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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Gilead Sciences Inc | NASDAQ:GILD | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-0.74 | -1.12% | 65.20 | 65.02 | 65.38 | 65.635 | 64.825 | 65.62 | 7,436,605 | 00:47:10 |
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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94-3047598
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(State or Other Jurisdiction of Incorporation or Organization)
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(I.R.S. Employer Identification No.)
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333 Lakeside Drive, Foster City, California
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94404
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Name of each exchange on which registered
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Common Stock, $0.001 par value per share
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The Nasdaq Global Select Market
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Large accelerated filer
x
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Accelerated filer
¨
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Non-Accelerated filer
¨
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Smaller reporting company
¨
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(Do not check if a smaller reporting company)
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PART I
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Item 1
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Item 1A
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Item 1B
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Item 2
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Item 3
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Item 4
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PART II
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Item 5
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Item 6
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Item 7
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Item 7A
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Item 8
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Item 9
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Item 9A
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Item 9B
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PART III
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Item 10
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Item 11
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Item 12
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Item 13
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Item 14
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PART IV
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Item 15
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Item 16
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ITEM 1.
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BUSINESS
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•
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Descovy
is an oral formulation indicated in combination with other antiretroviral agents for the treatment of HIV-1 infection in adults and pediatric patients 12 years of age or older. Descovy is a fixed-dose combination of our antiretroviral medications, Emtriva
®
(emtricitabine) and TAF. Descovy was approved by FDA and the European Commission in April 2016.
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•
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Odefsey
is an oral formulation dosed once a day for the treatment of HIV-1 infection in certain patients. Odefsey is a fixed-dose combination of our antiretroviral medications, Emtriva and TAF, and rilpivirine marketed by Janssen Sciences Ireland UC (Janssen), one of the Janssen Pharmaceutical Companies of Johnson & Johnson. Odefsey represents the smallest pill of any single-tablet regimen for the treatment of HIV. Odefsey was approved by FDA in March 2016 and the European Commission in June 2016.
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•
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Genvoya
is an oral formulation dosed once a day for the treatment of HIV-1 infection in adults. Genvoya is a single-tablet regimen for the treatment of HIV and is a fixed-dose combination of our antiretroviral medicines, Vitekta
®
(elvitegravir), Tybost
®
(cobicistat), Emtriva and TAF.
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•
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Stribild
®
(elvitegravir/cobicistat/emtricitabine/TDF) is an oral formulation dosed once a day for the treatment of HIV-1 infection in treatment-naive adults. Stribild is a single-tablet regimen for the treatment of HIV and is a fixed-dose combination of our antiretroviral medications, Vitekta, Tybost, Viread and Emtriva.
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•
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Complera
®
/Eviplera
®
(emtricitabine/rilpivirine/TDF) is an oral formulation dosed once a day for the treatment of HIV-1 infection in adults. The product, marketed in the United States as Complera and in Europe as Eviplera, is a single-tablet regimen for the treatment of HIV and is a fixed-dose combination of our antiretroviral medications, Viread and Emtriva, and Janssen’s rilpivirine.
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•
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Atripla
®
(efavirenz/emtricitabine/TDF) is an oral formulation dosed once a day for the treatment of HIV infection in adults. Atripla is a single-tablet regimen for HIV intended as a stand-alone therapy or in combination with other antiretrovirals. It is a fixed-dose combination of our antiretroviral medications, Viread and Emtriva, and Bristol-Myers Squibb Company’s (BMS’s) efavirenz.
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•
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Truvada
®
(emtricitabine/TDF) is an oral formulation dosed once a day as part of combination therapy to treat HIV infection in adults. It is a fixed-dose combination of our antiretroviral medications, Viread and Emtriva. FDA also approved Truvada, in combination with safer sex practices, to reduce the risk of sexually acquired HIV-1 infection in adults at high risk; a strategy called pre-exposure prophylaxis (PrEP).
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•
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Viread
is an oral formulation of a nucleotide analog reverse transcriptase inhibitor, dosed once a day as part of combination therapy to treat HIV infection in patients two years of age and older. The European Commission also approved the use of Viread in combination with other antiretroviral agents for the treatment of HIV-1-infected adolescent patients aged two to less than 18 years with nucleoside reverse transcriptase inhibitor resistance or toxicities precluding the use of first-line pediatric agents. Viread is also approved for the treatment of HBV.
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•
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Emtriva
is an oral formulation of a nucleoside analog reverse transcriptase inhibitor, dosed once a day as part of combination therapy to treat HIV infection in adults. In the United States and Europe, Emtriva is also available as an oral solution approved as part of combination therapy to treat HIV infection in children.
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•
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Tybost
is a pharmacokinetic enhancer dosed once a day that boosts blood levels of certain HIV medicines. Tybost is indicated as a boosting agent for the HIV protease inhibitors atazanavir and darunavir as part of antiretroviral combination therapy in adults with HIV-1 infection.
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•
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Vitekta
is an oral formulation of an integrase inhibitor, dosed once a day as part of combination therapy to treat HIV infection in adults without known mutations associated with resistance to elvitegravir, the active ingredient of Vitekta. Vitekta is indicated for use as part of HIV treatment regimens that include a ritonavir-boosted protease inhibitor.
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•
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Vemlidy
is an oral formulation of a once-daily treatment of TAF for adults with HBV infection with compensated liver disease. Vemlidy was approved by FDA in November 2016 and the European Commission in January 2017.
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•
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Epclusa
is an oral formulation of sofosbuvir and velpatasvir and the first pan-genotypic, single-tablet regimen for the treatment of adults with genotype 1-6 chronic infection. Epclusa is also the first single-tablet regimen approved for the treatment of patients with HCV genotype 2 and 3, without the need for ribavirin. Epclusa for 12 weeks was approved in patients without cirrhosis or with compensated cirrhosis (Child-Pugh A), and in combination with ribavirin for patients with decompensated cirrhosis (Child-Pugh B or C). Epclusa was approved by FDA in June 2016 and the European Commission in July 2016.
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•
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Harvoni
is an oral formulation of ledipasvir and sofosbuvir dosed once a day for the treatment of genotypes 1, 4, 5 and 6, HCV/HIV-1 co-infection, HCV genotype 1 and 4 liver transplant recipients, and genotype 1-infected patients with decompensated cirrhosis. In Europe, Harvoni is also indicated for certain patients with HCV genotype 4 infection, HCV genotype 3 infection with cirrhosis and/or prior treatment failure and those with HCV/HIV-1 co-infection.
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•
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Sovaldi
is an oral formulation of sofosbuvir dosed once a day for the treatment of HCV as a component of a combination antiviral treatment regimen. Sovaldi’s efficacy has been established in patients with HCV genotypes 1, 2, 3 or 4 infection (in the United States and Europe) and genotypes 5 and 6 infection (in Europe), including those with hepatocellular carcinoma meeting Milan criteria (awaiting liver transplantation) and those with HCV/HIV-1 co-infection.
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•
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Viread
is an oral formulation of a nucleotide analog reverse transcriptase inhibitor, dosed once a day for the treatment of HBV in adults with compensated and decompensated liver disease. We licensed to GlaxoSmithKline Inc. (GSK) the rights to commercialize Viread for the treatment of HBV in China, Japan and Saudi Arabia. In 2012, the European Commission approved the use of Viread for the treatment of HBV infection in adolescent patients aged 12 to less than 18 years with compensated liver disease and evidence of immune active disease. Viread is also approved for the treatment of HIV infection.
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•
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Hepsera
®
(adefovir dipivoxil) is an oral formulation of a nucleotide analog polymerase inhibitor, dosed once a day to treat HBV in patients 12 years of age and older. We licensed to GSK the rights to commercialize Hepsera for the treatment of HBV in Asia Pacific, Latin America and certain other territories.
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•
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Zydelig
®
(idelalisib) is a first-in-class PI3K delta inhibitor for the treatment of certain blood cancers. In the United States, Zydelig is approved in combination with rituximab for patients with relapsed CLL for whom rituximab alone would be considered appropriate therapy and as monotherapy for patients with relapsed follicular B-cell non-Hodgkin lymphoma (FL) and small lymphocytic lymphoma (SLL) who have received at least two prior systemic therapies. In the European Union, Zydelig is approved for the treatment of CLL and FL.
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•
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Letairis
®
(ambrisentan) is an oral formulation of an endothelin receptor antagonist (ERA) indicated for the treatment of pulmonary arterial hypertension (PAH) (WHO Group 1) in patients with WHO Class II or III symptoms to improve exercise capacity and delay clinical worsening. We sublicensed to GSK the rights to ambrisentan, marketed by GSK as Volibris
®
(ambrisentan), for PAH in territories outside of the United States.
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•
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Ranexa
®
(ranolazine) is an extended-release tablet for the treatment of chronic angina. We have licensed to Menarini International Operations Luxembourg SA the rights to Ranexa in territories outside of the United States.
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•
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Lexiscan
®
(regadenoson) injection is indicated for use as a pharmacologic stress agent in radionuclide myocardial perfusion imaging (MPI), a test that detects and characterizes coronary artery disease, in patients unable to undergo adequate exercise stress. Astellas US LLC (Astellas) has exclusive rights to manufacture and sell regadenoson under the name Lexiscan in the United States. Rapidscan Pharma Solutions, Inc. (RPS) holds the exclusive right to manufacture and sell regadenoson under the name Rapiscan
®
in Europe and certain territories outside the United States. We receive royalties from Astellas and RPS for sales in these territories.
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•
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Cayston
®
(aztreonam for inhalation solution) is an inhaled antibiotic for the treatment of respiratory systems in cystic fibrosis patients seven years of age and older with
Pseudomonas aeruginosa (P. aeruginosa)
.
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•
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Tamiflu
®
(oseltamivir phosphate) is an oral antiviral available in capsule form for the treatment and prevention of influenza A and B. Tamiflu is approved for the treatment of influenza in children and adults in more than 60 countries, including the United States, Japan and the European Union. Tamiflu is also approved for the prevention of influenza in children and adults in the United States, Japan and the European Union. We developed Tamiflu with F. Hoffmann-La Roche Ltd (together with Hoffmann-La Roche Inc., Roche). Roche has the exclusive right to manufacture and sell Tamiflu worldwide, subject to its obligation to pay us royalties based on a percentage of the net sales of Tamiflu.
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•
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AmBisome
®
(amphotericin B liposome for injection) is a proprietary liposomal formulation of amphotericin B, an antifungal agent to treat serious invasive fungal infections caused by various fungal species in adults. Our corporate partner, Astellas Pharma US, Inc., promotes and sells AmBisome in the United States and Canada, and we promote and sell AmBisome in Europe, Australia and New Zealand.
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•
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Macugen
®
(pegaptanib sodium injection) is an intravitreal injection of an anti-angiogenic oligonucleotide for the treatment of neovascular age-related macular degeneration. Macugen was developed by Eyetech Inc. (Eyetech) using technology licensed from us and is now promoted in the United States by Valeant Pharmaceuticals, Inc. (Valeant), which acquired Eyetech in 2012. Valeant holds the exclusive rights to manufacture and sell Macugen in the United States, and Pfizer Inc. (Pfizer) holds the exclusive right to manufacture and sell Macugen in the rest of the world. We receive royalties from Valeant and Pfizer based on worldwide sales of Macugen.
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•
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Licenses with Generic Manufacturers.
We have entered into non-exclusive license agreements with Indian generic manufacturers, granting them rights to produce and distribute generic versions of certain of our HIV, HCV and HBV products to low-income countries around the world, which include India and many countries in our Gilead Access Program.
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•
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Medicines Patent Pool (the MPP).
We entered into an agreement with the MPP, an organization that was established by the United Nations to increase global access to high-quality, low-cost antiretroviral therapy through the sharing of patents. We granted the MPP a non-exclusive license to identify generic pharmaceutical manufacturers in India who specialize in high-quality production of generic medicines and granted sublicenses to those Indian manufacturers to manufacture and distribute generic versions of our antiretrovirals in the developing world. Sublicensees through the MPP will be free to develop combination products and pediatric formulations of our HIV medicines.
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•
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Special Partnerships.
We work with national governments and local organizations to increase access to our HIV and HCV medicines and strengthen healthcare systems. For example, we have established an agreement with the National AIDS Program of Myanmar to donate a generic version of our Atripla to 2,000 people living with HIV in the country, as well as provide HIV educational activities and financial support to strengthen the country’s health system. In Tanzania, we launched an HIV “test-and-treat” demonstration project with the Holy See’s Good Samaritan Foundation. The program’s goal is to enable screening of 120,000 patients for HIV and provide HIV therapy to 20,000 HIV-positive individuals over five years. In Egypt, we have agreed to provide Sovaldi and Harvoni to the Egyptian Ministry of Health at a significantly reduced price. In addition, in partnership with the Ministry of Health, we invest in local HCV medical education and prevention efforts, as well as screening and patient awareness initiatives. In Georgia, we established an agreement with the Ministry of Labor, Health and Social Affairs of Georgia to help eliminate HCV in the country. The
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•
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BMS
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•
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Janssen
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•
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Japan Tobacco
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Product Candidates
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Description
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Products in Phase 3
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Bictegravir/F/TAF
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A single-tablet regimen of bictegravir, a non-boosted integrase inhibitor, and F/TAF is being evaluated for the treatment of HIV infection.
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Descovy
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Descovy is being evaluated for PrEP.
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Product in Phase 1
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GS-9620
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GS-9620, a TLR-7 agonist, is being evaluated for the treatment of HIV infection.
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Product Candidates
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Description
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Market Applications Pending
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Single-tablet regimen of sofosbuvir, velpatasvir and voxilaprevir
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A single-tablet regimen of sofosbuvir, velpatasvir and voxilaprevir, a pan-genotypic NS3 protease inhibitor, is being evaluated for the treatment of HCV.
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Product in Phase 3
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Selonsertib
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Selonsertib, an ASK-1 inhibitor, is being evaluated for the treatment of NASH.
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Products in Phase 2
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GS-9620
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GS-9620, a TLR-7 agonist, is being evaluated for the treatment of HBV.
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Selonsertib
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Selonsertib, an ASK-1 inhibitor, is being evaluated for the treatment of alcoholic hepatitis.
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GS-9674
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GS-9674, a FXR agonist, is being evaluated for the treatment of NASH, primary biliary cirrhosis and primary sclerosing cholangitis.
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GS-0976
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GS-0976, an ACC inhibitor, is being evaluated for the treatment of NASH.
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Product Candidates
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Description
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Products in Phase 3
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Idelalisib
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Idelalisib, a PI3K delta inhibitor, is being evaluated for the treatment of relapsed refractory CLL.
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GS-5745
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GS-5745, a MMP9 mAb inhibitor, is being evaluated for the treatment of gastric cancer.
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Products in Phase 2
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Entospletinib
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Entospletinib, a Syk inhibitor, is being evaluated for the treatment of hematological malignancies and acute myeloid leukemia.
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GS-4059
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GS-4059, a BTK inhibitor, is being evaluated for the treatment of B-cell malignancies.
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Products in Phase 1
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GS-5745
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GS-5745, a MMP9 mAb inhibitor, is being evaluated for the treatment of solid tumors.
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GS-5829
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GS-5829, a BET inhibitor, is being evaluated for the treatment of solid tumors.
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Product Candidates
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Description
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Product in Phase 3
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Filgotinib
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Filgotinib, a JAK1 inhibitor, is being evaluated for the treatment of rheumatoid arthritis, Crohn’s disease and ulcerative colitis.
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Products in Phase 2
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Filgotinib
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Filgotinib, a JAK1 inhibitor, is being evaluated for the treatment of various inflammatory diseases.
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Entospletinib
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Entospletinib, a Syk inhibitor, is being evaluated for the treatment of chronic graft versus host disease.
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Presatovir
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Presatovir, a fusion inhibitor, is being evaluated for the treatment of respiratory syncytial virus.
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GS-5745
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GS-5745, a MMP9 mAb inhibitor, is being evaluated for the treatment of cystic fibrosis and rheumatoid arthritis.
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GS-9876
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GS-9876, a Syk inhibitor, is being evaluated for the treatment of rheumatoid arthritis.
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Product Candidates
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Description
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Product in Phase 2
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GS-5734
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GS-5734, a Nuc inhibitor, is being evaluated for the treatment of Ebola virus infection.
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*
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In 2017, Gilead and Watson Laboratories, Inc. (Watson) reached an agreement to settlement the patent litigation related to Letairis.
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**
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In 2013, Gilead and Teva Pharmaceuticals (Teva) reached an agreement in principle to settle the ongoing patent litigation concerning the four patents that protect tenofovir disoproxil fumarate in our Viread, Truvada and Atripla products. Under the agreement, Teva will be allowed to launch a generic version of Viread on December 15, 2017.
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***
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In 2013, Gilead and Lupin Limited (Lupin) reached an agreement to settle the patent litigation prior to issuance of the court’s decision. Under the agreement, Lupin will be allowed to launch a generic version of Ranexa on February 27, 2019.
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•
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Phase 1. The drug candidate is given to a small number of healthy human control subjects or patients suffering from the indicated disease, to test for safety, dose tolerance, pharmacokinetics, metabolism, distribution and excretion.
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•
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Phase 2. The drug candidate is given to a limited patient population to determine the effect of the drug candidate in treating the disease, the best dose of the drug candidate, and the possible side effects and safety risks of the drug candidate. It is not uncommon for a drug candidate that appears promising in Phase 1 clinical trials to fail in the more rigorous Phase 2 clinical trials.
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•
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Phase 3. If a drug candidate appears to be effective and safe in Phase 2 clinical trials, Phase 3 clinical trials are commenced to confirm those results. Phase 3 clinical trials are conducted over a longer term, involve a significantly larger population, are conducted at numerous sites in different geographic regions and are carefully designed to provide reliable and conclusive data regarding the safety and benefits of a drug candidate. It is not uncommon for a drug candidate that appears promising in Phase 2 clinical trials to fail in the more rigorous and extensive Phase 3 clinical trials.
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ITEM 1A.
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RISK FACTORS
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•
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As our HCV and HIV products are used over a longer period of time in many patients and in combination with other products, and additional studies are conducted, new issues with respect to safety, resistance and interactions with other drugs may arise, which could cause us to provide additional warnings or contraindications on our labels, narrow our approved indications or halt sales of a product, each of which could reduce our revenues.
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•
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As our products mature, private insurers and government payers often reduce the amount they will reimburse patients for these products, which increases pressure on us to reduce prices.
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•
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If physicians do not see the benefit of our HCV or HIV products, the sales of our HCV or HIV products will be limited.
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•
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As new branded or generic products are introduced into major markets, our ability to maintain pricing and market share may be affected. For example, TDF, one of the active pharmaceutical ingredients in Stribild, Complera/Eviplera, Atripla and Truvada, and the main active pharmaceutical ingredient in Viread, is expected to face generic competition in the United States, the European Union and other countries in 2017. In addition, because emtricitabine, the other active pharmaceutical ingredient of Truvada, faced generic competition in the European Union in 2016, Truvada is also expected to face generic competition in the European Union and other countries outside of the United States in 2017. This may have a negative impact on our business and results of operations.
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•
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we are unable to control the resources our corporate partners devote to our programs or products;
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•
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disputes may arise with respect to the ownership of rights to technology developed with our corporate partners;
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•
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disagreements with our corporate partners could cause delays in, or termination of, the research, development or commercialization of product candidates or result in litigation or arbitration;
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•
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contracts with our corporate partners may fail to provide significant protection or may fail to be effectively enforced if one of these partners fails to perform;
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•
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our corporate partners have considerable discretion in electing whether to pursue the development of any additional products and may pursue alternative technologies or products either on their own or in collaboration with our competitors;
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•
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our corporate partners with marketing rights may choose to pursue competing technologies or to devote fewer resources to the marketing of our products than they do to products of their own development; and
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•
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our distributors and our corporate partners may be unable to pay us, particularly in light of current economic conditions.
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not provide us with accurate or timely information regarding their inventories, patient data or safety complaints;
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not effectively sell or support Letairis or Cayston;
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not devote the resources necessary to sell Letairis or Cayston in the volumes and within the time frames that we expect;
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not be able to satisfy their financial obligations to us or others; or
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cease operations.
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obtain patents and licenses to patent rights;
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preserve trade secrets;
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defend against infringement and efforts to invalidate our patents; and
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operate without infringing on the intellectual property of others.
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ITEM 1B.
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UNRESOLVED STAFF COMMENTS
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ITEM 2.
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PROPERTIES
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ITEM 3.
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LEGAL PROCEEDINGS
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ITEM 4.
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MINE SAFETY DISCLOSURES
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ITEM 5.
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MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
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2016
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2015
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||||
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High
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Low
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High
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Low
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First Quarter
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$100.68
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$81.89
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$107.77
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$93.18
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Second Quarter
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$103.10
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$77.92
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$123.37
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$95.38
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Third Quarter
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$88.85
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$76.67
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$120.37
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$86.00
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Fourth Quarter
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$80.00
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$70.83
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$111.11
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$94.37
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(1)
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This section is not “soliciting material,” is not deemed “filed” with the SEC and is not to be incorporated by reference in any of our filings under the Securities Act or the Exchange Act whether made before or after the date hereof and irrespective of any general incorporation language in any such filing.
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(2)
|
Shows the cumulative return on investment assuming an investment of $100 in our common stock, the NBI Index and the S&P 500 Index on December 30, 2011, and that all dividends were reinvested.
|
|
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Total Number
of Shares
Purchased
(in thousands)
|
|
Average
Price Paid
per Share
(in dollars)
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Program
(in thousands)
|
|
Maximum Fair
Value of Shares
that May Yet Be
Purchased Under
the Program
(in millions)
|
||||||
October 1 - October 31, 2016
|
|
4,722
|
|
|
$
|
74.77
|
|
|
4,694
|
|
|
$
|
9,649
|
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November 1 - November 30, 2016
|
|
4,827
|
|
|
$
|
75.07
|
|
|
4,607
|
|
|
$
|
9,304
|
|
December 1 - December 31, 2016
|
|
4,139
|
|
|
$
|
73.55
|
|
|
4,128
|
|
|
$
|
9,000
|
|
Total
|
|
13,688
|
|
(1)
|
$
|
74.51
|
|
|
13,429
|
|
(1)
|
|
||
_________________________________________
|
|
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|
|
|
|
|
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(1)
|
The difference between the total number of shares purchased and the total number of shares purchased as part of publicly announced program is due to shares of common stock withheld by us from employee restricted stock awards in order to satisfy applicable tax withholding obligations.
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ITEM 6.
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SELECTED FINANCIAL DATA
|
|
Year Ended December 31,
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||||||||||||||||||
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2016
|
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2015
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2014
|
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2013
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2012
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||||||||||
CONSOLIDATED STATEMENT OF INCOME DATA:
|
|
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||||||||||
Total revenues
(1)
|
$
|
30,390
|
|
|
$
|
32,639
|
|
|
$
|
24,890
|
|
|
$
|
11,202
|
|
|
$
|
9,702
|
|
Total costs and expenses
(1)
|
$
|
12,757
|
|
|
$
|
10,446
|
|
|
$
|
9,625
|
|
|
$
|
6,678
|
|
|
$
|
5,692
|
|
Income from operations
|
$
|
17,633
|
|
|
$
|
22,193
|
|
|
$
|
15,265
|
|
|
$
|
4,524
|
|
|
$
|
4,010
|
|
Provision for income taxes
|
$
|
3,609
|
|
|
$
|
3,553
|
|
|
$
|
2,797
|
|
|
$
|
1,151
|
|
|
$
|
1,038
|
|
Net income
|
$
|
13,488
|
|
|
$
|
18,106
|
|
|
$
|
12,059
|
|
|
$
|
3,057
|
|
|
$
|
2,574
|
|
Net income attributable to Gilead
|
$
|
13,501
|
|
|
$
|
18,108
|
|
|
$
|
12,101
|
|
|
$
|
3,075
|
|
|
$
|
2,592
|
|
Net income per share attributable to Gilead
common stockholders - basic
|
$
|
10.08
|
|
|
$
|
12.37
|
|
|
$
|
7.95
|
|
|
$
|
2.01
|
|
|
$
|
1.71
|
|
Shares used in per share calculation - basic
|
1,339
|
|
|
1,464
|
|
|
1,522
|
|
|
1,529
|
|
|
1,515
|
|
|||||
Net income per share attributable to Gilead
common stockholders - diluted
|
$
|
9.94
|
|
|
$
|
11.91
|
|
|
$
|
7.35
|
|
|
$
|
1.81
|
|
|
$
|
1.64
|
|
Shares used in per share calculation - diluted
|
1,358
|
|
|
1,521
|
|
|
1,647
|
|
|
1,695
|
|
|
1,583
|
|
|||||
Cash dividends declared per share
|
$
|
1.84
|
|
|
$
|
1.29
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
December 31,
|
||||||||||||||||||
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
CONSOLIDATED BALANCE SHEET DATA:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash, cash equivalents and marketable securities
(2)
|
$
|
32,380
|
|
|
$
|
26,208
|
|
|
$
|
11,726
|
|
|
$
|
2,571
|
|
|
$
|
2,582
|
|
Working capital
(2)
|
$
|
11,226
|
|
|
$
|
14,872
|
|
|
$
|
11,953
|
|
|
$
|
590
|
|
|
$
|
1,918
|
|
Total assets
(2)(3)
|
$
|
56,977
|
|
|
$
|
51,716
|
|
|
$
|
34,601
|
|
|
$
|
22,555
|
|
|
$
|
21,202
|
|
Other long-term obligations
|
$
|
296
|
|
|
$
|
395
|
|
|
$
|
586
|
|
|
$
|
262
|
|
|
$
|
281
|
|
Long-term debt, including current portion
(2)(3)
|
$
|
26,346
|
|
|
$
|
22,055
|
|
|
$
|
12,341
|
|
|
$
|
6,612
|
|
|
$
|
8,186
|
|
Retained earnings
|
$
|
18,154
|
|
|
$
|
18,001
|
|
|
$
|
12,732
|
|
|
$
|
6,106
|
|
|
$
|
3,705
|
|
Total stockholders’ equity
|
$
|
19,363
|
|
|
$
|
19,113
|
|
|
$
|
15,819
|
|
|
$
|
11,745
|
|
|
$
|
9,544
|
|
_______________________
|
|
|
|
|
|
|
|
|
|
Notes:
|
||
(1)
|
See Management’s Discussion and Analysis of Financial Condition and Results of Operations included in Item 7 of this Annual Report on Form 10-K for a description of our results of operations for 2016.
|
|
(2)
|
During 2016, we issued $5.0 billion principal amount of senior unsecured notes in a registered offering. We also repaid $285 million of principal balance of convertible senior notes due in May 2016 and $700 million of principal balance of senior unsecured notes due in December 2016.
|
|
|
During 2015, we issued $10.0 billion principal amount of senior unsecured notes in a registered offering. We also repaid $213 million of principal balance of convertible senior notes due in May 2016.
|
|
|
During 2014, we issued $8.0 billion principal amount of senior unsecured notes in registered offerings. We also repaid $912 million of principal balance of convertible senior notes due in May 2014, $750 million of principal balance of senior unsecured notes due in December 2014 and $600 million under our five-year revolving credit facility agreement.
|
|
|
During 2013, we repaid $1.5 billion of principal balance of convertible senior notes and repaid $150 million under our five-year revolving credit facility agreement.
|
|
|
During 2012, we completed the acquisition of Pharmasset, Inc. and recognized consideration transferred of $11.1 billion which was primarily recorded in Intangible assets, net. We financed the transaction with approximately $5.2 billion in cash on hand, $2.2 billion in bank debt issued in January 2012 and $3.7 billion in senior unsecured notes issued in December 2011.
|
|
(3)
|
In 2016, we retrospectively adopted Accounting Standards Update No. 2015-03 “Simplifying the Presentation of Debt Issuance Costs,” which requires presentation of debt issuance costs as a direct deduction from the carrying amount of a recognized debt liability on the balance sheet. As a result, we reclassified unamortized debt issuance costs from assets to Long-term debt, including current portion for each of the years presented.
|
|
ITEM 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Submission of marketing authorization applications for the once-daily, single-tablet regimen of sofosbuvir 400 mg, velpatasvir 100 mg and voxilaprevir 100 mg for the treatment of HCV-infected patients to U.S. Food and Drug Administration (FDA) and the European Commission.
|
•
|
FDA and Japanese Ministry of Health, Labour and Welfare (MHLW) approval of Vemlidy, a once-daily treatment for adults with HBV infection with compensated liver disease.
|
•
|
European Commission approval of marketing authorization for once-daily Truvada in combination with safer-sex practices to reduce the risk of sexually acquired HIV-1 infection among uninfected adults at high risk, a strategy known as pre-exposure prophylaxis, or PrEP.
|
•
|
FDA and European Commission approval of Epclusa, the first all-oral, pan-genotypic, single-tablet regimen for the treatment of adults with genotype 1-6 chronic HCV infection.
|
•
|
FDA and the European Commission approval of two tenofovir alafenamide (TAF)-based regimens, Odefsey and Descovy, a fixed-dose combination for the treatment of HIV-1 infection.
|
•
|
Purchase of Nimbus Apollo, Inc. (Nimbus), a wholly-owned subsidiary of Nimbus Therapeutics, and its Acetyl-CoA Carboxylase (ACC) inhibitor program. The Nimbus program includes the lead candidate NDI-010976, an ACC inhibitor, and other pre-clinical ACC inhibitors for the potential treatment of non-alcoholic steatohepatitis (NASH), hepatocellular carcinoma and other diseases.
|
•
|
Closed on a license and collaboration agreement with Galapagos NV (Galapagos), a clinical-stage biotechnology company based in Belgium, for the development and commercialization of filgotinib, a JAK1-selective inhibitor being investigated for inflammatory disease indications.
|
(In millions, except percentages)
|
|
2016
|
|
Change
|
|
2015
|
|
Change
|
|
2014
|
||||||||
Revenues:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Product sales
|
|
$
|
29,953
|
|
|
(7
|
)%
|
|
$
|
32,151
|
|
|
31
|
%
|
|
$
|
24,474
|
|
Royalty, contract and other revenues
|
|
437
|
|
|
(10
|
)%
|
|
488
|
|
|
17
|
%
|
|
416
|
|
|||
Total revenues
|
|
$
|
30,390
|
|
|
(7
|
)%
|
|
$
|
32,639
|
|
|
31
|
%
|
|
$
|
24,890
|
|
(In millions, except percentages)
|
|
2016
|
|
Change
|
|
2015
|
|
Change
|
|
2014
|
||||||||
Antiviral products:
|
|
|
|
|
|
|
|
|
|
|
||||||||
HCV products
|
|
|
|
|
|
|
|
|
|
|
||||||||
Harvoni
|
|
$
|
9,081
|
|
|
(34
|
)%
|
|
$
|
13,864
|
|
|
*
|
|
|
$
|
2,127
|
|
Sovaldi
|
|
4,001
|
|
|
(24
|
)%
|
|
5,276
|
|
|
(49
|
)%
|
|
10,283
|
|
|||
Epclusa
|
|
1,752
|
|
|
*
|
|
|
—
|
|
|
*
|
|
|
—
|
|
|||
HIV and other antiviral products
|
|
|
|
|
|
|
|
|
|
|
||||||||
Truvada
|
|
3,566
|
|
|
3
|
%
|
|
3,459
|
|
|
4
|
%
|
|
3,340
|
|
|||
Atripla
|
|
2,605
|
|
|
(17
|
)%
|
|
3,134
|
|
|
(10
|
)%
|
|
3,470
|
|
|||
Stribild
|
|
1,914
|
|
|
5
|
%
|
|
1,825
|
|
|
52
|
%
|
|
1,197
|
|
|||
Genvoya
|
|
1,484
|
|
|
*
|
|
|
45
|
|
|
*
|
|
|
—
|
|
|||
Complera/Eviplera
|
|
1,457
|
|
|
2
|
%
|
|
1,427
|
|
|
16
|
%
|
|
1,228
|
|
|||
Viread
|
|
1,186
|
|
|
7
|
%
|
|
1,108
|
|
|
5
|
%
|
|
1,058
|
|
|||
Odefsey
|
|
329
|
|
|
*
|
|
|
—
|
|
|
*
|
|
|
—
|
|
|||
Descovy
|
|
298
|
|
|
*
|
|
|
—
|
|
|
*
|
|
|
—
|
|
|||
Other antiviral
|
|
72
|
|
|
4
|
%
|
|
69
|
|
|
(22
|
)%
|
|
88
|
|
|||
Total antiviral products
|
|
27,745
|
|
|
(8
|
)%
|
|
30,207
|
|
|
33
|
%
|
|
22,791
|
|
|||
Other products:
|
|
|
|
|
|
|
|
|
|
|
||||||||
Letairis
|
|
819
|
|
|
17
|
%
|
|
700
|
|
|
18
|
%
|
|
595
|
|
|||
Ranexa
|
|
677
|
|
|
15
|
%
|
|
588
|
|
|
15
|
%
|
|
510
|
|
|||
AmBisome
|
|
356
|
|
|
2
|
%
|
|
350
|
|
|
(10
|
)%
|
|
388
|
|
|||
Zydelig
|
|
168
|
|
|
27
|
%
|
|
132
|
|
|
*
|
|
|
23
|
|
|||
Other
|
|
188
|
|
|
8
|
%
|
|
174
|
|
|
4
|
%
|
|
167
|
|
|||
Total product sales
|
|
$
|
29,953
|
|
|
(7
|
)%
|
|
$
|
32,151
|
|
|
31
|
%
|
|
$
|
24,474
|
|
_______________________
|
|
|
|
|
|
|
|
|
|
|
•
|
Harvoni
|
•
|
Sovaldi
|
•
|
Epclusa
|
•
|
Truvada
|
•
|
Atripla
|
•
|
Stribild
|
•
|
TAF-based regimens - Genvoya, Descovy and Odefsey
|
•
|
Complera/Eviplera
|
(In millions, except percentages)
|
|
2016
|
|
Change
|
|
2015
|
|
Change
|
|
2014
|
||||||||
Royalty, contract and other revenues
|
|
$
|
437
|
|
|
(10
|
)%
|
|
$
|
488
|
|
|
17
|
%
|
|
$
|
416
|
|
(In millions, except percentages)
|
|
2016
|
|
Change
|
|
2015
|
|
Change
|
|
2014
|
||||||||
Total product sales
|
|
$
|
29,953
|
|
|
(7
|
)%
|
|
$
|
32,151
|
|
|
31
|
%
|
|
$
|
24,474
|
|
Cost of goods sold
|
|
$
|
4,261
|
|
|
6
|
%
|
|
$
|
4,006
|
|
|
6
|
%
|
|
$
|
3,788
|
|
Product gross margin
|
|
86
|
%
|
|
|
|
88
|
%
|
|
|
|
85
|
%
|
(In millions, except percentages)
|
|
2016
|
|
Change
|
|
2015
|
|
Change
|
|
2014
|
||||||||
R&D expenses
|
|
$
|
5,098
|
|
|
69
|
%
|
|
$
|
3,014
|
|
|
6
|
%
|
|
$
|
2,854
|
|
(In millions, except percentages)
|
|
2016
|
|
2015
|
|
2014
|
||||||
Clinical studies and outside services
|
|
$
|
3,219
|
|
|
$
|
1,634
|
|
|
$
|
1,688
|
|
Personnel and infrastructure expenses
|
|
1,122
|
|
|
1,041
|
|
|
900
|
|
|||
Facilities, IT and other costs
|
|
325
|
|
|
339
|
|
|
266
|
|
|||
IPR&D impairment charges
|
|
432
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
$
|
5,098
|
|
|
$
|
3,014
|
|
|
$
|
2,854
|
|
(In millions, except percentages)
|
|
2016
|
|
Change
|
|
2015
|
|
Change
|
|
2014
|
||||||||
SG&A expenses
|
|
$
|
3,398
|
|
|
(1
|
)%
|
|
$
|
3,426
|
|
|
15
|
%
|
|
$
|
2,983
|
|
|
|
|
December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
|||||||
Cash, cash equivalents and marketable securities
|
|
$
|
32,380
|
|
|
$
|
26,208
|
|
|
$
|
11,726
|
|
|
Working capital
|
|
$
|
11,226
|
|
|
$
|
14,872
|
|
|
$
|
11,953
|
|
|
|
2016
|
|
2015
|
|
2014
|
|||||||
Shares repurchased and retired
|
|
123
|
|
|
95
|
|
|
59
|
|
||||
Amount
|
|
$
|
11,001
|
|
|
$
|
10,002
|
|
|
$
|
5,349
|
|
•
|
the commercial performance of our current and future products;
|
•
|
the progress and scope of our R&D efforts, including preclinical studies and clinical trials;
|
•
|
the cost, timing and outcome of regulatory reviews;
|
•
|
the expansion of our sales and marketing capabilities;
|
•
|
the possibility of acquiring additional manufacturing capabilities or office facilities;
|
•
|
the possibility of acquiring other companies or new products;
|
•
|
debt service requirements;
|
•
|
the establishment of additional collaborative relationships with other companies; and
|
•
|
costs associated with the defense, settlement and adverse results of government investigations and litigation, including matters related to sofosbuvir.
|
Accrued government and other rebates and chargebacks:
|
|
Balance at Beginning of Year
|
|
Decrease/(Increase) to Product Sales
|
|
Payments
|
|
Balance at End of Year
|
||||||||
Year ended December 31, 2016:
|
|
|
|
|
|
|
|
|
||||||||
Activity related to 2016 sales
|
|
$
|
—
|
|
|
$
|
19,219
|
|
|
$
|
(13,920
|
)
|
|
$
|
5,299
|
|
Activity related to sales prior to 2016
|
|
5,025
|
|
|
(148
|
)
|
|
(4,519
|
)
|
|
358
|
|
||||
Total
|
|
$
|
5,025
|
|
|
$
|
19,071
|
|
|
$
|
(18,439
|
)
|
|
$
|
5,657
|
|
Year ended December 31, 2015:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Activity related to 2015 sales
|
|
$
|
—
|
|
|
$
|
16,400
|
|
|
$
|
(11,597
|
)
|
|
$
|
4,803
|
|
Activity related to sales prior to 2015
|
|
2,536
|
|
|
7
|
|
|
(2,321
|
)
|
|
222
|
|
||||
Total
|
|
$
|
2,536
|
|
|
$
|
16,407
|
|
|
$
|
(13,918
|
)
|
|
$
|
5,025
|
|
•
|
estimates of revenues and operating profits related to the products or product candidates;
|
•
|
the probability of success for unapproved product candidates considering their stages of development;
|
•
|
the time and resources needed to complete the development and approval of product candidates;
|
•
|
the life of the potential commercialized products and associated risks, including the inherent difficulties and uncertainties in developing a product candidate such as obtaining FDA and other regulatory approvals; and
|
•
|
risks related to the viability of and potential alternative treatments in any future target markets.
|
|
|
Payments due by Period
|
||||||||||||||||||
Contractual Obligations
|
|
Total
|
|
Less than one
year
|
|
1-3 years
|
|
3-5 years
|
|
More than 5
years
|
||||||||||
Debt
(1)
|
|
$
|
42,874
|
|
|
$
|
982
|
|
|
$
|
3,769
|
|
|
$
|
6,582
|
|
|
$
|
31,541
|
|
Operating lease obligations
|
|
369
|
|
|
75
|
|
|
120
|
|
|
72
|
|
|
102
|
|
|||||
Capital commitments
(2)
|
|
880
|
|
|
536
|
|
|
341
|
|
|
1
|
|
|
2
|
|
|||||
Purchase obligations
(3)(4)
|
|
2,124
|
|
|
1,551
|
|
|
505
|
|
|
44
|
|
|
24
|
|
|||||
Clinical trials
(5)
|
|
1,737
|
|
|
752
|
|
|
675
|
|
|
204
|
|
|
106
|
|
|||||
Total
(6)
|
|
$
|
47,984
|
|
|
$
|
3,896
|
|
|
$
|
5,410
|
|
|
$
|
6,903
|
|
|
$
|
31,775
|
|
_______________________
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Debt primarily consisted of senior unsecured notes, including principal and interest payments. Interest payments are incurred and calculated based on terms of the related notes. See Note
11
, Debt and Credit Facility of the Notes to Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K for additional information.
|
(2)
|
Amounts include firm capital project commitments primarily relating to construction of new buildings.
|
(3)
|
Amounts include firm purchase commitments primarily relating to active pharmaceutical ingredients and certain inventory-related items. These amounts include minimum purchase requirements.
|
(4)
|
In addition to the above, we have committed to make potential future milestone payments to third parties as part of licensing, collaboration and development arrangements. Payments under these agreements generally become due and payable only upon achievement of certain developmental, regulatory and/or commercial milestones. Because the achievement of these milestones is neither probable nor reasonably estimable, such contingencies have not been recorded on our Consolidated Balance Sheets and have not been included in the table above.
|
(5)
|
At December 31, 2016, we had several clinical studies in various clinical trial phases. Our most significant clinical trial expenditures are to contract research organizations (CROs). Although all of our material contracts with CROs are cancelable, we historically have not canceled such contracts. These amounts reflect commitments based on existing contracts and do not reflect any future modifications to, or terminations of, existing contracts or anticipated or potential new contracts.
|
(6)
|
As of
December 31, 2016
, our Consolidated Balance Sheets reflect liabilities for unrecognized tax positions, interest and penalties totaling $1.9 billion. Due to the high degree of uncertainty on the timing of future cash settlement and other events that could extinguish these liabilities, we are unable to estimate the period of cash settlement and therefore we have excluded the liabilities related to unrecognized tax positions from the table above.
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
•
|
safety and preservation of principal and diversification of risk;
|
•
|
liquidity of investments sufficient to meet cash flow requirements; and
|
•
|
competitive after-tax rate of return.
|
|
Expected Maturity
|
|
|
|
|
|
Total Fair Value
|
||||||||||||||||||||||||
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
|
|||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Available-for-sale debt securities
|
$
|
3,914
|
|
|
$
|
8,834
|
|
|
$
|
9,018
|
|
|
$
|
1,158
|
|
|
$
|
747
|
|
|
$
|
728
|
|
|
$
|
24,399
|
|
|
$
|
24,399
|
|
Average interest rate
|
1.21
|
%
|
|
1.43
|
%
|
|
1.69
|
%
|
|
1.31
|
%
|
|
1.53
|
%
|
|
1.99
|
%
|
|
|
|
|
|
|
||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Debt
(1)
|
$
|
—
|
|
|
$
|
1,000
|
|
|
$
|
812
|
|
|
$
|
2,500
|
|
|
$
|
2,250
|
|
|
$
|
20,000
|
|
|
$
|
26,562
|
|
|
$
|
27,002
|
|
Average interest rate
|
—
|
%
|
|
1.85
|
%
|
|
2.05
|
%
|
|
2.51
|
%
|
|
4.44
|
%
|
|
4.00
|
%
|
|
|
|
|
|
|
||||||||
_______________________
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
As of December 31, 2016, our debt consisted primarily of fixed rate senior unsecured notes, which were reported at their amortized cost on our Consolidated Balance Sheets. Since these instruments bear interest at fixed rates, changes in interest rates do not affect interest expense or cash flows; however, the fair value of these instruments fluctuates when interest rates change. In addition to the senior unsecured notes, we have a $2.5 billion five-year revolving credit facility. Interest charged on loans under the revolving credit facility is based on floating rates which may fluctuate when interest rates change. There were no amounts outstanding under the revolving credit facility as of December 31, 2016. See Note
11
, Debt and Credit Facility of the Notes to Consolidated Financial Statements included in Item 8 of this Annual Report on Form 10-K for additional information.
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|
||
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
8,229
|
|
|
$
|
12,851
|
|
Short-term marketable securities
|
3,666
|
|
|
1,756
|
|
||
Accounts receivable, net of allowances of $763 at December 31, 2016 and $1,032 at December 31, 2015
|
4,514
|
|
|
5,854
|
|
||
Inventories
|
1,587
|
|
|
1,955
|
|
||
Deferred tax assets
|
857
|
|
|
828
|
|
||
Prepaid and other current assets
|
1,592
|
|
|
1,518
|
|
||
Total current assets
|
20,445
|
|
|
24,762
|
|
||
Property, plant and equipment, net
|
2,865
|
|
|
2,276
|
|
||
Long-term portion of prepaid royalties
|
423
|
|
|
400
|
|
||
Long-term deferred tax assets
|
402
|
|
|
324
|
|
||
Long-term marketable securities
|
20,485
|
|
|
11,601
|
|
||
Intangible assets, net
|
8,971
|
|
|
10,247
|
|
||
Goodwill
|
1,172
|
|
|
1,172
|
|
||
Other long-term assets
|
2,214
|
|
|
934
|
|
||
Total assets
|
$
|
56,977
|
|
|
$
|
51,716
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
||
Accounts payable
|
$
|
1,206
|
|
|
$
|
1,178
|
|
Accrued government and other rebates
|
5,021
|
|
|
4,118
|
|
||
Other accrued liabilities
|
2,790
|
|
|
3,172
|
|
||
Deferred revenues
|
202
|
|
|
440
|
|
||
Current portion of long-term debt and other obligations, net
|
—
|
|
|
982
|
|
||
Total current liabilities
|
9,219
|
|
|
9,890
|
|
||
Long-term debt, net
|
26,346
|
|
|
21,073
|
|
||
Long-term income taxes payable
|
1,753
|
|
|
1,243
|
|
||
Other long-term obligations
|
296
|
|
|
395
|
|
||
Commitments and contingencies (Note 12)
|
|
|
|
|
|
||
Equity component of currently redeemable convertible notes
|
—
|
|
|
2
|
|
||
Stockholders’ equity:
|
|
|
|
|
|
||
Preferred stock, par value $0.001 per share; 5 shares authorized; none outstanding
|
—
|
|
|
—
|
|
||
Common stock, par value $0.001 per share; shares authorized of 5,600 at December 31, 2016 and December 31, 2015; shares issued and outstanding of 1,310 at December 31, 2016 and 1,422 at December 31, 2015
|
1
|
|
|
1
|
|
||
Additional paid-in capital
|
454
|
|
|
444
|
|
||
Accumulated other comprehensive income
|
278
|
|
|
88
|
|
||
Retained earnings
|
18,154
|
|
|
18,001
|
|
||
Total Gilead stockholders’ equity
|
18,887
|
|
|
18,534
|
|
||
Noncontrolling interest
|
476
|
|
|
579
|
|
||
Total stockholders’ equity
|
19,363
|
|
|
19,113
|
|
||
Total liabilities and stockholders’ equity
|
$
|
56,977
|
|
|
$
|
51,716
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Revenues:
|
|
|
|
|
|
|
||||||
Product sales
|
|
$
|
29,953
|
|
|
$
|
32,151
|
|
|
$
|
24,474
|
|
Royalty, contract and other revenues
|
|
437
|
|
|
488
|
|
|
416
|
|
|||
Total revenues
|
|
30,390
|
|
|
32,639
|
|
|
24,890
|
|
|||
Costs and expenses:
|
|
|
|
|
|
|
||||||
Cost of goods sold
|
|
4,261
|
|
|
4,006
|
|
|
3,788
|
|
|||
Research and development expenses
|
|
5,098
|
|
|
3,014
|
|
|
2,854
|
|
|||
Selling, general and administrative expenses
|
|
3,398
|
|
|
3,426
|
|
|
2,983
|
|
|||
Total costs and expenses
|
|
12,757
|
|
|
10,446
|
|
|
9,625
|
|
|||
Income from operations
|
|
17,633
|
|
|
22,193
|
|
|
15,265
|
|
|||
Interest expense
|
|
(964
|
)
|
|
(688
|
)
|
|
(412
|
)
|
|||
Other income (expense), net
|
|
428
|
|
|
154
|
|
|
3
|
|
|||
Income before provision for income taxes
|
|
17,097
|
|
|
21,659
|
|
|
14,856
|
|
|||
Provision for income taxes
|
|
3,609
|
|
|
3,553
|
|
|
2,797
|
|
|||
Net income
|
|
13,488
|
|
|
18,106
|
|
|
12,059
|
|
|||
Net loss attributable to noncontrolling interest
|
|
(13
|
)
|
|
(2
|
)
|
|
(42
|
)
|
|||
Net income attributable to Gilead
|
|
$
|
13,501
|
|
|
$
|
18,108
|
|
|
$
|
12,101
|
|
Net income per share attributable to Gilead common stockholders - basic
|
|
$
|
10.08
|
|
|
$
|
12.37
|
|
|
$
|
7.95
|
|
Shares used in per share calculation - basic
|
|
1,339
|
|
|
1,464
|
|
|
1,522
|
|
|||
Net income per share attributable to Gilead common stockholders - diluted
|
|
$
|
9.94
|
|
|
$
|
11.91
|
|
|
$
|
7.35
|
|
Shares used in per share calculation - diluted
|
|
1,358
|
|
|
1,521
|
|
|
1,647
|
|
|||
Cash dividends declared per share
|
|
$
|
1.84
|
|
|
$
|
1.29
|
|
|
$
|
—
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net income
|
|
$
|
13,488
|
|
|
$
|
18,106
|
|
|
$
|
12,059
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
||||||
Net foreign currency translation gain (loss), net of tax
|
|
177
|
|
|
9
|
|
|
(9
|
)
|
|||
Available-for-sale securities:
|
|
|
|
|
|
|
||||||
Net unrealized gain (loss), net of tax impact of $19, $(17) and $0, respectively
|
|
7
|
|
|
(29
|
)
|
|
1
|
|
|||
Reclassifications to net income, net of tax impact of $0, $1 and $0, respectively
|
|
(7
|
)
|
|
1
|
|
|
(1
|
)
|
|||
Net change
|
|
—
|
|
|
(28
|
)
|
|
—
|
|
|||
Cash flow hedges:
|
|
|
|
|
|
|
||||||
Net unrealized gain, net of tax impact of $0, $21 and $16, respectively
|
|
5
|
|
|
389
|
|
|
430
|
|
|||
Reclassification to net income, net of tax impact of $(8), $(19) and $(4), respectively
|
|
8
|
|
|
(583
|
)
|
|
4
|
|
|||
Net change
|
|
13
|
|
|
(194
|
)
|
|
434
|
|
|||
Other comprehensive income (loss)
|
|
190
|
|
|
(213
|
)
|
|
425
|
|
|||
Comprehensive income
|
|
13,678
|
|
|
17,893
|
|
|
12,484
|
|
|||
Comprehensive loss attributable to noncontrolling interest
|
|
(13
|
)
|
|
(2
|
)
|
|
(42
|
)
|
|||
Comprehensive income attributable to Gilead
|
|
$
|
13,691
|
|
|
$
|
17,895
|
|
|
$
|
12,526
|
|
|
|
Gilead Stockholders’ Equity
|
|
Noncontrolling
Interest
|
|
Total
Stockholders’ Equity |
|||||||||||||||||||||
|
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Retained
Earnings
|
|
|||||||||||||||||||
|
Shares
|
|
Amount
|
|
|
||||||||||||||||||||||
Balance at December 31, 2013
|
|
1,534
|
|
|
$
|
2
|
|
|
$
|
5,386
|
|
|
$
|
(124
|
)
|
|
$
|
6,106
|
|
|
$
|
375
|
|
|
$
|
11,745
|
|
Change in noncontrolling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
60
|
|
|
60
|
|
||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,101
|
|
|
(42
|
)
|
|
12,059
|
|
||||||
Other comprehensive income, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
425
|
|
|
—
|
|
|
—
|
|
|
425
|
|
||||||
Issuances under employee stock purchase plan
|
|
3
|
|
|
—
|
|
|
72
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
72
|
|
||||||
Issuances under equity incentive plans
|
|
24
|
|
|
—
|
|
|
260
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
260
|
|
||||||
Tax benefits from employee stock plans
|
|
—
|
|
|
—
|
|
|
484
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
484
|
|
||||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
362
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
362
|
|
||||||
Repurchases of common stock
|
|
(62
|
)
|
|
—
|
|
|
(133
|
)
|
|
—
|
|
|
(5,475
|
)
|
|
—
|
|
|
(5,608
|
)
|
||||||
Warrants settlement
|
|
—
|
|
|
—
|
|
|
(4,093
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,093
|
)
|
||||||
Convertible notes settlement
|
|
—
|
|
|
—
|
|
|
(2,513
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,513
|
)
|
||||||
Convertible note hedges settlement
|
|
—
|
|
|
—
|
|
|
2,543
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,543
|
|
||||||
Purchases of convertible note hedges
|
|
—
|
|
|
—
|
|
|
(26
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(26
|
)
|
||||||
Reclassification to equity component of currently redeemable convertible notes
|
|
—
|
|
|
—
|
|
|
49
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
49
|
|
||||||
Balance at December 31, 2014
|
|
1,499
|
|
|
2
|
|
|
2,391
|
|
|
301
|
|
|
12,732
|
|
|
393
|
|
|
15,819
|
|
||||||
Change in noncontrolling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
188
|
|
|
188
|
|
||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,108
|
|
|
(2
|
)
|
|
18,106
|
|
||||||
Other comprehensive loss, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(213
|
)
|
|
—
|
|
|
—
|
|
|
(213
|
)
|
||||||
Issuances under employee stock purchase plan
|
|
1
|
|
|
—
|
|
|
86
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
86
|
|
||||||
Issuances under equity incentive plans
|
|
21
|
|
|
—
|
|
|
235
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
235
|
|
||||||
Tax benefits from employee stock plans
|
|
—
|
|
|
—
|
|
|
586
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
586
|
|
||||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
384
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
384
|
|
||||||
Repurchases of common stock
|
|
(99
|
)
|
|
(1
|
)
|
|
(222
|
)
|
|
—
|
|
|
(10,115
|
)
|
|
—
|
|
|
(10,338
|
)
|
||||||
Warrants settlement
|
|
—
|
|
|
—
|
|
|
(3,031
|
)
|
|
—
|
|
|
(834
|
)
|
|
—
|
|
|
(3,865
|
)
|
||||||
Convertible notes settlement
|
|
—
|
|
|
—
|
|
|
(782
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(782
|
)
|
||||||
Convertible note hedges settlement
|
|
—
|
|
|
—
|
|
|
784
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
784
|
|
||||||
Dividends declared
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,890
|
)
|
|
—
|
|
|
(1,890
|
)
|
||||||
Reclassification to equity component of currently redeemable convertible notes
|
|
—
|
|
|
—
|
|
|
13
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13
|
|
||||||
Balance at December 31, 2015
|
|
1,422
|
|
|
1
|
|
|
444
|
|
|
88
|
|
|
18,001
|
|
|
579
|
|
|
19,113
|
|
||||||
Change in noncontrolling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(90
|
)
|
|
(90
|
)
|
||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,501
|
|
|
(13
|
)
|
|
13,488
|
|
||||||
Other comprehensive income, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
190
|
|
|
—
|
|
|
—
|
|
|
190
|
|
||||||
Issuances under employee stock purchase plan
|
|
1
|
|
|
—
|
|
|
84
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
84
|
|
||||||
Issuances under equity incentive plans
|
|
13
|
|
|
—
|
|
|
128
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
128
|
|
||||||
Tax benefits from employee stock plans
|
|
—
|
|
|
—
|
|
|
186
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
186
|
|
||||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
381
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
381
|
|
||||||
Repurchases of common stock
|
|
(126
|
)
|
|
—
|
|
|
(302
|
)
|
|
—
|
|
|
(10,883
|
)
|
|
—
|
|
|
(11,185
|
)
|
||||||
Warrants settlement
|
|
—
|
|
|
—
|
|
|
(469
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(469
|
)
|
||||||
Convertible notes settlement
|
|
—
|
|
|
—
|
|
|
(95
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(95
|
)
|
||||||
Convertible note hedges settlement
|
|
—
|
|
|
—
|
|
|
95
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
95
|
|
||||||
Dividends declared
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,465
|
)
|
|
—
|
|
|
(2,465
|
)
|
||||||
Reclassification of conversion spread of convertible notes
|
|
—
|
|
|
—
|
|
|
(733
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(733
|
)
|
||||||
Reclassification of convertible note hedges
|
|
—
|
|
|
—
|
|
|
733
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
733
|
|
||||||
Reclassification to equity component of currently redeemable convertible notes
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||||
Balance at December 31, 2016
|
|
1,310
|
|
|
$
|
1
|
|
|
$
|
454
|
|
|
$
|
278
|
|
|
$
|
18,154
|
|
|
$
|
476
|
|
|
$
|
19,363
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Operating Activities:
|
|
|
|
|
|
|
||||||
Net income
|
|
$
|
13,488
|
|
|
$
|
18,106
|
|
|
$
|
12,059
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Depreciation expense
|
|
177
|
|
|
161
|
|
|
125
|
|
|||
Amortization expense
|
|
981
|
|
|
937
|
|
|
925
|
|
|||
Stock-based compensation expense
|
|
380
|
|
|
382
|
|
|
360
|
|
|||
Excess tax benefits from stock-based compensation
|
|
(194
|
)
|
|
(585
|
)
|
|
(482
|
)
|
|||
Tax benefits from exercise and vesting of stock-based awards
|
|
186
|
|
|
586
|
|
|
484
|
|
|||
Deferred income taxes
|
|
(119
|
)
|
|
(393
|
)
|
|
(236
|
)
|
|||
In-process research and development impairment
|
|
432
|
|
|
—
|
|
|
—
|
|
|||
Other
|
|
(24
|
)
|
|
(24
|
)
|
|
101
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
|
||||||
Accounts receivable, net
|
|
1,192
|
|
|
(1,397
|
)
|
|
(2,578
|
)
|
|||
Inventories
|
|
(488
|
)
|
|
(855
|
)
|
|
143
|
|
|||
Prepaid expenses and other
|
|
(520
|
)
|
|
(90
|
)
|
|
(371
|
)
|
|||
Accounts payable
|
|
47
|
|
|
226
|
|
|
(289
|
)
|
|||
Income taxes payable
|
|
1,010
|
|
|
269
|
|
|
533
|
|
|||
Accrued liabilities
|
|
425
|
|
|
2,632
|
|
|
2,013
|
|
|||
Deferred revenues
|
|
(304
|
)
|
|
374
|
|
|
31
|
|
|||
Net cash provided by operating activities
|
|
16,669
|
|
|
20,329
|
|
|
12,818
|
|
|||
|
|
|
|
|
|
|
||||||
Investing Activities:
|
|
|
|
|
|
|
||||||
Purchases of marketable securities
|
|
(25,619
|
)
|
|
(17,239
|
)
|
|
(2,107
|
)
|
|||
Proceeds from sales of marketable securities
|
|
13,039
|
|
|
4,792
|
|
|
807
|
|
|||
Proceeds from maturities of marketable securities
|
|
1,700
|
|
|
719
|
|
|
52
|
|
|||
Other investments
|
|
(357
|
)
|
|
—
|
|
|
(18
|
)
|
|||
Capital expenditures
|
|
(748
|
)
|
|
(747
|
)
|
|
(557
|
)
|
|||
Net cash used in investing activities
|
|
(11,985
|
)
|
|
(12,475
|
)
|
|
(1,823
|
)
|
|||
|
|
|
|
|
|
|
||||||
Financing Activities:
|
|
|
|
|
|
|
||||||
Proceeds from debt financing, net of issuance costs
|
|
5,293
|
|
|
9,902
|
|
|
7,932
|
|
|||
Proceeds from convertible note hedges
|
|
956
|
|
|
784
|
|
|
2,543
|
|
|||
Purchases of convertible note hedges
|
|
—
|
|
|
—
|
|
|
(26
|
)
|
|||
Proceeds from issuances of common stock
|
|
208
|
|
|
319
|
|
|
331
|
|
|||
Repurchases of common stock
|
|
(11,001
|
)
|
|
(10,002
|
)
|
|
(5,349
|
)
|
|||
Repayments of debt and other obligations
|
|
(1,981
|
)
|
|
(997
|
)
|
|
(4,779
|
)
|
|||
Payments to settle warrants
|
|
(469
|
)
|
|
(3,865
|
)
|
|
(4,093
|
)
|
|||
Excess tax benefits from stock-based compensation
|
|
194
|
|
|
585
|
|
|
482
|
|
|||
Payment of contingent consideration
|
|
(2
|
)
|
|
(3
|
)
|
|
(101
|
)
|
|||
Payment of dividends
|
|
(2,455
|
)
|
|
(1,874
|
)
|
|
—
|
|
|||
Contributions from (distribution to) noncontrolling interest
|
|
(90
|
)
|
|
188
|
|
|
35
|
|
|||
Net cash used in financing activities
|
|
(9,347
|
)
|
|
(4,963
|
)
|
|
(3,025
|
)
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
|
41
|
|
|
(67
|
)
|
|
(56
|
)
|
|||
Net change in cash and cash equivalents
|
|
(4,622
|
)
|
|
2,824
|
|
|
7,914
|
|
|||
Cash and cash equivalents at beginning of period
|
|
12,851
|
|
|
10,027
|
|
|
2,113
|
|
|||
Cash and cash equivalents at end of period
|
|
$
|
8,229
|
|
|
$
|
12,851
|
|
|
$
|
10,027
|
|
|
|
|
|
|
|
|
||||||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
||||||
Interest paid, net of amounts capitalized
|
|
$
|
885
|
|
|
$
|
529
|
|
|
$
|
330
|
|
Income taxes paid
|
|
$
|
2,436
|
|
|
$
|
3,137
|
|
|
$
|
2,060
|
|
1
.
|
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
|
Description
|
Estimated Useful Life
|
Buildings and improvements
|
20-35
|
Laboratory and manufacturing equipment
|
4-10
|
Office and computer equipment
|
3-7
|
Leasehold improvements
|
Shorter of useful life or lease term
|
2
.
|
FAIR VALUE MEASUREMENTS
|
•
|
Level 1 inputs which include quoted prices in active markets for identical assets or liabilities;
|
•
|
Level 2 inputs which include observable inputs other than Level 1 inputs, such as quoted prices for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability. For our marketable securities, we review trading activity and pricing as of the measurement date. When sufficient quoted pricing for identical securities is not available, we use market pricing and other observable market inputs for similar securities obtained from various third-party data providers. These inputs either represent quoted prices for similar assets in active markets or have been derived from observable market data; and
|
•
|
Level 3 inputs which include unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the underlying asset or liability. Our Level 3 assets and liabilities include those whose fair value measurements are determined using pricing models, discounted cash flow methodologies or similar valuation techniques and significant management judgment or estimation.
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||||
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Corporate debt securities
|
$
|
—
|
|
|
$
|
12,603
|
|
|
$
|
—
|
|
|
$
|
12,603
|
|
|
$
|
—
|
|
|
$
|
5,773
|
|
|
$
|
—
|
|
|
$
|
5,773
|
|
U.S. treasury securities
|
5,529
|
|
|
—
|
|
|
—
|
|
|
5,529
|
|
|
4,389
|
|
|
—
|
|
|
—
|
|
|
4,389
|
|
||||||||
Money market funds
|
5,464
|
|
|
—
|
|
|
—
|
|
|
5,464
|
|
|
10,161
|
|
|
—
|
|
|
—
|
|
|
10,161
|
|
||||||||
Residential mortgage and asset-backed securities
|
—
|
|
|
3,602
|
|
|
—
|
|
|
3,602
|
|
|
—
|
|
|
1,695
|
|
|
—
|
|
|
1,695
|
|
||||||||
U.S. government agencies securities
|
—
|
|
|
975
|
|
|
—
|
|
|
975
|
|
|
—
|
|
|
707
|
|
|
—
|
|
|
707
|
|
||||||||
Certificates of deposit
|
—
|
|
|
943
|
|
|
—
|
|
|
943
|
|
|
—
|
|
|
448
|
|
|
—
|
|
|
448
|
|
||||||||
Non-U.S. government securities
|
—
|
|
|
720
|
|
|
—
|
|
|
720
|
|
|
—
|
|
|
313
|
|
|
—
|
|
|
313
|
|
||||||||
Foreign currency derivative contracts
|
—
|
|
|
336
|
|
|
—
|
|
|
336
|
|
|
—
|
|
|
210
|
|
|
—
|
|
|
210
|
|
||||||||
Deferred compensation plan
|
84
|
|
|
—
|
|
|
—
|
|
|
84
|
|
|
66
|
|
|
—
|
|
|
—
|
|
|
66
|
|
||||||||
Municipal debt securities
|
—
|
|
|
27
|
|
|
—
|
|
|
27
|
|
|
—
|
|
|
34
|
|
|
—
|
|
|
34
|
|
||||||||
Equity securities
|
428
|
|
|
—
|
|
|
—
|
|
|
428
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total
|
$
|
11,505
|
|
|
$
|
19,206
|
|
|
$
|
—
|
|
|
$
|
30,711
|
|
|
$
|
14,616
|
|
|
$
|
9,180
|
|
|
$
|
—
|
|
|
$
|
23,796
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Deferred compensation plan
|
$
|
84
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
84
|
|
|
$
|
66
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
66
|
|
Foreign currency derivative contracts
|
—
|
|
|
37
|
|
|
—
|
|
|
37
|
|
|
—
|
|
|
41
|
|
|
—
|
|
|
41
|
|
||||||||
Contingent consideration
|
—
|
|
|
—
|
|
|
25
|
|
|
25
|
|
|
—
|
|
|
—
|
|
|
59
|
|
|
59
|
|
||||||||
Total
|
$
|
84
|
|
|
$
|
37
|
|
|
$
|
25
|
|
|
$
|
146
|
|
|
$
|
66
|
|
|
$
|
41
|
|
|
$
|
59
|
|
|
$
|
166
|
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||||||||||
|
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Estimated
Fair Value |
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Estimated
Fair Value |
||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Corporate debt securities
|
|
$
|
12,657
|
|
|
$
|
7
|
|
|
$
|
(61
|
)
|
|
$
|
12,603
|
|
|
$
|
5,795
|
|
|
$
|
1
|
|
|
$
|
(23
|
)
|
|
$
|
5,773
|
|
U.S. treasury securities
|
|
5,558
|
|
|
1
|
|
|
(30
|
)
|
|
5,529
|
|
|
4,407
|
|
|
—
|
|
|
(18
|
)
|
|
4,389
|
|
||||||||
Money market funds
|
|
5,464
|
|
|
—
|
|
|
—
|
|
|
5,464
|
|
|
10,161
|
|
|
—
|
|
|
—
|
|
|
10,161
|
|
||||||||
Residential mortgage and asset-backed securities
|
|
3,613
|
|
|
2
|
|
|
(13
|
)
|
|
3,602
|
|
|
1,701
|
|
|
—
|
|
|
(6
|
)
|
|
1,695
|
|
||||||||
U.S. government agencies securities
|
|
981
|
|
|
—
|
|
|
(6
|
)
|
|
975
|
|
|
709
|
|
|
—
|
|
|
(2
|
)
|
|
707
|
|
||||||||
Certificates of deposit
|
|
943
|
|
|
—
|
|
|
—
|
|
|
943
|
|
|
448
|
|
|
—
|
|
|
—
|
|
|
448
|
|
||||||||
Non-U.S. government securities
|
|
725
|
|
|
—
|
|
|
(5
|
)
|
|
720
|
|
|
315
|
|
|
—
|
|
|
(2
|
)
|
|
313
|
|
||||||||
Municipal debt securities
|
|
27
|
|
|
—
|
|
|
—
|
|
|
27
|
|
|
34
|
|
|
—
|
|
|
—
|
|
|
34
|
|
||||||||
Equity securities
|
|
357
|
|
|
71
|
|
|
—
|
|
|
428
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total
|
|
$
|
30,325
|
|
|
$
|
81
|
|
|
$
|
(115
|
)
|
|
$
|
30,291
|
|
|
$
|
23,570
|
|
|
$
|
1
|
|
|
$
|
(51
|
)
|
|
$
|
23,520
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||
Cash and cash equivalents
|
$
|
5,712
|
|
|
$
|
10,163
|
|
Short-term marketable securities
|
3,666
|
|
|
1,756
|
|
||
Long-term marketable securities
|
20,485
|
|
|
11,601
|
|
||
Other long-term assets
|
428
|
|
|
—
|
|
||
Total
|
$
|
30,291
|
|
|
$
|
23,520
|
|
|
December 31, 2016
|
||||||
|
Amortized Cost
|
|
Fair Value
|
||||
Less than one year
|
$
|
9,379
|
|
|
$
|
9,378
|
|
Greater than one year but less than five years
|
19,853
|
|
|
19,757
|
|
||
Greater than five years but less than ten years
|
610
|
|
|
603
|
|
||
Greater than ten years
|
126
|
|
|
125
|
|
||
Total
|
$
|
29,968
|
|
|
$
|
29,863
|
|
|
|
Less Than 12 Months
|
|
12 Months or Greater
|
|
Total
|
||||||||||||||||||
|
|
Gross
Unrealized Losses |
|
Estimated
Fair Value |
|
Gross
Unrealized Losses |
|
Estimated
Fair Value |
|
Gross
Unrealized Losses |
|
Estimated
Fair Value |
||||||||||||
December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Corporate debt securities
|
|
$
|
(60
|
)
|
|
$
|
8,685
|
|
|
$
|
(1
|
)
|
|
$
|
155
|
|
|
$
|
(61
|
)
|
|
$
|
8,840
|
|
U.S. treasury securities
|
|
(30
|
)
|
|
5,081
|
|
|
—
|
|
|
—
|
|
|
(30
|
)
|
|
5,081
|
|
||||||
Residential mortgage and asset-backed securities
|
|
(13
|
)
|
|
2,180
|
|
|
—
|
|
|
42
|
|
|
(13
|
)
|
|
2,222
|
|
||||||
U.S. government agencies securities
|
|
(6
|
)
|
|
897
|
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
897
|
|
||||||
Non-U.S. government securities
|
|
(5
|
)
|
|
714
|
|
|
—
|
|
|
5
|
|
|
(5
|
)
|
|
719
|
|
||||||
Certificates of deposit
|
|
—
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15
|
|
||||||
Municipal debt securities
|
|
—
|
|
|
11
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11
|
|
||||||
Total
|
|
$
|
(114
|
)
|
|
$
|
17,583
|
|
|
$
|
(1
|
)
|
|
$
|
202
|
|
|
$
|
(115
|
)
|
|
$
|
17,785
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Corporate debt securities
|
|
$
|
(23
|
)
|
|
$
|
4,891
|
|
|
$
|
—
|
|
|
$
|
43
|
|
|
$
|
(23
|
)
|
|
$
|
4,934
|
|
U.S. treasury securities
|
|
(18
|
)
|
|
4,342
|
|
|
—
|
|
|
—
|
|
|
(18
|
)
|
|
4,342
|
|
||||||
Residential mortgage and asset-backed securities
|
|
(6
|
)
|
|
1,626
|
|
|
—
|
|
|
20
|
|
|
(6
|
)
|
|
1,646
|
|
||||||
U.S. government agencies securities
|
|
(2
|
)
|
|
707
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
707
|
|
||||||
Non-U.S. government securities
|
|
(2
|
)
|
|
313
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
|
313
|
|
||||||
Municipal debt securities
|
|
—
|
|
|
21
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21
|
|
||||||
Total
|
|
$
|
(51
|
)
|
|
$
|
11,900
|
|
|
$
|
—
|
|
|
$
|
63
|
|
|
$
|
(51
|
)
|
|
$
|
11,963
|
|
4
.
|
DERIVATIVE FINANCIAL INSTRUMENTS
|
|
|
December 31, 2016
|
||||||||||
|
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||
|
|
Classification
|
|
Fair Value
|
|
Classification
|
|
Fair
Value
|
||||
Derivatives designated as hedges:
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange contracts
|
|
Other current assets
|
|
$
|
225
|
|
|
Other accrued liabilities
|
|
$
|
(1
|
)
|
Foreign currency exchange contracts
|
|
Other long-term assets
|
|
20
|
|
|
Other long-term obligations
|
|
—
|
|
||
Total derivatives designated as hedges
|
|
|
|
245
|
|
|
|
|
(1
|
)
|
||
Derivatives not designated as hedges:
|
|
|
|
|
|
|
|
|
|
|
||
Foreign currency exchange contracts
|
|
Other current assets
|
|
81
|
|
|
Other accrued liabilities
|
|
(34
|
)
|
||
Foreign currency exchange contracts
|
|
Other long-term assets
|
|
10
|
|
|
Other long-term obligations
|
|
(2
|
)
|
||
Total derivatives not designated as hedges
|
|
|
|
91
|
|
|
|
|
(36
|
)
|
||
Total derivatives
|
|
|
|
$
|
336
|
|
|
|
|
$
|
(37
|
)
|
|
|
December 31, 2015
|
||||||||||
|
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||
|
|
Classification
|
|
Fair Value
|
|
Classification
|
|
Fair
Value
|
||||
Derivatives designated as hedges:
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange contracts
|
|
Other current assets
|
|
$
|
200
|
|
|
Other accrued liabilities
|
|
$
|
(32
|
)
|
Foreign currency exchange contracts
|
|
Other long-term assets
|
|
9
|
|
|
Other long-term obligations
|
|
(8
|
)
|
||
Total derivatives designated as hedges
|
|
|
|
209
|
|
|
|
|
(40
|
)
|
||
Derivatives not designated as hedges:
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange contracts
|
|
Other current assets
|
|
1
|
|
|
Other accrued liabilities
|
|
(1
|
)
|
||
Total derivatives not designated as hedges
|
|
|
|
1
|
|
|
|
|
(1
|
)
|
||
Total derivatives
|
|
|
|
$
|
210
|
|
|
|
|
$
|
(41
|
)
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Derivatives designated as hedges:
|
|
|
|
|
|
|
||||||
Gains recognized in AOCI (effective portion)
|
|
$
|
5
|
|
|
$
|
410
|
|
|
$
|
446
|
|
Gains reclassified from AOCI into product sales (effective portion)
|
|
$
|
73
|
|
|
$
|
602
|
|
|
$
|
—
|
|
Gains (losses) recognized in Other income (expense), net (ineffective portion and amounts excluded from effectiveness testing)
|
|
$
|
(32
|
)
|
|
$
|
13
|
|
|
$
|
(7
|
)
|
Derivatives not designated as hedges:
|
|
|
|
|
|
|
|
|
|
|||
Gains recognized in Other income (expense), net
|
|
$
|
206
|
|
|
$
|
117
|
|
|
$
|
135
|
|
As of December 31, 2016
|
||||||||||||||||||||||||
Offsetting of Derivative Assets/Liabilities
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
Gross Amounts Not Offset on the Consolidated Balance Sheets
|
|
|
||||||||||||||
Description
|
|
Gross Amounts of Recognized Assets/Liabilities
|
|
Gross Amounts Offset on the Consolidated Balance Sheets
|
|
Amounts of Assets/Liabilities Presented on the Consolidated Balance Sheets
|
|
Derivative Financial Instruments
|
|
Cash Collateral Received/Pledged
|
|
Net Amount (Legal Offset)
|
||||||||||||
Derivative assets
|
|
$
|
336
|
|
|
$
|
—
|
|
|
$
|
336
|
|
|
$
|
(37
|
)
|
|
$
|
—
|
|
|
$
|
299
|
|
Derivative liabilities
|
|
(37
|
)
|
|
—
|
|
|
(37
|
)
|
|
37
|
|
|
—
|
|
|
—
|
|
||||||
|
||||||||||||||||||||||||
As of December 31, 2015
|
||||||||||||||||||||||||
Offsetting of Derivative Assets/Liabilities
|
||||||||||||||||||||||||
|
|
|
|
|
|
|
|
Gross Amounts Not Offset on the Consolidated Balance Sheets
|
|
|
||||||||||||||
Description
|
|
Gross Amounts of Recognized Assets/Liabilities
|
|
Gross Amounts Offset on the Consolidated Balance Sheets
|
|
Amounts of Assets/Liabilities Presented on the Consolidated Balance Sheets
|
|
Derivative Financial Instruments
|
|
Cash Collateral Received/Pledged
|
|
Net Amount (Legal Offset)
|
||||||||||||
Derivative assets
|
|
$
|
210
|
|
|
$
|
—
|
|
|
$
|
210
|
|
|
$
|
(38
|
)
|
|
$
|
—
|
|
|
$
|
172
|
|
Derivative liabilities
|
|
(41
|
)
|
|
—
|
|
|
(41
|
)
|
|
38
|
|
|
—
|
|
|
(3
|
)
|
5
.
|
INVENTORIES
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Raw materials
|
|
$
|
1,610
|
|
|
$
|
1,332
|
|
Work in process
|
|
626
|
|
|
542
|
|
||
Finished goods
|
|
928
|
|
|
852
|
|
||
Total
|
|
$
|
3,164
|
|
|
$
|
2,726
|
|
|
|
|
|
|
||||
Reported as:
|
|
|
|
|
||||
Inventories
|
|
$
|
1,587
|
|
|
$
|
1,955
|
|
Other long-term assets
|
|
1,577
|
|
|
771
|
|
||
Total
|
|
$
|
3,164
|
|
|
$
|
2,726
|
|
6
.
|
PROPERTY, PLANT AND EQUIPMENT
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Land
|
|
$
|
394
|
|
|
$
|
393
|
|
Buildings and improvements (including leasehold improvements)
|
|
1,713
|
|
|
1,320
|
|
||
Laboratory and manufacturing equipment
|
|
469
|
|
|
377
|
|
||
Office and computer equipment
|
|
466
|
|
|
395
|
|
||
Construction in progress
|
|
641
|
|
|
554
|
|
||
Subtotal
|
|
3,683
|
|
|
3,039
|
|
||
Less accumulated depreciation and amortization
|
|
(818
|
)
|
|
(763
|
)
|
||
Total
|
|
$
|
2,865
|
|
|
$
|
2,276
|
|
7
.
|
INTANGIBLE ASSETS
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Finite-lived intangible assets
|
|
$
|
8,971
|
|
|
$
|
9,815
|
|
Indefinite-lived intangible assets
|
|
—
|
|
|
432
|
|
||
Total
|
|
$
|
8,971
|
|
|
$
|
10,247
|
|
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||||||||||||
|
|
Gross Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Carrying
Amount
|
|
Gross Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net Carrying
Amount
|
||||||||||||
Intangible asset - sofosbuvir
|
|
$
|
10,720
|
|
|
$
|
2,156
|
|
|
$
|
8,564
|
|
|
$
|
10,720
|
|
|
$
|
1,456
|
|
|
$
|
9,264
|
|
Intangible asset - Ranexa
|
|
688
|
|
|
467
|
|
|
221
|
|
|
688
|
|
|
363
|
|
|
325
|
|
||||||
Other
|
|
455
|
|
|
269
|
|
|
186
|
|
|
455
|
|
|
229
|
|
|
226
|
|
||||||
Total
|
|
$
|
11,863
|
|
|
$
|
2,892
|
|
|
$
|
8,971
|
|
|
$
|
11,863
|
|
|
$
|
2,048
|
|
|
$
|
9,815
|
|
Fiscal Year
|
Amount
|
||
2017
|
$
|
839
|
|
2018
|
850
|
|
|
2019
|
739
|
|
|
2020
|
713
|
|
|
2021
|
713
|
|
|
Thereafter
|
5,117
|
|
|
Total
|
$
|
8,971
|
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Indefinite-lived intangible asset - momelotinib
|
|
$
|
—
|
|
|
$
|
315
|
|
Indefinite-lived intangible asset - simtuzumab
|
|
—
|
|
|
117
|
|
||
Total
|
|
$
|
—
|
|
|
$
|
432
|
|
8
.
|
OTHER FINANCIAL INFORMATION
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Prepaid taxes
|
|
$
|
299
|
|
|
$
|
773
|
|
Prepaid expenses
|
|
231
|
|
|
240
|
|
||
Other current assets
|
|
1,062
|
|
|
505
|
|
||
Total
|
|
$
|
1,592
|
|
|
$
|
1,518
|
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
BPD fee
|
|
$
|
481
|
|
|
$
|
649
|
|
Compensation and employee benefits
|
|
398
|
|
|
380
|
|
||
Accrued interest
|
|
290
|
|
|
232
|
|
||
Other accrued expenses
|
|
1,621
|
|
|
1,911
|
|
||
Total
|
|
$
|
2,790
|
|
|
$
|
3,172
|
|
9
.
|
ACQUISITION
|
10
.
|
COLLABORATIVE ARRANGEMENTS
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Total assets
|
|
$
|
1,918
|
|
|
$
|
2,464
|
|
Cash and cash equivalents
|
|
92
|
|
|
166
|
|
||
Accounts receivable, net
|
|
229
|
|
|
269
|
|
||
Inventories
|
|
1,579
|
|
|
2,027
|
|
||
Total liabilities
|
|
772
|
|
|
1,055
|
|
||
Accounts payable
|
|
434
|
|
|
606
|
|
||
Other accrued liabilities
|
|
338
|
|
|
449
|
|
11
.
|
DEBT AND CREDIT FACILITY
|
|
|
|
|
|
|
|
|
December 31,
|
||||||
Type of Borrowing
|
|
Issue Date
|
|
Due Date
|
|
Interest Rate
|
|
2016
|
|
2015
(1)
|
||||
Convertible Notes
|
|
July 2010
|
|
May 2016
|
|
1.625%
|
|
$
|
—
|
|
|
$
|
283
|
|
Senior Unsecured
|
|
December 2011
|
|
December 2016
|
|
3.05%
|
|
—
|
|
|
699
|
|
||
Senior Unsecured
|
|
September 2015
|
|
September 2018
|
|
1.85%
|
|
998
|
|
|
997
|
|
||
Senior Unsecured
|
|
March 2014
|
|
April 2019
|
|
2.05%
|
|
499
|
|
|
498
|
|
||
Senior Unsecured
|
|
November 2014
|
|
February 2020
|
|
2.35%
|
|
498
|
|
|
497
|
|
||
Senior Unsecured
|
|
September 2015
|
|
September 2020
|
|
2.55%
|
|
1,991
|
|
|
1,989
|
|
||
Senior Unsecured
|
|
March 2011
|
|
April 2021
|
|
4.50%
|
|
994
|
|
|
992
|
|
||
Senior Unsecured
|
|
December 2011
|
|
December 2021
|
|
4.40%
|
|
1,245
|
|
|
1,244
|
|
||
Senior Unsecured
|
|
September 2016
|
|
March 2022
|
|
1.95%
|
|
497
|
|
|
—
|
|
||
Senior Unsecured
|
|
September 2015
|
|
September 2022
|
|
3.25%
|
|
995
|
|
|
995
|
|
||
Senior Unsecured
|
|
September 2016
|
|
September 2023
|
|
2.50%
|
|
744
|
|
|
—
|
|
||
Senior Unsecured
|
|
March 2014
|
|
April 2024
|
|
3.70%
|
|
1,741
|
|
|
1,740
|
|
||
Senior Unsecured
|
|
November 2014
|
|
February 2025
|
|
3.50%
|
|
1,743
|
|
|
1,742
|
|
||
Senior Unsecured
|
|
September 2015
|
|
March 2026
|
|
3.65%
|
|
2,726
|
|
|
2,724
|
|
||
Senior Unsecured
|
|
September 2016
|
|
March 2027
|
|
2.95%
|
|
1,243
|
|
|
—
|
|
||
Senior Unsecured
|
|
September 2015
|
|
September 2035
|
|
4.60%
|
|
989
|
|
|
988
|
|
||
Senior Unsecured
|
|
September 2016
|
|
September 2036
|
|
4.00%
|
|
739
|
|
|
—
|
|
||
Senior Unsecured
|
|
December 2011
|
|
December 2041
|
|
5.65%
|
|
995
|
|
|
995
|
|
||
Senior Unsecured
|
|
March 2014
|
|
April 2044
|
|
4.80%
|
|
1,732
|
|
|
1,732
|
|
||
Senior Unsecured
|
|
November 2014
|
|
February 2045
|
|
4.50%
|
|
1,729
|
|
|
1,728
|
|
||
Senior Unsecured
|
|
September 2015
|
|
March 2046
|
|
4.75%
|
|
2,214
|
|
|
2,212
|
|
||
Senior Unsecured
|
|
September 2016
|
|
March 2047
|
|
4.15%
|
|
1,723
|
|
|
—
|
|
||
Floating-rate Borrowings
|
|
May 2016
|
|
May 2019
|
|
Variable
|
|
311
|
|
|
—
|
|
||
Total debt, net
|
|
26,346
|
|
|
22,055
|
|
||||||||
Less current portion
|
|
—
|
|
|
982
|
|
||||||||
Total long-term debt, net
|
|
$
|
26,346
|
|
|
$
|
21,073
|
|
||||||
_______________________
|
|
|
|
|
|
|
|
|
|
|
(1)
|
In connection with our adoption of the Accounting Standard Update relating to the presentation of debt issuance costs during the first quarter of 2016, debt balances at December 31, 2015 have been retrospectively adjusted by
$123 million
to include unamortized debt issuance costs. Prior to our adoption of the ASU, these unamortized debt issuance costs were included in Prepaid and other current assets and Other long-term assets on our Consolidated Balance Sheets.
|
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
||||||||||
Contractual Maturities
|
|
$
|
—
|
|
|
$
|
1,000
|
|
|
$
|
812
|
|
|
$
|
2,500
|
|
|
$
|
2,250
|
|
12
.
|
COMMITMENTS AND CONTINGENCIES
|
2017
|
$
|
75
|
|
2018
|
67
|
|
|
2019
|
53
|
|
|
2020
|
38
|
|
|
2021
|
34
|
|
|
Thereafter
|
102
|
|
|
Total
|
$
|
369
|
|
13
.
|
STOCKHOLDERS’ EQUITY
|
|
|
Year ended December 31,
|
||||||||||
|
|
2016
(1)
|
|
2015
(2)
|
|
2014
(3)
|
||||||
Shares repurchased and retired
|
|
123
|
|
|
95
|
|
|
59
|
|
|||
Amount
|
|
$
|
11,001
|
|
|
$
|
10,002
|
|
|
$
|
5,349
|
|
Average price per share
|
|
$
|
89.15
|
|
|
$
|
104.91
|
|
|
$
|
90.29
|
|
_______________________
|
|
|
|
|
|
|
Notes:
|
|
(1)
|
Includes 36 million shares repurchased for $3.0 billion under the 2016 Program and 87 million shares repurchased for $8.0 billion under the 2015 Program.
|
(2)
|
Includes 65 million shares repurchased for $7.0 billion under the 2015 Program and 30 million shares repurchased for $3.0 billion under the 2014 Program.
|
(3)
|
Includes 19 million shares repurchased for $2.0 billion under the 2014 Program and 40 million shares repurchased for $3.3 billion under the 2011 Program.
|
|
|
Year ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Reduction of common stock and APIC
|
|
$
|
302
|
|
|
$
|
223
|
|
|
$
|
133
|
|
Charge to retained earnings
|
|
$
|
10,883
|
|
|
$
|
10,115
|
|
|
$
|
5,475
|
|
|
|
2016
|
|
2015
|
||||||||||||
|
|
Dividend Per Share
|
|
Amount
|
|
Dividend Per Share
|
|
Amount
|
||||||||
First quarter
|
|
$
|
0.43
|
|
|
$
|
587
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Second quarter
|
|
0.47
|
|
|
631
|
|
|
0.43
|
|
|
639
|
|
||||
Third quarter
|
|
0.47
|
|
|
625
|
|
|
0.43
|
|
|
631
|
|
||||
Fourth quarter
|
|
0.47
|
|
|
622
|
|
|
0.43
|
|
|
620
|
|
||||
Total
|
|
$
|
1.84
|
|
|
$
|
2,465
|
|
|
$
|
1.29
|
|
|
$
|
1,890
|
|
|
|
Foreign Currency Translation
|
|
Unrealized Gains and Losses on Available-for-Sale Securities
|
|
Unrealized Gains and Losses on Cash Flow Hedges
|
|
Total
|
||||||||
Balance at December 31, 2014
|
|
$
|
(54
|
)
|
|
$
|
12
|
|
|
$
|
343
|
|
|
$
|
301
|
|
Other comprehensive income (loss) before reclassifications
|
|
9
|
|
|
(29
|
)
|
|
389
|
|
|
369
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
|
—
|
|
|
1
|
|
|
(583
|
)
|
|
(582
|
)
|
||||
Net current period other comprehensive income (loss)
|
|
9
|
|
|
(28
|
)
|
|
(194
|
)
|
|
(213
|
)
|
||||
Balance at December 31, 2015
|
|
(45
|
)
|
|
(16
|
)
|
|
149
|
|
|
88
|
|
||||
Other comprehensive income before reclassifications
|
|
177
|
|
|
7
|
|
|
5
|
|
|
189
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
|
—
|
|
|
(7
|
)
|
|
8
|
|
|
1
|
|
||||
Net current period other comprehensive income
|
|
177
|
|
|
—
|
|
|
13
|
|
|
190
|
|
||||
Balance at December 31, 2016
|
|
$
|
132
|
|
|
$
|
(16
|
)
|
|
$
|
162
|
|
|
$
|
278
|
|
14
.
|
EMPLOYEE BENEFITS
|
|
|
Shares
(in thousands)
|
|
Weighted-
Average
Exercise Price
(in dollars)
|
|
Weighted-Average Remaining Contractual Term (Years)
|
|
Aggregate Intrinsic Value (in millions)
|
|||||
Outstanding at December 31, 2015
|
|
27,413
|
|
|
$
|
28.56
|
|
|
|
|
|
||
Granted
|
|
2,927
|
|
|
$
|
82.78
|
|
|
|
|
|
||
Forfeited
|
|
(244
|
)
|
|
$
|
87.86
|
|
|
|
|
|
||
Expired
|
|
(42
|
)
|
|
$
|
92.39
|
|
|
|
|
|
||
Exercised
|
|
(6,897
|
)
|
|
$
|
18.46
|
|
|
|
|
|
||
Outstanding at December 31, 2016
|
|
23,157
|
|
|
$
|
37.69
|
|
|
4.05
|
|
$
|
864
|
|
Exercisable at December 31, 2016
|
|
19,264
|
|
|
$
|
28.16
|
|
|
3.07
|
|
$
|
860
|
|
Expected to vest, net of estimated forfeitures at December 31, 2016
|
|
3,660
|
|
|
$
|
84.88
|
|
|
8.85
|
|
$
|
3
|
|
|
|
Shares
(1)
(in thousands)
|
|
Weighted-
Average Grant-Date Fair Value Per Share (1)
(in dollars)
|
|||
Outstanding at December 31, 2015
|
|
487
|
|
|
$
|
85.83
|
|
Granted
|
|
606
|
|
|
$
|
71.60
|
|
Vested
|
|
(527
|
)
|
|
$
|
62.13
|
|
Forfeited
|
|
(57
|
)
|
|
$
|
95.67
|
|
Outstanding at December 31, 2016
|
|
509
|
|
|
$
|
92.32
|
|
_______________________
|
|
|
|
|
(1)
|
Weighted-average grant-date fair value per share excludes shares related to grants that currently have no grant-date fair value as the performance objectives have not yet been defined.
|
|
|
Shares
(in thousands) |
|
Weighted-
Average Grant-Date Fair Value Per Share (in dollars) |
|||
Outstanding at December 31, 2015
|
|
11,028
|
|
|
$
|
73.93
|
|
Granted
|
|
4,897
|
|
|
$
|
84.51
|
|
Vested
|
|
(4,826
|
)
|
|
$
|
58.77
|
|
Forfeited
|
|
(1,054
|
)
|
|
$
|
83.02
|
|
Outstanding at December 31, 2016
|
|
10,045
|
|
|
$
|
85.41
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Cost of goods sold
|
|
$
|
14
|
|
|
$
|
11
|
|
|
$
|
10
|
|
Research and development expenses
|
|
176
|
|
|
173
|
|
|
152
|
|
|||
Selling, general and administrative expenses
|
|
190
|
|
|
198
|
|
|
198
|
|
|||
Stock-based compensation expense included in total costs and expenses
|
|
380
|
|
|
382
|
|
|
360
|
|
|||
Income tax effect
|
|
(104
|
)
|
|
(131
|
)
|
|
(64
|
)
|
|||
Stock-based compensation expense, net of tax
|
|
$
|
276
|
|
|
$
|
251
|
|
|
$
|
296
|
|
|
|
Year Ended December 31,
|
|||||||
|
|
2016
|
|
2015
|
|
2014
|
|||
Expected volatility:
|
|
|
|
|
|
|
|||
Stock options
|
|
30
|
%
|
|
35
|
%
|
|
34
|
%
|
ESPP
|
|
30
|
%
|
|
32
|
%
|
|
32
|
%
|
Expected term in years:
|
|
|
|
|
|
|
|
|
|
Stock options
|
|
5.5
|
|
|
5.7
|
|
|
5.5
|
|
ESPP
|
|
0.5
|
|
|
1.2
|
|
|
1.2
|
|
Risk-free interest rate:
|
|
|
|
|
|
|
|
|
|
Stock options
|
|
1.4
|
%
|
|
1.4
|
%
|
|
1.8
|
%
|
ESPP
|
|
1.1
|
%
|
|
1.4
|
%
|
|
1.5
|
%
|
Expected dividend yield
|
|
1.9
|
%
|
|
1.7
|
%
|
|
—
|
%
|
15
.
|
NET INCOME PER SHARE ATTRIBUTABLE TO GILEAD COMMON STOCKHOLDERS
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Net income attributable to Gilead
|
|
$
|
13,501
|
|
|
$
|
18,108
|
|
|
$
|
12,101
|
|
Shares used in per share calculation - basic
|
|
1,339
|
|
|
1,464
|
|
|
1,522
|
|
|||
Effect of dilutive securities:
|
|
|
|
|
|
|
||||||
Stock options and equivalents
|
|
13
|
|
|
23
|
|
|
33
|
|
|||
Conversion spread related to the Convertible Notes
|
|
2
|
|
|
14
|
|
|
30
|
|
|||
Warrants related to the Convertible Notes
|
|
4
|
|
|
20
|
|
|
62
|
|
|||
Shares used in per share calculation - diluted
|
|
1,358
|
|
|
1,521
|
|
|
1,647
|
|
|||
Net income per share attributable to Gilead common stockholders - basic
|
|
$
|
10.08
|
|
|
$
|
12.37
|
|
|
$
|
7.95
|
|
Net income per share attributable to Gilead common stockholders - diluted
|
|
$
|
9.94
|
|
|
$
|
11.91
|
|
|
$
|
7.35
|
|
16
.
|
SEGMENT INFORMATION
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Antiviral products:
|
|
|
|
|
|
|
||||||
Harvoni
|
|
$
|
9,081
|
|
|
$
|
13,864
|
|
|
$
|
2,127
|
|
Sovaldi
|
|
4,001
|
|
|
5,276
|
|
|
10,283
|
|
|||
Truvada
|
|
3,566
|
|
|
3,459
|
|
|
3,340
|
|
|||
Atripla
|
|
2,605
|
|
|
3,134
|
|
|
3,470
|
|
|||
Stribild
|
|
1,914
|
|
|
1,825
|
|
|
1,197
|
|
|||
Epclusa
|
|
1,752
|
|
|
—
|
|
|
—
|
|
|||
Genvoya
|
|
1,484
|
|
|
45
|
|
|
—
|
|
|||
Complera/Eviplera
|
|
1,457
|
|
|
1,427
|
|
|
1,228
|
|
|||
Viread
|
|
1,186
|
|
|
1,108
|
|
|
1,058
|
|
|||
Odefsey
|
|
329
|
|
|
—
|
|
|
—
|
|
|||
Descovy
|
|
298
|
|
|
—
|
|
|
—
|
|
|||
Other antiviral
|
|
72
|
|
|
69
|
|
|
88
|
|
|||
Total antiviral products
|
|
27,745
|
|
|
30,207
|
|
|
22,791
|
|
|||
Other products:
|
|
|
|
|
|
|
||||||
Letairis
|
|
819
|
|
|
700
|
|
|
595
|
|
|||
Ranexa
|
|
677
|
|
|
588
|
|
|
510
|
|
|||
AmBisome
|
|
356
|
|
|
350
|
|
|
388
|
|
|||
Zydelig
|
|
168
|
|
|
132
|
|
|
23
|
|
|||
Other products
|
|
188
|
|
|
174
|
|
|
167
|
|
|||
Total product sales
|
|
$
|
29,953
|
|
|
$
|
32,151
|
|
|
$
|
24,474
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Revenues:
|
|
|
|
|
|
|
||||||
United States
|
|
$
|
19,354
|
|
|
$
|
21,234
|
|
|
$
|
18,182
|
|
Europe
|
|
6,365
|
|
|
7,528
|
|
|
5,442
|
|
|||
Japan
|
|
2,527
|
|
|
1,935
|
|
|
53
|
|
|||
Other countries
|
|
2,144
|
|
|
1,942
|
|
|
1,213
|
|
|||
Total revenues
|
|
$
|
30,390
|
|
|
$
|
32,639
|
|
|
$
|
24,890
|
|
|
|
Year Ended December 31,
|
|||||||
|
|
2016
|
|
2015
|
|
2014
|
|||
McKesson Corp.
|
|
22
|
%
|
|
24
|
%
|
|
24
|
%
|
AmerisourceBergen Corp.
|
|
18
|
%
|
|
19
|
%
|
|
25
|
%
|
Cardinal Health, Inc.
|
|
16
|
%
|
|
15
|
%
|
|
14
|
%
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Domestic
|
|
$
|
7,646
|
|
|
$
|
7,953
|
|
|
$
|
6,678
|
|
Foreign
|
|
9,451
|
|
|
13,706
|
|
|
8,178
|
|
|||
Total income before provision for income taxes
|
|
$
|
17,097
|
|
|
$
|
21,659
|
|
|
$
|
14,856
|
|
|
|
Year Ended December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Federal:
|
|
|
|
|
|
|
||||||
Current
|
|
$
|
3,351
|
|
|
$
|
3,568
|
|
|
$
|
2,810
|
|
Deferred
|
|
(85
|
)
|
|
(313
|
)
|
|
(190
|
)
|
|||
|
|
3,266
|
|
|
3,255
|
|
|
2,620
|
|
|||
State:
|
|
|
|
|
|
|
|
|
|
|||
Current
|
|
131
|
|
|
158
|
|
|
152
|
|
|||
Deferred
|
|
28
|
|
|
(21
|
)
|
|
(30
|
)
|
|||
|
|
159
|
|
|
137
|
|
|
122
|
|
|||
Foreign:
|
|
|
|
|
|
|
||||||
Current
|
|
261
|
|
|
212
|
|
|
85
|
|
|||
Deferred
|
|
(77
|
)
|
|
(51
|
)
|
|
(30
|
)
|
|||
|
|
184
|
|
|
161
|
|
|
55
|
|
|||
Provision for income taxes
|
|
$
|
3,609
|
|
|
$
|
3,553
|
|
|
$
|
2,797
|
|
|
|
Year Ended December 31,
|
|||||||
|
|
2016
|
|
2015
|
|
2014
|
|||
Federal statutory rate
|
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
State taxes, net of federal benefit
|
|
0.7
|
%
|
|
0.5
|
%
|
|
0.6
|
%
|
Foreign earnings at different rates
|
|
(15.3
|
)%
|
|
(18.5
|
)%
|
|
(16.9
|
)%
|
Research and other credits
|
|
(0.7
|
)%
|
|
(0.7
|
)%
|
|
(0.9
|
)%
|
Net unbenefitted stock compensation
|
|
0.2
|
%
|
|
0.1
|
%
|
|
0.2
|
%
|
Other
|
|
1.2
|
%
|
|
—
|
%
|
|
0.8
|
%
|
Effective tax rate
|
|
21.1
|
%
|
|
16.4
|
%
|
|
18.8
|
%
|
|
|
December 31,
|
||||||
|
|
2016
|
|
2015
|
||||
Deferred tax assets:
|
|
|
|
|
||||
Net operating loss carryforwards
|
|
$
|
175
|
|
|
$
|
199
|
|
Stock-based compensation
|
|
212
|
|
|
222
|
|
||
Reserves and accruals not currently deductible
|
|
617
|
|
|
676
|
|
||
Deferred revenue
|
|
56
|
|
|
55
|
|
||
Depreciation related
|
|
88
|
|
|
63
|
|
||
Research and other credit carryforwards
|
|
147
|
|
|
135
|
|
||
Other, net
|
|
221
|
|
|
118
|
|
||
Total deferred tax assets before valuation allowance
|
|
1,516
|
|
|
1,468
|
|
||
Valuation allowance
|
|
(126
|
)
|
|
(6
|
)
|
||
Total deferred tax assets
|
|
1,390
|
|
|
1,462
|
|
||
Deferred tax liabilities:
|
|
|
|
|
|
|
||
Intangibles
|
|
(104
|
)
|
|
(280
|
)
|
||
Unremitted foreign earnings
|
|
—
|
|
|
—
|
|
||
Other
|
|
(31
|
)
|
|
(50
|
)
|
||
Total deferred tax liabilities
|
|
(135
|
)
|
|
(330
|
)
|
||
Net deferred tax assets
|
|
$
|
1,255
|
|
|
$
|
1,132
|
|
|
|
December 31,
|
||||||||||
|
|
2016
|
|
2015
|
|
2014
|
||||||
Balance, beginning of period
|
|
$
|
1,350
|
|
|
$
|
661
|
|
|
$
|
237
|
|
Tax positions related to current year:
|
|
|
|
|
|
|
|
|
|
|||
Additions
|
|
522
|
|
|
675
|
|
|
430
|
|
|||
Reductions
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Tax positions related to prior years:
|
|
|
|
|
|
|
|
|
||||
Additions
|
|
33
|
|
|
45
|
|
|
21
|
|
|||
Reductions
|
|
(3
|
)
|
|
—
|
|
|
(20
|
)
|
|||
Settlements
|
|
(49
|
)
|
|
(24
|
)
|
|
(5
|
)
|
|||
Lapse of statute of limitations
|
|
(1
|
)
|
|
(7
|
)
|
|
(2
|
)
|
|||
Balance, end of period
|
|
$
|
1,852
|
|
|
$
|
1,350
|
|
|
$
|
661
|
|
|
|
1st Quarter
|
|
2nd Quarter
|
|
3rd Quarter
|
|
4th Quarter
|
||||||||
2016
|
|
|
|
|
|
|
|
|
||||||||
Total revenues
|
|
$
|
7,794
|
|
|
$
|
7,776
|
|
|
$
|
7,500
|
|
|
$
|
7,320
|
|
Gross profit on product sales
|
|
$
|
6,488
|
|
|
$
|
6,787
|
|
|
$
|
6,276
|
|
|
$
|
6,141
|
|
Net income
|
|
$
|
3,567
|
|
|
$
|
3,497
|
|
|
$
|
3,325
|
|
|
$
|
3,099
|
|
Net income attributable to Gilead
|
|
$
|
3,566
|
|
|
$
|
3,497
|
|
|
$
|
3,330
|
|
|
$
|
3,108
|
|
Net income per share attributable to Gilead common stockholders-basic
|
|
$
|
2.58
|
|
|
$
|
2.62
|
|
|
$
|
2.52
|
|
|
$
|
2.36
|
|
Net income per share attributable to Gilead common stockholders-diluted
|
|
$
|
2.53
|
|
|
$
|
2.58
|
|
|
$
|
2.49
|
|
|
$
|
2.34
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenues
|
|
$
|
7,594
|
|
|
$
|
8,244
|
|
|
$
|
8,295
|
|
|
$
|
8,506
|
|
Gross profit on product sales
|
|
$
|
6,523
|
|
|
$
|
7,128
|
|
|
$
|
7,147
|
|
|
$
|
7,347
|
|
Net income
|
|
$
|
4,332
|
|
|
$
|
4,497
|
|
|
$
|
4,592
|
|
|
$
|
4,685
|
|
Net income attributable to Gilead
|
|
$
|
4,333
|
|
|
$
|
4,492
|
|
|
$
|
4,600
|
|
|
$
|
4,683
|
|
Net income per share attributable to Gilead common stockholders-basic
|
|
$
|
2.91
|
|
|
$
|
3.05
|
|
|
$
|
3.14
|
|
|
$
|
3.26
|
|
Net income per share attributable to Gilead common stockholders-diluted
|
|
$
|
2.76
|
|
|
$
|
2.92
|
|
|
$
|
3.06
|
|
|
$
|
3.18
|
|
|
|
Balance at Beginning of Period
|
|
Additions/Charged to Expense
|
|
Deductions
|
|
Balance at End of Period
|
||||||||
Year ended December 31, 2016:
|
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances
(1)
|
|
$
|
1,032
|
|
|
$
|
9,287
|
|
|
$
|
9,556
|
|
|
$
|
763
|
|
Sales return allowance
|
|
$
|
371
|
|
|
$
|
(141
|
)
|
|
$
|
35
|
|
|
$
|
195
|
|
Valuation allowances for deferred tax assets
(2)
|
|
$
|
6
|
|
|
$
|
120
|
|
|
$
|
—
|
|
|
$
|
126
|
|
Year ended December 31, 2015:
|
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances
(1)
|
|
$
|
356
|
|
|
$
|
6,934
|
|
|
$
|
6,258
|
|
|
$
|
1,032
|
|
Sales return allowance
|
|
$
|
171
|
|
|
$
|
219
|
|
|
$
|
19
|
|
|
$
|
371
|
|
Valuation allowances for deferred tax assets
(2)
|
|
$
|
9
|
|
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
6
|
|
Year ended December 31, 2014:
|
|
|
|
|
|
|
|
|
||||||||
Accounts receivable allowances
(1)
|
|
$
|
252
|
|
|
$
|
2,867
|
|
|
$
|
2,763
|
|
|
$
|
356
|
|
Sales return allowance
|
|
$
|
82
|
|
|
$
|
104
|
|
|
$
|
15
|
|
|
$
|
171
|
|
Valuation allowances for deferred tax assets
(2)
|
|
$
|
9
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
9
|
|
_______________________
|
|
|
|
|
|
|
|
|
Notes:
|
|
(1)
|
Allowances are for doubtful accounts, cash discounts and chargebacks.
|
(2)
|
Valuation allowance for deferred tax assets includes $4
million, $4 million and $6 million as of December 31, 2016, 2015 and 2014, respectively, related to our acquisitions.
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 9B.
|
OTHER INFORMATION
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
ITEM 14.
|
PRINCIPAL ACCOUNTANT FEES AND SERVICES
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
|
|
ITEM 15.
|
EXHIBITS
|
Exhibit
Footnote
|
|
Exhibit Number
|
|
Description of Document
|
(1)
|
1.1
|
|
Underwriting Agreement, dated September 15, 2016, among Registrant and Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC, as representatives of the several underwriters listed in Schedule 1 thereto
|
|
|
|
|
|
|
(2)
|
3.1
|
|
Restated Certificate of Incorporation of Registrant
|
|
|
|
|
|
|
(3)
|
3.2
|
|
Amended and Restated Bylaws of Registrant
|
|
|
|
|
|
|
|
4.1
|
|
Reference is made to Exhibit 3.1 and Exhibit 3.2
|
|
|
|
|
|
|
(4)
|
4.2
|
|
Indenture related to Senior Notes, dated as of March 30, 2011, between Registrant and Wells Fargo, National Association, as Trustee
|
|
|
|
|
|
|
(4)
|
4.3
|
|
First Supplemental Indenture related to Senior Notes, dated as of March 30, 2011, between Registrant and Wells Fargo, National Association, as Trustee (including form of Senior Notes)
|
|
|
|
|
|
|
(5)
|
4.4
|
|
Second Supplemental Indenture related to Senior Notes, dated as of December 13, 2011, between Registrant and Wells Fargo, National Association, as Trustee (including Form of 2014 Note, Form of 2016 Note, Form of 2021 Note, Form of 2041 Note)
|
|
|
|
|
|
|
(6)
|
4.5
|
|
Third Supplemental Indenture related to Senior Notes, dated as of March 7, 2014, between Registrant and Wells Fargo, National Association, as Trustee (including Form of 2019 Note, Form of 2024 Note, Form of 2044 Note)
|
|
|
|
|
|
|
(7)
|
4.6
|
|
Fourth Supplemental Indenture related to Senior Notes, dated as of November 17, 2014, between Registrant and Wells Fargo, National Association, as Trustee (including Form of 2020 Note, Form of 2025 Note, Form of 2045 Note)
|
|
|
|
|
|
|
(8)
|
4.7
|
|
Fifth Supplemental Indenture, dated as of September 14, 2015, between Registrant and Wells Fargo Bank, National Association, as Trustee (including Form of 2018 Note, Form of 2020 Note, Form of 2022 Note, Form of 2026 Note, Form of 2035 Note and Form of 2046 Note)
|
|
|
|
|
|
|
(1)
|
4.8
|
|
Sixth Supplemental Indenture, dated as of September 20, 2016, between Registrant and Wells Fargo Bank, National Association, as Trustee (including Form of 2022 Note, Form of 2023 Note, Form of 2027 Note, Form of 2036 Note and Form of 2047 Note)
|
|
|
|
|
|
|
*(2)
|
10.1
|
|
Gilead Sciences, Inc. 2004 Equity Incentive Plan, as amended through May 8, 2013
|
|
|
|
|
|
|
*(9)
|
10.2
|
|
Form of employee stock option agreement used under 2004 Equity Incentive Plan (for grants prior to February 2008)
|
|
|
|
|
|
|
*(10)
|
10.3
|
|
Form of employee stock option agreement used under 2004 Equity Incentive Plan (for grants made February 2008 through April 2009)
|
|
|
|
|
|
|
*(11)
|
10.4
|
|
Form of employee stock option agreement used under 2004 Equity Incentive Plan (for grants commencing in May 2009)
|
|
|
|
|
|
|
*(12)
|
10.5
|
|
Form of employee stock option agreement used under 2004 Equity Incentive Plan (for grants commencing in February 2010)
|
|
|
|
|
|
|
*(13)
|
10.6
|
|
Form of employee stock option agreement used under 2004 Equity Incentive Plan (for 2011 and subsequent year grants)
|
|
|
|
|
|
|
*(10)
|
10.7
|
|
Form of non-employee director stock option agreement used under 2004 Equity Incentive Plan (for grants prior to 2008)
|
|
|
|
|
|
|
*(10)
|
10.8
|
|
Form of non-employee director option agreement used under 2004 Equity Incentive Plan (for initial grants made in 2008)
|
|
|
|
|
|
|
*(10)
|
10.9
|
|
Form of non-employee director option agreement used under 2004 Equity Incentive Plan (for annual grants made in May 2008 and through May 2012)
|
|
|
|
|
|
|
*(11)
|
10.10
|
|
Form of non-employee director option agreement used under 2004 Equity Incentive Plan (for annual grants commencing in May 2009 and through May 2012)
|
|
|
|
|
|
|
*(14)
|
10.11
|
|
Form of non-employee director option agreement used under 2004 Equity Incentive Plan (for annual grants made in May 2013)
|
|
|
|
|
|
|
*(14)
|
10.12
|
|
Form of non-employee director option agreement (non-U.S.) used under 2004 Equity Incentive Plan (for annual grants made in May 2013)
|
|
|
|
|
|
|
*(15)
|
10.13
|
|
Form of non-employee director option agreement used under 2004 Equity Incentive Plan (for annual grants made in and after May 2014)
|
|
|
|
|
|
|
*(16)
|
10.14
|
|
Form of restricted stock unit issuance agreement used under 2004 Equity Incentive Plan (for annual grants to non-employee directors in May 2012)
|
|
|
|
|
|
|
*(11)
|
10.15
|
|
Form of restricted stock award agreement used under 2004 Equity Incentive Plan (for annual grants to certain non-employee directors prior to May 2012)
|
|
|
|
|
|
|
*(14)
|
10.16
|
|
Form of restricted stock unit issuance agreement used under 2004 Equity Incentive Plan (for annual grants to non-employee directors commencing in May 2013)
|
|
|
|
|
|
|
*(15)
|
10.17
|
|
Form of restricted stock unit issuance agreement used under 2004 Equity Incentive Plan (for annual grants to non-employee directors commencing in and after May 2014)
|
|
|
|
|
|
|
*(14)
|
10.18
|
|
Form of restricted stock unit issuance agreement (non-U.S.) used under 2004 Equity Incentive Plan (for annual grants to non-employee directors commencing in May 2013)
|
|
|
|
|
|
|
*(11)
|
10.19
|
|
Form of performance share award agreement used under the 2004 Equity Incentive Plan (for grants to certain executive officers made in 2009)
|
|
|
|
|
|
|
*(12)
|
10.20
|
|
Form of performance share award agreement used under the 2004 Equity Incentive Plan (for grants to certain executive officers made in 2010)
|
|
|
|
|
|
+(38)
|
10.55
|
|
Exclusive License Agreement between Registrant (as successor to Triangle Pharmaceuticals, Inc.), Glaxo Group Limited, The Wellcome Foundation Limited, Glaxo Wellcome Inc. and Emory University, dated May 6, 1999
|
|
|
|
|
|
|
+(39)
|
10.56
|
|
Royalty Sale Agreement by and among Registrant, Emory University and Investors Trust & Custodial Services (Ireland) Limited, solely in its capacity as Trustee of Royalty Pharma, dated July 18, 2005
|
|
|
|
|
|
|
+(39)
|
10.57
|
|
Amended and Restated License Agreement between Registrant, Emory University and Investors Trust & Custodial Services (Ireland) Limited, solely in its capacity as Trustee of Royalty Pharma, dated July 21, 2005
|
|
|
|
|
|
|
+(40)
|
10.58
|
|
License Agreement between Japan Tobacco Inc. and Registrant, dated March 22, 2005
|
|
|
|
|
|
|
+(41)
|
10.59
|
|
First Amendment to License Agreement between Japan Tobacco Inc. and Registrant, dated May 19, 2005
|
|
|
|
|
|
|
+(41)
|
10.60
|
|
Second Amendment to License Agreement between Japan Tobacco Inc. and Registrant, dated May 17, 2010
|
|
|
|
|
|
|
+(42)
|
10.61
|
|
Third Amendment (Revised) to License Agreement between Japan Tobacco Inc. and Registrant, dated June 10, 2015
|
|
|
|
|
|
|
+(41)
|
10.62
|
|
Fourth Amendment to License Agreement between Japan Tobacco Inc. and Registrant, dated July 5, 2011
|
|
|
|
|
|
|
+(43)
|
10.63
|
|
Amendment to License Agreement between Japan Tobacco Inc. and Registrant, dated October 10, 2013
|
|
|
|
|
|
|
+(44)
|
10.64
|
|
Fifth Amendment to License Agreement between Japan Tobacco Inc. and Registrant, dated September 29, 2014
|
|
|
|
|
|
|
+(45)
|
10.65
|
|
Amended and Restated Collaboration Agreement by and among Registrant, Gilead Sciences Ireland UC (formerly Gilead Sciences Limited) and Janssen R&D Ireland, dated December 23, 2014
|
|
|
|
|
|
|
+(46)
|
10.66
|
|
Restated and Amended Toll Manufacturing Agreement between Gilead Sciences Ireland UC (formerly Gilead Sciences Limited), Registrant and Takeda GmbH (formerly Nycomed GmbH and Altana Pharma Oranienburg GmbH), dated November 7, 2005
|
|
|
|
|
|
|
|
21.1
|
|
Subsidiaries of Registrant
|
|
|
|
|
|
|
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm
|
|
|
|
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer, as required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended
|
|
|
|
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer, as required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended
|
|
|
|
|
|
|
|
32.1**
|
|
Certifications of Chief Executive Officer and Chief Financial Officer, as required by Rule 13a-14(b) or Rule 15d-14(b) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. §1350)
|
|
|
|
|
|
|
|
101***
|
|
The following materials from Registrant’s Annual Report on Form 10-K for the year ended December 31, 2016, formatted in Extensible Business Reporting Language (XBRL) includes: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Cash Flows and (v) Notes to Consolidated Financial Statements.
|
*
|
Management contract or compensatory plan or arrangement.
|
**
|
This certification accompanies the Form 10-K to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of the Form 10-K), irrespective of any general incorporation language contained in such filing.
|
***
|
XBRL information is filed herewith.
|
+
|
Certain confidential portions of this Exhibit were omitted by means of marking such portions with an asterisk (the Mark). This Exhibit has been filed separately with the Secretary of the Securities and Exchange Commission without the Mark pursuant to Registrant’s Application Requesting Confidential Treatment under Rule 24b-2 under the Securities Exchange Act of 1934, as amended.
|
ITEM 16.
|
FORM 10-K SUMMARY
|
G
ILEAD
S
CIENCES
, I
NC
.
|
|
|
|
By:
|
/
S
/ J
OHN
F. M
ILLIGAN
|
|
John F. Milligan, Ph.D.
President and Chief Executive Officer
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/
S
/ J
OHN
F. M
ILLIGAN
|
|
President and Chief Executive Officer, Director
|
|
February 27, 2017
|
John F. Milligan, Ph.D.
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
/
S
/ R
OBIN
L. W
ASHINGTON
|
|
Executive Vice President and Chief Financial Officer
|
|
February 27, 2017
|
Robin L. Washington
|
|
(Principal Financial and Accounting Officer)
|
|
|
|
|
|
|
|
/
S
/ J
OHN
C. M
ARTIN
|
|
Executive Chairman
|
|
February 27, 2017
|
John C. Martin, Ph.D.
|
|
|
|
|
|
|
|
|
|
/
S
/ J
OHN
F. C
OGAN
|
|
Director
|
|
February 27, 2017
|
John F. Cogan
|
|
|
|
|
|
|
|
|
|
/
S
/ K
ELLY
A. K
RAMER
|
|
Director
|
|
February 27, 2017
|
Kelly A. Kramer
|
|
|
|
|
|
|
|
|
|
/
S
/ K
EVIN
E. L
OFTON
|
|
Director
|
|
February 27, 2017
|
Kevin E. Lofton
|
|
|
|
|
|
|
|
|
|
/
S
/ J
OHN
W. M
ADIGAN
|
|
Director
|
|
February 27, 2017
|
John W. Madigan
|
|
|
|
|
|
|
|
|
|
/
S
/ N
ICHOLAS
G. M
OORE
|
|
Director
|
|
February 27, 2017
|
Nicholas G. Moore
|
|
|
|
|
|
|
|
|
|
/
S
/ R
ICHARD
J. W
HITLEY
|
|
Director
|
|
February 27, 2017
|
Richard J. Whitley
|
|
|
|
|
|
|
|
|
|
/
S
/ G
AYLE
E. W
ILSON
|
|
Director
|
|
February 27, 2017
|
Gayle E. Wilson
|
|
|
|
|
|
|
|
|
|
/
S
/ P
ER
W
OLD
-O
LSEN
|
|
Director
|
|
February 27, 2017
|
Per Wold-Olsen
|
|
|
|
|
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