Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 28, 2015 | Jun. 30, 2014 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | SPPI | ||
Entity Registrant Name | SPECTRUM PHARMACEUTICALS INC | ||
Entity Central Index Key | 831547 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 66,871,240 | ||
Entity Public Float | $534,392,193 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $129,942 | $156,306 |
Marketable securities | 3,306 | 3,471 |
Accounts receivable, net of allowance for doubtful accounts of $120 and $206, respectively | 70,758 | 49,483 |
Other receivables | 5,489 | 7,539 |
Inventories | 9,200 | 13,519 |
Prepaid expenses | 3,774 | 3,213 |
Deferred tax assets | 1,659 | |
Total current assets | 222,469 | 235,190 |
Property and equipment, net of accumulated depreciation | 1,405 | 1,535 |
Intangible assets, net of accumulated amortization | 230,100 | 231,352 |
Goodwill | 18,195 | 18,501 |
Other assets | 17,864 | 12,577 |
Total assets | 490,033 | 499,155 |
Current liabilities: | ||
Accounts payable and other accrued liabilities | 84,994 | 79,837 |
Accrued payroll and benefits | 8,444 | 6,872 |
Deferred revenue | 9,959 | 156 |
Drug development liability | 1,141 | 3,119 |
Acquisition related contingent obligations | 4,901 | |
Total current liabilities | 109,439 | 89,984 |
Drug development liability, less current portion | 14,644 | 14,623 |
Acquisition-related contingent obligations | 2,441 | 8,329 |
Deferred tax liability | 6,569 | 7,168 |
Other long-term liabilities | 6,088 | 5,965 |
Convertible senior notes | 96,298 | 91,480 |
Total liabilities | 235,479 | 217,549 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, $0.001 par value; 175,000,000 shares authorized; 65,969,699 and 64,104,173 issued and outstanding at December 31, 2014 and 2013, respectively | 66 | 64 |
Additional paid-in capital | 538,553 | 518,144 |
Accumulated other comprehensive (loss) income | -850 | 894 |
Accumulated deficit | -283,338 | -237,619 |
Total stockholders' equity | 254,554 | 281,606 |
Total liabilities and stockholders' equity | 490,033 | 499,155 |
Series E Convertible Voting Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock | $123 | $123 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts receivable | $120 | $206 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 175,000,000 | 175,000,000 |
Common stock, shares issued | 65,969,699 | 64,104,173 |
Common stock, shares outstanding | 65,969,699 | 64,104,173 |
Series B Junior Participating Preferred Stock [Member] | ||
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 1,500,000 | 1,500,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series E Convertible Voting Preferred Stock [Member] | ||
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, stated value | $10,000 | $10,000 |
Preferred stock, shares authorized | 2,000 | 2,000 |
Preferred stock, shares issued | 20 | 20 |
Preferred stock, shares outstanding | 20 | 20 |
Convertible preferred shares | 40,000 | 40,000 |
Preferred stock, liquidation value | $240 | $240 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Product sales, net | $186,537 | $143,475 | $254,992 |
License fees and service revenue | 293 | 12,379 | 12,715 |
Total revenues | 186,830 | 155,854 | 267,707 |
Operating costs and expenses: | |||
Cost of product sales (excludes amortization of intangible assets) | 27,037 | 28,580 | 46,633 |
Selling, general and administrative | 97,412 | 99,315 | 89,922 |
Research and development | 69,662 | 46,670 | 41,560 |
Amortization and impairment of intangible assets | 24,288 | 20,074 | 8,818 |
Total costs and operating expenses | 218,399 | 194,639 | 186,933 |
(Loss) income from operations | -31,569 | -38,785 | 80,774 |
Other (expense) income: | |||
Interest expense, net | -8,584 | -2,192 | -485 |
Change in fair value of contingent consideration related to acquisitions | 987 | 2,871 | -20 |
Other (expense) income, net | -4,367 | 1,470 | -359 |
Total other (expense) income | -11,964 | 2,149 | -844 |
(Loss) income before income taxes | -43,533 | -36,636 | 79,930 |
(Provision) benefit for income taxes | -2,186 | -25,498 | 14,271 |
Net (loss) income | ($45,719) | ($62,134) | $94,201 |
Net (loss) income per share: | |||
Basic | ($0.71) | ($1.02) | $1.61 |
Diluted | ($0.71) | ($1.02) | $1.46 |
Weighted average shares outstanding: | |||
Basic | 64,708,163 | 60,729,128 | 58,588,916 |
Diluted | 64,708,163 | 60,729,128 | 64,637,256 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (Loss) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | ($45,719) | ($62,134) | $94,201 |
Other comprehensive (loss) income, net of tax: | |||
Unrealized (loss) gain on available-for-sale securities | -1,122 | 690 | 584 |
Adjustment for realized gain on available-for-sale securities, and included in net income | -2,217 | ||
Foreign currency translation adjustments | 1,595 | -69 | -84 |
Other comprehensive (loss) income, net | -1,744 | 621 | 500 |
Total comprehensive (loss) income | ($47,463) | ($61,513) | $94,701 |
Consolidated_Statements_of_Sha
Consolidated Statements of Shareholders' Equity (USD $) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Total Stockholders Equity [Member] |
In Thousands, except Share data | ||||||||
Beginning Balance at Dec. 31, 2011 | $123 | $59 | $452,761 | ($227) | ($257,704) | ($2,926) | $192,086 | |
Beginning Balance, Shares at Dec. 31, 2011 | 20 | 59,247,483 | 363,055 | |||||
Net income (loss) | 94,201 | 94,201 | 94,201 | |||||
Other comprehensive Income (loss), net | 94,701 | 500 | 500 | |||||
Issuance of common stock to 401(k) plan | 691 | 691 | ||||||
Issuance of common stock to 401(k) plan, Shares | 56,254 | |||||||
Issuance of common stock for ESPP | 606 | 606 | ||||||
Issuance of common stock for ESPP, Shares | 54,521 | |||||||
Issuance of common stock upon exercise of stock options | 2 | 5,815 | 5,817 | |||||
Issuance of common stock upon exercise of stock options, Shares | 1,287,430 | 1,287,430 | ||||||
Issuance of common stock upon exercise of warrant | 89 | 89 | ||||||
Issuance of common stock upon exercise of warrant, Shares | 50,000 | |||||||
Share-based compensation expense and common stock issued (net of forfeitures) | 14,193 | 14,193 | ||||||
Share-based compensation expense and common stock issued (net of forfeitures), Shares | 554,239 | |||||||
Repurchase of shares to satisfy employee tax withholding | -1,434 | -1,434 | ||||||
Repurchase of shares to satisfy employee tax withholding, Shares | -120,197 | |||||||
Dividends paid | -9,011 | -9,011 | ||||||
Purchase of treasury stock | -9,057 | -9,057 | ||||||
Purchase of treasury stock, Shares | 740,000 | |||||||
Retirement of treasury stock | -11,983 | -1 | -11,982 | 11,983 | ||||
Retirement of treasury stock, Shares | -1,103,055 | -1,103,055 | ||||||
Ending Balance at Dec. 31, 2012 | 123 | 60 | 463,710 | 273 | -175,485 | 288,681 | ||
Ending Balance, Shares at Dec. 31, 2012 | 20 | 60,026,675 | ||||||
Net income (loss) | -62,134 | -62,134 | -62,134 | |||||
Other comprehensive Income (loss), net | -61,513 | 621 | 621 | |||||
Issuance of common stock to 401(k) plan | 860 | 860 | ||||||
Issuance of common stock to 401(k) plan, Shares | 99,359 | |||||||
Issuance of common stock for ESPP | 495 | 495 | ||||||
Issuance of common stock for ESPP, Shares | 74,925 | |||||||
Issuance of common stock upon exercise of stock options | 1 | 3,576 | 3,577 | |||||
Issuance of common stock upon exercise of stock options, Shares | 825,884 | 825,884 | ||||||
Share-based compensation expense and common stock issued (net of forfeitures) | 11,193 | 11,193 | ||||||
Share-based compensation expense and common stock issued (net of forfeitures), Shares | 471,875 | |||||||
Repurchase of shares to satisfy employee tax withholding | -1,509 | -1,509 | ||||||
Repurchase of shares to satisfy employee tax withholding, Shares | -159,545 | |||||||
Purchase of treasury stock | -1,651 | -1,651 | ||||||
Purchase of treasury stock, Shares | 235,000 | |||||||
Retirement of treasury stock | -1,652 | -1,651 | 1,651 | |||||
Retirement of treasury stock, Shares | -235,000 | -235,000 | ||||||
Issuance of common stock for Talon acquisition | 3 | 26,307 | 26,310 | |||||
Issuance of common stock for Talon acquisition, Shares | 3,000,000 | |||||||
Issuance of 2018 Convertible Notes | 14,443 | 14,443 | ||||||
Ending Balance at Dec. 31, 2013 | 123 | 64 | 518,144 | 894 | -237,619 | 281,606 | ||
Ending Balance, Shares at Dec. 31, 2013 | 64,104,173 | 20 | 64,104,173 | |||||
Net income (loss) | -45,719 | -45,719 | -45,719 | |||||
Other comprehensive Income (loss), net | -47,463 | -1,744 | -1,744 | |||||
Issuance of common stock to 401(k) plan | 1,028 | 1,028 | ||||||
Issuance of common stock to 401(k) plan, Shares | 133,734 | |||||||
Issuance of common stock for ESPP | 639 | 639 | ||||||
Issuance of common stock for ESPP, Shares | 99,551 | |||||||
Issuance of common stock upon exercise of stock options | 1 | 1,905 | 1,906 | |||||
Issuance of common stock upon exercise of stock options, Shares | 485,260 | 485,260 | ||||||
Share-based compensation expense and common stock issued (net of forfeitures) | 10,781 | 10,781 | ||||||
Share-based compensation expense and common stock issued (net of forfeitures), Shares | 396,083 | |||||||
Repurchase of shares to satisfy employee tax withholding | -1,733 | -1,733 | ||||||
Repurchase of shares to satisfy employee tax withholding, Shares | -249,102 | |||||||
Issuance of common stock to TopoTarget for milestone achievement | 1 | 7,789 | 7,790 | |||||
Issuance of common stock to TopoTarget for milestone achievement, Shares | 1,000,000 | |||||||
Ending Balance at Dec. 31, 2014 | $123 | $66 | $538,553 | ($850) | ($283,338) | $254,554 | ||
Ending Balance, Shares at Dec. 31, 2014 | 65,969,699 | 20 | 65,969,699 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash Flows From Operating Activities: | |||
Net (loss) income | ($45,719) | ($62,134) | $94,201 |
Adjustments to reconcile net (loss) income to net cash (used in) provided by operating activities: | |||
Amortization of deferred revenue | -12,400 | -12,300 | |
Depreciation and amortization | 25,352 | 22,096 | 12,243 |
Stock-based compensation | 11,809 | 12,423 | 14,884 |
Change in fair value of common stock warrants issued to non-employees | 356 | ||
Accretion of debt discount to interest expense on 2018 Convertible Notes (Note 13) | 4,818 | 43 | |
Amortization of deferred financing costs to interest expense on 2018 Convertible Notes (Note 13) | 599 | 101 | |
Bad debt (recovery) expense | -85 | 127 | -128 |
Loss on disposal of fixed assets | 132 | ||
Non-cash foreign currency exchange loss | 6,033 | 1,222 | 107 |
Impairment of intangible assets | 1,023 | ||
Change in fair value of contingent consideration related to acquisitions (Note 10) | -987 | -2,871 | 20 |
Change in fair value of Allos deferred development costs and deferred payment contingency (Note 14) | -2,869 | ||
Value of stock issued to Topo-Target for milestone achievement, recognized as research and development expense | 7,790 | ||
Changes in operating assets and liabilities: | |||
Accounts receivable, net | -21,671 | 42,559 | -33,504 |
Other receivables | 2,070 | ||
Inventories | 4,253 | 1,570 | 3,530 |
Prepaid expenses and other current assets | -718 | -359 | 9,483 |
Deferred tax assets | 1,724 | 33,252 | -34,605 |
Other assets | -13,161 | -8,989 | |
Accounts payable and other accrued obligations | 5,304 | -23,897 | 24,038 |
Accrued payroll and benefits | 1,594 | 425 | -9,726 |
Drug development liability | -1,957 | -5,917 | 2,376 |
Deferred revenue | 9,803 | ||
Deferred tax liability | -602 | ||
Other long-term liabilities | 124 | 2,153 | 1,208 |
Net cash (used in) provided by operating activities | -3,627 | -2,086 | 71,959 |
Cash Flows From Investing Activities: | |||
Sales and maturities of marketable securities | 72,463 | ||
Purchases of marketable securities | -26,430 | ||
Purchases of property and equipment | -934 | -161 | -312 |
Purchases of available-for-sale securities | -1,712 | ||
Proceeds from sale of available-for-sale securities | 4,093 | ||
Acquisition of Allos, net of cash acquired (Note 10) | -133,264 | ||
Net cash (used in) provided by investing activities | -21,841 | -14,330 | -114,690 |
Cash Flows From Financing Activities: | |||
Proceeds from Mundipharma related to FOLOTYN collaboration (Note 14) | 7,000 | ||
Proceeds from exercise of stock options | 1,906 | 3,576 | 5,817 |
Proceeds from exercise of common stock warrants | 89 | ||
Proceeds from sale of stock under employee stock purchase plan | 639 | 495 | 606 |
Purchase of treasury stock | -1,651 | -9,057 | |
Purchase and retirement of restricted stock to satisfy employee tax liability at vesting | -1,733 | -1,509 | -1,434 |
Payment of stock dividend | -9,011 | ||
Repayment of capital leases | -9 | ||
Proceeds from revolving line of credit (Note 12) | 100,000 | 125,000 | |
Repayment of revolving line of credit (Note 12) | -175,000 | -50,000 | |
Proceeds from 2018 Convertible Notes (Note 13) | 120,000 | ||
Deferred financing costs (Note 13) | -4,573 | ||
Proceeds from sale of common stock warrants for 2018 Convertible Notes issuance (Note 13) | 12,612 | ||
Payment of debt issuance costs (Note 13) | -976 | ||
Purchase of common stock call options related to 2018 Convertible Notes issuance (Note 13) | -25,692 | ||
Net cash provided by (used in) financing activities | 812 | 35,258 | 61,025 |
Effect of exchange rates on cash and equivalents | -1,708 | -2,235 | 202 |
Net (decrease) increase in cash and equivalents | -26,364 | 16,608 | 18,496 |
Cash and equivalents - beginning of year | 156,306 | 139,698 | 121,202 |
Cash and equivalents - end of year | 129,942 | 156,306 | 139,698 |
Supplemental Disclosure of Cash Flow Information: | |||
Cash paid for income taxes | 329 | 17,157 | |
Cash paid for interest | 3,227 | 1,200 | 495 |
Retirement of treasury shares | 1,652 | 11,983 | |
Inventory liability assumed in acquisitions | 580 | ||
Inventory included in accounts payable | 5,000 | ||
ZEVALIN Ex-U.S. Distribution Rights [Member] | |||
Cash Flows From Investing Activities: | |||
Acquisition of Allos, net of cash acquired (Note 10) | -25,435 | ||
C-E MELPHALAN rights [Member] | |||
Cash Flows From Investing Activities: | |||
Acquisition of Allos, net of cash acquired (Note 10) | -3,000 | ||
Talon [Member] | |||
Cash Flows From Investing Activities: | |||
Acquisition of Allos, net of cash acquired (Note 10) | -11,169 | ||
Supplemental Disclosure of Cash Flow Information: | |||
Common stock issued for acquisition | 26,310 | ||
BELEODAQ [Member] | |||
Cash Flows From Investing Activities: | |||
Capitalized milestone payment upon FDA approval of BELEODAQ | ($25,000) |
Description_of_Business_Basis_
Description of Business, Basis of Presentation, and Operating Segment | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Accounting Policies [Abstract] | ||||
Description of Business, Basis of Presentation, and Operating Segment | 1. DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, AND OPERATING SEGMENT | |||
(a) Description of Business | ||||
Spectrum Pharmaceuticals, Inc. and its subsidiaries and other consolidated entities (“Spectrum”, the “Company”, “we”, “our”, or “us”) is a biotechnology company, with a primary focus in oncology and hematology. Our strategy is comprised of the (i) commercialization of cancer therapeutics through our U.S. direct sales force and international distributors, (ii) completion of studies for new indications of our marketed products, and (iii) acquisition, development and marketing of a broad and diverse pipeline of late-stage clinical and commercial drug compounds. | ||||
We currently market five drugs for the treatment of cancer: | ||||
• | FUSILEV injection for patients with advanced metastatic colorectal cancer and to counteract certain effects of methotrexate therapy; | |||
• | ZEVALIN injection for patients with follicular non-Hodgkin’s lymphoma; | |||
• | FOLOTYN injection for patients with relapsed or refractory PTCL; | |||
• | MARQIBO injection for patients with Philadelphia chromosome–negative acute lymphoblastic leukemia; and | |||
• | BELEODAQ® injection for patients with relapsed or refractory PTCL (launched in July 2014). | |||
We also have ongoing indication expansion studies with several of our marketed products, and a diversified pipeline of product candidates in Phase 2 and Phase 3 clinical studies. | ||||
(b) Basis of Presentation | ||||
Principles of Consolidation | ||||
The accompanying Consolidated Financial Statements in this Annual Report on Form 10-K have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). These financial statements include the financial position, results of operations, and cash flows of Spectrum and its subsidiaries, all of which are wholly-owned (except for SPC, as discussed below). All inter-company accounts and transactions among the consolidated entities have been eliminated in consolidation. | ||||
Variable Interest Entity | ||||
We own fifty-percent of Spectrum Pharma Canada (“SPC”), organized in Quebec, Canada in January 2008. Certain of our drug clinical studies are conducted through this “variable interest entity” (as defined under applicable GAAP). We are obligated to fund all of SPC’s costs and have the sole rights to any revenue it derives. Since we carry the full risks and rewards of SPC, we meet the criteria of being its “primary beneficiary.” Accordingly, SPC’s balance sheets and statements of operations are included in our Consolidated Financial Statements as if it were a wholly-owned subsidiary for all periods presented. | ||||
(c) Operating Segment | ||||
We operate in one reportable operating segment that is focused exclusively on developing and commercializing oncology and hematology drug products. For the years ended December 31, 2014, 2013, and 2012, all of our revenue and related expenses were solely attributable to these activities. Substantially all of our assets (excluding certain of our bank accounts and intangible asset rights held by our wholly-owned foreign subsidiaries) are located in the U.S. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies and Use of Estimates | 12 Months Ended | ||
Dec. 31, 2014 | |||
Accounting Policies [Abstract] | |||
Summary of Significant Accounting Policies and Use of Estimates | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES | ||
The preparation of financial statements in conformity with GAAP requires our management to make informed estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. On an on-going basis, our management evaluates its estimates, including those related to (i) gross-to-net revenue adjustments; (ii) the collectability of customer accounts; (iii) whether the cost of inventories can be recovered; (iv) the fair value of goodwill and intangible assets; (v) the realization of tax assets and estimates of tax liabilities; (vi) the likelihood of payment and value of contingent liabilities; (vii) the fair value of investments; (viii) assumptions used in reporting stock-based compensation; and (ix) the potential outcome of ongoing or threatened litigation. | |||
Our estimates are based on our management’s professional judgment which involves their experience and consideration of all available facts. Actual results may materially differ from management’s estimates. In our management’s judgment, the accounting policies, estimates, and assumptions described below have the greatest potential to significantly impact the accompanying Consolidated Financial Statements: | |||
(i) Revenue Recognition | |||
(a) Product Sales: We sell our products to wholesalers or distributors (i.e., our customers), except for our U.S. sales of ZEVALIN in which case the end-user (i.e., clinic or hospital) is our customer. Our wholesalers and distributors in turn sell our products directly to clinics, hospitals, and private oncology-based practices. Revenue from product sales is recognized when title and risk of loss have transferred to our customer, and the following additional criteria are met: | |||
-1 | appropriate evidence of a binding arrangement exists with our customer; | ||
-2 | price is substantially fixed and determinable; | ||
-3 | collection from our customer is reasonably assured; | ||
-4 | our customer’s obligation to pay us is not contingent on resale of the product; | ||
-5 | we do not have significant obligations for future performance to directly bring about the resale of our product; and | ||
-6 | we have a reasonable basis to estimate returns. | ||
Our gross revenue is reduced by our gross-to-net (“GTN”) estimates each period, resulting in our reported “Product sales, net” in the accompanying Consolidated Statements of Operations. We defer revenue recognition in full if these estimates are not reasonably determinable at the time of sale. These estimates are based upon information received from external sources (e.g., written and oral information obtained from our wholesalers with respect to their period-end inventory levels and their sales to end-users during the period), in combination with management’s judgments and estimates. Due to the inherent uncertainty of the inputs that these estimates are based upon, the actual amount we incur may be prospectively reported by us as a revenue adjustment in periods after the initial sale is recorded, and could be materially different from our initial estimates. | |||
Our GTN estimates include the following major categories: | |||
Product Returns Allowances: Our FUSILEV, MARQIBO, and BELEODAQ customers are permitted to return purchased products for a refund or credit beginning at its expiration date and within six months thereafter. Returned product is generally not resold by us. Returns for expiry of ZEVALIN and FOLOTYN are not contractually or customarily allowed. We estimate potential returns based on historical rates of return. | |||
Government Chargebacks: Our products are subject to pricing limits under federal government programs. Qualifying entities (i.e., end-users) purchase products from our wholesalers at their qualifying discounted price. The chargeback amount we incur represents the difference between our original sales price to the wholesaler, and the end-user’s applicable discounted purchase price. There may be significant lag time between our original sale to the wholesaler and our receipt of the corresponding government chargeback claims from our wholesalers. | |||
Prompt Pay Discounts: Discounts for prompt payment are estimated at the time of sale, based on our eligible customers’ prompt payment history and the contractual discount percentage. | |||
Commercial Rebates: Rebates are estimated based on our customer’s actual purchase level during the quarterly or annual rebate purchase period, and the corresponding contractual rebate tier we expect each customer to achieve. | |||
Medicaid Rebates: Our products are subject to state government-managed Medicaid programs, whereby rebates for purchases are issued to participating state governments. These rebates arise when the patient treated with our products is covered under Medicaid. Our calculations related to these Medicaid rebate accruals require us to estimate end-user and patient mix to determine which of our sales will likely be subject to these rebates. There is a significant time lag in us receiving these rebate notices (generally several months after our sale is made). Our estimates are based on our historical claims from participating state governments, as supplemented by management’s judgment. | |||
Distribution and Data Fees: Distribution, data, and group purchasing organization (GPO) administrative fees are paid to authorized wholesalers of our products (except for U.S. sales of ZEVALIN) for various services, including: contract administration, inventory management, end-user sales data, and product returns processing. These fees are based on a contractually determined percentage of applicable sales. | |||
(b) License Fees: We recognize revenue for our licensing of intellectual property to third parties (i.e., out-licenses), based on the contractual terms of each agreement and our application of pertinent GAAP. This revenue may be associated with upfront license fees, milestone payments from our licensees’ sales or regulatory achievements, and royalties from our licensees’ sales in applicable territories. | |||
(c) Service Revenue: We receive fees under certain arrangements for research and development activities, clinical trial management, and supply chain services. Payment may be triggered by the successful completion of a phase of development, results from a clinical trial, regulatory approval events, or completion of product delivery in our capacity as an agent in such arrangement. We recognize revenue when the corresponding milestone is achieved, or the revenue is otherwise earned through our on-going activities. | |||
(d) New Revenue Recognition Standard: ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), was issued in May 2014 for our mandatory adoption beginning January 1, 2017 (no early adoption is permitted under this new revenue recognition standard). ASU 2014-09 requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, the guidance provides that an entity should apply the following steps: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when, or as, the entity satisfies a performance obligation. We continue to evaluate the impact of ASU 2014-09 to our current revenue recognition models for product sales, license fees, and service revenue, as described above. | |||
(ii) Cash and Cash Equivalents | |||
Cash and cash equivalents consist of bank deposits and highly liquid investments with maturities of three months or less from the original purchase date. | |||
(iii) Marketable Securities | |||
Our marketable securities consist of our holdings in mutual funds and bank certificates of deposit. Since we classify these securities as “available-for-sale” under applicable GAAP, any unrealized gains or losses from their change in value is reflected in “unrealized gain (loss) on securities” on the accompanying Consolidated Statements of Comprehensive (Loss) Income. Realized gains and losses on available-for-sale securities are included in “other (expense) income, net” on the accompanying Consolidated Statements of Operations. | |||
(iv) Accounts Receivable | |||
Our accounts receivables are derived from our product sales, license fees, and service revenue, and do not bear interest. The allowance for doubtful accounts is management’s best estimate of the amount of probable credit losses in existing accounts receivable. Account balances are charged off against the allowance after appropriate collection efforts are exhausted. | |||
(v) Inventories | |||
We value inventory at the lower of (i) the actual cost to purchase or manufacture it, or (ii) its current market value. Inventory cost is determined on the first-in, first-out method (FIFO). We regularly review our inventory quantities in process of manufacture and on hand, and when appropriate, record a provision for obsolete and excess inventory, which takes into account our sales forecasts by product and corresponding expiry dates. Direct and indirect manufacturing costs related to the production of inventory prior to its FDA approval are expensed through “research and development,” rather than being capitalized to inventory cost. | |||
(vi) Property and Equipment | |||
Our property and equipment is presented at historical cost, less accumulated depreciation. It is depreciated on a straight-line basis over an estimated useful life that corresponds with its designated asset category. We evaluate the recoverability of “long-lived assets” (which includes property and equipment) whenever events or changes in circumstances in our business indicate that the asset’s carrying amount may not be recoverable through on-going operations. | |||
(vii) Goodwill and Intangible Assets | |||
Our goodwill represents the excess of our business acquisition cost over the estimated fair value of the net assets acquired in the corresponding transaction. Goodwill has an indefinite accounting life and is therefore not amortized. Instead, goodwill is evaluated for impairment on an annual basis (as of each October 1st), unless we identify impairment indicators that would require earlier testing. We evaluate the recoverability of indefinite and definite lived intangible assets at least annually, or whenever events or changes in our business indicate that an intangible asset’s (whether indefinite or definite-lived) carrying amount may not be recoverable. Such circumstances could include, but are not limited to, the following: | |||
(a) | a significant decrease in the market value of an asset; | ||
(b) | a significant adverse change in the extent or manner in which an asset is used; or | ||
(c) | an accumulation of costs significantly in excess of the amount originally expected for the acquisition of an asset. | ||
Intangible assets with finite useful lives are amortized over their respective patent term or orphan drug exclusivity period on a straight-line basis. We review these assets for potential impairment if/when facts or circumstances suggest that the carrying value of these assets may not be recoverable. | |||
(viii) Stock-Based Compensation | |||
Stock-based compensation expense for equity awards granted to our employees and members of our board of directors is recognized on a straight-line basis over the award’s vesting period. Recognized compensation expense is net of an estimated forfeiture rate, which estimates those shares expected to be forfeited prior to vesting. We use the Black-Scholes option pricing model to determine the fair value of stock options (as of the date of grant) which carry service conditions for vesting. We use the Monte Carlo valuation model to value equity awards (as of the date of grant) which carry combined market conditions and service conditions for vesting. | |||
Calculating and recording stock-based compensation expense requires the use of highly subjective assumptions, including the pre-vesting forfeiture rate, expected dividend payments, expected term of the awards, stock price volatility, and risk-free interest rates. We estimate the expected term of options granted based on our employees’ historical exercise patterns, which we believe will be representative of their future behavior. We estimate the volatility of our common stock on the date of grant, based on historical volatility of our common stock for a look-back period that corresponds with the expected term. We do not expect to declare any cash dividends in the foreseeable future. We estimate the risk-free interest rate based upon the U.S. Treasury yields in effect at award grant, for a period equaling the stock options’ expected term. | |||
(ix) Foreign Currency Translation | |||
We translate the assets and liabilities of our foreign subsidiaries stated in local functional currencies to U.S. dollars at the rates of exchange in effect at the reported balance sheet date. Revenues and expenses are translated using average exchange rates during the reported period. Unrealized gains and losses from the translation of our subsidiaries’ financial statements (that are initially denominated in its foreign functional currency) are included as a separate component of “accumulated other comprehensive loss” in the Consolidated Balance Sheets. | |||
We record foreign currency transactions, when initially denominated in a currency other than the respective functional currency of our subsidiary, at the prevailing exchange rate on the date of the transaction. Resulting in unrealized and realized gains and losses, including those associated with intercompany loans with our foreign subsidiaries to support their operations, and whose functional currency is not the U.S. dollar, are included in “Other (expense) income, net” within the Consolidated Statements of Operations. This presentation is based on our expectation and intent that these intercompany transactions will be settled in the foreseeable future. | |||
(x) Basic and Diluted Net (Loss) Income per Share | |||
We calculate basic and diluted net (loss) income per share using the weighted average number of common shares outstanding during the periods presented. In periods of a net loss, basic and diluted loss per share are the same. For the diluted earnings per share calculation, we adjust the weighted average number of common shares outstanding to include only dilutive stock options, warrants, and other common stock equivalents outstanding during the period. | |||
(xi) Income Taxes | |||
Deferred tax assets and liabilities are recorded based on the estimated future tax effects of temporary differences between the tax basis of assets and liabilities and amounts reported in the financial statements, as well as operating losses and tax credit carry forwards using enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. Realization of deferred tax assets is dependent upon future earnings, the timing and amount of which are uncertain. | |||
We have recorded a valuation allowance to reduce our net deferred tax assets, because we believe that, based upon a weighting of positive and negative factors, it is more likely than not that these deferred tax assets will not be realized. If/when we were to determine that our deferred tax assets are realizable, an adjustment to the corresponding valuation allowance would increase our net income in the period that such determination was made. | |||
In the event that we are assessed interest and/or penalties from taxing authorities that have not been previously accrued, such amounts would be included in “(Provision) benefit for income taxes” within the Consolidated Statements of Operations and Comprehensive (Loss) Income in the period the notice was received. | |||
(xii) Research and Development Costs | |||
Research and development costs are expensed as incurred, or as certain milestone payments become due (generally triggered by contractual clinical or regulatory events). | |||
(xiii) Fair Value Measurements | |||
We determine measurement-date fair value based on the proceeds that would be received through the sale of the asset, or that we would pay to settle or transfer the liability, in an orderly transaction between market participants. We utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. Fair value measurements are based on a three-tier hierarchy that prioritizes the inputs used to measure fair value. These tiers include the following: | |||
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that are publicly accessible at the measurement date. | |||
Level 2: Observable prices that are based on inputs not quoted on active markets, but that are corroborated by market data. These inputs may include quoted prices for similar assets or liabilities or quoted market prices in markets that are not active to the general public. | |||
Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. | |||
“Cash and cash equivalents” within our accompanying Consolidated Balance Sheets include certificates of deposit and money market funds that are valued utilizing Level 2 inputs. “Marketable securities” consist of mutual funds that are valued utilizing Level 2 inputs. “Other assets” include our stockholdings of CASI that are valued utilizing Level 1 inputs. | |||
The fair value of our “drug development liability” within our accompanying Consolidated Balance Sheets was estimated using the discounted income approach model. The unobservable inputs (i.e., Level 3 inputs) in this valuation model that have the most significant effect on these liabilities include (i) estimates of research and development personnel costs needed to perform the research and development services, (ii) estimates of expected cash outflows to third parties for services and supplies over the expected period that the services will be performed, and (iii) an appropriate discount rate for these expenditures. These inputs are reviewed for reasonableness by management on at least on a quarterly basis. | |||
“Acquisition-related contingent obligations” within our accompanying Consolidated Balance Sheets represent future amounts we may be required to pay in conjunction with our business combinations. See Note 10(a) for a discussion of contingent value rights granted as part of our acquisition of Talon, and Note 10(b) for the fair value of the liability associated with FDA approval of C-E MELPHALAN. These liabilities are valued using Level 3 inputs and include probabilities and assumptions related to the timing and likelihood of achievement of regulatory and sales milestones. |
Balance_Sheet_Account_Detail
Balance Sheet Account Detail | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Text Block [Abstract] | |||||||||||||||||||||||||||||
Balance Sheet Account Detail | 3. BALANCE SHEET ACCOUNT DETAIL | ||||||||||||||||||||||||||||
The composition of selected financial statement captions that comprise the accompanying Consolidated Balance Sheets are summarized below: | |||||||||||||||||||||||||||||
(a) Cash and Cash Equivalents and Marketable Securities | |||||||||||||||||||||||||||||
As of December 31, 2014 and December 31, 2013, our holdings included in “cash and cash equivalents” and “marketable securities” were at major financial institutions. | |||||||||||||||||||||||||||||
Our investment policy requires that investments in marketable securities be in only highly-rated instruments, which are primarily U.S. treasury bills or U.S. treasury-backed securities, and limited investments in securities of any single issuer. We maintain cash balances in excess of federally insured limits with reputable financial institutions. To a limited degree, the Federal Deposit Insurance Corporation (FDIC) and other third parties insure these investments. However, these investments are not insured against the possibility of a complete loss of earnings or principal and are inherently subject to the credit risk related to the continued credit worthiness of the underlying issuer and general credit market risks. We manage such risks on our portfolio by investing in highly liquid, highly rated instruments, and limit investing in long-term maturity instruments. | |||||||||||||||||||||||||||||
The carrying amount of our equity securities, money market funds, bank certificate of deposits (“Bank CDs”), and mutual funds approximates their fair value (utilizing Level 1 or Level 2 inputs – see Note 9) because of our ability to immediately convert these instruments into cash with minimal expected change in value. | |||||||||||||||||||||||||||||
The following is a summary of our presented “cash and cash equivalents” and “marketable securities”: | |||||||||||||||||||||||||||||
Cost | Gross | Gross | Estimated | Cash and | Marketable Securities | ||||||||||||||||||||||||
Unrealized | Unrealized | fair Value | equivalents | ||||||||||||||||||||||||||
Gains | Losses | Current | Long | ||||||||||||||||||||||||||
Term | |||||||||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||||||
Bank deposits | $ | 62,997 | $ | — | $ | — | $ | 62,997 | $ | 62,997 | $ | — | $ | — | |||||||||||||||
Money market funds | 66,945 | — | — | 66,945 | 66,945 | — | — | ||||||||||||||||||||||
Bank CDs | 244 | — | — | 244 | — | 244 | — | ||||||||||||||||||||||
Mutual funds | 3,062 | — | — | 3,062 | — | 3,062 | — | ||||||||||||||||||||||
Total cash and equivalents and marketable securities | $ | 133,248 | $ | — | $ | — | $ | 133,248 | $ | 129,942 | $ | 3,306 | $ | — | |||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||||||
Bank deposits | $ | 55,911 | $ | — | $ | — | $ | 55,911 | $ | 55,911 | $ | — | $ | — | |||||||||||||||
Money market funds | 100,395 | 100,395 | 100,395 | ||||||||||||||||||||||||||
Bank CDs | 410 | — | — | 410 | — | 410 | — | ||||||||||||||||||||||
Mutual funds | 3,061 | — | — | 3,061 | — | 3,061 | — | ||||||||||||||||||||||
Total cash and equivalents and marketable securities | $ | 159,777 | $ | — | $ | — | $ | 159,777 | $ | 156,306 | $ | 3,471 | $ | — | |||||||||||||||
As of December 31, 2014, none of these securities had been in a continuous unrealized loss position longer than one year. | |||||||||||||||||||||||||||||
(b) Property and Equipment | |||||||||||||||||||||||||||||
“Property and equipment, net of accumulated depreciation” consist of the following: | |||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Computers and software | $ | 3,616 | $ | 5,154 | |||||||||||||||||||||||||
Lab and media equipment | 643 | 1,063 | |||||||||||||||||||||||||||
Office furniture and equipment | 344 | 1,575 | |||||||||||||||||||||||||||
Leasehold improvements | 2,847 | 2,813 | |||||||||||||||||||||||||||
Property and equipment, at cost | 7,450 | 10,605 | |||||||||||||||||||||||||||
(Less): accumulated depreciation and amortization | (6,045 | ) | (9,070 | ) | |||||||||||||||||||||||||
Property and equipment, net | $ | 1,405 | $ | 1,535 | |||||||||||||||||||||||||
Depreciation expense (included within “Operating costs and expenses” in the accompanying Consolidated Statements of Operations) for the years ended December 31, 2014, 2013, and 2012 was $1.1 million, $1.2 million, and $1.2 million, respectively. During the year ended December 31, 2014, we corrected our property and equipment balances to remove assets which were determined to no longer be in use (property and equipment at cost of $4.2 million, less accumulated depreciation of $4.0 million). | |||||||||||||||||||||||||||||
(c) Inventories | |||||||||||||||||||||||||||||
“Inventories” consist of the following: | |||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Raw materials | $ | 1,507 | $ | 1,794 | |||||||||||||||||||||||||
Work in process | 3,979 | 3,312 | |||||||||||||||||||||||||||
Finished goods | 3,714 | 8,413 | |||||||||||||||||||||||||||
Inventories | $ | 9,200 | $ | 13,519 | |||||||||||||||||||||||||
(d) Accounts receivables, net of allowance for doubtful accounts | |||||||||||||||||||||||||||||
“Accounts receivables, net of allowance for doubtful accounts” consists of trade receivables from our customers. We are exposed to credit risk associated with trade receivables that result from these product sales. We do not require collateral or deposits from our customers due to our assessment of their creditworthiness and our long-standing relationship with them. We maintain reserves for potential bad debt, though credit losses have historically been nominal and within management’s expectations. A summary of our customers that represent 10% or more of our accounts receivables as of December 31, 2014 and 2013 are as follows: | |||||||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Oncology Supply, a division of ASD Specialty Healthcare, Inc., and its affiliates (excluding ICS) | $ | 36,154 | 51.1 | % | $ | 18,655 | 37.7 | % | |||||||||||||||||||||
McKesson Corporation and its affiliates | 22,534 | 31.9 | % | 15,191 | 30.7 | % | |||||||||||||||||||||||
Integrated Commercialization Solutions, Inc. (“ICS”) | 8,432 | 11.9 | % | * | — | % | |||||||||||||||||||||||
Cardinal Health, Inc. and its affiliates | * | — | % | 5,097 | 10.3 | % | |||||||||||||||||||||||
All Other Customers | 3,638 | 5.1 | % | 10,540 | 21.3 | % | |||||||||||||||||||||||
Total Accounts Receivables, net | $ | 70,758 | 100 | % | $ | 49,483 | 100 | % | |||||||||||||||||||||
* | Less than 10% | ||||||||||||||||||||||||||||
(e) Other receivables | |||||||||||||||||||||||||||||
“Other receivables” consist of (i) amounts we expect to be refunded from taxing authorities for our income taxes paid, relating to fiscal year 2012, and (ii) amounts we expect to be contractually reimbursed from third-parties for certain of our incurred expenses. | |||||||||||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Income tax receivable | $ | 1,387 | $ | 7,539 | |||||||||||||||||||||||||
Receivables from third parties for certain of our incurred expenses | 4,102 | — | |||||||||||||||||||||||||||
$ | 5,489 | $ | 7,539 | ||||||||||||||||||||||||||
(f) Intangible Assets and Goodwill | |||||||||||||||||||||||||||||
“Intangible assets, net of accumulated amortization” consist of the following: | |||||||||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||||||
Historical | Accumulated | Foreign | Impairment | Net Amount | Full | Remaining | |||||||||||||||||||||||
Cost | Amortization | Currency | Amortization | Amortization | |||||||||||||||||||||||||
Translation | Period | Period | |||||||||||||||||||||||||||
(months) | (months) | ||||||||||||||||||||||||||||
MARQIBO IPR&D (NHL and further ALL indications) | $ | 17,600 | $ | — | $ | — | $ | — | $ | 17,600 | n/a | n/a | |||||||||||||||||
C-E MELPHALAN IPR&D | 7,700 | — | — | — | 7,700 | n/a | n/a | ||||||||||||||||||||||
BELEODAQ distribution rights | 25,000 | (937 | ) | — | — | 24,063 | 160 | 154 | |||||||||||||||||||||
MARQIBO distribution rights | 26,900 | (4,225 | ) | — | — | 22,675 | 81 | 63 | |||||||||||||||||||||
FOLOTYN distribution rights | 118,400 | (20,030 | ) | — | — | 98,370 | 152 | 125 | |||||||||||||||||||||
ZEVALIN distribution rights – U.S. | 41,900 | (27,134 | ) | — | — | 14,766 | 122 | 48 | |||||||||||||||||||||
ZEVALIN distribution rights – Ex-U.S. | 23,490 | (7,402 | ) | (2,162 | ) | — | 13,926 | 95 | 62 | ||||||||||||||||||||
FUSILEV distribution rights | 16,778 | (6,270 | ) | — | — | 10,508 | 84 | 40 | |||||||||||||||||||||
FOLOTYN out-license* | 27,900 | (6,385 | ) | — | (1,023 | ) | 20,492 | 110 | 91 | ||||||||||||||||||||
Total intangible assets | $ | 305,668 | $ | (72,383 | ) | $ | (2,162 | ) | $ | (1,023 | ) | $ | 230,100 | ||||||||||||||||
* | On May 29, 2013, we amended our collaboration agreement with Mundipharma in order to modify the scope of their licensed territories and the respective development obligations. As a result of the amendment, Europe and Turkey were excluded from Mundipharma’s commercialization territory, and royalty and milestone rates were modified. The modification of our associated royalty and milestone rights constituted a change in the contractual provisions under which we measured our original acquired intangible asset (i.e., FOLOTYN rights). We determined that an impairment of the FOLOTYN out-license rights to Mundipharma of $1.0 million resulted from this amendment. | ||||||||||||||||||||||||||||
Our annual impairment evaluation (as of October 1st) of our indefinite-lived intangible assets was completed by our management in 2014, with no resulting impairment. The assets under review included MARQIBO IPR&D and C-E MELPHALAN IPR&D, which we carry on our accompanying Consolidated Balance Sheet as of December 31, 2014, at $17.6 million and $7.7 million, respectively. | |||||||||||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||||||
Historical | Accumulated | Foreign | Impairment | Net Amount | |||||||||||||||||||||||||
Cost | Amortization | Currency | |||||||||||||||||||||||||||
Translation | |||||||||||||||||||||||||||||
MARQIBO IPR&D (NHL and further ALL indications) | $ | 17,600 | $ | — | $ | — | $ | — | $ | 17,600 | |||||||||||||||||||
C-E MELPHALAN IPR&D | 7,700 | — | — | — | 7,700 | ||||||||||||||||||||||||
MARQIBO distribution rights | 26,900 | (1,107 | ) | — | — | 25,793 | |||||||||||||||||||||||
ZEVALIN distribution rights – U.S. | 41,900 | (23,455 | ) | — | — | 18,445 | |||||||||||||||||||||||
ZEVALIN distribution rights – Ex-U.S. | 23,490 | (5,343 | ) | 682 | — | 18,829 | |||||||||||||||||||||||
FUSILEV distribution rights | 16,778 | (4,821 | ) | — | — | 11,957 | |||||||||||||||||||||||
FOLOTYN out-license | 27,900 | (3,662 | ) | — | (1,023 | ) | 23,215 | ||||||||||||||||||||||
FOLOTYN distribution rights | 118,400 | (10,587 | ) | — | — | 107,813 | |||||||||||||||||||||||
Total intangible assets | $ | 280,668 | $ | (48,975 | ) | $ | 682 | $ | (1,023 | ) | $ | 231,352 | |||||||||||||||||
Intangible asset amortization expense recognized in 2014, 2013, and 2012 was $24.3 million, $21.2 million, and $8.8 million, respectively. Estimated intangible asset amortization expense (excluding incremental amortization from the reclassification of IPR&D to developed technology) for the five succeeding years and thereafter is as follows: | |||||||||||||||||||||||||||||
Years Ending December 31 | |||||||||||||||||||||||||||||
2015 | 25,937 | ||||||||||||||||||||||||||||
2016 | 25,937 | ||||||||||||||||||||||||||||
2017 | 25,937 | ||||||||||||||||||||||||||||
2018 | 25,937 | ||||||||||||||||||||||||||||
2019 | 23,332 | ||||||||||||||||||||||||||||
2020 and thereafter | 77,720 | ||||||||||||||||||||||||||||
$ | 204,800 | ||||||||||||||||||||||||||||
“Goodwill” is comprised of the following (by source): | |||||||||||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Acquisition of Talon | $ | 10,526 | $ | 10,526 | |||||||||||||||||||||||||
Acquisition of ZEVALIN Ex-U.S. distribution rights | 2,525 | 2,525 | |||||||||||||||||||||||||||
Acquisition of Allos | 5,346 | 5,346 | |||||||||||||||||||||||||||
Foreign currency exchange translation effects | (202 | ) | 104 | ||||||||||||||||||||||||||
$ | 18,195 | $ | 18,501 | ||||||||||||||||||||||||||
(g) Other assets | |||||||||||||||||||||||||||||
“Other assets” are comprised of the following: | |||||||||||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Equity securities (see Note 11) | $ | 8,501 | $ | 3,593 | |||||||||||||||||||||||||
Supplies | 234 | 190 | |||||||||||||||||||||||||||
2018 Convertible Notes issuance costs | 2,171 | 3,432 | |||||||||||||||||||||||||||
Executive officer life insurance – cash surrender value | 6,958 | 5,362 | |||||||||||||||||||||||||||
$ | 17,864 | $ | 12,577 | ||||||||||||||||||||||||||
(h) Accounts payable and other accrued obligations | |||||||||||||||||||||||||||||
Accounts payable and other accrued obligations are comprised of the following: | |||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Trade payables | $ | 8,994 | $ | 12,796 | |||||||||||||||||||||||||
Accrued research and development expenses | 5,423 | 6,433 | |||||||||||||||||||||||||||
Accrued selling, general and administrative expenses | 10,154 | 8,870 | |||||||||||||||||||||||||||
Accrued rebates | 41,782 | 28,893 | |||||||||||||||||||||||||||
Accrued product royalty | 5,182 | 9,498 | |||||||||||||||||||||||||||
Allowance for returns | 1,135 | 2,900 | |||||||||||||||||||||||||||
Accrued data and distribution fees | 3,952 | 2,430 | |||||||||||||||||||||||||||
Accrued GPO administrative fees | 3,222 | 2,327 | |||||||||||||||||||||||||||
Inventory management fee | 1,110 | 616 | |||||||||||||||||||||||||||
Allowance for chargebacks | 4,040 | 5,074 | |||||||||||||||||||||||||||
$ | 84,994 | $ | 79,837 | ||||||||||||||||||||||||||
Amounts presented within “accounts payable and other accrued obligations” in the accompanying Consolidated Balance Sheets for GTN estimates (see Note 2(i)) were as follows: | |||||||||||||||||||||||||||||
Description | Rebates and | Data and | Returns | ||||||||||||||||||||||||||
Chargebacks | Distribution, | ||||||||||||||||||||||||||||
GPO Fees, and | |||||||||||||||||||||||||||||
Inventory | |||||||||||||||||||||||||||||
Management | |||||||||||||||||||||||||||||
Fees | |||||||||||||||||||||||||||||
Balance as of December 31, 2012 | $ | 26,176 | $ | 14,149 | $ | 5,056 | |||||||||||||||||||||||
Add: provisions (recovery) | 63,609 | 19,067 | (2,034 | ) | |||||||||||||||||||||||||
(Less): credits or actual allowances | (55,818 | ) | (27,843 | ) | (122 | ) | |||||||||||||||||||||||
Balance as of December 31, 2013 | 33,967 | 5,373 | 2,900 | ||||||||||||||||||||||||||
Add: provisions (recovery) | 76,636 | 21,330 | (78 | ) | |||||||||||||||||||||||||
(Less): credits or actual allowances | (64,781 | ) | (18,419 | ) | (1,687 | ) | |||||||||||||||||||||||
Balance as of December 31, 2014 | $ | 45,822 | $ | 8,284 | $ | 1,135 | |||||||||||||||||||||||
(i) Other long-term liabilities | |||||||||||||||||||||||||||||
Other long-term liabilities are comprised of the following: | |||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Accrued executive deferred compensation | $ | 4,694 | $ | 3,949 | |||||||||||||||||||||||||
Deferred rent (non-current portion) | 364 | 366 | |||||||||||||||||||||||||||
Business acquisition liability | 300 | 298 | |||||||||||||||||||||||||||
Other tax liabilities | 730 | 1,352 | |||||||||||||||||||||||||||
$ | 6,088 | $ | 5,965 | ||||||||||||||||||||||||||
(j) Accumulated other comprehensive (loss) income | |||||||||||||||||||||||||||||
“Accumulated other comprehensive (loss) income” (a component of stockholders’ equity) includes, among other items, unrealized gains and losses from available-for-sale securities (“AFS”). When AFS securities are sold, and the resulting gain or loss is realized, any corresponding unrealized gain or loss amounts previously included within accumulated other comprehensive income is eliminated. During 2014, we sold certain stock holdings that had been classified as an AFS. As a result, $2.2 million was recognized as a realized gain through “other (expense) income, net” on our Consolidated Statement of Operations for the year ended December 31, 2014. |
GrosstoNet_Product_Sales
Gross-to-Net Product Sales | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Text Block [Abstract] | |||||||||||||
Gross-to-Net Product Sales | 4. GROSS-TO-NET PRODUCT SALES | ||||||||||||
The below table presents a GTN product sales reconciliation for the accompanying Consolidated Statement of Operations: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gross product sales | $ | 284,685 | $ | 224,301 | $ | 383,817 | |||||||
Rebates and chargebacks | (76,636 | ) | (63,610 | ) | (91,059 | ) | |||||||
Data, distribution and GPO administration fees | (21,330 | ) | (19,067 | ) | (32,793 | ) | |||||||
Prompt pay discount | (260 | ) | (183 | ) | (4,814 | ) | |||||||
Product returns allowance | 78 | 2,034 | (159 | ) | |||||||||
Product sales, net | $ | 186,537 | $ | 143,475 | $ | 254,992 | |||||||
Net_Product_Sales_by_Geographi
Net Product Sales by Geographic Region, Product Line, and Gross Product Sales by Significant Customers | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Text Block [Abstract] | |||||||||||||||||||||||||
Net Product Sales by Geographic Region, Product Line, and Gross Product Sales by Significant Customers | 5. NET PRODUCT SALES BY GEOGRAPHIC REGION, PRODUCT LINE, AND GROSS PRODUCT SALES BY SIGNIFICANT CUSTOMERS | ||||||||||||||||||||||||
The below table presents our net product sales by geography for the years ended December 31, 2014, 2013, and 2012: | |||||||||||||||||||||||||
Net Product Sales by Geographic Region | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
United States | $ | 177,979 | 95.4 | % | $ | 133,462 | 93 | % | $ | 245,697 | 96.4 | % | |||||||||||||
International: | |||||||||||||||||||||||||
Europe (ZEVALIN only) | 3,357 | 1.8 | % | 3,953 | 2.8 | % | 3,113 | 1.2 | % | ||||||||||||||||
Asia Pacific (ZEVALIN only) | 5,201 | 2.8 | % | 6,060 | 4.2 | % | 6,182 | 2.4 | % | ||||||||||||||||
Total International | 8,558 | 4.6 | % | 10,013 | 7 | % | 9,295 | 3.6 | % | ||||||||||||||||
Net product sales | $ | 186,537 | 100 | % | $ | 143,475 | 100 | % | $ | 254,992 | 100 | % | |||||||||||||
Net Sales by Product | |||||||||||||||||||||||||
The below table presents our net product sales by product line for the years ended December 31, 2014, 2013, and 2012: | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
FUSILEV | $ | 105,608 | 56.6 | % | $ | 68,397 | 47.7 | % | $ | 204,253 | 80.1 | % | |||||||||||||
FOLOTYN | 47,556 | 25.5 | % | 44,370 | 30.9 | % | 20,412 | 8 | % | ||||||||||||||||
ZEVALIN | 22,169 | 11.9 | % | 29,393 | 20.5 | % | 30,327 | 11.9 | % | ||||||||||||||||
MARQIBO | 6,328 | 3.4 | % | 1,315 | 0.9 | % | — | — | % | ||||||||||||||||
BELEODAQ | 4,876 | 2.6 | % | — | — | % | — | — | % | ||||||||||||||||
Net product sales | $ | 186,537 | 100 | % | $ | 143,475 | 100 | % | $ | 254,992 | 100 | % | |||||||||||||
Gross Product Sales by Customer | |||||||||||||||||||||||||
The below table presents the customers that represent 10% or more of our gross product sales in 2014, 2013, and 2012: | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Oncology Supply, a division of ASD Specialty Healthcare, Inc., and its affiliates (excluding ICS) | $ | 115,079 | 40 | % | $ | 79,497 | 35.4 | % | $ | 101,712 | 26.5 | % | |||||||||||||
McKesson Corporation and its affiliates | 93,656 | 32.1 | % | 44,350 | 19.8 | % | 89,046 | 23.2 | % | ||||||||||||||||
Integrated Commercialization Solutions, Inc. (“ICS”) | * | — | % | 35,548 | 15.8 | % | 74,461 | 19.4 | % | ||||||||||||||||
Cardinal Health, Inc. and its affiliates | * | — | % | * | — | % | 60,259 | 15.7 | % | ||||||||||||||||
All Other Customers | 75,950 | 27.9 | % | 64,906 | 29 | % | 58,339 | 15.2 | % | ||||||||||||||||
Gross product sales | $ | 284,685 | 100 | % | $ | 224,301 | 100 | % | $ | 383,817 | 100 | % | |||||||||||||
* | Less than 10% |
StockBased_Compensation
Stock-Based Compensation | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Stock-Based Compensation | 6. STOCK-BASED COMPENSATION | ||||||||||||||||||||
2009 Stock Incentive Plan | |||||||||||||||||||||
We have one active stockholder-approved stock-based compensation plan, the 2009 Incentive Award Plan (the “2009 Plan”), which replaced our former stockholder-approved plans. We may grant incentive stock options, non-qualified options, restricted stock awards, and stock appreciation rights under the 2009 Plan. | |||||||||||||||||||||
The maximum number of our common stock available for issuance under the 2009 Plan at inception was 10 million shares. Beginning on January 1, 2010, and each January 1st thereafter, the number of shares of common stock available for issuance under the 2009 Plan automatically increases by the greater of (i) 2.5 million shares or (ii) a number of shares such that the total number of shares of common stock available for issuance under the 2009 Plan shall equal 30% of the then number of shares of common stock issued and outstanding. As of December 31, 2014, 9.5 million shares were available for grant. It is our policy that before stock is issued through the exercise of stock options, we must first receive all required cash payment for such shares (whether through an upfront cash exercise or net-settlement exercise). | |||||||||||||||||||||
Stock-based awards are governed by agreements between us and the recipients. Incentive stock options and nonqualified stock options may be granted under the 2009 Plan at an exercise price of not less than 100% of the closing fair market value of our common stock on the respective date of grant. The grant date is generally the date the award is approved by the Compensation Committee of the Board of Directors, though for aggregate awards of 50,000 or less in each quarter, the grant date is the date the award is approved by our Chief Executive Officer. | |||||||||||||||||||||
Stock-based awards generally vest 25% on the first anniversary of the date of grant, or for new hires, the first anniversary of their initial date of employment. Awards generally vest monthly thereafter on a straight-line basis over three years. Stock options must be exercised, if at all, no later than 10 years from the date of grant. Upon termination of employment, vested stock options may be exercised within 90 days from the last date of employment. In the event of an optionee’s death, disability, or retirement, the exercise period is 365 days from the last date of employment. | |||||||||||||||||||||
Employee Stock Purchase Plan | |||||||||||||||||||||
Under the terms of our 2009 Employee Stock Purchase Plan (the “ESPP”), eligible employees can purchase common stock through payroll deductions. The purchase price is equal to the closing price of our common stock on the first or last day of the offering period (whichever is less), minus a 15% discount. We use the Black-Scholes option-pricing model, in combination with the discounted employee price, in determining the value of ESPP expense to be recognized during each offering period. A participant may purchase a maximum of 50,000 shares of common stock during a six-month offering period, not to exceed $25,000 worth of stock on the offering date during each plan year. | |||||||||||||||||||||
A total of 4.4 million shares of common stock are authorized for issuance under the ESPP. Beginning on January 1, 2010, and each January 1st thereafter, the number of shares of common stock available for issuance under the ESPP shall automatically increase by an amount equal to the lesser of (i) one million shares or (ii) an amount determined by the ESPP administrator. However, in no event shall the number of shares of common stock available for future sale under the ESPP exceed 10 million shares, subject to capitalization adjustments occurring due to dividends, splits, dissolution, liquidation, mergers, or changes in control. | |||||||||||||||||||||
Stock-Based Compensation Expense Summary | |||||||||||||||||||||
We classify our stock-based compensation expense (inclusive of our 2009 Plan, ESPP, and 401(k) matching) in the accompanying Consolidated Statements of Operations, based on the department to which the recipient belongs. Stock-based compensation expense included within operating expenses for years ended December 31, 2014, 2013, and 2012 was as follows: | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Selling, general and administrative | $ | 10,053 | $ | 10,762 | $ | 13,041 | |||||||||||||||
Research and development | 1,756 | 2,017 | 1,843 | ||||||||||||||||||
Total | $ | 11,809 | $ | 12,779 | $ | 14,884 | |||||||||||||||
Employee stock-based compensation expense for the years ended December 31, 2014, 2013, and 2012 was recognized (reduced for estimated forfeitures) on a straight-line basis over the vesting period. Forfeitures are estimated at the time of grant and prospectively revised if actual forfeitures differ from those estimates. We estimate forfeitures of stock options using the historical exercise behavior of our employees. For purposes of this estimate, we have applied an estimated forfeiture rate of 8%, 8%, and 5% for the years ended December 31, 2014, 2013, and 2012. | |||||||||||||||||||||
Valuation Assumptions – Restricted Stock and Stock Options | |||||||||||||||||||||
The grant-date fair value per share for restricted stock awards was based upon the closing market price of our common stock on the award grant-date. | |||||||||||||||||||||
The fair value of stock options granted was estimated at the date of grant using the Black-Scholes option-pricing model. The following assumptions were used to determine fair value for the stock awards granted in the applicable year: | |||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Expected option life (in years) (a) | 4.95 | 4.95 | 4.5 | ||||||||||||||||||
Risk-free interest rate (b) | 0.58% - 1.52% | 0.35% - 0.78% | 0.34% - 0.51% | ||||||||||||||||||
Volatility (c) | 48.9% - 62.1% | 58.3% -71.5% | 64.2% - 73.6% | ||||||||||||||||||
Dividend yield (d) | 0% | 0% | 0% | ||||||||||||||||||
Weighted-average grant-date fair value per stock option | $3.49 | $4.66 | $6.20 | ||||||||||||||||||
(a) | Determined by the historical stock option exercise behavior of our employees (maximum term is 10 years). | ||||||||||||||||||||
(b) | Based upon the U.S. Treasury yields in effect during the period which the options were granted (for a period equaling the stock options’ expected term). | ||||||||||||||||||||
(c) | Measured using our historical stock price for a period equal to stock options’ expected term. | ||||||||||||||||||||
(d) | We do not expect to declare any cash dividends in the foreseeable future. | ||||||||||||||||||||
Stock Option Activity | |||||||||||||||||||||
Stock option activity during the years ended December 31, 2014, 2013, and 2012 is as follows: | |||||||||||||||||||||
Number of | Weighted- | Weighted- | Aggregate | ||||||||||||||||||
Shares | Average | Average | Intrinsic | ||||||||||||||||||
Exercise | Remaining | Value | |||||||||||||||||||
Price/Share | Contractual | ||||||||||||||||||||
Term (Years) | |||||||||||||||||||||
Outstanding — December 31, 2011 | 10,185,521 | $ | 5.46 | ||||||||||||||||||
Granted | 1,821,915 | 11.57 | |||||||||||||||||||
Exercised | (1,287,430 | ) | 4.52 | $ | 11,500 | (1) | |||||||||||||||
Forfeited | (316,825 | ) | 7.93 | ||||||||||||||||||
Expired | (3,916 | ) | 7.69 | ||||||||||||||||||
Outstanding — December 31, 2012 | 10,399,265 | 6.57 | |||||||||||||||||||
Granted | 2,041,300 | 8.92 | |||||||||||||||||||
Exercised | (825,884 | ) | 4.4 | $ | 3,435 | (1) | |||||||||||||||
Forfeited | (202,882 | ) | 8.22 | ||||||||||||||||||
Expired | (82,581 | ) | 8.91 | ||||||||||||||||||
Outstanding — December 31, 2013 | 11,329,218 | 7.1 | |||||||||||||||||||
Granted | 2,576,292 | 7.6 | |||||||||||||||||||
Exercised | (485,260 | ) | 4.77 | $ | 1,629 | (1) | |||||||||||||||
Forfeited | (557,109 | ) | 9.65 | ||||||||||||||||||
Expired | (214,039 | ) | 10.7 | ||||||||||||||||||
Outstanding — December 31, 2014 | 12,649,102 | $ | 7.12 | 6.61 | $ | 11,679 | (2) | ||||||||||||||
Vested (exercisable) — December 31, 2014 | 9,134,760 | $ | 6.62 | 5.66 | $ | 11,678 | (2) | ||||||||||||||
Unvested (unexercisable) — December 31, 2014 | 3,514,342 | $ | 8.42 | 9.07 | $ | 766 | (2) | ||||||||||||||
-1 | Represents the total difference between our closing stock price at the time of exercise and the stock option exercise price, multiplied by the number of options exercised. | ||||||||||||||||||||
-2 | Represents the total difference between our closing stock price on the last trading day of 2014 and the stock option exercise price, multiplied by the number of in-the-money options as of December 31, 2014. The amount of intrinsic value will change based on the fair market value of our stock. | ||||||||||||||||||||
The following table summarizes information with respect to stock option grants as of December 31, 2014: | |||||||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||||||
Exercise Price | Granted Stock | Weighted- | Weighted- | Granted | Weighted- | ||||||||||||||||
Options | Average | Average | Stock | Average | |||||||||||||||||
Outstanding | Remaining | Exercise | Options | Exercise | |||||||||||||||||
Contractual | Price | Exercisable | Price | ||||||||||||||||||
Life (Years) | |||||||||||||||||||||
$0.92 – 3.15 | 1,135,594 | 3.47 | $ | 2.19 | 1,135,594 | $ | 2.19 | ||||||||||||||
$3.16 – 4.95 | 1,673,317 | 4.89 | 4.24 | 1,673,317 | 4.24 | ||||||||||||||||
$4.96 – 6.9 | 2,708,119 | 4.42 | 6.27 | 2,701,899 | 6.27 | ||||||||||||||||
$6.91 – 8.99 | 4,539,130 | 8.41 | 7.86 | 1,983,129 | 8.09 | ||||||||||||||||
$9.00 – 16.32 | 2,592,942 | 8.21 | 10.75 | 1,640,821 | 10.94 | ||||||||||||||||
12,649,102 | 6.61 | $ | 7.12 | 9,134,760 | $ | 6.62 | |||||||||||||||
As of December 31, 2014, there was unrecognized compensation expense of $11.4 million related to unvested stock options, which we expect to recognize over a weighted average period of 2.54 years. | |||||||||||||||||||||
Restricted Stock Award Activity | |||||||||||||||||||||
A summary of restricted stock award activity is as follows: | |||||||||||||||||||||
Number of | Weighted Average | ||||||||||||||||||||
Restricted Stock | Fair Value per | ||||||||||||||||||||
Awards | Share at Grant | ||||||||||||||||||||
Date | |||||||||||||||||||||
Unvested as of December 31, 2011 | 952,525 | $ | 10.11 | ||||||||||||||||||
Granted | 586,639 | 11.76 | |||||||||||||||||||
Vested | (472,160 | ) | 10.26 | ||||||||||||||||||
Forfeited | (32,400 | ) | 9.57 | ||||||||||||||||||
Unvested — December 31, 2012 | 1,034,604 | 11 | |||||||||||||||||||
Granted | 523,800 | 8.74 | |||||||||||||||||||
Vested | (501,660 | ) | 9.72 | ||||||||||||||||||
Forfeited | (49,625 | ) | 10.6 | ||||||||||||||||||
Unvested — December 31, 2013 | 1,007,119 | 10.09 | |||||||||||||||||||
Granted | 581,194 | 7.52 | |||||||||||||||||||
Vested | (578,985 | ) | 10.24 | ||||||||||||||||||
Forfeited | (185,111 | ) | 9.88 | ||||||||||||||||||
Unvested — December 31, 2014 | 824,217 | $ | 8.22 | ||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Restricted stock expense | $ | 3,830 | $ | 4,202 | $ | 6,500 | |||||||||||||||
As of December 31, 2014, there was approximately $4.9 million of unrecorded expense related to issued restricted stock that will be recognized over an estimated weighted average period of 2.8 years. These unvested shares are included in our issued and outstanding common stock as of December 31, 2014. | |||||||||||||||||||||
401(k) Plan – Stock Matching Contribution | |||||||||||||||||||||
We issued shares of common stock to our employees in connection with our 401(k) program, partially matching our employees’ annual 401(k) contributions, as summarized below: | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Shares of common stock issued | 133,734 | 99,359 | 56,254 | ||||||||||||||||||
Match contribution value* | $ | 1,028 | $ | 860 | $ | 691 | |||||||||||||||
* | Represents our stock price on the date of the common stock issuance multiplied by the number of shares of common stock issued. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity [Abstract] | |||||||||
Stockholders' Equity | 7. STOCKHOLDERS’ EQUITY | ||||||||
Authorized Stock | |||||||||
On December 13, 2010, we filed the Certificate of Designation of Rights, Preferences and Privileges of Series B Junior Participating Preferred Stock with the Delaware Secretary of State which authorized 1.5 million shares to be designated as Series B Junior Participating Preferred Stock. On June 13, 2011, our stockholders approved an amendment to our Certificate of Incorporation to increase the authorized number of shares of our common stock from 100 million shares to 175 million shares. The amendment was filed with the Delaware Secretary of State on June 24, 2011. As of December 31, 2014, we also had five million shares of preferred stock authorized, of which 1.5 million shares were designated as Series B Junior Participating Preferred Stock and 2,000 shares were designated as Series E Convertible Voting Preferred Stock. | |||||||||
Stockholder Rights Agreement | |||||||||
On November 29, 2010, our Board of Directors approved a replacement rights agreement, effective December 13, 2010, that replaced the stockholder rights agreement which was originally adopted in 2000. This replacement rights agreement will extend until December 13, 2020. A stockholder rights agreement is designed to deter coercive, unfair, or inadequate takeovers and other abusive tactics that might be used in an attempt to gain control of our company. A stockholder rights agreement will not prevent takeovers at a full and fair price, but rather is designed to deter coercive takeover tactics and to encourage anyone attempting to acquire our company to first negotiate with our Board of Directors. | |||||||||
Under the terms of the new Stockholder Rights Agreement, the rights become exercisable upon the earlier of 10 days after a person or group of affiliated or associated persons has acquired 15% or more of the outstanding shares of our common stock or 10 business days after a tender offer has commenced that would result in a person or group beneficially owning 15% or more of our outstanding common stock. These rights could delay or discourage someone from acquiring our company, even if doing so would potentially benefit our stockholders. | |||||||||
We currently have no stockholders who own 15% or more of the outstanding shares of our common stock. Five days after the rights become exercisable, each right, other than rights held by the person or group of affiliated persons whose acquisition of more than 15% of our outstanding common stock caused the rights to become exercisable, will entitle its holder to buy, in lieu of shares of Series B Preferred Stock, a number of shares of our common stock having a market value of twice the exercise price of the rights. After the rights become exercisable, if we are a party to certain merger or business combination transactions or transfers 50% or more of our assets or earnings power (as defined in the Stockholder Rights Agreement), each right will entitle its holder to buy a number of shares of common stock of the acquiring or surviving entity having a market value of twice the exercise price of the right. | |||||||||
Series E Preferred Stock | |||||||||
In September 2003, we received gross cash proceeds of $20 million in exchange for the issuance of 2,000 shares of our Series E Convertible Voting Preferred Stock, convertible into four million shares of common stock. As of December 31, 2014 and 2013, 20 shares of Series E Preferred Stock were outstanding. No dividends are payable on the Series E Preferred Stock. Pursuant to certain provisions of the Certificate of Designation, Rights and Preferences of the Series E Preferred Stock, we have the option to redeem all of the unconverted Series E Preferred Stock outstanding at the end of a 20-day trading period if, among other things, in that period our common stock trades above $12.00 per share. | |||||||||
In the event we are the subject of any voluntary or involuntary liquidation, dissolution or winding up, before any distribution of our assets shall be made to the common stockholders, the holders of the Series E Preferred Stock shall be entitled to receive a liquidation preference in an amount equal to 120% of the stated value per share plus any declared and unpaid dividends thereon. | |||||||||
Common Stock Issuable | |||||||||
As of December 31, 2014, 24.9 million shares of our common stock were issuable upon conversion, or exercise of rights granted (regardless of whether in or out-of-the-money), as summarized below: | |||||||||
Conversion of Series E Preferred Stock | 40,000 | ||||||||
2018 Convertible Notes | 11,400,000 | ||||||||
Exercise of issued employee stock options | 12,649,102 | ||||||||
Exercise of issued warrants | 445,000 | ||||||||
Management incentive plan restricted stock units | 346,500 | ||||||||
Total common shares | 24,880,602 | ||||||||
Warrant Activity | |||||||||
We typically issue warrants to purchase shares of our common stock to investors as part of a financing transaction or in connection with services rendered by placement agents or consultants. Our outstanding warrants expire on varying dates through December 2015. A summary of warrant activity is as follows: | |||||||||
Number of | Weighted | ||||||||
Shares | Average | ||||||||
Exercise Price | |||||||||
Outstanding — December 31, 2011 | 445,000 | $ | 5.04 | ||||||
Exercised | (50,000 | ) | 1.79 | ||||||
Outstanding — December 31, 2012 | 395,000 | $ | 5.45 | ||||||
Granted | 50,000 | 7.51 | |||||||
Outstanding — December 31, 2013 | 445,000 | $ | 6.39 | ||||||
Granted | — | — | |||||||
Outstanding — December 31, 2014 | 445,000 | $ | 6.39 | ||||||
Exercisable — December 31, 2014 | 445,000 | $ | 6.39 | ||||||
Net_Loss_Income_Per_Share
Net (Loss) Income Per Share | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Net (Loss) Income Per Share | 8. NET (LOSS) INCOME PER SHARE | ||||||||||||
Net (loss) income per share was computed by dividing net (loss) income by the weighted average number of common shares outstanding for the years ended December 31, 2014, 2013, and 2012: | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net (loss) income | $ | (45,719 | ) | $ | (62,134 | ) | $ | 94,201 | |||||
Weighted average shares—basic | 64,708,163 | 60,729,128 | 58,588,916 | ||||||||||
Net (loss) income per share—basic | $ | (0.71 | ) | $ | (1.02 | ) | $ | 1.61 | |||||
Weighted average shares—diluted | 64,708,163 | 60,729,128 | 64,637,256 | ||||||||||
Net (loss) income per share—diluted | $ | (0.71 | ) | $ | (1.02 | ) | $ | 1.46 | |||||
The following summarizes the amounts used in computing basic and diluted net income per share, for the year ended 2012: | |||||||||||||
Net Income | Weighted- | Net | |||||||||||
(numerator) | Average | Income | |||||||||||
Shares | Per Share | ||||||||||||
Outstanding | |||||||||||||
(Denominator) | |||||||||||||
Year Ended December 31, 2012 | |||||||||||||
Basic net income per share: | $ | 94,201 | 58,588,916 | $ | 1.61 | ||||||||
Diluted net income per share: | |||||||||||||
Dilutive preferred shares | 40,000 | ||||||||||||
Dilutive common stock options | 4,749,299 | ||||||||||||
Incremental common stock assumed issued on exercise of in-the-money warrants | 224,437 | ||||||||||||
Unvested restrictive stock awards | 1,034,604 | ||||||||||||
Diluted net income per share | $ | 94,201 | 64,637,256 | $ | 1.46 | ||||||||
Certain of our outstanding securities were excluded from the above calculation of net loss per share, using the treasury stock and if-converted method, as applicable, because their impact would have been anti-dilutive due to net loss per share: | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
2018 Convertible Notes | 11,401,284 | 343,600 | — | ||||||||||
Common stock options | 2,173,916 | 2,934,625 | — | ||||||||||
Restricted stock awards | 824,217 | 1,007,119 | — | ||||||||||
Common stock warrants | 120,702 | 160,816 | — | ||||||||||
Preferred stock | 40,000 | 40,000 | — | ||||||||||
Total | 14,560,119 | 4,486,160 | — | ||||||||||
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Measurements | 9. FAIR VALUE MEASUREMENTS | ||||||||||||||||
The table below summarizes certain asset and liability fair values that are included within our accompanying Consolidated Balance Sheets, and their designations among three fair value measurement categories: | |||||||||||||||||
December 31, 2014 | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Bank CDs | $ | — | $ | 244 | $ | — | $ | 244 | |||||||||
Money market currency funds | — | 66,945 | — | 66,945 | |||||||||||||
Equity securities | 9,959 | — | — | 9,959 | |||||||||||||
Mutual funds | — | 3,062 | — | 3,062 | |||||||||||||
Deferred compensation investments, including life insurance cash surrender value | — | 6,958 | — | 6,958 | |||||||||||||
$ | 9,959 | $ | 77,209 | $ | — | $ | 87,168 | ||||||||||
Liabilities: | |||||||||||||||||
Deferred executive compensation liability | — | 4,694 | — | 4,694 | |||||||||||||
Deferred development costs | — | — | 15,785 | 15,785 | |||||||||||||
Ligand Contingent Consideration | — | — | 4,901 | 4,901 | |||||||||||||
Talon CVR | — | — | 2,379 | 2,379 | |||||||||||||
Corixa Liability | — | — | 62 | 62 | |||||||||||||
$ | — | $ | 4,694 | $ | 23,127 | $ | 27,821 | ||||||||||
December 31, 2013 | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Bank CDs | $ | — | $ | 410 | $ | — | $ | 410 | |||||||||
Money market currency funds | 100,395 | — | 100,395 | ||||||||||||||
Mutual funds | — | 3,061 | — | 3,061 | |||||||||||||
Deferred compensation investments, including life insurance cash surrender value | — | 5,361 | — | 5,361 | |||||||||||||
Equity securities | 3,593 | — | — | 3,593 | |||||||||||||
$ | 3,593 | $ | 109,227 | $ | — | $ | 112,820 | ||||||||||
Liabilities: | |||||||||||||||||
Deferred executive compensation liability | — | 3,949 | — | 3,949 | |||||||||||||
Deferred development costs | — | — | 17,742 | 17,742 | |||||||||||||
Ligand Contingent Consideration | — | — | 4,000 | 4,000 | |||||||||||||
Talon CVR | — | — | 4,329 | 4,329 | |||||||||||||
$ | — | $ | 3,949 | $ | 26,071 | $ | 30,020 | ||||||||||
We did not have any transfers between Levels 1 and 2 for all periods presented. The following presents a roll forward of our liabilities for which we utilize Level 3 inputs in determining period-end value. These liabilities are included on our Consolidated Balance Sheets within “acquisition related contingent obligations” and “drug development liability, less current portion”. The basis of the Level 3 inputs utilized are discussed in the referenced Notes to these Consolidated Financial Statements for each. | |||||||||||||||||
Our carrying amounts of financial instruments such as cash equivalents, accounts receivable, prepaid expenses, accounts payable, and accrued liabilities, excluding acquisition related contingent consideration liabilities, approximate their related fair values due to their short-term nature. | |||||||||||||||||
Fair Value Measurements of | |||||||||||||||||
Unobservable Inputs | |||||||||||||||||
(Level 3) | |||||||||||||||||
Balance at December 31, 2012 | $ | 14,520 | |||||||||||||||
Transfers in (out) | — | ||||||||||||||||
Deferred development costs | 5,509 | ||||||||||||||||
Deferred payment contingency | (2,287 | ) | |||||||||||||||
Ligand Contingent Consideration | 4,000 | ||||||||||||||||
Talon CVR | 4,329 | ||||||||||||||||
Balance at December 31, 2013 | $ | 26,071 | |||||||||||||||
Transfers in (out) | — | ||||||||||||||||
Deferred development costs (see Note 14) | (1,957 | ) | |||||||||||||||
Deferred payment contingency (see Note 14) | — | ||||||||||||||||
Ligand Contingent Consideration (see Note 10(b)) | 901 | ||||||||||||||||
Talon CVR (see Note 10(a)) | (1,950 | ) | |||||||||||||||
Corixa Liability (see Note 15(b)(i)) | 62 | ||||||||||||||||
Balance at December 31, 2014 | $ | 23,127 | |||||||||||||||
Business_Combinations_and_Cont
Business Combinations and Contingent Consideration | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Business Combinations [Abstract] | |||||||||
Business Combinations and Contingent Consideration | 10. BUSINESS COMBINATIONS AND CONTINGENT CONSIDERATION | ||||||||
(a) Acquisition of Talon Therapeutics, Inc. | |||||||||
Talon Acquisition Overview | |||||||||
On July 17, 2013, we purchased all of the outstanding shares of common stock of Talon Therapeutics, Inc. (“Talon”). Through the acquisition of Talon, we gained worldwide rights to MARQIBO. The Talon purchase consideration comprised of (i) an aggregate upfront cash amount of $11.3 million, (ii) issuance of 3.0 million shares of our common stock, then equivalent to $26.3 million (based on a closing price of $8.77 per share on July 17, 2013), and (iii) the issuance of contingent value rights (“CVR”) initially valued at $6.5 million. The CVR was valued using a valuation model that probability-weights expected outcomes (ranging from 50% to 100%) and discounts those amounts to their present value, using a discount rate of 25% (these represent unobservable inputs and are therefore classified as Level 3 inputs – see Note 2 (xiii)). The CVR has a maximum payout of $195.0 million if all sales and regulatory approval milestones are achieved, as summarized below: | |||||||||
• | $5.0 million upon the achievement of net sales of MARQIBO in excess of $30.0 million in any calendar year | ||||||||
• | $10.0 million upon the achievement of net sales of MARQIBO in excess of $60.0 million in any calendar year | ||||||||
• | $25.0 million upon the achievement of net sales of MARQIBO in excess of $100.0 million in any calendar year | ||||||||
• | $50.0 million upon the achievement of net sales of MARQIBO in excess of $200.0 million in any calendar year | ||||||||
• | $100.0 million upon the achievement of net sales of MARQIBO in excess of $400.0 million in any calendar year | ||||||||
• | $5.0 million upon receipt of marketing authorization from the FDA regarding Menadione Topical Lotion | ||||||||
Talon CVR Fair Value as of December 31, 2014 and December 31, 2013 | |||||||||
The CVR fair value will continue to be evaluated on a quarterly basis. Current and future changes in its fair value results from the likelihood and timing of milestone achievement and/or the corresponding discount rate applied thereon. Adjustments to CVR fair value are recognized within “change in fair value of contingent consideration related to acquisitions” in the accompanying Consolidated Statements of Operations, and the CVR is presented at each reporting period within “acquisition-related contingent obligations” within long-term liabilities on the accompanying Consolidated Balance Sheets . | |||||||||
Fair Value | |||||||||
of Talon | |||||||||
CVR | |||||||||
December 31, 2013 | $ | 4,329 | |||||||
Fair value adjustment for the year ended December 31, 2014 | (1,950 | ) | |||||||
December 31, 2014 | $ | 2,379 | |||||||
Fair Value Estimate of Assets Acquired and Liabilities Assumed | |||||||||
Under the purchase method of accounting, the total purchase consideration is allocated to Talon net tangible and intangible assets acquired and liabilities assumed based on the estimated fair values as of the acquisition date. The following table summarizes the estimated fair value of the net assets acquired on July 17, 2013: | |||||||||
Cash and equivalents | $ | 131 | |||||||
Inventory | 611 | ||||||||
Prepaid expenses and other current assets | 109 | ||||||||
Property and equipment | 30 | ||||||||
Identifiable intangible assets | 44,500 | ||||||||
Total assets acquired | 45,381 | ||||||||
Accounts payable & accrued liabilities | 5,231 | ||||||||
Deferred tax liability | 6,576 | ||||||||
Total liabilities assumed | 11,807 | ||||||||
Net assets acquired | $ | 33,574 | |||||||
Goodwill | $ | 10,526 | |||||||
The acquired intangible assets consisted of (i) developed technology and in-process research and development (“IPR&D”) for MARQIBO treatment of acute lymphoblastic leukemia (“ALL”) and (ii) MARQIBO treatment of non-Hodgkin’s lymphoma (“NHL”) and other potential indications, as summarized in the table below: | |||||||||
Value of | Amortization | ||||||||
Intangible | Period* | ||||||||
Assets | |||||||||
Acquired | |||||||||
Developed technology —MARQIBO for ALL | $ | 26,900 | 81 months | ||||||
IPR&D —MARQIBO for NHL and other potential indications | 17,600 | (1 | ) | ||||||
Total identifiable intangible assets | $ | 44,500 | |||||||
* | Recognized on a straight-line basis. | ||||||||
-1 | IPR&D is an intangible asset classified as indefinite-lived until the completion or abandonment of the associated research and development effort, and will be amortized over an estimated useful life to be determined at the date the project is completed. IPR&D is not amortized during this period, but is periodically tested for impairment. | ||||||||
The fair value of the acquired IPR&D technology assets was estimated using the income approach. The income approach uses valuation techniques to convert future amounts to a single present amount (discounted). Our measurement is based on the value indicated by current market expectations about those future amounts. | |||||||||
Goodwill | |||||||||
Goodwill presented above of $10.5 million represents the difference of the Talon business purchase price of $44.1 million minus the net assets acquired of $33.6 million. This goodwill includes benefits that we believe will result from combining the operations of Talon with ours, as well as the know-how associated with the MARQIBO compounds for future product development. In accordance with applicable GAAP, we will not amortize goodwill associated with the Talon acquisition, though it will be subjected to annual impairment testing. This goodwill is not deductible for income tax purposes. | |||||||||
(b) Acquisition of Rights to Captisol-Enabled ® MELPHALAN | |||||||||
Overview of Acquisition of Rights to C-E MELPHALAN | |||||||||
In March 2013, we completed the acquisition of exclusive global development and commercialization rights to Captisol-enabled®, propylene glycol-free MELPHALAN (“C-E MELPHALAN”) for use as a conditioning treatment prior to autologous stem cell transplant for patients with multiple myeloma from CyDex Pharmaceuticals, Inc. a wholly-owned subsidiary of Ligand Pharmaceuticals Incorporated (“Ligand”) for an initial license fee of $3.0 million. | |||||||||
We accounted for this transaction as a business combination, which requires that assets acquired and liabilities assumed be recognized on the balance sheet at their fair values, which involves our estimates of future discounted cash flows as of the transaction date. | |||||||||
We are required to pay Ligand additional amounts up to an aggregate $66.0 million, upon the achievement of certain regulatory milestones and net sales thresholds (“Ligand Contingent Consideration”), and we also assumed full financial responsibility for its ongoing clinical and regulatory development program. We also must pay royalties of 20% on our future net sales of C-E MELPHALAN in all territories. | |||||||||
Consideration Transferred | |||||||||
The acquisition-date fair value of the consideration transferred consisted of the following items: | |||||||||
Cash consideration | $ | 3,000 | |||||||
Ligand Contingent Consideration | 4,700 | ||||||||
Total purchase consideration | $ | 7,700 | |||||||
Fair Value Estimate of Asset Acquired and Liability Assumed | |||||||||
The total purchase consideration is allocated to the acquisition of the net tangible and intangible assets based on their estimated fair values as of the closing date. The allocation of the total purchase price to the net assets acquired is as follows: | |||||||||
IPR&D—C-E MELPHALAN rights | $ | 7,700 | |||||||
We estimated the fair value of the in-process research and development using the income approach. The income approach uses valuation techniques to convert future amounts to a single present amount (discounted). Our measurement is based on the value indicated by current market expectations about those future amounts. The fair value estimate took into account our estimates of future incremental earnings that may be achieved upon regulatory approval, promotion, and distribution associated with the rights, and included estimated cash flows of approximately 10 years and a discount rate of approximately 25%. | |||||||||
The fair value of the contingent consideration liability assumed was determined using the probability of success and the discounted cash flow method of the income approach (representing unobservable inputs and are therefore classified as Level 3 inputs, which assumes that FDA approval of C-E MELPHALAN will occur on or about December 31, 2015. Upon receipt of FDA approval, we will be obligated to make a milestone payment of $6.0 million to Ligand. | |||||||||
Ligand Contingent Consideration Fair Value | |||||||||
The Ligand Contingent Consideration fair value will continue to be evaluated on a quarterly basis. Any changes in its fair value results from the likelihood and timing of milestone achievement and/or the corresponding discount rate applied thereon. Adjustments to Ligand Contingent Consideration fair value are recognized within “fair value of contingent consideration related to acquisitions” in the accompanying Consolidated Statements of Operations. | |||||||||
Fair Value of | |||||||||
Ligand | |||||||||
Contingent | |||||||||
Consideration | |||||||||
December 31, 2013 | $ | 4,000 | |||||||
Fair value adjustment for year ended December 31, 2014 | 901 | ||||||||
December 31, 2014 | $ | 4,901 | |||||||
(c) Allos Acquisition | |||||||||
We acquired Allos Therapeutics, Inc. (“Allos”) on September 5, 2012, which was accounted for as a business combination. Our total cash consideration for this acquisition was $205.2 million, through which we acquired FOLOTYN distribution rights. We have no contingent consideration obligations as part of this transaction. |
OutLicense_of_Marqibo_Zevalin_
Out-License of Marqibo, Zevalin, & C-E Melphalan in China Territory | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Text Block [Abstract] | |||||
Out-License of Marqibo, Zevalin, & C-E Melphalan in China Territory | 11. OUT-LICENSE OF MARQIBO, ZEVALIN, & C-E MELPHALAN IN CHINA TERRITORY | ||||
Overview of CASI Out-License | |||||
On September 17, 2014, we executed three product out-license agreements with a perpetual term (collectively, the “CASI Out-License”) with CASI Pharmaceuticals, Inc. (“CASI”), a publicly-traded biopharmaceutical company (NASDAQ: CASI) with a primary focus on the China market. Under the CASI Out-License, we granted CASI the exclusive rights to distribute two of our commercialized oncology drugs, ZEVALIN and MARQIBO, and our Phase 3 drug candidate, C-E MELPHALAN (“CASI Out-Licensed Products”) in greater China (which includes Taiwan, Hong Kong and Macau). In return, we received CASI equity for the rights related to ZEVALIN and C-E MELPHALAN and a secured promissory note for the rights related to MARQIBO. Additionally, under certain conditions which generally expire on September 17, 2019, we have a right to receive additional CASI common stock in order to maintain our post-investment ownership percentage if CASI issues securities. | |||||
CASI will be responsible for the development and commercialization of these three drugs, including the submission of import drug registration applications to regulatory authorities and conducting any confirmatory clinical studies in greater China. We will provide CASI with future commercial supply of the CASI Out-Licensed Products under typical market terms. | |||||
Proceeds Received | |||||
The proceeds we received, and its fair value on the CASI Out-License execution date, consisted of the following: | |||||
CASI common stock (a) (5.4 million shares) | $ | 8,649 | (a) | ||
CASI secured promissory note due March 17, 2016, net of fair value discount (b) ($1.5 million face value and 0.5% annual coupon) | 1,310 | (b) | |||
Total consideration received | $ | 9,959 | (c) | ||
• | Value determined based on the September 17, 2014 closing price of 5.4 million shares of CASI common stock on the NASDAQ Capital Market of $1.60 per share. Our intention is to hold these securities on a long-term basis. Accordingly, we have presented its value of $8.5 million as of December 31, 2014 within “other assets” (rather than “marketable securities”) on our accompanying Consolidated Balance Sheets. The change in the value of these securities at each reporting period is included in “other comprehensive income (loss), net” on the accompanying Consolidated Statement of Comprehensive Income (Loss). | ||||
• | Present value estimated using the terms of the $1.5 million promissory note, and the application of a synthetic debt rating based on CASI’s publicly-available financial information, and the prevailing interest yields on similar public debt securities as of September 17, 2014. | ||||
• | Presented within “deferred revenue” in the accompanying Consolidated Balance Sheets as of December 31, 2014. | ||||
In addition, CASI will be responsible for paying any royalties or milestones that we are obligated to pay to our third-party licensors resulting from the achievement of certain milestones and/or sales of CASI Out-Licensed Products, but only to the extent of the greater China portion of such royalties or milestones. | |||||
Recognition of Proceeds – License Fee Revenue | |||||
The $10.1 million value (undiscounted) of the upfront proceeds that we received from CASI are expected to be recognized in 2015 within “license fees and service revenue” through our Consolidated Statements of Operations. The timing of this revenue recognition will correspond with the pending execution of supply agreements with CASI. The pending supply agreements will allow CASI to procure CASI Out-Licensed Products directly from third parties (at their option), and in such case, will not require our future involvement for their supply. |
Revolving_Line_of_Credit
Revolving Line of Credit | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Revolving Line of Credit | 12. REVOLVING LINE OF CREDIT |
We entered into a credit agreement on September 5, 2012 with Bank of America, N.A, as the administrative agent and Wells Fargo Bank, N.A, as an initial lender (the “Credit Agreement”). The Credit Agreement provided us with a committed $50 million revolving line of credit facility (the “Credit Facility”). The Credit Facility was repaid in full, then immediately terminated, on December 20, 2013 in connection with the sale and issuance of our 2018 Convertible Senior Notes (see Note 13). | |
We recognized $1.2 million and $0.5 million within “interest expense” in 2013 and 2012, respectively, for this retired Credit Facility on the accompanying Consolidated Statement of Operations. |
Convertible_Senior_Notes
Convertible Senior Notes | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Text Block [Abstract] | |||||||||
Convertible Senior Notes | 13. CONVERTIBLE SENIOR NOTES | ||||||||
On December 17, 2013, we entered into an agreement for the sale of $120 million aggregate principal amount of 2.75% Convertible Senior Notes due December 2018 (the “2018 Convertible Notes”). The 2018 Convertible Notes are convertible into shares of our common stock at a conversion rate of 95 shares per $1,000 principal amount of the 2018 Convertible Notes, totaling 11.4 million common shares if fully converted. The in-the-money conversion price is equivalent to $10.53 per common share. The conversion rate and conversion price is subject to adjustment under certain limited circumstances. The 2018 Convertible Notes bear interest at a rate of 2.75% per year, payable semiannually in arrears on June 15 and December 15 of each year, beginning on June 15, 2014. The 2018 Convertible Notes will mature and become payable on December 15, 2018, subject to earlier conversion into common stock at the holders’ option. | |||||||||
The sale of the 2018 Convertible Notes closed on December 23, 2013 and our net proceeds were $115.4 million, after deducting banker and professional fees of $4.6 million. We used a portion of these net proceeds to simultaneously enter into “bought call” and “sold warrant” transactions with Royal Bank of Canada (collectively, the “Note Hedge”). We recorded the Note Hedge on a net cost basis of $13.1 million, as a reduction to “additional paid-in capital” in our accompanying Consolidated Balance Sheets. The Note Hedge transaction is not expected to be marked-to-market through earnings or comprehensive income in future reported periods. | |||||||||
We entered into Note Hedge transactions to reduce the potential dilution to our stockholders and/or offset any cash payments that we are required to make in excess of the principal amount, upon conversion of the 2018 Convertible Notes (in the event that the market price of our common stock is greater than the conversion price). The strike price of the “bought call” is equal to the conversion price and conversion rate of the 2018 Convertible Notes, matching the 11.4 million common shares the 2018 Convertible Notes may be converted into. The strike price of our “sold warrant” is $14.03 per share of our common stock, and is also for 11.4 million common shares. | |||||||||
Prior to June 15, 2018, holders may convert all or a portion of their 2018 Convertible Notes only under any of the following circumstances: (1) during any fiscal quarter (and only during such fiscal quarter), if, for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on the last trading day of the immediately preceding fiscal quarter, the last reported sale price of our common stock on such trading day is greater than or equal to 130% of the applicable conversion price on such trading day; (2) during the five consecutive business day period immediately following any five consecutive trading day period in which, for each trading day of that measurement period, the trading price per $1,000 principal amount of 2018 Convertible Notes for such trading day was less than 98% of the product of (i) the last reported sale price of our common stock on such trading day and (ii) the applicable conversion rate on such trading day; (3) upon the occurrence of certain corporate transactions; and (4) at any time prior to our stockholders’ approval to settle the 2018 Convertible Notes in our common shares and/or cash. On and after June 15, 2018, and until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or a portion of their 2018 Convertible Notes. | |||||||||
As of December 31, 2014, the 2018 Convertible Notes are eligible to be converted into common stock, based on the above element (4) being met, since our stockholders’ approval of this flexible settlement feature has not yet occurred. | |||||||||
We initially may only settle conversions of the 2018 Convertible Notes by delivering shares of our common stock. However, if we obtain stockholder approval, we may, at our election, settle conversions of the 2018 Convertible Notes by paying or delivering, as the case may be, cash, shares of common stock, or a combination of cash and shares of common stock. | |||||||||
The carrying value of the 2018 Convertible Notes as of December 31, 2014 is summarized as follows: | |||||||||
Principal amount | $ | 120,000 | |||||||
(Less): Unamortized debt discount (amortized through December 2018) | (23,702 | ) | |||||||
December 31, 2014 | $ | 96,298 | |||||||
As of December 31, 2014, the estimated aggregate fair value of the 2018 Notes is $113.2 million, which is less than its principal amount of $120 million, largely since the conversion feature of the 2018 Notes was, and remains, out-of-the money. This estimated fair value represents a Level 2 measurement (see Note 2(xiii)) based upon its December 31, 2014 quoted bid price in a thinly-traded market. | |||||||||
The following table sets forth the components of total “interest expense, net” recognized in the accompanying Consolidated Statements of Operations for the 2018 Convertible Notes for the years ended December 31, 2014 and 2013: | |||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | ||||||||
Contractual coupon interest expense | $ | 3,300 | $ | 73 | |||||
Amortization of debt issuance costs | 599 | 43 | |||||||
Accretion of debt discount | 4,818 | 101 | |||||||
Total | $ | 8,717 | $ | 217 | |||||
Effective interest rate | 8.66 | % | 8.59 | % |
Mundipharma_Agreement
Mundipharma Agreement | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Text Block [Abstract] | |||||||||||||
Mundipharma Agreement | 14. MUNDIPHARMA AGREEMENT | ||||||||||||
As the result of our acquisition of Allos Therapeutics, Inc. on September 5, 2012 (through which we obtained distribution rights for FOLOTYN), we assumed its obligations under an active strategic collaboration agreement with a third-party, Mundipharma (the “Mundipharma Collaboration Agreement”). Under the Mundipharma Collaboration Agreement, we retained full commercialization rights for FOLOTYN in the U.S. and Canada, with Mundipharma having exclusive rights to commercialize FOLOTYN in all other countries in the world (the “Mundipharma Territories”). | |||||||||||||
On May 29, 2013, the Mundipharma Collaboration Agreement was amended and restated (the “Amended Munipharma Collaboration Agreement”), in order to modify: (i) the scope of the licensed territory, (ii) milestone payments, (iii) royalty rates, and (iv) drug development obligations. In connection with the Amended Munipharma Collaboration Agreement, we received a one-time $7.0 million payment from Mundipharma for certain research and development activities to be performed by us. | |||||||||||||
As a result of the Amended Mundipharma Collaboration Agreement, (a) Europe and Turkey were excluded from Mundipharma’s commercialization territory, (b) we may receive regulatory milestone payments of up to $16.0 million, and commercial progress and sales-dependent milestone payments of up to $107.0 million, (c) we will receive tiered double-digit royalties based on net sales of FOLOTYN within Mundipharma’s licensed territories, and (d) we and Mundipharma will bear our own FOLOTYN development costs. | |||||||||||||
We recorded the initial September 2012 fair value of the related drug development liability of $12.3 million, using the discounted cash flow method of the income approach. The fair value of this liability was determined to be $15.8 million as of December 31, 2014 (inclusive of the $7.0 million payment received from Mundipharma). This value is included in the current and long-term portions of “drug development liability” within the accompanying Consolidated Balance Sheets, and it includes our assumptions about personnel needed to perform these research and development activities, third party costs for projected clinical trial enrollment, and patient treatment-related follow up through approximately 2031. | |||||||||||||
We will assess this liability at each subsequent reporting date and record its adjustment through “research and development” expense in our Consolidated Statements of Operations. | |||||||||||||
Year Ended December 31, | |||||||||||||
Drug | Drug | Total Drug | |||||||||||
Development | Development | Development | |||||||||||
Liability, | Liability, | Liability – | |||||||||||
Current – | Long Term – | FOLOTYN | |||||||||||
FOLOTYN | FOLOTYN | ||||||||||||
Balance at December 31, 2013 | $ | 3,119 | $ | 14,623 | $ | 17,742 | |||||||
Transfer from long term to current in 2014 | (21 | ) | 21 | — | |||||||||
(Less): Expenses incurred in 2014 | (1,957 | ) | — | (1,957 | ) | ||||||||
Balance at December 31, 2014 | $ | 1,141 | $ | 14,644 | $ | 15,785 | |||||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies | 15. COMMITMENTS AND CONTINGENCIES | ||||
(a) Facility and Equipment Leases | |||||
We lease our principal executive office in Henderson, Nevada under a non-cancelable operating lease expiring May 31, 2019. We also lease our research and development and administrative facility in Irvine, California under a non-cancelable operating lease expiring May 31, 2019, in addition to several other administrative office leases. Each lease agreement contains scheduled rent increases which are accounted for on a straight-line basis. Our total rental expense in 2014, 2013, and 2012 was $1.9 million, $1.2 million, and $0.9 million, respectively. | |||||
Our future minimum lease payments are as follows: | |||||
Year ending December 31, | Operating Lease | ||||
Minimum | |||||
Payments | |||||
2015 | $ | 1,210 | |||
2016 | 1,150 | ||||
2017 | 1,120 | ||||
2018 | 1,155 | ||||
2019 | 460 | ||||
$ | 5,095 | ||||
(b) Licensing Agreements, Co-Development Agreements and Milestone Payments | |||||
Our drug candidates are being developed pursuant to license agreements that provide us with territory-specific rights to its manufacture, sublicense, and sale. We are generally responsible for all development costs, patent filings and maintenance costs, sales and marketing costs, and liability insurance costs. We are also obligated to make certain milestone payments to third parties upon the achievement of regulatory and sales milestones that are specified in these license agreements. We estimate and present a corresponding liability on our Consolidated Balance Sheets when amounts are probable and reasonably estimable. In addition, we are obligated to pay royalties based on our current and future net sales of in-licensed products. Our most significant of these agreements for our commercialized products and products in development are listed and summarized below: | |||||
(i) ZEVALIN U.S.: In-Licensing and development in the U.S. | |||||
In December 2008, we acquired rights to commercialize and develop ZEVALIN in the U.S. as the result of a transaction with a third-party, Cell Therapeutics, Inc. (“CTI”) through our wholly-owned subsidiary, RIT Oncology LLC (“RIT”). | |||||
In accordance with the terms of assumed contracts, we are required to meet specified payment obligations, including a milestone payment to Corixa Corporation of $5.0 million based on ZEVALIN sales in the U.S. (the “Corixa Liability”). This milestone has not yet been met, and $0.1 million for this potential milestone achievement is included within “acquisition-related contingent obligations” in our accompanying December 31, 2014 Consolidated Balance Sheet. Our U.S. net sales-based royalties are in the low to mid-single digits to Genentech, Inc. and mid-single digits to Corixa. | |||||
(ii) ZEVALIN Ex-U.S.: In-License and Asset Purchase Agreement with Bayer Pharma | |||||
In April 2012, through our wholly-owned subsidiary, Spectrum Pharmaceuticals Cayman, L.P., we completed the acquisition of licensing rights to market ZEVALIN outside of the U.S. from Bayer Pharma AG (“Bayer”). ZEVALIN is currently approved in more than 40 countries outside the U.S. for the treatment of B-cell non-Hodgkin lymphoma, including countries in Europe, Latin America and Asia. | |||||
In consideration for the rights granted under the agreement, concurrent with the closing, we paid Bayer a one-time fee of €19.0 million. Our ex-U.S. net sales-based royalty to Bayer ranges between the single digits to mid-teens. Unless earlier terminated, the term of the agreement continues until the expiration of the last-to-expire patent covering the sale of a licensed product in the relevant country, or 15 years from the date of first commercial sale of the licensed product in such country, whichever is longer. | |||||
(iii) ZEVALIN Ex-U.S.: Out-License Agreement with Dr. Reddy’s | |||||
Effective June 27, 2014, we executed an exclusive License Agreement with Dr. Reddy’s Laboratories Ltd. (“Dr. Reddy’s”), for the distribution rights of ZEVALIN within India. The agreement term is fifteen years from the receipt of pending approval of ZEVALIN from the Drug Controller General of India. On December 17, 2014, upon the execution of a supply agreement, an upfront and non-refundable payment of $0.5 million was triggered and was paid to us in February 2015. This upfront payment will be recognized on a straight line basis, upon the first delivery of ZEVALIN product to Dr. Reddy’s within “license fee and service revenue” (aggregating $3 million) on the Consolidated Statement of Operations. Additionally, sales and regulatory milestones will become due to us as they are achieved by Dr. Reddy’s, as well as a 20% royalty on their net sales of ZEVALIN in India. | |||||
(iv) FUSILEV: Amended and Restated In-License Agreement with Merck & Cie AG | |||||
In May 2006, we amended and restated a license agreement with Merck & Cie AG (“Merck”), which we assumed in connection with our March 2006 acquisition of the assets of Targent. Pursuant to the license agreement with Merck, we obtained the exclusive license to use regulatory filings related to FUSILEV and a non-exclusive license under certain patents and know-how to develop, manufacture, use, and sell FUSILEV in the field of oncology in North America in return for a royalty percentage (in the mid-single digits) of net sales. Merck is eligible to receive a $0.2 million payment from us upon the achievement of a FDA approval of an oral form of FUSILEV. This milestone has not yet been met, and no amounts have been accrued in our accompanying Consolidated Balance Sheets for its potential achievement. | |||||
(v) FOLOTYN: In-License Agreement with Sloan-Kettering Institute, SRI International and Southern Research Institute | |||||
In December 2002, Allos entered into the FOLOTYN License Agreement with Sloan-Kettering Institute for Cancer Research, SRI International, and Southern Research Institute. As a result of Allos becoming our wholly owned subsidiary in September 2012, we are bound by the FOLOTYN License Agreement under which we obtained exclusive worldwide rights to a portfolio of patents and patent applications related to FOLOTYN and its uses. Under the terms of the FOLOTYN License Agreement, we are required to fund all development programs and have sole responsibility for all commercialization activities. In addition, we pay graduated royalties to our licensors based on our (including sub licensees) worldwide annual net sales of FOLOTYN. Royalties are 8% of annual worldwide net sales up to $150 million; 9% of annual worldwide net sales of $150 million through $300 million; and 11% of annual worldwide net sales in excess of $300 million. | |||||
(vi) FOLOTYN: Out-License Agreement with Mundipharma | |||||
We have out-licensed FOLOTYN distribution rights to Munidpharma. We may receive regulatory milestone payments of up to $16 million and commercial progress and sales-dependent milestone payments of up to $107 million. We also receive tiered double-digit royalties based on Mundipharma’s net sales of FOLOTYN within their licensed territories. | |||||
(vii) C-E MELPHALAN: In-License Agreement with Cydex Pharmaceuticals, Inc. | |||||
In March 2013, we completed the acquisition of exclusive global development and commercialization rights to C-E MELPHALAN from Ligand (see Note 10(b)). In April 2014, we reported that C-E MELPHALAN had met its primary endpoint in a pivotal trial for use as a conditioning treatment prior to autologous stem cell transplant for patients with multiple myeloma, and as a result, we filed an NDA with the FDA in December 2014. | |||||
We assumed full responsibility for its ongoing clinical and regulatory development program. We are required to pay Ligand additional amounts of up to $66 million, upon achievement of certain regulatory milestones and net sales thresholds, which we have valued at $4.9 million and $4.0 million within “acquisition-related contingent obligations” in our accompanying Consolidated Statements of Operations as of December 31, 2014 and December 31, 2013, respectively. We will also pay royalties of 20% on our net sales of licensed products in all territories. | |||||
(viii) MARQIBO: Agreement with Talon Therapeutics, Inc. | |||||
In July 2013, we completed the acquisition of Talon, through which we obtained exclusive global development and commercialization rights to MARQIBO (see Note 10(a)). As part of this acquisition, we issued the former Talon stockholders contingent value rights (“CVR”) that we have valued and presented on our accompanying Consolidated Balance Sheets as a $2.4 million and $4.3 million liability within “acquisition-related contingent obligations” as of December 31, 2014 and December 31, 2013, respectively. The CVR has a maximum payout of $195 million if all sales and regulatory approval milestones are achieved. | |||||
(ix) APAZIQUONE: License Agreement with Allergan, Inc. | |||||
In October 2008, we entered into an exclusive development and commercialization collaboration agreement with Allergan for APAZIQUONE. Pursuant to the terms of the agreement, Allergan paid us an up-front non-refundable fee of $41.5 million at closing (which we have amortized through revenue within “license fees and service revenue” in full as of December 31, 2013). | |||||
In January 2013, we entered into a second amendment to the license, development, supply and distribution agreement with Allergan to amend the agreement and reacquire the rights originally licensed to Allergan in the U.S., Europe, and other territories in exchange for a tiered single-digit royalty on net sales of certain products containing APAZIQUONE, and relieved Allergan of its development and commercialization obligations. | |||||
As a result of this amendment to the agreement, Allergan has no remaining obligations to us. Additionally, we will be obligated to pay any royalties to certain licensors of underlying intellectual property, as well as to provide indemnification of Allergan for claims arising from the manufacture, development, or commercialization of pharmaceutical products containing APAZIQUONE by us. | |||||
(x) APAZIQUONE: Collaboration Agreement with Nippon Kayaku Co. LTD. | |||||
In November 2009, we entered into a collaboration agreement with Nippon Kayaku Co., LTD. (“Nippon Kayaku”) for the development and commercialization of APAZIQUONE in Asia, except North and South Korea (the “Nippon Kayaku Territory”). In addition, Nippon Kayaku received exclusive rights to APAZIQUONE for the treatment of non-muscle invasive bladder cancer in Asia (other than North and South Korea), including Japan and China. Nippon Kayaku will conduct APAZIQUONE clinical trials in the Nippon Kayaku Territory pursuant to a development plan. Further, Nippon Kayaku will be responsible for all expenses relating to the development and commercialization of APAZIQUONE in the Nippon Kayaku Territory. | |||||
Pursuant to the terms of this agreement, Nippon Kayaku paid us an upfront fee of $15 million (which we have amortized through revenue within “license fees and service revenue” in full as of December 31, 2013). Nippon Kayaku is also obligated to make additional payments to us based on the achievement of certain development, regulatory and commercialization milestones. Under the terms of the agreement, we are entitled to payment of $10 million and $126 million upon achievement of certain regulatory and commercialization milestones, respectively. Also, Nippon Kayaku has agreed to pay us royalties based on a percentage of net sales of the subject products in the defined territory in the mid-teen digits. | |||||
(xi) BELEODAQ: In-Licensing and Collaboration Agreement with TopoTarget | |||||
In February 2010, we entered into a licensing and collaboration agreement with TopoTarget A/S (now Onxeo DK) (“TopoTarget”), as amended in October 2013, for the development and commercialization of BELEODAQ. The agreement provides that we have the exclusive right to manufacture, develop, and commercialize BELEODAQ in North America and India, with an option for China. Pursuant to the terms of this agreement, we paid TopoTarget an upfront fee of $30.0 million in 2010. | |||||
Under continuing terms, all development, including studies, will be conducted under a joint development plan, which we will fund 70% of such costs, and TopoTarget will fund 30%. We have final decision-making authority for all developmental activities in North America and India (and China upon exercise of our option). TopoTarget has final decision-making authority for all developmental activities in all other jurisdictions. In February 2014, upon FDA acceptance of our new drug application, we issued 1.0 million shares of our common stock, and made a $10.0 million milestone payment to TopoTarget. The aggregate payout value of this first milestone at achievement was $17.8 million, and is recognized within “research and development” of the accompanying Consolidated Statement of Operations for the year ended December 31, 2014. | |||||
In July 2014, we received approval from the FDA for BELEODAQ’s use for injection for the treatment of PTCL, and as a result, we paid a second milestone payment to TopoTarget of $25.0 million in November 2014, which we capitalized as an amortizable intangible asset. Other potential milestone payments due upon BELEODAQ regulatory achievements and sales thresholds (aggregating $278.0 million) are not included within “total liabilities” in our accompanying Consolidated Balance Sheets. | |||||
We will pay TopoTarget future royalties in the mid-teen digits based on our net sales of BELEODAQ. The agreement will continue until the expiration of the last royalty payment period in the last country in the defined territory with certain provisions surviving, unless earlier terminated in accordance with its terms. | |||||
(xii) SPI-2012: Co-Development and Commercialization Agreement with Hanmi Pharmaceutical Company | |||||
In January 2012, we entered into a co-development and commercialization agreement, as amended in March 2014, and in October 2014 we entered into a License, Development and Supply Agreement with Hanmi Pharmaceutical Co., Ltd. (“Hanmi”), for SPI-2012, formerly known as “LAPS-GCSF”, a drug for the treatment of chemotherapy induced neutropenia based on Hanmi’s proprietary LAPSCOVERY™ Technology. Under the terms of the agreement, as amended, we have primary financial responsibility for the SPI-2012 development plan. We have worldwide rights, except for Korea, China, and Japan. We will also be responsible for milestone payments related to SPI-2012 regulatory approvals and sales thresholds (aggregating $238 million), which are not included within “total liabilities” in our accompanying Consolidated Balance Sheets. We will pay Hamni royalties in the mid-teen digits on our net sales of SPI-2012. | |||||
(xiii) Poziotinib: In-Licensing Agreement with Hanmi | |||||
In February 2015, we executed an in-license agreement with Hanmi Pharmaceutical Co., Ltd for Poziotinib, a pan-HER inhibitor in Phase 2 clinical trials, for an upfront payment. Poziotinib has shown single agent activity in the treatment of various cancer types during Phase I studies, including breast, gastric, colorectal and lung cancers. Under the terms of this agreement, we received the exclusive rights to commercialize this drug, excluding Korea and China. Hanmi, and its development partners, will bear full responsibility for the on-going Phase 2 trials, and we will bear full financial responsibility of its development thereafter. We will pay Hanmi future regulatory and sales-dependent milestones (aggregating $358 million), which are not included within “total liabilities” in our accompanying Consolidated Balance Sheets. We will pay Hanmi royalties in the low to mid-teen digits on our net sales of Poziotinib. | |||||
(c) Service Agreements | |||||
In connection with the research and development of our drug products, we have entered into contracts with numerous third party service providers, such as radio-pharmacies, distributors, clinical trial centers, clinical research organizations, data monitoring centers, and with drug formulation, development and testing laboratories. The financial terms of these agreements are varied and generally obligate us to pay in stages, depending on achievement of certain events specified in the agreements, such as contract execution, reservation of service or production capacity, actual performance of service, or the successful accrual and dosing of patients. | |||||
At each period end, we accrue for all services received, with such accruals based on factors such as estimates of work performed, patient enrollment, completion of patient studies and other events. Should we decide to discontinue and/or slow-down the work on any project, the associated costs for those projects would be limited to the extent of the work completed. Generally, we are able to terminate these contracts due to the discontinuance of the related project(s) and thus avoid paying for the services that have not yet been rendered. | |||||
(d) Supply Agreements | |||||
We have entered into certain supply agreements, or have issued purchase orders, which require us to make minimum purchases from vendors for the manufacture of our products. These commitments do not exceed our planned commercial requirements (except for certain amounts accrued for within the accompanying Consolidated Financial Statements), and the contracted prices do not exceed their fair market value. | |||||
(e) Employment Agreements | |||||
We have entered into an employment agreement with our Chief Executive Officer under which cash compensation and benefits would become payable in the event of termination by us for any reason other than cause, his resignation for good reason, or upon a change in control of our Company. | |||||
(f) Deferred Compensation Plan | |||||
The Spectrum Pharmaceuticals, Inc. Deferred Compensation Plan (the “DC Plan”) is administered by the Compensation Committee of our Board of Directors and is intended to comply with the requirements of Section 409A of the Internal Revenue Code of 1986, as amended. | |||||
The DC Plan is maintained to provide deferred compensation benefits for a select group of our employees (the “DC Participants”). Under the DC Plan, we provide the DC Participants with the opportunity to make annual elections to defer up to a specified amount or percentage of their eligible cash compensation, and we have the option to make discretionary contributions. At December 31, 2014 and December 31, 2013, this DC Plan liability was $4.7 million and $3.9 million, respectively, and is included within “other long-term liabilities” in the accompanying Consolidated Balance Sheets. | |||||
(g) Litigation | |||||
We are involved with various legal matters arising in the ordinary course of business. We make provisions for liabilities when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Such provisions are reviewed at least quarterly and adjusted to reflect the impact of any settlement negotiations, judicial and administrative rulings, advice of legal counsel, and other information and events pertaining to a particular case. Litigation is inherently unpredictable. Although the ultimate resolution of these various matters cannot be determined at this time, we do not believe that such matters, individually or in the aggregate, will have a material adverse effect on our consolidated results of operations, cash flows or financial condition. | |||||
We are presently responding to Abbreviated New Drug Applications (“ANDAs”) filed by companies seeking to launch generic forms of FUSILEV and to certain shareholder suits that purportedly stem from our March 12, 2013 press release, in which we announced anticipated changes in customer ordering patterns of FUSILEV. These complaints allege that, as a result of the March 12, 2013 press release, our stock price declined. | |||||
FUSILEV ANDA Litigation | |||||
On January 20, 2012, March 2, 2012, June 18, 2014, and January 23, 2015 respectively, we filed suit against Sandoz Inc., Innopharma Inc., Ben Venue Laboratories, Inc., and Amneal Pharmaceuticals, Inc. respectively, following Paragraph IV certifications in connection with their filing separate ANDAs, to manufacture a generic version of FUSILEV. We filed the lawsuits in the U.S. District Court for the Districts of Nevada and Delaware seeking to enjoin the approval of their ANDAs plus recovery of our litigation fees and costs incurred in such matters. On December 9, 2013, three Mylan entities collaborating with Innopharma were joined to Innopharma case. On November 24, 2014 the complaint in the Ben Venue case was amended to substitute the original defendant Ben Venue Laboratories, Inc. with successors West-Ward Pharmaceutical Corp. and Eurohealth International SARL. A trial took place in the Sandoz case from January 12, 2015 through January 20, 2015 in the U.S. District Court for the District of Nevada and on February 20, 2015 the district court found the asserted claims of the patent covering FUSILEV invalid. On February 27, 2015 the Company filed its Notice of Appeal. On March 6, 2015 the Court of Appeals for the Federal Circuit temporarily enjoined Sandoz from launching its proposed levo-leucovorin products pending the court’s decision on Spectrum’s motion for an injunction pending appeal. The ultimate outcome of these proceedings is uncertain. | |||||
FOLOTYN ANDA Litigation | |||||
On June 19, 2014, we filed a lawsuit against five parties resulting from Paragraph IV certifications in connection with four separate ANDAs to manufacture a generic version of FOLOTYN: (1) Teva Pharmaceuticals USA, Inc., (2) Sandoz Inc., (3) Fresenius Kabi USA, LLC, and (4) Dr. Reddy’s Laboratories, Ltd., and Dr. Reddy’s Laboratories, Inc. We filed the lawsuit in the U.S. District Court for the District of Delaware seeking to enjoin the approval of their ANDAs plus recovery of our litigation fees and costs. A trial date of September 12, 2016 has been set in the FOLOTYN lawsuit in the U.S. District Court for the District of Delaware. While we believe our patent rights are strong, the ultimate outcome of such action is uncertain. | |||||
Shareholder Litigation | |||||
John Perry v. Spectrum Pharmaceuticals, Inc. et al. (Filed March 14, 2013 in United States District Court, District of Nevada; Case Number 2:2013-cv-00433-LDG-CWH). This putative consolidated class action raises substantially identical claims and allegations against defendants Spectrum Pharmaceuticals, Inc., Dr. Rajesh C. Shrotriya, Brett L. Scott, and Joseph Kenneth Keller. The alleged class period is August 8, 2012 to March 12, 2013. The lawsuits allege a violation of Section 10(b) of the Securities Exchange Act of 1934 against all defendants and control person liability, as a violation of Section 20(b) of the Securities Exchange Act of 1934, against the individual defendants. The claims purportedly stem from the Company’s March 12, 2013 press release, in which it announced that it anticipated a change in ordering patterns of FUSILEV. The complaints allege that, as a result of the March 12, 2013 press release, the Company’s stock price declined. The complaints further allege that during the putative class period certain defendants made misleadingly optimistic statements about FUSILEV sales, which inflated the trading price of Company stock. The lawsuits seek relief in the form of monetary damages, costs and fees, and any other equitable or injunctive relief that the court deems appropriate. On March 21, 2014, the Court entered an order appointing Arkansas Teacher Retirement System as lead plaintiff. On May 20, 2014, Arkansas Teacher Retirement System filed a consolidated amended class action complaint. On July 18, 2014, we filed a motion to dismiss the consolidated amended class action complaint. On September 19, 2014, Arkansas Teacher Retirement System filed an opposition to our motion to dismiss. On October 17, 2014, we filed a reply in support of our motion to dismiss. | |||||
Timothy Fik v. Rajesh C. Shrotriya, et al. (Filed April 11, 2013 in United States District Court, District of Nevada; Case Number 2:2013-cv-00624-JCM-CWH); Christopher J. Watkins v. Rajesh C. Shrotriya, et al. (Filed April 22, 2013 in United States District Court, District of Nevada; Case Number 2:2013-cv-00684-JCM-VCF); and Stefan Muenchhagen v. Rajesh C. Shrotriya, et al. (Filed May 28, 2013; Case Number 2:2013-cv-00942-APG-PAL). These derivative complaints are brought by the respective purported shareholders on behalf of nominal plaintiff Spectrum against certain current and former directors and officers. The complaints generally allege breaches of fiduciary based on conduct relating to the events alleged in the consolidated Perry action. The complaints seek compensatory damages, corporate governance reforms, restitution and disgorgement of defendants’ alleged profits, and costs and fees. These actions are stayed pending resolution of the federal securities class action. | |||||
Hardik Kakadia v. Rajesh C. Shrotriya, et al. (Filed April 23, 2013 in the Eighth Judicial District Court of the State of Nevada in and for Clark County; Case Number A-13-680643-B); and Joel Besner v. Rajesh C. Shrotriya, et al. (Filed May 31, 2013; Case Number A-13-682668-C) (collectively the “State Derivative Actions”). These consolidated State Derivative Actions are brought by the respective purported shareholders on behalf of nominal plaintiff Spectrum Pharmaceuticals, Inc. and are substantially similar to the consolidated federal derivative actions. These actions are stayed pending resolution of the federal securities class action. | |||||
(h) SEC Subpoena | |||||
On April 1, 2013, we received a subpoena from the SEC for documents pursuant to a formal order of investigation. The subpoena followed our March 12, 2013 announcement that we anticipated a change in customer ordering patterns of FUSILEV. We continue to cooperate with this SEC investigation, though we cannot predict its outcome, or the timing of resolution. | |||||
(i) Notice from HRSA | |||||
We received a notice on October 10, 2014 from the U.S. Health Resources and Services Administration, Office of Pharmacy Affairs (“HRSA”). In this notice the HRSA asserts that for at least one of our products with an “orphan drug” designation under section 526 of the Federal Food, Drug, and Cosmetic Act, we did not make the product(s) available for purchase, at the applicable 340B price; as a result, the notice asserts that we have certain undefined amounts due to Covered Entities (see below) based on our previously made and reported product sales. | |||||
The 340B price is a discounted price for covered outpatient drugs that manufacturers participating in Medicaid (which includes us) agree to make available to certain providers that participate in the 340B drug discount program (“Covered Entities”). We continue to investigate this matter in order to properly respond to HRSA. Nonetheless, we believe that our pricing to Covered Entities has complied with all applicable legal requirements. Since we only make provisions for liabilities when it is both probable that a liability has been incurred, and the amount can be reasonably estimated, we have not recorded a liability for this pending matter as of December 31, 2014. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Taxes | 16. INCOME TAXES | ||||||||||||
The components of (loss) income before (provision) benefit for income taxes are as follows: | |||||||||||||
For the Years Ended | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
United States | $ | (37,327 | ) | $ | (30,437 | ) | $ | 82,165 | |||||
Foreign | (6,205 | ) | (6,199 | ) | (2,235 | ) | |||||||
Total | $ | (43,532 | ) | $ | (36,636 | ) | $ | 79,930 | |||||
The provision (benefit) for income taxes consist of the following: | |||||||||||||
For the Years Ended | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | 1,529 | $ | (8,357 | ) | $ | 16,222 | ||||||
State | 126 | (691 | ) | 3,412 | |||||||||
Foreign | 29 | — | — | ||||||||||
$ | 1,684 | $ | (9,048 | ) | $ | 19,634 | |||||||
Deferred: | |||||||||||||
Federal | 495 | 36,183 | (24,013 | ) | |||||||||
State | 7 | (1,637 | ) | (9,892 | ) | ||||||||
Foreign | — | — | — | ||||||||||
502 | 34,546 | (33,905 | ) | ||||||||||
Total income tax provision (benefit) | $ | 2,186 | $ | 25,498 | $ | (14,271 | ) | ||||||
The 2014 income tax provision includes $1.5 million related to the correction of our prior year estimates of carryback of federal net operating losses, book tax differences on acquisition-related liabilities, and credits ineligible for offset against federal income taxes. Management has evaluated the materiality of these adjustments quantitatively and qualitatively, and has concluded that the corrections are immaterial to the accompanying Consolidated Financial Statements, taken as a whole. | |||||||||||||
The income tax provision (benefit) differs from that computed using the federal statutory rate applied to income before taxes as follows: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Tax provision (benefit) computed at the federal statutory rate | $ | (15,236 | ) | $ | (12,822 | ) | $ | 27,975 | |||||
State tax, net of federal benefit | 66 | (246 | ) | 2,442 | |||||||||
Expired tax attributes | — | — | — | ||||||||||
Research credits | (2,134 | ) | (2,254 | ) | (2,129 | ) | |||||||
Benefits from credit study | — | — | (4,148 | ) | |||||||||
Common stock warrant liability | — | — | — | ||||||||||
Transaction costs | (11 | ) | 880 | 1,497 | |||||||||
Officers compensation | 1,895 | 2,178 | 2,908 | ||||||||||
Stock based compensation | 299 | 501 | 134 | ||||||||||
Permanent items and other | 21,742 | (1,080 | ) | 2,111 | |||||||||
Domestic manufacturing deduction | (630 | ) | 767 | (1,262 | ) | ||||||||
Tax differential on foreign earnings | 1,570 | 1,123 | 382 | ||||||||||
Change in tax rate | (519 | ) | (283 | ) | 338 | ||||||||
Valuation allowance | (4,856 | ) | 36,734 | (44,519 | ) | ||||||||
Income tax provision (benefit) | $ | 2,186 | $ | 25,498 | $ | (14,271 | ) | ||||||
On December 17, 2014 President Obama signed the Tax Increase Prevention Act., which reinstated the U.S. federal research and development tax credit retroactively from January 1, 2014 through December 31, 2014. The tax benefit resulting from such reinstatement is reflected in our 2014 tax provision. | |||||||||||||
Significant components of our deferred tax assets as of December 31, 2014 and 2013 are shown below. A valuation allowance has been recognized to offset the net deferred tax assets as realization of such deferred tax assets no longer meets the “more-likely-than-not” threshold under GAAP. | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carry forwards | $ | 40,505 | $ | 46,482 | |||||||||
Research credits | 9,045 | 8,066 | |||||||||||
Stock based compensation | 3,703 | 3,486 | |||||||||||
Deferred revenue | 1,893 | 58 | |||||||||||
Development costs | 5,950 | 6,495 | |||||||||||
Returns and allowances | 4,161 | 3,117 | |||||||||||
Other, net | 9,082 | 5,551 | |||||||||||
Total deferred tax assets before valuation allowance | 74,339 | 73,255 | |||||||||||
Valuation allowance | (45,983 | ) | (49,586 | ) | |||||||||
Total deferred tax assets | 28,356 | 23,669 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Basis difference in debt | (907 | ) | (1,082 | ) | |||||||||
Depreciation and amortization differences | (34,088 | ) | (28,096 | ) | |||||||||
Net deferred tax (liability) asset | $ | (6,639 | ) | $ | (5,509 | ) | |||||||
At December 31, 2014 and 2013, we recorded a valuation allowance of $46 million and $49.6 million, respectively. The valuation allowance decreased by $3.6 million and increased by $47.8 million, as compared to the prior year periods. The decrease in the valuation allowance in 2014 was due to a $17.2 million adjustment to write off deferred tax assets acquired from Talon that were determined not to be realizable. | |||||||||||||
At December 31, 2014, we had federal and state net operating loss carryforwards of approximately $106.1 million and $114.4 million, respectively. We have approximately $9.1 million of foreign loss carryforwards that will begin to expire in 2022. The federal and state loss carry forwards begin to expire in 2018 and 2015, respectively, unless previously utilized. At December 31, 2014, we had federal and state tax credits of approximately $10.2 million and $2.4 million, respectively. The federal tax credit carryovers begin to expire in 2027 unless previously utilized. The state research and development credit carryforwards have an indefinite carryover period. | |||||||||||||
As a result of the prior ownership changes, the utilization of certain net operating loss and research and development tax credit carryforwards including those acquired in connection with the acquisition of Allos and Talon are subject to annual limitations under Sections 382 and 383 of the Internal Revenue Code of 1986 and similar state provisions. Any net operating losses or credits that would expire unutilized as a result of Section 382 and 383 limitations have been removed from the table of deferred tax assets and the accompanying disclosures of net operating loss and research and development carryforwards. | |||||||||||||
Accounting guidance clarifies the accounting for uncertain tax positions and prescribes a recognition threshold and measurement process for recording in the financial statements uncertain tax positions taken or expected to be taken in a tax return. Additionally, the authoritative guidance addresses the de-recognition, classification, accounting in interim periods and disclosure requirements for uncertain tax positions. Only tax positions that meet the more-likely-than-not recognition threshold at the effective date may be recognized. | |||||||||||||
The following tabular reconciliation summarizes activity related to unrecognized tax benefits: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Balance at beginning of year | $ | 2,212 | $ | 5,482 | $ | 3,928 | |||||||
Adjustments related to prior year tax positions | (915 | ) | (200 | ) | (527 | ) | |||||||
Increases related to current year tax positions | 647 | 648 | 2,515 | ||||||||||
Decreases due to settlements | — | (1,227 | ) | (434 | ) | ||||||||
Decreases related to prior year tax positions | — | (2,491 | ) | — | |||||||||
Balance at end of year | $ | 1,944 | $ | 2,212 | $ | 5,482 | |||||||
During 2014, we continue to believe that our tax positions meet the more-likely-than-not standard required under the recognition phase of the authoritative guidance. However, we consider the amounts and probabilities of the outcomes that can be realized upon ultimate settlement with the tax authorities and determined unrecognized tax benefits primarily related to credits should be established as noted in the summary rollforward above. | |||||||||||||
Approximately $0.7 million, $0.3 million and $5.2 million of the total unrecognized tax benefits as of December 31, 2014, 2013 and 2012, respectively, would reduce our annual effective tax rate if recognized. Additional amounts in the summary rollforward could impact our effective tax rate if we did not maintain a full valuation allowance on our net deferred tax assets. | |||||||||||||
We do not expect our unrecognized tax benefits to change significantly over the next 12 months. With a few exceptions, we are no longer subject to U.S. federal, state and local income tax examinations for years before 2009. Our policy is to recognize interest and/or penalties related to unrecognized tax benefits in income tax expense in the consolidated statements of operations. |
Summary_of_Selected_Quarterly_
Summary of Selected Quarterly Financial Data | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Summary of Selected Quarterly Financial Data | 17. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | ||||||||||||||||
Selected quarterly financial data (unaudited) for the year ended December 31, 2014 and 2013 is presented below: | |||||||||||||||||
Quarter Ended (Unaudited) | |||||||||||||||||
March 31 | June 30 | September 30 | December 31 | ||||||||||||||
2014:00:00 | |||||||||||||||||
Total revenues | $ | 40,124 | $ | 46,855 | $ | 47,990 | $ | 51,861 | |||||||||
Operating loss | $ | (24,414 | ) | $ | (1,396 | ) | $ | (4,127 | ) | $ | (1,632 | ) | |||||
Net loss | $ | (27,641 | ) | $ | (3,563 | ) | $ | (11,539 | ) | $ | (2,976 | ) | |||||
Net loss per share, basic | $ | (0.44 | ) | $ | (0.06 | ) | $ | (0.18 | ) | $ | (0.05 | ) | |||||
Net loss per share, diluted | $ | (0.44 | ) | $ | (0.06 | ) | $ | (0.18 | ) | $ | (0.05 | ) | |||||
2013:00:00 | |||||||||||||||||
Total revenues | $ | 38,667 | $ | 33,232 | $ | 42,439 | $ | 41,516 | |||||||||
Operating loss | $ | (6,457 | ) | $ | (12,529 | ) | $ | (13,287 | ) | $ | (6,512 | ) | |||||
Net loss | $ | (5,435 | ) | $ | (9,721 | ) | $ | (7,812 | ) | $ | (39,166 | ) | |||||
Net loss per share, basic | $ | (0.09 | ) | $ | (0.16 | ) | $ | (0.13 | ) | $ | (0.63 | ) | |||||
Net loss per share, diluted | $ | (0.09 | ) | $ | (0.16 | ) | $ | (0.13 | ) | $ | (0.63 | ) | |||||
Net loss per basic and diluted shares are computed independently for each of the quarters presented based on basic and diluted shares outstanding per quarter and, therefore, may not sum to the totals for the year. |
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Valuation and Qualifying Accounts [Abstract] | |||||||||||||||||||||
Schedule II - Valuation and Qualifying Accounts | SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS | ||||||||||||||||||||
Years Ended December 31, 2014, 2013, and 2012 | |||||||||||||||||||||
Additions | |||||||||||||||||||||
(Reductions) | |||||||||||||||||||||
Description | Balance at | Additions | Charged | Deductions (1) | Balance at | ||||||||||||||||
Beginning of | (Recovery) | to Other | End of | ||||||||||||||||||
Period | to Bad Debt | Accounts | Period | ||||||||||||||||||
Expense | |||||||||||||||||||||
(in thousands) | |||||||||||||||||||||
Year ended December 31, 2014 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 206 | $ | (85 | ) | — | $ | (1 | ) | $ | 120 | ||||||||||
Year ended December 31, 2013 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 228 | $ | 11 | — | $ | (33 | ) | $ | 206 | |||||||||||
Year ended December 31, 2012 | |||||||||||||||||||||
Allowance for doubtful accounts | $ | 471 | $ | (128 | ) | — | $ | (115 | ) | $ | 228 | ||||||||||
-1 | Deductions represent the actual write-off of accounts receivable balances. |
Description_of_Business_Basis_1
Description of Business, Basis of Presentation, and Operating Segment (Policies) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Accounting Policies [Abstract] | ||||
Description of Business | (a) Description of Business | |||
Spectrum Pharmaceuticals, Inc. and its subsidiaries and other consolidated entities (“Spectrum”, the “Company”, “we”, “our”, or “us”) is a biotechnology company, with a primary focus in oncology and hematology. Our strategy is comprised of the (i) commercialization of cancer therapeutics through our U.S. direct sales force and international distributors, (ii) completion of studies for new indications of our marketed products, and (iii) acquisition, development and marketing of a broad and diverse pipeline of late-stage clinical and commercial drug compounds. | ||||
We currently market five drugs for the treatment of cancer: | ||||
• | FUSILEV injection for patients with advanced metastatic colorectal cancer and to counteract certain effects of methotrexate therapy; | |||
• | ZEVALIN injection for patients with follicular non-Hodgkin’s lymphoma; | |||
• | FOLOTYN injection for patients with relapsed or refractory PTCL; | |||
• | MARQIBO injection for patients with Philadelphia chromosome–negative acute lymphoblastic leukemia; and | |||
• | BELEODAQ® injection for patients with relapsed or refractory PTCL (launched in July 2014). | |||
We also have ongoing indication expansion studies with several of our marketed products, and a diversified pipeline of product candidates in Phase 2 and Phase 3 clinical studies. | ||||
Basis of Presentation | (b) Basis of Presentation | |||
Principles of Consolidation | ||||
The accompanying Consolidated Financial Statements in this Annual Report on Form 10-K have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). These financial statements include the financial position, results of operations, and cash flows of Spectrum and its subsidiaries, all of which are wholly-owned (except for SPC, as discussed below). All inter-company accounts and transactions among the consolidated entities have been eliminated in consolidation. | ||||
Variable Interest Entity | ||||
We own fifty-percent of Spectrum Pharma Canada (“SPC”), organized in Quebec, Canada in January 2008. Certain of our drug clinical studies are conducted through this “variable interest entity” (as defined under applicable GAAP). We are obligated to fund all of SPC’s costs and have the sole rights to any revenue it derives. Since we carry the full risks and rewards of SPC, we meet the criteria of being its “primary beneficiary.” Accordingly, SPC’s balance sheets and statements of operations are included in our Consolidated Financial Statements as if it were a wholly-owned subsidiary for all periods presented. | ||||
Operating Segment | (c) Operating Segment | |||
We operate in one reportable operating segment that is focused exclusively on developing and commercializing oncology and hematology drug products. For the years ended December 31, 2014, 2013, and 2012, all of our revenue and related expenses were solely attributable to these activities. Substantially all of our assets (excluding certain of our bank accounts and intangible asset rights held by our wholly-owned foreign subsidiaries) are located in the U.S. | ||||
Revenue Recognition | (i) Revenue Recognition | |||
(a) Product Sales: We sell our products to wholesalers or distributors (i.e., our customers), except for our U.S. sales of ZEVALIN in which case the end-user (i.e., clinic or hospital) is our customer. Our wholesalers and distributors in turn sell our products directly to clinics, hospitals, and private oncology-based practices. Revenue from product sales is recognized when title and risk of loss have transferred to our customer, and the following additional criteria are met: | ||||
-1 | appropriate evidence of a binding arrangement exists with our customer; | |||
-2 | price is substantially fixed and determinable; | |||
-3 | collection from our customer is reasonably assured; | |||
-4 | our customer’s obligation to pay us is not contingent on resale of the product; | |||
-5 | we do not have significant obligations for future performance to directly bring about the resale of our product; and | |||
-6 | we have a reasonable basis to estimate returns. | |||
Our gross revenue is reduced by our gross-to-net (“GTN”) estimates each period, resulting in our reported “Product sales, net” in the accompanying Consolidated Statements of Operations. We defer revenue recognition in full if these estimates are not reasonably determinable at the time of sale. These estimates are based upon information received from external sources (e.g., written and oral information obtained from our wholesalers with respect to their period-end inventory levels and their sales to end-users during the period), in combination with management’s judgments and estimates. Due to the inherent uncertainty of the inputs that these estimates are based upon, the actual amount we incur may be prospectively reported by us as a revenue adjustment in periods after the initial sale is recorded, and could be materially different from our initial estimates. | ||||
Our GTN estimates include the following major categories: | ||||
Product Returns Allowances: Our FUSILEV, MARQIBO, and BELEODAQ customers are permitted to return purchased products for a refund or credit beginning at its expiration date and within six months thereafter. Returned product is generally not resold by us. Returns for expiry of ZEVALIN and FOLOTYN are not contractually or customarily allowed. We estimate potential returns based on historical rates of return. | ||||
Government Chargebacks: Our products are subject to pricing limits under federal government programs. Qualifying entities (i.e., end-users) purchase products from our wholesalers at their qualifying discounted price. The chargeback amount we incur represents the difference between our original sales price to the wholesaler, and the end-user’s applicable discounted purchase price. There may be significant lag time between our original sale to the wholesaler and our receipt of the corresponding government chargeback claims from our wholesalers. | ||||
Prompt Pay Discounts: Discounts for prompt payment are estimated at the time of sale, based on our eligible customers’ prompt payment history and the contractual discount percentage. | ||||
Commercial Rebates: Rebates are estimated based on our customer’s actual purchase level during the quarterly or annual rebate purchase period, and the corresponding contractual rebate tier we expect each customer to achieve. | ||||
Medicaid Rebates: Our products are subject to state government-managed Medicaid programs, whereby rebates for purchases are issued to participating state governments. These rebates arise when the patient treated with our products is covered under Medicaid. Our calculations related to these Medicaid rebate accruals require us to estimate end-user and patient mix to determine which of our sales will likely be subject to these rebates. There is a significant time lag in us receiving these rebate notices (generally several months after our sale is made). Our estimates are based on our historical claims from participating state governments, as supplemented by management’s judgment. | ||||
Distribution and Data Fees: Distribution, data, and group purchasing organization (GPO) administrative fees are paid to authorized wholesalers of our products (except for U.S. sales of ZEVALIN) for various services, including: contract administration, inventory management, end-user sales data, and product returns processing. These fees are based on a contractually determined percentage of applicable sales. | ||||
(b) License Fees: We recognize revenue for our licensing of intellectual property to third parties (i.e., out-licenses), based on the contractual terms of each agreement and our application of pertinent GAAP. This revenue may be associated with upfront license fees, milestone payments from our licensees’ sales or regulatory achievements, and royalties from our licensees’ sales in applicable territories. | ||||
(c) Service Revenue: We receive fees under certain arrangements for research and development activities, clinical trial management, and supply chain services. Payment may be triggered by the successful completion of a phase of development, results from a clinical trial, regulatory approval events, or completion of product delivery in our capacity as an agent in such arrangement. We recognize revenue when the corresponding milestone is achieved, or the revenue is otherwise earned through our on-going activities. | ||||
(d) New Revenue Recognition Standard: ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), was issued in May 2014 for our mandatory adoption beginning January 1, 2017 (no early adoption is permitted under this new revenue recognition standard). ASU 2014-09 requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this core principle, the guidance provides that an entity should apply the following steps: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when, or as, the entity satisfies a performance obligation. We continue to evaluate the impact of ASU 2014-09 to our current revenue recognition models for product sales, license fees, and service revenue, as described above. | ||||
Cash and Equivalents | (ii) Cash and Cash Equivalents | |||
Cash and cash equivalents consist of bank deposits and highly liquid investments with maturities of three months or less from the original purchase date. | ||||
Marketable Securities | (iii) Marketable Securities | |||
Our marketable securities consist of our holdings in mutual funds and bank certificates of deposit. Since we classify these securities as “available-for-sale” under applicable GAAP, any unrealized gains or losses from their change in value is reflected in “unrealized gain (loss) on securities” on the accompanying Consolidated Statements of Comprehensive (Loss) Income. Realized gains and losses on available-for-sale securities are included in “other (expense) income, net” on the accompanying Consolidated Statements of Operations. | ||||
Accounts Receivable | (iv) Accounts Receivable | |||
Our accounts receivables are derived from our product sales, license fees, and service revenue, and do not bear interest. The allowance for doubtful accounts is management’s best estimate of the amount of probable credit losses in existing accounts receivable. Account balances are charged off against the allowance after appropriate collection efforts are exhausted. | ||||
Inventories | (v) Inventories | |||
We value inventory at the lower of (i) the actual cost to purchase or manufacture it, or (ii) its current market value. Inventory cost is determined on the first-in, first-out method (FIFO). We regularly review our inventory quantities in process of manufacture and on hand, and when appropriate, record a provision for obsolete and excess inventory, which takes into account our sales forecasts by product and corresponding expiry dates. Direct and indirect manufacturing costs related to the production of inventory prior to its FDA approval are expensed through “research and development,” rather than being capitalized to inventory cost. | ||||
Property and Equipment | (vi) Property and Equipment | |||
Our property and equipment is presented at historical cost, less accumulated depreciation. It is depreciated on a straight-line basis over an estimated useful life that corresponds with its designated asset category. We evaluate the recoverability of “long-lived assets” (which includes property and equipment) whenever events or changes in circumstances in our business indicate that the asset’s carrying amount may not be recoverable through on-going operations. | ||||
Goodwill and Intangible Assets | (vii) Goodwill and Intangible Assets | |||
Our goodwill represents the excess of our business acquisition cost over the estimated fair value of the net assets acquired in the corresponding transaction. Goodwill has an indefinite accounting life and is therefore not amortized. Instead, goodwill is evaluated for impairment on an annual basis (as of each October 1st), unless we identify impairment indicators that would require earlier testing. We evaluate the recoverability of indefinite and definite lived intangible assets at least annually, or whenever events or changes in our business indicate that an intangible asset’s (whether indefinite or definite-lived) carrying amount may not be recoverable. Such circumstances could include, but are not limited to the following: | ||||
(a) | a significant decrease in the market value of an asset; | |||
(b) | a significant adverse change in the extent or manner in which an asset is used; or | |||
(c) | an accumulation of costs significantly in excess of the amount originally expected for the acquisition of an asset. | |||
Intangible assets with finite useful lives are amortized over their respective patent term or orphan drug exclusivity period on a straight-line basis. We review these assets for potential impairment if/when facts or circumstances suggest that the carrying value of these assets may not be recoverable. | ||||
Stock-Based Compensation | (viii) Stock-Based Compensation | |||
Stock-based compensation expense for equity awards granted to our employees and members of our board of directors is recognized on a straight-line basis over the award’s vesting period. Recognized compensation expense is net of an estimated forfeiture rate, which estimates those shares expected to be forfeited prior to vesting. We use the Black-Scholes option pricing model to determine the fair value of stock options (as of the date of grant) which carry service conditions for vesting. We use the Monte Carlo valuation model to value equity awards (as of the date of grant) which carry combined market conditions and service conditions for vesting. | ||||
Calculating and recording stock-based compensation expense requires the use of highly subjective assumptions, including the pre-vesting forfeiture rate, expected dividend payments, expected term of the awards, stock price volatility, and risk-free interest rates. We estimate the expected term of options granted based on our employees’ historical exercise patterns, which we believe will be representative of their future behavior. We estimate the volatility of our common stock on the date of grant, based on historical volatility of our common stock for a look-back period that corresponds with the expected term. We do not expect to declare any cash dividends in the foreseeable future. We estimate the risk-free interest rate based upon the U.S. Treasury yields in effect at award grant, for a period equaling the stock options’ expected term. | ||||
Foreign Currency Translation | (ix) Foreign Currency Translation | |||
We translate the assets and liabilities of our foreign subsidiaries stated in local functional currencies to U.S. dollars at the rates of exchange in effect at the reported balance sheet date. Revenues and expenses are translated using average exchange rates during the reported period. Unrealized gains and losses from the translation of our subsidiaries’ financial statements (that are initially denominated in its foreign functional currency) are included as a separate component of “accumulated other comprehensive loss” in the Consolidated Balance Sheets. | ||||
We record foreign currency transactions, when initially denominated in a currency other than the respective functional currency of our subsidiary, at the prevailing exchange rate on the date of the transaction. Resulting in unrealized and realized gains and losses, including those associated with intercompany loans with our foreign subsidiaries to support their operations, and whose functional currency is not the U.S. dollar, are included in “Other (expense) income, net” within the Consolidated Statements of Operations. This presentation is based on our expectation and intent that these intercompany transactions will be settled in the foreseeable future. | ||||
Basic and Diluted Net (Loss) Income per Share | (x) Basic and Diluted Net (Loss) Income per Share | |||
We calculate basic and diluted net (loss) income per share using the weighted average number of common shares outstanding during the periods presented. In periods of a net loss, basic and diluted loss per share are the same. For the diluted earnings per share calculation, we adjust the weighted average number of common shares outstanding to include only dilutive stock options, warrants, and other common stock equivalents outstanding during the period. | ||||
Income Taxes | (xi) Income Taxes | |||
Deferred tax assets and liabilities are recorded based on the estimated future tax effects of temporary differences between the tax basis of assets and liabilities and amounts reported in the financial statements, as well as operating losses and tax credit carry forwards using enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. Realization of deferred tax assets is dependent upon future earnings, the timing and amount of which are uncertain. | ||||
We have recorded a valuation allowance to reduce our net deferred tax assets, because we believe that, based upon a weighting of positive and negative factors, it is more likely than not that these deferred tax assets will not be realized. If/when we were to determine that our deferred tax assets are realizable, an adjustment to the corresponding valuation allowance would increase our net income in the period that such determination was made. | ||||
In the event that we are assessed interest and/or penalties from taxing authorities that have not been previously accrued, such amounts would be included in “(Provision) benefit for income taxes” within the Consolidated Statements of Operations and Comprehensive (Loss) Income in the period the notice was received. | ||||
Research and Development Costs | (xii) Research and Development Costs | |||
Research and development costs are expensed as incurred, or as certain milestone payments become due (generally triggered by contractual clinical or regulatory events). | ||||
Fair Value Measurements | (xiii) Fair Value Measurements | |||
We determine measurement-date fair value based on the proceeds that would be received through the sale of the asset, or that we would pay to settle or transfer the liability, in an orderly transaction between market participants. We utilize valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible. Fair value measurements are based on a three-tier hierarchy that prioritizes the inputs used to measure fair value. These tiers include the following: | ||||
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that are publicly accessible at the measurement date. | ||||
Level 2: Observable prices that are based on inputs not quoted on active markets, but that are corroborated by market data. These inputs may include quoted prices for similar assets or liabilities or quoted market prices in markets that are not active to the general public. | ||||
Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. | ||||
“Cash and cash equivalents” within our accompanying Consolidated Balance Sheets include certificates of deposit and money market funds that are valued utilizing Level 2 inputs. “Marketable securities” consist of mutual funds that are valued utilizing Level 2 inputs. “Other assets” include our stockholdings of CASI that are valued utilizing Level 1 inputs. | ||||
The fair value of our “drug development liability” within our accompanying Consolidated Balance Sheets was estimated using the discounted income approach model. The unobservable inputs (i.e., Level 3 inputs) in this valuation model that have the most significant effect on these liabilities include (i) estimates of research and development personnel costs needed to perform the research and development services, (ii) estimates of expected cash outflows to third parties for services and supplies over the expected period that the services will be performed, and (iii) an appropriate discount rate for these expenditures. These inputs are reviewed for reasonableness by management on at least on a quarterly basis. | ||||
“Acquisition-related contingent obligations” within our accompanying Consolidated Balance Sheets represent future amounts we may be required to pay in conjunction with our business combinations. See Note 10(a) for a discussion of contingent value rights granted as part of our acquisition of Talon, and Note 10(b) for the fair value of the liability associated with FDA approval of C-E MELPHALAN. These liabilities are valued using Level 3 inputs and include probabilities and assumptions related to the timing and likelihood of achievement of regulatory and sales milestones. |
Balance_Sheet_Account_Detail_T
Balance Sheet Account Detail (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
Text Block [Abstract] | |||||||||||||||||||||||||||||
Summary of Cash and Cash Equivalents and Marketable Securities | The following is a summary of our presented “cash and cash equivalents” and “marketable securities”: | ||||||||||||||||||||||||||||
Cost | Gross | Gross | Estimated | Cash and | Marketable Securities | ||||||||||||||||||||||||
Unrealized | Unrealized | fair Value | equivalents | ||||||||||||||||||||||||||
Gains | Losses | Current | Long | ||||||||||||||||||||||||||
Term | |||||||||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||||||
Bank deposits | $ | 62,997 | $ | — | $ | — | $ | 62,997 | $ | 62,997 | $ | — | $ | — | |||||||||||||||
Money market funds | 66,945 | — | — | 66,945 | 66,945 | — | — | ||||||||||||||||||||||
Bank CDs | 244 | — | — | 244 | — | 244 | — | ||||||||||||||||||||||
Mutual funds | 3,062 | — | — | 3,062 | — | 3,062 | — | ||||||||||||||||||||||
Total cash and equivalents and marketable securities | $ | 133,248 | $ | — | $ | — | $ | 133,248 | $ | 129,942 | $ | 3,306 | $ | — | |||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||||||
Bank deposits | $ | 55,911 | $ | — | $ | — | $ | 55,911 | $ | 55,911 | $ | — | $ | — | |||||||||||||||
Money market funds | 100,395 | 100,395 | 100,395 | ||||||||||||||||||||||||||
Bank CDs | 410 | — | — | 410 | — | 410 | — | ||||||||||||||||||||||
Mutual funds | 3,061 | — | — | 3,061 | — | 3,061 | — | ||||||||||||||||||||||
Total cash and equivalents and marketable securities | $ | 159,777 | $ | — | $ | — | $ | 159,777 | $ | 156,306 | $ | 3,471 | $ | — | |||||||||||||||
Schedule of Property and Equipment Net of Accumulated Depreciation | “Property and equipment, net of accumulated depreciation” consist of the following: | ||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Computers and software | $ | 3,616 | $ | 5,154 | |||||||||||||||||||||||||
Lab and media equipment | 643 | 1,063 | |||||||||||||||||||||||||||
Office furniture and equipment | 344 | 1,575 | |||||||||||||||||||||||||||
Leasehold improvements | 2,847 | 2,813 | |||||||||||||||||||||||||||
Property and equipment, at cost | 7,450 | 10,605 | |||||||||||||||||||||||||||
(Less): accumulated depreciation and amortization | (6,045 | ) | (9,070 | ) | |||||||||||||||||||||||||
Property and equipment, net | $ | 1,405 | $ | 1,535 | |||||||||||||||||||||||||
Components of Inventories | “Inventories” consist of the following: | ||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Raw materials | $ | 1,507 | $ | 1,794 | |||||||||||||||||||||||||
Work in process | 3,979 | 3,312 | |||||||||||||||||||||||||||
Finished goods | 3,714 | 8,413 | |||||||||||||||||||||||||||
Inventories | $ | 9,200 | $ | 13,519 | |||||||||||||||||||||||||
Summary of Customers Representing 10% or More of Accounts Receivables | A summary of our customers that represent 10% or more of our accounts receivables as of December 31, 2014 and 2013 are as follows: | ||||||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Oncology Supply, a division of ASD Specialty Healthcare, Inc., and its affiliates (excluding ICS) | $ | 36,154 | 51.1 | % | $ | 18,655 | 37.7 | % | |||||||||||||||||||||
McKesson Corporation and its affiliates | 22,534 | 31.9 | % | 15,191 | 30.7 | % | |||||||||||||||||||||||
Integrated Commercialization Solutions, Inc. (“ICS”) | 8,432 | 11.9 | % | * | — | % | |||||||||||||||||||||||
Cardinal Health, Inc. and its affiliates | * | — | % | 5,097 | 10.3 | % | |||||||||||||||||||||||
All Other Customers | 3,638 | 5.1 | % | 10,540 | 21.3 | % | |||||||||||||||||||||||
Total Accounts Receivables, net | $ | 70,758 | 100 | % | $ | 49,483 | 100 | % | |||||||||||||||||||||
* | Less than 10% | ||||||||||||||||||||||||||||
Schedule of Other Receivables | “Other receivables” consist of (i) amounts we expect to be refunded from taxing authorities for our income taxes paid, relating to fiscal year 2012, and (ii) amounts we expect to be contractually reimbursed from third-parties for certain of our incurred expenses. | ||||||||||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Income tax receivable | $ | 1,387 | $ | 7,539 | |||||||||||||||||||||||||
Receivables from third parties for certain of our incurred expenses | 4,102 | — | |||||||||||||||||||||||||||
$ | 5,489 | $ | 7,539 | ||||||||||||||||||||||||||
Components of Intangible Assets Net of Accumulated Amortization | “Intangible assets, net of accumulated amortization” consist of the following: | ||||||||||||||||||||||||||||
December 31, 2014 | |||||||||||||||||||||||||||||
Historical | Accumulated | Foreign | Impairment | Net Amount | Full | Remaining | |||||||||||||||||||||||
Cost | Amortization | Currency | Amortization | Amortization | |||||||||||||||||||||||||
Translation | Period | Period | |||||||||||||||||||||||||||
(months) | (months) | ||||||||||||||||||||||||||||
MARQIBO IPR&D (NHL and further ALL indications) | $ | 17,600 | $ | — | $ | — | $ | — | $ | 17,600 | n/a | n/a | |||||||||||||||||
C-E MELPHALAN IPR&D | 7,700 | — | — | — | 7,700 | n/a | n/a | ||||||||||||||||||||||
BELEODAQ distribution rights | 25,000 | (937 | ) | — | — | 24,063 | 160 | 154 | |||||||||||||||||||||
MARQIBO distribution rights | 26,900 | (4,225 | ) | — | — | 22,675 | 81 | 63 | |||||||||||||||||||||
FOLOTYN distribution rights | 118,400 | (20,030 | ) | — | — | 98,370 | 152 | 125 | |||||||||||||||||||||
ZEVALIN distribution rights – U.S. | 41,900 | (27,134 | ) | — | — | 14,766 | 122 | 48 | |||||||||||||||||||||
ZEVALIN distribution rights – Ex-U.S. | 23,490 | (7,402 | ) | (2,162 | ) | — | 13,926 | 95 | 62 | ||||||||||||||||||||
FUSILEV distribution rights | 16,778 | (6,270 | ) | — | — | 10,508 | 84 | 40 | |||||||||||||||||||||
FOLOTYN out-license* | 27,900 | (6,385 | ) | — | (1,023 | ) | 20,492 | 110 | 91 | ||||||||||||||||||||
Total intangible assets | $ | 305,668 | $ | (72,383 | ) | $ | (2,162 | ) | $ | (1,023 | ) | $ | 230,100 | ||||||||||||||||
* | On May 29, 2013, we amended our collaboration agreement with Mundipharma in order to modify the scope of their licensed territories and the respective development obligations. As a result of the amendment, Europe and Turkey were excluded from Mundipharma’s commercialization territory, and royalty and milestone rates were modified. The modification of our associated royalty and milestone rights constituted a change in the contractual provisions under which we measured our original acquired intangible asset (i.e., FOLOTYN rights). We determined that an impairment of the FOLOTYN out-license rights to Mundipharma of $1.0 million resulted from this amendment. | ||||||||||||||||||||||||||||
December 31, 2013 | |||||||||||||||||||||||||||||
Historical | Accumulated | Foreign | Impairment | Net Amount | |||||||||||||||||||||||||
Cost | Amortization | Currency | |||||||||||||||||||||||||||
Translation | |||||||||||||||||||||||||||||
MARQIBO IPR&D (NHL and further ALL indications) | $ | 17,600 | $ | — | $ | — | $ | — | $ | 17,600 | |||||||||||||||||||
C-E MELPHALAN IPR&D | 7,700 | — | — | — | 7,700 | ||||||||||||||||||||||||
MARQIBO distribution rights | 26,900 | (1,107 | ) | — | — | 25,793 | |||||||||||||||||||||||
ZEVALIN distribution rights – U.S. | 41,900 | (23,455 | ) | — | — | 18,445 | |||||||||||||||||||||||
ZEVALIN distribution rights – Ex-U.S. | 23,490 | (5,343 | ) | 682 | — | 18,829 | |||||||||||||||||||||||
FUSILEV distribution rights | 16,778 | (4,821 | ) | — | — | 11,957 | |||||||||||||||||||||||
FOLOTYN out-license | 27,900 | (3,662 | ) | — | (1,023 | ) | 23,215 | ||||||||||||||||||||||
FOLOTYN distribution rights | 118,400 | (10,587 | ) | — | — | 107,813 | |||||||||||||||||||||||
Total intangible assets | $ | 280,668 | $ | (48,975 | ) | $ | 682 | $ | (1,023 | ) | $ | 231,352 | |||||||||||||||||
Estimated Intangible Asset Amortization Expense | Estimated intangible asset amortization expense (excluding incremental amortization from the reclassification of IPR&D to developed technology) for the five succeeding years and thereafter is as follows: | ||||||||||||||||||||||||||||
Years Ending December 31 | |||||||||||||||||||||||||||||
2015 | 25,937 | ||||||||||||||||||||||||||||
2016 | 25,937 | ||||||||||||||||||||||||||||
2017 | 25,937 | ||||||||||||||||||||||||||||
2018 | 25,937 | ||||||||||||||||||||||||||||
2019 | 23,332 | ||||||||||||||||||||||||||||
2020 and thereafter | 77,720 | ||||||||||||||||||||||||||||
$ | 204,800 | ||||||||||||||||||||||||||||
Schedule of Goodwill | “Goodwill” is comprised of the following (by source): | ||||||||||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Acquisition of Talon | $ | 10,526 | $ | 10,526 | |||||||||||||||||||||||||
Acquisition of ZEVALIN Ex-U.S. distribution rights | 2,525 | 2,525 | |||||||||||||||||||||||||||
Acquisition of Allos | 5,346 | 5,346 | |||||||||||||||||||||||||||
Foreign currency exchange translation effects | (202 | ) | 104 | ||||||||||||||||||||||||||
$ | 18,195 | $ | 18,501 | ||||||||||||||||||||||||||
Summary of Other Assets | “Other assets” are comprised of the following: | ||||||||||||||||||||||||||||
December 31, | December 31, | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Equity securities (see Note 11) | $ | 8,501 | $ | 3,593 | |||||||||||||||||||||||||
Supplies | 234 | 190 | |||||||||||||||||||||||||||
2018 Convertible Notes issuance costs | 2,171 | 3,432 | |||||||||||||||||||||||||||
Executive officer life insurance – cash surrender value | 6,958 | 5,362 | |||||||||||||||||||||||||||
$ | 17,864 | $ | 12,577 | ||||||||||||||||||||||||||
Schedule of Accounts Payable and Other Accrued Obligations | Accounts payable and other accrued obligations are comprised of the following: | ||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Trade payables | $ | 8,994 | $ | 12,796 | |||||||||||||||||||||||||
Accrued research and development expenses | 5,423 | 6,433 | |||||||||||||||||||||||||||
Accrued selling, general and administrative expenses | 10,154 | 8,870 | |||||||||||||||||||||||||||
Accrued rebates | 41,782 | 28,893 | |||||||||||||||||||||||||||
Accrued product royalty | 5,182 | 9,498 | |||||||||||||||||||||||||||
Allowance for returns | 1,135 | 2,900 | |||||||||||||||||||||||||||
Accrued data and distribution fees | 3,952 | 2,430 | |||||||||||||||||||||||||||
Accrued GPO administrative fees | 3,222 | 2,327 | |||||||||||||||||||||||||||
Inventory management fee | 1,110 | 616 | |||||||||||||||||||||||||||
Allowance for chargebacks | 4,040 | 5,074 | |||||||||||||||||||||||||||
$ | 84,994 | $ | 79,837 | ||||||||||||||||||||||||||
Schedule of Amounts Presented in Accounts Payable and Other Accrued Obligations | Amounts presented within “accounts payable and other accrued obligations” in the accompanying Consolidated Balance Sheets for GTN estimates (see Note 2(i)) were as follows: | ||||||||||||||||||||||||||||
Description | Rebates and | Data and | Returns | ||||||||||||||||||||||||||
Chargebacks | Distribution, | ||||||||||||||||||||||||||||
GPO Fees, and | |||||||||||||||||||||||||||||
Inventory | |||||||||||||||||||||||||||||
Management | |||||||||||||||||||||||||||||
Fees | |||||||||||||||||||||||||||||
Balance as of December 31, 2012 | $ | 26,176 | $ | 14,149 | $ | 5,056 | |||||||||||||||||||||||
Add: provisions (recovery) | 63,609 | 19,067 | (2,034 | ) | |||||||||||||||||||||||||
(Less): credits or actual allowances | (55,818 | ) | (27,843 | ) | (122 | ) | |||||||||||||||||||||||
Balance as of December 31, 2013 | 33,967 | 5,373 | 2,900 | ||||||||||||||||||||||||||
Add: provisions (recovery) | 76,636 | 21,330 | (78 | ) | |||||||||||||||||||||||||
(Less): credits or actual allowances | (64,781 | ) | (18,419 | ) | (1,687 | ) | |||||||||||||||||||||||
Balance as of December 31, 2014 | $ | 45,822 | $ | 8,284 | $ | 1,135 | |||||||||||||||||||||||
Summary of Other Long-Term Liabilities | Other long-term liabilities are comprised of the following: | ||||||||||||||||||||||||||||
December 31, | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Accrued executive deferred compensation | $ | 4,694 | $ | 3,949 | |||||||||||||||||||||||||
Deferred rent (non-current portion) | 364 | 366 | |||||||||||||||||||||||||||
Business acquisition liability | 300 | 298 | |||||||||||||||||||||||||||
Other tax liabilities | 730 | 1,352 | |||||||||||||||||||||||||||
$ | 6,088 | $ | 5,965 | ||||||||||||||||||||||||||
GrosstoNet_Product_Sales_Table
Gross-to-Net Product Sales (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Text Block [Abstract] | |||||||||||||
Reconciliation of Gross to Net Product Sales | The below table presents a GTN product sales reconciliation for the accompanying Consolidated Statement of Operations: | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Gross product sales | $ | 284,685 | $ | 224,301 | $ | 383,817 | |||||||
Rebates and chargebacks | (76,636 | ) | (63,610 | ) | (91,059 | ) | |||||||
Data, distribution and GPO administration fees | (21,330 | ) | (19,067 | ) | (32,793 | ) | |||||||
Prompt pay discount | (260 | ) | (183 | ) | (4,814 | ) | |||||||
Product returns allowance | 78 | 2,034 | (159 | ) | |||||||||
Product sales, net | $ | 186,537 | $ | 143,475 | $ | 254,992 | |||||||
Net_Product_Sales_by_Geographi1
Net Product Sales by Geographic Region, Product Line, and Gross Product Sales by Significant Customers (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Text Block [Abstract] | |||||||||||||||||||||||||
Schedule of Net Product Sales by Geography | The below table presents our net product sales by geography for the years ended December 31, 2014, 2013, and 2012: | ||||||||||||||||||||||||
Net Product Sales by Geographic Region | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
United States | $ | 177,979 | 95.4 | % | $ | 133,462 | 93 | % | $ | 245,697 | 96.4 | % | |||||||||||||
International: | |||||||||||||||||||||||||
Europe (ZEVALIN only) | 3,357 | 1.8 | % | 3,953 | 2.8 | % | 3,113 | 1.2 | % | ||||||||||||||||
Asia Pacific (ZEVALIN only) | 5,201 | 2.8 | % | 6,060 | 4.2 | % | 6,182 | 2.4 | % | ||||||||||||||||
Total International | 8,558 | 4.6 | % | 10,013 | 7 | % | 9,295 | 3.6 | % | ||||||||||||||||
Net product sales | $ | 186,537 | 100 | % | $ | 143,475 | 100 | % | $ | 254,992 | 100 | % | |||||||||||||
Schedule of Net Product Sales by Product Line | Net Sales by Product | ||||||||||||||||||||||||
The below table presents our net product sales by product line for the years ended December 31, 2014, 2013, and 2012: | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
FUSILEV | $ | 105,608 | 56.6 | % | $ | 68,397 | 47.7 | % | $ | 204,253 | 80.1 | % | |||||||||||||
FOLOTYN | 47,556 | 25.5 | % | 44,370 | 30.9 | % | 20,412 | 8 | % | ||||||||||||||||
ZEVALIN | 22,169 | 11.9 | % | 29,393 | 20.5 | % | 30,327 | 11.9 | % | ||||||||||||||||
MARQIBO | 6,328 | 3.4 | % | 1,315 | 0.9 | % | — | — | % | ||||||||||||||||
BELEODAQ | 4,876 | 2.6 | % | — | — | % | — | — | % | ||||||||||||||||
Net product sales | $ | 186,537 | 100 | % | $ | 143,475 | 100 | % | $ | 254,992 | 100 | % | |||||||||||||
Summary of Customers Representing 10% or More of Gross Product Sales | Gross Product Sales by Customer | ||||||||||||||||||||||||
The below table presents the customers that represent 10% or more of our gross product sales in 2014, 2013, and 2012: | |||||||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||||
Oncology Supply, a division of ASD Specialty Healthcare, Inc., and its affiliates (excluding ICS) | $ | 115,079 | 40 | % | $ | 79,497 | 35.4 | % | $ | 101,712 | 26.5 | % | |||||||||||||
McKesson Corporation and its affiliates | 93,656 | 32.1 | % | 44,350 | 19.8 | % | 89,046 | 23.2 | % | ||||||||||||||||
Integrated Commercialization Solutions, Inc. (“ICS”) | * | — | % | 35,548 | 15.8 | % | 74,461 | 19.4 | % | ||||||||||||||||
Cardinal Health, Inc. and its affiliates | * | — | % | * | — | % | 60,259 | 15.7 | % | ||||||||||||||||
All Other Customers | 75,950 | 27.9 | % | 64,906 | 29 | % | 58,339 | 15.2 | % | ||||||||||||||||
Gross product sales | $ | 284,685 | 100 | % | $ | 224,301 | 100 | % | $ | 383,817 | 100 | % | |||||||||||||
* | Less than 10% |
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||
Summary of Stock-Based Compensation Expense | Stock-based compensation expense included within operating expenses for years ended December 31, 2014, 2013, and 2012 was as follows: | ||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Selling, general and administrative | $ | 10,053 | $ | 10,762 | $ | 13,041 | |||||||||||||||
Research and development | 1,756 | 2,017 | 1,843 | ||||||||||||||||||
Total | $ | 11,809 | $ | 12,779 | $ | 14,884 | |||||||||||||||
Fair Value of Stock Options Granted Using Black-Scholes Option Pricing Model | The fair value of stock options granted was estimated at the date of grant using the Black-Scholes option-pricing model. The following assumptions were used to determine fair value for the stock awards granted in the applicable year: | ||||||||||||||||||||
Year Ended December 31, | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Expected option life (in years) (a) | 4.95 | 4.95 | 4.5 | ||||||||||||||||||
Risk-free interest rate (b) | 0.58% - 1.52% | 0.35% - 0.78% | 0.34% - 0.51% | ||||||||||||||||||
Volatility (c) | 48.9% - 62.1% | 58.3% -71.5% | 64.2% - 73.6% | ||||||||||||||||||
Dividend yield (d) | 0% | 0% | 0% | ||||||||||||||||||
Weighted-average grant-date fair value per stock option | $3.49 | $4.66 | $6.20 | ||||||||||||||||||
(a) | Determined by the historical stock option exercise behavior of our employees (maximum term is 10 years). | ||||||||||||||||||||
(b) | Based upon the U.S. Treasury yields in effect during the period which the options were granted (for a period equaling the stock options’ expected term). | ||||||||||||||||||||
(c) | Measured using our historical stock price for a period equal to stock options’ expected term. | ||||||||||||||||||||
(d) | We do not expect to declare any cash dividends in the foreseeable future. | ||||||||||||||||||||
Summary of Stock Option Activity | Stock option activity during the years ended December 31, 2014, 2013, and 2012 is as follows: | ||||||||||||||||||||
Number of | Weighted- | Weighted- | Aggregate | ||||||||||||||||||
Shares | Average | Average | Intrinsic | ||||||||||||||||||
Exercise | Remaining | Value | |||||||||||||||||||
Price/Share | Contractual | ||||||||||||||||||||
Term (Years) | |||||||||||||||||||||
Outstanding — December 31, 2011 | 10,185,521 | $ | 5.46 | ||||||||||||||||||
Granted | 1,821,915 | 11.57 | |||||||||||||||||||
Exercised | (1,287,430 | ) | 4.52 | $ | 11,500 | (1) | |||||||||||||||
Forfeited | (316,825 | ) | 7.93 | ||||||||||||||||||
Expired | (3,916 | ) | 7.69 | ||||||||||||||||||
Outstanding — December 31, 2012 | 10,399,265 | 6.57 | |||||||||||||||||||
Granted | 2,041,300 | 8.92 | |||||||||||||||||||
Exercised | (825,884 | ) | 4.4 | $ | 3,435 | (1) | |||||||||||||||
Forfeited | (202,882 | ) | 8.22 | ||||||||||||||||||
Expired | (82,581 | ) | 8.91 | ||||||||||||||||||
Outstanding — December 31, 2013 | 11,329,218 | 7.1 | |||||||||||||||||||
Granted | 2,576,292 | 7.6 | |||||||||||||||||||
Exercised | (485,260 | ) | 4.77 | $ | 1,629 | (1) | |||||||||||||||
Forfeited | (557,109 | ) | 9.65 | ||||||||||||||||||
Expired | (214,039 | ) | 10.7 | ||||||||||||||||||
Outstanding — December 31, 2014 | 12,649,102 | $ | 7.12 | 6.61 | $ | 11,679 | (2) | ||||||||||||||
Vested (exercisable) — December 31, 2014 | 9,134,760 | $ | 6.62 | 5.66 | $ | 11,678 | (2) | ||||||||||||||
Unvested (unexercisable) — December 31, 2014 | 3,514,342 | $ | 8.42 | 9.07 | $ | 766 | (2) | ||||||||||||||
-1 | Represents the total difference between our closing stock price at the time of exercise and the stock option exercise price, multiplied by the number of options exercised. | ||||||||||||||||||||
-2 | Represents the total difference between our closing stock price on the last trading day of 2014 and the stock option exercise price, multiplied by the number of in-the-money options as of December 31, 2014. The amount of intrinsic value will change based on the fair market value of our stock. | ||||||||||||||||||||
Summary of Stock Option Grants | The following table summarizes information with respect to stock option grants as of December 31, 2014: | ||||||||||||||||||||
Outstanding | Exercisable | ||||||||||||||||||||
Exercise Price | Granted Stock | Weighted- | Weighted- | Granted | Weighted- | ||||||||||||||||
Options | Average | Average | Stock | Average | |||||||||||||||||
Outstanding | Remaining | Exercise | Options | Exercise | |||||||||||||||||
Contractual | Price | Exercisable | Price | ||||||||||||||||||
Life (Years) | |||||||||||||||||||||
$0.92 – 3.15 | 1,135,594 | 3.47 | $ | 2.19 | 1,135,594 | $ | 2.19 | ||||||||||||||
$3.16 – 4.95 | 1,673,317 | 4.89 | 4.24 | 1,673,317 | 4.24 | ||||||||||||||||
$4.96 – 6.9 | 2,708,119 | 4.42 | 6.27 | 2,701,899 | 6.27 | ||||||||||||||||
$6.91 – 8.99 | 4,539,130 | 8.41 | 7.86 | 1,983,129 | 8.09 | ||||||||||||||||
$9.00 – 16.32 | 2,592,942 | 8.21 | 10.75 | 1,640,821 | 10.94 | ||||||||||||||||
12,649,102 | 6.61 | $ | 7.12 | 9,134,760 | $ | 6.62 | |||||||||||||||
Summary of Restricted Stock Award Activity | A summary of restricted stock award activity is as follows: | ||||||||||||||||||||
Number of | Weighted Average | ||||||||||||||||||||
Restricted Stock | Fair Value per | ||||||||||||||||||||
Awards | Share at Grant | ||||||||||||||||||||
Date | |||||||||||||||||||||
Unvested as of December 31, 2011 | 952,525 | $ | 10.11 | ||||||||||||||||||
Granted | 586,639 | 11.76 | |||||||||||||||||||
Vested | (472,160 | ) | 10.26 | ||||||||||||||||||
Forfeited | (32,400 | ) | 9.57 | ||||||||||||||||||
Unvested — December 31, 2012 | 1,034,604 | 11 | |||||||||||||||||||
Granted | 523,800 | 8.74 | |||||||||||||||||||
Vested | (501,660 | ) | 9.72 | ||||||||||||||||||
Forfeited | (49,625 | ) | 10.6 | ||||||||||||||||||
Unvested — December 31, 2013 | 1,007,119 | 10.09 | |||||||||||||||||||
Granted | 581,194 | 7.52 | |||||||||||||||||||
Vested | (578,985 | ) | 10.24 | ||||||||||||||||||
Forfeited | (185,111 | ) | 9.88 | ||||||||||||||||||
Unvested — December 31, 2014 | 824,217 | $ | 8.22 | ||||||||||||||||||
Fair Value of Restricted Stock Awards | |||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Restricted stock expense | $ | 3,830 | $ | 4,202 | $ | 6,500 | |||||||||||||||
Issued Shares of Common Stock | We issued shares of common stock to our employees in connection with our 401(k) program, partially matching our employees’ annual 401(k) contributions, as summarized below: | ||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||
Shares of common stock issued | 133,734 | 99,359 | 56,254 | ||||||||||||||||||
Match contribution value* | $ | 1,028 | $ | 860 | $ | 691 | |||||||||||||||
* | Represents our stock price on the date of the common stock issuance multiplied by the number of shares of common stock issued. |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity [Abstract] | |||||||||
Shares of Common Stock Issuable on Conversion or Exercise of Rights Granted | As of December 31, 2014, 24.9 million shares of our common stock were issuable upon conversion, or exercise of rights granted (regardless of whether in or out-of-the-money), as summarized below: | ||||||||
Conversion of Series E Preferred Stock | 40,000 | ||||||||
2018 Convertible Notes | 11,400,000 | ||||||||
Exercise of issued employee stock options | 12,649,102 | ||||||||
Exercise of issued warrants | 445,000 | ||||||||
Management incentive plan restricted stock units | 346,500 | ||||||||
Total common shares | 24,880,602 | ||||||||
Summary of Warrant Activity | A summary of warrant activity is as follows: | ||||||||
Number of | Weighted | ||||||||
Shares | Average | ||||||||
Exercise Price | |||||||||
Outstanding — December 31, 2011 | 445,000 | $ | 5.04 | ||||||
Exercised | (50,000 | ) | 1.79 | ||||||
Outstanding — December 31, 2012 | 395,000 | $ | 5.45 | ||||||
Granted | 50,000 | 7.51 | |||||||
Outstanding — December 31, 2013 | 445,000 | $ | 6.39 | ||||||
Granted | — | — | |||||||
Outstanding — December 31, 2014 | 445,000 | $ | 6.39 | ||||||
Exercisable — December 31, 2014 | 445,000 | $ | 6.39 | ||||||
Net_Loss_Income_Per_Share_Tabl
Net (Loss) Income Per Share (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Computation of Net (Loss) Income Per Share | Net (loss) income per share was computed by dividing net (loss) income by the weighted average number of common shares outstanding for the years ended December 31, 2014, 2013, and 2012: | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Net (loss) income | $ | (45,719 | ) | $ | (62,134 | ) | $ | 94,201 | |||||
Weighted average shares—basic | 64,708,163 | 60,729,128 | 58,588,916 | ||||||||||
Net (loss) income per share—basic | $ | (0.71 | ) | $ | (1.02 | ) | $ | 1.61 | |||||
Weighted average shares—diluted | 64,708,163 | 60,729,128 | 64,637,256 | ||||||||||
Net (loss) income per share—diluted | $ | (0.71 | ) | $ | (1.02 | ) | $ | 1.46 | |||||
Schedule of Amounts Used in Computing Basic and Diluted Net Income Per Share | The following summarizes the amounts used in computing basic and diluted net income per share, for the year ended 2012: | ||||||||||||
Net Income | Weighted- | Net | |||||||||||
(numerator) | Average | Income | |||||||||||
Shares | Per Share | ||||||||||||
Outstanding | |||||||||||||
(Denominator) | |||||||||||||
Year Ended December 31, 2012 | |||||||||||||
Basic net income per share: | $ | 94,201 | 58,588,916 | $ | 1.61 | ||||||||
Diluted net income per share: | |||||||||||||
Dilutive preferred shares | 40,000 | ||||||||||||
Dilutive common stock options | 4,749,299 | ||||||||||||
Incremental common stock assumed issued on exercise of in-the-money warrants | 224,437 | ||||||||||||
Unvested restrictive stock awards | 1,034,604 | ||||||||||||
Diluted net income per share | $ | 94,201 | 64,637,256 | $ | 1.46 | ||||||||
Schedule of Securities Excluded from Calculation of Net (Loss) per Share | Certain of our outstanding securities were excluded from the above calculation of net loss per share, using the treasury stock and if-converted method, as applicable, because their impact would have been anti-dilutive due to net loss per share: | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
2018 Convertible Notes | 11,401,284 | 343,600 | — | ||||||||||
Common stock options | 2,173,916 | 2,934,625 | — | ||||||||||
Restricted stock awards | 824,217 | 1,007,119 | — | ||||||||||
Common stock warrants | 120,702 | 160,816 | — | ||||||||||
Preferred stock | 40,000 | 40,000 | — | ||||||||||
Total | 14,560,119 | 4,486,160 | — | ||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Summary of Asset and Liability Fair Values | The table below summarizes certain asset and liability fair values that are included within our accompanying Consolidated Balance Sheets, and their designations among three fair value measurement categories: | ||||||||||||||||
December 31, 2014 | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Bank CDs | $ | — | $ | 244 | $ | — | $ | 244 | |||||||||
Money market currency funds | — | 66,945 | — | 66,945 | |||||||||||||
Equity securities | 9,959 | — | — | 9,959 | |||||||||||||
Mutual funds | — | 3,062 | — | 3,062 | |||||||||||||
Deferred compensation investments, including life insurance cash surrender value | — | 6,958 | — | 6,958 | |||||||||||||
$ | 9,959 | $ | 77,209 | $ | — | $ | 87,168 | ||||||||||
Liabilities: | |||||||||||||||||
Deferred executive compensation liability | — | 4,694 | — | 4,694 | |||||||||||||
Deferred development costs | — | — | 15,785 | 15,785 | |||||||||||||
Ligand Contingent Consideration | — | — | 4,901 | 4,901 | |||||||||||||
Talon CVR | — | — | 2,379 | 2,379 | |||||||||||||
Corixa Liability | — | — | 62 | 62 | |||||||||||||
$ | — | $ | 4,694 | $ | 23,127 | $ | 27,821 | ||||||||||
December 31, 2013 | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Bank CDs | $ | — | $ | 410 | $ | — | $ | 410 | |||||||||
Money market currency funds | 100,395 | — | 100,395 | ||||||||||||||
Mutual funds | — | 3,061 | — | 3,061 | |||||||||||||
Deferred compensation investments, including life insurance cash surrender value | — | 5,361 | — | 5,361 | |||||||||||||
Equity securities | 3,593 | — | — | 3,593 | |||||||||||||
$ | 3,593 | $ | 109,227 | $ | — | $ | 112,820 | ||||||||||
Liabilities: | |||||||||||||||||
Deferred executive compensation liability | — | 3,949 | — | 3,949 | |||||||||||||
Deferred development costs | — | — | 17,742 | 17,742 | |||||||||||||
Ligand Contingent Consideration | — | — | 4,000 | 4,000 | |||||||||||||
Talon CVR | — | — | 4,329 | 4,329 | |||||||||||||
$ | — | $ | 3,949 | $ | 26,071 | $ | 30,020 | ||||||||||
Activity of Level 3 Inputs Measured on Recurring Basis | The following presents a roll forward of our liabilities for which we utilize Level 3 inputs in determining period-end value. These liabilities are included on our Consolidated Balance Sheets within “acquisition related contingent obligations” and “drug development liability, less current portion”. The basis of the Level 3 inputs utilized are discussed in the referenced Notes to these Consolidated Financial Statements for each. | ||||||||||||||||
Fair Value Measurements of | |||||||||||||||||
Unobservable Inputs | |||||||||||||||||
(Level 3) | |||||||||||||||||
Balance at December 31, 2012 | $ | 14,520 | |||||||||||||||
Transfers in (out) | — | ||||||||||||||||
Deferred development costs | 5,509 | ||||||||||||||||
Deferred payment contingency | (2,287 | ) | |||||||||||||||
Ligand Contingent Consideration | 4,000 | ||||||||||||||||
Talon CVR | 4,329 | ||||||||||||||||
Balance at December 31, 2013 | $ | 26,071 | |||||||||||||||
Transfers in (out) | — | ||||||||||||||||
Deferred development costs (see Note 14) | (1,957 | ) | |||||||||||||||
Deferred payment contingency (see Note 14) | — | ||||||||||||||||
Ligand Contingent Consideration (see Note 10(b)) | 901 | ||||||||||||||||
Talon CVR (see Note 10(a)) | (1,950 | ) | |||||||||||||||
Corixa Liability (see Note 15(b)(i)) | 62 | ||||||||||||||||
Balance at December 31, 2014 | $ | 23,127 | |||||||||||||||
Business_Combinations_and_Cont1
Business Combinations and Contingent Consideration (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Summary of Allocation of Total Purchase Price to Net Assets Acquired | The following table summarizes the estimated fair value of the net assets acquired on July 17, 2013: | ||||||||
Cash and equivalents | $ | 131 | |||||||
Inventory | 611 | ||||||||
Prepaid expenses and other current assets | 109 | ||||||||
Property and equipment | 30 | ||||||||
Identifiable intangible assets | 44,500 | ||||||||
Total assets acquired | 45,381 | ||||||||
Accounts payable & accrued liabilities | 5,231 | ||||||||
Deferred tax liability | 6,576 | ||||||||
Total liabilities assumed | 11,807 | ||||||||
Net assets acquired | $ | 33,574 | |||||||
Goodwill | $ | 10,526 | |||||||
Amortization Period for such Intangible Assets Acquired | The acquired intangible assets consisted of (i) developed technology and in-process research and development (“IPR&D”) for MARQIBO treatment of acute lymphoblastic leukemia (“ALL”) and (ii) MARQIBO treatment of non-Hodgkin’s lymphoma (“NHL”) and other potential indications, as summarized in the table below: | ||||||||
Value of | Amortization | ||||||||
Intangible | Period* | ||||||||
Assets | |||||||||
Acquired | |||||||||
Developed technology —MARQIBO for ALL | $ | 26,900 | 81 months | ||||||
IPR&D —MARQIBO for NHL and other potential indications | 17,600 | (1 | ) | ||||||
Total identifiable intangible assets | $ | 44,500 | |||||||
* | Recognized on a straight-line basis. | ||||||||
-1 | IPR&D is an intangible asset classified as indefinite-lived until the completion or abandonment of the associated research and development effort, and will be amortized over an estimated useful life to be determined at the date the project is completed. IPR&D is not amortized during this period, but is periodically tested for impairment. | ||||||||
Talon Therapeutics, Inc. [Member] | |||||||||
Change in Fair Value of Contingent Consideration Related to Acquisition | Adjustments to CVR fair value are recognized within “change in fair value of contingent consideration related to acquisitions” in the accompanying Consolidated Statements of Operations, and the CVR is presented at each reporting period within “acquisition-related contingent obligations” within long-term liabilities on the accompanying Consolidated Balance Sheets . | ||||||||
Fair Value | |||||||||
of Talon | |||||||||
CVR | |||||||||
December 31, 2013 | $ | 4,329 | |||||||
Fair value adjustment for the year ended December 31, 2014 | (1,950 | ) | |||||||
December 31, 2014 | $ | 2,379 | |||||||
Acquisition-Date Fair Value of Consideration Transferred | The acquisition-date fair value of the consideration transferred consisted of the following items: | ||||||||
Cash consideration | $ | 3,000 | |||||||
Ligand Contingent Consideration | 4,700 | ||||||||
Total purchase consideration | $ | 7,700 | |||||||
Melphalan license [Member] | |||||||||
Change in Fair Value of Contingent Consideration Related to Acquisition | Adjustments to Ligand Contingent Consideration fair value are recognized within “fair value of contingent consideration related to acquisitions” in the accompanying Consolidated Statements of Operations. | ||||||||
Fair Value of | |||||||||
Ligand | |||||||||
Contingent | |||||||||
Consideration | |||||||||
December 31, 2013 | $ | 4,000 | |||||||
Fair value adjustment for year ended December 31, 2014 | 901 | ||||||||
December 31, 2014 | $ | 4,901 | |||||||
Summary of Allocation of Total Purchase Price to Net Assets Acquired | The allocation of the total purchase price to the net assets acquired is as follows: | ||||||||
IPR&D—C-E MELPHALAN rights | $ | 7,700 |
OutLicense_of_Marqibo_Zevalin_1
Out-License of Marqibo, Zevalin, & C-E Melphalan in China Territory (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Text Block [Abstract] | |||||
Schedule of Proceeds Received and Fair Value on CASI Out-License Execution Date | The proceeds we received, and its fair value on the CASI Out-License execution date, consisted of the following: | ||||
CASI common stock (a) (5.4 million shares) | $ | 8,649 | (a) | ||
CASI secured promissory note due March 17, 2016, net of fair value discount (b) ($1.5 million face value and 0.5% annual coupon) | 1,310 | (b) | |||
Total consideration received | $ | 9,959 | (c) | ||
• | Value determined based on the September 17, 2014 closing price of 5.4 million shares of CASI common stock on the NASDAQ Capital Market of $1.60 per share. Our intention is to hold these securities on a long-term basis. Accordingly, we have presented its value of $8.5 million as of December 31, 2014 within “other assets” (rather than “marketable securities”) on our accompanying Consolidated Balance Sheets. The change in the value of these securities at each reporting period is included in “other comprehensive income (loss), net” on the accompanying Consolidated Statement of Comprehensive Income (Loss). | ||||
• | Present value estimated using the terms of the $1.5 million promissory note, and the application of a synthetic debt rating based on CASI’s publicly-available financial information, and the prevailing interest yields on similar public debt securities as of September 17, 2014. | ||||
• | Presented within “deferred revenue” in the accompanying Consolidated Balance Sheets as of December 31, 2014. |
Convertible_Senior_Notes_Table
Convertible Senior Notes (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Text Block [Abstract] | |||||||||
Carrying Value of 2018 Convertible Notes | The carrying value of the 2018 Convertible Notes as of December 31, 2014 is summarized as follows: | ||||||||
Principal amount | $ | 120,000 | |||||||
(Less): Unamortized debt discount (amortized through December 2018) | (23,702 | ) | |||||||
December 31, 2014 | $ | 96,298 | |||||||
Components of Total Interest Expense, Net Recognized | The following table sets forth the components of total “interest expense, net” recognized in the accompanying Consolidated Statements of Operations for the 2018 Convertible Notes for the years ended December 31, 2014 and 2013: | ||||||||
Year Ended December 31, | |||||||||
2014 | 2013 | ||||||||
Contractual coupon interest expense | $ | 3,300 | $ | 73 | |||||
Amortization of debt issuance costs | 599 | 43 | |||||||
Accretion of debt discount | 4,818 | 101 | |||||||
Total | $ | 8,717 | $ | 217 | |||||
Effective interest rate | 8.66 | % | 8.59 | % |
Mundipharma_Agreement_Tables
Mundipharma Agreement (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Text Block [Abstract] | |||||||||||||
Schedule of Drug Development Liability Adjustments | We will assess this liability at each subsequent reporting date and record its adjustment through “research and development” expense in our Consolidated Statements of Operations. | ||||||||||||
Year Ended December 31, | |||||||||||||
Drug | Drug | Total Drug | |||||||||||
Development | Development | Development | |||||||||||
Liability, | Liability, | Liability – | |||||||||||
Current – | Long Term – | FOLOTYN | |||||||||||
FOLOTYN | FOLOTYN | ||||||||||||
Balance at December 31, 2013 | $ | 3,119 | $ | 14,623 | $ | 17,742 | |||||||
Transfer from long term to current in 2014 | (21 | ) | 21 | — | |||||||||
(Less): Expenses incurred in 2014 | (1,957 | ) | — | (1,957 | ) | ||||||||
Balance at December 31, 2014 | $ | 1,141 | $ | 14,644 | $ | 15,785 | |||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Schedule of Future Minimum Lease Payments | Our future minimum lease payments are as follows: | ||||
Year ending December 31, | Operating Lease | ||||
Minimum | |||||
Payments | |||||
2015 | $ | 1,210 | |||
2016 | 1,150 | ||||
2017 | 1,120 | ||||
2018 | 1,155 | ||||
2019 | 460 | ||||
$ | 5,095 | ||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Components of (Loss) Income before (Provision) Benefit for Income Taxes | The components of (loss) income before (provision) benefit for income taxes are as follows: | ||||||||||||
For the Years Ended | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
United States | $ | (37,327 | ) | $ | (30,437 | ) | $ | 82,165 | |||||
Foreign | (6,205 | ) | (6,199 | ) | (2,235 | ) | |||||||
Total | $ | (43,532 | ) | $ | (36,636 | ) | $ | 79,930 | |||||
Provision (Benefit) for Income Taxes | The provision (benefit) for income taxes consist of the following: | ||||||||||||
For the Years Ended | |||||||||||||
December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | 1,529 | $ | (8,357 | ) | $ | 16,222 | ||||||
State | 126 | (691 | ) | 3,412 | |||||||||
Foreign | 29 | — | — | ||||||||||
$ | 1,684 | $ | (9,048 | ) | $ | 19,634 | |||||||
Deferred: | |||||||||||||
Federal | 495 | 36,183 | (24,013 | ) | |||||||||
State | 7 | (1,637 | ) | (9,892 | ) | ||||||||
Foreign | — | — | — | ||||||||||
502 | 34,546 | (33,905 | ) | ||||||||||
Total income tax provision (benefit) | $ | 2,186 | $ | 25,498 | $ | (14,271 | ) | ||||||
Income Tax Provision (Benefit) Differs from Computed Using Federal Statutory Rate Applied to Income before Taxes | The income tax provision (benefit) differs from that computed using the federal statutory rate applied to income before taxes as follows: | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Tax provision (benefit) computed at the federal statutory rate | $ | (15,236 | ) | $ | (12,822 | ) | $ | 27,975 | |||||
State tax, net of federal benefit | 66 | (246 | ) | 2,442 | |||||||||
Expired tax attributes | — | — | — | ||||||||||
Research credits | (2,134 | ) | (2,254 | ) | (2,129 | ) | |||||||
Benefits from credit study | — | — | (4,148 | ) | |||||||||
Common stock warrant liability | — | — | — | ||||||||||
Transaction costs | (11 | ) | 880 | 1,497 | |||||||||
Officers compensation | 1,895 | 2,178 | 2,908 | ||||||||||
Stock based compensation | 299 | 501 | 134 | ||||||||||
Permanent items and other | 21,742 | (1,080 | ) | 2,111 | |||||||||
Domestic manufacturing deduction | (630 | ) | 767 | (1,262 | ) | ||||||||
Tax differential on foreign earnings | 1,570 | 1,123 | 382 | ||||||||||
Change in tax rate | (519 | ) | (283 | ) | 338 | ||||||||
Valuation allowance | (4,856 | ) | 36,734 | (44,519 | ) | ||||||||
Income tax provision (benefit) | $ | 2,186 | $ | 25,498 | $ | (14,271 | ) | ||||||
Components of Company's Deferred Tax Assets | Significant components of our deferred tax assets as of December 31, 2014 and 2013 are shown below. A valuation allowance has been recognized to offset the net deferred tax assets as realization of such deferred tax assets no longer meets the “more-likely-than-not” threshold under GAAP. | ||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Net operating loss carry forwards | $ | 40,505 | $ | 46,482 | |||||||||
Research credits | 9,045 | 8,066 | |||||||||||
Stock based compensation | 3,703 | 3,486 | |||||||||||
Deferred revenue | 1,893 | 58 | |||||||||||
Development costs | 5,950 | 6,495 | |||||||||||
Returns and allowances | 4,161 | 3,117 | |||||||||||
Other, net | 9,082 | 5,551 | |||||||||||
Total deferred tax assets before valuation allowance | 74,339 | 73,255 | |||||||||||
Valuation allowance | (45,983 | ) | (49,586 | ) | |||||||||
Total deferred tax assets | 28,356 | 23,669 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Basis difference in debt | (907 | ) | (1,082 | ) | |||||||||
Depreciation and amortization differences | (34,088 | ) | (28,096 | ) | |||||||||
Net deferred tax (liability) asset | $ | (6,639 | ) | $ | (5,509 | ) | |||||||
Summary of Unrecognized Tax Benefits | The following tabular reconciliation summarizes activity related to unrecognized tax benefits: | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
Balance at beginning of year | $ | 2,212 | $ | 5,482 | $ | 3,928 | |||||||
Adjustments related to prior year tax positions | (915 | ) | (200 | ) | (527 | ) | |||||||
Increases related to current year tax positions | 647 | 648 | 2,515 | ||||||||||
Decreases due to settlements | — | (1,227 | ) | (434 | ) | ||||||||
Decreases related to prior year tax positions | — | (2,491 | ) | — | |||||||||
Balance at end of year | $ | 1,944 | $ | 2,212 | $ | 5,482 | |||||||
Summary_of_Selected_Quarterly_1
Summary of Selected Quarterly Financial Data (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Summary of Selected Quarterly Financial Data | Selected quarterly financial data (unaudited) for the year ended December 31, 2014 and 2013 is presented below: | ||||||||||||||||
Quarter Ended (Unaudited) | |||||||||||||||||
March 31 | June 30 | September 30 | December 31 | ||||||||||||||
2014:00:00 | |||||||||||||||||
Total revenues | $ | 40,124 | $ | 46,855 | $ | 47,990 | $ | 51,861 | |||||||||
Operating loss | $ | (24,414 | ) | $ | (1,396 | ) | $ | (4,127 | ) | $ | (1,632 | ) | |||||
Net loss | $ | (27,641 | ) | $ | (3,563 | ) | $ | (11,539 | ) | $ | (2,976 | ) | |||||
Net loss per share, basic | $ | (0.44 | ) | $ | (0.06 | ) | $ | (0.18 | ) | $ | (0.05 | ) | |||||
Net loss per share, diluted | $ | (0.44 | ) | $ | (0.06 | ) | $ | (0.18 | ) | $ | (0.05 | ) | |||||
2013:00:00 | |||||||||||||||||
Total revenues | $ | 38,667 | $ | 33,232 | $ | 42,439 | $ | 41,516 | |||||||||
Operating loss | $ | (6,457 | ) | $ | (12,529 | ) | $ | (13,287 | ) | $ | (6,512 | ) | |||||
Net loss | $ | (5,435 | ) | $ | (9,721 | ) | $ | (7,812 | ) | $ | (39,166 | ) | |||||
Net loss per share, basic | $ | (0.09 | ) | $ | (0.16 | ) | $ | (0.13 | ) | $ | (0.63 | ) | |||||
Net loss per share, diluted | $ | (0.09 | ) | $ | (0.16 | ) | $ | (0.13 | ) | $ | (0.63 | ) |
Description_of_Business_Basis_2
Description of Business, Basis of Presentation, and Operating Segment - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Segment | |
Segment Reporting Information [Line Items] | |
Number of reportable operating segment | 1 |
Spectrum Pharma Canada [Member] | |
Segment Reporting Information [Line Items] | |
Ownership interest, percentage | 50.00% |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies and Use of Estimates - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Number of months customers are allowed to return products | 6 months |
Cash and equivalents maturities period | 3 months |
Balance_Sheet_Account_Detail_S
Balance Sheet Account Detail - Summary of Cash and Cash Equivalents and Marketable Securities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Thousands, unless otherwise specified | ||||
Schedule of Investments [Line Items] | ||||
Cash and cash equivalents, Marketable securities, Cost | $133,248 | $159,777 | ||
Cash and cash equivalents, Marketable securities, Gross Unrealized Gains | 0 | 0 | ||
Cash and cash equivalents, Marketable securities, Gross Unrealized Losses | 0 | 0 | ||
Cash and cash equivalents, Marketable securities, Estimated fair Value | 133,248 | 159,777 | ||
Cash and cash equivalents | 129,942 | 156,306 | 139,698 | 121,202 |
Marketable Security, Current | 3,306 | 3,471 | ||
Bank Deposits [Member] | ||||
Schedule of Investments [Line Items] | ||||
Bank deposits, Cost | 62,997 | 55,911 | ||
Bank deposits, Gross Unrealized Gains | 0 | 0 | ||
Bank deposits, Gross Unrealized Losses | 0 | 0 | ||
Bank deposits, Estimated fair Value | 62,997 | 55,911 | ||
Cash and cash equivalents | 62,997 | 55,911 | ||
Money Market Funds [Member] | ||||
Schedule of Investments [Line Items] | ||||
Marketable security, Amortized Cost | 66,945 | 100,395 | ||
Marketable security, Gross Unrealized Gains | 0 | 0 | ||
Marketable security, Gross Unrealized Losses | 0 | 0 | ||
Marketable security, Estimated fair Value | 66,945 | 100,395 | ||
Cash and cash equivalents | 66,945 | 100,395 | ||
Bank CDs [Member] | ||||
Schedule of Investments [Line Items] | ||||
Marketable security, Amortized Cost | 244 | 410 | ||
Marketable security, Gross Unrealized Gains | 0 | 0 | ||
Marketable security, Gross Unrealized Losses | 0 | 0 | ||
Marketable security, Estimated fair Value | 244 | 410 | ||
Marketable Security, Current | 244 | 410 | ||
Mutual Funds [Member] | ||||
Schedule of Investments [Line Items] | ||||
Marketable security, Amortized Cost | 3,062 | 3,061 | ||
Marketable security, Gross Unrealized Gains | 0 | 0 | ||
Marketable security, Gross Unrealized Losses | 0 | 0 | ||
Marketable security, Estimated fair Value | 3,062 | 3,061 | ||
Marketable Security, Current | $3,062 | $3,061 |
Balance_Sheet_Account_Detail_A
Balance Sheet Account Detail - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Schedule Of Investments In Marketable Securities [Line Items] | |||
Securities in continuous unrealized loss position, period | Longer than one year. | ||
Depreciation expense | $1,100,000 | $1,200,000 | $1,200,000 |
Property and equipment, at cost | 7,450,000 | 10,605,000 | |
(Less): Accumulated depreciation | -6,045,000 | -9,070,000 | |
Intangible assets, net | 230,100,000 | 231,352,000 | |
Intangible assets, impairment | 0 | ||
Intangible asset amortization expense | 24,300,000 | 21,200,000 | 8,800,000 |
Unrealized gains and losses from available-for-sale securities | 2,200,000 | ||
MARQIBO IPR&D (NHL and further ALL indications) [Member] | |||
Schedule Of Investments In Marketable Securities [Line Items] | |||
Intangible assets, net | 17,600,000 | 17,600,000 | |
C-E MELPHALAN IPR&D [Member] | |||
Schedule Of Investments In Marketable Securities [Line Items] | |||
Intangible assets, net | 7,700,000 | 7,700,000 | |
Adjusted Property And Equipment [Member] | |||
Schedule Of Investments In Marketable Securities [Line Items] | |||
Property and equipment, at cost | 4,200,000 | ||
(Less): Accumulated depreciation | ($4,000,000) |
Balance_Sheet_Account_Detail_S1
Balance Sheet Account Detail - Schedule of Property and Equipment Net of Accumulated Depreciation (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $7,450 | $10,605 |
(Less): accumulated depreciation and amortization | -6,045 | -9,070 |
Property and equipment, net | 1,405 | 1,535 |
Computers and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 3,616 | 5,154 |
Lab and media equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 643 | 1,063 |
Office furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 344 | 1,575 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $2,847 | $2,813 |
Balance_Sheet_Account_Detail_C
Balance Sheet Account Detail - Components of Inventories (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Raw materials | $1,507 | $1,794 |
Work in process | 3,979 | 3,312 |
Finished goods | 3,714 | 8,413 |
Inventories | $9,200 | $13,519 |
Balance_Sheet_Account_Detail_S2
Balance Sheet Account Detail - Summary of Customers Representing 10% or More of Accounts Receivables (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total Accounts Receivables, net | 70,758 | 49,483 |
Oncology Supply, a division of ASD Specialty Healthcare, Inc., and its affiliates (excluding ICS) [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total Accounts Receivables, net | 36,154 | 18,655 |
McKesson Corporation and its affiliates [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total Accounts Receivables, net | 22,534 | 15,191 |
Integrated Commercialization Solutions, Inc. (ICS) [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total Accounts Receivables, net | 8,432 | |
Cardinal Health, Inc. and its affiliates [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total Accounts Receivables, net | 5,097 | |
All Other Customers [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total Accounts Receivables, net | 3,638 | 10,540 |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 100.00% | 100.00% |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Oncology Supply, a division of ASD Specialty Healthcare, Inc., and its affiliates (excluding ICS) [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 51.10% | 37.70% |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | McKesson Corporation and its affiliates [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 31.90% | 30.70% |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Integrated Commercialization Solutions, Inc. (ICS) [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 11.90% | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Cardinal Health, Inc. and its affiliates [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 10.30% | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | All Other Customers [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 5.10% | 21.30% |
Balance_Sheet_Account_Detail_S3
Balance Sheet Account Detail - Summary of Customers Representing 10% or More of Accounts Receivables (Parenthetical) (Detail) (Customer Concentration Risk [Member], Accounts Receivable [Member]) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 100.00% | 100.00% |
Integrated Commercialization Solutions, Inc. (ICS) [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 11.90% | |
Cardinal Health, Inc. and its affiliates [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 10.30% | |
Maximum [Member] | Integrated Commercialization Solutions, Inc. (ICS) [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 10.00% | |
Maximum [Member] | Cardinal Health, Inc. and its affiliates [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Percentage of accounts receivable, net | 10.00% |
Balance_Sheet_Account_Detail_S4
Balance Sheet Account Detail - Schedule of Other Receivables (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Receivables [Abstract] | ||
Income tax receivable | $1,387 | $7,539 |
Receivables from third parties for certain of our incurred expenses | 4,102 | |
Other receivables | $5,489 | $7,539 |
Balance_Sheet_Account_Detail_C1
Balance Sheet Account Detail - Components of Intangible Assets Net of Accumulated Amortization (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Product Rights [Line Items] | ||
Historical Cost | $305,668 | $280,668 |
Accumulated Amortization | -72,383 | -48,975 |
Foreign Currency Translation | -2,162 | 682 |
Impairment | -1,023 | -1,023 |
Net Amount | 230,100 | 231,352 |
FOLOTYN distribution rights [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 118,400 | 118,400 |
Accumulated Amortization | -20,030 | -10,587 |
Foreign Currency Translation | 0 | 0 |
Net Amount | 98,370 | 107,813 |
Full Amortization Period (months) | 152 months | |
Remaining Amortization Period (months) | 125 months | |
MARQIBO IPR&D (NHL and further ALL indications) [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 17,600 | 17,600 |
Net Amount | 17,600 | 17,600 |
BELEODAQ distribution rights [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 25,000 | |
Accumulated Amortization | -937 | |
Net Amount | 24,063 | |
Full Amortization Period (months) | 160 months | |
Remaining Amortization Period (months) | 154 months | |
C-E MELPHALAN IPR&D [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 7,700 | 7,700 |
Net Amount | 7,700 | 7,700 |
MARQIBO distribution rights [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 26,900 | 26,900 |
Accumulated Amortization | -4,225 | -1,107 |
Net Amount | 22,675 | 25,793 |
Full Amortization Period (months) | 81 months | |
Remaining Amortization Period (months) | 63 months | |
ZEVALIN distribution rights [Member] | United States [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 41,900 | 41,900 |
Accumulated Amortization | -27,134 | -23,455 |
Net Amount | 14,766 | 18,445 |
Full Amortization Period (months) | 122 months | |
Remaining Amortization Period (months) | 48 months | |
ZEVALIN distribution rights [Member] | Ex-U.S. [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 23,490 | 23,490 |
Accumulated Amortization | -7,402 | -5,343 |
Foreign Currency Translation | -2,162 | 682 |
Net Amount | 13,926 | 18,829 |
Full Amortization Period (months) | 95 months | |
Remaining Amortization Period (months) | 62 months | |
FUSILEV distribution rights [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 16,778 | 16,778 |
Accumulated Amortization | -6,270 | -4,821 |
Net Amount | 10,508 | 11,957 |
Full Amortization Period (months) | 84 months | |
Remaining Amortization Period (months) | 40 months | |
FOLOTYN out-License [Member] | ||
Product Rights [Line Items] | ||
Historical Cost | 27,900 | 27,900 |
Accumulated Amortization | -6,385 | -3,662 |
Impairment | -1,023 | -1,023 |
Net Amount | $20,492 | $23,215 |
Full Amortization Period (months) | 110 months | |
Remaining Amortization Period (months) | 91 months |
Balance_Sheet_Account_Detail_C2
Balance Sheet Account Detail - Components of Intangible Assets Net of Accumulated Amortization (Parenthetical) (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Product Rights [Line Items] | ||
Impairment | $1,023 | $1,023 |
FOLOTYN out-License [Member] | ||
Product Rights [Line Items] | ||
Impairment | $1,023 | $1,023 |
Balance_Sheet_Account_Detail_E
Balance Sheet Account Detail - Estimated Intangible Asset Amortization Expense (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Investment Holdings [Abstract] | |
2015 | $25,937 |
2016 | 25,937 |
2017 | 25,937 |
2018 | 25,937 |
2019 | 23,332 |
2020 and thereafter | 77,720 |
Intangible Assets, Net Total | $204,800 |
Balance_Sheet_Account_Detail_S5
Balance Sheet Account Detail - Schedule of Goodwill (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Goodwill [Line Items] | ||
Foreign currency exchange translation effects | ($202) | $104 |
Goodwill | 18,195 | 18,501 |
ZEVALIN Ex-U.S. Distribution Rights [Member] | ||
Goodwill [Line Items] | ||
Acquisition | 2,525 | 2,525 |
Allos Therapeutics, Inc. [Member] | ||
Goodwill [Line Items] | ||
Acquisition | 5,346 | 5,346 |
Talon [Member] | ||
Goodwill [Line Items] | ||
Acquisition | $10,526 | $10,526 |
Balance_Sheet_Account_Detail_S6
Balance Sheet Account Detail - Summary of Other Assets (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Equity securities (see Note 11) | $8,501 | $3,593 |
Supplies | 234 | 190 |
2018 Convertible Notes issuance costs | 2,171 | 3,432 |
Executive officer life insurance - cash surrender value | 6,958 | 5,362 |
Other assets | $17,864 | $12,577 |
Balance_Sheet_Account_Detail_S7
Balance Sheet Account Detail - Schedule of Accounts Payable and Other Accrued Obligations (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Payables and Accruals [Abstract] | ||
Trade payables | $8,994 | $12,796 |
Accrued research and development expenses | 5,423 | 6,433 |
Accrued selling, general and administrative expenses | 10,154 | 8,870 |
Accrued rebates | 41,782 | 28,893 |
Accrued product royalty | 5,182 | 9,498 |
Allowance for returns | 1,135 | 2,900 |
Accrued data and distribution fees | 3,952 | 2,430 |
Accrued GPO administrative fees | 3,222 | 2,327 |
Inventory management fee | 1,110 | 616 |
Allowance for chargebacks | 4,040 | 5,074 |
Accounts payable and other accrued liabilities | $84,994 | $79,837 |
Balance_Sheet_Account_Detail_S8
Balance Sheet Account Detail - Schedule of Amounts Presented in Accounts Payable and Other Accrued Obligations (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Rebates and Chargebacks [Member] | ||
Schedule of Investments [Line Items] | ||
Balance as of December 31, 2012 | $33,967 | $26,176 |
Add: provisions (recovery) | 76,636 | 63,609 |
(Less): credits or actual allowances | -64,781 | -55,818 |
Balance as of December 31, 2013 | 45,822 | 33,967 |
Data and Distribution, GPO Fees, and Inventory Management Fees [Member] | ||
Schedule of Investments [Line Items] | ||
Balance as of December 31, 2012 | 5,373 | 14,149 |
Add: provisions (recovery) | 21,330 | 19,067 |
(Less): credits or actual allowances | -18,419 | -27,843 |
Balance as of December 31, 2013 | 8,284 | 5,373 |
Returns [Member] | ||
Schedule of Investments [Line Items] | ||
Balance as of December 31, 2012 | 2,900 | 5,056 |
Add: provisions (recovery) | -78 | -2,034 |
(Less): credits or actual allowances | -1,687 | -122 |
Balance as of December 31, 2013 | $1,135 | $2,900 |
Balance_Sheet_Account_Detail_S9
Balance Sheet Account Detail - Summary of Other Long-Term Liabilities (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Other Liabilities Disclosure [Abstract] | ||
Accrued executive deferred compensation | $4,694 | $3,949 |
Deferred rent (non-current portion) | 364 | 366 |
Business acquisition liability | 300 | 298 |
Other tax liabilities | 730 | 1,352 |
Other long-term liabilities | $6,088 | $5,965 |
GrosstoNet_Product_Sales_Recon
Gross-to-Net Product Sales - Reconciliation of Gross-to-Net Product Sales (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue, Net [Abstract] | |||
Gross product sales | $284,685 | $224,301 | $383,817 |
Rebates and chargebacks | -76,636 | -63,610 | -91,059 |
Data, distribution and GPO administration fees | -21,330 | -19,067 | -32,793 |
Prompt pay discount | -260 | -183 | -4,814 |
Product returns allowance | 78 | 2,034 | -159 |
Product sales, net | $186,537 | $143,475 | $254,992 |
Net_Product_Sales_by_Geographi2
Net Product Sales by Geographic Region, Product Line, and Gross Product Sales by Significant Customers - Schedule of Net Product Sales by Geography (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Sales Information [Line Items] | |||
Net product sales | $186,537 | $143,475 | $254,992 |
ZEVALIN [Member] | |||
Sales Information [Line Items] | |||
Net product sales | 22,169 | 29,393 | 30,327 |
United States [Member] | |||
Sales Information [Line Items] | |||
Net product sales | 177,979 | 133,462 | 245,697 |
Total International [Member] | |||
Sales Information [Line Items] | |||
Net product sales | 8,558 | 10,013 | 9,295 |
Total International [Member] | Europe [Member] | ZEVALIN [Member] | |||
Sales Information [Line Items] | |||
Net product sales | 3,357 | 3,953 | 3,113 |
Total International [Member] | Asia Pacific [Member] | ZEVALIN [Member] | |||
Sales Information [Line Items] | |||
Net product sales | $5,201 | $6,060 | $6,182 |
Geographic Concentration Risk [Member] | Sales [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 100.00% | 100.00% | 100.00% |
Geographic Concentration Risk [Member] | Sales [Member] | United States [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 95.40% | 93.00% | 96.40% |
Geographic Concentration Risk [Member] | Sales [Member] | Total International [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 4.60% | 7.00% | 3.60% |
Geographic Concentration Risk [Member] | Sales [Member] | Total International [Member] | Europe [Member] | ZEVALIN [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 1.80% | 2.80% | 1.20% |
Geographic Concentration Risk [Member] | Sales [Member] | Total International [Member] | Asia Pacific [Member] | ZEVALIN [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 2.80% | 4.20% | 2.40% |
Net_Product_Sales_by_Geographi3
Net Product Sales by Geographic Region, Product Line, and Gross Product Sales by Significant Customers - Schedule of Net Product Sales by Product Line (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Sales Information [Line Items] | |||
Net product sales | $186,537 | $143,475 | $254,992 |
FUSILEV [Member] | |||
Sales Information [Line Items] | |||
Net product sales | 105,608 | 68,397 | 204,253 |
FOLOTYN [Member] | |||
Sales Information [Line Items] | |||
Net product sales | 47,556 | 44,370 | 20,412 |
ZEVALIN [Member] | |||
Sales Information [Line Items] | |||
Net product sales | 22,169 | 29,393 | 30,327 |
MARQIBO [Member] | |||
Sales Information [Line Items] | |||
Net product sales | 6,328 | 1,315 | |
BELEODAQ [Member] | |||
Sales Information [Line Items] | |||
Net product sales | $4,876 | ||
Product Concentration Risk [Member] | Sales [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 100.00% | 100.00% | 100.00% |
Product Concentration Risk [Member] | Sales [Member] | FUSILEV [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 56.60% | 47.70% | 80.10% |
Product Concentration Risk [Member] | Sales [Member] | FOLOTYN [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 25.50% | 30.90% | 8.00% |
Product Concentration Risk [Member] | Sales [Member] | ZEVALIN [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 11.90% | 20.50% | 11.90% |
Product Concentration Risk [Member] | Sales [Member] | MARQIBO [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 3.40% | 0.90% | |
Product Concentration Risk [Member] | Sales [Member] | BELEODAQ [Member] | |||
Sales Information [Line Items] | |||
Percentage of net product sales | 2.60% |
Net_Product_Sales_by_Geographi4
Net Product Sales by Geographic Region, Product Line, and Gross Product Sales by Significant Customers - Summary of Customers Representing 10% or More of Gross Product Sales (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenue, Major Customer [Line Items] | |||
Gross product sales | $284,685 | $224,301 | $383,817 |
Oncology Supply, a division of ASD Specialty Healthcare, Inc., and its affiliates (excluding ICS) [Member] | |||
Revenue, Major Customer [Line Items] | |||
Gross product sales | 115,079 | 79,497 | 101,712 |
McKesson Corporation and its affiliates [Member] | |||
Revenue, Major Customer [Line Items] | |||
Gross product sales | 93,656 | 44,350 | 89,046 |
Integrated Commercialization Solutions, Inc. (ICS) [Member] | |||
Revenue, Major Customer [Line Items] | |||
Gross product sales | 35,548 | 74,461 | |
Cardinal Health, Inc. and its affiliates [Member] | |||
Revenue, Major Customer [Line Items] | |||
Gross product sales | 60,259 | ||
All Other Customers [Member] | |||
Revenue, Major Customer [Line Items] | |||
Gross product sales | $75,950 | $64,906 | $58,339 |
Customer Concentration Risk [Member] | Gross Product Sales [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 100.00% | 100.00% | 100.00% |
Customer Concentration Risk [Member] | Gross Product Sales [Member] | Oncology Supply, a division of ASD Specialty Healthcare, Inc., and its affiliates (excluding ICS) [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 40.00% | 35.40% | 26.50% |
Customer Concentration Risk [Member] | Gross Product Sales [Member] | McKesson Corporation and its affiliates [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 32.10% | 19.80% | 23.20% |
Customer Concentration Risk [Member] | Gross Product Sales [Member] | Integrated Commercialization Solutions, Inc. (ICS) [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 15.80% | 19.40% | |
Customer Concentration Risk [Member] | Gross Product Sales [Member] | Cardinal Health, Inc. and its affiliates [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 15.70% | ||
Customer Concentration Risk [Member] | Gross Product Sales [Member] | All Other Customers [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 27.90% | 29.00% | 15.20% |
Net_Product_Sales_by_Geographi5
Net Product Sales by Geographic Region, Product Line, and Gross Product Sales by Significant Customers - Summary of Customers Representing 10% or More of Gross Product Sales (Parenthetical) (Detail) (Customer Concentration Risk [Member], Gross Product Sales [Member]) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 100.00% | 100.00% | 100.00% |
Integrated Commercialization Solutions, Inc. (ICS) [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 15.80% | 19.40% | |
Cardinal Health, Inc. and its affiliates [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 15.70% | ||
Maximum [Member] | Integrated Commercialization Solutions, Inc. (ICS) [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 10.00% | ||
Maximum [Member] | Cardinal Health, Inc. and its affiliates [Member] | |||
Revenue, Major Customer [Line Items] | |||
Percentage of gross product sales | 10.00% | 10.00% |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2009 | |
Plans | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of stock incentive plans | 1 | |||
Estimated forfeiture rate | 8.00% | 8.00% | 5.00% | |
Exercise of Issued Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense | 11,400,000 | |||
Weighted average period to recognize compensation expense | 2 years 6 months 15 days | |||
Restricted Stock Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Unrecognized compensation expense | 4,900,000 | |||
Weighted average period to recognize compensation expense | 2 years 9 months 18 days | |||
Upon Termination of Employment [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock based award vest | 25.00% | |||
Restricted stock exercised period | 90 days | |||
In the Event of Optionee's Death, Disability or Retirement [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock exercised period | 365 days | |||
Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock vesting period | 10 years | |||
Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock vesting period | 3 years | |||
2009 Incentive Award Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock authorized for issuance under incentive plan | 10,000,000 | |||
Increased number of common stock shares | 2,500,000 | |||
Issuance of common stock | 30.00% | |||
Incentive awards available for grant | 9,500,000 | |||
2009 Incentive Award Plan [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Exercise price fair value | 100.00% | |||
2013 Stock Incentive Plan [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Incentive awards available for grant | 50,000 | |||
Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock authorized for issuance under incentive plan | 4,400,000 | |||
Incentive awards available for grant | 10,000,000 | |||
Percentage of common stock purchase price | 15.00% | |||
Purchase Plan offering period | 6 months | |||
Maximum number of common stock shares available for purchase per participant | 50,000 | |||
Maximum number of common stock value available for purchase per participant | 25,000 | |||
Increase in number of shares of common stock available for issuance under the purchase plan | 1,000,000 |
StockBased_Compensation_Summar
Stock-Based Compensation - Summary of Stock-Based Compensation Expense (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | $11,809 | $12,779 | $14,884 |
Selling, general and administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | 10,053 | 10,762 | 13,041 |
Research and development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Total share-based compensation expense | $1,756 | $2,017 | $1,843 |
StockBased_Compensation_Fair_V
Stock-Based Compensation - Fair Value of Stock Options Granted Using Black-Scholes Option Pricing Model (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Expected option life (in years) | 4 years 11 months 12 days | 4 years 11 months 12 days | 4 years 6 months |
Risk-free interest rate, Minimum | 0.58% | 0.35% | 0.34% |
Risk-free interest rate, Maximum | 1.52% | 0.78% | 0.51% |
Volatility, Minimum | 48.90% | 58.30% | 64.20% |
Volatility, Maximum | 62.10% | 71.50% | 73.60% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Weighted-average grant-date fair value per stock option | $3.49 | $4.66 | $6.20 |
StockBased_Compensation_Fair_V1
Stock-Based Compensation - Fair Value of Stock Options Granted Using Black-Scholes Option Pricing Model (Parenthetical) (Detail) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected option life | 4 years 11 months 12 days | 4 years 11 months 12 days | 4 years 6 months |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected option life | 10 years | 10 years | 10 years |
StockBased_Compensation_Summar1
Stock-Based Compensation - Summary of Stock Option Activity (Detail) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Number of Shares, Outstanding, Beginning Balance | 11,329,218 | 10,399,265 | 10,185,521 |
Weighted-Average Exercise Price/Share, Outstanding, Beginning Balance | $7.10 | $6.57 | $5.46 |
Number of Shares, Granted | 2,576,292 | 2,041,300 | 1,821,915 |
Number of Shares, Exercised | -485,260 | -825,884 | -1,287,430 |
Number of Shares, Forfeited | -557,109 | -202,882 | -316,825 |
Number of Shares, Expired | -214,039 | -82,581 | -3,916 |
Number of Shares, Outstanding, Ending Balance | 12,649,102 | 11,329,218 | 10,399,265 |
Number of Shares, Vested (exercisable) - December 31, 2014 | 9,134,760 | ||
Weighted-Average Exercise Price/Share, Granted | $7.60 | $8.92 | $11.57 |
Number of Shares, Vested (exercisable) - December 31, 2014 | 3,514,342 | ||
Weighted-Average Exercise Price/Share, Exercised | $4.77 | $4.40 | $4.52 |
Weighted-Average Exercise Price/Share, Forfeited | $9.65 | $8.22 | $7.93 |
Weighted-Average Exercise Price/Share, Expired | $10.70 | $8.91 | $7.69 |
Weighted-Average Exercise Price/Share Outstanding, Ending Balance | $7.12 | $7.10 | $6.57 |
Weighted-Average Exercise Price/Share, Vested (exercisable) - December 31, 2013 | $6.62 | ||
Weighted-Average Exercise Price/Share, Unvested (unexercisable) - December 31, 2013 | $8.42 | ||
Weighted-Average Remaining Contractual Term (Years), Outstanding | 6 years 7 months 10 days | ||
Weighted-Average Remaining Contractual Term (Years), Vested (exercisable) - December 31, 2014 | 5 years 7 months 28 days | ||
Weighted-Average Remaining Contractual Term (Years), Unvested (unexercisable) - December 31, 2014 | 9 years 26 days | ||
Stock options exercised, Intrinsic value | $1,629 | $3,435 | $11,500 |
Aggregate Intrinsic Value | 11,679 | ||
Aggregate Intrinsic Value, Vested (exercisable) - December 31, 2014 | 11,678 | ||
Aggregate Intrinsic Value, Unvested (unexercisable) - December 31, 2014 | $766 |
StockBased_Compensation_Summar2
Stock-Based Compensation - Summary of Stock Option Grants (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Granted Stock Options Outstanding | 12,649,102 |
Weighted-Average Remaining Contractual Life (Years) | 6 years 7 months 10 days |
Weighted-Average Exercise Price | $7.12 |
Granted Stock Options Exercisable | 9,134,760 |
Weighted-Average Exercise Price | $6.62 |
Exercise Price Range One [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Range lower limit | $0.92 |
Exercise Price, Range upper limit | $3.15 |
Granted Stock Options Outstanding | 1,135,594 |
Weighted-Average Remaining Contractual Life (Years) | 3 years 5 months 19 days |
Weighted-Average Exercise Price | $2.19 |
Granted Stock Options Exercisable | 1,135,594 |
Weighted-Average Exercise Price | $2.19 |
Exercise Price Range Two [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Range lower limit | $3.16 |
Exercise Price, Range upper limit | $4.95 |
Granted Stock Options Outstanding | 1,673,317 |
Weighted-Average Remaining Contractual Life (Years) | 4 years 10 months 21 days |
Weighted-Average Exercise Price | $4.24 |
Granted Stock Options Exercisable | 1,673,317 |
Weighted-Average Exercise Price | $4.24 |
Exercise Price Range Three [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Range lower limit | $4.96 |
Exercise Price, Range upper limit | $6.90 |
Granted Stock Options Outstanding | 2,708,119 |
Weighted-Average Remaining Contractual Life (Years) | 4 years 5 months 1 day |
Weighted-Average Exercise Price | $6.27 |
Granted Stock Options Exercisable | 2,701,899 |
Weighted-Average Exercise Price | $6.27 |
Exercise Price Range Four [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Range lower limit | $6.91 |
Exercise Price, Range upper limit | $8.99 |
Granted Stock Options Outstanding | 4,539,130 |
Weighted-Average Remaining Contractual Life (Years) | 8 years 4 months 28 days |
Weighted-Average Exercise Price | $7.86 |
Granted Stock Options Exercisable | 1,983,129 |
Weighted-Average Exercise Price | $8.09 |
Exercise Price Range Five [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise Price, Range lower limit | $9 |
Exercise Price, Range upper limit | $16.32 |
Granted Stock Options Outstanding | 2,592,942 |
Weighted-Average Remaining Contractual Life (Years) | 8 years 2 months 16 days |
Weighted-Average Exercise Price | $10.75 |
Granted Stock Options Exercisable | 1,640,821 |
Weighted-Average Exercise Price | $10.94 |
StockBased_Compensation_Summar3
Stock-Based Compensation - Summary of Restricted Stock Activity (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Number of Restricted Stock Awards, Unvested, Beginning Balance | 1,007,119 | 1,034,604 | 952,525 |
Number of Restricted Stock Awards, Granted | 581,194 | 523,800 | 586,639 |
Number of Restricted Stock Awards, Vested | -578,985 | -501,660 | -472,160 |
Number of Restricted Stock Awards, Forfeited | -185,111 | -49,625 | -32,400 |
Number of Restricted Stock Awards, Unvested, Ending Balance | 824,217 | 1,007,119 | 1,034,604 |
Weighted Average Fair Value per Share at Grant Date, Beginning Balance | $10.09 | $11 | $10.11 |
Weighted Average Fair Value per Share at Grant Date, Granted | $7.52 | $8.74 | $11.76 |
Weighted Average Fair Value per Share at Grant Date, Vested | $10.24 | $9.72 | $10.26 |
Weighted Average Fair Value per Share at Grant Date, Forfeited | $9.88 | $10.60 | $9.57 |
Weighted Average Fair Value per Share at Grant Date, Ending Balance | $8.22 | $10.09 | $11 |
StockBased_Compensation_Fair_V2
Stock-Based Compensation - Fair Value of Restricted Stock Awards (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Restricted stock expense | $3,830 | $4,202 | $6,500 |
StockBased_Compensation_Issued
Stock-Based Compensation - Issued Shares of Common Stock (Detail) (401(k) Plan [Member], USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
401(k) Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of common stock issued | 133,734 | 99,359 | 56,254 |
Match contribution value | $1,028 | $860 | $691 |
Stockholders_Equity_Additional
Stockholders' Equity - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | ||
Sep. 30, 2003 | Dec. 31, 2014 | Dec. 31, 2013 | Jun. 13, 2011 | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | ||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | ||
Number of common shares authorized | 175,000,000 | 175,000,000 | ||
New replacement rights agreement extended date | 13-Dec-20 | |||
Percentage of outstanding shares acquired to exercise preferred share rights | 15.00% | |||
Transfer of assets or earnings power | 50.00% | |||
Common stock trading price per share | $12 | |||
Percentage of preferred stock liquidation preference common stock | 120.00% | |||
Shares of common stock issuable upon conversion or exercise of rights granted | 24,900,000 | |||
Outstanding warrants expire on varying dates | Dec-15 | |||
Maximum [Member] | ||||
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | ||||
Number of common shares authorized | 175,000,000 | |||
Minimum [Member] | ||||
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | ||||
Number of common shares authorized | 100,000,000 | |||
Series B Junior Participating Preferred Stock [Member] | ||||
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | ||||
Preferred stock, shares authorized | 1,500,000 | 1,500,000 | ||
Preferred stock issued | 0 | 0 | ||
Convertible preferred stock outstanding | 0 | 0 | ||
Series E Convertible Voting Preferred Stock [Member] | ||||
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | ||||
Preferred stock, shares authorized | 2,000 | 2,000 | ||
Preferred stock issued | 2,000 | 20 | 20 | |
Preferred stock converted into common stock | 4,000,000 | 40,000 | 40,000 | |
Convertible preferred stock outstanding | 20 | 20 | ||
Number of trading days consider for option to redeem preferred stock | 20 days | |||
Dividends payable | $0 | |||
Cash proceeds from exchange of preferred stock | $20,000,000 |
Stockholders_Equity_Shares_of_
Stockholders' Equity - Shares of Common Stock Issuable on Conversion or Exercise of Rights Granted (Detail) | Dec. 31, 2014 |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | |
Total common shares | 24,880,602 |
Series E Convertible Voting Preferred Stock [Member] | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | |
Total common shares | 40,000 |
2018 Convertible Notes [Member] | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | |
Total common shares | 11,400,000 |
Employee Stock Option [Member] | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | |
Total common shares | 12,649,102 |
Management Incentive Plan Restricted Stock Units [Member] | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | |
Total common shares | 346,500 |
Exercise of Issued Warrants [Member] | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | |
Total common shares | 445,000 |
Stockholders_Equity_Summary_of
Stockholders' Equity - Summary of Warrant Activity (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | |||
Weighted Average Exercise Price, Granted | $7.51 | ||
Weighted Average Exercise Price, Beginning Balance | $6.39 | $5.45 | $5.04 |
Weighted Average Exercise Price, Exercised | $1.79 | ||
Weighted Average Exercise Price, Ending Balance | $6.39 | $6.39 | $5.45 |
Weighted Average Exercise Price, Exercisable | $6.39 | ||
Exercise of Issued Warrants [Member] | |||
Schedule Of Share Based Compensation Arrangements By Share Based Payment Award Options [Line Items] | |||
Number of Shares, Outstanding Beginning | 395,000 | 445,000 | |
Number of Shares, Granted | 50,000 | ||
Number of Shares, Exercised | -50,000 | ||
Number of Shares, Outstanding Ending | 445,000 | 445,000 | 395,000 |
Exercisable, Number of Shares Outstanding | 445,000 |
Net_Loss_Income_Per_Share_Comp
Net (Loss) Income Per Share - Computation of Net (Loss) Income Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share [Abstract] | |||||||||||
Net (loss) income | ($2,976) | ($11,539) | ($3,563) | ($27,641) | ($39,166) | ($7,812) | ($9,721) | ($5,435) | ($45,719) | ($62,134) | $94,201 |
Weighted average shares-basic | 64,708,163 | 60,729,128 | 58,588,916 | ||||||||
Net (loss) income per share-basic | ($0.05) | ($0.18) | ($0.06) | ($0.44) | ($0.63) | ($0.13) | ($0.16) | ($0.09) | ($0.71) | ($1.02) | $1.61 |
Weighted average shares-diluted | 64,708,163 | 60,729,128 | 64,637,256 | ||||||||
Net (loss) income per share-diluted | ($0.05) | ($0.18) | ($0.06) | ($0.44) | ($0.63) | ($0.13) | ($0.16) | ($0.09) | ($0.71) | ($1.02) | $1.46 |
Net_Loss_Income_Per_Share_Sche
Net (Loss) Income Per Share - Schedule of Amounts Used in Computing Basic and Diluted Net Income Per Share (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share [Abstract] | |||||||||||
Net income (loss) | ($2,976) | ($11,539) | ($3,563) | ($27,641) | ($39,166) | ($7,812) | ($9,721) | ($5,435) | ($45,719) | ($62,134) | $94,201 |
Weighted-Average Shares Outstanding (Denominator), Basic | 64,708,163 | 60,729,128 | 58,588,916 | ||||||||
Dilutive preferred shares | 40,000 | ||||||||||
Dilutive common stock options | 4,749,299 | ||||||||||
Incremental common stock assumed issued on exercise of in-the-money warrants | 224,437 | ||||||||||
Unvested restrictive stock awards | 1,034,604 | ||||||||||
Weighted-Average Shares Outstanding (Denominator), Diluted | 64,708,163 | 60,729,128 | 64,637,256 | ||||||||
Net Income Per Share, Basic | ($0.05) | ($0.18) | ($0.06) | ($0.44) | ($0.63) | ($0.13) | ($0.16) | ($0.09) | ($0.71) | ($1.02) | $1.61 |
Net Income Per Share, Diluted | ($0.05) | ($0.18) | ($0.06) | ($0.44) | ($0.63) | ($0.13) | ($0.16) | ($0.09) | ($0.71) | ($1.02) | $1.46 |
Net_Loss_Income_Per_Share_Sche1
Net (Loss) Income Per Share - Schedule of Securities Excluded from Calculation of Net (Loss) per Share (Detail) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive excluded from computation of earnings per share amount | 14,560,119 | 4,486,160 |
Preferred Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive excluded from computation of earnings per share amount | 40,000 | 40,000 |
Common Stock Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive excluded from computation of earnings per share amount | 120,702 | 160,816 |
2018 Convertible Notes [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive excluded from computation of earnings per share amount | 11,401,284 | 343,600 |
Common Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive excluded from computation of earnings per share amount | 2,173,916 | 2,934,625 |
Restricted Stock Awards [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive excluded from computation of earnings per share amount | 824,217 | 1,007,119 |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary of Asset and Liability Fair Values (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Assets: | ||
Deferred compensation investments, including life insurance cash surrender value | $6,958,000 | $5,361,000 |
Total Assets | 87,168,000 | 112,820,000 |
Liabilities: | ||
Deferred executive compensation liability | 4,694,000 | 3,949,000 |
Deferred development costs | 15,785,000 | 17,742,000 |
Ligand Contingent Consideration | 4,901,000 | 4,000,000 |
Talon CVR | 2,379,000 | 4,329,000 |
Corixa Liability | 62,000 | |
Total Liabilities | 27,821,000 | 30,020,000 |
Bank CDs [Member] | ||
Assets: | ||
Marketable securities, fair value | 244,000 | 410,000 |
Money Market Funds [Member] | ||
Assets: | ||
Marketable securities, fair value | 66,945,000 | 100,395,000 |
Equity Securities [Member] | ||
Assets: | ||
Marketable securities, fair value | 9,959,000 | 3,593,000 |
Mutual Funds [Member] | ||
Assets: | ||
Marketable securities, fair value | 3,062,000 | 3,061,000 |
Level 1 [Member] | ||
Assets: | ||
Total Assets | 9,959,000 | 3,593,000 |
Level 1 [Member] | Equity Securities [Member] | ||
Assets: | ||
Marketable securities, fair value | 9,959,000 | 3,593,000 |
Level 2 [Member] | ||
Assets: | ||
Deferred compensation investments, including life insurance cash surrender value | 6,958,000 | 5,361,000 |
Total Assets | 77,209,000 | 109,227,000 |
Liabilities: | ||
Deferred executive compensation liability | 4,694,000 | 3,949,000 |
Total Liabilities | 4,694,000 | 3,949,000 |
Level 2 [Member] | Bank CDs [Member] | ||
Assets: | ||
Marketable securities, fair value | 244,000 | 410,000 |
Level 2 [Member] | Money Market Funds [Member] | ||
Assets: | ||
Marketable securities, fair value | 66,945,000 | 100,395,000 |
Level 2 [Member] | Mutual Funds [Member] | ||
Assets: | ||
Marketable securities, fair value | 3,062,000 | 3,061,000 |
Level 3 [Member] | ||
Liabilities: | ||
Deferred development costs | 15,785,000 | 17,742,000 |
Ligand Contingent Consideration | 4,901,000 | 4,000,000 |
Talon CVR | 2,379,000 | 4,329,000 |
Corixa Liability | 62,000 | |
Total Liabilities | $23,127,000 | $26,071,000 |
Fair_Value_Measurements_Activi
Fair Value Measurements - Activity of Level 3 Inputs Measured on Recurring Basis (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Beginning Balance | $14,520 | ||
Ending Balance | 23,127 | 26,071 | 14,520 |
Deferred Development Costs [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Transfers in (out) of Level 3 | -1,957 | 5,509 | |
Deferred Payment Contingency [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Transfers in (out) of Level 3 | -2,287 | ||
Ligand Contingent Consideration [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Transfers in (out) of Level 3 | 901 | 4,000 | |
Talon CVR [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Transfers in (out) of Level 3 | -1,950 | 4,329 | |
Corixa Liability [Member] | |||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |||
Transfers in (out) of Level 3 | $62 |
Business_Combinations_and_Cont2
Business Combinations and Contingent Consideration - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | ||
Share data in Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Jul. 17, 2013 | Dec. 31, 2013 | Jul. 31, 2013 |
Business Acquisition [Line Items] | ||||
Milestone payments methods | If all sales and regulatory approval milestones are achieved, as summarized below: b" $5.0 million upon the achievement of net sales of MARQIBO in excess of $30.0 million in any calendar year b" $10.0 million upon the achievement of net sales of MARQIBO in excess of $60.0 million in any calendar year b" $25.0 million upon the achievement of net sales of MARQIBO in excess of $100.0 million in any calendar year b" $50.0 million upon the achievement of net sales of MARQIBO in excess of $200.0 million in any calendar year b" $100.0 million upon the achievement of net sales of MARQIBO in excess of $400.0 million in any calendar year b" $5.0 million upon receipt of marketing authorization from the FDA regarding Menadione Topical Lotion | |||
Goodwill | $10,500,000 | |||
Net assets acquired | 44,100,000 | |||
Total purchase consideration | 33,600,000 | |||
License fees received | 3,000,000 | |||
Royalties payout percentage on our future net sales of licensed products | 20.00% | |||
Ligand Contingent Consideration | 4,901,000 | 4,000,000 | ||
IPR&D [Member] | ||||
Business Acquisition [Line Items] | ||||
Estimated cash flow period | 10 years | |||
Estimated cash flow discount rate | 25.00% | |||
Milestone Payments [Member] | ||||
Business Acquisition [Line Items] | ||||
Milestone net sales achievement | 66,000,000 | 5,000,000 | ||
Milestone net sales achievement | 30,000,000 | |||
Ligand Contingent Consideration | 6,000,000 | |||
Milestone Payment One [Member] | ||||
Business Acquisition [Line Items] | ||||
Milestone net sales achievement | 10,000,000 | |||
Milestone net sales achievement | 60,000,000 | |||
Milestone Payment Two [Member] | ||||
Business Acquisition [Line Items] | ||||
Milestone net sales achievement | 25,000,000 | |||
Milestone net sales achievement | 100,000,000 | |||
Milestone Payment Three [Member] | ||||
Business Acquisition [Line Items] | ||||
Milestone net sales achievement | 50,000,000 | |||
Milestone net sales achievement | 200,000,000 | |||
Milestone Payment Four [Member] | ||||
Business Acquisition [Line Items] | ||||
Milestone net sales achievement | 100,000,000 | |||
Milestone net sales achievement | 400,000,000 | |||
Menadione Topical Lotion [Member] | ||||
Business Acquisition [Line Items] | ||||
Milestone net sales achievement | 5,000,000 | |||
Talon Therapeutics, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Additional shares business acquisition date | 17-Jul-13 | |||
Cash consideration | 11,300,000 | |||
Shares issued in acquisition | 3 | |||
Common stock value, per share | $8.77 | |||
Common stock value assigned | 26,300,000 | |||
Contingent value rights future cash payments | 195,000,000 | 195,000,000 | ||
Contingent value rights valuation description | The CVR was valued using a valuation model that probability-weights expected outcomes (ranging from 50% to 100%) and discounts those amounts to their present value, using a discount rate of 25% (these represent unobservable inputs and are therefore classified as Level 3 inputs - see Note 2 (xiii)). | |||
Contingent value rights discount rate | 25.00% | |||
Estimated fair value of acquisition | 6,500,000 | |||
Goodwill | 10,526,000 | |||
Net assets acquired | 33,574,000 | |||
Talon Therapeutics, Inc. [Member] | Minimum [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent value rights expected rate | 50.00% | |||
Talon Therapeutics, Inc. [Member] | Maximum [Member] | ||||
Business Acquisition [Line Items] | ||||
Contingent value rights expected rate | 100.00% | |||
Allos Therapeutics, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Total purchase consideration | 205,200,000 | |||
Ligand Contingent Consideration | $0 |
Business_Combinations_and_Cont3
Business Combinations and Contingent Consideration - Change in Fair Value of Contingent Consideration Related to Acquisitions (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Talon Therapeutics, Inc. [Member] | |
Business Acquisition, Contingent Consideration [Line Items] | |
Fair value, Beginning Balance | $4,329 |
Fair value adjustment for the year ended December 31, 2014 | -1,950 |
Fair value, Ending Balance | 2,379 |
Ligand Pharmaceuticals Inc [Member] | |
Business Acquisition, Contingent Consideration [Line Items] | |
Fair value, Beginning Balance | 4,000 |
Fair value adjustment for the year ended December 31, 2014 | 901 |
Fair value, Ending Balance | $4,901 |
Business_Combinations_and_Cont4
Business Combinations and Contingent Consideration - Summary of Allocation of Total Purchase Price to Net Assets Acquired (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Business Acquisition [Line Items] | |
Net assets acquired | $44,100 |
Goodwill | 10,500 |
Total purchase consideration | 33,600 |
Captisol-enabled, propylene glycol-free melphalan rights [Member] | |
Business Acquisition [Line Items] | |
Total purchase consideration | 7,700 |
Talon Therapeutics, Inc. [Member] | |
Business Acquisition [Line Items] | |
Cash and equivalents | 131 |
Inventory | 611 |
Prepaid expenses and other current assets | 109 |
Property and equipment | 30 |
Identifiable intangible assets | 44,500 |
Total assets acquired | 45,381 |
Accounts payable & accrued liabilities | 5,231 |
Deferred tax liability | 6,576 |
Total liabilities assumed | 11,807 |
Net assets acquired | 33,574 |
Goodwill | 10,526 |
IPR&D [Member] | Captisol-enabled, propylene glycol-free melphalan rights [Member] | |
Business Acquisition [Line Items] | |
Total purchase consideration | $7,700 |
Business_Combinations_and_Cont5
Business Combinations and Contingent Consideration - Amortization Period for such Intangible Assets Acquired (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Talon Therapeutics, Inc. [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets | 44,500 |
Developed technology - MARQIBO for ALL [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Amortization Period | 81 months |
Developed technology - MARQIBO for ALL [Member] | Talon Therapeutics, Inc. [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets | 26,900 |
IPR&D - MARQIBO for NHL and other potential indications [Member] | Talon Therapeutics, Inc. [Member] | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets | 17,600 |
Business_Combinations_and_Cont6
Business Combinations and Contingent Consideration - Acquisition-Date Fair Value of Consideration Transferred (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Business Acquisition [Line Items] | ||
Ligand Contingent Consideration | $4,901,000 | $4,000,000 |
Total purchase consideration | 33,600,000 | |
Captisol-enabled, propylene glycol-free melphalan rights [Member] | ||
Business Acquisition [Line Items] | ||
Cash consideration | 3,000,000 | |
Ligand Contingent Consideration | 4,700,000 | |
Total purchase consideration | $7,700,000 |
OutLicense_of_Marqibo_Zevalin_2
Out-License of Marqibo, Zevalin, & C-E Melphalan in China Territory - Additional Information (Detail) (CASI Out-License [Member], USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
CASI Out-License [Member] | |
Other Commitments [Line Items] | |
License agreement description | Additionally, under certain conditions which generally expire on September 17, 2019, we have a right to receive additional CASI common stock in order to maintain our post-investment ownership percentage if CASI issues securities. |
License agreement expiration date | 17-Sep-19 |
License fees and service revenue to be recognized | $10.10 |
OutLicense_of_Marqibo_Zevalin_3
Out-License of Marqibo, Zevalin, & C-E Melphalan in China Territory - Schedule of Proceeds Received and Fair Value on CASI Out-License Execution Date (Detail) (CASI Out-License [Member], USD $) | 0 Months Ended |
In Thousands, unless otherwise specified | Sep. 17, 2014 |
Other Commitments [Line Items] | |
Total consideration received | $9,959 |
Secured Promissory Note Due March 17, 2016 [Member] | |
Other Commitments [Line Items] | |
Total consideration received | 1,310 |
Common Stock [Member] | |
Other Commitments [Line Items] | |
Total consideration received | $8,649 |
OutLicense_of_Marqibo_Zevalin_4
Out-License of Marqibo, Zevalin, & C-E Melphalan in China Territory - Schedule of Proceeds Received and Fair Value on CASI Out-License Execution Date (Parenthetical) (Detail) (USD $) | 0 Months Ended | ||
Share data in Millions, except Per Share data, unless otherwise specified | Sep. 17, 2014 | Dec. 31, 2014 | Dec. 31, 2013 |
Other Commitments [Line Items] | |||
Equity securities | $8,501,000 | $3,593,000 | |
Secured Promissory Note Due March 17, 2016 [Member] | |||
Other Commitments [Line Items] | |||
Debt instrument face value | 1,500,000 | ||
CASI Out-License [Member] | |||
Other Commitments [Line Items] | |||
Shares received | 5.4 | ||
Stock price on the NASDAQ Capital Market | $1.60 | ||
CASI Out-License [Member] | Secured Promissory Note Due March 17, 2016 [Member] | |||
Other Commitments [Line Items] | |||
Debt instrument face value | $1,500,000 | ||
Debt instrument maturity date | 17-Mar-16 | ||
Debt instrument coupon rate | 0.50% |
Revolving_Line_of_Credit_Addit
Revolving Line of Credit - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Debt Disclosure [Abstract] | |||
Credit agreement revolving line of credit facility | $50,000,000 | ||
Interest expense | $3,227,000 | $1,200,000 | $495,000 |
Convertible_Senior_Notes_Addit
Convertible Senior Notes - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Disclosure [Line Items] | ||
Common shares sold | $66,000 | $64,000 |
2018 Convertible Notes [Member] | ||
Debt Disclosure [Line Items] | ||
Estimated aggregate fair value | 113,200,000 | |
Principal amount | 120,000,000 | |
2.75% Convertible Senior Notes Due 2018 [Member] | ||
Debt Disclosure [Line Items] | ||
Sale of convertible notes, principal amount | 120,000,000 | |
Conversion rate, shares | 95 | |
Conversion rate, price per share | $1,000 | |
Common shares converted value | 11,400,000 | |
Money conversion price per share | $10.53 | |
Interest rate | 2.75% | |
Convertible senior notes maturity date | 15-Dec-18 | |
Net proceeds from convertible notes | 115,400,000 | |
Professional fee | 4,600,000 | |
Additional paid-in capital | 13,100,000 | |
Strike price per share | $14.03 | |
Common shares sold | 11,400,000 | |
Threshold percentage of conversion price | 130.00% | |
Convertible senior notes trading price | $1,000 | |
Percentage of product of last reported sale price of common stock | 98.00% | |
Convertible senior notes conversion description | Prior to June 15, 2018, holders may convert all or a portion of their 2018 Convertible Notes only under any of the following circumstances: (1) during any fiscal quarter (and only during such fiscal quarter), if, for at least 20 trading days (whether or not consecutive) during the 30 consecutive trading day period ending on the last trading day of the immediately preceding fiscal quarter, the last reported sale price of our common stock on such trading day is greater than or equal to 130% of the applicable conversion price on such trading day; (2) during the five consecutive business day period immediately following any five consecutive trading day period in which, for each trading day of that measurement period, the trading price per $1,000 principal amount of 2018 Convertible Notes for such trading day was less than 98% of the product of (i) the last reported sale price of our common stock on such trading day and (ii) the applicable conversion rate on such trading day; (3) upon the occurrence of certain corporate transactions; and (4) at any time prior to our stockholdersb approval to settle the 2018 Convertible Notes in our common shares and/or cash. On and after June 15, 2018, and until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or a portion of their 2018 Convertible Notes. | |
2.75% Convertible Senior Notes Due 2018 [Member] | Minimum [Member] | ||
Debt Disclosure [Line Items] | ||
Debt convertible trading days | 20 days | |
Debt convertible consecutive trading days | 5 days | |
2.75% Convertible Senior Notes Due 2018 [Member] | Maximum [Member] | ||
Debt Disclosure [Line Items] | ||
Debt convertible consecutive trading days | 30 days |
Convertible_Senior_Notes_Carry
Convertible Senior Notes - Carrying Value of 2018 Convertible Notes (Detail) (2018 Convertible Notes [Member], USD $) | Dec. 31, 2014 |
2018 Convertible Notes [Member] | |
Debt Instrument [Line Items] | |
Principal amount | $120,000,000 |
(Less): Unamortized debt discount (amortized through December 2018) | -23,702,000 |
December 31, 2014 carrying value | $96,298,000 |
Convertible_Senior_Notes_Compo
Convertible Senior Notes - Components of Total Interest Expense, Net Recognized (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Equity Method Investments And Cost Method Investments [Abstract] | ||
Contractual coupon interest expense | $3,300 | $73 |
Amortization of debt issuance costs | 599 | 101 |
Accretion of debt discount | 4,818 | 43 |
Total | $8,717 | $217 |
Effective interest rate | 8.66% | 8.59% |
Mundipharma_Agreement_Addition
Mundipharma Agreement - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 29-May-13 | Sep. 30, 2012 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Company determined development payment | $218,399,000 | $194,639,000 | $186,933,000 | ||
Deferred development cost | 12,300,000 | ||||
Mundipharma [Member] | |||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Company determined development payment | 7,000,000 | ||||
Development cost liability | 15,800,000 | ||||
Maximum [Member] | Regulatory [Member] | |||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Potential milestone payments | 16,000,000 | ||||
Maximum [Member] | Commercial progress and sales-dependent [Member] | |||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||
Potential milestone payments | $107,000,000 |
Mundipharma_Agreement_Schedule
Mundipharma Agreement - Schedule of Drug Development Liability Adjustments (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Schedule Of Accrued Liabilities [Line Items] | ||
Beginning Balance | $3,119 | |
Ending Balance | 1,141 | 3,119 |
FOLOTYN [Member] | ||
Schedule Of Accrued Liabilities [Line Items] | ||
Beginning Balance | 17,742 | |
(Less): Expenses incurred in 2014 | -1,957 | |
Ending Balance | 15,785 | |
FOLOTYN [Member] | Drug Development Liability Current [Member] | ||
Schedule Of Accrued Liabilities [Line Items] | ||
Beginning Balance | 3,119 | |
Transfer from long term to current in 2014 | -21 | |
(Less): Expenses incurred in 2014 | -1,957 | |
Ending Balance | 1,141 | |
FOLOTYN [Member] | Drug Development Liability Long Term [Member] | ||
Schedule Of Accrued Liabilities [Line Items] | ||
Beginning Balance | 14,623 | |
Transfer from long term to current in 2014 | 21 | |
Ending Balance | $14,644 |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) | 12 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||||
Share data in Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | 31-May-06 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 17, 2014 | Jun. 27, 2014 | Apr. 30, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Jul. 31, 2013 | Jul. 17, 2013 | Jan. 31, 2012 | Feb. 28, 2015 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Oct. 31, 2008 | Feb. 28, 2010 | Dec. 31, 2014 | Nov. 30, 2014 | Feb. 28, 2014 | Dec. 31, 2014 |
USD ($) | USD ($) | USD ($) | USD ($) | FOLOTYN [Member] | ZEVALIN [Member] | ZEVALIN [Member] | ZEVALIN [Member] | ZEVALIN [Member] | ZEVALIN [Member] | Talon Therapeutics, Inc. [Member] | Talon Therapeutics, Inc. [Member] | Talon Therapeutics, Inc. [Member] | Talon Therapeutics, Inc. [Member] | SPI-2012 [Member] | Poziotinib [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Nevada [Member] | California [Member] | Allergan [Member] | TopoTarget [Member] | TopoTarget [Member] | TopoTarget [Member] | TopoTarget [Member] | Nippon Kayaku [Member] | |
USD ($) | USD ($) | Licensing Agreements [Member] | Licensing Agreements [Member] | Licensing Agreements [Member] | Licensing Agreements [Member] | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Licensing Agreements [Member] | FOLOTYN [Member] | USD ($) | USD ($) | FOLOTYN [Member] | Principal executive office [Member] | Research and development facility [Member] | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | |||||
USD ($) | EUR (€) | USD ($) | Subsequent Event [Member] | USD ($) | USD ($) | |||||||||||||||||||||||
Country | USD ($) | |||||||||||||||||||||||||||
Long-term Purchase Commitment [Line Items] | ||||||||||||||||||||||||||||
Facility lease, non-cancelable operating lease expiring date | 31-May-19 | 31-May-19 | ||||||||||||||||||||||||||
Rental expense | $1,900,000 | $1,200,000 | $900,000 | |||||||||||||||||||||||||
Milestone payments | 16,000,000 | 5,000,000 | ||||||||||||||||||||||||||
Potential milestone achievement | 100,000 | 238,000,000 | 278,000,000 | |||||||||||||||||||||||||
Minimum number of countries outside U.S. approved ZEVALIN for treatment | 40 | |||||||||||||||||||||||||||
Fees paid to Bayer for acquiring licensing rights | 19,000,000 | |||||||||||||||||||||||||||
Licensing Agreement Contractual Term | P15Y | |||||||||||||||||||||||||||
Up-front non-refundable payment | 500,000 | 41,500,000 | ||||||||||||||||||||||||||
license fee and service revenue | 3,000,000 | |||||||||||||||||||||||||||
Percentage of royalty on net sales | 20.00% | |||||||||||||||||||||||||||
Amount receivable on approval of oral form of FUSILEV | 200,000 | |||||||||||||||||||||||||||
Percentage of royalty on annual worldwide sales under condition one | 20.00% | 8.00% | ||||||||||||||||||||||||||
Percentage of royalty on annual worldwide sales under condition two | 9.00% | |||||||||||||||||||||||||||
Percentage of royalty on annual worldwide sales under condition three | 11.00% | |||||||||||||||||||||||||||
Amount of annual worldwide sales on which royalty is payable under condition one | 150,000,000 | |||||||||||||||||||||||||||
Amount of annual worldwide sales on which royalty is payable under condition two | 150,000,000 | 300,000,000 | ||||||||||||||||||||||||||
Amount of annual worldwide sales on which royalty is payable under condition three | 300,000,000 | |||||||||||||||||||||||||||
Milestone payments related to sales | 107,000,000 | 358,000,000 | ||||||||||||||||||||||||||
Additional license fees | 66,000,000 | |||||||||||||||||||||||||||
Percentage of royalties on net sale of licensed products | 20.00% | |||||||||||||||||||||||||||
Acquisition-related contingent obligations | 2,441,000 | 8,329,000 | 2,400,000 | 4,300,000 | 4,900,000 | 4,000,000 | ||||||||||||||||||||||
Contingent value rights future cash payments | 195,000,000 | 195,000,000 | ||||||||||||||||||||||||||
Upfront fee | 15,000,000 | |||||||||||||||||||||||||||
Payment related to agreement | 10,000,000 | |||||||||||||||||||||||||||
Payment on achievement of commercialization milestones | 126,000,000 | |||||||||||||||||||||||||||
Upfront fee | 30,000,000 | |||||||||||||||||||||||||||
Percentage of development cost | 70.00% | |||||||||||||||||||||||||||
Percentage of development cost that is funded by TopoTarget for joint development plan | 30.00% | |||||||||||||||||||||||||||
Additional payments based on the achievement of certain development | 10,000,000 | |||||||||||||||||||||||||||
Shares of common stock, issued | 1 | |||||||||||||||||||||||||||
Aggregate payout value | 17,800,000 | |||||||||||||||||||||||||||
Second milestone payment | 25,000,000 | |||||||||||||||||||||||||||
Deferrals and contributions | $4,700,000 | $3,900,000 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Detail) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $1,210 |
2016 | 1,150 |
2017 | 1,120 |
2018 | 1,155 |
2019 | 460 |
Operating lease future minimum payments, Total | $5,095 |
Income_Taxes_Components_of_Los
Income Taxes - Components of (Loss) Income before (Provision) Benefit for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
United States | ($37,327) | ($30,437) | $82,165 |
Foreign | -6,205 | -6,199 | -2,235 |
(Loss) income before income taxes | ($43,533) | ($36,636) | $79,930 |
Income_Taxes_Provision_Benefit
Income Taxes - Provision (Benefit) for Income Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current: | |||
Federal | $1,529 | ($8,357) | $16,222 |
State | 126 | -691 | 3,412 |
Foreign | 29 | ||
Current, total | 1,684 | -9,048 | 19,634 |
Deferred: | |||
Federal | 495 | 36,183 | -24,013 |
State | 7 | -1,637 | -9,892 |
Foreign | 0 | 0 | 0 |
Deferred, total | 502 | 34,546 | -33,905 |
Provision (Benefit) for income taxes | $2,186 | $25,498 | ($14,271) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Taxes [Line Items] | |||
Income tax provision related to prior year federal net operating losses | $1,500,000 | ||
Valuation allowance | 45,983,000 | 49,586,000 | |
Increase (decrease) in valuation allowance due to deferred tax assets | -3,600,000 | 47,800,000 | |
Research and development tax credits | 9,045,000 | 8,066,000 | |
Unrecognized tax benefits, if recognized, would affect the effective tax rate | 700,000 | 300,000 | 5,200,000 |
Talon [Member] | |||
Income Taxes [Line Items] | |||
Increase (decrease) in valuation allowance due to deferred tax assets | -17,200,000 | ||
Federal [Member] | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | 106,100,000 | ||
Net operating loss carryforwards expiration year | 2018 | ||
Research and development tax credits | 10,200,000 | ||
Research and development tax credits beginning expiration year | 2027 | ||
State [Member] | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | 114,400,000 | ||
Net operating loss carryforwards expiration year | 2015 | ||
Research and development tax credits | 2,400,000 | ||
Foreign [Member] | |||
Income Taxes [Line Items] | |||
Net operating loss carryforwards | $9,100,000 | ||
Net operating loss carryforwards expiration year | 2022 |
Income_Taxes_Income_Tax_Provis
Income Taxes - Income Tax Provision (Benefit) Differs from Computed Using Federal Statutory Rate Applied to Income before Taxes (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Tax provision (benefit) computed at the federal statutory rate | ($15,236) | ($12,822) | $27,975 |
State tax, net of federal benefit | 66 | -246 | 2,442 |
Expired tax attributes | 0 | 0 | 0 |
Research credits | -2,134 | -2,254 | -2,129 |
Benefits from credit study | -4,148 | ||
Common stock warrant liability | 0 | 0 | 0 |
Transaction costs | -11 | 880 | 1,497 |
Officers compensation | 1,895 | 2,178 | 2,908 |
Stock based compensation | 299 | 501 | 134 |
Permanent items and other | 21,742 | -1,080 | 2,111 |
Domestic manufacturing deduction | -630 | 767 | -1,262 |
Tax differential on foreign earnings | 1,570 | 1,123 | 382 |
Change in tax rate | -519 | -283 | 338 |
Valuation allowance | -4,856 | 36,734 | -44,519 |
Provision (Benefit) for income taxes | $2,186 | $25,498 | ($14,271) |
Income_Taxes_Components_of_Com
Income Taxes - Components of Company's Deferred Tax Assets (Detail) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Net operating loss carry forwards | $40,505 | $46,482 |
Research credits | 9,045 | 8,066 |
Stock based compensation | 3,703 | 3,486 |
Deferred revenue | 1,893 | 58 |
Development costs | 5,950 | 6,495 |
Returns and allowances | 4,161 | 3,117 |
Other, net | 9,082 | 5,551 |
Total deferred tax assets before valuation allowance | 74,339 | 73,255 |
Valuation allowance | -45,983 | -49,586 |
Total deferred tax assets | 28,356 | 23,669 |
Deferred tax liabilities: | ||
Basis difference in debt | -907 | -1,082 |
Depreciation and amortization differences | -34,088 | -28,096 |
Net deferred tax (liability) asset | ($6,639) | ($5,509) |
Income_Taxes_Summary_of_Unreco
Income Taxes - Summary of Unrecognized Tax Benefits (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Balance at beginning of year | $2,212 | $5,482 | $3,928 |
Adjustments related to prior year tax positions | -915 | -200 | -527 |
Increases related to current year tax positions | 647 | 648 | 2,515 |
Decreases due to settlements | -1,227 | -434 | |
Decreases related to prior year tax positions | -2,491 | ||
Balance at end of year | $1,944 | $2,212 | $5,482 |
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data - Summary of Selected Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenues | $51,861 | $47,990 | $46,855 | $40,124 | $41,516 | $42,439 | $33,232 | $38,667 | $186,830 | $155,854 | $267,707 |
Operating loss | -1,632 | -4,127 | -1,396 | -24,414 | -6,512 | -13,287 | -12,529 | -6,457 | -31,569 | -38,785 | 80,774 |
Net loss | ($2,976) | ($11,539) | ($3,563) | ($27,641) | ($39,166) | ($7,812) | ($9,721) | ($5,435) | ($45,719) | ($62,134) | $94,201 |
Net loss per share, basic | ($0.05) | ($0.18) | ($0.06) | ($0.44) | ($0.63) | ($0.13) | ($0.16) | ($0.09) | ($0.71) | ($1.02) | $1.61 |
Net loss per share, diluted | ($0.05) | ($0.18) | ($0.06) | ($0.44) | ($0.63) | ($0.13) | ($0.16) | ($0.09) | ($0.71) | ($1.02) | $1.46 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts (Detail) (Allowance for Doubtful Accounts [Member], USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for Doubtful Accounts [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $206 | $228 | $471 |
Additions (Recovery) to Bad Debt Expense | -85 | 11 | -128 |
Charged to Other Accounts | 0 | 0 | 0 |
Deductions | -1 | -33 | -115 |
Balance at End of Period | $120 | $206 | $228 |