Annual report pursuant to Section 13 and 15(d)

Consolidated Financial Statement Detail

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Consolidated Financial Statement Detail
12 Months Ended
Dec. 31, 2013
Consolidated Financial Statement Detail [Abstract]  
Consolidated Financial Statement Detail
3.
Consolidated Financial Statement Detail

Cash and Cash Equivalents

At December 31, 2013, cash equivalents consisted of demand deposits of $18.9 million and money market funds of $82.8 million with maturities of less than 90 days at the date of purchase. At December 31, 2012, cash equivalents consisted of demand deposits of $7.8 million and money market funds of $37.5 million with maturities of less than 90 days at the date of purchase.

Short-term Investments

At December 31, 2013 and 2012, short-term investments consisted of U.S. treasury securities of $20.0 million and $40.0 million, respectively, with maturities of greater than 90 days and less than one year from the date of purchase.

Foreign Exchange Options

The Company holds debt and may incur revenue and expenses denominated in foreign currencies, which exposes it to market risk associated with foreign currency exchange rate fluctuations between the U.S. dollar and the Euro. The Company is required in the future to make principal and accrued interest payments in Euros on its €15.0 million loan from Servier (See Note 7: Long-Term Debt and Other Arrangements). In order to manage its foreign currency exposure related to these payments, in May 2011, the Company entered into two foreign exchange option contracts to buy €1.5 million and €15.0 million in January 2014 and January 2016, respectively. By having these option contracts in place, the Company’s foreign exchange rate risk is reduced if the U.S. dollar weakens against the Euro. However, if the U.S. dollar strengthens against the Euro, the Company is not required to exercise these options, but will not receive any refund on premiums paid.

Upfront premiums paid on these foreign exchange option contracts totaled $1.5 million. The fair values of these option contracts are revalued at each reporting period and are estimated based on pricing models using readily observable inputs from actively quoted markets. The fair values of these option contracts are included in other assets on the consolidated balance sheet and changes in fair value on these contracts are included in other income (expense) on the consolidated statements of comprehensive loss.
 
The foreign exchange options were revalued at December 31, 2013 and 2012, and had aggregate fair values of $0.4 million and $0.5 million, respectively. The Company recognized losses of $0.1 million, $0.7 million and $0.3 million related to the revaluation for the years ended December 31, 2013, 2012, and 2011, respectively.

Receivables

Receivables consisted of the following at December 31, 2013 and 2012 (in thousands):

   
December 31,
 
   
2013
   
2012
 
Trade receivables, net
  $ 3,731     $ 7,477  
Other receivables
    50       772  
Total
  $ 3,781     $ 8,249  

Property and Equipment

Property and equipment consisted of the following at December 31, 2013 and 2012 (in thousands):

   
December 31,
 
   
2013
   
2012
 
Equipment and furniture
  $ 28,365     $ 25,734  
Buildings, leasehold and building improvements
    9,316       21,656  
Construction-in-progress
    225       1,832  
Land
    310       310  
      38,216       49,532  
Less:  Accumulated depreciation and amortization
    (31,760 )     (41,389 )
Property and equipment, net
  $ 6,456     $ 8,143  

Depreciation and amortization expense was $2.9 million, $4.1 million and $5.4 million for the years ended December 31, 2013, 2012, and 2011, respectively.

Accrued Liabilities

Accrued liabilities consisted of the following at December 31, 2013 and 2012 (in thousands):

   
December 31,
 
   
2013
   
2012
 
Accrued management incentive compensation
  $ 4,386     $ 3,978  
Accrued payroll and other benefits
    3,009       2,461  
Accrued clinical trial costs
    878       4,702  
Other
    1,661       1,904  
Total
  $ 9,934     $ 13,045  

Contingent Warrant Liabilities

In March 2012, in connection with an underwritten offering, the Company issued five-year warrants to purchase 14,834,577 shares of XOMA’s common stock at an exercise price of $1.76 per share. These warrants contain provisions that are contingent on the occurrence of a change in control, which would conditionally obligate the Company to repurchase the warrants for cash in an amount equal to their fair value using the Black-Scholes Option Pricing Model (the “Black-Scholes Model”) on the date of such change in control. Due to these provisions, the Company is required to account for the warrants issued in March 2012 as a liability at fair value. In addition, the estimated liability related to the warrants is required to be revalued at each reporting period until the earlier of the exercise of the warrants, at which time the liability will be reclassified to stockholders' equity, or expiration of the warrants. At December 31, 2012, the fair value of the warrant liability was estimated to be $15.0 million using the Black-Scholes Model. The Company revalued the warrant liability at December 31, 2013 using the Black-Scholes Model and recorded the $59.9 million increase in the fair value as a loss in the revaluation of contingent warrant liabilities line of its consolidated statements of comprehensive loss. The Company also reclassified $6.2 million from contingent warrant liabilities to equity on its consolidated balance sheets due to the exercise of warrants. As of December 31, 2013, 12,562,682 of these warrants were outstanding and had a fair value of $68.7 million. This increase in liability is due primarily to the increase in the market price of the Company’s common stock at December 31, 2013 compared to December 31, 2012.
In February 2010, in connection with an underwritten offering, the Company issued five-year warrants to purchase 1,260,000 shares of XOMA’s common stock at an exercise price of $10.50 per share. In June 2009, the Company issued warrants to certain institutional investors as part of a registered direct offering. These warrants represent the right to acquire an aggregate of up to 347,826 shares of XOMA’s common stock over a five year period beginning December 11, 2009 at an exercise price of $19.50 per share. These warrants contain provisions that are contingent on the occurrence of a change in control, which would conditionally obligate the Company to repurchase the warrants for cash in an amount equal to their fair value using the Black-Scholes Model on the date of such change in control. Due to these provisions, the Company is required to account for the warrants issued in February 2010 and June 2009 as liabilities at fair value. At December 31, 2012, the fair value of the warrant liability was estimated to be $0.1 million using the Black-Scholes Model. The Company revalued the warrant liability at December 31, 2013 using the Black-Scholes Model and recorded the $1.1 million increase in the fair value as a loss in the revaluation of contingent warrant liabilities line of its consolidated statements of comprehensive loss. As of December 31, 2013, all of these warrants were outstanding and had an aggregate fair value of approximately $1.2 million.

Deferred Revenue

In 2013, the Company deferred $1.5 million of revenue from contracts including Servier and NIH and recognized $4.9 million in revenue. In 2012, the Company deferred $5.9 million of revenue from contracts including Servier and NIH and recognized $9.4 million in revenue.