair Value of Marketable Securities, by Contractual Maturity | The amortized cost and estimated fair value of available-for-sale securities, by contractual maturity at December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 Amortized Cost Estimated Fair Value Due in one year or less $ 6,792 $ 6,697 Due after one year through five years 8,687 8,318 Total $ 15,479 $ 15,015 December 31, 2021 Amortized Cost Estimated Fair Value Due in one year or less $ 3,882 $ 3,879 Due after one year through five years 6,892 6,843 Total $ 10,774 $ 10,722 |
Debt Securities, Available-for-Sale, Unrealized Loss Position, Fair Value | The following table summarizes the amount of gross unrealized losses and the estimated fair value for our available-for-sale securities in an unrealized loss position by length of time the securities have been in an unrealized loss position at December 31, 2022 and 2021 (in millions): Less than 12 Months 12 Months or More Total Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses Estimated Fair Value As of December 31, 2022: U.S. treasury bills $ — $ 128 $ — $ — $ — $ 128 U.S. treasury notes (101) 3,956 (128) 3,541 (229) 7,497 Corporate debt securities (138) 3,505 (88) 1,890 (226) 5,395 Government debt securities (2) 46 (7) 93 (9) 139 Total $ (241) $ 7,635 $ (223) $ 5,524 $ (464) $ 13,159 As of December 31, 2021: U.S. treasury securities $ — $ 329 $ — $ — $ — $ 329 U.S. treasury notes (31) 6,332 — — (31) 6,332 Corporate debt securities (20) 2,573 — 1 (20) 2,574 Government debt securities (1) 112 — — (1) 112 Total $ (52) $ 9,346 $ — $ 1 $ (52) $ 9,347 |
Schedule of Financial Assets Measured at Fair Value on Recurring Basis | The following tables summarize our financial assets measured at fair value on a recurring basis as of December 31, 2022 and 2021 (in millions): Fair value at December 31, 2022 Fair Value Measurement Using Level 1 Level 2 Assets: Money market funds $ 1,079 $ 1,079 $ — Certificates of deposit 188 — 188 U.S. treasury bills 767 — 767 U.S. treasury notes 7,552 — 7,552 Corporate debt securities 6,369 — 6,369 Government debt securities 139 — 139 Derivative instruments ( Note 7 ) 6 — 6 Total $ 16,100 $ 1,079 $ 15,021 Liabilities: Derivative instruments ( Note 7 ) $ 32 $ — $ 32 Fair value at December 31, 2021 Fair Value Measurement Using Level 1 Level 2 Assets: Money market funds $ 2,329 $ 2,329 $ — Certificates of deposit 80 — 80 U.S. treasury bills 479 — 479 U.S. treasury notes 6,564 — 6,564 Corporate debt securities 3,488 — 3,488 Government debt securities 111 — 111 Derivative instruments ( Note 7 ) 21 — 21 Total $ 13,072 $ 2,329 $ 10,743 Liabilities: Derivative instruments ( Note 7 ) $ 7 $ — $ 7 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule Of Foreign Currency Derivatives | Total gross notional amount and fair value for foreign currency derivatives were as follows (in millions): December 31, 2022 Notional Amount Fair Value Asset (1) Liability (2) Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts $ 120 $ — $ 11 Derivatives not designated as hedging instruments: Foreign currency forward contracts 1,368 6 21 Total derivatives $ 1,488 $ 6 $ 32 December 31, 2021 Notional Amount Fair Value Asset (1) Liability (2) Derivatives designated as cash flow hedging instruments: Foreign currency forward contracts $ 565 $ 20 $ — Derivatives not designated as hedging instruments Foreign currency forward contracts $ 1,370 $ 1 $ 7 Total $ 1,935 $ 21 $ 7 _________ (1) As presented in the consolidated balance sheets within prepaid expenses and other current assets. (2) As presented in the consolidated balance sheets within other current liabilities. Gains on our foreign currency derivatives, net of tax, recognized in our consolidated statements of comprehensive income (loss) for the years ended December 31, 2022 and 2021 were as follows (in millions): Years Ended December 31, 2022 2021 Derivatives in cash flow hedging relationships: Foreign currency forward contracts $ 130 $ 74 The effect of derivative instruments in our consolidated statements of operations for the years ended December 31, 2022 and 2021 was as follows (in millions): Statement of Operations Classification Year Ended December 31, 2022 Year Ended December 31, 2021 Derivatives in cash flow hedging relationships: Foreign currency forward contracts Net gains reclassified from AOCI into income Product sales $ 154 $ 58 Derivatives not designated as hedging instruments: Foreign currency forward contracts Net realized and unrealized gains (losses) Other expense, net $ 48 $ (8) |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current | Inventory as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, December 31, 2022 2021 Raw materials $ 575 $ 870 Work in progress 205 338 Finished goods 169 233 Total inventory $ 949 $ 1,441 Inventory, non-current (1) $ 910 $ — _______ |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | The estimated useful lives of property, plant and equipment are described below: Estimated Useful Life Land and land improvements Not depreciated Manufacturing and laboratory equipment 5 years Leasehold improvements Lesser of estimated useful life of improvement Computer equipment and software 3 to 5 years Furniture and fixtures 5 years Right-of-use asset, financing Lease term Property, plant and equipment, net as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Land and land improvements $ 11 $ — Manufacturing and laboratory equipment 284 175 Leasehold improvements 460 313 Furniture and fixtures 21 11 Computer equipment and software 38 25 Construction in progress 281 212 Right-of-use asset, financing 1,581 857 2,676 1,593 Less: Accumulated depreciation (658) (352) Property, plant and equipment, net $ 2,018 $ 1,241 |
Other Balance Sheet Components
Other Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Other Assets | Prepaid expenses and other current assets, as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Down payments to manufacturing vendors $ 229 $ 118 Down payments for materials and supplies 219 287 Prepaid services 216 126 Prepaid income taxes 187 23 Value added tax receivable 140 70 Interest receivable 61 27 Tenant improvement allowance receivable 42 51 Convertible note receivable 36 — Other current assets 65 26 Prepaid expenses and other current assets $ 1,195 $ 728 |
Schedule of Other Assets, Noncurrent | Other Non-Current Assets Other non-current assets, as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Inventory, non-current (1) $ 910 $ — Other 78 46 Other non-current assets $ 988 $ 46 _______ |
Schedule of Accrued Liabilities | Accrued liabilities, as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Manufacturing $ 400 $ 227 Clinical trials 319 283 Raw materials 316 260 Loss on future firm purchase commitments (1) 268 — Other external goods and services 264 79 Royalties 203 241 Compensation-related 190 126 Development operations 88 137 Other 53 119 Accrued liabilities $ 2,101 $ 1,472 ______ (1) Related to losses that are expected to arise from firm, non-cancellable, commitments for future raw material purchases ( Note 8 ). |
Schedule of Other Current Liabilities | Other current liabilities, as of December 31, 2022 and 2021 consisted of the following (in millions): December 31, 2022 2021 Lease liabilities - financing ( Note 11 ) $ 161 $ 165 Lease liabilities - operating ( Note 11 ) 35 46 Other 53 14 Other current liabilities $ 249 $ 225 |
Schedule of Deferred Revenue | The following table presents changes in the balances of our receivables and contract liabilities related to our strategic collaboration agreements during the year ended December 31, 2022 (in millions): December 31, 2021 Additions Deductions December 31, 2022 Contract Assets: Accounts receivable $ 9 $ 318 $ (310) $ 17 Contract Liabilities: Deferred revenue $ 204 $ 16 $ (139) $ 81 The following table summarizes the activities in deferred revenue during the year ended December 31, 2022 (in millions): December 31, 2021 Additions Deductions December 31, 2022 Product sales $ 6,658 $ 2,510 $ (6,542) $ 2,626 Grant revenue 6 — (2) 4 Collaboration revenue 204 16 (139) 81 Total deferred revenue $ 6,868 $ 2,526 $ (6,683) $ 2,711 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule of Assets And Liabilities, Lessee | Operating and financing lease right-of-use assets and lease liabilities as of December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 2021 Assets: Right-of-use assets, operating, net (1) (2) $ 121 $ 142 Right-of-use assets, financing, net (3) (4) 1,150 665 Total $ 1,271 $ 807 Liabilities: Current: Operating lease liabilities (5) $ 35 $ 46 Financing lease liabilities (5) 161 165 Total current lease liabilities 196 211 Non-current: Operating lease liabilities, non-current 92 106 Financing lease liabilities, non-current 912 599 Total non-current lease liabilities 1,004 705 Total $ 1,200 $ 916 _______ (1) These assets are real estate related assets, which include land, office and laboratory spaces. (2) Net of accumulated amortization. (3) These assets are real estate assets related to the MTC leases as well as assets related to contract manufacturing service agreements. (4) Included in property, plant and equipment in the consolidated balance sheets, net of accumulated depreciation. (5) Included in other current liabilities in the consolidated balance sheets. |
Schedule of Lease, Cost | The components of the lease costs were as follows for the periods presented (in millions): Years ended December 31, 2022 2021 2020 Operating lease costs $ 48 $ 24 $ 17 Financing lease costs: Amortization of right-of-use assets, financing leases 280 189 1 Interest expense for financing lease liabilities 29 17 10 Total financing lease costs $ 309 $ 206 $ 11 Short term lease costs $ — $ 49 $ 13 Variable lease costs $ 165 $ 100 $ 5 Supplemental cash flow information relating to our leases was as follows for the periods presented (in millions): December 31, 2022 2021 2020 Cash paid for amounts included in measurement of lease liabilities: Operating cash flows used in operating leases $ (57) $ (19) $ (15) Operating cash flows used in financing leases (25) (14) (9) Financing cash flows used in financing leases (184) (140) (8) Operating lease non-cash items: Changes in right-of-use assets related to lease modifications and reassessments $ — $ (7) $ 7 Right-of-use assets obtained in exchange for operating lease liabilities 20 72 17 Finance lease non-cash items: Changes in right-of-use assets related to lease modifications and reassessments $ — $ 674 $ 46 Right-of-use assets obtained in exchange for financing lease liabilities 777 126 — Changes in financing lease liabilities 4 3 1 Weighted average remaining lease terms and discount rates as of December 31, 2022 and 2021 were as follows: December 31, 2022 2021 Remaining lease term: Operating leases 6 years 5 years Finance leases 22 years 28 years Discount rate: Operating leases 7.5 % 6.8 % Finance leases 3.6 % 3.1 % |
Schedule of Finance Lease Maturity | Future minimum lease payments under non-cancelable lease agreements as of December 31, 2022, were as follows (in millions): Fiscal Year Operating Leases Financing Leases (1) 2023 $ 43 $ 195 2024 22 126 2025 19 127 2026 18 106 2027 18 23 Thereafter 42 1,088 Total minimum lease payments 162 1,665 Less amounts representing interest (35) (592) Present value of lease liabilities $ 127 $ 1,073 ______ (1) Include certain optional lease term extensions, predominantly related to the MTC leases, which represent a total of $662 million of undiscounted future lease payments. |
Schedule of Operating Lease Maturity | Future minimum lease payments under non-cancelable lease agreements as of December 31, 2022, were as follows (in millions): Fiscal Year Operating Leases Financing Leases (1) 2023 $ 43 $ 195 2024 22 126 2025 19 127 2026 18 106 2027 18 23 Thereafter 42 1,088 Total minimum lease payments 162 1,665 Less amounts representing interest (35) (592) Present value of lease liabilities $ 127 $ 1,073 ______ (1) Include certain optional lease term extensions, predominantly related to the MTC leases, which represent a total of $662 million of undiscounted future lease payments. |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Options Activity | The following table summarizes our option activity during the year ended December 31, 2022: Number of Weighted Average Exercise Price per Share Weighted- Average Remaining Contractual Term Aggregate Intrinsic Value (1) (in millions) Outstanding at December 31, 2021 27.41 $ 27.08 5.8 years $ 6,247 Granted 2.69 150.05 Exercised (4.78) 10.51 Canceled/forfeited (0.39) 109.93 Outstanding at December 31, 2022 24.93 42.23 5.7 years 3,478 Exercisable at December 31, 2022 16.91 22.12 4.8 years 2,677 Expected to vest at December 31, 2022 8.02 84.57 7.4 years 800 _______ (1) Aggregate intrinsic value is calculated as the difference between the exercise price of the underlying options and the fair value of common stock for those options in the money as of December 31, 2022. |
Schedule of Restricted Common Stock Units Activity | The following table summarizes our RSU and PSU activity during the year ended December 31, 2022: Number of Units Weighted Average Grant Date Fair Value per Unit Outstanding, non-vested at December 31, 2021 2.14 $ 88.55 Issued 1.83 149.82 Vested (0.82) 66.56 Canceled/forfeited (0.25) 102.66 Outstanding, non-vested at December 31, 2022 2.90 132.25 |
Schedule of Weighted-Average Assumptions Used to Estimate the Fair Value of Options Granted | The weighted-average assumptions used to estimate the fair value of options granted and ESPP for the years ended December 31, 2022, 2021, and 2020 were as follows: Weighted Average Years Ended December 31, 2022 2021 2020 Options: Risk-free interest rate 2.46 % 0.84 % 0.83 % Expected term 6.13 years 6.10 years 6.11 years Expected volatility 50 % 46 % 58 % Expected dividends — % — % — % Weighted average fair value per share $ 76.02 $ 91.84 $ 19.30 ESPP: Risk-free interest rate 3.56 % 0.08 % 0.14 % Expected term 0.50 years 0.50 years 0.50 years Expected volatility 51 % 34 % 54 % Expected dividends — % — % — % Weighted average fair value per share $ 50.18 $ 64.25 $ 32.18 |
Schedule of Stock-Based Compensation Expense | The following table presents the components and classification of stock-based compensation expense for the years ended December 31, 2022, 2021, and 2020 (in millions): Years Ended December 31, 2022 2021 2020 Options $ 123 $ 96 $ 78 RSUs and PSUs 97 42 12 ESPP 6 4 3 Total $ 226 $ 142 $ 93 Cost of sales $ 45 $ 22 $ — Research and development 93 68 56 Selling, general and administrative 88 52 37 Total $ 226 $ 142 $ 93 |
Summary of Share Repurchase Program | The following table summarizes activity related to our share repurchase programs (in millions, except per share data): Years Ended December 31, 2022 2021 Number of shares repurchased 23 3 Average price per share (1) $ 142.83 $ 245.76 Aggregate purchase price $ 3,329 $ 857 Remaining authorization at end of period $ 2,814 $ 143 _______ (1) Average price paid per share includes related expenses. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Loss Before Provision For (Benefit From) Income Taxes | Income (loss) before income taxes for the years ended December 31, 2022, 2021, and 2020 consisted of the following (in millions): Years Ended December 31, 2022 2021 2020 United States $ 9,433 $ 13,108 $ (745) Foreign 142 177 1 Income (loss) before income taxes $ 9,575 $ 13,285 $ (744) |
Schedule of Provision For (Benefit From) Income Taxes | The provision for income taxes for the years ended December 31, 2022, 2021, and 2020 consisted of the following components (in millions): Years Ended December 31, 2022 2021 2020 Current: Federal $ 1,687 $ 1,304 $ — State 47 35 — Foreign 57 40 3 Total current $ 1,791 $ 1,379 $ 3 Deferred: Federal $ (569) $ (288) $ — State (7) (6) — Foreign (2) (2) — Total deferred (578) (296) — Total provision for income taxes $ 1,213 $ 1,083 $ 3 |
Schedule of Reconciliation of U.S. Statutory Income Tax Rate to Effective Tax Rate | The reconciliation of the federal statutory income tax rate to our effective tax rate for the years ended December 31, 2022, 2021, and 2020 was as follows: Years Ended December 31, 2022 2021 2020 Federal statutory tax rate 21.0 % 21.0 % 21.0 % Change in valuation allowance — % (5.4) % (47.4) % Foreign-derived intangible income (7.4) % (4.8) % — % Stock-based compensation windfall (1.6) % (2.6) % 19.8 % Federal research and development credits (0.5) % (0.7) % 3.8 % State taxes, net of federal benefits 0.4 % 0.5 % 3.6 % Non-deductible items — % — % (0.8) % Other 0.8 % 0.1 % (0.3) % Effective tax rate 12.7 % 8.1 % (0.3) % |
Schedule of Significant Components of Deferred Tax Assets and Tax Liabilities | Significant components of our deferred tax assets and tax liabilities as of December 31, 2022 and 2021 were as follows (in millions): December 31, 2022 2021 Deferred tax assets: Net operating loss carryforwards $ 59 $ 69 Stock-based compensation 68 44 Capitalized licenses, research and development and start-up costs 704 204 Tax credit carryforwards 97 80 Deferred revenue 16 43 Operating lease liabilities 26 32 Financing lease liabilities 135 136 Other comprehensive income 106 — Inventory reserve and capitalization 86 — Other 69 67 Total deferred tax assets 1,366 675 Less: valuation allowance (155) (149) Net deferred tax assets $ 1,211 $ 526 Deferred tax liabilities: Right-of-use assets, financing $ (117) $ (119) Right-of-use assets, operating (26) (31) Property, plant and equipment (85) (49) Other (1) (1) Total deferred tax liabilities (229) (200) Net deferred tax assets $ 982 $ 326 |
Schedule of Summary of Valuation Allowance | The table below summarizes changes in the valuation allowance for deferred tax assets for the periods presented (in millions ): Years Ended December 31, 2022 2021 2020 Valuation allowance at beginning of the period $ 149 $ 823 $ 471 Decreases recorded as benefit to income tax provision (12) (722) — Increases to valuation allowance 18 48 352 Valuation allowance at December 31 $ 155 $ 149 $ 823 |
Schedule of Reconciliation of the Beginning and Ending Amounts of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amounts of unrecognized tax benefits during the years ended December 31, 2022, 2021, and 2020 were as follows (in millions): Years Ended December 31, 2022 2021 2020 Unrecognized tax benefits at beginning of the period $ 68 $ — $ — Decrease due to prior positions: Tax positions for prior years (1) — — Increase due to current year tax positions: Additions based on tax positions for current year 57 54 — Additions based on tax positions for prior years 4 14 — Unrecognized tax benefits at end of the period $ 128 $ 68 $ — |
Earnings (Loss) per Share (Tabl
Earnings (Loss) per Share (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Net Loss per Share Attributable to Common Stockholders | Basic and diluted EPS for the years ended December 31, 2022, 2021 and 2020 were calculated as follows (in millions, except per share data): Years Ended December 31, 2022 2021 2020 Numerator: Net income (loss) $ 8,362 $ 12,202 $ (747) Denominator: Basic weighted-average common shares outstanding 394 403 381 Effect of dilutive securities 22 28 — Diluted weighted-average common shares outstanding 416 431 381 Basic EPS $ 21.26 $ 30.31 $ (1.96) Diluted EPS $ 20.12 $ 28.29 $ (1.96) |
Schedule of Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share | The following common stock equivalents, presented based on amounts outstanding as of December 31, 2022, 2021 and 2020, were excluded from the calculation of diluted net income (loss) per share attributable to common stockholders for the periods indicated because their inclusion would have been anti-dilutive (in millions): December 31, 2022 2021 2020 Options 3 1 34 RSUs and PSUs — — 2 Total 3 1 36 |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue from External Customers by Geographic Areas | Product sales by customer geographic location were as follows for the periods presented (in millions): Years Ended December 31, 2022 2021 2020 United States $ 4,405 $ 5,393 $ 194 Europe 6,732 6,834 — Rest of world (1) 7,298 5,448 6 Total $ 18,435 $ 17,675 $ 200 _______ (1) Includes product sales recognized under the agreement with Gavi (on behalf of the COVAX Facility), which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. Total revenue by geographic area of our customers and collaboration partners was as follows (in millions): Years Ended December 31, 2022 2021 2020 United States $ 5,150 $ 6,177 $ 764 Europe 6,815 6,846 33 Rest of world (1) 7,298 5,448 6 Total $ 19,263 $ 18,471 $ 803 _______ (1) Includes product sales recognized under the agreement with Gavi, which facilitates the allocation and distribution of our COVID-19 vaccines around the world, particularly for low- and middle-income countries. Our property, plant and equipment, including financing right-of-use assets, by geographic area was as follows (in millions): December 31, 2022 2021 United States $ 1,267 $ 1,050 Europe 714 181 Rest of world 37 10 Total $ 2,018 $ 1,241 |
Description of Business (Detail
Description of Business (Details) | Dec. 31, 2022 country |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number Of Countries In Product Is Authorized | 70 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Accounting Policies Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) segment | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Accounting Policies [Abstract] | |||
Number of operating segments | segment | 1 | ||
Allowance for doubtful accounts | $ 0 | $ 0 | |
Bad debt expense | 0 | 0 | $ 0 |
Impairment expenses | 0 | 0 | 0 |
Disaggregation of Revenue [Line Items] | |||
Cost of sales | 5,416,000,000 | 2,617,000,000 | 8,000,000 |
Product Sales, Distribution Fees | |||
Disaggregation of Revenue [Line Items] | |||
Cost of sales | $ 0 | $ 0 | $ 0 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 3,205 | $ 6,848 | $ 2,624 | |
Restricted cash | 0 | 0 | 1 | |
Restricted cash, non-current | 12 | 12 | 11 | |
Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows | $ 3,217 | $ 6,860 | $ 2,636 | $ 248 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Significant Customers (Details) - Customer Concentration Risk | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Percentage of Revenue | European Commission | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 28% | 32% | |
Percentage of Revenue | U.S. Government (excluding BARDA) | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 23% | 29% | 24% |
Percentage of Revenue | Takeda Pharmaceutical Company | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 10% | ||
Percentage of Revenue | BARDA | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 65% | ||
Percentage of Accounts Receivable | European Commission | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 29% | 46% | |
Percentage of Accounts Receivable | BARDA | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 16% | ||
Percentage of Accounts Receivable | Ministry of Health, Labor, and Welfare of Japan | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 30% | ||
Percentage of Accounts Receivable | UK Health Security Agency | |||
Concentration Risk [Line Items] | |||
Concentration risk, percentage | 11% |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Property and Equipment and Software Capitalization (Details) | 12 Months Ended |
Dec. 31, 2022 | |
Manufacturing and laboratory equipment | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Computer equipment and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 3 years |
Computer equipment and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Estimated Useful Life | 5 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | $ 14,145 | $ 2,561 | $ 1,175 |
Other comprehensive loss | (346) | (27) | 1 |
Balance at end of period | 19,123 | 14,145 | 2,561 |
Unrealized Gain (Loss) on Available-for-Sale Debt Securities | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | (40) | 3 | |
Other comprehensive loss | (322) | (43) | |
Balance at end of period | (362) | (40) | 3 |
Net Unrealized Gain (loss) on Derivatives Designated As Hedging Instruments | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | 16 | 0 | |
Other comprehensive loss | (24) | 16 | |
Balance at end of period | (8) | 16 | 0 |
Total | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Balance at beginning of period | (24) | 3 | 2 |
Other comprehensive loss | (346) | (27) | 1 |
Balance at end of period | $ (370) | $ (24) | $ 3 |
Product Sales (Details)
Product Sales (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 19,263 | $ 18,471 | $ 803 |
Deferred revenue | 2,711 | 6,868 | |
Product sales | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 18,435 | 17,675 | 200 |
Deferred revenue | 2,626 | 6,658 | |
Remaining performance obligations | 2,000 | ||
United States | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 5,150 | 6,177 | 764 |
United States | Product sales | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 4,405 | 5,393 | 194 |
Europe | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 6,815 | 6,846 | 33 |
Europe | Product sales | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 6,732 | 6,834 | 0 |
Rest of world | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 7,298 | 5,448 | 6 |
Rest of world | Product sales | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 7,298 | $ 5,448 | $ 6 |
Grant Revenue (Details)
Grant Revenue (Details) $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Mar. 31, 2022 USD ($) | Sep. 30, 2020 USD ($) | Apr. 30, 2020 USD ($) | Sep. 30, 2016 USD ($) | Dec. 31, 2021 USD ($) participant | Dec. 31, 2021 USD ($) participant | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | |
Disaggregation of Revenue [Line Items] | ||||||||
Number of participants | participant | 30,000 | 30,000 | ||||||
Contract option exercised | $ 6,868 | $ 6,868 | $ 2,711 | |||||
DARPA | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Award amount | $ 56 | |||||||
DARPA | Contract options | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Amount committed for funding | 6 | |||||||
Available funding | 24 | |||||||
BARDA | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Award amount | $ 483 | $ 126 | $ 1,700 | $ 117 | ||||
Amount committed for funding | 137 | |||||||
Potential reimbursements | $ 308 | |||||||
BARDA | Contract options | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Available funding | $ 36 | |||||||
The Bill & Melinda Gates Foundation | Initial project | ||||||||
Disaggregation of Revenue [Line Items] | ||||||||
Available funding | 6 | |||||||
Contract option exercised | $ 80 |
Grant Revenue - Schedule of Dis
Grant Revenue - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 19,263 | $ 18,471 | $ 803 |
Grant revenue | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 388 | 735 | 529 |
BARDA | Grant revenue | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 372 | 713 | 522 |
Other grant revenue | Grant revenue | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 16 | $ 22 | $ 7 |
Collaboration Agreements - Astr
Collaboration Agreements - AstraZeneca - Strategic Alliances in Cardiovascular and Oncology (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Mar. 31, 2013 | Sep. 30, 2022 | Dec. 31, 2022 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||
Additions | $ 2,526 | ||
Revenue recognized | $ 76 | ||
2013 AZ Agreements | |||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |||
Additions | $ 240 |
Collaboration Agreements - Merc
Collaboration Agreements - Merck – Strategic Alliances in Infectious Diseases and Cancer Vaccines (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | ||
Jun. 30, 2016 | Dec. 31, 2022 | Dec. 31, 2021 | Apr. 30, 2018 | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Additions | $ 2,526 | |||
Accounts receivable | 1,385 | $ 3,175 | ||
Other current liabilities | 249 | $ 225 | ||
PCV Agreement | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Additions | $ 200 | |||
Accounts receivable | 250 | |||
Other current liabilities | $ 250 | |||
PCV Agreement | PCV products | ||||
Research and Development Arrangement, Contract to Perform for Others [Line Items] | ||||
Estimated arrangement consideration | $ 243 |
Collaboration Agreements - Vert
Collaboration Agreements - Vertex – 2020 Strategic Alliance in Cystic Fibrosis (Details) | 1 Months Ended |
Sep. 30, 2020 | |
MRNA Vertex 2020 Agreement Member | |
Research and Development Arrangement, Contract to Perform for Others [Line Items] | |
Initial research period | 3 years |
Collaboration Agreements - Summ
Collaboration Agreements - Summary of Total Consolidated Net Revenues from Strategic Collaborators (Details) - Collaboration Revenue by Strategic Collaborator - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Total collaboration revenue | $ 440 | $ 61 | $ 74 |
Merck | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Total collaboration revenue | 309 | 23 | 26 |
AstraZeneca | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Total collaboration revenue | 80 | 7 | 33 |
Vertex | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Total collaboration revenue | 48 | 26 | 15 |
Other | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Total collaboration revenue | $ 3 | $ 5 | $ 0 |
Collaboration Agreements - Chan
Collaboration Agreements - Changes in Balances of Receivables and Contract Liabilities (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Sep. 30, 2022 | Dec. 31, 2022 | |
Contract Liabilities: | |||
Beginning balance | $ 6,868 | ||
Additions | 2,526 | ||
Deductions | (6,683) | ||
Ending balance | 2,711 | ||
Revenue recognized | $ 76 | ||
PCV Agreement | |||
Contract Liabilities: | |||
Additions | $ 200 | ||
Collaboration Revenue by Strategic Collaborator | |||
Contract Assets: | |||
Beginning balance | 9 | ||
Additions | 318 | ||
Deductions | (310) | ||
Ending balance | 17 | ||
Contract Liabilities: | |||
Beginning balance | 204 | ||
Additions | 16 | ||
Deductions | (139) | ||
Ending balance | 81 | ||
Remaining performance obligations | $ 89 |
Financial Instruments and Fai_3
Financial Instruments and Fair Value Measurements - Summary of Cash and Available-for-Sale Securities by Significant Investment Category (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | $ 15,479 | $ 10,774 |
Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 18,684 | 17,622 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (464) | (52) |
Fair Value | 18,220 | 17,570 |
Cash and Cash Equivalents | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 3,205 | 6,848 |
Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 6,697 | 3,879 |
Non- Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 8,318 | 6,843 |
Cash and Cash Equivalents | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 3,205 | 6,848 |
Fair Value | 3,205 | 6,848 |
Cash and Cash Equivalents | Cash and Cash Equivalents | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 3,205 | 6,848 |
Certificates of deposit | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 188 | 80 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 188 | 80 |
Certificates of deposit | Cash and Cash Equivalents | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Certificates of deposit | Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 188 | 80 |
Certificates of deposit | Non- Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
U.S. treasury bills | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 767 | 479 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | 0 | 0 |
Fair Value | 767 | 479 |
U.S. treasury bills | Cash and Cash Equivalents | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
U.S. treasury bills | Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 767 | 479 |
U.S. treasury bills | Non- Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
U.S. treasury notes | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 7,781 | 6,595 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (229) | (31) |
Fair Value | 7,552 | 6,564 |
U.S. treasury notes | Cash and Cash Equivalents | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
U.S. treasury notes | Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 4,182 | 1,984 |
U.S. treasury notes | Non- Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 3,370 | 4,580 |
Corporate debt securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 6,595 | 3,508 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (226) | (20) |
Fair Value | 6,369 | 3,488 |
Corporate debt securities | Cash and Cash Equivalents | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Corporate debt securities | Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 1,560 | 1,323 |
Corporate debt securities | Non- Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 4,809 | 2,165 |
Government debt securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 148 | 112 |
Unrealized Gains | 0 | 0 |
Unrealized Losses | (9) | (1) |
Fair Value | 139 | 111 |
Government debt securities | Cash and Cash Equivalents | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Government debt securities | Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 13 |
Government debt securities | Non- Current Marketable Securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | $ 139 | $ 98 |
Financial Instruments and Fai_4
Financial Instruments and Fair Value Measurements - Amortized Cost and Estimated Fair Value of Marketable Securities, by Contractual Maturity (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Amortized Cost | ||
Due in one year or less | $ 6,792 | $ 3,882 |
Due after one year through five years | 8,687 | 6,892 |
Amortized Cost | 15,479 | 10,774 |
Estimated Fair Value | ||
Due in one year or less | 6,697 | 3,879 |
Due after one year through five years | 8,318 | 6,843 |
Total | $ 15,015 | $ 10,722 |
Financial Instruments and Fai_5
Financial Instruments and Fair Value Measurements - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) security | Dec. 31, 2021 USD ($) security | Dec. 31, 2020 USD ($) | |
Investments, Debt and Equity Securities [Abstract] | |||
Impairment charges | $ 0 | $ 0 | $ 0 |
Credit losses related allowance | $ 0 | $ 0 | |
Number of AFS securities in loss positions | security | 582 | 384 | |
Equity securities without readily determinable fair value, amount | $ 42,000,000 | $ 0 |
Financial Instruments and Fai_6
Financial Instruments and Fair Value Measurements - Unrealized Loss Position (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Gross unrealized losses, less than 12 months | $ (241) | $ (52) |
Estimated fair value, less than 12 months | 7,635 | 9,346 |
Gross unrealized losses, 12 months or more | (223) | 0 |
Estimated fair value, 12 months or more | 5,524 | 1 |
Gross Unrealized Losses, Total | (464) | (52) |
Estimated Fair Value, Total | 13,159 | 9,347 |
U.S. treasury bills | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gross unrealized losses, less than 12 months | 0 | |
Estimated fair value, less than 12 months | 128 | |
Gross unrealized losses, 12 months or more | 0 | |
Estimated fair value, 12 months or more | 0 | |
Gross Unrealized Losses, Total | 0 | |
Estimated Fair Value, Total | 128 | |
U.S. treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gross unrealized losses, less than 12 months | 0 | |
Estimated fair value, less than 12 months | 329 | |
Gross unrealized losses, 12 months or more | 0 | |
Estimated fair value, 12 months or more | 0 | |
Gross Unrealized Losses, Total | 0 | |
Estimated Fair Value, Total | 329 | |
U.S. treasury notes | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gross unrealized losses, less than 12 months | (101) | (31) |
Estimated fair value, less than 12 months | 3,956 | 6,332 |
Gross unrealized losses, 12 months or more | (128) | 0 |
Estimated fair value, 12 months or more | 3,541 | 0 |
Gross Unrealized Losses, Total | (229) | (31) |
Estimated Fair Value, Total | 7,497 | 6,332 |
Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gross unrealized losses, less than 12 months | (138) | (20) |
Estimated fair value, less than 12 months | 3,505 | 2,573 |
Gross unrealized losses, 12 months or more | (88) | 0 |
Estimated fair value, 12 months or more | 1,890 | 1 |
Gross Unrealized Losses, Total | (226) | (20) |
Estimated Fair Value, Total | 5,395 | 2,574 |
Government debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Gross unrealized losses, less than 12 months | (2) | (1) |
Estimated fair value, less than 12 months | 46 | 112 |
Gross unrealized losses, 12 months or more | (7) | 0 |
Estimated fair value, 12 months or more | 93 | 0 |
Gross Unrealized Losses, Total | (9) | (1) |
Estimated Fair Value, Total | $ 139 | $ 112 |
Financial Instruments and Fai_7
Financial Instruments and Fair Value Measurements - Financial Assets Measured At Fair Value On a Recurring Basis (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Derivative instruments, assets | $ 6 | |
Derivative instruments, liabilities | 32 | |
Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 18,220 | $ 17,570 |
Certificates of deposit | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 188 | 80 |
U.S. treasury bills | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 767 | 479 |
U.S. treasury notes | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 7,552 | 6,564 |
Corporate debt securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 6,369 | 3,488 |
Government debt securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 139 | 111 |
Fair value recurring | ||
Debt Securities, Available-for-sale [Line Items] | ||
Derivative instruments, assets | 6 | 21 |
Total | 16,100 | 13,072 |
Derivative instruments, liabilities | 32 | 7 |
Fair value recurring | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Derivative instruments, assets | 0 | 0 |
Total | 1,079 | 2,329 |
Derivative instruments, liabilities | 0 | 0 |
Fair value recurring | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Derivative instruments, assets | 6 | 21 |
Total | 15,021 | 10,743 |
Derivative instruments, liabilities | 32 | 7 |
Fair value recurring | Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 1,079 | 2,329 |
Fair value recurring | Money market funds | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 1,079 | 2,329 |
Fair value recurring | Money market funds | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Fair value recurring | Certificates of deposit | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 188 | 80 |
Fair value recurring | Certificates of deposit | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Fair value recurring | Certificates of deposit | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 188 | 80 |
Fair value recurring | U.S. treasury bills | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 767 | 479 |
Fair value recurring | U.S. treasury bills | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Fair value recurring | U.S. treasury bills | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 767 | 479 |
Fair value recurring | U.S. treasury notes | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 7,552 | 6,564 |
Fair value recurring | U.S. treasury notes | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Fair value recurring | U.S. treasury notes | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 7,552 | 6,564 |
Fair value recurring | Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 6,369 | 3,488 |
Fair value recurring | Corporate debt securities | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Fair value recurring | Corporate debt securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 6,369 | 3,488 |
Fair value recurring | Government debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 139 | 111 |
Fair value recurring | Government debt securities | Level 1 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 0 | 0 |
Fair value recurring | Government debt securities | Level 2 | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | $ 139 | $ 111 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Cash flow Hedges (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Maturity of foreign currency derivatives | 15 months |
Foreign currency hedges expected to be recognized within the next 12 months | $ 11 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Balance Sheet Hedges (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Notional Amount | $ 1,488 | ||
Derivative asset | 6 | ||
Derivative liability | $ 32 | ||
Derivative Liability, Statement of Financial Position [Extensible Enumeration] | Other current liabilities | ||
Derivative Asset, Statement of Financial Position [Extensible Enumeration] | Prepaid expenses and other current assets | ||
Unrealized gains on derivative instruments | $ 130 | $ 74 | $ 0 |
Net gains reclassified from AOCI into income | 154 | 58 | $ 0 |
Not Designated as Hedging Instrument | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Notional Amount | 1,935 | ||
Derivative asset | 21 | ||
Derivative liability | 7 | ||
Foreign currency forward contracts | Product sales | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Net gains reclassified from AOCI into income | 154 | 58 | |
Foreign currency forward contracts | Other expense, net | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Net realized and unrealized gains (losses) | 48 | (8) | |
Foreign currency forward contracts | Designated as Hedging Instrument | Cash Flow Hedging | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Notional Amount | 120 | 565 | |
Derivative asset | 0 | 20 | |
Derivative liability | 11 | 0 | |
Foreign currency forward contracts | Not Designated as Hedging Instrument | |||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||
Notional Amount | 1,368 | 1,370 | |
Derivative asset | 6 | 1 | |
Derivative liability | $ 21 | $ 7 |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory, Current (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 575 | $ 870 |
Work in progress | 205 | 338 |
Finished goods | 169 | 233 |
Total inventory | 949 | 1,441 |
Inventory, non-current | $ 910 | $ 0 |
Inventory - Narrative (Details)
Inventory - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |||
Inventory write-down | $ 1,300,000,000 | $ 0 | $ 0 |
Inventory, firm purchase commitment, loss | 617,000,000 | 0 | 0 |
Loss on future firm purchase commitments | $ 268,000,000 | $ 0 | $ 0 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 2,676 | $ 1,593 | |
Less: Accumulated depreciation | (658) | (352) | |
Property, plant and equipment, net | 2,018 | 1,241 | |
Depreciation and amortization | 348 | 232 | $ 31 |
Land and land improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 11 | 0 | |
Manufacturing and laboratory equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 284 | 175 | |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 460 | 313 | |
Furniture and fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 21 | 11 | |
Computer equipment and software | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 38 | 25 | |
Construction in progress | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | 281 | 212 | |
Right-of-use asset, financing | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment, gross | $ 1,581 | $ 857 |
Other Balance Sheet Component_2
Other Balance Sheet Components - Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Down payments to manufacturing vendors | $ 229 | $ 118 |
Down payments for materials and supplies | 219 | 287 |
Prepaid services | 216 | 126 |
Prepaid income taxes | 187 | 23 |
Value added tax receivable | 140 | 70 |
Interest receivable | 61 | 27 |
Tenant improvement allowance receivable | 42 | 51 |
Convertible note receivable | 36 | 0 |
Other current assets | 65 | 26 |
Prepaid expenses and other current assets | $ 1,195 | $ 728 |
Other Balance Sheet Component_3
Other Balance Sheet Components - Other Non-Current Assets (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Inventory, non-current | $ 910 | $ 0 |
Other | 78 | 46 |
Other non-current assets | $ 988 | $ 46 |
Other Balance Sheet Component_4
Other Balance Sheet Components - Accrued Liabilities (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Manufacturing | $ 400,000,000 | $ 227,000,000 | |
Clinical trials | 319,000,000 | 283,000,000 | |
Raw materials | 316,000,000 | 260,000,000 | |
Loss on future firm purchase commitments | 268,000,000 | 0 | $ 0 |
Other external goods and services | 264,000,000 | 79,000,000 | |
Royalties | 203,000,000 | 241,000,000 | |
Compensation-related | 190,000,000 | 126,000,000 | |
Development operations | 88,000,000 | 137,000,000 | |
Other | 53,000,000 | 119,000,000 | |
Accrued liabilities | $ 2,101,000,000 | $ 1,472,000,000 |
Other Balance Sheet Component_5
Other Balance Sheet Components - Other Current Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Lease liabilities - financing (Note 11) | $ 161 | $ 165 |
Lease liabilities - operating (Note 11) | 35 | 46 |
Other | 53 | 14 |
Other current liabilities | $ 249 | $ 225 |
Other Balance Sheet Component_6
Other Balance Sheet Components - Deferred Revenue (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Change In Contract With Customer, Liability [Roll Forward] | |
Beginning balance | $ 6,868 |
Additions | 2,526 |
Deductions | (6,683) |
Ending balance | 2,711 |
Product sales | |
Change In Contract With Customer, Liability [Roll Forward] | |
Beginning balance | 6,658 |
Additions | 2,510 |
Deductions | (6,542) |
Ending balance | 2,626 |
Grant revenue | |
Change In Contract With Customer, Liability [Roll Forward] | |
Beginning balance | 6 |
Additions | 0 |
Deductions | (2) |
Ending balance | 4 |
Collaboration revenue | |
Change In Contract With Customer, Liability [Roll Forward] | |
Beginning balance | 204 |
Additions | 16 |
Deductions | (139) |
Ending balance | $ 81 |
Leases - Narrative (Details)
Leases - Narrative (Details) ft² in Thousands, $ in Millions | Dec. 31, 2022 USD ($) ft² numberOfBuilding numberOfExtensionPeriod campus | Dec. 31, 2021 USD ($) |
Lessee, Lease, Description [Line Items] | ||
Number of campuses | campus | 2 | |
Present value of lease liabilities | $ 127 | |
Right-of-use assets, operating leases | 121 | $ 142 |
Embedded Leases | ||
Lessee, Lease, Description [Line Items] | ||
Present value of lease liabilities | 440 | 166 |
Right-of-use assets, operating leases | $ 639 | $ 173 |
MTC South, MTC North and MTC East | ||
Lessee, Lease, Description [Line Items] | ||
Number of extension | numberOfExtensionPeriod | 3 | |
Extension term | 5 years | |
Cambridge Leases | ||
Lessee, Lease, Description [Line Items] | ||
Area of office space (in sqft) | ft² | 292 | |
Norwood Leases | MTC South, MTC North and MTC East | ||
Lessee, Lease, Description [Line Items] | ||
Area of office space (in sqft) | ft² | 686 | |
Finance lease, number of properties | numberOfBuilding | 3 |
Leases - Balance Sheet Informat
Leases - Balance Sheet Information (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Right-of-use assets, operating, net | $ 121 | $ 142 |
Right-of-use assets, financing, net | 1,150 | 665 |
Total | 1,271 | 807 |
Operating lease liabilities | 35 | 46 |
Financing lease liabilities | 161 | 165 |
Total current liabilities | 196 | 211 |
Operating lease liabilities, non-current | 92 | 106 |
Financing lease liabilities, non-current | 912 | 599 |
Total non-current lease liabilities | 1,004 | 705 |
Total | $ 1,200 | $ 916 |
Finance lease, right-of-use asset, statement of financial position [Extensible List] | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization | Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization |
Operating lease, liability, current, statement of financial position [Extensible List] | Other Liabilities, Current | Other Liabilities, Current |
Finance lease, liability, current, statement of financial position [Extensible List] | Other Liabilities, Current | Other Liabilities, Current |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Operating lease costs | $ 48 | $ 24 | $ 17 |
Amortization of right-of-use assets, financing leases | 280 | 189 | 1 |
Interest expense for financing lease liabilities | 29 | 17 | 10 |
Total financing lease costs | 309 | 206 | 11 |
Short term lease costs | 0 | 49 | 13 |
Variable lease costs | 165 | 100 | 5 |
Operating cash flows used in operating leases | (57) | (19) | (15) |
Operating cash flows used in financing leases | (25) | (14) | (9) |
Financing cash flows used in financing leases | (184) | (140) | (8) |
Changes in right-of-use assets related to lease modifications and reassessments | 0 | (7) | 7 |
Right-of-use assets obtained in exchange for operating lease liabilities | 20 | 72 | 17 |
Changes in right-of-use assets related to lease modifications and reassessments | 0 | 674 | 46 |
Right-of-use assets obtained in exchange for financing lease liabilities | 777 | 126 | 0 |
Changes in financing lease liabilities | $ 4 | $ 3 | $ 1 |
Operating leases, remaining lease term | 6 years | 5 years | |
Finance leases, remaining lease term | 22 years | 28 years | |
Operating leases, discount rate | 7.50% | 6.80% | |
Finance leases, discount rate | 3.60% | 3.10% |
Leases - Minimum Lease Payments
Leases - Minimum Lease Payments (Details) $ in Millions | Dec. 31, 2022 USD ($) |
Operating Leases | |
2023 | $ 43 |
2024 | 22 |
2025 | 19 |
2026 | 18 |
2027 | 18 |
Thereafter | 42 |
Total minimum lease payments | 162 |
Less amounts representing interest | (35) |
Present value of lease liabilities | 127 |
Financing Leases | |
2023 | 195 |
2024 | 126 |
2025 | 127 |
2026 | 106 |
2027 | 23 |
Thereafter | 1,088 |
Total minimum lease payments | 1,665 |
Less amounts representing interest | (592) |
Present value of lease liabilities | 1,073 |
Lessee, Lease, Description [Line Items] | |
Undiscounted future lease payments | 35 |
MTC South, MTC North and MTC East | Norwood Leases | |
Operating Leases | |
Less amounts representing interest | (662) |
Lessee, Lease, Description [Line Items] | |
Undiscounted future lease payments | $ 662 |
Commitments and Contingencies -
Commitments and Contingencies - Indemnification Obligations (Details) - Indemnifications | 12 Months Ended | |
Dec. 31, 2022 USD ($) claim | Dec. 31, 2021 USD ($) claim | |
Loss Contingencies [Line Items] | ||
Losses related to indemnification obligations | $ 0 | $ 0 |
Number of claims outstanding | claim | 0 | 0 |
Reserves established | $ 0 | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies - Purchase Commitments and Purchase Orders (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Loss on future firm purchase commitments | $ 268,000,000 | $ 0 | $ 0 |
Supply and Manufacturing Agreements | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Purchase commitments | 2,100,000,000 | ||
Clinical Services | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Purchase commitments | 177,000,000 | ||
Clinical Operations and Support Commitments | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Purchase commitments | $ 2,500,000,000 |
Commitments and Contingencies_3
Commitments and Contingencies - Licenses to Patented Technology (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Consideration paid | $ 635 | $ 641 | $ 7 |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Consideration paid | 635 | 641 | 7 |
Cost of sales | 5,416 | $ 2,617 | $ 8 |
National Institute of Allergy and Infectious Diseases member | License agreement | |||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||
Cost of sales | $ 400 |
Commitments and Contingencies_4
Commitments and Contingencies - Moderna Science Center (Details) ft² in Thousands, $ in Millions | 1 Months Ended | |
Sep. 30, 2021 USD ($) ft² numberOfOption | Dec. 31, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Total minimum lease payments | $ 162 | |
Moderna Science Centre | ||
Lessee, Lease, Description [Line Items] | ||
Area of office space (in sqft) | ft² | 462 | |
Lease agreement for building project | 2 years | |
Lease term | 15 years | |
Number of extension | numberOfOption | 2 | |
Extension term | 7 years | |
Total minimum lease payments | $ 1,000 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||
May 21, 2020 | Feb. 14, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Subsidiary, Sale of Stock [Line Items] | |||||
Proceeds from offerings of common stock, net of issuance costs | $ 0 | $ 0 | $ 1,853 | ||
Public Equity Offering | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Shares of common stock issued (in shares) | 17,600,000 | 26,315,790 | |||
Price per share (in usd per share) | $ 76 | $ 19 | |||
Proceeds from offerings of common stock, net of issuance costs | $ 1,300 | $ 478 | |||
Underwriting Option | |||||
Subsidiary, Sale of Stock [Line Items] | |||||
Shares of common stock issued (in shares) | 3,947,368 | ||||
Proceeds from offerings of common stock, net of issuance costs | $ 72 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) | 1 Months Ended | 12 Months Ended | ||||||
Dec. 05, 2018 USD ($) purchase_period offering shares | Jan. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) installment $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2020 USD ($) $ / shares shares | Aug. 01, 2022 USD ($) | Feb. 22, 2022 USD ($) | Aug. 02, 2021 USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate number of shares authorized for issuance (in shares) | shares | 51,000,000 | |||||||
Total intrinsic value of options exercised | $ 714,000,000 | $ 1,600,000,000 | $ 786,000,000 | |||||
Tax benefit realized from option exercised | 144,000,000 | 325,000,000 | 0 | |||||
Consideration for options exercised | 50,000,000 | 112,000,000 | 179,000,000 | |||||
Restricted stock unit | 55,000,000 | 18,000,000 | 5,000,000 | |||||
Compensation costs | 226,000,000 | 142,000,000 | 93,000,000 | |||||
Total unrecognized compensation cost related to non-vested stock-based compensation | $ 571,000,000 | |||||||
Weighted-average period of cost expected to be recognized | 2 years 10 months 24 days | |||||||
Stock repurchased | $ 3,329,000,000 | 857,000,000 | ||||||
2021 Repurchase Program | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Authorized amount for share repurchase program | $ 1,000,000,000 | |||||||
Stock repurchased | $ 1,000,000,000 | |||||||
2022 Repurchase Program | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Authorized amount for share repurchase program | $ 3,000,000,000 | |||||||
Additional authorized amount for share repurchase program | $ 3,000,000,000 | |||||||
Service-based Awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 4 years | |||||||
Service-based Awards | Twelve Months of Continued Employment or Service | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 12 months | |||||||
Vesting percentage | 25% | |||||||
Service-based Awards | Following Twelve Quarters | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 36 months | |||||||
Number of installments | installment | 12 | |||||||
Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Aggregate number of shares authorized for issuance (in shares) | shares | 28,000,000 | |||||||
Compensation costs | $ 123,000,000 | 96,000,000 | 78,000,000 | |||||
Restricted Common Stock Units And Performance Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Intrinsic value of RSUs and PSUs vested | $ 125,000,000 | $ 141,000,000 | 14,000,000 | |||||
Performance-based Awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award requisite service period | 3 years | 3 years | ||||||
Compensation costs | $ 18,000,000 | $ 16,000,000 | 10,000,000 | |||||
Performance-based Awards | Minimum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Payout percentage | 0% | 0% | ||||||
Performance-based Awards | Maximum | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Payout percentage | 200% | 200% | ||||||
ESPP | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Compensation costs | $ 6,000,000 | $ 4,000,000 | $ 3,000,000 | |||||
2018 Equity Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares available for future grant (in shares) | shares | 23,000,000 | |||||||
2016 Equity Plan | Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Expiration period | 10 years | |||||||
ESPP | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share available for future issuance (in shares) | shares | 3,000,000 | |||||||
ESPP | ESPP | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Offering period | offering | 1 | |||||||
Purchase period | purchase_period | 1 | |||||||
Consecutive offering period | 6 months | |||||||
Purchase period | 6 months | |||||||
Purchase price at which shares are sold, percent | 85% | |||||||
Minimum percentage of compensation through payroll deductions | 1% | |||||||
Maximum percentage of compensation through payroll deductions | 50% | |||||||
Maximum shares to be purchased during purchase period (in shares) | shares | 3,000 | |||||||
Maximum value of shares to be purchased during purchase period | $ 25,000,000 | |||||||
Purchase of common stock under employee stock purchase plan (in shares) | shares | 123,308 | 81,423 | 251,752 | |||||
Weighted average fair value per share (in usd per share) | $ / shares | $ 122.83 | $ 145.90 | $ 27.97 |
Stock-Based Compensation - Opti
Stock-Based Compensation - Options Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Options (in millions) | ||
Outstanding at beginning of period (in shares) | 27,410 | |
Granted (in shares) | 2,690 | |
Exercised (in shares) | (4,780) | |
Cancelled/forfeited (in shares) | (390) | |
Outstanding at end of period (in shares) | 24,930 | 27,410 |
Weighted Average Exercise Price per Share | ||
Outstanding at beginning of period (in usd per share) | $ 27.08 | |
Granted (in usd per share) | 150.05 | |
Exercised (in usd per share) | 10.51 | |
Cancelled/forfeited (in usd per share) | 109.93 | |
Outstanding at end of period (in usd per share) | $ 42.23 | $ 27.08 |
Outstanding and Exercisable | ||
Number of options, exercisable (in shares) | 16,910 | |
Weighted- average exercise price per share, exercisable (in usd per share) | $ 22.12 | |
Weighted- average remaining contractual term, outstanding | 5 years 8 months 12 days | 5 years 9 months 18 days |
Weighted- average remaining contractual term, exercisable | 4 years 9 months 18 days | |
Aggregate intrinsic value, outstanding | $ 3,478 | $ 6,247 |
Aggregate intrinsic value, exercisable | $ 2,677 | |
Vested and expected to vest | ||
Expected to vest (in shares) | 8,020 | |
Weighted- average expected to vest (in usd per share) | $ 84.57 | |
Weighted- average remaining contractual term expected to vest | 7 years 4 months 24 days | |
Aggregate intrinsic value expected to vest | $ 800 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Common Stock and Common Stock Units Activity (Details) - Restricted Common Stock Units And Performance Stock Units shares in Thousands | 12 Months Ended |
Dec. 31, 2022 $ / shares shares | |
Number of Shares/Units | |
Outstanding, non-vested at beginning of period (in shares) | shares | 2,140 |
Issued (in shares) | shares | 1,830 |
Vested (in shares) | shares | (820) |
Cancelled/forfeited (in shares) | shares | (250) |
Outstanding, non-vested at end of period (in shares) | shares | 2,900 |
Weighted-Average Grant Date per Share/Unit | |
Outstanding, non-vested at beginning of period (in usd per share) | $ / shares | $ 88.55 |
Issued (in usd per share) | $ / shares | 149.82 |
Vested (in usd per share) | $ / shares | 66.56 |
Cancelled/forfeited (in usd per share) | $ / shares | 102.66 |
Outstanding, non-vested at end of period (in usd per share) | $ / shares | $ 132.25 |
Stock-Based Compensation - Weig
Stock-Based Compensation - Weighted-Average Assumptions Used to Estimate the Fair Value of Options Granted (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 2.46% | 0.84% | 0.83% |
Expected term | 6 years 1 month 17 days | 6 years 1 month 6 days | 6 years 1 month 9 days |
Expected volatility | 50% | 46% | 58% |
Expected dividends | 0% | 0% | 0% |
Options | Weighted Average | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average fair value per share (in usd per share) | $ 76.02 | $ 91.84 | $ 19.30 |
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 3.56% | 0.08% | 0.14% |
Expected term | 6 months | 6 months | 6 months |
Expected volatility | 51% | 34% | 54% |
Expected dividends | 0% | 0% | 0% |
ESPP | Weighted Average | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average fair value per share (in usd per share) | $ 50.18 | $ 64.25 | $ 32.18 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-Based Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation costs | $ 226 | $ 142 | $ 93 |
Cost of sales | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation costs | 45 | 22 | 0 |
Research and development | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation costs | 93 | 68 | 56 |
Selling, general and administrative | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation costs | 88 | 52 | 37 |
Options | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation costs | 123 | 96 | 78 |
RSUs and PSUs | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation costs | 97 | 42 | 12 |
ESPP | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Compensation costs | $ 6 | $ 4 | $ 3 |
Stock-Based Compensation - Shar
Stock-Based Compensation - Share Repurchase Program (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of shares repurchased (in shares) | 23 | 3 |
Average price per share | $ 142.83 | $ 245.76 |
Aggregate purchase price | $ 3,329 | $ 857 |
Remaining authorized at end of period | $ 2,814 | $ 143 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Total matching contributions | $ 20 | $ 10 | $ 5 |
Unfunded benefit plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Benefit obligation | $ 8 | $ 9 | |
Employee Match 1 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Percent of match | 100% | ||
Percent of employees gross pay | 3% | ||
Employee Match 2 | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Percent of match | 50% | ||
Percent of employees gross pay | 3% |
Income Taxes - Loss Before Prov
Income Taxes - Loss Before Provision For (Benefit From) Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 9,433 | $ 13,108 | $ (745) |
Foreign | 142 | 177 | 1 |
Income (loss) before income taxes | $ 9,575 | $ 13,285 | $ (744) |
Income Taxes - Provision For (B
Income Taxes - Provision For (Benefit From) Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | |||
Federal | $ 1,687 | $ 1,304 | $ 0 |
State | 47 | 35 | 0 |
Foreign | 57 | 40 | 3 |
Total current | 1,791 | 1,379 | 3 |
Deferred: | |||
Federal | (569) | (288) | 0 |
State | (7) | (6) | 0 |
Foreign | (2) | (2) | 0 |
Total deferred | (578) | (296) | 0 |
Total provision for income taxes | $ 1,213 | $ 1,083 | $ 3 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of U.S. Statutory Income Tax Rate to Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory tax rate | 21% | 21% | 21% |
Change in valuation allowance | 0% | (5.40%) | (47.40%) |
Foreign-derived intangible income | (7.40%) | (4.80%) | 0% |
Stock-based compensation windfall | (1.60%) | (2.60%) | 19.80% |
Federal research and development credits | (0.50%) | (0.70%) | 3.80% |
State taxes, net of federal benefits | 0.40% | 0.50% | 3.60% |
Non-deductible items | 0% | 0% | (0.80%) |
Other | 0.80% | 0.10% | (0.30%) |
Effective tax rate | 12.70% | 8.10% | (0.30%) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | |||
Effective income tax rate reconciliation, percent | 12.70% | 8.10% | (0.30%) |
Increase in valuation allowance | $ 18 | $ 48 | $ 352 |
Unrecognized tax benefits, net | 128 | ||
State | |||
Operating Loss Carryforwards [Line Items] | |||
Increase in valuation allowance | 6 | ||
Net operating losses | 828 | ||
State | Research and Development | |||
Operating Loss Carryforwards [Line Items] | |||
Tax credit carry-forwards | $ 122 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Tax Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||||
Net operating loss carryforwards | $ 59 | $ 69 | ||
Stock-based compensation | 68 | 44 | ||
Capitalized licenses, research and development and start-up costs | 704 | 204 | ||
Tax credit carryforwards | 97 | 80 | ||
Deferred revenue | 16 | 43 | ||
Operating lease liabilities | 26 | 32 | ||
Financing lease liabilities | 135 | 136 | ||
Other comprehensive income | 106 | 0 | ||
Inventory reserve and capitalization | 86 | 0 | ||
Other | 69 | 67 | ||
Total deferred tax assets | 1,366 | 675 | ||
Less: valuation allowance | (155) | (149) | $ (823) | $ (471) |
Net deferred tax assets | 1,211 | 526 | ||
Deferred tax liabilities: | ||||
Right-of-use assets, financing | (117) | (119) | ||
Right-of-use assets, operating | (26) | (31) | ||
Property, plant and equipment | (85) | (49) | ||
Other | (1) | (1) | ||
Total deferred tax liabilities | (229) | (200) | ||
Net deferred tax assets | $ 982 | $ 326 |
Income Taxes- Valuation Allowan
Income Taxes- Valuation Allowance (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Deferred Tax, Valuation Allowance [Roll Forward] | |||
Valuation allowance at beginning of the period | $ 149 | $ 823 | $ 471 |
Decreases recorded as benefit to income tax provision | (12) | (722) | 0 |
Increase in valuation allowance | 18 | 48 | 352 |
Valuation allowance at December 31 | $ 155 | $ 149 | $ 823 |
Income Taxes - Reconciliation_2
Income Taxes - Reconciliation of the Beginning and Ending Amounts of Unrecognized Tax Benefits Roll Forward (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Unrecognized tax benefits at beginning of the period | $ 68 | $ 0 | $ 0 |
Tax positions for prior years | (1) | 0 | 0 |
Additions based on tax positions for current year | 57 | 54 | 0 |
Additions based on tax positions for prior years | 4 | 14 | 0 |
Unrecognized tax benefits at end of the period | $ 128 | $ 68 | $ 0 |
Earnings (Loss) per Share - Bas
Earnings (Loss) per Share - Basic and Diluted Net Loss per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | |||
Net income (loss) | $ 8,362 | $ 12,202 | $ (747) |
Denominator: | |||
Basic weighted-average common shares outstanding (in shares) | 394 | 403 | 381 |
Effect of dilutive securities (in shares) | 22 | 28 | 0 |
Diluted weighted-average common shares outstanding (in shares) | 416 | 431 | 381 |
Basic EPS (in usd per share) | $ 21.26 | $ 30.31 | $ (1.96) |
Diluted EPS (in usd per share) | $ 20.12 | $ 28.29 | $ (1.96) |
Earnings (Loss) per Share - Com
Earnings (Loss) per Share - Common Stock Equivalents Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities (in shares) | 3 | 1 | 36 |
Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities (in shares) | 3 | 1 | 34 |
RSUs and PSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities (in shares) | 0 | 0 | 2 |
Geographic Information (Details
Geographic Information (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) segment | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Revenue from Contract with Customer [Abstract] | |||
Number of operating segments | segment | 1 | ||
Disaggregation of Revenue [Line Items] | |||
Total revenue | $ 19,263 | $ 18,471 | $ 803 |
Property, plant and equipment, net | 2,018 | 1,241 | |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 5,150 | 6,177 | 764 |
Property, plant and equipment, net | 1,267 | 1,050 | |
Europe | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 6,815 | 6,846 | 33 |
Property, plant and equipment, net | 714 | 181 | |
Rest of world | |||
Disaggregation of Revenue [Line Items] | |||
Total revenue | 7,298 | 5,448 | $ 6 |
Property, plant and equipment, net | $ 37 | $ 10 |