Cover
Cover - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 16, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-36297 | ||
Entity Registrant Name | Revance Therapeutics, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 77-0551645 | ||
Entity Address, Address Line One | 1222 Demonbreun Street, Suite 2000 | ||
Entity Address, City or Town | Nashville | ||
Entity Address, State or Province | TN | ||
Entity Address, Postal Zip Code | 37203 | ||
City Area Code | 615 | ||
Local Phone Number | 724-7755 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | RVNC | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2.2 | ||
Entity Common Stock, Shares Outstanding | 88,214,054 | ||
Documents Incorporated by Reference | Certain portions of the registrant's definitive proxy statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A, not later than April 29, 2024, in connection with the registrant’s 2024 Annual Meeting of the Stockholders are incorporated herein by reference into Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001479290 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | San Jose, California |
Auditor Firm ID | 238 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 137,329 | $ 108,965 |
Restricted cash, current | 550 | 0 |
Short-term investments | 116,586 | 231,742 |
Accounts receivable, net | 27,676 | 11,339 |
Inventories | 45,579 | 18,325 |
Prepaid expenses and other current assets | 11,145 | 4,356 |
Total current assets | 338,865 | 374,727 |
Property and equipment, net | 17,225 | 13,799 |
Goodwill | 0 | 77,175 |
Intangible assets, net | 9,808 | 35,344 |
Operating lease right-of-use assets | 53,167 | 39,223 |
Finance lease right-of-use asset | 19,815 | 6,393 |
Restricted cash, non-current | 6,870 | 6,052 |
Finance lease prepaid expense | 32,383 | 27,500 |
Other non-current assets | 321 | 1,687 |
TOTAL ASSETS | 478,454 | 581,900 |
CURRENT LIABILITIES | ||
Accounts payable | 13,809 | 4,546 |
Accruals and other current liabilities | 53,824 | 59,357 |
Deferred revenue, current | 10,737 | 6,867 |
Finance lease liability, current | 2,651 | 669 |
Operating lease liabilities, current | 5,703 | 4,243 |
Debt, current | 2,500 | 0 |
Total current liabilities | 89,224 | 75,682 |
Debt, non-current | 426,595 | 379,374 |
Deferred revenue, non-current | 70,419 | 78,577 |
Operating lease liabilities, non-current | 40,985 | 34,182 |
Other non-current liabilities | 2,835 | 1,485 |
TOTAL LIABILITIES | 630,058 | 569,300 |
Commitments and Contingencies (Note 15) | ||
STOCKHOLDERS’ EQUITY (DEFICIT) | ||
Preferred stock, par value $0.001 per share — 5,000,000 shares authorized, and no shares issued and outstanding as of December 31, 2023 and 2022 | 0 | 0 |
Common stock, par value $0.001 per share — 190,000,000 shares authorized as of December 31, 2023 and 2022; 87,962,765 and 82,385,810 shares issued and outstanding as of December 31, 2023 and 2022, respectively | 88 | 82 |
Additional paid-in capital | 1,926,654 | 1,767,266 |
Accumulated other comprehensive gain (loss) | 14 | (374) |
Accumulated deficit | (2,078,360) | (1,754,374) |
TOTAL STOCKHOLDERS’ EQUITY (DEFICIT) | (151,604) | 12,600 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | $ 478,454 | $ 581,900 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 190,000,000 | 190,000,000 |
Common stock, shares issued (in shares) | 87,962,765 | 82,385,810 |
Common stock, shares outstanding (in shares) | 87,962,765 | 82,385,810 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue: | |||
Total revenue | $ 234,040 | $ 132,565 | $ 77,798 |
Operating expenses: | |||
Selling, general and administrative | 297,732 | 223,934 | 198,821 |
Research and development | 79,410 | 101,286 | 116,255 |
Goodwill impairment | 77,175 | 69,789 | 0 |
Intangible asset impairment | 16,007 | 0 | 0 |
Amortization | 6,130 | 27,847 | 13,988 |
Total operating expenses | 550,817 | 474,523 | 352,474 |
Loss from operations | (316,777) | (341,958) | (274,676) |
Interest income | 13,285 | 4,891 | 337 |
Interest expense | (19,356) | (16,474) | (6,273) |
Other expense, net | (838) | (2,181) | (698) |
Loss before income taxes | (323,686) | (355,722) | (281,310) |
Income tax provision | (300) | (700) | 0 |
Net loss | (323,986) | (356,422) | (281,310) |
Unrealized gain (loss) | 388 | (356) | (18) |
Comprehensive loss | (323,598) | (356,778) | (281,328) |
Basic net loss | (323,986) | (356,422) | (281,310) |
Diluted net loss | $ (323,986) | $ (356,422) | $ (281,310) |
Basic net loss per share (in dollars per share) | $ (3.83) | $ (4.90) | $ (4.17) |
Diluted net loss per share (in dollars per share) | $ (3.83) | $ (4.90) | $ (4.17) |
Basic weighted-average number of shares used in computing net loss per share (in shares) | 84,599,409 | 72,713,340 | 67,507,818 |
Diluted weighted-average number of shares used in computing net loss per share (in shares) | 84,599,409 | 72,713,340 | 67,507,818 |
Product revenue | |||
Revenue: | |||
Total revenue | $ 212,658 | $ 118,131 | $ 70,820 |
Operating expenses: | |||
Cost of product revenue /service revenue (exclusive of depreciation and amortization) | 62,335 | 44,414 | 23,125 |
Service revenue | |||
Revenue: | |||
Total revenue | 12,249 | 6,990 | 1,323 |
Operating expenses: | |||
Cost of product revenue /service revenue (exclusive of depreciation and amortization) | 12,028 | 7,253 | 285 |
Collaboration revenue | |||
Revenue: | |||
Total revenue | $ 9,133 | $ 7,444 | $ 5,655 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | At the Market Offering | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Common Stock At the Market Offering | Additional Paid-In Capital | Additional Paid-In Capital At the Market Offering | Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjustment | Other Accumulated Comprehensive Gain (Loss) | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Dec. 31, 2020 | 69,178,666 | ||||||||||
Beginning balance at Dec. 31, 2020 | $ 374,290 | $ (98,858) | $ 69 | $ 1,500,514 | $ (108,509) | $ 0 | $ (1,126,293) | $ 9,651 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 965,462 | ||||||||||
Issuance of common stock upon exercise of stock options | 12,923 | $ 1 | 12,922 | ||||||||
Issuance of common stock related to stock awards, net of cancellation (in shares) | 781,720 | ||||||||||
Issuance of common stock related to stock awards, net of cancellation | 0 | $ 1 | (1) | ||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs (in shares) | 761,526 | ||||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs | $ 21,554 | $ 1 | $ 21,553 | ||||||||
Issuance of common stock related to 2014 ESPP (in shares) | 204,004 | ||||||||||
Issuance of common stock related to 2014 ESPP | 3,765 | 3,765 | |||||||||
Shares withheld related to net settlement of stock awards (in shares) | (307,321) | ||||||||||
Shares withheld related to net settlement of stock awards | (8,185) | (8,185) | |||||||||
Stock-based compensation | 44,310 | 44,310 | |||||||||
Unrealized gain (loss) | (18) | (18) | |||||||||
Net loss | (281,310) | (281,310) | |||||||||
Ending balance (in shares) at Dec. 31, 2021 | 71,584,057 | ||||||||||
Ending balance at Dec. 31, 2021 | 68,471 | $ 72 | 1,466,369 | (18) | (1,397,952) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 181,902 | ||||||||||
Issuance of common stock upon exercise of stock options | 964 | 964 | |||||||||
Cancellation of common stock related to stock awards, net of issuance (in shares) | (295,930) | ||||||||||
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs (in shares) | 9,200,000 | ||||||||||
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs | 215,861 | $ 9 | 215,852 | ||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs (in shares) | 1,734,853 | ||||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs | 31,586 | $ 1 | 31,585 | ||||||||
Issuance of common stock related to 2014 ESPP (in shares) | 322,727 | ||||||||||
Issuance of common stock related to 2014 ESPP | 3,856 | 3,856 | |||||||||
Shares withheld related to net settlement of stock awards (in shares) | (341,799) | ||||||||||
Shares withheld related to net settlement of stock awards | (6,496) | (6,496) | |||||||||
Stock-based compensation | 54,788 | 54,788 | |||||||||
Unrealized gain (loss) | (356) | (356) | |||||||||
Other | 348 | 348 | |||||||||
Net loss | $ (356,422) | (356,422) | |||||||||
Ending balance (in shares) at Dec. 31, 2022 | 82,385,810 | 82,385,810 | |||||||||
Ending balance at Dec. 31, 2022 | $ 12,600 | $ 82 | 1,767,266 | (374) | (1,754,374) | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Issuance of common stock upon exercise of stock options (in shares) | 708,084 | 708,084 | |||||||||
Issuance of common stock upon exercise of stock options | $ 11,609 | $ 1 | 11,608 | ||||||||
Issuance of common stock related to stock awards, net of cancellation (in shares) | 1,679,683 | ||||||||||
Issuance of common stock related to stock awards, net of cancellation | 0 | $ 2 | (2) | ||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs (in shares) | 3,223,767 | ||||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs | 99,959 | $ 3 | 99,956 | ||||||||
Issuance of common stock related to 2014 ESPP (in shares) | 321,345 | ||||||||||
Issuance of common stock related to 2014 ESPP | 3,681 | 3,681 | |||||||||
Shares withheld related to net settlement of stock awards (in shares) | (355,924) | ||||||||||
Shares withheld related to net settlement of stock awards | (8,216) | (8,216) | |||||||||
Stock-based compensation | 52,331 | 52,331 | |||||||||
Unrealized gain (loss) | 388 | 388 | |||||||||
Other | 30 | 30 | |||||||||
Net loss | $ (323,986) | (323,986) | |||||||||
Ending balance (in shares) at Dec. 31, 2023 | 87,962,765 | 87,962,765 | |||||||||
Ending balance at Dec. 31, 2023 | $ (151,604) | $ 88 | $ 1,926,654 | $ 14 | $ (2,078,360) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (323,986) | $ (356,422) | $ (281,310) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Goodwill and intangible asset impairment | 93,182 | 69,789 | 0 |
Stock-based compensation | 47,813 | 52,340 | 43,434 |
Depreciation and amortization | 11,375 | 33,732 | 19,853 |
Amortization of debt discount and debt issuance costs | 2,397 | 1,880 | 1,250 |
Amortization of finance lease right-of-use asset | 2,318 | 5,414 | 0 |
Amortization of premium (discount) on investments | (6,438) | (2,176) | 89 |
Other non-cash operating activities | 646 | 1,230 | (80) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (16,338) | (7,990) | (1,519) |
Inventories | (14,910) | (6,008) | (4,278) |
Prepaid expenses and other current assets | (6,789) | 3,596 | (1,751) |
Lease right-of-use assets | (36,399) | (6,691) | (14,708) |
Other non-current assets | 900 | (602) | 333 |
Accounts payable | 6,900 | (5,448) | (1,824) |
Accruals and other liabilities | (5,025) | 15,564 | 6,825 |
Deferred revenue | (4,288) | 1,930 | (1,631) |
Lease liabilities | 30,717 | 6,314 | 12,294 |
Other non-current liabilities | 1,350 | 0 | 1,485 |
Net cash used in operating activities | (216,575) | (193,548) | (221,538) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Proceeds from maturities of investments | 385,432 | 232,178 | 172,000 |
Purchases of investments | (263,923) | (347,966) | (183,590) |
Purchases of property and equipment | (6,886) | (3,210) | (10,375) |
Finance lease prepayments | (4,883) | (19,800) | (7,700) |
Net cash provided by (used in) investing activities | 109,740 | (138,798) | (29,665) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from issuance of common stock related with ATM, net of commissions | 100,183 | 31,814 | 21,706 |
Proceeds from issuance of notes payable, net of debt discount | 48,415 | 98,150 | 0 |
Proceeds from the exercise of stock options and employee stock purchase plan | 15,289 | 4,820 | 16,688 |
Principal payments on finance lease obligations | (18,255) | (11,097) | 0 |
Taxes paid related to net settlement of stock awards | (8,216) | (6,496) | (8,185) |
Payment of debt issuance costs and offering costs | (849) | (2,045) | (340) |
Proceeds from issuance of common stock in connection with follow-on offering, net of discounts and commissions | 0 | 216,200 | 0 |
Other financing activities | 0 | 348 | 0 |
Net cash provided by financing activities | 136,567 | 331,694 | 29,869 |
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 29,732 | (652) | (221,334) |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period | 115,017 | 115,669 | 337,003 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period | 144,749 | 115,017 | 115,669 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |||
Cash paid for interest | 15,090 | 12,231 | 5,031 |
Cash paid for income taxes | $ 300 | $ 700 | $ 0 |
The Company
The Company | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | The Company Overview Revance is a biotechnology company focused on developing and commercializing innovative aesthetic and therapeutic offerings. Revance’s portfolio includes DAXXIFY ® (DaxibotulinumtoxinA-lanm) for injection and the RHA ® Collection of dermal fillers in the U.S. Revance has also partnered with Viatris to develop a biosimilar to onabotulinumtoxinA for injection and Fosun to commercialize DAXXIFY ® in China. Liquidity and Going Concern We are not profitable and have incurred losses in each year since our inception. For the year ended December 31, 2023, we had a net loss of $324.0 million and an accumulated deficit of $2.1 billion. Although we began generating revenue from the sale of our Products and Services during the three months ended September 30, 2020, we expect to continue to incur GAAP operating losses for the foreseeable future. As of December 31, 2023, we had a working capital surplus of $249.6 million and capital resources of $253.9 million consisting of cash, cash equivalents, and short-term investments. To date, we have funded our operations primarily through the sale of common stock, convertible senior notes, sales of Products, proceeds from notes issued pursuant to the Note Purchase Agreement, and payments received from collaboration arrangements. We also have a remaining capacity to sell up to $47.2 million of our common stock under the 2022 ATM Agreement as of December 31, 2023. In accordance with ASC 205-40, Presentation of Financial Statements – Going Concern , we are required to evaluate whether there are conditions and events, considered in the aggregate, that raise substantial doubt about our ability to continue as a going concern for at least 12 months from the issuance date of our financial statements. We are required to maintain compliance with the Minimum Cash Covenant in accordance with the terms of the Note Purchase Agreement (see Note 10 ). Our forecasted liquidity is based on our approved operating plan which forecasts the receipt of milestone payments expected from Fosun upon the NMPA’s potential approvals of Fosun’s BLAs for DaxibotulinumtoxinA for Injection for the improvement of glabellar lines and treatment of cervical dystonia, which are anticipated in 2024 and early 2025, respectively, and a payment from the IRS resulting from our ERC claim filed in July 2023. As the timing of receipt of those payments are subject to regulatory/governmental approvals of which there are inherent uncertainties outside of our control, for purposes of the evaluation under ASC 205-40, those payments have been excluded from our forecasted liquidity, which initially resulted in a risk condition that the Minimum Cash Covenant would not be met sometime in the first half of 2025 and would put the Company in default under the terms of the Note Purchase Agreement. As a result, substantial doubt about our ability to continue as a going concern was raised. The Company finalized and approved a plan to alleviate the substantial doubt, which includes a refined operating plan, which aligns with our capital allocation priorities and is designed to streamline our operations and drive revenue growth. The operating plan includes delaying or eliminating certain non-essential projects and capital expenditure spending, deferring certain hiring and reducing costs associated with non-revenue generating commercial and marketing functions. Management believes the refined operating plan is probable of being implemented on a timely basis. Because the refined operating plan provides the Company with sufficient liquidity and working capital to meet its cash flow requirements for at least 12 months from the issuance date of our financial statements and would not result in violation of the Minimum Cash Covenant, the substantial doubt about our ability to continue as a going concern has been alleviated. Although the refined operating plan provides the Company with sufficient liquidity and working capital to alleviate the going concern, if the Company were unable to successfully execute the refined operating plan, its estimates regarding the amounts necessary to accomplish its business objectives are inaccurate, other unanticipated costs arise or the Company changes its operating plan as a result of factors currently unknown, the Company may need to seek additional capital sooner than planned, through public or private equity or debt financings or other sources, such as strategic collaborations, although adequate funds may not be available to us on a timely basis or at all. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation Our consolidated financial statements include our accounts and those of our wholly-owned subsidiaries, and have been prepared in conformity with GAAP. All intercompany transactions have been eliminated. Reclassification At the beginning of 2023, we changed our presentation of internal-use software where approximately $8.3 million has been reclassified from property and equipment, net into intangible assets, net. This reclassification has no impact on net loss or cash flows. The table below presents the impact of the reclassification: As of December 31, 2022 Balance As Previously Reported (1) Reclassification Balance As Reclassified Property and equipment, net $ 22,139 $ (8,340) $ 13,799 Intangible assets, net $ 27,004 $ 8,340 $ 35,344 (1) Amount as filed with our Annual Report on Form 10-K for the year ended December 31, 2022 on the consolidated balance sheets, as filed with the SEC on February 28, 2023. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of our assets and liabilities, which are not readily apparent from other sources. We base our estimates and judgments on historical information and on various other assumptions that we believe are reasonable under the circumstances. GAAP requires us to make estimates and judgments in several areas, including, but not limited to, the incremental borrowing rate used to measure lease liabilities, the recoverability of goodwill and long-lived assets, useful lives associated with property and equipment and intangible assets, the period of benefit associated with deferred costs, revenue recognition (including the timing of satisfaction of performance obligations, estimating variable consideration, estimating stand-alone selling prices of promised goods and services, and allocation of transaction price to performance obligations), deferred revenue classification, valuation and assumptions underlying stock-based compensation and income taxes. As of the date of issuance of these consolidated financial statements, we are not aware of any specific event or circumstance that would require us to update our estimates, judgments or revise the carrying value of our assets or liabilities. These estimates may change as new events occur and additional information is obtained, and are recognized in the consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to our consolidated financial statements. Risks and Uncertainties Impact of the Macroeconomic Environment on our Business The U.S. and global financial markets have experienced significant volatility in recent years, which has led to disruptions to commerce and pricing stability, impacts to foreign exchange rates, labor shortages, global inflation, higher interest rates and supply chain disruptions. Due to current inflationary pressures, we have experienced higher costs throughout our business, which we expect may continue during 2024. The ultimate impact of the current and anticipated global economic conditions is highly uncertain and we do not yet know the full extent of potential delays or impacts on our regulatory process, our manufacturing operations, supply chain, end user demand for our Products, commercialization efforts, business operations, clinical trials and other aspects of our business and the aesthetics industry, the healthcare systems or the global economy as a whole. Concentration of Business Risk We rely on a limited number of third-party suppliers for the manufacturing of DAXXIFY ® . In particular, we outsource the manufacture of bulk peptide through an agreement with a single supplier, and we currently primarily manufacture DAXXIFY ® commercial drug product supply through ABPS. To decrease the risk of an interruption to our drug supply, we maintain an inventory of peptide. In addition, we plan to utilize the PCI facility, if approved, for the clinical and commercial production of DAXXIFY ® drug product. However, if and until the PCI facility is approved, we are dependent on the ABPS facility. If ABPS or the bulk peptide supplier is unable to fulfill its manufacturing obligations for any reason, such an event could make it difficult or, in certain cases, impossible for us to continue to manufacture our drug product and/or drug substance for a substantial period of time. Our product revenue relies on one third-party distributor for our products. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of short-term investments. Under our investment policy, we limit our credit exposure by investing in highly liquid funds and debt obligations of the U.S. government and its agencies with high credit quality. Our cash, cash equivalents, and short-term investments are held in the U.S. Such deposits may, at times, exceed federally insured limits. We have not experienced any significant losses on our deposits of cash, cash equivalents, and short-term investments. Cash and Cash Equivalents We consider all highly liquid investment securities with remaining maturities at the date of purchase of three months or less to be cash equivalents. Restricted Cash As of December 31, 2023, our restricted cash balance was $7.4 million, which consisted of $6.6 million of deposits related to letters of credit and $0.8 million related to securing our facility leases that will remain until the end of the leases. As of December 31, 2022, our restricted cash balance was $6.1 million, which consisted of $5.4 million of deposits related to letters of credit and $0.7 million related to securing our facility leases that will remain until the end of the leases. These balances were included in restricted cash on the accompanying consolidated balance sheets and within the cash, cash equivalents, and restricted cash balance on the consolidated statement of cash flows. Accounts receivable, net Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Such accounts receivable have been reduced by an allowance for doubtful accounts, which is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on customer specific experience and the aging of such receivables, among other factors. The allowance for doubtful accounts as of December 31, 2023 and 2022 was $1.0 million and $0.1 million, respectively. We do not have any off-balance-sheet credit exposure related to our customers. Accounts receivable are also recorded net of estimated product returns which are not material. Investments Investments generally consist of securities with original maturities greater than three months and remaining maturities of less than one year. We do not have long-term investments with remaining maturities greater than one year. We determine the appropriate classification of our investments at the time of purchase and reevaluate such determination at each balance sheet date. All of our investments are classified as available-for-sale and carried at fair value, with the change in unrealized gains and losses reported as a separate component of other comprehensive income (loss) on the consolidated statements of operations and comprehensive loss and accumulated as a separate component of stockholders’ equity (deficit) on the consolidated balance sheets. Interest income includes interest, amortization of purchase premiums and discounts, realized gains and losses on sales of securities and other-than-temporary declines in the fair value of investments, if any. The cost of securities sold is based on the specific-identification method. We monitor our investment portfolio for potential impairment on a quarterly basis. If the carrying amount of an investment in debt securities exceeds its fair value and the decline in value is determined to be other-than-temporary, the carrying amount of the security is reduced to fair value and a loss is recognized in operating results for the amount of such decline. In order to determine whether a decline in value is other-than-temporary, we evaluate, among other factors, the cause of the decline in value, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, and our intent and ability to hold the security to maturity or forecast recovery. Inventories Inventories consist of raw materials, work in process, and finished goods held for sale to customers. Cost is determined using the first-in-first-out method. Inventory costs include raw materials, labor, quality control, and overhead associated with the cost of production and right-of-use amortization associated with the embedded finance lease. Inventory valuation reserves are established based on a number of factors including, but not limited to, inventory not conforming to product specifications, excess and obsolescence, or application of the lower of cost or net realizable value concepts. The determination of events requiring the establishment of inventory valuation reserves, together with the calculation of the amount of such reserves, may require judgment. Products manufactured at a third-party contract manufacturer site prior to that site’s regulatory approval may be capitalized as inventory when the future economic benefit is deemed probable. A number of factors are considered in determining probability, including the historical experience of achieving regulatory approvals for the manufacturing process, the progress along the approval process, the shelf life of the product, and any other impediments identified. If the criteria for capitalizing inventory are not met, the pre-approval manufacturing costs of products are recognized as research and development expense in the period incurred. Fair Value of Financial Instruments We use fair value measurements to record fair value adjustments to certain financial and non-financial assets and liabilities to determine fair value disclosures. The accounting standards define fair value, establish a framework for measuring fair value, and require disclosures about fair value measurements. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the principal or most advantageous market in which we would transact are considered along with assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable, that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities; • Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 — Valuations based on unobservable inputs to the valuation methodology and including data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Computer equipment and vehicles are generally depreciated over three years. Lab equipment, furniture and fixtures are generally depreciated over five years. Manufacturing machinery and equipment are generally depreciated over seven fifteen When property and equipment are retired or otherwise disposed of, the costs and accumulated depreciation are removed from the consolidated balance sheets and any resulting gain or loss is reflected in the consolidated statements of operations and comprehensive loss in the period realized. Leases We account for a contract as a lease when it has an identified asset that is physically distinct and we have the right to control the asset for a period of time while obtaining substantially all of the asset’s economic benefits. We determine if an arrangement is a lease or contains a lease at inception. For arrangements that meet the definition of a lease, we determine the initial classification and measurement of our right-of-use asset and lease liability at the lease commencement date and thereafter if modified. We do not recognize right-of-use assets or lease liabilities for those leases that qualify as a short-term lease. The lease term includes any renewal options that we are reasonably assured to exercise. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use our estimated secured incremental borrowing rate for that lease term. For our real estate operating leases, rent expense is recognized on a straight-line basis over the reasonably assured lease term based on the total lease payments and is included in operating expenses in the consolidated statements of operations and comprehensive loss. In addition to rent, the real estate operating leases may require us to pay additional amounts for variable lease costs which includes taxes, insurance, maintenance, and other expenses, and the variable lease costs are generally referred to as non-lease components. Variable lease cost related to our operating leases are expensed as incurred. For real estate operating leases, we have elected to apply the practical expedient and account for the lease and non-lease components as a single lease component. For our finance lease for a manufacturing fill-and-finish line, interest expense is recognized using the effective interest method. For finance leases, the interest expense on the lease liability and the amortization of the right-of-use asset is presented in a manner consistent with how we present other interest expense and depreciation and amortization of similar assets. For our manufacturing fill-and-finish line asset group, we have elected to apply the practical expedient and account for the lease and non-lease components as a single lease component. Variable lease costs related to our finance lease are expensed as incurred. Impairment of Long-lived Assets We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of long-lived assets may not be recoverable. Events and changes in circumstances considered important that could result in an impairment review of long-lived assets include (i) a significant decrease in the market price of a long-lived asset; (ii) a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; (iii) a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset, including an adverse action or assessment by a regulator; (iv) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; (v) a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset; and (vi) a current expectation that, more likely than not (more than 50%), a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The impairment evaluation of long-lived assets includes an analysis of estimated future undiscounted net cash flows expected from the use and eventual disposition of the long-lived assets over their remaining estimated useful lives. If the estimate of future undiscounted net cash flows is insufficient to recover the carrying value of the long-lived assets over the remaining estimated useful lives, we record an impairment loss in the amount by which the carrying value of the long-lived assets exceeds the fair value. Fair value is generally measured based on discounted cash flow analysis. For the year ended December 31, 2023, we recorded $16.0 million of impairment related to intangible assets. For further information on quantitative intangible asset impairment tests and related impairment amounts, refer to Note 6 . Goodwill and Impairment Goodwill represents the excess of the purchase price of the acquired business over the estimated fair value of the identifiable net assets acquired. All of the Company's goodwill balance is associated with the Service reporting unit. Goodwill is not amortized but is tested for impairment at least annually at the reporting unit level in the fourth quarter of each calendar year, or more frequently if events or changes in circumstances indicate that the reporting unit might be impaired. Impairment loss, if any, is recognized based on a comparison of the fair value of the reporting unit to its carrying value, without consideration of any recoverability. In assessing goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not that the fair value is less than its carrying amount. If we conclude it is more likely than not that the fair value of a reporting unit is less than its carrying amount, a quantitative impairment test is performed. If we conclude that goodwill is impaired, an impairment charge is recorded to the extent that the reporting unit’s carrying value exceeds its fair value. For the years ended December 31, 2023 and 2022, we recorded $77.2 million and $69.8 million of goodwill impairment, respectively. For further information on quantitative goodwill impairment tests and related impairment amounts, refer to Note 6 . Intangible Assets, net Intangible assets consist of distribution rights acquired from the filler distribution agreement with Teoxane, intangible assets acquired from the HintMD Acquisition, internally developed technology, and other purchased software. Finite-lived intangible assets are carried at cost, less accumulated amortization on the consolidated balance sheets, and are amortized on a ratable basis over their estimated useful life. Internal-use software, whether purchased or developed, is capitalized at cost and amortized using the straight-line method over its estimated useful life, which is generally three years. Costs associated with internally developed software are expensed until the point at which the project has reached the development stage. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they provide additional functionality. Software maintenance and training costs are expensed in the period in which they are incurred. The capitalization of internal-use software requires judgment in determining when a project has reached the development stage and the period over which we expect to benefit from the use of that software. Revenue Revenue is measured according to Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606). To determine revenue recognition for arrangements that we determine are within the scope of ASC 606, Revenue from Contracts with Customers, we perform the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) we satisfy a performance obligation. We only apply the five-step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange for the goods or services we transfer to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, we assess the goods or services promised within the contract and determine those that are performance obligations and assess whether the promised good or service, or a bundle of goods and services is distinct. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. In revenue arrangements involving third parties, we recognize revenue as the principal when we maintain control of the product or service until it is transferred to our customer; under other circumstances, we recognize revenue as an agent in the sales transaction. Determining whether we have control requires judgment over certain considerations, which generally include whether we are primarily responsible for the fulfillment of the underlying products or services, whether we have inventory risk before fulfillment is completed, and if we have discretion to establish prices over the products or services. We evaluate whether we are the principal or the agent in our revenue arrangements involving third parties should there be changes impacting control in transferring related goods or services to our customers. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. We currently generate product revenue from the sale of our Products, service revenue from payment processing and subscriptions to the platform, and collaboration revenue from an onabotulinumtoxinA biosimilar program with Viatris and Fosun. Product Revenue Our product revenue is recognized from the sale of our Products to our customers. We sell our Products to our customers through our third-party distributor and maintain control throughout the sales transactions as the principal. We recognize revenue from product sales when control of the product transfers, generally upon delivery, to the customers in an amount that reflects the consideration we received or expect to receive in exchange for those goods as specified in the customer contract. We accept product returns under limited circumstances which generally include damages in transit or ineffective product. Third-party distributor fees associated with product logistics are accounted for as fulfillment costs and are included in cost of product revenue in the accompanying statements of operations and comprehensive loss. Service Revenue Our service revenue is related to payment processing services. Payment processing services are charged on a rate per transaction basis (usage-based fees), with no minimum usage commitments. For revenue related to the HintMD Platform, which was discontinued during the second quarter of 2023, we were the accounting agent for arrangement and we recognized revenue generated from these transactions on a net basis. Conversely, we are the payment facilitator for the arrangements under the OPUL ® platform and are considered the accounting principal, and the associated service revenue generated from the same transactions are recognized on a gross basis. In September 2023, we commenced a plan to exit the Fintech Platform business, discussed below in Note 4 . Costs to Obtain Contracts with Customers Certain costs to obtain a contract with a customer should be capitalized, to the extent recoverable from the associated contract margin, and subsequently amortized as the products or services are delivered to the customer inclusive of expected renewals. We expect such costs to generally include sales commissions and related fringe benefits. For similar contracts with which the expected delivery period is one year or less, we apply the practical expedient to expense such costs as incurred in the consolidated statements of operations and comprehensive loss. Otherwise, such costs are capitalized on the consolidated balance sheets, and are amortized over the expected period of benefit to the customer. The determined period of benefit for payment processing and subscription services is subject to re-evaluation periodically. Collaboration Revenue We generate revenue from collaboration agreements, which are generally within the scope of ASC 606, where we license rights to certain intellectual property or certain product candidates and perform research and development services for third parties. The terms of these arrangements may include payment of one or more of the following: non-refundable upfront fees, milestone payments, and royalties on future net sales of licensed products. Performance obligations are promises to transfer distinct goods or services to a customer. Promised goods or services are considered distinct when (i) the customer can benefit from the good or service on its own or together with other readily available resources and (ii) the promised good or service is separately identifiable from other promises in the contract. We utilize judgment to assess whether the collaboration agreements include multiple distinct performance obligations or a single combined performance obligation. In assessing whether a promised good or service is distinct in the evaluation of a collaboration arrangement subject to ASC 606, we consider various promised goods or services within the arrangement including but not limited to intellectual property license granting, research, manufacturing and commercialization, along with the intended benefit of the contract in assessing whether one promise is separately identifiable from other promises in the contract. We also consider the capabilities of the collaboration partner regarding these promised goods or services and the availability of the associated expertise in the general marketplace. If a promised good or service is not distinct, we are required to combine that good or service with other promised goods or services until we identify a bundle of goods or services that is distinct. To estimate the transaction price, which could include fixed considerations or variable considerations, ASC 606 provides two alternatives to use when estimating the amount of variable considerations: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. The method selected can vary between contracts and is not a policy election; however, once determined, the method should be consistently applied throughout the life of the contract. For collaboration arrangements that include variable considerations such as development, regulatory or commercial milestone payments, the associated milestone value is included in the transaction price if it is probable that a significant revenue reversal would not occur. Milestone payments that are not within the control of us or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, we recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). For arrangements with multiple performance obligations, the transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. We assess the nature of the respective performance obligation to determine whether it is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue. We evaluate the measure of proportional performance each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. At the end of each subsequent reporting period, we re-evaluate the probability of achievement of each such milestone and any related constraint, and if necessary, adjust our estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Research and Development Expense Research and development expense are charged to operations as incurred. Research and development expense include, but are not limited to, personnel expenses, clinical trial supplies, fees for clinical trial services, manufacturing costs incurred before FDA approval becomes probable, consulting costs and allocated overhead, including rent, equipment, depreciation, and utilities. Assets acquired that are utilized in research and development that have no alternative future use are also expensed as incurred. Advertising Expense Cost related to advertising are expensed as incurred and included within selling, general and administrative expenses in the consolidated statement of operations and comprehensive loss. Advertising expense was $8.4 million, $5.1 million and $6.2 million for the years ended December 31, 2023, 2022 and 2021, respectively. Income Taxes We account for current and deferred income taxes by assessing and reporting tax assets and liabilities in our consolidated balance sheet and our statement of operations and comprehensive loss. We estimate current income tax exposure and temporary differences which result from differences in accounting under GAAP and tax purposes for certain items, such as accruals and allowances not currently deductible for tax purposes. These temporary differences result in deferred tax assets or liabilities. In general, deferred tax assets represent future tax benefits to be received when certain expenses previously recognized in the consolidated statements of operations and comprehensive loss become deductible expenses under applicable income tax laws or when net operating loss or credit carryforwards are utilized. Accordingly, realization of deferred tax assets is dependent on future taxable income against which these deductions, losses and credits can be utilized. Likewise, deferred tax liabilities represent future tax liabilities to be settled when certain amounts of income previously reported in the consolidated statements of operations and comprehensive loss become realizable income under applicable income tax laws. We measure deferred tax assets and liabilities using tax rates applicable to taxable income in effect for the years in which those tax assets are expected to be realized or settled and provide a valuation allowance against deferred tax assets when we cannot conclude that it is more likely than not that some or all deferred tax assets will be realized. Based on the available evidence, we are unable, at this time, to support the determination that it is more likely than not that its net deferred tax assets will be utilized in the future. Accordingly, we recorded a full valuation allowance against the net deferred tax assets as of December 31, 2023 and 2022. We intend to maintain such a valuation allowance until sufficient evidence exists to support its reversal. When foreign income is received in which a foreign withholding tax is required, we treat the withheld amount as a current income tax expense in the period in which the funds are received. We recognize tax benefits from uncertain tax positions only if it expects that its tax positions ar |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Our revenue is primarily generated from U.S. customers. Our product and collaboration revenues are generated from the Product Segment, and our service revenue is generated from the Service Segment ( Note 16 ). The following table presents our revenue disaggregated by timing of transfer of goods or service: Year Ended December 31, 2023 Year Ended December 31, 2022 Year Ended December 31, 2021 Transferred Transferred Transferred (in thousands) at a point in time over time Total at a point in time over time Total at a point in time over time Total Product revenue $ 212,658 $ — $ 212,658 $ 118,131 $ — $ 118,131 $ 70,820 $ — $ 70,820 Service revenue 59 12,190 12,249 401 6,589 6,990 567 756 1,323 Collaboration revenue — 9,133 9,133 — 7,444 7,444 — 5,655 5,655 Total $ 212,717 $ 21,323 $ 234,040 $ 118,532 $ 14,033 $ 132,565 $ 71,387 $ 6,411 $ 77,798 Product Revenue Our product revenue breakdown is summarized below: Year Ended December 31, (in thousands) 2023 2022 2021 Product: RHA ® Collection of dermal fillers $ 128,647 $ 107,156 $ 70,820 DAXXIFY ® 84,011 10,975 — Total product revenue $ 212,658 $ 118,131 $ 70,820 Accounts receivable and contract liabilities from contracts with our product customers are as follows: December 31, December 31, (in thousands) 2023 2022 Accounts receivable: Accounts receivable, net $ 27,025 $ 10,966 Total accounts receivable, net $ 27,025 $ 10,966 Contract liabilities: Deferred revenue, current $ 884 $ 705 Total contract liabilities $ 884 $ 705 Service Revenue Through January 31, 2024, we offered payment processing and certain value-added services to aesthetic practices through the Fintech Platform. Generally, revenue related to the HintMD Platform payment processing service, which was discontinued in the second quarter of 2023, was recognized at a point in time and revenue related to the OPUL ® payment processing service is recognized over time. For the Fintech Platform, revenue related to the value-added services component is recognized over time. In September 2023, we commenced a plan to exit the Fintech Platform business as discussed in Note 4 . Accounts receivable from contracts with our service customers are as follows: December 31, December 31, (in thousands) 2023 2022 Accounts receivable: Accounts receivable, net $ 16 $ 59 Total accounts receivable, net $ 16 $ 59 Collaboration Revenue Viatris Agreement Agreement Terms We entered into the Viatris Agreement in February 2018, pursuant to which we are collaborating with Viatris exclusively, in the Viatris Territory, to develop, manufacture, and commercialize an onabotulinumtoxinA biosimilar. Viatris has paid us an aggregate of $60 million in non-refundable upfront and milestone fees as of December 31, 2023, and the agreement provides for additional remaining contingent payments of up to $70 million in the aggregate, upon the achievement of certain clinical and regulatory milestones and of specified, tiered sales milestones of up to $225 million. The payments do not represent a financing component for the transfer of goods or services. In addition, Viatris is required to pay us low to mid-double digit royalties on any sales of the biosimilar in the U.S., mid-double digit royalties on any sales in Europe, and high single digit royalties on any sales in other ex-U.S. Viatris territories. However, we have agreed to waive royalties for U.S. sales, up to a maximum of $50 million in annual sales, during the first approximately four years after commercialization to defray launch costs. Revenue Recognition We estimated the transaction price for the Viatris Agreement using the most likely amount method within the scope of ASC 606. In order to determine the transaction price, we evaluated all of the payments to be received during the duration of the contract, which included milestones and consideration payable by Viatris. Other than the upfront payment, all other milestones and consideration we may earn under the Viatris Agreement are subject to uncertainties related to development achievements, Viatris’ rights to terminate the agreement, and estimated effort for cost-sharing payments. Components of such estimated effort for cost-sharing payments include both internal and external costs. Consequently, the transaction price does not include any milestones and considerations that, if included, could result in a probable significant reversal of revenue when related uncertainties become resolved. At the end of each reporting period, we re-evaluate the probability of achievement of each such milestone and any related constraint, and if necessary, adjust our estimates of the overall transaction price. Sales-based milestones and royalties are not included in the transaction price until the sales occur because the underlying value relates to the license and the license is the predominant feature in the Viatris Agreement. As of December 31, 2023, the transaction price allocated to the unfulfilled performance obligations was $33.9 million. We recognize revenue and estimate deferred revenue based on the cost of development service incurred over the total estimated cost of development services to be provided for the development period. For revenue recognition purposes, the development period has an estimated accounting program end date of 2026. It is possible that this period will change and is assessed at each reporting date. ASC Topic 606, Revenue from Contracts with Customers (ASC 606) requires that an entity include a constraint on the amount of variable consideration included in the transaction price. Variable consideration is considered “constrained” if there is a potential for significant reversal of cumulative revenue recognized. As part of the constraint evaluation, we considered numerous factors, including a shift in certain responsibilities between the two parties which would result in changes to the net cost sharing payments and the total project budget, for which outcomes are difficult to predict as of the date of this Report. We will continue to evaluate the variable transaction price and related revenue recognition in each reporting period and as the above uncertainties are resolved or other changes in circumstances occur. For the years ended December 31, 2023, 2022, and 2021, we recognized revenue related to development services under the Viatris Agreement of $9.0 million, $7.1 million and $5.7 million, respectively. Fosun License Agreement Agreement Terms In December 2018, we entered into the Fosun License Agreement with Fosun, whereby we granted Fosun the exclusive rights to develop and commercialize DaxibotulinumtoxinA for Injection in the Fosun Territory and certain sublicense rights. As of December 31, 2023, Fosun has paid us non-refundable upfront and other payments totaling $41.0 million before foreign withholding taxes. We are also eligible to receive (i) additional remaining contingent payments of up to $219.5 million upon the achievement of certain milestones, and (ii) tiered royalty payments in low double digits to high teen percentages on annual net sales. The royalty percentages are subject to reduction in the event that (i) we do not have any valid and unexpired patent claims that cover the product in the Fosun Territory, (ii) biosimilars of the product are sold in the Fosun Territory or (iii) Fosun needs to pay compensation to third parties to either avoid patent infringement or market the product in the Fosun Territory. Revenue Recognition We estimated the transaction price for the Fosun License Agreement using the most likely amount method. We evaluated all of the variable payments to be received during the duration of the contract, which included payments from specified milestones, royalties, and estimated supplies to be delivered. We will re-evaluate the transaction price at each reporting period and upon a change in circumstances. As of December 31, 2023, the transaction price allocated to unfulfilled performance obligation is $41.0 million. For the years ended December 31, 2023 and 2022, we recognized revenue from the Fosun License Agreement of $0.2 million and $0.3 million, respectively. No revenue was recognized from the Fosun License Agreement for the years ended December 31, 2021. Accounts receivable and contract liabilities from contracts with our collaboration customers are as follows: December 31, December 31, (in thousands) 2023 2022 Accounts receivable: Accounts receivable, net — Viatris $ 631 $ — Accounts receivable, net — Fosun 4 315 Total accounts receivable, net $ 635 $ 315 Contract liabilities: Deferred revenue, current — Viatris $ 9,853 $ 6,162 Total contract liabilities, current $ 9,853 $ 6,162 Deferred revenue, non-current — Viatris $ 29,444 $ 40,600 Deferred revenue, non-current — Fosun 40,975 37,977 Total contract liabilities, non-current $ 70,419 $ 78,577 Changes in our contract liabilities from contracts with our collaboration revenue customers for the year ended December 31, 2023 are as follows: (in thousands) Balance on December 31, 2022 $ 84,739 Revenue recognized (9,133) Billings and adjustments, net 4,666 Balance on December 31, 2023 $ 80,272 |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring In September 2023, we commenced a plan to exit the Fintech Platform business as the costs and resources required to support OPUL ® no longer aligned with the Company’s capital allocation priorities. The exit and restructuring activities predominantly included a reduction in OPUL ® personnel headcount, the termination of OPUL ® research and development activities and a reduction of outside services expenses related to OPUL ® . Substantially all payment processing activities for OPUL ® customers ended on January 31, 2024. We are currently in the process of completing activities to wind-down the remaining OPUL ® platform operations, which we expect to be complete by March 31, 2024. All of our restructuring charges in connection with the exit of the Fintech Platform business are recorded under our Service Segment. As of December 31, 2023, we recorded restructuring charges of $96.1 million as shown in the table below. We expect to incur estimated additional restructuring charges of up to $2 million, and such restructuring charges will be incurred over time through March 31, 2024. A summary of our restructuring charges included within our consolidated statement of operations for the year ended December 31, 2023 were as follows: (in thousands) Goodwill impairment $ 77,175 Intangible asset impairment 16,007 Research and development 1,610 Selling, general and administrative 1,260 Total restructuring charges $ 96,052 A summary of severance and personnel liabilities related to the exit of the Fintech Platform, included within accruals and other current liabilities on the consolidated balance sheet, is as follows: (in thousands) Balance on December 31, 2022 $ — Severance and other personnel costs 2,317 Cash payments during the period (1,400) Balance on December 31, 2023 $ 917 (1) |
Cash Equivalents and Short-Term
Cash Equivalents and Short-Term Investments | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Short-Term Investments | Cash Equivalents and Short-Term Investments The following table is a summary our cash equivalents and short-term investments: December 31, 2023 December 31, 2022 Adjusted Cost Unrealized Gain Unrealized Loss Fair Value Adjusted Cost Unrealized Loss Fair Value (in thousands) U.S. treasury securities $ 133,168 $ 30 $ — $ 133,198 $ 109,984 $ (228) $ 109,756 Commercial paper 49,433 — (15) 49,418 80,946 — 80,946 Money market funds 39,280 — — 39,280 85,206 — 85,206 U.S. government agency obligations 3,961 — (1) 3,960 4,480 — 4,480 Corporate bonds — — — — 41,186 (146) 41,040 Total cash equivalents and available-for-sale securities $ 225,842 $ 30 $ (16) $ 225,856 $ 321,802 $ (374) $ 321,428 Classified as: Cash equivalents $ 109,270 $ 89,686 Short-term investments 116,586 231,742 Total cash equivalents and available-for-sale securities $ 225,856 $ 321,428 As of December 31, 2023 and 2022, all of our cash equivalents and short-term investments were available-for-sale and had contractual maturities of less than one-year. There were no other-than-temporary impairments on such securities. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, net | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, net | Goodwill and Intangible Assets, net Goodwill All of our goodwill was acquired in 2020 as part of the HintMD Acquisition and was assigned to the Service Segment. 2022 Goodwill Impairment In December 2022, based on performance results and the valuation of the broader payment sector, we concluded that it was more likely than not that the fair value of our Service reporting unit was less than its carrying amount; therefore, a quantitative goodwill impairment test was performed during the fourth quarter. This quantitative goodwill impairment test was performed by estimating the fair value of the reporting unit using the income approach, which was based on a discounted cash flow model and required the use of significant assumptions, including estimates of the revenue growth rates and discount rate. The discount rate used was based on the historical internal rate of return of the acquisition and business-specific characteristics related to our ability to execute on the projected cash flows. The discount rate selected was 20%. Our Service reporting unit fair value measurements are classified as Level 3 in the fair value hierarchy because they involve significant unobservable inputs. Based on the goodwill impairment test, we determined that the estimated fair value of the Service reporting unit was below the carrying value and, accordingly, we recognized a goodwill impairment charge of $69.8 million in our Service reporting unit for the year ended December 31, 2022 and was presented in impairment loss on the consolidated statement of operations and comprehensive loss. The aggregate amount of accumulated impairment as of December 31, 2022 was $69.8 million. 2023 Goodwill Impairment In September 2023, based on our plan to exit the Fintech Platform business ( Note 4 ), we concluded that it was more likely than not that goodwill is further impaired. A quantitative goodwill impairment test was performed by estimating the fair value of the reporting unit using the income approach, which required the use of significant judgement, including the planned exit of the Fintech Platform business. Due to our decision to exit the Fintech Platform business, our projected negative future cash flows from the Service Segment resulted in an estimated fair value of zero and full impairment of the related goodwill carrying value. We therefore recognized an impairment charge of $77.2 million in our Service Segment in September 2023 classified as goodwill impairment on the consolidated statement of operations and comprehensive loss for the year ended December 31, 2023 . The aggregate amount of accumulated impairment as of December 31, 2023 was $147.0 million. The changes in the carrying amount of goodwill by reporting unit during the years ended December 31, 2023 and 2022 was as follows: (in thousands) Product Service Total Balance at December 31, 2021 $ — $ 146,964 $ 146,964 Goodwill impairment — (69,789) (69,789) Balance at December 31, 2022 — 77,175 77,175 Goodwill impairment — (77,175) (77,175) Balance at December 31, 2023 $ — $ — $ — Intangible Assets, net Intangible assets consist of distribution rights acquired from the filler distribution agreement with Teoxane, intangible assets acquired from the HintMD Acquisition, internally developed technology, and other purchased software. The following table sets forth the major categories of intangible assets and the weighted-average remaining useful lives for those assets that are not already fully amortized: December 31, 2023 (in thousands, except for in years) Weighted Average Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Accumulated Impairment Net Carrying Amount Distribution rights 4.3 $ 32,334 $ (23,064) $ — $ 9,270 Internally developed technology 1.5 8,918 (4,408) (3,972) 538 Acquired developed technology 0.0 16,200 (6,525) (9,675) — Customer relationships 0.0 10,300 (7,940) (2,360) — Total intangible assets $ 67,752 $ (41,937) $ (16,007) $ 9,808 December 31, 2022 (1) (in thousands, except for in years) Weighted Average Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired developed technology 4.2 $ 35,800 $ (24,325) $ 11,475 Distribution rights 1.4 32,334 (20,882) 11,452 Internally developed technology 2.4 8,062 (2,271) 5,791 Customer relationships 1.6 10,300 (6,223) 4,077 Other software 1.8 3,166 (1,592) 1,574 Development in progress N/A 975 — 975 Total intangible assets $ 90,637 $ (55,293) $ 35,344 N/A - Not applicable (1) The amount was different from the amounts filed with our Annual Report on Form 10-K for the year ended December 31, 2022 on the consolidated balance sheets, as filed with the SEC on February 28, 2023 due to a reclassification discussed in Note 2 - Reclassification. 2023 Intangible Asset Impairment As discussed in Note 4 , in September 2023, we commenced a plan to exit the Fintech Platform business and as a result, we concluded that it was more likely than not that the asset group for OPUL ® was impaired. A quantitative impairment test was performed by estimating the fair value of the asset group using the income approach, which required the use of significant judgment, including the planned exit of the Fintech Platform business. We estimated that the fair value of the asset group was effectively zero and recorded a full impairment charge of the related intangible assets carrying values of $16.0 million in September 2023, which was presented as intangible asset impairment on the consolidated statement of operations and comprehensive loss. 2022 Intangible Assets Amortization In late 2022, we sunsetted and substantially discontinued the HintMD Platform’s general availability. As a result, we accelerated the amortization of the remaining net carrying amount of the developed technology asset associated with the HintMD Platform and recognized $11.7 million in additional amortization on the consolidated statement of operations and comprehensive loss. This is a change in accounting estimate and has no impact to prior period consolidated financial statements. Amortization expense of the intangible assets in the table above were recorded on the consolidated statements of operations and comprehensive loss based on the function of the associated asset. The detail breakdown of the amortization expenses on the consolidated statements of operations and comprehensive loss were summarized as below: Year Ended December 31, (in thousands) 2023 2022 (1) Intangible asset amortization $ 6,130 $ 25,756 Selling, general and administrative 2,998 3,640 Research and development 283 311 Total amortization expense $ 9,411 $ 29,707 (1) At the beginning of 2023, we made a reclassification between the property and equipment and intangible assets on the consolidated balance sheets (detail discussed in Note 2 - Reclassification), and we adjusted the presentation of the associated amortization expense related to those assets. Net impact was an increase of $1.1 million for selling, general and administrative expense and an increase of $0.3 million for research and development expense compare to expenses presented on our Annual Report on Form 10-K for the year ended December 31, 2022 as filed with the SEC on February 28, 2023. Based on the amount of intangible assets as of December 31, 2023, the expected amortization expense for each of the next five fiscal years is as follows: Year Ending December 31, (in thousands) 2024 $ 2,569 2025 2,332 2026 2,181 2027 2,181 2028 545 Total $ 9,808 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following: December 31, (in thousands) 2023 2022 Raw materials $ 3,938 $ 505 Work in process 17,418 4,933 Finished goods 24,223 12,887 Total inventories $ 45,579 $ 18,325 |
Accruals and other current liab
Accruals and other current liabilities | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accruals and other current liabilities | Accruals and other current liabilities Accruals and other current liabilities consist of the following: December 31, (in thousands) 2023 2022 Accruals related to: Compensation (1) $ 31,132 $ 28,014 Selling, general and administrative 9,019 9,681 Research and development 5,173 9,012 Royalties (2) 1,919 5,113 Interest expense 1,919 1,912 Inventories 1,478 2,312 Other current liabilities (2) 3,184 3,313 Total accruals and other current liabilities $ 53,824 $ 59,357 (1) In connection with our restructuring ( Note 4 ), severance and personnel liabilities were included within accruals and other current liabilities on the consolidated balance sheet as of December 31, 2023. (2) Certain prior period amounts have been reclassified to conform with current period presentation. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases Operating Leases Our operating leases primarily consist of non-cancellable facilities leases for research, manufacturing, and administrative functions. Our non-cancellable facilities operating leases have original lease periods expiring between 2027 and 2034, and include one or more options to renew for seven years to fourteen years. The monthly payments for our operating leases escalate over the remaining lease term. Our lease contracts do not contain termination options, residual value guarantees or restrictive covenants. Finance Lease Our finance lease represents a dedicated fill-and-finish line for the manufacturing of DAXXIFY ® . In March 2017, we entered into the ABPS Services Agreement. The ABPS Services Agreement contains a lease, which commenced in January 2022, related to a dedicated fill-and-finish line for the manufacturing of DAXXIFY ® because it has an identified asset that is physically distinct for which we have the right of control as defined under ASC 842. The right of control is conveyed because the embedded lease provides us with both (i) the right to obtain substantially all of the economic benefit from the fill-and-finish line resulting from the exclusivity of the dedicated manufacturing capacity and (ii) the right to direct the use of the fill-and-finish line through our purchase orders to ABPS. Each party has the right to terminate the ABPS Services Agreement without cause, with an 18 months written notice to the other party. The lease is classified as a finance lease in the consolidated balance sheets. Under the ABPS Services Agreement, until May 2022, we were subject to minimum purchase obligations of up to $30.0 million for each of the years ending December 31, 2022, 2023 and 2024. In May 2022, we amended a statement of work under the ABPS Services Agreement pursuant to which the minimum purchase obligations of $30.0 million per year were eliminated, and instead the minimum purchase obligations would be negotiated prior to the beginning of each year over the term of the agreement. As a result of the amended statement of work, the finance lease was modified. The primary change was that the modification reflects payments in 2023 and 2024 as variable lease payments, contingent on negotiation at the beginning of each period and excludes such payments in the present value calculation in arriving at the remaining finance lease liabilities with a corresponding adjustment to the related right-of-use asset, among other considerations and changes. In January 2023, we amended the above mentioned statement of work under the ABPS Services Agreement. The second amendment established a minimum purchase obligation for the year ending December 31, 2023 of $23.9 million, which represents ABPS’ practical manufacturing capability based on experience. The minimum purchase obligation for the year ending December 31, 2023 was determined to be fixed lease payments and such payments increased the present value calculation in arriving at the remaining finance lease liabilities with a corresponding adjustment to the related finance lease right-of-use asset. In February 2024, we entered into the second amendment to the ABPS Services Agreement, which extended the term of the ABPS Services Agreement through December 31, 2027 and modified our remedies with respect to non-conforming products and delays. The minimum payments for the year ending December 31, 2024 have not been established. The operating and finance lease costs are summarized as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Finance lease: Amortization of finance lease right-of-use asset (1) $ 9,034 $ 5,414 $ — Interest on finance lease liability 1,402 2,687 — Variable lease cost (2) 682 2,182 — Total finance lease costs 11,118 10,283 — Operating leases: Operating lease cost 12,434 8,881 8,026 Variable lease cost (3) 2,225 1,628 1,490 Total operating lease costs 14,659 10,509 9,516 Total lease costs $ 25,777 $ 20,792 $ 9,516 (1) Amortization of the finance lease right-of-use asset started to be capitalized into inventories on the consolidated balance sheets in the second quarter of 2023, as a result of the FDA approval of the PAS of the ABPS manufacturing facility. (2) Variable finance lease cost includes validation, qualification, materials, and other related services which are not included in the lease liabilities and are expensed as incurred. (3) Variable operating lease cost includes management fees, common area maintenance, property taxes, insurance and parking fees, which are not included in the lease liabilities and are expensed as incurred. As of December 31, 2023, we have $2.2 million of accounts payable related to the finance lease under the ABPS Service Agreement. Additionally, we have maturities of our lease liabilities as follows: (in thousands) Finance Lease Operating Leases Total Year Ending December 31, 2024 $ 2,659 $ 10,172 $ 12,831 2025 — 10,854 10,854 2026 — 11,185 11,185 2027 — 4,536 4,536 2028 — 4,021 4,021 2028 and thereafter — 24,565 24,565 Total lease payments 2,659 65,333 67,992 Less imputed interest (8) (18,645) (18,653) Present value of lease payments $ 2,651 $ 46,688 $ 49,339 Our lease contracts do not provide readily determinable implicit rates, as such, we used the estimated incremental borrowing rate based on the information available at the adoption, commencement, or remeasurement date. As of December 31, 2023, weighted-average remaining lease terms and discount rates are as follows: Finance Lease Operating Leases Weighted-average remaining lease term (years) 2.2 8.1 Weighted-average discount rate 10.7 % 10.0 % Supplemental cash flow information related to the leases was as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 12,078 $ 8,320 $ 10,405 Operating cash flows from finance lease $ 1,404 $ 2,687 $ — Financing cash flows from finance lease $ 18,255 $ 11,097 $ — Right-of-use assets obtained in exchange for lease liabilities Operating leases (1) $ 22,694 $ — $ 18,854 Finance lease $ 22,456 $ 11,808 $ — (1) In September 2023, the Expansion Premises and Second Expansion Premises commenced resulting in recognition of $22.7 million right-of-use asset and $16.2 million lease liability. Lease Not Yet Commenced PCI Supply Agreement In April 2021, we entered into the PCI Supply Agreement pursuant to which PCI would serve as a non-exclusive manufacturer and supplier of DAXXIFY ® . The initial term of the PCI Supply Agreement is dependent upon the date of regulatory submission for the manufacturing of DAXXIFY ® and may be terminated by either party in accordance with the terms of the PCI Supply Agreement. The term of the PCI Supply Agreement may also be extended for one additional three-year term upon mutual agreement of the parties. The PCI Supply Agreement contains a lease related to a dedicated fill-and-finish line and closely related assets for the manufacturing of DAXXIFY ® because it has identified assets that are physically distinct for which we will have the right of control as defined under ASC 842. The right of control is conveyed because the embedded lease will provide us with both (i) the right to obtain substantially all of the economic benefit from the fill-and-finish line resulting from the exclusivity implied from the dedicated manufacturing capacity and (ii) the right to direct the use of the fill-and-finish line. The embedded lease had not yet commenced as of December 31, 2023. The accounting commencement and recognition of the right-of-use lease assets and lease liabilities related to the embedded lease will take place when we have substantively obtained the right of control. The embedded lease is preliminarily classified as a finance lease. Pursuant to the PCI Supply Agreement, we are responsible for certain costs associated with the design, equipment procurement and validation, and facilities-related costs, monthly payments and minimum purchase obligations throughout the initial term of the PCI Supply Agreement. As of December 31, 2023, we have made prepayments of $32.4 million to PCI which is recorded within “Finance lease prepaid expense” in the consolidated balance sheets. Based on our best estimate as of December 31, 2023, our remaining minimum commitment under the PCI Supply Agreement will be $18.4 million for 2024, $19.7 million for 2025, $25.3 million for 2026, $29.5 million for 2027, $29.5 million for 2028 and $105.0 million for 2029 and thereafter in the aggregate. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table provides information regarding our debt: December 31, (in thousands) 2023 2022 2027 Notes, non-current $ 287,500 $ 287,500 Less: Unamortized debt issuance costs (4,279) (5,587) Carrying amount of the 2027 Notes 283,221 281,913 Notes Payable, current 2,500 — Notes Payable, non-current 147,500 100,000 Less: Unamortized debt discount (2,700) (1,347) Less: Unamortized debt issuance costs (1,426) (1,192) Carrying amount of Notes Payable 145,874 97,461 Total debt $ 429,095 $ 379,374 Interest expense relating to our debt in the consolidated statements of operations and comprehensive loss are summarized as follows: Year Ended December 31, (in thousands) 2023 2022 Contractual interest expense $ 15,137 $ 11,855 Amortization of debt issuance costs 1,791 1,662 Amortization of debt discount 606 270 Total interest expense $ 17,534 $ 13,787 Convertible Senior Notes In February 2020, we issued the 2027 Notes, in the aggregate principal amount of $287.5 million, pursuant to the Indenture. The 2027 Notes are senior unsecured obligations and bear interest at a rate of 1.75% per year, payable semiannually in arrears on February 15 and August 15 of each year, began on August 15, 2020. The 2027 Notes will mature on February 15, 2027, unless earlier converted, redeemed or repurchased. In connection with issuing the 2027 Notes, we received $278.3 million in net proceeds, after deducting the initial purchasers’ discount, commissions, and other issuance costs. The 2027 Notes may be converted at any time by the holders prior to the close of business on the business day immediately preceding November 15, 2026 only under the following circumstances: (i) during any fiscal quarter commencing after the fiscal quarter ending on June 30, 2020 (and only during such fiscal quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (ii) during the five business day period after any ten consecutive trading day period (the “measurement period”) in which the trading price (as defined in the Indenture) per $1,000 principal amount of the 2027 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; (iii) if we call any or all of the 2027 Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (iv) upon the occurrence of specified corporate events. On or after November 15, 2026 until the close of business on the second scheduled trading day immediately preceding the Maturity Date, holders may convert all or any portion of their 2027 Notes at any time, regardless of the foregoing circumstances. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election. The conversion rate will initially be 30.8804 shares of our common stock per $1,000 principal amount of the 2027 Notes (equivalent to an initial conversion price of approximately $32.38 per share of our common stock). The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the Maturity Date or if we deliver a notice of redemption, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2027 Notes in connection with such a corporate event or notice of redemption, as the case may be. Contractually, we may not redeem the 2027 Notes prior to February 20, 2024. We may redeem for cash all or any portion of the 2027 Notes, at our option, on or after February 20, 2024 if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the principal amount of the 2027 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the 2027 Notes. If we undergo a fundamental change (as defined in the Indenture), holders may require us to repurchase for cash all or any portion of their 2027 Notes at a fundamental change repurchase price equal to 100% of the principal amount of the 2027 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. Capped Call Transactions Concurrently with the 2027 Notes, we entered into capped call transactions with the option counterparties and used $28.9 million of the net proceeds from the 2027 Notes to pay the cost of the capped call transactions. The capped call transactions are expected generally to reduce the potential dilutive effect upon conversion of the 2027 Notes and/or offset any cash payments we are required to make in excess of the principal amount of converted 2027 Notes, as the case may be, with such reduction and/or offset subject to a price cap of $48.88 of our common stock per share, which represents a premium of 100% over the last reported sale price of our common stock on February 10, 2020. The capped calls have an initial strike price of $32.38 per share, subject to certain adjustments, which corresponds to the conversion option strike price in the 2027 Notes. The capped call transactions cover, subject to anti-dilution adjustments, approximately 8.9 million shares of our common stock. The capped call transactions are separate transactions that we entered into with the option counterparties and are not part of the terms of the 2027 Notes. As the capped call transactions meet certain accounting criteria, the premium paid of $28.9 million was recorded as a reduction in additional paid-in capital in the consolidated balance sheets, and will not be remeasured to fair value as long as the accounting criteria continue to be met. As of December 31, 2023 and 2022, we had not purchased any shares under the capped call transactions. Note Purchase Agreement In March 2022, we entered into the Note Purchase Agreement and issued the First Tranche in an aggregate principal amount for all such Notes of $100 million. In August 2023, we entered into the First Amendment to reduce the Second Tranche from $100 million to $50 million, and we subsequently issued $50 million to the purchasers. Additionally, the First Amendment increased the uncommitted Third Tranche from $100 million to $150 million. The uncommitted Third Tranche is available until March 31, 2024, subject to the satisfaction of certain conditions set forth in the Note Purchase Agreement, including the achievement of greater than or equal to $50 million in trailing twelve months revenue for DAXXIFY ® preceding the date of the draw request for the Third Tranche, and approval by Athyrium. Our obligations under the Note Purchase Agreement are secured by substantially all of our assets and the assets of our wholly owned domestic subsidiaries, including their respective intellectual property. The notes issued pursuant to the First Tranche and Second Tranche bear interest at an annual fixed interest rate equal to 8.50%. The First Amendment modified the variable interest rate adjustment for the Third Tranche from Adjusted Three-Month LIBOR to Adjusted Three-Month Term SOFR. If the Third Tranche of Notes Payable becomes committed, the Notes Payable will then bear interest at an annual rate equal to the sum of (a) 7.0% and (b) Adjusted Three-Month Term SOFR for such interest period (subject to a floor of 1.50% and a cap of 2.50%). We are required to make quarterly interest payments on each Notes Payable commencing on the last business day of the calendar month following the funding date thereof, and continuing until the Maturity Date. Pursuant to the First Amendment, the Company is required to repay Athyrium the outstanding principal amount of the Second Tranche notes in installments on the last business day of each March, June, September and December (commencing in September 2024), in each case, based on the following principal amortization payment schedule: 2.5% in September and December 2024; 5.0% in March and June 2025; 7.5% in September and December 2025; and 10.0% in March and June 2026; followed by repayment of the Second Tranche in full on September 18, 2026. The Maturity Date may be extended to March 18, 2028 if, as of September 18, 2026, less than $90 million principal amount of our existing 2027 Notes remain outstanding and with the consent of the Purchasers. Initially, all principal for each tranche is due and payable on the Maturity Date. If any Third Tranche notes are issued, upon the occurrence of an Amortization Trigger (as defined in the Note Purchase Agreement), we are required to repay the principal of the Third Tranche in equal monthly installments beginning on the last day of the month in which the Amortization Trigger occurred and continuing through the Maturity Date. At our option, we may prepay the outstanding principal balance of all or any portion of the principal amount of the Notes Payable, subject to a prepayment fee equal to (i) a make-whole amount if the prepayment occurs on or prior to the first anniversary of the NPA Effective Date and (ii) 2.0% of the amount prepaid if the prepayment occurs after the first anniversary of the NPA Effective Date but on or prior to the second anniversary of the NPA Effective Date. Upon prepayment or repayment of all or any portion of the principal amount of the Notes Payable (whether on the Maturity Date or otherwise), we are also required to pay an exit fee to the Purchasers. The Note Purchase Agreement includes affirmative and negative covenants applicable to us, our current subsidiaries and any subsidiaries we create in the future. The affirmative covenants include, among others, covenants requiring us to maintain our legal existence and governmental approvals, deliver certain financial reports, maintain insurance coverage and satisfy certain requirements regarding deposit accounts. We must also (i) maintain at least $30.0 million of unrestricted cash and cash equivalents in accounts subject to a control agreement in favor of Athyrium at all times (the Minimum Cash Covenant) and (ii) upon the occurrence of certain specified events set forth in the Note Purchase Agreement, achieve at least $70.0 million of Consolidated Teoxane Distribution Net Product Sales on a trailing twelve-months basis. The negative covenants include, among others, restrictions on our transferring collateral, incurring additional indebtedness, engaging in mergers or acquisitions, paying dividends or making other distributions, making investments, creating liens, selling assets and undergoing a change in control, in each case subject to certain exceptions. If we do not comply with the affirmative and negative covenants, such non-compliance may be an event of default under the Note Purchase Agreement. The Note Purchase Agreement also includes events of default, the occurrence and continuation of which could cause interest to be charged at the rate that is otherwise applicable plus 2.0% and would provide Athyrium, as administrative agent, with the right to exercise remedies against us and the collateral, including foreclosure against our property securing the obligations under the Note Purchase Agreement, including our cash. These events of default include, among other things, our failure to pay principal or interest due under the Note Purchase Agreement, a breach of certain covenants under the Note Purchase Agreement, our insolvency, the occurrence of a circumstance which could have a material adverse effect and the occurrence of any default under certain other indebtedness. |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation Equity Compensation Plans We maintain four equity compensation plans: the 2014 EIP, the 2014 IN, the HintMD Plan, and the 2014 ESPP. Under the 2014 EIP, 2014 IN and the HintMD Plan, stock options may be granted with different vesting terms with maximum contractual term of 10 years from the grant dates. Under the 2014 EIP, the 2014 IN and the HintMD Plan, stock options typically vest over four years, either with (i) 25% of the total grant vesting on the first anniversary of the grant date and 1/48th of the remaining grant vesting each month thereafter or (ii) 1/48 th vesting monthly. RSAs and RSUs typically vest annually over 1, 3, or 4 years. 2014 EIP The 2014 EIP was effective on February 5, 2014, and the plan provides for the issuance of stock options, stock appreciation rights, RSAs, RSUs, PSAs, PSUs, and other forms of equity compensation to qualified employees, directors and consultants. The common stock shares reserved for issuance under the 2014 EIP will automatically increase each year on January 1 st from January 1, 2015 to January 1, 2024 by 4% of our total common stock shares outstanding on December 31 st of the preceding calendar year or a lesser number of shares determined by our Board of Directors. On January 1, 2023, the common stock shares reserved for issuance under the 2014 EIP increased by 3,295,432 shares. For the year ended December 31, 2023, 213,948 stock options and 2,778,413 Stock Awards were granted under the 2014 EIP. As of December 31, 2023, 4,457,206 common stock shares were available for issuance under the 2014 EIP. 2014 IN The 2014 IN was effective on August 29, 2014, and the plan provides for the issuance of stock options, stock appreciation rights, RSAs, RSUs, PSAs, and other forms of equity compensation exclusively to individuals that were not previously employees or directors of the Company, as an inducement material to the individual’s entry into employment with us. Stockholder approval of the 2014 IN was not required pursuant to Rule 5635 (c)(4) of the Nasdaq Listing Rules. On July 23, 2020, the 2014 IN was amended and restated to increase the number of common stock shares reserved for issuance by 1,089,400 shares. For the year ended December 31, 2023, no equity awards were granted under the 2014 IN. As of December 31, 2023, 1,080,457 common stock shares were available for issuance under the 2014 IN. HintMD Plan On July 23, 2020, we registered 1,260,946 shares of common stock under the HintMD Plan, which was assumed by the Company in connection with the HintMD Acquisition. For the year ended December 31, 2023, no equity awards were granted under the HintMD Plan. As of December 31, 2023, 85,672 shares of common stock were available for issuance under the HintMD Plan. 2014 ESPP The 2014 ESPP was effective on February 5, 2014, and the plan provides employees with an opportunity to purchase our common stock through accumulated payroll deductions. The common stock shares reserved for issuance under the 2014 ESPP will automatically increase each year on January 1 st from January 1, 2015 to January 1, 2024 by the lesser of (i) 1% of the total shares of common stock outstanding on December 31 st of the preceding calendar year, (ii) 300,000 shares of common stock or (iii) a lesser number of shares of common stock determined by our Board of Directors. On January 1, 2023, the number of shares of common stock reserved for issuance under the 2014 ESPP increased by 300,000 shares. For the year ended December 31, 2023, 321,345 shares of common stock were issued to employees under the 2014 ESPP. As of December 31, 2023, 1,661,724 shares of common stock were available for issuance under the 2014 ESPP. Stock Options The following table summarizes our stock option activities: Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Balance as of December 31, 2022 4,929,097 $ 19.78 Granted 213,948 $ 33.49 Exercised (708,084) $ 16.39 $ 668 Forfeited or expired (601,611) $ 28.87 Balance as of December 31, 2023 3,833,350 $ 19.75 5.5 $ 732 Exercisable as of December 31, 2023 3,231,263 $ 19.08 5.1 $ 717 The intrinsic values of outstanding and exercisable options were determined by multiplying the number of shares by the difference in exercise price of the options and the fair value of the common stock as of December 31, 2023. The total intrinsic value of the options exercised during the years ended December 31, 2022 and 2021 was $2.4 million and $3.6 million, respectively. The weighted-average grant-date fair value of options granted during the years ended December 31, 2023, 2022 and 2021 was $20.40, $8.64 and $15.38, respectively. RSAs and RSUs The following table summarizes our RSA and RSU share activities: Shares Weighted-Average Grant-Date Fair Value Per Share Unvested balance as of December 31, 2022 2,806,321 $ 20.62 Granted 1,877,457 $ 29.14 Vested (1,289,885) $ 21.41 Forfeited (700,231) $ 25.06 Unvested balance as of December 31, 2023 2,693,662 $ 25.02 The weighted-average grant date fair value of RSAs and RSUs granted in the years ended December 31, 2022 and 2021 was $16.60 and $26.41, respectively. The total fair value as of the respective vesting dates of RSAs and RSUs that vested during the years ended December 31, 2023, 2022, and 2021 was $32.5 million, $19.8 million, and $24.4 million, respectively. PSAs and PSUs We have granted PSAs and PSUs which vests based on certain market and performance conditions. The following table summarizes our PSA and PSU share activities: Shares Weighted-Average Grant-Date Fair Value Per Share Unvested balance as of December 31, 2022 2,071,559 $ 12.61 Granted 900,956 $ 34.68 Vested (1,636,973) $ 12.76 Forfeited (24,586) $ 19.26 Unvested balance as of December 31, 2023 1,310,956 $ 27.46 The weighted-average grant date fair value of PSAs granted in the years ended December 31, 2022 and 2021 was $12.79 and $28.01, respectively. No PSAs vested during the years ended December 31, 2022 and 2021. Stock-based Awards Valuation Stock Option and 2014 ESPP Shares The fair value of both stock options and the option component of shares purchased under our 2014 ESPP was estimated using the Black-Scholes option pricing model. The description of the significant assumptions used in the model are as follows: • Fair Value of Common Stock . The fair value of the common stock shares is based on our stock price as quoted by the Nasdaq. • Expected Term . For stock options, the expected term is based on the simplified method, as our stock options have the following characteristics: (i) granted at-the-money; (ii) exercisability is conditioned upon service through the vesting date; (iii) termination of service prior to vesting results in forfeiture; (iv) limited exercise period following termination of service; and (v) options are non-transferable and non-hedgeable, or “plain vanilla” options, and we have limited history of exercise data. For ESPP, the expected term is based on the term of the purchase period under the 2014 ESPP. • Expected Volatility . The expected volatility was calculated based on our historical stock prices. • Risk-Free Interest Rate . The risk-free interest rate is based on U.S. Treasury constant maturity rates with remaining terms similar to the expected term of the stock options. • Expected Dividend Rate . We use an expected dividend rate of zero because we have never paid any dividends and do not plan to pay dividends in the foreseeable future. • Forfeitures. We account for forfeitures as they occur. The fair values of stock options were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions: Year Ended December 31, 2023 2022 2021 Expected term (in years) 5.9 6.0 6.0 Expected volatility 64.1 % 62.7 % 60.7 % Risk-free interest rate 3.6 % 2.1 % 0.7 % Expected dividend rate — % — % — % The fair values of the option component of the shares purchased under the 2014 ESPP were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions for years presented: Year Ended December 31, 2023 2022 2021 Expected term (in years) 0.5 0.5 0.5 Expected volatility 72.8 % 80.5 % 47.4 % Risk-free interest rate 5.1 % 1.3 % 0.1 % Expected dividend rate — % — % — % Market-based PSUs Our market-based PSUs include market-based vesting conditions, which will vest upon the earlier of (i) the date that the closing share price of our common stock meets certain minimum share prices on a volume-weighted basis for a specified period of time or (ii) upon a change in control in which the purchase price of our common stock is at or above the same minimum share prices as determined in the award agreement. We determined the fair values of market-based PSUs using the Monte Carlo simulation model. The description of the significant assumptions used in the model are as follows: • Expected term: For market-based PSUs granted in the year ended December 31, 2022, the expected term of 3.5 years was based on a derived service period using a simulated share price model. • Expected volatility: For market-based PSUs granted in the year ended December 31, 2022, expected volatility of 60.0% was estimated separately using a Monte-Carlo framework. • Risk-free interest rate: For market-based PSUs granted in the year ended December 31, 2022, the risk-free interest rate of 1.8% was based U.S. Treasury constant maturity rates for the terms of respective awards. • Expected dividend rate: We use an expected dividend rate of zero because we have never paid any dividends and do not plan to pay dividends in the foreseeable future. Stock-based Compensation Expense The following table summarizes our stock-based compensation expense by line item in our consolidated statements of operations and comprehensive loss: (in thousands) Year Ended December 31, 2023 2022 2021 Selling, general and administrative $ 38,814 $ 36,595 $ 28,307 Research and development 8,999 15,745 15,127 Cost of product revenue (exclusive of amortization) 1,374 — — Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) 49,187 52,340 43,434 Capitalized stock-based compensation expense 3,144 2,448 876 Total stock-based compensation expense $ 52,331 $ 54,788 $ 44,310 Unrecognized Compensation Cost December 31, 2023 Unrecognized Compensation Cost Weighted Average Expected Recognition Period (in thousands) (in years) RSAs and RSUs $ 47,276 2.4 Stock options 6,519 2.2 PSUs (1) 2,146 0.9 Total unrecognized compensation cost $ 55,941 2.3 (1) As of December 31, 2023, we only presented the unrecognized compensation costs for the PSUs with probable performance conditions in the table. Additionally, as of December 31, 2023, the unrecognized compensation costs for the PSUs with non-probable performance conditions are $23.8 million, which may be recognized from January 2024 through the first quarter of 2026 if their performance conditions become probable, including a catch up expense in the period which probability is determined. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Follow-On Offering In September 2022, we completed a follow-on offering, pursuant to which we issued 9.2 million shares of common stock at an offering price of $25.00 per share, which included the exercise of the underwriters’ over-allotment option to purchase 1.2 million additional shares of common stock, for net proceeds of $215.9 million, after underwriting discounts, commission and other offering expenses. ATM Offering Programs In November 2020, we entered into the 2020 ATM Agreement with Cowen. Under the 2020 ATM Agreement, we could offer and sell, from time to time, through Cowen, shares of our common stock having an aggregate offering price of up to $125.0 million. We were not obligated to sell any shares under the 2020 ATM Agreement. Subject to the terms and conditions of the 2020 ATM Agreement, Cowen was required to use commercially reasonable efforts, consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of The Nasdaq Global Market, to sell shares from time to time based upon our instructions, including any price, time or size limits specified by us. We paid Cowen a commission of up to 3.0% of the aggregate gross proceeds from each sale of shares, reimbursed legal fees and disbursements and provided Cowen with customary indemnification and contribution rights. From January 1, 2022 through May 10, 2022, we sold 1.7 million shares of common stock under the 2020 ATM Agreement at a weighted average price of $18.71 per share resulting in net proceeds of $31.6 million after sales agent commissions and offering costs. The 2020 ATM Agreement was terminated on May 10, 2022. On May 10, 2022, we entered into the 2022 ATM Agreement with Cowen. Under the 2022 ATM Agreement, we may sell up to $150.0 million of our common stock. We are not obligated to sell any shares under the 2022 ATM Agreement. Subject to the terms and conditions of the 2022 ATM Agreement, Cowen will use commercially reasonable efforts, consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of The Nasdaq Global Market, to sell shares from time to time based upon our instructions, including any price, time or size limits specified by us. We pay Cowen a commission of up to 3.0% of the aggregate gross proceeds from each sale of shares, reimburse legal fees and disbursements and provide Cowen with customary indemnification and contribution rights. In the second quarter of 2023, we sold 3.2 million shares of common stock under the 2022 ATM Agreement at a weighted average price of $31.90 per share, resulting in net proceeds of $100.0 million after sales agent commissions and offering costs. No shares of common stock were sold during the year ended December 31, 2023 from the 2022 ATM Agreement, outside of the second quarter of 2023. Net Loss per Share Our basic net loss per share is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period. The diluted net loss per share is calculated by giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, shares of common stock underlying the 2027 Notes at the initial conversion price, outstanding stock options, and unvested Stock Awards, are considered common stock equivalents, which were excluded from the computation of diluted net loss per share because including them would have been antidilutive. Common stock equivalents that were excluded from the computation of diluted net loss per share are presented as below: December 31, 2023 2022 2021 Convertible senior notes 8,878,938 8,878,938 8,878,938 Outstanding common stock options 3,833,350 4,929,097 4,808,286 Unvested RSUs and PSUs 3,167,860 2,793,947 — Unvested RSAs and PSAs 836,758 2,083,933 3,410,636 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurements The following table summarizes, for assets and liabilities measured at fair value, the respective fair value and the classification by level of input within the fair value hierarchy: December 31, 2023 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 133,198 $ 133,198 $ — $ — Money market funds 39,280 39,280 — — U.S. government agency obligations 3,960 3,960 — — Commercial paper 49,418 — 49,418 — Total assets measured at fair value $ 225,856 $ 176,438 $ 49,418 $ — December 31, 2022 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 109,756 $ 109,756 $ — $ — Money market funds 85,206 85,206 — — U.S. government agency obligations 4,480 4,480 — — Commercial paper 80,946 — 80,946 — Corporate bonds 41,040 — 41,040 — Total assets measured at fair value $ 321,428 $ 199,442 $ 121,986 $ — For Level 1 investments, we use quoted prices in active markets for identical assets to determine the fair value. For Level 2 investments, we use quoted prices for similar assets sourced from certain third-party pricing services. The third-party pricing services generally utilize industry standard valuation models for which all significant inputs are observable, either directly or indirectly, to estimate the price or fair value of the securities. The primary input generally includes reported trades of or quotes on the same or similar securities. We do not make additional judgments or assumptions made to the pricing data sourced from the third-party pricing services. The fair value of the 2027 Notes and the Notes Payable ( Note 10 ) was determined on the basis of market prices observable for similar instruments and is considered Level 2 in the fair value hierarchy. We present the fair value of the 2027 Notes and Notes Payable for disclosure purposes only. As of December 31, 2023 and 2022 the fair value of the 2027 Notes was $219.2 million and $288.2 million, respectively. As of December 31, 2023, the fair value of the Notes payable was approximately the same as its unamortized carrying value. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes From inception through December 31, 2023, we have only generated domestic pretax losses. For the years ended December 31, 2023, 2022 and 2021, there were no deferred tax benefits. The income tax provision is as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Current: Federal $ — $ — $ — State — — — Foreign (1) 300 700 — Total income tax provision 300 700 — (1) The foreign tax provision amounts represent withholding taxes on cash payments received in connection with the Fosun License Agreement. Statutory Federal Income Tax Benefit Reconciliations of the statutory federal income tax benefit to our effective taxes are as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Tax benefit at statutory federal rate $ (68,037) $ (74,849) $ (59,075) Stock-based compensation (1) (9,467) 1,678 1,489 Research and development credits (2,862) (1,863) (1,534) ERC (1,555) — — Other changes in valuation allowance 57,902 57,582 57,086 Goodwill impairment 16,207 14,656 — Section 162(m) 9,225 4,155 2,352 Nondeductible/nontaxable items (1) 800 591 233 Foreign rate differential and withholding taxes 300 553 — Other (1) (2,213) (1,803) (551) Income tax provision $ 300 $ 700 $ — (1) Certain prior period amounts have been reclassified to conform with current period presentation. Deferred Tax Assets, net Components of our deferred tax assets, net were as follows: December 31, (in thousands) 2023 2022 Deferred tax assets NOL carryforward $ 377,138 $ 333,638 Tax credits 38,600 29,195 Capitalized research and development expenditures 29,849 18,690 Deferred revenue 19,220 19,051 Intangible assets 14,553 6,510 Lease liabilities 12,543 9,979 Stock-based compensation 10,126 12,655 Accruals and reserves 4,607 4,750 Interest limitation 3,918 3,486 Property and equipment, net 3,629 1,171 Other 24 26 Total deferred tax assets 514,207 439,151 Less: valuation allowance (495,654) (427,507) Deferred tax assets, net of valuation allowance 18,553 11,644 Deferred tax liabilities Lease right-of-use assets (18,553) (11,644) Total deferred tax liabilities (18,553) (11,644) Net deferred tax assets $ — $ — Valuation Allowance We have evaluated the positive and negative evidence bearing upon our ability to realize the deferred tax assets. We have considered our history of cumulative net loss incurred since our inception and have concluded that it is more likely than not that we will not realize the benefits of the deferred tax assets. Accordingly, a full valuation allowance has been established against the deferred tax assets due to the uncertainty of realizing future tax benefits from our NOL carryforwards and other deferred tax assets as of December 31, 2023 and 2022. We reevaluate the positive and negative evidence at each reporting period. The valuation allowance increased by $68.1 million and $71.9 million during the years ended December 31, 2023 and 2022, respectively. The valuation allowance increased primarily due to net loss incurred during the taxable years. NOL and Tax Credit Carryforwards As of December 31, 2023, we had NOL carryforwards available to reduce future taxable income, if any, for federal, California, and other states income tax purposes of $1.5 billion, $521.7 million, and $379.5 million, respectively. Of the total federal NOL carryforward of $1.5 billion, approximately $1.0 billion was generated after tax year 2017 and has an indefinite carryover period; the utilization of these NOLs will be limited to 80% of the taxable income in the years in which these NOLs are utilized. The California NOL carryforwards will begin to expire in 2028. If not utilized, the remaining federal and the other states NOL carryforwards will begin expiring in 2024 and 2030, respectively. As of December 31, 2023, we had research and development credit carryforwards of $17.3 million and $13.4 million available to reduce future taxable income, if any, for federal and California income tax purposes, respectively. The federal research and development credit carryforwards will begin expiring in 2024 if they are not utilized, and the California research and development credit carryforwards have no expiration date. As of December 31, 2023, we had orphan drug credit carryforwards of $10.0 million available to reduce future taxable income, if any, for federal income tax purposes. The federal orphan drug credit carryforwards will begin expiring in 2038 if they are not utilized. In general, if we experience a greater than 50% aggregate change in ownership over a 3-year period (a Section 382 ownership change), utilization of our pre-change NOL carryforwards are subject to an annual limitation under IRC Section 382 (California and the other states have similar laws). The annual limitation generally is determined by multiplying the value of our common stock at the time of such ownership change (subject to certain adjustments) by the applicable long-term tax-exempt rate. Such limitations may result in expiration of a portion of the NOL carryforwards before utilization. As a result of performing a 382 limitation analysis for us through December 31, 2023, we determined that ownership changes occurred in prior years and the carryforwards currently reflected in the deferred table show federal and California NOL reductions of $4.0 million and $2.5 million and the remaining carryforwards currently reflected can be utilized prior to the expiration. Our ability to use our remaining NOL carryforwards may be further limited if we experience a Section 382 ownership change as a result of future changes in our common stock ownership. Unrecognized Tax Benefits We follow the provisions of the FASB’s guidance for accounting for uncertain tax positions. The guidance indicates a comprehensive model for the recognition, measurement, presentation and disclosure in financial statements of any uncertain tax positions that have been taken or expected to be taken on a tax return. No liability related to uncertain tax positions is recorded in the consolidated financial statements due to the fact the liabilities have been netted against deferred attribute carryovers. It is our policy to include penalties and interest related to income tax matters in income tax expense. We do not expect that our uncertain tax positions will materially change in the next twelve months. For the year ended December 31, 2023, the amount of unrecognized tax benefits increased due to additional research and development credits generated. The additional uncertain tax benefits would not impact our effective tax rate to the extent that we continue to maintain a full valuation allowance against our deferred tax assets. The unrecognized tax benefit was as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Balance at the beginning of the period $ 9,709 $ 7,754 $ 7,166 Additions for prior years positions 1,598 916 — Additions for current year positions 1,590 1,039 588 Balance at the end of the period $ 12,897 $ 9,709 $ 7,754 We file income tax returns in the United States, Canada, California, and other states. We are not currently under examination by income tax authorities in any federal, state or other jurisdictions. All United States tax returns will remain open for examination by the federal and state authorities for three and four years, respectively, from the date of utilization of any NOL or tax credits. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Teoxane Agreement In January 2020, we entered into the Teoxane Agreement, as amended, pursuant to which Teoxane granted us the exclusive right to import, market, promote, sell and distribute Teoxane’s line of Resilient Hyaluronic Acid ® dermal fillers, which include: (i) RHA ® Collection of dermal filler s , and (ii) the RHA ® Pipeline Products in the U.S. and U.S. territories and possessions, in exchange for 2,500,000 shares of our common stock and certain other commitments by us. The Teoxane Agreement is effective for a term of ten years from product launch in September 2020 and may be extended for a two-year period upon the mutual agreement of the parties. We are required to meet certain minimum purchase obligations during each year of the term. Our minimum purchase obligation for the year ended December 31, 2024 is $52 million. Our minimum purchase obligations after December 31, 2024 will be determined based on projected market growth rate. We are also required to meet certain minimum expenditure requirements in connection with commercialization and promotion of RHA ® Collection of dermal fillers and RHA ® Pipeline Products, which is $36 million for the year ending December 31, 2024. Minimum expenditures related to the commercialization and promotion of the RHA ® Collection of dermal fillers and RHA ® Pipeline Products after December 31, 2024 will be determined at a later date. Either party may terminate the Teoxane Agreement in the event of the insolvency of, or a material breach by, the other party, including certain specified breaches that include the right for Teoxane to terminate the Teoxane Agreement for our failure to meet the minimum purchase requirements or commercialization expenditure during specified periods, or for our breach of the exclusivity obligations under the Teoxane Agreement. Other Contingencies As of December 31, 2023, we are obligated to pay BTRX up to a remaining $15.5 million upon the satisfaction of certain milestones relating to our product revenue, intellectual property, and clinical and regulatory events. Indemnification We have standard indemnification agreements in the ordinary course of business. Under these indemnification agreements, we indemnify, hold harmless, and agree to reimburse the indemnified parties for losses suffered or incurred by the indemnified party, in connection with any trade secret, copyright, patent or other intellectual property infringement claim by any third party with respect to our technology. The term of these indemnification agreements is generally perpetual after the execution of the agreements. The maximum potential amount of future payments we are obligated to pay under other indemnification agreements is not determinable because it involves claims for indemnification that may be made against us in the future but have not been made. We have not yet incurred material costs to defend lawsuits or settle claims related to indemnification agreements. We have indemnification agreements with our directors and officers that may require us to indemnify them against liabilities that may arise by reason of their status or service as directors or officers, other than liabilities arising from willful misconduct of the individual. For the years ended December 31, 2023 and 2022, no material amounts associated with the indemnification agreements have been recorded. Litigation In October 2021, Allergan filed a complaint against us and ABPS, one of our manufacturing sources of DAXXIFY ® , in the U.S. District Court for the District of Delaware, alleging infringement of the following patents assigned and/or licensed to Allergan, U.S. Patent Nos. 11,033,625; 7,354,740; 8,409,828; 11,124,786; and 7,332,567. Allergan claims that our formulation for DAXXIFY ® and our and ABPS’s manufacturing process used to produce DAXXIFY ® infringes its patents. Allergan also asserted a patent with claims related to a substrate for use in a botulinum toxin detection assay. On November 3, 2021, we filed a motion to dismiss. On November 24, 2021, Allergan filed an amended complaint against us and ABPS, alleging infringement of an additional patent assigned and/or licensed to Allergan, U.S. Patent No. 11,147,878. On December 17, 2021, we filed a second motion to dismiss, and on January 14, 2022, Allergan filed an opposition to that motion. We filed a reply to Allergan’s opposition on January 21, 2022, and on August 19, 2022, the court denied our motion to dismiss. On September 2, 2022, we filed an answer and counterclaims to Allergan's amended complaint. On December 30, 2022, Allergan filed a second amended complaint against us and ABPS, alleging infringement of three additional patents assigned and/or licensed to Allergan, U.S. Patent Nos. 11,203,748; 11,326,155; and 11,285,216. On January 20, 2023, we filed an answer and counterclaims to Allergan's second amended complaint. On March 3, 2023, we filed invalidity contentions, which challenge Allergan’s asserted patents. A Markman hearing was held on June 28, 2023, and a decision was issued on August 29, 2023. On September 15, 2023, U.S. Patent No. 7,332,567 was dismissed from the case with prejudice. On December 10, 2021, a putative securities class action complaint was filed against the Company and certain of its officers on behalf of a class of stockholders who acquired the Company’s securities from November 25, 2019 to October 11, 2021 in the U.S. District Court for the Northern District of California. The complaint alleges that the Company and certain of its officers violated Sections 10(b) and 20(a) of Exchange Act by making false and misleading statements regarding the manufacturing of DAXXIFY ® and the timing and likelihood of regulatory approval and seeks unspecified monetary damages on behalf of the putative class and an award of costs and expenses, including reasonable attorneys’ fees. The court appointed the lead plaintiff and lead counsel on September 7, 2022. The lead plaintiff filed an amended complaint on November 7, 2022. On January 23, 2023, we filed a motion to dismiss. On March 8, 2023, the lead plaintiff filed an opposition to our motion to dismiss. On April 7, 2023, we filed a reply in support of our motion to dismiss. A hearing on our motion to dismiss took place on August 10, 2023, and we are awaiting a decision from the court. We cannot be certain of whether that motion to dismiss will be granted. We dispute the claims in these lawsuits and intend to defend the matters vigorously. These lawsuits are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors. The outcome of the lawsuits is necessarily uncertain. We could be forced to expend significant resources in the defense of either lawsuit, and we may not prevail. In addition, we may incur substantial legal fees and costs in connection with each lawsuit. We record a provision for a liability when we believe that it is both probable that a liability has incurred, and the amount can be reasonably estimated. As of both December 31, 2023 and December 31, 2022, no such provision for liabilities related to the above litigation matters were recorded on the consolidated balance sheets. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Reportable Segments We report segment information based on the management approach. The management approach designates the internal reporting used by the CODM for making decisions and assessing performance as the source of our reportable segments. We have two reportable segments: the Product Segment and the Service Segment. Each reportable segment represents a component, or an operating segment, for which separate financial information is available that is utilized on a regular basis by our CODM in determining resource allocations and performance evaluation. We also considered whether the identified operating segments should be further aggregated based on factors including economic characteristics, the nature of products and services, production processes, customer base, distribution methods, and regulatory environment; however, no such aggregation was made due to dissimilarity of the operating segments. Product Segment Our Product Segment refers to the business that includes the research, development and commercialization of our approved products and product candidates, including DAXXIFY ® , the onabotulinumtoxinA biosimilar and the RHA ® Collection of dermal fillers. Service Segment Our Service Segment refers to the business that includes the development and commercialization of the Fintech Platform. In September 2023, we commenced a restructuring plan to exit the Fintech Platform business ( Note 4 ), and we continued to provide payment processing services to our existing customers for the period from September 2023 to December 31, 2023. On January 31, 2024, substantially all payment processing activities related to OPUL ® ended in connection with the Company’s plan to exit the Fintech Platform business. In the first quarter of 2024, the Service Segment will be presented as a discontinued operation with certain prior period amounts retrospectively revised to reflect this change, and we will operate under a single reportable segment. Corporate and Other Expenses Corporate and other expenses include operating expenses related to general and administrative expenses, depreciation and amortization, stock-based compensation, in-process research and development and intersegment elimination that are not used in evaluating the results of, or in allocating resources to, our segments. Intersegment revenue represents the revenue generated between the two segments. Intersegment revenue for years ended December 31, 2023, 2022, and 2021 was $2.7 million, $1.5 million and $1.2 million, respectively. Reconciliation of Segment Revenue to Consolidated Revenue Year Ended December 31, (in thousands) 2023 2022 2021 Revenue: Product Segment $ 221,791 $ 125,575 $ 76,475 Service Segment 12,249 6,990 1,323 Total revenue $ 234,040 $ 132,565 $ 77,798 Reconciliation of Segment Loss from Operations to Consolidated Loss from Operations Year Ended December 31, (in thousands) 2023 2022 2021 Loss from operations: Product Segment $ (57,208) $ (103,989) $ (135,950) Service Segment (1) (115,245) (92,186) (16,764) Corporate and other expenses (144,324) (145,783) (121,962) Total loss from operations $ (316,777) $ (341,958) $ (274,676) (1) For the years ended December 31, 2023 and 2022, loss from operations for the Service Segment included an impairment loss of $93.2 million and $69.8 million, respectively. Refer to Note 6 for details. We do not evaluate performance or allocate resources based on segment asset data, and therefore such information is not presented. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event Equity Grants under the 2014 EIP In the first quarter of 2024, we granted 1.2 million RSUs and 1.7 million PSUs, under the 2014 EIP to existing employees. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) Attributable to Parent | $ (323,986) | $ (356,422) | $ (281,310) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation Our consolidated financial statements include our accounts and those of our wholly-owned subsidiaries, and have been prepared in conformity with GAAP. All intercompany transactions have been eliminated. |
Reclassification | Reclassification |
Use of Estimates and Risks and Uncertainties | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of our assets and liabilities, which are not readily apparent from other sources. We base our estimates and judgments on historical information and on various other assumptions that we believe are reasonable under the circumstances. GAAP requires us to make estimates and judgments in several areas, including, but not limited to, the incremental borrowing rate used to measure lease liabilities, the recoverability of goodwill and long-lived assets, useful lives associated with property and equipment and intangible assets, the period of benefit associated with deferred costs, revenue recognition (including the timing of satisfaction of performance obligations, estimating variable consideration, estimating stand-alone selling prices of promised goods and services, and allocation of transaction price to performance obligations), deferred revenue classification, valuation and assumptions underlying stock-based compensation and income taxes. As of the date of issuance of these consolidated financial statements, we are not aware of any specific event or circumstance that would require us to update our estimates, judgments or revise the carrying value of our assets or liabilities. These estimates may change as new events occur and additional information is obtained, and are recognized in the consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to our consolidated financial statements. Risks and Uncertainties Impact of the Macroeconomic Environment on our Business The U.S. and global financial markets have experienced significant volatility in recent years, which has led to disruptions to commerce and pricing stability, impacts to foreign exchange rates, labor shortages, global inflation, higher interest rates and supply chain disruptions. Due to current inflationary pressures, we have experienced higher costs throughout our business, which we expect may continue during 2024. The ultimate impact of the current and anticipated global economic conditions is highly uncertain and we do not yet know the full extent of potential delays or impacts on our regulatory process, our manufacturing operations, supply chain, end user demand for our Products, commercialization efforts, business operations, clinical trials and other aspects of our business and the aesthetics industry, the healthcare systems or the global economy as a whole. |
Concentration of Business Risk/Credit Risk | Concentration of Business Risk We rely on a limited number of third-party suppliers for the manufacturing of DAXXIFY ® . In particular, we outsource the manufacture of bulk peptide through an agreement with a single supplier, and we currently primarily manufacture DAXXIFY ® commercial drug product supply through ABPS. To decrease the risk of an interruption to our drug supply, we maintain an inventory of peptide. In addition, we plan to utilize the PCI facility, if approved, for the clinical and commercial production of DAXXIFY ® drug product. However, if and until the PCI facility is approved, we are dependent on the ABPS facility. If ABPS or the bulk peptide supplier is unable to fulfill its manufacturing obligations for any reason, such an event could make it difficult or, in certain cases, impossible for us to continue to manufacture our drug product and/or drug substance for a substantial period of time. Our product revenue relies on one third-party distributor for our products. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of short-term investments. Under our investment policy, we limit our credit exposure by investing in highly liquid funds and debt obligations of the U.S. government and its agencies with high credit quality. Our cash, cash equivalents, and short-term investments are held in the U.S. Such deposits may, at times, exceed federally insured limits. We have not experienced any significant losses on our deposits of cash, cash equivalents, and short-term investments. |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Restricted Cash | Restricted Cash As of December 31, 2023, our restricted cash balance was $7.4 million, which consisted of $6.6 million of deposits related to letters of credit and $0.8 million related to securing our facility leases that will remain until the end of the leases. As of December 31, 2022, our restricted cash balance was $6.1 million, which consisted of $5.4 million of deposits related to letters of credit and $0.7 million related to securing our facility leases that will remain until the end of the leases. These balances were included in restricted cash on the accompanying consolidated balance sheets and within the cash, cash equivalents, and restricted cash balance on the consolidated statement of cash flows. |
Accounts receivable, net | Accounts receivable, net Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Such accounts receivable have been reduced by an allowance for doubtful accounts, which is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on customer specific experience and the aging of such receivables, among other factors. The allowance for doubtful accounts as of December 31, 2023 and 2022 was $1.0 million and $0.1 million, respectively. We do not have any off-balance-sheet credit exposure related to our customers. Accounts receivable are also recorded net of estimated product returns which are not material. |
Investments | Investments Investments generally consist of securities with original maturities greater than three months and remaining maturities of less than one year. We do not have long-term investments with remaining maturities greater than one year. We determine the appropriate classification of our investments at the time of purchase and reevaluate such determination at each balance sheet date. All of our investments are classified as available-for-sale and carried at fair value, with the change in unrealized gains and losses reported as a separate component of other comprehensive income (loss) on the consolidated statements of operations and comprehensive loss and accumulated as a separate component of stockholders’ equity (deficit) on the consolidated balance sheets. Interest income includes interest, amortization of purchase premiums and discounts, realized gains and losses on sales of securities and other-than-temporary declines in the fair value of investments, if any. The cost of securities sold is based on the specific-identification method. We monitor our investment portfolio for potential impairment on a quarterly basis. If the carrying amount of an investment in debt securities exceeds its fair value and the decline in value is determined to be other-than-temporary, the carrying amount of the security is reduced to fair value and a loss is recognized in operating results for the amount of such decline. In order to determine whether a decline in value is other-than-temporary, we evaluate, among other factors, the cause of the decline in value, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, and our intent and ability to hold the security to maturity or forecast recovery. |
Inventories | Inventories Inventories consist of raw materials, work in process, and finished goods held for sale to customers. Cost is determined using the first-in-first-out method. Inventory costs include raw materials, labor, quality control, and overhead associated with the cost of production and right-of-use amortization associated with the embedded finance lease. Inventory valuation reserves are established based on a number of factors including, but not limited to, inventory not conforming to product specifications, excess and obsolescence, or application of the lower of cost or net realizable value concepts. The determination of events requiring the establishment of inventory valuation reserves, together with the calculation of the amount of such reserves, may require judgment. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We use fair value measurements to record fair value adjustments to certain financial and non-financial assets and liabilities to determine fair value disclosures. The accounting standards define fair value, establish a framework for measuring fair value, and require disclosures about fair value measurements. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the principal or most advantageous market in which we would transact are considered along with assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable, that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities; • Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 — Valuations based on unobservable inputs to the valuation methodology and including data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. |
Property and Equipment, net | Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. Computer equipment and vehicles are generally depreciated over three years. Lab equipment, furniture and fixtures are generally depreciated over five years. Manufacturing machinery and equipment are generally depreciated over seven fifteen When property and equipment are retired or otherwise disposed of, the costs and accumulated depreciation are removed from the consolidated balance sheets and any resulting gain or loss is reflected in the consolidated statements of operations and comprehensive loss in the period realized. |
Leases | Leases We account for a contract as a lease when it has an identified asset that is physically distinct and we have the right to control the asset for a period of time while obtaining substantially all of the asset’s economic benefits. We determine if an arrangement is a lease or contains a lease at inception. For arrangements that meet the definition of a lease, we determine the initial classification and measurement of our right-of-use asset and lease liability at the lease commencement date and thereafter if modified. We do not recognize right-of-use assets or lease liabilities for those leases that qualify as a short-term lease. The lease term includes any renewal options that we are reasonably assured to exercise. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use our estimated secured incremental borrowing rate for that lease term. For our real estate operating leases, rent expense is recognized on a straight-line basis over the reasonably assured lease term based on the total lease payments and is included in operating expenses in the consolidated statements of operations and comprehensive loss. In addition to rent, the real estate operating leases may require us to pay additional amounts for variable lease costs which includes taxes, insurance, maintenance, and other expenses, and the variable lease costs are generally referred to as non-lease components. Variable lease cost related to our operating leases are expensed as incurred. For real estate operating leases, we have elected to apply the practical expedient and account for the lease and non-lease components as a single lease component. For our finance lease for a manufacturing fill-and-finish line, interest expense is recognized using the effective interest method. For finance leases, the interest expense on the lease liability and the amortization of the right-of-use asset is presented in a manner consistent with how we present other interest expense and depreciation and amortization of similar assets. For our manufacturing fill-and-finish line asset group, we have elected to apply the practical expedient and account for the lease and non-lease components as a single lease component. Variable lease costs related to our finance lease are expensed as incurred. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of long-lived assets may not be recoverable. Events and changes in circumstances considered important that could result in an impairment review of long-lived assets include (i) a significant decrease in the market price of a long-lived asset; (ii) a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; (iii) a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset, including an adverse action or assessment by a regulator; (iv) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; (v) a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset; and (vi) a current expectation that, more likely than not (more than 50%), a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The impairment evaluation of long-lived assets includes an analysis of estimated future undiscounted net cash flows expected from the use and eventual disposition of the long-lived assets over their remaining estimated useful lives. If the estimate of future undiscounted net cash flows is insufficient to recover the carrying value of the long-lived assets over the remaining estimated useful lives, we record an impairment loss in the amount by which the carrying value of the long-lived assets exceeds the fair value. Fair value is generally measured based on discounted cash flow analysis. |
Goodwill and Impairment | Goodwill and Impairment |
Intangible Assets, net | Intangible Assets, net Intangible assets consist of distribution rights acquired from the filler distribution agreement with Teoxane, intangible assets acquired from the HintMD Acquisition, internally developed technology, and other purchased software. Finite-lived intangible assets are carried at cost, less accumulated amortization on the consolidated balance sheets, and are amortized on a ratable basis over their estimated useful life. Internal-use software, whether purchased or developed, is capitalized at cost and amortized using the straight-line method over its estimated useful life, which is generally three years. Costs associated with internally developed software are expensed until the point at which the project has reached the development stage. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they provide additional functionality. Software maintenance and training costs are expensed in the period in which they are incurred. The capitalization of internal-use software requires judgment in determining when a project has reached the development stage and the period over which we expect to benefit from the use of that software. |
Revenue | Revenue Revenue is measured according to Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606). To determine revenue recognition for arrangements that we determine are within the scope of ASC 606, Revenue from Contracts with Customers, we perform the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) we satisfy a performance obligation. We only apply the five-step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange for the goods or services we transfer to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, we assess the goods or services promised within the contract and determine those that are performance obligations and assess whether the promised good or service, or a bundle of goods and services is distinct. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. In revenue arrangements involving third parties, we recognize revenue as the principal when we maintain control of the product or service until it is transferred to our customer; under other circumstances, we recognize revenue as an agent in the sales transaction. Determining whether we have control requires judgment over certain considerations, which generally include whether we are primarily responsible for the fulfillment of the underlying products or services, whether we have inventory risk before fulfillment is completed, and if we have discretion to establish prices over the products or services. We evaluate whether we are the principal or the agent in our revenue arrangements involving third parties should there be changes impacting control in transferring related goods or services to our customers. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. We currently generate product revenue from the sale of our Products, service revenue from payment processing and subscriptions to the platform, and collaboration revenue from an onabotulinumtoxinA biosimilar program with Viatris and Fosun. Product Revenue Our product revenue is recognized from the sale of our Products to our customers. We sell our Products to our customers through our third-party distributor and maintain control throughout the sales transactions as the principal. We recognize revenue from product sales when control of the product transfers, generally upon delivery, to the customers in an amount that reflects the consideration we received or expect to receive in exchange for those goods as specified in the customer contract. We accept product returns under limited circumstances which generally include damages in transit or ineffective product. Third-party distributor fees associated with product logistics are accounted for as fulfillment costs and are included in cost of product revenue in the accompanying statements of operations and comprehensive loss. Service Revenue Our service revenue is related to payment processing services. Payment processing services are charged on a rate per transaction basis (usage-based fees), with no minimum usage commitments. For revenue related to the HintMD Platform, which was discontinued during the second quarter of 2023, we were the accounting agent for arrangement and we recognized revenue generated from these transactions on a net basis. Conversely, we are the payment facilitator for the arrangements under the OPUL ® platform and are considered the accounting principal, and the associated service revenue generated from the same transactions are recognized on a gross basis. In September 2023, we commenced a plan to exit the Fintech Platform business, discussed below in Note 4 . Costs to Obtain Contracts with Customers Certain costs to obtain a contract with a customer should be capitalized, to the extent recoverable from the associated contract margin, and subsequently amortized as the products or services are delivered to the customer inclusive of expected renewals. We expect such costs to generally include sales commissions and related fringe benefits. For similar contracts with which the expected delivery period is one year or less, we apply the practical expedient to expense such costs as incurred in the consolidated statements of operations and comprehensive loss. Otherwise, such costs are capitalized on the consolidated balance sheets, and are amortized over the expected period of benefit to the customer. The determined period of benefit for payment processing and subscription services is subject to re-evaluation periodically. Collaboration Revenue We generate revenue from collaboration agreements, which are generally within the scope of ASC 606, where we license rights to certain intellectual property or certain product candidates and perform research and development services for third parties. The terms of these arrangements may include payment of one or more of the following: non-refundable upfront fees, milestone payments, and royalties on future net sales of licensed products. Performance obligations are promises to transfer distinct goods or services to a customer. Promised goods or services are considered distinct when (i) the customer can benefit from the good or service on its own or together with other readily available resources and (ii) the promised good or service is separately identifiable from other promises in the contract. We utilize judgment to assess whether the collaboration agreements include multiple distinct performance obligations or a single combined performance obligation. In assessing whether a promised good or service is distinct in the evaluation of a collaboration arrangement subject to ASC 606, we consider various promised goods or services within the arrangement including but not limited to intellectual property license granting, research, manufacturing and commercialization, along with the intended benefit of the contract in assessing whether one promise is separately identifiable from other promises in the contract. We also consider the capabilities of the collaboration partner regarding these promised goods or services and the availability of the associated expertise in the general marketplace. If a promised good or service is not distinct, we are required to combine that good or service with other promised goods or services until we identify a bundle of goods or services that is distinct. To estimate the transaction price, which could include fixed considerations or variable considerations, ASC 606 provides two alternatives to use when estimating the amount of variable considerations: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. The method selected can vary between contracts and is not a policy election; however, once determined, the method should be consistently applied throughout the life of the contract. For collaboration arrangements that include variable considerations such as development, regulatory or commercial milestone payments, the associated milestone value is included in the transaction price if it is probable that a significant revenue reversal would not occur. Milestone payments that are not within the control of us or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, we recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). For arrangements with multiple performance obligations, the transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. We assess the nature of the respective performance obligation to determine whether it is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue. We evaluate the measure of proportional performance each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. At the end of each subsequent reporting period, we re-evaluate the probability of achievement of each such milestone and any related constraint, and if necessary, adjust our estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. |
Research and Development Expense | Research and Development Expense |
Advertising Expense | Advertising Expense |
Income Taxes | Income Taxes We account for current and deferred income taxes by assessing and reporting tax assets and liabilities in our consolidated balance sheet and our statement of operations and comprehensive loss. We estimate current income tax exposure and temporary differences which result from differences in accounting under GAAP and tax purposes for certain items, such as accruals and allowances not currently deductible for tax purposes. These temporary differences result in deferred tax assets or liabilities. In general, deferred tax assets represent future tax benefits to be received when certain expenses previously recognized in the consolidated statements of operations and comprehensive loss become deductible expenses under applicable income tax laws or when net operating loss or credit carryforwards are utilized. Accordingly, realization of deferred tax assets is dependent on future taxable income against which these deductions, losses and credits can be utilized. Likewise, deferred tax liabilities represent future tax liabilities to be settled when certain amounts of income previously reported in the consolidated statements of operations and comprehensive loss become realizable income under applicable income tax laws. We measure deferred tax assets and liabilities using tax rates applicable to taxable income in effect for the years in which those tax assets are expected to be realized or settled and provide a valuation allowance against deferred tax assets when we cannot conclude that it is more likely than not that some or all deferred tax assets will be realized. Based on the available evidence, we are unable, at this time, to support the determination that it is more likely than not that its net deferred tax assets will be utilized in the future. Accordingly, we recorded a full valuation allowance against the net deferred tax assets as of December 31, 2023 and 2022. We intend to maintain such a valuation allowance until sufficient evidence exists to support its reversal. When foreign income is received in which a foreign withholding tax is required, we treat the withheld amount as a current income tax expense in the period in which the funds are received. We recognize tax benefits from uncertain tax positions only if it expects that its tax positions are more likely than not that they will be sustained, based on the technical merits of the positions, on examination by the jurisdictional tax authority. We recognize any accrued interest and penalties to unrecognized tax benefits as interest expense and income tax expense, respectively. |
Stock-based Compensation | Stock-based Compensation Under our equity compensation plans, we have issued stock options, RSAs, RSUs, performance-based PSAs, performance-based PSUs, market-based PSAs, market-based PSUs, and issue shares of common stock to our employees under the 2014 ESPP. We measure our stock-based awards using the estimated grant-date fair values. For stock options issued and shares purchased under the 2014 ESPP, fair values are determined using the Black-Scholes option pricing model. For RSAs, RSUs, performance-based PSAs, and performance-based PSUs, the grant-date fair values are the closing prices of our common stocks on the grant dates. For market-based PSAs and market-based PSUs, fair values are determined using the Monte-Carlo simulation model. For stock options, RSAs, RSUs, market-based PSAs and market-based PSUs, the fair value is recognized as compensation expense over the requisite service period (generally the vesting period). For performance-based PSAs, and performance-based PSUs, the fair value is recognized as compensation expense when the performance condition is probable of achievement. Stock-based compensation expenses are classified in the consolidated statements of operations and comprehensive loss based on the functional area to which the related recipients belong. Forfeitures are recognized as incurred. |
Contingencies | Contingencies |
Recently Adopted Accounting Pronouncements | Recent Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This standard requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC 280, on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim periods beginning after December 15, 2024, with early adoptions permitted. We are currently evaluating the impact of adopting ASU 2023-07. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Reclassifications | The table below presents the impact of the reclassification: As of December 31, 2022 Balance As Previously Reported (1) Reclassification Balance As Reclassified Property and equipment, net $ 22,139 $ (8,340) $ 13,799 Intangible assets, net $ 27,004 $ 8,340 $ 35,344 (1) Amount as filed with our Annual Report on Form 10-K for the year ended December 31, 2022 on the consolidated balance sheets, as filed with the SEC on February 28, 2023. |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents our revenue disaggregated by timing of transfer of goods or service: Year Ended December 31, 2023 Year Ended December 31, 2022 Year Ended December 31, 2021 Transferred Transferred Transferred (in thousands) at a point in time over time Total at a point in time over time Total at a point in time over time Total Product revenue $ 212,658 $ — $ 212,658 $ 118,131 $ — $ 118,131 $ 70,820 $ — $ 70,820 Service revenue 59 12,190 12,249 401 6,589 6,990 567 756 1,323 Collaboration revenue — 9,133 9,133 — 7,444 7,444 — 5,655 5,655 Total $ 212,717 $ 21,323 $ 234,040 $ 118,532 $ 14,033 $ 132,565 $ 71,387 $ 6,411 $ 77,798 Our product revenue breakdown is summarized below: Year Ended December 31, (in thousands) 2023 2022 2021 Product: RHA ® Collection of dermal fillers $ 128,647 $ 107,156 $ 70,820 DAXXIFY ® 84,011 10,975 — Total product revenue $ 212,658 $ 118,131 $ 70,820 |
Schedule of Contract with Customer, Contract Asset, Contract Liability, and Receivable | Accounts receivable and contract liabilities from contracts with our product customers are as follows: December 31, December 31, (in thousands) 2023 2022 Accounts receivable: Accounts receivable, net $ 27,025 $ 10,966 Total accounts receivable, net $ 27,025 $ 10,966 Contract liabilities: Deferred revenue, current $ 884 $ 705 Total contract liabilities $ 884 $ 705 Accounts receivable from contracts with our service customers are as follows: December 31, December 31, (in thousands) 2023 2022 Accounts receivable: Accounts receivable, net $ 16 $ 59 Total accounts receivable, net $ 16 $ 59 Accounts receivable and contract liabilities from contracts with our collaboration customers are as follows: December 31, December 31, (in thousands) 2023 2022 Accounts receivable: Accounts receivable, net — Viatris $ 631 $ — Accounts receivable, net — Fosun 4 315 Total accounts receivable, net $ 635 $ 315 Contract liabilities: Deferred revenue, current — Viatris $ 9,853 $ 6,162 Total contract liabilities, current $ 9,853 $ 6,162 Deferred revenue, non-current — Viatris $ 29,444 $ 40,600 Deferred revenue, non-current — Fosun 40,975 37,977 Total contract liabilities, non-current $ 70,419 $ 78,577 Changes in our contract liabilities from contracts with our collaboration revenue customers for the year ended December 31, 2023 are as follows: (in thousands) Balance on December 31, 2022 $ 84,739 Revenue recognized (9,133) Billings and adjustments, net 4,666 Balance on December 31, 2023 $ 80,272 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring Charges | A summary of our restructuring charges included within our consolidated statement of operations for the year ended December 31, 2023 were as follows: (in thousands) Goodwill impairment $ 77,175 Intangible asset impairment 16,007 Research and development 1,610 Selling, general and administrative 1,260 Total restructuring charges $ 96,052 |
Schedule of Severance and Personnel Liabilities | A summary of severance and personnel liabilities related to the exit of the Fintech Platform, included within accruals and other current liabilities on the consolidated balance sheet, is as follows: (in thousands) Balance on December 31, 2022 $ — Severance and other personnel costs 2,317 Cash payments during the period (1,400) Balance on December 31, 2023 $ 917 (1) |
Cash Equivalents and Short-Te_2
Cash Equivalents and Short-Term Investments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Available-for-sale Securities | The following table is a summary our cash equivalents and short-term investments: December 31, 2023 December 31, 2022 Adjusted Cost Unrealized Gain Unrealized Loss Fair Value Adjusted Cost Unrealized Loss Fair Value (in thousands) U.S. treasury securities $ 133,168 $ 30 $ — $ 133,198 $ 109,984 $ (228) $ 109,756 Commercial paper 49,433 — (15) 49,418 80,946 — 80,946 Money market funds 39,280 — — 39,280 85,206 — 85,206 U.S. government agency obligations 3,961 — (1) 3,960 4,480 — 4,480 Corporate bonds — — — — 41,186 (146) 41,040 Total cash equivalents and available-for-sale securities $ 225,842 $ 30 $ (16) $ 225,856 $ 321,802 $ (374) $ 321,428 Classified as: Cash equivalents $ 109,270 $ 89,686 Short-term investments 116,586 231,742 Total cash equivalents and available-for-sale securities $ 225,856 $ 321,428 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the carrying amount of goodwill by reporting unit during the years ended December 31, 2023 and 2022 was as follows: (in thousands) Product Service Total Balance at December 31, 2021 $ — $ 146,964 $ 146,964 Goodwill impairment — (69,789) (69,789) Balance at December 31, 2022 — 77,175 77,175 Goodwill impairment — (77,175) (77,175) Balance at December 31, 2023 $ — $ — $ — |
Schedule of Acquired Finite-lived Intangible Assets by Major Class | The following table sets forth the major categories of intangible assets and the weighted-average remaining useful lives for those assets that are not already fully amortized: December 31, 2023 (in thousands, except for in years) Weighted Average Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Accumulated Impairment Net Carrying Amount Distribution rights 4.3 $ 32,334 $ (23,064) $ — $ 9,270 Internally developed technology 1.5 8,918 (4,408) (3,972) 538 Acquired developed technology 0.0 16,200 (6,525) (9,675) — Customer relationships 0.0 10,300 (7,940) (2,360) — Total intangible assets $ 67,752 $ (41,937) $ (16,007) $ 9,808 December 31, 2022 (1) (in thousands, except for in years) Weighted Average Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Net Carrying Amount Acquired developed technology 4.2 $ 35,800 $ (24,325) $ 11,475 Distribution rights 1.4 32,334 (20,882) 11,452 Internally developed technology 2.4 8,062 (2,271) 5,791 Customer relationships 1.6 10,300 (6,223) 4,077 Other software 1.8 3,166 (1,592) 1,574 Development in progress N/A 975 — 975 Total intangible assets $ 90,637 $ (55,293) $ 35,344 N/A - Not applicable (1) The amount was different from the amounts filed with our Annual Report on Form 10-K for the year ended December 31, 2022 on the consolidated balance sheets, as filed with the SEC on February 28, 2023 due to a reclassification discussed in Note 2 |
Schedule of Finite-lived Intangible Assets Amortization Expense | The detail breakdown of the amortization expenses on the consolidated statements of operations and comprehensive loss were summarized as below: Year Ended December 31, (in thousands) 2023 2022 (1) Intangible asset amortization $ 6,130 $ 25,756 Selling, general and administrative 2,998 3,640 Research and development 283 311 Total amortization expense $ 9,411 $ 29,707 (1) At the beginning of 2023, we made a reclassification between the property and equipment and intangible assets on the consolidated balance sheets (detail discussed in Note 2 - Reclassification), and we adjusted the presentation of the associated amortization expense related to those assets. Net impact was an increase of $1.1 million for selling, general and administrative expense and an increase of $0.3 million for research and development expense compare to expenses presented on our Annual Report on Form 10-K for the year ended December 31, 2022 as filed with the SEC on February 28, 2023. |
Schedule of Finite-lived Intangible Assets, Future Amortization Expense | Based on the amount of intangible assets as of December 31, 2023, the expected amortization expense for each of the next five fiscal years is as follows: Year Ending December 31, (in thousands) 2024 $ 2,569 2025 2,332 2026 2,181 2027 2,181 2028 545 Total $ 9,808 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consist of the following: December 31, (in thousands) 2023 2022 Raw materials $ 3,938 $ 505 Work in process 17,418 4,933 Finished goods 24,223 12,887 Total inventories $ 45,579 $ 18,325 |
Accruals and other current li_2
Accruals and other current liabilities (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accruals and other current liabilities consist of the following: December 31, (in thousands) 2023 2022 Accruals related to: Compensation (1) $ 31,132 $ 28,014 Selling, general and administrative 9,019 9,681 Research and development 5,173 9,012 Royalties (2) 1,919 5,113 Interest expense 1,919 1,912 Inventories 1,478 2,312 Other current liabilities (2) 3,184 3,313 Total accruals and other current liabilities $ 53,824 $ 59,357 (1) In connection with our restructuring ( Note 4 ), severance and personnel liabilities were included within accruals and other current liabilities on the consolidated balance sheet as of December 31, 2023. (2) Certain prior period amounts have been reclassified to conform with current period presentation. |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Lease Costs | The operating and finance lease costs are summarized as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Finance lease: Amortization of finance lease right-of-use asset (1) $ 9,034 $ 5,414 $ — Interest on finance lease liability 1,402 2,687 — Variable lease cost (2) 682 2,182 — Total finance lease costs 11,118 10,283 — Operating leases: Operating lease cost 12,434 8,881 8,026 Variable lease cost (3) 2,225 1,628 1,490 Total operating lease costs 14,659 10,509 9,516 Total lease costs $ 25,777 $ 20,792 $ 9,516 (1) Amortization of the finance lease right-of-use asset started to be capitalized into inventories on the consolidated balance sheets in the second quarter of 2023, as a result of the FDA approval of the PAS of the ABPS manufacturing facility. (2) Variable finance lease cost includes validation, qualification, materials, and other related services which are not included in the lease liabilities and are expensed as incurred. (3) Variable operating lease cost includes management fees, common area maintenance, property taxes, insurance and parking fees, which are not included in the lease liabilities and are expensed as incurred. Finance Lease Operating Leases Weighted-average remaining lease term (years) 2.2 8.1 Weighted-average discount rate 10.7 % 10.0 % |
Schedule of Operating Lease Liability Maturities | As of December 31, 2023, we have $2.2 million of accounts payable related to the finance lease under the ABPS Service Agreement. Additionally, we have maturities of our lease liabilities as follows: (in thousands) Finance Lease Operating Leases Total Year Ending December 31, 2024 $ 2,659 $ 10,172 $ 12,831 2025 — 10,854 10,854 2026 — 11,185 11,185 2027 — 4,536 4,536 2028 — 4,021 4,021 2028 and thereafter — 24,565 24,565 Total lease payments 2,659 65,333 67,992 Less imputed interest (8) (18,645) (18,653) Present value of lease payments $ 2,651 $ 46,688 $ 49,339 |
Schedule of Supplemental Cash Flow Information | Supplemental cash flow information related to the leases was as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 12,078 $ 8,320 $ 10,405 Operating cash flows from finance lease $ 1,404 $ 2,687 $ — Financing cash flows from finance lease $ 18,255 $ 11,097 $ — Right-of-use assets obtained in exchange for lease liabilities Operating leases (1) $ 22,694 $ — $ 18,854 Finance lease $ 22,456 $ 11,808 $ — (1) In September 2023, the Expansion Premises and Second Expansion Premises commenced resulting in recognition of $22.7 million right-of-use asset and $16.2 million lease liability. |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table provides information regarding our debt: December 31, (in thousands) 2023 2022 2027 Notes, non-current $ 287,500 $ 287,500 Less: Unamortized debt issuance costs (4,279) (5,587) Carrying amount of the 2027 Notes 283,221 281,913 Notes Payable, current 2,500 — Notes Payable, non-current 147,500 100,000 Less: Unamortized debt discount (2,700) (1,347) Less: Unamortized debt issuance costs (1,426) (1,192) Carrying amount of Notes Payable 145,874 97,461 Total debt $ 429,095 $ 379,374 Interest expense relating to our debt in the consolidated statements of operations and comprehensive loss are summarized as follows: Year Ended December 31, (in thousands) 2023 2022 Contractual interest expense $ 15,137 $ 11,855 Amortization of debt issuance costs 1,791 1,662 Amortization of debt discount 606 270 Total interest expense $ 17,534 $ 13,787 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of Stock Option Activity | The following table summarizes our stock option activities: Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Balance as of December 31, 2022 4,929,097 $ 19.78 Granted 213,948 $ 33.49 Exercised (708,084) $ 16.39 $ 668 Forfeited or expired (601,611) $ 28.87 Balance as of December 31, 2023 3,833,350 $ 19.75 5.5 $ 732 Exercisable as of December 31, 2023 3,231,263 $ 19.08 5.1 $ 717 |
Schedule of Restricted Stock Awards and Performance Stock Awards | The following table summarizes our RSA and RSU share activities: Shares Weighted-Average Grant-Date Fair Value Per Share Unvested balance as of December 31, 2022 2,806,321 $ 20.62 Granted 1,877,457 $ 29.14 Vested (1,289,885) $ 21.41 Forfeited (700,231) $ 25.06 Unvested balance as of December 31, 2023 2,693,662 $ 25.02 We have granted PSAs and PSUs which vests based on certain market and performance conditions. The following table summarizes our PSA and PSU share activities: Shares Weighted-Average Grant-Date Fair Value Per Share Unvested balance as of December 31, 2022 2,071,559 $ 12.61 Granted 900,956 $ 34.68 Vested (1,636,973) $ 12.76 Forfeited (24,586) $ 19.26 Unvested balance as of December 31, 2023 1,310,956 $ 27.46 |
Schedule of Stock Options Fair Value Assumptions | The fair values of stock options were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions: Year Ended December 31, 2023 2022 2021 Expected term (in years) 5.9 6.0 6.0 Expected volatility 64.1 % 62.7 % 60.7 % Risk-free interest rate 3.6 % 2.1 % 0.7 % Expected dividend rate — % — % — % |
Schedule of Employee Stock Purchase Plan, Valuation Assumptions | The fair values of the option component of the shares purchased under the 2014 ESPP were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions for years presented: Year Ended December 31, 2023 2022 2021 Expected term (in years) 0.5 0.5 0.5 Expected volatility 72.8 % 80.5 % 47.4 % Risk-free interest rate 5.1 % 1.3 % 0.1 % Expected dividend rate — % — % — % |
Schedule of Stock-based Compensation Expense | The following table summarizes our stock-based compensation expense by line item in our consolidated statements of operations and comprehensive loss: (in thousands) Year Ended December 31, 2023 2022 2021 Selling, general and administrative $ 38,814 $ 36,595 $ 28,307 Research and development 8,999 15,745 15,127 Cost of product revenue (exclusive of amortization) 1,374 — — Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) 49,187 52,340 43,434 Capitalized stock-based compensation expense 3,144 2,448 876 Total stock-based compensation expense $ 52,331 $ 54,788 $ 44,310 |
Schedule of Unrecognized Stock-Based Compensation Cost | Unrecognized Compensation Cost December 31, 2023 Unrecognized Compensation Cost Weighted Average Expected Recognition Period (in thousands) (in years) RSAs and RSUs $ 47,276 2.4 Stock options 6,519 2.2 PSUs (1) 2,146 0.9 Total unrecognized compensation cost $ 55,941 2.3 (1) As of December 31, 2023, we only presented the unrecognized compensation costs for the PSUs with probable performance conditions in the table. Additionally, as of December 31, 2023, the unrecognized compensation costs for the PSUs with non-probable performance conditions are $23.8 million, which may be recognized from January 2024 through the first quarter of 2026 if their performance conditions become probable, including a catch up expense in the period which probability is determined. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Common Stock Equivalents Excluded from Computation of Diluted Net Income (Loss) Per Share | Common stock equivalents that were excluded from the computation of diluted net loss per share are presented as below: December 31, 2023 2022 2021 Convertible senior notes 8,878,938 8,878,938 8,878,938 Outstanding common stock options 3,833,350 4,929,097 4,808,286 Unvested RSUs and PSUs 3,167,860 2,793,947 — Unvested RSAs and PSAs 836,758 2,083,933 3,410,636 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | The following table summarizes, for assets and liabilities measured at fair value, the respective fair value and the classification by level of input within the fair value hierarchy: December 31, 2023 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 133,198 $ 133,198 $ — $ — Money market funds 39,280 39,280 — — U.S. government agency obligations 3,960 3,960 — — Commercial paper 49,418 — 49,418 — Total assets measured at fair value $ 225,856 $ 176,438 $ 49,418 $ — December 31, 2022 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 109,756 $ 109,756 $ — $ — Money market funds 85,206 85,206 — — U.S. government agency obligations 4,480 4,480 — — Commercial paper 80,946 — 80,946 — Corporate bonds 41,040 — 41,040 — Total assets measured at fair value $ 321,428 $ 199,442 $ 121,986 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Provision | The income tax provision is as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Current: Federal $ — $ — $ — State — — — Foreign (1) 300 700 — Total income tax provision 300 700 — (1) The foreign tax provision amounts represent withholding taxes on cash payments received in connection with the Fosun License Agreement. |
Schedule of Reconciliations of Statutory Federal Income Tax to Effective Tax Rate | Reconciliations of the statutory federal income tax benefit to our effective taxes are as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Tax benefit at statutory federal rate $ (68,037) $ (74,849) $ (59,075) Stock-based compensation (1) (9,467) 1,678 1,489 Research and development credits (2,862) (1,863) (1,534) ERC (1,555) — — Other changes in valuation allowance 57,902 57,582 57,086 Goodwill impairment 16,207 14,656 — Section 162(m) 9,225 4,155 2,352 Nondeductible/nontaxable items (1) 800 591 233 Foreign rate differential and withholding taxes 300 553 — Other (1) (2,213) (1,803) (551) Income tax provision $ 300 $ 700 $ — (1) Certain prior period amounts have been reclassified to conform with current period presentation. |
Schedule of Significant Components of Deferred Tax Assets | Components of our deferred tax assets, net were as follows: December 31, (in thousands) 2023 2022 Deferred tax assets NOL carryforward $ 377,138 $ 333,638 Tax credits 38,600 29,195 Capitalized research and development expenditures 29,849 18,690 Deferred revenue 19,220 19,051 Intangible assets 14,553 6,510 Lease liabilities 12,543 9,979 Stock-based compensation 10,126 12,655 Accruals and reserves 4,607 4,750 Interest limitation 3,918 3,486 Property and equipment, net 3,629 1,171 Other 24 26 Total deferred tax assets 514,207 439,151 Less: valuation allowance (495,654) (427,507) Deferred tax assets, net of valuation allowance 18,553 11,644 Deferred tax liabilities Lease right-of-use assets (18,553) (11,644) Total deferred tax liabilities (18,553) (11,644) Net deferred tax assets $ — $ — |
Schedule of Unrecognized Tax Benefit | The unrecognized tax benefit was as follows: Year Ended December 31, (in thousands) 2023 2022 2021 Balance at the beginning of the period $ 9,709 $ 7,754 $ 7,166 Additions for prior years positions 1,598 916 — Additions for current year positions 1,590 1,039 588 Balance at the end of the period $ 12,897 $ 9,709 $ 7,754 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Reconciliation of Segment Revenue to Consolidated Revenue | Reconciliation of Segment Revenue to Consolidated Revenue Year Ended December 31, (in thousands) 2023 2022 2021 Revenue: Product Segment $ 221,791 $ 125,575 $ 76,475 Service Segment 12,249 6,990 1,323 Total revenue $ 234,040 $ 132,565 $ 77,798 |
Schedule of Reconciliation of Segment Loss From Operations to Consolidated Loss From Operations | Reconciliation of Segment Loss from Operations to Consolidated Loss from Operations Year Ended December 31, (in thousands) 2023 2022 2021 Loss from operations: Product Segment $ (57,208) $ (103,989) $ (135,950) Service Segment (1) (115,245) (92,186) (16,764) Corporate and other expenses (144,324) (145,783) (121,962) Total loss from operations $ (316,777) $ (341,958) $ (274,676) (1) For the years ended December 31, 2023 and 2022, loss from operations for the Service Segment included an impairment loss of $93.2 million and $69.8 million, respectively. Refer to Note 6 |
The Company (Details)
The Company (Details) - USD ($) | 12 Months Ended | |||
May 10, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | ||||
Net loss | $ 323,986,000 | $ 356,422,000 | $ 281,310,000 | |
Accumulated deficit | 2,078,360,000 | $ 1,754,374,000 | ||
Working capital surplus | 249,600,000 | |||
Cash, cash equivalents and investments | 253,900,000 | |||
At The Market Offering, 2022 Plan | ||||
Debt Instrument [Line Items] | ||||
Stock issuance sales agreement, authorized offering price, maximum | $ 150,000,000 | $ 47,200,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) distributor | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Number of third-party distributors for each product | distributor | 1 | ||
Restricted cash | $ 7,400 | $ 6,100 | |
Restricted cash, balance to remain until end of lease | 800 | 700 | |
Allowance for doubtful accounts | 1,000 | 100 | |
Manufacturing and other equipment, net | 17,225 | 13,799 | |
Intangible asset impairment | 16,000 | ||
Advertising expense | 8,400 | 5,100 | $ 6,200 |
Letter of Credit | |||
Property, Plant and Equipment [Line Items] | |||
Restricted cash | $ 6,600 | 5,400 | |
Computer Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 3 years | ||
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 3 years | ||
Lab Equipment and Furniture and Fixtures | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 5 years | ||
Manufacturing Machinery and Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 7 years | ||
Manufacturing and other equipment, gross | $ 19,200 | 21,900 | |
Manufacturing and other equipment, net | $ 7,600 | $ 8,400 | |
Leasehold Improvements | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 15 years | ||
Internally developed technology | |||
Property, Plant and Equipment [Line Items] | |||
Weighted Average Remaining Useful Lives (in years) | 3 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Reclassification (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property and equipment, net | $ 17,225 | $ 13,799 |
Intangible assets, net | $ 9,808 | 35,344 |
Balance As Previously Reported | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property and equipment, net | 22,139 | |
Intangible assets, net | 27,004 | |
Reclassification | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property and equipment, net | (8,340) | |
Intangible assets, net | $ 8,340 |
Revenue -Revenues Disaggregated
Revenue -Revenues Disaggregated by Timing of Transfer of Goods or Services (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | $ 234,040 | $ 132,565 | $ 77,798 |
Transferred at Point in Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 212,717 | 118,532 | 71,387 |
Transferred over Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 21,323 | 14,033 | 6,411 |
Product revenue | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 212,658 | 118,131 | 70,820 |
Product revenue | Transferred at Point in Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 212,658 | 118,131 | 70,820 |
Product revenue | Transferred over Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 0 | 0 | 0 |
RHA® Collection of dermal fillers | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 128,647 | 107,156 | 70,820 |
DAXXIFY® | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 84,011 | 10,975 | 0 |
Service revenue | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 12,249 | 6,990 | 1,323 |
Service revenue | Transferred at Point in Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 59 | 401 | 567 |
Service revenue | Transferred over Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 12,190 | 6,589 | 756 |
Collaboration revenue | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 9,133 | 7,444 | 5,655 |
Collaboration revenue | Transferred at Point in Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 0 | 0 | 0 |
Collaboration revenue | Transferred over Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | $ 9,133 | $ 7,444 | $ 5,655 |
Revenue - Receivables and Contr
Revenue - Receivables and Contract Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Contract liabilities: | ||
Deferred revenue, current | $ 10,737 | $ 6,867 |
Contract with customer, liability | 80,272 | 84,739 |
Product revenue | ||
Accounts receivable: | ||
Total accounts receivable, net | 27,025 | 10,966 |
Contract liabilities: | ||
Deferred revenue, current | 884 | 705 |
Service revenue | ||
Accounts receivable: | ||
Total accounts receivable, net | $ 16 | $ 59 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Contract with customer, liability | $ 80,272,000 | $ 84,739,000 | |
Remaining performance obligation | 41,000,000 | ||
Contract with customer, liability, revenue recognized | 9,133,000 | ||
Development Services | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Revenues | 9,000,000 | 7,100,000 | $ 5,700,000 |
Viatris | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Revenue recognition annual sales | $ 50,000,000 | ||
Revenue recognition annual sales of maturity period | 4 years | ||
Fosun | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Contingent payments | $ 219,500,000 | ||
Remaining performance obligation | 41,000,000 | ||
Viatris | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Contract with customer, liability | 60,000,000 | ||
Contingent payments | 70,000,000 | ||
Revenue maximum for receipt of tiered milestone payments | 225,000,000 | ||
Remaining performance obligation | 33,900,000 | ||
Fosun | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Contract with customer, liability, revenue recognized | $ 200,000 | $ 300,000 | $ 0 |
Revenue - Contract Liabilities
Revenue - Contract Liabilities from Contracts (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Contract liabilities: | ||
Total contract liabilities, current | $ 10,737 | $ 6,867 |
Total contract liabilities, non-current | 70,419 | 78,577 |
Collaboration Customers | ||
Accounts receivable: | ||
Total accounts receivable, net | 635 | 315 |
Contract liabilities: | ||
Total contract liabilities, current | 9,853 | 6,162 |
Total contract liabilities, non-current | 70,419 | 78,577 |
Viatris | ||
Accounts receivable: | ||
Total accounts receivable, net | 631 | 0 |
Contract liabilities: | ||
Total contract liabilities, current | 9,853 | 6,162 |
Total contract liabilities, non-current | 29,444 | 40,600 |
Fosun | ||
Accounts receivable: | ||
Total accounts receivable, net | 4 | 315 |
Contract liabilities: | ||
Total contract liabilities, non-current | $ 40,975 | $ 37,977 |
Revenue - Changes in Our Contra
Revenue - Changes in Our Contract Liabilities from Contracts (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Contract With Customer Asset and Liability [Roll Forward] | |
Beginning balance | $ 84,739 |
Revenue recognized | (9,133) |
Billings and adjustments, net | 4,666 |
Ending balance | $ 80,272 |
Restructuring - Narrative (Deta
Restructuring - Narrative (Details) - Service Segment $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring charges | $ 96,052 |
Restructuring expected cost | $ 2,000 |
Restructuring - Schedule of Res
Restructuring - Schedule of Restructuring Charges (Details) - Service Segment $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring charges | $ 96,052 |
Goodwill impairment | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring charges | 77,175 |
Intangible asset impairment | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring charges | 16,007 |
Research and development | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring charges | 1,610 |
Selling, general and administrative | |
Restructuring Cost and Reserve [Line Items] | |
Total restructuring charges | $ 1,260 |
Restructuring - Schedule of Sev
Restructuring - Schedule of Severance and Personnel Liabilities (Details) - Fintech Platform $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Balance on December 31, 2022 | $ 0 |
Severance and other personnel costs | 2,317 |
Cash payments during the period | (1,400) |
Balance on December 31, 2023 | $ 917 |
Cash Equivalents and Short-Te_3
Cash Equivalents and Short-Term Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | $ 225,842 | $ 321,802 |
Unrealized Gain | 30 | |
Unrealized Loss | (16) | (374) |
Fair Value | 225,856 | 321,428 |
Cash equivalents | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 109,270 | 89,686 |
Short-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 116,586 | 231,742 |
U.S. treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 133,168 | 109,984 |
Unrealized Gain | 30 | |
Unrealized Loss | 0 | (228) |
Fair Value | 133,198 | 109,756 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 49,433 | 80,946 |
Unrealized Gain | 0 | |
Unrealized Loss | (15) | 0 |
Fair Value | 49,418 | 80,946 |
Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 39,280 | 85,206 |
Unrealized Gain | 0 | |
Unrealized Loss | 0 | 0 |
Fair Value | 39,280 | 85,206 |
U.S. government agency obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 3,961 | 4,480 |
Unrealized Gain | 0 | |
Unrealized Loss | (1) | 0 |
Fair Value | 3,960 | 4,480 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 0 | 41,186 |
Unrealized Gain | 0 | |
Unrealized Loss | 0 | (146) |
Fair Value | $ 0 | $ 41,040 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, net - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill impairment | $ 77,175 | $ 69,789 | $ 0 | |
Accumulated Impairment | 147,000 | 69,800 | ||
Intangible asset impairment | 16,000 | |||
Intangible asset impairment | 16,007 | 0 | $ 0 | |
Amortization of intangible assets | 6,130 | $ 25,756 | ||
Measurement Input, Discount Rate | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill impairment, measurement input (percent) | 20% | |||
Acquired developed technology | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 11,700 | |||
Service Segment | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Goodwill impairment | $ 77,175 | $ 69,789 | ||
Intangible asset impairment | $ 77,200 | |||
Intangible asset impairment | $ 16,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, net - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill [Roll Forward] | |||
Beginning balance | $ 77,175 | $ 146,964 | |
Goodwill impairment | (77,175) | (69,789) | $ 0 |
Ending balance | 0 | 77,175 | 146,964 |
Product | |||
Goodwill [Roll Forward] | |||
Beginning balance | 0 | 0 | |
Goodwill impairment | 0 | 0 | |
Ending balance | 0 | 0 | 0 |
Service | |||
Goodwill [Roll Forward] | |||
Beginning balance | 77,175 | 146,964 | |
Goodwill impairment | (77,175) | (69,789) | |
Ending balance | $ 0 | $ 77,175 | $ 146,964 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, net - Intangible Assets and the Remaining Useful Lives (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 67,752 | $ 90,637 |
Accumulated Amortization | (41,937) | (55,293) |
Accumulated Impairment | (16,007) | |
Total | 9,808 | |
Net Carrying Amount | $ 9,808 | 35,344 |
Development in progress | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | $ 975 | |
Distribution rights | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 4 years 3 months 18 days | 1 year 4 months 24 days |
Finite-lived intangible assets, gross | $ 32,334 | $ 32,334 |
Accumulated Amortization | (23,064) | (20,882) |
Accumulated Impairment | 0 | |
Total | $ 9,270 | $ 11,452 |
Internally developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 1 year 6 months | 2 years 4 months 24 days |
Finite-lived intangible assets, gross | $ 8,918 | $ 8,062 |
Accumulated Amortization | (4,408) | (2,271) |
Accumulated Impairment | (3,972) | |
Total | $ 538 | $ 5,791 |
Other software | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 1 year 9 months 18 days | |
Finite-lived intangible assets, gross | $ 3,166 | |
Accumulated Amortization | (1,592) | |
Total | $ 1,574 | |
Acquired developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 0 years | 4 years 2 months 12 days |
Finite-lived intangible assets, gross | $ 16,200 | $ 35,800 |
Accumulated Amortization | (6,525) | (24,325) |
Accumulated Impairment | (9,675) | |
Total | $ 0 | $ 11,475 |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 0 years | 1 year 7 months 6 days |
Finite-lived intangible assets, gross | $ 10,300 | $ 10,300 |
Accumulated Amortization | (7,940) | (6,223) |
Accumulated Impairment | (2,360) | |
Total | $ 0 | $ 4,077 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, net - Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset amortization | $ 6,130 | $ 25,756 | |
Selling, general and administrative | 2,998 | 3,640 | |
Research and development | 283 | 311 | |
Total amortization expense | 9,411 | 29,707 | |
Selling, general and administrative expense | 297,732 | 223,934 | $ 198,821 |
Research and development expense | $ 79,410 | 101,286 | $ 116,255 |
Reclassification | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Selling, general and administrative expense | 1,100 | ||
Research and development expense | $ 300 |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets, net - Expected Amortization Expense for the Unamortized Acquired Intangible Assets (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2024 | $ 2,569 |
2025 | 2,332 |
2026 | 2,181 |
2027 | 2,181 |
2028 | 545 |
Total | $ 9,808 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 3,938 | $ 505 |
Work in process | 17,418 | 4,933 |
Finished goods | 24,223 | 12,887 |
Total inventories | $ 45,579 | $ 18,325 |
Accruals and other current li_3
Accruals and other current liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Compensation | $ 31,132 | $ 28,014 |
Selling, general and administrative | 9,019 | 9,681 |
Research and development | 5,173 | 9,012 |
Royalties | 1,919 | 5,113 |
Interest expense | 1,919 | 1,912 |
Inventories | 1,478 | 2,312 |
Other current liabilities | 3,184 | 3,313 |
Total accruals and other current liabilities | $ 53,824 | $ 59,357 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 1 Months Ended | ||||||
Apr. 30, 2021 option_to_extend_lease_term | Mar. 31, 2017 | Dec. 31, 2023 USD ($) option_to_extend_lease_term | Jan. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | May 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Lessee, Lease, Description [Line Items] | |||||||
Number of options to renew (or more) | option_to_extend_lease_term | 1 | ||||||
Purchase obligation, period required for written notice of termination | 18 months | ||||||
Purchase obligation, to be paid, year one | $ 30,000 | ||||||
Purchase obligation, to be paid, year two | 30,000 | ||||||
Purchase obligation, to be paid, year three | $ 30,000 | ||||||
Purchase obligation eliminated, year one | $ 23,900 | $ 30,000 | |||||
Purchase obligation, eliminated, year two | 30,000 | ||||||
Purchase obligation, eliminated, year three | $ 30,000 | ||||||
Accounts payable, finance leases | $ 2,200 | ||||||
Collaborative agreement, number of extension periods | option_to_extend_lease_term | 1 | ||||||
Finance lease prepaid expense | 32,383 | $ 27,500 | |||||
Other commitment, to be paid, year one | 18,400 | ||||||
Other commitment, to be paid, year two | 19,700 | ||||||
Other commitment, to be paid, year three | 25,300 | ||||||
Other commitment, to be paid, year four | 29,500 | ||||||
Other commitment, to be paid, year five | 29,500 | ||||||
Other commitment, to be paid, after year five | 105,000 | ||||||
PCI Supply Agreement | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Collaborative agreement, contractual period | 3 years | ||||||
Finance lease prepaid expense | $ 32,400 | ||||||
Minimum | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Extended term of lease | 7 years | ||||||
Maximum | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Extended term of lease | 14 years |
Leases - Operating Lease Costs
Leases - Operating Lease Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finance lease: | |||
Amortization of finance lease right-of-use asset | $ 9,034 | $ 5,414 | $ 0 |
Interest on finance lease liability | 1,402 | 2,687 | 0 |
Variable lease cost | 682 | 2,182 | 0 |
Total finance lease costs | 11,118 | 10,283 | 0 |
Operating leases: | |||
Operating lease cost | 12,434 | 8,881 | 8,026 |
Variable lease cost | 2,225 | 1,628 | 1,490 |
Total operating lease costs | 14,659 | 10,509 | 9,516 |
Total lease costs | $ 25,777 | $ 20,792 | $ 9,516 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Finance Lease | |
2024 | $ 2,659 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
2028 | 0 |
2028 and thereafter | 0 |
Total lease payments | 2,659 |
Less imputed interest | (8) |
Present value of lease payments | 2,651 |
Operating Leases | |
2024 | 10,172 |
2025 | 10,854 |
2026 | 11,185 |
2027 | 4,536 |
2028 | 4,021 |
2028 and thereafter | 24,565 |
Total lease payments | 65,333 |
Less imputed interest | (18,645) |
Present value of lease payments | 46,688 |
Total | |
2024 | 12,831 |
2025 | 10,854 |
2026 | 11,185 |
2027 | 4,536 |
2028 | 4,021 |
2028 and thereafter | 24,565 |
Total lease payments | 67,992 |
Less imputed interest | (18,653) |
Present value of lease payments | $ 49,339 |
Leases - Remaining Lease terms
Leases - Remaining Lease terms and Discount Rates (Details) | Dec. 31, 2023 |
Finance Lease | |
Weighted-average remaining lease term (year) | 2 years 2 months 12 days |
Weighted-average discount rate (percent) | 10.70% |
Operating Leases | |
Weighted-average remaining lease term (year) | 8 years 1 month 6 days |
Weighted average discount rate (percent) | 10% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2023 | |
Cash paid for amounts included in the measurement of lease liabilities | ||||
Operating cash flows from operating leases | $ 12,078 | $ 8,320 | $ 10,405 | |
Operating cash flows from finance lease | 1,404 | 2,687 | 0 | |
Financing cash flows from finance lease | 18,255 | 11,097 | 0 | |
Right-of-use assets obtained in exchange for lease liabilities | ||||
Operating leases | 22,694 | 0 | 18,854 | |
Finance lease | 22,456 | 11,808 | $ 0 | |
Operating lease right-of-use assets | 53,167 | $ 39,223 | ||
Total lease liabilities | $ 46,688 | |||
Expansion Premises and Second Expansion Premises | ||||
Right-of-use assets obtained in exchange for lease liabilities | ||||
Operating lease right-of-use assets | $ 22,700 | |||
Total lease liabilities | $ 16,200 |
Debt - Carrying Amount of Liabi
Debt - Carrying Amount of Liability Component (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Total debt | $ 429,095 | $ 379,374 |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Less: Unamortized debt issuance costs | (1,426) | (1,192) |
Less: Unamortized debt discount | (2,700) | (1,347) |
Total debt | 145,874 | 97,461 |
Notes Payable, current | 2,500 | 0 |
Notes Payable, non-current | 147,500 | 100,000 |
Convertible Debt | 2027 Notes | ||
Debt Instrument [Line Items] | ||
2027 Notes, non-current | 287,500 | 287,500 |
Less: Unamortized debt issuance costs | (4,279) | (5,587) |
Total debt | $ 283,221 | $ 281,913 |
Debt - Interest Expense (Detail
Debt - Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Disclosure [Abstract] | ||
Contractual interest expense | $ 15,137 | $ 11,855 |
Amortization of debt issuance costs | 1,791 | 1,662 |
Amortization of debt discount | 606 | 270 |
Total interest expense | $ 17,534 | $ 13,787 |
Debt - Convertible Senior Notes
Debt - Convertible Senior Notes (Details) - 2027 Notes - Convertible Debt | 1 Months Ended | |
Feb. 29, 2020 USD ($) $ / shares | Feb. 29, 2020 USD ($) trading_day businessDay $ / shares | |
Debt Instrument [Line Items] | ||
Principal amount | $ | $ 287,500,000 | $ 287,500,000 |
Stated percentage | 1.75% | 1.75% |
Proceeds from convertible debt | $ | $ 278,300,000 | |
Threshold trading days | 20 | |
Threshold consecutive trading days | 30 | |
Threshold percentage of stock price trigger | 130% | |
Convertible ratio | 0.0308804 | |
Conversion price (in dollars per share) | $ / shares | $ 32.38 | $ 32.38 |
Redemption price, percentage | 100% | |
Debt Conversion Terms One | ||
Debt Instrument [Line Items] | ||
Threshold trading days | 20 | |
Threshold consecutive trading days | 30 | |
Threshold percentage of stock price trigger | 130% | |
Debt Conversion Terms Two | ||
Debt Instrument [Line Items] | ||
Threshold trading days | businessDay | 5 | |
Threshold consecutive trading days | 10 | |
Threshold percentage of stock trading price | 98% |
Debt - Capped Call Transactions
Debt - Capped Call Transactions (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 1 Months Ended | |
Feb. 10, 2020 | Feb. 29, 2020 | |
Debt Instrument [Line Items] | ||
Payments for derivative instrument, financing activities | $ 28.9 | |
Price cap (in dollars per share) | $ 48.88 | |
Premium percentage over sale price | 100% | |
Number of shares subject to anti-dilution adjustments (in shares) | 8.9 | |
Convertible Debt | 2027 Notes | ||
Debt Instrument [Line Items] | ||
Conversion price (in dollars per share) | $ 32.38 |
Debt - Notes Payable (Details)
Debt - Notes Payable (Details) $ in Thousands | 1 Months Ended | ||||||
Mar. 18, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2023 USD ($) | Aug. 31, 2023 USD ($) | Aug. 30, 2023 USD ($) | Dec. 31, 2022 USD ($) | Jun. 30, 2022 | |
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | $ 429,095 | $ 379,374 | |||||
Note Purchase Agreement | Notes Payable | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 50,000 | ||||||
Stated percentage | 7% | ||||||
Prepaid fee, percentage | 2% | ||||||
Minimum cash balance maintained | $ 30,000 | ||||||
Minimum net sales requirement | $ 70,000 | ||||||
Debt instrument, debt default, additional interest rate to fixed | 2% | ||||||
Note Purchase Agreement | Notes Payable | Minimum | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate | 1.50% | ||||||
Note Purchase Agreement | Notes Payable | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, trailing twelve months revenue | 50,000 | ||||||
Note Purchase Agreement | Notes Payable | Maximum | London Interbank Offered Rate (LIBOR) | |||||||
Debt Instrument [Line Items] | |||||||
Variable rate | 2.50% | ||||||
Note Purchase Agreement | Notes Payable | First Tranche | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 100,000 | $ 100,000 | |||||
Note Purchase Agreement | Notes Payable | First Tranche | Debt Instrument Principal Amortization Period One | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amortization, payment percentage | 0.025 | ||||||
Note Purchase Agreement | Notes Payable | First Tranche | Debt Instrument Principal Amortization Period Two | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amortization, payment percentage | 0.050 | ||||||
Note Purchase Agreement | Notes Payable | First Tranche | Debt Instrument Principal Amortization Period Three | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amortization, payment percentage | 0.075 | ||||||
Note Purchase Agreement | Notes Payable | First Tranche | Debt Instrument Principal Amortization Period Four | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, principal amortization, payment percentage | 0.100 | ||||||
Note Purchase Agreement | Notes Payable | Second Tranche | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | 50,000 | ||||||
Note Purchase Agreement | Notes Payable | Third Tranche | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 150,000 | ||||||
Stated percentage | 8.50% | ||||||
2027 Notes | Notes Payable | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount | $ 90,000 |
Stock-based Compensation - Stoc
Stock-based Compensation - Stock Option Plan - Narrative (Details) | 12 Months Ended | ||||||
Dec. 31, 2023 USD ($) equity_compensation_plan $ / shares shares | Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) $ / shares | Jan. 01, 2023 shares | Jan. 01, 2022 shares | Jan. 01, 2021 shares | Jul. 23, 2020 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of equity compensation plans | equity_compensation_plan | 4 | ||||||
Share-based compensation arrangement by share-based payment award, equity Instruments other than options, outstanding, weighted average remaining contractual terms | 10 years | ||||||
Shares underlying stock options granted (in shares) | 213,948 | ||||||
Aggregate intrinsic value, exercised | $ | $ 668,000 | $ 2,400,000 | $ 3,600,000 | ||||
Performance stock awards, weighted average grant date fair value (in dollars per share) | $ / shares | $ 20.40 | $ 8.64 | $ 15.38 | ||||
Weighted average exercise price per share, granted (in dollars per share) | $ / shares | $ 33.49 | ||||||
1/48th of the Remaining Grant | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share based compensation arrangement by share based payment award remaining vesting rights percentage | 2.08% | ||||||
2014 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Percentage of outstanding stock | 4% | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 4,457,206 | 3,295,432 | 1,089,400 | ||||
2014 Inducement Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, capital shares reserved for future issuance (in shares) | 1,080,457 | ||||||
Shares underlying stock options granted (in shares) | 0 | ||||||
2017 Equity Incentive Plan, Hintmd Plan | Hint, Inc. 2017 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, capital shares reserved for future issuance (in shares) | 85,672 | ||||||
Shares underlying stock options granted (in shares) | 0 | ||||||
Number of shares available for grant | 1,260,946 | ||||||
2014 Employee Stock Purchase Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Common stock, capital shares reserved for future issuance (in shares) | 300,000 | 300,000 | |||||
Stock options | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Expected term (in years) | 5 years 10 months 24 days | 6 years | 6 years | ||||
Expected volatility | 64.10% | 62.70% | 60.70% | ||||
Risk-free interest rate | 3.60% | 2.10% | 0.70% | ||||
Expected dividend rate | 0% | 0% | 0% | ||||
Stock options | 2014 Inducement Plan | Weighted Average | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting period | 4 years | ||||||
Stock options | 2014 Inducement Plan | Vesting Period 1 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting rights, percentage | 25% | ||||||
RSAs and RSUs | 2014 Inducement Plan | Vesting Period 1 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting period | 1 year | ||||||
RSAs and RSUs | 2014 Inducement Plan | Vesting Period 2 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting period | 3 years | ||||||
RSAs and RSUs | 2014 Inducement Plan | Vesting Period 3 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Award vesting period | 4 years | ||||||
Share-based Payment Arrangement | 2014 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares underlying stock options granted (in shares) | 213,948 | ||||||
Stock Award | 2014 Equity Incentive Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Shares granted under restricted stock awards (in shares) | 2,778,413 | ||||||
Unvested RSAs and PSAs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted (in dollars per share) | $ / shares | $ 16.60 | $ 26.41 | |||||
Aggregate intrinsic value, vested | $ | $ 32,500,000 | $ 19,800,000 | $ 24,400,000 | ||||
PSAs and PSUs | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Granted (in dollars per share) | $ / shares | $ 12.79 | $ 28.01 | |||||
Performance stock awards vested | $ | $ 0 | $ 0 | |||||
Expected term (in years) | 3 years 6 months | ||||||
Expected volatility | 60% | ||||||
Risk-free interest rate | 1.80% | ||||||
Expected dividend rate | 0% | ||||||
Employee Stock Purchase Plan | 2014 Employee Stock Purchase Plan | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Percentage of outstanding stock | 1% | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 1,661,724 | ||||||
Share-based compensation arrangement by share-based payment award, shares issued in period | 321,345 |
Stock-based Compensation - St_2
Stock-based Compensation - Stock Option Plan - Summary of Stock Option (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Shares | |||
Beginning balance (in shares) | 4,929,097 | ||
Granted (in shares) | 213,948 | ||
Exercised (in shares) | (708,084) | ||
Forfeited or expired (in shares) | (601,611) | ||
Ending balance (in shares) | 3,833,350 | 4,929,097 | |
Exercisable shares (in shares) | 3,231,263 | ||
Weighted Average Exercise Price Per Share | |||
Beginning balance weighted average exercise price per share, (in dollars per share) | $ 19.78 | ||
Weighted average exercise price per share, granted (in dollars per share) | 33.49 | ||
Weighted average exercise price per share, exercised (in dollars per share) | 16.39 | ||
Weighted average exercise price per share, Forfeited or expired (in dollars per share) | 28.87 | ||
Ending balance weighted average exercise price per share, (in dollars per share) | 19.75 | $ 19.78 | |
Weighted average exercise price per share, exercisable (in dollars per share) | $ 19.08 | ||
Weighted average remaining contractual life, outstanding | 5 years 6 months | ||
Weighted average remaining contractual life, exercisable | 5 years 1 month 6 days | ||
Aggregate intrinsic value, outstanding | $ 732 | ||
Aggregate intrinsic value, exercised | 668 | $ 2,400 | $ 3,600 |
Aggregate intrinsic value, exercisable | $ 717 |
Stock-based Compensation - St_3
Stock-based Compensation - Stock Option Plan - Summary of Restricted Stock Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
PSAs and PSUs | |||
Weighted-Average Grant-Date Fair Value Per Share | |||
Granted (in dollars per share) | $ 12.79 | $ 28.01 | |
Unvested RSAs and PSAs | RSAs and RSUs | |||
Shares | |||
Unvested, beginning balance (in shares) | 2,806,321 | ||
Granted (in shares) | 1,877,457 | ||
Vested (in shares) | (1,289,885) | ||
Forfeited (in shares) | (700,231) | ||
Unvested, ending balance (in shares) | 2,693,662 | 2,806,321 | |
Weighted-Average Grant-Date Fair Value Per Share | |||
Unvested, beginning balance (in dollars per share) | $ 20.62 | ||
Granted (in dollars per share) | 29.14 | ||
Vested (in dollars per share) | 21.41 | ||
Forfeited (in dollars per share) | 25.06 | ||
Unvested, ending balance (in dollars per share) | $ 25.02 | $ 20.62 | |
Unvested RSAs and PSAs | PSAs and PSUs | |||
Shares | |||
Unvested, beginning balance (in shares) | 2,071,559 | ||
Granted (in shares) | 900,956 | ||
Vested (in shares) | (1,636,973) | ||
Forfeited (in shares) | (24,586) | ||
Unvested, ending balance (in shares) | 1,310,956 | 2,071,559 | |
Weighted-Average Grant-Date Fair Value Per Share | |||
Unvested, beginning balance (in dollars per share) | $ 12.61 | ||
Granted (in dollars per share) | 34.68 | ||
Vested (in dollars per share) | 12.76 | ||
Forfeited (in dollars per share) | 19.26 | ||
Unvested, ending balance (in dollars per share) | $ 27.46 | $ 12.61 |
Stock-based Compensation - St_4
Stock-based Compensation - Stock Option Plan - Fair Value Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 5 years 10 months 24 days | 6 years | 6 years |
Expected volatility | 64.10% | 62.70% | 60.70% |
Risk-free interest rate | 3.60% | 2.10% | 0.70% |
Expected dividend rate | 0% | 0% | 0% |
Employee Stock | 2014 ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 months | 6 months | 6 months |
Expected volatility | 72.80% | 80.50% | 47.40% |
Risk-free interest rate | 5.10% | 1.30% | 0.10% |
Expected dividend rate | 0% | 0% | 0% |
Stock-based Compensation - St_5
Stock-based Compensation - Stock Option Plan - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) | $ 49,187 | $ 52,340 | $ 43,434 |
Capitalized stock-based compensation expense | 3,144 | 2,448 | 876 |
Total stock-based compensation expense | 52,331 | 54,788 | 44,310 |
Selling, general and administrative | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) | 38,814 | 36,595 | 28,307 |
Research and development | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) | 8,999 | 15,745 | 15,127 |
Cost of Product Revenue | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) | $ 1,374 | $ 0 | $ 0 |
Stock-based Compensation - Unre
Stock-based Compensation - Unrecognized Compensation Cost (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Unrecognized Compensation Cost | |
Stock options | $ 6,519 |
Total unrecognized compensation cost | $ 55,941 |
Weighted Average Expected Recognition Period (in years) | 2 years 3 months 18 days |
RSAs and RSUs | |
Unrecognized Compensation Cost | |
Unrecognized compensation cost, excluding options | $ 47,276 |
Weighted Average Expected Recognition Period (in years) | 2 years 4 months 24 days |
Stock options | |
Unrecognized Compensation Cost | |
Weighted Average Expected Recognition Period (in years) | 2 years 2 months 12 days |
PSUs | |
Unrecognized Compensation Cost | |
Unrecognized compensation cost, excluding options | $ 2,146 |
Weighted Average Expected Recognition Period (in years) | 10 months 24 days |
PSAs and PSUs | |
Unrecognized Compensation Cost | |
Unrecognized compensation cost, excluding options | $ 23,800 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | |||||
May 10, 2022 | Sep. 30, 2022 | Nov. 30, 2020 | Jun. 30, 2023 | Mar. 31, 2023 | May 10, 2022 | Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Class of Stock [Line Items] | ||||||||||
Proceeds from issuance of common stock | $ 100,183,000 | $ 31,814,000 | $ 21,706,000 | |||||||
Follow on Public Offering | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs (in shares) | 9,200,000 | |||||||||
Share price (in dollars per share) | $ 25 | |||||||||
Over-Allotment Option | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs (in shares) | 1,200,000 | |||||||||
Proceeds from issuance of common stock | $ 215,900,000 | |||||||||
At The Market Offering, 2020 Plan | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs (in shares) | 1,700,000 | |||||||||
Proceeds from issuance of common stock | $ 31,600,000 | |||||||||
Stock issuance sales agreement, authorized offering price, maximum | $ 125,000,000 | |||||||||
Sale of stock, issuance costs, commission, percentage, maximum | 3% | |||||||||
At The Market Offering, 2020 Plan | Weighted Average | ||||||||||
Class of Stock [Line Items] | ||||||||||
Share price | $ 18.71 | |||||||||
At The Market Offering, 2022 Plan | ||||||||||
Class of Stock [Line Items] | ||||||||||
Issuance of common stock related to ATM, net of commissions and issuance costs (in shares) | 3,200,000 | 0 | 0 | |||||||
Proceeds from issuance of common stock | $ 100,000,000 | |||||||||
Stock issuance sales agreement, authorized offering price, maximum | $ 150,000,000 | $ 47,200,000 | ||||||||
Sale of stock, issuance costs, commission, percentage, maximum | 3% | |||||||||
At The Market Offering, 2022 Plan | Weighted Average | ||||||||||
Class of Stock [Line Items] | ||||||||||
Price per share (in dollars per share) | $ 31.90 |
Stockholders_ Equity and Stock-
Stockholders’ Equity and Stock-Based Compensation - Schedule of Common Stock Equivalents Excluded from the Calculation of Earnings per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Convertible senior notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share (in shares) | 8,878,938 | 8,878,938 | 8,878,938 |
Outstanding common stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share (in shares) | 3,833,350 | 4,929,097 | 4,808,286 |
Unvested RSUs and PSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share (in shares) | 3,167,860 | 2,793,947 | 0 |
Unvested RSAs and PSAs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share (in shares) | 836,758 | 2,083,933 | 3,410,636 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Fair Value of Financial Instruments (Details) - Recurring - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | $ 225,856 | $ 321,428 |
U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 133,198 | 109,756 |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 39,280 | 85,206 |
U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 3,960 | 4,480 |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 49,418 | 80,946 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 41,040 | |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 176,438 | 199,442 |
Level 1 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 133,198 | 109,756 |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 39,280 | 85,206 |
Level 1 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 3,960 | 4,480 |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 1 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 49,418 | 121,986 |
Level 2 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 2 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 49,418 | 80,946 |
Level 2 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 41,040 | |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 3 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 3 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | $ 0 | 0 |
Level 3 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | $ 0 |
Fair Value Measurement - Narrat
Fair Value Measurement - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Fair Value Disclosures [Abstract] | ||
Convertible debt, fair value disclosures | $ 219.2 | $ 288.2 |
Income Taxes -Income Taxes Prov
Income Taxes -Income Taxes Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 0 | 0 | 0 |
Foreign | 300 | 700 | 0 |
Total income tax provision | $ 300 | $ 700 | $ 0 |
Income Taxes - Effective Tax Ra
Income Taxes - Effective Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Tax benefit at statutory federal rate | $ (68,037) | $ (74,849) | $ (59,075) |
Stock-based compensation | (9,467) | 1,678 | 1,489 |
Research and development credits | (2,862) | (1,863) | (1,534) |
ERC | (1,555) | 0 | 0 |
Other changes in valuation allowance | 57,902 | 57,582 | 57,086 |
Goodwill impairment | 16,207 | 14,656 | 0 |
Section 162(m) | 9,225 | 4,155 | 2,352 |
Nondeductible/nontaxable items | 800 | 591 | 233 |
Foreign rate differential and withholding taxes | 300 | 553 | 0 |
Other | (2,213) | (1,803) | (551) |
Income tax provision | $ 300 | $ 700 | $ 0 |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets | ||
NOL carryforward | $ 377,138 | $ 333,638 |
Tax credits | 38,600 | 29,195 |
Capitalized research and development expenditures | 29,849 | 18,690 |
Deferred revenue | 19,220 | 19,051 |
Intangible assets | 14,553 | 6,510 |
Lease liabilities | 12,543 | 9,979 |
Stock-based compensation | 10,126 | 12,655 |
Accruals and reserves | 4,607 | 4,750 |
Interest limitation | 3,918 | 3,486 |
Property and equipment, net | 3,629 | 1,171 |
Other | 24 | 26 |
Total deferred tax assets | 514,207 | 439,151 |
Less: valuation allowance | (495,654) | (427,507) |
Deferred tax assets, net of valuation allowance | 18,553 | 11,644 |
Lease right-of-use assets | (18,553) | (11,644) |
Total deferred tax liabilities | (18,553) | (11,644) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Contingency [Line Items] | ||
Increase in valuation allowance | $ 68,100,000 | $ 71,900,000 |
Liability for uncertain tax positions | 0 | |
Orphan Drug Credit Carryforward | ||
Income Tax Contingency [Line Items] | ||
Tax credit carryforwards | 10,000,000 | |
Federal | ||
Income Tax Contingency [Line Items] | ||
NOL carryforwards | 1,500,000,000 | |
Reduction in operating loss carryforward | 4,000,000 | |
Federal | Research and Development Tax Credits | ||
Income Tax Contingency [Line Items] | ||
Tax credit carryforwards | 17,300,000 | |
Federal | After Tax Year 2017 | ||
Income Tax Contingency [Line Items] | ||
NOL carryforwards | 1,000,000,000 | |
California | ||
Income Tax Contingency [Line Items] | ||
NOL carryforwards | 521,700,000 | |
Reduction in operating loss carryforward | 2,500,000 | |
California | Research and Development Tax Credits | ||
Income Tax Contingency [Line Items] | ||
Tax credit carryforwards | 13,400,000 | |
Other States | ||
Income Tax Contingency [Line Items] | ||
NOL carryforwards | $ 379,500,000 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at the beginning of the period | $ 9,709 | $ 7,754 | $ 7,166 |
Additions for prior years positions | 1,598 | 916 | 0 |
Additions for current year positions | 1,590 | 1,039 | 588 |
Balance at the end of the period | $ 12,897 | $ 9,709 | $ 7,754 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | 1 Months Ended | 12 Months Ended | ||||
Sep. 30, 2020 | Jan. 31, 2020 shares | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 30, 2022 patent | Dec. 31, 2021 USD ($) | |
Loss Contingencies [Line Items] | ||||||
Purchase obligation, to be paid, year two | $ 30,000,000 | |||||
Indemnification liability recorded during the period | $ 0 | $ 0 | ||||
Number of additional alleged patent infringements | patent | 3 | |||||
Litigation liability | 0 | $ 0 | ||||
Teoxane Agreement | ||||||
Loss Contingencies [Line Items] | ||||||
Issuance of common stock in connection with the Teoxane Agreement (in shares) | shares | 2,500,000 | |||||
Collaborative agreement, contractual period | 10 years | |||||
Collaborative agreement, extended contractual period | 2 years | |||||
Purchase obligation, to be paid, year two | 52,000,000 | |||||
Minimum expenditures related to commercialization 2024 | 36,000,000 | |||||
Botulinum Toxin Research Associates, Inc. | ||||||
Loss Contingencies [Line Items] | ||||||
Accrued milestone obligations | $ 15,500,000 |
Segment Information - Schedule
Segment Information - Schedule of Reconciliation of Segment Revenue to Consolidated Revenue (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) segment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 2 | ||
Total revenue | $ 234,040 | $ 132,565 | $ 77,798 |
Product Segment | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 221,791 | 125,575 | 76,475 |
Service Segment | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 12,249 | 6,990 | 1,323 |
Intersegment Eliminations | Service Segment | |||
Segment Reporting Information [Line Items] | |||
Total revenue | $ 2,700 | $ 1,500 | $ 1,200 |
Segment Information - Schedul_2
Segment Information - Schedule of Reconciliation of Segment Loss from Operations to Consolidated Loss from Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Total loss from operations | $ (316,777) | $ (341,958) | $ (274,676) |
Corporate and other expenses | |||
Segment Reporting Information [Line Items] | |||
Total loss from operations | (144,324) | (145,783) | (121,962) |
Product Segment | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total loss from operations | (57,208) | (103,989) | (135,950) |
Service Segment | |||
Segment Reporting Information [Line Items] | |||
Impairment loss | 93,200 | 69,800 | |
Service Segment | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total loss from operations | $ (115,245) | $ (92,186) | $ (16,764) |
Subsequent Event (Details)
Subsequent Event (Details) - 2014 Equity Incentive Plan - Forecast shares in Millions | 3 Months Ended |
Mar. 31, 2024 shares | |
Restricted Stock Units (RSUs) | |
Subsequent Event [Line Items] | |
Shares granted under restricted stock awards (in shares) | 1.2 |
Phantom Share Units (PSUs) | |
Subsequent Event [Line Items] | |
Shares granted under restricted stock awards (in shares) | 1.7 |
Uncategorized Items - rvnc-2023
Label | Element | Value |
Accounting Standards Update [Extensible Enumeration] | us-gaap_AccountingStandardsUpdateExtensibleList | Accounting Standards Update 2020-06 [Member] |