Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 07, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 0-22705 | ||
Entity Registrant Name | NEUROCRINE BIOSCIENCES, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 33-0525145 | ||
Entity Address, Address Line One | 12780 El Camino Real, | ||
Entity Address, City or Town | San Diego, | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 92130 | ||
City Area Code | 858 | ||
Local Phone Number | 617-7600 | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Trading Symbol | NBIX | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 9,105,256,378 | ||
Entity Common Stock, Shares Outstanding | 95,242,683 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive proxy statement relating to the registrant’s annual meeting of stockholders to be filed pursuant to Regulation 14A within 120 days following the end of the registrant’s fiscal year ended December 31, 2021 are incorporated by reference into Part III of this Form 10-K. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0000914475 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Auditor Information [Abstract] | |
Auditor Firm ID | 42 |
Auditor Name | Ernst & Young LLP |
Auditor Location | San Diego, California |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 340.8 | $ 187.1 |
Debt securities available-for-sale (amortized cost was $370.6 and $612.4 as of December 31, 2021 and 2020, respectively) | 370.5 | 613.9 |
Accounts receivable | 185.5 | 157.1 |
Inventory | 30.5 | 28 |
Other current assets | 45.5 | 30.1 |
Total current assets | 972.8 | 1,016.2 |
Deferred tax assets | 315.1 | 319.4 |
Debt securities available-for-sale (amortized cost was $563.2 and $226.7 as of December 31, 2021 and 2020, respectively) | 560.7 | 227.1 |
Right-of-use assets | 97.2 | 82.8 |
Equity securities | 63.7 | 38.2 |
Property and equipment, net | 58.6 | 44.6 |
Other long-term assets | 4.4 | 6.4 |
Total assets | 2,072.5 | 1,734.7 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 225.8 | 168.7 |
Other current liabilities | 20 | 17.8 |
Total current liabilities | 245.8 | 186.5 |
Convertible senior notes | 335.1 | 317.9 |
Noncurrent operating lease liabilities | 105.3 | 94.4 |
Other long-term liabilities | 12.3 | 9.7 |
Total liabilities | 698.5 | 608.5 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 5.0 shares authorized; no shares issued and outstanding as of December 31, 2021 and 2020 | 0 | 0 |
Common stock, $0.001 par value; 220.0 shares authorized; 94.9 and 93.5 shares issued and outstanding as of December 31, 2021 and 2020, respectively | 0.1 | 0.1 |
Additional paid-in capital | 2,011.4 | 1,849.7 |
Accumulated other comprehensive (loss) income | (1.7) | 1.8 |
Accumulated deficit | (635.8) | (725.4) |
Total stockholders’ equity | 1,374 | 1,126.2 |
Total liabilities and stockholders’ equity | $ 2,072.5 | $ 1,734.7 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Preferred stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 220,000,000 | 220,000,000 |
Common stock, shares issued (in shares) | 94,900,000 | 93,500,000 |
Common stock, shares outstanding (in shares) | 94,900,000 | 93,500,000 |
Short-term investments | ||
Amortized cost | $ 370.6 | $ 612.4 |
Long-term investments | ||
Amortized cost | $ 563.2 | $ 226.7 |
Consolidated Statements Income
Consolidated Statements Income and Comprehensive Income - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues: | |||
Revenues | $ 1,133.5 | $ 1,045.9 | $ 788.1 |
Operating expenses: | |||
Cost of sales | 14.3 | 10.1 | 7.4 |
Research and development | 328.1 | 275 | 200 |
Acquired in-process research and development | 105.3 | 164.5 | 154.3 |
Selling, general and administrative | 583.3 | 433.3 | 354.1 |
Total operating expenses | 1,031 | 882.9 | 715.8 |
Operating income | 102.5 | 163 | 72.3 |
Other (expense) income: | |||
Interest expense | (25.8) | (32.8) | (32) |
Unrealized gain (loss) on equity securities | 20.9 | (17.7) | (13) |
Loss on extinguishment of convertible senior notes | 0 | (18.4) | 0 |
Investment income and other, net | 3.8 | 12.6 | 19.2 |
Total other expense, net | (1.1) | (56.3) | (25.8) |
Income before provision for (benefit from) income taxes | 101.4 | 106.7 | 46.5 |
Provision for (benefit from) income taxes | 11.8 | (300.6) | 9.5 |
Net income | 89.6 | 407.3 | 37 |
Unrealized (loss) gain on debt securities available-for-sale | (3.5) | 0.4 | 3.4 |
Comprehensive income | $ 86.1 | $ 407.7 | $ 40.4 |
Earnings per share, basic (in USD per share) | $ 0.95 | $ 4.38 | $ 0.40 |
Earnings per share, diluted (in USD per share) | $ 0.92 | $ 4.16 | $ 0.39 |
Weighted average common shares outstanding, basic (in shares) | 94.6 | 93.1 | 91.6 |
Weighted average common shares outstanding, diluted (in shares) | 97.9 | 97.8 | 95.7 |
Product sales, net | |||
Revenues: | |||
Revenues | $ 1,090.1 | $ 994.1 | $ 752.9 |
Collaboration revenue | |||
Revenues: | |||
Revenues | $ 43.4 | $ 51.8 | $ 35.2 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Accumulated DeficitCumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Dec. 31, 2018 | 90,800,000 | ||||||
Beginning balance at Dec. 31, 2018 | $ 480.8 | $ 8 | $ 0.1 | $ 1,660.4 | $ (2) | $ (1,177.7) | $ 8 |
Net income | 37 | 37 | |||||
Unrealized gain (loss) on debt securities available-for sale | 3.4 | 3.4 | |||||
Share-based compensation expense | 75.3 | 75.3 | |||||
Issuances of common stock under stock plans (in shares) | 1,500,000 | ||||||
Issuances of common stock under stock plans | 32.4 | 32.4 | |||||
Ending balance (in shares) at Dec. 31, 2019 | 92,300,000 | ||||||
Ending balance at Dec. 31, 2019 | 636.9 | $ 0.1 | 1,768.1 | 1.4 | (1,132.7) | ||
Net income | 407.3 | 407.3 | |||||
Unrealized gain (loss) on debt securities available-for sale | 0.4 | 0.4 | |||||
Share-based compensation expense | 100 | 100 | |||||
Issuances of common stock under stock plans (in shares) | 1,200,000 | ||||||
Issuances of common stock under stock plans | 29.1 | 29.1 | |||||
Equity component of repurchased convertible senior notes, net | (47.5) | (47.5) | |||||
Ending balance (in shares) at Dec. 31, 2020 | 93,500,000 | ||||||
Ending balance at Dec. 31, 2020 | 1,126.2 | $ 0.1 | 1,849.7 | 1.8 | (725.4) | ||
Net income | 89.6 | 89.6 | |||||
Unrealized gain (loss) on debt securities available-for sale | (3.5) | (3.5) | |||||
Share-based compensation expense | $ 134.2 | 134.2 | |||||
Accounting Standards Update [Extensible List] | Accounting Standards Update 2020-06 [Member] | ||||||
Issuances of common stock under stock plans (in shares) | 1,400,000 | ||||||
Issuances of common stock under stock plans | $ 27.5 | 27.5 | |||||
Ending balance (in shares) at Dec. 31, 2021 | 94,900,000 | ||||||
Ending balance at Dec. 31, 2021 | $ 1,374 | $ 0.1 | $ 2,011.4 | $ (1.7) | $ (635.8) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows from Operating Activities: | |||
Net income | $ 89.6 | $ 407.3 | $ 37 |
Reconciliation of net income to net cash provided by operating activities: | |||
Share-based compensation expense | 134.2 | 100 | 75.3 |
Depreciation | 10.9 | 8.6 | 7.4 |
Amortization of debt discount | 16.2 | 20 | 18.9 |
Amortization of debt issuance costs | 1.1 | 1.4 | 1.4 |
Change in fair value of equity securities | (20.9) | 17.7 | 13 |
Deferred income taxes | 4.3 | (310.7) | 0 |
Loss on extinguishment of convertible senior notes | 0 | 18.4 | 0 |
Other | 4.4 | 3.7 | (1.2) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (28.4) | (30.5) | (69.2) |
Inventories | (2.5) | (10.7) | (6.4) |
Accounts payable and accrued liabilities | 56.8 | 26.9 | 54 |
Other assets and liabilities, net | (9.2) | (23.6) | 16.8 |
Net cash provided by operating activities | 256.5 | 228.5 | 147 |
Cash Flows from Investing Activities: | |||
Purchases of debt securities available-for-sale | (800.1) | (735.5) | (797.2) |
Sales and maturities of debt securities available-for-sale | 697.9 | 750.5 | 669.7 |
Purchases of equity securities | (4.6) | 0 | (68.9) |
Purchases of property and equipment | (23.4) | (10.9) | (14.7) |
Net cash (used in) provided by investing activities | (130.2) | 4.1 | (211.1) |
Cash Flows from Financing Activities: | |||
Issuances of common stock under benefit plans | 27.5 | 29.1 | 32.4 |
Partial repurchase of convertible senior notes | (0.1) | (186.9) | 0 |
Net cash provided by (used in) financing activities | 27.4 | (157.8) | 32.4 |
Change in cash and cash equivalents and restricted cash | 153.7 | 74.8 | (31.7) |
Cash and cash equivalents and restricted cash at beginning of period | 190.3 | 115.5 | 147.2 |
Cash and cash equivalents and restricted cash at end of period | 344 | 190.3 | 115.5 |
Supplemental Disclosure: | |||
Non-cash capital expenditures | 1.9 | 1.4 | 1 |
Right-of-use assets acquired through operating leases | 23.4 | 12.8 | 77.1 |
Cash paid for interest | 8.6 | 11.6 | 11.6 |
Cash paid for income taxes | $ 5.1 | $ 15.3 | $ 0.5 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | Organization and Summary of Significant Accounting Policies Business Activities. Neurocrine Biosciences, Inc., or Neurocrine Biosciences, the Company, we, our or us, was incorporated in California in 1992 and reincorporated in Delaware in 1996. Neurocrine Continental, Inc., is a Delaware corporation and a wholly owned subsidiary of Neurocrine Biosciences. We also have two wholly-owned Irish subsidiaries, Neurocrine Therapeutics, Ltd. and Neurocrine Europe, Ltd. both of which were formed in December 2014 and are inactive. Principles of Consolidation. The consolidated financial statements include the accounts of Neurocrine Biosciences as well as our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or GAAP, requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Actual results could differ from those estimates. Industry Segment and Geographic Information. We operate in a single industry segment – the discovery, development and marketing of pharmaceuticals for the treatment of neurological, endocrine and psychiatric-based diseases and disorders. We had no foreign-based operations during any of the years presented. Cash Equivalents. We consider all highly liquid investments that are readily convertible into cash without penalty and have an original maturity of three months or less at the time of purchase to be cash equivalents . Accounts Receivable. Accounts receivable are recorded net of customer allowances for prompt payment discounts, chargebacks and any allowance for doubtful accounts. We estimate the allowance for doubtful accounts based on existing contractual payment terms, actual payment patterns of our customers and individual customer circumstances. To date, an allowance for doubtful accounts has not been material. Debt Securities. Debt securities consist of investments in certificates of deposit, corporate debt securities and securities of government-sponsored entities. We classify debt securities as available-for-sale. Debt securities available-for-sale are recorded at fair value, with unrealized gains and losses included in other comprehensive income or loss, net of tax. We exclude accrued interest from both the fair value and amortized cost basis of debt securities. A debt security is placed on nonaccrual status at the time any principal or interest payments become 90 days delinquent. Interest accrued but not received for a debt security placed on nonaccrual status is reversed against interest income. Interest income includes amortization of purchase premium or discount. Premiums and discounts on debt securities are amortized using the effective interest rate method. Gains and losses on sales of debt securities are recorded on the trade date in investment income and other, net, and determined using the specific identification method. Allowance for Credit Losses. For debt securities available-for-sale in an unrealized loss position, we first assess whether we intend to sell, or it is more likely than not that we will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through earnings. For debt securities available-for-sale that do not meet the aforementioned criteria, we evaluate whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, we consider the extent to which fair value is less than amortized cost, any changes in interest rates, and any changes to the rating of the security by a rating agency, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income or loss, as applicable. Accrued interest receivables on debt securities available-for-sale totaled $2.2 million as of December 31, 2021 and $3.7 million as of December 31, 2020. We do not measure an allowance for credit losses for accrued interest receivables. For the purposes of identifying and measuring an impairment, accrued interest is excluded from both the fair value and amortized cost basis of the debt security. Uncollectible accrued interest receivables associated with an impaired debt security are reversed against interest income upon identification of the impairment. No accrued interest receivables were written off during 2021, 2020 or 2019. Fair Value of Financial Instruments. We record cash equivalents, debt securities available-for-sale and equity security investments at fair value based on a fair value hierarchy that distinguishes between assumptions based on market data (observable inputs) and our own assumptions (unobservable inputs). The fair value hierarchy consists of the following three levels: Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 – Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 – Unobservable inputs that reflect our own assumptions about the assumptions that market participants would use in pricing the asset or liability when there is little, if any, market activity for the asset or liability at the measurement date. Investments in debt securities available-for-sale are classified as Level 2 and carried at fair value. We estimate the fair value of debt securities available-for-sale by utilizing third-party pricing services. These pricing services 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. Such inputs include market pricing based on real-time trade data for similar instruments, issuer credit spreads, benchmark yields, broker/dealer quotes and other observable inputs. We validate valuations obtained from third-party pricing services by understanding the models used, obtaining market values from other pricing sources and analyzing data in certain instances. Investments in equity securities of certain companies that are subject to holding period restrictions longer than one year are classified as Level 3 and carried at fair value using an option pricing valuation model. The most significant assumptions within the option pricing valuation model are the stock price volatility, which is based on the historical volatility of similar companies and the discount for lack of marketability related to the term of the restrictions. We deem transfers between levels of the fair value hierarchy to have occurred at the end of the reporting period during which the event or change in circumstances that caused the transfer occurred. Inventory. Inventory is valued at the lower of cost or net realizable value. We determine the cost of inventory using the standard-cost method, which approximates actual cost based on the first-in, first-out method. We assess the valuation of our inventory on a quarterly basis and adjust the value for excess and obsolete inventory to the extent management determines that the cost cannot be recovered based on estimates about future demand. Inventory costs resulting from these adjustments are recognized as cost of sales in the period in which they are incurred. When future commercialization is considered probable and the future economic benefit is expected to be realized, based on management’s judgment, we capitalize pre-launch inventory costs prior to regulatory approval. Property and Equipment. Property and equipment are stated at cost and depreciated over the estimated useful lives of the assets using the straight-line method. Equipment is depreciated over an average estimated useful life of 3 to 7 years. Leasehold improvements are depreciated over the shorter of their estimated useful lives or the remaining lease term. Depreciation expense was $10.9 million for 2021, $8.6 million for 2020 and $7.4 million for 2019. Impairment of Long-Lived Assets. We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. If indicators of impairment exist, we assess the recoverability of the affected long-lived assets by determining whether the carrying value of such assets can be recovered through undiscounted future operating cash flows. If the carrying amount is not recoverable, we measure the amount of any impairment by comparing the carrying value of the asset to the present value of the expected future cash flows associated with the use of the asset. Revenue Recognition. We recognize revenue when the customer obtains control of promised goods or services, in an amount that reflects the consideration which we expect to receive in exchange for those goods or services. Revenue is recognized using a five-step model: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) we satisfy the performance obligation. We only apply the five-step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange for the goods or services we transfer to the customer. Net Product Sales. In the United States, we sell INGREZZA ® (valbenazine) primarily to specialty pharmacy providers and distributors and ONGENTYS ® (opicapone) primarily to wholesale distributors. We recognize net product sales when the customer obtains control of our product, which occurs at a point in time, typically upon delivery of our product to the customer. Revenues from product sales are recorded net of reserves established for applicable discounts and allowances that are offered within contracts with our customers, payors and other third parties. Such estimates are based on information received from external sources (such as written or oral information obtained from our customers with respect to their period-end inventory levels and sales to end-users during the reporting period), as supplemented by management’s judgement. Our process for estimating reserves established for these variable consideration components does not differ materially from historical practices. The transaction price, which includes variable consideration reflecting the impact of discounts and allowances, may be subject to constraint and is included in the net sales price only to the extent that it is probable that a significant reversal of the amount of the cumulative revenue recognized will not occur in a future period. Actual amounts may ultimately differ from our estimates. If actual results vary, we adjust these estimates, which could have an effect on earnings in the period of adjustment. Our significant categories of sales discounts and allowances are as follows: Product Discounts. Product discounts are based on payment terms extended to our customers at the time of sale, which include incentives offered for prompt payment. We maintain a reserve for product discounts based on our historical experience, including the timing of customer payments. To date, actual product discounts have not differed materially from our estimates. Government Rebates. We are obligated to pay rebates for mandated discounts under the Medicaid Drug Rebate Program. The liability for such rebates consists of invoices received for claims from prior quarters that remain unpaid, or for which an invoice has not been received, and estimated rebates for the current applicable reporting period. Such estimates are based on actual historical rebates by state, estimated payor mix, state and federal regulations and relevant contractual terms, as supplemented by management’s judgement. Our rebate accrual calculations require us to project the magnitude of our sales that will be subject to these rebates. There is a significant time-lag in our receiving rebate notices from each state (generally, several months or longer after a sale is recognized). Estimated rebates are recorded as a reduction of revenue in the period the related sale is recognized. To date, actual government rebates have not differed materially from our estimates. Chargebacks. The difference between the list price, or the price at which we sell our products to our customers, and the contracted price, or the price at which our customers sell our products to qualified healthcare professionals, is charged back to us by our customers. In addition to actual chargebacks received, we maintain a reserve for chargebacks based on estimated contractual discounts on product inventory levels on-hand in our distribution channel. To date, actual chargebacks have not differed materially from our estimates. Payor and Pharmacy Rebates. We are obligated to pay rebates as a percentage of sales under payor and pharmacy contracts. We estimate these rebates based on actual historical rebates, contractual rebate percentages, sales made through the payor channel and purchases made by pharmacies. To date, actual payor and pharmacy rebates have not differed materially from our estimates. Patient Financial Assistance. To help patients afford our products, we offer financial assistance to qualified patients with prescription drug co-payments required by insurance as well as free trial vouchers to qualifying new patients. We accrue for patient financial assistance based on estimated claims and the cost per claim we expect to receive associated with inventory that remains in the distribution channel at period end. To date, actual copay assistance and free trial vouchers have not differed materially from our estimates. Distributor and Other Fees. In connection with the sales of our products, we pay distributor and other fees, which are generally recorded as a reduction of revenue, to certain customers that provide us with inventory management, data and distribution services. To the extent we can demonstrate a separable benefit and fair value for these services, we classify the associated costs in selling, general and administrative expenses. These costs are typically known at the time of sale, resulting in minimal adjustments subsequent to the period of sale. Product Returns. We offer our customers product return rights primarily limited to errors in shipment, damaged product and expiring product, provided it is within a specified period of the product expiration date, as set forth in the associated distribution agreement. Where actual returns history is not available, we estimate a returns allowance based on benchmarking data for similar products and industry experience. We record this estimate as a reduction of revenue in the period the related sale is recognized. Once product is returned, it is destroyed. To date, actual product returns have not differed materially from our estimates. Collaboration Revenues. We have entered into collaboration and licensing agreements under which we out-license certain rights to our product candidates to third parties. The terms of these arrangements typically include payment to us of one or more of the following: non-refundable, up-front license fees; development, regulatory and/or commercial milestone payments; and royalties on net sales of licensed products. Licenses of Intellectual Property. If the license to our intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, we recognize revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, we assess the nature of the combined performance obligation to determine whether it is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. We evaluate the measure of progress each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. Milestones. At the inception of each arrangement that includes developmental, regulatory or commercial milestones, we evaluate whether achieving the milestones is considered probable and estimate the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the value of the associated milestone is included in the transaction price. Amounts for milestones that are not within our control, such as where achievement of the specified event is dependent on the development activities of a third party or approvals from regulators, are not considered probable of being achieved until the specified event occurs. Revenue is recognized from the satisfaction of performance obligations in the amount billable to the customer. Royalties. For arrangements that include sales-based royalties, and under which the license is deemed to be the predominant item to which the royalties relate, we recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Each quarterly period, sales-based royalties are recorded based on estimated quarterly net sales of the associated collaboration products. Differences between actual results and estimated amounts are adjusted for in the period in which they become known, which typically follows the quarterly period in which the estimate was made. To date, actual royalties received have not differed materially from our estimates. Concentration of Credit Risk. Financial instruments that potentially subject us to concentration of credit risk consist primarily of cash and cash equivalents and debt securities available-for-sale. We have established guidelines to limit our exposure to credit risk by diversifying our investment portfolio and by placing investments with high credit quality financial institutions and maturities that maintain safety and liquidity. To date, we have not experienced any credit losses and do not believe we are exposed to any significant credit risk in relation to these financial instruments. We are also subject to credit risk from our accounts receivable related to our product sales. Our two largest customers represented approximately 82% of our total product revenues for 2021 and approximately 86% for both 2020 and 2019, as well as the significant majority of our accounts receivable balances at December 31, 2021 and 2020. To date, we have not experienced any significant losses with respect to the collection of these accounts receivable. Cost of Sales. Cost of sales includes third-party manufacturing, transportation, freight and indirect overhead costs associated with the manufacture and distribution of INGREZZA and ONGENTYS, royalty fees on net sales of ORILISSA and ORIAHNN, and adjustments for excess and obsolete inventory to the extent management determines that the cost cannot be recovered based on estimates about future demand. Research and Development Expenses. Research and development, or R&D, expenses consist primarily of salaries, payroll taxes, employee benefits and share-based compensation charges for those individuals involved in ongoing R&D efforts; as well as scientific consulting fees, preclinical and clinical trial costs, R&D facilities costs, laboratory supply costs and depreciation of scientific equipment. All such costs are expensed as R&D when incurred. These expenses result from our independent R&D efforts, as well as efforts associated with collaborations, in-licenses and third-party funded research arrangements, including event-based milestones. Asset Acquisitions. We account for acquisitions of an asset that does not (or a group of assets that do not) meet the definition of a business using the cost accumulation method, whereby the cost of the acquisition, including certain transaction costs, is allocated to the asset (or assets) acquired on the basis of its (or their) relative fair value(s) on the measurement date. No goodwill is recognized in an asset acquisition. Intangible assets acquired in an asset acquisition for use in R&D activities which have no alternative future use are expensed as in-process research and development, or IPR&D, on the acquisition date. Future costs to develop these assets are expensed as R&D when incurred. Advertising Expense. Advertising costs are expensed when services are performed or goods are delivered and are included in selling, general and administrative expense in our consolidated statements of income. We incurred advertising costs related to INGREZZA and ONGENTYS of $139.8 million for 2021, $64.8 million for 2020 and $40.6 million for 2019. Share-Based Compensation. We grant stock options to purchase our common stock to eligible employees and directors and also grant certain employees restricted stock units, or RSUs, and performance-based restricted stock units, or PRSUs. Additionally, we allow employees to participate in an employee stock purchase plan, or ESPP. We estimate the fair value of stock options and shares to be issued under the ESPP using the Black-Scholes option-pricing model on the date of grant. RSUs are valued based on the closing price of our common stock on the date of grant. The fair value of equity instruments expected to vest is recognized and amortized on a straight-line basis over the requisite service period of the award, which is generally 3 to 4 years; however, certain provisions in our equity compensation plans provide for shorter vesting periods under certain circumstances. The fair value of shares to be issued under the ESPP is recognized and amortized on a straight-line basis over the purchase period, which is generally 6 months. PRSUs vest upon the achievement of certain predefined company-specific performance-based criteria. Expense related to PRSUs is generally recognized ratably over the expected performance period once the predefined performance-based criteria for vesting becomes probable. Income Taxes. Our income tax provision (benefit) is computed under the asset and liability method. Significant estimates are required in determining our income tax provision (benefit). Some of these estimates are based on interpretations of existing tax laws or regulations. We recognize deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined on the basis of the difference between the tax basis of assets and liabilities and their respective financial reporting amounts (temporary differences) at enacted tax rates in effect for the years in which the differences are expected to reverse. A valuation allowance is established for deferred tax assets for which it is more likely than not that some portion or all of the deferred tax assets, including net operating losses and tax credits, will not be realized. We periodically re-assess the need for a valuation allowance against our deferred tax assets based on various factors including our historical earnings experience by taxing jurisdiction, and forecasts of future operating results and utilization of net operating losses and tax credits prior to their expiration. Significant judgment is required in making this assessment and, to the extent that a reversal of any portion of our valuation allowance against our deferred tax assets is deemed appropriate, a tax benefit will be recognized against our income tax provision in the period of such reversal. Prior to 2020, we recorded a valuation allowance that fully offset our deferred tax assets. On December 31, 2020, based on our evaluation of various factors, such as our achievement of a cumulative three-year income position as of December 31, 2020, as well as our consideration of forecasts of future operating results and utilization of net operating losses and tax credits prior to their expiration, we released substantially all of our valuation allowance against our deferred tax assets and recorded a corresponding income tax benefit. Refer to Note 9 to the consolidated financial statements for more information. We recognize tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained upon examination by the tax authorities based on the technical merits of the position. An adverse resolution of one or more of these uncertain tax positions in any period could have a material impact on the results of operations for that period. Earnings Per Share. Basic earnings per share are computed using the weighted average number of common shares outstanding during the period. Diluted earnings per share are computed using the treasury stock method and reflect the weighted average number of common and potentially dilutive shares outstanding during the period, excluding those which effect would be anti-dilutive. Convertible debt instruments that may be settled entirely or partly in cash may, in certain circumstances where the borrower has the ability and intent to settle in cash, be accounted for under the treasury stock method. In December 2021, we entered into the First Supplemental Indenture, dated as of May 2, 2017, by and between the Company and U.S. Bank National Association, as Trustee, or the 2017 Indenture, pursuant to which we irrevocably elected to settle the principal amount of the 2.25% convertible senior notes due May 15, 2024, or the 2024 Notes, in cash upon conversion and to settle any conversion premium in either cash or shares of our common stock. As a result, and consistent with historical practice, only the shares required to settle any conversion premium would be considered dilutive under the treasury stock method. Further, PRSUs for which the performance condition has not been achieved are excluded from the calculation of diluted earnings per share. Recently Adopted Accounting Pronouncements. ASU 2019-12. On January 1, 2021, we adopted Accounting Standards Update, or ASU, 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , using the modified retrospective transition method. ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and amends existing guidance to improve consistent application of Topic 740. The adoption of ASU 2019-12 did not result in a cumulative-effect adjustment to retained earnings. The comparative prior period information continues to be reported under the accounting standards in effect during those periods. The impact of the adoption is expected to be immaterial to our financial position, results of operations and cash flows on an ongoing basis. Recently Issued Accounting Pronouncements. ASU 2020-06 |
Collaboration and License Agree
Collaboration and License Agreements | 12 Months Ended |
Dec. 31, 2021 | |
Business Combinations [Abstract] | |
Collaboration and License Agreements | Collaboration and License Agreements Heptares Therapeutics Limited, or Heptares. We entered into a collaboration and license agreement with Heptares, which became effective in December 2021, to develop and commercialize certain compounds containing sub-type selective muscarinic M1, M4, or dual M1/M4 receptor agonists, which compounds we have the exclusive rights to develop, manufacture and commercialize worldwide, excluding in Japan, where Heptares retains the rights to develop, manufacture, and commercialize all compounds comprised of M1 receptor agonists, subject to certain exceptions. We are responsible for all development, manufacturing, and commercialization costs. With respect to such rights retained by Heptares, we retain the rights to opt in to profit sharing arrangements, pursuant to which we and Heptares will equally share in the operating profits and losses for such compounds in Japan. Subject to specified conditions, we may elect to exercise such opt-in rights with respect to each such compound either before initiation of the first proof of concept Phase II clinical trial for such compound or following our receipt from Heptares of the top-line data from such clinical trial for such compound. In addition, we have entered into a 2-year research collaboration with Heptares that, unless extended by the parties, is scheduled to expire in December 2023. In connection with the agreement, we paid Heptares $100.0 million upfront, which, including certain transaction-related costs, was expensed as IPR&D in 2021. We accounted for the transaction as an asset acquisition as the set of acquired assets did not constitute a business. Under the terms of the agreement, Heptares may be entitled to receive potential future payments of up to $2.6 billion upon the achievement of certain event-based milestones and would be entitled to receive royalties on the future net sales of any collaboration product. Unless earlier terminated, the agreement will continue on a licensed product-by-licensed product and country-by-country basis until the date on which the royalty term for such licensed product has expired in such country. On a licensed product-by-licensed product and country-by-country basis, royalty payments would commence on the first commercial sale of a licensed product and terminate on the later of (i) the expiration of the last patent covering such licensed product in such country, (ii) a number of years from the first commercial sale of such licensed product in such country and (iii) the expiration of regulatory exclusivity for such licensed product in such country. We may terminate the agreement in its entirety or with respect to one or more targets upon 180 days’ written notice to Heptares during the research collaboration term and upon 90 days’ written notice to Heptares following the expiration of the research collaboration term. Following the expiration of the research collaboration term, Heptares may terminate the agreement on a target-by-target basis in the event that we do not conduct any material development activities outside of Japan with respect to a certain compound or licensed product within the applicable target class for a continuous period of not less than 365 days and do not commence any such activities within 120 days of receiving written notice. Either party may terminate the agreement, subject to specified conditions, (i) in the event of material breach by the other party, subject to a cure period, (ii) if the other party challenges the validity or enforceability of certain intellectual property rights, subject to a cure period, or (iii) if the other party becomes insolvent or takes certain actions related to insolvency. Takeda Pharmaceutical Company Limited, or Takeda. In 2020, we entered into an exclusive license agreement with Takeda, pursuant to which we acquired the exclusive rights to develop and commercialize certain early to mid-stage psychiatry compounds, including luvadaxistat, NBI-1065845, NBI-1065846 and four non-clinical stage compounds. Luvadaxistat and the 4 non-clinical stage compounds have each been designated as a royalty-bearing product. NBI-1065845 and NBI-1065846 are currently each designated as a profit-share product. We are responsible for all manufacturing, development and commercialization costs of any royalty-bearing product. In connection with the agreement, we paid Takeda $120.0 million upfront, which, including certain transaction-related costs, was expensed as IPR&D in 2020. We accounted for the transaction as an asset acquisition as the set of acquired assets did not constitute a business. Under the terms of the agreement, Takeda may be entitled to receive potential future payments of up to $1.9 billion upon the achievement of certain event-based milestones and would be entitled to receive royalties on the future net sales of any royalty-bearing product. With respect to NBI-1065845 and NBI-1065846, we and Takeda will equally share in the operating profits and losses. Takeda retains the rights to opt-out of the profit-sharing arrangements, pursuant to which Takeda would be entitled to receive potential future payments upon the achievement of certain event-based milestones with respect to such compounds and receive royalties on the future net sales of such compounds (in lieu of equally sharing in the operating profits and losses). Takeda may elect to exercise such opt-out right for such compound immediately following the completion of a second Phase II clinical trial for such compound, or, under certain circumstances related to the development and commercialization activities to be performed by us, before the initiation of a Phase III clinical trial for such compound. Unless earlier terminated, the agreement will continue on a licensed product-by-licensed product and country-by-country basis until the date on which, (i) for any royalty-bearing product, the royalty term has expired in such country; and (ii) for any profit-share product, for so long as we continue to develop, manufacture, or commercialize such licensed product. On a licensed product-by-licensed product and country-by-country basis, royalty payments would commence on the first commercial sale of a royalty-bearing product and terminate on the later of (i) the expiration of the last patent covering such royalty-bearing product in such country, (ii) a number of years from the first commercial sale of such royalty-bearing product in such country and (iii) the expiration of regulatory exclusivity for such royalty-bearing product in such country. We may terminate the agreement in its entirety or in one or more (but not all) of the United States, Japan, the European Union and the United Kingdom, or, collectively, the major markets, upon 6 months’ written notice to Takeda (i) with respect to all licensed products prior to the first commercial sale of the first licensed product for which first commercial sale occurs, or (ii) with respect to all licensed products in one or more given target classes, as defined in the agreement, prior to the first commercial sale of the first licensed product in such target class for which first commercial sale occurs. We may terminate the agreement in its entirety or in one or more (but not all) of the major markets upon 12 months’ written notice to Takeda (i) with respect to all licensed products following the first commercial sale of the first licensed product for which first commercial sale occurs, or (ii) with respect to all licensed products in one or more given target classes following the first commercial sale of the first licensed product in such target class for which first commercial sale occurs. Takeda may terminate the agreement, subject to specified conditions, (i) if we challenge the validity or enforceability of certain Takeda intellectual property rights or (ii) on a target class-by-target class basis, in the event that we do not conduct any material development or commercialization activities with respect to any licensed product within such target class for a specified continuous period. Subject to a cure period, either party may terminate the agreement in the event of any material breach, solely with respect to the target class of a licensed product to which such material breach relates, or in its entirety in the event of any material breach that relates to all licensed products. Idorsia Pharmaceuticals Ltd, or Idorsia. In 2020, we entered into a collaboration and license agreement with Idorsia, pursuant to which we acquired the global rights to NBI-827104, a potent, selective, orally active and brain penetrating T-type calcium channel blocker in clinical development for the treatment of a rare pediatric epilepsy and other potential indications, including essential tremor. We are responsible for all manufacturing, development and commercialization costs of any collaboration product. In connection with the agreement, we paid Idorsia $45.0 million upfront, which was expensed as IPR&D in 2020. We accounted for the transaction as an asset acquisition as the set of acquired assets did not constitute a business. Under the terms of the agreement, Idorsia may be entitled to receive potential future payments of up to $1.7 billion upon the achievement of certain event-based milestones and would be entitled to receive royalties on the future net sales of any collaboration product. We may terminate the agreement, in its entirety or with respect to a particular compound or development candidate, upon 90 days’ written notice to Idorsia. Further, in the event a party commits a material breach and fails to cure such material breach within 90 days after receiving written notice thereof, the non-breaching party may terminate the agreement in its entirety immediately upon written notice to the breaching party. Xenon Pharmaceuticals Inc., or Xenon. In 2019, we entered into a collaboration and license agreement with Xenon to identify, research and develop sodium channel inhibitors, including NBI-921352 and three preclinical candidates, which compounds we have the exclusive rights to develop and commercialize. We are responsible for all development and manufacturing costs of any collaboration product, subject to certain exceptions. Under the terms of the agreement, Xenon may be entitled to receive potential future payments of up to $1.7 billion upon the achievement of certain event-based milestones and would be entitled to receive royalties on the future net sales of any collaboration product. Xenon retains the right to elect to co-develop one product in a major indication, pursuant to which Xenon would receive a mid-single digit percentage increase in royalties earned on the future net sales of such product in the United States and we and Xenon would equally share in the development costs of such product in the applicable indication, except where such development costs relate solely to the regulatory approval of such product outside the United States. In connection with the agreement, we paid Xenon $30.0 million upfront and purchased approximately 1.4 million shares of Xenon common stock (at $14.196 per share) for $20.0 million. We accounted for the transaction as an asset acquisition as the set of acquired assets did not constitute a business. The purchased shares were recorded at a fair value of $14.1 million after considering Xenon’s stock price on the measurement date and certain transfer restrictions applicable to the shares. The remaining $36.2 million of the purchase price, which includes certain transaction-related costs, was expensed as IPR&D in 2019. In connection with the European Union’s approval for the clinical trial application for NBI-921352 for the treatment of focal onset seizures in adults in September 2021, we paid Xenon a regulatory milestone of $10.0 million, including a purchase of approximately 0.3 million shares of Xenon common stock (at $19.9755 per share). The purchased shares were recorded at a fair value of $4.6 million after considering Xenon’s stock price on the measurement date and certain transfer restrictions applicable to the shares. The remaining $5.4 million of the milestone payment was expensed as R&D. Unless earlier terminated, the agreement will continue on a licensed product-by-licensed product and country-by-country basis until the expiration of the royalty term for such product in such country. Upon the expiration of the royalty term for a particular licensed product and country, the license obtained by us with respect to such product and country will become fully paid, royalty free, perpetual and irrevocable. We may terminate the agreement upon 90 days’ written notice to Xenon, provided that such unilateral termination will not be effective for certain products until we have used commercially reasonable efforts to complete certain specified clinical studies. Either party may terminate the agreement in the event of a material breach in whole or in part, subject to specified conditions. Voyager Therapeutics, Inc., or Voyager. In 2019, we entered into a collaboration and license agreement with Voyager, pursuant to which we acquired certain rights to develop and commercialize the NBIb-1817 for Parkinson’s disease program, Friedreich’s ataxia program and two undisclosed programs. We are responsible for all development costs of any collaboration product, subject to certain co-development and co-commercialization rights retained by Voyager. In February 2021, we notified Voyager of our termination of the NBIb-1817 for Parkinson’s disease program, which became effective August 2, 2021. The termination did not apply to any program other than the NBIb-1817 for Parkinson’s disease program. Under the terms of the agreement, Voyager may be entitled to receive potential future payments of up to $1.3 billion upon the achievement of certain event-based milestones and would be entitled to receive royalties on the future net sales of any collaboration product. In connection with the agreement, we paid Voyager $115.0 million upfront and purchased approximately 4.2 million shares of Voyager common stock (at $11.9625 per share) for $50.0 million. We accounted for the transaction as an asset acquisition as the set of acquired assets did not constitute a business. The purchased shares were recorded at a fair value of $54.7 million after considering Voyager’s stock price on the measurement date and certain transfer restrictions applicable to the shares. The remaining $113.1 million of the purchase price, which includes certain transaction-related costs, was expensed as IPR&D in 2019. In addition, we paid Voyager $5.0 million upfront, which was expensed as IPR&D in 2019, to acquire the rights outside the United States to the Friedreich’s ataxia program. Unless terminated earlier, the agreement will continue in effect until the expiration of the last to expire royalty term with respect to any collaboration product or the last expiration or termination of any exercised co-development and co-commercialization rights by Voyager as provided for in the agreement. We may terminate the agreement upon 180 days’ written notice to Voyager prior to the first commercial sale of any collaboration product or upon 1 year after the date of notice if such notice is provided after the first commercial sale of any collaboration product. BIAL – Portela & Ca, S.A., or BIAL. We acquired the United States and Canada rights to ONGENTYS ® (opicapone) from BIAL in 2017, and launched ONGENTYS in the United States in September 2020 as an FDA-approved add-on treatment to levodopa/carbidopa in patients with Parkinson's disease experiencing motor fluctuations. We are responsible for all commercialization costs of ONGENTYS in the United States and Canada and rely on BIAL for the commercial supply of ONGENTYS. Under the terms of the license agreement, BIAL may be entitled to receive potential future payments of up to $75.0 million upon the achievement of certain event-based milestones. In addition, with respect to ONGENTYS, in the event we fail to meet certain minimum sales requirements for a particular year in comparison to our annual sales forecast for such year, we would be obligated to pay BIAL an amount equal to the difference between the actual net sales and minimum sales requirements for such year. Further, upon our written request to BIAL 12 months prior to the estimated expiration of the term of a licensed product, we will negotiate the continuation of BIAL’s supply of such licensed product after the term. After the term, and if BIAL is no longer supplying such licensed product, BIAL would be entitled to receive a low double-digit royalty on our future quarterly net sales of such licensed product. In connection with the FDA’s approval for ONGENTYS for Parkinson’s disease in April 2020, we paid BIAL a regulatory milestone of $20.0 million, which was expensed as R&D in 2020. In connection with the FDA’s acceptance of the NDA for opicapone for Parkinson’s disease in 2019, we paid BIAL a regulatory milestone of $10.0 million, which was expensed as R&D in 2019. Unless earlier terminated, the agreement will continue on a licensed product-by-licensed product and country-by-country basis until a generic product with respect to such licensed product is sold in a country and sales of such generic product are greater than a specified percentage of total sales of such licensed product in such country. We may terminate the agreement upon 9 months’ written notice to BIAL. BIAL may terminate the agreement in the event we fail to meet the minimum sales requirements for any 2 years, or under certain circumstances involving a change of control of Neurocrine Biosciences. Under certain circumstances where BIAL elects to terminate the agreement in connection with a change of control of Neurocrine Biosciences, BIAL would be obligated to pay us a termination fee. Either party may terminate the agreement if the other party materially breaches the agreement and does not cure the breach within a specified notice period, or upon the other party’s insolvency. Mitsubishi Tanabe Pharma Corporation, or MTPC . We out-licensed the rights to valbenazine in Japan and other select Asian markets to MTPC in 2015. MTPC is responsible for all development, manufacturing and commercialization costs of valbenazine in such markets. Under the terms of the license agreement, we may be entitled to receive potential future payments of up to $55.0 million upon the achievement of certain event-based milestones and would be entitled to receive royalties at tiered percentage rates on MTPC’s future net sales of valbenazine for the longer of 10 years or the life of the related patent rights. In connection with MTPC’s submission of a filing for marketing authorization for valbenazine for the treatment of tardive dyskinesia in Japan in April 2021, we received a regulatory milestone of $15.0 million, which was recognized as collaboration revenue in 2021. We are currently conducting the KINECT-HD study, a placebo-controlled Phase III study of valbenazine in adult Huntington disease patients with chorea. In connection with our performance of the study, we recognized non-cash collaboration revenue of $5.7 million for 2021, $2.6 million for 2020 and $0.9 million for 2019. As of December 31, 2021, $1.0 million of revenue is being deferred in connection with our continuing performance obligations under the collaboration and will be recognized as non-cash collaboration revenue over the remaining study period using an input method according to costs incurred to-date relative to estimated total costs associated with the study. MTPC may terminate the agreement upon 180 days’ written notice to us. In such event, all out-licensed product rights would revert to us. AbbVie Inc., or AbbVie. We out-licensed the global rights to elagolix to AbbVie in 2010. AbbVie is responsible for all development and commercialization costs of elagolix. Under the terms of the license agreement, we may be entitled to receive potential future payments of up to $366.0 million upon the achievement of certain event-based milestones and will continue to receive royalties at tiered percentage rates on AbbVie’s quarterly net sales of elagolix for the longer of 10 years or the life of the related patent rights. AbbVie launched ORILISSA ® (elagolix tablets) in the United States in August 2018 as an FDA-approved oral medication for the management of moderate to severe endometriosis pain in women. In June 2020, AbbVie launched ORIAHNN ® (elagolix, estradiol and norethindrone acetate capsules and elagolix capsules) in the United States as an FDA-approved oral medication for the management of heavy menstrual bleeding associated with uterine fibroids in pre-menopausal women. We recognized elagolix royalty revenue of $22.3 million for 2021, $19.2 million for 2020 and $14.3 million for 2019. In connection with the FDA’s approval for AbbVie’s ORIAHNN for uterine fibroids in May 2020, we received a regulatory milestone of $30.0 million, which was recognized as collaboration revenue in 2020. In connection with the FDA’s acceptance of AbbVie’s NDA for ORIAHNN for uterine fibroids in 2019, we received a regulatory milestone of $20.0 million, which was recognized as collaboration revenue in 2019. AbbVie may terminate the agreement upon 180 days’ written notice to us. In such event, all out-licensed product rights would revert to us. |
Collaboration and License Agreements | Under the terms of our existing collaboration and license agreements, we may be required to make potential future payments of up to $10.9 billion upon the achievement of certain event-based milestones. Such contingent payments are recorded when paid or payable. |
Debt Securities
Debt Securities | 12 Months Ended |
Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Debt Securities | Debt Securities The following table summarizes the amortized cost, unrealized gain and loss recognized in accumulated other comprehensive income (loss) and fair value of debt securities available-for-sale at December 31, 2021, aggregated by major security type and contractual maturity: December 31, December 31, (in millions) Contractual Amortized Unrealized Gain Unrealized Loss Fair Amortized Unrealized Gain Unrealized Loss Fair Commercial paper 0 to 1 years $ 204.8 $ — $ — $ 204.8 $ 82.2 $ — $ — $ 82.2 Corporate debt securities 0 to 1 years 128.2 — (0.1) 128.1 299.3 1.4 — 300.7 Securities of government-sponsored entities 0 to 1 years 37.6 — — 37.6 230.9 0.1 — 231.0 $ 370.6 $ — $ (0.1) $ 370.5 $ 612.4 $ 1.5 $ — $ 613.9 Corporate debt securities 1 to 3 years $ 358.9 $ — $ (1.5) $ 357.4 $ 144.8 $ 0.4 $ — $ 145.2 Securities of government-sponsored entities 1 to 3 years 204.3 — (1.0) 203.3 81.9 0.1 (0.1) 81.9 $ 563.2 $ — $ (2.5) $ 560.7 $ 226.7 $ 0.5 $ (0.1) $ 227.1 As of December 31, 2021, our security portfolio consisted of 164 debt securities available-for-sale, including 136 such securities that were in an unrealized loss position but of high credit quality. Unrealized losses on these investments were primarily due to changes in interest rates. We do not intend to sell these investments and it is not more likely than not that we will be required to sell these investments before recovery of their amortized cost basis. We did not recognize an allowance for credit losses as of December 31, 2021 or 2020. The following table summarizes debt securities available-for-sale in an unrealized loss position for less than 12 months, aggregated by major security type. There were no debt securities available-for-sale in an unrealized loss position for longer than 12 months as of December 31, 2021 or 2020. December 31, December 31, (in millions) Fair Unrealized Fair Unrealized Corporate Debt Securities $ 428.6 $ (1.6) $ — $ — Securities of government-sponsored entities 230.5 (1.0) 95.0 (0.1) $ 659.1 $ (2.6) $ 95.0 $ (0.1) |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Investments, which were measured at fair value on a recurring basis, consisted of the following: December 31, December 31, Fair Fair Value Measurements Using Fair Fair Value Measurements Using (in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash and cash equivalents: Cash and money market funds $ 340.8 $ 340.8 $ — $ — $ 187.1 $ 187.1 $ — $ — Restricted cash: Certificates of deposit 3.2 3.2 — — 3.2 3.2 — — Debt securities available-for-sale: Commercial paper 204.8 — 204.8 — 82.2 — 82.2 — Corporate debt securities 485.5 — 485.5 — 445.9 — 445.9 — Securities of government-sponsored entities 240.9 — 240.9 — 312.9 — 312.9 — Equity securities: Equity securities–biotechnology industry 63.7 52.7 — 11.0 38.2 — — 38.2 $ 1,338.9 $ 396.7 $ 931.2 $ 11.0 $ 1,069.5 $ 190.3 $ 841.0 $ 38.2 The following table presents a reconciliation of equity security investments, which were measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Year Ended December 31, (in millions) 2021 2020 2019 Balance at beginning of period $ 38.2 $ 55.9 $ — Purchases (1) 4.6 — 68.9 Unrealized gain (loss) included in earnings 20.9 (17.7) (13.0) Transfers out of Level 3 (2) (52.7) — — Balance at end of period $ 11.0 $ 38.2 $ 55.9 _________________________ (1) In September 2021, we purchased 0.3 million shares of Xenon's common stock, valued at $4.6 million on the date of purchase, in connection with the European Union’s approval of the clinical trial application for NBI-921352. (2) In the fourth quarter of 2021, our equity security investment in Xenon was transferred from Level 3 to Level 1 as the associated holding period restriction expired. As of December 31, 2021, the discount for lack of marketability used in the valuation analysis of our Voyager equity security investment was 2.5%. Unrealized gains and losses on equity security investments are included in other income (expense), net. |
Convertible Senior Notes
Convertible Senior Notes | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible Senior Notes | Convertible Senior NotesOn May 2, 2017, we completed a private placement of $517.5 million in aggregate principal amount of the 2024 Notes and entered into the 2017 Indenture with respect to the 2024 Notes. The net proceeds from the issuance of the 2024 Notes were approximately $502.8 million, after deducting commissions and the offering expenses payable by us. The 2024 Notes accrue interest at a fixed rate of 2.25% per year, payable semiannually in arrears on May 15 and November 15 of each year, and mature on May 15, 2024. In November 2020, we entered into separate, privately negotiated transactions with certain holders of the 2024 Notes to repurchase $136.2 million aggregate principal amount of the 2024 Notes for an aggregate repurchase price of $186.9 million in cash. We accounted for the partial repurchase of the 2024 Notes as a debt extinguishment. As a result, we attributed $130.7 million of the aggregate repurchase price to the liability component based on the fair value of the liability component immediately before extinguishment. The fair value of the liability component was calculated at settlement using a discounted cash flow analysis with a discount rate of 3.37%, which was the market rate for similar notes that have no conversion rights. The difference of $56.3 million between the fair value of the aggregate consideration remitted to certain holders of the 2024 Notes and the fair value of the liability component was attributed to the reacquisition of the equity component and recognized as a reduction to additional paid-in capital. The carrying amount of the liability of $112.4 million at settlement was recognized as a reduction to the 2024 Notes and resulted in an $18.4 million loss on extinguishment. We may redeem for cash all or part of the 2024 Notes if the last reported sale price (as defined in the 2024 Indenture) of our common stock has been at least 130% of the conversion price then in effect (equal to $98.70 as of December 31, 2021) for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading-day period ending on, and including, the trading day immediately before the date which we provide notice of redemption. Holders of the 2024 Notes may convert the 2024 Notes at any time prior to the close of business on the business day immediately preceding May 15, 2024, only under the following circumstances: (i) during any calendar quarter (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than 130% of the conversion price (equal to $98.70 as of December 31, 2021) on each applicable trading day; (ii) during the 5 business-day period immediately after any 5 consecutive trading-day period (the measurement period) in which the trading price (as defined in the 2024 Indenture) per $1,000 principal amount of the 2024 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; (iii) upon the occurrence of specified corporate events, including a merger or a sale of all or substantially all of our assets; or (iv) if we call the 2024 Notes for redemption, until the close of business on the business day immediately preceding the redemption date. On or after January 15, 2024, until the close of business on the scheduled trading day immediately preceding May 15, 2024, holders may convert their 2024 Notes at any time. In December 2021, we entered into the First Supplemental Indenture to the 2017 Indenture, pursuant to which we irrevocably elected to settle the principal amount of the 2024 Notes in cash upon conversion and to settle any conversion premium, calculated based on the per share volume-weighted average price for each of the 30 consecutive trading days during the observation period (as more fully described in the 2024 Indenture), in either cash or shares of our common stock. In the event of conversion, holders would forgo all future interest payments, any unpaid accrued interest, and the possibility of further stock price appreciation. Upon the receipt of conversion requests, the settlement of the 2024 Notes will be paid pursuant to the terms of the 2024 Indenture. The initial conversion rate for the 2024 Notes is 13.1711 shares of common stock per $1,000 principal amount, which is equivalent to an initial conversion price of approximately $75.92 per share of our common stock. At the initial conversion rate, settlement of the 2024 Notes for shares of our common stock would approximate 5.0 million shares. The conversion rate will be subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. The initial conversion price of the 2024 Notes represented a premium of approximately 42.5% to the closing sale price of $53.28 per share of our common stock on the Nasdaq Global Select Market on April 26, 2017, the date that we priced the private offering of the 2024 Notes. If we undergo a fundamental change, as defined in the 2024 Indenture, subject to certain conditions, holders of the 2024 Notes may require us to repurchase for cash all or part of their 2024 Notes at a repurchase price equal to 100% of the principal amount of the 2024 Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. In addition, if a ‘‘make-whole fundamental change’’ (as defined in the 2024 Indenture) occurs prior to January 15, 2024, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert their notes in connection with the make-whole fundamental change. The 2024 Notes are our general unsecured obligations that rank senior in right of payment to all of our indebtedness that is expressly subordinated in right of payment to the 2024 Notes, and equal in right of payment to our unsecured indebtedness. While the 2024 Notes were classified as a long-term liability as of December 31, 2021, the future convertibility and associated balance sheet classification will be monitored at each quarterly reporting date and analyzed dependent upon market prices of our common stock during the prescribed measurement periods. In the event that we have the election to redeem the 2024 Notes or the holders of the 2024 Notes have the election to convert the 2024 Notes at any time during the prescribed measurement period, the 2024 Notes would then be considered a current obligation and classified as such. We are required to separately account for the liability and equity components of the 2024 Notes. The liability component of the instrument was valued in a manner that reflects the market interest rate for a similar nonconvertible instrument at the date of issuance. The initial carrying value of the liability component of $368.3 million was calculated using a 7.5% assumed borrowing rate. The equity component of $149.2 million, representing the conversion option, was determined by deducting the fair value of the liability component from the par value of the 2024 Notes and recorded in additional paid-in capital on the consolidated balance sheet on the issuance date. The equity component is treated as a discount on the liability component of the 2024 Notes, which is currently being amortized over the 7-year term of the 2024 Notes using the effective interest rate method. The equity component is not re-measured as long as it continues to meet the conditions for equity classification. As of December 31, 2021, the remaining period over which the discount on the liability component will be amortized was approximately 2.4 years. We plan to adopt ASU 2020-06 on January 1, 2022 using the modified retrospective transition method. Among other changes, ASU 2020-06 removes the separation models for convertible instruments with cash or beneficial conversion features. Refer to Note 1 to the consolidated financial statements for more information. We allocated the total transaction costs of approximately $14.7 million related to the issuance of the 2024 Notes to the liability and equity components of the 2024 Notes based on their relative values. Transaction costs attributable to the liability component are amortized to interest expense over the 7-year term of the 2024 Notes, and transaction costs attributable to the equity component are netted with the equity component in stockholders’ equity. The 2024 Notes do not contain any financial or operating covenants or any restrictions on the payment of dividends, the issuance of other indebtedness or the issuance or repurchase of securities by us. The 2024 Indenture contains customary events of default with respect to the 2024 Notes, including that upon certain events of default, 100% of the principal and accrued and unpaid interest on the 2024 Notes will automatically become due and payable. The 2024 Notes, net of discounts and deferred financing costs, consisted of the following: December 31, (in millions) 2021 2020 Principal $ 381.2 $ 381.3 Deferred financing costs (2.9) (4.0) Debt discount, net (43.2) (59.4) Net carrying amount $ 335.1 $ 317.9 The 2024 Notes were recorded at the estimated value of a similar non-convertible instrument on the date of issuance and accretes to the face value of the 2024 Notes over their 7-year term. The fair value of the 2024 Notes, which was estimated utilizing market quotations from an over-the-counter trading market (Level 2), was $464.7 million as of December 31, 2021 and $514.3 million as of December 31, 2020. |
Other Balance Sheet Details
Other Balance Sheet Details | 12 Months Ended |
Dec. 31, 2021 | |
Other Balance Sheet Details [Abstract] | |
Other Balance Sheet Details | Other Balance Sheet Details Inventory consisted of the following: December 31, (in millions) 2021 2020 Raw materials $ 11.2 $ 16.6 Work in process 3.6 2.4 Finished goods 15.7 9.0 Total inventory $ 30.5 $ 28.0 Property and equipment, net, consisted of the following: December 31, (in millions) 2021 2020 Tenant improvements $ 34.9 $ 29.5 Scientific equipment 51.6 39.2 Computer equipment 18.1 13.9 Furniture and fixtures 5.9 3.7 110.5 86.3 Less accumulated depreciation (51.9) (41.7) Total property and equipment, net $ 58.6 $ 44.6 Accounts payable and accrued liabilities consisted of the following: December 31, (in millions) 2021 2020 Accrued employee related costs $ 50.6 $ 38.2 Revenue-related reserves for discounts and allowances 62.7 34.6 Accrued development costs 32.4 32.9 Current branded prescription drug fee 28.6 23.6 Accounts payable and other accrued liabilities 51.5 39.4 Total accounts payable and accrued liabilities $ 225.8 $ 168.7 The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows. December 31, (in millions) 2021 2020 Cash and cash equivalents $ 340.8 $ 187.1 Restricted cash 3.2 3.2 Total cash, cash equivalents and restricted cash $ 344.0 $ 190.3 |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Per Share Earnings per share were calculated as follows: Year Ended December 31, (in millions, except per share data) 2021 2020 2019 Net income - basic and diluted $ 89.6 $ 407.3 $ 37.0 Weighted-average common shares outstanding: Basic 94.6 93.1 91.6 Effect of dilutive securities: Stock options 1.8 2.4 2.6 Restricted stock units 0.3 0.5 0.4 2024 Notes 1.1 1.8 1.1 Diluted 97.9 97.8 95.7 Earnings per share: Basic $ 0.95 $ 4.38 $ 0.40 Diluted $ 0.92 $ 4.16 $ 0.39 Shares which have been excluded from diluted per share amounts because their effect would have been anti-dilutive were 4.1 million for 2021, 2.5 million for 2020 and 2.1 million for 2019. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation In May 2011, we adopted the 2011 Equity Incentive Plan, as amended, or the 2011 Plan. The 2011 Plan authorized 21 million shares of common stock for issuance and allowed for the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock unit awards, or RSUs, performance stock awards, performance-based restricted stock units, or PRSUs, and certain other awards. During 2020, the 2011 Plan was merged into the 2020 Plan (defined below). As a result, there were no shares of common stock remaining available for future grant under the 2011 Plan. In May 2018, we adopted the 2018 Employee Stock Purchase Plan, or ESPP, pursuant to which 0.3 million shares of common stock are authorized for issuance. As of December 31, 2021, 0.1 million shares of common stock remain available for future grant under the 2018 ESPP. In May 2020, we adopted the 2020 Equity Incentive Plan, or the 2020 Plan. The 2020 Plan authorized 3.3 million shares of common stock for issuance and allows for the grant of stock options, stock appreciation rights, restricted stock awards, RSUs, performance stock awards, PRSUs and certain other awards. The 2011 Plan was merged into the 2020 Plan and, as a result, all remaining shares in the 2011 Plan were transferred into the 2020 Plan. As of December 31, 2021, 5.4 million shares of common stock remain available for future grant under the 2020 Plan. Share-Based Compensation Expense. The effect of share-based compensation expense on our consolidated statements of income and comprehensive income by line-item follows: Year Ended December 31, (in millions) 2021 2020 2019 Selling, general and administrative expense $ 85.8 $ 66.3 $ 49.5 Research and development expense 48.4 33.7 25.8 Total share-based compensation expense $ 134.2 $ 100.0 $ 75.3 Share-based compensation expense by award-type follows: Year Ended December 31, (in millions) 2021 2020 2019 Stock options $ 60.5 $ 47.5 $ 36.5 RSUs 62.5 44.2 30.5 PRSUs 7.6 5.3 5.6 ESPP 3.6 3.0 2.7 Total share-based compensation expense $ 134.2 $ 100.0 $ 75.3 As of December 31, 2021, unrecognized share-based compensation expense by award-type and the weighted-average period over which such expense is expected to be recognized, as applicable, were as follows: (dollars in millions) Unrecognized Expense Weighted-Average Recognition Period Stock options $ 101.7 2.5 years RSUs $ 150.5 2.2 years Stock Options. Typically, stock options have a 10-year term and vest over a 3 to 4-year period. The exercise price of stock options granted is equal to the closing price of our common stock on the date of grant. We estimate the fair value of stock options using the Black-Scholes option-pricing model on the date of grant. The Black-Scholes option-pricing model incorporates various and highly sensitive assumptions including expected volatility, term and interest rates. The weighted-average grant-date fair values of stock options granted were $45.02 for 2021, $45.67 for 2020 and $41.74 for 2019. The fair value of each stock option granted was estimated on the date of grant using the Black-Scholes option-pricing valuation model with the following weighted-average assumptions: Year Ended December 31, 2021 2020 2019 Risk-free interest rate 0.6 % 1.4 % 2.4 % Expected volatility of common stock 45.9 % 48.5 % 54.8 % Dividend yield 0.0 % 0.0 % 0.0 % Expected option term 5.2 years 5.3 years 5.4 years The weighted-average valuation assumptions were determined as follows: • The expected volatility of common stock is estimated based on the historical volatility of our common stock over the most recent period commensurate with the estimated expected term of our stock options. • The expected option term is estimated based on historical experience as well as the status of the employee. For example, directors and officers have a longer expected option term than all other employees. • The risk-free interest rate for periods within the contractual life of a stock option is based upon observed interest rates appropriate for the expected term of our employee stock options. • We have not historically declared or paid dividends and do not intend to do so in the foreseeable future. A summary of activity related to stock options follows: (in millions, except weighted average data) Number of Weighted Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2020 6.8 $ 62.98 Granted 1.8 $ 110.74 Exercised (0.7) $ 28.02 Canceled (0.2) $ 103.30 Outstanding at December 31, 2021 7.7 $ 76.38 6.5 years $ 136.4 Exercisable at December 31, 2021 5.2 $ 63.53 5.5 years $ 134.7 The total intrinsic value of stock options exercised was $58.0 million for 2021, $40.2 million for 2020 and $64.3 million for 2019. Cash received from stock option exercises was $20.7 million for 2021, $23.5 million for 2020 and $27.3 million for 2019. Restricted Stock Units. RSUs typically vest over a 4-year period. The fair value of RSUs is based on the closing sale price of our common stock on the date of issuance. RSUs may be subject to a deferred delivery arrangement at the election of eligible employees. A summary of activity related to RSUs follows: (in millions, except weighted average data) Number of Weighted-Average Grant Date Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Unvested at December 31, 2020 1.5 $ 89.60 Granted (1) 1.2 $ 104.95 Released (0.6) $ 82.22 Canceled (0.1) $ 101.71 Unvested at December 31, 2021 2.0 $ 99.96 1.3 years $ 174.1 _________________________ (1) In August 2021, our board of directors approved an equity grant of approximately 0.5 million RSUs, which will vest over a 2-year period, to our full-time employees other than our executive officers. The total fair value of RSUs that vested was $64.3 million for 2021, $49.7 million for 2020 and $36.1 million for 2019. Performance-Based Restricted Stock Units. PRSUs vest based on the achievement of certain predefined Company-specific performance criteria and expire 3 to 4 years from the grant date. The fair value of PRSUs is estimated based on the closing sale price of our common stock on the date of grant. Expense recognition for PRSUs commences when attainment of the performance-based criteria is determined to be probable. A summary of activity related to PRSUs follows: (in millions, except weighted average data) Number of Weighted-Average Grant Date Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Unvested at December 31, 2020 0.2 $ 102.90 Granted 0.2 $ 114.68 Unvested at December 31, 2021 0.4 $ 109.31 1.2 years $ 30.9 As of December 31, 2021, unrecognized share-based compensation expense for PRSUs was $32.0 million. The total fair value of PRSUs that vested was $13.5 million for 2020. No PRSUs vested during 2021 or 2019. Employee Stock Purchase Plan. Under the ESPP, eligible employees may purchase shares of our common stock at a discount semi-annually based on a percentage of their annual compensation. The discounted purchase price is equal to the lower of 85% of (i) the market value per share of the common stock on the first day of the offering period or (ii) the market value per share of common stock on the purchase date. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Components of income tax expense (benefit) for continuing operations were as follows: Year Ended December 31, (in millions) 2021 2020 2019 Current: Federal $ — $ — $ — State 6.3 10.1 9.5 Total current taxes 6.3 10.1 9.5 Deferred: Federal 5.9 (287.5) — State (0.4) (23.2) — Total deferred taxes 5.5 (310.7) — Provision for (benefit from) income taxes $ 11.8 $ (300.6) $ 9.5 The provision for (benefit from) income taxes on earnings subject to income taxes differs from the statutory federal rate due to the following: Year Ended December 31, (in millions) 2021 2020 2019 Federal income taxes at 21% $ 21.3 $ 22.4 $ 9.8 State income tax, net of federal benefit 6.2 5.5 4.0 Non-deductible expenses 0.2 0.6 0.8 Branded prescription drug fee 4.8 4.9 3.7 Share-based compensation expense (11.3) (6.7) (12.8) Officer compensation 7.0 3.7 3.1 Change in tax rate 0.2 3.3 (4.1) Expired tax attributes 0.6 1.1 1.2 Research credits (22.0) (39.0) (10.4) Change in valuation allowance 5.0 (296.3) 13.9 Other (0.2) (0.1) 0.3 Provision for (benefit from) income taxes $ 11.8 $ (300.6) $ 9.5 Significant components of our deferred tax assets as of December 31, 2021 and 2020 are listed below. December 31, (in millions) 2021 2020 Deferred tax assets: Net operating losses $ 90.3 $ 111.4 Research and development credits 129.7 109.6 Capitalized research and development 17.9 24.7 Share-based compensation expense 38.9 29.8 Operating lease assets 29.3 25.2 Intangible assets 86.1 86.7 Other 21.6 23.9 Total deferred tax assets 413.8 411.3 Deferred tax liabilities: Convertible senior notes (9.9) (13.8) Operating lease liabilities (23.3) (19.9) Other (10.7) (8.4) Total deferred tax liabilities (43.9) (42.1) Net of deferred tax assets and liabilities 369.9 369.2 Valuation allowance (54.8) (49.8) Net deferred tax assets $ 315.1 $ 319.4 As of December 31, 2021, our deferred tax assets were primarily the result of federal net operating loss carry forwards, capitalized research costs, acquired intangible assets and tax credit carryforwards. As of December 31, 2021 and 2020, we recorded a valuation allowance of $54.8 million and $49.8 million, respectively, against our gross deferred tax asset balance. As of each reporting date, management considers new evidence, both positive and negative, that could affect its assessment of the future realizability of our deferred tax assets. As of December 31, 2021, management determined there was sufficient positive evidence to conclude that it is more likely than not deferred tax assets of $315.1 million are realizable. The recorded valuation allowance of $54.8 million consisted primarily of state net operating loss and credit carryforwards for which management could not conclude it is more likely than not to be realized. As of December 31, 2021, we had federal and state income tax net operating loss carryforwards of $421.1 million and $329.9 million, respectively. The federal net operating losses will begin to expire in 2028, unless previously utilized. California net operating losses will begin to expire in 2031 unless previously utilized and the net operating losses related to other states will begin to expire in 2026. In addition, we had federal and state R&D tax credit carryforwards of $107.3 million and $66.3 million, respectively. A portion of the federal R&D tax credit carryforwards expired in 2021. The remaining federal R&D tax credits will continue to expire beginning in 2022, unless previously utilized. The California R&D tax credits carry forward indefinitely and the R&D tax credits related to other states will begin to expire in 2022, unless previously utilized. Additionally, the future utilization of our net operating loss and R&D tax credit carryforwards to offset future taxable income may be subject to an annual limitation, pursuant to Internal Revenue Code Sections 382 and 383, as a result of ownership changes that could occur in the future. No ownership changes have occurred through December 31, 2021. The impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Our policy is to recognize interest or penalties related to income tax matters in income tax expense. Interest and penalties related to income tax matters were not material for 2021, 2020 or 2019. We are subject to taxation in the United States and various state jurisdictions. Our tax years for 2001 for federal and since inception for California and forward are subject to examination by federal and state tax authorities due to the carryforward of unutilized net operating losses and R&D tax credits. A summary of activity related to unrecognized tax benefits follows: Year Ended December 31, (in millions) 2021 2020 2019 Balance at January 1 $ 60.8 $ 63.9 $ 54.8 Increase (decrease) related to prior year tax positions 0.6 (5.7) 0.3 Increase related to current year tax positions 4.9 3.9 9.5 Settlements related to prior year tax positions — (0.2) — Expiration of the statute of limitations for the assessment of taxes (1.7) (1.1) (0.7) Balance at December 31 $ 64.6 $ 60.8 $ 63.9 We excluded those deferred tax assets that are not more-likely-than-not to be sustained under the technical merits of the tax position. Such unrecognized tax benefits totaled $4.9 million for current year tax positions, as reflected in the table above. As of December 31, 2021, we had $57.4 million of unrecognized tax benefits that, if recognized and realized, would affect the effective tax rate, subject to the valuation allowance. We do not expect a significant change in our unrecognized tax benefits in the next twelve months. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | LeasesOur corporate headquarters, for which we have operating leases with terms that expire beginning 2024 through 2031, are located in San Diego, California, and consist of office space and research and development laboratories. Certain of these lease agreements contain clauses for renewal at our option. As we were not reasonably certain to exercise any such options at commencement of these leases, no such options were recognized as part of the associated lease liabilities or right-of-use assets. The following tables present supplemental operating lease information. Year Ended December 31, (in millions) 2021 2020 2019 Operating lease cost $ 15.3 $ 10.1 $ 8.1 Cash paid for amounts included in the measurement of operating lease liabilities $ 12.6 $ 8.6 $ 7.7 December 31, (in millions, except weighted average data) 2021 2020 Weighted average remaining lease term 8.8 years 10.3 years Weighted average discount rate 5.2 % 5.6 % Restricted cash related to letters of credit issued in lieu of cash security deposits $ 3.2 $ 3.2 Approximate future minimum lease payments under operating leases were as follows: (in millions) December 31, Year ending December 31, 2022 $ 17.0 Year ending December 31, 2023 17.9 Year ending December 31, 2024 17.4 Year ending December 31, 2025 15.9 Year ending December 31, 2026 15.7 Thereafter 70.4 Total operating lease payments 154.3 Less accreted interest 32.5 Total operating lease liabilities 121.8 Less current operating lease liabilities included in other current liabilities 16.5 Noncurrent operating lease liabilities $ 105.3 |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
Retirement Plan | Retirement PlanWe have a 401(k) defined contribution savings plan, or the 401(k) Plan. The 401(k) Plan is for the benefit of all qualifying employees and permits voluntary contributions by employees up to 60% of base salary limited by the IRS-imposed maximum. Employer contributions were $8.1 million for 2021, $6.7 million for 2020 and $4.9 million for 2019. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On February 8, 2022, we entered into a lease agreement for a four-building campus facility to be constructed in San Diego, California, pursuant to which we also secured a 6-year option for the construction of a fifth building and an option to purchase the entire campus facility, which will consist of office space and research and development laboratories, in the future. Upon completion of construction, we expect to utilize the campus facility as our new corporate headquarters. Under the terms of the lease, on a building-by-building basis, base rent will be subject to a 10-month rent abatement period following the respective lease commencement date, which dates will be determined in the future based upon achievement of substantial completion of construction with respect to each such building in the condition suitable for the installation of our furniture, fixtures and equipment, and on which date we will record a lease liability, corresponding right-of-use asset, and begin lease expense recognition with respect to each such building. After the rent abatement period, monthly base rent will be $6 per square foot, subject to annual escalations of 3% during the initial 13.6-year |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Business Activities | Business Activities. Neurocrine Biosciences, Inc., or Neurocrine Biosciences, the Company, we, our or us, was incorporated in California in 1992 and reincorporated in Delaware in 1996. Neurocrine Continental, Inc., is a Delaware corporation and a wholly owned subsidiary of Neurocrine Biosciences. We also have two wholly-owned Irish subsidiaries, Neurocrine Therapeutics, Ltd. and Neurocrine Europe, Ltd. both of which were formed in December 2014 and are inactive. |
Principles of Consolidation | Principles of Consolidation. The consolidated financial statements include the accounts of Neurocrine Biosciences as well as our wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or GAAP, requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Actual results could differ from those estimates. |
Industry Segment and Geographic Information | Industry Segment and Geographic Information. We operate in a single industry segment – the discovery, development and marketing of pharmaceuticals for the treatment of neurological, endocrine and psychiatric-based diseases and disorders. We had no foreign-based operations during any of the years presented. |
Cash Equivalents | Cash Equivalents. We consider all highly liquid investments that are readily convertible into cash without penalty and have an original maturity of three months or less at the time of purchase to be cash equivalents . |
Accounts Receivable | Accounts Receivable. Accounts receivable are recorded net of customer allowances for prompt payment discounts, chargebacks and any allowance for doubtful accounts. We estimate the allowance for doubtful accounts based on existing contractual payment terms, actual payment patterns of our customers and individual customer circumstances. To date, an allowance for doubtful accounts has not been material. |
Debt Securities | Debt Securities. Debt securities consist of investments in certificates of deposit, corporate debt securities and securities of government-sponsored entities. We classify debt securities as available-for-sale. Debt securities available-for-sale are recorded at fair value, with unrealized gains and losses included in other comprehensive income or loss, net of tax. We exclude accrued interest from both the fair value and amortized cost basis of debt securities. A debt security is placed on nonaccrual status at the time any principal or interest payments become 90 days delinquent. Interest accrued but not received for a debt security placed on nonaccrual status is reversed against interest income. Interest income includes amortization of purchase premium or discount. Premiums and discounts on debt securities are amortized using the effective interest rate method. Gains and losses on sales of debt securities are recorded on the trade date in investment income and other, net, and determined using the specific identification method. |
Allowance for Credit Losses | Allowance for Credit Losses. For debt securities available-for-sale in an unrealized loss position, we first assess whether we intend to sell, or it is more likely than not that we will be required to sell, the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through earnings. For debt securities available-for-sale that do not meet the aforementioned criteria, we evaluate whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, we consider the extent to which fair value is less than amortized cost, any changes in interest rates, and any changes to the rating of the security by a rating agency, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security is compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income or loss, as applicable. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments. We record cash equivalents, debt securities available-for-sale and equity security investments at fair value based on a fair value hierarchy that distinguishes between assumptions based on market data (observable inputs) and our own assumptions (unobservable inputs). The fair value hierarchy consists of the following three levels: Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 – Quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 – Unobservable inputs that reflect our own assumptions about the assumptions that market participants would use in pricing the asset or liability when there is little, if any, market activity for the asset or liability at the measurement date. Investments in debt securities available-for-sale are classified as Level 2 and carried at fair value. We estimate the fair value of debt securities available-for-sale by utilizing third-party pricing services. These pricing services 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. Such inputs include market pricing based on real-time trade data for similar instruments, issuer credit spreads, benchmark yields, broker/dealer quotes and other observable inputs. We validate valuations obtained from third-party pricing services by understanding the models used, obtaining market values from other pricing sources and analyzing data in certain instances. Investments in equity securities of certain companies that are subject to holding period restrictions longer than one year are classified as Level 3 and carried at fair value using an option pricing valuation model. The most significant assumptions within the option pricing valuation model are the stock price volatility, which is based on the historical volatility of similar companies and the discount for lack of marketability related to the term of the restrictions. We deem transfers between levels of the fair value hierarchy to have occurred at the end of the reporting period during which the event or change in circumstances that caused the transfer occurred. |
Inventory | Inventory. Inventory is valued at the lower of cost or net realizable value. We determine the cost of inventory using the standard-cost method, which approximates actual cost based on the first-in, first-out method. We assess the valuation of our inventory on a quarterly basis and adjust the value for excess and obsolete inventory to the extent management determines that the cost cannot be recovered based on estimates about future demand. Inventory costs resulting from these adjustments are recognized as cost of sales in the period in which they are incurred. When future commercialization is considered probable and the future economic benefit is expected to be realized, based on management’s judgment, we capitalize pre-launch inventory costs prior to regulatory approval. |
Property and Equipment | Property and Equipment. Property and equipment are stated at cost and depreciated over the estimated useful lives of the assets using the straight-line method. Equipment is depreciated over an average estimated useful life of 3 to 7 years. Leasehold improvements are depreciated over the shorter of their estimated useful lives or the remaining lease term. Depreciation expense was $10.9 million for 2021, $8.6 million for 2020 and $7.4 million for 2019. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets. We review long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. If indicators of impairment exist, we assess the recoverability of the affected long-lived assets by determining whether the carrying value of such assets can be recovered through undiscounted future operating cash flows. If the carrying amount is not recoverable, we measure the amount of any impairment by comparing the carrying value of the asset to the present value of the expected future cash flows associated with the use of the asset. |
Revenue Recognition | Revenue Recognition. We recognize revenue when the customer obtains control of promised goods or services, in an amount that reflects the consideration which we expect to receive in exchange for those goods or services. Revenue is recognized using a five-step model: (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) we satisfy the performance obligation. We only apply the five-step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange for the goods or services we transfer to the customer. Net Product Sales. In the United States, we sell INGREZZA ® (valbenazine) primarily to specialty pharmacy providers and distributors and ONGENTYS ® (opicapone) primarily to wholesale distributors. We recognize net product sales when the customer obtains control of our product, which occurs at a point in time, typically upon delivery of our product to the customer. Revenues from product sales are recorded net of reserves established for applicable discounts and allowances that are offered within contracts with our customers, payors and other third parties. Such estimates are based on information received from external sources (such as written or oral information obtained from our customers with respect to their period-end inventory levels and sales to end-users during the reporting period), as supplemented by management’s judgement. Our process for estimating reserves established for these variable consideration components does not differ materially from historical practices. The transaction price, which includes variable consideration reflecting the impact of discounts and allowances, may be subject to constraint and is included in the net sales price only to the extent that it is probable that a significant reversal of the amount of the cumulative revenue recognized will not occur in a future period. Actual amounts may ultimately differ from our estimates. If actual results vary, we adjust these estimates, which could have an effect on earnings in the period of adjustment. Our significant categories of sales discounts and allowances are as follows: Product Discounts. Product discounts are based on payment terms extended to our customers at the time of sale, which include incentives offered for prompt payment. We maintain a reserve for product discounts based on our historical experience, including the timing of customer payments. To date, actual product discounts have not differed materially from our estimates. Government Rebates. We are obligated to pay rebates for mandated discounts under the Medicaid Drug Rebate Program. The liability for such rebates consists of invoices received for claims from prior quarters that remain unpaid, or for which an invoice has not been received, and estimated rebates for the current applicable reporting period. Such estimates are based on actual historical rebates by state, estimated payor mix, state and federal regulations and relevant contractual terms, as supplemented by management’s judgement. Our rebate accrual calculations require us to project the magnitude of our sales that will be subject to these rebates. There is a significant time-lag in our receiving rebate notices from each state (generally, several months or longer after a sale is recognized). Estimated rebates are recorded as a reduction of revenue in the period the related sale is recognized. To date, actual government rebates have not differed materially from our estimates. Chargebacks. The difference between the list price, or the price at which we sell our products to our customers, and the contracted price, or the price at which our customers sell our products to qualified healthcare professionals, is charged back to us by our customers. In addition to actual chargebacks received, we maintain a reserve for chargebacks based on estimated contractual discounts on product inventory levels on-hand in our distribution channel. To date, actual chargebacks have not differed materially from our estimates. Payor and Pharmacy Rebates. We are obligated to pay rebates as a percentage of sales under payor and pharmacy contracts. We estimate these rebates based on actual historical rebates, contractual rebate percentages, sales made through the payor channel and purchases made by pharmacies. To date, actual payor and pharmacy rebates have not differed materially from our estimates. Patient Financial Assistance. To help patients afford our products, we offer financial assistance to qualified patients with prescription drug co-payments required by insurance as well as free trial vouchers to qualifying new patients. We accrue for patient financial assistance based on estimated claims and the cost per claim we expect to receive associated with inventory that remains in the distribution channel at period end. To date, actual copay assistance and free trial vouchers have not differed materially from our estimates. Distributor and Other Fees. In connection with the sales of our products, we pay distributor and other fees, which are generally recorded as a reduction of revenue, to certain customers that provide us with inventory management, data and distribution services. To the extent we can demonstrate a separable benefit and fair value for these services, we classify the associated costs in selling, general and administrative expenses. These costs are typically known at the time of sale, resulting in minimal adjustments subsequent to the period of sale. Product Returns. We offer our customers product return rights primarily limited to errors in shipment, damaged product and expiring product, provided it is within a specified period of the product expiration date, as set forth in the associated distribution agreement. Where actual returns history is not available, we estimate a returns allowance based on benchmarking data for similar products and industry experience. We record this estimate as a reduction of revenue in the period the related sale is recognized. Once product is returned, it is destroyed. To date, actual product returns have not differed materially from our estimates. Collaboration Revenues. We have entered into collaboration and licensing agreements under which we out-license certain rights to our product candidates to third parties. The terms of these arrangements typically include payment to us of one or more of the following: non-refundable, up-front license fees; development, regulatory and/or commercial milestone payments; and royalties on net sales of licensed products. Licenses of Intellectual Property. If the license to our intellectual property is determined to be distinct from the other performance obligations identified in the arrangement, we recognize revenue from non-refundable, up-front fees allocated to the license when the license is transferred to the customer and the customer is able to use and benefit from the license. For licenses that are bundled with other promises, we assess the nature of the combined performance obligation to determine whether it is satisfied over time or at a point in time and, if over time, the appropriate method of measuring progress for purposes of recognizing revenue from non-refundable, up-front fees. We evaluate the measure of progress each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. Milestones. At the inception of each arrangement that includes developmental, regulatory or commercial milestones, we evaluate whether achieving the milestones is considered probable and estimate the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not occur, the value of the associated milestone is included in the transaction price. Amounts for milestones that are not within our control, such as where achievement of the specified event is dependent on the development activities of a third party or approvals from regulators, are not considered probable of being achieved until the specified event occurs. Revenue is recognized from the satisfaction of performance obligations in the amount billable to the customer. Royalties. For arrangements that include sales-based royalties, and under which the license is deemed to be the predominant item to which the royalties relate, we recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Each quarterly period, sales-based royalties are recorded based on estimated quarterly net sales of the associated collaboration products. Differences between actual results and estimated amounts are adjusted for in the period in which they become known, which typically follows the quarterly period in which the estimate was made. To date, actual royalties received have not differed materially from our estimates. |
Concentration of Credit Risk | Concentration of Credit Risk. Financial instruments that potentially subject us to concentration of credit risk consist primarily of cash and cash equivalents and debt securities available-for-sale. We have established guidelines to limit our exposure to credit risk by diversifying our investment portfolio and by placing investments with high credit quality financial institutions and maturities that maintain safety and liquidity. To date, we have not experienced any credit losses and do not believe we are exposed to any significant credit risk in relation to these financial instruments. We are also subject to credit risk from our accounts receivable related to our product sales. Our two largest customers represented approximately 82% of our total product revenues for 2021 and approximately 86% for both 2020 and 2019, as well as the significant majority of our accounts receivable balances at December 31, 2021 and 2020. To date, we have not experienced any significant losses with respect to the collection of these accounts receivable. |
Cost of Sales | Cost of Sales. Cost of sales includes third-party manufacturing, transportation, freight and indirect overhead costs associated with the manufacture and distribution of INGREZZA and ONGENTYS, royalty fees on net sales of ORILISSA and ORIAHNN, and adjustments for excess and obsolete inventory to the extent management determines that the cost cannot be recovered based on estimates about future demand. |
Research and Development Expenses | Research and Development Expenses. Research and development, or R&D, expenses consist primarily of salaries, payroll taxes, employee benefits and share-based compensation charges for those individuals involved in ongoing R&D efforts; as well as scientific consulting fees, preclinical and clinical trial costs, R&D facilities costs, laboratory supply costs and depreciation of scientific equipment. All such costs are expensed as R&D when incurred. These expenses result from our independent R&D efforts, as well as efforts associated with collaborations, in-licenses and third-party funded research arrangements, including event-based milestones. |
Asset Acquisitions | Asset Acquisitions. We account for acquisitions of an asset that does not (or a group of assets that do not) meet the definition of a business using the cost accumulation method, whereby the cost of the acquisition, including certain transaction costs, is allocated to the asset (or assets) acquired on the basis of its (or their) relative fair value(s) on the measurement date. No goodwill is recognized in an asset acquisition. Intangible assets acquired in an asset acquisition for use in R&D activities which have no alternative future use are expensed as in-process research and development, or IPR&D, on the acquisition date. Future costs to develop these assets are expensed as R&D when incurred. |
Advertising Expense | Advertising Expense. Advertising costs are expensed when services are performed or goods are delivered and are included in selling, general and administrative expense in our consolidated statements of income. We incurred advertising costs related to INGREZZA and ONGENTYS of $139.8 million for 2021, $64.8 million for 2020 and $40.6 million for 2019. |
Share-Based Compensation | Share-Based Compensation. We grant stock options to purchase our common stock to eligible employees and directors and also grant certain employees restricted stock units, or RSUs, and performance-based restricted stock units, or PRSUs. Additionally, we allow employees to participate in an employee stock purchase plan, or ESPP. We estimate the fair value of stock options and shares to be issued under the ESPP using the Black-Scholes option-pricing model on the date of grant. RSUs are valued based on the closing price of our common stock on the date of grant. The fair value of equity instruments expected to vest is recognized and amortized on a straight-line basis over the requisite service period of the award, which is generally 3 to 4 years; however, certain provisions in our equity compensation plans provide for shorter vesting periods under certain circumstances. The fair value of shares to be issued under the ESPP is recognized and amortized on a straight-line basis over the purchase period, which is generally 6 months. PRSUs vest upon the achievement of certain predefined company-specific performance-based criteria. Expense related to PRSUs is generally recognized ratably over the expected performance period once the predefined performance-based criteria for vesting becomes probable. |
Income Taxes | Income Taxes. Our income tax provision (benefit) is computed under the asset and liability method. Significant estimates are required in determining our income tax provision (benefit). Some of these estimates are based on interpretations of existing tax laws or regulations. We recognize deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined on the basis of the difference between the tax basis of assets and liabilities and their respective financial reporting amounts (temporary differences) at enacted tax rates in effect for the years in which the differences are expected to reverse. A valuation allowance is established for deferred tax assets for which it is more likely than not that some portion or all of the deferred tax assets, including net operating losses and tax credits, will not be realized. We periodically re-assess the need for a valuation allowance against our deferred tax assets based on various factors including our historical earnings experience by taxing jurisdiction, and forecasts of future operating results and utilization of net operating losses and tax credits prior to their expiration. Significant judgment is required in making this assessment and, to the extent that a reversal of any portion of our valuation allowance against our deferred tax assets is deemed appropriate, a tax benefit will be recognized against our income tax provision in the period of such reversal. Prior to 2020, we recorded a valuation allowance that fully offset our deferred tax assets. On December 31, 2020, based on our evaluation of various factors, such as our achievement of a cumulative three-year income position as of December 31, 2020, as well as our consideration of forecasts of future operating results and utilization of net operating losses and tax credits prior to their expiration, we released substantially all of our valuation allowance against our deferred tax assets and recorded a corresponding income tax benefit. Refer to Note 9 to the consolidated financial statements for more information. We recognize tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained upon examination by the tax authorities based on the technical merits of the position. An adverse resolution of one or more of these uncertain tax positions in any period could have a material impact on the results of operations for that period. |
Net Income Per Share | Earnings Per Share. Basic earnings per share are computed using the weighted average number of common shares outstanding during the period. Diluted earnings per share are computed using the treasury stock method and reflect the weighted average number of common and potentially dilutive shares outstanding during the period, excluding those which effect would be anti-dilutive. Convertible debt instruments that may be settled entirely or partly in cash may, in certain circumstances where the borrower has the ability and intent to settle in cash, be accounted for under the treasury stock method. In December 2021, we entered into the First Supplemental Indenture, dated as of May 2, 2017, by and between the Company and U.S. Bank National Association, as Trustee, or the 2017 Indenture, pursuant to which we irrevocably elected to settle the principal amount of the 2.25% convertible senior notes due May 15, 2024, or the 2024 Notes, in cash upon conversion and to settle any conversion premium in either cash or shares of our common stock. As a result, and consistent with historical practice, only the shares required to settle any conversion premium would be considered dilutive under the treasury stock method. Further, PRSUs for which the performance condition has not been achieved are excluded from the calculation of diluted earnings per share. |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements. ASU 2019-12. On January 1, 2021, we adopted Accounting Standards Update, or ASU, 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , using the modified retrospective transition method. ASU 2019-12 simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and amends existing guidance to improve consistent application of Topic 740. The adoption of ASU 2019-12 did not result in a cumulative-effect adjustment to retained earnings. The comparative prior period information continues to be reported under the accounting standards in effect during those periods. The impact of the adoption is expected to be immaterial to our financial position, results of operations and cash flows on an ongoing basis. Recently Issued Accounting Pronouncements. ASU 2020-06 |
Debt Securities (Tables)
Debt Securities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Amortized cost, gross unrealized gain (loss) positions and estimated fair value for available-for-sale debt securities | The following table summarizes the amortized cost, unrealized gain and loss recognized in accumulated other comprehensive income (loss) and fair value of debt securities available-for-sale at December 31, 2021, aggregated by major security type and contractual maturity: December 31, December 31, (in millions) Contractual Amortized Unrealized Gain Unrealized Loss Fair Amortized Unrealized Gain Unrealized Loss Fair Commercial paper 0 to 1 years $ 204.8 $ — $ — $ 204.8 $ 82.2 $ — $ — $ 82.2 Corporate debt securities 0 to 1 years 128.2 — (0.1) 128.1 299.3 1.4 — 300.7 Securities of government-sponsored entities 0 to 1 years 37.6 — — 37.6 230.9 0.1 — 231.0 $ 370.6 $ — $ (0.1) $ 370.5 $ 612.4 $ 1.5 $ — $ 613.9 Corporate debt securities 1 to 3 years $ 358.9 $ — $ (1.5) $ 357.4 $ 144.8 $ 0.4 $ — $ 145.2 Securities of government-sponsored entities 1 to 3 years 204.3 — (1.0) 203.3 81.9 0.1 (0.1) 81.9 $ 563.2 $ — $ (2.5) $ 560.7 $ 226.7 $ 0.5 $ (0.1) $ 227.1 |
Gross unrealized losses and fair value available-for-sale investments in unrealized loss position | The following table summarizes debt securities available-for-sale in an unrealized loss position for less than 12 months, aggregated by major security type. There were no debt securities available-for-sale in an unrealized loss position for longer than 12 months as of December 31, 2021 or 2020. December 31, December 31, (in millions) Fair Unrealized Fair Unrealized Corporate Debt Securities $ 428.6 $ (1.6) $ — $ — Securities of government-sponsored entities 230.5 (1.0) 95.0 (0.1) $ 659.1 $ (2.6) $ 95.0 $ (0.1) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Investments measured at fair value on recurring basis | Investments, which were measured at fair value on a recurring basis, consisted of the following: December 31, December 31, Fair Fair Value Measurements Using Fair Fair Value Measurements Using (in millions) Level 1 Level 2 Level 3 Level 1 Level 2 Level 3 Cash and cash equivalents: Cash and money market funds $ 340.8 $ 340.8 $ — $ — $ 187.1 $ 187.1 $ — $ — Restricted cash: Certificates of deposit 3.2 3.2 — — 3.2 3.2 — — Debt securities available-for-sale: Commercial paper 204.8 — 204.8 — 82.2 — 82.2 — Corporate debt securities 485.5 — 485.5 — 445.9 — 445.9 — Securities of government-sponsored entities 240.9 — 240.9 — 312.9 — 312.9 — Equity securities: Equity securities–biotechnology industry 63.7 52.7 — 11.0 38.2 — — 38.2 $ 1,338.9 $ 396.7 $ 931.2 $ 11.0 $ 1,069.5 $ 190.3 $ 841.0 $ 38.2 |
Reconciliation of equity securities measured at fair value on recurring basis using significant unobservable inputs | The following table presents a reconciliation of equity security investments, which were measured at fair value on a recurring basis using significant unobservable inputs (Level 3): Year Ended December 31, (in millions) 2021 2020 2019 Balance at beginning of period $ 38.2 $ 55.9 $ — Purchases (1) 4.6 — 68.9 Unrealized gain (loss) included in earnings 20.9 (17.7) (13.0) Transfers out of Level 3 (2) (52.7) — — Balance at end of period $ 11.0 $ 38.2 $ 55.9 _________________________ (1) In September 2021, we purchased 0.3 million shares of Xenon's common stock, valued at $4.6 million on the date of purchase, in connection with the European Union’s approval of the clinical trial application for NBI-921352. (2) In the fourth quarter of 2021, our equity security investment in Xenon was transferred from Level 3 to Level 1 as the associated holding period restriction expired. |
Convertible Senior Notes (Table
Convertible Senior Notes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Convertible senior notes net of discounts and deferred financing costs | The 2024 Notes, net of discounts and deferred financing costs, consisted of the following: December 31, (in millions) 2021 2020 Principal $ 381.2 $ 381.3 Deferred financing costs (2.9) (4.0) Debt discount, net (43.2) (59.4) Net carrying amount $ 335.1 $ 317.9 |
Other Balance Sheet Details (Ta
Other Balance Sheet Details (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Other Balance Sheet Details [Abstract] | |
Inventories | Inventory consisted of the following: December 31, (in millions) 2021 2020 Raw materials $ 11.2 $ 16.6 Work in process 3.6 2.4 Finished goods 15.7 9.0 Total inventory $ 30.5 $ 28.0 |
Property and Equipment | Property and equipment, net, consisted of the following: December 31, (in millions) 2021 2020 Tenant improvements $ 34.9 $ 29.5 Scientific equipment 51.6 39.2 Computer equipment 18.1 13.9 Furniture and fixtures 5.9 3.7 110.5 86.3 Less accumulated depreciation (51.9) (41.7) Total property and equipment, net $ 58.6 $ 44.6 |
Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities consisted of the following: December 31, (in millions) 2021 2020 Accrued employee related costs $ 50.6 $ 38.2 Revenue-related reserves for discounts and allowances 62.7 34.6 Accrued development costs 32.4 32.9 Current branded prescription drug fee 28.6 23.6 Accounts payable and other accrued liabilities 51.5 39.4 Total accounts payable and accrued liabilities $ 225.8 $ 168.7 |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts shown in the consolidated statements of cash flows. December 31, (in millions) 2021 2020 Cash and cash equivalents $ 340.8 $ 187.1 Restricted cash 3.2 3.2 Total cash, cash equivalents and restricted cash $ 344.0 $ 190.3 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of net income (loss) per share | Earnings per share were calculated as follows: Year Ended December 31, (in millions, except per share data) 2021 2020 2019 Net income - basic and diluted $ 89.6 $ 407.3 $ 37.0 Weighted-average common shares outstanding: Basic 94.6 93.1 91.6 Effect of dilutive securities: Stock options 1.8 2.4 2.6 Restricted stock units 0.3 0.5 0.4 2024 Notes 1.1 1.8 1.1 Diluted 97.9 97.8 95.7 Earnings per share: Basic $ 0.95 $ 4.38 $ 0.40 Diluted $ 0.92 $ 4.16 $ 0.39 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share based compensation | The effect of share-based compensation expense on our consolidated statements of income and comprehensive income by line-item follows: Year Ended December 31, (in millions) 2021 2020 2019 Selling, general and administrative expense $ 85.8 $ 66.3 $ 49.5 Research and development expense 48.4 33.7 25.8 Total share-based compensation expense $ 134.2 $ 100.0 $ 75.3 Share-based compensation expense by award-type follows: Year Ended December 31, (in millions) 2021 2020 2019 Stock options $ 60.5 $ 47.5 $ 36.5 RSUs 62.5 44.2 30.5 PRSUs 7.6 5.3 5.6 ESPP 3.6 3.0 2.7 Total share-based compensation expense $ 134.2 $ 100.0 $ 75.3 As of December 31, 2021, unrecognized share-based compensation expense by award-type and the weighted-average period over which such expense is expected to be recognized, as applicable, were as follows: (dollars in millions) Unrecognized Expense Weighted-Average Recognition Period Stock options $ 101.7 2.5 years RSUs $ 150.5 2.2 years |
Weighted-average assumptions for stock option grants using black-scholes option-pricing model | The fair value of each stock option granted was estimated on the date of grant using the Black-Scholes option-pricing valuation model with the following weighted-average assumptions: Year Ended December 31, 2021 2020 2019 Risk-free interest rate 0.6 % 1.4 % 2.4 % Expected volatility of common stock 45.9 % 48.5 % 54.8 % Dividend yield 0.0 % 0.0 % 0.0 % Expected option term 5.2 years 5.3 years 5.4 years |
Summary and changes in stock options outstanding | A summary of activity related to stock options follows: (in millions, except weighted average data) Number of Weighted Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Outstanding at December 31, 2020 6.8 $ 62.98 Granted 1.8 $ 110.74 Exercised (0.7) $ 28.02 Canceled (0.2) $ 103.30 Outstanding at December 31, 2021 7.7 $ 76.38 6.5 years $ 136.4 Exercisable at December 31, 2021 5.2 $ 63.53 5.5 years $ 134.7 |
Summary and changes in restricted stock units outstanding | A summary of activity related to RSUs follows: (in millions, except weighted average data) Number of Weighted-Average Grant Date Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Unvested at December 31, 2020 1.5 $ 89.60 Granted (1) 1.2 $ 104.95 Released (0.6) $ 82.22 Canceled (0.1) $ 101.71 Unvested at December 31, 2021 2.0 $ 99.96 1.3 years $ 174.1 _________________________ (1) In August 2021, our board of directors approved an equity grant of approximately 0.5 million RSUs, which will vest over a 2-year period, to our full-time employees other than our executive officers. A summary of activity related to PRSUs follows: (in millions, except weighted average data) Number of Weighted-Average Grant Date Weighted-Average Remaining Contractual Term Aggregate Intrinsic Value Unvested at December 31, 2020 0.2 $ 102.90 Granted 0.2 $ 114.68 Unvested at December 31, 2021 0.4 $ 109.31 1.2 years $ 30.9 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Components of income tax expense for continuing operations | Components of income tax expense (benefit) for continuing operations were as follows: Year Ended December 31, (in millions) 2021 2020 2019 Current: Federal $ — $ — $ — State 6.3 10.1 9.5 Total current taxes 6.3 10.1 9.5 Deferred: Federal 5.9 (287.5) — State (0.4) (23.2) — Total deferred taxes 5.5 (310.7) — Provision for (benefit from) income taxes $ 11.8 $ (300.6) $ 9.5 |
Provision for income taxes on earnings subject to income taxes differs from statutory federal rate | The provision for (benefit from) income taxes on earnings subject to income taxes differs from the statutory federal rate due to the following: Year Ended December 31, (in millions) 2021 2020 2019 Federal income taxes at 21% $ 21.3 $ 22.4 $ 9.8 State income tax, net of federal benefit 6.2 5.5 4.0 Non-deductible expenses 0.2 0.6 0.8 Branded prescription drug fee 4.8 4.9 3.7 Share-based compensation expense (11.3) (6.7) (12.8) Officer compensation 7.0 3.7 3.1 Change in tax rate 0.2 3.3 (4.1) Expired tax attributes 0.6 1.1 1.2 Research credits (22.0) (39.0) (10.4) Change in valuation allowance 5.0 (296.3) 13.9 Other (0.2) (0.1) 0.3 Provision for (benefit from) income taxes $ 11.8 $ (300.6) $ 9.5 |
Components of deferred tax assets | Significant components of our deferred tax assets as of December 31, 2021 and 2020 are listed below. December 31, (in millions) 2021 2020 Deferred tax assets: Net operating losses $ 90.3 $ 111.4 Research and development credits 129.7 109.6 Capitalized research and development 17.9 24.7 Share-based compensation expense 38.9 29.8 Operating lease assets 29.3 25.2 Intangible assets 86.1 86.7 Other 21.6 23.9 Total deferred tax assets 413.8 411.3 Deferred tax liabilities: Convertible senior notes (9.9) (13.8) Operating lease liabilities (23.3) (19.9) Other (10.7) (8.4) Total deferred tax liabilities (43.9) (42.1) Net of deferred tax assets and liabilities 369.9 369.2 Valuation allowance (54.8) (49.8) Net deferred tax assets $ 315.1 $ 319.4 |
Activity related to unrecognized tax benefits | A summary of activity related to unrecognized tax benefits follows: Year Ended December 31, (in millions) 2021 2020 2019 Balance at January 1 $ 60.8 $ 63.9 $ 54.8 Increase (decrease) related to prior year tax positions 0.6 (5.7) 0.3 Increase related to current year tax positions 4.9 3.9 9.5 Settlements related to prior year tax positions — (0.2) — Expiration of the statute of limitations for the assessment of taxes (1.7) (1.1) (0.7) Balance at December 31 $ 64.6 $ 60.8 $ 63.9 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Schedule of supplemental operating lease information | The following tables present supplemental operating lease information. Year Ended December 31, (in millions) 2021 2020 2019 Operating lease cost $ 15.3 $ 10.1 $ 8.1 Cash paid for amounts included in the measurement of operating lease liabilities $ 12.6 $ 8.6 $ 7.7 December 31, (in millions, except weighted average data) 2021 2020 Weighted average remaining lease term 8.8 years 10.3 years Weighted average discount rate 5.2 % 5.6 % Restricted cash related to letters of credit issued in lieu of cash security deposits $ 3.2 $ 3.2 |
Summary of minimum lease payments for operating lease liabilities | Approximate future minimum lease payments under operating leases were as follows: (in millions) December 31, Year ending December 31, 2022 $ 17.0 Year ending December 31, 2023 17.9 Year ending December 31, 2024 17.4 Year ending December 31, 2025 15.9 Year ending December 31, 2026 15.7 Thereafter 70.4 Total operating lease payments 154.3 Less accreted interest 32.5 Total operating lease liabilities 121.8 Less current operating lease liabilities included in other current liabilities 16.5 Noncurrent operating lease liabilities $ 105.3 |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies - Additional Information (Details) | 12 Months Ended | ||||
Dec. 31, 2021USD ($)segmentsubsidiary | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018 | May 02, 2017 | |
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Number of wholly owned Irish subsidiaries | subsidiary | 2 | ||||
Number of operating segments | segment | 1 | ||||
Number of reportable segments | segment | 1 | ||||
Accrued interest receivables write-off threshold period | 90 days | ||||
Accrued interest receivables | $ 2,200,000 | $ 3,700,000 | |||
Accrued interest receivables write-off | 0 | 0 | |||
Depreciation | 10,900,000 | 8,600,000 | $ 7,400,000 | ||
Advertising expense | $ 139,800,000 | 64,800,000 | $ 40,600,000 | ||
Accounting Standards Update [Extensible List] | Accounting Standards Update 2020-06 [Member] | Accounting Standards Update 2016-02 [Member] | |||
Convertible senior notes | $ 335,100,000 | 317,900,000 | |||
Accumulated deficit | (635,800,000) | $ (725,400,000) | |||
2.25% Convertible senior notes due 2024 | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Stated interest rate percentage | 2.25% | ||||
Pro Forma | Cumulative Effect, Period of Adoption, Adjustment | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Convertible senior notes | 42,200,000 | ||||
Deferred tax liabilities | 10,000,000 | ||||
Accumulated deficit | 74,600,000 | ||||
Additional paid in capital | $ 106,800,000 | ||||
ESPP | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
ESPP purchase period | 6 months | ||||
Minimum | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, useful life | 3 years | ||||
Share-based compensation arrangement by share-based payment award, award requisite service period | 3 years | ||||
Maximum | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, useful life | 7 years | ||||
Share-based compensation arrangement by share-based payment award, award requisite service period | 4 years | ||||
Revenue, Product and Service Benchmark | Customer Concentration Risk | Largest two customers | |||||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||||
Concentration risk, percentage | 82.00% | 86.00% | 86.00% |
Collaboration and License Agr_2
Collaboration and License Agreements - Additional Information (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2021 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payments | $ 10,900 | |||||
Acquired in-process research and development | 105.3 | $ 164.5 | $ 154.3 | |||
Equity securities fair value amount | 63.7 | 38.2 | ||||
Revenues | 1,133.5 | 1,045.9 | 788.1 | |||
Royalty | AbbVie | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Revenues | 22.3 | 19.2 | 14.3 | |||
Collaborative Arrangement | Heptares | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payments | 2,600 | |||||
Acquired in-process research and development | 100 | |||||
Collaborative Arrangement | Takeda | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payments | 1,900 | |||||
Acquired in-process research and development | 120 | |||||
Collaborative Arrangement | Idorsia | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payments | 1,700 | |||||
Acquired in-process research and development | 45 | |||||
Collaborative Arrangement | Xenon | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payments | 1,700 | |||||
Acquired in-process research and development | 36.2 | |||||
Upfront payments made | $ 30 | |||||
Equity securities number of shares (in shares) | 0.3 | |||||
Share price (in USD per share) | $ 19.9755 | $ 14.196 | ||||
Milestone equity purchase payment | $ 20 | |||||
Equity securities fair value amount | $ 4.6 | 14.1 | ||||
Milestone payment | 10 | |||||
Research and development | $ 5.4 | |||||
Collaborative Arrangement | Voyager | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payments | 1,300 | |||||
Acquired in-process research and development | $ 5 | $ 113.1 | ||||
Upfront payments made | $ 115 | |||||
Share price (in USD per share) | $ 11.9625 | |||||
Milestone equity purchase payment | $ 50 | |||||
Equity securities fair value amount | 54.7 | |||||
Collaborative Arrangement | B I A L | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payments | 75 | |||||
Research and development | 20 | 10 | ||||
Collaborative Arrangement | MTPC | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payment receipts | 55 | |||||
Revenues | 15 | |||||
Deferred revenue recognized | 5.7 | 2.6 | 0.9 | |||
Deferred revenue | 1 | |||||
Collaborative Arrangement | AbbVie | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Potential milestone payment receipts | $ 366 | |||||
Revenues | $ 30 | $ 20 | ||||
Collaborative Arrangement | Patents | Minimum | MTPC | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Patent term | 10 years | |||||
Collaborative Arrangement | Patents | Minimum | AbbVie | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Patent term | 10 years | |||||
Collaborative Arrangement | Common Stock | Xenon | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Equity securities number of shares (in shares) | 1.4 | |||||
Collaborative Arrangement | Common Stock | Voyager | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Equity securities number of shares (in shares) | 4.2 |
Debt Securities - Amortized Cos
Debt Securities - Amortized Cost, Gross Unrealized Gain (Loss) Positions and Estimated Fair Value for Available-For-Sale Debt Securities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Short-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost, Total | $ 370.6 | $ 612.4 |
Unrealized Gain | 0 | 1.5 |
Unrealized Loss | (0.1) | 0 |
Fair Value | 370.5 | 613.9 |
Short-term investments | Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost, Total | 128.2 | 299.3 |
Unrealized Gain | 0 | 1.4 |
Unrealized Loss | (0.1) | 0 |
Fair Value | 128.1 | 300.7 |
Short-term investments | Securities of government-sponsored entities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost, Total | 37.6 | 230.9 |
Unrealized Gain | 0 | 0.1 |
Unrealized Loss | 0 | 0 |
Fair Value | 37.6 | 231 |
Short-term investments | Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost, Total | 204.8 | 82.2 |
Unrealized Gain | 0 | 0 |
Unrealized Loss | 0 | 0 |
Fair Value | 204.8 | 82.2 |
Long-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost, Total | 563.2 | 226.7 |
Unrealized Gain | 0 | 0.5 |
Unrealized Loss | (2.5) | (0.1) |
Fair Value | 560.7 | 227.1 |
Long-term investments | Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost, Total | 358.9 | 144.8 |
Unrealized Gain | 0 | 0.4 |
Unrealized Loss | (1.5) | 0 |
Fair Value | 357.4 | 145.2 |
Long-term investments | Securities of government-sponsored entities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost, Total | 204.3 | 81.9 |
Unrealized Gain | 0 | 0.1 |
Unrealized Loss | (1) | (0.1) |
Fair Value | $ 203.3 | $ 81.9 |
Debt Securities - Gross Unreali
Debt Securities - Gross Unrealized Losses and Fair Value Available-For-Sale Debt securities in Unrealized Loss Position (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Securities, Available-for-sale [Line Items] | ||
Less Than 12 Months, Fair Value | $ 659.1 | $ 95 |
Less Than 12 Months, Unrealized Losses | (2.6) | (0.1) |
Securities of government-sponsored entities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Less Than 12 Months, Fair Value | 428.6 | 0 |
Less Than 12 Months, Unrealized Losses | (1.6) | 0 |
Corporate debt securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Less Than 12 Months, Fair Value | 230.5 | 95 |
Less Than 12 Months, Unrealized Losses | $ (1) | $ (0.1) |
Debt Securities - Additional In
Debt Securities - Additional Information (Details) | Dec. 31, 2021security |
Investments, Debt and Equity Securities [Abstract] | |
Debt securities available for sale position number of positions | 164 |
Number of debt securities available-for-sale in an unrealized loss position | 136 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured at Fair Value on Recurring Basis (Details) - Fair value measurements recurring - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value | $ 1,338.9 | $ 1,069.5 |
Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value | 485.5 | 445.9 |
Securities of government-sponsored entities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value | 240.9 | 312.9 |
Equity securities–biotechnology industry | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value | 63.7 | 38.2 |
Cash and money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value | 340.8 | 187.1 |
Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value | 3.2 | 3.2 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value | 204.8 | 82.2 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 396.7 | 190.3 |
Level 1 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 1 | Securities of government-sponsored entities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 1 | Equity securities–biotechnology industry | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 52.7 | 0 |
Level 1 | Cash and money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 340.8 | 187.1 |
Level 1 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 3.2 | 3.2 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 931.2 | 841 |
Level 2 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 485.5 | 445.9 |
Level 2 | Securities of government-sponsored entities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 240.9 | 312.9 |
Level 2 | Equity securities–biotechnology industry | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 2 | Cash and money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 2 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 204.8 | 82.2 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 11 | 38.2 |
Level 3 | Corporate debt securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 3 | Securities of government-sponsored entities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 3 | Equity securities–biotechnology industry | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 11 | 38.2 |
Level 3 | Cash and money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 3 | Certificates of deposit | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of assets on recurring basis | $ 0 | $ 0 |
Fair Value Measurements - Recon
Fair Value Measurements - Reconciliation of Equity Securities Measured at Fair Value on Recurring Basis (Details) - USD ($) shares in Millions, $ in Millions | 1 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||||
Equity securities, beginning balance | $ 38.2 | |||
Purchases to acquire equity securities | 4.6 | $ 0 | $ 68.9 | |
Unrealized gain (loss) included in earnings | 20.9 | (17.7) | (13) | |
Equity securities, ending balance | 63.7 | 38.2 | ||
Xenon | Collaborative Arrangement | ||||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||||
Equity securities, beginning balance | 14.1 | |||
Purchases to acquire equity securities | $ 4.6 | |||
Equity securities, ending balance | $ 4.6 | 14.1 | ||
Equity securities number of shares (in shares) | 0.3 | |||
Fair value measurements recurring | Equity securities–biotechnology industry | Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||||
Equity securities, beginning balance | 38.2 | 55.9 | 0 | |
Purchases to acquire equity securities | 4.6 | 0 | 68.9 | |
Unrealized gain (loss) included in earnings | 20.9 | (17.7) | (13) | |
Transfers out of Level 3 | (52.7) | 0 | 0 | |
Equity securities, ending balance | $ 11 | $ 38.2 | $ 55.9 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) | Dec. 31, 2021 |
Voyager | Collaborative Arrangement | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Discount for marketability in valuation analysis | 2.50% |
Convertible Senior Notes - Addi
Convertible Senior Notes - Additional Information (Details) $ / shares in Units, shares in Millions | May 02, 2017USD ($)d$ / sharesshares | Nov. 30, 2020USD ($) | Dec. 31, 2021USD ($)d$ / shares | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | |||||
Principal | $ 381,200,000 | $ 381,300,000 | |||
Equity component of repurchased convertible senior notes | 47,500,000 | ||||
Loss on extinguishment of convertible senior notes | $ 0 | 18,400,000 | $ 0 | ||
2.25% Convertible senior notes due 2024 | |||||
Debt Instrument [Line Items] | |||||
Principal | $ 517,500,000 | ||||
Proceeds from issuance | $ 502,800,000 | ||||
Stated interest rate percentage | 2.25% | ||||
Aggregate principal amount repurchased | $ 136,200,000 | ||||
Aggregate repurchase price paid in cash | 186,900,000 | ||||
Fair value of the liability component immediately before extinguishment | 130,700,000 | ||||
Equity component of repurchased convertible senior notes | 56,300,000 | ||||
Carrying amount of the liability component at settlement | 112,400,000 | ||||
Loss on extinguishment of convertible senior notes | $ 18,400,000 | ||||
Threshold percentage of common stock price trigger | 130.00% | ||||
Common stock price trigger (in USD per share) | $ / shares | $ 98.70 | ||||
Threshold common stock trading days | d | 20 | ||||
Threshold consecutive common stock trading days | d | 30 | ||||
Principal amount on conversion rate | $ 1,000 | ||||
Trading days during observation period | 30 days | ||||
Conversion ratio | 0.00131711 | ||||
Conversion price (in USD per share) | $ / shares | $ 75.92 | ||||
Shares issued to settle notes at initial conversion rate (in shares) | shares | 5 | ||||
Conversion premium | 42.50% | ||||
Market price of common stock (in USD per share) | $ / shares | $ 53.28 | ||||
Redemption rate | 100.00% | ||||
Carrying amount of the liability component upon issuance | $ 368,300,000 | ||||
Assumed borrowing rate | 7.50% | ||||
Carrying amount of the equity component upon issuance | $ 149,200,000 | ||||
Term | 7 years | ||||
Remaining discount amortization period | 2 years 4 months 24 days | ||||
Transaction cost related to issuance of convertible senior note | $ 14,700,000 | ||||
Events of default percentage of principal and accrued and unpaid interest due and payable upon default | 100.00% | ||||
Fair value | $ 464,700,000 | $ 514,300,000 | |||
2.25% Convertible senior notes due 2024 | Conversion Period One | |||||
Debt Instrument [Line Items] | |||||
Threshold percentage of common stock price trigger | 130.00% | ||||
Threshold common stock trading days | d | 20 | ||||
Threshold consecutive common stock trading days | d | 30 | ||||
2.25% Convertible senior notes due 2024 | Conversion Period Two | |||||
Debt Instrument [Line Items] | |||||
Threshold common stock trading days | d | 5 | ||||
Threshold consecutive common stock trading days | d | 5 | ||||
Principal amount on conversion rate | $ 1,000 | ||||
Minimum percentage of common stock price trigger | 98.00% | ||||
2.25% Convertible senior notes due 2024 | Discount rate | |||||
Debt Instrument [Line Items] | |||||
Discount rate | 0.0337 |
Convertible Senior Notes, Net o
Convertible Senior Notes, Net of Discounts and Deferred Financing Costs (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
Principal | $ 381.2 | $ 381.3 |
Deferred financing costs | (2.9) | (4) |
Debt discount, net | (43.2) | (59.4) |
Net carrying amount | $ 335.1 | $ 317.9 |
Other Balance Sheet Details - I
Other Balance Sheet Details - Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Other Balance Sheet Details [Abstract] | ||
Raw materials | $ 11.2 | $ 16.6 |
Work in process | 3.6 | 2.4 |
Finished goods | 15.7 | 9 |
Total inventory | $ 30.5 | $ 28 |
Other Balance Sheet Details - P
Other Balance Sheet Details - Property and Equipment (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 110.5 | $ 86.3 |
Less accumulated depreciation | (51.9) | (41.7) |
Total property and equipment, net | 58.6 | 44.6 |
Tenant improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 34.9 | 29.5 |
Scientific equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 51.6 | 39.2 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 18.1 | 13.9 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 5.9 | $ 3.7 |
Other Balance Sheet Details - A
Other Balance Sheet Details - Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Other Balance Sheet Details [Abstract] | ||
Accrued employee related costs | $ 50.6 | $ 38.2 |
Revenue-related reserves for discounts and allowances | 62.7 | 34.6 |
Accrued development costs | 32.4 | 32.9 |
Current branded prescription drug fee | 28.6 | 23.6 |
Accounts payable and other accrued liabilities | 51.5 | 39.4 |
Total accounts payable and accrued liabilities | $ 225.8 | $ 168.7 |
Other Balance Sheet Details - R
Other Balance Sheet Details - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Other Balance Sheet Details [Abstract] | ||
Cash and cash equivalents | $ 340.8 | $ 187.1 |
Restricted cash related to letters of credit issued in lieu of cash security deposits | 3.2 | 3.2 |
Total cash, cash equivalents and restricted cash | $ 344 | $ 190.3 |
Earnings Per Share - Schedule o
Earnings Per Share - Schedule of Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Subsidiary, Sale of Stock [Line Items] | |||
Net income (loss) | $ 89.6 | $ 407.3 | $ 37 |
Weighted-average common shares outstanding: | |||
Basic (in shares) | 94.6 | 93.1 | 91.6 |
Effect of dilutive securities: | |||
Diluted (in shares) | 97.9 | 97.8 | 95.7 |
Earnings per share: | |||
Basic (in USD per share) | $ 0.95 | $ 4.38 | $ 0.40 |
Diluted (in USD per share) | $ 0.92 | $ 4.16 | $ 0.39 |
2.25% Convertible Senior Notes | |||
Effect of dilutive securities: | |||
2024 Notes (in shares) | 1.1 | 1.8 | 1.1 |
Stock options | |||
Effect of dilutive securities: | |||
Effect of dilutive securities (in shares) | 1.8 | 2.4 | 2.6 |
Restricted stock units | |||
Effect of dilutive securities: | |||
Effect of dilutive securities (in shares) | 0.3 | 0.5 | 0.4 |
Earnings Per Share - Schedule_2
Earnings Per Share - Schedule of Anti-Dilutive Shares Excluded from Diluted Per Share Amounts (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stock options restricted stock and convertible senior notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive shares excluded from diluted per share amounts (in shares) | 4.1 | 2.5 | 2.1 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||
Aug. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | May 31, 2020 | May 31, 2018 | May 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted-average fair values of stock options granted (in USD per share) | $ 45.02 | $ 45.67 | $ 41.74 | ||||
Stock options exercised in period intrinsic value | $ 58,000,000 | $ 40,200,000 | $ 64,300,000 | ||||
Cash received from stock option exercises | $ 20,700,000 | 23,500,000 | 27,300,000 | ||||
Stock options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Contractual term of stock options | 10 years | ||||||
Unrecognized expense | $ 101,700,000 | ||||||
Stock options | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
Stock options | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
RSUs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 2 years | 4 years | |||||
Total intrinsic value vested in period | $ 64,300,000 | 49,700,000 | 36,100,000 | ||||
Unrecognized expense | 150,500,000 | ||||||
PRSUs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized expense | 32,000,000 | ||||||
Total fair value of PRSUs vested | $ 0 | $ 13,500,000 | $ 0 | ||||
PRSUs | Minimum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 3 years | ||||||
PRSUs | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Vesting period | 4 years | ||||||
ESPP | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of common stock authorized for issuance (in shares) | 100,000 | 300,000 | |||||
ESPP | Maximum | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Discounted purchase price percentage of common stock authorized for issuance | 85.00% | ||||||
2011 Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of common stock authorized for issuance (in shares) | 0 | 21,000,000 | |||||
2020 Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of common stock authorized for issuance (in shares) | 5,400,000 | 3,300,000 |
Share-Based Compensation - Comp
Share-Based Compensation - Compensation Cost Related to Share-Based Compensation (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | $ 134.2 | $ 100 | $ 75.3 |
Selling, general and administrative expense | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | 85.8 | 66.3 | 49.5 |
Research and development expense | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | $ 48.4 | $ 33.7 | $ 25.8 |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Share-based Compensation Expense by Award-type (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | $ 134,200,000 | $ 100,000,000 | $ 75,300,000 |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | 60,500,000 | 47,500,000 | 36,500,000 |
RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | 62,500,000 | 44,200,000 | 30,500,000 |
PRSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | 7,600,000 | 5,300,000 | 5,600,000 |
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Total share-based compensation expense | $ 3,600,000 | $ 3,000,000 | $ 2,700,000 |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Share-based Compensation Expense (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |
Unrecognized Expense | $ 101.7 |
Weighted-Average Recognition Period | 2 years 6 months |
RSUs | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |
Unrecognized Expense | $ 150.5 |
Weighted-Average Recognition Period | 2 years 2 months 12 days |
Share-Based Compensation - Weig
Share-Based Compensation - Weighted-Average Assumptions for Stock Option Grants using Black-Scholes Option-Pricing Model (Details) - Stock options | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate | 0.60% | 1.40% | 2.40% |
Expected volatility of common stock | 45.90% | 48.50% | 54.80% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Expected option term | 5 years 2 months 12 days | 5 years 3 months 18 days | 5 years 4 months 24 days |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Activity Related to Stock Options (Details) $ / shares in Units, shares in Thousands, $ in Millions | 12 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
Number of Stock Options | |
Beginning Balance, Outstanding (in shares) | shares | 6,800 |
Granted (in shares) | shares | 1,800 |
Exercised (in shares) | shares | (700) |
Canceled (in shares) | shares | (200) |
Ending Balance, Outstanding (in shares) | shares | 7,700 |
Exercisable (in shares) | shares | 5,200 |
Weighted Average Exercise Price | |
Beginning Balance, Outstanding (in USD per share) | $ / shares | $ 62.98 |
Granted (in USD per share) | $ / shares | 110.74 |
Exercised (in USD per share) | $ / shares | 28.02 |
Canceled (in USD per share) | $ / shares | 103.30 |
Ending Balance, Outstanding (in USD per share) | $ / shares | 76.38 |
Exercisable (in USD per share) | $ / shares | $ 63.53 |
Weighted-Average Remaining Contractual Life and Aggregate Intrinsic Value | |
Weighted-Average Remaining Contractual Term, Outstanding | 6 years 6 months |
Weighted-Average Remaining Contractual Term, Exercisable | 5 years 6 months |
Aggregate Intrinsic Value, Outstanding | $ | $ 136.4 |
Aggregate Intrinsic Value, Exercisable | $ | $ 134.7 |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary and Changes in Restricted Stock Units Outstanding (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | 12 Months Ended |
Aug. 31, 2021 | Dec. 31, 2021 | |
RSUs | ||
Number of Units | ||
Beginning Balance, Unvested (in shares) | 1.5 | |
Granted (in shares) | 0.5 | 1.2 |
Released (in shares) | (0.6) | |
Canceled (in shares) | (0.1) | |
Ending Balance, Unvested (in shares) | 2 | |
Weighted-Average Grant Date Fair Value | ||
Beginning Balance, Unvested (in USD per share) | $ 89.60 | |
Granted (in USD per share) | 104.95 | |
Released (in USD per share) | 82.22 | |
Canceled (in USD per share) | 101.71 | |
Ending Balance, Unvested (in USD per share) | $ 99.96 | |
Weighted-Average Remaining Contractual Life and Aggregate Intrinsic Value | ||
Unvested, weighted average remaining contractual term (in years) | 1 year 3 months 18 days | |
Unvested, aggregate intrinsic value | $ 174.1 | |
PRSUs | ||
Number of Units | ||
Beginning Balance, Unvested (in shares) | 0.2 | |
Granted (in shares) | 0.2 | |
Ending Balance, Unvested (in shares) | 0.4 | |
Weighted-Average Grant Date Fair Value | ||
Beginning Balance, Unvested (in USD per share) | $ 102.90 | |
Granted (in USD per share) | 114.68 | |
Ending Balance, Unvested (in USD per share) | $ 109.31 | |
Weighted-Average Remaining Contractual Life and Aggregate Intrinsic Value | ||
Unvested, weighted average remaining contractual term (in years) | 1 year 2 months 12 days | |
Unvested, aggregate intrinsic value | $ 30.9 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense for Continuing Operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 6.3 | 10.1 | 9.5 |
Total current taxes | 6.3 | 10.1 | 9.5 |
Deferred: | |||
Federal | 5.9 | (287.5) | 0 |
State | (0.4) | (23.2) | 0 |
Total deferred taxes | 5.5 | (310.7) | 0 |
Provision for (benefit from) income taxes | $ 11.8 | $ (300.6) | $ 9.5 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes on Earnings Subject to Income Taxes Differs from Statutory Federal Rate (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Federal income taxes, rate | 21.00% | 21.00% | 21.00% |
Federal income taxes at 21% | $ 21.3 | $ 22.4 | $ 9.8 |
State income tax, net of federal benefit | 6.2 | 5.5 | 4 |
Non-deductible expenses | 0.2 | 0.6 | 0.8 |
Branded prescription drug fee | 4.8 | 4.9 | 3.7 |
Share-based compensation expense | (11.3) | (6.7) | (12.8) |
Officer compensation | 7 | 3.7 | 3.1 |
Change in tax rate | 0.2 | 3.3 | (4.1) |
Expired tax attributes | 0.6 | 1.1 | 1.2 |
Research credits | (22) | (39) | (10.4) |
Change in valuation allowance | 5 | (296.3) | 13.9 |
Other | (0.2) | (0.1) | 0.3 |
Provision for (benefit from) income taxes | $ 11.8 | $ (300.6) | $ 9.5 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Net operating losses | $ 90.3 | $ 111.4 |
Research and development credits | 129.7 | 109.6 |
Capitalized research and development | 17.9 | 24.7 |
Share-based compensation expense | 38.9 | 29.8 |
Operating lease assets | 29.3 | 25.2 |
Intangible assets | 86.1 | 86.7 |
Other | 21.6 | 23.9 |
Total deferred tax assets | 413.8 | 411.3 |
Deferred tax liabilities: | ||
Convertible senior notes | (9.9) | (13.8) |
Operating lease liabilities | (23.3) | (19.9) |
Other | (10.7) | (8.4) |
Total deferred tax liabilities | (43.9) | (42.1) |
Net of deferred tax assets and liabilities | 369.9 | 369.2 |
Valuation allowance | (54.8) | (49.8) |
Net deferred tax assets | $ 315.1 | $ 319.4 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes [Line Items] | |||
Deferred tax assets, valuation allowance | $ 54.8 | $ 49.8 | |
Deferred Tax Assets, Net | 315.1 | 319.4 | |
Research and development tax credit carry forwards | 129.7 | 109.6 | |
Increase related to current year tax positions | 4.9 | $ 3.9 | $ 9.5 |
Unrecognized tax benefits that would affect effective tax rate | 57.4 | ||
Federal | |||
Income Taxes [Line Items] | |||
Operating loss carry forward, net | 421.1 | ||
Research and development tax credit carry forwards | 107.3 | ||
State and local jurisdiction | |||
Income Taxes [Line Items] | |||
Operating loss carry forward, net | 329.9 | ||
Research and development tax credit carry forwards | $ 66.3 |
Income Taxes - Summary of Activ
Income Taxes - Summary of Activity Related to Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at January 1 | $ 60.8 | $ 63.9 | $ 54.8 |
Increase related to prior year tax positions | 0.6 | 0.3 | |
(Decrease) related to prior year tax positions | (5.7) | ||
Increase related to current year tax positions | 4.9 | 3.9 | 9.5 |
Settlements related to prior year tax positions | 0 | (0.2) | 0 |
Expiration of the statute of limitations for the assessment of taxes | (1.7) | (1.1) | (0.7) |
Balance at December 31 | $ 64.6 | $ 60.8 | $ 63.9 |
Leases - Supplemental Informati
Leases - Supplemental Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Line Items] | |||
Operating lease cost | $ 15.3 | $ 10.1 | $ 8.1 |
Cash paid for amounts included in the measurement of operating lease liabilities | $ 12.6 | $ 8.6 | $ 7.7 |
Weighted average remaining lease term | 8 years 9 months 18 days | 10 years 3 months 18 days | |
Weighted average discount rate | 5.20% | 5.60% | |
Restricted cash related to letters of credit issued in lieu of cash security deposits | $ 3.2 | $ 3.2 | |
Letter of Credit | |||
Leases [Line Items] | |||
Restricted cash related to letters of credit issued in lieu of cash security deposits | $ 3.2 | $ 3.2 |
Leases - Summary of Future Mini
Leases - Summary of Future Minimum Lease Payments Under Operating Lease Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other current liabilities | |
Year ending December 31, 2022 | $ 17 | |
Year ending December 31, 2023 | 17.9 | |
Year ending December 31, 2024 | 17.4 | |
Year ending December 31, 2025 | 15.9 | |
Year ending December 31, 2026 | 15.7 | |
Thereafter | 70.4 | |
Total operating lease payments | 154.3 | |
Less accreted interest | 32.5 | |
Total operating lease liabilities | 121.8 | |
Less current operating lease liabilities included in other current liabilities | 16.5 | |
Noncurrent operating lease liabilities | $ 105.3 | $ 94.4 |
Retirement Plan - Additional In
Retirement Plan - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |||
Defined contribution plan, maximum employee contribution percentage | 60.00% | ||
Defined contribution plan, employer contribution amount | $ 8.1 | $ 6.7 | $ 4.9 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event | Feb. 08, 2022USD ($)renewalOption |
Subsequent Event [Line Items] | |
Operating lease term | 13 years 7 months 6 days |
Monthly base rent per square foot | $ | $ 6 |
Annual rent escalation percentage | 3.00% |
Rent abatement period | 10 months |
Number of lease renewal options | renewalOption | 2 |
Lease renewal term | 5 years |
Lessee option term for construction of fifth building | 6 years |