Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 04, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-33093 | |
Entity Registrant Name | LIGAND PHARMACEUTICALS INCORPORATED | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 77-0160744 | |
Entity Address, Address Line One | 3911 Sorrento Valley Boulevard, Suite 110 | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92121 | |
City Area Code | 858 | |
Local Phone Number | 550-7500 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | LGND | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 17,355,257 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0000886163 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 28,445 | $ 45,006 |
Short-term investments | 190,596 | 166,864 |
Accounts receivable, net | 27,994 | 30,424 |
Inventory | 26,906 | 13,294 |
Income taxes receivable | 0 | 4,614 |
Other current assets | 2,770 | 3,399 |
Total current assets | 276,711 | 263,601 |
Deferred income taxes, net | 8,530 | 8,530 |
Intangible assets, net | 325,377 | 342,455 |
Goodwill | 105,673 | 105,673 |
Commercial license rights, net | 10,783 | 10,182 |
Property and equipment, net | 11,382 | 12,482 |
Operating lease right-of-use assets | 11,392 | 10,914 |
Financing lease right-of-use assets | 3,762 | 4,095 |
Other assets | 4,495 | 4,736 |
Total assets | 758,105 | 762,668 |
Current liabilities: | ||
Accounts payable | 9,582 | 5,307 |
Accrued liabilities | 7,291 | 15,681 |
Income taxes payable | 11,387 | 0 |
Current operating lease liabilities | 680 | 670 |
2023 convertible senior notes, net | 0 | 76,695 |
Other current liabilities | 448 | 457 |
Total current liabilities | 29,388 | 98,810 |
Long-term contingent liabilities | 3,505 | 3,456 |
Deferred income taxes, net | 27,665 | 30,615 |
Long-term operating lease liabilities | 10,991 | 10,336 |
Other long-term liabilities | 21,664 | 21,966 |
Total liabilities | 93,213 | 165,183 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 5,000 shares authorized; zero issued and outstanding at June 30, 2023 and December 31, 2022 | 0 | 0 |
Common stock, $0.001 par value; 60,000 shares authorized; 17,352 and 16,951 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 17 | 17 |
Additional paid-in capital | 170,741 | 147,590 |
Accumulated other comprehensive loss | (967) | (984) |
Retained earnings | 495,101 | 450,862 |
Total stockholders' equity | 664,892 | 597,485 |
Total liabilities and stockholders' equity | $ 758,105 | $ 762,668 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Preferred stock authorized (in shares) | 5,000 | 5,000 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 60,000 | 60,000 |
Common stock issued (in shares) | 17,352 | 16,951 |
Common stock outstanding (in shares) | 17,352 | 16,951 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenues: | ||||
Total revenues | $ 26,366 | $ 50,126 | $ 70,345 | $ 86,642 |
Operating costs and expenses: | ||||
Cost of Captisol | 1,669 | 12,361 | 5,386 | 17,060 |
Amortization of intangibles | 8,539 | 8,550 | 17,078 | 17,130 |
Research and development | 6,854 | 8,467 | 13,517 | 17,646 |
General and administrative | 11,287 | 12,086 | 22,142 | 24,011 |
Total operating costs and expenses | 28,349 | 41,464 | 58,123 | 75,847 |
Operating (loss) income from continuing operations | (1,983) | 8,662 | 12,222 | 10,795 |
Other income (expense): | ||||
Gain (loss) from short-term investments | 3,991 | (1,909) | 43,524 | (14,786) |
Interest income | 2,320 | 298 | 3,755 | 432 |
Interest expense | (284) | (438) | (524) | (1,227) |
Other (loss) income, net | (873) | 2,048 | (270) | 4,303 |
Total other income (expense), net | 5,154 | (1) | 46,485 | (11,278) |
Income (loss) before income taxes from continuing operations | 3,171 | 8,661 | 58,707 | (483) |
Income tax (expense) benefit | (881) | 3,938 | (12,803) | 153 |
Net income (loss) from continuing operations | 2,290 | 12,599 | 45,904 | (330) |
Net loss from discontinued operations | 0 | (13,494) | (1,665) | (15,950) |
Net income (loss) | $ 2,290 | $ (895) | $ 44,239 | $ (16,280) |
Earnings per share | ||||
Basic net income (loss) from continuing operations per share (in USD per share) | $ 0.13 | $ 0.75 | $ 2.67 | $ (0.02) |
Basic net loss from discontinued operations per share (in USD per share) | 0 | (0.80) | (0.10) | (0.95) |
Basic net income (loss) per share (in USD per share) | $ 0.13 | $ (0.05) | $ 2.58 | $ (0.97) |
Shares used in basic per share calculations (in shares) | 17,276 | 16,868 | 17,170 | 16,846 |
Diluted net income (loss) from continuing operations per share (in USD per share) | $ 0.13 | $ 0.74 | $ 2.57 | $ (0.02) |
Diluted net loss from discontinued operations per share (in USD per share) | 0 | (0.79) | (0.09) | (0.95) |
Diluted net income (loss) per share (in USD per share) | $ 0.13 | $ (0.05) | $ 2.48 | $ (0.97) |
Shares used in diluted per share calculations (in shares) | 17,730 | 17,058 | 17,851 | 16,846 |
Royalties | ||||
Revenues: | ||||
Total revenues | $ 20,430 | $ 17,820 | $ 37,584 | $ 31,252 |
Captisol | ||||
Revenues: | ||||
Total revenues | 5,220 | 29,545 | 15,842 | 41,667 |
Contract revenue | ||||
Revenues: | ||||
Total revenues | $ 716 | $ 2,761 | $ 16,919 | $ 13,723 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 2,290 | $ (895) | $ 44,239 | $ (16,280) |
Unrealized net gain (loss) on available-for-sale securities, net of tax | (32) | (35) | 17 | (149) |
Comprehensive income (loss) | $ 2,258 | $ (930) | $ 44,256 | $ (16,429) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Adjustment | Common Stock | Additional paid in capital | Additional paid in capital Adjustment | Accumulated other comprehensive income (loss) | Retained earnings | Retained earnings Adjustment |
Balance at beginning of period (in shares) at Dec. 31, 2021 | 16,767 | |||||||
Balance at beginning of period at Dec. 31, 2021 | $ 821,159 | $ (15,997) | $ 17 | $ 372,969 | $ (51,130) | $ (917) | $ 449,090 | $ 35,133 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock under employee stock compensation plans, net of shares withheld for payroll taxes (in shares) | 94 | |||||||
Issuance of common stock under employee stock compensation plans, net of shares withheld for payroll taxes | (5,515) | (5,515) | ||||||
Share-based compensation | 9,044 | 9,044 | ||||||
Unrealized net gain (loss) on available-for-sale securities, net of tax | (114) | (114) | ||||||
Net Income (loss) | (15,385) | (15,385) | ||||||
Balance at end of period (in shares) at Mar. 31, 2022 | 16,861 | |||||||
Balance at end of period at Mar. 31, 2022 | 793,192 | $ 17 | 325,368 | (1,031) | 468,838 | |||
Balance at beginning of period (in shares) at Dec. 31, 2021 | 16,767 | |||||||
Balance at beginning of period at Dec. 31, 2021 | 821,159 | $ (15,997) | $ 17 | 372,969 | $ (51,130) | (917) | 449,090 | $ 35,133 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Unrealized net gain (loss) on available-for-sale securities, net of tax | (149) | |||||||
Net Income (loss) | (16,280) | (16,280) | ||||||
Balance at end of period (in shares) at Jun. 30, 2022 | 16,882 | |||||||
Balance at end of period at Jun. 30, 2022 | 802,365 | $ 17 | 335,471 | (1,066) | 467,943 | |||
Balance at beginning of period (in shares) at Mar. 31, 2022 | 16,861 | |||||||
Balance at beginning of period at Mar. 31, 2022 | 793,192 | $ 17 | 325,368 | (1,031) | 468,838 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock under employee stock compensation plans, net of shares withheld for payroll taxes (in shares) | 21 | |||||||
Issuance of common stock under employee stock compensation plans, net of shares withheld for payroll taxes | 604 | 604 | ||||||
Share-based compensation | 9,499 | 9,499 | ||||||
Unrealized net gain (loss) on available-for-sale securities, net of tax | (35) | (35) | ||||||
Net Income (loss) | (895) | (895) | ||||||
Balance at end of period (in shares) at Jun. 30, 2022 | 16,882 | |||||||
Balance at end of period at Jun. 30, 2022 | $ 802,365 | $ 17 | 335,471 | (1,066) | 467,943 | |||
Balance at beginning of period (in shares) at Dec. 31, 2022 | 16,951 | 16,951 | ||||||
Balance at beginning of period at Dec. 31, 2022 | $ 597,485 | $ 17 | 147,590 | (984) | 450,862 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock under employee stock compensation plans, net of shares withheld for payroll taxes (in shares) | 183 | |||||||
Issuance of common stock under employee stock compensation plans, net of shares withheld for payroll taxes | (762) | (762) | ||||||
Share-based compensation | 5,931 | 5,931 | ||||||
Unrealized net gain (loss) on available-for-sale securities, net of tax | 49 | 49 | ||||||
Final distribution of OmniAb | 1,665 | 1,665 | ||||||
Net Income (loss) | 41,949 | 41,949 | ||||||
Balance at end of period (in shares) at Mar. 31, 2023 | 17,134 | |||||||
Balance at end of period at Mar. 31, 2023 | $ 646,317 | $ 17 | 154,424 | (935) | 492,811 | |||
Balance at beginning of period (in shares) at Dec. 31, 2022 | 16,951 | 16,951 | ||||||
Balance at beginning of period at Dec. 31, 2022 | $ 597,485 | $ 17 | 147,590 | (984) | 450,862 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Unrealized net gain (loss) on available-for-sale securities, net of tax | 17 | |||||||
Net Income (loss) | $ 44,239 | 44,239 | ||||||
Balance at end of period (in shares) at Jun. 30, 2023 | 17,352 | 17,352 | ||||||
Balance at end of period at Jun. 30, 2023 | $ 664,892 | $ 17 | 170,741 | (967) | 495,101 | |||
Balance at beginning of period (in shares) at Mar. 31, 2023 | 17,134 | |||||||
Balance at beginning of period at Mar. 31, 2023 | 646,317 | $ 17 | 154,424 | (935) | 492,811 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of common stock under employee stock compensation plans, net of shares withheld for payroll taxes (in shares) | 218 | |||||||
Issuance of common stock under employee stock compensation plans, net of shares withheld for payroll taxes | 9,110 | 9,110 | ||||||
Share-based compensation | 7,207 | 7,207 | ||||||
Unrealized net gain (loss) on available-for-sale securities, net of tax | (32) | (32) | ||||||
Net Income (loss) | $ 2,290 | 2,290 | ||||||
Balance at end of period (in shares) at Jun. 30, 2023 | 17,352 | 17,352 | ||||||
Balance at end of period at Jun. 30, 2023 | $ 664,892 | $ 17 | $ 170,741 | $ (967) | $ 495,101 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 44,239 | $ (16,280) |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Change in estimated fair value of contingent liabilities | 108 | (1,266) |
Depreciation and amortization of intangible assets | 18,994 | 26,921 |
Amortization of premium on investments, net | (659) | 44 |
Amortization of debt discount and issuance fees | 159 | 501 |
Amortization of commercial license rights | (814) | (190) |
Gain on debt extinguishment | 0 | (3,326) |
Share-based compensation | 13,138 | 18,543 |
Deferred income taxes | (1,246) | (12,925) |
(Gain) loss from short-term investments | (43,524) | 14,786 |
Lease amortization expense | 897 | 3,054 |
Other | 153 | (67) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 2,476 | 23,208 |
Inventory | (10,966) | 9,740 |
Accounts payable and accrued liabilities | (4,960) | (4,357) |
Income tax receivable and payable | 16,001 | 9,011 |
Other assets and liabilities | (130) | (3,508) |
Net cash provided by operating activities | 33,866 | 63,889 |
Cash flows from investing activities: | ||
Purchase of short-term investments | (88,989) | (38,472) |
Proceeds from sale of short-term investments | 88,832 | 177,554 |
Proceeds from maturity of short-term investments | 20,666 | 24,830 |
Cash paid for equity method investment | 0 | (750) |
Purchase of property and equipment | (2,617) | (11,463) |
Proceeds from commercial license rights | 213 | 0 |
Other | 0 | 33 |
Net cash provided by investing activities | 18,105 | 151,732 |
Cash flows from financing activities: | ||
Repayment at maturity/repurchase of 2023 Notes | (76,854) | (223,303) |
Net proceeds from stock option exercises and ESPP | 12,535 | 1,011 |
Taxes paid related to net share settlement of equity awards | (4,187) | (5,922) |
Payments to CVR Holders | 0 | (1,416) |
Payments for OmniAb transaction costs | 0 | (206) |
Other | (26) | (27) |
Net cash used in financing activities | (68,532) | (229,863) |
Net decrease in cash, cash equivalents and restricted cash | (16,561) | (14,242) |
Cash, cash equivalents and restricted cash at beginning of period | 45,006 | 19,522 |
Cash, cash equivalents and restricted cash at end of period | 28,445 | 5,280 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 288 | 1,038 |
Taxes paid | 0 | 20 |
Supplemental schedule of non-cash activity: | ||
Accrued fixed asset purchases | 532 | 3,800 |
Accrued inventory purchases | 2,646 | 9,161 |
Unrealized gain (loss) on AFS investments, net of tax | $ 17 | $ (149) |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Business On November 1, 2022, we completed the separation (the “Separation”) of our antibody discovery business and certain related assets and liabilities (the “OmniAb Business”) through a spin-off of OmniAb to Ligand’s shareholders of record as of October 26, 2022 on a pro rata basis (the “Distribution”) and merger (the “Merger”) of OmniAb with a wholly owned subsidiary of a separate public company, OmniAb, Inc. (formerly known as Avista Public Acquisition Corp. II (“New OmniAb”)), in a Reverse Morris Trust transaction pursuant to the Agreement and Plan of Merger, dated as of March 23, 2022 (the “Merger Agreement”), and the Separation and Distribution Agreement, dated as of March 23, 2022 (the “Separation Agreement”) (the Merger Agreement and Separation Agreement, collectively with the other related transaction documents, the “Transaction Agreements”). Pursuant to the Transaction Agreements, Ligand contributed to OmniAb cash and certain assets and liabilities constituting the OmniAb Business, including but not limited to the equity interests of Ab Initio Biotherapeutics, Inc., Crystal Bioscience, Inc., Icagen, LLC, Taurus Biosciences, LLC and xCella Biosciences, Inc. After the spin-off of our OmniAb antibody discovery business, Ligand is a revenue-generating biopharmaceutical company focused on developing or acquiring technologies that help pharmaceutical companies discover and develop medicines. We operate in one business segment: development and licensing of biopharmaceutical assets. Basis of Presentation Our condensed consolidated financial statements include the financial statements of Ligand and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. We have included all adjustments, consisting only of normal recurring adjustments, which we considered necessary for a fair presentation of our financial results. These unaudited condensed consolidated financial statements and accompanying notes should be read together with the audited consolidated financial statements included in our 2022 Annual Report. Interim financial results are not necessarily indicative of the results that may be expected for the full year. Discontinued Operations The Company determined that the spin-off of the OmniAb Business in November 2022 met the criteria for classification as a discontinued operation in accordance with ASC Subtopic 205-20, Discontinued Operations (“ASC 205-20”). Accordingly, the accompanying condensed consolidated financial statements have been updated to present the results of all discontinued operations reported as a separate component of loss in the condensed consolidated statements of operations and comprehensive loss (see Note 2, Spin-off of OmniAb ). All disclosures have been adjusted to reflect continuing operations. Significant Accounting Policies We have described our significant accounting policies in Note 1, Basis of Presentation and Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements in our 2022 Annual Report. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the use of estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and the accompanying notes. Actual results may differ from those estimates. Revenue Our revenue is generated primarily from royalties on sales of products commercialized by our partners, Captisol material sales, and contract revenue for services, license fees and development, regulatory and sales based milestone payments. We apply the following five-step model in accordance with ASC 606, Revenue from Contracts with Customers , in order to determine the revenue: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Royalties We receive royalty revenue on sales by our partners of products covered by patents that we or our partners own under contractual agreements. We do not have future performance obligations under these license arrangements. We generally satisfy our obligation to grant intellectual property rights on the effective date of the contract. However, we apply the royalty recognition constraint required under the guidance for sales-based royalties which requires a royalty to be recorded no sooner than the underlying sale occurs. Therefore, royalties on sales of products commercialized by our partners are recognized in the quarter the product is sold. Our partners generally report sales information to us on a one quarter lag. Thus, we estimate the expected royalty proceeds based on an analysis of historical experience and interim data provided by our partners including their publicly announced sales. Differences between actual and estimated royalty revenues, which have not been material, are adjusted in the period in which they become known, typically the following quarter. Captisol Sales Revenue from Captisol sales is recognized when control of Captisol material is transferred or intellectual property license rights are granted to our customers in an amount that reflects the consideration we expect to receive from our customers in exchange for those products or rights. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. For Captisol material or intellectual property license rights, we consider our performance obligation satisfied once we have transferred control of the product or granted the intellectual property rights, meaning the customer has the ability to use and obtain the benefit of the Captisol material or intellectual property license right. We recognize revenue for satisfied performance obligations only when we determine there are no uncertainties regarding payment terms or transfer of control. Sales tax and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. We have elected to recognize the cost of freight and shipping when control over Captisol material has transferred to the customer as an expense in Cost of Captisol. We expense incremental costs of obtaining a contract when incurred if the expected amortization period of the asset that we would have recognized is one year or less or the amount is immaterial. We did not incur any incremental costs of obtaining a contract during the periods reported. Contract Revenue Our contracts with customers often include variable consideration in the form of contingent milestone payments. We include contingent milestone payments in the estimated transaction price when it is probable a significant reversal in the amount of cumulative revenue recognized will not occur. These estimates are based on historical experience, anticipated results and our best judgment at the time. If the contingent milestone payment is based on sales, we apply the royalty recognition constraint and record revenue when the underlying sale has taken place. Significant judgments must be made in determining the transaction price for our sales of intellectual property. Because of the risk that products in development with our partners will not reach development milestones or receive regulatory approval, we generally recognize any contingent payments that would be due to us upon the development milestone or regulatory approval. Depending on the terms of the arrangement, we may also defer a portion of the consideration received if we have to satisfy a future obligation, which typically occurs with our contracts for R&D services. In general, for R&D services, which has not been significant, we recognize revenue over time and measure our progress using an input method. The input methods we use are based on the effort we expend or costs we incur toward the satisfaction of our performance obligation. Some customer contracts are sublicenses which require that we make payments to an upstream licensor related to license fees, milestones and royalties which we receive from customers. In such cases, we evaluate the determination of gross revenue as a principal versus net revenue as an agent reporting based on each individual agreement. Deferred Revenue Depending on the terms of the arrangement, we may also defer a portion of the consideration received because we have to satisfy a future obligation. The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and customer advances and deposits (contract liabilities) on the consolidated balance sheet. Except for royalty revenue and certain service revenue, we generally receive payment at the point we satisfy our obligation or soon after. Therefore, we do not generally carry any contract asset balance. Any fees billed in advance of being earned are recorded as deferred revenue, which has not been significant. Disaggregation of Revenue The following table represents disaggregation of royalties, Captisol and contract revenue (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Royalties Kyprolis $ 8,097 $ 7,127 $ 14,325 $ 11,749 Evomela 2,357 2,394 4,907 5,095 Teriparatide injection 3,613 5,502 7,113 8,413 Rylaze 3,028 2,317 5,637 3,966 Other 3,335 480 5,602 2,029 $ 20,430 $ 17,820 $ 37,584 $ 31,252 Captisol Captisol - Core $ 5,220 $ 3,325 $ 15,842 $ 9,551 Captisol - COVID (1) — 26,220 — 32,116 $ 5,220 $ 29,545 $ 15,842 $ 41,667 Contract revenue License Fees 508 558 622 2,639 Milestone — — 15,300 5,993 Other 208 2,203 997 5,091 $ 716 $ 2,761 $ 16,919 $ 13,723 Total $ 26,366 $ 50,126 $ 70,345 $ 86,642 (1) Captisol - COVID represents revenue on Captisol supplied for use in formulation with remdesivir, an antiviral treatment for COVID-19. Short-term Investments Our short-term investments consist of the following at June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Amortized cost Gross unrealized gains Gross unrealized losses Estimated fair value Bank deposits $ 36,327 $ 7 $ (22) $ 36,312 Bond fund 83,695 — (808) 82,887 Commercial paper 18,582 1 (8) 18,575 Corporate bonds 6,197 1 (39) 6,159 Corporate equity securities 5,775 — (3,436) 2,339 Municipal bonds 1,016 — (10) 1,006 US government securities 6,916 1 (17) 6,900 Warrants — 278 — 278 $ 158,508 $ 288 $ (4,340) $ 154,456 Viking common stock 36,140 Total short-term investments $ 190,596 December 31, 2022 Bank deposits $ 5,012 $ 2 $ (34) $ 4,980 Bond fund 81,815 — (1050) 80,765 Commercial paper 7,211 3 — 7,214 Corporate bonds 6,701 13 (58) 6,656 Corporate equity securities 5,807 262 (4,239) 1,830 U.S. government securities 2,232 — (70) 2,162 Warrants — 135 — 135 $ 108,778 $ 415 $ (5,451) $ 103,742 Viking common stock 63,122 Total short-term investments $ 166,864 During the three months ended June 30, 2023, we sold 1.3 million shares of Viking common stock and recognized a realized gain of $16.6 million in total. During the six months ended June 30, 2023, we sold 4.5 million shares of Viking common stock and recognized a realized gain of $37.2 million in total. Gain (loss) from short-term investments in our condensed consolidated statements of operations includes both realized and unrealized gain (loss) from our short-term investments in public equity and warrant securities. Allowances are recorded for available-for-sale debt securities with unrealized losses. This limits the amount of credit losses that can be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and requires the reversal of previously recognized credit losses if fair value increases. The provisions of the credit losses standard did not have a material impact on our available-for-sale debt securities during the three and six months ended June 30, 2023. The following table summarizes our available-for-sale debt securities by contractual maturity (in thousands): June 30, 2023 Amortized Cost Fair Value Within one year $ 89,245 $ 89,187 After one year through five years 5,846 5,816 Total $ 95,091 $ 95,003 Our investment policy is capital preservation and we only invest in U.S.-dollar denominated investments. We held a total of 65 investments which were in an unrealized loss position with a total of $0.1 million unrealized losses as of June 30, 2023. We believe that we will collect the principal and interest due on our debt securities that have an amortized cost in excess of fair value. The unrealized losses are largely due to changes in interest rates and not to unfavorable changes in the credit quality associated with these securities that impacted our assessment on collectability of principal and interest. We do not intend to sell these securities and it is not more-likely-than-not that we will be required to sell these securities before the recovery of the amortized cost basis. Accordingly, no credit losses were recognized for the three and six months ended June 30, 2023. Accounts Receivable and Allowance for Credit Losses Our accounts receivable arise primarily from sales on credit to customers. We establish an allowance for credit losses to present the net amount of accounts receivable expected to be collected. The allowance is determined by using the loss-rate method, which requires an estimation of loss rates based upon historical loss experience adjusted for factors that are relevant to determining the expected collectability of accounts receivable. Some of these factors include macroeconomic conditions that correlate with historical loss experience, delinquency trends, aging behavior of receivables and credit and liquidity quality indicators for industry groups, customer classes or individual customers. During the three and six months ended June 30, 2023, we considered the current and expected future economic and market conditions and concluded a decrease of $0.09 million and an increase of $0.05 million of allowance for credit losses, respectively. Inventory Inventory, which consists of finished goods, is stated at the lower of cost or net realizable value. We determine cost using the specific identification method. We analyze our inventory levels periodically and write down inventory to 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 recorded against inventory for the three and six months ended June 30, 2023 and 2022. In addition to finished goods, as of June 30, 2023 inventory consists of Captisol prepayments of $5.3 million, and as of December 31, 2022 inventory consists of Captisol prepayments of $5.9 million. Goodwill and Other Identifiable Intangible Assets Goodwill and other identifiable intangible assets consist of the following (in thousands): June 30, December 31, 2023 2022 Indefinite-lived intangible assets Goodwill $ 105,673 $ 105,673 Definite lived intangible assets Complete technology 55,211 55,211 Less: accumulated amortization (24,339) (22,560) Trade name 2,642 2,642 Less: accumulated amortization (1,644) (1,577) Customer relationships 29,600 29,600 Less: accumulated amortization (18,416) (17,670) Contractual relationships 362,000 362,000 Less: accumulated amortization (79,677) (65,191) Total goodwill and other identifiable intangible assets, net $ 431,050 $ 448,128 Commercial License Rights Commercial license rights consist of the following (in thousands): June 30, 2023 December 31, 2022 Gross Adjustments (1) Net Gross Adjustments (2) Net Aziyo and CorMatrix $ 17,696 $ (8,691) $ 9,005 $ 17,696 $ (9,538) $ 8,158 Selexis and Dianomi 10,602 (8,824) 1,778 10,602 (8,578) 2,024 Total $ 28,298 $ (17,515) $ 10,783 $ 28,298 $ (18,116) $ 10,182 (1) Amounts represent accumulated amortization to principal of $11.0 million and credit loss adjustments of $6.5 million as of June 30, 2023. (2) Amounts represent accumulated amortization to principal of $11.6 million and credit loss adjustments of $6.5 million as of December 31, 2022. Commercial license rights represent a portfolio of future milestone and royalty payment rights acquired from Selexis, S.A. (Selexis) in April 2013 and April 2015, CorMatrix Cardiovascular, Inc. (CorMatrix) in May 2016, which was later acquired by Aziyo in 2017, and Dianomi Therapeutics, Inc. in January 2019. Commercial license rights acquired are accounted for as financial assets in accordance with ASC 310, Receivables, as further discussed in Note 1, Basis of Presentation and Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements in our 2022 Annual Report. We estimated the credit losses at the individual asset level by considering the performance against the programs, the company operating performance and the macroeconomic forecast. In addition, we have judgmentally applied credit loss risk factors to the future expected payments with consideration given to the timing of the payment. Given the higher inherent credit risk associated with longer term receivables, we applied a lower risk factor to the earlier years and progressively higher risk factors to the later years. During the three and six months ended June 30, 2023, we further considered the current and expected future economic and market conditions and concluded no further adjustment was needed on the allowance for credit losses as of June 30, 2023. Accrued Liabilities Accrued liabilities consist of the following (in thousands): June 30, December 31, 2023 2022 Compensation $ 2,343 $ 6,201 Subcontractor 1,756 1,756 Professional fees 807 662 Customer deposit 621 621 Supplier 268 634 Royalties owed to third parties 180 12 Amounts owed to former licensees 45 3,989 Other 1,271 1,806 Total accrued liabilities $ 7,291 $ 15,681 Share-Based Compensation Share-based compensation expense for awards to employees and non-employee directors is a non-cash expense and is recognized on a straight-line basis over the vesting period. 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): Three months ended Six months ended June 30, June 30, 2023 2022 (a) 2023 2022 (a) SBC - Research and development expenses $ 2,016 $ 2,447 $ 3,723 $ 4,643 SBC - General and administrative expenses 5,191 4,554 9,415 9,467 $ 7,207 $ 7,001 $ 13,138 $ 14,110 (a) Prior period amounts have been retrospectively adjusted to reflect the effects of the Separation. 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: Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Risk-free interest rate 3.9% 3.0% 4.1% 3.0% Dividend yield — — — — Expected volatility 49.4% 50.0% 52.6% 50.0% Expected term (years) 4.8 4.8 5.3 4.8 A limited amount of performance-based restricted stock units (PSUs) contain a market condition based on our relative total shareholder return ranked on a percentile basis against the NASDAQ Biotechnology Index over a three year performance period, with a range of 0% to 200% of the target amount granted to be issued under the award. Share-based compensation cost for these PSUs is measured using the Monte-Carlo simulation valuation model and is not adjusted for the achievement, or lack thereof, of the performance conditions. Net Income (Loss) Per Share Basic net income (loss) per share is calculated by dividing net (loss) income by the weighted average number of common shares outstanding during the period. Diluted net income per share is computed based on the sum of the weighted average number of common shares and potentially dilutive common shares outstanding during the period. Diluted net loss per share is computed based on the sum of the weighted average number of common shares outstanding during the period. Potentially dilutive common shares consist of shares issuable under the 2023 Notes, stock options and restricted stock. Although we paid off the 2023 Notes in May 2023, it wound have a dilutive impact when the average market price of our common stock exceeds the maximum conversion price during the three and six months ended June 30, 2023. It was our intent and policy to settle conversions through combination settlement, which involved payment in cash equal to the principal portion and delivery of shares of common stock for the excess of the conversion value over the principal portion. Potentially dilutive common shares from stock options and restricted stock are determined using the average share price for each period under the treasury stock method. In addition, the following amounts are assumed to be used to repurchase shares: proceeds from exercise of stock options and the average amount of unrecognized compensation expense for the awards. See Note 4, Debt and Note 6, Stockholders’ Equity . In accordance with ASC 260, Earnings per Share , if a company had a discontinuing operation, the company uses income from continuing operations, adjusted for preferred dividends and similar adjustments, as its control number to determine whether potential common shares are dilutive. The following table presents the calculation of weighted average shares used to calculate basic and diluted earnings per share (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Weighted average shares outstanding: 17,276 16,868 17,170 16,846 Dilutive potential common shares: Restricted stock 83 26 85 — Stock options 371 164 356 — 2023 convertible senior notes — — 240 — Shares used to compute diluted income per share 17,730 17,058 17,851 16,846 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 4,862 6,794 6,400 |
Spin-off of OmniAb
Spin-off of OmniAb | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Spin-off of OmniAb | Spin-off of OmniAb On March 23, 2022, we entered into the Separation Agreement to separate our OmniAb Business and the Merger Agreement, pursuant to which APAC would combine with OmniAb, and acquire Ligand's OmniAb Business, in a Reverse Morris Trust transaction (collectively, the “Transactions”). In connection with the execution of the Merger Agreement, we made organizational changes to better align our organizational structure with our strategy and operations, and management reorganized the reportable segments to better reflect how the business is evaluated by the chief operating decision maker. Beginning in the first quarter of 2022, we operated the following two reportable segments: (1) OmniAb Business and (2) Ligand core business. The OmniAb Business segment was focused on enabling the discovery of therapeutic candidates for our partners by pairing antibody repertoires generated from our proprietary transgenic animals with our OmniAb Business platform screening tools. The Ligand core business segment is a biopharmaceutical business focused on developing or acquiring technologies that help pharmaceutical companies deliver and develop medicines. After the closing date of the Transactions on November 1, 2022, the historical financial results of OmniAb have been reflected in our consolidated financial statements as discontinued operations under GAAP for all periods presented through the date of the Distribution. Pursuant to the Transaction Agreements, Ligand contributed to OmniAb cash and certain specific assets and liabilities constituting the OmniAb Business. Pursuant to the Distribution, Ligand distributed on a pro rata basis to its shareholders as of October 26, 2022 shares of the common stock of OmniAb representing 100% of Ligand’s interest in OmniAb. Immediately following the Distribution, Merger Sub merged with and into OmniAb, with OmniAb continuing as the surviving company in the Merger and as a wholly owned subsidiary of New OmniAb. The entire transaction was completed on November 1, 2022, and following the Merger, New OmniAb is an independent, publicly traded company whose common stock trades on NASDAQ under the symbol “OABI.” After the Distribution, we do not beneficially own any shares of common stock in OmniAb and no longer consolidate OmniAb into our financial results for periods ending after November 1, 2022. Discontinued operations In connection with the Merger, the Company determined its antibody discovery business qualified for discontinued operations accounting treatment in accordance with ASC 205-20. We recognized a $1.7 million tax provision adjustment related to deferred taxes during the six months ended June 30, 2023 that was attributable to the discontinued operations. There was no revenue or expenses attributable to the discontinued operations during the three months ended June 30, 2023. The following table summarizes revenue and expenses of the discontinued operations for the three and six months ended June 30, 2022 (in thousands): Three months ended June 30, 2022 Six months ended June 30, 2022 Revenues: Royalties $ 139 $ 402 Contract revenue 7,154 16,068 Total revenues 7,293 16,470 Operating costs and expenses: Amortization of intangibles 3,274 6,507 Research and development 10,651 21,779 General and administrative 2,499 8,754 Total operating costs and expenses 16,424 37,040 Loss from operations (9,131) (20,570) Other income (expense): Other income (expense), net (166) 277 Total other income (expense), net (166) 277 Loss before income tax (9,297) (20,293) Income tax (expense) benefit (4,197) 4,343 Net loss $ (13,494) $ (15,950) The following table summarizes the significant non-cash items, capital expenditures of the discontinued operations, and financing activities that are included in the consolidated statements of cash flows for the six months ended June 30, 2022 (in thousands): Six months ended June 30, 2022 Operating activities: Change in fair value of contingent consideration $ (277) Depreciation and amortization 8,132 Stock-based compensation expense 4,433 Investing activities: Purchase of property, plant and equipment (7,005) Financing activities: Payments to CVR Holders $ (1,416) Supplemental cash flow disclosures: Purchases of property, plant and equipment included in accounts payable and accrued expenses $ 3,601 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets and Liabilities Measured on a Recurring Basis The following table presents the hierarchy for our assets and liabilities measured at fair value (in thousands): June 30, 2023 December 31, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Short-term investments, excluding Viking (1) $ 9,239 $ 144,939 $ 278 $ 154,456 $ 3,992 $ 99,615 $ 135 $ 103,742 Investment in Viking common stock 36,140 — — 36,140 63,122 — — 63,122 Total assets $ 45,379 $ 144,939 $ 278 $ 190,596 $ 67,114 $ 99,615 $ 135 $ 166,864 Liabilities: CyDex contingent liabilities $ — $ — $ 85 $ 85 $ — $ — $ 84 $ 84 Metabasis contingent liabilities (2) — 3,487 — 3,487 — 3,429 — 3,429 Amounts owed to former licensor — — — — 44 — — 44 Total liabilities $ — $ 3,487 $ 85 $ 3,572 $ 44 $ 3,429 $ 84 $ 3,557 1. Excluding our investment in Viking, our short-term investments in marketable debt and equity securities are classified as available-for-sale securities based on management's intentions and are at level 2 of the fair value hierarchy, as these investment securities are valued based upon quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. Short-term investments in bond funds are valued at their net asset value (NAV) on the last day of the period. We have classified marketable securities with original maturities of greater than one year as short-term investments based upon our ability and intent to use any and all of those marketable securities to satisfy the liquidity needs of our current operations. In addition, we have investment in warrants resulting from Seelos Therapeutics Inc. milestone payments that were settled in shares during the first quarter of 2019 and are at level 3 of the fair value hierarchy, based on Black-Scholes value estimated by management on the last day of the period. 2. In connection with our acquisition of Metabasis in January 2010, we issued Metabasis stockholders four tradable CVRs, one CVR from each of four respective series of CVR, for each Metabasis share. The CVRs entitle Metabasis stockholders to cash payments as frequently as every six months as cash is received by us from proceeds from the sale or partnering of any of the Metabasis drug development programs, among other triggering events. The liability for the CVRs is determined using quoted prices in a market that is not active for the underlying CVR. 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. Several of the Metabasis drug development programs have been outlicensed to Viking, including VK2809. VK2809 is a novel selective TR-β agonist with potential in multiple indications, including hypercholesterolemia, dyslipidemia, NASH, and X-ALD. Under the terms of the agreement with Viking, we may be entitled to up to $375.0 million of development, regulatory and commercial milestones and tiered royalties on potential future sales including a $10.0 million payment upon initiation of a Phase 3 clinical trial. During the three and six months ended June 30, 2023, we adjusted the balance of the Metabasis CVR liability by increasing $0.7 million and $0.1 million to mark to market, respectively. A reconciliation of the level 3 financial instruments as of June 30, 2023 is as follows (in thousands): Fair value of level 3 financial instruments as of December 31, 2022 $ 84 Payments to CVR holders and other contingent payments (50) Fair value adjustments to contingent liabilities 51 Fair value of level 3 financial instruments as of June 30, 2023 $ 85 Assets Measured on a Non-Recurring Basis We apply fair value techniques on a non-recurring basis associated with valuing potential impairment losses related to our goodwill, indefinite-lived intangible assets and long-lived assets. We evaluate goodwill and indefinite-lived intangible assets annually for impairment and whenever circumstances occur indicating that goodwill might be impaired. We determine the fair value of our reporting unit based on a combination of inputs, including the market capitalization of Ligand, as well as Level 3 inputs such as discounted cash flows, which are not observable from the market, directly or indirectly. We determine the fair value of our indefinite-lived intangible assets using the income approach based on Level 3 inputs. There was no impairment of our goodwill, indefinite-lived assets, or long-lived assets recorded during the three and six months ended June 30, 2023 and June 30, 2022. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt 0.75% Convertible Senior Notes due 2023 In May 2018, we issued $750.0 million aggregate principal amount of 2023 Notes, bearing cash interest at a rate of 0.75% per year, payable semi-annually. The net proceeds from the offering, after deducting the initial purchasers' discount and offering expenses, were approximately $733.1 million. In connection with the issuance of the 2023 Notes, we incurred $16.9 million of issuance costs, which primarily consisted of underwriting, legal and other professional fees, and is being amortized to interest expense using the effective interest method over the five year expected life of the 2023 Notes. The effective interest rate for the three and six months ended June 30, 2023 is 0.5%. During the three months ended June 30, 2023 we recognized a total of $0.3 million in interest expense which includes $0.2 million in contractual interest expense and $0.1 million in amortized issuance costs. During the six months ended June 30, 2023 we recognized a total of $0.6 million in interest expense which includes $0.4 million in contractual interest expense and $0.2 million in amortized issuance costs. On May 15, 2023, the 2023 Notes maturity date, we paid the remaining $76.9 million principal amount and $0.3 million accrued interest in cash. Convertible Bond Hedge and Warrant Transactions In conjunction with the 2023 Notes, in May 2018, we entered into convertible bond hedges and sold warrants covering 3,018,327 shares of our common stock to minimize the impact of potential dilution to our common stock and/or offset the cash payments we were required to make in excess of the principal amount upon conversion of the 2023 Notes. The convertible bond hedges have an exercise price of $206.65 per share and were exercisable when and if the 2023 Notes were converted. We paid $140.3 million for these convertible bond hedges. If upon conversion of the 2023 Notes, the price of our common stock had been above the exercise price of the convertible bond hedges, the counterparties would have delivered shares of common stock and/or cash with an aggregate value approximately equal to the difference between the price of common stock at the conversion date and the exercise price, multiplied by the number of shares of common stock related to the convertible bond hedge transaction being exercised. The convertible bond hedges and warrants described below are separate transactions entered into by us and are not part of the terms of the 2023 Notes. Holders of the 2023 Notes and warrants did not have any rights with respect to the convertible bond hedges. Concurrently with the convertible bond hedge transactions, we entered into warrant transactions whereby we sold warrants covering approximately 3,018,327 shares of common stock with an exercise price of approximately $315.38 per share, subject to certain adjustments. We received $90.0 million for these warrants. The warrants have various expiration dates ranging from August 15, 2023 to February 6, 2024. The warrants will have a dilutive effect to the extent the market price per share of common stock exceeds the applicable exercise price of the warrants, as measured under the terms of the warrant transactions. The common stock issuable upon exercise of the warrants will be in unregistered shares, and we do not have the obligation and do not intend to file any registration statement with the SEC registering the issuance of the shares under the warrants. In January 2021, in connection with the repurchases of approximately $20.3 million in principal of the 2023 Notes for approximately $19.1 million in cash, including accrued interest of $0.1 million, during the quarter ended December 31, 2020, we entered into amendments with Barclays Bank PLC, Deutsche Bank AG, London Branch, and Goldman Sachs & Co. LLC to the convertible note hedges transactions we initially entered into in connection with the issuance of the 2023 Notes. The amendments provide that the options under the convertible note hedges corresponding to such repurchased 2023 Notes will remain outstanding notwithstanding such repurchase. During the year ended December 31, 2021, in connection with the repurchases of $152.0 million in principal of the 2023 Notes for $156.0 million in cash, including accrued interest of $0.3 million, we entered into Warrant Early Unwind Agreements and Bond Hedge Unwind Agreements with Barclays Bank PLC, Deutsche Bank AG, and Goldman Sachs & Co. LLC to unwind a portion of the convertible note hedges transactions we initially entered into in connection with the issuance of the 2023 Notes. We paid $18.4 million as part of the Warrant Early Unwind Agreements reducing the number of shares covered by the warrants from 3,018,327 to 2,559,254. |
Income Tax
Income Tax | 6 Months Ended |
Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Tax | Income TaxOur effective tax rate may vary from the U.S. federal statutory tax rate due to the change in the mix of earnings in various state jurisdictions with different statutory rates, benefits related to tax credits, and the tax impact of non-deductible expenses, stock award activities and other permanent differences between income before income taxes and taxable income. The effective tax rate for continuing operations for the three and six months ended June 30, 2023 and 2022 was 27.8% and (45.5)%, and 21.8% and 31.7%, respectively. The variance from the U.S. federal statutory tax rate of 21% for the three and six months ended June 30, 2023 was primarily due to Internal Revenue Code Section 162(m) limitation on deduction for officer compensation, non-deductible incentive stock option (ISO) related stock compensation expense, which were partially offset by foreign derived intangible income tax benefit during the period. The variance from the U.S. federal tax rate of 21% for the three and six months ended June 30, 2022 was primarily due to the tax deductions related to foreign derived intangible income tax benefit as well as the research and development tax credits, which were partially offset by Section 162(m) limitation during the period. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity We grant options and awards to employees and non-employee directors pursuant to a stockholder approved stock incentive plan, which is described in further detail in Note 9, Stockholders’ Equity , of the Notes to Consolidated Financial Statements in our 2022 Annual Report. The following is a summary of our stock option and restricted stock activity and related information: Stock Options Restricted Stock Awards Shares Weighted-Average Exercise Price Shares Weighted-Average Grant Date Fair Value Balance as of December 31, 2022 2,991,473 $ 61.31 348,453 $ 75.60 Granted 447,487 $ 74.45 201,467 $ 83.67 Options exercised/RSUs vested (297,166) $ 42.37 (164,772) $ 75.27 Forfeited (78,943) $ 63.37 (12,635) $ 59.84 Balance as of June 30, 2023 3,062,851 $ 65.02 372,513 $ 80.64 As of June 30, 2023, outstanding options to purchase 1.8 million shares were exercisable with a weighted average exercise price per share of $63.57. Employee Stock Purchase Plan The price at which common stock is purchased under the Amended Employee Stock Purchase Plan, or ESPP, is equal to 85% of the fair market value of the common stock on the first or last day of the offering period, whichever is lower. As of June 30, 2023, 32,363 shares were available for future purchases under the ESPP. At-the Market Equity Offering Program On September 30, 2022, we filed a registration statement on Form S-3 (the “Shelf Registration Statement”), which became automatically effective upon filing, covering the offering of common stock, preferred stock, debt securities, warrants and units. On September 30, 2022, we also entered into an At-The-Market Equity Offering Sales Agreement (the “Sales Agreement”) with Stifel, Nicolaus & Company, Incorporated (the “Agent”), under which we may, from time to time, sell shares of our common stock having an aggregate offering price of up to $100.0 million in “at the market” offerings through the Agent (the “ATM Offering”). The Shelf Registration Statement included a prospectus covering the offering, issuance and sale of up to $100.0 million of our common stock from time to time through the ATM Offering. The shares to be sold under the Sales Agreement may be issued and sold pursuant to the Shelf Registration Statement. To date, we have not issued any shares of common stock in the ATM Offering. Share Repurchases Our Board of Directors has approved a stock repurchase program authorizing, but not requiring, the repurchase of up to $50.0 million of our common stock from time to time through April 2026. We expect to acquire shares, if at all, primarily through open-market transactions in accordance with all applicable requirements of Rule 10b-18 under the Securities Exchange Act of 1934, as amended. The timing and amount of repurchase transactions will be determined by management based on our evaluation of market conditions, share price, legal requirements and other factors. Authorization to repurchase $50.0 million of our common stock remained available as of June 30, 2023. |
Commitment and Contingencies
Commitment and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitment and Contingencies | Commitment and Contingencies Legal Proceedings We record 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, we record the minimum estimated liability related to the claim in accordance with ASC 450, Contingencies . As additional information becomes available, we assess the potential liability related to our pending litigation and revises our estimates. Revisions in our estimates of potential liability could materially impact our results of operations. On October 31, 2019, we received three civil complaints filed in the U.S. District Court for the Northern District of Ohio on behalf of several Indian tribes. The Northern District of Ohio is the Court that the Judicial Panel on Multi-District Litigation (“JPML”) has assigned more than one thousand civil cases which have been designated as a Multi-District Litigation (“MDL”) and captioned In Re: National Prescription Opiate Litigation. The allegations in these complaints focus on the activities of defendants other than the Company and no individualized factual allegations have been advanced against us in any of the 3 complaints. We reject all claims raised in the complaints and intend to vigorously defend these matters. From time to time, we may also become subject to other legal proceedings or claims arising in the ordinary course of our business. We currently believe that none of the claims or actions pending against us is likely to have, individually or in aggregate, a material adverse effect on our business, financial condition or results of operations. Given the unpredictability inherent in litigation, however, we cannot predict the outcome of these matters. Operating Leases |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Novan On July 17, 2023, we entered into an agreement with Novan, Inc. (“Novan”) to acquire its assets for $15.0 million in cash (which agreement contemplated Novan filing for bankruptcy relief) (the “Stalking Horse Agreement”) and provide them up to $15.0 million in debtor-in-possession financing inclusive of a $3.0 million bridge loan funded on the same day. On July 17, 2023, Novan announced that it had filed for Chapter 11 reorganization and its entry into the Stalking Horse Agreement. The Stalking Horse Agreement is subject to approval by the bankruptcy court. If the Stalking Horse Agreement is approved, and our bid is the successful bid in the anticipated bankruptcy sale and auction process, we will acquire the Novan assets and will seek to out license or sell the existing development programs and commercial business assets of Novan. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||||
Net Income (loss) | $ 2,290 | $ 41,949 | $ (895) | $ (15,385) | $ 44,239 | $ (16,280) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business | Business On November 1, 2022, we completed the separation (the “Separation”) of our antibody discovery business and certain related assets and liabilities (the “OmniAb Business”) through a spin-off of OmniAb to Ligand’s shareholders of record as of October 26, 2022 on a pro rata basis (the “Distribution”) and merger (the “Merger”) of OmniAb with a wholly owned subsidiary of a separate public company, OmniAb, Inc. (formerly known as Avista Public Acquisition Corp. II (“New OmniAb”)), in a Reverse Morris Trust transaction pursuant to the Agreement and Plan of Merger, dated as of March 23, 2022 (the “Merger Agreement”), and the Separation and Distribution Agreement, dated as of March 23, 2022 (the “Separation Agreement”) (the Merger Agreement and Separation Agreement, collectively with the other related transaction documents, the “Transaction Agreements”). Pursuant to the Transaction Agreements, Ligand contributed to OmniAb cash and certain assets and liabilities constituting the OmniAb Business, including but not limited to the equity interests of Ab Initio Biotherapeutics, Inc., Crystal Bioscience, Inc., Icagen, LLC, Taurus Biosciences, LLC and xCella Biosciences, Inc. After the spin-off of our OmniAb antibody discovery business, Ligand is a revenue-generating biopharmaceutical company focused on developing or acquiring technologies that help pharmaceutical companies discover and develop medicines. We operate in one business segment: development and licensing of biopharmaceutical assets. |
Basis of Presentation | Basis of PresentationOur condensed consolidated financial statements include the financial statements of Ligand and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. We have included all adjustments, consisting only of normal recurring adjustments, which we considered necessary for a fair presentation of our financial results. These unaudited condensed consolidated financial statements and accompanying notes should be read together with the audited consolidated financial statements included in our 2022 Annual Report. Interim financial results are not necessarily indicative of the results that may be expected for the full year. |
Discontinued Operations | Discontinued Operations The Company determined that the spin-off of the OmniAb Business in November 2022 met the criteria for classification as a discontinued operation in accordance with ASC Subtopic 205-20, Discontinued Operations (“ASC 205-20”). Accordingly, the accompanying condensed consolidated financial statements have been updated to present the results of all discontinued operations reported as a separate component of loss in the condensed consolidated statements of operations and comprehensive loss (see Note 2, Spin-off of OmniAb ). All disclosures have been adjusted to reflect continuing operations. |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the use of estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and the accompanying notes. Actual results may differ from those estimates. |
Revenue | Revenue Our revenue is generated primarily from royalties on sales of products commercialized by our partners, Captisol material sales, and contract revenue for services, license fees and development, regulatory and sales based milestone payments. We apply the following five-step model in accordance with ASC 606, Revenue from Contracts with Customers , in order to determine the revenue: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Royalties We receive royalty revenue on sales by our partners of products covered by patents that we or our partners own under contractual agreements. We do not have future performance obligations under these license arrangements. We generally satisfy our obligation to grant intellectual property rights on the effective date of the contract. However, we apply the royalty recognition constraint required under the guidance for sales-based royalties which requires a royalty to be recorded no sooner than the underlying sale occurs. Therefore, royalties on sales of products commercialized by our partners are recognized in the quarter the product is sold. Our partners generally report sales information to us on a one quarter lag. Thus, we estimate the expected royalty proceeds based on an analysis of historical experience and interim data provided by our partners including their publicly announced sales. Differences between actual and estimated royalty revenues, which have not been material, are adjusted in the period in which they become known, typically the following quarter. Captisol Sales Revenue from Captisol sales is recognized when control of Captisol material is transferred or intellectual property license rights are granted to our customers in an amount that reflects the consideration we expect to receive from our customers in exchange for those products or rights. A performance obligation is considered distinct from other obligations in a contract when it provides a benefit to the customer either on its own or together with other resources that are readily available to the customer and is separately identified in the contract. For Captisol material or intellectual property license rights, we consider our performance obligation satisfied once we have transferred control of the product or granted the intellectual property rights, meaning the customer has the ability to use and obtain the benefit of the Captisol material or intellectual property license right. We recognize revenue for satisfied performance obligations only when we determine there are no uncertainties regarding payment terms or transfer of control. Sales tax and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. We have elected to recognize the cost of freight and shipping when control over Captisol material has transferred to the customer as an expense in Cost of Captisol. We expense incremental costs of obtaining a contract when incurred if the expected amortization period of the asset that we would have recognized is one year or less or the amount is immaterial. We did not incur any incremental costs of obtaining a contract during the periods reported. Contract Revenue Our contracts with customers often include variable consideration in the form of contingent milestone payments. We include contingent milestone payments in the estimated transaction price when it is probable a significant reversal in the amount of cumulative revenue recognized will not occur. These estimates are based on historical experience, anticipated results and our best judgment at the time. If the contingent milestone payment is based on sales, we apply the royalty recognition constraint and record revenue when the underlying sale has taken place. Significant judgments must be made in determining the transaction price for our sales of intellectual property. Because of the risk that products in development with our partners will not reach development milestones or receive regulatory approval, we generally recognize any contingent payments that would be due to us upon the development milestone or regulatory approval. Depending on the terms of the arrangement, we may also defer a portion of the consideration received if we have to satisfy a future obligation, which typically occurs with our contracts for R&D services. In general, for R&D services, which has not been significant, we recognize revenue over time and measure our progress using an input method. The input methods we use are based on the effort we expend or costs we incur toward the satisfaction of our performance obligation. Some customer contracts are sublicenses which require that we make payments to an upstream licensor related to license fees, milestones and royalties which we receive from customers. In such cases, we evaluate the determination of gross revenue as a principal versus net revenue as an agent reporting based on each individual agreement. Deferred Revenue |
Accounts Receivable and Allowance for Credit Losses | Accounts Receivable and Allowance for Credit LossesOur accounts receivable arise primarily from sales on credit to customers. We establish an allowance for credit losses to present the net amount of accounts receivable expected to be collected. The allowance is determined by using the loss-rate method, which requires an estimation of loss rates based upon historical loss experience adjusted for factors that are relevant to determining the expected collectability of accounts receivable. Some of these factors include macroeconomic conditions that correlate with historical loss experience, delinquency trends, aging behavior of receivables and credit and liquidity quality indicators for industry groups, customer classes or individual customers. |
Inventory | Inventory Inventory, which consists of finished goods, is stated at the lower of cost or net realizable value. We determine cost using the specific identification method. |
Commercial License Rights | Commercial License Rights Commercial license rights consist of the following (in thousands): June 30, 2023 December 31, 2022 Gross Adjustments (1) Net Gross Adjustments (2) Net Aziyo and CorMatrix $ 17,696 $ (8,691) $ 9,005 $ 17,696 $ (9,538) $ 8,158 Selexis and Dianomi 10,602 (8,824) 1,778 10,602 (8,578) 2,024 Total $ 28,298 $ (17,515) $ 10,783 $ 28,298 $ (18,116) $ 10,182 (1) Amounts represent accumulated amortization to principal of $11.0 million and credit loss adjustments of $6.5 million as of June 30, 2023. (2) Amounts represent accumulated amortization to principal of $11.6 million and credit loss adjustments of $6.5 million as of December 31, 2022. Commercial license rights represent a portfolio of future milestone and royalty payment rights acquired from Selexis, S.A. (Selexis) in April 2013 and April 2015, CorMatrix Cardiovascular, Inc. (CorMatrix) in May 2016, which was later acquired by Aziyo in 2017, and Dianomi Therapeutics, Inc. in January 2019. Commercial license rights acquired are accounted for as financial assets in accordance with ASC 310, Receivables, as further discussed in Note 1, Basis of Presentation and Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements in our 2022 Annual Report. We estimated the credit losses at the individual asset level by considering the performance against the programs, the company operating performance and the macroeconomic forecast. In addition, we have judgmentally applied credit loss risk factors to the future expected payments with consideration given to the timing of the payment. Given the higher inherent credit risk |
Share-Based Compensation | Share-Based Compensation Share-based compensation expense for awards to employees and non-employee directors is a non-cash expense and is recognized on a straight-line basis over the vesting period. 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): Three months ended Six months ended June 30, June 30, 2023 2022 (a) 2023 2022 (a) SBC - Research and development expenses $ 2,016 $ 2,447 $ 3,723 $ 4,643 SBC - General and administrative expenses 5,191 4,554 9,415 9,467 $ 7,207 $ 7,001 $ 13,138 $ 14,110 (a) Prior period amounts have been retrospectively adjusted to reflect the effects of the Separation. 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: Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Risk-free interest rate 3.9% 3.0% 4.1% 3.0% Dividend yield — — — — Expected volatility 49.4% 50.0% 52.6% 50.0% Expected term (years) 4.8 4.8 5.3 4.8 A limited amount of performance-based restricted stock units (PSUs) contain a market condition based on our relative total shareholder return ranked on a percentile basis against the NASDAQ Biotechnology Index over a three year performance period, with a range of 0% to 200% of the target amount granted to be issued under the award. Share-based compensation cost for these PSUs is measured using the Monte-Carlo simulation valuation model and is not adjusted for the achievement, or lack thereof, of the performance conditions. |
Net Income (Loss) Per Share | Net Income (Loss) Per ShareBasic net income (loss) per share is calculated by dividing net (loss) income by the weighted average number of common shares outstanding during the period. Diluted net income per share is computed based on the sum of the weighted average number of common shares and potentially dilutive common shares outstanding during the period. Diluted net loss per share is computed based on the sum of the weighted average number of common shares outstanding during the period.Potentially dilutive common shares consist of shares issuable under the 2023 Notes, stock options and restricted stock. Although we paid off the 2023 Notes in May 2023, it wound have a dilutive impact when the average market price of our common stock exceeds the maximum conversion price during the three and six months ended June 30, 2023. It was our intent and policy to settle conversions through combination settlement, which involved payment in cash equal to the principal portion and delivery of shares of common stock for the excess of the conversion value over the principal portion. Potentially dilutive common shares from stock options and restricted stock are determined using the average share price for each period under the treasury stock method. In addition, the following amounts are assumed to be used to repurchase shares: proceeds from exercise of stock options and the average amount of unrecognized compensation expense for the awards. |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Revenue by Source | The following table represents disaggregation of royalties, Captisol and contract revenue (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Royalties Kyprolis $ 8,097 $ 7,127 $ 14,325 $ 11,749 Evomela 2,357 2,394 4,907 5,095 Teriparatide injection 3,613 5,502 7,113 8,413 Rylaze 3,028 2,317 5,637 3,966 Other 3,335 480 5,602 2,029 $ 20,430 $ 17,820 $ 37,584 $ 31,252 Captisol Captisol - Core $ 5,220 $ 3,325 $ 15,842 $ 9,551 Captisol - COVID (1) — 26,220 — 32,116 $ 5,220 $ 29,545 $ 15,842 $ 41,667 Contract revenue License Fees 508 558 622 2,639 Milestone — — 15,300 5,993 Other 208 2,203 997 5,091 $ 716 $ 2,761 $ 16,919 $ 13,723 Total $ 26,366 $ 50,126 $ 70,345 $ 86,642 (1) Captisol - COVID represents revenue on Captisol supplied for use in formulation with remdesivir, an antiviral treatment for COVID-19. |
Schedule of Short-Term Investments | Our short-term investments consist of the following at June 30, 2023 and December 31, 2022 (in thousands): June 30, 2023 Amortized cost Gross unrealized gains Gross unrealized losses Estimated fair value Bank deposits $ 36,327 $ 7 $ (22) $ 36,312 Bond fund 83,695 — (808) 82,887 Commercial paper 18,582 1 (8) 18,575 Corporate bonds 6,197 1 (39) 6,159 Corporate equity securities 5,775 — (3,436) 2,339 Municipal bonds 1,016 — (10) 1,006 US government securities 6,916 1 (17) 6,900 Warrants — 278 — 278 $ 158,508 $ 288 $ (4,340) $ 154,456 Viking common stock 36,140 Total short-term investments $ 190,596 December 31, 2022 Bank deposits $ 5,012 $ 2 $ (34) $ 4,980 Bond fund 81,815 — (1050) 80,765 Commercial paper 7,211 3 — 7,214 Corporate bonds 6,701 13 (58) 6,656 Corporate equity securities 5,807 262 (4,239) 1,830 U.S. government securities 2,232 — (70) 2,162 Warrants — 135 — 135 $ 108,778 $ 415 $ (5,451) $ 103,742 Viking common stock 63,122 Total short-term investments $ 166,864 |
Schedule of Available-for-Sale Debt Securities | The following table summarizes our available-for-sale debt securities by contractual maturity (in thousands): June 30, 2023 Amortized Cost Fair Value Within one year $ 89,245 $ 89,187 After one year through five years 5,846 5,816 Total $ 95,091 $ 95,003 |
Schedule of Goodwill and Other Identifiable Intangible Assets | Goodwill and other identifiable intangible assets consist of the following (in thousands): June 30, December 31, 2023 2022 Indefinite-lived intangible assets Goodwill $ 105,673 $ 105,673 Definite lived intangible assets Complete technology 55,211 55,211 Less: accumulated amortization (24,339) (22,560) Trade name 2,642 2,642 Less: accumulated amortization (1,644) (1,577) Customer relationships 29,600 29,600 Less: accumulated amortization (18,416) (17,670) Contractual relationships 362,000 362,000 Less: accumulated amortization (79,677) (65,191) Total goodwill and other identifiable intangible assets, net $ 431,050 $ 448,128 |
Schedule of Commercial License Rights | Commercial license rights consist of the following (in thousands): June 30, 2023 December 31, 2022 Gross Adjustments (1) Net Gross Adjustments (2) Net Aziyo and CorMatrix $ 17,696 $ (8,691) $ 9,005 $ 17,696 $ (9,538) $ 8,158 Selexis and Dianomi 10,602 (8,824) 1,778 10,602 (8,578) 2,024 Total $ 28,298 $ (17,515) $ 10,783 $ 28,298 $ (18,116) $ 10,182 (1) Amounts represent accumulated amortization to principal of $11.0 million and credit loss adjustments of $6.5 million as of June 30, 2023. (2) Amounts represent accumulated amortization to principal of $11.6 million and credit loss adjustments of $6.5 million as of December 31, 2022. |
Schedule of Accrued Liabilities | Accrued liabilities consist of the following (in thousands): June 30, December 31, 2023 2022 Compensation $ 2,343 $ 6,201 Subcontractor 1,756 1,756 Professional fees 807 662 Customer deposit 621 621 Supplier 268 634 Royalties owed to third parties 180 12 Amounts owed to former licensees 45 3,989 Other 1,271 1,806 Total accrued liabilities $ 7,291 $ 15,681 |
Schedule of 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): Three months ended Six months ended June 30, June 30, 2023 2022 (a) 2023 2022 (a) SBC - Research and development expenses $ 2,016 $ 2,447 $ 3,723 $ 4,643 SBC - General and administrative expenses 5,191 4,554 9,415 9,467 $ 7,207 $ 7,001 $ 13,138 $ 14,110 (a) Prior period amounts have been retrospectively adjusted to reflect the effects of the Separation. |
Schedule of Fair-Value Options Awarded to Employees and Directors | 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: Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Risk-free interest rate 3.9% 3.0% 4.1% 3.0% Dividend yield — — — — Expected volatility 49.4% 50.0% 52.6% 50.0% Expected term (years) 4.8 4.8 5.3 4.8 |
Schedule of Computation of Basic and Diluted Earnings per Share | The following table presents the calculation of weighted average shares used to calculate basic and diluted earnings per share (in thousands): Three months ended Six months ended June 30, June 30, 2023 2022 2023 2022 Weighted average shares outstanding: 17,276 16,868 17,170 16,846 Dilutive potential common shares: Restricted stock 83 26 85 — Stock options 371 164 356 — 2023 convertible senior notes — — 240 — Shares used to compute diluted income per share 17,730 17,058 17,851 16,846 Potentially dilutive shares excluded from calculation due to anti-dilutive effect 4,862 6,794 6,400 |
Spin-off of OmniAb (Tables)
Spin-off of OmniAb (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Carrying Amounts of Major Classes of Assets and Liabilities Related to Assets Held for Sale | The following table summarizes revenue and expenses of the discontinued operations for the three and six months ended June 30, 2022 (in thousands): Three months ended June 30, 2022 Six months ended June 30, 2022 Revenues: Royalties $ 139 $ 402 Contract revenue 7,154 16,068 Total revenues 7,293 16,470 Operating costs and expenses: Amortization of intangibles 3,274 6,507 Research and development 10,651 21,779 General and administrative 2,499 8,754 Total operating costs and expenses 16,424 37,040 Loss from operations (9,131) (20,570) Other income (expense): Other income (expense), net (166) 277 Total other income (expense), net (166) 277 Loss before income tax (9,297) (20,293) Income tax (expense) benefit (4,197) 4,343 Net loss $ (13,494) $ (15,950) The following table summarizes the significant non-cash items, capital expenditures of the discontinued operations, and financing activities that are included in the consolidated statements of cash flows for the six months ended June 30, 2022 (in thousands): Six months ended June 30, 2022 Operating activities: Change in fair value of contingent consideration $ (277) Depreciation and amortization 8,132 Stock-based compensation expense 4,433 Investing activities: Purchase of property, plant and equipment (7,005) Financing activities: Payments to CVR Holders $ (1,416) Supplemental cash flow disclosures: Purchases of property, plant and equipment included in accounts payable and accrued expenses $ 3,601 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value | The following table presents the hierarchy for our assets and liabilities measured at fair value (in thousands): June 30, 2023 December 31, 2022 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Short-term investments, excluding Viking (1) $ 9,239 $ 144,939 $ 278 $ 154,456 $ 3,992 $ 99,615 $ 135 $ 103,742 Investment in Viking common stock 36,140 — — 36,140 63,122 — — 63,122 Total assets $ 45,379 $ 144,939 $ 278 $ 190,596 $ 67,114 $ 99,615 $ 135 $ 166,864 Liabilities: CyDex contingent liabilities $ — $ — $ 85 $ 85 $ — $ — $ 84 $ 84 Metabasis contingent liabilities (2) — 3,487 — 3,487 — 3,429 — 3,429 Amounts owed to former licensor — — — — 44 — — 44 Total liabilities $ — $ 3,487 $ 85 $ 3,572 $ 44 $ 3,429 $ 84 $ 3,557 1. Excluding our investment in Viking, our short-term investments in marketable debt and equity securities are classified as available-for-sale securities based on management's intentions and are at level 2 of the fair value hierarchy, as these investment securities are valued based upon quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. Short-term investments in bond funds are valued at their net asset value (NAV) on the last day of the period. We have classified marketable securities with original maturities of greater than one year as short-term investments based upon our ability and intent to use any and all of those marketable securities to satisfy the liquidity needs of our current operations. In addition, we have investment in warrants resulting from Seelos Therapeutics Inc. milestone payments that were settled in shares during the first quarter of 2019 and are at level 3 of the fair value hierarchy, based on Black-Scholes value estimated by management on the last day of the period. |
Schedule of Reconciliation of Level 3 Financial Instruments | A reconciliation of the level 3 financial instruments as of June 30, 2023 is as follows (in thousands): Fair value of level 3 financial instruments as of December 31, 2022 $ 84 Payments to CVR holders and other contingent payments (50) Fair value adjustments to contingent liabilities 51 Fair value of level 3 financial instruments as of June 30, 2023 $ 85 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Schedule of Stock Option Plan Activity | The following is a summary of our stock option and restricted stock activity and related information: Stock Options Restricted Stock Awards Shares Weighted-Average Exercise Price Shares Weighted-Average Grant Date Fair Value Balance as of December 31, 2022 2,991,473 $ 61.31 348,453 $ 75.60 Granted 447,487 $ 74.45 201,467 $ 83.67 Options exercised/RSUs vested (297,166) $ 42.37 (164,772) $ 75.27 Forfeited (78,943) $ 63.37 (12,635) $ 59.84 Balance as of June 30, 2023 3,062,851 $ 65.02 372,513 $ 80.64 |
Schedule of Restricted Stock Activity | The following is a summary of our stock option and restricted stock activity and related information: Stock Options Restricted Stock Awards Shares Weighted-Average Exercise Price Shares Weighted-Average Grant Date Fair Value Balance as of December 31, 2022 2,991,473 $ 61.31 348,453 $ 75.60 Granted 447,487 $ 74.45 201,467 $ 83.67 Options exercised/RSUs vested (297,166) $ 42.37 (164,772) $ 75.27 Forfeited (78,943) $ 63.37 (12,635) $ 59.84 Balance as of June 30, 2023 3,062,851 $ 65.02 372,513 $ 80.64 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Narrative (Details) shares in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 USD ($) position shares | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) segment position shares | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Property, Plant and Equipment [Line Items] | |||||
Number of business segments | segment | 1 | ||||
Sale of Viking common stock (in shares) | shares | 1.3 | 4.5 | |||
Gain on sale of Viking common stock | $ 16,600,000 | $ 37,200,000 | |||
Number of positions in an unrealized loss position | position | 65 | 65 | |||
Unrealized losses | $ 100,000 | $ 100,000 | |||
Credit losses related to available-for-sale debt securities | 0 | 0 | |||
Allowance for credit losses adjustment related to COVID-19 | (90,000) | 50,000 | |||
Inventory write-down | 0 | $ 0 | 0 | $ 0 | |
Inventory | 26,906,000 | $ 26,906,000 | $ 13,294,000 | ||
Restricted Stock Awards | |||||
Property, Plant and Equipment [Line Items] | |||||
Performance period for awards | 3 years | ||||
Restricted Stock Awards | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Payout range (as a percent) | 0% | ||||
Restricted Stock Awards | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Payout range (as a percent) | 200% | ||||
Captisol | |||||
Property, Plant and Equipment [Line Items] | |||||
Inventory | $ 5,300,000 | $ 5,300,000 | $ 5,900,000 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Revenue by Source (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 26,366 | $ 50,126 | $ 70,345 | $ 86,642 |
Kyprolis | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 20,430 | 17,820 | 37,584 | 31,252 |
Kyprolis | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 8,097 | 7,127 | 14,325 | 11,749 |
Evomela | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 2,357 | 2,394 | 4,907 | 5,095 |
Teriparatide injection | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 3,613 | 5,502 | 7,113 | 8,413 |
Rylaze | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 3,028 | 2,317 | 5,637 | 3,966 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 3,335 | 480 | 5,602 | 2,029 |
Captisol | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 5,220 | 29,545 | 15,842 | 41,667 |
Captisol - Core | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 5,220 | 3,325 | 15,842 | 9,551 |
Captisol - COVID | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 26,220 | 0 | 32,116 |
Contract revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 716 | 2,761 | 16,919 | 13,723 |
License Fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 508 | 558 | 622 | 2,639 |
Milestone | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | 0 | 0 | 15,300 | 5,993 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenues | $ 208 | $ 2,203 | $ 997 | $ 5,091 |
Basis of Presentation and Sum_6
Basis of Presentation and Summary of Significant Accounting Policies - Investment Categories (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | $ 158,508 | $ 108,778 |
Gross unrealized gains | 288 | 415 |
Gross unrealized losses | (4,340) | (5,451) |
Estimated fair value | 154,456 | 103,742 |
Total short-term investments | 190,596 | 166,864 |
Bank deposits | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 36,327 | 5,012 |
Gross unrealized gains | 7 | 2 |
Gross unrealized losses | (22) | (34) |
Estimated fair value | 36,312 | 4,980 |
Bond fund | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 83,695 | 81,815 |
Gross unrealized gains | 0 | 0 |
Gross unrealized losses | (808) | (1,050) |
Estimated fair value | 82,887 | 80,765 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 18,582 | 7,211 |
Gross unrealized gains | 1 | 3 |
Gross unrealized losses | (8) | 0 |
Estimated fair value | 18,575 | 7,214 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 6,197 | 6,701 |
Gross unrealized gains | 1 | 13 |
Gross unrealized losses | (39) | (58) |
Estimated fair value | 6,159 | 6,656 |
Corporate equity securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 5,775 | 5,807 |
Gross unrealized gains | 0 | 262 |
Gross unrealized losses | (3,436) | (4,239) |
Estimated fair value | 2,339 | 1,830 |
Municipal bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 1,016 | |
Gross unrealized gains | 0 | |
Gross unrealized losses | (10) | |
Estimated fair value | 1,006 | |
US government securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 6,916 | 2,232 |
Gross unrealized gains | 1 | 0 |
Gross unrealized losses | (17) | (70) |
Estimated fair value | 6,900 | 2,162 |
Warrants | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized cost | 0 | 0 |
Gross unrealized gains | 278 | 135 |
Gross unrealized losses | 0 | 0 |
Estimated fair value | 278 | 135 |
Common Stock | ||
Debt Securities, Available-for-sale [Line Items] | ||
Viking common stock | $ 36,140 | $ 63,122 |
Basis of Presentation and Sum_7
Basis of Presentation and Summary of Significant Accounting Policies - Available-for-Sale Debt Securities by Contractual Maturity (Details) $ in Thousands | Jun. 30, 2023 USD ($) |
Amortized Cost | |
Within one year | $ 89,245 |
After one year through five years | 5,846 |
Total | 95,091 |
Fair Value | |
Within one year | 89,187 |
After one year through five years | 5,816 |
Total | $ 95,003 |
Basis of Presentation and Sum_8
Basis of Presentation and Summary of Significant Accounting Policies - Goodwill and Other Identifiable Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Summary of Goodwill and Other Identifiable Intangible Assets | ||
Goodwill | $ 105,673 | $ 105,673 |
Total goodwill and other identifiable intangible assets, net | 431,050 | 448,128 |
Complete technology | ||
Summary of Goodwill and Other Identifiable Intangible Assets | ||
Definite lived intangible assets | 55,211 | 55,211 |
Less: accumulated amortization | (24,339) | (22,560) |
Trade name | ||
Summary of Goodwill and Other Identifiable Intangible Assets | ||
Definite lived intangible assets | 2,642 | 2,642 |
Less: accumulated amortization | (1,644) | (1,577) |
Customer relationships | ||
Summary of Goodwill and Other Identifiable Intangible Assets | ||
Definite lived intangible assets | 29,600 | 29,600 |
Less: accumulated amortization | (18,416) | (17,670) |
Contractual relationships | ||
Summary of Goodwill and Other Identifiable Intangible Assets | ||
Definite lived intangible assets | 362,000 | 362,000 |
Less: accumulated amortization | $ (79,677) | $ (65,191) |
Basis of Presentation and Sum_9
Basis of Presentation and Summary of Significant Accounting Policies - Commercial License Rights (Details) - Commercial license rights - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Commercial License and Other Economic Rights | ||
Gross | $ 28,298 | $ 28,298 |
Adjustments | (17,515) | (18,116) |
Net | 10,783 | 10,182 |
Accumulated amortization on finite-lived intangible assets | 11,000 | 11,600 |
Credit loss adjustments of finite-lived intangible assets | (6,500) | (6,500) |
Aziyo and CorMatrix | ||
Commercial License and Other Economic Rights | ||
Gross | 17,696 | 17,696 |
Adjustments | (8,691) | (9,538) |
Net | 9,005 | 8,158 |
Selexis and Dianomi | ||
Commercial License and Other Economic Rights | ||
Gross | 10,602 | 10,602 |
Adjustments | (8,824) | (8,578) |
Net | $ 1,778 | $ 2,024 |
Basis of Presentation and Su_10
Basis of Presentation and Summary of Significant Accounting Policies - Accrued Liabilities and Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued Liabilities | ||
Compensation | $ 2,343 | $ 6,201 |
Subcontractor | 1,756 | 1,756 |
Professional fees | 807 | 662 |
Customer deposit | 621 | 621 |
Supplier | 268 | 634 |
Royalties owed to third parties | 180 | 12 |
Amounts owed to former licensees | 45 | 3,989 |
Other | 1,271 | 1,806 |
Accrued liabilities | $ 7,291 | $ 15,681 |
Basis of Presentation and Su_11
Basis of Presentation and Summary of Significant Accounting Policies - Accounting for Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Basis of Presentation [Line Items] | ||||
Share-based compensation expense | $ 7,207 | $ 7,001 | $ 13,138 | $ 14,110 |
SBC - Research and development expenses | ||||
Basis of Presentation [Line Items] | ||||
Share-based compensation expense | 2,016 | 2,447 | 3,723 | 4,643 |
SBC - General and administrative expenses | ||||
Basis of Presentation [Line Items] | ||||
Share-based compensation expense | $ 5,191 | $ 4,554 | $ 9,415 | $ 9,467 |
Basis of Presentation and Su_12
Basis of Presentation and Summary of Significant Accounting Policies - Fair Value Valuation Assumptions (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Risk-free interest rate (as a percent) | 3.90% | 3% | 4.10% | 3% |
Dividend yield (as a percent) | 0% | 0% | 0% | 0% |
Expected volatility (as a percent) | 49.40% | 50% | 52.60% | 50% |
Expected term (years) | 4 years 9 months 18 days | 4 years 9 months 18 days | 5 years 3 months 18 days | 4 years 9 months 18 days |
Basis of Presentation and Su_13
Basis of Presentation and Summary of Significant Accounting Policies - Earnings (Loss) Per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Weighted average shares outstanding (in shares) | 17,276 | 16,868 | 17,170 | 16,846 |
Dilutive potential common shares: | ||||
Shares used to compute diluted income per share (in shares) | 17,730 | 17,058 | 17,851 | 16,846 |
Potentially dilutive shares excluded from calculation due to anti-dilutive effect (in shares) | 4,862 | 6,794 | 6,400 | |
Restricted stock | ||||
Dilutive potential common shares: | ||||
Dilutive potential common shares (in shares) | 83 | 26 | 85 | 0 |
Stock Options | ||||
Dilutive potential common shares: | ||||
Dilutive potential common shares (in shares) | 371 | 164 | 356 | 0 |
2023 convertible senior notes | ||||
Dilutive potential common shares: | ||||
Dilutive potential common shares (in shares) | 0 | 0 | 240 | 0 |
Spin-off of OmniAb - Narrative
Spin-off of OmniAb - Narrative (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 position | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Oct. 26, 2022 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||
Net loss from discontinued operations | $ | $ 0 | $ 13,494 | $ 1,665 | $ 15,950 | ||
Number of reportable segments | position | 2 | |||||
Discontinued operations | ||||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||||
Disposal group, including discontinued operation, percentage of voting interests disposed | 1 |
Spin-off of OmniAb - Schedule o
Spin-off of OmniAb - Schedule of revenue and expenses of the discontinued operations (Details) - Discontinued operations - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2022 | |
Revenues: | |||
Total revenues | $ 0 | $ 7,293,000 | $ 16,470,000 |
Operating costs and expenses: | |||
Amortization of intangibles | 3,274,000 | 6,507,000 | |
Research and development | 10,651,000 | 21,779,000 | |
General and administrative | 2,499,000 | 8,754,000 | |
Total operating costs and expenses | $ 0 | 16,424,000 | 37,040,000 |
Loss from operations | (9,131,000) | (20,570,000) | |
Other income (expense): | |||
Other income (expense), net | (166,000) | 277,000 | |
Total other income (expense), net | (166,000) | 277,000 | |
Loss before income tax | (9,297,000) | (20,293,000) | |
Income tax (expense) benefit | (4,197,000) | 4,343,000 | |
Net loss | (13,494,000) | (15,950,000) | |
Kyprolis | |||
Revenues: | |||
Total revenues | 139,000 | 402,000 | |
Contract revenue | |||
Revenues: | |||
Total revenues | $ 7,154,000 | $ 16,068,000 |
Spin-off of OmniAb - Schedule_2
Spin-off of OmniAb - Schedule of non-cash items and capital expenditures of the discontinued operations (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Financing activities: | ||
Payments to CVR Holders | $ 0 | $ (1,416) |
Discontinued operations | ||
Operating activities: | ||
Change in fair value of contingent consideration | (277) | |
Depreciation and amortization | 8,132 | |
Stock-based compensation expense | 4,433 | |
Investing activities: | ||
Purchase of property, plant and equipment | (7,005) | |
Financing activities: | ||
Payments to CVR Holders | (1,416) | |
Supplemental cash flow disclosures: | ||
Purchases of property, plant and equipment included in accounts payable and accrued expenses | $ 3,601 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Jan. 31, 2010 contingent_value_right | Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Number of CVR Series | contingent_value_right | 4 | |||
Transferred over Time | Phase 3 clinical trial | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Gross contract asset | $ 10,000 | $ 10,000 | ||
Maximum | Transferred over Time | Development, regulatory, & commercial milestones and tiered royalties | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments | 375,000 | 375,000 | ||
Metabasis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Number of CVRs issued per acquiree share | contingent_value_right | 4 | |||
Number of CVRs issued from each CVR series | contingent_value_right | 1 | |||
Frequency of cash payments to CVR holders | 6 months | |||
Mark-to-market adjustment of CVR liability | 700 | 100 | ||
Recurring | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment in Viking common stock | 36,140 | 36,140 | $ 63,122 | |
Total assets | 190,596 | 190,596 | 166,864 | |
Amounts owed to former licensor | 0 | 0 | 44 | |
Total liabilities | 3,572 | 3,572 | 3,557 | |
Recurring | Short-term investments, excluding Viking | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, fair value | 154,456 | 154,456 | 103,742 | |
Recurring | Contingent liabilities | CyDex | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent liabilities | 85 | 85 | 84 | |
Recurring | Contingent liabilities | Metabasis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent liabilities | 3,487 | 3,487 | 3,429 | |
Recurring | Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment in Viking common stock | 63,122 | |||
Total assets | 45,379 | 45,379 | 67,114 | |
Amounts owed to former licensor | 0 | 0 | 44 | |
Total liabilities | 0 | 0 | 44 | |
Recurring | Level 1 | Short-term investments, excluding Viking | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, fair value | 9,239 | 9,239 | 3,992 | |
Recurring | Level 1 | Contingent liabilities | CyDex | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent liabilities | 0 | 0 | 0 | |
Recurring | Level 1 | Contingent liabilities | Metabasis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent liabilities | 0 | 0 | 0 | |
Recurring | Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment in Viking common stock | 0 | 0 | 0 | |
Total assets | 144,939 | 144,939 | 99,615 | |
Amounts owed to former licensor | 0 | 0 | 0 | |
Total liabilities | 3,487 | 3,487 | 3,429 | |
Recurring | Level 2 | Short-term investments, excluding Viking | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, fair value | 144,939 | 144,939 | 99,615 | |
Recurring | Level 2 | Contingent liabilities | CyDex | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent liabilities | 0 | 0 | 0 | |
Recurring | Level 2 | Contingent liabilities | Metabasis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent liabilities | 3,487 | 3,487 | 3,429 | |
Recurring | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investment in Viking common stock | 0 | 0 | 0 | |
Total assets | 278 | 278 | 135 | |
Amounts owed to former licensor | 0 | 0 | 0 | |
Total liabilities | 85 | 85 | 84 | |
Recurring | Level 3 | Short-term investments, excluding Viking | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Investments, fair value | 278 | 278 | 135 | |
Recurring | Level 3 | Contingent liabilities | CyDex | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent liabilities | 85 | 85 | 84 | |
Recurring | Level 3 | Contingent liabilities | Metabasis | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Contingent liabilities | $ 0 | $ 0 | $ 0 |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Level 3 Financial Instruments (Details) - Level 3 $ in Thousands | 6 Months Ended |
Jun. 30, 2023 USD ($) | |
Financial and Nonfinancial Liabilities, Fair Value Disclosure [Roll Forward] | |
Fair value of level 3 financial instruments as of December 31, 2022 | $ 84 |
Payments to CVR holders and other contingent payments | (50) |
Fair value adjustments to contingent liabilities | 51 |
Fair value of level 3 financial instruments as of June 30, 2023 | $ 85 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | ||||
Goodwill and intangible asset impairment | $ 0 | $ 0 | $ 0 | $ 0 |
Tangible asset impairment charges | $ 0 | $ 0 | $ 0 | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) $ / shares in Units, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
May 15, 2023 USD ($) | Nov. 15, 2022 | Aug. 31, 2022 USD ($) | Jan. 31, 2021 USD ($) | May 31, 2018 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Dec. 31, 2021 USD ($) shares | |
Debt Instrument [Line Items] | |||||||||
Payments to unwind warrants | $ 18.4 | ||||||||
2023 convertible senior notes | Convertible Notes | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate (as a percent) | 0.75% | ||||||||
Principal amount | $ 750 | ||||||||
Proceeds from debt, net of issuance costs | $ 733.1 | ||||||||
Debt issuance costs | $ 16.9 | $ 16.9 | |||||||
Term of debt instrument | 5 years | ||||||||
Effective interest rate (as a percent) | 0.50% | 0.50% | |||||||
Total interest expense | $ 0.3 | $ 0.6 | |||||||
Contractual interest expense | 0.2 | 0.4 | |||||||
Amortized issuance costs | $ 0.1 | $ 0.2 | |||||||
Payment of accrued interest | $ 0.3 | ||||||||
Maturities of debt | $ 76.9 | ||||||||
Securities called by warrants (in shares) | shares | 3,018,327 | 2,559,254 | |||||||
Initial conversion price (in USD per share) | $ / shares | $ 206.65 | ||||||||
Payments for convertible bond hedges | $ 140.3 | ||||||||
Exercise price (dollars per share) | $ / shares | $ 315.38 | ||||||||
Value of warrants issued | $ 90 | ||||||||
Repurchased amount of debt instrument | $ 20.3 | $ 152 | |||||||
Repayments of notes | 19.1 | 156 | |||||||
Accrued interest portion of repurchased amount of debt instrument | $ 0.1 | $ 0.4 | $ 0.3 | ||||||
2023 convertible senior notes | Convertible Notes | Minimum | |||||||||
Debt Instrument [Line Items] | |||||||||
Initial conversion rate (shares per $1,000) | 0.004839 | ||||||||
2023 convertible senior notes | Convertible Notes | Maximum | |||||||||
Debt Instrument [Line Items] | |||||||||
Initial conversion rate (shares per $1,000) | 0.0062907 | ||||||||
2023 convertible senior notes | Convertible Notes | Notes repurchased in August 2022 | |||||||||
Debt Instrument [Line Items] | |||||||||
Repayments of notes | $ 223.7 | ||||||||
Repurchased amount of debt instrument | $ 227.8 |
Income Tax (Details)
Income Tax (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate (as a percent) | 27.80% | (45.50%) | 21.80% | 31.70% |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Plan and Restricted Stock Activity (Details) | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Stock Options | |
Shares | |
Balance at beginning of period (in shares) | shares | 2,991,473 |
Granted (in shares) | shares | 447,487 |
Options exercised (in shares) | shares | (297,166) |
Forfeited (in shares) | shares | (78,943) |
Balance at end of period (in shares) | shares | 3,062,851 |
Weighted-Average Exercise Price | |
Balance at beginning of period (in USD per share) | $ / shares | $ 61.31 |
Granted (in USD per share) | $ / shares | 74.45 |
Options exercised (in USD per share) | $ / shares | 42.37 |
Forfeited (in USD per share) | $ / shares | 63.37 |
Balance at end of period (in USD per share) | $ / shares | $ 65.02 |
Restricted Stock Awards | |
Restricted Stock Awards | |
Nonvested at beginning of period (in shares) | shares | 348,453 |
Granted (in shares) | shares | 201,467 |
RSUs vested (in shares) | shares | (164,772) |
Forfeited (in shares) | shares | (12,635) |
Nonvested at end of period (in shares) | shares | 372,513 |
Weighted-Average Grant Date Fair Value | |
Nonvested at beginning of period (in USD per share) | $ / shares | $ 75.60 |
Granted (in USD per share) | $ / shares | 83.67 |
RSUs vested (in USD per share) | $ / shares | 75.27 |
Forfeited (in USD per share) | $ / shares | 59.84 |
Nonvested at end of period (in USD per share) | $ / shares | $ 80.64 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) $ / shares in Units, $ in Millions | 6 Months Ended |
Jun. 30, 2023 USD ($) $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Outstanding options that are exercisable (in shares) | shares | 1,800,000 |
Outstanding options that are exercisable, weighted average exercise price (in USD per share) | $ / shares | $ 63.57 |
Employee Stock Purchase Plan | |
Authorized stock repurchase amount | $ 50 |
Remaining authorized stock repurchase amount | 50 |
At-the Market Equity Offering | |
Employee Stock Purchase Plan | |
Sale of stock, authorized offering amount | $ 100 |
Employee Stock Purchase Plan | |
Employee Stock Purchase Plan | |
Share purchase price as percent of market price (as a percent) | 85% |
Shares available for future purchases (in shares) | shares | 32,363 |
Commitment and Contingencies -
Commitment and Contingencies - Narrative (Details) $ in Millions | 6 Months Ended | |
Oct. 31, 2019 civil_complaint | Jun. 30, 2023 USD ($) | |
Loss Contingencies [Line Items] | ||
Increase in operating lease assets | $ 1.1 | |
Increase in operating lease liabilities | $ 1.1 | |
US District Court for the Northern District of Ohio | ||
Loss Contingencies [Line Items] | ||
Number of civil complaints filed against entity | civil_complaint | 3 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - Novan, Inc. $ in Thousands | Jul. 17, 2023 USD ($) |
Subsequent Event [Line Items] | |
Cash payments for acquisition | $ 15,000 |
Liabilities incurred | 15,000 |
Bridge Loan | |
Subsequent Event [Line Items] | |
Liabilities incurred | $ 3,000 |
Uncategorized Items - lgnd-2023
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2020-06 [Member] |