Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 10, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | PROGENICS PHARMACEUTICALS INC | ||
Entity Central Index Key | 835887 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $165,112,553 | ||
Entity Common Stock, Shares Outstanding | 69,639,949 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $119,302 | $65,860 |
Accounts receivable, net | 109 | 2,879 |
Other current assets | 2,515 | 1,943 |
Total current assets | 121,926 | 70,682 |
Auction rate securities | 0 | 2,208 |
Fixed assets, at cost, net of accumulated depreciation and amortization | 2,552 | 2,413 |
Intangible assets, net (Note 3) | 28,700 | 31,379 |
Goodwill | 7,702 | 7,702 |
Other assets | 157 | 157 |
Total assets | 161,037 | 114,541 |
Current liabilities: | ||
Accounts payable and accrued expenses | 6,570 | 6,512 |
Other current liabilities | 115 | 115 |
Total current liabilities | 6,685 | 6,627 |
Contingent consideration liability | 17,200 | 15,700 |
Deferred tax liability - long term | 11,332 | 12,321 |
Other liabilities | 911 | 914 |
Total liabilities | 36,128 | 35,562 |
Stockholders' equity: | ||
Preferred stock, $.001 par value; 20,000,000 shares authorized; issued and outstanding - none | 0 | 0 |
Common stock, $.0013 par value; shares authorized - 160,000,000 in 2014 and 2013; issued - 69,832,949 in 2014 and 61,025,404 in 2013 | 91 | 79 |
Additional paid-in capital | 589,826 | 548,510 |
Accumulated deficit | -462,267 | -466,677 |
Accumulated other comprehensive loss | 0 | -192 |
Treasury stock, at cost (200,000 shares in 2014 and 2013) | -2,741 | -2,741 |
Total stockholders' equity | 124,909 | 78,979 |
Total liabilities and stockholders' equity | $161,037 | $114,541 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, authorized (in shares) | 20,000,000 | 20,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, authorized (in shares) | 160,000,000 | 160,000,000 |
Common stock, issued (in shares) | 69,832,949 | 61,025,404 |
Treasury stock, shares (in shares) | 200,000 | 200,000 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Collaboration revenue | $41,196 | $1,595 | $8,525 |
Royalty income | 3,101 | 5,923 | 4,963 |
Research grants | 0 | 275 | 488 |
Other revenues | 80 | 69 | 72 |
Total revenues | 44,377 | 7,862 | 14,048 |
Expenses: | |||
Research and development | 27,737 | 33,391 | 31,332 |
License fees - research and development | 498 | 567 | 1,170 |
Royalty expense | 357 | 624 | 499 |
General and administrative | 14,944 | 14,602 | 15,214 |
Depreciation and amortization | 545 | 939 | 1,324 |
Intangible impairment charge | 2,676 | 919 | 0 |
Change in contingent consideration liability | 1,500 | -200 | 0 |
Total expenses | 48,257 | 50,842 | 49,539 |
Other Operating Income | 7,250 | 0 | 0 |
Operating income (loss) | 3,370 | -42,980 | -35,491 |
Other income: | |||
Interest income | 51 | 46 | 60 |
Total other income | 51 | 46 | 60 |
Net income (loss) before income tax benefit | 3,421 | -42,934 | -35,431 |
Income tax benefit | 989 | 362 | 0 |
Net income (loss) | $4,410 | ($42,572) | ($35,431) |
Net income (loss) per share - basic | $0.06 | ($0.76) | ($1.02) |
Weighted-average shares - basic | 68,185 | 55,798 | 34,754 |
Net income (loss) per share - diluted | $0.06 | ($0.76) | ($1.02) |
Weighted-average shares - diluted | 68,243 | 55,798 | 34,754 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [Abstract] | |||
Net income (loss) | $4,410 | ($42,572) | ($35,431) |
Other comprehensive income: | |||
Net change in unrealized loss on auction rate securities | 192 | 68 | 8 |
Total other comprehensive income | 192 | 68 | 8 |
Comprehensive income (loss) | $4,602 | ($42,504) | ($35,423) |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Total |
In Thousands | ||||||
Balance, beginning at Dec. 31, 2011 | $44 | $463,440 | ($388,674) | ($268) | ($2,741) | $71,801 |
Balance, beginning (in shares) at Dec. 31, 2011 | 34,046 | -200 | ||||
Net income (loss) | -35,431 | -35,431 | ||||
Other comprehensive income | 8 | 8 | ||||
Compensation expenses for share-based payment arrangements | 6,536 | 6,536 | ||||
Acquisition of subsidiary escrow shares returned | 0 | |||||
Sale of common stock in public offering, net of underwriting discounts and commissions and offering expenses | 17 | 23,331 | 23,348 | |||
Sale of common stock in public offering, net of underwriting discounts and commissions and offering expenses (in shares) | 12,650 | |||||
Forfeitures of restricted stock | 0 | 0 | 0 | |||
Forfeitures of restricted stock (in shares) | -6 | |||||
Sale of common stock under employee stock purchase plans and exercise of stock options | 0 | 306 | 306 | |||
Sale of common stock under employee stock purchase plans and exercise of stock options (in shares) | 75 | |||||
Balance, ending at Dec. 31, 2012 | 61 | 493,613 | -424,105 | -260 | -2,741 | 66,568 |
Balance, ending (in shares) at Dec. 31, 2012 | 46,765 | -200 | ||||
Net income (loss) | -42,572 | -42,572 | ||||
Other comprehensive income | 68 | 68 | ||||
Compensation expenses for share-based payment arrangements | 3,546 | 3,546 | ||||
Acquisition of subsidiary, net of issuance costs | 6 | 11,214 | 11,220 | |||
Acquisition of subsidiary, net of issuance costs - shares | 4,472 | |||||
Acquisition of subsidiary escrow shares returned | 0 | |||||
Sale of common stock in public offering, net of underwriting discounts and commissions and offering expenses | 12 | 40,066 | 40,078 | |||
Sale of common stock in public offering, net of underwriting discounts and commissions and offering expenses (in shares) | 9,775 | |||||
Forfeitures of restricted stock | 0 | 0 | 0 | |||
Forfeitures of restricted stock (in shares) | -1 | |||||
Exercise of stock options | 0 | 71 | 71 | |||
Exercise of stock options (in shares) | 14 | |||||
Balance, ending at Dec. 31, 2013 | 79 | 548,510 | -466,677 | -192 | -2,741 | 78,979 |
Balance, ending (in shares) at Dec. 31, 2013 | 61,025 | -200 | ||||
Net income (loss) | 4,410 | 4,410 | ||||
Other comprehensive income | 192 | 192 | ||||
Compensation expenses for share-based payment arrangements | 3,523 | 3,523 | ||||
Acquisition of subsidiary escrow shares returned | 0 | -82 | -82 | |||
Acquisition of subsidiary escrow shares returned - shares | -19 | |||||
Sale of common stock in public offering, net of underwriting discounts and commissions and offering expenses | 12 | 37,447 | 37,459 | |||
Sale of common stock in public offering, net of underwriting discounts and commissions and offering expenses (in shares) | 8,750 | |||||
Exercise of stock options | 0 | 428 | 428 | |||
Exercise of stock options (in shares) | 77 | 77 | ||||
Balance, ending at Dec. 31, 2014 | $91 | $589,826 | ($462,267) | $0 | ($2,741) | $124,909 |
Balance, ending (in shares) at Dec. 31, 2014 | 69,833 | -200 |
CONSOLIDATED_STATEMENTS_OF_STO1
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Underwriting discounts and commissions | $2,415 | $2,581 | $1,518 |
Offering expenses | $376 | $351 | $434 |
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 income (loss) | $4,410 | ($42,572) | ($35,431) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 545 | 939 | 1,324 |
(Gains) losses on sales of fixed assets | -110 | 204 | -327 |
Intangible impairment charge | 2,676 | 919 | 0 |
Deferred income tax | -989 | -362 | 0 |
Change in contingent consideration liability | 1,500 | -200 | 0 |
Expenses for share-based compensation awards | 3,523 | 3,546 | 6,536 |
Acquisition of subsidiary escrow shares returned | -82 | 0 | 0 |
Changes in assets and liabilities: | |||
Decrease (increase) in accounts receivable | 2,770 | 4,114 | -5,421 |
(Increase) decrease in other current assets | -572 | 336 | -754 |
Decrease (increase) in deferred tax and other assets | 0 | 2,044 | -2,002 |
Increase (decrease) in accounts payable and accrued expenses | 58 | -1,956 | -691 |
(Decrease) increase in deferred revenue - current | 0 | -886 | 634 |
(Decrease) increase in deferred tax and other current liabilities | 0 | -2,069 | 2,069 |
(Decrease) in deferred revenue - long term | 0 | 0 | -162 |
(Decrease) in other liabilities | -3 | -164 | -419 |
Net cash provided by (used in) operating activities | 13,726 | -36,107 | -34,644 |
Cash flows from investing activities: | |||
Cash acquired in acquisition of subsidiary | 0 | 1,888 | 0 |
Capital expenditures | -714 | -137 | -767 |
Proceeds from sales of fixed assets | 143 | 174 | 390 |
Proceeds from redemption of auction rate securities | 2,400 | 1,100 | 100 |
Net cash provided by (used in) investing activities | 1,829 | 3,025 | -277 |
Cash flows from financing activities: | |||
Equity issuance costs in connection with acquisition of subsidiary | 0 | -45 | 0 |
Proceeds from public offering of common stock, net of underwriting discounts and commissions and offering expenses | 37,459 | 40,078 | 23,348 |
Proceeds from the exercise of stock options and sale of common stock under the employee stock purchase plans | 428 | 71 | 306 |
Net cash provided by financing activities | 37,887 | 40,104 | 23,654 |
Net increase (decrease) in cash and cash equivalents | 53,442 | 7,022 | -11,267 |
Cash and cash equivalents at beginning of period | 65,860 | 58,838 | 70,105 |
Cash and cash equivalents at end of period | 119,302 | 65,860 | 58,838 |
Supplemental Cash Flow Elements [Abstract] | |||
Contingent consideration liability | 17,200 | 15,700 | |
Stock acquisition consideration | $11,265 |
Organization_and_Business
Organization and Business | 12 Months Ended |
Dec. 31, 2014 | |
Organization and Business [Abstract] | |
Organization and Business | 1. Organization and Business |
Progenics Pharmaceuticals, Inc. ("Progenics," "we" or "us") develops innovative medicines for oncology. Our clinical development efforts center on late-stage oncology assets. We are conducting phase 2 clinical trial of our therapeutic candidate for prostate cancer, PSMA ADC, a fully human monoclonal antibody-drug conjugate (ADC), and have recently completed a phase 2 trial of 1404 (trofolastat), an imaging agent candidate also for prostate cancer. We resumed a pivotal phase 2 clinical trial of Azedraâ„¢, our ultra-orphan radiotherapy candidate for pheochromocytoma. | |
We have licensed our first commercial drug, Relistor® (methylnaltrexone bromide) subcutaneous injection for the treatment of opioid induced constipation (OIC), to Salix Pharmaceuticals, Inc., which in September 2014 received an expanded approval from the U.S. Food and Drug Administration for the treatment of OIC in patients taking opioids for chronic non-cancer pain. We have partnered other internally-developed or acquired compounds and technologies with third parties. We continue to consider opportunities for strategic collaborations, out-licenses and other arrangements with biopharmaceutical companies involving proprietary research, development and clinical programs, and may in the future also in-license or acquire additional oncology compounds and/or programs. | |
Our current principal sources of revenue from operations are royalty, commercialization milestone and revenue-sharing payments from Salix's Relistor operations. Royalty and milestone payments from Relistor depend on success in development and commercialization, which is dependent on many factors, such as Salix's efforts, decisions by the FDA and other regulatory bodies, competition from drugs for the same or similar indications, and the outcome of clinical and other testing of Relistor. | |
We fund our operations to a significant extent from capital-raising. During 2014, we raised $37.5 million in an underwritten public offering of 8.75 million shares of common stock at a public offering price of $4.60 per share, and entered into an agreement with an investment bank under which we may sell from time to time up to $50 million of our stock. During 2013, we completed an underwritten public offering of 9.8 million shares of common stock at a public offering price of $4.40 per share, resulting in net proceeds of approximately $40.1 million. | |
Progenics commenced principal operations in 1988, became publicly traded in 1997 and throughout has been engaged primarily in research and development efforts, establishing corporate collaborations and related activities. Certain of our intellectual property rights are held by wholly owned subsidiaries. All of our operations are conducted at our facilities in Tarrytown, New York. We operate under a single research and development segment. | |
Funding and Financial Matters. At December 31, 2014, we held $119.3 million in cash and cash equivalents, an increase of $53.4 million from $65.9 million at December 31, 2013. We expect that this amount will be sufficient to fund operations as currently anticipated beyond one year. We expect to require additional funding in the future, the availability of which is never guaranteed and may be uncertain. We expect that we may continue to incur operating losses for the foreseeable future. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies | |||||||||||
Basis of Presentation | ||||||||||||
The consolidated financial statements have been prepared on the basis of accounting principles generally accepted in the U.S. (GAAP). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. On an ongoing basis, the Company evaluates its estimates, including but not limited to those related to collectability of receivables, intangible assets and contingencies. As additional information becomes available or actual amounts become determinable, the recorded estimates are revised and reflected in the operating results. Actual results could differ from those estimates. Certain amounts have been reclassified in prior periods' financial statements to conform to the current year presentation. This includes the reclassification of (i) certain expenses for share-based compensation from research and development to general and administrative expenses, (ii) certain non-cash items from general and administrative expenses to intangible impairment charges and change in contingent consideration liability, and (iii) certain expenses from royalty expense to license fees – research and development, which reclassifications had no effect on total expenses as previously reported. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Consolidation | ||||||||||||
The consolidated financial statements include the accounts of Progenics and PSMA LLC, as of and for the years ended December 31, 2014, 2013 and 2012 and Molecular Insight from January 18, 2013, the date we acquired this subsidiary. Inter-company transactions have been eliminated in consolidation. | ||||||||||||
Revenue Recognition | ||||||||||||
We recognize revenue from all sources based on the provisions of the SEC's Staff Accounting Bulletin (SAB) No. 104 (SAB 104) and ASC 605 Revenue Recognition. Under ASC 605, delivered items are separate units of accounting, provided (i) the delivered items have value to a collaborator on a stand-alone basis, and (ii) if the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered items is considered probable and substantially in our control. A separate update to ASC 605 provides guidance on the criteria that should be met when determining whether the milestone method of revenue recognition is appropriate. | ||||||||||||
If we are involved in a steering or other committee as part of a multiple-deliverable arrangement, we assess whether our involvement constitutes a performance obligation or a right to participate. For those committees that are deemed obligations, we will evaluate our participation along with other obligations in the arrangement and will attribute revenue to our participation through the period of our committee responsibilities. We recognize revenue for payments that are contingent upon performance solely by our collaborator immediately upon the achievement of the defined event if we have no related performance obligations. Reimbursement of costs is recognized as revenue provided the provisions of ASC 605 are met, the amounts are determinable and collection of the related receivable is reasonably assured. | ||||||||||||
Amounts received prior to satisfying the above revenue recognition criteria are recorded as deferred revenue. Amounts not expected to be recognized within one year of the balance sheet date are classified as long-term. The estimate of the classification of deferred revenue as short- or long-term is based upon the period in which we expect to perform joint committee services. | ||||||||||||
Royalty revenue is recognized in the period the sales occur, provided the royalty amounts are fixed or determinable, collection of the related receivable is reasonably assured and we have no remaining performance obligations under the arrangement providing for the royalty. Royalty loss is recognized based upon reported sales deductions in excess of gross sales resulting in net sales (losses) and is recognized in the period net sales (losses) occur. Royalty loss is classified in royalty income in the consolidated statements of operations and the related accrued royalty loss liability is classified in accounts payable and accrued expenses in the consolidated balance sheets. | ||||||||||||
During the past three years, we also recognized revenue from sales of research reagents and during 2013 and 2012, from government research grants, awarded to us by the National Institutes of Health (NIH), which we used in proprietary research programs. NIH grant revenue is recognized as efforts are expended and as related program costs are incurred. We performed work under the NIH grants on a best-effort basis. | ||||||||||||
During 2014, we have recognized as third quarter revenue a $40.0 million milestone receivable from Salix upon U.S. marketing approval for subcutaneous Relistor in non-cancer pain patients in September (paid pursuant to the Salix license in October) and a $1.0 million milestone payment from FUJIFILM RI Pharma in the first quarter of 2014. | ||||||||||||
During the third quarter of 2014, Salix entered into an agreement with Lupin Limited for distribution of Relistor in Canada. We have not recognized any revenue in 2014, since terms of the Salix and Progenics negotiations were not fixed and determinable as of the end of the year. | ||||||||||||
Under our 2013 license of certain research, development and commercialization rights to Onaltaâ„¢, we received a $0.2 million in upfront payment and are eligible for future milestone and royalty payments. In consideration for the upfront payment, we have delivered relevant know-how (including patent rights), inventory and non-reimbursable services. | ||||||||||||
In the fourth quarter of 2012, we out-licensed our C. difficile program to MedImmune, LLC for a $5.0 million upfront payment, and the right to receive potential future milestone and royalty payments. In consideration for the upfront payment, we have delivered relevant know-how (including patent rights) and non-reimbursable services. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Under our 2012 agreement with CytoDyn Inc. for our PRO 140 program, we received $3.5 million payment and are eligible for future milestone and royalty payments. In consideration for the upfront payment, we have delivered relevant know-how (including patent rights), inventory and non-reimbursable services. | ||||||||||||
Under our license agreement, Salix is responsible for further developing and commercializing Relistor worldwide. In consideration of the $60.0 million upfront payment from Salix, we have granted Salix an exclusive license of relevant know-how, patent rights and technology, assigned relevant third-party contracts, and served on joint committees provided for in the License Agreement through end of 2013. | ||||||||||||
Research and Development Expenses | ||||||||||||
Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of salaries, payroll taxes, employee benefits, materials, supplies, maintenance of research equipment, costs related to research collaboration and licensing agreements, the purchase of in-process research and development, the cost of services provided by outside contractors, including services related to our clinical trials, the full cost of manufacturing drug for use in research, pre-clinical development and clinical trials. All costs associated with research and development are expensed as incurred. | ||||||||||||
At each period end, we evaluate the accrued expense balance related to these activities based upon information received from the suppliers and estimated progress towards completion of the research or development objectives to ensure that the balance is reasonably stated. Such estimates are subject to change as additional information becomes available. | ||||||||||||
Use of Estimates | ||||||||||||
Significant estimates include useful lives of fixed assets, the periods over which certain revenues and expenses will be recognized, including collaboration revenue recognized from non-refundable up-front licensing payments and expense recognition of certain clinical trial costs which are included in research and development expenses, the amount of non-cash compensation costs related to share-based payments to employees and non-employees and the periods over which those costs are expensed, the likelihood of realization of deferred tax assets and the assumptions used in the valuations of in-process research and development and contingent consideration liability. | ||||||||||||
Patents | ||||||||||||
As a result of research and development efforts conducted by us, we have applied, or are applying, for a number of patents to protect proprietary inventions. All costs associated with patents are expensed as incurred. | ||||||||||||
Net Income (Loss) Per Share | ||||||||||||
We prepare earnings per share (EPS) data in accordance with ASC 260 Earnings Per Share. Basic net (loss) income per share amounts have been computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. For 2014, we reported net income, and the computation of diluted earnings per share is based upon the weighted-average number of our common shares and dilutive effect, determined using the treasury stock method, of potential common shares outstanding including amounts of unrecognized compensation expense. In periods where shares to be issued upon the assumed conversion of the contingent consideration liability have an anti-dilutive effect on the calculation of diluted earnings per share, these shares are excluded from the calculation. For 2013 and 2012, we reported net losses and, therefore, potential common shares, amounts of unrecognized compensation expense and windfall tax benefits have been excluded from diluted net loss per share since they would be anti-dilutive. As of December 31, 2012, 28 shares of unvested restricted stock outstanding have non-forfeitable rights to dividends; all such shares were vested at the end of December 31, 2013. The allocation of 2013 and 2012 net losses to these participating securities pursuant to the two-class method is not material to both basic and diluted earnings per share. | ||||||||||||
Concentrations of Credit Risk | ||||||||||||
Financial instruments which potentially subject Progenics to concentrations of risk consist principally of cash, cash equivalents, auction rate securities and receivables. We invest our excess cash in money market funds. We have established guidelines that relate to credit quality, diversification and maturity and that limit exposure to any one issue of securities. We hold no collateral for these financial instruments. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Cash and Cash Equivalents | ||||||||||||
We consider all highly liquid investments which have maturities of three months or less, when acquired, to be cash equivalents. The carrying amount reported in the balance sheet for cash and cash equivalents approximates its fair value. Cash and cash equivalents subject us to concentrations of credit risk. At December 31, 2014 and 2013, we have invested approximately $112,808 and $60,364, respectively, in cash equivalents in the form of money market funds with one major investment company and held approximately $6,494 and $5,496, respectively, in two commercial banks. | ||||||||||||
Accounts Receivable | ||||||||||||
We estimate the level of accounts receivable which ultimately will be uncollectable based on a review of specific receivable balances, industry experience and the current economic environment. We reserve for affected accounts receivable an allowance for doubtful accounts, which at December 31, 2014 and 2013 was $10 and $7, respectively. | ||||||||||||
Auction Rate Securities | ||||||||||||
In accordance with ASC 320 Investments – Debt and Equity Securities, investments are classified as available-for-sale. Available-for-sale securities are carried at fair value, with the unrealized gains and losses reported in comprehensive income (loss)\. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization is included in interest income or expense. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on available-for-sale securities are included in other income or expense. In computing realized gains and losses, we compute the cost of its investments on a specific identification basis. Such cost includes the direct costs to acquire the securities, adjusted for the amortization of any discount or premium. The fair value of auction rate securities has been estimated based on a three-level hierarchy for fair value measurements. Interest and dividends on securities classified as available-for-sale are included in interest income (see Note 3). | ||||||||||||
During the fourth quarter of 2014, all of the $2,208 auction rate securities remaining at December 31, 2013 have been redeemed at par. At December 31, 2013, our investment in auction rate securities (recorded as long-term assets in the Consolidated Balance Sheets) amounted to $2,208. Valuation of securities is subject to uncertainties that are difficult to predict, such as changes to credit ratings of the securities and/or the underlying assets supporting them, default rates applicable to the underlying assets, underlying collateral value, discount rates, counterparty risk, ongoing strength and quality of market credit and liquidity and general economic and market conditions. The valuation of the auction rate securities we held was based on an internal analysis of timing of expected future successful auctions, collateralization of underlying assets of the security and credit quality of the security. Due to the settlement of auction rate securities at par in the fourth quarter of 2014, the temporary impairment amount decreased $192. | ||||||||||||
In-Process Research and Development and Goodwill | ||||||||||||
The fair values of in-process research and development (IPR&D) acquired in business combinations are capitalized. The Company utilizes the "income method," which applies a probability weighting that considers the risk of development and commercialization to the estimated future net cash flows that are derived from projected sales revenues and estimated costs. These projections are based on factors such as relevant market size, patent protection, historical pricing of similar products and expected industry trends. The estimated future net cash flows are then discounted to the present value using an appropriate discount rate. This analysis is performed for each IPR&D project independently. These assets are treated as indefinite-lived intangible assets until completion or abandonment of the projects, at which time the assets are amortized over the remaining useful life or written off, as appropriate. IPR&D intangible assets which are determined to have a decline in their fair value are adjusted downward and an impairment loss is recognized in the Consolidated Statements of Operations. These are tested at least annually or when a triggering event occurs that could indicate a potential impairment. | ||||||||||||
Goodwill represents excess consideration in a business combination over the fair value of identifiable net assets acquired. Goodwill is not amortized, but is subject to impairment testing at least annually or when a triggering event occurs that could indicate a potential impairment. The Company determines whether goodwill may be impaired by comparing the fair value of the reporting unit (the Company has determined that it has only one reporting unit for this purpose, which includes Molecular Insight), calculated as the product of shares outstanding and the share price as of the end of a period, to its carrying value (for this purpose, the Company's total stockholders' equity). No goodwill impairment has been recognized as of December 31, 2014 and 2013. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
In connection with the 2013 acquisition of Molecular Insight, in process research and development and goodwill were initially measured at the acquisition date at estimated fair value and capitalized as an intangible asset, as follows: | ||||||||||||
(i) 1404, an imaging agent in phase 2 development, at an estimated fair value of $23.2 million resulting from a probability adjusted discounted cash flow model which includes estimates of significant cash inflows beginning in 2017 and a 18% discount rate; | ||||||||||||
(ii) Azedra, a small molecule candidate for the treatment of pheochromocytoma and paraganglioma in phase 2b development, and for neuroblastoma in phase 2a development, at an estimated fair value of $4.9 million resulting from a probability adjusted discounted cash flow model which includes estimates of significant cash inflows beginning in 2017 and a 15% discount rate; | ||||||||||||
(iii) small molecule candidate MIP-1095, in preclinical development for the treatment of prostate cancer, at an estimated fair value of $2.7 million resulting from a probability adjusted discounted cash flow model which includes estimates of significant cash inflows beginning in 2021 and a 20% discount rate; and | ||||||||||||
(iv) Onalta, a drug candidate in phase 2 development for the treatment of metastatic carcinoid and pancreatic neuroendocrine tumors, at an estimated fair value of $1.5 million resulting from a probability adjusted discounted cash flow model which includes estimates of significant cash inflows beginning in 2014 and a 15% discount rate. | ||||||||||||
A third quarter 2014 review of our Onalta intangible asset resulted in a $560 impairment of the indefinite-lived balance and a $16 impairment of the finite-lived balance, with the corresponding impairment charges recorded in the Consolidated Statements of Operations. | ||||||||||||
The following table summarizes the activity related to the finite-lived intangible asset: | ||||||||||||
Finite-lived intangible assets | ||||||||||||
Balance at January 1, 2013 | $ | - | ||||||||||
Reclassification from indefinite lived IPR&D | 21 | |||||||||||
Amortization expense | (2 | ) | ||||||||||
Balance at December 31, 2013 | 19 | |||||||||||
Amortization expense | (3 | ) | ||||||||||
Impairment | (16 | ) | ||||||||||
Balance at December 31, 2014 | $ | - | ||||||||||
The following table reflects, prior to the third quarter write-off, the components of the finite lived intangible assets as of December 31, 2013: | ||||||||||||
Gross | Accumulated | Net Carrying | ||||||||||
Amount | Amortization | Value | ||||||||||
Finite lived intangible assets | $ | 21 | $ | 2 | $ | 19 | ||||||
Total | $ | 21 | $ | 2 | $ | 19 | ||||||
The weighted-average remaining life of the finite lived intangible assets was approximately five years at December 31, 2013. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Amortization expense was calculated on a straight-line basis over the estimated useful life of the asset. Amortization expense for the year ended December 31, 2014 was $3 and the period from January 18, 2013 to December 31, 2013 was $2. | ||||||||||||
The following table summarizes the activity related to the Company's goodwill and indefinite lived IPR&D: | ||||||||||||
Goodwill | IPR&D | |||||||||||
Balance at January 1, 2013 | $ | - | $ | - | ||||||||
Increase related to MIP acquisition | 7,702 | 32,300 | ||||||||||
Reclassification to finite lived IPR&D | - | (21 | ) | |||||||||
Impairment | - | (919 | ) | |||||||||
Balance at December 31, 2013 | $ | 7,702 | $ | 31,360 | ||||||||
Impairment | - | (2,660 | ) | |||||||||
Balance at December 31, 2014 | $ | 7,702 | $ | 28,700 | ||||||||
Fair Value Measurements | ||||||||||||
In accordance with ASC 820 Fair Value Measurements and Disclosures, we use a three-level hierarchy for fair value measurements of certain assets and liabilities for financial reporting purposes that distinguishes between market participant assumptions developed from market data obtained from outside sources (observable inputs) and our own assumptions about market participant assumptions developed from the best information available to us in the circumstances (unobservable inputs). We assign hierarchy levels to assets constituting our available-for-sale portfolio and to our contingent consideration liability arising from the MIP acquisition based on our assessment of the transparency and reliability of the inputs used in the valuation. ASC 820 defines the three hierarchy levels as: | ||||||||||||
· | Level 1 - Valuations based on unadjusted quoted market prices in active markets for identical securities. | |||||||||||
· | Level 2 - Valuations based on observable inputs other than Level 1 prices, such as quoted prices for similar assets at the measurement date, quoted prices in markets that are not active or other inputs that are observable, either directly or indirectly. | |||||||||||
· | Level 3 - Valuations based on unobservable inputs that are significant to the overall fair value measurement, which as noted above involve management judgment. | |||||||||||
Recurring Fair Value Measurements | ||||||||||||
We believe the carrying amounts of the Company's cash equivalents, accounts receivable, other current assets, other assets (restricted cash providing collateral for a letter of credit securing lease obligations) and accounts payable and accrued expenses approximated their fair values as of December 31, 2014 and 2013 and due to their short-term nature are considered Level 1 instruments. | ||||||||||||
The fair value of the contingent consideration liability, consisting of future potential milestone payments related to the MIP acquisition was $17.2 million as of December 31, 2014, $15.7 million as of December 31, 2013 and $15.9 million as January 18, 2013, the acquisition date. The fair value of the contingent consideration liability is categorized as a Level 3 instrument, as displayed in Note 3. The Company records the contingent consideration liability at fair value with changes in estimated fair values recorded in the Consolidated Statements of Operations. During 2014, we reassessed the fair value of the contingent consideration and recorded a $1.5 million increase primarily due to higher probability of success for 1404, partially offset by a decrease due to lower projected revenues for MIP-1095. As of December 31, 2013, we reassessed the fair value of the contingent consideration and recorded a $0.2 million decrease, due to an increase in the discount period. The December 31, 2014 contingent consideration of $17.2 million results from probability adjusted discounted cash flows and Monte Carlo simulation models which include estimates of significant milestone payments to former MIP stockholders under the acquisition agreement ranging from 2018 to 2026 and risk adjusted discount rates of 10% and 3.5% for the milestone-based and net sales targets, respectively. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Nonrecurring Fair Value Measurements | ||||||||||||
The Company's non-financial assets, such as intangible assets and property and equipment, are measured and recorded at fair value on the acquisition date, and if indicators of impairment exist, we assess recoverability by measuring the amount of any impairment by comparing the carrying value of the asset to its then-current estimated fair value (for intangible assets) or to market prices for similar assets (for property and equipment). If the carrying value is not recoverable we record an impairment charge in the Consolidated Statements of Operations. The company reassessed the value of the indefinite lived intangible assets and recorded a non-cash charge to earnings of $2,676 and $919 in 2014 and 2013, respectively. These impairments were the result of changes in the Level 3 assumptions as follows: the timing of beginning cash inflows from 2021 to 2024 and a decrease in discount rate from 20% to 13.5% for the MIP-1095 intangible asset, in addition to the third quarter 2014 and fourth quarter 2013 impairments of the Onalta indefinite-lived and finite-lived intangible assets, resulting from decreased probabilities of success. An increase in the current discount rate of 0.135% or decrease in the probability of success of 0.194% would result in an impairment of the remaining book value of the MIP-1095 intangible asset. In connection with the second quarter 2013 amendment of the Company's Tarrytown lease, we recognized impairment losses of $347 on leasehold improvements and machinery and equipment removed from service, which are included in Research and development expenses in our accompanying Consolidated Statements of Operations for the year ended December 31, 2013. No impairments occurred for the year ended December 31, 2012. | ||||||||||||
Other current assets are comprised of prepaid expenses, interest and other receivables of $2,515 and $1,943 at December 31, 2014 and 2013, respectively, which are expected to be settled within one year. Restricted cash, included in other assets, of $157 at December 31, 2014 and 2013 consists of collateral for a letter of credit securing lease obligations. We believe the carrying value of these assets approximates fair value and are considered Level 1 assets. | ||||||||||||
Fixed Assets | ||||||||||||
Leasehold improvements, furniture and fixtures, and equipment are stated at cost. Furniture, fixtures and equipment are depreciated on a straight-line basis over their estimated useful lives. Leasehold improvements are amortized on a straight-line basis over the life of the lease or of the improvement, whichever is shorter. Costs of construction of long-lived assets are capitalized but are not depreciated until the assets are placed in service. | ||||||||||||
Expenditures for maintenance and repairs which do not materially extend the useful lives of the assets are charged to expense as incurred. The cost and accumulated depreciation of assets retired or sold are removed from the respective accounts and any gain or loss is recognized in operations. The estimated useful lives of fixed assets are as follows: | ||||||||||||
Computer equipment | 3 years | |||||||||||
Machinery and equipment | 5-7 years | |||||||||||
Furniture and fixtures | 5 years | |||||||||||
Leasehold improvements | Earlier of life of improvement or lease | |||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Deferred Lease Liability and Incentive | ||||||||||||
Our lease agreements include fixed escalations of minimum annual lease payments and we recognize rental expense on a straight-line basis over the lease terms and record the difference between rent expense and current rental payments as deferred lease liability. Deferred lease incentive includes a construction allowance from our landlord which is amortized as a reduction to rental expense on a straight-line basis over the lease term. As of December 31, 2014 and 2013, the Consolidated Balance Sheets include the following: | ||||||||||||
2014 | 2013 | |||||||||||
Other current liabilities: | ||||||||||||
Deferred lease incentive | $ | 115 | $ | 115 | ||||||||
Total other current liabilities | $ | 115 | $ | 115 | ||||||||
Other liabilities: | ||||||||||||
Deferred lease liability | $ | 336 | $ | 224 | ||||||||
Deferred lease incentive | 575 | 690 | ||||||||||
Total other liabilities | $ | 911 | $ | 914 | ||||||||
Income Taxes | ||||||||||||
We account for income taxes in accordance with the provisions of ASC 740 Income Taxes, which requires that we recognize deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined on the basis of the difference between the tax basis of assets and liabilities and their respective financial reporting amounts (temporary differences) at enacted tax rates in effect for the years in which the temporary differences are expected to reverse. A valuation allowance is established for deferred tax assets for which realization is uncertain. | ||||||||||||
In accordance with ASC 718 Compensation – Stock Compensation and ASC 505 Equity, we have made a policy decision related to intra-period tax allocation, to account for utilization of windfall tax benefits based on provisions in the tax law that identify the sequence in which amounts of tax benefits are used for tax purposes (i.e., tax law ordering). | ||||||||||||
Uncertain tax positions are accounted for in accordance with ASC 740 Income Taxes, which prescribes a comprehensive model for the manner in which a company should recognize, measure, present and disclose in its financial statements all material uncertain tax positions that we have taken or expect to take on a tax return. ASC 740 applies to income taxes and is not intended to be applied by analogy to other taxes, such as sales taxes, value-add taxes, or property taxes. We review our nexus in various tax jurisdictions and our tax positions related to all open tax years for events that could change the status of our ASC 740 liability, if any, or require an additional liability to be recorded. Such events may be the resolution of issues raised by a taxing authority, expiration of the statute of limitations for a prior open tax year or new transactions for which a tax position may be deemed to be uncertain. Those positions, for which management's assessment is that there is more than a 50 percent probability of sustaining the position upon challenge by a taxing authority based upon its technical merits, are subjected to the measurement criteria of ASC 740. We record the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. Any ASC 740 liabilities for which we expect to make cash payments within the next twelve months are classified as "short term." In the event that we conclude that we are subject to interest and/or penalties arising from uncertain tax positions, we will record interest and penalties as a component of income taxes (see Note 12). | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Risks and Uncertainties | ||||||||||||
We have to date relied principally on external funding, collaborations with Salix, Fuji and others, out-licensing and asset sale arrangements, royalty and product revenue to finance our operations. There can be no assurance that our research and development will be successfully completed, that any products developed will obtain necessary marketing approval by regulatory authorities or that any approved products will be commercially viable. In addition, we operate in an environment of rapid change in technology, and we are dependent upon satisfactory relationships with our partners and the continued services of our current employees, consultants and subcontractors. We are also dependent upon Salix and Fuji fulfilling their manufacturing obligations, either on their own or through third-party suppliers. For 2014, 2013 and 2012, the primary sources of our revenues were Salix, Ono, Fuji, asset out-licensing and disposition, and research grant revenues from the NIH (2013 and 2012). There can be no assurance that revenues from asset out-licensing and disposition, Salix and Fuji will continue. Substantially all of our accounts receivable at December 31, 2014 and 2013 were from the above-named sources. | ||||||||||||
Comprehensive Income (Loss) | ||||||||||||
Comprehensive income (loss) represents the change in net assets of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Our comprehensive income (loss) includes net income (loss) adjusted for the change in net unrealized gain or loss on auction rate securities. The disclosures required by ASC 220 Comprehensive Income for 2014, 2013 and 2012 have been included in the Consolidated Statements of Comprehensive Income (Loss). There was no income tax expense/benefit allocated to any component of Other Comprehensive Income (Loss) (see Note 12). | ||||||||||||
Legal Proceedings | ||||||||||||
From time to time, we may be a party to legal proceedings in the course of our business. The outcome of any such proceedings, regardless of the merits, is inherently uncertain. The assessment of whether a loss is probable or reasonably possible, and whether the loss or a range of loss is estimable, often involves a series of complex judgments about future events. The Company records accruals for contingencies to the extent that the occurrence of the contingency is probable and the amount of liability is reasonably estimable. If the reasonable estimate of liability is within a range of amounts and some amount within the range appears to be a better estimate than any other, then the Company records that amount as an accrual. If no amount within the range is a reasonable estimate, then the Company records the lowest amount as an accrual. Loss contingencies that are assessed as remote are not reported in the financial statements, or in the notes to the consolidated financial statements. | ||||||||||||
Impact of Recently Adopted Accounting Standards | ||||||||||||
In May 2014, the FASB issued ASU No. 2014-09, which provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance. This ASU provides that an entity should recognize revenue to depict transfers of promised goods or services to customers in amounts reflecting the consideration to which the entity expects to be entitled in the transaction by: (1) identifying the contract; (2) identifying the contract's performance obligations; (3) determining the transaction price; (4) allocating the transaction price to the performance obligations; and (5) recognizing revenue when or as the entity satisfies the performance obligations. The ASU will be effective for annual reporting periods beginning after December 15, 2016, including interim periods. Early adoption is not permitted. The guidance permits companies to apply the requirements either retrospectively to all prior periods presented or in the year of adoption through a cumulative adjustment. We are evaluating the prospective impact of the pending adoption of this ASU on our consolidated financial statements. | ||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. This ASU will explicitly require management to assess an entity's ability to continue as a going concern, and to provide related footnote disclosure in certain circumstances. The new standard will be effective in the first annual period ending after December 15, 2016, unless we adopt it earlier. The adoption of this ASU is not expected to have a material impact on our consolidated financial statements and consolidated notes to these statements. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Fair Value Measurements [Abstract] | |||||||||||||||||||||||||
Fair Value Measurements | 3. Fair Value Measurements | ||||||||||||||||||||||||
During the fourth quarter of 2014, all of the $2,208 (net of $192 unrealized loss) auction rate securities remaining at December 31, 2013 have been redeemed at par. | |||||||||||||||||||||||||
We record auction rate securities at fair value in the accompanying Consolidated Balance Sheets in accordance with ASC 320 Investments – Debt and Equity Securities. The change in the fair value of these securities is recorded as a component of other comprehensive (loss) income. We also record the contingent consideration liability resulting from the MIP acquisition at fair value in accordance with ASC 820-10-50. | |||||||||||||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||||||||||
The following tables present our money market funds, included in cash and cash equivalents, auction rate securities assets in 2013, and contingent consideration liability measured at fair value on a recurring basis as of the dates indicated, classified by valuation hierarchy: | |||||||||||||||||||||||||
Fair Value Measurements at December 31, 2014 | |||||||||||||||||||||||||
Balance at | Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | ||||||||||||||||||||||
31-Dec-14 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||
Money market funds | $ | 112,808 | $ | 112,808 | $ | - | $ | - | |||||||||||||||||
Total Assets | $ | 112,808 | $ | 112,808 | $ | - | $ | - | |||||||||||||||||
Liability: | |||||||||||||||||||||||||
Contingent consideration | $ | 17,200 | $ | - | $ | - | $ | 17,200 | |||||||||||||||||
Total Liability | $ | 17,200 | $ | - | $ | - | $ | 17,200 | |||||||||||||||||
Fair Value Measurements at December 31, 2013 | |||||||||||||||||||||||||
Balance at | Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | ||||||||||||||||||||||
31-Dec-13 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||
Money market funds | $ | 60,364 | $ | 60,364 | $ | - | $ | - | |||||||||||||||||
Auction rate securities | 2,208 | - | - | 2,208 | |||||||||||||||||||||
Total Assets | $ | 62,572 | $ | 60,364 | $ | - | $ | 2,208 | |||||||||||||||||
Liability: | |||||||||||||||||||||||||
Contingent consideration | $ | 15,700 | $ | - | $ | - | $ | 15,700 | |||||||||||||||||
Total Liability | $ | 15,700 | $ | - | $ | - | $ | 15,700 | |||||||||||||||||
At December 31, 2013, we held $2,208 in auction rate securities which were classified as Level 3. The fair value of these securities included U.S. government subsidized securities collateralized by student loan obligations, with maturities greater than 10 years. We have received all scheduled interest payments on these securities. | |||||||||||||||||||||||||
The valuation of auction rate securities we held was based on Level 3 unobservable inputs which consisted of our internal analysis of (i) timing of expected future successful auctions or issuer calls of the securities, (ii) collateralization of underlying assets of the security and (iii) credit quality of the security. Due to the 2014 redemption of auction rate securities, the temporary impairment amount of $192 as of December 31, 2013 has been reversed, which is reflected in the accumulated other comprehensive income (loss) on our accompanying Consolidated Balance Sheets. | |||||||||||||||||||||||||
The estimated fair value of the contingent consideration liability of $17,200 as of December 31, 2014, represents future potential milestone payments to former MIP stockholders. The Company considers this liability a Level 3 instrument (one with significant unobservable inputs) in the fair value hierarchy. The estimated fair value was determined based on probability adjusted discounted cash flow and Monte Carlo simulation models that included significant estimates and assumptions pertaining to commercialization events and sales targets. The most significant unobservable inputs were the probabilities of achieving regulatory approval of the development projects and subsequent commercial success, and discount rates. | |||||||||||||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||||||||||
Significant changes in any of the probabilities of success would result in a significantly higher or lower fair value measurement, respectively. Significant changes in the probabilities as to the periods in which milestones will be achieved would result in a significantly lower or higher fair value measurement, respectively. The Company records the contingent consideration liability at fair value with changes in estimated fair values recorded in change in contingent consideration liability in the Consolidated Statements of Operations. | |||||||||||||||||||||||||
The following tables present quantitative information pertaining to the fair value measurement of the Level 3 inputs as of December 31, 2014 and 2013: | |||||||||||||||||||||||||
Fair Value as of | Valuation Technique | Unobservable Input | Range | ||||||||||||||||||||||
31-Dec-14 | (Weighted Average) | ||||||||||||||||||||||||
Contingent consideration liability: | |||||||||||||||||||||||||
Azedra commercialization | $ | 2,300 | Probability adjusted discounted cash flow model | Probability of success | 40% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2018 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
1404 commercialization | $ | 3,800 | Probability adjusted discounted cash flow model | Probability of success | 59% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2019 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
MIP-1095 commercialization | $ | 400 | Probability adjusted discounted cash flow model | Probability of success | 19% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2023 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
Net sales targets | $ | 10,700 | Monte-Carlo simulation | Probability of success | 19% - 59% | ||||||||||||||||||||
-37.40% | |||||||||||||||||||||||||
   | Period of milestone expected achievement | 2019 - 2026 | |||||||||||||||||||||||
   | Discount rates(1) | 12%/3.5% | |||||||||||||||||||||||
Fair Value as of | Valuation Technique | Unobservable Input | Range | ||||||||||||||||||||||
31-Dec-13 | (Weighted Average) | ||||||||||||||||||||||||
Asset: | |||||||||||||||||||||||||
Auction Rate Securities | $ | 2,208 | Discounted cash flow model | Redemption period | 5 to 15 years | ||||||||||||||||||||
(6 years) | |||||||||||||||||||||||||
   | Discount rate | 0.25% - 3.00% (1.55%) | |||||||||||||||||||||||
Contingent consideration liability: | |||||||||||||||||||||||||
Azedra commercialization | $ | 2,300 | Probability adjusted discounted cash flow model | Probability of success | 40% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2017 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
1404 commercialization | $ | 2,000 | Probability adjusted discounted cash flow model | Probability of success | 31% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2018 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
MIP-1095 commercialization | $ | 500 | Probability adjusted discounted cash flow model | Probability of success | 19% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2021 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
Net sales targets | $ | 10,900 | Monte-Carlo simulation | Probability of success | 19% - 40% | ||||||||||||||||||||
-32.80% | |||||||||||||||||||||||||
   | Period of milestone expected achievement | 2018 - 2022 | |||||||||||||||||||||||
   | Discount rate(1) | 12.50% | |||||||||||||||||||||||
(1)Â At December 31, 2014, net sales targets contingent consideration liability was derived from a model under a risk neutral framework resulting in the application of 12% and 3.5% discount rates to estimated cash flows. | |||||||||||||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||||||||||
For those financial instruments with significant Level 3 inputs, the following table summarizes the activities for the periods indicated: | |||||||||||||||||||||||||
Asset – Auction Rate Securities | |||||||||||||||||||||||||
Fair Value Measurements Using Significant | |||||||||||||||||||||||||
Unobservable Inputs | |||||||||||||||||||||||||
(Level 3) | |||||||||||||||||||||||||
Description | 2014 | 2013 | |||||||||||||||||||||||
Balance at beginning of period | $ | 2,208 | $ | 3,240 | |||||||||||||||||||||
Transfers into Level 3 | - | - | |||||||||||||||||||||||
Total realized/unrealized gains (losses) | |||||||||||||||||||||||||
Included in net income (loss) | - | - | |||||||||||||||||||||||
Included in comprehensive income (loss) | 192 | 68 | |||||||||||||||||||||||
Settlements | (2,400 | ) | (1,100 | ) | |||||||||||||||||||||
Balance at end of period | $ | - | $ | 2,208 | |||||||||||||||||||||
Total amount of unrealized gains (losses) for the period included in other comprehensive income (loss) attributable to the change in fair market value of related assets still held at the reporting date | $ | - | $ | - | |||||||||||||||||||||
Liability – Contingent Consideration | |||||||||||||||||||||||||
Fair Value Measurements Using Significant | |||||||||||||||||||||||||
Unobservable Inputs | |||||||||||||||||||||||||
(Level 3) | |||||||||||||||||||||||||
Description | 2014 | 2013 | |||||||||||||||||||||||
Balance at beginning of period | $ | 15,700 | $ | - | |||||||||||||||||||||
Fair value of contingent consideration – acquisition of Molecular Insight | - | 15,900 | |||||||||||||||||||||||
Fair value adjustment to contingent consideration included in net income (loss) | 1,500 | (200 | ) | ||||||||||||||||||||||
Balance at end of period | $ | 17,200 | $ | 15,700 | |||||||||||||||||||||
Changes in unrealized gains or losses for the period included in earnings (or changes in net assets) for liabilities held at the end of the reporting period | $ | 1,500 | $ | (200 | ) | ||||||||||||||||||||
The following tables summarize the amortized cost basis, the aggregate fair value and gross unrealized holding gains and losses at December 31, 2013: | |||||||||||||||||||||||||
Amortized | Fair | Unrealized Holding | |||||||||||||||||||||||
2013:00:00 | Cost Basis | Value | Gains | (Losses) | Net | ||||||||||||||||||||
Maturities greater than ten years: | |||||||||||||||||||||||||
Auction rate securities | $ | 2,400 | $ | 2,208 | $ | - | $ | (192 | ) | $ | (192 | ) | |||||||||||||
$ | 2,400 | $ | 2,208 | $ | - | $ | (192 | ) | $ | (192 | ) | ||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||||||||||
We compute the cost of its investments on a specific identification basis. Such cost includes the direct costs to acquire the securities, adjusted for the amortization of any discount or premium. | |||||||||||||||||||||||||
The following table shows the gross unrealized losses and fair value of our auction rate securities with unrealized losses that are not deemed to be other-than-temporarily impaired, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at December 31, 2013. | |||||||||||||||||||||||||
2013:00:00 | Less than 12 Months | 12 Months or Greater | Total | ||||||||||||||||||||||
Description of Securities | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | |||||||||||||||||||
Auction rate securities | $ | - | $ | - | $ | 2,208 | $ | (192 | ) | $ | 2,208 | $ | (192 | ) | |||||||||||
Total | $ | - | $ | - | $ | 2,208 | $ | (192 | ) | $ | 2,208 | $ | (192 | ) | |||||||||||
Other-than-temporary impairment analysis on auction rate securities. The unrealized losses on our auction rate securities resulted from an internal analysis of timing of expected future successful auctions, collateralization of underlying assets of the security and credit quality of the security. At December 31, 2013 there was one security with a gross unrealized loss position of $192 ($2,208 of the total fair value). | |||||||||||||||||||||||||
The severity of the unrealized losses for auction rate securities at December 31, 2013 was 8 percent below amortized cost, and the weighted average duration of the unrealized losses for these securities was 70 months. | |||||||||||||||||||||||||
We have evaluated our individual auction rate securities holdings for other-than-temporary impairment and determined that the unrealized losses as of December 31, 2013 were attributable to uncertainty in the liquidity of the auction rate security market. We did not consider these securities to be other-than-temporarily impaired at December 31, 2013. | |||||||||||||||||||||||||
Accounts_Receivable
Accounts Receivable | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounts Receivable [Abstract] | |||||||||
Accounts Receivable | 4. Accounts Receivable | ||||||||
Our accounts receivable represent amounts due to Progenics from collaborators, royalties, research grants and the sales of research reagents, and as of December 31, 2014 and 2013, consisted of the following: | |||||||||
2014 | 2013 | ||||||||
Collaborators | $ | 14 | $ | 12 | |||||
Royalties | 40 | 2,862 | |||||||
Other | 65 | 12 | |||||||
119 | 2,886 | ||||||||
Less, allowance for doubtful accounts | (10 | ) | (7 | ) | |||||
Total | $ | 109 | $ | 2,879 | |||||
Fixed_Assets
Fixed Assets | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Fixed Assets [Abstract] | |||||||||
Fixed Assets | PROGENICS PHARMACEUTICALS, INC. | ||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||
5. Fixed Assets | |||||||||
Fixed assets as of December 31, 2014 and 2013 consisted of the following: | |||||||||
2014 | 2013 | ||||||||
Computer equipment | $ | 1,784 | $ | 2,234 | |||||
Machinery and equipment | 5,238 | 7,091 | |||||||
Furniture and fixtures | 116 | 170 | |||||||
Leasehold improvements | 5,027 | 5,020 | |||||||
Other | 208 | 16 | |||||||
12,373 | 14,531 | ||||||||
Less, accumulated depreciation and amortization | (9,821 | ) | (12,118 | ) | |||||
Total | $ | 2,552 | $ | 2,413 | |||||
At December 31, 2014 and 2013, $1.8 million and $2.0 million, respectively, of leasehold improvements, net were being amortized over periods of 6.4-10.8 years and 8.5-10.8 years, respectively, under leases with terms through December 31, 2020. |
Accounts_Payable_and_Accrued_E
Accounts Payable and Accrued Expenses | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounts Payable and Accrued Expenses [Abstract] | |||||||||
Accounts Payable and Accrued Expenses | 6. Accounts Payable and Accrued Expenses | ||||||||
The carrying value of our accounts payable and accrued expenses approximates fair value, as it represents amounts due to vendors and employees, which will be satisfied within one year. Accounts payable and accrued expenses as of December 31, 2014 and 2013, consisted of the following: | |||||||||
2014 | 2013 | ||||||||
Accrued consulting and clinical trial costs | $ | 2,662 | $ | 2,672 | |||||
Accrued payroll and related costs | 1,722 | 2,123 | |||||||
Legal and professional fees | 1,063 | 608 | |||||||
Accounts payable and other | 1,040 | 793 | |||||||
Other | 83 | 316 | |||||||
Total | $ | 6,570 | $ | 6,512 | |||||
Restructuring
Restructuring | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Restructuring [Abstract] | |||||||||||||||||
Restructuring | PROGENICS PHARMACEUTICALS, INC. | ||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||
7. Restructuring | |||||||||||||||||
We incurred a $0.4 million headcount reduction restructuring obligation in the first quarter of 2014, which was fully paid as of the end of the third quarter 2014. A first quarter 2013 headcount reduction resulted in a $1.5 million restructuring obligation paid that year. During the second quarter of 2013, we incurred other exit and contract termination costs, including in connection with termination of a Molecular facilities lease ($0.9 million) and amendment and consolidation of the Company's facilities lease ($0.5 million). | |||||||||||||||||
Activity in the restructuring accrual, which is included in accounts payable and accrued expenses in our Consolidated Balance Sheets, and in research and development and general and administrative expenses in the Consolidated Statements of Operations, is specified below. | |||||||||||||||||
Severance and Related Benefits | Other Exit Costs | Contract Termination Costs | Total Restructuring Accrual | ||||||||||||||
Balance at December 31, 2011 | $ | 571 | $ | 6 | $ | 154 | $ | 731 | |||||||||
 Additions, net | 1,905 | 184 | 3 | 2,092 | |||||||||||||
Payments | (1,663 | ) | (190 | ) | (157 | ) | (2,010 | ) | |||||||||
Balance at December 31, 2012 | 813 | - | - | 813 | |||||||||||||
Additions, net | 1,492 | 15 | 1,359 | 2,866 | |||||||||||||
Payments | (2,305 | ) | (15 | ) | (1,359 | ) | (3,679 | ) | |||||||||
Balance at December 31, 2013 | - | - | - | - | |||||||||||||
Additions, net | 359 | - | - | 359 | |||||||||||||
Payments | (359 | ) | - | - | (359 | ) | |||||||||||
Balance at December 31, 2014 | $ | - | $ | - | $ | - | $ | - | |||||||||
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | 8. Stockholders' Equity |
We are authorized to issue 160.0 million shares of Common Stock, par value $.0013, and 20.0 million shares of preferred stock, par value $.001. The Board of Directors has the authority to issue common and preferred shares, in series, with rights and privileges as determined by the Board of Directors. In the first quarter of 2014 we raised $37,459 in an underwritten public offering of 8,750 shares of common stock, and entered into an agreement with an investment bank under which we may sell from time to time up to $50,000 of our stock. In July 2013 we completed a public offering of 9,775 shares of common stock, with net proceeds of approximately $40,078. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments and Contingencies [Abstract] | |||||||||
Commitments and Contingencies | 9. Commitments and Contingencies | ||||||||
a. Operating Leases | |||||||||
As of December 31, 2014, we leased office, manufacturing and laboratory space, under lease agreements expiring in December 2020. Rental payments are recognized as rent expense on a straight-line basis over the term of the lease. In addition to rents due under these agreements, we are obligated to pay additional facilities charges, including utilities, taxes and operating expenses. | |||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||
As of December 31, 2014, future minimum annual payments under all operating lease agreements are as follows: | |||||||||
Years ending December 31, | Minimum | ||||||||
Annual Payments | |||||||||
2015 | $ | 1,887 | |||||||
2016 | 1,934 | ||||||||
2017 | 1,983 | ||||||||
2018 | 2,032 | ||||||||
2019 | 2,083 | ||||||||
Thereafter | 2,135 | ||||||||
Total | $ | 12,054 | |||||||
Rental expense totaled approximately $1,864, $3,548 and $2,074 for 2014, 2013 and 2012, respectively. For 2014, 2013 and 2012, amounts paid exceeded rent expense by $3, $164 and $419, respectively, due to the recognition of lease incentives. Additional facility charges, including utilities, taxes and operating expenses, for 2014, 2013 and 2012 were approximately $2,117, $2,330 and $2,845, respectively. | |||||||||
b. Licensing, Service and Supply Agreements | |||||||||
Progenics and its subsidiaries have entered into intellectual property-based license and service agreements in connection with product development programs, and have recognized milestone, license and sublicense fees and supply costs, included in research and development expenses, totaling approximately $498, $567 and $1,170 during the last three years, respectively. | |||||||||
Paid from inception to December 31, 2014 | Future (1) | Terms | |||||||
Commitments | |||||||||
PSMA LLC agreements with: | |||||||||
Seattle Genetics, Inc. | Â $ | 4,501 | Â $ | 13,800 | Milestone and periodic maintenance payments to use ADC technology to link chemotherapeutic agents to monoclonal antibodies that target prostate specific membrane antigen. ADC technology is based in part on technology licensed by SGI from third parties. | ||||
Amgen Fremont, Inc. (formerly Abgenix) | 1,350 | 5,750 | Milestones and royalties to use XenoMouse® technology for generating fully human antibodies to PSMA LLC's PSMA antigen. | ||||||
Former member of PSMA LLC | 316 | 52,197 | Annual minimum royalty payments and milestones to use technology related to PSMA. | ||||||
    | |||||||||
Paid from acquisition date to December 31, 2014 | Future (1) | Terms | |||||||
Commitments | |||||||||
MIP agreements with: | Â Â Â | ||||||||
    | |||||||||
University of Zurich and the Paul Scherrer Institute | Â $ | 205 | Â $ | 1,160 | Annual maintenance and license fee payments, milestones and royalties in respect of licensed technology related to 1404. | ||||
University of Western Ontario | 16 | 335 | Annual minimum royalty, administration and milestone payments in respect of licensed technology related to Azedra. | ||||||
(1)Â Amounts based on known contractual obligations as specified in the respective license agreements, which are dependent on the achievement or occurrence of future milestones or events and exclude amounts for royalties which are dependent on future sales and are unknown. | |||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||
In addition, we are planning to out-license or terminate non-germane Molecular Insight licenses and service agreements, as to which we have paid $151 through December 31, 2014, and have future commitments of $14,425, subject to occurrence of future milestones or events. In February 2015 we have terminated one of Progenics' license agreements in respect of oncology and other products, as to which we paid $909 through December 31, 2014, and had future commitments of $777, subject to occurrence of milestones or events. | |||||||||
c. Consulting Agreements | |||||||||
As part of our research and development efforts, we have from time to time entered into consulting agreements with external scientific specialists. These agreements contain various terms and provisions, including fees to be paid by us and royalties, in the event of future sales, and milestone payments, upon achievement of defined events, payable by us. Certain of these scientists are advisors to Progenics, and some have purchased our Common Stock or received stock options which are subject to vesting provisions. We have recognized expenses with regard to the consulting agreements of $67, $39 and $8 for 2014, 2013 and 2012, respectively. Those expenses include the fair value of stock options granted during 2013, of approximately $17 and $7 for 2014 and 2013, respectively. Such amounts of fair value are included in research and development expense for each year presented (see Note 10). | |||||||||
d. Retirement Agreement | |||||||||
On March 14, 2012, Progenics and company founder Paul J. Maddon entered into an agreement providing for his retirement as Chief Science Officer. In connection with Dr. Maddon's retirement and termination of his employment agreement, Progenics agreed to pay him an amount equal to $1,789 and provide other benefits under the agreement. | |||||||||
e. Related Party Agreement | |||||||||
In December 2012, Progenics entered into a financial advisory agreement with MTS Health Partners, L.P., of which the Company's Board Chair is a Senior Managing Director and partner, on customary terms and conditions, whereby, in 2013, MTS has received monthly retainers totaling $55 during the term of the agreement and $300 for MTS' services in connection with the Molecular Insight acquisition. This agreement was terminated in June 2013. | |||||||||
f. Legal Proceedings | |||||||||
Progenics is a party to a proceeding brought by a former employee complaining that the Company violated the anti-retaliation provisions of the federal Sarbanes-Oxley law by terminating the former employee. The Company believes the former employee's claims are without merit and is contesting the matter vigorously. The federal District Court hearing the case issued in July 2013 an order denying our motion for summary judgment dismissing the former employee's complaint, making it likely that the proceeding will continue to trial. Given the uncertainty attendant to the proceeding, we have accrued amounts in connection with this matter which are not material to these Consolidated Financial Statements. | |||||||||
In the third quarter of 2014, Progenics and Ono, its former licensee of Relistor in Japan, settled all claims between them relating to an arbitration commenced by Progenics in 2013, the parties' October 2008 License Agreement, and the former licensee's development and commercialization of the drug. In connection therewith, the parties exchanged mutual releases and the former licensee paid Progenics $7.25 million, which has been recorded as other operating income. |
ShareBased_Payment_Arrangement
Share-Based Payment Arrangements | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Share-Based Payment Arrangements [Abstract] | ||||||||||||||||
Share-Based Payment Arrangements | 10. Share-Based Payment Arrangements | |||||||||||||||
Our share-based compensation to employees includes non-qualified stock options, restricted stock and shares issued under our Purchase Plans, which are compensatory under ASC 718 Compensation – Stock Compensation. We account for share-based compensation to non-employees, including non-qualified stock options and restricted stock, in accordance with ASC 505 Equity. | ||||||||||||||||
Compensation cost for share-based awards will be recognized in our financial statements over the related requisite service periods; usually the vesting periods for awards with a service condition. We have made an accounting policy decision to use the straight-line method of attribution of compensation expense, under which the grant date fair value of share-based awards will be recognized on a straight-line basis over the total requisite service period for the total award. | ||||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||||||
We have adopted two stock incentive plans, the 1996 Amended Stock Incentive Plan (terminated in 2006) and the 2005 Stock Incentive Plan. Under these Plans as amended, up to 5,000 and 11,450 shares of common stock, respectively, have been reserved for the issuance of awards to employees, consultants, directors and other individuals who render services to Progenics (collectively, Awardees). The Plans contain anti-dilution provisions in the event of a stock split, stock dividend or other capital adjustment as defined. Each Plan provides for the Board or Committee to grant to Awardees stock options, stock appreciation rights, restricted stock, performance awards or phantom stock, as defined (collectively, Awards). The Committee is also authorized to determine the term and vesting of each Award and the Committee may in its discretion accelerate the vesting of an Award at any time. Stock options granted under the Plans generally vest pro rata over three to five years and have terms of ten years. Restricted stock issued under either Plan generally vested annually over three to five years, unless specified otherwise by the Committee. The exercise price of outstanding non-qualified stock options is usually equal to the fair value of our common stock on the date of grant. The exercise price of non-qualified stock options granted from the 2005 Plan and incentive stock options (ISO) granted from the Plans may not be lower than the fair value of our common stock on the dates of grant. At December 31, 2014, 2013 and 2012, all outstanding stock options were non-qualified options. The 2005 Plan will terminate on March 25, 2024; options granted before termination of the Plans will continue under the respective Plans until exercised, cancelled or expired. | ||||||||||||||||
We apply a forfeiture rate to the number of unvested awards in each reporting period in order to estimate the number of awards that are expected to vest. Estimated forfeiture rates are based upon historical data on vesting behavior of employees. We adjust the total amount of compensation cost recognized for each award, in the period in which each award vests, to reflect the actual forfeitures related to that award. Changes in our estimated forfeiture rate will result in changes in the rate at which compensation cost for an award is recognized over its vesting period. | ||||||||||||||||
Under ASC 718 Compensation – Stock Compensation, the fair value of each non-qualified stock option award is estimated on the date of grant using the Black-Scholes option pricing model, which requires input assumptions noted in the following table. Ranges of assumptions for inputs are disclosed where the value of such assumptions varied during the related period. Historical volatilities are based upon daily quoted market prices of our common stock on The NASDAQ Stock Market LLC over a period equal to the expected term of the related equity instruments. We rely only on historical volatility since it provides the most reliable indication of future volatility. Future volatility is expected to be consistent with historical; historical volatility is calculated using a simple average calculation; historical data is available for the length of the option's expected term and a sufficient number of price observations are used consistently. Since our stock options are not traded on a public market, we do not use implied volatility. For 2014, 2013 and 2012 our expected term was calculated based upon historical data related to exercise and post-termination cancellation activity; accordingly, for grants issued to employees and directors and officers, we are using expected terms of 5.3 and 7.5 years, 5.3 and 7.4 years and 5.4 and 7.4 years, respectively. The expected term for options granted to non-employees was also calculated separately from stock options granted to employees and directors and officers and was ten years, which is the contractual term of those options. We have never paid dividends and do not expect to pay dividends in the future. Therefore, our dividend rate is zero. The risk-free rate for periods within the expected term of the options is based on the U.S. Treasury yield curve in effect at the time of grant. The following table presents assumptions used in computing the fair value of option grants during 2014, 2013 and 2012: | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Expected volatility | 74% – 84% | 73% – 90% | 70% – 85% | |||||||||||||
Expected dividends | Zero | Zero | Zero | |||||||||||||
Expected term (years) | 5.3 – 7.5 | 5.3 – 10 | 5.3 – 10 | |||||||||||||
Weighted average expected term (years) | 5.93 | 5.96 | 6.11 | |||||||||||||
Risk-free rate | 1.64% – 2.42% | 0.76% – 2.83% | 0.57% – 1.71% | |||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||||||
A summary of option activity under the Plans as of December 31, 2014 and changes during the year then ended is presented below: | ||||||||||||||||
Options | Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term (Yr.) | Aggregate | ||||||||||||
Intrinsic Value | ||||||||||||||||
Outstanding at January 1, 2014 | 5,249 | $ | 10.94 | |||||||||||||
Granted | 993 | 4.66 | ||||||||||||||
Exercised | (77 | ) | 5.54 | |||||||||||||
Forfeited | (324 | ) | 6 | |||||||||||||
Expired | (423 | ) | 13.52 | |||||||||||||
Outstanding at December 31, 2014 | 5,418 | 9.96 | 5.79 | $ | 6,856 | |||||||||||
Exercisable at December 31, 2014 | 4,115 | $ | 11.4 | 4.89 | $ | 3,798 | ||||||||||
The weighted average grant-date fair value of options granted under the Plans during 2014, 2013 and 2012 was $3.41, $3.74 and $6.38, respectively. The total intrinsic value of options exercised during 2014, 2013 and 2012 was $102, $11 and $174, respectively. | ||||||||||||||||
The options granted under the Plans, described above, include non-qualified stock options granted to our former CEO on July 3, 2006. For the 2006 award, the requisite service period is the shortest of the explicit or implied service periods and the explicit service period for this award is nine years and 11 months from the grant date. | ||||||||||||||||
At December 31, 2014, the estimated requisite service period for the 2006 award was 1.5 years. For 2014, 2013 and 2012, the total compensation expense recognized for the performance-based options was $0.1 million, $0.1 million and $2.0 million, respectively. | ||||||||||||||||
The total compensation expense of shares, granted to both employees and non-employees, under all of our share-based payment arrangements that was recognized in operations during 2014, 2013 and 2012 was: | ||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Recognized as: | ||||||||||||||||
Research and Development | $ | 1,843 | $ | 2,012 | $ | 4,060 | ||||||||||
General and Administrative | 1,680 | 1,534 | 2,476 | |||||||||||||
Total | $ | 3,523 | $ | 3,546 | $ | 6,536 | ||||||||||
No tax benefit was recognized related to such compensation cost because of the Company's net operating losses and the related deferred tax assets were fully offset by valuation allowance. Accordingly, no amounts related to windfall tax benefits have been reported in cash flows from operations or cash flows from financing activities for the periods presented. | ||||||||||||||||
As of December 31, 2014, there was $3.2 million of total unrecognized compensation cost related to non-vested stock options under the 1996 and 2005 Plans. Those costs are expected to be recognized over a weighted average period of 2 years. Cash received from exercises under all share-based payment arrangements for 2014 was $0.4 million. We issue new shares of our common stock upon share option exercises. | ||||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||||||
In applying the treasury stock method for the calculation of diluted EPS, amounts of unrecognized compensation expense and windfall tax benefits are required to be included in the assumed proceeds in the denominator of the diluted EPS calculation unless they are anti-dilutive. We reported net income for 2014 and included the dilutive effect of unrecognized compensation expense in the assumed proceeds in the denominator of the diluted EPS calculation. The shares to be issued upon the assumed conversion of the contingent consideration liability in 2014 and 2013 have been excluded from the calculation of diluted earnings per share, as their effect would have been anti-dilutive. We incurred net losses for 2013 and 2012 and, therefore, such amounts have not been included in the calculations for those periods since they would be anti-dilutive. As a result, basic and diluted EPS are the same for the 2013 and 2012 periods. We have made an accounting policy decision to calculate windfall tax benefits/shortfalls, for purposes of diluted EPS calculation, excluding the impact of deferred tax assets. This policy decision will apply when we have net income and windfall tax benefits/shortfalls are realizable. | ||||||||||||||||
Employee_Savings_Plan
Employee Savings Plan | 12 Months Ended |
Dec. 31, 2014 | |
Employee Savings Plan [Abstract] | |
Employee Savings Plan | 11. Employee Savings Plan |
The terms of the amended and restated Progenics Pharmaceuticals 401(k) Plan (the Amended Plan), among other things, allow eligible employees to participate in the Amended Plan by electing to contribute to the Amended Plan a percentage of their compensation to be set aside to pay their future retirement benefits. During the three years ended December 31, 2014, we matched 50% of those employee contributions that are equal to 5%-8% of compensation and are made by eligible employees to the Amended Plan (the Matching Contribution). In addition, we may also make a discretionary contribution each year on behalf of all participants who are non-highly compensated employees. We made Matching Contributions of approximately $276, $330 and $535 to the Amended Plan for 2014, 2013 and 2012, respectively. No discretionary contributions were made during those years. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Taxes [Abstract] | |||||||||||||
Income Taxes | 12. Income Taxes | ||||||||||||
We account for income taxes using the liability method in accordance with ASC 740 Income Taxes. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. | |||||||||||||
There is no provision or benefit for federal or state income taxes for 2014, 2013 and 2012, other than $1.0 million and $0.4 million income tax benefit in 2014 and 2013, respectively, resulting from the change in the temporary difference between carrying amounts of in-process research and development assets for financial reporting purposes and the amounts used for income tax purposes. We have completed calculations through July 15, 2014, under Internal Revenue Code Section 382, the results of which indicate that past ownership changes will limit annual utilization of NOLs in the future. Ownership changes subsequent to July 15, 2014, may further limit the future utilization of net operating loss and tax credit carry-forwards as defined by the federal and state tax codes. | |||||||||||||
Deferred tax assets and liabilities as of December 31, 2014 and 2013, consisted of the following: | |||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Depreciation and amortization | $ | 5,770 | $ | 6,165 | |||||||||
R&E tax credit carry-forwards | 5,270 | 5,025 | |||||||||||
NYS investment tax credit carry-forwards | 1,090 | 1,095 | |||||||||||
AMT credit carry-forwards | 211 | 211 | |||||||||||
Net operating loss carry-forwards | 204,974 | 190,263 | |||||||||||
Capitalized research and development expenditures | 20,280 | 25,231 | |||||||||||
Stock compensation | 13,848 | 13,826 | |||||||||||
Other items | - | 1,097 | |||||||||||
Total gross deferred tax assets | 251,443 | 242,913 | |||||||||||
Less: Valuation allowance | (251,443 | ) | (242,913 | ) | |||||||||
Deferred tax assets | - | - | |||||||||||
Deferred tax liability – long term | (11,332 | ) | (12,321 | ) | |||||||||
Net deferred tax liability | $ | (11,332 | ) | $ | (12,321 | ) | |||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||
We do not recognize deferred tax assets considering our history of taxable losses and the uncertainty regarding our ability to generate sufficient taxable income in the future to utilize these deferred tax assets. For 2014, 2013 and 2012, we incurred net losses for tax purposes. We recognized a full tax valuation against deferred tax assets at December 31, 2014 and 2013. In 2014 and 2013 we recognized deferred income tax liabilities of $11,332 and $12,321, respectively to reflect the net tax effects of temporary differences between the carrying amounts of in process research and development assets for financial reporting purposes and the amounts used for income tax purposes. | |||||||||||||
The following is a reconciliation of income taxes computed at the Federal statutory income tax rate to the actual effective income tax provision during 2014, 2013 and 2012: | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
U.S. Federal statutory rate | 34.00% | -34.00% | -35.00% | ||||||||||
State income taxes, net of Federal benefit | 13.2 | -4.9 | -5.4 | ||||||||||
Research and experimental tax credit | -15.8 | -3.8 | - | ||||||||||
Effect of federal and state tax rate changes | 1.5 | 8.7 | - | ||||||||||
Permanent differences | 47.9 | 3.2 | 4.2 | ||||||||||
Change in valuation allowance | -109.6 | 30 | 36.2 | ||||||||||
Income tax (benefit) | -28.80% | -0.80% | 0.00% | ||||||||||
As of December 31, 2014, we had available, for tax return purposes, unused federal NOLs of approximately $557.2 million, which will expire in various years from 2018 to 2034, $18.2 million of which were generated from deductions post January 1, 2006 that, when realized, will reduce taxes payable and will increase paid-in-capital and are not reflected in our deferred tax assets above. Additionally, $11.2 million of the valuation allowance relates to NOLs attributable to excess tax deductions for equity compensation pre January 1, 2006. When realized this will also be reflected as an increase to paid-in-capital. Also, we had available, for tax return purposes, unused state NOLs of approximately $475.6 million, which will expire in various years from 2018 to 2034. | |||||||||||||
We have reviewed our nexus in various tax jurisdictions and our tax positions related to all open tax years for events that could change the status of our ASC 740 Income Taxes liability, if any, or require an additional liability to be recorded. We have not, as of yet, conducted a study of our research and development credit carry-forwards. Such a study might result in an adjustment to our research and development credit carry-forwards, but until a study is completed and any adjustment is known, no amounts are being presented as an uncertain tax position under ASCÂ 740-10 except for uncertain tax positions acquired in connection with the Molecular Insight acquisition. A full valuation allowance has been provided against the Company's research and development credits and, if an adjustment is required, this adjustment would be offset by an adjustment to the valuation allowance. Thus, there would be no impact to the statements of operations and comprehensive loss if an adjustment was required. | |||||||||||||
As of December 31, 2014, we are subject to federal and state income tax in the U.S. Open tax years relate to years in which unused net operating losses were generated or, if used, for which the statute of limitation for examination by taxing authorities has not expired. Our open tax years extend back to 1997. No amounts of interest or penalties were recognized in our Consolidated Statements of Operations or Consolidated Balance Sheets as of and for the years ended December 31, 2014, 2013 and 2012. | |||||||||||||
Our research and experimental (R&E) tax credit carry-forwards of approximately $5.3 million at December 31, 2014 expire in various years from 2018 to 2034. | |||||||||||||
As of December 31, 2014 and 2013, we have not recognized any liability for uncertain tax positions, because of our full valuation allowance. We will recognize interest and penalties related to these positions, should such costs be assessed. The recognition of unrecognized tax benefits would not affect our effective tax rate because the tax benefit would be offset by an increase in our valuation allowance. | |||||||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||
The following is a tabular reconciliation of the total amounts of unrecognized tax benefits for the years ended December 31, 2014 and 2013. | |||||||||||||
2014 | 2013 | ||||||||||||
Beginning uncertain tax benefits | $ | 2,661 | $ | 2,661 | |||||||||
Current year - increases | - | - | |||||||||||
Current year - decreases | - | - | |||||||||||
Settlements | - | - | |||||||||||
Expired statuses | - | - | |||||||||||
Ending uncertain tax benefits | $ | 2,661 | $ | 2,661 | |||||||||
Net_Income_Loss_Per_Share
Net Income (Loss) Per Share | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Net Income (Loss) Per Share [Abstract] | |||||||||||||||||||||||
Net Income (Loss) Per Share | 13. Net Income (Loss) Per Share | ||||||||||||||||||||||
Our basic net income (loss) per share amounts have been computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. For 2014, we reported net income, and the computation of diluted earnings per share is based upon the weighted-average number of our common shares and dilutive effect, determined using the treasury stock method, of potential common shares outstanding including amount of unrecognized compensation expense. In periods where shares to be issued upon the assumed conversion of the contingent consideration liability have an anti-dilutive effect on the calculation of diluted earnings per share, these shares are excluded from the calculation. For 2013 and 2012, we reported net losses and, therefore, potential common shares were not included since such inclusion would have been anti-dilutive. As of December 31, 2012 our 28 shares of unvested restricted stock with non-forfeitable rights to dividends were outstanding; all such shares were vested at the end of December 31, 2013. The allocation of 2012 net losses to these participating securities pursuant to the two-class method is not material to both basic and diluted earnings per share. The calculations of net loss per share, basic and diluted, are as follows: | |||||||||||||||||||||||
Net Income (Loss) | Weighted Average | Per Share | |||||||||||||||||||||
(Numerator) | Common Shares | Amount | |||||||||||||||||||||
(Denominator) | |||||||||||||||||||||||
2014:00:00 | |||||||||||||||||||||||
Basic | $ | 4,410 | 68,185 | $ | 0.06 | ||||||||||||||||||
  Dilutive effect of contingent consideration liability | - | - | |||||||||||||||||||||
  Dilutive effect of stock options | - | 58 | |||||||||||||||||||||
Diluted | $ | 4,410 | 68,243 | $ | 0.06 | ||||||||||||||||||
2013:00:00 | |||||||||||||||||||||||
Basic and diluted | $ | (42,572 | ) | 55,798 | $ | (0.76 | ) | ||||||||||||||||
2012:00:00 | |||||||||||||||||||||||
Basic and diluted | $ | (35,431 | ) | 34,754 | $ | (1.02 | ) | ||||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||||||||
During 2014, 2013 and 2012, anti-dilutive common shares excluded from diluted per share amounts consist of the following: | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Weighted | Weighted | Weighted | Weighted | Weighted | Weighted | ||||||||||||||||||
Average | Average | Average | Average | Average | Average | ||||||||||||||||||
Number | Exercise Price | Number | Exercise Price | Number | Exercise Price | ||||||||||||||||||
Options | 5,036 | $ | 10.56 | 5,969 | $ | 11.54 | 5,947 | $ | 12.32 | ||||||||||||||
Contingent consideration liability | 3,457 | 3,544 | - | ||||||||||||||||||||
Restricted stock | - | - | 60 | ||||||||||||||||||||
Total | 8,493 | 9,513 | 6,007 | ||||||||||||||||||||
Unaudited_Quarterly_Results_un
Unaudited Quarterly Results (unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Unaudited Quarterly Results (unaudited) [Abstract] | |||||||||||||||||
Unaudited Quarterly Results (unaudited) | 14. Unaudited Quarterly Results (unaudited) | ||||||||||||||||
Summarized quarterly financial data during 2014 and 2013 are as follows: | |||||||||||||||||
2014 Quarter Ended | |||||||||||||||||
31-Mar | 30-Jun | 30-Sep | 31-Dec | ||||||||||||||
Revenues (losses)Â (1) | $ | 1,815 | $ | 1,477 | $ | 41,656 | $Â | (571 | ) | ||||||||
Net income (loss) | (9,313 | ) | (11,073 | ) | 36,975 | (12,179 | ) | ||||||||||
Net income (loss) per share - basic | (0.15 | ) | (0.17 | ) | 0.53 | (0.18 | ) | ||||||||||
Net income (loss) per share - diluted | (0.15 | ) | (0.17 | ) | 0.51 | (0.18 | ) | ||||||||||
2013 Quarter Ended | |||||||||||||||||
31-Mar | 30-Jun | 30-Sep | 31-Dec | ||||||||||||||
Revenues | $ | 2,226 | $ | 1,801 | $ | 867 | $ | 2,968 | |||||||||
Net loss | (11,258 | ) | (12,263 | ) | (10,500 | ) | (8,551 | ) | |||||||||
Net loss per share - basic and diluted | (0.22 | ) | (0.24 | ) | (0.17 | ) | (0.14 | ) | |||||||||
                _______________ | |||||||||||||||||
-1 | Â Â Â Revenues in the first and third quarters of 2014 include $1.0 million milestone revenue from Fuji and $40.0 million milestone revenue from Salix, respectively. |
Schedule_II_Valuation_and_Qual
Schedule II - Valuation and Qualifying Accounts | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Schedule II - Valuation and Qualifying Accounts [Abstract] | ||||||||||||||||
Schedule II - Valuation and Qualifying Accounts [Text Block] | SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS | |||||||||||||||
Allowance for Doubtful Accounts | ||||||||||||||||
Year ended December 31, | Beginning Balance | Additions | Deductions | Ending Balance | ||||||||||||
Charged to General and administrative expenses | Accounts Written Off During Period | |||||||||||||||
(in thousands) | ||||||||||||||||
2014 | $ | 7 | $ | 3 | $ | - | $ | 10 | ||||||||
2013 | $ | - | $ | 7 | $ | - | $ | 7 | ||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Basis of Presentation | Basis of Presentation | |||||||||||
The consolidated financial statements have been prepared on the basis of accounting principles generally accepted in the U.S. (GAAP). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. On an ongoing basis, the Company evaluates its estimates, including but not limited to those related to collectability of receivables, intangible assets and contingencies. As additional information becomes available or actual amounts become determinable, the recorded estimates are revised and reflected in the operating results. Actual results could differ from those estimates. Certain amounts have been reclassified in prior periods' financial statements to conform to the current year presentation. This includes the reclassification of (i) certain expenses for share-based compensation from research and development to general and administrative expenses, (ii) certain non-cash items from general and administrative expenses to intangible impairment charges and change in contingent consideration liability, and (iii) certain expenses from royalty expense to license fees – research and development, which reclassifications had no effect on total expenses as previously reported. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Consolidation | Consolidation | |||||||||||
The consolidated financial statements include the accounts of Progenics and PSMA LLC, as of and for the years ended December 31, 2014, 2013 and 2012 and Molecular Insight from January 18, 2013, the date we acquired this subsidiary. Inter-company transactions have been eliminated in consolidation. | ||||||||||||
Revenue Recognition | Revenue Recognition | |||||||||||
We recognize revenue from all sources based on the provisions of the SEC's Staff Accounting Bulletin (SAB) No. 104 (SAB 104) and ASC 605 Revenue Recognition. Under ASC 605, delivered items are separate units of accounting, provided (i) the delivered items have value to a collaborator on a stand-alone basis, and (ii) if the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered items is considered probable and substantially in our control. A separate update to ASC 605 provides guidance on the criteria that should be met when determining whether the milestone method of revenue recognition is appropriate. | ||||||||||||
If we are involved in a steering or other committee as part of a multiple-deliverable arrangement, we assess whether our involvement constitutes a performance obligation or a right to participate. For those committees that are deemed obligations, we will evaluate our participation along with other obligations in the arrangement and will attribute revenue to our participation through the period of our committee responsibilities. We recognize revenue for payments that are contingent upon performance solely by our collaborator immediately upon the achievement of the defined event if we have no related performance obligations. Reimbursement of costs is recognized as revenue provided the provisions of ASC 605 are met, the amounts are determinable and collection of the related receivable is reasonably assured. | ||||||||||||
Amounts received prior to satisfying the above revenue recognition criteria are recorded as deferred revenue. Amounts not expected to be recognized within one year of the balance sheet date are classified as long-term. The estimate of the classification of deferred revenue as short- or long-term is based upon the period in which we expect to perform joint committee services. | ||||||||||||
Royalty revenue is recognized in the period the sales occur, provided the royalty amounts are fixed or determinable, collection of the related receivable is reasonably assured and we have no remaining performance obligations under the arrangement providing for the royalty. Royalty loss is recognized based upon reported sales deductions in excess of gross sales resulting in net sales (losses) and is recognized in the period net sales (losses) occur. Royalty loss is classified in royalty income in the consolidated statements of operations and the related accrued royalty loss liability is classified in accounts payable and accrued expenses in the consolidated balance sheets. | ||||||||||||
During the past three years, we also recognized revenue from sales of research reagents and during 2013 and 2012, from government research grants, awarded to us by the National Institutes of Health (NIH), which we used in proprietary research programs. NIH grant revenue is recognized as efforts are expended and as related program costs are incurred. We performed work under the NIH grants on a best-effort basis. | ||||||||||||
During 2014, we have recognized as third quarter revenue a $40.0 million milestone receivable from Salix upon U.S. marketing approval for subcutaneous Relistor in non-cancer pain patients in September (paid pursuant to the Salix license in October) and a $1.0 million milestone payment from FUJIFILM RI Pharma in the first quarter of 2014. | ||||||||||||
During the third quarter of 2014, Salix entered into an agreement with Lupin Limited for distribution of Relistor in Canada. We have not recognized any revenue in 2014, since terms of the Salix and Progenics negotiations were not fixed and determinable as of the end of the year. | ||||||||||||
Under our 2013 license of certain research, development and commercialization rights to Onaltaâ„¢, we received a $0.2 million in upfront payment and are eligible for future milestone and royalty payments. In consideration for the upfront payment, we have delivered relevant know-how (including patent rights), inventory and non-reimbursable services. | ||||||||||||
In the fourth quarter of 2012, we out-licensed our C. difficile program to MedImmune, LLC for a $5.0 million upfront payment, and the right to receive potential future milestone and royalty payments. In consideration for the upfront payment, we have delivered relevant know-how (including patent rights) and non-reimbursable services. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Under our 2012 agreement with CytoDyn Inc. for our PRO 140 program, we received $3.5 million payment and are eligible for future milestone and royalty payments. In consideration for the upfront payment, we have delivered relevant know-how (including patent rights), inventory and non-reimbursable services. | ||||||||||||
Under our license agreement, Salix is responsible for further developing and commercializing Relistor worldwide. In consideration of the $60.0 million upfront payment from Salix, we have granted Salix an exclusive license of relevant know-how, patent rights and technology, assigned relevant third-party contracts, and served on joint committees provided for in the License Agreement through end of 2013. | ||||||||||||
Research and Development Expenses | Research and Development Expenses | |||||||||||
Research and development expenses include costs directly attributable to the conduct of research and development programs, including the cost of salaries, payroll taxes, employee benefits, materials, supplies, maintenance of research equipment, costs related to research collaboration and licensing agreements, the purchase of in-process research and development, the cost of services provided by outside contractors, including services related to our clinical trials, the full cost of manufacturing drug for use in research, pre-clinical development and clinical trials. All costs associated with research and development are expensed as incurred. | ||||||||||||
At each period end, we evaluate the accrued expense balance related to these activities based upon information received from the suppliers and estimated progress towards completion of the research or development objectives to ensure that the balance is reasonably stated. Such estimates are subject to change as additional information becomes available. | ||||||||||||
Use of Estimates | Use of Estimates | |||||||||||
Significant estimates include useful lives of fixed assets, the periods over which certain revenues and expenses will be recognized, including collaboration revenue recognized from non-refundable up-front licensing payments and expense recognition of certain clinical trial costs which are included in research and development expenses, the amount of non-cash compensation costs related to share-based payments to employees and non-employees and the periods over which those costs are expensed, the likelihood of realization of deferred tax assets and the assumptions used in the valuations of in-process research and development and contingent consideration liability. | ||||||||||||
Patents | Patents | |||||||||||
As a result of research and development efforts conducted by us, we have applied, or are applying, for a number of patents to protect proprietary inventions. All costs associated with patents are expensed as incurred. | ||||||||||||
Net Income (Loss) Per Share | Net Income (Loss) Per Share | |||||||||||
We prepare earnings per share (EPS) data in accordance with ASC 260 Earnings Per Share. Basic net (loss) income per share amounts have been computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. For 2014, we reported net income, and the computation of diluted earnings per share is based upon the weighted-average number of our common shares and dilutive effect, determined using the treasury stock method, of potential common shares outstanding including amounts of unrecognized compensation expense. In periods where shares to be issued upon the assumed conversion of the contingent consideration liability have an anti-dilutive effect on the calculation of diluted earnings per share, these shares are excluded from the calculation. For 2013 and 2012, we reported net losses and, therefore, potential common shares, amounts of unrecognized compensation expense and windfall tax benefits have been excluded from diluted net loss per share since they would be anti-dilutive. As of December 31, 2012, 28 shares of unvested restricted stock outstanding have non-forfeitable rights to dividends; all such shares were vested at the end of December 31, 2013. The allocation of 2013 and 2012 net losses to these participating securities pursuant to the two-class method is not material to both basic and diluted earnings per share. | ||||||||||||
Concentrations of Credit Risk | Concentrations of Credit Risk | |||||||||||
Financial instruments which potentially subject Progenics to concentrations of risk consist principally of cash, cash equivalents, auction rate securities and receivables. We invest our excess cash in money market funds. We have established guidelines that relate to credit quality, diversification and maturity and that limit exposure to any one issue of securities. We hold no collateral for these financial instruments. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Cash and Cash Equivalents | ||||||||||||
Cash and Cash Equivalents | We consider all highly liquid investments which have maturities of three months or less, when acquired, to be cash equivalents. The carrying amount reported in the balance sheet for cash and cash equivalents approximates its fair value. Cash and cash equivalents subject us to concentrations of credit risk. At December 31, 2014 and 2013, we have invested approximately $112,808 and $60,364, respectively, in cash equivalents in the form of money market funds with one major investment company and held approximately $6,494 and $5,496, respectively, in two commercial banks. | |||||||||||
Accounts Receivable | Accounts Receivable | |||||||||||
We estimate the level of accounts receivable which ultimately will be uncollectable based on a review of specific receivable balances, industry experience and the current economic environment. We reserve for affected accounts receivable an allowance for doubtful accounts, which at December 31, 2014 and 2013 was $10 and $7, respectively. | ||||||||||||
Auction Rate Securities | Auction Rate Securities | |||||||||||
In accordance with ASC 320 Investments – Debt and Equity Securities, investments are classified as available-for-sale. Available-for-sale securities are carried at fair value, with the unrealized gains and losses reported in comprehensive income (loss)\. The amortized cost of debt securities is adjusted for amortization of premiums and accretion of discounts to maturity. Such amortization is included in interest income or expense. Realized gains and losses and declines in value judged to be other-than-temporary, if any, on available-for-sale securities are included in other income or expense. In computing realized gains and losses, we compute the cost of its investments on a specific identification basis. Such cost includes the direct costs to acquire the securities, adjusted for the amortization of any discount or premium. The fair value of auction rate securities has been estimated based on a three-level hierarchy for fair value measurements. Interest and dividends on securities classified as available-for-sale are included in interest income (see Note 3). | ||||||||||||
During the fourth quarter of 2014, all of the $2,208 auction rate securities remaining at December 31, 2013 have been redeemed at par. At December 31, 2013, our investment in auction rate securities (recorded as long-term assets in the Consolidated Balance Sheets) amounted to $2,208. Valuation of securities is subject to uncertainties that are difficult to predict, such as changes to credit ratings of the securities and/or the underlying assets supporting them, default rates applicable to the underlying assets, underlying collateral value, discount rates, counterparty risk, ongoing strength and quality of market credit and liquidity and general economic and market conditions. The valuation of the auction rate securities we held was based on an internal analysis of timing of expected future successful auctions, collateralization of underlying assets of the security and credit quality of the security. Due to the settlement of auction rate securities at par in the fourth quarter of 2014, the temporary impairment amount decreased $192. | ||||||||||||
In-Process Research and Development and Goodwill | In-Process Research and Development and Goodwill | |||||||||||
The fair values of in-process research and development (IPR&D) acquired in business combinations are capitalized. The Company utilizes the "income method," which applies a probability weighting that considers the risk of development and commercialization to the estimated future net cash flows that are derived from projected sales revenues and estimated costs. These projections are based on factors such as relevant market size, patent protection, historical pricing of similar products and expected industry trends. The estimated future net cash flows are then discounted to the present value using an appropriate discount rate. This analysis is performed for each IPR&D project independently. These assets are treated as indefinite-lived intangible assets until completion or abandonment of the projects, at which time the assets are amortized over the remaining useful life or written off, as appropriate. IPR&D intangible assets which are determined to have a decline in their fair value are adjusted downward and an impairment loss is recognized in the Consolidated Statements of Operations. These are tested at least annually or when a triggering event occurs that could indicate a potential impairment. | ||||||||||||
Goodwill represents excess consideration in a business combination over the fair value of identifiable net assets acquired. Goodwill is not amortized, but is subject to impairment testing at least annually or when a triggering event occurs that could indicate a potential impairment. The Company determines whether goodwill may be impaired by comparing the fair value of the reporting unit (the Company has determined that it has only one reporting unit for this purpose, which includes Molecular Insight), calculated as the product of shares outstanding and the share price as of the end of a period, to its carrying value (for this purpose, the Company's total stockholders' equity). No goodwill impairment has been recognized as of December 31, 2014 and 2013. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
In connection with the 2013 acquisition of Molecular Insight, in process research and development and goodwill were initially measured at the acquisition date at estimated fair value and capitalized as an intangible asset, as follows: | ||||||||||||
(i) 1404, an imaging agent in phase 2 development, at an estimated fair value of $23.2 million resulting from a probability adjusted discounted cash flow model which includes estimates of significant cash inflows beginning in 2017 and a 18% discount rate; | ||||||||||||
(ii) Azedra, a small molecule candidate for the treatment of pheochromocytoma and paraganglioma in phase 2b development, and for neuroblastoma in phase 2a development, at an estimated fair value of $4.9 million resulting from a probability adjusted discounted cash flow model which includes estimates of significant cash inflows beginning in 2017 and a 15% discount rate; | ||||||||||||
(iii) small molecule candidate MIP-1095, in preclinical development for the treatment of prostate cancer, at an estimated fair value of $2.7 million resulting from a probability adjusted discounted cash flow model which includes estimates of significant cash inflows beginning in 2021 and a 20% discount rate; and | ||||||||||||
(iv) Onalta, a drug candidate in phase 2 development for the treatment of metastatic carcinoid and pancreatic neuroendocrine tumors, at an estimated fair value of $1.5 million resulting from a probability adjusted discounted cash flow model which includes estimates of significant cash inflows beginning in 2014 and a 15% discount rate. | ||||||||||||
A third quarter 2014 review of our Onalta intangible asset resulted in a $560 impairment of the indefinite-lived balance and a $16 impairment of the finite-lived balance, with the corresponding impairment charges recorded in the Consolidated Statements of Operations. | ||||||||||||
The following table summarizes the activity related to the finite-lived intangible asset: | ||||||||||||
Finite-lived intangible assets | ||||||||||||
Balance at January 1, 2013 | $ | - | ||||||||||
Reclassification from indefinite lived IPR&D | 21 | |||||||||||
Amortization expense | (2 | ) | ||||||||||
Balance at December 31, 2013 | 19 | |||||||||||
Amortization expense | (3 | ) | ||||||||||
Impairment | (16 | ) | ||||||||||
Balance at December 31, 2014 | $ | - | ||||||||||
The following table reflects, prior to the third quarter write-off, the components of the finite lived intangible assets as of December 31, 2013: | ||||||||||||
Gross | Accumulated | Net Carrying | ||||||||||
Amount | Amortization | Value | ||||||||||
Finite lived intangible assets | $ | 21 | $ | 2 | $ | 19 | ||||||
Total | $ | 21 | $ | 2 | $ | 19 | ||||||
The weighted-average remaining life of the finite lived intangible assets was approximately five years at December 31, 2013. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Amortization expense was calculated on a straight-line basis over the estimated useful life of the asset. Amortization expense for the year ended December 31, 2014 was $3 and the period from January 18, 2013 to December 31, 2013 was $2. | ||||||||||||
The following table summarizes the activity related to the Company's goodwill and indefinite lived IPR&D: | ||||||||||||
Goodwill | IPR&D | |||||||||||
Balance at January 1, 2013 | $ | - | $ | - | ||||||||
Increase related to MIP acquisition | 7,702 | 32,300 | ||||||||||
Reclassification to finite lived IPR&D | - | (21 | ) | |||||||||
Impairment | - | (919 | ) | |||||||||
Balance at December 31, 2013 | $ | 7,702 | $ | 31,360 | ||||||||
Impairment | - | (2,660 | ) | |||||||||
Balance at December 31, 2014 | $ | 7,702 | $ | 28,700 | ||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||
In accordance with ASC 820 Fair Value Measurements and Disclosures, we use a three-level hierarchy for fair value measurements of certain assets and liabilities for financial reporting purposes that distinguishes between market participant assumptions developed from market data obtained from outside sources (observable inputs) and our own assumptions about market participant assumptions developed from the best information available to us in the circumstances (unobservable inputs). We assign hierarchy levels to assets constituting our available-for-sale portfolio and to our contingent consideration liability arising from the MIP acquisition based on our assessment of the transparency and reliability of the inputs used in the valuation. ASC 820 defines the three hierarchy levels as: | ||||||||||||
· | Level 1 - Valuations based on unadjusted quoted market prices in active markets for identical securities. | |||||||||||
· | Level 2 - Valuations based on observable inputs other than Level 1 prices, such as quoted prices for similar assets at the measurement date, quoted prices in markets that are not active or other inputs that are observable, either directly or indirectly. | |||||||||||
· | Level 3 - Valuations based on unobservable inputs that are significant to the overall fair value measurement, which as noted above involve management judgment. | |||||||||||
Recurring Fair Value Measurements | ||||||||||||
We believe the carrying amounts of the Company's cash equivalents, accounts receivable, other current assets, other assets (restricted cash providing collateral for a letter of credit securing lease obligations) and accounts payable and accrued expenses approximated their fair values as of December 31, 2014 and 2013 and due to their short-term nature are considered Level 1 instruments. | ||||||||||||
The fair value of the contingent consideration liability, consisting of future potential milestone payments related to the MIP acquisition was $17.2 million as of December 31, 2014, $15.7 million as of December 31, 2013 and $15.9 million as January 18, 2013, the acquisition date. The fair value of the contingent consideration liability is categorized as a Level 3 instrument, as displayed in Note 3. The Company records the contingent consideration liability at fair value with changes in estimated fair values recorded in the Consolidated Statements of Operations. During 2014, we reassessed the fair value of the contingent consideration and recorded a $1.5 million increase primarily due to higher probability of success for 1404, partially offset by a decrease due to lower projected revenues for MIP-1095. As of December 31, 2013, we reassessed the fair value of the contingent consideration and recorded a $0.2 million decrease, due to an increase in the discount period. The December 31, 2014 contingent consideration of $17.2 million results from probability adjusted discounted cash flows and Monte Carlo simulation models which include estimates of significant milestone payments to former MIP stockholders under the acquisition agreement ranging from 2018 to 2026 and risk adjusted discount rates of 10% and 3.5% for the milestone-based and net sales targets, respectively. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Nonrecurring Fair Value Measurements | ||||||||||||
The Company's non-financial assets, such as intangible assets and property and equipment, are measured and recorded at fair value on the acquisition date, and if indicators of impairment exist, we assess recoverability by measuring the amount of any impairment by comparing the carrying value of the asset to its then-current estimated fair value (for intangible assets) or to market prices for similar assets (for property and equipment). If the carrying value is not recoverable we record an impairment charge in the Consolidated Statements of Operations. The company reassessed the value of the indefinite lived intangible assets and recorded a non-cash charge to earnings of $2,676 and $919 in 2014 and 2013, respectively. These impairments were the result of changes in the Level 3 assumptions as follows: the timing of beginning cash inflows from 2021 to 2024 and a decrease in discount rate from 20% to 13.5% for the MIP-1095 intangible asset, in addition to the third quarter 2014 and fourth quarter 2013 impairments of the Onalta indefinite-lived and finite-lived intangible assets, resulting from decreased probabilities of success. An increase in the current discount rate of 0.135% or decrease in the probability of success of 0.194% would result in an impairment of the remaining book value of the MIP-1095 intangible asset. In connection with the second quarter 2013 amendment of the Company's Tarrytown lease, we recognized impairment losses of $347 on leasehold improvements and machinery and equipment removed from service, which are included in Research and development expenses in our accompanying Consolidated Statements of Operations for the year ended December 31, 2013. No impairments occurred for the year ended December 31, 2012. | ||||||||||||
Other current assets are comprised of prepaid expenses, interest and other receivables of $2,515 and $1,943 at December 31, 2014 and 2013, respectively, which are expected to be settled within one year. Restricted cash, included in other assets, of $157 at December 31, 2014 and 2013 consists of collateral for a letter of credit securing lease obligations. We believe the carrying value of these assets approximates fair value and are considered Level 1 assets. | ||||||||||||
Fixed Assets | Fixed Assets | |||||||||||
Leasehold improvements, furniture and fixtures, and equipment are stated at cost. Furniture, fixtures and equipment are depreciated on a straight-line basis over their estimated useful lives. Leasehold improvements are amortized on a straight-line basis over the life of the lease or of the improvement, whichever is shorter. Costs of construction of long-lived assets are capitalized but are not depreciated until the assets are placed in service. | ||||||||||||
Expenditures for maintenance and repairs which do not materially extend the useful lives of the assets are charged to expense as incurred. The cost and accumulated depreciation of assets retired or sold are removed from the respective accounts and any gain or loss is recognized in operations. The estimated useful lives of fixed assets are as follows: | ||||||||||||
Computer equipment | 3 years | |||||||||||
Machinery and equipment | 5-7 years | |||||||||||
Furniture and fixtures | 5 years | |||||||||||
Leasehold improvements | Earlier of life of improvement or lease | |||||||||||
Deferred Lease Liability and Incentive | PROGENICS PHARMACEUTICALS, INC. | |||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Deferred Lease Liability and Incentive | ||||||||||||
Our lease agreements include fixed escalations of minimum annual lease payments and we recognize rental expense on a straight-line basis over the lease terms and record the difference between rent expense and current rental payments as deferred lease liability. Deferred lease incentive includes a construction allowance from our landlord which is amortized as a reduction to rental expense on a straight-line basis over the lease term. As of December 31, 2014 and 2013, the Consolidated Balance Sheets include the following: | ||||||||||||
2014 | 2013 | |||||||||||
Other current liabilities: | ||||||||||||
Deferred lease incentive | $ | 115 | $ | 115 | ||||||||
Total other current liabilities | $ | 115 | $ | 115 | ||||||||
Other liabilities: | ||||||||||||
Deferred lease liability | $ | 336 | $ | 224 | ||||||||
Deferred lease incentive | 575 | 690 | ||||||||||
Total other liabilities | $ | 911 | $ | 914 | ||||||||
Income Taxes | Income Taxes | |||||||||||
We account for income taxes in accordance with the provisions of ASC 740 Income Taxes, which requires that we recognize deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined on the basis of the difference between the tax basis of assets and liabilities and their respective financial reporting amounts (temporary differences) at enacted tax rates in effect for the years in which the temporary differences are expected to reverse. A valuation allowance is established for deferred tax assets for which realization is uncertain. | ||||||||||||
In accordance with ASC 718 Compensation – Stock Compensation and ASC 505 Equity, we have made a policy decision related to intra-period tax allocation, to account for utilization of windfall tax benefits based on provisions in the tax law that identify the sequence in which amounts of tax benefits are used for tax purposes (i.e., tax law ordering). | ||||||||||||
Uncertain tax positions are accounted for in accordance with ASC 740 Income Taxes, which prescribes a comprehensive model for the manner in which a company should recognize, measure, present and disclose in its financial statements all material uncertain tax positions that we have taken or expect to take on a tax return. ASC 740 applies to income taxes and is not intended to be applied by analogy to other taxes, such as sales taxes, value-add taxes, or property taxes. We review our nexus in various tax jurisdictions and our tax positions related to all open tax years for events that could change the status of our ASC 740 liability, if any, or require an additional liability to be recorded. Such events may be the resolution of issues raised by a taxing authority, expiration of the statute of limitations for a prior open tax year or new transactions for which a tax position may be deemed to be uncertain. Those positions, for which management's assessment is that there is more than a 50 percent probability of sustaining the position upon challenge by a taxing authority based upon its technical merits, are subjected to the measurement criteria of ASC 740. We record the largest amount of tax benefit that is greater than 50 percent likely of being realized upon ultimate settlement with a taxing authority having full knowledge of all relevant information. Any ASC 740 liabilities for which we expect to make cash payments within the next twelve months are classified as "short term." In the event that we conclude that we are subject to interest and/or penalties arising from uncertain tax positions, we will record interest and penalties as a component of income taxes (see Note 12). | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Risks and Uncertainties | Risks and Uncertainties | |||||||||||
We have to date relied principally on external funding, collaborations with Salix, Fuji and others, out-licensing and asset sale arrangements, royalty and product revenue to finance our operations. There can be no assurance that our research and development will be successfully completed, that any products developed will obtain necessary marketing approval by regulatory authorities or that any approved products will be commercially viable. In addition, we operate in an environment of rapid change in technology, and we are dependent upon satisfactory relationships with our partners and the continued services of our current employees, consultants and subcontractors. We are also dependent upon Salix and Fuji fulfilling their manufacturing obligations, either on their own or through third-party suppliers. For 2014, 2013 and 2012, the primary sources of our revenues were Salix, Ono, Fuji, asset out-licensing and disposition, and research grant revenues from the NIH (2013 and 2012). There can be no assurance that revenues from asset out-licensing and disposition, Salix and Fuji will continue. Substantially all of our accounts receivable at December 31, 2014 and 2013 were from the above-named sources. | ||||||||||||
Comprehensive Income (Loss) | Comprehensive Income (Loss) | |||||||||||
Comprehensive income (loss) represents the change in net assets of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. Our comprehensive income (loss) includes net income (loss) adjusted for the change in net unrealized gain or loss on auction rate securities. The disclosures required by ASC 220 Comprehensive Income for 2014, 2013 and 2012 have been included in the Consolidated Statements of Comprehensive Income (Loss). There was no income tax expense/benefit allocated to any component of Other Comprehensive Income (Loss) (see Note 12). | ||||||||||||
Legal Proceedings | Legal Proceedings | |||||||||||
From time to time, we may be a party to legal proceedings in the course of our business. The outcome of any such proceedings, regardless of the merits, is inherently uncertain. The assessment of whether a loss is probable or reasonably possible, and whether the loss or a range of loss is estimable, often involves a series of complex judgments about future events. The Company records accruals for contingencies to the extent that the occurrence of the contingency is probable and the amount of liability is reasonably estimable. If the reasonable estimate of liability is within a range of amounts and some amount within the range appears to be a better estimate than any other, then the Company records that amount as an accrual. If no amount within the range is a reasonable estimate, then the Company records the lowest amount as an accrual. Loss contingencies that are assessed as remote are not reported in the financial statements, or in the notes to the consolidated financial statements. | ||||||||||||
Impact of Recently Adopted Accounting Standards | Impact of Recently Adopted Accounting Standards | |||||||||||
In May 2014, the FASB issued ASU No. 2014-09, which provides a single model for revenue arising from contracts with customers and supersedes current revenue recognition guidance. This ASU provides that an entity should recognize revenue to depict transfers of promised goods or services to customers in amounts reflecting the consideration to which the entity expects to be entitled in the transaction by: (1) identifying the contract; (2) identifying the contract's performance obligations; (3) determining the transaction price; (4) allocating the transaction price to the performance obligations; and (5) recognizing revenue when or as the entity satisfies the performance obligations. The ASU will be effective for annual reporting periods beginning after December 15, 2016, including interim periods. Early adoption is not permitted. The guidance permits companies to apply the requirements either retrospectively to all prior periods presented or in the year of adoption through a cumulative adjustment. We are evaluating the prospective impact of the pending adoption of this ASU on our consolidated financial statements. | ||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. This ASU will explicitly require management to assess an entity's ability to continue as a going concern, and to provide related footnote disclosure in certain circumstances. The new standard will be effective in the first annual period ending after December 15, 2016, unless we adopt it earlier. The adoption of this ASU is not expected to have a material impact on our consolidated financial statements and consolidated notes to these statements. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Summary of Significant Accounting Policies [Abstract] | ||||||||||||
Finite-lived intangible assets roll-forward [Text Block] | The following table summarizes the activity related to the finite-lived intangible asset: | |||||||||||
Finite-lived intangible assets | ||||||||||||
Balance at January 1, 2013 | $ | - | ||||||||||
Reclassification from indefinite lived IPR&D | 21 | |||||||||||
Amortization expense | (2 | ) | ||||||||||
Balance at December 31, 2013 | 19 | |||||||||||
Amortization expense | (3 | ) | ||||||||||
Impairment | (16 | ) | ||||||||||
Balance at December 31, 2014 | $ | - | ||||||||||
Components of finite lived intangible assets [Text Block] | The following table reflects, prior to the third quarter write-off, the components of the finite lived intangible assets as of December 31, 2013: | |||||||||||
Gross | Accumulated | Net Carrying | ||||||||||
Amount | Amortization | Value | ||||||||||
Finite lived intangible assets | $ | 21 | $ | 2 | $ | 19 | ||||||
Total | $ | 21 | $ | 2 | $ | 19 | ||||||
The weighted-average remaining life of the finite lived intangible assets was approximately five years at December 31, 2013. | ||||||||||||
PROGENICS PHARMACEUTICALS, INC. | ||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Activity related to goodwill and indefinite lived intangible assets [Text Block] | The following table summarizes the activity related to the Company's goodwill and indefinite lived IPR&D: | |||||||||||
Goodwill | IPR&D | |||||||||||
Balance at January 1, 2013 | $ | - | $ | - | ||||||||
Increase related to MIP acquisition | 7,702 | 32,300 | ||||||||||
Reclassification to finite lived IPR&D | - | (21 | ) | |||||||||
Impairment | - | (919 | ) | |||||||||
Balance at December 31, 2013 | $ | 7,702 | $ | 31,360 | ||||||||
Impairment | - | (2,660 | ) | |||||||||
Balance at December 31, 2014 | $ | 7,702 | $ | 28,700 | ||||||||
Schedule of estimated useful lives of fixed assets | Expenditures for maintenance and repairs which do not materially extend the useful lives of the assets are charged to expense as incurred. The cost and accumulated depreciation of assets retired or sold are removed from the respective accounts and any gain or loss is recognized in operations. The estimated useful lives of fixed assets are as follows: | |||||||||||
Computer equipment | 3 years | |||||||||||
Machinery and equipment | 5-7 years | |||||||||||
Furniture and fixtures | 5 years | |||||||||||
Leasehold improvements | Earlier of life of improvement or lease | |||||||||||
Deferred leases | PROGENICS PHARMACEUTICALS, INC. | |||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||
Deferred Lease Liability and Incentive | ||||||||||||
Our lease agreements include fixed escalations of minimum annual lease payments and we recognize rental expense on a straight-line basis over the lease terms and record the difference between rent expense and current rental payments as deferred lease liability. Deferred lease incentive includes a construction allowance from our landlord which is amortized as a reduction to rental expense on a straight-line basis over the lease term. As of December 31, 2014 and 2013, the Consolidated Balance Sheets include the following: | ||||||||||||
2014 | 2013 | |||||||||||
Other current liabilities: | ||||||||||||
Deferred lease incentive | $ | 115 | $ | 115 | ||||||||
Total other current liabilities | $ | 115 | $ | 115 | ||||||||
Other liabilities: | ||||||||||||
Deferred lease liability | $ | 336 | $ | 224 | ||||||||
Deferred lease incentive | 575 | 690 | ||||||||||
Total other liabilities | $ | 911 | $ | 914 | ||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||
Fair Value Measurements [Abstract] | |||||||||||||||||||||||||
Assets measured at fair value on recurring basis | The following tables present our money market funds, included in cash and cash equivalents, auction rate securities assets in 2013, and contingent consideration liability measured at fair value on a recurring basis as of the dates indicated, classified by valuation hierarchy: | ||||||||||||||||||||||||
Fair Value Measurements at December 31, 2014 | |||||||||||||||||||||||||
Balance at | Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | ||||||||||||||||||||||
31-Dec-14 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||
Money market funds | $ | 112,808 | $ | 112,808 | $ | - | $ | - | |||||||||||||||||
Total Assets | $ | 112,808 | $ | 112,808 | $ | - | $ | - | |||||||||||||||||
Liability: | |||||||||||||||||||||||||
Contingent consideration | $ | 17,200 | $ | - | $ | - | $ | 17,200 | |||||||||||||||||
Total Liability | $ | 17,200 | $ | - | $ | - | $ | 17,200 | |||||||||||||||||
Fair Value Measurements at December 31, 2013 | |||||||||||||||||||||||||
Balance at | Quoted Prices in Active Markets for Identical Assets | Significant Other Observable Inputs | Significant Unobservable Inputs | ||||||||||||||||||||||
31-Dec-13 | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||
Assets: | |||||||||||||||||||||||||
Money market funds | $ | 60,364 | $ | 60,364 | $ | - | $ | - | |||||||||||||||||
Auction rate securities | 2,208 | - | - | 2,208 | |||||||||||||||||||||
Total Assets | $ | 62,572 | $ | 60,364 | $ | - | $ | 2,208 | |||||||||||||||||
Liability: | |||||||||||||||||||||||||
Contingent consideration | $ | 15,700 | $ | - | $ | - | $ | 15,700 | |||||||||||||||||
Total Liability | $ | 15,700 | $ | - | $ | - | $ | 15,700 | |||||||||||||||||
Fair Value, Measurement Inputs, Disclosure [Text Block] | The following tables present quantitative information pertaining to the fair value measurement of the Level 3 inputs as of December 31, 2014 and 2013: | ||||||||||||||||||||||||
Fair Value as of | Valuation Technique | Unobservable Input | Range | ||||||||||||||||||||||
31-Dec-14 | (Weighted Average) | ||||||||||||||||||||||||
Contingent consideration liability: | |||||||||||||||||||||||||
Azedra commercialization | $ | 2,300 | Probability adjusted discounted cash flow model | Probability of success | 40% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2018 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
1404 commercialization | $ | 3,800 | Probability adjusted discounted cash flow model | Probability of success | 59% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2019 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
MIP-1095 commercialization | $ | 400 | Probability adjusted discounted cash flow model | Probability of success | 19% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2023 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
Net sales targets | $ | 10,700 | Monte-Carlo simulation | Probability of success | 19% - 59% | ||||||||||||||||||||
-37.40% | |||||||||||||||||||||||||
   | Period of milestone expected achievement | 2019 - 2026 | |||||||||||||||||||||||
   | Discount rates(1) | 12%/3.5% | |||||||||||||||||||||||
Fair Value as of | Valuation Technique | Unobservable Input | Range | ||||||||||||||||||||||
31-Dec-13 | (Weighted Average) | ||||||||||||||||||||||||
Asset: | |||||||||||||||||||||||||
Auction Rate Securities | $ | 2,208 | Discounted cash flow model | Redemption period | 5 to 15 years | ||||||||||||||||||||
(6 years) | |||||||||||||||||||||||||
   | Discount rate | 0.25% - 3.00% (1.55%) | |||||||||||||||||||||||
Contingent consideration liability: | |||||||||||||||||||||||||
Azedra commercialization | $ | 2,300 | Probability adjusted discounted cash flow model | Probability of success | 40% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2017 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
1404 commercialization | $ | 2,000 | Probability adjusted discounted cash flow model | Probability of success | 31% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2018 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
MIP-1095 commercialization | $ | 500 | Probability adjusted discounted cash flow model | Probability of success | 19% | ||||||||||||||||||||
   | Period of milestone expected achievement | 2021 | |||||||||||||||||||||||
   | Discount rate | 10% | |||||||||||||||||||||||
Net sales targets | $ | 10,900 | Monte-Carlo simulation | Probability of success | 19% - 40% | ||||||||||||||||||||
-32.80% | |||||||||||||||||||||||||
   | Period of milestone expected achievement | 2018 - 2022 | |||||||||||||||||||||||
   | Discount rate(1) | 12.50% | |||||||||||||||||||||||
(1)Â At December 31, 2014, net sales targets contingent consideration liability was derived from a model under a risk neutral framework resulting in the application of 12% and 3.5% discount rates to estimated cash flows. | |||||||||||||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||||||||||
Summary of activities in financial instruments with Level 3 inputs | For those financial instruments with significant Level 3 inputs, the following table summarizes the activities for the periods indicated: | ||||||||||||||||||||||||
Asset – Auction Rate Securities | |||||||||||||||||||||||||
Fair Value Measurements Using Significant | |||||||||||||||||||||||||
Unobservable Inputs | |||||||||||||||||||||||||
(Level 3) | |||||||||||||||||||||||||
Description | 2014 | 2013 | |||||||||||||||||||||||
Balance at beginning of period | $ | 2,208 | $ | 3,240 | |||||||||||||||||||||
Transfers into Level 3 | - | - | |||||||||||||||||||||||
Total realized/unrealized gains (losses) | |||||||||||||||||||||||||
Included in net income (loss) | - | - | |||||||||||||||||||||||
Included in comprehensive income (loss) | 192 | 68 | |||||||||||||||||||||||
Settlements | (2,400 | ) | (1,100 | ) | |||||||||||||||||||||
Balance at end of period | $ | - | $ | 2,208 | |||||||||||||||||||||
Total amount of unrealized gains (losses) for the period included in other comprehensive income (loss) attributable to the change in fair market value of related assets still held at the reporting date | $ | - | $ | - | |||||||||||||||||||||
Liability – Contingent Consideration | |||||||||||||||||||||||||
Fair Value Measurements Using Significant | |||||||||||||||||||||||||
Unobservable Inputs | |||||||||||||||||||||||||
(Level 3) | |||||||||||||||||||||||||
Description | 2014 | 2013 | |||||||||||||||||||||||
Balance at beginning of period | $ | 15,700 | $ | - | |||||||||||||||||||||
Fair value of contingent consideration – acquisition of Molecular Insight | - | 15,900 | |||||||||||||||||||||||
Fair value adjustment to contingent consideration included in net income (loss) | 1,500 | (200 | ) | ||||||||||||||||||||||
Balance at end of period | $ | 17,200 | $ | 15,700 | |||||||||||||||||||||
Changes in unrealized gains or losses for the period included in earnings (or changes in net assets) for liabilities held at the end of the reporting period | $ | 1,500 | $ | (200 | ) | ||||||||||||||||||||
Schedule of amortized cost basis, the aggregate fair value and gross unrealized holdings | The following tables summarize the amortized cost basis, the aggregate fair value and gross unrealized holding gains and losses at December 31, 2013: | ||||||||||||||||||||||||
Amortized | Fair | Unrealized Holding | |||||||||||||||||||||||
2013:00:00 | Cost Basis | Value | Gains | (Losses) | Net | ||||||||||||||||||||
Maturities greater than ten years: | |||||||||||||||||||||||||
Auction rate securities | $ | 2,400 | $ | 2,208 | $ | - | $ | (192 | ) | $ | (192 | ) | |||||||||||||
$ | 2,400 | $ | 2,208 | $ | - | $ | (192 | ) | $ | (192 | ) | ||||||||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||||||||||
Schedule of gross unrealized losses and fair value of our marketable securities | The following table shows the gross unrealized losses and fair value of our auction rate securities with unrealized losses that are not deemed to be other-than-temporarily impaired, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, at December 31, 2013. | ||||||||||||||||||||||||
2013:00:00 | Less than 12 Months | 12 Months or Greater | Total | ||||||||||||||||||||||
Description of Securities | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | |||||||||||||||||||
Auction rate securities | $ | - | $ | - | $ | 2,208 | $ | (192 | ) | $ | 2,208 | $ | (192 | ) | |||||||||||
Total | $ | - | $ | - | $ | 2,208 | $ | (192 | ) | $ | 2,208 | $ | (192 | ) |
Accounts_Receivable_Tables
Accounts Receivable (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounts Receivable [Abstract] | |||||||||
Accounts Receivable | Our accounts receivable represent amounts due to Progenics from collaborators, royalties, research grants and the sales of research reagents, and as of December 31, 2014 and 2013, consisted of the following: | ||||||||
2014 | 2013 | ||||||||
Collaborators | $ | 14 | $ | 12 | |||||
Royalties | 40 | 2,862 | |||||||
Other | 65 | 12 | |||||||
119 | 2,886 | ||||||||
Less, allowance for doubtful accounts | (10 | ) | (7 | ) | |||||
Total | $ | 109 | $ | 2,879 | |||||
Fixed_Assets_Tables
Fixed Assets (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Fixed Assets [Abstract] | |||||||||
Fixed Assets | PROGENICS PHARMACEUTICALS, INC. | ||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||
5. Fixed Assets | |||||||||
Fixed assets as of December 31, 2014 and 2013 consisted of the following: | |||||||||
2014 | 2013 | ||||||||
Computer equipment | $ | 1,784 | $ | 2,234 | |||||
Machinery and equipment | 5,238 | 7,091 | |||||||
Furniture and fixtures | 116 | 170 | |||||||
Leasehold improvements | 5,027 | 5,020 | |||||||
Other | 208 | 16 | |||||||
12,373 | 14,531 | ||||||||
Less, accumulated depreciation and amortization | (9,821 | ) | (12,118 | ) | |||||
Total | $ | 2,552 | $ | 2,413 | |||||
At December 31, 2014 and 2013, $1.8 million and $2.0 million, respectively, of leasehold improvements, net were being amortized over periods of 6.4-10.8 years and 8.5-10.8 years, respectively, under leases with terms through December 31, 2020. |
Accounts_Payable_and_Accrued_E1
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounts Payable and Accrued Expenses [Abstract] | |||||||||
Schedule of accounts payable and accrued expenses | The carrying value of our accounts payable and accrued expenses approximates fair value, as it represents amounts due to vendors and employees, which will be satisfied within one year. Accounts payable and accrued expenses as of December 31, 2014 and 2013, consisted of the following: | ||||||||
2014 | 2013 | ||||||||
Accrued consulting and clinical trial costs | $ | 2,662 | $ | 2,672 | |||||
Accrued payroll and related costs | 1,722 | 2,123 | |||||||
Legal and professional fees | 1,063 | 608 | |||||||
Accounts payable and other | 1,040 | 793 | |||||||
Other | 83 | 316 | |||||||
Total | $ | 6,570 | $ | 6,512 | |||||
Restructuring_Tables
Restructuring (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Restructuring [Abstract] | |||||||||||||||||
Activity in restructuring accrual | Activity in the restructuring accrual, which is included in accounts payable and accrued expenses in our Consolidated Balance Sheets, and in research and development and general and administrative expenses in the Consolidated Statements of Operations, is specified below. | ||||||||||||||||
Severance and Related Benefits | Other Exit Costs | Contract Termination Costs | Total Restructuring Accrual | ||||||||||||||
Balance at December 31, 2011 | $ | 571 | $ | 6 | $ | 154 | $ | 731 | |||||||||
 Additions, net | 1,905 | 184 | 3 | 2,092 | |||||||||||||
Payments | (1,663 | ) | (190 | ) | (157 | ) | (2,010 | ) | |||||||||
Balance at December 31, 2012 | 813 | - | - | 813 | |||||||||||||
Additions, net | 1,492 | 15 | 1,359 | 2,866 | |||||||||||||
Payments | (2,305 | ) | (15 | ) | (1,359 | ) | (3,679 | ) | |||||||||
Balance at December 31, 2013 | - | - | - | - | |||||||||||||
Additions, net | 359 | - | - | 359 | |||||||||||||
Payments | (359 | ) | - | - | (359 | ) | |||||||||||
Balance at December 31, 2014 | $ | - | $ | - | $ | - | $ | - | |||||||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Commitments and Contingencies [Abstract] | |||||||||
Schedule of future minimum annual payments | As of December 31, 2014, future minimum annual payments under all operating lease agreements are as follows: | ||||||||
Years ending December 31, | Minimum | ||||||||
Annual Payments | |||||||||
2015 | $ | 1,887 | |||||||
2016 | 1,934 | ||||||||
2017 | 1,983 | ||||||||
2018 | 2,032 | ||||||||
2019 | 2,083 | ||||||||
Thereafter | 2,135 | ||||||||
Total | $ | 12,054 | |||||||
Schedule of licensing, service and supply agreements | b. Licensing, Service and Supply Agreements | ||||||||
Progenics and its subsidiaries have entered into intellectual property-based license and service agreements in connection with product development programs, and have recognized milestone, license and sublicense fees and supply costs, included in research and development expenses, totaling approximately $498, $567 and $1,170 during the last three years, respectively. | |||||||||
Paid from inception to December 31, 2014 | Future (1) | Terms | |||||||
Commitments | |||||||||
PSMA LLC agreements with: | |||||||||
Seattle Genetics, Inc. | Â $ | 4,501 | Â $ | 13,800 | Milestone and periodic maintenance payments to use ADC technology to link chemotherapeutic agents to monoclonal antibodies that target prostate specific membrane antigen. ADC technology is based in part on technology licensed by SGI from third parties. | ||||
Amgen Fremont, Inc. (formerly Abgenix) | 1,350 | 5,750 | Milestones and royalties to use XenoMouse® technology for generating fully human antibodies to PSMA LLC's PSMA antigen. | ||||||
Former member of PSMA LLC | 316 | 52,197 | Annual minimum royalty payments and milestones to use technology related to PSMA. | ||||||
    | |||||||||
Paid from acquisition date to December 31, 2014 | Future (1) | Terms | |||||||
Commitments | |||||||||
MIP agreements with: | Â Â Â | ||||||||
    | |||||||||
University of Zurich and the Paul Scherrer Institute | Â $ | 205 | Â $ | 1,160 | Annual maintenance and license fee payments, milestones and royalties in respect of licensed technology related to 1404. | ||||
University of Western Ontario | 16 | 335 | Annual minimum royalty, administration and milestone payments in respect of licensed technology related to Azedra. | ||||||
(1)Â Amounts based on known contractual obligations as specified in the respective license agreements, which are dependent on the achievement or occurrence of future milestones or events and exclude amounts for royalties which are dependent on future sales and are unknown. | |||||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||
In addition, we are planning to out-license or terminate non-germane Molecular Insight licenses and service agreements, as to which we have paid $151 through December 31, 2014, and have future commitments of $14,425, subject to occurrence of future milestones or events. In February 2015 we have terminated one of Progenics' license agreements in respect of oncology and other products, as to which we paid $909 through December 31, 2014, and had future commitments of $777, subject to occurrence of milestones or events. |
ShareBased_Payment_Arrangement1
Share-Based Payment Arrangements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Share-Based Payment Arrangements [Abstract] | ||||||||||||||||
Assumptions used in computing the fair value of option grants | Under ASC 718 Compensation – Stock Compensation, the fair value of each non-qualified stock option award is estimated on the date of grant using the Black-Scholes option pricing model, which requires input assumptions noted in the following table. Ranges of assumptions for inputs are disclosed where the value of such assumptions varied during the related period. Historical volatilities are based upon daily quoted market prices of our common stock on The NASDAQ Stock Market LLC over a period equal to the expected term of the related equity instruments. We rely only on historical volatility since it provides the most reliable indication of future volatility. Future volatility is expected to be consistent with historical; historical volatility is calculated using a simple average calculation; historical data is available for the length of the option's expected term and a sufficient number of price observations are used consistently. Since our stock options are not traded on a public market, we do not use implied volatility. For 2014, 2013 and 2012 our expected term was calculated based upon historical data related to exercise and post-termination cancellation activity; accordingly, for grants issued to employees and directors and officers, we are using expected terms of 5.3 and 7.5 years, 5.3 and 7.4 years and 5.4 and 7.4 years, respectively. The expected term for options granted to non-employees was also calculated separately from stock options granted to employees and directors and officers and was ten years, which is the contractual term of those options. We have never paid dividends and do not expect to pay dividends in the future. Therefore, our dividend rate is zero. The risk-free rate for periods within the expected term of the options is based on the U.S. Treasury yield curve in effect at the time of grant. The following table presents assumptions used in computing the fair value of option grants during 2014, 2013 and 2012: | |||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Expected volatility | 74% – 84% | 73% – 90% | 70% – 85% | |||||||||||||
Expected dividends | Zero | Zero | Zero | |||||||||||||
Expected term (years) | 5.3 – 7.5 | 5.3 – 10 | 5.3 – 10 | |||||||||||||
Weighted average expected term (years) | 5.93 | 5.96 | 6.11 | |||||||||||||
Risk-free rate | 1.64% – 2.42% | 0.76% – 2.83% | 0.57% – 1.71% | |||||||||||||
Summary of option activity under the Plans | PROGENICS PHARMACEUTICALS, INC. | |||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | ||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | ||||||||||||||||
A summary of option activity under the Plans as of December 31, 2014 and changes during the year then ended is presented below: | ||||||||||||||||
Options | Shares | Weighted Average Exercise Price | Weighted Average Remaining Contractual Term (Yr.) | Aggregate | ||||||||||||
Intrinsic Value | ||||||||||||||||
Outstanding at January 1, 2014 | 5,249 | $ | 10.94 | |||||||||||||
Granted | 993 | 4.66 | ||||||||||||||
Exercised | (77 | ) | 5.54 | |||||||||||||
Forfeited | (324 | ) | 6 | |||||||||||||
Expired | (423 | ) | 13.52 | |||||||||||||
Outstanding at December 31, 2014 | 5,418 | 9.96 | 5.79 | $ | 6,856 | |||||||||||
Exercisable at December 31, 2014 | 4,115 | $ | 11.4 | 4.89 | $ | 3,798 | ||||||||||
Compensation expense of shares, granted to both employees and non-employees | The total compensation expense of shares, granted to both employees and non-employees, under all of our share-based payment arrangements that was recognized in operations during 2014, 2013 and 2012 was: | |||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||
Recognized as: | ||||||||||||||||
Research and Development | $ | 1,843 | $ | 2,012 | $ | 4,060 | ||||||||||
General and Administrative | 1,680 | 1,534 | 2,476 | |||||||||||||
Total | $ | 3,523 | $ | 3,546 | $ | 6,536 | ||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Income Taxes [Abstract] | |||||||||||||
Schedule of deferred tax assets and liabilities | Deferred tax assets and liabilities as of December 31, 2014 and 2013, consisted of the following: | ||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Depreciation and amortization | $ | 5,770 | $ | 6,165 | |||||||||
R&E tax credit carry-forwards | 5,270 | 5,025 | |||||||||||
NYS investment tax credit carry-forwards | 1,090 | 1,095 | |||||||||||
AMT credit carry-forwards | 211 | 211 | |||||||||||
Net operating loss carry-forwards | 204,974 | 190,263 | |||||||||||
Capitalized research and development expenditures | 20,280 | 25,231 | |||||||||||
Stock compensation | 13,848 | 13,826 | |||||||||||
Other items | - | 1,097 | |||||||||||
Total gross deferred tax assets | 251,443 | 242,913 | |||||||||||
Less: Valuation allowance | (251,443 | ) | (242,913 | ) | |||||||||
Deferred tax assets | - | - | |||||||||||
Deferred tax liability – long term | (11,332 | ) | (12,321 | ) | |||||||||
Net deferred tax liability | $ | (11,332 | ) | $ | (12,321 | ) | |||||||
PROGENICS PHARMACEUTICALS, INC. | |||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||
Schedule of reconciliation of income taxes | The following is a reconciliation of income taxes computed at the Federal statutory income tax rate to the actual effective income tax provision during 2014, 2013 and 2012: | ||||||||||||
2014 | 2013 | 2012 | |||||||||||
U.S. Federal statutory rate | 34.00% | -34.00% | -35.00% | ||||||||||
State income taxes, net of Federal benefit | 13.2 | -4.9 | -5.4 | ||||||||||
Research and experimental tax credit | -15.8 | -3.8 | - | ||||||||||
Effect of federal and state tax rate changes | 1.5 | 8.7 | - | ||||||||||
Permanent differences | 47.9 | 3.2 | 4.2 | ||||||||||
Change in valuation allowance | -109.6 | 30 | 36.2 | ||||||||||
Income tax (benefit) | -28.80% | -0.80% | 0.00% | ||||||||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | The following is a tabular reconciliation of the total amounts of unrecognized tax benefits for the years ended December 31, 2014 and 2013. | ||||||||||||
2014 | 2013 | ||||||||||||
Beginning uncertain tax benefits | $ | 2,661 | $ | 2,661 | |||||||||
Current year - increases | - | - | |||||||||||
Current year - decreases | - | - | |||||||||||
Settlements | - | - | |||||||||||
Expired statuses | - | - | |||||||||||
Ending uncertain tax benefits | $ | 2,661 | $ | 2,661 | |||||||||
Net_Income_Loss_Per_Share_Tabl
Net Income (Loss) Per Share (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||
Net Income (Loss) Per Share [Abstract] | |||||||||||||||||||||||
Calculation of net loss per share, basic and diluted | Our basic net income (loss) per share amounts have been computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. For 2014, we reported net income, and the computation of diluted earnings per share is based upon the weighted-average number of our common shares and dilutive effect, determined using the treasury stock method, of potential common shares outstanding including amount of unrecognized compensation expense. In periods where shares to be issued upon the assumed conversion of the contingent consideration liability have an anti-dilutive effect on the calculation of diluted earnings per share, these shares are excluded from the calculation. For 2013 and 2012, we reported net losses and, therefore, potential common shares were not included since such inclusion would have been anti-dilutive. As of December 31, 2012 our 28 shares of unvested restricted stock with non-forfeitable rights to dividends were outstanding; all such shares were vested at the end of December 31, 2013. The allocation of 2012 net losses to these participating securities pursuant to the two-class method is not material to both basic and diluted earnings per share. The calculations of net loss per share, basic and diluted, are as follows: | ||||||||||||||||||||||
Net Income (Loss) | Weighted Average | Per Share | |||||||||||||||||||||
(Numerator) | Common Shares | Amount | |||||||||||||||||||||
(Denominator) | |||||||||||||||||||||||
2014:00:00 | |||||||||||||||||||||||
Basic | $ | 4,410 | 68,185 | $ | 0.06 | ||||||||||||||||||
  Dilutive effect of contingent consideration liability | - | - | |||||||||||||||||||||
  Dilutive effect of stock options | - | 58 | |||||||||||||||||||||
Diluted | $ | 4,410 | 68,243 | $ | 0.06 | ||||||||||||||||||
2013:00:00 | |||||||||||||||||||||||
Basic and diluted | $ | (42,572 | ) | 55,798 | $ | (0.76 | ) | ||||||||||||||||
2012:00:00 | |||||||||||||||||||||||
Basic and diluted | $ | (35,431 | ) | 34,754 | $ | (1.02 | ) | ||||||||||||||||
Schedule of antidilutive common shares excluded from computation of diluted earnings per share | PROGENICS PHARMACEUTICALS, INC. | ||||||||||||||||||||||
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - continued | |||||||||||||||||||||||
(amounts in thousands, except per share amounts or as otherwise noted) | |||||||||||||||||||||||
During 2014, 2013 and 2012, anti-dilutive common shares excluded from diluted per share amounts consist of the following: | |||||||||||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||||||||
Weighted | Weighted | Weighted | Weighted | Weighted | Weighted | ||||||||||||||||||
Average | Average | Average | Average | Average | Average | ||||||||||||||||||
Number | Exercise Price | Number | Exercise Price | Number | Exercise Price | ||||||||||||||||||
Options | 5,036 | $ | 10.56 | 5,969 | $ | 11.54 | 5,947 | $ | 12.32 | ||||||||||||||
Contingent consideration liability | 3,457 | 3,544 | - | ||||||||||||||||||||
Restricted stock | - | - | 60 | ||||||||||||||||||||
Total | 8,493 | 9,513 | 6,007 | ||||||||||||||||||||
Unaudited_Quarterly_Results_un1
Unaudited Quarterly Results (unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Unaudited Quarterly Results (unaudited) [Abstract] | |||||||||||||||||
Summarized quarterly financial data | Summarized quarterly financial data during 2014 and 2013 are as follows: | ||||||||||||||||
2014 Quarter Ended | |||||||||||||||||
31-Mar | 30-Jun | 30-Sep | 31-Dec | ||||||||||||||
Revenues (losses)Â (1) | $ | 1,815 | $ | 1,477 | $ | 41,656 | $Â | (571 | ) | ||||||||
Net income (loss) | (9,313 | ) | (11,073 | ) | 36,975 | (12,179 | ) | ||||||||||
Net income (loss) per share - basic | (0.15 | ) | (0.17 | ) | 0.53 | (0.18 | ) | ||||||||||
Net income (loss) per share - diluted | (0.15 | ) | (0.17 | ) | 0.51 | (0.18 | ) | ||||||||||
2013 Quarter Ended | |||||||||||||||||
31-Mar | 30-Jun | 30-Sep | 31-Dec | ||||||||||||||
Revenues | $ | 2,226 | $ | 1,801 | $ | 867 | $ | 2,968 | |||||||||
Net loss | (11,258 | ) | (12,263 | ) | (10,500 | ) | (8,551 | ) | |||||||||
Net loss per share - basic and diluted | (0.22 | ) | (0.24 | ) | (0.17 | ) | (0.14 | ) | |||||||||
                _______________ | |||||||||||||||||
-1 | Â Â Â Revenues in the first and third quarters of 2014 include $1.0 million milestone revenue from Fuji and $40.0 million milestone revenue from Salix, respectively. |
Organization_and_Business_Deta
Organization and Business (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Jul. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Organization and Business [Abstract] | ||||||
Common stock, issued (in shares) | 9,775 | 8,750 | 8,750 | 9,775 | ||
Common stock public offering price (in dollars per share) | $4.60 | $4.40 | ||||
Common stock public offering proceeds | $40,078 | $37,459 | $37,459 | $40,078 | $23,348 | |
Funding and Financial Matters [Abstract] | ||||||
Cash and cash equivalents at end of period | 119,302 | 65,860 | 58,838 | 70,105 | ||
Decrease in cash and cash equivalents | 53,442 | 7,022 | -11,267 | |||
Minimum number of years cash will fund operations | 1 year | |||||
Proceeds from future sales of common stock under an agreement with investment bank | $50,000 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | |||||
Share data in Thousands, unless otherwise specified | Sep. 30, 2014 | Mar. 31, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 18, 2013 |
Revenue Recognition [Abstract] | ||||||||
Milestone Revenue from Fuji | $1,000,000 | |||||||
Milestone Revenue from Salix | 40,000,000 | |||||||
Accounts Receivable [Abstract] | ||||||||
Allowance for Doubtful Accounts Receivable, Current | 7,000 | 10,000 | 7,000 | |||||
Auction Rate Securities [Abstract] | ||||||||
Auction rate securities | 2,208,000 | 0 | 2,208,000 | |||||
Decrease in temporary impairment of auction rate securities | 192,000 | |||||||
Goodwill and indefinite lived in-process research and development [Abstract] | ||||||||
Goodwill | 7,702,000 | 7,702,000 | 7,702,000 | 0 | ||||
Goodwill, Acquired During Period | 7,702,000 | |||||||
Intangible Assets Acquired During Period | 32,300,000 | |||||||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 31,360,000 | 28,700,000 | 31,360,000 | 0 | ||||
Reclassification to finite lived in-process research and development | -21,000 | |||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 560,000 | -2,660,000 | -919,000 | |||||
Beginning of significant cash inflows - year | 2024 | 2021 | ||||||
Finite-lived Intangible Assets [Roll Forward] | ||||||||
Finite-Lived Intangible Assets, Net | 19,000 | 19,000 | 0 | 0 | ||||
Reclassification to finite lived in-process research and development | 21,000 | |||||||
Amortization of Intangible Assets | -2,000 | -3,000 | -2,000 | |||||
Impairment of Intangible Assets, Finite-lived | -16,000 | -16,000 | ||||||
Finite-Lived Intangible Assets, Net | 19,000 | 0 | 19,000 | 0 | ||||
Finite-Lived Intangible Assets | ||||||||
Onalta Indefinite Lived IPR&D Impairment | 560,000 | -2,660,000 | -919,000 | |||||
Onalta Finite Lived IPR&D Impairment | 16,000 | 16,000 | ||||||
Finite-Lived Intangible Assets, Gross | 21,000 | 21,000 | ||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 2,000 | 2,000 | ||||||
Finite-Lived Intangible Assets, Net, Total | 19,000 | 0 | 19,000 | 0 | ||||
Finite-Lived Intangible Asset, Useful Life | 5 years | |||||||
Amortization of Intangible Assets | 2,000 | 3,000 | 2,000 | |||||
Fair Value Measurements [Abstract] | ||||||||
Contingent consideration liability | 15,700,000 | 17,200,000 | 15,700,000 | 15,900,000 | ||||
Period of milestone achievement - Minimum | 2018 | |||||||
Period of milestone achievement - Maximum | 2026 | |||||||
Beginning of significant cash inflows - year | 2024 | 2021 | ||||||
Discount rate - milestone-based | 10.00% | |||||||
Discount Rate - net sales targets | 3.50% | |||||||
Discount rate increase resulting in impairment of the remaining book value of MIP-1095 | 0.14% | |||||||
Probability of success decrease resulting in impairment of the remaining book value of MIP-1095 | 0.19% | |||||||
Indefinite lived intangible assets - Discount Rate | 13.50% | 20.00% | ||||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 1,500,000 | -200,000 | 0 | |||||
Intangible impairment charge | 2,676,000 | 919,000 | 0 | |||||
Other current assets | 1,943,000 | 2,515,000 | 1,943,000 | |||||
Restricted cash | 157,000 | 157,000 | 157,000 | |||||
Other Asset Impairment Charges | 347,000 | |||||||
Deferred Lease Liability and Incentive [Abstract] | ||||||||
Deferred lease incentive - current | 115,000 | 115,000 | 115,000 | |||||
Total other current liabilities | 115,000 | 115,000 | 115,000 | |||||
Deferred lease liability | 224,000 | 336,000 | 224,000 | |||||
Deferred lease incentive - noncurrent | 690,000 | 575,000 | 690,000 | |||||
Total other liabilities | 914,000 | 911,000 | 914,000 | |||||
Income Taxes [Abstract] | ||||||||
Percentage of income tax benefit realization (in hundredths) | 50.00% | |||||||
Computer Equipment [Member] | ||||||||
Estimated useful lives of fixed assets [Abstract] | ||||||||
Estimated useful life | 3 years | |||||||
Furniture and Fixtures [Member] | ||||||||
Estimated useful lives of fixed assets [Abstract] | ||||||||
Estimated useful life | 5 years | |||||||
Leasehold Improvements [Member] | ||||||||
Estimated useful lives of fixed assets [Abstract] | ||||||||
Useful life description | Earlier of life of improvement or lease | |||||||
Minimum [Member] | Machinery and Equipment [Member] | ||||||||
Estimated useful lives of fixed assets [Abstract] | ||||||||
Estimated useful life | 5 years | |||||||
Minimum [Member] | Leasehold Improvements [Member] | ||||||||
Estimated useful lives of fixed assets [Abstract] | ||||||||
Estimated useful life | 6 years 4 months 24 days | 8 years 6 months | ||||||
Maximum [Member] | Machinery and Equipment [Member] | ||||||||
Estimated useful lives of fixed assets [Abstract] | ||||||||
Estimated useful life | 7 years | |||||||
Maximum [Member] | Leasehold Improvements [Member] | ||||||||
Estimated useful lives of fixed assets [Abstract] | ||||||||
Estimated useful life | 10 years 9 months 18 days | 10 years 9 months 18 days | ||||||
Auction Rate Securities [Member] | ||||||||
Auction Rate Securities [Abstract] | ||||||||
Auction rate securities | 2,208,000 | 2,208,000 | ||||||
Azedra commercialization [Member] | ||||||||
Goodwill and indefinite lived in-process research and development [Abstract] | ||||||||
Fair Value | 4,900,000 | |||||||
Discount rate | 15.00% | |||||||
Beginning of significant cash inflows - year | 2017 | |||||||
Fair Value Measurements [Abstract] | ||||||||
Beginning of significant cash inflows - year | 2017 | |||||||
MIP - 1404 commercialization [Member] | ||||||||
Goodwill and indefinite lived in-process research and development [Abstract] | ||||||||
Fair Value | 23,200,000 | |||||||
Discount rate | 18.00% | |||||||
Beginning of significant cash inflows - year | 2017 | |||||||
Fair Value Measurements [Abstract] | ||||||||
Beginning of significant cash inflows - year | 2017 | |||||||
MIP-1095 commercialization [Member] | ||||||||
Goodwill and indefinite lived in-process research and development [Abstract] | ||||||||
Fair Value | 2,700,000 | |||||||
Discount rate | 20.00% | |||||||
Beginning of significant cash inflows - year | 2021 | |||||||
Fair Value Measurements [Abstract] | ||||||||
Beginning of significant cash inflows - year | 2021 | |||||||
Onalta [Member] | ||||||||
Goodwill and indefinite lived in-process research and development [Abstract] | ||||||||
Fair Value | 1,500,000 | |||||||
Discount rate | 15.00% | |||||||
Beginning of significant cash inflows - year | 2014 | |||||||
Fair Value Measurements [Abstract] | ||||||||
Beginning of significant cash inflows - year | 2014 | |||||||
Money Market Funds [Member] | ||||||||
Cash and Cash Equivalents [Line Items] | ||||||||
Cash equivalents | 60,364,000 | 112,808,000 | 60,364,000 | |||||
Commercial Bank [Member] | ||||||||
Cash and Cash Equivalents [Line Items] | ||||||||
Cash equivalents | 5,496,000 | 6,494,000 | 5,496,000 | |||||
Restricted Stock [Member] | ||||||||
Shares of unvested restricted stock outstanding (in shares) [Line Items] | ||||||||
Shares of unvested restricted stock outstanding (in shares) | 28 | |||||||
Salix Agreement [Member] | ||||||||
Revenue Recognition [Abstract] | ||||||||
Upfront license fee, received | 60,000,000 | |||||||
MedImmune Agreement [Member] | ||||||||
Revenue Recognition [Abstract] | ||||||||
Upfront license fee, received | 5,000,000 | |||||||
CytoDyn Agreement [Member] | ||||||||
Revenue Recognition [Abstract] | ||||||||
Upfront license fee, received | 3,500,000 | |||||||
Onalta Agreement [Member] | ||||||||
Revenue Recognition [Abstract] | ||||||||
Upfront license fee, received | $200,000 |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 | Jan. 18, 2013 |
Security | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | $15,700 | $17,200 | $15,900 |
Auction rate securities | 2,208 | 0 | |
Amount of temporary impairment | 192 | ||
Summarize the amortized cost basis, the aggregate fair value and gross unrealized holding [Abstract] | |||
Amortized Cost Basis | 2,400 | ||
Fair Value | 2,208 | ||
Gross Unrealized Holding, Gains | 0 | ||
Gross Unrealized Holding, Losses | -192 | ||
Gross Unrealized Holding Gains (Losses), Net | -192 | ||
Continuous unrealized loss position, Unrealized Losses [Abstract] | |||
Number of securities with gross unrealized loss position | 1 | ||
Weighted average duration of unrealized losses | 70 months | ||
Contingent consideration liability | 15,700 | 17,200 | 15,900 |
Maximum [Member] | |||
Continuous unrealized loss position, Unrealized Losses [Abstract] | |||
Severity of the unrealized losses below amortized cost (in hundredths) | 8.00% | ||
Maturities Greater Than Ten Years [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Amount of temporary impairment | 192 | ||
Summarize the amortized cost basis, the aggregate fair value and gross unrealized holding [Abstract] | |||
Amortized Cost Basis | 2,400 | ||
Fair Value | 2,208 | ||
Gross Unrealized Holding, Gains | 0 | ||
Gross Unrealized Holding, Losses | -192 | ||
Gross Unrealized Holding Gains (Losses), Net | -192 | ||
U.S. Government Subsidized Securities [Member] | Minimum [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Maturity period of US government subsidized securities (in years) | 10 years | ||
U.S. Government Subsidized Securities [Member] | Significant Unobservable Inputs (Level 3) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Auction rate securities | 2,208 | ||
Auction Rate Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Auction rate securities | 2,208 | ||
Continuous unrealized loss position, Fair Value [Abstract] | |||
Less than 12 Months, Fair Value | 0 | ||
12 Months or Greater, Fair Value | 2,208 | ||
Total, Fair Value | 2,208 | ||
Continuous unrealized loss position, Unrealized Losses [Abstract] | |||
Less than 12 Months, Unrealized Losses | 0 | ||
12 Months or Greater, Unrealized Losses | -192 | ||
Total, Unrealized Losses | -192 | ||
Recurring [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | 15,700 | 17,200 | |
Money market funds | 60,364 | 112,808 | |
Auction rate securities | 2,208 | ||
Liability, total | 15,700 | 17,200 | |
Asset, total | 62,572 | 112,808 | |
Continuous unrealized loss position, Unrealized Losses [Abstract] | |||
Contingent consideration liability | 15,700 | 17,200 | |
Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | 0 | 0 | |
Money market funds | 60,364 | 112,808 | |
Auction rate securities | 0 | ||
Liability, total | 0 | 0 | |
Asset, total | 60,364 | 112,808 | |
Continuous unrealized loss position, Unrealized Losses [Abstract] | |||
Contingent consideration liability | 0 | 0 | |
Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | 0 | 0 | |
Money market funds | 0 | 0 | |
Auction rate securities | 0 | ||
Liability, total | 0 | 0 | |
Asset, total | 0 | 0 | |
Continuous unrealized loss position, Unrealized Losses [Abstract] | |||
Contingent consideration liability | 0 | 0 | |
Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent consideration liability | 15,700 | 17,200 | |
Money market funds | 0 | 0 | |
Auction rate securities | 2,208 | ||
Liability, total | 15,700 | 17,200 | |
Asset, total | 2,208 | 0 | |
Continuous unrealized loss position, Unrealized Losses [Abstract] | |||
Contingent consideration liability | $15,700 | $17,200 |
Fair_Value_Measurements_Part_2
Fair Value Measurements, Part 2 (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Total realized/unrealized gains (losses) | ||||
Total amount of unrealized gains (losses) for the period included in other comprehensive loss attributable to the change in fair market value of related assets still held at the reporting date | $192 | $68 | $8 | |
Auction Rate Securities [Member] | ||||
Summary of activities in financial instruments with significant Level 3 inputs [Roll Forward] | ||||
Balance at beginning of period | 2,208 | 3,240 | ||
Transfers into Level 3 | 0 | 0 | ||
Total realized/unrealized gains (losses) | ||||
Included in net income (loss) | 0 | 0 | ||
Included in comprehensive income (loss) | 192 | 68 | ||
Settlements | -2,400 | -1,100 | ||
Balance at end of period | 0 | 2,208 | ||
Total amount of unrealized gains (losses) for the period included in other comprehensive loss attributable to the change in fair market value of related assets still held at the reporting date | 0 | 0 | ||
Fair Value Measurements, Quantitative Information | ||||
Fair Value | 2,208 | |||
Valuation technique | Discounted cash flow model | |||
Azedra commercialization [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Period of milestone expected achievement | 2018 | 2017 | ||
Fair Value | 2,300 | 2,300 | ||
Valuation technique | Probability adjusted discounted cash flow model | Probability adjusted discounted cash flow model | ||
Discount Rate | 10.00% | 10.00% | ||
Probability of success | 40.00% | 40.00% | ||
MIP-1095 commercialization [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Period of milestone expected achievement | 2023 | 2021 | ||
Fair Value | 400 | 500 | ||
Valuation technique | Probability adjusted discounted cash flow model | Probability adjusted discounted cash flow model | ||
Discount Rate | 10.00% | 10.00% | ||
Probability of success | 19.00% | 19.00% | ||
Net sales targets [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Fair Value | 10,700 | 10,900 | ||
Valuation technique | Monte-Carlo simulation | Monte-Carlo simulation | ||
Discount Rate | 12.50% | |||
Contingent Consideration Liability [Member] | ||||
Summary of activities in financial instruments with significant Level 3 inputs [Roll Forward] | ||||
Balance at beginning of period | 15,700 | 15,700 | 0 | |
Total realized/unrealized gains (losses) | ||||
Fair value of contingent consideration - acquisition of Molecular Insight | 0 | 15,900 | ||
Fair value change to contingent consideration included in net income (loss) | 1,500 | -200 | ||
Balance at end of period | 17,200 | 15,700 | 0 | |
Changes in unrealized gains or losses for the period included in earnings (or changes in net assets) for assets or liabilities held at the end of the reporting period | 1,500 | -200 | ||
1404 commercialization [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Period of milestone expected achievement | 2019 | 2018 | ||
Fair Value | $3,800 | $2,000 | ||
Valuation technique | Probability adjusted discounted cash flow model | Probability adjusted discounted cash flow model | ||
Discount Rate | 10.00% | 10.00% | ||
Probability of success | 59.00% | 31.00% | ||
Minimum [Member] | Auction Rate Securities [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Redemption period | 5 years | |||
Discount Rate | 0.25% | |||
Minimum [Member] | Net sales targets [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Period of milestone expected achievement | 2019 | 2018 | ||
Discount Rate | 3.50% | |||
Probability of success | 19.00% | 19.00% | ||
Maximum [Member] | Auction Rate Securities [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Redemption period | 15 years | |||
Discount Rate | 3.00% | |||
Maximum [Member] | Net sales targets [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Period of milestone expected achievement | 2026 | 2022 | ||
Discount Rate | 12.00% | |||
Probability of success | 59.00% | 40.00% | ||
Weighted average [Member] | Auction Rate Securities [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Redemption period | 6 years | |||
Discount Rate | 1.55% | |||
Weighted average [Member] | Net sales targets [Member] | ||||
Fair Value Measurements, Quantitative Information | ||||
Probability of success | 37.40% | 32.80% |
Accounts_Receivable_Details
Accounts Receivable (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $109 | $2,879 |
Allowance for Doubtful Accounts Receivable | -10 | -7 |
Collaborators [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 14 | 12 |
Royalties [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 40 | 2,862 |
Other [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | 65 | 12 |
Subtotal [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable | $119 | $2,886 |
Fixed_Assets_Details
Fixed Assets (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Fixed Assets [Abstract] | ||
Leasehold improvements, net | 1,800,000 | 2,000,000 |
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 12,373,000 | 14,531,000 |
Less, accumulated depreciation and amortization | -9,821,000 | -12,118,000 |
Fixed assets, total | 2,552,000 | 2,413,000 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 1,784,000 | 2,234,000 |
Estimated useful life | 3 years | |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 5,238,000 | 7,091,000 |
Machinery and Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Machinery and Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 7 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 116,000 | 170,000 |
Estimated useful life | 5 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 5,027,000 | 5,020,000 |
Leasehold Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 6 years 4 months 24 days | 8 years 6 months |
Leasehold Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 10 years 9 months 18 days | 10 years 9 months 18 days |
Construction in Progress and Other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | 208,000 | 16,000 |
Accounts_Payable_and_Accrued_E2
Accounts Payable and Accrued Expenses (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts payable and accrued expenses [Abstract] | ||
Accrued consulting and clinical trial costs | $2,662 | $2,672 |
Accrued payroll and related costs | 1,722 | 2,123 |
Legal and professional fees | 1,063 | 608 |
Accounts payable and other | 1,040 | 793 |
Other | 83 | 316 |
Total | $6,570 | $6,512 |
Restructuring_Details
Restructuring (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2014 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Restructuring [Abstract] | ||||||
Restructuring accrual of severance and related benefits | $400,000 | $1,500,000 | ||||
Lease termination payments - Molecular | 900 | |||||
Lease termination payments - Progenics | 500 | |||||
Activity in restructuring accrual [Roll Forward] | ||||||
Balance at beginning of period | 0 | 813,000 | 0 | 813,000 | 731,000 | |
Additions, net | 359,000 | 2,866,000 | 2,092,000 | |||
Payments | -359,000 | -3,679,000 | -2,010,000 | |||
Balance at end of period | 0 | 0 | 813,000 | |||
Severance and Related Benefits [Member] | ||||||
Activity in restructuring accrual [Roll Forward] | ||||||
Balance at beginning of period | 0 | 813,000 | 0 | 813,000 | 571,000 | |
Additions, net | 359,000 | 1,492,000 | 1,905,000 | |||
Payments | -359,000 | -2,305,000 | -1,663,000 | |||
Balance at end of period | 0 | 0 | 813,000 | |||
Other Exit Costs [Member] | ||||||
Activity in restructuring accrual [Roll Forward] | ||||||
Balance at beginning of period | 0 | 0 | 0 | 0 | 6,000 | |
Additions, net | 0 | 15,000 | 184,000 | |||
Payments | 0 | -15,000 | -190,000 | |||
Balance at end of period | 0 | 0 | 0 | |||
Contract Termination Costs [Member] | ||||||
Activity in restructuring accrual [Roll Forward] | ||||||
Balance at beginning of period | 0 | 0 | 0 | 0 | 154,000 | |
Additions, net | 0 | 1,359,000 | 3,000 | |||
Payments | 0 | -1,359,000 | -157,000 | |||
Balance at end of period | $0 | $0 | $0 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jul. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stockholders' Equity [Abstract] | |||||
Common stock, authorized (in shares) | 160,000,000 | 160,000,000 | |||
Common stock, par value (in dollars per share) | $0.00 | $0.00 | |||
Preferred stock, authorized (in shares) | 20,000,000 | 20,000,000 | |||
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 | |||
Common Stock sold in public offering (in shares) | 9,775,000 | 8,750,000 | 8,750,000 | 9,775,000 | |
Proceeds from public offering of common stock, net of underwriting discounts and commissions and offering expenses | $40,078 | $37,459 | $37,459 | $40,078 | $23,348 |
Proceeds from future sales of common stock under an agreement with investment bank | $50,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Future minimum annual payments under operating lease agreements [Abstract] | |||
2015 | $1,887 | ||
2016 | 1,934 | ||
2017 | 1,983 | ||
2018 | 2,032 | ||
2019 | 2,083 | ||
Thereafter | 2,135 | ||
Total | 12,054 | ||
Rental expense | 1,864 | 3,548 | 2,074 |
Adjustments to rental expense | 3 | 164 | 419 |
Additional facility charges | 2,117 | 2,330 | 2,845 |
Licensing, Service, Supply and Related Party Agreements [Abstract] | |||
License fees and supply costs | 498 | 567 | 1,170 |
Consulting Agreements [Abstract] | |||
Expenses with regard to consulting agreements with scientific specialists | 67 | 39 | 8 |
Fair value of options vested included in consulting expenses | 17 | 7 | |
Retirement Agreement [Abstract] | |||
Expenses for termination of employment agreement | 1,789 | ||
MTS-Related Party Agreement | |||
Consulting agreement monthly retainer amount | 55 | ||
Success fee | 300 | ||
Proceeds from former licensee | 7,250 | 0 | 0 |
Parent Company [Member] | Pending termination [Member] | |||
Licensing, Service, Supply and Related Party Agreements [Abstract] | |||
Commitments, paid from inception | 909 | ||
Future Commitments | 777 | ||
Terms | Payments for programs to be terminated | ||
PSMA Development Company LLC [Member] | Seattle Genetics, Inc. [Member] | |||
Licensing, Service, Supply and Related Party Agreements [Abstract] | |||
Commitments, paid from inception | 4,501 | ||
Future Commitments | 13,800 | ||
Terms | Milestone and periodic maintenance payments to use ADC technology to link chemotherapeutic agents to monoclonal antibodies that target prostate specific membrane antigen. ADC technology is based in part on technology licensed by SGI from third parties. | ||
PSMA Development Company LLC [Member] | Amgen Fremont, Inc. (formerly Abgenix) [Member] | |||
Licensing, Service, Supply and Related Party Agreements [Abstract] | |||
Commitments, paid from inception | 1,350 | ||
Future Commitments | 5,750 | ||
Terms | Milestones and royalties to use XenoMouseB. technology for generating fully human antibodies to PSMA LLCbs PSMA antigen. | ||
PSMA Development Company LLC [Member] | Former Member of PSMA LLC [Member] | |||
Licensing, Service, Supply and Related Party Agreements [Abstract] | |||
Commitments, paid from inception | 316 | ||
Future Commitments | 52,197 | ||
Terms | Annual minimum royalty payments and milestones to use technology related to PSMA. | ||
MIP [Member] | University of Zurich and the Paul Scherrer Institute [Member] | |||
Licensing, Service, Supply and Related Party Agreements [Abstract] | |||
Commitments, paid from inception | 205 | ||
Future Commitments | 1,160 | ||
Terms | Annual maintenance and license fee payments, milestones and royalties in respect of licensed technology related to 1404. | ||
MIP [Member] | University of Western Ontario [Member] | |||
Licensing, Service, Supply and Related Party Agreements [Abstract] | |||
Commitments, paid from inception | 16 | ||
Future Commitments | 335 | ||
Terms | Annual minimum royalty, administration and milestone payments in respect of licensed technology related to Azedra. | ||
MIP [Member] | Pending termination [Member] | |||
Licensing, Service, Supply and Related Party Agreements [Abstract] | |||
Commitments, paid from inception | 151 | ||
Future Commitments | $14,425 | ||
Terms | Payments for programs to be out-licensed or terminated |
ShareBased_Payment_Arrangement2
Share-Based Payment Arrangements (Details) (USD $) | 12 Months Ended | ||
Share data in Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of stock incentive plans | 2 | ||
Options, Outstanding [Roll Forward] | |||
Outstanding, Beginning balance (in shares) | 5,249 | ||
Granted (in shares) | 993 | ||
Exercised (in shares) | -77 | ||
Forfeited | -324 | ||
Expired | -423 | ||
Outstanding, Ending balance (in shares) | 5,418 | 5,249 | |
Exercisable (in shares) | 4,115 | ||
Weighted Average Exercise Price [Roll Forward] | |||
Outstanding, Beginning balance (in dollars per share) | $10.94 | ||
Granted (in dollars per share) | $4.66 | ||
Exercised (in dollars per share) | $5.54 | ||
Forfeited (in dollars per share) | $6 | ||
Expired (in dollars per share) | $13.52 | ||
Outstanding, Ending balance (in dollars per share) | $9.96 | $10.94 | |
Exercisable (in dollars per share) | $11.40 | ||
Weighted Average Remaining Contractual Term [Abstract] | |||
Options Outstanding | 5 years 9 months 14 days | ||
Options Exercisable | 4 years 10 months 20 days | ||
Aggregate Intrinsic Value [Abstract] | |||
Options Outstanding | $6,856,000 | ||
Options Exercisable | 3,798,000 | ||
Total compensation expense recognized | 3,523,000 | 3,546,000 | 6,536,000 |
Employee stock purchase plan [Abstract] | |||
Cash received from exercises under all share-based payment arrangements | 400,000 | ||
Employees [Member] | |||
Assumptions used in computing the fair value [Abstract] | |||
Expected term | 5 years 3 months 18 days | 5 years 3 months 18 days | 5 years 4 months 24 days |
Former CEO [Member] | |||
Aggregate Intrinsic Value [Abstract] | |||
Estimated requisite service periods | 9 years 11 months | ||
Non Employees [Member] | |||
Assumptions used in computing the fair value [Abstract] | |||
Expected term | 10 years | ||
Directors and Officers [Member] | |||
Assumptions used in computing the fair value [Abstract] | |||
Expected term | 7 years 6 months | 7 years 4 months 24 days | 7 years 4 months 24 days |
Options [Member] | |||
Assumptions used in computing the fair value [Abstract] | |||
Expected volatility, minimum (in hundredths) | 74.00% | 73.00% | 70.00% |
Expected volatility, maximum (in hundredths | 84.00% | 90.00% | 85.00% |
Expected dividends (in hundredths) | 0.00% | 0.00% | 0.00% |
Weighted average expected term (years) | 5 years 11 months 5 days | 5 years 11 months 16 days | 6 years 1 month 10 days |
Risk-free rate, minimum (in hundredths) | 1.64% | 0.76% | 0.57% |
Risk-free rate, maximum (in hundredths) | 2.42% | 2.83% | 1.71% |
Employee stock purchase plan [Abstract] | |||
Total unrecognized compensation | 3,200,000 | ||
Weighted average periods | 2 years | ||
Options [Member] | Minimum [Member] | |||
Assumptions used in computing the fair value [Abstract] | |||
Expected term | 5 years 3 months 18 days | 5 years 3 months 18 days | 5 years 3 months 18 days |
Options [Member] | Maximum [Member] | |||
Assumptions used in computing the fair value [Abstract] | |||
Expected term | 7 years 6 months | 10 years | 10 years |
Performance-based options [Member] | |||
Aggregate Intrinsic Value [Abstract] | |||
Total compensation expense recognized | 100,000 | 100,000 | 2,000,000 |
2006 Award [Member] | Options [Member] | |||
Aggregate Intrinsic Value [Abstract] | |||
Estimated requisite service periods | 1 year 6 months | ||
1996 Plan and 2005 Plan [Member] | Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expiration term | 10 years | ||
Aggregate Intrinsic Value [Abstract] | |||
Weighted average grant-date fair value of options granted (in dollars per share) | $3.41 | $3.74 | $6.38 |
Total Intrinsic Value of options exercised | $102,000 | $11,000 | $174,000 |
1996 Plan and 2005 Plan [Member] | Options [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
1996 Plan and 2005 Plan [Member] | Options [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
1996 Plan and 2005 Plan [Member] | Restricted stock [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
1996 Plan and 2005 Plan [Member] | Restricted stock [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 5 years | ||
1996 Amended Stock Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved for issuance of awards (in shares) | 5,000 | ||
2005 Stock Incentive Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Common stock reserved for issuance of awards (in shares) | 11,450 |
ShareBased_Payment_Arrangement3
Share-Based Payment Arrangements, Allocation of Recognized Period Costs (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total compensation expense recognized | $3,523 | $3,546 | $6,536 |
Research and Development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total compensation expense recognized | 1,843 | 2,012 | 4,060 |
General and Administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total compensation expense recognized | $1,680 | $1,534 | $2,476 |
Employee_Savings_Plan_Details
Employee Savings Plan (Details) (USD $) | 12 Months Ended | 36 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2014 |
Employee Savings Plan [Abstract] | ||||
Matching contribution (in hundredths) | 50.00% | |||
Minimum contribution as percentage of compensation (in hundredths) | 5.00% | |||
Maximum contribution as percentage of compensation (in hundredths) | 8.00% | |||
Contributions by employer | $276 | $330 | $535 | |
Employer discretionary contribution | $0 | $0 | $0 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Taxes [Abstract] | |||
Income tax provision (benefit) | ($989,000) | ($362,000) | $0 |
Deferred tax assets and liabilities [Abstract] | |||
Depreciation and amortization | 5,770,000 | 6,165,000 | |
R&E tax credit carry-forwards | 5,270,000 | 5,025,000 | |
NYS investment tax credit carry-forwards | 1,090,000 | 1,095,000 | |
AMT credit carry-forwards | 211,000 | 211,000 | |
Net operating loss carry-forwards | 204,974,000 | 190,263,000 | |
Capitalized research and development expenditures | 20,280,000 | 25,231,000 | |
Stock compensation | 13,848,000 | 13,826,000 | |
Other items | 0 | 1,097,000 | |
Total gross deferred tax assets | 251,443,000 | 242,913,000 | |
Less: Valuation allowance | -251,443,000 | -242,913,000 | |
Deferred tax assets: | 0 | 0 | |
Deferred tax liability - long term | -11,332,000 | -12,321,000 | |
Net deferred tax liability | -11,332,000 | -12,321,000 | |
Reconciliation of income taxes computed at the Federal statutory income tax rate to the actual effective income tax [Abstract] | |||
U.S. Federal statutory rate | 34.00% | -34.00% | -35.00% |
State income taxes, net of Federal benefit | 13.20% | -4.90% | -5.40% |
Research and experimental tax credit | -15.80% | -3.80% | 0.00% |
Effect of federal and state tax rate changes | 1.50% | 8.70% | 0.00% |
Permanent differences | 47.90% | 3.20% | 4.20% |
Change in valuation allowance | -109.60% | 30.00% | 36.20% |
Income tax provision (benefit) | -28.80% | -0.80% | 0.00% |
Net operating loss carryforwards - federal | 557,200,000 | ||
Net operating loss carryforwards - state | 475,600,000 | ||
Net operating loss carry-forwards not reflected in deferred tax assets | 18,200,000 | ||
Valuation allowance related to net operating loss carryforwards attributable to excess tax deductions for equity compensation | 11,200,000 | ||
Unrecognized tax benefits | -989,000 | -362,000 | 0 |
Deferred tax liability - long term | 11,332,000 | 12,321,000 | |
Tax Credit Carryforward, Amount | 5,300,000 | ||
Income Taxes [Abstract] | |||
Unrecognized tax benefits | 2,661,000 | 2,661,000 | 2,661,000 |
Current year - increases | 0 | 0 | |
Current year - decreases | 0 | 0 | |
Settlements | 0 | 0 | |
Expired statuses | $0 | $0 |
Net_Income_Loss_Per_Share_Deta
Net Income (Loss) Per Share (Details) (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 |
Net Income (Loss) (Numerator) [Abstract] | |||||||||||
Net income (loss), basic | $4,410 | ||||||||||
Dilutive effect of contingent consideration liability | 0 | ||||||||||
Dilutive effect of stock options | 0 | ||||||||||
Net income (loss), diluted | 4,410 | ||||||||||
Net income (loss), basic and diluted | ($12,179) | $36,975 | ($11,073) | ($9,313) | ($8,551) | ($10,500) | ($12,263) | ($11,258) | $4,410 | ($42,572) | ($35,431) |
Weighted Average Common Shares (Denominator) Abstract | |||||||||||
Shares outstanding, Basic (in shares) | 68,185 | 55,798 | 34,754 | ||||||||
Dilutive effect of contingent consideration liability (shares) | 0 | ||||||||||
Dilutive effect of stock options (in shares) | 58 | ||||||||||
Shares outstanding, Diluted (in shares) | 68,243 | 55,798 | 34,754 | ||||||||
Shares outstanding, Basic and Diluted (in shares) | 55,798 | 34,754 | |||||||||
Per share [Abstract] | |||||||||||
Net income (loss) per share, basic (in dollars per share) | ($0.18) | $0.53 | ($0.17) | ($0.15) | $0.06 | ($0.76) | ($1.02) | ||||
Net income (loss) per share, diluted (in dollars per share) | ($0.18) | $0.51 | ($0.17) | ($0.15) | $0.06 | ($0.76) | ($1.02) | ||||
Net income (loss) per share, basic and diluted (in dollars per share) | ($0.14) | ($0.17) | ($0.24) | ($0.22) | ($0.76) | ($1.02) | |||||
Anti-dilutive common shares excluded from diluted per share amounts [Abstract] | |||||||||||
Weighted Average Number (in shares) | 8,493 | 9,513 | 6,007 | ||||||||
Options [Member] | |||||||||||
Anti-dilutive common shares excluded from diluted per share amounts [Abstract] | |||||||||||
Weighted Average Number (in shares) | 5,036 | 5,969 | 5,947 | ||||||||
Weighted Average Exercise Price (in dollars per share) | $10.56 | $11.54 | $12.32 | ||||||||
Restricted stock [Member] | |||||||||||
Anti-dilutive common shares excluded from diluted per share amounts [Abstract] | |||||||||||
Shares of unvested restricted stock outstanding (in shares) | 28 | ||||||||||
Weighted Average Number (in shares) | 0 | 0 | 60 | ||||||||
Contingent Consideration Liability [Member] | |||||||||||
Anti-dilutive common shares excluded from diluted per share amounts [Abstract] | |||||||||||
Weighted Average Number (in shares) | 3,457 | 3,544 | 0 |
Unaudited_Quarterly_Results_un2
Unaudited Quarterly Results (unaudited) (Details) (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 |
Segment Reporting Information [Line Items] | |||||||||||
Revenues (losses) | ($571) | $41,656 | $1,477 | $1,815 | $2,968 | $867 | $1,801 | $2,226 | $44,377 | $7,862 | $14,048 |
Net income (loss) | -12,179 | 36,975 | -11,073 | -9,313 | -8,551 | -10,500 | -12,263 | -11,258 | 4,410 | -42,572 | -35,431 |
Net income (loss) per share, basic (in dollars per share) | ($0.18) | $0.53 | ($0.17) | ($0.15) | $0.06 | ($0.76) | ($1.02) | ||||
Net income (loss) per share, diluted (in dollars per share) | ($0.18) | $0.51 | ($0.17) | ($0.15) | $0.06 | ($0.76) | ($1.02) | ||||
Net income (loss) per share - basic and diluted (in dollars per share) | ($0.14) | ($0.17) | ($0.24) | ($0.22) | ($0.76) | ($1.02) | |||||
Salix [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues (losses) | 40,000 | ||||||||||
Fuji [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenues (losses) | $1,000 |
Schedule_II_Valuation_and_Qual1
Schedule II - Valuation and Qualifying Accounts (Details) (Allowance for Doubtful Accounts [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Allowance for Doubtful Accounts [Member] | ||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||
Beginning balance | $7 | $0 |
Additions | 3 | 7 |
Deductions | 0 | 0 |
Ending balance | $10 | $7 |