Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 30, 2021 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-36033 | |
Entity Registrant Name | THERAVANCE BIOPHARMA, INC. | |
Entity Incorporation, State or Country Code | KY | |
Entity Tax Identification Number | 98-1226628 | |
Entity Address, Address Line One | PO Box 309 | |
Entity Address, Address Line Two | Ugland House, South Church Street | |
Entity Address, City or Town | George Town, Grand Cayman | |
Entity Address, Country | KY | |
Entity Address, Postal Zip Code | KY1-1104 | |
City Area Code | 650 | |
Local Phone Number | 808-6000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Ordinary Share $0.00001 Par Value | |
Trading Symbol | TBPH | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 73,470,151 | |
Entity Central Index Key | 0001583107 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 204,949 | $ 81,467 |
Short-term marketable securities | 60,004 | 211,474 |
Receivables from collaborative arrangements | 12,220 | 15,868 |
Amounts due from TRC, LLC | 27,741 | 53,799 |
Prepaid clinical and development services | 15,913 | 20,374 |
Other prepaid and current assets | 12,353 | 10,359 |
Total current assets | 333,180 | 393,341 |
Property and equipment, net | 16,583 | 16,422 |
Operating lease assets | 41,508 | 43,260 |
Equity in net assets of TRC, LLC | 35,822 | 12,750 |
Restricted cash | 833 | 833 |
Other assets | 1,325 | 2,451 |
Total assets | 429,251 | 469,057 |
Current liabilities: | ||
Accounts payable | 10,702 | 6,775 |
Accrued personnel-related expenses | 14,635 | 35,238 |
Accrued clinical and development expenses | 19,457 | 28,799 |
Accrued general and administrative expenses | 3,269 | 6,048 |
Accrued interest payable | 3,900 | 3,974 |
Current portion of non-recourse notes due 2035, net | 6,941 | 19,334 |
Operating lease liabilities | 1,037 | 9,867 |
Deferred revenue | 5,690 | 11,523 |
Other accrued liabilities | 1,496 | 2,013 |
Total current liabilities | 67,127 | 123,571 |
Convertible senior notes due 2023, net | 227,499 | 226,963 |
Non-recourse notes due 2035, net | 375,069 | 372,873 |
Long-term operating lease liabilities | 57,768 | 47,220 |
Long-term deferred revenue | 329 | 348 |
Other long-term liabilities | 1,833 | 1,833 |
Commitments and contingencies | ||
Shareholders' Deficit | ||
Preferred shares, $0.00001 par value: 230 shares authorized, no shares issued or outstanding | ||
Ordinary shares, $0.00001 par value: 200,000 shares authorized; 73,470 and 64,328 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively | 1 | 1 |
Additional paid-in capital | 1,358,318 | 1,222,818 |
Accumulated other comprehensive income | 8 | 47 |
Accumulated deficit | (1,658,701) | (1,526,617) |
Total shareholders' deficit | (300,374) | (303,751) |
Total liabilities and shareholders' deficit | $ 429,251 | $ 469,057 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares shares in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred shares, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Preferred shares, shares authorized | 230 | 230 |
Preferred shares, shares issued | 0 | 0 |
Preferred shares, outstanding shares | 0 | 0 |
Ordinary shares, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
Ordinary shares, authorized shares | 200,000 | 200,000 |
Ordinary shares, shares issued | 73,470 | 64,328 |
Ordinary shares, outstanding shares | 73,470 | 64,328 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue: | ||||
Total revenue | $ 12,914,000 | $ 15,008,000 | $ 27,171,000 | $ 34,870,000 |
Costs and expenses: | ||||
Research and development (1) | 51,093,000 | 62,404,000 | 118,692,000 | 128,417,000 |
Selling, general and administrative (1) | 25,931,000 | 24,780,000 | 56,481,000 | 51,105,000 |
Total costs and expenses | 77,024,000 | 87,184,000 | 175,173,000 | 179,522,000 |
Loss from operations | (64,110,000) | (72,176,000) | (148,002,000) | (144,652,000) |
Income from investment in TRC, LLC | 21,926,000 | 21,381,000 | 38,473,000 | 34,896,000 |
Interest expense | (11,612,000) | (11,391,000) | (23,485,000) | (21,332,000) |
Loss on extinguishment of debt | (15,464,000) | |||
Interest and other income (expense), net | 1,171,000 | (662,000) | 937,000 | 798,000 |
Loss before income taxes | (52,625,000) | (62,848,000) | (132,077,000) | (145,754,000) |
Provision for income tax benefit (expense) | 220,000 | (39,000) | (7,000) | (186,000) |
Net loss | (52,405,000) | (62,887,000) | (132,084,000) | (145,940,000) |
Net unrealized gain (loss) on available-for-sale investments | (9,000) | (232,000) | (39,000) | 135,000 |
Total comprehensive loss | $ (52,414,000) | $ (63,119,000) | $ (132,123,000) | $ (145,805,000) |
Net loss per share: | ||||
Basic and diluted net loss per share | $ (0.80) | $ (1) | $ (2.03) | $ (2.39) |
Shares used to compute basic and diluted net loss per share | 65,669 | 62,861 | 65,085 | 61,162 |
Total share-based compensation expense | $ 14,941,000 | $ 16,585,000 | $ 30,773 | $ 31,861,000 |
Research and development | ||||
Net loss per share: | ||||
Total share-based compensation expense | 7,315,000 | 8,098,000 | 15,236 | 15,963,000 |
Selling, general and administrative | ||||
Net loss per share: | ||||
Total share-based compensation expense | 7,626,000 | 8,487,000 | 15,537 | 15,898,000 |
Collaborative revenue | ||||
Revenue: | ||||
Total revenue | 1,980,000 | 5,488,000 | 5,852,000 | 12,120,000 |
Licensing revenue | ||||
Revenue: | ||||
Total revenue | 1,500,000 | |||
Viatris collaboration agreement | ||||
Revenue: | ||||
Total revenue | $ 10,934,000 | $ 9,520,000 | $ 21,319,000 | $ 21,250,000 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT - USD ($) shares in Thousands, $ in Thousands | Ordinary Shares | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Total |
Balances at Dec. 31, 2019 | $ 1 | $ 1,024,614 | $ 145 | $ (1,248,600) | $ (223,840) |
Balances (in shares) at Dec. 31, 2019 | 57,015 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net proceeds from sale of ordinary shares | 139,915 | 139,915 | |||
Net proceeds from sale of ordinary shares (in shares) | 5,500 | ||||
Proceeds from ESPP purchases | 2,545 | 2,545 | |||
Proceeds from ESPP purchases (in shares) | 168 | ||||
Employee share-based compensation expense | 31,861 | 31,861 | |||
Issuance of restricted shares (in shares) | 1,097 | ||||
Option exercises | 936 | 936 | |||
Option exercises (in shares) | 41 | ||||
Repurchase of shares to satisfy tax withholding | (7,948) | (7,948) | |||
Repurchase of shares to satisfy tax withholding (in shares) | (306) | ||||
Net unrealized gain (loss) on available-for-sale investments | 135 | 135 | |||
Net loss | (145,940) | (145,940) | |||
Balances at Jun. 30, 2020 | $ 1 | 1,191,923 | 280 | (1,394,540) | (202,336) |
Balances (in shares) at Jun. 30, 2020 | 63,515 | ||||
Balances at Mar. 31, 2020 | $ 1 | 1,173,204 | 512 | (1,331,653) | (157,936) |
Balances (in shares) at Mar. 31, 2020 | 63,004 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Proceeds from ESPP purchases | 2,545 | 2,545 | |||
Proceeds from ESPP purchases (in shares) | 168 | ||||
Employee share-based compensation expense | 16,585 | 16,585 | |||
Issuance of restricted shares (in shares) | 353 | ||||
Option exercises | 733 | 733 | |||
Option exercises (in shares) | 33 | ||||
Repurchase of shares to satisfy tax withholding | (1,144) | (1,144) | |||
Repurchase of shares to satisfy tax withholding (in shares) | (43) | ||||
Net unrealized gain (loss) on available-for-sale investments | (232) | (232) | |||
Net loss | (62,887) | (62,887) | |||
Balances at Jun. 30, 2020 | $ 1 | 1,191,923 | 280 | (1,394,540) | (202,336) |
Balances (in shares) at Jun. 30, 2020 | 63,515 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Cumulative effect upon the adoption of ASC 606 | (1,526,617) | ||||
Balances at Dec. 31, 2020 | $ 1 | 1,222,818 | 47 | (1,526,617) | $ (303,751) |
Balances (in shares) at Dec. 31, 2020 | 64,328 | 64,328 | |||
Increase (Decrease) in Stockholders' Equity | |||||
Net proceeds from sale of ordinary shares | 108,180 | $ 108,180 | |||
Net proceeds from sale of ordinary shares (in shares) | 7,705 | ||||
Proceeds from ESPP purchases | 2,862 | 2,862 | |||
Proceeds from ESPP purchases (in shares) | 189 | ||||
Employee share-based compensation expense | 30,773 | 30,773 | |||
Issuance of restricted shares (in shares) | 1,587 | ||||
Option exercises | 5 | 5 | |||
Repurchase of shares to satisfy tax withholding | (6,320) | (6,320) | |||
Repurchase of shares to satisfy tax withholding (in shares) | (339) | ||||
Net unrealized gain (loss) on available-for-sale investments | (39) | (39) | |||
Net loss | (132,084) | (132,084) | |||
Balances at Jun. 30, 2021 | $ 1 | 1,358,318 | 8 | (1,658,701) | $ (300,374) |
Balances (in shares) at Jun. 30, 2021 | 73,470 | 73,470 | |||
Balances at Mar. 31, 2021 | $ 1 | 1,233,060 | 17 | (1,606,296) | $ (373,218) |
Balances (in shares) at Mar. 31, 2021 | 65,218 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net proceeds from sale of ordinary shares | 108,180 | 108,180 | |||
Net proceeds from sale of ordinary shares (in shares) | 7,705 | ||||
Proceeds from ESPP purchases | 2,862 | 2,862 | |||
Proceeds from ESPP purchases (in shares) | 189 | ||||
Employee share-based compensation expense | 14,941 | 14,941 | |||
Issuance of restricted shares (in shares) | 399 | ||||
Option exercises | 2 | 2 | |||
Repurchase of shares to satisfy tax withholding | (727) | (727) | |||
Repurchase of shares to satisfy tax withholding (in shares) | (41) | ||||
Net unrealized gain (loss) on available-for-sale investments | (9) | (9) | |||
Net loss | (52,405) | (52,405) | |||
Balances at Jun. 30, 2021 | $ 1 | $ 1,358,318 | $ 8 | $ (1,658,701) | $ (300,374) |
Balances (in shares) at Jun. 30, 2021 | 73,470 | 73,470 | |||
Increase (Decrease) in Stockholders' Equity | |||||
Cumulative effect upon the adoption of ASC 606 | $ (1,658,701) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Operating activities | ||
Net loss | $ (132,084) | $ (145,940) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 2,926 | 4,034 |
Amortization and accretion income, net | 31 | (854) |
Share-based compensation | 30,773 | 31,861 |
Amortization of right-of-use assets | 1,752 | 1,420 |
Undistributed earnings from TRC, LLC | 2,986 | (6,934) |
Interest shortfall on 2035 notes, net | 1,093 | |
Loss on extinguishment of debt | 15,464 | |
Other | (168) | (4) |
Changes in operating assets and liabilities: | ||
Receivables from collaborative and licensing arrangements | 3,648 | 10,583 |
Prepaid clinical and development services | 4,461 | (5,775) |
Other prepaid and current assets | (1,993) | (264) |
Other assets | 997 | (373) |
Accounts payable | 4,026 | 6,012 |
Accrued personnel-related expenses, accrued clinical and development expenses, and other accrued liabilities | (33,125) | (5,753) |
Accrued interest payable | (74) | (1,957) |
Deferred revenue | (5,852) | (12,120) |
Operating lease liabilities | 1,718 | 885 |
Other long-term liabilities | 175 | |
Net cash used in operating activities | (119,978) | (108,447) |
Investing activities | ||
Purchases of property and equipment | (1,923) | (3,322) |
Purchases of marketable securities | (40,014) | (280,495) |
Maturities of marketable securities | 191,400 | 155,703 |
Proceeds from the sale of marketable securities | 19,927 | |
Proceeds from the sale of property and equipment | 1 | |
Net cash provided by (used in) investing activities | 149,463 | (108,186) |
Financing activities | ||
Proceeds from the sale of ordinary shares, net | 108,180 | 139,915 |
Proceeds from issuance of 2035 notes, net | 380,000 | |
Payment of issuance costs on 2035 notes | (5,326) | |
Payment of redemption premium on 2033 notes | (11,470) | |
Principal payment on 2033 notes | (10,730) | (235,347) |
Proceeds from ESPP purchases | 2,862 | 2,545 |
Proceeds from option exercises | 5 | 936 |
Repurchase of shares to satisfy tax withholding | (6,320) | (7,948) |
Net cash provided by financing activities | 93,997 | 263,305 |
Net increase in cash, cash equivalents, and restricted cash | 123,482 | 46,671 |
Cash, cash equivalents, and restricted cash at beginning of period | 82,300 | 58,897 |
Cash, cash equivalents, and restricted cash at end of period | 205,782 | 105,568 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 22,490 | 20,287 |
Cash paid for income taxes, net | $ 12 | $ 14 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Organization and Summary of Significant Accounting Policies | |
Organization and Summary of Significant Accounting Policies | 1. Organization and Summary of Significant Accounting Policies Theravance Biopharma, Inc. (“Theravance Biopharma” or the “Company”) is a diversified biopharmaceutical company primarily focused on the discovery, development and commercialization of organ-selective medicines. The Company’s purpose is to create transformational medicines to improve the lives of patients suffering from serious illnesses. The Company’s research is focused in the areas of inflammation and immunology. Basis of Presentation The Company’s condensed consolidated financial information as of June 30, 2021, and for the three and six months ended June 30, 2021 and 2020 is unaudited but includes all adjustments (consisting only of normal recurring adjustments), which are considered necessary for a fair presentation of the financial position at such date and of the operating results and cash flows for those periods, and have been prepared in accordance with United States (“US”) generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated December 31, 2020 financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the Securities and Exchange Commission (“SEC”) on February 26, 2021. The results for the three and six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021, or for any other interim period or for any future period. These condensed consolidated financial statements include the accounts of the Company and its subsidiaries, and intercompany transactions and balances have been eliminated. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures in the condensed consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. Actual results could differ materially from those estimates. Significant Accounting Policies There have been no material revisions in the Company’s significant accounting policies described in Note 1 to the consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2020. Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Income Taxes adoption of ASU 2019-12 did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and other Options (Subtopic 470-20) and Derivatives and Hedging: Contracts in Entity’s Own Equity (Subtopic 815-10) simplifies the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity removing certain accounting models which separate the embedded conversion features from the host contract for convertible instruments. The standard also enhances the consistency of earnings-per-share calculations by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted earnings-per-share calculations. ASU 2020-06 is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2021, and early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2020-06 on its condensed consolidated financial statements and related disclosures. The Company has evaluated other recently issued accounting pronouncements and does not currently believe that any of these pronouncements will have a material impact on its condensed consolidated financial statements and related disclosures. |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2021 | |
Net Loss per Share | |
Net Loss per Share | 2. Net Loss per Share Basic net loss per share is computed by dividing net loss by the weighted-average number of shares outstanding, less ordinary shares subject to forfeiture. Diluted net loss per share is computed by dividing net loss by the weighted-average number of shares outstanding, less ordinary shares subject to forfeiture, plus all additional ordinary shares that would have been outstanding, assuming dilutive potential ordinary shares had been issued for other dilutive securities. Three Months Ended June 30, Six Months Ended June 30, (In thousands, except per share data) 2021 2020 2021 2020 Numerator: Net loss $ (52,405) $ (62,887) $ (132,084) $ (145,940) Denominator: Weighted-average ordinary shares outstanding 65,669 63,275 65,199 61,676 Less: weighted-average ordinary shares subject to forfeiture — (414) (114) (514) Weighted-average ordinary shares used to compute basic and diluted net loss per share 65,669 62,861 65,085 61,162 Basic and diluted net loss per share $ (0.80) $ (1.00) $ (2.03) $ (2.39) For the three and six months ended June 30, 2021 and 2020, diluted and basic net loss per share were identical since potential ordinary shares were excluded from the calculation, as their effect was anti-dilutive. Anti-dilutive Securities The following ordinary equivalent shares were not included in the computation of diluted net loss per share because their effect was anti-dilutive: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Share issuances under equity incentive plans and ESPP 6,228 5,713 8,307 5,741 Share issuances upon the conversion of convertible senior notes 6,676 6,676 6,676 6,676 Total 12,904 12,389 14,983 12,417 |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2021 | |
Revenue | |
Revenue | 3. Revenue Revenue from Collaborative Arrangements The Company recognized revenues from its collaborative arrangements as follows: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Janssen $ 1,971 $ 5,479 $ 5,833 $ 12,101 Other 9 9 19 19 Total collaboration revenue $ 1,980 $ 5,488 $ 5,852 $ 12,120 Janssen Biotech In February 2018, the Company entered into a global co-development and commercialization agreement with Janssen Biotech, Inc. (“Janssen”) for izencitinib (formerly known as TD-1473) and related back-up compounds for inflammatory intestinal diseases, including ulcerative colitis and Crohn’s disease (the “Janssen Agreement”). Under the terms of the Janssen Agreement, the Company received an upfront payment of $100.0 million. The Company is conducting a Phase 2 (DIONE) study of izencitinib in Crohn’s disease and a Phase 2b/3 (RHEA) induction and maintenance study of izencitinib in ulcerative colitis. The Janssen Agreement is considered to be within the scope of Accounting Standards Codification, Topic 808, Collaborative Arrangements Revenue from Contracts with Customers The $900.0 million in future potential payments, inclusive of the $200.0 million opt-in fee and $700.0 million future development and commercialization milestones, is considered variable consideration if Janssen elects to remain in the collaboration arrangement following completion of the initial Phase 2 development period, as described above and, as such, was not included in the transaction price, as the potential payments were all determined to be fully constrained under ASC 606. As part of the Company’s evaluation of this variable consideration constraint, it determined that the potential payments are contingent upon developmental and regulatory milestones that are uncertain and are highly susceptible to factors outside of its control. The Company expects that any consideration related to royalties and sales-based milestones will be recognized when the subsequent sales occur. For the three and six months ended June 30, 2021, the Company recognized $2.0 million and $5.8 million, respectively, as revenue from collaboration arrangements related to the Janssen Agreement. The remaining transaction price of $5.6 million, related to the $100.0 million upfront payment, was recorded in deferred revenue on the condensed consolidated balance sheets and will be recognized as collaboration revenue as the research and development services are delivered over the Phase 2 development period which is currently expected to continue through the late fourth quarter of 2021 or early first quarter of 2022. Collaboration revenue is recognized for the research and development services based on a measure of the Company’s efforts toward satisfying the performance obligation relative to the total expected efforts or inputs to satisfy the performance obligation (e.g., costs incurred compared to total budget). Consequently, delays in trial activity and/or changes to the total budget will impact the timing and amount of revenue recognized in any given reporting period. For the three and six months ended June 30, 2021, the Company incurred $6.1 million and $13.5 million, respectively, in research and development costs related to the Janssen Agreement. For the three and six months ended June 30, 2020, the Company incurred $9.0 million and $19.2 million, respectively, in research and development costs related to the Janssen Agreement. In future reporting periods, the Company will reevaluate the estimates related to its efforts towards satisfying the performance obligation and may record a change in estimate if deemed necessary. Viatris In January 2015, the Company and Viatris Inc. (formerly, Mylan Ireland Limited) (“Viatris”) established a strategic collaboration (the “Viatris Agreement”) for the development and commercialization of revefenacin, including YUPELRI ® As of June 30, 2021, the Company is eligible to receive from Viatris potential global (ex-China and adjacent territories) The Viatris Agreement is considered to be within the scope of ASC 808 and partially within the scope of ASC 606, as the parties are active participants and exposed to the risks and rewards of the collaborative activity with a unit of account provided to Viatris as a customer. Under the terms of the Viatris Agreement, which included the delivery by the Company of a license to Viatris to develop and commercialize revefenacin in exchange for $15.0 million received in 2015, Viatris was responsible for reimbursement of the Company’s costs related to the registrational program up until the approval of the first new drug application in November 2018, thereafter, R&D expenses are shared. Performing R&D services for reimbursement is considered to be a collaborative activity under the scope of ASC 808. Reimbursable program costs are recognized proportionately with the performance of the underlying services and accounted for as reductions to R&D expense. For this unit of account, the Company did not recognize revenue or analogize to ASC 606 and, as such, the reimbursable program costs are excluded from the transaction price. The Company determined the license to develop and commercialize revefenacin to be a unit of account and a separate performance obligation for which Viatris is a customer with the $15.0 million for the delivery of the license as the transaction price. The future potential milestone amounts for The Company is also entitled to a share of US profits and losses (65% to Viatris; 35% to Theravance Biopharma) received in connection with commercialization of YUPELRI, and the Company is entitled to low double-digit tiered royalties on ex-US net sales. Viatris is the principal in the sales transactions, and as a result, the Company does not reflect the product sales in its condensed consolidated financial statements. Following the US Food and Drug Administration (“FDA”) approval of YUPELRI in November 2018, net amounts payable to or receivable from Viatris each quarter under the profit-sharing structure are disaggregated according to their individual components. In accordance with the applicable accounting guidance, amounts receivable mounts payable to Viatris, if any, in connection with the commercialization of YUPELRI are recorded within the condensed consolidated statements of operations as a collaboration loss within selling, general and administrative expenses. Any reimbursement from Viatris attributed to the 65% cost-sharing of the Company’s R&D expenses is characterized as a reduction of R&D expense, as the Company does not consider performing research and development services for reimbursement to be a part of its ordinary activities. The following YUPELRI-related amounts were recognized within revenue in the Company’s condensed consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Viatris collaboration agreement - Amounts receivable from Viatris $ 10,934 $ 9,520 $ 21,319 $ 21,250 For the three and six months ended June 30, 2020, the Company’s implied 35% share of net sales of YUPELRI was $10.6 million and $23.5 million, respectively, before deducting shared expenses. Reimbursement of R&D Expense As noted above, under certain collaborative arrangements the Company is entitled to reimbursement of certain R&D expenses. Activities under collaborative arrangements for which the Company is entitled to reimbursement are considered to be collaborative activities under the scope of ASC 808. For these units of account, the Company does not analogize to ASC 606 or recognize revenue. The Company records reimbursement payments received from its collaboration partners as reductions to R&D expense. The following table summarizes the reductions to R&D expense related to the reimbursement payments: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Janssen $ 1,193 $ 1,563 $ 2,525 $ 2,770 Viatris 67 351 161 1,622 Total reduction to R&D expense, net $ 1,260 $ 1,914 $ 2,686 $ 4,392 Revenue from Licensing Arrangements Viatris In June 2019, the Company announced the expansion of the Viatris Agreement (the “Viatris Amendment”) to grant Viatris exclusive development and commercialization rights to nebulized revefenacin in China and adjacent territories. In exchange, the Company received an upfront payment of $18.5 million (before a required tax withholding) and will be eligible to receive potential development and sales milestones totaling $54.0 million and low double-digit tiered royalties on net sales of nebulized revefenacin, if approved. Of the $54.0 million in potential milestones, $9.0 million is associated with the development of $37.5 million is associated with sales milestones. Viatris is responsible for all aspects of development and commercialization in the partnered regions, including pre- and post-launch activities and product registration and all associated costs. The Viatris Amendment is accounted for under ASC 606 as a separate contract from the original Viatris Agreement that was entered into in January 2015. The Company identified a The future potential milestone amounts for In March 2020, the Company earned a $1.5 million development milestone payment for the acceptance of a clinical trial application associated with the use of YUPELRI monotherapy in China and adjacent territories. |
Cash, Cash Equivalents, and Res
Cash, Cash Equivalents, and Restricted Cash | 6 Months Ended |
Jun. 30, 2021 | |
Cash, Cash Equivalents, and Restricted Cash | |
Cash, Cash Equivalents, and Restricted Cash | 4. Cash, Cash Equivalents, and Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the current period and comparable prior year period condensed consolidated balance sheets that sum to the total of the same such amount shown on the condensed consolidated statements of cash flows. June 30, (In thousands) 2021 2020 Cash and cash equivalents $ 204,949 $ 104,735 Restricted cash 833 833 Total cash, cash equivalents, and restricted cash shown on the condensed $ 205,782 $ 105,568 The Company maintains restricted cash for certain lease agreements and letters of credit by which the Company has pledged cash and cash equivalents as collateral. The Company also maintained restricted cash for debt servicing of its 9.5% non-recourse 2035 notes. See “Note 6. Debt” |
Investments and Fair Value Meas
Investments and Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Investments and Fair Value Measurements | |
Investments and Fair Value Measurements | 5. Investments and Fair Value Measurements Available-for-Sale Securities The estimated fair value of marketable securities is based on quoted market prices for these or similar investments obtained from a commercial pricing service. The fair market value of marketable securities classified within Level 1 is based on quoted prices for identical instruments in active markets. The fair value of marketable securities classified within Level 2 is based on quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; or model-driven valuations whose inputs are observable or whose significant value drivers are observable. Observable inputs may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research publications. Available-for-sale securities are summarized below: June 30, 2021 Gross Gross Amortized Unrealized Unrealized Estimated (In thousands) Cost Gains Losses Fair Value US government securities Level 1 $ 20,014 $ 3 $ — $ 20,017 Commercial paper Level 2 52,868 5 — 52,873 Marketable securities 72,882 8 — 72,890 Money market funds Level 1 162,607 — — 162,607 Total $ 235,489 $ 8 $ — $ 235,497 December 31, 2020 Gross Gross Amortized Unrealized Unrealized Estimated (In thousands) Cost Gains Losses Fair Value US government securities Level 1 $ 75,036 $ 34 $ — $ 75,070 US government agency securities Level 2 74,971 18 — 74,989 Corporate notes Level 2 5,046 — (1) 5,045 Commercial paper Level 2 56,374 1 (5) 56,370 Marketable securities 211,427 53 (6) 211,474 Money market funds Level 1 — — — — Total $ 211,427 $ 53 $ (6) $ 211,474 As of June 30, 2021, all of the Company’s available-for-sale securities had contractual maturities within 6 months and the weighted-average maturity of marketable securities was approximately 1 month. There were no transfers between Level 1 and Level 2 during the periods presented, and there have been no material changes to the Company’s valuation techniques during the three and six months ended June 30, 2021. As of June 30, 2021, the Company did not have any available-for-sale debt securities with unrealized losses. Available-for-sale debt securities with unrealized losses as of December 31, 2020 is summarized below: December 31, 2020 Less than 12 Months Greater than 12 Months Total Gross Gross Gross Estimated Unrealized Estimated Unrealized Estimated Unrealized (In thousands) Fair Value Losses Fair Value Losses Fair Value Losses Corporate notes $ 5,045 $ (1) $ — $ — $ 5,045 $ (1) Commercial paper 39,375 (5) — — 39,375 (5) Total $ 44,420 $ (6) $ — $ — $ 44,420 $ (6) The Company invests primarily in high credit quality and short-term maturity T credit-related losses to be recognized as of June 30, 2021. As of June 30, 2021, the Company’s accumulated other comprehensive income on its condensed consolidated balance sheets consisted of net unrealized gains on available-for-sale investments. For the three and six months ended June 30, 2021, the Company did not sell any marketable securities, and for the three and six months ended June 30, 2020, the Company sold marketable securities for total proceeds of $5.0 million and $19.9 million, respectively, and recognized minimal net realized gains from the sales based on the specific identification method. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt | |
Debt | 6. Debt June 30, (In thousands) 2021 9.5% Non-Recourse 2035 Notes: Principal amount $ 407,277 Less: (20,364) Unamortized debt issuance costs - (3,470) Unamortized debt issuance costs - Modified (1,433) 382,010 3.25% Convertible 2023 Notes: Principal amount 230,000 Unamortized debt issuance costs (2,501) 227,499 Total debt $ 609,509 9.5% Non-Recourse Notes Due 2035 On February 21, 2020, Theravance Biopharma R&D, Inc. (“Theravance R&D”), a wholly-owned subsidiary of the Company, and Triple Royalty Sub II LLC (the “Issuer II” or “Triple II”), a wholly-owned subsidiary of Theravance Biopharma R&D, entered into certain note purchase agreements (“Note Purchase Agreements”) with certain note purchasers (“Note Purchasers”), relating to the private placement by Issuer II of $400.0 million 9.5% Fixed Rate Term Notes due on or before 2035 (the “Non-Recourse 2035 Notes”). Ninety-five percent of the Non-Recourse 2035 Notes were sold to the Note Purchasers pursuant to the Note Purchase Agreements. The remaining 5% of the Non-Recourse 2035 Notes (the “Retained Notes”) were retained by the Company to comply with Regulation RR — Credit Risk Retention (17 C.F.R. Part 246). The Retained Notes are eliminated in the Company’s condensed consolidated financial statements. The Non-Recourse 2035 Notes are secured by all of Issuer II’s right, title and interest as a holder of certain membership interests (the “Issuer II Class C Units”) in Theravance Respiratory Company, LLC (“TRC”). TRC holds the right to receive upward-tiering royalties ranging from 6.5% to 10% on worldwide net sales of TRELEGY, and the Company holds an 85% economic interest in TRC. The Issuer II Class C Units represent 75% of the Company's 85% economic interest, which equates to 63.75% of the economic interests in TRC. The source of principal and interest payments for the Non-Recourse 2035 Notes are the future royalty payments generated from the TRELEGY program, and as a result, the holders of the Non-Recourse 2035 Notes have no recourse against the Company even if the TRELEGY payments are insufficient to cover the principal and interest payments for the Non-Recourse 2035 Notes. Prior to and including the December 5, 2024 payment date, in the event that the distributions received by the Issuer II from TRC in a quarter are less than the interest accrued for that quarter, the principal amount of the Non-Recourse 2035 Notes will increase by the interest shortfall amount for that quarter. While the holders of the Non-Recourse 2035 Notes have no recourse against the Company, the terms of the Non-Recourse 2035 Notes also provide that the Company, at its option, may satisfy the quarterly interest payment obligations by making a capital contribution to the Issuer II. During the six months ended June 30, 2021, the net principal amount of the Non-Recourse 2035 Notes decreased by $10.7 million which represented royalties received in excess of the interest payable through the respective payment date. The Non-Recourse 2035 Notes are not convertible into Company equity and have no security interest in nor rights under any agreement with Glaxo Group Limited or one of its affiliates (“GSK”). The Non-Recourse 2035 Notes may be redeemed by Issuer II on and after February 28, 2022, in whole or in part, at specified redemption premiums. The Non-Recourse 2035 Notes bear an annual interest rate of 9.5%, with interest and principal paid quarterly beginning June 5, 2020. Since the principal and interest payments on the Non-Recourse 2035 Notes are ultimately based on royalties from TRELEGY TRELEGY The portion of the Non-Recourse 2035 Notes classified as a current liability, if any, is based on the amount of royalties received, or receivable, as of June 30, 2021, that are expected to be used to make a principal repayment on the Non-Recourse 2035 Notes within the next 12 months. 3.25% Convertible Senior Notes Due 2023 The Company had $230.0 million of 3.25% convertible senior notes due in 2023 (“Convertible Senior 2023 Notes”) outstanding as of June 30, 2021 with an estimated fair value of $217.9 million. The estimated fair value was primarily based upon the underlying price of Theravance Biopharma’s publicly traded shares and other observable inputs as of June 30, 2021. The inputs to determine fair value of the Convertible Senior 2023 Notes are categorized as Level 2 inputs. Level 2 inputs include quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. |
Theravance Respiratory Company,
Theravance Respiratory Company, LLC | 6 Months Ended |
Jun. 30, 2021 | |
Theravance Respiratory Company, LLC | |
Theravance Respiratory Company, LLC | 7. Theravance Respiratory Company, LLC Through the Company’s 85% equity interest in TRC, the Company is entitled to receive an 85% economic interest in any future payments made by GSK under the strategic alliance agreement and under the portion of the collaboration agreement assigned to TRC (net of TRC expenses paid and the amount of cash, if any, expected to be used by TRC pursuant to the TRC LLC Agreement over the next four Trelegy In May 2014, the Company entered into the TRC LLC Agreement with Innoviva, Inc. (“Innoviva”) that governs the operation of TRC. Under the TRC LLC Agreement, Innoviva is the manager of TRC, and the business and affairs of TRC are managed exclusively by the manager, including (i) day to day management of the drug programs in accordance with the existing GSK agreements; (ii) preparing an annual operating plan for TRC; and (iii) taking all actions necessary to ensure that the formation, structure and operation of TRC complies with applicable law and partner agreements. The Company is responsible for its proportionate share of TRC’s administrative expenses incurred, and communicated to the Company, by Innoviva. The Company analyzed its ownership, contractual and other interests in TRC to determine if it is a variable-interest entity (“VIE”), whether the Company has a variable interest in TRC and the nature and extent of that interest. The Company determined that TRC is a VIE. The party with the controlling financial interest, the primary beneficiary, is required to consolidate the entity determined to be a VIE. Therefore, the Company also assessed whether it is the primary beneficiary of TRC based on the power to direct TRC’s activities that most significantly impact TRC’s economic performance and its obligation to absorb TRC’s losses or the right to receive benefits from TRC that could potentially be significant to TRC. Based on the Company’s assessment, the Company determined that it is not the primary beneficiary of TRC, and, as a result, the Company does not consolidate TRC in its condensed consolidated financial statements. TRC is recognized in the Company’s condensed consolidated financial statements under the equity method of accounting. For the three and six months ended June 30, 2021, the Company recognized net royalty income of $21.9 million and $38.5 million, respectively, in the condensed consolidated statements of operations within “Income from investment in TRC, LLC”. These amounts were recorded net of the Company’s share of TRC’s expenses of $0.3 million and $3.1 million for the three and six months ended June 30, 2021, respectively. The share of TRC expenses for the three and six months ended June 30, 2021 was primarily comprised of TRC legal and related fees associated with the most recent arbitration between Innoviva, as the manager of TRC, and TRC and the Company ( see below for more information regarding the arbitration For the three and six months ended June 30, 2020, the Company recognized net royalty income of $21.4 million and $34.9 million, respectively. These amounts were recorded net of the Company’s share of TRC’s expenses of $0.4 million and $0.6 million for the three and six months ended June 30, 2020, respectively. For the three and six months ended June 30, 2021, the Company also recognized a net unrealized loss of $0.2 million and a net unrealized gain of $0.3 million, respectively, associated with the estimated fair market value of certain equity investments made by TRC. As of June 30, 2021, the amounts due from TRC of $27.7 million were recorded as a current asset in the condensed consolidated balance sheets within “Amounts due from TRC, LLC”. In addition, the Company has recorded $35.8 million as a long-term asset within “Equity in net assets of TRC, LLC” in the condensed consolidated balance sheets which represented its share of TRC’s net assets including funds withheld by TRC for future investments. TRC’s summarized income statement information is presented below: Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Royalty revenue and gross profit $ 26,386 $ 25,633 $ 48,470 $ 41,768 Income from continuing operations 26,050 25,153 44,853 41,017 Net income $ 25,796 $ 25,154 $ 44,116 $ 41,054 On June 10, 2020, the Company disclosed in a Form 8-K that it had formally objected to TRC and Innoviva, regarding their proposed plan to use TRELEGY royalties to invest in certain privately-held companies, funds that would otherwise be available for distribution to the Company under the terms of the TRC LLC Agreement. In this regard, the Company initiated an arbitration proceeding in October 2020 against Innoviva and TRC, challenging the authority of Innoviva and TRC to pursue such a business plan rather than distribute such funds to the Company in a manner that it believes is consistent with the TRC LLC Agreement and its 85% economic interest in TRC. The arbitration hearing was held during the week of February 16, 2021, with post-hearing briefing and arguments taking place over the following few weeks. On March 30, 2021, the arbitrator ruled that, at its current levels of investment, Innoviva and TRC had not breached the TRC LLC Agreement. The arbitrator further ruled that Innoviva and TRC had not breached the implied covenant of good faith and fair dealing; or their fiduciary duties. The arbitrator also ruled that (i) Innoviva is entitled to indemnification from TRC for all legal fees and expenses reasonably incurred in the arbitration and (ii) the Company is entitled to indemnification from TRC for legal fees and costs incurred in defending an action Innoviva brought against it in the Delaware Court of Chancery. The arbitrator noted in the ruling that although the Company failed to show that Innoviva’s investment activities, at the current levels of investment, have or will have a material and adverse effect on its economic interest in TRC, this does not mean that any future investments or actions will not require the Company’s consent. The arbitrator noted in the ruling that the Company may, in the future, have a consent right over the decision to continue this investment strategy or whether to make a particular investment if, for example, Innoviva develops a track record of poor investments, over allocates royalties to these investment activities, or fails to distribute sufficient investment returns, and such facts cause the strategy or investment to have a material adverse effect on the Company’s economic interest in TRC. Pursuant to the terms of the TRC LLC Agreement, Innoviva is required to deliver to the Company a draft quarterly financial plan 30 days prior to the end of each fiscal quarter covering the next fiscal quarter. As previously disclosed, on June 2, 2021, the Company received from Innoviva the draft TRC quarterly financial plan for the quarter ending September 30, 2021. The draft financial plan noted that Innoviva intends to invest TRC funds into two private companies and incur significant fees and costs associated with these possible investments. The Company provided comments to TRC regarding these proposed actions by TRC with Innoviva, and objected to the withholding of funds by TRC for these and similar investments. While the LLC Agreement provides that Innoviva must consider in good faith any comments the Company provides, the financial plan became effective 30 days after the draft plan was provided to the Company. The Company’s objections with regard to the TRC quarterly plan or other actions by TRC could result in additional legal proceedings between the Company, TRC and Innoviva, as was the case when the Company initiated arbitration proceedings against Innoviva and TRC in May 2019 and again in October 2020. Any such legal proceedings could divert the attention of management and cause the Company to incur significant costs, regardless of the outcome, which the Company cannot predict. If such proceedings were pursued, there can be no assurance that they would result in the Company receiving additional distributions from TRC. An adverse result could materially and adversely affect the funds that the Company would otherwise expect to receive from TRC in the future. . |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2021 | |
Share-Based Compensation | |
Share-Based Compensation | 8 . Share-Based Compensation The Company periodically grants performance-contingent share-based awards to employees. For the three and six months ended June 30, 2021, the Company recognized $0.1 million and $0.6 million, respectively, of share-based compensation expense related to these types of awards. As of June 30, 2021, the maximum remaining share-based compensation expense related to outstanding performance-contingent awards was $0.6 million which had performance expiration dates through June 2022. For the three and six months ended June 30, 2020, the Company recognized $1.1 million and $2.4 million, respectively, of share-based compensation expense related to performance-contingent share-based awards. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Taxes | |
Income Taxes | 9. Income Taxes For the three months ended June 30, 2021, the Company recognized an income tax benefit of $0.2 million, and for the six months ended June 30, 2021, the Company recognized an income tax expense of $7,000. The income tax provisions for the three and six months ended June 20, 2021 were primarily attributed to recording contingent liabilities for uncertain tax positions taken with respect to transfer pricing and tax credits. No provision for income taxes has been recognized on undistributed earnings of the Company’s foreign subsidiaries because it considers such earnings to be indefinitely reinvested. The Company follows the accounting guidance related to accounting for income taxes which requires that a company reduce its deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of its deferred tax assets will not be realized. As of June 30, 2021, the Company’s deferred tax assets were offset in full by a valuation allowance. The Company records liabilities related to uncertain tax positions in accordance with the income tax guidance which clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements by prescribing a minimum recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Resolution of one or more of these uncertain tax positions in any period may have a material impact on the results of operations for that period. The Company includes any applicable interest and penalties within the provision for income taxes in the condensed consolidated statements of operations. The Company is currently under Internal Revenue Service (“IRS”) examination for the tax year ended December 31, 2018. The Company believes that an adequate provision has been made for any material adjustments that may result from the tax examination. The US continues to enact legislation in response to the COVID-19 pandemic, including the Consolidated Appropriations Act, 2021 American Rescue Plan Act of 2021 The Company’s future income tax expense may be affected by such factors as changes in tax laws, its business, regulations, tax rates, interpretation of existing laws or regulations, the impact of accounting for share-based compensation, the impact of accounting for business combinations, its international organization, shifts in the amount of income before tax earned in the US as compared with other regions in the world, and changes in overall levels of income before tax. |
Public Offering of Ordinary Sha
Public Offering of Ordinary Shares | 6 Months Ended |
Jun. 30, 2021 | |
Public Offering of Ordinary Shares | |
Stockholders' Equity Note Disclosure [Text Block] | 10. Public Offering of Ordinary Shares Under the terms of the underwriting agreement, on June 29, 2021, the underwriters also exercised a 30-day option to purchase an additional 1,005,000 ordinary shares for a total of 7,705,000 ordinary shares sold. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Organization and Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The Company’s condensed consolidated financial information as of June 30, 2021, and for the three and six months ended June 30, 2021 and 2020 is unaudited but includes all adjustments (consisting only of normal recurring adjustments), which are considered necessary for a fair presentation of the financial position at such date and of the operating results and cash flows for those periods, and have been prepared in accordance with United States (“US”) generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated December 31, 2020 financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the Securities and Exchange Commission (“SEC”) on February 26, 2021. The results for the three and six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021, or for any other interim period or for any future period. These condensed consolidated financial statements include the accounts of the Company and its subsidiaries, and intercompany transactions and balances have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures in the condensed consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and on assumptions believed to be reasonable under the circumstances. Actual results could differ materially from those estimates. |
Significant Accounting Policies | Significant Accounting Policies There have been no material revisions in the Company’s significant accounting policies described in Note 1 to the consolidated financial statements included in its Annual Report on Form 10-K for the year ended December 31, 2020. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Income Taxes adoption of ASU 2019-12 did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, Debt - Debt with Conversion and other Options (Subtopic 470-20) and Derivatives and Hedging: Contracts in Entity’s Own Equity (Subtopic 815-10) simplifies the complexity associated with applying GAAP for certain financial instruments with characteristics of liabilities and equity removing certain accounting models which separate the embedded conversion features from the host contract for convertible instruments. The standard also enhances the consistency of earnings-per-share calculations by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted earnings-per-share calculations. ASU 2020-06 is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2021, and early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2020-06 on its condensed consolidated financial statements and related disclosures. The Company has evaluated other recently issued accounting pronouncements and does not currently believe that any of these pronouncements will have a material impact on its condensed consolidated financial statements and related disclosures. |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Net Loss per Share | |
Schedule of basic and diluted net loss per share | Three Months Ended June 30, Six Months Ended June 30, (In thousands, except per share data) 2021 2020 2021 2020 Numerator: Net loss $ (52,405) $ (62,887) $ (132,084) $ (145,940) Denominator: Weighted-average ordinary shares outstanding 65,669 63,275 65,199 61,676 Less: weighted-average ordinary shares subject to forfeiture — (414) (114) (514) Weighted-average ordinary shares used to compute basic and diluted net loss per share 65,669 62,861 65,085 61,162 Basic and diluted net loss per share $ (0.80) $ (1.00) $ (2.03) $ (2.39) |
Schedule of anti-dilutive securities | Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Share issuances under equity incentive plans and ESPP 6,228 5,713 8,307 5,741 Share issuances upon the conversion of convertible senior notes 6,676 6,676 6,676 6,676 Total 12,904 12,389 14,983 12,417 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue | |
Schedule of revenue recognized from collaborative arrangements | Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Janssen $ 1,971 $ 5,479 $ 5,833 $ 12,101 Other 9 9 19 19 Total collaboration revenue $ 1,980 $ 5,488 $ 5,852 $ 12,120 |
Summary of profit sharing revenue and collaboration loss | Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Viatris collaboration agreement - Amounts receivable from Viatris $ 10,934 $ 9,520 $ 21,319 $ 21,250 |
Summary of the reductions to R&D costs related to reimbursement payments | Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Janssen $ 1,193 $ 1,563 $ 2,525 $ 2,770 Viatris 67 351 161 1,622 Total reduction to R&D expense, net $ 1,260 $ 1,914 $ 2,686 $ 4,392 |
Cash, Cash Equivalents, and R_2
Cash, Cash Equivalents, and Restricted Cash (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Cash, Cash Equivalents, and Restricted Cash | |
Schedule of reconciliation of cash, cash equivalents, and restricted cash | June 30, (In thousands) 2021 2020 Cash and cash equivalents $ 204,949 $ 104,735 Restricted cash 833 833 Total cash, cash equivalents, and restricted cash shown on the condensed $ 205,782 $ 105,568 |
Investments and Fair Value Me_2
Investments and Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Investments and Fair Value Measurements | |
Schedule of available-for-sale securities | June 30, 2021 Gross Gross Amortized Unrealized Unrealized Estimated (In thousands) Cost Gains Losses Fair Value US government securities Level 1 $ 20,014 $ 3 $ — $ 20,017 Commercial paper Level 2 52,868 5 — 52,873 Marketable securities 72,882 8 — 72,890 Money market funds Level 1 162,607 — — 162,607 Total $ 235,489 $ 8 $ — $ 235,497 December 31, 2020 Gross Gross Amortized Unrealized Unrealized Estimated (In thousands) Cost Gains Losses Fair Value US government securities Level 1 $ 75,036 $ 34 $ — $ 75,070 US government agency securities Level 2 74,971 18 — 74,989 Corporate notes Level 2 5,046 — (1) 5,045 Commercial paper Level 2 56,374 1 (5) 56,370 Marketable securities 211,427 53 (6) 211,474 Money market funds Level 1 — — — — Total $ 211,427 $ 53 $ (6) $ 211,474 |
Schedule of Available for sale debt securities with unrealized losses | December 31, 2020 Less than 12 Months Greater than 12 Months Total Gross Gross Gross Estimated Unrealized Estimated Unrealized Estimated Unrealized (In thousands) Fair Value Losses Fair Value Losses Fair Value Losses Corporate notes $ 5,045 $ (1) $ — $ — $ 5,045 $ (1) Commercial paper 39,375 (5) — — 39,375 (5) Total $ 44,420 $ (6) $ — $ — $ 44,420 $ (6) |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt | |
Schedule of debt | June 30, (In thousands) 2021 9.5% Non-Recourse 2035 Notes: Principal amount $ 407,277 Less: (20,364) Unamortized debt issuance costs - (3,470) Unamortized debt issuance costs - Modified (1,433) 382,010 3.25% Convertible 2023 Notes: Principal amount 230,000 Unamortized debt issuance costs (2,501) 227,499 Total debt $ 609,509 |
Theravance Respiratory Compan_2
Theravance Respiratory Company, LLC (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Theravance Respiratory Company, LLC | |
Summary financial information | Three Months Ended June 30, Six Months Ended June 30, (In thousands) 2021 2020 2021 2020 Royalty revenue and gross profit $ 26,386 $ 25,633 $ 48,470 $ 41,768 Income from continuing operations 26,050 25,153 44,853 41,017 Net income $ 25,796 $ 25,154 $ 44,116 $ 41,054 |
Net Loss per Share (Details)
Net Loss per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Numerator: | ||||
Net loss | $ (52,405) | $ (62,887) | $ (132,084) | $ (145,940) |
Denominator: | ||||
Weighted-average ordinary shares outstanding | 65,669 | 63,275 | 65,199 | 61,676 |
Less: weighted-average ordinary shares subject to forfeiture | (414) | (114) | (514) | |
Weighted-average ordinary shares used to compute basic and diluted net loss per share | 65,669 | 62,861 | 65,085 | 61,162 |
Basic and diluted net loss per share | $ (0.80) | $ (1) | $ (2.03) | $ (2.39) |
Net Loss per Share - Anti-dilut
Net Loss per Share - Anti-dilutive Securities (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Anti-Dilutive Securities | ||||
Anti-dilutive securities (in shares) | 12,904 | 12,389 | 14,983 | 12,417 |
Share issuances under equity incentive plans and ESPP | ||||
Anti-Dilutive Securities | ||||
Anti-dilutive securities (in shares) | 6,228 | 5,713 | 8,307 | 5,741 |
Share issuances upon the conversion of convertible senior notes | ||||
Anti-Dilutive Securities | ||||
Anti-dilutive securities (in shares) | 6,676 | 6,676 | 6,676 | 6,676 |
Revenue - Revenue from Collabor
Revenue - Revenue from Collaborative Arrangements (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Janssen | ||||
Collaboration revenue recognized in the period from: | ||||
Revenue from collaborative arrangements | $ 1,971 | $ 5,479 | $ 5,833 | $ 12,101 |
Other | ||||
Collaboration revenue recognized in the period from: | ||||
Revenue from collaborative arrangements | 9 | 9 | 19 | 19 |
Collaborative revenue | ||||
Collaboration revenue recognized in the period from: | ||||
Revenue from collaborative arrangements | $ 1,980 | $ 5,488 | $ 5,852 | $ 12,120 |
Revenue - Janssen Biotech Agree
Revenue - Janssen Biotech Agreement (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Feb. 28, 2018 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Collaborative Arrangements and Co-Promote Agreement | |||||
Revenues | $ 12,914 | $ 15,008 | $ 27,171 | $ 34,870 | |
Percentage of profit share | 33.00% | 35.00% | |||
Research and development | 51,093 | 62,404 | $ 118,692 | 128,417 | |
Janssen | |||||
Collaborative Arrangements and Co-Promote Agreement | |||||
Upfront payment receivable | $ 100,000 | 100,000 | |||
Percentage of profit share | 67.00% | ||||
Maximum potential payments receivable | $ 900,000 | ||||
Revenue from collaborative arrangements | 1,971 | 5,479 | 5,833 | 12,101 | |
Deferred revenue | 5,600 | 5,600 | |||
Research and development | $ 6,100 | $ 9,000 | $ 13,500 | $ 19,200 | |
Janssen | Collaborative Arrangement | |||||
Collaborative Arrangements and Co-Promote Agreement | |||||
Upfront payment receivable | 100,000 | ||||
Revenues | 700,000 | ||||
Collaborative arrangement, future development and commercialization milestones | 700,000 | ||||
Janssen | Collaborative Arrangement | Izencitinib | |||||
Collaborative Arrangements and Co-Promote Agreement | |||||
Collaborative arrangement, opt in fee | $ 200,000 |
Revenue - Development and Comme
Revenue - Development and Commercialization Agreement (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Mar. 31, 2020 | Jun. 30, 2019 | Feb. 28, 2018 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2016 | |
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | $ 12,914 | $ 15,008 | $ 27,171 | $ 34,870 | ||||
Percentage of profit share | 33.00% | 35.00% | ||||||
Viatris | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | $ 1,500 | |||||||
Upfront payment receivable | $ 18,500 | |||||||
Percentage of profit share | 65.00% | |||||||
Viatris | Revefenacin Monotherapy (TD-4208) | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Initial cash payment | $ 15,000 | |||||||
Milestone payment | $ 160,000 | |||||||
Transaction price | $ 15,000 | |||||||
Viatris | YUPELRI Monotherapy | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | 9,000 | |||||||
Viatris | YUPELRI Monotherapy | Development and Commercialization Agreement | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | 160,000 | |||||||
Viatris | Future potential combination products | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | 7,500 | 45,000 | ||||||
Viatris | Sales milestones | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | 37,500 | 205,000 | ||||||
Viatris | Sales milestones | YUPELRI Monotherapy | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | 150,000 | |||||||
Viatris | Regulatory actions | YUPELRI Monotherapy | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | $ 10,000 | |||||||
Viatris | Development and Sales Milestones | Future potential combination products | ||||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||||
Milestone payment | $ 54,000 |
Revenue - Condensed Statement O
Revenue - Condensed Statement Of Operations (Details) - Viatris collaboration agreement - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Development and Collaboration Agreement | ||||
Revenue from collaborative arrangements | $ 10,934 | $ 9,520 | $ 21,319 | $ 21,250 |
YUPELRI Monotherapy | ||||
Development and Collaboration Agreement | ||||
Revenue from collaborative arrangements | $ 14,600 | $ 10,600 | $ 27,500 | $ 23,500 |
Percentage of net sales | 35.00% | 35.00% |
Revenue - Reimbursement of R an
Revenue - Reimbursement of R and D Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Research and Development Reimbursement | ||||
Total reduction to R and D expense | $ 1,260 | $ 1,914 | $ 2,686 | $ 4,392 |
Janssen | ||||
Research and Development Reimbursement | ||||
Total reduction to R and D expense | 1,193 | 1,563 | 2,525 | 2,770 |
Viatris | ||||
Research and Development Reimbursement | ||||
Total reduction to R and D expense | $ 67 | $ 351 | $ 161 | $ 1,622 |
Revenue - Revenue from Licensin
Revenue - Revenue from Licensing Arrangements (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Collaborative Arrangements and Co-Promote Agreement | ||||||
Milestone payment | $ 12,914 | $ 15,008 | $ 27,171 | $ 34,870 | ||
Viatris | ||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||
Upfront payment receivable | $ 18,500 | |||||
Milestone payment | $ 1,500 | |||||
Viatris | Sales milestones | ||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||
Milestone payment | 37,500 | 205,000 | ||||
Viatris | Revefenacin Monotherapy (TD-4208) | ||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||
Milestone payment | 160,000 | |||||
Viatris | YUPELRI Monotherapy | ||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||
Milestone payment | 9,000 | |||||
Viatris | YUPELRI Monotherapy | Sales milestones | ||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||
Milestone payment | 150,000 | |||||
Viatris | Future potential combination products | ||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||
Milestone payment | 7,500 | $ 45,000 | ||||
Viatris | Future potential combination products | Development and Sales Milestones | ||||||
Collaborative Arrangements and Co-Promote Agreement | ||||||
Milestone payment | $ 54,000 |
Cash, Cash Equivalents, and R_3
Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Cash and cash equivalents | $ 204,949 | $ 81,467 | $ 104,735 | |
Restricted cash | 833 | 833 | ||
Total cash, cash equivalents, and restricted cash shown on the condensed consolidated statements of cash flows | $ 205,782 | $ 82,300 | $ 105,568 | $ 58,897 |
9.5% non-recourse notes due 2035 | ||||
Interest rate (as a percent) | 9.50% |
Investments and Fair Value Me_3
Investments and Fair Value Measurements - Available-for-sale securities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Available for sale securities: | ||
Amortized Cost | $ 235,489 | $ 211,427 |
Gross Unrealized Gains | 8 | 53 |
Gross Unrealized Losses | (6) | |
Estimated Fair Value | 235,497 | 211,474 |
Debt Securities, Available-for-sale, Unrealized Gain (Loss) [Abstract] | ||
Estimated Fair Value lesser than 12 months | 44,420 | |
Estimated Fair Value Total | 44,420 | |
Gross unrealized lesser than 12 months | (6) | |
Gross unrealized loss, Total | (6) | |
Marketable securities | ||
Available for sale securities: | ||
Amortized Cost | 72,882 | 211,427 |
Gross Unrealized Gains | 8 | 53 |
Gross Unrealized Losses | (6) | |
Estimated Fair Value | 72,890 | 211,474 |
US government securities | Level 1 | ||
Available for sale securities: | ||
Amortized Cost | 20,014 | 75,036 |
Gross Unrealized Gains | 3 | 34 |
Estimated Fair Value | 20,017 | 75,070 |
US government agency securities | Level 2 | ||
Available for sale securities: | ||
Amortized Cost | 74,971 | |
Gross Unrealized Gains | 18 | |
Estimated Fair Value | 74,989 | |
Corporate notes | ||
Debt Securities, Available-for-sale, Unrealized Gain (Loss) [Abstract] | ||
Estimated Fair Value lesser than 12 months | 5,045 | |
Estimated Fair Value Total | 5,045 | |
Gross unrealized lesser than 12 months | (1) | |
Gross unrealized loss, Total | (1) | |
Corporate notes | Level 2 | ||
Available for sale securities: | ||
Amortized Cost | 5,046 | |
Gross Unrealized Losses | (1) | |
Estimated Fair Value | 5,045 | |
Commercial paper | ||
Debt Securities, Available-for-sale, Unrealized Gain (Loss) [Abstract] | ||
Estimated Fair Value lesser than 12 months | 39,375 | |
Estimated Fair Value Total | 39,375 | |
Gross unrealized lesser than 12 months | (5) | |
Gross unrealized loss, Total | (5) | |
Commercial paper | Level 2 | ||
Available for sale securities: | ||
Amortized Cost | 52,868 | 56,374 |
Gross Unrealized Gains | 5 | 1 |
Gross Unrealized Losses | (5) | |
Estimated Fair Value | 52,873 | $ 56,370 |
Money market funds | Level 1 | ||
Available for sale securities: | ||
Amortized Cost | 162,607 | |
Estimated Fair Value | $ 162,607 |
Investments and Fair Value Me_4
Investments and Fair Value Measurements - Convertible senior notes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Maturity period for marketable securities | |||
Maximum contractual maturity period | 6 months | ||
Weighted average contractual maturity period | 1 month | ||
Fair value transfers | |||
Fair value of assets transferred from Level 1 to Level 2 | $ 0 | ||
Unrealized losses | |||
Net unrealized losses | $ 0 | ||
Available-for-sale securities sold | $ 5,000 | $ 19,900 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Feb. 21, 2020 | Jun. 30, 2021 | Jun. 30, 2020 |
Debt Instrument [Line Items] | |||
Total long-term debt | $ 609,509 | ||
Interest shortfall on 2035 notes, net | $ 1,093 | ||
Principal payment on notes | 10,730 | $ 235,347 | |
Issuer II Class C Units | |||
Debt Instrument [Line Items] | |||
Percentage of economic interest | 85.00% | ||
Percentage of equity interest | 75.00% | ||
9.5% Non-Recourse 2035 Notes | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 400,000 | 407,277 | |
Less: 5% retained by the Company | (20,364) | ||
Unamortized debt issuance costs | (3,470) | ||
Total long-term debt | $ 382,010 | ||
Interest rate (as a percent) | 9.50% | 9.50% | |
Percentage of note to be sold | 95.00% | ||
Percentage of note to be retained | 5.00% | ||
Net principal | $ 386,900 | ||
Estimated fair value | 388,800 | ||
9.0% Non-Recourse 2033 Notes | |||
Debt Instrument [Line Items] | |||
Unamortized debt issuance costs | $ (1,433) | ||
Interest rate (as a percent) | 9.00% | ||
3.25% Convertible Senior Notes Due 2023 | |||
Debt Instrument [Line Items] | |||
Principal amount | $ 230,000 | ||
Unamortized debt issuance costs | (2,501) | ||
Total long-term debt | $ 227,499 | ||
Interest rate (as a percent) | 3.25% | ||
Notes fair value | $ 217,900 | ||
TRC | |||
Debt Instrument [Line Items] | |||
Percentage of economic interest | 85.00% | ||
Percentage of equity interest | 85.00% | 85.00% | |
Principal payment on notes | $ 10,700 | ||
TRC | Minimum | |||
Debt Instrument [Line Items] | |||
Upward tiering royalties (as a percent) | 6.50% | ||
TRC | Maximum | |||
Debt Instrument [Line Items] | |||
Upward tiering royalties (as a percent) | 10.00% | ||
TRC | Issuer II Class C Units | |||
Debt Instrument [Line Items] | |||
Percentage of economic interest | 63.75% | ||
Theravance Biopharma R&D, Inc. | 9.5% Non-Recourse 2035 Notes | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.00% |
Theravance Respiratory Compan_3
Theravance Respiratory Company, LLC (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)item | Jun. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Feb. 21, 2020 | |
Theravance Respiratory Company, LLC | ||||||
Equity method investments | $ 35,822 | $ 35,822 | $ 12,750 | |||
TRC | ||||||
Theravance Respiratory Company, LLC | ||||||
Percentage of equity interest | 85.00% | 85.00% | 85.00% | |||
Percentage of economic interest | 85.00% | |||||
Number of fiscal quarters | item | 4 | |||||
Royalty payments | $ 21,900 | $ 21,400 | $ 38,500 | $ 34,900 | ||
Royalty expenses | 300 | $ 400 | 3,100 | $ 600 | ||
Unrealized gains | 200 | 300 | ||||
Amount due | 27,700 | 27,700 | ||||
Long-term asset | $ 35,800 | $ 35,800 |
Theravance Respiratory Compan_4
Theravance Respiratory Company, LLC - Summary - Summary financial information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Feb. 21, 2020 | |
Summary financial information | ||||||
Current assets | $ 333,180 | $ 333,180 | $ 393,341 | |||
Current liabilities | 67,127 | 67,127 | $ 123,571 | |||
Revenues | 12,914 | $ 15,008 | 27,171 | $ 34,870 | ||
Operating Income (Loss) | (64,110) | (72,176) | (148,002) | (144,652) | ||
Net income | (52,405) | (62,887) | (132,084) | (145,940) | ||
TRC | ||||||
Summary financial information | ||||||
Operating Income (Loss) | 25,153 | 26,050 | 44,853 | 41,017 | ||
Net income | $ 25,154 | 25,796 | $ 44,116 | 41,054 | ||
Percentage of equity interest | 85.00% | 85.00% | 85.00% | |||
TRC | Royalties | ||||||
Summary financial information | ||||||
Revenues | $ 25,633 | $ 26,386 | $ 48,470 | $ 41,768 |
Share-Based Compensation - Expe
Share-Based Compensation - Expense (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-Based Compensation | ||||
Total share-based compensation expense | $ 14,941,000 | $ 16,585,000 | $ 30,773 | $ 31,861,000 |
Performance-Contingent Awards - RSUs | ||||
Share-Based Compensation | ||||
Total share-based compensation expense | $ 100,000 | $ 1,100,000 | 600,000 | $ 2,400,000 |
Performance-Contingent Awards - RSUs | Maximum potential expense | ||||
Share-Based Compensation | ||||
Total share-based compensation expense | $ 600,000 |
Income Taxes - Components of pr
Income Taxes - Components of provision for income taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Provision for income tax benefit (expense) | |||||
Income Tax Expense | $ (220,000) | $ 200,000 | $ 39,000 | $ 7,000 | $ 186,000 |
Provision for income taxes on undistributed earnings of foreign subsidiaries | $ 0 | $ 0 |
Public Offering of Ordinary S_2
Public Offering of Ordinary Shares - (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 29, 2021 | Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2020 |
Subsidiary, Sale of Stock [Line Items] | ||||
Number of shares issued | 7,705,000 | |||
Share price (in dollars per share) | $ 15 | |||
Proceeds from sale of ordinary shares | $ 115,600 | $ 108,180 | $ 108,180 | $ 139,915 |
Over allotment option | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of shares issued | 1,005,000 | |||
Option to purchase additional shares, number of days | 30 days | |||
Public Offering | ||||
Subsidiary, Sale of Stock [Line Items] | ||||
Number of shares issued | 6,700,000 |