Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 01, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'Opko Health, Inc. | ' |
Entity Central Index Key | '0000944809 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Amendment Flag | 'false | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 429,195,973 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Current assets: | ' | ' | ||
Cash and cash equivalents | $134,010 | [1] | $185,798 | [1] |
Accounts receivable, net | 23,113 | [1] | 19,767 | [1] |
Inventory, net | 18,334 | [1] | 18,079 | [1] |
Prepaid expenses and other current assets | 7,553 | [1] | 19,084 | [1] |
Total current assets | 183,010 | [1] | 242,728 | [1] |
Property, plant, equipment, and investment properties, net | 17,348 | [1] | 17,027 | [1] |
Intangible assets, net | 69,059 | [1] | 74,533 | [1] |
In-process research and development | 793,326 | [1] | 793,341 | [1] |
Goodwill | 226,001 | [1] | 226,373 | [1] |
Investments, net | 33,428 | [1] | 30,653 | [1] |
Other assets | 4,910 | [1] | 6,861 | [1] |
Total assets | 1,327,082 | [1] | 1,391,516 | [1] |
Current liabilities: | ' | ' | ||
Accounts payable | 10,041 | [1] | 13,414 | [1] |
Accrued expenses | 54,964 | [1] | 65,874 | [1] |
Current portion of lines of credit and notes payable | 14,397 | [1] | 12,562 | [1] |
Total current liabilities | 79,402 | [1] | 91,850 | [1] |
2033 Senior Notes, net of discount and estimated fair value of embedded derivatives | 116,365 | [1] | 211,912 | [1] |
Other long-term liabilities, principally contingent consideration and deferred tax liabilities | 218,490 | [1] | 214,775 | [1] |
Total long-term liabilities | 334,855 | [1] | 426,687 | [1] |
Total liabilities | 414,257 | [1] | 518,537 | [1] |
Equity: | ' | ' | ||
Common Stock - $0.01 par value, 750,000,000 shares authorized; 427,102,876 and 414,818,195 shares issued at June 30, 2014 and December 31, 2013, respectively | 4,271 | [1] | 4,148 | [1] |
Treasury Stock - 1,245,367 and 2,264,063 shares at June 30, 2014 and December 31, 2013, respectively | -4,051 | [1] | -7,362 | [1] |
Additional paid-in capital | 1,490,071 | [1] | 1,379,383 | [1] |
Accumulated other comprehensive income | 304 | [1] | 3,418 | [1] |
Accumulated deficit | -573,203 | [1] | -503,177 | [1] |
Total shareholders’ equity attributable to OPKO | 917,392 | [1] | 876,410 | [1] |
Noncontrolling interests | -4,567 | [1] | -3,431 | [1] |
Total shareholders’ equity | 912,825 | [1] | 872,979 | [1] |
Total liabilities and equity | $1,327,082 | [1] | $1,391,516 | [1] |
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Common Stock, par value (in dollars per share) | $0.01 | $0.01 |
Common Stock, shares authorized (in shares) | 750,000,000 | 750,000,000 |
Common Stock, shares issued (in shares) | 427,102,876 | 414,818,195 |
Treasury stock, shares (in shares) | 1,245,367 | 2,264,063 |
Total assets in variable interest entity | $7.70 | $6.70 |
Total liability in variable interest entity | $13.50 | $10.40 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Revenues: | ' | ' | ' | ' |
Products | $21,392 | $18,618 | $41,219 | $34,145 |
Revenue from services | 2,153 | 3,188 | 4,123 | 6,280 |
Revenue from transfer of intellectual property | 0 | 2,015 | 476 | 14,772 |
Total revenues | 23,545 | 23,821 | 45,818 | 55,197 |
Costs and expenses: | ' | ' | ' | ' |
Costs of revenues | 12,565 | 13,103 | 24,955 | 24,860 |
Selling, general and administrative | 14,874 | 13,879 | 28,686 | 26,303 |
Research and development | 16,234 | 9,557 | 37,227 | 19,467 |
In process research and development | 10,055 | 0 | 10,055 | 0 |
Contingent consideration | 1,876 | 2,577 | 4,486 | 3,921 |
Amortization of intangible assets | 2,826 | 2,688 | 5,569 | 5,402 |
Total costs and expenses | 58,430 | 41,804 | 110,978 | 79,953 |
Operating loss | -34,885 | -17,983 | -65,160 | -24,756 |
Other income and (expense), net: | ' | ' | ' | ' |
Interest income | 7 | 90 | 48 | 149 |
Interest expense | -4,685 | -3,842 | -8,171 | -6,739 |
Fair value changes of derivative instruments, net | 10,967 | 12,651 | 452 | -10,898 |
Other income (expense), net | 2,990 | 8,027 | 4,808 | 10,358 |
Other income and (expense), net | 9,279 | 16,926 | -2,863 | -7,130 |
Loss before income taxes and investment losses | -25,606 | -1,057 | -68,023 | -31,886 |
Income tax provision | -101 | -925 | -714 | -968 |
Loss before investment losses | -25,707 | -1,982 | -68,737 | -32,854 |
Loss from investments in investees | -370 | -2,371 | -2,426 | -6,261 |
Net loss | -26,077 | -4,353 | -71,163 | -39,115 |
Less: Net loss attributable to noncontrolling interests | -597 | -959 | -1,137 | -1,506 |
Net loss attributable to common shareholders before preferred stock dividend | -25,480 | -3,394 | -70,026 | -37,609 |
Preferred stock dividend | 0 | 0 | 0 | -420 |
Net loss attributable to common shareholders | ($25,480) | ($3,394) | ($70,026) | ($38,029) |
Net loss per share (usd per share) | ($0.06) | ($0.01) | ($0.17) | ($0.12) |
Weighted average number of common shares outstanding, basic and diluted | 413,339,679 | 336,732,215 | 413,125,932 | 324,898,133 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Statement of Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net loss attributable to common shareholders | ($25,480) | ($3,394) | ($70,026) | ($38,029) |
Other comprehensive income (loss), net of tax: | ' | ' | ' | ' |
Change in foreign currency translation & OCI from Equity Investments | 188 | -2,085 | -1,613 | -1,762 |
Available for sale investments: | ' | ' | ' | ' |
Change in other unrealized gains (loss), net | -1,283 | 424 | -948 | 1,829 |
Less: reclassification adjustments for gains included in net loss, net of tax | 0 | -3,602 | -553 | -4,593 |
Comprehensive loss | ($26,575) | ($8,657) | ($73,140) | ($42,555) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | |
Cash flows from operating activities: | ' | ' | |
Net loss | ($71,163) | ($39,115) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' | |
Depreciation and amortization | 7,591 | 6,880 | |
Non-cash interest on 2033 Senior Notes | 3,557 | 3,120 | |
Amortization of deferred financing costs | 1,807 | 343 | |
Losses from investments in investees | 2,426 | 6,261 | |
Equity-based compensation – employees and non-employees | 6,993 | 7,003 | |
(Recovery of) provision for bad debts | -68 | 329 | |
Provision for inventory obsolescence | 583 | 1,273 | |
Revenue from receipt of equity | -120 | -12,620 | |
Realized gain on sale of equity securities | -1,274 | -10,821 | |
Gain on conversion of 3.00% convertible senior notes | -2,668 | 0 | |
Change in fair value of derivatives instruments | -452 | 10,898 | |
In-process research and development | 10,055 | 0 | |
Change in fair value of contingent consideration | 4,486 | 3,921 | |
Deferred income tax benefit | 0 | -602 | |
Changes in assets and liabilities, net of the effects of acquisitions: | ' | ' | |
Accounts receivable | -4,321 | -1,652 | |
Inventory | -1,413 | 1,213 | |
Prepaid expenses and other current assets | 3,324 | -2,572 | |
Other assets | 3,911 | 97 | |
Accounts payable | -3,308 | 333 | |
Foreign currency measurement | -824 | 450 | |
Accrued expenses | -3,663 | 7,130 | |
Net cash used in operating activities | -44,541 | -18,131 | |
Cash flows from investing activities: | ' | ' | |
Investments in investees | -500 | -13,341 | |
Proceeds from sale of equity securities | 1,331 | 11,496 | |
Acquisition of businesses, net of cash | -1,695 | 78 | |
Purchase of marketable securities | 0 | -50,027 | |
Capital expenditures | -2,467 | -2,054 | |
Net cash used in investing activities | -3,331 | -53,848 | |
Cash flows from financing activities: | ' | ' | |
Issuance of 2033 Senior Notes, net, including related parties | 0 | 170,184 | |
Payment of Series D dividends, including related parties | 0 | -3,015 | |
Proceeds from the exercise of Common Stock options and warrants | 2,747 | 1,519 | |
Contingent consideration payments | -6,435 | -2,539 | |
Borrowings on lines of credit | 14,258 | 15,354 | |
Repayments of lines of credit | -14,571 | -17,718 | |
Net cash (used in) provided by financing activities | -4,001 | 163,785 | |
Effect of exchange rate on cash and cash equivalents | 85 | -106 | |
Net (decrease) increase in cash and cash equivalents | -51,788 | 91,700 | |
Cash and cash equivalents at beginning of period | 185,798 | [1] | 27,361 |
Cash and cash equivalents at end of period | 134,010 | [1] | 119,061 |
SUPPLEMENTAL INFORMATION: | ' | ' | |
Interest paid | 2,771 | 318 | |
Income taxes paid, net | 796 | 242 | |
RXi common stock received | 0 | 12,500 | |
Pharmsynthez common stock received | 6,264 | 0 | |
Non-cash financing: | ' | ' | |
Common Stock options and warrants, net exercised | 3,493 | 815 | |
Cytochroma | ' | ' | |
Issuance of Common Stock to acquire: | ' | ' | |
Stock Issued | 0 | 146,902 | |
OPKO Brazil | ' | ' | |
Issuance of Common Stock to acquire: | ' | ' | |
Stock Issued | 0 | 436 | |
Arma Uruguay | ' | ' | |
Issuance of Common Stock to acquire: | ' | ' | |
Stock Issued | 159 | 0 | |
Inspiro | ' | ' | |
Issuance of Common Stock to acquire: | ' | ' | |
Stock Issued | 8,566 | 0 | |
Conversion of Series D Preferred Stock | ' | ' | |
Non-cash financing: | ' | ' | |
Series D Preferred Stock | 0 | 24,386 | |
Conversion of Senior Notes | ' | ' | |
Non-cash financing: | ' | ' | |
Series D Preferred Stock | $95,665 | $0 | |
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |
Condensed_Consolidated_Stateme3
Condensed Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) (Notes, Notes Due February 1, 2033) | Jun. 30, 2014 | Dec. 31, 2013 | Jan. 31, 2013 |
Notes | Notes Due February 1, 2033 | ' | ' | ' |
Convertible senior notes interest rate | 3.00% | 3.00% | 3.00% |
Business_and_Organization
Business and Organization | 6 Months Ended |
Jun. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
BUSINESS AND ORGANIZATION | ' |
BUSINESS AND ORGANIZATION | |
We are a multi-national biopharmaceutical and diagnostics company that seeks to establish industry-leading positions in large and rapidly growing medical markets by leveraging our discovery, development and commercialization expertise and our novel and proprietary technologies. We are developing a range of solutions to diagnose, treat and prevent various conditions, including point-of-care tests, molecular diagnostics tests, laboratory developed tests, and proprietary pharmaceuticals and vaccines. We plan to commercialize these solutions on a global basis in large and high growth markets, including emerging markets. | |
We own established pharmaceutical platforms in Chile, Spain, Mexico, and Uruguay, which are generating revenue and which we expect to generate positive cash flow and facilitate future market entry for our products currently in development. In addition, we have also established pharmaceutical operations in Brazil. We own a specialty active pharmaceutical ingredients (“APIs”) manufacturer in Israel, which we expect will facilitate the development of our pipeline of molecules and compounds for our proprietary molecular diagnostic and therapeutic products. In the U.S., we own a laboratory certified under the Clinical Laboratory Improvement Amendments of 1988, as amended (“CLIA”), with a urologic focus that generates revenue and serves as the commercial platform for the U.S. launch of our next generation prostate cancer test to improve cancer risk stratification of patient candidates prior to prostate biopsy. | |
We are incorporated in Delaware and our principal executive offices are located in leased offices in Miami, Florida. We lease office and lab space in Jupiter and Miramar, Florida, and Nes Ziona, Israel, which is where our molecular diagnostics research and development, oligonucleotide research and development and carboxyl terminal peptide research and development operations are based, respectively. We lease office, manufacturing and warehouse space in Woburn, Massachusetts for our point-of-care diagnostics business, and in Nesher, Israel for our API business. We lease laboratory and office space in Nashville, Tennessee and Burlingame, California for our CLIA-certified laboratory business, and we lease office space in Bannockburn, Illinois, and Markham, Ontario for our pharmaceutical business directed to chronic kidney disease (“CKD”). Our Chilean and Uruguayan operations are located in leased offices and warehouse facilities in Santiago and Montevideo, respectively. Our Mexican operations are based in owned offices, an owned manufacturing facility and a leased warehouse facility in Guadalajara and in leased offices in Mexico City. Our Spanish operations are based in owned offices in Barcelona, in an owned manufacturing facility in Banyoles and a leased warehouse facility in Palol de Revardit. Our Brazilian operations are located in leased offices in Sao Paulo. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Policies [Abstract] | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ' |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of presentation. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and notes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) considered necessary to present fairly the Company’s results of operations, financial position and cash flows have been made. The results of operations and cash flows for the three and six months ended June 30, 2014, are not necessarily indicative of the results of operations and cash flows that may be reported for the remainder of 2014 or for future periods. The unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2013. | |
Reclassifications of certain amounts. During 2013 and the first quarter of 2014, we reported payments for contingent consideration and some deferred payments as cash outflows from operating activities. Amounts paid pertaining to the initial purchase accounting contingent liability have been classified as cash outflows from financing activities, reflecting such payments as financing is more accurate, thus, the change in accounting policy. Amounts paid in excess of the purchase accounting contingent liability have been classified as cash outflows from operating activities. We have adjusted the amounts previously reported in our Form 10-Q for the six months ended June 30, 2013 in conjunction with the filing of this Form10-Q and the six months ended June 30, 2014 by reducing cash outflows from operating activities and increasing cash outflows from financing activities by $6.4 million and $2.5 million for 2014 and 2013, respectively. | |
Principles of consolidation. The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of OPKO Health, Inc. and of our wholly-owned subsidiaries and variable interest entities (“VIEs”) in which we are deemed to be the primary beneficiary. All significant intercompany accounts and transactions are eliminated in consolidation. | |
Use of estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and cash equivalents. Cash and cash equivalents include short-term, interest-bearing instruments with original maturities of 90 days or less at the date of purchase. We also consider all highly liquid investments with original maturities at the date of purchase of 90 days or less as cash equivalents. These investments include money markets, bank deposits, certificates of deposit and U.S. treasury securities. | |
Inventories. Inventories are valued at the lower of cost or market (net realizable value). Cost is determined by the first-in, first-out method. We consider such factors as the amount of inventory on hand, estimated time required to sell such inventories, remaining shelf-life, and current market conditions to determine whether inventories are stated at the lower of cost or market. | |
Goodwill and intangible assets. Goodwill represents the difference between the purchase price and the estimated fair value of the net assets acquired when accounted for by the purchase method of accounting and arose from our acquisitions of Pharma Genexx, S.A. (“OPKO Chile”), Pharmacos Exakta S.A. de C.V. (“Exakta-OPKO”), CURNA, Inc. (“CURNA”), Claros Diagnostics, Inc. (“OPKO Diagnostics”), FineTech Pharmaceuticals, Ltd. (“FineTech”), ALS Distribuidora Limitada (“ALS”), Farmadiet Group Holding, S.L. (“OPKO Spain”), Prost-Data, Inc. (“OPKO Lab”), Cytochroma Inc. (“OPKO Renal”), Silcon Comércio, Importacao E Exportacao de Produtos Farmaceuticos e Cosmeticos Ltda. (“OPKO Brazil”) and PROLOR Biotech, Inc. (“OPKO Biologics”). Goodwill, in-process research and development (“IPR&D”) and other intangible assets acquired in business combinations, licensing and other transactions at June 30, 2014 and December 31, 2013 were $1.1 billion and $1.1 billion, respectively. | |
Assets acquired and liabilities assumed in business combinations, licensing and other transactions are recognized at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill. We determined the fair value of intangible assets, including IPR&D, using the “income method.” | |
Goodwill is tested at least annually for impairment, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, by assessing qualitative factors or performing a quantitative analysis in determining whether it is more likely than not that its fair value exceeds the carrying value. | |
We amortize intangible assets with definite lives on a straight-line basis over their estimated useful lives, ranging from 3 to 10 years, and review for impairment at least annually, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. We use the straight-line method of amortization as there is no reliably determinable pattern in which the economic benefits of our intangible assets are consumed or otherwise used up. Amortization expense from continuing operations was $5.6 million and $5.4 million for the six months ended June 30, 2014 and 2013, respectively. | |
Fair value measurements. The carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to the short-term maturities of these instruments. Investments that are considered available for sale as of June 30, 2014 are carried at fair value. | |
Short-term investments, which we invest in from time to time, include bank deposits, corporate notes, U.S. treasury securities and U.S. government agency securities with original maturities of greater than 90 days and remaining maturities of less than one year. Long-term investments include corporate notes, U.S. treasury securities and U.S. government agency securities with maturities greater than one year. | |
In evaluating the fair value information, considerable judgment is required to interpret the market data used to develop the estimates. The use of different market assumptions and/or different valuation techniques may have a material effect on the estimated fair value amounts. Accordingly, the estimates of fair value presented herein may not be indicative of the amounts that could be realized in a current market exchange. Refer to Note 8. | |
Contingent consideration. Each period we revalue the contingent consideration obligations associated with certain acquisitions to their fair value and record increases in the fair value as contingent consideration expense and decreases in the fair value as contingent consideration income. Changes in contingent consideration result from changes in the assumptions regarding probabilities of successful achievement of related milestones, the estimated timing in which the milestones are achieved and the discount rate used to estimate the fair value of the liability. Contingent consideration may change significantly as our development programs progress, revenue estimates evolve and additional data is obtained, impacting our assumptions. The assumptions used in estimating fair value require significant judgment. The use of different assumptions and judgments could result in a materially different estimate of fair value which may have a material impact on our results from operations and financial position. | |
Derivative financial instruments. We record derivative financial instruments on our Condensed Consolidated Balance Sheet at their fair value and recognize the changes in the fair value in our Condensed Consolidated Statement of Operations, when they occur, the only exception being derivatives that qualify as hedges. For the derivative instrument to qualify as a hedge, we are required to meet strict hedge effectiveness and contemporaneous documentation requirements at the initiation of the hedge and assess the hedge effectiveness on an ongoing basis over the life of the hedge. At June 30, 2014 and December 31, 2013, our forward contracts for inventory purchases did not meet the documentation requirements to be designated as hedges. Accordingly, we recognize all changes in the fair values of our derivatives instruments, net, in our Condensed Consolidated Statement of Operations. Refer to Note 9. | |
Revenue recognition. Generally, we recognize revenue from product sales when goods are shipped and title and risk of loss transfer to our customers. Our estimates for sales returns and allowances are based upon the historical patterns of product returns and allowances taken, matched against the sales from which they originated, and management’s evaluation of specific factors that may increase or decrease the risk of product returns. | |
Revenue for laboratory services is recognized on the accrual basis at the time test results are reported, which approximates when services are provided. Services are provided to certain patients covered by various third-party payer programs including various managed care organizations, as well as the Medicare and Medicaid programs. Billings for services under third-party payer programs are included in sales net of allowances for contractual discounts and allowances for differences between the amounts billed and estimated program payment amounts. Adjustments to the estimated payment amounts based on final settlement with the programs are recorded upon settlement as an adjustment to revenue. For the three and six months ended June 30, 2014, revenue from services also includes $0.1 million and $0.1 million, respectively, of revenue related to our consulting agreement with Neovasc and to revenue related to molecular diagnostics collaboration agreements. For the three and six months ended June 30, 2013, revenue from services also includes $0.2 million and $0.4 million, respectively, of revenue related to our consulting agreement with Neovasc and to revenue related to molecular diagnostics collaboration agreements. We recognize this revenue on a straight-line basis over the contractual term of the agreements. | |
Revenue from transfer of intellectual property includes revenue related to the sale, license or transfer of intellectual property such as upfront license payments, license fees and milestone payments received through our license, collaboration and commercialization agreements. We analyze our multiple-element arrangements to determine whether the elements can be separated and accounted for individually as separate units of accounting. | |
Non-refundable license fees for the out-license of our technology are recognized depending on the provisions of each agreement. We recognize non-refundable upfront license payments as revenue upon receipt if the license has standalone value and the fair value of our undelivered obligations, if any, can be determined. If the license is considered to have standalone value but the fair value of any of the undelivered items cannot be determined, the license payments are recognized as revenue over the period of our performance for such undelivered items or services. License fees with ongoing involvement or performance obligations are recorded as deferred revenue, included in Accrued expenses or Other long-term liabilities, when received and generally are recognized ratably over the period of such performance obligation only after both the license period has commenced and we have delivered the technology. | |
The assessment of our obligations and related performance periods requires significant management judgment. If an agreement contains research and development obligations, the relevant time period for the research and development phase is based on management estimates and could vary depending on the outcome of clinical trials and the regulatory approval process. Such changes could materially impact the revenue recognized, and as a result, management reviews the estimates related to the relevant time period of research and development on a quarterly basis. For the six months ended June 30, 2014, we recorded $0.5 million of revenue from the transfer of intellectual property. Refer to Note 5. | |
Revenue from milestone payments related to arrangements under which we have continuing performance obligations are recognized as Revenue from transfer of intellectual property upon achievement of the milestone only if all of the following conditions are met: the milestone payments are non-refundable; there was substantive uncertainty at the date of entering into the arrangement that the milestone would be achieved; the milestone is commensurate with either the vendor’s performance to achieve the milestone or the enhancement of the value of the delivered item by the vendor; the milestone relates solely to past performance; and the amount of the milestone is reasonable in relation to the effort expended or the risk associated with the achievement of the milestone. If any of these conditions are not met, the milestone payments are not considered to be substantive and are, therefore, deferred and recognized as Revenue from transfer of intellectual property over the term of the arrangement as we complete our performance obligations. | |
Total deferred revenue included in Accrued expenses and Other long-term liabilities was $8.3 million and $8.3 million at June 30, 2014 and December 31, 2013, respectively. | |
Allowance for doubtful accounts. We analyze accounts receivable and historical bad debt levels, customer credit worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts using the specific identification method. Our reported net loss is directly affected by our estimate of the collectability of accounts receivable. The amount of the allowance for doubtful accounts was $1.5 million and $1.9 million at June 30, 2014 and December 31, 2013, respectively. | |
Equity-based compensation. We measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost is recognized in the Condensed Consolidated Statement of Operations over the period during which an employee is required to provide service in exchange for the award. We record excess tax benefits, realized from the exercise of stock options as a financing cash inflow rather than as a reduction of taxes paid in cash flow from operations. Equity-based compensation arrangements to non-employees are recorded at their fair value on the measurement date. The measurement of equity-based compensation is subject to periodic adjustment as the underlying equity instruments vest. During the three months ended June 30, 2014 and 2013, we recorded $3.4 million and $1.8 million, respectively, of equity-based compensation expense. During the six months ended June 30, 2014 and 2013, we recorded $7.0 million and $7.0 million, respectively, of equity-based compensation expense. | |
Research and development expenses. Research and development expenses include external and internal expenses, partially offset by third-party grants and fundings arising from collaboration agreements. External expenses include clinical and non-clinical activities performed by contract research organizations, lab services, purchases of drug and diagnostic product materials and manufacturing development costs. Research and development employee-related expenses include salaries, benefits and stock-based compensation expense. Other unallocated internal research and development expenses are incurred to support overall research and development activities and include expenses related to general overhead and facilities. We expense these costs in the period in which they are incurred. We estimate our liabilities for research and development expenses in order to match the recognition of expenses to the period in which the actual services are received. As such, accrued liabilities related to third party research and development activities are recognized based upon our estimate of services received and degree of completion of the services in accordance with the specific third party contract. | |
Segment reporting. Our chief operating decision-maker (“CODM”) is comprised of our executive management with the oversight of our Board of Directors. Our CODM reviews our operating results and operating plans and makes resource allocation decisions on a Company-wide or aggregate basis. We currently manage our operations in two reportable segments, pharmaceuticals and diagnostics. The pharmaceutical segment consists of two operating segments, our (i) pharmaceutical research and development segment which is focused on the research and development of pharmaceutical products, and vaccines, and (ii) the pharmaceutical operations we acquired in Chile, Mexico, Israel, Spain, Uruguay and Brazil. The diagnostics segment consists of two operating segments, our (i) pathology operations we acquired through the acquisition of OPKO Lab and (ii) point-of-care and molecular diagnostics operations. There are no inter-segment sales. We evaluate the performance of each segment based on operating profit or loss. There is no inter-segment allocation of interest expense and income taxes. | |
Variable interest entities. The consolidation of variable interest entities (“VIE”) is required when an enterprise has a controlling financial interest. A controlling financial interest in a VIE will have both of the following characteristics: (a) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE. Refer to Note 5. | |
Investments. We have made strategic investments in development stage and emerging companies. We record these investments as equity method investments or investments available for sale based on our percentage of ownership and whether we have significant influence over the operations of the investees. For investments classified under the equity method of accounting, we record our proportionate share of their losses in Losses from investments in investees in our Condensed Consolidated Statement of Operations. Refer to Note 5. For investments classified as available for sale, we record changes in their fair value as unrealized gain or loss in Other comprehensive loss based on their closing price per share at the end of each reporting period. Refer to Note 5. | |
Recent accounting pronouncements. In July 2013, the FASB issued an Accounting Standards Update (“ASU”), ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 is intended to eliminate inconsistent practices regarding the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to reduce the taxable income or tax payable that would result from the disallowance of a tax position. ASU 2013-11 is effective for our fiscal year beginning January 1, 2014 and subsequent interim periods. The adoption of ASU 2013-11 does not have a material effect on our Condensed Consolidated Financial Statements. | |
In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers." ASU No. 2014-09 clarifies the principles for recognizing revenue and develops a common revenue standard for GAAP and International Financial Reporting Standards ("IFRS") that removes inconsistencies and weaknesses in revenue requirements, provides a more robust framework for addressing revenue issues, improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets, provides more useful information to users of financial statements through improved disclosure requirements and simplifies the preparation of financial statements by reducing the number of requirements to which an entity must refer. ASU No. 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016. Companies can choose to apply the ASU using either the full retrospective approach or a modified retrospective approach. We are currently evaluating both methods of adoption and the impact, if any, that the adoption of this ASU will have on our condensed consolidated financial statements. | |
In June 2014, the FASB issued ASU No. 2014-12, "Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (a consensus of the FASB Emerging Issues Task Force)." ASU No. 2014-12 requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition. ASU No. 2014-12 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. Earlier adoption is permitted. The amendments can be applied either prospectively to all awards granted or modified after the effective date or retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards. We expect to apply the ASU prospectively and do not expect the adoption to have an impact on our condensed consolidated financial statements as our existing share-based payment awards do not fall within the scope of this ASU. |
Loss_Per_Share
Loss Per Share | 6 Months Ended |
Jun. 30, 2014 | |
Earnings Per Share [Abstract] | ' |
LOSS PER SHARE | ' |
LOSS PER SHARE | |
Basic loss per share is computed by dividing our net loss by the weighted average number of shares outstanding during the period. Diluted loss per share is computed by dividing our net loss increased by dividends on preferred stock by the weighted average number of shares outstanding and the impact of all dilutive potential common shares, primarily stock options. The dilutive impact of stock options and warrants is determined by applying the “treasury stock” method. In the periods in which their effect would be anti-dilutive, no effect has been given to outstanding options, warrants or convertible Preferred Stock in the diluted computation. Potentially dilutive shares issuable pursuant to the 2033 Senior Notes (defined in Note 6) were not included in the computation of net loss per share for the three and six months ended June 30, 2014, because their inclusion would be anti-dilutive. | |
Also, a total of 29,132,527 and 29,701,838 potential shares of Common Stock have been excluded from the calculation of diluted net loss per share for the three months ended June 30, 2014 and 2013, respectively, because their inclusion would be anti-dilutive. A total of 29,503,319 and 29,910,492 potential shares of Common Stock have been excluded from the calculation of diluted net loss per share for the six months ended June 30, 2014 and 2013, respectively, because their inclusion would be anti-dilutive. | |
During the three months ended June 30, 2014, 1,102,741 Common Stock options to purchase shares of our Common Stock were exercised, resulting in the issuance of 782,324 shares of Common Stock. Of the 1,102,741 Common Stock options exercised, 320,417 shares of Common Stock were surrendered in lieu of a cash payment via the net exercise feature of the agreements. | |
During the six months ended June 30, 2014, 1,705,406 Common Stock options and Common Stock warrants to purchase shares of our Common Stock were exercised, resulting in the issuance of 1,310,250 shares of Common Stock. Of the 1,705,406 Common Stock options and Common Stock warrants exercised, 395,156 shares of Common Stock were surrendered in lieu of a cash payment via the net exercise feature of the warrant agreements. |
Composition_of_Certain_Financi
Composition of Certain Financial Statement Captions | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Compositions of Certain Financial Statement Captions [Abstract] | ' | |||||||||||||||
COMPOSITION OF CERTAIN FINANCIAL STATEMENT CAPTIONS | ' | |||||||||||||||
COMPOSITION OF CERTAIN FINANCIAL STATEMENT CAPTIONS | ||||||||||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Accounts receivable, net | ||||||||||||||||
Accounts receivable | $ | 24,660 | $ | 21,652 | ||||||||||||
Less: allowance for doubtful accounts | (1,547 | ) | (1,885 | ) | ||||||||||||
$ | 23,113 | $ | 19,767 | |||||||||||||
Inventories, net | ||||||||||||||||
Finished products | $ | 12,455 | $ | 13,374 | ||||||||||||
Work in-process | 1,510 | 1,350 | ||||||||||||||
Raw materials | 4,948 | 4,132 | ||||||||||||||
Less: inventory reserve | (579 | ) | (777 | ) | ||||||||||||
$ | 18,334 | $ | 18,079 | |||||||||||||
Prepaid expenses and other current assets | ||||||||||||||||
Prepaid supplies | $ | 1,910 | $ | 945 | ||||||||||||
Prepaid insurance | 1,113 | 892 | ||||||||||||||
Pharmsynthez notes receivable | — | 6,151 | ||||||||||||||
Other receivables | 619 | 1,985 | ||||||||||||||
Taxes recoverable | 1,298 | 3,458 | ||||||||||||||
Other | 2,613 | 5,653 | ||||||||||||||
$ | 7,553 | $ | 19,084 | |||||||||||||
Intangible assets, net: | ||||||||||||||||
Technologies | $ | 53,012 | $ | 51,660 | ||||||||||||
Customer relationships | 22,511 | 22,725 | ||||||||||||||
Product registrations | 9,687 | 9,692 | ||||||||||||||
Tradenames | 3,615 | 3,669 | ||||||||||||||
Covenants not to compete | 8,669 | 8,671 | ||||||||||||||
Other | 1,190 | 2,519 | ||||||||||||||
Less: accumulated amortization | (29,625 | ) | (24,403 | ) | ||||||||||||
$ | 69,059 | $ | 74,533 | |||||||||||||
Accrued expenses: | ||||||||||||||||
Taxes payable | $ | 406 | $ | 702 | ||||||||||||
Deferred revenue | 6,393 | 7,639 | ||||||||||||||
Clinical trials | 2,616 | 3,342 | ||||||||||||||
Professional fees | 1,320 | 402 | ||||||||||||||
Employee benefits | 5,405 | 4,399 | ||||||||||||||
Deferred acquisition payments, net of discount | — | 5,465 | ||||||||||||||
Contingent consideration | 24,618 | 28,047 | ||||||||||||||
Other | 14,206 | 15,878 | ||||||||||||||
$ | 54,964 | $ | 65,874 | |||||||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Other long-term liabilities: | ||||||||||||||||
Contingent consideration – OPKO Renal | $ | 37,141 | $ | 34,401 | ||||||||||||
Contingent consideration – OPKO Spain | 299 | 504 | ||||||||||||||
Contingent consideration – OPKO Diagnostics | 10,642 | 8,340 | ||||||||||||||
Contingent consideration – CURNA | 214 | 316 | ||||||||||||||
Mortgages and other debts payable | 2,948 | 3,270 | ||||||||||||||
Deferred tax liabilities | 165,226 | 166,435 | ||||||||||||||
Other, including deferred revenue | 2,020 | 1,509 | ||||||||||||||
$ | 218,490 | $ | 214,775 | |||||||||||||
All of the intangible assets and goodwill acquired relate to our acquisitions of OPKO Chile, including the intangible assets and goodwill related to the ALS acquisition, Exakta-OPKO, CURNA, OPKO Diagnostics, FineTech, OPKO Spain, OPKO Lab, OPKO Renal and OPKO Biologics. The pharmaceutical, nutraceutical and veterinary products from ALS and OPKO Spain do not require ongoing product renewals. We do not anticipate capitalizing the cost of product registration renewals, rather we expect to expense these costs, as incurred. Our goodwill is not tax deductible for income tax purposes in the U.S., Chile, Canada, Mexico, Spain, or Israel. | ||||||||||||||||
At June 30, 2014, the changes in value of the intangible assets and goodwill are primarily due to foreign currency fluctuations between the Chilean and Mexican pesos, the Euro and the Shekel against the U.S. dollar. | ||||||||||||||||
The following table summarizes the changes in Goodwill during the six months ended June 30, 2014. | ||||||||||||||||
2014 | ||||||||||||||||
(In thousands) | Balance at January 1 | Acquisitions | Foreign exchange, other | Balance at June 30 | ||||||||||||
Pharmaceuticals | ||||||||||||||||
CURNA | $ | 4,827 | $ | — | $ | — | $ | 4,827 | ||||||||
Exakta-OPKO | 113 | — | — | 113 | ||||||||||||
OPKO Chile | 6,102 | — | (310 | ) | 5,792 | |||||||||||
OPKO Spain | 9,075 | — | (79 | ) | 8,996 | |||||||||||
FineTech | 11,698 | — | — | 11,698 | ||||||||||||
SciVac | 1,740 | — | 17 | 1,757 | ||||||||||||
OPKO Renal | 2,069 | — | — | 2,069 | ||||||||||||
OPKO Biologics | 139,784 | — | — | 139,784 | ||||||||||||
Diagnostics | ||||||||||||||||
Claros | 17,977 | — | — | 17,977 | ||||||||||||
OPKO Lab | 32,988 | — | — | 32,988 | ||||||||||||
$ | 226,373 | $ | — | $ | (372 | ) | $ | 226,001 | ||||||||
Acquisitions_Investments_and_L
Acquisitions, Investments, and Licenses | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Business Combinations [Abstract] | ' | |||||||||||||||||||
ACQUISITIONS, INVESTMENTS, AND LICENSES | ' | |||||||||||||||||||
ACQUISITIONS, INVESTMENTS AND LICENSES | ||||||||||||||||||||
Inspiro Medical Ltd. acquisition | ||||||||||||||||||||
On April 17, 2014, we entered into a stock purchase agreement to acquire 100% of the issued and outstanding share capital of Inspiro Medical Ltd. (“Inspiro”), an Israeli medical device company developing a new platform to deliver small molecule drugs such as corticosteroids and beta agonists and larger molecules to treat respiratory diseases. | ||||||||||||||||||||
In connection with the transaction, we paid $1.5 million in cash and delivered 999,556 shares of our Common Stock valued at $8.6 million based on the closing price per share of our Common Stock as reported by the NYSE on the actual closing date of the acquisition, or $8.57 per share. The transaction closed on May 22, 2014. The number of shares issued was based upon our trading price as reported by the NYSE for the ten trading days immediately preceding the execution date of the purchase agreement, or $9.00 per share. | ||||||||||||||||||||
Inspiro’s Inspiromatic™ is a “smart” easy-to-use dry powder inhaler with several advantages over existing devices. We anticipate that this innovative device will play a valuable role in the improvement of therapy for asthma, chronic obstructive pulmonary disease, cystic fibrosis and other respiratory diseases. We recorded the transaction as an asset acquisition and recorded the assets and liabilities at fair value, and as a result, we recorded $10.1 million of acquired in-process research and development expenses. | ||||||||||||||||||||
OPKO Biologics acquisition | ||||||||||||||||||||
In August 2013, we acquired OPKO Biologics (formerly PROLOR) pursuant to an agreement and plan of merger dated April 23, 2013 (the “Merger Agreement”) in an all-stock transaction. OPKO Biologics is an Israeli-based biopharmaceutical company focused on developing and commercializing longer-acting proprietary versions of already approved therapeutic proteins. | ||||||||||||||||||||
Under the terms of the Merger Agreement, holders of PROLOR common stock received 0.9951 shares of our Common Stock for each share of PROLOR common stock. At closing, we delivered 63,670,805 shares of our Common Stock valued at $540.6 million based on the closing price per share of our Common Stock as reported by the NYSE on the closing date of the acquisition, or $8.49 per share. In addition, each outstanding option and warrant to purchase shares of PROLOR common stock that was outstanding and unexercised immediately prior to the closing date, whether vested or not vested, was converted into 7,889,265 options and warrants to purchase OPKO Common Stock at a fair value of $46.1 million. | ||||||||||||||||||||
Until completion of the acquisition, Dr. Phillip Frost, our Chairman and Chief Executive Officer, was PROLOR’s Chairman of the Board and owned greater than 5% of its stock. Dr. Jane H. Hsiao, our Vice Chairman and Chief Technology Officer, and Mr. Steven Rubin, our Executive Vice President, Administration, were both directors of PROLOR and owned less than 5% of its stock. | ||||||||||||||||||||
OPKO Renal acquisition | ||||||||||||||||||||
In March 2013, we acquired OPKO Renal (formerly Cytochroma, Inc.), whose lead products, both in Phase 3 development, are RayaldeeTM (CTAP101), a vitamin D prohormone to treat secondary hyperparathyroidism in patients with stage 3 or 4 CKD and vitamin D insufficiency, and AlpharenTM (Fermagate Tablets), a non-absorbed phosphate binder to treat hyperphosphatemia in dialysis patients (the “OPKO Renal Acquisition”). | ||||||||||||||||||||
In connection with the OPKO Renal Acquisition, we delivered 20,517,030 of shares of our Common Stock valued at $146.9 million based on the closing price per share of our Common Stock as reported by the NYSE on the actual closing date of the acquisition, or $7.16 per share. The number of shares issued was based on the volume-weighted average price per share of our Common Stock as reported on the NYSE for the 10 trading days immediately preceding the date of the purchase agreement for the OPKO Renal Acquisition, or $4.87 per share. | ||||||||||||||||||||
In addition, the OPKO Renal Acquisition requires payments of up to an additional $190.0 million in cash or additional shares of our Common Stock, at our election, upon the achievement of certain milestones relating to development and annual revenue. As a result, we recorded $47.7 million as contingent consideration at acquisition. We evaluate the contingent consideration on an ongoing basis and the changes in the fair value are recognized in earnings until the milestones are achieved. Refer to Note 8. | ||||||||||||||||||||
The following table summarizes the purchase price allocation and the fair value of the net assets acquired and liabilities assumed in the acquisitions of OPKO Renal and OPKO Biologics at the dates of acquisition. The purchase price allocation for OPKO Biologics is subject to change while contingencies that existed on the acquisition date are resolved: | ||||||||||||||||||||
(In thousands) | OPKO Renal | OPKO Biologics | ||||||||||||||||||
Current assets (1) | $ | 1,224 | $ | 21,500 | ||||||||||||||||
Intangible assets: | ||||||||||||||||||||
In-process research and development | 191,530 | 590,200 | ||||||||||||||||||
Patents | 210 | — | ||||||||||||||||||
Total intangible assets | 191,740 | 590,200 | ||||||||||||||||||
Goodwill | 2,411 | 139,784 | ||||||||||||||||||
Property, plant and equipment | 306 | 1,057 | ||||||||||||||||||
Other assets | — | 371 | ||||||||||||||||||
Accounts payable and accrued expenses | (1,069 | ) | (9,866 | ) | ||||||||||||||||
Deferred tax liability | — | (156,403 | ) | |||||||||||||||||
Total purchase price | $ | 194,612 | $ | 586,643 | ||||||||||||||||
(1)Current assets include cash of $0.4 million and $20.5 million related to the OPKO Renal and OPKO Biologics acquisitions, respectively. | ||||||||||||||||||||
Goodwill from the acquisition of OPKO Biologics principally relates to the deferred tax liability generated as a result of this being a stock transaction and the assembled workforce. Goodwill from the acquisition of OPKO Renal principally relates to the assembled workforce. Goodwill is not tax deductible for income tax purposes. | ||||||||||||||||||||
Pro forma disclosure for acquisitions | ||||||||||||||||||||
The following table includes the pro forma results for the three and six months ended June 30, 2014 of the combined companies as though the acquisition of OPKO Biologics and OPKO Renal had been completed as of the beginning of the period presented. | ||||||||||||||||||||
For the three months ended June 30, | For the six months ended June 30, | |||||||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||
Revenues | 23,545 | 23,821 | 45,818 | 55,197 | ||||||||||||||||
Net loss | -26,077 | -14,238 | -71,163 | -51,809 | ||||||||||||||||
Net loss attributable to common shareholders | -25,480 | -13,279 | -70,026 | -50,303 | ||||||||||||||||
Basic and diluted loss per share | ($0.06) | ($0.03) | ($0.17) | ($0.13) | ||||||||||||||||
The unaudited pro forma financial information is presented for information purposes only. The unaudited pro forma financial information may not necessarily reflect our future results of operations or what the results of operations would have been had we owned and operated each company as of the beginning of the period presented. | ||||||||||||||||||||
Investments | ||||||||||||||||||||
The total assets, liabilities, and net losses of our equity method investees for six months ended June 30, 2014 were $131.4 million, $17.7 million, and $25.2 million, respectively. The following table reflects our maximum exposure, accounting method, ownership interest and underlying equity in net assets of each of our unconsolidated investments as of June 30, 2014: | ||||||||||||||||||||
(Dollars in thousands, except per share prices) | Year | Accounting method | Ownership at | Investment | Underlying equity in net assets | Closing share price | ||||||||||||||
Investee name | invested | 30-Jun-14 | at June 30, 2014 | |||||||||||||||||
for investments | ||||||||||||||||||||
available for sale | ||||||||||||||||||||
Neovasc | 2011 | Equity method | 6 | % | 3,798 | 1,454 | ||||||||||||||
Senesco | 2014 | Equity method | 4 | % | 750 | 366 | ||||||||||||||
RXi | 2013 | Equity method | 15 | % | 15,000 | 1,918 | ||||||||||||||
Pharmsynthez | 2013 | Equity method | 17 | % | 11,300 | 6,405 | ||||||||||||||
Zebra | 2013 | VIE, equity method | 19 | % | 2,000 | 840 | ||||||||||||||
Cocrystal | 2009 | Equity method | 16 | % | 5,476 | 993 | ||||||||||||||
Neovasc options | 2011 | Investment available for sale | N/A | 925 | $ | 6.25 | ||||||||||||||
ChromaDex | 2012 | Investment available for sale | 1 | % | 1,320 | $ | 1.3 | |||||||||||||
ARNO | 2013 | Investment available for sale | 5 | % | 2,000 | $ | 1.78 | |||||||||||||
Cocrystal 10 yr warrants | 2014 | Investment available for sale | N/A | 500 | ||||||||||||||||
Senesco warrants | 2014 | Investment available for sale | N/A | 228 | ||||||||||||||||
Plus unrealized gains on investments, options and warrants, net | 8,827 | |||||||||||||||||||
Less accumulated losses in investees | (18,696 | ) | ||||||||||||||||||
Total carrying value of equity method investees and investments, available for sale | $ | 33,428 | ||||||||||||||||||
Cocrystal Pharma, Inc. | ||||||||||||||||||||
We previously made investments in Biozone Pharmaceuticals, Inc. (“Biozone”) and Cocrystal Discovery, Inc. (“Cocrystal”). Effective January 2, 2014, Biozone and Cocrystal completed a merger transaction pursuant to which Cocrystal was the surviving entity, and the name of the issuer was changed to Cocrystal Pharma, Inc. (“CPI”). In connection with the transaction, CPI issued to Cocrystal’s former security holders 1,000,000 shares of the CPI’s Series B Convertible Preferred Stock (“Series B”). The Series B shares: (i) automatically convert into shares of the CPI’s common stock at a rate of 205.08308640 shares for each share of Series B at such time that CPI has sufficient authorized capital, (ii) are entitled to vote on all matters submitted to shareholders of CPI and vote on an as converted basis and (iii) have a nominal liquidation preference. The merger was being treated as a reverse merger and recapitalization effected by a share exchange for financial accounting and reporting purposes since substantially all of the former Biozone’s operations were disposed of immediately prior to the consummation of the merger as reported on a Form 8-K filed on January 8, 2014. Cocrystal is treated as the accounting acquirer as its shareholders control CPI after the Merger. | ||||||||||||||||||||
We have determined that we and our related parties can significantly influence the success of CPI through our board representation and voting power. Accordingly, as we and our related parties have the ability to exercise significant influence over CPI’s operations, we account for our investment in CPI under the equity method. | ||||||||||||||||||||
ARNO | ||||||||||||||||||||
In October 2013, we made an investment in ARNO Therapeutics, Inc. (“ARNO”), a clinical stage company focused on the development of oncology drugs. We invested $2.0 million and received 833,333 ARNO common shares, one year warrants to purchase 833,333 ARNO common shares for $2.40 a share and five year warrants to purchase an additional 833,333 ARNO common shares for $4.00 a share. Our investment was part of a private placement by ARNO. Other investors participating in the private financing included certain related parties. Refer to Note 10. We have determined that our ownership, along with that of our related parties, does not provide us with significant influence over the operations of ARNO and as a result, we account for ARNO as an investment, available for sale, and we record changes in the fair value of ARNO as an unrealized gain or loss in Other comprehensive loss each reporting period. We recorded the warrants on the date of the grant at their estimated fair value of $3.6 million using the Black-Scholes-Merton Model. We record changes in fair value of ARNO warrants in Other income (expense), net in our Condensed Consolidated Statement of Operations. | ||||||||||||||||||||
Neovasc | ||||||||||||||||||||
In 2011, we made an investment in Neovasc, a medical technology company based in Vancouver, Canada. We invested $2.0 million and received two million Neovasc common shares, and two-year warrants to purchase an additional one million shares for $1.25 a share. During the year ended December 31, 2013 we exercised the warrants and paid $1.2 million. We accounted for the warrants as an investment, available for sale and recorded the warrants at fair value on the date of acquisition. We recorded the changes in the fair value of the warrants in Fair value changes of derivatives instruments, net in our Condensed Consolidated Statements of Operations. We have determined that our related parties can significantly influence the success of Neovasc through our board representation and voting power. Accordingly, as we and our related parties have the ability to exercise significant influence over Neovasc’s operations, we account for our investment in Neovasc under the equity method. | ||||||||||||||||||||
2013 licensing agreements | ||||||||||||||||||||
An element of our growth strategy is to leverage our proprietary technology through a combination of internal development, acquisition, and external partnerships to maximize the commercial opportunities for our portfolio of proprietary pharmaceutical and diagnostic products and as such during 2013, we have entered into licensing agreements with Pharmsynthez and RXi. | ||||||||||||||||||||
Pharmsynthez transactions | ||||||||||||||||||||
In April 2013, we entered into a series of concurrent transactions with Pharmsynthez, a Russian pharmaceutical company traded on the Moscow Stock Exchange. The transactions consisted of: | ||||||||||||||||||||
•We delivered approximately $9.6 million to Pharmsynthez. | ||||||||||||||||||||
•Pharmsynthez issued to us approximately 13.6 million of its common shares. | ||||||||||||||||||||
•Pharmsynthez agreed, at its option, to issue approximately 12.0 million common shares to us or to pay us cash in Russian Rubles (“RUR”) 265.0 million ($8.1 million) on or before December 31, 2013 (the “Pharmsynthez Note Receivable”). In January 2014, Pharmsynthez delivered to us approximately 12.0 million shares of its common stock in satisfaction of the Pharmsynthez Notes Receivable. | ||||||||||||||||||||
• We had a right to purchase additional shares in Pharmsynthez at a fixed price if Pharmsynthez pays us in cash rather than delivering to us the 12.0 million Pharmsynthez common shares (the “Purchase Option”), however in connection with the settlement of the Pharmsynthez Note Receivable in January 2014, this right terminated. | ||||||||||||||||||||
• We granted rights to certain technologies in the Russian Federation, Ukraine, Belarus, Azerbaijan and Kazakhstan (the “Territories”) to Pharmsynthez. | ||||||||||||||||||||
•We will receive from Pharmsynthez royalty on net sales of products incorporating the technologies in the Territories, as well as a percentage of any sublicense income from third parties for the technologies in the Territories. | ||||||||||||||||||||
•Pharmsynthez paid us $9.5 million under the various collaboration and funding agreements for the development of the technologies (the “Collaboration Payments”). | ||||||||||||||||||||
We recorded the shares received in Pharmsynthez as an equity method investment. We initially recorded the Pharmsynthez Note Receivable, and the Purchase Option, as financial instruments and elected the fair value option for subsequent measurement. Changes in the fair value of the receivable from Pharmsynthez for its common stock or RUR, with the embedded derivative, and the Purchase Option are recorded in Fair value changes of derivative instruments, net in our Condensed Consolidated Statements of Operations. Upon settlement in January 2014, we recorded the additional shares at fair value as an equity method investment. | ||||||||||||||||||||
We have accounted for the license and development activities as a multi-element arrangement, and allocated the total arrangement consideration based on the relative selling prices of the elements. We will record the allocated consideration for development activities as an offset to Research and development expenses over the three-year term of the Collaboration Payments. We will record revenue in connection with the grant of rights to the technologies proportionately as the payments are received. | ||||||||||||||||||||
During the six months ended June 30, 2014, we received $1.4 million related to the Collaboration Payments of which we recorded $0.5 million in Revenue from transfer of intellectual property and $0.8 million as an offset to Research and development expenses. | ||||||||||||||||||||
RXi transactions | ||||||||||||||||||||
In March 2013, we completed the sale to RXi Pharmaceuticals, Inc. (“RXi”) of substantially all of our assets in the field of RNA interference (the “RNAi Assets”) (collectively, the “Asset Purchase Agreement”). As consideration for the RNAi Assets, at the closing of the Asset Purchase Agreement, RXi issued to us 50 million shares of its common stock (the “APA Shares”). | ||||||||||||||||||||
Pursuant to the Asset Purchase Agreement, RXi will be required to pay us up to $50.0 million in milestone payments upon the successful development and commercialization of each drug developed by RXi, certain of its affiliates or any of its or their licensees or sublicensees utilizing patents included within the RNAi Assets (each, a “Qualified Drug”). In addition, RXi will also be required to pay us royalties equal to: (a) a mid single-digit percentage of “Net Sales” (as defined in the Asset Purchase Agreement) with respect to each Qualified Drug sold for an ophthalmologic use during the applicable “Royalty Period” (as defined in the Asset Purchase Agreement); and (b) a low single-digit percentage of net sales with respect to each Qualified Drug sold for a non-ophthalmologic use during the applicable royalty period. | ||||||||||||||||||||
In addition to the Asset Purchase Agreement, we purchased 17,241,380 shares of RXi, for $2.5 million, as part of a $16.4 million financing for RXi, which included other related parties. We have determined that our ownership, along with that of our related parties, provides us the ability to exercise significant influence over RXi operations and as such we have accounted for our investment in RXi under the equity method. | ||||||||||||||||||||
Senesco Technologies, Inc | ||||||||||||||||||||
We previously held a variable interest in Fabrus, Inc (“Fabrus”). Effective May 16, 2014 Senesco Technologies, Inc (“Senesco”) acquired Fabrus through a merger, with Fabrus surviving the merger as a wholly-owned subsidiary of Senesco. | ||||||||||||||||||||
Immediately prior to the effective time of the Merger, any unpaid indebtedness pursuant to all outstanding Fabrus convertible promissory notes was canceled and converted into Fabrus common stock. At the effective time of the merger, all outstanding Fabrus stock options were accelerated and terminated by Fabrus and replaced with stock options to acquire shares of Senesco common stock with identical rights and privileges except that the number of shares subject to each Senesco option equal the number of shares subject to the Fabrus option it replaced multiplied by 0.376939. As a part of the Merger consideration, Senesco issued to the Fabrus investors Common Stock Purchase Warrants to purchase shares of the Company’s common stock. | ||||||||||||||||||||
OPKO’s convertible promissory notes in Fabrus were canceled and converted into 80,000 shares of Senesco common stock, and OPKO’s 1,159,380 shares of Fabrus common stock were replaced with 437,016 shares of Senesco common stock. OPKO received a total of 517,016 shares of Senesco common stock and warrants to purchase an additional 267,927 shares of Senesco common stock. | ||||||||||||||||||||
We have determined that we and our related parties can significantly influence the success of Senesco through our board representation and voting power. Accordingly, as we and our related parties have the ability to exercise significant influence over Senesco’s operations, we account for our investment in Senesco under the equity method. Based on our review of the applicable accounting literature, we believe the transaction qualifies for carryover basis. | ||||||||||||||||||||
Investments in variable interest entities | ||||||||||||||||||||
We have determined that we hold variable interests in SciVac Ltd (“SciVac”), previously known as SciGen (I.L.) Ltd, and Zebra Biologics, Inc. (“Zebra”). We made this determination as a result of our assessment that they do not have sufficient resources to carry out their principal activities without additional financial support. | ||||||||||||||||||||
In October 2013, we acquired 840,000 shares of Zebra Series A-2 Preferred Stock for $2.0 million. In connection with the transactions, Dr. Frost also gifted to OPKO 900,000 shares of Zebra restricted common stock which he had received as a founding member of Zebra. Zebra is a privately held biotechnology company focused on the discovery and development of biosuperior antibody therapeutics and complex drugs. After the closing on October 29, 2013, OPKO owns 23.5% of the Series A-2 Preferred stock issued and outstanding of Zebra. Dr. Richard Lerner, M.D., a member of our Board of Directors, is a founder of Zebra and, along with Dr. Frost, serves as a member of Zebra’s Board of Directors. | ||||||||||||||||||||
In order to determine the primary beneficiary of Zebra, we evaluated our investment and our related parties’ investment, as well as our investment combined with the related party group’s investment to identify if we had the power to direct the activities that most significantly impact the economic performance of Zebra. We determined that we do not have the power to direct the activities that most significantly impact Zebra’s economic performance. Based on the capital structure, governing documents and overall business operations of Zebra, we determined that, while a VIE, we do not have the power to direct the activities that most significantly impact Zebra’s economic performance. We did determine, however, that we can significantly influence the success of Zebra through our board representation and voting power. Accordingly, as we have the ability to exercise significant influence over Zebra’s operations, we account for our investment in Zebra under the equity method. | ||||||||||||||||||||
Consolidated variable interest entities | ||||||||||||||||||||
In June 2012, we entered into a share and debt purchase agreement whereby in exchange for $0.7 million we acquired shares representing a 50% stock ownership in SciVac from FDS Pharma LLP (“FDS”). SciVac is a privately-held Israeli company that produces a third-generation hepatitis B-vaccine. From November 2012 until June 30, 2014, we loaned to SciVac a combined $2.6 million for working capital purposes. We have determined that we hold variable interests in SciVac based on our assessment that SciVac does not have sufficient resources to carry out its principal activities without financial support. In order to determine the fair market value of our investment in SciVac, we have utilized a business enterprise valuation approach. | ||||||||||||||||||||
In order to determine the primary beneficiary of SciVac, we evaluated our investment to identify if we had the power to direct the activities that most significantly impact the economic performance of SciVac. We have determined that the power to direct the activities that most significantly impact the economic performance of SciVac is conveyed through SciVac’s board of directors. SciVac’s board of directors appoint and oversee SciVac’s management team who carry out the activities that most significantly impact the economic performance of SciVac. As part of the share and debt purchase agreement, SciVac’s board of directors is constituted by 5 members, of which 3 members will be appointed by us, representing 60% of SciVac’s board. Based on this analysis, we determined that we have the power to direct the activities of SciVac and as such we are the primary beneficiary. As a result of this conclusion, we have consolidated the results of operations and financial position of SciVac and recorded a reduction of equity for the portion of SciVac we do not own. | ||||||||||||||||||||
The following table represents the consolidated assets and non-recourse liabilities related to SciVac as of June 30, 2014 and December 31, 2013. These assets are owned by, and these liabilities are obligations of, SciVac, not us. | ||||||||||||||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Assets | ||||||||||||||||||||
Current assets: | ||||||||||||||||||||
Cash and cash equivalents | $ | 433 | $ | 2 | ||||||||||||||||
Accounts receivable, net | 516 | 283 | ||||||||||||||||||
Inventories, net | 1,700 | 1,696 | ||||||||||||||||||
Prepaid expenses and other current assets | 529 | 218 | ||||||||||||||||||
Total current assets | 3,178 | 2,199 | ||||||||||||||||||
Property, plant and equipment, net | 1,412 | 1,374 | ||||||||||||||||||
Intangible assets, net | 1,055 | 1,111 | ||||||||||||||||||
Goodwill | 1,757 | 1,821 | ||||||||||||||||||
Other assets | 263 | 261 | ||||||||||||||||||
Total assets | $ | 7,665 | 6,766 | |||||||||||||||||
Liabilities | ||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||
Accounts payable | $ | 1,007 | $ | 1,136 | ||||||||||||||||
Accrued expenses | 8,298 | 6,498 | ||||||||||||||||||
Notes payable | 3,903 | 1,537 | ||||||||||||||||||
Total current liabilities | 13,208 | 9,171 | ||||||||||||||||||
Other long-term liabilities | 261 | 1,240 | ||||||||||||||||||
Total liabilities | $ | 13,469 | $ | 10,411 | ||||||||||||||||
Debt
Debt | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Debt Disclosure [Abstract] | ' | |||||||||||||||
DEBT | ' | |||||||||||||||
DEBT | ||||||||||||||||
In January 2013, we entered into note purchase agreements (the “2033 Senior Notes”) with qualified institutional buyers and accredited investors (collectively the “Purchaser”) in a private placement in reliance on exemptions from registration under the Securities Act of 1933, (the “Securities Act”). The Purchasers of the 2033 Senior Notes include Frost Gamma Investments Trust, a trust affiliated with Dr. Frost, and Hsu Gamma Investment, L.P., an entity affiliated with Dr. Hsiao. The 2033 Senior Notes were issued on January 30, 2013. The 2033 Senior Notes, which total $175.0 million, bear interest at the rate of 3.00% per year, payable semiannually on February 1 and August 1 of each year, beginning August 1, 2013. The 2033 Senior Notes will mature on February 1, 2033, unless earlier repurchased, redeemed or converted. Upon a fundamental change as defined in the instruments governing the 2033 Senior Notes, subject to certain exceptions, the holders may require us to repurchase all or any portion of their 2033 Senior Notes for cash at a repurchase price equal to 100% of the principal amount of the 2033 Senior Notes being repurchased, plus any accrued and unpaid interest to but not including the fundamental change repurchase date. | ||||||||||||||||
The following table sets forth information related to the 2033 Senior Notes which is included our Condensed Consolidated Balance Sheets: | ||||||||||||||||
(In thousands) | Embedded conversion option | 2033 Senior Notes | Discount | Total | ||||||||||||
Balance at December 31, 2013 | $ | 101,087 | $ | 158,064 | $ | (47,239 | ) | $ | 211,912 | |||||||
Amortization of debt discount | — | — | 3,557 | 3,557 | ||||||||||||
Change in fair value of embedded derivative | (770 | ) | — | — | (770 | ) | ||||||||||
Conversion | (47,353 | ) | (70,422 | ) | 19,441 | (98,334 | ) | |||||||||
Balance at June 30, 2014 | $ | 52,964 | $ | 87,642 | $ | (24,241 | ) | $ | 116,365 | |||||||
The 2033 Senior Notes will be convertible at any time on or after November 1, 2032, through the second scheduled trading day immediately preceding the maturity date, at the option of the holders. Additionally, holders may convert their 2033 Senior Notes prior to the close of business on the scheduled trading day immediately preceding November 1, 2032, under the following circumstances: (1) conversion based upon satisfaction of the trading price condition relating to the 2033 Senior Notes; (2) conversion based on the Common Stock price; (3) conversion based upon the occurrence of specified corporate events; or (4) if we call the 2033 Senior Notes for redemption. The 2033 Senior Notes will be convertible into cash, shares of our Common Stock, or a combination of cash and shares of Common Stock, at our election unless we have made an irrevocable election of net share settlement. The initial conversion rate for the 2033 Senior Notes will be 141.4827 shares of Common Stock per $1,000 principal amount of 2033 Senior Notes (equivalent to an initial conversion price of approximately $7.07 per share of Common Stock), and will be subject to adjustment upon the occurrence of certain events. In addition, we will, in certain circumstances, increase the conversion rate for holders who convert their 2033 Senior Notes in connection with a make-whole fundamental change (as defined in the Indenture) and holders who convert upon the occurrence of certain specific events prior to February 1, 2017 (other than in connection with a make-whole fundamental change). Holders of the 2033 Senior Notes may require us to repurchase the 2033 Senior Notes for 100% of their principal amount, plus accrued and unpaid interest, on February 1, 2019, February 1, 2023 and February 1, 2028, or following the occurrence of a fundamental change as defined in the indenture governing the 2033 Senior Notes. | ||||||||||||||||
We may not redeem the 2033 Senior Notes prior to February 1, 2017. On or after February 1, 2017 and before February 1, 2019, we may redeem for cash any or all of the 2033 Senior Notes but only if the last reported sale price of our Common Stock exceeds 130% of the applicable conversion price for at least 20 trading days during the 30 consecutive trading day period ending on the trading day immediately prior to the date on which we deliver the redemption notice. The redemption price will equal 100% of the principal amount of the 2033 Senior Notes to be redeemed, plus any accrued and unpaid interest to but not including the redemption date. On or after February 1, 2019, we may redeem for cash any or all of the 2033 Senior Notes at a redemption price of 100% of the principal amount of the 2033 Senior Notes to be redeemed, plus any accrued and unpaid interest up to but not including the redemption date. | ||||||||||||||||
The terms of the 2033 Senior Notes, include, among others: (i) rights to convert into shares of our Common Stock, including upon a fundamental change; and (ii) a coupon make-whole payment in the event of a conversion by the holders of the 2033 Senior Notes on or after February 1, 2017 but prior to February 1, 2019. We have determined that these specific terms are considered to be embedded derivatives. As a result, embedded derivatives are required to be separated from the host contract, the 2033 Senior Notes, and carried at fair value when: (a) the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract; and (b) a separate, stand-alone instrument with the same terms would qualify as a derivative instrument. We have concluded that the embedded derivatives within the 2033 Senior Notes meet these criteria and, as such, must be valued separate and apart from the 2033 Senior Notes and recorded at fair value each reporting period. | ||||||||||||||||
For accounting and financial reporting purposes, we combine these embedded derivatives and value them together as one unit of accounting. At each reporting period, we record these embedded derivatives at fair value which is included as a component of the 2033 Senior Notes on our Condensed Consolidated Balance Sheets. | ||||||||||||||||
In June 2014, we entered into an exchange agreement with a holder of the Company’s Notes pursuant to which such holder exchanged $70.4 million in aggregate principal amount of Notes for 10,974,431 shares of the Company’s Common Stock and approximately $0.8 million in cash representing accrued interest through the date of completion of the exchange. We recorded a 2.7 million non-cash gain related to the exchange. The gain on exchange is included within Other income (expense) on our Condensed Consolidated Statement of Operations. | ||||||||||||||||
We used a binomial lattice model in order to estimate the fair value of the embedded derivative in the 2033 Senior Notes. A binomial lattice model generates two probable outcomes — one up and another down —arising at each point in time, starting from the date of valuation until the maturity date. A lattice model was initially used to determine if the 2033 Senior Notes would be converted, called or held at each decision point. Within the lattice model, the following assumptions are made: (i) the 2033 Senior Notes will be converted early if the conversion value is greater than the holding value; or (ii) the 2033 Senior Notes will be called if the holding value is greater than both (a) the redemption price (as defined in the Indenture) and (b) the conversion value plus the coupon make-whole payment at the time. If the 2033 Senior Notes are called, then the holder will maximize their value by finding the optimal decision between (1) redeeming at the redemption price and (2) converting the 2033 Senior Notes. | ||||||||||||||||
Using this lattice model, we valued the embedded derivatives using the “with-and-without method,” where the value of the 2033 Senior Notes including the embedded derivatives is defined as the “with,” and the value of the 2033 Senior Notes excluding the embedded derivatives is defined as the “without.” This method estimates the value of the embedded derivatives by looking at the difference in the values between the 2033 Senior Notes with the embedded derivatives and the value of the 2033 Senior Notes without the embedded derivatives. | ||||||||||||||||
The lattice model requires the following inputs: (i) price of our Common Stock; (ii) Conversion Rate (as defined in the Indenture); (iii) Conversion Price (as defined in the Indenture); (iv) maturity date; (v) risk-free interest rate; (vi) estimated stock volatility; and (vii) estimated credit spread for the Company. | ||||||||||||||||
The following table sets forth the inputs to the lattice model used to value the embedded derivative: | ||||||||||||||||
June 30, 2014 | ||||||||||||||||
Stock price | $8.84 | |||||||||||||||
Conversion Rate | 141.4827 | |||||||||||||||
Conversion Price | $7.07 | |||||||||||||||
Maturity date | February 1, 2033 | |||||||||||||||
Risk-free interest rate | 1.47% | |||||||||||||||
Estimated stock volatility | 42% | |||||||||||||||
Estimated credit spread | 717 basis points | |||||||||||||||
The following table sets forth the fair value of the 2033 Senior Notes with and without the embedded derivatives, and the fair value of the embedded derivatives at June 30, 2014. At June 30, 2014 the principal amount of the 2033 Senior Notes was $87.6 million: | ||||||||||||||||
(In thousands) | June 30, 2014 | |||||||||||||||
Fair value of 2033 Senior Notes: | ||||||||||||||||
With the embedded derivatives | $ | 122,723 | ||||||||||||||
Without the embedded derivatives | $ | 69,759 | ||||||||||||||
Estimated fair value of the embedded derivatives | $ | 52,964 | ||||||||||||||
Changes in certain inputs into the lattice model can have a significant impact on changes in the estimated fair value of the embedded derivatives. For example, a decrease in our estimated credit spread results in an increase in the estimated value of the embedded derivatives. Conversely, a decrease in the price of our Common Stock results in a decrease in the estimated fair value of the embedded derivatives. For the six months ended June 30, 2014, we observed an increase in the market price of our Common Stock which primarily resulted in a $0.8 million decrease in the estimated fair value of our embedded derivatives recorded in Fair value changes of derivative instruments, net in our Condensed Consolidated Statements of Operations. | ||||||||||||||||
We have line of credit agreements with twelve financial institutions as of June 30, 2014 and fourteen financial institutions as of December 31, 2013 in Chile and Spain. These lines of credit are used primarily as a source of working capital for inventory purchases. | ||||||||||||||||
The following table summarizes the amounts outstanding under the Chilean and Spanish lines of credit: | ||||||||||||||||
(Dollars in thousands) | Balance Outstanding | |||||||||||||||
Lender | Interest rate on | Credit line | June 30, | December 31, | ||||||||||||
borrowings at June 30, 2014 | capacity | 2014 | 2013 | |||||||||||||
Itau Bank | 5.00% | $1,800 | $1,476 | $1,999 | ||||||||||||
Bank of Chile | 6.40% | 2,250 | 1,195 | 2,079 | ||||||||||||
BICE Bank | 5.00% | 1,700 | 1,868 | 516 | ||||||||||||
Corp Banca | —% | — | — | -47 | ||||||||||||
BBVA Bank | 5.00% | 2,000 | 1,403 | 523 | ||||||||||||
Penta Bank | 8.20% | 1,200 | 1,096 | 946 | ||||||||||||
Security Bank | 7.26% | 1,300 | 797 | 1,075 | ||||||||||||
BCI | —% | — | — | 198 | ||||||||||||
Estado Bank | 5.44% | 2,800 | 1,709 | 1,772 | ||||||||||||
Sabadell Bank | 4.50% | 205 | — | — | ||||||||||||
Bilbao Vizcaya Bank | 4.72% | 341 | — | — | ||||||||||||
Banco Popular | 6.09% | 273 | — | — | ||||||||||||
Deutsche Bank | 4.00% | 204 | — | — | ||||||||||||
Santander Bank | 4.09% | 273 | — | — | ||||||||||||
Total | $14,346 | $9,544 | $9,061 | |||||||||||||
At June 30, 2014 and December 31, 2013, the weighted average interest rate on our lines of credit was approximately 5.8% and 7.7%, respectively. | ||||||||||||||||
At June 30, 2014 and December 31, 2013, we had mortgage notes and other debt related to OPKO Spain as follows: | ||||||||||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Current portion of notes payable | $ | 950 | $ | 1,964 | ||||||||||||
Other long-term liabilities | 2,948 | 3,270 | ||||||||||||||
Total mortgage notes and other debt | $ | 3,898 | $ | 5,234 | ||||||||||||
The mortgages and other debts mature at various dates ranging from 2015 through 2024 bearing variable interest rates from 2.7% up to 6.1%. The weighted average interest rate on the mortgage notes and other debt at June 30, 2014 and December 31, 2013, was 3.4% and 3.9%, respectively. The mortgages are secured by our office space in Barcelona. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income | 6 Months Ended | |||||||||||
Jun. 30, 2014 | ||||||||||||
Equity [Abstract] | ' | |||||||||||
ACCUMULATED OTHER COMPREHENSIVE INCOME | ' | |||||||||||
ACCUMULATED OTHER COMPREHENSIVE INCOME | ||||||||||||
For the six months ended June 30, 2014, changes in Accumulated other comprehensive income, net of tax, were as follows: | ||||||||||||
(In thousands) | Foreign | Unrealized | Total | |||||||||
currency | gains in | |||||||||||
Accumulated | ||||||||||||
OCI | ||||||||||||
Balance at December 31, 2013 | $ | 1,371 | $ | 2,047 | $ | 3,418 | ||||||
Other comprehensive income before reclassifications, net of tax (1) | (1,613 | ) | (948 | ) | (2,561 | ) | ||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (1) | — | (553 | ) | (553 | ) | |||||||
Net other comprehensive income | (1,613 | ) | (1,501 | ) | (3,114 | ) | ||||||
Balance at June 30, 2014 | $ | (242 | ) | $ | 546 | $ | 304 | |||||
-1 | Effective tax rate of 38.47%. | |||||||||||
Amounts reclassified from Accumulated other comprehensive income for the six months ended June 30, 2014 related to $1.3 million realized gain on the sales of certain of our investments available for sale. Of the $1.3 million gain on the sales of our investments available for sale, a $0.9 million gain was reclassified from unrealized gains in Accumulated other comprehensive income to Other income (expense), net for the six months ended June 30, 2014. |
Fair_Value_Measurements
Fair Value Measurements | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||||||
FAIR VALUE MEASUREMENTS | ' | |||||||||||||||||||
FAIR VALUE MEASUREMENTS | ||||||||||||||||||||
We record fair values at an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. We utilize a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. | ||||||||||||||||||||
A summary of our investments as of June 30, 2014, classified as available for sale and carried at fair value, is as follows: | ||||||||||||||||||||
As of June 30, 2014 | ||||||||||||||||||||
(In thousands) | Amortized | Gross | Gross | Gain/(Loss) | Fair | |||||||||||||||
Cost | unrealized | unrealized | in | value | ||||||||||||||||
gains in | losses in | Accumulated | ||||||||||||||||||
Accumulated | Accumulated | Deficit | ||||||||||||||||||
OCI | OCI | |||||||||||||||||||
Common stock investments, available for sale | $ | 3,320 | $ | 1,100 | $ | (517 | ) | $ | — | $ | 3,903 | |||||||||
Common stock options/warrants | 1,425 | 1,575 | — | 2,980 | 5,980 | |||||||||||||||
Total assets | $ | 4,745 | $ | 2,675 | $ | (517 | ) | $ | 2,980 | $ | 9,883 | |||||||||
A summary of our investments as of December 31, 2013, classified as available for sale and carried at fair value is as follows: | ||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
(In thousands) | Amortized | Gross | Gross | Gain/(Loss) | Fair | |||||||||||||||
Cost | unrealized | unrealized | in | value | ||||||||||||||||
gains in | losses in | Accumulated | ||||||||||||||||||
Accumulated | Accumulated | Deficit | ||||||||||||||||||
OCI | OCI | |||||||||||||||||||
Common stock investments, available for sale | $ | 3,376 | $ | 2,698 | $ | — | $ | — | $ | 6,074 | ||||||||||
Common stock options/warrants | 925 | 1,041 | — | 4,022 | 5,988 | |||||||||||||||
Total assets | $ | 4,301 | $ | 3,739 | $ | — | $ | 4,022 | $ | 12,062 | ||||||||||
Any future fluctuation in fair value related to these instruments that is judged to be temporary, including any recoveries of previous write-downs, will be recorded in Accumulated other comprehensive income or loss. If we determine that any future valuation adjustment was other-than-temporary, we will record a loss during the period such determination is made. | ||||||||||||||||||||
As of June 30, 2014, we have money market funds that qualify as cash equivalents, forward contracts for inventory purchases (Refer to Note 9) and contingent consideration related to the acquisitions of CURNA, OPKO Diagnostics, FineTech, OPKO Spain, and OPKO Renal that are required to be measured at fair value on a recurring basis. In addition, in connection with our investment and our consulting agreement with Neovasc, we record the related Neovasc options at fair value as well as the derivative instruments related to our transactions with Pharmsynthez. | ||||||||||||||||||||
Our financial assets and liabilities measured at fair value on a recurring basis are as follows: | ||||||||||||||||||||
Fair value measurements as of June 30, 2014 | ||||||||||||||||||||
(In thousands) | Quoted | Significant | Significant | Total | ||||||||||||||||
prices in | other | unobservable | ||||||||||||||||||
active | observable | inputs | ||||||||||||||||||
markets for | inputs | (Level 3) | ||||||||||||||||||
identical | (Level 2) | |||||||||||||||||||
assets | ||||||||||||||||||||
(Level 1) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Money market funds | $ | 112,546 | $ | — | $ | — | $ | 112,546 | ||||||||||||
Certificates of deposit | — | 827 | — | 827 | ||||||||||||||||
Common stock investments, available for sale | 3,903 | — | — | 3,903 | ||||||||||||||||
Common stock options/warrants | — | 5,980 | — | 5,980 | ||||||||||||||||
Total assets | $ | 116,449 | $ | 6,807 | $ | — | $ | 123,256 | ||||||||||||
Liabilities: | ||||||||||||||||||||
Embedded conversion option | $ | — | $ | — | $ | 52,964 | $ | 52,964 | ||||||||||||
Forward Contracts | — | 55 | — | 55 | ||||||||||||||||
Deferred acquisition payments, net of discount | — | — | — | — | ||||||||||||||||
Contingent consideration: | ||||||||||||||||||||
CURNA | — | — | 598 | 598 | ||||||||||||||||
OPKO Diagnostics | — | — | 14,174 | 14,174 | ||||||||||||||||
OPKO Renal | — | — | 56,470 | 56,470 | ||||||||||||||||
OPKO Spain | — | — | 1,672 | 1,672 | ||||||||||||||||
Total liabilities | $ | — | $ | 55 | $ | 125,878 | $ | 125,933 | ||||||||||||
Fair value measurements as of December 31, 2013 | ||||||||||||||||||||
(In thousands) | Quoted | Significant | Significant | Total | ||||||||||||||||
prices in | other | unobservable | ||||||||||||||||||
active | observable | inputs | ||||||||||||||||||
markets for | inputs | (Level 3) | ||||||||||||||||||
identical | (Level 2) | |||||||||||||||||||
assets | ||||||||||||||||||||
(Level 1) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Money market funds | $ | 168,418 | $ | — | $ | — | $ | 168,418 | ||||||||||||
Certificates of deposit | — | 827 | — | 827 | ||||||||||||||||
Pharmsynthez Notes Receivable & Purchase Option | — | 6,151 | — | 6,151 | ||||||||||||||||
Common stock investments, available for sale | 6,074 | — | — | 6,074 | ||||||||||||||||
Common stock options/warrants | — | 5,988 | — | 5,988 | ||||||||||||||||
Forward contracts | — | 49 | — | 49 | ||||||||||||||||
Total assets | $ | 174,492 | $ | 13,015 | $ | — | $ | 187,507 | ||||||||||||
Liabilities: | ||||||||||||||||||||
Embedded conversion option | — | — | 101,087 | 101,087 | ||||||||||||||||
Deferred acquisition payments, net of discount | — | — | 5,465 | 5,465 | ||||||||||||||||
Contingent consideration: | ||||||||||||||||||||
CURNA | — | — | 573 | 573 | ||||||||||||||||
OPKO Diagnostics | — | — | 13,776 | 13,776 | ||||||||||||||||
FineTech | — | — | 3,124 | 3,124 | ||||||||||||||||
OPKO Renal | — | — | 53,092 | 53,092 | ||||||||||||||||
OPKO Spain | — | — | 1,043 | 1,043 | ||||||||||||||||
Total liabilities | $ | — | $ | — | $ | 178,160 | $ | 178,160 | ||||||||||||
The carrying amount and estimated fair value of our long-term debt, as well as the applicable fair value hierarchy tiers, are contained in the table below. The fair value of the 2033 Senior Notes is determined using a binomial lattice approach in order to estimate the fair value of the embedded derivative in the 2033 Senior Notes. Refer to Note 6. | ||||||||||||||||||||
June 30, 2014 | ||||||||||||||||||||
(In thousands) | Carrying | Total | Level 1 | Level 2 | Level 3 | |||||||||||||||
Value | Fair Value | |||||||||||||||||||
2033 Senior Notes | $ | 63,401 | $ | 69,759 | $ | — | $ | — | $ | 69,759 | ||||||||||
As of June 30, 2014 and December 31, 2013, the carrying value of our other assets and liabilities approximates their fair value due to their short-term nature. | ||||||||||||||||||||
The following tables reconcile the beginning and ending balances of our Level 3 assets and liabilities as of June 30, 2014: | ||||||||||||||||||||
30-Jun-14 | ||||||||||||||||||||
(In thousands) | Contingent | Deferred | Embedded | |||||||||||||||||
consideration | acquisition | conversion | ||||||||||||||||||
payments, net | option | |||||||||||||||||||
of discount | ||||||||||||||||||||
Balance at December 31, 2013 | $ | 71,620 | $ | 5,484 | $ | 101,087 | ||||||||||||||
Additions | — | — | — | |||||||||||||||||
Total losses (gains) for the period: | ||||||||||||||||||||
Included in results of operations | 4,486 | (754 | ) | (770 | ) | |||||||||||||||
Payments | (3,192 | ) | (4,730 | ) | — | |||||||||||||||
Conversion | — | — | (47,353 | ) | ||||||||||||||||
Balance at June 30, 2014 | $ | 72,914 | $ | — | $ | 52,964 | ||||||||||||||
The estimated fair values of our financial instruments have been determined by using available market information and what we believe to be appropriate valuation methodologies. We use the following methods and assumptions in estimating fair value: | ||||||||||||||||||||
Contingent consideration – We estimate the fair value of the contingent consideration utilizing a discounted cash flow model for the expected payments based on estimated timing and expected revenues. We use several discount rates depending on each type of contingent consideration related to FineTech, OPKO Diagnostics, CURNA, OPKO Spain and OPKO Renal transactions. The discount rates used range from 6% to 27% and were based on the weighted average cost of capital for those businesses. If the discount rates were to increase by 1%, on each transaction, the contingent consideration would decrease by $2.1 million. If estimated future sales were to decrease by 10%, the contingent consideration related to CURNA, FineTech and OPKO Renal would decrease by $0.7 million. As of June 30, 2014, of the $72.9 million of contingent consideration, $24.6 million is recorded in Accrued expenses and $48.3 million is recorded in Other long-term liabilities. As of December 31, 2013, of the $71.6 million of contingent consideration, $28.0 million is recorded in Accrued expenses and $43.6 million is recorded in Other long-term liabilities. | ||||||||||||||||||||
Deferred payments – We estimate the fair value of the deferred payments utilizing a discounted cash flow model for the expected payments. | ||||||||||||||||||||
Embedded conversion option – We estimate the fair value of the embedded conversion option related to the 2033 Senior Notes using a binomial lattice model. Refer to Note 6 for detail description of the binomial lattice model and the fair value assumptions used. |
Derivative_Contracts
Derivative Contracts | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | |||||||||||||||
DERIVATIVE CONTRACTS | ' | |||||||||||||||
DERIVATIVE CONTRACTS | ||||||||||||||||
The following table summarizes the fair values and the presentation of our derivative financial instruments in the Condensed Consolidated Balance Sheets: | ||||||||||||||||
(In thousands) | Balance Sheet Component | June 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||||
Derivative financial instruments: | ||||||||||||||||
Pharmsynthez Note Receivable and Purchase Option | Prepaid expenses and other current assets | $ | — | $ | 6,151 | |||||||||||
Common stock options/warrants | Investments, net | $ | 5,980 | $ | 5,988 | |||||||||||
Embedded conversion option | 2033 Senior Notes, net of discount and estimated fair value of embedded derivatives | $ | 52,964 | $ | 101,087 | |||||||||||
Forward contracts (1) | Current portion of lines of credit and notes payable | $ | 3,624 | $ | 1,585 | |||||||||||
(1) | The loss on forward contracts is recorded in Accrued expenses. The gain on the forward contracts is recorded in Prepaid expenses and other current assets. | |||||||||||||||
We enter into foreign currency forward exchange contracts to cover the risk of exposure to exchange rate differences arising from inventory purchases on letters of credit. Under these forward contracts, for any rate above or below the fixed rate, we receive or pay the difference between the spot rate and the fixed rate for the given amount at the settlement date. | ||||||||||||||||
To qualify the derivative instrument as a hedge, we are required to meet strict hedge effectiveness and contemporaneous documentation requirements at the initiation of the hedge and assess the hedge effectiveness on an ongoing basis over the life of the hedge. At June 30, 2014 and December 31, 2013, our derivative financial instruments do not meet the documentation requirements to be designated as hedges. Accordingly, we recognize the changes in Fair value of derivative instruments, net in our Condensed Consolidated Statements of Operations. The following table summarizes the (losses) and gains recorded during the three and six months ended June 30, 2014 and 2013: | ||||||||||||||||
Three months ended June 30, | Six months ended June 30, | |||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||||
Derivative gain (loss): | ||||||||||||||||
Common stock options/warrants | (860 | ) | 2,584 | $ | (263 | ) | $ | 3,844 | ||||||||
2033 Senior Notes | 11,882 | 9,913 | 770 | (14,875 | ) | |||||||||||
Forward contracts | (55 | ) | 154 | (55 | ) | 133 | ||||||||||
Total | $ | 10,967 | $ | 12,651 | $ | 452 | $ | (10,898 | ) | |||||||
The outstanding forward contracts at June 30, 2014 and December 31, 2013, have been recorded at fair value, and their maturity details are as follows: | ||||||||||||||||
(In thousands) | Contract value | Fair value at | Effect on income (loss) | |||||||||||||
Days until maturity | June 30, 2014 | |||||||||||||||
0 to 30 | $ | 1,157 | $ | 1,146 | $ | (11 | ) | |||||||||
31 to 60 | 966 | 951 | (15 | ) | ||||||||||||
61 to 90 | 623 | 612 | (11 | ) | ||||||||||||
91 to 120 | 831 | 815 | (16 | ) | ||||||||||||
121 to 180 | 102 | 100 | (2 | ) | ||||||||||||
Total | $ | 3,679 | $ | 3,624 | $ | (55 | ) | |||||||||
(In thousands) | Contract value | Fair value at | Effect on income (loss) | |||||||||||||
Days until maturity | December 31, 2013 | |||||||||||||||
0 to 30 | $ | 472 | $ | 489 | $ | 17 | ||||||||||
31 to 60 | 562 | 579 | 18 | |||||||||||||
61 to 90 | 503 | 517 | 14 | |||||||||||||
91 to 120 | — | — | — | |||||||||||||
121 to 180 | — | — | — | |||||||||||||
More than 180 | — | — | — | |||||||||||||
Total | $ | 1,537 | $ | 1,585 | $ | 49 | ||||||||||
Related_Party_Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
RELATED PARTY TRANSACTIONS | ' |
RELATED PARTY TRANSACTIONS | |
In February 2014, Dr. Frost paid a filing fee of $280,000 to the Federal Trade Commission (the "FTC") under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR Act”) in connection with filings made by us and Dr. Frost. We reimbursed Dr. Frost for the HSR filing fee. | |
In October, 2013, we paid the $170,000 filing fee to the FTC in connection with filings made by us and Dr. Hsiao, our Vice Chairman of the Board and Chief Technical Officer, under the HSR Act. | |
In October 2013, we entered into an agreement with ARNO pursuant to which we invested $2.0 million as part of an approximate $30 million financing. In exchange for our investment, we received 833,333 shares of ARNO common stock, one-year warrants to purchase 833,333 shares of ARNO common stock, for $2.40 a share and five-year warrants to purchase an additional 833,333 shares of ARNO common stock for $4.00 a share. Other investors participating in the private financing included Frost Gamma Investments Trust, a trust affiliated with Dr. Frost (the “Gamma Trust”), Hsu Gamma Investment, L.P., an entity affiliated with Dr. Hsiao (the “Hsu Gamma”), and other members of our board of directors and management. In connection with the transaction, ARNO agreed that for so long as we continue to hold at least 3% of the total number of outstanding shares of ARNO’s common stock on a fully-diluted basis, we will have the right to appoint a non-voting observer to attend all meetings of ARNO’s board of directors and we shall have a right of first negotiation that provides us with exclusive rights to negotiate with ARNO for a 45-day period regarding any potential strategic transactions that ARNO’s board of directors elects to pursue. | |
In October 2013, we made an investment in Zebra pursuant to which we acquired 840,000 shares of Zebra’s Series A-2 Preferred stock for $2.0 million. Zebra is a privately held biotechnology company focused on the discovery and development of biosuperior antibody therapeutics and complex drugs. Zebra’s patented platform is an advanced version of a core technology developed at The Scripps Research Institute (“TSRI”) by Dr. Lerner (the “TSRI Technology”). Zebra acquired the license to the TSRI Technology from a third party who had licensed such rights from TSRI. In connection with its acquisition of rights to the TSRI Technology, Zebra agreed to make certain research funding payments to Dr. Lerner’s laboratory at TSRI to further support development of the TSRI Technology. Dr. Lerner also participated in the Series A-2 Preferred Stock financing on the same financial terms as the Company. Each of Drs. Frost and Lerner serve as members of the board of directors and scientific consultants to Zebra. After the closing, we own 23.5% of the Series A-2 Preferred stock issued and outstanding by Zebra. Each of Drs. Frost and Lerner received 900,000 restricted shares of Zebra common stock in connection with their roles as founders and scientific consultants to Zebra. Dr. Frost gifted his 900,000 shares of Zebra restricted common stock to OPKO. | |
Effective May 1, 2013, we entered into an agreement with Dr. Hsiao pursuant to which we have the right to utilize approximately 5,000 square feet of laboratory space in Taiwan, inclusive of any and all utility costs, taxes and building maintenance fees. In addition, Dr. Hsiao provides certain other services to us relating to government grant work in Taiwan, as well as the coordination of work flow between our U.S. and Taiwanese operations. The term of the agreement is for five years and obligates us to pay Dr. Hsiao approximately $60,000 annually. | |
In August 2013, we acquired OPKO Biologics (formerly PROLOR) pursuant to an Agreement and Plan of Merger dated as of April 23, 2013 in an all-stock transaction. Until completion of the acquisition, Dr. Frost was PROLOR’s Chairman of the Board and a greater than 5% stockholder of PROLOR. Dr. Hsiao and Mr. Rubin were also directors and less than 5% stockholders of PROLOR. | |
In January 2013, we sold $175.0 million aggregate principal amount of 2033 Senior Notes in a private placement in reliance on exemptions from registration under the Securities Act. The Purchasers of the 2033 Senior Notes include the Gamma Trust and Hsu Gamma. The 2033 Senior Notes were issued on January 30, 2013. | |
In December 2012, we entered into a five-year lease agreement with AVI Properties, LLC (“AVI”), an entity affiliated with Dr. Jonathan Oppenheimer, who previously served as OPKO Lab’s Chief Executive Officer and currently serves as Strategic Director. The lease is for approximately 44,000 square feet of laboratory and office space in Nashville, Tennessee, where OPKO Lab is based. The lease provides for payments of approximately $18 thousand per month in the first year, increasing annually if the consumer price index exceeds 5%, plus applicable sales tax. In addition to the rent, we pay a portion of operating expenses, property taxes and parking. | |
During the six months ended June 30, 2014 and the year ended December 31, 2013, FineTech recorded revenue of $0.3 million and $0.3 million, respectively, for the sale of APIs to Teva Pharmaceutical Industries, Limited (“Teva”). Dr. Frost serves as the Chairman of the Board of Directors of Teva. | |
In February 2012, we entered into a cooperative research funding and option agreement with TSRI to support research for the development of novel oligomeric compounds relating to our molecular diagnostics technology (the “Research Agreement”). Pursuant to the Research Agreement, we agreed to provide funding of approximately $0.9 million annually over a five year period. In conjunction with entering into the Research Agreement, we also entered into a license agreement with TSRI for technology relating to libraries of peptide tertiary amides. In addition, we entered into a second license with TSRI for technology relating to highly selective inhibitors of c-Jun-N-Terminal Kinases that may be useful for the treatment of various diseases, including Parkinson’s disease. We also entered into a research funding and option agreement to provide funding of approximately $0.2 million annually over three years to support further development of the technology. Dr. Frost served as a Trustee for TSRI until November 2012 and Dr. Lerner, a member of our Board of Directors, served as its President until December 2011. | |
In February 2012, we made a $1.0 million investment in ChromaDex. Other investors participating in the private financing included the Gamma Trust, Hsu Gamma, and Dr. Lerner. Following our investment, we own 1.5% of ChromaDex, the Gamma Trust owns approximately 16% of ChromaDex; Hsu Gamma owns approximately 1%; and certain of our directors own less than 1% of ChromaDex. | |
In February 2012, we purchased from Biozone, now known as CPI, $1.7 million of 10% secured convertible promissory notes (the “Biozone Notes”), convertible into Biozone common stock at a price equal to $0.20 per common share, which Biozone Notes are due and payable on February 24, 2014 and ten year warrants to purchase 8.5 million shares of Biozone common stock at an exercise price of $0.40 per share. In December 2013, we converted the Biozone Notes into approximately 10 million shares of Biozone common stock. In July 2012, we exercised the Biozone Warrants utilizing the net exercise feature and received approximately 7,700,000 shares of Biozone common stock. We also entered into a license agreement pursuant to which we acquired a world-wide license for the development and commercialization of products utilizing Biozone’s proprietary drug delivery technology, including a technology called QuSomes, exclusively for OPKO in the field of ophthalmology and non-exclusive for all other therapeutic fields, subject in each case to certain excluded products. | |
On January 2, 2014, Biozone sold substantially all of its operating assets, including its QuSomes technology, to MusclePharm Corporation (OTCQB: MSLP), an international, award-winning sports nutrition company (“Musclepharm”) | |
in exchange for 1.2 million shares of Musclepharm’s common stock. Effective January 3, 2014, Biozone completed a merger with Cocrystal, another entity in which we have an equity investment. In connection with the merger, Biozone issued to Cocrystal’s security holders 1,000,000 shares of Biozone Series B Convertible Preferred Stock (“Series B”). The Series B shares: (i) automatically convert into shares of Biozone’s common stock at a rate of 205.08308640 shares for each share of Series B at such time that Biozone has sufficient authorized capital, (ii) are entitled to vote on all matters submitted to shareholders of Biozone and vote on an as converted basis and (iii) have a nominal liquidation preference. Effective January 16, 2014, we invested an additional $0.5 million in the company as part of a $2.75 million private placement and received 1 million shares of common stock and 1 million 10-year warrants exercisable at $0.50 per share. | |
In August 2011, we made an investment in Neovasc. Dr. Frost and other members of our management are shareholders of Neovasc. Prior to the investment, Dr. Frost beneficially owned approximately 36% of Neovasc, Dr. Hsiao owned approximately 6%, and Mr. Rubin owned less than 1%. Dr. Hsiao and Mr. Rubin also serve on the board of directors of Neovasc. | |
In November 2010, we made an investment in Fabrus. In exchange for the investment, we acquired approximately 13% of Fabrus on a fully diluted basis. Our investment was part of a $2.1 million financing for Fabrus. In October 2013, we made loans totaling $0.1 million to Fabrus, which loans are due and payable in January, 2014 and accrue interest as a rate of 7% per annum. No payments have been made to date. On May 16, 2014, Senesco Technologies, Inc. (OTCBB: SNTI) acquired Fabrus pursuant to an agreement and plan of merger. Dr. Frost and Steven Rubin serve on the Senesco board of directors. | |
In June 2010, we entered into a cooperative research and development agreement with Academia Sinica, Taipei, Taiwan (“Academia Sinica”), for pre-clinical work for a compound against various forms of cancer. Dr. Alice Yu, a member of our Board of Directors, previously served as a Distinguished Research Fellow and Associate Director at the Genomics Research Center, Academia Sinica (“Genomics Research Center”). In connection with the Academia Sinica Agreement, we are required to pay Academia Sinica approximately $0.2 million over the term of the agreement. | |
Effective in September 2009, we entered into an agreement pursuant to which we invested $2.5 million in Cocrystal (now CPI) in exchange for 1,701,723 shares of Cocrystal’s Convertible Series A Preferred Stock. A group of investors, led by the Frost Group LLC, which is an entity controlled by Dr. Frost, Dr. Hsiao and Mr. Rubin, (the “Cocrystal Investors”), previously invested $5.0 million in Cocrystal, and agreed to invest an additional $5.0 million payable in two equal installments in September 2009 and March 2010. As a result of an amendment to the Cocrystal Investors’ agreements dated June 9, 2009, we, rather than the Cocrystal Investors, made the first installment investment ($2.5 million) on September 21, 2009. As discussed above, effective January 2014, Cocrystal completed a merger with Biozone and is now known as Cocrystal Pharma, Inc. | |
In June 2009, we entered into a stock purchase agreement with Sorrento, pursuant to which we invested $2.3 million in Sorrento Therapeutics, Inc. (“Sorrento”). In exchange for the investment, we acquired approximately one-third of the outstanding common shares of Sorrento and received a fully-paid, exclusive license to the Sorrento antibody library for the discovery and development of therapeutic antibodies in the field of ophthalmology. On September 21, 2009, Sorrento entered into a merger transaction with Quikbyte Software, Inc. (“Quikbyte”). Prior to the merger transaction, certain investors, including Dr. Frost and other members of our management group, made an investment in Quikbyte. Dr. Lerner serves as a consultant and scientific advisory board member to Sorrento and owns less than one percent of its shares. In December 2013, we completed the sale of our stake in Sorrento and recorded a gain on the sale of $17.2 million and other income of $2.7 million related to an early termination fee under a license agreement with Sorrento. | |
In November 2007, we entered into an office lease with Frost Real Estate Holdings, LLC (“Frost Holdings”), an entity affiliated with Dr. Frost. The lease was for approximately 8,300 square feet of space in an office building in Miami, Florida, where our principal executive offices are located. The lease provided for payments of approximately $18 thousand per month in the first year increasing annually to $24 thousand per month in the fifth year, plus applicable sales tax. The rent was inclusive of operating expenses, property taxes and parking. The rent for the first year was reduced to reflect a $30 thousand credit for the costs of tenant improvements. In August 2012, we entered into a six-month extension on the same terms as the 2007 expiring lease and in February 2013, we agreed to extend the lease on a month-to-month basis. Effective January 1, 2014, we entered into a new lease agreement with Frost Holdings for approximately 11,000 square feet of space. The lease provides for payments of approximately $30 thousand per month in the first year increasing annually to $34 thousand per month in the fifth year, plus applicable sales tax. As in the original lease, the rent is inclusive of operating expenses, property taxes and parking. The rent will be reduced by $155,200 for the cost of tenant improvements, of which approximately $68 thousand will be credited against rent payments over a period of 12 months. | |
We reimburse Dr. Frost for Company-related use by Dr. Frost and our other executives of an airplane owned by a company that is beneficially owned by Dr. Frost. We reimburse Dr. Frost in an amount equal to the cost of a first class airline ticket between the travel cities for each executive, including Dr. Frost, traveling on the airplane for Company-related business. We do not reimburse Dr. Frost for personal use of the airplane by Dr. Frost or any other executive; nor do we pay for any other fixed or variable operating costs of the airplane. For the three and six months ended June 30, 2014, we reimbursed Dr. Frost approximately $49 thousand and $62 thousand, respectively, for Company-related travel by Dr. Frost and other OPKO executives. For the three and six months ended June 30, 2013, we reimbursed Dr. Frost approximately $5 thousand and $18 thousand, respectively, for Company-related travel by Dr. Frost and other OPKO executives. |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
COMMITMENTS AND CONTINGENCIES | ' |
COMMITMENTS AND CONTINGENCIES | |
In connection with our acquisitions of CURNA, OPKO Diagnostics, OPKO Spain, and OPKO Renal, we agreed to pay future consideration to the sellers upon the achievement of certain events. As a result, as of June 30, 2014 , we recorded $72.9 million as contingent consideration, with $24.6 million recorded within Accrued expenses and $48.3 million recorded within Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets. Refer to Note 4. | |
On April 29, 2013, we were named in a putative class action filed in the Eighth Judicial District Court in and for Clark County, Nevada against PROLOR (now known as OPKO Biologics), the members of the PROLOR Board of Directors, individually (including Drs. Frost and Hsiao and Steven Rubin), and the Company. From May 1, 2013 through May 6, 2013, we were named in an additional five putative class actions suits filed in the Eighth Judicial District Court in and for Clark County, Nevada against the same defendants. On July 17, 2013, these suits were consolidated, for all purposes, into an amended class action complaint. The lawsuit is brought by purported holders of PROLOR’s common stock, both individually and on behalf of a putative class of PROLOR’s stockholders, asserting claims that PROLOR’s Board of Directors breached its fiduciary duties in connection with the merger by purportedly failing to maximize stockholder value, that PROLOR and its Board of Directors failed to disclose material information to PROLOR’s stockholders, and that the Company aided and abetted the alleged breaches of fiduciary duty. The lawsuit seeks monetary damages, including increased consideration to PROLOR’s stockholders, equitable relief, including, among other things, rescission of the Merger Agreement along with recissionary damages, and an award of all costs, including reasonable attorneys’ fees. On May 5, 2014, the court issued an order dismissing all claims as to all defendants without prejudice, and the plaintiffs did not appeal the dismissal or file an amended complaint. | |
In July 2012, OPKO Lab received a letter from AdvanceMed Corporation (“AdvanceMed”) regarding a post-payment review conducted by AdvanceMed (the “Post-Payment Review Letter”). The Post-Payment Review Letter originated with a post payment review audit by AdvanceMed of 183 claims submitted by OPKO Lab to the Medicare program. OPKO Lab believes that its billing practices were appropriate and it is following the appeal process set forth by Medicare. OPKO Lab received a partially favorable determination, which reduced the amount of the alleged overpayment, and it continues to appeal the remaining alleged overpayments. No assurances can be given about the outcome of the appeal. | |
We are a party to other litigation in the ordinary course of business. We do not believe that any such litigation will have a material adverse effect on our business, financial condition, or results of operations. | |
We expect to incur substantial losses as we continue the development of our product candidates, continue our other research and development activities, and establish a sales and marketing infrastructure in anticipation of the commercialization of our diagnostic and pharmaceutical product candidates. We currently have limited commercialization capabilities, and it is possible that we may never successfully commercialize any of our diagnostic and pharmaceutical product candidates. We do not currently generate significant revenue from any of our diagnostic and pharmaceutical product candidates. Our research and development activities are budgeted to expand over a period of time and will require further resources if we are to be successful. As a result, we believe that our operating losses are likely to be substantial over the next several years. We may need to obtain additional funds to further develop our research and development programs, and there can be no assurance that additional capital will be available to us on acceptable terms, or at all. |
Segments
Segments | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
SEGMENTS | ' | |||||||||||||||
SEGMENTS | ||||||||||||||||
We currently manage our operations in two reportable segments, pharmaceuticals and diagnostics. The pharmaceuticals segment consists of two operating segments, our (i) pharmaceutical research and development segment which is focused on the research and development of pharmaceutical products, and vaccines, and (ii) the pharmaceutical operations we acquired in Chile, Mexico, Israel, Spain, Brazil, and Uruguay. The diagnostics segment consists of two operating segments, our (i) pathology operations we acquired through the acquisition of OPKO Lab and (ii) point-of-care and molecular diagnostics operations. There are no inter-segment sales. We evaluate the performance of each segment based on operating profit or loss. There is no inter-segment allocation of interest expense and income taxes. | ||||||||||||||||
Information regarding our operations and assets for our operating segments and the unallocated corporate operations as well as geographic information are as follows: | ||||||||||||||||
For the three months ended June 30, | For the six months ended June 30, | |||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||||
Product revenues: | ||||||||||||||||
Pharmaceuticals | $ | 21,392 | $ | 18,618 | $ | 41,219 | $ | 34,145 | ||||||||
Diagnostics | — | — | — | — | ||||||||||||
Corporate | — | — | — | — | ||||||||||||
$ | 21,392 | $ | 18,618 | $ | 41,219 | $ | 34,145 | |||||||||
Revenue from services: | ||||||||||||||||
Pharmaceuticals | $ | — | $ | — | $ | — | $ | — | ||||||||
Diagnostics | 2,093 | 3,108 | 4,003 | 6,160 | ||||||||||||
Corporate | 60 | 80 | 120 | 120 | ||||||||||||
$ | 2,153 | $ | 3,188 | $ | 4,123 | $ | 6,280 | |||||||||
Revenue from transfer of intellectual property: | ||||||||||||||||
Pharmaceuticals | $ | — | $ | 1,300 | $ | 285 | $ | 13,800 | ||||||||
Diagnostics | — | 715 | 191 | 972 | ||||||||||||
Corporate | — | — | — | — | ||||||||||||
$ | — | $ | 2,015 | $ | 476 | $ | 14,772 | |||||||||
Operating (loss) income: | ||||||||||||||||
Pharmaceuticals | $ | (20,368 | ) | $ | (4,528 | ) | $ | (36,941 | ) | $ | 3,955 | |||||
Diagnostics | (6,805 | ) | (6,750 | ) | (13,882 | ) | (16,384 | ) | ||||||||
Corporate | (7,038 | ) | (5,762 | ) | (13,174 | ) | (10,787 | ) | ||||||||
Less: Operating loss attributable to noncontrolling interests | (674 | ) | (943 | ) | (1,163 | ) | (1,540 | ) | ||||||||
$ | (34,885 | ) | $ | (17,983 | ) | $ | (65,160 | ) | $ | (24,756 | ) | |||||
Depreciation and amortization: | ||||||||||||||||
Pharmaceuticals | $ | 2,287 | $ | 1,702 | $ | 4,135 | $ | 3,397 | ||||||||
Diagnostics | 1,716 | 1,704 | 3,408 | 3,393 | ||||||||||||
Corporate | 24 | 45 | 48 | 90 | ||||||||||||
$ | 4,027 | $ | 3,451 | $ | 7,591 | $ | 6,880 | |||||||||
Revenues: | ||||||||||||||||
United States | $ | 2,153 | $ | 5,203 | $ | 4,599 | $ | 21,052 | ||||||||
Chile | 7,852 | 8,482 | 15,136 | 16,223 | ||||||||||||
Spain | 5,666 | 5,153 | 11,815 | 9,477 | ||||||||||||
Israel | 6,307 | 3,995 | 10,853 | 6,567 | ||||||||||||
Mexico | 1,546 | 988 | 3,377 | 1,878 | ||||||||||||
Uruguay | 21 | — | 38 | — | ||||||||||||
$ | 23,545 | $ | 23,821 | $ | 45,818 | $ | 55,197 | |||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Assets: | ||||||||||||||||
Pharmaceuticals | $ | 1,059,635 | $ | 1,065,033 | ||||||||||||
Diagnostics | 110,454 | 116,944 | ||||||||||||||
Corporate | 156,993 | 209,539 | ||||||||||||||
$ | 1,327,082 | $ | 1,391,516 | |||||||||||||
Goodwill: | ||||||||||||||||
Pharmaceuticals | $ | 175,036 | $ | 175,408 | ||||||||||||
Diagnostics | 50,965 | 50,965 | ||||||||||||||
Corporate | — | — | ||||||||||||||
$ | 226,001 | $ | 226,373 | |||||||||||||
During the three and six months ended June 30, 2014, one customer represented 21% and 15% of our total revenue, respectively. During the three and six months ended June 30, 2013, no customer represented more than 10% of our total revenue. | ||||||||||||||||
As of June 30, 2014, no customer represented more than 10% of our accounts receivable balance. As of December 31, 2013, no customer represented more than 10% of our accounts receivable balance. |
Subsequent_Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2014 | |
Subsequent Events [Abstract] | ' |
SUBSEQUENT EVENTS | ' |
SUBSEQUENT EVENTS | |
We announced positive top-line results from the first pivotal phase 3 trial of Rayaldee. This trial is one of two identical randomized, double-blind, placebo-controlled, multi-site studies intended to establish the safety and efficacy of Rayaldee as a new treatment for secondary hyperparathyroidism (SHPT) in patients with stage 3 or 4 chronic kidney disease (CKD) and vitamin D insufficiency. Top-line data from the second, identical pivotal phase 3 trial are expected to be available in September 2014. Patients completing the two pivotal trials are being treated, at their election, for an additional six months with Rayaldee during an ongoing open-label extension study. A New Drug Application (NDA) submission to the U.S. FDA is on track for the end of 2014. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2014 | |
Accounting Policies [Abstract] | ' |
Basis of presentation | ' |
Basis of presentation. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and notes required by accounting principles generally accepted in the United States for complete financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) considered necessary to present fairly the Company’s results of operations, financial position and cash flows have been made. The results of operations and cash flows for the three and six months ended June 30, 2014, are not necessarily indicative of the results of operations and cash flows that may be reported for the remainder of 2014 or for future periods. The unaudited Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the Notes to Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2013. | |
Reclassifications of certain amounts | ' |
Reclassifications of certain amounts. During 2013 and the first quarter of 2014, we reported payments for contingent consideration and some deferred payments as cash outflows from operating activities. Amounts paid pertaining to the initial purchase accounting contingent liability have been classified as cash outflows from financing activities, reflecting such payments as financing is more accurate, thus, the change in accounting policy. Amounts paid in excess of the purchase accounting contingent liability have been classified as cash outflows from operating activities. We have adjusted the amounts previously reported in our Form 10-Q for the six months ended June 30, 2013 in conjunction with the filing of this Form10-Q and the six months ended June 30, 2014 by reducing cash outflows from operating activities and increasing cash outflows from financing activities by $6.4 million and $2.5 million for 2014 and 2013, respectively. | |
Principles of consolidation | ' |
Principles of consolidation. The accompanying unaudited Condensed Consolidated Financial Statements include the accounts of OPKO Health, Inc. and of our wholly-owned subsidiaries and variable interest entities (“VIEs”) in which we are deemed to be the primary beneficiary. All significant intercompany accounts and transactions are eliminated in consolidation. | |
Use of estimates | ' |
Use of estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
Cash and cash equivalents | ' |
Cash and cash equivalents. Cash and cash equivalents include short-term, interest-bearing instruments with original maturities of 90 days or less at the date of purchase. We also consider all highly liquid investments with original maturities at the date of purchase of 90 days or less as cash equivalents. These investments include money markets, bank deposits, certificates of deposit and U.S. treasury securities. | |
Inventories | ' |
Inventories. Inventories are valued at the lower of cost or market (net realizable value). Cost is determined by the first-in, first-out method. We consider such factors as the amount of inventory on hand, estimated time required to sell such inventories, remaining shelf-life, and current market conditions to determine whether inventories are stated at the lower of cost or market. | |
Goodwill and Intangible Assets | ' |
Goodwill and intangible assets. Goodwill represents the difference between the purchase price and the estimated fair value of the net assets acquired when accounted for by the purchase method of accounting and arose from our acquisitions of Pharma Genexx, S.A. (“OPKO Chile”), Pharmacos Exakta S.A. de C.V. (“Exakta-OPKO”), CURNA, Inc. (“CURNA”), Claros Diagnostics, Inc. (“OPKO Diagnostics”), FineTech Pharmaceuticals, Ltd. (“FineTech”), ALS Distribuidora Limitada (“ALS”), Farmadiet Group Holding, S.L. (“OPKO Spain”), Prost-Data, Inc. (“OPKO Lab”), Cytochroma Inc. (“OPKO Renal”), Silcon Comércio, Importacao E Exportacao de Produtos Farmaceuticos e Cosmeticos Ltda. (“OPKO Brazil”) and PROLOR Biotech, Inc. (“OPKO Biologics”). Goodwill, in-process research and development (“IPR&D”) and other intangible assets acquired in business combinations, licensing and other transactions at June 30, 2014 and December 31, 2013 were $1.1 billion and $1.1 billion, respectively. | |
Assets acquired and liabilities assumed in business combinations, licensing and other transactions are recognized at the date of acquisition at their respective fair values. Any excess of the purchase price over the estimated fair values of the net assets acquired is recognized as goodwill. We determined the fair value of intangible assets, including IPR&D, using the “income method.” | |
Goodwill is tested at least annually for impairment, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable, by assessing qualitative factors or performing a quantitative analysis in determining whether it is more likely than not that its fair value exceeds the carrying value. | |
We amortize intangible assets with definite lives on a straight-line basis over their estimated useful lives, ranging from 3 to 10 years, and review for impairment at least annually, or when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. We use the straight-line method of amortization as there is no reliably determinable pattern in which the economic benefits of our intangible assets are consumed or otherwise used up. | |
Fair value measurements | ' |
Fair value measurements. The carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate their fair value due to the short-term maturities of these instruments. Investments that are considered available for sale as of June 30, 2014 are carried at fair value. | |
Short-term investments, which we invest in from time to time, include bank deposits, corporate notes, U.S. treasury securities and U.S. government agency securities with original maturities of greater than 90 days and remaining maturities of less than one year. Long-term investments include corporate notes, U.S. treasury securities and U.S. government agency securities with maturities greater than one year. | |
In evaluating the fair value information, considerable judgment is required to interpret the market data used to develop the estimates. The use of different market assumptions and/or different valuation techniques may have a material effect on the estimated fair value amounts. Accordingly, the estimates of fair value presented herein may not be indicative of the amounts that could be realized in a current market exchange. | |
Contingent consideration | ' |
Contingent consideration. Each period we revalue the contingent consideration obligations associated with certain acquisitions to their fair value and record increases in the fair value as contingent consideration expense and decreases in the fair value as contingent consideration income. Changes in contingent consideration result from changes in the assumptions regarding probabilities of successful achievement of related milestones, the estimated timing in which the milestones are achieved and the discount rate used to estimate the fair value of the liability. Contingent consideration may change significantly as our development programs progress, revenue estimates evolve and additional data is obtained, impacting our assumptions. The assumptions used in estimating fair value require significant judgment. The use of different assumptions and judgments could result in a materially different estimate of fair value which may have a material impact on our results from operations and financial position. | |
Derivative financial instruments | ' |
Derivative financial instruments. We record derivative financial instruments on our Condensed Consolidated Balance Sheet at their fair value and recognize the changes in the fair value in our Condensed Consolidated Statement of Operations, when they occur, the only exception being derivatives that qualify as hedges. For the derivative instrument to qualify as a hedge, we are required to meet strict hedge effectiveness and contemporaneous documentation requirements at the initiation of the hedge and assess the hedge effectiveness on an ongoing basis over the life of the hedge. At June 30, 2014 and December 31, 2013, our forward contracts for inventory purchases did not meet the documentation requirements to be designated as hedges. Accordingly, we recognize all changes in the fair values of our derivatives instruments, net, in our Condensed Consolidated Statement of Operations. | |
Revenue recognition | ' |
Revenue recognition. Generally, we recognize revenue from product sales when goods are shipped and title and risk of loss transfer to our customers. Our estimates for sales returns and allowances are based upon the historical patterns of product returns and allowances taken, matched against the sales from which they originated, and management’s evaluation of specific factors that may increase or decrease the risk of product returns. | |
Revenue for laboratory services is recognized on the accrual basis at the time test results are reported, which approximates when services are provided. Services are provided to certain patients covered by various third-party payer programs including various managed care organizations, as well as the Medicare and Medicaid programs. Billings for services under third-party payer programs are included in sales net of allowances for contractual discounts and allowances for differences between the amounts billed and estimated program payment amounts. Adjustments to the estimated payment amounts based on final settlement with the programs are recorded upon settlement as an adjustment to revenue. For the three and six months ended June 30, 2014, revenue from services also includes $0.1 million and $0.1 million, respectively, of revenue related to our consulting agreement with Neovasc and to revenue related to molecular diagnostics collaboration agreements. For the three and six months ended June 30, 2013, revenue from services also includes $0.2 million and $0.4 million, respectively, of revenue related to our consulting agreement with Neovasc and to revenue related to molecular diagnostics collaboration agreements. We recognize this revenue on a straight-line basis over the contractual term of the agreements. | |
Revenue from transfer of intellectual property includes revenue related to the sale, license or transfer of intellectual property such as upfront license payments, license fees and milestone payments received through our license, collaboration and commercialization agreements. We analyze our multiple-element arrangements to determine whether the elements can be separated and accounted for individually as separate units of accounting. | |
Non-refundable license fees for the out-license of our technology are recognized depending on the provisions of each agreement. We recognize non-refundable upfront license payments as revenue upon receipt if the license has standalone value and the fair value of our undelivered obligations, if any, can be determined. If the license is considered to have standalone value but the fair value of any of the undelivered items cannot be determined, the license payments are recognized as revenue over the period of our performance for such undelivered items or services. License fees with ongoing involvement or performance obligations are recorded as deferred revenue, included in Accrued expenses or Other long-term liabilities, when received and generally are recognized ratably over the period of such performance obligation only after both the license period has commenced and we have delivered the technology. | |
The assessment of our obligations and related performance periods requires significant management judgment. If an agreement contains research and development obligations, the relevant time period for the research and development phase is based on management estimates and could vary depending on the outcome of clinical trials and the regulatory approval process. Such changes could materially impact the revenue recognized, and as a result, management reviews the estimates related to the relevant time period of research and development on a quarterly basis. For the six months ended June 30, 2014, we recorded $0.5 million of revenue from the transfer of intellectual property. Refer to Note 5. | |
Revenue from milestone payments related to arrangements under which we have continuing performance obligations are recognized as Revenue from transfer of intellectual property upon achievement of the milestone only if all of the following conditions are met: the milestone payments are non-refundable; there was substantive uncertainty at the date of entering into the arrangement that the milestone would be achieved; the milestone is commensurate with either the vendor’s performance to achieve the milestone or the enhancement of the value of the delivered item by the vendor; the milestone relates solely to past performance; and the amount of the milestone is reasonable in relation to the effort expended or the risk associated with the achievement of the milestone. If any of these conditions are not met, the milestone payments are not considered to be substantive and are, therefore, deferred and recognized as Revenue from transfer of intellectual property over the term of the arrangement as we complete our performance obligations. | |
Allowance for doubtful accounts | ' |
Allowance for doubtful accounts. We analyze accounts receivable and historical bad debt levels, customer credit worthiness and current economic trends when evaluating the adequacy of the allowance for doubtful accounts using the specific identification method. Our reported net loss is directly affected by our estimate of the collectability of accounts receivable. | |
Equity-based compensation | ' |
Equity-based compensation. We measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. That cost is recognized in the Condensed Consolidated Statement of Operations over the period during which an employee is required to provide service in exchange for the award. We record excess tax benefits, realized from the exercise of stock options as a financing cash inflow rather than as a reduction of taxes paid in cash flow from operations. Equity-based compensation arrangements to non-employees are recorded at their fair value on the measurement date. The measurement of equity-based compensation is subject to periodic adjustment as the underlying equity instruments vest. | |
Research and development expenses | ' |
Research and development expenses. Research and development expenses include external and internal expenses, partially offset by third-party grants and fundings arising from collaboration agreements. External expenses include clinical and non-clinical activities performed by contract research organizations, lab services, purchases of drug and diagnostic product materials and manufacturing development costs. Research and development employee-related expenses include salaries, benefits and stock-based compensation expense. Other unallocated internal research and development expenses are incurred to support overall research and development activities and include expenses related to general overhead and facilities. We expense these costs in the period in which they are incurred. We estimate our liabilities for research and development expenses in order to match the recognition of expenses to the period in which the actual services are received. As such, accrued liabilities related to third party research and development activities are recognized based upon our estimate of services received and degree of completion of the services in accordance with the specific third party contract. | |
Segment reporting | ' |
Segment reporting. Our chief operating decision-maker (“CODM”) is comprised of our executive management with the oversight of our Board of Directors. Our CODM reviews our operating results and operating plans and makes resource allocation decisions on a Company-wide or aggregate basis. We currently manage our operations in two reportable segments, pharmaceuticals and diagnostics. The pharmaceutical segment consists of two operating segments, our (i) pharmaceutical research and development segment which is focused on the research and development of pharmaceutical products, and vaccines, and (ii) the pharmaceutical operations we acquired in Chile, Mexico, Israel, Spain, Uruguay and Brazil. The diagnostics segment consists of two operating segments, our (i) pathology operations we acquired through the acquisition of OPKO Lab and (ii) point-of-care and molecular diagnostics operations. There are no inter-segment sales. We evaluate the performance of each segment based on operating profit or loss. There is no inter-segment allocation of interest expense and income taxes. | |
Variable interest entities | ' |
Variable interest entities. The consolidation of variable interest entities (“VIE”) is required when an enterprise has a controlling financial interest. A controlling financial interest in a VIE will have both of the following characteristics: (a) the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and (b) the obligation to absorb losses of the VIE that could potentially be significant to the VIE. | |
Investments | ' |
Investments. We have made strategic investments in development stage and emerging companies. We record these investments as equity method investments or investments available for sale based on our percentage of ownership and whether we have significant influence over the operations of the investees. For investments classified under the equity method of accounting, we record our proportionate share of their losses in Losses from investments in investees in our Condensed Consolidated Statement of Operations. Refer to Note 5. For investments classified as available for sale, we record changes in their fair value as unrealized gain or loss in Other comprehensive loss based on their closing price per share at the end of each reporting period. | |
Recent accounting pronouncements | ' |
Recent accounting pronouncements. In July 2013, the FASB issued an Accounting Standards Update (“ASU”), ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists. ASU 2013-11 is intended to eliminate inconsistent practices regarding the presentation of an unrecognized tax benefit when a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is available to reduce the taxable income or tax payable that would result from the disallowance of a tax position. ASU 2013-11 is effective for our fiscal year beginning January 1, 2014 and subsequent interim periods. The adoption of ASU 2013-11 does not have a material effect on our Condensed Consolidated Financial Statements. |
Composition_of_Certain_Financi1
Composition of Certain Financial Statement Captions (Tables) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Compositions of Certain Financial Statement Captions [Abstract] | ' | |||||||||||||||
Composition of certain financial statement captions | ' | |||||||||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Accounts receivable, net | ||||||||||||||||
Accounts receivable | $ | 24,660 | $ | 21,652 | ||||||||||||
Less: allowance for doubtful accounts | (1,547 | ) | (1,885 | ) | ||||||||||||
$ | 23,113 | $ | 19,767 | |||||||||||||
Inventories, net | ||||||||||||||||
Finished products | $ | 12,455 | $ | 13,374 | ||||||||||||
Work in-process | 1,510 | 1,350 | ||||||||||||||
Raw materials | 4,948 | 4,132 | ||||||||||||||
Less: inventory reserve | (579 | ) | (777 | ) | ||||||||||||
$ | 18,334 | $ | 18,079 | |||||||||||||
Prepaid expenses and other current assets | ||||||||||||||||
Prepaid supplies | $ | 1,910 | $ | 945 | ||||||||||||
Prepaid insurance | 1,113 | 892 | ||||||||||||||
Pharmsynthez notes receivable | — | 6,151 | ||||||||||||||
Other receivables | 619 | 1,985 | ||||||||||||||
Taxes recoverable | 1,298 | 3,458 | ||||||||||||||
Other | 2,613 | 5,653 | ||||||||||||||
$ | 7,553 | $ | 19,084 | |||||||||||||
Intangible assets, net: | ||||||||||||||||
Technologies | $ | 53,012 | $ | 51,660 | ||||||||||||
Customer relationships | 22,511 | 22,725 | ||||||||||||||
Product registrations | 9,687 | 9,692 | ||||||||||||||
Tradenames | 3,615 | 3,669 | ||||||||||||||
Covenants not to compete | 8,669 | 8,671 | ||||||||||||||
Other | 1,190 | 2,519 | ||||||||||||||
Less: accumulated amortization | (29,625 | ) | (24,403 | ) | ||||||||||||
$ | 69,059 | $ | 74,533 | |||||||||||||
Accrued expenses: | ||||||||||||||||
Taxes payable | $ | 406 | $ | 702 | ||||||||||||
Deferred revenue | 6,393 | 7,639 | ||||||||||||||
Clinical trials | 2,616 | 3,342 | ||||||||||||||
Professional fees | 1,320 | 402 | ||||||||||||||
Employee benefits | 5,405 | 4,399 | ||||||||||||||
Deferred acquisition payments, net of discount | — | 5,465 | ||||||||||||||
Contingent consideration | 24,618 | 28,047 | ||||||||||||||
Other | 14,206 | 15,878 | ||||||||||||||
$ | 54,964 | $ | 65,874 | |||||||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Other long-term liabilities: | ||||||||||||||||
Contingent consideration – OPKO Renal | $ | 37,141 | $ | 34,401 | ||||||||||||
Contingent consideration – OPKO Spain | 299 | 504 | ||||||||||||||
Contingent consideration – OPKO Diagnostics | 10,642 | 8,340 | ||||||||||||||
Contingent consideration – CURNA | 214 | 316 | ||||||||||||||
Mortgages and other debts payable | 2,948 | 3,270 | ||||||||||||||
Deferred tax liabilities | 165,226 | 166,435 | ||||||||||||||
Other, including deferred revenue | 2,020 | 1,509 | ||||||||||||||
$ | 218,490 | $ | 214,775 | |||||||||||||
Schedule of goodwill | ' | |||||||||||||||
The following table summarizes the changes in Goodwill during the six months ended June 30, 2014. | ||||||||||||||||
2014 | ||||||||||||||||
(In thousands) | Balance at January 1 | Acquisitions | Foreign exchange, other | Balance at June 30 | ||||||||||||
Pharmaceuticals | ||||||||||||||||
CURNA | $ | 4,827 | $ | — | $ | — | $ | 4,827 | ||||||||
Exakta-OPKO | 113 | — | — | 113 | ||||||||||||
OPKO Chile | 6,102 | — | (310 | ) | 5,792 | |||||||||||
OPKO Spain | 9,075 | — | (79 | ) | 8,996 | |||||||||||
FineTech | 11,698 | — | — | 11,698 | ||||||||||||
SciVac | 1,740 | — | 17 | 1,757 | ||||||||||||
OPKO Renal | 2,069 | — | — | 2,069 | ||||||||||||
OPKO Biologics | 139,784 | — | — | 139,784 | ||||||||||||
Diagnostics | ||||||||||||||||
Claros | 17,977 | — | — | 17,977 | ||||||||||||
OPKO Lab | 32,988 | — | — | 32,988 | ||||||||||||
$ | 226,373 | $ | — | $ | (372 | ) | $ | 226,001 | ||||||||
Acquisitions_Investments_and_L1
Acquisitions, Investments, and Licenses (Tables) | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||||||
Pro forma disclosure for acquisitions | ' | |||||||||||||||||||
The following table includes the pro forma results for the three and six months ended June 30, 2014 of the combined companies as though the acquisition of OPKO Biologics and OPKO Renal had been completed as of the beginning of the period presented. | ||||||||||||||||||||
For the three months ended June 30, | For the six months ended June 30, | |||||||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||
Revenues | 23,545 | 23,821 | 45,818 | 55,197 | ||||||||||||||||
Net loss | -26,077 | -14,238 | -71,163 | -51,809 | ||||||||||||||||
Net loss attributable to common shareholders | -25,480 | -13,279 | -70,026 | -50,303 | ||||||||||||||||
Basic and diluted loss per share | ($0.06) | ($0.03) | ($0.17) | ($0.13) | ||||||||||||||||
Maximum exposure of unconsolidated investments | ' | |||||||||||||||||||
The following table reflects our maximum exposure, accounting method, ownership interest and underlying equity in net assets of each of our unconsolidated investments as of June 30, 2014: | ||||||||||||||||||||
(Dollars in thousands, except per share prices) | Year | Accounting method | Ownership at | Investment | Underlying equity in net assets | Closing share price | ||||||||||||||
Investee name | invested | 30-Jun-14 | at June 30, 2014 | |||||||||||||||||
for investments | ||||||||||||||||||||
available for sale | ||||||||||||||||||||
Neovasc | 2011 | Equity method | 6 | % | 3,798 | 1,454 | ||||||||||||||
Senesco | 2014 | Equity method | 4 | % | 750 | 366 | ||||||||||||||
RXi | 2013 | Equity method | 15 | % | 15,000 | 1,918 | ||||||||||||||
Pharmsynthez | 2013 | Equity method | 17 | % | 11,300 | 6,405 | ||||||||||||||
Zebra | 2013 | VIE, equity method | 19 | % | 2,000 | 840 | ||||||||||||||
Cocrystal | 2009 | Equity method | 16 | % | 5,476 | 993 | ||||||||||||||
Neovasc options | 2011 | Investment available for sale | N/A | 925 | $ | 6.25 | ||||||||||||||
ChromaDex | 2012 | Investment available for sale | 1 | % | 1,320 | $ | 1.3 | |||||||||||||
ARNO | 2013 | Investment available for sale | 5 | % | 2,000 | $ | 1.78 | |||||||||||||
Cocrystal 10 yr warrants | 2014 | Investment available for sale | N/A | 500 | ||||||||||||||||
Senesco warrants | 2014 | Investment available for sale | N/A | 228 | ||||||||||||||||
Plus unrealized gains on investments, options and warrants, net | 8,827 | |||||||||||||||||||
Less accumulated losses in investees | (18,696 | ) | ||||||||||||||||||
Total carrying value of equity method investees and investments, available for sale | $ | 33,428 | ||||||||||||||||||
Cytochroma and PROLOR | ' | |||||||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||||||
Estimated fair value of the net assets acquired and liabilities assumed in the acquisition of at the date of acquisition | ' | |||||||||||||||||||
The following table summarizes the purchase price allocation and the fair value of the net assets acquired and liabilities assumed in the acquisitions of OPKO Renal and OPKO Biologics at the dates of acquisition. The purchase price allocation for OPKO Biologics is subject to change while contingencies that existed on the acquisition date are resolved: | ||||||||||||||||||||
(In thousands) | OPKO Renal | OPKO Biologics | ||||||||||||||||||
Current assets (1) | $ | 1,224 | $ | 21,500 | ||||||||||||||||
Intangible assets: | ||||||||||||||||||||
In-process research and development | 191,530 | 590,200 | ||||||||||||||||||
Patents | 210 | — | ||||||||||||||||||
Total intangible assets | 191,740 | 590,200 | ||||||||||||||||||
Goodwill | 2,411 | 139,784 | ||||||||||||||||||
Property, plant and equipment | 306 | 1,057 | ||||||||||||||||||
Other assets | — | 371 | ||||||||||||||||||
Accounts payable and accrued expenses | (1,069 | ) | (9,866 | ) | ||||||||||||||||
Deferred tax liability | — | (156,403 | ) | |||||||||||||||||
Total purchase price | $ | 194,612 | $ | 586,643 | ||||||||||||||||
(1)Current assets include cash of $0.4 million and $20.5 million related to the OPKO Renal and OPKO Biologics acquisitions, respectively. | ||||||||||||||||||||
SciVac | ' | |||||||||||||||||||
Business Acquisition [Line Items] | ' | |||||||||||||||||||
Summary of consolidated assets and non-recourse liabilities related to SciVac | ' | |||||||||||||||||||
The following table represents the consolidated assets and non-recourse liabilities related to SciVac as of June 30, 2014 and December 31, 2013. These assets are owned by, and these liabilities are obligations of, SciVac, not us. | ||||||||||||||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
Assets | ||||||||||||||||||||
Current assets: | ||||||||||||||||||||
Cash and cash equivalents | $ | 433 | $ | 2 | ||||||||||||||||
Accounts receivable, net | 516 | 283 | ||||||||||||||||||
Inventories, net | 1,700 | 1,696 | ||||||||||||||||||
Prepaid expenses and other current assets | 529 | 218 | ||||||||||||||||||
Total current assets | 3,178 | 2,199 | ||||||||||||||||||
Property, plant and equipment, net | 1,412 | 1,374 | ||||||||||||||||||
Intangible assets, net | 1,055 | 1,111 | ||||||||||||||||||
Goodwill | 1,757 | 1,821 | ||||||||||||||||||
Other assets | 263 | 261 | ||||||||||||||||||
Total assets | $ | 7,665 | 6,766 | |||||||||||||||||
Liabilities | ||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||
Accounts payable | $ | 1,007 | $ | 1,136 | ||||||||||||||||
Accrued expenses | 8,298 | 6,498 | ||||||||||||||||||
Notes payable | 3,903 | 1,537 | ||||||||||||||||||
Total current liabilities | 13,208 | 9,171 | ||||||||||||||||||
Other long-term liabilities | 261 | 1,240 | ||||||||||||||||||
Total liabilities | $ | 13,469 | $ | 10,411 | ||||||||||||||||
Debt_Tables
Debt (Tables) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Debt Instrument [Line Items] | ' | |||||||||||||||
Schedule of principal amounts, unamortized discount and net carrying amounts | ' | |||||||||||||||
The following table sets forth information related to the 2033 Senior Notes which is included our Condensed Consolidated Balance Sheets: | ||||||||||||||||
(In thousands) | Embedded conversion option | 2033 Senior Notes | Discount | Total | ||||||||||||
Balance at December 31, 2013 | $ | 101,087 | $ | 158,064 | $ | (47,239 | ) | $ | 211,912 | |||||||
Amortization of debt discount | — | — | 3,557 | 3,557 | ||||||||||||
Change in fair value of embedded derivative | (770 | ) | — | — | (770 | ) | ||||||||||
Conversion | (47,353 | ) | (70,422 | ) | 19,441 | (98,334 | ) | |||||||||
Balance at June 30, 2014 | $ | 52,964 | $ | 87,642 | $ | (24,241 | ) | $ | 116,365 | |||||||
Summary of lines of credit | ' | |||||||||||||||
The following table summarizes the amounts outstanding under the Chilean and Spanish lines of credit: | ||||||||||||||||
(Dollars in thousands) | Balance Outstanding | |||||||||||||||
Lender | Interest rate on | Credit line | June 30, | December 31, | ||||||||||||
borrowings at June 30, 2014 | capacity | 2014 | 2013 | |||||||||||||
Itau Bank | 5.00% | $1,800 | $1,476 | $1,999 | ||||||||||||
Bank of Chile | 6.40% | 2,250 | 1,195 | 2,079 | ||||||||||||
BICE Bank | 5.00% | 1,700 | 1,868 | 516 | ||||||||||||
Corp Banca | —% | — | — | -47 | ||||||||||||
BBVA Bank | 5.00% | 2,000 | 1,403 | 523 | ||||||||||||
Penta Bank | 8.20% | 1,200 | 1,096 | 946 | ||||||||||||
Security Bank | 7.26% | 1,300 | 797 | 1,075 | ||||||||||||
BCI | —% | — | — | 198 | ||||||||||||
Estado Bank | 5.44% | 2,800 | 1,709 | 1,772 | ||||||||||||
Sabadell Bank | 4.50% | 205 | — | — | ||||||||||||
Bilbao Vizcaya Bank | 4.72% | 341 | — | — | ||||||||||||
Banco Popular | 6.09% | 273 | — | — | ||||||||||||
Deutsche Bank | 4.00% | 204 | — | — | ||||||||||||
Santander Bank | 4.09% | 273 | — | — | ||||||||||||
Total | $14,346 | $9,544 | $9,061 | |||||||||||||
Farmadiet Acquisition | ' | |||||||||||||||
Debt Instrument [Line Items] | ' | |||||||||||||||
Schedule of principal amounts, unamortized discount and net carrying amounts | ' | |||||||||||||||
At June 30, 2014 and December 31, 2013, we had mortgage notes and other debt related to OPKO Spain as follows: | ||||||||||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Current portion of notes payable | $ | 950 | $ | 1,964 | ||||||||||||
Other long-term liabilities | 2,948 | 3,270 | ||||||||||||||
Total mortgage notes and other debt | $ | 3,898 | $ | 5,234 | ||||||||||||
Notes | ' | |||||||||||||||
Debt Instrument [Line Items] | ' | |||||||||||||||
Inputs to lattice model used to value the embedded derivative | ' | |||||||||||||||
The following table sets forth the inputs to the lattice model used to value the embedded derivative: | ||||||||||||||||
June 30, 2014 | ||||||||||||||||
Stock price | $8.84 | |||||||||||||||
Conversion Rate | 141.4827 | |||||||||||||||
Conversion Price | $7.07 | |||||||||||||||
Maturity date | February 1, 2033 | |||||||||||||||
Risk-free interest rate | 1.47% | |||||||||||||||
Estimated stock volatility | 42% | |||||||||||||||
Estimated credit spread | 717 basis points | |||||||||||||||
Fair value of notes with and without the embedded derivatives and fair value of embedded derivatives | ' | |||||||||||||||
The following table sets forth the fair value of the 2033 Senior Notes with and without the embedded derivatives, and the fair value of the embedded derivatives at June 30, 2014. At June 30, 2014 the principal amount of the 2033 Senior Notes was $87.6 million: | ||||||||||||||||
(In thousands) | June 30, 2014 | |||||||||||||||
Fair value of 2033 Senior Notes: | ||||||||||||||||
With the embedded derivatives | $ | 122,723 | ||||||||||||||
Without the embedded derivatives | $ | 69,759 | ||||||||||||||
Estimated fair value of the embedded derivatives | $ | 52,964 | ||||||||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income (Tables) | 6 Months Ended | |||||||||||
Jun. 30, 2014 | ||||||||||||
Equity [Abstract] | ' | |||||||||||
Changes in accumulated other comprehensive income net of tax | ' | |||||||||||
For the six months ended June 30, 2014, changes in Accumulated other comprehensive income, net of tax, were as follows: | ||||||||||||
(In thousands) | Foreign | Unrealized | Total | |||||||||
currency | gains in | |||||||||||
Accumulated | ||||||||||||
OCI | ||||||||||||
Balance at December 31, 2013 | $ | 1,371 | $ | 2,047 | $ | 3,418 | ||||||
Other comprehensive income before reclassifications, net of tax (1) | (1,613 | ) | (948 | ) | (2,561 | ) | ||||||
Amounts reclassified from accumulated other comprehensive income, net of tax (1) | — | (553 | ) | (553 | ) | |||||||
Net other comprehensive income | (1,613 | ) | (1,501 | ) | (3,114 | ) | ||||||
Balance at June 30, 2014 | $ | (242 | ) | $ | 546 | $ | 304 | |||||
-1 | Effective tax rate of 38.47%. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||||||
Summary of investments classified as available for sale, and carried at fair value | ' | |||||||||||||||||||
A summary of our investments as of June 30, 2014, classified as available for sale and carried at fair value, is as follows: | ||||||||||||||||||||
As of June 30, 2014 | ||||||||||||||||||||
(In thousands) | Amortized | Gross | Gross | Gain/(Loss) | Fair | |||||||||||||||
Cost | unrealized | unrealized | in | value | ||||||||||||||||
gains in | losses in | Accumulated | ||||||||||||||||||
Accumulated | Accumulated | Deficit | ||||||||||||||||||
OCI | OCI | |||||||||||||||||||
Common stock investments, available for sale | $ | 3,320 | $ | 1,100 | $ | (517 | ) | $ | — | $ | 3,903 | |||||||||
Common stock options/warrants | 1,425 | 1,575 | — | 2,980 | 5,980 | |||||||||||||||
Total assets | $ | 4,745 | $ | 2,675 | $ | (517 | ) | $ | 2,980 | $ | 9,883 | |||||||||
A summary of our investments as of December 31, 2013, classified as available for sale and carried at fair value is as follows: | ||||||||||||||||||||
As of December 31, 2013 | ||||||||||||||||||||
(In thousands) | Amortized | Gross | Gross | Gain/(Loss) | Fair | |||||||||||||||
Cost | unrealized | unrealized | in | value | ||||||||||||||||
gains in | losses in | Accumulated | ||||||||||||||||||
Accumulated | Accumulated | Deficit | ||||||||||||||||||
OCI | OCI | |||||||||||||||||||
Common stock investments, available for sale | $ | 3,376 | $ | 2,698 | $ | — | $ | — | $ | 6,074 | ||||||||||
Common stock options/warrants | 925 | 1,041 | — | 4,022 | 5,988 | |||||||||||||||
Total assets | $ | 4,301 | $ | 3,739 | $ | — | $ | 4,022 | $ | 12,062 | ||||||||||
Financial assets and liabilities measured at fair value on a recurring basis | ' | |||||||||||||||||||
Our financial assets and liabilities measured at fair value on a recurring basis are as follows: | ||||||||||||||||||||
Fair value measurements as of June 30, 2014 | ||||||||||||||||||||
(In thousands) | Quoted | Significant | Significant | Total | ||||||||||||||||
prices in | other | unobservable | ||||||||||||||||||
active | observable | inputs | ||||||||||||||||||
markets for | inputs | (Level 3) | ||||||||||||||||||
identical | (Level 2) | |||||||||||||||||||
assets | ||||||||||||||||||||
(Level 1) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Money market funds | $ | 112,546 | $ | — | $ | — | $ | 112,546 | ||||||||||||
Certificates of deposit | — | 827 | — | 827 | ||||||||||||||||
Common stock investments, available for sale | 3,903 | — | — | 3,903 | ||||||||||||||||
Common stock options/warrants | — | 5,980 | — | 5,980 | ||||||||||||||||
Total assets | $ | 116,449 | $ | 6,807 | $ | — | $ | 123,256 | ||||||||||||
Liabilities: | ||||||||||||||||||||
Embedded conversion option | $ | — | $ | — | $ | 52,964 | $ | 52,964 | ||||||||||||
Forward Contracts | — | 55 | — | 55 | ||||||||||||||||
Deferred acquisition payments, net of discount | — | — | — | — | ||||||||||||||||
Contingent consideration: | ||||||||||||||||||||
CURNA | — | — | 598 | 598 | ||||||||||||||||
OPKO Diagnostics | — | — | 14,174 | 14,174 | ||||||||||||||||
OPKO Renal | — | — | 56,470 | 56,470 | ||||||||||||||||
OPKO Spain | — | — | 1,672 | 1,672 | ||||||||||||||||
Total liabilities | $ | — | $ | 55 | $ | 125,878 | $ | 125,933 | ||||||||||||
Fair value measurements as of December 31, 2013 | ||||||||||||||||||||
(In thousands) | Quoted | Significant | Significant | Total | ||||||||||||||||
prices in | other | unobservable | ||||||||||||||||||
active | observable | inputs | ||||||||||||||||||
markets for | inputs | (Level 3) | ||||||||||||||||||
identical | (Level 2) | |||||||||||||||||||
assets | ||||||||||||||||||||
(Level 1) | ||||||||||||||||||||
Assets: | ||||||||||||||||||||
Money market funds | $ | 168,418 | $ | — | $ | — | $ | 168,418 | ||||||||||||
Certificates of deposit | — | 827 | — | 827 | ||||||||||||||||
Pharmsynthez Notes Receivable & Purchase Option | — | 6,151 | — | 6,151 | ||||||||||||||||
Common stock investments, available for sale | 6,074 | — | — | 6,074 | ||||||||||||||||
Common stock options/warrants | — | 5,988 | — | 5,988 | ||||||||||||||||
Forward contracts | — | 49 | — | 49 | ||||||||||||||||
Total assets | $ | 174,492 | $ | 13,015 | $ | — | $ | 187,507 | ||||||||||||
Liabilities: | ||||||||||||||||||||
Embedded conversion option | — | — | 101,087 | 101,087 | ||||||||||||||||
Deferred acquisition payments, net of discount | — | — | 5,465 | 5,465 | ||||||||||||||||
Contingent consideration: | ||||||||||||||||||||
CURNA | — | — | 573 | 573 | ||||||||||||||||
OPKO Diagnostics | — | — | 13,776 | 13,776 | ||||||||||||||||
FineTech | — | — | 3,124 | 3,124 | ||||||||||||||||
OPKO Renal | — | — | 53,092 | 53,092 | ||||||||||||||||
OPKO Spain | — | — | 1,043 | 1,043 | ||||||||||||||||
Total liabilities | $ | — | $ | — | $ | 178,160 | $ | 178,160 | ||||||||||||
The carrying amount and estimated fair value of our long-term debt | ' | |||||||||||||||||||
June 30, 2014 | ||||||||||||||||||||
(In thousands) | Carrying | Total | Level 1 | Level 2 | Level 3 | |||||||||||||||
Value | Fair Value | |||||||||||||||||||
2033 Senior Notes | $ | 63,401 | $ | 69,759 | $ | — | $ | — | $ | 69,759 | ||||||||||
Reconcile the beginning and ending balances of Level 3 assets and liabilities | ' | |||||||||||||||||||
The following tables reconcile the beginning and ending balances of our Level 3 assets and liabilities as of June 30, 2014: | ||||||||||||||||||||
30-Jun-14 | ||||||||||||||||||||
(In thousands) | Contingent | Deferred | Embedded | |||||||||||||||||
consideration | acquisition | conversion | ||||||||||||||||||
payments, net | option | |||||||||||||||||||
of discount | ||||||||||||||||||||
Balance at December 31, 2013 | $ | 71,620 | $ | 5,484 | $ | 101,087 | ||||||||||||||
Additions | — | — | — | |||||||||||||||||
Total losses (gains) for the period: | ||||||||||||||||||||
Included in results of operations | 4,486 | (754 | ) | (770 | ) | |||||||||||||||
Payments | (3,192 | ) | (4,730 | ) | — | |||||||||||||||
Conversion | — | — | (47,353 | ) | ||||||||||||||||
Balance at June 30, 2014 | $ | 72,914 | $ | — | $ | 52,964 | ||||||||||||||
Derivative_Contracts_Tables
Derivative Contracts (Tables) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | |||||||||||||||
Summary of fair values and derivative financial instrument | ' | |||||||||||||||
The following table summarizes the fair values and the presentation of our derivative financial instruments in the Condensed Consolidated Balance Sheets: | ||||||||||||||||
(In thousands) | Balance Sheet Component | June 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||||
Derivative financial instruments: | ||||||||||||||||
Pharmsynthez Note Receivable and Purchase Option | Prepaid expenses and other current assets | $ | — | $ | 6,151 | |||||||||||
Common stock options/warrants | Investments, net | $ | 5,980 | $ | 5,988 | |||||||||||
Embedded conversion option | 2033 Senior Notes, net of discount and estimated fair value of embedded derivatives | $ | 52,964 | $ | 101,087 | |||||||||||
Forward contracts (1) | Current portion of lines of credit and notes payable | $ | 3,624 | $ | 1,585 | |||||||||||
(1) | The loss on forward contracts is recorded in Accrued expenses. The gain on the forward contracts is recorded in Prepaid expenses and other current assets. | |||||||||||||||
Summary of loss (gain) recorded in Fair value changes of derivative financial instruments | ' | |||||||||||||||
The following table summarizes the (losses) and gains recorded during the three and six months ended June 30, 2014 and 2013: | ||||||||||||||||
Three months ended June 30, | Six months ended June 30, | |||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||||
Derivative gain (loss): | ||||||||||||||||
Common stock options/warrants | (860 | ) | 2,584 | $ | (263 | ) | $ | 3,844 | ||||||||
2033 Senior Notes | 11,882 | 9,913 | 770 | (14,875 | ) | |||||||||||
Forward contracts | (55 | ) | 154 | (55 | ) | 133 | ||||||||||
Total | $ | 10,967 | $ | 12,651 | $ | 452 | $ | (10,898 | ) | |||||||
Outstanding contracts recorded at fair value and their maturity details | ' | |||||||||||||||
The outstanding forward contracts at June 30, 2014 and December 31, 2013, have been recorded at fair value, and their maturity details are as follows: | ||||||||||||||||
(In thousands) | Contract value | Fair value at | Effect on income (loss) | |||||||||||||
Days until maturity | June 30, 2014 | |||||||||||||||
0 to 30 | $ | 1,157 | $ | 1,146 | $ | (11 | ) | |||||||||
31 to 60 | 966 | 951 | (15 | ) | ||||||||||||
61 to 90 | 623 | 612 | (11 | ) | ||||||||||||
91 to 120 | 831 | 815 | (16 | ) | ||||||||||||
121 to 180 | 102 | 100 | (2 | ) | ||||||||||||
Total | $ | 3,679 | $ | 3,624 | $ | (55 | ) | |||||||||
(In thousands) | Contract value | Fair value at | Effect on income (loss) | |||||||||||||
Days until maturity | December 31, 2013 | |||||||||||||||
0 to 30 | $ | 472 | $ | 489 | $ | 17 | ||||||||||
31 to 60 | 562 | 579 | 18 | |||||||||||||
61 to 90 | 503 | 517 | 14 | |||||||||||||
91 to 120 | — | — | — | |||||||||||||
121 to 180 | — | — | — | |||||||||||||
More than 180 | — | — | — | |||||||||||||
Total | $ | 1,537 | $ | 1,585 | $ | 49 | ||||||||||
Segments_Tables
Segments (Tables) | 6 Months Ended | |||||||||||||||
Jun. 30, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ' | |||||||||||||||
Information regarding our geographic activities | ' | |||||||||||||||
Information regarding our operations and assets for our operating segments and the unallocated corporate operations as well as geographic information are as follows: | ||||||||||||||||
For the three months ended June 30, | For the six months ended June 30, | |||||||||||||||
(In thousands) | 2014 | 2013 | 2014 | 2013 | ||||||||||||
Product revenues: | ||||||||||||||||
Pharmaceuticals | $ | 21,392 | $ | 18,618 | $ | 41,219 | $ | 34,145 | ||||||||
Diagnostics | — | — | — | — | ||||||||||||
Corporate | — | — | — | — | ||||||||||||
$ | 21,392 | $ | 18,618 | $ | 41,219 | $ | 34,145 | |||||||||
Revenue from services: | ||||||||||||||||
Pharmaceuticals | $ | — | $ | — | $ | — | $ | — | ||||||||
Diagnostics | 2,093 | 3,108 | 4,003 | 6,160 | ||||||||||||
Corporate | 60 | 80 | 120 | 120 | ||||||||||||
$ | 2,153 | $ | 3,188 | $ | 4,123 | $ | 6,280 | |||||||||
Revenue from transfer of intellectual property: | ||||||||||||||||
Pharmaceuticals | $ | — | $ | 1,300 | $ | 285 | $ | 13,800 | ||||||||
Diagnostics | — | 715 | 191 | 972 | ||||||||||||
Corporate | — | — | — | — | ||||||||||||
$ | — | $ | 2,015 | $ | 476 | $ | 14,772 | |||||||||
Operating (loss) income: | ||||||||||||||||
Pharmaceuticals | $ | (20,368 | ) | $ | (4,528 | ) | $ | (36,941 | ) | $ | 3,955 | |||||
Diagnostics | (6,805 | ) | (6,750 | ) | (13,882 | ) | (16,384 | ) | ||||||||
Corporate | (7,038 | ) | (5,762 | ) | (13,174 | ) | (10,787 | ) | ||||||||
Less: Operating loss attributable to noncontrolling interests | (674 | ) | (943 | ) | (1,163 | ) | (1,540 | ) | ||||||||
$ | (34,885 | ) | $ | (17,983 | ) | $ | (65,160 | ) | $ | (24,756 | ) | |||||
Depreciation and amortization: | ||||||||||||||||
Pharmaceuticals | $ | 2,287 | $ | 1,702 | $ | 4,135 | $ | 3,397 | ||||||||
Diagnostics | 1,716 | 1,704 | 3,408 | 3,393 | ||||||||||||
Corporate | 24 | 45 | 48 | 90 | ||||||||||||
$ | 4,027 | $ | 3,451 | $ | 7,591 | $ | 6,880 | |||||||||
Revenues: | ||||||||||||||||
United States | $ | 2,153 | $ | 5,203 | $ | 4,599 | $ | 21,052 | ||||||||
Chile | 7,852 | 8,482 | 15,136 | 16,223 | ||||||||||||
Spain | 5,666 | 5,153 | 11,815 | 9,477 | ||||||||||||
Israel | 6,307 | 3,995 | 10,853 | 6,567 | ||||||||||||
Mexico | 1,546 | 988 | 3,377 | 1,878 | ||||||||||||
Uruguay | 21 | — | 38 | — | ||||||||||||
$ | 23,545 | $ | 23,821 | $ | 45,818 | $ | 55,197 | |||||||||
(In thousands) | June 30, | December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||||
Assets: | ||||||||||||||||
Pharmaceuticals | $ | 1,059,635 | $ | 1,065,033 | ||||||||||||
Diagnostics | 110,454 | 116,944 | ||||||||||||||
Corporate | 156,993 | 209,539 | ||||||||||||||
$ | 1,327,082 | $ | 1,391,516 | |||||||||||||
Goodwill: | ||||||||||||||||
Pharmaceuticals | $ | 175,036 | $ | 175,408 | ||||||||||||
Diagnostics | 50,965 | 50,965 | ||||||||||||||
Corporate | — | — | ||||||||||||||
$ | 226,001 | $ | 226,373 | |||||||||||||
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |
Segment | |||||
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Net Cash Provided by (Used in) Operating Activities | ' | ' | ($44,541,000) | ($18,131,000) | ' |
Net Cash Provided by (Used in) Financing Activities | ' | ' | -4,001,000 | 163,785,000 | ' |
Goodwill and intangible assets | 1,100,000,000 | ' | 1,100,000,000 | ' | 1,100,000,000 |
Amortization of intangible assets | 2,826,000 | 2,688,000 | 5,569,000 | 5,402,000 | ' |
Revenue from services | 2,153,000 | 3,188,000 | 4,123,000 | 6,280,000 | ' |
Revenue From Transfer Of Intellectual Property | 0 | 2,015,000 | 476,000 | 14,772,000 | ' |
Total deferred revenue related to other revenues | 8,300,000 | ' | 8,300,000 | ' | 8,300,000 |
Allowance for doubtful accounts receivable | -1,547,000 | ' | -1,547,000 | ' | -1,885,000 |
Equity-based compensation expense for continuing operations | 3,400,000 | 1,800,000 | 6,993,000 | 7,003,000 | ' |
Number of reportable segments | ' | ' | 2 | ' | ' |
Pharmaceutical | ' | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Number of operating segments | ' | ' | 2 | ' | ' |
Diagnostics | ' | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Number of operating segments | ' | ' | 2 | ' | ' |
Neovasc | ' | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Revenue from services | 100,000 | 200,000 | 100,000 | 400,000 | ' |
Minimum | ' | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Intangible assets, estimated useful lives | ' | ' | '3 years | ' | ' |
Maximum | ' | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Intangible assets, estimated useful lives | ' | ' | '10 years | ' | ' |
Restatement Adjustment | ' | ' | ' | ' | ' |
Summary of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Net Cash Provided by (Used in) Operating Activities | ' | ' | -6,400,000 | -2,500,000 | ' |
Net Cash Provided by (Used in) Financing Activities | ' | ' | $6,400,000 | $2,500,000 | ' |
Loss_Per_Share_Details
Loss Per Share (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Number of common stock warrant and common stock options exercised | 1,102,741 | ' | 1,705,406 | ' |
Number of common stock issued for stock warrant and stock options exercised | 782,324 | ' | 1,310,250 | ' |
Shares surrendered in lieu of cash payment | 320,417 | ' | 395,156 | ' |
Common stock investments, available for sale | ' | ' | ' | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' | ' | ' | ' |
Potential common shares | 29,132,527 | 29,701,838 | 29,503,319 | 29,910,492 |
Composition_of_Certain_Financi2
Composition of Certain Financial Statement Captions (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Accounts receivable, net | ' | ' | ||
Accounts receivable | $24,660 | $21,652 | ||
Less: allowance for doubtful accounts | -1,547 | -1,885 | ||
Accounts receivable, net | 23,113 | [1] | 19,767 | [1] |
Inventories, net | ' | ' | ||
Finished products | 12,455 | 13,374 | ||
Work in-process | 1,510 | 1,350 | ||
Raw materials | 4,948 | 4,132 | ||
Less: inventory reserve | -579 | -777 | ||
Inventory, net | 18,334 | [1] | 18,079 | [1] |
Prepaid expense and other assets: | ' | ' | ||
Prepaid supplies | 1,910 | 945 | ||
Prepaid insurance | 1,113 | 892 | ||
Pharmsynthez notes receivable | 0 | 6,151 | ||
Other receivables | 619 | 1,985 | ||
Taxes recoverable | 1,298 | 3,458 | ||
Other | 2,613 | 5,653 | ||
Prepaid expenses and other current assets | 7,553 | [1] | 19,084 | [1] |
Intangible assets, net: | ' | ' | ||
Less: accumulated amortization | -29,625 | -24,403 | ||
Intangible assets, net | 69,059 | [1] | 74,533 | [1] |
Accrued expenses: | ' | ' | ||
Taxes payable | 406 | 702 | ||
Deferred revenue | 6,393 | 7,639 | ||
Clinical trials | 2,616 | 3,342 | ||
Professional fees | 1,320 | 402 | ||
Employee benefits | 5,405 | 4,399 | ||
Deferred acquisition payments, net of discount | 0 | 5,465 | ||
Contingent consideration | 24,618 | 28,047 | ||
Other | 14,206 | 15,878 | ||
Accrued expenses | 54,964 | [1] | 65,874 | [1] |
Other long-term liabilities: | ' | ' | ||
Mortgages and other debts payable | 2,948 | 3,270 | ||
Deferred tax liabilities | 165,226 | 166,435 | ||
Other, including deferred revenue | 2,020 | 1,509 | ||
Other long-term liabilities | 218,490 | [1] | 214,775 | [1] |
Cytochroma | ' | ' | ||
Other long-term liabilities: | ' | ' | ||
Contingent consideration | 37,141 | 34,401 | ||
Farmadiet | ' | ' | ||
Other long-term liabilities: | ' | ' | ||
Contingent consideration | 299 | 504 | ||
OPKO Diagnostics | ' | ' | ||
Other long-term liabilities: | ' | ' | ||
Contingent consideration | 10,642 | 8,340 | ||
CURNA | ' | ' | ||
Other long-term liabilities: | ' | ' | ||
Contingent consideration | 214 | 316 | ||
Technologies | ' | ' | ||
Intangible assets, net: | ' | ' | ||
Intangible assets | 53,012 | 51,660 | ||
Customer relationships | ' | ' | ||
Intangible assets, net: | ' | ' | ||
Intangible assets | 22,511 | 22,725 | ||
Product registrations | ' | ' | ||
Intangible assets, net: | ' | ' | ||
Intangible assets | 9,687 | 9,692 | ||
Tradenames | ' | ' | ||
Intangible assets, net: | ' | ' | ||
Intangible assets | 3,615 | 3,669 | ||
Covenants not to compete | ' | ' | ||
Intangible assets, net: | ' | ' | ||
Intangible assets | 8,669 | 8,671 | ||
Other | ' | ' | ||
Intangible assets, net: | ' | ' | ||
Intangible assets | $1,190 | $2,519 | ||
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |
Composition_of_Certain_Financi3
Composition of Certain Financial Statement Captions (Details 2) (USD $) | 6 Months Ended | 6 Months Ended | |||||||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Aug. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
OPKO Biologics | Pharmaceutical | Pharmaceutical | Pharmaceutical | Pharmaceutical | Pharmaceutical | Pharmaceutical | Pharmaceutical | Pharmaceutical | Diagnostics | Diagnostics | |||
CURNA | Exakta-OPKO | OPKO Chile | OPKO Spain | FineTech | SciVac | OPKO Renal | OPKO Biologics | Claros | OPKO Lab | ||||
Goodwill [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Beginning balance | $226,373 | [1] | $139,784 | $4,827 | $113 | $6,102 | $9,075 | $11,698 | $1,740 | $2,069 | $139,784 | $17,977 | $32,988 |
Acquisitions | 0 | ' | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |
Foreign exchange, other | -372 | ' | 0 | 0 | -310 | -79 | 0 | 17 | 0 | 0 | 0 | 0 | |
Ending balance | $226,001 | [1] | $139,784 | $4,827 | $113 | $5,792 | $8,996 | $11,698 | $1,757 | $2,069 | $139,784 | $17,977 | $32,988 |
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |
Acquisitions_Investments_and_L2
Acquisitions, Investments, and Licenses - Textual (Details) | 3 Months Ended | 6 Months Ended | 1 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | 1 Months Ended | 6 Months Ended | 1 Months Ended | 1 Months Ended | 0 Months Ended | 0 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2012 | Jun. 30, 2014 | 16-May-14 | Jan. 16, 2014 | Jan. 03, 2014 | Jan. 02, 2014 | Jan. 16, 2014 | Jan. 03, 2014 | Jan. 02, 2014 | Oct. 31, 2013 | Oct. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2011 | Jan. 31, 2014 | Apr. 30, 2013 | Apr. 30, 2013 | Jun. 30, 2014 | Mar. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | 16-May-14 | 16-May-14 | 16-May-14 | Oct. 31, 2013 | Oct. 31, 2013 | Apr. 17, 2014 | Apr. 17, 2014 | Aug. 31, 2013 | Mar. 31, 2013 | |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | SciVac | SciVac | Common stock investments, available for sale | Biozone | Biozone | Biozone | Biozone | Biozone | Biozone | ARNO | ARNO | Neovasc | Neovasc | Pharmsynthez | Pharmsynthez | Pharmsynthez | Pharmsynthez | RXi Pharmaceuticals Corporation | Zebra | Zebra | Zebra | Senesco | Senesco | Fabrus | One Year Warrants | Five Year Warrants | Inspiro | Inspiro | OPKO Biologics | OPKO Renal | |
Variable Interest Entity, Primary Beneficiary | Variable Interest Entity, Primary Beneficiary | Rate | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | USD ($) | Equity Method Investee | USD ($) | USD ($) | USD ($) | RUB | USD ($) | USD ($) | USD ($) | Series A Preferred Stock | Restricted Stock | Common stock investments, available for sale | Common stock investments, available for sale | Common stock investments, available for sale | ARNO | ARNO | USD ($) | USD ($) | USD ($) | USD ($) | |||||||
USD ($) | USD ($) | USD ($) | Series B Convertible Preferred Stock | Series B Convertible Preferred Stock | USD ($) | Equity Method Investee | Equity Method Investee | ||||||||||||||||||||||||||||
member | |||||||||||||||||||||||||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Inspiro stock purchase agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' |
Cash paid at closing date | ' | ' | ' | ' | ' | $700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,500,000 | ' | ' | ' |
Common stock value | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,600,000 | 540,600,000 | 146,900,000 |
Number of trading days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '10 days | ' | ' | '10 days |
Stock price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $8.57 | $8.49 | $7.16 |
In process research and development | 10,055,000 | 0 | 10,055,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,100,000 | ' | ' | ' |
Shares conversion ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.9951 | ' |
Delivery of common stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 999,556 | ' | 63,670,805 | 20,517,030 |
Options and warrants outstanding (shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,889,265 | ' |
Fair value of warrants outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 46,100,000 | ' |
Percentage of ownership held by chairman | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' |
Percentage of ownership held by directors | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' |
Business acquisition share price on shares issue | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $9 | ' | ' | $4.87 |
Amount payable in cash or shares on achieving milestones for acquiring a product in development | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 190,000,000 |
Contingent consideration | 72,900,000 | ' | 72,900,000 | ' | 71,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 47,700,000 |
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Shares Issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Conversion, Common Shares Issued upon Conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | 205.0830864 | 205.0830864 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Invested in common shares | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | 2,000,000 | 1,200,000 | 2,000,000 | ' | ' | ' | ' | 2,500,000 | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants to purchase common shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 833,333 | 833,333 | ' | ' | ' | ' |
Class of Warrant or Right, Exercise Price of Warrants or Rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.4 | 4 | ' | ' | ' | ' |
Warrants expiration period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '5 years | ' | ' | ' | ' |
Number of shares purchased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000,000 | ' | 13,600,000 | 13,600,000 | ' | 17,241,380 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investment Warrants, Exercise Price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.25 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Asset Purchase Agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of share options received in purchase agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,000,000 | 12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds to be received from sale of proprietary technology | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,100,000 | 265,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Received In Satisfaction of Notes Receivable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 12,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred revenue | 8,300,000 | ' | 8,300,000 | ' | 8,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period for development of technology | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Deferred revenue received from collaboration agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue related to our license agreements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue collaboration agreement, offset to research and development | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Issue of common stock shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Milestone payments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Asset purchase agreement financing for Rxi | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 16,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
New Options Ratio | ' | ' | ' | ' | ' | ' | ' | 0.376939 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Conversion of Stock, Shares Converted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 80,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Shares, Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,159,380 | ' | ' | ' | ' | ' | ' |
Equity Method Investment, Third Party Purchase of Investment, Conversion of Shares, Shares Issued in New Entity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 437,016 | ' | ' | ' | ' | ' | ' | ' | ' |
Investment Owned, Balance, Shares | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | ' | ' | ' | 833,333 | ' | ' | ' | ' | ' | ' | ' | ' | 840,000 | ' | ' | 517,016 | ' | ' | ' | ' | ' | ' | ' |
Number of Shares Warrants Acquired in Equity Method Investment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 267,927 | ' | ' | ' | ' | ' | ' | ' | ' |
Cocrystal on a fully diluted basis | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional working capital | ' | ' | ' | ' | ' | ' | 2,600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of members of board of directors | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of members of board of directors appointed by reporting entity | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percent of board of directors appointed by reporting entity | ' | ' | ' | ' | ' | 60.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Received As Gift | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investment, Ownership Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 23.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total assets of equity method investees | 131,400,000 | ' | 131,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total liabilities of equity method investees | 17,700,000 | ' | 17,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net losses of equity method investees | ' | ' | $25,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisitions_Investments_and_L3
Acquisitions, Investments, and Licenses - Summary of Assets Acquired and Liabilities Assumed (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | ||||
OPKO Renal | OPKO Renal | OPKO Renal | OPKO Biologics | OPKO Biologics | OPKO Biologics | |||||||
Patents | In process research and development | Patents | In process research and development | |||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ||||
Current assets | ' | ' | $1,224,000 | [1] | ' | ' | $21,500,000 | [1] | ' | ' | ||
Intangible assets: | ' | ' | ' | ' | ' | ' | ' | ' | ||||
In-process research and development | ' | ' | ' | ' | 191,530,000 | ' | ' | 590,200,000 | ||||
Patents | ' | ' | ' | 210,000 | ' | ' | 0 | ' | ||||
Total intangible assets | ' | ' | 191,740,000 | ' | ' | 590,200,000 | ' | ' | ||||
Goodwill | 226,001,000 | [2] | 226,373,000 | [2] | 2,411,000 | ' | ' | 139,784,000 | ' | ' | ||
Property, plant and equipment | ' | ' | 306,000 | ' | ' | 1,057,000 | ' | ' | ||||
Other assets | ' | ' | 0 | ' | ' | 371,000 | ' | ' | ||||
Accounts payable and accrued expenses | ' | ' | -1,069,000 | ' | ' | -9,866,000 | ' | ' | ||||
Deferred tax liability | ' | ' | 0 | ' | ' | -156,403,000 | ' | ' | ||||
Total purchase price | ' | ' | 194,612,000 | ' | ' | 586,643,000 | ' | ' | ||||
Current Asset include cash | ' | ' | $400,000 | ' | ' | $20,500,000 | ' | ' | ||||
[1] | Current assets include cash of $0.4 million and $20.5 million related to the OPKO Renal and OPKO Biologics acquisitions, respectively | |||||||||||
[2] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |
Acquisitions_Investments_and_L4
Acquisitions, Investments, and Licenses - Summary of Pro Forma Results (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Pro Forma Result of Combined Companies | ' | ' | ' | ' |
Revenues | $23,545 | $23,821 | $45,818 | $55,197 |
Net loss | -26,077 | -14,238 | -71,163 | -51,809 |
Net loss attributable to common shareholders | ($25,480) | ($13,279) | ($70,026) | ($50,303) |
Basic and diluted loss per share (in dollars per share) | ($0.06) | ($0.03) | ($0.17) | ($0.13) |
Acquisitions_Investments_and_L5
Acquisitions, Investments, and Licenses - Summary of Investments (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, except Per Share data, unless otherwise specified | ||||
Investment [Line Items] | ' | ' | ||
Investment, available for sale | $4,745 | $4,301 | ||
Plus unrealized gains on investments, options and warrants, net | 8,827 | ' | ||
Less accumulated losses in investees | -18,696 | ' | ||
Investments, net | 33,428 | [1] | 30,653 | [1] |
Neovasc | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Ownership at June 30, 2014 | 6.00% | ' | ||
Investment, equity method | 3,798 | ' | ||
Underlying equity in net assets | 1,454 | ' | ||
Senesco | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Ownership at June 30, 2014 | 4.00% | ' | ||
Investment, equity method | 750 | ' | ||
Investment, available for sale | 228 | ' | ||
Underlying equity in net assets | 366 | ' | ||
RXi | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Ownership at June 30, 2014 | 15.00% | ' | ||
Investment, equity method | 15,000 | ' | ||
Underlying equity in net assets | 1,918 | ' | ||
Pharmsynthez | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Ownership at June 30, 2014 | 17.00% | ' | ||
Investment, equity method | 11,300 | ' | ||
Underlying equity in net assets | 6,405 | ' | ||
Zebra | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Ownership at June 30, 2014 | 19.00% | ' | ||
Investment, equity method | 2,000 | ' | ||
Underlying equity in net assets | 840 | ' | ||
Cocrystal/BZNE | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Ownership at June 30, 2014 | 16.00% | ' | ||
Investment, equity method | 5,476 | ' | ||
Underlying equity in net assets | 993 | ' | ||
Neovasc Options | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Investment, available for sale | 925 | ' | ||
Closing share price at June 30, 2014 for investments available for sale | $6.25 | ' | ||
ChromaDex | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Ownership at June 30, 2014 | 1.00% | ' | ||
Investment, available for sale | 1,320 | ' | ||
Closing share price at June 30, 2014 for investments available for sale | $1.30 | ' | ||
ARNO | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Ownership at June 30, 2014 | 5.00% | ' | ||
Investment, available for sale | 2,000 | ' | ||
Closing share price at June 30, 2014 for investments available for sale | $1.78 | ' | ||
Cocrystal Warrants | ' | ' | ||
Investment [Line Items] | ' | ' | ||
Investment, available for sale | $500 | ' | ||
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |
Acquisitions_Investments_and_L6
Acquisitions, Investments, and Licenses - Schedule of Consolidated Assets and Non-Recourse Liabilities (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | ||
In Thousands, unless otherwise specified | ||||||
Current assets: | ' | ' | ' | ' | ||
Cash and cash equivalents | $134,010 | [1] | $185,798 | [1] | $119,061 | $27,361 |
Accounts receivable, net | 23,113 | [1] | 19,767 | [1] | ' | ' |
Inventory, net | 18,334 | [1] | 18,079 | [1] | ' | ' |
Prepaid expenses and other current assets | 7,553 | [1] | 19,084 | [1] | ' | ' |
Total current assets | 183,010 | [1] | 242,728 | [1] | ' | ' |
Property, plant and equipment, net | 17,348 | [1] | 17,027 | [1] | ' | ' |
Intangible assets, net | 69,059 | [1] | 74,533 | [1] | ' | ' |
Goodwill | 226,001 | [1] | 226,373 | [1] | ' | ' |
Other assets | 4,910 | [1] | 6,861 | [1] | ' | ' |
Total assets | 1,327,082 | [1] | 1,391,516 | [1] | ' | ' |
Current liabilities: | ' | ' | ' | ' | ||
Accounts payable | 10,041 | [1] | 13,414 | [1] | ' | ' |
Accrued expenses | 54,964 | [1] | 65,874 | [1] | ' | ' |
Total current liabilities | 79,402 | [1] | 91,850 | [1] | ' | ' |
Other long-term liabilities | 218,490 | [1] | 214,775 | [1] | ' | ' |
Total liabilities | 414,257 | [1] | 518,537 | [1] | ' | ' |
SciVac | Variable Interest Entity, Primary Beneficiary | ' | ' | ' | ' | ||
Current assets: | ' | ' | ' | ' | ||
Cash and cash equivalents | 433 | 2 | ' | ' | ||
Accounts receivable, net | 516 | 283 | ' | ' | ||
Inventory, net | 1,700 | 1,696 | ' | ' | ||
Prepaid expenses and other current assets | 529 | 218 | ' | ' | ||
Total current assets | 3,178 | 2,199 | ' | ' | ||
Property, plant and equipment, net | 1,412 | 1,374 | ' | ' | ||
Intangible assets, net | 1,055 | 1,111 | ' | ' | ||
Goodwill | 1,757 | 1,821 | ' | ' | ||
Other assets | 263 | 261 | ' | ' | ||
Total assets | 7,665 | 6,766 | ' | ' | ||
Current liabilities: | ' | ' | ' | ' | ||
Accounts payable | 1,007 | 1,136 | ' | ' | ||
Accrued expenses | 8,298 | 6,498 | ' | ' | ||
Notes payable | 3,903 | 1,537 | ' | ' | ||
Total current liabilities | 13,208 | 9,171 | ' | ' | ||
Other long-term liabilities | 261 | 1,240 | ' | ' | ||
Total liabilities | $13,469 | $10,411 | ' | ' | ||
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |
Debt_Notes_Details
Debt - Notes (Details) (USD $) | 3 Months Ended | 6 Months Ended | 6 Months Ended | 0 Months Ended | 1 Months Ended | ||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jan. 31, 2013 | Jun. 30, 2014 | Jan. 31, 2013 |
institution | institution | institution | Notes | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes Due February 1, 2033 | |||
Notes | Notes | Notes | |||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gains (Losses) on Extinguishment of Debt | ' | ' | $2,668 | $0 | ' | ' | ' | $2,700 | ' |
Debt Instruments, Number of Financial Institutions | 12 | ' | 12 | ' | 14 | ' | ' | ' | ' |
Debt Instrument, Redemption Price, Percentage | ' | ' | ' | ' | ' | ' | 100.00% | ' | 100.00% |
Debt Instrument [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Embedded derivatives, beginning balance | ' | ' | ' | ' | ' | 101,087 | ' | ' | ' |
Convertible notes, beginning balance | ' | ' | ' | ' | ' | 158,064 | ' | ' | ' |
Discount, beginning balance | ' | ' | ' | ' | ' | -47,239 | ' | ' | ' |
Total, beginning balance | ' | ' | ' | ' | ' | 211,912 | ' | ' | ' |
Amortization of debt discount | ' | ' | ' | ' | ' | 3,557 | ' | ' | ' |
Change in fair value of embedded derivative | 10,967 | 12,651 | 452 | -10,898 | ' | -770 | ' | ' | ' |
Embedded Derivative, Conversion, Gain (Loss) | ' | ' | ' | ' | ' | -47,353 | ' | ' | ' |
Debt Instrument, Conversion, Gain (Loss) | ' | ' | ' | ' | ' | -70,422 | ' | ' | ' |
Conversion of Amortization of Debt Discount (Premium) | ' | ' | ' | ' | ' | 19,441 | ' | ' | ' |
Embedded Derivative And Debt Instrument, Conversion, Gain (Loss) | ' | ' | ' | ' | ' | -98,334 | ' | ' | ' |
Embedded derivatives, ending balance | ' | ' | ' | ' | ' | 52,964 | ' | ' | ' |
Convertible notes, ending balance | ' | ' | ' | ' | ' | 87,642 | ' | ' | ' |
Discount, ending balance | ' | ' | ' | ' | ' | -24,241 | ' | ' | ' |
Total, ending balance | ' | ' | ' | ' | ' | $116,365 | ' | $87,600 | ' |
Debt_Inputs_Used_In_Lattice_Mo
Debt - Inputs Used In Lattice Model (Details) (Notes, Notes Due February 1, 2033, USD $) | 0 Months Ended | 6 Months Ended | |
Jan. 31, 2013 | Jun. 30, 2014 | Jan. 31, 2013 | |
Rate | Rate | ||
Notes | Notes Due February 1, 2033 | ' | ' | ' |
Debt Instrument [Line Items] | ' | ' | ' |
Stock price | ' | $8.84 | ' |
Conversion Rate | 141.4827 | 141.4827 | ' |
Conversion Price | ' | $7.07 | $7.07 |
Maturity date | ' | 1-Feb-33 | ' |
Risk-free interest rate | ' | 1.47% | ' |
Estimated stock volatility | ' | 42.00% | ' |
Estimated credit spread | ' | 7.17% | ' |
Debt_Fair_Value_Of_Embedded_De
Debt - Fair Value Of Embedded Derivatives (Details) (Notes, USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Notes | ' | ' |
Fair value of Notes: | ' | ' |
With the embedded derivatives | $122,723 | ' |
Without the embedded derivatives | 69,759 | ' |
Estimated fair value of the embedded derivatives | $52,964 | $101,087 |
Debt_Lines_Of_Credit_Details
Debt - Lines Of Credit (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
Line of Credit Facility [Line Items] | ' | ' |
Credit line capacity | $14,346,000 | ' |
Balance Outstanding | 9,544,000 | 9,061,000 |
Itau Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 5.00% | ' |
Credit line capacity | 1,800,000 | ' |
Balance Outstanding | 1,476,000 | 1,999,000 |
Bank of Chile | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 6.40% | ' |
Credit line capacity | 2,250,000 | ' |
Balance Outstanding | 1,195,000 | 2,079,000 |
BICE Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 5.00% | ' |
Credit line capacity | 1,700,000 | ' |
Balance Outstanding | 1,868,000 | 516,000 |
Corp Banca | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 0.00% | ' |
Credit line capacity | 0 | ' |
Balance Outstanding | 0 | -47,000 |
BBVA Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 5.00% | ' |
Credit line capacity | 2,000,000 | ' |
Balance Outstanding | 1,403,000 | 523,000 |
Penta Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 8.20% | ' |
Credit line capacity | 1,200,000 | ' |
Balance Outstanding | 1,096,000 | 946,000 |
Security Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 7.26% | ' |
Credit line capacity | 1,300,000 | ' |
Balance Outstanding | 797,000 | 1,075,000 |
BCI | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 0.00% | ' |
Credit line capacity | 0 | ' |
Balance Outstanding | 0 | 198,000 |
Estado Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 5.44% | ' |
Credit line capacity | 2,800,000 | ' |
Balance Outstanding | 1,709,000 | 1,772,000 |
Sabadell Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 4.50% | ' |
Credit line capacity | 205,000 | ' |
Balance Outstanding | 0 | 0 |
Bilbao Vizcaya Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 4.72% | ' |
Credit line capacity | 341,000 | ' |
Balance Outstanding | 0 | 0 |
Banco Popular | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 6.09% | ' |
Credit line capacity | 273,000 | ' |
Balance Outstanding | 0 | 0 |
Deutsche Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 4.00% | ' |
Credit line capacity | 204,000 | ' |
Balance Outstanding | 0 | 0 |
Santander Bank | ' | ' |
Line of Credit Facility [Line Items] | ' | ' |
Interest rate on borrowings at June 30, 2014 | 4.09% | ' |
Credit line capacity | 273,000 | ' |
Balance Outstanding | $0 | $0 |
Debt_Mortgage_Notes_And_Other_
Debt - Mortgage Notes And Other Debt (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Mortgage notes and other debt payables | ' | ' | ||
Current portion of notes payable | $14,397 | [1] | $12,562 | [1] |
Other long-term liabilities | 2,948 | 3,270 | ||
Farmadiet Acquisition | ' | ' | ||
Mortgage notes and other debt payables | ' | ' | ||
Current portion of notes payable | 950 | 1,964 | ||
Other long-term liabilities | 2,948 | 3,270 | ||
Total mortgage notes and other debt | $3,898 | $5,234 | ||
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |
Debt_Textual_Details
Debt - Textual (Details) (USD $) | 6 Months Ended | 0 Months Ended | 1 Months Ended | 6 Months Ended | 1 Months Ended | 1 Months Ended | ||||||||||||||
Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jan. 31, 2013 | Jun. 30, 2014 | Jan. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jan. 31, 2013 | Jan. 31, 2013 | Jan. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | |
institution | institution | Farmadiet Acquisition | Farmadiet Acquisition | Minimum | Maximum | Notes | Notes | Notes | Notes | Notes | Notes | Notes | Notes | Notes | Notes | Line of Credit | Line of Credit | Common stock investments, available for sale | ||
Farmadiet Acquisition | Farmadiet Acquisition | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes | ||||||||||
Rate | Rate | Minimum | Maximum | On or after February 1, 2017 and before February 1, 2019 | Notes Due February 1, 2033 | |||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt face amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $175,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate of notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | 3.00% | 3.00% | 3.00% | ' | ' | ' | ' | ' | ' |
Equivalent redemption price | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | 100.00% | ' | ' | ' | ' | 100.00% | ' | ' | ' |
Principal balance | ' | ' | ' | 3,898,000 | 5,234,000 | ' | ' | 116,365,000 | 211,912,000 | ' | 87,600,000 | ' | 87,600,000 | ' | ' | ' | ' | ' | ' | ' |
Convertible debt, conversion ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | 141.4827 | ' | ' | 141.4827 | ' | ' | ' | ' | ' | ' | ' |
Convertible debt, principal amount for conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible debt, conversion price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $7.07 | $7.07 | $7.07 | ' | ' | ' | ' | ' | ' | ' |
Convertible debt, threshold percentage of stock price trigger | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 130.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Number of trading days applicable conversion price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 days | ' | ' | ' | ' | ' |
Number of consecutive trading days applicable conversion price | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | ' | ' | ' | ' |
Debt Conversion, Original Debt, Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70,400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible debt, stock issued from conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,974,431 |
Common Stock, par value (in dollars per share) | $0.01 | ' | $0.01 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Paid | 2,771,000 | 318,000 | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gain (loss) on embedded derivative | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of financial institutions | 12 | ' | 14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Weighted average interest rate | ' | ' | ' | 3.40% | 3.90% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.80% | 7.70% | ' |
Variable interest rates | ' | ' | ' | ' | ' | 2.73% | 6.13% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Gains (Losses) on Extinguishment of Debt | ($2,668,000) | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ($2,700,000) | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income (Details) (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | |
Accumulated Other Comprehensive Income (Loss), Net [Rollforward] | ' | |
Beginning Balance | $3,418 | [1] |
Other comprehensive income before reclassifications, net of tax | -2,561 | [2] |
Amounts reclassified from accumulated other comprehensive income, net of tax | -553 | [2] |
Net other comprehensive income | -3,114 | |
Ending Balance | 304 | [1] |
Accumulated Translation Adjustment | ' | |
Accumulated Other Comprehensive Income (Loss), Net [Rollforward] | ' | |
Beginning Balance | 1,371 | |
Other comprehensive income before reclassifications, net of tax | -1,613 | [2] |
Amounts reclassified from accumulated other comprehensive income, net of tax | 0 | [2] |
Net other comprehensive income | -1,613 | |
Ending Balance | -242 | |
Accumulated Net Unrealized Investment Gain (Loss) | ' | |
Accumulated Other Comprehensive Income (Loss), Net [Rollforward] | ' | |
Beginning Balance | 2,047 | |
Other comprehensive income before reclassifications, net of tax | -948 | [2] |
Amounts reclassified from accumulated other comprehensive income, net of tax | -553 | [2] |
Net other comprehensive income | -1,501 | |
Ending Balance | $546 | |
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. | |
[2] | Effective tax rate of 38.47%. |
Accumulated_Other_Comprehensiv3
Accumulated Other Comprehensive Income (Details Textual) (USD $) | 6 Months Ended |
In Millions, unless otherwise specified | Jun. 30, 2014 |
Equity [Abstract] | ' |
Effective tax rate | 38.47% |
Realized gain | $1.30 |
Unrealized gain reclassified | $0.90 |
Fair_Value_Measurements_Summar
Fair Value Measurements - Summary Of Investments (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | $4,745 | $4,301 |
Gross unrealized gains in Accumulated OCI | 2,675 | 3,739 |
Gross unrealized losses in Accumulated OCI | -517 | 0 |
Gain/(Loss) in Accumulated Deficit | 2,980 | 4,022 |
Fair value | 9,883 | 12,062 |
Common stock investments, available for sale | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 3,320 | 3,376 |
Gross unrealized gains in Accumulated OCI | 1,100 | 2,698 |
Gross unrealized losses in Accumulated OCI | -517 | 0 |
Gain/(Loss) in Accumulated Deficit | ' | ' |
Fair value | 3,903 | 6,074 |
US Treasury Securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | 1,425 | ' |
Gross unrealized gains in Accumulated OCI | 1,575 | ' |
Gross unrealized losses in Accumulated OCI | ' | ' |
Gain/(Loss) in Accumulated Deficit | 2,980 | ' |
Fair value | 5,980 | ' |
Common stock options/warrants | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Amortized Cost | ' | 925 |
Gross unrealized gains in Accumulated OCI | ' | 1,041 |
Gross unrealized losses in Accumulated OCI | ' | 0 |
Gain/(Loss) in Accumulated Deficit | ' | 4,022 |
Fair value | ' | $5,988 |
Fair_Value_Measurements_Assets
Fair Value Measurements - Assets And Liabilities Measured At Fair Value (Details) (Fair Value, Measurements, Recurring [Member], USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Level 1 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | $116,449 | $174,492 |
Level 2 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 6,807 | 13,015 |
Liabilities: | ' | ' |
Total liabilities | 55 | ' |
Level 3 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | ' | 0 |
Liabilities: | ' | ' |
Total liabilities | 125,878 | 178,160 |
Estimate of Fair Value Measurement [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 123,256 | 187,507 |
Liabilities: | ' | ' |
Total liabilities | 125,933 | 178,160 |
Embedded conversion option | Level 3 [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 52,964 | 101,087 |
Embedded conversion option | Estimate of Fair Value Measurement [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 52,964 | 101,087 |
Forward Contracts [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 55 | ' |
Forward Contracts [Member] | Level 2 [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 55 | ' |
Deferred acquisition payments, net of discount [Member] | Level 3 [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 0 | 5,465 |
Deferred acquisition payments, net of discount [Member] | Estimate of Fair Value Measurement [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 0 | 5,465 |
Contingent consideration [Member] | CURNA | Level 3 [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 598 | 573 |
Contingent consideration [Member] | CURNA | Estimate of Fair Value Measurement [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 598 | 573 |
Contingent consideration [Member] | OPKO Diagnostics | Level 3 [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 14,174 | 13,776 |
Contingent consideration [Member] | OPKO Diagnostics | Estimate of Fair Value Measurement [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 14,174 | 13,776 |
Contingent consideration [Member] | FineTech | Level 3 [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | ' | 3,124 |
Contingent consideration [Member] | FineTech | Estimate of Fair Value Measurement [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | ' | 3,124 |
Contingent consideration [Member] | OPKO Renal [Member] | Level 3 [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 56,470 | 53,092 |
Contingent consideration [Member] | OPKO Renal [Member] | Estimate of Fair Value Measurement [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 56,470 | 53,092 |
Contingent consideration [Member] | OPKO Spain | Level 3 [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 1,672 | 1,043 |
Contingent consideration [Member] | OPKO Spain | Estimate of Fair Value Measurement [Member] | ' | ' |
Liabilities: | ' | ' |
Total liabilities | 1,672 | 1,043 |
Money market funds | Level 1 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 112,546 | 168,418 |
Money market funds | Estimate of Fair Value Measurement [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 112,546 | 168,418 |
Certificates of deposit | ' | ' |
Assets: | ' | ' |
Total assets | 827 | ' |
Certificates of deposit | Level 2 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 827 | 827 |
Certificates of deposit | Estimate of Fair Value Measurement [Member] | ' | ' |
Assets: | ' | ' |
Total assets | ' | 827 |
Notes Receivable [Member] | Level 2 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | ' | 6,151 |
Notes Receivable [Member] | Estimate of Fair Value Measurement [Member] | ' | ' |
Assets: | ' | ' |
Total assets | ' | 6,151 |
Common stock investments, available for sale | Level 1 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 3,903 | 6,074 |
Common stock investments, available for sale | Estimate of Fair Value Measurement [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 3,903 | 6,074 |
Common stock options/warrants | Level 2 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 5,980 | 5,988 |
Common stock options/warrants | Estimate of Fair Value Measurement [Member] | ' | ' |
Assets: | ' | ' |
Total assets | 5,980 | 5,988 |
Forward Contracts [Member] | Level 2 [Member] | ' | ' |
Assets: | ' | ' |
Total assets | ' | 49 |
Forward Contracts [Member] | Estimate of Fair Value Measurement [Member] | ' | ' |
Assets: | ' | ' |
Total assets | ' | $49 |
Fair_Value_Measurements_Notes_
Fair Value Measurements - Notes (Details) (Notes, USD $) | Jun. 30, 2014 |
In Thousands, unless otherwise specified | |
Estimate of Fair Value Measurement [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
2033 Senior Notes | $69,759 |
Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
2033 Senior Notes | ' |
Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
2033 Senior Notes | ' |
Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
2033 Senior Notes | 69,759 |
Carrying Value [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
2033 Senior Notes | $63,401 |
Fair_Value_Measurements_Level_
Fair Value Measurements - Level 3 Reconciliation (Details) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 |
Contingent consideration [Member] | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Beginning Balance, liabilities | $71,620 |
Total losses (gains) for the period: | ' |
Included in results of operations, liabilities | 4,486 |
Payments | -3,192 |
Ending Balance, liabilities | 72,914 |
Deferred acquisition payments, net of discount [Member] | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Beginning Balance, liabilities | 5,484 |
Total losses (gains) for the period: | ' |
Payments | -4,730 |
Ending Balance, liabilities | 0 |
Embedded conversion option | ' |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ' |
Beginning Balance, liabilities | 101,087 |
Total losses (gains) for the period: | ' |
Included in results of operations, liabilities | -770 |
Conversion | -47,353 |
Ending Balance, liabilities | $52,964 |
Fair_Value_Measurements_Textua
Fair Value Measurements - Textual (Details) (USD $) | 6 Months Ended | |
In Millions, unless otherwise specified | Jun. 30, 2014 | Dec. 31, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Percentage Of Increase Decrease In Discount Rate | 1.00% | ' |
Change in contingent consideration on discount rates increase | $2.10 | ' |
Percentage Of Increase Decrease In Future Sales | 10.00% | ' |
Decrease of estimated future sales in amount | 0.7 | ' |
Contingent consideration | 72.9 | 71.6 |
Maximum | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Discount rates related to consideration | 27.00% | ' |
Minimum | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Discount rates related to consideration | 6.00% | ' |
Accrued Liabilities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Contingent consideration | 24.6 | 28 |
Other Noncurrent Liabilities [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Contingent consideration | $48.30 | $43.60 |
Derivative_Contracts_Details
Derivative Contracts (Details) (Not Designated as Hedging Instrument [Member], USD $) | Jun. 30, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Note Receivable and Purchase Option [Member] | Prepaid Expenses and Other Current Assets [Member] | ' | ' | ||
Derivatives, Fair Value [Line Items] | ' | ' | ||
Derivative asset, fair value | $0 | $6,151 | ||
Common stock options/warrants [Member] | Investments, net [Member] | ' | ' | ||
Derivatives, Fair Value [Line Items] | ' | ' | ||
Derivative asset, fair value | 5,980 | 5,988 | ||
Embedded conversion option | 2033 Senior Notes, net of discount and estimated fair value of embedded derivatives [Member] | ' | ' | ||
Derivatives, Fair Value [Line Items] | ' | ' | ||
Derivative liability, fair value | 52,964 | 101,087 | ||
Forward contracts [Member] | ' | ' | ||
Derivatives, Fair Value [Line Items] | ' | ' | ||
Derivative liability, fair value | 3,624 | 1,585 | ||
Forward contracts [Member] | Current portion of lines of credit and notes payable [Member] | ' | ' | ||
Derivatives, Fair Value [Line Items] | ' | ' | ||
Derivative liability, fair value | $3,624 | [1] | $1,585 | [1] |
[1] | The loss on forward contracts is recorded in Accrued expenses. The gain on the forward contracts is recorded in Prepaid expenses and other current assets. |
Derivative_Contracts_Details_1
Derivative Contracts (Details 1) (Not Designated as Hedging Instrument [Member], USD $) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' | ' |
Total | $10,967 | $12,651 | $452 | ($10,898) | ' |
Common stock options/warrants [Member] | ' | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' | ' |
Total | -860 | 2,584 | -263 | 3,844 | ' |
Notes | ' | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' | ' |
Total | 11,882 | 9,913 | 770 | -14,875 | ' |
Forward contracts [Member] | ' | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' | ' |
Total | ($55) | $154 | ($55) | $133 | $49 |
Derivative_Contracts_Details_2
Derivative Contracts (Details 2) (USD $) | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jan. 31, 2013 |
Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Not Designated as Hedging Instrument [Member] | Notes Due February 1, 2033 | Notes Due February 1, 2033 | Notes Due February 1, 2033 | |
Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | Forward Contracts [Member] | 2033 Senior Notes | 2033 Senior Notes | 2033 Senior Notes | |||||
0 to 30 [Member] | 0 to 30 [Member] | 31 to 60 [Member] | 31 to 60 [Member] | 61 to 90 [Member] | 61 to 90 [Member] | 91 to 120 [Member] | 91 to 120 [Member] | 121 to 180 [Member] | 121 to 180 [Member] | More than 180 [Member] | |||||||||||||
Derivative [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate of notes payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | 3.00% | 3.00% |
Contract value | ' | ' | ' | ' | $3,679 | ' | $3,679 | ' | $1,537 | $1,157 | $472 | $966 | $562 | $623 | $503 | $831 | $0 | $102 | $0 | $0 | ' | ' | ' |
Fair value | ' | ' | ' | ' | 3,624 | ' | 3,624 | ' | 1,585 | 1,146 | 489 | 951 | 579 | 612 | 517 | 815 | 0 | 100 | 0 | ' | ' | ' | ' |
Derivative, Gain (Loss) on Derivative, Net | $10,967 | $12,651 | $452 | ($10,898) | ($55) | $154 | ($55) | $133 | $49 | ($11) | $17 | ($15) | $18 | ($11) | $14 | ($16) | $0 | ($2) | $0 | $0 | ' | ' | ' |
Contract days until maturity, lower range | ' | ' | ' | ' | ' | ' | ' | ' | ' | '0 days | '0 days | '31 days | '31 days | '61 days | '61 days | '91 days | '91 days | '121 days | '121 days | ' | ' | ' | ' |
Contract days until maturity, higher range | ' | ' | ' | ' | ' | ' | ' | ' | ' | '30 days | '30 days | '60 days | '60 days | '90 days | '90 days | '120 days | '120 days | '180 days | '180 days | '180 days | ' | ' | ' |
Related_Party_Transactions_Tex
Related Party Transactions - Textual (Details) (USD $) | Jan. 31, 2013 | Sep. 30, 2009 | Jun. 30, 2014 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Feb. 29, 2012 | Feb. 29, 2012 | Nov. 30, 2010 | Sep. 21, 2009 | Sep. 30, 2009 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Oct. 31, 2013 | Jan. 16, 2014 | Jan. 16, 2014 | Jan. 03, 2014 | Jan. 02, 2014 | Dec. 31, 2013 | Jul. 31, 2012 | Jan. 03, 2014 | Jan. 02, 2014 | Jan. 02, 2014 | Dec. 31, 2013 | Jun. 30, 2009 | Aug. 31, 2011 | Aug. 31, 2013 | Oct. 31, 2013 | Aug. 31, 2011 | Jan. 31, 2013 | Dec. 31, 2012 | Jun. 30, 2014 | Dec. 31, 2013 | Feb. 29, 2012 | Feb. 29, 2012 | Feb. 29, 2012 | Jun. 30, 2014 | Nov. 30, 2010 | Jun. 30, 2010 | Sep. 30, 2009 | Aug. 31, 2012 | Nov. 30, 2007 | Jan. 02, 2014 | Jan. 01, 2014 | Aug. 31, 2011 | Aug. 29, 2013 | Sep. 21, 2011 | Feb. 29, 2012 | Feb. 28, 2014 | Oct. 31, 2013 | 1-May-13 | 1-May-13 | 1-May-13 | Oct. 31, 2013 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Notes | Convertible Preferred Stock [Member] | Common stock investments, available for sale | Zebra | Zebra | Zebra | Chromadex Corporation [Member] | Biozone Pharmaceuticals Inc | Fabrus Inc [Member] | Cocrystal [Member] | Cocrystal [Member] | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Equity Method Investee | Dr Frost [Member] | Dr Frost [Member] | Dr Frost [Member] | Dr. Hsiao [Member] | Frost Gamma Investments Trust and Hsu Gamma Investment, L.P. [Member] | Avi Properties LLC [Member] | Teva [Member] | Teva [Member] | Scripps Research Institute [Member] | Gamma Trust [Member] | Hsu Gamma [Member] | Dr. Lerner [Member] | Gamma Trust and Hsu Gamma [Member] | Academia Sinica [Member] | Frost Group, LLC [Member] | Real Estate Holdings LLC [Member] | Real Estate Holdings LLC [Member] | Real Estate Holdings LLC [Member] | Real Estate Holdings LLC [Member] | Mr. Rubin [Member] | Mr. Rubin [Member] | Mr. Rubin [Member] | Director [Member] | FTC Filings [Member] | FTC Filings [Member] | Lab Space Agreement [Member] | Lab Space Agreement [Member] | Consulting Agreement [Member] | Loans Receivable [Member] | License Agreement Early Termination Fee [Member] | Reimbursement Of Travel Expense [Member] | Reimbursement Of Travel Expense [Member] | Reimbursement Of Travel Expense [Member] | Reimbursement Of Travel Expense [Member] | |
Notes Due February 1, 2033 | Notes | Series A Preferred Stock | Restricted Stock | ARNO | ARNO | ARNO | Biozone | Biozone | Biozone | Biozone | Biozone | Biozone | Biozone | Biozone | MusclePharm Corporation [Member] | Sorrento [Member] | Sorrento [Member] | OPKO Biologics | Zebra | Notes | sqft | FineTech | FineTech | Chromadex Corporation [Member] | Chromadex Corporation [Member] | Sorrento [Member] | Fabrus Inc [Member] | Installment | sqft | sqft | OPKO Biologics | Biozone Pharmaceuticals Inc | Chromadex Corporation [Member] | Dr. Hsiao [Member] | Dr. Hsiao [Member] | Dr. Hsiao [Member] | Dr. Hsiao [Member] | Dr. Hsiao [Member] | Fabrus | Equity Method Investee | Dr Frost [Member] | Dr Frost [Member] | Dr Frost [Member] | Dr Frost [Member] | ||||||||||||||||
Notes Due February 1, 2033 | One Year Warrants | Five Year Warrants | Series B Convertible Preferred Stock | Series B Convertible Preferred Stock | Common stock investments, available for sale | Series A Preferred Stock | Notes Due February 1, 2033 | sqft | Sorrento [Member] | |||||||||||||||||||||||||||||||||||||||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments for Filing Fees | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $280,000 | $170,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Invested in common shares | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | 2,500,000 | 2,500,000 | ' | 2,000,000 | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Private Placement Financing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | 2,750,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investment Owned, Balance, Shares | ' | ' | ' | ' | 840,000 | ' | ' | ' | ' | ' | ' | ' | 833,333 | ' | ' | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants expiration period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants to purchase common shares | ' | ' | ' | ' | ' | ' | ' | 8,500,000 | ' | ' | ' | ' | ' | 833,333 | 833,333 | ' | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Exercise Price of Warrants or Rights | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.4 | 4 | ' | 0.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investment Agreement, Requirement to Hold Rights to Board, Minimum Stock Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investment, Ownership Percentage | ' | ' | ' | ' | 23.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Shares Received As Gift | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Area of Real Estate Property | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,000 | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' | ' | ' | ' | ' | ' | ' |
Lessor Leasing Arrangements, Operating Leases, Term of Contract | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual Obligation, Due in Fifth Year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 60,000 | ' | ' | ' | ' | ' | ' |
Beneficially owned held by members | ' | ' | ' | ' | ' | ' | ' | ' | 13.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 36.00% | 5.00% | ' | 6.00% | ' | ' | ' | ' | ' | 16.00% | 1.00% | 1.00% | ' | ' | ' | ' | ' | ' | ' | 1.00% | 5.00% | 1.00% | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt face amount | 175,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 175,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of lease | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Square feet of laboratory | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 44,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 8,300 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payments of lease per month | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exceeds consumer price index | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of API to TEVA | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 300,000 | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fund for research agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Research agreement maturity period | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Approximate funding for development of technology | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period for development of technology | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Invested in common shares | ' | ' | ' | ' | ' | ' | 1,000,000 | 1,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Beneficially owned held by owners | ' | ' | ' | ' | ' | ' | 1.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible senior notes interest rate | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Par value | ' | ' | ' | ' | ' | ' | ' | $0.20 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Warrants duration | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise price per share | ' | ' | ' | ' | ' | ' | ' | $0.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Convertible debt, stock issued from conversion | ' | ' | 10,974,431 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Biozone Pharmaceuticals Warrants Exercised | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Noncash or Part Noncash Divestiture, Shares Received | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Shares Issued | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000,000 | 1,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Conversion, Common Shares Issued upon Conversion | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 205.0830864 | 205.0830864 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Investment was part of financing for Fabrus | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase (Decrease) in Due from Related Parties | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | ' | ' | ' | ' |
Related Party Transaction, Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.00% | ' | ' | ' | ' | ' |
Research and development agreement amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity method investment, number of shares purchased | ' | 1,701,723 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Previous investment by a group of investor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional investment by a group of investor | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of equal installments payable for additional investment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity Method Investment, Realized Gain (Loss) on Disposal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 17,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related Party Transaction, Other Revenues from Transactions with Related Party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,700,000 | ' | ' | ' | ' |
Lease rent per month for fifth year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 24,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit for tenant improvements | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of lease agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '6 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Leases, Monthly Payments, Year One | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating Leases, Monthly Payments, Year Five | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 34,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tenant Improvements, Offset Against Operating Lease in Next Twelve Months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 155,200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tenant Improvements, Rent Reduction, Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 68,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reimbursement paid to related party for travel | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $49,000 | $5,000 | $62,000 | $18,000 |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) (USD $) | 1 Months Ended | 0 Months Ended | ||||||
In Millions, unless otherwise specified | Jul. 31, 2012 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | 6-May-13 |
claim | Accrued Liabilities [Member] | Accrued Liabilities [Member] | Other Noncurrent Liabilities [Member] | Other Noncurrent Liabilities [Member] | Pending Litigation [Member] | |||
PROLOR Biotech, Inc. Shareholders' Litigation [Member] | ||||||||
Suit | ||||||||
Loss Contingencies [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of putative class action suits filed | ' | ' | ' | ' | ' | ' | ' | 5 |
Number of claims included in post-payment audit | 183 | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Contingent Consideration [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Contingent consideration | ' | $72.90 | $71.60 | $24.60 | $28 | $48.30 | $43.60 | ' |
Segments_Details_Textual
Segments (Details Textual) (USD $) | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
Segment | Customer Concentration Risk [Member] | Customer Concentration Risk [Member] | Customer Concentration Risk [Member] | Customer Concentration Risk [Member] | Customer Concentration Risk [Member] | Customer Concentration Risk [Member] | Intersegment Elimination [Member] | Pharmaceutical | Diagnostics | ||||
Sales Revenue, Net [Member] | Sales Revenue, Net [Member] | Sales Revenue, Net [Member] | Sales Revenue, Net [Member] | Accounts Receivable [Member] | Accounts Receivable [Member] | Segment | Segment | ||||||
Customer | Customer | Customer | Customer | Customer | Customer | ||||||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of reportable segments | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of operating segments | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | 2 |
Inter-segment sales | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ' | ' |
Inter-segment allocation of interest expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' |
Inter-segment allocation of income taxes | $101,000 | $925,000 | $714,000 | $968,000 | ' | ' | ' | ' | ' | ' | $0 | ' | ' |
Number of customer represented | ' | ' | ' | ' | 1 | 0 | 1 | 0 | 0 | 0 | ' | ' | ' |
Percentage of product revenue contributed by customer | ' | ' | ' | ' | 21.00% | ' | 15.00% | 10.00% | 10.00% | 10.00% | ' | ' | ' |
Segments_Details
Segments (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||||||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Product revenues | $21,392 | $18,618 | $41,219 | $34,145 | ' | |||
Revenue from services | 2,153 | 3,188 | 4,123 | 6,280 | ' | |||
Revenue from transfer of intellectual property | 0 | 2,015 | 476 | 14,772 | ' | |||
Operating (loss) income | -34,885 | -17,983 | -65,160 | -24,756 | ' | |||
Depreciation and amortization | 4,027 | 3,451 | 7,591 | 6,880 | ' | |||
Total revenues | 23,545 | 23,821 | 45,818 | 55,197 | ' | |||
Assets | 1,327,082 | [1] | ' | 1,327,082 | [1] | ' | 1,391,516 | [1] |
Goodwill | 226,001 | [1] | ' | 226,001 | [1] | ' | 226,373 | [1] |
United States [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Total revenues | 2,153 | 5,203 | 4,599 | 21,052 | ' | |||
Chile [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Total revenues | 7,852 | 8,482 | 15,136 | 16,223 | ' | |||
Spain [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Total revenues | 5,666 | 5,153 | 11,815 | 9,477 | ' | |||
Israel [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Total revenues | 6,307 | 3,995 | 10,853 | 6,567 | ' | |||
Mexico [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Total revenues | 1,546 | 988 | 3,377 | 1,878 | ' | |||
Uruguay [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Total revenues | 21 | 0 | 38 | 0 | ' | |||
Corporate, Non-Segment [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Product revenues | ' | ' | ' | ' | ' | |||
Revenue from services | 60 | 80 | 120 | 120 | ' | |||
Revenue from transfer of intellectual property | 0 | 0 | 0 | 0 | ' | |||
Operating (loss) income | -7,038 | -5,762 | -13,174 | -10,787 | ' | |||
Depreciation and amortization | 24 | 45 | 48 | 90 | ' | |||
Assets | 156,993 | ' | 156,993 | ' | 209,539 | |||
Goodwill | 0 | ' | 0 | ' | 0 | |||
Segment Reconciling Items [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Operating (loss) income | -674 | -943 | -1,163 | -1,540 | ' | |||
Pharmaceutical | Operating Segments [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Product revenues | 21,392 | 18,618 | 41,219 | 34,145 | ' | |||
Revenue from services | 0 | 0 | 0 | 0 | ' | |||
Revenue from transfer of intellectual property | 0 | 1,300 | 285 | 13,800 | ' | |||
Operating (loss) income | -20,368 | -4,528 | -36,941 | 3,955 | ' | |||
Depreciation and amortization | 2,287 | 1,702 | 4,135 | 3,397 | ' | |||
Assets | 1,059,635 | ' | 1,059,635 | ' | 1,065,033 | |||
Goodwill | 175,036 | ' | 175,036 | ' | 175,408 | |||
Diagnostics | Operating Segments [Member] | ' | ' | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||
Product revenues | ' | ' | ' | ' | ' | |||
Revenue from services | 2,093 | 3,108 | 4,003 | 6,160 | ' | |||
Revenue from transfer of intellectual property | 0 | 715 | 191 | 972 | ' | |||
Operating (loss) income | -6,805 | -6,750 | -13,882 | -16,384 | ' | |||
Depreciation and amortization | 1,716 | 1,704 | 3,408 | 3,393 | ' | |||
Assets | 110,454 | ' | 110,454 | ' | 116,944 | |||
Goodwill | $50,965 | ' | $50,965 | ' | $50,965 | |||
[1] | As of June 30, 2014 and December 31, 2013, total assets include $7.7 million and $6.7 million, respectively, and total liabilities include $13.5 million and $10.4 million, respectively, related to SciVac Ltd (“SciVacâ€), previously known as SciGen (I.L.) Ltd, a consolidated variable interest entity. SciVac’s consolidated assets are owned by SciVac and SciVac’s consolidated liabilities have no recourse against us. Refer to Note 5. |