Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2014 | Apr. 24, 2014 | |
Document Documentand Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'SAFEGUARD SCIENTIFICS INC | ' |
Entity Central Index Key | '0000086115 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Document Type | '10-Q | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Amendment Flag | 'false | ' |
Entity Common Stock, Shares Outstanding | ' | 20,631,998 |
Trading Symbol | 'SFE | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current Assets: | ' | ' |
Cash and cash equivalents | $199,752 | $139,318 |
Marketable securities | 37,384 | 38,250 |
Restricted marketable securities | 0 | 5 |
Prepaid expenses and other current assets | 1,252 | 1,557 |
Total current assets | 238,388 | 179,130 |
Property and equipment, net | 128 | 138 |
Ownership interests in and advances to partner companies and funds (of which $0 and $20,057 are measured at fair value at March 31, 2014 and December 31, 2013, respectively) | 114,617 | 148,579 |
Loan participations receivable | 7,303 | 8,135 |
Available-for-sale securities | 12 | 15 |
Long-term marketable securities | 4,576 | 6,088 |
Other assets | 2,908 | 3,911 |
Total Assets | 367,932 | 345,996 |
Current Liabilities: | ' | ' |
Convertible senior debentures—current | 441 | 470 |
Accounts payable | 391 | 245 |
Accrued compensation and benefits | 1,631 | 5,028 |
Accrued expenses and other current liabilities | 3,152 | 2,431 |
Total current liabilities | 5,615 | 8,174 |
Other long-term liabilities | 3,536 | 3,683 |
Convertible senior debentures—non-current | 49,741 | 49,478 |
Total Liabilities | 58,892 | 61,335 |
Commitments and contingencies | ' | ' |
Equity: | ' | ' |
Preferred stock, $0.10 par value; 1,000 shares authorized | 0 | 0 |
Common stock, $0.10 par value; 83,333 shares authorized; 21,573 and 21,553 shares issued and outstanding at March 31, 2014 and December 31, 2013, respectively | 2,157 | 2,155 |
Additional paid-in capital | 822,641 | 822,103 |
Treasury stock, at cost, 361 and 4 shares at March 31, 2014 and December 31, 2013, respectively | -7,480 | 0 |
Accumulated deficit | -508,278 | -539,597 |
Total Equity | 309,040 | 284,661 |
Total Liabilities and Equity | $367,932 | $345,996 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Ownership interest in and advances, to partner companies and funds, fair value | $0 | $20,057 |
Preferred stock, par value | $0.10 | $0.10 |
Preferred stock, shares authorized | 1,000 | 1,000 |
Common stock, par value | $0.10 | $0.10 |
Common stock, shares authorized | 83,333 | 83,333 |
Common stock, shares issued | 21,573 | 21,553 |
Common stock, shares outstanding | 21,573 | 21,553 |
Treasury stock | 361 | 4 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Statement [Abstract] | ' | ' |
General and administrative expense | $5,239 | $5,374 |
Operating loss | -5,239 | -5,374 |
Other income, net | 30,374 | 757 |
Interest income | 470 | 734 |
Interest expense | -1,094 | -1,069 |
Equity income (loss) | 6,808 | -6,987 |
Net income (loss) before income taxes | 31,319 | -11,939 |
Income tax benefit (expense) | 0 | 0 |
Net income (loss) | $31,319 | ($11,939) |
Net income (loss) per share: | ' | ' |
Basic (in dollars per share) | $1.44 | ($0.57) |
Diluted (in dollars per share) | $1.29 | ($0.57) |
Weighted average shares used in computing income (loss) per share: | ' | ' |
Basic (in shares) | 21,687 | 21,109 |
Diluted (in shares) | 25,121 | 21,109 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' |
Net income (loss) | $31,319 | ($11,939) |
Other comprehensive income (loss), before taxes: | ' | ' |
Unrealized net loss on available-for-sale securities | -3 | -14 |
Reclassification adjustment for other than temporary impairment of available-for-sale securities included in net income (loss) | 3 | 14 |
Total comprehensive income (loss) | $31,319 | ($11,939) |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash Flows from Operating Activities: | ' | ' |
Net cash used in operating activities | ($7,816) | ($6,891) |
Cash Flows from Investing Activities: | ' | ' |
Proceeds from sales of and distributions from companies and funds | 77,187 | 1,343 |
Acquisitions of ownership interests in companies and funds | -5,361 | -9,786 |
Advances and loans to companies | -528 | -5,116 |
Repayment of advances and loans to companies | 1,962 | 0 |
Increase in marketable securities | -16,400 | -21,511 |
Decrease in marketable securities | 18,914 | 52,905 |
Capital expenditures | -11 | -14 |
Other | 5 | 0 |
Net cash provided by investing activities | 75,768 | 17,821 |
Cash Flows from Financing Activities: | ' | ' |
Issuance of Company common stock, net | 522 | 92 |
Repurchase of Company common stock | -8,040 | 0 |
Net cash provided by (used in) financing activities | -7,518 | 92 |
Net change in cash and cash equivalents | 60,434 | 11,022 |
Cash and cash equivalents at beginning of period | 139,318 | 66,029 |
Cash and cash equivalents at end of period | $199,752 | $77,051 |
CONSOLIDATED_STATEMENT_OF_CHAN
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (USD $) | Total | Accumulated Deficit [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] |
In Thousands, except Share data, unless otherwise specified | |||||
Balance at Dec. 31, 2013 | $284,661 | ($539,597) | $2,155 | $822,103 | $0 |
Balance (in shares) at Dec. 31, 2013 | ' | ' | 21,553,000 | ' | 4,000 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' |
Net income | 31,319 | 31,319 | ' | ' | ' |
Stock options exercised, net | 522 | ' | 2 | -40 | 560 |
Stock options exercised, net (in shares) | ' | ' | 18,000 | ' | 31,000 |
Issuance of restricted stock, net | 29 | ' | ' | 29 | ' |
Stock-based compensation expense | 520 | ' | ' | 520 | ' |
Repurchase of common stock | -8,040 | ' | ' | ' | -8,040 |
Repurchase of common stock (in shares) | ' | ' | ' | ' | 388,000 |
Conversion of 2014 Debentures to common stock (in shares) | ' | ' | 2,000 | ' | ' |
Stock Issued During Period, Value, Conversion of Convertible Securities | 29 | ' | ' | 29 | ' |
Balance at Mar. 31, 2014 | $309,040 | ($508,278) | $2,157 | $822,641 | ($7,480) |
Balance (in shares) at Mar. 31, 2014 | ' | ' | 21,573,000 | ' | 361,000 |
General
General | 3 Months Ended |
Mar. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
General | ' |
General | |
The accompanying unaudited interim Consolidated Financial Statements of Safeguard Scientifics, Inc. (“Safeguard” or the “Company”) were prepared in accordance with accounting principles generally accepted in the United States of America and the interim financial statement rules and regulations of the SEC. In the opinion of management, these statements include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the Consolidated Financial Statements. The interim operating results are not necessarily indicative of the results for a full year or for any interim period. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations relating to interim financial statements. The Consolidated Financial Statements included in this Form 10-Q should be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations included elsewhere in this Form 10-Q and with the Company’s Consolidated Financial Statements and Notes thereto included in the Company’s 2013 Annual Report on Form 10-K. |
Ownership_Interests_in_and_Adv
Ownership Interests in and Advances to Partner Companies and Funds | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Investments in and Advances to Affiliates, Schedule of Investments [Abstract] | ' | |||||||
Ownership Interests in and Advances to Partner Companies and Funds | ' | |||||||
Ownership Interests in and Advances to Partner Companies and Funds | ||||||||
The following summarizes the carrying value of the Company’s ownership interests in and advances to partner companies and private equity funds. | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
(In thousands) | ||||||||
(Unaudited) | ||||||||
Fair value | $ | — | $ | 20,057 | ||||
Equity Method: | ||||||||
Partner companies | 106,301 | 108,872 | ||||||
Private equity funds | 1,390 | 1,766 | ||||||
107,691 | 110,638 | |||||||
Cost Method: | ||||||||
Partner companies | 3,480 | 13,480 | ||||||
Private equity funds | 2,418 | 2,418 | ||||||
5,898 | 15,898 | |||||||
Advances to partner companies | 1,028 | 1,986 | ||||||
$ | 114,617 | $ | 148,579 | |||||
Loan participations receivable | $ | 7,303 | $ | 8,135 | ||||
Available-for-sale securities | $ | 12 | $ | 15 | ||||
The Company’s share of the earnings or losses of partner companies, as well as any adjustments resulting from prior period finalizations of equity income or loss, are reflected in Equity income (loss) on the Consolidated Statements of Operations. In the three months ended March 31, 2014, the amount related to prior periods was $1.7 million, of which $0.3 million related to 2012 and $1.4 million related to 2013. The adjustments primarily related to a change in revenue recognition accounting at a partner company. Management evaluated the quantitative and qualitative impact of the corrections on previously reported periods as well as on the three months ended March 31, 2014. Based on this evaluation, management concluded that these adjustments were not material to the Company’s Consolidated Financial Statements. | ||||||||
In February 2014, Crescendo Bioscience, Inc., formerly a cost method partner company, was acquired by Myriad Genetics, Inc. The Company received $38.4 million in cash proceeds in connection with the transaction, excluding $3.2 million which will be held in escrow until approximately May 2015. The Company recognized a gain of $27.4 million on the transaction, which is included in Other income, net in the Consolidated Statement of Operations for the three months ended March 31, 2014. | ||||||||
In February 2014, NuPathe Inc., formerly a fair value method partner company, was acquired by Teva Pharmaceutical Industries Ltd. for $3.65 per share in cash. In addition to the upfront cash payment, NuPathe shareholders received rights to receive additional cash payments of up to $3.15 per share if specified milestones are achieved over time. The Company received initial net cash proceeds of $23.1 million as a result of the transaction. Depending on the achievement of the milestones, the Company may receive up to an additional $24.2 million. The Company recognized a realized gain of $3.0 million on the transaction, which is included in Other income, net in the Consolidated Statement of Operations for the three months ended March 31, 2014. | ||||||||
In January 2014, Alverix, Inc., formerly an equity method partner company, was acquired by Becton, Dickinson and Company. The Company received cash proceeds of $15.7 million, excluding $1.7 million which will be held in escrow until approximately July 2015. The Company recognized a gain of $15.7 million on the transaction, which is included in Equity income (loss) in the Consolidated Statement of Operations for the three months ended March 31, 2014. | ||||||||
In January 2014, the Company received cash proceeds of $1.0 million from the repayment of loan participations receivable and $0.9 million from the sale of an equity interest initiated by Penn Mezzanine. | ||||||||
The Company recognized an impairment charge of $0.2 million related to its cost method interest in a legacy private equity fund in the three months ended March 31, 2013 which is reflected in Other income (loss), net in the Consolidated Statement of Operations. |
Acquisitions_of_Ownership_Inte
Acquisitions of Ownership Interests in Partner Companies and Funds | 3 Months Ended |
Mar. 31, 2014 | |
Equity Method Investments and Joint Ventures [Abstract] | ' |
Acquisitions of Ownership Interests in Partner Companies and Funds | ' |
Acquisitions of Ownership Interests in Partner Companies and Funds | |
In March 2014, the Company acquired a 20.4% interest in InfoBionic Inc. for $4.0 million. InfoBionic is an emerging digital health company focused on creating patient monitoring solutions for chronic disease management with an initial market focus on cardiac arrhythmias. The Company accounts for its ownership interest in InfoBionic under the equity method. The difference between the Company's cost and its interest in the underlying net assets of InfoBionic was preliminarily allocated to intangible assets and goodwill and is reflected in the carrying value in Ownership interests in and advances to partner companies and funds on the Consolidated Balance Sheets. | |
In March 2014, the Company funded $0.2 million of a convertible bridge loan to Sotera Wireless, Inc. The Company previously deployed $1.3 million into Sotera Wireless and acquired additional shares from a previous investor for $1.2 million. The Company accounts for its interest in Sotera Wireless under the cost method. Subsequent to quarter end, the Company sold its equity and debt interests in Sotera Wireless. For further details, see Note 12 to the Consolidated Financial Statements. | |
In January 2014, the Company funded $0.4 million of a convertible bridge loan to Lumesis, Inc. The Company had previously deployed an aggregate of $3.9 million in Lumesis. Lumesis is a financial technology company that is dedicated to delivering software solutions and comprehensive, timely data to the municipal bond marketplace. The Company accounts for its interest in Lumesis under the equity method. | |
In January 2014, the Company deployed an additional $1.4 million into Hoopla Software, Inc. ("Hoopla"). The Company had previously deployed an aggregate of $1.8 million in Hoopla. Hoopla helps organizations create high performance sales cultures through software-as-a-service solutions that integrate with customer relationship management systems. The Company accounts for its interest in Hoopla under the equity method. The difference between the Company's cost and its interest in the underlying net assets of Hoopla was allocated to intangible assets and goodwill and is reflected in the carrying value in Ownership interests in and advances to partner companies and funds on the Consolidated Balance Sheets. |
Fair_Value_Measurements
Fair Value Measurements | 3 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Fair Value Measurements | ||||||||||||||||
The Company categorizes its financial instruments into a three-level fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). If the inputs used to measure fair value fall within different levels of the hierarchy, the category level is based on the lowest priority level input that is significant to the fair value measurement of the instrument. Financial assets recorded at fair value on the Company’s Consolidated Balance Sheets are categorized as follows: | ||||||||||||||||
Level 1—Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | ||||||||||||||||
Level 2—Include other inputs that are directly or indirectly observable in the marketplace. | ||||||||||||||||
Level 3—Unobservable inputs which are supported by little or no market activity. | ||||||||||||||||
The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | ||||||||||||||||
The following table provides the carrying value and fair value of certain financial assets and liabilities of the Company measured at fair value on a recurring basis as of March 31, 2014 and December 31, 2013: | ||||||||||||||||
Carrying | Fair Value Measurement at March 31, 2014 | |||||||||||||||
Value | Level 1 | Level 2 | Level 3 | |||||||||||||
(In thousands) | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Cash and cash equivalents | $ | 199,752 | $ | 199,752 | $ | — | $ | — | ||||||||
Available-for-sale securities | 12 | 12 | — | — | ||||||||||||
Warrant participations | 625 | — | — | 625 | ||||||||||||
Marketable securities—held-to-maturity: | ||||||||||||||||
Commercial paper | $ | 7,986 | $ | 7,986 | $ | — | $ | — | ||||||||
Government agency bonds | 22,946 | 22,946 | — | — | ||||||||||||
Certificates of deposit | 11,028 | 11,028 | — | — | ||||||||||||
Total marketable securities | $ | 41,960 | $ | 41,960 | $ | — | $ | — | ||||||||
Carrying | Fair Value Measurement at December 31, 2013 | |||||||||||||||
Value | Level 1 | Level 2 | Level 3 | |||||||||||||
(In thousands) | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Cash and cash equivalents | $ | 139,318 | $ | 139,318 | $ | — | $ | — | ||||||||
Restricted marketable securities | 5 | 5 | — | — | ||||||||||||
Ownership interest in common stock of NuPathe | 16,874 | 16,874 | — | — | ||||||||||||
Ownership interest in warrants and options of NuPathe | 3,183 | — | — | 3,183 | ||||||||||||
Available-for-sale securities | 15 | 15 | — | — | ||||||||||||
Warrant participations | 1,563 | — | — | 1,563 | ||||||||||||
Marketable securities—held-to-maturity: | ||||||||||||||||
Commercial paper | $ | 13,599 | $ | 13,599 | $ | — | $ | — | ||||||||
U.S. Treasury Bills | 8,014 | 8,014 | — | — | ||||||||||||
Government agency bonds | 9,945 | 9,945 | — | — | ||||||||||||
Certificates of deposit | 12,780 | 12,780 | — | — | ||||||||||||
Total marketable securities | $ | 44,338 | $ | 44,338 | $ | — | $ | — | ||||||||
As of March 31, 2014, $37.4 million of marketable securities had contractual maturities which were less than one year and $4.6 million of marketable securities had contractual maturities greater than one year. Held-to-maturity securities are carried at amortized cost, which, due to the short-term maturity of these instruments, approximates fair value using quoted prices in active markets for identical assets or liabilities defined as Level 1 inputs under the fair value hierarchy. | ||||||||||||||||
The Company’s Penn Mezzanine warrant participations are carried at fair value. The value of the Company’s holdings in warrant participations is measured by reference to Level 3 inputs. The inputs and valuation techniques used include discounted cash flows and valuation of comparable public companies. |
Convertible_Debentures_and_Cre
Convertible Debentures and Credit Arrangements | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Convertible Debentures and Credit Arrangements | ' | |||||||
Convertible Debentures and Credit Arrangements | ||||||||
The carrying values of the Company’s convertible senior debentures were as follows: | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
(In thousands) | ||||||||
(Unaudited) | ||||||||
Convertible senior debentures due 2018 | $ | 49,741 | $ | 49,478 | ||||
Convertible senior debentures due 2024 | 441 | 441 | ||||||
Convertible senior debentures due 2014 | — | 29 | ||||||
50,182 | 49,948 | |||||||
Less: current portion | (441 | ) | (470 | ) | ||||
Convertible senior debentures – non current | $ | 49,741 | $ | 49,478 | ||||
Convertible Senior Debentures due 2018 | ||||||||
In November 2012, Safeguard issued $55.0 million principal amount of its 5.25% convertible senior debentures due 2018 (the “2018 Debentures”). Proceeds from the offering were used to repurchase substantially all of the Company’s then outstanding 10.125% convertible senior debentures due 2014 (the “2014 Debentures”). Interest on the 2018 Debentures is payable semi-annually on May 15 and November 15. | ||||||||
Holders of the 2018 Debentures may convert their notes prior to November 15, 2017 at their option only under the following circumstances: | ||||||||
• | during any calendar quarter commencing after the calendar quarter ending on December 31, 2012, if the last reported sale price of the common stock for at least 20 trading days during the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; | |||||||
• | during the five business day period after any five consecutive trading day period in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on such trading day; | |||||||
• | if the notes have been called for redemption; or | |||||||
• | upon the occurrence of specified corporate events. | |||||||
On or after November 15, 2017, until the close of business on the second business day immediately preceding the maturity date, holders may convert their notes at any time, regardless of whether any of the foregoing conditions has been met. Upon conversion, the Company will satisfy its conversion obligation by paying or delivering, as the case may be, cash, shares of common stock or a combination of cash and shares of our common stock, at the Company’s election. | ||||||||
The conversion rate of the 2018 Debentures is 55.17 shares of common stock per $1,000 principal amount of debentures, equivalent to a conversion price of approximately $18.13 per share of common stock. The closing price per share of the Company’s common stock at March 31, 2014 was $22.18. | ||||||||
On or after November 15, 2016, the Company may redeem for cash any of the 2018 Debentures if the last reported sale price of the Company’s common stock exceeds 140% of the conversion price for at least 20 trading days during the period of 30 consecutive trading days ending on the trading day before the date that notice of redemption is given, including the last trading day of such period. Upon any redemption of the 2018 Debentures, the Company will pay a redemption price of 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the date of redemption, and additional interest, if any. | ||||||||
The 2018 Debenture holders have the right to require the Company to repurchase the 2018 Debentures if the Company undergoes a fundamental change, which includes the sale of all or substantially all of the Company’s common stock or assets; liquidation; dissolution; a greater than 50% change in control; the delisting of the Company’s common stock from the New York Stock Exchange or the NASDAQ Global Market (or any of their respective successors); or a substantial change in the composition of the Company’s board of directors as defined in the governing agreement. Holders may require that the Company repurchase for cash all or part of their 2018 Debentures at a fundamental change repurchase price equal to 100% of the principal amount of the debentures to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. | ||||||||
Because the 2018 Debentures may be settled in cash or partially in cash upon conversion, the Company separately accounts for the liability and equity components of the 2018 Debentures. The carrying amount of the liability component was determined at the transaction date by measuring the fair value of a similar liability that does not have an associated equity component. The carrying amount of the equity component represented by the embedded conversion option was determined by deducting the fair value of the liability component from the initial proceeds of the 2018 Debentures as a whole. At March 31, 2014, the fair value of the $55.0 million outstanding 2018 Debentures was approximately $73.6 million, based on the midpoint of the bid and ask prices as of such date. At March 31, 2014, the carrying amount of the equity component was $6.4 million, the principal amount of the liability component was $55.0 million, the unamortized discount was $5.3 million and the net carrying value of the liability component was $49.7 million. The Company is amortizing the excess of the face value of the 2018 Debentures over their carrying value over their term as additional interest expense using the effective interest method and recorded $0.3 million and $0.2 million of such expense for the three months ended March 31, 2014 and 2013, respectively. The effective interest rate on the 2018 Debentures is 8.7%. | ||||||||
Convertible Senior Debentures due 2024 | ||||||||
In 2004, the Company issued an aggregate of $150.0 million in face value of convertible senior debentures with a stated maturity date of March 15, 2024 (the “2024 Debentures”). At March 31, 2014, the fair value of the $0.4 million outstanding 2024 Debentures approximated their carrying value, based on the midpoint of bid and ask prices as of such date. Interest on the 2024 Debentures is payable semi-annually. At the debenture holders’ option, the 2024 Debentures are convertible into the Company’s common stock through March 14, 2024, subject to certain conditions. The adjusted conversion price of the 2024 Debentures is $43.3044 of principal amount per share. The remaining 2024 Debenture holders have the right to require the Company to repurchase the 2024 Debentures on March 20, 2019 at a repurchase price equal to 100% of their face amount, plus accrued and unpaid interest. In April 2014, the Company repurchased $0.4 million in principal amount of the Company's 2024 Debentures as required by the debenture holders. The Company expects to redeem the remaining $76 thousand outstanding principal amount of the 2024 Debentures in 2014. | ||||||||
Convertible Senior Debentures due 2014 | ||||||||
In March 2010, the Company issued an aggregate of $46.9 million of the 2014 Debentures. As noted above, in November 2012, the Company repurchased substantially all of the 2014 Debentures for $58.7 million plus accrued interest. The remaining $29 thousand outstanding principal amount of the 2014 Debentures was converted into the Company's common stock in March 2014. | ||||||||
Credit Arrangements | ||||||||
The Company is party to a loan agreement with a commercial bank which provides it with a revolving credit facility in the maximum aggregate amount of $50 million in the form of borrowings, guarantees and issuances of letters of credit (subject to a $20 million sublimit). Actual availability under the credit facility is based on the amount of cash maintained at the bank as well as the value of the Company’s public and private partner company interests. This credit facility bears interest at the prime rate for outstanding borrowings, subject to an increase in certain circumstances. Other than for limited exceptions, the Company is required to maintain all of its depository and operating accounts and the lesser of $80 million or 75% of its investment and securities accounts at the bank. The credit facility, as amended, matures on December 31, 2014. Under the credit facility, the Company provided a $6.3 million letter of credit expiring on March 19, 2019 to the landlord of CompuCom Systems, Inc.’s Dallas headquarters which was required in connection with the sale of CompuCom Systems in 2004. Availability under the Company’s revolving credit facility at March 31, 2014 was $43.7 million. |
StockBased_Compensation
Stock-Based Compensation | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||
Stock-Based Compensation | ' | |||||||
Stock-Based Compensation | ||||||||
Stock-based compensation expense was recognized in the Consolidated Statements of Operations as follows: | ||||||||
Three months ended March 31, | ||||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
(Unaudited) | ||||||||
General and administrative expense | $ | 520 | $ | 376 | ||||
$ | 520 | $ | 376 | |||||
The fair value of the Company’s stock-based awards to employees was estimated at the date of grant using the Black-Scholes option-pricing model. The risk-free rate was based on the U.S. Treasury yield curve in effect at the end of the quarter in which the grant occurred. The expected term of stock options granted was estimated using the historical exercise behavior of employees. Expected volatility was based on historical volatility measured using weekly price observations of the Company’s common stock for a period equal to the stock option’s expected term. | ||||||||
At March 31, 2014, the Company had outstanding options that vest based on three different types of vesting schedules: | ||||||||
1) | market–based; | |||||||
2) | performance-based; and | |||||||
3) | service-based. | |||||||
Market-based awards entitle participants to vest in a number of options determined by achievement by the Company of certain target market capitalization increases (measured by reference to stock price increases on a specified number of outstanding shares) over an eight-year period. The requisite service periods for the market-based awards are based on the Company’s estimate of the dates on which the market conditions will be met as determined using a Monte Carlo simulation model. Compensation expense is recognized over the requisite service periods using the straight-line method but is accelerated if market capitalization targets are achieved earlier than estimated. During the three months ended March 31, 2014 and 2013, respectively, the Company did not issue any market-based option awards to employees. During the three months ended March 31, 2014 and 2013, respectively, no options vested based on achievement of market capitalization targets. The Company recorded compensation expense related to market-based option awards of $0.0 million and $0.1 million for the three months ended March 31, 2014 and 2013, respectively. Depending on the Company’s stock performance, the maximum number of unvested shares at March 31, 2014 attainable under these grants was 402 thousand shares. | ||||||||
Performance-based awards entitle participants to vest in a number of awards determined by achievement by the Company of target capital returns based on net cash proceeds received by the Company on the sale, merger or other exit transaction of certain identified partner companies. Vesting may occur, if at all, once per year. The requisite service periods for the performance-based awards are based on the Company’s estimate of when the performance conditions will be met. Compensation expense is recognized for performance-based awards for which the performance condition is considered probable of achievement. Compensation expense is recognized over the requisite service periods using the straight-line method but is accelerated if capital return targets are achieved earlier than estimated. During the three months ended March 31, 2014 and 2013, respectively, the Company did not issue any performance-based awards to employees. During the three months ended March 31, 2014 and 2013, respectively, no performance-based awards vested. The Company recorded compensation expense related to performance-based option awards of $0.1 million for the three months ended March 31, 2014 and 2013. The maximum number of unvested shares at March 31, 2014 attainable under these option grants was 452 thousand shares. | ||||||||
All other outstanding options are service-based awards that generally vest over four years after the date of grant and expire eight years after the date of grant. Compensation expense is recognized over the requisite service period using the straight-line method. The requisite service period for service-based awards is the period over which the award vests. During the three months ended March 31, 2014 and 2013, respectively, the Company issued 0 and 10 thousand service-based option awards to employees. The Company recorded compensation expense related to service-based option awards of $0.1 million for the three months ended March 31, 2014 and 2013. | ||||||||
The Company issued 2 thousand deferred stock units to non-employee directors for annual service grants or fees earned during the preceding quarter during both the three months ended March 31, 2014 and 2013. Deferred stock units issued to directors in lieu of directors fees are 100% vested at the grant date; matching deferred stock units equal to 25% of directors’ fees deferred vest one year following the grant date or, if earlier, upon reaching age 65. Deferred stock units are payable in stock on a one-for-one basis. Payments related to the deferred stock units are generally distributable following termination of employment or service, death or permanent disability. | ||||||||
Total compensation expense for deferred stock units, performance-based stock units and restricted stock was approximately $0.3 million and $0.1 million for the three months ended March 31, 2014 and 2013, respectively. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
The Company’s consolidated income tax benefit (expense) was $0.0 million for the three months ended March 31, 2014 and 2013. The Company has recorded a valuation allowance to reduce its net deferred tax asset to an amount that is more likely than not to be realized in future years. Accordingly, the tax expense that would have been recognized in the three months ended March 31, 2014 and the tax benefit of the net operating losses that would have been recognized in the three months ended March 31, 2013 were offset by changes in the valuation allowance. | |
During the three months ended March 31, 2014, the Company had no material changes in uncertain tax positions. |
Net_Income_Loss_Per_Share
Net Income (Loss) Per Share | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Earnings Per Share [Abstract] | ' | |||||||
Net Income (Loss) Per Share | ' | |||||||
Net Income (Loss) Per Share | ||||||||
The calculations of net income (loss) per share were as follows: | ||||||||
Three months ended March 31, | ||||||||
2014 | 2013 | |||||||
(In thousands except per share data) | ||||||||
(Unaudited) | ||||||||
Basic: | ||||||||
Net income (loss) | $ | 31,319 | $ | (11,939 | ) | |||
Weighted average common shares outstanding | 21,687 | 21,109 | ||||||
Net income (loss) per share | $ | 1.44 | $ | (0.57 | ) | |||
Diluted: | ||||||||
Net income (loss) | $ | 31,319 | $ | (11,939 | ) | |||
Interest on convertible senior debentures | 1,051 | — | ||||||
Net income (loss) for dilutive share computation | $ | 32,370 | $ | (11,939 | ) | |||
Number of shares used in basic per share computation | 21,687 | 21,109 | ||||||
Convertible senior debentures | 3,044 | — | ||||||
Unvested restricted stock and DSUs | 23 | — | ||||||
Employee stock options | 367 | — | ||||||
Weighted average common shares outstanding | 25,121 | 21,109 | ||||||
Net income (loss) per share | $ | 1.29 | $ | (0.57 | ) | |||
Basic and diluted average common shares outstanding for purposes of computing net income (loss) per share includes outstanding common shares and vested deferred stock units (DSUs). | ||||||||
If a consolidated or equity method partner company has dilutive stock options, unvested restricted stock, DSUs or warrants, diluted net income (loss) per share is computed by first deducting the income attributable to the potential exercise of the dilutive securities of the partner company from net income (loss). Any impact is shown as an adjustment to net income (loss) for purposes of calculating diluted net income (loss) per share. | ||||||||
Diluted earnings per share for the periods presented do not reflect the following potential shares of common stock that would have an anti-dilutive effect or have unsatisfied performance or market conditions: | ||||||||
• | For the three months ended March 31, 2014 and 2013, options to purchase 0.9 million and 3.3 million shares of common stock at prices ranging from $7.41 to $18.76 and $3.93 to $18.80, respectively, were excluded from the calculations. | |||||||
• | For the three months ended March 31, 2014 and 2013, unvested restricted stock, performance stock units and DSUs convertible into 0.3 million shares of stock were excluded from the calculations. | |||||||
• | At March 31, 2013, 3.0 million shares of common stock, representing the effect of the assumed conversion of the 2018 Debentures, were excluded from the calculation. |
Operating_Segments
Operating Segments | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||||||
Operating Segments | ' | |||||||||||||||||||||||
Operating Segments | ||||||||||||||||||||||||
As of March 31, 2014, the Company held interests in 20 non-consolidated partner companies which are included in the Healthcare and Technology segments. Included in the Penn Mezzanine segment are the Company’s interests in the Penn Mezzanine management company and general partner and the Company’s participations in mezzanine loans and equity interests initiated by Penn Mezzanine. | ||||||||||||||||||||||||
The Company’s active partner companies by segment were as follows as of March 31, 2014: | ||||||||||||||||||||||||
Healthcare | ||||||||||||||||||||||||
Partner Company | Safeguard Primary Ownership | Accounting Method | ||||||||||||||||||||||
as of March 31, 2014 | ||||||||||||||||||||||||
AdvantEdge Healthcare Solutions, Inc. | 40.10% | Equity | ||||||||||||||||||||||
Dabo Health, Inc. | 8.00% | Cost | ||||||||||||||||||||||
Good Start Genetics, Inc. | 30.00% | Equity | ||||||||||||||||||||||
InfoBionic Inc. | 20.40% | Equity | ||||||||||||||||||||||
Medivo, Inc. | 34.50% | Equity | ||||||||||||||||||||||
NovaSom, Inc. | 30.30% | Equity | ||||||||||||||||||||||
Putney, Inc. | 27.60% | Equity | ||||||||||||||||||||||
Quantia, Inc. | 35.10% | Equity | ||||||||||||||||||||||
Sotera Wireless, Inc. | 7.30% | Cost | ||||||||||||||||||||||
Technology | ||||||||||||||||||||||||
Partner Company | Safeguard Primary Ownership | Accounting Method | ||||||||||||||||||||||
as of March 31, 2014 | ||||||||||||||||||||||||
AppFirst, Inc. | 34.30% | Equity | ||||||||||||||||||||||
Apprenda, Inc. | 21.70% | Equity | ||||||||||||||||||||||
Beyond.com, Inc. | 38.20% | Equity | ||||||||||||||||||||||
Bridgevine, Inc. | 22.70% | Equity | ||||||||||||||||||||||
Clutch Holdings, Inc. | 24.00% | Equity | ||||||||||||||||||||||
DriveFactor, Inc. | 40.60% | Equity | ||||||||||||||||||||||
Hoopla Software, Inc. | 25.60% | Equity | ||||||||||||||||||||||
Lumesis, Inc. | 44.20% | Equity | ||||||||||||||||||||||
MediaMath, Inc. | 22.50% | Equity | ||||||||||||||||||||||
Pneuron Corporation | 27.60% | Equity | ||||||||||||||||||||||
Spongecell, Inc. | 23.00% | Equity | ||||||||||||||||||||||
As of March 31, 2014, the Company has a 36% ownership interest in the management company and general partner of Penn Mezzanine L.P., which is included in the Penn Mezzanine segment. The Company accounts for its interest under the equity method. | ||||||||||||||||||||||||
Results of the Healthcare and Technology segments reflect the equity income (loss) of their respective equity method partner companies, other income (loss) associated with fair value method and cost method partner companies and the gains or losses on the sale of their respective partner companies. Results of the Penn Mezzanine segment include interest, dividends and participation fees earned on the mezzanine interests in which the Company participates as well as equity income (loss) associated with the Company’s management company and general partner interest in the Penn Mezzanine platform. | ||||||||||||||||||||||||
Management evaluates the Healthcare and Technology segments’ performance based on net income (loss) which is impacted by the number of partner companies accounted for under the equity method, the Company’s voting ownership percentage in these partner companies and the net results of operations of these partner companies, any impairment charges and gain (loss) on the sale of equity and cost method partner companies. | ||||||||||||||||||||||||
Management evaluates the Penn Mezzanine segment performance based on the performance of the mezzanine interests in which the Company participates. This includes an evaluation of the current and future cash flows associated with interest and dividend payments as well as estimated losses based on evaluating known and inherent risks in the investments in which the Company participates. | ||||||||||||||||||||||||
Other Items include certain expenses which are not identifiable to the operations of the Company’s operating business segments. Other Items primarily consist of general and administrative expenses related to corporate operations, including employee compensation, insurance and professional fees, including legal and finance, interest income, interest expense and other income (loss) and equity income (loss) related to certain private equity fund ownership interests. Other Items also include income taxes, which are reviewed by management independent of segment results. | ||||||||||||||||||||||||
As of March 31, 2014 and December 31, 2013, all of the Company’s assets were located in the United States. | ||||||||||||||||||||||||
Segment assets in Other Items included primarily cash, cash equivalents, and marketable securities of $241.7 million and $183.7 million, at March 31, 2014 and December 31, 2013, respectively. | ||||||||||||||||||||||||
Three months ended March 31, 2014 | ||||||||||||||||||||||||
Healthcare | Technology | Penn | Total | Other | Total | |||||||||||||||||||
Mezzanine | Segments | Items | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
(Unaudited) | ||||||||||||||||||||||||
Operating loss | $ | — | $ | — | $ | (2 | ) | $ | (2 | ) | $ | (5,237 | ) | $ | (5,239 | ) | ||||||||
Other income (loss), net | 30,379 | — | (5 | ) | 30,374 | — | 30,374 | |||||||||||||||||
Interest income | — | — | 386 | 386 | 84 | 470 | ||||||||||||||||||
Equity income (loss) | 10,622 | (3,585 | ) | (225 | ) | 6,812 | (4 | ) | 6,808 | |||||||||||||||
Net income (loss) | 41,001 | (3,585 | ) | 154 | 37,570 | (6,251 | ) | 31,319 | ||||||||||||||||
Segment Assets: | ||||||||||||||||||||||||
31-Mar-14 | 43,210 | 67,611 | 10,720 | 121,541 | 246,391 | 367,932 | ||||||||||||||||||
31-Dec-13 | 74,939 | 69,471 | 12,783 | 157,193 | 188,803 | 345,996 | ||||||||||||||||||
Three months ended March 31, 2013 | ||||||||||||||||||||||||
Healthcare | Technology | Penn | Total | Other | Total | |||||||||||||||||||
Mezzanine | Segments | Items | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
(Unaudited) | ||||||||||||||||||||||||
Operating loss | $ | — | $ | — | $ | (5 | ) | $ | (5 | ) | $ | (5,369 | ) | $ | (5,374 | ) | ||||||||
Other income (loss), net | 835 | — | 72 | 907 | (150 | ) | 757 | |||||||||||||||||
Interest income | — | — | 344 | 344 | 390 | 734 | ||||||||||||||||||
Equity income (loss) | (5,900 | ) | (1,101 | ) | (70 | ) | (7,071 | ) | 84 | (6,987 | ) | |||||||||||||
Net income (loss) | (5,065 | ) | (1,101 | ) | 341 | (5,825 | ) | (6,114 | ) | (11,939 | ) | |||||||||||||
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
The Company and its partner companies are involved in various claims and legal actions arising in the ordinary course of business. While in the current opinion of the Company the ultimate disposition of these matters will not have a material adverse effect on the Company’s consolidated financial position or results of operations, no assurance can be given as to the outcome of these actions, and one or more adverse rulings could have a material adverse effect on the Company’s consolidated financial position and results of operations or that of its partner companies. The Company records costs associated with legal fees as such services are rendered. | |
The Company had outstanding guarantees of $3.8 million at March 31, 2014 which related to one of the Company's private equity holdings. The Company also has committed capital of approximately $0.1 million to another private equity fund. This commitment is expected to be funded during the next 12 months. | |
Under certain circumstances, the Company may be required to return a portion or all the distributions it received as a general partner of a private equity fund (“clawback”). The maximum clawback the Company could be required to return due to our general partner interest is approximately $1.3 million, of which $1.0 million was reflected in Accrued expenses and other current liabilities and $0.3 million was reflected in Other long-term liabilities on the Consolidated Balance Sheets at March 31, 2014. The Company’s ownership in the fund is 19%. The clawback liability is joint and several; therefore the Company may be required to fund the clawback for other general partners should they default. The Company believes its potential liability due to the possibility of default by other general partners is remote. | |
In October 2001, the Company entered into an agreement with a former Chairman and Chief Executive Officer of the Company, to provide for annual payments of $0.65 million per year and certain health care and other benefits for life. The related current liability of $0.8 million was included in Accrued expenses and other current liabilities and the long-term portion of $2.6 million was included in Other long-term liabilities on the Consolidated Balance Sheet at March 31, 2014. | |
The Company provided a $6.3 million letter of credit expiring on March 19, 2019 to the landlord of CompuCom Systems, Inc.’s Dallas headquarters as required in connection with the sale of CompuCom Systems in 2004. | |
The Company has agreements with certain employees that provide for severance payments to the employee in the event the employee is terminated without cause or an employee terminates his employment for “good reason.” The maximum aggregate exposure under the agreements was approximately $3.0 million at March 31, 2014. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2014 | |
Equity [Abstract] | ' |
Equity | ' |
Equity | |
In February 2014, the Company's Board of Directors authorized the Company, from time to time and depending on market conditions, to repurchase up to $25.0 million of the Company's outstanding common stock. During the three months ended March 31, 2014, the Company repurchased 388 thousand shares at an aggregate cost of $8.0 million. |
Subsequent_Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Event | ' |
Subsequent Event | |
In April 2014, the Company sold its ownership interests in Sotera Wireless. The Company received approximately $4.2 million in cash proceeds in connection with the transaction. The Company will recognize a gain of approximately $1.5 million on the transaction in the three months ending June 30, 2014. |
Ownership_Interests_in_and_Adv1
Ownership Interests in and Advances to Partner Companies and Funds (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Investments in and Advances to Affiliates, Schedule of Investments [Abstract] | ' | |||||||
Ownership Interests in and Advances to Partner Companies and Private Equity Funds | ' | |||||||
The following summarizes the carrying value of the Company’s ownership interests in and advances to partner companies and private equity funds. | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
(In thousands) | ||||||||
(Unaudited) | ||||||||
Fair value | $ | — | $ | 20,057 | ||||
Equity Method: | ||||||||
Partner companies | 106,301 | 108,872 | ||||||
Private equity funds | 1,390 | 1,766 | ||||||
107,691 | 110,638 | |||||||
Cost Method: | ||||||||
Partner companies | 3,480 | 13,480 | ||||||
Private equity funds | 2,418 | 2,418 | ||||||
5,898 | 15,898 | |||||||
Advances to partner companies | 1,028 | 1,986 | ||||||
$ | 114,617 | $ | 148,579 | |||||
Loan participations receivable | $ | 7,303 | $ | 8,135 | ||||
Available-for-sale securities | $ | 12 | $ | 15 | ||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Carrying Value and Fair Value of Certain Financial Assets and Liabilities Measured at Fair Value on Recurring Basis | ' | |||||||||||||||
The following table provides the carrying value and fair value of certain financial assets and liabilities of the Company measured at fair value on a recurring basis as of March 31, 2014 and December 31, 2013: | ||||||||||||||||
Carrying | Fair Value Measurement at March 31, 2014 | |||||||||||||||
Value | Level 1 | Level 2 | Level 3 | |||||||||||||
(In thousands) | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Cash and cash equivalents | $ | 199,752 | $ | 199,752 | $ | — | $ | — | ||||||||
Available-for-sale securities | 12 | 12 | — | — | ||||||||||||
Warrant participations | 625 | — | — | 625 | ||||||||||||
Marketable securities—held-to-maturity: | ||||||||||||||||
Commercial paper | $ | 7,986 | $ | 7,986 | $ | — | $ | — | ||||||||
Government agency bonds | 22,946 | 22,946 | — | — | ||||||||||||
Certificates of deposit | 11,028 | 11,028 | — | — | ||||||||||||
Total marketable securities | $ | 41,960 | $ | 41,960 | $ | — | $ | — | ||||||||
Carrying | Fair Value Measurement at December 31, 2013 | |||||||||||||||
Value | Level 1 | Level 2 | Level 3 | |||||||||||||
(In thousands) | ||||||||||||||||
(Unaudited) | ||||||||||||||||
Cash and cash equivalents | $ | 139,318 | $ | 139,318 | $ | — | $ | — | ||||||||
Restricted marketable securities | 5 | 5 | — | — | ||||||||||||
Ownership interest in common stock of NuPathe | 16,874 | 16,874 | — | — | ||||||||||||
Ownership interest in warrants and options of NuPathe | 3,183 | — | — | 3,183 | ||||||||||||
Available-for-sale securities | 15 | 15 | — | — | ||||||||||||
Warrant participations | 1,563 | — | — | 1,563 | ||||||||||||
Marketable securities—held-to-maturity: | ||||||||||||||||
Commercial paper | $ | 13,599 | $ | 13,599 | $ | — | $ | — | ||||||||
U.S. Treasury Bills | 8,014 | 8,014 | — | — | ||||||||||||
Government agency bonds | 9,945 | 9,945 | — | — | ||||||||||||
Certificates of deposit | 12,780 | 12,780 | — | — | ||||||||||||
Total marketable securities | $ | 44,338 | $ | 44,338 | $ | — | $ | — | ||||||||
Convertible_Debentures_and_Cre1
Convertible Debentures and Credit Arrangements (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Convertible Senior Debentures | ' | |||||||
The carrying values of the Company’s convertible senior debentures were as follows: | ||||||||
March 31, 2014 | December 31, 2013 | |||||||
(In thousands) | ||||||||
(Unaudited) | ||||||||
Convertible senior debentures due 2018 | $ | 49,741 | $ | 49,478 | ||||
Convertible senior debentures due 2024 | 441 | 441 | ||||||
Convertible senior debentures due 2014 | — | 29 | ||||||
50,182 | 49,948 | |||||||
Less: current portion | (441 | ) | (470 | ) | ||||
Convertible senior debentures – non current | $ | 49,741 | $ | 49,478 | ||||
StockBased_Compensation_Tables
Stock-Based Compensation (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | |||||||
Stock-Based Compensation Expense | ' | |||||||
Stock-based compensation expense was recognized in the Consolidated Statements of Operations as follows: | ||||||||
Three months ended March 31, | ||||||||
2014 | 2013 | |||||||
(In thousands) | ||||||||
(Unaudited) | ||||||||
General and administrative expense | $ | 520 | $ | 376 | ||||
$ | 520 | $ | 376 | |||||
Types of Vesting Schedules | ' | |||||||
At March 31, 2014, the Company had outstanding options that vest based on three different types of vesting schedules: | ||||||||
1) | market–based; | |||||||
2) | performance-based; and | |||||||
3) | service-based. |
Net_Income_Loss_Per_Share_Tabl
Net Income (Loss) Per Share (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Earnings Per Share [Abstract] | ' | |||||||
Calculations of Net Loss Per Share | ' | |||||||
The calculations of net income (loss) per share were as follows: | ||||||||
Three months ended March 31, | ||||||||
2014 | 2013 | |||||||
(In thousands except per share data) | ||||||||
(Unaudited) | ||||||||
Basic: | ||||||||
Net income (loss) | $ | 31,319 | $ | (11,939 | ) | |||
Weighted average common shares outstanding | 21,687 | 21,109 | ||||||
Net income (loss) per share | $ | 1.44 | $ | (0.57 | ) | |||
Diluted: | ||||||||
Net income (loss) | $ | 31,319 | $ | (11,939 | ) | |||
Interest on convertible senior debentures | 1,051 | — | ||||||
Net income (loss) for dilutive share computation | $ | 32,370 | $ | (11,939 | ) | |||
Number of shares used in basic per share computation | 21,687 | 21,109 | ||||||
Convertible senior debentures | 3,044 | — | ||||||
Unvested restricted stock and DSUs | 23 | — | ||||||
Employee stock options | 367 | — | ||||||
Weighted average common shares outstanding | 25,121 | 21,109 | ||||||
Net income (loss) per share | $ | 1.29 | $ | (0.57 | ) | |||
Operating_Segments_Tables
Operating Segments (Tables) | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||||||||||
Active Partner Companies by Segment | ' | |||||||||||||||||||||||
The Company’s active partner companies by segment were as follows as of March 31, 2014: | ||||||||||||||||||||||||
Healthcare | ||||||||||||||||||||||||
Partner Company | Safeguard Primary Ownership | Accounting Method | ||||||||||||||||||||||
as of March 31, 2014 | ||||||||||||||||||||||||
AdvantEdge Healthcare Solutions, Inc. | 40.10% | Equity | ||||||||||||||||||||||
Dabo Health, Inc. | 8.00% | Cost | ||||||||||||||||||||||
Good Start Genetics, Inc. | 30.00% | Equity | ||||||||||||||||||||||
InfoBionic Inc. | 20.40% | Equity | ||||||||||||||||||||||
Medivo, Inc. | 34.50% | Equity | ||||||||||||||||||||||
NovaSom, Inc. | 30.30% | Equity | ||||||||||||||||||||||
Putney, Inc. | 27.60% | Equity | ||||||||||||||||||||||
Quantia, Inc. | 35.10% | Equity | ||||||||||||||||||||||
Sotera Wireless, Inc. | 7.30% | Cost | ||||||||||||||||||||||
Technology | ||||||||||||||||||||||||
Partner Company | Safeguard Primary Ownership | Accounting Method | ||||||||||||||||||||||
as of March 31, 2014 | ||||||||||||||||||||||||
AppFirst, Inc. | 34.30% | Equity | ||||||||||||||||||||||
Apprenda, Inc. | 21.70% | Equity | ||||||||||||||||||||||
Beyond.com, Inc. | 38.20% | Equity | ||||||||||||||||||||||
Bridgevine, Inc. | 22.70% | Equity | ||||||||||||||||||||||
Clutch Holdings, Inc. | 24.00% | Equity | ||||||||||||||||||||||
DriveFactor, Inc. | 40.60% | Equity | ||||||||||||||||||||||
Hoopla Software, Inc. | 25.60% | Equity | ||||||||||||||||||||||
Lumesis, Inc. | 44.20% | Equity | ||||||||||||||||||||||
MediaMath, Inc. | 22.50% | Equity | ||||||||||||||||||||||
Pneuron Corporation | 27.60% | Equity | ||||||||||||||||||||||
Spongecell, Inc. | 23.00% | Equity | ||||||||||||||||||||||
Segment Data from Operations | ' | |||||||||||||||||||||||
Three months ended March 31, 2014 | ||||||||||||||||||||||||
Healthcare | Technology | Penn | Total | Other | Total | |||||||||||||||||||
Mezzanine | Segments | Items | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
(Unaudited) | ||||||||||||||||||||||||
Operating loss | $ | — | $ | — | $ | (2 | ) | $ | (2 | ) | $ | (5,237 | ) | $ | (5,239 | ) | ||||||||
Other income (loss), net | 30,379 | — | (5 | ) | 30,374 | — | 30,374 | |||||||||||||||||
Interest income | — | — | 386 | 386 | 84 | 470 | ||||||||||||||||||
Equity income (loss) | 10,622 | (3,585 | ) | (225 | ) | 6,812 | (4 | ) | 6,808 | |||||||||||||||
Net income (loss) | 41,001 | (3,585 | ) | 154 | 37,570 | (6,251 | ) | 31,319 | ||||||||||||||||
Segment Assets: | ||||||||||||||||||||||||
31-Mar-14 | 43,210 | 67,611 | 10,720 | 121,541 | 246,391 | 367,932 | ||||||||||||||||||
31-Dec-13 | 74,939 | 69,471 | 12,783 | 157,193 | 188,803 | 345,996 | ||||||||||||||||||
Three months ended March 31, 2013 | ||||||||||||||||||||||||
Healthcare | Technology | Penn | Total | Other | Total | |||||||||||||||||||
Mezzanine | Segments | Items | ||||||||||||||||||||||
(In thousands) | ||||||||||||||||||||||||
(Unaudited) | ||||||||||||||||||||||||
Operating loss | $ | — | $ | — | $ | (5 | ) | $ | (5 | ) | $ | (5,369 | ) | $ | (5,374 | ) | ||||||||
Other income (loss), net | 835 | — | 72 | 907 | (150 | ) | 757 | |||||||||||||||||
Interest income | — | — | 344 | 344 | 390 | 734 | ||||||||||||||||||
Equity income (loss) | (5,900 | ) | (1,101 | ) | (70 | ) | (7,071 | ) | 84 | (6,987 | ) | |||||||||||||
Net income (loss) | (5,065 | ) | (1,101 | ) | 341 | (5,825 | ) | (6,114 | ) | (11,939 | ) | |||||||||||||
Carrying_Value_of_Ownership_In
Carrying Value of Ownership Interests in and Advances to Partner Companies and Private Equity Funds (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Investments In And Advances To Affiliates [Line Items] | ' | ' |
Fair value | $0 | $20,057 |
Equity method investments | 107,691 | 110,638 |
Cost method investments | 5,898 | 15,898 |
Advances to partner companies | 1,028 | 1,986 |
Ownership interests in and advances to partner companies and funds ($19,363 and $20,972 at fair value at June 30,2013 and December 31,2012, respectively) | 114,617 | 148,579 |
Loan participations receivable | 7,303 | 8,135 |
Available-for-sale securities | 12 | 15 |
Partner companies [Member] | ' | ' |
Investments In And Advances To Affiliates [Line Items] | ' | ' |
Equity method investments | 106,301 | 108,872 |
Cost method investments | 3,480 | 13,480 |
Private equity funds [Member] | ' | ' |
Investments In And Advances To Affiliates [Line Items] | ' | ' |
Equity method investments | 1,390 | 1,766 |
Cost method investments | $2,418 | $2,418 |
Ownership_Interests_in_and_Adv2
Ownership Interests in and Advances to Partner Companies and Funds - Narrative (Detail) (USD $) | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2014 | Mar. 31, 2013 | Feb. 28, 2014 | Mar. 31, 2014 | Feb. 28, 2014 | Mar. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Crescendo Bioscience, Inc. [Member] | Crescendo Bioscience, Inc. [Member] | Nupathe [Member] | Nupathe [Member] | Alverix, Inc. [Member] | Penn Mezzanine [Member] | Legacy Private Equity Fund [Member] | Equity Income (Loss) [Member] | Equity Income (Loss) [Member] | Equity Income (Loss) [Member] | |||
Investment [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Immaterial prior period adjustment made in current period | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,700,000 | $1,400,000 | $300,000 |
Proceeds from sale of business | 77,187,000 | 1,343,000 | 38,400,000 | ' | 23,100,000 | ' | 15,700,000 | ' | ' | ' | ' | ' |
Amount held in escrow | ' | ' | 3,200,000 | ' | ' | ' | 1,700,000 | ' | ' | ' | ' | ' |
Gain on sale of business | ' | ' | ' | 27,400,000 | ' | 3,000,000 | 15,700,000 | ' | ' | ' | ' | ' |
Proceeds from repayments of loan receivable | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' |
Proceeds from sale of equity interests | ' | ' | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' |
Proceeds sale of business (in dollars per share) | ' | ' | ' | ' | $3.65 | ' | ' | ' | ' | ' | ' | ' |
Proceeds from milestone payments (in dollars per share) | ' | ' | ' | ' | $3.15 | ' | ' | ' | ' | ' | ' | ' |
Proceeds from milestone payments | ' | ' | ' | ' | 24,200,000 | ' | ' | ' | ' | ' | ' | ' |
Recognized impairment charges | ' | ' | ' | ' | ' | ' | ' | ' | $200,000 | ' | ' | ' |
Acquisitions_of_Ownership_Inte1
Acquisitions of Ownership Interests in Partner Companies and Funds Narrative (Detail) (USD $) | 3 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2014 | Dec. 31, 2013 | |
InfoBionic, Inc. [Member] | Sotera Wireless, Inc. [Member] | Sotera Wireless, Inc. [Member] | Lumesis, Inc. [Member] | Lumesis, Inc. [Member] | Hoopla Software, Inc. [Member] | Hoopla Software, Inc. [Member] | |||
Schedule of Equity Method Investments [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Ownership interest under equity method, percentage | ' | ' | 20.40% | ' | ' | ' | ' | ' | ' |
Payments to acquire equity method investments | $5,361,000 | $9,786,000 | $4,000,000 | ' | ' | ' | $3,900,000 | $1,400,000 | $1,800,000 |
Convertible bridge loan | ' | ' | ' | 200,000 | ' | 400,000 | ' | ' | ' |
Payments to acquire cost method investments | ' | ' | ' | ' | 1,300,000 | ' | ' | ' | ' |
Cost of shares acquired from previous investor | ' | ' | ' | ' | $1,200,000 | ' | ' | ' | ' |
Carrying_Value_and_Fair_Value_
Carrying Value and Fair Value of Certain Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Restricted marketable securities | $0 | $5 |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Cash and cash equivalents | 199,752 | 139,318 |
Restricted marketable securities | ' | 5 |
Available-for-sale securities | 12 | 15 |
Warrant participations | 0 | 0 |
Total marketable securities | 41,960 | 44,338 |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Cash and cash equivalents | 0 | 0 |
Restricted marketable securities | ' | 0 |
Available-for-sale securities | 0 | 0 |
Warrant participations | 0 | 0 |
Total marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Cash and cash equivalents | 0 | 0 |
Restricted marketable securities | ' | 0 |
Available-for-sale securities | 0 | 0 |
Warrant participations | 625 | 1,563 |
Total marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Cash and cash equivalents | 199,752 | 139,318 |
Restricted marketable securities | ' | 5 |
Available-for-sale securities | 12 | 15 |
Warrant participations | 625 | 1,563 |
Total marketable securities | 41,960 | 44,338 |
Fair Value, Measurements, Recurring [Member] | NuPathe [Member] | Common stock [Member] | Level 1 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Ownership interest | ' | 16,874 |
Fair Value, Measurements, Recurring [Member] | NuPathe [Member] | Common stock [Member] | Level 2 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Ownership interest | ' | 0 |
Fair Value, Measurements, Recurring [Member] | NuPathe [Member] | Common stock [Member] | Level 3 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Ownership interest | ' | 0 |
Fair Value, Measurements, Recurring [Member] | NuPathe [Member] | Common stock [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Ownership interest | ' | 16,874 |
Fair Value, Measurements, Recurring [Member] | NuPathe [Member] | Warrants and options [Member] | Level 1 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Ownership interest | ' | 0 |
Fair Value, Measurements, Recurring [Member] | NuPathe [Member] | Warrants and options [Member] | Level 2 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Ownership interest | ' | 0 |
Fair Value, Measurements, Recurring [Member] | NuPathe [Member] | Warrants and options [Member] | Level 3 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Ownership interest | ' | 3,183 |
Fair Value, Measurements, Recurring [Member] | NuPathe [Member] | Warrants and options [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Ownership interest | ' | 3,183 |
Fair Value, Measurements, Recurring [Member] | Commercial paper [Member] | Level 1 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 7,986 | 13,599 |
Fair Value, Measurements, Recurring [Member] | Commercial paper [Member] | Level 2 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Commercial paper [Member] | Level 3 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Commercial paper [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 7,986 | 13,599 |
Fair Value, Measurements, Recurring [Member] | U.S. Treasury Bills [Member] | Level 1 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | ' | 8,014 |
Fair Value, Measurements, Recurring [Member] | U.S. Treasury Bills [Member] | Level 2 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | ' | 0 |
Fair Value, Measurements, Recurring [Member] | U.S. Treasury Bills [Member] | Level 3 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | ' | 0 |
Fair Value, Measurements, Recurring [Member] | U.S. Treasury Bills [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | ' | 8,014 |
Fair Value, Measurements, Recurring [Member] | Government agency bonds [Member] | Level 1 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 22,946 | 9,945 |
Fair Value, Measurements, Recurring [Member] | Government agency bonds [Member] | Level 2 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Government agency bonds [Member] | Level 3 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Government agency bonds [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 22,946 | 9,945 |
Fair Value, Measurements, Recurring [Member] | Certificates of deposit [Member] | Level 1 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 11,028 | 12,780 |
Fair Value, Measurements, Recurring [Member] | Certificates of deposit [Member] | Level 2 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Certificates of deposit [Member] | Level 3 [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring [Member] | Certificates of deposit [Member] | Carrying (Reported) Amount, Fair Value Disclosure [Member] | ' | ' |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ' | ' |
Total marketable securities | $11,028 | $12,780 |
Fair_Value_Measurements_Narrat
Fair Value Measurements - Narrative (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value Disclosures [Abstract] | ' | ' |
Marketable securities, current | $37,384 | $38,250 |
Marketable securities, non current | $4,576 | $6,088 |
Carrying_Values_of_Convertible
Carrying Values of Convertible Senior Debentures (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Convertible senior debentures | $50,182 | $49,948 |
Less: current portion | -441 | -470 |
Convertible senior debentures – non current | 49,741 | 49,478 |
Convertible Senior Debentures due 2018 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible senior debentures | 49,741 | 49,478 |
Convertible Senior Debentures due 2024 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible senior debentures | 441 | 441 |
Convertible Senior Debentures due 2014 [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Convertible senior debentures | $0 | $29 |
Convertible_Debentures_and_Cre2
Convertible Debentures and Credit Arrangements Convertible Senior Debentures due 2018 Narrative (Detail) (USD $) | 3 Months Ended | ||||
Mar. 31, 2014 | Mar. 31, 2013 | Nov. 30, 2012 | Nov. 30, 2012 | Mar. 31, 2010 | |
Convertible Senior Debentures due 2018 [Member] | Convertible Senior Debentures due 2018 [Member] | Convertible Senior Debentures due 2018 [Member] | Convertible Senior Debentures due 2014 [Member] | Convertible Senior Debentures due 2014 [Member] | |
D | |||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' |
Aggregate face value of convertible senior debentures | ' | ' | $55,000,000 | ' | $46,900,000 |
Interest rate on debentures | ' | ' | 5.25% | 10.13% | ' |
Number of trading days | 20 | ' | ' | ' | ' |
Consecutive trading days | '30 days | ' | ' | ' | ' |
Threshold percentage of stock trigger | 130.00% | ' | ' | ' | ' |
Number of consecutive trading days during which the trading price per $1,000 principal amount for at least five days was less than 98% of the product of the closing sale price per share of Company common stock multiplied by the conversion rate on each such trading day (in days) | '5 days | ' | ' | ' | ' |
Number of days after five consecutive trading days in which the trading price per $1,000 principal amount was less than 98% of the product of the closing sale price per share of Company common stock multiplied by the conversion rate on each such trading day (in days) | '5 days | ' | ' | ' | ' |
Principal amount of convertible debentures | 1,000 | ' | ' | ' | ' |
Closing price is percentage of conversion price | 98.00% | ' | ' | ' | ' |
Conversion rate of common stock (in shares) | 55.17 | ' | ' | ' | ' |
Conversion price (in dollars per share) | $18.13 | ' | ' | ' | ' |
Closing price for common stock | $22.18 | ' | ' | ' | ' |
Sales price of common stock to conversion price | 140.00% | ' | ' | ' | ' |
Debentures redemption price | 100.00% | ' | ' | ' | ' |
Change in control due to debentures redemption | 50.00% | ' | ' | ' | ' |
Percentage of principal amount and accrued and unpaid interest for repurchase of debt | 100.00% | ' | ' | ' | ' |
Outstanding debentures | 55,000,000 | ' | ' | ' | ' |
Fair value of Debentures outstanding | 73,600,000 | ' | ' | ' | ' |
Gross carrying amount of equity component | 6,400,000 | ' | ' | ' | ' |
Principal amount of liability component | 55,000,000 | ' | ' | ' | ' |
Unamortized discount | 5,300,000 | ' | ' | ' | ' |
Carrying value of liability component | 49,700,000 | ' | ' | ' | ' |
Amortization of Debt Discount (Premium) | $300,000 | $200,000 | ' | ' | ' |
Debt Instrument, Interest Rate, Effective Percentage | 8.70% | ' | ' | ' | ' |
Convertible_Debentures_and_Cre3
Convertible Debentures and Credit Arrangements Convertible Senior Debentures due 2024 Narrative (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2004 | Dec. 31, 2013 | Apr. 25, 2014 |
Convertible Senior Debentures due 2024 [Member] | Convertible Senior Debentures due 2024 [Member] | Convertible Senior Debentures due 2024 [Member] | Convertible Senior Debentures due 2024 [Member] | |||
Subsequent Event [Member] | ||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' |
Aggregate face value of convertible senior debentures | ' | ' | ' | $150,000,000 | ' | ' |
Credit facility maturity date | ' | ' | ' | 15-Mar-24 | ' | ' |
Fair value of Debentures outstanding | ' | ' | 400,000 | ' | ' | ' |
Convertible senior debentures, interest payment description | ' | ' | 'semi-annually | ' | ' | ' |
Convertible senior debentures, convertible latest date | ' | ' | 14-Mar-24 | ' | ' | ' |
Conversion price (in dollars per share) | ' | ' | $43.30 | ' | ' | ' |
Convertible senior debentures, optional repurchase date | ' | ' | 20-Mar-19 | ' | ' | ' |
Percentage of face amount which is equal to repurchase price for providing optional conversion of debentures | ' | ' | 100.00% | ' | ' | ' |
Repurchase of Debentures | ' | ' | ' | ' | ' | 400,000 |
Convertible debt outstanding | $50,182,000 | $49,948,000 | $441,000 | ' | $441,000 | $76,000 |
Convertible_Debentures_and_Cre4
Convertible Debentures and Credit Arrangements Convertible Senior Debentures due 2014 Narrative (Detail) (Convertible Senior Debentures due 2014 [Member], USD $) | Mar. 31, 2014 | Nov. 30, 2012 | Mar. 31, 2010 |
Convertible Senior Debentures due 2014 [Member] | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Aggregate face value of convertible senior debentures | ' | ' | $46,900,000 |
Repurchase of Debentures | ' | 58,700,000 | ' |
Principal converted to common stock | $29,000 | ' | ' |
Convertible_Debentures_and_Cre5
Convertible Debentures and Credit Arrangements Credit Arrangements Narrative (Detail) (Credit Arrangements, USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Credit Arrangements | ' |
Debt Instrument [Line Items] | ' |
Maximum aggregate amount of revolving credit facility in the form of borrowings, guarantees and issuances of letters of credit (subject to a $20 million sublimit) | $50,000,000 |
Sublimit facility attached on revolving credit facility | 20,000,000 |
Amount of depository, operating accounts, the lesser and investment and securities accounts required to be maintained at the lending bank | 80,000,000 |
Percentage of depository, operating accounts, the lesser and investment and securities accounts required to be maintained at the lending bank | 75.00% |
Credit facility maturity date | 31-Dec-14 |
Letter of credit under the credit facility | 6,300,000 |
Letter of credit expiration date | 19-Mar-19 |
Amount available for borrowing under revolving credit facility | $43,700,000 |
StockBased_Compensation_Expens
Stock-Based Compensation Expense (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' |
Stock-based compensation expense | $520 | $376 |
General And Administrative Expenses [Member] | ' | ' |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ' | ' |
Stock-based compensation expense | $520 | $376 |
StockBased_Compensation_Narrat
Stock-Based Compensation - Narrative (Detail) (USD $) | 3 Months Ended | |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' | ' |
Number of award vesting types | 3 | ' |
Market Based Awards [Member] | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' | ' |
Expiration period | '8 years | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 0 | ' |
Stock-based compensation expense | $0 | $0.10 |
Stock-based compensation, maximum number of unvested shares | 402,000 | ' |
Number of shares vesting after achievement of goals | ' | 0 |
Performance Shares [Member] | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | 0.1 | 0.1 |
Performance based maximum number of unvested shares | 452,000 | ' |
Service Based Award [Member] | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' | ' |
Expiration period | '8 years | ' |
Stock-based compensation expense | 0.1 | 0.1 |
Vesting period | '4 years | ' |
Options issued | 0 | 10,000 |
Deferred Stock Units [Member] | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' | ' |
Deferred stock units issued to non-employee directors | 2,000 | ' |
Percentage of shares vested in lieu of directors fees at the grant date | 100.00% | ' |
Portion of Director fees matched to deferred stock units | 25.00% | ' |
Vesting period of deferred stock | '1 year | ' |
Minimum age required for meeting directors fees deferred vest criteria | 65 | ' |
Deferred stock units, performance-based stock units and restricted stock [Member] | ' | ' |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ' | ' |
Stock-based compensation expense | $0.30 | $0.10 |
Income_Taxes_Narrative_Detail
Income Taxes - Narrative (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Tax Disclosure [Abstract] | ' | ' |
Income tax benefit (expense) | $0 | $0 |
Calculations_of_Net_Income_Los
Calculations of Net Income (Loss) Per Share (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Basic: | ' | ' |
Net income (loss) | $31,319 | ($11,939) |
Weighted average common shares outstanding (in shares) | 21,687 | 21,109 |
Net income (loss) per share (in dollars per share) | $1.44 | ($0.57) |
Diluted: | ' | ' |
Net income (loss) | 31,319 | -11,939 |
Interest on convertible senior debentures | 1,051 | 0 |
Net income (loss) for dilutive share computation | $32,370 | ($11,939) |
Number of shares used in basic per share computation (in shares) | 21,687 | 21,109 |
Weighted average common shares outstanding (in shares) | 25,121 | 21,109 |
Net income (loss) per share (in dollars per share) | $1.29 | ($0.57) |
Convertible senior debentures [Member] | ' | ' |
Schedule of Earnings Per Share Basic and Diluted [Line Items] | ' | ' |
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Debt Securities | 3,044 | 0 |
Restricted Stock Unit And Performance Stock Unit And Deferred Stock Unit [Member] | ' | ' |
Diluted: | ' | ' |
Stock options (in shares) | 23 | 0 |
Employee stock options [Member] | ' | ' |
Diluted: | ' | ' |
Stock options (in shares) | 367 | 0 |
Net_Income_Loss_Per_Share_Narr
Net Income (Loss) Per Share - Narrative (Detail) (USD $) | 3 Months Ended | |
In Millions, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Stock Options | ' | ' |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ' | ' |
Share of common stock excluded from diluted net loss per share calculation | 0.9 | 3.3 |
Shares of common stock at prices ranging, lower limit | $7.41 | $3.93 |
Shares of common stock at prices ranging, upper limit | $18.76 | $18.80 |
Deferred stock units, performance-based stock units and restricted stock [Member] | ' | ' |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ' | ' |
Share of common stock excluded from diluted net loss per share calculation | 0.3 | 0.3 |
Convertible Senior Debentures due 2018 [Member] | ' | ' |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ' | ' |
Share of common stock excluded from diluted net loss per share calculation | ' | 3 |
Operating_Segments_Narrative_D
Operating Segments - Narrative (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Segment Reporting Information [Line Items] | ' | ' |
Non-consolidated partner companies | 20 | ' |
Other Items [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total assets included cash, cash equivalents, cash held in escrow, and marketable securities | $241.70 | $183.70 |
Penn Mezzanine [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Ownership interest under equity method, percentage | 36.00% | ' |
Active_Partner_Companies_by_Se
Active Partner Companies by Segment (Detail) | Mar. 31, 2014 |
InfoBionic [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 20.40% |
Healthcare [Member] | AdvantEdge Healthcare Solutions, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 40.10% |
Healthcare [Member] | Dabo [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under cost method, percentage | 8.00% |
Healthcare [Member] | Good Start Genetics, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 30.00% |
Healthcare [Member] | InfoBionic [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 20.40% |
Healthcare [Member] | Medivo, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 34.50% |
Healthcare [Member] | NovaSom, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 30.30% |
Healthcare [Member] | Putney, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 27.60% |
Healthcare [Member] | Quantia [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 35.10% |
Healthcare [Member] | Sotera Wireless, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under cost method, percentage | 7.30% |
Technology [Member] | AppFirst, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 34.30% |
Technology [Member] | Apprenda [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 21.70% |
Technology [Member] | Beyond.com, Inc [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 38.20% |
Technology [Member] | Bridgevine, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 22.70% |
Technology [Member] | Clutch Holdings, LLC [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 24.00% |
Technology [Member] | DriveFactor Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 40.60% |
Technology [Member] | Hoopla Software, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 25.60% |
Technology [Member] | Lumesis, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 44.20% |
Technology [Member] | MediaMath, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 22.50% |
Technology [Member] | Pneuron, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 27.60% |
Technology [Member] | Spongecell, Inc. [Member] | ' |
Schedule of Equity Method Investments [Line Items] | ' |
Ownership interest under equity method, percentage | 23.00% |
Segment_Data_from_Operations_D
Segment Data from Operations (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Segment Reporting Information [Line Items] | ' | ' | ' |
Operating loss | ($5,239) | ($5,374) | ' |
Other income (loss), net | 30,374 | 757 | ' |
Interest income | 470 | 734 | ' |
Equity income (loss) | 6,808 | -6,987 | ' |
Net income (loss) | 31,319 | -11,939 | ' |
Segment Assets | 367,932 | ' | 345,996 |
Total Segments | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Operating loss | -2 | -5 | ' |
Other income (loss), net | 30,374 | 907 | ' |
Interest income | 386 | 344 | ' |
Equity income (loss) | 6,812 | -7,071 | ' |
Net income (loss) | 37,570 | -5,825 | ' |
Segment Assets | 121,541 | ' | 157,193 |
Healthcare [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Operating loss | 0 | 0 | ' |
Other income (loss), net | 30,379 | 835 | ' |
Interest income | 0 | 0 | ' |
Equity income (loss) | 10,622 | -5,900 | ' |
Net income (loss) | 41,001 | -5,065 | ' |
Segment Assets | 43,210 | ' | 74,939 |
Technology [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Operating loss | 0 | 0 | ' |
Other income (loss), net | 0 | 0 | ' |
Interest income | 0 | 0 | ' |
Equity income (loss) | -3,585 | -1,101 | ' |
Net income (loss) | -3,585 | -1,101 | ' |
Segment Assets | 67,611 | ' | 69,471 |
Penn Mezzanine [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Operating loss | -2 | -5 | ' |
Other income (loss), net | -5 | 72 | ' |
Interest income | 386 | 344 | ' |
Equity income (loss) | -225 | -70 | ' |
Net income (loss) | 154 | 341 | ' |
Segment Assets | 10,720 | ' | 12,783 |
Other Items [Member] | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' |
Operating loss | -5,237 | -5,369 | ' |
Other income (loss), net | 0 | -150 | ' |
Interest income | 84 | 390 | ' |
Equity income (loss) | -4 | 84 | ' |
Net income (loss) | -6,251 | -6,114 | ' |
Segment Assets | $246,391 | ' | $188,803 |
Commitments_and_Contingencies_
Commitments and Contingencies (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 3 Months Ended | ||||||
Oct. 31, 2001 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Employee Severance | Letter of credit | Accrued expenses and other current liabilities | Other long-term liabilities | Clawback Liability | Private equity funds [Member] | ||||
Commitment Contingencies And Guarantees [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Company outstanding guarantees | ' | ' | ' | ' | ' | ' | ' | ' | $3,800,000 |
Committed capital of private equity funds | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 |
Funding period | ' | ' | ' | ' | ' | ' | ' | ' | '12 months |
Accrued expenses and other current liabilities | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' |
Accrued expenses | ' | 3,152,000 | 2,431,000 | ' | ' | ' | ' | 1,000,000 | ' |
Other long-term liabilities | ' | 3,536,000 | 3,683,000 | ' | ' | ' | ' | 300,000 | ' |
Company's ownership in the funds | ' | ' | ' | ' | ' | ' | ' | 19.00% | ' |
Annual payments | 650,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Liability to former chairman and chief executive officer, current | ' | ' | ' | ' | ' | 800,000 | ' | ' | ' |
Liability to former chairman and chief executive officer, non-current | ' | ' | ' | ' | ' | ' | 2,600,000 | ' | ' |
Letter of credit under the credit facility | ' | ' | ' | ' | 6,300,000 | ' | ' | ' | ' |
Maximum severance payments | ' | ' | ' | $3,000,000 | ' | ' | ' | ' | ' |
Equity_Details
Equity (Details) (USD $) | 1 Months Ended | 3 Months Ended |
Feb. 28, 2014 | Mar. 31, 2014 | |
Class of Stock [Line Items] | ' | ' |
Repurchase of common stock | ' | $8,040,000 |
Common Stock [Member] | ' | ' |
Class of Stock [Line Items] | ' | ' |
Authorized repurchase amount | 25,000,000 | ' |
Repurchase of common stock (in shares) | ' | 388,000 |
Repurchase of common stock | ' | $8,000,000 |
Subsequent_Event_Details
Subsequent Event (Details) (USD $) | 3 Months Ended | 1 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Jun. 30, 2014 | Apr. 25, 2014 | |
Sotera [Member] | Sotera [Member] | |||
Scenario, Forecast [Member] | Subsequent Event [Member] | |||
Subsequent Event [Line Items] | ' | ' | ' | ' |
Proceeds from sale of business | $77,187,000 | $1,343,000 | ' | $4,200,000 |
Gain on sale of business | ' | ' | $1,500,000 | ' |