Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Mar. 10, 2014 | Jun. 30, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'XOMA Corp | ' | ' |
Entity Central Index Key | '0000791908 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Public Float | ' | ' | $300,612,834 |
Entity Common Stock, Shares Outstanding | ' | 106,571,513 | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $101,659 | $45,345 |
Short-term investments | 19,990 | 39,987 |
Trade and other receivables, net | 3,781 | 8,249 |
Prepaid expenses and other current assets | 1,630 | 2,256 |
Total current assets | 127,060 | 95,837 |
Property and equipment, net | 6,456 | 8,143 |
Other assets | 1,266 | 1,696 |
Total assets | 134,782 | 105,676 |
Current liabilities: | ' | ' |
Accounts payable | 9,616 | 3,867 |
Accrued and other liabilities | 9,934 | 13,045 |
Deferred revenue | 2,218 | 3,409 |
Interest bearing obligation - current | 5,835 | 3,391 |
Accrued Interest on interest bearing obligations - current | 2,042 | 121 |
Total current liabilities | 29,645 | 23,833 |
Deferred revenue - long-term | 4,105 | 6,315 |
Interest bearing obligations - long-term | 35,150 | 37,653 |
Contingent warrant liabilities | 69,869 | 15,001 |
Other liabilities - long-term | 0 | 1,407 |
Total liabilities | 138,769 | 84,209 |
Commitments and contingencies (Note 11) | ' | ' |
Stockholders' equity: | ' | ' |
Common stock, $0.0075 par value, 138,666,666 shares authorized, 105,386,216 and 82,447,274 shares outstanding at December 31, 2013 and 2012, respectively | 787 | 615 |
Additional paid-in capital | 1,076,403 | 977,962 |
Accumulated comprehensive (loss) income | -1 | 8 |
Accumulated deficit | -1,081,176 | -957,118 |
Total stockholders' equity | -3,987 | 21,467 |
Total liabilities and stockholders' equity | $134,782 | $105,676 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Stockholders' equity: | ' | ' |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common shares, shares authorized (in shares) | 138,666,666 | 138,666,666 |
Common shares, shares outstanding (in shares) | 105,386,216 | 82,447,274 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenues: | ' | ' | ' |
License and collaborative fees | $11,028 | $5,727 | $17,991 |
Contract and other | 24,423 | 28,055 | 40,205 |
Total revenues | 35,451 | 33,782 | 58,196 |
Operating expenses: | ' | ' | ' |
Research and development | 74,851 | 68,467 | 68,137 |
Selling, general and administrative | 18,477 | 16,865 | 24,014 |
Restructuring | 328 | 5,074 | 0 |
Total operating expenses | 93,656 | 90,406 | 92,151 |
Loss from operations | -58,205 | -56,624 | -33,955 |
Other (expense) income: | ' | ' | ' |
Interest expense | -4,631 | -4,387 | -2,462 |
Other expense | -197 | -956 | -177 |
Revaluation of contingent warrant liabilities | -61,039 | -9,172 | 3,866 |
Net loss before taxes | -124,072 | -71,139 | -32,728 |
Provision for income tax benefit (expense) | 14 | 74 | -15 |
Net loss | -124,058 | -71,065 | -32,743 |
Basic and diluted net loss per share of common stock (in dollars per share) | ($1.43) | ($1.10) | ($1.04) |
Shares used in computing basic and diluted net loss per share of common stock (in shares) | 86,938 | 64,629 | 31,590 |
Comprehensive loss: | ' | ' | ' |
Net loss | -124,058 | -71,065 | -32,743 |
Net unrealized (loss) gains on available-for-sale securities | -9 | 8 | 0 |
Comprehensive loss | ($124,067) | ($71,057) | ($32,743) |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $) | Preferred Stock [Member] | Common Stock [Member] | Paid-In Capital [Member] | Accumulated Comprehensive Income [Member] | Accumulated Deficit [Member] | Total |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at Dec. 31, 2010 | $1 | $214 | $876,686 | $0 | ($853,310) | $23,591 |
Balance (in shares) at Dec. 31, 2010 | 3,000 | 28,491,000 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Exercise of stock options, contributions to 401(k) and incentive plans | 0 | 2 | 1,099 | 0 | 0 | 1,101 |
Exercise of stock options, contributions to 401(k) and incentive plans (in shares) | ' | 253,000 | ' | ' | ' | ' |
Stock-based compensation expense | 0 | 0 | 7,759 | 0 | 0 | 7,759 |
Sale of shares of common stock | 0 | 45 | 15,043 | 0 | 0 | 15,088 |
Sale of shares of common stock (in shares) | ' | 6,108,000 | ' | ' | ' | ' |
Issuance of warrants | 0 | 0 | 215 | 0 | 0 | 215 |
Conversion of Series B convertible preferred stock | -1 | 2 | -1 | 0 | 0 | 0 |
Conversion of Series B convertible preferred stock (in shares) | -3,000 | 255,000 | ' | ' | ' | ' |
Comprehensive loss: | ' | ' | ' | ' | ' | ' |
Net loss | 0 | 0 | 0 | 0 | -32,743 | -32,743 |
Balance at Dec. 31, 2011 | 0 | 263 | 900,801 | 0 | -886,053 | 15,011 |
Balance (in shares) at Dec. 31, 2011 | 0 | 35,107,000 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Exercise of stock options, contributions to 401(k) and incentive plans | 0 | 8 | 1,323 | 0 | 0 | 1,331 |
Exercise of stock options, contributions to 401(k) and incentive plans (in shares) | ' | 1,089,000 | ' | ' | ' | ' |
Release of restricted stock units | 0 | 0 | 0 | 0 | 0 | 0 |
Release of restricted stock units (in shares) | ' | 397,000 | ' | ' | ' | ' |
Stock-based compensation expense | 0 | 0 | 4,284 | 0 | 0 | 4,284 |
Sale of shares of common stock | 0 | 340 | 75,960 | 0 | 0 | 76,300 |
Sale of shares of common stock (in shares) | ' | 45,288,000 | ' | ' | ' | ' |
Issuance of warrants | ' | 0 | -6,335 | 0 | 0 | -6,335 |
Exercise of warrants | ' | 4 | 1,929 | 0 | 0 | 1,933 |
Exercise of warrants (in shares) | ' | 566,000 | ' | ' | ' | ' |
Comprehensive loss: | ' | ' | ' | ' | ' | ' |
Net loss | ' | 0 | 0 | 0 | -71,065 | -71,065 |
Comprehensive loss | ' | 0 | 0 | 8 | 0 | 8 |
Balance at Dec. 31, 2012 | 0 | 615 | 977,962 | 8 | -957,118 | 21,467 |
Balance (in shares) at Dec. 31, 2012 | 0 | 82,447,000 | ' | ' | ' | ' |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Exercise of stock options, contributions to 401(k) and incentive plans | 0 | 7 | 2,213 | 0 | 0 | 2,220 |
Exercise of stock options, contributions to 401(k) and incentive plans (in shares) | ' | 933,000 | ' | ' | ' | ' |
Release of restricted stock units | 0 | 6 | -6 | 0 | 0 | 0 |
Release of restricted stock units (in shares) | ' | 801,000 | ' | ' | ' | ' |
Stock-based compensation expense | 0 | 0 | 5,099 | 0 | 0 | 5,099 |
Sale of shares of common stock | 0 | 147 | 82,799 | 0 | 0 | 82,946 |
Sale of shares of common stock (in shares) | ' | 19,661,000 | ' | ' | ' | ' |
Exercise of warrants | 0 | 12 | 8,336 | 0 | 0 | 8,348 |
Exercise of warrants (in shares) | ' | 1,544,000 | ' | ' | ' | ' |
Comprehensive loss: | ' | ' | ' | ' | ' | ' |
Net loss | 0 | 0 | 0 | 0 | -124,058 | -124,058 |
Comprehensive loss | 0 | 0 | 0 | -9 | 0 | -9 |
Balance at Dec. 31, 2013 | $0 | $787 | $1,076,403 | ($1) | ($1,081,176) | ($3,987) |
Balance (in shares) at Dec. 31, 2013 | 0 | 105,386,000 | ' | ' | ' | ' |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net loss | ($124,058) | ($71,065) | ($32,743) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | ' |
Depreciation | 2,575 | 4,124 | 5,357 |
Common stock contribution to 401(k) | 828 | 1,134 | 1,046 |
Stock-based compensation expense | 5,099 | 4,284 | 7,759 |
Accrued interest on interest bearing obligations | 2,284 | 1,186 | 1,023 |
Revaluation of contingent warrant liabilities | 61,039 | 9,172 | -3,866 |
Restructuring charge related to long-lived assets | 0 | 2,460 | 0 |
Amortization of debt discount, final payment fee on debt, and debt issuance costs | 2,470 | 1,958 | 1,360 |
Loss on sale costs and retirement of property & equipment | 281 | 29 | 107 |
Unrealized loss on foreign currency exchange | 662 | 295 | 513 |
Unrealized loss on foreign exchange options | 127 | 714 | 298 |
Other non-cash adjustments | -20 | -11 | 0 |
Changes in assets and liabilities: | ' | ' | ' |
Trade and other receivables, net | 4,486 | 4,064 | 8,532 |
Prepaid expenses and other assets | 481 | -158 | -2,469 |
Accounts payable and accrued liabilities | 2,901 | 4,485 | -2,144 |
Deferred revenue | -3,399 | -3,511 | -13,794 |
Other liabilities | -1,671 | 75 | -41 |
Net cash used in operating activities | -45,915 | -40,765 | -29,062 |
Cash flows from investing activities: | ' | ' | ' |
Purchases of investments | -19,991 | -56,970 | 0 |
Proceeds from maturities of investments | 40,000 | 17,000 | 0 |
Net purchase of property and equipment | -1,169 | -2,509 | -3,304 |
Proceeds from sale of property and equipment | 0 | 463 | 0 |
Net provided by (used in) investing activities | 18,840 | -42,016 | -3,304 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from issuance of common stock, net of issuance costs | 84,338 | 76,498 | 15,143 |
Proceeds from the exercise of warrants | 2,176 | 993 | 0 |
Proceeds from issuance of long-term debt, net of issuance costs | 0 | 4,434 | 28,836 |
Principal payments of debt | -3,125 | -2,143 | 0 |
Net cash provided financing activities | 83,389 | 79,782 | 43,979 |
Effect of exchange rate changes on cash | 0 | 0 | -573 |
Net increase in cash and cash equivalents | 56,314 | -2,999 | 11,040 |
Cash and cash equivalents at the beginning of the period | 45,345 | 48,344 | 37,304 |
Cash and cash equivalents at the end of the period | 101,659 | 45,345 | 48,344 |
Cash paid during the year for: | ' | ' | ' |
Interest | 1,262 | 1,035 | 0 |
Income taxes | 0 | 0 | 15 |
Non-cash investing and financing activities: | ' | ' | ' |
Issuance of warrants | 0 | 6,390 | 0 |
Reclassification of contingent warrant liability to equity upon exercise of warrants | -6,171 | -940 | 0 |
Interest added to principal balances on long-term debt | 935 | 1,160 | 669 |
Investment in Symplmed Pharamaceuticals, LLC | 171 | 0 | 0 |
Discount on long-term debt | $0 | ($55) | ($215) |
Description_of_Business
Description of Business | 12 Months Ended | |
Dec. 31, 2013 | ||
Description of Business [Abstract] | ' | |
Description of Business | ' | |
1 | Description of Business | |
XOMA Corporation (“XOMA” or the “Company”), a Delaware corporation combines a portfolio of late-stage clinical programs and research activities to develop innovative therapeutic antibodies for which it intends to commercialize. XOMA focuses its scientific research on allosteric modulation, which offers opportunities for new classes of therapeutic antibodies to treat a wide range of human diseases. XOMA is developing its lead product candidate gevokizumab (IL-1 beta modulating antibody) with Les Laboratoires Servier (“Servier”) through a global Phase 3 clinical development program and ongoing proof-of-concept studies in other IL-1-mediated diseases. XOMA’s scientific research also has produced the XMet platform, which consists of three classes of preclinical antibodies, including selective insulin receptor modulators that could offer new approaches in the treatment of diabetes. The Company’s products are presently in various stages of development and most are subject to regulatory approval before they can be commercially launched. |
Basis_of_Presentation_and_Sign
Basis of Presentation and Significant Accounting Policies | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Basis of Presentation and Significant Accounting Policies [Abstract] | ' | ||||||||||||
Basis of Presentation and Significant Accounting Policies | ' | ||||||||||||
2 | Basis of Presentation and Significant Accounting Policies | ||||||||||||
Principles of Consolidation | |||||||||||||
The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||
Use of Estimates | |||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosures. On an on-going basis, management evaluates its estimates including, but not limited to, those related to contingent warrant liabilities, revenue recognition, research and development expense, long-lived assets, derivative instruments and stock-based compensation. The Company bases its estimates on historical experience and on various other market-specific and other relevant assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ significantly from these estimates, such as the Company’s billing under government contracts. Under the Company’s contracts with the National Institute of Allergy and Infectious Diseases (“NIAID”), a part of the National Institutes of Health (“NIH”), the Company bills using NIH provisional rates and thus are subject to future audits at the discretion of NIAID’s contracting office. These audits can result in an adjustment to revenue previously reported. | |||||||||||||
Reclassifications | |||||||||||||
Certain reclassifications of prior period amounts have been made to the financial statements and accompanying notes to conform to the current period presentation. Prior period presentations of net product sales and royalty revenue have been reclassified into contract and other revenue because the net product sales and royalty revenue were not material for all periods presented. These reclassifications had no impact on the Company’s previously reported net loss or cash flows. | |||||||||||||
Newly Adopted Accounting Pronouncements | |||||||||||||
In February 2013, Accounting Standards Codification Topic 220, Comprehensive Income was amended to require companies to report, in one place, information about reclassifications out of accumulated other comprehensive income. Accordingly, a company can present this information on the face of the financial statements, if certain requirements are met, or the information must be presented in the notes to the financial statements. The Company adopted this guidance as of January 1, 2013, on a retrospective basis and the items reclassified out of accumulated other comprehensive income are not material for all periods presented. | |||||||||||||
Revenue Recognition | |||||||||||||
Revenue is recognized when the four basic criteria of revenue recognition are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. The determination of criteria (2) is based on management’s judgments regarding whether a continuing performance obligation exists. The determination of criteria (3) and (4) are based on management’s judgments regarding the nature of the fee charged for products or services delivered and the collectability of those fees. Allowances are established for estimated uncollectible amounts, if any. | |||||||||||||
The Company recognizes revenue from its license and collaboration arrangements, contract services, product sales and royalties. Revenue arrangements with multiple elements are divided into separate units of accounting if certain criteria are met, including whether the delivered element has stand-alone value to the customer and whether there is objective and reliable evidence of the fair value of the undelivered items. The consideration received is allocated among the separate units based on their respective fair values and the applicable revenue recognition criteria are applied to each of the separate units. Advance payments received in excess of amounts earned are classified as deferred revenue until earned. | |||||||||||||
License and Collaborative Fees | |||||||||||||
Revenue from non-refundable license, technology access or other payments under license and collaborative agreements where the Company has a continuing obligation to perform is recognized as revenue over the expected period of the continuing performance obligation. The Company estimates the performance period at the inception of the arrangement and reevaluates it each reporting period. This reevaluation may shorten or lengthen the period over which the remaining revenue is recognized. Changes to these estimates are recorded on a prospective basis. | |||||||||||||
Milestone payments under collaborative and other arrangements are recognized as revenue upon completion of the milestone event, once confirmation is received from the third party and collectability is reasonably assured. This represents the culmination of the earnings process when the Company has no future performance obligations related to the payment. Milestone payments that are not substantive or that require a continuing performance obligation on the part of the Company are recognized over the expected period of the continuing performance obligation. Amounts received in advance are recorded as deferred revenue until the related milestone is completed. | |||||||||||||
Contract Revenue | |||||||||||||
Contract revenue for research and development involves the Company providing research and development and manufacturing services to collaborative partners, biodefense contractors or others. Revenue for certain contracts is accounted for by a proportional performance, or output-based, method where performance is based on estimated progress toward elements defined in the contract. The amount of contract revenue and related costs recognized in each accounting period are based on management’s estimates of the proportional performance during the period. Adjustments to estimates based on actual performance are recognized on a prospective basis and do not result in reversal of revenue should the estimate to complete be extended. | |||||||||||||
Up-front fees are recognized in the same manner as the final deliverable, which is generally ratably over the period of the continuing performance obligation. Given the uncertainties of research and development collaborations, significant judgment is required to determine the duration of the arrangement. | |||||||||||||
Net Product Sales | |||||||||||||
Revenue from net product sales are recorded in the periods these product sales are earned, in advance of collection. The product sale revenue and receivables in these instances is based upon communication with the distribution customers. Product sales are recorded net of allowances and accruals for prompt pay discounts, volume rebates, and product returns. | |||||||||||||
Royalty Revenue | |||||||||||||
Royalty revenue and royalty receivables are recorded in the periods these royalties are earned, in advance of collection. The royalty revenue and receivables in these instances is based upon communication with collaborative partners or licensees, historical information and forecasted sales trends. | |||||||||||||
Research and Development Expenses | |||||||||||||
The Company expenses research and development costs as incurred. Research and development expenses consist of direct costs such as salaries and related personnel costs, and material and supply costs, and research-related allocated overhead costs, such as facilities costs. In addition, research and development expenses include costs related to clinical trials. Expenses resulting from clinical trials are recorded when incurred based, in part on estimates as to the status of the various trials. From time to time, research and development expenses may include up-front fees and milestones paid to collaborative partners for the purchase of rights to in-process research and development. Such amounts are expensed as incurred. | |||||||||||||
Cash and Cash Equivalents and Short-term Investments | |||||||||||||
The Company considers all highly liquid debt instruments with maturities of three months or less at the time the Company acquires them to be cash equivalents. | |||||||||||||
Short-term investments include debt securities classified as available-for-sale. Available-for-sale securities are stated at fair value, with unrealized gains and losses, net of tax, if any, reported in other comprehensive income (loss). The estimate of fair value is based on publicly available market information. Realized gains and losses and declines in value judged to be other-than-temporary on available-for-sale securities are also included in investment and other income. The Company reviews its instruments for other-than-temporary impairment whenever the value of the instrument is less than the amortized cost. The cost of investments sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in investment and other income. | |||||||||||||
Property and Equipment and Long-Lived Assets | |||||||||||||
Property and equipment is stated at cost less depreciation. Equipment depreciation is calculated using the straight-line method over the estimated useful lives of the assets (three to seven years). Leasehold improvements, buildings and building improvements are depreciated using the straight-line method over the shorter of the lease terms or the useful lives (one to fifteen years). | |||||||||||||
The Company reviews the carrying values and depreciation lives of its long-lived assets whenever events or changes in circumstances indicate that the asset may not be recoverable. An impairment loss is recognized when the estimated future net cash flows expected to result from the use of an asset is less than its carrying amount. Long-lived assets include property and equipment and building and leasehold improvements. During 2012, the Company recorded accelerated depreciation of $1.3 million and an impairment loss of $0.8 million on long-lived assets in connection with the Company’s 2012 streamlining plan. See Note 5: Streamlining and Restructuring Charges for additional disclosure on the 2012 streamlining plan. | |||||||||||||
Warrants | |||||||||||||
The Company has issued warrants to purchase shares of its common stock in connection with financing activities. The Company accounts for some of these warrants as a liability at fair value and others as equity at fair value. The fair value of the outstanding warrants is estimated using the Black-Scholes Model. The Black-Scholes Model requires inputs such as the expected term of the warrants, expected volatility and risk-free interest rate. These inputs are subjective and require significant analysis and judgment to develop. For the estimate of the expected term, the Company uses the full remaining contractual term of the warrant. In 2013, the Company changed its expected volatility assumption in the Black-Scholes Model from a volatility implied from warrants issued by XOMA in recent private placement transactions to a volatility based on historical stock price volatility observed on XOMA’s underlying stock. A historical stock price volatility rate was determined to be a more precise indicator for the fair value calculation of the Company’s warrants due to time elapsed since these warrants were granted. The assumptions associated with contingent warrant liabilities are reviewed each reporting period and changes in the estimated fair value of these contingent warrant liabilities are recognized in other income (expense). | |||||||||||||
Income Taxes | |||||||||||||
The Company accounts for uncertain tax positions in accordance with Accounting Standards Codification Topic 740, Income Taxes ("ASC 740"). The application of income tax law and regulations are inherently complex. | |||||||||||||
ASC 740 provides for the recognition of deferred tax assets if realization of such assets is more likely than not. Based upon the weight of available evidence, which includes the Company’s historical operating performance and carry-back potential, the Company has determined that total deferred tax assets should be fully offset by a valuation allowance. | |||||||||||||
Net Loss per Share of Common Stock | |||||||||||||
Basic net loss per share of common stock is based on the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock is based on the weighted average number of shares outstanding during the period, adjusted to include the assumed conversion of certain stock options, restricted stock units (“RSUs”), and warrants for common stock. | |||||||||||||
Potentially dilutive securities are excluded from the calculation of loss per share if their inclusion is anti-dilutive. The following table shows the total outstanding securities considered anti-dilutive and therefore excluded from the computation of diluted net loss per share (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Options for common stock | 7,087 | 5,603 | 3,890 | ||||||||||
Convertible preferred stock | - | - | 67 | ||||||||||
Warrants for common stock | 15,839 | 13,840 | 1,609 | ||||||||||
Total | 22,926 | 19,443 | 5,566 | ||||||||||
For the years ended December 31, 2013, 2012, and 2011, all outstanding common stock equivalents were considered anti-dilutive and therefore the calculations of basic and diluted net loss per share are the same. |
Consolidated_Financial_Stateme
Consolidated Financial Statement Detail | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Consolidated Financial Statement Detail [Abstract] | ' | ||||||||
Consolidated Financial Statement Detail | ' | ||||||||
3 | Consolidated Financial Statement Detail | ||||||||
Cash and Cash Equivalents | |||||||||
At December 31, 2013, cash equivalents consisted of demand deposits of $18.9 million and money market funds of $82.8 million with maturities of less than 90 days at the date of purchase. At December 31, 2012, cash equivalents consisted of demand deposits of $7.8 million and money market funds of $37.5 million with maturities of less than 90 days at the date of purchase. | |||||||||
Short-term Investments | |||||||||
At December 31, 2013 and 2012, short-term investments consisted of U.S. treasury securities of $20.0 million and $40.0 million, respectively, with maturities of greater than 90 days and less than one year from the date of purchase. | |||||||||
Foreign Exchange Options | |||||||||
The Company holds debt and may incur revenue and expenses denominated in foreign currencies, which exposes it to market risk associated with foreign currency exchange rate fluctuations between the U.S. dollar and the Euro. The Company is required in the future to make principal and accrued interest payments in Euros on its €15.0 million loan from Servier (See Note 7: Long-Term Debt and Other Arrangements). In order to manage its foreign currency exposure related to these payments, in May 2011, the Company entered into two foreign exchange option contracts to buy €1.5 million and €15.0 million in January 2014 and January 2016, respectively. By having these option contracts in place, the Company’s foreign exchange rate risk is reduced if the U.S. dollar weakens against the Euro. However, if the U.S. dollar strengthens against the Euro, the Company is not required to exercise these options, but will not receive any refund on premiums paid. | |||||||||
Upfront premiums paid on these foreign exchange option contracts totaled $1.5 million. The fair values of these option contracts are revalued at each reporting period and are estimated based on pricing models using readily observable inputs from actively quoted markets. The fair values of these option contracts are included in other assets on the consolidated balance sheet and changes in fair value on these contracts are included in other income (expense) on the consolidated statements of comprehensive loss. | |||||||||
The foreign exchange options were revalued at December 31, 2013 and 2012, and had aggregate fair values of $0.4 million and $0.5 million, respectively. The Company recognized losses of $0.1 million, $0.7 million and $0.3 million related to the revaluation for the years ended December 31, 2013, 2012, and 2011, respectively. | |||||||||
Receivables | |||||||||
Receivables consisted of the following at December 31, 2013 and 2012 (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Trade receivables, net | $ | 3,731 | $ | 7,477 | |||||
Other receivables | 50 | 772 | |||||||
Total | $ | 3,781 | $ | 8,249 | |||||
Property and Equipment | |||||||||
Property and equipment consisted of the following at December 31, 2013 and 2012 (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Equipment and furniture | $ | 28,365 | $ | 25,734 | |||||
Buildings, leasehold and building improvements | 9,316 | 21,656 | |||||||
Construction-in-progress | 225 | 1,832 | |||||||
Land | 310 | 310 | |||||||
38,216 | 49,532 | ||||||||
Less: Accumulated depreciation and amortization | (31,760 | ) | (41,389 | ) | |||||
Property and equipment, net | $ | 6,456 | $ | 8,143 | |||||
Depreciation and amortization expense was $2.9 million, $4.1 million and $5.4 million for the years ended December 31, 2013, 2012, and 2011, respectively. | |||||||||
Accrued Liabilities | |||||||||
Accrued liabilities consisted of the following at December 31, 2013 and 2012 (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accrued management incentive compensation | $ | 4,386 | $ | 3,978 | |||||
Accrued payroll and other benefits | 3,009 | 2,461 | |||||||
Accrued clinical trial costs | 878 | 4,702 | |||||||
Other | 1,661 | 1,904 | |||||||
Total | $ | 9,934 | $ | 13,045 | |||||
Contingent Warrant Liabilities | |||||||||
In March 2012, in connection with an underwritten offering, the Company issued five-year warrants to purchase 14,834,577 shares of XOMA’s common stock at an exercise price of $1.76 per share. These warrants contain provisions that are contingent on the occurrence of a change in control, which would conditionally obligate the Company to repurchase the warrants for cash in an amount equal to their fair value using the Black-Scholes Option Pricing Model (the “Black-Scholes Model”) on the date of such change in control. Due to these provisions, the Company is required to account for the warrants issued in March 2012 as a liability at fair value. In addition, the estimated liability related to the warrants is required to be revalued at each reporting period until the earlier of the exercise of the warrants, at which time the liability will be reclassified to stockholders' equity, or expiration of the warrants. At December 31, 2012, the fair value of the warrant liability was estimated to be $15.0 million using the Black-Scholes Model. The Company revalued the warrant liability at December 31, 2013 using the Black-Scholes Model and recorded the $59.9 million increase in the fair value as a loss in the revaluation of contingent warrant liabilities line of its consolidated statements of comprehensive loss. The Company also reclassified $6.2 million from contingent warrant liabilities to equity on its consolidated balance sheets due to the exercise of warrants. As of December 31, 2013, 12,562,682 of these warrants were outstanding and had a fair value of $68.7 million. This increase in liability is due primarily to the increase in the market price of the Company’s common stock at December 31, 2013 compared to December 31, 2012. | |||||||||
In February 2010, in connection with an underwritten offering, the Company issued five-year warrants to purchase 1,260,000 shares of XOMA’s common stock at an exercise price of $10.50 per share. In June 2009, the Company issued warrants to certain institutional investors as part of a registered direct offering. These warrants represent the right to acquire an aggregate of up to 347,826 shares of XOMA’s common stock over a five year period beginning December 11, 2009 at an exercise price of $19.50 per share. These warrants contain provisions that are contingent on the occurrence of a change in control, which would conditionally obligate the Company to repurchase the warrants for cash in an amount equal to their fair value using the Black-Scholes Model on the date of such change in control. Due to these provisions, the Company is required to account for the warrants issued in February 2010 and June 2009 as liabilities at fair value. At December 31, 2012, the fair value of the warrant liability was estimated to be $0.1 million using the Black-Scholes Model. The Company revalued the warrant liability at December 31, 2013 using the Black-Scholes Model and recorded the $1.1 million increase in the fair value as a loss in the revaluation of contingent warrant liabilities line of its consolidated statements of comprehensive loss. As of December 31, 2013, all of these warrants were outstanding and had an aggregate fair value of approximately $1.2 million. | |||||||||
Deferred Revenue | |||||||||
In 2013, the Company deferred $1.5 million of revenue from contracts including Servier and NIH and recognized $4.9 million in revenue. In 2012, the Company deferred $5.9 million of revenue from contracts including Servier and NIH and recognized $9.4 million in revenue. |
Collaborative_Licensing_and_Ot
Collaborative, Licensing and Other Arrangements | 12 Months Ended | |
Dec. 31, 2013 | ||
Collaborative, Licensing and Other Arrangements [Abstract] | ' | |
Collaborative, Licensing and Other Arrangements | ' | |
4 | Collaborative, Licensing and Other Arrangements | |
Collaborative and Other Agreements | ||
Servier | ||
In December 2010, the Company entered into a license and collaboration agreement with Servier, to jointly develop and commercialize gevokizumab in multiple indications, which provided for a non-refundable upfront payment of $15.0 million that was received by the Company in January 2011. The upfront payment was recognized over the eight month period that the initial group of deliverables were provided to Servier. In addition, the Company received a loan of €15.0 million, which was fully funded in January 2011, with the proceeds converting to $19.5 million at the date of funding. See Note 7: Long-Term Debt and Other Arrangements. Under the terms of the agreement, Servier has worldwide rights to cardiovascular disease and diabetes indications and rights outside the United States and Japan to all other indications, including NIU, Behçet’s uveitis and other inflammatory and oncology indications. XOMA retains development and commercialization rights in the United States and Japan for all indications other than cardiovascular disease and diabetes. XOMA has an option to reacquire rights to cardiovascular disease and diabetes indications from Servier in the United States and Japan (the “Cardiometabolic Indications Option”). If the Company exercises the Cardiometabolic Indications Option, we will be required to pay Servier an option fee and partially reimburse their incurred development expenses. Each party has the right in certain circumstances to pursue development in indications not specified in the agreement, and in such event, the other party will have the option to participate in such development in certain circumstances, including reimbursement of a portion of the developing party’s expenses. | ||
Under this agreement, Servier will fund all activities to advance the global clinical development and future commercialization of gevokizumab in cardiovascular-related diseases and diabetes. Also, Servier funded the first $50 million of gevokizumab global clinical development and CMC expenses and continues to fund 50% of further expenses related to the NIU and Behçet’s uveitis indications. For the years ended December 31, 2013, 2012, and 2011, the Company recorded revenue of $13.6 million, $14.5 million, and $34.2 million, respectively, under this agreement, which included the revenue recognized in 2011 relating to the upfront payment. | ||
Under the agreement, the Company is eligible to receive a combination of Euro and USD-denominated, development and sales milestones for multiple indications aggregating to a potential maximum of approximately $488 million converted using the December 31, 2012 Euro to US Dollar (“USD”) exchange rate (the “12/31/13 Exchange Rate of 1.3766”) if XOMA reacquires cardiovascular and/or diabetes rights in the U.S. and Japan. If XOMA does not reacquire these rights, then the milestone payments aggregate to a potential maximum of approximately $827 million converted using the 12/31/13 Exchange Rate of 1.3766. Servier’s obligation to pay development and commercialization milestones will continue for so long as Servier is developing or selling products under the agreement. | ||
The Company is also eligible to receive royalties on gevokizumab sales, which are tiered based on sales levels and range from a mid-single digit to up to a mid-teens percentage rate. The Company’s right to royalties with respect to a particular product and country will continue for so long as such product is sold in such country. | ||
NIAID | ||
In July 2006, the Company was awarded a $16.3 million contract to produce monoclonal antibodies for the treatment of botulism to protect United States citizens against the harmful effects of botulinum neurotoxins used in bioterrorism. The contract work was performed on a cost plus fixed fee basis. The original contract was for a three-year period, however the contract was extended into 2010. The Company recognizing revenue as the services are performed on a proportional performance basis. This work was complete in the third quarter of 2010. In 2011, the NIH conducted an audit of the Company’s actual data for period from January 1, 2007 through December 31, 2009 and developed final billing rates for this period. As a result, the Company retroactively applied these NIH rates to the invoices from this period resulting in an increase in revenue of $2.0 million from the NIH. Final rates were settled in the first quarter of 2012 through negotiations with the NIH. Upon settlement, the Company recognized the $2.0 million in revenue in 2012. | ||
In September 2008, the Company announced that it had been awarded a $64.8 million multiple-year contract funded with federal funds from NIAID, a part of the NIH (Contract No. HHSN272200800028C), to continue development of anti-botulinum antibody product candidates. The contract work is being performed on a cost plus fixed fee basis over a three-year period. The Company is recognizing revenue under the arrangement as the services are performed on a proportional performance basis. In 2011, the NIH conducted an audit of the Company’s actual data for period from January 1, 2007 through December 31, 2009 and developed final billing rates for this period. As a result, the Company retroactively applied these NIH rates to the invoices from this period resulting in an increase in revenue of $1.1 million from the NIH, excluding $0.9 million billed to the NIH in 2010 resulting from the Company’s performance of a comparison of 2009 calculated costs incurred and costs billed to the government under provisional rates. Final rates will be settled through negotiations with the NIH. This revenue has been deferred and will be recognized upon completion of negotiations with and approval by the NIH. In 2013, the Company recognized revenue of $4.4 million under this contract, compared with $6.6 million in 2012 and $18.6 million in 2011. | ||
In October 2011, the Company announced that NIAID had awarded the Company a new contract under Contract No. HHSN272201100031C for up to $28.0 million over 5 years to develop broad-spectrum antitoxins for the treatment of human botulism poisoning. The contract work is being performed on a cost plus fixed fee basis over the life of the contract and the Company is recognizing revenue under the arrangement as the services are performed on a proportional performance basis. In 2013, the Company recognized revenue of $4.7 million under this contract, compared with $2.5 million in 2012 and $0.1 million in 2011. | ||
Servier – U.S. Perindopril Franchise | ||
On January 17, 2012, the Company announced it had acquired certain U.S. rights to a portfolio of antihypertensive products from Servier. The portfolio includes ACEON® (perindopril erbumine), a currently marketed angiotensin converting enzyme (“ACE”) inhibitor, and three FDC product candidates where a form of proprietary perindopril (perindopril arginine) is combined with another active ingredient(s). The Company assumed commercialization activities for ACEON in January 2012. In November 2012, the Company announced that the 837-patient Phase 3 trial for the FDC of perindopril arginine and amlodipine besylate (“FDC1”) met its primary endpoint. Partial funding for the trial was provided by Servier. The Company expects to pay the balance of study expenses, consisting primarily of costs generated by its contract research organization, from the profits generated by its ACEON sales. | ||
In connection with the original agreement, the Company paid a $1.5 million license fee to Servier in the third quarter of 2010. In July 2013, the Company transferred U.S. development and commercialization rights to the perindopril franchise to Symplmed Pharmaceuticals, LLC ("Symplmed"). Under the terms of the arrangement, XOMA received a minority equity position in Symplmed and up to double-digit royalties on sales of the first fixed-dose combination containing perindopril arginine and amlodipine besylate, if it is approved by the FDA. The Company recorded the minority equity position in the other assets line of its consolidated balance sheets. Symplmed, under a sublicense agreement, assumes U.S. marketing responsibilities for ACEON (perindopril erbumine), and XOMA continues to manage and be reimbursed for sales and distribution within its established commercial infrastructure until the ACEON New Drug Application (“NDA”) is transferred to Symplmed. The ACEON NDA was to be transferred on March 1, 2014, but Symplmed has requested an extension. Terms of an extension agreement, if any, are being negotiated. XOMA will continue to record gross ACEON sales in the contracts and other revenue line of its consolidated statements of comprehensive loss until the ACEON NDA is transferred. Following the ACEON NDA transfer, Symplmed will pay XOMA single-digit royalties on sales of ACEON. | ||
Takeda | ||
In November 2006, the Company entered into a fully funded collaboration agreement with Takeda for therapeutic monoclonal antibody discovery and development. Under the agreement, Takeda will make up-front, annual maintenance and milestone payments to the Company, fund its research and development and manufacturing activities for preclinical and early clinical studies and pay royalties on sales of products resulting from the collaboration. Takeda will be responsible for clinical trials and commercialization of drugs after an Investigational New Drug Application (“IND”) submission and is granted the right to manufacture once the product enters into Phase 2 clinical trials. During the collaboration, the Company will discover therapeutic antibodies against targets selected by Takeda. The Company will recognize revenue on the up-front and annual payments on a straight-line basis over the expected term of each target antibody discovery, on the research and development and manufacturing services as they are performed on a time and materials basis, on the milestones when they are achieved and on the royalties when the underlying sales occur. In 2013, the Company recognized revenue of $0.1 million under this agreement, compared with $1.2 million in 2012 and $2.0 million in 2011. | ||
Under the terms of this agreement, the Company may receive milestone payments aggregating up to $19.0 million relating to one undisclosed product candidate and low single-digit royalties on future sales of all products subject to this license. In addition, in the event Takeda were to develop additional future qualifying product candidates under the terms of the agreement, the Company would be eligible for milestone payments aggregating up to $20.75 million for each such qualifying product candidate. The Company’s right to milestone payments expires on the later of the receipt of payment from Takeda of the last amount to be paid under the agreement or the cessation of all research and development activities with respect to all program antibodies, collaboration targets and/or collaboration products. The Company’s right to royalties expires on the later of 13.5 years from the first commercial sale of each royalty-bearing discovery product or the expiration of the last-to-expire licensed patent. | ||
In February 2009, the Company expanded its existing collaboration agreement with Takeda to provide Takeda with access to multiple antibody technologies, including a suite of research and development technologies and integrated information and data management systems. The Company may receive milestones of up to $3.25 million per discovery product candidate and low single-digit royalties on future sales of all antibody products subject to this license. The Company’s right to milestone payments expires on the later of the receipt of payment from Takeda of the last amount to be paid under the agreement or the cessation of all research and development activities with respect to all program antibodies, collaboration targets and/or collaboration products. The Company’s right to royalties expires on the later of 10 years from the first commercial sale of such royalty-bearing discovery product, or the expiration of the last-to-expire licensed patent. | ||
Novartis | ||
In November 2008, the Company restructured its product development collaboration with Novartis entered into in 2004 for the development and commercialization of antibody products for the treatment of cancer. Under the restructured agreement, the Company received $6.2 million in cash and $7.5 million in the form of debt reduction on its existing loan facility with Novartis. In addition, the Company may, in the future, receive potential milestones of up to $14.0 million and royalty rates ranging from low-double digit to high-teen percentage rates for two ongoing product programs, HCD122 and LFA 102 and options to develop or receive royalties on additional programs. In exchange, Novartis received control over the HCD122 and LFA 102 programs, as well as the right to expand the development of these programs into additional indications outside of oncology. The Company’s right to royalty-style payments expires on the later of the expiration of any licensed patent covering each product or 20 years from the launch of each product that is produced from a cell line provided to Novartis by XOMA. In 2013, the Company received a $7.0 million milestone relating to one currently active program. Pursuant to the obligations under the Agreement, in January 2014, the Company made a payment, equal to 25 percent of the milestone received, or $1.75 million, toward its outstanding debt obligation to Novartis. | ||
A loan facility of up to $50 million was available to the Company to fund up to 75% of its share of development expenses incurred beginning in 2005. See Note 7: Long-Term Debt and Other Arrangements for additional disclosure of the financing arrangement between the Company and Novartis. | ||
Licensing Agreements | ||
XOMA has granted more than 60 licenses to biotechnology and pharmaceutical companies to use the Company’s patented and proprietary technologies relating to bacterial expression of recombinant pharmaceutical products. In exchange, the Company receives license and other fees as well as access to certain of these companies’ antibody display libraries, intellectual property and/or services that complement the Company’s existing development capabilities and support the Company’s own antibody product development pipeline. | ||
Certain of these agreements also provide releases of the licensee companies and their collaborators from claims under the XOMA patents arising from past activities using the companies’ respective technologies to the extent they also used XOMA’s antibody expression technology. Licensees are often also allowed to use XOMA’s technology in combination with their own technology in future collaborations. | ||
Pfizer | ||
In August 2007, the Company entered into a license agreement with Pfizer Inc. (“Pfizer”) for non-exclusive, worldwide rights for XOMA’s patented bacterial cell expression technology for research, development and manufacturing of antibody products. Under the terms of the agreement, the Company received a license fee payment of $30 million in 2007. | ||
From 2011 through 2013, the Company received milestone payments relating to ten undisclosed product candidates. The Company may also be eligible for additional milestone payments aggregating up to $15.2 million relating to twelve product candidates and low single-digit royalties on future sales of all products subject to this license. In addition, the Company may receive potential milestone payments aggregating up to $1.7 million for each additional qualifying product candidate. The Company’s right to milestone payments expires on the later of the expiration of the last-to-expire licensed patent or the tenth anniversary of the effective date. The Company’s right to royalties expires upon the expiration of the last-to-expire licensed patent. The Company will recognize revenue on milestones when they are achieved and on royalties when the underlying sales occur. |
Streamlining_and_Restructuring
Streamlining and Restructuring Charges | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Streamlining and Restructuring Charges [Abstract] | ' | ||||||||||||||||
Streamlining and Restructuring Charges | ' | ||||||||||||||||
5 | Streamlining and Restructuring Charges | ||||||||||||||||
In January 2012, the Company implemented a streamlining of operations, which resulted in a restructuring plan designed to sharpen its focus on value-creating opportunities led by gevokizumab and its unique antibody discovery and development capabilities. The restructuring plan included a reduction of XOMA’s personnel by 84 positions, or 34%. These staff reductions resulted primarily from the Company’s decisions to utilize a contract manufacturing organization for Phase 3 and commercial antibody production, and to eliminate internal research functions that are non-differentiating or that can be obtained cost effectively by contract service providers. | |||||||||||||||||
In connection with the streamlining of operations, the Company incurred restructuring charges in 2012 of $2.0 million related to severance, other termination benefits and outplacement services, $2.2 million related to the impairment and accelerated depreciation of various assets and leasehold improvements, and $0.7 million related to moving and other facility costs. In 2013, the Company incurred $0.3 million in restructuring charges related to facility costs and it does not expect to incur additional significant restructuring charges during 2014 related to these streamlining activities. | |||||||||||||||||
The current and long-term portions of the outstanding restructuring liabilities are included in accrued and other liabilities and other liabilities – long-term on the consolidated balance sheets and are based upon restructuring charges recognized as of December 31, 2013 and 2012 in connection with the Company’s restructuring plans. As of December 31, 2013 and 2012, the components of these liabilities are shown below (in thousands): | |||||||||||||||||
Employee | Facility | Asset | Total | ||||||||||||||
Severance and | Charges (1) | Impairment | |||||||||||||||
Other Benefits | and | ||||||||||||||||
Accelerated | |||||||||||||||||
Depreciation (2) | |||||||||||||||||
Balance at December 31, 2012 | $ | - | $ | 75 | $ | - | $ | 75 | |||||||||
Restructuring charges | - | 328 | - | 328 | |||||||||||||
Cash payments | - | (434 | ) | - | (434 | ) | |||||||||||
Adjustments | - | 52 | - | 52 | |||||||||||||
Balance at December 31, 2013 | $ | - | $ | 21 | $ | - | $ | 21 | |||||||||
Employee | Facility | Asset | Total | ||||||||||||||
Severance and | Charges (1) | Impairment | |||||||||||||||
Other Benefits | and | ||||||||||||||||
Accelerated | |||||||||||||||||
Depreciation (2) | |||||||||||||||||
Balance at December 31, 2011 | $ | - | $ | 162 | $ | - | $ | 162 | |||||||||
Restructuring charges | 2,027 | 587 | 2,460 | 5,074 | |||||||||||||
Cash payments | (2,027 | ) | (689 | ) | - | (2,716 | ) | ||||||||||
Proceeds from sale of assets | - | - | 461 | 461 | |||||||||||||
Adjustments | - | 15 | (2,921 | ) | (2,906 | ) | |||||||||||
Balance at December 31, 2012 | $ | - | $ | 75 | $ | - | $ | 75 | |||||||||
-1 | Includes moving and relocation costs, and lease payments, net of sublease payments. | ||||||||||||||||
-2 | Restructuring charges include non-cash impairments and accelerated depreciation of property and equipment and leasehold improvements; however, these amounts are excluded from the restructuring accrual. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Measurements [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
6 | 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. The Company applies ASC 820, which establishes a framework for measuring fair value and a fair value hierarchy that prioritizes the inputs used in valuation techniques. ASC 820 describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: | |||||||||||||||||
Level 1 – Quoted prices in active markets for identical assets or liabilities. | |||||||||||||||||
Level 2 – Observable inputs other than quoted prices in active markets for similar assets or liabilities. | |||||||||||||||||
Level 3 – Unobservable inputs. | |||||||||||||||||
The following tables set forth the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2013 and 2012 are classified as follows (in thousands): | |||||||||||||||||
Fair Value Measurements at December 31, 2013 Using | |||||||||||||||||
Quoted Prices in | Significant | Significant | |||||||||||||||
Active Markets | Other | Unobservable | |||||||||||||||
for Identical | Observable | Inputs | |||||||||||||||
Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | Total | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds (1) | $ | 82,759 | $ | - | $ | - | $ | 82,759 | |||||||||
U.S. treasury securities | 19,989 | - | - | 19,989 | |||||||||||||
Foreign exchange options | - | 361 | - | 361 | |||||||||||||
Total | $ | 102,748 | $ | 361 | $ | - | $ | 103,109 | |||||||||
Liabilities: | |||||||||||||||||
Contingent warrant liabilities | $ | - | $ | - | $ | 69,869 | $ | 69,869 | |||||||||
Fair Value Measurements at December 31, 2012 Using | |||||||||||||||||
Quoted Prices in | Significant | Significant | |||||||||||||||
Active Markets | Other | Unobservable | |||||||||||||||
for Identical | Observable | Inputs | |||||||||||||||
Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | Total | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds (1) | $ | 37,461 | $ | - | $ | - | $ | 37,461 | |||||||||
U.S. treasury securities | 39,987 | 39,987 | |||||||||||||||
Foreign exchange options | - | 488 | - | 488 | |||||||||||||
Total | $ | 77,448 | $ | 488 | $ | - | $ | 77,936 | |||||||||
Liabilities: | |||||||||||||||||
Contingent warrant liabilities | $ | - | $ | - | $ | 15,001 | $ | 15,001 | |||||||||
-1 | Included in cash and cash equivalents | ||||||||||||||||
The fair value of the foreign exchange options at December 31, 2013 and 2012 was determined using readily observable market inputs from actively quoted markets obtained from various third-party data providers. These inputs, such as spot rate, forward rate and volatility have been derived from readily observable market data, meeting the criteria for Level 2 in the fair value hierarchy. | |||||||||||||||||
The fair value of the contingent warrant liabilities at December 31, 2013 and 2012 was determined using the Black-Scholes Model, which requires inputs such as the expected term of the warrants, volatility and risk-free interest rate. These inputs are subjective and generally require significant analysis and judgment to develop. In 2013, the Company changed its expected volatility assumption in the Black-Scholes Model from a volatility implied from warrants issued by XOMA in recent private placement transactions to a volatility based on historical stock price volatility observed on XOMA’s underlying stock. A historical stock price volatility rate was determined to be a more precise indicator for the fair value calculation of the Company’s warrants due to time elapsed since these warrants were granted. | |||||||||||||||||
The fair value of the contingent warrant liabilities was estimated using the following range of assumptions at December 31, 2013 and 2012: | |||||||||||||||||
December 31, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Expected volatility | 66.1% - 86.6 | % | 40 | % | |||||||||||||
Risk-free interest rate | 0.1% - 0.8 | % | 0.3% - 0.7 | % | |||||||||||||
Expected term | 0.9 - 3.2 years | 1.9 - 4.2 years | |||||||||||||||
The following table provides a summary of changes in the fair value of the Company’s Level 3 financial liabilities for the years ended December 31, 2013, 2012 and 2011 (in thousands): | |||||||||||||||||
Warrant | |||||||||||||||||
Liabilities | |||||||||||||||||
Balance at December 31, 2010 | $ | 4,245 | |||||||||||||||
Net decrease in fair value of contingent warrant liabilities upon revaluation | (3,866 | ) | |||||||||||||||
Balance at December 31, 2011 | 379 | ||||||||||||||||
Initial fair value of warrants issued in March 2012 | 6,390 | ||||||||||||||||
Reclassification of contingent warrant liability to equity upon exercise of warrants | (940 | ) | |||||||||||||||
Net increase in fair value of contingent warrant liabilities upon revaluation | 9,172 | ||||||||||||||||
Balance at December 31, 2012 | 15,001 | ||||||||||||||||
Reclassification of contingent warrant liability to equity upon exercise of warrants | (6,171 | ) | |||||||||||||||
Net increase in fair value of contingent warrant liabilities upon revaluation | 61,039 | ||||||||||||||||
Balance at December 31, 2013 | $ | 69,869 |
LongTerm_Debt_and_Other_Arrang
Long-Term Debt and Other Arrangements | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Long-Term Debt and Other Arrangements [Abstract] | ' | ||||||||||||
Long-Term Debt and Other Arrangements | ' | ||||||||||||
7 | Long-Term Debt and Other Arrangements | ||||||||||||
Novartis Note | |||||||||||||
In May 2005, the Company executed a secured note agreement with Novartis (then Chiron Corporation), which is due and payable in full in June 2015. Under the note agreement, the Company borrowed semi-annually to fund up to 75% of the Company’s research and development and commercialization costs under its collaboration arrangement with Novartis, not to exceed $50 million in aggregate principal amount. Interest on the principal amount of the loan accrues at six-month LIBOR plus 2%, which was equal to 2.35% at December 31, 2013, and is payable semi-annually in June and December of each year. Additionally, the interest rate resets in June and December of each year. At the Company’s election, the semi-annual interest payments can be added to the outstanding principal amount, in lieu of a cash payment, as long as the aggregate principal amount does not exceed $50 million. The Company has made this election for all interest payments thus far. Loans under the note agreement are secured by the Company’s interest in its collaboration with Novartis, including any payments owed to it thereunder. | |||||||||||||
At December 31, 2013 and 2012, the outstanding principal balance under this note agreement was $14.8 million and $14.4 million. Pursuant to the terms of the arrangement as restructured in November 2008, the Company will not make any additional borrowings under the Novartis note. Accrued interest of $0.4 million, $0.4 million and $0.3 million was added to the principal balance of the loan for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
Pursuant to the its obligations under the collaboration with Novartis, in January 2014, the Company made a payment, equal to 25 percent of a $7.0 million milestone received, or $1.75 million, toward its outstanding debt obligation to Novartis. | |||||||||||||
Servier Loan | |||||||||||||
In December 2010, in connection with the license and collaboration agreement entered into with Servier, the Company executed a loan agreement with Servier (the “Servier Loan Agreement”), which provided for an advance of up to €15.0 million. The loan was fully funded in January 2011, with the proceeds converting to approximately $19.5 million. The loan is secured by an interest in XOMA’s intellectual property rights to all gevokizumab indications worldwide, excluding certain rights in the U.S. and Japan. Interest is calculated at a floating rate based on a Euro Inter-Bank Offered Rate (“EURIBOR”) and subject to a cap. The interest rate is reset semi-annually in January and July of each year. The interest rate for the initial interest period was 3.22% and was reset semi-annually ranging from 2.33% to 3.83%. Interest for the six-month period from January 2014 through July 2014 was reset to 2.39%. Interest is payable semi-annually; however, the Servier Loan Agreement provides for a deferral of interest payments over a period specified in the agreement. During the deferral period, accrued interest will be added to the outstanding principal amount for the purpose of interest calculation for the next six-month interest period. On the repayment commencement date, all unpaid and accrued interest shall be paid to Servier and thereafter, all accrued and unpaid interest shall be due and payable at the end of each six-month period. In January 2014, the Company paid $1.9 million in accrued interest to Servier. | |||||||||||||
The loan matures in 2016; however, after a specified period prior to final maturity, the loan is to be repaid (i) at Servier's option, by applying up to a significant percentage of any milestone or royalty payments owed by Servier under the Company’s collaboration agreement and (ii) using a significant percentage of any upfront, milestone or royalty payments the Company receives from any third party collaboration or development partner for rights to gevokizumab in the U.S. and/or Japan. In addition, the loan becomes immediately due and payable upon certain customary events of default. At December 31, 2013, the outstanding principal balance under this loan was $20.6 million using the 12/31/13 Exchange Rate of 1.3766. For the years ended December 31, 2013 and 2012, the Company recorded unrealized foreign exchange losses of $0.8 million and $0.4 million, respectively, and for the year ended December 31, 2011, the Company recorded an unrealized foreign exchange gain of $0.1 million, related to the re-measurement of the loan. | |||||||||||||
The loan has a stated interest rate lower than the market rate based on comparable loans held by similar companies, which represents additional value to the Company. The Company recorded this additional value as a discount to the face value of the loan amount, at its fair value of $8.9 million. The fair value of this discount, which was determined using a discounted cash flow model, represents the differential between the stated terms and rates of the loan, and market rates. Based on the association of the loan with the collaboration arrangement, the Company recorded the offset to this discount as deferred revenue. | |||||||||||||
The loan discount is amortized under the effective interest method over the expected five-year life of the loan. For the years ended December 31, 2013, 2012, and 2011, the Company recorded non-cash interest expense of $1.6 million, $1.4 million, and $1.4 million, respectively, resulting from the amortization of the loan discount. At December 31, 2013 and 2012, the net carrying value of the loan was $16.5 million and $14.2 million, respectively. For the years ended December 31, 2013 and 2012, the Company recorded unrealized foreign exchange gains of $0.2 million and $0.1 million, respectively, and for the year ended December 31, 2011, the Company recorded an unrealized foreign exchange loss of $0.6 million, related to the re-measurement of the loan discount. | |||||||||||||
The Company believes that realization of the benefit and the associated deferred revenue is contingent on the loan remaining outstanding over the five-year contractual term of the loan. If the Company were to stop providing service under the collaboration arrangement and the arrangement is terminated, the maturity date of the loan would be accelerated and a portion of measured benefit would not be realized. As the realization of the benefit is contingent, in part, on the provision of future services, the Company is recognizing the deferred revenue over the expected five-year life of the loan. The deferred revenue is amortized under the effective interest method, and for the years ended December 31, 2013, 2012, and 2011, the Company recorded $1.6 million, $1.4 million, and $1.4 million, respectively, of related non-cash revenue. | |||||||||||||
General Electric Capital Corporation Term Loan | |||||||||||||
In December 2011, the Company entered into a loan agreement (the “GECC Loan Agreement”) with General Electric Capital Corporation (“GECC”), under which GECC agreed to make a term loan in an aggregate principal amount of $10 million (the “Term Loan”) to the Company, and upon execution of the GECC Loan Agreement, GECC funded the Term Loan. As security for its obligations under the GECC Loan Agreement, the Company granted a security interest in substantially all of its existing and after-acquired assets, excluding its intellectual property assets (such as those relating to its gevokizumab and anti-botulism products). The Term Loan accrued interest at a fixed rate of 11.71% per annum and was to be repaid over a period of 42 consecutive equal monthly installments of principal and accrued interest and was due and payable in full on June 15, 2015. The Company incurred debt issuance costs of approximately $1.3 million in connection with the Term Loan and was required to pay a final payment fee equal to $500,000 on the maturity date, or such earlier date as the Term Loan is paid in full. The debt issuance costs and final payment fee were being amortized and accreted, respectively, to interest expense over the term of the Term Loan using the effective interest method. | |||||||||||||
In connection with the GECC Loan Agreement, the Company issued to GECC unregistered warrants that entitle GECC to purchase up to an aggregate of 263,158 unregistered shares of XOMA common stock at an exercise price equal to $1.14 per share. These warrants are exercisable immediately and have a five-year term. The Company allocated the aggregate proceeds of the GECC Term Loan between the warrants and the debt obligation based on their relative fair values. The fair value of the warrants issued to GECC was determined using the Black-Scholes Model. The warrants’ fair value of $0.2 million was recorded as a discount to the debt obligation and was being amortized over the term of the loan using the effective interest method. | |||||||||||||
In September 2012, The Company entered into an amendment to the GECC Loan Agreement providing for an additional term loan in the amount of $4.6 million, increasing the term loan obligation to $12.5 million (the “Amended Term Loan”) and providing for an interest-only monthly repayment period following the effective date of the amendment through March 1, 2013, at a stated interest rate of 10.9% per annum. Thereafter, the Company is obligated to make monthly principal payments of $347,222, plus accrued interest, over a 27-month period commencing on April 1, 2013, and through June 15, 2015, at which time the remaining outstanding principal amount of $3.1 million, plus accrued interest, is due. The Company incurred debt issuance costs of approximately $0.2 million and are required to make a final payment fee in the amount of $875,000 on the date upon which the outstanding principal amount is required to be repaid in full. This final payment fee replaced the original final payment fee of $500,000. The debt issuance costs and final payment fee are being amortized and accreted, respectively, to interest expense over the term of the Amended Term Loan using the effective interest method. | |||||||||||||
In connection with the amendment, on September 27, 2012 the Company issued to GECC unregistered stock purchase warrants, which entitle GECC to purchase up to an aggregate of 39,346 shares of XOMA common stock at an exercise price equal to $3.54 per share. These warrants are exercisable immediately and have a five-year term. The warrants’ fair value of $0.1 million was recorded as a discount to the debt obligation and is being amortized over the term of the loan using the effective interest method. The warrants are classified in permanent equity on the consolidated balance sheets. | |||||||||||||
The Amended Term Loan does not change the remaining terms of the GECC Loan Agreement. The GECC Loan Agreement contains customary representations and warranties and customary affirmative and negative covenants, including restrictions on the ability to incur indebtedness, grant liens, make investments, dispose of assets, enter into transactions with affiliates and amend existing material agreements, in each case subject to various exceptions. In addition, the GECC Loan Agreement contains customary events of default that entitle GECC to cause any or all of the indebtedness under the GECC Loan Agreement to become immediately due and payable. The events of default include any event of default under a material agreement or certain other indebtedness. | |||||||||||||
The Company may prepay the Amended Term Loan voluntarily in full, but not in part, and any voluntary and certain mandatory prepayments are subject to a prepayment premium of 3% in the first year after the effective date of the loan amendment, 2% in the second year and 1% thereafter, with certain exceptions. The Company will also be required to pay the $875,000 final payment fee in connection with any voluntary or mandatory prepayment. On the effective date of the loan amendment, the Company paid an accrued final payment fee in the amount of $0.2 million relating to the original final payment fee of $500,000. | |||||||||||||
At December 31, 2013 and 2012, the outstanding principal balance under the Amended Term Loan was $9.4 million and $12.5 million, respectively. | |||||||||||||
Aggregate future principal and final fee payments of the Company’s total interest bearing obligations - long-term as of December 31, 2013 are as follows (in thousands): | |||||||||||||
Year Ending December 31, | Total | ||||||||||||
2014 | $ | 5,917 | |||||||||||
2015 | 19,127 | ||||||||||||
2016 | 20,649 | ||||||||||||
45,693 | |||||||||||||
Less current portion | (5,917 | ) | |||||||||||
Total | $ | 39,776 | |||||||||||
Interest Expense | |||||||||||||
Interest expense and amortization of debt issuance costs and discounts, recorded as other expense in the consolidated statements of comprehensive loss for the year ended December 31, 2013, 2012 and 2011 are shown below (in thousands): | |||||||||||||
Year ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Interest expense | |||||||||||||
Servier loan | $ | 2,152 | $ | 2,097 | $ | 2,087 | |||||||
GECC term loan | 2,064 | 1,850 | - | ||||||||||
Novartis note | 362 | 397 | 341 | ||||||||||
Other | 53 | 43 | 34 | ||||||||||
Total interest expense | $ | 4,631 | $ | 4,387 | $ | 2,462 |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Taxes [Abstract] | ' | ||||||||||||
Income Taxes | ' | ||||||||||||
8 | Income Taxes | ||||||||||||
The total (benefit) provision for income taxes consists of the following (in thousands): | |||||||||||||
Year ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal income tax (benefit) provision | $ | (14 | ) | $ | (74 | ) | $ | 15 | |||||
Total | $ | (14 | ) | $ | (74 | ) | $ | 15 | |||||
The Company has significant losses in 2013, 2012 and 2011 and as such there was no material income tax expense for the years ended December 31, 2013, 2012 and 2011. The income tax benefits in 2013 primarily relates to federal refundable credit true-up from prior year. | |||||||||||||
The significant components of net deferred tax assets as of December 31, 2013 and 2012 were as follows (in millions): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Capitalized research and development expenses | $ | 49.4 | $ | 51.5 | |||||||||
Net operating loss carryforwards | 78.4 | 150.8 | |||||||||||
Research and development and other credit carryforwards | 8.8 | 8.5 | |||||||||||
Other | 23.5 | 23.3 | |||||||||||
Total deferred tax assets | 160.1 | 234.1 | |||||||||||
Valuation allowance | (160.1 | ) | (234.1 | ) | |||||||||
Net deferred tax assets | $ | - | $ | - | |||||||||
The net (decrease) increase in the valuation allowance was $(74.0) million, $(6.0) million and $25.8 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||
As of December 31, 2013, the Company had federal net operating loss carry-forwards of approximately $205.0 million and state net operating loss carry-forwards of approximately $164.0 million to offset future taxable income. The net operating loss carry-forwards include $2.1 million which relates to stock option deductions that will be recognized through additional paid in capital when utilized. As such, these deductions are not reflected in the Company’s deferred tax assets. No federal net operating loss carry-forward expired in 2013, 2012 and 2011. California net operating losses of $16.8 million, $10.4 million and $9.5 million expired in the years 2013, 2012 and 2011, respectively. | |||||||||||||
ASC 740 provides for the recognition of deferred tax assets if realization of such assets is more likely than not. Based upon the weight of available evidence, which includes the Company’s historical operating performance and carry-back potential, the Company has determined that total deferred tax assets should be fully offset by a valuation allowance. | |||||||||||||
Based on an analysis under Section 382 of the Internal Revenue Code (which subjects the amount of pre-change NOLs and certain other pre-change tax attributes that can be utilized to an annual limitation), the Company experienced ownership changes in 2009 and 2012 which substantially limit the future use of its pre-change NOLs and certain other pre-change tax attributes per year. The Company has excluded the NOLs and R&D credits that will expire as a result of the annual limitations in the deferred tax assets as of December 31, 2013. To the extent that the Company does not utilize its carry-forwards within the applicable statutory carry-forward periods, either because of Section 382 limitations or the lack of sufficient taxable income, the carry-forwards will expire unused. | |||||||||||||
The Company files income tax returns in the U.S. federal jurisdiction, State of California, and Ireland. The Internal Revenue Service has completed an audit of the Company's 2009 and 2010 federal income tax returns which resulted in no change. The Company’s federal income tax returns for tax years 2011 and beyond remain subject to examination by the Internal Revenue Service. The Company’s California and Irish income tax returns for tax years 2009 and beyond remain subject to examination by the Franchise Tax Board and Irish Revenue Commissioner. In addition, all of the net operating losses and research and development credit carry-forwards that may be used in future years are still subject to adjustment. | |||||||||||||
The following table summarizes the Company's activity related to its unrecognized tax benefits (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | |||||||||||||
Balance at January 1, 2013 | $ | 4,104 | |||||||||||
Increase related to current year tax position | 164 | ||||||||||||
Increase related to prior year tax position | 6 | ||||||||||||
Balance at December 31, 2013 | $ | 4,274 | |||||||||||
A total of $3.0 million of the unrecognized tax benefits would affect the Company's effective tax rate. The Company currently has a full valuation allowance against its U.S. net deferred tax assets which would impact the timing of the effective tax rate benefit should any of these uncertain tax positions be favorably settled in the future. | |||||||||||||
The Company does not expect the unrecognized tax benefits to change significantly over the next twelve months. The Company will recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. As of December 31, 2013, the Company has not accrued interest or penalties related to uncertain tax positions. |
Compensation_and_Other_Benefit
Compensation and Other Benefit Plans | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Compensation and Other Benefit Plans [Abstract] | ' | ||||||||||||||||||||||||
Compensation and Other Benefit Plans | ' | ||||||||||||||||||||||||
9 | Compensation and Other Benefit Plans | ||||||||||||||||||||||||
The Company grants qualified and non-qualified stock options, restricted stock units (“RSUs”), common stock and other stock-based awards under various plans to directors, officers, employees and other individuals. Stock options are granted at exercise prices of not less than the fair market value of the Company’s common stock on the date of grant. Generally, stock options granted to employees fully vest four years from the grant date and expire ten years from the date of the grant or three months from the date of termination of employment (longer in case of death or certain retirements). However, certain options granted to employees vest monthly or immediately, certain options granted to directors vest monthly over one year or three years and certain options may fully vest upon a change of control of the Company or may accelerate based on performance-driven measures. Additionally, the Company has an Amended and Restated Employee Stock Purchase Plan (“ESPP”) that allows employees to purchase Company shares at a purchase price equal to 95% of the closing price on the exercise date. | |||||||||||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||||||||||
Under the ESPP plan approved by the Company’s stockholders, the Company is authorized to issue up to 233,333 shares of common stock to employees through payroll deductions at a purchase price per share equal to 95% of the closing price of XOMA shares on the exercise date. An employee may elect to have payroll deductions made under the ESPP for the purchase of shares in an amount not to exceed 15% of the employee’s compensation. | |||||||||||||||||||||||||
In 2013, 2012, and 2011, employees purchased 15,262, 17,054, and 30,044 shares of common stock, respectively, under the ESPP. Net payroll deductions under the ESPP totaled $60,000, $46,000 and $54,000 for 2013, 2012, and 2011, respectively. | |||||||||||||||||||||||||
Deferred Savings Plan | |||||||||||||||||||||||||
Under section 401(k) of the Internal Revenue Code of 1986, the Board of Directors adopted, effective June 1, 1987, a tax-qualified deferred compensation plan for employees of the Company. Participants may make contributions which defer up to 50% of their eligible compensation per payroll period, up to a maximum for 2013 of $17,500 (or $23,000 for employees over 50 years of age). The Company may, at its sole discretion, make contributions each plan year, in cash or in shares of the Company’s common stock, in amounts which match up to 50% of the salary deferred by the participants. The expense related to these contributions was $0.9 million, $0.8 million and $1.1 million for the years ended December 31, 2013, 2012, and 2011, respectively, and 100% was paid in common stock in each year. | |||||||||||||||||||||||||
Stock Option Plans | |||||||||||||||||||||||||
Historically, option grants intended as long-term incentive compensation have been made pursuant to the Company’s 1981 Share Option Plan (the “Option Plan”) and Restricted Share Plan (the “Restricted Plan”). In May of 2010, the Compensation Committee and the full Board adopted, and in July of 2010 the Company’s stockholders approved, a new equity-based compensation plan, the 2010 Long Term Incentive and Share Award Plan, which has since been amended and restated as the Amended and Restated 2010 Long Term Incentive and Stock Award Plan (the “Long Term Incentive Plan”). The Long Term Incentive Plan is intended to consolidate the Company’s long-term incentive compensation under a single plan, by replacing the Option Plan, the Restricted Plan and the 1992 Directors Share Option Plan (the “Directors Plan”) going forward, and to provide a more current set of terms pursuant to which to provide this type of compensation. | |||||||||||||||||||||||||
The Long Term Incentive Plan grants stock options, RSUs, and other stock-based awards to eligible employees, consultants and directors. No further grants or awards will be made under the Option Plan, the Restricted Share Plan or the Directors Plan. Shares underlying options previously issued under the Option Plan, the Restricted Share Plan or the Directors Plan that are currently outstanding will, upon forfeiture, cancellation, surrender or other termination, become available under the Long Term Incentive Plan. Stock-based awards granted under the Long Term Incentive Plan may be exercised when vested and generally expire ten years from the date of the grant or three to six months from the date of termination of employment (longer in case of death or certain retirements). Vesting periods vary based on awards granted, however, certain stock-based awards may vest immediately or may accelerate based on performance-driven measures. | |||||||||||||||||||||||||
Up to 15,753,331 shares are authorized for issuance under the stock option plans. As of December 31, 2013, options and RSUs covering 9,184,913 shares of common stock were outstanding under the stock option plans. | |||||||||||||||||||||||||
Stock Options | |||||||||||||||||||||||||
In 2013, the Board of Directors of the Company approved grants under the Company’s Amended and Restated 2010 Long Term Incentive Plan for an aggregate of 1,168,203 stock options to certain employees and the directors of the Company. The stock options vest monthly over four years for employees and one year for directors. | |||||||||||||||||||||||||
In 2012, the Board of Directors of the Company approved grants under the Company’s Amended and Restated 2010 Long Term Incentive Plan for an aggregate of 2,351,445 stock options to certain employees and the directors of the Company. The stock options vest monthly over four years for employees and one year for directors. | |||||||||||||||||||||||||
In October 2011, the Board of Directors of the Company approved a grant under the Amended and Restated 2010 Long Term Incentive Plan for an aggregate of 1,097,926 stock options to certain employees of the Company. These stock options include immediate vesting in an amount equal to each employee's percentage of outstanding options that are exercisable immediately prior to this grant. The remaining portion will vest monthly over two years. | |||||||||||||||||||||||||
On August 31, 2011, the Company announced that Steven B. Engle resigned as Chairman of the Board, Chief Executive Officer and President of the Company. In the third quarter of 2011, the Company incurred a stock-based compensation charge of approximately $0.7 million, due to a modification to Mr. Engle’s stock options as a result of his resignation. | |||||||||||||||||||||||||
Stock Option Plans Summary | |||||||||||||||||||||||||
A summary of the status of the Company’s stock option plans as of December 31, 2013, 2012, and 2011, and changes during the years ended on those dates is presented below: | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Options: | Shares | Price* | Shares | Price* | Shares | Price* | |||||||||||||||||||
Outstanding at beginning of year | 6,788,383 | $ | 8.99 | 5,053,435 | $ | 12.55 | 2,331,450 | $ | 25.36 | ||||||||||||||||
Granted | 1,168,203 | $ | 3.13 | 2,351,445 | $ | 2.59 | 2,920,166 | $ | 2.81 | ||||||||||||||||
Exercised | (589,355 | ) | $ | 2.26 | (90,252 | ) | $ | 1.68 | - | $ | - | ||||||||||||||
Forfeited, expired or cancelled | (151,190 | ) | $ | 17.46 | (526,245 | ) | $ | 15.84 | (198,181 | ) | $ | 35.56 | |||||||||||||
Outstanding at end of year | 7,216,041 | $ | 8.42 | 6,788,383 | $ | 8.99 | 5,053,435 | $ | 12.55 | ||||||||||||||||
Exercisable at end of year | 4,814,926 | $ | 11.14 | 4,276,834 | $ | 12.42 | 3,366,807 | $ | 16.33 | ||||||||||||||||
* | Weighted-average exercise price | ||||||||||||||||||||||||
At December 31, 2013, there were 6,972,744 stock options vested and expected to vest with a weighted-average exercise price per share of $8.61. The weighted average remaining contractual term of outstanding stock options at December 31, 2013 was 6.5 years and there was an aggregate intrinsic value of $18.2 million. The weighted average remaining contractual term of exercisable stock options at December 31, 2013 was 5.6 years and there was an aggregate intrinsic value of $9.2 million. | |||||||||||||||||||||||||
Restricted Stock Units | |||||||||||||||||||||||||
In 2013, the Board of Directors of the Company approved grants under the Amended and Restated 2010 Long Term Incentive Plan for an aggregate of 958,385 RSUs to certain employees and directors of the Company. The RSUs vest annually over three years in equal increments. | |||||||||||||||||||||||||
In 2012, the Board of Directors of the Company approved grants under the Amended and Restated 2010 Long Term Incentive Plan for an aggregate of 1,292,923 RSUs to certain employees and directors of the Company. The RSUs vest annually over three years in equal increments. | |||||||||||||||||||||||||
In October 2011, the Board of Directors of the Company approved a company-wide grant under the Amended and Restated 2010 Long Term Incentive Plan for an aggregate of 1,177,082 RSUs. The RSUs vest annually over three years in equal increments. | |||||||||||||||||||||||||
RSUs held by employees who qualify for retirement age (defined as employees that are a minimum of 55 years of age and the sum of their age plus years of full-time employment with the Company exceeds 70 years) vest immediately. | |||||||||||||||||||||||||
Unvested RSU activity for the year ended December 31, 2013 is summarized below: | |||||||||||||||||||||||||
Number of | Weighted- | ||||||||||||||||||||||||
Shares | Average Grant- | ||||||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||||||
Unvested balance at December 31, 2012 | 1,459,853 | $ | 2.75 | ||||||||||||||||||||||
Granted | 958,385 | $ | 2.96 | ||||||||||||||||||||||
Vested | (637,034 | ) | $ | 2.57 | |||||||||||||||||||||
Forfeited | (43,167 | ) | $ | 2.08 | |||||||||||||||||||||
Unvested balance at December 31, 2013 | 1,738,037 | $ | 2.73 | ||||||||||||||||||||||
The total grant-date fair value of RSUs that vested during the year ended December 31, 2013 was $1.6 million. | |||||||||||||||||||||||||
Stock-based Compensation Expense | |||||||||||||||||||||||||
The Company recognizes compensation expense for all stock-based payment awards made to the Company’s employees, consultants and directors based on estimated fair values. The valuation of stock option awards is determined at the date of grant using the Black-Scholes option pricing model. This model requires inputs such as the expected term of the option, expected volatility and risk-free interest rate. To establish an estimate of expected term, the Company considers the vesting period and contractual period of the award and its historical experience of stock option exercises, post-vesting cancellations and volatility. The estimate of expected volatility is based on the Company’s historical volatility. The risk-free rate is based on the yield available on United States Treasury zero-coupon issues. To establish an estimate of forfeiture rate, the Company considers its historical experience of option forfeitures and terminations. | |||||||||||||||||||||||||
The fair value of stock option awards was estimated using the Black-Scholes model with the following weighted average assumptions for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||||||||||
Expected volatility | 92 | % | 92 | % | 88 | % | |||||||||||||||||||
Risk-free interest rate | 0.89 | % | 0.82 | % | 1.48 | % | |||||||||||||||||||
Expected term | 5.6 years | 5.6 years | 5.4 years | ||||||||||||||||||||||
The valuation of RSUs is determined at the date of grant using the closing stock price. The forfeiture rate impacts the amount of aggregate compensation for both stock options and RSUs. To establish an estimate of forfeiture rate, the Company used an independent third party to consider the Company’s historical experience of option forfeitures and terminations. | |||||||||||||||||||||||||
The following table shows total stock-based compensation expense included in the consolidated statements of comprehensive loss for the years ended December 31, 2013, 2012, and 2011 (in thousands): | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Research and development | $ | 2,358 | $ | 2,391 | $ | 3,672 | |||||||||||||||||||
Selling, general and administrative | 2,741 | 1,893 | 4,087 | ||||||||||||||||||||||
Total stock-based compensation expense | $ | 5,099 | $ | 4,284 | $ | 7,759 | |||||||||||||||||||
There was no capitalized stock-based compensation cost as of December 31, 2013 or 2012, and there were no recognized tax benefits related to the Company’s stock-based compensation expense during the years ended December 31, 2013 or 2012. |
Capital_Stock
Capital Stock | 12 Months Ended | |
Dec. 31, 2013 | ||
Capital Stock [Abstract] | ' | |
Capital Stock | ' | |
10 | Capital Stock | |
Series B Preference Shares | ||
In December 2003, the Company issued 2,959 Series B preference shares to Genentech, Inc. in repayment of $29.6 million of the outstanding balance under a convertible subordinated debt agreement. Pursuant to the rights of the Series B preference shares, the holder of Series B preference shares was not entitled to receive any dividends on the Series B preference shares. The Series B preference shares ranked senior with respect to rights on liquidation, winding-up and dissolution of the Company to all classes of common stock. Upon any voluntary or involuntary liquidation, dissolution or winding-up of the Company, the holder of Series B preference shares would have been entitled to receive $10,000 per Series B preference share (or $29.6 million in the aggregate) before any distribution was made on the common stock. The holder of the Series B preference shares had no voting rights, except as required under Bermuda law. | ||
The holder of Series B preference shares had the right to convert Series B preference shares into shares of common stock at a conversion price equal to $116.25 per share, subject to adjustment in certain circumstances. | ||
In April of 2011, the 2,959 Series B convertible preference shares were converted by Genentech into 254,560 shares of common stock. The $29.6 million liquidation preference associated with the Series B preference shares was eliminated as a result of this conversion. | ||
Registered Direct Offerings | ||
In June of 2009, the Company entered into a definitive agreement with certain institutional investors to sell 695,652 units, with each unit consisting of one share of the Company’s common stock and a warrant to purchase 0.50 of a share of common stock, for gross proceeds of approximately $12.0 million, before deducting placement agent fees and estimated offering expenses of $0.8 million, in a second registered direct offering. The investor purchased the units at a price of $17.25 per unit. The warrants, which represent the right to acquire an aggregate of up to 347,826 shares of common stock, are exercisable at any time on or prior to December 10, 2014 at an exercise price of $19.50 per share. As of December 31, 2013 all of these warrants were outstanding. | ||
ATM Agreements | ||
In the third quarter of 2010, the Company entered into an At Market Issuance Sales Agreement (the “2010 ATM Agreement”), with Wm Smith and McNicoll, Lewis & Vlak LLC (the “Agents”), under which the Company could sell shares of its common stock from time to time through the Agents, as the agents for the offer and sale of the shares, in an aggregate amount not to exceed the amount that can be sold under the Company’s registration statement on Form S-3 (File No. 333-148342) filed with the SEC on December 26, 2007 and declared effective by the SEC on May 29, 2008. The Agents could sell the shares by any method permitted by law deemed to be an “at the market” offering as defined in Rule 415 of the Securities Act of 1933, as amended (the “Securities Act”), including without limitation sales made directly on The NASDAQ Global Market, on any other existing trading market for the Company’s common stock or to or through a market maker. The Agents could also sell the shares in privately negotiated transactions, subject to the Company’s prior approval. From the inception of the 2010 ATM Agreement through May of 2011, the Company sold a total of 7,560,862 shares of its common stock under this agreement for aggregate gross proceeds of $34.0 million, including 821,386 shares sold in 2011 for aggregate gross proceeds of $4.4 million. Total offering expenses incurred related to sales under the 2010 ATM Agreement from inception to May of 2011 were $1.0 million, including $0.1 million incurred in 2011. In May of 2011, 2010 ATM Agreement expired by its terms, and there will be no further issuances under this facility. | ||
On February 4, 2011, the Company entered into an At Market Issuance Sales Agreement (the “2011 ATM Agreement”), with McNicoll, Lewis & Vlak LLC (now known as MLV & Co. LLC, “MLV”), under which it may sell shares of its common stock from time to time through the MLV, as the agent for the offer and sale of the shares, in an aggregate amount not to exceed the amount that can be sold under the Company’s registration statement on Form S-3 (File No. 333-172197) filed with the SEC on February 11, 2011 and amended on March 10, 2011, June 3, 2011 and January 3, 2012, which was most recently declared effective by the SEC on January 17, 2012. MLV may sell the shares by any method permitted by law deemed to be an “at the market” offering as defined in Rule 415 of the Securities Act, including without limitation sales made directly on The NASDAQ Global Market, on any other existing trading market for the Company’s common stock or to or through a market maker. MLV also may sell the shares in privately negotiated transactions, subject to our prior approval. The Company will pay MLV a commission equal to 3% of the gross proceeds of the sales price of all shares sold through it as sales agent under the 2011 ATM Agreement. From the inception of the 2011 ATM Agreement through December 31, 2013, the Company sold a total of 7,572,327 shares of common stock under this agreement for aggregate gross proceeds of $14.6 million. No shares of common stock have been sold under this agreement since February 3, 2012. Total offering expenses incurred related to sales under the 2011 ATM Agreement from inception to December 31, 2013, were $0.5 million. The registration statement under which the 2011 ATM was entered expires in June of 2014. | ||
Underwritten Offering | ||
In February of 2010, the Company completed an underwritten offering of 2.8 million units, with each unit consisting of one share of the Company’s common stock and a warrant to purchase 0.45 of a share of common stock, for gross proceeds of approximately $21 million. As of December 31, 2013 all of these warrants were outstanding. | ||
On March 9, 2012, the Company completed an underwritten public offering of 29,669,154 shares of its common stock, and accompanying warrants to purchase one half of a share of common stock for each share purchased, at a public offering price of $1.32 per share. Total gross proceeds from the offering were approximately $39.2 million, before deducting underwriting discounts and commissions and offering expenses totaling approximately $3.0 million. The warrants, which represent the right to acquire an aggregate of up to 14,834,577 shares of common stock, are immediately exercisable and have a five-year term and an exercise price of $1.76 per share. As of December 31, 2013, 12,562,682 of these warrants were outstanding. | ||
On October 29, 2012, the Company completed an underwritten public offering of 13,333,333 shares of its common stock, at a public offering price of $3.00 per share. Total gross proceeds from the offering were approximately $40.0 million, before deducting underwriting discounts and commissions and offering expenses totaling approximately $3.0 million. | ||
On August 23, 2013, the Company completed an underwritten public offering of 8,736,187 shares of its common stock, including 1,139,502 shares of its common stock that were issued upon the exercise of the underwriters’ 30-day over-allotment option, at a public offering price of $3.62 per share. Total gross proceeds from the offering were approximately $31.6 million, before deducting underwriting discounts and commissions and estimated offering expenses totaling approximately $2.2 million. | ||
On December 18, 2013, the Company completed an underwritten public offering of 10,925,000 shares of its common stock, including 1,425,000 shares of its common stock that were issued upon the exercise of the underwriters’ 30-day over-allotment option, at a public offering price of $5.25 per share. Total gross proceeds from the offering were approximately $57.4 million, before deducting underwriting discounts and commissions and estimated offering expenses totaling approximately $3.8 million. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies [Abstract] | ' | ||||
Commitments and Contingencies | ' | ||||
11 | Commitments and Contingencies | ||||
Collaborative Agreements, Royalties and Milestone Payments | |||||
The Company is obligated to pay royalties, ranging from 1% to 5% of the selling price of the licensed component and up to 40% of any sublicense fees to various universities and other research institutions based on future sales or licensing of products that incorporate certain products and technologies developed by those institutions. | |||||
In addition, the Company has committed to make potential future “milestone” payments to third parties as part of licensing and development programs. Payments under these agreements become due and payable only upon the achievement of certain developmental, regulatory and/or commercial milestones. Because it is uncertain if and when these milestones will be achieved, such contingencies, aggregating up to $76.6 million (assuming one product per contract meets all milestones events) have not been recorded on the consolidated balance sheet. The Company is unable to determine precisely when and if payment obligations under the agreements will become due as these obligations are based on milestone events, the achievement of which is subject to a significant number of risks and uncertainties. | |||||
Leases | |||||
As of December 31, 2013, the Company leased administrative, research facilities, and office equipment under operating leases expiring on various dates through April 2023. These leases require the Company to pay taxes, insurance, maintenance and minimum lease payments. | |||||
The Company estimates future minimum lease payments as of December 31, 2013 to be (in thousands): | |||||
Operating | |||||
Leases (a) | |||||
2014 | $ | 3,661 | |||
2015 | 3,640 | ||||
2016 | 3,749 | ||||
2017 | 3,862 | ||||
2018 | 3,978 | ||||
Thereafter | 15,723 | ||||
Minimum lease payments | $ | 34,613 | |||
(a) Operating leases are net of future sublease income of $0.1 million. | |||||
Total rental expense, including other costs required under the Company’s leases, was approximately $3.5 million, $4.5 million and $5.1 million for the years ended December 31, 2013, 2012, and 2011, respectively. Rental expense based on leases allowing for escalated rent payments are recognized on a straight-line basis. The Company is required to restore certain of its leased property to certain conditions in place at the time of lease. The Company believes these costs will not be material to its operations. | |||||
In 2012, the Company vacated and subleased two of its leased facilities, which housed its large scale manufacturing operations and associated quality functions. The Company incurred $0.3 million in restructuring charges during 2013 in connection with a portion of lease payments not offset by sublease income for these buildings. The Company does not expect to incur any significant restructuring charges during 2014 in connection with these lease payments. | |||||
As a result of the restructuring in the second quarter of 2009, the Company vacated one of its leased buildings. Effective December 2010, the Company entered into a sublease agreement for this building through May of 2014. For the year ended December 31, 2013, the Company recognized $0.1 million in sublease income under this agreement. The Company will receive future sublease income of $0.1 million under this agreement. | |||||
Legal Proceedings | |||||
None. |
Concentration_of_Risk_Segment_
Concentration of Risk, Segment and Geographic Information | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Concentration of Risk, Segment and Geographic Information [Abstract] | ' | ||||||||||||
Concentration of Risk, Segment and Geographic Information | ' | ||||||||||||
12 | Concentration of Risk, Segment and Geographic Information | ||||||||||||
Concentration of Risk | |||||||||||||
Cash equivalents, short-term investments, and receivables are financial instruments, which potentially subject the Company to concentrations of credit risk, as well as liquidity risk for certain cash equivalents such as money market funds. The Company has not encountered such issues during 2012. | |||||||||||||
The Company has not experienced any significant credit losses and does not generally require collateral on receivables. For the year ended December 31, 2013, three customers represented 43%, 26%, and 20% of total revenue and as of December 31, 2013, and two customers represented 73% and 13% of the accounts receivable balance. | |||||||||||||
For the year ended December 31, 2012, two customers represented 47% and 33% of total revenue and as of December 31, 2012, these two customers represented 58% and 35% of the accounts receivable balance. For the year ended December 31, 2011, two customers represented 61% and 32% of total revenue. | |||||||||||||
Segment Information | |||||||||||||
The Company has determined that it operates in one segment as it only reports operating results on an aggregate basis to the chief operating decision maker of the Company. The Company’s property and equipment is held primarily in the United States. | |||||||||||||
Geographic Information | |||||||||||||
Revenue attributed to the following geographic regions for each of the three years ended December 31, 2013, 2012 and 2011 was as follows (in thousands): | |||||||||||||
Year ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
United States | $ | 19,955 | $ | 14,134 | $ | 20,447 | |||||||
Europe | 15,396 | 18,454 | 35,718 | ||||||||||
Asia Pacific | 100 | 1,194 | 2,031 | ||||||||||
Total | $ | 35,451 | $ | 33,782 | $ | 58,196 |
Quarterly_Financial_Informatio
Quarterly Financial Information (unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information (unaudited) [Abstract] | ' | ||||||||||||||||
Quarterly Financial Information (unaudited) | ' | ||||||||||||||||
13 | Quarterly Financial Information (unaudited) | ||||||||||||||||
The following is a summary of the quarterly results of operations for the years ended December 31, 2013 and 2012: | |||||||||||||||||
Consolidated Statements of Operations | |||||||||||||||||
Quarter Ended | |||||||||||||||||
31-Mar | 30-Jun | 30-Sep | 31-Dec | ||||||||||||||
(In thousands, except per share amounts) | |||||||||||||||||
2013 | |||||||||||||||||
Total revenues | $ | 9,453 | $ | 7,151 | $ | 6,312 | $ | 12,535 | |||||||||
Total operating costs and expenses | (20,777 | ) | (21,230 | ) | (23,535 | ) | (28,114 | ) | |||||||||
Other (expense) income, net (1) | (13,563 | ) | (3,169 | ) | (12,416 | ) | (36,719 | ) | |||||||||
Income tax benefit | - | - | 15 | (1 | ) | ||||||||||||
Net (loss) income | $ | (24,887 | ) | $ | (17,248 | ) | $ | (29,624 | ) | $ | (52,299 | ) | |||||
Basic and diluted net (loss) income per share of common stock | $ | (0.30 | ) | $ | (0.21 | ) | $ | (0.34 | ) | $ | (0.55 | ) | |||||
2012 | |||||||||||||||||
Total revenues | $ | 9,865 | $ | 9,275 | $ | 7,251 | $ | 7,391 | |||||||||
Total operating costs and expenses | (24,227 | ) | (22,765 | ) | (23,404 | ) | (20,010 | ) | |||||||||
Other income (expense), net (1) | (16,063 | ) | (2,665 | ) | (10,772 | ) | 14,985 | ||||||||||
Income tax expense | - | - | 74 | - | |||||||||||||
Net loss | $ | (30,425 | ) | $ | (16,155 | ) | $ | (26,851 | ) | $ | 2,366 | ||||||
Basic and diluted net loss per share of common stock | $ | (0.69 | ) | $ | (0.24 | ) | $ | (0.39 | ) | $ | 0.03 | ||||||
-1 | Fluctuations in 2013 and 2012 primarily relate to (losses) gains on the revaluation of the contingent warrant liabilities. |
Basis_of_Presentation_and_Sign1
Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Basis of Presentation and Significant Accounting Policies [Abstract] | ' | ||||||||||||
Principles of Consolidation | ' | ||||||||||||
Principles of Consolidation | |||||||||||||
The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |||||||||||||
Use of Estimates | ' | ||||||||||||
Use of Estimates | |||||||||||||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosures. On an on-going basis, management evaluates its estimates including, but not limited to, those related to contingent warrant liabilities, revenue recognition, research and development expense, long-lived assets, derivative instruments and stock-based compensation. The Company bases its estimates on historical experience and on various other market-specific and other relevant assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ significantly from these estimates, such as the Company’s billing under government contracts. Under the Company’s contracts with the National Institute of Allergy and Infectious Diseases (“NIAID”), a part of the National Institutes of Health (“NIH”), the Company bills using NIH provisional rates and thus are subject to future audits at the discretion of NIAID’s contracting office. These audits can result in an adjustment to revenue previously reported. | |||||||||||||
Reclassifications | ' | ||||||||||||
Reclassifications | |||||||||||||
Certain reclassifications of prior period amounts have been made to the financial statements and accompanying notes to conform to the current period presentation. Prior period presentations of net product sales and royalty revenue have been reclassified into contract and other revenue because the net product sales and royalty revenue were not material for all periods presented. These reclassifications had no impact on the Company’s previously reported net loss or cash flows. | |||||||||||||
Newly Adopted Accounting Pronouncements | ' | ||||||||||||
Newly Adopted Accounting Pronouncements | |||||||||||||
In February 2013, Accounting Standards Codification Topic 220, Comprehensive Income was amended to require companies to report, in one place, information about reclassifications out of accumulated other comprehensive income. Accordingly, a company can present this information on the face of the financial statements, if certain requirements are met, or the information must be presented in the notes to the financial statements. The Company adopted this guidance as of January 1, 2013, on a retrospective basis and the items reclassified out of accumulated other comprehensive income are not material for all periods presented. | |||||||||||||
Revenue Recognition | ' | ||||||||||||
Revenue Recognition | |||||||||||||
Revenue is recognized when the four basic criteria of revenue recognition are met: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. The determination of criteria (2) is based on management’s judgments regarding whether a continuing performance obligation exists. The determination of criteria (3) and (4) are based on management’s judgments regarding the nature of the fee charged for products or services delivered and the collectability of those fees. Allowances are established for estimated uncollectible amounts, if any. | |||||||||||||
The Company recognizes revenue from its license and collaboration arrangements, contract services, product sales and royalties. Revenue arrangements with multiple elements are divided into separate units of accounting if certain criteria are met, including whether the delivered element has stand-alone value to the customer and whether there is objective and reliable evidence of the fair value of the undelivered items. The consideration received is allocated among the separate units based on their respective fair values and the applicable revenue recognition criteria are applied to each of the separate units. Advance payments received in excess of amounts earned are classified as deferred revenue until earned. | |||||||||||||
License and Collaborative Fees | |||||||||||||
Revenue from non-refundable license, technology access or other payments under license and collaborative agreements where the Company has a continuing obligation to perform is recognized as revenue over the expected period of the continuing performance obligation. The Company estimates the performance period at the inception of the arrangement and reevaluates it each reporting period. This reevaluation may shorten or lengthen the period over which the remaining revenue is recognized. Changes to these estimates are recorded on a prospective basis. | |||||||||||||
Milestone payments under collaborative and other arrangements are recognized as revenue upon completion of the milestone event, once confirmation is received from the third party and collectability is reasonably assured. This represents the culmination of the earnings process when the Company has no future performance obligations related to the payment. Milestone payments that are not substantive or that require a continuing performance obligation on the part of the Company are recognized over the expected period of the continuing performance obligation. Amounts received in advance are recorded as deferred revenue until the related milestone is completed. | |||||||||||||
Contract Revenue | |||||||||||||
Contract revenue for research and development involves the Company providing research and development and manufacturing services to collaborative partners, biodefense contractors or others. Revenue for certain contracts is accounted for by a proportional performance, or output-based, method where performance is based on estimated progress toward elements defined in the contract. The amount of contract revenue and related costs recognized in each accounting period are based on management’s estimates of the proportional performance during the period. Adjustments to estimates based on actual performance are recognized on a prospective basis and do not result in reversal of revenue should the estimate to complete be extended. | |||||||||||||
Up-front fees are recognized in the same manner as the final deliverable, which is generally ratably over the period of the continuing performance obligation. Given the uncertainties of research and development collaborations, significant judgment is required to determine the duration of the arrangement. | |||||||||||||
Net Product Sales | |||||||||||||
Revenue from net product sales are recorded in the periods these product sales are earned, in advance of collection. The product sale revenue and receivables in these instances is based upon communication with the distribution customers. Product sales are recorded net of allowances and accruals for prompt pay discounts, volume rebates, and product returns. | |||||||||||||
Royalty Revenue | |||||||||||||
Royalty revenue and royalty receivables are recorded in the periods these royalties are earned, in advance of collection. The royalty revenue and receivables in these instances is based upon communication with collaborative partners or licensees, historical information and forecasted sales trends. | |||||||||||||
Research and Development Expenses | ' | ||||||||||||
Research and Development Expenses | |||||||||||||
The Company expenses research and development costs as incurred. Research and development expenses consist of direct costs such as salaries and related personnel costs, and material and supply costs, and research-related allocated overhead costs, such as facilities costs. In addition, research and development expenses include costs related to clinical trials. Expenses resulting from clinical trials are recorded when incurred based, in part on estimates as to the status of the various trials. From time to time, research and development expenses may include up-front fees and milestones paid to collaborative partners for the purchase of rights to in-process research and development. Such amounts are expensed as incurred. | |||||||||||||
Cash and Cash Equivalents and Short-term Investments | ' | ||||||||||||
Cash and Cash Equivalents and Short-term Investments | |||||||||||||
The Company considers all highly liquid debt instruments with maturities of three months or less at the time the Company acquires them to be cash equivalents. | |||||||||||||
Short-term investments include debt securities classified as available-for-sale. Available-for-sale securities are stated at fair value, with unrealized gains and losses, net of tax, if any, reported in other comprehensive income (loss). The estimate of fair value is based on publicly available market information. Realized gains and losses and declines in value judged to be other-than-temporary on available-for-sale securities are also included in investment and other income. The Company reviews its instruments for other-than-temporary impairment whenever the value of the instrument is less than the amortized cost. The cost of investments sold is based on the specific identification method. Interest and dividends on securities classified as available-for-sale are included in investment and other income. | |||||||||||||
Property and Equipment and Long-Lived Assets | ' | ||||||||||||
Property and Equipment and Long-Lived Assets | |||||||||||||
Property and equipment is stated at cost less depreciation. Equipment depreciation is calculated using the straight-line method over the estimated useful lives of the assets (three to seven years). Leasehold improvements, buildings and building improvements are depreciated using the straight-line method over the shorter of the lease terms or the useful lives (one to fifteen years). | |||||||||||||
The Company reviews the carrying values and depreciation lives of its long-lived assets whenever events or changes in circumstances indicate that the asset may not be recoverable. An impairment loss is recognized when the estimated future net cash flows expected to result from the use of an asset is less than its carrying amount. Long-lived assets include property and equipment and building and leasehold improvements. During 2012, the Company recorded accelerated depreciation of $1.3 million and an impairment loss of $0.8 million on long-lived assets in connection with the Company’s 2012 streamlining plan. See Note 5: Streamlining and Restructuring Charges for additional disclosure on the 2012 streamlining plan. | |||||||||||||
Warrants | ' | ||||||||||||
Warrants | |||||||||||||
The Company has issued warrants to purchase shares of its common stock in connection with financing activities. The Company accounts for some of these warrants as a liability at fair value and others as equity at fair value. The fair value of the outstanding warrants is estimated using the Black-Scholes Model. The Black-Scholes Model requires inputs such as the expected term of the warrants, expected volatility and risk-free interest rate. These inputs are subjective and require significant analysis and judgment to develop. For the estimate of the expected term, the Company uses the full remaining contractual term of the warrant. In 2013, the Company changed its expected volatility assumption in the Black-Scholes Model from a volatility implied from warrants issued by XOMA in recent private placement transactions to a volatility based on historical stock price volatility observed on XOMA’s underlying stock. A historical stock price volatility rate was determined to be a more precise indicator for the fair value calculation of the Company’s warrants due to time elapsed since these warrants were granted. The assumptions associated with contingent warrant liabilities are reviewed each reporting period and changes in the estimated fair value of these contingent warrant liabilities are recognized in other income (expense). | |||||||||||||
Income Taxes | ' | ||||||||||||
Income Taxes | |||||||||||||
The Company accounts for uncertain tax positions in accordance with Accounting Standards Codification Topic 740, Income Taxes ("ASC 740"). The application of income tax law and regulations are inherently complex. | |||||||||||||
ASC 740 provides for the recognition of deferred tax assets if realization of such assets is more likely than not. Based upon the weight of available evidence, which includes the Company’s historical operating performance and carry-back potential, the Company has determined that total deferred tax assets should be fully offset by a valuation allowance. | |||||||||||||
Net Loss per Share of Common Stock | ' | ||||||||||||
Net Loss per Share of Common Stock | |||||||||||||
Basic net loss per share of common stock is based on the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share of common stock is based on the weighted average number of shares outstanding during the period, adjusted to include the assumed conversion of certain stock options, restricted stock units (“RSUs”), and warrants for common stock. | |||||||||||||
Potentially dilutive securities are excluded from the calculation of loss per share if their inclusion is anti-dilutive. The following table shows the total outstanding securities considered anti-dilutive and therefore excluded from the computation of diluted net loss per share (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Options for common stock | 7,087 | 5,603 | 3,890 | ||||||||||
Convertible preferred stock | - | - | 67 | ||||||||||
Warrants for common stock | 15,839 | 13,840 | 1,609 | ||||||||||
Total | 22,926 | 19,443 | 5,566 | ||||||||||
For the years ended December 31, 2013, 2012, and 2011, all outstanding common stock equivalents were considered anti-dilutive and therefore the calculations of basic and diluted net loss per share are the same. |
Basis_of_Presentation_and_Sign2
Basis of Presentation and Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Basis of Presentation and Significant Accounting Policies [Abstract] | ' | ||||||||||||
Outstanding securities considered anti-dilutive | ' | ||||||||||||
Potentially dilutive securities are excluded from the calculation of loss per share if their inclusion is anti-dilutive. The following table shows the total outstanding securities considered anti-dilutive and therefore excluded from the computation of diluted net loss per share (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Options for common stock | 7,087 | 5,603 | 3,890 | ||||||||||
Convertible preferred stock | - | - | 67 | ||||||||||
Warrants for common stock | 15,839 | 13,840 | 1,609 | ||||||||||
Total | 22,926 | 19,443 | 5,566 |
Consolidated_Financial_Stateme1
Consolidated Financial Statement Detail (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Consolidated Financial Statement Detail [Abstract] | ' | ||||||||
Receivables | ' | ||||||||
Receivables consisted of the following at December 31, 2013 and 2012 (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Trade receivables, net | $ | 3,731 | $ | 7,477 | |||||
Other receivables | 50 | 772 | |||||||
Total | $ | 3,781 | $ | 8,249 | |||||
Property and equipment | ' | ||||||||
Property and equipment consisted of the following at December 31, 2013 and 2012 (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Equipment and furniture | $ | 28,365 | $ | 25,734 | |||||
Buildings, leasehold and building improvements | 9,316 | 21,656 | |||||||
Construction-in-progress | 225 | 1,832 | |||||||
Land | 310 | 310 | |||||||
38,216 | 49,532 | ||||||||
Less: Accumulated depreciation and amortization | (31,760 | ) | (41,389 | ) | |||||
Property and equipment, net | $ | 6,456 | $ | 8,143 | |||||
Accrued liabilities | ' | ||||||||
Accrued liabilities consisted of the following at December 31, 2013 and 2012 (in thousands): | |||||||||
December 31, | |||||||||
2013 | 2012 | ||||||||
Accrued management incentive compensation | $ | 4,386 | $ | 3,978 | |||||
Accrued payroll and other benefits | 3,009 | 2,461 | |||||||
Accrued clinical trial costs | 878 | 4,702 | |||||||
Other | 1,661 | 1,904 | |||||||
Total | $ | 9,934 | $ | 13,045 |
Streamlining_and_Restructuring1
Streamlining and Restructuring Charges (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Streamlining and Restructuring Charges [Abstract] | ' | ||||||||||||||||
Components of restructuring liabilities | ' | ||||||||||||||||
The current and long-term portions of the outstanding restructuring liabilities are included in accrued and other liabilities and other liabilities – long-term on the consolidated balance sheets and are based upon restructuring charges recognized as of December 31, 2013 and 2012 in connection with the Company’s restructuring plans. As of December 31, 2013 and 2012, the components of these liabilities are shown below (in thousands): | |||||||||||||||||
Employee | Facility | Asset | Total | ||||||||||||||
Severance and | Charges (1) | Impairment | |||||||||||||||
Other Benefits | and | ||||||||||||||||
Accelerated | |||||||||||||||||
Depreciation (2) | |||||||||||||||||
Balance at December 31, 2012 | $ | - | $ | 75 | $ | - | $ | 75 | |||||||||
Restructuring charges | - | 328 | - | 328 | |||||||||||||
Cash payments | - | (434 | ) | - | (434 | ) | |||||||||||
Adjustments | - | 52 | - | 52 | |||||||||||||
Balance at December 31, 2013 | $ | - | $ | 21 | $ | - | $ | 21 | |||||||||
Employee | Facility | Asset | Total | ||||||||||||||
Severance and | Charges (1) | Impairment | |||||||||||||||
Other Benefits | and | ||||||||||||||||
Accelerated | |||||||||||||||||
Depreciation (2) | |||||||||||||||||
Balance at December 31, 2011 | $ | - | $ | 162 | $ | - | $ | 162 | |||||||||
Restructuring charges | 2,027 | 587 | 2,460 | 5,074 | |||||||||||||
Cash payments | (2,027 | ) | (689 | ) | - | (2,716 | ) | ||||||||||
Proceeds from sale of assets | - | - | 461 | 461 | |||||||||||||
Adjustments | - | 15 | (2,921 | ) | (2,906 | ) | |||||||||||
Balance at December 31, 2012 | $ | - | $ | 75 | $ | - | $ | 75 | |||||||||
-1 | Includes moving and relocation costs, and lease payments, net of sublease payments. | ||||||||||||||||
-2 | Restructuring charges include non-cash impairments and accelerated depreciation of property and equipment and leasehold improvements; however, these amounts are excluded from the restructuring accrual. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Measurements [Abstract] | ' | ||||||||||||||||
Financial assets and liabilities carried at fair value | ' | ||||||||||||||||
The following tables set forth the Company’s fair value hierarchy for its financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2013 and 2012 are classified as follows (in thousands): | |||||||||||||||||
Fair Value Measurements at December 31, 2013 Using | |||||||||||||||||
Quoted Prices in | Significant | Significant | |||||||||||||||
Active Markets | Other | Unobservable | |||||||||||||||
for Identical | Observable | Inputs | |||||||||||||||
Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | Total | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds (1) | $ | 82,759 | $ | - | $ | - | $ | 82,759 | |||||||||
U.S. treasury securities | 19,989 | - | - | 19,989 | |||||||||||||
Foreign exchange options | - | 361 | - | 361 | |||||||||||||
Total | $ | 102,748 | $ | 361 | $ | - | $ | 103,109 | |||||||||
Liabilities: | |||||||||||||||||
Contingent warrant liabilities | $ | - | $ | - | $ | 69,869 | $ | 69,869 | |||||||||
Fair Value Measurements at December 31, 2012 Using | |||||||||||||||||
Quoted Prices in | Significant | Significant | |||||||||||||||
Active Markets | Other | Unobservable | |||||||||||||||
for Identical | Observable | Inputs | |||||||||||||||
Assets | Inputs | ||||||||||||||||
(Level 1) | (Level 2) | (Level 3) | Total | ||||||||||||||
Assets: | |||||||||||||||||
Money market funds (1) | $ | 37,461 | $ | - | $ | - | $ | 37,461 | |||||||||
U.S. treasury securities | 39,987 | 39,987 | |||||||||||||||
Foreign exchange options | - | 488 | - | 488 | |||||||||||||
Total | $ | 77,448 | $ | 488 | $ | - | $ | 77,936 | |||||||||
Liabilities: | |||||||||||||||||
Contingent warrant liabilities | $ | - | $ | - | $ | 15,001 | $ | 15,001 | |||||||||
-1 | Included in cash and cash equivalents | ||||||||||||||||
Warrant liabilities fair value assumptions | ' | ||||||||||||||||
The fair value of the contingent warrant liabilities was estimated using the following range of assumptions at December 31, 2013 and 2012: | |||||||||||||||||
December 31, | December 31, | ||||||||||||||||
2013 | 2012 | ||||||||||||||||
Expected volatility | 66.1% - 86.6 | % | 40 | % | |||||||||||||
Risk-free interest rate | 0.1% - 0.8 | % | 0.3% - 0.7 | % | |||||||||||||
Expected term | 0.9 - 3.2 years | 1.9 - 4.2 years | |||||||||||||||
Summary of changes in fair value of Level 3 financial liabilities | ' | ||||||||||||||||
The following table provides a summary of changes in the fair value of the Company’s Level 3 financial liabilities for the years ended December 31, 2013, 2012 and 2011 (in thousands): | |||||||||||||||||
Warrant | |||||||||||||||||
Liabilities | |||||||||||||||||
Balance at December 31, 2010 | $ | 4,245 | |||||||||||||||
Net decrease in fair value of contingent warrant liabilities upon revaluation | (3,866 | ) | |||||||||||||||
Balance at December 31, 2011 | 379 | ||||||||||||||||
Initial fair value of warrants issued in March 2012 | 6,390 | ||||||||||||||||
Reclassification of contingent warrant liability to equity upon exercise of warrants | (940 | ) | |||||||||||||||
Net increase in fair value of contingent warrant liabilities upon revaluation | 9,172 | ||||||||||||||||
Balance at December 31, 2012 | 15,001 | ||||||||||||||||
Reclassification of contingent warrant liability to equity upon exercise of warrants | (6,171 | ) | |||||||||||||||
Net increase in fair value of contingent warrant liabilities upon revaluation | 61,039 | ||||||||||||||||
Balance at December 31, 2013 | $ | 69,869 |
LongTerm_Debt_and_Other_Arrang1
Long-Term Debt and Other Arrangements (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Long-Term Debt and Other Arrangements [Abstract] | ' | ||||||||||||
Aggregate future principal and final fee payments of interest bearing obligations | ' | ||||||||||||
Aggregate future principal and final fee payments of the Company’s total interest bearing obligations - long-term as of December 31, 2013 are as follows (in thousands): | |||||||||||||
Year Ending December 31, | Total | ||||||||||||
2014 | $ | 5,917 | |||||||||||
2015 | 19,127 | ||||||||||||
2016 | 20,649 | ||||||||||||
45,693 | |||||||||||||
Less current portion | (5,917 | ) | |||||||||||
Total | $ | 39,776 | |||||||||||
Interest expense and amortization of debt issuance costs | ' | ||||||||||||
Interest expense and amortization of debt issuance costs and discounts, recorded as other expense in the consolidated statements of comprehensive loss for the year ended December 31, 2013, 2012 and 2011 are shown below (in thousands): | |||||||||||||
Year ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Interest expense | |||||||||||||
Servier loan | $ | 2,152 | $ | 2,097 | $ | 2,087 | |||||||
GECC term loan | 2,064 | 1,850 | - | ||||||||||
Novartis note | 362 | 397 | 341 | ||||||||||
Other | 53 | 43 | 34 | ||||||||||
Total interest expense | $ | 4,631 | $ | 4,387 | $ | 2,462 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Income Taxes [Abstract] | ' | ||||||||||||
Total provision for income taxes | ' | ||||||||||||
The total (benefit) provision for income taxes consists of the following (in thousands): | |||||||||||||
Year ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Federal income tax (benefit) provision | $ | (14 | ) | $ | (74 | ) | $ | 15 | |||||
Total | $ | (14 | ) | $ | (74 | ) | $ | 15 | |||||
Components of net deferred tax assets | ' | ||||||||||||
The significant components of net deferred tax assets as of December 31, 2013 and 2012 were as follows (in millions): | |||||||||||||
December 31, | |||||||||||||
2013 | 2012 | ||||||||||||
Capitalized research and development expenses | $ | 49.4 | $ | 51.5 | |||||||||
Net operating loss carryforwards | 78.4 | 150.8 | |||||||||||
Research and development and other credit carryforwards | 8.8 | 8.5 | |||||||||||
Other | 23.5 | 23.3 | |||||||||||
Total deferred tax assets | 160.1 | 234.1 | |||||||||||
Valuation allowance | (160.1 | ) | (234.1 | ) | |||||||||
Net deferred tax assets | $ | - | $ | - | |||||||||
Schedule of unrecognized tax benefits | ' | ||||||||||||
The following table summarizes the Company's activity related to its unrecognized tax benefits (in thousands): | |||||||||||||
December 31, | |||||||||||||
2013 | |||||||||||||
Balance at January 1, 2013 | $ | 4,104 | |||||||||||
Increase related to current year tax position | 164 | ||||||||||||
Increase related to prior year tax position | 6 | ||||||||||||
Balance at December 31, 2013 | $ | 4,274 |
Compensation_and_Other_Benefit1
Compensation and Other Benefit Plans (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Compensation and Other Benefit Plans [Abstract] | ' | ||||||||||||||||||||||||
Stock option activity | ' | ||||||||||||||||||||||||
A summary of the status of the Company’s stock option plans as of December 31, 2013, 2012, and 2011, and changes during the years ended on those dates is presented below: | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Options: | Shares | Price* | Shares | Price* | Shares | Price* | |||||||||||||||||||
Outstanding at beginning of year | 6,788,383 | $ | 8.99 | 5,053,435 | $ | 12.55 | 2,331,450 | $ | 25.36 | ||||||||||||||||
Granted | 1,168,203 | $ | 3.13 | 2,351,445 | $ | 2.59 | 2,920,166 | $ | 2.81 | ||||||||||||||||
Exercised | (589,355 | ) | $ | 2.26 | (90,252 | ) | $ | 1.68 | - | $ | - | ||||||||||||||
Forfeited, expired or cancelled | (151,190 | ) | $ | 17.46 | (526,245 | ) | $ | 15.84 | (198,181 | ) | $ | 35.56 | |||||||||||||
Outstanding at end of year | 7,216,041 | $ | 8.42 | 6,788,383 | $ | 8.99 | 5,053,435 | $ | 12.55 | ||||||||||||||||
Exercisable at end of year | 4,814,926 | $ | 11.14 | 4,276,834 | $ | 12.42 | 3,366,807 | $ | 16.33 | ||||||||||||||||
* | Weighted-average exercise price | ||||||||||||||||||||||||
Unvested RSU activity | ' | ||||||||||||||||||||||||
Unvested RSU activity for the year ended December 31, 2013 is summarized below: | |||||||||||||||||||||||||
Number of | Weighted- | ||||||||||||||||||||||||
Shares | Average Grant- | ||||||||||||||||||||||||
Date Fair Value | |||||||||||||||||||||||||
Unvested balance at December 31, 2012 | 1,459,853 | $ | 2.75 | ||||||||||||||||||||||
Granted | 958,385 | $ | 2.96 | ||||||||||||||||||||||
Vested | (637,034 | ) | $ | 2.57 | |||||||||||||||||||||
Forfeited | (43,167 | ) | $ | 2.08 | |||||||||||||||||||||
Unvested balance at December 31, 2013 | 1,738,037 | $ | 2.73 | ||||||||||||||||||||||
Weighted average assumptions | ' | ||||||||||||||||||||||||
The fair value of stock option awards was estimated using the Black-Scholes model with the following weighted average assumptions for the years ended December 31, 2013, 2012, and 2011: | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Dividend yield | 0 | % | 0 | % | 0 | % | |||||||||||||||||||
Expected volatility | 92 | % | 92 | % | 88 | % | |||||||||||||||||||
Risk-free interest rate | 0.89 | % | 0.82 | % | 1.48 | % | |||||||||||||||||||
Expected term | 5.6 years | 5.6 years | 5.4 years | ||||||||||||||||||||||
Stock-based compensation expense | ' | ||||||||||||||||||||||||
The following table shows total stock-based compensation expense included in the consolidated statements of comprehensive loss for the years ended December 31, 2013, 2012, and 2011 (in thousands): | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Research and development | $ | 2,358 | $ | 2,391 | $ | 3,672 | |||||||||||||||||||
Selling, general and administrative | 2,741 | 1,893 | 4,087 | ||||||||||||||||||||||
Total stock-based compensation expense | $ | 5,099 | $ | 4,284 | $ | 7,759 |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2013 | |||||
Commitments and Contingencies [Abstract] | ' | ||||
Future minimum lease commitments | ' | ||||
The Company estimates future minimum lease payments as of December 31, 2013 to be (in thousands): | |||||
Operating | |||||
Leases (a) | |||||
2014 | $ | 3,661 | |||
2015 | 3,640 | ||||
2016 | 3,749 | ||||
2017 | 3,862 | ||||
2018 | 3,978 | ||||
Thereafter | 15,723 | ||||
Minimum lease payments | $ | 34,613 | |||
(a) Operating leases are net of future sublease income of $0.1 million. |
Concentration_of_Risk_Segment_1
Concentration of Risk, Segment and Geographic Information (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Concentration of Risk, Segment and Geographic Information [Abstract] | ' | ||||||||||||
Revenue by geographical region | ' | ||||||||||||
Revenue attributed to the following geographic regions for each of the three years ended December 31, 2013, 2012 and 2011 was as follows (in thousands): | |||||||||||||
Year ended December 31, | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
United States | $ | 19,955 | $ | 14,134 | $ | 20,447 | |||||||
Europe | 15,396 | 18,454 | 35,718 | ||||||||||
Asia Pacific | 100 | 1,194 | 2,031 | ||||||||||
Total | $ | 35,451 | $ | 33,782 | $ | 58,196 |
Quarterly_Financial_Informatio1
Quarterly Financial Information (unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information (unaudited) [Abstract] | ' | ||||||||||||||||
Quarterly Financial Information (unaudited) | ' | ||||||||||||||||
The following is a summary of the quarterly results of operations for the years ended December 31, 2013 and 2012: | |||||||||||||||||
Consolidated Statements of Operations | |||||||||||||||||
Quarter Ended | |||||||||||||||||
31-Mar | 30-Jun | 30-Sep | 31-Dec | ||||||||||||||
(In thousands, except per share amounts) | |||||||||||||||||
2013 | |||||||||||||||||
Total revenues | $ | 9,453 | $ | 7,151 | $ | 6,312 | $ | 12,535 | |||||||||
Total operating costs and expenses | (20,777 | ) | (21,230 | ) | (23,535 | ) | (28,114 | ) | |||||||||
Other (expense) income, net (1) | (13,563 | ) | (3,169 | ) | (12,416 | ) | (36,719 | ) | |||||||||
Income tax benefit | - | - | 15 | (1 | ) | ||||||||||||
Net (loss) income | $ | (24,887 | ) | $ | (17,248 | ) | $ | (29,624 | ) | $ | (52,299 | ) | |||||
Basic and diluted net (loss) income per share of common stock | $ | (0.30 | ) | $ | (0.21 | ) | $ | (0.34 | ) | $ | (0.55 | ) | |||||
2012 | |||||||||||||||||
Total revenues | $ | 9,865 | $ | 9,275 | $ | 7,251 | $ | 7,391 | |||||||||
Total operating costs and expenses | (24,227 | ) | (22,765 | ) | (23,404 | ) | (20,010 | ) | |||||||||
Other income (expense), net (1) | (16,063 | ) | (2,665 | ) | (10,772 | ) | 14,985 | ||||||||||
Income tax expense | - | - | 74 | - | |||||||||||||
Net loss | $ | (30,425 | ) | $ | (16,155 | ) | $ | (26,851 | ) | $ | 2,366 | ||||||
Basic and diluted net loss per share of common stock | $ | (0.69 | ) | $ | (0.24 | ) | $ | (0.39 | ) | $ | 0.03 | ||||||
-1 | Fluctuations in 2013 and 2012 primarily relate to (losses) gains on the revaluation of the contingent warrant liabilities. |
Description_of_Business_Detail
Description of Business (Details) | Dec. 31, 2013 |
Antibody | |
Description of Business [Abstract] | ' |
Number of classes of preclinical antibodies | 3 |
Basis_of_Presentation_and_Sign3
Basis of Presentation and Significant Accounting Policies (Details) (USD $) | 12 Months Ended | ||
In Millions, except Share data in Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Long-Lived Assets to be Abandoned [Line Items] | ' | ' | ' |
Accelerated depreciation | $2.20 | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 22,926 | 19,443 | 5,566 |
Options for Common Stock [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 7,087 | 5,603 | 3,890 |
Convertible Preferred Stock [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 0 | 0 | 67 |
Warrants for Common Stock [Member] | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' |
Anti-dilutive securities excluded from computation of diluted net income (loss) per share (in shares) | 15,839 | 13,840 | 1,609 |
Equipment [Member] | Minimum [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Useful lives | '3 years | ' | ' |
Equipment [Member] | Maximum [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Useful lives | '7 years | ' | ' |
Leasehold Improvements, Buildings and Building Improvements [Member] | Minimum [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Useful lives | '1 year | ' | ' |
Leasehold Improvements, Buildings and Building Improvements [Member] | Maximum [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Useful lives | '15 years | ' | ' |
Property, Equipment, Building and Leasehold Improvements [Member] | ' | ' | ' |
Long-Lived Assets to be Abandoned [Line Items] | ' | ' | ' |
Accelerated depreciation | ' | 1.3 | ' |
Impairment loss | ' | 0.8 | ' |
Consolidated_Financial_Stateme2
Consolidated Financial Statement Detail (Details) | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 28, 2010 | Feb. 28, 2010 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2012 | Jun. 30, 2009 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2009 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | |
USD ($) | USD ($) | USD ($) | Five year warrants issued in February 2010 [Member] | Five year warrants issued in February 2010 [Member] | Five year warrants issued in March 2012 [Member] | Five year warrants issued in March 2012 [Member] | Five year warrants issued in March 2012 [Member] | Five year warrants issued in March 2012 [Member] | Warrants issued to private investors [Member] | Warrants issued to private investors [Member] | Warrants issued to private investors [Member] | Warrants issued to private investors [Member] | Equipment and Furniture [Member] | Equipment and Furniture [Member] | Buildings, Leasehold and Building Improvements [Member] | Buildings, Leasehold and Building Improvements [Member] | Construction-in-Progress [Member] | Construction-in-Progress [Member] | Land [Member] | Land [Member] | Options Contract [Member] | Options Contract [Member] | Options Contract [Member] | Options Contract [Member] | Option Contract 1 [Member] | Option Contract 2 [Member] | Demand Deposits [Member] | Demand Deposits [Member] | Money Market Funds [Member] | Money Market Funds [Member] | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | EUR (€) | EUR (€) | USD ($) | USD ($) | USD ($) | USD ($) | ||||||||
Contract | |||||||||||||||||||||||||||||||
Cash and Cash Equivalents [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash equivalents | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $18,900,000 | $7,800,000 | $82,800,000 | $37,500,000 |
Short-term Investments [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Short-term investments | 19,990,000 | 39,987,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notional amount of derivative liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' |
Number of foreign exchange option contracts | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, amount of hedged item | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | 15,000,000 | ' | ' | ' | ' |
Derivative, premiums | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Derivative, loss | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | 700,000 | 300,000 | ' | ' | ' | ' | ' | ' | ' |
Receivables [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Trade receivables, net | 3,731,000 | 7,477,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other receivables | 50,000 | 772,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total | 3,781,000 | 8,249,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, gross | 38,216,000 | 49,532,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,365,000 | 25,734,000 | 9,316,000 | 21,656,000 | 225,000 | 1,832,000 | 310,000 | 310,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Less: Accumulated depreciation and amortization | -31,760,000 | -41,389,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, net | 6,456,000 | 8,143,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation and amortization expense | 2,575,000 | 4,124,000 | 5,357,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued Liabilities [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued management incentive compensation | 4,386,000 | 3,978,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued payroll and other benefits | 3,009,000 | 2,461,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accrued clinical trial costs | 878,000 | 4,702,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Other | 1,661,000 | 1,904,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total | 9,934,000 | 13,045,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred Revenue [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue deferred | 1,500,000 | 5,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue recognized | 4,900,000 | 9,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants outstanding (in shares) | ' | ' | ' | ' | 1,260,000 | ' | ' | 12,562,682 | 14,834,577 | ' | ' | ' | 347,826 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants (in dollars per share) | ' | ' | ' | $10.50 | ' | $1.76 | ' | ' | ' | $19.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of warrant liability | ' | 15,000,000 | ' | ' | ' | ' | 68,700,000 | ' | ' | ' | 1,200,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (loss) on revaluation of warrant liability | ' | ' | ' | ' | ' | ' | 59,900,000 | ' | ' | ' | -1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrant Term | ' | ' | ' | '5 years | ' | '5 years | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reclassification of warrant liability to equity | $6,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Collaborative_Licensing_and_Ot1
Collaborative, Licensing and Other Arrangements (Details) | 12 Months Ended | 36 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 3 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Sep. 30, 2008 | Dec. 31, 2012 | Jul. 31, 2006 | Dec. 31, 2007 | Jan. 31, 2011 | Jan. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2010 | Sep. 30, 2010 | Dec. 31, 2013 | Feb. 28, 2009 | Nov. 30, 2006 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Feb. 28, 2009 | Nov. 30, 2006 | Nov. 30, 2008 | Dec. 31, 2013 | Nov. 30, 2008 | Dec. 31, 2013 | Jan. 31, 2014 | Dec. 31, 2011 | |
USD ($) | USD ($) | USD ($) | Milestone | License Arrangement [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | National Institute of Allergy and Infectious Diseases "NIAID" [Member] | Pfizer Inc. [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Collaborative Arrangement [Member] | Non-arrangement Transactions [Member] | Non-arrangement Transactions [Member] | |
Milestone | License | Arrangement with Governmental Agency 1 [Member] | Arrangement with Governmental Agency 1 [Member] | Arrangement with Governmental Agency 1 [Member] | Arrangement with Governmental Agency 1 [Member] | Arrangement with Governmental Agency 2 [Member] | Arrangement with Governmental Agency 2 [Member] | Arrangement with Governmental Agency 2 [Member] | Arrangement with Governmental Agency 2 [Member] | Arrangement with Governmental Agency 2 [Member] | Arrangement with Governmental Agency 2 [Member] | Arrangement with Governmental Agency 3 [Member] | Arrangement with Governmental Agency 3 [Member] | License Arrangement [Member] | Servier [Member] | Servier [Member] | Servier [Member] | Servier [Member] | Servier [Member] | Servier [Member] | Servier [Member] | Servier - U.S. Perindopril Franchise [Member] | Servier - U.S. Perindopril Franchise [Member] | Takeda [Member] | Takeda [Member] | Takeda [Member] | Takeda [Member] | Takeda [Member] | Takeda [Member] | Takeda [Member] | Takeda [Member] | Novartis [Member] | Novartis [Member] | Novartis [Member] | Pfizer Inc. [Member] | Pfizer Inc. [Member] | Pfizer Inc. [Member] | ||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | Sales And Development Milestones [Member] | Up-front Payment Arrangement [Member] | USD ($) | Product | USD ($) | USD ($) | USD ($) | Development Milestone [Member] | Sales Milestone [Member] | Sales Milestone [Member] | USD ($) | USD ($) | Development Milestone [Member] | Sales Milestone [Member] | Development Milestone [Member] | Development Milestone [Member] | ||||||||
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |||||||||||||||||||||||||||||||||
Product | |||||||||||||||||||||||||||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred revenue, current | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Non-refundable upfront payment received | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period for recognizing deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '8 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,500,000 | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total contract amount awarded | ' | ' | ' | ' | ' | ' | ' | ' | 28,000,000 | 3,000,000 | ' | ' | ' | ' | 64,800,000 | ' | 16,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual term | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | ' | 1,100,000 | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognition of deferred revenue | ' | ' | ' | ' | ' | 4,700,000 | 2,500,000 | 100,000 | ' | 4,400,000 | 6,600,000 | 18,600,000 | 21,200,000 | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | 1,200,000 | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Future initial research and development expenses to be funded by counterparty | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Future other expenses to be funded by counterparty (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Licensing and collaboration agreement revenue | 11,028,000 | 5,727,000 | 17,991,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 13,600,000 | 14,500,000 | 34,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Future milestone payments, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 488,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,250,000 | 19,000,000 | ' | ' | 14,000,000 | ' | ' | ' |
Future milestone payments, repurchase option not exercised, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 827,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of fixed-dose combination product candidates included in a portfolio of antihypertensive products from Servier | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
License fees paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Future milestone payments with each additional future qualifying product candidate development, maximum | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20,750,000 | ' | ' | ' | ' | ' | ' | ' | 1,700,000 |
Royalty right expiration period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | '13 years 6 months | ' | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' |
Proceeds from collaborators | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,200,000 | ' | ' | ' | ' | ' |
Reduction in debt under restructured agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,500,000 | ' | ' | ' | ' | ' |
Number of ongoing product programs with potential royalty right milestone payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' |
Maximum borrowing capacity under agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' |
Research and development expenses funded through loan facility, maximum (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | ' | ' | ' | ' |
Additional future milestone payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,200,000 | ' | ' |
Number of licenses granted, minimum | ' | ' | ' | ' | 60 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from license fees received | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of undisclosed product candidates with milestone payments received | 12 | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of milestone received | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25.00% | ' |
Milestone received under the collaboration agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,000,000 | ' |
Repayment of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,750,000 | ' |
Euro to US Dollar exchange rates | 1.3766 | 1.3766 | ' | 1.3766 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Streamlining_and_Restructuring2
Streamlining and Restructuring Charges (Details) (USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |||
Position | |||||
Restructuring Cost and Reserve [Line Items] | ' | ' | ' | ||
Number of positions eliminated | 84 | ' | ' | ||
Number of positions eliminated (in hundredths) | 34.00% | ' | ' | ||
Recorded accelerated depreciation | $2,200,000 | ' | ' | ||
Moving and other facility costs | 700,000 | ' | ' | ||
Restructuring Reserve [Roll Forward] | ' | ' | ' | ||
Balance beginning | 75,000 | 162,000 | ' | ||
Restructuring charges | 328,000 | 5,074,000 | 0 | ||
Cash payments | -434,000 | -2,716,000 | ' | ||
Proceeds from sale of assets | ' | 461,000 | ' | ||
Adjustments | 52,000 | -2,906,000 | ' | ||
Balance, ending | 21,000 | 75,000 | 162,000 | ||
Employee Severance and Other Benefits [Member] | ' | ' | ' | ||
Restructuring Reserve [Roll Forward] | ' | ' | ' | ||
Balance beginning | 0 | 0 | ' | ||
Restructuring charges | 0 | 2,027,000 | ' | ||
Cash payments | 0 | -2,027,000 | ' | ||
Proceeds from sale of assets | ' | 0 | ' | ||
Adjustments | 0 | 0 | ' | ||
Balance, ending | 0 | 0 | ' | ||
Facility Charges [Member] | ' | ' | ' | ||
Restructuring Reserve [Roll Forward] | ' | ' | ' | ||
Balance beginning | 75,000 | [1] | 162,000 | [1] | ' |
Restructuring charges | 328,000 | [1] | 587,000 | [1] | ' |
Cash payments | -434,000 | [1] | -689,000 | [1] | ' |
Proceeds from sale of assets | ' | 0 | [1] | ' | |
Adjustments | 52,000 | [1] | 15,000 | [1] | ' |
Balance, ending | 21,000 | [1] | 75,000 | [1] | ' |
Sale of Assets [Member] | ' | ' | ' | ||
Restructuring Reserve [Roll Forward] | ' | ' | ' | ||
Restructuring charges | 300,000 | 2,000,000 | ' | ||
Asset Impairment and Accelerated Depreciation [Member] | ' | ' | ' | ||
Restructuring Reserve [Roll Forward] | ' | ' | ' | ||
Balance beginning | 0 | [2] | 0 | [2] | ' |
Restructuring charges | 0 | [2] | 2,460,000 | [2] | ' |
Cash payments | 0 | [2] | 0 | [2] | ' |
Proceeds from sale of assets | ' | 461,000 | [2] | ' | |
Adjustments | 0 | [2] | -2,921,000 | [2] | ' |
Balance, ending | $0 | [2] | $0 | [2] | ' |
[1] | Includes moving and relocation costs, and lease payments, net of sublease payments. | ||||
[2] | Restructuring charges include non-cash impairments and accelerated depreciation of property and equipment and leasehold improvements; however, these amounts are excluded from the restructuring accrual. |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Warrant Liabilities [Member] | ' | ' | ' | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' | ' | ' | ||
Expected volatility (in hundredths) | ' | 40.00% | ' | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ' | ' | ' | ||
Balance, beginning of period | $15,001 | $379 | $4,245 | ||
Initial fair value of warrants issued in March 2012 | ' | 6,390 | ' | ||
Reclassification of contingent warrant liability to equity upon exercise of warrants | -6,171 | -940 | ' | ||
Net increase (decrease) in fair value of contingent warrant liabilities upon revaluation | 61,039 | 9,172 | -3,866 | ||
Balance, end of period | 69,869 | 15,001 | 379 | ||
Warrant Liabilities [Member] | Minimum [Member] | ' | ' | ' | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' | ' | ' | ||
Expected volatility (in hundredths) | 66.10% | ' | ' | ||
Risk-free interest rate (in hundredths) | 0.10% | 0.30% | ' | ||
Expected term | '0 years 10 months 24 days | '1 year 10 months 24 days | ' | ||
Warrant Liabilities [Member] | Maximum [Member] | ' | ' | ' | ||
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | ' | ' | ' | ||
Expected volatility (in hundredths) | 86.60% | ' | ' | ||
Risk-free interest rate (in hundredths) | 0.80% | 0.70% | ' | ||
Expected term | '3 years 2 months 12 days | '4 years 2 months 12 days | ' | ||
Recurring [Member] | ' | ' | ' | ||
Assets: | ' | ' | ' | ||
Money market funds | 82,759 | [1] | 37,461 | [1] | ' |
U.S. treasury securities | 19,989 | 39,987 | ' | ||
Foreign exchange options | 361 | 488 | ' | ||
Total | 103,109 | 77,936 | ' | ||
Liabilities: | ' | ' | ' | ||
Contingent warrant liabilities | 69,869 | 15,001 | ' | ||
Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ' | ' | ' | ||
Assets: | ' | ' | ' | ||
Money market funds | 82,759 | [1] | 37,461 | [1] | ' |
U.S. treasury securities | 19,989 | 39,987 | ' | ||
Foreign exchange options | 0 | 0 | ' | ||
Total | 102,748 | 77,448 | ' | ||
Liabilities: | ' | ' | ' | ||
Contingent warrant liabilities | 0 | 0 | ' | ||
Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ' | ' | ' | ||
Assets: | ' | ' | ' | ||
Money market funds | 0 | [1] | 0 | [1] | ' |
U.S. treasury securities | 0 | 0 | ' | ||
Foreign exchange options | 361 | 488 | ' | ||
Total | 361 | 488 | ' | ||
Liabilities: | ' | ' | ' | ||
Contingent warrant liabilities | 0 | 0 | ' | ||
Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ' | ' | ' | ||
Assets: | ' | ' | ' | ||
Money market funds | 0 | [1] | 0 | [1] | ' |
U.S. treasury securities | 0 | 0 | ' | ||
Foreign exchange options | 0 | 0 | ' | ||
Total | 0 | 0 | ' | ||
Liabilities: | ' | ' | ' | ||
Contingent warrant liabilities | $69,869 | $15,001 | ' | ||
[1] | Included in cash and cash equivalents |
LongTerm_Debt_and_Other_Arrang2
Long-Term Debt and Other Arrangements (Details) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jan. 31, 2014 | Jan. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 27, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
USD ($) | USD ($) | USD ($) | Novartis Note [Member] | Novartis Note [Member] | Novartis Note [Member] | Novartis Note [Member] | Servier Loan [Member] | Servier Loan [Member] | Servier Loan [Member] | Servier Loan [Member] | Servier Loan [Member] | Servier Loan [Member] | Servier Loan [Member] | General Electric Capital Corporation Term Loan [Member] | General Electric Capital Corporation Term Loan [Member] | General Electric Capital Corporation Term Loan [Member] | General Electric Capital Corporation Term Loan [Member] | General Electric Capital Corporation Term Loan [Member] | Other Financings [Member] | Other Financings [Member] | Other Financings [Member] | |
USD ($) | USD ($) | USD ($) | Subsequent Event [Member] | USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | Minimum [Member] | Maximum [Member] | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | ||||
USD ($) | Installment | Installment | ||||||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity date | ' | ' | ' | 30-Jun-15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15-Jun-15 | ' | ' | ' | ' | ' | ' |
Research and development expenses funded through loan facility, maximum (in hundredths) | ' | ' | ' | 75.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity under loan agreement | ' | ' | ' | $50,000,000 | ' | ' | ' | ' | ' | ' | ' | € 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Variable rate basis | ' | ' | ' | 'six-month LIBOR | ' | ' | ' | ' | 'Euro Inter-Bank Offered Rate ("EURIBOR") | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate (in hundredths) | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate at period end (in hundredths) | ' | ' | ' | 2.35% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding principal balance | ' | ' | ' | 14,800,000 | 14,400,000 | ' | ' | ' | 20,600,000 | ' | ' | ' | ' | ' | ' | 9,400,000 | 12,500,000 | 10,000,000 | 3,100,000 | ' | ' | ' |
Periodic Payment, Principal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 347,222 | ' | ' | ' | ' | ' | ' | ' |
Accrued interest | -2,284,000 | -1,186,000 | -1,023,000 | 400,000 | 400,000 | 300,000 | ' | 1,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 19,500,000 | ' | ' | ' | 4,600,000 | ' | ' | ' | ' | ' | ' | ' |
Percentage of milestone received (in hundredths) | ' | ' | ' | ' | ' | ' | 0.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone received under the collaboration agreement | ' | ' | ' | ' | ' | ' | 7,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment of debt | ' | ' | ' | ' | ' | ' | 1,750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in term loan obligation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,500,000 | ' | ' | ' | ' | ' | ' | ' |
Initial interest rate during period (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | 3.22% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate reset semi-annually during period (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | 2.39% | ' | ' | ' | 2.33% | 3.83% | ' | ' | ' | ' | ' | ' | ' | ' |
Unrealized foreign exchange gain (loss) | -662,000 | -295,000 | -513,000 | ' | ' | ' | ' | ' | 800,000 | 400,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrealized foreign exchange gains related to re-measurement of loan discount | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | 100,000 | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Euro to US Dollar exchange rates | 1.3766 | 1.3766 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unamortized discount on debt | ' | ' | ' | ' | ' | ' | ' | ' | 8,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization period for loan discount | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of debt discount | ' | ' | ' | ' | ' | ' | ' | ' | 1,600,000 | 1,400,000 | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Carrying value of the loan | ' | ' | ' | ' | ' | ' | ' | ' | 16,500,000 | 14,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Recognition of deferred revenue | ' | ' | ' | ' | ' | ' | ' | ' | 1,600,000 | 1,400,000 | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt issuance costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | 1,300,000 | ' | ' | ' | ' | ' | ' |
Final payment fee | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | 875,000 | ' | ' | ' |
Fixed interest rate accrued (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11.71% | ' | ' | 10.90% | ' | ' | ' |
Number of monthly installments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 27 | 42 | ' | ' | ' | ' | ' | ' |
Prepayment premium year one (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' |
Prepayment premium year two (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' |
Prepayment premium year thereafter (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' |
Aggregate number of unregistered shares of common stock called by warrants (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 263,158 | ' | ' | 39,346 | ' | ' | ' |
Warrants exercise price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.14 | ' | ' | $3.54 | ' | ' | ' |
Immediate Term for warrants exercisable (in years) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | '5 years | ' | ' | ' | ' | ' | ' |
Fair value of warrant liability | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | 100,000 | ' | ' | ' |
Aggregate future principal and final fee payments of total interest bearing obligations - long-term [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2014 | 5,917,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2015 | 19,127,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
2016 | 20,649,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term debt including current portion | 45,693,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Less current portion | -5,917,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total long-term debt | 39,776,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense and amortization of debt issuance costs [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest expense | $4,631,000 | $4,387,000 | $2,462,000 | $362,000 | $397,000 | $341,000 | ' | ' | $2,152,000 | $2,097,000 | $2,087,000 | ' | ' | ' | ' | $2,064,000 | $1,850,000 | $0 | ' | $53,000 | $43,000 | $34,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Components of Income Tax Expense (Benefit), Continuing Operations [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Federal income tax (benefit) provision | ' | ' | ' | ' | ' | ' | ' | ' | ($14,000) | ($74,000) | $15,000 |
Total | 1,000 | -15,000 | 0 | 0 | 0 | -74,000 | 0 | 0 | -14,000 | -74,000 | 15,000 |
Significant components of net deferred tax assets [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capitalized research and development expenses | 49,400,000 | ' | ' | ' | 51,500,000 | ' | ' | ' | 49,400,000 | 51,500,000 | ' |
Net operating loss carryforwards | 78,400,000 | ' | ' | ' | 150,800,000 | ' | ' | ' | 78,400,000 | 150,800,000 | ' |
Research and development and other credit carryforwards | 8,800,000 | ' | ' | ' | 8,500,000 | ' | ' | ' | 8,800,000 | 8,500,000 | ' |
Other | 23,500,000 | ' | ' | ' | 23,300,000 | ' | ' | ' | 23,500,000 | 23,300,000 | ' |
Total deferred tax assets | 160,100,000 | ' | ' | ' | 234,100,000 | ' | ' | ' | 160,100,000 | 234,100,000 | ' |
Valuation allowance | -160,100,000 | ' | ' | ' | -234,100,000 | ' | ' | ' | -160,100,000 | -234,100,000 | ' |
Net deferred tax assets | 0 | ' | ' | ' | 0 | ' | ' | ' | 0 | 0 | ' |
Increase (decrease) in the valuation allowance | ' | ' | ' | ' | ' | ' | ' | ' | -74,000,000 | -6,000,000 | 25,800,000 |
Unrecognized Tax Benefits [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beginning Balance | ' | ' | ' | 4,104,000 | ' | ' | ' | ' | 4,104,000 | ' | ' |
Increase related to current year tax position | ' | ' | ' | ' | ' | ' | ' | ' | 164,000 | ' | ' |
Increase related to prior year tax position | ' | ' | ' | ' | ' | ' | ' | ' | 6,000 | ' | ' |
Ending Balance | 4,274,000 | ' | ' | ' | 4,104,000 | ' | ' | ' | 4,274,000 | 4,104,000 | ' |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | ' | ' |
Stock Option [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Operating Loss Carry-forwards | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | 2,100,000 | ' | ' |
State [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Operating Loss Carry-forwards | 164,000,000 | ' | ' | ' | ' | ' | ' | ' | 164,000,000 | ' | ' |
California [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net operating loss carry-forward expired | ' | ' | ' | ' | ' | ' | ' | ' | 16,800,000 | 10,400,000 | 9,500,000 |
Federal [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Operating Loss Carry-forwards | 205,000,000 | ' | ' | ' | ' | ' | ' | ' | 205,000,000 | ' | ' |
Net operating loss carry-forward expired | ' | ' | ' | ' | ' | ' | ' | ' | $0 | $0 | $0 |
Compensation_and_Other_Benefit2
Compensation and Other Benefit Plans (Details) (USD $) | 12 Months Ended | 3 Months Ended | 12 Months Ended | 12 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Sep. 30, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | ||||
Research and Development [Member] | Research and Development [Member] | Research and Development [Member] | Selling, General and Administrative [Member] | Selling, General and Administrative [Member] | Selling, General and Administrative [Member] | Maximum [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Restricted Stock Units (RSUs) [Member] | Employee Stock Purchase Plan [Member] | Employee Stock Purchase Plan [Member] | Employee Stock Purchase Plan [Member] | Employee Stock Purchase Plan [Member] | Long Term Incentive Plan [Member] | Long Term Incentive Plan [Member] | Long Term Incentive Plan [Member] | Long Term Incentive Plan [Member] | Long Term Incentive Plan [Member] | Long Term Incentive Plan [Member] | Long Term Incentive Plan [Member] | Long Term Incentive Plan [Member] | |||||||
Directors [Member] | Directors [Member] | Chief Executive Officer [Member] | Maximum [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | ||||||||||||||||||||||||
Minimum [Member] | Maximum [Member] | Directors [Member] | Directors [Member] | Non-Executive Employees [Member] | Non-Executive Employees [Member] | |||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '4 years | ' | ' | '1 year | '3 years | ' | '3 years | '3 years | '3 years | ' | ' | ' | ' | ' | '2 years | ' | ' | '1 year | '1 year | '4 years | '4 years | |||
Expiration period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'ten years from the date of the grant or three months from the date of termination of employment (longer in case of death or certain retirements). | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 'ten years from the date of the grant or three to six months from the date of termination of employment (longer in case of death or certain retirements). | ' | ' | ' | ' | ' | ' | ' | |||
Purchase price to acquire shares (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 95.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Shares authorized for issuance (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 233,333 | ' | ' | ' | 15,754,331 | ' | ' | ' | ' | ' | ' | ' | |||
Employee compensation available for share purchases, maximum (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | |||
Shares purchased (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,262 | 17,054 | 30,044 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Net payroll deductions to acquire shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $60,000 | $46,000 | $54,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Stock-based compensation charge | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Deferred savings plan [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Maximum annual contribution per employee (in hundredths) | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Maximum annual contribution per employee | 17,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Maximum annual contribution per employee over 50 years old | 23,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Age requirement for participant to be eligible for a catch-up contribution, minimum | '50 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Employer matching contribution percentage, maximum (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Deferred savings plan expense | 900,000 | 800,000 | 1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Deferred savings plan expense paid in common shares (in hundredths) | 100.00% | 100.00% | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Number of shares of common stock to be issued upon exercise of options outstanding (in shares) | 9,184,913 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Stock option activity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Outstanding at beginning of year (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,788,383 | 5,053,435 | 2,331,450 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Granted (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,168,203 | 2,351,445 | 2,920,166 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,097,926 | 1,168,203 | 2,351,445 | ' | ' | ' | ' | |||
Exercised (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -589,355 | -90,252 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Forfeited, expired or cancelled (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -151,190 | -526,245 | -198,181 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Outstanding at end of year (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,216,041 | 6,788,383 | 5,053,435 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Exercisable at end of year (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,814,926 | 4,276,834 | 3,366,807 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Stock options activity, weighted average exercise price [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Outstanding at beginning of year (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8.99 | [1] | $12.55 | [1] | $25.36 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Granted (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $3.13 | [1] | $2.59 | [1] | $2.81 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercised (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.26 | [1] | $1.68 | [1] | $0 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Forfeited, expired or cancelled (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $17.46 | [1] | $15.84 | [1] | $35.56 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding at end of year (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8.42 | [1] | $8.99 | [1] | $12.55 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercisable at end of year (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $11.14 | [1] | $12.42 | [1] | $16.33 | [1] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock options vested and expected to vest [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Options vested and expected to vest, number of shares (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6,972,744 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Options vested and expected to vest, weighted-average exercise price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8.61 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Additional disclosures [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Options outstanding, weighted average remaining contractual term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 years 6 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Options outstanding, aggregate intrinsic value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Options exercisable, weighted average remaining contractual term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years 7 months 6 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Options exercisable, aggregate intrinsic value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Minimum age required for employees to qualify for immediate vesting of RSUs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '55 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Threshold years required for retirement age | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '70 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Unvested RSU activity [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Unvested balance, beginning of period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,459,853 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Granted (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 958,385 | 1,292,923 | 1,177,082 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Vested (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -637,034 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Forfeited (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -43,167 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Unvested balance, end of period (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,738,037 | 1,459,853 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Unvested RSU activity, weighted average grant date fair value [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Unvested balance, beginning of period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.75 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Granted (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.96 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Vested (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.57 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Forfeited (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.08 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Unvested balance, end of period (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $2.73 | $2.75 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Total grant-date fair value of RSUs, vested | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 958,385 | 1,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Stock-based awards weighted average assumptions [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Dividend yield (in hundredths) | 0.00% | 0.00% | 0.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Expected volatility (in hundredths) | 92.00% | 92.00% | 88.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Risk free interest rate (in hundredths) | 0.89% | 0.82% | 1.48% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Expected term | '5 years 7 months 6 days | '5 years 7 months 6 days | '5 years 4 months 24 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Total stock-based compensation expense | 5,099,000 | 4,284,000 | 7,759,000 | 2,358,000 | 2,391,000 | 3,672,000 | 2,741,000 | 1,893,000 | 4,087,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Capitalized stock-based compensation cost | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
Tax benefits recognized related to stock-based compensation expense | $0 | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||
[1] | Weighted-average exercise price. |
Capital_Stock_Details
Capital Stock (Details) (USD $) | 12 Months Ended | 1 Months Ended | |||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2003 | Apr. 30, 2011 | Dec. 31, 2003 | Apr. 30, 2011 | |
Series B Convertible Preference Shares [Member] | Series B Convertible Preference Shares [Member] | Common Stock [Member] | |||||
Preference Shares Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' |
Preference shares, shares issued (in shares) | ' | ' | ' | ' | ' | 2,959 | ' |
Amount of outstanding debt converted | ' | ' | ' | ' | ' | $29,600,000 | ' |
Preference shares, liquidation preference (in dollars per share) | ' | ' | ' | ' | ' | $10,000 | ' |
Preference shares, liquidation preference | ' | ' | ' | 29,600,000 | ' | ' | ' |
Preference shares, voting rights | ' | ' | ' | ' | ' | 'The holder of the Series B preference shares had no voting rights, except as required under Bermuda law. | ' |
Conversion price (in dollars per share) | ' | ' | ' | ' | ' | $116.25 | ' |
Conversion of preference shares, shares converted (in shares) | ' | ' | ' | ' | 2,959 | ' | ' |
Conversion of preference shares, shares issued (in shares) | ' | ' | ' | ' | ' | ' | 254,560 |
Equity Line of Credit [Abstract] | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issuance of common stock | $84,338,000 | $76,498,000 | $15,143,000 | ' | ' | ' | ' |
Capital_Stock_Other_Offerings_
Capital Stock, Other Offerings and Agreements (Details) (USD $) | 12 Months Ended | 1 Months Ended | 11 Months Ended | 12 Months Ended | 11 Months Ended | 12 Months Ended | 1 Months Ended | ||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jun. 30, 2009 | 31-May-11 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Aug. 31, 2013 | Oct. 31, 2012 | Mar. 31, 2012 | Feb. 28, 2010 | Dec. 18, 2013 | Aug. 23, 2013 | Oct. 29, 2012 | Mar. 09, 2012 | |
Registered Direct Offerings [Member] | 2010 ATM Agreement [Member] | 2010 ATM Agreement [Member] | 2011 ATM Agreement [Member] | 2011 ATM Agreement [Member] | Underwritten Offering [Member] | Underwritten Offering [Member] | Underwritten Offering [Member] | Underwritten Offering [Member] | Underwritten Offering [Member] | Underwritten Offering [Member] | Underwritten Offering [Member] | Underwritten Offering [Member] | Underwritten Offering [Member] | ||||
Registered Direct Offerings and Underwritten Offering [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital units issued (in shares) | ' | ' | ' | 695,652 | ' | ' | ' | ' | ' | ' | ' | ' | 2,800,000 | 10,925,000 | 8,736,187 | 13,333,333 | 29,669,154 |
Common stock per capital unit (in shares) | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | 0.5 |
Common stock per capital unit called by stock warrant (in shares) | ' | ' | ' | 0.5 | ' | ' | ' | ' | ' | ' | ' | ' | 0.45 | ' | ' | ' | ' |
Gross proceeds from issuance of capital units | ' | ' | ' | $12,000,000 | ' | ' | ' | ' | $57,400,000 | $31,600,000 | $40,000,000 | $39,200,000 | $21,000,000 | ' | ' | ' | ' |
Offering expense | ' | ' | ' | 800,000 | 1,000,000 | 100,000 | ' | ' | 3,800,000 | 2,200,000 | 3,000,000 | 3,000,000 | ' | ' | ' | ' | ' |
Purchase price of capital units (in dollars per share) | ' | ' | ' | $17.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5.25 | $3.62 | $3 | $1.32 |
Number of shares called by warrants (in shares) | ' | ' | ' | 347,826 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 14,834,577 |
Exercise price of warrants (in dollars per share) | ' | ' | ' | $19.50 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.76 |
Period to purchase additional stock | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | '30 days | '30 days | ' | ' | ' | ' | ' | ' |
Term of warrants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' |
Warrant outstanding (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | 12,562,682 | ' | ' | ' | ' | ' | ' | ' | ' |
ATM Agreement [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock sold (in shares) | ' | ' | ' | ' | 7,560,862 | 821,386 | 7,572,327 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sales commission paid per transaction (in hundredths) | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issuance of common stock | $84,338,000 | $76,498,000 | $15,143,000 | ' | $34,000,000 | $4,400,000 | $14,600,000 | $500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
Commitments and Contingencies [Abstract] | ' | ' | ' | |
Royalties paid, minimum (in hundredths) | 1.00% | ' | ' | |
Royalties paid, maximum (in hundredths) | 5.00% | ' | ' | |
Sublicense fees paid, maximum (in hundredths) | 40.00% | ' | ' | |
Estimate of milestone payments | $76,600,000 | ' | ' | |
Estimated future minimum lease commitments [Abstract] | ' | ' | ' | |
2014 | 3,661,000 | [1] | ' | ' |
2015 | 3,640,000 | [1] | ' | ' |
2016 | 3,749,000 | [1] | ' | ' |
2017 | 3,862,000 | [1] | ' | ' |
2018 | 3,978,000 | [1] | ' | ' |
Thereafter | 15,723,000 | [1] | ' | ' |
Minimum lease payments | 34,613,000 | [1] | ' | ' |
Total rental expense | 3,500,000 | 4,500,000 | 5,100,000 | |
Restructuring charges | 328,000 | 5,074,000 | 0 | |
Sublease income | 100,000 | ' | ' | |
Future sublease income | $100,000 | ' | ' | |
[1] | Operating leases are net of future sublease income of $0.1 million. |
Concentration_of_Risk_Segment_2
Concentration of Risk, Segment and Geographic Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Segment | |||||||||||
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of operating segments | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' |
Revenues | $12,535 | $6,312 | $7,151 | $9,453 | $7,391 | $7,251 | $9,275 | $9,865 | $35,451 | $33,782 | $58,196 |
United States [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 19,955 | 14,134 | 20,447 |
Europe [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 15,396 | 18,454 | 35,718 |
Asia Pacific [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues from External Customers and Long-Lived Assets [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | $100 | $1,194 | $2,031 |
Revenues [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of major customers | ' | ' | ' | ' | ' | ' | ' | ' | 3 | 2 | 2 |
Revenues [Member] | Customer Concentration Risk [Member] | Customer 1 [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration risk, percentage (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | 43.00% | 47.00% | 61.00% |
Revenues [Member] | Customer Concentration Risk [Member] | Customer 2 [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration risk, percentage (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | 26.00% | 33.00% | 32.00% |
Revenues [Member] | Customer Concentration Risk [Member] | Customer 3 [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration risk, percentage (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of major customers | ' | ' | ' | ' | ' | ' | ' | ' | 2 | 2 | ' |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer 1 [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration risk, percentage (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | 73.00% | 58.00% | ' |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Customer 2 [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration Risk [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration risk, percentage (in hundredths) | ' | ' | ' | ' | ' | ' | ' | ' | 13.00% | 35.00% | ' |
Quarterly_Financial_Informatio2
Quarterly Financial Information (unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||||||||
Quarterly Financial Information (unaudited) [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||||
Total revenues | $12,535 | $6,312 | $7,151 | $9,453 | $7,391 | $7,251 | $9,275 | $9,865 | $35,451 | $33,782 | $58,196 | ||||||||
Total operating costs and expenses | -28,114 | -23,535 | -21,230 | -20,777 | -20,010 | -23,404 | -22,765 | -24,227 | -93,656 | -90,406 | -92,151 | ||||||||
Other (expense) income, net (1) | -36,719 | [1] | -12,416 | [1] | -3,169 | [1] | -13,563 | [1] | 14,985 | [1] | -10,772 | [1] | -2,665 | [1] | -16,063 | [1] | ' | ' | ' |
Income tax benefit | -1 | 15 | 0 | 0 | 0 | 74 | 0 | 0 | 14 | 74 | -15 | ||||||||
Net (loss) income | ($52,299) | ($29,624) | ($17,248) | ($24,887) | $2,366 | ($26,851) | ($16,155) | ($30,425) | ($124,058) | ($71,065) | ($32,743) | ||||||||
Basic and diluted net (loss) income per share of common stock (in dollars per share) | ($0.55) | ($0.34) | ($0.21) | ($0.30) | $0.03 | ($0.39) | ($0.24) | ($0.69) | ($1.43) | ($1.10) | ($1.04) | ||||||||
[1] | Fluctuations in 2013 and 2012 primarily relate to (losses) gains on the revaluation of the contingent warrant liabilities. |