Collaborative and Other Relationships | Collaborative and Other Relationships University of Pennsylvania In May 2016, we entered into a collaboration and alliance with the University of Pennsylvania (Penn) to advance gene therapy and gene editing technologies. The collaboration will primarily focus on the development of therapeutic approaches that target the eye, skeletal muscle and the central nervous system. The alliance is also expected to focus on the research and validation of next-generation gene transfer technology using adeno-associated virus gene delivery vectors and exploring the expanded use of genome editing technology as a potential therapeutic platform. During the second quarter of 2016, we paid Penn an upfront amount of $20.0 million , which was recorded as research and development expense in our condensed consolidated statements of income, and prepaid research and development expenditures of $15.0 million , which was recorded in investments and other assets in our condensed consolidated balance sheets. We also expect to fund an additional $47.5 million in the aggregate in research and development costs extending over the next three to five years in seven preclinical research and development programs, as well as the exploration of genome-editing technology. If all of the collaboration programs are successful and we exercise all of our options under the Penn collaboration and alliance, we may be required to make future payments of over $2.0 billion in research funding, options and milestone payments, in addition to royalties payable on net sales of products. Swedish Orphan Biovitrum AB In January 2007, we acquired 100% of the stock of Syntonix. Syntonix, now known as Bioverativ Therapeutics Inc. (formerly Biogen Hemophilia Inc.), had previously entered into a collaboration agreement with Swedish Orphan Biovitrum AB (publ) (Sobi) to jointly develop and commercialize Factor VIII and Factor IX hemophilia products, including ELOCTATE and ALPROLIX. Under an amended and restated collaboration agreement, we have commercial rights for North America (the Biogen North America Territory) and for rest of the world markets outside of the Sobi Territory, as defined below (the Biogen Direct Territory). Following its exercise of an option right, Sobi has assumed commercialization rights for ELOCTA, the trade name for ELOCTATE, and ALPROLIX, in substantially all of Europe, Northern Africa, Russia and certain countries in the Middle East (the Sobi Territory). For additional information on our collaboration agreement with Sobi, please read Note 19, Collaborative and Other Relationships to our consolidated financial statements included in our 2015 Form 10-K. Sobi had its first commercial sale of ELOCTA in January 2016. In March 2016, the EC approved the transfer of the marketing authorization for ELOCTA in the E.U. from Biogen to Sobi, making Sobi the marketing authorization holder of ELOCTA in the E.U. As the marketing authorization holder, Sobi assumes full legal responsibility for ELOCTA, from a regulatory perspective, during its entire life cycle in the E.U. As of September 30, 2016 , approximately $151.0 million in expenditures for ELOCTA, net of the $10.0 million escrow payment and other royalty adjustments as described in the table and its footnote (3) below, are reimbursable to us by Sobi under our collaboration agreement due to Sobi's election to assume final development and commercialization of ELOCTA in the Sobi Territory, which is the Opt-In Consideration for ELOCTA. This reimbursement will be recognized by us as royalty revenue in proportion to collaboration revenues, over a ten year period, consistent with the initial patent term of the product. ALPROLIX was approved in the E.U. by the EC in May 2016 and Sobi had its first commercial sale in June 2016. In September 2016, the EC approved the transfer of the marketing authorization for ALPROLIX in the E.U. from Biogen to Sobi, making Sobi the marketing authorization holder of ALPROLIX in the E.U. As the marketing authorization holder, Sobi assumes full legal responsibility for ALPROLIX, from a regulatory perspective, during its entire life cycle in the E.U. As of September 30, 2016 , approximately $129.0 million in expenditures for ALPROLIX, net of the $10.0 million escrow payment and other royalty adjustments as described in the table and its footnote (3) below, are reimbursable to us by Sobi under our collaboration agreement due to Sobi's election to assume final development and commercialization of ALPROLIX in the Sobi Territory, which is the Opt-In Consideration for ALPROLIX. This reimbursement will be recognized by us as royalty revenue in proportion to collaboration revenues, over a ten year period, consistent with the initial patent term of the product. The Opt-In Consideration for each product will be paid by Sobi using a cross-royalty cash payment structure for sales in each company's respective territories as an adjustment to the Base Rate in the table below. Under the collaboration agreement, cash payments are as follows: Rates post Sobi Opt-In (3) Royalty and Net Revenue Share Rates: Method Base Rate following 1st commercial sale in the Sobi Territory: Rate during the Reimbursement Period: Sobi rate to Biogen on net sales in the Sobi Territory Royalty 12% Base Rate Biogen rate to Sobi on net sales in the Biogen North America Territory Royalty 12% Base Rate Biogen rate to Sobi on net sales in the Biogen Direct Territory Royalty 17% Base Rate Biogen rate to Sobi on net revenue (1) from the Biogen Distributor Territory (2) Net 50% Base Rate (1) Net revenue represents Biogen’s pre-tax receipts from third-party distributors, less expenses incurred by Biogen in the conduct of commercialization activities supporting the distributor activities. (2) The Biogen Distributor Territory represents Biogen territories where sales are derived utilizing a third-party distributor. (3) A credit will be issued to Sobi against its reimbursement of the Opt-in Consideration for each product in an amount equal to the difference in the rate paid by Biogen to Sobi on sales in the Biogen territories for certain periods prior to the first commercial sale in the Sobi Territory versus the rate that otherwise would have been payable on such sales. We are recording revenue at the effective royalty rate expected over the term of the agreement of approximately 14% and recording cost of sales at the effective royalty rate expected over the term of the agreement of approximately 11% . If the reimbursement of the Opt-in Consideration has not been achieved within six years of the first commercial sale of such product, we maintain the right to require Sobi to pay any remaining balances due to us within 90 days of the six year anniversary date of the first commercial sale. Following the anticipated spin-off of our hemophilia business, we expect our collaboration agreement with Sobi to continue with Bioverativ, an independent, publicly traded company. For additional information about the proposed spin off, please see Note 1, Summary of Significant Accounting Policies . AbbVie We have a collaboration agreement with AbbVie aimed at advancing the development and commercialization of ZINBRYTA in MS. During the nine months ended September 30, 2016 , we made milestone payments to AbbVie of $32.0 million related to the regulatory approval of ZINBRYTA, of which $20.0 million was due for regulatory approval in the U.S. and $12.0 million for approval in the E.U. These payments were recorded as intangible assets in our condensed consolidated balance sheets. Under the agreement, we and AbbVie conduct ZINBRYTA co-promotion activities in the U.S., E.U. and Canadian territories (Collaboration Territory), where development and commercialization costs and profits are shared equally. We are responsible for manufacturing and research and development activities in both the Collaboration Territory and outside the Collaboration Territory and will record these activities within their respective lines in our condensed consolidated statements of income, net of any reimbursement of research and development expenditures received from AbbVie. In the U.S., AbbVie recognizes revenues on sales to third parties and we recognize our 50% share of the co-promotion profits or losses as a component of total revenues in our condensed consolidated statements of income. The collaboration began selling ZINBRYTA in the U.S. in the third quarter of 2016. For the three and nine months ended September 30, 2016 , we recognized a net reduction in revenue of $13.5 million to reflect our share of an overall net loss within the collaboration. In the E.U. and Canada, we recognize revenues on sales to third parties in product revenues, net in our condensed consolidated statements of income. We also record the related cost of revenues and sales and marketing expenses to their respective line items in our condensed consolidated statements of income as these costs are incurred. We reimburse AbbVie for their 50% share of the co-promotion profits or losses in the E.U. and Canada. This reimbursement is recognized in collaboration profit (loss) sharing in our condensed consolidated statements of income. We began to recognize product revenues on sales of ZINBRYTA in the E.U. in the third quarter of 2016. For the three and nine months ended September 30, 2016 , we recognized income of $2.7 million to reflect AbbVie's 50% sharing of net collaboration losses in the E.U. and Canada. Outside of the Collaboration Territory, we are solely responsible for development and commercialization of ZINBRYTA and we will pay a tiered royalty to AbbVie as a percentage of net sales in the low to high teens. Ionis Pharmaceuticals, Inc. Nusinersen In January 2012, we entered into an exclusive, worldwide option and collaboration agreement with Ionis Pharmaceuticals, Inc. (Ionis) under which both companies will develop and commercialize the antisense investigational candidate nusinersen for the treatment of spinal muscular atrophy (SMA). Under the terms of this agreement, we paid Ionis $29.0 million as an upfront payment. During 2014, we amended the agreement to adjust the amount of potential additional payments and terms of the exercise of our opt-in right to license nusinersen, which included providing for additional opt-in scenarios, based on the filing or acceptance of a new drug application (NDA) or marketing authorization application with the FDA or European Medicines Agency (EMA). Consistent with the initial agreement, Ionis remained responsible for conducting the pivotal/Phase 3 trials and we provided input on the clinical trial design and regulatory strategy for the development of nusinersen. In August 2016, we and Ionis announced that nusinersen met the primary endpoint for the interim analysis of the Phase 3 trial evaluating nusinersen in infantile-onset SMA. As a result, during the three months ended September 30, 2016 , we exercised our option to develop and commercialize nusinersen and paid Ionis a $75.0 million license fee in connection with the option exercised. This fee was recognized as research and development expense in our condensed consolidated statements of income during the three months ended September 30, 2016 . During the three and nine months ended September 30, 2016 , we recognized research and development expenses of $25.7 million and $58.9 million , respectively, for clinical trial payments related to the advancement of the program, as compared to $10.6 million and $23.9 million , respectively, in the prior year comparative periods. We may pay Ionis up to approximately $150.0 million in additional milestone payments upon the achievement of certain regulatory milestones as well as a royalty rate in the mid-teens on future sales of nusinersen. Samsung Bioepis Joint Venture Agreement In February 2012, we entered into a joint venture agreement with Samsung BioLogics Co. Ltd. (Samsung Biologics), establishing an entity, Samsung Bioepis, to develop, manufacture and market biosimilar pharmaceuticals. Samsung Biologics contributed 280.5 billion South Korean won (approximately $250.0 million ) for an 85% stake in Samsung Bioepis and we contributed approximately 49.5 billion South Korean won (approximately $45.0 million ) for the remaining 15% ownership interest. Under the joint venture agreement, we have no obligation to provide any additional funding and our ownership interest may be diluted due to financings in which we do not participate. As of September 30, 2016 , our ownership interest is approximately 9% , which reflects the effect of additional equity financings in which we did not participate. We maintain an option to purchase additional stock in Samsung Bioepis that would allow us to increase our ownership percentage up to 49.9% . The exercise of this option is within our control and is based on paying for 49.9% of the total investment made by Samsung Biologics into Samsung Bioepis in excess of what we have already contributed under the agreement plus a rate that will represent their return on capital. Based on our level of influence over Samsung Bioepis, we account for this investment under the equity method of accounting and we recognize our share of the results of operations related to our investment in Samsung Bioepis one quarter in arrears when the results of the entity become available, which is reflected as equity in loss of investee, net of tax in our condensed consolidated statements of income. During the three and nine months ended September 30, 2015 , we recognized a loss on our investment of $6.8 million and $12.5 million , respectively. During 2015, as our share of losses exceeded the carrying value of our investment, we suspended recognizing additional losses and will continue to do so unless we commit to providing additional funding. Commercial Agreement In December 2013, pursuant to our rights under the joint venture agreement with Samsung Biologics, we entered into an agreement with Samsung Bioepis to commercialize, over a 10-year term, three anti-TNF biosimilar product candidates in Europe and in the case of one anti-TNF biosimilar, Japan. Under the terms of this agreement, we have made total upfront and clinical development milestone payments of $46.0 million , all of which have been recorded as a research and development expense in our condensed consolidated statements of income as the programs they relate to had not achieved regulatory approval. We also agreed to make an additional milestone payments of $25.0 million upon regulatory approval in the E.U. for each of the three anti-TNF biosimilar product candidates. During the nine months ended September 30, 2016 , we paid $50.0 million in milestone payments, which have been capitalized in intangible assets, net in our condensed consolidated balance sheet as BENEPALI received regulatory approval in the E.U. in January 2016 and FLIXABI received regulatory approval in the E.U. in May 2016. In July 2016, the EMA accepted Samsung Bioepis' marketing authorisation application (MAA) for SB5, an adalimumab biosimilar candidate referencing HUMIRA. We began to recognize revenue on sales of BENEPALI in the E.U. in the first quarter of 2016 and FLIXABI in the E.U. in the third quarter of 2016. We reflect revenues on sales of BENEPALI and FLIXABI to third parties in product revenues, net in our condensed consolidated statements of income and record the related cost of revenues and sales and marketing expenses in our condensed consolidated statements of income to their respective line items when these costs are incurred. We share 50% of the profit or loss related to our commercial agreement with Samsung Bioepis. This profit share with Samsung Bioepis is recognized in collaboration profit (loss) sharing in our condensed consolidated statements of income. For the three and nine months ended September 30, 2016 , we recognized a net expense of $7.4 million and $1.8 million , respectively, related to the collaboration profit share. Other Services Simultaneous with the formation of Samsung Bioepis, we also entered into a license agreement, a technical development services agreement and a manufacturing agreement with Samsung Bioepis. For the three and nine months ended September 30, 2016 , we recognized $0.4 million and $17.3 million , respectively, in relation to these services as other revenues in our condensed consolidated statements of income, as compared to $10.9 million and $47.0 million , respectively, in the prior year comparative periods. For additional information related to our other significant collaboration arrangements, please read Note 19, Collaborative and Other Relationships to our consolidated financial statements included in our 2015 Form 10-K. |