Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Feb. 14, 2014 | Jun. 30, 2013 |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'LIGAND PHARMACEUTICALS INC | ' | ' |
Entity Central Index Key | '0000886163 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 20,614,524 | ' |
Entity Public Float | ' | ' | $676.80 |
Entity Voluntary Filers | 'No | ' | ' |
Entity Well-known Seasoned Issuer | 'Yes | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $11,639 | $12,381 |
Short-term investments | 4,340 | 0 |
Accounts receivable, net | 2,222 | 4,589 |
Inventory | 1,392 | 1,697 |
Other current assets | 959 | 829 |
Current portion of co-promote termination payments receivable | 4,329 | 4,327 |
Total current assets | 24,881 | 23,823 |
Restricted cash and investments | 1,341 | 2,767 |
Property and equipment, net | 867 | 788 |
Deferred income taxes | ' | 8 |
Intangible assets, net | 53,099 | 55,912 |
Goodwill | 12,238 | 12,238 |
Commercial license rights | 4,571 | 0 |
Long-term portion of co-promote termination payments receivable | 7,417 | 8,207 |
Other assets | 299 | 517 |
Total assets | 104,713 | 104,260 |
Current liabilities: | ' | ' |
Accounts payable | 3,951 | 5,854 |
Accrued liabilities | 5,337 | 4,961 |
Current portion of contingent liabilities | 1,712 | 356 |
Current portion of deferred income taxes | 1,574 | 1,581 |
Current portion of note payable | 9,109 | 14,835 |
Current portion of co-promote termination liability | 4,329 | 4,327 |
Current portion of lease exit obligations | 2,811 | 3,039 |
Current portion of deferred revenue | 116 | 486 |
Total current liabilities | 28,939 | 35,439 |
Long-term portion of note payable | ' | 13,443 |
Long-term portion of co-promote termination liability | 7,417 | 8,207 |
Long-term portion of deferred revenue, net | 2,085 | 2,369 |
Long-term portion of lease exit obligations | 3,071 | 5,963 |
Long-term portion of deferred income taxes | 1,098 | 725 |
Long-term portion of contingent liabilities | 11,795 | 10,543 |
Other long-term liabilities | 695 | 1,086 |
Total liabilities | 55,100 | 77,775 |
Commitments and contingencies-see note | ' | ' |
Stockholders’ equity: | ' | ' |
Common stock, $0.001 par value; 33,333,333 shares authorized; 20,468,521 and 21,278,606 shares issued and outstanding at December 31, 2013 and 2012, respectively | 21 | 21 |
Additional paid-in capital | 718,017 | 751,503 |
Accumulated other comprehensive income | 2,914 | ' |
Accumulated deficit | -671,339 | -682,759 |
Treasury stock, at cost; 0 and 1,118,222 shares at December 31, 2013 and 2012, respectively | ' | -42,280 |
Total stockholders’ equity | 49,613 | 26,485 |
Total liabilities and stockholders’ equity | $104,713 | $104,260 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Financial Position [Abstract] | ' | ' |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 33,333,333 | 33,333,333 |
Common stock, shares issued | 20,468,521 | 21,278,606 |
Common stock, shares outstanding | 20,468,521 | 21,278,606 |
Treasury stock, shares | 0 | 1,118,222 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Revenues: | ' | ' | ' |
Royalties | $23,584 | $14,073 | $9,213 |
Material Sales | 19,072 | 9,432 | 12,123 |
Collaborative research and development and other revenues | 6,317 | 7,883 | 8,701 |
Total revenues | 48,973 | 31,388 | 30,037 |
Operating costs and expenses: | ' | ' | ' |
Cost of material sales | 5,732 | 3,601 | 4,909 |
Research and development | 9,274 | 10,790 | 10,291 |
General and administrative | 17,984 | 15,782 | 14,583 |
Lease exit and termination costs | 560 | 1,022 | 552 |
Write-off of acquired in-process research and development | 480 | 0 | 2,282 |
Total operating costs and expenses | 34,030 | 31,195 | 32,617 |
Accretion of deferred gain on sale leaseback | 0 | 0 | 1,702 |
Income (loss) from operations | 14,943 | 193 | -878 |
Other (expense) income: | ' | ' | ' |
Interest expense, net | -2,077 | -2,924 | -2,297 |
Increase in contingent liabilities | -3,597 | -1,650 | -1,013 |
Other, net | -63 | 516 | 630 |
Total other expense, net | -5,737 | -4,058 | -2,680 |
Income (loss) from continuing operations before income tax benefit | 9,206 | -3,865 | -3,558 |
Income tax (expense) benefit from continuing operations | -374 | 1,191 | 13,270 |
Income (loss) from continuing operations | 8,832 | -2,674 | 9,712 |
Discontinued operations: | ' | ' | ' |
Gain on sale of Product Line, net | 2,588 | 3,656 | ' |
Income tax expense on discontinued operations | ' | -1,509 | 0 |
Income from discontinued operations | 2,588 | 2,147 | 3 |
Net income (loss) | 11,420 | -527 | 9,715 |
Basic per share amounts: | ' | ' | ' |
Income (loss) from continuing operations (in usd per share) | $0.43 | ($0.14) | $0.49 |
Income from discontinued operations (in usd per share) | $0.13 | $0.11 | $0 |
Net income (loss) (in usd per share) | $0.56 | ($0.03) | $0.49 |
Weighted average number of common shares-basic (in shares) | 20,312,395 | 19,853,095 | 19,655,632 |
Diluted per share amounts: | ' | ' | ' |
Income (loss) from continuing operations (in usd per share) | $0.43 | ($0.14) | $0.49 |
Income from discontinued operations (in usd per share) | $0.12 | $0.11 | $0 |
Net income (loss) income (in usd per share) | $0.55 | ($0.03) | $0.49 |
Weighted average number of common shares-diluted (in shares) | 20,745,454 | 19,853,095 | 19,713,320 |
AVINZA Product Line | ' | ' | ' |
Discontinued operations: | ' | ' | ' |
Gain on sale of Product Line, net | 2,588 | 3,656 | 0 |
Oncology Product Line | ' | ' | ' |
Discontinued operations: | ' | ' | ' |
Gain on sale of Product Line, net | $0 | $0 | $3 |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDER'S EQUITY (DEFICIT) (USD $) | Total | Common Stock | Additional paid-in capital | Accumulated other comprehensive income (loss) | Accumulated deficit | Treasury stock |
In Thousands, except Share data, unless otherwise specified | ||||||
Balance at beginning of period at Dec. 31, 2010 | ($4,849) | $21 | $729,271 | $31 | ($691,947) | ($42,225) |
Balance at beginning of period (in shares) at Dec. 31, 2010 | ' | 20,620,917 | ' | ' | ' | 1,111,999 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Issuance of common stock under employee stock compensation plans, net | 54 | ' | 54 | ' | ' | ' |
Issuance of common stock under employee stock compensation plans (in shares) | ' | 61,589 | ' | ' | ' | ' |
Unrealized net loss on available-for-sale securities | -31 | ' | ' | -31 | ' | ' |
Repurchase of common stock | -55 | ' | ' | ' | ' | -55 |
Repurchase of common stock (in shares) | ' | ' | ' | ' | ' | -6,223 |
Stock-based compensation | 3,351 | ' | 3,351 | ' | ' | ' |
Shares released from restriction | 0 | ' | ' | ' | ' | ' |
Net income (loss) | 9,715 | ' | 0 | ' | 9,715 | ' |
Balance at end of period at Dec. 31, 2011 | 8,185 | 21 | 732,676 | ' | -682,232 | -42,280 |
Balance at end of period (in shares) at Dec. 31, 2011 | ' | 20,682,506 | ' | ' | ' | 1,118,222 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Issuance of common stock under employee stock compensation plans, net | 1,103 | ' | 1,103 | ' | ' | ' |
Issuance of common stock under employee stock compensation plans (in shares) | ' | 180,979 | ' | ' | ' | ' |
Issuance of common stock, net | 5,313 | ' | 5,313 | ' | ' | ' |
Issuance of common stock, net (in shares) | ' | 302,750 | ' | ' | ' | ' |
Stock-based compensation | 4,067 | ' | 4,067 | ' | ' | ' |
Shares released from restriction | 8,344 | ' | 8,344 | ' | ' | ' |
Shares released from restriction (in shares) | ' | 112,371 | ' | ' | ' | ' |
Net income (loss) | -527 | ' | ' | ' | -527 | ' |
Balance at end of period at Dec. 31, 2012 | 26,485 | 21 | 751,503 | ' | -682,759 | -42,280 |
Balance at end of period (in shares) at Dec. 31, 2012 | ' | 21,278,606 | ' | ' | ' | 1,118,222 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ' | ' | ' | ' | ' | ' |
Issuance of common stock under employee stock compensation plans, net | 3,128 | 1 | 3,127 | ' | ' | ' |
Issuance of common stock under employee stock compensation plans (in shares) | ' | 308,137 | ' | ' | ' | ' |
Unrealized net loss on available-for-sale securities | 2,914 | ' | ' | 2,914 | ' | ' |
Stock-based compensation | 5,666 | ' | 5,666 | ' | ' | ' |
Retirement of treasury shares (in shares) | -1,118,222 | -1,118,222 | ' | ' | ' | -1,118,222 |
Retirement of treasury shares | 0 | -1 | -42,279 | 0 | 0 | 42,280 |
Shares released from restriction | 0 | ' | ' | ' | ' | ' |
Net income (loss) | 11,420 | ' | ' | ' | 11,420 | ' |
Balance at end of period at Dec. 31, 2013 | $49,613 | $21 | $718,017 | $2,914 | ($671,339) | ' |
Balance at end of period (in shares) at Dec. 31, 2013 | ' | 20,468,521 | ' | ' | ' | ' |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' |
Net income (loss) | $11,420 | ($527) | $9,715 |
Unrealized net gain (loss) on available-for-sale securities, net of tax of $0 | 2,914 | ' | -31 |
Comprehensive income (loss) | $14,334 | ($527) | $9,684 |
CONSOLIDATED_STATEMENTS_OF_COM1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Statement of Comprehensive Income [Abstract] | ' | ' | ' |
Unrealized net loss on available-for-sale securities, tax | $0 | $0 | $0 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Operating activities | ' | ' | ' |
Net income (loss) | $11,420,000 | ($527,000) | $9,715,000 |
Less: gain from discontinued operations | 2,588,000 | 2,147,000 | 3,000 |
Income (loss) from continuing operations | 8,832,000 | -2,674,000 | 9,712,000 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ' | ' | ' |
Write-off of acquired in-process research and development | 480,000 | 0 | 2,282,000 |
Non-cash change in estimated fair value of contingent liabilities | 3,597,000 | 1,650,000 | 1,888,000 |
Accretion of deferred gain on sale leaseback | 0 | 0 | -1,702,000 |
Depreciation and amortization | 2,663,000 | 2,727,000 | 2,790,000 |
Non-cash lease costs | 0 | 0 | -51,000 |
Non-cash milestone revenue | 0 | -1,212,000 | 0 |
Gain (loss) on asset disposal | 5,000 | -17,000 | -456,000 |
Stock-based compensation | 5,666,000 | 4,067,000 | 3,351,000 |
Deferred income taxes | 374,000 | -1,204,000 | -13,402,000 |
Accretion of note payable | 417,000 | 492,000 | 286,000 |
Other | 0 | 0 | 5,000 |
Changes in operating assets and liabilities, net of acquisition: | ' | ' | ' |
Accounts receivable, net | 2,367,000 | 1,521,000 | -3,915,000 |
Inventory | 646,000 | 1,030,000 | 1,114,000 |
Other current assets | -130,000 | 515,000 | 4,864,000 |
Other long term assets | 218,000 | 334,000 | 605,000 |
Accounts payable and accrued liabilities | -2,758,000 | -4,801,000 | -11,568,000 |
Other liabilities | -391,000 | 484,000 | 865,000 |
Deferred revenue | -654,000 | -1,851,000 | 2,160,000 |
Net cash provided by (used in) operating activities of continuing operations | 21,332,000 | 1,061,000 | -1,172,000 |
Net cash used in operating activities of discontinued operations | -642,000 | -900,000 | 0 |
Net cash provided by (used in) operating activities | 20,690,000 | 161,000 | -1,172,000 |
Investing activities | ' | ' | ' |
Purchase of commercial license rights | -3,571,000 | 0 | 0 |
Acquisition of CyDex, net of cash acquired | 0 | 0 | -32,024,000 |
Payments to CVR holders | -989,000 | -8,049,000 | -2,875,000 |
Purchases of property, equipment and building | -377,000 | -595,000 | -78,000 |
Proceeds from sale of property, and equipment and building | 3,000 | 20,000 | 530,000 |
Purchases of short-term investments | 0 | 0 | -10,000,000 |
Proceeds from sale of short-term investments | 0 | 10,000,000 | 19,346,000 |
Other, net | -40,000 | -113,000 | -31,000 |
Net cash (used in) provided by investing activities | -4,974,000 | 1,263,000 | -25,132,000 |
Financing activities | ' | ' | ' |
Proceeds from issuance of debt | 0 | 7,500,000 | 30,000,000 |
Repayment of debt | -19,586,000 | -10,000,000 | 0 |
Proceeds from issuance of common stock, net | 0 | 5,313,000 | 0 |
Net proceeds from stock option exercises | 2,974,000 | 979,000 | 54,000 |
Net proceeds from employee stock purchase program | 154,000 | 124,000 | 0 |
Share repurchases | 0 | 0 | -55,000 |
Net cash (used in) provided by financing activities | -16,458,000 | 3,916,000 | 29,999,000 |
Net (decrease) increase in cash and cash equivalents | -742,000 | 5,340,000 | 3,695,000 |
Cash and cash equivalents at beginning of year | 12,381,000 | 7,041,000 | 3,346,000 |
Cash and cash equivalents at end of year | 11,639,000 | 12,381,000 | 7,041,000 |
Supplemental disclosure of cash flow information | ' | ' | ' |
Interest paid | 1,816,000 | 2,452,000 | 2,463,000 |
Taxes paid | 26,000 | ' | 39,000 |
Supplemental schedule of non-cash investing and financing activities | ' | ' | ' |
Liability for commercial license rights | 1,000,000 | 0 | 0 |
Accrued inventory purchases | 341,000 | 1,426,000 | 0 |
Unrealized gain on AFS investments | 2,914,000 | 0 | 0 |
Common stock released from restriction | $0 | $8,344,000 | $0 |
Basis_of_Presentation
Basis of Presentation | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||||||||||||||
Basis of Presentation | ' | |||||||||||||||
Basis of Presentation | ||||||||||||||||
Ligand Pharmaceuticals Incorporated, a Delaware corporation (the “Company” or “Ligand”) is a biopharmaceutical company with a business model that is based upon the concept of developing or acquiring royalty revenue generating assets and coupling them with a lean corporate cost structure. By diversifying the portfolio of assets across numerous technology types, therapeutic areas, drug targets and industry partners, the Company offers investors an opportunity to invest in the increasingly complicated and unpredictable pharmaceutical industry. These therapies address the unmet medical needs of patients for a broad spectrum of diseases including hepatitis, muscle wasting, Alzheimer’s disease, dyslipidemia, diabetes, anemia, asthma, Focal Segmental Glomerulosclerosis, or FSGS, and osteoporosis. Ligand has established multiple alliances with the world’s leading pharmaceutical companies including GlaxoSmithKline, Onyx Pharmaceuticals (a subsidiary of Amgen, Inc.), Merck, Pfizer, Baxter International, Lundbeck Inc. and Spectrum Pharmaceuticals, Inc. The Company’s principle market is the United States. The Company sold its Oncology Product Line (“Oncology”) and Avinza® Product Line (“Avinza”) on October 25, 2006 and February 26, 2007, respectively. The operating results for Oncology and Avinza have been presented in the accompanying consolidated financial statements as “Discontinued Operations”. | ||||||||||||||||
The Company has incurred significant losses since its inception. As of December 31, 2013, the Company’s accumulated deficit was $671.3 million and the Company had negative working capital of $4.1 million. Management believes that cash flows from operations will improve due to Captisol® sales, an increase in revenues driven primarily from continued increases in Promacta® and Kyprolis® sales, and also from anticipated new license and milestone revenues. In the event revenues and operating cash flows are not meeting expectations, management plans to reduce discretionary expenses. However, it is possible that the Company may be required to seek additional financing. There can be no assurance that additional financing will be available on terms acceptable to management, or at all. Management believes its currently available cash, cash equivalents, and short-term investments as well as its current and future royalty, license and milestone revenues will be sufficient to satisfy its anticipated operating and capital requirements through at least the next twelve months. The Company’s future operating and capital requirements will depend on many factors, including, but not limited to: the pace of scientific progress in its research and development programs; the potential success of these programs; the scope and results of preclinical testing and clinical trials; the time and costs involved in obtaining regulatory approvals; the costs involved in preparing, filing, prosecuting, maintaining and enforcing patent claims; competing technological and market developments; the amount of royalties on sales of the commercial products of its partners; the efforts of its collaborative partners; obligations under its operating lease agreements; costs associated with future acquisitions and the capital requirements of any companies the Company may acquire in the future. The ability of the Company to achieve its operational targets is dependent upon the Company’s ability to further implement its business plan and generate sufficient operating cash flow. | ||||||||||||||||
Principles of Consolidation | ||||||||||||||||
The accompanying consolidated financial statements include Ligand and its wholly owned subsidiaries, Ligand JVR, Allergan Ligand Retinoid Therapeutics, Seragen, Inc., Pharmacopeia, Inc. ("Pharmacopeia"), Neurogen Corporation ("Neurogen"), CyDex Pharmaceuticals, Inc. ("CyDex"), Metabasis Therapeutics ("Metabasis"), and Nexus VI, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||||||
Use of Estimates | ||||||||||||||||
The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, including disclosure of contingent assets and contingent liabilities, at the date of the consolidated financial statements and the reported amounts of revenues and expenses, definite and indefinite lived intangible assets, goodwill, co-promote termination payments receivable and co-promote termination liabilities, uncertain tax positions, deferred revenue, lease exit liability and income tax net operating loss carryforwards during the reporting period. The Company’s critical accounting policies are those that are both most important to the Company’s financial condition and results of operations and require the most difficult, subjective or complex judgments on the part of management in their application, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Because of the uncertainty of factors surrounding the estimates or judgments used in the preparation of the consolidated financial statements, actual results may materially vary from these estimates. | ||||||||||||||||
Reclassifications | ||||||||||||||||
Certain reclassifications have been made to the previously issued statement of operations for the twelve months ended December 31, 2012 and 2011 for comparability purposes. These reclassifications had no effect on the reported net income, stockholders' equity and operating cash flows as previously reported. | ||||||||||||||||
Income (Loss) Per Share | ||||||||||||||||
Basic income (loss) per share is calculated by dividing net income or loss by the weighted average number of common shares and vested restricted stock units outstanding. Diluted income (loss) per share is computed by dividing net income or loss by the weighted average number of common shares and vested restricted stock units outstanding and the weighted average number of dilutive common stock equivalents, including stock options and non-vested restricted stock units. Common stock equivalents are only included in the diluted earnings per share calculation when their effect is dilutive. Potential common shares, the shares that would be issued upon the exercise of outstanding stock options and warrants and the vesting of restricted shares that are excluded from the computation of diluted net income (loss) per share, were 0.8 million, 1.1 million and 1.0 million for the years ended December 31, 2013, 2012, and 2011 respectively. | ||||||||||||||||
The following table sets forth the computation of basic and diluted net income (loss) per share for the periods indicated (in thousands, except per share amounts): | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Net income (loss) from continuing operations | $ | 8,832 | $ | (2,674 | ) | $ | 9,712 | |||||||||
Discontinued operations | 2,588 | 2,147 | 3 | |||||||||||||
Net income (loss) | $ | 11,420 | $ | (527 | ) | $ | 9,715 | |||||||||
Shares used to compute basic income (loss) per share | 20,312,395 | 19,853,095 | 19,655,632 | |||||||||||||
Dilutive potential common shares: | ||||||||||||||||
Restricted stock | 352,959 | — | — | |||||||||||||
Stock options | 80,100 | — | 57,688 | |||||||||||||
Shares used to compute diluted income (loss) per share | 20,745,454 | 19,853,095 | 19,713,320 | |||||||||||||
Basic per share amounts: | ||||||||||||||||
Income (loss) from continuing operations | $ | 0.43 | $ | (0.14 | ) | $ | 0.49 | |||||||||
Discontinued operations | 0.13 | 0.11 | — | |||||||||||||
Net income (loss) | $ | 0.56 | $ | (0.03 | ) | $ | 0.49 | |||||||||
Diluted per share amounts: | ||||||||||||||||
Income (loss) from continuing operations | $ | 0.43 | $ | (0.14 | ) | $ | 0.49 | |||||||||
Discontinued operations | 0.12 | 0.11 | — | |||||||||||||
Net income (loss) | $ | 0.55 | $ | (0.03 | ) | $ | 0.49 | |||||||||
Cash, Cash Equivalents and Short-term Investments | ||||||||||||||||
Cash and cash equivalents consist of cash and highly liquid securities with original maturities of three months or less. Non-restricted equity and debt securities with a maturity of more than three months are considered short-term investments and have been classified by management as available-for-sale. Such investments are carried at fair value, with unrealized gains and losses included in the statement of comprehensive income (loss). The Company determines the cost of investments based on the specific identification method. | ||||||||||||||||
The following table summarizes the various investment categories at December 31, 2013 and December 31, 2012 (in thousands): | ||||||||||||||||
Cost | Gross unrealized | Gross unrealized | Estimated | |||||||||||||
gains | losses | fair value | ||||||||||||||
31-Dec-13 | ||||||||||||||||
Short-term investments | $ | 1,426 | $ | 2,914 | $ | — | $ | 4,340 | ||||||||
Certificates of deposit - restricted | 1,341 | — | — | 1,341 | ||||||||||||
$ | 2,767 | $ | 2,914 | $ | — | $ | 5,681 | |||||||||
31-Dec-12 | ||||||||||||||||
Available-for-sale securities-restricted | $ | 1,426 | $ | — | $ | — | $ | 1,426 | ||||||||
Certificates of deposit-restricted | 1,341 | — | — | 1,341 | ||||||||||||
$ | 2,767 | $ | — | $ | — | $ | 2,767 | |||||||||
Restricted Cash and Investments | ||||||||||||||||
Restricted cash and investments consist of certificates of deposit held with a financial institution as collateral under a facility lease and third-party service provider arrangements and available-for-sale equity investments received by the Company as a result of milestone payments from a licensee. The fair value of the Company’s long-term equity investments are determined using quoted market prices in active markets and are discounted based on trading restrictions. The trading restrictions were removed during the period ending December 31, 2013 and the investments were reclassified to short-term investments. | ||||||||||||||||
Concentrations of Credit Risk | ||||||||||||||||
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash equivalents and investments. | ||||||||||||||||
The Company invests its excess cash principally in United States government debt securities, investment grade corporate debt securities and certificates of deposit. The Company has established guidelines relative to diversification and maturities that maintain safety and liquidity. These guidelines are periodically reviewed and modified to take advantage of trends in yields and interest rates. During 2013, the Company did not experience any significant losses on its cash equivalents, short-term investments or restricted investments. As of December 31, 2013, cash deposits held at financial institutions in excess of FDIC insured amounts of $250,000 were approximately $11.1 million. | ||||||||||||||||
Accounts receivable from two customers were 75% of total accounts receivable at December 31, 2013. Accounts receivable from two customers were 87% of total accounts receivable at December 31, 2012. | ||||||||||||||||
The Company obtains Captisol from a single supplier. If this supplier were not able to supply the requested amounts of Captisol, the Company would be unable to continue to derive revenues from the sale of Captisol until it obtained an alternative source, which could take a considerable length of time. | ||||||||||||||||
Inventory | ||||||||||||||||
Inventory is stated at the lower of cost or market value. The Company determines cost using the first-in, first-out method. The Company analyzes its inventory levels periodically and writes down inventory to its net realizable value if it has become obsolete, has a cost basis in excess of its expected net realizable value or is in excess of expected requirements. There were no write downs related to obsolete inventory recorded for the years ended December 31, 2013 and 2012. | ||||||||||||||||
Allowance for Doubtful Accounts | ||||||||||||||||
The Company maintains an allowance for doubtful accounts based on the best estimate of the amount of probable losses in the Company’s existing accounts receivable. Accounts receivable that are outstanding longer than their contractual payment terms, ranging from 30 to 90 days, are considered past due. When determining the allowance for doubtful accounts, several factors are taken into consideration, including historical write-off experience and review of specific customer accounts for collectability. Account balances are charged off against the allowance after collection efforts have been exhausted and the potential for recovery is considered remote. There was no allowance for doubtful accounts recorded as of December 31, 2013 and 2012. | ||||||||||||||||
Property and Equipment, net | ||||||||||||||||
Property and equipment is stated at cost and consists of the following (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Lab and office equipment | $ | 3,737 | $ | 4,374 | ||||||||||||
Leasehold improvements | 387 | 145 | ||||||||||||||
Computer equipment and software | 616 | 1,150 | ||||||||||||||
4,740 | 5,669 | |||||||||||||||
Less accumulated depreciation and amortization | (3,873 | ) | (4,881 | ) | ||||||||||||
$ | 867 | $ | 788 | |||||||||||||
Depreciation of equipment is computed using the straight-line method over the estimated useful lives of the assets which range from three to ten years. Leasehold improvements are amortized using the straight-line method over their estimated useful lives or their related lease term, whichever is shorter. Depreciation expense of $0.3 million, $0.3 million and $0.5 million was recognized in 2013, 2012, and 2011, respectively, and is included in operating expenses. | ||||||||||||||||
Goodwill and Other Identifiable Intangible Assets | ||||||||||||||||
Goodwill and other identifiable intangible assets consist of the following (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Indefinite lived intangible assets | ||||||||||||||||
Acquired in-process research and development | $ | 12,556 | $ | 13,036 | ||||||||||||
Goodwill | 12,238 | 12,238 | ||||||||||||||
Definite lived intangible assets | ||||||||||||||||
Complete technology | 15,267 | 15,227 | ||||||||||||||
Less: Accumulated amortization | (2,235 | ) | (1,473 | ) | ||||||||||||
Trade name | 2,642 | 2,642 | ||||||||||||||
Less: Accumulated amortization | (387 | ) | (256 | ) | ||||||||||||
Customer relationships | 29,600 | 29,600 | ||||||||||||||
Less: Accumulated amortization | (4,344 | ) | (2,864 | ) | ||||||||||||
Total goodwill and other identifiable intangible assets, net | $ | 65,337 | $ | 68,150 | ||||||||||||
The Company accounts for goodwill in accordance with Accounting Standards Codification ("ASC"), 350, Goodwill and Other Intangibles, which, among other things, establishes standards for goodwill acquired in a business combination, eliminates the amortization of goodwill and requires the carrying value of goodwill and certain non-amortizing intangibles to be evaluated for impairment on an annual basis. The Company uses the income approach and the market approach, each weighted at 50%, when performing its goodwill analysis. For the income approach, the Company considers the present value of future cash flows and the carrying value of its assets and liabilities, including goodwill. The market approach is based on an analysis of revenue multiples of guideline public companies. If the carrying value of the assets and liabilities, including goodwill, were to exceed the Company’s estimation of the fair value, the Company would record an impairment charge in an amount equal to the excess of the carrying value of goodwill over the implied fair value of the goodwill. The Company performs an evaluation of goodwill as of December 31 of each year, absent any indicators of earlier impairment, to ensure that impairment charges, if applicable, are reflected in the Company's financial results before December 31 of each year. When it is determined that impairment has occurred, a charge to operations is recorded. Goodwill and other intangible asset balances are included in the identifiable assets of the business segment to which they have been assigned. Any goodwill impairment, as well as the amortization of other purchased intangible assets, is charged against the respective business segments’ operating income. As of December 31, 2013, 2012, and 2011 there has been no impairment of goodwill for continuing operations. | ||||||||||||||||
Amortization of definite lived intangible assets is computed using the straight-line method over the estimated useful life of the asset of 20 years. Amortization expense of $2.4 million, $2.4 million and $2.3 million was recognized in 2013, 2012, and 2011, respectively. Estimated amortization expense for the years ending December 31, 2014 through 2018 is $2.4 million per year. | ||||||||||||||||
In January 2011, the Company completed its acquisition of CyDex. As a result of the transaction, the Company recorded $47.5 million of intangible assets with definite lives. The weighted-average amortization period for the identified intangible assets with definite lives is 20 years. In addition, the Company recorded $3.2 million of acquired In-Process Research and Development ("IPR&D") and $11.5 million of goodwill. | ||||||||||||||||
Acquired in-process research and development | ||||||||||||||||
Intangible assets related to acquired IPR&D are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. During the period the assets are considered to be indefinite-lived, they will not be amortized but will be tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the IPR&D projects below their respective carrying amounts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. For the year ended December 31, 2013, the Company recorded a non-cash impairment charge of $0.5 million for the write-off of IPR&D for Captisol-enabled intravenous Clopidogrel. The impairment analysis was performed based on the income method using a Monte Carlo analysis. The asset was impaired upon notification from MedCo that they intended to terminate the license agreement and return the rights of the compound to the Company. Captisol-enabled intravenous Clopidogrel is an intravenous formulation of the anti-platelet medication designed for situations where the administration of oral platelet inhibitors is not feasible or desirable. For the year ended December 31, 2012, there was no impairment of IPR&D. | ||||||||||||||||
During 2011, the impairment analysis performed by management resulted in the write-off of certain acquired in process research and development assets. The Company recorded a non-cash impairment charge of $1.1 million for the write-off of the net book value of the IPR&D and interests in future milestones and royalties for MEDI-528, an IL-9 antibody program by AstraZeneca’s subsidiary, MedImmune. The asset was impaired upon receipt of notice from MedImmune in September 2011 that it was exercising its right to terminate the collaboration and license agreement. | ||||||||||||||||
Additionally, in 2011, the Company recorded a non-cash impairment charge of $1.2 million for the write-off of IPR&D and interests in future milestones for TRPV1, a collaborative research and licensing program between the Company and Merck, related to the physiology, pharmacology, chemistry and potential therapeutic applications and potential clinical utilities related to Vanilloid Receptors, subtype 1. The asset was impaired upon receipt of notice from Merck that it was exercising its right to terminate the collaboration and license agreement. Subsequent to the termination of the agreement, the Company received an exclusive, perpetual, irrevocable, royalty-free (but subject to any third party royalty obligations), fully-paid world-wide license, with the right to sub-license, under specified patents and technology for the research, development, or commercialization of specified compounds and products in a limited field of use. | ||||||||||||||||
Impairment of Long-Lived Assets | ||||||||||||||||
Management reviews long-lived assets for impairment annually or whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Fair value for the Company’s long-lived assets is determined using the expected cash flows discounted at a rate commensurate with the risk involved. | ||||||||||||||||
As of December 31, 2013, management does not believe there have been any events or circumstances indicating that the carrying amount of its remaining long-lived assets may not be recoverable. | ||||||||||||||||
Commercial license rights | ||||||||||||||||
Commercial license rights represent a portfolio of future milestone and royalty payment rights acquired in accordance with the Royalty Stream and Milestone Payments Purchase Agreement entered into with Selexis SA ("Selexis") in April 2013. The portfolio consists of over 15 Selexis commercial license agreement programs with various pharmaceutical-company counterparties. The purchase price was $4.6 million, inclusive of acquisition costs. The Company paid $3.6 million upon closing and expects to pay $1.0 million in April 2014. Individual commercial license rights acquired under the agreement are carried at allocated cost and approximate fair value. The carrying value of the license rights will be reduced on a pro-rata basis as revenue is realized over the term of the agreement. Declines in the fair value of individual license rights below their carrying value that are deemed to be other than temporary are reflected in earnings in the period such determination is made. | ||||||||||||||||
Contingent Liabilities | ||||||||||||||||
In connection with the Company’s acquisition of CyDex in January 2011, the Company recorded a $17.6 million contingent liability, inclusive of the $4.3 million payment made in January 2012, for amounts potentially due to holders of the CyDex contingent value rights ("CVR's") and former license holders. The initial fair value of the liability was determined using the income approach incorporating the estimated future cash flows from potential milestones and revenue sharing. These cash flows were then discounted to present value using a discount rate of 21.6%. The liability will be periodically assessed based on events and circumstances related to the underlying milestones, and the change in fair value will be recorded in the Company’s consolidated statements of operations. The carrying amount of the liability may fluctuate significantly and actual amounts paid under the CVR agreements may be materially different than the carrying amount of the liability. The fair value of the liability at December 31, 2013 and 2012 was $9.3 million and $10.9 million, respectively. The Company recorded a fair value adjustment to decrease the liability for CyDex related contingent liabilities of $0.6 million for the year ended December 31, 2013, to increase the liability by $3.4 million during the year ended December 31, 2012, and to decrease the liability by $0.1 million during the year ended December 31, 2011. Contingent liabilities decreased for cash payments to CVR holders by $1.0 million during the year ended December 31, 2013, $8.0 million during the year ended December 31, 2012 and $2.9 million during the year ended December 31, 2011. | ||||||||||||||||
In connection with the Company’s acquisition of Metabasis in January 2010, the Company issued Metabasis stockholders four tradable CVRs, one CVR from each of four respective series of CVR, for each Metabasis share. The CVRs will entitle Metabasis stockholders to cash payments as frequently as every six months as cash is received by the Company from proceeds from Metabasis’ partnership with Roche (which has been terminated) or the sale or partnering of any of the Metabasis drug development programs, among other triggering events. The acquisition-date fair value of the CVRs of $9.1 million was determined using quoted market prices of Metabasis common stock in active markets. The fair values of the CVRs are remeasured at each reporting date through the term of the related agreement. Changes in the fair values are reported in the statement of operations as income (decreases) or expense (increases). The carrying amount of the liability may fluctuate significantly based upon quoted market prices and actual amounts paid under the agreements may be materially different than the carrying amount of the liability. The fair value of the liability was $4.2 million and $0 as of December 31, 2013 and 2012, respectively. The Company recorded an increase in the liability for CVRs of $4.2 million during the year ended December 31, 2013, a decrease of $1.1 million during the year ended December 31, 2012 and an increase of $1.1 million during the year ended December 31, 2011. | ||||||||||||||||
In connection with the Company’s acquisition of Neurogen in December 2009, the Company issued to Neurogen stockholders four CVRs; real estate, Aplindore, VR1 and H3, that entitle them to cash and/or shares of third-party stock under certain circumstances. The Company recorded the acquisition-date fair value of the CVRs as part of the purchase price. The acquisition-date fair value of the real estate CVR of $3.2 million was estimated using the net proceeds from a pending sale transaction and recorded as a payable to stockholders at December 31, 2009. In February 2010, the Company completed the sale of the real estate and subsequently distributed the proceeds to the holders of the real estate CVR. As a result and after final settlement of all related expenses, the real estate CVR was terminated in August 2010. In 2012, the Company received a notice from a collaborative partner that it was terminating its agreement related to VR1 for convenience and subsequently the Company recorded a decrease in the fair value of the liability for the related CVR of $0.2 million. Additionally, per the CVR agreement, no payment event date for the H3 program can occur after December 23, 2012 and the Company recorded a decrease in the fair value of the liability for the related CVR of $0.5 million as of that date. There are no remaining CVR obligations under the agreement with the former Neurogen shareholders. | ||||||||||||||||
Fair Value of Financial Instruments | ||||||||||||||||
Fair value is defined as the exit price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement that should be determined using assumptions that market participants would use in pricing an asset or liability. The Company establishes a three-level hierarchy to prioritize the inputs used in measuring fair value. The levels are described in the below with level 1 having the highest priority and level 3 having the lowest: | ||||||||||||||||
Level 1 - Observable inputs such as quoted prices in active markets | ||||||||||||||||
Level 2 - Inputs other than the quoted prices in active markets that are observable either directly or indirectly | ||||||||||||||||
Level 3 - Unobservable inputs in which there is little or no market data, which require the Company to develop its own assumptions | ||||||||||||||||
The Company’s long-term investments include investments in equity securities which were subject to trading restrictions. Additionally, there is a liability related to the investment in equity securities for amounts owed to former license holders. The fair value of the investments was previously determined using quoted market prices in active markets and discounted for the restrictive effect. For the year ended December 31, 2013, the trading restrictions were removed and the investments were reclassified to short-term investments. The Metabasis CVR liability is marked-to-market at each reporting period based upon the quoted market prices of the underlying CVR. The fair value of the CyDex contingent liabilities are determined at each reporting period based upon an income valuation model. The co-promote termination payments receivable represents a non-interest bearing receivable for future payments to be made by Pfizer and is recorded at its fair value. The receivable and liability will remain equal and adjusted each quarter for changes in the fair value of the obligation including any changes in the estimate of future net Avinza product sales. | ||||||||||||||||
The Company evaluates its financial instruments at each reporting period to determine if any transfers between the various three-level hierarchy have occurred and appropriately reclassifies its financial instruments to the appropriate level within the hierarchy. | ||||||||||||||||
Treasury Stock | ||||||||||||||||
The Company may on occasion repurchase its common stock on the open market or in private transactions. When such stock is repurchased it is not constructively or formally retired and may be reissued if certain regulatory requirements are met; however, the Company may from time to time choose to retire the shares of common stock held in its treasury. The purchase price of the common stock repurchased is charged to treasury stock. During the year ended December 31, 2013, the Company retired 1,118,222 shares of its common stock held in treasury. | ||||||||||||||||
Revenue Recognition | ||||||||||||||||
Royalties on sales of products commercialized by the Company’s partners are recognized in the quarter reported by the respective partner. Generally, the Company receives royalty reports from its licensees approximately one quarter in arrears due to the fact that its agreements require partners to report product sales between 30-60 days after the end of the quarter. The Company recognizes royalty revenues when it can reliably estimate such amounts and collectability is reasonably assured. Under this accounting policy, the royalty revenues reported are not based upon estimates and such royalty revenues are typically reported in the same period in which payment is received. | ||||||||||||||||
Revenue from material sales of Captisol is recognized upon transfer of title, which normally passes upon shipment to the customer. The Company’s credit and exchange policy includes provisions for the return of product between 30 to 90 days, depending on the specific terms of the individual agreement, when that product (1) does not meet specifications, (2) is damaged in shipment (in limited circumstances where title does not transfer until delivery), or (3) is exchanged for an alternative grade of Captisol. The Company records revenue net of sales tax collected and remitted to government authorities. | ||||||||||||||||
Revenue from research funding under the Company’s collaboration agreements is earned and recognized on a percentage-of-completion basis as research hours are incurred in accordance with the provisions of each agreement. | ||||||||||||||||
Nonrefundable, up-front license fees and milestone payments with standalone value that are not dependent on any future performance by the Company under its collaboration agreements are recognized as revenue upon the earlier of when payments are received or collection is assured, but are deferred if the Company has continuing performance obligations. Amounts received under multiple-element arrangements requiring ongoing services or performance by the Company are recognized over the period of such services or performance. The Company occasionally has sub-license obligations related to arrangements for which it receives license fees, milestones and royalties. The Company evaluates the determination of gross versus net reporting based on each individual agreement. | ||||||||||||||||
Sales-based milestone revenue is accounted for similarly to royalties, with revenue recognized upon achievement of the milestone assuming all other revenue recognition criteria for milestones are met. Revenue from development and regulatory milestones is recognized when earned, as evidenced by written acknowledgement from the collaborator, provided that (i) the milestone event is substantive, its achievability was not reasonably assured at the inception of the agreement, and the Company has no further performance obligations relating to that event, and (ii) collectability is reasonably assured. If these criteria are not met, the milestone payment is recognized over the remaining period of the Company’s performance obligations under the arrangement. | ||||||||||||||||
The Company analyzes its revenue arrangements and other agreements to determine whether there are multiple elements that should be separated and accounted for individually or as a single unit of accounting. For multiple element contracts, arrangement consideration is allocated at the inception of the arrangement to all deliverables on the basis of relative selling price, using a hierarchy to determine selling price. Management first considers vendor-specific objective evidence ("VSOE"), then third-party evidence ("TPE") and if neither VSOE nor TPE exist, the Company uses its best estimate of selling price. | ||||||||||||||||
Many of the Company's revenue arrangements involve the bundling of a license with the option to purchase manufactured product. Licenses are granted to pharmaceutical companies for the use of Captisol in the development of pharmaceutical compounds. The licenses may be granted for the use of the Captisol product for all phases of clinical trials and through commercial availability of the host drug or may be limited to certain phases of the clinical trial process. The Company believes that its licenses have stand-alone value at the outset of an arrangement because the customer obtains the right to use Captisol in its formulations without any additional input by the Company, and in a hypothetical stand-alone transaction, the customer would be able to procure inventory from another manufacturer in the absence of contractual provisions for exclusive supply by the Company. | ||||||||||||||||
Cost of Goods Sold | ||||||||||||||||
The Company determines cost using the first-in, first-out method. Cost of goods sold include all costs of purchase and other costs incurred in bringing the inventories to their present location and condition, costs to store, and distribute. | ||||||||||||||||
Preclinical Study and Clinical Trial Accruals | ||||||||||||||||
Substantial portions of the Company’s preclinical studies and all of the Company’s clinical trials have been performed by third-party laboratories, contract research organizations, or other vendors ("CROs"). Some CROs bill monthly for services performed, while others bill based upon milestone achievement. The Company accrues for each of the significant agreements it has with CROs on a monthly basis. For preclinical studies, accruals are estimated based upon the percentage of work completed and the contract milestones achieved. For clinical studies, accruals are estimated based upon a percentage of work completed, the number of patients enrolled and the duration of the study. The Company monitors patient enrollment, the progress of clinical studies and related activities to the extent possible through internal reviews of data reported to it by the CROs, correspondence with the CROs and clinical site visits. The Company’s estimates are dependent upon the timelines and accuracy of the data provided by its CROs regarding the status of each program and total program spending. The Company periodically evaluates its estimates to determine if adjustments are necessary or appropriate based on information it receives concerning changing circumstances, and conditions or events that may affect such estimates. No material adjustments to preclinical study and clinical trial accrued expenses have been recognized to date. | ||||||||||||||||
Sale of Royalty Rights | ||||||||||||||||
The Company previously sold to third parties the rights to future royalties of certain of its products. As part of the underlying royalty agreements, the partners have the right to offset a portion of any future royalty payments owed to the Company to the extent of previous milestone payments. Accordingly, the Company deferred a portion of the revenue associated with each tranche of royalty right sold, equal to the pro-rata share of the potential royalty offset. Such amounts associated with the offset rights against future royalty payments will reduce this balance upon receipt of future royalties from the respective partners. As of December 31, 2013 and 2012, the Company had deferred $0.1 million and $0.8 million of revenue, respectively. | ||||||||||||||||
Product Returns | ||||||||||||||||
In connection with the sale of the Avinza and Oncology product lines, the Company retained the obligation for returns of product that were shipped to wholesalers prior to the close of the transactions. The accruals for product returns, which were recorded as part of the accounting for the sales transactions, are based on historical experience. Any subsequent changes to the Company’s estimate of product returns are accounted for as a component of discontinued operations. | ||||||||||||||||
Costs and Expenses | ||||||||||||||||
Collaborative research and development expense consists of labor, material, equipment and allocated facilities cost of the Company’s scientific staff who are working pursuant to the Company’s collaborative agreements. From time to time, collaborative research and development expense includes costs related to research efforts in excess of those required under certain collaborative agreements. Management has the discretion to set the scope of such excess efforts and may increase or decrease the level of such efforts depending on the Company’s strategic priorities. | ||||||||||||||||
Proprietary research and development expense consists of intellectual property in-licensing costs, labor, materials, contracted services, and allocated facility costs that are incurred in connection with internally funded drug discovery and development programs. | ||||||||||||||||
Income Taxes | ||||||||||||||||
Income taxes are accounted for under the asset and liability method. This approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of differences between the tax basis of assets or liabilities and their carrying amounts in the consolidated financial statements. A valuation allowance is provided for deferred tax assets if it is more likely than not that these items will either expire before the Company is able to realize their benefit or if future deductibility is uncertain. As of December 31, 2013 and 2012, the Company had provided a full valuation allowance against its deferred tax assets as recoverability was uncertain. Developing the provision for income taxes requires significant judgment and expertise in federal and state income tax laws, regulations and strategies, including the determination of deferred tax assets and liabilities and, if necessary, any valuation allowances that may be required for deferred tax assets. Management's judgments and tax strategies are subject to audit by various taxing authorities. While the Company believes it has provided adequately for its income tax liabilities in its consolidated financial statements, adverse determinations by these taxing authorities could have a material adverse effect on the Company's consolidated financial condition and results of operations. | ||||||||||||||||
The Company's ending deferred tax liability represents a future tax obligation for current tax amortization claimed on acquired IPR&D. As the Company cannot estimate when the IPR&D assets will be amortizable for financial reporting purposes, the deferred tax liability associated with the IPR&D assets cannot be used to support the realization of the Company's deferred tax assets. As a result, the Company is required to increase its valuation allowance and record a charge to deferred taxes. | ||||||||||||||||
Accounting for Stock-Based Compensation | ||||||||||||||||
Stock-based compensation expense for awards to employees and non-employee directors is recognized on a straight-line basis over the vesting period until the last tranche vests. The Company grants options and awards to employees, non-employee consultants, and non-employee directors. Only new shares of common stock are issued upon the exercise of stock options. Non-employee directors are accounted for as employees. Options and restricted stock granted to certain directors vest in equal monthly installments over one year from the date of grant. Options granted to employees vest 1/8 on the six month anniversary of the date of grant, and 1/48 each month thereafter for forty-two months. All option awards generally expire ten years from the date of grant. | ||||||||||||||||
The fair-value for options that were awarded to employees and directors was estimated at the date of grant using the Black-Scholes option valuation model with the following weighted average assumptions: | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Risk-free interest rate | 1.13%-1.82% | 0.83%-1.14% | 1.09%-2.61% | |||||||||||||
Dividend yield | — | — | — | |||||||||||||
Expected volatility | 70% | 69% | 69% | |||||||||||||
Expected term | 6 years | 6 years | 6 years | |||||||||||||
Forfeiture rate | 8.4%-9.8% | 8.0%-11.2% | 8.9%-14.1% | |||||||||||||
The risk-free interest rate is based on the U.S. Treasury yield curve at the time of the grant. The expected term of the employee and non-employee director options is the estimated weighted-average period until exercise or cancellation of vested options (forfeited unvested options are not considered) based on historical experience. The expected term for consultant awards is the remaining period to contractual expiration. Volatility is a measure of the expected amount of variability in the stock price over the expected life of an option expressed as a standard deviation. In making this assumption, the Company used the historical volatility of the Company’s stock price over a period equal to the expected term. The forfeiture rate is based on historical data at the time of the grant. | ||||||||||||||||
The following table summarizes share-based compensation expense recorded as components of research and development expenses and general and administrative expenses for the periods indicated (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Share-based compensation expense as a component of: | ||||||||||||||||
Research and development expenses | $ | 1,705 | $ | 1,448 | $ | 1,072 | ||||||||||
General and administrative expenses | 3,961 | 2,619 | 2,279 | |||||||||||||
$ | 5,666 | $ | 4,067 | $ | 3,351 | |||||||||||
Segment reporting | ||||||||||||||||
Under Accounting Standards Codification No. 280, “Segment Reporting” (ASC 280), operating segments are defined as components of an enterprise about which separate financial information is available that is regularly evaluated by the entity’s chief operating decision maker, in deciding how to allocate resources and in assessing performance. The Company has evaluated ASC 280 and has identified two reportable segments: the development and commercialization of drugs using Captisol technology by CyDex Pharmaceuticals, Inc. and the biopharmaceutical company with a business model that is based upon the concept of developing or acquiring royalty revenue generating assets and coupling them with a lean corporate cost structure of Ligand Pharmaceuticals Incorporated. | ||||||||||||||||
Comprehensive Income (Loss) | ||||||||||||||||
Comprehensive income (loss) represents net income (loss) adjusted for the change during the periods presented in unrealized gains and losses on available-for-sale securities less reclassification adjustments for realized gains or losses included in net income (loss). The unrealized gains or losses are reported on the Consolidated Statements of Comprehensive Income (Loss). | ||||||||||||||||
New Accounting Pronouncements | ||||||||||||||||
In July 2012, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update ("ASU") 2012-02, Intangibles – Goodwill and Other: Testing Indefinite-Lived Intangible Assets for Impairment in ASU 2012-02. ASU 2012-02 allows a company the option to first assess qualitative factors to determine whether it is necessary to perform a quantitative impairment test. Under that option, a company would no longer be required to calculate the fair value of an indefinite-lived intangible asset unless the company determines, based on that qualitative assessment, that it is more likely than not that the fair value of the indefinite-lived intangible asset is less than its carrying amount. The amendments in this ASU are effective for annual and interim indefinite-lived intangible asset impairment tests performed for periods beginning after September 15, 2012. The Company adopted this standard for the year ended December 31, 2012. The adoption of ASU 2012-02 did not have a material impact on the Company's financial position or results of operations. | ||||||||||||||||
In February 2013, the FASB issued ASU No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income. Under ASU 2013-02, an entity is required to provide information about the amounts reclassified out of Accumulated Other Comprehensive Income ("AOCI") by component. In addition, an entity is required to present, either on the face of the financial statements or in the notes, significant amounts reclassified out of AOCI by the respective line items of net income, but only if the amount reclassified is required to be reclassified in its entirety in the same reporting period. For amounts that are not required to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures that provide additional details about those amounts. Implementing ASU 2013-02 did not change the current requirements for reporting net income or other comprehensive income in the financial statements. The amendments in this ASU are effective for the Company for fiscal years, and interim periods within those years, beginning after January 1, 2014. | ||||||||||||||||
In July, 2013, the FASB issued Accounting Standards Update No. 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 requires the netting of unrecognized tax benefits (UTBs) against a deferred tax asset for a loss or other carryforward that would apply in settlement of the uncertain tax positions. UTBs are required to be netted against all available same-jurisdiction loss or other tax carryforwards that would be utilized, rather than only against carryforwards that are created by the UTBs. ASU 2013-11 is effective for the Company for interim and annual periods beginning after December 15, 2013. The Company is currently evaluating the effect, if any, the adoption of this standard will have on its financial statements. |
Business_Combinations
Business Combinations | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Business Combinations [Abstract] | ' | |||
Business Combinations | ' | |||
Business Combinations | ||||
In January 2011, the Company acquired CyDex, a specialty pharmaceutical company developing products and licensing its Captisol technology. Captisol is currently incorporated in six FDA-approved medications and marketed by four of CyDex’s licensees: Onyx (a subsidiary of Amgen, Inc.), Pfizer, Bristol-Myers Squibb and Baxter (formerly Prism Pharmaceuticals). | ||||
Under the terms of the agreement, the Company paid $31.6 million to the CyDex shareholders and issued a series of CVRs. Additionally, the Company assumed certain contractual obligations for potential milestone payments to license holders. In addition, the Company agreed to pay CyDex shareholders, for each respective year from 2011 through 2016, (i) 20% of all CyDex-related revenue, but only to the extent that and beginning only when CyDex-related revenue for such year exceeds $15 million, plus (ii) an additional 10% of all CyDex-related revenue recognized during such year, but only to the extent that and beginning only when aggregate CyDex-related revenue for such year exceeds $35 million. The initial fair value of the liability was determined using an income approach, incorporating the estimated future cash flows from potential milestones and revenue sharing. These cash flows were then discounted to present value using a discount rate of 21.5%. For the year ended December 31, 2013, the fair value of the acquisition related contingent liabilities was determined using the income approach. The liability is evaluated each reporting period based on events and circumstances related to the underlying milestones, and the change in fair value is recorded in the Company's Consolidated Statements of Operations. The carrying amount of the liability may fluctuate significantly and actual amounts paid may be materially different than the carrying amount of the liability. | ||||
The Company is required by the CyDex CVR Agreement to dedicate at least five experienced full-time employee equivalents per year to the acquired business and to invest at least $1.5 million per year, inclusive of such employee expenses, in the acquired business, through 2015. | ||||
The components of the purchase price allocation for CyDex are as follows (in thousands): | ||||
Purchase Consideration (in thousands): | ||||
Cash paid to CyDex shareholders | $ | 31,572 | ||
Estimated fair value of contingent consideration | 17,585 | |||
Total purchase consideration | $ | 49,157 | ||
Allocation of Purchase Price (in thousands): | ||||
Cash | $ | 85 | ||
Accounts receivable | 1,202 | |||
Inventory | 2,414 | |||
In-process research and development | 3,200 | |||
Intangible assets with definite lives | 47,469 | |||
Goodwill | 11,538 | |||
Other assets | 1,311 | |||
Liabilities assumed | (18,062 | ) | ||
$ | 49,157 | |||
The acquired identified intangible assets with definite lives from the acquisition with CyDex are as follows: | ||||
Acquired Intangible Assets (in thousands) | ||||
Complete technology | $ | 15,227 | ||
Trademark and trade name | 2,642 | |||
Customer relationships | 29,600 | |||
$ | 47,469 | |||
The weighted-average amortization period for the identified intangible assets with definite lives is 20 years. | ||||
The Company has allocated $3.2 million of the purchase price of CyDex to IPR&D. This amount represents the estimated fair value of CyDex’s two main proprietary products that have not yet reached technological feasibility and do not have future alternative use as of the date of the merger. The valuation was based on a probability-weighted present value of the expected upfront and milestone payments. The probability of success takes into account the stages of completion and the risks surrounding successful development and commercialization of the underlying product candidates. These cash flows were then discounted to present value using a discount rate of 21.5%. For the year ended December 31, 2013, the Company recorded a non-cash impairment charge of $0.5 million for the write-off of IPR&D for Captisol-enabled intravenous Clopidogrel. The asset was impaired upon notification from MedCo that they intended to terminate the license agreement and return the rights of the compound to the Company. | ||||
The valuation of the Captisol technology was based on a derivative of the discounted cash flow method that estimated the present value of a hypothetical royalty stream derived via the licensing of similar technology. These projected cash flows were then discounted to present value using a discount rate of 20.5%. The valuation of the trademark and trade name was based on the Relief from Royalty method using royalty rates paid in third-party licensing agreements involving similar trade names. These projected cash flows were then discounted to present value using a discount rate of 20.5%. The valuation of the customer relationships was based on a discounted cash flow analysis incorporating the estimated future cash flows from these relationships during their assumed life of 20 years. These cash flows were then discounted to present value using a discount rate of 21.5%. |
Financial_Instruments
Financial Instruments | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Financial Instruments | ' | |||||||||||||||
Financial Instruments | ||||||||||||||||
The Company measures certain financial assets and liabilities at fair value on a recurring basis, including available-for-sale fixed income, equity securities, and contingent liabilities. The following table provides a summary of the assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2013 (in thousands): | ||||||||||||||||
Fair Value Measurements at Reporting Date Using | ||||||||||||||||
Quoted Prices in | Significant | Significant | ||||||||||||||
Active Markets | Other | Unobservable | ||||||||||||||
for Identical | Observable | Inputs | ||||||||||||||
Assets | Inputs | |||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Assets: | ||||||||||||||||
Current portion of co-promote termination payments receivable | $ | 4,329 | $ | — | $ | — | $ | 4,329 | ||||||||
Short-term investments | 4,340 | 4,340 | — | — | ||||||||||||
Long-term portion of co-promote termination payments receivable | 7,417 | — | — | 7,417 | ||||||||||||
Total assets | $ | 16,086 | $ | 4,340 | $ | — | $ | 11,746 | ||||||||
Liabilities: | ||||||||||||||||
Current portion of contingent liabilities - CyDex | $ | 1,712 | $ | — | $ | — | $ | 1,712 | ||||||||
Current portion of co-promote termination liability | 4,329 | — | — | 4,329 | ||||||||||||
Long-term portion of contingent liabilities - Metabasis | 4,196 | 4,196 | — | — | ||||||||||||
Long-term portion of contingent liabilities - CyDex | 7,599 | — | — | 7,599 | ||||||||||||
Liability for restricted investments owed to former licensees | 651 | 651 | — | — | ||||||||||||
Long-term portion of co-promote termination liability | 7,417 | — | — | 7,417 | ||||||||||||
Total liabilities | $ | 25,904 | $ | 4,847 | $ | — | $ | 21,057 | ||||||||
The following table provides a summary of the assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2012 (in thousands): | ||||||||||||||||
Fair Value Measurements at Reporting Date Using | ||||||||||||||||
Quoted Prices in | Significant | Significant | ||||||||||||||
Active Markets | Other | Unobservable | ||||||||||||||
for Identical | Observable | Inputs | ||||||||||||||
Assets | Inputs | |||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Assets: | ||||||||||||||||
Current portion of co-promote termination payments receivable | $ | 4,327 | $ | — | $ | — | $ | 4,327 | ||||||||
Available-for-sale securities | 1,426 | — | — | 1,426 | ||||||||||||
Long-term portion of co-promote termination payments receivable | 8,207 | — | — | 8,207 | ||||||||||||
Total assets | $ | 13,960 | $ | — | $ | — | $ | 13,960 | ||||||||
Liabilities: | ||||||||||||||||
Current portion of contingent liabilities - CyDex | $ | 356 | $ | — | $ | — | $ | 356 | ||||||||
Current portion of co-promote termination liability | 4,327 | — | — | 4,327 | ||||||||||||
Long-term portion of contingent liabilities - CyDex | 10,543 | — | — | 10,543 | ||||||||||||
Liability for restricted investments owed to former licensees | 214 | — | — | 214 | ||||||||||||
Long-term portion of co-promote termination liability | 8,207 | — | — | 8,207 | ||||||||||||
Total liabilities | $ | 23,647 | $ | — | $ | — | $ | 23,647 | ||||||||
The fair value of the Company’s investments which were classifed as short-term investments for the year ended December 31, 2013 is determined using quoted market prices in active markets. These investments were classified as level 3 for the year ended December 31, 2012 due to a discount based on trading restrictions. These restrictions were removed during the year ended December 31, 2013 and the Company transferred the available-for-sale investments and corresponding liability for amounts owed to former licensees from level 3 to level 1. The liability for CVRs for Metabasis are determined using quoted market prices in active markets. The fair value of the liabilities for CyDex contingent liabilities were determined based on the income approach using a Monte Carlo analysis. The fair value is subjective and is affected by changes in inputs to the valuation model including management’s assumptions regarding revenue volatility, probability of commercialization of products, estimates of timing and probability of achievement of certain revenue thresholds and developmental and regulatory milestones which may be achieved and affect amounts owed to former license holders and CVR holders. Changes in these assumptions can materially affect the fair value estimate. | ||||||||||||||||
The following table represents significant unobservable inputs used in determining the fair value of contingent liabilities assumed in the acquisition of CyDex: | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Range of annual revenue subject to revenue sharing (1) | $4.2 million-$19.8 million | $3.6 million-$28.3 million | ||||||||||||||
Revenue volatility | 25% | 25% | ||||||||||||||
Average of probability of commercialization | 67.60% | 68.40% | ||||||||||||||
Sales beta | 0.6 | 0.6 | ||||||||||||||
Credit rating | BBB | BBB | ||||||||||||||
Equity risk premium | 6% | 6% | ||||||||||||||
-1 | Revenue subject to revenue sharing represent management’s estimate of the range of total annual revenue subject to revenue sharing (i.e. annual revenues in excess of $15 million) through December 31, 2016, which is the term of the CVR agreement. | |||||||||||||||
There are no remaining CVR obligations under the agreement with the former Neurogen shareholders. The co-promote termination payments receivable represents a non-interest bearing receivable for future payments to be made by Pfizer and is recorded at its fair value. The fair value is subjective and is affected by changes in inputs to the valuation model including management’s assumptions regarding future Avinza product sales. The receivable and liability will remain equal and adjusted each quarter for changes in the fair value of the obligation including any changes in the estimate of future net Avinza product sales. | ||||||||||||||||
A reconciliation of the level 3 financial instruments as of December 31, 2013 is as follows (in thousands): | ||||||||||||||||
Assets: | ||||||||||||||||
Fair value of level 3 financial instruments as of December 31, 2012 | $ | 13,960 | ||||||||||||||
Assumed payments made by Pfizer or assignee | (3,310 | ) | ||||||||||||||
Fair value adjustments recorded as unrealized gain on available-for-sale securities | 2,914 | |||||||||||||||
Fair value adjustments to co-promote termination liability | 2,522 | |||||||||||||||
Transfer of available-for-sale investments from level 3 to level 1 | (4,340 | ) | ||||||||||||||
Fair value of level 3 financial instrument assets as of December 31, 2013 | $ | 11,746 | ||||||||||||||
Liabilities | ||||||||||||||||
Fair value of level 3 financial instruments as of December 31, 2012 | $ | 23,647 | ||||||||||||||
Assumed payments made by Pfizer or assignee | (3,310 | ) | ||||||||||||||
Fair value adjustments for amounts owed related to restricted investments and recorded as other expense | 437 | |||||||||||||||
Payments to CVR and other former license holders | (989 | ) | ||||||||||||||
Fair value adjustments to contingent liabilities | (599 | ) | ||||||||||||||
Fair value adjustments to co-promote termination liability | 2,522 | |||||||||||||||
Transfer of liability for restricted investments owed to former licensees from level 3 to level 1 | (651 | ) | ||||||||||||||
Fair value of level 3 financial instruments as of December 31, 2013 | $ | 21,057 | ||||||||||||||
Avinza_CoPromotion
Avinza Co-Promotion | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Co Promotion [Abstract] | ' | |||
Avinza Co-Promotion | ' | |||
Avinza Co-Promotion | ||||
In 2003, the Company and Organon Pharmaceuticals USA Inc. (Organon) entered into an agreement for the co-promotion of Avinza. Subsequently in 2006, the Company signed an agreement with Organon that terminated the Avinza co-promotion agreement between the two companies and returned Avinza co-promotion rights to the Company. In consideration of the early termination, the Company agreed to make quarterly royalty payments to Organon equal to 6.5% of Avinza net sales through December 31, 2012 and thereafter 6% through patent expiration, currently anticipated to be November 2017. | ||||
In February 2007, Ligand and King Pharmaceuticals, Inc ("King"), now a subsidiary of Pfizer, executed an agreement pursuant to which Pfizer acquired all of the Company’s rights in and to Avinza. Pfizer also assumed the Company’s co-promote termination obligation to make royalty payments to Organon based on net sales of Avinza. In connection with Pfizer's assumption of this obligation, Organon did not consent to the legal assignment of the co-promote termination obligation to Pfizer. Accordingly, Ligand remains liable to Organon in the event of Pfizer's default of the obligation. Therefore, Ligand recorded an asset as of February 26, 2007 to recognize Pfizer's assumption of the obligation, while continuing to carry the co promote termination liability in the Company's consolidated financial statements to recognize Ligand’s legal obligation as primary obligor to Organon. This asset represents a non-interest bearing receivable for future payments to be made by Pfizer and is recorded at its fair value. The receivable and liability will remain equal and adjusted each quarter for changes in the fair value of the obligation including for any changes in the estimate of future net Avinza product sales. This receivable will be assessed on a quarterly basis for impairment (e.g. in the event Pfizer defaults on the assumed obligation to pay Organon). | ||||
On a quarterly basis, management reviews the carrying value of the co-promote termination liability. Due to assumptions and judgments inherent in determining the estimates of future net Avinza sales through November 2017, the actual amount of net Avinza sales used to determine the current fair value of the Company’s co-promote termination asset and liability may be materially different from current estimates. | ||||
A summary of the co-promote termination liability as of December 31, 2013 and 2012 is as follows (in thousands): | ||||
Net present value of payments based on estimated future net Avinza product sales as of December 31, 2011 | $ | 21,452 | ||
Assumed payments made by Pfizer or assignee | (3,479 | ) | ||
Fair value adjustments due to passage of time | (5,439 | ) | ||
Net present value of payments based on estimated future net Avinza product sales as of December 31, 2012 | 12,534 | |||
Assumed payments made by Pfizer or assignee | (3,310 | ) | ||
Fair value adjustments due to passage of time | 2,522 | |||
Total co-promote termination liability as of December 31, 2013 | 11,746 | |||
Less: current portion of co-promote termination liability as of December 31, 2013 | 4,329 | |||
Long-term portion of co-promote termination liability as of December 31, 2013 | $ | 7,417 | ||
Lease_Obligations
Lease Obligations | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||
Leases [Abstract] | ' | ||||||||||||||||||||||
Lease Obligations | ' | ||||||||||||||||||||||
Lease Obligations | |||||||||||||||||||||||
The Company leases office and laboratory facilities in California, Kansas and New Jersey. These leases expire between 2014 and 2019 and are subject to annual increases which range from 3.0% to 3.5%. The Company currently subleases office and laboratory space in California and New Jersey. The following table provides a summary of operating lease obligations and payments expected to be received from sublease agreements as of December 31, 2013 (in thousands): | |||||||||||||||||||||||
Operating lease obligations: | Lease | Less than 1 | 2-3 years | 4-5 years | More than | Total | |||||||||||||||||
Termination | year | 5 years | |||||||||||||||||||||
Date | |||||||||||||||||||||||
Corporate headquarters-San Diego, CA | Jul-19 | $ | 664 | $ | 1,381 | $ | 1,455 | $ | 374 | $ | 3,874 | ||||||||||||
Bioscience and Technology Business Center-Lawrence, KS | Dec-14 | 57 | — | — | — | 57 | |||||||||||||||||
Vacated office and research facility-San Diego, CA | Jul-15 | 2,240 | 1,332 | — | — | 3,572 | |||||||||||||||||
Vacated office and research facility-Cranbury, NJ | Aug-16 | 2,563 | 4,332 | — | — | 6,895 | |||||||||||||||||
Total operating lease obligations | $ | 5,524 | $ | 7,045 | $ | 1,455 | $ | 374 | $ | 14,398 | |||||||||||||
Sublease payments expected to be received: | Less than 1 | 2-3 years | 4-5 years | More than | Total | ||||||||||||||||||
year | 5 years | ||||||||||||||||||||||
Office and research facility-San Diego, CA | Jul-15 | $ | 906 | $ | 545 | $ | — | $ | — | $ | 1,451 | ||||||||||||
Office and research facility-Cranbury, NJ | August 2014 and 2016 | 368 | 575 | — | — | 943 | |||||||||||||||||
Net operating lease obligations | $ | 4,250 | $ | 5,925 | $ | 1,455 | $ | 374 | $ | 12,004 | |||||||||||||
For the years ended December 31, 2013 and 2012, the Company had lease exit obligations of $5.9 million and $9.0 million, respectively. For the years ended December 31, 2013 and 2012, the Company made cash payments, net of sublease payments received of $3.7 million and $3.6 million, respectively. The Company recognized adjustments for accretion and changes in leasing assumptions of $0.6 million and $1.0 million for the years ended December 31, 2013 and 2012, respectively. | |||||||||||||||||||||||
As part of the lease for the corporate headquarters, the Company received a tenant improvement allowance of $3.2 million. The tenant improvements were used to build out the suite for general lab and office purposes. For the year ended December 31, 2012, the Company recorded a sale leaseback transaction whereby it removed all property from its balance sheet. There was no gain on the sale-leaseback. | |||||||||||||||||||||||
Total rent expense under all office leases for 2013, 2012 and 2011 was $0.7 million, $1.1 million, and $1.2 million, respectively. The Company recognizes rent expense on a straight-line basis. Deferred rent at December 31, 2013 and 2012 was $0.4 million and $0.3 million, respectively, and is included in other long-term liabilities. |
Segment_Reporting
Segment Reporting | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||
Segment Reporting | ' | |||||||||||
Segment Reporting | ||||||||||||
The Company evaluates performance based on the operating profit (loss) of the respective business segments. The segment results may not represent actual results that would be expected if they were independent, stand-alone businesses. Segment information is as follows: | ||||||||||||
Balance Sheet Data: | ||||||||||||
As of December 31, 2013 | ||||||||||||
Ligand | CyDex | Total | ||||||||||
Total Assets | $ | 38,408 | $ | 66,305 | $ | 104,713 | ||||||
As of December 31, 2012 | ||||||||||||
Ligand | CyDex | Total | ||||||||||
Total Assets | $ | 28,731 | $ | 75,529 | $ | 104,260 | ||||||
For the year ended December 31, 2013 | ||||||||||||
Ligand | CyDex | Total | ||||||||||
Net revenues from external customers | $ | 21,436 | $ | 27,537 | $ | 48,973 | ||||||
Operating income | 253 | 14,690 | 14,943 | |||||||||
Depreciation and amortization expense | 233 | 2,430 | 2,663 | |||||||||
Write-off of in-process research and development | — | 480 | 480 | |||||||||
Income tax (expense) benefit from continuing operations | (419 | ) | 45 | (374 | ) | |||||||
Interest expense, net | 2,077 | — | 2,077 | |||||||||
Gain on sale of Avinza Product Line before income taxes | 2,588 | — | 2,588 | |||||||||
For the year ended December 31, 2012 | ||||||||||||
Ligand | CyDex | Total | ||||||||||
Net revenues from external customers | $ | 19,582 | $ | 11,806 | $ | 31,388 | ||||||
Operating (loss) income | (919 | ) | 1,112 | 193 | ||||||||
Depreciation and amortization expense | 222 | 2,505 | 2,727 | |||||||||
Interest expense, net | 2,924 | — | 2,924 | |||||||||
Income tax benefit from continuing operations | 1,096 | 95 | 1,191 | |||||||||
Gain on sale of Avinza | 3,656 | — | 3,656 | |||||||||
Income tax expense from discontinuing operations | (1,509 | ) | — | (1,509 | ) | |||||||
Financing_Arrangements
Financing Arrangements | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Financing Arrangements | ' | |||||||
Financing Arrangements | ||||||||
The Company has a secured term loan credit facility (“secured debt”). Under the terms of the secured debt, the Company made interest-only payments through February 2013. Subsequent to the interest-only payments, the note amortizes with principal and interest payments through the remaining term of the loan. Additionally, the Company must also make an additional final payment equal to 6% of the total amount borrowed which is due at maturity and is being accreted over the life of the loan. To secure the Company's repayment obligations under the secured debt agreement, the lender obtained a first priority security interest in all of the Company's assets, excluding intellectual property. | ||||||||
The carrying values and the fixed contractual coupon rates of the Company's financing arrangements are as follows (dollars in millions): | ||||||||
31-Dec-13 | December 31, 2012 | |||||||
Current portion notes payable, 8.64%, due August 1, 2014 | $ | 6,642 | $ | 10,792 | ||||
Current portion notes payable, 8.9012%, due August 1, 2014 | 2,467 | 4,043 | ||||||
Total current portion of notes payable | $ | 9,109 | $ | 14,835 | ||||
Long-term portion notes payable, 8.64%, due August 1, 2014 | $ | — | $ | 9,837 | ||||
Long-term portion notes payable, 8.9012%, due August 1, 2014 | — | 3,606 | ||||||
Total long-term portion of notes payable | $ | — | $ | 13,443 | ||||
Principal payments on long-term debt obligations subsequent to December 31, 2013 are as follows: | ||||||||
Year ending December 31, | Amount | |||||||
2014 | $ | 9,365 | ||||||
The fair value of the Company’s debt instruments approximates their carrying values as the interest is tied to or approximates market rates. |
Discontinued_Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | ' |
Discontinued Operations | ' |
Discontinued Operations | |
Avinza Product Line | |
On September 6, 2006, the Company and King, now a subsidiary of Pfizer, entered into a purchase agreement, or the Avinza Purchase Agreement, pursuant to which Pfizer acquired all of the Company's rights in and to Avinza in the United States, its territories and Canada, including, among other things, all Avinza inventory, records and related intellectual property, and assume certain liabilities as set forth in the Avinza Purchase Agreement. Pursuant to the terms of the Avinza Purchase Agreement, the Company retained the liability for returns of product from wholesalers that had been sold by the Company prior to the close of this transaction. Accordingly, as part of the accounting for the gain on the sale of Avinza, the Company recorded a reserve for Avinza product returns. For the years ended December 31, 2013, 2012 and 2011, the Company recognized pre-tax gains of $2.6 million, $3.7 million and $0, respectively, due to subsequent changes in certain estimates of assets and liabilities recorded as of the sale date. Cash used in operating activities of discontinued operations related to a settlement agreement with a wholesaler for the years ended December 31, 2013, 2012 and 2011 was $0.6 million, $0.9 million, and $0, respectively. |
Other_Balance_Sheet_Details
Other Balance Sheet Details | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Other Balance Sheet Details [Abstract] | ' | |||||||
Other Balance Sheet Details | ' | |||||||
Other Balance Sheet Details | ||||||||
Other current assets consist of the following (in thousands): | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Prepaid expenses | $ | 786 | $ | 801 | ||||
Other receivables | 173 | 28 | ||||||
$ | 959 | $ | 829 | |||||
Accrued liabilities consist of the following (in thousands): | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Compensation | $ | 1,929 | $ | 1,807 | ||||
Legal | 697 | 199 | ||||||
Other | 2,711 | 2,955 | ||||||
$ | 5,337 | $ | 4,961 | |||||
Other Long-Term Liabilities | ||||||||
Other long-term liabilities consist of the following (in thousands): | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Deferred rent | 350 | 334 | ||||||
Deposits | 345 | 538 | ||||||
Other | — | 214 | ||||||
$ | 695 | $ | 1,086 | |||||
Stockholders_Equity
Stockholders' Equity | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Stockholders' Equity | ' | |||||||||||||||
Stockholders’ Equity | ||||||||||||||||
Stock Plans | ||||||||||||||||
In May 2009, the Company’s stockholders approved the amendment and restatement of the Company’s 2002 Stock Incentive Plan (the “Amended 2002 Plan”). The Company’s 2002 Stock Incentive Plan was amended to (i) increase the number of shares available for issuance under the Amended 2002 Plan by 1.3 million shares, (ii) revise the list of performance criteria that may be used by the compensation committee for purposes of granting awards under the Amended 2002 Plan that are intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code, as amended, and (iii) eliminate the automatic option grant program for non-employee directors, the director fee stock issuance program and the director fee option grant program, which programs have been superseded by the Company’s amended and restated Director Compensation Policy. Additionally, in May 2012, the Company’s stockholders approved an amendment and restatement of the Company’s 2002 Stock Incentive Plan to increase the number of shares available for issuance by 1.8 million shares. As of December 31, 2013, there were 1.5 million shares available for future option grants or direct issuance under the Amended 2002 Plan. | ||||||||||||||||
The Company grants options and awards to employees, non-employee consultants, and non-employee directors. Only new shares of common stock are issued upon the exercise of stock options. Non-employee directors are accounted for as employees. Options and restricted stock granted to certain directors vest in equal monthly installments over one year from the date of grant. Options granted to employees vest 1/8 on the six month anniversary of the date of grant, and 1/48 each month thereafter for forty-two months. All option awards generally expire ten years from the date of grant. | ||||||||||||||||
Following is a summary of the Company’s stock option plan activity and related information: | ||||||||||||||||
Shares | Weighted | Weighted | Aggregate | |||||||||||||
Average | Average | Intrinsic | ||||||||||||||
Exercise | Remaining | Value | ||||||||||||||
Price | Contractual | (In thousands) | ||||||||||||||
Term in | ||||||||||||||||
Years | ||||||||||||||||
Balance at December 31, 2010 | 641,261 | $ | 21.36 | 7 | $ | 9 | ||||||||||
Granted | 636,580 | 9.98 | ||||||||||||||
Exercised | (6,072 | ) | 9.51 | |||||||||||||
Forfeited | (50,782 | ) | 11.95 | |||||||||||||
Cancelled | (74,941 | ) | 34.55 | |||||||||||||
Balance at December 31, 2011 | 1,146,046 | 14.61 | 7.96 | 1,489 | ||||||||||||
Granted | 714,345 | 14.72 | ||||||||||||||
Exercised | (86,588 | ) | 11.31 | |||||||||||||
Forfeited | (118,026 | ) | 11.39 | |||||||||||||
Cancelled | (29,171 | ) | 24.16 | |||||||||||||
Balance at December 31, 2012 | 1,626,606 | 14.9 | 7.83 | 11,358 | ||||||||||||
Granted | 439,929 | 23.61 | ||||||||||||||
Exercised | (217,069 | ) | 14.6 | |||||||||||||
Forfeited | (73,978 | ) | 16.72 | |||||||||||||
Cancelled | (28,779 | ) | 29.87 | |||||||||||||
Balance at December 31, 2013 | 1,746,709 | 16.79 | 7.57 | 62,705 | ||||||||||||
Exercisable at December 31, 2013 | 977,351 | 15.69 | 6.87 | 36,232 | ||||||||||||
Options vested and expected to vest as of December 31, 2013 | 1,746,709 | $ | 16.79 | 7.57 | $ | 62,705 | ||||||||||
The weighted-average grant-date fair value of all stock options granted during 2013, 2012 and 2011 was $14.28, $9.13 and $6.32 per share, respectively. The total intrinsic value of all options exercised during 2013, 2012 and 2011 was approximately $5.9 million, $0.5 million and $10,000, respectively. As of December 31, 2013, there was $7.1 million of total unrecognized compensation cost related to nonvested stock options. That cost is expected to be recognized over a weighted average period of 2.3 years. | ||||||||||||||||
Cash received from options exercised, net of fees paid in 2013, 2012 and 2011 was $3.0 million, $1.0 million and $58,000, respectively. There is no current tax benefit related to options exercised because of Net Operating Losses ("NOLs") for which a full valuation allowance has been established. | ||||||||||||||||
Following is a further breakdown of the options outstanding as of December 31, 2013: | ||||||||||||||||
Range of exercise prices | Options | Weighted | Weighted average | Options | Weighted average | |||||||||||
outstanding | average | exercise price | exercisable | exercise price | ||||||||||||
remaining life | ||||||||||||||||
in years | ||||||||||||||||
$6.82 – $ 10.05 | 459,732 | 6.97 | $ | 9.94 | 350,804 | $ | 9.92 | |||||||||
10.12 – 13.53 | 113,684 | 7.9 | 11.39 | 106,070 | 11.34 | |||||||||||
14.47 – 14.47 | 489,633 | 8.11 | 14.47 | 204,019 | 14.47 | |||||||||||
16.14 – 21.00 | 199,248 | 5.21 | 18.14 | 184,301 | 18.11 | |||||||||||
21.92 – 87.96 | 484,412 | 8.5 | 26.35 | 132,157 | 33 | |||||||||||
6.82 – 87.96 | 1,746,709 | 7.57 | $ | 16.79 | 977,351 | $ | 15.69 | |||||||||
Restricted Stock Activity | ||||||||||||||||
The following is a summary of the Company’s restricted stock activity and related information: | ||||||||||||||||
Shares | Weighted-Average | |||||||||||||||
Grant Date Fair | ||||||||||||||||
Value | ||||||||||||||||
Nonvested at December 31, 2010 | 62,146 | $ | 13.6 | |||||||||||||
Granted | 119,826 | 10.07 | ||||||||||||||
Vested | (59,936 | ) | 12.47 | |||||||||||||
Forfeited | (6,530 | ) | 11.71 | |||||||||||||
Nonvested at December 31, 2011 | 115,506 | 10.63 | ||||||||||||||
Granted | 109,261 | 13.76 | ||||||||||||||
Vested | (72,194 | ) | 11.47 | |||||||||||||
Forfeited | (11,012 | ) | 11.84 | |||||||||||||
Nonvested at December 31, 2012 | 141,561 | 12.52 | ||||||||||||||
Granted | 84,547 | 27.71 | ||||||||||||||
Vested | (85,681 | ) | 14.59 | |||||||||||||
Forfeited | (25,041 | ) | 13.38 | |||||||||||||
Nonvested at December 31, 2013 | 115,386 | $ | 21.93 | |||||||||||||
Restricted stock awards generally vest over three years. As of December 31, 2013, unrecognized compensation cost related to non-vested stock awards amounted to $1.3 million. That cost is expected to be recognized over a weighted average period of 1.1 years. | ||||||||||||||||
Employee Stock Purchase Plan | ||||||||||||||||
The Company’s Employee Stock Purchase Plan, as amended and restated (the “Amended ESPP”) allows participants to purchase up to 1,250 shares of Ligand common stock during each offering period, but in no event may a participant purchase more than 1,250 shares of common stock during any calendar year. The length of each offering period is six months, and employees are eligible to participate in the first offering period beginning after their hire date. | ||||||||||||||||
The Amended ESPP allows employees to purchase a limited amount of common stock at the end of each six month period at a price equal to 85% of the lesser of fair market value on either the start date of the period or the last trading day of the period (the “Lookback Provision”). The 15% discount and the Lookback Provision make the Amended ESPP compensatory. There were 5,016, 10,763, and 7,611 shares of common stock issued under the Amended ESPP in 2013, 2012 and 2011, respectively, resulting in an expense of $44,517, $38,000, and $13,000, respectively. For shares purchased under the Company’s Amended ESPP, a weighted-average expected volatility of 36%, 34%, and 18% was used for 2013, 2012 and 2011, respectively. The expected term for shares issued under the ESPP is 6 months. As of December 31, 2013, 208,673 shares of common stock had been issued under the Amended ESPP to employees and 79,515 shares are available for future issuance. | ||||||||||||||||
Preferred Stock | ||||||||||||||||
The Company has authorized 5,000,000 shares of preferred stock, of which 1,600,000 are designated Series A Participating Preferred Stock (the “Preferred Stock”). The Board of Directors of Ligand has the authority to issue the Preferred Stock in one or more series and to fix the designation, powers, preferences, rights, qualifications, limitations and restrictions of the shares of each such series, including the dividend rights, dividend rate, conversion rights, voting rights, rights and terms of redemption (including sinking fund provisions), liquidation preferences and the number of shares constituting any such series, without any further vote or action by the stockholders. The rights and preferences of Preferred Stock may in all respects be superior and prior to the rights of the common stock. The issuance of the Preferred Stock could decrease the amount of earnings and assets available for distribution to holders of common stock or adversely affect the rights and powers, including voting rights, of the holders of the common stock and could have the effect of delaying, deferring or preventing a change in control of Ligand. As of December 31, 2013 and 2012, there are no preferred shares issued or outstanding. | ||||||||||||||||
Shareholder Rights Plan | ||||||||||||||||
In October 2006, the Company’s Board of Directors renewed the Company’s stockholder rights plan, which was originally adopted and has been in place since September 2002, and which expired on September 13, 2006, through the adoption of a new 2006 Stockholder Rights Plan (the “2006 Rights Plan”). The 2006 Rights Plan provides for a dividend distribution of one preferred share purchase right (a “Right”) on each outstanding share of the Company’s common stock. Each Right entitles stockholders to buy 1/1000th of a share of Ligand Series A Participating Preferred Stock at an exercise price of $100. The Rights will become exercisable if a person or group announces an acquisition of 20% or more of the Company’s common stock, or announces commencement of a tender offer for 20% or more of the common stock. In that event, the Rights permit stockholders, other than the acquiring person, to purchase the Company’s common stock having a market value of twice the exercise price of the Rights, in lieu of the Preferred stock. In addition, in the event of certain business combinations, the Rights permit the purchase of the common stock of an acquiring person at a 50% discount. Rights held by the acquiring person become null and void in each case. The 2006 Rights Plan expires in 2016. | ||||||||||||||||
Public Offering | ||||||||||||||||
During the year ended December 31, 2013, the Company did not issue any common shares pursuant to its at-the-market equity issuance plan. During the year ended December 31, 2012, the Company issued 302,750 common shares at a weighted average price of $18.87 per share. Total net proceeds to the Company after underwriting discounts and expenses were approximately $5.5 million. | ||||||||||||||||
Corporate Share Repurchase | ||||||||||||||||
On May 8, 2013, the Company's Board of Directors authorized the Company to repurchase up to $5.0 million of its own stock in privately negotiated and open market transactions for a period of up to one year, subject to the Company's evaluation of market conditions, applicable legal requirements and other factors. The Company is not obligated to acquire common stock under this program and the program may be suspended at any time. Through December 31, 2013, the Company did not repurchase any common shares pursuant to the repurchase plan. |
Litigation
Litigation | 12 Months Ended |
Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Litigation | ' |
Litigation | |
The Company records an estimate of a loss when the loss is considered probable and estimable. Where a liability is probable and there is a range of estimated loss and no amount in the range is more likely than any other number in the range, The Company records the minimum estimated liability related to the claim in accordance with FASB ASC Topic 450 Contingencies. As additional information becomes available, the Company assesses the potential liability related to its pending litigation and revises its estimates. Revisions in the Company's estimates of potential liability could materially impact its results of operations. | |
On June 8, 2012, a federal securities class action and shareholder derivative lawsuit was filed in the Eastern District of Pennsylvania against Genaera Corporation and its officers, directors, major shareholders and trustee ("Genaera Defendants") for allegedly breaching their fiduciary duties to Genaera shareholders. The lawsuit also names the Company and its Chief Executive Officer John Higgins as additional defendants for allegedly aiding and abetting the Genaera Defendants' various breaches of fiduciary duties based on its purchase of a licensing interest in a development-stage pharmaceutical drug program from the Genaera Liquidating Trust in May 2010 and its subsequent sale of half of its interest in the transaction to Biotechnology Value Fund, Inc. | |
Following an amendment to the complaint and a round of motions to dismiss, the Court dismissed the amended complaint with prejudice on August 12, 2013. On September 10, 2013, the plaintiffs filed a notice of appeal. According to the Third Circuit's briefing schedule, the plaintiffs opening brief is currently due on or before February 18, 2014, the Company’s answering brief is due thirty days later, and the plaintiff's reply brief, if any, is due fourteen days after that. The Company intends to continue to vigorously defend against the claims against it and Mr. Higgins in the lawsuit. Due to the complex nature of the legal and factual issues involved, however, the outcome of this matter is not presently determinable. |
Common_Stock_Subject_to_Condit
Common Stock Subject to Conditional Redemption - Pfizer Settlement Agreement | 12 Months Ended |
Dec. 31, 2013 | |
Common Stock Subject to Conditional Redemption - Pfizer Settlement Agreement [Abstract] | ' |
Common Stock Subject to Conditional Redemption - Pfizer Settlement Agreement | ' |
Common Stock Subject to Conditional Redemption—Pfizer Settlement Agreement | |
In 1996, the Company and Pfizer entered into a settlement agreement with respect to a lawsuit filed in 1994 by the Company against Pfizer. In connection with a collaborative research agreement the Company entered into with Pfizer in 1991, Pfizer purchased shares of the Company’s common stock. Under the terms of the settlement agreement, at the option of either the Company or Pfizer, milestone and royalty payments owed to the Company can be satisfied by Pfizer by transferring to the Company shares of the Company’s common stock at an exchange ratio of $74.25 per share, for revenue related to lasofoxifene and drolofoxifene. The remaining common stock issued and outstanding to Pfizer following the settlement was reclassified as common stock subject to conditional redemption (between liabilities and equity) since Pfizer has the option to settle milestone and royalties payments owed to the Company with the Company’s shares, and such option is not within the Company’s control. The remaining shares of the Company’s common stock that could be redeemed totaled 112,371 and are reflected at the exchange ratio price of $74.25. Pfizer has notified Ligand that the development of the two compounds covered under the 1996 settlement agreement have been terminated and thus the Company reclassified the shares and the current carrying amount of $8.3 million to permanent equity in the first quarter of 2012. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Income Taxes | ' | |||||||||||
Income Taxes | ||||||||||||
At December 31, 2013, the Company had federal net operating loss carryforwards set to expire through 2032 of $555.5 million and $173.3 million of state net operating loss carryforwards. The Company also has $18.6 million of federal research and development credit carryforwards, which expire through 2033. The Company has $13.9 million of California and New Jersey research and development credit carryforwards that have no expiration date. | ||||||||||||
Sections 382 and 383 of the U.S. tax code imposes limitations (“382 and 383 limitations”) on the annual utilization of operating loss and credit carryforwards whenever a greater than fifty percent change in the ownership of a company occurs within a three year period. In addition to the annual limitations on operating loss and credit carryforwards, Section 382 can also restrict the utilization of certain post change losses if the tax basis in assets exceeds the fair value of assets (“net unrealized built in loss”) at the date of an ownership change. Companies with operating loss and credit carryforwards are required to test the cumulative three year change whenever there is an equity transaction that impacts the ownership of holders of more than five percent of the Company’s stock. During 2012, the Company completed an analysis through December 31, 2011 of both its prior ownership changes as well as the ownerships changes that occurred with respect to the majority of its acquired subsidiaries. As a result of the analysis, it was determined that the Company had larger available net operating losses and credit carryforwards than previously estimated and that no net unrealized built in losses existed at any of the ownership change dates. Based upon these findings, the Company was able to recognize additional operating loss carryforwards and other deferred tax assets that previously were thought to be limited. The additional deferred tax assets were recognized up to the extent of allowable 382 and 383 limitations prior to being subject to valuation allowance considerations. Any deferred tax assets which would have expired solely as a result of the 382 and 383 limitations were removed from the Company’s deferred tax assets. Future changes in the ownership of the Company could place additional restrictions on the Company’s ability to utilize operating loss and credit carryforwards arising through December 31, 2013. The components of the income tax benefit for continuing operations are as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Current expense (benefit): | ||||||||||||
Federal | $ | — | $ | 3 | $ | 520 | ||||||
State | 33 | 16 | 139 | |||||||||
33 | 19 | 659 | ||||||||||
Deferred expense (benefit): | ||||||||||||
Federal | 404 | (913 | ) | (10,803 | ) | |||||||
State | (63 | ) | (297 | ) | (3,126 | ) | ||||||
$ | 374 | $ | (1,191 | ) | $ | (13,270 | ) | |||||
Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2013 and 2012 are shown below. A valuation allowance has been recognized to offset the net deferred tax assets as management believes realization of such assets is uncertain as of December 31, 2013, 2012 and 2011. The change in valuation allowance decreased $5.4 million in 2013, increased $41.8 million in 2012 and decreased $15.4 million in 2011. | ||||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
(in thousands) | ||||||||||||
Deferred assets: | ||||||||||||
Net operating loss carryforwards | $ | 196,421 | $ | 198,445 | ||||||||
Research and AMT credit carryforwards | 30,092 | 27,169 | ||||||||||
Fixed assets and intangibles | 17,293 | 23,763 | ||||||||||
Accrued expenses | 1,474 | 1,366 | ||||||||||
Contingent liabilities | 582 | 1,779 | ||||||||||
Deferred revenue | 760 | 1,013 | ||||||||||
Present value of royalties | 12,175 | 10,836 | ||||||||||
Organon termination asset | (4,073 | ) | (4,503 | ) | ||||||||
Organon termination liability | 4,073 | 4,503 | ||||||||||
Royalty obligation | — | 861 | ||||||||||
Deferred rent | 1,634 | 2,635 | ||||||||||
Lease termination costs | — | — | ||||||||||
Capital loss carryforwards | 148 | 298 | ||||||||||
Other | 3,701 | 1,844 | ||||||||||
264,280 | 270,009 | |||||||||||
Valuation allowance for deferred tax assets | (249,470 | ) | (254,870 | ) | ||||||||
Net deferred tax assets | $ | 14,810 | $ | 15,139 | ||||||||
Deferred tax liabilities: | ||||||||||||
Retrophin fair value adjustment | $ | (859 | ) | $ | — | |||||||
Identified intangibles | (13,984 | ) | (15,139 | ) | ||||||||
Identified indefinite lived intangibles | (2,639 | ) | (2,298 | ) | ||||||||
Total | $ | (2,672 | ) | $ | (2,298 | ) | ||||||
As of December 31, 2013 and 2012, the Company had not recognized as a deferred tax asset $2.4 million and $0.9 million, respectively of unrealized excess tax benefits from share based compensation. When realized and the valuation allowance is reversed, such benefits will be credited directly to additional paid in capital. Changes to the valuation allowance allocated directly to other comprehensive income were $1.0 million, $0 and $0.1 million for 2013, 2012 and 2011, respectively. | ||||||||||||
A reconciliation of income taxes from continuing operations to the amount computed by applying the statutory federal income tax rate to the net loss from continuing operations is summarized as follows: | ||||||||||||
Years Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Amounts computed at statutory federal rate | $ | (3,131 | ) | $ | 1,317 | $ | 1,204 | |||||
State taxes net of federal benefit | (293 | ) | 196 | (2 | ) | |||||||
Meals & entertainment | (10 | ) | (8 | ) | (9 | ) | ||||||
Acquisition related transaction costs | — | — | (37 | ) | ||||||||
Imputed interest | (285 | ) | (259 | ) | (255 | ) | ||||||
CVRs | (2,027 | ) | 695 | (601 | ) | |||||||
Stock-based compensation | 556 | 581 | (597 | ) | ||||||||
Expired NOLs | — | (6,847 | ) | (678 | ) | |||||||
Expired research and development credits | 641 | (1,984 | ) | (1,200 | ) | |||||||
R&D credit study | 3,940 | — | — | |||||||||
Change in uncertain tax positions | (364 | ) | 830 | — | ||||||||
Rate change for changes in state law | (901 | ) | (3,388 | ) | — | |||||||
Increase in deferred tax assets from completion of 382 analysis | (786 | ) | 53,257 | — | ||||||||
Change in valuation allowance | 3,509 | (41,768 | ) | 15,486 | ||||||||
Other | (1,223 | ) | (1,431 | ) | (41 | ) | ||||||
$ | (374 | ) | $ | 1,191 | $ | 13,270 | ||||||
The Company accounts for income taxes by evaluating a probability threshold that a tax position must meet before a financial statement benefit is recognized. The minimum threshold is a tax position that is more likely than not to be sustained upon examination by the applicable taxing authority, including resolution of any related appeals or litigation processes, based on the technical merits of the position. The Company’s remaining liabilities for uncertain tax positions are presented net of the deferred tax asset balances on the accompanying consolidated balance sheet. | ||||||||||||
A reconciliation of the amount of unrecognized tax benefits at December 31, 2013 and 2012 is as follows (in thousands): | ||||||||||||
Balance at December 31, 2011 | $ | 8,906 | ||||||||||
Additions based on tax positions related to the current year | 38 | |||||||||||
Reductions for tax positions of prior years | (877 | ) | ||||||||||
Balance at December 31, 2012 | 8,067 | |||||||||||
Additions based on tax positions related to the current year | 417 | |||||||||||
Additions for tax positions of prior years | 20 | |||||||||||
Balance at December 31, 2013 | $ | 8,504 | ||||||||||
Included in the balance of unrecognized tax benefits at December 31, 2013 is $8.5 million of tax benefits that, if recognized would result in adjustments to the related deferred tax assets and valuation allowance and not affect the Company’s effective tax. | ||||||||||||
The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2013, there was no accrual related to uncertain tax positions. The Company files income tax returns in the United States and in various state jurisdictions with varying statutes of limitations. The federal statute of limitation remains open for the 2010 tax year to present. The state income tax returns generally remain open for the 2009 tax years through present. |
Summary_of_Unaudited_Quarterly
Summary of Unaudited Quarterly Financial Information | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | |||||||||||||||
Summary of Unaudited Quarterly Financial Information | ' | |||||||||||||||
Summary of Unaudited Quarterly Financial Information | ||||||||||||||||
The following is a summary of the unaudited quarterly results of operations for the years ended December 31, 2013 and 2012 (in thousands). | ||||||||||||||||
Quarter ended | ||||||||||||||||
31-Mar | 30-Jun | 30-Sep | 31-Dec | |||||||||||||
2013 | ||||||||||||||||
Total revenues | $ | 11,651 | $ | 9,580 | $ | 13,005 | $ | 14,737 | ||||||||
Total operating costs and expenses | 7,719 | 8,066 | 9,935 | 8,310 | ||||||||||||
Income tax expense | (66 | ) | (110 | ) | (60 | ) | (138 | ) | ||||||||
Income from continuing operations | 1,304 | 3,694 | 1,965 | 1,869 | ||||||||||||
Discontinued operations | 191 | 2,397 | — | — | ||||||||||||
Net income | $ | 1,495 | $ | 6,091 | $ | 1,965 | $ | 1,869 | ||||||||
Basic per share amounts: | ||||||||||||||||
Income from continuing operations | 0.06 | 0.18 | 0.1 | 0.09 | ||||||||||||
Discontinued operations | 0.01 | 0.12 | — | — | ||||||||||||
Net income | $ | 0.07 | $ | 0.3 | $ | 0.1 | $ | 0.09 | ||||||||
Diluted per share amounts: | ||||||||||||||||
Income from continuing operations | 0.06 | 0.18 | 0.09 | 0.09 | ||||||||||||
Income from discontinued operations | 0.01 | 0.12 | — | — | ||||||||||||
Net income | $ | 0.07 | $ | 0.3 | $ | 0.09 | $ | 0.09 | ||||||||
Weighted average shares—basic | 20,189,378 | 20,258,618 | 20,357,558 | 20,442,603 | ||||||||||||
Weighted average shares—diluted | 20,280,030 | 20,427,360 | 20,843,742 | 21,056,156 | ||||||||||||
2012 | ||||||||||||||||
Total revenues | $ | 5,636 | $ | 5,742 | $ | 6,375 | $ | 13,635 | ||||||||
Total operating costs and expenses | 6,475 | 7,557 | 7,800 | 9,363 | ||||||||||||
Income tax benefit (expense) | 35 | (338 | ) | (142 | ) | 1,636 | ||||||||||
Income (loss) from continuing operations | (738 | ) | (4,328 | ) | (194 | ) | 2,586 | |||||||||
Income (loss) from discontinued operations | 1,871 | 1,799 | — | (1,523 | ) | |||||||||||
Net income (loss) | $ | 1,133 | $ | (2,529 | ) | $ | (194 | ) | $ | 1,063 | ||||||
Basic and diluted per share amounts: | ||||||||||||||||
(Loss) income from continuing operations | (0.04 | ) | (0.22 | ) | (0.01 | ) | 0.13 | |||||||||
Discontinued operations | 0.1 | 0.09 | — | (0.08 | ) | |||||||||||
Net income (loss) | $ | 0.06 | $ | (0.13 | ) | $ | (0.01 | ) | $ | 0.05 | ||||||
Weighted average shares—basic | 19,709,078 | 19,749,266 | 19,917,676 | 20,034,558 | ||||||||||||
Weighted average shares—diluted | 19,738,801 | 19,749,266 | 19,917,676 | 20,124,331 | ||||||||||||
Subsequent_Event_Notes
Subsequent Event (Notes) | 12 Months Ended |
Dec. 31, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Event | ' |
Subsequent Event | |
The Company earned and recognized a $1 million commercial milestone payment from Onyx Pharmaceuticals (a subsidiary of Amgen, Inc.) in the first quarter of 2014. The milestone payment was triggered by the achievement of over $250 million of annual product sales of Kyprolis in 2013. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||||||||||||||
Principles of Consolidation | ' | |||||||||||||||
Principles of Consolidation | ||||||||||||||||
The accompanying consolidated financial statements include Ligand and its wholly owned subsidiaries, Ligand JVR, Allergan Ligand Retinoid Therapeutics, Seragen, Inc., Pharmacopeia, Inc. ("Pharmacopeia"), Neurogen Corporation ("Neurogen"), CyDex Pharmaceuticals, Inc. ("CyDex"), Metabasis Therapeutics ("Metabasis"), and Nexus VI, Inc. All significant intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||||||
Use of Estimates | ' | |||||||||||||||
Use of Estimates | ||||||||||||||||
The preparation of consolidated financial statements in conformity with generally accepted accounting principles requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, including disclosure of contingent assets and contingent liabilities, at the date of the consolidated financial statements and the reported amounts of revenues and expenses, definite and indefinite lived intangible assets, goodwill, co-promote termination payments receivable and co-promote termination liabilities, uncertain tax positions, deferred revenue, lease exit liability and income tax net operating loss carryforwards during the reporting period. The Company’s critical accounting policies are those that are both most important to the Company’s financial condition and results of operations and require the most difficult, subjective or complex judgments on the part of management in their application, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Because of the uncertainty of factors surrounding the estimates or judgments used in the preparation of the consolidated financial statements, actual results may materially vary from these estimates. | ||||||||||||||||
Reclassifications | ' | |||||||||||||||
Reclassifications | ||||||||||||||||
Certain reclassifications have been made to the previously issued statement of operations for the twelve months ended December 31, 2012 and 2011 for comparability purposes. These reclassifications had no effect on the reported net income, stockholders' equity and operating cash flows as previously reported. | ||||||||||||||||
Income (Loss) Per Share | ' | |||||||||||||||
Income (Loss) Per Share | ||||||||||||||||
Basic income (loss) per share is calculated by dividing net income or loss by the weighted average number of common shares and vested restricted stock units outstanding. Diluted income (loss) per share is computed by dividing net income or loss by the weighted average number of common shares and vested restricted stock units outstanding and the weighted average number of dilutive common stock equivalents, including stock options and non-vested restricted stock units. Common stock equivalents are only included in the diluted earnings per share calculation when their effect is dilutive. Potential common shares, the shares that would be issued upon the exercise of outstanding stock options and warrants and the vesting of restricted shares that are excluded from the computation of diluted net income (loss) per share, were 0.8 million, 1.1 million and 1.0 million for the years ended December 31, 2013, 2012, and 2011 respectively. | ||||||||||||||||
The following table sets forth the computation of basic and diluted net income (loss) per share for the periods indicated (in thousands, except per share amounts): | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Net income (loss) from continuing operations | $ | 8,832 | $ | (2,674 | ) | $ | 9,712 | |||||||||
Discontinued operations | 2,588 | 2,147 | 3 | |||||||||||||
Net income (loss) | $ | 11,420 | $ | (527 | ) | $ | 9,715 | |||||||||
Shares used to compute basic income (loss) per share | 20,312,395 | 19,853,095 | 19,655,632 | |||||||||||||
Dilutive potential common shares: | ||||||||||||||||
Restricted stock | 352,959 | — | — | |||||||||||||
Stock options | 80,100 | — | 57,688 | |||||||||||||
Shares used to compute diluted income (loss) per share | 20,745,454 | 19,853,095 | 19,713,320 | |||||||||||||
Basic per share amounts: | ||||||||||||||||
Income (loss) from continuing operations | $ | 0.43 | $ | (0.14 | ) | $ | 0.49 | |||||||||
Discontinued operations | 0.13 | 0.11 | — | |||||||||||||
Net income (loss) | $ | 0.56 | $ | (0.03 | ) | $ | 0.49 | |||||||||
Diluted per share amounts: | ||||||||||||||||
Income (loss) from continuing operations | $ | 0.43 | $ | (0.14 | ) | $ | 0.49 | |||||||||
Discontinued operations | 0.12 | 0.11 | — | |||||||||||||
Net income (loss) | $ | 0.55 | $ | (0.03 | ) | $ | 0.49 | |||||||||
Cash, Cash Equivalents and Short-term Investments | ' | |||||||||||||||
Cash, Cash Equivalents and Short-term Investments | ||||||||||||||||
Cash and cash equivalents consist of cash and highly liquid securities with original maturities of three months or less. Non-restricted equity and debt securities with a maturity of more than three months are considered short-term investments and have been classified by management as available-for-sale. Such investments are carried at fair value, with unrealized gains and losses included in the statement of comprehensive income (loss). The Company determines the cost of investments based on the specific identification method. | ||||||||||||||||
The following table summarizes the various investment categories at December 31, 2013 and December 31, 2012 (in thousands): | ||||||||||||||||
Cost | Gross unrealized | Gross unrealized | Estimated | |||||||||||||
gains | losses | fair value | ||||||||||||||
31-Dec-13 | ||||||||||||||||
Short-term investments | $ | 1,426 | $ | 2,914 | $ | — | $ | 4,340 | ||||||||
Certificates of deposit - restricted | 1,341 | — | — | 1,341 | ||||||||||||
$ | 2,767 | $ | 2,914 | $ | — | $ | 5,681 | |||||||||
31-Dec-12 | ||||||||||||||||
Available-for-sale securities-restricted | $ | 1,426 | $ | — | $ | — | $ | 1,426 | ||||||||
Certificates of deposit-restricted | 1,341 | — | — | 1,341 | ||||||||||||
$ | 2,767 | $ | — | $ | — | $ | 2,767 | |||||||||
Restricted Cash and Investments | ' | |||||||||||||||
Restricted Cash and Investments | ||||||||||||||||
Restricted cash and investments consist of certificates of deposit held with a financial institution as collateral under a facility lease and third-party service provider arrangements and available-for-sale equity investments received by the Company as a result of milestone payments from a licensee. The fair value of the Company’s long-term equity investments are determined using quoted market prices in active markets and are discounted based on trading restrictions. The trading restrictions were removed during the period ending December 31, 2013 and the investments were reclassified to short-term investments. | ||||||||||||||||
Concentrations of Credit Risk | ' | |||||||||||||||
Concentrations of Credit Risk | ||||||||||||||||
Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash equivalents and investments. | ||||||||||||||||
The Company invests its excess cash principally in United States government debt securities, investment grade corporate debt securities and certificates of deposit. The Company has established guidelines relative to diversification and maturities that maintain safety and liquidity. These guidelines are periodically reviewed and modified to take advantage of trends in yields and interest rates. During 2013, the Company did not experience any significant losses on its cash equivalents, short-term investments or restricted investments. As of December 31, 2013, cash deposits held at financial institutions in excess of FDIC insured amounts of $250,000 were approximately $11.1 million. | ||||||||||||||||
Accounts receivable from two customers were 75% of total accounts receivable at December 31, 2013. Accounts receivable from two customers were 87% of total accounts receivable at December 31, 2012. | ||||||||||||||||
The Company obtains Captisol from a single supplier. If this supplier were not able to supply the requested amounts of Captisol, the Company would be unable to continue to derive revenues from the sale of Captisol until it obtained an alternative source, which could take a considerable length of time. | ||||||||||||||||
Inventory | ' | |||||||||||||||
Inventory | ||||||||||||||||
Inventory is stated at the lower of cost or market value. The Company determines cost using the first-in, first-out method. The Company analyzes its inventory levels periodically and writes down inventory to its net realizable value if it has become obsolete, has a cost basis in excess of its expected net realizable value or is in excess of expected requirements. There were no write downs related to obsolete inventory recorded for the years ended December 31, 2013 and 2012. | ||||||||||||||||
Allowance for Doubtful Accounts | ' | |||||||||||||||
Allowance for Doubtful Accounts | ||||||||||||||||
The Company maintains an allowance for doubtful accounts based on the best estimate of the amount of probable losses in the Company’s existing accounts receivable. Accounts receivable that are outstanding longer than their contractual payment terms, ranging from 30 to 90 days, are considered past due. When determining the allowance for doubtful accounts, several factors are taken into consideration, including historical write-off experience and review of specific customer accounts for collectability. Account balances are charged off against the allowance after collection efforts have been exhausted and the potential for recovery is considered remote. There was no allowance for doubtful accounts recorded as of December 31, 2013 and 2012. | ||||||||||||||||
Property and Equipment, net | ' | |||||||||||||||
Property and Equipment, net | ||||||||||||||||
Property and equipment is stated at cost and consists of the following (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Lab and office equipment | $ | 3,737 | $ | 4,374 | ||||||||||||
Leasehold improvements | 387 | 145 | ||||||||||||||
Computer equipment and software | 616 | 1,150 | ||||||||||||||
4,740 | 5,669 | |||||||||||||||
Less accumulated depreciation and amortization | (3,873 | ) | (4,881 | ) | ||||||||||||
$ | 867 | $ | 788 | |||||||||||||
Depreciation of equipment is computed using the straight-line method over the estimated useful lives of the assets which range from three to ten years. Leasehold improvements are amortized using the straight-line method over their estimated useful lives or their related lease term, whichever is shorter. Depreciation expense of $0.3 million, $0.3 million and $0.5 million was recognized in 2013, 2012, and 2011, respectively, and is included in operating expenses. | ||||||||||||||||
Goodwill and Other Identifiable Intangible Assets | ' | |||||||||||||||
Goodwill and Other Identifiable Intangible Assets | ||||||||||||||||
Goodwill and other identifiable intangible assets consist of the following (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Indefinite lived intangible assets | ||||||||||||||||
Acquired in-process research and development | $ | 12,556 | $ | 13,036 | ||||||||||||
Goodwill | 12,238 | 12,238 | ||||||||||||||
Definite lived intangible assets | ||||||||||||||||
Complete technology | 15,267 | 15,227 | ||||||||||||||
Less: Accumulated amortization | (2,235 | ) | (1,473 | ) | ||||||||||||
Trade name | 2,642 | 2,642 | ||||||||||||||
Less: Accumulated amortization | (387 | ) | (256 | ) | ||||||||||||
Customer relationships | 29,600 | 29,600 | ||||||||||||||
Less: Accumulated amortization | (4,344 | ) | (2,864 | ) | ||||||||||||
Total goodwill and other identifiable intangible assets, net | $ | 65,337 | $ | 68,150 | ||||||||||||
The Company accounts for goodwill in accordance with Accounting Standards Codification ("ASC"), 350, Goodwill and Other Intangibles, which, among other things, establishes standards for goodwill acquired in a business combination, eliminates the amortization of goodwill and requires the carrying value of goodwill and certain non-amortizing intangibles to be evaluated for impairment on an annual basis. The Company uses the income approach and the market approach, each weighted at 50%, when performing its goodwill analysis. For the income approach, the Company considers the present value of future cash flows and the carrying value of its assets and liabilities, including goodwill. The market approach is based on an analysis of revenue multiples of guideline public companies. If the carrying value of the assets and liabilities, including goodwill, were to exceed the Company’s estimation of the fair value, the Company would record an impairment charge in an amount equal to the excess of the carrying value of goodwill over the implied fair value of the goodwill. The Company performs an evaluation of goodwill as of December 31 of each year, absent any indicators of earlier impairment, to ensure that impairment charges, if applicable, are reflected in the Company's financial results before December 31 of each year. When it is determined that impairment has occurred, a charge to operations is recorded. Goodwill and other intangible asset balances are included in the identifiable assets of the business segment to which they have been assigned. Any goodwill impairment, as well as the amortization of other purchased intangible assets, is charged against the respective business segments’ operating income. As of December 31, 2013, 2012, and 2011 there has been no impairment of goodwill for continuing operations. | ||||||||||||||||
Amortization of definite lived intangible assets is computed using the straight-line method over the estimated useful life of the asset of 20 years. Amortization expense of $2.4 million, $2.4 million and $2.3 million was recognized in 2013, 2012, and 2011, respectively. Estimated amortization expense for the years ending December 31, 2014 through 2018 is $2.4 million per year. | ||||||||||||||||
In January 2011, the Company completed its acquisition of CyDex. As a result of the transaction, the Company recorded $47.5 million of intangible assets with definite lives. The weighted-average amortization period for the identified intangible assets with definite lives is 20 years. In addition, the Company recorded $3.2 million of acquired In-Process Research and Development ("IPR&D") and $11.5 million of goodwill. | ||||||||||||||||
Acquired in-process research and development | ' | |||||||||||||||
Acquired in-process research and development | ||||||||||||||||
Intangible assets related to acquired IPR&D are considered to be indefinite-lived until the completion or abandonment of the associated research and development efforts. During the period the assets are considered to be indefinite-lived, they will not be amortized but will be tested for impairment on an annual basis and between annual tests if the Company becomes aware of any events occurring or changes in circumstances that would indicate a reduction in the fair value of the IPR&D projects below their respective carrying amounts. If and when development is complete, which generally occurs if and when regulatory approval to market a product is obtained, the associated assets would be deemed finite-lived and would then be amortized based on their respective estimated useful lives at that point in time. For the year ended December 31, 2013, the Company recorded a non-cash impairment charge of $0.5 million for the write-off of IPR&D for Captisol-enabled intravenous Clopidogrel. The impairment analysis was performed based on the income method using a Monte Carlo analysis. The asset was impaired upon notification from MedCo that they intended to terminate the license agreement and return the rights of the compound to the Company. Captisol-enabled intravenous Clopidogrel is an intravenous formulation of the anti-platelet medication designed for situations where the administration of oral platelet inhibitors is not feasible or desirable. For the year ended December 31, 2012, there was no impairment of IPR&D. | ||||||||||||||||
During 2011, the impairment analysis performed by management resulted in the write-off of certain acquired in process research and development assets. The Company recorded a non-cash impairment charge of $1.1 million for the write-off of the net book value of the IPR&D and interests in future milestones and royalties for MEDI-528, an IL-9 antibody program by AstraZeneca’s subsidiary, MedImmune. The asset was impaired upon receipt of notice from MedImmune in September 2011 that it was exercising its right to terminate the collaboration and license agreement. | ||||||||||||||||
Additionally, in 2011, the Company recorded a non-cash impairment charge of $1.2 million for the write-off of IPR&D and interests in future milestones for TRPV1, a collaborative research and licensing program between the Company and Merck, related to the physiology, pharmacology, chemistry and potential therapeutic applications and potential clinical utilities related to Vanilloid Receptors, subtype 1. The asset was impaired upon receipt of notice from Merck that it was exercising its right to terminate the collaboration and license agreement. Subsequent to the termination of the agreement, the Company received an exclusive, perpetual, irrevocable, royalty-free (but subject to any third party royalty obligations), fully-paid world-wide license, with the right to sub-license, under specified patents and technology for the research, development, or commercialization of specified compounds and products in a limited field of use. | ||||||||||||||||
Impairment of Long-Lived Assets | ' | |||||||||||||||
Impairment of Long-Lived Assets | ||||||||||||||||
Management reviews long-lived assets for impairment annually or whenever events or changes in circumstances indicate the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets. Fair value for the Company’s long-lived assets is determined using the expected cash flows discounted at a rate commensurate with the risk involved. | ||||||||||||||||
As of December 31, 2013, management does not believe there have been any events or circumstances indicating that the carrying amount of its remaining long-lived assets may not be recoverable. | ||||||||||||||||
Commercial license rights | ' | |||||||||||||||
Commercial license rights | ||||||||||||||||
Commercial license rights represent a portfolio of future milestone and royalty payment rights acquired in accordance with the Royalty Stream and Milestone Payments Purchase Agreement entered into with Selexis SA ("Selexis") in April 2013. The portfolio consists of over 15 Selexis commercial license agreement programs with various pharmaceutical-company counterparties. The purchase price was $4.6 million, inclusive of acquisition costs. The Company paid $3.6 million upon closing and expects to pay $1.0 million in April 2014. Individual commercial license rights acquired under the agreement are carried at allocated cost and approximate fair value. The carrying value of the license rights will be reduced on a pro-rata basis as revenue is realized over the term of the agreement. Declines in the fair value of individual license rights below their carrying value that are deemed to be other than temporary are reflected in earnings in the period such determination is made | ||||||||||||||||
Contingent Liabilities | ' | |||||||||||||||
Contingent Liabilities | ||||||||||||||||
In connection with the Company’s acquisition of CyDex in January 2011, the Company recorded a $17.6 million contingent liability, inclusive of the $4.3 million payment made in January 2012, for amounts potentially due to holders of the CyDex contingent value rights ("CVR's") and former license holders. The initial fair value of the liability was determined using the income approach incorporating the estimated future cash flows from potential milestones and revenue sharing. These cash flows were then discounted to present value using a discount rate of 21.6%. The liability will be periodically assessed based on events and circumstances related to the underlying milestones, and the change in fair value will be recorded in the Company’s consolidated statements of operations. The carrying amount of the liability may fluctuate significantly and actual amounts paid under the CVR agreements may be materially different than the carrying amount of the liability. The fair value of the liability at December 31, 2013 and 2012 was $9.3 million and $10.9 million, respectively. The Company recorded a fair value adjustment to decrease the liability for CyDex related contingent liabilities of $0.6 million for the year ended December 31, 2013, to increase the liability by $3.4 million during the year ended December 31, 2012, and to decrease the liability by $0.1 million during the year ended December 31, 2011. Contingent liabilities decreased for cash payments to CVR holders by $1.0 million during the year ended December 31, 2013, $8.0 million during the year ended December 31, 2012 and $2.9 million during the year ended December 31, 2011. | ||||||||||||||||
In connection with the Company’s acquisition of Metabasis in January 2010, the Company issued Metabasis stockholders four tradable CVRs, one CVR from each of four respective series of CVR, for each Metabasis share. The CVRs will entitle Metabasis stockholders to cash payments as frequently as every six months as cash is received by the Company from proceeds from Metabasis’ partnership with Roche (which has been terminated) or the sale or partnering of any of the Metabasis drug development programs, among other triggering events. The acquisition-date fair value of the CVRs of $9.1 million was determined using quoted market prices of Metabasis common stock in active markets. The fair values of the CVRs are remeasured at each reporting date through the term of the related agreement. Changes in the fair values are reported in the statement of operations as income (decreases) or expense (increases). The carrying amount of the liability may fluctuate significantly based upon quoted market prices and actual amounts paid under the agreements may be materially different than the carrying amount of the liability. The fair value of the liability was $4.2 million and $0 as of December 31, 2013 and 2012, respectively. The Company recorded an increase in the liability for CVRs of $4.2 million during the year ended December 31, 2013, a decrease of $1.1 million during the year ended December 31, 2012 and an increase of $1.1 million during the year ended December 31, 2011. | ||||||||||||||||
In connection with the Company’s acquisition of Neurogen in December 2009, the Company issued to Neurogen stockholders four CVRs; real estate, Aplindore, VR1 and H3, that entitle them to cash and/or shares of third-party stock under certain circumstances. The Company recorded the acquisition-date fair value of the CVRs as part of the purchase price. The acquisition-date fair value of the real estate CVR of $3.2 million was estimated using the net proceeds from a pending sale transaction and recorded as a payable to stockholders at December 31, 2009. In February 2010, the Company completed the sale of the real estate and subsequently distributed the proceeds to the holders of the real estate CVR. As a result and after final settlement of all related expenses, the real estate CVR was terminated in August 2010. In 2012, the Company received a notice from a collaborative partner that it was terminating its agreement related to VR1 for convenience and subsequently the Company recorded a decrease in the fair value of the liability for the related CVR of $0.2 million. Additionally, per the CVR agreement, no payment event date for the H3 program can occur after December 23, 2012 and the Company recorded a decrease in the fair value of the liability for the related CVR of $0.5 million as of that date. There are no remaining CVR obligations under the agreement with the former Neurogen shareholders. | ||||||||||||||||
Fair Value of Financial Instruments | ' | |||||||||||||||
Fair Value of Financial Instruments | ||||||||||||||||
Fair value is defined as the exit price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement that should be determined using assumptions that market participants would use in pricing an asset or liability. The Company establishes a three-level hierarchy to prioritize the inputs used in measuring fair value. The levels are described in the below with level 1 having the highest priority and level 3 having the lowest: | ||||||||||||||||
Level 1 - Observable inputs such as quoted prices in active markets | ||||||||||||||||
Level 2 - Inputs other than the quoted prices in active markets that are observable either directly or indirectly | ||||||||||||||||
Level 3 - Unobservable inputs in which there is little or no market data, which require the Company to develop its own assumptions | ||||||||||||||||
The Company’s long-term investments include investments in equity securities which were subject to trading restrictions. Additionally, there is a liability related to the investment in equity securities for amounts owed to former license holders. The fair value of the investments was previously determined using quoted market prices in active markets and discounted for the restrictive effect. For the year ended December 31, 2013, the trading restrictions were removed and the investments were reclassified to short-term investments. The Metabasis CVR liability is marked-to-market at each reporting period based upon the quoted market prices of the underlying CVR. The fair value of the CyDex contingent liabilities are determined at each reporting period based upon an income valuation model. The co-promote termination payments receivable represents a non-interest bearing receivable for future payments to be made by Pfizer and is recorded at its fair value. The receivable and liability will remain equal and adjusted each quarter for changes in the fair value of the obligation including any changes in the estimate of future net Avinza product sales. | ||||||||||||||||
The Company evaluates its financial instruments at each reporting period to determine if any transfers between the various three-level hierarchy have occurred and appropriately reclassifies its financial instruments to the appropriate level within the hierarchy. | ||||||||||||||||
Treasury Stock | ' | |||||||||||||||
Treasury Stock | ||||||||||||||||
The Company may on occasion repurchase its common stock on the open market or in private transactions. When such stock is repurchased it is not constructively or formally retired and may be reissued if certain regulatory requirements are met; however, the Company may from time to time choose to retire the shares of common stock held in its treasury. The purchase price of the common stock repurchased is charged to treasury stock. During the year ended December 31, 2013, the Company retired 1,118,222 shares of its common stock held in treasury. | ||||||||||||||||
Revenue Recognition | ' | |||||||||||||||
Revenue Recognition | ||||||||||||||||
Royalties on sales of products commercialized by the Company’s partners are recognized in the quarter reported by the respective partner. Generally, the Company receives royalty reports from its licensees approximately one quarter in arrears due to the fact that its agreements require partners to report product sales between 30-60 days after the end of the quarter. The Company recognizes royalty revenues when it can reliably estimate such amounts and collectability is reasonably assured. Under this accounting policy, the royalty revenues reported are not based upon estimates and such royalty revenues are typically reported in the same period in which payment is received. | ||||||||||||||||
Revenue from material sales of Captisol is recognized upon transfer of title, which normally passes upon shipment to the customer. The Company’s credit and exchange policy includes provisions for the return of product between 30 to 90 days, depending on the specific terms of the individual agreement, when that product (1) does not meet specifications, (2) is damaged in shipment (in limited circumstances where title does not transfer until delivery), or (3) is exchanged for an alternative grade of Captisol. The Company records revenue net of sales tax collected and remitted to government authorities. | ||||||||||||||||
Revenue from research funding under the Company’s collaboration agreements is earned and recognized on a percentage-of-completion basis as research hours are incurred in accordance with the provisions of each agreement. | ||||||||||||||||
Nonrefundable, up-front license fees and milestone payments with standalone value that are not dependent on any future performance by the Company under its collaboration agreements are recognized as revenue upon the earlier of when payments are received or collection is assured, but are deferred if the Company has continuing performance obligations. Amounts received under multiple-element arrangements requiring ongoing services or performance by the Company are recognized over the period of such services or performance. The Company occasionally has sub-license obligations related to arrangements for which it receives license fees, milestones and royalties. The Company evaluates the determination of gross versus net reporting based on each individual agreement. | ||||||||||||||||
Sales-based milestone revenue is accounted for similarly to royalties, with revenue recognized upon achievement of the milestone assuming all other revenue recognition criteria for milestones are met. Revenue from development and regulatory milestones is recognized when earned, as evidenced by written acknowledgement from the collaborator, provided that (i) the milestone event is substantive, its achievability was not reasonably assured at the inception of the agreement, and the Company has no further performance obligations relating to that event, and (ii) collectability is reasonably assured. If these criteria are not met, the milestone payment is recognized over the remaining period of the Company’s performance obligations under the arrangement. | ||||||||||||||||
The Company analyzes its revenue arrangements and other agreements to determine whether there are multiple elements that should be separated and accounted for individually or as a single unit of accounting. For multiple element contracts, arrangement consideration is allocated at the inception of the arrangement to all deliverables on the basis of relative selling price, using a hierarchy to determine selling price. Management first considers vendor-specific objective evidence ("VSOE"), then third-party evidence ("TPE") and if neither VSOE nor TPE exist, the Company uses its best estimate of selling price. | ||||||||||||||||
Many of the Company's revenue arrangements involve the bundling of a license with the option to purchase manufactured product. Licenses are granted to pharmaceutical companies for the use of Captisol in the development of pharmaceutical compounds. The licenses may be granted for the use of the Captisol product for all phases of clinical trials and through commercial availability of the host drug or may be limited to certain phases of the clinical trial process. The Company believes that its licenses have stand-alone value at the outset of an arrangement because the customer obtains the right to use Captisol in its formulations without any additional input by the Company, and in a hypothetical stand-alone transaction, the customer would be able to procure inventory from another manufacturer in the absence of contractual provisions for exclusive supply by the Company. | ||||||||||||||||
Cost of Goods Sold | ' | |||||||||||||||
Cost of Goods Sold | ||||||||||||||||
The Company determines cost using the first-in, first-out method. Cost of goods sold include all costs of purchase and other costs incurred in bringing the inventories to their present location and condition, costs to store, and distribute. | ||||||||||||||||
Preclinical Study and Clinical Trial Accruals | ' | |||||||||||||||
Preclinical Study and Clinical Trial Accruals | ||||||||||||||||
Substantial portions of the Company’s preclinical studies and all of the Company’s clinical trials have been performed by third-party laboratories, contract research organizations, or other vendors ("CROs"). Some CROs bill monthly for services performed, while others bill based upon milestone achievement. The Company accrues for each of the significant agreements it has with CROs on a monthly basis. For preclinical studies, accruals are estimated based upon the percentage of work completed and the contract milestones achieved. For clinical studies, accruals are estimated based upon a percentage of work completed, the number of patients enrolled and the duration of the study. The Company monitors patient enrollment, the progress of clinical studies and related activities to the extent possible through internal reviews of data reported to it by the CROs, correspondence with the CROs and clinical site visits. The Company’s estimates are dependent upon the timelines and accuracy of the data provided by its CROs regarding the status of each program and total program spending. The Company periodically evaluates its estimates to determine if adjustments are necessary or appropriate based on information it receives concerning changing circumstances, and conditions or events that may affect such estimates. No material adjustments to preclinical study and clinical trial accrued expenses have been recognized to date. | ||||||||||||||||
Sale of Royalty Rights | ' | |||||||||||||||
Sale of Royalty Rights | ||||||||||||||||
The Company previously sold to third parties the rights to future royalties of certain of its products. As part of the underlying royalty agreements, the partners have the right to offset a portion of any future royalty payments owed to the Company to the extent of previous milestone payments. Accordingly, the Company deferred a portion of the revenue associated with each tranche of royalty right sold, equal to the pro-rata share of the potential royalty offset. Such amounts associated with the offset rights against future royalty payments will reduce this balance upon receipt of future royalties from the respective partners. As of December 31, 2013 and 2012, the Company had deferred $0.1 million and $0.8 million of revenue, respectively. | ||||||||||||||||
Product Returns | ' | |||||||||||||||
Product Returns | ||||||||||||||||
In connection with the sale of the Avinza and Oncology product lines, the Company retained the obligation for returns of product that were shipped to wholesalers prior to the close of the transactions. The accruals for product returns, which were recorded as part of the accounting for the sales transactions, are based on historical experience. Any subsequent changes to the Company’s estimate of product returns are accounted for as a component of discontinued operations. | ||||||||||||||||
Costs and Expenses | ' | |||||||||||||||
Costs and Expenses | ||||||||||||||||
Collaborative research and development expense consists of labor, material, equipment and allocated facilities cost of the Company’s scientific staff who are working pursuant to the Company’s collaborative agreements. From time to time, collaborative research and development expense includes costs related to research efforts in excess of those required under certain collaborative agreements. Management has the discretion to set the scope of such excess efforts and may increase or decrease the level of such efforts depending on the Company’s strategic priorities. | ||||||||||||||||
Proprietary research and development expense consists of intellectual property in-licensing costs, labor, materials, contracted services, and allocated facility costs that are incurred in connection with internally funded drug discovery and development programs. | ||||||||||||||||
Income Taxes | ' | |||||||||||||||
Income Taxes | ||||||||||||||||
Income taxes are accounted for under the asset and liability method. This approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of differences between the tax basis of assets or liabilities and their carrying amounts in the consolidated financial statements. A valuation allowance is provided for deferred tax assets if it is more likely than not that these items will either expire before the Company is able to realize their benefit or if future deductibility is uncertain. As of December 31, 2013 and 2012, the Company had provided a full valuation allowance against its deferred tax assets as recoverability was uncertain. Developing the provision for income taxes requires significant judgment and expertise in federal and state income tax laws, regulations and strategies, including the determination of deferred tax assets and liabilities and, if necessary, any valuation allowances that may be required for deferred tax assets. Management's judgments and tax strategies are subject to audit by various taxing authorities. While the Company believes it has provided adequately for its income tax liabilities in its consolidated financial statements, adverse determinations by these taxing authorities could have a material adverse effect on the Company's consolidated financial condition and results of operations. | ||||||||||||||||
The Company's ending deferred tax liability represents a future tax obligation for current tax amortization claimed on acquired IPR&D. As the Company cannot estimate when the IPR&D assets will be amortizable for financial reporting purposes, the deferred tax liability associated with the IPR&D assets cannot be used to support the realization of the Company's deferred tax assets. As a result, the Company is required to increase its valuation allowance and record a charge to deferred taxes. | ||||||||||||||||
Accounting for Share-Based Compensation | ' | |||||||||||||||
Accounting for Stock-Based Compensation | ||||||||||||||||
Stock-based compensation expense for awards to employees and non-employee directors is recognized on a straight-line basis over the vesting period until the last tranche vests. The Company grants options and awards to employees, non-employee consultants, and non-employee directors. Only new shares of common stock are issued upon the exercise of stock options. Non-employee directors are accounted for as employees. Options and restricted stock granted to certain directors vest in equal monthly installments over one year from the date of grant. Options granted to employees vest 1/8 on the six month anniversary of the date of grant, and 1/48 each month thereafter for forty-two months. All option awards generally expire ten years from the date of grant. | ||||||||||||||||
The fair-value for options that were awarded to employees and directors was estimated at the date of grant using the Black-Scholes option valuation model with the following weighted average assumptions: | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Risk-free interest rate | 1.13%-1.82% | 0.83%-1.14% | 1.09%-2.61% | |||||||||||||
Dividend yield | — | — | — | |||||||||||||
Expected volatility | 70% | 69% | 69% | |||||||||||||
Expected term | 6 years | 6 years | 6 years | |||||||||||||
Forfeiture rate | 8.4%-9.8% | 8.0%-11.2% | 8.9%-14.1% | |||||||||||||
The risk-free interest rate is based on the U.S. Treasury yield curve at the time of the grant. The expected term of the employee and non-employee director options is the estimated weighted-average period until exercise or cancellation of vested options (forfeited unvested options are not considered) based on historical experience. The expected term for consultant awards is the remaining period to contractual expiration. Volatility is a measure of the expected amount of variability in the stock price over the expected life of an option expressed as a standard deviation. In making this assumption, the Company used the historical volatility of the Company’s stock price over a period equal to the expected term. The forfeiture rate is based on historical data at the time of the grant. | ||||||||||||||||
The following table summarizes share-based compensation expense recorded as components of research and development expenses and general and administrative expenses for the periods indicated (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Share-based compensation expense as a component of: | ||||||||||||||||
Research and development expenses | $ | 1,705 | $ | 1,448 | $ | 1,072 | ||||||||||
General and administrative expenses | 3,961 | 2,619 | 2,279 | |||||||||||||
$ | 5,666 | $ | 4,067 | $ | 3,351 | |||||||||||
Segment reporting | ' | |||||||||||||||
Segment reporting | ||||||||||||||||
Under Accounting Standards Codification No. 280, “Segment Reporting” (ASC 280), operating segments are defined as components of an enterprise about which separate financial information is available that is regularly evaluated by the entity’s chief operating decision maker, in deciding how to allocate resources and in assessing performance. The Company has evaluated ASC 280 and has identified two reportable segments: the development and commercialization of drugs using Captisol technology by CyDex Pharmaceuticals, Inc. and the biopharmaceutical company with a business model that is based upon the concept of developing or acquiring royalty revenue generating assets and coupling them with a lean corporate cost structure of Ligand Pharmaceuticals Incorporated. | ||||||||||||||||
Comprehensive Income (Loss) | ' | |||||||||||||||
Comprehensive Income (Loss) | ||||||||||||||||
Comprehensive income (loss) represents net income (loss) adjusted for the change during the periods presented in unrealized gains and losses on available-for-sale securities less reclassification adjustments for realized gains or losses included in net income (loss). The unrealized gains or losses are reported on the Consolidated Statements of Comprehensive Income (Loss). |
Basis_of_Presentation_Tables
Basis of Presentation (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |||||||||||||||
Summary of computation of basic and diluted net income (loss) per share | ' | |||||||||||||||
The following table sets forth the computation of basic and diluted net income (loss) per share for the periods indicated (in thousands, except per share amounts): | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Net income (loss) from continuing operations | $ | 8,832 | $ | (2,674 | ) | $ | 9,712 | |||||||||
Discontinued operations | 2,588 | 2,147 | 3 | |||||||||||||
Net income (loss) | $ | 11,420 | $ | (527 | ) | $ | 9,715 | |||||||||
Shares used to compute basic income (loss) per share | 20,312,395 | 19,853,095 | 19,655,632 | |||||||||||||
Dilutive potential common shares: | ||||||||||||||||
Restricted stock | 352,959 | — | — | |||||||||||||
Stock options | 80,100 | — | 57,688 | |||||||||||||
Shares used to compute diluted income (loss) per share | 20,745,454 | 19,853,095 | 19,713,320 | |||||||||||||
Basic per share amounts: | ||||||||||||||||
Income (loss) from continuing operations | $ | 0.43 | $ | (0.14 | ) | $ | 0.49 | |||||||||
Discontinued operations | 0.13 | 0.11 | — | |||||||||||||
Net income (loss) | $ | 0.56 | $ | (0.03 | ) | $ | 0.49 | |||||||||
Diluted per share amounts: | ||||||||||||||||
Income (loss) from continuing operations | $ | 0.43 | $ | (0.14 | ) | $ | 0.49 | |||||||||
Discontinued operations | 0.12 | 0.11 | — | |||||||||||||
Net income (loss) | $ | 0.55 | $ | (0.03 | ) | $ | 0.49 | |||||||||
Summary of investment categories | ' | |||||||||||||||
The following table summarizes the various investment categories at December 31, 2013 and December 31, 2012 (in thousands): | ||||||||||||||||
Cost | Gross unrealized | Gross unrealized | Estimated | |||||||||||||
gains | losses | fair value | ||||||||||||||
31-Dec-13 | ||||||||||||||||
Short-term investments | $ | 1,426 | $ | 2,914 | $ | — | $ | 4,340 | ||||||||
Certificates of deposit - restricted | 1,341 | — | — | 1,341 | ||||||||||||
$ | 2,767 | $ | 2,914 | $ | — | $ | 5,681 | |||||||||
31-Dec-12 | ||||||||||||||||
Available-for-sale securities-restricted | $ | 1,426 | $ | — | $ | — | $ | 1,426 | ||||||||
Certificates of deposit-restricted | 1,341 | — | — | 1,341 | ||||||||||||
$ | 2,767 | $ | — | $ | — | $ | 2,767 | |||||||||
Summary of property and equipment | ' | |||||||||||||||
Property and equipment is stated at cost and consists of the following (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Lab and office equipment | $ | 3,737 | $ | 4,374 | ||||||||||||
Leasehold improvements | 387 | 145 | ||||||||||||||
Computer equipment and software | 616 | 1,150 | ||||||||||||||
4,740 | 5,669 | |||||||||||||||
Less accumulated depreciation and amortization | (3,873 | ) | (4,881 | ) | ||||||||||||
$ | 867 | $ | 788 | |||||||||||||
Summary of goodwill and other identifiable intangible assets | ' | |||||||||||||||
Goodwill and other identifiable intangible assets consist of the following (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Indefinite lived intangible assets | ||||||||||||||||
Acquired in-process research and development | $ | 12,556 | $ | 13,036 | ||||||||||||
Goodwill | 12,238 | 12,238 | ||||||||||||||
Definite lived intangible assets | ||||||||||||||||
Complete technology | 15,267 | 15,227 | ||||||||||||||
Less: Accumulated amortization | (2,235 | ) | (1,473 | ) | ||||||||||||
Trade name | 2,642 | 2,642 | ||||||||||||||
Less: Accumulated amortization | (387 | ) | (256 | ) | ||||||||||||
Customer relationships | 29,600 | 29,600 | ||||||||||||||
Less: Accumulated amortization | (4,344 | ) | (2,864 | ) | ||||||||||||
Total goodwill and other identifiable intangible assets, net | $ | 65,337 | $ | 68,150 | ||||||||||||
Stock option weighted average assumptions | ' | |||||||||||||||
The fair-value for options that were awarded to employees and directors was estimated at the date of grant using the Black-Scholes option valuation model with the following weighted average assumptions: | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Risk-free interest rate | 1.13%-1.82% | 0.83%-1.14% | 1.09%-2.61% | |||||||||||||
Dividend yield | — | — | — | |||||||||||||
Expected volatility | 70% | 69% | 69% | |||||||||||||
Expected term | 6 years | 6 years | 6 years | |||||||||||||
Forfeiture rate | 8.4%-9.8% | 8.0%-11.2% | 8.9%-14.1% | |||||||||||||
Schedule for accounting for share-based compensation | ' | |||||||||||||||
The following table summarizes share-based compensation expense recorded as components of research and development expenses and general and administrative expenses for the periods indicated (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||
Share-based compensation expense as a component of: | ||||||||||||||||
Research and development expenses | $ | 1,705 | $ | 1,448 | $ | 1,072 | ||||||||||
General and administrative expenses | 3,961 | 2,619 | 2,279 | |||||||||||||
$ | 5,666 | $ | 4,067 | $ | 3,351 | |||||||||||
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Business Combinations [Abstract] | ' | |||
Schedule of the purchase price allocation | ' | |||
The components of the purchase price allocation for CyDex are as follows (in thousands): | ||||
Purchase Consideration (in thousands): | ||||
Cash paid to CyDex shareholders | $ | 31,572 | ||
Estimated fair value of contingent consideration | 17,585 | |||
Total purchase consideration | $ | 49,157 | ||
Allocation of Purchase Price (in thousands): | ||||
Cash | $ | 85 | ||
Accounts receivable | 1,202 | |||
Inventory | 2,414 | |||
In-process research and development | 3,200 | |||
Intangible assets with definite lives | 47,469 | |||
Goodwill | 11,538 | |||
Other assets | 1,311 | |||
Liabilities assumed | (18,062 | ) | ||
$ | 49,157 | |||
Schedule acquired identified intangible assets | ' | |||
The acquired identified intangible assets with definite lives from the acquisition with CyDex are as follows: | ||||
Acquired Intangible Assets (in thousands) | ||||
Complete technology | $ | 15,227 | ||
Trademark and trade name | 2,642 | |||
Customer relationships | 29,600 | |||
$ | 47,469 | |||
Financial_Instruments_Tables
Financial Instruments (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Schedule of assets and liabilities measured on recurring basis | ' | |||||||||||||||
The following table provides a summary of the assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2013 (in thousands): | ||||||||||||||||
Fair Value Measurements at Reporting Date Using | ||||||||||||||||
Quoted Prices in | Significant | Significant | ||||||||||||||
Active Markets | Other | Unobservable | ||||||||||||||
for Identical | Observable | Inputs | ||||||||||||||
Assets | Inputs | |||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Assets: | ||||||||||||||||
Current portion of co-promote termination payments receivable | $ | 4,329 | $ | — | $ | — | $ | 4,329 | ||||||||
Short-term investments | 4,340 | 4,340 | — | — | ||||||||||||
Long-term portion of co-promote termination payments receivable | 7,417 | — | — | 7,417 | ||||||||||||
Total assets | $ | 16,086 | $ | 4,340 | $ | — | $ | 11,746 | ||||||||
Liabilities: | ||||||||||||||||
Current portion of contingent liabilities - CyDex | $ | 1,712 | $ | — | $ | — | $ | 1,712 | ||||||||
Current portion of co-promote termination liability | 4,329 | — | — | 4,329 | ||||||||||||
Long-term portion of contingent liabilities - Metabasis | 4,196 | 4,196 | — | — | ||||||||||||
Long-term portion of contingent liabilities - CyDex | 7,599 | — | — | 7,599 | ||||||||||||
Liability for restricted investments owed to former licensees | 651 | 651 | — | — | ||||||||||||
Long-term portion of co-promote termination liability | 7,417 | — | — | 7,417 | ||||||||||||
Total liabilities | $ | 25,904 | $ | 4,847 | $ | — | $ | 21,057 | ||||||||
The following table provides a summary of the assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2012 (in thousands): | ||||||||||||||||
Fair Value Measurements at Reporting Date Using | ||||||||||||||||
Quoted Prices in | Significant | Significant | ||||||||||||||
Active Markets | Other | Unobservable | ||||||||||||||
for Identical | Observable | Inputs | ||||||||||||||
Assets | Inputs | |||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Assets: | ||||||||||||||||
Current portion of co-promote termination payments receivable | $ | 4,327 | $ | — | $ | — | $ | 4,327 | ||||||||
Available-for-sale securities | 1,426 | — | — | 1,426 | ||||||||||||
Long-term portion of co-promote termination payments receivable | 8,207 | — | — | 8,207 | ||||||||||||
Total assets | $ | 13,960 | $ | — | $ | — | $ | 13,960 | ||||||||
Liabilities: | ||||||||||||||||
Current portion of contingent liabilities - CyDex | $ | 356 | $ | — | $ | — | $ | 356 | ||||||||
Current portion of co-promote termination liability | 4,327 | — | — | 4,327 | ||||||||||||
Long-term portion of contingent liabilities - CyDex | 10,543 | — | — | 10,543 | ||||||||||||
Liability for restricted investments owed to former licensees | 214 | — | — | 214 | ||||||||||||
Long-term portion of co-promote termination liability | 8,207 | — | — | 8,207 | ||||||||||||
Total liabilities | $ | 23,647 | $ | — | $ | — | $ | 23,647 | ||||||||
Significant unobservable inputs used in determining the fair value of contingent liabilities | ' | |||||||||||||||
The following table represents significant unobservable inputs used in determining the fair value of contingent liabilities assumed in the acquisition of CyDex: | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | 2012 | |||||||||||||||
Range of annual revenue subject to revenue sharing (1) | $4.2 million-$19.8 million | $3.6 million-$28.3 million | ||||||||||||||
Revenue volatility | 25% | 25% | ||||||||||||||
Average of probability of commercialization | 67.60% | 68.40% | ||||||||||||||
Sales beta | 0.6 | 0.6 | ||||||||||||||
Credit rating | BBB | BBB | ||||||||||||||
Equity risk premium | 6% | 6% | ||||||||||||||
-1 | Revenue subject to revenue sharing represent management’s estimate of the range of total annual revenue subject to revenue sharing (i.e. annual revenues in excess of $15 million) through December 31, 2016, which is the term of the CVR agreement. | |||||||||||||||
Reconciliation of the level 3 financial instruments | ' | |||||||||||||||
A reconciliation of the level 3 financial instruments as of December 31, 2013 is as follows (in thousands): | ||||||||||||||||
Assets: | ||||||||||||||||
Fair value of level 3 financial instruments as of December 31, 2012 | $ | 13,960 | ||||||||||||||
Assumed payments made by Pfizer or assignee | (3,310 | ) | ||||||||||||||
Fair value adjustments recorded as unrealized gain on available-for-sale securities | 2,914 | |||||||||||||||
Fair value adjustments to co-promote termination liability | 2,522 | |||||||||||||||
Transfer of available-for-sale investments from level 3 to level 1 | (4,340 | ) | ||||||||||||||
Fair value of level 3 financial instrument assets as of December 31, 2013 | $ | 11,746 | ||||||||||||||
Liabilities | ||||||||||||||||
Fair value of level 3 financial instruments as of December 31, 2012 | $ | 23,647 | ||||||||||||||
Assumed payments made by Pfizer or assignee | (3,310 | ) | ||||||||||||||
Fair value adjustments for amounts owed related to restricted investments and recorded as other expense | 437 | |||||||||||||||
Payments to CVR and other former license holders | (989 | ) | ||||||||||||||
Fair value adjustments to contingent liabilities | (599 | ) | ||||||||||||||
Fair value adjustments to co-promote termination liability | 2,522 | |||||||||||||||
Transfer of liability for restricted investments owed to former licensees from level 3 to level 1 | (651 | ) | ||||||||||||||
Fair value of level 3 financial instruments as of December 31, 2013 | $ | 21,057 | ||||||||||||||
Avinza_CoPromotion_Tables
Avinza Co-Promotion (Tables) | 12 Months Ended | |||
Dec. 31, 2013 | ||||
Co Promotion [Abstract] | ' | |||
Summary of co-promote termination liability | ' | |||
A summary of the co-promote termination liability as of December 31, 2013 and 2012 is as follows (in thousands): | ||||
Net present value of payments based on estimated future net Avinza product sales as of December 31, 2011 | $ | 21,452 | ||
Assumed payments made by Pfizer or assignee | (3,479 | ) | ||
Fair value adjustments due to passage of time | (5,439 | ) | ||
Net present value of payments based on estimated future net Avinza product sales as of December 31, 2012 | 12,534 | |||
Assumed payments made by Pfizer or assignee | (3,310 | ) | ||
Fair value adjustments due to passage of time | 2,522 | |||
Total co-promote termination liability as of December 31, 2013 | 11,746 | |||
Less: current portion of co-promote termination liability as of December 31, 2013 | 4,329 | |||
Long-term portion of co-promote termination liability as of December 31, 2013 | $ | 7,417 | ||
Lease_Obligations_Tables
Lease Obligations (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||
Leases [Abstract] | ' | ||||||||||||||||||||||
Payments expected to received from sublease agreements | ' | ||||||||||||||||||||||
The following table provides a summary of operating lease obligations and payments expected to be received from sublease agreements as of December 31, 2013 (in thousands): | |||||||||||||||||||||||
Operating lease obligations: | Lease | Less than 1 | 2-3 years | 4-5 years | More than | Total | |||||||||||||||||
Termination | year | 5 years | |||||||||||||||||||||
Date | |||||||||||||||||||||||
Corporate headquarters-San Diego, CA | Jul-19 | $ | 664 | $ | 1,381 | $ | 1,455 | $ | 374 | $ | 3,874 | ||||||||||||
Bioscience and Technology Business Center-Lawrence, KS | Dec-14 | 57 | — | — | — | 57 | |||||||||||||||||
Vacated office and research facility-San Diego, CA | Jul-15 | 2,240 | 1,332 | — | — | 3,572 | |||||||||||||||||
Vacated office and research facility-Cranbury, NJ | Aug-16 | 2,563 | 4,332 | — | — | 6,895 | |||||||||||||||||
Total operating lease obligations | $ | 5,524 | $ | 7,045 | $ | 1,455 | $ | 374 | $ | 14,398 | |||||||||||||
Sublease payments expected to be received: | Less than 1 | 2-3 years | 4-5 years | More than | Total | ||||||||||||||||||
year | 5 years | ||||||||||||||||||||||
Office and research facility-San Diego, CA | Jul-15 | $ | 906 | $ | 545 | $ | — | $ | — | $ | 1,451 | ||||||||||||
Office and research facility-Cranbury, NJ | August 2014 and 2016 | 368 | 575 | — | — | 943 | |||||||||||||||||
Net operating lease obligations | $ | 4,250 | $ | 5,925 | $ | 1,455 | $ | 374 | $ | 12,004 | |||||||||||||
Segment_Reporting_Tables
Segment Reporting (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||
Summary of segment information | ' | |||||||||||
The Company evaluates performance based on the operating profit (loss) of the respective business segments. The segment results may not represent actual results that would be expected if they were independent, stand-alone businesses. Segment information is as follows: | ||||||||||||
Balance Sheet Data: | ||||||||||||
As of December 31, 2013 | ||||||||||||
Ligand | CyDex | Total | ||||||||||
Total Assets | $ | 38,408 | $ | 66,305 | $ | 104,713 | ||||||
As of December 31, 2012 | ||||||||||||
Ligand | CyDex | Total | ||||||||||
Total Assets | $ | 28,731 | $ | 75,529 | $ | 104,260 | ||||||
For the year ended December 31, 2013 | ||||||||||||
Ligand | CyDex | Total | ||||||||||
Net revenues from external customers | $ | 21,436 | $ | 27,537 | $ | 48,973 | ||||||
Operating income | 253 | 14,690 | 14,943 | |||||||||
Depreciation and amortization expense | 233 | 2,430 | 2,663 | |||||||||
Write-off of in-process research and development | — | 480 | 480 | |||||||||
Income tax (expense) benefit from continuing operations | (419 | ) | 45 | (374 | ) | |||||||
Interest expense, net | 2,077 | — | 2,077 | |||||||||
Gain on sale of Avinza Product Line before income taxes | 2,588 | — | 2,588 | |||||||||
For the year ended December 31, 2012 | ||||||||||||
Ligand | CyDex | Total | ||||||||||
Net revenues from external customers | $ | 19,582 | $ | 11,806 | $ | 31,388 | ||||||
Operating (loss) income | (919 | ) | 1,112 | 193 | ||||||||
Depreciation and amortization expense | 222 | 2,505 | 2,727 | |||||||||
Interest expense, net | 2,924 | — | 2,924 | |||||||||
Income tax benefit from continuing operations | 1,096 | 95 | 1,191 | |||||||||
Gain on sale of Avinza | 3,656 | — | 3,656 | |||||||||
Income tax expense from discontinuing operations | (1,509 | ) | — | (1,509 | ) | |||||||
Financing_Arrangements_Tables
Financing Arrangements (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Summary of carrying values and coupon rates on financing arrangements | ' | |||||||
The carrying values and the fixed contractual coupon rates of the Company's financing arrangements are as follows (dollars in millions): | ||||||||
31-Dec-13 | December 31, 2012 | |||||||
Current portion notes payable, 8.64%, due August 1, 2014 | $ | 6,642 | $ | 10,792 | ||||
Current portion notes payable, 8.9012%, due August 1, 2014 | 2,467 | 4,043 | ||||||
Total current portion of notes payable | $ | 9,109 | $ | 14,835 | ||||
Long-term portion notes payable, 8.64%, due August 1, 2014 | $ | — | $ | 9,837 | ||||
Long-term portion notes payable, 8.9012%, due August 1, 2014 | — | 3,606 | ||||||
Total long-term portion of notes payable | $ | — | $ | 13,443 | ||||
Schedule of principal payments on long-term debt obligations | ' | |||||||
Principal payments on long-term debt obligations subsequent to December 31, 2013 are as follows: | ||||||||
Year ending December 31, | Amount | |||||||
2014 | $ | 9,365 | ||||||
Other_Balance_Sheet_Details_Ta
Other Balance Sheet Details (Tables) | 12 Months Ended | |||||||
Dec. 31, 2013 | ||||||||
Other Balance Sheet Details [Abstract] | ' | |||||||
Schedule of other current assets | ' | |||||||
Other current assets consist of the following (in thousands): | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Prepaid expenses | $ | 786 | $ | 801 | ||||
Other receivables | 173 | 28 | ||||||
$ | 959 | $ | 829 | |||||
Schedule of accrued liabilities | ' | |||||||
Accrued liabilities consist of the following (in thousands): | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Compensation | $ | 1,929 | $ | 1,807 | ||||
Legal | 697 | 199 | ||||||
Other | 2,711 | 2,955 | ||||||
$ | 5,337 | $ | 4,961 | |||||
Schedule of other long-term liabilities | ' | |||||||
Other long-term liabilities consist of the following (in thousands): | ||||||||
December 31, | ||||||||
2013 | 2012 | |||||||
Deferred rent | 350 | 334 | ||||||
Deposits | 345 | 538 | ||||||
Other | — | 214 | ||||||
$ | 695 | $ | 1,086 | |||||
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Stock option plan activity | ' | |||||||||||||||
Following is a summary of the Company’s stock option plan activity and related information: | ||||||||||||||||
Shares | Weighted | Weighted | Aggregate | |||||||||||||
Average | Average | Intrinsic | ||||||||||||||
Exercise | Remaining | Value | ||||||||||||||
Price | Contractual | (In thousands) | ||||||||||||||
Term in | ||||||||||||||||
Years | ||||||||||||||||
Balance at December 31, 2010 | 641,261 | $ | 21.36 | 7 | $ | 9 | ||||||||||
Granted | 636,580 | 9.98 | ||||||||||||||
Exercised | (6,072 | ) | 9.51 | |||||||||||||
Forfeited | (50,782 | ) | 11.95 | |||||||||||||
Cancelled | (74,941 | ) | 34.55 | |||||||||||||
Balance at December 31, 2011 | 1,146,046 | 14.61 | 7.96 | 1,489 | ||||||||||||
Granted | 714,345 | 14.72 | ||||||||||||||
Exercised | (86,588 | ) | 11.31 | |||||||||||||
Forfeited | (118,026 | ) | 11.39 | |||||||||||||
Cancelled | (29,171 | ) | 24.16 | |||||||||||||
Balance at December 31, 2012 | 1,626,606 | 14.9 | 7.83 | 11,358 | ||||||||||||
Granted | 439,929 | 23.61 | ||||||||||||||
Exercised | (217,069 | ) | 14.6 | |||||||||||||
Forfeited | (73,978 | ) | 16.72 | |||||||||||||
Cancelled | (28,779 | ) | 29.87 | |||||||||||||
Balance at December 31, 2013 | 1,746,709 | 16.79 | 7.57 | 62,705 | ||||||||||||
Exercisable at December 31, 2013 | 977,351 | 15.69 | 6.87 | 36,232 | ||||||||||||
Options vested and expected to vest as of December 31, 2013 | 1,746,709 | $ | 16.79 | 7.57 | $ | 62,705 | ||||||||||
Stock option plan activity, by exercise price range | ' | |||||||||||||||
Following is a further breakdown of the options outstanding as of December 31, 2013: | ||||||||||||||||
Range of exercise prices | Options | Weighted | Weighted average | Options | Weighted average | |||||||||||
outstanding | average | exercise price | exercisable | exercise price | ||||||||||||
remaining life | ||||||||||||||||
in years | ||||||||||||||||
$6.82 – $ 10.05 | 459,732 | 6.97 | $ | 9.94 | 350,804 | $ | 9.92 | |||||||||
10.12 – 13.53 | 113,684 | 7.9 | 11.39 | 106,070 | 11.34 | |||||||||||
14.47 – 14.47 | 489,633 | 8.11 | 14.47 | 204,019 | 14.47 | |||||||||||
16.14 – 21.00 | 199,248 | 5.21 | 18.14 | 184,301 | 18.11 | |||||||||||
21.92 – 87.96 | 484,412 | 8.5 | 26.35 | 132,157 | 33 | |||||||||||
6.82 – 87.96 | 1,746,709 | 7.57 | $ | 16.79 | 977,351 | $ | 15.69 | |||||||||
Restricted stock activity | ' | |||||||||||||||
The following is a summary of the Company’s restricted stock activity and related information: | ||||||||||||||||
Shares | Weighted-Average | |||||||||||||||
Grant Date Fair | ||||||||||||||||
Value | ||||||||||||||||
Nonvested at December 31, 2010 | 62,146 | $ | 13.6 | |||||||||||||
Granted | 119,826 | 10.07 | ||||||||||||||
Vested | (59,936 | ) | 12.47 | |||||||||||||
Forfeited | (6,530 | ) | 11.71 | |||||||||||||
Nonvested at December 31, 2011 | 115,506 | 10.63 | ||||||||||||||
Granted | 109,261 | 13.76 | ||||||||||||||
Vested | (72,194 | ) | 11.47 | |||||||||||||
Forfeited | (11,012 | ) | 11.84 | |||||||||||||
Nonvested at December 31, 2012 | 141,561 | 12.52 | ||||||||||||||
Granted | 84,547 | 27.71 | ||||||||||||||
Vested | (85,681 | ) | 14.59 | |||||||||||||
Forfeited | (25,041 | ) | 13.38 | |||||||||||||
Nonvested at December 31, 2013 | 115,386 | $ | 21.93 | |||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2013 | ||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||
Schedule of the components of income tax benefit | ' | |||||||||||
The components of the income tax benefit for continuing operations are as follows (in thousands): | ||||||||||||
Year Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Current expense (benefit): | ||||||||||||
Federal | $ | — | $ | 3 | $ | 520 | ||||||
State | 33 | 16 | 139 | |||||||||
33 | 19 | 659 | ||||||||||
Deferred expense (benefit): | ||||||||||||
Federal | 404 | (913 | ) | (10,803 | ) | |||||||
State | (63 | ) | (297 | ) | (3,126 | ) | ||||||
$ | 374 | $ | (1,191 | ) | $ | (13,270 | ) | |||||
Schedule of deferred tax assets and liabilities | ' | |||||||||||
December 31, | ||||||||||||
2013 | 2012 | |||||||||||
(in thousands) | ||||||||||||
Deferred assets: | ||||||||||||
Net operating loss carryforwards | $ | 196,421 | $ | 198,445 | ||||||||
Research and AMT credit carryforwards | 30,092 | 27,169 | ||||||||||
Fixed assets and intangibles | 17,293 | 23,763 | ||||||||||
Accrued expenses | 1,474 | 1,366 | ||||||||||
Contingent liabilities | 582 | 1,779 | ||||||||||
Deferred revenue | 760 | 1,013 | ||||||||||
Present value of royalties | 12,175 | 10,836 | ||||||||||
Organon termination asset | (4,073 | ) | (4,503 | ) | ||||||||
Organon termination liability | 4,073 | 4,503 | ||||||||||
Royalty obligation | — | 861 | ||||||||||
Deferred rent | 1,634 | 2,635 | ||||||||||
Lease termination costs | — | — | ||||||||||
Capital loss carryforwards | 148 | 298 | ||||||||||
Other | 3,701 | 1,844 | ||||||||||
264,280 | 270,009 | |||||||||||
Valuation allowance for deferred tax assets | (249,470 | ) | (254,870 | ) | ||||||||
Net deferred tax assets | $ | 14,810 | $ | 15,139 | ||||||||
Deferred tax liabilities: | ||||||||||||
Retrophin fair value adjustment | $ | (859 | ) | $ | — | |||||||
Identified intangibles | (13,984 | ) | (15,139 | ) | ||||||||
Identified indefinite lived intangibles | (2,639 | ) | (2,298 | ) | ||||||||
Total | $ | (2,672 | ) | $ | (2,298 | ) | ||||||
Schedule of effective income tax rate reconciliation | ' | |||||||||||
A reconciliation of income taxes from continuing operations to the amount computed by applying the statutory federal income tax rate to the net loss from continuing operations is summarized as follows: | ||||||||||||
Years Ended December 31, | ||||||||||||
2013 | 2012 | 2011 | ||||||||||
Amounts computed at statutory federal rate | $ | (3,131 | ) | $ | 1,317 | $ | 1,204 | |||||
State taxes net of federal benefit | (293 | ) | 196 | (2 | ) | |||||||
Meals & entertainment | (10 | ) | (8 | ) | (9 | ) | ||||||
Acquisition related transaction costs | — | — | (37 | ) | ||||||||
Imputed interest | (285 | ) | (259 | ) | (255 | ) | ||||||
CVRs | (2,027 | ) | 695 | (601 | ) | |||||||
Stock-based compensation | 556 | 581 | (597 | ) | ||||||||
Expired NOLs | — | (6,847 | ) | (678 | ) | |||||||
Expired research and development credits | 641 | (1,984 | ) | (1,200 | ) | |||||||
R&D credit study | 3,940 | — | — | |||||||||
Change in uncertain tax positions | (364 | ) | 830 | — | ||||||||
Rate change for changes in state law | (901 | ) | (3,388 | ) | — | |||||||
Increase in deferred tax assets from completion of 382 analysis | (786 | ) | 53,257 | — | ||||||||
Change in valuation allowance | 3,509 | (41,768 | ) | 15,486 | ||||||||
Other | (1,223 | ) | (1,431 | ) | (41 | ) | ||||||
$ | (374 | ) | $ | 1,191 | $ | 13,270 | ||||||
Schedule of unrecognized tax benefits | ' | |||||||||||
A reconciliation of the amount of unrecognized tax benefits at December 31, 2013 and 2012 is as follows (in thousands): | ||||||||||||
Balance at December 31, 2011 | $ | 8,906 | ||||||||||
Additions based on tax positions related to the current year | 38 | |||||||||||
Reductions for tax positions of prior years | (877 | ) | ||||||||||
Balance at December 31, 2012 | 8,067 | |||||||||||
Additions based on tax positions related to the current year | 417 | |||||||||||
Additions for tax positions of prior years | 20 | |||||||||||
Balance at December 31, 2013 | $ | 8,504 | ||||||||||
Summary_of_Unaudited_Quarterly1
Summary of Unaudited Quarterly Financial Information (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2013 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | |||||||||||||||
Schedule of Quarterly Financial Information | ' | |||||||||||||||
The following is a summary of the unaudited quarterly results of operations for the years ended December 31, 2013 and 2012 (in thousands). | ||||||||||||||||
Quarter ended | ||||||||||||||||
31-Mar | 30-Jun | 30-Sep | 31-Dec | |||||||||||||
2013 | ||||||||||||||||
Total revenues | $ | 11,651 | $ | 9,580 | $ | 13,005 | $ | 14,737 | ||||||||
Total operating costs and expenses | 7,719 | 8,066 | 9,935 | 8,310 | ||||||||||||
Income tax expense | (66 | ) | (110 | ) | (60 | ) | (138 | ) | ||||||||
Income from continuing operations | 1,304 | 3,694 | 1,965 | 1,869 | ||||||||||||
Discontinued operations | 191 | 2,397 | — | — | ||||||||||||
Net income | $ | 1,495 | $ | 6,091 | $ | 1,965 | $ | 1,869 | ||||||||
Basic per share amounts: | ||||||||||||||||
Income from continuing operations | 0.06 | 0.18 | 0.1 | 0.09 | ||||||||||||
Discontinued operations | 0.01 | 0.12 | — | — | ||||||||||||
Net income | $ | 0.07 | $ | 0.3 | $ | 0.1 | $ | 0.09 | ||||||||
Diluted per share amounts: | ||||||||||||||||
Income from continuing operations | 0.06 | 0.18 | 0.09 | 0.09 | ||||||||||||
Income from discontinued operations | 0.01 | 0.12 | — | — | ||||||||||||
Net income | $ | 0.07 | $ | 0.3 | $ | 0.09 | $ | 0.09 | ||||||||
Weighted average shares—basic | 20,189,378 | 20,258,618 | 20,357,558 | 20,442,603 | ||||||||||||
Weighted average shares—diluted | 20,280,030 | 20,427,360 | 20,843,742 | 21,056,156 | ||||||||||||
2012 | ||||||||||||||||
Total revenues | $ | 5,636 | $ | 5,742 | $ | 6,375 | $ | 13,635 | ||||||||
Total operating costs and expenses | 6,475 | 7,557 | 7,800 | 9,363 | ||||||||||||
Income tax benefit (expense) | 35 | (338 | ) | (142 | ) | 1,636 | ||||||||||
Income (loss) from continuing operations | (738 | ) | (4,328 | ) | (194 | ) | 2,586 | |||||||||
Income (loss) from discontinued operations | 1,871 | 1,799 | — | (1,523 | ) | |||||||||||
Net income (loss) | $ | 1,133 | $ | (2,529 | ) | $ | (194 | ) | $ | 1,063 | ||||||
Basic and diluted per share amounts: | ||||||||||||||||
(Loss) income from continuing operations | (0.04 | ) | (0.22 | ) | (0.01 | ) | 0.13 | |||||||||
Discontinued operations | 0.1 | 0.09 | — | (0.08 | ) | |||||||||||
Net income (loss) | $ | 0.06 | $ | (0.13 | ) | $ | (0.01 | ) | $ | 0.05 | ||||||
Weighted average shares—basic | 19,709,078 | 19,749,266 | 19,917,676 | 20,034,558 | ||||||||||||
Weighted average shares—diluted | 19,738,801 | 19,749,266 | 19,917,676 | 20,124,331 | ||||||||||||
Basis_of_Presentation_Details
Basis of Presentation (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Summary of computation of basic and diluted net income (loss) per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net income (loss) from continuing operations | $1,869 | $1,965 | $3,694 | $1,304 | $2,586 | ($194) | ($4,328) | ($738) | $8,832 | ($2,674) | $9,712 |
Discontinued operations | ' | ' | ' | ' | ' | ' | ' | ' | 2,588 | 2,147 | 3 |
Net income (loss) | $1,869 | $1,965 | $6,091 | $1,495 | $1,063 | ($194) | ($2,529) | $1,133 | $11,420 | ($527) | $9,715 |
Shares used to compute basic income (loss) per share | ' | ' | ' | ' | ' | ' | ' | ' | 20,312,395 | 19,853,095 | 19,655,632 |
Dilutive potential common shares: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | 352,959 | ' | ' |
Stock options | ' | ' | ' | ' | ' | ' | ' | ' | 80,100 | ' | 57,688 |
Shares used to compute diluted income (loss) per share | 21,056,156,000 | 20,843,742,000 | 20,427,360,000 | 20,280,030,000 | 20,124,331,000 | 19,917,676,000 | 19,749,266,000 | 19,738,801,000 | 20,745,454 | 19,853,095 | 19,713,320 |
Basic per share amounts: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
(Loss) income from continuing operations (in usd per share) | $0.09 | $0.10 | $0.18 | $0.06 | ' | ' | ' | ' | $0.43 | ($0.14) | $0.49 |
Income from discontinued operations (in usd per share) | $0 | $0 | $0.12 | $0.01 | ' | ' | ' | ' | $0.13 | $0.11 | $0 |
Net income (loss) (in usd per share) | $0.09 | $0.10 | $0.30 | $0.07 | ' | ' | ' | ' | $0.56 | ($0.03) | $0.49 |
Diluted per share amounts: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
(Loss) income from continuing operations (in usd per share) | $0.09 | $0.09 | $0.18 | $0.06 | ' | ' | ' | ' | $0.43 | ($0.14) | $0.49 |
Income from discontinued operations (in usd per share) | $0 | $0 | $0.12 | $0.01 | ' | ' | ' | ' | $0.12 | $0.11 | $0 |
Net income (loss) income (in usd per share) | $0.09 | $0.09 | $0.30 | $0.07 | ' | ' | ' | ' | $0.55 | ($0.03) | $0.49 |
Basis_of_Presentation_Details_
Basis of Presentation (Details 1) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Cost | $2,767 | $2,767 |
Gross unrealized gains | 2,914 | ' |
Gross unrealized losses | ' | ' |
Estimated fair value | 5,681 | 2,767 |
Short-term investments | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Cost | 1,426 | ' |
Gross unrealized gains | 2,914 | ' |
Gross unrealized losses | ' | ' |
Estimated fair value | 4,340 | ' |
Certificates of deposit - restricted | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Cost | 1,341 | 1,341 |
Gross unrealized gains | ' | ' |
Gross unrealized losses | ' | ' |
Estimated fair value | 1,341 | 1,341 |
Available-for-sale securities | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Cost | ' | 1,426 |
Gross unrealized gains | ' | ' |
Gross unrealized losses | ' | ' |
Estimated fair value | ' | $1,426 |
Basis_of_Presentation_Details_1
Basis of Presentation (Details 2) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Summary of Property and equipment | ' | ' |
Property and equipment , gross | $4,740 | $5,669 |
Less accumulated depreciation and amortization | -3,873 | -4,881 |
Property and equipment, net | 867 | 788 |
Lab and office equipment | ' | ' |
Summary of Property and equipment | ' | ' |
Property and equipment , gross | 3,737 | 4,374 |
Leasehold improvements | ' | ' |
Summary of Property and equipment | ' | ' |
Property and equipment , gross | 387 | 145 |
Computer equipment and software | ' | ' |
Summary of Property and equipment | ' | ' |
Property and equipment , gross | $616 | $1,150 |
Basis_of_Presentation_Details_2
Basis of Presentation (Details 3) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Summary of Goodwill and Other Identifiable Intangible Assets | ' | ' |
Goodwill | $12,238 | $12,238 |
Total goodwill and other identifiable intangible assets, net | 65,337 | 68,150 |
Complete technology | ' | ' |
Summary of Goodwill and Other Identifiable Intangible Assets | ' | ' |
Definite lived intangible assets | 15,267 | 15,227 |
Less: Accumulated amortization | -2,235 | -1,473 |
Trade name | ' | ' |
Summary of Goodwill and Other Identifiable Intangible Assets | ' | ' |
Definite lived intangible assets | 2,642 | 2,642 |
Less: Accumulated amortization | -387 | -256 |
Customer relationships | ' | ' |
Summary of Goodwill and Other Identifiable Intangible Assets | ' | ' |
Definite lived intangible assets | 29,600 | 29,600 |
Less: Accumulated amortization | -4,344 | -2,864 |
Acquired in-process research and development | ' | ' |
Summary of Goodwill and Other Identifiable Intangible Assets | ' | ' |
Acquired in-process research and development | $12,556 | $13,036 |
Basis_of_Presentation_Details_3
Basis of Presentation (Details 4) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | ' | ' |
Risk-free interest rate, minimum | 1.13% | 0.83% | 1.09% |
Risk-free interest rate, maximum | 1.82% | 1.14% | 2.61% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected volatility | 70.00% | 69.00% | 69.00% |
Expected term | '6 years | '6 years | '6 years |
Forfeiture rate, minimum | 8.40% | 8.00% | 8.90% |
Forfeiture rate, maximum | 9.80% | 11.20% | 14.10% |
Basis_of_Presentation_Details_4
Basis of Presentation (Details 5) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Basis of Presentation [Line Items] | ' | ' | ' |
Share-based compensation expense | $5,666 | $4,067 | $3,351 |
Research and development expenses | ' | ' | ' |
Basis of Presentation [Line Items] | ' | ' | ' |
Share-based compensation expense | 1,705 | 1,448 | 1,072 |
General and administrative expenses | ' | ' | ' |
Basis of Presentation [Line Items] | ' | ' | ' |
Share-based compensation expense | $3,961 | $2,619 | $2,279 |
Basis_of_Presentation_Details_5
Basis of Presentation (Details Textual) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jan. 31, 2011 | Jan. 31, 2012 | Jan. 31, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Apr. 30, 2013 | Dec. 31, 2013 | Dec. 31, 2009 | Dec. 31, 2013 | Dec. 31, 2011 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |
segment | program | Stock Options | Stock Options | Stock Options | Director | Minimum | Maximum | Equipment | Equipment | CyDex | CyDex | CyDex | CyDex | CyDex | Metabasis Therapeutics | Metabasis Therapeutics | Metabasis Therapeutics | Metabasis Therapeutics | Royalty Stream and Milestone Payments Purchase Agreement with Selexis | Neurogen Corporation | Neurogen Corporation | Neurogen Corporation | IPR&D MEDI-528 | IPR&D TRPV1 | Customer Concentration Risk | Major Customer 1 | Major Customer 1 | |||
2002 Stock Incentive Plan | Vest 1/8 on the six month anniversary of the date of grant | Vest 1/48 each month for forty-two months | 2002 Stock Incentive Plan | Minimum | Maximum | Guaranteed Payment | right | right | VR1 | Accounts Receivable | Customer Concentration Risk | Customer Concentration Risk | ||||||||||||||||||
2002 Stock Incentive Plan | 2002 Stock Incentive Plan | customer | Accounts Receivable | Accounts Receivable | ||||||||||||||||||||||||||
Basis of Presentation [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated deficit | ($671,339,000) | ($682,759,000) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Working capital | -4,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period for which available resources are sufficient to satisfy company's anticipated operating and capital requirements | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common shares excluded from computation | 800,000 | 1,100,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity period of cash and cash equivalents, maximum | '3 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity period for short term investments, minimum | '3 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
FDIC insured amount | 250,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash deposits | 11,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Concentration risk, number of customers | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' |
Concentration risk, percentage of accounts receivable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.00% | 87.00% |
Reserve for obsolete inventory | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accounts receivable outstanding considered past due after period, minimum | '30 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accounts receivable outstanding considered past due after period, maximum | '90 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Allowance for doubtful accounts | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property and equipment, useful life | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation expense | 300,000 | 300,000 | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Definite lived intangibles, useful life | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization expense | 2,400,000 | 2,400,000 | 2,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Estimated amortization expense [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization Expense 2014 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization Expense 2015 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization Expense 2016 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization Expense 2017 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization Expense 2018 | 2,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intangible assets with definite lives | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 47,469,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business combination, weighted-average amortizaiton period intangible assets | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
In-process research and development | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Goodwill | 12,238,000 | 12,238,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,538,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition of intellectual property | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,600,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (loss) on asset disposal | 5,000 | -17,000 | -456,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Impairment of IPR&D | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,100,000 | 1,200,000 | ' | ' | ' |
Number of commercial license agreement programs | ' | ' | ' | 15 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,600,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Cash payment due on first anniversary of the closing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Contingent value rights fair value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Paid to CyDex shareholders | 3,571,000 | 0 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Discounted to present value using a discount rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 21.60% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair value of contingent liability | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,300,000 | 10,900,000 | ' | ' | ' | 9,100,000 | 4,200,000 | 0 | ' | ' | ' | 3,200,000 | ' | ' | ' | ' | ' | ' |
Contingent liability change in amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 600,000 | -3,400,000 | 100,000 | ' | ' | ' | -4,200,000 | 1,100,000 | -1,100,000 | ' | 500,000 | ' | 200,000 | ' | ' | ' | ' | ' |
Contingent liability, cash payment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | 8,000,000 | 2,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of contingent value rghts | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' |
Number of contingent value rights per series of contingent value rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of series of contingent value rights issued per share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Retirement of common stock held in treasury (in shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Retirement of treasury shares (in shares) | 1,118,222 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Product sales reporting period | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period allowed for return of products, minimum | '30 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period allowed for return of products, maximum | '90 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred revenue | $100,000 | $800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Award vesting period | ' | ' | ' | ' | ' | '6 months | '42 months | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Award vesting right percentage | ' | ' | ' | ' | ' | 12.50% | 2.08% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Award expiration period | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of reportable segments | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business_Combinations_Details
Business Combinations (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2011 |
In Thousands, unless otherwise specified | CyDex | ||
Business Acquisition [Line Items] | ' | ' | ' |
Cash paid to CyDex shareholders | ' | ' | $31,572 |
Estimated fair value of contingent consideration | ' | ' | 17,585 |
Total purchase consideration | ' | ' | 49,157 |
Allocation of Purchase Price (in thousands): | ' | ' | ' |
Cash | ' | ' | 85 |
Accounts receivable | ' | ' | 1,202 |
Inventory | ' | ' | 2,414 |
In-process research and development | ' | ' | 3,200 |
Intangible assets with definite lives | ' | ' | 47,469 |
Goodwill | 12,238 | 12,238 | 11,538 |
Other assets | ' | ' | 1,311 |
Liabilities assumed | ' | ' | -18,062 |
Total purchase consideration | ' | ' | $49,157 |
Business_Combinations_Details_
Business Combinations (Details 1) (CyDex, USD $) | 1 Months Ended |
In Thousands, unless otherwise specified | Jan. 31, 2011 |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Acquired Intangible Assets | $47,469 |
Complete technology | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Acquired Intangible Assets | 15,227 |
Trademark and trade name | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Acquired Intangible Assets | 2,642 |
Customer relationships | ' |
Acquired Finite-Lived Intangible Assets [Line Items] | ' |
Acquired Intangible Assets | $29,600 |
Business_Combinations_Details_1
Business Combinations (Details Textual) (USD $) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 12 Months Ended | ||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Jan. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2011 | Jan. 31, 2011 | Dec. 31, 2013 | Jan. 31, 2011 | |
CyDex | CyDex | CyDex | CyDex | CyDex | CyDex | CyDex | ||||
medication | employee_equivalent | Complete technology | Trademark and trade name | Customer relationships | Customer relationships | |||||
licensee | ||||||||||
product | ||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of FDA-approved medications | ' | ' | ' | 6 | ' | ' | ' | ' | ' | ' |
Number of licensees | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' |
Cash paid to CyDex shareholders | ' | ' | ' | $31,572,000 | ' | ' | ' | ' | ' | ' |
Percentage of related revenue | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' |
Amount exceeds to get related revenue for CyDex share holders | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' |
Percentage of related revenue additional | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' |
Aggregate CyDex-related revenue | ' | ' | ' | ' | 35,000,000 | ' | ' | ' | ' | ' |
Discount rate used to estimate future cash flows | ' | ' | ' | 21.50% | ' | ' | 20.50% | 20.50% | ' | 21.50% |
Gain (loss) on asset disposal | 5,000 | -17,000 | -456,000 | ' | 500,000 | 0 | ' | ' | ' | ' |
Number of employees required | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' |
Investments for acquiring employees | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' |
Business combination, weighted-average amortizaiton period intangible assets | ' | ' | ' | ' | '20 years | ' | ' | ' | '20 years | ' |
In-process research and development | ' | ' | ' | $3,200,000 | ' | ' | ' | ' | ' | ' |
Number of acquirees in-process research and development products | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' |
Financial_Instruments_Details
Financial Instruments (Details) (Recurring, USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | $16,086 | $13,960 |
Liabilities, fair value | 25,904 | 23,647 |
Current portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 1,712 | 356 |
Current portion of co-promote termination liability | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 4,329 | 4,327 |
Long-term portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | 10,543 |
Long-term portion of contingent liabilities - Metabasis | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 4,196 | ' |
Long-term portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 7,599 | ' |
Liability for restricted investments owed to former licensees | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 651 | 214 |
Long-term portion of co-promote termination liability | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 7,417 | 8,207 |
Current portion of co-promote termination payments receivable | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | 4,329 | 4,327 |
Short-term investments | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | 4,340 | ' |
Available-for-sale securities | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | 1,426 |
Long-term portion of co-promote termination payments receivable | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | 7,417 | 8,207 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | 4,340 | ' |
Liabilities, fair value | 4,847 | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Current portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Current portion of co-promote termination liability | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Long-term portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Long-term portion of contingent liabilities - Metabasis | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 4,196 | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Long-term portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 0 | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Liability for restricted investments owed to former licensees | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 651 | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Long-term portion of co-promote termination liability | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 0 | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Current portion of co-promote termination payments receivable | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Short-term investments | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | 4,340 | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Available-for-sale securities | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | ' |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Long-term portion of co-promote termination payments receivable | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | 0 | ' |
Liabilities, fair value | ' | 0 |
Significant Other Observable Inputs (Level 2) | Current portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | Current portion of co-promote termination liability | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | Long-term portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | Long-term portion of contingent liabilities - Metabasis | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | Long-term portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 0 | ' |
Significant Other Observable Inputs (Level 2) | Liability for restricted investments owed to former licensees | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | Long-term portion of co-promote termination liability | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 0 | ' |
Significant Other Observable Inputs (Level 2) | Current portion of co-promote termination payments receivable | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | Short-term investments | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | Available-for-sale securities | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | ' |
Significant Other Observable Inputs (Level 2) | Long-term portion of co-promote termination payments receivable | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | ' |
Significant Unobservable Inputs (Level 3) | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | 11,746 | 13,960 |
Liabilities, fair value | 21,057 | 23,647 |
Significant Unobservable Inputs (Level 3) | Current portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 1,712 | 356 |
Significant Unobservable Inputs (Level 3) | Current portion of co-promote termination liability | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 4,329 | 4,327 |
Significant Unobservable Inputs (Level 3) | Long-term portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | 10,543 |
Significant Unobservable Inputs (Level 3) | Long-term portion of contingent liabilities - Metabasis | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | ' |
Significant Unobservable Inputs (Level 3) | Long-term portion of contingent liabilities - CyDex | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 7,599 | ' |
Significant Unobservable Inputs (Level 3) | Liability for restricted investments owed to former licensees | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | ' | 214 |
Significant Unobservable Inputs (Level 3) | Long-term portion of co-promote termination liability | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Liabilities, fair value | 7,417 | 8,207 |
Significant Unobservable Inputs (Level 3) | Current portion of co-promote termination payments receivable | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | 4,329 | 4,327 |
Significant Unobservable Inputs (Level 3) | Short-term investments | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | ' |
Significant Unobservable Inputs (Level 3) | Available-for-sale securities | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | ' | 1,426 |
Significant Unobservable Inputs (Level 3) | Long-term portion of co-promote termination payments receivable | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Assets, fair value | $7,417 | $8,207 |
Financial_Instruments_Details_
Financial Instruments (Details 1) (CyDex, USD $) | 12 Months Ended | |||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | ||
Credit Derivatives [Line Items] | ' | ' | ||
Amount Of Revenue For Contingent Consideration | 15 | ' | ||
Contingent Consideration | ' | ' | ||
Credit Derivatives [Line Items] | ' | ' | ||
Revenue volatility | 25.00% | 25.00% | ||
Average of probability of commercialization | 67.60% | 68.40% | ||
Sales beta | 0.6 | 0.6 | ||
Credit rating | 'BBB | 'BBB | ||
Equity risk premium | 6.00% | 6.00% | ||
Minimum | Contingent Consideration | ' | ' | ||
Credit Derivatives [Line Items] | ' | ' | ||
Range of annual revenue subject to revenue sharing | 4.2 | [1] | 3.6 | [1] |
Maximum | Contingent Consideration | ' | ' | ||
Credit Derivatives [Line Items] | ' | ' | ||
Range of annual revenue subject to revenue sharing | 19.8 | [1] | 28.3 | [1] |
[1] | Revenue subject to revenue sharing represent management’s estimate of the range of total annual revenue subject to revenue sharing (i.e. annual revenues in excess of $15 million) through December 31, 2016, which is the term of the CVR agreement. |
Financial_Instruments_Details_1
Financial Instruments (Details 2) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Beginning Balance | $13,960 |
Assumed payments made by Pfizer or assignee | -3,310 |
Fair value adjustments recorded as unrealized gain on available-for-sale securities | 2,914 |
Fair value adjustments to co-promote termination liability | 2,522 |
Transfer of available-for-sale investments from level 3 to level 1 | -4,340 |
Ending Balance | 11,746 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Beginning Balance | 23,647 |
Assumed payments made by Pfizer or assignee | -3,310 |
Fair value adjustments for amounts owed related to restricted investments and recorded as other expense | 437 |
Payments to CVR and other former license holders | -989 |
Fair value adjustments to contingent liabilities | -599 |
Fair value adjustments to co-promote termination liability | 2,522 |
Transfer of liability for restricted investments owed to former licensees from level 3 to level 1 | -651 |
Ending Balance | $21,057 |
Avinza_CoPromotion_Details
Avinza Co-Promotion (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of co-promote termination liability | ' | ' |
Total co-promote termination liability at beginning of period | $12,534 | $21,452 |
Assumed payments made by Pfizer or assignee | -3,310 | -3,479 |
Fair value adjustments due to passage of time | 2,522 | -5,439 |
Total co-promote termination liability at end of period | 11,746 | 12,534 |
Less: current portion of co-promote termination liability as of December 31, 2013 | 4,329 | ' |
Long-term portion of co-promote termination liability as of December 31, 2013 | $7,417 | ' |
Avinza_CoPromotion_Details_Tex
Avinza Co-Promotion (Details Textual) | Dec. 31, 2013 |
Co Promotion [Line Items] | ' |
Percentage of net sales payable as royalty | 6.50% |
Scenario, Forecast | ' |
Co Promotion [Line Items] | ' |
Percentage of net sales payable as royalty | 6.00% |
Lease_Obligations_Details
Lease Obligations (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | $14,398 |
Net operating lease obligations | 12,004 |
Corporate headquarters-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Lease Termination Date | 1-Jul-19 |
Total operating lease obligations | 3,874 |
Bioscience and Technology Business Center-Lawrence, KS | ' |
Payments expected to received from sublease agreements | ' |
Lease Termination Date | 1-Dec-14 |
Total operating lease obligations | 57 |
Vacated office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Lease Termination Date | 1-Jul-15 |
Total operating lease obligations | 3,572 |
Vacated office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Lease Termination Date | 1-Aug-16 |
Total operating lease obligations | 6,895 |
Office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Lease Termination Date | 1-Jul-15 |
Net operating lease obligations | 1,451 |
Office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | 943 |
Less than 1 year | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 5,524 |
Net operating lease obligations | 4,250 |
Less than 1 year | Corporate headquarters-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 664 |
Less than 1 year | Bioscience and Technology Business Center-Lawrence, KS | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 57 |
Less than 1 year | Vacated office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 2,240 |
Less than 1 year | Vacated office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 2,563 |
Less than 1 year | Office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | 906 |
Less than 1 year | Office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | 368 |
2-3 years | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 7,045 |
Net operating lease obligations | 5,925 |
2-3 years | Corporate headquarters-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 1,381 |
2-3 years | Bioscience and Technology Business Center-Lawrence, KS | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | ' |
2-3 years | Vacated office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 1,332 |
2-3 years | Vacated office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 4,332 |
2-3 years | Office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | 545 |
2-3 years | Office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | 575 |
4-5 years | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 1,455 |
Net operating lease obligations | 1,455 |
4-5 years | Corporate headquarters-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 1,455 |
4-5 years | Bioscience and Technology Business Center-Lawrence, KS | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | ' |
4-5 years | Vacated office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | ' |
4-5 years | Vacated office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | ' |
4-5 years | Office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | ' |
4-5 years | Office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | ' |
More than 5 years | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 374 |
Net operating lease obligations | 374 |
More than 5 years | Corporate headquarters-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | 374 |
More than 5 years | Bioscience and Technology Business Center-Lawrence, KS | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | ' |
More than 5 years | Vacated office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | ' |
More than 5 years | Vacated office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Total operating lease obligations | ' |
More than 5 years | Office and research facility-San Diego, CA | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | ' |
More than 5 years | Office and research facility-Cranbury, NJ | ' |
Payments expected to received from sublease agreements | ' |
Net operating lease obligations | ' |
Lease_Obligations_Details_Text
Lease Obligations (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Operating Leased Assets [Line Items] | ' | ' | ' |
Lease expiration year, Minimum | '2014 | ' | ' |
Lease expiration year, Maximum | '2019 | ' | ' |
Percentage of increase in annual base rent, Minimum | 3.00% | ' | ' |
Percentage of increase in annual base rent, Maximum | 3.50% | ' | ' |
Lease exit costs | $560,000 | $1,022,000 | $552,000 |
Rent expense, net sublease income | 3,700,000 | 3,600,000 | ' |
Adjustment for accretion and changes in lease assumptions | 600,000 | 1,000,000 | ' |
Tenant improvement allowance | 3,200,000 | ' | ' |
Rent expense | 700,000 | 1,100,000 | 1,200,000 |
Deferred rent | 350,000 | 334,000 | ' |
Contract Termination | ' | ' | ' |
Operating Leased Assets [Line Items] | ' | ' | ' |
Lease exit costs | $5,900,000 | $9,000,000 | ' |
Segment_Reporting_Details
Segment Reporting (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Summary of segment information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Assets | $104,713 | ' | ' | ' | $104,260 | ' | ' | ' | $104,713 | $104,260 | ' |
Net revenues from external customers | 14,737 | 13,005 | 9,580 | 11,651 | 13,635 | 6,375 | 5,742 | 5,636 | 48,973 | 31,388 | 30,037 |
Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 14,943 | 193 | -878 |
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 2,663 | 2,727 | 2,790 |
Write-off of in-process research and development | ' | ' | ' | ' | ' | ' | ' | ' | 480 | ' | ' |
Income tax expense | -138 | -60 | -110 | -66 | 1,636 | -142 | -338 | 35 | -374 | 1,191 | 13,270 |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 2,077 | 2,924 | ' |
Gain on sale of Avinza Product Line before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 2,588 | 3,656 | ' |
Income tax expense from discontinuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,509 | ' |
Ligand | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary of segment information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Assets | 38,408 | ' | ' | ' | 28,731 | ' | ' | ' | 38,408 | 28,731 | ' |
Net revenues from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 21,436 | 19,582 | ' |
Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 253 | -919 | ' |
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 233 | 222 | ' |
Write-off of in-process research and development | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Income tax expense | ' | ' | ' | ' | ' | ' | ' | ' | -419 | 1,096 | ' |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 2,077 | 2,924 | ' |
Gain on sale of Avinza Product Line before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 2,588 | 3,656 | ' |
Income tax expense from discontinuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,509 | ' |
CyDex | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Summary of segment information | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total Assets | 66,305 | ' | ' | ' | 75,529 | ' | ' | ' | 66,305 | 75,529 | ' |
Net revenues from external customers | ' | ' | ' | ' | ' | ' | ' | ' | 27,537 | 11,806 | ' |
Operating income | ' | ' | ' | ' | ' | ' | ' | ' | 14,690 | 1,112 | ' |
Depreciation and amortization expense | ' | ' | ' | ' | ' | ' | ' | ' | 2,430 | 2,505 | ' |
Write-off of in-process research and development | ' | ' | ' | ' | ' | ' | ' | ' | 480 | ' | ' |
Income tax expense | ' | ' | ' | ' | ' | ' | ' | ' | 45 | 95 | ' |
Interest expense, net | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' |
Gain on sale of Avinza Product Line before income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | ' |
Income tax expense from discontinuing operations | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ' |
Financing_Arrangements_Details
Financing Arrangements (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Notes Payable, Current and Noncurrent [Abstract] | ' | ' |
Current portion of note payable | $9,109 | $14,835 |
Total long-term portion of notes payable | ' | 13,443 |
Current portion notes payable, 8.64%, due August 1, 2014 | ' | ' |
Notes Payable, Current and Noncurrent [Abstract] | ' | ' |
Current portion of note payable | 6,642 | 10,792 |
Debt Instrument, Interest Rate, Stated Percentage | 8.64% | ' |
Debt Instrument, Maturity Date | 1-Aug-14 | ' |
Current portion notes payable, 8.9012%, due August 1, 2014 | ' | ' |
Notes Payable, Current and Noncurrent [Abstract] | ' | ' |
Current portion of note payable | 2,467 | 4,043 |
Debt Instrument, Interest Rate, Stated Percentage | 8.90% | ' |
Debt Instrument, Maturity Date | 1-Aug-14 | ' |
Long-term portion notes payable, 8.64%, due August 1, 2014 | ' | ' |
Notes Payable, Current and Noncurrent [Abstract] | ' | ' |
Total long-term portion of notes payable | 0 | 9,837 |
Debt Instrument, Interest Rate, Stated Percentage | 8.64% | ' |
Debt Instrument, Maturity Date | 1-Aug-14 | ' |
Long-term portion notes payable, 8.9012%, due August 1, 2014 | ' | ' |
Notes Payable, Current and Noncurrent [Abstract] | ' | ' |
Total long-term portion of notes payable | $0 | $3,606 |
Debt Instrument, Interest Rate, Stated Percentage | 8.90% | ' |
Debt Instrument, Maturity Date | 1-Aug-14 | ' |
Financing_Arrangements_Details1
Financing Arrangements (Details 1) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Long-term Debt, Fiscal Year Maturity [Abstract] | ' |
2014 | $9,365 |
Financing_Arrangements_Details2
Financing Arrangements (Details Textual) | Dec. 31, 2013 |
Debt Disclosure [Abstract] | ' |
Additional final payment on borrowings | 6.00% |
Discontinued_Operations_Detail
Discontinued Operations (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Cash used in operating activities of discontinued operations | ($642,000) | ($900,000) | $0 |
AVINZA Product Line | ' | ' | ' |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ' | ' | ' |
Pre-tax gain (loss) from disposal of discontinued operations | $2,600,000 | $3,700,000 | $0 |
Other_Balance_Sheet_Details_De
Other Balance Sheet Details (Details) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Balance Sheet Details [Abstract] | ' | ' |
Prepaid expenses | $786 | $801 |
Other receivables | 173 | 28 |
Other current assets | $959 | $829 |
Other_Balance_Sheet_Details_De1
Other Balance Sheet Details (Details 1) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Balance Sheet Details [Abstract] | ' | ' |
Compensation | $1,929 | $1,807 |
Legal | 697 | 199 |
Other | 2,711 | 2,955 |
Accrued liabilities | $5,337 | $4,961 |
Other_Balance_Sheet_Details_De2
Other Balance Sheet Details (Details 2) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Other Balance Sheet Details [Abstract] | ' | ' |
Deferred rent | $350 | $334 |
Deposits | 345 | 538 |
Other | ' | 214 |
Other long-term liabilities | $695 | $1,086 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
Shares [Rollforward] | ' | ' | ' | ' |
Balance at Beginning of Period | 1,626,606 | 1,146,046 | 641,261 | ' |
Granted | 439,929 | 714,345 | 636,580 | ' |
Exercised | -217,069 | -86,588 | -6,072 | ' |
Forfeited | -73,978 | -118,026 | -50,782 | ' |
Cancelled | -28,779 | -29,171 | -74,941 | ' |
Balance at End of Period | 1,746,709 | 1,626,606 | 1,146,046 | 641,261 |
Exercisable at December 31, 2013 | 977,351 | ' | ' | ' |
Options vested and expected to vest as of December 31, 2013 | 1,746,709 | ' | ' | ' |
Weighted Average Exercise Price [Roll Forward] | ' | ' | ' | ' |
Balance at Beginning of Period | $14.90 | $14.61 | $21.36 | ' |
Granted | $23.61 | $14.72 | $9.98 | ' |
Exercised | $14.60 | $11.31 | $9.51 | ' |
Forfeited | $16.72 | $11.39 | $11.95 | ' |
Cancelled | $29.87 | $24.16 | $34.55 | ' |
Balance at End of Period | $16.79 | $14.90 | $14.61 | $21.36 |
Exercisable at December 31, 2013 | $15.69 | ' | ' | ' |
Options vested and expected to vest as of December 31, 2013 | $16.79 | ' | ' | ' |
Weighted Average Remaining Contractual Term in Years | '7 years 6 months 26 days | '7 years 9 months 29 days | '7 years 11 months 16 days | '7 years |
Exercisable, Weighted Average Remaining Contractual Term in Years | '6 years 10 months 13 days | ' | ' | ' |
Options vested and expected to vest, Weighted Average Remaining Contractual Term in Years | '7 years 6 months 26 days | ' | ' | ' |
Aggregate Intrinsic Value | $62,705 | $11,358 | $1,489 | $9 |
Exercisable, Aggregate Intrinsic Value | 36,232 | ' | ' | ' |
Options vested and expected to vest, Aggregate Intrinsic Value | $62,705 | ' | ' | ' |
Stockholders_Eqiuty_Details_1
Stockholders' Eqiuty (Details 1) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Range of exercise prices, lower | $6.82 |
Range of exercise prices, upper | $87.96 |
Options outstanding | 1,746,709 |
Weighted average remaining life in years | '7 years 6 months 26 days |
Weighted average exercise price | $16.79 |
Options exercisable | 977,351 |
Weighted average exercise price | $15.69 |
$6.82 – $ 10.05 | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Range of exercise prices, lower | $6.82 |
Range of exercise prices, upper | $10.05 |
Options outstanding | 459,732 |
Weighted average remaining life in years | '6 years 11 months 19 days |
Weighted average exercise price | $9.94 |
Options exercisable | 350,804 |
Weighted average exercise price | $9.92 |
10.12 – 13.53 | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Range of exercise prices, lower | $10.12 |
Range of exercise prices, upper | $13.53 |
Options outstanding | 113,684 |
Weighted average remaining life in years | '7 years 10 months 24 days |
Weighted average exercise price | $11.39 |
Options exercisable | 106,070 |
Weighted average exercise price | $11.34 |
14.47 – 14.47 | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Range of exercise prices, lower | $14.47 |
Range of exercise prices, upper | $14.47 |
Options outstanding | 489,633 |
Weighted average remaining life in years | '8 years 1 month 10 days |
Weighted average exercise price | $14.47 |
Options exercisable | 204,019 |
Weighted average exercise price | $14.47 |
16.14 – 21.00 | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Range of exercise prices, lower | $16.14 |
Range of exercise prices, upper | $21 |
Options outstanding | 199,248 |
Weighted average remaining life in years | '5 years 2 months 16 days |
Weighted average exercise price | $18.14 |
Options exercisable | 184,301 |
Weighted average exercise price | $18.11 |
21.92 – 87.96 | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' |
Range of exercise prices, lower | $21.92 |
Range of exercise prices, upper | $87.96 |
Options outstanding | 484,412 |
Weighted average remaining life in years | '8 years 6 months |
Weighted average exercise price | $26.35 |
Options exercisable | 132,157 |
Weighted average exercise price | $33 |
Stockholders_Equity_Details_2
Stockholders' Equity (Details 2) (Restricted Stock, USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Restricted Stock | ' | ' | ' |
Shares [Rollforward] | ' | ' | ' |
Nonvested at Beginning of Period | 141,561 | 115,506 | 62,146 |
Granted | 84,547 | 109,261 | 119,826 |
Vested | -85,681 | -72,194 | -59,936 |
Forfeited | -25,041 | -11,012 | -6,530 |
Nonvested at End of Period | 115,386 | 141,561 | 115,506 |
Weighted-Average Grant Date Fair Value [Roll Forward] | ' | ' | ' |
Nonvested at Beginning of Period | $12.52 | $10.63 | $13.60 |
Granted | $27.71 | $13.76 | $10.07 |
Vested | $14.59 | $11.47 | $12.47 |
Forfeited | $13.38 | $11.84 | $11.71 |
Nonvested at End of Period | $21.93 | $12.52 | $10.63 |
Stockholders_Equity_Details_Te
Stockholders' Equity (Details Textual) (USD $) | 0 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||||||||||||||||
Nov. 19, 2010 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | 31-May-12 | 29-May-09 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Public Offering | Public Offering | At the Market Equity Offering Program | 2006 Stockholder Rights Plan | Series A Preferred Stock | Stock Options | Stock Options | Stock Options | Restricted Stock | Restricted Stock | Restricted Stock | 2002 Stock Incentive Plan | 2002 Stock Incentive Plan | 2002 Stock Incentive Plan | 2002 Stock Incentive Plan | 2002 Stock Incentive Plan | 2002 Stock Incentive Plan | Employee Stock Purchase Plan | Employee Stock Purchase Plan | Employee Stock Purchase Plan | Employee Stock Purchase Plan | Employee Stock Purchase Plan | Employee Stock Purchase Plan | |||||
right | Director | Stock Options | Stock Options | Stock Options | Stock Options | Stock Options | Stock Options | Stock Options | Stock Options | ||||||||||||||||||
Vest 1/8 on the six month anniversary of the date of grant | Vest 1/48 each month for forty-two months | ||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase the number of shares under the 2002 Stock Incentive Plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,800,000 | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares available for future option grants | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Award vesting period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | '1 year | ' | ' | ' | '6 months | '42 months | ' | ' | ' | ' | ' | ' |
Award vesting right percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12.50% | 2.08% | ' | ' | ' | ' | ' | ' |
Award expiration period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | '6 months | ' | ' | ' | ' | ' |
Weighted-average grant date fair value of stock options | ' | ' | ' | ' | ' | ' | ' | ' | ' | $14.28 | $9.13 | $6.32 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Intrinsic value of options exercised | ' | ' | ' | ' | ' | ' | ' | ' | ' | $5,900,000 | $500,000 | $10,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted-average period in which cost is expected to be recognized | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years 3 months 15 days | ' | ' | '1 year 1 month 24 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash received from options exercised | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,000,000 | 1,000,000 | 58,000 |
Weighted-average grant-date fair value of restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $27.71 | $13.76 | $10.07 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unrecognized compensation cost, restricted stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Stock Purchase Plan [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares allowed to purchase in employee stock purchase plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,250 | ' | ' | ' | ' | ' |
Offering period of shares in employee stock purchase plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 months | ' | ' | ' | ' | ' |
Percentage lesser of fair market value taken as purchase price of share | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' | ' | ' | ' | ' |
Discount rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | ' |
Common stock issued under amended ESSP | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,016 | 10,763 | 7,611 | ' | ' | ' |
Stock-based compensation expense | ' | 5,666,000 | 4,067,000 | 3,351,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 44,517 | 38,000 | 13,000 | ' | ' | ' |
Revenue volatility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36.00% | 34.00% | 18.00% | ' | ' | ' |
Shares issued under employee stock purchase plan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 208,673 | ' | ' | ' | ' | ' |
Shares available for future purchases | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 79,515 | ' | ' | ' | ' | ' |
Preferred Stock [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Preferred stock authorized | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | 1,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shareholder Rights Plan and Warrants [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of rights per outstanding share of common stock | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price of warrants | ' | ' | ' | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage acquistion of company's common stock causing warrants or rights to become exercisable | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage acquistion of company's common stock from tender offer causing warrants or rights to become exercisable | ' | ' | ' | ' | ' | ' | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business combination, acquiring person discount | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants to purchase number of shares | ' | ' | ' | ' | ' | ' | ' | 0.001 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants to purchase shares, stockholder other than acquiring person, exercise price percentage | ' | ' | ' | ' | ' | ' | ' | 200.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common Stock, Shares, Issued | ' | 20,468,521 | 21,278,606 | ' | 0 | 302,750 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse Stock Split [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reverse stock split, conversion ratio | 0.1667 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Public Offering [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock issued, weighted average price per share | ' | ' | ' | ' | ' | $18.87 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from issuance of common stock, net | ' | 0 | 5,313,000 | 0 | ' | ' | 5,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Repurchase Program, Authorized Amount | ' | $5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common_Stock_Subject_to_Condit1
Common Stock Subject to Conditional Redemption - Pfizer Settlement Agreement (Details) (USD $) | 1 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Apr. 30, 1996 | Dec. 31, 2013 | Mar. 31, 2012 |
compound | |||
Common Stock Subject to Conditional Redemption - Pfizer Settlement Agreement [Abstract] | ' | ' | ' |
Exchange ratio of common shares | $74.25 | ' | ' |
Common stock redeemed | ' | 112,371 | ' |
Number of compounds covered in settlement agreement | ' | 2 | ' |
Reclassification to permanent equity | ' | ' | $8.30 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current expense (benefit): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Federal | ' | ' | ' | ' | ' | ' | ' | ' | $0 | $3 | $520 |
State | ' | ' | ' | ' | ' | ' | ' | ' | 33 | 16 | 139 |
Total Current Income Tax Benefit | ' | ' | ' | ' | ' | ' | ' | ' | 33 | 19 | 659 |
Deferred expense (benefit): | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Federal | ' | ' | ' | ' | ' | ' | ' | ' | 404 | -913 | -10,803 |
State | ' | ' | ' | ' | ' | ' | ' | ' | -63 | -297 | -3,126 |
Income tax expense from continuing operations | $138 | $60 | $110 | $66 | ($1,636) | $142 | $338 | ($35) | $374 | ($1,191) | ($13,270) |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Deferred assets: | ' | ' |
Net operating loss carryforwards | $196,421 | $198,445 |
Research and AMT credit carryforwards | 30,092 | 27,169 |
Fixed assets and intangibles | 17,293 | 23,763 |
Accrued expenses | 1,474 | 1,366 |
Contingent liabilities | 582 | 1,779 |
Deferred revenue | 760 | 1,013 |
Present value of royalties | 12,175 | 10,836 |
Organon termination asset | -4,073 | -4,503 |
Organon termination liability | 4,073 | 4,503 |
Royalty obligation | 0 | 861 |
Deferred rent | 1,634 | 2,635 |
Lease termination costs | 0 | 0 |
Capital loss carryforwards | 148 | 298 |
Other | 3,701 | 1,844 |
Deferred tax assets | 264,280 | 270,009 |
Valuation allowance for deferred tax assets | -249,470 | -254,870 |
Net deferred tax assets | 14,810 | 15,139 |
Deferred tax liabilities: | ' | ' |
Retrophin fair value adjustment | -859 | 0 |
Identified intangibles | -13,984 | -15,139 |
Identified indefinite lived intangibles | -2,639 | -2,298 |
Total | ($2,672) | ($2,298) |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Tax Expense (Benefit), Continuing Operations, Income Tax Reconciliation [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amounts computed at statutory federal rate | ' | ' | ' | ' | ' | ' | ' | ' | ($3,131) | $1,317 | $1,204 |
State taxes net of federal benefit | ' | ' | ' | ' | ' | ' | ' | ' | -293 | 196 | -2 |
Meals & entertainment | ' | ' | ' | ' | ' | ' | ' | ' | -10 | -8 | -9 |
Acquisition related transaction costs | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | -37 |
Imputed interest | ' | ' | ' | ' | ' | ' | ' | ' | -285 | -259 | -255 |
CVRs | ' | ' | ' | ' | ' | ' | ' | ' | -2,027 | 695 | -601 |
Stock-based compensation | ' | ' | ' | ' | ' | ' | ' | ' | 556 | 581 | -597 |
Expired NOLs | ' | ' | ' | ' | ' | ' | ' | ' | 0 | -6,847 | -678 |
Expired research and development credits | ' | ' | ' | ' | ' | ' | ' | ' | 641 | -1,984 | -1,200 |
R&D credit study | ' | ' | ' | ' | ' | ' | ' | ' | 3,940 | 0 | 0 |
Change in uncertain tax positions | ' | ' | ' | ' | ' | ' | ' | ' | -364 | 830 | 0 |
Rate change for changes in state law | ' | ' | ' | ' | ' | ' | ' | ' | -901 | -3,388 | 0 |
Increase in deferred tax assets from completion of 382 analysis | ' | ' | ' | ' | ' | ' | ' | ' | -786 | 53,257 | 0 |
Change in valuation allowance | ' | ' | ' | ' | ' | ' | ' | ' | 3,509 | -41,768 | 15,486 |
Other | ' | ' | ' | ' | ' | ' | ' | ' | -1,223 | -1,431 | -41 |
Income tax expense from continuing operations | ($138) | ($60) | ($110) | ($66) | $1,636 | ($142) | ($338) | $35 | ($374) | $1,191 | $13,270 |
Income_Taxes_Details_3
Income Taxes (Details 3) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ' | ' |
Balance at beginning of period | $8,067 | $8,906 |
Additions based on tax positions related to the current year | 417 | 38 |
Reductions for tax positions of prior years | ' | -877 |
Additions for tax positions of prior years | 20 | ' |
Balance at end of period | $8,504 | $8,067 |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Valuation allowance, change in amount | ($5.40) | $41.80 | ($15.40) |
Unrecognized tax benefits that would impact deferred tax assets and valuation allowance, and not impact effective tax rate | 8.5 | ' | ' |
Research Tax Credit Carryforward | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Tax credit carryforward | 18.6 | ' | ' |
California and New Jersey Research Tax Credit Carryforward | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Tax credit carryforward | 13.9 | ' | ' |
Internal Revenue Service (IRS) | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Operating loss carryforward | 555.5 | ' | ' |
State and Local Jurisdiction | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Operating loss carryforward | 173.3 | ' | ' |
Realization Of Excess Tax Benefits From Share Based Compensation | ' | ' | ' |
Operating Loss Carryforwards [Line Items] | ' | ' | ' |
Deferred Tax Assets, Excess Tax Benefits From Share Based Compensation, Amount Not Realized | 2.4 | 0.9 | ' |
Valuation allowance, change in amount | $1 | $0 | $0.10 |
Summary_of_Unaudited_Quarterly2
Summary of Unaudited Quarterly Financial Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total revenues | $14,737 | $13,005 | $9,580 | $11,651 | $13,635 | $6,375 | $5,742 | $5,636 | $48,973 | $31,388 | $30,037 |
Total operating costs and expenses | 8,310 | 9,935 | 8,066 | 7,719 | 9,363 | 7,800 | 7,557 | 6,475 | 34,030 | 31,195 | 32,617 |
Income tax expense | -138 | -60 | -110 | -66 | 1,636 | -142 | -338 | 35 | -374 | 1,191 | 13,270 |
Income from continuing operations | 1,869 | 1,965 | 3,694 | 1,304 | 2,586 | -194 | -4,328 | -738 | 8,832 | -2,674 | 9,712 |
Discontinued operations | 0 | 0 | 2,397 | 191 | -1,523 | 0 | 1,799 | 1,871 | 2,588 | 2,147 | 3 |
Net income (loss) | $1,869 | $1,965 | $6,091 | $1,495 | $1,063 | ($194) | ($2,529) | $1,133 | $11,420 | ($527) | $9,715 |
Basic per share amounts: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income (loss) from continuing operations (in usd per share) | $0.09 | $0.10 | $0.18 | $0.06 | ' | ' | ' | ' | $0.43 | ($0.14) | $0.49 |
Discontinued operations (in usd per share) | $0 | $0 | $0.12 | $0.01 | ' | ' | ' | ' | $0.13 | $0.11 | $0 |
Net income (loss) (in usd per share) | $0.09 | $0.10 | $0.30 | $0.07 | ' | ' | ' | ' | $0.56 | ($0.03) | $0.49 |
Weighted average number of common shares-basic (in shares) | 20,442,603,000 | 20,357,558,000 | 20,258,618,000 | 20,189,378,000 | 20,034,558,000 | 19,917,676,000 | 19,749,266,000 | 19,709,078,000 | 20,312,395 | 19,853,095 | 19,655,632 |
Diluted per share amounts: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income (loss) from continuing operations (in usd per share) | $0.09 | $0.09 | $0.18 | $0.06 | ' | ' | ' | ' | $0.43 | ($0.14) | $0.49 |
Discontinued operations (in usd per share) | $0 | $0 | $0.12 | $0.01 | ' | ' | ' | ' | $0.12 | $0.11 | $0 |
Net income (loss) income (in usd per share) | $0.09 | $0.09 | $0.30 | $0.07 | ' | ' | ' | ' | $0.55 | ($0.03) | $0.49 |
Weighted average number of common shares-diluted (in shares) | 21,056,156,000 | 20,843,742,000 | 20,427,360,000 | 20,280,030,000 | 20,124,331,000 | 19,917,676,000 | 19,749,266,000 | 19,738,801,000 | 20,745,454 | 19,853,095 | 19,713,320 |
Basic and diluted per share amounts: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
(Loss) income from continuing operations (in usd per share) | ' | ' | ' | ' | $0.13 | ($0.01) | ($0.22) | ($0.04) | ' | ' | ' |
Discontinued operations (in usd per share) | ' | ' | ' | ' | ($0.08) | $0 | $0.09 | $0.10 | ' | ' | ' |
Net (loss) income (in usd per share) | ' | ' | ' | ' | $0.05 | ($0.01) | ($0.13) | $0.06 | ' | ' | ' |
Subsequent_Event_Details
Subsequent Event (Details) (Onyx Pharmaceuticals, Subsequent Event, USD $) | 12 Months Ended | 3 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2013 | Mar. 31, 2014 |
Kyprolis | Scenario, Forecast | |
Subsequent Event [Line Items] | ' | ' |
Commercial milestone payment | ' | $1 |
Annual product sales | $250 | ' |