Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 20, 2015 | Jun. 30, 2014 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | Opko Health, Inc. | ||
Entity Central Index Key | 944809 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $2,114,172,075 | ||
Entity Common Stock, Shares Outstanding | 451,627,482 |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
Current assets: | ||||
Cash and cash equivalents | $96,907,000 | [1] | $185,798,000 | [1] |
Accounts receivable, net | 19,969,000 | [1] | 19,767,000 | [1] |
Inventory, net | 16,604,000 | [1] | 18,079,000 | [1] |
Prepaid expenses and other current assets | 9,389,000 | [1] | 19,084,000 | [1] |
Total current assets | 142,869,000 | [1] | 242,728,000 | [1] |
Property, plant, equipment, and investment properties, net | 16,411,000 | [1] | 17,027,000 | [1] |
Intangible assets, net | 62,649,000 | [1] | 74,533,000 | [1] |
In-process research and development | 793,152,000 | [1] | 793,341,000 | [1] |
Goodwill | 224,292,000 | [1] | 226,373,000 | [1] |
Investments, net | 22,453,000 | [1] | 30,653,000 | [1] |
Other assets | 5,838,000 | [1] | 6,861,000 | [1] |
Total assets | 1,267,664,000 | [1] | 1,391,516,000 | [1] |
Current liabilities: | ||||
Accounts payable | 8,744,000 | [1] | 13,414,000 | [1] |
Accrued expenses | 60,912,000 | [1] | 65,874,000 | [1] |
Current portion of lines of credit and notes payable | 13,455,000 | [1] | 12,562,000 | [1] |
Total current liabilities | 83,111,000 | [1] | 91,850,000 | [1] |
2033 Senior Notes, net of discount and estimated fair value of embedded derivatives | 131,454,000 | [1] | 211,912,000 | [1] |
Other long-term liabilities, principally contingent consideration and deferred tax liabilities | 217,358,000 | [1] | 214,775,000 | [1] |
Total long-term liabilities | 348,812,000 | [1] | 426,687,000 | [1] |
Total liabilities | 431,923,000 | [1] | 518,537,000 | [1] |
Equity: | ||||
Common Stock - $0.01 par value, 750,000,000 shares authorized; 433,421,677 and 414,818,195 shares issued at December 31, 2014 and 2013, respectively | 4,334,000 | [1] | 4,148,000 | [1] |
Treasury Stock - 1,245,367 and 2,264,063 shares at December 31, 2014 and 2013, respectively | -4,051,000 | [1] | -7,362,000 | [1] |
Additional paid-in capital | 1,529,096,000 | [1] | 1,379,383,000 | [1] |
Accumulated other comprehensive income (loss) | -12,392,000 | [1] | 3,418,000 | [1] |
Accumulated deficit | -674,843,000 | [1] | -503,177,000 | [1] |
Total shareholders’ equity attributable to OPKO | 842,144,000 | [1] | 876,410,000 | [1] |
Noncontrolling interests | -6,403,000 | [1] | -3,431,000 | [1] |
Total shareholders’ equity | 835,741,000 | [1] | 872,979,000 | [1] |
Total liabilities and equity | 1,267,664,000 | [1] | 1,391,516,000 | [1] |
Variable interest entity, total assets | 7,600,000 | 6,700,000 | ||
Variable interest entity, total liabilities | $12,100,000 | $10,400,000 | ||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. |
Consolidated_Balance_Sheets_Un1
Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ||
Common Stock, par value (in dollars per share) | $0.01 | $0.01 |
Common Stock, shares authorized (in shares) | 750,000,000 | 750,000,000 |
Common Stock, shares issued (in shares) | 433,421,677 | 414,818,195 |
Treasury stock, shares (in shares) | 1,245,367 | 2,264,063 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations (Unaudited) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Products | $76,983 | $68,161 | $45,295 |
Revenue from services | 8,666 | 11,658 | 1,749 |
Revenue from transfer of intellectual property | 5,476 | 16,711 | 0 |
Total revenues | 91,125 | 96,530 | 47,044 |
Costs and expenses: | |||
Costs of revenues | 48,009 | 48,860 | 27,878 |
Selling, general and administrative | 57,940 | 55,320 | 27,795 |
Research and development | 83,571 | 53,902 | 19,520 |
In-process research and development | 12,055 | 0 | 0 |
Contingent consideration | 24,446 | 6,947 | 785 |
Amortization of intangible assets | 10,919 | 11,133 | 8,335 |
Total costs and expenses | 236,940 | 176,162 | 84,313 |
Operating loss | -145,815 | -79,632 | -37,269 |
Other income and (expense), net: | |||
Interest income | 771 | 376 | 188 |
Interest expense | -12,263 | -13,802 | -1,405 |
Fair value changes of derivative instruments, net | -10,632 | -45,942 | 1,218 |
Other income (expense), net | -3,088 | 34,782 | 164 |
Other income and (expense), net | -25,212 | -24,586 | 165 |
Loss before income taxes and investment losses | -171,027 | -104,218 | -37,104 |
Income tax benefit (provision) | -24 | -1,672 | 9,626 |
Loss before investment losses | -171,051 | -105,890 | -27,478 |
Loss from investments in investees | -3,587 | -11,456 | -2,062 |
Net loss | -174,638 | -117,346 | -29,540 |
Less: Net loss attributable to noncontrolling interests | -2,972 | -2,939 | -492 |
Net loss attributable to common shareholders before preferred stock dividend | -171,666 | -114,407 | -29,048 |
Preferred stock dividend | 0 | -420 | -2,240 |
Net loss attributable to common shareholders | ($171,666) | ($114,827) | ($31,288) |
Net loss per share (usd per share) | ($0.41) | ($0.32) | ($0.11) |
Weighted average number of common shares outstanding, basic and diluted | 422,014,039 | 355,095,701 | 295,750,077 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Loss (Unaudited) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net loss | ($174,638) | ($117,346) | ($29,540) |
Other comprehensive income (loss), net of tax: | |||
Change in foreign currency translation and other comprehensive income (loss) from equity investments | -8,088 | -1,825 | 2,289 |
Available for sale investments: | |||
Change in other unrealized gain (loss), net | -8,044 | 2,467 | 4,160 |
Less: reclassification adjustments for (gains) losses included in net loss, net of tax | 322 | -4,580 | 0 |
Comprehensive loss | -190,448 | -121,284 | -23,091 |
Less: Comprehensive loss attributable to noncontrolling interest | -2,972 | -2,939 | -492 |
Comprehensive loss attributable to common shareholders before preferred stock dividend | -187,476 | -118,345 | -22,599 |
Preferred stock dividend | 0 | -420 | -2,240 |
Comprehensive Income (Loss), Net of Tax, Available to Common Stockholders | ($187,476) | ($118,765) | ($24,839) |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Cash flows from operating activities: | |||||
Net loss | ($174,638) | ($117,346) | ($29,540) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | |||||
Depreciation and amortization | 14,927 | 15,216 | 10,160 | ||
Non-cash interest on 2033 Senior Notes | 5,662 | 5,980 | 0 | ||
Amortization of deferred financing costs | 2,007 | 1,170 | 0 | ||
Losses from investments in investees | 3,587 | 11,456 | 2,062 | ||
Equity-based compensation – employees and non-employees | 14,779 | 10,983 | 5,131 | ||
(Recovery of) provision for bad debts | 646 | 979 | -95 | ||
Provision for inventory obsolescence | 1,082 | 2,015 | 2,688 | ||
Revenue from receipt of equity | -240 | -12,740 | -159 | ||
Realized gain on sale of equity securities | 167 | -29,881 | 0 | ||
Gain on conversion of 3.00% convertible senior notes | -2,668 | -972 | 0 | ||
Loss on sale of property, plant and equipment | 0 | 60 | 0 | ||
Change in fair value of derivative instruments | 10,632 | 45,942 | -1,218 | ||
In-process research and development | 12,055 | 0 | 0 | ||
Change in fair value of contingent consideration | 24,446 | 6,947 | 785 | ||
Deferred income tax (benefit) expense | 1,017 | 599 | -9,958 | ||
Changes in assets and liabilities, net of the effects of acquisitions: | |||||
Accounts receivable | -3,919 | 754 | 763 | ||
Inventory | -1,752 | 1,892 | -5,807 | ||
Prepaid expenses and other current assets | 3,182 | -1,131 | -2,877 | ||
Other assets | -3,378 | -544 | -361 | ||
Accounts payable | -3,852 | 1,829 | 1,247 | ||
Foreign currency measurement | 945 | -2,386 | 86 | ||
Accrued expenses | 4,934 | 3,525 | 1,678 | ||
Net cash used in operating activities | -90,379 | -55,653 | -25,415 | ||
Cash flows from investing activities: | |||||
Investments in investees | -589 | -17,441 | -3,396 | ||
Proceeds from sale of equity securities | 1,331 | 30,556 | 0 | ||
Acquisition of businesses, net of cash | -1,683 | 20,528 | -19,092 | ||
Purchase of marketable securities | 0 | -50,027 | -25,806 | ||
Maturities of short-term marketable securities | 0 | 50,027 | 24,997 | ||
Proceeds from the sale of property, plant and equipment | 0 | 636 | 0 | ||
Capital expenditures | -4,734 | -3,962 | -1,472 | ||
Net cash provided by (used in) investing activities | -5,675 | 30,317 | -24,769 | ||
Cash flows from financing activities: | |||||
Issuance of 2033 Senior Notes, net, including related parties | 0 | 170,184 | 0 | ||
Payment of Series D dividends, including related parties | 0 | -3,015 | 0 | ||
Proceeds from the exercise of Common Stock options and warrants | 12,928 | 23,425 | 2,279 | ||
Cash from non-controlling interest | 2,696 | 0 | 0 | ||
Contingent consideration payments | -6,435 | -2,539 | 0 | ||
Borrowings on lines of credit | 26,443 | 34,577 | 36,506 | ||
Repayments of lines of credit | -28,369 | -38,997 | -32,754 | ||
Net cash provided by financing activities | 7,263 | 183,635 | 6,031 | ||
Effect of exchange rate on cash and cash equivalents | -100 | 138 | -2 | ||
Net (decrease) increase in cash and cash equivalents | -88,891 | 158,437 | -44,155 | ||
Cash and cash equivalents at beginning of period | 185,798 | [1] | 27,361 | 71,516 | |
Cash and cash equivalents at end of period | 96,907 | [1] | 185,798 | [1] | 27,361 |
SUPPLEMENTAL INFORMATION: | |||||
Interest paid | 6,276 | 3,407 | 945 | ||
Income taxes paid, net | 954 | 1,321 | 575 | ||
RXi common stock received | 0 | 12,500 | 0 | ||
Pharmsynthez common stock received | 6,264 | 0 | 0 | ||
Non-cash financing: | |||||
Common Stock options and warrants, surrendered in net exercise | 3,494 | 815 | 7 | ||
Issuance of Common Stock to acquire: | |||||
Accounts payable | 8,744 | [1] | 13,414 | [1] | |
OPKO Prolor | |||||
Issuance of Common Stock to acquire: | |||||
Stock Issued | 0 | 586,643 | 0 | ||
OPKO Rental | |||||
Issuance of Common Stock to acquire: | |||||
Stock Issued | 21,155 | 146,902 | 0 | ||
OPKO Brazil | |||||
Issuance of Common Stock to acquire: | |||||
Stock Issued | 0 | 436 | 0 | ||
OPKO Spain | |||||
Issuance of Common Stock to acquire: | |||||
Stock Issued | 0 | 4,404 | 805 | ||
OPKO Lab | |||||
Issuance of Common Stock to acquire: | |||||
Stock Issued | 0 | 0 | 32,888 | ||
OPKO Uruguay Ltda. | |||||
Issuance of Common Stock to acquire: | |||||
Stock Issued | 159 | 0 | 0 | ||
Inspiro | |||||
Issuance of Common Stock to acquire: | |||||
Stock Issued | 8,566 | 0 | 0 | ||
Conversion of Series D Preferred Stock | |||||
Non-cash financing: | |||||
Series D Preferred Stock | 0 | 24,386 | 0 | ||
Conversion of Senior Notes | |||||
Non-cash financing: | |||||
Series D Preferred Stock | $95,665 | $20,839 | $0 | ||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) (Notes, Notes Due February 1, 2033) | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2013 | Jan. 30, 2013 |
Notes | Notes Due February 1, 2033 | ||||
Interest rate of notes payable | 3.00% | 3.00% | 3.00% | 3.00% |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statement of Equity (USD $) | Total | OPKO Uruguay Ltda. | Inspiro | OPKO Health Europe | OPKO Brazil | OPKO Renal | OPKO Biologics | OPKO Lab | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Common Stock | Treasury | Treasury | Treasury | Treasury | Additional Paid-In Capital | Additional Paid-In Capital | Additional Paid-In Capital | Additional Paid-In Capital | Additional Paid-In Capital | Additional Paid-In Capital | Additional Paid-In Capital | Additional Paid-In Capital | Accumulated Other Comprehensive Income | Accumulated Deficit | Noncontrolling Interests | Series D Preferred Stock | Series D Preferred Stock | Series D Preferred Stock | Notes | Notes | Notes | |
In Thousands, except Share data, unless otherwise specified | OPKO Health Europe | OPKO Brazil | OPKO Renal | OPKO Biologics | OPKO Lab | OPKO Uruguay Ltda. | Inspiro | OPKO Health Europe | OPKO Uruguay Ltda. | Inspiro | OPKO Health Europe | OPKO Brazil | OPKO Renal | OPKO Biologics | OPKO Lab | Common Stock | Additional Paid-In Capital | Common Stock | Additional Paid-In Capital | |||||||||||||||||
Beginning balance at Dec. 31, 2011 | $160,882 | $2,975 | ($8,092) | $524,814 | $907 | ($359,722) | $0 | |||||||||||||||||||||||||||||
Beginning balance, shares at Dec. 31, 2011 | 297,503,033 | -2,488,477 | ||||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||||||||
Equity-based compensation expense | 5,131 | 5,131 | ||||||||||||||||||||||||||||||||||
Exercise of Common Stock options | 2,234 | 10 | 2,224 | |||||||||||||||||||||||||||||||||
Exercise of Common Stock options, shares | 1,019,967 | |||||||||||||||||||||||||||||||||||
Exercise of Common Stock warrants | 45 | 1 | 44 | |||||||||||||||||||||||||||||||||
Exercise of Common Stock warrants, shares | 65,015 | |||||||||||||||||||||||||||||||||||
Adjustment of Common Stock Value | 0 | -1 | 1 | |||||||||||||||||||||||||||||||||
Adjustment of Common Stock Shares | -100,000 | |||||||||||||||||||||||||||||||||||
Issuance of Common Stock in connection with acquisition | 805 | 32,888 | 71 | 635 | 170 | 32,817 | ||||||||||||||||||||||||||||||
Issuance of Common Stock in connection with acquisition, shares | 7,072,748 | 195,421 | ||||||||||||||||||||||||||||||||||
Net loss attributable to common shareholders | -29,048 | -29,048 | ||||||||||||||||||||||||||||||||||
Net loss attributable to noncontrolling interests | -492 | -492 | ||||||||||||||||||||||||||||||||||
Other comprehensive loss | 6,449 | 6,449 | ||||||||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2012 | 178,894 | 3,056 | -7,457 | 565,201 | 7,356 | -388,770 | -492 | |||||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2012 | 305,560,763 | -2,293,056 | ||||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||||||||
Equity-based compensation expense | 10,983 | 10,983 | ||||||||||||||||||||||||||||||||||
Exercise of Common Stock options | 22,796 | 92 | 22,704 | |||||||||||||||||||||||||||||||||
Exercise of Common Stock options, shares | 9,244,971 | |||||||||||||||||||||||||||||||||||
Exercise of Common Stock warrants | 628 | 15 | 613 | |||||||||||||||||||||||||||||||||
Exercise of Common Stock warrants, shares | 1,487,774 | |||||||||||||||||||||||||||||||||||
Preferred Stock dividend | -3,015 | -3,015 | ||||||||||||||||||||||||||||||||||
Conversion of Preferred Stock | 24,386 | 113 | 24,273 | 20,839 | 24 | 20,815 | ||||||||||||||||||||||||||||||
Conversion of Preferred Stock, shares | 11,290,320 | 2,396,145 | ||||||||||||||||||||||||||||||||||
Issuance of Common Stock in connection with acquisition | 435 | 146,902 | 586,643 | 1 | 205 | 637 | 434 | 146,697 | 586,006 | |||||||||||||||||||||||||||
Issuance of Common Stock in connection with acquisition, shares | 64,684 | 20,517,030 | 63,670,805 | |||||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Deferred Payment | 4,435 | 5 | 4,430 | |||||||||||||||||||||||||||||||||
Stock Issued During Period, Share, Contingent Consideration | 28,993 | |||||||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Contingent Consideration | 337 | 95 | 242 | |||||||||||||||||||||||||||||||||
Stock Issued During Period, Share, Deferred Payment, shares | 585,703 | |||||||||||||||||||||||||||||||||||
Net loss attributable to common shareholders | -114,407 | -114,407 | ||||||||||||||||||||||||||||||||||
Net loss attributable to noncontrolling interests | -2,939 | -2,939 | ||||||||||||||||||||||||||||||||||
Other comprehensive loss | -3,938 | -3,938 | ||||||||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2013 | 872,979 | [1] | 4,148 | -7,362 | 1,379,383 | 3,418 | -503,177 | -3,431 | ||||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2013 | 414,818,195 | -2,264,063 | ||||||||||||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||||||||||
Equity-based compensation expense | 14,737 | 14,737 | ||||||||||||||||||||||||||||||||||
Exercise of Common Stock options | 5,915 | 23 | 5,892 | |||||||||||||||||||||||||||||||||
Exercise of Common Stock options, shares | 2,723,666 | 2,328,947 | ||||||||||||||||||||||||||||||||||
Exercise of Common Stock warrants | 7,013 | 31 | 6,982 | |||||||||||||||||||||||||||||||||
Exercise of Common Stock warrants, shares | 3,063,894 | |||||||||||||||||||||||||||||||||||
Issuance of Common Stock in connection with acquisition | 95,665 | 159 | 8,566 | 110 | 22 | 61 | 3,250 | 95,555 | 98 | 5,316 | ||||||||||||||||||||||||||
Issuance of Common Stock in connection with acquisition, shares | 10,974,431 | 2,236,210 | 19,140 | 999,556 | ||||||||||||||||||||||||||||||||
Stock Issued During Period, Value, Contingent Consideration | 21,155 | 21,133 | ||||||||||||||||||||||||||||||||||
Net loss attributable to common shareholders | -171,666 | -171,666 | ||||||||||||||||||||||||||||||||||
Net loss attributable to noncontrolling interests | -2,972 | -2,972 | ||||||||||||||||||||||||||||||||||
Other comprehensive loss | -15,810 | -15,810 | ||||||||||||||||||||||||||||||||||
Ending balance at Dec. 31, 2014 | $835,741 | [1] | $4,334 | ($4,051) | $1,529,096 | ($12,392) | ($674,843) | ($6,403) | ||||||||||||||||||||||||||||
Ending balance, shares at Dec. 31, 2014 | 433,421,677 | -1,245,367 | ||||||||||||||||||||||||||||||||||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statement of Shareholders' Equity (Unaudited) (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
Common Stock, par value (in dollars per share) | $0.01 | |
OPKO Health Europe | ||
Common Stock, par value (in dollars per share) | $7.52 | |
Stock price | $11.60 | $4.12 |
OPKO Brazil | ||
Stock price | $6.73 | |
OPKO Renal | ||
Stock price | $7.16 | |
OPKO Biologics | ||
Stock price | $8.49 | |
OPKO Lab | ||
Stock price | $4.65 |
Business_and_Organization
Business and Organization | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business and Organization | Business and Organization |
We are a multi-national biopharmaceutical and diagnostics company that seeks to establish industry-leading positions in large and rapidly growing medical markets by leveraging our discovery, development and commercialization expertise and our novel and proprietary technologies. We are developing a range of solutions to diagnose, treat and prevent various conditions, including point-of-care tests, molecular diagnostics tests, laboratory developed tests, and proprietary pharmaceuticals and vaccines. We plan to commercialize these solutions on a global basis in large and high growth markets, including emerging markets. | |
We own established pharmaceutical platforms in Chile, Spain, Mexico, and Uruguay, which are generating revenue and which we expect to facilitate future market entry for our products currently in development. In addition, we have established a global supply chain operation and holding company in Ireland and pharmaceutical operations in Brazil. We own a specialty active pharmaceutical ingredients (“APIs”) manufacturer in Israel, which we expect will facilitate the development of our pipeline of molecules and compounds for our proprietary molecular diagnostic and therapeutic products. In the U.S., we own a laboratory certified under the Clinical Laboratory Improvement Amendments of 1988, as amended (“CLIA”), with a urologic focus that generates revenue and serves as the commercial platform for the U.S. launch of our next generation prostate cancer test to improve cancer risk stratification of patient candidates prior to prostate biopsy. | |
We are incorporated in Delaware and our principal executive offices are located in leased offices in Miami, Florida. We lease office and lab space in Jupiter and Miramar, Florida, and Nes Ziona, Israel, which is where our molecular diagnostics research and development, oligonucleotide research and development and CTP research and development operations are based, respectively. We lease office, manufacturing and warehouse space in Woburn, Massachusetts for our point-of-care diagnostics business, and in Nesher, Israel for our API business. We lease laboratory and office space in Nashville, Tennessee, Burlingame, California, and Miramar, Florida for our CLIA-certified laboratory business, and we lease office space in Bannockburn, Illinois, and Markham, Ontario for our pharmaceutical business directed to chronic kidney disease (“CKD”). Our Chilean and Uruguayan operations are located in leased offices and warehouse facilities in Santiago and Montevideo, respectively. Our Mexican operations are based in owned offices, an owned manufacturing facility and a leased warehouse facility in Guadalajara and in leased offices in Mexico City. Our Spanish operations are based in owned offices in Barcelona, in an owned manufacturing facility in Banyoles and a leased warehouse facility in Palol de Revardit. Our Brazilian operations are located in leased offices in Sao Paulo. Our Irish operations are located in leased offices in Dublin. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies |
Basis of presentation. The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the U.S. and with the instructions to Form 10-K and of Regulation S-X. | |
Reclassifications and correction of immaterial errors. During 2013 and the first quarter of 2014, we reported payments for contingent consideration and some deferred payments as cash outflows from operating activities. Amounts paid pertaining to the initial purchase accounting contingent liabilities should have been classified as cash outflows from financing activities. Amounts paid in excess of the initial purchase accounting contingent liabilities have been classified as cash outflows from operating activities. We have corrected the amounts previously reported in our Form 10-K for the year ended December 31, 2013 in conjunction with the filing of this Form 10-K and the year ended December 31, 2014 by reducing cash outflows from operating activities and increasing cash outflows from financing activities by $2.5 million and $6.4 million for 2013 and 2014, respectively. | |
During the year ended December 31, 2013, we reported an $8.7 million loss on early conversion of our 2033 Senior Notes (defined in Note 6) in Other income (expense), net and expense of $43.1 million for the change in the fair value of the 2033 Senior Notes’ embedded derivative in Fair value changes of derivative instruments, net in our Consolidated Statement of Operations. The loss on early conversion was overstated by $9.7 million while the change in the fair value of the embedded derivative was understated by the same amount. We have corrected the amounts previously reported in our Consolidated Statement of Operations in our Form 10-K for the year ended December 31, 2013 in conjunction with the filing of this Form 10-K by increasing the expense related to the embedded derivative in the 2033 Senior Notes in Fair value changes of derivative instruments, net and reducing the early conversion of the 2033 Senior Notes in Other income (expense), net by $9.7 million. This adjustment also increased Change in fair value of derivative instruments and reduced Gain on conversion of 3.00% convertible senior notes by $9.7 million in our Consolidated Statement of Cash Flows. The adjustment only affects the components of Other income and expense in our Consolidated Statement of Operations and the components of Cash flows from operating activities in our Consolidated Statement of Cash Flows and does not affect Net loss, Net loss per share, net cash flows or income taxes for the period. See further discussion of the 2033 Senior Notes in Note 6. | |
Certain insignificant reclassifications have been made to the prior periods’ Consolidated Statements of Operations and Consolidated Statements of Cash Flows to conform to the current period’s presentation. | |
Principles of consolidation. The accompanying Consolidated Financial Statements include the accounts of OPKO Health, Inc. and of our wholly-owned subsidiaries and variable interest entities in which we are deemed to be the primary beneficiary. All intercompany accounts and transactions are eliminated in consolidation. | |
Use of estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and cash equivalents. Cash and cash equivalents include short-term, interest-bearing instruments with original maturities of 90 days or less at the date of purchase. We also consider all highly liquid investments with original maturities at the date of purchase of 90 days or less as cash equivalents. These investments include money markets, bank deposits, certificates of deposit and U.S. treasury securities. | |
Inventories. Inventories are valued at the lower of cost or market (net realizable value). Cost is determined by the first-in, first-out method. We consider such factors as the amount of inventory on hand, estimated time required to sell such inventories, remaining shelf-life, and current market conditions to determine whether inventories are stated at the lower of cost or market. | |
Pre-launch inventories. We may accumulate commercial quantities of certain product candidates prior to the date we anticipate that such products will receive final FDA approval. The accumulation of such pre-launch inventories involves the risk that such products may not be approved for marketing by the FDA on a timely basis, or ever. This risk notwithstanding, we may accumulate pre-launch inventories of certain products when such action is appropriate in relation to the commercial value of the product launch opportunity. In accordance with our policy, this pre-launch inventory is expensed. At December 31, 2014 and 2013, there were no pre-launch inventories recognized. | |
Goodwill and intangible assets. Goodwill represents the difference between the purchase price and the estimated fair value of the net assets acquired when accounted for by the purchase method of accounting and arose from our acquisitions of Pharma Genexx, S.A. (“OPKO Chile”), Pharmacos Exakta S.A. de C.V. (“OPKO Mexico”), CURNA, Inc. (“CURNA”), Claros Diagnostics, Inc. (“OPKO Diagnostics”), FineTech Pharmaceuticals, Ltd. (“FineTech”), ALS Distribuidora Limitada (“ALS”), Farmadiet Group Holding, S.L. (“OPKO Health Europe”), previously known as OPKO Spain, Prost-Data, Inc. (“OPKO Lab”), Cytochroma Inc. (“OPKO Renal”), Silcon Comércio, Importacao E Exportacao de Produtos Farmaceuticos e Cosmeticos Ltda. (“OPKO Brazil”) and PROLOR Biotech, Inc. (“OPKO Biologics”). Goodwill, in-process research and development (“IPR&D”) and other intangible assets acquired in business combinations, licensing and other transactions at December 31, 2014 and 2013, were $1.1 billion and $1.1 billion, respectively. | |
Assets acquired and liabilities assumed in business combinations, licensing and other transactions are recognized at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill. We determined the fair value of intangible assets, including IPR&D, using the “income method.” | |
Goodwill is tested at least annually for impairment, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, by assessing qualitative factors or performing a quantitative analysis in determining whether it is more likely than not that its fair value exceeds the carrying value. | |
Intangible assets are tested for impairment whenever events or changes in circumstances warrant a review, although IPR&D is required to be tested at least annually until the project is completed or abandoned. Upon obtaining regulatory approval, the IPR&D asset is then accounted for as a finite-lived intangible asset and amortized on a straight-line basis over its estimated useful life. If the project is abandoned, the IPR&D asset is charged to expense. | |
We amortize intangible assets with definite lives on a straight-line basis over their estimated useful lives, currently ranging from 3 to 10 years, and review for impairment at least annually, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. We use the straight-line method of amortization as there is no reliably determinable pattern in which the economic benefits of our intangible assets are consumed or otherwise used up. Amortization expense was $10.9 million, $11.1 million and $8.3 million for the years ended December 31, 2014, 2013 and 2012, respectively. Amortization expense from operations for our intangible assets is expected to be $10.9 million, $9.7 million, $9.0 million, $6.9 million and $6.3 million for the years ended December 2015, 2016, 2017, 2018 and 2019, respectively. | |
Fair value measurements. The carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to the short-term maturities of these instruments. Investments that are considered available for sale as of December 31, 2014 are carried at fair value. | |
Short-term investments, which we invest in from time to time, include bank deposits, corporate notes, U.S. treasury securities and U.S. government agency securities with original maturities of greater than 90 days and remaining maturities of less than one year. Long-term investments include corporate notes, U.S. treasury securities and U.S. government agency securities with maturities greater than one year. | |
In evaluating the fair value information, considerable judgment is required to interpret the market data used to develop the estimates. The use of different market assumptions and/or different valuation techniques may have a material effect on the estimated fair value amounts. Accordingly, the estimates of fair value presented herein may not be indicative of the amounts that could be realized in a current market exchange. Refer to Note 17. | |
Contingent consideration. Each period we revalue the contingent consideration obligations associated with certain acquisitions to their fair value and record increases in the fair value as contingent consideration expense and decreases in the fair value as contingent consideration income. Changes in contingent consideration result from changes in the assumptions regarding probabilities of successful achievement of related milestones, the estimated timing in which the milestones are achieved and the discount rate used to estimate the fair value of the liability. Contingent consideration may change significantly as our development programs progress, revenue estimates evolve and additional data is obtained, impacting our assumptions. The assumptions used in estimating fair value require significant judgment. The use of different assumptions and judgments could result in a materially different estimate of fair value which may have a material impact on our results from operations and financial position. | |
Derivative financial instruments. We record derivative financial instruments on our Consolidated Balance Sheet at their fair value and recognize the changes in the fair value in our Consolidated Statement of Operations when they occur, the only exception being derivatives that qualify as hedges. For the derivative instrument to qualify as a hedge, we are required to meet strict hedge effectiveness and contemporaneous documentation requirements at the initiation of the hedge and assess the hedge effectiveness on an ongoing basis over the life of the hedge. At December 31, 2014 and 2013, our forward contracts for inventory purchases did not meet the documentation requirements to be designated as hedges. Accordingly, we recognize all changes in the fair values of our derivatives instruments, net, in our Consolidated Statement of Operations. Refer to Note 18. | |
Property, Plant, Equipment and Investment Properties. Property, plant, equipment and investment properties are recorded at cost. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, generally five to ten years and includes amortization expense for assets capitalized under capital leases. The estimated useful lives by asset class are as follows: software - 3 years, machinery and equipment - 5-8 years, furniture and fixtures - 5-10 years, leasehold improvements - the lesser of their useful life or the lease term, buildings and improvements - 10-40 years. Expenditures for repairs and maintenance are charged to expense as incurred. Depreciation expense was $4.0 million, $4.1 million and $1.8 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |
Impairment of Long-Lived Assets. Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, then an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value, or carrying amount for cost basis assets, of the asset. | |
Income Taxes. Income taxes are accounted for under the asset-and-liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and the respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. We periodically evaluate the realizability of our net deferred tax assets. Our tax accruals are analyzed periodically and adjustments are made as events occur to warrant such adjustment. | |
Revenue recognition. Generally, we recognize revenue from product sales when goods are shipped and title and risk of loss transfer to our customers. Our estimates for sales returns and allowances are based upon the historical patterns of product returns and allowances taken, matched against the sales from which they originated, and management’s evaluation of specific factors that may increase or decrease the risk of product returns. | |
Revenue for laboratory services is recognized on the accrual basis at the time test results are reported, which approximates when services are provided. Services are provided to certain patients covered by various third-party payer programs including various managed care organizations, as well as the Medicare and Medicaid programs. Billings for services under third-party payer programs are included in sales net of allowances for contractual discounts and allowances for differences between the amounts billed and estimated program payment amounts. Adjustments to the estimated payment amounts based on final settlement with the programs are recorded upon settlement as an adjustment to revenue. | |
For the years ended December 31, 2014, 2013 and 2012, revenue from services also includes $0.8 million, $0.8 million and $1.4 million, respectively, of revenue related to our consulting agreement with Neovasc and to revenue related to molecular diagnostics collaboration agreements. We recognize this revenue on a straight-line basis over the contractual term of the agreements. | |
Revenue from transfer of intellectual property includes revenue related to the sale, license or transfer of intellectual property such as upfront license payments, license fees and milestone payments received through our license, collaboration and commercialization agreements. We analyze our multiple-element arrangements to determine whether the elements can be separated and accounted for individually as separate units of accounting. | |
Non-refundable license fees for the out-license of our technology are recognized depending on the provisions of each agreement. We recognize non-refundable upfront license payments as revenue upon receipt if the license has standalone value and qualifies for treatment as a separate unit of accounting under Accounting Standards Codification, or ASC, 605-25, Multiple-Element Arrangements. License fees with ongoing involvement or performance obligations that do not have standalone value are recorded as deferred revenue, included in Accrued expenses or Other long-term liabilities, when received and generally are recognized ratably over the period of such performance obligation only after both the license period has commenced and we have delivered the technology. | |
The assessment of our obligations and related performance periods requires significant management judgment. If an agreement contains research and development obligations, the relevant time period for the research and development phase is based on management estimates and could vary depending on the outcome of clinical trials and the regulatory approval process. Such changes could materially impact the revenue recognized, and as a result, management reviews the estimates related to the relevant time period of research and development on a quarterly basis. For the year ended December 31, 2014, 2013 and 2012 we recorded $5.5 million, $16.7 million and $0 of revenue from the transfer of intellectual property, respectively. For the year ended December 31, 2014, $5.0 million related to a milestone payment that TESARO, Inc. (“TESARO”) paid us under our license agreement with TESARO. For the year ended December 31, 2013, $12.5 million related to the sale of substantially all of our assets in the field of RNA interference to RXi Pharmaceuticals Corporation (“RXi”) and $3.8 million related to the rights granted to OAO Pharmsynthez (“Pharmsynthez”) for certain technologies. Refer to Note 4. | |
Revenue from milestone payments related to arrangements under which we have continuing performance obligations are recognized as Revenue from transfer of intellectual property upon achievement of the milestone only if all of the following conditions are met: the milestone payments are non-refundable; there was substantive uncertainty at the date of entering into the arrangement that the milestone would be achieved; the milestone is commensurate with either the vendor’s performance to achieve the milestone or the enhancement of the value of the delivered item by the vendor; the milestone relates solely to past performance; and the amount of the milestone is reasonable in relation to the effort expended or the risk associated with the achievement of the milestone. If any of these conditions are not met, the milestone payments are not considered to be substantive and are, therefore, deferred and recognized as Revenue from transfer of intellectual property over the term of the arrangement as we complete our performance obligations. | |
Total deferred revenue included in Accrued expenses and Other long-term liabilities was $6.7 million and $8.3 million at December 31, 2014 and 2013, respectively. | |
Allowance for doubtful accounts. We analyze accounts receivable balances by considering factors such as historical experience, customer credit worthiness, the age of the accounts receivable balances and current economic conditions and trends that may affect a customer’s ability to pay. The allowance for doubtful accounts is based on our assessment of the collectability of customer accounts. Our reported net loss is directly affected by our estimate of the collectability of accounts receivable. The amount of the allowance for doubtful accounts was $1.9 million and $1.9 million at December 31, 2014 and 2013, respectively. | |
Equity-based compensation. We measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost is recognized in the Consolidated Statement of Operations over the period during which an employee is required to provide service in exchange for the award. We record excess tax benefits, realized from the exercise of stock options as a financing cash inflow rather than as a reduction of taxes paid in cash flow from operations. Equity-based compensation arrangements to non-employees are recorded at their fair value on the measurement date. The measurement of equity-based compensation to non-employees is subject to periodic adjustment as the underlying equity instruments vest. During the years ended December 31, 2014, 2013 and 2012, we recorded $14.8 million, $11.0 million and $5.1 million, respectively, of equity-based compensation expense. | |
Research and development expenses. Research and development expenses include external and internal expenses, partially offset by third-party grants and fundings arising from collaboration agreements. External expenses include clinical and non-clinical activities performed by contract research organizations, lab services, purchases of drug and diagnostic product materials and manufacturing development costs. Research and development employee-related expenses include salaries, benefits and stock-based compensation expense. Other unallocated internal research and development expenses are incurred to support overall research and development activities and include expenses related to general overhead and facilities. We expense these costs in the period in which they are incurred. We estimate our liabilities for research and development expenses in order to match the recognition of expenses to the period in which the actual services are received. As such, accrued liabilities related to third party research and development activities are recognized based upon our estimate of services received and degree of completion of the services in accordance with the specific third party contract. | |
We record expense for in-process research and development projects acquired as asset acquisitions which have not reached technological feasibility and which have no alternative future use. For in-process research and development projects acquired in business combinations, the in-process research and development project is capitalized and evaluated for impairment until the development process has been completed. Once the development process has been completed the asset will be amortized over its remaining useful life. | |
Segment reporting. Our chief operating decision-maker (“CODM”) is Phillip Frost, M.D., our Chairman and Chief Executive Officer. Our CODM reviews our operating results and operating plans and makes resource allocation decisions on a Company-wide or aggregate basis. We currently manage our operations in two reportable segments, pharmaceuticals and diagnostics. The pharmaceutical segment consists of two operating segments, our (i) pharmaceutical research and development segment which is focused on the research and development of pharmaceutical products, and vaccines, and (ii) the pharmaceutical operations we acquired in Chile, Mexico, Israel, Spain, Uruguay and Brazil. The diagnostics segment consists of two operating segments, our (i) pathology operations we acquired through the acquisition of OPKO Lab and (ii) point-of-care and molecular diagnostics operations. There are no significant inter-segment sales. We evaluate the performance of each segment based on operating profit or loss. There is no inter-segment allocation of interest expense and income taxes. | |
Shipping and Handling Costs. We do not charge customers for shipping and handling costs. Shipping and handling costs are classified as Cost of revenues in the Consolidated Statements of Operations. | |
Variable interest entities. The consolidation of variable interest entities (“VIE”) is required when an enterprise has a controlling financial interest. A controlling financial interest in a VIE will have both of the following characteristics: (a) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE. Refer to Note 4. | |
Investments. We have made strategic investments in development stage and emerging companies. We record these investments as equity method investments or investments available for sale based on our percentage of ownership and whether we have significant influence over the operations of the investees. For investments classified under the equity method of accounting, we record our proportionate share of their losses in Losses from investments in investees in our Consolidated Statement of Operations. Refer to Note 4. For investments classified as available for sale, we record changes in their fair value as unrealized gain or loss in Other comprehensive income (loss) based on their closing price per share at the end of each reporting period. Refer to Note 4. | |
Recent accounting pronouncements. In July 2013, the FASB issued an Accounting Standards Update (“ASU”), ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 is intended to eliminate inconsistent practices regarding the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to reduce the taxable income or tax payable that would result from the disallowance of a tax position. ASU 2013-11 is effective for our fiscal year beginning January 1, 2014 and subsequent interim periods. The adoption of ASU 2013-11 does not have a material effect on our Consolidated Financial Statements. | |
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” ASU No. 2014-09 clarifies the principles for recognizing revenue and develops a common revenue standard for GAAP and International Financial Reporting Standards that removes inconsistencies and weaknesses in revenue requirements, provides a more robust framework for addressing revenue issues, improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets, provides more useful information to users of financial statements through improved disclosure requirements and simplifies the preparation of financial statements by reducing the number of requirements to which an entity must refer. ASU No. 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Companies can choose to apply the ASU using either the full retrospective approach or a modified retrospective approach. We are currently evaluating both methods of adoption and the impact that the adoption of this ASU will have on our Consolidated Financial Statements. | |
In June 2014, the FASB issued ASU No. 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (a consensus of the FASB Emerging Issues Task Force).” ASU No. 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU No. 2014-12 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. Earlier adoption is permitted. The amendments can be applied either prospectively to all awards granted or modified after the effective date or retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards. We expect to apply the ASU prospectively and do not expect the adoption to have an impact on our Consolidated Financial Statements as our existing share-based payment awards do not fall within the scope of this ASU. | |
In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 with early adoption permitted. We do not believe the impact of our pending adoption of ASU 2014-15 on our Consolidated Financial Statements will be material. |
Loss_Per_Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |
LOSS PER SHARE | LOSS PER SHARE |
Basic loss per share is computed by dividing our net loss by the weighted average number of shares outstanding during the period. Diluted loss per share is computed by dividing our net loss increased by dividends on preferred stock by the weighted average number of shares outstanding and the impact of all dilutive potential common shares, primarily stock options. The dilutive impact of stock options and warrants is determined by applying the “treasury stock” method. In the periods in which their effect would be antidilutive, no effect has been given to outstanding options, warrants or convertible Preferred Stock in the diluted computation. Potentially dilutive shares issuable pursuant to the 2033 Senior Notes (defined in Note 6) were not included in the computation of net loss per share for the year ended December 31, 2014, because their inclusion would be antidilutive. | |
A total of 28,456,149, 32,105,859 and 26,695,436 potential shares of Common Stock have been excluded from the calculation of diluted net loss per share for the years ended December 31, 2014, 2013 and 2012, respectively, because their inclusion would be antidilutive. | |
During the year ended December 31, 2014, 5,787,983 Common Stock options and Common Stock warrants to purchase shares of our Common Stock were exercised, resulting in the issuance of 5,392,741 shares of Common Stock. Of the 5,787,983 Common Stock options and Common Stock warrants exercised, 426 shares of Common Stock were surrendered in lieu of a cash payment via the net exercise feature of the agreements. | |
During the year ended December 31, 2013, 10,881,570 Common Stock options and Common Stock warrants to purchase shares of our Common Stock were exercised, resulting in the issuance of 10,732,745 shares of Common Stock. Of the 10,881,570 Common Stock options and Common Stock warrants exercised, 148,825 shares of Common Stock were surrendered in lieu of a cash payment via the net exercise feature of the agreements. | |
During the year ended December 31, 2012, 1,086,361 Common Stock options and Common Stock warrants to purchase shares of our Common Stock were exercised, resulting in the issuance of 1,084,982 shares of Common Stock. Of the 1,086,361 Common Stock options and Common Stock warrants exercised, 1,379 shares of Common Stock were surrendered in lieu of a cash payment via the net exercise feature of the agreements. |
Acquisitions_Investments_and_L
Acquisitions, Investments, and Licenses | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Business Combinations [Abstract] | |||||||||
Acquisitions, Investments, and Licenses | Acquisitions, Investments and Licenses | ||||||||
Inspiro Medical Ltd. acquisition | |||||||||
On April 17, 2014, we entered into a stock purchase agreement to acquire 100% of the issued and outstanding share capital of Inspiro Medical Ltd. (“Inspiro”), an Israeli medical device company developing a new platform to deliver small molecule drugs such as corticosteroids and beta agonists and larger molecules to treat respiratory diseases. | |||||||||
In connection with the transaction, we paid $1.5 million in cash and delivered 999,556 shares of our Common Stock valued at $8.6 million based on the closing price per share of our Common Stock as reported by the NYSE on the actual closing date of the acquisition, or $8.57 per share. The transaction closed on May 22, 2014. The number of shares issued was based upon our trading price as reported by the NYSE for the ten trading days immediately preceding the execution date of the purchase agreement, or $9.00 per share. | |||||||||
Inspiro’s Inspiromatic is a “smart” easy-to-use dry powder inhaler with several advantages over existing devices. We anticipate that this innovative device will play a valuable role in the improvement of therapy for asthma, chronic obstructive pulmonary disease, cystic fibrosis and other respiratory diseases. We recorded the transaction as an asset acquisition and recorded the assets and liabilities at fair value. As the asset had no alternative future use, we recorded $10.1 million of acquired in-process research and development expenses. | |||||||||
We record expense for in-process research and development projects accounted for as asset acquisitions which have not reached technological feasibility and which have no alternative future use. | |||||||||
OPKO Biologics acquisition | |||||||||
In August 2013, we acquired OPKO Biologics (formerly PROLOR) pursuant to an agreement and plan of merger dated April 23, 2013 (the “Merger Agreement”) in an all-stock transaction. OPKO Biologics is an Israeli-based biopharmaceutical company focused on developing and commercializing longer-acting proprietary versions of already approved therapeutic proteins. | |||||||||
Under the terms of the Merger Agreement, holders of PROLOR common stock received 0.9951 shares of our Common Stock for each share of PROLOR common stock. At closing, we delivered 63,670,805 shares of our Common Stock valued at $540.6 million based on the closing price per share of our Common Stock as reported by the NYSE on the closing date of the acquisition, or $8.49 per share. In addition, each outstanding option and warrant to purchase shares of PROLOR common stock that was outstanding and unexercised immediately prior to the closing date, whether vested or not vested, was converted into 7,889,265 options and warrants to purchase OPKO Common Stock at a fair value of $46.1 million. | |||||||||
Until completion of the acquisition, Dr. Phillip Frost, our Chairman and Chief Executive Officer, was PROLOR’s Chairman of the Board and owned greater than 5% of its stock. Dr. Jane H. Hsiao, our Vice Chairman and Chief Technology Officer, and Mr. Steven Rubin, our Executive Vice President, Administration, were both directors of PROLOR and owned less than 5% of its stock. | |||||||||
OPKO Renal acquisition | |||||||||
In March 2013, we acquired OPKO Renal, formerly Cytochroma, Inc., whose lead products, both in Phase 3 development, are Rayaldee (CTAP101), a vitamin D prohormone to treat secondary hyperparathyroidism in patients with stage 3 or 4 CKD and vitamin D insufficiency, and Alpharen (Fermagate Tablets), a non-absorbed phosphate binder to treat hyperphosphatemia in dialysis patients (the “OPKO Renal Acquisition”). | |||||||||
In connection with the OPKO Renal Acquisition, we delivered 20,517,030 shares of our Common Stock valued at $146.9 million based on the closing price per share of our Common Stock as reported by the NYSE on the actual closing date of the acquisition, or $7.16 per share. The number of shares issued was based on the volume-weighted average price per share of our Common Stock as reported on the NYSE for the 10 trading days immediately preceding the date of the purchase agreement for the OPKO Renal Acquisition, or $4.87 per share. | |||||||||
In addition, the OPKO Renal Acquisition requires payments of up to an additional $190.0 million in cash or additional shares of our Common Stock, at our election, upon the achievement of certain milestones relating to development and annual revenue. As a result, we recorded $47.7 million as contingent consideration at acquisition. We evaluate the contingent consideration on an ongoing basis and the changes in the fair value are recognized in earnings until the milestones are achieved. Refer to Note 17. | |||||||||
Upon the achievement of a development milestone in September 2014, we delivered 2,236,210 shares of our Common Stock valued at $21.2 million based on the $9.46 closing price per share of our Common Stock on August 8, 2014, the date the milestone was achieved. | |||||||||
The following table summarizes the purchase price allocation and the fair value of the net assets acquired and liabilities assumed in the acquisitions of OPKO Renal and OPKO Biologics: | |||||||||
(In thousands) | OPKO Renal | OPKO Biologics | |||||||
Current assets (1) | $ | 1,224 | $ | 21,500 | |||||
Intangible assets: | |||||||||
In-process research and development | 191,530 | 590,200 | |||||||
Patents | 210 | — | |||||||
Total intangible assets | 191,740 | 590,200 | |||||||
Goodwill | 2,411 | 139,784 | |||||||
Property, plant and equipment | 306 | 1,057 | |||||||
Other assets | — | 371 | |||||||
Accounts payable and accrued expenses | (1,069 | ) | (9,866 | ) | |||||
Deferred tax liability | — | (156,403 | ) | ||||||
Total purchase price | $ | 194,612 | $ | 586,643 | |||||
(1) | Current assets include cash of $0.4 million and $20.5 million related to the OPKO Renal and OPKO Biologics acquisitions, respectively. | ||||||||
Goodwill from the acquisition of OPKO Biologics principally relates to the deferred tax liability generated as a result of this being a stock transaction and the assembled workforce. Goodwill from the acquisition of OPKO Renal principally relates to the assembled workforce. Goodwill is not tax deductible for income tax purposes. | |||||||||
Pro forma disclosure for acquisitions | |||||||||
The following table includes the pro forma results for the years ended December 31, 2013 and 2012 of the combined companies as though the acquisition of OPKO Biologics and OPKO Renal had been completed as of the beginning of the period presented. | |||||||||
For the years ended December 31, | |||||||||
(In thousands) | 2013 | 2012 | |||||||
Revenues | $ | 96,530 | $ | 53,595 | |||||
Loss from continuing operations | — | (63,479 | ) | ||||||
Net loss | (147,546 | ) | (55,663 | ) | |||||
Net loss attributable to common shareholders | (145,027 | ) | (57,411 | ) | |||||
Basic and diluted loss per share | $ | (0.37 | ) | $ | (0.15 | ) | |||
The unaudited pro forma financial information is presented for information purposes only. The unaudited pro forma financial information may not necessarily reflect our future results of operations or what the results of operations would have been had we owned and operated each company as of the beginning of the period presented. | |||||||||
OPKO Brazil asset acquisition | |||||||||
In February 2013, we acquired the assets of OPKO Brazil, a Brazilian pharmaceutical company, pursuant to a purchase agreement entered into in December 2012. Pursuant to the purchase agreement, we paid $0.3 million in cash and delivered 64,684 shares of our Common Stock at closing valued at $0.4 million based on the closing price per share of our Common Stock as reported by the NYSE on the actual closing date of the acquisition, or $6.73 per share. The number of shares issued was based on the average closing price per share of Common Stock as reported on the NYSE for the 10 trading days immediately preceding the execution of the purchase agreement, or $4.64 per share. | |||||||||
We accounted for this acquisition as an asset acquisition rather than a business combination. As a result, we recorded the assets at fair value, with most of the value being allocated to the most significant asset, its pharmaceutical business licenses. | |||||||||
Investments | |||||||||
The following table reflects the accounting method, carrying value and underlying equity in net assets of our unconsolidated investments as of December 31, 2014: | |||||||||
(in thousands) | |||||||||
Investment type | Investment Carrying Value | Underlying Equity in Net Assets | |||||||
Equity method investments | $ | 9,400 | $ | 30,787 | |||||
Variable interest entity, equity method | 981 | — | |||||||
Available for sale investments | 5,758 | ||||||||
Warrants and options | 6,314 | ||||||||
Total carrying value of investments | $ | 22,453 | |||||||
Equity Method Investments | |||||||||
Our equity method investments consist of investments in Pharmsynthez (ownership 17%), Cocrystal Pharma, Inc. (“CPI”) (8%), Sevion Therapeutics, Inc. (“Sevion”) (4%), Non-Invasive Monitoring Systems, Inc. (1%) and Neovasc Inc. (6%). The total assets, liabilities, and net losses of our equity method investees for the year ended December 31, 2014 were $466.7 million, $91.5 million, and $55.9 million, respectively. We have determined that we and/or our related parties can significantly influence the success of our equity method investments through our board representation and voting power. Accordingly, we account for our investment in these entities under the equity method. For investments classified under the equity method of accounting, we record our proportionate share of their losses in Loss from investments in investees in our Consolidated Statement of Operations. The aggregate value of our equity method investments based on the quoted market price of their common stock and the number of shares held by us as of December 31, 2014 is $49.2 million. See further discussion of our investment in Pharmsynthez below. | |||||||||
Available for Sale Investments | |||||||||
Our available for sale investments consist of investments in RXi Pharmaceuticals Corporation (“RXi”) (ownership 11%), ChromaDex Corporation (2%) and ARNO Therapeutics, Inc. (“ARNO”) (4%). We have determined that our ownership, along with that of our related parties, does not provide us with significant influence over the operations of our available for sale investments. Accordingly, we account for our investment in these entities as available for sale, and we record changes in these investments as an unrealized gain or loss in Other comprehensive income (loss) each reporting period. | |||||||||
Based on our evaluation of the value of our investment in ARNO, including ARNO’s decreasing stock price during the year ended December 31, 2014, we determined that the decline in fair value of our ARNO common shares was other-than-temporary and recorded an impairment charge of $1.4 million in Other income (expense), net in our Consolidated Statement of Operations for the year ended December 31, 2014 to write our investment in ARNO common shares down to its fair value of $0.6 million as of December 31, 2014. See further discussion of the Company’s available for sale investments in Note 17. | |||||||||
Sales of Investments | |||||||||
Gains (losses) included in earnings from sales of our investments for the years ended December 31, 2014, 2013 and 2012 were $1.3 million, $29.9 million and $0.0 million, respectively, and were recorded in Other income (expense), net in our Consolidated Statement of Operations. The cost of securities sold is based on the specific identification method. | |||||||||
Warrants and Options | |||||||||
In addition to our equity method investments and available for sale investments, we hold options to purchase 1.0 million additional shares of Neovasc, which are fully vested as of December 31, 2014, and 1.0 million, 1.7 million and 0.1 million warrants to purchase additional shares of CPI, ARNO and Sevion, respectively. We recorded the changes in the fair value of the options and warrants in Fair value changes of derivative instruments, net in our Consolidated Statements of Operations. We record the fair value of the options and warrants in Investments, net in our Consolidated Balance Sheets. See further discussion of the Company’s options and warrants in Note 17 and Note 18. | |||||||||
Pharmsynthez | |||||||||
In April 2013, we entered into a series of concurrent transactions with Pharmsynthez, a Russian pharmaceutical company traded on the Moscow Stock Exchange. The transactions consisted of: | |||||||||
• | We delivered approximately $9.6 million to Pharmsynthez. | ||||||||
• | Pharmsynthez issued to us approximately 13.6 million of its common shares. | ||||||||
• | Pharmsynthez agreed, at its option, to issue approximately 12.0 million common shares to us or to pay us cash in Russian Rubles (“RUR”) 265.0 million (approximately $8.1 million as of December 31, 2013) on or before December 31, 2013 (the “Pharmsynthez Note Receivable”). In January 2014, Pharmsynthez delivered to us approximately 12.0 million shares of its common stock in satisfaction of the Pharmsynthez Notes Receivable. | ||||||||
• | We had a right to purchase additional shares in Pharmsynthez at a fixed price if Pharmsynthez pays us in cash rather than delivering to us the 12.0 million Pharmsynthez common shares (the “Purchase Option”), however in connection with the settlement of the Pharmsynthez Note Receivable in January 2014, this right terminated. | ||||||||
• | We granted rights to certain technologies in the Russian Federation, Ukraine, Belarus, Azerbaijan and Kazakhstan (the “Territories”) to Pharmsynthez. | ||||||||
• | We will receive from Pharmsynthez royalties on net sales of products incorporating the technologies in the Territories, as well as a percentage of any sublicense income from third parties for the technologies in the Territories. | ||||||||
• | Pharmsynthez paid us $9.5 million under the various collaboration and funding agreements for the grant of rights and development of the technologies (the “Collaboration Payments”). | ||||||||
We recorded the shares received in Pharmsynthez as an equity method investment. We initially recorded the Pharmsynthez Note Receivable, and the Purchase Option, as financial instruments and elected the fair value option for subsequent measurement. Changes in the fair value of the Pharmsynthez Note Receivable and the Purchase Option were recorded in Fair value changes of derivative instruments, net in our Consolidated Statements of Operations. Upon settlement in January 2014, we recorded the additional shares at fair value as an equity method investment. | |||||||||
We have accounted for the license and development activities as a multi-element arrangement, and allocated the total arrangement consideration based on the relative selling prices of the elements. We record the allocated consideration for development activities as an offset to Research and development expenses over the three-year term of the Collaboration Payments. We recorded revenue in connection with the grant of rights to the technologies proportionately as the payments were received. | |||||||||
During the years ended December 31, 2014 and 2013, we received $1.4 million and $8.2 million, respectively, related to the Collaboration Payments of which we recorded $0.5 million and $3.8 million in Revenue from transfer of intellectual property and $1.6 million and $1.1 million as an offset to Research and development expenses in 2014 and 2013, respectively. | |||||||||
Investments in variable interest entities | |||||||||
We have determined that we hold variable interests in SciVac Ltd (“SciVac”) and Zebra Biologics, Inc. (“Zebra”). We made this determination as a result of our assessment that they do not have sufficient resources to carry out their principal activities without additional financial support. | |||||||||
We acquired 840,000 shares of Zebra Series A-2 Preferred Stock and 900,000 shares of Zebra restricted common stock (ownership 28% at December 31, 2014). Zebra is a privately held biotechnology company focused on the discovery and development of biosuperior antibody therapeutics and complex drugs. Dr. Richard Lerner, M.D., a member of our Board of Directors, is a founder of Zebra and, along with Dr. Frost, serves as a member of Zebra’s Board of Directors. | |||||||||
In order to determine the primary beneficiary of Zebra, we evaluated our investment and our related parties’ investment, as well as our investment combined with the related party group’s investment to identify if we had the power to direct the activities that most significantly impact the economic performance of Zebra. We determined that we do not have the power to direct the activities that most significantly impact Zebra’s economic performance. Based on the capital structure, governing documents and overall business operations of Zebra, we determined that, while a VIE, we do not have the power to direct the activities that most significantly impact Zebra’s economic performance. We did determine, however, that we can significantly influence the success of Zebra through our board representation and voting power. Accordingly, as we have the ability to exercise significant influence over Zebra’s operations, we account for our investment in Zebra under the equity method. | |||||||||
Consolidated variable interest entities | |||||||||
In June 2012, we acquired a 50% stock ownership in SciVac (45% as of December 31, 2014) from FDS Pharma LLP (“FDS”). SciVac is a privately-held Israeli company that produces a third-generation hepatitis B-vaccine. From November 2012 until December 31, 2014, we loaned to SciVac a combined $5.7 million for working capital purposes. We have determined that we hold variable interests in SciVac based on our assessment that SciVac does not have sufficient resources to carry out its principal activities without financial support. In order to determine the fair market value of our investment in SciVac, we have utilized a business enterprise valuation approach. | |||||||||
In order to determine the primary beneficiary of SciVac, we evaluated our investment to identify if we had the power to direct the activities that most significantly impact the economic performance of SciVac. We have determined that the power to direct the activities that most significantly impact the economic performance of SciVac is conveyed through SciVac’s board of directors. SciVac’s board of directors appoint and oversee SciVac’s management team who carry out the activities that most significantly impact the economic performance of SciVac. As part of the share and debt purchase agreement, SciVac’s board of directors is constituted by 5 members, of which 3 members will be appointed by us, representing 60% of SciVac’s board. Based on this analysis, we determined that we have the power to direct the activities of SciVac and as such we are the primary beneficiary. As a result of this conclusion, we have consolidated the results of operations and financial position of SciVac and recorded a reduction of equity for the portion of SciVac we do not own. | |||||||||
The following table represents the consolidated assets and non-recourse liabilities related to SciVac as of December 31, 2014 and December 31, 2013. These assets are owned by, and these liabilities are obligations of, SciVac, not us. | |||||||||
(In thousands) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Assets | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | $ | 393 | $ | 2 | |||||
Accounts receivable, net | 316 | 283 | |||||||
Inventories, net | 1,649 | 1,696 | |||||||
Prepaid expenses and other current assets | 718 | 218 | |||||||
Total current assets | 3,076 | 2,199 | |||||||
Property, plant and equipment, net | 1,725 | 1,374 | |||||||
Intangible assets, net | 875 | 1,111 | |||||||
Goodwill | 1,553 | 1,821 | |||||||
Other assets | 384 | 261 | |||||||
Total assets | $ | 7,613 | $ | 6,766 | |||||
Liabilities | |||||||||
Current liabilities: | |||||||||
Accounts payable | $ | 445 | $ | 1,136 | |||||
Accrued expenses | 4,446 | 6,498 | |||||||
Notes payable | 5,189 | 1,537 | |||||||
Total current liabilities | 10,080 | 9,171 | |||||||
Other long-term liabilities | 2,042 | 1,240 | |||||||
Total liabilities | $ | 12,122 | $ | 10,411 | |||||
Composition_of_Certain_Financi
Composition of Certain Financial Statement Captions | 12 Months Ended | |||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||||||
Compositions of Certain Financial Statement Captions [Abstract] | ||||||||||||||||||||||||||||||||||||
Composition of Certain Financial Statement Captions | Composition of Certain Financial Statement Captions | |||||||||||||||||||||||||||||||||||
For the years ended December 31, | ||||||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | ||||||||||||||||||||||||||||||||||
Accounts receivable, net | ||||||||||||||||||||||||||||||||||||
Accounts receivable | $ | 21,875 | $ | 21,651 | ||||||||||||||||||||||||||||||||
Less: allowance for doubtful accounts | (1,906 | ) | (1,884 | ) | ||||||||||||||||||||||||||||||||
$ | 19,969 | $ | 19,767 | |||||||||||||||||||||||||||||||||
Inventories, net | ||||||||||||||||||||||||||||||||||||
Finished products | $ | 12,116 | $ | 13,374 | ||||||||||||||||||||||||||||||||
Work in-process | 1,011 | 1,350 | ||||||||||||||||||||||||||||||||||
Raw materials | 4,116 | 4,132 | ||||||||||||||||||||||||||||||||||
Less: inventory reserve | (639 | ) | (777 | ) | ||||||||||||||||||||||||||||||||
$ | 16,604 | $ | 18,079 | |||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | ||||||||||||||||||||||||||||||||||||
Prepaid supplies | $ | 1,123 | $ | 945 | ||||||||||||||||||||||||||||||||
Prepaid insurance | 968 | 892 | ||||||||||||||||||||||||||||||||||
Pharmsynthez notes receivable | — | 6,151 | ||||||||||||||||||||||||||||||||||
Other receivables | 669 | 1,985 | ||||||||||||||||||||||||||||||||||
Taxes recoverable | 2,417 | 3,458 | ||||||||||||||||||||||||||||||||||
Other | 4,212 | 5,653 | ||||||||||||||||||||||||||||||||||
$ | 9,389 | $ | 19,084 | |||||||||||||||||||||||||||||||||
Property, plant, equipment and investment properties, net: | ||||||||||||||||||||||||||||||||||||
Machinery and equipment | $ | 13,710 | $ | 11,656 | ||||||||||||||||||||||||||||||||
Building | 3,171 | 3,615 | ||||||||||||||||||||||||||||||||||
Land | 2,391 | 2,666 | ||||||||||||||||||||||||||||||||||
Furniture and fixtures | 2,148 | 2,051 | ||||||||||||||||||||||||||||||||||
Software | 1,695 | 807 | ||||||||||||||||||||||||||||||||||
Leasehold improvements | 3,592 | 3,107 | ||||||||||||||||||||||||||||||||||
Construction in process | 225 | 489 | ||||||||||||||||||||||||||||||||||
Less: accumulated depreciation | (10,521 | ) | (7,364 | ) | ||||||||||||||||||||||||||||||||
$ | 16,411 | $ | 17,027 | |||||||||||||||||||||||||||||||||
Intangible assets, net: | ||||||||||||||||||||||||||||||||||||
Technologies | $ | 52,508 | $ | 51,660 | ||||||||||||||||||||||||||||||||
Customer relationships | 22,108 | 22,725 | ||||||||||||||||||||||||||||||||||
Product registrations | 8,763 | 9,692 | ||||||||||||||||||||||||||||||||||
Trade names | 3,483 | 3,669 | ||||||||||||||||||||||||||||||||||
Covenants not to compete | 8,639 | 8,671 | ||||||||||||||||||||||||||||||||||
Other | 1,079 | 2,519 | ||||||||||||||||||||||||||||||||||
Less: accumulated amortization | (33,931 | ) | (24,403 | ) | ||||||||||||||||||||||||||||||||
$ | 62,649 | $ | 74,533 | |||||||||||||||||||||||||||||||||
Accrued expenses: | ||||||||||||||||||||||||||||||||||||
Taxes payable | $ | 77 | $ | 702 | ||||||||||||||||||||||||||||||||
Deferred revenue | 4,185 | 7,639 | ||||||||||||||||||||||||||||||||||
Clinical trials | 8,643 | 3,342 | ||||||||||||||||||||||||||||||||||
Professional fees | 1,860 | 402 | ||||||||||||||||||||||||||||||||||
Employee benefits | 4,127 | 4,399 | ||||||||||||||||||||||||||||||||||
Deferred acquisition payments, net of discount | 15 | 5,465 | ||||||||||||||||||||||||||||||||||
For the years ended December 31, | ||||||||||||||||||||||||||||||||||||
Contingent consideration | 27,352 | 28,047 | ||||||||||||||||||||||||||||||||||
Other | 14,653 | 15,878 | ||||||||||||||||||||||||||||||||||
$ | 60,912 | $ | 65,874 | |||||||||||||||||||||||||||||||||
Other long-term liabilities: | ||||||||||||||||||||||||||||||||||||
Contingent consideration – OPKO Renal | $ | 36,529 | $ | 34,401 | ||||||||||||||||||||||||||||||||
Contingent consideration – OPKO Health Europe | 254 | 504 | ||||||||||||||||||||||||||||||||||
Contingent consideration – OPKO Diagnostics | 6,992 | 8,340 | ||||||||||||||||||||||||||||||||||
Contingent consideration – CURNA | 440 | 316 | ||||||||||||||||||||||||||||||||||
Mortgages and other debts payable | 2,434 | 3,270 | ||||||||||||||||||||||||||||||||||
Deferred tax liabilities | 167,153 | 166,435 | ||||||||||||||||||||||||||||||||||
Other, including deferred revenue | 3,556 | 1,509 | ||||||||||||||||||||||||||||||||||
$ | 217,358 | $ | 214,775 | |||||||||||||||||||||||||||||||||
The following table summarizes the fair values assigned to our major intangible asset classes upon each acquisition: | ||||||||||||||||||||||||||||||||||||
(In thousands) | Technology | In-process research and development | Customer relationships | Product registrations | Covenants not to compete | Tradename | Other | Total identified intangible assets | Goodwill | |||||||||||||||||||||||||||
OPKO | $ | — | $ | — | $ | 3,945 | $ | 5,829 | $ | — | $ | 1,032 | $ | — | $ | 10,806 | $ | 5,441 | ||||||||||||||||||
Chile(1) | ||||||||||||||||||||||||||||||||||||
OPKO | — | — | 121 | 77 | 70 | 77 | — | 345 | 21 | |||||||||||||||||||||||||||
Mexico | ||||||||||||||||||||||||||||||||||||
CURNA | — | 10,000 | — | — | — | — | 290 | 10,290 | 4,827 | |||||||||||||||||||||||||||
OPKO Diagnostics | 44,400 | — | — | — | — | — | — | 44,400 | 17,977 | |||||||||||||||||||||||||||
FineTech | 2,700 | — | 14,200 | — | 1,500 | 400 | — | 18,800 | 11,623 | |||||||||||||||||||||||||||
OPKO Health Europe | 3,017 | 1,459 | 436 | 2,930 | 187 | 349 | — | 8,378 | 8,062 | |||||||||||||||||||||||||||
OPKO Lab | 1,370 | — | 3,860 | — | 6,900 | 1,830 | 70 | 14,030 | 29,629 | |||||||||||||||||||||||||||
SciVac | 1,090 | — | 40 | — | — | — | — | 1,130 | 760 | |||||||||||||||||||||||||||
OPKO Brazil | — | — | — | — | — | — | 686 | 686 | — | |||||||||||||||||||||||||||
OPKO Renal | — | 191,530 | — | — | — | — | 210 | 191,740 | 2,411 | |||||||||||||||||||||||||||
OPKO Biologics | — | 590,200 | — | — | — | — | — | 590,200 | 139,784 | |||||||||||||||||||||||||||
OPKO Uruguay Ltda. | — | — | — | — | — | — | 347 | 347 | — | |||||||||||||||||||||||||||
Weighted average amortization period | 9 years | Indefinite | 6 years | 9 years | 5 years | 4 years | 4 years | Indefinite | ||||||||||||||||||||||||||||
(1) | Includes intangible assets and goodwill related to ALS acquisition. | |||||||||||||||||||||||||||||||||||
All of the intangible assets and goodwill acquired relate to our acquisitions of OPKO Chile, including the intangible assets and goodwill related to the ALS acquisition, OPKO Mexico, CURNA, OPKO Diagnostics, FineTech, OPKO Health Europe, OPKO Lab, OPKO Brazil, OPKO Renal, OPKO Biologics, OPKO Uruguay Ltda. and SciVac, a consolidated VIE. The pharmaceutical, nutraceutical and veterinary products from ALS and OPKO Health Europe do not require ongoing product renewals. We do not anticipate capitalizing the cost of product registration renewals, rather we expect to expense these costs, as incurred. Our goodwill is not tax deductible for income tax purposes in the U.S., Chile, Canada, Mexico, Spain, or Israel. | ||||||||||||||||||||||||||||||||||||
At December 31, 2014, the changes in value of the intangible assets and goodwill are primarily due to foreign currency fluctuations between the Chilean and Mexican pesos, the Euro and the Shekel against the U.S. dollar. At December 31, 2013, the changes in value of the intangible assets and goodwill are primarily due to the acquisitions of OPKO Brazil, Cytochroma and PROLOR, as well as the foreign currency fluctuations between the Chilean and Mexican pesos, the Brazilian reals, the euro and the shekel against the U.S. dollar. | ||||||||||||||||||||||||||||||||||||
The following table reflects the changes in the allowance for doubtful accounts, provision for inventory reserve and tax valuation allowance accounts: | ||||||||||||||||||||||||||||||||||||
(In thousands) | Beginning | Charged | Written-off | Charged | Ending | |||||||||||||||||||||||||||||||
balance | to | to other | balance | |||||||||||||||||||||||||||||||||
expense | ||||||||||||||||||||||||||||||||||||
2014 | ||||||||||||||||||||||||||||||||||||
Allowance for doubtful accounts | $ | (1,884 | ) | (646 | ) | 321 | 303 | $ | (1,906 | ) | ||||||||||||||||||||||||||
Inventory reserve | $ | (777 | ) | (1,082 | ) | 1,028 | 192 | $ | (639 | ) | ||||||||||||||||||||||||||
Tax valuation allowance | $ | (85,370 | ) | — | — | (46,561 | ) | $ | (131,931 | ) | ||||||||||||||||||||||||||
2013 | ||||||||||||||||||||||||||||||||||||
Allowance for doubtful accounts | $ | (474 | ) | (979 | ) | 28 | (459 | ) | $ | (1,884 | ) | |||||||||||||||||||||||||
Inventory reserve | $ | (1,313 | ) | (2,015 | ) | 2,188 | 363 | $ | (777 | ) | ||||||||||||||||||||||||||
Tax valuation allowance | $ | (59,145 | ) | (1,148 | ) | — | (25,077 | ) | $ | (85,370 | ) | |||||||||||||||||||||||||
The following table summarizes the changes in Goodwill during the years ended December 31, 2014. | ||||||||||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||||||||||
(In thousands) | Balance at January 1st | Acquisitions | Foreign exchange | Balance at December 31st | Balance at January 1 | Acquisitions | Foreign exchange, other | Balance at December 31 | ||||||||||||||||||||||||||||
Pharmaceuticals | ||||||||||||||||||||||||||||||||||||
CURNA | $ | 4,827 | $ | — | $ | — | $ | 4,827 | $ | 4,827 | $ | — | $ | — | $ | 4,827 | ||||||||||||||||||||
OPKO Mexico | 114 | — | (14 | ) | 100 | 114 | — | — | 114 | |||||||||||||||||||||||||||
OPKO Chile | 6,102 | — | (819 | ) | 5,283 | 6,697 | — | (595 | ) | 6,102 | ||||||||||||||||||||||||||
OPKO Health Europe | 9,075 | — | (1,062 | ) | 8,013 | 8,712 | — | 363 | 9,075 | |||||||||||||||||||||||||||
FineTech | 11,698 | — | — | 11,698 | 11,698 | — | — | 11,698 | ||||||||||||||||||||||||||||
SciVac | 1,739 | — | (186 | ) | 1,553 | 796 | — | 943 | 1,739 | |||||||||||||||||||||||||||
OPKO Renal | 2,069 | — | — | 2,069 | — | 2,411 | (342 | ) | 2,069 | |||||||||||||||||||||||||||
OPKO Biologics | 139,784 | — | — | 139,784 | — | 139,784 | — | 139,784 | ||||||||||||||||||||||||||||
Diagnostics | ||||||||||||||||||||||||||||||||||||
OPKO Diagnostics | 17,977 | — | — | 17,977 | 17,977 | — | — | 17,977 | ||||||||||||||||||||||||||||
OPKO Lab | 32,988 | — | — | 32,988 | 29,629 | — | 3,359 | 32,988 | ||||||||||||||||||||||||||||
$ | 226,373 | $ | — | $ | (2,081 | ) | $ | 224,292 | $ | 80,450 | $ | 142,195 | $ | 3,728 | $ | 226,373 | ||||||||||||||||||||
Debt
Debt | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||
Debt | Debt | |||||||||||||||
In January 2013, we entered into note purchase agreements (the “2033 Senior Notes”) with qualified institutional buyers and accredited investors (collectively, the “Purchaser”) in a private placement in reliance on exemptions from registration under the Securities Act of 1933, (the “Securities Act”). The Purchasers of the 2033 Senior Notes include Frost Gamma Investments Trust, a trust affiliated with Dr. Frost, and Hsu Gamma Investment, L.P., an entity affiliated with Dr. Hsiao. The 2033 Senior Notes were issued on January 30, 2013. The 2033 Senior Notes, which total $175.0 million, bear interest at the rate of 3.00% per year, payable semiannually on February 1 and August 1 of each year, beginning August 1, 2013. The 2033 Senior Notes will mature on February 1, 2033, unless earlier repurchased, redeemed or converted. Upon a fundamental change as defined in the instruments governing the 2033 Senior Notes, subject to certain exceptions, the holders may require us to repurchase all or any portion of their 2033 Senior Notes for cash at a repurchase price equal to 100% of the principal amount of the 2033 Senior Notes being repurchased, plus any accrued and unpaid interest to but not including the fundamental change repurchase date. | ||||||||||||||||
The following table sets forth information related to the 2033 Senior Notes which is included our Consolidated Balance Sheets as of December 31, 2014: | ||||||||||||||||
(In thousands) | Embedded conversion option | 2033 Senior Notes | Discount | Total | ||||||||||||
Balance at December 31, 2013 | $ | 101,087 | $ | 158,064 | $ | (47,239 | ) | $ | 211,912 | |||||||
Amortization of debt discount | — | — | 5,662 | 5,662 | ||||||||||||
Change in fair value of embedded derivative | 12,213 | — | — | 12,213 | ||||||||||||
Conversion | (47,353 | ) | (70,422 | ) | 19,442 | (98,333 | ) | |||||||||
Balance at December 31, 2014 | $ | 65,947 | $ | 87,642 | $ | (22,135 | ) | $ | 131,454 | |||||||
The following table sets forth information related to the 2033 Senior Notes which is included our Consolidated Balance Sheets as of December 31, 2013: | ||||||||||||||||
(In thousands) | Embedded conversion option | 2033 Senior Notes | Discount | Total | ||||||||||||
Balance at December 31, 2012 | $ | — | $ | — | $ | — | $ | — | ||||||||
Issuance of 3.00% convertible notes | 59,204 | 175,000 | (59,204 | ) | 175,000 | |||||||||||
Amortization of debt discount | — | — | 6,596 | 6,596 | ||||||||||||
Change in fair value of embedded derivative | 52,742 | — | — | 52,742 | ||||||||||||
Conversion | (10,859 | ) | (16,936 | ) | 5,369 | (22,426 | ) | |||||||||
Balance at December 31, 2013 | $ | 101,087 | $ | 158,064 | $ | (47,239 | ) | $ | 211,912 | |||||||
The 2033 Senior Notes will be convertible at any time on or after November 1, 2032, through the second scheduled trading day immediately preceding the maturity date, at the option of the holders. Additionally, holders may convert their 2033 Senior Notes prior to the close of business on the scheduled trading day immediately preceding November 1, 2032, under the following circumstances: (1) conversion based upon satisfaction of the trading price condition relating to the 2033 Senior Notes; (2) conversion based on the Common Stock price; (3) conversion based upon the occurrence of specified corporate events; or (4) if we call the 2033 Senior Notes for redemption. The 2033 Senior Notes will be convertible into cash, shares of our Common Stock, or a combination of cash and shares of Common Stock, at our election unless we have made an irrevocable election of net share settlement. The initial conversion rate for the 2033 Senior Notes will be 141.48 shares of Common Stock per $1,000 principal amount of 2033 Senior Notes (equivalent to an initial conversion price of approximately $7.07 per share of Common Stock), and will be subject to adjustment upon the occurrence of certain events. In addition, we will, in certain circumstances, increase the conversion rate for holders who convert their 2033 Senior Notes in connection with a make-whole fundamental change (as defined in the Indenture) and holders who convert upon the occurrence of certain specific events prior to February 1, 2017 (other than in connection with a make-whole fundamental change). Holders of the 2033 Senior Notes may require us to repurchase the 2033 Senior Notes for 100% of their principal amount, plus accrued and unpaid interest, on February 1, 2019, February 1, 2023 and February 1, 2028, or following the occurrence of a fundamental change as defined in the indenture governing the 2033 Senior Notes. | ||||||||||||||||
We may not redeem the 2033 Senior Notes prior to February 1, 2017. On or after February 1, 2017 and before February 1, 2019, we may redeem for cash any or all of the 2033 Senior Notes but only if the last reported sale price of our Common Stock exceeds 130% of the applicable conversion price for at least 20 trading days during the 30 consecutive trading day period ending on the trading day immediately prior to the date on which we deliver the redemption notice. The redemption price will equal 100% of the principal amount of the 2033 Senior Notes to be redeemed, plus any accrued and unpaid interest to but not including the redemption date. On or after February 1, 2019, we may redeem for cash any or all of the 2033 Senior Notes at a redemption price of 100% of the principal amount of the 2033 Senior Notes to be redeemed, plus any accrued and unpaid interest up to but not including the redemption date. | ||||||||||||||||
The terms of the 2033 Senior Notes, include, among others: (i) rights to convert into shares of our Common Stock, including upon a fundamental change; and (ii) a coupon make-whole payment in the event of a conversion by the holders of the 2033 Senior Notes on or after February 1, 2017 but prior to February 1, 2019. We have determined that these specific terms are considered to be embedded derivatives. As a result, embedded derivatives are required to be separated from the host contract, the 2033 Senior Notes, and carried at fair value when: (a) the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract; and (b) a separate, stand-alone instrument with the same terms would qualify as a derivative instrument. We have concluded that the embedded derivatives within the 2033 Senior Notes meet these criteria and, as such, must be valued separate and apart from the 2033 Senior Notes and recorded at fair value each reporting period. | ||||||||||||||||
For accounting and financial reporting purposes, we combine these embedded derivatives and value them together as one unit of accounting. At each reporting period, we record these embedded derivatives at fair value which is included as a component of the 2033 Senior Notes on our Consolidated Balance Sheets. | ||||||||||||||||
On August 30, 2013, one of the conversion rights in the 2033 Senior Notes was triggered. Holders of the 2033 Senior Notes converted $16.9 million principal amount into 2,396,145 shares of our Common Stock at a rate of 141.48 shares of Common Stock per $1,000 principal amount of 2033 Senior Notes. We recorded a $1.0 million non-cash gain related to the conversion. The gain on exchange is included within Other income (expense) on our Consolidated Statement of Operations. | ||||||||||||||||
In June 2014, we entered into an exchange agreement with a holder of the Company’s Notes pursuant to which such holder exchanged $70.4 million in aggregate principal amount of Notes for 10,974,431 shares of the Company’s Common Stock and approximately $0.8 million in cash representing accrued interest through the date of completion of the exchange. We recorded a $2.7 million non-cash gain related to the exchange. The gain on exchange is included within Other income (expense) on our Consolidated Statement of Operations. | ||||||||||||||||
We used a binomial lattice model in order to estimate the fair value of the embedded derivative in the 2033 Senior Notes. A binomial lattice model generates two probable outcomes — one up and another down —arising at each point in time, starting from the date of valuation until the maturity date. A lattice model was initially used to determine if the 2033 Senior Notes would be converted, called or held at each decision point. Within the lattice model, the following assumptions are made: (i) the 2033 Senior Notes will be converted early if the conversion value is greater than the holding value; or (ii) the 2033 Senior Notes will be called if the holding value is greater than both (a) the redemption price (as defined in the Indenture) and (b) the conversion value plus the coupon make-whole payment at the time. If the 2033 Senior Notes are called, then the holder will maximize their value by finding the optimal decision between (1) redeeming at the redemption price and (2) converting the 2033 Senior Notes. | ||||||||||||||||
Using this lattice model, we valued the embedded derivatives using the “with-and-without method,” where the value of the 2033 Senior Notes including the embedded derivatives is defined as the “with,” and the value of the 2033 Senior Notes excluding the embedded derivatives is defined as the “without.” This method estimates the value of the embedded derivatives by looking at the difference in the values between the 2033 Senior Notes with the embedded derivatives and the value of the 2033 Senior Notes without the embedded derivatives. | ||||||||||||||||
The lattice model requires the following inputs: (i) price of our Common Stock; (ii) Conversion Rate (as defined in the Indenture); (iii) Conversion Price (as defined in the Indenture); (iv) maturity date; (v) risk-free interest rate; (vi) estimated stock volatility; and (vii) estimated credit spread for the Company. | ||||||||||||||||
The following table sets forth the inputs to the lattice model used to value the embedded derivative: | ||||||||||||||||
December 31, 2014 | 31-Dec-13 | Issuance Date | ||||||||||||||
Stock price | $9.99 | $8.44 | $6.20 | |||||||||||||
Conversion Rate | 141.4827 | 141.4827 | 141.4827 | |||||||||||||
Conversion Price | $7.07 | $7.07 | $7.07 | |||||||||||||
Maturity date | February 1, 2033 | February 1, 2033 | February 1, 2033 | |||||||||||||
Risk-free interest rate | 1.40% | 1.78% | 1.12% | |||||||||||||
Estimated stock volatility | 39% | 55% | 40% | |||||||||||||
Estimated credit spread | 1,081 basis points | 828 basis points | 944 basis points | |||||||||||||
The following table sets forth the fair value of the 2033 Senior Notes with and without the embedded derivatives, and the fair value of the embedded derivatives at December 31, 2014, December 31, 2013, and January 30, 2013. At December 31, 2014, December 31, 2013, and January 30, 2013, the principal amount of the 2033 Senior Notes was $87.6 million, $158.1 million and $175.0 million, respectively: | ||||||||||||||||
(In thousands) | December 31, 2014 | 31-Dec-13 | Issuance Date | |||||||||||||
Fair value of 2033 Senior Notes: | ||||||||||||||||
With the embedded derivatives | $ | 129,009 | $ | 218,081 | $ | 175,000 | ||||||||||
Without the embedded derivatives | $ | 63,062 | $ | 116,994 | $ | 115,796 | ||||||||||
Estimated fair value of the embedded derivatives | $ | 65,947 | $ | 101,087 | $ | 59,204 | ||||||||||
Changes in certain inputs into the lattice model can have a significant impact on changes in the estimated fair value of the embedded derivatives. For example, a decrease in our estimated credit spread results in an increase in the estimated value of the embedded derivatives. Conversely, a decrease in the price of our Common Stock results in a decrease in the estimated fair value of the embedded derivatives. For the years ended December 31, 2014 and 2013, we observed an increase in the market price of our Common Stock which primarily resulted in a $12.2 million and $52.7 million increase, respectively, in the estimated fair value of our embedded derivatives recorded in Fair value changes of derivative instruments, net in our Consolidated Statements of Operations. | ||||||||||||||||
We have line of credit agreements with ten financial institutions as of December 31, 2014 and twelve financial institutions as of December 31, 2013 in Chile and Spain. These lines of credit are used primarily as a source of working capital for inventory purchases. | ||||||||||||||||
The following table summarizes the amounts outstanding under the Chilean and Spanish lines of credit: | ||||||||||||||||
(Dollars in thousands) | Balance Outstanding | |||||||||||||||
Lender | Interest rate on | Credit line | December 31, | December 31, | ||||||||||||
borrowings at December 31, 2014 | capacity | 2014 | 2013 | |||||||||||||
Itau Bank | 6.52% | $ | 1,800 | 965 | $ | 1,999 | ||||||||||
Bank of Chile | 6.34% | 2,250 | 1,410 | 2,079 | ||||||||||||
BICE Bank | 6.16% | 1,700 | 1,249 | 516 | ||||||||||||
Corp Banca | —% | — | — | (47 | ) | |||||||||||
BBVA Bank | 5.00% | 2,000 | 795 | 523 | ||||||||||||
Penta Bank | 7.34% | 1,200 | 1,008 | 946 | ||||||||||||
Security Bank | 6.16% | 640 | 361 | 1,075 | ||||||||||||
BCI | —% | — | — | 198 | ||||||||||||
Estado Bank | 5.30% | 2,800 | 1,870 | 1,772 | ||||||||||||
Sabadell Bank | 4.50% | 182 | — | — | ||||||||||||
BBVA Bank | 4.75% | 304 | — | — | ||||||||||||
Santander Bank | 4.50% | 243 | — | — | ||||||||||||
Total | $ | 13,119 | $ | 7,658 | $ | 9,061 | ||||||||||
At December 31, 2014 and 2013, the weighted average interest rate on our lines of credit was approximately 6.1% and 7.7%, respectively. | ||||||||||||||||
At December 31, 2014 and 2013, we had mortgage notes and other debt related to OPKO Health Europe as follows: | ||||||||||||||||
(In thousands) | December 31, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Current portion of notes payable | $ | 608 | $ | 1,964 | ||||||||||||
Other long-term liabilities | 2,435 | 3,270 | ||||||||||||||
Total mortgage notes and other debt | $ | 3,043 | $ | 5,234 | ||||||||||||
The mortgages and other debts mature at various dates ranging from 2015 through 2024 bearing variable interest rates from 2.7% up to 6.3%. The weighted average interest rate on the mortgage notes and other debt at December 31, 2014 and 2013, was 3.4% and 3.9%, respectively. The mortgages are secured by our office space in Barcelona. |
Shareholders_Equity
Shareholders' Equity | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity [Abstract] | |||||||||
Shareholders' Equity | Shareholders’ Equity | ||||||||
Our authorized capital stock consists of 750,000,000 shares of Common Stock, par value $0.01 per share, and 10,000,000 shares of Preferred Stock, par value $0.01 per share. | |||||||||
Common Stock | |||||||||
Subject to the rights of the holders of any shares of Preferred Stock currently outstanding or which may be issued in the future, the holders of the Common Stock are entitled to receive dividends from our funds legally available when, as and if declared by our Board of Directors, and are entitled to share ratably in all of our assets available for distribution to holders of Common Stock upon the liquidation, dissolution or winding-up of our affairs subject to the liquidation preference, if any, of any then outstanding shares of Preferred Stock. Holders of our Common Stock do not have any preemptive, subscription, redemption or conversion rights. Holders of our Common Stock are entitled to one vote per share on all matters which they are entitled to vote upon at meetings of stockholders or upon actions taken by written consent pursuant to Delaware corporate law. The holders of our Common Stock do not have cumulative voting rights, which means that the holders of a plurality of the outstanding shares can elect all of our directors. All of the shares of our Common Stock currently issued and outstanding are fully-paid and nonassessable. No dividends have been paid to holders of our Common Stock since our incorporation, and no cash dividends are anticipated to be declared or paid on our Common Stock in the reasonably foreseeable future. | |||||||||
In addition to our equity-based compensation plans, we have issued warrants to purchase our Common Stock. Refer to Note 9 for additional information on our share-based compensation plans. The table below provides additional information for warrants outstanding as of December 31, 2014. | |||||||||
Warrants | Number of | Weighted | Expiration date | ||||||
warrants | average | ||||||||
exercise price | |||||||||
Outstanding at December 31, 2013 | 24,496,664 | $ | 0.94 | Various from September 2014 through March 2017 | |||||
Issued | — | — | |||||||
Exercised | (3,064,317 | ) | 2.29 | ||||||
Expired | (2,601 | ) | 0.01 | ||||||
Outstanding and Exercisable at December 31, 2014 | 21,429,746 | $ | 0.75 | Various from | |||||
July 2015 through | |||||||||
March 2017 | |||||||||
Of the 3,064,317 Common Stock warrants exercised, 426 shares were surrendered in lieu of a cash payment via the net exercise feature of the warrant agreements. | |||||||||
Preferred Stock | |||||||||
Under our certificate of incorporation, our Board of Directors has the authority, without further action by stockholders, to designate up to 10 million shares of Preferred Stock in one or more series and to fix or alter, from time to time, the designations, powers and rights of each series of Preferred Stock and the qualifications, limitations or restrictions of any series of Preferred Stock, including dividend rights, dividend rate, conversion rights, voting rights, rights and terms of redemption (including sinking fund provisions), redemption price or prices, and the liquidation preference of any wholly issued series of Preferred Stock, any or all of which may be greater than the rights of the Common Stock, and to establish the number of shares constituting any such series. | |||||||||
Of the authorized Preferred Stock, 4,000,000 shares and 500,000 shares were designated Series A Preferred Stock and Series C Preferred Stock, respectively. As of December 31, 2014 and 2013, there were no shares of Series A Preferred Stock or Series C Preferred Stock issued or outstanding. | |||||||||
8% Series D Cumulative Convertible Preferred Stock | |||||||||
Of the authorized Preferred Stock, 2,000,000 shares were designated 8% Series D Cumulative Convertible Preferred Stock (“Series D Preferred Stock”). On March 1, 2013, our Board of Directors declared a cash dividend to all Series D Preferred Stockholders as of March 8, 2013. The total cash dividend paid was approximately $3.0 million. In addition, the Company also exercised its option to convert all 1,129,032 shares of our outstanding Series D Preferred Stock into 11,290,320 shares of our Common Stock effective of March 8, 2013. Following the conversion there are no outstanding shares of Series D Preferred Stock. As of December 31, 2014 and 2013, there were no shares of Series D Preferred Stock issued or outstanding. | |||||||||
The 2012 cash dividend to Series D Preferred Stockholders was approximately $3.0 million. As of December 31, 2012 we had approximately $2.30 per Series D Preferred Share, or $2.6 million, of Series D Preferred Stock dividends in arrears. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity [Abstract] | ||||||||||||
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Income | |||||||||||
For the year ended December 31, 2014, changes in Accumulated other comprehensive income (loss), net of tax, were as follows: | ||||||||||||
(In thousands) | Foreign | Unrealized | Total | |||||||||
currency | gain (loss) in | |||||||||||
Accumulated | ||||||||||||
OCI | ||||||||||||
Balance at December 31, 2013 | $ | 1,371 | $ | 2,047 | $ | 3,418 | ||||||
Other comprehensive income before reclassifications, net of tax (1) | (8,088 | ) | (8,044 | ) | (16,132 | ) | ||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (1) | — | 322 | 322 | |||||||||
Net other comprehensive loss | (8,088 | ) | (7,722 | ) | (15,810 | ) | ||||||
Balance at December 31, 2014 | $ | (6,717 | ) | $ | (5,675 | ) | $ | (12,392 | ) | |||
(1) | Effective tax rate of 40.13%. | |||||||||||
Amounts reclassified from Accumulated other comprehensive income (loss) for the year ended December 31, 2014 includes $1.3 million realized gain on the sales of certain of our investments available for sale. Of the $1.3 million gain on the sales of our investments available for sale, a $0.9 million gain was reclassified from unrealized gains in Accumulated other comprehensive income (loss) to Other income (expense), net for the year ended December 31, 2014. Amounts reclassified from Accumulated other comprehensive income (loss) also includes an other-than-temporary impairment charge on our investment in ARNO as discussed in Note 4. Amounts reclassified for our available for sale investments were based on the specific identification method. | ||||||||||||
For the year ended December 31, 2013, changes in Accumulated other comprehensive income, net of tax, were as follows: | ||||||||||||
(In thousands) | Foreign | Unrealized | Total | |||||||||
currency | gain (loss) in | |||||||||||
Accumulated | ||||||||||||
OCI | ||||||||||||
Balance at December 31, 2012 | $ | 3,196 | $ | 4,160 | $ | 7,356 | ||||||
Other comprehensive income before reclassifications, net of tax (1) | (1,825 | ) | 2,467 | 642 | ||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (1) | — | (4,580 | ) | (4,580 | ) | |||||||
Net other comprehensive loss | (1,825 | ) | (2,113 | ) | (3,938 | ) | ||||||
Balance at December 31, 2013 | $ | 1,371 | $ | 2,047 | $ | 3,418 | ||||||
(1) | Effective tax rate of 38.47%. | |||||||||||
Amounts reclassified from Accumulated other comprehensive income for the year ended December 31, 2013, related to $10.8 million realized gain on the sales of certain of our investments available for sale. Of the $10.8 million gain on the sales of our investments available for sale, a $7.5 million gain was reclassified from unrealized gains in Accumulated other comprehensive income to Other income (expense), net for the year ended December 31, 2013. |
EquityBased_Compensation
Equity-Based Compensation | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Equity-Based Compensation | Equity-Based Compensation | ||||||||||||
We maintain five equity-based incentive compensation plans, the Acuity Pharmaceuticals, Inc. 2003 Equity Incentive Plan, 2007 Equity Incentive Plan, the 2000 Stock Option Plan, the Modigene Inc. 2005 Stock Incentive Plan and the Modigene Inc. 2007 Equity Incentive Plan that provide for grants of stock options and restricted stock to our directors, officers, key employees and certain outside consultants. Equity awards granted under our 2007 Equity Incentive Plan are exercisable for a period of either 7 years or 10 years from the date of grant. Equity awards granted under our 2000 Stock Option Plan, 2003 Equity Incentive Plan and the two Modigene Plans are exercisable for a period of up to 10 years from date of grant. Vesting periods range from immediate to 5 years. | |||||||||||||
We classify the cash flows resulting from the tax benefit that arises when the tax deductions exceed the compensation cost recognized for those equity awards (excess tax benefits) as financing cash inflows. There were no excess tax benefits for the years ended December 31, 2014, 2013, and 2012. | |||||||||||||
Equity-based compensation arrangements to non-employees are accounted for at their fair value on the measurement date. The measurement of equity-based compensation to non-employees is subject to periodic adjustment over the vesting period of the equity instruments. | |||||||||||||
Valuation and Expense Information | |||||||||||||
We recorded equity based compensation expense of $14.8 million, $11.0 million and $5.1 million for the years ended December 31, 2014, 2013, and 2012, respectively, all of which were reflected as operating expenses. Of the $14.8 million of equity based compensation expense recorded in the year ended December 31, 2014, $9.7 million was recorded as selling, general and administrative expenses, $5.0 million was recorded as research and development expenses and $0.1 million was recorded as a cost of revenue. Of the $11.0 million of equity based compensation expense recorded in the year ended December 31, 2013, $7.3 million was recorded as selling, general and administrative expense and $3.6 million was recorded as research and development expenses. Of the $5.1 million of equity based compensation expense recorded in the year ended December 31, 2012, $3.1 million was recorded as selling, general and administrative expense and $2.0 million was recorded as research and development expenses. | |||||||||||||
We estimate forfeitures of stock options and recognize compensation cost only for those awards expected to vest. Forfeiture rates are determined for all employees and non-employee directors based on historical experience and our estimate of future vesting. Estimated forfeiture rates are adjusted from time to time based on actual forfeiture experience. | |||||||||||||
As of December 31, 2014, there was $41.5 million of unrecognized compensation cost related to the stock options granted under our equity-based incentive compensation plans. Such cost is expected to be recognized over a weighted-average period of approximately 3.0 years. | |||||||||||||
Stock Options | |||||||||||||
We estimate the fair value of each stock option on the date of grant using the Black-Scholes-Merton Model option-pricing formula and amortize the fair value to expense over the stock option’s vesting period using the straight-line attribution approach for employees and non-employee directors, and for awards issued to non-employees we recognize compensation expense on a graded basis, with most of the compensation expense being recorded during the initial periods of vesting. We apply the following assumptions in our Black-Scholes-Merton Model option-pricing formula: | |||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Expected term (in years) | 1.0 - 10.0 | 1.0 - 7.0 | 1.0 - 7.0 | ||||||||||
Risk-free interest rate | .10% - 2.65% | 0.15% - 2.45% | 0.09% - 2.61% | ||||||||||
Expected volatility | 31% - 72% | 0.31% - 83% | 69% | ||||||||||
Expected dividend yield | 0% | 0% | 0% | ||||||||||
Expected Term: The expected term of the stock options granted to employees and non-employee directors was calculated using the shortcut method. We believe this method is appropriate as our equity shares have been publicly-traded for a limited period of time and as such we do not have sufficient historical exercise data to provide a reasonable basis upon which to estimate expected term. The expected term of stock options issued to non-employee consultants is the remaining contractual life of the options issued. | |||||||||||||
Risk-Free Interest Rate: The risk-free interest rate is based on the rates paid on securities issued by the U.S. Treasury with a term approximating the expected life of the option. | |||||||||||||
Expected Volatility: The expected volatility for stock options with an expected life of 7 years or less was based on the historical volatility of our stock. The expected volatility for stock options with an expected life of 8 years or greater was based on an average of the volatility of a peer group of publicly-traded entities and the historical volatility of our stock, which we believe will be representative of the volatility over the expected term of the options. We believe the use of peer group’s historical volatility is appropriate as our equity shares have not been publicly-traded for 8 years. | |||||||||||||
Expected Dividend Yield: We do not intend to pay dividends on Common Stock for the foreseeable future. Accordingly, we used a dividend yield of zero in the assumptions. | |||||||||||||
We maintain incentive stock plans that provide for the grants of stock options to our directors, officers, employees and non-employee consultants. As of December 31, 2014, there were 16,736,892 shares of Common Stock reserved for issuance under our 2007 Incentive Plan. We intend to issue new shares upon the exercise of stock options. Stock options granted under these plans have been granted at an option price equal to the closing market value of the stock on the date of the grant. Stock options granted under these plans to employees typically become exercisable over four years in equal annual installments after the date of grant, and stock options granted to non-employee directors become exercisable in full one-year after the grant date, subject to, in each case, continuous service with us during the applicable vesting period. We assumed stock options to grant Common Stock as part of the mergers with Acuity Pharmaceuticals, Inc., Froptix, Inc. and OPKO Biologics, which reflected various vesting schedules, including monthly vesting to employees and non-employee consultants. | |||||||||||||
A summary of option activity under our stock option plans as of December 31, 2014, and the changes during the year is presented below: | |||||||||||||
Options | Number of | Weighted | Weighted | Aggregate | |||||||||
options | average | average | intrinsic value | ||||||||||
exercise | remaining | (in thousands) | |||||||||||
price | contractual | ||||||||||||
term (years) | |||||||||||||
Outstanding at December 31, 2013 | 21,350,597 | $ | 4.47 | 4.8 | $ | 85,186 | |||||||
Granted | 5,437,500 | $ | 8.47 | ||||||||||
Exercised | (2,723,666 | ) | $ | 3.45 | |||||||||
Forfeited | (727,126 | ) | $ | 5.65 | |||||||||
Expired | (37,386 | ) | $ | 0.71 | |||||||||
Outstanding at December 31, 2014 | 23,299,919 | $ | 5.5 | 5.37 | $ | 104,797 | |||||||
Vested and expected to vest at December 31, 2014 | 21,943,140 | $ | 5.35 | 5.25 | $ | 101,859 | |||||||
Exercisable at December 31, 2014 | 11,876,035 | $ | 3.89 | 4.09 | $ | 72,481 | |||||||
The total intrinsic value of stock options exercised for the years ended December 31, 2014, 2013, and 2012 was $14.6 million, $59.5 million and $2.4 million, respectively. | |||||||||||||
The weighted average grant date fair value of stock options granted for the years ended December 31, 2014, 2013, and 2012 was $4.64, $4.00, and $2.44, respectively. The total fair value of stock options vested during the years ended December 31, 2014, 2013, and 2012 was $10.9 million, $5.9 million and $3.4 million, respectively. | |||||||||||||
Restricted Stock | |||||||||||||
In 2009, we issued 30,000 shares of restricted Common Stock to one of our independent board members. The restricted stock was granted under our 2007 Equity Incentive Plan with a term of 7 years and vesting occurring 5 years after the grant date with certain events which would accelerate the vesting of the award. The restricted stock was valued using the grant date fair value which was equivalent to the closing price of our Common Stock on the grant date. We record the cost of restricted stock over the vesting period. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
We operate and are required to file tax returns in the U.S. and various foreign jurisdictions. | ||||||||||||
The (expense) benefit for incomes taxes consists of the following: | ||||||||||||
For the years ended December 31, | ||||||||||||
(In thousands) | 2014 | 2013 | 2012 | |||||||||
Current | ||||||||||||
Federal | $ | 225 | $ | — | $ | — | ||||||
State | 247 | — | — | |||||||||
Foreign | (1,514 | ) | (1,073 | ) | (332 | ) | ||||||
(1,042 | ) | (1,073 | ) | (332 | ) | |||||||
Deferred | ||||||||||||
Federal | — | (1,161 | ) | 8,191 | ||||||||
State | (167 | ) | (104 | ) | 1,038 | |||||||
Foreign | 1,185 | 666 | 729 | |||||||||
1,018 | (599 | ) | 9,958 | |||||||||
Total, net | $ | (24 | ) | $ | (1,672 | ) | $ | 9,626 | ||||
Deferred income tax assets and liabilities as of December 31, 2014 and 2013 are comprised of the following: | ||||||||||||
(In thousands) | 31-Dec-14 | 31-Dec-13 | ||||||||||
Deferred income tax assets: | ||||||||||||
Federal net operating loss | $ | 63,004 | $ | 43,869 | ||||||||
State net operating loss | 12,050 | 6,987 | ||||||||||
Foreign net operating loss | 25,825 | 20,545 | ||||||||||
Research and development expense | 9,244 | 4,746 | ||||||||||
Research and development tax credit | 6,077 | 4,876 | ||||||||||
Stock options | 18,422 | 13,981 | ||||||||||
Accruals | 1,764 | 1,936 | ||||||||||
Equity investments | 8,038 | 4,756 | ||||||||||
Other | 4,702 | 2,904 | ||||||||||
Deferred income tax assets | 149,126 | 104,600 | ||||||||||
Deferred income tax liabilities: | ||||||||||||
Intangible assets | (177,074 | ) | (179,414 | ) | ||||||||
Other | (4,305 | ) | (4,996 | ) | ||||||||
Deferred income tax liabilities | (181,379 | ) | (184,410 | ) | ||||||||
Net deferred income tax assets | (32,253 | ) | (79,810 | ) | ||||||||
Valuation allowance | (131,931 | ) | (85,370 | ) | ||||||||
Net deferred income tax liabilities | $ | (164,184 | ) | $ | (165,180 | ) | ||||||
The changes in deferred income tax assets, liabilities and valuation allowances at December 31, 2014 reflect the acquisition of various legal entities, including the tax attributes. Certain deferred tax assets and liabilities have been changed to properly reflect their classification. The acquisitions were accounted for under U.S. GAAP as stock acquisitions and business combinations. As of December 31, 2014, we have federal, state and foreign net operating loss carryforwards of approximately $294.9 million, $262.6 million and $97.1 million, respectively, that expire at various dates through 2034. Included in the foreign net operating losses is $74.0 million related to OPKO Biologics. As of December 31, 2014, we have research and development tax credit carryforwards of approximately $6.1 million that expire in varying amounts through 2034. We have determined a full valuation allowance is required against all of our net deferred tax assets that we do not expect to be utilized by the turning of deferred income tax liabilities. | ||||||||||||
As a result of certain realization requirements of ASC 718, Compensation - Stock Compensation, the table of deferred tax assets and liabilities shown above does not include certain deferred tax assets as of December 31, 2014, and December 31, 2013, that arose directly from (or the use of which was postponed by) tax deductions related to equity compensation that are greater than the compensation recognized for financial reporting. Equity will be increased by $16.4 million if and when such deferred tax assets are ultimately realized. The Company uses ASC 740 ordering when determining when excess tax benefits have been realized. | ||||||||||||
Under Section 382 of the Internal Revenue Code of 1986, as amended, certain significant changes in ownership may restrict the future utilization of our income tax loss carryforwards and income tax credit carryforwards in the U.S. The annual limitation is equal to the value of our stock immediately before the ownership change, multiplied by the long-term tax-exempt rate (i.e., the highest of the adjusted Federal long-term rates in effect for any month in the three-calendar-month period ending with the calendar month in which the change date occurs). This limitation may be increased under the IRC§ 338 Approach (IRS approved methodology for determining recognized Built-In Gain). As a result, federal net operating losses and tax credits may expire before we are able to fully utilize them. | ||||||||||||
During 2008, we conducted a study to determine the impact of the various ownership changes that occurred during 2007 and 2008. As a result, we have concluded that the annual utilization of our net operating loss carryforwards (“NOLs”) and tax credits is subject to a limitation pursuant to Internal Revenue Code section 382. Under the tax law, such NOLs and tax credits are subject to expiration from 15 to 20 years after they were generated. As a result of the annual limitation that may be imposed on such tax attributes and the statutory expiration period, some of these tax attributes may expire prior to our being able to use them. As we have established a valuation allowance against all of our net deferred tax assets, including such NOLs and tax credits, there is no current impact on these financial statements as a result of the annual limitation. This study did not conclude as to whether eXegenics’ pre-merger NOLs were limited under Section 382. As such, of the $294.9 million of federal net operating loss carryforwards, at least approximately $37.2 million may not be able to be utilized. | ||||||||||||
Uncertain Income Tax Positions | ||||||||||||
We file federal income tax returns in the U.S. and various foreign jurisdictions, as well as with various U.S. states and the Ontario and Quebec provinces in Canada. We are subject to routine tax audits in all jurisdictions for which we file tax returns. Tax audits by their very nature are often complex and can require several years to complete. For the period ended December 31, 2014, $3.2 million of accrued uncertain tax benefits were reversed as a result of settlements with foreign tax authorities. It is reasonably possible that some audits will close within the next twelve months, which we do not believe would result in a material change to our accrued uncertain tax positions. | ||||||||||||
U.S. Federal: Under the tax statute of limitations applicable to the Internal Revenue Code, we are no longer subject to U.S. federal income tax examinations by the Internal Revenue Service for years before 2011. However, because we are carrying forward income tax attributes, such as net operating losses and tax credits from 2011 and earlier tax years, these attributes can still be audited when utilized on returns filed in the future. | ||||||||||||
State: Under the statutes of limitation applicable to most state income tax laws, we are no longer subject to state income tax examinations by tax authorities for years before 2011 in states in which we have filed income tax returns. Certain states may take the position that we are subject to income tax in such states even though we have not filed income tax returns in such states and, depending on the varying state income tax statutes and administrative practices, the statute of limitations in such states may extend to years before 2011. | ||||||||||||
Foreign: Under the statutes of limitations applicable to our foreign operations, we are generally no longer subject to tax examination for years before 2009 in jurisdictions where we have filed income tax returns. | ||||||||||||
Unrecognized Tax Benefits | ||||||||||||
As of December 31, 2014, 2013, and 2012, the total amount of gross unrecognized tax benefits was approximately $5.9 million, $9.2 million, and $9.2 million, respectively. As of December 31, 2014, the total gross unrecognized tax benefit of $5.9 million consisted of increases of $0.7 million as a result of current year activity, and decreases of $4.1 million as a result of the lapse of statutes of limitations and audit settlements. As of December 31, 2014, the total amount of unrecognized tax benefits that, if recognized, would affect our effective income tax rate was $0.9 million. As of December 31, 2013, $0.2 million of the unrecognized tax benefits, if recognized, would have affected our effective income tax rate and none as of December 31, 2012. We believe it is reasonably possible that approximately $0.9 million of unrecognized tax benefits may be recognized within the next twelve months. | ||||||||||||
The following summarizes the changes in our gross unrecognized income tax benefits. | ||||||||||||
For the years ended December 31, | ||||||||||||
(In thousands) | 2014 | 2013 | 2012 | |||||||||
Unrecognized tax benefits at beginning of period | $ | 9,231 | $ | 9,245 | $ | 5,250 | ||||||
Gross increases – tax positions in prior period | 717 | 575 | 4,467 | |||||||||
Gross decreases – tax positions in prior period | (396 | ) | (589 | ) | (472 | ) | ||||||
Lapse of Statute of Limitations | (472 | ) | ||||||||||
Settlements | (3,190 | ) | ||||||||||
Unrecognized tax benefits at end of period | $ | 5,890 | $ | 9,231 | $ | 9,245 | ||||||
Other Income Tax Disclosures | ||||||||||||
The significant elements contributing to the difference between the federal statutory tax rate and the effective tax rate are as follows: | ||||||||||||
For the years ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
State income taxes, net of federal benefit | 2.5 | % | 2.4 | % | 3.1 | % | ||||||
Foreign income tax | (10.3 | )% | (7.9 | )% | (0.9 | )% | ||||||
Research and development tax credits | 1.1 | % | 1 | % | (0.3 | )% | ||||||
Non-Deductible components of Convertible Debt | (3.8 | )% | (16.7 | )% | — | % | ||||||
Valuation allowance | (25.3 | )% | (11.4 | )% | (11.4 | )% | ||||||
Other | 0.8 | % | (3.9 | )% | (0.7 | )% | ||||||
Total | — | % | (1.5 | )% | 24.8 | % | ||||||
The following table reconciles our losses before income taxes between U.S. and foreign jurisdictions: | ||||||||||||
For the years ended December 31, | ||||||||||||
(In thousands) | 2014 | 2013 | 2012 | |||||||||
Pre-tax loss: | ||||||||||||
U.S. | $ | (84,075 | ) | $ | (74,861 | ) | $ | (34,058 | ) | |||
Foreign | (87,567 | ) | (37,874 | ) | (4,725 | ) | ||||||
Total | $ | (171,642 | ) | $ | (112,735 | ) | $ | (38,783 | ) | |||
The following table reconciles our long-lived assets between U.S. and foreign jurisdictions: | ||||||||||||
(In thousands) | December 31, 2014 | December 31, 2013 | ||||||||||
Long-lived assets: | ||||||||||||
U.S. | $ | 4,286 | $ | 4,582 | ||||||||
Foreign | 12,125 | 12,445 | ||||||||||
Total | $ | 16,411 | $ | 17,027 | ||||||||
No additional provision has been made for U.S. or foreign income taxes on the undistributed earnings of subsidiaries or for unrecognized deferred tax liabilities for temporary differences related to investments in subsidiaries, as such earnings are expected to be permanently reinvested, the investments are essentially permanent in duration, or the Company has concluded that no additional tax liability will arise as a result of distribution of such earnings. A liability could arise if amounts are distributed by such subsidiaries or if such subsidiaries are ultimately disposed. It is not practicable to estimate the additional income taxes related to permanently reinvested earnings or the basis differences related to investments in subsidiaries. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions |
In February 2014, Dr. Frost, our Chairman and Chief Executive Officer, paid a filing fee of $280,000 to the Federal Trade Commission (the “FTC”) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”) in connection with filings made by us and Dr. Frost. We reimbursed Dr. Frost for the HSR filing fee. | |
In October, 2013, we paid the $170,000 filing fee to the FTC in connection with filings made by us and Dr. Hsiao, our Vice Chairman of the Board and Chief Technical Officer, under the HSR Act. | |
In October 2013, we entered into an agreement with ARNO pursuant to which we invested $2.0 million as part of an approximate $30 million financing. In exchange for our investment, we received 833,333 shares of ARNO common stock, one-year warrants to purchase 833,333 shares of ARNO common stock, for $2.40 a share and five-year warrants to purchase an additional 833,333 shares of ARNO common stock for $4.00 a share. Other investors participating in the private financing included Frost Gamma Investments Trust, a trust affiliated with Dr. Frost (the “Gamma Trust”), Hsu Gamma Investment, L.P., an entity affiliated with Dr. Hsiao (the “Hsu Gamma”), and other members of our board of directors and management. In connection with the transaction, ARNO agreed that for so long as we continue to hold at least 3% of the total number of outstanding shares of ARNO’s common stock on a fully-diluted basis, we will have the right to appoint a non-voting observer to attend all meetings of ARNO’s board of directors and we shall have a right of first negotiation that provides us with exclusive rights to negotiate with ARNO for a 45-day period regarding any potential strategic transactions that ARNO’s board of directors elects to pursue. | |
In October 2013, we made an investment in Zebra pursuant to which we acquired 840,000 shares of Zebra’s Series A-2 Preferred stock for $2.0 million. Zebra is a privately held biotechnology company focused on the discovery and development of biosuperior antibody therapeutics and complex drugs. Zebra’s patented platform is an advanced version of a core technology developed at The Scripps Research Institute (“TSRI”) by Dr. Lerner (the “TSRI Technology”). Zebra acquired the license to the TSRI Technology from a third party who had licensed such rights from TSRI. In connection with its acquisition of rights to the TSRI Technology, Zebra agreed to make certain research funding payments to Dr. Lerner’s laboratory at TSRI to further support development of the TSRI Technology. Dr. Lerner also participated in the Series A-2 Preferred Stock financing on the same financial terms as the Company. Each of Drs. Frost and Lerner serve as members of the board of directors and scientific consultants to Zebra. After the closing, we owned 23.5% of the Series A-2 Preferred stock issued and outstanding by Zebra. Each of Drs. Frost and Lerner received 900,000 restricted shares of Zebra common stock in connection with their roles as founders and scientific consultants to Zebra. Dr. Frost gifted his 900,000 shares of Zebra restricted common stock to OPKO. | |
Effective May 1, 2013, we entered into an agreement with Dr. Hsiao pursuant to which we have the right to utilize approximately 5,000 square feet of laboratory space in Taiwan, inclusive of any and all utility costs, taxes and building maintenance fees. In addition, Dr. Hsiao provides certain other services to us relating to government grant work in Taiwan, as well as the coordination of work flow between our U.S. and Taiwanese operations. The term of the agreement is for five years and obligates us to pay Dr. Hsiao approximately $60,000 annually. | |
In August 2013, we acquired OPKO Biologics (formerly PROLOR) pursuant to an Agreement and Plan of Merger dated as of April 23, 2013 in an all-stock transaction. Until completion of the acquisition, Dr. Frost was PROLOR’s Chairman of the Board and a greater than 5% stockholder of PROLOR. Dr. Hsiao and Mr. Rubin were also directors and less than 5% stockholders of PROLOR. | |
In January 2013, we sold $175.0 million aggregate principal amount of 2033 Senior Notes in a private placement in reliance on exemptions from registration under the Securities Act. The Purchasers of the 2033 Senior Notes include the Gamma Trust and Hsu Gamma. The 2033 Senior Notes were issued on January 30, 2013. | |
In December 2012, we entered into a five-year lease agreement with AVI Properties, LLC (“AVI”), an entity affiliated with Dr. Jonathan Oppenheimer, who previously served as OPKO Lab’s Chief Executive Officer. The lease is for approximately 44,000 square feet of laboratory and office space in Nashville, Tennessee, where OPKO Lab is based. The lease provides for payments of approximately $18 thousand per month in the first year, increasing annually if the consumer price index exceeds 5%, plus applicable sales tax. In addition to the rent, we pay a portion of operating expenses, property taxes and parking. | |
During the years ended December 31, 2014, 2013 and 2012, FineTech recorded revenue of $0.3 million, $0.3 million and $0.2 million, respectively, for the sale of APIs to Teva Pharmaceutical Industries, Limited (“Teva”). Dr. Frost previously served as the Chairman of the Board of Directors of Teva until 2015. | |
In February 2012, we entered into a cooperative research funding and option agreement with TSRI to support research for the development of novel oligomeric compounds relating to our molecular diagnostics technology (the “Research Agreement”). Pursuant to the Research Agreement, we agreed to provide funding of approximately $0.9 million annually over a five year period. OPKO has notified TSRI of its intent to terminate this Agreement effective July 2015. In conjunction with entering into the Research Agreement, we also entered into a license agreement with TSRI for technology relating to libraries of peptide tertiary amides. In addition, we entered into a second license with TSRI for technology relating to highly selective inhibitors of c-Jun-N-Terminal Kinases that may be useful for the treatment of various diseases, including Parkinson’s disease. We also entered into a research funding and option agreement to provide funding of approximately $0.2 million annually over three years to support further development of the technology. Dr. Frost served as a Trustee for TSRI until November 2012 and Dr. Lerner, a member of our Board of Directors, served as its President until December 2011. | |
In February 2012, we made a $1.0 million investment in ChromaDex. Other investors participating in the private financing included the Gamma Trust, Hsu Gamma, and Dr. Lerner. Following our investment, we owned 1.5% of ChromaDex, the Gamma Trust owned approximately 16% of ChromaDex; Hsu Gamma owned approximately 1%; and certain of our directors owned less than 1% of ChromaDex. | |
In 2012, we made a $1.7 million investment in Biozone. Effective January 2, 2014, Biozone completed a merger with Cocrystal, another entity in which we have an equity investment, to which Cocrystal was the surviving entity, and the name of the issuer was changed to Cocrystal Pharma, Inc. (“CPI”). Dr. Frost previously invested in both Biozone and Cocrystal. Effective January 16, 2014, we invested an additional $0.5 million in the company as part of a $2.75 million private placement and received 1.0 million shares of common stock and 1.0 million 10-year warrants exercisable at $0.50 per share. At December 31, 2014, we hold an 8% ownership interest in CPI. | |
In August 2011, we made an investment in Neovasc. Dr. Frost and other members of our management are shareholders of Neovasc. Prior to the investment, Dr. Frost beneficially owned approximately 36% of Neovasc, Dr. Hsiao owned approximately 6%, and Mr. Rubin owned less than 1%. Dr. Hsiao and Mr. Rubin also serve on the board of directors of Neovasc. | |
In November 2010, we made an investment in Fabrus and on May 16, 2014, Senesco Technologies, Inc. acquired Fabrus pursuant to an agreement and plan of merger. On September 29, 2014, Senesco changed its name to Sevion Therapeutics, Inc. Dr. Frost and Steven Rubin serve on the Sevion board of directors. At December 31, 2014, we hold an 4% ownership interest in Sevion. | |
In June 2010, we entered into a cooperative research and development agreement with Academia Sinica, Taipei, Taiwan (“Academia Sinica”), for pre-clinical work for a compound against various forms of cancer. Dr. Alice Yu, a member of our Board of Directors, previously served as a Distinguished Research Fellow and Associate Director at the Genomics Research Center, Academia Sinica (“Genomics Research Center”). In connection with the Academia Sinica Agreement, we are required to pay Academia Sinica approximately $0.2 million over the term of the agreement. | |
In June 2009, we entered into a stock purchase agreement with Sorrento, pursuant to which we invested $2.3 million in Sorrento Therapeutics, Inc. (“Sorrento”). In exchange for the investment, we acquired approximately one-third of the outstanding common shares of Sorrento and received a fully-paid, exclusive license to the Sorrento antibody library for the discovery and development of therapeutic antibodies in the field of ophthalmology. On September 21, 2009, Sorrento entered into a merger transaction with Quikbyte Software, Inc. (“Quikbyte”). Prior to the merger transaction, certain investors, including Dr. Frost and other members of our management group, made an investment in Quikbyte. Dr. Lerner serves as a consultant and scientific advisory board member to Sorrento and owns less than one percent of its shares. In December 2013, we completed the sale of our stake in Sorrento and recorded a gain on the sale of $17.2 million and other income of $2.7 million related to an early termination fee under a license agreement with Sorrento. | |
In November 2007, we entered into an office lease with Frost Real Estate Holdings, LLC (“Frost Holdings”), an entity affiliated with Dr. Frost. The lease was for approximately 8,300 square feet of space in an office building in Miami, Florida, where our principal executive offices are located. The lease provided for payments of approximately $18 thousand per month in the first year increasing annually to $24 thousand per month in the fifth year, plus applicable sales tax. The rent was inclusive of operating expenses, property taxes and parking. The rent for the first year was reduced to reflect a $30 thousand credit for the costs of tenant improvements. In August 2012, we entered into a six-month extension on the same terms as the 2007 expiring lease and in February 2013, we agreed to extend the lease on a month-to-month basis. Effective January 1, 2014, we entered into a new lease agreement with Frost Holdings. The lease, as amended on July 28, 2014, was for approximately 22,000 square feet of space. The lease provides for payments of approximately $57 thousand per month in the first year increasing annually to $65 thousand per month in the fifth year, plus applicable sales tax. As in the original lease, the rent is inclusive of operating expenses, property taxes and parking. The rent will be reduced by $216 thousand for the cost of tenant improvements, of which approximately $113 thousand and $103 thousand will be credited against rent payments in 2014 and 2015, respectively. | |
We reimburse Dr. Frost for Company-related use by Dr. Frost and our other executives of an airplane owned by a company that is beneficially owned by Dr. Frost. We reimburse Dr. Frost in an amount equal to the cost of a first class airline ticket between the travel cities for each executive, including Dr. Frost, traveling on the airplane for Company-related business. We do not reimburse Dr. Frost for personal use of the airplane by Dr. Frost or any other executive; nor do we pay for any other fixed or variable operating costs of the airplane. For the years ended December 31, 2014, 2013, and 2012, we reimbursed Dr. Frost approximately $175 thousand, $93 thousand, and $203 thousand, respectively, for Company-related travel by Dr. Frost and other OPKO executives. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans |
Effective January 1, 2007, the OPKO Health Savings and Retirement Plan (the “Plan”) permits employees to contribute up to 50% of qualified pre-tax annual compensation up to annual statutory limitations. The discretionary company match for employee contributions to the Plan is 100% up to the first 4% of the participant’s earnings contributed to the Plan. Our matching contributions to the Plan were approximately $0.6 million, $0.5 million and $0.3 million for the years ended December 31, 2014, 2013, and 2012 respectively. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
In connection with our acquisitions of CURNA, OPKO Diagnostics, OPKO Health Europe and OPKO Renal, we agreed to pay future consideration to the sellers upon the achievement of certain events. As a result, as of December 31, 2014, we recorded $71.6 million as contingent consideration, with $27.4 million recorded within Accrued expenses and $44.2 million recorded within Other long-term liabilities in the accompanying Consolidated Balance Sheets. Refer to Note 5. In addition, in connection with our asset purchase agreement with Schering Plough Corporation, now Merck & Co. (“Merck”), we are required to pay up to an additional $25.0 million upon the achievement of certain development milestones. Future payments to be made under the agreement with Merck will be recognized when the milestones are achieved and consideration is issued or becomes issuable. Refer to Note 14. | |
On April 29, 2013, we were named in a putative class action filed in the Eighth Judicial District Court in and for Clark County, Nevada against PROLOR (now known as OPKO Biologics), the members of the PROLOR Board of Directors, individually (including Drs. Frost and Hsiao and Steven Rubin), and the Company. From May 1, 2013 through May 6, 2013, we were named in an additional five putative class actions suits filed in the Eighth Judicial District Court in and for Clark County, Nevada against the same defendants. On July 17, 2013, these suits were consolidated, for all purposes, into an amended class action complaint. The lawsuit is brought by purported holders of PROLOR’s common stock, both individually and on behalf of a putative class of PROLOR’s stockholders, asserting claims that PROLOR’s Board of Directors breached its fiduciary duties in connection with the merger by purportedly failing to maximize stockholder value, that PROLOR and its Board of Directors failed to disclose material information to PROLOR’s stockholders, and that the Company aided and abetted the alleged breaches of fiduciary duty. On May 5, 2014, the court issued an order dismissing all claims as to all defendants without prejudice, and the plaintiffs did not appeal the dismissal or file an amended complaint. | |
In July 2012, OPKO Lab received a letter from AdvanceMed Corporation (“AdvanceMed”) regarding a post-payment review conducted by AdvanceMed (the “Post-Payment Review Letter”). The Post-Payment Review Letter originated with a post payment review audit by AdvanceMed of 183 claims submitted by OPKO Lab to the Medicare program. OPKO Lab believes that its billing practices were appropriate and it is following the appeal process set forth by Medicare. OPKO Lab received a partially favorable determination, which reduced the amount of the alleged overpayment, and it continues to appeal the remaining alleged overpayments. No assurances can be given about the outcome of the appeal. | |
On or around October 21, 2014, we received a Civil Investigative Demand (“Demand”) from the U.S. Attorney’s Office for the Middle District of Tennessee (“Attorney’s Office”). The Demand concerns an investigation of allegations that the Company or one of its affiliated entities or other parties submitted false claims for payment related to services provided to government healthcare program beneficiaries in violation of the False Claims Act, 31 U.S.C. Section 3729. We intend to fully cooperate with the investigation and produce documents responsive to the Demand. It is too early to assess the probability of a favorable or unfavorable outcome in this matter or the loss or range of loss, if any. | |
We accrue a liability for legal contingencies when we believe that it is both probable that a liability has been incurred and that we can reasonably estimate the amount of the loss. We review these accruals and adjust them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. To the extent new information is obtained and our views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in our accrued liabilities would be recorded in the period in which such determination is made. For the matters referenced in the paragraph below, the amount of liability is not probable or the amount cannot be reasonably estimated; and, therefore, accruals have not been made. In addition, in accordance with the relevant authoritative guidance, for matters which the likelihood of material loss is at least reasonably possible, we provide disclosure of the possible loss or range of loss; however, if a reasonable estimate cannot be made, we will provide disclosure to that effect. | |
We are a party to other litigation in the ordinary course of business. We do not believe that any such litigation will have a material adverse effect on our business, financial condition, or results of operations. | |
We expect to incur substantial losses as we continue the development of our product candidates, continue our other research and development activities, and establish a sales and marketing infrastructure in anticipation of the commercialization of our diagnostic and pharmaceutical product candidates. We currently have limited commercialization capabilities, and it is possible that we may never successfully commercialize any of our diagnostic and pharmaceutical product candidates. We do not currently generate significant revenue from any of our diagnostic and pharmaceutical product candidates. Our research and development activities are budgeted to expand over a period of time and will require further resources if we are to be successful. As a result, we believe that our operating losses are likely to be substantial over the next several years. We may need to obtain additional funds to further develop our research and development programs, and there can be no assurance that additional capital will be available to us on acceptable terms, or at all. | |
At December 31, 2014, we were committed to make future purchases for inventory and other items that occur in the ordinary course of business under various purchase arrangements with fixed purchase provisions aggregating $14.7 million. |
Strategic_Alliances
Strategic Alliances | 12 Months Ended |
Dec. 31, 2014 | |
Strategic Alliances [Abstract] | |
Strategic Alliances | Strategic Alliances |
Pfizer Inc. | |
We plan to develop a portfolio of product candidates through a combination of internal development and external partnerships. In December 2014, we entered into an exclusive worldwide agreement with Pfizer Inc. (“Pfizer”) for the development and commercialization of our long-acting hGH-CTP for the treatment of growth hormone deficiency (“GHD”) in adults and children, as well as for the treatment of growth failure in children born small for gestational age (“SGA”) (the “Pfizer Transaction”). | |
The Pfizer Transaction closed in January 2015 following the termination of the waiting period under the Hart-Scott-Rodino Act. Under the terms of the Pfizer Transaction, we received non-refundable and non-creditable upfront payments of $295 million and are eligible to receive up to an additional $275 million upon the achievement of certain regulatory milestones. Pfizer received the exclusive license to commercialize hGH-CTP worldwide. In addition, we are eligible to receive initial royalty payments associated with the commercialization of hGH-CTP for Adult GHD. Upon the launch of hGH-CTP for Pediatric GHD, the royalties will transition to a regional, tiered gross profit sharing for both hGH-CTP and Pfizer’s Genotropin®. | |
We will lead the clinical activities and will be responsible for funding the development programs for the key indications, which includes Adult and Pediatric GHD and Pediatric SGA. Pfizer will be responsible for all development costs for additional indications as well as all post-marketing studies. In addition, Pfizer will fund the commercialization activities for all indications and lead the manufacturing activities covered by the global development plan. | |
As the Pfizer Transaction was completed in January 2015, no revenue was recognized for the year ended December 31, 2014 for the Pfizer Transaction. See further discussion of the Pfizer Transaction in Note 20. | |
TESARO | |
In November 2009, we entered into an asset purchase agreement (the “NK-1 Agreement”) under which we acquired rolapitant and other neurokinin-1 (“NK-1”) assets from Schering Plough Corporation, now Merck. In December 2010, we entered into an exclusive license agreement with TESARO, in which we out-licensed the development, manufacture, commercialization and distribution of our lead NK-1 candidate, rolapitant (the “TESARO License”). Under the terms of the TESARO License, we are eligible for payments of up to $121.0 million, including an up-front payment of $6.0 million, which has been received, and additional payments based upon achievement of specified regulatory and commercialization milestones. In addition, TESARO will pay us double digit tiered royalties on sales of licensed products. We will share future profits from the commercialization of licensed products in Japan with TESARO and we will have an option to market the products in Latin America. | |
In September 2014, TESARO submitted a New Drug Application (“NDA”) to the FDA for approval of oral rolapitant, an investigational neurokinin-1 receptor antagonist in development for the prevention of chemotherapy-induced nausea and vomiting. Under the terms of our agreement with TESARO, TESARO paid us a milestone payment of $5.0 million upon acceptance by the FDA of the NDA in the fourth quarter 2014 which was recognized in Revenue from transfer of intellectual property in the Consolidated Statement of Operations. | |
Under the terms of the NK-1 Agreement, upon acceptance by the FDA of TESARO’s NDA in the fourth quarter of 2014, we were required to make a $2.0 million milestone payment to Merck. We accounted for the NK-1 Agreement as an asset acquisition and allocated the entire $2.0 million payment to In-process research and development expense in the Consolidated Statement of Operations. Under the terms of the NK-1 Agreement, we are required to pay up to an additional $25.0 million upon achievement of certain development milestones. Future payments to be made under the NK-1 Agreement will be recognized when the milestones are achieved and consideration is issued or becomes issuable. | |
RXi Pharmaceuticals Corporation | |
In March 2013, we completed the sale to RXi Pharmaceuticals Corporation (“RXi”) of substantially all of our assets in the field of RNA interference (the “RNAi Assets”) (collectively, the “Asset Purchase Agreement”). In accounting for the sale of the RNAi Assets, we determined that we did not have any continuing involvement in the development of the RNAi Assets or any other future performance obligations and, as a result, during the year ended December 31, 2013, we recognized $12.5 million of revenue from transfer of intellectual property in our Consolidated Statement of Operations. | |
Pursuant to the Asset Purchase Agreement, RXi will be required to pay us up to $50.0 million in milestone payments upon the successful development and commercialization of each drug developed by RXi, certain of its affiliates or any of its or their licensees or sublicensees utilizing patents included within the RNAi Assets (each, a “Qualified Drug”). In addition, RXi will also be required to pay us royalties equal to: (a) a mid single-digit percentage of “Net Sales” (as defined in the Asset Purchase Agreement) with respect to each Qualified Drug sold for an ophthalmologic use during the applicable “Royalty Period” (as defined in the Asset Purchase Agreement); and (b) a low single-digit percentage of net sales with respect to each Qualified Drug sold for a non-ophthalmologic use during the applicable royalty period. | |
Other | |
We have also completed strategic deals with the UT Southwestern, Washington University, INEOS Healthcare, TSRI, the President and Fellows of Harvard College, and Academia Sinica, among others. In connection with these license agreements, upon the achievement of certain milestones we are obligated to make certain payments and have royalty obligations upon sales of products developed under the license agreements. At this time, we are unable to estimate the timing and amounts of payments as the obligations are based on future development of the licensed products. |
Leases
Leases | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Leases [Abstract] | ||||
Leases | Leases | |||
We conduct certain of our operations under operating lease agreements. Rent expense under operating leases was approximately $2.6 million, $1.9 million, and $1.3 million for the years ended December 31, 2014, 2013, and 2012, respectively. | ||||
As of December 31, 2014, the aggregate future minimum lease payments under all non-cancelable operating leases with initial or remaining lease terms in excess of one year are as follows: | ||||
Year Ending | (In thousands) | |||
2015 | $ | 2,744 | ||
2016 | 2,290 | |||
2017 | 1,478 | |||
2018 | 1,149 | |||
2019 | 653 | |||
Thereafter | 3,256 | |||
Total minimum lease commitments | $ | 11,570 | ||
Segments
Segments | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Segments | Segments | |||||||||||
We currently manage our operations in two reportable segments, pharmaceuticals and diagnostics. The pharmaceuticals segment consists of two operating segments, our (i) pharmaceutical research and development segment which is focused on the research and development of pharmaceutical products, and vaccines, and (ii) the pharmaceutical operations we acquired in Chile, Mexico, Israel, Spain, Brazil, and Uruguay. The diagnostics segment consists of two operating segments, our (i) pathology operations we acquired through the acquisition of OPKO Lab and (ii) point-of-care and molecular diagnostics operations. There are no inter-segment sales. We evaluate the performance of each segment based on operating profit or loss. There is no inter-segment allocation of interest expense and income taxes. | ||||||||||||
Information regarding our operations and assets for our operating segments and the unallocated corporate operations as well as geographic information are as follows: | ||||||||||||
For the years ended December 31, | ||||||||||||
(In thousands) | 2014 | 2013 | 2012 | |||||||||
Product revenues: | ||||||||||||
Pharmaceuticals | $ | 76,983 | $ | 68,161 | $ | 45,295 | ||||||
Diagnostics | — | — | — | |||||||||
Corporate | — | — | — | |||||||||
$ | 76,983 | $ | 68,161 | $ | 45,295 | |||||||
Revenue from services: | ||||||||||||
Pharmaceuticals | $ | — | $ | — | $ | — | ||||||
Diagnostics | 8,426 | 10,833 | 395 | |||||||||
Corporate | 240 | 825 | 1,354 | |||||||||
$ | 8,666 | $ | 11,658 | $ | 1,749 | |||||||
Revenue from transfer of intellectual property: | ||||||||||||
Pharmaceuticals | $ | 5,285 | $ | 15,160 | $ | — | ||||||
Diagnostics | 191 | 1,551 | — | |||||||||
Corporate | — | — | — | |||||||||
$ | 5,476 | $ | 16,711 | $ | — | |||||||
Operating (loss) income: | ||||||||||||
Pharmaceuticals | $ | (94,401 | ) | $ | (29,809 | ) | $ | (6,797 | ) | |||
Diagnostics | (21,647 | ) | (22,199 | ) | (14,259 | ) | ||||||
Corporate | (27,725 | ) | (24,473 | ) | (15,628 | ) | ||||||
Less: Operating loss attributable to noncontrolling interests | (2,042 | ) | (3,151 | ) | (585 | ) | ||||||
$ | (145,815 | ) | $ | (79,632 | ) | $ | (37,269 | ) | ||||
Depreciation and amortization: | ||||||||||||
Pharmaceuticals | $ | 7,936 | $ | 8,234 | $ | 6,367 | ||||||
Diagnostics | 6,894 | 6,833 | 3,614 | |||||||||
Corporate | 97 | 149 | 179 | |||||||||
$ | 14,927 | $ | 15,216 | $ | 10,160 | |||||||
Net loss from investment in investees: | ||||||||||||
Pharmaceuticals | $ | (3,587 | ) | $ | (11,456 | ) | $ | (2,062 | ) | |||
Diagnostics | — | — | — | |||||||||
Corporate | — | — | — | |||||||||
$ | (3,587 | ) | $ | (11,456 | ) | $ | (2,062 | ) | ||||
Revenues: | ||||||||||||
United States | $ | 14,142 | $ | 28,369 | $ | 1,749 | ||||||
Chile | 29,154 | 31,650 | 26,514 | |||||||||
Spain | 21,323 | 18,800 | 6,124 | |||||||||
Israel | 20,638 | 13,252 | 7,655 | |||||||||
Mexico | 5,807 | 4,459 | 5,002 | |||||||||
Other | 61 | — | — | |||||||||
$ | 91,125 | $ | 96,530 | $ | 47,044 | |||||||
(In thousands) | December 31, | December 31, | ||||||||||
2014 | 2013 | |||||||||||
Assets: | ||||||||||||
Pharmaceuticals | $ | 1,064,498 | $ | 1,065,033 | ||||||||
Diagnostics | 108,072 | 116,944 | ||||||||||
Corporate | 95,094 | 209,539 | ||||||||||
$ | 1,267,664 | $ | 1,391,516 | |||||||||
Goodwill: | ||||||||||||
Pharmaceuticals | $ | 173,327 | $ | 175,408 | ||||||||
Diagnostics | 50,965 | 50,965 | ||||||||||
Corporate | — | — | ||||||||||
$ | 224,292 | $ | 226,373 | |||||||||
During the year ended December 31, 2014, one customer of our pharmaceutical segment represented 13% of our total revenue. During the years ended December 31, 2013, and 2012, no customer represented more than 10% of our total revenue. As of December 31, 2014, 2013, and 2012, no customer represented more than 10% of our accounts receivable balance. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||||||||||
We record fair values at an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. We utilize a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. | ||||||||||||||||||||
A summary of our investments classified as available for sale and carried at fair value, is as follows: | ||||||||||||||||||||
As of December 31, 2014 | ||||||||||||||||||||
(In thousands) | Amortized | Gross | Gross | Gain/(Loss) | Fair | |||||||||||||||
Cost | unrealized | unrealized | in | value | ||||||||||||||||
gains in | losses in | Accumulated | ||||||||||||||||||
Accumulated | Accumulated | Deficit | ||||||||||||||||||
OCI | OCI | |||||||||||||||||||
Common stock investments, available for sale | $ | 11,479 | $ | 293 | $ | (4,573 | ) | $ | (1,441 | ) | $ | 5,758 | ||||||||
Common stock options/warrants | 1,425 | 216 | — | 4,673 | 6,314 | |||||||||||||||
Total assets | $ | 12,904 | $ | 509 | $ | (4,573 | ) | $ | 3,232 | $ | 12,072 | |||||||||
As of December 31, 2013 | ||||||||||||||||||||
(In thousands) | Amortized | Gross | Gross | Gain/(Loss) | Fair | |||||||||||||||
Cost | unrealized | unrealized | in | value | ||||||||||||||||
gains in | losses in | Accumulated | ||||||||||||||||||
Accumulated | Accumulated | Deficit | ||||||||||||||||||
OCI | OCI | |||||||||||||||||||
Common stock investments, available for sale | $ | 3,376 | $ | 2,698 | $ | — | $ | — | $ | 6,074 | ||||||||||
Common stock options/warrants | 925 | 1,041 | — | 4,022 | 5,988 | |||||||||||||||
Total assets | $ | 4,301 | $ | 3,739 | $ | — | $ | 4,022 | $ | 12,062 | ||||||||||
Any future fluctuation in fair value related to these instruments that is judged to be temporary, including any recoveries of previous write-downs, will be recorded in Accumulated other comprehensive income or loss. If we determine that any future valuation adjustment was other-than-temporary, we will record a loss during the period such determination is made. | ||||||||||||||||||||
As of December 31, 2014, we have money market funds that qualify as cash equivalents, forward contracts for inventory purchases (Refer to Note 18) and contingent consideration related to the acquisitions of CURNA, OPKO Diagnostics, OPKO Health Europe, and OPKO Renal that are required to be measured at fair value on a recurring basis. In addition, in connection with our investment and our consulting agreement with Neovasc, we record the related Neovasc options at fair value as well as the warrants from Cocrystal, ARNO and Sevion. | ||||||||||||||||||||
Our financial assets and liabilities measured at fair value on a recurring basis are as follows: | ||||||||||||||||||||
Fair value measurements as of December 31, 2014 | ||||||||||||||||||||
(In thousands) | Quoted | Significant | Significant | Total | ||||||||||||||||
prices in | other | unobservable | ||||||||||||||||||
active | observable | inputs | ||||||||||||||||||
markets for | inputs | (Level 3) | ||||||||||||||||||
identical | (Level 2) | |||||||||||||||||||
assets | ||||||||||||||||||||
(Level 1) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Money market funds | $ | 71,286 | $ | — | $ | — | $ | 71,286 | ||||||||||||
Certificates of deposit | — | — | — | — | ||||||||||||||||
Common stock investments, available for sale | 5,758 | — | — | 5,758 | ||||||||||||||||
Common stock options/warrants | — | 6,314 | — | 6,314 | ||||||||||||||||
Forward contracts | — | 36 | — | 36 | ||||||||||||||||
Total assets | $ | 77,044 | $ | 6,350 | $ | — | $ | 83,394 | ||||||||||||
Liabilities: | ||||||||||||||||||||
Embedded conversion option | $ | — | $ | — | $ | 65,947 | $ | 65,947 | ||||||||||||
Contingent consideration: | ||||||||||||||||||||
CURNA | — | — | 440 | 440 | ||||||||||||||||
OPKO Diagnostics | — | — | 13,578 | 13,578 | ||||||||||||||||
OPKO Renal | — | — | 55,780 | 55,780 | ||||||||||||||||
OPKO Health Europe | — | — | 1,769 | 1,769 | ||||||||||||||||
Total liabilities | $ | — | $ | — | $ | 137,514 | $ | 137,514 | ||||||||||||
Fair value measurements as of December 31, 2013 | ||||||||||||||||||||
(In thousands) | Quoted | Significant | Significant | Total | ||||||||||||||||
prices in | other | unobservable | ||||||||||||||||||
active | observable | inputs | ||||||||||||||||||
markets for | inputs | (Level 3) | ||||||||||||||||||
identical | (Level 2) | |||||||||||||||||||
assets | ||||||||||||||||||||
(Level 1) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Money market funds | $ | 168,418 | $ | — | $ | — | $ | 168,418 | ||||||||||||
Certificates of deposit | — | 827 | — | 827 | ||||||||||||||||
Pharmsynthez Notes Receivable & Purchase Option | — | 6,151 | — | 6,151 | ||||||||||||||||
Common stock investments, available for sale | 6,074 | — | — | 6,074 | ||||||||||||||||
Common stock options/warrants | — | 5,988 | — | 5,988 | ||||||||||||||||
Forward contracts | — | 49 | — | 49 | ||||||||||||||||
Total assets | $ | 174,492 | $ | 13,015 | $ | — | $ | 187,507 | ||||||||||||
Liabilities: | ||||||||||||||||||||
Embedded conversion option | $ | — | $ | — | $ | 101,087 | $ | 101,087 | ||||||||||||
Deferred acquisition payments, net of discount | — | — | 5,465 | 5,465 | ||||||||||||||||
Contingent consideration: | ||||||||||||||||||||
CURNA | — | — | 573 | 573 | ||||||||||||||||
OPKO Diagnostics | — | — | 13,776 | 13,776 | ||||||||||||||||
FineTech | — | — | 3,124 | 3,124 | ||||||||||||||||
OPKO Renal | — | — | 53,092 | 53,092 | ||||||||||||||||
OPKO Health Europe | — | — | 1,043 | 1,043 | ||||||||||||||||
Total liabilities | $ | — | $ | — | $ | 178,160 | $ | 178,160 | ||||||||||||
The carrying amount and estimated fair value of our long-term debt, as well as the applicable fair value hierarchy tiers, are contained in the table below. The fair value of the 2033 Senior Notes is determined using a binomial lattice approach in order to estimate the fair value of the embedded derivative in the 2033 Senior Notes. Refer to Note 6. | ||||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||
(In thousands) | Carrying | Total | Level 1 | Level 2 | Level 3 | |||||||||||||||
Value | Fair Value | |||||||||||||||||||
2033 Senior Notes | $ | 65,507 | $ | 63,062 | $ | — | $ | — | $ | 63,062 | ||||||||||
There have been no transfers between Level 1 and Level 2 and no transfers to or from Level 3 of the fair value hierarchy. | ||||||||||||||||||||
As of December 31, 2014 and 2013, the carrying value of our other assets and liabilities approximates their fair value due to their short-term nature. | ||||||||||||||||||||
The following tables reconcile the beginning and ending balances of our Level 3 assets and liabilities as of December 31, 2014 and 2013: | ||||||||||||||||||||
31-Dec-14 | ||||||||||||||||||||
(In thousands) | Contingent | Deferred | Embedded | |||||||||||||||||
consideration | acquisition | conversion | ||||||||||||||||||
payments, net | option | |||||||||||||||||||
of discount | ||||||||||||||||||||
Balance at December 31, 2013 | $ | 71,620 | $ | 5,465 | $ | 101,087 | ||||||||||||||
Additions | — | — | — | |||||||||||||||||
Total losses (gains) for the period: | ||||||||||||||||||||
Included in results of operations | 24,446 | (735 | ) | 12,213 | ||||||||||||||||
Foreign currency impact | (130 | ) | — | — | ||||||||||||||||
Payments | (24,369 | ) | (4,730 | ) | — | |||||||||||||||
Conversion | — | — | (47,353 | ) | ||||||||||||||||
Balance at December 31, 2014 | $ | 71,567 | $ | — | $ | 65,947 | ||||||||||||||
31-Dec-13 | ||||||||||||||||||||
(In thousands) | BZNE Note | Contingent | Deferred | Embedded | ||||||||||||||||
and | consideration | acquisition | conversion | |||||||||||||||||
conversion | payments, net | option | ||||||||||||||||||
feature | of discount | |||||||||||||||||||
Balance at December 31, 2012 | $ | 2,040 | $ | 20,056 | $ | 10,103 | $ | — | ||||||||||||
Additions | — | 47,710 | — | 59,204 | ||||||||||||||||
Total losses (gains) for the period: | ||||||||||||||||||||
Included in results of operations | — | 6,947 | 829 | 52,742 | ||||||||||||||||
Foreign currency remeasurement | 31 | |||||||||||||||||||
Conversion | (2,040 | ) | — | — | (10,859 | ) | ||||||||||||||
Payments | — | (3,124 | ) | (5,467 | ) | — | ||||||||||||||
Balance at December 31, 2013 | $ | — | $ | 71,620 | $ | 5,465 | $ | 101,087 | ||||||||||||
The estimated fair values of our financial instruments have been determined by using available market information and what we believe to be appropriate valuation methodologies. We use the following methods and assumptions in estimating fair value: | ||||||||||||||||||||
Contingent consideration – We estimate the fair value of the contingent consideration utilizing a discounted cash flow model for the expected payments based on estimated timing and expected revenues. We use several discount rates depending on each type of contingent consideration related to OPKO Diagnostics, CURNA, OPKO Health Europe, OPKO Renal and rolapitant transactions. The discount rates used range from 6% to 27% and were based on the weighted average cost of capital for those businesses. If the discount rates were to increase by 1%, on each transaction, the contingent consideration would decrease by $1.2 million. If estimated future sales were to decrease by 10%, the contingent consideration related to OPKO Renal would decrease by $1.5 million. As of December 31, 2014, of the $71.6 million of contingent consideration, $27.4 million is recorded in Accrued expenses and $44.2 million is recorded in Other long-term liabilities. As of December 31, 2013, of the $71.6 million of contingent consideration, $28.0 million is recorded in Accrued expenses and $43.6 million is recorded in Other long-term liabilities. | ||||||||||||||||||||
Deferred payments – We estimate the fair value of the deferred payments utilizing a discounted cash flow model for the expected payments. | ||||||||||||||||||||
Embedded conversion option – We estimate the fair value of the embedded conversion option related to the 2033 Senior Notes using a binomial lattice model. Refer to Note 6 for detail description of the binomial lattice model and the fair value assumptions used. | ||||||||||||||||||||
BZNE Notes and conversion feature - The stock market activity in BZNE does not represent an active market and as such, we determined the fair market value utilizing a business enterprise valuation approach in order to determine the fair value of our investment. The most significant assumptions are the projected revenue growth and operating income (loss). The impact of a change in any of our significant underlying assumptions +/- 1% would not result in a materially different fair value. We converted the BZNE Notes into common stock in December 2013. |
Derivative_Contracts
Derivative Contracts | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||
Derivative Contracts | Derivative Contracts | ||||||||||||
The following table summarizes the fair values and the presentation of our derivative financial instruments in the Consolidated Balance Sheets: | |||||||||||||
(In thousands) | Balance Sheet Component | December 31, | December 31, | ||||||||||
2014 | 2013 | ||||||||||||
Derivative financial instruments: | |||||||||||||
Pharmsynthez Note Receivable and Purchase Option | Prepaid expenses and other current assets | $ | — | $ | 6,151 | ||||||||
Common stock options/warrants | Investments, net | $ | 6,314 | $ | 5,988 | ||||||||
Embedded conversion option | 2033 Senior Notes, net of discount and estimated fair value of embedded derivatives | $ | 65,947 | $ | 101,087 | ||||||||
Forward contracts (1) | Current portion of lines of credit and notes payable | $ | 36 | $ | 49 | ||||||||
(1) | Gains on forward contracts are recorded in Prepaid expenses and other current assets. Losses on forward contracts are recorded in Accrued expenses. | ||||||||||||
We enter into foreign currency forward exchange contracts to cover the risk of exposure to exchange rate differences arising from inventory purchases on letters of credit. Under these forward contracts, for any rate above or below the fixed rate, we receive or pay the difference between the spot rate and the fixed rate for the given amount at the settlement date. | |||||||||||||
To qualify the derivative instrument as a hedge, we are required to meet strict hedge effectiveness and contemporaneous documentation requirements at the initiation of the hedge and assess the hedge effectiveness on an ongoing basis over the life of the hedge. At December 31, 2014 and 2013, our derivative financial instruments do not meet the documentation requirements to be designated as hedges. Accordingly, we recognize the changes in Fair value of derivative instruments, net in our Consolidated Statements of Operations. The following table summarizes the losses and gains recorded for the years ended December 31, 2014 and 2013: | |||||||||||||
For the years ended December 31, | |||||||||||||
(In thousands) | 2014 | 2013 | 2012 | ||||||||||
Derivative gain (loss): | |||||||||||||
Common stock options/warrants (1) | $ | 1,193 | $ | 6,544 | $ | 1,350 | |||||||
2033 Senior Notes | (12,213 | ) | (52,742 | ) | — | ||||||||
Forward contracts | $ | 388 | $ | 256 | $ | (132 | ) | ||||||
Total | $ | (10,632 | ) | $ | (45,942 | ) | $ | 1,218 | |||||
(1) | Includes the Pharmsynthez Note Receivable and the Purchase Option. | ||||||||||||
The outstanding forward contracts at December 31, 2014 and 2013, have been recorded at fair value and their maturity details are as follows: | |||||||||||||
(In thousands) | Contract value | Fair value at | Effect on income (loss) | ||||||||||
Days until maturity | December 31, 2014 | ||||||||||||
0 to 30 | $ | 750 | $ | 780 | $ | 30 | |||||||
31 to 60 | 90 | 93 | 3 | ||||||||||
61 to 90 | — | — | — | ||||||||||
91 to 120 | 68 | 71 | 3 | ||||||||||
121 to 180 | — | — | — | ||||||||||
Total | $ | 908 | $ | 944 | $ | 36 | |||||||
(In thousands) | Contract value | Fair value at | Effect on income (loss) | ||||||||||
Days until maturity | December 31, 2013 | ||||||||||||
0 to 30 | $ | 472 | $ | 489 | $ | 17 | |||||||
31 to 60 | 561 | 579 | 18 | ||||||||||
61 to 90 | 503 | 517 | 14 | ||||||||||
91 to 120 | — | — | — | ||||||||||
121 to 180 | — | — | — | ||||||||||
More than 180 | — | — | — | ||||||||||
Total | $ | 1,536 | $ | 1,585 | $ | 49 | |||||||
Selected_Quarterly_Financial_D
Selected Quarterly Financial Data (Unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Selected Quarterly Financial Data (Unaudited) | Selected Quarterly Financial Data (Unaudited) | |||||||||||||||
For the 2014 Quarters Ended | ||||||||||||||||
(In thousands, except per share data) | March 31 | June 30 | September 30 | December 31 | ||||||||||||
Total revenues | $ | 22,274 | $ | 23,545 | $ | 19,773 | $ | 25,533 | ||||||||
Total costs and expenses | 52,550 | 58,429 | 67,974 | 57,987 | ||||||||||||
Net loss | (45,088 | ) | (26,075 | ) | (50,014 | ) | (53,461 | ) | ||||||||
Net loss attributable to common shareholders | (44,548 | ) | (25,478 | ) | (48,669 | ) | (52,971 | ) | ||||||||
(Loss) income per share, basic and diluted: | $ | (0.11 | ) | $ | (0.06 | ) | $ | (0.11 | ) | $ | (0.12 | ) | ||||
For the 2013 Quarters Ended | ||||||||||||||||
(In thousands, except per share data) | March 31 | June 30 | September 30 | December 31 | ||||||||||||
Total revenues | $ | 31,376 | $ | 23,821 | $ | 20,641 | $ | 20,692 | ||||||||
Total costs and expenses | 38,149 | 41,805 | 39,650 | 56,558 | ||||||||||||
Net loss | (34,763 | ) | (4,353 | ) | (60,801 | ) | (17,429 | ) | ||||||||
Net loss attributable to common shareholders | (34,635 | ) | (3,394 | ) | (59,998 | ) | (16,800 | ) | ||||||||
(Loss) income per share, basic and diluted: | $ | (0.11 | ) | $ | (0.01 | ) | $ | (0.17 | ) | $ | (0.04 | ) |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events |
The Pfizer Transaction was completed in January 2015 following the termination of the waiting period under the Hart-Scott-Rodino Act. In the first quarter of 2015, we expect to make a payment $25.6 million to the Office of the Chief Scientist of the Israeli Ministry of Economy (“OCS”) in connection with repayment obligations resulting from grants previously made by the OCS to OPKO Biologics to support development of hGH-CTP and the outlicense of the technology outside of Israel. | |
We have reviewed all subsequent events and transactions that occurred after the date of our December 31, 2014 Consolidated Balance Sheet date, through the time of filing this Annual Report on Form 10-K. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation. The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the U.S. and with the instructions to Form 10-K and of Regulation S-X |
Reclassifications of certain amounts | Reclassifications and correction of immaterial errors. During 2013 and the first quarter of 2014, we reported payments for contingent consideration and some deferred payments as cash outflows from operating activities. Amounts paid pertaining to the initial purchase accounting contingent liabilities should have been classified as cash outflows from financing activities. Amounts paid in excess of the initial purchase accounting contingent liabilities have been classified as cash outflows from operating activities. We have corrected the amounts previously reported in our Form 10-K for the year ended December 31, 2013 in conjunction with the filing of this Form 10-K and the year ended December 31, 2014 by reducing cash outflows from operating activities and increasing cash outflows from financing activities by $2.5 million and $6.4 million for 2013 and 2014, respectively |
Principles of consolidation | Principles of consolidation. The accompanying Consolidated Financial Statements include the accounts of OPKO Health, Inc. and of our wholly-owned subsidiaries and variable interest entities in which we are deemed to be the primary beneficiary. All intercompany accounts and transactions are eliminated in consolidation. |
Use of estimates | Use of estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash and cash equivalents | Cash and cash equivalents. Cash and cash equivalents include short-term, interest-bearing instruments with original maturities of 90 days or less at the date of purchase. We also consider all highly liquid investments with original maturities at the date of purchase of 90 days or less as cash equivalents. These investments include money markets, bank deposits, certificates of deposit and U.S. treasury securities. |
Inventories | Inventories. Inventories are valued at the lower of cost or market (net realizable value). Cost is determined by the first-in, first-out method. We consider such factors as the amount of inventory on hand, estimated time required to sell such inventories, remaining shelf-life, and current market conditions to determine whether inventories are stated at the lower of cost or market. |
Pre-launch inventories. We may accumulate commercial quantities of certain product candidates prior to the date we anticipate that such products will receive final FDA approval. The accumulation of such pre-launch inventories involves the risk that such products may not be approved for marketing by the FDA on a timely basis, or ever. This risk notwithstanding, we may accumulate pre-launch inventories of certain products when such action is appropriate in relation to the commercial value of the product launch opportunity. In accordance with our policy, this pre-launch inventory is expensed. | |
Goodwill and Intangible Assets | Goodwill and intangible assets. Goodwill represents the difference between the purchase price and the estimated fair value of the net assets acquired when accounted for by the purchase method of accounting and arose from our acquisitions of Pharma Genexx, S.A. (“OPKO Chile”), Pharmacos Exakta S.A. de C.V. (“OPKO Mexico”), CURNA, Inc. (“CURNA”), Claros Diagnostics, Inc. (“OPKO Diagnostics”), FineTech Pharmaceuticals, Ltd. (“FineTech”), ALS Distribuidora Limitada (“ALS”), Farmadiet Group Holding, S.L. (“OPKO Health Europe”), previously known as OPKO Spain, Prost-Data, Inc. (“OPKO Lab”), Cytochroma Inc. (“OPKO Renal”), Silcon Comércio, Importacao E Exportacao de Produtos Farmaceuticos e Cosmeticos Ltda. (“OPKO Brazil”) and PROLOR Biotech, Inc. (“OPKO Biologics”). Goodwill, in-process research and development (“IPR&D”) and other intangible assets acquired in business combinations, licensing and other transactions at December 31, 2014 and 2013, were $1.1 billion and $1.1 billion, respectively. |
Assets acquired and liabilities assumed in business combinations, licensing and other transactions are recognized at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill. We determined the fair value of intangible assets, including IPR&D, using the “income method.” | |
Goodwill is tested at least annually for impairment, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, by assessing qualitative factors or performing a quantitative analysis in determining whether it is more likely than not that its fair value exceeds the carrying value. | |
Intangible assets are tested for impairment whenever events or changes in circumstances warrant a review, although IPR&D is required to be tested at least annually until the project is completed or abandoned. Upon obtaining regulatory approval, the IPR&D asset is then accounted for as a finite-lived intangible asset and amortized on a straight-line basis over its estimated useful life. If the project is abandoned, the IPR&D asset is charged to expense. | |
We amortize intangible assets with definite lives on a straight-line basis over their estimated useful lives, currently ranging from 3 to 10 years, and review for impairment at least annually, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. We use the straight-line method of amortization as there is no reliably determinable pattern in which the economic benefits of our intangible assets are consumed or otherwise used up | |
Fair value measurements | Fair value measurements. The carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to the short-term maturities of these instruments. Investments that are considered available for sale as of December 31, 2014 are carried at fair value. |
Short-term investments, which we invest in from time to time, include bank deposits, corporate notes, U.S. treasury securities and U.S. government agency securities with original maturities of greater than 90 days and remaining maturities of less than one year. Long-term investments include corporate notes, U.S. treasury securities and U.S. government agency securities with maturities greater than one year. | |
In evaluating the fair value information, considerable judgment is required to interpret the market data used to develop the estimates. The use of different market assumptions and/or different valuation techniques may have a material effect on the estimated fair value amounts. Accordingly, the estimates of fair value presented herein may not be indicative of the amounts that could be realized in a current market exchange | |
Contingent consideration | Contingent consideration. Each period we revalue the contingent consideration obligations associated with certain acquisitions to their fair value and record increases in the fair value as contingent consideration expense and decreases in the fair value as contingent consideration income. Changes in contingent consideration result from changes in the assumptions regarding probabilities of successful achievement of related milestones, the estimated timing in which the milestones are achieved and the discount rate used to estimate the fair value of the liability. Contingent consideration may change significantly as our development programs progress, revenue estimates evolve and additional data is obtained, impacting our assumptions. The assumptions used in estimating fair value require significant judgment. The use of different assumptions and judgments could result in a materially different estimate of fair value which may have a material impact on our results from operations and financial position. |
Derivative financial instruments | Derivative financial instruments. We record derivative financial instruments on our Consolidated Balance Sheet at their fair value and recognize the changes in the fair value in our Consolidated Statement of Operations when they occur, the only exception being derivatives that qualify as hedges. For the derivative instrument to qualify as a hedge, we are required to meet strict hedge effectiveness and contemporaneous documentation requirements at the initiation of the hedge and assess the hedge effectiveness on an ongoing basis over the life of the hedge. At December 31, 2014 and 2013, our forward contracts for inventory purchases did not meet the documentation requirements to be designated as hedges. Accordingly, we recognize all changes in the fair values of our derivatives instruments, net, in our Consolidated Statement of Operations |
Property, Plant, Equipment and Investment Properties | Property, Plant, Equipment and Investment Properties. Property, plant, equipment and investment properties are recorded at cost. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, generally five to ten years and includes amortization expense for assets capitalized under capital leases. The estimated useful lives by asset class are as follows: software - 3 years, machinery and equipment - 5-8 years, furniture and fixtures - 5-10 years, leasehold improvements - the lesser of their useful life or the lease term, buildings and improvements - 10-40 years. Expenditures for repairs and maintenance are charged to expense as incurred |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets. Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, then an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value, or carrying amount for cost basis assets, of the asset. |
Income Taxes | Income Taxes. Income taxes are accounted for under the asset-and-liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and the respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. We periodically evaluate the realizability of our net deferred tax assets. Our tax accruals are analyzed periodically and adjustments are made as events occur to warrant such adjustment. |
Revenue recognition | Revenue recognition. Generally, we recognize revenue from product sales when goods are shipped and title and risk of loss transfer to our customers. Our estimates for sales returns and allowances are based upon the historical patterns of product returns and allowances taken, matched against the sales from which they originated, and management’s evaluation of specific factors that may increase or decrease the risk of product returns. |
Revenue for laboratory services is recognized on the accrual basis at the time test results are reported, which approximates when services are provided. Services are provided to certain patients covered by various third-party payer programs including various managed care organizations, as well as the Medicare and Medicaid programs. Billings for services under third-party payer programs are included in sales net of allowances for contractual discounts and allowances for differences between the amounts billed and estimated program payment amounts. Adjustments to the estimated payment amounts based on final settlement with the programs are recorded upon settlement as an adjustment to revenue. | |
For the years ended December 31, 2014, 2013 and 2012, revenue from services also includes $0.8 million, $0.8 million and $1.4 million, respectively, of revenue related to our consulting agreement with Neovasc and to revenue related to molecular diagnostics collaboration agreements. We recognize this revenue on a straight-line basis over the contractual term of the agreements. | |
Revenue from transfer of intellectual property includes revenue related to the sale, license or transfer of intellectual property such as upfront license payments, license fees and milestone payments received through our license, collaboration and commercialization agreements. We analyze our multiple-element arrangements to determine whether the elements can be separated and accounted for individually as separate units of accounting. | |
Non-refundable license fees for the out-license of our technology are recognized depending on the provisions of each agreement. We recognize non-refundable upfront license payments as revenue upon receipt if the license has standalone value and qualifies for treatment as a separate unit of accounting under Accounting Standards Codification, or ASC, 605-25, Multiple-Element Arrangements. License fees with ongoing involvement or performance obligations that do not have standalone value are recorded as deferred revenue, included in Accrued expenses or Other long-term liabilities, when received and generally are recognized ratably over the period of such performance obligation only after both the license period has commenced and we have delivered the technology. | |
The assessment of our obligations and related performance periods requires significant management judgment. If an agreement contains research and development obligations, the relevant time period for the research and development phase is based on management estimates and could vary depending on the outcome of clinical trials and the regulatory approval process. Such changes could materially impact the revenue recognized, and as a result, management reviews the estimates related to the relevant time period of research and development on a quarterly basis. For the year ended December 31, 2014, 2013 and 2012 we recorded $5.5 million, $16.7 million and $0 of revenue from the transfer of intellectual property, respectively. For the year ended December 31, 2014, $5.0 million related to a milestone payment that TESARO, Inc. (“TESARO”) paid us under our license agreement with TESARO. For the year ended December 31, 2013, $12.5 million related to the sale of substantially all of our assets in the field of RNA interference to RXi Pharmaceuticals Corporation (“RXi”) and $3.8 million related to the rights granted to OAO Pharmsynthez (“Pharmsynthez”) for certain technologies. Refer to Note 4. | |
Revenue from milestone payments related to arrangements under which we have continuing performance obligations are recognized as Revenue from transfer of intellectual property upon achievement of the milestone only if all of the following conditions are met: the milestone payments are non-refundable; there was substantive uncertainty at the date of entering into the arrangement that the milestone would be achieved; the milestone is commensurate with either the vendor’s performance to achieve the milestone or the enhancement of the value of the delivered item by the vendor; the milestone relates solely to past performance; and the amount of the milestone is reasonable in relation to the effort expended or the risk associated with the achievement of the milestone. If any of these conditions are not met, the milestone payments are not considered to be substantive and are, therefore, deferred and recognized as Revenue from transfer of intellectual property over the term of the arrangement as we complete our performance obligations. | |
Allowance for doubtful accounts | Allowance for doubtful accounts. We analyze accounts receivable balances by considering factors such as historical experience, customer credit worthiness, the age of the accounts receivable balances and current economic conditions and trends that may affect a customer’s ability to pay. The allowance for doubtful accounts is based on our assessment of the collectability of customer accounts. Our reported net loss is directly affected by our estimate of the collectability of accounts receivable |
Equity-based compensation | Equity-based compensation. We measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost is recognized in the Consolidated Statement of Operations over the period during which an employee is required to provide service in exchange for the award. We record excess tax benefits, realized from the exercise of stock options as a financing cash inflow rather than as a reduction of taxes paid in cash flow from operations. Equity-based compensation arrangements to non-employees are recorded at their fair value on the measurement date. The measurement of equity-based compensation to non-employees is subject to periodic adjustment as the underlying equity instruments vest |
Research and development expenses | Research and development expenses. Research and development expenses include external and internal expenses, partially offset by third-party grants and fundings arising from collaboration agreements. External expenses include clinical and non-clinical activities performed by contract research organizations, lab services, purchases of drug and diagnostic product materials and manufacturing development costs. Research and development employee-related expenses include salaries, benefits and stock-based compensation expense. Other unallocated internal research and development expenses are incurred to support overall research and development activities and include expenses related to general overhead and facilities. We expense these costs in the period in which they are incurred. We estimate our liabilities for research and development expenses in order to match the recognition of expenses to the period in which the actual services are received. As such, accrued liabilities related to third party research and development activities are recognized based upon our estimate of services received and degree of completion of the services in accordance with the specific third party contract. |
We record expense for in-process research and development projects acquired as asset acquisitions which have not reached technological feasibility and which have no alternative future use. For in-process research and development projects acquired in business combinations, the in-process research and development project is capitalized and evaluated for impairment until the development process has been completed. Once the development process has been completed the asset will be amortized over its remaining useful life. | |
Segment reporting | Segment reporting. Our chief operating decision-maker (“CODM”) is Phillip Frost, M.D., our Chairman and Chief Executive Officer. Our CODM reviews our operating results and operating plans and makes resource allocation decisions on a Company-wide or aggregate basis. We currently manage our operations in two reportable segments, pharmaceuticals and diagnostics. The pharmaceutical segment consists of two operating segments, our (i) pharmaceutical research and development segment which is focused on the research and development of pharmaceutical products, and vaccines, and (ii) the pharmaceutical operations we acquired in Chile, Mexico, Israel, Spain, Uruguay and Brazil. The diagnostics segment consists of two operating segments, our (i) pathology operations we acquired through the acquisition of OPKO Lab and (ii) point-of-care and molecular diagnostics operations. There are no significant inter-segment sales. We evaluate the performance of each segment based on operating profit or loss. There is no inter-segment allocation of interest expense and income taxes |
Shipping and Handling Costs | Shipping and Handling Costs. We do not charge customers for shipping and handling costs. Shipping and handling costs are classified as Cost of revenues in the Consolidated Statements of Operations. |
Variable interest entities | Variable interest entities. The consolidation of variable interest entities (“VIE”) is required when an enterprise has a controlling financial interest. A controlling financial interest in a VIE will have both of the following characteristics: (a) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE |
Investments | Investments. We have made strategic investments in development stage and emerging companies. We record these investments as equity method investments or investments available for sale based on our percentage of ownership and whether we have significant influence over the operations of the investees. For investments classified under the equity method of accounting, we record our proportionate share of their losses in Losses from investments in investees in our Consolidated Statement of Operations. Refer to Note 4. For investments classified as available for sale, we record changes in their fair value as unrealized gain or loss in Other comprehensive income (loss) based on their closing price per share at the end of each reporting period |
Recent accounting pronouncements | Recent accounting pronouncements. In July 2013, the FASB issued an Accounting Standards Update (“ASU”), ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 is intended to eliminate inconsistent practices regarding the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to reduce the taxable income or tax payable that would result from the disallowance of a tax position. ASU 2013-11 is effective for our fiscal year beginning January 1, 2014 and subsequent interim periods. The adoption of ASU 2013-11 does not have a material effect on our Consolidated Financial Statements. |
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” ASU No. 2014-09 clarifies the principles for recognizing revenue and develops a common revenue standard for GAAP and International Financial Reporting Standards that removes inconsistencies and weaknesses in revenue requirements, provides a more robust framework for addressing revenue issues, improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets, provides more useful information to users of financial statements through improved disclosure requirements and simplifies the preparation of financial statements by reducing the number of requirements to which an entity must refer. ASU No. 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Companies can choose to apply the ASU using either the full retrospective approach or a modified retrospective approach. We are currently evaluating both methods of adoption and the impact that the adoption of this ASU will have on our Consolidated Financial Statements. | |
In June 2014, the FASB issued ASU No. 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (a consensus of the FASB Emerging Issues Task Force).” ASU No. 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU No. 2014-12 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. Earlier adoption is permitted. The amendments can be applied either prospectively to all awards granted or modified after the effective date or retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards. We expect to apply the ASU prospectively and do not expect the adoption to have an impact on our Consolidated Financial Statements as our existing share-based payment awards do not fall within the scope of this ASU. | |
In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 with early adoption permitted. We do not believe the impact of our pending adoption of ASU 2014-15 on our Consolidated Financial Statements will be material. |
Acquisitions_Investments_and_L1
Acquisitions, Investments, and Licenses (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Business Acquisition [Line Items] | |||||||||
Pro forma disclosure for acquisitions | The following table includes the pro forma results for the years ended December 31, 2013 and 2012 of the combined companies as though the acquisition of OPKO Biologics and OPKO Renal had been completed as of the beginning of the period presented. | ||||||||
For the years ended December 31, | |||||||||
(In thousands) | 2013 | 2012 | |||||||
Revenues | $ | 96,530 | $ | 53,595 | |||||
Loss from continuing operations | — | (63,479 | ) | ||||||
Net loss | (147,546 | ) | (55,663 | ) | |||||
Net loss attributable to common shareholders | (145,027 | ) | (57,411 | ) | |||||
Basic and diluted loss per share | $ | (0.37 | ) | $ | (0.15 | ) | |||
Maximum exposure of unconsolidated investments | The following table reflects the accounting method, carrying value and underlying equity in net assets of our unconsolidated investments as of December 31, 2014: | ||||||||
(in thousands) | |||||||||
Investment type | Investment Carrying Value | Underlying Equity in Net Assets | |||||||
Equity method investments | $ | 9,400 | $ | 30,787 | |||||
Variable interest entity, equity method | 981 | — | |||||||
Available for sale investments | 5,758 | ||||||||
Warrants and options | 6,314 | ||||||||
Total carrying value of investments | $ | 22,453 | |||||||
OPKO Renal and OPKO Biologics | |||||||||
Business Acquisition [Line Items] | |||||||||
Estimated fair value of the net assets acquired and liabilities assumed in the acquisition of at the date of acquisition | The following table summarizes the purchase price allocation and the fair value of the net assets acquired and liabilities assumed in the acquisitions of OPKO Renal and OPKO Biologics: | ||||||||
(In thousands) | OPKO Renal | OPKO Biologics | |||||||
Current assets (1) | $ | 1,224 | $ | 21,500 | |||||
Intangible assets: | |||||||||
In-process research and development | 191,530 | 590,200 | |||||||
Patents | 210 | — | |||||||
Total intangible assets | 191,740 | 590,200 | |||||||
Goodwill | 2,411 | 139,784 | |||||||
Property, plant and equipment | 306 | 1,057 | |||||||
Other assets | — | 371 | |||||||
Accounts payable and accrued expenses | (1,069 | ) | (9,866 | ) | |||||
Deferred tax liability | — | (156,403 | ) | ||||||
Total purchase price | $ | 194,612 | $ | 586,643 | |||||
(1) | Current assets include cash of $0.4 million and $20.5 million related to the OPKO Renal and OPKO Biologics acquisitions, respectively. | ||||||||
SciVac | |||||||||
Business Acquisition [Line Items] | |||||||||
Summary of consolidated assets and non-recourse liabilities related to SciVac | The following table represents the consolidated assets and non-recourse liabilities related to SciVac as of December 31, 2014 and December 31, 2013. These assets are owned by, and these liabilities are obligations of, SciVac, not us. | ||||||||
(In thousands) | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Assets | |||||||||
Current assets: | |||||||||
Cash and cash equivalents | $ | 393 | $ | 2 | |||||
Accounts receivable, net | 316 | 283 | |||||||
Inventories, net | 1,649 | 1,696 | |||||||
Prepaid expenses and other current assets | 718 | 218 | |||||||
Total current assets | 3,076 | 2,199 | |||||||
Property, plant and equipment, net | 1,725 | 1,374 | |||||||
Intangible assets, net | 875 | 1,111 | |||||||
Goodwill | 1,553 | 1,821 | |||||||
Other assets | 384 | 261 | |||||||
Total assets | $ | 7,613 | $ | 6,766 | |||||
Liabilities | |||||||||
Current liabilities: | |||||||||
Accounts payable | $ | 445 | $ | 1,136 | |||||
Accrued expenses | 4,446 | 6,498 | |||||||
Notes payable | 5,189 | 1,537 | |||||||
Total current liabilities | 10,080 | 9,171 | |||||||
Other long-term liabilities | 2,042 | 1,240 | |||||||
Total liabilities | $ | 12,122 | $ | 10,411 | |||||
Composition_of_Certain_Financi1
Composition of Certain Financial Statement Captions (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||||||
Compositions of Certain Financial Statement Captions [Abstract] | ||||||||||||||||||||||||||||||||||||
Composition of certain financial statement captions | ||||||||||||||||||||||||||||||||||||
For the years ended December 31, | ||||||||||||||||||||||||||||||||||||
(In thousands) | 2014 | 2013 | ||||||||||||||||||||||||||||||||||
Accounts receivable, net | ||||||||||||||||||||||||||||||||||||
Accounts receivable | $ | 21,875 | $ | 21,651 | ||||||||||||||||||||||||||||||||
Less: allowance for doubtful accounts | (1,906 | ) | (1,884 | ) | ||||||||||||||||||||||||||||||||
$ | 19,969 | $ | 19,767 | |||||||||||||||||||||||||||||||||
Inventories, net | ||||||||||||||||||||||||||||||||||||
Finished products | $ | 12,116 | $ | 13,374 | ||||||||||||||||||||||||||||||||
Work in-process | 1,011 | 1,350 | ||||||||||||||||||||||||||||||||||
Raw materials | 4,116 | 4,132 | ||||||||||||||||||||||||||||||||||
Less: inventory reserve | (639 | ) | (777 | ) | ||||||||||||||||||||||||||||||||
$ | 16,604 | $ | 18,079 | |||||||||||||||||||||||||||||||||
Prepaid expenses and other current assets | ||||||||||||||||||||||||||||||||||||
Prepaid supplies | $ | 1,123 | $ | 945 | ||||||||||||||||||||||||||||||||
Prepaid insurance | 968 | 892 | ||||||||||||||||||||||||||||||||||
Pharmsynthez notes receivable | — | 6,151 | ||||||||||||||||||||||||||||||||||
Other receivables | 669 | 1,985 | ||||||||||||||||||||||||||||||||||
Taxes recoverable | 2,417 | 3,458 | ||||||||||||||||||||||||||||||||||
Other | 4,212 | 5,653 | ||||||||||||||||||||||||||||||||||
$ | 9,389 | $ | 19,084 | |||||||||||||||||||||||||||||||||
Property, plant, equipment and investment properties, net: | ||||||||||||||||||||||||||||||||||||
Machinery and equipment | $ | 13,710 | $ | 11,656 | ||||||||||||||||||||||||||||||||
Building | 3,171 | 3,615 | ||||||||||||||||||||||||||||||||||
Land | 2,391 | 2,666 | ||||||||||||||||||||||||||||||||||
Furniture and fixtures | 2,148 | 2,051 | ||||||||||||||||||||||||||||||||||
Software | 1,695 | 807 | ||||||||||||||||||||||||||||||||||
Leasehold improvements | 3,592 | 3,107 | ||||||||||||||||||||||||||||||||||
Construction in process | 225 | 489 | ||||||||||||||||||||||||||||||||||
Less: accumulated depreciation | (10,521 | ) | (7,364 | ) | ||||||||||||||||||||||||||||||||
$ | 16,411 | $ | 17,027 | |||||||||||||||||||||||||||||||||
Intangible assets, net: | ||||||||||||||||||||||||||||||||||||
Technologies | $ | 52,508 | $ | 51,660 | ||||||||||||||||||||||||||||||||
Customer relationships | 22,108 | 22,725 | ||||||||||||||||||||||||||||||||||
Product registrations | 8,763 | 9,692 | ||||||||||||||||||||||||||||||||||
Trade names | 3,483 | 3,669 | ||||||||||||||||||||||||||||||||||
Covenants not to compete | 8,639 | 8,671 | ||||||||||||||||||||||||||||||||||
Other | 1,079 | 2,519 | ||||||||||||||||||||||||||||||||||
Less: accumulated amortization | (33,931 | ) | (24,403 | ) | ||||||||||||||||||||||||||||||||
$ | 62,649 | $ | 74,533 | |||||||||||||||||||||||||||||||||
Accrued expenses: | ||||||||||||||||||||||||||||||||||||
Taxes payable | $ | 77 | $ | 702 | ||||||||||||||||||||||||||||||||
Deferred revenue | 4,185 | 7,639 | ||||||||||||||||||||||||||||||||||
Clinical trials | 8,643 | 3,342 | ||||||||||||||||||||||||||||||||||
Professional fees | 1,860 | 402 | ||||||||||||||||||||||||||||||||||
Employee benefits | 4,127 | 4,399 | ||||||||||||||||||||||||||||||||||
Deferred acquisition payments, net of discount | 15 | 5,465 | ||||||||||||||||||||||||||||||||||
For the years ended December 31, | ||||||||||||||||||||||||||||||||||||
Contingent consideration | 27,352 | 28,047 | ||||||||||||||||||||||||||||||||||
Other | 14,653 | 15,878 | ||||||||||||||||||||||||||||||||||
$ | 60,912 | $ | 65,874 | |||||||||||||||||||||||||||||||||
Other long-term liabilities: | ||||||||||||||||||||||||||||||||||||
Contingent consideration – OPKO Renal | $ | 36,529 | $ | 34,401 | ||||||||||||||||||||||||||||||||
Contingent consideration – OPKO Health Europe | 254 | 504 | ||||||||||||||||||||||||||||||||||
Contingent consideration – OPKO Diagnostics | 6,992 | 8,340 | ||||||||||||||||||||||||||||||||||
Contingent consideration – CURNA | 440 | 316 | ||||||||||||||||||||||||||||||||||
Mortgages and other debts payable | 2,434 | 3,270 | ||||||||||||||||||||||||||||||||||
Deferred tax liabilities | 167,153 | 166,435 | ||||||||||||||||||||||||||||||||||
Other, including deferred revenue | 3,556 | 1,509 | ||||||||||||||||||||||||||||||||||
$ | 217,358 | $ | 214,775 | |||||||||||||||||||||||||||||||||
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | The following table summarizes the fair values assigned to our major intangible asset classes upon each acquisition: | |||||||||||||||||||||||||||||||||||
(In thousands) | Technology | In-process research and development | Customer relationships | Product registrations | Covenants not to compete | Tradename | Other | Total identified intangible assets | Goodwill | |||||||||||||||||||||||||||
OPKO | $ | — | $ | — | $ | 3,945 | $ | 5,829 | $ | — | $ | 1,032 | $ | — | $ | 10,806 | $ | 5,441 | ||||||||||||||||||
Chile(1) | ||||||||||||||||||||||||||||||||||||
OPKO | — | — | 121 | 77 | 70 | 77 | — | 345 | 21 | |||||||||||||||||||||||||||
Mexico | ||||||||||||||||||||||||||||||||||||
CURNA | — | 10,000 | — | — | — | — | 290 | 10,290 | 4,827 | |||||||||||||||||||||||||||
OPKO Diagnostics | 44,400 | — | — | — | — | — | — | 44,400 | 17,977 | |||||||||||||||||||||||||||
FineTech | 2,700 | — | 14,200 | — | 1,500 | 400 | — | 18,800 | 11,623 | |||||||||||||||||||||||||||
OPKO Health Europe | 3,017 | 1,459 | 436 | 2,930 | 187 | 349 | — | 8,378 | 8,062 | |||||||||||||||||||||||||||
OPKO Lab | 1,370 | — | 3,860 | — | 6,900 | 1,830 | 70 | 14,030 | 29,629 | |||||||||||||||||||||||||||
SciVac | 1,090 | — | 40 | — | — | — | — | 1,130 | 760 | |||||||||||||||||||||||||||
OPKO Brazil | — | — | — | — | — | — | 686 | 686 | — | |||||||||||||||||||||||||||
OPKO Renal | — | 191,530 | — | — | — | — | 210 | 191,740 | 2,411 | |||||||||||||||||||||||||||
OPKO Biologics | — | 590,200 | — | — | — | — | — | 590,200 | 139,784 | |||||||||||||||||||||||||||
OPKO Uruguay Ltda. | — | — | — | — | — | — | 347 | 347 | — | |||||||||||||||||||||||||||
Weighted average amortization period | 9 years | Indefinite | 6 years | 9 years | 5 years | 4 years | 4 years | Indefinite | ||||||||||||||||||||||||||||
(1) | Includes intangible assets and goodwill related to ALS acquisition. | |||||||||||||||||||||||||||||||||||
Summary of Valuation Allowance | The following table reflects the changes in the allowance for doubtful accounts, provision for inventory reserve and tax valuation allowance accounts: | |||||||||||||||||||||||||||||||||||
(In thousands) | Beginning | Charged | Written-off | Charged | Ending | |||||||||||||||||||||||||||||||
balance | to | to other | balance | |||||||||||||||||||||||||||||||||
expense | ||||||||||||||||||||||||||||||||||||
2014 | ||||||||||||||||||||||||||||||||||||
Allowance for doubtful accounts | $ | (1,884 | ) | (646 | ) | 321 | 303 | $ | (1,906 | ) | ||||||||||||||||||||||||||
Inventory reserve | $ | (777 | ) | (1,082 | ) | 1,028 | 192 | $ | (639 | ) | ||||||||||||||||||||||||||
Tax valuation allowance | $ | (85,370 | ) | — | — | (46,561 | ) | $ | (131,931 | ) | ||||||||||||||||||||||||||
2013 | ||||||||||||||||||||||||||||||||||||
Allowance for doubtful accounts | $ | (474 | ) | (979 | ) | 28 | (459 | ) | $ | (1,884 | ) | |||||||||||||||||||||||||
Inventory reserve | $ | (1,313 | ) | (2,015 | ) | 2,188 | 363 | $ | (777 | ) | ||||||||||||||||||||||||||
Tax valuation allowance | $ | (59,145 | ) | (1,148 | ) | — | (25,077 | ) | $ | (85,370 | ) | |||||||||||||||||||||||||
Schedule of goodwill | The following table summarizes the changes in Goodwill during the years ended December 31, 2014. | |||||||||||||||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||||||||||||||||
(In thousands) | Balance at January 1st | Acquisitions | Foreign exchange | Balance at December 31st | Balance at January 1 | Acquisitions | Foreign exchange, other | Balance at December 31 | ||||||||||||||||||||||||||||
Pharmaceuticals | ||||||||||||||||||||||||||||||||||||
CURNA | $ | 4,827 | $ | — | $ | — | $ | 4,827 | $ | 4,827 | $ | — | $ | — | $ | 4,827 | ||||||||||||||||||||
OPKO Mexico | 114 | — | (14 | ) | 100 | 114 | — | — | 114 | |||||||||||||||||||||||||||
OPKO Chile | 6,102 | — | (819 | ) | 5,283 | 6,697 | — | (595 | ) | 6,102 | ||||||||||||||||||||||||||
OPKO Health Europe | 9,075 | — | (1,062 | ) | 8,013 | 8,712 | — | 363 | 9,075 | |||||||||||||||||||||||||||
FineTech | 11,698 | — | — | 11,698 | 11,698 | — | — | 11,698 | ||||||||||||||||||||||||||||
SciVac | 1,739 | — | (186 | ) | 1,553 | 796 | — | 943 | 1,739 | |||||||||||||||||||||||||||
OPKO Renal | 2,069 | — | — | 2,069 | — | 2,411 | (342 | ) | 2,069 | |||||||||||||||||||||||||||
OPKO Biologics | 139,784 | — | — | 139,784 | — | 139,784 | — | 139,784 | ||||||||||||||||||||||||||||
Diagnostics | ||||||||||||||||||||||||||||||||||||
OPKO Diagnostics | 17,977 | — | — | 17,977 | 17,977 | — | — | 17,977 | ||||||||||||||||||||||||||||
OPKO Lab | 32,988 | — | — | 32,988 | 29,629 | — | 3,359 | 32,988 | ||||||||||||||||||||||||||||
$ | 226,373 | $ | — | $ | (2,081 | ) | $ | 224,292 | $ | 80,450 | $ | 142,195 | $ | 3,728 | $ | 226,373 | ||||||||||||||||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Schedule of principal amounts, unamortized discount and net carrying amounts | The following table sets forth information related to the 2033 Senior Notes which is included our Consolidated Balance Sheets as of December 31, 2014: | |||||||||||||||
(In thousands) | Embedded conversion option | 2033 Senior Notes | Discount | Total | ||||||||||||
Balance at December 31, 2013 | $ | 101,087 | $ | 158,064 | $ | (47,239 | ) | $ | 211,912 | |||||||
Amortization of debt discount | — | — | 5,662 | 5,662 | ||||||||||||
Change in fair value of embedded derivative | 12,213 | — | — | 12,213 | ||||||||||||
Conversion | (47,353 | ) | (70,422 | ) | 19,442 | (98,333 | ) | |||||||||
Balance at December 31, 2014 | $ | 65,947 | $ | 87,642 | $ | (22,135 | ) | $ | 131,454 | |||||||
The following table sets forth information related to the 2033 Senior Notes which is included our Consolidated Balance Sheets as of December 31, 2013: | ||||||||||||||||
(In thousands) | Embedded conversion option | 2033 Senior Notes | Discount | Total | ||||||||||||
Balance at December 31, 2012 | $ | — | $ | — | $ | — | $ | — | ||||||||
Issuance of 3.00% convertible notes | 59,204 | 175,000 | (59,204 | ) | 175,000 | |||||||||||
Amortization of debt discount | — | — | 6,596 | 6,596 | ||||||||||||
Change in fair value of embedded derivative | 52,742 | — | — | 52,742 | ||||||||||||
Conversion | (10,859 | ) | (16,936 | ) | 5,369 | (22,426 | ) | |||||||||
Balance at December 31, 2013 | $ | 101,087 | $ | 158,064 | $ | (47,239 | ) | $ | 211,912 | |||||||
Summary of lines of credit | The following table summarizes the amounts outstanding under the Chilean and Spanish lines of credit: | |||||||||||||||
(Dollars in thousands) | Balance Outstanding | |||||||||||||||
Lender | Interest rate on | Credit line | December 31, | December 31, | ||||||||||||
borrowings at December 31, 2014 | capacity | 2014 | 2013 | |||||||||||||
Itau Bank | 6.52% | $ | 1,800 | 965 | $ | 1,999 | ||||||||||
Bank of Chile | 6.34% | 2,250 | 1,410 | 2,079 | ||||||||||||
BICE Bank | 6.16% | 1,700 | 1,249 | 516 | ||||||||||||
Corp Banca | —% | — | — | (47 | ) | |||||||||||
BBVA Bank | 5.00% | 2,000 | 795 | 523 | ||||||||||||
Penta Bank | 7.34% | 1,200 | 1,008 | 946 | ||||||||||||
Security Bank | 6.16% | 640 | 361 | 1,075 | ||||||||||||
BCI | —% | — | — | 198 | ||||||||||||
Estado Bank | 5.30% | 2,800 | 1,870 | 1,772 | ||||||||||||
Sabadell Bank | 4.50% | 182 | — | — | ||||||||||||
BBVA Bank | 4.75% | 304 | — | — | ||||||||||||
Santander Bank | 4.50% | 243 | — | — | ||||||||||||
Total | $ | 13,119 | $ | 7,658 | $ | 9,061 | ||||||||||
OPKO Health Europe | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Schedule of principal amounts, unamortized discount and net carrying amounts | At December 31, 2014 and 2013, we had mortgage notes and other debt related to OPKO Health Europe as follows: | |||||||||||||||
(In thousands) | December 31, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Current portion of notes payable | $ | 608 | $ | 1,964 | ||||||||||||
Other long-term liabilities | 2,435 | 3,270 | ||||||||||||||
Total mortgage notes and other debt | $ | 3,043 | $ | 5,234 | ||||||||||||
Notes | ||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||
Inputs to lattice model used to value the embedded derivative | The following table sets forth the inputs to the lattice model used to value the embedded derivative: | |||||||||||||||
December 31, 2014 | 31-Dec-13 | Issuance Date | ||||||||||||||
Stock price | $9.99 | $8.44 | $6.20 | |||||||||||||
Conversion Rate | 141.4827 | 141.4827 | 141.4827 | |||||||||||||
Conversion Price | $7.07 | $7.07 | $7.07 | |||||||||||||
Maturity date | February 1, 2033 | February 1, 2033 | February 1, 2033 | |||||||||||||
Risk-free interest rate | 1.40% | 1.78% | 1.12% | |||||||||||||
Estimated stock volatility | 39% | 55% | 40% | |||||||||||||
Estimated credit spread | 1,081 basis points | 828 basis points | 944 basis points | |||||||||||||
Fair value of notes with and without the embedded derivatives and fair value of embedded derivatives | The following table sets forth the fair value of the 2033 Senior Notes with and without the embedded derivatives, and the fair value of the embedded derivatives at December 31, 2014, December 31, 2013, and January 30, 2013. At December 31, 2014, December 31, 2013, and January 30, 2013, the principal amount of the 2033 Senior Notes was $87.6 million, $158.1 million and $175.0 million, respectively: | |||||||||||||||
(In thousands) | December 31, 2014 | 31-Dec-13 | Issuance Date | |||||||||||||
Fair value of 2033 Senior Notes: | ||||||||||||||||
With the embedded derivatives | $ | 129,009 | $ | 218,081 | $ | 175,000 | ||||||||||
Without the embedded derivatives | $ | 63,062 | $ | 116,994 | $ | 115,796 | ||||||||||
Estimated fair value of the embedded derivatives | $ | 65,947 | $ | 101,087 | $ | 59,204 | ||||||||||
Shareholders_Equity_Tables
Shareholders' Equity (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Equity [Abstract] | |||||||||
Additional information for warrants outstanding | The table below provides additional information for warrants outstanding as of December 31, 2014. | ||||||||
Warrants | Number of | Weighted | Expiration date | ||||||
warrants | average | ||||||||
exercise price | |||||||||
Outstanding at December 31, 2013 | 24,496,664 | $ | 0.94 | Various from September 2014 through March 2017 | |||||
Issued | — | — | |||||||
Exercised | (3,064,317 | ) | 2.29 | ||||||
Expired | (2,601 | ) | 0.01 | ||||||
Outstanding and Exercisable at December 31, 2014 | 21,429,746 | $ | 0.75 | Various from | |||||
July 2015 through | |||||||||
March 2017 | |||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Equity [Abstract] | ||||||||||||
Changes in accumulated other comprehensive income net of tax | For the year ended December 31, 2014, changes in Accumulated other comprehensive income (loss), net of tax, were as follows: | |||||||||||
(In thousands) | Foreign | Unrealized | Total | |||||||||
currency | gain (loss) in | |||||||||||
Accumulated | ||||||||||||
OCI | ||||||||||||
Balance at December 31, 2013 | $ | 1,371 | $ | 2,047 | $ | 3,418 | ||||||
Other comprehensive income before reclassifications, net of tax (1) | (8,088 | ) | (8,044 | ) | (16,132 | ) | ||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (1) | — | 322 | 322 | |||||||||
Net other comprehensive loss | (8,088 | ) | (7,722 | ) | (15,810 | ) | ||||||
Balance at December 31, 2014 | $ | (6,717 | ) | $ | (5,675 | ) | $ | (12,392 | ) | |||
(1) | Effective tax rate of 40.13%. | |||||||||||
Amounts reclassified from Accumulated other comprehensive income (loss) for the year ended December 31, 2014 includes $1.3 million realized gain on the sales of certain of our investments available for sale. Of the $1.3 million gain on the sales of our investments available for sale, a $0.9 million gain was reclassified from unrealized gains in Accumulated other comprehensive income (loss) to Other income (expense), net for the year ended December 31, 2014. Amounts reclassified from Accumulated other comprehensive income (loss) also includes an other-than-temporary impairment charge on our investment in ARNO as discussed in Note 4. Amounts reclassified for our available for sale investments were based on the specific identification method. | ||||||||||||
For the year ended December 31, 2013, changes in Accumulated other comprehensive income, net of tax, were as follows: | ||||||||||||
(In thousands) | Foreign | Unrealized | Total | |||||||||
currency | gain (loss) in | |||||||||||
Accumulated | ||||||||||||
OCI | ||||||||||||
Balance at December 31, 2012 | $ | 3,196 | $ | 4,160 | $ | 7,356 | ||||||
Other comprehensive income before reclassifications, net of tax (1) | (1,825 | ) | 2,467 | 642 | ||||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (1) | — | (4,580 | ) | (4,580 | ) | |||||||
Net other comprehensive loss | (1,825 | ) | (2,113 | ) | (3,938 | ) | ||||||
Balance at December 31, 2013 | $ | 1,371 | $ | 2,047 | $ | 3,418 | ||||||
(1) | Effective tax rate of 38.47%. |
EquityBased_Compensation_Table
Equity-Based Compensation (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||
Schedule of Stock Options | We apply the following assumptions in our Black-Scholes-Merton Model option-pricing formula: | ||||||||||||
Year Ended | Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Expected term (in years) | 1.0 - 10.0 | 1.0 - 7.0 | 1.0 - 7.0 | ||||||||||
Risk-free interest rate | .10% - 2.65% | 0.15% - 2.45% | 0.09% - 2.61% | ||||||||||
Expected volatility | 31% - 72% | 0.31% - 83% | 69% | ||||||||||
Expected dividend yield | 0% | 0% | 0% | ||||||||||
Summary of Option Activity Under Stock Plans | A summary of option activity under our stock option plans as of December 31, 2014, and the changes during the year is presented below: | ||||||||||||
Options | Number of | Weighted | Weighted | Aggregate | |||||||||
options | average | average | intrinsic value | ||||||||||
exercise | remaining | (in thousands) | |||||||||||
price | contractual | ||||||||||||
term (years) | |||||||||||||
Outstanding at December 31, 2013 | 21,350,597 | $ | 4.47 | 4.8 | $ | 85,186 | |||||||
Granted | 5,437,500 | $ | 8.47 | ||||||||||
Exercised | (2,723,666 | ) | $ | 3.45 | |||||||||
Forfeited | (727,126 | ) | $ | 5.65 | |||||||||
Expired | (37,386 | ) | $ | 0.71 | |||||||||
Outstanding at December 31, 2014 | 23,299,919 | $ | 5.5 | 5.37 | $ | 104,797 | |||||||
Vested and expected to vest at December 31, 2014 | 21,943,140 | $ | 5.35 | 5.25 | $ | 101,859 | |||||||
Exercisable at December 31, 2014 | 11,876,035 | $ | 3.89 | 4.09 | $ | 72,481 | |||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||
Components of income tax expense benefit | The (expense) benefit for incomes taxes consists of the following: | |||||||||||
For the years ended December 31, | ||||||||||||
(In thousands) | 2014 | 2013 | 2012 | |||||||||
Current | ||||||||||||
Federal | $ | 225 | $ | — | $ | — | ||||||
State | 247 | — | — | |||||||||
Foreign | (1,514 | ) | (1,073 | ) | (332 | ) | ||||||
(1,042 | ) | (1,073 | ) | (332 | ) | |||||||
Deferred | ||||||||||||
Federal | — | (1,161 | ) | 8,191 | ||||||||
State | (167 | ) | (104 | ) | 1,038 | |||||||
Foreign | 1,185 | 666 | 729 | |||||||||
1,018 | (599 | ) | 9,958 | |||||||||
Total, net | $ | (24 | ) | $ | (1,672 | ) | $ | 9,626 | ||||
Components of deferred income tax assets and liabilities from continuing operations | Deferred income tax assets and liabilities as of December 31, 2014 and 2013 are comprised of the following: | |||||||||||
(In thousands) | 31-Dec-14 | 31-Dec-13 | ||||||||||
Deferred income tax assets: | ||||||||||||
Federal net operating loss | $ | 63,004 | $ | 43,869 | ||||||||
State net operating loss | 12,050 | 6,987 | ||||||||||
Foreign net operating loss | 25,825 | 20,545 | ||||||||||
Research and development expense | 9,244 | 4,746 | ||||||||||
Research and development tax credit | 6,077 | 4,876 | ||||||||||
Stock options | 18,422 | 13,981 | ||||||||||
Accruals | 1,764 | 1,936 | ||||||||||
Equity investments | 8,038 | 4,756 | ||||||||||
Other | 4,702 | 2,904 | ||||||||||
Deferred income tax assets | 149,126 | 104,600 | ||||||||||
Deferred income tax liabilities: | ||||||||||||
Intangible assets | (177,074 | ) | (179,414 | ) | ||||||||
Other | (4,305 | ) | (4,996 | ) | ||||||||
Deferred income tax liabilities | (181,379 | ) | (184,410 | ) | ||||||||
Net deferred income tax assets | (32,253 | ) | (79,810 | ) | ||||||||
Valuation allowance | (131,931 | ) | (85,370 | ) | ||||||||
Net deferred income tax liabilities | $ | (164,184 | ) | $ | (165,180 | ) | ||||||
Summary of gross unrecognized income tax benefits | The following summarizes the changes in our gross unrecognized income tax benefits. | |||||||||||
For the years ended December 31, | ||||||||||||
(In thousands) | 2014 | 2013 | 2012 | |||||||||
Unrecognized tax benefits at beginning of period | $ | 9,231 | $ | 9,245 | $ | 5,250 | ||||||
Gross increases – tax positions in prior period | 717 | 575 | 4,467 | |||||||||
Gross decreases – tax positions in prior period | (396 | ) | (589 | ) | (472 | ) | ||||||
Lapse of Statute of Limitations | (472 | ) | ||||||||||
Settlements | (3,190 | ) | ||||||||||
Unrecognized tax benefits at end of period | $ | 5,890 | $ | 9,231 | $ | 9,245 | ||||||
Summary of difference between the federal statutory tax rate and the effective tax rate | The significant elements contributing to the difference between the federal statutory tax rate and the effective tax rate are as follows: | |||||||||||
For the years ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | ||||||
State income taxes, net of federal benefit | 2.5 | % | 2.4 | % | 3.1 | % | ||||||
Foreign income tax | (10.3 | )% | (7.9 | )% | (0.9 | )% | ||||||
Research and development tax credits | 1.1 | % | 1 | % | (0.3 | )% | ||||||
Non-Deductible components of Convertible Debt | (3.8 | )% | (16.7 | )% | — | % | ||||||
Valuation allowance | (25.3 | )% | (11.4 | )% | (11.4 | )% | ||||||
Other | 0.8 | % | (3.9 | )% | (0.7 | )% | ||||||
Total | — | % | (1.5 | )% | 24.8 | % | ||||||
Summary of losses from continuing operations before income taxes between U.S. and foreign jurisdictions | The following table reconciles our losses before income taxes between U.S. and foreign jurisdictions: | |||||||||||
For the years ended December 31, | ||||||||||||
(In thousands) | 2014 | 2013 | 2012 | |||||||||
Pre-tax loss: | ||||||||||||
U.S. | $ | (84,075 | ) | $ | (74,861 | ) | $ | (34,058 | ) | |||
Foreign | (87,567 | ) | (37,874 | ) | (4,725 | ) | ||||||
Total | $ | (171,642 | ) | $ | (112,735 | ) | $ | (38,783 | ) | |||
Reconciliation of long lived assets between U.S. and foreign jurisdictions | The following table reconciles our long-lived assets between U.S. and foreign jurisdictions: | |||||||||||
(In thousands) | December 31, 2014 | December 31, 2013 | ||||||||||
Long-lived assets: | ||||||||||||
U.S. | $ | 4,286 | $ | 4,582 | ||||||||
Foreign | 12,125 | 12,445 | ||||||||||
Total | $ | 16,411 | $ | 17,027 | ||||||||
Leases_Tables
Leases (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Leases [Abstract] | ||||
Aggregate future minimum lease payments under all non-cancelable operating leases | As of December 31, 2014, the aggregate future minimum lease payments under all non-cancelable operating leases with initial or remaining lease terms in excess of one year are as follows: | |||
Year Ending | (In thousands) | |||
2015 | $ | 2,744 | ||
2016 | 2,290 | |||
2017 | 1,478 | |||
2018 | 1,149 | |||
2019 | 653 | |||
Thereafter | 3,256 | |||
Total minimum lease commitments | $ | 11,570 | ||
Segments_Tables
Segments (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Information regarding our geographic activities | Information regarding our operations and assets for our operating segments and the unallocated corporate operations as well as geographic information are as follows: | |||||||||||
For the years ended December 31, | ||||||||||||
(In thousands) | 2014 | 2013 | 2012 | |||||||||
Product revenues: | ||||||||||||
Pharmaceuticals | $ | 76,983 | $ | 68,161 | $ | 45,295 | ||||||
Diagnostics | — | — | — | |||||||||
Corporate | — | — | — | |||||||||
$ | 76,983 | $ | 68,161 | $ | 45,295 | |||||||
Revenue from services: | ||||||||||||
Pharmaceuticals | $ | — | $ | — | $ | — | ||||||
Diagnostics | 8,426 | 10,833 | 395 | |||||||||
Corporate | 240 | 825 | 1,354 | |||||||||
$ | 8,666 | $ | 11,658 | $ | 1,749 | |||||||
Revenue from transfer of intellectual property: | ||||||||||||
Pharmaceuticals | $ | 5,285 | $ | 15,160 | $ | — | ||||||
Diagnostics | 191 | 1,551 | — | |||||||||
Corporate | — | — | — | |||||||||
$ | 5,476 | $ | 16,711 | $ | — | |||||||
Operating (loss) income: | ||||||||||||
Pharmaceuticals | $ | (94,401 | ) | $ | (29,809 | ) | $ | (6,797 | ) | |||
Diagnostics | (21,647 | ) | (22,199 | ) | (14,259 | ) | ||||||
Corporate | (27,725 | ) | (24,473 | ) | (15,628 | ) | ||||||
Less: Operating loss attributable to noncontrolling interests | (2,042 | ) | (3,151 | ) | (585 | ) | ||||||
$ | (145,815 | ) | $ | (79,632 | ) | $ | (37,269 | ) | ||||
Depreciation and amortization: | ||||||||||||
Pharmaceuticals | $ | 7,936 | $ | 8,234 | $ | 6,367 | ||||||
Diagnostics | 6,894 | 6,833 | 3,614 | |||||||||
Corporate | 97 | 149 | 179 | |||||||||
$ | 14,927 | $ | 15,216 | $ | 10,160 | |||||||
Net loss from investment in investees: | ||||||||||||
Pharmaceuticals | $ | (3,587 | ) | $ | (11,456 | ) | $ | (2,062 | ) | |||
Diagnostics | — | — | — | |||||||||
Corporate | — | — | — | |||||||||
$ | (3,587 | ) | $ | (11,456 | ) | $ | (2,062 | ) | ||||
Revenues: | ||||||||||||
United States | $ | 14,142 | $ | 28,369 | $ | 1,749 | ||||||
Chile | 29,154 | 31,650 | 26,514 | |||||||||
Spain | 21,323 | 18,800 | 6,124 | |||||||||
Israel | 20,638 | 13,252 | 7,655 | |||||||||
Mexico | 5,807 | 4,459 | 5,002 | |||||||||
Other | 61 | — | — | |||||||||
$ | 91,125 | $ | 96,530 | $ | 47,044 | |||||||
(In thousands) | December 31, | December 31, | ||||||||||
2014 | 2013 | |||||||||||
Assets: | ||||||||||||
Pharmaceuticals | $ | 1,064,498 | $ | 1,065,033 | ||||||||
Diagnostics | 108,072 | 116,944 | ||||||||||
Corporate | 95,094 | 209,539 | ||||||||||
$ | 1,267,664 | $ | 1,391,516 | |||||||||
Goodwill: | ||||||||||||
Pharmaceuticals | $ | 173,327 | $ | 175,408 | ||||||||
Diagnostics | 50,965 | 50,965 | ||||||||||
Corporate | — | — | ||||||||||
$ | 224,292 | $ | 226,373 | |||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||||||
Summary of investments classified as available for sale, and carried at fair value | A summary of our investments classified as available for sale and carried at fair value, is as follows: | |||||||||||||||||||
As of December 31, 2014 | ||||||||||||||||||||
(In thousands) | Amortized | Gross | Gross | Gain/(Loss) | Fair | |||||||||||||||
Cost | unrealized | unrealized | in | value | ||||||||||||||||
gains in | losses in | Accumulated | ||||||||||||||||||
Accumulated | Accumulated | Deficit | ||||||||||||||||||
OCI | OCI | |||||||||||||||||||
Common stock investments, available for sale | $ | 11,479 | $ | 293 | $ | (4,573 | ) | $ | (1,441 | ) | $ | 5,758 | ||||||||
Common stock options/warrants | 1,425 | 216 | — | 4,673 | 6,314 | |||||||||||||||
Total assets | $ | 12,904 | $ | 509 | $ | (4,573 | ) | $ | 3,232 | $ | 12,072 | |||||||||
As of December 31, 2013 | ||||||||||||||||||||
(In thousands) | Amortized | Gross | Gross | Gain/(Loss) | Fair | |||||||||||||||
Cost | unrealized | unrealized | in | value | ||||||||||||||||
gains in | losses in | Accumulated | ||||||||||||||||||
Accumulated | Accumulated | Deficit | ||||||||||||||||||
OCI | OCI | |||||||||||||||||||
Common stock investments, available for sale | $ | 3,376 | $ | 2,698 | $ | — | $ | — | $ | 6,074 | ||||||||||
Common stock options/warrants | 925 | 1,041 | — | 4,022 | 5,988 | |||||||||||||||
Total assets | $ | 4,301 | $ | 3,739 | $ | — | $ | 4,022 | $ | 12,062 | ||||||||||
Financial assets and liabilities measured at fair value on a recurring basis | Our financial assets and liabilities measured at fair value on a recurring basis are as follows: | |||||||||||||||||||
Fair value measurements as of December 31, 2014 | ||||||||||||||||||||
(In thousands) | Quoted | Significant | Significant | Total | ||||||||||||||||
prices in | other | unobservable | ||||||||||||||||||
active | observable | inputs | ||||||||||||||||||
markets for | inputs | (Level 3) | ||||||||||||||||||
identical | (Level 2) | |||||||||||||||||||
assets | ||||||||||||||||||||
(Level 1) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Money market funds | $ | 71,286 | $ | — | $ | — | $ | 71,286 | ||||||||||||
Certificates of deposit | — | — | — | — | ||||||||||||||||
Common stock investments, available for sale | 5,758 | — | — | 5,758 | ||||||||||||||||
Common stock options/warrants | — | 6,314 | — | 6,314 | ||||||||||||||||
Forward contracts | — | 36 | — | 36 | ||||||||||||||||
Total assets | $ | 77,044 | $ | 6,350 | $ | — | $ | 83,394 | ||||||||||||
Liabilities: | ||||||||||||||||||||
Embedded conversion option | $ | — | $ | — | $ | 65,947 | $ | 65,947 | ||||||||||||
Contingent consideration: | ||||||||||||||||||||
CURNA | — | — | 440 | 440 | ||||||||||||||||
OPKO Diagnostics | — | — | 13,578 | 13,578 | ||||||||||||||||
OPKO Renal | — | — | 55,780 | 55,780 | ||||||||||||||||
OPKO Health Europe | — | — | 1,769 | 1,769 | ||||||||||||||||
Total liabilities | $ | — | $ | — | $ | 137,514 | $ | 137,514 | ||||||||||||
Fair value measurements as of December 31, 2013 | ||||||||||||||||||||
(In thousands) | Quoted | Significant | Significant | Total | ||||||||||||||||
prices in | other | unobservable | ||||||||||||||||||
active | observable | inputs | ||||||||||||||||||
markets for | inputs | (Level 3) | ||||||||||||||||||
identical | (Level 2) | |||||||||||||||||||
assets | ||||||||||||||||||||
(Level 1) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Money market funds | $ | 168,418 | $ | — | $ | — | $ | 168,418 | ||||||||||||
Certificates of deposit | — | 827 | — | 827 | ||||||||||||||||
Pharmsynthez Notes Receivable & Purchase Option | — | 6,151 | — | 6,151 | ||||||||||||||||
Common stock investments, available for sale | 6,074 | — | — | 6,074 | ||||||||||||||||
Common stock options/warrants | — | 5,988 | — | 5,988 | ||||||||||||||||
Forward contracts | — | 49 | — | 49 | ||||||||||||||||
Total assets | $ | 174,492 | $ | 13,015 | $ | — | $ | 187,507 | ||||||||||||
Liabilities: | ||||||||||||||||||||
Embedded conversion option | $ | — | $ | — | $ | 101,087 | $ | 101,087 | ||||||||||||
Deferred acquisition payments, net of discount | — | — | 5,465 | 5,465 | ||||||||||||||||
Contingent consideration: | ||||||||||||||||||||
CURNA | — | — | 573 | 573 | ||||||||||||||||
OPKO Diagnostics | — | — | 13,776 | 13,776 | ||||||||||||||||
FineTech | — | — | 3,124 | 3,124 | ||||||||||||||||
OPKO Renal | — | — | 53,092 | 53,092 | ||||||||||||||||
OPKO Health Europe | — | — | 1,043 | 1,043 | ||||||||||||||||
Total liabilities | $ | — | $ | — | $ | 178,160 | $ | 178,160 | ||||||||||||
The carrying amount and estimated fair value of our long-term debt | The carrying amount and estimated fair value of our long-term debt, as well as the applicable fair value hierarchy tiers, are contained in the table below. The fair value of the 2033 Senior Notes is determined using a binomial lattice approach in order to estimate the fair value of the embedded derivative in the 2033 Senior Notes. Refer to Note 6. | |||||||||||||||||||
December 31, 2014 | ||||||||||||||||||||
(In thousands) | Carrying | Total | Level 1 | Level 2 | Level 3 | |||||||||||||||
Value | Fair Value | |||||||||||||||||||
2033 Senior Notes | $ | 65,507 | $ | 63,062 | $ | — | $ | — | $ | 63,062 | ||||||||||
Reconcile the beginning and ending balances of Level 3 assets and liabilities | The following tables reconcile the beginning and ending balances of our Level 3 assets and liabilities as of December 31, 2014 and 2013: | |||||||||||||||||||
31-Dec-14 | ||||||||||||||||||||
(In thousands) | Contingent | Deferred | Embedded | |||||||||||||||||
consideration | acquisition | conversion | ||||||||||||||||||
payments, net | option | |||||||||||||||||||
of discount | ||||||||||||||||||||
Balance at December 31, 2013 | $ | 71,620 | $ | 5,465 | $ | 101,087 | ||||||||||||||
Additions | — | — | — | |||||||||||||||||
Total losses (gains) for the period: | ||||||||||||||||||||
Included in results of operations | 24,446 | (735 | ) | 12,213 | ||||||||||||||||
Foreign currency impact | (130 | ) | — | — | ||||||||||||||||
Payments | (24,369 | ) | (4,730 | ) | — | |||||||||||||||
Conversion | — | — | (47,353 | ) | ||||||||||||||||
Balance at December 31, 2014 | $ | 71,567 | $ | — | $ | 65,947 | ||||||||||||||
31-Dec-13 | ||||||||||||||||||||
(In thousands) | BZNE Note | Contingent | Deferred | Embedded | ||||||||||||||||
and | consideration | acquisition | conversion | |||||||||||||||||
conversion | payments, net | option | ||||||||||||||||||
feature | of discount | |||||||||||||||||||
Balance at December 31, 2012 | $ | 2,040 | $ | 20,056 | $ | 10,103 | $ | — | ||||||||||||
Additions | — | 47,710 | — | 59,204 | ||||||||||||||||
Total losses (gains) for the period: | ||||||||||||||||||||
Included in results of operations | — | 6,947 | 829 | 52,742 | ||||||||||||||||
Foreign currency remeasurement | 31 | |||||||||||||||||||
Conversion | (2,040 | ) | — | — | (10,859 | ) | ||||||||||||||
Payments | — | (3,124 | ) | (5,467 | ) | — | ||||||||||||||
Balance at December 31, 2013 | $ | — | $ | 71,620 | $ | 5,465 | $ | 101,087 | ||||||||||||
Derivative_Contracts_Tables
Derivative Contracts (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||||
Summary of fair values and derivative financial instrument | The following table summarizes the fair values and the presentation of our derivative financial instruments in the Consolidated Balance Sheets: | ||||||||||||
(In thousands) | Balance Sheet Component | December 31, | December 31, | ||||||||||
2014 | 2013 | ||||||||||||
Derivative financial instruments: | |||||||||||||
Pharmsynthez Note Receivable and Purchase Option | Prepaid expenses and other current assets | $ | — | $ | 6,151 | ||||||||
Common stock options/warrants | Investments, net | $ | 6,314 | $ | 5,988 | ||||||||
Embedded conversion option | 2033 Senior Notes, net of discount and estimated fair value of embedded derivatives | $ | 65,947 | $ | 101,087 | ||||||||
Forward contracts (1) | Current portion of lines of credit and notes payable | $ | 36 | $ | 49 | ||||||||
(1) | Gains on forward contracts are recorded in Prepaid expenses and other current assets. Losses on forward contracts are recorded in Accrued expenses | ||||||||||||
Summary of the (losses) and gains recorded in Fair value changes of derivative financial instruments | The following table summarizes the losses and gains recorded for the years ended December 31, 2014 and 2013: | ||||||||||||
For the years ended December 31, | |||||||||||||
(In thousands) | 2014 | 2013 | 2012 | ||||||||||
Derivative gain (loss): | |||||||||||||
Common stock options/warrants (1) | $ | 1,193 | $ | 6,544 | $ | 1,350 | |||||||
2033 Senior Notes | (12,213 | ) | (52,742 | ) | — | ||||||||
Forward contracts | $ | 388 | $ | 256 | $ | (132 | ) | ||||||
Total | $ | (10,632 | ) | $ | (45,942 | ) | $ | 1,218 | |||||
(1) | Includes the Pharmsynthez Note Receivable and the Purchase Option. | ||||||||||||
Outstanding contracts recorded at fair value and their maturity details | The outstanding forward contracts at December 31, 2014 and 2013, have been recorded at fair value and their maturity details are as follows: | ||||||||||||
(In thousands) | Contract value | Fair value at | Effect on income (loss) | ||||||||||
Days until maturity | December 31, 2014 | ||||||||||||
0 to 30 | $ | 750 | $ | 780 | $ | 30 | |||||||
31 to 60 | 90 | 93 | 3 | ||||||||||
61 to 90 | — | — | — | ||||||||||
91 to 120 | 68 | 71 | 3 | ||||||||||
121 to 180 | — | — | — | ||||||||||
Total | $ | 908 | $ | 944 | $ | 36 | |||||||
(In thousands) | Contract value | Fair value at | Effect on income (loss) | ||||||||||
Days until maturity | December 31, 2013 | ||||||||||||
0 to 30 | $ | 472 | $ | 489 | $ | 17 | |||||||
31 to 60 | 561 | 579 | 18 | ||||||||||
61 to 90 | 503 | 517 | 14 | ||||||||||
91 to 120 | — | — | — | ||||||||||
121 to 180 | — | — | — | ||||||||||
More than 180 | — | — | — | ||||||||||
Total | $ | 1,536 | $ | 1,585 | $ | 49 | |||||||
Selected_Quarterly_Financial_D1
Selected Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Summary of quarterly financial data | ||||||||||||||||
For the 2014 Quarters Ended | ||||||||||||||||
(In thousands, except per share data) | March 31 | June 30 | September 30 | December 31 | ||||||||||||
Total revenues | $ | 22,274 | $ | 23,545 | $ | 19,773 | $ | 25,533 | ||||||||
Total costs and expenses | 52,550 | 58,429 | 67,974 | 57,987 | ||||||||||||
Net loss | (45,088 | ) | (26,075 | ) | (50,014 | ) | (53,461 | ) | ||||||||
Net loss attributable to common shareholders | (44,548 | ) | (25,478 | ) | (48,669 | ) | (52,971 | ) | ||||||||
(Loss) income per share, basic and diluted: | $ | (0.11 | ) | $ | (0.06 | ) | $ | (0.11 | ) | $ | (0.12 | ) | ||||
For the 2013 Quarters Ended | ||||||||||||||||
(In thousands, except per share data) | March 31 | June 30 | September 30 | December 31 | ||||||||||||
Total revenues | $ | 31,376 | $ | 23,821 | $ | 20,641 | $ | 20,692 | ||||||||
Total costs and expenses | 38,149 | 41,805 | 39,650 | 56,558 | ||||||||||||
Net loss | (34,763 | ) | (4,353 | ) | (60,801 | ) | (17,429 | ) | ||||||||
Net loss attributable to common shareholders | (34,635 | ) | (3,394 | ) | (59,998 | ) | (16,800 | ) | ||||||||
(Loss) income per share, basic and diluted: | $ | (0.11 | ) | $ | (0.01 | ) | $ | (0.17 | ) | $ | (0.04 | ) |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2014 | Jan. 31, 2013 | Jan. 30, 2013 | Apr. 30, 2013 | |
Segment | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Net Cash Provided by (Used in) Financing Activities | $7,263,000 | $183,635,000 | $6,031,000 | ||||||
Gains (Losses) on Extinguishment of Debt | 2,668,000 | 972,000 | 0 | ||||||
Net Cash Provided by (Used in) Operating Activities | -90,379,000 | -55,653,000 | -25,415,000 | ||||||
Maximum Number of Days Interest Bearing Instruments with Original Maturities to Consider as Cash Equivalent | 90 days | ||||||||
Maximum Number of Days Interest Bearing Instruments with Remaining Maturities to Consider as Marketable Securities | 90 days | ||||||||
Short Term Investments Maturities Period Minimum | 90 days | ||||||||
Goodwill and intangible assets | 1,100,000,000 | 1,100,000,000 | 1,100,000,000 | ||||||
Amortization of intangible assets | 10,919,000 | 11,133,000 | 8,335,000 | ||||||
Amortization expense in 2015 | 10,900,000 | 10,900,000 | |||||||
Amortization expense in 2016 | 9,700,000 | 9,700,000 | |||||||
Amortization expense in 2017 | 9,000,000 | 9,000,000 | |||||||
Amortization expense in 2018 | 6,900,000 | 6,900,000 | |||||||
Amortization expense in 2019 | 6,300,000 | 6,300,000 | |||||||
Short Term Investments Maturities Period Maximum | 1 year | ||||||||
Long Term Investments Maturities Period Minimum | 1 year | ||||||||
Depreciation | 4,000,000 | 4,100,000 | 1,800,000 | ||||||
Revenue from services | 8,666,000 | 11,658,000 | 1,749,000 | ||||||
Revenue From Transfer Of Intellectual Property | 5,476,000 | 16,711,000 | 0 | ||||||
Total deferred revenue related to other revenues | 6,700,000 | 8,300,000 | 6,700,000 | ||||||
Allowance for doubtful accounts receivable | -1,906,000 | -1,884,000 | -1,906,000 | ||||||
Equity-based compensation expense for continuing operations | 14,779,000 | 10,983,000 | 5,131,000 | ||||||
Number of reportable segments | 2 | ||||||||
RXi common stock received | 0 | 12,500,000 | 0 | ||||||
Pharmaceutical | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Number of operating segments | 2 | ||||||||
Diagnostics | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Number of operating segments | 2 | ||||||||
Neovasc | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Revenue from services | 800,000 | 1,400,000 | 800,000 | ||||||
Minimum | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Intangible assets, estimated useful lives | 3 years | ||||||||
Property, Plant and Equipment, Useful Life | 5 years | ||||||||
Maximum | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Intangible assets, estimated useful lives | 10 years | ||||||||
Property, Plant and Equipment, Useful Life | 10 years | ||||||||
Restatement Adjustment | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Net Cash Provided by (Used in) Financing Activities | 6,400,000 | 2,500,000 | |||||||
Net Cash Provided by (Used in) Operating Activities | -6,400,000 | -2,500,000 | |||||||
Notes | Notes Due February 1, 2033 | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Gains (Losses) on Extinguishment of Debt | 2,700,000 | ||||||||
Interest rate of notes payable | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | ||||
Notes | Notes Due February 1, 2033 | Other Expense | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Gains (Losses) on Extinguishment of Debt | -8,700,000 | ||||||||
Notes | Notes Due February 1, 2033 | Other Expense | Restatement Adjustment | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Gains (Losses) on Extinguishment of Debt | 9,700,000 | 9,700,000 | |||||||
Notes | Notes Due February 1, 2033 | Deferred Derivative Gain (Loss) | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Embedded Derivative, Loss on Embedded Derivative | 43,100,000 | ||||||||
Notes | Notes Due February 1, 2033 | Deferred Derivative Gain (Loss) | Restatement Adjustment | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Embedded Derivative, Loss on Embedded Derivative | 9,700,000 | ||||||||
Computer Software, Intangible Asset | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Property, Plant and Equipment, Useful Life | 3 years | ||||||||
Machinery and Equipment | Minimum | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Property, Plant and Equipment, Useful Life | 5 years | ||||||||
Machinery and Equipment | Maximum | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Property, Plant and Equipment, Useful Life | 8 years | ||||||||
Furniture and Fixtures | Minimum | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Property, Plant and Equipment, Useful Life | 5 years | ||||||||
Furniture and Fixtures | Maximum | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Property, Plant and Equipment, Useful Life | 10 years | ||||||||
Land, Buildings and Improvements | Minimum | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Property, Plant and Equipment, Useful Life | 10 years | ||||||||
Land, Buildings and Improvements | Maximum | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Property, Plant and Equipment, Useful Life | 40 years | ||||||||
RXi Pharmaceuticals Corporation | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
RXi common stock received | 12,500,000 | ||||||||
Pharmsynthez | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
License and Services Revenue | 500,000 | 3,800,000 | |||||||
Total deferred revenue related to other revenues | 9,500,000 | ||||||||
TESARO | Collaborative Arrangement | |||||||||
Summary of Significant Accounting Policies [Line Items] | |||||||||
Collaborative Arrangement, Milestone Payment Received | $5,000,000 |
Loss_Per_Share_Details
Loss Per Share (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Number of common stock warrant and common stock options exercised | 5,787,983 | 10,881,570 | 1,086,361 |
Number of common stock issued for stock warrant and stock options exercised | 5,392,741 | 10,732,745 | 1,084,982 |
Shares surrendered in lieu of cash payment | 426 | 148,825 | 1,379 |
Common stock investments, available for sale | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Potential common shares | 28,456,149 | 32,105,859 | 26,695,436 |
Acquisitions_Investments_and_L2
Acquisitions, Investments, and Licenses - Textual (Details) | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2012 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Jan. 31, 2014 | Apr. 30, 2013 | Apr. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2013 | Feb. 28, 2013 | Dec. 31, 2013 | Apr. 17, 2014 | Dec. 31, 2014 | Apr. 17, 2014 | Aug. 31, 2013 | Aug. 08, 2014 | Mar. 31, 2013 | Aug. 08, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
USD ($) | USD ($) | USD ($) | SciVac | SciVac | Cocrystal | Sevion | ARNO | Neovasc | Pharmsynthez | Pharmsynthez | Pharmsynthez | Pharmsynthez | Pharmsynthez | Zebra | Zebra | Zebra | OPKO Brazil | OPKO Brazil | Inspiro | Inspiro | Inspiro | OPKO Biologics | OPKO Renal | OPKO Renal | OPKO Renal | OPKO Renal | ChromaDex [Member] | Rxi [Member] | NIMS [Member] | Cocrystal | Pharmsynthez | Sevion | Neovasc | ARNO | Other Expense | Other Income [Member] | Other Income [Member] | Other Income [Member] | |
Variable Interest Entity, Primary Beneficiary | Variable Interest Entity, Primary Beneficiary | USD ($) | USD ($) | RUB | USD ($) | USD ($) | Variable Interest Entity, Not Primary Beneficiary [Member] | Series A Preferred Stock | Restricted Stock | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | ARNO | USD ($) | USD ($) | USD ($) | |||||||||||||||||
member | USD ($) | USD ($) | |||||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||||||||||||||||||||||||||
Inspiro stock purchase agreement | 100.00% | ||||||||||||||||||||||||||||||||||||||
Cash paid at closing date | $300,000 | $1,500,000 | |||||||||||||||||||||||||||||||||||||
Common stock value | 400,000 | 8,600,000 | 540,600,000 | 146,900,000 | 21,200,000 | ||||||||||||||||||||||||||||||||||
Number of trading days | 10 days | 10 days | 10 days | ||||||||||||||||||||||||||||||||||||
Stock price | $6.73 | $6.73 | $8.57 | $8.57 | $8.49 | $7.16 | $9.46 | $7.16 | |||||||||||||||||||||||||||||||
In-process research and development | 12,055,000 | 0 | 0 | 10,100,000 | |||||||||||||||||||||||||||||||||||
Shares conversion ratio | 0.9951 | ||||||||||||||||||||||||||||||||||||||
Delivery of common stock | 64,684 | 999,556 | 63,670,805 | 2,236,210 | 20,517,030 | ||||||||||||||||||||||||||||||||||
Options and warrants outstanding (shares) | 7,889,265 | ||||||||||||||||||||||||||||||||||||||
Fair value of warrants outstanding | 46,100,000 | ||||||||||||||||||||||||||||||||||||||
Percentage of ownership held by chairman | 5.00% | ||||||||||||||||||||||||||||||||||||||
Percentage of ownership held by directors | 5.00% | ||||||||||||||||||||||||||||||||||||||
Business acquisition share price on shares issue | $4.64 | $9 | $4.87 | ||||||||||||||||||||||||||||||||||||
Amount payable in cash or shares on achieving milestones for acquiring a product in development | 190,000,000 | ||||||||||||||||||||||||||||||||||||||
Contingent consideration | 71,600,000 | 71,600,000 | 47,700,000 | ||||||||||||||||||||||||||||||||||||
Warrants to purchase common shares | 1,000,000 | 100,000 | 1,700,000 | 1,000,000 | |||||||||||||||||||||||||||||||||||
Number of shares purchased | 13,600,000 | 13,600,000 | |||||||||||||||||||||||||||||||||||||
Asset Purchase Agreement | 9,600,000 | ||||||||||||||||||||||||||||||||||||||
Number of share options received in purchase agreement | 12,000,000 | 12,000,000 | |||||||||||||||||||||||||||||||||||||
Proceeds to be received from sale of proprietary technology | 8,100,000 | 265,000,000 | |||||||||||||||||||||||||||||||||||||
Shares Received In Satisfaction of Notes Receivable | 12,000,000 | ||||||||||||||||||||||||||||||||||||||
Deferred revenue | 6,700,000 | 8,300,000 | 9,500,000 | ||||||||||||||||||||||||||||||||||||
Period for development of technology | 3 years | 3 years | |||||||||||||||||||||||||||||||||||||
Deferred revenue received from collaboration agreement | 1,400,000 | 8,200,000 | |||||||||||||||||||||||||||||||||||||
Revenue related to our license agreements | 500,000 | 3,800,000 | |||||||||||||||||||||||||||||||||||||
Revenue collaboration agreement, offset to research and development | 1,600,000 | 1,100,000 | |||||||||||||||||||||||||||||||||||||
Investment Owned, Balance, Shares | 840,000 | ||||||||||||||||||||||||||||||||||||||
Cocrystal on a fully diluted basis | 50.00% | 45.00% | |||||||||||||||||||||||||||||||||||||
Additional working capital | 5,700,000 | ||||||||||||||||||||||||||||||||||||||
Number of members of board of directors | 5 | ||||||||||||||||||||||||||||||||||||||
Number of members of board of directors appointed by reporting entity | 3 | ||||||||||||||||||||||||||||||||||||||
Percent of board of directors appointed by reporting entity | 60.00% | ||||||||||||||||||||||||||||||||||||||
Shares Received As Gift | 900,000 | ||||||||||||||||||||||||||||||||||||||
Investment ownership percentage | 28.00% | 23.50% | 1.00% | 8.00% | 17.00% | 4.00% | 6.00% | ||||||||||||||||||||||||||||||||
Total assets of equity method investees | 466,700,000 | ||||||||||||||||||||||||||||||||||||||
Total liabilities of equity method investees | 91,500,000 | ||||||||||||||||||||||||||||||||||||||
Net losses of equity method investees | -55,900,000 | ||||||||||||||||||||||||||||||||||||||
Equity Method Investment, Quoted Market Value | 49,200,000 | ||||||||||||||||||||||||||||||||||||||
Available-for-Sale Securities, Ownership Percentage | 2.00% | 11.00% | 4.00% | ||||||||||||||||||||||||||||||||||||
Other than Temporary Impairment Losses, Investments, Portion Recognized in Earnings, Net, Available-for-sale Securities | 1,400,000 | ||||||||||||||||||||||||||||||||||||||
Available for sale investments | 5,758,000 | 600,000 | |||||||||||||||||||||||||||||||||||||
Gain (Loss) on Sale of Investments | ($167,000) | $29,881,000 | $0 | $1,300,000 | $29,900,000 | $0 |
Acquisitions_Investments_and_L3
Acquisitions, Investments, and Licenses - Summary of Assets Acquired and Liabilities Assumed (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | Aug. 31, 2013 | ||||
Intangible assets: | |||||||||
Goodwill | $224,292,000 | [1] | $226,373,000 | [1] | $80,450,000 | ||||
OPKO Renal | |||||||||
Business Acquisition [Line Items] | |||||||||
Current assets | 1,224,000 | [2] | |||||||
Intangible assets: | |||||||||
Total intangible assets | 191,740,000 | ||||||||
Goodwill | 2,411,000 | 2,411,000 | |||||||
Property, plant and equipment | 306,000 | ||||||||
Other assets | 0 | ||||||||
Accounts payable and accrued expenses | -1,069,000 | ||||||||
Deferred tax liability | 0 | ||||||||
Total purchase price | 194,612,000 | ||||||||
Current Asset include cash | 400,000 | ||||||||
OPKO Renal | Patents | |||||||||
Intangible assets: | |||||||||
Patents | 210,000 | ||||||||
OPKO Renal | In process research and development | |||||||||
Intangible assets: | |||||||||
In-process research and development | 191,530,000 | ||||||||
OPKO Biologics | |||||||||
Business Acquisition [Line Items] | |||||||||
Current assets | 21,500,000 | [2] | |||||||
Intangible assets: | |||||||||
Total intangible assets | 590,200,000 | ||||||||
Goodwill | 139,784,000 | ||||||||
Property, plant and equipment | 1,057,000 | ||||||||
Other assets | 371,000 | ||||||||
Accounts payable and accrued expenses | -9,866,000 | ||||||||
Deferred tax liability | -156,403,000 | ||||||||
Total purchase price | 586,643,000 | ||||||||
Current Asset include cash | 20,500,000 | ||||||||
OPKO Biologics | Patents | |||||||||
Intangible assets: | |||||||||
Patents | 0 | ||||||||
OPKO Biologics | In process research and development | |||||||||
Intangible assets: | |||||||||
In-process research and development | $590,200,000 | ||||||||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. | ||||||||
[2] | Current assets include cash of $0.4 million and $20.5 million related to the OPKO Renal and OPKO Biologics acquisitions, respectively |
Acquisitions_Investments_and_L4
Acquisitions, Investments, and Licenses - Summary of Pro Forma Results (Details) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Pro Forma Result of Combined Companies | ||
Revenues | $96,530 | $53,595 |
Loss from continuing operations | 0 | -63,479 |
Net loss | -147,546 | -55,663 |
Net loss attributable to common shareholders | ($145,027) | ($57,411) |
Basic and diluted loss per share (in dollars per share) | ($0.37) | ($0.15) |
Acquisitions_Investments_and_L5
Acquisitions, Investments, and Licenses - Summary of Investments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Long-term Investments [Abstract] | ||||
Equity method investments | $9,400 | |||
Equity Method Investment, Underlying Equity in Net Assets | 30,787 | |||
Variable interest entity, equity method | 981 | |||
Available for sale investments | 5,758 | |||
Warrants and options | 6,314 | |||
Total carrying value of investments | $22,453 | [1] | $30,653 | [1] |
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. |
Acquisitions_Investments_and_L6
Acquisitions, Investments, and Licenses - Schedule of Consolidated Assets and Non-Recourse Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | ||
In Thousands, unless otherwise specified | ||||||
Current assets: | ||||||
Cash and cash equivalents | $96,907 | [1] | $185,798 | [1] | $27,361 | $71,516 |
Accounts receivable, net | 19,969 | [1] | 19,767 | [1] | ||
Inventory, net | 16,604 | [1] | 18,079 | [1] | ||
Prepaid expenses and other current assets | 9,389 | [1] | 19,084 | [1] | ||
Total current assets | 142,869 | [1] | 242,728 | [1] | ||
Property, plant and equipment, net | 16,411 | [1] | 17,027 | [1] | ||
Intangible assets, net | 62,649 | [1] | 74,533 | [1] | ||
Goodwill | 224,292 | [1] | 226,373 | [1] | 80,450 | |
Other assets | 5,838 | [1] | 6,861 | [1] | ||
Total assets | 1,267,664 | [1] | 1,391,516 | [1] | ||
Current liabilities: | ||||||
Accounts payable | 8,744 | [1] | 13,414 | [1] | ||
Accrued expenses | 60,912 | [1] | 65,874 | [1] | ||
Total current liabilities | 83,111 | [1] | 91,850 | [1] | ||
Other long-term liabilities | 217,358 | [1] | 214,775 | [1] | ||
Total liabilities | 431,923 | [1] | 518,537 | [1] | ||
SciVac | Variable Interest Entity, Primary Beneficiary | ||||||
Current assets: | ||||||
Cash and cash equivalents | 393 | 2 | ||||
Accounts receivable, net | 316 | 283 | ||||
Inventory, net | 1,649 | 1,696 | ||||
Prepaid expenses and other current assets | 718 | 218 | ||||
Total current assets | 3,076 | 2,199 | ||||
Property, plant and equipment, net | 1,725 | 1,374 | ||||
Intangible assets, net | 875 | 1,111 | ||||
Goodwill | 1,553 | 1,821 | ||||
Other assets | 384 | 261 | ||||
Total assets | 7,613 | 6,766 | ||||
Current liabilities: | ||||||
Accounts payable | 445 | 1,136 | ||||
Accrued expenses | 4,446 | 6,498 | ||||
Notes payable | 5,189 | 1,537 | ||||
Total current liabilities | 10,080 | 9,171 | ||||
Other long-term liabilities | 2,042 | 1,240 | ||||
Total liabilities | $12,122 | $10,411 | ||||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. |
Composition_of_Certain_Financi2
Composition of Certain Financial Statement Captions (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Accounts receivable, net | ||||
Accounts receivable | $21,875 | $21,651 | ||
Less: allowance for doubtful accounts | -1,906 | -1,884 | ||
Accounts receivable, net | 19,969 | [1] | 19,767 | [1] |
Inventories, net | ||||
Finished products | 12,116 | 13,374 | ||
Work in-process | 1,011 | 1,350 | ||
Raw materials | 4,116 | 4,132 | ||
Less: inventory reserve | -639 | -777 | ||
Inventory, net | 16,604 | [1] | 18,079 | [1] |
Prepaid expense and other assets: | ||||
Prepaid supplies | 1,123 | 945 | ||
Prepaid insurance | 968 | 892 | ||
Pharmsynthez notes receivable | 0 | 6,151 | ||
Other receivables | 669 | 1,985 | ||
Taxes recoverable | 2,417 | 3,458 | ||
Other | 4,212 | 5,653 | ||
Prepaid expenses and other current assets | 9,389 | [1] | 19,084 | [1] |
Property, plant, equipment and investment properties, net: | ||||
Machinery and equipment | 13,710 | 11,656 | ||
Building | 3,171 | 3,615 | ||
Land | 2,391 | 2,666 | ||
Furniture and fixtures | 2,148 | 2,051 | ||
Software | 1,695 | 807 | ||
Leasehold improvements | 3,592 | 3,107 | ||
Construction in process | 225 | 489 | ||
Less: accumulated depreciation | -10,521 | -7,364 | ||
Property, plant and equipment, net | 16,411 | [1] | 17,027 | [1] |
Intangible assets, net: | ||||
Less: accumulated amortization | -33,931 | -24,403 | ||
Intangible assets, net | 62,649 | [1] | 74,533 | [1] |
Accrued expenses: | ||||
Taxes payable | 77 | 702 | ||
Deferred revenue | 4,185 | 7,639 | ||
Clinical trials | 8,643 | 3,342 | ||
Professional fees | 1,860 | 402 | ||
Employee benefits | 4,127 | 4,399 | ||
Deferred acquisition payments, net of discount | 15 | 5,465 | ||
Contingent consideration | 27,352 | 28,047 | ||
Other | 14,653 | 15,878 | ||
Accrued expenses | 60,912 | [1] | 65,874 | [1] |
Other long-term liabilities: | ||||
Mortgages and other debts payable | 2,434 | 3,270 | ||
Deferred tax liabilities | 167,153 | 166,435 | ||
Other, including deferred revenue | 3,556 | 1,509 | ||
Other long-term liabilities | 217,358 | [1] | 214,775 | [1] |
OPKO Renal | ||||
Other long-term liabilities: | ||||
Contingent consideration | 36,529 | 34,401 | ||
OPKO Health Europe | ||||
Other long-term liabilities: | ||||
Contingent consideration | 254 | 504 | ||
Mortgages and other debts payable | 2,435 | 3,270 | ||
OPKO Diagnostics | ||||
Other long-term liabilities: | ||||
Contingent consideration | 6,992 | 8,340 | ||
CURNA | ||||
Other long-term liabilities: | ||||
Contingent consideration | 440 | 316 | ||
Technologies | ||||
Intangible assets, net: | ||||
Intangible assets | 52,508 | 51,660 | ||
Customer relationships | ||||
Intangible assets, net: | ||||
Intangible assets | 22,108 | 22,725 | ||
Product registrations | ||||
Intangible assets, net: | ||||
Intangible assets | 8,763 | 9,692 | ||
Trade names | ||||
Intangible assets, net: | ||||
Intangible assets | 3,483 | 3,669 | ||
Covenants not to compete | ||||
Intangible assets, net: | ||||
Intangible assets | 8,639 | 8,671 | ||
Other | ||||
Intangible assets, net: | ||||
Intangible assets | $1,079 | $2,519 | ||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. |
Composition_of_Certain_Financi3
Composition of Certain Financial Statement Captions (Details 1) (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | ||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Goodwill | 224,292 | [1] | $226,373 | [1] | $80,450 | |
Technology | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Weighted average amortization period | 9 years | |||||
Customer relationships | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Weighted average amortization period | 6 years | |||||
Product registrations | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Weighted average amortization period | 9 years | |||||
Covenants not to compete | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Weighted average amortization period | 5 years | |||||
Tradename | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Weighted average amortization period | 4 years | |||||
Other | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Weighted average amortization period | 4 years | |||||
OPKO Chile | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 10,806 | [2] | ||||
Goodwill | 5,441 | [2] | ||||
OPKO Chile | Customer relationships | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 3,945 | [2] | ||||
OPKO Chile | Product registrations | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 5,829 | [2] | ||||
OPKO Chile | Tradename | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 1,032 | [2] | ||||
OPKO Mexico | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 345 | |||||
Goodwill | 21 | |||||
OPKO Mexico | Customer relationships | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 121 | |||||
OPKO Mexico | Product registrations | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 77 | |||||
OPKO Mexico | Covenants not to compete | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 70 | |||||
OPKO Mexico | Tradename | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 77 | |||||
CURNA | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 10,290 | |||||
Goodwill | 4,827 | |||||
CURNA | In-process research research and development | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 10,000 | |||||
CURNA | Other | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 290 | |||||
OPKO Diagnostics | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 44,400 | |||||
Goodwill | 17,977 | |||||
OPKO Diagnostics | Technology | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 44,400 | |||||
FineTech | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 18,800 | |||||
Goodwill | 11,623 | |||||
FineTech | Technology | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 2,700 | |||||
FineTech | Customer relationships | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 14,200 | |||||
FineTech | Covenants not to compete | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 1,500 | |||||
FineTech | Tradename | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 400 | |||||
OPKO Health Europe | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 8,378 | |||||
Goodwill | 8,062 | |||||
OPKO Health Europe | Technology | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 3,017 | |||||
OPKO Health Europe | In-process research research and development | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 1,459 | |||||
OPKO Health Europe | Customer relationships | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 436 | |||||
OPKO Health Europe | Product registrations | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 2,930 | |||||
OPKO Health Europe | Covenants not to compete | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 187 | |||||
OPKO Health Europe | Tradename | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 349 | |||||
OPKO Lab | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 14,030 | |||||
Goodwill | 29,629 | |||||
OPKO Lab | Technology | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 1,370 | |||||
OPKO Lab | Customer relationships | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 3,860 | |||||
OPKO Lab | Covenants not to compete | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 6,900 | |||||
OPKO Lab | Tradename | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 1,830 | |||||
OPKO Lab | Other | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 70 | |||||
SciVac | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 1,130 | |||||
Goodwill | 760 | |||||
SciVac | Technology | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 1,090 | |||||
SciVac | Customer relationships | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 40 | |||||
OPKO Brazil | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 686 | |||||
OPKO Brazil | Other | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 686 | |||||
OPKO Renal | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 191,740 | |||||
Goodwill | 2,411 | 2,411 | ||||
OPKO Renal | In-process research research and development | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 191,530 | |||||
OPKO Renal | Other | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 210 | |||||
OPKO Biologics | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 590,200 | |||||
Goodwill | 139,784 | |||||
OPKO Biologics | In-process research research and development | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 590,200 | |||||
OPKO Uruguay Ltda. | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 347 | |||||
OPKO Uruguay Ltda. | Other | ||||||
Fair values assigned to major intangible asset classes upon each acquisition | ||||||
Total identified intangible assets | 347 | |||||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. | |||||
[2] | Includes intangible assets and goodwill related to ALS acquisition. |
Composition_of_Certain_Financi4
Composition of Certain Financial Statement Captions (Details 2) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Allowance for doubtful accounts | ||
Allowance for doubtful accounts for inventory reserve and tax valuation | ||
Beginning balance | ($1,884) | ($474) |
Charged to expense | -646 | -979 |
Written-off | 321 | 28 |
Charged to other | 303 | -459 |
Ending balance | -1,906 | -1,884 |
Inventory reserve | ||
Allowance for doubtful accounts for inventory reserve and tax valuation | ||
Beginning balance | -777 | -1,313 |
Charged to expense | -1,082 | -2,015 |
Written-off | 1,028 | 2,188 |
Charged to other | 192 | 363 |
Ending balance | -639 | -777 |
Tax valuation allowance | ||
Allowance for doubtful accounts for inventory reserve and tax valuation | ||
Beginning balance | -85,370 | -59,145 |
Charged to expense | 0 | -1,148 |
Written-off | 0 | 0 |
Charged to other | -46,561 | -25,077 |
Ending balance | ($131,931) | ($85,370) |
Composition_of_Certain_Financi5
Composition of Certain Financial Statement Captions (Details 3) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | ||
Goodwill [Roll Forward] | |||||
Beginning balance | $226,373 | [1] | $80,450 | ||
Acquisitions | 0 | 142,195 | |||
Foreign exchange, other | -2,081 | 3,728 | |||
Ending balance | 224,292 | [1] | 226,373 | [1] | |
OPKO Mexico | |||||
Goodwill [Roll Forward] | |||||
Ending balance | 21 | ||||
OPKO Chile | |||||
Goodwill [Roll Forward] | |||||
Ending balance | 5,441 | [2] | |||
OPKO Health Europe | |||||
Goodwill [Roll Forward] | |||||
Ending balance | 8,062 | ||||
OPKO Renal | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 2,411 | ||||
Ending balance | 2,411 | 2,411 | |||
OPKO Biologics | |||||
Goodwill [Roll Forward] | |||||
Ending balance | 139,784 | ||||
OPKO Lab | |||||
Goodwill [Roll Forward] | |||||
Ending balance | 29,629 | ||||
Pharmaceutical | CURNA | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 4,827 | 4,827 | |||
Acquisitions | 0 | 0 | |||
Foreign exchange, other | 0 | 0 | |||
Ending balance | 4,827 | 4,827 | |||
Pharmaceutical | OPKO Mexico | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 114 | 114 | |||
Acquisitions | 0 | 0 | |||
Foreign exchange, other | -14 | 0 | |||
Ending balance | 100 | 114 | |||
Pharmaceutical | OPKO Chile | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 6,102 | 6,697 | |||
Acquisitions | 0 | 0 | |||
Foreign exchange, other | -819 | -595 | |||
Ending balance | 5,283 | 6,102 | |||
Pharmaceutical | OPKO Health Europe | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 9,075 | 8,712 | |||
Acquisitions | 0 | 0 | |||
Foreign exchange, other | -1,062 | 363 | |||
Ending balance | 8,013 | 9,075 | |||
Pharmaceutical | FineTech | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 11,698 | 11,698 | |||
Acquisitions | 0 | 0 | |||
Foreign exchange, other | 0 | 0 | |||
Ending balance | 11,698 | 11,698 | |||
Pharmaceutical | SciVac | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 1,739 | 796 | |||
Acquisitions | 0 | 0 | |||
Foreign exchange, other | -186 | 943 | |||
Ending balance | 1,553 | 1,739 | |||
Pharmaceutical | OPKO Renal | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 2,069 | 0 | |||
Acquisitions | 0 | 2,411 | |||
Foreign exchange, other | 0 | -342 | |||
Ending balance | 2,069 | 2,069 | |||
Pharmaceutical | OPKO Biologics | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 139,784 | 0 | |||
Acquisitions | 0 | 139,784 | |||
Foreign exchange, other | 0 | 0 | |||
Ending balance | 139,784 | 139,784 | |||
Diagnostics | OPKO Diagnostics | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 17,977 | 17,977 | |||
Acquisitions | 0 | 0 | |||
Foreign exchange, other | 0 | 0 | |||
Ending balance | 17,977 | 17,977 | |||
Diagnostics | OPKO Lab | |||||
Goodwill [Roll Forward] | |||||
Beginning balance | 32,988 | 29,629 | |||
Acquisitions | 0 | 0 | |||
Foreign exchange, other | 0 | 3,359 | |||
Ending balance | $32,988 | $32,988 | |||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. | ||||
[2] | Includes intangible assets and goodwill related to ALS acquisition. |
Debt_Notes_Details
Debt - Notes (Details) (USD $) | 12 Months Ended | 1 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | Jan. 31, 2013 | Jan. 30, 2013 |
institution | institution | |||||
Debt Instrument [Line Items] | ||||||
Gains (Losses) on Extinguishment of Debt | $2,668 | $972 | $0 | |||
Debt Instruments, Number of Financial Institutions | 10 | 12 | ||||
Debt Instrument [Roll Forward] | ||||||
Change in fair value of embedded derivative | -10,632 | -45,942 | 1,218 | |||
Notes | ||||||
Debt Instrument [Roll Forward] | ||||||
Embedded derivatives, beginning balance | 101,087 | 0 | 0 | 59,204 | ||
Convertible notes, beginning balance | 158,064 | 175,000 | ||||
Discount, beginning balance | -47,239 | -59,204 | ||||
Total, beginning balance | 211,912 | 175,000 | ||||
Amortization of debt discount | 5,662 | 6,596 | ||||
Change in fair value of embedded derivative | 12,213 | 52,742 | ||||
Embedded Derivative, Conversion, Gain (Loss) | -47,353 | -10,859 | ||||
Debt Instrument, Conversion, Gain (Loss) | -70,422 | -16,936 | ||||
Conversion of Amortization of Debt Discount (Premium) | 19,442 | 5,369 | ||||
Embedded Derivative And Debt Instrument, Conversion, Gain (Loss) | -98,333 | -22,426 | ||||
Embedded derivatives, ending balance | 65,947 | 101,087 | 59,204 | |||
Convertible notes, ending balance | 87,642 | 158,064 | 175,000 | |||
Discount, ending balance | -22,135 | -47,239 | -59,204 | |||
Total, ending balance | 131,454 | 211,912 | 175,000 | |||
Notes Due February 1, 2033 | Notes | ||||||
Debt Instrument [Line Items] | ||||||
Gains (Losses) on Extinguishment of Debt | 2,700 | |||||
Debt Instrument, Redemption Price, Percentage | 100.00% | |||||
Debt Instrument [Roll Forward] | ||||||
Total, beginning balance | 175,000 | |||||
Total, ending balance | $87,600 | $158,100 | $175,000 |
Debt_Inputs_Used_In_Lattice_Mo
Debt - Inputs Used In Lattice Model (Details) (Notes, Notes Due February 1, 2033, USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||
Aug. 29, 2013 | Jan. 30, 2013 | Jan. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Rate | Rate | Rate | Rate | ||
Notes | Notes Due February 1, 2033 | |||||
Debt Instrument [Line Items] | |||||
Stock price | $6.20 | $9.99 | $8.44 | ||
Conversion Rate | 141.48 | 141.4827 | 141.4827 | 141.4827 | 141.4827 |
Conversion Price | $7.07 | $7.07 | $7.07 | $7.07 | |
Maturity date | 1-Feb-33 | 1-Feb-33 | |||
Risk-free interest rate | 1.12% | 1.40% | 1.78% | ||
Estimated stock volatility | 40.00% | 39.00% | 55.00% | ||
Estimated credit spread | 9.44% | 10.81% | 8.28% | ||
Interest rate of notes payable | 3.00% | 3.00% | 3.00% | 3.00% |
Debt_Fair_Value_Of_Embedded_De
Debt - Fair Value Of Embedded Derivatives (Details) (Notes, USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||||
Notes | ||||
Fair value of Notes: | ||||
With the embedded derivatives | $129,009 | $218,081 | $175,000 | |
Without the embedded derivatives | 63,062 | 116,994 | 115,796 | |
Estimated fair value of the embedded derivatives | $65,947 | $101,087 | $59,204 | $0 |
Debt_Lines_Of_Credit_Details
Debt - Lines Of Credit (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Line of Credit Facility [Line Items] | ||
Credit line capacity | $13,119 | |
Balance Outstanding | 7,658 | 9,061 |
Itau Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 6.52% | |
Credit line capacity | 1,800 | |
Balance Outstanding | 965 | 1,999 |
Bank of Chile | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 6.34% | |
Credit line capacity | 2,250 | |
Balance Outstanding | 1,410 | 2,079 |
BICE Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 6.16% | |
Credit line capacity | 1,700 | |
Balance Outstanding | 1,249 | 516 |
Corp Banca | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 0.00% | |
Credit line capacity | 0 | |
Balance Outstanding | 0 | -47 |
BBVA Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 5.00% | |
Credit line capacity | 2,000 | |
Balance Outstanding | 795 | 523 |
Penta Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 7.34% | |
Credit line capacity | 1,200 | |
Balance Outstanding | 1,008 | 946 |
Security Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 6.16% | |
Credit line capacity | 640 | |
Balance Outstanding | 361 | 1,075 |
BCI | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 0.00% | |
Credit line capacity | 0 | |
Balance Outstanding | 0 | 198 |
Estado Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 5.30% | |
Credit line capacity | 2,800 | |
Balance Outstanding | 1,870 | 1,772 |
Sabadell Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 4.50% | |
Credit line capacity | 182 | |
Balance Outstanding | 0 | 0 |
BBVA Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 4.75% | |
Credit line capacity | 304 | |
Balance Outstanding | 0 | 0 |
Santander Bank | ||
Line of Credit Facility [Line Items] | ||
Interest rate on borrowings at December 31, 2014 | 4.50% | |
Credit line capacity | 243 | |
Balance Outstanding | $0 | $0 |
Debt_Mortgage_Notes_And_Other_
Debt - Mortgage Notes And Other Debt (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Mortgage notes and other debt payables | ||||
Current portion of notes payable | $13,455 | [1] | $12,562 | [1] |
Other long-term liabilities | 2,434 | 3,270 | ||
OPKO Health Europe | ||||
Mortgage notes and other debt payables | ||||
Current portion of notes payable | 608 | 1,964 | ||
Other long-term liabilities | 2,435 | 3,270 | ||
Total mortgage notes and other debt | $3,043 | $5,234 | ||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. |
Debt_Textual_Details
Debt - Textual (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Aug. 30, 2013 | Aug. 29, 2013 | Jun. 30, 2014 | Jan. 30, 2013 | Jan. 31, 2013 | |
institution | institution | conversion_right | Rate | Rate | ||||
Debt Instrument [Line Items] | ||||||||
Interest Paid | $6,276,000 | $3,407,000 | $945,000 | |||||
Gains (Losses) on Extinguishment of Debt | -2,668,000 | -972,000 | 0 | |||||
Gain (loss) on embedded derivative | 12,200,000 | 52,700,000 | ||||||
Number of financial institutions | 10 | 12 | ||||||
OPKO Health Europe | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal balance | 3,043,000 | 5,234,000 | ||||||
Weighted average interest rate | 3.40% | 3.90% | ||||||
Minimum | OPKO Health Europe | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable interest rates | 2.70% | |||||||
Maximum | OPKO Health Europe | ||||||||
Debt Instrument [Line Items] | ||||||||
Variable interest rates | 6.30% | |||||||
Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Principal balance | 131,454,000 | 211,912,000 | 175,000,000 | |||||
Notes | Notes Due February 1, 2033 | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt face amount | 175,000,000 | |||||||
Convertible senior notes interest rate | 3.00% | 3.00% | 3.00% | 3.00% | ||||
Equivalent redemption price | 100.00% | |||||||
Convertible debt, conversion ratio | 141.4827 | 141.4827 | 141.48 | 141.4827 | 141.4827 | |||
Convertible debt, principal amount for conversion | 1,000 | 1,000 | ||||||
Convertible debt, conversion price | $7.07 | $7.07 | $7.07 | $7.07 | ||||
Convertible debt, threshold percentage of stock price trigger | 130.00% | |||||||
Conversion rights in senior notes triggered | 1 | |||||||
Debt Conversion, Converted Instrument, Amount | 16,900,000 | |||||||
Convertible debt, stock issued from conversion | 2,396,145 | |||||||
Gain (Loss) on Repurchase of Debt Instrument | 1,000,000 | |||||||
Debt conversion original amount | 70,400,000 | |||||||
Interest Paid | 800,000 | |||||||
Gains (Losses) on Extinguishment of Debt | -2,700,000 | |||||||
Principal balance | $87,600,000 | $158,100,000 | $175,000,000 | |||||
Notes | Notes Due February 1, 2033 | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Number of trading days applicable conversion price | 20 days | |||||||
Notes | Notes Due February 1, 2033 | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Number of consecutive trading days applicable conversion price | 30 days | |||||||
Notes | Notes Due February 1, 2033 | On or after February 1, 2017 and before February 1, 2019 | ||||||||
Debt Instrument [Line Items] | ||||||||
Equivalent redemption price | 100.00% | |||||||
Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Weighted average interest rate | 6.10% | 7.70% | ||||||
Common stock investments, available for sale | Notes | Notes Due February 1, 2033 | ||||||||
Debt Instrument [Line Items] | ||||||||
Convertible debt, stock issued from conversion | 10,974,431 |
Shareholders_Equity_Details
Shareholders' Equity (Details) (Warrant [Member], USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Warrant [Member] | |
Additional information for warrants outstanding | |
Number of warrants, Outstanding at December 31, 2013 | 24,496,664 |
Weighted average exercise price, Outstanding at December 31, 2013 | $0.94 |
Number of warrants, Issued | 0 |
Weighted average exercise price, Issued | $0 |
Number of warrants, Exercised | -3,064,317 |
Weighted average exercise price, Exercised | $2.29 |
Number of warrants, Expired | -2,601 |
Weighted average exercise price, Expired | $0.01 |
Outstanding and Exercisable at December 31, 2014 | 21,429,746 |
Weighted average exercise price, Outstanding and Exercisable at December 31, 2014 | $0.75 |
Shareholders_Equity_Details_Te
Shareholders' Equity (Details Textual) (USD $) | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 08, 2013 | |
Class of Stock [Line Items] | ||||
Common Stock, shares authorized (in shares) | 750,000,000 | 750,000,000 | ||
Common Stock, par value | $0.01 | $0.01 | ||
Preferred Stock, shares authorized (in shares) | 10,000,000 | |||
Preferred Stock, par value (in dollars per share) | $0.01 | |||
Shares surrendered in lieu of cash payment | 426 | |||
Designate shares of preferred stock | 10,000,000 | |||
Payments of Ordinary Dividends, Preferred Stock and Preference Stock | $0 | $3,015,000 | $0 | |
Common stock investments, available for sale | ||||
Class of Stock [Line Items] | ||||
Exercise of common stock warrants, shares | 3,064,317 | |||
Conversion of Stock, Shares Issued | 11,290,320 | |||
Series A Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, shares authorized (in shares) | 4,000,000 | |||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Series C Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, shares authorized (in shares) | 500,000 | |||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Series D Preferred Stock | ||||
Class of Stock [Line Items] | ||||
Preferred Stock, shares authorized (in shares) | 2,000,000 | |||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | 0 | |
Rate of dividend per annum | 8.00% | |||
Payments of Ordinary Dividends, Preferred Stock and Preference Stock | 3,000,000 | |||
Number of Series D Preferred Stock converted | 1,129,032 | |||
Total cash dividend | 3,000,000 | |||
Preferred Share Per share Arrears | $2.30 | |||
Preferred Stock, Amount of Preferred Dividends in Arrears | $2,600,000 |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | ||
Accumulated Other Comprehensive Income (Loss), Net [Rollforward] | ||||
Beginning Balance | $3,418 | [1] | $7,356 | |
Other comprehensive income before reclassifications, net of tax | -16,132 | [2] | 642 | [3] |
Amounts reclassified from accumulated other comprehensive income, net of tax | 322 | [2] | -4,580 | [3] |
Net other comprehensive loss | -15,810 | -3,938 | ||
Ending Balance | -12,392 | [1] | 3,418 | [1] |
Foreign currency | ||||
Accumulated Other Comprehensive Income (Loss), Net [Rollforward] | ||||
Beginning Balance | 1,371 | 3,196 | ||
Other comprehensive income before reclassifications, net of tax | -8,088 | [2] | -1,825 | [3] |
Amounts reclassified from accumulated other comprehensive income, net of tax | 0 | [2] | 0 | [3] |
Net other comprehensive loss | -8,088 | -1,825 | ||
Ending Balance | -6,717 | 1,371 | ||
Unrealized gain (loss) in Accumulated OCI | ||||
Accumulated Other Comprehensive Income (Loss), Net [Rollforward] | ||||
Beginning Balance | 2,047 | 4,160 | ||
Other comprehensive income before reclassifications, net of tax | -8,044 | [2] | 2,467 | [3] |
Amounts reclassified from accumulated other comprehensive income, net of tax | 322 | [2] | -4,580 | [3] |
Net other comprehensive loss | -7,722 | -2,113 | ||
Ending Balance | ($5,675) | $2,047 | ||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. | |||
[2] | Effective tax rate of 40.13%. | |||
[3] | Effective tax rate of 38.47%. |
Accumulated_Other_Comprehensiv3
Accumulated Other Comprehensive Income (Details Textual) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Realized gain | $1.30 | $10.80 | |
Unrealized gain reclassified | $0.90 | $7.50 | |
Effective tax rate | 0.00% | -1.50% | 24.80% |
Unrealized gain (loss) in Accumulated OCI | |||
Effective tax rate | 40.13% | 38.47% |
EquityBased_Compensation_Detai
Equity-Based Compensation (Details Textual) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2009 | |
Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of equity-based incentive compensation plans | 5 | |||
Expiration period | 10 years | |||
Vesting period | 5 years | 5 years | ||
Excess tax benefits | $0 | $0 | $0 | |
Unrecognized compensation cost | 41,500,000 | |||
Weighted-average expected period for recognition | 3 years 0 months 0 days | |||
Expected volatility for options based on historical volatility | 7 years | |||
Expected volatility for options based on a peer group | 8 years | |||
Common stock shares reserved for issuance | 16,736,892 | |||
Intrinsic value of stock options exercised | 14,600,000 | 59,500,000 | 2,400,000 | |
Weighted average grant date fair value of stock options granted | $4.64 | $4 | $2.44 | |
Fair value of stock options vested | 10,900,000 | 5,900,000 | 3,400,000 | |
Restricted common stock shares issued | 30,000 | |||
Selling, General and Administrative Expenses | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity based compensation expense | 9,700,000 | 7,300,000 | 3,100,000 | |
Research and Development Expense | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity based compensation expense | 5,000,000 | 3,600,000 | 2,000,000 | |
Cost of Revenue | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity based compensation expense | 100,000 | |||
2007 Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expiration period | 7 years | |||
Continuing Operations | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Equity based compensation expense | $14,800,000 | $11,000,000 | $5,100,000 | |
Minimum | 2007 Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expiration period | 7 years | |||
Maximum | 2007 Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expiration period | 10 years |
EquityBased_Compensation_Detai1
Equity-Based Compensation (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Schedule of stock options | |||
Risk-free interest rate, Minimum | 0.10% | 0.15% | 0.09% |
Risk-free interest rate, Maximum | 2.65% | 2.45% | 2.61% |
Expected volatility | 69.00% | ||
Expected volatility, Minimum | 31.00% | 0.31% | |
Expected volatility, Maximum | 72.00% | 83.00% | |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
Minimum | |||
Schedule of stock options | |||
Expected term | 1 year | 1 year | 1 year |
Maximum | |||
Schedule of stock options | |||
Expected term | 10 years | 7 years | 7 years |
EquityBased_Compensation_Detai2
Equity-Based Compensation (Details 1) (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Summary of option activity under stock plans | ||
Number of options Outstanding, Beginning balance | 21,350,597 | |
Number of options, Granted | 5,437,500 | |
Number of options, Exercised | -2,723,666 | |
Number of options, Forfeited | -727,126 | |
Number of options, Expired | -37,386 | |
Number of options Outstanding, Ending balance | 23,299,919 | 21,350,597 |
Weighted Average Exercise Price, Beginning balance | $4.47 | |
Weighted Average Exercise Price, Granted | $8.47 | |
Weighted Average Exercise Price, Exercised | $3.45 | |
Weighted Average Exercise Price, Forfeited | $5.65 | |
Weighted Average Exercise Price, Expired | $0.71 | |
Weighted Average Exercise Price, Ending balance | $5.50 | $4.47 |
Weighted average remaining contractual term, Outstanding, Beginning balance | 5 years 4 months 13 days | 4 years 9 months 18 days |
Weighted average remaining contractual term, Outstanding, Ending balance | 5 years 4 months 13 days | 4 years 9 months 18 days |
Aggregate intrinsic value, Outstanding, Beginning balance | $85,186 | |
Aggregate intrinsic value, Outstanding, Ending balance | 104,797 | 85,186 |
Vested and expected to vest, Number of options | 21,943,140 | |
Vested and expected to vest, Weighted Average Exercise Price | $5.35 | |
Weighted average expected to vest, remaining contractual term | 5 years 3 months | |
Aggregate intrinsic value, vested and expected to vest | 101,859 | |
Number of options exercisable | 11,876,035 | |
Weighted average exercise price exercisable | $3.89 | |
Weighted average remaining contractual term, Exercisable | 4 years 1 month 2 days | |
Exercisable, Aggregate intrinsic value | $72,481 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current | |||
Federal | $225 | $0 | $0 |
State | 247 | 0 | 0 |
Foreign | -1,514 | -1,073 | -332 |
Current income tax benefit, Total | -1,042 | -1,073 | -332 |
Deferred | |||
Federal | 0 | -1,161 | 8,191 |
State | -167 | -104 | 1,038 |
Foreign | 1,185 | 666 | 729 |
Income tax benefit, Total | 1,018 | -599 | 9,958 |
Total, net | ($24) | ($1,672) | $9,626 |
Income_Taxes_Details_1
Income Taxes (Details 1) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred income tax assets: | ||
Federal net operating loss | $63,004 | $43,869 |
State net operating loss | 12,050 | 6,987 |
Foreign net operating loss | 25,825 | 20,545 |
Research and development expense | 9,244 | 4,746 |
Research and development tax credit | 6,077 | 4,876 |
Stock options | 18,422 | 13,981 |
Accruals | 1,764 | 1,936 |
Equity investments | 8,038 | 4,756 |
Other | 4,702 | 2,904 |
Deferred income tax assets | 149,126 | 104,600 |
Deferred income tax liabilities: | ||
Intangible assets | -177,074 | -179,414 |
Other | -4,305 | -4,996 |
Deferred income tax liabilities | -181,379 | -184,410 |
Net deferred income tax assets | -32,253 | -79,810 |
Valuation allowance | -131,931 | -85,370 |
Net deferred income tax liabilities | ($164,184) | ($165,180) |
Income_Taxes_Details_2
Income Taxes (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of gross unrecognized income tax benefits | |||
Unrecognized tax benefits at beginning of period | $9,231 | $9,245 | $5,250 |
Gross increases - tax positions in prior period | 717 | 575 | 4,467 |
Gross decreases - tax positions in prior period | -396 | -589 | -472 |
Lapse of Statute of Limitations | -472 | ||
Settlements | -3,190 | ||
Unrecognized tax benefits at end of period | $5,890 | $9,231 | $9,245 |
Income_Taxes_Details_3
Income Taxes (Details 3) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Summary of difference between the federal statutory tax rate and the effective tax rate | |||
Federal statutory rate | 35.00% | 35.00% | 35.00% |
State income taxes, net of federal benefit | 2.50% | 2.40% | 3.10% |
Foreign income tax | -10.30% | -7.90% | -0.90% |
Research and development tax credits | 1.10% | 1.00% | -0.30% |
Non-Deductible components of convertible debt | -3.80% | -16.70% | 0.00% |
Valuation allowance | -25.30% | -11.40% | -11.40% |
Other | 0.80% | -3.90% | -0.70% |
Total | 0.00% | -1.50% | 24.80% |
Income_Taxes_Details_4
Income Taxes (Details 4) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of losses from continuing operations before income taxes between U.S. and foreign jurisdictions | |||
U.S. | ($84,075) | ($74,861) | ($34,058) |
Foreign | -87,567 | -37,874 | -4,725 |
Loss from continuing operations before income taxes and investment losses | ($171,642) | ($112,735) | ($38,783) |
Income_Taxes_Details_5
Income Taxes (Details 5) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Long-lived assets: | ||
Property, Plant, Equipment and Investment Property, Net | $16,411 | $17,027 |
U.S. | ||
Long-lived assets: | ||
Property, Plant, Equipment and Investment Property, Net | 4,286 | 4,582 |
Foreign | ||
Long-lived assets: | ||
Property, Plant, Equipment and Investment Property, Net | $12,125 | $12,445 |
Income_Taxes_Details_Textual
Income Taxes (Details Textual) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Operating Loss Carryforwards [Line Items] | ||||
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost, Unrecognized | $16,400,000 | |||
Federal net operating loss carryforwards, utilized | 37,200,000 | |||
Reversal of uncertain tax benefits | 3,190,000 | |||
Income Taxes (Textual) [Abstract] | ||||
Total gross unrecognized tax benefit | 5,890,000 | 9,231,000 | 9,245,000 | 5,250,000 |
Increase in unrecognized tax benefit | 700,000 | |||
Decrease in unrecognized tax benefit | 4,100,000 | |||
Effective income tax rate | 900,000 | |||
Accrued interest and penalties on unrecognized tax benefits | 200,000 | |||
Approximate unrecognized tax benefits | 900,000 | |||
Minimum | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expiration Period | 15 years | |||
Maximum | ||||
Operating Loss Carryforwards [Line Items] | ||||
Expiration Period | 20 years | |||
Research and Development Tax Credit Carryforwards | ||||
Operating Loss Carryforwards [Line Items] | ||||
Research and development tax credit carryforwards | 6,100,000 | |||
Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 294,900,000 | |||
State | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 262,600,000 | |||
Foreign | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | 97,100,000 | |||
Reversal of uncertain tax benefits | 3,200,000 | |||
Foreign | OPKO Biologics | ||||
Operating Loss Carryforwards [Line Items] | ||||
Operating loss carryforwards | $74,000,000 |
Related_Party_Transactions_Tex
Related Party Transactions - Textual (Details) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 0 Months Ended | 12 Months Ended | ||||||||||||||||||||
Aug. 30, 2013 | Sep. 30, 2009 | Jun. 30, 2014 | Oct. 31, 2013 | Feb. 29, 2012 | Dec. 31, 2012 | Sep. 21, 2009 | Jan. 16, 2014 | Jan. 16, 2014 | Jan. 02, 2014 | Dec. 31, 2013 | Jul. 31, 2012 | Jun. 30, 2009 | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Nov. 30, 2010 | Jun. 30, 2010 | Aug. 31, 2012 | Nov. 30, 2007 | Feb. 28, 2014 | 1-May-13 | Dec. 31, 2015 | Jan. 30, 2013 | Aug. 31, 2011 | Aug. 31, 2013 | Jan. 31, 2013 | Jul. 28, 2014 | Sep. 21, 2011 | |
sqft | sqft | sqft | |||||||||||||||||||||||||||
Notes | Notes Due February 1, 2033 | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Debt face amount | $175,000,000 | ||||||||||||||||||||||||||||
Convertible debt, stock issued from conversion | 2,396,145 | ||||||||||||||||||||||||||||
Convertible Preferred Stock [Member] | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Equity method investment, number of shares purchased | 1,701,723 | ||||||||||||||||||||||||||||
Common stock investments, available for sale | Notes | Notes Due February 1, 2033 | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Convertible debt, stock issued from conversion | 10,974,431 | ||||||||||||||||||||||||||||
ARNO | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Warrants to purchase common shares | 1,700,000 | ||||||||||||||||||||||||||||
Zebra | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Invested in common shares | 2,000,000 | ||||||||||||||||||||||||||||
Zebra | Series A Preferred Stock | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Investment Owned, Balance, Shares | 840,000 | ||||||||||||||||||||||||||||
Investment ownership percentage | 23.50% | ||||||||||||||||||||||||||||
Zebra | Restricted Stock | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Shares Received As Gift | 900,000 | ||||||||||||||||||||||||||||
Chromadex Corporation | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Invested in common shares | 1,000,000 | ||||||||||||||||||||||||||||
Beneficially owned held by owners | 1.50% | ||||||||||||||||||||||||||||
Biozone Pharmaceuticals Inc | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Warrants to purchase common shares | 8,500,000 | ||||||||||||||||||||||||||||
Invested in common shares | 1,700,000 | ||||||||||||||||||||||||||||
Convertible senior notes interest rate | 10.00% | ||||||||||||||||||||||||||||
Par value | $0.20 | ||||||||||||||||||||||||||||
Warrants duration | 10 years | ||||||||||||||||||||||||||||
Exercise price per share | $0.40 | ||||||||||||||||||||||||||||
Fabrus Inc [Member] | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 13.00% | ||||||||||||||||||||||||||||
Cocrystal | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Invested in common shares | 2,500,000 | 2,500,000 | |||||||||||||||||||||||||||
Warrants to purchase common shares | 1,000,000 | ||||||||||||||||||||||||||||
Equity Method Investee | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Private Placement Financing | 30,000,000 | ||||||||||||||||||||||||||||
Equity Method Investee | ARNO | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Invested in common shares | 2,000,000 | ||||||||||||||||||||||||||||
Investment Owned, Balance, Shares | 833,333 | ||||||||||||||||||||||||||||
Investment Agreement, Requirement to Hold Rights to Board, Minimum Stock Percentage | 3.00% | ||||||||||||||||||||||||||||
Related Party Transaction, Negotiation Period | 45 days | ||||||||||||||||||||||||||||
Equity Method Investee | ARNO | One Year Warrants | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Warrants expiration period | 1 year | ||||||||||||||||||||||||||||
Warrants to purchase common shares | 833,333 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 2.4 | ||||||||||||||||||||||||||||
Equity Method Investee | ARNO | Five Year Warrants | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Warrants expiration period | 5 years | ||||||||||||||||||||||||||||
Warrants to purchase common shares | 833,333 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 4 | ||||||||||||||||||||||||||||
Equity Method Investee | Biozone | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Invested in common shares | 500,000 | ||||||||||||||||||||||||||||
Private Placement Financing | 2,750,000 | ||||||||||||||||||||||||||||
Investment Owned, Balance, Shares | 1,000,000 | 1,000,000 | |||||||||||||||||||||||||||
Warrants to purchase common shares | 1,000,000 | 1,000,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | 0.5 | 0.5 | |||||||||||||||||||||||||||
Warrants duration | 10 years | ||||||||||||||||||||||||||||
Convertible debt, stock issued from conversion | 10,000,000 | ||||||||||||||||||||||||||||
Biozone Pharmaceuticals Warrants Exercised | 7,700,000 | ||||||||||||||||||||||||||||
Stock Conversion, Common Shares Issued upon Conversion | 205.08 | ||||||||||||||||||||||||||||
Equity Method Investee | Biozone | Series B Convertible Preferred Stock | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Shares Issued | 1,000,000 | ||||||||||||||||||||||||||||
Equity Method Investee | MusclePharm Corporation [Member] | Common stock investments, available for sale | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Noncash or Part Noncash Divestiture, Shares Received | 1,200,000 | ||||||||||||||||||||||||||||
Equity Method Investee | Sorrento | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Invested in common shares | 2,300,000 | ||||||||||||||||||||||||||||
Investment ownership percentage | 33.33% | ||||||||||||||||||||||||||||
Equity Method Investment, Realized Gain (Loss) on Disposal | 17,200,000 | ||||||||||||||||||||||||||||
Dr Frost | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 36.00% | ||||||||||||||||||||||||||||
Dr Frost | PROLOR | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 5.00% | ||||||||||||||||||||||||||||
Dr Frost | Zebra | Series A Preferred Stock | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Investment Owned, Balance, Shares | 900,000 | ||||||||||||||||||||||||||||
Dr. Hsiao | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 6.00% | ||||||||||||||||||||||||||||
Dr. Hsiao | PROLOR | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 5.00% | ||||||||||||||||||||||||||||
Frost Gamma Investments Trust and Hsu Gamma Investment, L.P. | Notes | Notes Due February 1, 2033 | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Debt face amount | 175,000,000 | ||||||||||||||||||||||||||||
Avi Properties LLC | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Period of lease | 5 years | ||||||||||||||||||||||||||||
Square feet of laboratory | 44,000 | 44,000 | |||||||||||||||||||||||||||
Payments of lease per month | 18,000 | 18,000 | |||||||||||||||||||||||||||
Exceeds consumer price index | 5.00% | ||||||||||||||||||||||||||||
Teva | FineTech | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Sale of API to TEVA | 200,000 | 300,000 | 300,000 | ||||||||||||||||||||||||||
Scripps Research Institute | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Fund for research agreement | 900,000 | ||||||||||||||||||||||||||||
Research agreement maturity period | 5 years | ||||||||||||||||||||||||||||
Approximate funding for development of technology | 200,000 | ||||||||||||||||||||||||||||
Period for development of technology | 3 years | ||||||||||||||||||||||||||||
Gamma Trust | Chromadex Corporation | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 16.00% | ||||||||||||||||||||||||||||
Hsu Gamma | Chromadex Corporation | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 1.00% | ||||||||||||||||||||||||||||
Dr. Lerner | Sorrento | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 1.00% | ||||||||||||||||||||||||||||
Gamma Trust and Hsu Gamma | Fabrus Inc [Member] | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Investment was part of financing for Fabrus | 2,100,000 | ||||||||||||||||||||||||||||
Academia Sinica | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Research and development agreement amount | 200,000 | ||||||||||||||||||||||||||||
Frost Group, LLC | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Previous investment by a group of investor | 5,000,000 | ||||||||||||||||||||||||||||
Additional investment by a group of investor | 5,000,000 | ||||||||||||||||||||||||||||
Number of equal installments payable for additional investment | 2 | ||||||||||||||||||||||||||||
Real Estate Holdings LLC | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Area of Real Estate Property | 22,000 | ||||||||||||||||||||||||||||
Square feet of laboratory | 8,300 | ||||||||||||||||||||||||||||
Payments of lease per month | 18,000 | ||||||||||||||||||||||||||||
Lease rent per month for fifth year | 24,000 | ||||||||||||||||||||||||||||
Credit for tenant improvements | 113,000 | 30,000 | |||||||||||||||||||||||||||
Period of lease agreement | 6 months | ||||||||||||||||||||||||||||
Operating Leases, Monthly Payments, Year One | 57,000 | ||||||||||||||||||||||||||||
Operating Leases, Monthly Payments, Year Five | 65,000 | ||||||||||||||||||||||||||||
Tenant Improvements, Offset Against Operating Lease in Next Twelve Months | 216,000 | ||||||||||||||||||||||||||||
Mr. Rubin | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 1.00% | ||||||||||||||||||||||||||||
Mr. Rubin | OPKO Biologics | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 5.00% | ||||||||||||||||||||||||||||
Mr. Rubin | Biozone Pharmaceuticals Inc | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 1.00% | ||||||||||||||||||||||||||||
Director | Chromadex Corporation | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Beneficially owned held by members | 1.00% | ||||||||||||||||||||||||||||
FTC Filings | Dr. Hsiao | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Payments for Filing Fees | 170,000 | 280,000 | |||||||||||||||||||||||||||
Lab Space Agreement | Dr. Hsiao | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Area of Real Estate Property | 5,000 | ||||||||||||||||||||||||||||
Lessor Leasing Arrangements, Operating Leases, Term of Contract | 5 years | ||||||||||||||||||||||||||||
Consulting Agreement | Dr. Hsiao | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Contractual Obligation, Due in Fifth Year | 60,000 | ||||||||||||||||||||||||||||
Loans Receivable | Fabrus | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Increase (Decrease) in Due from Related Parties | 100,000 | ||||||||||||||||||||||||||||
Related Party Transaction, Rate | 7.00% | ||||||||||||||||||||||||||||
License Agreement Early Termination Fee | Equity Method Investee | Sorrento | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Related Party Transaction, Other Revenues from Transactions with Related Party | 2,700,000 | ||||||||||||||||||||||||||||
Reimbursement Of Travel Expense | Dr Frost | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Reimbursement paid to related party for travel | 203,000 | 175,000 | 93,000 | ||||||||||||||||||||||||||
Scenario, Forecast | Real Estate Holdings LLC | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Credit for tenant improvements | $103,000 | ||||||||||||||||||||||||||||
Sevion | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Investment ownership percentage | 4.00% | ||||||||||||||||||||||||||||
Cocrystal | |||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||||||||||
Investment ownership percentage | 8.00% |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Compensation and Retirement Disclosure [Abstract] | |||
Employees contribution | 50.00% | ||
Company's matching discretion on employee contributions to the Plan | 100.00% | ||
Participant's earnings contributed to the Plan | 4.00% | ||
Company's matching discretion on employee contributions to the Plan | $0.60 | $0.50 | $0.30 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 1 Months Ended | 12 Months Ended | 0 Months Ended | |
In Millions, unless otherwise specified | Jul. 31, 2012 | Dec. 31, 2014 | 6-May-13 | Dec. 31, 2013 |
claim | Suit | |||
Loss Contingencies [Line Items] | ||||
Number of claims included in post-payment audit | 183 | |||
Purchase Obligation | $14.70 | |||
Business Acquisition, Contingent Consideration [Line Items] | ||||
Contingent consideration | 71.6 | 71.6 | ||
Accrued Liabilities | ||||
Business Acquisition, Contingent Consideration [Line Items] | ||||
Contingent consideration | 27.4 | 28 | ||
Other Noncurrent Liabilities | ||||
Business Acquisition, Contingent Consideration [Line Items] | ||||
Contingent consideration | 44.2 | 43.6 | ||
Merck | ||||
Business Acquisition, Contingent Consideration [Line Items] | ||||
Additional milestone payment to Merck | $25 | |||
Pending Litigation | PROLOR Biotech, Inc. Shareholders' Litigation | ||||
Loss Contingencies [Line Items] | ||||
Number of putative class action suits filed | 5 |
Strategic_Alliances_Strategic_
Strategic Alliances Strategic Alliances (Details) (USD $) | 12 Months Ended | 1 Months Ended | 3 Months Ended | 1 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2014 | Jan. 31, 2015 | Mar. 31, 2013 | |
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Revenue from sale of intellectual property | $0 | $12,500,000 | $0 | ||||
TESARO | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Payments under license agreements | 121,000,000 | ||||||
Up front payment under license agreements | 6,000,000 | ||||||
TESARO | Collaborative Arrangement | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Milestone payment received | 5,000,000 | ||||||
Merck | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Additional milestone payment to Merck | 25,000,000 | ||||||
Merck | Collaborative Arrangement | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Milestone payment to Merck | 2,000,000 | ||||||
In-process research and development expense | 2,000,000 | ||||||
Additional milestone payment to Merck | 25,000,000 | ||||||
RXi Pharmaceuticals Corporation | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Revenue from sale of intellectual property | 12,500,000 | ||||||
Estimated milestone payments | 50,000,000 | ||||||
Subsequent Event | Pfizer Inc. | Collaborative Arrangement, Product | |||||||
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items] | |||||||
Non-refundable and non-creditable payment to be received | 295,000,000 | ||||||
Additional milestone payment to be received | $275,000,000 |
Leases_Details_Textual
Leases (Details Textual) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Leases [Abstract] | |||
Lease rent expenses | $2.60 | $1.90 | $1.30 |
Leases_Details
Leases (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Future minimum lease payments | |
2015 | $2,744 |
2016 | 2,290 |
2017 | 1,478 |
2018 | 1,149 |
2019 | 653 |
Thereafter | 3,256 |
Total minimum lease commitments | $11,570 |
Segments_Details_Textual
Segments (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Customer | Customer | Customer | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | 2 | ||
Customer Concentration Risk | Sales Revenue, Net | |||
Segment Reporting Information [Line Items] | |||
Number of customer represented | 1 | 0 | 0 |
Percentage of product revenue contributed by customer | 13.00% | 10.00% | 10.00% |
Customer Concentration Risk | Accounts Receivable | |||
Segment Reporting Information [Line Items] | |||
Number of customer represented | 0 | 0 | 0 |
Percentage of product revenue contributed by customer | 10.00% | 10.00% | 10.00% |
Intersegment Elimination | |||
Segment Reporting Information [Line Items] | |||
Inter-segment sales | 0 | ||
Inter-segment allocation of interest expense | 0 | ||
Pharmaceutical | |||
Segment Reporting Information [Line Items] | |||
Number of operating segments | 2 | ||
Diagnostics | |||
Segment Reporting Information [Line Items] | |||
Number of operating segments | 2 |
Segments_Details
Segments (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||||
Segment Reporting Information [Line Items] | |||||||||||||||
Product revenues | $76,983 | $68,161 | $45,295 | ||||||||||||
Revenue from services | 8,666 | 11,658 | 1,749 | ||||||||||||
Revenue from transfer of intellectual property | 5,476 | 16,711 | 0 | ||||||||||||
Operating (loss) income | -145,815 | -79,632 | -37,269 | ||||||||||||
Depreciation and amortization | 14,927 | 15,216 | 10,160 | ||||||||||||
Net loss from investment in investees | -3,587 | -11,456 | -2,062 | ||||||||||||
Total revenues | 25,533 | 19,773 | 23,545 | 22,274 | 20,692 | 20,641 | 23,821 | 31,376 | 91,125 | 96,530 | 47,044 | ||||
Assets | 1,267,664 | [1] | 1,391,516 | [1] | 1,267,664 | [1] | 1,391,516 | [1] | |||||||
Goodwill | 224,292 | [1] | 226,373 | [1] | 224,292 | [1] | 226,373 | [1] | 80,450 | ||||||
United States | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 14,142 | 28,369 | 1,749 | ||||||||||||
Chile | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 29,154 | 31,650 | 26,514 | ||||||||||||
Spain | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 21,323 | 18,800 | 6,124 | ||||||||||||
Israel | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 20,638 | 13,252 | 7,655 | ||||||||||||
Mexico | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 5,807 | 4,459 | 5,002 | ||||||||||||
Uruguay | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 61 | 0 | 0 | ||||||||||||
Corporate, Non-Segment | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenue from services | 240 | 825 | 1,354 | ||||||||||||
Revenue from transfer of intellectual property | 0 | 0 | 0 | ||||||||||||
Operating (loss) income | -27,725 | -24,473 | -15,628 | ||||||||||||
Depreciation and amortization | 97 | 149 | 179 | ||||||||||||
Net loss from investment in investees | 0 | 0 | 0 | ||||||||||||
Assets | 95,094 | 209,539 | 95,094 | 209,539 | |||||||||||
Goodwill | 0 | 0 | 0 | 0 | |||||||||||
Segment Reconciling Items | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Operating (loss) income | -2,042 | -3,151 | -585 | ||||||||||||
Pharmaceutical | Operating Segments | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Product revenues | 76,983 | 68,161 | 45,295 | ||||||||||||
Revenue from services | 0 | 0 | 0 | ||||||||||||
Revenue from transfer of intellectual property | 5,285 | 15,160 | 0 | ||||||||||||
Operating (loss) income | -94,401 | -29,809 | -6,797 | ||||||||||||
Depreciation and amortization | 7,936 | 8,234 | 6,367 | ||||||||||||
Net loss from investment in investees | -3,587 | -11,456 | -2,062 | ||||||||||||
Assets | 1,064,498 | 1,065,033 | 1,064,498 | 1,065,033 | |||||||||||
Goodwill | 173,327 | 175,408 | 173,327 | 175,408 | |||||||||||
Diagnostics | Operating Segments | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Revenue from services | 8,426 | 10,833 | 395 | ||||||||||||
Revenue from transfer of intellectual property | 191 | 1,551 | 0 | ||||||||||||
Operating (loss) income | -21,647 | -22,199 | -14,259 | ||||||||||||
Depreciation and amortization | 6,894 | 6,833 | 3,614 | ||||||||||||
Net loss from investment in investees | 0 | 0 | 0 | ||||||||||||
Assets | 108,072 | 116,944 | 108,072 | 116,944 | |||||||||||
Goodwill | $50,965 | $50,965 | $50,965 | $50,965 | |||||||||||
[1] | As of December 31, 2014 and December 31, 2013, total assets include $7.6 million and $6.7 million, respectively, and total liabilities include $12.1 million and $10.4 million, respectively, related to SciVac, previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 4. |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary Of Investments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $12,904 | $4,301 |
Gross unrealized gains in Accumulated OCI | 509 | 3,739 |
Gross unrealized losses in Accumulated OCI | -4,573 | 0 |
Gain/(Loss) in Accumulated Deficit | 3,232 | 4,022 |
Fair value | 12,072 | 12,062 |
Common stock investments, available for sale | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 11,479 | 3,376 |
Gross unrealized gains in Accumulated OCI | 293 | 2,698 |
Gross unrealized losses in Accumulated OCI | -4,573 | 0 |
Gain/(Loss) in Accumulated Deficit | -1,441 | |
Fair value | 5,758 | 6,074 |
Common stock options/warrants | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 1,425 | 925 |
Gross unrealized gains in Accumulated OCI | 216 | 1,041 |
Gross unrealized losses in Accumulated OCI | 0 | |
Gain/(Loss) in Accumulated Deficit | 4,673 | 4,022 |
Fair value | $6,314 | $5,988 |
Fair_Value_Measurements_Assets
Fair Value Measurements - Assets And Liabilities Measured At Fair Value (Details) (Fair Value, Measurements, Recurring, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets: | ||
Total assets | $83,394 | $187,507 |
Liabilities: | ||
Total liabilities | 137,514 | 178,160 |
Level 1 | ||
Assets: | ||
Total assets | 77,044 | 174,492 |
Level 2 | ||
Assets: | ||
Total assets | 6,350 | 13,015 |
Liabilities: | ||
Total liabilities | 0 | |
Level 3 | ||
Assets: | ||
Total assets | 0 | |
Liabilities: | ||
Total liabilities | 137,514 | 178,160 |
Embedded conversion option | ||
Liabilities: | ||
Total liabilities | 65,947 | 101,087 |
Embedded conversion option | Level 3 | ||
Liabilities: | ||
Total liabilities | 65,947 | 101,087 |
Deferred acquisition payments, net of discount | ||
Liabilities: | ||
Total liabilities | 5,465 | |
Deferred acquisition payments, net of discount | Level 3 | ||
Liabilities: | ||
Total liabilities | 5,465 | |
Contingent consideration | CURNA | ||
Liabilities: | ||
Total liabilities | 440 | 573 |
Contingent consideration | CURNA | Level 3 | ||
Liabilities: | ||
Total liabilities | 440 | 573 |
Contingent consideration | OPKO Diagnostics | ||
Liabilities: | ||
Total liabilities | 13,578 | 13,776 |
Contingent consideration | OPKO Diagnostics | Level 3 | ||
Liabilities: | ||
Total liabilities | 13,578 | 13,776 |
Contingent consideration | FineTech | ||
Liabilities: | ||
Total liabilities | 3,124 | |
Contingent consideration | FineTech | Level 3 | ||
Liabilities: | ||
Total liabilities | 3,124 | |
Contingent consideration | OPKO Renal | ||
Liabilities: | ||
Total liabilities | 55,780 | 53,092 |
Contingent consideration | OPKO Renal | Level 3 | ||
Liabilities: | ||
Total liabilities | 55,780 | 53,092 |
Contingent consideration | OPKO Health Europe | ||
Liabilities: | ||
Total liabilities | 1,769 | 1,043 |
Contingent consideration | OPKO Health Europe | Level 3 | ||
Liabilities: | ||
Total liabilities | 1,769 | 1,043 |
Money market funds | ||
Assets: | ||
Total assets | 71,286 | 168,418 |
Money market funds | Level 1 | ||
Assets: | ||
Total assets | 71,286 | 168,418 |
Certificates of deposit | ||
Assets: | ||
Total assets | 0 | 827 |
Certificates of deposit | Level 2 | ||
Assets: | ||
Total assets | 0 | 827 |
Notes Receivable | ||
Assets: | ||
Total assets | 6,151 | |
Notes Receivable | Level 2 | ||
Assets: | ||
Total assets | 6,151 | |
Common stock investments, available for sale | ||
Assets: | ||
Total assets | 5,758 | 6,074 |
Common stock investments, available for sale | Level 1 | ||
Assets: | ||
Total assets | 5,758 | 6,074 |
Common stock options/warrants | ||
Assets: | ||
Total assets | 6,314 | 5,988 |
Common stock options/warrants | Level 2 | ||
Assets: | ||
Total assets | 6,314 | 5,988 |
Forward Contracts | ||
Assets: | ||
Total assets | 36 | 49 |
Forward Contracts | Level 2 | ||
Assets: | ||
Total assets | $36 | $49 |
Fair_Value_Measurements_Notes_
Fair Value Measurements - Notes (Details) (Notes, USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
2033 Senior Notes | $63,062 |
Level 3 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
2033 Senior Notes | 63,062 |
Carrying Value [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
2033 Senior Notes | $65,507 |
Fair_Value_Measurements_Level_
Fair Value Measurements - Level 3 Reconciliation (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Contingent consideration | ||
Total losses (gains) for the period: | ||
Beginning Balance, liabilities | $71,620 | $20,056 |
Additions | 47,710 | |
Included in results of operations, liabilities | 24,446 | 6,947 |
Foreign currency impact | -130 | 31 |
Payments | -24,369 | -3,124 |
Ending Balance, liabilities | 71,567 | 71,620 |
Deferred acquisition payments, net of discount | ||
Total losses (gains) for the period: | ||
Beginning Balance, liabilities | 5,465 | 10,103 |
Included in results of operations, liabilities | -735 | 829 |
Payments | -4,730 | -5,467 |
Ending Balance, liabilities | 0 | 5,465 |
Embedded conversion option | ||
Total losses (gains) for the period: | ||
Beginning Balance, liabilities | 101,087 | 0 |
Additions | 59,204 | |
Included in results of operations, liabilities | 12,213 | 52,742 |
Embedded conversion option | -47,353 | -10,859 |
Ending Balance, liabilities | 65,947 | 101,087 |
Common stock options/warrants | ||
Total losses (gains) for the period: | ||
Beginning balance, assets | 2,040 | |
Conversion | -2,040 | |
Ending balance, assets | $0 |
Fair_Value_Measurements_Textua
Fair Value Measurements - Textual (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Percentage Of Increase Decrease In Discount Rate | 1.00% | |
Change in contingent consideration on discount rates increase | $1.20 | |
Percentage Of Increase Decrease In Future Sales | 10.00% | |
Decrease of estimated future sales in amount | 1.5 | |
Contingent consideration | 71.6 | 71.6 |
Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Discount rates related to consideration | 27.00% | |
Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Discount rates related to consideration | 6.00% | |
Accrued Liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 27.4 | 28 |
Other Noncurrent Liabilities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | $44.20 | $43.60 |
Derivative_Contracts_Details
Derivative Contracts (Details) (Not Designated as Hedging Instrument, USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Note Receivable and Purchase Option | Prepaid Expenses and Other Current Assets | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative asset, fair value | $0 | $6,151 | ||
Common stock options/warrants | Investments, net | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative asset, fair value | 6,314 | 5,988 | ||
Embedded conversion option | 2033 Senior Notes, net of discount and estimated fair value of embedded derivatives | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, fair value | 65,947 | 101,087 | ||
Forward Contracts | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, fair value | 944 | 1,585 | ||
Forward Contracts | Current portion of lines of credit and notes payable | ||||
Derivatives, Fair Value [Line Items] | ||||
Derivative liability, fair value | $36 | [1] | $49 | [1] |
[1] | Gains on forward contracts are recorded in Prepaid expenses and other current assets. Losses on forward contracts are recorded in Accrued expenses |
Derivative_Contracts_Details_1
Derivative Contracts (Details 1) (Not Designated as Hedging Instrument, USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Total | ($10,632) | ($45,942) | $1,218 | |||
Common stock options/warrants | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Total | 1,193 | [1] | 6,544 | [1] | 1,350 | [1] |
2033 Senior Notes | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Total | -12,213 | -52,742 | ||||
Forward Contracts | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Total | $388 | $256 | ($132) | |||
[1] | Includes the Pharmsynthez Note Receivable and the Purchase Option. |
Derivative_Contracts_Details_2
Derivative Contracts (Details 2) (Not Designated as Hedging Instrument, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Derivative [Line Items] | |||
Derivative, Gain (Loss) on Derivative, Net | ($10,632) | ($45,942) | $1,218 |
Forward Contracts | |||
Derivative [Line Items] | |||
Contract value | 908 | 1,536 | |
Fair value | 944 | 1,585 | |
Derivative, Gain (Loss) on Derivative, Net | 388 | 256 | -132 |
Effect on income (loss) | 36 | 49 | |
Forward Contracts | 0 to 30 | |||
Derivative [Line Items] | |||
Contract value | 750 | 472 | |
Fair value | 780 | 489 | |
Effect on income (loss) | 30 | 17 | |
Contract days until maturity, lower range | 0 days | 0 days | |
Contract days until maturity, higher range | 30 days | 30 days | |
Forward Contracts | 31 to 60 | |||
Derivative [Line Items] | |||
Contract value | 90 | 561 | |
Fair value | 93 | 579 | |
Effect on income (loss) | 3 | 18 | |
Contract days until maturity, lower range | 31 days | 31 days | |
Contract days until maturity, higher range | 60 days | 60 days | |
Forward Contracts | 61 to 90 | |||
Derivative [Line Items] | |||
Contract value | 0 | 503 | |
Fair value | 0 | 517 | |
Effect on income (loss) | 0 | 14 | |
Contract days until maturity, lower range | 61 days | 61 days | |
Contract days until maturity, higher range | 90 days | 90 days | |
Forward Contracts | 91 to 120 | |||
Derivative [Line Items] | |||
Contract value | 68 | 0 | |
Fair value | 71 | 0 | |
Effect on income (loss) | 3 | 0 | |
Contract days until maturity, lower range | 91 days | 91 days | |
Contract days until maturity, higher range | 120 days | 120 days | |
Forward Contracts | 121 to 180 | |||
Derivative [Line Items] | |||
Contract value | 0 | 0 | |
Fair value | 0 | 0 | |
Effect on income (loss) | 0 | 0 | |
Contract days until maturity, lower range | 121 days | 121 days | |
Contract days until maturity, higher range | 180 days | 180 days | |
Forward Contracts | More than 180 | |||
Derivative [Line Items] | |||
Contract value | 0 | ||
Effect on income (loss) | $0 | ||
Contract days until maturity, higher range | 180 days |
Selected_Quarterly_Financial_D2
Selected Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of quarterly financial data | |||||||||||
Total revenues | $25,533 | $19,773 | $23,545 | $22,274 | $20,692 | $20,641 | $23,821 | $31,376 | $91,125 | $96,530 | $47,044 |
Total costs and expenses | 57,987 | 67,974 | 58,429 | 52,550 | 56,558 | 39,650 | 41,805 | 38,149 | 236,940 | 176,162 | 84,313 |
Net loss | -53,461 | -50,014 | -26,075 | -45,088 | -17,429 | -60,801 | -4,353 | -34,763 | -174,638 | -117,346 | -29,540 |
Net (loss) income attributable to common shareholders | ($52,971) | ($48,669) | ($25,478) | ($44,548) | ($16,800) | ($59,998) | ($3,394) | ($34,635) | ($171,666) | ($114,827) | ($31,288) |
(Loss) income per share, basic and diluted: | ($0.12) | ($0.11) | ($0.06) | ($0.11) | ($0.04) | ($0.17) | ($0.01) | ($0.11) | ($0.41) | ($0.32) | ($0.11) |
Subsequent_Events_Subsequent_E
Subsequent Events Subsequent Events (Details) (Pfizer Inc., Collaborative Arrangement, Product, Subsequent Event, USD $) | Jan. 31, 2015 |
In Millions, unless otherwise specified | |
Pfizer Inc. | Collaborative Arrangement, Product | Subsequent Event | |
Subsequent Event [Line Items] | |
Expected payment of OCS | $25.60 |