Document and Entity Information
Document and Entity Information Document - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Feb. 20, 2018 | Jun. 30, 2017 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Eagle Pharmaceuticals, Inc. | ||
Entity Central Index Key | 827,871 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 14,862,015 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,009,183,048 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 114,657 | $ 52,820 |
Accounts receivable, net | 53,821 | 42,194 |
Inventory | 5,118 | 2,739 |
Prepaid expenses and other current assets | 15,101 | 11,357 |
Total current assets | 188,697 | 109,110 |
Property and equipment, net | 6,820 | 3,316 |
Intangible assets, net | 23,322 | 33,372 |
Goodwill | 39,743 | 39,743 |
Deferred tax asset, net | 11,354 | 28,643 |
Other assets | 124 | 136 |
Total assets | 270,060 | 214,320 |
Current liabilities: | ||
Accounts payable | 11,981 | 14,716 |
Accrued expenses | 15,391 | 25,237 |
Current portion of contingent consideration | 15,055 | 1,012 |
Current portion of long-term debt | 4,875 | 0 |
Total current liabilities | 47,302 | 40,965 |
Contingent consideration, less current portion | 709 | 22,129 |
Long-term debt, less current portion | 42,905 | 0 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, 1,500,000 shares authorized and no shares issued or outstanding as of December 31, 2017 and 2016 | 0 | 0 |
Common stock, $0.001 par value; 50,000,000 shares authorized; 16,089,439 and 15,890,862 issued as of December 31, 2017 and 2016, respectively | 16 | 16 |
Additional paid in capital | 233,639 | 213,872 |
Retained earnings (Accumulated deficit) | 26,284 | (25,659) |
Treasury stock, at cost, 1,241,695 and 566,838 shares as of December 31, 2017 and 2016, respectively | (80,795) | (37,003) |
Total stockholders' equity | 179,144 | 151,226 |
Total liabilities and stockholders' equity | $ 270,060 | $ 214,320 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized (in shares) | 1,500,000 | 1,500,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value per share (dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares, issued (in shares) | 16,089,439 | 15,890,862 |
Treasury stock, shares (in shares) | 1,241,695 | 566,838 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue: | |||
Product sales | $ 45,327 | $ 40,646 | $ 12,968 |
Royalty revenue | 153,880 | 99,040 | 8,259 |
License and other revenue | 37,500 | 49,796 | 45,000 |
Total revenue | 236,707 | 189,482 | 66,227 |
Operating expenses: | |||
Cost of product sales | 33,714 | 35,785 | 7,762 |
Cost of royalty revenue | 23,472 | 19,521 | 7,885 |
Research and development | 32,607 | 28,289 | 27,855 |
Selling, general and administrative | 71,416 | 53,329 | 20,165 |
Gain on sale of asset | 0 | (1,750) | 0 |
Asset impairment charge | 7,235 | 0 | 0 |
Change in fair value of contingent consideration | (7,377) | 957 | 0 |
Legal settlement | 1,650 | 0 | 0 |
Total operating expenses | 162,717 | 136,131 | 63,667 |
Income from operations | 73,990 | 53,351 | 2,560 |
Interest income | 91 | 84 | 25 |
Interest expense | (1,136) | (8) | (11) |
Total other (expense) income | (1,045) | 76 | 14 |
Income before income tax (provision) benefit | 72,945 | 53,427 | 2,574 |
Income tax (provision) benefit | (21,002) | 28,026 | (3) |
Net income | $ 51,943 | $ 81,453 | $ 2,571 |
Earnings per share attributable to common stockholders: | |||
Basic (in dollars per share) | $ 3.44 | $ 5.24 | $ 0.17 |
Diluted (in dollars per share) | $ 3.27 | $ 4.96 | $ 0.16 |
Weighted average number of common shares outstanding: | |||
Basic (in shares) | 15,102,890 | 15,533,681 | 15,250,154 |
Diluted (in shares) | 15,908,211 | 16,434,104 | 16,253,781 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Treasury Stock | (Accumulated Deficit) Retained Earnings |
Number of shares outstanding, beginning balance (in shares) at Dec. 31, 2014 | 14,037,000 | ||||
Stockholders' equity attributable to parent, beginning balance at Dec. 31, 2014 | $ 27,908 | $ 14 | $ 137,577 | $ 0 | $ (109,683) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | 4,051 | 4,051 | |||
Issuance of common stock in connection with initial public offering, including underwriter's over-allotment, net of offering costs and underwriter's discount (in shares) | 1,389,000 | ||||
Issuance of common stock in connection with initial public offering, including underwriter's over-allotment, net of offering costs and underwriter's discount | 54,331 | $ 1 | 54,330 | ||
Issuance of common stock upon exercise of stock option grants (in shares) | 211,000 | ||||
Issuance of common stock upon exercise of stock option grants | 1,482 | 1,482 | |||
Net income | 2,571 | 2,571 | |||
Number of shares outstanding, ending balance (in shares) at Dec. 31, 2015 | 15,637,000 | ||||
Stockholders' equity attributable to parent, ending balance at Dec. 31, 2015 | 90,343 | $ 15 | 197,440 | 0 | (107,112) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | $ 9,768 | 9,768 | |||
Issuance of common stock upon exercise of stock option grants (in shares) | 214,194 | 214,000 | |||
Issuance of common stock upon exercise of stock option grants | $ 3,619 | $ 1 | 3,618 | ||
Common stock repurchases | (37,003) | (37,003) | |||
Net income | 81,453 | 81,453 | |||
Common stock issued for the Eagle Biologics acquisition (in shares) | 40,000 | ||||
Common stock issued for the Eagle Biologics acquisition | 3,046 | 3,046 | |||
Number of shares outstanding, ending balance (in shares) at Dec. 31, 2016 | 15,891,000 | ||||
Stockholders' equity attributable to parent, ending balance at Dec. 31, 2016 | 151,226 | $ 16 | 213,872 | (37,003) | (25,659) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | $ 15,429 | 15,429 | |||
Issuance of common stock upon exercise of stock option grants (in shares) | 197,895 | 198,000 | |||
Issuance of common stock upon exercise of stock option grants | $ 4,338 | 4,338 | |||
Common stock repurchases | (43,792) | (43,792) | |||
Net income | 51,943 | 51,943 | |||
Number of shares outstanding, ending balance (in shares) at Dec. 31, 2017 | 16,089,000 | ||||
Stockholders' equity attributable to parent, ending balance at Dec. 31, 2017 | $ 179,144 | $ 16 | $ 233,639 | $ (80,795) | $ 26,284 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net income | $ 51,943 | $ 81,453 | $ 2,571 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||
Deferred income taxes | 17,289 | (30,116) | 0 |
Depreciation expense | 932 | 641 | 112 |
Amortization expense | 2,815 | 948 | 0 |
Stock-based compensation | 15,429 | 9,768 | 4,051 |
Change in fair value of contingent consideration | (7,377) | 957 | 0 |
Amortization of debt issuance cost | 222 | 0 | 0 |
Gain on sale of diclofenac-misoprostol | 0 | (1,750) | 0 |
Asset impairment charge | 7,235 | 0 | 0 |
Loss on disposal of fixed assets | 0 | 0 | 273 |
Changes in operating assets and liabilities: | |||
Increase in accounts receivable | (11,627) | (15,919) | (14,311) |
(Increase) decrease in inventory | (2,379) | 12,303 | (13,800) |
Decrease (increase) in prepaid expenses and other assets | 1,993 | (9,430) | (323) |
(Decrease) increase in accounts payable | (8,460) | 10,668 | 356 |
Decrease in deferred revenue | 0 | (6,000) | (520) |
(Decrease) increase in accrued expenses and other liabilities | (9,096) | (316) | 11,873 |
Net cash provided by (used in) operating activities | 58,919 | 53,207 | (9,718) |
Cash flows from investing activities: | |||
Purchase of property and equipment | (4,436) | (1,590) | (1,881) |
Purchase of short term investments | 0 | (62,000) | (105,999) |
Maturities of short term investments | 0 | 62,000 | 105,999 |
Payment for Docetaxel acquisition | 0 | (4,850) | 0 |
Payment for Ryanodex intangible asset | (750) | (14,250) | 0 |
Purchase of Eagle Biologics, net of cash acquired | 0 | (26,860) | 0 |
Proceeds from sale of diclofenac-misoprostol | 0 | 1,750 | 0 |
Net cash used in investing activities | (5,186) | (45,800) | (1,881) |
Cash flows from financing activities: | |||
Repurchases of common stock | (43,792) | (37,003) | 0 |
Payment of contingent consideration | 0 | (286) | 0 |
Proceed from debt issuance | 50,000 | 0 | 0 |
Payment of debt principal | (1,250) | 0 | 0 |
Payment of debt financing costs | (1,192) | 0 | 0 |
Proceeds from issuance of common stock from follow-on public offering, net of issuance costs | 0 | 54,331 | |
Proceeds from common stock option exercise | 4,338 | 3,619 | 1,482 |
Net cash provided by (used in) financing activities | 8,104 | (33,670) | 55,813 |
Net increase (decrease) in cash | 61,837 | (26,263) | 44,214 |
Cash and cash equivalents at beginning of period | 52,820 | 79,083 | 34,869 |
Cash and cash equivalents at end of period | 114,657 | 52,820 | 79,083 |
Cash paid during the period for: | |||
Income taxes | 10,542 | 2,800 | 482 |
Interest | 651 | 8 | 11 |
Non-cash operating activities | |||
Landlord contribution to leasehold improvements recorded as deferred rent | 0 | 0 | 367 |
Non-cash investing activities | |||
Value of common stock issued for the Eagle Biologics acquisition | 0 | 3,046 | 0 |
Non-cash financing activities | |||
Contingent consideration - business acquisitions | $ 0 | $ 22,470 | $ 0 |
Organization and Business Activ
Organization and Business Activities | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business Activities | Organization and Business E agle Pharmaceuticals, Inc. (the Company, or Eagle, or we) is a specialty pharmaceutical company focused on developing and commercializing injectable products, primarily in the critical care and oncology areas, using the Food and Drug Administration's ("FDA's") 505(b)(2) NDA regulatory pathway. The Company's business model is to develop proprietary innovations to FDA-approved, injectable drugs, referred to as branded reference drugs, that offer favorable attributes to patients and healthcare providers. The Company has five products currently being sold in the United States under various license agreements in place with commercial partners, including a ready-to-use formulation of Argatroban, Ryanodex ® ,(dantrolene sodium) ("Ryanodex), diclofenac-misoprostol and docetaxel injection, non-alcohol formulation ("Non-Alcohol Docetaxel Injection") and rapidly infused bendamustine RTD ("Bendeka"). The Company has a number of products currently under development and certain products may be subject to license agreements. On February 13, 2015, the Company submitted a New Drug Application or NDA to the FDA for Bendeka, which was approved by the FDA on December 7, 2015. Also on February 13, 2015, the Company entered into an Exclusive License Agreement (the “Cephalon License”) with Cephalon, Inc. ("Cephalon"), a wholly-owned subsidiary of Teva Pharmaceutical Industries Ltd. ("Teva"), for U.S. and Canadian rights to Bendeka for treatment of patients with chronic lymphocytic leukemia (“CLL”) and patients with non-Hodgkin’s lymphoma (“NHL”). Subsequently, with the consent of the Company, Cephalon assigned to Teva Pharmaceuticals International GmbH (“TPIG”) all of Cephalon’s rights and obligations under the Cephalon License. Accordingly, all references to “Cephalon” or to the “Cephalon License” and the related supply agreements for Bendeka should be read and construed as references to TPIG and to the license agreement and supply agreements for Bendeka to which the Company and TPIG are now parties. Pursuant to the terms of the Cephalon License, Cephalon will be responsible for all U.S. commercial activities for the product including promotion and distribution, and the Company is responsible for obtaining and maintaining all regulatory approvals and conducting post-approval clinical studies. In connection with the Cephalon License, the Company has entered into a supply agreement with Cephalon, pursuant to which the Company is responsible for supplying product to Cephalon. During the quarter-ended September 30, 2016, the Company entered into an amendment to the Cephalon License and supply agreements for Bendeka. The amendment expands the geographical scope of the rights granted under the original agreement to include territories outside the US and Canada. In accordance with this agreement, the Company recorded $1.75 million in license and other revenue on the condensed consolidated statements of operations. The Company is also eligible to receive up to $750 thousand on each regulatory approval received in certain additional territories, not to exceed $2.25 million , and royalties on future sales. Additionally, under the terms of the Cephalon License, the Company received an upfront cash payment of $30 million in February 2015, received a $15 million milestone payment related to the FDA approval of Bendeka in December 2015, received $40 million in November 2016 related to the receipt of a unique, product-specific billing code, J-code (J9034), for Bendeka and received $25 million in March 2017 for an additional sales-based milestone payment. In addition, the Company was entitled to receive royalty payments of 20% of net sales of the product, which increased to 25% on receipt of the J-code. On January 11, 2016, the Company entered into an agreement with Albany Molecular Research, Inc. ("AMRI") to jointly develop and manufacture several select and complex parenteral drug products for registration and subsequent commercialization in the United States. Under the terms of the agreement, AMRI will develop and initially provide cGMP manufacturing and analytical support for the registration of the new product candidates. The Company and AMRI will share the costs of development, with 37.5% paid by the Company and 62.5% paid by AMRI. The Company will be responsible for advancing the product candidates through clinical trials and regulatory submissions. On March 18, 2016, the Company received a Complete Response Letter from the FDA stating that while their initial review of our NDA, for our ready to use (“RTU”) bivalirudin candidate, EP-6101, a patented liquid intravenous form of Angiomax® for percutaneous transluminal angioplasty, was complete, they could not approve the application in its present form and requested additional information. The Company has elected not to pursue the application further or seek to exploit EP-6101 for various reasons including the costs associated with addressing the information request in the FDA Complete Response Letter and because additional generic bivalirudin products are able to enter the market. In December of 2017, we divested the NDA for EP-6101 and its related IP in settlement of a litigation with The Medicines Company. On March 24, 2016, the FDA denied the Company's request for seven years of orphan drug exclusivity in the U.S., for Bendeka. In April 2016, we filed a lawsuit against the FDA arguing that Bendeka is entitled to orphan drug exclusivity as a matter of law (see Note 14 - Legal Proceedings). On July 2, 2014, the FDA granted us orphan drug designations for Bendeka for the treatment of CLL and indolent B-cell NHL. The designations were based on a plausible hypothesis that Bendeka is “clinically superior” to a drug previously approved for the same indications. Generally, an orphan-designated drug is eligible for seven years of marketing exclusivity for the orphan-designated indications upon approval of the drug for those indications. If granted, orphan drug exclusivity for Bendeka would run for seven years from December 7, 2015, the date Bendeka was approved. On March 29, 2016, the Company entered into an asset purchase agreement (the "Diclofenac Asset Purchase Agreement") pursuant to which the Company sold certain intellectual property related to diclofenac-misoprostol in the United States. In consideration of the assets and rights sold under the Diclofenac Asset Purchase Agreement, the Company received a one-time payment at closing of $1.75 million which was recognized as a gain in the first quarter of 2016. In consideration of the rights granted under the agreement, the purchaser will pay the Company a 25% royalty on net profits of diclofenac-misoprostol in the territory for five years from the date of sale. The Company may continue to market diclofenac-misoprostol until such time that the purchaser is able to launch the product. On August 3, 2016, the Company amended our agreement with Lyotropic Therapeutics, Inc. to reduce future royalties related to Ryanodex net sales from 15% to 3% (subject to further reduction upon the occurrence of certain triggering events) in exchange for $15 million , which we recorded as an intangible asset (see Note 13 Intangible assets, net). On August 9, 2016, the Company announced a share repurchase program approved by the Company’s board of directors authorizing the repurchase of up to $75.0 million of the Company’s common stock (the “Share Repurchase Program”). On August 9, 2017, the Company announced a new share repurchase program approved by the Board, under which the Company may repurchase up to an additional $100 million of its outstanding common stock (the “New Share Repurchase Program”). Under the Share Repurchase Program and the New Share Repurchase Program, the Company is authorized to repurchase shares through open market purchases, privately-negotiated transactions or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act. The Share Repurchase Programs have no time limit and may be suspended or discontinued completely at any time. The specific timing and amount of repurchases will vary based on available capital resources and other financial and operational performance, market conditions, securities law limitations, and other factors. The repurchases will be made using the Company's cash resources. In any period, cash used in financing activities related to shares repurchased may differ from the comparable change in stockholders' equity, reflecting timing differences between the recognition of share repurchase transactions and their settlement for cash. The Company repurchased 566,838 shares of common stock for $37.0 million in the year ended December 31, 2016, and a total of 674,857 shares of common stock for $43.8 million in the year ended December 31, 2017. On November 16, 2016 the Company entered into an agreement to acquire Arsia Therapeutics (“Arsia”), an early-stage biotechnology firm with proprietary viscosity-reducing technology and formulation know-how and subsequently renamed the subsidiary Eagle Biologics, Inc. ("Eagle Biologics"). Under the terms of the stock purchase agreement, we paid approximately $27.2 million in cash and 40,200 shares of Eagle common stock worth $3.0 million at closing. We also agreed to pay up to $48 million in additional payments upon the completion of certain milestones, for aggregate potential payments of $78 million . As part of the agreement, Eagle Biologics founders and Massachusetts Institute of Technology professors, Dr. Robert Langer and Dr. Alexander Klibanov, as well as other key members of the Eagle Biologics team, entered into agreements to work with Eagle to develop new formulations and solve delivery challenges in the large molecules space (see Note 12. Acquisitions). On January 26, 2017, the Company entered into a Credit Agreement (the “Credit Agreement”), with JPMorgan Chase Bank, N.A., as administrative agent (“Agent”) and the lenders party thereto. The Credit Agreement provides for a three -year $50 million revolving credit facility (the “Credit Facility”), none of which was drawn at closing. The Credit Facility includes a $5 million letter of credit subfacility. On July 26, 2017, we received a Complete Response Letter from the FDA regarding its 505(b)(2) NDA for Ryanodex for the treatment of exertional heat stroke, in conjunction with external cooling methods. Based on the recent meeting with the FDA, we have agreed on a path forward and plan to conduct an additional clinical trial in August 2018 during the Hajj pilgrimage, similar to the study conducted during the Hajj in 2015. On August 8, 2017, the Company entered into an Amended and Restated Credit Agreement (the “Amended Credit Agreement”), with JPMorgan Chase Bank, N.A., as administrative agent (the “Agent”) and the lenders party thereto, which amended and restated the Company’s existing credit agreement, dated as of January 26, 2017. The Amended Credit Agreement provides for a three -year $50 million revolving credit facility and a three -year $100 million term loan facility (which are collectively referred to as the “Amended Credit Facility”). At closing, which occurred on August 8, 2017, $50 million of the term loan facility was drawn, and none of the revolving credit facility has been drawn. The Company may make one other draw on the term loan facility on or before February 4, 2018. The Company has elected not to draw down further on the term loan facility. The Amended Credit Facility includes a $5 million letter of credit subfacility. The Company anticipates that the draw at closing and future draws under the Amended Credit Facility, if any, will be used to finance the New Share Repurchase Program (as defined below) and for other corporate purposes. Loans under the Amended Credit Facility bear interest, at the Company’s option, at a rate equal to either (a) the LIBOR rate, plus an applicable margin ranging from 2.25% to 3.00% per annum, based upon the total net leverage ratio (as defined in the Amended Credit Agreement), or (b) the prime lending rate, plus an applicable margin ranging from 1.25% to 2.00% per annum, based upon the total net leverage ratio. The Company is required to pay a commitment fee on the unused portion of the Amended Credit Facility at a rate ranging from 0.35% to 0.45% per annum based upon the total net leverage ratio. The Company is permitted to terminate or reduce the revolving commitments or term commitments of the lenders and to make voluntary prepayments at any time subject to break funding payments. The Company is required to make mandatory prepayments of outstanding indebtedness under the Amended Credit Agreement (a) upon receipt of proceeds from certain sales, transfers or other dispositions, casualty and other condemnation events and the incurrence of certain indebtedness other than indebtedness permitted, subject to customary reinvestment exceptions and (b) in the case that the aggregate amount of all outstanding loans and letters of credit issued under the Amended Credit Facility exceed the aggregate commitment of all lenders under the Amended Credit Facility. On September 20, 2017, the Company entered into a Product Collaboration and License Agreement, effective as of September 19, 2017, (the “SymBio License Agreement”) with SymBio Pharmaceuticals Limited (“SymBio”) for the rights to develop and commercialize the Company’s bendamustine hydrochloride ready-to-dilute injection product and rapid infusion injection product (collectively, the “Products”) in Japan. Under the License Agreement, SymBio will be responsible for all development of the Products in Japan and for obtaining and maintaining all regulatory approvals of the Products in Japan, with a target for regulatory approval of a Product in Japan in 2020. SymBio will bear all costs of development of the Products in Japan except that, if Japanese regulatory authorities require a certain clinical study to be conducted as a condition for approving one of the Products in Japan, Eagle would share 50% of the out-of-pocket costs of that clinical study up to a specified dollar amount as a reduction to future royalty payments. Based on the Company's assessment of the probability of additional costs, we have not deferred revenue on the Symbio License Agreement. SymBio will also be responsible, at its sole cost, for all marketing, promotion, distribution and sales of the Products in Japan and is obligated to launch the Products and meet certain minimum detailing, promotion and marketing commitments in connection with commercialization of the Products in Japan. SymBio currently markets in Japan TREAKISYM®, a lyophilized powder formulation of bendamustine hydrochloride indicated for CLL, relapsed or refractory low-grade NHL, mantle cell lymphoma (“MCL”), and as a first line treatment of low-grade NHL and MCL. Under the SymBio License Agreement, SymBio may continue to market TREAKISYM® in Japan and SymBio will be permitted to develop and market certain other bendamustine hydrochloride products in Japan for limited indications. Pursuant to the terms of the SymBio License Agreement, the Company and SymBio will enter into a separate supply agreement, under which the Company will be responsible for manufacturing and supplying the Products to SymBio for development and commercialization in Japan. After a period of time following launch of a Product, SymBio will have the right to assume the responsibility for manufacturing of the Products in and for Japan. Under the SymBio License Agreement, the Company will retain the right to control the prosecution, maintenance and enforcement of the Company’s patents covering the Products, both inside and outside of Japan. Under the SymBio License Agreement, the Company earned an upfront non-refundable cash payment of $12.5 million in the third quarter of 2017, and is eligible to receive a milestone payment upon approval of a Product in Japan and a milestone payment upon achievement of certain cumulative net sales of the Products in Japan, which can aggregate to a total of approximately $10.0 million (subject to currency fluctuations). After regulatory approval of a Product in Japan, the Company will also receive tiered, low double-digit royalties on net sales of the Products in Japan for so long as there are patents covering the Products in Japan or regulatory exclusivity for the Products in Japan. On October 23, 2017, the Company entered into an agreement with Worldwide Clinical Trials, Inc. to conduct a clinical trial for fulvestrant. A group study of healthy female subjects have been randomized across 12 sites. The study will evaluate the safety, tolerability, and pharmacokinetics of a single dose of fulvestrant for Injectable Suspension versus the reference drug administered by IM injection in the gluteal muscle. We expect the study to be completed by September 2018. On October 27, 2017, the FDA granted tentative approval for the Company’s EP-5101 for locally advanced or metastatic nonsquamous non-small cell lung cancer in combination with cisplatin; locally advanced or metastatic nonsquamous non-small cell lung cancer in patiensts whose disease has not progressed after four cycles of platinum-based first-line chemotherapy, as maintenance treatment; locally advanced or metastatic nonsquamous non-small cell lung cancer after prior chemotherapy as a single agent; and malignant pleural mesothelioma in patients whose disease is unresectable or who are otherwise not candidates for curative surgery in combination with cisplatin. During the first quarter of 2018, the Company filed an ANDA for our first product candidate co-developed with Albany Molecular Research, Inc, ("AMRI") and are awaiting FDA acceptance of the filing. On February 8, 2018, we entered into an amendment (the “Amendment”) to the stock purchase agreement dated November 10, 2016 (the “Arsia SPA”), pursuant to which we acquired from Arsia Therapeutics, LLC (the “Seller”) all of the outstanding capital stock of Arsia Therapeutics, Inc. (now Eagle Biologics). Pursuant to the Amendment, our obligations to make four separate milestone payments pursuant to the Arsia SPA, which could have aggregated to a total of $48 million , were terminated in exchange for a single payment of $15 million to the Seller. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Use of Estimates These financial statements are presented in U.S. dollars and are prepared in accordance with U.S. GAAP. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed financial statements including disclosure of contingent assets and contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period and accompanying notes. The Company's critical accounting policies are those that are both most important to the Company's financial condition and results of operations and require the most difficult, subjective or complex judgments on the part of management in their application, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Because of the uncertainty of factors surrounding the estimates or judgments used in the preparation of the financial statements, actual results may materially vary from these estimates. Reclassifications Certain reclassifications have been made to prior year amounts to conform with the current year presentation. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. All cash and cash equivalents are held in United States financial institutions. The carrying amount of cash and cash equivalents approximates its fair value due to its short-term nature. The Company, at times, maintains balances with financial institutions in excess of the FDIC limit. Fair Value Measurements U.S. GAAP establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes the following fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The fair value of interest-bearing cash, cash equivalents, accounts receivable and accounts payable approximate fair value due to their life being short term in nature, and are classified as Level 1 for all periods presented. The fair value of debt is classified as Level 2 for the period presented and approximates its fair value due to the variable interest rate. The fair value of the contingent consideration/accrued royalty is classified as Level 3 for the periods presented. Intangible Assets Other Intangible Assets, Net The Company capitalizes and includes in intangible assets the costs of acquired product licenses and developed technology purchased individually or identified in a business combination. Intangible assets are recorded at fair value at the time of their acquisition and stated net of accumulated amortization. The Company amortizes its definite-lived intangible assets using either the straight-line or accelerated method, based on the useful life of the asset over which it is expected to be consumed utilizing expected undiscounted future cash flows. We will evaluate the potential impairment of intangible assets if events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of these assets are no longer appropriate. Events giving rise to impairment are an inherent risk in our industry and many factors cannot be predicted. Factors that we consider in deciding when to perform an impairment review include significant changes in our forecasted projections for the asset or asset group for reasons including, but not limited to, significant under-performance of a product in relation to expectations, significant changes or planned changes in our use of the assets, significant negative industry or economic trends, and new or competing products that enter the marketplace. The impairment test is based on a comparison of the undiscounted cash flows expected to be generated from the use of the asset group and its eventual disposition to the carrying value of the asset group. If impairment is indicated, the asset is written down by the amount by which the carrying value of the asset exceeds the related fair value of the asset with the related impairment charge recognized within the statements of income. We identified an impairment to our intangible asset for Non-Alcohol Docetaxel Injection in the third quarter of 2017 (See Note 13. Intangible Assets, Net). With respect to determining an asset’s fair value and useful life, because this process involves management making certain estimates and these estimates form the basis of the determination of whether or not an impairment charge should be recorded, these estimates are considered to be critical accounting estimates. Goodwill Goodwill represents the excess of purchase price over the fair value of net assets acquired in the Eagle Biologics acquisition. Goodwill is not amortized, but is evaluated for impairment on an annual basis, in the fourth quarter, or more frequently if events or changes in circumstances indicate that the reporting unit’s goodwill is less than its carrying amount. We did not identify any impairment to goodwill during the periods presented. Acquisition-Related Contingent Consideration Contingent consideration related to a business combination is recorded on the acquisition date at the estimated fair value of expected future payments of consideration based on achievement of commercial or regulatory milestones and royalty payments on future product sales. Such fair value is measured based on the consideration expected to be transferred using probability-weighted assumptions and discounted back to present value. The discount rate used is determined at the time of the acquisition in accordance with accepted valuation methods. The fair value of the acquisition-related contingent consideration is re-measured at the estimated fair value at each reporting period with the change in fair value recognized as income or expense in the consolidated statements of income. Concentration of Major Customers and Vendors The Company is dependent on commercial partners to market and sell Argatroban and Bendeka. The Company's customers for Argatroban are its commercial and licensing partners, therefore, the Company's future revenues are highly dependent on these collaboration and distribution arrangements. The total revenues and accounts receivables broken down by major customers as a percentage of the total are as follows: Year Ended December 31, 2017 2016 2015 Net revenues Cephalon, Inc. (Teva) - See Revenue Recognition 79 % 79 % 68 % The Medicines Company /Chiesi USA, Inc. 2 % 4 % 14 % Other 19 % 17 % 18 % 100 % 100 % 100 % December 31, 2017 2016 Accounts receivable Cephalon, Inc. (Teva) - See Revenue Recognition 74 % 74 % Other 26 % 26 % 100 % 100 % Currently, for Argatroban and Bendeka, the Company uses one vendor as its sole source supplier, because of the unique equipment and process for manufacturing and transferring manufacturing activities to an alternate supplier is a time consuming and costly endeavor. Inventory Inventory is recorded at the lower of cost or market, with cost determined on a first-in first-out basis. The Company periodically reviews 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, the Company will record a write-down to net realizable value in the period that the decline in value is first recognized. In most instances, inventory is shipped from the Company's vendor directly to the Company's customers. Property and Equipment Property and equipment are stated at cost. Depreciation is recorded over the estimated useful lives of the assets utilizing the straight-line method. Leasehold improvements are being amortized over the shorter of their useful lives or the lease term. Research and Development Expense Costs for research and development are charged to expense as incurred and include; employee-related expenses including salaries, benefits, travel and stock-based compensation expense for research and development personnel, expenses incurred under agreements with contract research organizations, contract manufacturing organizations and service providers that assist in conducting clinical and preclinical studies, costs associated with preclinical activities and development activities, costs associated with regulatory operations, and depreciation expense for assets used in research and development activities. Costs for certain development activities, such as clinical studies, are recognized based on an evaluation of the progress to completion of specific tasks using data such as patient enrollment, clinical site activations, or information provided to the Company by its vendors on their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the patterns of costs incurred, and are reflected in the condensed consolidated financial statements as prepaid expenses or accrued expenses as deemed appropriate. Recoveries of previously recognized research and development expenses from third parties are recorded as a reduction to research and development expense in the period it becomes realizable. Advertising and Marketing Advertising and marketing costs are expensed as incurred. Advertising and marketing costs were $17,770 , $14,784 , and $4,752 for the year ended December 31, 2017 , 2016 , and 2015 , respectively. Income Taxes We account for income taxes using the liability method in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), Topic 740 - Income Taxes (“ASC 740”). Deferred tax assets and liabilities are determined based on temporary differences between financial reporting and tax bases of assets and liabilities and are measured by applying enacted rates and laws to taxable years in which differences are expected to be recovered or settled. Further, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that the rate changes. A valuation allowance is required when it is “more likely than not” that all or a portion of deferred tax assets will not be realized. Since our inception, we have incurred substantial cumulative losses and through the third quarter of 2016 we recorded a full valuation allowance against our net deferred tax assets which was largely made up of our net operating loss carryforward. In the fourth quarter of 2016, the Company reversed the reserve on its net deferred tax asset (see Note 8. Income Taxes). ASC 740 also prescribes a comprehensive model for how a company should recognize, measure, present and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return, including a decision whether to file or not file a return in a particular jurisdiction. We recognize any interest and penalties accrued related to unrecognized tax benefits as income tax expense. Revenue Recognition Product revenue - The Company recognizes net revenue on sales to its commercial partners and to end users. In each instance, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered and collectability is reasonably assured. Revenue on sales to commercial partners relates to Argatroban and Bendeka. The Company’s commercial partners can return product within specified timeframes if the product does not meet certain inspection tests. Sales to our commercial partners are presented gross primarily because the Company is the primary obligor in the arrangement, is responsible to ensure that the product is produced in accordance with the related supply agreement and bears risk of loss while the inventory is in-transit to the commercial partner. Revenue on sales to end users for Non-Alcohol Docetaxel Injection, Ryanodex and diclofenac-misoprostol are recorded net of chargebacks, rebates, returns, prompt pay discounts, wholesaler fees and other deductions. Our products are contracted with a limited number of oncology distributors and hospital buying groups with narrow differences in ultimate realized contract prices used to estimate our chargeback and rebate reserves. The Company has a product returns policy on some of its products that allows the customer to return pharmaceutical products within a specified period of time both prior to and subsequent to the product’s expiration date. The Company's estimate of the provision for returns is analyzed quarterly and is based upon many factors, including historical experience of actual returns and analysis of the level of inventory in the distribution channel, if any. The Company has terms on sales of Ryanodex by which the Company does not accept returns. The Company believes that the reserves it has established are reasonable based upon current facts and circumstances. Applying different judgments to the same facts and circumstances could result in the estimated amount for reserves to vary. Royalty Revenue — The Company recognizes revenue from license arrangements with its commercial partners' net sales of products. Royalties are recognized as earned in accordance with contract terms when they can be reasonably estimated and collectability is reasonably assured. The Company's commercial partners are obligated to report their net product sales and the resulting royalty due to the Company within 25 days for Bendeka and 60 days for Argatroban from the end of each quarter. Based on historical product sales, royalty receipts and other relevant information, the Company accrues royalty revenue each quarter and subsequently determines a true-up when it receives royalty reports from its commercial partners. Historically, these true-up adjustments have been immaterial. License and other revenue — The Company analyzes each element of its licensing agreements to determine the appropriate revenue recognition. The terms of the license agreement may include payment to us of non-refundable up-front license fees, milestone payments if specified objectives are achieved, and/or royalties on product sales. The Company recognizes revenue from upfront payments over the period of significant involvement under the related agreements unless the fee is in exchange for products delivered or services rendered that represent the culmination of a separate earnings process and no further performance obligation exists under the contract. When a sale combines multiple elements upon performance of multiple services, the Company allocates revenue for transactions that include multiple elements to each unit of accounting which is a deliverable or combination of deliverables under the arrangement that has stand-alone value to the counter-party based on its relative selling price, and recognizes revenue for each unit of accounting when the revenue recognition criteria have been met. The Company follows the selling price hierarchy as outlined in the guidance Revenue Recognition ASC Topic 605 - Multiple-Deliverable Revenue Arrangements. The guidance provides a hierarchy to determine the selling price to be used for allocating revenue to deliverables: (i) vendor-specific objective evidence (“VSOE”), (ii) third-party evidence (“TPE”) if available and when VSOE is not available, and (iii) best estimate of the selling price (“BESP”) if neither VSOE nor TPE is available. The Company uses BESP to determine the stand-alone selling price for such deliverables. The Company has an established process for developing BESP, which incorporates pricing practices, historical selling prices, the effect of market conditions as well as entity-specific factors. Estimated selling price is monitored and evaluated on a regular basis to ensure that changes in circumstances are accounted for in a timely manner. The Company recognizes milestone payments as revenue upon the achievement of specified milestones only if (1) the milestone payment is non-refundable, (2) substantive effort is involved in achieving the milestone, (3) the amount of the milestone is reasonable in relation to the effort expended or the risk associated with achievement of the milestone, and (4) the milestone is at risk for both parties. If any of these conditions are not met, we defer the milestone payment and recognize it as revenue over the estimated period of performance under the contract. As described above, under the terms of the Cephalon License, the Company received an upfront cash payment of $30 million , received a milestone payment of $15 million for regulatory approval, received $40 million milestone upon receipt of the J-Code and received $25 million in an additional sales based milestone payment for reaching $500 million in net product sales of Bendeka. In 2015, $30 million upfront payment was allocated between the license issued to Cephalon and obtaining and maintaining regulatory approvals and conducting post-approval clinical studies using the Company’s best estimate of selling price for each deliverable. The full $30 million was recognized as income in the first quarter of 2015, as the Company substantially completed its requirements for obtaining regulatory approval, which consisted of filing an NDA, on February 13, 2015, and the remaining obligations were estimated to require minimal effort. On December 7, 2015, the FDA approved Bendeka (50 mL bendamustine hydrochloride) marking the achievement of a milestone which entitled the Company to a $15 million payment which was received in January 2016. The Company received a $40 million milestone payment in November 2016 upon receipt of the unique J-Code. Additionally, this event triggered an increase in the royalty rate from 20% to 25% of Bendeka net sales. In March 2017, the Company received a $25 million sales-based milestone payment for reaching $500 million in net product sales. As discussed above, under the SymBio License Agreement, the Company earned an upfront non-refundable cash payment of $12.5 million during third quarter of 2017. Collaborative licensing and development revenue — The Company recognizes revenue from reimbursements received in connection with feasibility studies and development work for third parties when its contractual services are performed, provided collectability is reasonably assured. Its principal costs under these agreements include its personnel conducting research and development, its allocated overhead, as well as the research and development performed by outside contractors or consultants. Upon termination of a collaboration agreement, any remaining non-refundable license fees received by the Company, which had been deferred, are generally recognized in full. All such recognized revenues are included in collaborative licensing and development revenue in its statements of income. The Company recognizes revenue from milestone payments received under collaboration agreements when earned, provided that the milestone event is substantive, its achievability was not reasonably assured at the inception of the agreement, the Company has no further performance obligations relating to the event, and collectability is reasonably assured. If these criteria are not met, the Company recognizes milestone payments ratably over the remaining period of its performance obligations under the collaboration agreement. Stock-Based Compensation The Company accounts for stock-based compensation using the fair value provisions of ASC 718, Compensation - Stock Compensation that requires the recognition of compensation expense, using a fair-value based method, for costs related to all stock-based payments including stock options and restricted stock. This topic requires companies to estimate the fair value of the stock-based awards on the date of grant for options issued to employees and directors and record expense over the employees service periods, which are generally the vesting period of the equity awards. The Company accounts for stock-based compensation by measuring and recognizing compensation expense for all stock-based payments made to employees and directors based on estimated grant date fair values. The straight-line method is used to allocate compensation cost to reporting periods over each optionee's requisite service period, which is generally the vesting period. The fair value of our stock-based awards to employees and directors is estimated using the Black-Scholes option valuation model, or Black-Scholes model. The Black-Scholes model requires the input of subjective assumptions, including the expected stock price volatility, the calculation of expected term, forfeitures and the fair value of the underlying common stock on the date of grant, among other inputs. The risk-free interest rate is determined with the implied yield currently available for zero-coupon U.S. government issues with a remaining term approximating the expected life of the options. Earnings Per Share Basic earnings per common share is computed using the weighted average number of shares outstanding during the period. Diluted earnings per share is computed in a manner similar to the basic earnings per share, except that the weighted-average number of shares outstanding is increased to include all common shares, including those with the potential to be issued by virtue of warrants, options, convertible debt and other such convertible instruments. Diluted earnings per share contemplate a complete conversion to common shares of all convertible instruments only if they are dilutive in nature with regards to earnings per share. The anti-dilutive common shares equivalents outstanding at December 31, 2017 , 2016 , and 2015 were as follows: Year Ended December 31, 2017 2016 2015 Options 1,592,548 869,957 96,610 The following table sets forth the computation for basic and diluted net income per share for December 31, 2017 , 2016 , and 2015 : Year Ended December 31, 2017 2016 2015 Numerator Numerator for basic and diluted earnings per share-net income $ 51,943 81,453 $ 2,571 Denominator Basic weighted average common shares outstanding 15,102,890 15,533,681 15,250,154 Dilutive effect of stock options 805,321 900,423 1,003,627 Diluted weighted average common shares outstanding 15,908,211 16,434,104 16,253,781 Basic net income per share Basic net income per share $ 3.44 $ 5.24 $ 0.17 Diluted net income per share Diluted net income per share $ 3.27 $ 4.96 $ 0.16 Recent Accounting Pronouncements Recent Accounting Pronouncements - Not Yet Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2014-09, “Revenue from Contracts with Customers” (Topic 606) (ASU 2014-09). In March, April, May and December 2016, the FASB issued additional guidance related to Topic 606. The new standard will supersede nearly all existing revenue recognition guidance. Under Topic 606, an entity is required to recognize revenue upon transfer of promised goods or services to customers in an amount that reflects the expected consideration to be received in exchange for those goods or services. Topic 606 defines a five-step process in order to achieve this core principle, which may require the use of judgment and estimates, and also requires expanded qualitative and quantitative disclosures relating to the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers, including significant judgments and estimates used. The new standard also defines accounting for certain costs related to origination and fulfillment of contracts with customers, including whether such costs should be capitalized. The new standard permits adoption either by using (i) a full retrospective approach for all periods presented in the period of adoption or (ii) a modified retrospective approach where the new standard is applied in the financial statements starting with the year of adoption. Under both approaches, cumulative impact of the adoption is reflected as an adjustment to retained earnings (accumulated equity (deficit)) as of the earliest date presented in accordance with the new standard. In July 2015, the FASB deferred the effective date of the new revenue standard for interim and annual periods beginning after December 15, 2017 (previously December 15, 2016). The Company has implemented the new guidance as of January 1, 2018 using the modified retrospective approach. The Company has evaluated Topic 606, and has assessed existing and historical contracts to identify possible differences in the timing of revenue recognition under the new revenue standard. During this evaluation, both senior management and the Audit Committee have been updated as to progress and findings on a frequent basis. The Company has substantially completed our evaluation of the effect that the updated standard will have on our consolidated financial statements and related disclosures. Adoption of the new guidance will not have a material impact on our consolidated financial statements and our recognition will be consistent with our historical accounting policies. In January 2016, the FASB issued ASU 2016-01, which revises the guidance in ASC 825-10, Recognition and Measurement of Financial Assets and Financial Liabilities, and provides guidance for the recognition, measurement, presentation, and disclosure of financial assets and liabilities. The guidance is effective for reporting periods (interim and annual) beginning after December 15, 2017, for public companies. We do not expect this ASU to have an impact on our consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases. The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The adoption of this new standard will increase assets and liabilities on our balance sheet when adopted. We are still fully assessing the overall impact of this ASU on our financial position and results of operations. In January 2017, the FASB issued guidance to simplify the measurement of goodwill. The guidance eliminates Step 2 from the goodwill impairment test. Instead, under the amendments in this guidance, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss. The guidance also eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. An entity is required to disclose the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets. The guidance is effective for public business entities for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, and early adoption is permitted for interim or annual goodwill impairment tests performed for testing dates after January 1, 2017. The guidance must be adopted on a prospective basis. We do not expect this guidance to have an impact on our consolidated financial statements. In January 2017, the FASB issued guidance clarifying the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The guidance provides a screen to determine when an integrated set of assets and activities is not a business, provides a framework to assist entities in evaluating whether both an input and substantive process are present, and narrows the definition of the term output. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, and early adoption is permitted. The guidance must be adopted on a prospective basis. We will consider the guidance for future transactions. Recent Adopted Accounting Pronouncements In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The amendments are intended to improve the accounting for employee share-based payments and affect all organizations that issue share-based payment awards to their employees. Several aspects of the accounting for share-based payment award transactions are simplified, including: (a) income tax consequences; (b) classification of awards as either equity or liabilities; and (c) classification on the statement of cash flows. For public companies, the amendments are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. In 2016, we early adopted this ASU. With the adoption of this ASU, the Company continues to estimate forfeitures in the calculation of stock-based compensation. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory consists of the following: December 31, 2017 2016 Raw material $ 2,489 $ 1,131 Work in process 931 900 Finished products 1,698 708 $ 5,118 $ 2,739 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consists of the following: December 31, Estimated Useful Life (years) 2017 2016 Furniture and equipment $ 1,187 $ 1,121 7 Office equipment 513 513 3 Equipment 2,962 2,059 7 Leasehold improvements 4,596 1,129 2 9,258 4,822 Less accumulated depreciation (2,438 ) (1,506 ) Property and equipment, net $ 6,820 $ 3,316 Depreciation expense amounted to $932 , $ 641 , and $112 , for the year ended December 31, 2017 , 2016 , and 2015 , respectively. |
Balance Sheet Accounts
Balance Sheet Accounts | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Accounts | Balance Sheet Accounts Prepaid and Other Current Assets Prepaid and other current assets consist of the following: December 31, 2017 2016 Advances to commercial manufacturers $ 2,389 $ 7,600 Prepaid FDA user fee 1,369 1,592 Prepaid insurance 116 135 Prepaid research and development 1,069 21 Prepaid income taxes 9,597 1,654 All other 561 355 Total Prepaid expenses and other current assets $ 15,101 $ 11,357 Accrued Expenses Accrued expenses consist of the following: December 31, 2017 2016 Accrued expenses Royalties payable to commercial partners $ 4,310 $ 9,068 Accrued research & development 936 3,528 Accrued professional fees 1,254 2,094 Accrued salary and other compensation 4,811 6,003 Accrued product costs 2,657 2,856 All other 1,423 1,688 Total Accrued expenses $ 15,391 $ 25,237 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Debt | Debt On January 26, 2017, the Company entered into a Credit Agreement (the “Credit Agreement”), with JPMorgan Chase Bank, N.A., as administrative agent (“Agent”) and the lenders party thereto. The Credit Agreement provides for a three -year $50 million revolving credit facility (the “Credit Facility”), none of which was drawn at closing. The Credit Facility includes a $5 million letter of credit subfacility. On August 8, 2017, the Company entered into an Amended and Restated Credit Agreement (the “Amended Credit Agreement”), with JPMorgan Chase Bank, N.A., as administrative agent (the “Agent”) and the lenders party thereto, which amended and restated the Company’s existing credit agreement, dated as of January 26, 2017. The Amended Credit Agreement provides for a three -year $50 million revolving credit facility and a three -year $100 million term loan facility (which are collectively referred to as the “Amended Credit Facility”). The Company recorded $0.3 million of debt extinguishment costs related to the amendment included in selling, general and administrative expenses during the year ended December 31, 2017. As of December 31, 2017 , the Company has $1.0 million of unamortized deferred debt issuance costs as part of long-term debt in our condensed consolidated balance sheets. At closing, $50 million of the term loan facility was drawn, and none of the revolving credit facility has been drawn. The Company was permitted to make one other draw on the term loan facility on or before February 4, 2018. The Company has elected not to draw down further on the term loan facility. The Amended Credit Facility includes a $5 million letter of credit subfacility. The Company anticipates that the draw at closing and future draws under the Amended Credit Facility, if any, will be used to finance the New Share Repurchase Program (as defined below) and for other corporate purposes. Loans under the Amended Credit Facility bear interest, at the Company’s option, at a rate equal to either (a) the LIBOR rate, plus an applicable margin ranging from 2.25% to 3.00% per annum, based upon the total net leverage ratio (as defined in the Amended Credit Agreement), or (b) the prime lending rate, plus an applicable margin ranging from 1.25% to 2.00% per annum, based upon the total net leverage ratio. The Company is required to pay a commitment fee on the unused portion of the Amended Credit Facility at a rate ranging from 0.35% to 0.45% per annum based upon the total net leverage ratio. The Company is permitted to terminate or reduce the revolving commitments or term commitments of the lenders and to make voluntary prepayments at any time subject to break funding payments. The Company is required to make mandatory prepayments of outstanding indebtedness under the Amended Credit Agreement (a) upon receipt of proceeds from certain sales, transfers or other dispositions, casualty and other condemnation events and the incurrence of certain indebtedness other than indebtedness permitted, subject to customary reinvestment exceptions and (b) in the case that the aggregate amount of all outstanding loans and letters of credit issued under the Amended Credit Facility exceed the aggregate commitment of all lenders under the Amended Credit Facility. The Company is obligated to repay the term loan facility on the last day of each March, June, September and December in an aggregate principal amount equal to 2.5% during the term of the loan. Debt Maturities as of December 31, 2017 2018 $ 5,000 2019 5,000 2020 38,750 Total debt $ 48,750 |
Common Stock and Stock-Based Co
Common Stock and Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Common Stock and Stock-Based Compensation | Common Stock and Stock-Based Compensation On August 9, 2016, the Company announced a share repurchase program approved by the Company’s board of directors authorizing the repurchase of up to $75.0 million of the Company’s common stock (the “Share Repurchase Program”). On August 9, 2017, the Company announced a new share repurchase program approved by the Board, under which the Company may repurchase up to an additional $100 million of its outstanding common stock (the “New Share Repurchase Program”). Under the Share Repurchase Program and the New Share Repurchase Program, the Company is authorized to repurchase shares through open market purchases, privately-negotiated transactions or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act. The Share Repurchase Programs have no time limit and may be suspended or discontinued completely at any time. The specific timing and amount of repurchases will vary based on available capital resources and other financial and operational performance, market conditions, securities law limitations, and other factors. The repurchases will be made using the Company's cash resources. In any period, cash used in financing activities related to shares repurchased may differ from the comparable change in stockholders' equity, reflecting timing differences between the recognition of share repurchase transactions and their settlement for cash. We repurchased the following shares of common stock with cash resources: Year Ended December 31, 2017 2016 Shares of common stock repurchased 674,857 566,838 Value of common stock repurchased $ 43,792 $ 37,003 In December 2007, the Company's board of directors approved the 2007 Incentive Compensation Plan (the "2007 Plan") enabling the Company to grant multiple stock based awards to employees, directors and consultants, the most common being stock options and restricted stock awards. In November 2013, the Company's board of directors approved the 2014 Equity Incentive Plan (the "2014 Plan") which became effective on February 11, 2014. The 2007 Plan was terminated upon the effectiveness of the 2014 Plan and all shares available for issuance under the 2007 Plan were made available under the 2014 Plan. The 2014 Plan provides for the awards of incentive stock options, non-qualified stock options, restricted stock, restricted stock units and other stock-based awards. Awards generally vest equally over a period of four years from grant date. Vesting is accelerated under a change in control of the Company or in the event of death or disability to the recipient. In the event of termination, any unvested shares or options are forfeited. At the Company's annual meeting of stockholders held on August 4, 2015, the stockholders approved an amendment to the 2014 Plan to, among other things, increase the number of shares of common stock authorized for issuance thereunder by 500,000 shares. After accounting for such increase, and as of such amendment, the Company has reserved and made available 2,204,312 shares of common stock for issuance under the 2014 Plan. The fair value of stock options granted to employees, directors, and consultants is estimated using the following assumptions: Year Ended December 31, 2017 2016 2015 Risk-free interest rate 1.70% - 2.42% 0.94% - 2.34% 1.42% - 2.09% Volatility 28.56% - 37.63% 30.95% - 32.36% 28.4% - 32.9% Expected term (in years) 5.50-7.0 years 5.04-7.0 years 5.5-7.0 years Expected dividend yield 0.0% 0.0% 0.0% The Company recognized share-based compensation in its statements of operations for the year ended December 31, 2017 , 2016 , and 2015 as follows: Year Ended December 31, 2017 2016 2015 Selling, general and administrative $ 11,486 $ 7,073 $ 2,780 Research and development 3,943 2,695 1,271 Total $ 15,429 $ 9,768 $ 4,051 The following table is a summary of the Company's stock options issued to employees, directors and consultants (amounts in thousands except per share amounts): Number of Stock Option Shares Weighted Average Exercise Price Non- Exercisable Exercisable Outstanding at December 31, 2015 1,844,842 $ 25.16 1,176,140 668,702 Granted 792,500 81.61 Exercised (214,194 ) 16.94 Forfeited or expired (98,230 ) Outstanding at December 31, 2016 2,324,918 $ 44.53 1,281,208 1,043,710 Granted 925,329 83.94 Exercised (197,895 ) 21.78 Forfeited or expired (265,784 ) Outstanding at December 31, 2017 2,786,568 $ 57.13 1,349,339 1,437,229 The weighted-average grant-date fair value of options granted during the year ended December 31, 2017 , 2016 , and 2015 was $32.83 , $27.79 , and $15.92 , respectively. As of December 31, 2017 , there was $23,256 of unrecognized compensation cost, which will be expensed over the next 4 fiscal years. The total intrinsic value of options exercised during the year ended December 31, 2017 was $10,897 . The weighted average contractual terms of options outstanding as of December 31, 2017 , 2016 , and 2015 was 7.0 , 7.0 , and 7.5 years, respectively. The aggregate pre-tax intrinsic value of options outstanding as of December 31, 2017 , 2016 , and 2015 was $33.7 million , $59.2 million , and $54.7 million , respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of our (provision for) benefit from income taxes is as follows: Year Ended December 31, 2017 2016 2015 Current: Federal $ (1,304 ) $ (1,175 ) $ — State (2,409 ) (919 ) (3 ) $ (3,713 ) $ (2,094 ) $ (3 ) Deferred: Federal (18,045 ) 29,553 — State 756 567 — $ (17,289 ) $ 30,120 $ — (Provision for) benefit from income taxes $ (21,002 ) $ 28,026 $ (3 ) The table below provides reconciliation between the statutory federal income tax rate and the effective rate of income tax expense for each of the periods shown as follows. For periods with a loss before benefit for income taxes, favorable tax items result in an increase in the effective tax rate, while unfavorable tax items result in a decrease in the effective tax rate. For periods with income before provision for income taxes, favorable tax items result in an decrease in the effective tax rate, while, unfavorable tax items result in an increase in the effective tax rate. Year Ended December 31, 2017 2016 2015 Federal statutory tax rate 35 % 35 % 34 % State income taxes, net of federal benefit 3 % 3 % — % Tax benefit on stock option exercises (4 )% (7 )% — % Tax credits (10 )% (3 )% (10 )% Other — % (1 )% 1 % Revaluation of net deferred tax assets due to U.S. tax reform 5 % N/A N/A Change in valuation allowance — % (79 )% (25 )% Effective tax rate 29 % (52 )% — % Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting and the amounts used for income tax purposes. Significant components of the Company's deferred tax assets were as follows: December 31, 2017 2016 Deferred tax assets Net operating loss carryforward $ 151 $ 17,700 Stock based compensation 6,454 5,185 Research and development and other tax credit carryforwards 5,190 4,993 Accrued bonus and other employee-related expenses 240 1,946 Prepaid R&D expenses 964 1,643 Other 1,405 285 Total deferred tax assets 14,404 31,752 Deferred tax liabilities Intangible assets 1,655 2,944 Prepaid expenses 28 80 Fixed assets 1,172 78 Other 195 7 Total deferred tax liabilities 3,050 3,109 Valuation allowance — — Net deferred tax assets $ 11,354 $ 28,643 The recently enacted Tax Cuts and Jobs Act (the “Tax Act”) significantly revised U.S. corporate income tax law by, among other things, reducing the corporate income tax rate to 21% and implementing a modified territorial tax system. In response to the Tax Act, the SEC issued SAB 118 which allows issuers to recognize provisional estimates of the impact of the Tax Act in their financial statements and adjust in the period in which the estimate becomes finalized, or in circumstances where estimates cannot be made, to disclose and recognize within a one year measurement period. Implementation of the Tax Act resulted in an approximate $3.4 million charge for the revaluation of the Company’s net deferred tax assets during the year ended December 31, 2017. In reaching these estimates, the Company utilized all available guidance and notices issued by the U.S. Department of the Treasury. These amounts are to be considered provisional and are not currently able to be finalized given the complexity of the underlying calculations. The Company will update and conclude its accounting as additional information is obtained, which is contingent on the timing of issuance of regulatory guidance. As a result of recently attaining profitability and the expectation that substantially all net operating loss carryforwards would be utilized in 2017, the Company engaged a third party provider to perform a formal tax evaluation to determine maximum research and development credits that are available based on current law. This project resulted in the engagement of professional technical experts and the investment of significant time to evaluate historical records to identify the maximum credits as permitted by the relevant tax law. This project was concluded in the connection with the preparation of the current year financial statements. As a result of the evaluation of historical records and data, our tax filings, and various tax law interpretations related to the R&D credit availability, additional tax credits were determined. The Company considers the additional credits to result from new information that was not feasibly knowable before the commencement of a formal study, and the results are recorded in the current year as a change in accounting estimate. The adjustment recorded was an increase in tax credits of $5.5 million and a reduction of income tax expense. In the year ended December 31, 2016, we released a previously carried tax valuation allowance on our net deferred tax assets including net operating loss carryforwards and the tax benefit related to the exercises of stock options. Our decision to remove the valuation allowance on the Company's net deferred tax assets considered our significant income in 2016 which translated to our becoming a tax payer in 2016 and our outlook on prospective earnings and taxable income driven by Bendeka royalty and milestone revenues. As of December 31, 2017, the Company had federal and state net operating loss carryforwards of approximately $0.7 million and $1.0 million . The Company also had a federal research and development tax credit carryforward of approximately $4.0 million . The net operating loss and tax credit carryforwards will expire at various times through 2035. In July 2006, the Financial Accounting Standards Board (“FASB”) issued ASC 740-10, Uncertainty in Income Taxes, which defines the threshold for recognizing the benefits of tax-return positions in the financial statements as “more-likely-than-not” to be sustained by the taxing authorities. This statement also requires explicit disclosure requirements about a Company’s uncertainties related to their income tax position, including a detailed roll forward of tax benefits taken that do not qualify for financial statement recognition. The Company files income tax returns in the U.S. federal jurisdiction and several states. Given that the company has incurred tax losses since its inception, all of the Company’s tax years are effectively open to examination. The Company has no amount recorded for any unrecognized tax benefits as of December 31, 2017. The Company regularly evaluates its tax positions for additional unrecognized tax benefits and associated interest and penalties, if applicable. There are many factors that are considered when evaluating these tax positions including: interpretation of tax laws, recent tax litigation on a position, past audit or examination history, and subjective estimates and assumptions. |
License Agreements of Developme
License Agreements of Development and Commercialization Rights | 12 Months Ended |
Dec. 31, 2017 | |
Research and Development [Abstract] | |
License Agreements of Development and Commercialization Rights | License Agreements of Development and Commercialization Rights Development On February 13, 2015, the Company submitted a New Drug Application or NDA to the FDA for Bendeka, which was approved by the FDA on December 7, 2015. Also, on February 13, 2015, the Company entered into the Cephalon License for U.S. and Canadian rights to Bendeka for treatment of patients with CLL and patients with NHL. Pursuant to the terms of the Cephalon License, Cephalon will be responsible for all U.S. commercial activities for the product including promotion and distribution, and the Company is responsible for obtaining and maintaining all regulatory approvals and conducting post-approval clinical studies. Additionally, under the terms of the Cephalon License, the Company received an upfront cash payment of $30 million , in January 2016, received a $15 million milestone payment related to the FDA approval of Bendeka in December 2015, received $40 million related to the receipt of the J-code for Bendeka and is currently eligible to receive up to $25 million in an additional sales-based milestone payment. In addition, the Company was entitled to receive royalty payments of 20% of net sales of the product which increased to 25% on receipt of the J-code in November 2016. In connection with the Cephalon License, the Company has entered into a supply agreement with Cephalon, pursuant to which the Company is responsible for supplying product to Cephalon. On October 13, 2015, the Company entered into the Teikoku Agreement to market, sell and distribute Non-Alcohol Docetaxel Injection, an investigational product intended for the treatment of breast cancer, non-small cell lung cancer, prostate cancer, gastric adenocarcinoma, and head and neck cancer. The NDA for Non-Alcohol Docetaxel Injection for these indications was approved by the FDA on December 22, 2015. Under the terms of the agreement, the Company paid an upfront cash payment upon executing the agreement which was expensed and is included in research and development in the consolidated statements of operation for the year ended December 31, 2015 and an additional payment of $4,850 we capitalized (See Note 12. Acquisitions) upon FDA approval and NDA transfer to Eagle, which occurred in January 2016, and double-digit royalties on gross profits. On September 20, 2017, the Company entered into a Product Collaboration and License Agreement, effective as of September 19, 2017, (the “SymBio License Agreement”) with SymBio Pharmaceuticals Limited (“SymBio”) for the rights to develop and commercialize the Company’s bendamustine hydrochloride ready-to-dilute injection product and rapid infusion injection product (collectively, the “Products”) in Japan. Under the License Agreement, SymBio will be responsible for all development of the Products in Japan and for obtaining and maintaining all regulatory approvals of the Products in Japan, with a target for regulatory approval of a Product in Japan in 2020. SymBio will bear all costs of development of the Products in Japan except that, if Japanese regulatory authorities require a certain clinical study to be conducted as a condition for approving one of the Products in Japan, Eagle would share 50% of the out-of-pocket costs of that clinical study up to a specified dollar amount as a reduction to future royalty payments. Based on the Company's assessment of the probability of additional costs, we have not deferred revenue on the SymBio License Agreement. SymBio will also be responsible, at its sole cost, for all marketing, promotion, distribution and sales of the Products in Japan and is obligated to launch the Products and meet certain minimum detailing, promotion and marketing commitments in connection with commercialization of the Products in Japan. SymBio currently markets in Japan TREAKISYM®, a lyophilized powder formulation of bendamustine hydrochloride indicated for CLL, relapsed or refractory low-grade NHL, mantle cell lymphoma (“MCL”), and as a first line treatment of low-grade NHL and MCL. Under the SymBio License Agreement, SymBio may continue to market TREAKISYM® in Japan and SymBio will be permitted to develop and market certain other bendamustine hydrochloride products in Japan for limited indications. Pursuant to the terms of the SymBio License Agreement, the Company and SymBio will enter into a separate supply agreement, under which the Company will be responsible for manufacturing and supplying the Products to SymBio for development and commercialization in Japan. After a period of time following launch of a Product, SymBio will have the right to assume the responsibility for manufacturing of the Products in and for Japan. Under the SymBio License Agreement, the Company will retain the right to control the prosecution, maintenance and enforcement of the Company’s patents covering the Products, both inside and outside of Japan. Under the SymBio License Agreement, the Company earned an upfront non-refundable cash payment of $12.5 million in the third quarter of 2017, and is eligible to receive a milestone payment upon approval of a Product in Japan and a milestone payment upon achievement of certain cumulative net sales of the Products in Japan. After regulatory approval of a Product in Japan, the Company will also receive tiered, low double-digit royalties on net sales of the Products in Japan for so long as there are patents covering the Products in Japan or regulatory exclusivity for the Products in Japan. The Company has entered into several product development agreements with development partners whereby the Company acquired the exclusive rights in the United States and, in most cases, worldwide rights to a total of thirty-three products for ten years following first commercial sale of each product. The Company will share varying percentages of the profits after, in most cases, recapturing development, legal and certain operating costs, from the sales of the products with the development partners if the products are commercialized. The Company expenses these costs as incurred. |
Asset Sales
Asset Sales | 12 Months Ended |
Dec. 31, 2017 | |
Deferred Revenue Disclosure [Abstract] | |
Asset Sales | Asset Sales During fiscal year 2010 and 2011, the Company divested another non-core product and received proceeds of $6,500 , comprised of $5,500 as a signing milestone which is recorded in deferred revenues and $500 for the initiation of technology transfer of which $250 remains in deferred revenues and a second payment of $500 for the completion of the technology transfer of which $250 remains in deferred revenues. Under the terms of this agreement, the licensor must obtain all of the following milestones in order for the Company to earn the revenues. These milestones are a) the receipt of an approval letter from the FDA, b) acknowledgment from the FDA that no further clinical studies will be needed and c) an approval letter from the FDA. The Company, through various requests for information, was informed by the licensor in 2016 that it had voluntarily withdrawn the filing of the product application from the FDA in a prior year. Under the terms of the agreement, the milestones required to earn the $6,000 previously included in deferred revenue all related to the filing. The voluntary withdrawal of the filing by the licensor relieved the Company of further obligation with regard to performance under the milestones. Accordingly, during the quarter ended March 31, 2016, the Company recognized the $6,000 as license and other income. On March 29, 2016, the Company entered into the Diclofenac Asset Purchase Agreement pursuant to which the Company sold certain intellectual property related to diclofenac-misoprostol in the United States. In consideration of the assets and rights sold under the Diclofenac Asset Purchase Agreement, the Company received a one-time payment at closing of $1.75 million , which was recognized as a gain in the first quarter of 2016. In consideration of the rights granted under the Diclofenac Asset Purchase Agreement, the purchaser will pay the Company a 25% royalty on net profits of diclofenac-misoprostol in the territory for five years from the date of sale. The Company may continue to market diclofenac-misoprostol until such time that the purchaser is able to launch. |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | Commitments Our future material contractual obligations include the following: Obligation Total 2018 2019 2020 2021 2022 Beyond Operating leases (2) $ 2,494 $ 670 $ 674 $ 395 $ 117 $ 120 $ 518 Credit facility 48,750 5,000 5,000 38,750 — — — Acquisition consideration 15,000 15,000 — — — — — Purchase obligations (1) 61,307 61,307 — — — — — Total obligations $ 127,551 $ 81,977 $ 5,674 $ 39,145 $ 117 $ 120 $ 518 (1) At December 31, 2017, the Company has purchase obligations in the amount of $61,307 which represent the contractual commitments under contract manufacturing and supply agreements with suppliers. The obligation under the supply agreement is primarily for finished product, inventory, and research and development. (2) The Company leases its office and lab space under lease agreements that expire on June 30, 2020 and December 31, 2027. Rental expense was $664 , $634 , and $514 , for the year ended December 31, 2017, 2016, and 2015, respectively. The remaining future lease payments under the operating lease are $2,494 as of December 31, 2017, payable monthly through June 30, 2020 and December 31, 2027. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Acquisition of Docetaxel-Injection, Non-Alcohol Formula On October 13, 2015, the Company entered into the Teikoku Agreement with Teikoku to market, sell and distribute Non-Alcohol Docetaxel Injection, an investigational product intended for the treatment of breast cancer, non-small cell lung cancer, prostate cancer, gastric adenocarcinoma, and head and neck cancer. The NDA for Non-Alcohol Docetaxel Injection for these indications was approved by the FDA on December 22, 2015. Under the terms of the agreement, the Company paid $4,850 upon FDA approval and NDA transfer to the Company, which occurred on January 12, 2016. The Company will also pay 25% royalties on future gross profits to Teikoku. The Company accounted for the transaction as a purchase of a business in 2016, in accordance with ASC 805 Business Combinations . The Company has measured the fair value of the future royalty payment using its own assumptions of future profitability of Non-Alcohol Docetaxel Injection. Acquisition contingent consideration is measured at fair value on a recurring basis using unobservable inputs; which accordingly represents a Level 3 measurement within the fair value hierarchy. Any change in fair value of the contingent consideration subsequent to the acquisition date is recognized in operating income within the condensed statement of operations. During the year ended December 31, 2017, the Company recorded a change in the fair value of contingent consideration of $6.2 million . This was primarily driven by adjustments to the fair values of the liabilities associated with Non-Alcohol Docetaxel Injection, which was remeasured due to the loss of a customer and other market conditions identified during the 3rd quarter of 2017 for the product and partially offset by accretion for the time value of money. The following table represents a reconciliation of the change in the fair value measurement of the contingent consideration liability, which was recorded in the Company's condensed consolidated statements of income: Opening Balance January 12, 2016 Changes in fair value Payment of contingent consideration Closing Balance December 31, 2016 Changes in fair value Payment of contingent consideration Closing Balance December 31, 2017 $ 6,370 $ 856 $ (286 ) $ 6,940 $ (6,176 ) $ — $ 764 Total consideration of $11,220 , which is comprised of the $4,850 cash paid on FDA approval and NDA transfer to the Company and the fair value of contingent consideration has been attributed to the intangible asset for Non-Alcohol Docetaxel Injection product rights. Eagle Biologics Acquisition On November 16, 2016, the Company entered into a stock purchase agreement (“Arsia SPA”) to acquire Arsia Therapeutics (“Arsia” “Seller”), an early-stage biotechnology firm with proprietary viscosity-reducing technology and formulation know-how and subsequently renamed the subsidiary Eagle Biologics, Inc. ("Eagle Biologics"). Under the terms of the stock purchase agreement, we paid approximately $27.2 million in cash and 40,200 shares of Eagle common stock worth $3.0 million at closing. We also agreed to pay up to $48 million in additional payments upon the completion of certain milestones, for aggregate potential payments of $78 million . As part of the agreement, Eagle Biologics founders and Massachusetts Institute of Technology professors, Dr. Robert Langer and Dr. Alexander Klibanov, as well as other key members of the Eagle Biologics team, entered into agreements to work with Eagle to develop new formulations and solve delivery challenges in the large molecules space. On February 8, 2018, we entered into an amendment (the “Amendment”) to the Arsia SPA. Pursuant to the Amendment, our obligations to make four separate milestone payments pursuant to the Arsia SPA, which could have aggregated to a total of $48 million , were terminated in exchange for a single payment of $15 million to the Seller. The acquisition was accounted for as a business combination in accordance with ASC 805 which requires the assets acquired and liabilities assumed from Eagle Biologics were recorded as the acquisition date at their respective fair values. Eagle Biologics’ results of operations are included in the financial statements from the date of acquisition. Eagle Biologics’ platform technology enables subcutaneous administration of high-dose biologics through improved formulation. Eagle Biologics has developed early-stage partnerships with major pharmaceutical companies to apply its technology to their biosimilar molecules, create subcutaneous versions of currently-marketed IV products and produce high-concentration formulations of clinical candidates. In addition to acquiring the technology platform, the Company plans to establish a Biologics Innovation Center in Kendall Square in Cambridge, Massachusetts. The following table summarizes the consideration transferred to acquire Eagle Biologics at the date of acquisition: The aggregate consideration consisted of: Preliminary fair value Cash consideration paid $ 27,209 Common stock issued (i) 3,046 Fair value of contingent consideration payable to seller(long term) (ii) 16,100 Total consideration $ 46,355 (i) Under the stock purchase agreement, the number of common shares to be issued to the seller is equal to $2.7 million divided by the average of the closing day price per share for the thirty ( 30 ) trading days prior to the Closing Date. The average price of the common stock of 30 days prior to closing was $68.18 . Accordingly, the number of common stock to be issued to the seller was determined at 40,200 shares ( $2.7 million / $68.18 per share). The fair value of the common stock issued was determined based on the closing price of Eagle’s common stock on November 16, 2016. (ii) Under the stock purchase agreement, the contingent consideration includes four separate milestone payments which could aggregate to a total of $48 million payable to the seller upon achievement of certain clinical, regulatory and development milestones. These milestone payments are also subject to acceleration under certain circumstances described in the Purchase Agreement. In accordance with the provisions of ASC 805-30-25-5, each unit of contingent consideration is recognized at the acquisition date fair value. The acquisition date fair value of the contingent consideration is $16.1 million and has been classified as other liabilities within non-current liabilities. Such fair values are determined based on a probabilistic model with weights assigned on the likelihood of the Company achieving the clinical, regulatory and development milestones as well as acceleration event in the future. Each unit of contingent consideration is classified as a liability in the balance sheet and would be subsequently measured at fair value on each reporting date. Any future change in fair would be recognized in the statement of operations. During the year ended December 31, 2017, the Company recorded a change in the fair value of contingent consideration of $ 1.2 million mostly related to the amendment of the Arsia stock purchase agreement on February 8, 2018. Opening Balance November 16, 2016 Changes in fair value Payment of contingent consideration Closing Balance December 31, 2016 Changes in fair value Payment of contingent consideration Closing Balance December 31, 2017 $ 16,100 $ 101 $ — $ 16,201 $ (1,201 ) $ — $ 15,000 |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net The gross carrying amounts and net book value of our intangible assets are as follows: December 31, 2017 Useful Life (In Years) Gross Carrying Amount Accumulated Amortization Impairment Charge Net Book Value Docetaxel product rights 10 $ 11,220 $ (1,164 ) $ (7,235 ) $ 2,821 Ryanodex intangible 20 15,000 (777 ) — 14,223 Developed technology 5 8,100 (1,822 ) — 6,278 Total $ 34,320 $ (3,763 ) $ (7,235 ) $ 23,322 December 31, 2016 Useful Life (In Years) Gross Carrying Amount Accumulated Amortization Net Book Value Docetaxel product rights 18 $ 11,220 $ (571 ) $ 10,649 Ryanodex intangible 20 15,000 (174 ) 14,826 Developed technology 5 8,100 (203 ) 7,897 Total $ 34,320 $ (948 ) $ 33,372 Amortization expense amounted to $2,815 , $948 , and $0 , for the year ended December 31, 2017 , 2016 , and 2015 , respectively. Intangible Asset Impairment During the year ended December 31, 2017, the Company experienced a decline in customer contracts and saw a drop in market pricing for Non-Alcohol Docetaxel Injection. Accordingly, the Company estimated the fair value of our Non-Alcohol Docetaxel Injection product and determined the carrying amount of the intangible asset was no longer fully recoverable, resulting in a pre-tax, non-cash asset impairment charge of $7.2 million during the year ended December 31, 2017. Estimated Amortization Expense for Intangible Assets Based on definite-lived intangible assets recorded as of December 31, 2017 , and assuming that the underlying assets will not be impaired and that the Company will not change the expected lives of the assets, future amortization expenses are estimated as follows: Estimated Amortization Expense Year Ending December 31, 2018 $ 2,430 2019 3,084 2020 3,161 2021 3,052 2022 1,734 All other 9,861 Total estimated amortization expense $ 23,322 |
Legal Proceedings
Legal Proceedings | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings | Legal Proceedings In Re: Taxotere (Docetaxel) On February 1, 2017, the Company was named as a defendant, among various other manufacturers, in several product liability suits that are consolidated in the U.S. District Court for the Eastern District of Louisiana as part of MDL 2740 (Civil Action No 2:16 md-2740). The claims are for personal injuries allegedly arising out of the use of docetaxel. In March 2017, the Company reached agreements in principle with the Plaintiffs’ Steering Committee in this matter to voluntarily dismiss the Company from all of the lawsuits in which it was named and from the master complaint. The Company is in the process of working with the other parties in this matter to have it removed from the Multidistrict litigation entirely. As part of the agreement, in the event a case is brought in the future with facts that justify the Company’s inclusion, the plaintiffs reserved the right to include the Company in such matter. The plaintiffs have filed several additional lawsuits since the parties’ agreement in principle to dismiss, and the Company is in the process of working with plaintiffs to explore the possibility of dismissing those lawsuits. The Company believes that it has substantial meritorious defenses to these cases and maintains product liability insurance against such cases. However, litigation is inherently uncertain and the Company cannot predict the outcome of this litigation. These actions, if successful, or if our indemnification arrangements or insurance do not provide sufficient coverage against such claims, could adversely affect the Company and could have a material adverse effect on the Company’s business, results of operations, financial condition and cash flows. Medicines Company v. Eagle On February 2, 2016, The Medicines Company (“MDCO”) filed a complaint in the U.S. District Court for the District of New Jersey against the Company, SciDose LLC and TherDose Pharma Pvt. Ltd. (collectively the “Defendants”) relating to the Defendants’ work on a novel ready-to-use bivalirudin injection product (“EP-6101”). MDCO amended that complaint in April of 2016. The complaint cites the May 7, 2008 License and Development Agreement (the “LDA”) between the Defendants and MDCO, which was terminated by the Company on September 17, 2013. In October 2017, the Defendants moved to dismiss the action for lack of subject matter jurisdiction and to stay discovery. In December 2017, while those motions were pending, the parties entered into a settlement agreement pursuant to which Defendants agreed to pay $1.7 million and assign to MDCO all intellectual property rights relating to EP-6101. As a result of the settlement, the parties entered into a stipulation dismissing all claims with prejudice. Bauer v. Eagle On May 31, 2016, a federal securities class-action lawsuit (captioned Bauer v. Eagle Pharmaceuticals, Inc., et al., Case No. 16-cv-03091-JLL-JAD) was filed in the United States District Court for the District of New Jersey against the Company and the Company’s Chief Executive Officer. On August 1, 2016, plaintiffs Blake Bauer, Brent Kawamura and Guarang Patel (the "EGRX Investors Group"), filed a motion requesting the Court to appoint the EGRX Investors Group as lead plaintiff and Kirby McInerney LLP as lead counsel. The motion was granted on September 9, 2016. On October 31, 2016, the EGRX Investors Group filed an amended class action complaint (the “Amended Complaint”) against the defendants, seeking compensatory damages and an award of costs and expenses, including attorneys’ and experts’ fees. The Amended Complaint alleged that defendants violated sections 10(b) and 20(a) of the Securities Exchange Act, as amended, by making false and/or misleading statements about, among other things: (a) EP-6101, (b) the Company’s expectations regarding the NDA submitted for EP-6101, and (c) the Company’s business prospects. On December 16, 2016, defendants filed a motion to dismiss the Amended Complaint. Plaintiffs opposed that motion on January 30, 2017. Defendants filed their reply on March 1, 2017. On May 19, 2017, the Court granted defendants motion to dismiss and dismissed the Amended Complaint without prejudice. On June 1, 2017, the Court entered an order granting plaintiffs until July 3, 2017 to file an amended complaint. Plaintiffs did not file an amended complaint on or before July 3, 2017 and, therefore, on August 2, 2017, the Court entered an order dismissing the case with prejudice and directing the clerk to close the case. On August 31, 2017, plaintiffs filed a notice of appeal to the United States Court of Appeals for the Third Circuit, indicating their intent to appeal from the Court’s May 19, 2017 and August 2, 2017 orders. On October 4, 2017, plaintiffs-appellants filed a motion to withdraw their appeal and, on October 5, 2017, the Court of Appeals issued an order dismissing the appeal without costs to either party. Eagle v. Burwell On April 27, 2016, the Company filed an action in the U.S. District Court for the District of Columbia against the FDA and other federal defendants seeking an order requiring the FDA to grant us orphan drug exclusivity for Bendeka for the treatment of CLL and indolent B-cell NHL. The Company believes Bendeka is entitled to orphan drug exclusivity as a matter of law, and that the FDA’s decision violates federal law and is inconsistent with the holding of the U.S. District Court for the District of Columbia in Depomed Inc. v. U.S. Department of Health and Human Services. The parties have filed all substantive motions and pleadings and anticipate either a schedule for oral argument or a disposition from the court in 2018. Eagle v. Eli Lilly On August 24, 2017, the Company filed an antitrust complaint in the United States District Court for the District of New Jersey against Eli Lilly and Company (“Lilly”), Case No. 2:17-CV-06415. The complaint alleges that Lilly engaged in anticompetitive conduct which restrained competition by delaying and blocking the Company’s launch of a competing pemetrexed injection product (to compete with Lilly’s Alimta). Lilly has accepted service and answered the complaint on October 27, 2017. Lily also filed a motion to transfer this case to Delaware on October 27, 2017. Eagle filed a motion to oppose such transfer on November 6, 2017. No other dates or proceedings have been scheduled as of the date of the filing of this Annual Report on Form 10-K. The Company believes it has valid claims against Lilly and the right to seek injunctive relief and damages. However, litigation is inherently uncertain, and the Company cannot predict the outcome of this litigation. Patent Litigation Eli Lilly and Company. v. Eagle Pharmaceuticals, Inc. (PEMFEXY TM (Pemetrexed)) On August 14, 2017, Lilly filed suit against the Company in the United States District Court for the Southern District of Indiana (the “Indiana Suit”). Lilly alleged patent infringement based on the filing of the Company’s 505(b)(2) NDA seeking approval to manufacture and sell the Company’s EP-5101. EP-5101, if finally approved by FDA, will be a branded alternative to Alimta®, which is indicated (in combination with cisplatin) (a) for the treatment of patients with malignant pleural mesothelioma, or (b) for the initial treatment of locally advanced or metastatic nonsquamous non-small cell lung cancer. Alimta® also is indicated as a single-agent for the treatment of patients with locally advanced or metastatic nonsquamous non-small cell lung cancer after prior chemotherapy. Alimta® also is indicated for maintenance treatment of patients with locally advanced or metastatic nonsquamous non-small cell lung cancer whose disease has not progressed after four cycles of platinum-based first-line chemotherapy. On September 8, 2017, Eagle moved to dismiss the Indiana Suit for improper venue. On September 11, 2017, Lilly voluntarily dismissed the Indiana Suit. It then filed a complaint in the United States District Court for the District of Delaware, alleging similar patent infringement claims (the “Delaware Suit”). Eagle answered and filed various counterclaims in the Delaware Suit on October 3, 2017. Lilly answered Eagle’s counterclaims on October 24, 2017. The Court held a scheduling conference on December 11, 2017 and set trial in the Delaware Suit to begin on September 9, 2019. The Delaware Suit is pending. Eagle Pharmaceuticals, Inc., et al. v. Slayback Pharma Limited Liability Company; Eagle Pharmaceuticals, Inc., et al. v. Apotex Inc. and Apotex Corp.; Eagle Pharmaceuticals, Inc., et al. v. Fresenius Kabi USA, LLC; Eagle Pharmaceuticals, Inc., et al. v. Mylan Laboratories Limited - (BENDEKA®) BENDEKA®, which contains bendamustine hydrochloride, is an alkylating drug that is indicated for the treatment of patients with chronic lymphocytic leukemia, as well as for the treatment of patients with indolent B-cell non-Hodgkin's lymphoma that has progressed during or within six months of treatment with rituximab or a rituximab-containing regimen. Four companies - Slayback Pharma Limited Liability Company (“Slayback”), Apotex Inc. and Apotex Corp. (“Apotex”), Fresenius Kabi USA, LLC (“Fresenius”), and Mylan Laboratories Limited (“Mylan”) - have filed Abbreviated New Drug Applications (“ANDA’s”) referencing BENDEKA® that include challenges to one or more of the BENDEKA® Orange Book-listed patents. The Company, Cephalon, Inc. and/or Teva Pharmaceuticals International GMBH (together the “Patentees”), filed separate suits against Slayback, Apotex, Fresenius and Mylan in the United States District Court for the District of Delaware on August 16, 2017 (Slayback (“Slayback I”)), August 18, 2017 (Apotex), August 24, 2017 (Fresenius), December 12, 2017 (Mylan), and January 19, 2018 (Slayback (“Slayback II”)). In these Complaints, the Patentees allege infringement of the challenged patents, namely U.S. Patent Nos. 8,791,270 and 9,572,887 against Slayback (Slayback I and Slayback II), and of U.S. Patent Nos. 8,609,707, 8,791,270, 9,000,021, 9,034,908, 9,144,568, 9,265,831, 9,572,796, 9,572,797, 9,572,887, 9,579,384, 9,597,397, 9,597,398, 9,597,399 against Fresenius, Apotex, and Mylan. Slayback, Apotex, Fresenius, and Mylan answered their Complaints and some filed various counterclaims on September 29, 2017 (Slayback I), February 12, 2018 (Slayback II), November 27, 2017, September 15, 2017, and February 14, 2018, respectively. The Patentees answered the Slayback I, Fresenius, and Apotex counterclaims on October 20, 2017, October 6, 2017, and December 18, 2017, respectively. The Slayback I, Apotex, Fresenius and Mylan cases have been consolidated for all purposes, with Trial scheduled to begin September 3, 2019. All five cases are pending. The FDA is stayed from approving Apotex’s, Fresenius’, and Mylan’s ANDA’s until the earlier of (1) January 7, 2020, January 14, 2020, and April 30, 2020, respectively (the “30-month stay dates”); and (2) a court decision that each of the challenged patents is not infringed, invalid or unenforceable. The 30-month stay dates may be shortened or lengthened if either party to the action fails to reasonably cooperate in expediting the action. The FDA cannot approve Slayback’s ANDA until March 2033. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data - Unaudited | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data - Unaudited | Selected Quarterly Financial Data - Unaudited A summary of quarterly financial information for the year ended December 31, 2017 and 2016 is as follows: For the Quarter Ended March 31, June 30, September 30, December 31, Total Fiscal Year 2017 2017 2017 2017 2017 (in thousands except share and per share amounts) Revenue $ 76,793 $ 50,108 $ 63,021 $ 46,785 $ 236,707 Income from operations $ 32,696 $ 5,902 $ 24,950 $ 10,442 $ 73,990 Net income attributable to common stockholders $ 22,924 $ 4,503 $ 15,431 $ 9,085 $ 51,943 Income per share attributable to common stockholders- basic $ 1.50 $ 0.30 $ 1.03 $ 0.61 $ 3.44 Income per share attributable to common stockholders- diluted $ 1.42 $ 0.28 $ 0.98 $ 0.58 $ 3.27 For the Quarter Ended March 31, June 30, September 30, December 31, Total Fiscal Year 2016 2016 2016 2016 2016 (in thousands except share and per share amounts) Revenue $ 29,591 $ 40,918 $ 37,833 $ 81,140 $ 189,482 Income from operations $ (897 ) $ 13,656 $ 12,308 $ 28,284 $ 53,351 Net income attributable to common stockholders $ (896 ) $ 13,099 $ 11,952 $ 57,298 $ 81,453 Income per share attributable to common stockholders- basic $ (0.06 ) $ 0.84 $ 0.77 $ 3.75 $ 5.24 Income per share attributable to common stockholders- diluted $ (0.06 ) $ 0.80 $ 0.73 $ 3.52 $ 4.96 |
Related Party Transaction
Related Party Transaction | 12 Months Ended |
Dec. 31, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transaction | Related Party Transaction During the year ended December 31, 2017, the Company obtained legal services with respect to certain regulatory matters from Greenberg Traurig, LLP totaling $1.3 million , of which $0.0 million was payable as of December 31, 2017. Richard A. Edlin, a member of the Company’s Board, is an attorney and shareholder of Greenberg Traurig, LLP. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates These financial statements are presented in U.S. dollars and are prepared in accordance with U.S. GAAP. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed financial statements including disclosure of contingent assets and contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period and accompanying notes. The Company's critical accounting policies are those that are both most important to the Company's financial condition and results of operations and require the most difficult, subjective or complex judgments on the part of management in their application, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Because of the uncertainty of factors surrounding the estimates or judgments used in the preparation of the financial statements, actual results may materially vary from these estimates. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior year amounts to conform with the current year presentation. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. All cash and cash equivalents are held in United States financial institutions. The carrying amount of cash and cash equivalents approximates its fair value due to its short-term nature. The Company, at times, maintains balances with financial institutions in excess of the FDIC limit. |
Fair Value Measurements | Fair Value Measurements U.S. GAAP establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes the following fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The fair value of interest-bearing cash, cash equivalents, accounts receivable and accounts payable approximate fair value due to their life being short term in nature, and are classified as Level 1 for all periods presented. The fair value of debt is classified as Level 2 for the period presented and approximates its fair value due to the variable interest rate. The fair value of the contingent consideration/accrued royalty is classified as Level 3 for the periods presented. |
Intangible Assets | Intangible Assets Other Intangible Assets, Net The Company capitalizes and includes in intangible assets the costs of acquired product licenses and developed technology purchased individually or identified in a business combination. Intangible assets are recorded at fair value at the time of their acquisition and stated net of accumulated amortization. The Company amortizes its definite-lived intangible assets using either the straight-line or accelerated method, based on the useful life of the asset over which it is expected to be consumed utilizing expected undiscounted future cash flows. We will evaluate the potential impairment of intangible assets if events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of these assets are no longer appropriate. Events giving rise to impairment are an inherent risk in our industry and many factors cannot be predicted. Factors that we consider in deciding when to perform an impairment review include significant changes in our forecasted projections for the asset or asset group for reasons including, but not limited to, significant under-performance of a product in relation to expectations, significant changes or planned changes in our use of the assets, significant negative industry or economic trends, and new or competing products that enter the marketplace. The impairment test is based on a comparison of the undiscounted cash flows expected to be generated from the use of the asset group and its eventual disposition to the carrying value of the asset group. If impairment is indicated, the asset is written down by the amount by which the carrying value of the asset exceeds the related fair value of the asset with the related impairment charge recognized within the statements of income. We identified an impairment to our intangible asset for Non-Alcohol Docetaxel Injection in the third quarter of 2017 (See Note 13. Intangible Assets, Net). With respect to determining an asset’s fair value and useful life, because this process involves management making certain estimates and these estimates form the basis of the determination of whether or not an impairment charge should be recorded, these estimates are considered to be critical accounting estimates. |
Goodwill | Goodwill Goodwill represents the excess of purchase price over the fair value of net assets acquired in the Eagle Biologics acquisition. Goodwill is not amortized, but is evaluated for impairment on an annual basis, in the fourth quarter, or more frequently if events or changes in circumstances indicate that the reporting unit’s goodwill is less than its carrying amount. We did not identify any impairment to goodwill during the periods presented. |
Acquisition-Related Contingent Consideration | Acquisition-Related Contingent Consideration Contingent consideration related to a business combination is recorded on the acquisition date at the estimated fair value of expected future payments of consideration based on achievement of commercial or regulatory milestones and royalty payments on future product sales. Such fair value is measured based on the consideration expected to be transferred using probability-weighted assumptions and discounted back to present value. The discount rate used is determined at the time of the acquisition in accordance with accepted valuation methods. The fair value of the acquisition-related contingent consideration is re-measured at the estimated fair value at each reporting period with the change in fair value recognized as income or expense in the consolidated statements of income. |
Concentration of Major Customers and Vendors | Concentration of Major Customers and Vendors The Company is dependent on commercial partners to market and sell Argatroban and Bendeka. The Company's customers for Argatroban are its commercial and licensing partners, therefore, the Company's future revenues are highly dependent on these collaboration and distribution arrangements Currently, for Argatroban and Bendeka, the Company uses one vendor as its sole source supplier, because of the unique equipment and process for manufacturing and transferring manufacturing activities to an alternate supplier is a time consuming and costly endeavor |
Inventory | Inventory Inventory is recorded at the lower of cost or market, with cost determined on a first-in first-out basis. The Company periodically reviews 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, the Company will record a write-down to net realizable value in the period that the decline in value is first recognized. In most instances, inventory is shipped from the Company's vendor directly to the Company's customers. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost. Depreciation is recorded over the estimated useful lives of the assets utilizing the straight-line method. Leasehold improvements are being amortized over the shorter of their useful lives or the lease term. |
Research and Development Expense | Research and Development Expense Costs for research and development are charged to expense as incurred and include; employee-related expenses including salaries, benefits, travel and stock-based compensation expense for research and development personnel, expenses incurred under agreements with contract research organizations, contract manufacturing organizations and service providers that assist in conducting clinical and preclinical studies, costs associated with preclinical activities and development activities, costs associated with regulatory operations, and depreciation expense for assets used in research and development activities. Costs for certain development activities, such as clinical studies, are recognized based on an evaluation of the progress to completion of specific tasks using data such as patient enrollment, clinical site activations, or information provided to the Company by its vendors on their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the patterns of costs incurred, and are reflected in the condensed consolidated financial statements as prepaid expenses or accrued expenses as deemed appropriate. Recoveries of previously recognized research and development expenses from third parties are recorded as a reduction to research and development expense in the period it becomes realizable. |
Advertising and Marketing | Advertising and Marketing Advertising and marketing costs are expensed as incurred. |
Income Taxes | Income Taxes We account for income taxes using the liability method in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), Topic 740 - Income Taxes (“ASC 740”). Deferred tax assets and liabilities are determined based on temporary differences between financial reporting and tax bases of assets and liabilities and are measured by applying enacted rates and laws to taxable years in which differences are expected to be recovered or settled. Further, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that the rate changes. A valuation allowance is required when it is “more likely than not” that all or a portion of deferred tax assets will not be realized. Since our inception, we have incurred substantial cumulative losses and through the third quarter of 2016 we recorded a full valuation allowance against our net deferred tax assets which was largely made up of our net operating loss carryforward. In the fourth quarter of 2016, the Company reversed the reserve on its net deferred tax asset (see Note 8. Income Taxes). ASC 740 also prescribes a comprehensive model for how a company should recognize, measure, present and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return, including a decision whether to file or not file a return in a particular jurisdiction. We recognize any interest and penalties accrued related to unrecognized tax benefits as income tax expense. |
Revenue Recognition | Revenue Recognition Product revenue - The Company recognizes net revenue on sales to its commercial partners and to end users. In each instance, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered and collectability is reasonably assured. Revenue on sales to commercial partners relates to Argatroban and Bendeka. The Company’s commercial partners can return product within specified timeframes if the product does not meet certain inspection tests. Sales to our commercial partners are presented gross primarily because the Company is the primary obligor in the arrangement, is responsible to ensure that the product is produced in accordance with the related supply agreement and bears risk of loss while the inventory is in-transit to the commercial partner. Revenue on sales to end users for Non-Alcohol Docetaxel Injection, Ryanodex and diclofenac-misoprostol are recorded net of chargebacks, rebates, returns, prompt pay discounts, wholesaler fees and other deductions. Our products are contracted with a limited number of oncology distributors and hospital buying groups with narrow differences in ultimate realized contract prices used to estimate our chargeback and rebate reserves. The Company has a product returns policy on some of its products that allows the customer to return pharmaceutical products within a specified period of time both prior to and subsequent to the product’s expiration date. The Company's estimate of the provision for returns is analyzed quarterly and is based upon many factors, including historical experience of actual returns and analysis of the level of inventory in the distribution channel, if any. The Company has terms on sales of Ryanodex by which the Company does not accept returns. The Company believes that the reserves it has established are reasonable based upon current facts and circumstances. Applying different judgments to the same facts and circumstances could result in the estimated amount for reserves to vary. Royalty Revenue — The Company recognizes revenue from license arrangements with its commercial partners' net sales of products. Royalties are recognized as earned in accordance with contract terms when they can be reasonably estimated and collectability is reasonably assured. The Company's commercial partners are obligated to report their net product sales and the resulting royalty due to the Company within 25 days for Bendeka and 60 days for Argatroban from the end of each quarter. Based on historical product sales, royalty receipts and other relevant information, the Company accrues royalty revenue each quarter and subsequently determines a true-up when it receives royalty reports from its commercial partners. Historically, these true-up adjustments have been immaterial. License and other revenue — The Company analyzes each element of its licensing agreements to determine the appropriate revenue recognition. The terms of the license agreement may include payment to us of non-refundable up-front license fees, milestone payments if specified objectives are achieved, and/or royalties on product sales. The Company recognizes revenue from upfront payments over the period of significant involvement under the related agreements unless the fee is in exchange for products delivered or services rendered that represent the culmination of a separate earnings process and no further performance obligation exists under the contract. When a sale combines multiple elements upon performance of multiple services, the Company allocates revenue for transactions that include multiple elements to each unit of accounting which is a deliverable or combination of deliverables under the arrangement that has stand-alone value to the counter-party based on its relative selling price, and recognizes revenue for each unit of accounting when the revenue recognition criteria have been met. The Company follows the selling price hierarchy as outlined in the guidance Revenue Recognition ASC Topic 605 - Multiple-Deliverable Revenue Arrangements. The guidance provides a hierarchy to determine the selling price to be used for allocating revenue to deliverables: (i) vendor-specific objective evidence (“VSOE”), (ii) third-party evidence (“TPE”) if available and when VSOE is not available, and (iii) best estimate of the selling price (“BESP”) if neither VSOE nor TPE is available. The Company uses BESP to determine the stand-alone selling price for such deliverables. The Company has an established process for developing BESP, which incorporates pricing practices, historical selling prices, the effect of market conditions as well as entity-specific factors. Estimated selling price is monitored and evaluated on a regular basis to ensure that changes in circumstances are accounted for in a timely manner. The Company recognizes milestone payments as revenue upon the achievement of specified milestones only if (1) the milestone payment is non-refundable, (2) substantive effort is involved in achieving the milestone, (3) the amount of the milestone is reasonable in relation to the effort expended or the risk associated with achievement of the milestone, and (4) the milestone is at risk for both parties. If any of these conditions are not met, we defer the milestone payment and recognize it as revenue over the estimated period of performance under the contract. As described above, under the terms of the Cephalon License, the Company received an upfront cash payment of $30 million , received a milestone payment of $15 million for regulatory approval, received $40 million milestone upon receipt of the J-Code and received $25 million in an additional sales based milestone payment for reaching $500 million in net product sales of Bendeka. In 2015, $30 million upfront payment was allocated between the license issued to Cephalon and obtaining and maintaining regulatory approvals and conducting post-approval clinical studies using the Company’s best estimate of selling price for each deliverable. The full $30 million was recognized as income in the first quarter of 2015, as the Company substantially completed its requirements for obtaining regulatory approval, which consisted of filing an NDA, on February 13, 2015, and the remaining obligations were estimated to require minimal effort. On December 7, 2015, the FDA approved Bendeka (50 mL bendamustine hydrochloride) marking the achievement of a milestone which entitled the Company to a $15 million payment which was received in January 2016. The Company received a $40 million milestone payment in November 2016 upon receipt of the unique J-Code. Additionally, this event triggered an increase in the royalty rate from 20% to 25% of Bendeka net sales. In March 2017, the Company received a $25 million sales-based milestone payment for reaching $500 million in net product sales. As discussed above, under the SymBio License Agreement, the Company earned an upfront non-refundable cash payment of $12.5 million during third quarter of 2017. Collaborative licensing and development revenue — The Company recognizes revenue from reimbursements received in connection with feasibility studies and development work for third parties when its contractual services are performed, provided collectability is reasonably assured. Its principal costs under these agreements include its personnel conducting research and development, its allocated overhead, as well as the research and development performed by outside contractors or consultants. Upon termination of a collaboration agreement, any remaining non-refundable license fees received by the Company, which had been deferred, are generally recognized in full. All such recognized revenues are included in collaborative licensing and development revenue in its statements of income. The Company recognizes revenue from milestone payments received under collaboration agreements when earned, provided that the milestone event is substantive, its achievability was not reasonably assured at the inception of the agreement, the Company has no further performance obligations relating to the event, and collectability is reasonably assured. If these criteria are not met, the Company recognizes milestone payments ratably over the remaining period of its performance obligations under the collaboration agreement. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation using the fair value provisions of ASC 718, Compensation - Stock Compensation that requires the recognition of compensation expense, using a fair-value based method, for costs related to all stock-based payments including stock options and restricted stock. This topic requires companies to estimate the fair value of the stock-based awards on the date of grant for options issued to employees and directors and record expense over the employees service periods, which are generally the vesting period of the equity awards. The Company accounts for stock-based compensation by measuring and recognizing compensation expense for all stock-based payments made to employees and directors based on estimated grant date fair values. The straight-line method is used to allocate compensation cost to reporting periods over each optionee's requisite service period, which is generally the vesting period. The fair value of our stock-based awards to employees and directors is estimated using the Black-Scholes option valuation model, or Black-Scholes model. The Black-Scholes model requires the input of subjective assumptions, including the expected stock price volatility, the calculation of expected term, forfeitures and the fair value of the underlying common stock on the date of grant, among other inputs. The risk-free interest rate is determined with the implied yield currently available for zero-coupon U.S. government issues with a remaining term approximating the expected life of the options. |
Earnings (Loss) Per Share | Earnings Per Share Basic earnings per common share is computed using the weighted average number of shares outstanding during the period. Diluted earnings per share is computed in a manner similar to the basic earnings per share, except that the weighted-average number of shares outstanding is increased to include all common shares, including those with the potential to be issued by virtue of warrants, options, convertible debt and other such convertible instruments. Diluted earnings per share contemplate a complete conversion to common shares of all convertible instruments only if they are dilutive in nature with regards to earnings per share. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recent Accounting Pronouncements - Not Yet Adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2014-09, “Revenue from Contracts with Customers” (Topic 606) (ASU 2014-09). In March, April, May and December 2016, the FASB issued additional guidance related to Topic 606. The new standard will supersede nearly all existing revenue recognition guidance. Under Topic 606, an entity is required to recognize revenue upon transfer of promised goods or services to customers in an amount that reflects the expected consideration to be received in exchange for those goods or services. Topic 606 defines a five-step process in order to achieve this core principle, which may require the use of judgment and estimates, and also requires expanded qualitative and quantitative disclosures relating to the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers, including significant judgments and estimates used. The new standard also defines accounting for certain costs related to origination and fulfillment of contracts with customers, including whether such costs should be capitalized. The new standard permits adoption either by using (i) a full retrospective approach for all periods presented in the period of adoption or (ii) a modified retrospective approach where the new standard is applied in the financial statements starting with the year of adoption. Under both approaches, cumulative impact of the adoption is reflected as an adjustment to retained earnings (accumulated equity (deficit)) as of the earliest date presented in accordance with the new standard. In July 2015, the FASB deferred the effective date of the new revenue standard for interim and annual periods beginning after December 15, 2017 (previously December 15, 2016). The Company has implemented the new guidance as of January 1, 2018 using the modified retrospective approach. The Company has evaluated Topic 606, and has assessed existing and historical contracts to identify possible differences in the timing of revenue recognition under the new revenue standard. During this evaluation, both senior management and the Audit Committee have been updated as to progress and findings on a frequent basis. The Company has substantially completed our evaluation of the effect that the updated standard will have on our consolidated financial statements and related disclosures. Adoption of the new guidance will not have a material impact on our consolidated financial statements and our recognition will be consistent with our historical accounting policies. In January 2016, the FASB issued ASU 2016-01, which revises the guidance in ASC 825-10, Recognition and Measurement of Financial Assets and Financial Liabilities, and provides guidance for the recognition, measurement, presentation, and disclosure of financial assets and liabilities. The guidance is effective for reporting periods (interim and annual) beginning after December 15, 2017, for public companies. We do not expect this ASU to have an impact on our consolidated financial statements. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases. The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The adoption of this new standard will increase assets and liabilities on our balance sheet when adopted. We are still fully assessing the overall impact of this ASU on our financial position and results of operations. In January 2017, the FASB issued guidance to simplify the measurement of goodwill. The guidance eliminates Step 2 from the goodwill impairment test. Instead, under the amendments in this guidance, an entity should perform its annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss. The guidance also eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. An entity is required to disclose the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets. The guidance is effective for public business entities for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years, and early adoption is permitted for interim or annual goodwill impairment tests performed for testing dates after January 1, 2017. The guidance must be adopted on a prospective basis. We do not expect this guidance to have an impact on our consolidated financial statements. In January 2017, the FASB issued guidance clarifying the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The guidance provides a screen to determine when an integrated set of assets and activities is not a business, provides a framework to assist entities in evaluating whether both an input and substantive process are present, and narrows the definition of the term output. The guidance is effective for public business entities for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, and early adoption is permitted. The guidance must be adopted on a prospective basis. We will consider the guidance for future transactions. Recent Adopted Accounting Pronouncements In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. The amendments are intended to improve the accounting for employee share-based payments and affect all organizations that issue share-based payment awards to their employees. Several aspects of the accounting for share-based payment award transactions are simplified, including: (a) income tax consequences; (b) classification of awards as either equity or liabilities; and (c) classification on the statement of cash flows. For public companies, the amendments are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. In 2016, we early adopted this ASU. With the adoption of this ASU, the Company continues to estimate forfeitures in the calculation of stock-based compensation. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments | The total revenues and accounts receivables broken down by major customers as a percentage of the total are as follows: Year Ended December 31, 2017 2016 2015 Net revenues Cephalon, Inc. (Teva) - See Revenue Recognition 79 % 79 % 68 % The Medicines Company /Chiesi USA, Inc. 2 % 4 % 14 % Other 19 % 17 % 18 % 100 % 100 % 100 % December 31, 2017 2016 Accounts receivable Cephalon, Inc. (Teva) - See Revenue Recognition 74 % 74 % Other 26 % 26 % 100 % 100 % |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The anti-dilutive common shares equivalents outstanding at December 31, 2017 , 2016 , and 2015 were as follows: Year Ended December 31, 2017 2016 2015 Options 1,592,548 869,957 96,610 |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation for basic and diluted net income per share for December 31, 2017 , 2016 , and 2015 : Year Ended December 31, 2017 2016 2015 Numerator Numerator for basic and diluted earnings per share-net income $ 51,943 81,453 $ 2,571 Denominator Basic weighted average common shares outstanding 15,102,890 15,533,681 15,250,154 Dilutive effect of stock options 805,321 900,423 1,003,627 Diluted weighted average common shares outstanding 15,908,211 16,434,104 16,253,781 Basic net income per share Basic net income per share $ 3.44 $ 5.24 $ 0.17 Diluted net income per share Diluted net income per share $ 3.27 $ 4.96 $ 0.16 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory consists of the following: December 31, 2017 2016 Raw material $ 2,489 $ 1,131 Work in process 931 900 Finished products 1,698 708 $ 5,118 $ 2,739 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consists of the following: December 31, Estimated Useful Life (years) 2017 2016 Furniture and equipment $ 1,187 $ 1,121 7 Office equipment 513 513 3 Equipment 2,962 2,059 7 Leasehold improvements 4,596 1,129 2 9,258 4,822 Less accumulated depreciation (2,438 ) (1,506 ) Property and equipment, net $ 6,820 $ 3,316 |
Balance Sheet Accounts (Tables)
Balance Sheet Accounts (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of Prepaid and Other Current Assets | Prepaid and other current assets consist of the following: December 31, 2017 2016 Advances to commercial manufacturers $ 2,389 $ 7,600 Prepaid FDA user fee 1,369 1,592 Prepaid insurance 116 135 Prepaid research and development 1,069 21 Prepaid income taxes 9,597 1,654 All other 561 355 Total Prepaid expenses and other current assets $ 15,101 $ 11,357 |
Schedule of Accrued Expenses | Accrued expenses consist of the following: December 31, 2017 2016 Accrued expenses Royalties payable to commercial partners $ 4,310 $ 9,068 Accrued research & development 936 3,528 Accrued professional fees 1,254 2,094 Accrued salary and other compensation 4,811 6,003 Accrued product costs 2,657 2,856 All other 1,423 1,688 Total Accrued expenses $ 15,391 $ 25,237 |
Debt Debt (Tables)
Debt Debt (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt [Table Text Block] | Debt Maturities as of December 31, 2017 2018 $ 5,000 2019 5,000 2020 38,750 Total debt $ 48,750 |
Common Stock and Stock-Based 29
Common Stock and Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Class of Treasury Stock | We repurchased the following shares of common stock with cash resources: Year Ended December 31, 2017 2016 Shares of common stock repurchased 674,857 566,838 Value of common stock repurchased $ 43,792 $ 37,003 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of stock options granted to employees, directors, and consultants is estimated using the following assumptions: Year Ended December 31, 2017 2016 2015 Risk-free interest rate 1.70% - 2.42% 0.94% - 2.34% 1.42% - 2.09% Volatility 28.56% - 37.63% 30.95% - 32.36% 28.4% - 32.9% Expected term (in years) 5.50-7.0 years 5.04-7.0 years 5.5-7.0 years Expected dividend yield 0.0% 0.0% 0.0% |
Recognized Share-based Compensation in Statements of Operations | The Company recognized share-based compensation in its statements of operations for the year ended December 31, 2017 , 2016 , and 2015 as follows: Year Ended December 31, 2017 2016 2015 Selling, general and administrative $ 11,486 $ 7,073 $ 2,780 Research and development 3,943 2,695 1,271 Total $ 15,429 $ 9,768 $ 4,051 |
Schedule of Stock Option Activity | The following table is a summary of the Company's stock options issued to employees, directors and consultants (amounts in thousands except per share amounts): Number of Stock Option Shares Weighted Average Exercise Price Non- Exercisable Exercisable Outstanding at December 31, 2015 1,844,842 $ 25.16 1,176,140 668,702 Granted 792,500 81.61 Exercised (214,194 ) 16.94 Forfeited or expired (98,230 ) Outstanding at December 31, 2016 2,324,918 $ 44.53 1,281,208 1,043,710 Granted 925,329 83.94 Exercised (197,895 ) 21.78 Forfeited or expired (265,784 ) Outstanding at December 31, 2017 2,786,568 $ 57.13 1,349,339 1,437,229 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of our (provision for) benefit from income taxes is as follows: Year Ended December 31, 2017 2016 2015 Current: Federal $ (1,304 ) $ (1,175 ) $ — State (2,409 ) (919 ) (3 ) $ (3,713 ) $ (2,094 ) $ (3 ) Deferred: Federal (18,045 ) 29,553 — State 756 567 — $ (17,289 ) $ 30,120 $ — (Provision for) benefit from income taxes $ (21,002 ) $ 28,026 $ (3 ) |
Schedule of Effective Income Tax Rate Reconciliation | The table below provides reconciliation between the statutory federal income tax rate and the effective rate of income tax expense for each of the periods shown as follows. For periods with a loss before benefit for income taxes, favorable tax items result in an increase in the effective tax rate, while unfavorable tax items result in a decrease in the effective tax rate. For periods with income before provision for income taxes, favorable tax items result in an decrease in the effective tax rate, while, unfavorable tax items result in an increase in the effective tax rate. Year Ended December 31, 2017 2016 2015 Federal statutory tax rate 35 % 35 % 34 % State income taxes, net of federal benefit 3 % 3 % — % Tax benefit on stock option exercises (4 )% (7 )% — % Tax credits (10 )% (3 )% (10 )% Other — % (1 )% 1 % Revaluation of net deferred tax assets due to U.S. tax reform 5 % N/A N/A Change in valuation allowance — % (79 )% (25 )% Effective tax rate 29 % (52 )% — % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company's deferred tax assets were as follows: December 31, 2017 2016 Deferred tax assets Net operating loss carryforward $ 151 $ 17,700 Stock based compensation 6,454 5,185 Research and development and other tax credit carryforwards 5,190 4,993 Accrued bonus and other employee-related expenses 240 1,946 Prepaid R&D expenses 964 1,643 Other 1,405 285 Total deferred tax assets 14,404 31,752 Deferred tax liabilities Intangible assets 1,655 2,944 Prepaid expenses 28 80 Fixed assets 1,172 78 Other 195 7 Total deferred tax liabilities 3,050 3,109 Valuation allowance — — Net deferred tax assets $ 11,354 $ 28,643 |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Commitments | Our future material contractual obligations include the following: Obligation Total 2018 2019 2020 2021 2022 Beyond Operating leases (2) $ 2,494 $ 670 $ 674 $ 395 $ 117 $ 120 $ 518 Credit facility 48,750 5,000 5,000 38,750 — — — Acquisition consideration 15,000 15,000 — — — — — Purchase obligations (1) 61,307 61,307 — — — — — Total obligations $ 127,551 $ 81,977 $ 5,674 $ 39,145 $ 117 $ 120 $ 518 (1) At December 31, 2017, the Company has purchase obligations in the amount of $61,307 which represent the contractual commitments under contract manufacturing and supply agreements with suppliers. The obligation under the supply agreement is primarily for finished product, inventory, and research and development. (2) The Company leases its office and lab space under lease agreements that expire on June 30, 2020 and December 31, 2027. Rental expense was $664 , $634 , and $514 , for the year ended December 31, 2017, 2016, and 2015, respectively. The remaining future lease payments under the operating lease are $2,494 as of December 31, 2017, payable monthly through June 30, 2020 and December 31, 2027. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | During the year ended December 31, 2017, the Company recorded a change in the fair value of contingent consideration of $ 1.2 million mostly related to the amendment of the Arsia stock purchase agreement on February 8, 2018. Opening Balance November 16, 2016 Changes in fair value Payment of contingent consideration Closing Balance December 31, 2016 Changes in fair value Payment of contingent consideration Closing Balance December 31, 2017 $ 16,100 $ 101 $ — $ 16,201 $ (1,201 ) $ — $ 15,000 The following table represents a reconciliation of the change in the fair value measurement of the contingent consideration liability, which was recorded in the Company's condensed consolidated statements of income: Opening Balance January 12, 2016 Changes in fair value Payment of contingent consideration Closing Balance December 31, 2016 Changes in fair value Payment of contingent consideration Closing Balance December 31, 2017 $ 6,370 $ 856 $ (286 ) $ 6,940 $ (6,176 ) $ — $ 764 |
Schedule of Consideration Transfered | The following table summarizes the consideration transferred to acquire Eagle Biologics at the date of acquisition: The aggregate consideration consisted of: Preliminary fair value Cash consideration paid $ 27,209 Common stock issued (i) 3,046 Fair value of contingent consideration payable to seller(long term) (ii) 16,100 Total consideration $ 46,355 (i) Under the stock purchase agreement, the number of common shares to be issued to the seller is equal to $2.7 million divided by the average of the closing day price per share for the thirty ( 30 ) trading days prior to the Closing Date. The average price of the common stock of 30 days prior to closing was $68.18 . Accordingly, the number of common stock to be issued to the seller was determined at 40,200 shares ( $2.7 million / $68.18 per share). The fair value of the common stock issued was determined based on the closing price of Eagle’s common stock on November 16, 2016. (ii) Under the stock purchase agreement, the contingent consideration includes four separate milestone payments which could aggregate to a total of $48 million payable to the seller upon achievement of certain clinical, regulatory and development milestones. These milestone payments are also subject to acceleration under certain circumstances described in the Purchase Agreement. In accordance with the provisions of ASC 805-30-25-5, each unit of contingent consideration is recognized at the acquisition date fair value. The acquisition date fair value of the contingent consideration is $16.1 million and has been classified as other liabilities within non-current liabilities. Such fair values are determined based on a probabilistic model with weights assigned on the likelihood of the Company achieving the clinical, regulatory and development milestones as well as acceleration event in the future. Each unit of contingent consideration is classified as a liability in the balance sheet and would be subsequently measured at fair value on each reporting date. Any future change in fair would be recognized in the statement |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The gross carrying amounts and net book value of our intangible assets are as follows: December 31, 2017 Useful Life (In Years) Gross Carrying Amount Accumulated Amortization Impairment Charge Net Book Value Docetaxel product rights 10 $ 11,220 $ (1,164 ) $ (7,235 ) $ 2,821 Ryanodex intangible 20 15,000 (777 ) — 14,223 Developed technology 5 8,100 (1,822 ) — 6,278 Total $ 34,320 $ (3,763 ) $ (7,235 ) $ 23,322 December 31, 2016 Useful Life (In Years) Gross Carrying Amount Accumulated Amortization Net Book Value Docetaxel product rights 18 $ 11,220 $ (571 ) $ 10,649 Ryanodex intangible 20 15,000 (174 ) 14,826 Developed technology 5 8,100 (203 ) 7,897 Total $ 34,320 $ (948 ) $ 33,372 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Based on definite-lived intangible assets recorded as of December 31, 2017 , and assuming that the underlying assets will not be impaired and that the Company will not change the expected lives of the assets, future amortization expenses are estimated as follows: Estimated Amortization Expense Year Ending December 31, 2018 $ 2,430 2019 3,084 2020 3,161 2021 3,052 2022 1,734 All other 9,861 Total estimated amortization expense $ 23,322 |
Selected Quarterly Financial 34
Selected Quarterly Financial Data - Unaudited (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected Quarterly Financial Data | A summary of quarterly financial information for the year ended December 31, 2017 and 2016 is as follows: For the Quarter Ended March 31, June 30, September 30, December 31, Total Fiscal Year 2017 2017 2017 2017 2017 (in thousands except share and per share amounts) Revenue $ 76,793 $ 50,108 $ 63,021 $ 46,785 $ 236,707 Income from operations $ 32,696 $ 5,902 $ 24,950 $ 10,442 $ 73,990 Net income attributable to common stockholders $ 22,924 $ 4,503 $ 15,431 $ 9,085 $ 51,943 Income per share attributable to common stockholders- basic $ 1.50 $ 0.30 $ 1.03 $ 0.61 $ 3.44 Income per share attributable to common stockholders- diluted $ 1.42 $ 0.28 $ 0.98 $ 0.58 $ 3.27 For the Quarter Ended March 31, June 30, September 30, December 31, Total Fiscal Year 2016 2016 2016 2016 2016 (in thousands except share and per share amounts) Revenue $ 29,591 $ 40,918 $ 37,833 $ 81,140 $ 189,482 Income from operations $ (897 ) $ 13,656 $ 12,308 $ 28,284 $ 53,351 Net income attributable to common stockholders $ (896 ) $ 13,099 $ 11,952 $ 57,298 $ 81,453 Income per share attributable to common stockholders- basic $ (0.06 ) $ 0.84 $ 0.77 $ 3.75 $ 5.24 Income per share attributable to common stockholders- diluted $ (0.06 ) $ 0.80 $ 0.73 $ 3.52 $ 4.96 |
Organization and Business Act35
Organization and Business Activities (Details) | Feb. 08, 2018USD ($)milestone_payment | Aug. 08, 2017USD ($) | Jan. 26, 2017USD ($) | Nov. 16, 2016USD ($)milestone_paymentshares | Aug. 03, 2016USD ($) | Aug. 02, 2016 | Mar. 29, 2016 | Jan. 11, 2016 | Feb. 13, 2015USD ($) | Mar. 31, 2017USD ($) | Nov. 30, 2016USD ($) | Jan. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2017USD ($)productshares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($) | Oct. 23, 2017site | Sep. 20, 2017 | Aug. 09, 2017USD ($) | Aug. 09, 2016USD ($) |
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Number of products being sold | product | 5 | |||||||||||||||||||||||
Other revenue | $ 37,500,000 | $ 49,796,000 | $ 45,000,000 | |||||||||||||||||||||
Payment for business acquisition | 0 | 4,850,000 | 0 | |||||||||||||||||||||
Proceeds from sale of diclofenac-misoprostol | $ 0 | $ 1,750,000 | $ 0 | |||||||||||||||||||||
Stock repurchase program, authorized amount | $ 100,000,000 | $ 75,000,000 | ||||||||||||||||||||||
Shares of common stock repurchased (in shares) | shares | 674,857 | 566,838 | ||||||||||||||||||||||
Value of common stock repurchased | $ 43,792,000 | $ 37,003,000 | ||||||||||||||||||||||
Clinical development cost sharing percentage | 50.00% | |||||||||||||||||||||||
Proceeds from upfront license agreement payment | $ 12,500,000 | |||||||||||||||||||||||
Potential milestone payments on license agreement | 10,000,000 | |||||||||||||||||||||||
Number of clinical trial sites | site | 12 | |||||||||||||||||||||||
Cephalon, Inc. | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Maximum additional milestone payments | $ 2,250,000 | $ 25,000,000 | ||||||||||||||||||||||
Upfront cash (payment) proceeds for license agreement | $ 30,000,000 | $ 25,000,000 | $ 30,000,000 | $ 30,000,000 | ||||||||||||||||||||
Licensing agreement, milestone proceeds | $ 15,000,000 | $ 15,000,000 | ||||||||||||||||||||||
Licensing agreement, proceeds from unique billing code | $ 40,000,000 | |||||||||||||||||||||||
Royalty payments if product is approved, percentage of net sales | 20.00% | 25.00% | ||||||||||||||||||||||
Affiliated Entity | Albany Molecular Research, Inc. | Jointly Develop and Manufacture Drug Products | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Related party, cost sharing, percentage | 37.50% | |||||||||||||||||||||||
Albany Molecular Research, Inc. | Affiliated Entity | Jointly Develop and Manufacture Drug Products | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Related party, cost sharing, percentage | 62.50% | |||||||||||||||||||||||
Bendeka | Cephalon, Inc. | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Other revenue | 1,750,000 | |||||||||||||||||||||||
Proceeds receivable upon regulatory approvals, maximum | $ 750,000 | |||||||||||||||||||||||
Ryanodex | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Royalty payments if product is approved, percentage of net sales | 3.00% | 15.00% | ||||||||||||||||||||||
Intellectual Property | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Proceeds from sale of diclofenac-misoprostol | $ 1,750,000 | |||||||||||||||||||||||
Royalty revenue, percentage of gross profits | 25.00% | |||||||||||||||||||||||
Royalty revenue term | 5 years | |||||||||||||||||||||||
Ryanodex intangible | Ryanodex | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Proceeds from agreement to reduce royalty revenue percentage | $ 15,000,000 | |||||||||||||||||||||||
Eagle Biologics | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Payment for business acquisition | $ 27,209,000 | |||||||||||||||||||||||
Shares issued to acquire business (in shares) | shares | 40,200 | |||||||||||||||||||||||
Business combination, stock consideration transfered, amount | $ 3,046,000 | |||||||||||||||||||||||
Number of milestone payments | milestone_payment | 4 | |||||||||||||||||||||||
Milestone Payments | Eagle Biologics | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Contingent consideration liability | $ 48,000,000 | |||||||||||||||||||||||
Business combination, consideration transfered, including contingent consideration | $ 78,000,000 | |||||||||||||||||||||||
Subsequent Event | Milestone Payments | Eagle Biologics | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Contingent consideration liability | $ 48,000,000 | |||||||||||||||||||||||
Number of milestone payments | milestone_payment | 4 | |||||||||||||||||||||||
Payment of lump sum milestone arrangement | $ 15,000,000 | |||||||||||||||||||||||
Amendment Credit Agreement | Minimum | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Commitment fee percentage | 0.35% | |||||||||||||||||||||||
Amendment Credit Agreement | Maximum | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Commitment fee percentage | 0.45% | |||||||||||||||||||||||
Revolving Credit Facility | Amendment Credit Agreement | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Credit agreement, term | 3 years | 3 years | ||||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | $ 50,000,000 | ||||||||||||||||||||||
Line of Credit | Amendment Credit Agreement | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Credit agreement, term | 3 years | |||||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 100,000,000 | |||||||||||||||||||||||
Proceeds from line of credit | 50,000,000 | |||||||||||||||||||||||
Letter of Credit | Amendment Credit Agreement | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $ 5,000,000 | $ 5,000,000 | ||||||||||||||||||||||
London Interbank Offered Rate (LIBOR) | Amendment Credit Agreement | Minimum | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Interest rate margin | 2.25% | |||||||||||||||||||||||
London Interbank Offered Rate (LIBOR) | Amendment Credit Agreement | Maximum | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Interest rate margin | 3.00% | |||||||||||||||||||||||
Prime Rate | Amendment Credit Agreement | Minimum | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Interest rate margin | 1.25% | |||||||||||||||||||||||
Prime Rate | Amendment Credit Agreement | Maximum | ||||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||||
Interest rate margin | 2.00% |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Major Customers as a Percentage (Details) - Customer Concentration Risk | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net Revenues | |||
Concentration Risk [Line Items] | |||
Percentage of concentration | 100.00% | 100.00% | 100.00% |
Net Revenues | Cephalon, Inc. | |||
Concentration Risk [Line Items] | |||
Percentage of concentration | 79.00% | 79.00% | 68.00% |
Net Revenues | The Medicines Company /Chiesi USA, Inc. | |||
Concentration Risk [Line Items] | |||
Percentage of concentration | 2.00% | 4.00% | 14.00% |
Net Revenues | Other | |||
Concentration Risk [Line Items] | |||
Percentage of concentration | 19.00% | 17.00% | 18.00% |
Accounts Receivable | |||
Concentration Risk [Line Items] | |||
Percentage of concentration | 100.00% | 100.00% | |
Accounts Receivable | Cephalon, Inc. | |||
Concentration Risk [Line Items] | |||
Percentage of concentration | 74.00% | 74.00% | |
Accounts Receivable | Other | |||
Concentration Risk [Line Items] | |||
Percentage of concentration | 26.00% | 26.00% |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Narrative (Details) | Feb. 13, 2015USD ($) | Mar. 31, 2017USD ($) | Nov. 30, 2016USD ($) | Jan. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2017USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2017USD ($)vendor | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Short-term Debt [Line Items] | ||||||||||
Definite-lived intangible asset impairment | $ 0 | $ 0 | $ 0 | |||||||
Goodwill impairment | 0 | 0 | 0 | |||||||
Advertising and marketing costs | $ 17,770,000 | $ 14,784,000 | $ 4,752,000 | |||||||
Proceeds from upfront license agreement payment | $ 12,500,000 | |||||||||
Cephalon, Inc. | ||||||||||
Short-term Debt [Line Items] | ||||||||||
Upfront cash proceeds for license agreement | $ 30,000,000 | $ 25,000,000 | $ 30,000,000 | $ 30,000,000 | ||||||
Licensing agreement, milestone proceeds | $ 15,000,000 | $ 15,000,000 | ||||||||
Licensing agreement, proceeds from unique billing code | $ 40,000,000 | |||||||||
Royalty payments if product is approved, percentage of net sales | 20.00% | 25.00% | ||||||||
EP1101 | ||||||||||
Short-term Debt [Line Items] | ||||||||||
Reporting term for partners' net product sales, royalty revenue | 60 days | |||||||||
Bendeka | ||||||||||
Short-term Debt [Line Items] | ||||||||||
Reporting term for partners' net product sales, royalty revenue | 25 days | |||||||||
Argatroban | ||||||||||
Short-term Debt [Line Items] | ||||||||||
Number of vendors | vendor | 1 | |||||||||
Teva Pharmaceuticals | Cephalon, Inc. | ||||||||||
Short-term Debt [Line Items] | ||||||||||
Milestone payment benchmark, net sales | $ 500,000,000 |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Common Shares Equivalents Outstanding (Details) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive common shares equivalents outstanding (in shares) | 1,592,548 | 869,957 | 96,610 |
Summary of Significant Accoun39
Summary of Significant Accounting Policies - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Numerator | |||||||||||
Numerator for basic and diluted earnings per share-net income | $ 51,943 | $ 81,453 | $ 2,571 | ||||||||
Denominator | |||||||||||
Basic weighted average common shares outstanding (in shares) | 15,102,890 | 15,533,681 | 15,250,154 | ||||||||
Dilutive effect of stock options (in shares) | 805,321 | 900,423 | 1,003,627 | ||||||||
Diluted weighted average common shares outstanding (in shares) | 15,908,211 | 16,434,104 | 16,253,781 | ||||||||
Basic net income per share | |||||||||||
Basic (in dollars per share) | $ 0.61 | $ 1.03 | $ 0.30 | $ 1.50 | $ 3.75 | $ 0.77 | $ 0.84 | $ (0.06) | $ 3.44 | $ 5.24 | $ 0.17 |
Diluted net income per share | |||||||||||
Diluted (in dollars per share) | $ 0.58 | $ 0.98 | $ 0.28 | $ 1.42 | $ 3.52 | $ 0.73 | $ 0.80 | $ (0.06) | $ 3.27 | $ 4.96 | $ 0.16 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Inventory Disclosure [Abstract] | ||
Raw material | $ 2,489 | $ 1,131 |
Work in process | 931 | 900 |
Finished products | 1,698 | 708 |
Inventories | $ 5,118 | $ 2,739 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 9,258 | $ 4,822 | |
Less accumulated depreciation | (2,438) | (1,506) | |
Property and equipment, net | 6,820 | 3,316 | |
Depreciation expense | 932 | 641 | $ 112 |
Furniture and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 1,187 | 1,121 | |
Estimated Useful Life (years) | 7 years | ||
Office equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 513 | 513 | |
Estimated Useful Life (years) | 3 years | ||
Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 2,962 | 2,059 | |
Estimated Useful Life (years) | 7 years | ||
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 4,596 | $ 1,129 | |
Estimated Useful Life (years) | 2 years |
Balance Sheet Accounts - Prepai
Balance Sheet Accounts - Prepaid and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Related Disclosures [Abstract] | ||
Advances to commercial manufacturers | $ 2,389 | $ 7,600 |
Prepaid FDA user fee | 1,369 | 1,592 |
Prepaid insurance | 116 | 135 |
Prepaid research and development | 1,069 | 21 |
Prepaid income taxes | 9,597 | 1,654 |
All other | 561 | 355 |
Total Prepaid expenses and other current assets | $ 15,101 | $ 11,357 |
Balance Sheet Accounts - Accrue
Balance Sheet Accounts - Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Related Disclosures [Abstract] | ||
Royalties payable to commercial partners | $ 4,310 | $ 9,068 |
Accrued research & development | 936 | 3,528 |
Accrued professional fees | 1,254 | 2,094 |
Accrued salary and other compensation | 4,811 | 6,003 |
Accrued product costs | 2,657 | 2,856 |
All other | 1,423 | 1,688 |
Total Accrued expenses | $ 15,391 | $ 25,237 |
Debt (Details)
Debt (Details) - USD ($) | Aug. 08, 2017 | Jan. 26, 2017 | Dec. 31, 2017 |
Short-term Debt [Line Items] | |||
Extinguishment of debt cost | $ 300,000 | ||
Unamortized debt issuance expense | $ 1,000,000 | ||
Periodic principal payment percentage | 2.50% | ||
Revolving Credit Facility | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Credit agreement, term | 3 years | 3 years | |
Line of credit facility, maximum borrowing capacity | $ 50,000,000 | $ 50,000,000 | |
Line of Credit | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Credit agreement, term | 3 years | ||
Line of credit facility, maximum borrowing capacity | $ 100,000,000 | ||
Proceeds from line of credit | 50,000,000 | ||
Letter of Credit | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 5,000,000 | $ 5,000,000 | |
Minimum | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Commitment fee percentage | 0.35% | ||
Minimum | London Interbank Offered Rate (LIBOR) | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Interest rate margin | 2.25% | ||
Minimum | Prime Rate | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Interest rate margin | 1.25% | ||
Maximum | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Commitment fee percentage | 0.45% | ||
Maximum | London Interbank Offered Rate (LIBOR) | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Interest rate margin | 3.00% | ||
Maximum | Prime Rate | Amendment Credit Agreement | |||
Short-term Debt [Line Items] | |||
Interest rate margin | 2.00% |
Debt - Schedule of Debt Maturit
Debt - Schedule of Debt Maturities (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Debt Disclosure [Abstract] | |
2,018 | $ 5,000 |
2,019 | 5,000 |
2,020 | 38,750 |
Credit facility, total | $ 48,750 |
Common Stock and Stock-Based 46
Common Stock and Stock-Based Compensation - Narrative (Details) - USD ($) | Aug. 04, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 09, 2017 | Aug. 09, 2016 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock repurchase program, authorized amount | $ 100,000,000 | $ 75,000,000 | ||||
Share-based payment award, award vesting period | 4 years | |||||
Number of shares available for grant (in shares) | 2,204,312 | |||||
Weighted-average grant-date fair value of options granted (in dollars per share) | $ 32.83 | $ 27.79 | $ 15.92 | |||
Unrecognized compensation cost | $ 23,256,000 | |||||
Total intrinsic value of options exercised | $ 10,897,000 | |||||
Weighted average contractual terms of options outstanding | 7 years | 7 years | 7 years 6 months | |||
Aggregate pre-tax intrinsic value of options outstanding | $ 33,700,000 | $ 59,200,000 | $ 54,700,000 | |||
Common stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based payment award, number of additional shares authorized (in shares) | 500,000 | |||||
Options | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation cost expense term | 4 years |
Common Stock and Stock-Based 47
Common Stock and Stock-Based Compensation - Schedule of Common Stock Repurchase (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Shares of common stock repurchased (in shares) | 674,857 | 566,838 |
Value of common stock repurchased | $ 43,792 | $ 37,003 |
Common Stock and Stock-Based 48
Common Stock and Stock-Based Compensation - Fair Value of Share Options Granted (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest minimum rate | 1.70% | 0.94% | 1.42% |
Risk-free interest maximum rate | 2.42% | 2.34% | 2.09% |
Volatility maximum rate | 28.56% | 30.95% | 28.40% |
Volatility minimum rate | 37.63% | 32.36% | 32.90% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 5 years 6 months | 5 years 15 days | 5 years 6 months |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 7 years | 7 years | 7 years |
Common Stock and Stock-Based 49
Common Stock and Stock-Based Compensation - Recognized Share-based Compensation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | $ 15,429 | $ 9,768 | $ 4,051 |
Selling, general and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 11,486 | 7,073 | 2,780 |
Research and development | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | $ 3,943 | $ 2,695 | $ 1,271 |
Common Stock and Stock-Based 50
Common Stock and Stock-Based Compensation - Share-based Compensation, Options (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Number of Stock Option Shares Outstanding, Beginning Balance (in shares) | 2,324,918 | 1,844,842 | |
Number of Stock Option Shares, Granted (in shares) | 925,329 | 792,500 | |
Number of Stock Option Shares, Exercised (in shares) | (197,895) | (214,194) | |
Number of Stock Option Shares, Forfeited or expired (in shares) | (265,784) | (98,230) | |
Number of Stock Option Shares Outstanding, Ending Balance (in shares) | 2,786,568 | 2,324,918 | 1,844,842 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | |||
Weighted Average Exercise Price of Options Outstanding, Beginning Balance (in dollars per share) | $ 44.53 | $ 25.16 | |
Weighted Average Exercise Price of Stock Options Granted (in dollars per share) | 83.94 | 81.61 | |
Weighted Average Exercise Price of Stock Options Exercised (in dollars per share) | 21.78 | 16.94 | |
Weighted Average Exercise Price of Options Outstanding, Ending Balance (in dollars per share) | $ 57.13 | $ 44.53 | $ 25.16 |
Non- Exercisable options outstanding (in shares) | 1,349,339 | 1,281,208 | 1,176,140 |
Exercisable options outstanding (in shares) | 1,437,229 | 1,043,710 | 668,702 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax (Benefit) Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current: | |||
Federal | $ (1,304) | $ (1,175) | $ 0 |
State | (2,409) | (919) | (3) |
Total | (3,713) | (2,094) | (3) |
Deferred: | |||
Federal | (18,045) | 29,553 | 0 |
State | 756 | 567 | 0 |
Total | (17,289) | 30,120 | 0 |
(Provision for) benefit from income taxes | $ (21,002) | $ 28,026 | $ (3) |
Income Taxes - Reconciliation (
Income Taxes - Reconciliation (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Federal statutory tax rate | 35.00% | 35.00% | 34.00% |
State income taxes, net of federal benefit | 3.00% | 3.00% | 0.00% |
Tax benefit on stock option exercises | (4.00%) | (7.00%) | (0.00%) |
Tax credits | (10.00%) | (3.00%) | (10.00%) |
Other | 0.00% | (1.00%) | 1.00% |
Revaluation of net deferred tax assets due to U.S. tax reform | 5.00% | ||
Change in valuation allowance | 0.00% | (79.00%) | (25.00%) |
Effective tax rate | 29.00% | (52.00%) | 0.00% |
Income Taxes - Deferred Income
Income Taxes - Deferred Income Taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforward | $ 151 | $ 17,700 |
Stock based compensation | 6,454 | 5,185 |
Research and development and other tax credit carryforwards | 5,190 | 4,993 |
Accrued bonus and other employee-related expenses | 240 | 1,946 |
Prepaid R&D expenses | 964 | 1,643 |
Other | 1,405 | 285 |
Total deferred tax assets | 14,404 | 31,752 |
Intangible assets | 1,655 | 2,944 |
Prepaid expenses | 28 | 80 |
Fixed assets | 1,172 | 78 |
Other | 195 | 7 |
Total deferred tax liabilities | 3,050 | 3,109 |
Valuation allowance | 0 | 0 |
Net deferred tax assets | $ 11,354 | $ 28,643 |
Income Taxes - Narrative (Deta
Income Taxes - Narrative (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Operating Loss Carryforwards [Line Items] | |
Tax expense as result of remeasurment of deferred tax asset due to Tax Cuts and Jobs Act | $ 3.4 |
Federal | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 0.7 |
State | |
Operating Loss Carryforwards [Line Items] | |
Operating loss carryforwards | 1 |
Research and Development Tax Credit Carryforward | Federal | |
Operating Loss Carryforwards [Line Items] | |
Tax credit carryforward, research and development | 4 |
Research And Development Tax Credit | |
Operating Loss Carryforwards [Line Items] | |
Adjustment to income tax credit, reduction in income tax expense | $ 5.5 |
License Agreements of Develop55
License Agreements of Development and Commercialization Rights (Details) | Feb. 13, 2015USD ($) | Mar. 31, 2017USD ($) | Nov. 30, 2016USD ($) | Jan. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2017USD ($)product | Sep. 20, 2017 |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Clinical development cost sharing percentage | 50.00% | |||||||||
Proceeds from upfront license agreement payment | $ 12,500,000 | |||||||||
Number of products with exclusivity rights | product | 33 | |||||||||
Marketing rights, term | 10 years | |||||||||
Cephalon, Inc. | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Upfront cash (payment) proceeds for license agreement | $ 30,000,000 | $ 25,000,000 | $ 30,000,000 | $ 30,000,000 | ||||||
Licensing agreement, milestone proceeds | 15,000,000 | $ 15,000,000 | ||||||||
Licensing agreement, proceeds from unique billing code | $ 40,000,000 | |||||||||
Maximum additional milestone payments | $ 2,250,000 | $ 25,000,000 | ||||||||
Royalty payments if product is approved, percentage of net sales | 20.00% | 25.00% | ||||||||
Teikoku | ||||||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | ||||||||||
Licensing agreement, milestone proceeds | $ 4,850,000 |
Asset Sales (Details)
Asset Sales (Details) - USD ($) $ in Thousands | Mar. 29, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2011 |
Deferred Revenue Arrangement [Line Items] | |||||||
Proceeds from divestiture of businesses | $ 6,500 | ||||||
Other revenue | $ 37,500 | $ 49,796 | $ 45,000 | ||||
Proceeds from sale of diclofenac-misoprostol | $ 0 | $ 1,750 | $ 0 | ||||
Intellectual Property | |||||||
Deferred Revenue Arrangement [Line Items] | |||||||
Proceeds from sale of diclofenac-misoprostol | $ 1,750 | ||||||
Royalty revenue, percentage of gross profits | 25.00% | ||||||
Royalty revenue term | 5 years | ||||||
Asset Sales Excluding Tech Transfers | |||||||
Deferred Revenue Arrangement [Line Items] | |||||||
Deferred revenue | 5,500 | ||||||
Initiation of Tech Transfer | |||||||
Deferred Revenue Arrangement [Line Items] | |||||||
Proceeds from divestiture of businesses | 500 | ||||||
Deferred revenue | 250 | ||||||
Completion of Tech Transfer | |||||||
Deferred Revenue Arrangement [Line Items] | |||||||
Proceeds from divestiture of businesses | 500 | ||||||
Deferred revenue | 250 | ||||||
Asset Sales | |||||||
Deferred Revenue Arrangement [Line Items] | |||||||
Deferred revenue | $ 6,000 | ||||||
Other revenue | $ 6,000 |
Commitments - Future Minimum Le
Commitments - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Operating lease obligations | |||
Operating lease obligation, Total | $ 2,494 | ||
2,018 | 670 | ||
2,019 | 674 | ||
2,020 | 395 | ||
2,021 | 117 | ||
2,022 | 120 | ||
Beyond | 518 | ||
Purchase obligations | |||
Purchase Obligation, Total | 61,307 | ||
2,018 | 61,307 | ||
2,019 | 0 | ||
2,020 | 0 | ||
2,021 | 0 | ||
2,022 | 0 | ||
Beyond | 0 | ||
Credit facility | |||
Credit facility, total | 48,750 | ||
2,018 | 5,000 | ||
2,019 | 5,000 | ||
2,020 | 38,750 | ||
2,021 | 0 | ||
2,022 | 0 | ||
Beyond | 0 | ||
Acquisition consideration | |||
Acquisition consideration, total | 15,000 | ||
2,018 | 15,000 | ||
2,019 | 0 | ||
2,020 | 0 | ||
2,021 | 0 | ||
2,022 | 0 | ||
Beyond | 0 | ||
Total obligations | |||
Total obligations | 127,551 | ||
2,018 | 81,977 | ||
2,019 | 5,674 | ||
2,020 | 39,145 | ||
2,021 | 117 | ||
2,022 | 120 | ||
Beyond | 518 | ||
Operating leases rent expense | $ 664 | $ 1 | $ 1 |
Acquisitions - Narrative, Doce
Acquisitions - Narrative, Docetaxel (Details) - USD ($) $ in Thousands | Jan. 12, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Payment for business acquisition | $ 0 | $ 4,850 | $ 0 | |
Change in fair value of contingent consideration | (7,377) | $ 957 | $ 0 | |
Non-Alcohol Docetaxel Injection | ||||
Business Acquisition [Line Items] | ||||
Change in fair value of contingent consideration | $ 6,200 | |||
Docetaxel product rights | Non-Alcohol Docetaxel Injection | ||||
Business Acquisition [Line Items] | ||||
Payment for business acquisition | $ 4,850 | |||
Business combination, consideration transferred | $ 11,220 | |||
Royalties on Gross Profits | Docetaxel product rights | Non-Alcohol Docetaxel Injection | ||||
Business Acquisition [Line Items] | ||||
Royalties, percentage of gross profits | 25.00% |
Acquisitions - Schedule of Cont
Acquisitions - Schedule of Contingent Consideration Fair Value, Docetaxel (Details) - Contingent Consideration Liability - Non-Alcohol Docetaxel Injection - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Contingent Consideration Liability, Fair Value Rollfoward | ||
Contingent consideration liability, fair value, beginning balance | $ 6,940 | $ 6,370 |
Changes in fair value | (6,176) | 856 |
Payment of contingent consideration | 0 | (286) |
Contingent consideration liability, fair value, ending balance | $ 764 | $ 6,940 |
Acquisitions - Narrative, Biolo
Acquisitions - Narrative, Biologics (Details) | Feb. 08, 2018USD ($)milestone_payment | Nov. 16, 2016USD ($)milestone_paymentshares | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Business Acquisition [Line Items] | ||||||
Payment for business acquisition | $ 0 | $ 4,850,000 | $ 0 | |||
Change in fair value of contingent consideration | 7,377,000 | $ (957,000) | $ 0 | |||
Eagle Biologics | ||||||
Business Acquisition [Line Items] | ||||||
Payment for business acquisition | $ 27,209,000 | |||||
Shares issued to acquire business (in shares) | shares | 40,200 | |||||
Business combination, stock consideration transfered, amount | $ 3,046,000 | |||||
Number of milestone payments | milestone_payment | 4 | |||||
Change in fair value of contingent consideration | $ (101,000) | $ 1,201,000 | ||||
Milestone Payments | Eagle Biologics | ||||||
Business Acquisition [Line Items] | ||||||
Contingent consideration liability | $ 48,000,000 | |||||
Business combination, consideration transfered, including contingent consideration | $ 78,000,000 | |||||
Subsequent Event | Eagle Biologics | ||||||
Business Acquisition [Line Items] | ||||||
Change in fair value of contingent consideration | $ 1,200,000 | |||||
Subsequent Event | Milestone Payments | Eagle Biologics | ||||||
Business Acquisition [Line Items] | ||||||
Contingent consideration liability | $ 48,000,000 | |||||
Number of milestone payments | milestone_payment | 4 | |||||
Payment of lump sum milestone arrangement | $ 15,000,000 |
Acquisitions - Schedule of Cons
Acquisitions - Schedule of Consideration Transferred, Biologics (Details) | Nov. 16, 2016USD ($)milestone_payment$ / sharesshares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Business Acquisition [Line Items] | ||||
Cash consideration paid | $ 0 | $ 4,850,000 | $ 0 | |
Eagle Biologics | ||||
Business Acquisition [Line Items] | ||||
Cash consideration paid | $ 27,209,000 | |||
Common stock issued | 3,046,000 | |||
Fair value of contingent consideration payable to seller (long term) | 16,100,000 | |||
Total consideration | 46,355,000 | |||
Common shares to be issued value | $ 2,700,000 | |||
Average share price, trading days | 30 days | |||
Business acquisition, share price (in dollars per share) | $ / shares | $ 68.18 | |||
Shares issued to acquire business (in shares) | shares | 40,200 | |||
Number of milestone payments | milestone_payment | 4 | |||
Acquisition date fair value of contingent consideration | $ 16,100,000 | $ 15,000,000 | $ 16,201,000 | |
Milestone Payments | Eagle Biologics | ||||
Business Acquisition [Line Items] | ||||
Contingent consideration liability | 48,000,000 | |||
Acquisition date fair value of contingent consideration | $ 16,100,000 |
Acquisitions - Schedule of Co62
Acquisitions - Schedule of Contingent Consideration, Biologic (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Contingent Consideration Liability [Roll Forward] | ||||
Change in fair value of contingent consideration | $ (7,377) | $ 957 | $ 0 | |
Payment of contingent consideration | 0 | (286) | $ 0 | |
Eagle Biologics | ||||
Contingent Consideration Liability [Roll Forward] | ||||
Opening balance | 16,201 | |||
Change in fair value of contingent consideration | $ 101 | (1,201) | ||
Payment of contingent consideration | 0 | 0 | ||
Closing balance | $ 16,201 | $ 15,000 | $ 16,201 |
Intangible Assets, Net - Sched
Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 34,320 | $ 34,320 |
Accumulated Amortization | (3,763) | (948) |
Impairment Charge | (7,235) | |
Net Book Value | $ 23,322 | $ 33,372 |
Docetaxel product rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (In Years) | 10 years | 18 years |
Gross Carrying Amount | $ 11,220 | $ 11,220 |
Accumulated Amortization | (1,164) | (571) |
Impairment Charge | (7,235) | |
Net Book Value | $ 2,821 | $ 10,649 |
Ryanodex intangible | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (In Years) | 20 years | 20 years |
Gross Carrying Amount | $ 15,000 | $ 15,000 |
Accumulated Amortization | (777) | (174) |
Impairment Charge | 0 | |
Net Book Value | $ 14,223 | $ 14,826 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (In Years) | 5 years | 5 years |
Gross Carrying Amount | $ 8,100 | $ 8,100 |
Accumulated Amortization | (1,822) | (203) |
Impairment Charge | 0 | |
Net Book Value | $ 6,278 | $ 7,897 |
Intangible Assets, Net - Narrat
Intangible Assets, Net - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 2,815 | $ 948 | $ 0 |
Asset impairment charge | 7,235 | $ 0 | $ 0 |
Docetaxel product rights | |||
Finite-Lived Intangible Assets [Line Items] | |||
Asset impairment charge | $ 7,200 |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,018 | $ 2,430 | |
2,019 | 3,084 | |
2,020 | 3,161 | |
2,021 | 3,052 | |
2,022 | 1,734 | |
All other | 9,861 | |
Net Book Value | $ 23,322 | $ 33,372 |
Legal Proceedings Legal Proceed
Legal Proceedings Legal Proceedings (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Legal settlement | $ 1,700 | $ 1,650 | $ 0 | $ 0 |
Selected Quarterly Financial 67
Selected Quarterly Financial Data - Unaudited (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenue | $ 46,785 | $ 63,021 | $ 50,108 | $ 76,793 | $ 81,140 | $ 37,833 | $ 40,918 | $ 29,591 | $ 236,707 | $ 189,482 | $ 66,227 |
Income (Loss) from operations | 10,442 | 24,950 | 5,902 | 32,696 | 28,284 | 12,308 | 13,656 | (897) | 73,990 | 53,351 | $ 2,560 |
Net income (loss) attributable to common stockholders | $ 9,085 | $ 15,431 | $ 4,503 | $ 22,924 | $ 57,298 | $ 11,952 | $ 13,099 | $ (896) | $ 51,943 | $ 81,453 | |
Income (loss) per share attributable to common stockholders- basic (in dollars per share) | $ 0.61 | $ 1.03 | $ 0.30 | $ 1.50 | $ 3.75 | $ 0.77 | $ 0.84 | $ (0.06) | $ 3.44 | $ 5.24 | $ 0.17 |
Income (loss) per share attributable to common stockholders- diluted (in dollars per share) | $ 0.58 | $ 0.98 | $ 0.28 | $ 1.42 | $ 3.52 | $ 0.73 | $ 0.80 | $ (0.06) | $ 3.27 | $ 4.96 | $ 0.16 |
Related Party Transaction (Deta
Related Party Transaction (Details) - Richard A. Edlin - Legal Services $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Related Party Transaction [Line Items] | |
Transaction with related party | $ 1.3 |
Due to related parties | $ 0 |