Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 07, 2017 | Jun. 30, 2016 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
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 Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding | 51,505,795 | ||
Entity Public Float | $ 670,206,000 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 134,395 | $ 101,403 |
Restricted cash in escrow for SEC settlement (Note 15) | 12,826 | |
Accounts receivable, net of allowances of $0 and $594 as of December 31, 2016 and 2015, respectively | 41,510 | 39,363 |
Inventories | 16,587 | 10,976 |
Prepaid expenses and other current assets | 3,241 | 3,654 |
Deferred tax assets | 299 | |
Total current assets | 195,733 | 168,521 |
Property and equipment, net | 2,002 | 2,651 |
Investment in third party (Note 5) | 794 | |
Goodwill | 30,838 | 32,979 |
Other assets | 12,531 | 12,468 |
Total assets | 241,898 | 216,619 |
Current liabilities: | ||
Accounts payable | 3,645 | 4,495 |
Accrued and other current liabilities | 22,796 | 32,151 |
Deferred revenue | 174 | |
Total current liabilities | 26,441 | 36,820 |
Other long-term liabilities | 92 | 87 |
Commitments and contingencies (Notes 9 and 15) | ||
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; 51,236,952 and 49,533,835 shares issued and outstanding as of December 31, 2016 and 2015, respectively | 51 | 50 |
Additional paid-in capital | 304,599 | 296,086 |
Accumulated other comprehensive income (loss) | (1,520) | 2,070 |
Accumulated deficit | (87,765) | (118,494) |
Total stockholders' equity | 215,365 | 179,712 |
Total liabilities and stockholders' equity | $ 241,898 | $ 216,619 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Consolidated Balance Sheets [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 594 |
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 | 51,236,952 | 49,533,835 |
Common stock, shares outstanding | 51,236,952 | 49,533,835 |
Consolidated Statements Of Inco
Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net revenues: | |||
Product sales, net | $ 155,937 | $ 154,329 | $ 131,973 |
Promotion services | 4,159 | 2,928 | 2,817 |
Total net revenues | 160,096 | 157,257 | 134,790 |
Operating expenses: | |||
Cost of product sales | 22,898 | 22,348 | 23,002 |
Sales and marketing | 54,704 | 53,961 | 48,477 |
Research and development | 15,078 | 12,314 | 14,581 |
General and administrative | 34,181 | 27,897 | 22,746 |
SEC settlement expense (Note 15) | 10,826 | ||
Total operating expenses | 126,861 | 127,346 | 108,806 |
Income from operations | 33,235 | 29,911 | 25,984 |
Non-operating income (expense): | |||
Interest and investment income | 1,062 | 869 | 161 |
Interest and investment expense | (48) | ||
Other income (expense), net | (164) | (510) | 280 |
Income before provision for income tax | 34,133 | 30,270 | 26,377 |
Provision for income tax | 3,404 | 807 | 1,169 |
Net income | $ 30,729 | $ 29,463 | $ 25,208 |
Basic net income per share | $ 0.61 | $ 0.59 | $ 0.49 |
Diluted net income per share | $ 0.58 | $ 0.56 | $ 0.48 |
Weighted average shares used in computing: | |||
Basic net income per share | 50,235 | 49,797 | 51,277 |
Diluted net income per share | 52,566 | 52,173 | 52,684 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Consolidated Statements Of Comprehensive Income [Abstract] | |||
Net income | $ 30,729 | $ 29,463 | $ 25,208 |
Other comprehensive loss, net of income tax: | |||
Foreign currency translation | (1,666) | (1,194) | (912) |
Unrealized loss on available-for-sale investment in common stock of third party | (1,924) | ||
Total other comprehensive loss | (3,590) | (1,194) | (912) |
Total comprehensive income | $ 27,139 | $ 28,269 | $ 24,296 |
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, 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 loss related to foreign currency translation | (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 loss related to foreign currency translation | (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 | ||||
Net income | 30,729 | 30,729 | |||
Other comprehensive loss related to foreign currency translation | (1,666) | (1,666) | |||
Other comprehensive loss related to unrealized loss on available-for-sale investment in common stock of third party | (1,924) | (1,924) | |||
Issuance of common stock from exercise of stock options, restricted stock units, and employee stock purchase plan, net | $ 1 | 1,857 | 1,858 | ||
Issuance of common stock from exercise of stock options, restricted stock units, and employee stock purchase plan, net, shares | 1,703,000 | ||||
Compensation related to stock-based awards | 6,656 | 6,656 | |||
Balance at Dec. 31, 2016 | $ 51 | $ 304,599 | $ (1,520) | $ (87,765) | $ 215,365 |
Balance, shares at Dec. 31, 2016 | 51,237,000 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities: | |||
Net income | $ 30,729 | $ 29,463 | $ 25,208 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Non-cash expense related to stock-based compensation | 6,433 | 4,441 | 3,465 |
Provision for doubtful accounts | 541 | ||
Provision for expiring inventory | 34 | 0 | 2,099 |
Depreciation and amortization | 985 | 931 | 852 |
Loss on disposal of fixed assets | 1 | 3 | 26 |
Deferred income taxes | 292 | 12 | (321) |
Unrealized foreign exchange loss | 190 | ||
Changes in operating assets and liabilities: | |||
Accounts receivable, net | (2,405) | 306 | (3,276) |
Inventories | (3,001) | 1,432 | 5,382 |
Prepaid expenses and other assets | 273 | (1,020) | (277) |
Restricted cash in escrow for SEC settlement (Note 15) | (12,826) | ||
Accounts payable | (3,123) | (2,295) | (5,485) |
Accrued and other current liabilities | 4,286 | 11,997 | (414) |
Deferred revenue | (173) | (422) | 340 |
Other long-term liabilities | 6 | (56) | 10 |
Net cash provided by operating activities | 34,527 | 32,507 | 27,609 |
Investing activities: | |||
Investment in available-for-sale security of third party (Note 5) | (2,718) | ||
Loans to third party (Note 6) | (7,250) | (4,751) | |
Proceeds from the sale of short-term investments | 75 | ||
Purchases of property and equipment | (648) | (1,835) | (1,452) |
Net cash used in investing activities | (3,366) | (9,010) | (6,203) |
Financing activities: | |||
Repurchase of common stock including commissions | (12,811) | (24,400) | |
Repayment of credit facilities | (1,620) | ||
Proceeds related to issuances of common stock, net | 1,858 | 4,392 | 5,214 |
Net cash provided by (used in) financing activities | 1,858 | (8,419) | (20,806) |
Effect of exchange rate changes on cash and cash equivalents | (27) | 97 | (175) |
Net increase in cash and cash equivalents | 32,992 | 15,175 | 425 |
Cash and cash equivalents, beginning of period | 101,403 | 86,228 | 85,803 |
Cash and cash equivalents, end of period | 134,395 | 101,403 | 86,228 |
Supplemental disclosure of cash flow information: | |||
Net income taxes paid related to foreign operations | 1,794 | $ 1,509 | 944 |
Interest and unused line fees paid related to borrowings | $ 48 | ||
Release of restricted cash in escrow for SEC settlement | $ 12,826 |
The Company And Summary Of Sign
The Company And Summary Of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
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 (“U.S.”)-headquartered, China-focused, specialty pharmaceutical company with a substantial commercial business and a product portfolio of therapies for oncology, infectious diseases and cardiovascular disorders. 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 U.S. 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 cash investment portfolio as of December 31, 2016 consisted of money market funds that were included in cash and cash equivalents. As of December 31, 2016, the Company’s investment portfolio also included an available-for-sale investment in the common stock of a third party (No te 5) categorized within Level 2 of the fair value hierarchy. The Company records unrealized gains or losses on available-for-sale equity investments in other comprehensive income (loss). Realized gains and losses and declines in value judged to be other-than-temporary on available-for-sale equity investments are included in earnings. 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 operations. 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. The Company’s policy is to recognize transfers between levels as of the date of the event or change in circumstance that caused the transfer. 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, accounts receivable, and loans receivable. The Company is exposed to credit risk in the event of default by the institutions holding the cash and cash equivalents, 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. The Company is exposed to risk of its investment in the common stock of a third party losing market value. 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 U.S. 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. Sinopharm contributed 93% , 97% and 94% of the Company’s total net revenue for the years ended December 31, 2016, 2015 and 2014, respectively, which revenues related to the Company’s China segment. There were no other customers that exceeded 10% of the Company’s total net revenue in those years. Total ZADAXIN product sales were $150.1 million or 96% , $146.1 million or 95% , and $126.1 million or 96% , of total product sales for the years ended December 31, 2016, 2015 and 2014, respectively. As of December 31, 2016, approximately $ 39.5 million, or 95 %, 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 were denominated in U.S. dollars through June 30, 2016. However, the established importer price was adjusted quarterly based upon exchange rate fluctuations between the U.S. dollar and Chinese Yuan Renminbi (“RMB”) . Effective July 1, 2016, the Company’s sales of ZADAXIN to Sinopharm are and will be denominated in RMB. A significant portion of the Company’s other revenues and expenses are also denominated in RMB and a significant portion of the Company’s assets and liabilities are denominated in RMB and all are exposed to foreign exchange risk. In the recent year and months, the RMB has experienced devaluation. Such devaluation negatively affects the U.S. dollar value of revenues while it positively affects the U.S. dollar value of China operating expenses. 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 the People’s Bank of China. Remittances in currencies other than RMB by the Company in China require certain supporting documentation in order to process 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, 2016, the Company determined no bad debt reserve was necessary. As of December 31, 2015, the Company had a receivable reserve of $0.5 million related to accounts receivable from one customer that was more than one year past due. During 2014, the Company’s subsidiary, SciClone Pharmaceuticals International China Holding Ltd (“SPIL China”) executed an agreement with this customer providing for settlement of the receivable balance, which at the time was $3.0 million. 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, $0.5 million, $0.4 million and $1.0 million were collected in 2016, 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 those years. 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, 2016, 2015, and 2014, the Company recorded inventory write-downs of $34,000 , $0 , and $2.1 million, respectively, principally related to carrying value reductions for excess Aggrastat ® product in the 2014 period. As of December 31, 2016, there was zero remaining Aggrastat product in inventory following a discontinuation of the product. (Refer to Note 14 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, 2016, 2015 and 2014, 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. 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 as of December 31, 2016, 2015, and 2014, 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 (Note 2) 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, 2016 and 2015, 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 selected 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 U.S. 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 U.S. 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 (loss) 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 $2.2 million and $0.4 million for the year ended December 31, 2016 and 2015, respectively. For the year ended December 31, 2014 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 arrival of a shipment to its destination, which marks the point when title and risk of loss to 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. Effective January 1, 2016, the Company’s new contractual arrangement with its China importer and distributor for ZADAXIN, Sinopharm, is resulting in the later recognition (relative to practices prevailing under the old contractual arrangement through December 31, 2015) of a portion of the Company’s revenue due from Sinopharm related to situations where the provincial tender price is greater relative to a reference (baseline) tender price. The tender price is the ultimate retail end price approved by provincial authorities. There is a price mechanism in the new contractual arrangement whereby Sinopharm is invoiced at a lower base price relative to that prevailing in the previous agreement. The lower base price (reduced by estimated price compensation payable to Sinopharm for situations where the provincial tender price is lower than the reference (baseline) tender price) is recorded as revenue at the time the sale is completed upon arrival at destination. To date, there are no situations where a provincial tender price is less than the reference (baseline) tender price. Sinopharm is invoiced for the portion of the price that results from situations where the provincial tender price is greater than the reference (baseline) tender price at a later time, and such amount is recognized as revenue after the amount has been agreed to with them. It is expected that the price compensation due to the Company related to sales in a quarter under the price adjustment mechanism for provinces with tender prices above the reference (baseline) tender price will continue to be recognized on a rolling one-to-two quarter delayed basis relative to the originating sales quarter. 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. 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 upon arrival at destination. 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, 2016 and 2015, the Company’s revenue reserves were $0.3 million and $0.1 million, respectively, 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 $3.8 million, $3.4 million, and $ 2.5 million for the years ended December 31, 2016, 2015, and 2014, 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 and milestone 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, 2016, 2015, and 2014, were $1.7 million, $ 4.1 million, and $2.6 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 as of December 31, 2016 and 2015. The amount of interest recognized as tax expense related to uncertain tax positions in the consolidated statements of income was $0.1 million, $0.2 million and $0.3 million for the years ended December 31, 2016, 2015 and 2014, respectively. Net Income |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | Note 2 — 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, 2016 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, 2016 Money market funds $ 19,701 $ — $ — $ 19,701 Common stock investment in third party (Note 5) — 794 — 794 Total $ 19,701 $ 794 $ — $ 20,495 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 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventories [Abstract] | |
Inventories | Note 3 — Inventories Inventories consisted of the following (in thousands): December 31, 2016 2015 Raw materials $ 5,304 $ 3,871 Work in progress 498 535 Finished goods 10,785 6,570 Total $ 16,587 $ 10,976 As of December 31, 2016 and 2015, the Company had $ 4.6 million and $3.3 million, respectively, in inventory held at distributors related to non–ZADAXIN products. |
Property And Equipment
Property And Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property And Equipment [Abstract] | |
Property And Equipment | Note 4 — Property and Equipment Property and equipment consisted of the following (in thousands) : December 31, 2016 2015 Construction in process $ 14 $ 18 Office equipment 3,363 3,172 Leasehold improvements 1,513 1,281 Office furniture and fixtures 1,320 1,377 Software 936 897 Vehicle 81 67 Gross property and equipment 7,227 6,812 Less accumulated depreciation (5,225) (4,161) Net property and equipment $ 2,002 $ 2,651 Depreciation expense was $1.0 million, $0.9 million and $0.9 million for each of the years ended December 31, 2016, 2015, and 2014, respectively. |
Investments In Third Party
Investments In Third Party | 12 Months Ended |
Dec. 31, 2016 | |
Investments In Third Party [Abstract] | |
Investments In Third Party | Note 5 — Investment in Third Party On September 9, 2016, the Company and Soligenix, Inc., a publicly-traded entity, entered into an exclusive license agreement (the “License Agreement”), including a common stock purchase agreement, pursuant to which Soligenix granted rights to the Company to develop, promote, market, distribute and sell an oral mucositis-targeted drug candidate (“SGX942”) in the People’s Republic of China, Hong Kong, Macau, Taiwan, South Korea and Vietnam (the “Territory”). Under the terms of the License Agreement, the Company will be responsible for all aspects of development, product registration, and commercialization in the Territory, having access to data generated by Soligenix. In exchange for exclusive rights, beyond an upfront payment, the Company will pay to Soligenix royalties on net sales, and Soligenix will supply commercial drug product to the Company on a cost-plus basis, while maintaining worldwide manufacturing rights. This exclusive agreement builds on an existing collaboration between the two companies established in 2013, in which the Company provided its complete oral mucositis clinical and regulatory data library to Soligenix in exchange for certain, previously undisclosed, commercialization rights to the oral mucositis drug candidate in the Greater China market. As the Company obtained rights for Greater China (mainland China, Hong Kong, and Macau) in the earlier 2013 exchange, the September 2016 agreement in substance represented the acquisition of additional rights for Taiwan, South Korea, and Vietnam. As part of the License Agreement, the Company entered into a common stock purchase agreement with Soligenix pursuant to which the Company bought 3,529,412 shares of Soligenix common stock. These common shares are unregistered but the Company has demand registration rights and can compel a registration of the securities in a reasonably short time in the event the Company plans to sell the shares. The total cash consideration of $3,000,000 paid to Soligenix at the time of the transaction reflected the purchase price of the common stock and the consideration for expanded territorial rights in South Korea, Taiwan and Vietnam. As of the transaction date, the common stock was recorded at an initial fair value of $2.7 million representing publicly quoted closing share prices from the OTCQB, the over-the-counter market on which Soligenix’s securities were listed at the time. The residual cash consideration of $0.3 million related to the expanded territorial rights was recorded as research and development expense in the third quarter of fiscal 2016. The Company is holding the Soligenix shares in the context of a business relationship, and as such has classified them as available-for-sale. The common stock investment is adjusted to fair value at each reporting date with unrealized gains (losses) reported as a component of other comprehensive income (loss). In October 2016, in connection with an up-listing of its stock from the OTCQB market to the NASDAQ Common Market, Soligenix declared a 1 for 10 reverse stock split, converting the Company’s ownership in Soligenix from 3,529,412 shares to 352,94 2 shares. As of December 31, 2016, the fair value of the Soligenix common stock investment was $0.8 million and the unrealized holding loss on the investment was $1.9 million, which was recorded as a component of other comprehensive loss (net of tax, which is zero as the entity holding the security is in a zero-tax jurisdiction) . The Company determined that the write-down of fair value was not other-than-temporary after considering the volatility of the common stock and other investee-specific facts and circumstances. |
Loans Receivable
Loans Receivable | 12 Months Ended |
Dec. 31, 2016 | |
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 13. 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 U.S. $223,000 as of December 31, 2016) 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 U.S.-dollar denominated borrowings up to $11.75 million. As of December 31, 2016, 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 were originally scheduled to mature on September 26, 2017 , with an option (granted at loan origination) electable by Zensun to extend for two additional years provided certain conditions are met. As of December 31, 2016, the borrower had notified the Company of its intent to exercise its option to extend the borrowings for two additional years, or to September 26, 2019 . 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, 2016. 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, 2016 and 2015. Interest income on the loans amounted to $0.9 million, $0.8 million and $0.1 million for the years ended December 31, 2016, 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 $12.4 million as of December 31, 2016, based upon prevailing market rates of interest as published by major Chinese banks. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill [Abstract] | |
Goodwill | Note 7 — Goodwill The following table represents the changes in goodwill for the years ended December 31, 2016, 2015 and 2014 ( in thousands ): Balance as of January 1, 2014 $ 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 Translation adjustments (2,141) Balance as of December 31, 2016 $ 30,838 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | Note 8 — Accrued Liabilities The following is a summary of accrued liabilities (in thousands) : December 31, 2016 2015 Accrued SEC settlement loss (Note 15) $ — $ 12,826 Accrued sales and marketing expenses 8,623 8,511 Accrued taxes, tax reserves and interest 5,335 4,323 Accrued compensation and benefits 5,140 4,341 Accrued professional fees 1,298 1,130 Accrued manufacturing costs 715 444 Other 1,685 576 Total $ 22,796 $ 32,151 |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies [Abstract] | |
Commitments | Note 9 — 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, 2016, 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 lease requires the Company to pay insurance and its pro-rata share of operating expenses. The Company also leases other office facilities and equipment outside the U.S. 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, 2016, 2015, and 2014, was $2.1 million, $2.1 million, and $ 2.2 million, respectively, net of sublease income. Future minimum lease payments under non-cancelable facility and equipment operating lease agreements as of December 31, 2016, were as follows (in thousands) : Minimum Lease Year ended: Payments 2017 $ 2,311 2018 1,062 2019 267 2020 — 2021 — $ 3,640 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes [Abstract] | |
Income Taxes | Note 10 — Income Taxes The Company recorded income tax provisions of $3.4 million, $0.8 million, and $1.2 million for the years ended December 31, 2016, 2015, and 2014, respectively, related to its operations in China. Tax expense increased $2.6 million for the year ended December 31, 2016, compared to 2015, related to $1.3 million of additional tax expense representing the correction of an error related to a previously unrecognized liability for uncertain tax positions in China (refer also to Note 1, “ Error Correction ”) and due to higher sales and related marketing activities in the Company’s China business for the year ended December 31, 2016 . Tax expense decreased for the year ended December 31, 2015, compared to 2014, 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 expiration of the statute of limitations as well as a result of lower taxable income related to restructuring the Company’s China operations. The Company’s statutory tax rate in China was 25 % in 2016, 2015 and 2014. The Company has not recorded any significant U.S. federal or state income taxes for the years ended December 31, 2016, 2015, and 2014 . The Company has concluded that its offshore undistributed accumulated earnings as of December 31, 2016 of $211 million, exclusive of the dividend repatriations which were entirely satisfied out of fiscal 2016 and 2015 earnings and profits, respectively, as further explained below, continues to be indefinitely reinvested outside of the U.S., and has therefore provided no taxes thereon. Upon any distribution of accumulated undistributed earnings, the Company may be subject to U.S. 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 U.S. tax loss carryforwards and tax credit carryforwards available at the time of the repatriation. During 2016, $10 million in dividend distributions were made to the parent company to address the parent company’s liquidity needs from fiscal 2016 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, 2015. The repatriation did not result in any additional U.S. federal or state tax liability for 2016 as tax-deductible corporate expenses incurred and consumption of available accumulated net operating loss, fully offset the amount of the taxable income represented by the dividend distributions. Accordingly, related tax provided were zero. During the fourth quarter of fiscal 2015, the Company also repatriated a special dividend distribution of $12.8 million related to the SEC settlement expense (as further described in Note 15) from fiscal 2015 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 U.S. 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 tax-deductible corporate expenses. 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, 2016. However, to meet future operating needs, the Company may repatriate a portion of future annual foreign earnings in a forthcoming annual period. The Company plans to accrue for U.S. income taxes on future foreign earnings that it anticipates repatriating from its foreign subsidiaries. T he Company has significant on going corporate expenses and 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) : 2016 2015 2014 Domestic $ (8,363) $ (17,017) $ (8,496) Foreign 42,496 47,287 34,873 Pre-tax income $ 34,133 $ 30,270 $ 26,377 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) : 2016 2015 2014 Tax at federal statutory rate $ 11,605 $ 10,382 $ 8,968 Foreign income taxed at different rates (11,712) (15,210) (10,788) Federal tax effect of dividend from foreign subsidiary 2,999 4,317 — Effect of uncertain tax positions 667 (126) 127 Change in valuation allowance (199) 1,092 2,672 Stock-based compensation (604) (86) 2 Nondeductible expenses 247 189 189 Other 401 249 (1) Provision for income tax $ 3,404 $ 807 $ 1,169 The provision for income taxes for the years ended December 31 consisted of the following ( in thousands ): 2016 2015 2014 Federal $ — $ — $ — State 1 1 1 Foreign 3,103 793 1,489 Total current 3,104 794 1,490 Federal — — — State — — — Foreign 300 13 (321) Total deferred 300 13 (321) Provision for income tax $ 3,404 $ 807 $ 1,169 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 ): 2016 2015 Deferred tax assets: Net operating loss carryforwards $ 36,938 $ 38,679 Research and development credit carryforwards 10,719 10,650 Intangibles 530 382 Other 2,543 2,692 Gross deferred tax assets 50,730 52,403 Valuation allowance (50,730) (52,104) Total deferred tax assets — 299 Deferred tax liabilities: Other — — Total deferred tax liabilities — — Net deferred tax assets $ — $ 299 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 fully offset by a valuation allowance with the exception of a net operating loss carryforward in a foreign jurisdiction as of the end of 2015 which was used to offset taxable income in 2016. The valuation allowance (decreased) increased by approximately ($1.4) million, $1.4 million, and $ 3.4 million, in the years ended December 31, 2016, 2015, and 2014, respectively. Approximately $4.4 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, 2016, the Company had U.S. federal net operating loss carryforwards of approximately $ 112.9 million that expire in the years 2020 through 2035 , and U.S. federal research and development, orphan drug and investment tax credit carryforwards of approximately $ 12.3 million that expire in the years 2018 through 2036 . As of December 31, 2016, the Company had approximately RMB 40.8 million in net operating loss carryforwards related to its NovaMed Pharmaceuticals (Shanghai) Co. Ltd. (“ NovaMed Shanghai ”) subsidiary that expire in the years 2019 through 2021 . As of December 31, 2016, the Company had state net operating loss carryforwards of approximately $ 25.9 million that expire in the years 2017 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, 2016, the unrecognized tax benefit was $ 5.8 million, of which $ 2.2 million, if recognized would affect the effective tax rate, and $ 3.6 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, 2016. A reconciliation of the beginning and ending amount of unrecognized tax benefit for the years ended December 31 is as follows (in thousands): 2016 2015 2014 Balance beginning of period $ 5,470 $ 5,876 $ 6,138 Tax positions related to current year: Additions for current year items 25 14 32 Additions for prior year items (see Note 1) 1,009 — — Lapse of statute of limitations (604) (288) (206) Changes for foreign currency translation (117) (132) (88) Balance end of period $ 5,783 $ 5,470 $ 5,876 Tax years 1995-2016 remain open to examination by the major U.S. taxing jurisdictions to which the Company is subject. The Internal Revenue Service concluded its examinations of the Company’s 2011, 2009 and 2008 U.S. 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, 2016 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | Note 11 — 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 upon conditions determined by the Board of Directors 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 upon conditions determined by the Board of Directors 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, 2016, 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 Company’s Board of Directors (“Initial Grant”) and annually on their reelection to the Board of Directors 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 grant, subject in each case to the Director’s continuous service on the Company’s Board of Directors. As of December 31, 2016, 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, 2016 2015 2014 Sales and marketing $ 984 $ 869 $ 1,031 Research and development 336 210 104 General and administrative 5,113 3,362 2,330 $ 6,433 $ 4,441 $ 3,465 Compensation cost capitalized in inventory was approximately $0.2 million, $0.1 million and $0.1 million, for each of the years ended December 31, 2016, 2015, and 2014, respectively. 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: 2016 2015 2014 Risk-free interest rate: Time-based stock options 1.41 % 1.52 % 1.61 % Performance-based stock options N/A N/A N/A ESPP 0.36 0.07 0.04 Volatility factor of the market price of the Company's common stock: Time-based stock options 48.53 % 52.08 % 57.96 % Performance-based stock options N/A N/A N/A ESPP 42.33 53.73 42.50 Weighted-average expected life (years): Time-based stock options 5.24 5.30 5.00 Performance-based stock options N/A N/A N/A ESPP 0.25 0.25 0.25 Dividend yield 0.00 % 0.00 % 0.00 % The risk-free interest rate is based on the U.S. 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, 2016, 2015 and 2014, 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, 2014 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 Options forfeited (293) 8.20 Options granted 1,510 9.79 Options exercised (1,993) 3.66 Balance as of December 31, 2016 5,251 $ 6.87 6.87 $ 21,112 Vested and expected to vest after December 31, 2016 4,847 $ 6.71 6.71 $ 20,278 Exercisable as of December 31, 2016 2,840 $ 5.56 5.53 $ 15,112 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, 2016, 2015, and 2014, the Company recognized approximately $0 , $20,000 , and $ 0.1 million, respectively, of expense related to performance-based options. The weighted-average fair value of stock options granted for the years ended December 31, 2016, 2015, and 2014, was $4.33 , $4.18 , and $ 2.43 , respectively. The intrinsic value of options at time of exercise was $ 14 . 6 million, $4.7 million, and $ 2.4 million, for the years ended December 31, 2016, 2015, and 2014, respectively. The estimated fair value of options vested for the years ended December 31, 2016, 2015, and 2014 was $4.4 million, $3.9 million, and $ 3.2 million, respectively. As of December 31, 2016, unamortized compensation expense related to unvested options was approximately $ 6.6 million, net of forfeitures. The weighted average period over which compensation expense related to these options will be recognized is approximately 2.41 years. Cash received from stock option exercises was $5.6 million, $4.6 million, and $ 5.5 million for the years ended December 31, 2016, 2015, and 2014, respectively. In addition, the Company withheld 411,407 shares representing a value of $3.4 million to cover taxes and the exercise price in connection with the exercise of certain stock options. RSUs and PSUs The following table summarizes RSU and PSU activity as of December 31, 2016, 2015, and 2014 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, 2014 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 Awarded 345 Vested/Released (151) Forfeited (26) Balance as of December 31, 2016 910 $ 9,825 Vested and expected to vest after December 31, 2016 775 $ 8,365 Exercisable as of December 31, 2016 (Vested and deferred) — — The RSUs generally vest 25 % approximately one year after grant date with the remaining shares vesting approximately annually in equal installments over a one - to four -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, 2016, 2015 and 2014, the Company recorded approximately $0. 3 million, $0.1 million and $0 , respectively, of expense related to the PSUs. The weighted average fair value at grant date of the RSUs and PSUs was $10.04 , $8.95 , and $ 4.52 , for the years ended December 31, 2016, 2015, and 2014, respectively. The fair value of RSUs and PSUs vested for the years ended December 31, 2016, 2015, and 2014 was $1.6 million, $1.0 million, and $1.0 million, respectively. As of December 31, 2016, there was approximately $ 3.7 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 1.31 years. ESPP As of December 31, 2016, 2,400,000 shares of the Company’s common stock are reserved for issuance under the Company’s ESPP. 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 999 shares up to a maximum dollar limit of $6,250 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, 2016, 2,398,138 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 and 3,822,434 shares at a cost of $12.8 million and $24.4 million, during the years ended December 31, 2015 and 2014, respectively, for a cumulative amount of $78.1 million in share repurchases repurchased under the repurchase program. 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). |
401(k) Plan
401(k) Plan | 12 Months Ended |
Dec. 31, 2016 | |
401(k) Plan [Abstract] | |
401(k) Plan | Note 12 — 401(k) Plan The Company has a pre-tax and Roth savings plan covering most U.S. 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 or after-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, $ 0.2 million, and $ 0.1 million for the years ended December 31, 2016, 2015, and 2014, respectively. |
Licensing Agreements
Licensing Agreements | 12 Months Ended |
Dec. 31, 2016 | |
Licensing Agreements [Abstract] | |
Licensing Agreements | Note 13 — 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, Hong Kong, Macau, 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 agreement that grants SciClone a license and exclusive rights for two cardiovascular products in China from The Medicines Company including 1) Angiomax ® (bivalirudin) for Injection for which a Phase 3 registration trial was completed in China . The Company has received Clinical Trial Application (“CTA”) approval and a Clinical Trial Waiver from the China Food and Drug Administration (“CFDA”) in December 2016, and are in the process of preparing a New Drug Application (“NDA”) , and 2) Cleviprex ® (clevidipine) In jectable Emulsion, for which a CTA for China was filed in 2013. The Company received CTA approval from the CFDA in early 2016 and are preparing a clinical study. As Chiesi USA, Inc. and its parent company, Chiesi Farmaceutici S.p.A. (“Chiesi”), acquired the rights to Cleviprex in June 2016 from The Medicines Company, SciClone will now be working together with Chiesi and The Medicines Company to progress the Cleviprex clinical study going forward. Under the terms of the agreement, which apply to Chiesi for Cleviprex, the Company will be responsible for all aspects of commercialization, including pre-and post-launch activities, for both products (Cleviprex and Angiomax) in the China market (excluding Hong Kong and Macao). The Company has also agreed to participate in the China registration process for both products. Financial terms of the agreements for the two products, in addition to net sales royalties payabl e to The Medicines Company and /or Chiesi, include the following additional payments to The Medicines Company and/or Chiesi: an upfront payment made in the fourth quarter of 2014; a project 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 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 NDA was submitted to and accepted for review by the CFDA in 2012. The CFDA informed Zensun in 2014 that its Phase 2 clinical study data is insufficient, and has asked Zensun to submit an NDA 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 an NDA 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 re ceived 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. For the years ended December 31, 2016, 2015 and 2014, the Company recorded upfront and milestone payments totaling $4.5 million, $ 7.5 million and $11.0 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, 2016 | |
Termination Of Collaboration With Cardiome Pharma Corp. (“Cardiome”) [Abstract] | |
Termination Of Collaboration With Cardiome Pharma Corp. (“Cardiome”) | Note 14 — Termination of Collaborati on 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 and $1.1 million for the years ended December 31, 2015 and 2014, 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 $300,000 and $450,000 were collected from Cardiome during the third quarter of fiscal 2016 and the second half of fiscal 2015, respectively, 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 that it later repurchased from its customer in connection with the termination of its agreement with Cardiome. Under the terms of the agreement, Cardiome was not obliged to repurchase this inventory already sold to the Company’s distributors. |
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Contingencies [Abstract] | |
Contingencies | Note 15 — Contingencies Legal Matters The Company is a party to various legal proceedings and was 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 U.S. 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 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 was 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 Shanghai was a party to a Distribution and Supply Agreement with MEDA Pharma GmbH & Co. KG (“MEDA”). Following the Company’s acquisition of NovaMed Shanghai, MEDA claimed it had a right to terminate the agreement under a change of control provision. NovaMed Shanghai does not believe that MEDA had a right of termination under the agreement. As of February 24, 2017, NovaMed Shanghai entered into a settlement agreement with MEDA to resolve all outstanding claims of each party under the Distribution and Supply Agreement, including as related to the China International Economic and Trade Arbitration Commission (“CIETAC”) arbitration in which NovaMed Shanghai had been claiming for remuneration of services and for certain reimbursement amounts. Per the terms of the settlement agreement, MEDA shall pay NovaMed Shanghai $83,333 , and NovaMed Shanghai shall withdraw its “Request for Second Arbitration” with CIETAC. |
Credit Facility
Credit Facility | 12 Months Ended |
Dec. 31, 2016 | |
Credit Facility [Abstract] | |
Credit Facility | Note 16 — 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) 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, 2016 | |
Segment Information And Geographic Data [Abstract] | |
Segment Information And Geographic Data | Note 17 — 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 U.S. 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, 2016 2015 2014 Revenue: China $ 152,563 $ 151,573 $ 130,311 Rest of the World (including the U.S. and Hong Kong) 7,533 5,684 4,479 Total net revenues $ 160,096 $ 157,257 $ 134,790 Income (loss) from operations: China $ 57,202 $ 52,892 (2) $ 35,630 (4) Rest of the World (including the U.S. and Hong Kong) (23,967) (1) (22,981) (3) (9,646) Total income from operations $ 33,235 $ 29,911 $ 25,984 Non-operating income (expense): China $ 885 $ 349 $ 412 Rest of the World (including the U.S. and Hong Kong) 13 10 (19) Total non-operating income $ 898 $ 359 $ 393 Income (loss) before provision for income tax: China $ 58,087 $ 53,241 $ 36,042 Rest of the World (including the U.S. and Hong Kong) (23,954) (22,971) (9,665) Total income before provision for income tax $ 34,133 $ 30,270 $ 26,377 (1) Operating loss for the Rest of the World segment for the year ended December 31, 2016 includes upfront and milestone payments totaling $4.5 million related to the Company’s licensing arrangements. (2) 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. (3) 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 Note 15 for further information regarding the SEC and DOJ investigations. (4) 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. Long-lived assets by operating segment are as follows ( in thousands ): December 31, Long-lived assets: 2016 2015 China $ 44,603 $ 46,315 Rest of the World (including the U.S. and Hong Kong) 1,562 1,783 Total long-lived assets $ 46,165 $ 48,098 |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2016 | |
Selected Quarterly Financial Data [Abstract] | |
Selected Quarterly Financial Data | N ote 18 — Selected Quarterly Financial Data (unaudited) Three Months Ended (in thousands, except per share amounts) March 31, June 30, September 30, December 31, 2016 2016 2016 2016 Product sales, net $ 35,320 $ 37,869 $ 39,457 $ 43,291 Promotion services revenue 1,179 1,122 1,087 771 Cost of product sales 5,813 5,712 5,585 5,788 Net income 7,864 6,338 (1) 10,116 (2) 6,411 (3) Basic net income per share $ 0.16 $ 0.13 $ 0.20 $ 0.13 Diluted net income per share $ 0.15 $ 0.12 $ 0.19 $ 0.12 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 (5) Net income 8,962 (4,022) (4) 11,979 12,544 (5) 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 (1) During the three months ended June 30, 2016, the Company recorded upfront payments totaling $2.0 million in research and development expense related to its licensing arrangements. (2) During the three months ended September 30, 2016, the Company recorded a milestone payment totaling $0.2 million in research and development expense related to its licensing arrangements. (3) During the three months ended December 31, 2016, the Company recorded milestone payments totaling $2.3 million in research and development expense related to its licensing arrangements. (4) 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 of $12.8 million. Refer to Note 15 for more information on the SEC and DOJ investigations. (5) 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 Note 14 for more information related to this termination. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Event [Abstract] | |
Subsequent Event | Note 19 — Subsequent Event As of February 24, 2017, NovaMed Shanghai entered into a settlement agreement with MEDA to resolve all outstanding claims of each party under the Distribution and Supply Agreement, including as related to the CIETAC arbitration in which NovaMed Shanghai had been claiming for remuneration of services and for certain reimbursement amounts. Per the terms of the settlement agreement, MEDA shall pay NovaMed Shanghai $83,333 , and NovaMed Shanghai shall withdraw its “Request for Second Arbitration” with CIETAC. As part of the settlement agreement, neither party admitted any liability or wrongdoing. For further information on this matter, refer to Note 15 regarding MEDA . |
Schedule II - Valuation And Qua
Schedule II - Valuation And Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
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 (1) Written Off Period Receivables Reserve: Year Ended December 31, 2016 $ (594) $ — $ 500 $ 94 $ — Year Ended December 31, 2015 $ (998) $ (541) $ 400 $ 545 $ (594) Year Ended December 31, 2014 $ (3,587) $ — $ 1,500 $ 1,089 $ (998) 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, 2016 $ (134) $ (155) $ — $ — $ (289) Year Ended December 31, 2015 $ (66) $ (134) $ — $ 66 $ (134) Year Ended December 31, 2014 $ — $ (66) $ — $ — $ (66) (1) Recorded as a gain to general and administrative expense. |
The Company And Summary Of Si28
The Company And Summary Of Significant Accounting Policies (Policy) | 12 Months Ended |
Dec. 31, 2016 | |
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 (“U.S.”)-headquartered, China-focused, specialty pharmaceutical company with a substantial commercial business and a product portfolio of therapies for oncology, infectious diseases and cardiovascular disorders. 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 U.S. 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 cash investment portfolio as of December 31, 2016 consisted of money market funds that were included in cash and cash equivalents. As of December 31, 2016, the Company’s investment portfolio also included an available-for-sale investment in the common stock of a third party (No te 5) categorized within Level 2 of the fair value hierarchy. The Company records unrealized gains or losses on available-for-sale equity investments in other comprehensive income (loss). Realized gains and losses and declines in value judged to be other-than-temporary on available-for-sale equity investments are included in earnings. 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 operations. 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. The Company’s policy is to recognize transfers between levels as of the date of the event or change in circumstance that caused the transfer. 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, accounts receivable, and loans receivable. The Company is exposed to credit risk in the event of default by the institutions holding the cash and cash equivalents, 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. The Company is exposed to risk of its investment in the common stock of a third party losing market value. 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 U.S. 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. Sinopharm contributed 93% , 97% and 94% of the Company’s total net revenue for the years ended December 31, 2016, 2015 and 2014, respectively, which revenues related to the Company’s China segment. There were no other customers that exceeded 10% of the Company’s total net revenue in those years. Total ZADAXIN product sales were $150.1 million or 96% , $146.1 million or 95% , and $126.1 million or 96% , of total product sales for the years ended December 31, 2016, 2015 and 2014, respectively. As of December 31, 2016, approximately $ 39.5 million, or 95 %, 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 were denominated in U.S. dollars through June 30, 2016. However, the established importer price was adjusted quarterly based upon exchange rate fluctuations between the U.S. dollar and Chinese Yuan Renminbi (“RMB”) . Effective July 1, 2016, the Company’s sales of ZADAXIN to Sinopharm are and will be denominated in RMB. A significant portion of the Company’s other revenues and expenses are also denominated in RMB and a significant portion of the Company’s assets and liabilities are denominated in RMB and all are exposed to foreign exchange risk. In the recent year and months, the RMB has experienced devaluation. Such devaluation negatively affects the U.S. dollar value of revenues while it positively affects the U.S. dollar value of China operating expenses. 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 the People’s Bank of China. Remittances in currencies other than RMB by the Company in China require certain supporting documentation in order to process 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, 2016, the Company determined no bad debt reserve was necessary. As of December 31, 2015, the Company had a receivable reserve of $0.5 million related to accounts receivable from one customer that was more than one year past due. During 2014, the Company’s subsidiary, SciClone Pharmaceuticals International China Holding Ltd (“SPIL China”) executed an agreement with this customer providing for settlement of the receivable balance, which at the time was $3.0 million. 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, $0.5 million, $0.4 million and $1.0 million were collected in 2016, 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 those years. 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, 2016, 2015, and 2014, the Company recorded inventory write-downs of $34,000 , $0 , and $2.1 million, respectively, principally related to carrying value reductions for excess Aggrastat ® product in the 2014 period. As of December 31, 2016, there was zero remaining Aggrastat product in inventory following a discontinuation of the product. (Refer to Note 14 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, 2016, 2015 and 2014, 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. 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 as of December 31, 2016, 2015, and 2014, 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 (Note 2) 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, 2016 and 2015, 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 selected 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 U.S. 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 U.S. 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 (loss) 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 $2.2 million and $0.4 million for the year ended December 31, 2016 and 2015, respectively. For the year ended December 31, 2014 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 arrival of a shipment to its destination, which marks the point when title and risk of loss to 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. Effective January 1, 2016, the Company’s new contractual arrangement with its China importer and distributor for ZADAXIN, Sinopharm, is resulting in the later recognition (relative to practices prevailing under the old contractual arrangement through December 31, 2015) of a portion of the Company’s revenue due from Sinopharm related to situations where the provincial tender price is greater relative to a reference (baseline) tender price. The tender price is the ultimate retail end price approved by provincial authorities. There is a price mechanism in the new contractual arrangement whereby Sinopharm is invoiced at a lower base price relative to that prevailing in the previous agreement. The lower base price (reduced by estimated price compensation payable to Sinopharm for situations where the provincial tender price is lower than the reference (baseline) tender price) is recorded as revenue at the time the sale is completed upon arrival at destination. To date, there are no situations where a provincial tender price is less than the reference (baseline) tender price. Sinopharm is invoiced for the portion of the price that results from situations where the provincial tender price is greater than the reference (baseline) tender price at a later time, and such amount is recognized as revenue after the amount has been agreed to with them. It is expected that the price compensation due to the Company related to sales in a quarter under the price adjustment mechanism for provinces with tender prices above the reference (baseline) tender price will continue to be recognized on a rolling one-to-two quarter delayed basis relative to the originating sales quarter. 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. 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 upon arrival at destination. 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, 2016 and 2015, the Company’s revenue reserves were $0.3 million and $0.1 million, respectively, 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 $3.8 million, $3.4 million, and $ 2.5 million for the years ended December 31, 2016, 2015, and 2014, 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 and milestone 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, 2016, 2015, and 2014, were $1.7 million, $ 4.1 million, and $2.6 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 as of December 31, 2016 and 2015. The amount of interest recognized as tax expense related to uncertain tax positions in the consolidated statements of income was $0.1 million, $0.2 million and $0.3 million for the years ended December 31, 2016, 2015 and 2014, 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): 2016 2015 2014 Numerator: Net income $ 30,729 $ 29,463 $ 25,208 Denominator: Weighted-average shares outstanding used to compute basic net income per share 50,235 49,797 51,277 Effect of dilutive securities 2,331 2,376 1,407 Weighted-average shares outstanding used to compute diluted net income per share 52,566 52,173 52,684 Basic net income per share $ 0.61 $ 0.59 $ 0.49 Diluted net income per share $ 0.58 $ 0.56 $ 0.48 For the years ended December 31, 2016, 2015, and 2014, approximately 2,207,440, 1,151,537 , and 3,541,071 shares, respectively, related to outstanding stock options and awards were excluded from the calculation of diluted net income per share because the effect from the assumed exercise or issuance of these options or awards calculated under the treasury stock method would have been anti-dilutive. In addition, for the years ended December 31, 2016, 2015, and 2014, outstanding stock options and awards for 275,000 , 312,500 , and 50,000 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 17). |
Error Correction | Error Correctio n The Company provided $1.3 million of additional income tax expense, and recorded a corresponding accrual in accrued and other current liabilities, during the year ended December 31, 2016 to correct an error. The error correction reflected the recognition of a previously unrecognized liability for uncertain tax positions related to the potential nondeductibility, under the People’s Republic of China (“PRC”) tax regulations, of certain marketing costs related to the Company’s China operations. The adjustment related to tax years 2013 to 2015 and reflected the estimated tax exposure for each year as well as accrued interest thereon; such tax and interest amounts were $0.4 million, $0.5 million, and $0.4 million for the full years 2013, 2014, and 2015, respectively. The Company’s management evaluated the effects of the error on each prior annual and interim period, as well as the total error accumulated at the end of each respective prior period, and concluded under both approaches that the effects of the error were not material to previously issued annual or interim financial statements. The Company’s management also evaluated the total amount of the error correction in relation to actual results for full year 2016 and concluded the impact was not material to the 2016 financial statements . Accordingly, the total adjustment was recorded as an out-of-period adjustment in 2016. |
New Accounting Standards Updates | New Accounting Standards Updates In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, "Revenue from Contracts with Customers (Topic 606)" , 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 currently undertaking an assessment of its revenue contracts to determine what impact, if any, the adoption of ASU 2014-09 will have on its financial statements and related disclosures. The Company anticipates the impact of ASU 2014-09 will likely be limited to the timing of recognition of its variable consideration. This variable consideration arises from situations where the Company’s exclusive distributor in China is invoiced for the portion of the price that results from situations where the provincial tender price is greater than the reference (baseline) tender price at a later time subsequent to the original sale. Such amount is currently recognized as revenue after the amount has been agreed to with the distributor in a later quarter relative to the originating sales quarter. The timing of the recognition of such amounts may be earlier under the new guidance; the Company plans to finalize its assessment in early 2017. The standard permits the use of either the full retrospective or modified retrospective transition method. The Company has not yet selected a transition method. In November 2015, the FASB issued ASU 2015-17, " Income Taxes (Topic 740): 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 plans to apply the new guidance retrospectively. 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 January 2016, the FASB issued ASU 2016-01, “Financial Instruments (Topic 825): Recognition and Measurement of Financial Assets and Liabilities” . The amended guidance (i) requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income; (ii) eliminates the requirement to disclose the method(s) and significant assumptions used to estimate the fair value that is currently required to be disclosed for financial instruments measured at fair value; (iii) requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments and (iv) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset (that is, securities or loans and receivables) on the balance sheet or the accompanying notes to the financial statements. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, or calendar 2018 for the Company. The amended guidance should be applied by means of a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. The Company has evaluated the impact of adoption of this guidance on its consolidated financial statements and has concluded that the impact will be limited to a cumulative-effect adjustment for its investment in the common stock of a third-party which is currently classified as an available-for-sale equity investment, as well as prospective recognition of changes in the fair value of such investment, to the extent the Company continues to own the investment, as a component of net income. In February 2016, the FASB issued ASU 2016-02, “ Leases (Topic 842) ”. 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 the balance sheet. The update also expands the required quantitative and qualitative disclosures surrounding leases. This update is effective for the Company from calendar 2019 and from the first interim period of calendar 2019, with earlier application permitted. The Company is evaluating the impact of the adoption of this update on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU 2016-09, “Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting,” which outlines new provisions intended to simplify various aspects related to accounting for share-based payments and their presentation in the financial statements. The Company currently plans to implement this ASU as required in the first quarter of calendar 2017. The Company does not expect that the adoption will have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ” This ASU requires a financial asset (or group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. The standard is effective for the Company from calendar 2020, with early adoption permitted for calendar 2019. The Company has yet to commence an evaluation of the impact of the adoption of this standard on its consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, “Classification of Certain Cash Receipts and Cash Payments (Topic 230)." Current GAAP is unclear or does not include specific guidance on how to classify certain transactions in the statement of cash flows. This ASU is intended to reduce diversity in practice in how eight particular transactions are classified in the statement of cash flows. ASU No. 2016-15 is effective for interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted, provided that all of the amendments are adopted in the same period. Entities will be required to apply the guidance retrospectively. If it is impracticable to apply the guidance retrospectively for an issue, the amendments related to that issue would be applied prospectively. As the likelihood of the Company experiencing one or more of the eight particular specified transactions is low, ASU 2016-15 is not expected to have a material impact on the Company's consolidated financial statements . In January 2017, the FASB issued ASU 2017-04, " Intangibles - Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment " (Topic 350) , which removes the requirement to perform a “Step 2” hypothetical purchase price allocation to measure goodwill impairment if “Step 1” of the traditional two-step goodwill impairment model is failed. A goodwill impairment will now be the amount by which a reporting unit’s carrying value exceeds its fair value (the determination from “Step 1”), not to exceed the carrying amount of goodwill. ASU 2017-04 is effective for us for annual and interim periods beginning January 1, 2020, with early adoption permitted, and applied prospectively. ASU 2017-04 will impact our goodwill balance to the extent such goodwill balance exists at the adoption date and to the extent that the fair value of our China reporting unit is less than its carrying value. |
The Company And Summary Of Si29
The Company And Summary Of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |
Reconciliation Of The Numerator And Denominators Of The Basic And Diluted Net Income Per Share Computations | 2016 2015 2014 Numerator: Net income $ 30,729 $ 29,463 $ 25,208 Denominator: Weighted-average shares outstanding used to compute basic net income per share 50,235 49,797 51,277 Effect of dilutive securities 2,331 2,376 1,407 Weighted-average shares outstanding used to compute diluted net income per share 52,566 52,173 52,684 Basic net income per share $ 0.61 $ 0.59 $ 0.49 Diluted net income per share $ 0.58 $ 0.56 $ 0.48 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Measurements [Abstract] | |
Financial Assets And Liability Measured At Fair Value On A Recurring Basis | Fair Value Measurements as of December 31, 2016 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, 2016 Money market funds $ 19,701 $ — $ — $ 19,701 Common stock investment in third party (Note 5) — 794 — 794 Total $ 19,701 $ 794 $ — $ 20,495 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 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventories [Abstract] | |
Schedule Of Inventories | December 31, 2016 2015 Raw materials $ 5,304 $ 3,871 Work in progress 498 535 Finished goods 10,785 6,570 Total $ 16,587 $ 10,976 |
Property And Equipment (Tables)
Property And Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property And Equipment [Abstract] | |
Schedule Of Property And Equipment | December 31, 2016 2015 Construction in process $ 14 $ 18 Office equipment 3,363 3,172 Leasehold improvements 1,513 1,281 Office furniture and fixtures 1,320 1,377 Software 936 897 Vehicle 81 67 Gross property and equipment 7,227 6,812 Less accumulated depreciation (5,225) (4,161) Net property and equipment $ 2,002 $ 2,651 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill [Abstract] | |
Schedule Of Change In Goodwill | Balance as of January 1, 2014 $ 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 Translation adjustments (2,141) Balance as of December 31, 2016 $ 30,838 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accrued Liabilities [Abstract] | |
Schedule Of Accrued Liabilities | December 31, 2016 2015 Accrued SEC settlement loss (Note 15) $ — $ 12,826 Accrued sales and marketing expenses 8,623 8,511 Accrued taxes, tax reserves and interest 5,335 4,323 Accrued compensation and benefits 5,140 4,341 Accrued professional fees 1,298 1,130 Accrued manufacturing costs 715 444 Other 1,685 576 Total $ 22,796 $ 32,151 |
Commitments (Tables)
Commitments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Commitments And Contingencies [Abstract] | |
Schedule Of Future Minimum Lease Payments Under Non-Cancelable Operating Lease Agreements | Minimum Lease Year ended: Payments 2017 $ 2,311 2018 1,062 2019 267 2020 — 2021 — $ 3,640 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes [Abstract] | |
Schedule Of Domestic And Foreign Components Of Income (Loss) | 2016 2015 2014 Domestic $ (8,363) $ (17,017) $ (8,496) Foreign 42,496 47,287 34,873 Pre-tax income $ 34,133 $ 30,270 $ 26,377 |
Schedule Of Effective Income Tax Rate Reconciliation | 2016 2015 2014 Tax at federal statutory rate $ 11,605 $ 10,382 $ 8,968 Foreign income taxed at different rates (11,712) (15,210) (10,788) Federal tax effect of dividend from foreign subsidiary 2,999 4,317 — Effect of uncertain tax positions 667 (126) 127 Change in valuation allowance (199) 1,092 2,672 Stock-based compensation (604) (86) 2 Nondeductible expenses 247 189 189 Other 401 249 (1) Provision for income tax $ 3,404 $ 807 $ 1,169 |
Schedule Of Components Of Income Tax Expense (Benefit) | 2016 2015 2014 Federal $ — $ — $ — State 1 1 1 Foreign 3,103 793 1,489 Total current 3,104 794 1,490 Federal — — — State — — — Foreign 300 13 (321) Total deferred 300 13 (321) Provision for income tax $ 3,404 $ 807 $ 1,169 |
Schedule Of Deferred Tax Assets And Liabilities | 2016 2015 Deferred tax assets: Net operating loss carryforwards $ 36,938 $ 38,679 Research and development credit carryforwards 10,719 10,650 Intangibles 530 382 Other 2,543 2,692 Gross deferred tax assets 50,730 52,403 Valuation allowance (50,730) (52,104) Total deferred tax assets — 299 Deferred tax liabilities: Other — — Total deferred tax liabilities — — Net deferred tax assets $ — $ 299 |
Schedule Of Unrecognized Tax Benefits | 2016 2015 2014 Balance beginning of period $ 5,470 $ 5,876 $ 6,138 Tax positions related to current year: Additions for current year items 25 14 32 Additions for prior year items (see Note 1) 1,009 — — Lapse of statute of limitations (604) (288) (206) Changes for foreign currency translation (117) (132) (88) Balance end of period $ 5,783 $ 5,470 $ 5,876 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stockholders' Equity [Abstract] | |
Stock-Based Compensation Expenses Included In The Condensed Consolidated Statements Of Income | For the Year Ended December 31, 2016 2015 2014 Sales and marketing $ 984 $ 869 $ 1,031 Research and development 336 210 104 General and administrative 5,113 3,362 2,330 $ 6,433 $ 4,441 $ 3,465 |
Schedule Of Valuation Assumptions Used For Stock Options And ESPP Plans | 2016 2015 2014 Risk-free interest rate: Time-based stock options 1.41 % 1.52 % 1.61 % Performance-based stock options N/A N/A N/A ESPP 0.36 0.07 0.04 Volatility factor of the market price of the Company's common stock: Time-based stock options 48.53 % 52.08 % 57.96 % Performance-based stock options N/A N/A N/A ESPP 42.33 53.73 42.50 Weighted-average expected life (years): Time-based stock options 5.24 5.30 5.00 Performance-based stock options N/A N/A N/A 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, 2014 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 Options forfeited (293) 8.20 Options granted 1,510 9.79 Options exercised (1,993) 3.66 Balance as of December 31, 2016 5,251 $ 6.87 6.87 $ 21,112 Vested and expected to vest after December 31, 2016 4,847 $ 6.71 6.71 $ 20,278 Exercisable as of December 31, 2016 2,840 $ 5.56 5.53 $ 15,112 |
Schedule Of RSU Activity | RSUs and PSUs Outstanding Number Aggregate of Intrinsic Shares Value Balance as of January 1, 2014 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 Awarded 345 Vested/Released (151) Forfeited (26) Balance as of December 31, 2016 910 $ 9,825 Vested and expected to vest after December 31, 2016 775 $ 8,365 Exercisable as of December 31, 2016 (Vested and deferred) — — |
Segment Information And Geogr38
Segment Information And Geographic Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information And Geographic Data [Abstract] | |
Summary Information By Operating Segment | For the Year Ended December 31, 2016 2015 2014 Revenue: China $ 152,563 $ 151,573 $ 130,311 Rest of the World (including the U.S. and Hong Kong) 7,533 5,684 4,479 Total net revenues $ 160,096 $ 157,257 $ 134,790 Income (loss) from operations: China $ 57,202 $ 52,892 (2) $ 35,630 (4) Rest of the World (including the U.S. and Hong Kong) (23,967) (1) (22,981) (3) (9,646) Total income from operations $ 33,235 $ 29,911 $ 25,984 Non-operating income (expense): China $ 885 $ 349 $ 412 Rest of the World (including the U.S. and Hong Kong) 13 10 (19) Total non-operating income $ 898 $ 359 $ 393 Income (loss) before provision for income tax: China $ 58,087 $ 53,241 $ 36,042 Rest of the World (including the U.S. and Hong Kong) (23,954) (22,971) (9,665) Total income before provision for income tax $ 34,133 $ 30,270 $ 26,377 (1) Operating loss for the Rest of the World segment for the year ended December 31, 2016 includes upfront and milestone payments totaling $4.5 million related to the Company’s licensing arrangements. (2) 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. (3) 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 Note 15 for further information regarding the SEC and DOJ investigations. (4) 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. |
Long-Lived Assets By Operating Segment | December 31, Long-lived assets: 2016 2015 China $ 44,603 $ 46,315 Rest of the World (including the U.S. and Hong Kong) 1,562 1,783 Total long-lived assets $ 46,165 $ 48,098 |
Selected Quarterly Financial 39
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2016 2016 2016 Product sales, net $ 35,320 $ 37,869 $ 39,457 $ 43,291 Promotion services revenue 1,179 1,122 1,087 771 Cost of product sales 5,813 5,712 5,585 5,788 Net income 7,864 6,338 (1) 10,116 (2) 6,411 (3) Basic net income per share $ 0.16 $ 0.13 $ 0.20 $ 0.13 Diluted net income per share $ 0.15 $ 0.12 $ 0.19 $ 0.12 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 (5) Net income 8,962 (4,022) (4) 11,979 12,544 (5) 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 (1) During the three months ended June 30, 2016, the Company recorded upfront payments totaling $2.0 million in research and development expense related to its licensing arrangements. (2) During the three months ended September 30, 2016, the Company recorded a milestone payment totaling $0.2 million in research and development expense related to its licensing arrangements. (3) During the three months ended December 31, 2016, the Company recorded milestone payments totaling $2.3 million in research and development expense related to its licensing arrangements. (4) 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 of $12.8 million. Refer to Note 15 for more information on the SEC and DOJ investigations. (5) 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 $0.3 million reduction to cost of product sales and general and administrative expense, respectively, related to return of inventory and other items as part of its termination of collaboration with Cardiome. Refer also to Note 14 for more information related to this termination. |
The Company And Summary Of Si40
The Company And Summary Of Significant Accounting Policies (Narrative) (Details) | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)segmentcountrysiteitemcustomershares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares | Dec. 31, 2013USD ($) | |
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Available-for-sale loss | $ 0 | $ 0 | ||||||||||
Product sales | 43,291,000 | $ 39,457,000 | $ 37,869,000 | $ 35,320,000 | $ 41,973,000 | $ 41,986,000 | $ 37,202,000 | $ 33,168,000 | 155,937,000 | $ 154,329,000 | $ 131,973,000 | |
Receivable reserve | 0 | 0 | ||||||||||
Provision for doubtful accounts | 541,000 | |||||||||||
Write-downs related to inventory | 34,000 | 0 | 2,099,000 | |||||||||
Allowance for loan losses | 0 | 0 | 0 | 0 | ||||||||
Foreign currency transaction losses | 2,200,000 | 400,000 | ||||||||||
Product returns reserve amount | 300,000 | 100,000 | ||||||||||
Sales tax and surcharge costs | 3,800,000 | 3,400,000 | 2,500,000 | |||||||||
Advertising expenses | 1,700,000 | 4,100,000 | 2,600,000 | |||||||||
Accrued interest related to tax positions | 1,700,000 | 1,700,000 | 1,700,000 | 1,700,000 | ||||||||
Interest recognized as tax expense | $ 100,000 | $ 200,000 | $ 300,000 | |||||||||
Shares excluded from the calculation of diluted net income (loss) per share | shares | 2,207,440 | 1,151,537 | 3,541,071 | |||||||||
Shares excluded from calculation of diluted net income per share due to performance conditions | shares | 275,000 | 312,500 | 50,000 | |||||||||
Number of operating segments | segment | 2 | |||||||||||
General and administrative | $ 34,181,000 | $ 27,897,000 | $ 22,746,000 | |||||||||
Sales and marketing | 54,704,000 | 53,961,000 | 48,477,000 | |||||||||
Income tax expense | 3,404,000 | 807,000 | 1,169,000 | |||||||||
Accrued and other current liabilities | 22,796,000 | 32,151,000 | $ 22,796,000 | 32,151,000 | ||||||||
Uncertain tax position | 400,000 | $ 500,000 | $ 400,000 | |||||||||
ESPP [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Vesting period | 3 months | |||||||||||
One Customer [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Receivable reserve | 500,000 | $ 500,000 | ||||||||||
Additional Customer [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Write-down of accounts receivable | $ 500,000 | |||||||||||
Additional Customer [Member] | General And Administrative [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Provision for doubtful accounts | $ 500,000 | |||||||||||
China [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Number of partnered products to which the company markets | item | 7 | |||||||||||
Sinopharm [Member] | Sales Revenue, Net [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Concentration percentage | 93.00% | 97.00% | 94.00% | |||||||||
Sinopharm [Member] | Accounts Receivable [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Concentration percentage | 95.00% | |||||||||||
Accounts receivable gross | 39,500,000 | $ 39,500,000 | ||||||||||
Number of customers | customer | 1 | |||||||||||
ZADAXIN [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [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] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Product sales | $ 150,100,000 | $ 146,100,000 | $ 126,100,000 | |||||||||
Concentration percentage | 96.00% | 95.00% | 96.00% | |||||||||
Aggrastat Product Sales [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Inventory | $ 0 | $ 0 | ||||||||||
Office Furniture and Fixtures [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Property and equipment, useful life | 5 years | |||||||||||
Office Equipment And Computer Software [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Property and equipment, useful life | 3 years | |||||||||||
Vehicle [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Property and equipment, useful life | 4 years | |||||||||||
Restatement Adjustment [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Income tax expense | $ 1,300,000 | |||||||||||
Minimum [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Business tax | 5.00% | |||||||||||
Minimum [Member] | Stock Options And RSUs [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Vesting period | 1 year | |||||||||||
Maximum [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Business tax | 6.42% | |||||||||||
Maximum [Member] | Stock Options And RSUs [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Vesting period | 4 years | |||||||||||
SPIL China [Member] | One Customer [Member] | ||||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure and Significant Accounting Policies [Line Items] | ||||||||||||
Accounts receivable gross | $ 3,000,000 | |||||||||||
Write-down of accounts receivable | $ 1,100,000 | |||||||||||
Settlement between customer and company | 1,900,000 | |||||||||||
Allowance for doubtful accounts, collected | $ 500,000 | $ 400,000 | $ 1,000,000 |
The Company And Summary Of Si41
The Company And Summary Of Significant Accounting Policies (Reconciliation Of The Numerator And Denominators Of The Basic And Diluted Net Income Per Share Computations) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
The Company And Summary Of Significant Accounting Policies [Abstract] | |||||||||||
Net income | $ 6,411 | $ 10,116 | $ 6,338 | $ 7,864 | $ 12,544 | $ 11,979 | $ (4,022) | $ 8,962 | $ 30,729 | $ 29,463 | $ 25,208 |
Weighted-average shares outstanding used to compute basic net income per share | 50,235 | 49,797 | 51,277 | ||||||||
Effect of dilutive securities | 2,331 | 2,376 | 1,407 | ||||||||
Weighted-average shares outstanding used to compute diluted net income per share | 52,566 | 52,173 | 52,684 | ||||||||
Basic net income per share | $ 0.13 | $ 0.20 | $ 0.13 | $ 0.16 | $ 0.25 | $ 0.24 | $ (0.08) | $ 0.18 | $ 0.61 | $ 0.59 | $ 0.49 |
Diluted net income per share | $ 0.12 | $ 0.19 | $ 0.12 | $ 0.15 | $ 0.24 | $ 0.23 | $ (0.08) | $ 0.17 | $ 0.58 | $ 0.56 | $ 0.48 |
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, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | $ 20,495 | $ 19,678 |
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 | 19,701 | 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 | 794 | |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 19,701 | 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 | 19,701 | $ 19,678 |
Common Stock [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 794 | |
Common Stock [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | $ 794 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Inventories [Abstract] | ||
Raw materials | $ 5,304 | $ 3,871 |
Work in progress | 498 | 535 |
Finished goods | 10,785 | 6,570 |
Total | 16,587 | 10,976 |
Inventory held at distributors | $ 4,600 | $ 3,300 |
Property And Equipment (Details
Property And Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | $ 7,227 | $ 6,812 | |
Less accumulated depreciation | (5,225) | (4,161) | |
Net property and equipment | 2,002 | 2,651 | |
Depreciation | 1,000 | 900 | $ 900 |
Construction in Process [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 14 | 18 | |
Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 3,363 | 3,172 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 1,513 | 1,281 | |
Office Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 1,320 | 1,377 | |
Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | 936 | 897 | |
Vehicle [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Gross property and equipment | $ 81 | $ 67 |
Investments In Third Party (Nar
Investments In Third Party (Narrative) (Details) | Sep. 09, 2016USD ($)shares | Oct. 31, 2016shares | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | ||||
Cash consideration | $ 2,718,000 | |||
Fair value of common stock | 794,000 | |||
Soligenix [Member] | ||||
Business Acquisition [Line Items] | ||||
Shares purchased | shares | 3,529,412 | |||
Cash consideration | $ 3,000,000 | |||
Fair value of common stock | $ 2,700,000 | 800,000 | ||
Unrealized gains (losses) on investment | $ (1,900,000) | |||
Research and development expense | $ 300,000 | |||
Reverse stock split conversion ratio | 0.10 | |||
Number of shares after reverse stock split | shares | 352,942 |
Loans Receivable (Narrative) (D
Loans Receivable (Narrative) (Details) | 1 Months Ended | 12 Months Ended | ||||||
May 31, 2013USD ($) | Dec. 31, 2016CNY (¥)loan | Dec. 31, 2016USD ($)loan | Dec. 31, 2015USD ($)loan | Dec. 31, 2014USD ($) | Jun. 30, 2015USD ($) | Sep. 30, 2014CNY (¥) | Jun. 30, 2014USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Interest and investment income | $ 1,062,000 | $ 869,000 | $ 161,000 | |||||
Zensun [Member] | ||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||||
Collateralized loan amount, maximum | $ 12,000,000 | |||||||
Allowance for loan losses | 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 | ||||||
Collateralized loan, extension, 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 | $ 223,000 | ¥ 1,550,000 | ||||||
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 | $ 900,000 | $ 800,000 | $ 100,000 | |||||
Loans receivable, fair value | 12,400,000 | |||||||
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 | |||||||
Expiration date | Sep. 26, 2019 | Sep. 26, 2019 |
Goodwill (Schedule Of Changes I
Goodwill (Schedule Of Changes In Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill [Abstract] | |||
Beginning balance | $ 32,979 | $ 34,521 | $ 35,357 |
Translation adjustments | (2,141) | (1,542) | (836) |
Ending balance | $ 30,838 | $ 32,979 | $ 34,521 |
Accrued Liabilities (Schedule O
Accrued Liabilities (Schedule Of Accrued Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Accrued Liabilities [Abstract] | ||
Accrued SEC settlement loss (Note 15) | $ 12,826 | |
Accrued sales and marketing expenses | $ 8,623 | 8,511 |
Accrued taxes, tax reserves and interest | 5,335 | 4,323 |
Accrued compensation and benefits | 5,140 | 4,341 |
Accrued professional fees | 1,298 | 1,130 |
Accrued manufacturing costs | 715 | 444 |
Other | 1,685 | 576 |
Total | $ 22,796 | $ 32,151 |
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, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Finite-Lived Intangible Assets [Line Items] | ||||||||
Office space square footage | ft² | 21,517 | |||||||
Base monthly rent expense | $ 120,824 | |||||||
Rent expense | $ 2,100,000 | $ 2,100,000 | $ 2,200,000 | |||||
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, 2016USD ($) |
Commitments And Contingencies [Abstract] | |
2,017 | $ 2,311 |
2,018 | 1,062 |
2,019 | 267 |
2,020 | |
2,021 | |
Total | $ 3,640 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) $ in Thousands, ¥ in Millions | 3 Months Ended | 12 Months Ended | |||||
Dec. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2016CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2013USD ($) | |
Income Tax Disclosure [Line Items] | |||||||
Provision for income tax | $ 3,404 | $ 807 | $ 1,169 | ||||
Increase (decrease) in tax expense | $ 2,600 | ||||||
Statutory income tax rate | 34.00% | ||||||
Undistributed earnings of foreign subsidiaries | $ 211,000 | ||||||
Dividend distributions to parent company from foreign subsidiaries to address liquidity needs | $ 10,000 | ||||||
Special dividend distribution repatriated from foreign subsidiary | $ 12,800 | ||||||
Deferred tax assets, change in valuation allowance | (1,400) | 1,400 | 3,400 | ||||
US federal net operating loss carryforwards | 112,900 | ||||||
Research and development, orphan drug and investment tax credit carryforwards gross amount | 12,300 | ||||||
State net operating loss carryforwards | 25,900 | ||||||
State research and development tax credit carryforwards | 2,200 | ||||||
Unrecognized tax benefits | 5,470 | 5,470 | $ 5,876 | 5,783 | $ 6,138 | ||
Unrecognized tax benefits that would impact effective tax rate | 2,200 | ||||||
Unrecognized tax benefits, amount offset by valuation allowance | 3,600 | ||||||
Accrued interest related to tax positions | $ 1,700 | $ 1,700 | $ 1,700 | ||||
Relates to Stock Option Deductions When Recognized [Member] | |||||||
Income Tax Disclosure [Line Items] | |||||||
Deferred tax assets, change in valuation allowance | 4,400 | ||||||
Restatement Adjustment [Member] | |||||||
Income Tax Disclosure [Line Items] | |||||||
Provision for income tax | $ 1,300 | ||||||
NovaMed [Member] | |||||||
Income Tax Disclosure [Line Items] | |||||||
Foreign net operating loss carryforwards | ¥ | ¥ 40.8 | ||||||
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 Research and Development, Orphan Drug and Investment Tax Credit [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, 2019 | ||||||
Minimum [Member] | State and Local Jurisdiction [Member] | |||||||
Income Tax Disclosure [Line Items] | |||||||
Operating loss carryforward, expiration | Dec. 31, 2017 | ||||||
Maximum [Member] | Domestic Tax Authority [Member] | |||||||
Income Tax Disclosure [Line Items] | |||||||
Operating loss carryforward, expiration | Dec. 31, 2035 | ||||||
Maximum [Member] | U. S. Federal Research and Development, Orphan Drug and Investment Tax Credit [Member] | |||||||
Income Tax Disclosure [Line Items] | |||||||
Operating loss carryforward, expiration | Dec. 31, 2036 | ||||||
Maximum [Member] | Foreign Tax Authority [Member] | NovaMed [Member] | |||||||
Income Tax Disclosure [Line Items] | |||||||
Operating loss carryforward, expiration | Dec. 31, 2021 | ||||||
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, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Abstract] | |||
Domestic | $ (8,363) | $ (17,017) | $ (8,496) |
Foreign | 42,496 | 47,287 | 34,873 |
Income before provision for income tax | $ 34,133 | $ 30,270 | $ 26,377 |
Income Taxes (Schedule of Effec
Income Taxes (Schedule of Effective Income Tax Rate Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Abstract] | |||
Tax at federal statutory rate | $ 11,605 | $ 10,382 | $ 8,968 |
Foreign income taxed at different rates | (11,712) | (15,210) | (10,788) |
Federal tax effect of dividend from foreign subsidiary | 2,999 | 4,317 | |
Effect of uncertain tax positions | 667 | (126) | 127 |
Change in valuation allowance | (199) | 1,092 | 2,672 |
Stock-based compensation | (604) | (86) | 2 |
Non deductible expenses | 247 | 189 | 189 |
Other | 401 | 249 | (1) |
Provision for income tax | $ 3,404 | $ 807 | $ 1,169 |
Income Taxes (Schedule Of Compo
Income Taxes (Schedule Of Components Of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Abstract] | |||
Federal | |||
State | 1 | 1 | 1 |
Foreign | 3,103 | 793 | 1,489 |
Total current | 3,104 | 794 | 1,490 |
Federal | |||
State | |||
Foreign | 300 | 13 | (321) |
Total deferred | 300 | 13 | (321) |
Provision for income tax | $ 3,404 | $ 807 | $ 1,169 |
Income Taxes (Schedule of Defer
Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Income Taxes [Abstract] | ||
Net operating loss carryforwards | $ 36,938 | $ 38,679 |
Research and development credit carryforwards | 10,719 | 10,650 |
Intangibles | 530 | 382 |
Other | 2,543 | 2,692 |
Gross deferred tax assets | 50,730 | 52,403 |
Valuation allowance | (50,730) | (52,104) |
Total deferred tax assets | 299 | |
Other | ||
Total deferred tax liabilities | ||
Net deferred tax assets | $ 299 |
Income Taxes (Schedule Of Unrec
Income Taxes (Schedule Of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Income Taxes [Abstract] | |||
Balance beginning of period | $ 5,470 | $ 5,876 | $ 6,138 |
Additions for current year items | 25 | 14 | 32 |
Additions for prior year items (see Note 1) | 1,009 | ||
Lapse of statute of limitations | (604) | (288) | (206) |
Changes for foreign currency translation | (117) | (132) | (88) |
Balance end of period | $ 5,783 | $ 5,470 | $ 5,876 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) | 12 Months Ended | 24 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Oct. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expenses recognized | $ 6,433,000 | $ 4,441,000 | $ 3,465,000 | ||
Share-based compensation, income tax benefit | $ 0 | ||||
Share repurchase program, amount authorized | $ 80,500,000 | ||||
Share repurchase program, expiration date | Dec. 31, 2015 | ||||
Stock repurchased and retired, shares | 1,526,306 | 3,822,434 | |||
Stock repurchased and retired, value | $ 12,811,000 | $ 24,400,000 | |||
Stock repurchased, value | $ 78,100,000 | ||||
Equity Incentive Plan [Member] | 2015 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares authorized under plan | 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 | 13,600,000 | ||||
Award expiration | 10 years | ||||
Vesting period | 4 years | ||||
Shares reserved for future issuance | 0 | ||||
Equity Incentive Plan [Member] | 2004 Director Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Shares authorized under plan | 1,765,000 | ||||
Award expiration | 10 years | ||||
Shares reserved for future issuance | 0 | ||||
ESPP [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 3 months | ||||
Shares reserved for future issuance | 2,400,000 | ||||
Shares available for issuance | 2,398,138 | ||||
Stock plan maximum percentage withheld by employee | 15.00% | ||||
Common stock that can be purchased, value | $ 6,250 | ||||
Common stock shares that can be purchased | 999 | ||||
Offering period | 3 months | ||||
Stock discount percentage | 85.00% | ||||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Weighted average grant date fair value of options per share | $ 4.33 | $ 4.18 | $ 2.43 | ||
Intrinsic value of options at exercise | $ 14,600,000 | $ 4,700,000 | $ 2,400,000 | $ 4,700,000 | |
Estimated fair value of shares vested | 4,400,000 | 3,900,000 | 3,200,000 | ||
Unrecognized compensation expense, net of forfeitures | $ 6,600,000 | ||||
Compensation expense weighted average period recognized | 2 years 4 months 28 days | ||||
Cash from stock option exercise | $ 5,600,000 | $ 4,600,000 | $ 5,500,000 | ||
Value of shares withheld to cover taxes and exercise price | $ 3,400,000 | ||||
Shares withheld to cover taxes and exercise price | 411,407 | ||||
Common stock, option exercises, shares | 1,993,000 | 1,022,000 | 1,233,000 | ||
Performance-Based Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share based compensation costs | $ 0 | $ 20,000 | $ 100,000 | ||
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% | ||||
PSUs [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Award expiration | 10 years | ||||
Share based compensation costs | $ 300,000 | $ 100,000 | $ 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 | $ 10.04 | $ 8.95 | $ 4.52 | ||
Estimated fair value of shares vested | $ 1,600,000 | $ 1,000,000 | $ 1,000,000 | ||
Unrecognized compensation expense, net of forfeitures | $ 3,700,000 | ||||
Unrecognized compensation expense, weighted-average remaining period for recognition, in years | 1 year 3 months 22 days | ||||
Minimum [Member] | RSUs [Member] | Share-based Compensation Award, Tranche Two [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 1 year | ||||
Maximum [Member] | Equity Incentive Plan [Member] | 2015 Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of addtional shares | 3,000,000 | ||||
Maximum [Member] | RSUs [Member] | Share-based Compensation Award, Tranche Two [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting period | 4 years | ||||
Inventory [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Stock-based compensation expenses recognized | $ 200,000 | $ 100,000 | $ 100,000 |
Stockholders' Equity (Stock-Bas
Stockholders' Equity (Stock-Based Compensation Expenses Included In The Condensed Consolidated Statements Of Income) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expenses recognized | $ 6,433 | $ 4,441 | $ 3,465 |
Sales And Marketing [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expenses recognized | 984 | 869 | 1,031 |
Research And Development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expenses recognized | 336 | 210 | 104 |
General And Administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based compensation expenses recognized | $ 5,113 | $ 3,362 | $ 2,330 |
Stockholders' Equity (Schedule
Stockholders' Equity (Schedule Of Valuation Assumptions Used For Stock Options And ESPP Plans) (Details) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Dividend yield | 0.00% | 0.00% | 0.00% |
Stock Options [Member] | |||
Risk-free interest rate | 1.41% | 1.52% | 1.61% |
Volatility factor of the market price of common stock | 48.53% | 52.08% | 57.96% |
Weighted-average expected life (years) | 5 years 2 months 27 days | 5 years 3 months 18 days | 5 years |
ESPP [Member] | |||
Risk-free interest rate | 0.36% | 0.07% | 0.04% |
Volatility factor of the market price of common stock | 42.33% | 53.73% | 42.50% |
Weighted-average expected life (years) | 3 months | 3 months | 3 months |
Stockholders' Equity (Schedul60
Stockholders' Equity (Schedule Of Stock Option Activity) (Details) - Stock Options [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of Shares, Beginning Balance | 6,027 | 5,897 | 6,095 | |
Number of Shares, Options forfeited | (293) | (262) | (705) | |
Number of Shares, Options granted | 1,510 | 1,414 | 1,740 | |
Number of Shares, Options exercised | (1,993) | (1,022) | (1,233) | |
Number of Shares, Ending Balance | 5,251 | 6,027 | 5,897 | 6,095 |
Number of Shares, Vested and expected to vest after December 31, 2016 | 4,847 | |||
Number of Shares, Exercisable as of December 31, 2016 | 2,840 | |||
Weighted-Average Exercise Price Per Share, Beginning Balance | $ 5.14 | $ 4.17 | $ 4.14 | |
Weighted-Average Exercise Price Per Share, Options forfeited | 8.20 | 5.77 | 5.10 | |
Weighted-Average Exercise Price Per Share, Options granted | 9.79 | 8.83 | 4.85 | |
Weighted-Average Exercise Price Per Share, Options exercised | 3.66 | 4.48 | 4.43 | |
Weighted-Average Exercise Price Per Share, Ending Balance | 6.87 | $ 5.14 | $ 4.17 | $ 4.14 |
Weighted-Average Exercise Price Per Share, Vested and expected to vest after December 31, 2016 | 6.71 | |||
Weighted-Average Exercise Price Per Share, Exercisable as of December 31, 2016 | $ 5.56 | |||
Weighted-Average Remaining Contractual Term (Years), Options outstanding | 6 years 10 months 13 days | 6 years 26 days | 6 years 29 days | 5 years 7 months 28 days |
Weighted-Average Remaining Contractual Term (Years), Vested and expected to vest after December 31, 2016 | 6 years 8 months 16 days | |||
Weighted-Average Remaining Contractual Term (Years), Exercisable as of December 31, 2016 | 5 years 6 months 11 days | |||
Aggregate Intrinsic Value, Balance | $ 21,112 | $ 24,462 | $ 27,066 | $ 7,199 |
Aggregate Intrinsic Value, Vested and expected to vest after December 31, 2016 | 20,278 | |||
Aggregate Intrinsic Value, Exercisable as of December 31, 2016 | $ 15,112 |
Stockholders' Equity (Schedul61
Stockholders' Equity (Schedule Of RSU Activity) (Details) - RSUs [Member] - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of Shares, Beginning Balance | 742 | 159 | 368 | |
Number of Shares, Options awarded | 345 | 688 | 7 | |
Number of Shares, Options Vested/Released | (151) | (105) | (212) | |
Number of Shares, Options forfeited | (26) | (4) | ||
Number of Shares, Ending Balance | 910 | 742 | 159 | |
Number of Shares, Vested and expected to vest after December 31, 2016 | 775 | |||
Number of Shares, Exercisable as of December 31, 2016 (Vested and deferred) | ||||
Aggregate Intrinsic Value, Balance | $ 9,825 | $ 6,822 | $ 1,393 | $ 1,857 |
Aggregate Intrinsic Value, Vested and expected to vest after December 31, 2016 | 8,365 | |||
Aggregate Intrinsic Value, Exercisable as of December 31, 2016 (Vested and deferred) |
401(k) Plan (Narrative) (Detail
401(k) Plan (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
401(k) Plan [Abstract] | |||
Company 401k match, percentage | 50.00% | ||
Company contributions | $ 0.2 | $ 0.2 | $ 0.1 |
Licensing Agreements (Narrative
Licensing Agreements (Narrative) (Details) $ in Millions | May 13, 2013USD ($) | Dec. 31, 2014item | May 31, 2013USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | May 31, 2015USD ($) |
Upfront and regulatory milestone payments | $ 2.3 | $ 2 | $ 0.2 | $ 2 | $ 5.5 | |||||
Research and development expense related to in-licensing deals | $ 4.5 | $ 7.5 | $ 11 | |||||||
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 |
Termination Of Collaboration 64
Termination Of Collaboration With Cardiome Pharma Corp. (“Cardiome”) (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Aug. 31, 2015 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues | $ 160,096,000 | $ 157,257,000 | $ 134,790,000 | ||||
Product returns reserve amount | 300,000 | 100,000 | |||||
Inventories | $ 10,976,000 | $ 10,976,000 | $ 16,587,000 | 10,976,000 | |||
Cardiome [Member] | |||||||
Transition payments to be received | $ 750,000 | ||||||
Transition payments to be received, period | 1 year | ||||||
Transition payments received | $ 300,000 | 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 | |||||
Product returns reserve amount | 600,000 | ||||||
Inventories | $ 0 | $ 0 | $ 0 |
Contingencies (Narrative) (Deta
Contingencies (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Feb. 29, 2016 | Jun. 30, 2015 | Dec. 31, 2013 | Dec. 31, 2015 | Feb. 24, 2017 | Oct. 07, 2015 | |
Contingencies [Line Items] | ||||||
Estimated SEC/DOJ investigation loss | $ 10,800,000 | $ 2,000,000 | $ 10,826,000 | |||
SEC settlement loss | $ 12,800,000 | 12,800,000 | ||||
Escrow deposit | $ 12,826,000 | $ 12,800,000 | ||||
NovaMed Shanghai [Member] | Subsequent Event [Member] | ||||||
Contingencies [Line Items] | ||||||
Settlement agreement receivable | $ 83,333 |
Credit Facility (Narrative) (De
Credit Facility (Narrative) (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% | ||
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 Geogr67
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, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2016 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | |||||||
Revenue | $ 160,096 | $ 157,257 | $ 134,790 | ||||
Income (loss) from operations | 33,235 | 29,911 | 25,984 | ||||
Non-operating income (expense), net | 898 | 359 | 393 | ||||
Income (loss) before provision for income tax | 34,133 | 30,270 | 26,377 | ||||
Upfront and regulatory milestone payments | $ 5,500 | 2,300 | 2,000 | $ 200 | $ 2,000 | ||
SEC settlement expense (Note 15) | $ 10,800 | $ 2,000 | 10,826 | ||||
China [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 152,563 | 151,573 | 130,311 | ||||
Income (loss) from operations | 57,202 | 52,892 | 35,630 | ||||
Non-operating income (expense), net | 885 | 349 | 412 | ||||
Income (loss) before provision for income tax | 58,087 | 53,241 | 36,042 | ||||
Upfront and regulatory milestone payments | 5,500 | 11,000 | |||||
Rest of the World (including the U.S. and Hong Kong) [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenue | 7,533 | 5,684 | 4,479 | ||||
Income (loss) from operations | (23,967) | (22,981) | (9,646) | ||||
Non-operating income (expense), net | 13 | 10 | (19) | ||||
Income (loss) before provision for income tax | (23,954) | (22,971) | $ (9,665) | ||||
Upfront and regulatory milestone payments | $ 4,500 | 2,000 | |||||
SEC settlement expense (Note 15) | $ 10,800 |
Segment Information And Geogr68
Segment Information And Geographic Data (Long-Lived Assets By Operating Segment) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 46,165 | $ 48,098 |
China [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | 44,603 | 46,315 |
Rest of the World (including the U.S. and Hong Kong) [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets | $ 1,562 | $ 1,783 |
Selected Quarterly Financial 69
Selected Quarterly Financial Data (Schedule Of Selected Quarterly Financial Data) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Feb. 29, 2016 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Product sales, net | $ 43,291 | $ 39,457 | $ 37,869 | $ 35,320 | $ 41,973 | $ 41,986 | $ 37,202 | $ 33,168 | $ 155,937 | $ 154,329 | $ 131,973 | ||
Promotion services revenue | 771 | 1,087 | 1,122 | 1,179 | 890 | 894 | 744 | 400 | 4,159 | 2,928 | 2,817 | ||
Cost of product sales | 5,788 | 5,585 | 5,712 | 5,813 | 5,217 | 6,853 | 5,681 | 4,597 | 22,898 | 22,348 | 23,002 | ||
Net income | $ 6,411 | $ 10,116 | $ 6,338 | $ 7,864 | $ 12,544 | $ 11,979 | $ (4,022) | $ 8,962 | $ 30,729 | $ 29,463 | $ 25,208 | ||
Basic net income per share | $ 0.13 | $ 0.20 | $ 0.13 | $ 0.16 | $ 0.25 | $ 0.24 | $ (0.08) | $ 0.18 | $ 0.61 | $ 0.59 | $ 0.49 | ||
Diluted net income per share | $ 0.12 | $ 0.19 | $ 0.12 | $ 0.15 | $ 0.24 | $ 0.23 | $ (0.08) | $ 0.17 | $ 0.58 | $ 0.56 | $ 0.48 | ||
SEC settlement expense (Note 15) | $ 10,800 | $ 2,000 | $ 10,826 | ||||||||||
SEC settlement loss | $ 12,800 | 12,800 | |||||||||||
Upfront and regulatory milestone payments | $ 2,300 | $ 200 | $ 2,000 | $ 2,000 | $ 5,500 | $ 2,300 | $ 2,000 | ||||||
Cardiome [Member] | |||||||||||||
Payment received for repurchased inventory | 1,100 | ||||||||||||
Reduction in general and administraive expense | $ 300 |
Subsequent Event (Details)
Subsequent Event (Details) | Feb. 24, 2017USD ($) |
Subsequent Event [Member] | NovaMed Shanghai [Member] | |
Subsequent Event [Line Items] | |
Settlement agreement receivable | $ 83,333 |
Schedule II - Valuation And Q71
Schedule II - Valuation And Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Receivables Reserve [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ (594) | $ (998) | $ (3,587) |
Charges for Amount Reserved | (541) | ||
Deductions for Amounts Recovered | 500 | 400 | 1,500 |
Deductions for Amounts Written Off | 94 | 545 | 1,089 |
Balance at End of Period | (594) | (998) | |
Reserve For Product Returns [Member] | |||
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | (134) | (66) | |
Charges for Amount Reserved | (155) | (134) | (66) |
Deductions for Amounts Recovered | |||
Deductions for Amounts Written Off | |||
Deductions for Amounts Paid | 66 | ||
Balance at End of Period | $ (289) | $ (134) | $ (66) |