Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 07, 2016 | Jun. 30, 2015 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | scln | ||
Entity Registrant Name | SCICLONE PHARMACEUTICALS INC | ||
Entity Central Index Key | 880,771 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 49,624,211 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 489,624,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 101,403 | $ 86,228 |
Restricted cash in escrow for SEC settlement (Notes 18 and 22) | 12,826 | |
Accounts receivable, net of allowances of $594 and $998 as of December 31, 2015 and 2014, respectively | 39,363 | 40,268 |
Inventories | 10,976 | 10,703 |
Short-term investments | 75 | |
Prepaid expenses and other current assets | 3,654 | 2,597 |
Deferred tax assets | 299 | 326 |
Total current assets | 168,521 | 140,197 |
Property and equipment, net | 2,651 | 1,848 |
Goodwill | 32,979 | 34,521 |
Other assets | 12,468 | 5,265 |
Total assets | 216,619 | 181,831 |
Current liabilities: | ||
Accounts payable | 4,495 | 5,311 |
Accrued and other current liabilities | 32,151 | 20,536 |
Deferred revenue | 174 | 596 |
Total current liabilities | 36,820 | 26,443 |
Other long-term liabilities | $ 87 | $ 114 |
Commitments and contingencies (Notes 10 and 18) | ||
Stockholders' equity: | ||
Preferred stock; $0.001 par value; 10,000,000 shares authorized; no shares issued and outstanding | ||
Common stock; $0.001 par value; 100,000,000 shares authorized; 49,533,835 and 49,948,897 shares issued and outstanding as of December 31, 2015 and 2014, respectively | $ 50 | $ 50 |
Additional paid-in capital | 296,086 | 287,108 |
Accumulated other comprehensive income | 2,070 | 3,264 |
Accumulated deficit | (118,494) | (135,148) |
Total stockholders' equity | 179,712 | 155,274 |
Total liabilities and stockholders' equity | $ 216,619 | $ 181,831 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Consolidated Balance Sheets [Abstract] | ||
Allowance for doubtful accounts | $ 594 | $ 998 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 49,533,835 | 49,948,897 |
Common stock, shares outstanding | 49,533,835 | 49,948,897 |
Consolidated Statements Of Inco
Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Net revenues: | |||
Product sales, net | $ 154,329 | $ 131,973 | $ 99,414 |
Promotion services | 2,928 | 2,817 | 27,644 |
Total net revenues | 157,257 | 134,790 | 127,058 |
Operating expenses: | |||
Cost of product sales | 22,348 | 23,002 | 17,668 |
Sales and marketing | 53,961 | 48,477 | 55,240 |
Research and development | 12,314 | 14,581 | 8,044 |
General and administrative | 27,897 | 22,746 | 32,496 |
Restructuring charges | 1,181 | ||
SEC settlement expense (Notes 18 and 22) | 10,826 | 2,000 | |
Total operating expenses | 127,346 | 108,806 | 116,629 |
Income from operations | 29,911 | 25,984 | 10,429 |
Non-operating income (expense): | |||
Interest and investment income | 869 | 161 | 85 |
Interest and investment expense | (48) | (103) | |
Other (expense) income, net | (510) | 280 | 2,795 |
Income before provision for income tax | 30,270 | 26,377 | 13,206 |
Provision for income tax | 807 | 1,169 | 2,242 |
Net income | $ 29,463 | $ 25,208 | $ 10,964 |
Basic net income per share | $ 0.59 | $ 0.49 | $ 0.20 |
Diluted net income per share | $ 0.56 | $ 0.48 | $ 0.20 |
Weighted average shares used in computing: | |||
Basic net income per share | 49,797 | 51,277 | 53,587 |
Diluted net income per share | 52,173 | 52,684 | 54,936 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Consolidated Statements Of Comprehensive Income [Abstract] | |||
Net income | $ 29,463 | $ 25,208 | $ 10,964 |
Other comprehensive income, net of income tax: | |||
Unrealized loss and foreign currency translation arising during the period on foreign currency denominated available-for-sale securities | (4) | ||
Reclassification adjustment for losses included in net income | 71 | ||
Net change | 67 | ||
Foreign currency translation | (1,194) | (912) | 1,121 |
Total other comprehensive income (loss) | (1,194) | (912) | 1,188 |
Total comprehensive income | $ 28,269 | $ 24,296 | $ 12,152 |
Consolidated Statements Of Stoc
Consolidated Statements Of Stockholders’ Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2012 | $ 54 | $ 274,387 | $ 2,988 | $ (134,407) | $ 143,022 |
Balance, shares at Dec. 31, 2012 | 54,484,000 | ||||
Net income | 10,964 | 10,964 | |||
Other comprehensive income (loss) | 1,188 | 1,188 | |||
Escrow shares received in settlement and immediately retired | (1,866) | (1,866) | |||
Escrow shares received in settlement and immediately retired, shares | (342,000) | ||||
Issuance of common stock from exercise of stock options, restricted stock units, and employee stock purchase plan, net | 1,705 | 1,705 | |||
Issuance of common stock from exercise of stock options, restricted stock units, and employee stock purchase plan, net, shares | 634,000 | ||||
Compensation related to stock-based awards | 4,101 | 4,101 | |||
Repurchase of common stock | $ (2) | (12,517) | $ (12,519) | ||
Repurchase of common stock, shares | (2,404,000) | (2,404,034) | |||
Balance at Dec. 31, 2013 | $ 52 | 278,327 | 4,176 | (135,960) | $ 146,595 |
Balance, shares at Dec. 31, 2013 | 52,372,000 | ||||
Net income | 25,208 | 25,208 | |||
Other comprehensive income (loss) | (912) | (912) | |||
Issuance of common stock from exercise of stock options, restricted stock units, and employee stock purchase plan, net | $ 2 | 5,212 | 5,214 | ||
Issuance of common stock from exercise of stock options, restricted stock units, and employee stock purchase plan, net, shares | 1,399,000 | ||||
Compensation related to stock-based awards | 3,569 | 3,569 | |||
Repurchase of common stock | $ (4) | (24,396) | $ (24,400) | ||
Repurchase of common stock, shares | (3,822,000) | (3,822,434) | |||
Balance at Dec. 31, 2014 | $ 50 | 287,108 | 3,264 | (135,148) | $ 155,274 |
Balance, shares at Dec. 31, 2014 | 49,949,000 | ||||
Net income | 29,463 | 29,463 | |||
Other comprehensive income (loss) | (1,194) | (1,194) | |||
Issuance of common stock from exercise of stock options, restricted stock units, and employee stock purchase plan, net | $ 2 | 4,390 | 4,392 | ||
Issuance of common stock from exercise of stock options, restricted stock units, and employee stock purchase plan, net, shares | 1,111,000 | ||||
Compensation related to stock-based awards | 4,588 | 4,588 | |||
Repurchase of common stock | $ (2) | (12,809) | $ (12,811) | ||
Repurchase of common stock, shares | (1,526,000) | (1,526,306) | |||
Balance at Dec. 31, 2015 | $ 50 | $ 296,086 | $ 2,070 | $ (118,494) | $ 179,712 |
Balance, shares at Dec. 31, 2015 | 49,534,000 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating activities: | |||
Net income | $ 29,463 | $ 25,208 | $ 10,964 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Non-cash expense related to stock-based compensation | 4,441 | 3,465 | 4,007 |
Non-cash escrow share settlement | (1,866) | ||
Provision for doubtful accounts | 541 | 2,540 | |
Provision for expiring inventory | 2,099 | ||
Depreciation and amortization | 931 | 852 | 860 |
Loss on maturity of available-for-sale investment | 75 | ||
Loss on disposal of fixed assets | 3 | 26 | 17 |
Deferred income taxes | 12 | (321) | 191 |
Changes in operating assets and liabilities: | |||
Accounts receivable, net | 306 | (3,276) | (3,999) |
Inventories | 1,432 | 5,382 | (4,685) |
Prepaid expenses and other assets | (1,020) | (277) | (202) |
Restricted cash in escrow for SEC settlement (Notes 18 and 22) | (12,826) | ||
Accounts payable | (2,295) | (5,485) | (134) |
Accrued and other current liabilities | 11,997 | (414) | (1,006) |
Deferred revenue | (422) | 340 | 2,873 |
Other long-term liabilities | (56) | 10 | (133) |
Net cash provided by operating activities | 32,507 | 27,609 | 9,502 |
Investing activities: | |||
Proceeds from the maturity of available-for-sale securities or short-term investments | 75 | 379 | |
Loans to third party (Note 6) | (7,250) | (4,751) | |
Purchases of property and equipment | (1,835) | (1,452) | (324) |
Net cash (used in) provided by investing activities | (9,010) | (6,203) | 55 |
Financing activities: | |||
Repurchase of common stock including commissions | (12,811) | (24,400) | (12,519) |
Repayment of credit facilities | (1,620) | (2,035) | |
Proceeds from borrowing on credit facilities | 2,196 | ||
Decrease in restricted cash related to loan facility | 2,300 | ||
Proceeds from issuances of common stock, net | 4,392 | 5,214 | 1,705 |
Net cash used in financing activities | (8,419) | (20,806) | (8,353) |
Effect of exchange rate changes on cash and cash equivalents | 97 | (175) | 371 |
Net increase in cash and cash equivalents | 15,175 | 425 | 1,575 |
Cash and cash equivalents, beginning of period | 86,228 | 85,803 | 84,228 |
Cash and cash equivalents, end of period | 101,403 | 86,228 | 85,803 |
Supplemental disclosure of cash flow information: | |||
Net income taxes paid related to foreign operations | $ 1,509 | 944 | 2,237 |
Interest and unused line fees paid related to borrowings | $ 48 | $ 81 |
The Company And Summary Of Sign
The Company And Summary Of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |
The Company And Summary Of Significant Accounting Policies | Note 1 — The Company and Summary of Significant Accounting Policies Description of Business SciClone Pharmaceuticals, Inc. (“SciClone” or the “Company”), incorporated in 1990, is a United States (“US”)-headquartered, China-focused, specialty pharmaceutical company with a substantial commercial business in China and a product portfolio of therapies for oncology and infectious diseases. The Company’s lead product, ZADAXIN ® (thymalfasin) is approved in over 30 countries and may be used for the treatment of hepatitis B (HBV), hepatitis C (HCV), and certain cancers according to the local regulatory approvals , and for use as an immune system enhancer . In addition to ZADAXIN, SciClone markets approximately 7 partnered and in-licensed products in China. SciClone is also pursuing the registration of several other therapeutic products in China. Presentation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated from the consolidated financial statements. Use of Estimates The preparation of financial statements in conformity with US generally accepted accounting principles requires management to make informed estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ materially from those estimates. Cash Equivalents and Investments Cash equivalents consist of highly liquid investments with original maturities of three months or less on the date of purchase. The Company records its investments at fair value, as determined by available information on the consolidated balance sheet date. The Company’s investment portfolio as of December 31, 2015 consisted of money market funds that were included in cash and cash equivalents. Unrealized gains or losses on available-for-sale securities are included in accumulated other comprehensive income on the consolidated balance sheets. Realized gains and losses and declines in value judged to be other-than-temporary on available-for-sale securities are included in earnings. The amortized cost of securities is adjusted for amortization of premiums and accretion of discounts to maturity and is included in earnings. The cost of securities sold is based on the specific identification method. Available-for-sale investments are evaluated for impairment each reporting period. An investment is considered impaired if the fair value of the investment is less than its cost. If, after consideration of all available evidence to evaluate the realizable value of its investment, impairment is determined to be other-than-temporary, then an impairment loss is recognized in the consolidated statement of income. No such losses were recorded in the periods presented. Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Fair value measurements are based on a three-tier hierarchy that prioritizes the inputs used to measure fair value. The three levels of input are: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Where quoted prices are available in an active market, the Company determines fair value based on quoted market prices, and classifies these values in level 1 of the valuation hierarchy. If quoted market prices are not available, fair values are based on observable inputs such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities and are classified in level 2 of the valuation hierarchy. When quoted prices and observable inputs are unavailable, fair values are based on cash flow models and are classified in level 3 of the valuation hierarchy. The cash flow models use inputs specific to the asset or liabilities including estimates for interest rates and discount rates including yields of comparable traded instruments adjusted for illiquidity and other risk factors, amount of cash flows and expected holding periods of the assets and liabilities. These inputs reflect the Company’s assumptions about the assumptions market participants would use in pricing the assets and liabilities including assumptions about risk developed based on the best information available in the circumstances. The Company’s assessment of the significance of a particular input to the fair value measurements requires judgment, and may materially affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy. Other financial instruments, including accrued short-term liabilities, are carried at cost, which the Company believes approximates fair value because of the short-term maturity of these instruments. Concentration of Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents, investments, accounts receivable and loans receivable. The Company is exposed to credit risk in the event of default by the institutions holding the cash, cash equivalents and investments, and by customers and partners in the event of default by the customer or partner to pay the amounts due to the Company on receivables and loans receivables, respectively, to the extent of the amounts recorded on the consolidated balance sheet. Most of the Company’s cash and cash equivalents are held by financial institutions that the Company believes are of high credit quality. At times, deposits may exceed government insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. In China, pharmaceutical products are imported and distributed through a tiered method of distribution. For the Company’s proprietary product ZADAXIN, the Company manufactures its product using its US and European contract manufacturers, and it generates its product sales revenue through sales of ZADAXIN products to Sinopharm Holding Lingyun Biopharmaceutical (Shanghai) Co. Limited (“Sinopharm”). Sinopharm acts as an importer, and also as the top “tier” of the distribution system (“Tier 1”) in China. The Company’s ZADAXIN sales occur when the importer purchases product from the Company, without any right of return except for replacement of product in the events of damaged product or quality control issues. As the Company bears risk of loss until delivery has occurred, revenue is not recognized until the shipment reaches its destination. After the Company’s sale of ZADAXIN to the importer, Sinopharm clears products through China import customs, sells directly to large hospitals and holds additional product it has purchased in inventory for sale to the next tier in the distribution system. The second-tier (“Tier 2”) distributors are responsible for the further sale and distribution of the products they purchase from the importer, either through sales of product directly to the retail level (hospitals and pharmacies), or to third-tier (“Tier 3”) local or regional distributors who, in turn, sell products to hospitals and pharmacies. The Company’s other product sales revenues result from the sale of the Company’s in-licensed products to importing agents and distributors. Promotion services revenues result from fees received for exclusively promoting products for certain pharmaceutical partners. These importing agents, distributors and partners are the Company’s customers. Customers that exceeded 10% of the Company’s total net revenue and related to our China segment were as follows: For the Year Ended December 31, 2015 2014 2013 Customer A 97% 94% 75% Customer B — — 20% Product sales of $146.1 million or 95% , $126.1 million or 96% , and $96.3 million or 97% , for the years ended December 31, 2015, 2014 and 2013, respectively, related to sales of ZADAXIN. As of December 31, 2015, approximately $ 38.3 million, or 96 %, of the Company's gross accounts receivable was attributable to one customer, Sinopharm, in China. The Company generally does not require collateral from its customers. The Company maintains reserves for potential credit losses and such actual losses may vary significantly from its estimates. The Company currently relies on two suppliers to provide key components to its ZADAXIN manufacturing supply. Although there are a limited number of manufacturers who would be able to meet the requirements to manufacture these components, the Company believes that other suppliers could provide similar components on comparable terms. A change in suppliers, however, could cause a delay in manufacturing and a possible loss of sales, which would affect operating results adversely. Per the Company’s previous contractual arrangement with Sinopharm through December 31, 2015, and a renewed contractual arrangement with Sinopharm (the Company’s sole distributor for ZADAXIN in China) which took effect January 1, 2016, the Company’s sales of ZADAXIN to Sinopharm have been and continue to be denominated in US dollars. However, the established importer price may be adjusted quarterly based upon exchange rate fluctuations between the US dollar and Chinese Yuan Renminbi (“RMB”) . A significant portion of the Company’s other revenues and expenses are denominated in RMB and a significant portion of the Company’s assets and liabilities are denominated in RMB and are exposed to foreign exchange risk. In recent months, the RMB has experienced devaluation. Such devaluation may negatively affect the US dollar value of revenues, albeit on a lagging basis, pursuant to the periodic adjustments described above. RMB is not freely convertible into foreign currencies. In China, foreign exchange transactions are required by law to be transacted only by authorized financial institutions at the exchange rates quoted by People’s Bank of China. Remittances in currencies other than RMB by the Company in China require certain supporting documentation in order to affect the remittance. Accounts Receivable Reserve The Company records a receivable reserve based on a specific review of its overdue invoices. The Company’s estimate for a reserve is determined after considering its existing contractual payment terms, payment patterns of its customers and individual customer circumstances, the age of any outstanding receivables and its current customer relationships. Accounts receivable are charged off at the point when they are considered uncollectible. As of December 31, 2015, the Company had a receivable reserve of $0.6 million. In October 2014, the Company’s subsidiary, SciClone Pharmaceuticals International China Holding Ltd (“SPIL China”) executed an agreement with a particular customer providing for settlement of a $3.0 million receivable balance. The terms of the settlement agreement resulted in the write-off of $1.1 million in previously fully reserved accounts receivable with an equivalent charge-off of the allowance for bad debt, which had no impact on net income in 2014. Of the remaining $1.9 million receivable balance, $0.4 million and $1.0 million were collected in 2015 and 2014, respectively, per the terms of the settlement agreement, and these gains on recovery were recorded as reductions to general and administrative expense for the years ended December 31, 2015 and 2014, respectively. As of December 31, 2015, a balance of $0.5 million remained uncollected from the same customer but remained fully reserved. The Company recognized $0.5 million of bad debt expense in general and administrative expense during the first quarter of 2015 related to past due receivables from another customer, due to uncertainty regarding the collectability of the customer’s outstanding receivable balance. The Company wrote-off the $0.5 million of past due accounts receivable from this customer during the fourth quarter of 2015 as uncollectible. Inventories Inventories consist of raw materials, work in progress and finished goods products. Inventories are valued at the lower of cost or market (net realizable value), with cost determined on a first-in, first-out basis, and include amounts related to materials, labor and overhead. The Company periodically reviews the inventory in order to identify excess and obsolete items. If obsolete or excess items are observed and there are no alternate uses for the inventory, the Company will record a write-down to net realizable value in the period that the impairment is first indicated. During the years ended December 31, 2015, 2014, and 2013, the Company recorded inventory write-downs of $0 , $2.1 million, and $0 , respectively, principally related to carrying value reductions for excess Aggrastat ® product. As of December 31, 2015, there was zero remaining Aggrastat product in inventory following a discontinuation of the product. (Refer to Note 17 for further information regarding the discontinuation of Aggrastat.) Property and Equipment Property and equipment is stated at cost, less accumulated depreciation. Depreciation is recorded over the estimated useful lives of the respective assets on the straight-line basis. Office furniture and fixtures are generally amortized over five years, office equipment and computer software are generally amortized over three years, and the Company’s vehicle is being amortized over four years. Leasehold improvements are amortized over the shorter of the estimated useful life or lease term on the straight-line basis. The Company’s policy is to identify and record impairment losses, if necessary, on property and equipment when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. Goodwill The Company accounted for the acquisition of NovaMed Pharmaceuticals, Inc. (“NovaMed”) in 2011 under the acquisition method of accounting in accordance with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 805, Business Combinations . Under the acquisition method of accounting, the total acquisition-date fair value of the assets and liabilities are recognized as of the closing date. The excess of the fair value of the total consideration transferred over the acquisition-date fair value of net tangible and intangible assets and liabilities assumed was allocated to goodwill. Goodwill is tested for impairment at least annually, or whenever events or circumstances occur that indicate impairment might have occurred in accordance with ASC Topic 350, Intangibles — Goodwill and Other . Goodwill relates to the Company’s China segment which focuses on the Company’s primary pharmaceutical distribution market , consisting of the NovaMed business and the legacy China business, which represent a single reporting unit. As of December 31, 2015, 2014 and 2013, the Company tested its goodwill for impairment by quantitatively comparing the fair value of the reporting unit to its carrying amount - step one of the two-step impairment test. The Company bypassed the optional qualitative screening test in proceeding directly to step one of the two-step impairment test. In addition, during the third quarter of fiscal 2013, the Company performed an interim goodwill impairment analysis to determine if the goodwill was impaired as a result of the non-renewal of the Sanofi Aventis S.A. (“ Sanofi”) promotional agreements as of December 31, 2013, by comparing the fair value of the reporting unit to its carrying amount. The Company estimates the fair value of the China reporting unit using a discounted cash flow model. This valuation approach considers a number of factors that include, but are not limited to, expected future cash flows, growth rates, discount rates, and requires the Company to make certain assumptions and estimates regarding industry economic factors and future profitability of the Company’s business. If the Company determines that the carrying value of its reporting unit exceeds its fair value, the Company would then calculate the implied fair value of the reporting unit goodwill as compared to its carrying value to determine the appropriate impairment charge. After completing the Company’s impairment review for the reporting unit during the third quarter of 2013, and as of December 31, 2015, 2014, and 2013, the Company concluded that goodwill was not impaired in any of these years. Loans Receivable Loans receivable are due from a single third party (see Note 6). Loans are initially recorded, and continue to be carried, at unpaid principal balances under “other assets” on the consolidated balance sheet. Carried balances are subsequently adjusted for payments of principal or adjustments to the allowance for loan losses to account for any impairment. Interest income is recognized over the term of the loans and is calculated using the simple-interest method, as the loans do not have associated premium or discount. If the loans were to experience impairment, interest income would not be recognized unless the likelihood of further loss was remote. Although the measurement basis is unpaid principal (as adjusted for subsequent payments or impairment), not fair value, the loans receivable would qualify as Level 3 measurements under the fair value hierarchy due to the presence of significant unobservable inputs related to the counterparty, which is a private entity. Management considers impairment to exist when, based on current information or factors (such as payment history, value of collateral, and assessment of the counterparty’s current creditworthiness), it is probable that principal and interest payments will not be collected according to the contractual agreements. Management considers a loan payment delinquent when not received by the due date. As of December 31, 2015 and 2014, management concluded the loans receivable were not impaired, and there was no allowance for loan losses. Accrued Expenses The Company makes estimates of its accrued expenses as of each balance sheet date in its consolidated financial statements based on facts and circumstances known to them. Examples of estimated accrued expenses include fees paid to contract research organizations and investigative sites in connection with clinical trials, fees paid to contract manufacturers in connection with the production of materials, and professional services. The Company periodically confirms the accuracy of its estimates with s elected service providers and makes adjustments, if necessary, in the periods identified. Expenses related to clinical trials charged to research and development expense generally are accrued based on estimates of work performed or the level of patient enrollment and activities according to the protocols and agreements. The Company makes adjustments, if necessary, in the periods identified to reflect actual levels of work performed, and such adjustments have historically not been material. T he financial terms of these agreements are subject to negotiation and vary from contract to contract and may result in uneven payment flows. Payments under certain contracts depend on factors such as the achievement of certain events, the successful enrollment of patients, and the completion of portions of the clinical trial or similar conditions. The objective of the Company’s accrual policy is to match the recording of expenses to the actual services received and efforts expended. The Company monitors planned protocols, work performed, patient enrollment levels and related activities to the extent possible and adjusts estimates accordingly. The Company records as liabilities estimated amounts for litigation, claims or other legal actions that are probable and can be reasonably estimated. The likelihood of a material change in these estimated reserves is dependent on the possible outcome of settlement negotiations, regulatory or judicial review and the development of facts and circumstances in extended litigation which could change claims or assessments when both the amount and range of loss on some outstanding litigation is uncertain. The Company discloses in the footnotes to the financial statements when it is unable to make a reasonable estimate of a material liability that is reasonably possible to result from unfavorable outcomes. As events occur, the Company assesses the potential liability related to any pending litigation, claims or other legal actions and adjusts its estimates accordingly. Such adjustments could materially impact its financial statements. Foreign Currency Translation The Company translates the assets and liabilities of its foreign subsidiaries stated in local functional currencies to US dollars at the rates of exchange in effect at the end of the period. Revenues and expenses are translated using average rates of exchange in effect during the period. Goodwill, and certain other balances, are generally recorded in the local currency which is the functional currency of the Company’s subsidiaries located in China. As a result, the carrying value of goodwill and certain other balances may fluctuate with the value of the RMB as compared to the US dollar. Gains and losses from the translation of financial statements denominated in foreign currencies are included as a separate component of accumulated other comprehensive income in the statement of stockholders' equity. The Company records foreign currency transactions at the exchange rate prevailing at the date of the transaction with resultant gains and losses being included in results of operations. Foreign currency transaction losses were $ 0.4 million for the year ended December 31, 2015. For the years ended December 31, 2014 and 2013, foreign currency transaction gains and losses were not significant. Revenue Recognition The Company recognizes revenue when persuasive evidence of an arrangement exists, services have been rendered or delivery has occurred, the price to the buyer is fixed or determinable and collectability is reasonably assured. Product Revenue. The Company recognizes product revenue from selling manufactured ZADAXIN product at the time of delivery. Sales of ZADAXIN to Sinopharm are recognized upon the arrival of a shipment to its destination when title and risk of loss to the product are transferred. The Company also earns product revenue from purchasing medical products from pharmaceutical companies and selling them directly to importers or distributors. The Company recognizes revenue related to these products based on the “sell-in” method, when the medical products have been delivered to the importers or distributors. Payments by the importing agents and distributors are not contingent upon sale to the end user by the importing agents or distributors . Promotion Services Revenue. The Company recognizes promotion services revenue after designated medical products are delivered to the distributors as specified in a promotion services contract, which marks the period when marketing and promotion services have been rendered and the revenue recognition criteria are met. Per the Company’s arrangement with Sanofi, the Company was required to return or refund a portion of promotion services fees received during interim periods if defined annual sales targets were not achieved. Under the Company’s agreements with this customer, if an agreement was terminated, and provided such targets had been met on a “pro rata” basis at the date of contract termination, the Company was entitled to retain the amounts paid. Due to the ability to retain amounts paid upon contract termination, provided applicable targets had been met on a “pro rata” basis at any interim date, the Company elected to recognize revenue during interim periods without reduction for amounts subject to refund based on Method 2 of Accounting Standards Codification 605-20-S99-1, “Accounting for Management Fees Based on a Formula.” The Company’s promotion agreements with Sanofi, consisting of individual promotional agreements for certain pharmaceutical products and supplementary agreements extending the terms thereof, were not renewed and expired on December 31, 2013. NovaMed Pharmaceuticals (Shanghai) Co. Ltd. (“NovaMed Shanghai”) and Sanofi negotiated a settlement of certain amounts in dispute, effective July 14, 2014, and NovaMed Shanghai received approximately 22 million RMB (approximately $3.5 million) in August 2014 as final payment from Sanofi. The terms of the settlement resulted in the recognition of promotion services revenue for the second quarter of 2014 of approximately $0.2 million of Sanofi revenue that had been deferred in the fourth quarter of 2013. The remaining approximately $2.6 million of deferred revenue originally recorded during the fourth quarter of 2013 , was reversed with an equivalent write-down of accounts receivable. This contemporaneous write-down of accounts receivable and deferred revenue had no impact on net income during the second quarter of 2014 or the year ended December 31, 2014. Revenue Reserve: The Company generally maintains a revenue reserve for product returns based on estimates of the amount of product to be returned by its customers which are based on historical patterns, analysis of market demand and/or a percentage of sales based on industry trends, and management’s evaluation of specific factors that may increase the risk of product returns. Importing agents or distributors do not have contractual rights of return except under limited terms regarding product quality. However, the Company is expected to replace products that have expired or are deemed to be damaged or defective when delivered. The calculation of the revenue reserve requires estimates and involves a high degree of subjectivity and judgment. As a result of the uncertainties involved in estimating the revenue reserve, there is a possibility that materially different amounts could be reported under different conditions or using different assumptions. As of December 31, 2015 and 2014, the Company’s revenue reserves were $0.1 million on its consolidated balance sheets. The Company evaluates the need for a returns reserve quarterly and adjusts it when events indicate that a change in estimate is appropriate. Changes in estimates could materially affect the Company’s results of operations or financial position. It is possible that the Company may need to adjust its estimates in future periods. Sales Tax and Surcharge Expense Sales taxes and surcharge costs are expensed as incurred and are included in sales and marketing expense. The Company is generally subject to a 5 - 6.42 % business tax and surcharge for services provided related to marketing products under the relevant taxation laws in China. Sales tax and surcharge costs amounted to approximately $3.4 million, $2.5 million, and $ 3.5 million for the years ended December 31, 2015, 2014, and 2013, respectively. Research and Development Expenses Research and development costs are expensed as incurred. These costs include salaries and other personnel-related expenses, including associated stock-based compensation, facility-related expenses, depreciation of facilities and equipment, upfront payments under in-licensing agreements with certain business partners and other license-related fees, and services performed by clinical research organizations and research institutions and other outside service providers. Shipping and Handling Costs Shipping and handling costs incurred for inventory purchases and product shipments are included in cost of product sales for all periods presented. Advertising Expenses Advertising costs are expensed as incurred and are included in sales and marketing expenses for all periods presented. Advertising expenses for the years ended December 31, 2015, 2014, and 2013, were $4.1 million, $ 2.6 million, and $1.1 million, respectively. Legal Costs Legal costs related to loss contingencies are expensed to general and administ rative expense as incurred. Stock-Based Compensation The Company records stock-based compensation costs relating to share-based payment transactions, including stock options, restricted stock units (“RSUs”), performance restricted stock units (“PSUs”) and the employee stock purchase plan (“ESPP”). Stock-based compensation expense for stock options and the employee stock purchase plan is estimated at the date of grant based on the fair value of the award using the Black-Scholes option-pricing model. Stock-based compensation expense for RSUs and PSUs are estimated at the date of grant based on the number of shares granted and the quoted price of the Company’s common stock on the grant date. Stock-based compensation expense values for stock options, RSUs and the ESPP are recognized as expense on a straight-line basis over the requisite service period, net of estimated forfeitures. The stock-based compensation costs that are ultimately expected to vest are recognized as expense ratably (as the awards vest) over the requisite service period, which is generally one or four years for stock options and RSUs and three months for the ESPP. The Company estimates pre-vesting forfeitures at the time of grant by analyzing historical data and revises those estimates in subsequent periods if actual forfeitures differ from those estimates. The total expense recognized over the vesting period will only be for those awards that ultimately vest. The Company recognizes expense related to the PSUs and performance stock options over the implicit service period if it is probable that the performance goals will be achieved. If it is subsequently determined that the performance goals are not probable of achievement, the expense related to the PSUs or performance stock options is reversed. Income Taxes Income taxes are accounted for under the liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets if, based upon the available evidence, it is more-likely-than-not that the deferred tax assets will not be realized. When the Company establishes or reduces the valuation allowance against its deferred tax assets, its provision for income taxes will increase or decrease, respectively, in the period such determination is made. The Company records liabilities related to uncertain tax positions in accordance with the guidance that clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements by prescribing a minimum recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company does not believe any such uncertain tax positions currently pending will have a material adverse effect on its consolidated financial statements, although an adverse resolution of one or more of these uncertain tax positions in any period could have a material impact on the results of operations for that period. The Company’s policy is to recognize interest and penalties related to the liabilities for uncertain tax positions as a component of income tax expense. The amount of accrued interest related to tax positions taken on the Company’s tax returns and included in accrued and other current liabilities was $1.7 million and $1.5 million, as of December 31, 2015 and 2014, respectively. The amount of interest recognized as tax expense related to uncertain tax positions in the consolidated statements of income was $0.2 million, $0.3 million and $0.4 million for the years ended December 31, 2015, 2014 and 2013, respe |
Available-For-Sale Investment
Available-For-Sale Investment | 12 Months Ended |
Dec. 31, 2015 | |
Available-For-Sale Investment [Abstract] | |
Available-For-Sale Investment | Note 2 — Available-for-Sale Investment The Company realized $0.1 million in losses related to the maturity of its Italian state bonds for the year ended December 31, 2013 which were reclassified out of accumulated other comprehensive income and included in non-operating expenses. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | Note 3 — Fair Value Measurements The following tables represent the Company’s fair value hierarchy for its financial assets measured at fair value on a recurring basis (in thousands): Fair Value Measurements as of December 31, 2015 Using Quoted Prices in Significant Active Markets Other Significant for Observable Unobservable Balance Identical Assets Inputs Inputs as of Description (Level 1) (Level 2) (Level 3) December 31, 2015 Money market funds $ 19,678 $ — $ — $ 19,678 Total $ 19,678 $ — $ — $ 19,678 Fair Value Measurements as of December 31, 2014 Using Quoted Prices in Significant Active Markets Other Significant for Observable Unobservable Balance Identical Assets Inputs Inputs as of Description (Level 1) (Level 2) (Level 3) December 31, 2014 Certificate of deposit $ — $ 75 $ — $ 75 Money market funds 19,678 — — 19,678 Total $ 19,678 $ 75 $ — $ 19,753 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2015 | |
Inventories [Abstract] | |
Inventories | Note 4 — Inventories Inventories consisted of the following (in thousands): December 31, 2015 2014 Raw materials $ 3,871 $ 5,009 Work in progress 535 761 Finished goods 6,570 4,933 Total $ 10,976 $ 10,703 As of December 31, 2015 and 2014, the Company had $ 3.3 million and $3.1 million, respectively, in inventory held at distributors related to non –ZADAXIN products. |
Property And Equipment
Property And Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property And Equipment [Abstract] | |
Property And Equipment | Note 5 — Property and Equipment Property and equipment consisted of the following (in thousands) : December 31, 2015 2014 Construction in process $ 18 $ 30 Office equipment 3,172 2,059 Leasehold improvements 1,281 791 Office furniture and fixtures 1,377 1,463 Software 897 763 Vehicle 67 70 Gross property and equipment 6,812 5,176 Less accumulated depreciation (4,161) (3,328) Net property and equipment $ 2,651 $ 1,848 Depreciation expense was $0.9 million for each of the years ended December 31, 2015, 2014, and 2013. |
Loans Receivable
Loans Receivable | 12 Months Ended |
Dec. 31, 2015 | |
Loans Receivable [Abstract] | |
Loans Receivable | Note 6 — Loans Receivable As part of the Company’s May 2013 license and supply agreement with Zensun (Shanghai) Science & Technology Co. Ltd (“Zensun”), the Company previously agreed to loan up to $12 million to Zensun. The entry into the license and supply agreement in the second quarter of 2013, pursuant to which the Company licensed the exclusive rights to promote, market, distribute, and sell Neucardin TM , a chronic heart failure product under development by Zensun (such rights licensed for the People’s Republic of China, Hong Kong and Macao) is more fully described in Note 16. Pursuant to its agreement to loan funds, the Company loaned $12 million to Zensun. The extension of credit and funding to Zensun was accomplished through two of the Company's subsidiaries, SPIL China, and SciClone Pharmaceuticals (China) Ltd. (“SciClone China”). With respect to lender SciClone China, Zensun can make RMB-denominated borrowings for up to RMB 1,550,000 using an entrustment mechanism with a bank as an intermediary. In the third quarter of 2014, SciClone China entered into an entrusted loan agreement for RMB 1,550,000 (approximately US$239,000 as of December 31, 2015) with Zensun, using a major Chinese bank as the lending agent. SciClone China is the principal and ultimately bears the credit risk, not the bank. The loan bears interest at a fixed rate of 7.5% per annum and Zensun is subject to obligations of the borrower as specified in the loan agreements. The loan term is sixty-six months. All outstanding principal and interest balances must be repaid by the maturity date, with prepayments permitted without penalty upon prior notice. With respect to lender SPIL China, Zensun could request US-dollar denominated borrowings up to $11.75 million. As of December 31, 2015, borrowings totaling $11.75 million had been requested by Zensun and paid by SPIL China with $4.5 million lent in the second half of 2014 and $7.25 million lent in the second quarter of 2015. These borrowings bear interest at a fixed rate of 7.5% per annum payable annually in arrears at each interest payment date as defined in the overall loan agreement. These borrowings mature on September 26, 2017 , with an option electable by Zensun to extend for two additional years provided certain conditions are met. All outstanding balances must be repaid by the maturity date, with prepayments permitted without penalty upon prior notice. The proceeds of the separate but related loans are to be used for working capital and general corporate purposes by Zensun. To secure the loans, Zensun pledged its entire equity interest in its subsidiary, Shanghai Dongxin Biochemical Technology Co. Ltd. (whose assets include real property) to SPIL China. Management, on the basis of (i) a creditworthiness evaluation using recent Zensun financial information, (ii) consideration of evidence of the market value of the pledged security indicating such market value exceeded the outstanding loan principal, and (iii) consideration of Zensun’s compliance with the terms of the loans and timely payments of interest, concluded there were no indications of loan impairment at December 31, 2015 or 2014; accordingly, there is no allowance for losses. The two loans are included in “other assets” on the Company’s consolidated balance sheet as of December 31, 2015 and 2014. Interest income on the loans amounted to $0.8 million and $0.1 million for the years ended December 31, 2015 and 2014, respectively, and is included in interest and investment income in the consolidated statements of income. The Company estimates the fair value of the loans receivable approximates $12.7 million as of December 31, 2015, based upon prevailing market rates of interest as published by major Chinese banks. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill [Abstract] | |
Goodwill | Note 7 — Goodwill The following table represents the changes in goodwill for the years ended December 31, 2015, 2014 and 2013 ( in thousands ): Balance as of January 1, 2013 $ 34,313 Translation adjustments 1,044 Balance as of December 31, 2013 $ 35,357 Translation adjustments (836) Balance as of December 31, 2014 $ 34,521 Translation adjustments (1,542) Balance as of December 31, 2015 $ 32,979 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | Note 8 — Accrued Liabilities The following is a summary of accrued liabilities (in thousands) : December 31, 2015 2014 Accrued sales and marketing expenses $ 8,511 $ 5,383 Accrued taxes, tax reserves and interest 4,323 5,208 Accrued compensation and benefits 4,341 4,176 Accrued SEC settlement loss (Notes 18 and 22) 12,826 2,000 Accrued professional fees 1,130 1,819 Accrued license fee — 1,000 Accrued manufacturing costs 444 95 Other 576 855 Total $ 32,151 $ 20,536 |
Escrow Settlement Agreement
Escrow Settlement Agreement | 12 Months Ended |
Dec. 31, 2015 | |
Escrow Settlement Agreement [Abstract] | |
Escrow Settlement Agreement | Note 9 — Escrow Settlement Agreement On October 16, 2012, the Company made a claim against the former stockholders of NovaMed pursuant to the acquisition agreement relating to its acquisition of NovaMed. As a result of the Company’s claim, approximately $1.4 million in cash that was held in escrow and 622,363 shares of the Company’s common stock that were held in escrow were not released to the former NovaMed stockholders pending the outcome of the Company’s claim. The claim related to damages the Company incurred as a result of misrepresentations made by NovaMed regarding various matters, including the estimated product return reserves for Aggrastat product on the date of the acquisition, and related expenses and damages. On July 8, 2013, the Company and the representatives of the former stockholders of NovaMed entered into a “Confidential Escrow Settlement Agreement” pursuant to which the Company retained approximately $0.8 million in cash and 342,300 shares of its common stock, having a combined value of approximately $2.6 million on the settlement date that was recorded to other income during the year ended December 31, 2013. As of December 31, 2013, the Company had canceled and retired the shares. |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies [Abstract] | |
Commitments | Note 10 — Commitments Purchase Obligations Under agreements with certain of the Company’s pharmaceutical partners, the Company is committed to certain annual minimum product purchases where the contract is subject to termination if the annual minimum order is not met. As of December 31, 2015, the Company did not have any material unmet purchase obligations. Leases In May 2007, the Company entered into a non-cancelable operating lease agreement for its corporate headquarters ("the Lease”) effective from July 1, 2007 through June 30, 2014. In September 2008, the Company entered into an amendment to the Lease for additional office space (“the Amendment”) that expired on June 30, 2014. Both the Lease and Amendment contained rent escalations of approximately 4 % and 6 % per year, respectively. In December 2013, the Company entered into a second amendment to the Lease extending the term of the lease for an additional four years through June 30, 2018, with an option to renew for an additional five year period. Beginning on July 1, 2014, the second amendment reduced the amount of leased office space from approximately 21,517 square feet leased to approximately 11,886 square feet. It also reduced the monthly base rent of $ 120,824 to $51,704 in the first year, with rent escalations of approximately 3% per year. In addition, the Company received a rent abatement for the first four months of the extended lease term. The Company is recognizing the rental expense on a straight-line basis over the lease term. Under the terms of the Lease and the Amendment, the Company was provided allowances in the amounts of approximately $ 0.2 million and $ 0.5 million, respectively, towards the cost of its leasehold improvements and as an incentive to rent, respectively. The Company has recorded these allowances as deferred rent which is being amortized over the lease term as a reduction of rent expense. The Lease requires the Company to pay insurance and taxes and its pro-rata share of operating expenses. In June 2014, the Company entered into a non-cancelable operating lease agreement for its primary office space in China (“the China Lease”) for a fixed lease term from October 15, 2014 through April 14, 2018, with options to renew for an additional two years. The Company is recognizing the rental expense on a straight-line basis over the lease term. The leases require the Company to pay insurance and its pro-rata share of operating expenses. The Company also leases other office facilities and equipment outside the US under non-cancelable operating lease agreements. Through May 2014, the Company also subleased certain office facilities to a third party. Rent expense for the years ended December 31, 2015, 2014, and 2013, was $2.1 million, $2.2 million, and $ 2.9 million, respectively, net of sublease income. Future minimum lease payments under non-cancelable facility and equipment operating lease agreements as of December 31, 2015, were as follows (in thousands) : Minimum Lease Year ended: Payments 2016 $ 2,421 2017 2,013 2018 766 2019 — 2020 — $ 5,200 |
Restructuring Charges
Restructuring Charges | 12 Months Ended |
Dec. 31, 2015 | |
Restructuring Charges [Abstract] | |
Restructuring Charges | Note 11 — Restructuring Charges In December 2013, the Company announced a plan to significantly reduce its workforce by approximately 175 employees, from approximately 650 full-time employees, primarily in sales and marketing that were included in the Company's China segment. The restructuring was decided as a result of the non-renewal of the Company’s distribution agreement with Sanofi as of December 31, 2013. The decision resulted in severance-related charges of approximately $1.2 million recognized to restructuring expense in the consolidated statement of income for the year ended December 31, 2013. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes [Abstract] | |
Income Taxes | Note 12 — Income Taxes The Company recorded income tax provisions of $0.8 million, $1.2 million, and $2.2 million, for the years ended December 31, 2015, 2014, and 2013, respectively, related to its operations in China. Tax expense decreased for the years ended December 31, 2015 and 2014, compared to 2013, mainly related to a reduction in the Company’s liabilities (and associated accrued interest) for uncertain tax positions in China due to certain tax years becoming closed to assessment due to the statute of limitations and as a result of lower taxable income related to its China operations. The Company’s statutory tax rate in China was 25 % in 2015, 2014 and 2013. The Company has not recorded any significant US federal or state income taxes for the years ended December 31, 2015, 2014, and 2013. During the fourth quarter of fiscal 2015, the Company repatriated a special dividend distribution of $12.8 million from its foreign subsidiary related to the SEC settlement expense (as further described in Note 18) from the current year earnings and profits of its foreign subsidiaries, which were not part of the cumulative pool of undistributed earnings of foreign subsidiaries as of December 31, 2014. The Company recorded US federal income taxes for this income as a component of the 2015 income tax provision; however, the net effect of the special dividend distribution on the 2015 income tax provision was zero as the incremental taxable income (as well as the nondeductible applicable SEC settlement expenses) were fully offset by deductible operating expenses. The Company determined that as of December 31, 2015, $ 176.2 million of accumulated undistributed earnings of foreign subsidiaries, exclusive of the dividend repatriation which was entirely satisfied out of current year earnings and profits, continues to be indefinitely reinvested outside of the US. Accordingly, taxes have not been provided on this amount of accumulated undistributed earnings. Upon any distribution of accumulated undistributed earnings, the Company may be subject to US federal and state income taxes, although determining the amount is not practicable as it is dependent on a variety of factors, including, but not limited to, the amounts of US tax loss carryforwards and tax credit carryforwards available at the time of the repatriation. Based on the Company’s current liquid resources and future operating plan, it does not need to repatriate undistributed earnings held by foreign subsidiaries accumulated through December 31, 2015. However, to meet future operating needs, the Company does anticipate repatriating a portion of future annual foreign earnings in a forthcoming annual period. The Company plans to accrue for US income taxes on future foreign earnings that it anticipates repatriating from its foreign subsidiaries beginning in 2016. However, the Company has significant accumulated net operating loss and tax credit carryforwards available to offset any tax liability on a dividend distribution from its foreign subsidiaries. The domestic and foreign components of income (loss) before provision for tax for the years ended December 31 are as follows (in thousands) : 2015 2014 2013 Domestic $ (17,017) $ (8,496) $ (17,168) Foreign 47,287 34,873 30,374 Pre-tax income $ 30,270 $ 26,377 $ 13,206 A reconciliation of tax at the statutory federal income tax rate of 34% to the actual tax provision for the years ended December 31 is as follows (in thousands) : 2015 2014 2013 Tax at federal statutory rate $ 10,382 $ 8,968 $ 4,490 Foreign income taxed at different rates (15,210) (10,788) (8,383) Federal tax effect of dividend from foreign subsidiary 4,317 — — Effect of uncertain tax positions (126) 127 297 Change in valuation allowance 1,092 2,672 5,254 Stock-based compensation (86) 2 (87) Non deductible expenses 189 189 670 Other 249 (1) 1 Provision for income tax $ 807 $ 1,169 $ 2,242 The provision for income taxes for the years ended December 31 consisted of the following ( in thousands ): 2015 2014 2013 Federal $ — $ — $ — State 1 1 1 Foreign 793 1,489 2,032 Total current 794 1,490 2,033 Federal — — — State — — — Foreign 13 (321) 209 Total deferred 13 (321) 209 Provision for income tax $ 807 $ 1,169 $ 2,242 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities as of December 31 are as follows ( in thousands ): 2015 2014 Deferred tax assets: Net operating loss carryforwards $ 38,679 $ 37,513 Research and development credit carryforwards 10,650 10,615 Intangibles 382 395 Other 2,692 2,527 Gross deferred tax assets 52,403 51,050 Valuation allowance (52,104) (50,724) Total deferred tax assets 299 326 Deferred tax liabilities: Other — — Total deferred tax liabilities — — Net deferred tax assets $ 299 $ 326 Realization of deferred tax assets is dependent upon the Company generating future taxable income, the timing and amount of which are uncertain. Accordingly, the deferred tax assets have been largely offset by a valuation allowance. The valuation allowance increased by approximately $1.4 million, $3.4 million, and $ 4.4 million, in the years ended December 31, 2015, 2014, and 2013, respectively. Approximately $3.8 million of the valuation allowance relates to benefits associated with stock option deductions that, when recognized, will be credited directly to stockholders' equity. As of December 31, 2015, the Company had US federal net operating loss carryforwards of approximately $ 114.2 million that expire in the years 2020 through 2035 , and US federal research and development, orphan drug and investment tax credit carryforwards of approximately $ 12.2 million that expire in the years 2018 through 2035 . As of December 31, 2015, the Company had approximately $ 52 million in net operating loss carryforwards related to its NovaMed Shanghai subsidiary that expire in the years 2016 through 2020 . As of December 31, 2015, the Company had state net operating loss carryforwards of approximately $ 25.9 million that expire in the years 2016 through 2030 , if not utilized, and state research and development tax credit carryforwards of approximately $ 2.2 million that do not expire. Utilization of the Company’s net operating loss and credit carryforwards may be subject to substantial annual limitation due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. Such annual limitation could result in the expiration of the net operating loss and credit carryforwards before utilization. As of December 31, 2015, the unrecognized tax benefit was $ 5.5 million, of which $ 1.8 million, if recognized would affect the effective tax rate, and $ 3.7 million, if recognized, would be offset by a change in the valuation allowance. Accrued interest associated with the liability for unrecognized tax benefits was $ 1.7 million as of December 31, 2015. A reconciliation of the beginning and ending amount of unrecognized tax benefit for the years ended December 31 is as follows (in thousands): 2015 2014 2013 Balance beginning of period $ 5,876 $ 6,138 $ 6,053 Tax positions related to current year: Additions for current year items 14 32 36 Additions for prior year items — — 88 Lapse of statute of limitations (288) (206) (115) Changes for foreign currency translation (132) (88) 76 Balance end of period $ 5,470 $ 5,876 $ 6,138 Tax years 1995-2015 remain open to examination by the major US taxing jurisdictions to which the Company is subject. The Internal Revenue Service concluded its examinations of the Company’s 2011, 2009 and 2008 US federal tax returns with no additional tax assessments or proposed adjustments relating to taxable income for any years. The Company’s China operations are generally subject to examination under China tax law for a period of five years and those five years remain open for examination. The outcome of income tax examinations is uncertain, and the amounts ultimately paid, if any, on resolution of any issues raised by the taxing authorities may differ materially from the amounts accrued for each year. The Company anticipates that its liability for unrecognized tax benefits will decrease over the next 12 months on account of expiries of statutes of limitations associated with certain tax jurisdictions, and that such decreases will favorably impact the effective tax rate. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | Note 13 — Stockholders’ Equity Stock Award Plans The Company’s 2015 Equity Incentive Plan (the “2015 Plan”) became effective on June 11, 2015 and superseded the 2005 Equity Incentive Plan (the “2005 Plan”) and the 2004 Outside Directors Stock Option Plan (the “2004 Director Plan”), when those plans terminated upon the adoption of the 2015 Plan. The 2015 Plan authorizes the Company to issue up to 6,550,000 shares increased by not more than 3,000,000 additional shares that were subject to options and other awards outstanding under the 2005 Plan and 2004 Director Plan, to the extent that such awards expire or are forfeited for any reason after the effective date of the 2015 Plan. The 2015 Plan permits the grant of incentive stock options, nonstatutory stock options, RSUs, PSUs and other forms of equity compensation. Under the 2015 Plan, options are exercisable upo n conditions determined by the Board of D irectors and expire ten years from the date of grant. Options have exercise prices equal to the grant date fair market value of a share of Company common stock and vest over time, generally four years, or on achievement of certain performance conditions. See Stock-Based Compensation . The Company’s 2005 Plan had authorized up to 13,600,000 shares of common stock for issuance. The 2005 Plan permitted the grant of incentive stock options, nonstatutory stock options, RSUs, PSUs and other forms of equity compensation. Under the terms of the 2005 Plan, options are exercisable upo n conditions determined by the Board of D irectors and expire ten years from the date of grant. Options have exercise prices equal to the grant date fair market value of a share of Company common stock and vest over time, generally four years, or on achievement of certain performance conditions. See Stock-Based Compensation . As of December 31, 2015, no shares of common stock were available for future issuance of new awards under the 2005 Plan. Although the 2005 Plan has terminated, the outstanding stock options relating to it are fully valid and are governed by the terms of the 2005 Plan. The Company’s 2004 Director Plan authorized up to 1,765,000 shares of common stock for issuance. The 2004 Director Plan automatically granted nonqualified stock options to nonemployee directors on their appointment or first election to the Compan y’s Board of D irectors (“Initial Grant”) and annua lly on their reelection to the Board of D irectors at the Company’s Annual Meeting of Stockholders (“Annual Grant”). Under the 2004 Director Plan, options have exercise prices equal to the grant date fair market value of a share of Company common stock and expire ten years from the date of grant. Initial Grants became exercisable in three equal annual installments beginning on the first anniversary of the date of grant, and Annual Grants became exercisable in twelve equal monthly installments from the date of gran t, subject in each case to the D irector’s conti nuous service on the Company’s Board of D irectors. As of December 31, 2015, no shares of common stock were available for future issuance of new awards under the 2004 Director Plan. Although the 2004 Director Plan has terminated, the outstanding stock options relating to it are fully valid and are governed by the terms of the 2004 Director Plan. Certain stock option awards are subject to accelerated vesting if there is a change in control. The Company issues new shares on exercise of stock options, for release of RSUs and PSUs and for issuance of stock under its ESPP. Stock-Based Compensation The following table summarizes the stock-based compensation expenses included in the Company’s consolidated statements of income ( in thousands ): For the Year Ended December 31, 2015 2014 2013 Sales and marketing $ 869 $ 1,031 $ 1,113 Research and development 210 104 122 General and administrative 3,362 2,330 2,772 $ 4,441 $ 3,465 $ 4,007 Compensation cost capitalized in inventory was approximately $ 0.1 million for each of the years ended December 31, 2015, 2014, and 2013. There has been no income tax benefit recognized in the income statement for share-based compensation arrangements as the arrangements relate to an entity with accumulated and ongoing tax net operating losses. Valuation Assumptions The fair value of awards granted under the Company’s stock option and ESPP plans is estimated on the date of grant using the Black-Scholes option valuation model with the following weighted-average assumptions for the years ended December 31: 2015 2014 2013 Risk-free interest rate: Time-based stock options 1.52 % 1.61 % 1.02 % Performance-based stock options N/A N/A 1.22 ESPP 0.07 0.04 0.06 Volatility factor of the market price of the Company's common stock: Time-based stock options 52.08 % 57.96 % 64.12 % Performance-based stock options N/A N/A 63.20 ESPP 53.73 42.50 37.36 Weighted-average expected life (years): Time-based stock options 5.30 5.00 5.10 Performance-based stock options N/A N/A 5.04 ESPP 0.25 0.25 0.25 Dividend yield 0.00 % 0.00 % 0.00 % The risk-free interest rate is based on the US Treasury yield curve in effect at the time of grant. The expected dividend yield is based on the Company’s history and expectations of no dividend payouts. Expected volatility is based on the historical volatility of the Company’s stock. The expected term of options granted is derived from historical data on employee exercises and terminations. Stock Options The following table summarizes stock option activity as of December 31, 2015, 2014 and 2013, and changes during the years then ended are presented below (in thousands, except per share and term amounts) : Options Outstanding Weighted- Weighted- Average Average Number Exercise Remaining Aggregate of Price Per Contractual Intrinsic Shares Share Term (Years) Value Balance as of January 1, 2013 5,998 $ 4.05 6.06 $ 5,575 Options forfeited (966) 5.45 Options granted 1,637 4.76 Options exercised (574) 2.82 Balance as of December 31, 2013 6,095 $ 4.14 5.66 $ 7,199 Options forfeited (705) 5.10 Options granted 1,740 4.85 Options exercised (1,233) 4.43 Balance as of December 31, 2014 5,897 $ 4.17 6.08 $ 27,066 Options forfeited (262) 5.77 Options granted 1,414 8.83 Options exercised (1,022) 4.48 Balance as of December 31, 2015 6,027 $ 5.14 6.07 $ 24,462 Vested and expected to vest after December 31, 2015 5,564 $ 4.97 5.84 $ 23,556 Exercisable as of December 31, 2015 3,600 $ 3.91 4.35 $ 19,030 During 2013, the Company extended the period in which two of the Company’s B oard members could exercise their outstanding vested stock options following the cessation of their service to the Company from ninety days to the second anniversary of the date of cessation of service which was on June 27, 2013. The Company recorded expense of approximately $0.2 million for the year ended December 31, 2013 related to these modifications. In addition, the Company extended the period in which two former employees of the Company could exercise their outstanding vested stock options following the cessation of their service to the Company from ninety days to the one year anniversary of the date of cessation of their services. The Company recorded expense of approximately $0.1 million for the year ended December 31, 2013 related to these modifications. The Company has granted certain performance-based options to purchase shares of the Company’s common stock at an exercise price equal to the closing price of a share of the Company’s common stock as of the grant date. The options will fully vest on meeting a performance goal within an established time frame. If the performance goal is met for the option within the established time frame, the option generally has a ten -year term measured from the date of grant. If the performance goal is not met within the established time frame, the option expires in its entirety. The Company recognizes expense related to a performance-based option over the period of time the Company determines that it is probable that the performance goal will be achieved. If it is subsequently determined that the performance goal is not probable of achievement, the expense related to the performance-based option is reversed. For the years ended December 31, 2015, 2014, and 2013, the Company recognized approximately $20,000 , $0.1 million, and $ 39,000 , respectively, of expense related to performance-based options. The weighted-average fair value of stock options granted for the years ended December 31, 2015, 2014, and 2013, was $4.18 , $2.43 , and $ 2.56 , respectively. The intrinsic value of options at time of exercise was $4.7 million, $2.4 million, and $ 1.3 million, for the years ended December 31, 2015, 2014, and 2013, respectively. The estimated fair value of options vested for the years ended December 31, 2015, 2014, and 2013 was $3.9 million, $3.2 million, and $ 3.8 million, respectively. As of December 31, 2015, unamortized compensation expense related to unvested options was approximately $ 5.5 million, net of forfeitures. The weighted average period over which compensation expense related to these options will be recognized is approximately 2.45 years. Cash received from stock option exercises was $4.6 million, $5.5 million, and $ 1.6 million for the years ended December 31, 2015, 2014, and 2013, respectively. RSUs and PSUs The following table summarizes RSU and PSU activity as of December 31, 2015, 2014, and 2013 and changes during the years then ended are presented below (in thousands) : RSUs and PSUs Outstanding Number Aggregate of Intrinsic Shares Value Balance as of January 1, 2013 260 $ 1,121 Awarded 170 Vested/Released (39) Forfeited (23) Balance as of December 31, 2013 368 $ 1,857 Awarded 7 Vested/Released (212) Forfeited (4) Balance as of December 31, 2014 159 $ 1,393 Awarded 688 Vested/Released (105) Forfeited — Balance as of December 31, 2015 742 $ 6,822 Vested and expected to vest after December 31, 2015 552 $ 5,077 Exercisable as of December 31, 2015 (Vested and deferred) — — The RSUs generally vest 25 % approximately one year after grant date with the remaining shares vesting either approximately annually or quarterly in equal installments over a three -year period, depending on the terms of the grant. The PSUs will vest and be released on meeting specified performance goals (including revenue and product expansion targets) within an established time frame. If the performance goals are not met within the established time frame, the PSUs will expire. The Company recognizes expense related to the PSUs over the implicit service period if it is probable that the performance goals will be achieved. If it is subsequently determined that the performance goals are not probable of achievement, the expense related to the PSUs is reversed. For the years ended December 31, 2015, 2014 and 2013, the Company recorded approximately $0.1 million, $0 and $0 , respectively, of expense related to the PSUs. The weighted average fair value at grant date of the RSUs and PSUs was $8.95 , $4.52 , and $ 4.98 , for the years ended December 31, 2015, 2014, and 2013, respectively. As of December 31, 2015, there was approximately $ 2.5 million of unrecognized compensation cost, net of forfeitures, related to non-vested RSUs and PSUs, which is expected to be recognized over a weighted average remaining period of approximately 2.1 years. ESPP As of December 31, 2015, 1,300,000 shares of the Company’s common stock are reserved for issuance under the Company’s ESPP that expires July 25, 2016 . Under the terms of the ESPP, eligible employees may choose to have up to 15 % of their salary withheld to purchase the Company's common stock and may purchase up to 1,000 shares per offering period. Each offering under the ESPP is for a three -month period. The purchase price of the stock issued under the ESPP will be equal to 85 % of the lower of the fair market value of a share of common stock on the first day of the offering or on the final day of the offering period. As of December 31, 2015, 432,795 shares of common stock were available for issuance under the ESPP. Repurchase of Common Stock The Company’s Board of Directors authorized an $ 80.5 million share repurchase program that expired December 31, 2015 . The Company repurchased and retired 1,526,306 , 3,822,434 , and 2,404,034 , shares at a cost of $12.8 million, $24.4 million, and $ 12.5 million, during the years ended December 31, 2015, 2014, and 2013, respectively. As of December 31, 2015, the Company had repurchased $78.1 million of the $ 80.5 million share repurchase program authorized by the Board for share repurchases. Repurchased shares have been retired and constitute authorized but unissued shares. Upon repurchase, the Company eliminated the par value associated with the retired shares, and the excess price of the repurchase above par value was charged to retained earnings (accumulated deficit). Stockholder Rights Agreement On December 18, 2006, the Company’s Board of Directors declared a dividend distribution of one Preferred Stock Purchase Right (collectively, the “Rights”) for each outstanding share of the Company’s Common Stock, each Right which entitles the registered holder to purchase from the Company one one-thousandth of a share of the Company’s Series D Preferred Stock, $ 0.001 par value, at a price of $ 25.00 pursuant to a Rights Agreement dated as of December 19, 2006, between the Company and Mellon Investor Services LLC (the “Rights Agreement”). The Rights, which will initially trade with the Common Stock, become exercisable when a person or group acquires 15 % or more of the Compan y’s Common Stock without prior B oard approval. In that event, the Rights permit the Company’s stockholders, other than the acquirer, to purchase the Company’s Common Stock having a market value of twice the exercise price of the Rights, in lieu of the Preferred Stock. Alternatively, when the Rights become exercisable, the Company’s Board of Directors may authorize the issuance of one share of the Company’s Common Stock in exchange for each Right that is then exercisable. In addition, in the event of certain business combinations, the Rights permit the purchase of the Common Stock of an acquirer at a 50 % discount. Rights held by the acquirer will become null and void in each case. Prior to a person or group acquiring 15 %, the Rights can be redeemed for $ 0.001 each by action of the Board. The Rights expire on December 19, 2016. The Rights Agreement includes a requirement that a committee of independent directors evaluate the Rights Agreement at least every three years. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Note 14 — Accumulated Other Comprehensive Income (Loss) Changes in the composition of accumulated other comprehensive income (loss) for the years ended December 31, 2015, 2014, and 2013 are as follows ( in thousands ): Foreign Currency Available-for-Sale Translation Investments Total Balances as of January 1, 2013 $ 3,055 $ (67) $ 2,988 Other comprehensive income (loss) before reclassifications 1,121 (4) 1,117 Amounts reclassified out of accumulated other comprehensive income (loss) to other (expense) income, net — 71 71 Net other comprehensive income 1,121 67 1,188 Balances as of December 31, 2013 4,176 — 4,176 Other comprehensive loss (912) — (912) Balances as of December 31, 2014 3,264 — 3,264 Other comprehensive loss (1,194) — (1,194) Balances as of December 31, 2015 $ 2,070 $ — $ 2,070 |
401(k) Plan
401(k) Plan | 12 Months Ended |
Dec. 31, 2015 | |
401(k) Plan [Abstract] | |
401(k) Plan | Note 1 5 — 401(k) Plan The Company has a pre-tax savings plan covering most US employees, which qualifies under Section 401(k) of the Internal Revenue Code. Under the plan, eligible employees may contribute a portion of their pre-tax salary, subject to certain limitations. The Company contributes and matches 50 % of the employee contributions. Company contributions, which can be terminated at the Company's discretion, were approximately $0.2 million , $ 0.1 million, and $ 0.2 million for the years ended December 31, 2015, 2014, and 2013, respectively. |
Licensing Agreements
Licensing Agreements | 12 Months Ended |
Dec. 31, 2015 | |
Licensing Agreements [Abstract] | |
Licensing Agreements | Note 16 — Licensing Agreements Theravance Biopharma, Inc. (“Theravance Biopharma”) In May 2015, Theravance Biopharma granted the Company exclusive development and commercialization rights to VIBATIV ® (telavancin) in China, as well as the Hong Kong SAR, the Macau SAR, Taiwan and Vietnam, in exchange for upfront and regulatory milestone payments totaling $6 million. SciClone will be responsible for all aspects of development and commercialization in the partnered regions, including pre- and post-launch activities and product registration. Theravance Biopharma will sell to SciClone all clinical and commercial product required to develop and commercialize VIBATIV in China and the Company’s other licensed territories. The Medicines Company In December 2014, the Company entered into a strategic partnership for two cardiovascular products in China. The partnership includes an agreement granting SciClone a license and the exclusive rights in China to promote two products of The Medicines Company including Angiomax ® (bivalirudin) for Injection for which a Phase 3 registration trial was completed in China and is currently under review by the China Food and Drug Administration for marketing approval, and Cleviprex ® (clevidipine) Injectable Emulsion, for which a clinical trial application (CTA) for China was filed in 2013. Under the terms of the agreement, SciClone will be responsible for all aspects of commercialization, including pre-and post-launch activities, for both products in the China market (excluding Hong Kong and Macao). SciClone has also agreed to participate in the China registration process for both products. Financial terms of the agreement, in addition to net sales royalties payable to The Medicines Company, include the following additional payments to The Medicines Company: an upfront payment; a product support services fee; and regulatory/commercial success milestone payments of up to an aggregate of $50.5 million. Zensun On May 13, 2013, the Company, through a designated affiliate, entered into a framework agreement with Zensun for the exclusive promotion, marketing, distribution and sale of Neucardin TM in China, Hong Kong and Macao. Neucardin is a novel, first-in-class therapeutic for the treatment of patients with intermediate to advanced heart failure, for which a New Drug Application was submitted to and accepted for review by the China Food and Drug Administration (“CFDA”) in 2012. The China Food and Drug Administration informed Zensun in 2014 that its Phase 2 clinical study data is insufficient, and has asked Zensun to submit a New Drug Application once the ongoing Phase 3 clinical study reaches its endpoints. The Zensun framework agreement provides the principal terms of the arrangement and the two parties have also entered into a supplemental license and supply agreement. Subject to certain conditions, the Company has agreed to make payments of up to $18.5 million to Zensun, consisting of an upfront payment amount and further amounts on the achievement of certain milestones, including the approval of a new drug application for Neucardin™, the granting of a manufacturing license, good manufacturing practices certificate and drug approval number in China. The Company has agreed under certain conditions to make milestone payments to Zensun of $10 million if approval is received for a new device to deliver Neucardin™ and up to $25 million if approval is received for the use of Neucardin™ in additional indications. Zensun will be responsible for manufacture of the product and the Company has agreed to purchase the product exclusively from Zensun for the duration of the agreement. In addition, the Company agreed to provide a collateralized loan to Zensun of up to approximately $12.0 million. Refer to Note 6 “Loans Receivable” for further information on the loans to Zensun. Taiwan Liposome Company (“TLC”) In June 2013, the Company entered into an agreement with TLC granting the Company a license and the exclusive rights in China, Hong Kong and Macao to promote, market, distribute and sell ProFlow ® for the treatment of peripheral arterial disease (“PAD”) and other indications. Under the terms of the agreement, TLC will be responsible for the continued development, including potential clinical trials and regulatory activities, as well as the manufacture and supply of ProFlow, and the Company will be responsible for all aspects of commercialization including pre-and post-launch activities. In November 2014, TLC was notified by the CFDA that ProFlow did not receive clinical trial approval and TLC is in the process of appealing the decision. The agreement provides for the principal terms of the arrangement between SciClone and TLC, and in March 2014, the companies entered into a collaboration and license agreement. Financial terms of the agreement include clinical and regulatory milestone payments and sales milestone payments up to an aggregate of $39.5 million. For the years ended December 31, 2015, 2014 and 2013, the Company recorded upfront and milestone payments totaling $7.5 million, $ 11.0 million and $5.0 million, respectively, in research and development expense related to its licensing arrangements. |
Termination of Collaboration wi
Termination of Collaboration with Cardiome Pharma Corp. (“Cardiome”) | 12 Months Ended |
Dec. 31, 2015 | |
Termination Of Collaboration With Cardiome Pharma Corp. (“Cardiome”) [Abstract] | |
Termination Of Collaboration With Cardiome Pharma Corp. (“Cardiome”) | Note 17 — Termination of Collaboration with Cardiome Pharma Corp. (“Cardiome”) In August 2015, Cardiome, from whom the Company licensed marketing and commercialization rights to the heart medication Aggrastat ® , and the Company mutually agreed to end their collaboration for Aggrastat and terminate the Company’s exclusive distributorship in China for the product, resulting in the Company’s obligation to return all rights to the product to Cardiome. The Company recorded Aggrastat revenues of $1.8 million, $1.1 million, and $0 million for the years ended December 31, 2015, 2014, and 2013, respectively, and the Company does not expect to generate any further Aggrastat revenues. The terms of the agreement include up to $750,000 in transition payments to be received by the Company from Cardiome over approximately a one year period and require Cardiome to repurchase Aggrastat inventory held by the Company at its original purchase price. Transition payments in the amount of $450,000 were collected from Cardiome during the second half of fiscal 2015 and were recorded as a credit to general and administrative expenses. During the fourth quarter of 2015, the Company received $1.1 million from Cardiome for repurchased inventory. The Company recorded the $1.1 million for reimbursement for inventory returned as a reduction in cost of product sales since all of such inventory had previously been written down to zero . For the year ended December 31, 2015, the Company recorded a liability of $0.6 million, and a corresponding offset to revenue and cost of goods sold, related to Aggrastat product due to expire in mid-2016 that it expects to repurchase from its customer in connection with the termination of its agreement with Cardiome. Under the terms of the agreement, Cardiome is not obliged to repurchase this inventory already sold to the Company’s distributors. The Company does not expect to resell this inventory. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Contingencies [Abstract] | |
Contingencies | Note 18 — Contingencies Legal Matters The Company is a party to various legal proceedings and subject to government investigations, as noted in this section below. All legal proceedings and any government investigations are subject to inherent uncertainties, unfavorable rulings or other adverse events which could occur. Unfavorable outcomes could include substantial monetary damages or awards, injunctions or other remedies, and if any of these were to occur, the possibility exists for a material adverse impact on the Company’s business, results of operations, financial position, and overall trends. The Company might also conclude that settling one or more such matters is in the best interests of its stockholders and its business, and any such settlement could include substantial payments. As previously disclosed, since 2010 the SEC and the US Department of Justice (“DOJ”) had each been conducting formal investigations of the Company regarding a range of matters, including the possibility of violations of the Foreign Corrupt Practices Act (“FCPA”), primarily related to certain historical sales and marketing activities with respect to the Company’s China operations. In response to these matters, the Company’s Board appointed a Special Committee of independent directors (the “Special Committee”) to oversee its response to the government inquiry. Based on an initial review, the Special Committee decided to undertake an independent investigation as to matters reflected in and arising from the SEC and DOJ investigations in order to evaluate whether any violation of the FCPA or other laws occurred. The Company previously recorded a charge to operating expenses in the fourth quarter of 2013 in the amount of $2.0 million for the accrual of an estimated loss associated with the SEC and DOJ investigations based on the available information at the time. In the second quarter of 2015, the Company recorded an additional charge to operating expenses of $10.8 million based on an agreement in principle reached with the SEC which had not yet been finalized, bringing the accrued liability to $12.8 million. On October 7, 2015, the Company deposited $12.8 million in an interest-bearing escrow account that it established related to the agreement in principle regarding a proposed settlement of FCPA-related matters with the staff of the SEC, creating a cash restriction at the time of deposit. On February 4 , 2016, the Company announced that it has entered into a settlement agreement with the SEC fully resolving the SEC’s investigation into possible violations of the FCPA . Under the terms of the settlement agreement, in February 2016 the Company paid to the SEC a total of $12. 8 million which was released from its escrow account , including disgorgement, pre-judgment interest and a penalty as final settlement . This payment is in line with the charges the Company previously recorded and disclosed as summarized above . As part of the agreement the Company neither admitted nor denied engagement in any wrongdoing and the Company agreed to give status reports to the SEC for the next three years on its continued remediation and implementation of anti-corruption compliance measures. The DOJ has also completed its related investigation and has declined to pursue any action. NovaMed was a party to a Distribution and Supply Agreement with MEDA Pharma GmbH & Co. KG (“MEDA”). Following the Company’s acquisition of NovaMed, MEDA claimed it had a right to terminate the agreement under a change of control provision. NovaMed does not believe that MEDA had a right of termination under the agreement. NovaMed filed an application for binding arbitration with the China International Economic and Trade Arbitration Commission (“CIETAC”) on July 26, 2012. On April 2, 2014, CIETAC issued the final Award of the Arbitral Tribunal. The Arbitral Tribunal found that MEDA did have a right to terminate the agreement upon a change of control, but that MEDA must make reasonable reimbursement to NovaMed before any product rights are returned to MEDA. The amount that must be paid includes $333,333 as “unjust enrichment” plus an amount for reasonable compensation for such services provided by NovaMed to MEDA. The amount of such payment for services was not determined by the Arbitral Tribunal, but was left to be determined by NovaMed. On April 30, 2014, NovaMed informed MEDA that its determination of reasonable compensation for its services was $3,314,629 , including the $333,333 for unjust enrichment . MEDA made a counter offer and the parties were attempting to resolve the matter without an additional arbitration proceeding. In December 2014, NovaMed filed a “Request for Second Arbitration” with CIETAC in order to enforce its right to compensation. The arbitration case is pending with CIETAC and no hearing has taken place yet. The amount of any final payment to NovaMed remains uncertain, and as such the Company has not recognized it as a gain contingency. |
Credit Facilities
Credit Facilities | 12 Months Ended |
Dec. 31, 2015 | |
Credit Facilities [Abstract] | |
Credit Facilities | Note 19 — Credit Facility In December 2013, the Company’s subsidiary, NovaMed Shanghai entered into a 10.0 million RMB revolving line of credit facility (approximately $1.6 million USD) and a maximum 15.0 million RMB loan facility (approximately $2.4 million USD) with Shanghai Pudong Development Bank Co. Ltd. (“the Credit Facility”) that was secured by its accounts receivable. The Credit Facility bore interest on borrowed funds at the People’s Bank of China 6-month base rate plus 15% ( 6.44% in 2014 and 2013) on outstanding balances. The Credit Facility expired November 30, 2014 , and all amounts borrowed were repaid by the expiration date. For the year ended December 31, 2014, the Company paid interest of approximately $48,000 related to the Credit Facility. |
Segment Information And Geograp
Segment Information And Geographic Data | 12 Months Ended |
Dec. 31, 2015 | |
Segment Information And Geographic Data [Abstract] | |
Segment Information And Geographic Data | Note 20 — Segment Information and Geographic Data The Company reports segment information based on the internal reporting used by management for evaluating segment performance based on management’s estimates of the appropriate allocation of resources to segments. T he Company operates and manages its business primarily on a geographic basis. Accordingly, the Company determined its operating segments and reporting units, which are generally based on the nature and location of its customers, to be 1) China, and 2) Rest of the World, including the US and Hong Kong. The Company evaluates the performance of its operating segments based on revenues and operating income (loss). Revenues for geographic segments are generally based on the location of customers. Operating income (loss) for each segment includes revenues, related cost of sales and operating expenses directly attributable to the segment. Operating income (loss) for each segment excludes non-operating income and expense. Summary information by operating segments is as follows ( in thousands ): For the Year Ended December 31, 2015 2014 2013 Revenue: China $ 151,573 $ 130,311 $ 122,616 Rest of the World (including the US and Hong Kong) 5,684 4,479 4,442 Total net revenues $ 157,257 $ 134,790 $ 127,058 Income (loss) from operations: China $ 52,892 (1) $ 35,630 (3) $ 30,557 (4) Rest of the World (including the US and Hong Kong) (22,981) (2) (9,646) (20,128) (5) Total income from operations $ 29,911 $ 25,984 $ 10,429 Non-operating income (expense): China $ 349 $ 412 $ 233 Rest of the World (including the US and Hong Kong) 10 (19) 2,544 (6) Total non-operating income $ 359 $ 393 $ 2,777 Income (loss) before provision for income tax: China $ 53,241 $ 36,042 $ 30,790 Rest of the World (including the US and Hong Kong) (22,971) (9,665) (17,584) Total income before provision for income tax $ 30,270 $ 26,377 $ 13,206 (1) Operating income for the China segment for the year ended December 31, 2015 includes upfront and milestone payments totaling $ 5.5 million related to the Company’s licensing arrangements. (2) Operating loss for the Rest of the World segment for the year ended December 31, 2015 includes a milestone payment totaling $ 2.0 million related to the Company’s licensing arrangements. Operating loss for the Rest of the World segment also includes $ 10.8 million of expense that the Company recorded for the year ended December 31, 2015 associated with the SEC settlement related to the Company’s investigations with the SEC and DOJ. Refer to Part II, Item 8, Note 18 “ Contingencies ” and Note 22 “ Subsequent Event s ” for further information regarding the SEC and DOJ investigations. (3) Operating income for the China segment for the year ended December 31, 2014 includes upfront payments totaling $11.0 million related to the Company’s licensing arrangements. (4) Operating income for the China segment for the year ended December 31, 2013 includes upfront payments totaling $5.0 million related to the Company’s licensing arrangements and $1.2 million in restructuring charges related to the non-renewal of the Company’s promotional agreements with Sanofi. (5) Operating loss for the Rest of the World segment includes $2.0 million of expense that the Company recorded for the year ended December 31, 2013 to reflect the Company’s estimate of a probable loss incurred related to potential penalties, fines and/or other remedies related to the SEC and DOJ investigations. (6) Non-operating income (expense) for the Rest of the World segment for the year ended December 31, 2013 includes the escrow settlement of $2.6 million recorded to other income . Long-lived assets by operating segment are as follows ( in thousands ): December 31, Long-lived assets: 2015 2014 China $ 46,315 $ 41,092 Rest of the World (including the US and Hong Kong) 1,783 542 Total long-lived assets $ 48,098 $ 41,634 |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2015 | |
Selected Quarterly Financial Data [Abstract] | |
Selected Quarterly Financial Data | N ote 21 — Selected Quarterly Financial Data (unaudited) Three Months Ended (in thousands, except per share amounts) March 31, June 30, September 30, December 31, 2015 2015 2015 2015 Product sales, net $ 33,168 $ 37,202 $ 41,986 $ 41,973 Promotion services revenue 400 744 894 890 Cost of product sales 4,597 5,681 6,853 5,217 (2) Net income (loss) 8,962 (4,022) (1) 11,979 12,544 (2) Basic net income (loss) per share $ 0.18 $ (0.08) $ 0.24 $ 0.25 Diluted net income (loss) per share $ 0.17 $ (0.08) $ 0.23 $ 0.24 Three Months Ended (in thousands, except per share amounts) March 31, June 30, September 30, December 31, 2014 2014 2014 2014 Product sales, net $ 26,064 $ 31,551 $ 33,621 $ 40,737 Promotion services revenue 501 962 666 688 Cost of product sales 4,561 5,011 6,005 7,425 Net income 4,134 9,640 7,915 3,519 (3) Basic net income per share $ 0.08 $ 0.19 $ 0.16 $ 0.07 Diluted net income per share $ 0.08 $ 0.18 $ 0.15 $ 0.07 (1) During the thre e months ended June 30, 2015, the Company recorded upfront payments totaling $5.5 million in research and development expense related to its licensing arrangements. In addition, during the three months ended June 30, 2015, the Company recorded an additional charge of $10.8 million of operating expense , in addition to the $2.0 million charge recorded in the fourth quarter of 2013, to reflect the Company’s total SEC settlement expense incurred related to penalties, fines and/or other remedies related to the SEC and DOJ investigations of $12.8 millio n. Refer also to Notes 18 and 22 for more information on the SEC and DOJ investigations. (2) During the three months ended December 31, 2015, the Company recorded a milestone payment totaling $2.0 million in research and development expense related to its licensing arrangements, and recorded a $1.1 million and $0.3 million reduction to cost of product sales and general and administrative expense, respectively, related to return of inventory and other items as part of its termination of collaboration with Cardiome. Refer also to Note17 for more information related to this termination. (3) During the three months ended December 31, 2014, the Company recorded upfront payments totaling $11.0 million in research and development expense related to its licensing arrangements . |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 22 — Subsequent Event s SEC Settlement and DOJ Investigation Update: On February 4, 2016, the Company announced that it has entered into a settlement agreement with the SEC fully resolving the SEC’s investigation into possible violations of the FCPA. Under the terms of the settlement agreement, in February 2016 the Company paid a total of $12.8 million , including disgorgement, pre-judgment interest and a penalty as final settlement that was released from its restricted escrow account funded in the fourth quarter of 2015. This payment is in line with the charges the Company previously recorded and disclosed as further described in Note 18. As part of the agreement, the Company neither admitted nor denied engagement in any wrongdoing and the Company agreed to give status reports to the SEC for the next three years on its continued remediation and implementation of anti-corruption compliance measures. The DOJ has also completed its related investigation and has declined to pursue any action. Sinopharm Agreement : Effective January 1, 2016, the Company’s new contractual arrangement with its China importer and distributor for ZADAXIN, Sinopharm, will result in the later recognition (relative to practices prevailing through December 31, 2015) of a portion of the Company’s revenue invoiced to Sinopharm related to situations where the provincial tender price is greater relative to a referenced (baseline) tender price . This is due to a mechanism in the new contractual arrangement whereby the customer is invoiced at a lower base price relative to that prevailing in the previous agreement. The lower base price (as well as estimated price compensation payable due to the distributor for situations where the provincial tender price is lower than the referenced (baseline) tender price) will be recorded as revenue after the sale is completed. The distributor will then be invoiced for the portion of the price that may result from situations where the provincial tender price is greater than the referenced (baseline) tender price at a later time, and such amount will be recognized as revenue after the amount has been agreed to with the distributor. This new arrangement may impact quarterly revenue amounts and timing, especially for the first quarter of 2016. |
Schedule II - Valuation And Qua
Schedule II - Valuation And Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Schedule II - Valuation And Qualifying Accounts [Abstract] | |
Schedule II - Valuation And Qualifying Accounts | SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS SCICLONE PHARMACEUTICALS, INC. Receivables and Product Returns Reserves ( in thousands ): Balance at Charges for Deductions for Deductions for Balance at Beginning of Amounts Amounts Amounts End of Period Reserved Recovered Written Off Period Receivables Reserve: Year Ended December 31, 2015 $ (998) $ (541) $ 400 $ 545 $ (594) Year Ended December 31, 2014 $ (3,587) $ — $ 1,500 $ 1,089 $ (998) Year Ended December 31, 2013 $ (1,046) $ (2,541) (1) $ — $ — $ (3,587) Balance at Charges for Deductions for Deductions for Balance at Beginning of Amounts Amounts Amounts End of Period Reserved Recovered Paid Period Reserve for Product Returns: Year Ended December 31, 2015 $ (66) $ (134) $ — $ 66 $ (134) Year Ended December 31, 2014 $ — $ (66) $ — $ — $ (66) Year Ended December 31, 2013 $ (123) $ — $ 123 $ — $ — (1) For the year ended December 31, 2013, the charges for amounts reserved included $2.5 million of general and administrative expense related to bad debt that was uncertain of collection. |
The Company And Summary Of Si31
The Company And Summary Of Significant Accounting Policies (Policy) | 12 Months Ended |
Dec. 31, 2015 | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |
Description Of Business | Description of Business SciClone Pharmaceuticals, Inc. (“SciClone” or the “Company”), incorporated in 1990, is a United States (“US”)-headquartered, China-focused, specialty pharmaceutical company with a substantial commercial business in China and a product portfolio of therapies for oncology and infectious diseases. The Company’s lead product, ZADAXIN ® (thymalfasin) is approved in over 30 countries and may be used for the treatment of hepatitis B (HBV), hepatitis C (HCV), and certain cancers according to the local regulatory approvals , and for use as an immune system enhancer . In addition to ZADAXIN, SciClone markets approximately 7 partnered and in-licensed products in China. SciClone is also pursuing the registration of several other therapeutic products in China. |
Presentation | Presentation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated from the consolidated financial statements. |
Use Of Estimates | Use of Estimates The preparation of financial statements in conformity with US generally accepted accounting principles requires management to make informed estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ materially from those estimates. |
Cash Equivalents And Investments | Cash Equivalents and Investments Cash equivalents consist of highly liquid investments with original maturities of three months or less on the date of purchase. The Company records its investments at fair value, as determined by available information on the consolidated balance sheet date. The Company’s investment portfolio as of December 31, 2015 consisted of money market funds that were included in cash and cash equivalents. Unrealized gains or losses on available-for-sale securities are included in accumulated other comprehensive income on the consolidated balance sheets. Realized gains and losses and declines in value judged to be other-than-temporary on available-for-sale securities are included in earnings. The amortized cost of securities is adjusted for amortization of premiums and accretion of discounts to maturity and is included in earnings. The cost of securities sold is based on the specific identification method. Available-for-sale investments are evaluated for impairment each reporting period. An investment is considered impaired if the fair value of the investment is less than its cost. If, after consideration of all available evidence to evaluate the realizable value of its investment, impairment is determined to be other-than-temporary, then an impairment loss is recognized in the consolidated statement of income. No such losses were recorded in the periods presented. |
Fair Value Of Financial Instruments | Fair Value of Financial Instruments Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Fair value measurements are based on a three-tier hierarchy that prioritizes the inputs used to measure fair value. The three levels of input are: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Where quoted prices are available in an active market, the Company determines fair value based on quoted market prices, and classifies these values in level 1 of the valuation hierarchy. If quoted market prices are not available, fair values are based on observable inputs such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities and are classified in level 2 of the valuation hierarchy. When quoted prices and observable inputs are unavailable, fair values are based on cash flow models and are classified in level 3 of the valuation hierarchy. The cash flow models use inputs specific to the asset or liabilities including estimates for interest rates and discount rates including yields of comparable traded instruments adjusted for illiquidity and other risk factors, amount of cash flows and expected holding periods of the assets and liabilities. These inputs reflect the Company’s assumptions about the assumptions market participants would use in pricing the assets and liabilities including assumptions about risk developed based on the best information available in the circumstances. The Company’s assessment of the significance of a particular input to the fair value measurements requires judgment, and may materially affect the valuation of the assets and liabilities being measured and their placement within the fair value hierarchy. Other financial instruments, including accrued short-term liabilities, are carried at cost, which the Company believes approximates fair value because of the short-term maturity of these instruments. |
Concentration Of Risk | Concentration of Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash, cash equivalents, investments, accounts receivable and loans receivable. The Company is exposed to credit risk in the event of default by the institutions holding the cash, cash equivalents and investments, and by customers and partners in the event of default by the customer or partner to pay the amounts due to the Company on receivables and loans receivables, respectively, to the extent of the amounts recorded on the consolidated balance sheet. Most of the Company’s cash and cash equivalents are held by financial institutions that the Company believes are of high credit quality. At times, deposits may exceed government insured limits. The Company has not experienced any losses on its deposits of cash and cash equivalents. In China, pharmaceutical products are imported and distributed through a tiered method of distribution. For the Company’s proprietary product ZADAXIN, the Company manufactures its product using its US and European contract manufacturers, and it generates its product sales revenue through sales of ZADAXIN products to Sinopharm Holding Lingyun Biopharmaceutical (Shanghai) Co. Limited (“Sinopharm”). Sinopharm acts as an importer, and also as the top “tier” of the distribution system (“Tier 1”) in China. The Company’s ZADAXIN sales occur when the importer purchases product from the Company, without any right of return except for replacement of product in the events of damaged product or quality control issues. As the Company bears risk of loss until delivery has occurred, revenue is not recognized until the shipment reaches its destination. After the Company’s sale of ZADAXIN to the importer, Sinopharm clears products through China import customs, sells directly to large hospitals and holds additional product it has purchased in inventory for sale to the next tier in the distribution system. The second-tier (“Tier 2”) distributors are responsible for the further sale and distribution of the products they purchase from the importer, either through sales of product directly to the retail level (hospitals and pharmacies), or to third-tier (“Tier 3”) local or regional distributors who, in turn, sell products to hospitals and pharmacies. The Company’s other product sales revenues result from the sale of the Company’s in-licensed products to importing agents and distributors. Promotion services revenues result from fees received for exclusively promoting products for certain pharmaceutical partners. These importing agents, distributors and partners are the Company’s customers. Customers that exceeded 10% of the Company’s total net revenue and related to our China segment were as follows: For the Year Ended December 31, 2015 2014 2013 Customer A 97% 94% 75% Customer B — — 20% Product sales of $146.1 million or 95% , $126.1 million or 96% , and $96.3 million or 97% , for the years ended December 31, 2015, 2014 and 2013, respectively, related to sales of ZADAXIN. As of December 31, 2015, approximately $ 38.3 million, or 96 %, of the Company's gross accounts receivable was attributable to one customer, Sinopharm, in China. The Company generally does not require collateral from its customers. The Company maintains reserves for potential credit losses and such actual losses may vary significantly from its estimates. The Company currently relies on two suppliers to provide key components to its ZADAXIN manufacturing supply. Although there are a limited number of manufacturers who would be able to meet the requirements to manufacture these components, the Company believes that other suppliers could provide similar components on comparable terms. A change in suppliers, however, could cause a delay in manufacturing and a possible loss of sales, which would affect operating results adversely. Per the Company’s previous contractual arrangement with Sinopharm through December 31, 2015, and a renewed contractual arrangement with Sinopharm (the Company’s sole distributor for ZADAXIN in China) which took effect January 1, 2016, the Company’s sales of ZADAXIN to Sinopharm have been and continue to be denominated in US dollars. However, the established importer price may be adjusted quarterly based upon exchange rate fluctuations between the US dollar and Chinese Yuan Renminbi (“RMB”) . A significant portion of the Company’s other revenues and expenses are denominated in RMB and a significant portion of the Company’s assets and liabilities are denominated in RMB and are exposed to foreign exchange risk. In recent months, the RMB has experienced devaluation. Such devaluation may negatively affect the US dollar value of revenues, albeit on a lagging basis, pursuant to the periodic adjustments described above. RMB is not freely convertible into foreign currencies. In China, foreign exchange transactions are required by law to be transacted only by authorized financial institutions at the exchange rates quoted by People’s Bank of China. Remittances in currencies other than RMB by the Company in China require certain supporting documentation in order to affect the remittance. |
Accounts Receivable Reserve | Accounts Receivable Reserve The Company records a receivable reserve based on a specific review of its overdue invoices. The Company’s estimate for a reserve is determined after considering its existing contractual payment terms, payment patterns of its customers and individual customer circumstances, the age of any outstanding receivables and its current customer relationships. Accounts receivable are charged off at the point when they are considered uncollectible. As of December 31, 2015, the Company had a receivable reserve of $0.6 million. In October 2014, the Company’s subsidiary, SciClone Pharmaceuticals International China Holding Ltd (“SPIL China”) executed an agreement with a particular customer providing for settlement of a $3.0 million receivable balance. The terms of the settlement agreement resulted in the write-off of $1.1 million in previously fully reserved accounts receivable with an equivalent charge-off of the allowance for bad debt, which had no impact on net income in 2014. Of the remaining $1.9 million receivable balance, $0.4 million and $1.0 million were collected in 2015 and 2014, respectively, per the terms of the settlement agreement, and these gains on recovery were recorded as reductions to general and administrative expense for the years ended December 31, 2015 and 2014, respectively. As of December 31, 2015, a balance of $0.5 million remained uncollected from the same customer but remained fully reserved. The Company recognized $0.5 million of bad debt expense in general and administrative expense during the first quarter of 2015 related to past due receivables from another customer, due to uncertainty regarding the collectability of the customer’s outstanding receivable balance. The Company wrote-off the $0.5 million of past due accounts receivable from this customer during the fourth quarter of 2015 as uncollectible. |
Inventories | Inventories Inventories consist of raw materials, work in progress and finished goods products. Inventories are valued at the lower of cost or market (net realizable value), with cost determined on a first-in, first-out basis, and include amounts related to materials, labor and overhead. The Company periodically reviews the inventory in order to identify excess and obsolete items. If obsolete or excess items are observed and there are no alternate uses for the inventory, the Company will record a write-down to net realizable value in the period that the impairment is first indicated. During the years ended December 31, 2015, 2014, and 2013, the Company recorded inventory write-downs of $0 , $2.1 million, and $0 , respectively, principally related to carrying value reductions for excess Aggrastat ® product. As of December 31, 2015, there was zero remaining Aggrastat product in inventory following a discontinuation of the product. (Refer to Note 17 for further information regarding the discontinuation of Aggrastat.) |
Property And Equipment | Property and Equipment Property and equipment is stated at cost, less accumulated depreciation. Depreciation is recorded over the estimated useful lives of the respective assets on the straight-line basis. Office furniture and fixtures are generally amortized over five years, office equipment and computer software are generally amortized over three years, and the Company’s vehicle is being amortized over four years. Leasehold improvements are amortized over the shorter of the estimated useful life or lease term on the straight-line basis. The Company’s policy is to identify and record impairment losses, if necessary, on property and equipment when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets. |
Goodwill | Goodwill The Company accounted for the acquisition of NovaMed Pharmaceuticals, Inc. (“NovaMed”) in 2011 under the acquisition method of accounting in accordance with Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 805, Business Combinations . Under the acquisition method of accounting, the total acquisition-date fair value of the assets and liabilities are recognized as of the closing date. The excess of the fair value of the total consideration transferred over the acquisition-date fair value of net tangible and intangible assets and liabilities assumed was allocated to goodwill. Goodwill is tested for impairment at least annually, or whenever events or circumstances occur that indicate impairment might have occurred in accordance with ASC Topic 350, Intangibles — Goodwill and Other . Goodwill relates to the Company’s China segment which focuses on the Company’s primary pharmaceutical distribution market , consisting of the NovaMed business and the legacy China business, which represent a single reporting unit. As of December 31, 2015, 2014 and 2013, the Company tested its goodwill for impairment by quantitatively comparing the fair value of the reporting unit to its carrying amount - step one of the two-step impairment test. The Company bypassed the optional qualitative screening test in proceeding directly to step one of the two-step impairment test. In addition, during the third quarter of fiscal 2013, the Company performed an interim goodwill impairment analysis to determine if the goodwill was impaired as a result of the non-renewal of the Sanofi Aventis S.A. (“ Sanofi”) promotional agreements as of December 31, 2013, by comparing the fair value of the reporting unit to its carrying amount. The Company estimates the fair value of the China reporting unit using a discounted cash flow model. This valuation approach considers a number of factors that include, but are not limited to, expected future cash flows, growth rates, discount rates, and requires the Company to make certain assumptions and estimates regarding industry economic factors and future profitability of the Company’s business. If the Company determines that the carrying value of its reporting unit exceeds its fair value, the Company would then calculate the implied fair value of the reporting unit goodwill as compared to its carrying value to determine the appropriate impairment charge. After completing the Company’s impairment review for the reporting unit during the third quarter of 2013, and as of December 31, 2015, 2014, and 2013, the Company concluded that goodwill was not impaired in any of these years. |
Loans Receivable | Loans Receivable Loans receivable are due from a single third party (see Note 6). Loans are initially recorded, and continue to be carried, at unpaid principal balances under “other assets” on the consolidated balance sheet. Carried balances are subsequently adjusted for payments of principal or adjustments to the allowance for loan losses to account for any impairment. Interest income is recognized over the term of the loans and is calculated using the simple-interest method, as the loans do not have associated premium or discount. If the loans were to experience impairment, interest income would not be recognized unless the likelihood of further loss was remote. Although the measurement basis is unpaid principal (as adjusted for subsequent payments or impairment), not fair value, the loans receivable would qualify as Level 3 measurements under the fair value hierarchy due to the presence of significant unobservable inputs related to the counterparty, which is a private entity. Management considers impairment to exist when, based on current information or factors (such as payment history, value of collateral, and assessment of the counterparty’s current creditworthiness), it is probable that principal and interest payments will not be collected according to the contractual agreements. Management considers a loan payment delinquent when not received by the due date. As of December 31, 2015 and 2014, management concluded the loans receivable were not impaired, and there was no allowance for loan losses. |
Accrued Expenses | Accrued Expenses The Company makes estimates of its accrued expenses as of each balance sheet date in its consolidated financial statements based on facts and circumstances known to them. Examples of estimated accrued expenses include fees paid to contract research organizations and investigative sites in connection with clinical trials, fees paid to contract manufacturers in connection with the production of materials, and professional services. The Company periodically confirms the accuracy of its estimates with s elected service providers and makes adjustments, if necessary, in the periods identified. Expenses related to clinical trials charged to research and development expense generally are accrued based on estimates of work performed or the level of patient enrollment and activities according to the protocols and agreements. The Company makes adjustments, if necessary, in the periods identified to reflect actual levels of work performed, and such adjustments have historically not been material. T he financial terms of these agreements are subject to negotiation and vary from contract to contract and may result in uneven payment flows. Payments under certain contracts depend on factors such as the achievement of certain events, the successful enrollment of patients, and the completion of portions of the clinical trial or similar conditions. The objective of the Company’s accrual policy is to match the recording of expenses to the actual services received and efforts expended. The Company monitors planned protocols, work performed, patient enrollment levels and related activities to the extent possible and adjusts estimates accordingly. The Company records as liabilities estimated amounts for litigation, claims or other legal actions that are probable and can be reasonably estimated. The likelihood of a material change in these estimated reserves is dependent on the possible outcome of settlement negotiations, regulatory or judicial review and the development of facts and circumstances in extended litigation which could change claims or assessments when both the amount and range of loss on some outstanding litigation is uncertain. The Company discloses in the footnotes to the financial statements when it is unable to make a reasonable estimate of a material liability that is reasonably possible to result from unfavorable outcomes. As events occur, the Company assesses the potential liability related to any pending litigation, claims or other legal actions and adjusts its estimates accordingly. Such adjustments could materially impact its financial statements. |
Foreign Currency Translation | Foreign Currency Translation The Company translates the assets and liabilities of its foreign subsidiaries stated in local functional currencies to US dollars at the rates of exchange in effect at the end of the period. Revenues and expenses are translated using average rates of exchange in effect during the period. Goodwill, and certain other balances, are generally recorded in the local currency which is the functional currency of the Company’s subsidiaries located in China. As a result, the carrying value of goodwill and certain other balances may fluctuate with the value of the RMB as compared to the US dollar. Gains and losses from the translation of financial statements denominated in foreign currencies are included as a separate component of accumulated other comprehensive income in the statement of stockholders' equity. The Company records foreign currency transactions at the exchange rate prevailing at the date of the transaction with resultant gains and losses being included in results of operations. Foreign currency transaction losses were $ 0.4 million for the year ended December 31, 2015. For the years ended December 31, 2014 and 2013, foreign currency transaction gains and losses were not significant. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when persuasive evidence of an arrangement exists, services have been rendered or delivery has occurred, the price to the buyer is fixed or determinable and collectability is reasonably assured. Product Revenue. The Company recognizes product revenue from selling manufactured ZADAXIN product at the time of delivery. Sales of ZADAXIN to Sinopharm are recognized upon the arrival of a shipment to its destination when title and risk of loss to the product are transferred. The Company also earns product revenue from purchasing medical products from pharmaceutical companies and selling them directly to importers or distributors. The Company recognizes revenue related to these products based on the “sell-in” method, when the medical products have been delivered to the importers or distributors. Payments by the importing agents and distributors are not contingent upon sale to the end user by the importing agents or distributors . Promotion Services Revenue. The Company recognizes promotion services revenue after designated medical products are delivered to the distributors as specified in a promotion services contract, which marks the period when marketing and promotion services have been rendered and the revenue recognition criteria are met. Per the Company’s arrangement with Sanofi, the Company was required to return or refund a portion of promotion services fees received during interim periods if defined annual sales targets were not achieved. Under the Company’s agreements with this customer, if an agreement was terminated, and provided such targets had been met on a “pro rata” basis at the date of contract termination, the Company was entitled to retain the amounts paid. Due to the ability to retain amounts paid upon contract termination, provided applicable targets had been met on a “pro rata” basis at any interim date, the Company elected to recognize revenue during interim periods without reduction for amounts subject to refund based on Method 2 of Accounting Standards Codification 605-20-S99-1, “Accounting for Management Fees Based on a Formula.” The Company’s promotion agreements with Sanofi, consisting of individual promotional agreements for certain pharmaceutical products and supplementary agreements extending the terms thereof, were not renewed and expired on December 31, 2013. NovaMed Pharmaceuticals (Shanghai) Co. Ltd. (“NovaMed Shanghai”) and Sanofi negotiated a settlement of certain amounts in dispute, effective July 14, 2014, and NovaMed Shanghai received approximately 22 million RMB (approximately $3.5 million) in August 2014 as final payment from Sanofi. The terms of the settlement resulted in the recognition of promotion services revenue for the second quarter of 2014 of approximately $0.2 million of Sanofi revenue that had been deferred in the fourth quarter of 2013. The remaining approximately $2.6 million of deferred revenue originally recorded during the fourth quarter of 2013 , was reversed with an equivalent write-down of accounts receivable. This contemporaneous write-down of accounts receivable and deferred revenue had no impact on net income during the second quarter of 2014 or the year ended December 31, 2014. Revenue Reserve: The Company generally maintains a revenue reserve for product returns based on estimates of the amount of product to be returned by its customers which are based on historical patterns, analysis of market demand and/or a percentage of sales based on industry trends, and management’s evaluation of specific factors that may increase the risk of product returns. Importing agents or distributors do not have contractual rights of return except under limited terms regarding product quality. However, the Company is expected to replace products that have expired or are deemed to be damaged or defective when delivered. The calculation of the revenue reserve requires estimates and involves a high degree of subjectivity and judgment. As a result of the uncertainties involved in estimating the revenue reserve, there is a possibility that materially different amounts could be reported under different conditions or using different assumptions. As of December 31, 2015 and 2014, the Company’s revenue reserves were $0.1 million on its consolidated balance sheets. The Company evaluates the need for a returns reserve quarterly and adjusts it when events indicate that a change in estimate is appropriate. Changes in estimates could materially affect the Company’s results of operations or financial position. It is possible that the Company may need to adjust its estimates in future periods. |
Sales Tax And Surcharge Expense | Sales Tax and Surcharge Expense Sales taxes and surcharge costs are expensed as incurred and are included in sales and marketing expense. The Company is generally subject to a 5 - 6.42 % business tax and surcharge for services provided related to marketing products under the relevant taxation laws in China. Sales tax and surcharge costs amounted to approximately $3.4 million, $2.5 million, and $ 3.5 million for the years ended December 31, 2015, 2014, and 2013, respectively. |
Research And Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred. These costs include salaries and other personnel-related expenses, including associated stock-based compensation, facility-related expenses, depreciation of facilities and equipment, upfront payments under in-licensing agreements with certain business partners and other license-related fees, and services performed by clinical research organizations and research institutions and other outside service providers. |
Shipping And Handling Costs | Shipping and Handling Costs Shipping and handling costs incurred for inventory purchases and product shipments are included in cost of product sales for all periods presented. |
Advertising Expenses | Advertising Expenses Advertising costs are expensed as incurred and are included in sales and marketing expenses for all periods presented. Advertising expenses for the years ended December 31, 2015, 2014, and 2013, were $4.1 million, $ 2.6 million, and $1.1 million, respectively. |
Legal Costs | Legal Costs Legal costs related to loss contingencies are expensed to general and administ rative expense as incurred. |
Stock-Based Compensation | Stock-Based Compensation The Company records stock-based compensation costs relating to share-based payment transactions, including stock options, restricted stock units (“RSUs”), performance restricted stock units (“PSUs”) and the employee stock purchase plan (“ESPP”). Stock-based compensation expense for stock options and the employee stock purchase plan is estimated at the date of grant based on the fair value of the award using the Black-Scholes option-pricing model. Stock-based compensation expense for RSUs and PSUs are estimated at the date of grant based on the number of shares granted and the quoted price of the Company’s common stock on the grant date. Stock-based compensation expense values for stock options, RSUs and the ESPP are recognized as expense on a straight-line basis over the requisite service period, net of estimated forfeitures. The stock-based compensation costs that are ultimately expected to vest are recognized as expense ratably (as the awards vest) over the requisite service period, which is generally one or four years for stock options and RSUs and three months for the ESPP. The Company estimates pre-vesting forfeitures at the time of grant by analyzing historical data and revises those estimates in subsequent periods if actual forfeitures differ from those estimates. The total expense recognized over the vesting period will only be for those awards that ultimately vest. The Company recognizes expense related to the PSUs and performance stock options over the implicit service period if it is probable that the performance goals will be achieved. If it is subsequently determined that the performance goals are not probable of achievement, the expense related to the PSUs or performance stock options is reversed. |
Income Taxes | Income Taxes Income taxes are accounted for under the liability method. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. The Company provides a valuation allowance against net deferred tax assets if, based upon the available evidence, it is more-likely-than-not that the deferred tax assets will not be realized. When the Company establishes or reduces the valuation allowance against its deferred tax assets, its provision for income taxes will increase or decrease, respectively, in the period such determination is made. The Company records liabilities related to uncertain tax positions in accordance with the guidance that clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements by prescribing a minimum recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company does not believe any such uncertain tax positions currently pending will have a material adverse effect on its consolidated financial statements, although an adverse resolution of one or more of these uncertain tax positions in any period could have a material impact on the results of operations for that period. The Company’s policy is to recognize interest and penalties related to the liabilities for uncertain tax positions as a component of income tax expense. The amount of accrued interest related to tax positions taken on the Company’s tax returns and included in accrued and other current liabilities was $1.7 million and $1.5 million, as of December 31, 2015 and 2014, respectively. The amount of interest recognized as tax expense related to uncertain tax positions in the consolidated statements of income was $0.2 million, $0.3 million and $0.4 million for the years ended December 31, 2015, 2014 and 2013, respectively. |
Net Income Per Share | Net Income Per Share Basic net income per share has been computed by dividing net income by the weighted-average number of shares of common stock outstanding for the period. Diluted net income per share is computed by dividing net income by the weighted-average number of common equivalent shares outstanding for the period. Diluted net income per share includes any dilutive impact from outstanding stock options, stock awards and the ESPP using the treasury stock method. The following is a reconciliation of the numerator and denominators of the basic and diluted net income per share computations for the years ended December 31 (in thousands, except per share amounts): 2015 2014 2013 Numerator: Net income $ 29,463 $ 25,208 $ 10,964 Denominator: Weighted-average shares outstanding used to compute basic net income per share 49,797 51,277 53,587 Effect of dilutive securities 2,376 1,407 1,349 Weighted-average shares outstanding used to compute diluted net income per share 52,173 52,684 54,936 Basic net income per share $ 0.59 $ 0.49 $ 0.20 Diluted net income per share $ 0.56 $ 0.48 $ 0.20 For the years ended December 31, 2015, 2014, and 2013, approximately 1,151,537 , 3,541,071 , and 3,378,063 shares, respectively, related to outstanding stock options were excluded from the calculation of diluted net income per share because the effect from the assumed exercise of these options calculated under the treasury stock method would have been anti-dilutive. In addition, for the years ended December 31, 2015, 2014, and 2013, outstanding stock options and awards for 312,500 , 50,000 , and 50,171 shares, respectively, subject to performance conditions were excluded from the calculation of diluted net income per share because the performance criteria had not been or were not probable to be met. |
Segment Information | Segment Information The Company operates in two segments (refer to Note 20 ). |
Revision | Revision In the consolidated statement of cash flows, the Company reduced the line item “Inventories” and increased the line item “Provision for expiring inventory” in the amount of $0.5 million within the reconciling adjustments to arrive at net cash provided by operating activities for the year ended December 31, 2014 to correct an error in the prior year presentation. This revision had no impact on cash provided by operating activities. The amount of the error was not material to the annual period of 2014. |
New Accounting Standards Updates | New Accounting Standards Updates In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2014-09, "Revenue from Contracts with Customers" (“ASU 2014-09”), which contains new accounting literature relating to how and when a company recognizes revenue. Under ASU 2014-09, a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. ASU 2014-09 is effective for the Company’s fiscal year beginning January 1, 2018, which reflects a one year deferral approved by the FASB in July 2015, with early application permitted provided that the effective date is not earlier than the original effective date. The Company is in the process of determining what impact, if any, the adoption of ASU 2014-09 will have on its financial statements and related disclosures. The standard permits the use of either the full retrospective or modified retrospective transition method. The Company has not yet selected a transition method nor has it determined the effect of the standard on its ongoing financial reporting. In July 2015, the FASB issued ASU 2015-11, " Inventory (Topic 330): Simplifying the Measurement of Inventory " (“ASU 2015-11”) which applies to inventory that is measured using first-in, first-out ("FIFO") or average cost. Under the updated guidance, an entity should measure inventory that is within scope at the lower of cost and net realizable value, which is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. Subsequent measurement is unchanged for inventory that is measured using last-in, first-out ("LIFO"). This ASU is effective for annual and interim periods beginning after December 15, 2016, and should be applied prospectively with early adoption permitted at the beginning of an interim or annual reporting period. The Company has evaluated the impact of adopting this guidance and has concluded it will likely have no effect on the financial statements as the Company’s adjustments already reflect the concept of net realizable value. Inventory provisions are generally full write-downs for the affected inventory. In November 2015, the FASB issued ASU 2015-17, " Balance Sheet Classification of Deferred Taxes”. This ASU amends existing guidance to require that deferred income tax liabilities and assets be classified as noncurrent in a classified balance sheet, and eliminates the prior guidance which required an entity to separate deferred tax liabilities and assets into a current amount and a noncurrent amount in a classified balance sheet. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted as of the beginning of an interim or annual period. Additionally, the new guidance may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The Company has not yet selected an adoption method. The impact of adopting this guidance is not expected to be material to the consolidated financial statements given the Company’s deferred tax amounts. In February 2016, the FASB issued ASU 2016-02 “ Leases ”. Under the new guidance, lessees will be required to recognize a lease liability and a lease asset for all leases, including operating leases, with a term greater than 12 months on its balance sheet. The update also expands the required quantitative and qualitative disclosures surrounding leases. This update is effective for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years, with earlier application permitted. The Company is evaluating the impact of the adoption of this update on its consolidated financial statements and related disclosures. |
The Company And Summary Of Si32
The Company And Summary Of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |
Schedule Of Revenue By Major Customers By Reporting Segments | For the Year Ended December 31, 2015 2014 2013 Customer A 97% 94% 75% Customer B — — 20% |
Reconciliation Of The Numerator And Denominators Of The Basic And Diluted Net Income (Loss) Per Share Computations | 2015 2014 2013 Numerator: Net income $ 29,463 $ 25,208 $ 10,964 Denominator: Weighted-average shares outstanding used to compute basic net income per share 49,797 51,277 53,587 Effect of dilutive securities 2,376 1,407 1,349 Weighted-average shares outstanding used to compute diluted net income per share 52,173 52,684 54,936 Basic net income per share $ 0.59 $ 0.49 $ 0.20 Diluted net income per share $ 0.56 $ 0.48 $ 0.20 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Measurements [Abstract] | |
Financial Assets And Liability Measured At Fair Value On A Recurring Basis | Fair Value Measurements as of December 31, 2015 Using Quoted Prices in Significant Active Markets Other Significant for Observable Unobservable Balance Identical Assets Inputs Inputs as of Description (Level 1) (Level 2) (Level 3) December 31, 2015 Money market funds $ 19,678 $ — $ — $ 19,678 Total $ 19,678 $ — $ — $ 19,678 Fair Value Measurements as of December 31, 2014 Using Quoted Prices in Significant Active Markets Other Significant for Observable Unobservable Balance Identical Assets Inputs Inputs as of Description (Level 1) (Level 2) (Level 3) December 31, 2014 Certificate of deposit $ — $ 75 $ — $ 75 Money market funds 19,678 — — 19,678 Total $ 19,678 $ 75 $ — $ 19,753 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Inventories [Abstract] | |
Schedule Of Inventories | December 31, 2015 2014 Raw materials $ 3,871 $ 5,009 Work in progress 535 761 Finished goods 6,570 4,933 Total $ 10,976 $ 10,703 |
Property And Equipment (Tables)
Property And Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property And Equipment [Abstract] | |
Schedule Of Property And Equipment | December 31, 2015 2014 Construction in process $ 18 $ 30 Office equipment 3,172 2,059 Leasehold improvements 1,281 791 Office furniture and fixtures 1,377 1,463 Software 897 763 Vehicle 67 70 Gross property and equipment 6,812 5,176 Less accumulated depreciation (4,161) (3,328) Net property and equipment $ 2,651 $ 1,848 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Goodwill [Abstract] | |
Schedule Of Changes In Goodwill | Balance as of January 1, 2013 $ 34,313 Translation adjustments 1,044 Balance as of December 31, 2013 $ 35,357 Translation adjustments (836) Balance as of December 31, 2014 $ 34,521 Translation adjustments (1,542) Balance as of December 31, 2015 $ 32,979 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accrued Liabilities [Abstract] | |
Schedule Of Accrued Liabilities | December 31, 2015 2014 Accrued sales and marketing expenses $ 8,511 $ 5,383 Accrued taxes, tax reserves and interest 4,323 5,208 Accrued compensation and benefits 4,341 4,176 Accrued SEC settlement loss (Notes 18 and 22) 12,826 2,000 Accrued professional fees 1,130 1,819 Accrued license fee — 1,000 Accrued manufacturing costs 444 95 Other 576 855 Total $ 32,151 $ 20,536 |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments And Contingencies [Abstract] | |
Schedule Of Future Minimum Lease Payments Under Non-Cancelable Operating Lease Agreements | Minimum Lease Year ended: Payments 2016 $ 2,421 2017 2,013 2018 766 2019 — 2020 — $ 5,200 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Taxes [Abstract] | |
Schedule Of Domestic And Foreign Components Of Income (Loss) | 2015 2014 2013 Domestic $ (17,017) $ (8,496) $ (17,168) Foreign 47,287 34,873 30,374 Pre-tax income $ 30,270 $ 26,377 $ 13,206 |
Schedule Of Effective Income Tax Rate Reconciliation | 2015 2014 2013 Tax at federal statutory rate $ 10,382 $ 8,968 $ 4,490 Foreign income taxed at different rates (15,210) (10,788) (8,383) Federal tax effect of dividend from foreign subsidiary 4,317 — — Effect of uncertain tax positions (126) 127 297 Change in valuation allowance 1,092 2,672 5,254 Stock-based compensation (86) 2 (87) Non deductible expenses 189 189 670 Other 249 (1) 1 Provision for income tax $ 807 $ 1,169 $ 2,242 |
Schedule Of Components Of Income Tax Expense (Benefit) | 2015 2014 2013 Federal $ — $ — $ — State 1 1 1 Foreign 793 1,489 2,032 Total current 794 1,490 2,033 Federal — — — State — — — Foreign 13 (321) 209 Total deferred 13 (321) 209 Provision for income tax $ 807 $ 1,169 $ 2,242 |
Schedule Of Deferred Tax Assets And Liabilities | 2015 2014 Deferred tax assets: Net operating loss carryforwards $ 38,679 $ 37,513 Research and development credit carryforwards 10,650 10,615 Intangibles 382 395 Other 2,692 2,527 Gross deferred tax assets 52,403 51,050 Valuation allowance (52,104) (50,724) Total deferred tax assets 299 326 Deferred tax liabilities: Other — — Total deferred tax liabilities — — Net deferred tax assets $ 299 $ 326 |
Schedule Of Unrecognized Tax Benefits | 2015 2014 2013 Balance beginning of period $ 5,876 $ 6,138 $ 6,053 Tax positions related to current year: Additions for current year items 14 32 36 Additions for prior year items — — 88 Lapse of statute of limitations (288) (206) (115) Changes for foreign currency translation (132) (88) 76 Balance end of period $ 5,470 $ 5,876 $ 6,138 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity [Abstract] | |
Stock-Based Compensation Expenses Included In The Condensed Consolidated Statements Of Operations | For the Year Ended December 31, 2015 2014 2013 Sales and marketing $ 869 $ 1,031 $ 1,113 Research and development 210 104 122 General and administrative 3,362 2,330 2,772 $ 4,441 $ 3,465 $ 4,007 |
Schedule Of Valuation Assumptions Used For Stock Options And ESPP Plans | 2015 2014 2013 Risk-free interest rate: Time-based stock options 1.52 % 1.61 % 1.02 % Performance-based stock options N/A N/A 1.22 ESPP 0.07 0.04 0.06 Volatility factor of the market price of the Company's common stock: Time-based stock options 52.08 % 57.96 % 64.12 % Performance-based stock options N/A N/A 63.20 ESPP 53.73 42.50 37.36 Weighted-average expected life (years): Time-based stock options 5.30 5.00 5.10 Performance-based stock options N/A N/A 5.04 ESPP 0.25 0.25 0.25 Dividend yield 0.00 % 0.00 % 0.00 % |
Schedule Of Stock Option Activity | Options Outstanding Weighted- Weighted- Average Average Number Exercise Remaining Aggregate of Price Per Contractual Intrinsic Shares Share Term (Years) Value Balance as of January 1, 2013 5,998 $ 4.05 6.06 $ 5,575 Options forfeited (966) 5.45 Options granted 1,637 4.76 Options exercised (574) 2.82 Balance as of December 31, 2013 6,095 $ 4.14 5.66 $ 7,199 Options forfeited (705) 5.10 Options granted 1,740 4.85 Options exercised (1,233) 4.43 Balance as of December 31, 2014 5,897 $ 4.17 6.08 $ 27,066 Options forfeited (262) 5.77 Options granted 1,414 8.83 Options exercised (1,022) 4.48 Balance as of December 31, 2015 6,027 $ 5.14 6.07 $ 24,462 Vested and expected to vest after December 31, 2015 5,564 $ 4.97 5.84 $ 23,556 Exercisable as of December 31, 2015 3,600 $ 3.91 4.35 $ 19,030 |
Schedule Of RSU Activity | RSUs and PSUs Outstanding Number Aggregate of Intrinsic Shares Value Balance as of January 1, 2013 260 $ 1,121 Awarded 170 Vested/Released (39) Forfeited (23) Balance as of December 31, 2013 368 $ 1,857 Awarded 7 Vested/Released (212) Forfeited (4) Balance as of December 31, 2014 159 $ 1,393 Awarded 688 Vested/Released (105) Forfeited — Balance as of December 31, 2015 742 $ 6,822 Vested and expected to vest after December 31, 2015 552 $ 5,077 Exercisable as of December 31, 2015 (Vested and deferred) — — |
Accumulated Other Comprehensi41
Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |
Schedule Of Changes In The Composition Of Accumulated Other Comprehensive Income | Foreign Currency Available-for-Sale Translation Investments Total Balances as of January 1, 2013 $ 3,055 $ (67) $ 2,988 Other comprehensive income (loss) before reclassifications 1,121 (4) 1,117 Amounts reclassified out of accumulated other comprehensive income (loss) to other (expense) income, net — 71 71 Net other comprehensive income 1,121 67 1,188 Balances as of December 31, 2013 4,176 — 4,176 Other comprehensive loss (912) — (912) Balances as of December 31, 2014 3,264 — 3,264 Other comprehensive loss (1,194) — (1,194) Balances as of December 31, 2015 $ 2,070 $ — $ 2,070 |
Segment Information And Geogr42
Segment Information And Geographic Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Information And Geographic Data [Abstract] | |
Summary Information By Operating Segment | For the Year Ended December 31, 2015 2014 2013 Revenue: China $ 151,573 $ 130,311 $ 122,616 Rest of the World (including the US and Hong Kong) 5,684 4,479 4,442 Total net revenues $ 157,257 $ 134,790 $ 127,058 Income (loss) from operations: China $ 52,892 (1) $ 35,630 (3) $ 30,557 (4) Rest of the World (including the US and Hong Kong) (22,981) (2) (9,646) (20,128) (5) Total income from operations $ 29,911 $ 25,984 $ 10,429 Non-operating income (expense): China $ 349 $ 412 $ 233 Rest of the World (including the US and Hong Kong) 10 (19) 2,544 (6) Total non-operating income $ 359 $ 393 $ 2,777 Income (loss) before provision for income tax: China $ 53,241 $ 36,042 $ 30,790 Rest of the World (including the US and Hong Kong) (22,971) (9,665) (17,584) Total income before provision for income tax $ 30,270 $ 26,377 $ 13,206 (1) Operating income for the China segment for the year ended December 31, 2015 includes upfront and milestone payments totaling $ 5.5 million related to the Company’s licensing arrangements. (2) Operating loss for the Rest of the World segment for the year ended December 31, 2015 includes a milestone payment totaling $ 2.0 million related to the Company’s licensing arrangements. Operating loss for the Rest of the World segment also includes $ 10.8 million of expense that the Company recorded for the year ended December 31, 2015 associated with the SEC settlement related to the Company’s investigations with the SEC and DOJ. Refer to Part II, Item 8, Note 18 “ Contingencies ” and Note 22 “ Subsequent Event s ” for further information regarding the SEC and DOJ investigations. (3) Operating income for the China segment for the year ended December 31, 2014 includes upfront payments totaling $11.0 million related to the Company’s licensing arrangements. (4) Operating income for the China segment for the year ended December 31, 2013 includes upfront payments totaling $5.0 million related to the Company’s licensing arrangements and $1.2 million in restructuring charges related to the non-renewal of the Company’s promotional agreements with Sanofi. (5) Operating loss for the Rest of the World segment includes $2.0 million of expense that the Company recorded for the year ended December 31, 2013 to reflect the Company’s estimate of a probable loss incurred related to potential penalties, fines and/or other remedies related to the SEC and DOJ investigations. (6) Non-operating income (expense) for the Rest of the World segment for the year ended December 31, 2013 includes the escrow settlement of $2.6 million recorded to other income . |
Long-Lived Assets By Operating Segment | December 31, Long-lived assets: 2015 2014 China $ 46,315 $ 41,092 Rest of the World (including the US and Hong Kong) 1,783 542 Total long-lived assets $ 48,098 $ 41,634 |
Selected Quarterly Financial 43
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Selected Quarterly Financial Data [Abstract] | |
Schedule Of Selected Quarterly Financial Data | Three Months Ended (in thousands, except per share amounts) March 31, June 30, September 30, December 31, 2015 2015 2015 2015 Product sales, net $ 33,168 $ 37,202 $ 41,986 $ 41,973 Promotion services revenue 400 744 894 890 Cost of product sales 4,597 5,681 6,853 5,217 (2) Net income (loss) 8,962 (4,022) (1) 11,979 12,544 (2) Basic net income (loss) per share $ 0.18 $ (0.08) $ 0.24 $ 0.25 Diluted net income (loss) per share $ 0.17 $ (0.08) $ 0.23 $ 0.24 Three Months Ended (in thousands, except per share amounts) March 31, June 30, September 30, December 31, 2014 2014 2014 2014 Product sales, net $ 26,064 $ 31,551 $ 33,621 $ 40,737 Promotion services revenue 501 962 666 688 Cost of product sales 4,561 5,011 6,005 7,425 Net income 4,134 9,640 7,915 3,519 (3) Basic net income per share $ 0.08 $ 0.19 $ 0.16 $ 0.07 Diluted net income per share $ 0.08 $ 0.18 $ 0.15 $ 0.07 (1) During the thre e months ended June 30, 2015, the Company recorded upfront payments totaling $5.5 million in research and development expense related to its licensing arrangements. In addition, during the three months ended June 30, 2015, the Company recorded an additional charge of $10.8 million of operating expense , in addition to the $2.0 million charge recorded in the fourth quarter of 2013, to reflect the Company’s total SEC settlement expense incurred related to penalties, fines and/or other remedies related to the SEC and DOJ investigations of $12.8 millio n. Refer also to Notes 18 and 22 for more information on the SEC and DOJ investigations. (2) During the three months ended December 31, 2015, the Company recorded a milestone payment totaling $2.0 million in research and development expense related to its licensing arrangements, and recorded a $1.1 million and $0.3 million reduction to cost of product sales and general and administrative expense, respectively, related to return of inventory and other items as part of its termination of collaboration with Cardiome. Refer also to Note17 for more information related to this termination. (3) During the three months ended December 31, 2014, the Company recorded upfront payments totaling $11.0 million in research and development expense related to its licensing arrangements . |
The Company And Summary Of Si44
The Company And Summary Of Significant Accounting Policies (Narrative) (Details) ¥ in Millions | Jul. 14, 2014CNY (¥) | Jul. 14, 2014USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015USD ($)segmentcountrysiteitemcustomershares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013USD ($)shares |
Basis of Presentation [Line Items] | ||||||||||||||
Available-for-sale loss | $ 0 | $ 0 | ||||||||||||
Product sales | 41,973,000 | $ 41,986,000 | $ 37,202,000 | $ 33,168,000 | $ 40,737,000 | $ 33,621,000 | $ 31,551,000 | $ 26,064,000 | 154,329,000 | $ 131,973,000 | $ 99,414,000 | |||
Receivable reserve | 594,000 | 998,000 | 594,000 | 998,000 | ||||||||||
Write-downs related to inventory | 2,099,000 | |||||||||||||
Allowance for loan losses | 0 | 0 | 0 | 0 | ||||||||||
Foreign currency transaction losses | (400,000) | |||||||||||||
Promotion services | 890,000 | $ 894,000 | $ 744,000 | 400,000 | 688,000 | $ 666,000 | 962,000 | $ 501,000 | 2,928,000 | 2,817,000 | 27,644,000 | |||
Product returns reserve amount | 100,000 | 100,000 | ||||||||||||
Sales tax and surcharge costs | 3,400,000 | 2,500,000 | 3,500,000 | |||||||||||
Advertising expenses | 4,100,000 | 2,600,000 | 1,100,000 | |||||||||||
Accrued interest related to tax positions | 1,700,000 | $ 1,500,000 | 1,700,000 | 1,500,000 | ||||||||||
Interest recognized as tax expense | $ 200,000 | $ 300,000 | $ 400,000 | |||||||||||
Shares excluded from the calculation of diluted net income (loss) per share | shares | 1,151,537 | 3,541,071 | 3,378,063 | |||||||||||
Shares excluded from calculation of diluted net income per share due to performance conditions | shares | 312,500 | 50,000 | 50,171 | |||||||||||
Number of operating segments | segment | 2 | |||||||||||||
ESPP [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Vesting period | 3 months | |||||||||||||
Inventory [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Reclassification adjustment | $ 500,000 | |||||||||||||
One Customer [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Allowance for doubtful accounts, collected | 1,000,000 | |||||||||||||
Additional Customer [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Write-down of accounts receivable | 500,000 | |||||||||||||
Bad debt reserve | $ 500,000 | |||||||||||||
China [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Number of partnered products to which the company markets | item | 7 | |||||||||||||
Sinopharm [Member] | Accounts Receivable [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Concentration percentage | 96.00% | |||||||||||||
Accounts receivable gross | 38,300,000 | $ 38,300,000 | ||||||||||||
Number of customers | customer | 1 | |||||||||||||
Sanofi [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Write-down of accounts receivable | $ 2,600,000 | |||||||||||||
Settlement between customer and company | ¥ 22 | $ 3,500,000 | ||||||||||||
Promotion services | $ 200,000 | |||||||||||||
Deferred revenue | $ 2,600,000 | $ 2,600,000 | ||||||||||||
ZADAXIN [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Number of countries in which product is approved | country | 30 | |||||||||||||
Number of suppliers of key components | site | 2 | |||||||||||||
ZADAXIN [Member] | Sales Revenue, Net [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Product sales | $ 146,100,000 | $ 126,100,000 | $ 96,300,000 | |||||||||||
Concentration percentage | 95.00% | 96.00% | 97.00% | |||||||||||
Aggrastat Product Sales [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Write-downs related to inventory | $ 0 | $ 2,100,000 | $ 0 | |||||||||||
Inventory | 0 | $ 0 | ||||||||||||
Office Furniture and Fixtures [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Property and equipment, useful life | 5 years | |||||||||||||
Office Equipment And Computer Software [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Property and equipment, useful life | 3 years | |||||||||||||
Vehicle [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Property and equipment, useful life | 4 years | |||||||||||||
Minimum [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Business tax | 5.00% | |||||||||||||
Minimum [Member] | Stock Options And RSUs [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Vesting period | 1 year | |||||||||||||
Maximum [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Business tax | 6.42% | |||||||||||||
Maximum [Member] | Stock Options And RSUs [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Vesting period | 4 years | |||||||||||||
SPIL China [Member] | One Customer [Member] | ||||||||||||||
Basis of Presentation [Line Items] | ||||||||||||||
Accounts receivable gross | 3,000,000 | $ 3,000,000 | ||||||||||||
Write-down of accounts receivable | 1,100,000 | |||||||||||||
Settlement between customer and company | 1,900,000 | |||||||||||||
Allowance for doubtful accounts, collected | 400,000 | |||||||||||||
Bad debt reserve | $ 500,000 | $ 500,000 |
The Company And Summary Of Si45
The Company And Summary Of Significant Accounting Policies (Schedule Of Revenue By Major Customers By Reporting Segments) (Details) - China [Member] - Sales Revenue, Net [Member] | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Customer A [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration percentage | 97.00% | 94.00% | 75.00% |
Customer B [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration percentage | 20.00% |
The Company And Summary Of Si46
The Company And Summary Of Significant Accounting Policies (Reconciliation Of The Numerator And Denominators Of The Basic And Diluted Net Income (Loss) Per Share Computations) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |||||||||||
Net income | $ 12,544 | $ 11,979 | $ (4,022) | $ 8,962 | $ 3,519 | $ 7,915 | $ 9,640 | $ 4,134 | $ 29,463 | $ 25,208 | $ 10,964 |
Weighted-average shares outstanding used to compute basic net income per share | 49,797 | 51,277 | 53,587 | ||||||||
Effect of dilutive securities | 2,376 | 1,407 | 1,349 | ||||||||
Weighted-average shares outstanding used to compute diluted net income per share | 52,173 | 52,684 | 54,936 | ||||||||
Basic net income per share | $ 0.25 | $ 0.24 | $ (0.08) | $ 0.18 | $ 0.07 | $ 0.16 | $ 0.19 | $ 0.08 | $ 0.59 | $ 0.49 | $ 0.20 |
Diluted net income per share | $ 0.24 | $ 0.23 | $ (0.08) | $ 0.17 | $ 0.07 | $ 0.15 | $ 0.18 | $ 0.08 | $ 0.56 | $ 0.48 | $ 0.20 |
Available-For-Sale Investment (
Available-For-Sale Investment (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Restricted Long-Term Italian State Bonds Maturing In 2013 [Member] | |
Schedule of Available-for-sale Securities [Line Items] | |
Realized loss on available-for-sale investment | $ 0.1 |
Fair Value Measurements (Financ
Fair Value Measurements (Financial Assets And Liability Measured At Fair Value On A Recurring Basis) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | $ 19,678 | $ 19,753 |
Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 19,678 | 19,678 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 75 | |
Certificates of Deposit [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 75 | |
Certificates of Deposit [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 75 | |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 19,678 | 19,678 |
Money Market Funds [Member] | Quoted Prices In Active Markets For Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | $ 19,678 | $ 19,678 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Inventories [Abstract] | ||
Raw materials | $ 3,871 | $ 5,009 |
Work in progress | 535 | 761 |
Finished goods | 6,570 | 4,933 |
Total | 10,976 | 10,703 |
Inventory held at distributors | $ 3,300 | $ 3,100 |
Property And Equipment (Details
Property And Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | $ 6,812 | $ 5,176 | |
Less accumulated depreciation | (4,161) | (3,328) | |
Net property and equipment | 2,651 | 1,848 | |
Depreciation | 900 | 900 | $ 900 |
Construction in Process [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 18 | 30 | |
Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 3,172 | 2,059 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 1,281 | 791 | |
Office Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 1,377 | 1,463 | |
Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 897 | 763 | |
Vehicle [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | $ 67 | $ 70 |
Loans Receivable (Details)
Loans Receivable (Details) | 1 Months Ended | 12 Months Ended | ||||||
May. 31, 2013USD ($) | Dec. 31, 2015CNY (¥)loan | Dec. 31, 2015USD ($)loan | Dec. 31, 2014USD ($)loan | Dec. 31, 2013USD ($) | Jun. 30, 2015USD ($) | Sep. 30, 2014CNY (¥) | Sep. 30, 2014USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Interest and investment income | $ 869,000 | $ 161,000 | $ 85,000 | |||||
Zensun [Member] | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Collateralized loan amount, maximum | $ 12,000,000 | |||||||
Allowance for loan losses | 0 | $ 0 | ||||||
SPIL China [Member] | Zensun [Member] | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Collateralized loan amount, maximum | 11,750,000 | |||||||
Loan receivable | $ 11,750,000 | |||||||
Interest rate | 7.50% | |||||||
Expiration date | Sep. 26, 2017 | Sep. 26, 2017 | ||||||
Collateralized loan, option to extend, period | 2 years | 2 years | ||||||
SciClone Pharmaceuticals (China) Ltd [Member] | Zensun [Member] | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Collateralized loan amount, maximum | ¥ | ¥ 1,550,000 | |||||||
Loan receivable | ¥ 1,550,000 | $ 239,000 | ||||||
Interest rate | 7.50% | |||||||
Term | 66 months | 66 months | ||||||
SPIL China and SciClone Pharmaceuticals (China) Ltd [Member | Zensun [Member] | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Commitment agreement, number of loan agreements | loan | 2 | 2 | 2 | |||||
Interest and investment income | $ 800,000 | $ 100,000 | ||||||
Loans receivable, fair value | 12,700,000 | |||||||
Loan One [Member] | Zensun [Member] | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Loan receivable | $ 12,000,000 | |||||||
Loan One [Member] | SPIL China [Member] | Zensun [Member] | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Loan receivable | $ 4,500,000 | |||||||
Loan Two [Member] | SPIL China [Member] | Zensun [Member] | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Loan receivable | $ 7,250,000 |
Goodwill (Schedule Of Changes I
Goodwill (Schedule Of Changes In Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill [Abstract] | |||
Beginning balance | $ 34,521 | $ 35,357 | $ 34,313 |
Translation adjustments | (1,542) | (836) | 1,044 |
Ending balance | $ 32,979 | $ 34,521 | $ 35,357 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued Liabilities [Abstract] | ||
Accrued sales and marketing expenses | $ 8,511 | $ 5,383 |
Accrued taxes, tax reserves and interest | 4,323 | 5,208 |
Accrued compensation and benefits | 4,341 | 4,176 |
Accrued SEC settlement loss (Notes 18 and 22) | 12,826 | 2,000 |
Accrued professional fees | 1,130 | 1,819 |
Accrued license fee | 1,000 | |
Accrued manufacturing costs | 444 | 95 |
Other | 576 | 855 |
Total | $ 32,151 | $ 20,536 |
Escrow Settlement Agreement (De
Escrow Settlement Agreement (Details) - NovaMed [Member] - USD ($) $ in Millions | Jul. 08, 2013 | Oct. 16, 2012 |
Escrow Settlement Agreement [Line Items] | ||
Cash held in escrow not released | $ 1.4 | |
Common stock held in escrow not released | 622,363 | |
Escrow settlement, cash | $ 0.8 | |
Escrow settlement, common stock retained | 342,300 | |
Escrow settlement, cash and shares combined value | $ 2.6 |
Commitments (Narrative) (Detail
Commitments (Narrative) (Details) | Jul. 01, 2014USD ($)ft² | Jun. 30, 2014 | Dec. 31, 2013USD ($)ft² | Sep. 30, 2008USD ($) | May. 31, 2007USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($)ft² |
Finite-Lived Intangible Assets [Line Items] | ||||||||
Office space square footage | ft² | 21,517 | 21,517 | ||||||
Base monthly rent expense | $ 120,824 | |||||||
Rent expense | $ 2,100,000 | $ 2,200,000 | $ 2,900,000 | |||||
Lease Agreements [Member] | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Rent escalation, percentage | 4.00% | |||||||
Allowance toward cost of leasehold improvements | $ 200,000 | |||||||
Expansion Agreements [Member] | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Rent escalation, percentage | 6.00% | |||||||
Allowance toward cost of leasehold improvements | $ 500,000 | |||||||
Second Amendment Agreement [Member] | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Lease term | 4 years | |||||||
Lease renewal | 5 years | |||||||
Office space square footage | ft² | 11,886 | |||||||
Base monthly rent expense | $ 51,704 | |||||||
Annual rent escalation per year | 3.00% | |||||||
China Lease [Member] | ||||||||
Finite-Lived Intangible Assets [Line Items] | ||||||||
Lease renewal | 2 years |
Commitments (Schedule Of Future
Commitments (Schedule Of Future Minimum Lease Payments Under Non-Cancelable Operating Lease Agreements) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments And Contingencies [Abstract] | |
2,016 | $ 2,421 |
2,017 | 2,013 |
2,018 | $ 766 |
2,019 | |
2,020 | |
Total | $ 5,200 |
Restructuring Charges (Details)
Restructuring Charges (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2013USD ($)employee | |
Restructuring Charges [Abstract] | |
Reduction in workforce, full-time employees | 175 |
Number of full-time employees | 650 |
Severance costs | $ | $ 1.2 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Income Tax Disclosure [Line Items] | |||||
Provision for income tax | $ 807 | $ 1,169 | $ 2,242 | ||
Special dividend distribution repatriated from foreign subsidiary | $ 12,800 | ||||
Undistributed earnings of foreign subsidiaries | 176,200 | 176,200 | |||
Deferred tax assets, change in valuation allowance | 1,400 | 3,400 | 4,400 | ||
US federal net operating loss carryforwards | 114,200 | 114,200 | |||
Research and development, orphan drug and investment tax credit carryforwards gross amount | 12,200 | 12,200 | |||
State net operating loss carryforwards | 25,900 | 25,900 | |||
State research and development tax credit carryforwards | 2,200 | 2,200 | |||
Unrecognized tax benefits | 5,470 | 5,470 | 5,876 | $ 6,138 | $ 6,053 |
Unrecognized tax benefits that would impact effective tax rate | 1,800 | 1,800 | |||
Unrecognized tax benefits, amount offset by valuation allowance | 3,700 | 3,700 | |||
Accrued interest related to tax positions | 1,700 | 1,700 | $ 1,500 | ||
Relates to Stock Option Deductions When Recognized [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Deferred tax assets, change in valuation allowance | 3,800 | ||||
NovaMed [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Foreign net operating loss carryforwards | $ 52,000 | $ 52,000 | |||
China [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Statutory income tax rate | 25.00% | 25.00% | 25.00% | ||
Income tax examination, period | 5 years | ||||
Minimum [Member] | Domestic Tax Authority [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Operating loss carryforward, expiration | Dec. 31, 2020 | ||||
Minimum [Member] | U S Federal Reaserch [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Operating loss carryforward, expiration | Dec. 31, 2018 | ||||
Minimum [Member] | Foreign Tax Authority [Member] | NovaMed [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Operating loss carryforward, expiration | Dec. 31, 2016 | ||||
Minimum [Member] | State and Local Jurisdiction [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Operating loss carryforward, expiration | Dec. 31, 2016 | ||||
Maximum [Member] | Domestic Tax Authority [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Operating loss carryforward, expiration | Dec. 31, 2035 | ||||
Maximum [Member] | U S Federal Reaserch [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Operating loss carryforward, expiration | Dec. 31, 2035 | ||||
Maximum [Member] | Foreign Tax Authority [Member] | NovaMed [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Operating loss carryforward, expiration | Dec. 31, 2020 | ||||
Maximum [Member] | State and Local Jurisdiction [Member] | |||||
Income Tax Disclosure [Line Items] | |||||
Operating loss carryforward, expiration | Dec. 31, 2030 |
Income Taxes (Schedule Of Domes
Income Taxes (Schedule Of Domestic And Foreign Components Of Income (Loss)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Abstract] | |||
Domestic | $ (17,017) | $ (8,496) | $ (17,168) |
Foreign | 47,287 | 34,873 | 30,374 |
Income before provision for income tax | $ 30,270 | $ 26,377 | $ 13,206 |
Income Taxes (Schedule of Effec
Income Taxes (Schedule of Effective Income Tax Rate Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Abstract] | |||
Tax at federal statutory rate | $ 10,382 | $ 8,968 | $ 4,490 |
Foreign income taxed at different rates | (15,210) | (10,788) | (8,383) |
Federal tax effect of dividend from foreign subsidiary | 4,317 | ||
Effect of uncertain tax positions | (126) | 127 | 297 |
Change in valuation allowance | 1,092 | 2,672 | 5,254 |
Stock-based compensation | (86) | 2 | (87) |
Non deductible expenses | 189 | 189 | 670 |
Other | 249 | (1) | 1 |
Provision for income tax | $ 807 | $ 1,169 | $ 2,242 |
Income Taxes (Schedule Of Compo
Income Taxes (Schedule Of Components Of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Abstract] | |||
Federal | |||
State | $ 1 | $ 1 | $ 1 |
Foreign | 793 | 1,489 | 2,032 |
Total current | $ 794 | $ 1,490 | $ 2,033 |
Federal | |||
State | |||
Foreign | $ 13 | $ (321) | $ 209 |
Total deferred | 13 | (321) | 209 |
Provision for income tax | $ 807 | $ 1,169 | $ 2,242 |
Income Taxes (Schedule of Defer
Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Income Taxes [Abstract] | ||
Net operating loss carryforwards | $ 38,679 | $ 37,513 |
Research and development credit carryforwards | 10,650 | 10,615 |
Intangibles | 382 | 395 |
Other | 2,692 | 2,527 |
Gross deferred tax assets | 52,403 | 51,050 |
Valuation allowance | (52,104) | (50,724) |
Total deferred tax assets | $ 299 | $ 326 |
Other | ||
Total deferred tax liabilities | ||
Net deferred tax assets | $ 299 | $ 326 |
Income Taxes (Schedule Of Unrec
Income Taxes (Schedule Of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Abstract] | |||
Balance beginning of period | $ 5,876 | $ 6,138 | $ 6,053 |
Additions for current year items | 14 | 32 | 36 |
Additions for prior year items | 88 | ||
Lapse of statute of limitations | (288) | (206) | (115) |
Changes for foreign currency translation | (132) | (88) | |
Changes for foreign currency translation | 76 | ||
Balance end of period | $ 5,470 | $ 5,876 | $ 6,138 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) | Dec. 31, 2013USD ($) | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares | Dec. 31, 2013USD ($)employee$ / sharesshares | Oct. 31, 2011USD ($) | Dec. 19, 2006$ / shares | Dec. 18, 2006shares |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock-based compensation expenses recognized | $ 4,441,000 | $ 3,465,000 | $ 4,007,000 | ||||
Share-based compensation, income tax benefit | 0 | ||||||
Share repurchase program, amount authorized | $ 80,500,000 | $ 80,500,000 | |||||
Share repurchase program, expiration date | Dec. 31, 2015 | ||||||
Stock repurchased and retired, shares | shares | 1,526,306 | 3,822,434 | 2,404,034 | ||||
Stock repurchased and retired, value | $ 12,811,000 | $ 24,400,000 | $ 12,519,000 | ||||
Stock repurchased, value | $ 78,100,000 | ||||||
Dividend distribution declared, number of preferred stock purchase right per outstanding share of common stock | shares | 1 | ||||||
Number of common stock entitled to purchase per preferred stock purchase right | shares | 0.001 | ||||||
Preferred stock par value | $ / shares | $ 0.001 | $ 0.001 | |||||
Agreement, period of required evaluation | 3 years | ||||||
Series D Preferred Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Preferred stock par value | $ / shares | $ 0.001 | ||||||
Preferred stock redemption price per share | $ / shares | $ 25 | ||||||
Minimum percentage of company common stock being acquired for the rights to become exercisable | 15.00% | ||||||
Common stock purchase discount percentage in the even of certain business combinations | 50.00% | ||||||
Redemmed price per share authorized by the board prior to a group or person acquiring 15% of common stock | $ / shares | $ 0.001 | ||||||
Two Company Board Members [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of employees affected by plan modification | employee | 2 | ||||||
Share based compensation costs | $ 200,000 | ||||||
Two Former Employees [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award expiration | 1 year | 90 days | |||||
Number of employees affected by plan modification | employee | 2 | ||||||
Share based compensation costs | $ 100,000 | ||||||
Equity Incentive Plan [Member] | 2015 Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares authorized under plan | shares | 6,550,000 | ||||||
Award expiration | 10 years | ||||||
Vesting period | 4 years | ||||||
Equity Incentive Plan [Member] | 2005 Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares authorized under plan | shares | 13,600,000 | ||||||
Award expiration | 10 years | ||||||
Vesting period | 4 years | ||||||
Shares reserved for future issuance | shares | 0 | ||||||
Equity Incentive Plan [Member] | 2004 Director Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares authorized under plan | shares | 1,765,000 | ||||||
Award expiration | 10 years | ||||||
ESPP [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 months | ||||||
Shares reserved for future issuance | shares | 1,300,000 | ||||||
Shares available for issuance | shares | 432,795 | ||||||
Award expiration date | Jul. 25, 2016 | ||||||
Stock plan maximum percentage withheld by employee | 15.00% | ||||||
Common stock shares that can be purchased | shares | 1,000 | ||||||
Offering period | 3 months | ||||||
Stock discount percentage | 85.00% | ||||||
Stock Option [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average grant date fair value of options per share | $ / shares | $ 4.18 | $ 2.43 | $ 2.56 | ||||
Intrinsic value of options at exercise | $ 1,300,000 | $ 4,700,000 | $ 2,400,000 | $ 1,300,000 | |||
Estimated fair value of shares vested | 3,900,000 | 3,200,000 | 3,800,000 | ||||
Unrecognized compensation expense, net of forfeitures | $ 5,500,000 | ||||||
Compensation expense weighted average period recognized | 2 years 5 months 12 days | ||||||
Cash from stock option exercise | $ 4,600,000 | 5,500,000 | 1,600,000 | ||||
Performance-Based Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share based compensation costs | $ 20,000 | 100,000 | 39,000 | ||||
RSUs [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Intrinsic value of options at exercise | |||||||
RSUs [Member] | Share-based Compensation Award, Tranche One [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 1 year | ||||||
Vesting percentage | 25.00% | ||||||
RSUs [Member] | Share-based Compensation Award, Tranche Two [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
PSUs [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award expiration | 10 years | ||||||
Share based compensation costs | $ 100,000 | $ 0 | $ 0 | ||||
RSUs and PSUs [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average grant date fair value of options per share | $ / shares | $ 8.95 | $ 4.52 | $ 4.98 | ||||
Unrecognized compensation expense, net of forfeitures | $ 2,500,000 | ||||||
Unrecognized compensation expense, weighted-average remaining period for recognition, in years | 2 years 1 month 6 days | ||||||
Maximum [Member] | Two Company Board Members [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award expiration | 2 years | 90 days | |||||
Maximum [Member] | Equity Incentive Plan [Member] | 2015 Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of addtional shares | shares | 3,000,000 | ||||||
Inventory [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock-based compensation expenses recognized | $ 100,000 | $ 100,000 | $ 100,000 |
Stockholders' Equity (Stock-Bas
Stockholders' Equity (Stock-Based Compensation Expenses Included In The Condensed Consolidated Statements Of Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expenses recognized | $ 4,441 | $ 3,465 | $ 4,007 |
Sales And Marketing [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expenses recognized | 869 | 1,031 | 1,113 |
Research And Development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expenses recognized | 210 | 104 | 122 |
General And Administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expenses recognized | $ 3,362 | $ 2,330 | $ 2,772 |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule Of Valuation Assumptions Used For Stock Options And ESPP Plans) (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Dividend yield | 0.00% | 0.00% | 0.00% |
Stock Option [Member] | |||
Risk-free interest rate | 1.52% | 1.61% | 1.02% |
Volatility factor of the market price of common stock | 52.08% | 57.96% | 64.12% |
Weighted-average expected life (years) | 5 years 3 months 18 days | 5 years | 5 years 1 month 6 days |
PSUs [Member] | |||
Risk-free interest rate | 1.22% | ||
Volatility factor of the market price of common stock | 63.20% | ||
Weighted-average expected life (years) | 5 years 15 days | ||
ESPP [Member] | |||
Risk-free interest rate | 0.07% | 0.04% | 0.06% |
Volatility factor of the market price of common stock | 53.73% | 42.50% | 37.36% |
Weighted-average expected life (years) | 3 months | 3 months | 3 months |
Stockholders' Equity (Schedul67
Stockholders' Equity (Schedule Of Stock Option Activity) (Details) - Stock Option [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Balance as of December 31, Number of Shares | 5,897 | 6,095 | 5,998 | |
Balance as of December 31, Weighted-Average Exercise Per Share | $ 4.17 | $ 4.14 | $ 4.05 | |
Options forfeited, Number of Shares | (262) | (705) | (966) | |
Options forfeited, Weighted-Average Exercise Per Share | $ 5.77 | $ 5.10 | $ 5.45 | |
Options granted, Number of Shares | 1,414 | 1,740 | 1,637 | |
Options granted, Weighted-Average Exercise Per Share | $ 8.83 | $ 4.85 | $ 4.76 | |
Options exercised, Number of Shares | (1,022) | (1,233) | (574) | |
Options exercised, Weighted-Average Exercise Per Share | $ 4.48 | $ 4.43 | $ 2.82 | |
Balance as of December 31, Number of Shares | 6,027 | 5,897 | 6,095 | 5,998 |
Balance as of December 31, Weighted-Average Exercise Per Share | $ 5.14 | $ 4.17 | $ 4.14 | $ 4.05 |
Options outstanding Weighted-Average Remaining Contractual Term (Years) | 6 years 26 days | 6 years 29 days | 5 years 7 months 28 days | 6 years 22 days |
Balance as of December 31, Aggregate Intrinsic Value | $ 24,462 | $ 27,066 | $ 7,199 | $ 5,575 |
Vested and expected to vest after December 31, 2015 Number of Shares | 5,564 | |||
Vested and expected to vest after December 31, 2015 Weighted-Average Exercise Per Share | $ 4.97 | |||
Vested and expected to vest after December 31, 2015 Weighted-Average Remaining Contractual Term (Years) | 5 years 10 months 2 days | |||
Vested and expected to vest after December 31, 2015 Aggregate Intrinsic Value | $ 23,556 | |||
Exercisable as of December 31, Number of Shares | 3,600 | |||
Exercisable as of December 31, Weighted-Average Exercise Per Share | $ 3.91 | |||
Exercisable as of December 31, Weighted-Average Remaining Contractual Term (Years) | 4 years 4 months 6 days | |||
Exercisable as of December 31, Aggregate Intrinsic Value | $ 19,030 |
Stockholders' Equity (Schedul68
Stockholders' Equity (Schedule Of RSU Activity) (Details) - RSUs [Member] - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Balance as of December 31, Number of Shares | 159 | 368 | 260 | |
Options awarded, Number of Shares | 688 | 7 | 170 | |
Options Vested/Released, Number of shares | (105) | (212) | (39) | |
Options forfeited, Number of Shares | (4) | (23) | ||
Balance as of December 31, Number of Shares | 742 | 159 | 368 | |
Balance as of December 31, Aggregate Intrinsic Value | $ 6,822 | $ 1,393 | $ 1,857 | $ 1,121 |
Vested and expected to vest after December 31, 2015 Number of Shares | 552 | |||
Vested and expected to vest after December 31, 2015 Aggregate Intrinsic Value | $ 5,077 | |||
Exercisable as of December 31, 2015 (Vested and deferred), Number of Shares | ||||
Exercisable as of December 31, 2015 (Vested and deferred), Aggregate Intrinsic Value |
Accumulated Other Comprehensi69
Accumulated Other Comprehensive Income (Loss) (Schedule Of Changes In The Composition Of Accumulated Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accumulated Other Comprehensive Income (Loss) [Abstract] | |||
Foreign Currency Translation, Beginning balance | $ 3,264 | $ 4,176 | $ 3,055 |
Foreign Currency Translation, Other comprehensive income (loss) before reclassifications | $ 1,121 | ||
Foreign Currency Translation, Amounts reclassified out of accumulated other comprehensive income (loss) to other income (expense), net | |||
Foreign Currency Translation, Net other comprehensive income | (1,194) | (912) | $ 1,121 |
Foreign Currency Translation, Ending balance | 2,070 | $ 3,264 | 4,176 |
Available-for-Sale Investments, Beginning balance | (67) | ||
Available-for-Sale Investments, Other comprehensive income (loss) before reclassifications | (4) | ||
Available-for-Sale Investments, Amounts reclassified out of accumulated other comprehensive income (loss) to other income (expense), net | 71 | ||
Net change | $ 67 | ||
Available-for-Sale Investments, Ending balance | |||
Beginning balance | 3,264 | $ 4,176 | $ 2,988 |
Other comprehensive income (loss) before reclassifications | 1,117 | ||
Amounts reclassified out of accumulated other comprehensive income to other income, net | 71 | ||
Total other comprehensive income (loss) | (1,194) | (912) | 1,188 |
Ending balance | $ 2,070 | $ 3,264 | $ 4,176 |
401(k) Plan (Details)
401(k) Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
401(k) Plan [Abstract] | |||
Company 401k match, percentage | 50.00% | ||
Company contributions | $ 0.2 | $ 0.1 | $ 0.2 |
Licensing Agreements (Details)
Licensing Agreements (Details) $ in Millions | May. 13, 2013USD ($) | Dec. 31, 2014item | Mar. 31, 2014USD ($) | May. 31, 2013USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | May. 31, 2015USD ($) |
Upfront and regulatory milestone payments | $ 2 | |||||||
Research and development expense related to in-licensing deals | $ 7.5 | $ 11 | $ 5 | |||||
Theravance Biopharma [Member] | ||||||||
Upfront and regulatory milestone payments | $ 6 | |||||||
The Medicines Company [Member] | ||||||||
Number of products | item | 2 | |||||||
Commitment agreement payment amount | $ 50.5 | |||||||
Zensun [Member] | ||||||||
Commitment agreement payment amount | $ 18.5 | |||||||
Commitment agreement additional payment amount | 10 | |||||||
Commitment agreement further payments upon approval for new indications of product | $ 25 | |||||||
Collateralized loan amount, maximum | $ 12 | |||||||
TLC [Member] | ||||||||
Commitment agreement payment amount | $ 39.5 |
Termination Of Collaboration 72
Termination Of Collaboration With Cardiome Pharma Corp. (“Cardiome”) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Aug. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues | $ 157,257,000 | $ 134,790,000 | $ 127,058,000 | |||
Product returns reserve amount | 100,000 | 100,000 | ||||
Inventories | $ 10,976,000 | $ 10,976,000 | 10,976,000 | 10,703,000 | ||
Cardiome [Member] | ||||||
Transition payments to be received | $ 750,000 | |||||
Transition payments to be received, period | 1 year | |||||
Transition payments received | 450,000 | |||||
Payment received for repurchased inventory | 1,100,000 | |||||
Reduction in cost of product sales | 1,100,000 | |||||
Aggrastat Product Sales [Member] | Cardiome [Member] | ||||||
Revenues | 1,800,000 | $ 1,100,000 | $ 0 | |||
Product returns reserve amount | 600,000 | |||||
Inventories | $ 0 | $ 0 | $ 0 |
Contingencies (Details)
Contingencies (Details) - USD ($) | Apr. 30, 2014 | Apr. 02, 2014 | Feb. 29, 2016 | Jun. 30, 2015 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2013 | Oct. 07, 2015 |
Contingencies [Line Items] | ||||||||
Estimated SEC/DOJ investigation loss | $ 10,800,000 | $ 2,000,000 | $ 10,826,000 | $ 2,000,000 | ||||
SEC settlement loss | 12,800,000 | |||||||
Escrow deposit | $ 12,826,000 | $ 12,800,000 | ||||||
NovaMed [Member] | ||||||||
Contingencies [Line Items] | ||||||||
Unjust enrichment | $ 333,333 | |||||||
Reasonable reimbursement to be paid | $ 3,314,629 | |||||||
Reimbursement for unjust enrichment | $ 333,333 | |||||||
Subsequent Event [Member] | ||||||||
Contingencies [Line Items] | ||||||||
SEC settlement loss | $ 12,800,000 |
Credit Facilities (Details)
Credit Facilities (Details) ¥ in Millions | 1 Months Ended | 12 Months Ended | |
Dec. 31, 2013CNY (¥) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Line of Credit Facility [Line Items] | |||
Debt financing facility, expiration date | Nov. 30, 2014 | ||
Interest paid | $ 48,000 | ||
Shanghai Pudong Development Bank Co. Ltd. [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt financing facility, maximum borrowing capacity | ¥ 15 | $ 2,400,000 | |
Effective interest rate | 6.44% | 6.44% | 6.44% |
Shanghai Pudong Development Bank Co. Ltd. [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Percentage points added to reference rate | 15.00% | ||
NovaMed [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt financing facility, maximum borrowing capacity | ¥ 10 | $ 1,600,000 |
Segment Information And Geogr75
Segment Information And Geographic Data (Summary Information By Operating Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | ||||||
Revenue | $ 157,257 | $ 134,790 | $ 127,058 | |||
Income (loss) from operations | 29,911 | 25,984 | 10,429 | |||
Non-operating income (expense), net | 359 | 393 | 2,777 | |||
Income before provision for income tax | 30,270 | 26,377 | 13,206 | |||
Upfront and regulatory milestone payments | 2,000 | |||||
SEC settlement expense (Notes 18 and 22) | $ 10,800 | $ 2,000 | 10,826 | 2,000 | ||
Upfront payments | $ 5,500 | $ 11,000 | 5,000 | |||
Restructuring charges | 1,181 | |||||
China [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenue | 151,573 | 130,311 | 122,616 | |||
Income (loss) from operations | 52,892 | 35,630 | 30,557 | |||
Non-operating income (expense), net | 349 | 412 | 233 | |||
Income before provision for income tax | 53,241 | 36,042 | 30,790 | |||
Upfront and regulatory milestone payments | 5,500 | |||||
Upfront payments | 11,000 | |||||
Rest Of The World (Including The U.S. And Hong Kong) [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenue | 5,684 | 4,479 | 4,442 | |||
Income (loss) from operations | (22,981) | (9,646) | (20,128) | |||
Non-operating income (expense), net | 10 | (19) | 2,544 | |||
Income before provision for income tax | (22,971) | $ (9,665) | (17,584) | |||
Upfront and regulatory milestone payments | 2,000 | |||||
SEC settlement expense (Notes 18 and 22) | $ 10,800 | 2,000 | ||||
Escrow settlement cash and shares combined value | $ 2,600 |
Segment Information And Geogr76
Segment Information And Geographic Data (Long-Lived Assets By Operating Segment) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 48,098 | $ 41,634 |
China [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 46,315 | 41,092 |
Rest Of The World (Including The U.S. And Hong Kong) [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 1,783 | $ 542 |
Selected Quarterly Financial 77
Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Product sales, net | $ 41,973 | $ 41,986 | $ 37,202 | $ 33,168 | $ 40,737 | $ 33,621 | $ 31,551 | $ 26,064 | $ 154,329 | $ 131,973 | $ 99,414 | |
Promotion services revenue | 890 | 894 | 744 | 400 | 688 | 666 | 962 | 501 | 2,928 | 2,817 | 27,644 | |
Cost of product sales | 5,217 | 6,853 | 5,681 | 4,597 | 7,425 | 6,005 | 5,011 | 4,561 | 22,348 | 23,002 | 17,668 | |
Net income | $ 12,544 | $ 11,979 | $ (4,022) | $ 8,962 | $ 3,519 | $ 7,915 | $ 9,640 | $ 4,134 | $ 29,463 | $ 25,208 | $ 10,964 | |
Basic net income per share | $ 0.25 | $ 0.24 | $ (0.08) | $ 0.18 | $ 0.07 | $ 0.16 | $ 0.19 | $ 0.08 | $ 0.59 | $ 0.49 | $ 0.20 | |
Diluted net income per share | $ 0.24 | $ 0.23 | $ (0.08) | $ 0.17 | $ 0.07 | $ 0.15 | $ 0.18 | $ 0.08 | $ 0.56 | $ 0.48 | $ 0.20 | |
Upfront payments | $ 5,500 | $ 11,000 | $ 5,000 | |||||||||
SEC settlement expense (Notes 18 and 22) | $ 10,800 | $ 2,000 | $ 10,826 | $ 2,000 | ||||||||
SEC settlement loss | 12,800 | |||||||||||
Upfront and regulatory milestone payments | $ 2,000 | $ 2,000 | ||||||||||
Cardiome [Member] | ||||||||||||
Payment received for repurchased inventory | 1,100 | |||||||||||
Reduction in general and administraive expense | $ 300 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 1 Months Ended |
Feb. 29, 2016USD ($) | |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Payment for SEC settlement loss | $ 12.8 |
Schedule II - Valuation And Q79
Schedule II - Valuation And Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Receivables Reserve [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ (998) | $ (3,587) | $ (1,046) |
Charges for Amount Reserved | (541) | $ (2,541) | |
Deductions for Amounts Recovered | 400 | $ 1,500 | |
Deductions for Amounts Written Off | 545 | 1,089 | |
Balance at End of Period | (594) | $ (998) | $ (3,587) |
Reserve For Product Returns [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | (66) | $ (123) | |
Charges for Amount Reserved | $ (134) | $ (66) | |
Deductions for Amounts Recovered | $ 123 | ||
Deductions for Amounts Paid | $ 66 | ||
Balance at End of Period | $ (134) | $ (66) | |
Reserve For Product Returns [Member] | General And Administrative [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Charges for Amount Reserved | $ (2,500) |