Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 12, 2015 | Jun. 30, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | CELGENE CORP /DE/ | ||
Entity Central Index Key | 816284 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $68,638,903,046 | ||
Entity Common Stock, Shares Outstanding | 800,590,656 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $4,121.60 | $3,234.40 |
Marketable securities available for sale | 3,425.10 | 2,452.60 |
Accounts receivable, net of allowances of $32.1 and $40.0 at December 31, 2014 and 2013, respectively | 1,166.70 | 1,061.40 |
Inventory | 393.1 | 340.4 |
Deferred income taxes | 11.7 | 25.3 |
Other current assets | 594.4 | 436.4 |
Total current assets | 9,712.60 | 7,550.50 |
Property, plant and equipment, net | 642.6 | 593.4 |
Intangible assets, net | 4,067.60 | 2,839.70 |
Goodwill | 2,191.20 | 2,041.20 |
Other assets | 726.1 | 353.4 |
Total assets | 17,340.10 | 13,378.20 |
Current liabilities: | ||
Short-term borrowings and current portion of long-term debt | 605.9 | 544.8 |
Accounts payable | 198.2 | 156.2 |
Accrued expenses | 991.1 | 1,001.10 |
Income taxes payable | 12.7 | 16 |
Current portion of deferred revenue | 28.5 | 27.7 |
Other current liabilities | 275.8 | 199.7 |
Total current liabilities | 2,112.20 | 1,945.50 |
Deferred revenue, net of current portion | 27.8 | 23.7 |
Income taxes payable | 272.9 | 235 |
Deferred income taxes | 555.6 | 804.9 |
Other non-current liabilities | 1,581.10 | 582.7 |
Long-term debt, net of discount | 6,265.70 | 4,196.50 |
Total liabilities | 10,815.30 | 7,788.30 |
Commitments and Contingencies (Note 18) | ||
Stockholders' Equity: | ||
Preferred stock, $.01 par value per share, 5.0 million shares authorized; none outstanding at December 31, 2014 and 2013, respectively | 0 | 0 |
Common stock, $.01 par value per share, 1,150.0 million shares authorized; issued 924.8 million and 906.5 million shares at December 31, 2014 and 2013, respectively (Note 1) | 9.2 | 9.1 |
Common stock in treasury, at cost; 124.6 million and 101.5 million shares at December 31, 2014 and 2013, respectively (Note 1) | -10,698.80 | -7,662.10 |
Additional paid-in capital | 9,827.20 | 8,676.40 |
Retained earnings | 6,472.40 | 4,472.50 |
Accumulated other comprehensive income | 914.8 | 94 |
Total stockholders' equity | 6,524.80 | 5,589.90 |
Total liabilities and stockholders' equity | $17,340.10 | $13,378.20 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowances (in dollars) | $32.10 | $40 |
Preferred stock, par value (in dollars per share) | $0.01 | $0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 1,150,000,000 | 1,150,000,000 |
Common stock, shares issued | 924,800,000 | 906,500,000 |
Common stock, treasury | 124,600,000 | 101,500,000 |
CONSOLIDATED_STATEMENTS_OF_INC
CONSOLIDATED STATEMENTS OF INCOME (USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue: | |||
Net product sales | $7,563.80 | $6,362.30 | $5,385.60 |
Other revenue | 106.6 | 131.6 | 121.1 |
Total revenue | 7,670.40 | 6,493.90 | 5,506.70 |
Expenses: | |||
Cost of goods sold (excluding amortization of acquired intangible assets) | 385.9 | 340.4 | 299.1 |
Research and development | 2,430.60 | 2,226.20 | 1,724.20 |
Selling, general and administrative | 2,027.90 | 1,684.50 | 1,373.50 |
Amortization of acquired intangible assets | 258.3 | 262.8 | 194.5 |
Acquisition related charges, net | 48.7 | 171.1 | 169 |
Total costs and expenses | 5,151.40 | 4,685 | 3,760.30 |
Operating income | 2,519 | 1,808.90 | 1,746.40 |
Other income and (expense): | |||
Interest and investment income, net | 28.2 | 22 | 15.3 |
Interest (expense) | -176.1 | -91.6 | -63.2 |
Other income (expense), net | -43.7 | -73.9 | -17 |
Income before income taxes | 2,327.40 | 1,665.40 | 1,681.50 |
Income tax provision | 327.5 | 215.5 | 225.3 |
Net income | $1,999.90 | $1,449.90 | $1,456.20 |
Net income per share (Note 1): | |||
Basic (in dollars per share) | $2.49 | $1.75 | $1.69 |
Diluted (in dollars per share) | $2.39 | $1.68 | $1.65 |
Weighted average shares (Note 1): | |||
Basic (in shares) | 802.7 | 827.7 | 861.9 |
Diluted (in shares) | 836 | 860.6 | 881.6 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net income | $1,999.90 | $1,449.90 | $1,456.20 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | -49.8 | 27.4 | 25.9 |
Pension liability adjustment | -8.6 | 3.2 | -4.7 |
Change in functional currency of a foreign subsidiary | 0 | 0 | 13.1 |
Net asset transfer of a common control foreign subsidiary | 0 | 0 | 0.6 |
Net unrealized gains (losses) related to cash flow hedges: | |||
Unrealized holding gains (losses) | 568.1 | -3.2 | 39.2 |
Tax (expense) benefit | 12.3 | -2.6 | 13.8 |
Unrealized holding gains (losses), net of tax | 580.4 | -5.8 | 53 |
Reclassification adjustment for (gains) included in net income | -23.1 | -7.3 | -79.6 |
Tax expense (benefit) | -1.7 | -6.9 | 1.9 |
Reclassification adjustment for (gains) losses included in net income, net of tax | -24.8 | -14.2 | -77.7 |
Net unrealized gains (losses) on marketable securities available for sale: | |||
Unrealized holding gains (losses) | 494 | 205.1 | 1.3 |
Tax (expense) benefit | -173.9 | -77.1 | 0.1 |
Unrealized holding gains (losses), net of tax | 320.1 | 128 | 1.4 |
Reclassification adjustment for losses included in net income | 5.4 | 7.3 | 1.1 |
Tax (benefit) | -1.9 | -2.2 | -0.1 |
Reclassification adjustment for losses included in net income, net of tax | 3.5 | 5.1 | 1 |
Total other comprehensive income | 820.8 | 143.7 | 12.6 |
Comprehensive income | $2,820.70 | $1,593.60 | $1,468.80 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net income | $1,999.90 | $1,449.90 | $1,456.20 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation | 104.3 | 96.9 | 84.9 |
Amortization | 269.3 | 277.2 | 198.6 |
Deferred income taxes | -272.3 | -246.6 | 100.2 |
Impairment charges | 133.2 | 105.4 | 148 |
Change in value of contingent consideration | 48.7 | 171.1 | 166.4 |
Share-based compensation expense | 447.6 | 325.8 | 231 |
Share-based employee benefit plan expense | 40.7 | 32.6 | 19.3 |
Reclassification adjustment for cash flow hedges included in net income | -23.1 | -7.3 | -79.6 |
Unrealized change in value of derivative instruments | -48.8 | -1.4 | 71.7 |
Other, net | -8.1 | 18 | 11.8 |
Change in current assets and liabilities, excluding the effect of acquisitions: | |||
Accounts receivable | -166.3 | -101.4 | -30.1 |
Inventory | -56.5 | -89.7 | -69.7 |
Other operating assets | 52.6 | -90.9 | 91.7 |
Accounts payable and other operating liabilities | 252.3 | 287.2 | 68.2 |
Payment of contingent consideration | -14.3 | -75 | 0 |
Income tax payable | 39.1 | 57.4 | -455.5 |
Deferred revenue | 8 | 16.7 | 5.5 |
Net cash provided by operating activities | 2,806.30 | 2,225.90 | 2,018.60 |
Cash flows from investing activities: | |||
Proceeds from sales of marketable securities available for sale | 2,175.90 | 3,642.30 | 1,743.70 |
Purchases of marketable securities available for sale | -2,661.40 | -3,983.60 | -2,768.80 |
Payments for acquisition of businesses, net of cash acquired | -710 | 0 | -352.2 |
Purchases of intellectual property and other assets | -24.8 | -19.4 | -48.9 |
Capital expenditures | -150.3 | -119.7 | -111.5 |
Purchases of investment securities | -67.4 | -47.1 | -30 |
Other investing activities | 0 | -1.1 | 14.1 |
Net cash used in investing activities | -1,438 | -528.6 | -1,553.60 |
Cash flows from financing activities: | |||
Payment for treasury shares | -2,975.10 | -2,764.60 | -2,043.60 |
Proceeds from short-term borrowing | 2,566.90 | 4,462 | 4,494.80 |
Principal repayments on short-term borrowing | -3,012.20 | -4,227.90 | -4,712.20 |
Proceeds from sale of common equity put options | 10.3 | 1.2 | 0 |
Payment of contingent consideration | -25.7 | -225 | 0 |
Proceeds from the issuance of long-term debt | 2,470.60 | 1,479.60 | 1,486.70 |
Net proceeds from share-based compensation arrangements | 297.2 | 551.6 | 476.2 |
Excess tax benefit from share-based compensation arrangements | 250.6 | 169.4 | 49.3 |
Net cash used in financing activities | -417.4 | -553.7 | -248.8 |
Effect of currency rate changes on cash and cash equivalents | -63.7 | 0.4 | 14.7 |
Net increase in cash and cash equivalents | 887.2 | 1,144 | 230.9 |
Cash and cash equivalents at beginning of period | 3,234.40 | 2,090.40 | 1,859.50 |
Cash and cash equivalents at end of period | 4,121.60 | 3,234.40 | 2,090.40 |
Supplemental schedule of non-cash investing and financing activity: | |||
Acquisition date fair value of contingent consideration issued in business combinations | 1,060 | 0 | 171.7 |
Change in net unrealized gain on marketable securities available for sale | -494 | -205.1 | -1.3 |
Investment in NantBioScience, Inc. preferred equity | 90 | 0 | 0 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 196.2 | 90.8 | 48.4 |
Income taxes paid | $294.60 | $291.90 | $469.60 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) |
In Millions, unless otherwise specified | ||||||
Balances at beginning of period at Dec. 31, 2011 | $5,512.70 | $8.60 | ($2,760.70) | $6,760.70 | $1,566.40 | ($62.30) |
Increase (decrease) in stockholders' equity | ||||||
Net income | 1,456.20 | 1,456.20 | ||||
Other comprehensive income | -1.1 | -13.7 | 12.6 | |||
Mature shares tendered related to option exercise | -0.6 | -1.2 | 0.6 | |||
Exercise of stock options and warrants and conversion of restricted stock units | 472.5 | 0.2 | -10.6 | 482.9 | ||
Shares purchased under share repurchase program | -2,050.70 | -2,050.70 | ||||
Issuance of common stock for employee benefit plans | 19.2 | 19.2 | ||||
Expense related to share-based compensation | 230.5 | 230.5 | ||||
Income tax benefit upon exercise of stock options | 55.8 | 55.8 | ||||
Balances at end of period at Dec. 31, 2012 | 5,694.50 | 8.8 | -4,823.20 | 7,536 | 3,022.60 | -49.7 |
Increase (decrease) in stockholders' equity | ||||||
Net income | 1,449.90 | 1,449.90 | ||||
Other comprehensive income | 143.7 | 143.7 | ||||
Exercise of stock options and warrants and conversion of restricted stock units | 554 | 0.2 | -69.7 | 623.5 | ||
Shares purchased under share repurchase program | -2,769.20 | -2,769.20 | ||||
Issuance of common stock for employee benefit plans | 22 | 0.1 | 21.9 | |||
Expense related to share-based compensation | 325 | 325 | ||||
Income tax benefit upon exercise of stock options | 170 | 170 | ||||
Balances at end of period at Dec. 31, 2013 | 5,589.90 | 9.1 | -7,662.10 | 8,676.40 | 4,472.50 | 94 |
Increase (decrease) in stockholders' equity | ||||||
Net income | 1,999.90 | 1,999.90 | ||||
Other comprehensive income | 820.8 | 820.8 | ||||
Exercise of stock options and warrants and conversion of restricted stock units | 298.2 | 0.1 | -126.1 | 424.2 | ||
Shares purchased under share repurchase program | -2,929.50 | -2,929.50 | ||||
Issuance of common stock for employee benefit plans | 45.4 | 18.9 | 26.5 | |||
Expense related to share-based compensation | 447.5 | 447.5 | ||||
Income tax benefit upon exercise of stock options | 252.6 | 252.6 | ||||
Balances at end of period at Dec. 31, 2014 | $6,524.80 | $9.20 | ($10,698.80) | $9,827.20 | $6,472.40 | $914.80 |
CONSOLIDATED_STATEMENTS_OF_STO1
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) | 12 Months Ended |
Dec. 31, 2014 | |
Statement of Stockholders' Equity [Abstract] | |
Stock split (ratio) | 2 |
Nature_of_Business_Basis_of_Pr
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies | Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies | |
Celgene Corporation, together with its subsidiaries (collectively “we,” “our,” “us,” “Celgene” or the “Company”), is an integrated global biopharmaceutical company engaged primarily in the discovery, development and commercialization of innovative therapies for the treatment of cancer and inflammatory diseases through gene and protein regulation. We are dedicated to innovative research and development designed to bring new therapies to market and we are involved in research in several scientific areas designed to deliver proprietary next-generation therapies, targeting areas including intracellular signaling pathways, protein homeostasis and epigenetics in cancer and immune cells, immunomodulation in cancer and autoimmune diseases and therapeutic application of cell therapies. | ||
Our primary commercial stage products include REVLIMID®, ABRAXANE®, POMALYST®/IMNOVID®, VIDAZA®, azacitidine for injection (generic version of VIDAZA®), THALOMID® (sold as THALOMID® or Thalidomide CelgeneTM outside of the U.S.), OTEZLA® and ISTODAX®. OTEZLA® was approved by the U.S. Food and Drug Administration (FDA) in March 2014 for the treatment of adult patients with active psoriatic arthritis and in September 2014 for the treatment of patients with moderate to severe plaque psoriasis who are candidates for phototherapy or systemic therapy. In January 2015, OTEZLA® was approved by the European Commission (EC) for the treatment of both psoriasis and psoriatic arthritis in certain adult patients. We began recognizing revenue related to OTEZLA® during the second quarter of 2014. | ||
Additional sources of revenue include royalties from Novartis Pharma AG (Novartis) on their sales of FOCALIN XR® and the entire RITALIN® family of drugs, the sale of products and services through our Celgene Cellular Therapeutics (CCT) subsidiary and other licensing agreements. | ||
The consolidated financial statements include the accounts of Celgene Corporation and its subsidiaries. Investments in limited partnerships and interests where we have an equity interest of 50% or less and do not otherwise have a controlling financial interest are accounted for by either the equity or cost method. Certain prior year amounts have been reclassified to conform to the current year's presentation. | ||
In June 2014, our stockholders voted to approve an amendment to our Certificate of Incorporation that increased the number of shares of common stock that we are authorized to issue and effected a two-for-one stock split of outstanding shares (Stock Split). As a result, our total number of authorized shares of common stock increased from 575.0 million to 1.150 billion on June 18, 2014. Stockholders of record received one additional share of common stock for each share of common stock owned. All impacted share numbers and per share amounts presented in the consolidated financial statements and the accompanying notes to the financial statements have been restated to reflect the impact of the Stock Split. Common stock held in treasury was not adjusted for the Stock Split. | ||
The preparation of the consolidated financial statements requires management to make estimates and assumptions that affect reported amounts and disclosures. Actual results could differ from those estimates. We are subject to certain risks and uncertainties related to, among other things, product development, regulatory approval, market acceptance, scope of patent and proprietary rights, competition, outcome of legal and governmental proceedings, European credit risk, technological change and product liability. | ||
Financial Instruments: Certain financial instruments reflected in the Consolidated Balance Sheets, (e.g., cash, cash equivalents, accounts receivable, certain other assets, accounts payable, short-term borrowings and certain other liabilities) are recorded at cost, which approximates fair value due to their short-term nature. The fair values of financial instruments other than marketable securities are determined through a combination of management estimates and information obtained from third parties using the latest market data. The fair value of available-for-sale marketable securities is determined utilizing the valuation techniques appropriate to the type of security (See Note 4). | ||
Derivative Instruments and Hedges: All derivative instruments are recognized on the balance sheet at their fair value. Changes in the fair value of derivative instruments are recorded each period in current earnings or other comprehensive income (loss), depending on whether a derivative instrument is designated as part of a hedging transaction and, if it is, the type of hedging transaction. For a derivative to qualify as a hedge at inception and throughout the hedged period, we formally document the nature and relationships between the hedging instruments and hedged item. We assess, both at inception and on an on-going basis, whether the derivative instruments that are used in cash flow hedging transactions are highly effective in offsetting the changes in cash flows of hedged items. We assess hedge ineffectiveness on a quarterly basis and record the gain or loss related to the ineffective portion of derivative instruments, if any, to current earnings. If we determine that a forecasted transaction is no longer probable of occurring, we discontinue hedge accounting and any related unrealized gain or loss on the derivative instrument is recognized in current earnings. We use derivative instruments, including those not designated as part of a hedging transaction, to manage our exposure to movements in foreign exchange, on our stock price and interest rates. The use of these derivative instruments modifies the exposure of these risks with the intent to reduce our risk or cost. | ||
Cash, Cash Equivalents and Marketable Securities Available for Sale: We invest our excess cash primarily in money market funds, U.S. Treasury securities, U.S. government-sponsored agency securities, U.S. government-sponsored agency mortgage-backed securities (MBS), non-U.S. government, agency and supranational securities, global corporate debt securities and asset backed securities. All liquid investments with maturities of three months or less from the date of purchase are classified as cash equivalents and all investments with maturities of greater than three months from date of purchase are classified as marketable securities available for sale. We determine the appropriate classification of our investments in marketable debt and equity securities at the time of purchase. In addition, our equity investments in the publicly traded common stock of companies with whom we have entered into collaboration agreements are also designated as marketable securities available for sale. | ||
Marketable securities available for sale are carried at fair value, held for an unspecified period of time and are intended for use in meeting our ongoing liquidity needs. Unrealized gains and losses on available-for-sale securities, which are deemed to be temporary, are reported as a separate component of stockholders' equity, net of tax. The cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. The amortization, along with realized gains and losses and other-than-temporary impairment charges, is included in interest and investment income, net. | ||
A decline in the market value of any available-for-sale security below its carrying value that is determined to be other-than-temporary would result in a charge to earnings and decrease in the security's carrying value down to its newly established fair value. Factors evaluated to determine if an investment is other-than-temporarily impaired include significant deterioration in earnings performance, credit rating, asset quality or business prospects of the issuer; adverse changes in the general market condition in which the issuer operates; our intent to hold to maturity and an evaluation as to whether it is more likely than not that we will not have to sell before recovery of its cost basis; our expected future cash flows from the security; and issues that raise concerns about the issuer's ability to continue as a going concern. | ||
Concentration of Credit Risk: Cash, cash equivalents and marketable securities are financial instruments that potentially subject the Company to concentration of credit risk. We invest our excess cash primarily in money market funds, U.S. Treasury securities, U.S. government-sponsored agency securities, U.S. government-sponsored agency MBS, non-U.S. government, agency and supranational securities, global corporate debt securities and asset backed securities (See Note 6). We have established guidelines relative to diversification and maturities to maintain safety and liquidity. These guidelines are reviewed periodically and may be modified to take advantage of trends in yields and interest rates. | ||
We sell our products in the United States primarily through wholesale distributors and specialty contracted pharmacies. Therefore, wholesale distributors and large pharmacy chains account for a large portion of our U.S. trade receivables and net product revenues (See Note 19). International sales are primarily made directly to hospitals, clinics and retail chains, many of which in Europe are government owned and have extended their payment terms in recent years given the economic pressure these countries are facing. We continuously monitor the creditworthiness of our customers, including these governments, and have internal policies regarding customer credit limits. We estimate an allowance for doubtful accounts primarily based on the credit worthiness of our customers, historical payment patterns, aging of receivable balances and general economic conditions, including publicly available information on the credit worthiness of countries themselves and provinces or areas within such countries where they are the ultimate customers. | ||
We continue to monitor economic conditions, including the volatility associated with international economies, the sovereign debt crisis in certain European countries and associated impacts on the financial markets and our business. Our current business model in these markets is typically to sell our products directly to principally government owned or controlled hospitals, which in turn directly deliver critical care to patients. Our products are used to treat life-threatening diseases and we believe this business model enables timely delivery and adequate supply of products. Many of the outstanding receivable balances are related to government-funded hospitals and we believe the receivable balances are ultimately collectible. Similarly, we believe that future sales to these customers will continue to be collectible. | ||
The credit and economic conditions within Spain, Italy, Portugal and Greece, as well as increasing sales levels in those countries have in the past resulted in, and may continue to result in, an increase in the average length of time it takes to collect accounts receivable. Our total net receivables in Spain, Italy and Portugal are composed almost entirely of amounts receivable from government-owned or controlled hospitals and the public sector and amounted to $241.8 million at December 31, 2014, compared to $348.4 million at December 31, 2013. Approximately $44.4 million of the $241.8 million receivable at December 31, 2014 was greater than one year past due. Our exposure to the sovereign debt crisis in Greece is limited, as we do not have a material amount of receivables in Greece. We maintain timely and direct communication with hospital customers in Spain, Italy and Portugal regarding both the current and past due receivable balances. We continue to receive payments from these countries and closely monitor the plans for payment at the regional government level. Payments from customers in these countries are not received on regular intervals and several months could elapse between significant payments. We also regularly request and receive positive confirmation of the validity of our receivables from most of the regional governmental authorities. | ||
In determining the appropriate allowance for doubtful accounts for Spain, Italy and Portugal, we considered the balance of past due receivables related to sales made to government-owned or supported customers. We regularly monitor developments in Europe to assess whether the level of risk of default for any customers has increased and note the ongoing efforts by the European Union, European Monetary Union and International Monetary Fund to support countries with large public deficits and outstanding debt balances. We also monitor the efforts of individual countries to support their regions with large public deficits and outstanding debt balances. We have not experienced significant losses or write-offs with respect to the collection of our accounts receivable in these countries as a result of their economic difficulties and we do not expect to have write-offs or adjustments to accounts receivable which would have a material adverse impact on our financial position or results of operations. | ||
Inventory: Inventories are recorded at the lower of cost or market, with cost determined on a first-in, first-out basis. We periodically review the composition of inventory in order to identify obsolete, slow-moving or otherwise non-saleable items. If non-saleable items are observed and there are no alternate uses for the inventory, we will record a write-down to net realizable value in the period that the decline in value is first recognized. Included in inventory are raw materials used in the production of preclinical and clinical products, which are charged to research and development expense when consumed. | ||
We capitalize inventory costs associated with certain products prior to regulatory approval of products, or for inventory produced in new production facilities, when management considers it highly probable that the pre-approval inventories will be saleable. The determination to capitalize is based on the particular facts and circumstances relating to the expected regulatory approval of the product or production facility being considered, and accordingly, the time frame within which the determination is made varies from product to product. The assessment of whether or not the product is considered highly probable to be saleable is made on a quarterly basis and includes, but is not limited to, how far a particular product or facility has progressed along the approval process, any known safety or efficacy concerns, potential labeling restrictions and other impediments. We could be required to write down previously capitalized costs related to pre-launch inventories upon a change in such judgment, or due to a denial or delay of approval by regulatory bodies, a delay in commercialization or other potential factors. | ||
Property, Plant and Equipment: Property, plant and equipment are stated at cost less accumulated depreciation. Depreciation of plant and equipment is recorded using the straight-line method. Building improvements are depreciated over the remaining useful life of the building. Leasehold improvements are depreciated over the lesser of the economic useful life of the asset or the remaining term of the lease, including anticipated renewal options. The estimated useful lives of capitalized assets are as follows: | ||
Buildings | 40 years | |
Building and operating equipment | 15 years | |
Manufacturing machinery and equipment | 10 years | |
Other machinery and equipment | 5 years | |
Furniture and fixtures | 5 years | |
Computer equipment and software | 3-7 years | |
Maintenance and repairs are charged to operations as incurred, while expenditures for improvements which extend the life of an asset are capitalized. | ||
Capitalized Software Costs: We capitalize software costs incurred in connection with developing or obtaining software. Capitalized software costs are included in property, plant and equipment, net and are amortized over their estimated useful life of three to seven years from the date the systems are ready for their intended use. | ||
Investments in Other Entities: We hold a portfolio of investments in equity securities and certain investment funds that are accounted for under either the equity method or cost method. Investments in companies or certain investment funds over which we have significant influence but not a controlling interest are accounted for using the equity method, with our share of earnings or losses reported in other income (expense), net. Investments in equity securities of companies that become publicly traded are accounted for as available-for-sale marketable securities prospectively from the date of such companies' initial public offering. | ||
Our cost method and equity method investments are included in other assets on the Consolidated Balance Sheets. | ||
All investments are reviewed on a regular basis for possible impairment. If an investment's fair value is determined to be less than its net carrying value and the decline is determined to be other-than-temporary, the investment is written down to its fair value. Such an evaluation is judgmental and dependent on specific facts and circumstances. Factors considered in determining whether an other-than-temporary decline in value has occurred include: market value or exit price of the investment based on either market-quoted prices or future rounds of financing by the investee; length of time that the market value was below its cost basis; financial condition and business prospects of the investee; our intent and ability to retain the investment for a sufficient period of time to allow for recovery in market value of the investment; issues that raise concerns about the investee's ability to continue as a going concern; any other information that we may be aware of related to the investment. | ||
Other Intangible Assets: Intangible assets with definite useful lives are amortized to their estimated residual values over their estimated useful lives and reviewed for impairment if certain events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Intangible assets which are not amortized include acquired in-process research and development (IPR&D) and acquired intangible assets held for sale. Amortization is initiated for IPR&D intangible assets when their useful lives have been determined. IPR&D intangible assets which are determined to have had a drop in their fair value are adjusted downward and an expense recognized in the income statement. These IPR&D intangible assets are tested at least annually or when a triggering event occurs that could indicate a potential impairment. | ||
Goodwill: Goodwill represents the excess of purchase price over fair value of net assets acquired in a business combination accounted for by the acquisition method of accounting and is not amortized, but is subject to impairment testing. We test our goodwill for impairment at least annually or when a triggering event occurs that could indicate a potential impairment by assessing qualitative factors or performing a quantitative analysis in determining whether it is more likely than not that the fair value of net assets are below their carrying amounts. | ||
Impairment of Long-Lived Assets: Long-lived assets, such as property, plant and equipment and certain other long-term assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. | ||
Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset or asset group to the estimated undiscounted future cash flows expected to be generated by the asset or asset group. If the carrying amount of the assets exceed their estimated future undiscounted net cash flows, an impairment charge is recognized for the amount by which the carrying amount of the assets exceed the fair value of the assets. | ||
Contingent Consideration from Business Combinations: Subsequent to the acquisition date, we measure contingent consideration arrangements at fair value for each period with changes in fair value recognized in income as acquisition related charges, net. Changes in fair values reflect new information about related IPR&D and other assets and the passage of time. In the absence of new information, changes in fair value reflect only the passage of time as development work towards the achievement of the milestones progresses, and is accrued based on an accretion schedule. | ||
Foreign Currency Translation: Operations in non-U.S. entities are recorded in the functional currency of each entity. For financial reporting purposes, the functional currency of an entity is determined by a review of the source of an entity's most predominant cash flows. The results of operations for non-U.S. dollar functional currency entities are translated from functional currencies into U.S. dollars using the average currency rate during each month, which approximates the results that would be obtained using actual currency rates on the dates of individual transactions. Assets and liabilities are translated using currency rates at the end of the period. Adjustments resulting from translating the financial statements of our foreign entities into the U.S. dollar are excluded from the determination of net income and are recorded as a component of other comprehensive income (loss). Transaction gains and losses are recorded in other income (expense), net in the Consolidated Statements of Income. We had a net foreign exchange loss of $9.5 million in 2014, a gain of $22.2 million in 2013, and a loss of $10.8 million in 2012. These amounts include the impact of gains and losses on foreign exchange contracts not designated as hedging instruments (See Note 5). | ||
Research and Development Costs: Research and development costs are expensed as incurred. These include all internal and external costs related to services contracted by us. Upfront and milestone payments made to third parties in connection with research and development collaborations are expensed as incurred up to the point of regulatory approval. Milestone payments made to third parties upon regulatory approval are capitalized and amortized over the remaining useful life of the related product. Upfront payments are recorded when incurred, and milestone payments are recorded when the specific milestone has been achieved. | ||
Income Taxes: We utilize the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement carrying amounts and tax bases of assets and liabilities using enacted tax rates in effect for years in which the temporary differences are expected to reverse. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. We recognize the benefit of an uncertain tax position that we have taken or expect to take on income tax returns we file if such tax position is more likely than not to be sustained. | ||
Revenue Recognition: Revenue from the sale of products is recognized when title and risk of loss of the product is transferred to the customer and the sales price is fixed and determinable. Provisions for discounts, early payments, rebates, sales returns and distributor chargebacks under terms customary in the industry are provided for in the same period the related sales are recorded. We record estimated reductions to revenue for volume-based discounts and rebates at the time of the initial sale. The estimated reductions to revenue for such volume-based discounts and rebates are based on the sales terms, historical experience and trend analysis. | ||
We base our sales returns allowance on estimated on-hand retail/hospital inventories, measured end-customer demand as reported by third-party sources, actual returns history and other factors, such as the trend experience for lots where product is still being returned or inventory centralization and rationalization initiatives conducted by major pharmacy chains, as applicable. If the historical data we use to calculate these estimates do not properly reflect future returns, then a change in the allowance would be made in the period in which such a determination is made and revenues in that period could be materially affected. Under this methodology, we track actual returns by individual production lots. Returns on closed lots, that is, lots no longer eligible for return credits, are analyzed to determine historical returns experience. Returns on open lots, that is, lots still eligible for return credits, are monitored and compared with historical return trend rates. Any changes from the historical trend rates are considered in determining the current sales return allowance. | ||
Sales discount accruals are based on payment terms extended to customers. | ||
Government rebate accruals are based on estimated payments due to governmental agencies for purchases made by third parties under various governmental programs. U.S. Medicaid rebate accruals are generally based on historical payment data and estimates of future Medicaid beneficiary utilization applied to the Medicaid unit rebate formula established by the Center for Medicaid and Medicare Services. The Medicaid rebate percentage was increased and extended to Medicaid Managed Care Organizations in March 2010. The accrual of the rebates associated with Medicaid Managed Care Organizations is calculated based on estimated historical patient data related to Medicaid Managed Care Organizations. We also analyze actual billings received from the states to further support the accrual rates. Subsequent to implementation of the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010 (collectively, the 2010 U.S. Health Care Reform Law), certain states have not completed their Medicaid Managed Care Organization billing for the years of 2010 through 2014. Our accruals for these Medicaid Managed Care Organization rebates had been at elevated levels given the delays in the receipt of complete invoices from certain states. Due to the receipt of more complete claims data during 2013 and 2014, the accruals for certain states were reduced from these elevated levels as a result of both payments being applied to the accrual during 2013 and 2014 and changes in estimate of the ultimate obligation during the fourth quarters of both 2013 and 2014. We will continue to adjust the rebate accruals as more information becomes available and to reflect actual claims experience. Effective January 1, 2011, manufacturers of pharmaceutical products are responsible for 50% of the patient’s cost of branded prescription drugs related to the Medicare Part D Coverage Gap. In order to estimate the cost to us of this coverage gap responsibility, we analyze data for eligible Medicare Part D patients against data for eligible Medicare Part D patients treated with our products as well as the historical invoices. This expense is recognized throughout the year as costs are incurred. In certain international markets government-sponsored programs require rebates to be paid based on program specific rules and, accordingly, the rebate accruals are determined primarily on estimated eligible sales. | ||
Rebates or administrative fees are offered to certain wholesale customers, group purchasing organizations and end-user customers, consistent with pharmaceutical industry practices. Settlement of rebates and fees may generally occur from one to 15 months from the date of sale. We record a provision for rebates at the time of sale based on contracted rates and historical redemption rates. Assumptions used to establish the provision include level of wholesaler inventories, contract sales volumes and average contract pricing. We regularly review the information related to these estimates and adjust the provision accordingly. | ||
Chargeback accruals are based on the differentials between product acquisition prices paid by wholesalers and lower government contract pricing paid by eligible customers covered under federally qualified programs. Distributor service fee accruals are based on contractual fees to be paid to the wholesale distributor for services provided. TRICARE is a health care program of the U.S. Department of Defense Military Health System that provides civilian health benefits for military personnel, military retirees and their dependents. TRICARE rebate accruals are included in chargeback accruals and are based on estimated Department of Defense eligible sales multiplied by the TRICARE rebate formula. | ||
We record estimated reductions to revenue for free goods and volume-based discounts at the time of the initial sale. The estimated reductions to revenue for such free goods and volume-based discounts are based on the sales terms, historical experience and trend analysis. The cost of free goods is included in Cost of Goods Sold (excluding amortization of acquired intangible assets). | ||
We recognize revenue from royalties based on licensees' sales of our products or products using our technologies. Royalties are recognized as earned in accordance with the contract terms when royalties from licensees can be reasonably estimated and collectability is reasonably assured. If royalties cannot be reasonably estimated or collectability of a royalty amount is not reasonably assured, royalties are recognized as revenue when the cash is received. | ||
Share-Based Compensation: We utilize share based compensation in the form of stock options, restricted stock units (RSUs) and performance-based restricted stock units (PSUs). Compensation expense is recognized in the Consolidated Statements of Income based on the estimated fair value of the awards at grant date. Compensation expense recognized reflects an estimate of the number of awards expected to vest after taking into consideration an estimate of award forfeitures based on actual experience and is recognized on a straight-line basis over the requisite service period, which is generally the vesting period required to obtain full vesting. Management expectations related to the achievement of performance goals associated with PSU grants is assessed regularly and that assessment is used to determine whether PSU grants are expected to vest. If performance-based milestones related to PSU grants are not met or not expected to be met, any compensation expense recognized to date associated with grants that are not expected to vest will be reversed. | ||
The fair values of stock option grants are estimated as of the date of grant using a Black-Scholes option valuation model. The fair values of RSU and PSU grants are based on the market value of our Common Stock on the date of grant. | ||
Earnings Per Share: Basic earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period, assuming potentially dilutive common shares resulting from option exercises, RSUs, PSUs, warrants and other incentives had been issued and any proceeds thereof used to repurchase common stock at the average market price during the period. The assumed proceeds used to repurchase common stock is the sum of the amount to be paid to us upon exercise of options, the amount of compensation cost attributed to future services and not yet recognized and, if applicable, the amount of excess income tax benefit that would be credited to paid-in capital upon exercise. | ||
New Accounting Pronouncements: In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (ASU 2014-09). ASU 2014-09 supersedes nearly all existing revenue recognition guidance under U.S. GAAP and requires revenue to be recognized when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. Additionally, qualitative and quantitative disclosures are required about customer contracts, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. This accounting guidance is effective for us beginning in the first quarter of 2017 using one of two prescribed transition methods. Early adoption is not permitted. We are currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. |
Acquisitions
Acquisitions | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Business Combinations [Abstract] | ||||
Acquisitions and Divestitures | Acquisitions | |||
Nogra Pharma Limited (Nogra) Acquisition | ||||
On April 23, 2014, we entered into a license agreement with Nogra, pursuant to which Nogra granted us an exclusive, royalty-bearing license for its intellectual property relating to GED-0301, an antisense oligonucleotide targeting Smad7, to develop and commercialize products containing GED-0301 for the treatment of Crohn’s disease and other indications. A phase II trial of GED-0301 in patients with active Crohn's disease has been completed and we have initiated a multi-trial clinical program that is designed to support global registrations of GED-0301 in Crohn's disease. | ||||
Under the terms of the agreement, which became effective on May 14, 2014 after receipt of certain governmental clearances and approvals, we made an upfront payment of $710.0 million and may make additional contingent developmental, regulatory and sales milestone payments as well as payments based on percentages of annual sales of licensed products. The maximum aggregate amount payable for development and regulatory milestones is approximately $815.0 million, which covers such milestones relating to Crohn’s disease and other indications. Starting from global annual net sales of $500.0 million, aggregate tiered sales milestone payments could total a maximum of $1.050 billion if global annual net sales reach $4.000 billion. | ||||
The development and application of the intellectual property covered under the license agreement will be managed by joint committees composed of members from each of Nogra and us. We have the tie-breaking vote on the joint steering committee and as such have ultimate decision-making authority for development, regulatory and commercialization decisions. The agreement also includes provisions for access to employees of Nogra, technical assistance, transfer of manufacturing agreements and transfer of Nogra know-how related to GED-0301. Based on the foregoing factors, for accounting purposes, we have concluded that the acquired assets meet the definition of a business and have accounted for the GED-0301 license as IPR&D acquired in a business combination. The acquisition method of accounting requires that (a) the assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date and (b) the fair value of IPR&D be classified as an indefinite-lived asset until the successful completion or abandonment of the associated research and development efforts. Pro-forma results of operations for this acquisition have not been presented because this acquisition is not material to our consolidated results of operations. | ||||
The fair value of consideration transferred to acquire the license amounted to: | ||||
Fair Value at the Acquisition Date | ||||
Cash | $ | 710 | ||
Contingent consideration | 1,060.00 | |||
Total fair value of consideration transferred | $ | 1,770.00 | ||
Our potential contingent consideration payments are classified as liabilities, which were measured at fair value as of the acquisition date, with $5.0 million classified as current liabilities and $1.055 billion classified as non-current liabilities. We estimated the fair value of potential contingent consideration using a probability-weighted income approach, which reflects the probability and timing of future potential payments. This fair value measurement is based on significant inputs that are not observable in the market and thus represents a level three liability within the fair value hierarchy. The resulting probability-weighted cash flows were discounted using a discount rate based on a market participant assumption. See Note 4 for post-acquisition changes in fair value. The purchase price allocation resulted in the following amounts being allocated to the assets acquired at the acquisition date based on their respective fair values: | ||||
Fair Value at the Acquisition Date | ||||
In-process research and development product rights | $ | 1,620.00 | ||
Current deferred tax assets | 1.3 | |||
Non-current deferred tax liabilities, net | (1.3 | ) | ||
Total identifiable net assets | 1,620.00 | |||
Goodwill | 150 | |||
Total net assets acquired | $ | 1,770.00 | ||
The fair value of the acquired IPR&D asset was based on the present value of expected net cash flows from the GED-0301 product candidate. Net cash flows were determined by estimating future sales, net of the costs to complete development of GED-0301 into a commercially viable product. Estimated net cash flows were adjusted to reflect the probability of successfully developing a new drug from a product candidate that has completed a phase II trial. Additionally, the projections considered the relevant market sizes and growth factors and the nature and expected timing of a new product introduction. The resulting net cash flows from such potential products include our estimates of cost of sales, operating expenses, and income taxes. The rates utilized to discount the net cash flows to their present value were commensurate with the stage of development of the project and uncertainties in the economic estimates used in the projections described above. The acquired IPR&D asset is accounted for as an indefinite-lived intangible asset until regulatory approval in a major market or discontinuation. | ||||
The excess of purchase price over the fair value amounts assigned to the assets acquired represents the goodwill amount resulting from the acquisition. The goodwill recorded as part of the acquisition is largely attributable to intangible assets that do not qualify for separate recognition. We expect this goodwill to be deductible for tax purposes. | ||||
The license agreement may be terminated (i) at our discretion upon 180 days’ written notice to Nogra, provided that such termination will not become effective before May 14, 2017, and (ii) by either party upon material breach of the other party, subject to cure periods. Upon the expiration of our royalty payment obligations under the license agreement, on a country-by-country and licensed product-by-licensed product basis, the license granted under the license agreement will become fully paid-up, irrevocable, perpetual, and non-terminable with respect to such licensed product in such country. | ||||
Avila Acquisition | ||||
On March 7, 2012 (the Avila Acquisition Date), we acquired all of the outstanding common stock of Avila Therapeutics, Inc., subsequently renamed Celgene Avilomics Research, herein referred to as Avila, for consideration valued at the Avila Acquisition Date at $535.1 million, consisting of $363.4 million of cash ($352.2 million, net of cash acquired) and contingent developmental and regulatory milestone payments valued at $171.7 million. The acquisition resulted in Avila becoming our wholly-owned subsidiary. The results of operations for Avila are included in our consolidated financial statements from the Avila Acquisition Date and the assets and liabilities of Avila were recorded at their respective fair values on the Avila Acquisition Date and consolidated with our other assets and liabilities. | ||||
The acquisition has been accounted for using the acquisition method of accounting which requires that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date and requires the fair value of acquired IPR&D to be classified as indefinite-lived assets until the successful completion or abandonment of the associated research and development efforts. | ||||
Our potential contingent consideration payments are classified as liabilities, which were measured at fair value as of the Avila Acquisition Date and subsequently adjusted for the passage of time and probability of payment. We have paid $40.0 million in contingent consideration payments to the former shareholders of Avila subsequent to the Avila Acquisition Date and the range of remaining potential milestone payments is from no payment if none of the remaining milestones are achieved to an estimated maximum of $555.0 million if all remaining milestones are achieved. The potential milestones consist of developmental and regulatory achievements, including milestones for the initiation of phase III studies, investigational new drug, or IND, filings, and other regulatory events. | ||||
As part of the acquisition of Avila, we recorded intangible assets to reflect the fair value of the platform technology intangible asset as well as IPR&D. The $330.8 million fair value assigned to platform technology intangible asset was based primarily on expected cash flows from future product candidates to be developed from the Avilomics platform and the $198.4 million fair value assigned to acquired IPR&D was primarily based on expected cash flows from the CC-292 product candidate. The excess of purchase price over the fair value amounts assigned to the assets acquired and liabilities assumed represents the goodwill amount resulting from the acquisition. The goodwill recorded as part of the acquisition is largely attributable to full ownership rights to the Avilomics platform. | ||||
During 2014 and 2012, we recorded $129.2 million and $69.2 million in impairment charges, respectively, which were recorded as research and development expense, to write down the IPR&D asset recorded for the CC-292 program due to adjustments to the probability-weighted forecasted cash flows related to CC-292 compared to prior estimates. The adjustments to the probability-weighted forecasted cash flows related to CC-292 also resulted in reductions in the fair value of our contingent consideration payable to the former shareholders of Avila of $58.0 million in 2014 and $4.5 million in 2012, which were recorded as reductions of acquisition related charges, net. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share | Earnings Per Share | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net income | $ | 1,999.90 | $ | 1,449.90 | $ | 1,456.20 | |||||||
Weighted-average shares: | |||||||||||||
Basic | 802.7 | 827.7 | 861.9 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Options, RSUs, PSUs, warrants and other | 33.3 | 32.9 | 19.7 | ||||||||||
Diluted | 836 | 860.6 | 881.6 | ||||||||||
Net income per share: | |||||||||||||
Basic | $ | 2.49 | $ | 1.75 | $ | 1.69 | |||||||
Diluted | $ | 2.39 | $ | 1.68 | $ | 1.65 | |||||||
The total number of potential shares of common stock excluded from the diluted earnings per share computation because their inclusion would have been anti-dilutive was 18.7 million in 2014, 14.3 million in 2013 and 25.3 million in 2012. | |||||||||||||
During the period of April 2009 through December 2014, our Board of Directors has approved repurchases of up to an aggregate of $13.500 billion of our common stock, including the April 2014 authorization to repurchase an additional $4.000 billion of our common stock. | |||||||||||||
As part of the management of our share repurchase program, we may, from time to time, sell put options on our common stock with strike prices that we believe represent an attractive price to purchase our shares. If the trading price of our shares exceeds the strike price of the put option at the time the option expires, we will have economically reduced the cost of our share repurchase program by the amount of the premium we received from the sale of the put option. If the trading price of our stock is below the strike price of the put option at the time the option expires, we would purchase the shares covered by the option at the strike price of the put option. During 2014 and 2013, we recorded net gains of $11.6 million and $1.2 million, respectively, from selling put options on our common stock. At December 31, 2014, we had no outstanding put options. | |||||||||||||
We repurchased 22.0 million shares of common stock under the program from all sources during 2014 at a total cost of $2.928 billion, excluding transaction fees. As of December 31, 2014, we had a remaining open-ended repurchase authorization of $3.140 billion. |
Financial_Instruments_and_Fair
Financial Instruments and Fair Value Measurement | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Financial Instruments and Fair Value Measurement | Financial Instruments and Fair Value Measurement | ||||||||||||||||
The table below presents information about assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2014 and 2013, and the valuation techniques we utilized to determine such fair value. | |||||||||||||||||
• | Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Our Level 1 assets consist of marketable equity securities. Our Level 1 liability relates to our publicly traded Contingent Value Rights (CVRs). See Note 18 for a description of the CVRs. | ||||||||||||||||
• | Level 2 inputs utilize observable quoted prices for similar assets and liabilities in active markets and observable quoted prices for identical or similar assets in markets that are not very active. Our Level 2 assets consist primarily of U.S. Treasury securities, U.S. government-sponsored agency securities, U.S. government-sponsored agency MBS, non-U.S. government, agency and supranational securities, global corporate debt securities, asset backed securities, foreign currency forward contracts, purchased foreign currency options and interest rate swap contracts. Our Level 2 liabilities relate to written foreign currency options, foreign currency forward contracts and interest rate swap contracts. | ||||||||||||||||
• | Level 3 inputs utilize unobservable inputs and include valuations of assets or liabilities for which there is little, if any, market activity. We do not have any Level 3 assets. Our Level 3 liabilities consist of contingent consideration related to undeveloped product rights resulting from the acquisitions of Gloucester Pharmaceuticals, Inc. (Gloucester) and Nogra in addition to contingent consideration related to the undeveloped product rights and technology platform acquired as part of the acquisition of Avila. The maximum potential remaining payments related to the contingent consideration from the acquisitions of Gloucester, Avila and Nogra are estimated to be $120.0 million, $555.0 million and $1.865 billion, respectively. | ||||||||||||||||
Balance at | Quoted Price in | Significant | Significant | ||||||||||||||
December 31, 2014 | Active Markets for | Other Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||
Assets: | |||||||||||||||||
Available-for-sale securities | $ | 3,425.10 | $ | 1,051.30 | $ | 2,373.80 | $ | — | |||||||||
Forward currency contracts | 550.7 | — | 550.7 | — | |||||||||||||
Purchased currency options | 9.8 | — | 9.8 | — | |||||||||||||
Interest rate swaps | 20 | — | 20 | — | |||||||||||||
Total assets | $ | 4,005.60 | $ | 1,051.30 | $ | 2,954.30 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Contingent value rights | $ | (136.3 | ) | $ | (136.3 | ) | $ | — | $ | — | |||||||
Written currency options | (4.6 | ) | — | (4.6 | ) | — | |||||||||||
Other acquisition related contingent consideration | (1,279.0 | ) | — | — | (1,279.0 | ) | |||||||||||
Total liabilities | $ | (1,419.9 | ) | $ | (136.3 | ) | $ | (4.6 | ) | $ | (1,279.0 | ) | |||||
Balance at | Quoted Price in | Significant | Significant | ||||||||||||||
December 31, 2013 | Active Markets for | Other Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||
Assets: | |||||||||||||||||
Available-for-sale securities | $ | 2,452.60 | $ | 433.1 | $ | 2,019.50 | $ | — | |||||||||
Cash equivalents | 20 | — | 20 | — | |||||||||||||
Total assets | $ | 2,472.60 | $ | 433.1 | $ | 2,039.50 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Forward currency contracts | $ | (9.2 | ) | $ | — | $ | (9.2 | ) | $ | — | |||||||
Contingent value rights | (118.1 | ) | (118.1 | ) | — | — | |||||||||||
Interest rate swaps | (49.6 | ) | — | (49.6 | ) | — | |||||||||||
Other acquisition related contingent consideration | (228.5 | ) | — | — | (228.5 | ) | |||||||||||
Total liabilities | $ | (405.4 | ) | $ | (118.1 | ) | $ | (58.8 | ) | $ | (228.5 | ) | |||||
The following table represents a roll-forward of the fair value of Level 3 liabilities (significant unobservable inputs): | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Liabilities: | |||||||||||||||||
Balance at beginning of period | $ | (228.5 | ) | $ | (198.1 | ) | |||||||||||
Amounts acquired or issued | (1,060.0 | ) | — | ||||||||||||||
Net change in fair value | (30.5 | ) | (30.4 | ) | |||||||||||||
Settlements | 40 | — | |||||||||||||||
Transfers in and/or out of Level 3 | — | — | |||||||||||||||
Balance at end of period | $ | (1,279.0 | ) | $ | (228.5 | ) | |||||||||||
Level 3 liabilities increased by $1.051 billion in 2014 compared to 2013. Amounts acquired or issued represents $1.060 billion from the May 2014 acquisition of Nogra. The $30.5 million net increase in fair value included an increase of $75.6 million in the fair value of the contingent consideration related to our acquisition of Nogra, which reflects both the passage of time and an increase of $19.8 million related to an increase in the estimated probability of one milestone payment. This increase was partly offset by a $46.2 million decrease in the contingent consideration related to our acquisition of Avila, which included a $58.0 million adjustment based on a change in the estimated probability-weighted forecasted cash flows related to CC-292. The $40.0 million settlement represents two milestone payments related to our acquisition of Avila. The $30.4 million increase in the fair value of Level 3 liabilities in 2013 was primarily due to probability adjustments for two Avila milestones. |
Derivative_Instruments_and_Hed
Derivative Instruments and Hedging Activities | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||||||||
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities | ||||||||||||||||||
Our revenue and earnings, cash flows and fair values of assets and liabilities can be impacted by fluctuations in foreign exchange rates and interest rates. We actively manage the impact of foreign exchange rate and interest rate movements through operational means and through the use of various financial instruments, including derivative instruments such as foreign currency option contracts, foreign currency forward contracts, treasury rate lock agreements and interest rate swap contracts. In instances where these financial instruments are accounted for as cash flow hedges or fair value hedges we may from time to time terminate the hedging relationship. If a hedging relationship is terminated we generally either settle the instrument or enter into an offsetting instrument. | |||||||||||||||||||
Foreign Currency Risk Management | |||||||||||||||||||
We maintain a foreign exchange exposure management program to mitigate the impact of volatility in foreign exchange rates on future foreign currency cash flows, translation of foreign earnings and changes in the fair value of assets and liabilities denominated in foreign currencies. | |||||||||||||||||||
Through our revenue hedging program, we endeavor to reduce the impact of possible unfavorable changes in foreign exchange rates on our future U.S. dollar cash flows that are derived from foreign currency denominated sales. To achieve this objective, we hedge a portion of our forecasted foreign currency denominated sales that are expected to occur in the foreseeable future, typically within the next three years. We manage our anticipated transaction exposure principally with foreign currency forward contracts and occasionally foreign currency put and call options. | |||||||||||||||||||
Foreign Currency Forward Contracts: We use foreign currency forward contracts to hedge specific forecasted transactions denominated in foreign currencies, manage exchange rate volatility in the translation of foreign earnings, and to reduce exposures to foreign currency fluctuations of certain assets and liabilities denominated in foreign currencies. | |||||||||||||||||||
We manage a portfolio of foreign currency forward contracts to protect against changes in anticipated foreign currency cash flows resulting from changes in foreign currency exchange rates, primarily associated with non-functional currency denominated revenues and expenses of foreign subsidiaries. The foreign currency forward hedging contracts outstanding at December 31, 2014 and December 31, 2013 had settlement dates within 36 months. The spot rate components of these foreign currency forward contracts are designated as cash flow hedges and, to the extent effective, any unrealized gains or losses are reported in other comprehensive income (OCI) and reclassified to operations in the same periods during which the underlying hedged transactions affect earnings. If a hedging relationship is terminated with respect to a foreign currency forward contract, accumulated gains or losses associated with the contract remain in OCI until the hedged forecasted transaction occurs and are reclassified to operations in the same periods during which the underlying hedged transactions affect earnings. Any ineffectiveness on these foreign currency forward contracts is reported on the Consolidated Statements of Income in other income (expense), net. The forward point components of these foreign currency forward contracts are not designated as cash flow hedges and all fair value adjustments of forward point amounts are recorded to other income (expense), net. Foreign currency forward contracts entered into to hedge forecasted revenue and expenses were as follows at December 31, 2014 and December 31, 2013: | |||||||||||||||||||
Notional Amount | |||||||||||||||||||
Foreign Currency: | 2014 | 2013 | |||||||||||||||||
Australian Dollar | $ | 18.8 | $ | — | |||||||||||||||
British Pound | 304.8 | 279.4 | |||||||||||||||||
Canadian Dollar | 43.7 | — | |||||||||||||||||
Euro | 3,375.70 | 3,318.20 | |||||||||||||||||
Japanese Yen | 541.1 | 559.1 | |||||||||||||||||
Total | $ | 4,284.10 | $ | 4,156.70 | |||||||||||||||
We consider the impact of our own and the counterparties’ credit risk on the fair value of the contracts as well as the ability of each party to execute its obligations under the contract on an ongoing basis. As of December 31, 2014, credit risk did not materially change the fair value of our foreign currency forward contracts. | |||||||||||||||||||
We also manage a portfolio of foreign currency contracts to reduce exposures to foreign currency fluctuations of certain recognized assets and liabilities denominated in foreign currencies and, from time to time, we enter into foreign currency contracts to manage exposure related to translation of foreign earnings. These foreign currency forward contracts have not been designated as hedges and, accordingly, any changes in their fair value are recognized on the Consolidated Statements of Income in other income (expense), net in the current period. The aggregate notional amount of the foreign currency forward non-designated hedging contracts outstanding at December 31, 2014 and December 31, 2013 were $835.5 million and $878.5 million, respectively. | |||||||||||||||||||
Foreign Currency Option Contracts: From time to time, we may hedge a portion of our future foreign currency exposure by utilizing a strategy that involves both a purchased local currency put option and a written local currency call option that are accounted for as hedges of future sales denominated in that local currency. Specifically, we sell (or write) a local currency call option and purchase a local currency put option with the same expiration dates and local currency notional amounts but with different strike prices. This combination of transactions is generally referred to as a “collar.” The expiration dates and notional amounts correspond to the amount and timing of forecasted foreign currency sales. If the U.S. dollar weakens relative to the currency of the hedged anticipated sales, the purchased put option value reduces to zero and we benefit from the increase in the U.S. dollar equivalent value of our anticipated foreign currency cash flows; however, this benefit would be capped at the strike level of the written call, which forms the upper end of the collar. The premium collected from the sale of the call option is equal to the premium paid for the purchased put option, resulting in a net zero cost for each collar. Foreign currency option contracts entered into to hedge forecasted revenue were as follows at December 31, 2014 and 2013: | |||||||||||||||||||
Notional Amount1 | |||||||||||||||||||
2014 | 2013 | ||||||||||||||||||
Foreign currency option contracts designated as hedging activity: | |||||||||||||||||||
Purchased Put | $ | 152.6 | $ | — | |||||||||||||||
Written Call | $ | 160.9 | $ | — | |||||||||||||||
1 U.S. dollar notional amounts are calculated as the hedged local currency amount multiplied by the strike value of the foreign currency option. The local currency notional amounts of our purchased put and written call that are designated as hedging activities are equal to each other. | |||||||||||||||||||
Interest Rate Risk Management | |||||||||||||||||||
In anticipation of issuing fixed-rate debt, we may use forward starting interest rate swaps (forward starting swaps) or treasury rate lock agreements (treasury rate locks) that are designated as cash flow hedges to hedge against changes in interest rates that could impact expected future issuances of debt. To the extent these hedges of cash flows related to anticipated debt are effective, any realized or unrealized gains or losses on the treasury rate locks or forward starting swaps are reported in OCI and are recognized in income over the life of the anticipated fixed-rate notes. | |||||||||||||||||||
Forward Starting Interest Rate Swaps: During 2014, we entered into forward starting swaps, that were designated as cash flow hedges, with an aggregate notional value of $250.0 million and effective dates in November 2015, maturing in ten years to hedge against changes in interest rates that could impact an anticipated issuance of debt in 2015. During January 2015, we entered into additional forward starting swaps with effective dates in November 2015. | |||||||||||||||||||
In anticipation of issuing debt in 2014, we entered into an aggregate notional value of $1.500 billion in forward starting swaps that were designated as cash flow hedges. In April 2014 we accelerated our planned debt issuance date, which resulted in hedge ineffectiveness in the forward starting swaps and a $3.6 million charge to other income (expense), net due to differences between the effective date of the swaps and the accelerated debt issuance date. In addition, all forward starting swaps were settled upon the issuance of debt in May 2014 when the net fair value of the forward starting swaps in accumulated OCI was a loss position of $25.9 million. The net loss of $25.9 million will be recognized as interest expense over the life of the associated senior notes. | |||||||||||||||||||
Interest Rate Swap Contracts: From time to time we hedge the fair value of certain debt obligations through the use of interest rate swap contracts. The interest rate swap contracts are designated hedges of the fair value changes in the notes attributable to changes in interest rates. Since the specific terms and notional amount of the swap are intended to match those of the debt being hedged, it is assumed to be a highly effective hedge and all changes in fair value of the swap are recorded on the Consolidated Balance Sheets with no net impact recorded in income. Any net interest payments made or received on interest rate swap contracts are recognized as interest expense. If a hedging relationship is terminated for an interest rate swap contract, accumulated gains or losses associated with the contract are measured and recorded as a reduction or increase of current and future interest expense associated with the previously hedged debt obligations. | |||||||||||||||||||
We have entered into swap contracts that were designated as hedges of certain of our fixed rate notes and also terminated the hedging relationship by settling certain of those swap contracts during 2012, 2013 and 2014. The settlement of swap contracts resulted in the receipt of net proceeds of $25.5 million and $22.9 million in 2014 and 2013, respectively, which are accounted for as a reduction of current and future interest expense associated with these notes. See Note 11 for additional details related to reductions of current and future interest expense. | |||||||||||||||||||
The following table summarizes the notional amounts of our outstanding interest rate swap contracts at December 31, 2014 and December 31, 2013: | |||||||||||||||||||
Notional Amount | |||||||||||||||||||
2014 | 2013 | ||||||||||||||||||
Interest rate swap contracts entered into as fair value hedges of the following fixed-rate senior notes: | |||||||||||||||||||
2.450% senior notes due 2015 | $ | 300 | $ | 300 | |||||||||||||||
1.900% senior notes due 2017 | 300 | 300 | |||||||||||||||||
2.300% senior notes due 2018 | 200 | 200 | |||||||||||||||||
2.250% senior notes due 2019 | 500 | — | |||||||||||||||||
3.950% senior notes due 2020 | 500 | 500 | |||||||||||||||||
3.250% senior notes due 2022 | 750 | 850 | |||||||||||||||||
4.000% senior notes due 2023 | 150 | 150 | |||||||||||||||||
Total | $ | 2,700.00 | $ | 2,300.00 | |||||||||||||||
The following table summarizes the fair value and presentation in the Consolidated Balance Sheets for derivative instruments as of December 31, 2014 and 2013: | |||||||||||||||||||
31-Dec-14 | |||||||||||||||||||
Fair Value | |||||||||||||||||||
Instrument | Balance Sheet | Asset Derivatives | Liability Derivatives | ||||||||||||||||
Location | |||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||
Foreign exchange contracts1 | Other current assets | $ | 264.9 | $ | 44.9 | ||||||||||||||
Other current liabilities | 0.1 | 1.7 | |||||||||||||||||
Other non-current assets | 322.3 | 17.5 | |||||||||||||||||
Interest rate swap agreements | Other current assets | 17.9 | — | ||||||||||||||||
Other non-current assets | 4.8 | 0.3 | |||||||||||||||||
Other non-current liabilities | — | 3.8 | |||||||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||
Foreign exchange contracts1 | Other current assets | 39.7 | 6 | ||||||||||||||||
Other current liabilities | 0.1 | 1.1 | |||||||||||||||||
Interest rate swap agreements | Other current assets | 0.1 | — | ||||||||||||||||
Other non-current assets | 1.3 | — | |||||||||||||||||
Total | $ | 651.2 | $ | 75.3 | |||||||||||||||
31-Dec-13 | |||||||||||||||||||
Fair Value | |||||||||||||||||||
Instrument | Balance Sheet | Asset Derivatives | Liability Derivatives | ||||||||||||||||
Location | |||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||
Foreign exchange contracts1 | Other current assets | $ | 63.6 | $ | 24.9 | ||||||||||||||
Other current liabilities | 41.5 | 84.7 | |||||||||||||||||
Other non-current assets | 60.6 | 41.9 | |||||||||||||||||
Other non-current liabilities | 4.3 | 25.6 | |||||||||||||||||
Interest rate swap agreements | Other current assets | 17.1 | — | ||||||||||||||||
Other non-current liabilities | — | 68.3 | |||||||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||
Foreign exchange contracts1 | Other current assets | 11.3 | 0.7 | ||||||||||||||||
Other current liabilities | 6 | 18.7 | |||||||||||||||||
Interest rate swap agreements | Other current assets | 0.1 | — | ||||||||||||||||
Other non-current assets | 1.5 | — | |||||||||||||||||
Total | $ | 206 | $ | 264.8 | |||||||||||||||
1Derivative instruments in this category are subject to master netting arrangements and are presented on a net basis in the Consolidated Balance Sheets in accordance with ASC 210-20. | |||||||||||||||||||
The following table summarizes the effect of derivative instruments designated as cash-flow hedging instruments on the Consolidated Statements of Income for the years ended December 31, 2014 and 2013: | |||||||||||||||||||
2014 | |||||||||||||||||||
(Effective Portion) | (Ineffective Portion and Amount Excluded From Effectiveness Testing) | ||||||||||||||||||
Instrument | Amount of | Location of | Amount of | Location of | Amount of | ||||||||||||||
Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | |||||||||||||||
Recognized in OCI | Reclassified from | Reclassified from | Recognized in | Recognized in | |||||||||||||||
on Derivative1 | Accumulated OCI | Accumulated OCI | Income on | Income on | |||||||||||||||
into Income | into Income | Derivative | Derivative | ||||||||||||||||
Foreign exchange contracts | $ | 600.4 | Net product sales | $ | 27.5 | Other income, net | $ | (12.2 | ) | 2 | |||||||||
Treasury rate lock agreements | $ | — | Interest expense | $ | (3.5 | ) | |||||||||||||
Forward starting interest rate swaps | $ | (32.3 | ) | Interest expense | $ | (0.9 | ) | Other income, net | $ | (3.6 | ) | 3 | |||||||
1 | Net gains of $230.7 million are expected to be reclassified from Accumulated OCI into income in the next 12 months. | ||||||||||||||||||
2 | The amount of net losses recognized in income represents $18.0 million of losses related to amounts excluded from the assessment of hedge effectiveness (fair value adjustments of forward point amounts) and $5.8 million in gains related to the ineffective portion of the hedging relationships. | ||||||||||||||||||
3 | The amount of net loss recognized in income relates to the ineffective portion of the hedging relationships. | ||||||||||||||||||
2013 | |||||||||||||||||||
(Effective Portion) | (Ineffective Portion and Amount Excluded From Effectiveness Testing) | ||||||||||||||||||
Instrument | Amount of | Location of | Amount of | Location of | Amount of | ||||||||||||||
Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | |||||||||||||||
Recognized in OCI | Reclassified from | Reclassified from | Recognized in | Recognized in | |||||||||||||||
on Derivative1 | Accumulated OCI | Accumulated OCI | Income on | Income on | |||||||||||||||
into Income | into Income | Derivative | Derivative | ||||||||||||||||
Foreign exchange contracts | $ | (9.7 | ) | Net product sales | $ | 10.7 | Other income, net | $ | 12.6 | 1 | |||||||||
Treasury rate lock agreements | $ | — | Interest expense | $ | (3.4 | ) | |||||||||||||
Forward starting interest rate swaps | $ | 6.5 | Interest expense | $ | — | ||||||||||||||
1 | The amount of net gain recognized in income represents $6.3 million in gains related to the ineffective portion of the hedging relationships and $6.3 million of gains related to amounts excluded from the assessment of hedge effectiveness. | ||||||||||||||||||
The following table summarizes the effect of derivative instruments designated as fair value hedging instruments on the Consolidated Statements of Income for the years ended December 31, 2014 and 2013: | |||||||||||||||||||
Location of Gain (Loss) | Amount of Gain (Loss) | ||||||||||||||||||
Recognized in Income | Recognized in Income | ||||||||||||||||||
on Derivative | on Derivative | ||||||||||||||||||
Instrument | 2014 | 2013 | |||||||||||||||||
Interest rate swaps | Interest expense | $ | 43 | $ | 31.4 | ||||||||||||||
The following table summarizes the effect of derivative instruments not designated as hedging instruments on the Consolidated Statements of Income for the years ended December 31, 2014 and 2013: | |||||||||||||||||||
Location of Gain (Loss) | Amount of Gain (Loss) | ||||||||||||||||||
Recognized in Income | Recognized in Income | ||||||||||||||||||
on Derivative | on Derivative | ||||||||||||||||||
Instrument | 2014 | 2013 | |||||||||||||||||
Foreign exchange contracts | Other income, net | $ | 79.3 | $ | 34.1 | ||||||||||||||
Interest rate swap agreements | Other income, net | $ | — | $ | 0.7 | ||||||||||||||
Put options sold | Other income, net | $ | 11.6 | $ | 1.2 | ||||||||||||||
The impact of gains and losses on foreign exchange contracts not designated as hedging instruments related to changes in the fair value of assets and liabilities denominated in foreign currencies are generally offset by net foreign exchange gains and losses, which are also included on the Consolidated Statements of Income in other income (expense), net for all periods presented. When we enter into foreign exchange contracts not designated as hedging instruments to mitigate the impact of exchange rate volatility in the translation of foreign earnings, gains and losses will generally be offset by fluctuations in the U.S. Dollar translated amounts of each Income Statement account in current and/or future periods. |
Cash_Cash_Equivalents_and_Mark
Cash, Cash Equivalents and Marketable Securities Available-for-Sale | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Cash, Cash Equivalents, and Short-term Investments [Abstract] | |||||||||||||||||||||||||
Cash, Cash Equivalents and Marketable Securities Available-for-Sale | Cash, Cash Equivalents and Marketable Securities Available-for-Sale | ||||||||||||||||||||||||
Money market funds of $2.251 billion and $1.697 billion at December 31, 2014 and 2013, respectively, were recorded at cost, which approximates fair value and are included in cash and cash equivalents. | |||||||||||||||||||||||||
The amortized cost, gross unrealized holding gains, gross unrealized holding losses and estimated fair value of available-for-sale securities by major security type and class of security at December 31, 2014 and 2013 were as follows: | |||||||||||||||||||||||||
31-Dec-14 | Amortized | Gross | Gross | Estimated | |||||||||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||||||||||
Gain | Loss | Value | |||||||||||||||||||||||
U.S. Treasury securities | $ | 1,044.70 | $ | 0.3 | $ | (0.8 | ) | $ | 1,044.20 | ||||||||||||||||
U.S. government-sponsored agency securities | 145.1 | 0.1 | (0.1 | ) | 145.1 | ||||||||||||||||||||
U.S. government-sponsored agency MBS | 531.1 | 1 | (2.7 | ) | 529.4 | ||||||||||||||||||||
Non-U.S. government, agency and | 32.4 | — | (0.1 | ) | 32.3 | ||||||||||||||||||||
supranational securities | |||||||||||||||||||||||||
Corporate debt – global | 446.3 | 0.6 | (1.2 | ) | 445.7 | ||||||||||||||||||||
Asset backed securities | 177.3 | — | (0.2 | ) | 177.1 | ||||||||||||||||||||
Marketable equity securities | 335.2 | 716.3 | (0.2 | ) | 1,051.30 | ||||||||||||||||||||
Total available-for-sale marketable securities | $ | 2,712.10 | $ | 718.3 | $ | (5.3 | ) | $ | 3,425.10 | ||||||||||||||||
31-Dec-13 | Amortized | Gross | Gross | Estimated | |||||||||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||||||||||
Gain | Loss | Value | |||||||||||||||||||||||
U.S. Treasury securities | $ | 795.2 | $ | 0.3 | $ | (0.4 | ) | $ | 795.1 | ||||||||||||||||
U.S. government-sponsored agency securities | 208.9 | 0.2 | (0.2 | ) | 208.9 | ||||||||||||||||||||
U.S. government-sponsored agency MBS | 450.8 | 0.1 | (6.9 | ) | 444 | ||||||||||||||||||||
Non-U.S. government, agency and | 10.4 | — | — | 10.4 | |||||||||||||||||||||
supranational securities | |||||||||||||||||||||||||
Corporate debt – global | 379.2 | 1.1 | (0.6 | ) | 379.7 | ||||||||||||||||||||
Asset backed securities | 181.6 | — | (0.2 | ) | 181.4 | ||||||||||||||||||||
Marketable equity securities | 212.9 | 220.2 | — | 433.1 | |||||||||||||||||||||
Total available-for-sale marketable securities | $ | 2,239.00 | $ | 221.9 | $ | (8.3 | ) | $ | 2,452.60 | ||||||||||||||||
U.S. government-sponsored agency securities include general unsecured obligations either issued directly by or guaranteed by U.S. Government Sponsored Enterprises. U.S. government-sponsored agency MBS include mortgage-backed securities issued by the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation and the Government National Mortgage Association. Non-U.S. government, agency and supranational securities consist of direct obligations of highly rated governments of nations other than the United States and obligations of sponsored agencies and other entities that are guaranteed or supported by highly rated governments of nations other than the United States. Corporate debt-global includes obligations issued by investment-grade corporations, including some issues that have been guaranteed by governments and government agencies. Asset backed securities consist of triple-A rated securities with cash flows collateralized by credit card receivables and auto loans. Marketable equity securities consist of investments in equity securities that have become publicly traded. The increase in net unrealized gains in marketable equity securities in 2014 compared to 2013 primarily reflects the increase in market value for certain equity investments subsequent to their respective initial public offerings. Net unrealized losses in marketable securities primarily reflect the impact of increased interest rates at December 31, 2014. | |||||||||||||||||||||||||
The fair value of all available-for-sale securities, which have been in an unrealized loss position for less than and longer than 12 months at December 31, 2014, was as follows: | |||||||||||||||||||||||||
Less than 12 months | 12 months or longer | Total | |||||||||||||||||||||||
31-Dec-14 | Estimated | Gross | Estimated | Gross | Estimated | Gross | |||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | ||||||||||||||||||||
Value | Loss | Value | Loss | Value | Loss | ||||||||||||||||||||
U.S. Treasury securities | $ | 641.8 | $ | (0.8 | ) | $ | — | $ | — | $ | 641.8 | $ | (0.8 | ) | |||||||||||
U.S. government-sponsored agency securities | 72.3 | (0.1 | ) | 2.9 | — | 75.2 | (0.1 | ) | |||||||||||||||||
U.S. government-sponsored agency MBS | 178.9 | (1.4 | ) | 107.3 | (1.3 | ) | 286.2 | (2.7 | ) | ||||||||||||||||
Non-U.S. government, agency and supranational securities | 30.8 | (0.1 | ) | — | — | 30.8 | (0.1 | ) | |||||||||||||||||
Corporate debt – global | 273.2 | (1.2 | ) | 0.8 | — | 274 | (1.2 | ) | |||||||||||||||||
Asset backed securities | 155.1 | (0.2 | ) | — | — | 155.1 | (0.2 | ) | |||||||||||||||||
Marketable equity securities | 4.7 | (0.2 | ) | — | — | 4.7 | (0.2 | ) | |||||||||||||||||
Total | $ | 1,356.80 | $ | (4.0 | ) | $ | 111 | $ | (1.3 | ) | $ | 1,467.80 | $ | (5.3 | ) | ||||||||||
The Company believes that the decline in fair value of securities held at December 31, 2014 below their cost is temporary and intends to retain its investment in these securities for a sufficient period of time to allow for recovery in the market value of these investments. | |||||||||||||||||||||||||
Duration periods of available-for-sale debt securities at December 31, 2014 were as follows: | |||||||||||||||||||||||||
Amortized | Fair | ||||||||||||||||||||||||
Cost | Value | ||||||||||||||||||||||||
Duration of one year or less | $ | 456.2 | $ | 456.4 | |||||||||||||||||||||
Duration of one through three years | 1,797.80 | 1,795.10 | |||||||||||||||||||||||
Duration of three through five years | 122.9 | 122.3 | |||||||||||||||||||||||
Total | $ | 2,376.90 | $ | 2,373.80 | |||||||||||||||||||||
Inventory
Inventory | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Inventory | Inventory | ||||||||
A summary of inventories by major category at December 31, 2014 and 2013 follows: | |||||||||
2014 | 2013 | ||||||||
Raw materials | $ | 200 | $ | 147.4 | |||||
Work in process | 101.5 | 99.6 | |||||||
Finished goods | 91.6 | 93.4 | |||||||
Total | $ | 393.1 | $ | 340.4 | |||||
Raw materials increased by $52.6 million in 2014 compared to 2013 primarily due to increases of $45.7 million and $5.4 million in ABRAXANE® and OTEZLA® inventories, respectively. The FDA approved ABRAXANE® for treatment of metastatic adenocarcinoma of the pancreas in the United States in September 2013 followed by European Union approval for the same indication in December 2013. OTEZLA® was approved by the FDA in March 2014 for the treatment of adult patients with active psoriatic arthritis and in September 2014 for the treatment of patients with moderate to severe plaque psoriasis who are candidates for phototherapy or systemic therapy. We began recognizing revenue related to OTEZLA® during the second quarter of 2014. |
Property_Plant_and_Equipment
Property, Plant and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment, Net [Abstract] | |||||||||
Property, Plant and Equipment | Property, Plant and Equipment | ||||||||
Property, plant and equipment at December 31, 2014 and 2013 consisted of the following: | |||||||||
2014 | 2013 | ||||||||
Land | $ | 37.9 | $ | 37.9 | |||||
Buildings | 260.8 | 258 | |||||||
Building and operating equipment | 32 | 30.8 | |||||||
Leasehold improvements | 135.5 | 128.2 | |||||||
Machinery and equipment | 213.5 | 193.8 | |||||||
Furniture and fixtures | 48.8 | 46.3 | |||||||
Computer equipment and software | 332.8 | 286.1 | |||||||
Construction in progress | 104.8 | 44.6 | |||||||
Subtotal | 1,166.10 | 1,025.70 | |||||||
Less accumulated depreciation and amortization | 523.5 | 432.3 | |||||||
Total | $ | 642.6 | $ | 593.4 | |||||
The balance of construction in progress at December 31, 2014 primarily relates to an expansion of our corporate headquarters in Summit, New Jersey. |
Other_Financial_Information
Other Financial Information | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Other Financial Information | |||||||||
Other Financial Information | Other Financial Information | ||||||||
Accrued expenses at December 31, 2014 and 2013 consisted of the following: | |||||||||
2014 | 2013 | ||||||||
Compensation | $ | 285.2 | $ | 261.7 | |||||
Rebates, distributor chargebacks and distributor services | 232.9 | 217.3 | |||||||
Clinical trial costs and grants | 189.5 | 192.6 | |||||||
Common share repurchases | — | 45.7 | |||||||
Interest | 59.1 | 49 | |||||||
Royalties, license fees and collaboration agreements | 26.7 | 52.4 | |||||||
Commercial related activities | 56.2 | 46.6 | |||||||
Sales returns | 10.2 | 15.5 | |||||||
Rent | 14 | 14.8 | |||||||
Professional services | 7.9 | 9.3 | |||||||
Other taxes | 9.3 | 7.6 | |||||||
Other | 100.1 | 88.6 | |||||||
Total | $ | 991.1 | $ | 1,001.10 | |||||
Other current liabilities at December 31, 2014 and 2013 consisted of the following: | |||||||||
2014 | 2013 | ||||||||
Deferred tax liability | $ | 131.2 | $ | — | |||||
Contingent consideration – Nogra acquisition | 24.7 | — | |||||||
Contingent consideration – Avila acquisition | 9.8 | 62.7 | |||||||
Compensation | 32.6 | 22.1 | |||||||
Sales, use and value added tax | 56.8 | 50.9 | |||||||
Derivative contracts | 2.6 | 55.9 | |||||||
Collaboration agreement upfront payable | 14 | 7 | |||||||
Other | 4.1 | 1.1 | |||||||
Total | $ | 275.8 | $ | 199.7 | |||||
Other non-current liabilities at December 31, 2014 and 2013 consisted of the following: | |||||||||
2014 | 2013 | ||||||||
Contingent consideration – Nogra acquisition | $ | 1,110.80 | $ | — | |||||
Contingent consideration – Avila acquisition | 114.2 | 147.5 | |||||||
Contingent consideration – Gloucester acquisition | 19.5 | 18.3 | |||||||
Contingent value rights - Abraxis acquisition | 136.3 | 118.1 | |||||||
Deferred compensation and long-term incentives | 150.5 | 127.2 | |||||||
Derivative contracts | 3.8 | 89.6 | |||||||
Deferred lease incentive | 31.4 | 28.7 | |||||||
Collaboration agreement | 14 | 28 | |||||||
Other | 0.6 | 25.3 | |||||||
Total | $ | 1,581.10 | $ | 582.7 | |||||
Intangible_Assets_and_Goodwill
Intangible Assets and Goodwill | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||
Intangible Assets and Goodwill | Intangible Assets and Goodwill | ||||||||||||
Intangible Assets: Our finite lived intangible assets primarily consist of developed product rights and technology obtained from the Pharmion Corp. (Pharmion), Gloucester, Abraxis BioScience, Inc. (Abraxis) and Avila acquisitions. Our indefinite lived intangible assets consist of acquired IPR&D product rights from the Nogra and Gloucester acquisitions. The remaining weighted-average amortization period for finite-lived intangible assets not fully amortized is approximately 11.1 years at December 31, 2014. | |||||||||||||
31-Dec-14 | Gross | Accumulated | Intangible | ||||||||||
Carrying | Amortization | Assets, | |||||||||||
Value | Net | ||||||||||||
Amortizable intangible assets: | |||||||||||||
Acquired developed product rights | $ | 3,405.90 | $ | (1,234.1 | ) | $ | 2,171.80 | ||||||
Technology | 333.7 | (135.1 | ) | 198.6 | |||||||||
Licenses | 67 | (18.1 | ) | 48.9 | |||||||||
Other | 42.5 | (22.9 | ) | 19.6 | |||||||||
3,849.10 | (1,410.2 | ) | 2,438.90 | ||||||||||
Non-amortized intangible assets: | |||||||||||||
Acquired IPR&D product rights | 1,628.70 | — | 1,628.70 | ||||||||||
Total intangible assets | $ | 5,477.80 | $ | (1,410.2 | ) | $ | 4,067.60 | ||||||
31-Dec-13 | Gross | Accumulated | Intangible | ||||||||||
Carrying | Amortization | Assets, | |||||||||||
Value | Net | ||||||||||||
Amortizable intangible assets: | |||||||||||||
Acquired developed product rights | $ | 3,405.90 | $ | (1,026.4 | ) | $ | 2,379.50 | ||||||
Technology | 333.7 | (87.4 | ) | 246.3 | |||||||||
Licenses | 66.2 | (13.9 | ) | 52.3 | |||||||||
Other | 42.5 | (18.8 | ) | 23.7 | |||||||||
3,848.30 | (1,146.5 | ) | 2,701.80 | ||||||||||
Non-amortized intangible assets: | |||||||||||||
Acquired IPR&D product rights | 137.9 | — | 137.9 | ||||||||||
Total intangible assets | $ | 3,986.20 | $ | (1,146.5 | ) | $ | 2,839.70 | ||||||
The gross carrying value of intangible assets increased by $1.492 billion in 2014 compared to 2013 primarily resulting from the addition of $1.620 billion of IPR&D from the Nogra acquisition, partly offset by a $129.2 million impairment charge recorded as research and development expense to write down the IPR&D asset recorded for the CC-292 program due to an adjustment to the probability-weighted forecasted cash flows related to CC-292 compared to prior estimates. The adjustment to the probability-weighted forecasted cash flows related to CC-292 also resulted in a $58.0 million reduction in the fair value of our contingent consideration payable to the former shareholders of Avila (see Note 4). | |||||||||||||
Amortization expense was $263.9 million, $270.1 million and $196.2 million for the years ended December 31, 2014, 2013 and 2012, respectively. Amortization expense decreased by a net $6.2 million in 2014 compared to 2013 primarily due to a certain Abraxis related intangible asset becoming fully amortized during the first half of 2014 . Assuming no changes in the gross carrying amount of intangible assets, the amortization of intangible assets for years 2015 through 2018 is estimated to be in the range of approximately $255.0 million to $260.0 million annually and 2019 is estimated to be approximately $215.0 million. | |||||||||||||
Goodwill: At December 31, 2014, our goodwill related to the 2014 Nogra acquisition (see Note 2), the 2012 acquisition of Avila, the 2010 acquisitions of Abraxis and Gloucester, the 2008 acquisition of Pharmion and the 2004 acquisition of Penn T Limited. | |||||||||||||
The change in carrying value of goodwill is summarized as follows: | |||||||||||||
Balance at December 31, 2013 | $ | 2,041.20 | |||||||||||
Acquisition of Nogra | 150 | ||||||||||||
Balance at December 31, 2014 | $ | 2,191.20 | |||||||||||
Debt
Debt | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Debt | Debt | ||||||||
Short-Term Borrowings and Current Portion of Long-Term Debt: The carrying value of short-term borrowings and current portion of long-term debt outstanding at December 31, 2014 and December 31, 2013 includes: | |||||||||
2014 | 2013 | ||||||||
Commercial paper | $ | 99.6 | $ | 544.8 | |||||
2.450% senior notes due 2015 | 506.3 | — | |||||||
Total | $ | 605.9 | $ | 544.8 | |||||
Long-Term Debt: We have issued an aggregate $6.750 billion principal amount of senior notes at varying maturity dates and interest rates. The carrying values of the long-term portion of these senior notes at December 31, 2014 and 2013 are summarized below: | |||||||||
2014 | 2013 | ||||||||
2.450% senior notes due 2015 | $ | — | $ | 513.9 | |||||
1.900% senior notes due 2017 | 501 | 499.9 | |||||||
2.300% senior notes due 2018 | 401.2 | 399 | |||||||
2.250% senior notes due 2019 | 502.5 | — | |||||||
3.950% senior notes due 2020 | 502.8 | 484.6 | |||||||
3.250% senior notes due 2022 | 1,010.20 | 956.6 | |||||||
4.000% senior notes due 2023 | 708.5 | 696.3 | |||||||
3.625% senior notes due 2024 | 996.8 | — | |||||||
5.700% senior notes due 2040 | 249.5 | 249.6 | |||||||
5.250% senior notes due 2043 | 396.7 | 396.6 | |||||||
4.625% senior notes due 2044 | 996.5 | — | |||||||
Total long-term debt | $ | 6,265.70 | $ | 4,196.50 | |||||
At December 31, 2014, the fair value of our outstanding Senior Notes was $6.988 billion and represented a Level 2 measurement within the fair value measurement hierarchy. | |||||||||
In May 2014, we issued an additional $2.500 billion principal amount of senior notes consisting of $500.0 million aggregate principal amount of 2.250% Senior Notes due 2019 (the 2019 notes), $1.000 billion aggregate principal amount of 3.625% Senior Notes due 2024 (the 2024 notes) and $1.000 billion aggregate principal amount of 4.625% Senior Notes due 2044 (the 2044 notes and together with the 2019 notes and 2024 notes, referred to herein as the “2014 issued notes”). The 2014 issued notes were issued at 99.751%, 99.659% and 99.646% of par, respectively, and the discount is being amortized as additional interest expense over the period from issuance through maturity. Offering costs of approximately $21.2 million have been recorded as debt issuance costs on our Consolidated Balance Sheets and are being amortized as additional interest expense using the effective interest rate method over the period from issuance through maturity. Interest on the 2014 issued notes is payable semi-annually in arrears on May 15 and November 15 each year beginning November 15, 2014 and the principal on each 2014 issued note is due in full at their respective maturity dates. | |||||||||
The 2014 issued notes may be redeemed at our option, in whole or in part, at any time at a redemption price equaling accrued and unpaid interest plus the greater of 100% of the principal amount of the 2014 issued notes to be redeemed or the sum of the present values of the remaining scheduled payments of interest and principal discounted to the date of redemption on a semi-annual basis plus 10 basis points in the case of the 2019 notes, 15 basis points in the case of the 2024 notes and 20 basis points in the case of the 2044 notes. If we experience a change of control accompanied by a downgrade of the debt to below investment grade, we will be required to offer to repurchase the 2014 issued notes at a purchase price equal to 101% of their principal amount plus accrued and unpaid interest. We are subject to covenants which limit our ability to pledge properties as security under borrowing arrangements and limit our ability to perform sale and leaseback transactions involving our property. | |||||||||
From time to time, we have used treasury rate locks and forward starting interest rate swap contracts to hedge against changes in interest rates in anticipation of issuing fixed-rate notes. As of December 31, 2014, a balance of $52.1 million in losses remained in accumulated OCI related to these derivative instruments and will be recognized as interest expense over the life of the notes. | |||||||||
At December 31, 2014, we were party to pay-floating, receive-fixed interest rate swap contracts designated as fair value hedges | |||||||||
of fixed-rate notes as described in Note 5. Our swap contracts outstanding at December 31, 2014 effectively convert the hedged portion of our fixed-rate notes to floating rates. From time to time we terminate the hedging relationship on certain of our swap contracts by settling the contracts or by entering into offsetting contracts. Any net proceeds received or paid in these settlements are accounted for as a reduction or increase of current and future interest expense associated with the previously hedged notes. As of December 31, 2014, we had a balance of $38.6 million of unamortized gains recorded as a component of our debt as a result of past swap contract settlements, including $17.8 million related to the settlement of swap contracts during 2014. | |||||||||
Commercial Paper: The carrying value of Commercial Paper as of December 31, 2014 and 2013 was $99.6 million and $544.8 million, respectively, and approximated its fair value. The effective interest rate on the outstanding Commercial Paper balance at December 31, 2014 was 0.4%. | |||||||||
Senior Unsecured Credit Facility: We maintain a senior unsecured revolving credit facility (Credit Facility) that provides revolving credit in the aggregate amount of $1.500 billion, which was increased from $1.000 billion in April 2013. During April 2013, the term of the Credit Facility was also extended from September 2, 2016 to April 18, 2018. Subject to certain conditions, we have the right to increase the amount of the Credit Facility (but in no event more than one time per annum) up to a maximum aggregate amount of $1.750 billion. Amounts may be borrowed in U.S. dollars for working capital, capital expenditures and other corporate purposes. The Credit Facility currently serves as backup liquidity for our Commercial Paper borrowings. At December 31, 2014 and 2013, there was no outstanding borrowing against the Credit Facility. | |||||||||
The Credit Facility contains affirmative and negative covenants including certain customary financial covenants. We were in compliance with all financial covenants as of December 31, 2014. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Stockholders' Equity Note [Abstract] | |||||||
Stockholders' Equity | Stockholders' Equity | ||||||
Preferred Stock: Our Board of Directors is authorized to issue, at any time, without further stockholder approval, up to 5.0 million shares of preferred stock, and to determine the price, rights, privileges, and preferences of such shares. | |||||||
Common Stock: At December 31, 2014, we were authorized to issue up to 1.150 billion shares of common stock of which shares of common stock issued totaled 924.8 million. | |||||||
Treasury Stock: During the period of April 2009 through December 2014, our Board of Directors has approved repurchases of up to an aggregate $13.500 billion of our common stock, including the April 2014 authorization to repurchase an additional $4.000 billion of our common stock. We repurchased $2.928 billion, $2.769 billion, and $2.050 billion of treasury stock under the program in 2014, 2013 and 2012, respectively, excluding transaction fees. As of December 31, 2014 an aggregate 118.7 million common shares were repurchased under the program at an average price of $87.24 per common share and total cost of $10.360 billion. | |||||||
Other: When employee awards of RSUs vest and are settled net in order to fulfill minimum statutory tax withholding requirements, the shares withheld are reflected as treasury stock. | |||||||
A summary of changes in common stock issued and treasury stock is presented below: | |||||||
Common Stock | Common Stock | ||||||
in Treasury | |||||||
31-Dec-11 | 858.8 | (49.9 | ) | ||||
Exercise of stock options, warrants and conversion of restricted stock units | 21.5 | (0.2 | ) | ||||
Issuance of common stock for employee benefit plans | 0.6 | — | |||||
Shares repurchased under share repurchase program | — | (28.6 | ) | ||||
31-Dec-12 | 880.9 | (78.7 | ) | ||||
Exercise of stock options and conversion of restricted stock units | 25 | (0.5 | ) | ||||
Issuance of common stock for employee benefit plans | 0.6 | — | |||||
Shares repurchased under share repurchase program | — | (22.3 | ) | ||||
31-Dec-13 | 906.5 | (101.5 | ) | ||||
Exercise of stock options and conversion of restricted stock units | 18.3 | (1.3 | ) | ||||
Issuance of common stock for employee benefit plans | — | 0.2 | |||||
Shares repurchased under share repurchase program | — | (22.0 | ) | ||||
31-Dec-14 | 924.8 | (124.6 | ) | ||||
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income | ||||||||||||||||||||
The components of other comprehensive income (loss) consist of changes in pension liability, changes in net unrealized gains (losses) on marketable securities classified as available-for-sale, net unrealized gains (losses) related to cash flow hedges and changes in foreign currency translation adjustments, which includes changes in a subsidiary's functional currency and net asset transfers of common control subsidiaries. The accumulated balances related to each component of other comprehensive income (loss), net of tax, are summarized as follows: | |||||||||||||||||||||
Pension | Net Unrealized | Net Unrealized | Foreign | Total | |||||||||||||||||
Liability | Gains (Losses) From | Gains (Losses) | Currency | Accumulated | |||||||||||||||||
Marketable Securities | From Hedges | Translation | Other | ||||||||||||||||||
Adjustment | Comprehensive | ||||||||||||||||||||
Income (Loss) | |||||||||||||||||||||
Balance December 31, 2012 | $ | (10.1 | ) | $ | 4.2 | $ | (16.0 | ) | $ | (27.8 | ) | $ | (49.7 | ) | |||||||
Other comprehensive income (loss) before reclassifications | 3.2 | 128 | (5.8 | ) | 27.4 | 152.8 | |||||||||||||||
Amount reclassified from accumulated other comprehensive income | — | 5.1 | (14.2 | ) | — | (9.1 | ) | ||||||||||||||
Net current-period other comprehensive income (loss) | 3.2 | 133.1 | (20.0 | ) | 27.4 | 143.7 | |||||||||||||||
Balance December 31, 2013 | $ | (6.9 | ) | $ | 137.3 | $ | (36.0 | ) | $ | (0.4 | ) | $ | 94 | ||||||||
Other comprehensive income (loss) before reclassifications | (8.6 | ) | 320.1 | 580.4 | (49.8 | ) | 842.1 | ||||||||||||||
Amount reclassified from accumulated other comprehensive income | — | 3.5 | (24.8 | ) | — | (21.3 | ) | ||||||||||||||
Net current-period other comprehensive income (loss) | (8.6 | ) | 323.6 | 555.6 | (49.8 | ) | 820.8 | ||||||||||||||
Balance December 31, 2014 | $ | (15.5 | ) | $ | 460.9 | $ | 519.6 | $ | (50.2 | ) | $ | 914.8 | |||||||||
Gains (Losses) Reclassified Out of Accumulated | |||||||||||||||||||||
Other Comprehensive Income | |||||||||||||||||||||
Accumulated Other Comprehensive Income Components | Affected Line Item in the Consolidated Statements of Income | Years Ended December 31, | |||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Gains (losses) from cash-flow hedges: | |||||||||||||||||||||
Foreign exchange contracts | Net product sales | $ | 27.5 | $ | 10.7 | $ | 80.9 | ||||||||||||||
Treasury rate lock agreements | Interest (expense) | (3.5 | ) | (3.4 | ) | (1.3 | ) | ||||||||||||||
Interest rate swap agreements | Interest (expense) | (0.9 | ) | — | — | ||||||||||||||||
Income tax benefit (expense) | 1.7 | 6.9 | (1.9 | ) | |||||||||||||||||
Gains (losses) from available-for-sale marketable securities: | |||||||||||||||||||||
Realized income (loss) on sales of marketable securities | Interest and investment income, net | (5.4 | ) | (7.3 | ) | (1.1 | ) | ||||||||||||||
Income tax benefit | 1.9 | 2.2 | 0.1 | ||||||||||||||||||
Total reclassification, net of tax | $ | 21.3 | $ | 9.1 | $ | 76.7 | |||||||||||||||
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Share-Based Compensation | Share-Based Compensation | |||||||||||||
We have a stockholder-approved stock incentive plan, the 2008 Stock Incentive Plan (Amended and Restated as of April 17, 2013 and as further amended on April 17, 2014) (Plan) which provides for the granting of options, RSUs, stock appreciation rights, PSUs and other share-based awards to our employees and officers. The Management Compensation and Development Committee of the Board of Directors (Compensation Committee) may determine the type, amount and terms, including vesting, of any awards made under the Plan. | ||||||||||||||
On June 18, 2014, our stockholders approved an amendment of the Plan, which included the following key modifications: adoption of an aggregate share reserve of 228.0 million shares of Common Stock (after giving effect to the Stock Split), which includes 18.0 million new post-split shares of Common Stock; and an extension of the term of the Plan through April 16, 2024. | ||||||||||||||
With respect to options granted under the Plan, the exercise price may not be less than the market closing price of the common stock on the date of grant. In general, options granted under the Plan vest over periods ranging from immediate vesting to four-year vesting and expire ten years from the date of grant, subject to earlier expiration in case of termination of employment unless the participant meets the retirement provision under which the option would have a maximum of three additional years to vest. The vesting period for options granted under the Plan is subject to certain acceleration provisions if a change in control, as defined in the Plan, occurs. Plan participants may elect to exercise options at any time during the option term. However, any shares so purchased which have not vested as of the date of exercise shall be subject to forfeiture, which will lapse in accordance with the established vesting time period. | ||||||||||||||
Shares of common stock available for future share-based grants under all plans were 33.7 million at December 31, 2014. | ||||||||||||||
The following table summarizes the components of share-based compensation expense in the Consolidated Statements of Income for the years ended December 31, 2014, 2013 and 2012: | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Cost of goods sold | $ | 26.2 | $ | 18.5 | $ | 12.4 | ||||||||
Research and development | 196.5 | 144.7 | 102.4 | |||||||||||
Selling, general and administrative | 224.9 | 162.6 | 116.2 | |||||||||||
Total share-based compensation expense | 447.6 | 325.8 | 231 | |||||||||||
Tax benefit related to share-based compensation expense | 129.3 | 94.5 | 61.3 | |||||||||||
Reduction in income | $ | 318.3 | $ | 231.3 | $ | 169.7 | ||||||||
Included in share-based compensation expense for the years ended December 31, 2014, 2013 and 2012 was compensation expense related to non-qualified stock options of $276.3 million, $197.6 million and $155.2 million, respectively. Net proceeds received from share-based compensation arrangements for the years ended December 31, 2014, 2013 and 2012 were $297.2 million, $551.6 million and $476.2 million, respectively, and the excess tax benefit recognized was $250.6 million, $169.4 million and $49.3 million, respectively. We do not recognize a deferred tax asset for excess tax benefits that have not been realized and have adopted the tax law method as our accounting policy regarding the ordering of tax benefits to determine whether an excess tax benefit has been realized. | ||||||||||||||
Stock Options: As of December 31, 2014, there was $558.4 million of total unrecognized compensation cost related to stock options granted under the plans. That cost will be recognized over an expected remaining weighted-average period of 2.1 years. | ||||||||||||||
The weighted-average grant date fair value of the stock options granted during the years ended December 31, 2014, 2013 and 2012 was $27.92 per share, $20.22 per share and $9.67 per share, respectively. We estimated the fair value of options granted using a Black-Scholes option pricing model with the following assumptions: | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Risk-free interest rate | 1.51% - 1.90% | 0.68% - 1.70% | 0.21% - 1.23% | |||||||||||
Expected volatility | 28% - 37% | 27% - 35% | 27% - 30% | |||||||||||
Weighted average expected volatility | 33% | 31% | 28% | |||||||||||
Expected term (years) | 5.02 - 5.06 | 5.03 - 5.50 | 1.30 - 5.17 | |||||||||||
Expected dividend yield | 0% | 0% | 0% | |||||||||||
The risk-free interest rate is based on the U.S. Treasury zero-coupon curve. Expected volatility of stock option awards is estimated based on the implied volatility of our publicly traded options with settlement dates of six months. The use of implied volatility was based upon the availability of actively traded options on our common stock and the assessment that implied volatility is more representative of future stock price trends than historical volatility. The expected term of an employee share option is the period of time for which the option is expected to be outstanding. We made a determination of expected term by analyzing employees' historical exercise experience from its history of grants and exercises in our option database and management estimates. Forfeiture rates are estimated based on historical data. | ||||||||||||||
The following table summarizes all stock option activity for the year ended December 31, 2014: | ||||||||||||||
Options | Weighted | Weighted | Aggregate | |||||||||||
Average Exercise | Average Remaining | Intrinsic Value | ||||||||||||
Price Per Option | Contractual | (In Millions) | ||||||||||||
Term (Years) | ||||||||||||||
Outstanding at December 31, 2013 | 79.2 | $ | 38.47 | 7.1 | $ | 3,643.40 | ||||||||
Changes during the Year: | ||||||||||||||
Granted | 14.5 | 88.38 | ||||||||||||
Exercised | (14.8 | ) | 28.41 | |||||||||||
Forfeited | (1.6 | ) | 53.14 | |||||||||||
Expired | (0.1 | ) | 32.45 | |||||||||||
Outstanding at December 31, 2014 | 77.2 | $ | 49.47 | 6.9 | $ | 4,823.80 | ||||||||
Vested at December 31, 2014 or expected to vest in the future | 76.4 | $ | 49.18 | 6.9 | $ | 4,794.10 | ||||||||
Vested at December 31, 2014 | 36.4 | $ | 33.34 | 5.4 | $ | 2,861.30 | ||||||||
The total fair value of shares vested during the years ended December 31, 2014, 2013 and 2012 was $211.3 million, $159.3 million and $144.1 million, respectively. The total intrinsic value of stock options exercised during the years ended December 31, 2014, 2013 and 2012 was $946.6 million, $814.7 million and $293.5 million, respectively. We primarily utilize newly issued shares to satisfy the exercise of stock options. | ||||||||||||||
Restricted Stock Units: We issue RSUs, under our equity program in order to provide an effective incentive award with a strong retention component. Equity awards may, at the option of employee participants, be divided between stock options and RSUs. The employee may choose between alternate Company defined mixes of stock options and RSUs, with the number of options to be granted reduced by four for every one RSU to be granted. Information regarding the Company's RSUs for the years ended December 31, 2014 and 2013 is as follows: | ||||||||||||||
Nonvested RSUs | Share Equivalent | Weighted Average Grant Date Fair Value | ||||||||||||
Nonvested at December 31, 2013 | 10.1 | $ | 44.08 | |||||||||||
Changes during the period: | ||||||||||||||
Granted | 2.3 | 90.28 | ||||||||||||
Vested | (2.7 | ) | 30.75 | |||||||||||
Forfeited | (0.3 | ) | 50.28 | |||||||||||
Nonvested at December 31, 2014 | 9.4 | $ | 59.02 | |||||||||||
As of December 31, 2014, there was $272.2 million of total unrecognized compensation cost related to non-vested awards of RSUs. That cost is expected to be recognized over a weighted-average period of 1.2 years. The Company primarily utilizes newly issued shares to satisfy the vesting of RSUs. | ||||||||||||||
Performance-Based Restricted Stock Units: The Company's performance-based restricted stock units vest contingent upon the achievement of pre-determined performance-based milestones typically related to product development. The following table summarizes the Company's performance-based restricted stock unit activity for the year ended December 31, 2014 (shares in thousands): | ||||||||||||||
Nonvested Performance-Based RSUs | Share Equivalent | Weighted Average Grant Date Fair Value | ||||||||||||
Nonvested at December 31, 2013 | 116 | $ | 53.44 | |||||||||||
Changes during the period: | ||||||||||||||
Granted | 48 | 87.54 | ||||||||||||
Vested | (24 | ) | 30.39 | |||||||||||
Forfeited | (7 | ) | 59.68 | |||||||||||
Non-vested at December 31, 2014 | 133 | $ | 69.57 | |||||||||||
As of December 31, 2014, there was $5.6 million of total unrecognized compensation cost related to non-vested awards of performance-based RSUs that is expected to be recognized over a weighted-average period of 1.5 years. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans |
We sponsor an employee savings and retirement plan, which qualifies under Section 401(k) of the Internal Revenue Code, as amended (the Code) for our U.S. employees. Our contributions to the U.S. savings plan are discretionary and have historically been made in the form of our common stock (See Note 12). Such contributions are based on specified percentages of employee contributions up to 6% of eligible compensation or a maximum permitted by law. Total expense for contributions to the U.S. savings plans were $40.7 million, $32.6 million and $19.3 million in 2014, 2013 and 2012, respectively. | |
We also sponsor defined contribution plans in certain foreign locations. Participation in these plans is subject to the local laws that are in effect for each country and may include statutorily imposed minimum contributions. We also maintain defined benefit plans in certain foreign locations for which the obligations and the net periodic pension costs were determined to be immaterial at December 31, 2014. | |
In 2000, our Board of Directors approved a deferred compensation plan. The plan was frozen effective as of December 31, 2004, and no additional contributions or deferrals can be made to that plan. Accrued benefits under the frozen plan will continue to be governed by the terms under the tax laws in effect prior to the enactment of Section 409A. | |
In February 2005, our Board of Directors adopted the Celgene Corporation 2005 Deferred Compensation Plan, effective as of January 1, 2005, and amended the plan in February 2008. This plan operates as our ongoing deferred compensation plan and is intended to comply with the American Jobs Creation Act of 2004, Section 409A. Eligible participants, which include certain top-level executives as specified by the plan, can elect to defer up to an amended 90% of the participant's base salary, 100% of cash bonuses and equity compensation allowed under Section 409A of the Code. Company contributions to the deferred compensation plan represent a match to certain participants' deferrals up to a specified percentage, which currently ranges from 10% to 20%, depending on the employee's position as specified in the plan, of the participant's base salary. We recorded expenses of $0.3 million, $0.6 million and $0.6 million related to the deferred compensation plans in 2014, 2013 and 2012, respectively. The Company's matches are fully vested upon contribution. All other Company contributions to the plan do not vest until the specified requirements are met. At December 31, 2014 and 2013, we had a deferred compensation liability included in other non-current liabilities in the Consolidated Balance Sheets of approximately $91.0 million and $73.7 million, respectively, which included the participant's elected deferral of salaries and bonuses, the Company's matching contribution and earnings on deferred amounts as of that date. The plan provides various alternatives for the measurement of earnings on the amounts participants defer under the plan. The measurement alternatives are based on returns of a variety of funds that offer plan participants the option to spread their risk across a diverse group of investments. | |
In 2003, we established a Long-Term Incentive Plan (LTIP) designed to provide key officers and executives with performance-based incentive opportunities contingent upon achievement of pre-established corporate performance objectives covering a three-year period. We currently have three separate three-year performance cycles running concurrently ending December 31, 2015, 2016 and 2017. Performance measures for each of the performance cycles are based on the following components: 37.5% on non-GAAP earnings per share (as defined in the LTIP); 37.5% on total non-GAAP revenue (as defined in the LTIP); and 25% on relative total shareholder return, which is a measurement of our stock price performance during the applicable three-year period compared with a group of other companies in the biopharmaceutical industry. | |
Threshold, target and maximum cash payout levels under the three current LTIP performance cycles are calculated as a percentage between 0% to 200% of each participant’s base salary at the time the LTIP was approved by the Compensation Committee. Such awards are payable in cash or common stock or a mixture of cash and common stock, which will be determined by the Compensation Committee at the time of award delivery. Share-based payout levels are calculated using the cash-based threshold, target and maximum levels, divided by the average closing price of Celgene stock for the 30 trading days prior to the commencement of each performance cycle. Therefore, final share-based award values are reflective of the stock price at the end of the measurement period. The Compensation Committee may determine that payments made in common stock are restricted from trading for a period of time. The estimated payout value for the concluded 2014 Plan is $36.5 million, which is included in accrued expenses at December 31, 2014, and the maximum potential cash-based payout, assuming maximum objectives are achieved for the 2015, 2016 and 2017 Plans are $22.6 million, $25.2 million and $16.4 million, respectively. The reduction in the maximum potential cash-based payout for the 2017 Plan reflects a shift in the mix of compensation components for certain senior executives, including performance-based equity compensation in lieu of LTIP participation. We accrue the long-term incentive liability over each three-year cycle. Prior to the end of a three-year cycle, the accrual is based on an estimate of our level of achievement during the cycle. Upon a change in control, participants will be entitled to an immediate payment equal to their target award or, if higher, an award based on actual performance through the date of the change in control. For the years ended December 31, 2014, 2013 and 2012, we recognized expense related to the LTIP of $42.3 million, $40.8 million and $10.0 million, respectively. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||||||
Income Taxes | Income Taxes | ||||||||||||||||
Income before income taxes is as follows: | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
U.S. | $ | 565 | $ | 36.8 | $ | 279.6 | |||||||||||
Non-U.S. | 1,762.40 | 1,628.60 | 1,401.90 | ||||||||||||||
Income before income taxes | $ | 2,327.40 | $ | 1,665.40 | $ | 1,681.50 | |||||||||||
For the years ended December 31, 2014, 2013 and 2012, U.S. income before income taxes reflects charges related to share-based compensation, up-front collaboration payments, asset impairments and acquisitions, which in the aggregate, increased in the United States from 2012 to 2013 and decreased from 2013 to 2014. Many of these charges are not deductible for U.S. income tax purposes. These charges were lower outside the United States in those years. | |||||||||||||||||
The provision (benefit) for taxes on income is as follows: | |||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
United States: | |||||||||||||||||
Taxes currently payable: | |||||||||||||||||
Federal | $ | 489.4 | $ | 352.6 | $ | 101.5 | |||||||||||
State and local | 56.3 | 45.4 | (31.8 | ) | |||||||||||||
Deferred income taxes | (273.8 | ) | (245.1 | ) | 107.3 | ||||||||||||
Total U.S. tax provision | 271.9 | 152.9 | 177 | ||||||||||||||
International: | |||||||||||||||||
Taxes currently payable | 54.1 | 64.1 | 55.4 | ||||||||||||||
Deferred income taxes | 1.5 | (1.5 | ) | (7.1 | ) | ||||||||||||
Total international tax provision | 55.6 | 62.6 | 48.3 | ||||||||||||||
Total provision | $ | 327.5 | $ | 215.5 | $ | 225.3 | |||||||||||
Amounts are reflected in the preceding tables based on the location of the taxing authorities. We do not provide for U.S. federal or state income taxes on unremitted earnings of our international subsidiaries that are indefinitely invested outside the United States. As of December 31, 2014, we have not made a U.S. tax provision on $7.541 billion of unremitted earnings of our international subsidiaries. As these earnings are expected to be reinvested overseas indefinitely, it is not practicable to compute the estimated deferred tax liability on these earnings. | |||||||||||||||||
Deferred taxes arise because of different treatment between financial statement accounting and tax accounting, known as temporary differences. We record the tax effect on these temporary differences as deferred tax assets (generally items that can be used as a tax deduction or credit in future periods) or deferred tax liabilities (generally items for which we received a tax deduction but that have not yet been recorded in the Consolidated Statements of Income). We periodically evaluate the likelihood of the realization of deferred tax assets, and reduce the carrying amount of these deferred tax assets by a valuation allowance to the extent we believe a portion will not be realized. We consider many factors when assessing the likelihood of future realization of deferred tax assets, including our recent cumulative earnings experience by taxing jurisdiction, expectations of future taxable income, the carryforward periods available to us for tax reporting purposes, tax planning strategies and other relevant factors. Significant judgment is required in making this assessment. At December 31, 2014 and 2013, it was more likely than not that we would realize our deferred tax assets, net of valuation allowances. The principal valuation allowance relates to deferred tax assets generated by certain fair value adjustments which, if realized for tax purposes, are expected to result in non-deductible losses. The increase in gross deferred tax assets and liabilities for intangible assets was primarily related to our license agreement with Nogra Pharma Limited, which was accounted for as a business combination. | |||||||||||||||||
Approximately $900.0 million of our foreign earnings may not be required for use in offshore operations and may be available for use in the United States. These earnings are not treated as permanently reinvested, and our deferred tax liabilities include $316.5 million for the estimated U.S. federal and state income taxes that may be incurred should these earnings be repatriated. In drawing this conclusion, we considered our future sources of funds as well as our global operating and strategic liquidity needs, including common share repurchase activities and expansion of our commercial, research, manufacturing and administrative infrastructure worldwide. | |||||||||||||||||
At December 31, 2014 and 2013 the tax effects of temporary differences that give rise to deferred tax assets and liabilities were as follows: | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Assets | Liabilities | Assets | Liabilities | ||||||||||||||
NOL carryforwards | $ | 4.5 | $ | — | $ | 5.3 | $ | — | |||||||||
Deferred revenue | 1.7 | — | 2.3 | — | |||||||||||||
Capitalized research expenses | 4.8 | — | 6.1 | — | |||||||||||||
Tax credit carryforwards | 5 | — | 4.2 | — | |||||||||||||
Non-qualified stock options | 250.5 | — | 183.3 | — | |||||||||||||
Plant and equipment, primarily differences in depreciation | — | (7.4 | ) | — | (9.6 | ) | |||||||||||
Inventory | 14.5 | — | 8.4 | — | |||||||||||||
Other assets | 41.5 | (4.0 | ) | 32.7 | (0.7 | ) | |||||||||||
Intangible assets | 654.7 | (1,183.2 | ) | 311.9 | (1,005.0 | ) | |||||||||||
Accrued and other expenses | 191.6 | — | 161.3 | — | |||||||||||||
Unremitted earnings | — | (316.5 | ) | — | (316.5 | ) | |||||||||||
Unrealized (gains) losses on securities | — | (236.5 | ) | — | (71.4 | ) | |||||||||||
Subtotal | 1,168.80 | (1,747.6 | ) | 715.5 | (1,403.2 | ) | |||||||||||
Valuation allowance | (39.7 | ) | — | (35.5 | ) | — | |||||||||||
Total deferred taxes | $ | 1,129.10 | $ | (1,747.6 | ) | $ | 680 | $ | (1,403.2 | ) | |||||||
Net deferred tax asset (liability) | $ | (618.5 | ) | $ | (723.2 | ) | |||||||||||
At December 31, 2014 and 2013, deferred tax assets and liabilities were classified on the Company's balance sheet as follows: | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Current assets | $ | 11.7 | $ | 25.3 | |||||||||||||
Other assets (non-current) | 56.6 | 56.4 | |||||||||||||||
Current liabilities | (131.2 | ) | — | ||||||||||||||
Other non-current liabilities | (555.6 | ) | (804.9 | ) | |||||||||||||
Net deferred tax asset (liability) | $ | (618.5 | ) | $ | (723.2 | ) | |||||||||||
Reconciliation of the U.S. statutory income tax rate to the Company's effective tax rate is as follows: | |||||||||||||||||
Percentages | 2014 | 2013 | 2012 | ||||||||||||||
U.S. statutory rate | 35 | % | 35 | % | 35 | % | |||||||||||
Foreign tax rate differences | (22.3 | )% | (28.8 | )% | (28.0 | )% | |||||||||||
Unremitted earnings | — | % | — | % | 18.8 | % | |||||||||||
State taxes, net of federal benefit | 1 | % | 0.6 | % | 1.1 | % | |||||||||||
Change in valuation allowance | 0.2 | % | 1.2 | % | 0.4 | % | |||||||||||
Acquisition related differences | (0.3 | )% | 3.7 | % | 3.8 | % | |||||||||||
Changes in uncertain tax positions | (0.4 | )% | 0.8 | % | (19.3 | )% | |||||||||||
Other | 0.9 | % | 0.4 | % | 1.6 | % | |||||||||||
Effective income tax rate | 14.1 | % | 12.9 | % | 13.4 | % | |||||||||||
In our reconciliation of the U.S. statutory income tax rate to our effective tax rate, we disclose changes in uncertain tax positions which include the effect of settlements, expirations of statutes of limitations, and other changes in prior year tax positions. | |||||||||||||||||
We have operations in many foreign tax jurisdictions, which impose income taxes at different rates than the United States. The impact of these rate differences is included in the foreign tax rate differences that we disclose in our reconciliation of the U.S. statutory income tax rate to our effective tax rate. The benefit related to foreign tax rate differences primarily results from our commercial operations in Switzerland, which include significant research and development and manufacturing for worldwide markets. We operate under an income tax agreement in Switzerland through 2015 that provides an exemption from most Swiss income taxes on our operations in Switzerland. In 2013, we entered into a new agreement with the Swiss tax authorities which reflects the planned expansion of our Swiss operations and coupled with a 2014 reorganization of our Swiss operations will result in similar tax benefits through the end of 2024. The difference between the maximum statutory Swiss income tax rate (approximately 18.4% in 2014, 19.7% in 2013 and 21.0% in 2012) and our Swiss income tax rate under the tax agreement resulted in a reduction in the 2014, 2013 and 2012 effective tax rates of 18.0, 25.1 and 26.6 percentage points, respectively. The decrease in benefits reflected in the foreign tax rate differences from 2013 to 2014 results primarily from a decrease in the proportion of consolidated income before taxes from non-U.S. operations. | |||||||||||||||||
At December 31, 2014, we had combined state NOL carryforwards of approximately $507.2 million that will expire in the years 2015 through 2034. We also have research and experimentation credit carryforwards of approximately $10.2 million that will expire in the years 2018 through 2028. Excess tax benefits related to stock option deductions incurred after December 31, 2005 are required to be recognized in the period in which the tax deduction is realized through a reduction of income taxes payable. As a result, we have not recorded deferred tax assets for certain stock option deductions included in our state NOL carryforwards and research and experimentation credit carryforwards. At December 31, 2014, deferred tax assets have not been recorded on state NOL carryforwards of approximately $344.1 million and for research and experimentation credits of approximately $5.7 million. These stock option tax benefits will be recorded as an increase in additional paid-in capital when realized. | |||||||||||||||||
We realized stock option deduction benefits in 2014, 2013 and 2012 for income tax purposes and have increased additional paid-in capital in the amount of approximately $252.6 million, $170.0 million and $55.8 million, respectively. We have recorded deferred income taxes as a component of accumulated other comprehensive income resulting in a deferred income tax liability at December 31, 2014 and 2013 of $236.5 million and $71.4 million, respectively. | |||||||||||||||||
Our tax returns are under routine examination in many taxing jurisdictions. The scope of these examinations includes, but is not limited to, the review of our taxable presence in a jurisdiction, our deduction of certain items, our claims for research and development credits, our compliance with transfer pricing rules and regulations and the inclusion or exclusion of amounts from our tax returns as filed. During 2012, we settled an examination with the U.S. Internal Revenue Service (IRS) for the years ended December 31, 2006, 2007 and 2008. Our U.S. federal income tax returns have now been audited by the IRS through the year ended December 31, 2008. Tax returns for the years ended December 31, 2009, 2010, and 2011 are currently under examination by the IRS, which is scheduled to be completed within the next twelve months. We are also subject to audits by various state and foreign taxing authorities, including, but not limited to, most U.S. states and major European and Asian countries where we have operations. | |||||||||||||||||
We regularly reevaluate our tax positions and the associated interest and penalties, if applicable, resulting from audits of federal, state and foreign income tax filings, as well as changes in tax law (including regulations, administrative pronouncements, judicial precedents, etc.) that would reduce the technical merits of the position to below more likely than not. We believe that our accruals for tax liabilities are adequate for all open years. Many factors are considered in making these evaluations, including past history, recent interpretations of tax law and the specifics of each matter. Because tax regulations are subject to interpretation and tax litigation is inherently uncertain, these evaluations can involve a series of complex judgments about future events and can rely heavily on estimates and assumptions. We apply a variety of methodologies in making these estimates and assumptions, which include studies performed by independent economists, advice from industry and subject experts, evaluation of public actions taken by the IRS and other taxing authorities, as well as our industry experience. These evaluations are based on estimates and assumptions that have been deemed reasonable by management. However, if management's estimates are not representative of actual outcomes, our results of operations could be materially impacted. | |||||||||||||||||
Unrecognized tax benefits, generally represented by liabilities on the consolidated balance sheet and all subject to tax examinations, arise when the estimated benefit recorded in the financial statements differs from the amounts taken or expected to be taken in a tax return because of the uncertainties described above. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Balance at beginning of year | $ | 219.2 | $ | 174.7 | |||||||||||||
Increases related to prior year tax positions | 2.8 | 25.5 | |||||||||||||||
Decreases related to prior year tax positions | — | — | |||||||||||||||
Increases related to current year tax positions | 44.4 | 30.2 | |||||||||||||||
Settlements | (10.0 | ) | (10.3 | ) | |||||||||||||
Lapse of statute | (4.6 | ) | (0.9 | ) | |||||||||||||
Balance at end of year | $ | 251.8 | $ | 219.2 | |||||||||||||
These unrecognized tax benefits relate primarily to issues common among multinational corporations. If recognized, unrecognized tax benefits of approximately $229.5 million would have a net impact on the effective tax rate. We account for interest and penalties related to uncertain tax positions as part of our provision for income taxes. Accrued interest at December 31, 2014 and 2013 is approximately $28.1 million and $23.2 million, respectively. | |||||||||||||||||
We have recorded changes in the liability for unrecognized tax benefits for current and prior year tax positions related to ongoing income tax audits in various taxing jurisdictions. The liability for unrecognized tax benefits is expected to increase in the next twelve months relating to operations occurring in that period. Any settlements of examinations with taxing authorities or statute of limitations expirations would likely result in a decrease in our liability for unrecognized tax benefits and a corresponding increase in taxes paid or payable and/or a decrease in income tax expense. Certain examinations are scheduled to conclude within the next twelve months. It is reasonably possible that the amount of the liability for unrecognized tax benefits could change by a significant amount during the next twelve-month period as a result of settlements or statute of limitations expirations. Finalizing examinations with the relevant taxing authorities can include formal administrative and legal proceedings and, as a result, it is difficult to estimate the timing and range of possible change related to the Company’s unrecognized tax benefits. An estimate of the range of the possible change cannot be made until issues are further developed or examinations close. Our estimates of tax benefits and potential tax benefits may not be representative of actual outcomes, and variation from such estimates could materially affect our financial statements in the period of settlement or when the statutes of limitations expire. |
Collaboration_Agreements
Collaboration Agreements | 12 Months Ended | ||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||
Collaboration Agreements | |||||||||||||||||||||||||||
Collaboration Agreements | Collaboration Agreements | ||||||||||||||||||||||||||
From time to time, we enter into collaborative arrangements for the research and development, license, manufacture and/or commercialization of products and/or product candidates. In addition, we also acquire product and research and development technology rights and establish research and development collaborations with third parties to enhance our strategic position within our industry by strengthening and diversifying our research and development capabilities, product pipeline and marketed product base. These arrangements may include non-refundable, upfront payments, option payments for the purchase or license of additional rights, development, regulatory and commercial performance milestone payments, cost sharing arrangements, royalty payments, profit sharing and equity investments. Certain of these arrangements obligate us to make additional equity investments in the event of an initial public offering of equity by our partners. The activities under these collaboration agreements are performed with no guarantee of either technological or commercial success. Although we do not consider any individual alliance to be material, certain of the more notable alliances are described below. Summarized financial information related to our alliances is presented in tabular format after the description of alliances: | |||||||||||||||||||||||||||
Novartis Pharma AG: On April 19, 2000, we licensed the worldwide rights (excluding Canada) regarding certain chirally pure forms of methylphenidate for FOCALIN® and FOCALIN XR® to Novartis. We also licensed to Novartis the rights related to long-acting formulations of methylphenidate and dex-methylphenidate products which are used in FOCALIN XR® and RITALIN LA®. We sell FOCALIN® to Novartis and receive royalties of between 30% and 35% on Novartis' sales of FOCALIN XR® and RITALIN LA®. The arrangement with Novartis will continue until the later of (i) the tenth anniversary of the first commercial launch on a country-by-country basis or (ii) when the last applicable patent expires with respect to that country. At the expiration date, we will grant Novartis a perpetual, non-exclusive, royalty-free license to make, have made, use, import and sell products using the dex-methylphenidate and long-acting formulation technology. The agreement may be terminated by Novartis upon 12 months prior written notice or by either party upon, among other things, the breach of a material obligation by the other party or in the event of withdrawal of the dex-methylphenidate product or RITALIN® product from the market because of regulatory mandate. | |||||||||||||||||||||||||||
If the agreement is terminated by us, then all licenses granted to Novartis under the agreement will terminate and Novartis will grant us a non-exclusive license to certain of their intellectual property related to the compounds and products. If the agreement is terminated by Novartis then all licenses granted to Novartis under the agreement will terminate. | |||||||||||||||||||||||||||
A generic version of methylphenidate hydrochloride was introduced in January 2012 and resulted in a decrease in royalties we received from Novartis related to sales of RITALIN LA®. A generic version of dexmethylphenidate hydrochloride was introduced in November 2013 and resulted in a decrease in royalties we received from Novartis related to sales of FOCALIN XR® . | |||||||||||||||||||||||||||
Acceleron Pharma (Acceleron): We have worldwide strategic collaboration agreements with Acceleron for the joint development and commercialization of sotatercept (ACE-011) and luspatercept (ACE-536). Sotatercept is currently in phase II studies for treatment of renal anemia, beta-thalassemia and MDS, and luspatercept is currently in phase II studies for beta-thalassemia and MDS. | |||||||||||||||||||||||||||
On January 1, 2013 we became responsible for the payment of all development costs related to sotatercept and luspatercept and have recognized development expenses as research and development expense as they were incurred. | |||||||||||||||||||||||||||
With respect to the sotatercept program, Acceleron is eligible to receive up to $367.0 million in development, regulatory approval and sales-based milestones and up to an additional $348.0 million for each of three specific discovery stage programs. We also agreed to co-promote the developed products in North America. Acceleron will receive tiered royalties on worldwide net sales upon the commercialization of a development compound. | |||||||||||||||||||||||||||
With respect to the luspatercept program, we have an exclusive, worldwide, royalty-bearing license to luspatercept and future Acceleron products for the treatment of anemia. We also agreed to co-promote the products in the United States, Canada and Mexico. Acceleron is eligible to receive development, regulatory approval and sales-based milestones of up to $217.5 million for luspatercept and up to an additional $170.8 million for the first discovery stage program, $148.8 million for the second discovery stage program and $125.4 million for each additional discovery stage program thereafter. Acceleron will receive tiered royalties on worldwide net sales upon the commercialization of a development compound. | |||||||||||||||||||||||||||
The sotatercept agreement may be terminated by us, at our sole discretion, at any time or by either party, among other things, upon a material breach by the other party. The luspatercept agreement may be terminated by us, at our sole discretion, after completion of the initial phase II clinical trial or by either party, among other things, upon a material breach by the other party. | |||||||||||||||||||||||||||
Agios Pharmaceuticals, Inc. (Agios): During 2010, we entered into a discovery and development collaboration and license agreement with Agios that focuses on cancer metabolism targets and the discovery, development and commercialization of associated therapeutics. We have an exclusive option to license any potential products that result from the Agios cancer metabolism research platform through the end of phase I clinical trials. | |||||||||||||||||||||||||||
With respect to each product that we choose to license, Agios could receive up to approximately $120.0 million upon achievement of certain milestones and other payments plus royalties on worldwide sales, and Agios may also participate in the development and commercialization of certain products in the United States. In December 2014, Celgene elected to extend the collaboration and license agreement for an additional year for a payment of $20.0 million. Our option to license products will terminate on April 14, 2016. | |||||||||||||||||||||||||||
In June 2014, we exercised our option to license AG-221 from Agios on an exclusive worldwide basis, with Agios retaining the right to conduct a portion of commercialization activities for AG-221 in the United States. AG-221 is currently in a phase I study in patients that harbor an IDH2 mutation with advanced hematologic malignancies, including acute myeloid leukemia (AML). | |||||||||||||||||||||||||||
Epizyme Inc. (Epizyme): In April 2012, we entered into a collaboration and license agreement with Epizyme to discover, develop and commercialize novel therapeutic compounds by inhibiting histone methyltransferases (HMT), an important epigenetic target class. Under the terms of the agreement, we made an upfront payment to Epizyme and also made an equity investment in Epizyme and received an exclusive option to license rights outside the United States to HMT inhibitors targeting the DOT1L HMT, including the Company’s product candidate EPZ-5676 and each Epizyme compound associated with such licensed compounds during the option term. If the option is exercised, Epizyme could receive up to $165.0 million in milestone payments associated with each Epizyme compound developed to inhibit each distinct HMT target under the collaboration plus royalties on sales. Epizyme will retain the rights to develop and commercialize compounds in the United States. | |||||||||||||||||||||||||||
The option term expires on either July 9, 2015 (or July 9, 2016 if we extend the option term for a fourth year and pay an option extension fee). Further, if an HMT target or targets are selected, the collaboration agreement will expire upon the expiration of all applicable royalty terms with respect to all licensed Epizyme compounds. Upon the expiration of the collaboration agreement, we will have a fully paid-up, royalty-free license to use Epizyme intellectual property to manufacture, market, use and sell such licensed Epizyme compounds outside the United States. | |||||||||||||||||||||||||||
Sutro Biopharma, Inc. (Sutro): In December 2012, we entered into a collaboration and license agreement with Sutro for the development of an antibody drug conjugate (ADC) and a bispecific antibody construct (BAC). Sutro controls and conducts initial development activities. We have the right to select one ADC among a number of different sequence-payload combinations and positional variants, and one BAC. Sutro will provide adequate quantities of any selected ADC and selected BAC to allow us to conduct all necessary preclinical studies, including toxicology and pharmacokinetics studies. | |||||||||||||||||||||||||||
Under the terms of the 2012 agreement, Sutro received payments totaling $35.0 million, which included an equity investment and other rights. In addition, the 2012 collaboration and license agreement includes certain development and regulatory milestones that could total up to $204.0 million for a selected ADC if approved in multiple indications, and up to $279.0 million for a selected BAC if approved in multiple indications, as well as tiered royalties based on annual net sales of licensed products. | |||||||||||||||||||||||||||
In September 2014, we entered into a second collaboration and license agreement with Sutro to jointly develop up to six prioritized anti-cancer BACs and/or ADCs directed primarily to immune-oncology targets. Sutro will control and conduct initial development activities. We have the right to advance any BAC and/or ADC to investigational new drug (IND)-enabling studies or to designate it as a development candidate, and in either case, we would then have the sole right and responsibility for development activities, although Sutro would still have certain limited manufacturing and supply obligations. | |||||||||||||||||||||||||||
Under the terms of the 2014 agreement, Sutro received payments totaling $95.0 million, which includes an equity investment that increases our ownership to approximately 15%, rights with respect to manufacturing and supply of BAC and ADC development candidates, and an option to acquire all of the outstanding equity of Sutro based on a pre-specified valuation procedure. The option is exercisable beginning September 2016 and expires upon the termination of the research term (as extended). | |||||||||||||||||||||||||||
For a future one-time payment, we have the right to obtain access to Sutro’s proprietary protein expression platform to use in conjunction with our intellectual property. Additionally, we have the right to have Sutro evaluate the performance of certain monospecific ADCs directed against up to five non-natural amino acid targets, and reengineer, express, and provide antibodies which incorporate a single non-natural amino acid sequence in a number of preferred locations. | |||||||||||||||||||||||||||
The research term of the collaboration and license agreement is three years, with an extension available for an additional one-and-a-half years for a payment of an additional fee. We have worldwide commercialization rights for development candidates in which at least one binding domain is directed to a certain undisclosed target, plus the first development candidate which does not include at least one binding domain directed to that certain undisclosed target but which achieves IND clearance in the U.S. For all other development candidates, Sutro has U.S. rights, while we have all ex-U.S. rights. | |||||||||||||||||||||||||||
Under the terms of the 2014 agreement, Sutro is eligible to receive research and manufacturing milestones of up to $75.0 million, clinical development and regulatory approval milestones of up to $275.0 million for each compound selected under the collaboration if approved in multiple indications, as well as tiered royalties based on annual net sales of licensed products. | |||||||||||||||||||||||||||
The collaboration and license agreement may be terminated by us at our discretion on a program-by-program basis upon one hundred twenty (120) days prior written notice, or by either party for material breach, intellectual property challenge, or bankruptcy by the other party. With certain exceptions, the collaboration and license agreement expires in its entirety upon the expiration of all applicable royalty terms under the Agreement. | |||||||||||||||||||||||||||
bluebird bio, Inc. (bluebird): In March 2013, we entered into a collaboration agreement with bluebird to discover, develop and commercialize novel disease-altering gene therapies in oncology. The collaboration focuses on applying gene therapy technology to modify a patient’s own T-cells, known as chimeric antigen receptor (CAR) T-cells, to target and destroy cancer cells. The collaboration has the potential to lead to the development of multiple CAR T-cell products. We have an option to license any products resulting from the collaboration after the completion of a phase I clinical study by bluebird for each product. | |||||||||||||||||||||||||||
We made an upfront payment and may be obligated to pay up to $225.0 million per licensed product in aggregate potential option fees and clinical and regulatory milestone payments. bluebird also has the option to participate in the development and commercialization of any licensed products resulting from the collaboration through a 50/50 co-development and profit share in the United States in exchange for a reduction of milestone payments. Royalties would also be paid to bluebird in regions where there is no profit share, including in the United States, if bluebird declines to exercise their co-development and profit sharing rights. | |||||||||||||||||||||||||||
The agreement has a termination date of March 19, 2016 and we have the option to extend the agreement until March 19, 2019 with the payment of extension fees. Further, we have the ability to terminate the collaboration at our discretion upon 90 days written notice to bluebird. If a product is optioned, the parties will enter into a pre-negotiated license agreement and potentially a co-development agreement should bluebird exercise its option to participate in the development and commercialization in the United States. The license agreement, if not terminated sooner, would expire upon the expiration of all applicable royalty terms under the agreement with respect to the particular product, and the co-development agreement, if not terminated sooner, would expire when the product is no longer being developed or commercialized in the United States. Upon the expiration of a particular license agreement, we will have a fully paid-up, royalty-free license to use bluebird intellectual property to manufacture, market, use and sell such licensed product. | |||||||||||||||||||||||||||
FORMA Therapeutics Holdings, LLC (FORMA): On April 19, 2013, we entered into a collaboration agreement with FORMA under which the parties will discover, develop and commercialize drug candidates to regulate protein homeostasis targets. Protein homeostasis, which is important in oncology, neurodegenerative and other disorders, involves a tightly regulated network of pathways controlling the biogenesis, folding, transport and degradation of proteins. | |||||||||||||||||||||||||||
The collaboration was launched with an upfront payment that enables us to evaluate selected targets and lead assets in protein homeostasis pathways during the pre-clinical phase. Based on such evaluation, we will have the right to obtain exclusive licenses with respect to the development and commercialization of multiple drug candidates outside of the United States, in exchange for research and early development payments of up to approximately $200.0 million to FORMA. Under the terms of the collaboration agreement, FORMA is incentivized to advance the full complement of drug candidates through Phase I, while Celgene will be responsible for all further global clinical development for each licensed candidate. FORMA is eligible to receive up to an additional $315.0 million in potential payments based upon development, regulatory and sales objectives for the first ex-U.S. license. FORMA is also eligible to receive potential payments for successive licenses, which escalate for productivity, increasing up to a maximum of an additional $430.0 million per program. In addition, FORMA will receive royalties on ex-U.S. sales and additional payments if multiple drug candidates reach defined cumulative sales objectives. The collaboration agreement includes provisions for Celgene to obtain rights with respect to development and commercialization of drug candidates inside the United States in exchange for additional payments. | |||||||||||||||||||||||||||
Under the collaboration, the parties will perform initial research and development for a term of four years. If, during such research term, a drug candidate meets certain criteria, then the parties will enter into a pre-negotiated license agreement and the collaboration will continue until all license agreements have expired and all applicable royalty terms under the collaboration with respect to the particular products have expired. Each license agreement, if not terminated sooner, would expire upon the expiration of all applicable royalty terms under such agreement. Upon the expiration of each license agreement, we will have an exclusive, fully-paid, royalty-free license to use the applicable FORMA intellectual property to manufacture, market, use and sell the product developed under such agreement outside of the United States. On October 7, 2013, we entered into the first ex-US license with FORMA and paid the applicable upfront payment under such license. | |||||||||||||||||||||||||||
On March 21, 2014, we entered into a second collaboration arrangement with FORMA, pursuant to which FORMA granted us an option for an additional fee to license the rights to select current and future FORMA drug candidates during a term of three and one half years. We agreed to pay an upfront payment of $225.0 million. In addition, with respect to each licensed drug candidate, we have the obligation to pay designated amounts when certain development, regulatory and sales milestone events occur, with such amounts being variable and contingent on various factors. With respect to each licensed drug candidate, we will assume responsibility for all global development activities and costs after completion of phase I clinical trials. FORMA will retain U.S. rights to all such licensed assets, including responsibility for manufacturing and commercialization. | |||||||||||||||||||||||||||
Under this collaboration arrangement, we also have an option to enter into up to two additional collaborations with successive terms of two years each for additional payments totaling approximately $375.0 million. If we exercise our option to enter into both of these additional collaborations, we will receive an exclusive option to acquire FORMA, including the U.S. rights to all licensed drug candidates, and worldwide rights to other wholly owned assets within FORMA at that time. | |||||||||||||||||||||||||||
MorphoSys AG (MorphoSys): In June 2013, we signed a collaboration, license and equity purchase agreement with MorphoSys to jointly develop MOR202 globally and to co-promote MOR202 in Europe. We retain the right to commercialize MOR202 outside of the co-promotion territory. In August 2013, the transaction became effective. MOR202 is a fully human monoclonal antibody targeting CD38 to treat patients with multiple myeloma and certain leukemias. MOR202 is currently being evaluated in a phase I/IIa trial in patients with relapsed/refractory multiple myeloma. | |||||||||||||||||||||||||||
MorphoSys could receive up to EUR 511.0 million (approximately $620.0 million) in development, regulatory and sales milestones and tiered royalties on net sales of MOR202 outside the co-promotion territory. In the co-promotion territory, MorphoSys retains a 50/50 profit sharing right on MOR202 in exchange for paying one third of the MOR202 development costs. Should MorphoSys choose to opt out of its co-promotion rights, MorphoSys would receive tiered royalties on net sales of MOR202 globally. | |||||||||||||||||||||||||||
The agreement may be terminated at our discretion upon six months written notice to MorphoSys, or by either party upon material breach of the other party. Upon the expiration of the agreement, we will have a fully paid-up, irrevocable, perpetual, non-terminable license to use the intellectual property licensed from MorphoSys to research, develop, make, commercialize, use and sell MOR202. | |||||||||||||||||||||||||||
Acetylon Pharmaceuticals, Inc. (Acetylon): In July 2013, we entered into a collaboration and option agreement with Acetylon. Under the agreement, the parties will support the development of Acetylon's portfolio of oral, selective HDAC inhibitors in oncology, hematology, immunology and neurologic disease indications. In addition, we have rights to receive certain research and development services from Acetylon and an exclusive right to acquire Acetylon at a later date at a purchase price based upon future independent company valuations. | |||||||||||||||||||||||||||
The collaboration focuses on the continued clinical advancement of Acetylon's lead candidate, ACY-1215, an HDAC6 inhibitor being developed for hematological malignancies, ACY-738 for neurological diseases, an HDAC1/2 inhibitor and a yet unnamed project, spanning cancer and non-cancer disease indications. Under the agreement, we made an upfront payment to Acetylon, which included a fee for entering into the collaboration, fees for the exclusive right to acquire Acetylon and the rights to receive certain research and development services from Acetylon. During the term of the agreement, Acetylon will retain control of its drug development programs. If we exercise our right to acquire Acetylon, in addition to the purchase price based upon independent company valuations to be paid at the time of the acquisition, Acetylon shareholders will be eligible to receive potential future milestone payments for approvals, or additional indications, of drugs developed by Acetylon and for accomplishing defined sales targets. If all the milestones are achieved, the aggregate amount of the milestone payments would be $1.100 billion. | |||||||||||||||||||||||||||
The agreement has an expiration date of December 31, 2015 and we have the right to extend the agreement until either June 30, 2016 or December 31, 2016 with the payment of an extension fee. Further, we have the ability to terminate the agreement at our discretion upon written notice to Acetylon. | |||||||||||||||||||||||||||
OncoMed Pharmaceuticals, Inc. (OncoMed): On December 2, 2013, we entered into a collaboration agreement to jointly develop and commercialize up to six anti-cancer stem cell (CSC) product candidates from OncoMed’s biologics pipeline, including demcizumab (OMP-21M18, Anti-DLL4). OncoMed will control and conduct initial clinical studies. We will have an option to license worldwide rights to up to six novel anti-CSC therapeutic candidates commencing upon the completion of enrollment of patients in a phase I trial (and with respect to Demcizumab, a phase II trial) and ending 60 days after delivery by OncoMed of the applicable data package for each therapeutic candidate, subject to certain extensions. We will also have research, development and commercialization rights to small molecule compounds in another cancer stem cell pathway, with OncoMed eligible to receive milestones and royalties on any resulting products. | |||||||||||||||||||||||||||
Demcizumab is currently in multiple phase Ib, phase Ib/II, and phase II clinical studies in combination with standard-of-care therapeutics, including a trial in patients with first-line advanced pancreatic cancer. Subsequent to the exercise of our option rights, the parties will co-develop demcizumab and share global development costs on a one-third OncoMed and two-thirds Celgene split. Outside the United States, we would lead development and commercialization efforts, with OncoMed eligible to receive milestones and tiered royalties on sales outside the United States. For sales in the United States, OncoMed and Celgene would share profits equally. | |||||||||||||||||||||||||||
In addition to demcizumab, the collaboration includes up to five phase Ia, preclinical- or discovery-stage biologics programs: OncoMed’s anti-DLL4/VEGF bispecific antibody and up to four additional biologics programs targeting either the RSPO-LGR CSC pathway or another CSC pathway. We have exclusive options on these programs during or after completion of certain phase I clinical trials to be conducted by OncoMed, which if exercised, contain U.S. profit sharing and co-commercialization terms, plus one-third OncoMed and two-thirds Celgene global development cost-sharing and royalties outside the profit-sharing territory. | |||||||||||||||||||||||||||
The collaboration agreement also includes option exercise payments and payments for achievement of development, regulatory and commercial milestones, paid on a per-program basis. For the demcizumab program, these contingent payments could total up to approximately $790.0 million, and include a payment for achievement of predetermined safety criteria in phase II clinical trials. For the anti-DLL4/VEGF bispecific antibody program, contingent payments could total up to $505.0 million. For the other four programs, each program is eligible for up to approximately $440.0 million of contingent payments. OncoMed could also receive more than $100.0 million in contingent payments for the small molecule program. | |||||||||||||||||||||||||||
The collaboration agreement may be terminated by us on a program-by-program basis upon one hundred twenty (120) days prior written notice before exercise of that program option, and after such program option exercise, by either party for material breach by the other party. With certain exceptions, the collaboration agreement expires upon the later of (a) the last-to-expire option term and (b) if one or more options are exercised, the termination or expiration of the last to expire agreement with respect to such exercised option. | |||||||||||||||||||||||||||
NantBioScience, Inc. (NantBioScience): In January 2014, we entered into a collaboration agreement with NantBioScience, an entity controlled by Dr. Patrick Soon-Shiong in which Celgene contributed $75 million of cash, the rights to the future royalty stream based on net sales of certain products of Active Biomaterials, LLC, another entity controlled by Dr. Patrick Soon-Shiong, and licenses to two nab® product candidates. In return, Celgene received a 14 percent preferred equity ownership in NantBioScience, an option to license a certain number of product candidates developed by NantBioScience, including the two nab® product candidates that Celgene is licensing to NantBioScience, and the parent company of NantBioScience assumed, and agreed to pay and satisfy when due, our obligation to pay The Chan Soon-Shiong Institute for Advanced Health (CSS Institute) $50.0 million in contingent, matching contributions. The transaction became effective in March 2014. Unless Celgene terminates the collaboration earlier, in Celgene’s sole discretion upon 30 days written notice, the collaboration will continue until the earliest to occur of: (a) Celgene licensing four NantBioScience product candidates; (b) NantBioScience presenting data packages for ten product candidates; and (c) the date which is 10 years after the effective date. Regardless of any termination of the collaboration, the 14 percent preferred equity ownership in NantBioScience and the assumption of the $50.0 million in contingent, matching contributions by the parent company of NantBioScience remain in effect. We performed a valuation of the components of the transaction and allocated the consideration transferred as follows: $50.0 million for the collaboration agreement upfront expense; $25.0 million related to the settlement of contingent matching contributions, and; $90.0 million related to the equity ownership in NantBioScience. | |||||||||||||||||||||||||||
Other Collaboration Arrangements in 2014: In addition to the collaboration arrangements described above, we entered into a number of collaborative arrangements during 2014 that include the potential for future milestone payments of up to an aggregate $134.5 million related to the attainment of specified developmental, regulatory and sales milestones over a period of several years. Our obligation to fund these efforts is contingent upon our continued involvement in the programs and/or the lack of any adverse events which could cause the discontinuance of the programs. | |||||||||||||||||||||||||||
Summarized financial information related to our collaboration agreements is presented below: | |||||||||||||||||||||||||||
Year ended December 31, | As of December 31,1 | ||||||||||||||||||||||||||
Research and Development Expense | |||||||||||||||||||||||||||
Upfront Fees | Milestones | Extension of Agreements | Amortization of Prepaid Research and Development | Additional Equity Investments Made | Intangible Asset Balance | Equity Investment Balance | Percentage of Outstanding Equity | ||||||||||||||||||||
Acceleron | 2014 | $ | — | $ | — | $ | — | $ | — | $ | 52.4 | $ | — | $ | 179.7 | 14 | % | ||||||||||
2013 | — | 17 | — | — | 10 | — | 127.2 | 11 | % | ||||||||||||||||||
2012 | — | — | — | — | — | ||||||||||||||||||||||
2011 and prior | 70 | 27.5 | — | — | 30.5 | ||||||||||||||||||||||
Acetylon | 2014 | — | — | — | 15.3 | — | 20.4 | 25 | 10 | % | |||||||||||||||||
2013 | 50 | — | — | 4.3 | 10 | 35.7 | 25 | 10 | % | ||||||||||||||||||
2012 | — | — | — | — | 5 | ||||||||||||||||||||||
2011 | — | — | — | — | 10 | ||||||||||||||||||||||
Agios | 2014 | — | — | 20 | — | 38.3 | — | 587.4 | 14 | % | |||||||||||||||||
2013 | — | — | 20 | — | 12.8 | — | 113 | 15 | % | ||||||||||||||||||
2012 | — | — | — | — | — | ||||||||||||||||||||||
2011 and prior | 121.2 | — | 20 | — | 37.5 | ||||||||||||||||||||||
bluebird | 2014 | — | — | — | 0.1 | — | 0.1 | — | N/A | ||||||||||||||||||
2013 | 74.7 | — | — | — | — | 0.2 | — | N/A | |||||||||||||||||||
Epizyme | 2014 | — | — | — | — | 9.9 | — | 69.3 | 11 | % | |||||||||||||||||
2013 | — | 25 | — | — | 1 | — | 69.4 | 12 | % | ||||||||||||||||||
2012 | 65 | — | — | — | 25 | ||||||||||||||||||||||
FORMA | 2014 | 225 | — | — | 0.1 | — | 0.1 | — | N/A | ||||||||||||||||||
2013 | 52.8 | — | — | — | — | 0.2 | — | N/A | |||||||||||||||||||
MorphoSys | 2014 | — | — | — | — | — | — | 73.9 | 3 | % | |||||||||||||||||
2013 | 94.3 | — | — | — | 61.3 | — | 61.4 | 3 | % | ||||||||||||||||||
NantBioScience2 | 2014 | 50 | — | — | — | 90 | — | 90 | 14 | % | |||||||||||||||||
OncoMed | 2014 | 2.5 | — | — | — | — | — | 32 | 5 | % | |||||||||||||||||
2013 | 155 | — | — | — | 22.2 | — | 43.4 | 5 | % | ||||||||||||||||||
Sutro | 2014 | 72.6 | — | — | 0.2 | 11.9 | 12.8 | 17.6 | 15 | % | |||||||||||||||||
2013 | — | — | — | 2.1 | 1.7 | 2.5 | 5.7 | 6 | % | ||||||||||||||||||
2012 | 26.3 | — | — | 0.2 | 4 | ||||||||||||||||||||||
Other Collaboration Arrangements | 2014 | 103.5 | 8.3 | — | 7.5 | 55.7 | 34.4 | 58.8 | N/A | ||||||||||||||||||
2013 | 149 | 1 | — | 0.9 | 10.4 | 23.1 | 6.1 | N/A | |||||||||||||||||||
2012 | 87.2 | 5.4 | — | — | 6.5 | ||||||||||||||||||||||
1 Year-end balance and percentage of outstanding equity are presented for the current and prior year. | |||||||||||||||||||||||||||
2 $25.0 million of expense related to the settlement of contingent matching contributions was also recognized at the inception of the collaboration agreement with NantBioScience and included in Selling, General and Administrative expense. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Commitments and Contingencies | Commitments and Contingencies | |||
Contingent Value Rights: In connection with the acquisition of Abraxis in 2010, CVRs were issued under a Contingent Value Rights Agreement, or CVR Agreement, entered into between Celgene and American Stock Transfer & Trust Company, LLC, as trustee. The CVRs are registered for trading on the NASDAQ Global Market under the symbol "CELGZ." The fair value of the liability of the Company related to payments under the CVR Agreement are subject to fluctuation based on trading prices for the publicly traded CVRs. Subsequent to the Abraxis Acquisition Date, we measured the contingent consideration represented by the CVRs at fair value with changes in fair value recognized in operating earnings. The fair value of our liability related to the CVRs was $136.3 million at the end of 2014 compared to $118.1 million at the end of 2013. | ||||
Each holder of a CVR is entitled to receive a pro rata portion, based on the number of CVRs then outstanding, of each of the following contingent cash payments: | ||||
• | Milestone Payment #1. $250.0 million upon FDA approval of ABRAXANE® for use in the treatment of NSCLC if such approval permits us to market ABRAXANE® with FDA approval that includes a progression-free survival, or PFS, claim, but only if this milestone is achieved no later than the fifth anniversary of the Merger. | |||
• | Milestone Payment #2. $400.0 million (if achieved no later than April 1, 2013) or $300.0 million (if achieved after April 1, 2013 and before the fifth anniversary of the Merger) upon FDA approval of ABRAXANE® for use in the treatment of pancreatic cancer, if such approval permits us to market ABRAXANE® with FDA approval that includes an overall survival claim. | |||
• | Net Sales Payments. For each full one-year period ending December 31 during the term of the CVR Agreement, which we refer to as a net sales measuring period (with the first net sales measuring period beginning January 1, 2011 and ending December 31, 2011): | |||
◦ | 2.5% of the net sales of ABRAXANE® and the Abraxis pipeline products that exceed $1.000 billion but are less than or equal to $2.000 billion for such period, plus | |||
◦ | an additional amount equal to 5% of the net sales of ABRAXANE® and the Abraxis pipeline products that exceed $2.000 billion but are less than or equal to $3.000 billion for such period, plus | |||
◦ | an additional amount equal to 10% of the net sales of ABRAXANE® and the Abraxis pipeline products that exceed $3.000 billion for such period. | |||
No payments will be due under the CVR Agreement with respect to net sales of ABRAXANE® and the Abraxis pipeline products after December 31, 2025, which we refer to as the net sales payment termination date, unless net sales for the net sales measuring period ending on December 31, 2025 are equal to or greater than $1.000 billion, in which case the net sales payment termination date will be extended until the last day of the first net sales measuring period subsequent to December 31, 2025 during which net sales of ABRAXANE® and the Abraxis pipeline products are less than $1.000 billion or, if earlier, December 31, 2030. | ||||
Milestone Payment #1 update: In October 2012, the FDA approved ABRAXANE® for the first-line treatment of locally advanced or metastatic NSCLC, in combination with carboplatin, in patients who are not candidates for curative surgery or radiation therapy. The FDA approval was based on tumor response rates and did not result in the use of a marketing label that includes a progression-free survival claim, and accordingly, the CVR Milestone Payment #1, as described above, has not been achieved. This approval resulted in the related $1.172 billion intangible asset obtained from the Abraxis acquisition being reclassified in October 2012 from an acquired IPR&D intangible to an acquired developed product rights intangible asset and amortization commenced in October 2012. | ||||
Milestone Payment #2 update: In September 2013, the FDA approved ABRAXANE® for use in the treatment of pancreatic cancer, permitting us to market ABRAXANE® with a label that includes an overall survival claim. This approval resulted in the achievement of milestone #2 and the subsequent payment of $300.0 million to CVR holders in October 2013. | ||||
Leases: We lease offices and research facilities under various operating lease agreements in the United States and international markets. We also lease automobiles and certain equipment in these same markets. At December 31, 2014, the non-cancelable lease terms for the operating leases expire at various dates between 2015 and 2023 and include renewal options. In general, the Company is also required to reimburse the lessors for real estate taxes, insurance, utilities, maintenance and other operating costs associated with the leases. | ||||
Future minimum lease payments under non-cancelable operating leases as of December 31, 2014 are: | ||||
Operating | ||||
Leases | ||||
2015 | $ | 57.1 | ||
2016 | 47.2 | |||
2017 | 37.1 | |||
2018 | 25.1 | |||
2019 | 16.2 | |||
Thereafter | 36 | |||
Total minimum lease payments | $ | 218.7 | ||
Total rental expense under operating leases was approximately $62.2 million in 2014, $50.9 million in 2013 and $41.9 million in 2012. | ||||
Lines of Credit: We maintain lines of credit with several banks to support our hedging programs and to facilitate the issuance of bank letters of credit and guarantees on behalf of our subsidiaries. Lines of credit supporting our hedging programs as of December 31, 2014 allowed us to enter into derivative contracts with settlement dates through 2017. As of December 31, 2014, we have entered into derivative contracts with net notional amounts totaling $8.231 billion. Lines of credit facilitating the issuance of bank letters of credit and guarantees as of December 31, 2014 allowed us to have letters of credit and guarantees issued on behalf of our subsidiaries totaling $130.3 million. | ||||
Other Commitments: Our obligations related to product supply contracts totaled $177.5 million at December 31, 2014. We are also committed to pay the remaining $8.0 million balance due from our acquisition of a manufacturing facility in Switzerland. | ||||
Collaboration Arrangements: We have entered into certain research and development collaboration agreements, as identified in Note 17 above, with third parties that include the funding of certain development, manufacturing and commercialization efforts with the potential for future milestone and royalty payments upon the achievement of pre-established developmental, regulatory and/or commercial targets. Our obligation to fund these efforts is contingent upon continued involvement in the programs and/or the lack of any adverse events which could cause the discontinuance of the programs. Due to the nature of these arrangements, the future potential payments are inherently uncertain, and accordingly no amounts have been recorded for the potential future achievement of these targets in our accompanying Consolidated Balance Sheets at December 31, 2014 and 2013. | ||||
Contingencies: We believe we maintain insurance coverage adequate for our current needs. Our operations are subject to environmental laws and regulations, which impose limitations on the discharge of pollutants into the air and water and establish standards for the treatment, storage and disposal of solid and hazardous wastes. We review the effects of such laws and regulations on our operations and modify our operations as appropriate. We believe we are in substantial compliance with all applicable environmental laws and regulations. | ||||
We have ongoing customs, duties and VAT examinations in various countries that have yet to be settled. Based on our knowledge of the claims and facts and circumstances to date, none of these matters, individually or in the aggregate, are deemed to be material to our financial condition. | ||||
Legal Proceedings: | ||||
Like many companies in our industry, we have from time to time received inquiries and subpoenas and other types of information requests from government authorities and others and we have been subject to claims and other actions related to our business activities. While the ultimate outcome of investigations, inquires, information requests and legal proceedings is difficult to predict, adverse resolutions or settlements of those matters may result in, among other things, modification of our business practices, product recalls, costs and significant payments, which may have a material adverse effect on our results of operations, cash flows or financial condition. | ||||
Pending patent proceedings include challenges to the scope, validity and/or enforceability of our patents relating to certain of our products, uses of products or processes. Further, we are subject to claims of third parties that we infringe their patents covering products or processes. Although we believe we have substantial defenses to these challenges and claims, there can be no assurance as to the outcome of these matters and an adverse decision in these proceedings could result in one or more of the following: (i) a loss of patent protection, which could lead to a significant reduction of sales that could materially affect future results of operations, (ii) our inability to continue to engage in certain activities, and (iii) significant liabilities, including payment of damages, royalties and/or license fees to any such third party. | ||||
Among the principal matters pending are the following: | ||||
Patent Related Proceedings: | ||||
REVLIMID®: We received Notice Letters, dated August 30, 2010 and June 12, 2012 from Natco Pharma Limited of India (Natco) notifying us of Natco’s Abbreviated New Drug Application (ANDA), which contain Paragraph IV certifications against certain of Celgene’s patents that are listed in the FDA Approved Drug Products With Therapeutic Equivalence Evaluations (the “Orange Book”) for REVLIMID® (lenalidomide). Natco’s Notice Letters were sent in connection with its filing of an ANDA seeking permission from the FDA to market a generic version of 25mg, 15mg, 10mg and 5mg REVLIMID® capsules. We filed separate infringement actions (which were subsequently consolidated) in the United States District Court for the District of New Jersey against Natco, Natco’s U.S. partner, Arrow International Limited (Arrow), and Arrow’s parent company, Watson Laboratories, Inc. (Watson, a wholly-owned subsidiary of Actavis, Inc. and formerly known as Watson Pharmaceuticals, Inc.) (Natco, Arrow and Watson are collectively referred to hereinafter as “Natco”). In its answer and counterclaim, Natco asserts that our patents are invalid, unenforceable and/or not infringed by Natco’s proposed generic products. | ||||
The patents in dispute include United States Patent Nos. 5,635,517; 6,045,501; 6,315,720; 6,555,554; 6,561,976; 6,561,977; 6,755,784; 7,119,106; 7,465,800; 6,281,230; 7,189,740; 7,968,569; 8,288,415; 8,315,886 and 8,404,717, plus three non-Orange Book listed patents, United States Patent Nos. 7,977,357; 8,193,219 and 8,431,598. | ||||
A claim construction decision was issued on May 27, 2014. Fact discovery closed on August 4, 2014. On October 23, 2014, the court denied: (i) Natco’s motion to limit the patent claims asserted by us and (ii) Natco’s motion to dismiss its inequitable-conduct claims and strike our unclean-hands defense. In addition, the court granted our motion to bifurcate and stay expert discovery pertaining to the REMS patents. On November 18, 2014, the court granted-in-part Natco’s motion to amend its invalidity contentions. We appealed that decision on December 2, 2014 and briefing on the appeal was completed on January 20, 2015. A hearing has not yet been set for the appeal. Expert discovery is set to close on July 21, 2015. No trial date has been set. | ||||
We believe that Natco’s defenses and counterclaims are unlikely to be sustained and we intend to vigorously assert our patent rights. Although there can be no assurance as to the ultimate outcome of this proceeding, we currently expect that it will not have a material adverse effect on our financial condition or results of operations. However, if Natco is successful in challenging all the patents in dispute or if the court rules that certain of our key patent claims are invalid or not infringed, such events could have a material adverse effect on our financial condition and results of operations. | ||||
We received a third Notice Letter from Natco dated April 3, 2014, notifying us of Natco’s Paragraph IV certifications against five patents, including United States Patent Nos. 8,404,717 (already in suit), 8,530,498; 8,589,188; 8,626,531; and 8,648,095. On May 15, 2014, we filed an infringement action in the United States District Court for the District of New Jersey against Natco, Arrow and Watson. Natco filed its answer and counterclaim on June 13, 2014, and asserts that our patents are invalid, unenforceable and/or not infringed by Natco’s proposed generic products. A scheduling order has yet to be issued. | ||||
ABRAXANE®: On December 14, 2011, Cephalon, Inc. and Acusphere, Inc. filed a complaint against us in the United States District Court for the District of Massachusetts, alleging, among other things, that the making, using, selling, offering to sell and importing of ABRAXANE® brand drug infringes claims of United States Patent No. RE40,493. The plaintiffs are seeking damages and injunctive relief. On December 3, 2013, the court issued an order construing certain claim terms. Based on that order, on March 18, 2014, the parties agreed to a judgment of noninfringement in Celgene’s favor. On April 15, 2014, the plaintiffs filed a Notice of Appeal to the United States Court of Appeals for the Federal Circuit seeking a review of the lower court’s construction of certain claim terms. On April 22, 2014 we filed a Notice of Cross-Appeal seeking review of certain terms defined in the lower court’s order. | ||||
On May 23, 2014, the plaintiffs filed a motion to dismiss our cross-appeal, which motion was denied on June 30, 2014. Briefing on the appeal was completed on November 24, 2014. The Court has yet to schedule a hearing on the appeal and cross-appeal. | ||||
THALOMID® and REVLIMID®: On October 2, 2013, Andrulis Pharmaceuticals Corporation (Andrulis) filed a lawsuit against us in the United States District Court for the District of Delaware claiming infringement of U.S. Patent No. 6,140,346 (“the ‘346 patent”). Andrulis alleges that we are liable for infringement of one or more claims of the ‘346 patent, which covers the use of THALOMID® (and, as asserted by Andrulis, REVLIMID®) in combination with an alkylating agent (e.g., melphalan) to treat cancers. Andrulis is seeking an unspecified amount of damages, attorneys’ fees and injunctive relief. We disagree with Andrulis’ allegations and intend to vigorously defend against this infringement suit. On November 25, 2013, we filed a motion to dismiss Andrulis’ complaint. Andrulis’ motion seeking leave to file an amended complaint was granted on December 30, 2013. We filed a motion to dismiss Andrulis’ amended complaint on January 30, 2014. On April 11, 2014, the court denied our motion in part and granted our motion in part, dismissing two of Andrulis' four infringement claims without leave to amend. We filed an answer to the remaining claims on April 25, 2014. On December 23, 2014 we requested from the court leave to file a partial summary judgment motion and on February 6, 2015 the court granted our request. | ||||
Fact discovery is set to close on June 16, 2015. A joint claim construction brief is due on March 30, 2015. A claim construction hearing is scheduled for April 30, 2015. Expert discovery is set to close on December 21, 2015. Trial is scheduled to begin on June 6, 2016. We do not expect the ultimate outcome of this lawsuit to have a material adverse effect on our financial condition or results of operations. | ||||
ISTODAX® (romidepsin): We received a Notice Letter dated March 17, 2014 from Fresenius Kabi USA, LLC (Fresenius) notifying us of Fresenius’s ANDA that seeks approval from the FDA to market a generic version of romidepsin for injection. The Notice Letter contains Paragraph IV certifications against U.S. Patent Nos. 7,608,280 and 7,611,724 (the ‘280 and ‘724 patents) that are listed in the Orange Book for ISTODAX®. | ||||
On April 30, 2014, Celgene and Astellas Pharma Inc., filed an infringement action in the United States District Court for the District of Delaware against Fresenius. In its answer and counterclaim, Fresenius asserts that the ‘280 and ‘724 patents are invalid and/or not infringed by its proposed generic products. As a result of the filing of our action, the FDA cannot grant final approval of Fresenius’s ANDA until the earlier of (i) a final decision that each of the patents is invalid and/or not infringed; or (ii) May 5, 2017. | ||||
On August 4, 2014, we received a Notice Letter from InnoPharma, Inc. (InnoPharma) notifying us of Innopharma's ANDA that seeks approval from the FDA to market a generic version of romidepsin for injection. The Notice Letter contains Paragraph IV certifications against U.S. Patent Nos. 7,608,280 and 7,611,724 (the '280 and '724 patents) that are listed in the Orange Book for ISTODAX®. | ||||
On September 12, 2014, we and Astellas Pharma Inc., filed an infringement action in the United States District Court for the District of Delaware against InnoPharma. In its answer and counterclaim, InnoPharma asserts that the ‘280 and ‘724 patents are invalid and/or not infringed by its proposed generic products. As a result of the filing of our action, the FDA cannot grant final approval of InnoPharma's ANDA until the earlier of (i) a final decision that each of the patents is invalid and/or not infringed; or (ii) May 5, 2017. | ||||
These two cases were consolidated in December 2014. Fact discovery is set to close in the consolidated cases on November 6, 2015. A claim construction hearing is scheduled for October 16, 2015. Expert discovery in the consolidated cases is set to close on July 13, 2016 and trial is scheduled to begin on September 19, 2016. | ||||
THALOMID® (thalidomide): We received a Notice Letter dated December 18, 2014 from Lannett Holdings, Inc. (Lannett) notifying us of Lannett’s ANDA which contains Paragraph IV certifications against U.S. Patent Nos. 5,629,327; 6,045,501; 6,315,720; 6,561,976; 6,561,977; 6,755,784; 6,869,399; 6,908,432; 7,141,018; 7,230,012; 7,435,745; 7,874,984; 7,959,566; 8,204,763; 8,315,886; 8,589,188; and 8,626,531 that are listed in the Orange Book for THALOMID® (thalidomide). Lannett is seeking to market a generic version of 50mg, 100mg, 150mg and 200mg of THALOMID® capsules. On January 30, 2015, we filed an infringement action against Lannett in the United States District Court for the District of New Jersey. | ||||
Other Proceedings: | ||||
In 2009, we received a Civil Investigative Demand (CID) from the U.S. Federal Trade Commission (FTC) seeking documents and other information relating to requests by manufacturers of generic drugs to purchase our patented REVLIMID® and THALOMID® brand drugs in order for the FTC to evaluate whether there may be reason to believe that we have engaged in unfair methods of competition. In 2010, the State of Connecticut issued a subpoena referring to the same issues raised by the 2009 CID. Also in 2010, we received a second CID from the FTC relating to this matter. We continue to cooperate with the FTC and State of Connecticut investigations. | ||||
On April 3, 2014, Mylan Pharmaceuticals Inc. (Mylan) filed a lawsuit against us in the United States District Court for the District of New Jersey alleging that we violated various federal and state antitrust and unfair competition laws by allegedly refusing to sell samples of our THALOMID® and REVLIMID® brand drugs so that Mylan can conduct the bioequivalence testing needed to submit ANDAs to the FDA for approval to market generic versions of these products. Mylan is seeking injunctive relief, damages and declaratory judgment. We filed a motion to dismiss Mylan’s complaint on May 25, 2014. Mylan filed its opposition to our motion to dismiss on June 16, 2014. The Federal Trade Commission filed an amicus curiae brief in opposition to our motion to dismiss on June 17, 2014. Oral arguments on our motion to dismiss were heard on December 9, 2014. On December 22, 2014, the court granted (i) Celgene’s motion to dismiss Mylan’s claims based on Section 1 of the Sherman Act without prejudice, and (ii) the claims arising under the New Jersey Antitrust Act. The court denied our motion to dismiss the rest of the claims which primarily relate to Section 2 of the Sherman Act and to the statute of limitations with respect to THALOMID®. On January 6, 2015 we filed a motion to certify for interlocutory appeal the order denying our motion to dismiss with respect to the claims relating to Section 2 of the Sherman Act and on January 20, 2015 we filed an answer to the Complaint. On January 30, 2015 the District Court granted our motion allowing us to file a Petition for permission to appeal to the United State Court of Appeals for the Third Circuit. The Petition was filed with United States Court of Appeals for the Third Circuit on February 9, 2015. A scheduling order has not yet been issued in this case. We intend to vigorously defend against Mylan’s claims. | ||||
In 2011, the United States Attorney’s Office for the Central District of California informed us that they were investigating possible off-label marketing and improper payments to physicians in connection with the sales of THALOMID® and REVLIMID®. In 2012, we learned that two other United States Attorneys’ offices (the Northern District of Alabama and the Eastern District of Texas) and various state Attorneys General were conducting related investigations. In February 2014, three civil qui tam actions related to those investigations brought by three former Celgene employees on behalf of the federal and various state governments under the federal false claims act and similar state laws were unsealed after the United States Department of Justice (DOJ) declined to intervene in any of these actions. The DOJ retains the right to intervene in these actions at any time. Additionally, while several states have similarly declined to intervene in some of these actions, they also retain the right to intervene in the future. The plaintiffs in the Northern District of Alabama and Eastern District of Texas actions have voluntarily dismissed their cases. On April 25, 2014, we filed a motion to dismiss the complaint in the remaining (Central District of California) action, United States of America ex. rel. Beverly Brown V. Celgene Corp., unsealed February 5, 2014 (the Brown Action). The plaintiff filed an opposition to our motion to dismiss on May 23, 2014. The DOJ as well as several state Attorneys General filed Statements of Interest opposing certain arguments made in our motion to dismiss. The judge issued an order on July 10, 2014 largely denying our motion to dismiss, but granting in part our motion with respect to certain state claims. We filed our answer to the complaint on August 28, 2014. Fact discovery is set to close on July 24, 2015. Expert discovery is set to close on September 25, 2015. Summary judgment motions are due November 16, 2015. We intend to vigorously defend against the remaining claims in the Brown Action. | ||||
In a related matter, in July 2014, we received a letter purportedly on behalf of two stockholders that demands, primarily on the basis of the allegations in the Brown Action, that our board of directors take action on the Company’s behalf to correct alleged deficiencies in the Company’s internal controls and to recover from current and past directors and officers damages those stockholders allege to have resulted from breaches of fiduciary duties related to the matters alleged in the Brown Action. Our Board has formed a Demand Investigation Committee, and with the assistance of independent counsel retained by it, the Committee is considering the issues raised in the stockholders’ letter. | ||||
In November 2014, we received another letter purportedly on behalf of a stockholder that demands access to certain books and records of the Company for the purpose of investigating matters pertaining to the Brown Action. The Company intends to comply with the demand to the extent it considers reasonable in view of the Demand Investigation Committee’s ongoing consideration of matters pertaining to the Brown Action. | ||||
On June 7, 2013, Children's Medical Center Corporation (CMCC) filed a lawsuit against us in the Superior Court of the Commonwealth of Massachusetts alleging that our obligation to pay a 1% royalty on REVLIMID® net sales revenue and a 2.5% royalty on POMALYST®/IMNOVID® net sales revenue under a license agreement entered into in December 2002 extended beyond February 28, 2013 and that our failure to make royalty payments to CMCC subsequent to February 28, 2013 breached the license agreement. CMCC is seeking unspecified damages and a declaration that the license agreement remains in full force and effect. In July 2013, we removed these proceedings to the United States District Court for the District of Massachusetts. On August 5, 2013, we filed an answer to CMCC’s complaint and a counterclaim for declaratory judgment that our obligations to pay royalties have expired. On August 26, 2013, CMCC filed an answer to our counterclaim. On November 24, 2014, the scheduling order was amended and the close of fact discovery was extended to February 13, 2015. No trial date has as yet been set by the court. On July 8, 2014, CR Rev Holdings, LLC (“CR Rev”) filed a complaint against Celgene in the same action. CR Rev alleges that CMCC sold and assigned a substantial portion of the royalty payments owed by Celgene on the sale of REVLIMID® to CR Rev. CR Rev has alleged causes of action with respect to REVLIMID® identical to those alleged by CMCC, and seeks unspecified damages and a declaration that the license agreement is still in effect. We intend to vigorously defend against CMCC's and CR Rev’s claims. As of December 31, 2014, we consider the range of reasonably possible loss relating to this lawsuit to be between zero and $85.5 million, with the high end of the range being the royalty payments on REVLIMID® we would have made to CMCC under the license agreement through December 31, 2014, if our obligation to pay royalties remained in effect. CMCC contends that our royalty obligation continues on net sales of REVLIMID®, as well as POMALYST®/IMNOVID®, at least until May 2016 and if CMCC prevails, we may be obligated to continue to pay royalties on sales for periods after December 31, 2014. | ||||
In the second quarter of 2014, we received a Health Insurance Portability and Accountability Act (HIPAA) subpoena from the United States Attorney’s Office for the District of Massachusetts requesting certain documents relating to an investigators meeting in 2011 with respect to a clinical study relating to ABRAXANE®. The Company is cooperating with the United States Attorney in connection with this subpoena. | ||||
On October 2, 2014, a complaint was filed in Delaware Chancery Court by a stockholder asserting derivative claims on behalf of the Company against the non-employee members of the Board of Directors. The complaint alleges that equity grants made to non-employee directors in 2012 and 2013 were excessive compared to the equity grants to directors of peer companies, and that the award of such allegedly excessive compensation constituted a breach of fiduciary duty, waste of corporate assets, and unjust enrichment. The complaint seeks equitable relief, disgorgement of the alleged excess compensation, modification of the Company’s compensation process to limit the equity awards that may be granted to non-employee directors, and attorneys’ fees and other costs. | ||||
On November 7, 2014, the International Union of Bricklayers and Allied Craft Workers Local 1 Health Fund (IUB) filed a putative class action lawsuit against us in the United States District Court for the District of New Jersey alleging that we violated various state antitrust, consumer protection, and unfair competition laws by (a) allegedly securing an exclusive supply contract with Seratec S.A.R.L. so that Barr Laboratories (“Barr” who at one time held an ANDA for THALOMID®) allegedly could not secure its own supply of thalidomide active pharmaceutical ingredient; (b) allegedly refusing to sell samples of our THALOMID® and REVLIMID® brand drugs to Mylan Pharmaceuticals, Lannett Company, and Dr. Reddy’s Laboratories so that those companies could conduct the bioequivalence testing needed to submit ANDAs to the FDA for approval to market generic versions of these products; and (c) allegedly bringing unjustified patent infringement lawsuits against Barr and Natco Pharma Limited in order to allegedly delay those companies from obtaining approval for proposed generic versions of THALOMID® and REVLIMID®. IUB, on behalf of itself and a putative class of third party payors, is seeking injunctive relief and damages. On February 6, 2015, we filed a motion to dismiss IUB’s complaint. We intend to vigorously defend against IUB’s claims. |
Geographic_and_Product_Informa
Geographic and Product Information | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Geographic and Product Information | Geographic and Product Information | |||||||||||||||
Operations by Geographic Area: Revenues primarily consisted of sales of REVLIMID®, ABRAXANE®, POMALYST®/IMNOVID®, VIDAZA®, azacitidine for injection, THALOMID®, OTEZLA® and ISTODAX®. Additional sources of revenue included a licensing agreement with Novartis, which entitles us to royalties on FOCALIN XR® and the entire RITALIN® family of drugs, the sale of services through our Cellular Therapeutics subsidiary and other miscellaneous licensing agreements. | ||||||||||||||||
Revenues | 2014 | 2013 | 2012 | |||||||||||||
United States | $ | 4,482.80 | $ | 3,862.10 | $ | 3,169.10 | ||||||||||
Europe | 2,310.80 | 1,865.70 | 1,617.70 | |||||||||||||
All other | 876.8 | 766.1 | 719.9 | |||||||||||||
Total revenues | $ | 7,670.40 | $ | 6,493.90 | $ | 5,506.70 | ||||||||||
Long-Lived Assets1 | 2014 | 2013 | ||||||||||||||
United States | $ | 406.1 | $ | 348 | ||||||||||||
Europe | 222.2 | 230.4 | ||||||||||||||
All other | 14.3 | 15 | ||||||||||||||
Total long lived assets | $ | 642.6 | $ | 593.4 | ||||||||||||
1 | Long-lived assets consist of net property, plant and equipment. | |||||||||||||||
Revenues by Product: Total revenues from external customers by product for the years ended December 31, 2014, 2013 and 2012 were as follows: | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
REVLIMID® | $ | 4,980.00 | $ | 4,280.30 | $ | 3,766.60 | ||||||||||
ABRAXANE® | 848.2 | 648.9 | 426.7 | |||||||||||||
POMALYST®/IMNOVID® | 679.7 | 305.4 | 12 | |||||||||||||
VIDAZA® | 611.9 | 803.3 | 823.2 | |||||||||||||
azacitidine for injection | 78.2 | 23.3 | — | |||||||||||||
THALOMID® | 221.2 | 244.5 | 302.1 | |||||||||||||
OTEZLA® | 69.8 | — | — | |||||||||||||
ISTODAX® | 65.6 | 54 | 50 | |||||||||||||
Other | 9.2 | 2.6 | 5 | |||||||||||||
Total net product sales | 7,563.80 | 6,362.30 | 5,385.60 | |||||||||||||
Other revenue | 106.6 | 131.6 | 121.1 | |||||||||||||
Total revenue | $ | 7,670.40 | $ | 6,493.90 | $ | 5,506.70 | ||||||||||
Major Customers: We sell our products primarily through wholesale distributors and specialty pharmacies in the United States, which account for a large portion of our total revenues. International sales are primarily made directly to hospitals, clinics and retail chains, many of which are government owned. During the three-year period of 2014, 2013 and 2012, only Amerisource Bergen accounted for more than 10% of our total revenue in at least one of those years and is summarized below. The percentage of amounts due from this customer compared to total net accounts receivable is also summarized below as of December 31, 2014 and 2013. | ||||||||||||||||
Percent of Total Revenue | Percent of Net Accounts Receivable | |||||||||||||||
Customer | 2014 | 2013 | 2012 | 2014 | 2013 | |||||||||||
Amerisource Bergen Corp. | 4.2 | % | 10.7 | % | 11.5 | % | 3.6 | % | 6.4 | % |
Quarterly_Results_of_Operation
Quarterly Results of Operations (Unaudited) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Quarterly Financial Data [Abstract] | |||||||||||||||||||||
Quarterly Results of Operations (Unaudited) | Quarterly Results of Operations (Unaudited) | ||||||||||||||||||||
2014 | 1Q 3 | 2Q | 3Q | 4Q | Year | ||||||||||||||||
Total revenue | $ | 1,730.00 | $ | 1,872.70 | $ | 1,982.20 | $ | 2,085.50 | $ | 7,670.40 | |||||||||||
Gross profit1 | 1,621.40 | 1,745.70 | 1,859.10 | 1,951.70 | 7,177.90 | ||||||||||||||||
Income tax provision | 52.6 | 109 | 69 | 96.9 | 327.5 | ||||||||||||||||
Net income | 279.7 | 597.8 | 508.5 | 613.9 | 1,999.90 | ||||||||||||||||
Net income per share:2 | |||||||||||||||||||||
Basic | $ | 0.34 | $ | 0.75 | $ | 0.64 | $ | 0.77 | $ | 2.49 | |||||||||||
Diluted | $ | 0.33 | $ | 0.72 | $ | 0.61 | $ | 0.74 | $ | 2.39 | |||||||||||
Weighted average shares: | |||||||||||||||||||||
Basic | 811.5 | 799.6 | 799.6 | 800.2 | 802.7 | ||||||||||||||||
Diluted | 845.1 | 831 | 832.8 | 834.6 | 836 | ||||||||||||||||
2013 | 1Q | 2Q | 3Q | 4Q 4 | Year | ||||||||||||||||
Total revenue | $ | 1,464.60 | $ | 1,599.00 | $ | 1,674.40 | $ | 1,755.90 | $ | 6,493.90 | |||||||||||
Gross profit1 | 1,348.80 | 1,483.20 | 1,557.80 | 1,632.10 | 6,021.90 | ||||||||||||||||
Income tax provision | 63.5 | 79.7 | 69.5 | 2.8 | 215.5 | ||||||||||||||||
Net income | 384.9 | 478.1 | 372.5 | 214.4 | 1,449.90 | ||||||||||||||||
Net income per share:2 | |||||||||||||||||||||
Basic | $ | 0.46 | $ | 0.58 | $ | 0.45 | $ | 0.26 | $ | 1.75 | |||||||||||
Diluted | $ | 0.45 | $ | 0.56 | $ | 0.43 | $ | 0.25 | $ | 1.68 | |||||||||||
Weighted average shares: | |||||||||||||||||||||
Basic | 835.8 | 828.2 | 824.5 | 822.4 | 827.7 | ||||||||||||||||
Diluted | 864.4 | 858.5 | 857.7 | 857.2 | 860.6 | ||||||||||||||||
1 | Gross profit is computed by subtracting cost of goods sold (excluding amortization of acquired intangible assets) from net product sales. | ||||||||||||||||||||
2 | The sum of the quarters may not equal the full year due to rounding. In addition, quarterly and full year basic and diluted earnings per share are calculated separately. | ||||||||||||||||||||
3 | Net income for 2014 was lower in the first quarter compared to each of the other three quarters primarily due to a higher level of expense related to research and development collaborations. | ||||||||||||||||||||
4 | Net income for 2013 was lower in the fourth quarter compared to each of the other three quarters primarily due to a higher level of expense related to research and development collaborations, an increase in fair value of our liability related to CVRs and an asset impairment charge related to a royalty receivable asset. |
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||
Schedule II - Valuation and Qualifying Accounts | Schedule II – Valuation and Qualifying Accounts | ||||||||||||||||
(In Millions) | |||||||||||||||||
Year ended December 31, | Balance at | Charged | Deductions | Balance at | |||||||||||||
Beginning of | to Expense or | End of Year | |||||||||||||||
Year | Sales | ||||||||||||||||
2014:00:00 | |||||||||||||||||
Allowance for doubtful accounts | $ | 27.9 | $ | (2.7 | ) | $ | 4.6 | $ | 20.6 | ||||||||
Allowance for customer discounts | 12.1 | 87.9 | 1 | 88.5 | 11.5 | ||||||||||||
Subtotal | 40 | 85.2 | 93.1 | 32.1 | |||||||||||||
Allowance for sales returns | 15.5 | 2.5 | 1 | 7.8 | 10.2 | ||||||||||||
Total | $ | 55.5 | $ | 87.7 | $ | 100.9 | $ | 42.3 | |||||||||
2013:00:00 | |||||||||||||||||
Allowance for doubtful accounts | $ | 21.8 | $ | 6.2 | $ | 0.1 | $ | 27.9 | |||||||||
Allowance for customer discounts | 11.2 | 74.3 | 1 | 73.4 | 12.1 | ||||||||||||
Subtotal | 33 | 80.5 | 73.5 | 40 | |||||||||||||
Allowance for sales returns | 13.3 | 9.6 | 1 | 7.4 | 15.5 | ||||||||||||
Total | $ | 46.3 | $ | 90.1 | $ | 80.9 | $ | 55.5 | |||||||||
2012:00:00 | |||||||||||||||||
Allowance for doubtful accounts | $ | 10.1 | $ | 12.5 | $ | 0.8 | $ | 21.8 | |||||||||
Allowance for customer discounts | 8.7 | 64.9 | 1 | 62.4 | 11.2 | ||||||||||||
Subtotal | 18.8 | 77.4 | 63.2 | 33 | |||||||||||||
Allowance for sales returns | 9 | 7.5 | 1 | 3.2 | 13.3 | ||||||||||||
Total | $ | 27.8 | $ | 84.9 | $ | 66.4 | $ | 46.3 | |||||||||
1 | Amounts are a reduction from gross sales. |
Nature_of_Business_Basis_of_Pr1
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Financial Instruments | Financial Instruments: Certain financial instruments reflected in the Consolidated Balance Sheets, (e.g., cash, cash equivalents, accounts receivable, certain other assets, accounts payable, short-term borrowings and certain other liabilities) are recorded at cost, which approximates fair value due to their short-term nature. The fair values of financial instruments other than marketable securities are determined through a combination of management estimates and information obtained from third parties using the latest market data. The fair value of available-for-sale marketable securities is determined utilizing the valuation techniques appropriate to the type of security (See Note 4). | |
Derivative Instruments and Hedges | Derivative Instruments and Hedges: All derivative instruments are recognized on the balance sheet at their fair value. Changes in the fair value of derivative instruments are recorded each period in current earnings or other comprehensive income (loss), depending on whether a derivative instrument is designated as part of a hedging transaction and, if it is, the type of hedging transaction. For a derivative to qualify as a hedge at inception and throughout the hedged period, we formally document the nature and relationships between the hedging instruments and hedged item. We assess, both at inception and on an on-going basis, whether the derivative instruments that are used in cash flow hedging transactions are highly effective in offsetting the changes in cash flows of hedged items. We assess hedge ineffectiveness on a quarterly basis and record the gain or loss related to the ineffective portion of derivative instruments, if any, to current earnings. If we determine that a forecasted transaction is no longer probable of occurring, we discontinue hedge accounting and any related unrealized gain or loss on the derivative instrument is recognized in current earnings. We use derivative instruments, including those not designated as part of a hedging transaction, to manage our exposure to movements in foreign exchange, on our stock price and interest rates. The use of these derivative instruments modifies the exposure of these risks with the intent to reduce our risk or cost. | |
Cash, Cash Equivalents and Marketable Securities Available for Sale | Cash, Cash Equivalents and Marketable Securities Available for Sale: We invest our excess cash primarily in money market funds, U.S. Treasury securities, U.S. government-sponsored agency securities, U.S. government-sponsored agency mortgage-backed securities (MBS), non-U.S. government, agency and supranational securities, global corporate debt securities and asset backed securities. All liquid investments with maturities of three months or less from the date of purchase are classified as cash equivalents and all investments with maturities of greater than three months from date of purchase are classified as marketable securities available for sale. We determine the appropriate classification of our investments in marketable debt and equity securities at the time of purchase. In addition, our equity investments in the publicly traded common stock of companies with whom we have entered into collaboration agreements are also designated as marketable securities available for sale. | |
Marketable securities available for sale are carried at fair value, held for an unspecified period of time and are intended for use in meeting our ongoing liquidity needs. Unrealized gains and losses on available-for-sale securities, which are deemed to be temporary, are reported as a separate component of stockholders' equity, net of tax. The cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. The amortization, along with realized gains and losses and other-than-temporary impairment charges, is included in interest and investment income, net. | ||
A decline in the market value of any available-for-sale security below its carrying value that is determined to be other-than-temporary would result in a charge to earnings and decrease in the security's carrying value down to its newly established fair value. Factors evaluated to determine if an investment is other-than-temporarily impaired include significant deterioration in earnings performance, credit rating, asset quality or business prospects of the issuer; adverse changes in the general market condition in which the issuer operates; our intent to hold to maturity and an evaluation as to whether it is more likely than not that we will not have to sell before recovery of its cost basis; our expected future cash flows from the security; and issues that raise concerns about the issuer's ability to continue as a going concern. | ||
Concentration of Credit Risk | Concentration of Credit Risk: Cash, cash equivalents and marketable securities are financial instruments that potentially subject the Company to concentration of credit risk. We invest our excess cash primarily in money market funds, U.S. Treasury securities, U.S. government-sponsored agency securities, U.S. government-sponsored agency MBS, non-U.S. government, agency and supranational securities, global corporate debt securities and asset backed securities (See Note 6). We have established guidelines relative to diversification and maturities to maintain safety and liquidity. These guidelines are reviewed periodically and may be modified to take advantage of trends in yields and interest rates. | |
We sell our products in the United States primarily through wholesale distributors and specialty contracted pharmacies. Therefore, wholesale distributors and large pharmacy chains account for a large portion of our U.S. trade receivables and net product revenues (See Note 19). International sales are primarily made directly to hospitals, clinics and retail chains, many of which in Europe are government owned and have extended their payment terms in recent years given the economic pressure these countries are facing. We continuously monitor the creditworthiness of our customers, including these governments, and have internal policies regarding customer credit limits. We estimate an allowance for doubtful accounts primarily based on the credit worthiness of our customers, historical payment patterns, aging of receivable balances and general economic conditions, including publicly available information on the credit worthiness of countries themselves and provinces or areas within such countries where they are the ultimate customers. | ||
We continue to monitor economic conditions, including the volatility associated with international economies, the sovereign debt crisis in certain European countries and associated impacts on the financial markets and our business. Our current business model in these markets is typically to sell our products directly to principally government owned or controlled hospitals, which in turn directly deliver critical care to patients. Our products are used to treat life-threatening diseases and we believe this business model enables timely delivery and adequate supply of products. Many of the outstanding receivable balances are related to government-funded hospitals and we believe the receivable balances are ultimately collectible. Similarly, we believe that future sales to these customers will continue to be collectible. | ||
The credit and economic conditions within Spain, Italy, Portugal and Greece, as well as increasing sales levels in those countries have in the past resulted in, and may continue to result in, an increase in the average length of time it takes to collect accounts receivable. Our total net receivables in Spain, Italy and Portugal are composed almost entirely of amounts receivable from government-owned or controlled hospitals and the public sector and amounted to $241.8 million at December 31, 2014, compared to $348.4 million at December 31, 2013. Approximately $44.4 million of the $241.8 million receivable at December 31, 2014 was greater than one year past due. Our exposure to the sovereign debt crisis in Greece is limited, as we do not have a material amount of receivables in Greece. We maintain timely and direct communication with hospital customers in Spain, Italy and Portugal regarding both the current and past due receivable balances. We continue to receive payments from these countries and closely monitor the plans for payment at the regional government level. Payments from customers in these countries are not received on regular intervals and several months could elapse between significant payments. We also regularly request and receive positive confirmation of the validity of our receivables from most of the regional governmental authorities. | ||
In determining the appropriate allowance for doubtful accounts for Spain, Italy and Portugal, we considered the balance of past due receivables related to sales made to government-owned or supported customers. We regularly monitor developments in Europe to assess whether the level of risk of default for any customers has increased and note the ongoing efforts by the European Union, European Monetary Union and International Monetary Fund to support countries with large public deficits and outstanding debt balances. We also monitor the efforts of individual countries to support their regions with large public deficits and outstanding debt balances. We have not experienced significant losses or write-offs with respect to the collection of our accounts receivable in these countries as a result of their economic difficulties and we do not expect to have write-offs or adjustments to accounts receivable which would have a material adverse impact on our financial position or results of operations. | ||
Inventory | Inventory: Inventories are recorded at the lower of cost or market, with cost determined on a first-in, first-out basis. We periodically review the composition of inventory in order to identify obsolete, slow-moving or otherwise non-saleable items. If non-saleable items are observed and there are no alternate uses for the inventory, we will record a write-down to net realizable value in the period that the decline in value is first recognized. Included in inventory are raw materials used in the production of preclinical and clinical products, which are charged to research and development expense when consumed. | |
Property, Plant and Equipment | Property, Plant and Equipment: Property, plant and equipment are stated at cost less accumulated depreciation. Depreciation of plant and equipment is recorded using the straight-line method. Building improvements are depreciated over the remaining useful life of the building. Leasehold improvements are depreciated over the lesser of the economic useful life of the asset or the remaining term of the lease, including anticipated renewal options. The estimated useful lives of capitalized assets are as follows: | |
Buildings | 40 years | |
Building and operating equipment | 15 years | |
Manufacturing machinery and equipment | 10 years | |
Other machinery and equipment | 5 years | |
Furniture and fixtures | 5 years | |
Computer equipment and software | 3-7 years | |
Maintenance and repairs are charged to operations as incurred, while expenditures for improvements which extend the life of an asset are capitalized. | ||
Capitalized Software Costs | Capitalized Software Costs: We capitalize software costs incurred in connection with developing or obtaining software. Capitalized software costs are included in property, plant and equipment, net and are amortized over their estimated useful life of three to seven years from the date the systems are ready for their intended use. | |
Investments in Other Entities | Investments in Other Entities: We hold a portfolio of investments in equity securities and certain investment funds that are accounted for under either the equity method or cost method. Investments in companies or certain investment funds over which we have significant influence but not a controlling interest are accounted for using the equity method, with our share of earnings or losses reported in other income (expense), net. Investments in equity securities of companies that become publicly traded are accounted for as available-for-sale marketable securities prospectively from the date of such companies' initial public offering. | |
Our cost method and equity method investments are included in other assets on the Consolidated Balance Sheets. | ||
All investments are reviewed on a regular basis for possible impairment. If an investment's fair value is determined to be less than its net carrying value and the decline is determined to be other-than-temporary, the investment is written down to its fair value. Such an evaluation is judgmental and dependent on specific facts and circumstances. Factors considered in determining whether an other-than-temporary decline in value has occurred include: market value or exit price of the investment based on either market-quoted prices or future rounds of financing by the investee; length of time that the market value was below its cost basis; financial condition and business prospects of the investee; our intent and ability to retain the investment for a sufficient period of time to allow for recovery in market value of the investment; issues that raise concerns about the investee's ability to continue as a going concern; any other information that we may be aware of related to the investment. | ||
Other Intangible Assets | Other Intangible Assets: Intangible assets with definite useful lives are amortized to their estimated residual values over their estimated useful lives and reviewed for impairment if certain events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Intangible assets which are not amortized include acquired in-process research and development (IPR&D) and acquired intangible assets held for sale. Amortization is initiated for IPR&D intangible assets when their useful lives have been determined. IPR&D intangible assets which are determined to have had a drop in their fair value are adjusted downward and an expense recognized in the income statement. These IPR&D intangible assets are tested at least annually or when a triggering event occurs that could indicate a potential impairment. | |
Goodwill | Goodwill: Goodwill represents the excess of purchase price over fair value of net assets acquired in a business combination accounted for by the acquisition method of accounting and is not amortized, but is subject to impairment testing. We test our goodwill for impairment at least annually or when a triggering event occurs that could indicate a potential impairment by assessing qualitative factors or performing a quantitative analysis in determining whether it is more likely than not that the fair value of net assets are below their carrying amounts. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets: Long-lived assets, such as property, plant and equipment and certain other long-term assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. | |
Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset or asset group to the estimated undiscounted future cash flows expected to be generated by the asset or asset group. If the carrying amount of the assets exceed their estimated future undiscounted net cash flows, an impairment charge is recognized for the amount by which the carrying amount of the assets exceed the fair value of the assets. | ||
Contingent Consideration from Business Combinations | Contingent Consideration from Business Combinations: Subsequent to the acquisition date, we measure contingent consideration arrangements at fair value for each period with changes in fair value recognized in income as acquisition related charges, net. Changes in fair values reflect new information about related IPR&D and other assets and the passage of time. In the absence of new information, changes in fair value reflect only the passage of time as development work towards the achievement of the milestones progresses, and is accrued based on an accretion schedule. | |
Foreign Currency Translation | Foreign Currency Translation: Operations in non-U.S. entities are recorded in the functional currency of each entity. For financial reporting purposes, the functional currency of an entity is determined by a review of the source of an entity's most predominant cash flows. The results of operations for non-U.S. dollar functional currency entities are translated from functional currencies into U.S. dollars using the average currency rate during each month, which approximates the results that would be obtained using actual currency rates on the dates of individual transactions. Assets and liabilities are translated using currency rates at the end of the period. Adjustments resulting from translating the financial statements of our foreign entities into the U.S. dollar are excluded from the determination of net income and are recorded as a component of other comprehensive income (loss). Transaction gains and losses are recorded in other income (expense), net in the Consolidated Statements of Income. We had a net foreign exchange loss of $9.5 million in 2014, a gain of $22.2 million in 2013, and a loss of $10.8 million in 2012. | |
Research and Development Costs | Research and Development Costs: Research and development costs are expensed as incurred. These include all internal and external costs related to services contracted by us. Upfront and milestone payments made to third parties in connection with research and development collaborations are expensed as incurred up to the point of regulatory approval. Milestone payments made to third parties upon regulatory approval are capitalized and amortized over the remaining useful life of the related product. Upfront payments are recorded when incurred, and milestone payments are recorded when the specific milestone has been achieved | |
Income Taxes | Income Taxes: We utilize the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement carrying amounts and tax bases of assets and liabilities using enacted tax rates in effect for years in which the temporary differences are expected to reverse. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. We recognize the benefit of an uncertain tax position that we have taken or expect to take on income tax returns we file if such tax position is more likely than not to be sustained. | |
Revenue Recognition | Revenue Recognition: Revenue from the sale of products is recognized when title and risk of loss of the product is transferred to the customer and the sales price is fixed and determinable. Provisions for discounts, early payments, rebates, sales returns and distributor chargebacks under terms customary in the industry are provided for in the same period the related sales are recorded. We record estimated reductions to revenue for volume-based discounts and rebates at the time of the initial sale. The estimated reductions to revenue for such volume-based discounts and rebates are based on the sales terms, historical experience and trend analysis. | |
We base our sales returns allowance on estimated on-hand retail/hospital inventories, measured end-customer demand as reported by third-party sources, actual returns history and other factors, such as the trend experience for lots where product is still being returned or inventory centralization and rationalization initiatives conducted by major pharmacy chains, as applicable. If the historical data we use to calculate these estimates do not properly reflect future returns, then a change in the allowance would be made in the period in which such a determination is made and revenues in that period could be materially affected. Under this methodology, we track actual returns by individual production lots. Returns on closed lots, that is, lots no longer eligible for return credits, are analyzed to determine historical returns experience. Returns on open lots, that is, lots still eligible for return credits, are monitored and compared with historical return trend rates. Any changes from the historical trend rates are considered in determining the current sales return allowance. | ||
Sales discount accruals are based on payment terms extended to customers. | ||
Government rebate accruals are based on estimated payments due to governmental agencies for purchases made by third parties under various governmental programs. U.S. Medicaid rebate accruals are generally based on historical payment data and estimates of future Medicaid beneficiary utilization applied to the Medicaid unit rebate formula established by the Center for Medicaid and Medicare Services. The Medicaid rebate percentage was increased and extended to Medicaid Managed Care Organizations in March 2010. The accrual of the rebates associated with Medicaid Managed Care Organizations is calculated based on estimated historical patient data related to Medicaid Managed Care Organizations. We also analyze actual billings received from the states to further support the accrual rates. Subsequent to implementation of the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010 (collectively, the 2010 U.S. Health Care Reform Law), certain states have not completed their Medicaid Managed Care Organization billing for the years of 2010 through 2014. Our accruals for these Medicaid Managed Care Organization rebates had been at elevated levels given the delays in the receipt of complete invoices from certain states. Due to the receipt of more complete claims data during 2013 and 2014, the accruals for certain states were reduced from these elevated levels as a result of both payments being applied to the accrual during 2013 and 2014 and changes in estimate of the ultimate obligation during the fourth quarters of both 2013 and 2014. We will continue to adjust the rebate accruals as more information becomes available and to reflect actual claims experience. Effective January 1, 2011, manufacturers of pharmaceutical products are responsible for 50% of the patient’s cost of branded prescription drugs related to the Medicare Part D Coverage Gap. In order to estimate the cost to us of this coverage gap responsibility, we analyze data for eligible Medicare Part D patients against data for eligible Medicare Part D patients treated with our products as well as the historical invoices. This expense is recognized throughout the year as costs are incurred. In certain international markets government-sponsored programs require rebates to be paid based on program specific rules and, accordingly, the rebate accruals are determined primarily on estimated eligible sales. | ||
Rebates or administrative fees are offered to certain wholesale customers, group purchasing organizations and end-user customers, consistent with pharmaceutical industry practices. Settlement of rebates and fees may generally occur from one to 15 months from the date of sale. We record a provision for rebates at the time of sale based on contracted rates and historical redemption rates. Assumptions used to establish the provision include level of wholesaler inventories, contract sales volumes and average contract pricing. We regularly review the information related to these estimates and adjust the provision accordingly. | ||
Chargeback accruals are based on the differentials between product acquisition prices paid by wholesalers and lower government contract pricing paid by eligible customers covered under federally qualified programs. Distributor service fee accruals are based on contractual fees to be paid to the wholesale distributor for services provided. TRICARE is a health care program of the U.S. Department of Defense Military Health System that provides civilian health benefits for military personnel, military retirees and their dependents. TRICARE rebate accruals are included in chargeback accruals and are based on estimated Department of Defense eligible sales multiplied by the TRICARE rebate formula. | ||
We record estimated reductions to revenue for free goods and volume-based discounts at the time of the initial sale. The estimated reductions to revenue for such free goods and volume-based discounts are based on the sales terms, historical experience and trend analysis. The cost of free goods is included in Cost of Goods Sold (excluding amortization of acquired intangible assets). | ||
We recognize revenue from royalties based on licensees' sales of our products or products using our technologies. Royalties are recognized as earned in accordance with the contract terms when royalties from licensees can be reasonably estimated and collectability is reasonably assured. If royalties cannot be reasonably estimated or collectability of a royalty amount is not reasonably assured, royalties are recognized as revenue when the cash is received. | ||
Share-Based Compensation | Share-Based Compensation: We utilize share based compensation in the form of stock options, restricted stock units (RSUs) and performance-based restricted stock units (PSUs). Compensation expense is recognized in the Consolidated Statements of Income based on the estimated fair value of the awards at grant date. Compensation expense recognized reflects an estimate of the number of awards expected to vest after taking into consideration an estimate of award forfeitures based on actual experience and is recognized on a straight-line basis over the requisite service period, which is generally the vesting period required to obtain full vesting. Management expectations related to the achievement of performance goals associated with PSU grants is assessed regularly and that assessment is used to determine whether PSU grants are expected to vest. If performance-based milestones related to PSU grants are not met or not expected to be met, any compensation expense recognized to date associated with grants that are not expected to vest will be reversed. | |
The fair values of stock option grants are estimated as of the date of grant using a Black-Scholes option valuation model. The fair values of RSU and PSU grants are based on the market value of our Common Stock on the date of grant. | ||
Earnings Per Share | Earnings Per Share: Basic earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding during the period, assuming potentially dilutive common shares resulting from option exercises, RSUs, PSUs, warrants and other incentives had been issued and any proceeds thereof used to repurchase common stock at the average market price during the period. The assumed proceeds used to repurchase common stock is the sum of the amount to be paid to us upon exercise of options, the amount of compensation cost attributed to future services and not yet recognized and, if applicable, the amount of excess income tax benefit that would be credited to paid-in capital upon exercise. | |
New Accounting Pronouncements | New Accounting Pronouncements: In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers” (ASU 2014-09). ASU 2014-09 supersedes nearly all existing revenue recognition guidance under U.S. GAAP and requires revenue to be recognized when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. Additionally, qualitative and quantitative disclosures are required about customer contracts, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. This accounting guidance is effective for us beginning in the first quarter of 2017 using one of two prescribed transition methods. Early adoption is not permitted. We are currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures. |
Nature_of_Business_Basis_of_Pr2
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Schedule of estimated useful lives of capitalized assets | The estimated useful lives of capitalized assets are as follows: | |
Buildings | 40 years | |
Building and operating equipment | 15 years | |
Manufacturing machinery and equipment | 10 years | |
Other machinery and equipment | 5 years | |
Furniture and fixtures | 5 years | |
Computer equipment and software | 3-7 years |
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Business Combinations [Abstract] | ||||
Schedule of fair value of consideration transferred | The fair value of consideration transferred to acquire the license amounted to: | |||
Fair Value at the Acquisition Date | ||||
Cash | $ | 710 | ||
Contingent consideration | 1,060.00 | |||
Total fair value of consideration transferred | $ | 1,770.00 | ||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | . See Note 4 for post-acquisition changes in fair value. The purchase price allocation resulted in the following amounts being allocated to the assets acquired at the acquisition date based on their respective fair values: | |||
Fair Value at the Acquisition Date | ||||
In-process research and development product rights | $ | 1,620.00 | ||
Current deferred tax assets | 1.3 | |||
Non-current deferred tax liabilities, net | (1.3 | ) | ||
Total identifiable net assets | 1,620.00 | |||
Goodwill | 150 | |||
Total net assets acquired | $ | 1,770.00 | ||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Schedule of earnings per share | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net income | $ | 1,999.90 | $ | 1,449.90 | $ | 1,456.20 | |||||||
Weighted-average shares: | |||||||||||||
Basic | 802.7 | 827.7 | 861.9 | ||||||||||
Effect of dilutive securities: | |||||||||||||
Options, RSUs, PSUs, warrants and other | 33.3 | 32.9 | 19.7 | ||||||||||
Diluted | 836 | 860.6 | 881.6 | ||||||||||
Net income per share: | |||||||||||||
Basic | $ | 2.49 | $ | 1.75 | $ | 1.69 | |||||||
Diluted | $ | 2.39 | $ | 1.68 | $ | 1.65 | |||||||
Financial_Instruments_and_Fair1
Financial Instruments and Fair Value Measurement (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Assets and liabilities measured at fair value on recurring basis | |||||||||||||||||
Balance at | Quoted Price in | Significant | Significant | ||||||||||||||
December 31, 2014 | Active Markets for | Other Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||
Assets: | |||||||||||||||||
Available-for-sale securities | $ | 3,425.10 | $ | 1,051.30 | $ | 2,373.80 | $ | — | |||||||||
Forward currency contracts | 550.7 | — | 550.7 | — | |||||||||||||
Purchased currency options | 9.8 | — | 9.8 | — | |||||||||||||
Interest rate swaps | 20 | — | 20 | — | |||||||||||||
Total assets | $ | 4,005.60 | $ | 1,051.30 | $ | 2,954.30 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Contingent value rights | $ | (136.3 | ) | $ | (136.3 | ) | $ | — | $ | — | |||||||
Written currency options | (4.6 | ) | — | (4.6 | ) | — | |||||||||||
Other acquisition related contingent consideration | (1,279.0 | ) | — | — | (1,279.0 | ) | |||||||||||
Total liabilities | $ | (1,419.9 | ) | $ | (136.3 | ) | $ | (4.6 | ) | $ | (1,279.0 | ) | |||||
Balance at | Quoted Price in | Significant | Significant | ||||||||||||||
December 31, 2013 | Active Markets for | Other Observable | Unobservable | ||||||||||||||
Identical Assets | Inputs | Inputs | |||||||||||||||
(Level 1) | (Level 2) | (Level 3) | |||||||||||||||
Assets: | |||||||||||||||||
Available-for-sale securities | $ | 2,452.60 | $ | 433.1 | $ | 2,019.50 | $ | — | |||||||||
Cash equivalents | 20 | — | 20 | — | |||||||||||||
Total assets | $ | 2,472.60 | $ | 433.1 | $ | 2,039.50 | $ | — | |||||||||
Liabilities: | |||||||||||||||||
Forward currency contracts | $ | (9.2 | ) | $ | — | $ | (9.2 | ) | $ | — | |||||||
Contingent value rights | (118.1 | ) | (118.1 | ) | — | — | |||||||||||
Interest rate swaps | (49.6 | ) | — | (49.6 | ) | — | |||||||||||
Other acquisition related contingent consideration | (228.5 | ) | — | — | (228.5 | ) | |||||||||||
Total liabilities | $ | (405.4 | ) | $ | (118.1 | ) | $ | (58.8 | ) | $ | (228.5 | ) | |||||
Roll-forward of fair value of Level 3 instruments (significant unobservable inputs), liabilities | The following table represents a roll-forward of the fair value of Level 3 liabilities (significant unobservable inputs): | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Liabilities: | |||||||||||||||||
Balance at beginning of period | $ | (228.5 | ) | $ | (198.1 | ) | |||||||||||
Amounts acquired or issued | (1,060.0 | ) | — | ||||||||||||||
Net change in fair value | (30.5 | ) | (30.4 | ) | |||||||||||||
Settlements | 40 | — | |||||||||||||||
Transfers in and/or out of Level 3 | — | — | |||||||||||||||
Balance at end of period | $ | (1,279.0 | ) | $ | (228.5 | ) |
Derivative_Instruments_and_Hed1
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Derivative [Line Items] | |||||||||||||||||||
Schedule of fair value and balance sheet location of derivative instruments | The following table summarizes the fair value and presentation in the Consolidated Balance Sheets for derivative instruments as of December 31, 2014 and 2013: | ||||||||||||||||||
31-Dec-14 | |||||||||||||||||||
Fair Value | |||||||||||||||||||
Instrument | Balance Sheet | Asset Derivatives | Liability Derivatives | ||||||||||||||||
Location | |||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||
Foreign exchange contracts1 | Other current assets | $ | 264.9 | $ | 44.9 | ||||||||||||||
Other current liabilities | 0.1 | 1.7 | |||||||||||||||||
Other non-current assets | 322.3 | 17.5 | |||||||||||||||||
Interest rate swap agreements | Other current assets | 17.9 | — | ||||||||||||||||
Other non-current assets | 4.8 | 0.3 | |||||||||||||||||
Other non-current liabilities | — | 3.8 | |||||||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||
Foreign exchange contracts1 | Other current assets | 39.7 | 6 | ||||||||||||||||
Other current liabilities | 0.1 | 1.1 | |||||||||||||||||
Interest rate swap agreements | Other current assets | 0.1 | — | ||||||||||||||||
Other non-current assets | 1.3 | — | |||||||||||||||||
Total | $ | 651.2 | $ | 75.3 | |||||||||||||||
31-Dec-13 | |||||||||||||||||||
Fair Value | |||||||||||||||||||
Instrument | Balance Sheet | Asset Derivatives | Liability Derivatives | ||||||||||||||||
Location | |||||||||||||||||||
Derivatives designated as hedging instruments: | |||||||||||||||||||
Foreign exchange contracts1 | Other current assets | $ | 63.6 | $ | 24.9 | ||||||||||||||
Other current liabilities | 41.5 | 84.7 | |||||||||||||||||
Other non-current assets | 60.6 | 41.9 | |||||||||||||||||
Other non-current liabilities | 4.3 | 25.6 | |||||||||||||||||
Interest rate swap agreements | Other current assets | 17.1 | — | ||||||||||||||||
Other non-current liabilities | — | 68.3 | |||||||||||||||||
Derivatives not designated as hedging instruments: | |||||||||||||||||||
Foreign exchange contracts1 | Other current assets | 11.3 | 0.7 | ||||||||||||||||
Other current liabilities | 6 | 18.7 | |||||||||||||||||
Interest rate swap agreements | Other current assets | 0.1 | — | ||||||||||||||||
Other non-current assets | 1.5 | — | |||||||||||||||||
Total | $ | 206 | $ | 264.8 | |||||||||||||||
1Derivative instruments in this category are subject to master netting arrangements and are presented on a net basis in the Consolidated Balance Sheets in accordance with ASC 210-20. | |||||||||||||||||||
Schedule of effect of derivative instruments not designated as hedging instruments on Consolidated Statements of Income | The following table summarizes the effect of derivative instruments not designated as hedging instruments on the Consolidated Statements of Income for the years ended December 31, 2014 and 2013: | ||||||||||||||||||
Location of Gain (Loss) | Amount of Gain (Loss) | ||||||||||||||||||
Recognized in Income | Recognized in Income | ||||||||||||||||||
on Derivative | on Derivative | ||||||||||||||||||
Instrument | 2014 | 2013 | |||||||||||||||||
Foreign exchange contracts | Other income, net | $ | 79.3 | $ | 34.1 | ||||||||||||||
Interest rate swap agreements | Other income, net | $ | — | $ | 0.7 | ||||||||||||||
Put options sold | Other income, net | $ | 11.6 | $ | 1.2 | ||||||||||||||
Cash flow hedges | |||||||||||||||||||
Derivative [Line Items] | |||||||||||||||||||
Schedule of effect of derivative instruments designated as hedging instruments on Consolidated Statements of Income | The following table summarizes the effect of derivative instruments designated as cash-flow hedging instruments on the Consolidated Statements of Income for the years ended December 31, 2014 and 2013: | ||||||||||||||||||
2014 | |||||||||||||||||||
(Effective Portion) | (Ineffective Portion and Amount Excluded From Effectiveness Testing) | ||||||||||||||||||
Instrument | Amount of | Location of | Amount of | Location of | Amount of | ||||||||||||||
Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | |||||||||||||||
Recognized in OCI | Reclassified from | Reclassified from | Recognized in | Recognized in | |||||||||||||||
on Derivative1 | Accumulated OCI | Accumulated OCI | Income on | Income on | |||||||||||||||
into Income | into Income | Derivative | Derivative | ||||||||||||||||
Foreign exchange contracts | $ | 600.4 | Net product sales | $ | 27.5 | Other income, net | $ | (12.2 | ) | 2 | |||||||||
Treasury rate lock agreements | $ | — | Interest expense | $ | (3.5 | ) | |||||||||||||
Forward starting interest rate swaps | $ | (32.3 | ) | Interest expense | $ | (0.9 | ) | Other income, net | $ | (3.6 | ) | 3 | |||||||
1 | Net gains of $230.7 million are expected to be reclassified from Accumulated OCI into income in the next 12 months. | ||||||||||||||||||
2 | The amount of net losses recognized in income represents $18.0 million of losses related to amounts excluded from the assessment of hedge effectiveness (fair value adjustments of forward point amounts) and $5.8 million in gains related to the ineffective portion of the hedging relationships. | ||||||||||||||||||
3 | The amount of net loss recognized in income relates to the ineffective portion of the hedging relationships. | ||||||||||||||||||
2013 | |||||||||||||||||||
(Effective Portion) | (Ineffective Portion and Amount Excluded From Effectiveness Testing) | ||||||||||||||||||
Instrument | Amount of | Location of | Amount of | Location of | Amount of | ||||||||||||||
Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | Gain/(Loss) | |||||||||||||||
Recognized in OCI | Reclassified from | Reclassified from | Recognized in | Recognized in | |||||||||||||||
on Derivative1 | Accumulated OCI | Accumulated OCI | Income on | Income on | |||||||||||||||
into Income | into Income | Derivative | Derivative | ||||||||||||||||
Foreign exchange contracts | $ | (9.7 | ) | Net product sales | $ | 10.7 | Other income, net | $ | 12.6 | 1 | |||||||||
Treasury rate lock agreements | $ | — | Interest expense | $ | (3.4 | ) | |||||||||||||
Forward starting interest rate swaps | $ | 6.5 | Interest expense | $ | — | ||||||||||||||
1 | The amount of net gain recognized in income represents $6.3 million in gains related to the ineffective portion of the hedging relationships and $6.3 million of gains related to amounts excluded from the assessment of hedge effectiveness. | ||||||||||||||||||
The following table summarizes the effect of derivative instruments designated as fair value hedging instruments on the Consolidated Statements of Income for the years ended December 31, 2014 and 2013: | |||||||||||||||||||
Location of Gain (Loss) | Amount of Gain (Loss) | ||||||||||||||||||
Recognized in Income | Recognized in Income | ||||||||||||||||||
on Derivative | on Derivative | ||||||||||||||||||
Instrument | 2014 | 2013 | |||||||||||||||||
Interest rate swaps | Interest expense | $ | 43 | $ | 31.4 | ||||||||||||||
Foreign currency forward contracts | |||||||||||||||||||
Derivative [Line Items] | |||||||||||||||||||
Schedule of notional amount of foreign currency forward contracts | Foreign currency forward contracts entered into to hedge forecasted revenue and expenses were as follows at December 31, 2014 and December 31, 2013: | ||||||||||||||||||
Notional Amount | |||||||||||||||||||
Foreign Currency: | 2014 | 2013 | |||||||||||||||||
Australian Dollar | $ | 18.8 | $ | — | |||||||||||||||
British Pound | 304.8 | 279.4 | |||||||||||||||||
Canadian Dollar | 43.7 | — | |||||||||||||||||
Euro | 3,375.70 | 3,318.20 | |||||||||||||||||
Japanese Yen | 541.1 | 559.1 | |||||||||||||||||
Total | $ | 4,284.10 | $ | 4,156.70 | |||||||||||||||
Foreign exchange option contracts | |||||||||||||||||||
Derivative [Line Items] | |||||||||||||||||||
Foreign currency option contracts entered into to hedge forecasted revenue and expenses | Foreign currency option contracts entered into to hedge forecasted revenue were as follows at December 31, 2014 and 2013: | ||||||||||||||||||
Notional Amount1 | |||||||||||||||||||
2014 | 2013 | ||||||||||||||||||
Foreign currency option contracts designated as hedging activity: | |||||||||||||||||||
Purchased Put | $ | 152.6 | $ | — | |||||||||||||||
Written Call | $ | 160.9 | $ | — | |||||||||||||||
1 U.S. dollar notional amounts are calculated as the hedged local currency amount multiplied by the strike value of the foreign currency option. The local currency notional amounts of our purchased put and written call that are designated as hedging activities are equal to each other. | |||||||||||||||||||
Interest rate swap contracts | |||||||||||||||||||
Derivative [Line Items] | |||||||||||||||||||
Schedule of notional amount of foreign currency forward contracts | The following table summarizes the notional amounts of our outstanding interest rate swap contracts at December 31, 2014 and December 31, 2013: | ||||||||||||||||||
Notional Amount | |||||||||||||||||||
2014 | 2013 | ||||||||||||||||||
Interest rate swap contracts entered into as fair value hedges of the following fixed-rate senior notes: | |||||||||||||||||||
2.450% senior notes due 2015 | $ | 300 | $ | 300 | |||||||||||||||
1.900% senior notes due 2017 | 300 | 300 | |||||||||||||||||
2.300% senior notes due 2018 | 200 | 200 | |||||||||||||||||
2.250% senior notes due 2019 | 500 | — | |||||||||||||||||
3.950% senior notes due 2020 | 500 | 500 | |||||||||||||||||
3.250% senior notes due 2022 | 750 | 850 | |||||||||||||||||
4.000% senior notes due 2023 | 150 | 150 | |||||||||||||||||
Total | $ | 2,700.00 | $ | 2,300.00 | |||||||||||||||
Cash_Cash_Equivalents_and_Mark1
Cash, Cash Equivalents and Marketable Securities Available-for-Sale (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Cash, Cash Equivalents, and Short-term Investments [Abstract] | |||||||||||||||||||||||||
Schedule of available-for-sale securities by major security type and class | The amortized cost, gross unrealized holding gains, gross unrealized holding losses and estimated fair value of available-for-sale securities by major security type and class of security at December 31, 2014 and 2013 were as follows: | ||||||||||||||||||||||||
31-Dec-14 | Amortized | Gross | Gross | Estimated | |||||||||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||||||||||
Gain | Loss | Value | |||||||||||||||||||||||
U.S. Treasury securities | $ | 1,044.70 | $ | 0.3 | $ | (0.8 | ) | $ | 1,044.20 | ||||||||||||||||
U.S. government-sponsored agency securities | 145.1 | 0.1 | (0.1 | ) | 145.1 | ||||||||||||||||||||
U.S. government-sponsored agency MBS | 531.1 | 1 | (2.7 | ) | 529.4 | ||||||||||||||||||||
Non-U.S. government, agency and | 32.4 | — | (0.1 | ) | 32.3 | ||||||||||||||||||||
supranational securities | |||||||||||||||||||||||||
Corporate debt – global | 446.3 | 0.6 | (1.2 | ) | 445.7 | ||||||||||||||||||||
Asset backed securities | 177.3 | — | (0.2 | ) | 177.1 | ||||||||||||||||||||
Marketable equity securities | 335.2 | 716.3 | (0.2 | ) | 1,051.30 | ||||||||||||||||||||
Total available-for-sale marketable securities | $ | 2,712.10 | $ | 718.3 | $ | (5.3 | ) | $ | 3,425.10 | ||||||||||||||||
31-Dec-13 | Amortized | Gross | Gross | Estimated | |||||||||||||||||||||
Cost | Unrealized | Unrealized | Fair | ||||||||||||||||||||||
Gain | Loss | Value | |||||||||||||||||||||||
U.S. Treasury securities | $ | 795.2 | $ | 0.3 | $ | (0.4 | ) | $ | 795.1 | ||||||||||||||||
U.S. government-sponsored agency securities | 208.9 | 0.2 | (0.2 | ) | 208.9 | ||||||||||||||||||||
U.S. government-sponsored agency MBS | 450.8 | 0.1 | (6.9 | ) | 444 | ||||||||||||||||||||
Non-U.S. government, agency and | 10.4 | — | — | 10.4 | |||||||||||||||||||||
supranational securities | |||||||||||||||||||||||||
Corporate debt – global | 379.2 | 1.1 | (0.6 | ) | 379.7 | ||||||||||||||||||||
Asset backed securities | 181.6 | — | (0.2 | ) | 181.4 | ||||||||||||||||||||
Marketable equity securities | 212.9 | 220.2 | — | 433.1 | |||||||||||||||||||||
Total available-for-sale marketable securities | $ | 2,239.00 | $ | 221.9 | $ | (8.3 | ) | $ | 2,452.60 | ||||||||||||||||
Schedule of available-for-sale securities in an unrealized loss position for less than and longer than 12 months | The fair value of all available-for-sale securities, which have been in an unrealized loss position for less than and longer than 12 months at December 31, 2014, was as follows: | ||||||||||||||||||||||||
Less than 12 months | 12 months or longer | Total | |||||||||||||||||||||||
31-Dec-14 | Estimated | Gross | Estimated | Gross | Estimated | Gross | |||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | ||||||||||||||||||||
Value | Loss | Value | Loss | Value | Loss | ||||||||||||||||||||
U.S. Treasury securities | $ | 641.8 | $ | (0.8 | ) | $ | — | $ | — | $ | 641.8 | $ | (0.8 | ) | |||||||||||
U.S. government-sponsored agency securities | 72.3 | (0.1 | ) | 2.9 | — | 75.2 | (0.1 | ) | |||||||||||||||||
U.S. government-sponsored agency MBS | 178.9 | (1.4 | ) | 107.3 | (1.3 | ) | 286.2 | (2.7 | ) | ||||||||||||||||
Non-U.S. government, agency and supranational securities | 30.8 | (0.1 | ) | — | — | 30.8 | (0.1 | ) | |||||||||||||||||
Corporate debt – global | 273.2 | (1.2 | ) | 0.8 | — | 274 | (1.2 | ) | |||||||||||||||||
Asset backed securities | 155.1 | (0.2 | ) | — | — | 155.1 | (0.2 | ) | |||||||||||||||||
Marketable equity securities | 4.7 | (0.2 | ) | — | — | 4.7 | (0.2 | ) | |||||||||||||||||
Total | $ | 1,356.80 | $ | (4.0 | ) | $ | 111 | $ | (1.3 | ) | $ | 1,467.80 | $ | (5.3 | ) | ||||||||||
Schedule of duration periods of available-for-sale debt securities | Duration periods of available-for-sale debt securities at December 31, 2014 were as follows: | ||||||||||||||||||||||||
Amortized | Fair | ||||||||||||||||||||||||
Cost | Value | ||||||||||||||||||||||||
Duration of one year or less | $ | 456.2 | $ | 456.4 | |||||||||||||||||||||
Duration of one through three years | 1,797.80 | 1,795.10 | |||||||||||||||||||||||
Duration of three through five years | 122.9 | 122.3 | |||||||||||||||||||||||
Total | $ | 2,376.90 | $ | 2,373.80 | |||||||||||||||||||||
Inventory_Tables
Inventory (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Summary of inventories by major category | A summary of inventories by major category at December 31, 2014 and 2013 follows: | ||||||||
2014 | 2013 | ||||||||
Raw materials | $ | 200 | $ | 147.4 | |||||
Work in process | 101.5 | 99.6 | |||||||
Finished goods | 91.6 | 93.4 | |||||||
Total | $ | 393.1 | $ | 340.4 | |||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment, Net [Abstract] | |||||||||
Schedule of property, plant and equipment | Property, plant and equipment at December 31, 2014 and 2013 consisted of the following: | ||||||||
2014 | 2013 | ||||||||
Land | $ | 37.9 | $ | 37.9 | |||||
Buildings | 260.8 | 258 | |||||||
Building and operating equipment | 32 | 30.8 | |||||||
Leasehold improvements | 135.5 | 128.2 | |||||||
Machinery and equipment | 213.5 | 193.8 | |||||||
Furniture and fixtures | 48.8 | 46.3 | |||||||
Computer equipment and software | 332.8 | 286.1 | |||||||
Construction in progress | 104.8 | 44.6 | |||||||
Subtotal | 1,166.10 | 1,025.70 | |||||||
Less accumulated depreciation and amortization | 523.5 | 432.3 | |||||||
Total | $ | 642.6 | $ | 593.4 | |||||
Other_Financial_Information_Ta
Other Financial Information (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Other Financial Information | |||||||||
Schedule of accrued expenses | Accrued expenses at December 31, 2014 and 2013 consisted of the following: | ||||||||
2014 | 2013 | ||||||||
Compensation | $ | 285.2 | $ | 261.7 | |||||
Rebates, distributor chargebacks and distributor services | 232.9 | 217.3 | |||||||
Clinical trial costs and grants | 189.5 | 192.6 | |||||||
Common share repurchases | — | 45.7 | |||||||
Interest | 59.1 | 49 | |||||||
Royalties, license fees and collaboration agreements | 26.7 | 52.4 | |||||||
Commercial related activities | 56.2 | 46.6 | |||||||
Sales returns | 10.2 | 15.5 | |||||||
Rent | 14 | 14.8 | |||||||
Professional services | 7.9 | 9.3 | |||||||
Other taxes | 9.3 | 7.6 | |||||||
Other | 100.1 | 88.6 | |||||||
Total | $ | 991.1 | $ | 1,001.10 | |||||
Schedule of other current liabilities | Other current liabilities at December 31, 2014 and 2013 consisted of the following: | ||||||||
2014 | 2013 | ||||||||
Deferred tax liability | $ | 131.2 | $ | — | |||||
Contingent consideration – Nogra acquisition | 24.7 | — | |||||||
Contingent consideration – Avila acquisition | 9.8 | 62.7 | |||||||
Compensation | 32.6 | 22.1 | |||||||
Sales, use and value added tax | 56.8 | 50.9 | |||||||
Derivative contracts | 2.6 | 55.9 | |||||||
Collaboration agreement upfront payable | 14 | 7 | |||||||
Other | 4.1 | 1.1 | |||||||
Total | $ | 275.8 | $ | 199.7 | |||||
Schedule of other non-current liabilities | Other non-current liabilities at December 31, 2014 and 2013 consisted of the following: | ||||||||
2014 | 2013 | ||||||||
Contingent consideration – Nogra acquisition | $ | 1,110.80 | $ | — | |||||
Contingent consideration – Avila acquisition | 114.2 | 147.5 | |||||||
Contingent consideration – Gloucester acquisition | 19.5 | 18.3 | |||||||
Contingent value rights - Abraxis acquisition | 136.3 | 118.1 | |||||||
Deferred compensation and long-term incentives | 150.5 | 127.2 | |||||||
Derivative contracts | 3.8 | 89.6 | |||||||
Deferred lease incentive | 31.4 | 28.7 | |||||||
Collaboration agreement | 14 | 28 | |||||||
Other | 0.6 | 25.3 | |||||||
Total | $ | 1,581.10 | $ | 582.7 | |||||
Intangible_Assets_and_Goodwill1
Intangible Assets and Goodwill (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||
Schedule of finite-lived intangible assets | |||||||||||||
31-Dec-14 | Gross | Accumulated | Intangible | ||||||||||
Carrying | Amortization | Assets, | |||||||||||
Value | Net | ||||||||||||
Amortizable intangible assets: | |||||||||||||
Acquired developed product rights | $ | 3,405.90 | $ | (1,234.1 | ) | $ | 2,171.80 | ||||||
Technology | 333.7 | (135.1 | ) | 198.6 | |||||||||
Licenses | 67 | (18.1 | ) | 48.9 | |||||||||
Other | 42.5 | (22.9 | ) | 19.6 | |||||||||
3,849.10 | (1,410.2 | ) | 2,438.90 | ||||||||||
Non-amortized intangible assets: | |||||||||||||
Acquired IPR&D product rights | 1,628.70 | — | 1,628.70 | ||||||||||
Total intangible assets | $ | 5,477.80 | $ | (1,410.2 | ) | $ | 4,067.60 | ||||||
31-Dec-13 | Gross | Accumulated | Intangible | ||||||||||
Carrying | Amortization | Assets, | |||||||||||
Value | Net | ||||||||||||
Amortizable intangible assets: | |||||||||||||
Acquired developed product rights | $ | 3,405.90 | $ | (1,026.4 | ) | $ | 2,379.50 | ||||||
Technology | 333.7 | (87.4 | ) | 246.3 | |||||||||
Licenses | 66.2 | (13.9 | ) | 52.3 | |||||||||
Other | 42.5 | (18.8 | ) | 23.7 | |||||||||
3,848.30 | (1,146.5 | ) | 2,701.80 | ||||||||||
Non-amortized intangible assets: | |||||||||||||
Acquired IPR&D product rights | 137.9 | — | 137.9 | ||||||||||
Total intangible assets | $ | 3,986.20 | $ | (1,146.5 | ) | $ | 2,839.70 | ||||||
Schedule of indefinite-lived intangible assets | |||||||||||||
31-Dec-14 | Gross | Accumulated | Intangible | ||||||||||
Carrying | Amortization | Assets, | |||||||||||
Value | Net | ||||||||||||
Amortizable intangible assets: | |||||||||||||
Acquired developed product rights | $ | 3,405.90 | $ | (1,234.1 | ) | $ | 2,171.80 | ||||||
Technology | 333.7 | (135.1 | ) | 198.6 | |||||||||
Licenses | 67 | (18.1 | ) | 48.9 | |||||||||
Other | 42.5 | (22.9 | ) | 19.6 | |||||||||
3,849.10 | (1,410.2 | ) | 2,438.90 | ||||||||||
Non-amortized intangible assets: | |||||||||||||
Acquired IPR&D product rights | 1,628.70 | — | 1,628.70 | ||||||||||
Total intangible assets | $ | 5,477.80 | $ | (1,410.2 | ) | $ | 4,067.60 | ||||||
31-Dec-13 | Gross | Accumulated | Intangible | ||||||||||
Carrying | Amortization | Assets, | |||||||||||
Value | Net | ||||||||||||
Amortizable intangible assets: | |||||||||||||
Acquired developed product rights | $ | 3,405.90 | $ | (1,026.4 | ) | $ | 2,379.50 | ||||||
Technology | 333.7 | (87.4 | ) | 246.3 | |||||||||
Licenses | 66.2 | (13.9 | ) | 52.3 | |||||||||
Other | 42.5 | (18.8 | ) | 23.7 | |||||||||
3,848.30 | (1,146.5 | ) | 2,701.80 | ||||||||||
Non-amortized intangible assets: | |||||||||||||
Acquired IPR&D product rights | 137.9 | — | 137.9 | ||||||||||
Total intangible assets | $ | 3,986.20 | $ | (1,146.5 | ) | $ | 2,839.70 | ||||||
Schedule of changes in carrying value of goodwill | The change in carrying value of goodwill is summarized as follows: | ||||||||||||
Balance at December 31, 2013 | $ | 2,041.20 | |||||||||||
Acquisition of Nogra | 150 | ||||||||||||
Balance at December 31, 2014 | $ | 2,191.20 | |||||||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule of Short-term Debt | The carrying value of short-term borrowings and current portion of long-term debt outstanding at December 31, 2014 and December 31, 2013 includes: | ||||||||
2014 | 2013 | ||||||||
Commercial paper | $ | 99.6 | $ | 544.8 | |||||
2.450% senior notes due 2015 | 506.3 | — | |||||||
Total | $ | 605.9 | $ | 544.8 | |||||
Carrying values of the senior notes | at December 31, 2014 and 2013 are summarized below: | ||||||||
2014 | 2013 | ||||||||
2.450% senior notes due 2015 | $ | — | $ | 513.9 | |||||
1.900% senior notes due 2017 | 501 | 499.9 | |||||||
2.300% senior notes due 2018 | 401.2 | 399 | |||||||
2.250% senior notes due 2019 | 502.5 | — | |||||||
3.950% senior notes due 2020 | 502.8 | 484.6 | |||||||
3.250% senior notes due 2022 | 1,010.20 | 956.6 | |||||||
4.000% senior notes due 2023 | 708.5 | 696.3 | |||||||
3.625% senior notes due 2024 | 996.8 | — | |||||||
5.700% senior notes due 2040 | 249.5 | 249.6 | |||||||
5.250% senior notes due 2043 | 396.7 | 396.6 | |||||||
4.625% senior notes due 2044 | 996.5 | — | |||||||
Total long-term debt | $ | 6,265.70 | $ | 4,196.50 | |||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | ||||||
Dec. 31, 2014 | |||||||
Stockholders' Equity Note [Abstract] | |||||||
Summary of changes in common stock issued and treasury stock | A summary of changes in common stock issued and treasury stock is presented below: | ||||||
Common Stock | Common Stock | ||||||
in Treasury | |||||||
31-Dec-11 | 858.8 | (49.9 | ) | ||||
Exercise of stock options, warrants and conversion of restricted stock units | 21.5 | (0.2 | ) | ||||
Issuance of common stock for employee benefit plans | 0.6 | — | |||||
Shares repurchased under share repurchase program | — | (28.6 | ) | ||||
31-Dec-12 | 880.9 | (78.7 | ) | ||||
Exercise of stock options and conversion of restricted stock units | 25 | (0.5 | ) | ||||
Issuance of common stock for employee benefit plans | 0.6 | — | |||||
Shares repurchased under share repurchase program | — | (22.3 | ) | ||||
31-Dec-13 | 906.5 | (101.5 | ) | ||||
Exercise of stock options and conversion of restricted stock units | 18.3 | (1.3 | ) | ||||
Issuance of common stock for employee benefit plans | — | 0.2 | |||||
Shares repurchased under share repurchase program | — | (22.0 | ) | ||||
31-Dec-14 | 924.8 | (124.6 | ) | ||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||
Summary of other comprehensive income (loss) | The accumulated balances related to each component of other comprehensive income (loss), net of tax, are summarized as follows: | ||||||||||||||||||||
Pension | Net Unrealized | Net Unrealized | Foreign | Total | |||||||||||||||||
Liability | Gains (Losses) From | Gains (Losses) | Currency | Accumulated | |||||||||||||||||
Marketable Securities | From Hedges | Translation | Other | ||||||||||||||||||
Adjustment | Comprehensive | ||||||||||||||||||||
Income (Loss) | |||||||||||||||||||||
Balance December 31, 2012 | $ | (10.1 | ) | $ | 4.2 | $ | (16.0 | ) | $ | (27.8 | ) | $ | (49.7 | ) | |||||||
Other comprehensive income (loss) before reclassifications | 3.2 | 128 | (5.8 | ) | 27.4 | 152.8 | |||||||||||||||
Amount reclassified from accumulated other comprehensive income | — | 5.1 | (14.2 | ) | — | (9.1 | ) | ||||||||||||||
Net current-period other comprehensive income (loss) | 3.2 | 133.1 | (20.0 | ) | 27.4 | 143.7 | |||||||||||||||
Balance December 31, 2013 | $ | (6.9 | ) | $ | 137.3 | $ | (36.0 | ) | $ | (0.4 | ) | $ | 94 | ||||||||
Other comprehensive income (loss) before reclassifications | (8.6 | ) | 320.1 | 580.4 | (49.8 | ) | 842.1 | ||||||||||||||
Amount reclassified from accumulated other comprehensive income | — | 3.5 | (24.8 | ) | — | (21.3 | ) | ||||||||||||||
Net current-period other comprehensive income (loss) | (8.6 | ) | 323.6 | 555.6 | (49.8 | ) | 820.8 | ||||||||||||||
Balance December 31, 2014 | $ | (15.5 | ) | $ | 460.9 | $ | 519.6 | $ | (50.2 | ) | $ | 914.8 | |||||||||
Reclassification out of Accumulated Other Comprehensive Income | |||||||||||||||||||||
Gains (Losses) Reclassified Out of Accumulated | |||||||||||||||||||||
Other Comprehensive Income | |||||||||||||||||||||
Accumulated Other Comprehensive Income Components | Affected Line Item in the Consolidated Statements of Income | Years Ended December 31, | |||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Gains (losses) from cash-flow hedges: | |||||||||||||||||||||
Foreign exchange contracts | Net product sales | $ | 27.5 | $ | 10.7 | $ | 80.9 | ||||||||||||||
Treasury rate lock agreements | Interest (expense) | (3.5 | ) | (3.4 | ) | (1.3 | ) | ||||||||||||||
Interest rate swap agreements | Interest (expense) | (0.9 | ) | — | — | ||||||||||||||||
Income tax benefit (expense) | 1.7 | 6.9 | (1.9 | ) | |||||||||||||||||
Gains (losses) from available-for-sale marketable securities: | |||||||||||||||||||||
Realized income (loss) on sales of marketable securities | Interest and investment income, net | (5.4 | ) | (7.3 | ) | (1.1 | ) | ||||||||||||||
Income tax benefit | 1.9 | 2.2 | 0.1 | ||||||||||||||||||
Total reclassification, net of tax | $ | 21.3 | $ | 9.1 | $ | 76.7 | |||||||||||||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Components of share-based compensation expense | The following table summarizes the components of share-based compensation expense in the Consolidated Statements of Income for the years ended December 31, 2014, 2013 and 2012: | |||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Cost of goods sold | $ | 26.2 | $ | 18.5 | $ | 12.4 | ||||||||
Research and development | 196.5 | 144.7 | 102.4 | |||||||||||
Selling, general and administrative | 224.9 | 162.6 | 116.2 | |||||||||||
Total share-based compensation expense | 447.6 | 325.8 | 231 | |||||||||||
Tax benefit related to share-based compensation expense | 129.3 | 94.5 | 61.3 | |||||||||||
Reduction in income | $ | 318.3 | $ | 231.3 | $ | 169.7 | ||||||||
Schedule of assumptions used in the estimation of fair value of options granted | We estimated the fair value of options granted using a Black-Scholes option pricing model with the following assumptions: | |||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Risk-free interest rate | 1.51% - 1.90% | 0.68% - 1.70% | 0.21% - 1.23% | |||||||||||
Expected volatility | 28% - 37% | 27% - 35% | 27% - 30% | |||||||||||
Weighted average expected volatility | 33% | 31% | 28% | |||||||||||
Expected term (years) | 5.02 - 5.06 | 5.03 - 5.50 | 1.30 - 5.17 | |||||||||||
Expected dividend yield | 0% | 0% | 0% | |||||||||||
Schedule of stock option activity | The following table summarizes all stock option activity for the year ended December 31, 2014: | |||||||||||||
Options | Weighted | Weighted | Aggregate | |||||||||||
Average Exercise | Average Remaining | Intrinsic Value | ||||||||||||
Price Per Option | Contractual | (In Millions) | ||||||||||||
Term (Years) | ||||||||||||||
Outstanding at December 31, 2013 | 79.2 | $ | 38.47 | 7.1 | $ | 3,643.40 | ||||||||
Changes during the Year: | ||||||||||||||
Granted | 14.5 | 88.38 | ||||||||||||
Exercised | (14.8 | ) | 28.41 | |||||||||||
Forfeited | (1.6 | ) | 53.14 | |||||||||||
Expired | (0.1 | ) | 32.45 | |||||||||||
Outstanding at December 31, 2014 | 77.2 | $ | 49.47 | 6.9 | $ | 4,823.80 | ||||||||
Vested at December 31, 2014 or expected to vest in the future | 76.4 | $ | 49.18 | 6.9 | $ | 4,794.10 | ||||||||
Vested at December 31, 2014 | 36.4 | $ | 33.34 | 5.4 | $ | 2,861.30 | ||||||||
Schedule of restricted stock units | Information regarding the Company's RSUs for the years ended December 31, 2014 and 2013 is as follows: | |||||||||||||
Nonvested RSUs | Share Equivalent | Weighted Average Grant Date Fair Value | ||||||||||||
Nonvested at December 31, 2013 | 10.1 | $ | 44.08 | |||||||||||
Changes during the period: | ||||||||||||||
Granted | 2.3 | 90.28 | ||||||||||||
Vested | (2.7 | ) | 30.75 | |||||||||||
Forfeited | (0.3 | ) | 50.28 | |||||||||||
Nonvested at December 31, 2014 | 9.4 | $ | 59.02 | |||||||||||
Schedule of performance-based restricted stock units | The following table summarizes the Company's performance-based restricted stock unit activity for the year ended December 31, 2014 (shares in thousands): | |||||||||||||
Nonvested Performance-Based RSUs | Share Equivalent | Weighted Average Grant Date Fair Value | ||||||||||||
Nonvested at December 31, 2013 | 116 | $ | 53.44 | |||||||||||
Changes during the period: | ||||||||||||||
Granted | 48 | 87.54 | ||||||||||||
Vested | (24 | ) | 30.39 | |||||||||||
Forfeited | (7 | ) | 59.68 | |||||||||||
Non-vested at December 31, 2014 | 133 | $ | 69.57 | |||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||||||
Schedule of income (loss) before income taxes | ncome before income taxes is as follows: | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
U.S. | $ | 565 | $ | 36.8 | $ | 279.6 | |||||||||||
Non-U.S. | 1,762.40 | 1,628.60 | 1,401.90 | ||||||||||||||
Income before income taxes | $ | 2,327.40 | $ | 1,665.40 | $ | 1,681.50 | |||||||||||
Schedule of provision (benefit) for taxes on income | The provision (benefit) for taxes on income is as follows: | ||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
United States: | |||||||||||||||||
Taxes currently payable: | |||||||||||||||||
Federal | $ | 489.4 | $ | 352.6 | $ | 101.5 | |||||||||||
State and local | 56.3 | 45.4 | (31.8 | ) | |||||||||||||
Deferred income taxes | (273.8 | ) | (245.1 | ) | 107.3 | ||||||||||||
Total U.S. tax provision | 271.9 | 152.9 | 177 | ||||||||||||||
International: | |||||||||||||||||
Taxes currently payable | 54.1 | 64.1 | 55.4 | ||||||||||||||
Deferred income taxes | 1.5 | (1.5 | ) | (7.1 | ) | ||||||||||||
Total international tax provision | 55.6 | 62.6 | 48.3 | ||||||||||||||
Total provision | $ | 327.5 | $ | 215.5 | $ | 225.3 | |||||||||||
Schedule of tax effects of temporary differences that give rise to deferred tax assets and liabilities | At December 31, 2014 and 2013 the tax effects of temporary differences that give rise to deferred tax assets and liabilities were as follows: | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Assets | Liabilities | Assets | Liabilities | ||||||||||||||
NOL carryforwards | $ | 4.5 | $ | — | $ | 5.3 | $ | — | |||||||||
Deferred revenue | 1.7 | — | 2.3 | — | |||||||||||||
Capitalized research expenses | 4.8 | — | 6.1 | — | |||||||||||||
Tax credit carryforwards | 5 | — | 4.2 | — | |||||||||||||
Non-qualified stock options | 250.5 | — | 183.3 | — | |||||||||||||
Plant and equipment, primarily differences in depreciation | — | (7.4 | ) | — | (9.6 | ) | |||||||||||
Inventory | 14.5 | — | 8.4 | — | |||||||||||||
Other assets | 41.5 | (4.0 | ) | 32.7 | (0.7 | ) | |||||||||||
Intangible assets | 654.7 | (1,183.2 | ) | 311.9 | (1,005.0 | ) | |||||||||||
Accrued and other expenses | 191.6 | — | 161.3 | — | |||||||||||||
Unremitted earnings | — | (316.5 | ) | — | (316.5 | ) | |||||||||||
Unrealized (gains) losses on securities | — | (236.5 | ) | — | (71.4 | ) | |||||||||||
Subtotal | 1,168.80 | (1,747.6 | ) | 715.5 | (1,403.2 | ) | |||||||||||
Valuation allowance | (39.7 | ) | — | (35.5 | ) | — | |||||||||||
Total deferred taxes | $ | 1,129.10 | $ | (1,747.6 | ) | $ | 680 | $ | (1,403.2 | ) | |||||||
Net deferred tax asset (liability) | $ | (618.5 | ) | $ | (723.2 | ) | |||||||||||
Schedule of deferred tax assets and liabilities classified on the company's balance sheet | At December 31, 2014 and 2013, deferred tax assets and liabilities were classified on the Company's balance sheet as follows: | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Current assets | $ | 11.7 | $ | 25.3 | |||||||||||||
Other assets (non-current) | 56.6 | 56.4 | |||||||||||||||
Current liabilities | (131.2 | ) | — | ||||||||||||||
Other non-current liabilities | (555.6 | ) | (804.9 | ) | |||||||||||||
Net deferred tax asset (liability) | $ | (618.5 | ) | $ | (723.2 | ) | |||||||||||
Reconciliation of U.S. statutory income tax rate to company's effective tax rate for continuing operations | Reconciliation of the U.S. statutory income tax rate to the Company's effective tax rate is as follows: | ||||||||||||||||
Percentages | 2014 | 2013 | 2012 | ||||||||||||||
U.S. statutory rate | 35 | % | 35 | % | 35 | % | |||||||||||
Foreign tax rate differences | (22.3 | )% | (28.8 | )% | (28.0 | )% | |||||||||||
Unremitted earnings | — | % | — | % | 18.8 | % | |||||||||||
State taxes, net of federal benefit | 1 | % | 0.6 | % | 1.1 | % | |||||||||||
Change in valuation allowance | 0.2 | % | 1.2 | % | 0.4 | % | |||||||||||
Acquisition related differences | (0.3 | )% | 3.7 | % | 3.8 | % | |||||||||||
Changes in uncertain tax positions | (0.4 | )% | 0.8 | % | (19.3 | )% | |||||||||||
Other | 0.9 | % | 0.4 | % | 1.6 | % | |||||||||||
Effective income tax rate | 14.1 | % | 12.9 | % | 13.4 | % | |||||||||||
Reconciliation of beginning and ending amount of unrecognized tax benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Balance at beginning of year | $ | 219.2 | $ | 174.7 | |||||||||||||
Increases related to prior year tax positions | 2.8 | 25.5 | |||||||||||||||
Decreases related to prior year tax positions | — | — | |||||||||||||||
Increases related to current year tax positions | 44.4 | 30.2 | |||||||||||||||
Settlements | (10.0 | ) | (10.3 | ) | |||||||||||||
Lapse of statute | (4.6 | ) | (0.9 | ) | |||||||||||||
Balance at end of year | $ | 251.8 | $ | 219.2 | |||||||||||||
Collaboration_Agreements_Table
Collaboration Agreements (Tables) | 12 Months Ended | ||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||
Collaboration Agreements | |||||||||||||||||||||||||||
Schedule of Collaboration Agreements | Summarized financial information related to our collaboration agreements is presented below: | ||||||||||||||||||||||||||
Year ended December 31, | As of December 31,1 | ||||||||||||||||||||||||||
Research and Development Expense | |||||||||||||||||||||||||||
Upfront Fees | Milestones | Extension of Agreements | Amortization of Prepaid Research and Development | Additional Equity Investments Made | Intangible Asset Balance | Equity Investment Balance | Percentage of Outstanding Equity | ||||||||||||||||||||
Acceleron | 2014 | $ | — | $ | — | $ | — | $ | — | $ | 52.4 | $ | — | $ | 179.7 | 14 | % | ||||||||||
2013 | — | 17 | — | — | 10 | — | 127.2 | 11 | % | ||||||||||||||||||
2012 | — | — | — | — | — | ||||||||||||||||||||||
2011 and prior | 70 | 27.5 | — | — | 30.5 | ||||||||||||||||||||||
Acetylon | 2014 | — | — | — | 15.3 | — | 20.4 | 25 | 10 | % | |||||||||||||||||
2013 | 50 | — | — | 4.3 | 10 | 35.7 | 25 | 10 | % | ||||||||||||||||||
2012 | — | — | — | — | 5 | ||||||||||||||||||||||
2011 | — | — | — | — | 10 | ||||||||||||||||||||||
Agios | 2014 | — | — | 20 | — | 38.3 | — | 587.4 | 14 | % | |||||||||||||||||
2013 | — | — | 20 | — | 12.8 | — | 113 | 15 | % | ||||||||||||||||||
2012 | — | — | — | — | — | ||||||||||||||||||||||
2011 and prior | 121.2 | — | 20 | — | 37.5 | ||||||||||||||||||||||
bluebird | 2014 | — | — | — | 0.1 | — | 0.1 | — | N/A | ||||||||||||||||||
2013 | 74.7 | — | — | — | — | 0.2 | — | N/A | |||||||||||||||||||
Epizyme | 2014 | — | — | — | — | 9.9 | — | 69.3 | 11 | % | |||||||||||||||||
2013 | — | 25 | — | — | 1 | — | 69.4 | 12 | % | ||||||||||||||||||
2012 | 65 | — | — | — | 25 | ||||||||||||||||||||||
FORMA | 2014 | 225 | — | — | 0.1 | — | 0.1 | — | N/A | ||||||||||||||||||
2013 | 52.8 | — | — | — | — | 0.2 | — | N/A | |||||||||||||||||||
MorphoSys | 2014 | — | — | — | — | — | — | 73.9 | 3 | % | |||||||||||||||||
2013 | 94.3 | — | — | — | 61.3 | — | 61.4 | 3 | % | ||||||||||||||||||
NantBioScience2 | 2014 | 50 | — | — | — | 90 | — | 90 | 14 | % | |||||||||||||||||
OncoMed | 2014 | 2.5 | — | — | — | — | — | 32 | 5 | % | |||||||||||||||||
2013 | 155 | — | — | — | 22.2 | — | 43.4 | 5 | % | ||||||||||||||||||
Sutro | 2014 | 72.6 | — | — | 0.2 | 11.9 | 12.8 | 17.6 | 15 | % | |||||||||||||||||
2013 | — | — | — | 2.1 | 1.7 | 2.5 | 5.7 | 6 | % | ||||||||||||||||||
2012 | 26.3 | — | — | 0.2 | 4 | ||||||||||||||||||||||
Other Collaboration Arrangements | 2014 | 103.5 | 8.3 | — | 7.5 | 55.7 | 34.4 | 58.8 | N/A | ||||||||||||||||||
2013 | 149 | 1 | — | 0.9 | 10.4 | 23.1 | 6.1 | N/A | |||||||||||||||||||
2012 | 87.2 | 5.4 | — | — | 6.5 | ||||||||||||||||||||||
1 Year-end balance and percentage of outstanding equity are presented for the current and prior year. | |||||||||||||||||||||||||||
2 $25.0 million of expense related to the settlement of contingent matching contributions was also recognized at the inception of the collaboration agreement with NantBioScience and included in Selling, General and Administrative expense. |
Commitments_and_Contingencies_
Commitments and Contingencies Commitments and Contingencies (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Schedule of future minimum lease payments under non-cancelable operating leases | Future minimum lease payments under non-cancelable operating leases as of December 31, 2014 are: | |||
Operating | ||||
Leases | ||||
2015 | $ | 57.1 | ||
2016 | 47.2 | |||
2017 | 37.1 | |||
2018 | 25.1 | |||
2019 | 16.2 | |||
Thereafter | 36 | |||
Total minimum lease payments | $ | 218.7 | ||
Geographic_and_Product_Informa1
Geographic and Product Information (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Schedule of revenues and long-lived assets by geographic area | ||||||||||||||||
Revenues | 2014 | 2013 | 2012 | |||||||||||||
United States | $ | 4,482.80 | $ | 3,862.10 | $ | 3,169.10 | ||||||||||
Europe | 2,310.80 | 1,865.70 | 1,617.70 | |||||||||||||
All other | 876.8 | 766.1 | 719.9 | |||||||||||||
Total revenues | $ | 7,670.40 | $ | 6,493.90 | $ | 5,506.70 | ||||||||||
Long-Lived Assets1 | 2014 | 2013 | ||||||||||||||
United States | $ | 406.1 | $ | 348 | ||||||||||||
Europe | 222.2 | 230.4 | ||||||||||||||
All other | 14.3 | 15 | ||||||||||||||
Total long lived assets | $ | 642.6 | $ | 593.4 | ||||||||||||
1 | Long-lived assets consist of net property, plant and equipment. | |||||||||||||||
Schedule of total revenues from external customers by product | Total revenues from external customers by product for the years ended December 31, 2014, 2013 and 2012 were as follows: | |||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
REVLIMID® | $ | 4,980.00 | $ | 4,280.30 | $ | 3,766.60 | ||||||||||
ABRAXANE® | 848.2 | 648.9 | 426.7 | |||||||||||||
POMALYST®/IMNOVID® | 679.7 | 305.4 | 12 | |||||||||||||
VIDAZA® | 611.9 | 803.3 | 823.2 | |||||||||||||
azacitidine for injection | 78.2 | 23.3 | — | |||||||||||||
THALOMID® | 221.2 | 244.5 | 302.1 | |||||||||||||
OTEZLA® | 69.8 | — | — | |||||||||||||
ISTODAX® | 65.6 | 54 | 50 | |||||||||||||
Other | 9.2 | 2.6 | 5 | |||||||||||||
Total net product sales | 7,563.80 | 6,362.30 | 5,385.60 | |||||||||||||
Other revenue | 106.6 | 131.6 | 121.1 | |||||||||||||
Total revenue | $ | 7,670.40 | $ | 6,493.90 | $ | 5,506.70 | ||||||||||
Schedule of customer concentration risk based on total revenues and net accounts receivable | The percentage of amounts due from this customer compared to total net accounts receivable is also summarized below as of December 31, 2014 and 2013. | |||||||||||||||
Percent of Total Revenue | Percent of Net Accounts Receivable | |||||||||||||||
Customer | 2014 | 2013 | 2012 | 2014 | 2013 | |||||||||||
Amerisource Bergen Corp. | 4.2 | % | 10.7 | % | 11.5 | % | 3.6 | % | 6.4 | % |
Quarterly_Results_of_Operation1
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Quarterly Financial Data [Abstract] | |||||||||||||||||||||
Schedule of quarterly results of operations | |||||||||||||||||||||
2014 | 1Q 3 | 2Q | 3Q | 4Q | Year | ||||||||||||||||
Total revenue | $ | 1,730.00 | $ | 1,872.70 | $ | 1,982.20 | $ | 2,085.50 | $ | 7,670.40 | |||||||||||
Gross profit1 | 1,621.40 | 1,745.70 | 1,859.10 | 1,951.70 | 7,177.90 | ||||||||||||||||
Income tax provision | 52.6 | 109 | 69 | 96.9 | 327.5 | ||||||||||||||||
Net income | 279.7 | 597.8 | 508.5 | 613.9 | 1,999.90 | ||||||||||||||||
Net income per share:2 | |||||||||||||||||||||
Basic | $ | 0.34 | $ | 0.75 | $ | 0.64 | $ | 0.77 | $ | 2.49 | |||||||||||
Diluted | $ | 0.33 | $ | 0.72 | $ | 0.61 | $ | 0.74 | $ | 2.39 | |||||||||||
Weighted average shares: | |||||||||||||||||||||
Basic | 811.5 | 799.6 | 799.6 | 800.2 | 802.7 | ||||||||||||||||
Diluted | 845.1 | 831 | 832.8 | 834.6 | 836 | ||||||||||||||||
2013 | 1Q | 2Q | 3Q | 4Q 4 | Year | ||||||||||||||||
Total revenue | $ | 1,464.60 | $ | 1,599.00 | $ | 1,674.40 | $ | 1,755.90 | $ | 6,493.90 | |||||||||||
Gross profit1 | 1,348.80 | 1,483.20 | 1,557.80 | 1,632.10 | 6,021.90 | ||||||||||||||||
Income tax provision | 63.5 | 79.7 | 69.5 | 2.8 | 215.5 | ||||||||||||||||
Net income | 384.9 | 478.1 | 372.5 | 214.4 | 1,449.90 | ||||||||||||||||
Net income per share:2 | |||||||||||||||||||||
Basic | $ | 0.46 | $ | 0.58 | $ | 0.45 | $ | 0.26 | $ | 1.75 | |||||||||||
Diluted | $ | 0.45 | $ | 0.56 | $ | 0.43 | $ | 0.25 | $ | 1.68 | |||||||||||
Weighted average shares: | |||||||||||||||||||||
Basic | 835.8 | 828.2 | 824.5 | 822.4 | 827.7 | ||||||||||||||||
Diluted | 864.4 | 858.5 | 857.7 | 857.2 | 860.6 | ||||||||||||||||
1 | Gross profit is computed by subtracting cost of goods sold (excluding amortization of acquired intangible assets) from net product sales. | ||||||||||||||||||||
2 | The sum of the quarters may not equal the full year due to rounding. In addition, quarterly and full year basic and diluted earnings per share are calculated separately. | ||||||||||||||||||||
3 | Net income for 2014 was lower in the first quarter compared to each of the other three quarters primarily due to a higher level of expense related to research and development collaborations. | ||||||||||||||||||||
4 | Net income for 2013 was lower in the fourth quarter compared to each of the other three quarters primarily due to a higher level of expense related to research and development collaborations, an increase in fair value of our liability related to CVRs and an asset impairment charge related to a royalty receivable asset. |
Nature_of_Business_Basis_of_Pr3
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Concentration of Credit Risk: | ||
Stock split (ratio) | 2 | |
Common stock, shares authorized | 1,150,000,000 | 1,150,000,000 |
Net receivables | Spain, Italy and Portugal | ||
Concentration of Credit Risk: | ||
Accounts receivable, net | 241.8 | 348.4 |
Accounts receivable, net, noncurrent | 44.4 | |
Previously Reported | ||
Concentration of Credit Risk: | ||
Common stock, shares authorized | 575,000,000 |
Nature_of_Business_Basis_of_Pr4
Nature of Business, Basis of Presentation and Summary of Significant Accounting Policies (Details 2) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Foreign Currency Translation: | |||
Net foreign exchange gain (loss) | ($9.50) | $22.20 | ($10.80) |
Revenue Recognition | |||
Percentage of responsibility for patient's cost of branded prescription taken by manufacturers | 50.00% | ||
Minimum | |||
Revenue Recognition | |||
Period for settlement of rebates and fees | 1 month | ||
Maximum | |||
Revenue Recognition | |||
Period for settlement of rebates and fees | 15 months | ||
Buildings | |||
Property, Plant and Equipment: | |||
Estimated useful lives of capitalized assets (in years) | 40 years | ||
Building and operating equipment | |||
Property, Plant and Equipment: | |||
Estimated useful lives of capitalized assets (in years) | 15 years | ||
Manufacturing machinery and equipment | |||
Property, Plant and Equipment: | |||
Estimated useful lives of capitalized assets (in years) | 10 years | ||
Other machinery and equipment | |||
Property, Plant and Equipment: | |||
Estimated useful lives of capitalized assets (in years) | 5 years | ||
Furniture and fixtures | |||
Property, Plant and Equipment: | |||
Estimated useful lives of capitalized assets (in years) | 5 years | ||
Computer equipment and software | Minimum | |||
Property, Plant and Equipment: | |||
Estimated useful lives of capitalized assets (in years) | 3 years | ||
Computer equipment and software | Maximum | |||
Property, Plant and Equipment: | |||
Estimated useful lives of capitalized assets (in years) | 7 years |
Acquisitions_Nogra_Pharma_Limi
Acquisitions (Nogra Pharma Limited Acquisition) (Details) (USD $) | 0 Months Ended | ||
In Millions, unless otherwise specified | 14-May-14 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||
Goodwill | $2,191.20 | $2,041.20 | |
GED-0301 | |||
Business Acquisition [Line Items] | |||
Estimated maximum potential payments related to contingent consideration | 815 | ||
Potential milestones payment, annual sales achievement | 500 | ||
Potential milestone payments | 1,050 | ||
Cash | 710 | ||
Contingent consideration | 1,060 | ||
Total fair value of consideration transferred | 1,770 | ||
In-process research and development product rights | 1,620 | ||
Current deferred tax assets | 1.3 | ||
Non-current deferred tax liabilities, net | -1.3 | ||
Total identifiable net assets | 1,620 | ||
Goodwill | 150 | ||
Total net assets acquired | 1,770 | ||
Maximum | GED-0301 | |||
Business Acquisition [Line Items] | |||
Potential milestones payment, annual sales achievement | 4,000 | ||
Other current liabilities | GED-0301 | |||
Business Acquisition [Line Items] | |||
Contingent consideration | 5 | ||
Other non-current liabilities | GED-0301 | |||
Business Acquisition [Line Items] | |||
Contingent consideration | $1,055 |
Acquisitions_Avila_Acquisition
Acquisitions (Avila Acquisition) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 07, 2012 | Mar. 31, 2012 | |
Business Acquisition [Line Items] | |||||
Payments for acquisition of businesses, net of cash acquired | ($710,000,000) | $0 | ($352,200,000) | ||
Settlements | 40,000,000 | 0 | |||
Avila Therapeutics, Inc. | |||||
Business Acquisition [Line Items] | |||||
Total fair value of consideration transferred | 535,100,000 | ||||
Cash | 363,400,000 | ||||
Payments for acquisition of businesses, net of cash acquired | -352,200,000 | ||||
Milestone payments | 171,700,000 | ||||
Estimated minimum potential payments related to contingent consideration | 0 | ||||
Estimated maximum potential payments related to contingent consideration | 555,000,000 | ||||
In-process research and development product rights | 330,800,000 | ||||
Fair value assigned to acquired IPR&D | 198,400,000 | ||||
Other acquisition related contingent consideration | -46,200,000 | ||||
Acquired IPR&D Product Rights | |||||
Business Acquisition [Line Items] | |||||
Impairment of intangible assets | 129,200,000 | 69,200,000 | |||
Changes Measurement | Acquired IPR&D Product Rights | |||||
Business Acquisition [Line Items] | |||||
Other acquisition related contingent consideration | 58,000,000 | 4,500,000 | |||
Changes Measurement | Acquired IPR&D Product Rights | Avila Therapeutics, Inc. | |||||
Business Acquisition [Line Items] | |||||
Other acquisition related contingent consideration | ($58,000,000) |
Earnings_Per_Share_Details
Earnings Per Share (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Apr. 30, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Earnings Per Share [Abstract] | ||||||||||||
Net income | $613,900,000 | $508,500,000 | $597,800,000 | $279,700,000 | $214,400,000 | $372,500,000 | $478,100,000 | $384,900,000 | $1,999,900,000 | $1,449,900,000 | $1,456,200,000 | |
Weighted average shares | ||||||||||||
Basic (in shares) | 800,200,000 | 799,600,000 | 799,600,000 | 811,500,000 | 822,400,000 | 824,500,000 | 828,200,000 | 835,800,000 | 802,700,000 | 827,700,000 | 861,900,000 | |
Effect of dilutive securities: | ||||||||||||
Options, restricted stock units, warrants and other (in shares) | 33,300,000 | 32,900,000 | 19,700,000 | |||||||||
Diluted (in shares) | 834,600,000 | 832,800,000 | 831,000,000 | 845,100,000 | 857,200,000 | 857,700,000 | 858,500,000 | 864,400,000 | 836,000,000 | 860,600,000 | 881,600,000 | |
Net income per share attributable to Celgene: | ||||||||||||
Basic (in dollars per share) | $0.77 | $0.64 | $0.75 | $0.34 | $0.26 | $0.45 | $0.58 | $0.46 | $2.49 | $1.75 | $1.69 | |
Diluted (in dollars per share) | $0.74 | $0.61 | $0.72 | $0.33 | $0.25 | $0.43 | $0.56 | $0.45 | $2.39 | $1.68 | $1.65 | |
Anti-dilutive securities | ||||||||||||
Antidilutive securities excluded from computation of earnings per share (in shares) | 18,700,000 | 14,300,000 | 25,300,000 | |||||||||
Approved common share repurchase amount | 4,000,000,000 | 13,500,000,000 | ||||||||||
Put option premium | 11,600,000 | 1,200,000 | ||||||||||
Put options outstanding | 0 | 0 | ||||||||||
Common stock repurchased under the program during the period (in shares) | 22,000,000 | |||||||||||
Common stock repurchased under the program during the period | 2,928,000,000 | |||||||||||
Remaining open-ended repurchase authorization | $3,140,000,000 |
Financial_Instruments_and_Fair2
Financial Instruments and Fair Value Measurement (Assets and Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Recurring basis | Quoted Price in Active Markets for Identical Assets (Level 1) | ||
Assets: | ||
Available-for-sale securities | $1,051.30 | $433.10 |
Total assets | 1,051.30 | 433.1 |
Liabilities: | ||
Contingent value rights | -136.3 | -118.1 |
Total liabilities | -136.3 | -118.1 |
Recurring basis | Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Available-for-sale securities | 2,373.80 | 2,019.50 |
Forward currency contracts | 550.7 | |
Purchased currency options | 9.8 | |
Interest rate swaps | 20 | |
Cash equivalents | 20 | |
Total assets | 2,954.30 | 2,039.50 |
Liabilities: | ||
Forward currency contracts | -9.2 | |
Interest rate swaps | -49.6 | |
Written currency options | -4.6 | |
Total liabilities | -4.6 | -58.8 |
Recurring basis | Significant Unobservable Inputs (Level 3) | ||
Liabilities: | ||
Other acquisition related contingent consideration | -1,279 | -228.5 |
Total liabilities | -1,279 | -228.5 |
Recurring basis | Fair Value | ||
Assets: | ||
Available-for-sale securities | 3,425.10 | 2,452.60 |
Forward currency contracts | 550.7 | |
Purchased currency options | 9.8 | |
Interest rate swaps | 20 | |
Cash equivalents | 20 | |
Total assets | 4,005.60 | 2,472.60 |
Liabilities: | ||
Forward currency contracts | -9.2 | |
Contingent value rights | -136.3 | -118.1 |
Interest rate swaps | -49.6 | |
Written currency options | -4.6 | |
Other acquisition related contingent consideration | -1,279 | -228.5 |
Total liabilities | -1,419.90 | -405.4 |
Avila Therapeutics, Inc. | ||
Fair Value of assets and liabilities | ||
Estimated maximum potential payments related to contingent consideration | 555 | |
Liabilities: | ||
Other acquisition related contingent consideration | -46.2 | |
Gloucester Pharmaceuticals, Inc. | ||
Fair Value of assets and liabilities | ||
Estimated maximum potential payments related to contingent consideration | 120 | |
Nogra Pharma Limited | ||
Fair Value of assets and liabilities | ||
Estimated maximum potential payments related to contingent consideration | $1,865 |
Financial_Instruments_and_Fair3
Financial Instruments and Fair Value Measurement (Level 3 Liabilities) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Liabilities: | |||
Balance at beginning of period | ($228.50) | ($198.10) | |
Amounts acquired or issued | -1,060 | 0 | |
Net change in fair value | -30.5 | -30.4 | |
Settlements | 40 | 0 | |
Transfers in and/or out of Level 3 | 0 | 0 | |
Balance at end of period | -1,279 | -228.5 | |
Change in Level 3 liabilities | 1,051 | ||
Avila Therapeutics, Inc. | |||
Liabilities: | |||
Other acquisition related contingent consideration | 46.2 | ||
Nogra Pharma Limited | |||
Liabilities: | |||
Amounts acquired or issued | -1,060 | ||
Contingent consideration as asset, fair value disclosure | 75.6 | ||
Changes Measurement | Acquired IPR&D product rights | |||
Liabilities: | |||
Other acquisition related contingent consideration | -58 | -4.5 | |
Changes Measurement | Acquired IPR&D product rights | Avila Therapeutics, Inc. | |||
Liabilities: | |||
Other acquisition related contingent consideration | 58 | ||
Changes Measurement | Acquired IPR&D product rights | Nogra Pharma Limited | |||
Liabilities: | |||
Other acquisition related contingent consideration | $19.80 |
Derivative_Instruments_and_Hed2
Derivative Instruments and Hedging Activities (Foreign Currency Forward Contracts) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Derivative [Line Items] | ||
Notional amount | $8,231 | |
Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Period to settlement dates of derivatives is within this period | 3 years | |
Designated as hedging instruments | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Period to settlement dates of derivatives is within this period | 36 months | 36 months |
Notional amount | 4,284.10 | 4,156.70 |
Not designated as hedging instruments | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional amount | 835.5 | 878.5 |
Australian Dollar | Designated as hedging instruments | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional amount | 18.8 | 0 |
British Pound | Designated as hedging instruments | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional amount | 304.8 | 279.4 |
Canadian Dollar | Designated as hedging instruments | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional amount | 43.7 | 0 |
Euro | Designated as hedging instruments | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional amount | 3,375.70 | 3,318.20 |
Japanese Yen | Designated as hedging instruments | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional amount | $541.10 | $559.10 |
Derivative_Instruments_and_Hed3
Derivative Instruments and Hedging Activities (Foreign Currency Option Contracts) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Derivative [Line Items] | ||
Notional amount | $8,231 | |
Designated as hedging instruments | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Notional amount | 4,284.10 | 4,156.70 |
Not designated as hedging instruments | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Notional amount | 835.5 | 878.5 |
Put | Designated as hedging instruments | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Notional amount | 152.6 | 0 |
Call | Designated as hedging instruments | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Notional amount | $160.90 | $0 |
Derivative_Instruments_and_Hed4
Derivative Instruments and Hedging Activities (Forward Starting Interest Rate Swaps) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 |
Derivative [Line Items] | ||
Notional amount | $8,231 | |
Gains (losses) related to ineffective portion of hedging relationships | 6.3 | |
Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | 2,300 | 2,700 |
Designated as hedging instruments | Interest rate swap contracts, maturing in 10 years | ||
Derivative [Line Items] | ||
Notional amount | 250 | |
Average remaining maturity | 10 years | |
Designated as hedging instruments | Foreign currency forward contracts | ||
Derivative [Line Items] | ||
Notional amount | 4,156.70 | 4,284.10 |
Cash flow hedges | Designated as hedging instruments | Forward starting interest rate swaps | ||
Derivative [Line Items] | ||
Notional amount | 1,500 | |
Cash flow hedges | Designated as hedging instruments | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Accumulated OCI, loss position | 25.9 | |
Other income, net | Cash flow hedges | Designated as hedging instruments | Forward starting interest rate swaps | ||
Derivative [Line Items] | ||
Gains (losses) related to ineffective portion of hedging relationships | ($3.60) |
Derivative_Instruments_and_Hed5
Derivative Instruments and Hedging Activities (Interest Rate Swap Contracts) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Derivative [Line Items] | ||
Notional amount | $8,231 | |
Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | 2,700 | 2,300 |
Interest rate swap contracts | Designated as hedging instruments | ||
Derivative [Line Items] | ||
Proceeds from settlement of interest rate swap contracts | 25.5 | 22.9 |
2.250% senior notes due 2019 | ||
Derivative [Line Items] | ||
Interest rate (as a percent) | 2.25% | |
Senior Notes | 2.450% senior notes due 2015 | ||
Derivative [Line Items] | ||
Interest rate (as a percent) | 2.45% | 2.45% |
Senior Notes | 2.450% senior notes due 2015 | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | 300 | 300 |
Interest rate (as a percent) | 2.45% | |
Senior Notes | 1.900% senior notes due 2017 | ||
Derivative [Line Items] | ||
Interest rate (as a percent) | 1.90% | 1.90% |
Senior Notes | 1.900% senior notes due 2017 | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | 300 | 300 |
Interest rate (as a percent) | 1.90% | |
Senior Notes | 2.300% senior notes due 2018 | ||
Derivative [Line Items] | ||
Interest rate (as a percent) | 2.30% | 2.30% |
Senior Notes | 2.300% senior notes due 2018 | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | 200 | 200 |
Interest rate (as a percent) | 2.30% | |
Senior Notes | 2.250% senior notes due 2019 | ||
Derivative [Line Items] | ||
Interest rate (as a percent) | 2.25% | 0.00% |
Senior Notes | 2.250% senior notes due 2019 | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | 500 | 0 |
Interest rate (as a percent) | 2.25% | |
Senior Notes | 3.950% senior notes due 2020 | ||
Derivative [Line Items] | ||
Interest rate (as a percent) | 3.95% | 3.95% |
Senior Notes | 3.950% senior notes due 2020 | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | 500 | 500 |
Interest rate (as a percent) | 3.95% | |
Senior Notes | 3.250% senior notes due 2022 | ||
Derivative [Line Items] | ||
Interest rate (as a percent) | 3.25% | 3.25% |
Senior Notes | 3.250% senior notes due 2022 | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | 750 | 850 |
Interest rate (as a percent) | 3.25% | |
Senior Notes | 4.000% senior notes due 2023 | ||
Derivative [Line Items] | ||
Interest rate (as a percent) | 4.00% | 4.00% |
Senior Notes | 4.000% senior notes due 2023 | Interest rate swap contracts | ||
Derivative [Line Items] | ||
Notional amount | $150 | $150 |
Interest rate (as a percent) | 4.00% |
Derivative_Instruments_and_Hed6
Derivative Instruments and Hedging Activities (Fair Value and Presentation in the Balance Sheet) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | $651.20 | $206 |
Liability Derivative, Gross Liability | 75.3 | 264.8 |
Designated as hedging instruments | Foreign exchange contracts | Other current assets | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | 264.9 | 63.6 |
Liability Derivative, Gross Liability | 44.9 | 24.9 |
Designated as hedging instruments | Foreign exchange contracts | Other current liabilities | ||
Fair value of derivative instruments | ||
Asset Liability, Gross Asset | 0.1 | 41.5 |
Liability Derivative, Gross Liability | 1.7 | 84.7 |
Designated as hedging instruments | Foreign exchange contracts | Other non-current assets | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | 322.3 | 60.6 |
Liability Derivative, Gross Liability | 17.5 | 41.9 |
Designated as hedging instruments | Foreign exchange contracts | Other non-current liabilities | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | 4.3 | |
Liability Derivative, Gross Liability | 25.6 | |
Designated as hedging instruments | Interest rate swap contracts | Other current assets | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | 17.9 | 17.1 |
Designated as hedging instruments | Interest rate swap contracts | Other non-current assets | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | 4.8 | |
Liability Derivative, Gross Liability | 0.3 | |
Designated as hedging instruments | Interest rate swap contracts | Other non-current liabilities | ||
Fair value of derivative instruments | ||
Liability Derivative, Gross Liability | 3.8 | 68.3 |
Not designated as hedging instruments | Foreign exchange contracts | Other current assets | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | 39.7 | 11.3 |
Liability Derivative, Gross Liability | 6 | 0.7 |
Not designated as hedging instruments | Foreign exchange contracts | Other current liabilities | ||
Fair value of derivative instruments | ||
Asset Liability, Gross Asset | 0.1 | 6 |
Liability Derivative, Gross Liability | 1.1 | 18.7 |
Not designated as hedging instruments | Interest rate swap contracts | Other current assets | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | 0.1 | 0.1 |
Not designated as hedging instruments | Interest rate swap contracts | Other non-current assets | ||
Fair value of derivative instruments | ||
Asset Derivative, Gross Asset | $1.30 | $1.50 |
Derivative_Instruments_and_Hed7
Derivative Instruments and Hedging Activities (Schedule of Impacts on Income) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Derivative instruments gain loss | ||
Gains (losses) expected to be reclassified from accumulated OCI into operations in the next 12 months | $230.70 | |
Gains (losses) related to ineffective portion of hedging relationships | 6.3 | |
Gains (losses) related to amounts excluded from assessment of hedge effectiveness | 6.3 | |
Designated as hedging instruments | Cash flow hedges | Foreign exchange contracts | ||
Derivative instruments gain loss | ||
Amount of gain/(loss) recognized in OCI on derivative | 600.4 | -9.7 |
Designated as hedging instruments | Cash flow hedges | Foreign exchange contracts | Net product sales | ||
Derivative instruments gain loss | ||
Amount of gain/(loss) reclassified from accumulated OCI into income | 27.5 | 10.7 |
Designated as hedging instruments | Cash flow hedges | Foreign exchange contracts | Other income, net | ||
Derivative instruments gain loss | ||
Amount of gain/(loss) recognized in income on derivative | -12.2 | 12.6 |
Gains (losses) related to amounts excluded from assessment of hedge effectiveness | -18 | |
Derivative, net hedge ineffectiveness gain (loss) | 5.8 | |
Designated as hedging instruments | Cash flow hedges | Treasury rate locks | ||
Derivative instruments gain loss | ||
Amount of gain/(loss) recognized in OCI on derivative | 0 | 0 |
Designated as hedging instruments | Cash flow hedges | Treasury rate locks | Interest expense | ||
Derivative instruments gain loss | ||
Amount of gain/(loss) reclassified from accumulated OCI into income | -3.5 | -3.4 |
Designated as hedging instruments | Cash flow hedges | Forward starting interest rate swaps | ||
Derivative instruments gain loss | ||
Amount of gain/(loss) recognized in OCI on derivative | -32.3 | 6.5 |
Amount of gain/(loss) reclassified from accumulated OCI into income | -0.9 | 0 |
Designated as hedging instruments | Cash flow hedges | Forward starting interest rate swaps | Other income, net | ||
Derivative instruments gain loss | ||
Amount of gain/(loss) recognized in income on derivative | -3.6 | |
Gains (losses) related to ineffective portion of hedging relationships | -3.6 | |
Designated as hedging instruments | Fair value hedges | Interest rate swap contracts | Interest expense | ||
Derivative instruments gain loss | ||
Amount of gain/(loss) recognized in income on derivative | 43 | 31.4 |
Not designated as hedging instruments | Foreign exchange contracts | Other income, net | ||
Derivative instruments not designated as hedging instruments | ||
Amount of gain/(loss) recognized in income on derivative | 79.3 | 34.1 |
Not designated as hedging instruments | Interest rate swap contracts | Other income, net | ||
Derivative instruments not designated as hedging instruments | ||
Amount of gain/(loss) recognized in income on derivative | 0 | 0.7 |
Not designated as hedging instruments | Put options sold | Other income, net | ||
Derivative instruments not designated as hedging instruments | ||
Amount of gain/(loss) recognized in income on derivative | $11.60 | $1.20 |
Cash_Cash_Equivalents_and_Mark2
Cash, Cash Equivalents and Marketable Securities Available-for-Sale (Amortized Cost, Gross Unrealized Gain/Loss, and Estimated Fair Value) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Cash and cash equivalents | ||
Money market funds | $2,251 | $1,697 |
Available-for-sale securities by major security type and class of security | ||
Amortized Cost | 2,712.10 | 2,239 |
Gross Unrealized Gain | 718.3 | 221.9 |
Gross Unrealized Loss | -5.3 | -8.3 |
Estimated Fair Value | 3,425.10 | 2,452.60 |
U.S. Treasury securities | ||
Available-for-sale securities by major security type and class of security | ||
Amortized Cost | 1,044.70 | 795.2 |
Gross Unrealized Gain | 0.3 | 0.3 |
Gross Unrealized Loss | -0.8 | -0.4 |
Estimated Fair Value | 1,044.20 | 795.1 |
U.S. government-sponsored agency securities | ||
Available-for-sale securities by major security type and class of security | ||
Amortized Cost | 145.1 | 208.9 |
Gross Unrealized Gain | 0.1 | 0.2 |
Gross Unrealized Loss | -0.1 | -0.2 |
Estimated Fair Value | 145.1 | 208.9 |
U.S. government-sponsored agency MBS | ||
Available-for-sale securities by major security type and class of security | ||
Amortized Cost | 531.1 | 450.8 |
Gross Unrealized Gain | 1 | 0.1 |
Gross Unrealized Loss | -2.7 | -6.9 |
Estimated Fair Value | 529.4 | 444 |
Non-U.S. government, agency and supranational securities | ||
Available-for-sale securities by major security type and class of security | ||
Amortized Cost | 32.4 | 10.4 |
Gross Unrealized Gain | 0 | 0 |
Gross Unrealized Loss | -0.1 | 0 |
Estimated Fair Value | 32.3 | 10.4 |
Corporate debt b global | ||
Available-for-sale securities by major security type and class of security | ||
Amortized Cost | 446.3 | 379.2 |
Gross Unrealized Gain | 0.6 | 1.1 |
Gross Unrealized Loss | -1.2 | -0.6 |
Estimated Fair Value | 445.7 | 379.7 |
Asset backed securities | ||
Available-for-sale securities by major security type and class of security | ||
Amortized Cost | 177.3 | 181.6 |
Gross Unrealized Gain | 0 | 0 |
Gross Unrealized Loss | -0.2 | -0.2 |
Estimated Fair Value | 177.1 | 181.4 |
Marketable equity securities | ||
Available-for-sale securities by major security type and class of security | ||
Amortized Cost | 335.2 | 212.9 |
Gross Unrealized Gain | 716.3 | 220.2 |
Gross Unrealized Loss | -0.2 | 0 |
Estimated Fair Value | $1,051.30 | $433.10 |
Cash_Cash_Equivalents_and_Mark3
Cash, Cash Equivalents and Marketable Securities Available-for-Sale (Continuous Unrealized Loss Positions) (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Estimated Fair Value | |
Less than 12 months | $1,356.80 |
12 months or longer | 111 |
Total | 1,467.80 |
Gross Unrealized Loss | |
Less than 12 months | -4 |
12 months or longer | -1.3 |
Total | -5.3 |
U.S. Treasury securities | |
Estimated Fair Value | |
Less than 12 months | 641.8 |
12 months or longer | 0 |
Total | 641.8 |
Gross Unrealized Loss | |
Less than 12 months | -0.8 |
12 months or longer | 0 |
Total | -0.8 |
U.S. government-sponsored agency securities | |
Estimated Fair Value | |
Less than 12 months | 72.3 |
12 months or longer | 2.9 |
Total | 75.2 |
Gross Unrealized Loss | |
Less than 12 months | -0.1 |
12 months or longer | 0 |
Total | -0.1 |
U.S. government-sponsored agency MBS | |
Estimated Fair Value | |
Less than 12 months | 178.9 |
12 months or longer | 107.3 |
Total | 286.2 |
Gross Unrealized Loss | |
Less than 12 months | -1.4 |
12 months or longer | -1.3 |
Total | -2.7 |
Non-U.S. government, agency and supranational securities | |
Estimated Fair Value | |
Less than 12 months | 30.8 |
12 months or longer | 0 |
Total | 30.8 |
Gross Unrealized Loss | |
Less than 12 months | -0.1 |
12 months or longer | 0 |
Total | -0.1 |
Corporate debt b global | |
Estimated Fair Value | |
Less than 12 months | 273.2 |
12 months or longer | 0.8 |
Total | 274 |
Gross Unrealized Loss | |
Less than 12 months | -1.2 |
12 months or longer | 0 |
Total | -1.2 |
Asset backed securities | |
Estimated Fair Value | |
Less than 12 months | 155.1 |
12 months or longer | 0 |
Total | 155.1 |
Gross Unrealized Loss | |
Less than 12 months | -0.2 |
12 months or longer | 0 |
Total | -0.2 |
Marketable equity securities | |
Estimated Fair Value | |
Less than 12 months | 4.7 |
Total | 4.7 |
Gross Unrealized Loss | |
Less than 12 months | -0.2 |
Total | ($0.20) |
Cash_Cash_Equivalents_and_Mark4
Cash, Cash Equivalents and Marketable Securities Available-for-Sale (Debt Securities, Amortized Cost and Fair Value) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Amortized Cost | |
Duration of one year or less | $456.20 |
Duration of one through three years | 1,797.80 |
Duration of three through five years | 122.9 |
Total | 2,376.90 |
Fair Value | |
Duration of one year or less | 456.4 |
Duration of one through three years | 1,795.10 |
Duration of three through five years | 122.3 |
Total | $2,373.80 |
Inventory_Details
Inventory (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Inventory Disclosure [Abstract] | ||
Raw materials | $200 | $147.40 |
Work in process | 101.5 | 99.6 |
Finished goods | 91.6 | 93.4 |
Total | 393.1 | 340.4 |
Inventory [Line Items] | ||
Increase in raw materials during period | 52.6 | |
ABRAXANE | ||
Inventory [Line Items] | ||
Increase in raw materials during period | 45.7 | |
OTEZLA | ||
Inventory [Line Items] | ||
Increase in raw materials during period | $5.40 |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Property, Plant and Equipment: | ||
Subtotal | $1,166.10 | $1,025.70 |
Less accumulated depreciation and amortization | 523.5 | 432.3 |
Total | 642.6 | 593.4 |
Land | ||
Property, Plant and Equipment: | ||
Subtotal | 37.9 | 37.9 |
Buildings | ||
Property, Plant and Equipment: | ||
Subtotal | 260.8 | 258 |
Building and operating equipment | ||
Property, Plant and Equipment: | ||
Subtotal | 32 | 30.8 |
Leasehold improvements | ||
Property, Plant and Equipment: | ||
Subtotal | 135.5 | 128.2 |
Machinery and equipment | ||
Property, Plant and Equipment: | ||
Subtotal | 213.5 | 193.8 |
Furniture and fixtures | ||
Property, Plant and Equipment: | ||
Subtotal | 48.8 | 46.3 |
Computer equipment and software | ||
Property, Plant and Equipment: | ||
Subtotal | 332.8 | 286.1 |
Construction in progress | ||
Property, Plant and Equipment: | ||
Subtotal | $104.80 | $44.60 |
Other_Financial_Information_De
Other Financial Information (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Accrued expenses | ||
Compensation | $285.20 | $261.70 |
Rebates, distributor chargebacks and distributor services | 232.9 | 217.3 |
Clinical trial costs and grants | 189.5 | 192.6 |
Common share repurchases | 0 | 45.7 |
Interest | 59.1 | 49 |
Royalties, license fees and collaboration agreements | 26.7 | |
Royalties, license fees and collaboration agreements | 52.4 | |
Commercial related activities | 56.2 | 46.6 |
Sales returns | 10.2 | 15.5 |
Rent | 14 | 14.8 |
Professional services | 7.9 | 9.3 |
Other taxes | 9.3 | 7.6 |
Other | 100.1 | 88.6 |
Total | 991.1 | 1,001.10 |
Other current liabilities | ||
Deferred tax liability | 131.2 | 0 |
Compensation | 32.6 | 22.1 |
Sales, use and value added tax | 56.8 | 50.9 |
Derivative contracts | 2.6 | 55.9 |
Collaboration agreement upfront payable | 14 | 7 |
Other | 4.1 | 1.1 |
Total | 275.8 | 199.7 |
Other non-current liabilities | ||
Deferred compensation and long-term incentives | 150.5 | 127.2 |
Derivative contracts | 3.8 | 89.6 |
Deferred lease incentive | 31.4 | 28.7 |
Collaboration agreement | 14 | 28 |
Other | 0.6 | 25.3 |
Total | 1,581.10 | 582.7 |
Abraxis Bio Science, Inc. | ||
Other non-current liabilities | ||
Contingent consideration | 136.3 | 118.1 |
Gloucester Pharmaceuticals, Inc. | ||
Other non-current liabilities | ||
Contingent consideration | 19.5 | 18.3 |
Nogra Pharma Limited | ||
Other current liabilities | ||
Contingent consideration | 24.7 | 0 |
Other non-current liabilities | ||
Contingent consideration | 1,110.80 | 0 |
Avila Therapeutics, Inc. | ||
Other current liabilities | ||
Contingent consideration | 9.8 | 62.7 |
Other non-current liabilities | ||
Contingent consideration | $114.20 | $147.50 |
Intangible_Assets_and_Goodwill2
Intangible Assets and Goodwill (Intangible Assets) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Intangible Assets By Category | |||
Amortization period related to non-IPR&D intangible assets, minimum (in years) | 11 years 1 month 6 days | ||
Gross Carrying Value | $3,849.10 | $3,848.30 | |
Accumulated Amortization | -1,410.20 | -1,146.50 | |
Intangible Assets, Net | 2,438.90 | 2,701.80 | |
Total intangible assets | |||
Gross Carrying Value | 5,477.80 | 3,986.20 | |
Accumulated Amortization | -1,410.20 | -1,146.50 | |
Intangible Assets, Net | 4,067.60 | 2,839.70 | |
Increase in the gross carrying value of the intangible assets | 1,492 | ||
Amortization | 263.9 | 270.1 | 196.2 |
Decrease in amortization expense | 6.2 | ||
Estimated amortization expense, 2019 | 215 | ||
Acquired developed product rights | |||
Intangible Assets By Category | |||
Gross Carrying Value | 3,405.90 | 3,405.90 | |
Accumulated Amortization | -1,234.10 | -1,026.40 | |
Intangible Assets, Net | 2,171.80 | 2,379.50 | |
Total intangible assets | |||
Accumulated Amortization | -1,234.10 | -1,026.40 | |
Technology | |||
Intangible Assets By Category | |||
Gross Carrying Value | 333.7 | 333.7 | |
Accumulated Amortization | -135.1 | -87.4 | |
Intangible Assets, Net | 198.6 | 246.3 | |
Total intangible assets | |||
Accumulated Amortization | -135.1 | -87.4 | |
Licenses | |||
Intangible Assets By Category | |||
Gross Carrying Value | 67 | 66.2 | |
Accumulated Amortization | -18.1 | -13.9 | |
Intangible Assets, Net | 48.9 | 52.3 | |
Total intangible assets | |||
Accumulated Amortization | -18.1 | -13.9 | |
Other | |||
Intangible Assets By Category | |||
Gross Carrying Value | 42.5 | 42.5 | |
Accumulated Amortization | -22.9 | -18.8 | |
Intangible Assets, Net | 19.6 | 23.7 | |
Total intangible assets | |||
Accumulated Amortization | -22.9 | -18.8 | |
Acquired IPR&D product rights | |||
Non-amortized intangible assets: | |||
Carrying Value | 1,628.70 | 137.9 | |
Total intangible assets | |||
Impairment of intangible assets | 129.2 | 69.2 | |
Minimum | |||
Total intangible assets | |||
Amortization | 255 | ||
Maximum | |||
Total intangible assets | |||
Amortization | 260 | ||
Changes Measurement | Acquired IPR&D product rights | |||
Total intangible assets | |||
Other acquisition related contingent consideration | 58 | 4.5 | |
Nogra Pharma Limited | Acquired IPR&D product rights | |||
Total intangible assets | |||
Intangible assets acquired | 1,620 | ||
Nogra Pharma Limited | Changes Measurement | Acquired IPR&D product rights | |||
Total intangible assets | |||
Other acquisition related contingent consideration | ($19.80) |
Intangible_Assets_and_Goodwill3
Intangible Assets and Goodwill (Goodwill) (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Summary of changes in carrying value of goodwill | |
Beginning balance | $2,041.20 |
Acquisition of Nogra | 150 |
Ending balance | $2,191.20 |
Debt_ShortTerm_Borrowings_and_
Debt (Short-Term Borrowings and Current Portion of Long-Term Debt) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Debt Disclosure [Abstract] | ||
Commercial Paper | $99.60 | $544.80 |
Long-term debt, current maturities | 506.3 | 0 |
Total | $605.90 | $544.80 |
Debt_LongTerm_Debt_Details
Debt (Long-Term Debt) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Long-term debt, net of discount | $6,265.70 | $4,196.50 |
2.250% senior notes due 2019 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 2.25% | |
3.625% senior notes due 2024 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.63% | |
4.625% senior notes due 2044 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 4.63% | |
Senior Notes | 2.450% senior notes due 2015 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 2.45% | 2.45% |
Long-term debt, net of discount | 0 | 513.9 |
Senior Notes | 1.900% senior notes due 2017 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 1.90% | 1.90% |
Long-term debt, net of discount | 501 | 499.9 |
Senior Notes | 2.300% senior notes due 2018 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 2.30% | 2.30% |
Long-term debt, net of discount | 401.2 | 399 |
Senior Notes | 2.250% senior notes due 2019 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 2.25% | 0.00% |
Long-term debt, net of discount | 502.5 | 0 |
Senior Notes | 3.950% senior notes due 2020 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.95% | 3.95% |
Long-term debt, net of discount | 502.8 | 484.6 |
Senior Notes | 3.250% senior notes due 2022 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.25% | 3.25% |
Long-term debt, net of discount | 1,010.20 | 956.6 |
Senior Notes | 4.000% senior notes due 2023 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 4.00% | 4.00% |
Long-term debt, net of discount | 708.5 | 696.3 |
Senior Notes | 3.625% senior notes due 2024 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 3.63% | 0.00% |
Long-term debt, net of discount | 996.8 | 0 |
Senior Notes | 5.700% senior notes due 2040 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 5.70% | 5.70% |
Long-term debt, net of discount | 249.5 | 249.6 |
Senior Notes | 5.250% senior notes due 2043 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 5.25% | 5.25% |
Long-term debt, net of discount | 396.7 | 396.6 |
Senior Notes | 4.625% senior notes due 2044 | ||
Debt Instrument [Line Items] | ||
Interest rate (as a percent) | 4.63% | 0.00% |
Long-term debt, net of discount | $996.50 | $0 |
Debt_Narrative_Details
Debt (Narrative) (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Apr. 30, 2013 | |
Time_Per_Annum | |||
Debt Instrument [Line Items] | |||
Long-term debt, fair value | $6,988,000,000 | ||
Commercial Paper | 99,600,000 | 544,800,000 | |
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 1,500,000,000 | 1,000,000,000 | |
Maximum number of credit facility increases | 1 | ||
Maximum borrowing capacity, subject to certain conditions | 1,750,000,000 | ||
Outstanding uncommitted facility | 0 | ||
2.250% senior notes due 2019 | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 500,000,000 | ||
Interest rate (as a percent) | 2.25% | ||
Debt instrument, issuance price as percentage of par value | 99.75% | ||
Debt instrument, redemption price, percentage | 1.10% | ||
3.625% senior notes due 2024 | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 1,000,000,000 | ||
Interest rate (as a percent) | 3.63% | ||
Debt instrument, issuance price as percentage of par value | 99.66% | ||
Debt instrument, redemption price, percentage | 1.15% | ||
4.625% senior notes due 2044 | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 1,000,000,000 | ||
Interest rate (as a percent) | 4.63% | ||
Debt instrument, issuance price as percentage of par value | 99.65% | ||
Debt instrument, redemption price, percentage | 1.20% | ||
Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 2,500,000,000 | ||
Unamortized debt issuance expense | 21,200,000 | ||
Commercial Paper | |||
Debt Instrument [Line Items] | |||
Effective interest rate (as a percent) | 0.40% | ||
Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | 6,750,000,000 | ||
Senior Notes | 2.250% senior notes due 2019 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 2.25% | 0.00% | |
Senior Notes | 3.625% senior notes due 2024 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 3.63% | 0.00% | |
Senior Notes | 4.625% senior notes due 2044 | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 4.63% | 0.00% | |
Derivative | |||
Debt Instrument [Line Items] | |||
Accumulated OCI, loss position | 52,100,000 | ||
Gain as a Result of Past Swap Contract Settlements | |||
Debt Instrument [Line Items] | |||
Deferred (gain) loss on discontinuation of fair value hedge | 38,600,000 | ||
Gain Related to Settlement of Swap Contracts During Current Fiscal Year | |||
Debt Instrument [Line Items] | |||
Deferred (gain) loss on discontinuation of fair value hedge | $17,800,000 |
Stockholders_Equity_Narrative_
Stockholders' Equity (Narrative) (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||
Apr. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Stockholders' Equity Note [Abstract] | ||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||
Common stock, shares authorized | 1,150,000,000 | 1,150,000,000 | ||
Aggregate value of common shares authorized to be purchased under share repurchase program | $4,000,000,000 | $13,500,000,000 | ||
Amount of stock repurchased under share repurchase program | 2,928,000,000 | 2,769,000,000 | 2,050,000,000 | |
Stock repurchase program, aggregate shares repurchased | 118,700,000 | |||
Average price of shares repurchased under share repurchase program (in dollars per share) | $87.24 | |||
Cost of shares repurchased under share repurchase program | $10,360,000,000 |
Stockholders_Equity_Summary_of
Stockholders' Equity (Summary of Common and Treasury Stock) (Details) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Changes in common stock issued and treasury stock | |||
Balance at the beginning of the period (in shares) | 906.5 | ||
Exercise of stock options, warrants and conversion of restricted stock units (in shares) | 14.8 | ||
Balance at the end of the period (in shares) | 924.8 | ||
Common Stock | |||
Changes in common stock issued and treasury stock | |||
Balance at the beginning of the period (in shares) | 906.5 | 880.9 | 858.8 |
Exercise of stock options, warrants and conversion of restricted stock units (in shares) | 18.3 | 25 | 21.5 |
Issuance of common stock for employee benefit plans (in shares) | 0 | 0.6 | 0.6 |
Aggregate common stock repurchased under the program (in shares) | 0 | 0 | 0 |
Balance at the end of the period (in shares) | 924.8 | 906.5 | 880.9 |
Treasury Stock | |||
Changes in common stock issued and treasury stock | |||
Balance at the beginning of the period (in shares) | 101.5 | 78.7 | 49.9 |
Exercise of stock options, warrants and conversion of restricted stock units (in shares) | 1.3 | 0.5 | 0.2 |
Issuance of common stock for employee benefit plans (in shares) | 0.2 | 0 | 0 |
Aggregate common stock repurchased under the program (in shares) | 22 | 22.3 | 28.6 |
Balance at the end of the period (in shares) | 124.6 | 101.5 | 78.7 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Summary of Components) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of accumulated other comprehensive income (loss), net of tax | |||
Balance at the beginning of the period | $94 | ($49.70) | |
Other comprehensive income (loss) before reclassifications | 842.1 | 152.8 | |
Amount reclassified from accumulated other comprehensive income | -21.3 | -9.1 | |
Total other comprehensive income | 820.8 | 143.7 | 12.6 |
Balance at the end of the period | 914.8 | 94 | -49.7 |
Pension Liability | |||
Summary of accumulated other comprehensive income (loss), net of tax | |||
Balance at the beginning of the period | -6.9 | -10.1 | |
Other comprehensive income (loss) before reclassifications | -8.6 | 3.2 | |
Amount reclassified from accumulated other comprehensive income | 0 | 0 | |
Total other comprehensive income | -8.6 | 3.2 | |
Balance at the end of the period | -15.5 | -6.9 | |
Net Unrealized Gains (Losses) From Marketable Securities | |||
Summary of accumulated other comprehensive income (loss), net of tax | |||
Balance at the beginning of the period | 137.3 | 4.2 | |
Other comprehensive income (loss) before reclassifications | 320.1 | 128 | |
Amount reclassified from accumulated other comprehensive income | 3.5 | 5.1 | |
Total other comprehensive income | 323.6 | 133.1 | |
Balance at the end of the period | 460.9 | 137.3 | |
Net Unrealized Gains (Losses) From Hedges | |||
Summary of accumulated other comprehensive income (loss), net of tax | |||
Balance at the beginning of the period | -36 | -16 | |
Other comprehensive income (loss) before reclassifications | 580.4 | -5.8 | |
Amount reclassified from accumulated other comprehensive income | -24.8 | -14.2 | |
Total other comprehensive income | 555.6 | -20 | |
Balance at the end of the period | 519.6 | -36 | |
Foreign Currency Translation Adjustment | |||
Summary of accumulated other comprehensive income (loss), net of tax | |||
Balance at the beginning of the period | -0.4 | -27.8 | |
Other comprehensive income (loss) before reclassifications | -49.8 | 27.4 | |
Amount reclassified from accumulated other comprehensive income | 0 | 0 | |
Total other comprehensive income | -49.8 | 27.4 | |
Balance at the end of the period | ($50.20) | ($0.40) |
Accumulated_Other_Comprehensiv3
Accumulated Other Comprehensive Income (Reclassification Out AOCI) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Interest (expense) | ($176.10) | ($91.60) | ($63.20) | ||||||||
Income tax benefit (expense) | -96.9 | -69 | -109 | -52.6 | -2.8 | -69.5 | -79.7 | -63.5 | -327.5 | -215.5 | -225.3 |
Total reclassification, net of tax | 613.9 | 508.5 | 597.8 | 279.7 | 214.4 | 372.5 | 478.1 | 384.9 | 1,999.90 | 1,449.90 | 1,456.20 |
Reclassification out of accumulated other comprehensive income | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Total reclassification, net of tax | 21.3 | 9.1 | 76.7 | ||||||||
Gains (losses) from cash-flow hedges: | Reclassification out of accumulated other comprehensive income | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Income tax benefit (expense) | 1.7 | 6.9 | -1.9 | ||||||||
Gains (losses) from available-for-sale marketable securities: | Reclassification out of accumulated other comprehensive income | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Income tax benefit (expense) | 1.9 | 2.2 | 0.1 | ||||||||
Interest and investment income, net | -5.4 | -7.3 | -1.1 | ||||||||
Foreign exchange contracts | Gains (losses) from cash-flow hedges: | Reclassification out of accumulated other comprehensive income | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Net product sales | 27.5 | 10.7 | 80.9 | ||||||||
Treasury rate locks | Gains (losses) from cash-flow hedges: | Reclassification out of accumulated other comprehensive income | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Interest (expense) | -3.5 | -3.4 | -1.3 | ||||||||
Interest rate swap contracts | Gains (losses) from cash-flow hedges: | Reclassification out of accumulated other comprehensive income | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Interest (expense) | ($0.90) | $0 | $0 |
ShareBased_Compensation_Discus
Share-Based Compensation (Discussion of Compensation Plans) (Details) | 0 Months Ended | 12 Months Ended |
Jun. 18, 2014 | Dec. 31, 2014 | |
Share-Based Compensation | ||
Number of common shares in the share reserve | 228,000,000 | |
Additional shares authorized, post-split shares of common stock | 18,000,000 | |
Shares of common stock available for future share-based grants under all plans | 33,700,000 | |
Options | ||
Share-Based Compensation | ||
Award vesting period, maximum (in years) | 4 years | |
Award expiration period (in years) | 10 years | |
Additional award vesting period, retirement provision, maximum | 3 years |
ShareBased_Compensation_Compon
Share-Based Compensation (Components of Compensation Expense) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock-Based Compensation | |||
Total share-based compensation expense | $447.60 | $325.80 | $231 |
Tax benefit related to share-based compensation expense | 129.3 | 94.5 | 61.3 |
Reduction in income | 318.3 | 231.3 | 169.7 |
Non-qualified stock options | |||
Stock-Based Compensation | |||
Total share-based compensation expense | 276.3 | 197.6 | 155.2 |
Cost of goods sold | |||
Stock-Based Compensation | |||
Total share-based compensation expense | 26.2 | 18.5 | 12.4 |
Research and development | |||
Stock-Based Compensation | |||
Total share-based compensation expense | 196.5 | 144.7 | 102.4 |
Selling, general and administrative | |||
Stock-Based Compensation | |||
Total share-based compensation expense | $224.90 | $162.60 | $116.20 |
ShareBased_Compensation_Assump
Share-Based Compensation (Assumptions) (Details) (Options, USD $) | 12 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-Based Compensation | |||
Unrecognized compensation cost | $558.40 | ||
Weighted-average period over which unrecognized compensation cost is expected to be recognized | 2 years 1 month | ||
Weighted-average grant date fair value of the stock options issued (in dollars per share) | $27.92 | $20.22 | $9.67 |
Assumptions used in the estimation of fair value of options granted | |||
Weighted average expected volatility | 33.00% | 31.00% | 28.00% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Period of settlement of publicly traded options | 6 months | ||
Minimum | |||
Assumptions used in the estimation of fair value of options granted | |||
Risk-free interest rate | 1.51% | 0.68% | 0.21% |
Expected volatility | 28.00% | 27.00% | 27.00% |
Expected term (years) | 5 years 7 days | 5 years 0 months 10 days | 1 year 3 months 18 days |
Maximum | |||
Assumptions used in the estimation of fair value of options granted | |||
Risk-free interest rate | 1.90% | 1.70% | 1.23% |
Expected volatility | 37.00% | 35.00% | 30.00% |
Expected term (years) | 5 years 22 days | 5 years 6 months | 5 years 2 months 1 day |
ShareBased_Compensation_Plan_A
Share-Based Compensation (Plan Activities) (Details) (USD $) | 12 Months Ended | |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Options | ||
Outstanding, beginning balnce (in shares) | 79,200,000 | |
Granted (in shares) | 14,500,000 | |
Exercised/Released (in shares) | -14,800,000 | |
Forfeited (in shares) | -1,600,000 | |
Expired (in shares) | -100,000 | |
Outstanding, ending balance (in shares) | 77,200,000 | 79,200,000 |
Vested or expected to vest in the future (in shares) | 76,400,000 | |
Vested (in shares) | 36,400,000 | |
Weighted Average Exercise Price Per Option | ||
Outstanding, beginning balance (in dollars per share) | $38.47 | |
Granted (in dollars per share) | $88.38 | |
Exercised (in dollars per share) | $28.41 | |
Forfeited (in dollars per share) | $53.14 | |
Expired (in dollars per share) | $32.45 | |
Outstanding, ending balance (in dollars per share) | $49.47 | $38.47 |
Vested or expected to vest in the future (in dollars per share) | $49.18 | |
Vested (in dollars per share) | $33.34 | |
Weighted Average Remaining Contractual Term (Years) | ||
Outstanding | 6 years 10 months 24 days | 7 years 1 month 6 days |
Vested or expected to vest in the future | 6 years 10 months 24 days | |
Vested | 5 years 4 months 24 days | |
Aggregate Intrinsic Value (In Millions) | ||
Outstanding | $4,823.80 | $3,643.40 |
Vested or expected to vest in the future | 4,794.10 | |
Vested | $2,861.30 | |
Nonvested RSUs | ||
Share Equivalent | ||
Nonvested, beginning balance (in shares) | 10,100,000 | |
Granted (in shares) | 2,300,000 | |
Exercised (in shares) | -2,700,000 | |
Forfeited (in shares) | -300,000 | |
Nonvested, ending balance (in shares) | 9,400,000 | |
Weighted Average Grant Date Fair Value | ||
Nonvested, beginning balance (in dollars per share) | $44.08 | |
Granted (in dollars per share) | $90.28 | |
Vested (in dollars per share) | $30.75 | |
Forfeited (in dollars per share) | $50.28 | |
Nonvested, ending balance (in dollars per share) | $59.02 | |
Nonvested Performance-Based RSUs | ||
Share Equivalent | ||
Nonvested, beginning balance (in shares) | 116,000 | |
Granted (in shares) | 48,000 | |
Exercised (in shares) | -24,000 | |
Forfeited (in shares) | -7,000 | |
Nonvested, ending balance (in shares) | 133,000 | |
Weighted Average Grant Date Fair Value | ||
Nonvested, beginning balance (in dollars per share) | $53.44 | |
Granted (in dollars per share) | $87.54 | |
Vested (in dollars per share) | $30.39 | |
Forfeited (in dollars per share) | $59.68 | |
Nonvested, ending balance (in dollars per share) | $69.57 |
ShareBased_Compensation_Additi
Share-Based Compensation (Additional Information) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock-based compensation | |||
Net proceeds from share-based compensation arrangements | $297.20 | $551.60 | $476.20 |
Excess tax benefit from share-based compensation arrangements | 250.6 | 169.4 | 49.3 |
Options | |||
Stock-based compensation | |||
Total intrinsic value of stock options exercised during the period | 946.6 | 814.7 | 293.5 |
Total fair value of shares vested | 211.3 | 159.3 | 144.1 |
Ratio of stock options to RSU's in calculating the number of RSU's for employees | 4 | ||
Unrecognized compensation cost | 558.4 | ||
Expected weighted-average period in years of compensation cost to be recognized | 2 years 1 month | ||
Nonvested RSUs | |||
Stock-based compensation | |||
Unrecognized compensation cost | 272.2 | ||
Expected weighted-average period in years of compensation cost to be recognized | 1 year 2 months | ||
Nonvested Performance-Based RSUs | |||
Stock-based compensation | |||
Unrecognized compensation cost | $5.60 | ||
Expected weighted-average period in years of compensation cost to be recognized | 1 year 6 months |
Employee_Benefit_Plans_401K_Pl
Employee Benefit Plans (401K Plan) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Defined Contribution Plan [Line Items] | |||
Defined contribution plan, cost recognized | $40.70 | $32.60 | $19.30 |
401K | |||
Defined Contribution Plan [Line Items] | |||
Defined contribution plan, employer contribution limit percentage of compensation | 6.00% |
Employee_Benefit_Plans_Deferre
Employee Benefit Plans (Deferred Compensation Plan) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Deferred compensation liability, non-current | $150.50 | $127.20 | |
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Percentage of cash bonuses which the eligible participants can elect to defer | 100.00% | ||
Plan related expense | 0.3 | 0.6 | 0.6 |
Deferred compensation liability, non-current | $91 | $73.70 | |
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits | Maximum | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Percentage of base salary which the eligible participants can elect to defer | 90.00% | ||
Employer match as a percentage of participant's base salary | 20.00% | ||
Deferred Compensation, Excluding Share-based Payments and Retirement Benefits | Minimum | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Employer match as a percentage of participant's base salary | 10.00% |
Employee_Benefit_Plans_LongTer
Employee Benefit Plans (Long-Term Incentive Plan) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
performance_cycle | |||
Long-Term Incentive Plan | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Performance period | 3 years | ||
Number of separate three-year performance cycles | 3 | ||
Estimated payout for the plan, current | $36.50 | ||
Consecutive trading days | 30 days | ||
Plan related expense | 42.3 | 40.8 | 10 |
Long-Term Incentive Plan | Maximum | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Payouts as percentage of the participant's salary | 200.00% | ||
Long-Term Incentive Plan | Minimum | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Payouts as percentage of the participant's salary | 0.00% | ||
2015 Long-Term Incentive Plan | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Percentage of non-GAAP net income as component of performance measures of the plans | 37.50% | ||
Percentage of total non-GAAP revenue as component of performance measures of the plans | 37.50% | ||
Percentage of relative shareholder return as component of performance measures of the plans | 25.00% | ||
2015 Long-Term Incentive Plan | Maximum | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Potential payout, assuming maximum objectives are achieved | 22.6 | ||
2016 Long-Term Incentive Plan | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Percentage of non-GAAP net income as component of performance measures of the plans | 37.50% | ||
Percentage of total non-GAAP revenue as component of performance measures of the plans | 37.50% | ||
Percentage of relative shareholder return as component of performance measures of the plans | 25.00% | ||
2016 Long-Term Incentive Plan | Maximum | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Potential payout, assuming maximum objectives are achieved | 25.2 | ||
2017 Long-Term Incentive Plan | Maximum | |||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | |||
Potential payout, assuming maximum objectives are achieved | $16.40 |
Income_Taxes_Income_Before_Tax
Income Taxes (Income Before Tax Provision) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income before income taxes: | |||
U.S. | $565 | $36.80 | $279.60 |
Non-U.S. | 1,762.40 | 1,628.60 | 1,401.90 |
Income before income taxes | $2,327.40 | $1,665.40 | $1,681.50 |
Income_Taxes_Components_of_Tax
Income Taxes (Components of Tax Provision (Benefit)) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Taxes currently payable: | |||||||||||
Federal | $489.40 | $352.60 | $101.50 | ||||||||
State and local | 56.3 | 45.4 | -31.8 | ||||||||
Deferred income taxes | -273.8 | -245.1 | 107.3 | ||||||||
Total U.S. tax provision | 271.9 | 152.9 | 177 | ||||||||
International: | |||||||||||
Taxes currently payable | 54.1 | 64.1 | 55.4 | ||||||||
Deferred income taxes | 1.5 | -1.5 | -7.1 | ||||||||
Total international tax provision | 55.6 | 62.6 | 48.3 | ||||||||
Total provision | 96.9 | 69 | 109 | 52.6 | 2.8 | 69.5 | 79.7 | 63.5 | 327.5 | 215.5 | 225.3 |
Unremitted earnings of international subsidiaries | 900 | ||||||||||
Deferred tax liability on foreign earnings | $316.50 | $316.50 | $316.50 | $316.50 |
Income_Taxes_Deferred_Tax_Asse
Income Taxes (Deferred Tax Assets and Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Assets | ||
NOL carryforwards | $4.50 | $5.30 |
Deferred revenue | 1.7 | 2.3 |
Capitalized research expenses | 4.8 | 6.1 |
Tax credit carryforwards | 5 | 4.2 |
Non-qualified stock options | 250.5 | 183.3 |
Inventory | 14.5 | 8.4 |
Other assets | 41.5 | 32.7 |
Intangible assets | 654.7 | 311.9 |
Accrued and other expenses | 191.6 | 161.3 |
Unrealized (gains) losses on securities | 0 | 0 |
Subtotal | 1,168.80 | 715.5 |
Valuation allowance | -39.7 | -35.5 |
Total deferred taxes | 1,129.10 | 680 |
Liabilities | ||
Plant and equipment, primarily differences in depreciation | -7.4 | -9.6 |
Other assets | -4 | -0.7 |
Intangible assets | -1,183.20 | -1,005 |
Unremitted earnings | -316.5 | -316.5 |
Unrealized (gains) losses on securities | -236.5 | -71.4 |
Total deferred taxes | -1,747.60 | -1,403.20 |
Net deferred tax asset (liability) | -618.5 | -723.2 |
Deferred tax assets and liabilities classified on the company's balance sheet: | ||
Current assets | 11.7 | 25.3 |
Other assets (non-current) | 56.6 | 56.4 |
Current liabilities | -131.2 | 0 |
Other non-current liabilities | -555.6 | -804.9 |
Net deferred tax asset (liability) | ($618.50) | ($723.20) |
Income_Taxes_Effective_Tax_Rat
Income Taxes (Effective Tax Rate Reconciliation) (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Percentages | |||
U.S. statutory rate | 35.00% | 35.00% | 35.00% |
Foreign tax rate differences | -22.30% | -28.80% | -28.00% |
Unremitted earnings | 0.00% | 0.00% | 18.80% |
State taxes, net of federal benefit | 1.00% | 0.60% | 1.10% |
Change in valuation allowance | 0.20% | 1.20% | 0.40% |
Acquisition related differences | -0.30% | 3.70% | 3.80% |
Changes in uncertain tax positions | -0.40% | 0.80% | -19.30% |
Other | 0.90% | 0.40% | 1.60% |
Effective income tax rate | 14.10% | 12.90% | 13.40% |
Swiss Federal Tax Administration FTA | |||
Operating Loss Carryforwards [Line Items] | |||
Maximum statutory Swiss income tax rate (as a percent) | 18.40% | 19.70% | 21.00% |
Reduction in effective tax rates due to difference between maximum statutory Swiss income tax rate and the company's Swiss income tax rate under the tax holiday (as a percent) | 18.00% | 25.10% | 26.60% |
Income_Taxes_Unrecognized_Tax_
Income Taxes (Unrecognized Tax Benefits) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Unrecognized tax benefits: | ||
Balance at beginning of year | $219.20 | $174.70 |
Increases related to prior year tax positions | 2.8 | 25.5 |
Decreases related to prior year tax positions | 0 | 0 |
Increases related to current year tax positions | 44.4 | 30.2 |
Settlements | -10 | -10.3 |
Lapse of statute | -4.6 | -0.9 |
Balance at end of year | 251.8 | 219.2 |
Unrecognized tax benefits that, if recognized, would have a net impact on the effective tax rate | 229.5 | |
Accrued interest related to uncertain tax positions | $28.10 | $23.20 |
Income_Taxes_NOL_and_Tax_Credi
Income Taxes (NOL and Tax Credit Carryforwards) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Operating Loss Carryforwards [Line Items] | |
Undistributed earnings of foreign subsidiaries | $7,541 |
State | |
Operating Loss Carryforwards [Line Items] | |
NOL carryforwards | 507.2 |
NOL carryforwards for which deferred tax assets have not been recorded | 344.1 |
Research | |
Operating Loss Carryforwards [Line Items] | |
Credit carryforwards | 10.2 |
Credit carryforwards for which deferred tax assets have not been recorded | $5.70 |
Income_Taxes_Stock_Option_Dedu
Income Taxes (Stock Option Deductions Benefit) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Increase in additional paid-in capital on realization of stock option deduction benefits for income tax purposes | $252.60 | $170 | $55.80 |
Deferred income taxes recorded as a component of accumulated other comprehensive income resulting in a deferred income tax asset | $236.50 | $71.40 |
Collaboration_Agreements_Detai
Collaboration Agreements (Details) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2014 | Aug. 31, 2011 | Aug. 31, 2011 | Aug. 31, 2011 | Aug. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Apr. 19, 2013 | Mar. 21, 2014 | Apr. 19, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Mar. 21, 2014 | Dec. 31, 2014 | Dec. 02, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2014 | Apr. 19, 2013 | Dec. 31, 2014 | Apr. 19, 2013 | |
USD ($) | USD ($) | USD ($) | Sutro Biopharma, Inc | Sutro Biopharma, Inc | Sutro Biopharma, Inc | Sutro Biopharma, Inc | Sutro Biopharma, Inc | Sutro Biopharma, Inc | NantBioScience | NantBioScience | NantBioScience | Acceleron Pharma Inc | Acceleron Pharma Inc | Acceleron Pharma Inc | Acceleron Pharma Inc | Acceleron Pharma Inc | Acceleron Pharma Inc | Acceleron Pharma Inc | Acceleron Pharma Inc | Acceleron Pharma Inc | Acceleron Pharma Inc | Agios Pharmaceuticals, Inc. | Agios Pharmaceuticals, Inc. | Agios Pharmaceuticals, Inc. | Agios Pharmaceuticals, Inc. | Agios Pharmaceuticals, Inc. | Epizyme | Epizyme | Epizyme | Bluebird | Bluebird | Bluebird | license payments FORMA | FORMA Therapeutics Holdings, LLC | FORMA Therapeutics Holdings, LLC | FORMA Therapeutics Holdings, LLC | FORMA Therapeutics Holdings, LLC | MorphoSys AG | MorphoSys AG | MorphoSys AG | Acetylon | Acetylon | Acetylon | Acetylon | OncoMed | OncoMed | OncoMed | OncoMed | Other collaboration arrangements | Other collaboration arrangements | Other collaboration arrangements | Minimum | Minimum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Maximum | Euro | Collaborative arrangement, antibody drug conjugate (ADC) | Collaborative arrangement, bispecific antibody construct (BAC) | Regulatory approval | Regulatory approval | Collaborative agreement, research and manufacturing | Research and development payments FORMA | |
USD ($) | research_targets | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | ACE-011 program | ACE-011 - discovery stage programs | ACE-536 program | ACE-536 first discovery stage program | ACE-536 second discovery stage program | ACE-536 each additional discovery stage program | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Celgene | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Celgene | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Celgene | Other four biological programs | USD ($) | USD ($) | USD ($) | Novartis | OncoMed | Novartis | Epizyme | FORMA Therapeutics Holdings, LLC | Acetylon | OncoMed | OncoMed | OncoMed | OncoMed | OncoMed | Other collaboration arrangements | MorphoSys AG | Sutro Biopharma, Inc | Sutro Biopharma, Inc | Sutro Biopharma, Inc | FORMA Therapeutics Holdings, LLC | Sutro Biopharma, Inc | FORMA Therapeutics Holdings, LLC | ||||||
Amino_Acid_Target | product_candidate | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Small molecule program | USD ($) | Collaborative_Arrangement | USD ($) | product_candidate | discovery_stage_program | RSPO-LGR CSC pathway or another CSC Pathway | Demcizumab | Anti-DLL4/VEGF | USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | ||||||||||||||||||||||||||||||||||||||||||||||
data_package | discovery_stage_program | USD ($) | discovery_stage_program | USD ($) | USD ($) | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Upfront fees | $95,000,000 | $35,000,000 | $72,600,000 | $0 | $26,300,000 | $50,000,000 | $50,000,000 | $0 | $0 | $0 | $70,000,000 | $0 | $0 | $0 | $121,200,000 | $0 | $0 | $65,000,000 | $0 | $74,700,000 | $225,000,000 | $225,000,000 | $52,800,000 | $0 | $94,300,000 | $0 | $50,000,000 | $0 | $0 | $2,500,000 | $155,000,000 | $103,500,000 | $149,000,000 | $87,200,000 | |||||||||||||||||||||||||||||||||||||
Potential milestone payments | 20,000,000 | 120,000,000 | 430,000,000 | 620,000,000 | 1,100,000,000 | 511,000,000 | 204,000,000 | 279,000,000 | 275,000,000 | 315,000,000 | 75,000,000 | 200,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, number of projects | 6 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Ownership percentage | 15.00% | 15.00% | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, performance evaluation | 5 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Research and development, period | 3 years | 4 years | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, termination of agreement, period | 120 days | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Aggregate collaboration agreement payments | 75,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Royalty rate (as a percent) | 0.3 | 0.35 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Upfront and milestone payments received | 367,000,000 | 348,000,000 | 217,500,000 | 170,800,000 | 148,800,000 | 125,400,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Potential milestones payment per product | 225,000,000 | 165,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Co-development and profit sharing ratio due to reduction of milestones | 50.00% | 50.00% | 50.00% | 50.00% | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Co-development sharing of global development costs | 33.33% | 66.67% | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Number Of product candidates from pipeline | 2 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Potential future investment | 50,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, agreement termination milestones, number of product candidates | 4 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, agreement termination milestones, number of data packages for product candidates | 10 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, agreement termination milestones, expiration period | 10 years | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Percentage of outstanding equity | 15.00% | 15.00% | 6.00% | 14.00% | 14.00% | 14.00% | 11.00% | 14.00% | 14.00% | 15.00% | 11.00% | 12.00% | 3.00% | 3.00% | 10.00% | 10.00% | 5.00% | 5.00% | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Selling, general and administrative | 2,027,900,000 | 1,684,500,000 | 1,373,500,000 | 25,000,000 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Additional equity investments made | 11,900,000 | 1,700,000 | 4,000,000 | 90,000,000 | 90,000,000 | 52,400,000 | 10,000,000 | 0 | 30,500,000 | 38,300,000 | 12,800,000 | 0 | 37,500,000 | 9,900,000 | 1,000,000 | 25,000,000 | 0 | 0 | 0 | 0 | 0 | 61,300,000 | 0 | 10,000,000 | 5,000,000 | 10,000,000 | 0 | 22,200,000 | 55,700,000 | 10,400,000 | 6,500,000 | ||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, number of additional agreement | 2 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, term of additional agreement | 2 years | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Collaboration agreement, payment to exercise additional agreement | 375,000,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Number of anti-cancer stem cell products candidates from pipeline | 6 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Worldwide licensing rights for Anti-CSC therapeutic candidates, term | 60 days | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Number of programs | 3 | 5 | 4 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Contingent milestone payments to be made | $440,000,000 | $100,000,000 | $790,000,000 | $505,000,000 | $134,500,000 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Effective notice period required to be served for termination of agreement | 30 days | 120 days |
Collaboration_Agreements_Sched
Collaboration Agreements (Schedule of Collaboration Agreements) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Mar. 21, 2014 | Jan. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2012 | Sep. 30, 2014 |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Intangible Asset Balance | $4,067.60 | $2,839.70 | $4,067.60 | ||||||
Acceleron | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 0 | 0 | 0 | 70 | |||||
Milestones | 0 | 17 | 0 | 27.5 | |||||
Extension of Agreements | 0 | 0 | 0 | 0 | |||||
Amortization of Prepaid Research and Development | 0 | 0 | 0 | 0 | |||||
Additional Equity Investments Made | 52.4 | 10 | 0 | 30.5 | |||||
Intangible Asset Balance | 0 | 0 | 0 | ||||||
Equity Investment Balance | 179.7 | 127.2 | 179.7 | ||||||
Percentage of Outstanding Equity | 14.00% | 11.00% | 14.00% | ||||||
Acetylon | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 0 | 50 | 0 | 0 | |||||
Milestones | 0 | 0 | 0 | 0 | |||||
Extension of Agreements | 0 | 0 | 0 | 0 | |||||
Amortization of Prepaid Research and Development | 15.3 | 4.3 | 0 | 0 | |||||
Additional Equity Investments Made | 0 | 10 | 5 | 10 | |||||
Intangible Asset Balance | 20.4 | 35.7 | 20.4 | ||||||
Equity Investment Balance | 25 | 25 | 25 | ||||||
Percentage of Outstanding Equity | 10.00% | 10.00% | 10.00% | ||||||
Agios | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 0 | 0 | 0 | 121.2 | |||||
Milestones | 0 | 0 | 0 | 0 | |||||
Extension of Agreements | 20 | 20 | 0 | 20 | |||||
Amortization of Prepaid Research and Development | 0 | 0 | 0 | 0 | |||||
Additional Equity Investments Made | 38.3 | 12.8 | 0 | 37.5 | |||||
Intangible Asset Balance | 0 | 0 | 0 | ||||||
Equity Investment Balance | 587.4 | 113 | 587.4 | ||||||
Percentage of Outstanding Equity | 14.00% | 15.00% | 14.00% | ||||||
Epizyme | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 0 | 0 | 65 | ||||||
Milestones | 0 | 25 | 0 | ||||||
Extension of Agreements | 0 | 0 | 0 | ||||||
Amortization of Prepaid Research and Development | 0 | 0 | 0 | ||||||
Additional Equity Investments Made | 9.9 | 1 | 25 | ||||||
Intangible Asset Balance | 0 | 0 | 0 | ||||||
Equity Investment Balance | 69.3 | 69.4 | 69.3 | ||||||
Percentage of Outstanding Equity | 11.00% | 12.00% | 11.00% | ||||||
Bluebird | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 0 | 74.7 | |||||||
Milestones | 0 | 0 | |||||||
Extension of Agreements | 0 | 0 | |||||||
Amortization of Prepaid Research and Development | 0.1 | 0 | |||||||
Additional Equity Investments Made | 0 | 0 | |||||||
Intangible Asset Balance | 0.1 | 0.2 | 0.1 | ||||||
Equity Investment Balance | 0 | 0 | 0 | ||||||
FORMA Therapeutics Holdings, LLC | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 225 | 52.8 | 225 | ||||||
Milestones | 0 | 0 | |||||||
Extension of Agreements | 0 | 0 | |||||||
Amortization of Prepaid Research and Development | 0.1 | 0 | |||||||
Additional Equity Investments Made | 0 | 0 | |||||||
Intangible Asset Balance | 0.1 | 0.2 | 0.1 | ||||||
Equity Investment Balance | 0 | 0 | 0 | ||||||
MorphoSys | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 0 | 94.3 | |||||||
Milestones | 0 | 0 | |||||||
Extension of Agreements | 0 | 0 | |||||||
Amortization of Prepaid Research and Development | 0 | 0 | |||||||
Additional Equity Investments Made | 0 | 61.3 | |||||||
Intangible Asset Balance | 0 | 0 | 0 | ||||||
Equity Investment Balance | 73.9 | 61.4 | 73.9 | ||||||
Percentage of Outstanding Equity | 3.00% | 3.00% | 3.00% | ||||||
NantBioScience | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 50 | 50 | |||||||
Milestones | 0 | ||||||||
Extension of Agreements | 0 | ||||||||
Amortization of Prepaid Research and Development | 0 | ||||||||
Additional Equity Investments Made | 90 | 90 | |||||||
Intangible Asset Balance | 0 | 0 | |||||||
Equity Investment Balance | 90 | 90 | |||||||
Percentage of Outstanding Equity | 14.00% | 14.00% | 14.00% | ||||||
NantBioScience | Selling, general and administrative | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 25 | ||||||||
OncoMed | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 2.5 | 155 | |||||||
Milestones | 0 | 0 | |||||||
Extension of Agreements | 0 | 0 | |||||||
Amortization of Prepaid Research and Development | 0 | 0 | |||||||
Additional Equity Investments Made | 0 | 22.2 | |||||||
Intangible Asset Balance | 0 | 0 | 0 | ||||||
Equity Investment Balance | 32 | 43.4 | 32 | ||||||
Percentage of Outstanding Equity | 5.00% | 5.00% | 5.00% | ||||||
Sutro | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 72.6 | 0 | 26.3 | 95 | 35 | ||||
Milestones | 0 | 0 | 0 | ||||||
Extension of Agreements | 0 | 0 | 0 | ||||||
Amortization of Prepaid Research and Development | 0.2 | 2.1 | 0.2 | ||||||
Additional Equity Investments Made | 11.9 | 1.7 | 4 | ||||||
Intangible Asset Balance | 12.8 | 2.5 | 12.8 | ||||||
Equity Investment Balance | 17.6 | 5.7 | 17.6 | ||||||
Percentage of Outstanding Equity | 15.00% | 6.00% | 15.00% | ||||||
Other collaboration arrangements | |||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||||
Upfront Fees | 103.5 | 149 | 87.2 | ||||||
Milestones | 8.3 | 1 | 5.4 | ||||||
Extension of Agreements | 0 | 0 | 0 | ||||||
Amortization of Prepaid Research and Development | 7.5 | 0.9 | 0 | ||||||
Additional Equity Investments Made | 55.7 | 10.4 | 6.5 | ||||||
Intangible Asset Balance | 34.4 | 23.1 | 34.4 | ||||||
Equity Investment Balance | $58.80 | $6.10 | $58.80 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | 1 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Oct. 31, 2012 | |
Business Acquisition [Line Items] | |||||
Total rental expense under operating leases | $62,200,000 | $50,900,000 | $41,900,000 | ||
Notional amount | 8,231,000,000 | ||||
Letters of credit and guarantees issued on behalf of subsidiaries | 130,300,000 | ||||
Product supply contract obligation | 177,500,000 | ||||
ABRAXANE | |||||
Product Liability Contingency [Line Items] | |||||
Nonfinancial liabilities | 136,300,000 | 118,100,000 | |||
CVR milestone payment | 250,000,000 | ||||
Net sales measurement period | 1 year | ||||
Milestone payment made | 300,000,000 | ||||
ABRAXANE | If Achieved no later than April 1, 2013 | |||||
Product Liability Contingency [Line Items] | |||||
CVR milestone payment | 400,000,000 | ||||
ABRAXANE | If Achieved after April 1, 2013 and before the fifth anniversary of the Merger | |||||
Product Liability Contingency [Line Items] | |||||
CVR milestone payment | 300,000,000 | ||||
ABRAXANE | Milestone One | |||||
Product Liability Contingency [Line Items] | |||||
Royalty rate | 2.50% | ||||
ABRAXANE | Milestone One | Minimum | |||||
Product Liability Contingency [Line Items] | |||||
Revenue milestones | 1,000,000,000 | ||||
ABRAXANE | Milestone One | Maximum | |||||
Product Liability Contingency [Line Items] | |||||
Revenue milestones | 2,000,000,000 | ||||
ABRAXANE | Milestone Two | |||||
Product Liability Contingency [Line Items] | |||||
Royalty rate | 5.00% | ||||
ABRAXANE | Milestone Two | Minimum | |||||
Product Liability Contingency [Line Items] | |||||
Revenue milestones | 2,000,000,000 | ||||
ABRAXANE | Milestone Two | Maximum | |||||
Product Liability Contingency [Line Items] | |||||
Revenue milestones | 3,000,000,000 | ||||
ABRAXANE | Milestone Three | |||||
Product Liability Contingency [Line Items] | |||||
Royalty rate | 10.00% | ||||
ABRAXANE | Milestone Three | Minimum | |||||
Product Liability Contingency [Line Items] | |||||
Revenue milestones | 3,000,000,000 | ||||
ABRAXANE | Termination date of December 31, 2025 if sales less than $1.0 billion | Minimum | |||||
Product Liability Contingency [Line Items] | |||||
Revenue milestones | 1,000,000,000 | ||||
ABRAXANE | Termination date of December 31, 2030 or earlier if sales less than $1.0 billion | Minimum | |||||
Product Liability Contingency [Line Items] | |||||
Revenue milestones | 1,000,000,000 | ||||
Abraxis Bio Science, Inc. | |||||
Business Acquisition [Line Items] | |||||
Intangible asset | $1,172,000,000 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 2) (USD $) | 12 Months Ended | 0 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 07, 2013 |
Operating Leases | ||||
2014 | $57.10 | |||
2015 | 47.2 | |||
2016 | 37.1 | |||
2017 | 25.1 | |||
2018 | 16.2 | |||
Thereafter | 36 | |||
Total minimum lease payments | 218.7 | |||
Total rental expense under operating leases | 62.2 | 50.9 | 41.9 | |
Lines of Credit: | ||||
Derivative contract notional amount | 8,231 | |||
Letters of credit and guarantees issued on behalf of subsidiaries | 130.3 | |||
Other Commitments: | ||||
Product supply contract obligation | $177.50 | |||
Revlimid Royalty | ||||
Product Liability Contingency [Line Items] | ||||
Royalty rate (as a percent) | 0.01 | |||
Pomalyst Royalty | ||||
Product Liability Contingency [Line Items] | ||||
Royalty rate (as a percent) | 0.025 |
Commitments_and_Contingencies_3
Commitments and Contingencies Commitments and Contingencies (Details 3) (USD $) | 0 Months Ended | 1 Months Ended | 0 Months Ended | |
Apr. 11, 2014 | Feb. 28, 2014 | Jun. 07, 2013 | Dec. 31, 2014 | |
lawsuit | lawsuit | |||
Manufacturing Facility Repayment Obligation [Line Items] | ||||
Number of claims dismissed | 2 | |||
Number of claims filed | 4 | |||
Civil qui tam actions | 3 | |||
SWITZERLAND | ||||
Manufacturing Facility Repayment Obligation [Line Items] | ||||
Contractual obligation | $8,000,000 | |||
Revlimid Royalty | ||||
Manufacturing Facility Repayment Obligation [Line Items] | ||||
Royalty rate (as a percent) | 0.01 | |||
Pomalyst Royalty | ||||
Manufacturing Facility Repayment Obligation [Line Items] | ||||
Royalty rate (as a percent) | 0.025 | |||
Children's Medical Center Corporation | ||||
Manufacturing Facility Repayment Obligation [Line Items] | ||||
Range of possible loss minimum | 0 | |||
Range of possible loss maximum | $85,500,000 |
Geographic_and_Product_Informa2
Geographic and Product Information (Revenue and Long-Lived Assets) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Operations by Geographic Area | |||||||||||
Total revenues | $2,085.50 | $1,982.20 | $1,872.70 | $1,730 | $1,755.90 | $1,674.40 | $1,599 | $1,464.60 | $7,670.40 | $6,493.90 | $5,506.70 |
Total long lived assets | 642.6 | 593.4 | 642.6 | 593.4 | |||||||
United States | |||||||||||
Operations by Geographic Area | |||||||||||
Total revenues | 4,482.80 | 3,862.10 | 3,169.10 | ||||||||
Total long lived assets | 406.1 | 348 | 406.1 | 348 | |||||||
Europe | |||||||||||
Operations by Geographic Area | |||||||||||
Total revenues | 2,310.80 | 1,865.70 | 1,617.70 | ||||||||
Total long lived assets | 222.2 | 230.4 | 222.2 | 230.4 | |||||||
All other | |||||||||||
Operations by Geographic Area | |||||||||||
Total revenues | 876.8 | 766.1 | 719.9 | ||||||||
Total long lived assets | $14.30 | $15 | $14.30 | $15 |
Geographic_and_Product_Informa3
Geographic and Product Information (Revenue by Product) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues by Product | |||||||||||
Total net product sales | $7,563.80 | $6,362.30 | $5,385.60 | ||||||||
Other revenue | 106.6 | 131.6 | 121.1 | ||||||||
Total revenue | 2,085.50 | 1,982.20 | 1,872.70 | 1,730 | 1,755.90 | 1,674.40 | 1,599 | 1,464.60 | 7,670.40 | 6,493.90 | 5,506.70 |
REVLIMID | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | 4,980 | 4,280.30 | 3,766.60 | ||||||||
ABRAXANE | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | 848.2 | 648.9 | 426.7 | ||||||||
POMALYST/IMNOVID | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | 679.7 | 305.4 | 12 | ||||||||
VIDAZA | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | 611.9 | 803.3 | 823.2 | ||||||||
Azacitidine | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | 78.2 | 23.3 | 0 | ||||||||
THALOMID | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | 221.2 | 244.5 | 302.1 | ||||||||
OTEZLA | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | 69.8 | 0 | 0 | ||||||||
ISTODAX | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | 65.6 | 54 | 50 | ||||||||
Other | |||||||||||
Revenues by Product | |||||||||||
Total net product sales | $9.20 | $2.60 | $5 |
Geographic_and_Product_Informa4
Geographic and Product Information (Major Customers) (Details) (Amerisource Bergen Corp., Customers' concentration risk) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Percent of Total Revenue | |||
Major Customers | |||
Percentage of concentration risk | 4.20% | 10.70% | 11.50% |
Percent of Net Accounts Receivable | |||
Major Customers | |||
Percentage of concentration risk | 3.60% | 6.40% |
Quarterly_Results_of_Operation2
Quarterly Results of Operations (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Data [Abstract] | |||||||||||
Total revenue | $2,085.50 | $1,982.20 | $1,872.70 | $1,730 | $1,755.90 | $1,674.40 | $1,599 | $1,464.60 | $7,670.40 | $6,493.90 | $5,506.70 |
Gross profit | 1,951.70 | 1,859.10 | 1,745.70 | 1,621.40 | 1,632.10 | 1,557.80 | 1,483.20 | 1,348.80 | 7,177.90 | 6,021.90 | |
Income tax provision | 96.9 | 69 | 109 | 52.6 | 2.8 | 69.5 | 79.7 | 63.5 | 327.5 | 215.5 | 225.3 |
Net income | $613.90 | $508.50 | $597.80 | $279.70 | $214.40 | $372.50 | $478.10 | $384.90 | $1,999.90 | $1,449.90 | $1,456.20 |
Net income per share attributable to Celgene | |||||||||||
Basic (in dollars per share) | $0.77 | $0.64 | $0.75 | $0.34 | $0.26 | $0.45 | $0.58 | $0.46 | $2.49 | $1.75 | $1.69 |
Diluted (in dollars per share) | $0.74 | $0.61 | $0.72 | $0.33 | $0.25 | $0.43 | $0.56 | $0.45 | $2.39 | $1.68 | $1.65 |
Weighted average shares | |||||||||||
Basic (in shares) | 800.2 | 799.6 | 799.6 | 811.5 | 822.4 | 824.5 | 828.2 | 835.8 | 802.7 | 827.7 | 861.9 |
Diluted (in shares) | 834.6 | 832.8 | 831 | 845.1 | 857.2 | 857.7 | 858.5 | 864.4 | 836 | 860.6 | 881.6 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | $55.50 | $46.30 | $27.80 |
Charged to Expense or Sales | 87.7 | 90.1 | 84.9 |
Deductions | 100.9 | 80.9 | 66.4 |
Balance at End of Year | 42.3 | 55.5 | 46.3 |
Allowance for doubtful accounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 27.9 | 21.8 | 10.1 |
Charged to Expense or Sales | -2.7 | 6.2 | 12.5 |
Deductions | 4.6 | 0.1 | 0.8 |
Balance at End of Year | 20.6 | 27.9 | 21.8 |
Allowance for customer discounts | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 12.1 | 11.2 | 8.7 |
Charged to Expense or Sales | 87.9 | 74.3 | 64.9 |
Deductions | 88.5 | 73.4 | 62.4 |
Balance at End of Year | 11.5 | 12.1 | 11.2 |
Subtotal | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 40 | 33 | 18.8 |
Charged to Expense or Sales | 85.2 | 80.5 | 77.4 |
Deductions | 93.1 | 73.5 | 63.2 |
Balance at End of Year | 32.1 | 40 | 33 |
Allowance for sales returns | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at Beginning of Year | 15.5 | 13.3 | 9 |
Charged to Expense or Sales | 2.5 | 9.6 | 7.5 |
Deductions | 7.8 | 7.4 | 3.2 |
Balance at End of Year | $10.20 | $15.50 | $13.30 |