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CLVS Clovis Oncology

Document and Entity Information

Document and Entity Information - shares3 Months Ended
Mar. 31, 2021Apr. 30, 2021
Cover [Abstract]
Document Type10-Q
Document Quarterly Reporttrue
Document Transition Reportfalse
Document Period End DateMar. 31,
2021
Entity File Number001-35347
Entity Registrant NameClovis Oncology, Inc.
Entity Incorporation, State or Country CodeDE
Entity Tax Identification Number90-0475355
Entity Address, Address Line One5500 Flatiron Parkway, Suite 100
Entity Address, City or TownBoulder
Entity Address, State or ProvinceCO
Entity Address, Postal Zip Code80301
City Area Code303
Local Phone Number625-5000
Title of 12(b) SecurityCommon Stock
Trading SymbolCLVS
Security Exchange NameNASDAQ
Entity Current Reporting StatusYes
Entity Interactive Data CurrentYes
Entity Filer CategoryLarge Accelerated Filer
Entity Small Businessfalse
Entity Emerging Growth Companyfalse
Entity Shell Companyfalse
Entity Common Stock, Shares Outstanding104,564,978
Current Fiscal Year End Date--12-31
Document Fiscal Year Focus2021
Document Fiscal Period FocusQ1
Entity Central Index Key0001466301
Amendment Flagfalse

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Revenues:
Product revenue $ 38,053 $ 42,564
Product revenue - extensible listProductProduct
Operating expenses:
Cost of sales $ 8,268 $ 9,096
Research and development52,805 68,221
Selling, general and administrative29,941 42,598
Other operating expenses3,707 3,449
Total expenses96,064 124,576
Operating loss(58,011)(82,012)
Other income (expense):
Interest expense(8,037)(9,561)
Foreign currency loss(546)(877)
Loss on convertible senior notes conversion(7,791)
Other income183 841
Other income (expense), net(8,400)(17,388)
Loss before income taxes(66,411)(99,400)
Income tax benefit (expense)134 68
Net loss(66,277)(99,332)
Other comprehensive income (loss):
Foreign currency translation adjustments, net of tax(80)(103)
Net unrealized gain on available-for-sale securities, net of tax78
Other comprehensive income (loss):(80)(25)
Comprehensive loss $ (66,357) $ (99,357)
Loss per basic and diluted common share:
Basic and diluted net loss per common share $ (0.64) $ (1.39)
Basic and diluted weighted average common shares outstanding104,246 71,662
Product
Operating expenses:
Cost of sales $ 8,268 $ 9,096
Intangible asset amortization
Operating expenses:
Cost of sales $ 1,343 $ 1,212

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Current assets:
Cash and cash equivalents $ 190,922 $ 240,229
Accounts receivable, net21,727 26,511
Inventories, net22,166 30,714
Prepaid research and development expenses3,646 4,245
Other current assets14,052 9,130
Total current assets252,513 310,829
Inventories109,633 104,123
Property and equipment, net11,285 12,085
Right-of-use assets, net29,185 30,438
Intangible assets, net64,400 65,743
Goodwill63,074 63,074
Other assets18,748 19,262
Total assets548,838 605,554
Current liabilities:
Accounts payable20,502 26,692
Accrued research and development expenses45,026 43,500
Lease liabilities5,295 5,330
Convertible senior notes64,275 64,198
Other accrued expenses38,138 45,208
Total current liabilities173,236 184,928
Long-term lease liabilities - less current portion30,400 31,640
Convertible senior notes - less current portion435,350 434,846
Borrowings under financing agreement128,975 110,917
Other long-term liabilities1,916 1,971
Total liabilities769,877 764,302
Commitments and contingencies (Note 14)
Stockholders' equity:
Preferred stock, par value $0.001 per share; 10,000,000 shares authorized, no shares issued and outstanding at March 31, 2021 and December 31, 2020
Common stock, $0.001 par value per share, 200,000,000 shares authorized at March 31, 2021 and December 31, 2020, respectively; 104,557,957 and 103,699,109 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively105 104
Additional paid-in capital2,502,244 2,498,179
Accumulated other comprehensive loss(44,384)(44,304)
Accumulated deficit(2,679,004)(2,612,727)
Total stockholders' deficit(221,039)(158,748)
Total liabilities and stockholders' equity (deficit) $ 548,838 $ 605,554

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / sharesMar. 31, 2021Dec. 31, 2020
CONSOLIDATED BALANCE SHEETS
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares authorized10,000,000 10,000,000
Preferred stock, shares issued0 0
Preferred stock, shares outstanding0 0
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized200,000,000 200,000,000
Common stock, shares issued104,557,957 103,699,109
Common stock, shares outstanding104,557,957 103,699,109

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in ThousandsCommon StockAdditional Paid-In CapitalAccumulated Other Comprehensive Income (Loss)Accumulated DeficitTotal
Beginning Balance at Dec. 31, 2019 $ 55 $ 2,114,068 $ (44,865) $ (2,243,516) $ (174,258)
Beginning Balance (in shares) at Dec. 31, 201954,956,341
Exercise of stock options2 2
Exercise of stock options (in shares)759
Issuance of common stock from vesting of restricted stock units (in shares)662,323
Share-based compensation expense12,961 12,961
Net unrealized gain (loss) on available-for-sale securities78 78
Foreign currency translation adjustments(103)(103)
Convertible senior notes conversion $ 18 133,640 133,658
Convertible senior notes conversion (in shares)17,877,164
Net loss(99,332)(99,332)
Ending Balance at Mar. 31, 2020 $ 73 2,260,671 (44,890)(2,342,848)(126,994)
Ending Balance (in shares) at Mar. 31, 202073,496,587
Beginning Balance at Dec. 31, 2020 $ 104 2,498,179 (44,304)(2,612,727) $ (158,748)
Beginning Balance (in shares) at Dec. 31, 2020103,699,109 103,699,109
Exercise of stock options27 $ 27
Exercise of stock options (in shares)5,609 5,609
Issuance of common stock from vesting of restricted stock units $ 1 (1)
Issuance of common stock from vesting of restricted stock units (in shares)853,239
Share-based compensation expense4,039 $ 4,039
Foreign currency translation adjustments(80)(80)
Net loss(66,277)(66,277)
Ending Balance at Mar. 31, 2021 $ 105 $ 2,502,244 $ (44,384) $ (2,679,004) $ (221,039)
Ending Balance (in shares) at Mar. 31, 2021104,557,957 104,557,957

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Operating activities
Net loss $ (66,277) $ (99,332)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation expense4,039 12,961
Depreciation and amortization2,241 2,130
Amortization of premiums and discounts on available-for-sale securities(140)
Amortization of debt issuance costs639 786
Write-off of debt issuance costs related to convertible senior notes transactions3,555
Loss on convertible senior notes conversion7,791
Other877
Changes in operating assets and liabilities:
Accounts receivable4,732 (4,519)
Inventory3,665 6,839
Prepaid and accrued research and development expenses2,125 (5,559)
Deposit on inventory(12,373)
Other operating assets and liabilities(5,005)5,198
Accounts payable(6,290)4,016
Other accrued expenses(2,636)(3,847)
Net cash used in operating activities(61,890)(82,494)
Investing activities
Purchases of property and equipment(118)(34)
Purchases of available-for-sale securities(9,962)
Sales of available-for-sale securities79,803
Net cash (used in) provided by investing activities(118)69,807
Financing activities
Proceeds from sale of common stock, net of issuance costs163,901
Payment of convertible senior notes(164,443)
Proceeds from borrowings under financing agreement13,802 15,592
Proceeds from the exercise of stock options and employee stock purchases27 2
Payments on finance leases(386)(357)
Payments on other long-term liabilities(67)(51)
Net cash provided by financing activities13,376 14,644
Effect of exchange rate changes on cash and cash equivalents(675)(481)
(Decrease) increase in cash and cash equivalents(49,307)1,476
Cash and cash equivalents at beginning of period240,229 161,833
Cash and cash equivalents at end of period190,922 163,309
Supplemental disclosure of cash flow information:
Cash paid for interest3,292 4,131
Non-cash investing and financing activities:
Vesting of restricted stock units $ 7,129 $ 5,461

Nature of Business

Nature of Business3 Months Ended
Mar. 31, 2021
Nature of Business
Nature of BusinessCLOVIS ONCOLOGY, INC. ​ NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS ​ 1. Nature of Business ​ Clovis Oncology, Inc. (together with its consolidated subsidiaries, the “Company”, “Clovis”, “we”, “our”, “us”) is a biopharmaceutical company focused on acquiring, developing and commercializing innovative anti-cancer agents in the United States, Europe and additional international markets. We target our development programs for the treatment of specific subsets of cancer populations, and simultaneously develop, with partners, for those indications that require them, diagnostic tools intended to direct a compound in development to the population that is most likely to benefit from its use. We have and intend to continue to license or acquire rights to oncology compounds in all stages of development. In exchange for the right to develop and commercialize these compounds, we generally expect to provide the licensor with a combination of upfront payments, milestone payments and royalties on future sales. In addition, we generally expect to assume the responsibility for future drug development and commercialization costs. We currently operate in two segments. Since inception, our operations have consisted primarily of developing in-licensed compounds, evaluating new product acquisition candidates and general corporate activities and since 2016 we have also marketed and sold products. ​ Our marketed product Rubraca® (rucaparib), an oral small molecule inhibitor of poly ADP-ribose polymerase (“PARP”), is marketed in the United States for two indications specific to recurrent epithelial ovarian, fallopian tube or primary peritoneal cancer and also an indication specific to metastatic castration-resistant prostate cancer (“mCRPC”). The initial indication received approval from the United States Food and Drug Administration (“FDA”) in December 2016 and covers the treatment of adult patients with deleterious BRCA ​ In May 2020, the FDA approved Rubraca for the treatment of adult patients with mCRPC associated with a deleterious BRCA ​ In Europe, the European Commission granted a conditional marketing authorization in May 2018 for Rubraca as monotherapy treatment of adult patients with platinum-sensitive, relapsed or progressive, BRCA BRCA ​ In December 2020, Rubraca met the primary study endpoint of significantly improving progression-free survival (“PFS”) BRCA received two or more prior lines of chemotherapy. Completion of ARIEL4 is a post-marketing commitment in the U.S. and Europe. ​ Beyond our labeled indications, we have a clinical development program underway to further evaluate Rubraca in a variety of solid tumor types, either as monotherapy or in combination with other agents, including several studies as part of our ongoing clinical collaboration with Bristol Myers Squibb Company (“Bristol Myers Squibb”) to evaluate its immunotherapy OPDIVO® (nivolumab) in combination with Rubraca. We anticipate initial data of Rubraca monotherapy versus placebo from our ATHENA study in the second half of 2021, with results of Rubraca in combination with Opdivo in all study populations a year or more later. However, the timing of ATHENA data readouts is dependent on the timing of data maturity driven by PFS events. ​ We initiated the Phase 2 LODESTAR study in December 2019 to evaluate Rubraca as monotherapy treatments in patients with recurrent solid tumors associated with a deleterious mutation in homologous recombination repair genes. Based on our interactions with the FDA, we believe that this study may be registration-enabling for a targeted gene- and tumor-agnostic label, if data from the trial support the potential for an accelerated approval. Assuming enrollment in this study continues as planned and subject to availability of data, we may potentially file a supplemental New Drug Application (“sNDA”) with the FDA for this indication in the first half of 2022. ​ We hold worldwide rights to Rubraca. ​ Pursuant to our license and collaboration agreement with 3B Pharmaceuticals GmbH (“ ​ We hold U.S. and global rights to FAP-2286, excluding Europe (defined to include Russia, Turkey and Israel), where 3BP retains rights. We are also collaborating with 3BP on a discovery program directed to up to three additional, undisclosed targets for targeted radionuclide therapy, to which we would obtain global rights for any resulting product candidates. ​ Lucitanib, our product candidate currently in clinical development, is an investigational, oral, potent angiogenesis inhibitor which inhibits vascular endothelial growth factor receptors 1 through 3 (“VEGFR1-3”), platelet-derived growth factor receptors alpha and beta (“PDGFR α/β”) and fibroblast growth factor receptors 1 through 3 (“FGFR1-3”). Lucitanib inhibits the same three pathways as Lenvima® (lenvatinib), which has received an FDA approval for use in endometrial cancer in combination with Keytruda® (pembrolizumab), a PD-1 inhibitor. This, together with preclinical data for lucitanib in combination with a PD-1 inhibitor that demonstrated enhanced anti-tumor activity compared to that of single agents, represent a scientific rationale for development of lucitanib in combination with a PD-1 inhibitor, and in February 2019, lucitanib was added to our clinical collaboration with Bristol Myers Squibb. ​ The Clovis sponsored Phase 1b/2 LIO-1 study is evaluating the combination of lucitanib and Opdivo in gynecologic cancers, and the Phase 2 portion is enrolling patients into four expansion cohorts: non-clear cell ovarian; non-clear cell endometrial; cervical; and clear-cell ovarian and endometrial cancers. Interim data from the non-clear-cell ovarian cancer expansion cohort have been accepted as a poster presentation at the American Society of Clinical Oncology (“ASCO”) meeting in early June, and while evidence of clinical activity has been observed, we do not believe that the efficacy data support further development in non-clear-cell ovarian cancer. Enrollment continues in the three other expansion cohorts, and we continue to plan to submit an abstract to a medical meeting later this year describing the interim endometrial cohort data. ​ We hold the global (excluding China) development and commercialization rights for lucitanib. ​ Basis of Presentation ​ All financial information presented includes the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. ​ The unaudited financial statements of Clovis Oncology, Inc. included herein reflect all adjustments that, in the opinion of management, are necessary to fairly state our financial position, results of operations and cash flows for the periods presented herein. Interim results may not be indicative of the results that may be expected for the full year. Certain information and footnote disclosures normally included in audited financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto which are included in our Annual Report on Form 10-K for the year ended December 31, 2020 (“2020 Form 10-K”) for a broader discussion of our business and the opportunities and risks inherent in such business. ​ Use of Estimates ​ The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, expenses and revenue and related disclosures. On an ongoing basis, we evaluate our estimates, including estimates related to revenue deductions, intangible asset impairment, clinical trial accruals and share-based compensation expense. We base our estimates on historical experience and other market-specific or other relevant assumptions that we believe to be reasonable under the circumstances. Actual results may differ from those estimates or assumptions. ​ Liquidity ​ We have incurred significant net losses since inception and have relied on our ability to fund our operations through debt and equity financings. We expect operating losses and negative cash flows to continue for the foreseeable future. As we continue to incur losses, transition to profitability is dependent upon achieving a level of revenue from Rubraca adequate to support our cost structure. We may never achieve profitability, and unless or until we do, we will continue to need to raise additional cash. ​ Based on current estimates, we believe that our cash, cash equivalents and liquidity available under our financing agreement related to our ATHENA trial, together with current estimates for revenues generated by sales of Rubraca, will allow us to fund our operating plan through at least the next 12 months. ​

Summary of Significant Accounti

Summary of Significant Accounting Policies3 Months Ended
Mar. 31, 2021
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies2. Summary of Significant Accounting Policies ​ Recently Issued Accounting Standards ​ From time to time, the Financial Accounting Standards Board (“FASB”) or other standards-setting bodies issue new accounting pronouncements. Updates to the FASB Accounting Standards Codification (“ASC”) are communicated through the issuance of an Accounting Standards Update (“ASU”). ​ In August 2020, the FASB issued guidance that simplifies an issuer’s accounting for debt and equity instruments. The guidance is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early application is permitted. We plan to adopt this guidance on January 1, 2022. We will evaluate the impact this guidance may have on our consolidated financial statements and related disclosures as the adoption date approaches. ​ Revenue Recognition ​ We are currently approved to sell Rubraca in the United States and Europe markets. We distribute our product principally through a limited number of specialty distributor and specialty pharmacy providers, collectively, our customers. Our customers subsequently sell our products to patients and health care providers. Separately, we have arrangements with certain payors and other third parties that provide for government-mandated and privately-negotiated rebates, chargebacks and discounts. ​ Product Revenue ​ Revenue from product sales are recognized when the performance obligation is satisfied, which is when customers obtain control of our product at a point in time, typically upon delivery. We expense incremental costs of obtaining a contract as and when incurred if the expected amortization period of the asset that we would have recognized is one year ​ Reserves for Variable Consideration Revenues from product sales are recorded at the net sales price (transaction price), which includes estimates of variable consideration for which reserves are established and which result from price concessions that include rebates, chargebacks, discounts, co-pay assistance, estimated product returns and other allowances that are offered within contracts between us and our customers, health care providers, payors and other indirect customers relating to the sales of our product. These reserves are based on the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable or a current liability. Where appropriate, these estimates take into consideration a range of possible outcomes which are probability-weighted for relevant factors such as our historical experience, current contractual and statutory requirements, specific known market events and trends, industry data and forecasted customer buying and payment patterns. Overall, these reserves reflect our best estimates of the amount of consideration to which we are entitled based on the terms of the contract. The amount of variable consideration which is included in the transaction price may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period. Actual amounts of consideration ultimately received may differ from our estimates. If actual results in the future vary from our estimates, we adjust these estimates, which would affect product revenue and earnings in the period such variances become known. ​ Government Rebates ​ GPO and Payor Rebates. ​ Chargebacks ​ Discounts and Fees ​ Co-pay assistance Returns ​ Cost of Sales – Product ​ Product cost of sales consists primarily of materials, third-party manufacturing costs as well as freight and royalties owed to our licensing partners for Rubraca sales. ​ Cost of Sales – Intangible Asset Amortization ​ Cost of sales for intangible asset amortization consists of the amortization of capitalized milestone payments made to our licensing partners upon FDA approval of Rubraca. Milestone payments are amortized on a straight-line basis over the estimated remaining patent life of Rubraca. ​ Accounts Receivable ​ We provide an allowance for credit losses based on experience and specifically identified risks. Accounts receivable are charged off against the allowance when we determine that recovery is unlikely and we cease collection efforts. ​ Inventory ​ Inventories are stated at the lower of cost or estimated net realizable value, on a first-in, first-out (“FIFO”) basis. Inventories include active pharmaceutical ingredient (“API”), contract manufacturing costs and overhead allocations. We begin capitalizing incurred inventory related costs upon regulatory approval. Prior to regulatory approval, incurred costs for the manufacture of the drugs that could potentially be available to support the commercial launch of our products are recognized as research and development expense. ​ We regularly analyze our inventory levels for excess quantities and obsolescence (expiration), considering factors such as historical and anticipated future sales compared to quantities on hand and the remaining shelf-life of Rubraca. Rubraca finished goods have a shelf-life of four years from the date of manufacture. We expect to sell the finished goods prior to expiration. The API currently has a shelf-life of four years from the date of manufacture but can be retested at an immaterial cost with no expected reduction in potency, thereby extending its shelf-life as needed. We expect to consume substantially all of the API over a period of approximately six years based on our long-range sales projections of Rubraca. ​ We write down inventory that has become obsolete, inventory that has a cost basis in excess of its estimated realizable value and/or inventory in excess of expected sales requirements. Expired inventory would be disposed of and the related costs would be written off as cost of product revenue. Inventories that are not expected to be consumed within 12 months following the balance sheet date are classified as long-term inventories. Long-term inventories primarily consist of API. ​ API is currently produced by Lonza. As the API has undergone significant manufacturing specific to its intended purpose at the point it is purchased by us, we classify the API as work-in-process inventory. In addition, we currently manufacture Rubraca finished goods with a single third-party manufacturer. The disruption or termination of the supply of API or the disruption or termination of the manufacturing of our commercial products could have a material adverse effect on our business, financial position and results of operations. API that is written off due to damage and certain costs related to our dedicated production train at Lonza are included in Other Operating Expenses in the Consolidated Statements of Operations and Comprehensive Loss. ​ Inventory used in clinical trials is expensed as research and development expense when it has been identified for such use. ​ Segment Information ​ We have two operating and reportable segments, U.S. and ex-U.S., based on product revenue by geographic areas. We designated our reporting segments based on the internal reporting used by the Chief Operating Decision Maker (“CODM”), which is our Chief Executive Officer, for making decisions and assessing performance as the source of our reportable segments. The CODM allocates resources and assesses the performance of each operating segment based on product revenue by geographic areas. Accordingly, we view our business as two reportable operating segments to evaluate performance, allocate resources, set operational targets and forecast our future period financial results. ​ We manage our assets on a company basis, not by segments, as many of our assets are shared or commingled. Our CODM does not regularly review asset information by reportable segment. The majority of long-lived assets for both segments are located in the United States. ​ Research and Development Expense ​ Research and development costs are charged to expense as incurred and include, but are not limited to, salary and benefits, share-based compensation, clinical trial activities, drug development and manufacturing, companion diagnostic development and third-party service fees, including contract research organizations and investigative sites. ​ Costs for certain development activities, such as clinical trials, are recognized based on an evaluation of the progress to completion of specific tasks using data such as patient enrollment, clinical site activations or information provided to us by our vendors on their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the pattern of costs incurred and are reflected on the Consolidated Balance Sheets as prepaid or accrued research and development expenses. ​ Our other significant accounting policies are described in Note 2, Summary of Significant Accounting Policies

Financial Instruments and Fair

Financial Instruments and Fair Value Measurements3 Months Ended
Mar. 31, 2021
Financial Instruments and Fair Value Measurements
Financial Instruments and Fair Value Measurements3. Financial Instruments and Fair Value Measurements ​ Fair value is defined as the exchange price that would be received to sell an asset or paid to transfer a liability (at exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The three levels of inputs that may be used to measure fair value include: ​ Level 1: Quoted prices in active markets for identical assets or liabilities. Our Level 1 assets consist of money market investments. We do not have Level 1 liabilities. ​ ​ Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities in active markets or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. We do not have Level 2 assets or liabilities. ​ ​ Level 3: Unobservable inputs that are supported by little or no market activity. We do not have Level 3 assets or liabilities. ​ The following table identifies our assets and liabilities that were measured at fair value on a recurring basis (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance Level 1 Level 2 Level 3 March 31, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Money market ​ $ 147,925 ​ $ 147,925 ​ $ — ​ $ — ​ Total assets at fair value ​ $ 147,925 ​ $ 147,925 ​ $ — ​ $ — ​ December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Money market ​ $ 147,921 ​ $ 147,921 ​ $ — ​ $ — ​ Total assets at fair value ​ $ 147,921 ​ $ 147,921 ​ $ — ​ $ — ​ ​ There were no liabilities that were measured at fair value on a recurring basis as of March 31, 2021. ​ Financial instruments not recorded at fair value include our convertible senior notes. At March 31, 2021, the carrying amount of the 2021 Notes was $64.3 million, which represents the aggregate principal amount net of remaining debt issuance costs, and the fair value was $60.9 million. At March 31, 2021, the carrying amount of the 2024 Notes (2019 Issuance) was $84.1 million, which represents the aggregate principal amount net of remaining debt issuance costs, and the fair value was $96.9 million. At March 31, 2021, the carrying amount of the 2024 Notes (2020 Issuance) was $56.7 million, which represents the aggregate principal amount net of remaining debt issuance costs, and the fair value was $69.3 million. At March 31, 2021, the carrying amount of the 2025 Notes was $294.6 million, which represents the aggregate principal amount net of remaining debt issuance costs, and the fair value was $226.7 million. The fair value was determined using Level 2 inputs based on the indicative pricing published by certain investment banks or trading levels of the convertible senior notes, which are not listed on any securities exchange or quoted on an inter-dealer automated quotation system. See Note 9, Debt

Inventories

Inventories3 Months Ended
Mar. 31, 2021
Inventories
Inventories4. Inventories ​ The following table presents inventories as of March 31, 2021 and December 31, 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2021 2020 Work-in-process $ 96,097 $ 102,507 Finished goods, net ​ 35,702 ​ 32,330 Total inventories $ 131,799 $ 134,837 ​ At March 31, 2021, we had $22.2 million of current inventory and $109.6 million of long-term inventory.

Other Current Assets

Other Current Assets3 Months Ended
Mar. 31, 2021
Other Current Assets
Other Current Assets​ 5. Other Current Assets ​ Other current assets were comprised of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2021 2020 Prepaid insurance ​ $ 3,548 ​ $ 782 ​ Prepaid IT ​ ​ 743 ​ ​ 753 ​ Prepaid variable considerations ​ ​ 428 ​ ​ 1,191 ​ Prepaid expenses - other ​ 4,513 ​ 2,193 ​ Value-added tax ("VAT") receivable ​ ​ 2,968 ​ ​ 2,202 ​ Receivable - other ​ 1,746 ​ 1,884 ​ Other ​ 106 ​ 125 ​ Total ​ $ 14,052 ​ $ 9,130 ​ ​

Intangible Assets and Goodwill

Intangible Assets and Goodwill3 Months Ended
Mar. 31, 2021
Intangible Assets and Goodwill
Intangible Assets and Goodwill6. Intangible Assets and Goodwill ​ Intangible assets related to capitalized milestones under license agreements consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2021 2020 Intangible asset - milestones ​ $ 79,850 ​ $ 79,850 Accumulated amortization ​ (15,450) ​ (14,107) Total intangible asset, net ​ $ 64,400 ​ $ 65,743 ​ ​ The estimated useful lives of these intangible assets are based on the estimated remaining patent life of Rubraca and extend through 2031 in Europe and 2035 in the U.S. ​ We recorded amortization expense of $1.3 million and $1.2 million related to capitalized milestone payments during the three months ended March 31, 2021 and March 31, 2020, respectively. Amortization expense is included in cost of sales – intangible asset amortization on the Consolidated Statements of Operations and Comprehensive Loss. ​ Estimated future amortization expense associated with intangibles is expected to be as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2021 ​ ​ ​ ​ $ 4,028 2022 ​ ​ ​ ​ ​ 5,371 2023 ​ ​ ​ ​ ​ 5,371 2024 ​ ​ ​ ​ ​ 5,371 2025 ​ ​ ​ ​ ​ 5,371 Thereafter ​ ​ ​ ​ ​ 38,888 ​ ​ ​ ​ ​ $ 64,400 ​

Other Accrued Expenses

Other Accrued Expenses3 Months Ended
Mar. 31, 2021
Other Accrued Expenses
Other Accrued Expenses7. Other Accrued Expenses ​ Other accrued expenses were comprised of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2021 2020 Accrued personnel costs ​ $ 10,066 ​ $ 18,334 ​ Accrued interest payable for convertible senior notes ​ 2,676 ​ 2,991 ​ Income tax payable ​ ​ 351 ​ ​ 907 ​ Accrued corporate legal fees and professional services ​ ​ 339 ​ ​ 459 ​ Accrued royalties ​ ​ 5,760 ​ ​ 6,617 ​ Accrued variable considerations ​ ​ 13,621 ​ ​ 11,701 ​ Accrued expenses - other ​ 5,325 ​ 4,199 ​ Total ​ $ 38,138 ​ $ 45,208 ​ ​

Leases

Leases3 Months Ended
Mar. 31, 2021
Leases
Leases8. Leases ​ At the inception of an arrangement, we determine whether the arrangement is or contains a lease based on the unique facts and circumstances. Most leases with a term greater than one year are recognized on the balance sheet as right-of-use assets, lease liabilities and, if applicable, long-term lease liabilities. We elected not to recognize on the balance sheet leases with terms of one year or less. Lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected lease term. The interest rate implicit in lease contracts is typically not readily determinable. As such, we utilize the appropriate incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a similar term at an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right-of-use asset may be required for items such as initial direct costs paid or incentives received. ​ The components of a lease should be split into three categories: lease components (e.g. land, building, etc.), non-lease components (e.g. common area maintenance, maintenance, consumables, etc.) and non-components (e.g. property taxes, insurance, etc.). Then the fixed and in-substance fixed contract consideration (including any related to non-components) must be allocated based on fair values assigned to the lease components and non-lease components. ​ Our facilities operating leases have lease components, non-lease components and non-components, which we have separated because the non-lease components and non-components have variable lease payments and are excluded from the measurement of the lease liabilities. The lease component results in a right-of-use asset being recorded on the balance sheet and amortized as lease expense on a straight-line basis to the statements of operations. ​ We lease all of our office facilities in the U.S. and Europe. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Most leases include one or more options to renew. The exercise of lease renewal options is at our sole discretion. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. ​ We have a finance lease for certain equipment at the dedicated production train at Lonza, our non-exclusive manufacturer of the Rubraca API. ​ The components of lease expense and related cash flows were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ Three months ended March 31, ​ 2021 2020 Lease cost ​ ​ ​ ​ ​ ​ Finance lease cost: ​ ​ ​ ​ ​ ​ Amortization of right-of-use assets ​ $ 474 ​ $ 474 Interest on lease liabilities ​ 185 ​ 215 Operating lease cost ​ 1,253 ​ 1,126 Short-term lease cost ​ 80 ​ 106 Variable lease cost ​ ​ 523 ​ ​ 598 Total lease cost ​ $ 2,515 ​ $ 2,519 ​ ​ ​ ​ ​ ​ ​ Operating cash flows from finance leases ​ $ 185 ​ $ 215 Operating cash flows from operating leases ​ $ 1,253 ​ $ 1,126 Financing cash flows from finance leases ​ $ 386 ​ $ 357 ​ The weighted-average remaining lease term and weighted-average discount rate were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2021 March 31, 2020 ​ Weighted-average remaining lease term (years) ​ ​ ​ ​ ​ ​ ​ Operating leases ​ ​ 6.4 ​ ​ 6.8 ​ Finance leases ​ ​ 4.8 ​ ​ 5.8 ​ Weighted-average discount rate ​ ​ ​ ​ ​ ​ ​ Operating leases ​ ​ 8% ​ ​ 8% ​ Finance leases ​ ​ 8% ​ ​ 8% ​ ​ Future minimum commitments due under these lease agreements as of March 31, 2021 are as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases ​ Finance Leases ​ Total 2021 (remaining nine months) ​ 4,282 ​ 1,715 ​ 5,997 2022 ​ 5,311 ​ 2,287 ​ 7,598 2023 ​ 4,865 ​ 2,287 ​ 7,152 2024 ​ ​ 4,875 ​ ​ 2,287 ​ ​ 7,162 2025 ​ ​ 5,032 ​ ​ 2,287 ​ ​ 7,319 Thereafter ​ 9,962 ​ — ​ 9,962 Present value adjustment ​ ​ (7,645) ​ ​ (1,850) ​ ​ (9,495) Present value of lease payments ​ $ 26,682 ​ $ 9,013 ​ $ 35,695 ​

Debt

Debt3 Months Ended
Mar. 31, 2021
Long-term Debt
Long-term Debt9. Debt ​ The following is a summary of our convertible senior notes at March 31, 2021 and December 31, 2020 (principal amount in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Principal Amount ​ Principal Amount ​ ​ ​ ​ ​ Conversion rate per $1,000 ​ ​ March 31, 2021 ​ December 31, 2020 ​ Interest Rate ​ Maturity Date ​ principal amount (shares) 2021 Notes ​ $ 64,418 ​ $ 64,418 ​ 2.50% ​ September 15, 2021 ​ 16.1616 2024 Notes (2019 Issuance) ​ 85,782 ​ 85,782 ​ 4.50% ​ August 1, 2024 ​ 137.2213 2024 Notes (2020 Issuance) ​ ​ 57,500 ​ ​ 57,500 ​ 4.50% ​ August 1, 2024 ​ 160.3334 2025 Notes ​ 300,000 ​ 300,000 ​ 1.25% ​ May 1, 2025 ​ 13.1278 Total ​ $ 507,700 ​ $ 507,700 ​ ​ ​ ​ ​ ​ ​ Our convertible senior notes are governed by the terms of their respective indentures between the Company, as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee. Holders may convert all or any portion of the senior notes at any time prior to the close of business on the business day immediately preceding the maturity date. Upon conversion, the holders will receive shares of our common stock at an initial conversion rate as noted above. The conversion rate is subject to adjustment upon the occurrence of certain events described in the indentures. ​ If we undergo a fundamental change, as defined in the indenture, prior to the maturity date of the senior notes, holders may require us to repurchase for cash all or any portion of the senior notes at a fundamental change repurchase price equal to 100% of the principal amount of the senior notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. ​ The senior notes rank senior in right of payment to any of our indebtedness that is expressly subordinated in right of payment to the senior notes; equal in right of payment to all of our liabilities that are not so subordinated; effectively junior in right of payment to any secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of our subsidiaries. ​ As of March 31, 2021 and December 31, 2020, the balance of unamortized debt issuance costs related to the convertible notes was $8.1 million and $8.7 million, respectively . ​ Sixth Street Financing Agreement ​ On May 1, 2019, we entered into a financing agreement (the “Financing Agreement”) with certain affiliates of Sixth Street Partners, LLC (“Sixth Street”) in which we plan to borrow from Sixth Street amounts required to reimburse our actual costs and expenses incurred during each fiscal quarter (limited to agreed budgeted amounts), as such expenses are incurred, related to the ATHENA clinical trial, in an aggregate amount of up to $175 million (the amount actually borrowed, the “Borrowed Amount”). ​ We incur borrowings under the Financing Agreement on a quarterly basis, beginning with such expenses incurred during the quarter ended March 31, 2019 and ending generally by September 30, 2022. We are obligated to repay on a quarterly basis, beginning by September 30, 2022 (the “Repayment Start Date”). Quarterly payments are generally 9.75% of the direct worldwide Rubraca net sales, capped at $8.5 million. Dates and amounts may be impacted by certain milestones achieved by our ATHENA clinical trial. The maximum amount required to be repaid under the Financing Agreement is two times the aggregate Borrowed Amount, which may be $350 million in the event we borrow the full $175 million under the Financing Agreement. See full details of the Financing Agreement in our 2020 Form 10-K. ​ Our obligations under the Financing Agreement are secured under a Pledge and Security agreement by a first priority security interest in all of our assets related to Rubraca, including intellectual property rights and a pledge of the equity of our wholly owned subsidiaries, Clovis Oncology UK Limited and Clovis Oncology Ireland Limited. In addition, the obligations are guaranteed by Clovis Oncology UK Limited and Clovis Oncology Ireland Limited, secured by a first priority security interest in all the assets of those subsidiaries. ​ For the three months ended March 31, 2021, we recorded $129.0 million as a long-term liability on the Consolidated Balance Sheets and future quarterly draws will be recorded as a long-term liability on the Consolidated Balance Sheets. In connection with the transaction, we incurred $1.8 million of debt issuance costs. The debt issuance costs are presented as a deduction from the Sixth Street financing liability on the Consolidated Balance Sheets and are amortized as interest expense over the expected life of the Financing Agreement using the straight-line method. As of March 31, 2021, the balance of unamortized debt issuance costs was $1.4 million. ​ For the three months ended March 31, 2021, we used an effective interest rate of 14.6%, which is based on the estimate of remaining cash flows. For subsequent periods, we will use the prospective method whereby a new effective interest rate is determined based on the revised estimate of remaining cash flows. The new rate is the discount rate that equates the present value of the revised estimate of remaining cash flows with the carrying amount of the debt, and it will be used to recognize interest expense for the remaining periods. Under this method, the effective interest rate is not constant, and any change in expected cash flows is recognized prospectively as an adjustment to the effective yield. ​ The following table sets forth total interest expense recognized during the three months ended March 31, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ ​ 2021 2020 Interest on convertible notes ​ $ 2,977 ​ $ 3,183 ​ Amortization of debt issuance costs ​ 639 ​ 786 ​ Debt issuance cost derecognized related to convertible debt transactions ​ ​ — ​ ​ 3,555 ​ Interest on finance lease ​ ​ 185 ​ ​ 215 ​ Interest on borrowings under financing agreement ​ ​ 4,210 ​ ​ 1,791 ​ Other interest ​ ​ 26 ​ ​ 31 ​ Total interest expense ​ $ 8,037 ​ $ 9,561 ​ ​

Stockholders' Equity

Stockholders' Equity3 Months Ended
Mar. 31, 2021
Stockholders' Equity
Stockholders' Equity10. Stockholders’ Equity ​ Common Stock ​ The holders of common stock are entitled to one vote per share on all matters to be voted upon by our stockholders. Subject to the preferences that may be applicable to any outstanding shares of preferred stock, the holders of common stock are entitled to receive ratably such dividends, if any, as may be declared by our Board of Directors. ​ Accumulated Other Comprehensive Loss ​ Accumulated other comprehensive loss consists of changes in foreign currency translation adjustments, which includes changes in a subsidiary’s functional currency, and unrealized gains and losses on available-for-sale securities. ​ The changes in accumulated balances related to each component of other comprehensive income (loss) are summarized for the three months ended March 31, 2021 and 2020, as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign Currency ​ Unrealized ​ Total Accumulated ​ ​ Translation Adjustments ​ (Losses) Gains ​ Other Comprehensive Loss ​ ​ 2021 ​ 2020 ​ 2021 ​ 2020 ​ 2021 ​ 2020 ​ Balance at January 1, ​ $ (44,165) ​ $ (44,732) ​ $ (139) ​ $ (133) ​ $ (44,304) ​ $ (44,865) ​ Other comprehensive income (loss) ​ ​ (80) ​ ​ (103) ​ ​ — ​ ​ 78 ​ ​ (80) ​ ​ (25) ​ Total before tax ​ ​ (44,245) ​ ​ (44,835) ​ ​ (139) ​ ​ (55) ​ ​ (44,384) ​ ​ (44,890) ​ Tax effect ​ — ​ ​ — ​ — ​ ​ — ​ — ​ ​ — ​ Balance at March 31, ​ $ (44,245) ​ $ (44,835) ​ $ (139) ​ $ (55) ​ $ (44,384) ​ $ (44,890) ​ ​ There were no reclassifications out of accumulated other comprehensive loss in each of the three months ended March 31, 2021 and 2020.

Share-Based Compensation

Share-Based Compensation3 Months Ended
Mar. 31, 2021
Share-Based Compensation
Share-Based Compensation11. Share-Based Compensation ​ Share-based compensation expense for all equity-based programs, including stock options, restricted stock units and the employee stock purchase plan, for the three months ended March 31, 2021 and 2020 was recognized in the accompanying Consolidated Statements of Operations and Comprehensive Loss as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ ​ 2021 2020 Research and development ​ $ 2,876 ​ $ 6,925 ​ ​ Selling, general and administrative ​ 1,163 ​ 6,036 ​ ​ Total share-based compensation expense ​ $ 4,039 ​ $ 12,961 ​ ​ ​ We did not recognize a tax benefit related to share-based compensation expense during the three months ended March 31, 2021 and 2020, as we maintain net operating loss carryforwards and have established a valuation allowance against the entire net deferred tax asset as of March 31, 2021. ​ Stock Options ​ The following table summarizes the activity relating to our options to purchase common stock for the three months ended March 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ Weighted ​ Average ​ Aggregate ​ ​ ​ ​ Average ​ Remaining ​ Intrinsic ​ ​ Number of ​ Exercise ​ Contractual ​ Value ​ ​ Options ​ Price ​ Term (Years) ​ (Thousands) Outstanding at December 31, 2020 ​ 6,502,169 ​ $ 37.78 ​ ​ Granted ​ 575,000 ​ ​ 6.23 ​ ​ Exercised ​ (5,609) ​ ​ 4.79 ​ ​ Forfeited ​ (187,659) ​ ​ 39.21 ​ ​ Outstanding at March 31, 2021 ​ 6,883,901 ​ $ 35.14 5.8 ​ $ 1,238 ​ Vested and expected to vest at March 31, 2021 ​ 6,663,012 ​ $ 35.97 5.7 ​ $ 1,059 ​ Vested and exercisable at March 31, 2021 ​ 5,064,931 ​ $ 43.19 4.6 ​ $ 140 ​ ​ The aggregate intrinsic value in the table above represents the pretax intrinsic value, based on our closing stock price of $7.02 as of March 31, 2021, which would have been received by the option holders had all option holders with in-the-money options exercised their options as of that date. ​ The following table summarizes information about our stock options as of and for the three months ended March 31, 2021 and 2020 (in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ ​ 2021 2020 Weighted-average grant date fair value per share ​ $ 4.94 ​ $ 6.55 ​ Intrinsic value of options exercised ​ $ 14 ​ $ 4 ​ Cash received from stock option exercises ​ $ 27 ​ $ 2 ​ ​ As of March 31, 2021, the unrecognized share-based compensation expense related to unvested options, adjusted for expected forfeitures, was $15.6 million and the estimated weighted-average remaining vesting period was 1.7 years. ​ Restricted Stock ​ The following table summarizes the activity relating to our unvested restricted stock units (“RSUs”) for the three months ended March 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ Average ​ ​ Number of ​ Grant Date ​ ​ Units ​ Fair Value Unvested at December 31, 2020 ​ 2,964,297 ​ $ 14.36 ​ Granted ​ 2,573,840 ​ 6.23 ​ Vested ​ (853,239) ​ 16.68 ​ Forfeited ​ (119,266) ​ 10.89 ​ Unvested at March 31, 2021 ​ 4,565,632 ​ $ 9.43 ​ Expected to vest after March 31, 2021 ​ 3,862,200 ​ $ 9.71 ​ ​ As of March 31, 2021, the unrecognized share-based compensation expense related to unvested RSUs, adjusted for expected forfeitures, was $39.9 million and the estimated weighted-average remaining vesting period was 2.4 years.

License Agreements

License Agreements3 Months Ended
Mar. 31, 2021
License Agreements
License Agreements12. License Agreements ​ Rucaparib ​ In June 2011, we entered into a license agreement with Pfizer, Inc. (“Pfizer”) to obtain the exclusive global rights to develop and commercialize Rubraca. The exclusive rights are exclusive even as to Pfizer and include the right to grant sublicenses. Pursuant to the terms of the license agreement, we made a $7.0 million upfront payment to Pfizer and are required to make additional payments to Pfizer for the achievement of certain development and regulatory and sales milestones and royalties on sales as required by the license agreement. Prior to the FDA approval of Rubraca, we made milestone payments of $1.4 million, which were recognized as acquired in-process research and development expense. ​ During 2016 through 2020, we paid Pfizer a total of $82.5 million in milestone payments related to FDA and European Commission approvals received for Rubraca. These milestone payments were recognized as intangible assets and are amortized over the estimated remaining useful life of Rubraca. ​ We are obligated under the license agreement to use commercially reasonable efforts to develop and commercialize Rubraca and we are responsible for all ongoing development and commercialization costs for Rubraca. We are required to make regulatory milestone payments to Pfizer of up to an additional $8.0 million in aggregate if specified clinical study objectives and regulatory filings, acceptances and approvals are achieved. In addition, we are obligated to make sales milestone payments to Pfizer if specified annual sales targets for Rubraca are met, which relate to annual sales targets of $250.0 million and above, which, in the aggregate, could amount to total milestone payments of $170.0 million, and tiered royalty payments at a mid-teen percentage rate on net sales, with standard provisions for royalty offsets to the extent we need to obtain any rights from third parties to commercialize Rubraca. ​ The license agreement with Pfizer will remain in effect until the expiration of all of our royalty and sublicense revenue obligations to Pfizer, determined on a product-by-product and country-by-country basis, unless we elect to terminate the license agreement earlier. If we fail to meet our obligations under the agreement and are unable to cure such failure within specified time periods, Pfizer can terminate the agreement, resulting in a loss of our rights to Rubraca and an obligation to assign or license to Pfizer any intellectual property rights or other rights we may have in Rubraca, including our regulatory filings, regulatory approvals, patents and trademarks for Rubraca. ​ In April 2012, we entered into a license agreement with AstraZeneca to acquire exclusive rights associated with Rubraca under a family of patents and patent applications that claim methods of treating patients with PARP inhibitors in certain indications. The license enables the development and commercialization of Rubraca for the uses claimed by these patents. AstraZeneca also receives royalties on net sales of Rubraca. ​ Lucitanib ​ On November 19, 2013, we acquired all of the issued and outstanding capital stock of EOS pursuant to the terms set forth in that certain Stock Purchase Agreement, dated as of November 19, 2013 (the “Stock Purchase Agreement”), by and among the Company, EOS, its shareholders (the “Sellers”) and Sofinnova Capital V FCPR, acting in its capacity as the Sellers’ representative. Following the acquisition, EOS became a wholly-owned subsidiary of the Company. Under the terms of the Stock Purchase Agreement, in addition to the initial purchase price paid at the time of the closing of the acquisition and other license fees due to Advenchen described below, we will also be obligated to pay to the Sellers a milestone payment of $65.0 million upon obtaining the first NDA approval from the FDA with respect to lucitanib. ​ In October 2008, Ethical Oncology Science, S.p.A. (“EOS”) (now known as Clovis Oncology Italy S.r.l.) entered into an exclusive license agreement with Advenchen Laboratories LLC (“Advenchen”) to develop and commercialize lucitanib on a global basis, excluding China. We are obligated to pay Advenchen tiered royalties at percentage rates in the mid-single digits on net sales of lucitanib, based on the volume of annual net sales achieved. In addition, after giving effect to the first and second amendments to the license agreement, we are required to pay to Advenchen 25% of any consideration, excluding royalties, we receive from sublicensees, in lieu of the milestone obligations set forth in the agreement. We are obligated under the agreement to use commercially reasonable efforts to develop and commercialize at least one product containing lucitanib, and we are also responsible for all remaining development and commercialization costs for lucitanib. The license agreement with Advenchen will remain in effect until the expiration of all of our royalty obligations to Advenchen, determined on a product-by-product and country-by-country basis, unless we elect to terminate the agreement earlier. If we fail to meet our obligations under the agreement and are unable to cure such failure within specified time periods, Advenchen can terminate the agreement, resulting in a loss of our rights to lucitanib. ​ FAP-2286 and the R adionuclide Therapy Development Program ​ In September 2019, we entered into a global license and collaboration agreement with 3BP to develop and commercialize a PTRT and imaging agent targeting FAP. The lead candidate, designated internally as FAP-2286, is being developed pursuant to a global development plan agreed to by the parties. We are responsible for the costs of all preclinical and clinical development activities described in the plan, including the costs for a limited number of 3BP full-time equivalents and external costs incurred during the preclinical development phase of the collaboration. Upon the signing of the license and collaboration agreement in September 2019, we made a $9.4 million upfront payment to 3BP, which we recognized as acquired in-process research and development expense. ​ Pursuant to the terms of the FAP agreement, we are required to make additional payments to 3BP for annual technology access fees and upon the achievement of certain development and regulatory milestone events (or on certain dates, whichever occur earlier). We are also obligated to pay 3BP single- to low-double-digit royalties on net sales of the FAP-targeted therapeutic product and imaging agent, based on the volume of annual net sales achieved. In addition, 3BP is entitled to receive 34% of any consideration, excluding royalties on the therapeutic product, pursuant to any sublicenses we may grant. ​ We are obligated under the license and collaboration agreement to use diligent efforts to develop FAP-2286 and commercialize a FAP-targeted therapeutic product and imaging agent, and we are responsible for all commercialization costs in our territory. The agreement with 3BP will remain in effect until the expiration of our royalty obligations to 3BP, determined on a product-by-product and country-by-country basis, unless we elect to terminate the agreement earlier. If we fail to meet our obligations under the agreement and are unable to cure such failure within specified time periods, 3BP can terminate the agreement, resulting in a loss of our rights. 3BP also has the right to terminate the agreement under certain circumstances in connection with our change of control in which the acquiring party retains a product competitive with the FAP-targeted therapeutic product or, in the event marketing authorization has not yet been obtained, does not agree to the then-current global development plan. ​ We submitted two INDs for FAP-2286 for use as imaging and treatment agents in December 2020 to support an initial Phase 1 study to determine the dose and tolerability of FAP-2286 as a therapeutic agent with expansion cohorts planned in multiple tumor types as part of a global development program. In April 2021, we made a milestone payment to 3BP under the license and collaboration agreement of $2.2 million as a result of the FDA’s acceptance of the IND for the treatment agent. ​ In February 2020, we finalized the terms of a drug discovery collaboration agreement with 3BP to identify up to three additional, undisclosed targets for peptide-targeted radionuclide therapy, to which we will obtain global rights for any resulting product candidates. We are responsible for the costs of all preclinical and clinical development activities conducted under the discovery program, including the costs for a limited number of 3BP full-time equivalents and external costs incurred during the discovery and preclinical development phase for each collaboration target. The discovery collaboration agreement was effective December 31, 2019, for which we incurred a $2.1 million technology access fee, which we accrued and recognized as a research and development expense. ​ Pursuant to the terms of the discovery collaboration agreement, we are required to make additional payments to 3BP for annual technology access fees and upon the achievement of certain development and regulatory milestone events (or on certain dates, whichever occur earlier). We are also obligated to pay 3BP a 6% royalty on net sales of License Products (as defined in the agreement), based on the volume of quarterly net sales achieved. ​ We are obligated under the discovery collaboration agreement to use diligent efforts to develop and commercialize the product candidates, if any, that result from the discovery program, and we are responsible for all clinical development and commercialization costs. The agreement with 3BP will remain in effect until the expiration of our royalty obligations to 3BP, determined on a product-by-product and country-by-country basis, unless we elect to terminate the agreement earlier. If we fail to meet our obligations under the agreement and are unable to cure such failure within specified time periods, 3BP can terminate the agreement, resulting in a loss of our rights. ​

Net Loss Per Common Share

Net Loss Per Common Share3 Months Ended
Mar. 31, 2021
Net Loss Per Common Share
Net Loss Per Common Share13. Net Loss Per Common Share ​ Basic net loss per share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted-average number of common share equivalents outstanding using the treasury-stock method for the stock options and RSUs and the if-converted method for the convertible senior notes. As a result of our net losses for the periods presented, all potentially dilutive common share equivalents were considered anti-dilutive and were excluded from the computation of diluted net loss per share. ​ The shares outstanding at the end of the respective periods presented in the table below were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ ​ 2021 2020 Common shares under stock incentive plans ​ 5,719 ​ 4,061 ​ Convertible senior notes ​ 25,969 ​ 24,563 ​ Total potential dilutive shares ​ 31,688 ​ 28,624 ​ ​

Commitments and Contingencies

Commitments and Contingencies3 Months Ended
Mar. 31, 2021
Commitments and Contingencies
Commitments and Contingencies14. Commitments and Contingencies ​ Royalty and License Fee Commitments ​ We have entered into certain license agreements, as identified in Note 12, License Agreements agreements is contingent upon the successful development, regulatory approval and commercialization of the licensed products. Due to the nature of these arrangements, the future potential payments are inherently uncertain, and accordingly, we only recognize payment obligations which are probable and estimable as of the balance sheet date. ​ Manufacture and Services Agreement Commitments ​ On October 3, 2016, we entered into a Manufacturing and Services Agreement (the “Agreement”) with a non-exclusive third-party supplier for the production of the active ingredient for Rubraca. Under the terms of the Agreement, we will provide the third-party supplier a rolling forecast for the supply of the active ingredient in Rubraca that will be updated by us on a quarterly basis. We are obligated to order material sufficient to satisfy an initial quantity specified in a forecast. In addition, the third-party supplier has constructed, in its existing facility, a production train that will be exclusively dedicated to the manufacture of the Rubraca active ingredient. We made scheduled capital program fee payments toward capital equipment and other costs associated with the construction of the dedicated production train. Beginning in the fourth quarter of 2018, once the facility was operational, we were obligated to pay a fixed facility fee each quarter for the duration of the Agreement, which expires on December 31, 2025, unless extended by mutual consent of the parties. As of March 31, 2021, $60.5 million of purchase commitments remain under the Agreement. ​ At the time we entered into the Agreement, we evaluated the Agreement as a whole and bifurcated into lease and non-lease components, which consisted of an operating lease of warehouse space, capital lease of equipment, purchase of leasehold improvements and manufacturing costs based upon the relative fair values of each of the deliverables. During October 2018, the production train was placed into service and we recorded the various components of the Agreement. ​ Legal Proceedings ​ We and certain of our officers were named as defendants in several lawsuits, as described below. We cannot reasonably predict the outcome of these legal proceedings, nor can we estimate the amount of loss or range of loss, if any, that may result. An adverse outcome in these proceedings could have a material adverse effect on our results of operations, cash flows or financial condition. ​ Rociletinib-Related Litigation ​ In March 2017, two putative shareholders of the Company, Macalinao and McKenry (“ Plaintiffs”), filed shareholder derivative complaints against certain directors and officers of the Company in the Court of Chancery of the State of Delaware. On May 4, 2017, the Macalinao and McKenry actions were consolidated for all purposes in a single proceeding under the caption In re Clovis Oncology, Inc. Derivative Litigation, Case No, 2017-0222 (the “Consolidated Derivative Action”). On May 18, 2017, Plaintiffs filed a Consolidated Verified Shareholder Derivative Complaint (the “Consolidated Derivative Complaint”). The Consolidated Derivative Complaint generally alleged that the defendants breached their fiduciary duties owed to the Company by allegedly causing or allowing misrepresentations of the Company’s business operations and prospects, failing to ensure that the TIGER-X clinical trial for rociletinib was being conducted in accordance with applicable rules, regulations and protocols, and engaging in insider trading. The Consolidated Derivative Complaint sought, among other things, an award of money damages. On July 31, 2017, the defendants filed a motion to dismiss the Consolidated Derivative Complaint. Plaintiffs filed an opposition to the motion to dismiss on August 31, 2017, and the defendants filed a reply in further support of the motion to dismiss on September 26, 2017. ​ While the motion to dismiss remained pending, on November 19, 2018, Plaintiffs filed a motion for leave to file a supplemental consolidated complaint, and on November 20, 2018, the Court granted that motion. On November 27, 2018, Plaintiffs filed their supplemental complaint (the “Supplemental Derivative Complaint”), which adds allegations concerning the Company’s, Mr. Mahaffy’s and Mr. Mast’s settlements with the United States Securities and Exchange Commission. Pursuant to a briefing schedule entered by the Court, the defendants filed a supplemental motion to dismiss the Supplemental Derivative Complaint on February 6, 2019; Plaintiffs filed an opposition brief on February 22, 2019; and the defendants filed a reply brief on March 5, 2019. The Court held oral arguments on the defendants’ motions to dismiss on June 19, 2019. At the oral arguments, the Court ordered the parties to submit supplemental letter briefs on the motion to dismiss. On October 1, 2019, Vice Chancellor Joseph R. Slights III of the Delaware Chancery Court, issued a Memorandum Opinion granting in part and denying in part defendants’ motions to dismiss. The Supplemental Derivative Complaint was dismissed as to Plaintiffs’ derivative claims for unjust enrichment and insider trading. The Court allowed Plaintiffs’ remaining derivative claim for breach of fiduciary duty to proceed. Defendants filed an answer to the Supplemental Derivative Complaint on December 27, 2019. ​ On December 17, 2019, the parties participated in a mediation, which did not result in a settlement. On December 22, 2019, the Company’s Board of Directors formed a Special Litigation Committee (the “SLC”) to conduct an investigation of the claims asserted in the Supplemental Derivative Complaint. On February 18, 2020, the SLC moved to stay all proceedings in the Consolidated Derivative Action pending completion of its investigation. Plaintiffs filed their opposition to the motion to stay on March 3, 2020 and the SLC filed its reply on March 13, 2020. On May 12, 2020, after hearing oral argument, Vice Chancellor Slights granted the SLC’s motion to stay proceedings until September 18, 2020 so that the SLC may complete its investigation. On September 11, 2020, Vice Chancellor Slights granted the parties’ request to extend the stay until October 31, 2020, to allow the SLC further time to complete its investigation. On October 26, 2020, Vice Chancellor Slights granted the parties’ request to further extend the stay until November 15, 2020. On November 13, 2020, Vice Chancellor Slights granted the parties’ request to further extend the stay until December 15, 2020. ​ On December 16, 2020, the SLC filed a report (the “SLC Report”) containing the findings of its investigation. The SLC Report concludes that the claims asserted in the Consolidated Derivative Action lack merit. Specifically, the SLC Report finds that the defendants did not breach their fiduciary duties in connection with the Company’s TIGER-X clinical trial. Accordingly, on the same date that the SLC Report was filed, the SLC filed a motion to terminate the Consolidated Derivative Action in Delaware Chancery Court. A briefing schedule on the motion to terminate has not yet been set. ​ On March 26, 2021, in response to discovery requests from Plaintiffs, the SLC filed a motion for a protective order seeking to preclude discovery into the merits of the claims investigated by the SLC. On March 29, 2021, the Company joined the SLC’s motion for a protective order. Pursuant to a scheduling stipulation entered by the Court on April 5, 2021, Plaintiffs filed an opposition to the motion for a protective order on April 16, 2021, and the SLC filed its reply on April 30, 2021. Oral argument on the SLC’s motion for a protective order is scheduled for May 24, 2021. ​ While the motion to terminate the action remains pending before Vice Chancellor Slights, the Company does not believe this litigation will have a material impact on its financial position or results of operations. ​ European Patent Opposition ​ Two European patents in the rucaparib camsylate salt/polymorph patent family (European Patent 2534153 and its divisional European Patent 3150610) were opposed. In particular, opposition notices against European Patent 2534153 were filed by two parties on June 20, 2017. During an oral hearing that took place on December 4, 2018, the European Patent Office’s Opposition Division maintained European Patent 2534153 in amended and narrowed form with claims to certain crystalline forms of rucaparib camsylate, including, but not limited to, rucaparib S-camsylate Form A, the crystalline form in Rubraca. Clovis and one opponent, Hexal AG, appealed the written decision of the European Opposition Division and filed reply appeal briefs in early November 2019. An opposition against European Patent 3150610 was filed by Generics (UK) Limited on April 30, 2020 on grounds similar to those raised in the opposition notices against European Patent 2534153, which grounds are common in such proceedings. Moreover, these grounds of opposition, as well as documents based on which lack of patentability has been alleged, were considered by the European Patent Office during the examination stage, and the claims were deemed to comply with the applicable law when granting the patent. Clovis responded to the opposition notice in European Patent 3150610 on January 8, 2021, amending the claims to be directed to the use of rucaparib maleate in a method of inhibiting PARP activity or treating cancer. A preliminary opinion and summons to oral proceedings were issued on January 26, 2021. The oral hearing is scheduled for November 18, 2021. The preliminary opinion provides a non-binding indication of the Opposition Division’s initial view based on the documents that have thus far been submitted, which agrees with our positions on a number of grounds of opposition and agrees with an objection made by the opponent, but only with respect to some of the claims. As part of the opposition proceedings, we have the opportunity to submit further arguments and pursue alternative claims in the form of auxiliary requests. While the ultimate results of patent challenges can be difficult to predict, it is our view that a number of factors support patentability, and we believe a successful challenge of all claims would be difficult.

Segment Information

Segment Information3 Months Ended
Mar. 31, 2021
Segment Information
Segment Information15. Segment Information ​ The following table presents information about our reportable segments for the three months ended March 31, 2021 and 2020 (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ 2021 ​ 2020 ​ ​ U.S. Ex-U.S. Total U.S. Ex-U.S. Total Product revenue ​ $ 31,701 ​ $ 6,352 ​ $ 38,053 ​ $ 39,303 ​ $ 3,261 ​ $ 42,564 ​ Operating expenses: ​ ​ ​ ​ ​ ​ ​ Cost of sales - product ​ 6,157 ​ 2,111 ​ 8,268 ​ 8,056 ​ 1,040 ​ 9,096 ​ Cost of sales - intangible asset amortization ​ 620 ​ 723 ​ 1,343 ​ 489 ​ 723 ​ 1,212 ​ Research and development ​ 50,830 ​ 1,975 ​ 52,805 ​ 66,286 ​ 1,935 ​ 68,221 ​ Selling, general and administrative ​ 24,321 ​ 5,620 ​ 29,941 ​ 36,155 ​ 6,443 ​ 42,598 ​ Other operating expenses ​ ​ 3,707 ​ ​ — ​ ​ 3,707 ​ ​ 3,449 ​ ​ — ​ ​ 3,449 ​ Total expenses ​ 85,635 10,429 96,064 114,435 10,141 124,576 Operating loss ​ $ (53,934) ​ $ (4,077) ​ ​ (58,011) ​ $ (75,132) ​ $ (6,880) ​ ​ (82,012) ​ Other income (expense): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ ​ ​ ​ ​ ​ ​ (8,037) ​ ​ ​ ​ ​ ​ ​ ​ (9,561) ​ Foreign currency loss ​ ​ ​ ​ ​ ​ ​ ​ (546) ​ ​ ​ ​ ​ ​ ​ ​ (877) ​ Loss on convertible senior notes conversion ​ ​ ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ (7,791) ​ Other income ​ ​ ​ ​ ​ ​ ​ ​ 183 ​ ​ ​ ​ ​ ​ ​ ​ 841 ​ Other income (expense), net ​ ​ ​ ​ ​ ​ ​ ​ (8,400) ​ ​ ​ ​ ​ ​ ​ ​ (17,388) ​ Loss before income taxes ​ ​ ​ ​ ​ ​ ​ ​ (66,411) ​ ​ ​ ​ ​ ​ ​ ​ (99,400) ​ Income tax benefit (expense) ​ ​ ​ ​ ​ ​ ​ ​ 134 ​ ​ ​ ​ ​ ​ ​ ​ 68 ​ Net loss ​ ​ ​ ​ ​ ​ ​ $ (66,277) ​ ​ ​ ​ ​ ​ ​ $ (99,332) ​ ​

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)3 Months Ended
Mar. 31, 2021
Summary of Significant Accounting Policies
Basis of PresentationBasis of Presentation ​ All financial information presented includes the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. ​ The unaudited financial statements of Clovis Oncology, Inc. included herein reflect all adjustments that, in the opinion of management, are necessary to fairly state our financial position, results of operations and cash flows for the periods presented herein. Interim results may not be indicative of the results that may be expected for the full year. Certain information and footnote disclosures normally included in audited financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto which are included in our Annual Report on Form 10-K for the year ended December 31, 2020 (“2020 Form 10-K”) for a broader discussion of our business and the opportunities and risks inherent in such business. ​
Use of EstimatesUse of Estimates ​ The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, expenses and revenue and related disclosures. On an ongoing basis, we evaluate our estimates, including estimates related to revenue deductions, intangible asset impairment, clinical trial accruals and share-based compensation expense. We base our estimates on historical experience and other market-specific or other relevant assumptions that we believe to be reasonable under the circumstances. Actual results may differ from those estimates or assumptions. ​
LiquidityLiquidity ​ We have incurred significant net losses since inception and have relied on our ability to fund our operations through debt and equity financings. We expect operating losses and negative cash flows to continue for the foreseeable future. As we continue to incur losses, transition to profitability is dependent upon achieving a level of revenue from Rubraca adequate to support our cost structure. We may never achieve profitability, and unless or until we do, we will continue to need to raise additional cash. ​ Based on current estimates, we believe that our cash, cash equivalents and liquidity available under our financing agreement related to our ATHENA trial, together with current estimates for revenues generated by sales of Rubraca, will allow us to fund our operating plan through at least the next 12 months.
Recently Issued Accounting StandardsRecently Issued Accounting Standards ​ From time to time, the Financial Accounting Standards Board (“FASB”) or other standards-setting bodies issue new accounting pronouncements. Updates to the FASB Accounting Standards Codification (“ASC”) are communicated through the issuance of an Accounting Standards Update (“ASU”). ​ In August 2020, the FASB issued guidance that simplifies an issuer’s accounting for debt and equity instruments. The guidance is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early application is permitted. We plan to adopt this guidance on January 1, 2022. We will evaluate the impact this guidance may have on our consolidated financial statements and related disclosures as the adoption date approaches. ​
Revenue RecognitionRevenue Recognition ​ We are currently approved to sell Rubraca in the United States and Europe markets. We distribute our product principally through a limited number of specialty distributor and specialty pharmacy providers, collectively, our customers. Our customers subsequently sell our products to patients and health care providers. Separately, we have arrangements with certain payors and other third parties that provide for government-mandated and privately-negotiated rebates, chargebacks and discounts. ​ Product Revenue ​ Revenue from product sales are recognized when the performance obligation is satisfied, which is when customers obtain control of our product at a point in time, typically upon delivery. We expense incremental costs of obtaining a contract as and when incurred if the expected amortization period of the asset that we would have recognized is one year ​ Reserves for Variable Consideration Revenues from product sales are recorded at the net sales price (transaction price), which includes estimates of variable consideration for which reserves are established and which result from price concessions that include rebates, chargebacks, discounts, co-pay assistance, estimated product returns and other allowances that are offered within contracts between us and our customers, health care providers, payors and other indirect customers relating to the sales of our product. These reserves are based on the amounts earned or to be claimed on the related sales and are classified as reductions of accounts receivable or a current liability. Where appropriate, these estimates take into consideration a range of possible outcomes which are probability-weighted for relevant factors such as our historical experience, current contractual and statutory requirements, specific known market events and trends, industry data and forecasted customer buying and payment patterns. Overall, these reserves reflect our best estimates of the amount of consideration to which we are entitled based on the terms of the contract. The amount of variable consideration which is included in the transaction price may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period. Actual amounts of consideration ultimately received may differ from our estimates. If actual results in the future vary from our estimates, we adjust these estimates, which would affect product revenue and earnings in the period such variances become known. ​ Government Rebates ​ GPO and Payor Rebates. ​ Chargebacks ​ Discounts and Fees ​ Co-pay assistance Returns ​
Cost of SalesCost of Sales – Product ​ Product cost of sales consists primarily of materials, third-party manufacturing costs as well as freight and royalties owed to our licensing partners for Rubraca sales. ​ Cost of Sales – Intangible Asset Amortization ​ Cost of sales for intangible asset amortization consists of the amortization of capitalized milestone payments made to our licensing partners upon FDA approval of Rubraca. Milestone payments are amortized on a straight-line basis over the estimated remaining patent life of Rubraca.
Accounts ReceivableAccounts Receivable ​ We provide an allowance for credit losses based on experience and specifically identified risks. Accounts receivable are charged off against the allowance when we determine that recovery is unlikely and we cease collection efforts.
InventoryInventory ​ Inventories are stated at the lower of cost or estimated net realizable value, on a first-in, first-out (“FIFO”) basis. Inventories include active pharmaceutical ingredient (“API”), contract manufacturing costs and overhead allocations. We begin capitalizing incurred inventory related costs upon regulatory approval. Prior to regulatory approval, incurred costs for the manufacture of the drugs that could potentially be available to support the commercial launch of our products are recognized as research and development expense. ​ We regularly analyze our inventory levels for excess quantities and obsolescence (expiration), considering factors such as historical and anticipated future sales compared to quantities on hand and the remaining shelf-life of Rubraca. Rubraca finished goods have a shelf-life of four years from the date of manufacture. We expect to sell the finished goods prior to expiration. The API currently has a shelf-life of four years from the date of manufacture but can be retested at an immaterial cost with no expected reduction in potency, thereby extending its shelf-life as needed. We expect to consume substantially all of the API over a period of approximately six years based on our long-range sales projections of Rubraca. ​ We write down inventory that has become obsolete, inventory that has a cost basis in excess of its estimated realizable value and/or inventory in excess of expected sales requirements. Expired inventory would be disposed of and the related costs would be written off as cost of product revenue. Inventories that are not expected to be consumed within 12 months following the balance sheet date are classified as long-term inventories. Long-term inventories primarily consist of API. ​ API is currently produced by Lonza. As the API has undergone significant manufacturing specific to its intended purpose at the point it is purchased by us, we classify the API as work-in-process inventory. In addition, we currently manufacture Rubraca finished goods with a single third-party manufacturer. The disruption or termination of the supply of API or the disruption or termination of the manufacturing of our commercial products could have a material adverse effect on our business, financial position and results of operations. API that is written off due to damage and certain costs related to our dedicated production train at Lonza are included in Other Operating Expenses in the Consolidated Statements of Operations and Comprehensive Loss. ​ Inventory used in clinical trials is expensed as research and development expense when it has been identified for such use.
Segment InformationSegment Information ​ We have two operating and reportable segments, U.S. and ex-U.S., based on product revenue by geographic areas. We designated our reporting segments based on the internal reporting used by the Chief Operating Decision Maker (“CODM”), which is our Chief Executive Officer, for making decisions and assessing performance as the source of our reportable segments. The CODM allocates resources and assesses the performance of each operating segment based on product revenue by geographic areas. Accordingly, we view our business as two reportable operating segments to evaluate performance, allocate resources, set operational targets and forecast our future period financial results. ​ We manage our assets on a company basis, not by segments, as many of our assets are shared or commingled. Our CODM does not regularly review asset information by reportable segment. The majority of long-lived assets for both segments are located in the United States.
Research and Development ExpenseResearch and Development Expense ​ Research and development costs are charged to expense as incurred and include, but are not limited to, salary and benefits, share-based compensation, clinical trial activities, drug development and manufacturing, companion diagnostic development and third-party service fees, including contract research organizations and investigative sites. ​ Costs for certain development activities, such as clinical trials, are recognized based on an evaluation of the progress to completion of specific tasks using data such as patient enrollment, clinical site activations or information provided to us by our vendors on their actual costs incurred. Payments for these activities are based on the terms of the individual arrangements, which may differ from the pattern of costs incurred and are reflected on the Consolidated Balance Sheets as prepaid or accrued research and development expenses. ​ Our other significant accounting policies are described in Note 2, Summary of Significant Accounting Policies
Net Loss Per Common ShareBasic net loss per share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted-average number of common share equivalents outstanding using the treasury-stock method for the stock options and RSUs and the if-converted method for the convertible senior notes. As a result of our net losses for the periods presented, all potentially dilutive common share equivalents were considered anti-dilutive and were excluded from the computation of diluted net loss per share.

Financial Instruments and Fai_2

Financial Instruments and Fair Value Measurements (Tables)3 Months Ended
Mar. 31, 2021
Financial Instruments and Fair Value Measurements
Assets Measured at Fair Value on Recurring BasisThe following table identifies our assets and liabilities that were measured at fair value on a recurring basis (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance Level 1 Level 2 Level 3 March 31, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Money market ​ $ 147,925 ​ $ 147,925 ​ $ — ​ $ — ​ Total assets at fair value ​ $ 147,925 ​ $ 147,925 ​ $ — ​ $ — ​ December 31, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Money market ​ $ 147,921 ​ $ 147,921 ​ $ — ​ $ — ​ Total assets at fair value ​ $ 147,921 ​ $ 147,921 ​ $ — ​ $ — ​

Inventories (Tables)

Inventories (Tables)3 Months Ended
Mar. 31, 2021
Inventories
Schedule of Inventories​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2021 2020 Work-in-process $ 96,097 $ 102,507 Finished goods, net ​ 35,702 ​ 32,330 Total inventories $ 131,799 $ 134,837

Other Current Assets (Tables)

Other Current Assets (Tables)3 Months Ended
Mar. 31, 2021
Other Current Assets
Schedule Of other current assetsOther current assets were comprised of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2021 2020 Prepaid insurance ​ $ 3,548 ​ $ 782 ​ Prepaid IT ​ ​ 743 ​ ​ 753 ​ Prepaid variable considerations ​ ​ 428 ​ ​ 1,191 ​ Prepaid expenses - other ​ 4,513 ​ 2,193 ​ Value-added tax ("VAT") receivable ​ ​ 2,968 ​ ​ 2,202 ​ Receivable - other ​ 1,746 ​ 1,884 ​ Other ​ 106 ​ 125 ​ Total ​ $ 14,052 ​ $ 9,130 ​

Intangible Assets and Goodwill

Intangible Assets and Goodwill (Tables)3 Months Ended
Mar. 31, 2021
Intangible Assets and Goodwill
Intangible assets related to capitalized milestones under license agreementsIntangible assets related to capitalized milestones under license agreements consisted of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2021 2020 Intangible asset - milestones ​ $ 79,850 ​ $ 79,850 Accumulated amortization ​ (15,450) ​ (14,107) Total intangible asset, net ​ $ 64,400 ​ $ 65,743
Estimated future amortization expense for intangible assetsEstimated future amortization expense associated with intangibles is expected to be as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ 2021 ​ ​ ​ ​ $ 4,028 2022 ​ ​ ​ ​ ​ 5,371 2023 ​ ​ ​ ​ ​ 5,371 2024 ​ ​ ​ ​ ​ 5,371 2025 ​ ​ ​ ​ ​ 5,371 Thereafter ​ ​ ​ ​ ​ 38,888 ​ ​ ​ ​ ​ $ 64,400

Other Accrued Expenses (Tables)

Other Accrued Expenses (Tables)3 Months Ended
Mar. 31, 2021
Other Accrued Expenses
Schedule of other accrued expensesOther accrued expenses were comprised of the following (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2021 2020 Accrued personnel costs ​ $ 10,066 ​ $ 18,334 ​ Accrued interest payable for convertible senior notes ​ 2,676 ​ 2,991 ​ Income tax payable ​ ​ 351 ​ ​ 907 ​ Accrued corporate legal fees and professional services ​ ​ 339 ​ ​ 459 ​ Accrued royalties ​ ​ 5,760 ​ ​ 6,617 ​ Accrued variable considerations ​ ​ 13,621 ​ ​ 11,701 ​ Accrued expenses - other ​ 5,325 ​ 4,199 ​ Total ​ $ 38,138 ​ $ 45,208 ​

Leases (Tables)

Leases (Tables)3 Months Ended
Mar. 31, 2021
Leases
Schedule of components of lease expense and related cash flowsThe components of lease expense and related cash flows were as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ Three months ended March 31, ​ 2021 2020 Lease cost ​ ​ ​ ​ ​ ​ Finance lease cost: ​ ​ ​ ​ ​ ​ Amortization of right-of-use assets ​ $ 474 ​ $ 474 Interest on lease liabilities ​ 185 ​ 215 Operating lease cost ​ 1,253 ​ 1,126 Short-term lease cost ​ 80 ​ 106 Variable lease cost ​ ​ 523 ​ ​ 598 Total lease cost ​ $ 2,515 ​ $ 2,519 ​ ​ ​ ​ ​ ​ ​ Operating cash flows from finance leases ​ $ 185 ​ $ 215 Operating cash flows from operating leases ​ $ 1,253 ​ $ 1,126 Financing cash flows from finance leases ​ $ 386 ​ $ 357 ​
Schedule of weighted-average remaining lease term and weighted-average discount rate​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2021 March 31, 2020 ​ Weighted-average remaining lease term (years) ​ ​ ​ ​ ​ ​ ​ Operating leases ​ ​ 6.4 ​ ​ 6.8 ​ Finance leases ​ ​ 4.8 ​ ​ 5.8 ​ Weighted-average discount rate ​ ​ ​ ​ ​ ​ ​ Operating leases ​ ​ 8% ​ ​ 8% ​ Finance leases ​ ​ 8% ​ ​ 8% ​
Schedule of future minimum commitments due under lease agreements​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases ​ Finance Leases ​ Total 2021 (remaining nine months) ​ 4,282 ​ 1,715 ​ 5,997 2022 ​ 5,311 ​ 2,287 ​ 7,598 2023 ​ 4,865 ​ 2,287 ​ 7,152 2024 ​ ​ 4,875 ​ ​ 2,287 ​ ​ 7,162 2025 ​ ​ 5,032 ​ ​ 2,287 ​ ​ 7,319 Thereafter ​ 9,962 ​ — ​ 9,962 Present value adjustment ​ ​ (7,645) ​ ​ (1,850) ​ ​ (9,495) Present value of lease payments ​ $ 26,682 ​ $ 9,013 ​ $ 35,695

Debt (Tables)

Debt (Tables)3 Months Ended
Mar. 31, 2021
Long-term Debt
Schedule of Future Annual Principal Payments on Convertible Senior NotesThe following is a summary of our convertible senior notes at March 31, 2021 and December 31, 2020 (principal amount in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Principal Amount ​ Principal Amount ​ ​ ​ ​ ​ Conversion rate per $1,000 ​ ​ March 31, 2021 ​ December 31, 2020 ​ Interest Rate ​ Maturity Date ​ principal amount (shares) 2021 Notes ​ $ 64,418 ​ $ 64,418 ​ 2.50% ​ September 15, 2021 ​ 16.1616 2024 Notes (2019 Issuance) ​ 85,782 ​ 85,782 ​ 4.50% ​ August 1, 2024 ​ 137.2213 2024 Notes (2020 Issuance) ​ ​ 57,500 ​ ​ 57,500 ​ 4.50% ​ August 1, 2024 ​ 160.3334 2025 Notes ​ 300,000 ​ 300,000 ​ 1.25% ​ May 1, 2025 ​ 13.1278 Total ​ $ 507,700 ​ $ 507,700 ​ ​ ​ ​ ​ ​
Schedule of Total Interest Expense Recognized Related to Notes​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ ​ 2021 2020 Interest on convertible notes ​ $ 2,977 ​ $ 3,183 ​ Amortization of debt issuance costs ​ 639 ​ 786 ​ Debt issuance cost derecognized related to convertible debt transactions ​ ​ — ​ ​ 3,555 ​ Interest on finance lease ​ ​ 185 ​ ​ 215 ​ Interest on borrowings under financing agreement ​ ​ 4,210 ​ ​ 1,791 ​ Other interest ​ ​ 26 ​ ​ 31 ​ Total interest expense ​ $ 8,037 ​ $ 9,561 ​

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)3 Months Ended
Mar. 31, 2021
Stockholders' Equity
Component of Other Comprehensive Income (Loss)The changes in accumulated balances related to each component of other comprehensive income (loss) are summarized for the three months ended March 31, 2021 and 2020, as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Foreign Currency ​ Unrealized ​ Total Accumulated ​ ​ Translation Adjustments ​ (Losses) Gains ​ Other Comprehensive Loss ​ ​ 2021 ​ 2020 ​ 2021 ​ 2020 ​ 2021 ​ 2020 ​ Balance at January 1, ​ $ (44,165) ​ $ (44,732) ​ $ (139) ​ $ (133) ​ $ (44,304) ​ $ (44,865) ​ Other comprehensive income (loss) ​ ​ (80) ​ ​ (103) ​ ​ — ​ ​ 78 ​ ​ (80) ​ ​ (25) ​ Total before tax ​ ​ (44,245) ​ ​ (44,835) ​ ​ (139) ​ ​ (55) ​ ​ (44,384) ​ ​ (44,890) ​ Tax effect ​ — ​ ​ — ​ — ​ ​ — ​ — ​ ​ — ​ Balance at March 31, ​ $ (44,245) ​ $ (44,835) ​ $ (139) ​ $ (55) ​ $ (44,384) ​ $ (44,890) ​

Share-Based Compensation (Table

Share-Based Compensation (Tables)3 Months Ended
Mar. 31, 2021
Share-Based Compensation
Share-Based Compensation Expense Recognized in Accompanying Statements of OperationsShare-based compensation expense for all equity-based programs, including stock options, restricted stock units and the employee stock purchase plan, for the three months ended March 31, 2021 and 2020 was recognized in the accompanying Consolidated Statements of Operations and Comprehensive Loss as follows (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ ​ 2021 2020 Research and development ​ $ 2,876 ​ $ 6,925 ​ ​ Selling, general and administrative ​ 1,163 ​ 6,036 ​ ​ Total share-based compensation expense ​ $ 4,039 ​ $ 12,961 ​ ​
Summary of Stock Options Activity​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ Weighted ​ Average ​ Aggregate ​ ​ ​ ​ Average ​ Remaining ​ Intrinsic ​ ​ Number of ​ Exercise ​ Contractual ​ Value ​ ​ Options ​ Price ​ Term (Years) ​ (Thousands) Outstanding at December 31, 2020 ​ 6,502,169 ​ $ 37.78 ​ ​ Granted ​ 575,000 ​ ​ 6.23 ​ ​ Exercised ​ (5,609) ​ ​ 4.79 ​ ​ Forfeited ​ (187,659) ​ ​ 39.21 ​ ​ Outstanding at March 31, 2021 ​ 6,883,901 ​ $ 35.14 5.8 ​ $ 1,238 ​ Vested and expected to vest at March 31, 2021 ​ 6,663,012 ​ $ 35.97 5.7 ​ $ 1,059 ​ Vested and exercisable at March 31, 2021 ​ 5,064,931 ​ $ 43.19 4.6 ​ $ 140 ​
Schedule of Share-Based Compensation Arrangements by Share-Based Payment AwardThe following table summarizes information about our stock options as of and for the three months ended March 31, 2021 and 2020 (in thousands, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ ​ 2021 2020 Weighted-average grant date fair value per share ​ $ 4.94 ​ $ 6.55 ​ Intrinsic value of options exercised ​ $ 14 ​ $ 4 ​ Cash received from stock option exercises ​ $ 27 ​ $ 2 ​
Summary of activity related to our unvested RSUs​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ Average ​ ​ Number of ​ Grant Date ​ ​ Units ​ Fair Value Unvested at December 31, 2020 ​ 2,964,297 ​ $ 14.36 ​ Granted ​ 2,573,840 ​ 6.23 ​ Vested ​ (853,239) ​ 16.68 ​ Forfeited ​ (119,266) ​ 10.89 ​ Unvested at March 31, 2021 ​ 4,565,632 ​ $ 9.43 ​ Expected to vest after March 31, 2021 ​ 3,862,200 ​ $ 9.71 ​

Net Loss Per Common Share (Tabl

Net Loss Per Common Share (Tables)3 Months Ended
Mar. 31, 2021
Net Loss Per Common Share
Shares Outstanding Excluded from Calculation of Diluted Net Loss Per ShareThe shares outstanding at the end of the respective periods presented in the table below were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect (in thousands): ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ ​ 2021 2020 Common shares under stock incentive plans ​ 5,719 ​ 4,061 ​ Convertible senior notes ​ 25,969 ​ 24,563 ​ Total potential dilutive shares ​ 31,688 ​ 28,624 ​

Segment Information (Tables)

Segment Information (Tables)3 Months Ended
Mar. 31, 2021
Segment Information
Schedule of information about reportable segments​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three months ended March 31, ​ 2021 ​ 2020 ​ ​ U.S. Ex-U.S. Total U.S. Ex-U.S. Total Product revenue ​ $ 31,701 ​ $ 6,352 ​ $ 38,053 ​ $ 39,303 ​ $ 3,261 ​ $ 42,564 ​ Operating expenses: ​ ​ ​ ​ ​ ​ ​ Cost of sales - product ​ 6,157 ​ 2,111 ​ 8,268 ​ 8,056 ​ 1,040 ​ 9,096 ​ Cost of sales - intangible asset amortization ​ 620 ​ 723 ​ 1,343 ​ 489 ​ 723 ​ 1,212 ​ Research and development ​ 50,830 ​ 1,975 ​ 52,805 ​ 66,286 ​ 1,935 ​ 68,221 ​ Selling, general and administrative ​ 24,321 ​ 5,620 ​ 29,941 ​ 36,155 ​ 6,443 ​ 42,598 ​ Other operating expenses ​ ​ 3,707 ​ ​ — ​ ​ 3,707 ​ ​ 3,449 ​ ​ — ​ ​ 3,449 ​ Total expenses ​ 85,635 10,429 96,064 114,435 10,141 124,576 Operating loss ​ $ (53,934) ​ $ (4,077) ​ ​ (58,011) ​ $ (75,132) ​ $ (6,880) ​ ​ (82,012) ​ Other income (expense): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense ​ ​ ​ ​ ​ ​ ​ ​ (8,037) ​ ​ ​ ​ ​ ​ ​ ​ (9,561) ​ Foreign currency loss ​ ​ ​ ​ ​ ​ ​ ​ (546) ​ ​ ​ ​ ​ ​ ​ ​ (877) ​ Loss on convertible senior notes conversion ​ ​ ​ ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ (7,791) ​ Other income ​ ​ ​ ​ ​ ​ ​ ​ 183 ​ ​ ​ ​ ​ ​ ​ ​ 841 ​ Other income (expense), net ​ ​ ​ ​ ​ ​ ​ ​ (8,400) ​ ​ ​ ​ ​ ​ ​ ​ (17,388) ​ Loss before income taxes ​ ​ ​ ​ ​ ​ ​ ​ (66,411) ​ ​ ​ ​ ​ ​ ​ ​ (99,400) ​ Income tax benefit (expense) ​ ​ ​ ​ ​ ​ ​ ​ 134 ​ ​ ​ ​ ​ ​ ​ ​ 68 ​ Net loss ​ ​ ​ ​ ​ ​ ​ $ (66,277) ​ ​ ​ ​ ​ ​ ​ $ (99,332) ​

Nature of Business (Details)

Nature of Business (Details)3 Months Ended
Mar. 31, 2021segmentitemproduct
Number of operating segments | segment2
Number of other product candidates | product2
Minimum
Number of chemotherapies received by an adult patient2
Number of prior lines of platinum based chemotherapy received by patient2

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details)3 Months Ended
Mar. 31, 2021
Summary of Significant Accounting Policies
Amortization period of the assettrue
Payment terms number of days30 days
Shelf-life of API4 years
Consumption period of API6 years
Rucaparib
Summary of Significant Accounting Policies
Shelf life of inventory4 years

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Fair Value Measurements
Liabilities at fair value $ 0
Recurring
Fair Value Measurements
Assets at fair value147,925 $ 147,921
Money market | Recurring
Fair Value Measurements
Assets at fair value147,925 147,921
Fair Value, Inputs, Level 1 | Recurring
Fair Value Measurements
Assets at fair value147,925 147,921
Fair Value, Inputs, Level 1 | Money market | Recurring
Fair Value Measurements
Assets at fair value147,925 147,921
Fair Value, Inputs, Level 2 | Money market | Recurring
Fair Value Measurements
Assets at fair value0 0
Fair Value, Inputs, Level 3 | Recurring
Fair Value Measurements
Assets at fair value0 0
Fair Value, Inputs, Level 3 | Money market | Recurring
Fair Value Measurements
Assets at fair value $ 0 $ 0

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details) - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Fair Value Measurements
Current portion $ 64,275 $ 64,198
Convertible senior notes - less current portion435,350 $ 434,846
Convertible Senior Unsecured Notes 2021 Notes
Fair Value Measurements
Current portion64,300
Convertible senior notes, fair value60,900
2024 Notes (2019 Issuance)
Fair Value Measurements
Convertible senior notes - less current portion84,100
Convertible senior notes, fair value96,900
Principal amount outstanding84,100
2024 Notes (2020 Issuance)
Fair Value Measurements
Convertible senior notes, fair value69,300
Principal amount outstanding56,700
Convertible Senior Unsecured Notes 2025 Notes
Fair Value Measurements
Convertible senior notes - less current portion294,600
Convertible senior notes, fair value226,700
Principal amount outstanding $ 294,600

Inventories (Details)

Inventories (Details) - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Inventories
Work-in-process $ 96,097 $ 102,507
Finished goods, net35,702 32,330
Total inventories131,799 134,837
Current inventory22,166 30,714
Long-term inventory $ 109,633 $ 104,123

Other Current Assets (Details)

Other Current Assets (Details) - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Other Current Assets
Prepaid insurance $ 3,548 $ 782
Prepaid IT743 753
Prepaid variable considerations428 1,191
Prepaid expenses - other4,513 2,193
Value-added tax ("VAT") receivable2,968 2,202
Receivable - other1,746 1,884
Other106 125
Total $ 14,052 $ 9,130

Intangible Assets and Goodwil_2

Intangible Assets and Goodwill (Details) - Licensing Agreements - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Finite Lived Intangible Assets [Line Items]
Intangible asset - milestones $ 79,850 $ 79,850
Accumulated amortization(15,450)(14,107)
Total intangible asset, net $ 64,400 $ 65,743

Intangible Assets and Goodwil_3

Intangible Assets and Goodwill - Additional Information (Details) - USD ($) $ in Millions3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Licensing Agreements
Finite Lived Intangible Assets
Amortization of Intangible Assets $ 1.3 $ 1.2

Intangible Assets and Goodwil_4

Intangible Assets and Goodwill - Estimated Future Amortization (Details) - Licensing Agreements - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Finite Lived Intangible Assets
2020 (remaining three months) $ 4,028
20215,371
20225,371
20235,371
20245,371
Thereafter38,888
Total intangible asset, net $ 64,400 $ 65,743

Other Accrued Expenses (Details

Other Accrued Expenses (Details) - USD ($) $ in ThousandsMar. 31, 2021Dec. 31, 2020
Other Accrued Expenses
Accrued personnel costs $ 10,066 $ 18,334
Accrued interest payable for convertible senior notes2,676 2,991
Income tax payable351 907
Accrued corporate legal fees and professional services339 459
Accrued royalties5,760 6,617
Accrued variable considerations13,621 11,701
Accrued expenses - other5,325 4,199
Total $ 38,138 $ 45,208

Leases (Details)

Leases (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Lessee Disclosure [Abstract]
Amortization of right-of-use assets $ 474 $ 474
Interest on lease liabilities185 215
Operating lease cost1,253 1,126
Short-term lease cost80 106
Variable lease cost523 598
Total lease cost2,515 2,519
Cash flows from leases
Operating cash flows from finance leases185 215
Operating cash flows from operating leases1,253 1,126
Financing cash flows from finance leases $ 386 $ 357

Leases - Weighted Average (Deta

Leases - Weighted Average (Details)Mar. 31, 2021Mar. 31, 2020
Weighted-average remaining lease term (years)
Operating leases6 years 4 months 24 days6 years 9 months 18 days
Finance leases4 years 9 months 18 days5 years 9 months 18 days
Weighted-average discount rate
Operating leases8.00%8.00%
Finance leases8.00%8.00%

Leases - Future minimum commitm

Leases - Future minimum commitments (Details) $ in ThousandsMar. 31, 2021USD ($)
Operating Leases
2021 $ 4,282
20225,311
20234,865
20244,875
20255,032
Thereafter9,962
Present value adjustment(7,645)
Present value of lease payments $ 26,682
Operating Lease, Liability, Statement of Financial Position [Extensible List]us-gaap:OtherLiabilitiesCurrent us-gaap:OtherLiabilitiesNoncurrent
Finance Leases
2021 $ 1,715
20222,287
20232,287
20242,287
20252,287
Present value of adjustment(1,850)
Present value of lease payments9,013
Total
20215,997
20227,598
20237,152
20247,162
20257,319
Thereafter9,962
Present value adjustment(9,495)
Present value of lease payments $ 35,695

Debt (Details)

Debt (Details) $ in Thousands3 Months Ended
Mar. 31, 2021USD ($)Dec. 31, 2020USD ($)Dec. 31, 2019USD ($)May 01, 2019USD ($)
Debt Instrument
Aggregate principal amount $ 507,700 $ 507,700
Sixth Street Partners, LLC
Debt Instrument
Aggregate principal amount175,000
Unamortized debt issuance costs1,400
Quarterly payments based on a certain percentage of revenues $ 8,500
Percentage of direct worldwide sales that determine quarterly payments9.75%
Principal amount outstanding $ 129,000
Debt issuance costs $ 1,800
Effective interest rate14.60%
Sixth Street Partners, LLC | Maximum
Debt Instrument
Aggregate principal amount $ 175,000
Maximum amount required to be repaid $ 350,000
Convertible Senior Unsecured Notes
Debt Instrument
Unamortized debt issuance costs8,100 $ 8,700
2021 Notes
Debt Instrument
Aggregate principal amount $ 64,418 64,418
Convertible senior notes, interest rate2.50%
Convertible senior notes, maturity dateSep. 15,
2021
Conversion rate per $1,000 principal amount (shares)16.1616
2024 Notes (2019 Issuance)
Debt Instrument
Aggregate principal amount $ 85,782 85,782
Convertible senior notes, interest rate4.50%
Convertible senior notes, maturity dateAug. 1,
2024
Conversion rate per $1,000 principal amount (shares)137.2213
2024 Notes (2020 Issuance)
Debt Instrument
Aggregate principal amount $ 57,500 57,500
Convertible senior notes, interest rate4.50%
Convertible senior notes, maturity dateAug. 1,
2024
Conversion rate per $1,000 principal amount (shares)160.3334
Principal amount outstanding $ 56,700
2025 Notes
Debt Instrument
Aggregate principal amount $ 300,000 $ 300,000
Convertible senior notes, interest rate1.25%
Convertible senior notes, maturity dateMay 1,
2025
Conversion rate per $1,000 principal amount (shares)13.1278

Debt - Interest expense recogni

Debt - Interest expense recognized (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Long-term Debt
Interest on convertible notes $ 2,977 $ 3,183
Amortization of debt issuance costs639 786
Debt issuance cost derecognized related to convertible debt transactions3,555
Interest on finance lease185 215
Interest on borrowings under financing agreement4,210 1,791
Other interest26 31
Total interest expense $ 8,037 $ 9,561

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Details) $ in Thousands3 Months Ended
Mar. 31, 2021VoteMar. 31, 2020USD ($)
Stockholders' Equity
Proceeds from offering | $ $ 163,901
Number of votes per common share | Vote1

Stockholders' Equity - Accumula

Stockholders' Equity - Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Accumulated Other Comprehensive Loss
Beginning balance $ (44,304) $ (44,865)
Other comprehensive income (loss)(80)(25)
Total before tax(44,384)(44,890)
Tax effect0 0
Ending balance(44,384)(44,890)
Reclassifications out of accumulated other comprehensive loss0 0
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Loss
Beginning balance(44,165)(44,732)
Other comprehensive income (loss)(80)(103)
Total before tax(44,245)(44,835)
Tax effect0 0
Ending balance(44,245)(44,835)
Unrealized (Losses) Gains
Accumulated Other Comprehensive Loss
Beginning balance(139)(133)
Other comprehensive income (loss)78
Total before tax(139)(55)
Tax effect0 0
Ending balance $ (139) $ (55)

Share-Based Compensation - Addi

Share-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award
Share-based compensation expense, tax benefit recognized $ 0 $ 0
Closing stock price $ 7.02
Stock-based compensation expense $ 4,039 $ 12,961
Common shares under stock incentive plans
Share Based Compensation Arrangement By Share Based Payment Award
Unrecognized stock-based compensation expense related to unvested stock options $ 15,600
Unrecognized stock-based compensation expense related to non-vested options and/or RSUs, weighted-average remaining vesting period1 year 8 months 12 days
Restricted Stock Units (RSUs)
Share Based Compensation Arrangement By Share Based Payment Award
Unrecognized stock-based compensation expense related to non-vested options and/or RSUs, weighted-average remaining vesting period2 years 4 months 24 days
Weighted-average estimated grant date fair value of purchase awards under Purchase Plan $ 16.68
Unrecognized stock-based compensation expense related to unvested RSUs $ 39,900

Share-Based Compensation - Shar

Share-Based Compensation - Share-Based Compensation Expense (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Share-Based Compensation Expense Recognized in Accompanying Statements of Operations
Total Share-based compensation expense $ 4,039 $ 12,961
Research and development
Share-Based Compensation Expense Recognized in Accompanying Statements of Operations
Total Share-based compensation expense2,876 6,925
Selling, general and administrative
Share-Based Compensation Expense Recognized in Accompanying Statements of Operations
Total Share-based compensation expense $ 1,163 $ 6,036

Share-Based Compensation - Summ

Share-Based Compensation - Summary of Stock Options Activity (Details) $ / shares in Units, $ in Thousands3 Months Ended
Mar. 31, 2021USD ($)$ / sharesshares
Share-Based Compensation
Beginning Balance, Number of Options Outstanding | shares6,502,169
Granted, Number of Options | shares575,000
Exercised, Number of Options | shares(5,609)
Forfeited, Number of Options | shares(187,659)
Ending Balance, Number of Options Outstanding | shares6,883,901
Vested and expected to vest, Number of Options Outstanding | shares6,663,012
Vested and exercisable, Number of Options Outstanding | shares5,064,931
Beginning Balance, Weighted Average Exercise Price | $ / shares $ 37.78
Granted, Weighted Average Exercise Price | $ / shares6.23
Exercised, Weighted Average Exercise Price | $ / shares4.79
Forfeited, Weighted Average Exercise Price | $ / shares39.21
Ending Balance, Weighted Average Exercise Price | $ / shares35.14
Vested and expected to vest, Weighted Average Exercise Price | $ / shares35.97
Vested and exercisable, Weighted Average Exercise Price | $ / shares $ 43.19
Outstanding, Weighted Average Remaining Contractual Term (Years)5 years 9 months 18 days
Vested and expected to vest, Weighted Average Remaining Contractual Term (Years)5 years 8 months 12 days
Vested and exercisable, Weighted Average Remaining Contractual Term (Years)4 years 7 months 6 days
Outstanding, Aggregate Intrinsic Value | $ $ 1,238
Vested and expected to vest, Aggregate Intrinsic Value | $1,059
Vested and exercisable, Aggregate Intrinsic Value | $ $ 140

Share-Based Compensation - Sche

Share-Based Compensation - Schedule of Share-Based Compensation Arrangements by Share-Based Payment Award (Details) - USD ($) $ / shares in Units, $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Share-Based Compensation
Weighted-average grant date fair value per share $ 4.94 $ 6.55
Intrinsic value of options exercised $ 14 $ 4
Cash received from stock option exercises $ 27 $ 2

Share-Based Compensation - RSUs

Share-Based Compensation - RSUs Activity (Details) - Restricted Stock Units (RSUs)3 Months Ended
Mar. 31, 2021$ / sharesshares
Share Based Compensation Arrangement By Share Based Payment Award
Number of Units, Unvested as of Beginning Balance | shares2,964,297
Number of Units, Granted | shares2,573,840
Number of Units, Vested | shares(853,239)
Number of Units, Forfeited | shares(119,266)
Number of Units, Unvested as of Ending Balance | shares4,565,632
Expected to vest after December 31, 2020 | shares3,862,200
Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares $ 14.36
Weighted Average Grant Date Fair Value, Granted | $ / shares6.23
Weighted Average Grant Date Fair Value, Vested | $ / shares16.68
Weighted Average Grant Date Fair Value, Forfeited | $ / shares10.89
Weighted Average Grant Date Fair Value, Ending Balance | $ / shares9.43
Weighted Average Grant Date Fair Value, Expected to vest after December 31, 2020 | $ / shares $ 9.71

License Agreements (Details)

License Agreements (Details) $ in ThousandsNov. 19, 2013USD ($)Apr. 30, 2021USD ($)Feb. 29, 2020itemSep. 30, 2019USD ($)Jun. 30, 2011USD ($)Oct. 31, 2008Mar. 31, 2021USD ($)Dec. 31, 2019USD ($)Dec. 31, 2020USD ($)
3B Pharmaceuticals
License Agreements
Percentage of Non-Royalty Consideration Payable on Sublicense Agreements34.00%
License Agreements Licensor Pfizer | Rucaparib | Minimum
License Agreements
Annual sales target for sales milestone payments $ 250,000
License Agreements Licensor Pfizer | Rucaparib | Maximum
License Agreements
Maximum potential future development, regulatory milestone payments8,000
Additional maximum payments payable on attaining the sales target $ 170,000
License Agreement Terms | 3B Pharmaceuticals
License Agreements
Milestone payments $ 2,200
Acquired in-process research and development $ 9,400
Number of additional undisclosed targets | item3
Research and development expense $ 2,100
Percentage Of Royalty On Net Sales6.00%
License Agreement Terms | License Agreements Licensor Pfizer | Rucaparib
License Agreements
Upfront payment $ 7,000
Milestones paid to Pfizer prior to FDA approval $ 1,400
Milestone payments $ 82,500
License Agreement Terms | Advenchen Laboratories LLC | License Agreements Lucitanib
License Agreements
Milestone payment obligation $ 65,000
Percentage of Non-Royalty Consideration Payable on Sublicense Agreements25.00%

Net Loss Per Common Share (Deta

Net Loss Per Common Share (Details) - shares shares in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Antidilutive Securities Excluded From Computation Of Earnings Per Share
Total potential dilutive shares31,688 28,624
Common shares under stock incentive plans
Antidilutive Securities Excluded From Computation Of Earnings Per Share
Total potential dilutive shares5,719 4,061
Convertible senior notes
Antidilutive Securities Excluded From Computation Of Earnings Per Share
Total potential dilutive shares25,969 24,563

Commitments and Contingencies (

Commitments and Contingencies (Details) $ in Millions1 Months Ended
Mar. 31, 2017shareholderMar. 31, 2021USD ($)
Commitments and Contingencies
Purchase commitments | $ $ 60.5
Number of putative shareholders | shareholder2

Segment Information - Reportabl

Segment Information - Reportable segments (Details) - USD ($) $ in Thousands3 Months Ended
Mar. 31, 2021Mar. 31, 2020
Segment Reporting Information [Line Items]
Product revenue $ 38,053 $ 42,564
Product revenue - extensible listProductProduct
Operating expenses:
Cost of sales $ 8,268 $ 9,096
Research and development52,805 68,221
Selling, general and administrative29,941 42,598
Other operating expenses3,707 3,449
Total expenses96,064 124,576
Operating loss(58,011)(82,012)
Other income (expense):
Interest expense(8,037)(9,561)
Foreign currency loss(546)(877)
Loss on convertible senior notes conversion(7,791)
Other income183 841
Other income (expense), net(8,400)(17,388)
Loss before income taxes(66,411)(99,400)
Income tax benefit (expense)134 68
Net loss(66,277)(99,332)
Product
Operating expenses:
Cost of sales8,268 9,096
Intangible asset amortization
Operating expenses:
Cost of sales1,343 1,212
U.S.
Segment Reporting Information [Line Items]
Product revenue $ 31,701 $ 39,303
Product revenue - extensible listProductProduct
Operating expenses:
Cost of sales $ 6,157 $ 8,056
Research and development50,830 66,286
Selling, general and administrative24,321 36,155
Other operating expenses3,707 3,449
Total expenses85,635 114,435
Operating loss(53,934)(75,132)
U.S. | Intangible asset amortization
Operating expenses:
Cost of sales620 489
ex U.S.
Segment Reporting Information [Line Items]
Product revenue $ 6,352 $ 3,261
Product revenue - extensible listProductProduct
Operating expenses:
Cost of sales $ 2,111 $ 1,040
Research and development1,975 1,935
Selling, general and administrative5,620 6,443
Total expenses10,429 10,141
Operating loss(4,077)(6,880)
ex U.S. | Intangible asset amortization
Operating expenses:
Cost of sales $ 723 $ 723