Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Jun. 30, 2015 | Jul. 29, 2015 | |
Entity Information [Line Items] | ||
Entity Registrant Name | ALEXION PHARMACEUTICALS INC | |
Entity Central Index Key | 899,866 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 226,154,636 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Assets | ||
Cash and cash equivalents | $ 1,322,123 | $ 943,999 |
Marketable securities | 172,229 | 1,017,567 |
Trade accounts receivable, net | 535,824 | 432,888 |
Inventories | 234,347 | 176,441 |
Prepaid expenses and other current assets | 268,715 | 225,134 |
Total current assets | 2,533,238 | 2,796,029 |
Property, plant and equipment, net | 555,388 | 392,248 |
Intangible assets, net | 4,824,520 | 587,046 |
Goodwill | 5,007,142 | 254,073 |
Other assets | 247,431 | 172,566 |
Total assets | 13,167,719 | 4,201,962 |
Liabilities and Stockholders' Equity | ||
Accounts payable | 47,039 | 44,016 |
Accrued expenses | 407,345 | 395,232 |
Deferred revenue | 88,366 | 58,837 |
Current portion of long-term debt | 131,250 | 48,000 |
Deferred Tax Liabilities, Net, Current | 42,018 | 12,476 |
Other current liabilities | 53,151 | 48,179 |
Total current liabilities | 769,169 | 606,740 |
Long-term debt, less current portioon | 3,368,750 | 9,500 |
Contingent consideration | 129,546 | 116,425 |
Facility lease obligation | 129,560 | 107,099 |
Other liabilities | 217,823 | 60,180 |
Total liabilities | $ 4,614,848 | $ 899,944 |
Commitments and contingencies (Note 18) | ||
Stockholders' Equity: | ||
Preferred stock, $0.0001 par value; 5,000 shares authorized, no shares issued or outstanding | $ 0 | $ 0 |
Common stock, $0.0001 par value; 290,000 shares authorized; 229,371 and 201,944 shares issued at June 30, 2015 and December 31, 2014, respectively | 23 | 20 |
Additional paid-in capital | 7,659,311 | 2,592,167 |
Treasury stock, at cost, 3,354 and 2,888 shares at June 30, 2015 and December 31, 2014, respectively | (466,527) | (382,964) |
Accumulated other comprehensive loss | 62,516 | 56,785 |
Retained earnings | 1,297,548 | 1,036,010 |
Total stockholders' equity | 8,552,871 | 3,302,018 |
Total liabilities and stockholders' equity | $ 13,167,719 | $ 4,201,962 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000 | 5,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 290,000 | 290,000 |
Common stock, shares issued | 229,371 | 201,944 |
Treasury Stock, Shares | 3,354 | 2,888 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net product sales | $ 635,983 | $ 512,495 | $ 1,236,316 | $ 1,079,111 |
Other revenue | 227 | 0 | 227 | 0 |
Total revenues | 636,210 | 512,495 | 1,236,543 | 1,079,111 |
Cost of sales | 52,007 | 39,626 | 121,406 | 72,565 |
Operating expenses: | ||||
Research and development | 131,693 | 92,554 | 352,773 | 284,011 |
Selling, general and administrative | 221,383 | 159,477 | 408,499 | 288,768 |
Impairment of Intangible Asset | 0 | 0 | 0 | 3,464 |
Acquisition-related costs | 33,821 | 1,989 | 45,800 | 1,951 |
Restructuring Charges And Accrual Adjustment | 16,224 | 0 | 23,276 | 0 |
Total operating expenses | 403,121 | 254,020 | 830,348 | 578,194 |
Operating income | 181,082 | 218,849 | 284,789 | 428,352 |
Other income and expense: | ||||
Investment income | 2,226 | 1,714 | 5,110 | 3,927 |
Interest expense | (3,971) | (715) | (4,622) | (1,778) |
Foreign currency gain (loss) | (2,045) | (1,202) | (1,040) | 56 |
Income before income taxes | 177,292 | 218,646 | 284,237 | 430,557 |
Income tax provision | 7,077 | 52,151 | 22,699 | 104,708 |
Net income | $ 170,215 | $ 166,495 | $ 261,538 | $ 325,849 |
Earnings per common share | ||||
Basic | $ 0.84 | $ 0.84 | $ 1.30 | $ 1.65 |
Diluted | $ 0.83 | $ 0.83 | $ 1.29 | $ 1.62 |
Shares used in computing earnings per common share | ||||
Basic | 202,234 | 197,880 | 200,806 | 197,838 |
Diluted | 204,546 | 201,524 | 203,302 | 201,715 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income Statement - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net income | $ 170,215 | $ 166,495 | $ 261,538 | $ 325,849 |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation | 1,170 | 46 | (4,218) | 552 |
Unrealized (losses) gains on marketable securities | (803) | 299 | 254 | 1,110 |
Unrealized losses on pension obligation | (7,193) | (2,685) | (7,445) | (2,685) |
Unrealized (losses) gains on hedging activities, net of tax of $(27,623), $(526), $11,010 and $(1,771), respectively | (50,147) | (3,675) | 17,140 | (8,570) |
Other comprehensive (loss) income, net of tax | (56,973) | (6,015) | 5,731 | (9,593) |
Comprehensive income | $ 113,242 | $ 160,480 | $ 267,269 | $ 316,256 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Unrealized gains (losses) on hedging activities - tax effect | $ (27,623) | $ (526) | $ 11,010 | $ (1,771) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 261,538 | $ 325,849 |
Adjustments to reconcile net income to net cash flows from operating activities: | ||
Depreciation and amortization | 23,141 | 19,042 |
Impairment of Intangible Asset | 0 | 3,464 |
Changes in fair value of contingent consideration | 16,023 | 1,951 |
Share-based compensation expense | 109,797 | 52,254 |
Premium amortization of available-for-sale securities | 5,690 | 8,163 |
Deferred taxes | (3,565) | (112,425) |
Reduction in taxes payable due to excess tax benefit from stock options | (10,763) | (254,547) |
Unrealized foreign currency gain | (10,434) | (4,046) |
Other | 404 | 309 |
Changes in operating assets and liabilities | ||
Accounts receivable | (108,984) | (9,179) |
Inventories | 4,722 | (34,972) |
Prepaid expenses and other assets | (48,069) | (17,815) |
Accounts payable, accrued expenses and other liabilities | (10,761) | 78,298 |
Deferred revenue | 32,517 | 18,749 |
Net cash provided by operating activities | 261,256 | 75,095 |
Cash flows from investing activities: | ||
Purchases of available-for-sale securities | (187,416) | (278,134) |
Proceeds from maturity or sale of available-for-sale securities | 1,030,825 | 275,946 |
Purchases of trading securities | (3,769) | (1,765) |
Purchases of other investments | 0 | (25,000) |
Purchases of property, plant and equipment | (130,171) | (61,189) |
Payments for acquisition of a business, net of cash acquired | (3,939,268) | 0 |
Other | 1,410 | 26 |
Net cash used in investing activities | (3,228,389) | (90,116) |
Cash flows from financing activities: | ||
Debt issuance costs | (45,492) | 0 |
Proceeds from revolving credit facility | 200,000 | 0 |
Proceeds from term loan | 3,500,000 | 0 |
Payments on revolving credit facility | (200,000) | 0 |
Equity issuance costs for shares issued in connection with acquisition of business | (3,864) | 0 |
Payments on term loan | (57,500) | (31,500) |
Excess tax benefit from stock options | 10,763 | 254,547 |
Repurchase of common stock | (83,563) | (178,515) |
Net proceeds from the exercise of stock options | 31,684 | 52,181 |
Other | (613) | (81) |
Net cash provided by financing activities | 3,351,415 | 96,632 |
Effect of exchange rate changes on cash | (6,158) | 577 |
Net change in cash and cash equivalents | 378,124 | 82,188 |
Cash and cash equivalents at beginning of period | 943,999 | 529,857 |
Cash and cash equivalents at end of period | 1,322,123 | 612,045 |
Supplemental cash flow disclosures from investing and financing activities: | ||
Common stock issued in acquisition of business | 4,917,849 | 0 |
Construction in process related to facility lease obligation | 19,065 | 27,284 |
Accrued expenses for purchases of property, plant and equipment | $ 21,299 | $ 0 |
Business
Business | 6 Months Ended |
Jun. 30, 2015 | |
Business [Abstract] | |
Business | Business Alexion Pharmaceuticals, Inc. (Alexion, the Company, we, our or us) is a biopharmaceutical company focused on serving patients with devastating and rare disorders through the innovation, development and commercialization of life-transforming therapeutic products. Our marketed product Soliris® is the first and only therapeutic approved for patients with either of two severe and ultra-rare disorders resulting from chronic uncontrolled activation of the complement component of the immune system: paroxysmal nocturnal hemoglobinuria (PNH), a life-threatening and ultra-rare genetic blood disorder, and atypical hemolytic uremic syndrome (aHUS), a life-threatening and ultra-rare genetic disease. We are also establishing a global metabolic rare disease franchise with the development of two late-stage therapies, Strensiq® (asfotase alfa) for the treatment of hypophasphatasia (HPP) and Kanuma® (Sebelipase alfa) for the treatment of lysosomal acid lipase deficiency (LAL-D). HPP is a genetic ultra-rare disease characterized by defective bone mineralization that can lead to deformity of bones and other skeletal abnormalities. LAL-D is a serious, life threatening ultra-rare disease in which genetic mutations result in decreased activity of the LAL enzyme leading to marked accumulation of lipids in vital organs, blood vessels and other tissues. We are also evaluating additional potential indications for Soliris in other severe and devastating diseases in which uncontrolled complement activation is the underlying mechanism, and we are progressing in various stages of development with additional product candidates as potential treatments for patients with severe and life-threatening rare disorders. We were incorporated in 1992 and began commercial sale of Soliris in 2007. |
Basis of Presentation and Princ
Basis of Presentation and Principles Of Consolidation | 6 Months Ended |
Jun. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. These accounting principles were applied on a basis consistent with those of the consolidated financial statements contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 . In our opinion, the accompanying unaudited consolidated financial statements include all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of our financial statements for interim periods in accordance with accounting principles generally accepted in the United States. The condensed consolidated balance sheet data as of December 31, 2014 was derived from audited financial statements but does not include all disclosures required by accounting principles generally accepted in the United States. These interim financial statements should be read in conjunction with the audited financial statements for the year ended December 31, 2014 included in our Annual Report on Form 10-K. The results of operations for the three and six months ended June 30, 2015 are not necessarily indicative of the results to be expected for the full year. The financial statements of our subsidiaries with functional currencies other than the U.S. dollar are translated into U.S. dollars using period-end exchange rates for assets and liabilities, historical exchange rates for stockholders' equity and weighted average exchange rates for operating results. Translation gains and losses are included in accumulated other comprehensive income (loss), net of tax, in stockholders' equity. Foreign currency transaction gains and losses are included in the results of operations in other income and expense. The accompanying unaudited condensed consolidated financial statements include the accounts of Alexion Pharmaceuticals, Inc. and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Our significant accounting policies are described in Note 1 of the Notes to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2014 . New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued a comprehensive new standard which amends revenue recognition principles and provides a single set of criteria for revenue recognition among all industries. The new standard provides a five step framework whereby revenue is recognized when promised goods or services are transferred to a customer at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires enhanced disclosures pertaining to revenue recognition in both interim and annual periods. The standard is effective for interim and annual periods beginning after December 15, 2017 and allows for adoption using a full retrospective method, or a modified retrospective method. Entities are also allowed to early adopt the standard for annual periods beginning after December 15, 2016. We are currently assessing the method of adoption and the expected impact the new standard has on our financial position and results of operations. In April 2015, the FASB issued a new standard simplifying the presentation of debt issuance costs. The new standard aligns the treatment of debt issuance costs with debt discounts and premiums and requires debt issuance costs be presented as a direct deduction from the carrying amount of the related debt. The standard is effective for interim and annual periods beginning after December 15, 2015, with early adoption permitted, and requires a retrospective method of adoption. We will adopt the provisions of the guidance for the balance sheet disclosures of debt issuance costs in 2016. |
Acquisitions (Notes)
Acquisitions (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Business Combination Disclosure [Text Block] | Acquisitions Acquisition of Synageva BioPharma Corp. On May 6, 2015, we announced that we entered into a definitive agreement to acquire Synageva BioPharma Corp. (Synageva), a publicly-held clinical-stage biotechnology company based in Lexington, Massachusetts for per share consideration of $115 in cash and 0.6581 shares of Alexion stock. At this date, the announced purchase consideration was estimated at approximately $8,400,000 , net of Synageva cash, based on the closing price of Alexion stock on May 5, 2015 of $168.55 . On June 22, 2015, we completed the acquisition of Synageva, in a transaction accounted for under the acquisition method of accounting for business combinations. Under the acquisition method of accounting, the assets acquired and liabilities assumed from Synageva were recorded as of the acquisition date at their respective fair values. Synageva's results of operations are included in the consolidated financial statements from the date of acquisition. The acquisition was intended to further our objective to develop and commercialize life-transforming therapies to an increasing number of patients with devastating and rare diseases. Synageva's lead product candidate, Kanuma™ (sebelipase alfa), is an enzyme replacement therapy for patients suffering with LAL-D, a life-threatening, ultra-rare disease for which there are no approved treatments. We acquired all of the outstanding shares of common stock of Synageva for $4,565,485 in cash and 26,125 shares of common stock. At closing of the business combination on June 22, 2015, the purchase consideration was approximately $8,860,000 , net of Synageva cash, based Alexion's closing share price on the date of acquisition of $188.24 . We financed the cash consideration with existing cash and proceeds from our new credit facility described further in Note 6. The aggregate consideration to acquire Synageva consisted of: Stock consideration $ 4,917,849 Cash consideration 4,565,485 Total purchase price $ 9,483,334 The following table summarizes the estimated fair values of assets acquired and liabilities assumed: Cash $ 626,217 Inventory 61,710 Other current assets 13,761 In-process research and development (IPR&D) 4,236,000 Other noncurrent assets 278,584 Assets acquired 5,216,272 Deferred tax liability (179,212 ) Other liabilities assumed (306,795 ) Liabilities assumed (486,007 ) Goodwill 4,753,069 Total purchase price $ 9,483,334 Our accounting for this acquisition is preliminary. The fair value estimates for the assets acquired and liabilities assumed were based upon preliminary calculations, and our estimates and assumptions are subject to change as we obtain additional information for our estimates during the measurement period (up to one year from the acquisition date). The primary areas of these preliminary estimates that are not yet finalized relate to certain tangible assets and liabilities acquired, identifiable intangible assets and tax-related items. We acquired $61,710 of Kanuma (sebelipase alfa) inventory produced for commercial sale that is awaiting regulatory approval. The estimated fair value of work-in-process and finished goods inventory was determined utilizing the comparative sales method, based on the expected selling price of the inventory, adjusted for incremental costs to complete the manufacturing process and for direct selling efforts, as well as for a reasonable profit allowance. The estimated fair value of raw material inventory was valued at replacement cost, which is equal to the value a market participant would pay to acquire the inventory. Intangible assets associated with IPR&D projects primarily relate to Synageva's lead product candidate, Kanuma (sebelipase alfa). The estimated fair value of IPR&D assets of $4,236,000 was determined using the multi-period excess earnings method, a variation of the income approach. The multi-period excess earnings method estimates the value of an intangible asset equal to the present value of the incremental after-tax cash flows attributable to that intangible asset. The fair value using the multi-period excess earnings method was dependent on an estimated weighted average cost of capital for Synageva of 10.0% , which represents a rate of return that a market participant would expect for these assets. The excess of purchase price over the fair value amounts of the assets acquired and liabilities assumed represents the goodwill amount resulting from the acquisition. The goodwill, which is not tax-deductible, has been recorded as a noncurrent asset and is not amortized, but is subject to an annual review for impairment. The goodwill represents future economic benefits arising from other assets acquired that could not be individually identified and separately recognized and expected synergies that are specific to our business and not available to market participants, including our unique ability to commercialize therapies for rare diseases, our existing relationships with specialty physicians who can identify patients with LAL-D and a global distribution network to facilitate immediate drug delivery and other benefits that we believe will result from combining the operations of Synageva within our operations. We recorded a net deferred tax liability of $179,212 . This amount was primarily comprised of $586,720 and $22,393 , of deferred tax liabilities related to the IPR&D and inventory acquired, respectively, offset by $231,281 and $198,620 of deferred tax assets related to NOLs and tax credits, respectively, which we expect to utilize. For the three and six months ended June 30, 2015 , we recorded $4,862 of operating expenses associated with the continuing operations of Synageva in our condensed consolidated statements of operations. Pro forma financial information (unaudited) The following unaudited pro forma information presents the combined results of Alexion and Synageva as if the acquisition of Synageva had been completed on January 1, 2014, with adjustments to give effect to pro forma events that are directly attributable to the acquisition. The unaudited pro forma results do not reflect operating efficiencies or potential cost savings which may result from the consolidation of operations. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations that would have had we completed the transaction on January 1, 2014. Three months ended Six months ended June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Pro forma revenue $ 637,491 $ 514,838 $ 1,238,751 $ 1,083,040 Pro forma net income 98,568 116,251 130,289 69,393 Earnings per common share Basic $ 0.44 $ 0.52 $ 0.58 $ 0.31 Diluted $ 0.43 $ 0.51 $ 0.57 $ 0.30 The unaudited pro forma consolidated results include the following pro forma adjustments related to non-recurring activity: • Alexion and Synageva expenses of $33,150 and $127,290 , respectively, associated with the accelerated vesting of stock based compensation as a result of the acquisition were excluded from net income for the three and six months ended June 30, 2015 . These expenses were included in net income for the six months ended June 30, 2014 ; • Alexion and Synageva acquisition-related and restructuring costs of $40,099 and $62,071 , respectively, were excluded from income for the three and six months ended June 30, 2015 . These expenses were included in net income for the six months ended June 30, 2014 . Acquisition-Related Costs Acquisition-related costs associated with our business combinations for the three and six months ended June 30, 2015 and 2014 include the following: Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 Transaction costs (1) $ 26,799 $ — $ 26,799 $ — Integration costs 2,978 — 2,978 — Changes in fair value of contingent consideration 4,044 1,989 16,023 1,951 $ 33,821 $ 1,989 $ 45,800 $ 1,951 (1) Transaction costs include investment advisory, legal, and accounting fees The acquisition of Synageva also resulted in $10,322 of restructuring related charges for the three and six months ended June 30, 2015 . See Note 19 for additional details. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Inventory, Net [Abstract] | |
Inventories | Inventories Inventories are stated at the lower of cost or estimated realizable value. We determine the cost of inventory using the weighted-average cost method. The components of inventory are as follows: June 30, December 31, 2015 2014 Raw materials $ 21,287 $ 14,570 Work-in-process 99,575 107,170 Finished goods 113,485 54,701 $ 234,347 $ 176,441 As of June 30, 2015 and December 31, 2014 , we capitalized $79,154 and $22,005 , respectively, of inventory produced for commercial sale for products awaiting regulatory approval, respectively. Included in this amount as of June 30, 2015 , is $61,710 of Kanuma (sebelipase alfa) inventory. In the first quarter 2015, we recorded an expense of $24,352 associated with a portion of a single manufacturing campaign at a third party manufacturer for Strensiqâ„¢ (asfotase alfa). The costs are comprised of raw materials, internal overhead and external production costs. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill The following table summarizes the carrying amount of our intangible assets and goodwill, net of accumulated amortization: June 30, 2015 December 31, 2014 Licenses, patents and purchased technology, net $ 1,520 $ 46 Acquired IPR&D 4,823,000 587,000 Intangible assets $ 4,824,520 $ 587,046 Goodwill $ 5,007,142 $ 254,073 During the second quarter 2015, we recorded indefinite-lived intangible assets of $4,236,000 of purchased IPR&D from our acquisition of Synageva. The following table summarizes the changes in the carrying amount of goodwill: Balance at December 31, 2014 $ 254,073 Goodwill resulting from the Synageva acquisition 4,753,069 Balance at June 30, 2015 $ 5,007,142 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt [Abstract] | |
Debt | Debt On June 22, 2015, Alexion entered into a credit agreement (Credit Agreement) with a syndicate of banks, which provides for a $3,500,000 term loan facility and a $500,000 revolving credit facility maturing in five years. Borrowings under the term loan are payable in quarterly installments equal to 1.25% of the original loan amount, beginning December 31, 2015. Final repayment of the term loan and revolving credit loans are due on June 22, 2020. In addition to borrowings in which prior notice is required, the revolving credit facility includes a sublimit of $100,000 in the form of letters of credit and borrowings on same-day notice, referred to as swingline loans, of up to $25,000 . Borrowings can be used for working capital requirements, acquisitions and other general corporate purposes. With the consent of the lenders and the administrative agent, and subject to satisfaction of certain conditions, we may increase the term loan facility and/or the revolving credit facility in an amount that does not cause our consolidated net leverage ratio to exceed the maximum allowable amount. Under the Credit Agreement we may elect that the loans under the Credit Agreement bear interest at a rate per annum equal to either a base rate or a Eurodollar rate plus, in each case, an applicable margin. The applicable margins on base rate loans range from 0.25% to 1.00% and the applicable margins on Eurodollar loans range from 1.25% to 2.00% , in each case depending upon our consolidated net leverage ratio (as calculated in accordance with the Credit Agreement). Our obligations under the credit facilities are guaranteed by certain of Alexion's foreign and domestic subsidiaries and secured by liens on certain of Alexion's and its subsidiaries' equity interests, subject to certain exceptions. The Credit Agreement requires us to comply with certain financial covenants on a quarterly basis. Further, the Credit Agreement includes negative covenants, subject to exceptions, restricting or limiting our ability and the ability of our subsidiaries to, among other things, incur additional indebtedness, grant liens, and engage in certain investment, acquisition and disposition transactions. The Credit Agreement also contains customary representations and warranties, affirmative covenants and events of default, including payment defaults, breach of representations and warranties, covenant defaults and cross defaults. If an event of default occurs, the interest rate would increase and the administrative agent would be entitled to take various actions, including the acceleration of amounts due under the loan. In connection with entering into the Credit Agreement, we paid $45,492 in financing costs which are being amortized as interest expense over the life of the debt. In connection with the acquisition of Synageva in June 2015, we borrowed $3,500,000 under the term loan facility and $200,000 under the revolving facility, and we used our available cash for the remaining cash consideration. In June 2015 , we repaid the revolving facility in full. At June 30, 2015 , we had $3,500,000 outstanding on the term loan and zero outstanding on the revolving facility. At June 30, 2015 , we had open letters of credit of $5,672 , and our borrowing availability under the revolving facility was $494,328 . The fair value of our long term debt, which is measured using Level 2 inputs, approximates book value. On June 22, 2015, in connection with, and simultaneously with, the execution of the Credit Agreement described above, the 2012 Credit Agreement (Prior Credit Agreement) dated February 7, 2012 was terminated, and outstanding borrowings of $33,500 were repaid. |
Earnings Per Common Share
Earnings Per Common Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Common Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common Share Basic earnings per common share (EPS) is computed by dividing net income by the weighted-average number of shares of common stock outstanding. For purposes of calculating diluted EPS, the denominator reflects the potential dilution that could occur if stock options, unvested restricted stock, unvested restricted stock units or other contracts to issue common stock were exercised or converted into common stock, using the treasury stock method. The following table summarizes the calculation of basic and diluted EPS for the three and six months ended June 30, 2015 and 2014 : Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 Net income used for basic and diluted calculation $ 170,215 $ 166,495 $ 261,538 $ 325,849 Shares used in computing earnings per common share—basic 202,234 197,880 200,806 197,838 Weighted-average effect of dilutive securities: Stock awards 2,312 3,644 2,496 3,877 Shares used in computing earnings per common share—diluted 204,546 201,524 203,302 201,715 Earnings per common share: Basic $ 0.84 $ 0.84 $ 1.30 $ 1.65 Diluted $ 0.83 $ 0.83 $ 1.29 $ 1.62 We exclude from EPS the weighted-average number of securities whose effect is anti-dilutive. Excluded from the calculation of EPS for the three and six months ended June 30, 2015 were 2,435 and 2,387 shares of common stock, respectively, because their effect is anti-dilutive. Similarly, we excluded 1,698 and 1,151 shares from the calculation of EPS for the three and six months ended June 30, 2014 , respectively, because their effect was anti-dilutive. |
Marketable Securities
Marketable Securities | 6 Months Ended |
Jun. 30, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Marketable securities | Marketable Securities The amortized cost, gross unrealized holding gains, gross unrealized holding losses and estimated fair value of available-for-sale investments by type of security at June 30, 2015 and December 31, 2014 were as follows: June 30, 2015 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Estimated Fair Value Commercial paper $ 44,921 $ — $ — $ 44,921 Corporate bonds 88,828 59 (21 ) 88,866 Municipal bonds 57,519 6 (2 ) 57,523 Other government-related obligations: U.S. 8,399 — — 8,399 Foreign 49,464 17 (15 ) 49,466 Bank certificates of deposit 33,550 — — 33,550 $ 282,681 $ 82 $ (38 ) $ 282,725 December 31, 2014 Amortized Cost Basis Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Commercial paper $ 142,495 $ — $ — $ 142,495 Corporate bonds 494,032 415 (581 ) 493,866 Municipal bonds 174,759 132 (46 ) 174,845 Other government-related obligations: U.S. 99,668 14 (71 ) 99,611 Foreign 193,439 100 (174 ) 193,365 Bank certificates of deposit 77,000 — — 77,000 $ 1,181,393 $ 661 $ (872 ) $ 1,181,182 The aggregate fair value of available-for-sale securities in an unrealized loss position as of June 30, 2015 and December 31, 2014 was $68,024 and $472,241 , respectively. Investments that have been in a continuous unrealized loss position for more than 12 months are not material. As of June 30, 2015 , we believe that the cost basis of our available-for-sale investments is recoverable. The fair values of available-for-sale securities by classification in the condensed consolidated balance sheet were as follows: June 30, 2015 December 31, 2014 Cash and cash equivalents $ 118,193 $ 167,892 Marketable securities 164,532 1,013,290 $ 282,725 $ 1,181,182 The fair values of available-for-sale debt securities at June 30, 2015 , by contractual maturity, are summarized as follows: June 30, 2015 Due in one year or less $ 250,374 Due after one year through three years 32,351 $ 282,725 As of June 30, 2015 and December 31, 2014 , the fair value of our trading securities was $7,697 and $4,277 , respectively. We utilize the specific identification method in computing realized gains and losses. Realized gains and losses on our available-for-sale and trading securities were not material for the three and six months ended June 30, 2015 and 2014 . |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities [Abstract] | |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities We operate internationally and, in the normal course of business, are exposed to fluctuations in foreign currency exchange rates. The exposures result from portions of our revenues, as well as the related receivables, and expenses that are denominated in currencies other than the U.S. dollar, primarily the Euro and Japanese Yen. We manage our foreign currency transaction risk within specified guidelines through the use of derivatives. All of our derivative instruments are utilized for risk management purposes, and we do not use derivatives for speculative trading purposes. We enter into foreign exchange forward contracts, with durations of up to 60 months, to hedge exposures resulting from portions of our forecasted revenues, including intercompany revenues, that are denominated in currencies other than the U.S. dollar. The purpose of these hedges is to reduce the volatility of exchange rate fluctuations on our operating results and to increase the visibility of the foreign exchange impact on forecasted revenues. These hedges are designated as cash flow hedges upon contract inception. At June 30, 2015 , we had open contracts with notional amounts totaling $1,843,491 that qualified for hedge accounting. The impact on accumulated other comprehensive income (AOCI) and earnings from foreign exchange contracts that qualified as cash flow hedges, for the three and six months ended June 30, 2015 and 2014 were as follows: Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 (Loss) gain recognized in AOCI, net of tax $ (22,221 ) $ (4,119 ) $ 71,588 $ (8,063 ) Gain (loss) reclassified from AOCI to net product sales (effective portion), net of tax $ 27,670 $ (608 ) $ 53,117 $ 500 Gain reclassified from AOCI to other income and expense (ineffective portion), net of tax $ 256 $ 164 $ 1,331 $ 7 Assuming no change in foreign exchange rates from market rates at June 30, 2015 , $84,046 of gains recognized in AOCI will be reclassified to revenue over the next 12 months. We enter into foreign exchange forward contracts, with durations of approximately 30 days, designed to limit the balance sheet exposure of monetary assets and liabilities. We enter into these hedges to reduce the impact of fluctuating exchange rates on our operating results. Hedge accounting is not applied to these derivative instruments as gains and losses on these hedge transactions are designed to offset gains and losses on underlying balance sheet exposures. As of June 30, 2015 , the notional amount of foreign exchange contracts where hedge accounting is not applied was $184,392 . We recognized a (loss) gain of $(6,660) and $(1,640) , in other income and expense, for the three months ended June 30, 2015 and 2014 , respectively, and $(237) and $649 , for the six months ended June 30, 2015 and 2014 , respectively, associated with the foreign exchange contracts not designated as hedging instruments. These amounts were largely offset by gains or losses in monetary assets and liabilities. The following tables summarize the fair value of outstanding derivatives at June 30, 2015 and December 31, 2014 : June 30, 2015 Asset Derivatives Liability Derivatives Balance Sheet Fair Balance Sheet Fair Derivatives designated as hedging instruments: Foreign exchange forward contracts Other current assets $ 89,327 Other current liabilities $ 2,934 Foreign exchange forward contracts Other non-current assets 82,343 Other non-current liabilities 5,486 Total fair value of derivative instruments $ 171,670 $ 8,420 December 31, 2014 Asset Derivatives Liability Derivatives Balance Sheet Fair Balance Sheet Fair Derivatives designated as hedging instruments: Foreign exchange forward contracts Other current assets $ 77,348 Other current liabilities $ 794 Foreign exchange forward contracts Other non-current assets 58,698 Other non-current liabilities 86 Total fair value of derivative instruments $ 136,046 $ 880 The fair value of our foreign exchange forward contracts that are not designated as hedging instruments was zero as of June 30, 2015 and December 31, 2014 . Although we do not offset derivative assets and liabilities within our condensed consolidated balance sheets, our International Swap and Derivatives Association (ISDA) agreements provide for net settlement of transactions that are due to or from the same counterparty upon early termination of the agreement due to an event of default or other termination event. The following tables summarize the potential effect on our condensed consolidated balance sheets of offsetting our foreign exchange forward contracts subject to such provisions: June 30, 2015 Gross Amounts Not Offset in the Condensed Consolidated Balance Sheet Description Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Condensed Consolidated Balance Sheet Amounts of Assets/Liabilities Presented in the Condensed Consolidated Balance Sheet Derivative Financial Instruments Cash Collateral Received (Pledged) Net Amount Derivative assets $ 171,670 $ — $ 171,670 $ (8,420 ) $ — $ 163,250 Derivative liabilities (8,420 ) — (8,420 ) 8,420 — — December 31, 2014 Gross Amounts Not Offset in the Condensed Consolidated Balance Sheet Description Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Condensed Consolidated Balance Sheet Amounts of Assets/Liabilities Presented in the Condensed Consolidated Balance Sheet Derivative Financial Instruments Cash Collateral Received (Pledged) Net Amount Derivative assets $ 136,046 $ — $ 136,046 $ (880 ) $ — $ 135,166 Derivative liabilities (880 ) — (880 ) 880 — — |
Other Investments (Notes)
Other Investments (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Investments, All Other Investments [Abstract] | |
Other Investments | Other Investments Other investments include our investment of $37,500 in the preferred stock of Moderna LLC. Our investment is recorded at cost within other assets in our condensed consolidated balance sheets. The carrying value of this investment was not impaired as of June 30, 2015 . |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders' Equity In November 2012, our Board of Directors authorized a share repurchase program. The repurchase program does not have an expiration date, and we are not obligated to acquire a particular number of shares. The repurchase program may be discontinued at any time at the Company's discretion. During the three months ended June 30, 2015 and 2014 , we repurchased 132 and 1,012 shares of our common stock at a cost of $23,537 and $156,458 , respectively, and during the six months ended June 30, 2015 and 2014 , we repurchased 466 and 1,149 shares of our common stock at a cost of $83,563 and $178,515 , respectively. In May 2015, our Board of Directors increased the authorization of shares up to $1,000,000 for future purchases under the repurchase program, which superseded all prior repurchase programs. As previously disclosed, the Company did not repurchase any shares during the pendency of the Synageva acquisition. As of June 30, 2015 , there is a total of $1,000,000 remaining for repurchases under the repurchase program. In June 2015, in connection with our acquisition of Synageva, we issued 26,125 shares of common stock to Synageva shareholders and employees. The value of the stock was $4,917,849 , and we incurred $3,864 of issuance costs. |
Other Comprehensive Income and
Other Comprehensive Income and Accumulated Other Comprehensive Income | 6 Months Ended |
Jun. 30, 2015 | |
Accumulated Other Comprehensive Income [Abstract] | |
Other Comprehensive Income and Accumulated Other Comprehensive Income | Other Comprehensive Income and Accumulated Other Comprehensive Income The following tables summarize the changes in AOCI, by component, for the six months ended June 30, 2015 and 2014 : Defined Benefit Pension Plans Unrealized Gains (Losses) from Marketable Securities Unrealized Gains (Losses) from Hedging Activities Foreign Currency Translation Adjustment Total Accumulated Other Comprehensive Income (Loss) Balances, December 31, 2014 $ (16,570 ) $ (234 ) $ 87,308 $ (13,719 ) $ 56,785 Other comprehensive income before reclassifications (8,153 ) 276 71,588 (4,218 ) 59,493 Amounts reclassified from other comprehensive income 708 (22 ) (54,448 ) — (53,762 ) Net other comprehensive income (loss) (7,445 ) 254 17,140 (4,218 ) 5,731 Balances, June 30, 2015 $ (24,015 ) $ 20 $ 104,448 $ (17,937 ) $ 62,516 Defined Benefit Pension Plans Unrealized Gains (Losses) from Marketable Securities Unrealized Gains (Losses) from Hedging Activities Foreign Currency Translation Adjustment Total Accumulated Other Comprehensive Income (Loss) Balances, December 31, 2013 $ (11,502 ) $ (146 ) $ (3,827 ) $ (7,382 ) $ (22,857 ) Other comprehensive income before reclassifications (3,086 ) 1,111 (8,063 ) 552 (9,486 ) Amounts reclassified from other comprehensive income 401 (1 ) (507 ) — (107 ) Net other comprehensive income (loss) (2,685 ) 1,110 (8,570 ) 552 (9,593 ) Balances, June 30, 2014 $ (14,187 ) $ 964 $ (12,397 ) $ (6,830 ) $ (32,450 ) The table below provides details regarding significant reclassifications from AOCI during the three and six months ended June 30, 2015 and 2014 : Details about Accumulated Other Comprehensive Income Components Amount Reclassified From Accumulated Other Comprehensive Income during the three months ended June 30, Amount Reclassified From Accumulated Other Comprehensive Income during the six months ended June 30, Affected Line Item in the Condensed Consolidated Statements of Operations 2015 2014 2015 2014 Unrealized Gains (Losses) from Hedging Activity Effective portion of foreign exchange contracts $ 31,622 $ (695 ) $ 60,705 $ 571 Net product sales Ineffective portion of foreign exchange contracts 293 187 1,521 8 Foreign currency (loss) gain 31,915 (508 ) 62,226 579 (3,989 ) 64 (7,778 ) (72 ) Income tax provision $ 27,926 $ (444 ) $ 54,448 $ 507 Unrealized Gains (Losses) from Marketable Securities Realized gains on sale of securities $ 22 $ — $ 35 $ 2 Investment income 22 — 35 2 (8 ) — (13 ) (1 ) Income tax provision $ 14 $ — $ 22 $ 1 Defined Benefit Pension Plans Amortization of prior service costs and actuarial losses $ (626 ) $ (359 ) $ (937 ) $ (438 ) (a) (626 ) (359 ) (937 ) (438 ) 153 31 229 37 Income tax provision $ (473 ) $ (328 ) $ (708 ) $ (401 ) (a) This AOCI component is included in the computation of net periodic pension benefit cost (see Note 15 for additional details). |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement Authoritative guidance establishes a valuation hierarchy for disclosure of the inputs to the valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. The following tables present information about our assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 , and indicate the fair value hierarchy of the valuation techniques we utilized to determine such fair value. Fair Value Measurement at Balance Sheet Type of Instrument Total Level 1 Level 2 Level 3 Cash equivalents Institutional money market funds $ 605,523 $ — $ 605,523 $ — Cash equivalents Commercial paper $ 44,921 $ — $ 44,921 $ — Cash equivalents Municipal bonds $ 31,323 $ — $ 31,323 $ — Cash equivalents Bank certificates of deposit $ 33,550 $ — $ 33,550 $ — Cash equivalents Other government-related obligations $ 8,399 $ — $ 8,399 $ — Marketable securities Mutual funds $ 7,697 $ 7,697 $ — $ — Marketable securities Corporate bonds $ 88,866 $ — $ 88,866 $ — Marketable securities Municipal bonds $ 26,200 $ — $ 26,200 $ — Marketable securities Other government-related obligations $ 49,466 $ — $ 49,466 $ — Prepaid expenses and other current assets Foreign exchange forward contracts $ 89,327 $ — $ 89,327 $ — Other assets Foreign exchange forward contracts $ 82,343 $ — $ 82,343 $ — Other current liabilities Foreign exchange forward contracts $ 2,934 $ — $ 2,934 $ — Other liabilities Foreign exchange forward contracts $ 5,486 $ — $ 5,486 $ — Other current liabilities Acquisition-related contingent consideration $ 49,448 $ — $ — $ 49,448 Contingent consideration Acquisition-related contingent consideration $ 129,546 $ — $ — $ 129,546 Fair Value Measurement at Balance Sheet Type of Instrument Total Level 1 Level 2 Level 3 Cash equivalents Institutional money market funds $ 176,331 $ — $ 176,331 $ — Cash equivalents Commercial paper $ 117,529 $ — $ 117,529 $ — Cash equivalents Corporate bonds $ 9,315 $ — $ 9,315 $ — Cash equivalents Municipal bonds $ 12,050 $ — $ 12,050 $ — Cash equivalents Other government-related obligations $ 23,998 $ — $ 23,998 $ — Cash equivalents Bank certificates of deposit $ 5,000 $ — $ 5,000 $ — Marketable securities Mutual funds $ 4,277 $ 4,277 $ — $ — Marketable securities Commercial paper $ 24,966 $ — $ 24,966 $ — Marketable securities Corporate bonds $ 484,551 $ — $ 484,551 $ — Marketable securities Municipal bonds $ 162,795 $ — $ 162,795 $ — Marketable securities Other government-related obligations $ 268,978 $ — $ 268,978 $ — Marketable securities Bank certificates of deposit $ 72,000 $ — $ 72,000 $ — Prepaid expenses and other current assets Foreign exchange forward contracts $ 77,348 $ — $ 77,348 $ — Other assets Foreign exchange forward contracts $ 58,698 $ — $ 58,698 $ — Other current liabilities Foreign exchange forward contracts $ 794 $ — $ 794 $ — Other liabilities Foreign exchange forward contracts $ 86 $ — $ 86 $ — Other current liabilities Acquisition-related contingent consideration $ 46,546 $ — $ — $ 46,546 Contingent consideration Acquisition-related contingent consideration $ 116,425 $ — $ — $ 116,425 There were no securities transferred between Level 1, 2 and 3 during the six months ended June 30, 2015 . Valuation Techniques We classify mutual fund investments, which are valued based on quoted market prices in active markets with no valuation adjustment, as Level 1 assets within the fair value hierarchy. Cash equivalents and marketable securities classified as Level 2 within the valuation hierarchy consist of institutional money market funds, commercial paper, municipal bonds, U.S. and foreign government-related debt, corporate debt securities and certificates of deposit. We estimate the fair values of these marketable securities by taking into consideration valuations obtained from third-party pricing sources. These pricing sources utilize industry standard valuation models, including both income and market-based approaches, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include market pricing based on real-time trade data for the same or similar securities, issuer credit spreads, benchmark yields, and other observable inputs. We validate the prices provided by our third-party pricing sources by understanding the models used, obtaining market values from other pricing sources and analyzing pricing data in certain instances. Our derivative assets and liabilities include foreign exchange derivatives that are measured at fair value using observable market inputs such as forward rates, interest rates, our own credit risk as well as an evaluation of our counterparties’ credit risks. Based on these inputs, the derivative assets and liabilities are classified within Level 2 of the valuation hierarchy. Contingent consideration liabilities related to acquisitions are classified as Level 3 within the valuation hierarchy and are valued based on various estimates, including probability of success, discount rates and amount of time until the conditions of the milestone payments are met. As of June 30, 2015 , there has not been any impact to the fair value of our derivative liabilities due to our own credit risk. Similarly, there has not been any significant adverse impact to our derivative assets based on our evaluation of our counterparties’ credit risks. Contingent Consideration In connection with prior acquisitions, we may be required to pay future consideration that is contingent upon the achievement of specified development, regulatory and reimbursement approvals or sales-based milestone events. We determine the fair value of these obligations on the acquisition date using various estimates that are not observable in the market and represent a Level 3 measurement within the fair value hierarchy. The resulting probability-weighted cash flows were discounted using a cost of debt of 4.8% for developmental milestones and a weighted average cost of capital ranging from 12% to 21% for sales-based milestones. Each reporting period, we adjust the contingent consideration to fair value with changes in fair value recognized in operating earnings. Changes in fair values reflect new information about the probability and timing of meeting the conditions of the milestone payments. In the absence of new information, changes in fair value will only reflect the interest component of contingent consideration related to the passage of time as development work progresses towards the achievement of the milestones. Estimated future contingent milestone payments related to prior business combinations range from zero if no milestone events are achieved, to a maximum of $876,000 if all development, regulatory and sales-based milestones are reached. As of June 30, 2015 , the fair value of acquisition-related contingent consideration was $178,994 . The following table represents a roll-forward of our acquisition-related contingent consideration: Six months ended June 30, 2015 Balance at beginning of period $ (162,971 ) Changes in fair value (16,023 ) Balance at end of period $ (178,994 ) |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table provides a comparative summary of our income tax provision and effective tax rate for the three and six months ended June 30, 2015 and 2014 : Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 Provision for income taxes $ 7,077 $ 52,151 $ 22,699 $ 104,708 Effective tax rate 4.0 % 23.9 % 8.0 % 24.3 % The tax provision for the three and six months ended June 30, 2015 and 2014 is attributable to the U.S. federal, state and foreign income taxes on our profitable operations. Additionally, reflected in the tax provision for the for the three and six months ended June 30, 2015 are the benefits realized in connection with our acquisition of Synageva. These benefits primarily include current year operating losses. The tax provision for the three and six months ended June 30, 2014 also includes $2,128 attributable to our agreement with the French government that provided reimbursement for shipments of Soliris made prior to January 1, 2014. The remaining reduction in the effective tax rate for the three and six months ended June 30, 2015 as compared to the same period in the prior year is primarily attributable to an increase in our Federal Orphan Drug Credit and an increase in the amount of income taxed in jurisdictions with rates lower than the rate in the U.S. We continue to maintain a valuation allowance against certain other deferred tax assets where realization is not certain. |
Defined Benefit Plans
Defined Benefit Plans | 6 Months Ended |
Jun. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Defined Benefit Plans We maintain defined benefit plans for employees in certain countries outside the United States, including retirement benefit plans required by applicable local law. The plans are valued by independent actuaries using the projected unit credit method. The liabilities correspond to the projected benefit obligations of which the discounted net present value is calculated based on years of employment, expected salary increases, and pension adjustments. The components of net periodic benefit cost were as follows: Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 Service cost $ 4,861 $ 2,622 $ 7,282 $ 4,185 Interest cost 372 200 552 400 Expected return on plan assets (508 ) (232 ) (751 ) (463 ) Employee contributions (900 ) (482 ) (1,327 ) (877 ) Amortization 626 359 937 438 Total net periodic benefit cost $ 4,451 $ 2,467 $ 6,693 $ 3,683 |
Leases
Leases | 6 Months Ended |
Jun. 30, 2015 | |
Leases [Abstract] | |
Leases | Leases In November 2012, we entered into a lease agreement for office and laboratory space to be constructed in New Haven, Connecticut. The term of the new lease will commence upon the landlord's substantial completion of the building and will expire 12 years later, with a minimum renewal option of 7 years and a maximum renewal option of 20 years, provided that we expand our lease to include all rentable space in the building. Although we will not legally own the premises, we are deemed to be the owner of the building during the construction period based on applicable accounting guidance for build-to-suit leases due to our involvement during the construction period. Accordingly, the landlord's costs of constructing the facility are required to be capitalized, as a non-cash transaction, offset by a corresponding facility lease obligation in our condensed consolidated balance sheet. Construction of the new facility began in June 2013 and is expected to be completed in late 2015. As of June 30, 2015 , we recorded a construction-in-process asset of $196,480 , inclusive of the landlord's costs as well as costs incurred by Alexion, and an offsetting facility lease obligation of $126,164 associated with the new facility. |
License Agreements (Notes)
License Agreements (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Research and Development [Abstract] | |
License Agreements | License Agreements In March 2015 , we entered into an agreement with a third party that allowed us to exercise an option with another third party for exclusive, worldwide, perpetual license rights to a specialized technology and other intellectual property, and we simultaneously exercised the option. Due to the early stage of these assets, we recorded expense for the payments of $47,000 during the first quarter 2015 . In March 2015 , we entered into a collaboration agreement with a third party that allows us to identify and optimize drug candidates. Alexion will have the exclusive worldwide rights to develop and commercialize products arising from the collaboration. Due to the early stage of the assets we are licensing in connection with the collaboration, we recorded expense for the upfront payment of $15,000 during the first quarter 2015 . In addition, we could be required to pay up to an additional $252,500 if certain development, regulatory, and commercial milestones are met over time, as well as royalties on commercial sales. In January 2015 , we entered into a license agreement with a third party to obtain an exclusive research, development and commercial license for specific therapeutic molecules. Due to the early stage of these assets, we recorded expense for the upfront payment of $50,000 during the first quarter 2015 . In addition, we could be required to pay up to an additional $830,000 if certain development, regulatory, and commercial milestones are met over time, as well as royalties on commercial sales. In January 2014, we entered into an agreement with Moderna Therapeutics, Inc. (Moderna) that allows us to purchase ten product options to develop and commercialize treatments for rare diseases with Moderna's messenger RNA (mRNA) therapeutics platform. Alexion will lead the discovery, development and commercialization of the treatments produced through this broad, long-term strategic agreement, while Moderna will retain responsibility for the design and manufacture of the messenger RNA against selected targets. Due to the early stage of these assets, we recorded expense for an upfront payment of $100,000 . We will also be responsible for funding research activities under the program. In addition, for each drug target, up to a maximum of ten targets, we could be required to make an option exercise payment of $15,000 and to pay up to an additional $120,000 with respect to a rare disease product and $400,000 with respect to a non-rare disease product in development and sales milestones if the specific milestones are met over time as well as royalties on commercial sales. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments Manufacturing obligations We rely on Lonza Group AG and its affiliates (Lonza), a third party manufacturer, to produce a portion of commercial and clinical quantities of Soliris and for clinical and commercial quantities of Strensiq (asfotase alfa). We have various agreements with Lonza, with remaining total non-cancellable future commitments of approximately $1,226,360 . If we terminate certain supply agreements with Lonza without cause, we will be required to pay for product scheduled for manufacture under our arrangement. Under an existing arrangement with Lonza, we also pay Lonza a royalty on sales of Soliris manufactured at Alexion Rhode Island Manufacturing Facility (ARIMF) and a payment with respect to sales of Soliris manufactured at Lonza facilities. In July 2015, we announced a new supply agreement with Lonza whereby Lonza will construct a new manufacturing line dedicated to Alexion at their existing Portsmouth, New Hampshire facility. In addition, we have non-cancellable commitments of approximately $40,950 with other third party manufacturers. Contingent Liabilities On an ongoing basis, we are involved in various claims, and legal proceedings, none of which we deem material to our operations. On a quarterly basis, we review the status of each significant matter and assess its potential financial exposure. If the potential loss from any claim, asserted or unasserted, or legal proceeding is considered probable and the amount can be reasonably estimated, we accrue a liability for the estimated loss. Because of uncertainties related to claims and litigation, accruals are based on our best estimates based on available information. On a periodic basis, as additional information becomes available, or based on specific events such as the outcome of litigation or settlement of claims, we may reassess the potential liability related to these matters and may revise these estimates, which could result in a material adverse adjustments to our operating results. We have in the past received, and may in the future receive, notices from third parties claiming that their patents may be infringed by the development, manufacture or sale of Soliris. Under the guidance of ASC 450, Contingencies , we record a royalty accrual based on our best estimate of the fair value percent of net sales of Soliris that we could be required to pay the owners of patents for technology used in the manufacture and sale of Soliris. A costly license, or inability to obtain a necessary license, could have a material adverse effect on our financial results. As previously disclosed, in May 2015, we received a subpoena in connection with an investigation by the Enforcement Division of the U.S. Securities and Exchange Commission (SEC) requesting information related to our grant-making activities and compliance with the Foreign Corrupt Practices Act in various countries. The SEC also seeks information related to Alexion’s recalls of specific lots of Soliris and related securities disclosures. Alexion is cooperating with the SEC’s investigation, which is in its early stages. At this time, Alexion is unable to predict the duration, scope or outcome of the SEC investigation. Given the early stage of this investigation, management does not currently believe a loss related to this matter is probable or that the potential magnitude of such loss or range of loss, if any, can be reasonably estimated. In March 2013, we received a Warning Letter (Warning Letter) from the U.S. Food and Drug Administration (FDA) regarding compliance with current Good Manufacturing Practices (cGMP) at ARIMF. The Warning Letter followed an FDA inspection which concluded in August 2012. At the conclusion of that inspection, the FDA issued a Form 483 Inspectional Observations, to which we responded in August 2012 and provided additional information to the FDA in September and December 2012. The observations relate to commercial and clinical manufacture of Soliris at ARIMF. We responded to the Warning Letter in a letter to the FDA dated in April 2013. At the conclusion of another inspection of ARIMF in August 2014, the FDA issued a Form 483 with three inspectional observations, none of which was designated as a repeat observation to the Warning Letter. The observations are inspectional and do not represent a final FDA determination of compliance. We continue to manufacture products, including Soliris, in this facility. While the resolution of the issues raised in the Warning Letter is difficult to predict, we do not currently believe a loss related to this matter is probable or that the potential magnitude of such loss or range of loss, if any, can be reasonable estimated. |
Restructuring (Notes)
Restructuring (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Activities Disclosure [Text Block] | Restructuring In conjunction with the acquisition and integration of Synageva, we recorded restructuring expense of $10,322 related to employee costs in the second quarter 2015. We currently estimate incurring approximately $ 5,000 to $10,000 of additional restructuring related charges in 2015. We expect to pay all accrued amounts related to this restructuring activity within twelve months. In the fourth quarter 2014, we announced plans to relocate our European headquarters from Lausanne to Zurich, Switzerland. The relocation of the European headquarters will support our operational needs based on growth in the European region. The activities primarily occurring at our Lausanne site will be relocated to our Zurich, Cheshire, Connecticut, and Dublin, Ireland locations. As a result of this action, we recorded restructuring expenses of $15,365 related to employee costs in the fourth quarter 2014. During the three and six months ended June 30, 2015 we incurred additional restructuring costs of $5,902 and $12,954 , respectively. The following table presents a reconciliation of the restructuring reserve recorded within accrued expenses on the Company's condensed consolidated balance sheet for the three and six months ended June 30, 2015 : Three months ended June 30, Six months ended June 30, 2015 2015 Employee Separation Costs Contract Termination Costs Other Costs Total Employee Separation Costs Contract Termination Costs Other Costs Total Liability, beginning of period $ 22,326 $ — $ 91 $ 22,417 $ 15,365 $ — $ — $ 15,365 Restructuring expenses 14,324 — 1,027 15,351 18,611 — 1,118 19,729 Cash settlements (1,816 ) — (841 ) (2,657 ) (1,816 ) — (841 ) (2,657 ) Adjustments to previous estimates 873 — — 873 3,547 — — 3,547 Liability, end of period $ 35,707 $ — $ 277 $ 35,984 $ 35,707 $ — $ 277 $ 35,984 |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The aggregate consideration to acquire Synageva consisted of: Stock consideration $ 4,917,849 Cash consideration 4,565,485 Total purchase price $ 9,483,334 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of assets acquired and liabilities assumed: Cash $ 626,217 Inventory 61,710 Other current assets 13,761 In-process research and development (IPR&D) 4,236,000 Other noncurrent assets 278,584 Assets acquired 5,216,272 Deferred tax liability (179,212 ) Other liabilities assumed (306,795 ) Liabilities assumed (486,007 ) Goodwill 4,753,069 Total purchase price $ 9,483,334 |
Business Acquisition, Pro Forma Information | The following unaudited pro forma information presents the combined results of Alexion and Synageva as if the acquisition of Synageva had been completed on January 1, 2014, with adjustments to give effect to pro forma events that are directly attributable to the acquisition. The unaudited pro forma results do not reflect operating efficiencies or potential cost savings which may result from the consolidation of operations. Accordingly, the unaudited pro forma financial information is not necessarily indicative of the results of operations that would have had we completed the transaction on January 1, 2014. Three months ended Six months ended June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Pro forma revenue $ 637,491 $ 514,838 $ 1,238,751 $ 1,083,040 Pro forma net income 98,568 116,251 130,289 69,393 Earnings per common share Basic $ 0.44 $ 0.52 $ 0.58 $ 0.31 Diluted $ 0.43 $ 0.51 $ 0.57 $ 0.30 |
Schedule of Acquisition Related Costs | Acquisition-related costs associated with our business combinations for the three and six months ended June 30, 2015 and 2014 include the following: Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 Transaction costs (1) $ 26,799 $ — $ 26,799 $ — Integration costs 2,978 — 2,978 — Changes in fair value of contingent consideration 4,044 1,989 16,023 1,951 $ 33,821 $ 1,989 $ 45,800 $ 1,951 (1) Transaction costs include investment advisory, legal, and accounting fees The acquisition of Synageva also resulted in $10,322 of restructuring related charges for the three and six months ended June 30, 2015 . See Note 19 for additional details. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory, Net [Abstract] | |
Schedule of Inventory, Current | The components of inventory are as follows: June 30, December 31, 2015 2014 Raw materials $ 21,287 $ 14,570 Work-in-process 99,575 107,170 Finished goods 113,485 54,701 $ 234,347 $ 176,441 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill | The following table summarizes the carrying amount of our intangible assets and goodwill, net of accumulated amortization: June 30, 2015 December 31, 2014 Licenses, patents and purchased technology, net $ 1,520 $ 46 Acquired IPR&D 4,823,000 587,000 Intangible assets $ 4,824,520 $ 587,046 Goodwill $ 5,007,142 $ 254,073 |
Schedule of Goodwill [Table Text Block] | The following table summarizes the changes in the carrying amount of goodwill: Balance at December 31, 2014 $ 254,073 Goodwill resulting from the Synageva acquisition 4,753,069 Balance at June 30, 2015 $ 5,007,142 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Common Share [Abstract] | |
Schedule Of Basic And Diluted Earnings Per Share | The following table summarizes the calculation of basic and diluted EPS for the three and six months ended June 30, 2015 and 2014 : Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 Net income used for basic and diluted calculation $ 170,215 $ 166,495 $ 261,538 $ 325,849 Shares used in computing earnings per common share—basic 202,234 197,880 200,806 197,838 Weighted-average effect of dilutive securities: Stock awards 2,312 3,644 2,496 3,877 Shares used in computing earnings per common share—diluted 204,546 201,524 203,302 201,715 Earnings per common share: Basic $ 0.84 $ 0.84 $ 1.30 $ 1.65 Diluted $ 0.83 $ 0.83 $ 1.29 $ 1.62 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Securities Reconciliation [Table Text Block] | The amortized cost, gross unrealized holding gains, gross unrealized holding losses and estimated fair value of available-for-sale investments by type of security at June 30, 2015 and December 31, 2014 were as follows: June 30, 2015 Amortized Cost Gross Unrealized Holding Gains Gross Unrealized Holding Losses Estimated Fair Value Commercial paper $ 44,921 $ — $ — $ 44,921 Corporate bonds 88,828 59 (21 ) 88,866 Municipal bonds 57,519 6 (2 ) 57,523 Other government-related obligations: U.S. 8,399 — — 8,399 Foreign 49,464 17 (15 ) 49,466 Bank certificates of deposit 33,550 — — 33,550 $ 282,681 $ 82 $ (38 ) $ 282,725 December 31, 2014 Amortized Cost Basis Gross Unrealized Holding Gains Gross Unrealized Holding Losses Aggregate Fair Value Commercial paper $ 142,495 $ — $ — $ 142,495 Corporate bonds 494,032 415 (581 ) 493,866 Municipal bonds 174,759 132 (46 ) 174,845 Other government-related obligations: U.S. 99,668 14 (71 ) 99,611 Foreign 193,439 100 (174 ) 193,365 Bank certificates of deposit 77,000 — — 77,000 $ 1,181,393 $ 661 $ (872 ) $ 1,181,182 |
Available-for-sale Securities by Balance Sheet Location Classification [Table Text Block] | The fair values of available-for-sale securities by classification in the condensed consolidated balance sheet were as follows: June 30, 2015 December 31, 2014 Cash and cash equivalents $ 118,193 $ 167,892 Marketable securities 164,532 1,013,290 $ 282,725 $ 1,181,182 |
Investments Classified by Contractual Maturity Date [Table Text Block] | The fair values of available-for-sale debt securities at June 30, 2015 , by contractual maturity, are summarized as follows: June 30, 2015 Due in one year or less $ 250,374 Due after one year through three years 32,351 $ 282,725 |
Derivative Instruments and He32
Derivative Instruments and Hedging Activities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities [Abstract] | |
Schedule of Other Comprehensive Income and Earnings from Foreign Exchange Contracts | The impact on accumulated other comprehensive income (AOCI) and earnings from foreign exchange contracts that qualified as cash flow hedges, for the three and six months ended June 30, 2015 and 2014 were as follows: Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 (Loss) gain recognized in AOCI, net of tax $ (22,221 ) $ (4,119 ) $ 71,588 $ (8,063 ) Gain (loss) reclassified from AOCI to net product sales (effective portion), net of tax $ 27,670 $ (608 ) $ 53,117 $ 500 Gain reclassified from AOCI to other income and expense (ineffective portion), net of tax $ 256 $ 164 $ 1,331 $ 7 |
Schedule of Fair Value of Outstanding Derivatives | The following tables summarize the fair value of outstanding derivatives at June 30, 2015 and December 31, 2014 : June 30, 2015 Asset Derivatives Liability Derivatives Balance Sheet Fair Balance Sheet Fair Derivatives designated as hedging instruments: Foreign exchange forward contracts Other current assets $ 89,327 Other current liabilities $ 2,934 Foreign exchange forward contracts Other non-current assets 82,343 Other non-current liabilities 5,486 Total fair value of derivative instruments $ 171,670 $ 8,420 December 31, 2014 Asset Derivatives Liability Derivatives Balance Sheet Fair Balance Sheet Fair Derivatives designated as hedging instruments: Foreign exchange forward contracts Other current assets $ 77,348 Other current liabilities $ 794 Foreign exchange forward contracts Other non-current assets 58,698 Other non-current liabilities 86 Total fair value of derivative instruments $ 136,046 $ 880 |
Offsetting Assets and Liabilities | The following tables summarize the potential effect on our condensed consolidated balance sheets of offsetting our foreign exchange forward contracts subject to such provisions: June 30, 2015 Gross Amounts Not Offset in the Condensed Consolidated Balance Sheet Description Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Condensed Consolidated Balance Sheet Amounts of Assets/Liabilities Presented in the Condensed Consolidated Balance Sheet Derivative Financial Instruments Cash Collateral Received (Pledged) Net Amount Derivative assets $ 171,670 $ — $ 171,670 $ (8,420 ) $ — $ 163,250 Derivative liabilities (8,420 ) — (8,420 ) 8,420 — — December 31, 2014 Gross Amounts Not Offset in the Condensed Consolidated Balance Sheet Description Gross Amounts of Recognized Assets/Liabilities Gross Amounts Offset in the Condensed Consolidated Balance Sheet Amounts of Assets/Liabilities Presented in the Condensed Consolidated Balance Sheet Derivative Financial Instruments Cash Collateral Received (Pledged) Net Amount Derivative assets $ 136,046 $ — $ 136,046 $ (880 ) $ — $ 135,166 Derivative liabilities (880 ) — (880 ) 880 — — |
Other Comprehensive Income an33
Other Comprehensive Income and Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accumulated Other Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The following tables summarize the changes in AOCI, by component, for the six months ended June 30, 2015 and 2014 : Defined Benefit Pension Plans Unrealized Gains (Losses) from Marketable Securities Unrealized Gains (Losses) from Hedging Activities Foreign Currency Translation Adjustment Total Accumulated Other Comprehensive Income (Loss) Balances, December 31, 2014 $ (16,570 ) $ (234 ) $ 87,308 $ (13,719 ) $ 56,785 Other comprehensive income before reclassifications (8,153 ) 276 71,588 (4,218 ) 59,493 Amounts reclassified from other comprehensive income 708 (22 ) (54,448 ) — (53,762 ) Net other comprehensive income (loss) (7,445 ) 254 17,140 (4,218 ) 5,731 Balances, June 30, 2015 $ (24,015 ) $ 20 $ 104,448 $ (17,937 ) $ 62,516 Defined Benefit Pension Plans Unrealized Gains (Losses) from Marketable Securities Unrealized Gains (Losses) from Hedging Activities Foreign Currency Translation Adjustment Total Accumulated Other Comprehensive Income (Loss) Balances, December 31, 2013 $ (11,502 ) $ (146 ) $ (3,827 ) $ (7,382 ) $ (22,857 ) Other comprehensive income before reclassifications (3,086 ) 1,111 (8,063 ) 552 (9,486 ) Amounts reclassified from other comprehensive income 401 (1 ) (507 ) — (107 ) Net other comprehensive income (loss) (2,685 ) 1,110 (8,570 ) 552 (9,593 ) Balances, June 30, 2014 $ (14,187 ) $ 964 $ (12,397 ) $ (6,830 ) $ (32,450 ) |
Reclassification out of Accumulated Other Comprehensive Income | The table below provides details regarding significant reclassifications from AOCI during the three and six months ended June 30, 2015 and 2014 : Details about Accumulated Other Comprehensive Income Components Amount Reclassified From Accumulated Other Comprehensive Income during the three months ended June 30, Amount Reclassified From Accumulated Other Comprehensive Income during the six months ended June 30, Affected Line Item in the Condensed Consolidated Statements of Operations 2015 2014 2015 2014 Unrealized Gains (Losses) from Hedging Activity Effective portion of foreign exchange contracts $ 31,622 $ (695 ) $ 60,705 $ 571 Net product sales Ineffective portion of foreign exchange contracts 293 187 1,521 8 Foreign currency (loss) gain 31,915 (508 ) 62,226 579 (3,989 ) 64 (7,778 ) (72 ) Income tax provision $ 27,926 $ (444 ) $ 54,448 $ 507 Unrealized Gains (Losses) from Marketable Securities Realized gains on sale of securities $ 22 $ — $ 35 $ 2 Investment income 22 — 35 2 (8 ) — (13 ) (1 ) Income tax provision $ 14 $ — $ 22 $ 1 Defined Benefit Pension Plans Amortization of prior service costs and actuarial losses $ (626 ) $ (359 ) $ (937 ) $ (438 ) (a) (626 ) (359 ) (937 ) (438 ) 153 31 229 37 Income tax provision $ (473 ) $ (328 ) $ (708 ) $ (401 ) (a) This AOCI component is included in the computation of net periodic pension benefit cost (see Note 15 for additional details). |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule Of Assets And Liabilites Measured At Fair Value | The following tables present information about our assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 , and indicate the fair value hierarchy of the valuation techniques we utilized to determine such fair value. Fair Value Measurement at Balance Sheet Type of Instrument Total Level 1 Level 2 Level 3 Cash equivalents Institutional money market funds $ 605,523 $ — $ 605,523 $ — Cash equivalents Commercial paper $ 44,921 $ — $ 44,921 $ — Cash equivalents Municipal bonds $ 31,323 $ — $ 31,323 $ — Cash equivalents Bank certificates of deposit $ 33,550 $ — $ 33,550 $ — Cash equivalents Other government-related obligations $ 8,399 $ — $ 8,399 $ — Marketable securities Mutual funds $ 7,697 $ 7,697 $ — $ — Marketable securities Corporate bonds $ 88,866 $ — $ 88,866 $ — Marketable securities Municipal bonds $ 26,200 $ — $ 26,200 $ — Marketable securities Other government-related obligations $ 49,466 $ — $ 49,466 $ — Prepaid expenses and other current assets Foreign exchange forward contracts $ 89,327 $ — $ 89,327 $ — Other assets Foreign exchange forward contracts $ 82,343 $ — $ 82,343 $ — Other current liabilities Foreign exchange forward contracts $ 2,934 $ — $ 2,934 $ — Other liabilities Foreign exchange forward contracts $ 5,486 $ — $ 5,486 $ — Other current liabilities Acquisition-related contingent consideration $ 49,448 $ — $ — $ 49,448 Contingent consideration Acquisition-related contingent consideration $ 129,546 $ — $ — $ 129,546 Fair Value Measurement at Balance Sheet Type of Instrument Total Level 1 Level 2 Level 3 Cash equivalents Institutional money market funds $ 176,331 $ — $ 176,331 $ — Cash equivalents Commercial paper $ 117,529 $ — $ 117,529 $ — Cash equivalents Corporate bonds $ 9,315 $ — $ 9,315 $ — Cash equivalents Municipal bonds $ 12,050 $ — $ 12,050 $ — Cash equivalents Other government-related obligations $ 23,998 $ — $ 23,998 $ — Cash equivalents Bank certificates of deposit $ 5,000 $ — $ 5,000 $ — Marketable securities Mutual funds $ 4,277 $ 4,277 $ — $ — Marketable securities Commercial paper $ 24,966 $ — $ 24,966 $ — Marketable securities Corporate bonds $ 484,551 $ — $ 484,551 $ — Marketable securities Municipal bonds $ 162,795 $ — $ 162,795 $ — Marketable securities Other government-related obligations $ 268,978 $ — $ 268,978 $ — Marketable securities Bank certificates of deposit $ 72,000 $ — $ 72,000 $ — Prepaid expenses and other current assets Foreign exchange forward contracts $ 77,348 $ — $ 77,348 $ — Other assets Foreign exchange forward contracts $ 58,698 $ — $ 58,698 $ — Other current liabilities Foreign exchange forward contracts $ 794 $ — $ 794 $ — Other liabilities Foreign exchange forward contracts $ 86 $ — $ 86 $ — Other current liabilities Acquisition-related contingent consideration $ 46,546 $ — $ — $ 46,546 Contingent consideration Acquisition-related contingent consideration $ 116,425 $ — $ — $ 116,425 |
Schedule Of Acquisition-Related Contingent Consideration | The following table represents a roll-forward of our acquisition-related contingent consideration: Six months ended June 30, 2015 Balance at beginning of period $ (162,971 ) Changes in fair value (16,023 ) Balance at end of period $ (178,994 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision and Effective Tax Rate | The following table provides a comparative summary of our income tax provision and effective tax rate for the three and six months ended June 30, 2015 and 2014 : Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 Provision for income taxes $ 7,077 $ 52,151 $ 22,699 $ 104,708 Effective tax rate 4.0 % 23.9 % 8.0 % 24.3 % |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of Components of Net Periodic Benefit Costs | The components of net periodic benefit cost were as follows: Three months ended Six months ended June 30, June 30, 2015 2014 2015 2014 Service cost $ 4,861 $ 2,622 $ 7,282 $ 4,185 Interest cost 372 200 552 400 Expected return on plan assets (508 ) (232 ) (751 ) (463 ) Employee contributions (900 ) (482 ) (1,327 ) (877 ) Amortization 626 359 937 438 Total net periodic benefit cost $ 4,451 $ 2,467 $ 6,693 $ 3,683 |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Costs [Table Text Block] | The following table presents a reconciliation of the restructuring reserve recorded within accrued expenses on the Company's condensed consolidated balance sheet for the three and six months ended June 30, 2015 : Three months ended June 30, Six months ended June 30, 2015 2015 Employee Separation Costs Contract Termination Costs Other Costs Total Employee Separation Costs Contract Termination Costs Other Costs Total Liability, beginning of period $ 22,326 $ — $ 91 $ 22,417 $ 15,365 $ — $ — $ 15,365 Restructuring expenses 14,324 — 1,027 15,351 18,611 — 1,118 19,729 Cash settlements (1,816 ) — (841 ) (2,657 ) (1,816 ) — (841 ) (2,657 ) Adjustments to previous estimates 873 — — 873 3,547 — — 3,547 Liability, end of period $ 35,707 $ — $ 277 $ 35,984 $ 35,707 $ — $ 277 $ 35,984 |
Acquisitions Total Consideratio
Acquisitions Total Consideration Transferred (Details) - USD ($) $ in Thousands | Jun. 22, 2015 | Jun. 30, 2015 | Jun. 30, 2014 |
Business Acquisition [Line Items] | |||
Stock consideration | $ 4,917,849 | $ 0 | |
Synageva BioPharma Corp. | |||
Business Acquisition [Line Items] | |||
Stock consideration | $ 4,917,849 | ||
Cash consideration | 4,565,485 | ||
Total purchase price | $ 9,483,334 |
Acquisitions Purchase Price All
Acquisitions Purchase Price Allocation to Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 22, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||
Goodwill | $ 5,007,142 | $ 254,073 | |
Synageva BioPharma Corp. | |||
Business Acquisition [Line Items] | |||
Cash | $ 626,217 | ||
Inventory | 61,710 | ||
Other current assets | 13,761 | ||
In-process research and development (IPR&D) | 4,236,000 | ||
Other noncurrent assets | 278,584 | ||
Assets acquired | 5,216,272 | ||
Deferred tax liability | (179,212) | ||
Other liabilities assumed | (306,795) | ||
Liabilities assumed | 486,007 | ||
Goodwill | 4,753,069 | ||
Total purchase price | $ 9,483,334 |
Acquisitions Pro Forma Financia
Acquisitions Pro Forma Financial Information of Combined Results of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Business Combinations [Abstract] | ||||
Pro forma revenue | $ 637,491 | $ 514,838 | $ 1,238,751 | $ 1,083,040 |
Pro forma net income | $ 98,568 | $ 116,251 | $ 130,289 | $ 69,393 |
Basic (dollars per share) | $ 0.44 | $ 0.52 | $ 0.58 | $ 0.31 |
Diluted (dollars per share) | $ 0.43 | $ 0.51 | $ 0.57 | $ 0.30 |
Acquisitions Acquisition Relate
Acquisitions Acquisition Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Business Acquisition [Line Items] | |||||
Transaction costs | [1] | $ 26,799 | $ 0 | $ 26,799 | $ 0 |
Integration costs | 2,978 | 0 | 2,978 | 0 | |
Changes in fair value of contingent consideration | 4,044 | 1,989 | 16,023 | 1,951 | |
Acquisition related costs | $ 33,821 | $ 1,989 | $ 45,800 | $ 1,951 | |
[1] | {F|ahBzfndlYmZpbGluZ3MtaHJkcmoLEgZYTUxEb2MiXlhCUkxEb2NHZW5JbmZvOmMyMDFmZmM5YmFhYTRkMGI5NzE2YWVkMjkzNjIyNDhhfFRleHRTZWxlY3Rpb246OUI3OEY3M0Y2QzI3OEY1QkQ3NjlERkZGRUYwN0NFRkYM} |
Acquisitions Narrative (Details
Acquisitions Narrative (Details) - USD ($) | Jun. 22, 2015 | May. 06, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | May. 05, 2015 |
Business Acquisition [Line Items] | |||||||
Net income | $ 170,215,000 | $ 166,495,000 | $ 261,538,000 | $ 325,849,000 | |||
Restructuring Charges | 15,351,000 | 19,729,000 | |||||
Synageva BioPharma Corp. | |||||||
Business Acquisition [Line Items] | |||||||
Payments to acquire business | $ 4,565,485,000 | ||||||
Number of shares | 26,125,000 | ||||||
Consideration transferred, net of cash acquired | $ 8,860,000 | ||||||
Share price (dollars per share) | $ 188.24 | ||||||
Inventory | $ 61,710,000 | ||||||
In-process research and development (IPR&D) | $ 4,236,000,000 | ||||||
Weighted Average Cost of Capital | 10.00% | ||||||
Deferred tax liability | $ (179,212,000) | ||||||
Deferred Tax Liabilities, Intangible Assets | (586,720,000) | ||||||
Deferred Tax Liabilities, Inventory | (22,393,000) | ||||||
Deferred Tax Assets, Operating Loss Carryforwards | 231,281,000 | ||||||
Deferred Tax Assets, Tax Credit Carryforwards | $ 198,620,000 | ||||||
Business Combination, Separately Recognized Transactions, Expenses and Losses Recognized | 4,862,000 | 4,862,000 | |||||
Restructuring Charges | 10,322,000 | 10,322,000 | |||||
Scenario, Previously Reported | Synageva BioPharma Corp. | |||||||
Business Acquisition [Line Items] | |||||||
Payments to acquire business | $ 115 | ||||||
Number of shares | 0.6581 | ||||||
Consideration transferred, net of cash acquired | $ 8,400,000 | ||||||
Share price (dollars per share) | $ 168.55 | ||||||
Stock Based Compensation Expense | |||||||
Business Acquisition [Line Items] | |||||||
Net income | 33,150,000 | 33,150,000 | |||||
Stock Based Compensation Expense | Synageva BioPharma Corp. | |||||||
Business Acquisition [Line Items] | |||||||
Net income | 127,290,000 | 127,290,000 | |||||
Acquisition Related and Restructuring Costs | |||||||
Business Acquisition [Line Items] | |||||||
Net income | 40,099,000 | 40,099,000 | |||||
Acquisition Related and Restructuring Costs | Synageva BioPharma Corp. | |||||||
Business Acquisition [Line Items] | |||||||
Net income | $ 62,071,000 | $ 62,071,000 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2015 | Jun. 30, 2015 | Jun. 22, 2015 | Dec. 31, 2014 | |
Inventory [Line Items] | ||||
Inventory, Raw Materials | $ 21,287 | $ 14,570 | ||
Inventory, Work in Process | 99,575 | 107,170 | ||
Inventory, Finished Goods | 113,485 | 54,701 | ||
Inventory, Net | 234,347 | 176,441 | ||
Capitalized Prelaunch Inventory | ||||
Inventory [Line Items] | ||||
Inventory, Net | $ 79,154 | $ 22,005 | ||
Asfotase Alfa [Member] | ||||
Inventory [Line Items] | ||||
Inventory Charge Recorded in Connection with Closure of Third Party Manufacturing Facility | $ 24,352 | |||
Synageva BioPharma Corp. | ||||
Inventory [Line Items] | ||||
Inventory | $ 61,710 |
Intangible Assets and Goodwil44
Intangible Assets and Goodwill (Schedule of Intangible Assets and Goodwill) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Licenses, patents and purchased technology | $ 1,520 | $ 46 |
Acquired in-process research and development | 4,823,000 | 587,000 |
Intangible assets | 4,824,520 | 587,046 |
Goodwill | $ 5,007,142 | $ 254,073 |
Intangible Assets and Goodwil45
Intangible Assets and Goodwill (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 22, 2015 | |
Goodwill [Line Items] | |||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 0 | $ 0 | $ 0 | $ 3,464 | |
Synageva BioPharma Corp. | |||||
Goodwill [Line Items] | |||||
In-process research and development (IPR&D) | $ 4,236,000 |
Intangible Assets and Goodwil46
Intangible Assets and Goodwill Schedule of Changes in the Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill | $ 5,007,142 | $ 254,073 |
Goodwill resulting from the Synageva acquisition | $ 4,753,069 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Jun. 22, 2015 | Jun. 22, 2015 | Jun. 30, 2015 | Jun. 30, 2014 |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of long-term debt | $ 3,500,000 | $ 0 | ||
Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Payments of Financing Costs | 45,492 | |||
Senior Secured Term Loan [Member] | Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, principal amount | $ 3,500,000 | $ 3,500,000 | ||
Debt Instrument, quarterly payment as a percent of total borrowings | 1.25% | 1.25% | ||
Proceeds from issuance of long-term debt | 3,500,000 | |||
Outstanding debt | 3,500,000 | |||
Senior Secured Term Loan [Member] | Prior Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Repayments of Debt | $ 33,500 | |||
Line of Credit [Member] | Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 500,000 | 500,000 | ||
Proceeds from issuance of long-term debt | 200,000 | |||
Outstanding debt | 0 | |||
Letters of credit, amount outstanding | 5,672 | |||
Line of credit facility, borrowing availability | $ 494,328 | |||
Letter of Credit [Member] | Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Sublimit for letter of credit for working capital requirements and other general corporate purposes | 100,000 | 100,000 | ||
Bridge Loan [Member] | Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Sublimit for letter of credit for working capital requirements and other general corporate purposes | $ 25,000 | $ 25,000 | ||
Minimum [Member] | Base Rate [Member] | Line of Credit [Member] | Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 0.25% | |||
Minimum [Member] | Eurodollar [Member] | Line of Credit [Member] | Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 1.25% | |||
Maximum [Member] | Base Rate [Member] | Line of Credit [Member] | Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 1.00% | |||
Maximum [Member] | Eurodollar [Member] | Line of Credit [Member] | Credit Agreement [Member] | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, basis spread on variable rate (percent) | 2.00% |
Earnings Per Common Share (Summ
Earnings Per Common Share (Summary Of Calculation Of Basic And Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Common Share [Abstract] | ||||
Net income used for basic and diluted calculation | $ 170,215 | $ 166,495 | $ 261,538 | $ 325,849 |
Shares used in computing earnings per common share—basic | 202,234 | 197,880 | 200,806 | 197,838 |
Stock awards | 2,312 | 3,644 | 2,496 | 3,877 |
Shares used in computing earnings per common share-diluted | 204,546 | 201,524 | 203,302 | 201,715 |
Earnings Per Share, Basic | $ 0.84 | $ 0.84 | $ 1.30 | $ 1.65 |
Earnings Per Share, Diluted | $ 0.83 | $ 0.83 | $ 1.29 | $ 1.62 |
Earnings Per Common Share (Narr
Earnings Per Common Share (Narrative) (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 2,435 | 1,698 | 2,387 | 1,151 |
Marketable Securities (Summary
Marketable Securities (Summary of Securities Held) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 282,681 | $ 1,181,393 |
Available-For-Sale Debt Securities Gross Unrealized Gain, Accumulated In AOCI | 82 | 661 |
Available-For-Sale Debt Securities Gross Unrealized Loss, Accumulated In AOCI | 38 | 872 |
Estimated Fair Value | 282,725 | 1,181,182 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 44,921 | 142,495 |
Available-For-Sale Debt Securities Gross Unrealized Gain, Accumulated In AOCI | 0 | 0 |
Available-For-Sale Debt Securities Gross Unrealized Loss, Accumulated In AOCI | 0 | 0 |
Estimated Fair Value | 44,921 | 142,495 |
Corporate Bond Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 88,828 | 494,032 |
Available-For-Sale Debt Securities Gross Unrealized Gain, Accumulated In AOCI | 59 | 415 |
Available-For-Sale Debt Securities Gross Unrealized Loss, Accumulated In AOCI | 21 | 581 |
Estimated Fair Value | 88,866 | 493,866 |
Municipal Bonds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 57,519 | 174,759 |
Available-For-Sale Debt Securities Gross Unrealized Gain, Accumulated In AOCI | 6 | 132 |
Available-For-Sale Debt Securities Gross Unrealized Loss, Accumulated In AOCI | 2 | 46 |
Estimated Fair Value | 57,523 | 174,845 |
US Government Agencies Debt Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 8,399 | 99,668 |
Available-For-Sale Debt Securities Gross Unrealized Gain, Accumulated In AOCI | 0 | 14 |
Available-For-Sale Debt Securities Gross Unrealized Loss, Accumulated In AOCI | 0 | 71 |
Estimated Fair Value | 8,399 | 99,611 |
Foreign Government Debt Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 49,464 | 193,439 |
Available-For-Sale Debt Securities Gross Unrealized Gain, Accumulated In AOCI | 17 | 100 |
Available-For-Sale Debt Securities Gross Unrealized Loss, Accumulated In AOCI | 15 | 174 |
Estimated Fair Value | 49,466 | 193,365 |
Certificates of Deposit [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 33,550 | 77,000 |
Available-For-Sale Debt Securities Gross Unrealized Gain, Accumulated In AOCI | 0 | 0 |
Available-For-Sale Debt Securities Gross Unrealized Loss, Accumulated In AOCI | 0 | 0 |
Estimated Fair Value | $ 33,550 | $ 77,000 |
Marketable Securities (Availabl
Marketable Securities (Available-for-sale Investments by Classification in Balance Sheet) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities | $ 282,725 | $ 1,181,182 |
Cash and Cash Equivalents [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities | 118,193 | 167,892 |
Marketable Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale securities | $ 164,532 | $ 1,013,290 |
Marketable Securities (Availa52
Marketable Securities (Available-for-sale Debt Securities by Contractual Maturity) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Investments, Debt and Equity Securities [Abstract] | ||
Due in one year or less | $ 250,374 | |
Due after one year through three years | 32,351 | |
Estimated Fair Value | $ 282,725 | $ 1,181,182 |
Marketable Securities (Narrativ
Marketable Securities (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Investments, Debt and Equity Securities [Abstract] | ||
Available-for-sale Securities, Continuous Unrealized Loss Position, Less than Twelve Months, Fair Value | $ 68,024 | $ 472,241 |
Trading securities. fair value | $ 7,697 | $ 4,277 |
Derivative Instruments and He54
Derivative Instruments and Hedging Activities (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Foreign Exchange Forward Contracts Term | 60 months | ||||
Estimated gains (losses) to be reclassified from other comprehenisve income in next 12 months | $ 84,046,000 | ||||
Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Foreign Exchange Forward Contracts Term | 30 days | ||||
Gain (loss) in other income and expense | $ (6,660,000) | $ (1,640,000) | $ (237,000) | $ 649,000 | |
Foreign Exchange Forward [Member] | Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Notional Amount of Derivative Instruments | 1,843,491,000 | 1,843,491,000 | |||
Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Notional Amount of Derivative Instruments | 184,392,000 | 184,392,000 | |||
Derivative, fair value, net | $ 0 | $ 0 | $ 0 |
Derivative Instruments and He55
Derivative Instruments and Hedging Activities (Schedule Of Other Comprehensive Income And Earnings From Foreign Exchange Contracts) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Derivative Instruments and Hedging Activities [Abstract] | ||||
(Loss) gain recognized in AOCI, net of tax | $ (22,221) | $ (4,119) | $ 71,588 | $ (8,063) |
Gain (loss) reclassified from AOCI to net product sales (effective portion), net of tax | 27,670 | (608) | 53,117 | 500 |
Gain reclassified from AOCI to other income and expense (ineffective portion), net of tax | $ 256 | $ 164 | $ 1,331 | $ 7 |
Derivative Instruments and He56
Derivative Instruments and Hedging Activities (Schedule Of Fair Value Of Outstanding Derivatives) (Details) - Foreign Exchange Forward [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives, Fair Value | $ 171,670 | $ 136,046 |
Liability Derivatives, Fair Value | 8,420 | 880 |
Other Current Assets [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives, Fair Value | 89,327 | 77,348 |
Other Current Liabilities [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives, Fair Value | 2,934 | 794 |
Other Noncurrent Assets [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives, Fair Value | 82,343 | 58,698 |
Other Noncurrent Liabilities [Member] | Designated as Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Liability Derivatives, Fair Value | $ 5,486 | $ 86 |
Derivative Instruments and He57
Derivative Instruments and Hedging Activities (Offsetting Assets and Liabilities) (Details) - Foreign Exchange Forward [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Derivative Asset, Fair Value, Amount Offset Against Collateral [Abstract] | ||
Gross Amounts of Recognized Assets | $ 171,670 | $ 136,046 |
Gross Amounts Offset in the Condensed Consolidated Balance Sheet | 0 | 0 |
Amounts of Assets Presented in the Condensed Consolidated Balance Sheet | 171,670 | 136,046 |
Derivative Financial Instruments | (8,420) | (880) |
Cash Collateral Received | 0 | 0 |
Net Amount | 163,250 | 135,166 |
Derivative Liability, Fair Value, Amount Offset Against Collateral [Abstract] | ||
Gross Amounts of Recognized Liabilities | (8,420) | (880) |
Gross Amounts Offset in the Condensed Consolidated Balance Sheet | 0 | 0 |
Amounts of Liabilities Presented in the Condensed Consolidated Balance Sheet | (8,420) | (880) |
Derivative Financial Instruments | 8,420 | 880 |
Cash Collateral Pledged | 0 | 0 |
Net Amount | $ 0 | $ 0 |
Other Investments (Details)
Other Investments (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Moderna LLC [Member] | |
Investment [Line Items] | |
Investment Owned, at Cost | $ 37,500 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) shares in Thousands, $ in Thousands | Jun. 22, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | May. 06, 2015 |
Class of Stock [Line Items] | ||||||
Treasury Stock, Shares, Acquired | 132 | 1,012 | 466 | 1,149 | ||
Treasury Stock, Value, Acquired, Cost Method | $ 23,537 | $ 156,458 | $ 83,563 | $ 178,515 | ||
Stock consideration | 4,917,849 | 0 | ||||
Payments of Stock Issuance Costs | 3,864 | $ 0 | ||||
Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Stock Repurchase Program, Authorized Amount | $ 1,000,000 | |||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 1,000,000 | $ 1,000,000 | ||||
Synageva BioPharma Corp. | ||||||
Class of Stock [Line Items] | ||||||
Number of shares | 26,125 | |||||
Stock consideration | $ 4,917,849 | |||||
Payments of Stock Issuance Costs | $ 3,864 |
Other Comprehensive Income an60
Other Comprehensive Income and Accumulated Other Comprehensive Income (Changes in AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | $ 56,785 | $ (22,857) | ||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 59,493 | (9,486) | ||
Amounts reclassified from other comprehensive income | (53,762) | (107) | ||
Other comprehensive (loss) income, net of tax | $ (56,973) | $ (6,015) | 5,731 | (9,593) |
Ending balance | 62,516 | (32,450) | 62,516 | (32,450) |
Accumulated Defined Benefit Plans Adjustment [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (16,570) | (11,502) | ||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | (8,153) | (3,086) | ||
Amounts reclassified from other comprehensive income | 708 | 401 | ||
Other comprehensive (loss) income, net of tax | (7,445) | (2,685) | ||
Ending balance | (24,015) | (14,187) | (24,015) | (14,187) |
Accumulated Net Unrealized Investment Gain (Loss) [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (234) | (146) | ||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 276 | 1,111 | ||
Amounts reclassified from other comprehensive income | (22) | (1) | ||
Other comprehensive (loss) income, net of tax | 254 | 1,110 | ||
Ending balance | 20 | 964 | 20 | 964 |
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | 87,308 | (3,827) | ||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | 71,588 | (8,063) | ||
Amounts reclassified from other comprehensive income | (54,448) | (507) | ||
Other comprehensive (loss) income, net of tax | 17,140 | (8,570) | ||
Ending balance | 104,448 | (12,397) | 104,448 | (12,397) |
Accumulated Translation Adjustment [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||
Beginning balance | (13,719) | (7,382) | ||
Other Comprehensive Income (Loss), before Reclassifications, Net of Tax | (4,218) | 552 | ||
Amounts reclassified from other comprehensive income | 0 | 0 | ||
Other comprehensive (loss) income, net of tax | (4,218) | 552 | ||
Ending balance | $ (17,937) | $ (6,830) | $ (17,937) | $ (6,830) |
Other Comprehensive Income an61
Other Comprehensive Income and Accumulated Other Comprehensive Income (Significant Reclassifications from AOCI) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | ||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Net product sales | $ 635,983 | $ 512,495 | $ 1,236,316 | $ 1,079,111 | |
Foreign currency gain (loss) | (2,045) | (1,202) | (1,040) | 56 | |
Investment income | 2,226 | 1,714 | 5,110 | 3,927 | |
Income before income taxes | 177,292 | 218,646 | 284,237 | 430,557 | |
Income tax provision | (7,077) | (52,151) | (22,699) | (104,708) | |
Net income | 170,215 | 166,495 | 261,538 | 325,849 | |
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Net product sales | 31,622 | (695) | 60,705 | 571 | |
Foreign currency gain (loss) | 293 | 187 | 1,521 | 8 | |
Income before income taxes | 31,915 | (508) | 62,226 | 579 | |
Income tax provision | (3,989) | 64 | (7,778) | (72) | |
Net income | 27,926 | (444) | 54,448 | 507 | |
Accumulated Net Unrealized Investment Gain (Loss) [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Investment income | 22 | 0 | 35 | 2 | |
Income before income taxes | 22 | 0 | 35 | 2 | |
Income tax provision | (8) | 0 | (13) | (1) | |
Net income | 14 | 0 | 22 | 1 | |
Accumulated Defined Benefit Plans Adjustment [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||||
Reclassification out of Accumulated Other Comprehensive Income [Line Items] | |||||
Amortization of prior service costs and actuarial losses | [1] | (626) | (359) | (937) | (438) |
Income before income taxes | (626) | (359) | (937) | (438) | |
Income tax provision | 153 | 31 | 229 | 37 | |
Net income | $ (473) | $ (328) | $ (708) | $ (401) | |
[1] | This AOCI component is included in the computation of net periodic pension benefit cost (see Note 15 for additional details). |
Fair Value Measurement (Schedul
Fair Value Measurement (Schedule Of Assets And Liabilites Measured At Fair Value) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Foreign Exchange Forward [Member] | Other Current Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, liability | $ 2,934 | $ 794 |
Foreign Exchange Forward [Member] | Other Current Liabilities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, liability | 0 | 0 |
Foreign Exchange Forward [Member] | Other Current Liabilities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, liability | 2,934 | 794 |
Foreign Exchange Forward [Member] | Other Current Liabilities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, liability | 0 | 0 |
Foreign Exchange Forward [Member] | Other Noncurrent Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, liability | 5,486 | 86 |
Foreign Exchange Forward [Member] | Other Noncurrent Liabilities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, liability | 0 | 0 |
Foreign Exchange Forward [Member] | Other Noncurrent Liabilities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, liability | 5,486 | 86 |
Foreign Exchange Forward [Member] | Other Noncurrent Liabilities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, liability | 0 | 0 |
Acquisition Related Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 178,994 | |
Acquisition Related Contingent Consideration [Member] | Other Current Liabilities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 49,448 | 46,546 |
Acquisition Related Contingent Consideration [Member] | Other Current Liabilities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 0 | 0 |
Acquisition Related Contingent Consideration [Member] | Other Current Liabilities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 0 | 0 |
Acquisition Related Contingent Consideration [Member] | Other Current Liabilities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 49,448 | 46,546 |
Acquisition Related Contingent Consideration [Member] | Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 129,546 | 116,425 |
Acquisition Related Contingent Consideration [Member] | Contingent Consideration [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 0 | 0 |
Acquisition Related Contingent Consideration [Member] | Contingent Consideration [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 0 | 0 |
Acquisition Related Contingent Consideration [Member] | Contingent Consideration [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Business Combination, Contingent Consideration, Liability | 129,546 | 116,425 |
Money Market Funds [Member] | Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 605,523 | 176,331 |
Money Market Funds [Member] | Cash Equivalents [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Money Market Funds [Member] | Cash Equivalents [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 605,523 | 176,331 |
Money Market Funds [Member] | Cash Equivalents [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Mutual Funds [Member] | Marketable Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 7,697 | 4,277 |
Mutual Funds [Member] | Marketable Securities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 7,697 | 4,277 |
Mutual Funds [Member] | Marketable Securities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Mutual Funds [Member] | Marketable Securities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Commercial Paper [Member] | Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 44,921 | 117,529 |
Commercial Paper [Member] | Cash Equivalents [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Commercial Paper [Member] | Cash Equivalents [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 44,921 | 117,529 |
Commercial Paper [Member] | Cash Equivalents [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Commercial Paper [Member] | Marketable Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 24,966 | |
Commercial Paper [Member] | Marketable Securities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
Commercial Paper [Member] | Marketable Securities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 24,966 | |
Commercial Paper [Member] | Marketable Securities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
Corporate Bond Securities [Member] | Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 9,315 | |
Corporate Bond Securities [Member] | Cash Equivalents [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | |
Corporate Bond Securities [Member] | Cash Equivalents [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 9,315 | |
Corporate Bond Securities [Member] | Cash Equivalents [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | |
Corporate Bond Securities [Member] | Marketable Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 88,866 | 484,551 |
Corporate Bond Securities [Member] | Marketable Securities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Corporate Bond Securities [Member] | Marketable Securities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 88,866 | 484,551 |
Corporate Bond Securities [Member] | Marketable Securities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Municipal Bonds [Member] | Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 31,323 | 12,050 |
Municipal Bonds [Member] | Cash Equivalents [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Municipal Bonds [Member] | Cash Equivalents [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 31,323 | 12,050 |
Municipal Bonds [Member] | Cash Equivalents [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Municipal Bonds [Member] | Marketable Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 26,200 | 162,795 |
Municipal Bonds [Member] | Marketable Securities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Municipal Bonds [Member] | Marketable Securities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 26,200 | 162,795 |
Municipal Bonds [Member] | Marketable Securities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Other Government Obligations [Member] | Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 8,399 | 23,998 |
Other Government Obligations [Member] | Cash Equivalents [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Other Government Obligations [Member] | Cash Equivalents [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 8,399 | 23,998 |
Other Government Obligations [Member] | Cash Equivalents [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Other Government Obligations [Member] | Marketable Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 49,466 | 268,978 |
Other Government Obligations [Member] | Marketable Securities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Other Government Obligations [Member] | Marketable Securities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 49,466 | 268,978 |
Other Government Obligations [Member] | Marketable Securities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | 0 |
Certificates of Deposit [Member] | Cash Equivalents [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 33,550 | 5,000 |
Certificates of Deposit [Member] | Cash Equivalents [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Certificates of Deposit [Member] | Cash Equivalents [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 33,550 | 5,000 |
Certificates of Deposit [Member] | Cash Equivalents [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Certificates of Deposit [Member] | Marketable Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 72,000 | |
Certificates of Deposit [Member] | Marketable Securities [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
Certificates of Deposit [Member] | Marketable Securities [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 72,000 | |
Certificates of Deposit [Member] | Marketable Securities [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable securities | 0 | |
Foreign Exchange Forward [Member] | Other Current Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, asset | 89,327 | 77,348 |
Foreign Exchange Forward [Member] | Other Current Assets [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, asset | 0 | 0 |
Foreign Exchange Forward [Member] | Other Current Assets [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, asset | 89,327 | 77,348 |
Foreign Exchange Forward [Member] | Other Current Assets [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, asset | 0 | 0 |
Foreign Exchange Forward [Member] | Other Noncurrent Assets [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, asset | 82,343 | 58,698 |
Foreign Exchange Forward [Member] | Other Noncurrent Assets [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, asset | 0 | 0 |
Foreign Exchange Forward [Member] | Other Noncurrent Assets [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, asset | 82,343 | 58,698 |
Foreign Exchange Forward [Member] | Other Noncurrent Assets [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign exchange forward contracts, asset | $ 0 | $ 0 |
Fair Value Measurement (Sched63
Fair Value Measurement (Schedule Of Acquisition-Related Contingent Consideration) (Details) - Jun. 30, 2015 - USD ($) $ in Thousands | Total |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | |
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, Low | $ 0 |
Business Combination, Contingent Consideration, Arrangements, Range of Outcomes, Value, High | 876,000 |
Acquisition Related Contingent Consideration [Member] | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | |
Business Combination, Contingent Consideration, Liability | 178,994 |
Acquisition Related Contingent Consideration [Member] | Level 3 [Member] | |
Acquisition-Related Contingent Consideration [Roll Forward] | |
Balance at beginning of period | (162,971) |
Change in fair value | (16,023) |
Balance at end of period | $ (178,994) |
Acquisition Related Contingent Consideration [Member] | Minimum [Member] | Level 3 [Member] | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | |
Fair Value Inputs, Cost of Debt | 4.80% |
Fair Value Inputs, Weighted Average Cost of Capital | 12.00% |
Acquisition Related Contingent Consideration [Member] | Maximum [Member] | Level 3 [Member] | |
Fair Value Inputs, Liabilities, Quantitative Information [Line Items] | |
Fair Value Inputs, Weighted Average Cost of Capital | 21.00% |
Income Taxes (Schedule of Incom
Income Taxes (Schedule of Income Tax Provision and Effective Tax Rate) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Provision for income taxes | $ 7,077 | $ 52,151 | $ 22,699 | $ 104,708 |
Effective tax rate | 4.00% | 23.90% | 8.00% | 24.30% |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - Jun. 30, 2014 - USD ($) $ in Thousands | Total | Total |
Income Taxes [Line Items] | ||
Foreign Income Tax Expense (Benefit), Continuing Operations | $ 2,128 | $ 2,128 |
Defined Benefit Plans (Schedule
Defined Benefit Plans (Schedule of Components of Net Periodic Benefit Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ||||
Service cost | $ 4,861 | $ 2,622 | $ 7,282 | $ 4,185 |
Interest cost | 372 | 200 | 552 | 400 |
Expected return on plan assets | (508) | (232) | (751) | (463) |
Employee contributions | (900) | (482) | (1,327) | (877) |
Amortization | 626 | 359 | 937 | 438 |
Total net periodic benefit cost | $ 4,451 | $ 2,467 | $ 6,693 | $ 3,683 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 1 Months Ended | ||
Nov. 30, 2012 | Jun. 30, 2015 | Dec. 31, 2014 | |
Operating Leased Assets [Line Items] | |||
Facility Lease Obligation, Noncurrent | $ 129,560 | $ 107,099 | |
CONNECTICUT | Construction in Progress [Member] | |||
Operating Leased Assets [Line Items] | |||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 12 years | ||
Construction-in-process asset | 196,480 | ||
Facility Lease Obligation, Noncurrent | $ 126,164 | ||
Minimum [Member] | CONNECTICUT | Construction in Progress [Member] | |||
Operating Leased Assets [Line Items] | |||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 7 years | ||
Maximum [Member] | CONNECTICUT | Construction in Progress [Member] | |||
Operating Leased Assets [Line Items] | |||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 20 years |
License Agreements (Details)
License Agreements (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Mar. 31, 2015USD ($) | Jan. 31, 2015USD ($) | Mar. 31, 2015USD ($) | Jun. 30, 2015USD ($)target | |
License Agreement 1 [Member] | ||||
Schedule of License Agreements [Line Items] | ||||
Research and Development Expense (Excluding Acquired in Process Cost) | $ 47,000,000 | |||
Option to Purchase Drug Product [Member] | ||||
Schedule of License Agreements [Line Items] | ||||
Research and Development Arrangement, Number of Targets | target | 10 | |||
Research and Development Expense (Excluding Acquired in Process Cost) | $ 100,000,000 | |||
Research and Development Arrangement, Potential Option Exercise Payment | 15,000,000 | |||
License Agreement 2 [Member] | ||||
Schedule of License Agreements [Line Items] | ||||
Research and Development Expense (Excluding Acquired in Process Cost) | $ 15,000,000 | |||
Research and Development Arrangement, Potential Payment, Maximum | $ 252,500,000 | |||
License Agreement Three [Member] | ||||
Schedule of License Agreements [Line Items] | ||||
Research and Development Expense (Excluding Acquired in Process Cost) | $ 50,000,000 | |||
Research and Development Arrangement, Potential Payment, Maximum | $ 830,000,000 | |||
Rare Disease Products [Member] | Option to Purchase Drug Product [Member] | ||||
Schedule of License Agreements [Line Items] | ||||
Research and Development Arrangement, Potential Payment, Maximum | 120,000,000 | |||
Non-Rare Disease Product [Member] | Option to Purchase Drug Product [Member] | ||||
Schedule of License Agreements [Line Items] | ||||
Research and Development Arrangement, Potential Payment, Maximum | $ 400,000,000 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) $ in Thousands | Jun. 30, 2015USD ($) |
Lonza Group AG | |
Other Commitments [Line Items] | |
Remaining total commitments | $ 1,226,360 |
Other Third Party Manufacturers | |
Other Commitments [Line Items] | |
Remaining total commitments | $ 40,950 |
Restructuring (Details)
Restructuring (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges | $ 15,351,000 | $ 19,729,000 | |
Relocation of European Headquarters | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve, Period Increase (Decrease) | 5,902,000 | 12,954,000 | |
Employee Severance [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges | 14,324,000 | 18,611,000 | |
Employee Severance [Member] | Relocation of European Headquarters | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges | $ 15,365,000 | ||
Synageva BioPharma Corp. | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Charges | 10,322,000 | 10,322,000 | |
Minimum [Member] | Synageva BioPharma Corp. | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost Remaining | 5,000 | 5,000 | |
Maximum [Member] | Synageva BioPharma Corp. | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost Remaining | $ 10,000,000 | $ 10,000,000 |
Restructuring Restructuring Res
Restructuring Restructuring Reserve Roll Forward (Details) - Business Acquisition, Acquiree [Domain] - Restructuring Plan [Domain] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | $ 35,984 | $ 35,984 | $ 22,417 | $ 15,365 |
Restructuring Charges | 15,351 | 19,729 | ||
Payments for Restructuring | (2,657) | (2,657) | ||
Restructuring Reserve, Accrual Adjustment | 873 | 3,547 | ||
Employee Severance [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 35,707 | 35,707 | 22,326 | 15,365 |
Restructuring Charges | 14,324 | 18,611 | ||
Payments for Restructuring | (1,816) | (1,816) | ||
Restructuring Reserve, Accrual Adjustment | 873 | 3,547 | ||
Contract Termination [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 0 | 0 | 0 | 0 |
Restructuring Charges | 0 | 0 | ||
Payments for Restructuring | 0 | 0 | ||
Restructuring Reserve, Accrual Adjustment | 0 | 0 | ||
Other Restructuring [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 277 | 277 | $ 91 | $ 0 |
Restructuring Charges | 1,027 | 1,118 | ||
Payments for Restructuring | (841) | (841) | ||
Restructuring Reserve, Accrual Adjustment | $ 0 | $ 0 |