Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2014 |
Accounting Policies [Abstract] | ' |
Principles of Consolidation and Presentation | ' |
Principles of Consolidation and Presentation |
The consolidated financial statements include the accounts of Immunomedics and its majority-owned subsidiaries. Noncontrolling interests in consolidated subsidiaries in the consolidated balance sheets represent minority stockholders’ proportionate share of the equity (deficit) in such subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | ' |
Use of Estimates |
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reported period. Actual results could differ from those estimates. The Company’s significant estimates and assumptions relate to revenue recognition, allowance for doubtful accounts, valuation of inventory and property and equipment, useful lives of property and equipment, accrued liabilities, stock compensation expenses, income tax uncertainties and other contingencies. |
Foreign Currencies | ' |
Foreign Currencies |
For subsidiaries outside of the United States that operate in a local currency environment, income and expense items are translated to United States dollars at the monthly average rates of exchange prevailing during the year, assets and liabilities are translated at year-end exchange rates and equity accounts are translated at historical exchange rates. Translation adjustments are accumulated in a separate component of stockholders’ equity in the Consolidated Balance Sheets and the Consolidated Statements of Changes in Stockholders’ Equity and are included in the determination of comprehensive (loss) income in the Consolidated Statements of Comprehensive (Loss) Income. Transaction gains and losses are included in the determination of net (loss) income in the Consolidated Statements of Comprehensive (Loss) Income. As of June 30, 2014 and 2013, the cumulative unrealized foreign currency translation gain included in accumulated other comprehensive income was approximately $0.3 million and $0.2 million, respectively. |
Marketable securities | ' |
Marketable securities |
Marketable securities, all of which are available-for-sale, consist of corporate debt securities and municipal bonds. Marketable securities are carried at fair value, with unrealized gains and losses, net of related income taxes, reported as accumulated other comprehensive income, except for losses from impairments which are determined to be other-than-temporary. Realized gains and losses, and declines in value judged to be other-than-temporary on available-for-sale securities are included in the determination of net (loss) income and are included in interest and other income (net), at which time the average cost basis of these securities are adjusted to fair value. Fair values are based on quoted market prices at the reporting date. Interest and dividends on available-for-sale securities are included interest and other income (net). |
Accounts Receivable | ' |
Accounts Receivable |
Credit is extended to customers based upon an evaluation of the customer’s financial condition. Accounts receivable are recorded at net realizable value. The Company utilizes a specific identification accounts receivable reserve methodology based on a review of outstanding balances and previous activities to determine the allowance for doubtful accounts. The Company charges off uncollectible receivables at the time the Company determines the receivable is no longer collectible. The Company does not require collateral or other security to support financial instruments subject to credit risk. |
Concentration of Credit Risk | ' |
Concentration of Credit Risk |
Cash, cash equivalents and marketable securities are financial instruments that potentially subject the Company to concentration of credit risk. Immunomedics periodically invests its cash in debt instruments of banks and financial institutions with strong credit ratings. Immunomedics has established guidelines relative to diversification and maturities that are designed to help ensure safety and liquidity. These guidelines are periodically reviewed to take advantage of trends in yields and interest rates. |
Estimated Fair Value of Financial Instruments | ' |
Estimated Fair Value of Financial Instruments |
The Company has categorized its financial assets, based on the priority of the inputs to the valuation technique, into a three-level fair value hierarchy as set forth below. The Company does not have any financial liabilities that are required to be measured at fair value on a recurring basis. If the inputs used to measure the financial instruments fall within different levels of the hierarchy, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. |
Financial assets recorded on the consolidated balance sheets as of June 30, 2014 and 2013 are categorized based on the inputs to the valuation techniques as follows (in thousands): |
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| • | | Level 1 – Financial assets whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market which the Company has the ability to access at the measurement date (examples include active exchange-traded equity securities and most U.S. Government and agency securities). | | | | | | | | | | | | | |
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| • | | Level 2 – Financial assets whose value are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. | | | | | | | | | | | | | |
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| • | | Level 3 – Financial assets whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset. | | | | | | | | | | | | | |
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| | Level 1 | | | Level 2 | | | Level 3 | | | Total | |
June 30, 2014 | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 367 | | | $ | — | | | $ | — | | | $ | 367 | |
Marketable Securities: | | | | | | | | | | | | | | | | |
U.S. Treasury Bonds | | | 8,537 | | | | — | | | | — | | | | 8,537 | |
U.S. Government Sponsored Agencies | | | 7,457 | | | | — | | | | — | | | | 7,457 | |
Corporate Debt Securities | | | 18,877 | | | | — | | | | — | | | | 18,877 | |
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Total | | $ | 35,238 | | | $ | — | | | $ | — | | | $ | 35,238 | |
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June 30, 2013 | | | | | | | | | | | | | | | | |
Money Market Funds | | $ | 38,327 | | | $ | — | | | $ | — | | | $ | 38,327 | |
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Total | | $ | 38,327 | | | $ | — | | | $ | — | | | $ | 38,327 | |
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The money market funds noted above are included in cash and cash equivalents in the consolidated balance sheets. We recognize transfers between levels of the fair value hierarchy as of the date of the transaction. There were no transfers within the hierarchy during the fiscal years 2014 and 2013. |
Inventory | ' |
Inventory |
Inventory, which consists of the finished product and work in process of LeukoScan, is stated at the lower of cost (on a first-in, first-out basis) or market, and includes materials, labor and manufacturing overhead. |
Property and Equipment and Impairment of Assets | ' |
Property and Equipment and Impairment of Assets |
Property and equipment are stated at cost and are depreciated on a straight-line basis over the estimated useful lives (5-10 years) of the respective assets. Leasehold improvements are capitalized and amortized over the lesser of the remaining life of the lease or the estimated useful life of the asset. Immunomedics reviews long-lived assets for impairment whenever events or changes in business circumstances occur that indicate that the carrying amount of the assets may not be recoverable. Immunomedics assesses the recoverability of long-lived assets held and to be used based on undiscounted cash flows, and measures the impairment, if any, using discounted cash flows. To date the Company has not taken any impairment charges on property and equipment. |
Life Insurance Policies | ' |
Life Insurance Policies |
The Company has life insurance policies on Dr. David M. Goldenberg, the Company’s Chief Medical Officer and Chief Scientific Officer, which are for the benefit of the Company. When the Company is the beneficiary of the policy, and there are no other contractual arrangements between the Company and Dr. Goldenberg, the Company recognizes the amount that could be realized under the insurance arrangement as an asset in the Consolidated Balance Sheets. |
Revenue Recognition | ' |
Revenue Recognition |
The Company has accounted for revenue arrangements that include multiple deliverables as a separate unit of accounting if both of the following criteria are met: a) the delivered item has value to the customer on a standalone basis, and b) if the right of return exists, delivery of the undelivered items is considered probable and substantially in the control of the vendor. If these criteria are not met, the revenue elements must be considered a single unit of accounting for purposes of revenue recognition. The Company allocates revenue consideration, excluding contingent consideration, based on the relative selling prices of the separate units of accounting contained within an arrangement containing multiple deliverables. Relative selling prices are determined using vendor specific objective evidence, if it exists; otherwise third-party evidence or the Company’s best estimate of selling price is used for each deliverable. |
Payments received under contracts to fund certain research activities are recognized as revenue in the period in which the research activities are performed. Payments received in advance that are related to future performance are deferred and recognized as revenue when the research projects are performed. Upfront nonrefundable fees associated with license and development agreements where the Company has continuing involvement in the agreement are recorded as deferred revenue and recognized over the estimated service period. The Company estimates the period of continuing involvement based on the best evidential matter available at each reporting period. If the estimated service period is subsequently modified, the period over which the upfront fee is recognized is modified accordingly on a prospective basis. |
In order to determine the revenue recognition for contingent milestones, the Company evaluates the contingent milestones using the criteria as provided by the Financial Accounting Standards Boards (“FASB”) guidance on the milestone method of revenue recognition, as explained in ASU 2010-17, “Milestone Method of Revenue Recognition”, at the inception of a collaboration agreement. The criteria requires that (i) the Company determines if the milestone is commensurate with either its performance to achieve the milestone or the enhancement of value resulting from the Company’s activities to achieve the milestone, (ii) the milestone be related to past performance, and (iii) the milestone be reasonable relative to all deliverable and payment terms of the collaboration arrangement. If these criteria are met then the contingent milestones can be considered as substantive milestones and will be recognized as revenue in the period that the milestone is achieved. Royalties are recognized as earned in accordance with the terms of various research and collaboration agreements. |
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Revenue from the sale of diagnostic products is recorded when there is persuasive evidence that an arrangement exists, delivery has occurred, the price is fixed and determinable or collectability is reasonably assured. Allowances, if any, are established for uncollectible amounts, estimated product returns and discounts. Since allowances are recorded based on management’s estimates, actual amounts may be different in the future. |
Research and Development Costs | ' |
Research and Development Costs |
Research and development costs are expensed as incurred. Costs incurred for clinical trials for patients and investigators are expensed as services are performed in accordance with the agreements in place with the institutions. |
Reimbursement of Research and Development Costs | ' |
Reimbursement of Research and Development Costs |
Reimbursement toward research and development costs under collaboration agreements are included as a reduction of research and development expenses. The Company records these reimbursements as a reduction of research and development expenses as the Company’s partner in the collaboration agreement has the financial risks and responsibility for conducting these research and development activities. |
Manufacturing Costs | ' |
Manufacturing Costs |
Manufacturing costs incurred in relation to the development of materials produced in order to fulfill contractual obligations are deferred and are recorded in other current assets until the product is delivered in accordance with the terms of the agreement. |
Income Taxes | ' |
Income Taxes |
The Company uses the asset and liability method to account for income taxes, including the recognition of deferred tax assets and deferred tax liabilities for the anticipated future tax consequences attributable to differences between financial statements amounts and their respective tax bases. The Company reviews its deferred tax assets for recovery. A valuation allowance is established when the Company believes that it is more likely than not that its deferred tax assets will not be realized. Changes in valuation allowances from period to period are included in the Company’s tax provision in the period of change. |
The Company does not have an accrual for uncertain tax positions as of June 30, 2014 or 2013. The U.S. Federal statute of limitation remains open for the fiscal years 2009 onward. The Company’s tax returns filed in foreign jurisdictions remain open for the fiscal years 2010 onward. State income tax returns are generally subject to examination for a period of 3-5 years after filing of the respective return. The Company conducts business and files tax returns in New Jersey. |
Net (Loss) Income Per Share Allocable to Common Stockholders | ' |
Net (Loss) Income Per Share Allocable to Common Stockholders |
Basic net (loss) income per share is based upon the number of weighted average number of shares of common stock and vested restricted shares outstanding. Diluted net income per share is based upon the weighted average number of shares of common stock and dilutive potential shares of common stock outstanding. During fiscal years 2014 and 2013, no potential shares of common stock were included in the calculation since their affect would be anti-dilutive due to the operating losses. For fiscal year 2012, diluted net income per share is based upon the weighted average number of shares of common stock and dilutive potential shares of common stock outstanding. Potential shares of common stock that result from the assumed exercise of outstanding stock options and warrant shares, with exercise prices less than the average market price of the Company’s common stock are calculated under the treasury stock method. All other outstanding stock options and warrant shares have been excluded from the calculation. |
Comprehensive (Loss) Income | ' |
Comprehensive (Loss) Income |
Comprehensive (loss) income consists of consolidated net (loss) income, net unrealized loss on securities available for sale and foreign currency exchange translation adjustments and is presented in the Consolidated Statements of Comprehensive (Loss) Income. |
Stock-Based Compensation | ' |
Stock-Based Compensation |
The Company’s 2006 Stock Incentive Plan (the “Plan”) permits the grant of options and shares to its employees and outside directors for up to eight million shares of common stock. A summary of this plan is provided in Note 7. The Company believes that such awards better align the interests of its employees with those of its shareholders. Option awards are generally granted with an exercise price equal to the market price of the Company’s stock at the date of grant; those option awards generally vest based on four years of continuous service and have seven year contractual terms. Certain options provide for accelerated vesting if there is a change in control (as defined in the Plan). |
The fair value of each option granted during the years ended June 30, 2014, 2013 and 2012 is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted-average assumptions in the following table: |
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| | Years ended June 30, | | | | | | | | | | |
| | 2014 | | 2013 | | 2012 | | | | | | | | | | |
Expected dividend yield | | 0% | | 0% | | 0% | | | | | | | | | | |
Expected option term (years) | | 3.85 | | 5.35 | | 5.32 | | | | | | | | | | |
Expected stock price volatility | | 65% | | 69% | | 80% | | | | | | | | | | |
Risk-free interest rate | | 0.03% - 1.79% | | 0.98% - 1.84% | | 1.01% - 2.46% | | | | | | | | | | |
The weighted average fair value at the date of grant for options granted during the years ended June 30, 2014, 2013 and 2012 were $1.91, $2.12 and $2.23 per share, respectively. The Company uses historical data to estimate forfeitures. The expected term of options granted represents the period of time that options granted are expected to be outstanding. Expected stock price volatility was calculated based on the Company’s daily stock trading history. The weighted average of the expected option term declined to 3.85 years for year ended June 30, 2014, as a result of the issuance of short-term options to the former chief financial officer. Aside from these stock options the expected option term for other stock options granted during the year ended June 30, 2014 was 5.1 years. The risk-free rate for periods within the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The lower risk-free interest rate results from the short-term rate for the stock options granted to the former chief financial officer. |
As of June 30, 2014, the Company has 1,838,587 non-vested options and restricted stock shares outstanding. As of June 30, 2014, 2013 and 2012 there was $4.1 million, $3.6 million and $3.3 million, respectively, of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the Plan. That cost is being recognized over a weighted-average period of 2.52 years. The weighted average remaining contractual terms of the exercisable shares is 2.72 years and 2.59 years as of June 30, 2014 and 2013, respectively. |
Financial Instruments | ' |
Financial Instruments |
The carrying amounts of cash and cash equivalents, other current assets and current liabilities approximate fair value due to the short-term maturity of these instruments. The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. |
Insurance Proceeds | ' |
Insurance Proceeds |
Insurance proceeds totaling $2.6 million were received during the fiscal year 2013 as a result of insurance claims from an equipment failure during the 2011 fiscal year. A cash payment for a business interruption insurance claim of $2.5 million was received, which had resulted from the equipment failure that had limited the production of materials necessary for certain research & product development. There was no such claim for fiscal year 2012. In addition, for fiscal year ended June 30, 2013 proceeds of $0.1 million was also recorded from a property claim regarding the same equipment failure. The proceeds received from these claims are classified as a separate other income component in the Consolidated Statement of Comprehensive (Loss) Income. |
Recently Issued Accounting Pronouncements | ' |
Recently Issued Accounting Pronouncements |
In June 2014, the FASB issued Accounting Standard Update (“ASU”) 2014-012, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period”. This guidance clarifies that awards with these provisions should be treated as performance conditions that affect vesting, and do not impact the award’s estimated grant-date fair value. The amendments in this update are effective for annual reporting periods beginning after December 31, 2015, including interim periods, and early application is permitted. The Company is assessing ASU 2014-012’s impact and will adopt it when effective. |
In June 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers”. This ASU was initiated as a joint project by the FASB and the International Accounting Standards Board (“IASB”) to clarify the principles for recognizing revenue and to develop a common revenue standard for U.S. GAAP and IFRS. For a public company, the amendments in this update are effective for annual reporting periods beginning after December 15, 2016, including interim periods, and early application is not permitted for public companies. The Company is assessing ASU 2014-09’s impact and will adopt it when effective. |
In July 2013, the FASB issued ASU 2013-11, “Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carry-forward, a Similar Tax Loss, or a Tax Credit Carry-forward Exists”. This ASU will eliminate the diversity in practice in presentation of unrecognized tax benefits when a net operating loss carry-forward, a similar tax loss, or a tax credit carry-forward exists at the reporting date. This new guidance requires the netting of unrecognized tax benefits against a deferred tax asset for a loss or other carry-forward that would apply in settlement of the uncertain tax positions. Under the new guidance, unrecognized tax benefits will be netted against all available same-jurisdiction loss or other tax carry-forward that would be utilized, rather than only against carryforwards that are created by the unrecognized tax benefits. This guidance is effective prospectively, but allows optional retrospective adoption (for all periods presented), for reporting periods beginning after December 15, 2013. As this guidance relates to presentation only, the adoption of this guidance did not impact the Company’s financial statements. |