Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Aug. 02, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | SIENTRA, INC. | |
Entity Central Index Key | 0001551693 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 57,997,006 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | SIEN | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Security Exchange Name | NASDAQ | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-36709 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-5551000 | |
Entity Address, Address Line One | 420 South Fairview Avenue | |
Entity Address, Address Line Two | Suite 200 | |
Entity Address, City or Town | Santa Barbara | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 93117 | |
City Area Code | 805 | |
Local Phone Number | 562-3500 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 82,417 | $ 54,967 |
Accounts receivable, net of allowances of $1,591 and $1,047 at June 30, 2021 and December 31, 2020, respectively | 21,319 | 19,771 |
Inventories, net | 45,306 | 39,168 |
Prepaid expenses and other current assets | 2,492 | 1,891 |
Current assets of discontinued operations | 4 | 13,475 |
Total current assets | 151,538 | 129,272 |
Property and equipment, net | 13,846 | 12,301 |
Goodwill | 9,202 | 9,202 |
Other intangible assets, net | 8,776 | 9,387 |
Other assets | 7,170 | 8,011 |
Non-current assets of discontinued operations | 805 | |
Total assets | 190,532 | 168,978 |
Current liabilities: | ||
Current portion of long-term debt | 6,652 | 4,670 |
Accounts payable | 6,369 | 5,799 |
Accrued and other current liabilities | 19,621 | 28,408 |
Customer deposits | 27,737 | 17,905 |
Sales return liability | 10,572 | 9,192 |
Current liabilities of discontinued operations | 1,134 | 4,686 |
Total current liabilities | 72,085 | 70,660 |
Long-term debt | 60,577 | 60,500 |
Derivative liability | 76,580 | 26,570 |
Deferred and contingent consideration | 2,662 | 2,350 |
Warranty reserve and other long-term liabilities | 9,504 | 9,455 |
Total liabilities | 221,408 | 169,535 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity (deficit): | ||
Preferred stock, $0.01 par value – Authorized 10,000,000 shares; none issued or outstanding | ||
Common stock, $0.01 par value — Authorized 200,000,000 shares; issued 57,929,094 and 50,712,151 and outstanding 57,856,367 and 50,639,424 shares at June 30, 2021 and December 31, 2020, respectively | 579 | 506 |
Additional paid-in capital | 602,491 | 558,059 |
Treasury stock, at cost (72,727 shares at June 30, 2021 and December 31, 2020) | (260) | (260) |
Accumulated deficit | (633,686) | (558,862) |
Total stockholders’ equity (deficit) | (30,876) | (557) |
Total liabilities and stockholders’ equity (deficit) | $ 190,532 | $ 168,978 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Accounts receivable, allowances (in dollars) | $ 1,591 | $ 1,047 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 57,929,094 | 50,712,151 |
Common stock, shares outstanding | 57,856,367 | 50,639,424 |
Treasury stock, shares | 72,727 | 72,727 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Statement [Abstract] | ||||
Net sales | $ 20,103,000 | $ 9,309,000 | $ 38,415,000 | $ 21,780,000 |
Cost of goods sold | 8,838,000 | 4,047,000 | 16,997,000 | 8,782,000 |
Gross profit | 11,265,000 | 5,262,000 | 21,418,000 | 12,998,000 |
Operating expenses: | ||||
Sales and marketing | 10,477,000 | 5,443,000 | 22,296,000 | 14,889,000 |
Research and development | 2,400,000 | 2,113,000 | 4,595,000 | 4,364,000 |
General and administrative | 7,545,000 | 6,941,000 | 15,456,000 | 14,738,000 |
Restructuring | 3,000 | 831,000 | ||
Total operating expenses | 20,422,000 | 14,500,000 | 42,347,000 | 34,822,000 |
Loss from operations | (9,157,000) | (9,238,000) | (20,929,000) | (21,824,000) |
Other income (expense), net: | ||||
Interest income | 1,000 | 17,000 | 3,000 | 197,000 |
Interest expense | (2,113,000) | (3,606,000) | (4,117,000) | (5,229,000) |
Change in fair value of derivative liability | (7,270,000) | (18,380,000) | (50,010,000) | (18,510,000) |
Other income (expense), net | (1,000) | (97,000) | 36,000 | |
Total other income (expense), net | (9,382,000) | (21,970,000) | (54,221,000) | (23,506,000) |
Loss from continuing operations before income taxes | (18,539,000) | (31,208,000) | (75,150,000) | (45,330,000) |
Income tax expense (benefit) | 0 | 0 | 0 | 0 |
Loss from continuing operations | (18,539,000) | (31,208,000) | (75,150,000) | (45,330,000) |
Income (loss) from discontinued operations, net of income taxes | (1,595,000) | (3,069,000) | 326,000 | (17,559,000) |
Net loss | $ (20,134,000) | $ (34,277,000) | $ (74,824,000) | $ (62,889,000) |
Basic and diluted net loss per share attributable to common stockholders | ||||
Continuing operations | $ (0.32) | $ (0.62) | $ (1.34) | $ (0.91) |
Discontinued operations | (0.03) | (0.06) | 0.01 | (0.35) |
Basic and diluted net loss per share | $ (0.35) | $ (0.68) | $ (1.34) | $ (1.26) |
Weighted average outstanding common shares used for net loss per share attributable to common stockholders: | ||||
Basic and diluted | 57,647,883 | 50,145,538 | 56,003,274 | 50,031,105 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Follow-on Offering | ATM | Common stock | Common stockFollow-on Offering | Common stockATM | Treasury stock | Additional paid-in capital | Additional paid-in capitalFollow-on Offering | Additional paid-in capitalATM | Accumulated deficit |
Balance, beginning of year at Dec. 31, 2019 | $ 81,882 | $ 495 | $ (260) | $ 550,562 | $ (468,915) | ||||||
Balance, beginning of year (in shares) at Dec. 31, 2019 | 49,612,907 | 72,727 | |||||||||
Issuance of/proceeds from common stock | $ 264 | $ 1 | $ 263 | ||||||||
Issuance of/proceeds from common stock (in shares) | 37,000 | ||||||||||
Stock-based compensation | 2,000 | 2,000 | |||||||||
Employee stock purchase program (ESPP) | 534 | $ 1 | 533 | ||||||||
Employee stock purchase program (ESPP) (in shares) | 113,615 | ||||||||||
Vested restricted stock | $ 5 | (5) | |||||||||
Vested restricted stock (in shares) | 472,914 | ||||||||||
Shares withheld for tax obligations on vested RSUs | (1,201) | $ (2) | (1,199) | ||||||||
Shares withheld for tax obligations on vested RSUs, shares | (157,412) | ||||||||||
Net loss | (28,612) | (28,612) | |||||||||
Balance, end of year at Mar. 31, 2020 | 54,867 | $ 500 | $ (260) | 552,154 | (497,527) | ||||||
Balance, end of year (in shares) at Mar. 31, 2020 | 50,079,024 | 72,727 | |||||||||
Balance, beginning of year at Dec. 31, 2019 | 81,882 | $ 495 | $ (260) | 550,562 | (468,915) | ||||||
Balance, beginning of year (in shares) at Dec. 31, 2019 | 49,612,907 | 72,727 | |||||||||
Net loss | (62,889) | ||||||||||
Balance, end of year at Jun. 30, 2020 | 22,089 | $ 503 | $ (260) | 553,650 | (531,804) | ||||||
Balance, end of year (in shares) at Jun. 30, 2020 | 50,355,732 | 72,727 | |||||||||
Balance, beginning of year at Mar. 31, 2020 | 54,867 | $ 500 | $ (260) | 552,154 | (497,527) | ||||||
Balance, beginning of year (in shares) at Mar. 31, 2020 | 50,079,024 | 72,727 | |||||||||
Stock-based compensation | 1,718 | 1,718 | |||||||||
Stock option exercises | 13 | 13 | |||||||||
Stock option exercises (in shares) | 5,454 | ||||||||||
Employee stock purchase program (ESPP) | (5) | (5) | |||||||||
Employee stock purchase program (ESPP) (in shares) | (1,012) | ||||||||||
Vested restricted stock | $ 4 | (4) | |||||||||
Vested restricted stock (in shares) | 363,795 | ||||||||||
Shares withheld for tax obligations on vested RSUs | (227) | $ (1) | (226) | ||||||||
Shares withheld for tax obligations on vested RSUs, shares | (91,529) | ||||||||||
Net loss | (34,277) | (34,277) | |||||||||
Balance, end of year at Jun. 30, 2020 | 22,089 | $ 503 | $ (260) | 553,650 | (531,804) | ||||||
Balance, end of year (in shares) at Jun. 30, 2020 | 50,355,732 | 72,727 | |||||||||
Balance, beginning of year at Dec. 31, 2020 | (557) | $ 506 | $ (260) | 558,059 | (558,862) | ||||||
Balance, beginning of year (in shares) at Dec. 31, 2020 | 50,712,151 | 72,727 | |||||||||
Issuance of/proceeds from common stock | $ 39,226 | $ 62 | $ 39,164 | ||||||||
Issuance of/proceeds from common stock (in shares) | 6,222,222 | ||||||||||
Stock-based compensation | 3,163 | 3,163 | |||||||||
Stock option exercises | 51 | 51 | |||||||||
Stock option exercises (in shares) | 12,727 | ||||||||||
Employee stock purchase program (ESPP) | 323 | $ 1 | 322 | ||||||||
Employee stock purchase program (ESPP) (in shares) | 95,919 | ||||||||||
Vested restricted stock | 758 | $ 6 | 752 | ||||||||
Vested restricted stock (in shares) | 554,896 | ||||||||||
Shares withheld for tax obligations on vested RSUs | (1,215) | $ (1) | (1,214) | ||||||||
Shares withheld for tax obligations on vested RSUs, shares | (82,830) | ||||||||||
Net loss | (54,690) | (54,690) | |||||||||
Balance, end of year at Mar. 31, 2021 | (12,941) | $ 574 | $ (260) | 600,297 | (613,552) | ||||||
Balance, end of year (in shares) at Mar. 31, 2021 | 57,515,085 | 72,727 | |||||||||
Balance, beginning of year at Dec. 31, 2020 | (557) | $ 506 | $ (260) | 558,059 | (558,862) | ||||||
Balance, beginning of year (in shares) at Dec. 31, 2020 | 50,712,151 | 72,727 | |||||||||
Net loss | (74,824) | ||||||||||
Balance, end of year at Jun. 30, 2021 | (30,876) | $ 579 | $ (260) | 602,491 | (633,686) | ||||||
Balance, end of year (in shares) at Jun. 30, 2021 | 57,929,094 | 72,727 | |||||||||
Balance, beginning of year at Mar. 31, 2021 | (12,941) | $ 574 | $ (260) | 600,297 | (613,552) | ||||||
Balance, beginning of year (in shares) at Mar. 31, 2021 | 57,515,085 | 72,727 | |||||||||
Stock-based compensation | 2,584 | 2,584 | |||||||||
Stock option exercises | 95 | $ 1 | 94 | ||||||||
Stock option exercises (in shares) | 23,636 | ||||||||||
Vested restricted stock | 247 | $ 5 | 242 | ||||||||
Vested restricted stock (in shares) | 471,759 | ||||||||||
Shares withheld for tax obligations on vested RSUs | (727) | $ (1) | (726) | ||||||||
Shares withheld for tax obligations on vested RSUs, shares | (81,386) | ||||||||||
Net loss | (20,134) | (20,134) | |||||||||
Balance, end of year at Jun. 30, 2021 | $ (30,876) | $ 579 | $ (260) | $ 602,491 | $ (633,686) | ||||||
Balance, end of year (in shares) at Jun. 30, 2021 | 57,929,094 | 72,727 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (74,824) | $ (62,889) |
Income (loss) from discontinued operations, net of income taxes | 326 | (17,559) |
Loss from continuing operations, net of income taxes | (75,150) | (45,330) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 2,110 | 1,194 |
Provision for doubtful accounts | 618 | 336 |
Provision for warranties | 444 | 201 |
Provision for inventory | 427 | 1,047 |
Fair value adjustments to derivative liability | 50,010 | 18,510 |
Fair value adjustments of other liabilities held at fair value | 49 | (22) |
Amortization of debt discount and issuance costs | 1,722 | 2,559 |
Stock-based compensation expense | 5,747 | 3,768 |
Payments of contingent consideration liability in excess of acquisition-date fair value | (2,416) | |
Other non-cash adjustments | 459 | 85 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (2,167) | (261) |
Inventories | (6,565) | (4,473) |
Prepaid expenses, other current assets and other assets | 126 | (606) |
Accounts payable, accrueds, and other liabilities | (1,465) | (9,981) |
Customer deposits | 9,832 | 2,056 |
Sales return liability | 1,380 | (597) |
Net cash flow from operating activities - continuing operations | (14,839) | (31,514) |
Net cash flow from operating activities - discontinued operations | (263) | (15,085) |
Net cash used in operating activities | (15,102) | (46,599) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (3,170) | (2,115) |
Net cash flow from investing activities - continuing operations | (3,170) | (2,115) |
Net cash flow from investing activities - discontinued operations | 11,314 | (80) |
Net cash provided by (used in) investing activities | 8,144 | (2,195) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock for employee stock-based plans | 1,474 | 529 |
Net proceeds from issuance of common stock | 39,226 | 264 |
Tax payments related to shares withheld for vested restricted stock units (RSUs) | (1,942) | (1,428) |
Gross borrowings under the Term Loan | 1,000 | |
Repayments under the Term Loan | (25,000) | |
Repayment of the Revolving Loan | (6,508) | |
Net proceeds from issuance of the Convertible Note | 60,000 | |
Payments of contingent consideration up to acquisition-date fair value | (4,550) | |
Deferred financing costs | (800) | (1,524) |
Net cash provided by financing activities | 34,408 | 32,985 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 27,450 | (15,809) |
Cash, cash equivalents and restricted cash at: | ||
Beginning of period | 55,300 | 87,951 |
End of period | 82,750 | 72,142 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets | ||
Cash and cash equivalents | 82,417 | 71,799 |
Restricted cash included in other assets | $ 333 | $ 343 |
Restricted Cash Noncurrent Asset Statement Of Financial Position Extensible List | us-gaap:OtherNoncurrentAssetsMember | us-gaap:OtherNoncurrentAssetsMember |
End of period | $ 82,750 | $ 72,142 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 2,082 | 2,742 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Property and equipment in accounts payable and accrued liabilities | $ 265 | 236 |
Deferred financing costs in accounts payable and accrued liabilities | 1,487 | |
Paycheck Protection Program | ||
Cash flows from financing activities: | ||
Gross borrowings under the PPP loan | $ 6,652 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1 . a. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Sientra, Inc. (“Sientra”, the “Company”, “we”, “our”, or “us”) in this Quarterly Report on Form 10-Q have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and the rules and regulations of the U.S. Securities and Exchange Commission, or SEC. Accordingly, they do not include certain footnotes and financial presentations normally required under accounting principles generally accepted in the United States of America for complete financial reporting. The interim financial information is unaudited, but reflects all normal adjustments and accruals which are, in the opinion of management, considered necessary to provide a fair presentation for the interim periods presented. The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on March 11, 2021, or the Annual Report. The results for the three and six months ended June 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021, any other interim periods, or any future year or period. As a result of the miraDry Sale discussed in Note 2, the miraDry business met the criteria to be reported as discontinued operations. Therefore, the Company is reporting the historical results of miraDry, including the results of operations, cash flows, and related assets and liabilities, as discontinued operations for all periods presented herein through the date of the Sale. Unless otherwise noted, the accompanying notes to the unaudited condensed consolidated financial statements have all been revised to reflect continuing operations only. As discussed in Note 11, following the Sale the Company has one operating segment in continuing operations named Plastic Surgery, formerly known as Breast Products. b. Liquidity Since the Company’s inception, it has incurred significant net operating losses and the Company anticipates that losses will continue in the near term. The Company expects its operating expenses will remain consistent with the current period and will need to generate significant net sales to achieve profitability. To date, the Company has funded operations primarily with proceeds from the sales of preferred stock, borrowings under term loans and the convertible note, sales of products since 2012, and the proceeds from the sale of common stock in public offerings. To fund ongoing operating and capital needs, the Company may need to raise additional capital in the future through the sale of equity securities and incremental debt financing. Sale of the miraDry business As mentioned above and discussed in Note 2, on May 11, 2021, the Company entered into a Purchase Agreement, pursuant to which the Company sold the miraDry business. On June 10, 2021, the Company received $11.3 million in cash. Debt financing – recent developments On February 5, 2021, the Company entered into a Second Amended and Restated Credit and Security Agreement (Term Loan), by and among the Company, certain of the Company’s wholly-owned subsidiaries (together with Sientra, the “Borrowers”), the lenders party thereto from time to time and MidCap Financial Trust, as administrative agent and collateral agent (“Agent”) (the “Restated Term Loan Agreement”). The Restated Term Loan Agreement amends and restates the Company’s existing Amended and Restated Credit and Security Agreement (Term Loan), dated as of July 1, 2019. Also on February 5, 2021, the Company entered into a Third Amendment to Amended and Restated Credit and Security Agreement (Revolving Loan), by and among the Borrowers, the lenders party thereto from time to time, and the Agent (the “Revolving Loan Amendment”). The Revolving Loan Amendment modified the Net Revenue (as defined therein) requirement in a manner consistent with the modification under the Restated Term Loan Agreement. In addition, the Revolving Loan Amendment made other conforming changes to the Restated Term Loan Agreement. See Note 7 to the condensed consolidated financial statements for a full description of all of the Company’s long-term debt, revolving line of credit, convertible note, and Paycheck Protection Program (PPP) loan. Equity financing – recent developments On February 8, 2021, the Company completed a follow-on public offering of 5,410,628 shares of common stock at $6.75 per share, as well as 811,594 additional shares of common stock pursuant to the full exercise of the over-allotment option granted to the underwriters. Net proceeds were approximately $39.2 million after deducting underwriting discounts and commissions of approximately $2.5 million and offering expenses of approximately $0.3 million. As of June 30, 2021, the Company had cash and cash equivalents of $82.4 million. The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company believes that its cash and cash equivalents will be sufficient to fund its operations for at least the next 12 months. c. Use of Estimates The preparation of the condensed consolidated financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. d. Recent Accounting Pronouncements Recently Adopted Accounting Standards In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Recently Issued Accounting Standards In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848)-Facilitation of the Effects of Reference Rate Reform on Financial Reporting e. Risks and Uncertainties Since December 2019, the global spread of COVID-19 has resulted in significant economic uncertainty, significant declines in business and consumer confidence and global demand in the non-essential healthcare industry (among others), a global economic slowdown, and could lead to a global recession. The cumulative effect of these disruptions have had, and may continue to have, an adverse impact on the Company’s business and its results of operations. The COVID-19 pandemic continues to evolve and the full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial condition, including sales, expenses, reserves and allowances, manufacturing, and employee-related amounts, will depend on future developments that are highly uncertain and unpredictable, including efficacy and adoption of vaccines, future resurgences of the virus and its variants, the speed at which government restrictions are lifted, hospitals and healthcare systems patient capacity, and the willingness and ability of patients to seek medical procedures due to safety concerns or financial hardship. The Company continues to monitor and assess new information related to the COVID-19 pandemic, the actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets. As an aesthetics company, surgical procedures involving the Company’s breast products are susceptible to local and national government restrictions, such as social distancing, “shelter in place” orders and business closures, due to the economic and logistical impacts these measures have on consumer demand as well as the practitioners’ ability to administer such procedures. The inability or limited ability to perform such non-emergency procedures significantly harmed the Company’s revenues since the second quarter of 2020 and continued to harm the Company’s revenues during the six months ended June 30, 2021. While many states have lifted certain restrictions on non-emergency procedures, the Company will likely continue to experience future harm to its revenues while existing or new restrictions remain in place. It is not possible to accurately predict the length or severity of the COVID-19 pandemic or the timing for a broad and sustained ability to perform non-emergency procedures involving the Company’s products. Further, the spread of COVID-19 has caused the Company to modify workforce practices, and the Company may take further actions determined to be in the best interests of the Company’s employees or as required by governments. In addition, capital markets and economies worldwide have also been negatively impacted by the COVID-19 pandemic, and it is possible that this can lead to a local and/or global economic recession, which may result in further harm to the aesthetics market. Such economic disruption could adversely affect the Company’s business. The continued spread of COVID-19, or another infectious disease, could also result in delays or disruptions in the Company’s supply chain or adversely affect the Company’s manufacturing facilities and personnel. Further, trade and/or national security protection policies may be adjusted as a result of the COVID-19 pandemic, such as actions by governments that limit, restrict or prevent the movement of certain goods into a country and/or region, and current U.S./China trade relations may be further exacerbated by the pandemic. The estimates used for, but not limited to, determining the collectability of accounts receivable, fair value of long-lived assets and goodwill, and sales returns liability required could be impacted by the pandemic. While the full impact of COVID-19 is unknown at this time, the Company has made appropriate estimates based on the facts and circumstances available as of the reporting date. These estimates may change as new events occur and additional information is obtained. f. Reclassifications Certain reclassifications have been made to prior year amounts to conform to the current year presentation. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | 2 . Discontinued Operations On June 10, 2021, the Company completed the sale of its miraDry business (the “Sale”) to miraDry Acquisition Company, Inc., a Delaware corporation (“Buyer”), an entity affiliated with 1315 Capital II, LP, as a result of the Company’s strategic decision to focus investment on its core Plastic Surgery segment, formerly known as Breast Products. The Sale was made pursuant to the terms and conditions of the Asset Purchase Agreement (the “Purchase Agreement”), dated May 11, 2021, among the Company and certain of its subsidiaries, Buyer, and, solely for purposes of Section 8.14 of the Purchase Agreement, 1315 Capital II, LP. The aggregate purchase price was $10.0 million, which after certain adjustments for agreed upon changes in the estimated net asset value amount of purchased assets and assumed liabilities resulted in net upfront cash proceeds to the Company of approximately $11.3 million. In connection with the Sale, the Company recognized a loss on sale of $2.5 million Subject to the terms and conditions of the Purchase Agreement, additional post close adjustments to the purchase price may be required based on the final net asset value of purchased assets and assumed liabilities as of the date of close, which is expected to be finalized within 120 days after the transaction close date. As such, a change in the loss associated with the Sale could occur in a future period, including upon such finalization of the purchase price with the Buyer. In accordance with the Purchase Agreement, assumed liabilities did not include product liabilities, environmental, and employee claims arising prior to the closing date. The Purchase Agreement also included customary representations and warranties, as well as certain covenants, including, among other things, that: (i) the Company will abide by certain non-solicitation, exclusivity, and non-competition covenants, and (ii) the Company would enter into a transition services agreement (“TSA”) to provide certain transition services related to the business. Under the TSA, the Company will provide certain post-closing services to the Buyer related to the miraDry business for a period of up to six months, including accounting, accounts receivable support, customer service, IT, regulatory, quality assurance, and clinical support. As consideration for these services, the Buyer will reimburse the Company for direct and certain indirect costs, as well as certain overhead or administrative expenses related to operating the business. The Company recognized $0.2 million of TSA fees and cost reimbursements in operating expenses from continuing operations in the condensed consolidated statement of operations for the three months ended June 30, 2021. As of June 30, 2021, the Company has not received any payments relating to the TSA services and has recorded a receivable of $0.2 million within other current assets in the condensed consolidated balance sheets. In connection with the accounts receivable support under the TSA, the Company received $1.8 million in customer payments during the period from June 10, 2021 through June 30, 2021, and has recorded a $1.8 million payable in accounts payable on the condensed consolidated balance sheets. Additionally, the Company and the Buyer entered into a sublease agreement whereby the Buyer will sublease the miraDry office space in Santa Clara, CA. The sublease term is for an initial period of six months, with a first option period of an additional six months and a subsequent option period of twelve months. During the three months ended June 30, 2021, the Company recognized $0.1 million of sublease income in general and administrative expenses in the condensed consolidated statements of operations. The Sale met the discontinued operations criteria given that the business is a component and represented a strategic shift. The following table presents the aggregate carrying amount s of major classes of assets and liabilities of discontinued operations (in thousands): June 30, December 31, 2021 2020 Assets of discontinued operations: Accounts receivable, net $ — $ 3,732 Inventories, net — 9,480 Prepaid expenses and other current assets 4 263 Current assets of discontinued operations 4 13,475 Property and equipment, net — 805 Total assets of discontinued operations $ 4 $ 14,280 Liabilities of discontinued operations: Accounts payable $ 6 $ 704 Accrued and other current liabilities 1,128 3,982 Total liabilities of discontinued operations $ 1,134 $ 4,686 The results of operations for the miraDry business were included in income (loss) from discontinued operations on the accompanying condensed consolidated statements of operations. The following table provides information regarding the results of discontinued operations (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2021 2020 2021 2020 Net sales $ 4,423 $ 3,139 $ 9,347 $ 7,600 Cost of goods sold 2,030 1,503 4,805 3,560 Gross profit 2,393 1,636 4,542 4,040 Operating expenses 1,491 4,711 1,687 21,535 Income (loss) from operations of discontinued operations 902 (3,075 ) 2,855 (17,495 ) Other income (expense), net (45 ) 6 (77 ) (64 ) Income (loss) from discontinued operations before income taxes 857 (3,069 ) 2,778 (17,559 ) Loss on sale of discontinued operations before income taxes (2,452 ) — (2,452 ) — Total income from discontinued operations before income taxes (1,595 ) (3,069 ) 326 (17,559 ) Income tax expense (benefit) — — — — Income (loss) from discontinued operations, net of income taxes $ (1,595 ) $ (3,069 ) $ 326 $ (17,559 ) The results of the miraDry business, including the results of operations, cashflows, and related assets and liabilities are reported as discontinued operations for all periods presented herein. |
Revenue
Revenue | 6 Months Ended |
Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue | 3 . Revenue The Company generates revenue primarily through the sale and delivery of promised goods or services to customers. Sales prices are documented in the executed sales contract, purchase order or order acknowledgement prior to the transfer of control to the customer. Typical payment terms are 30 days. Revenue contracts may include multiple products or services, each of which is considered a separate performance obligation. Performance obligations typically include the delivery of promised products, such as breast implants, tissue expanders, and BIOCORNEUM, along with service-type warranties. Other deliverables are sometimes promised but are ancillary and insignificant in the context of the contract as a whole. Revenue is allocated to each performance obligation based on its relative standalone selling price. The Company determines standalone selling prices based on observable prices for all performance obligations with the exception of the service-type warranty under the Platinum20 Limited Warranty Program, or Platinum20. The liability for unsatisfied performance obligations under the service warranty as of June 30, 2021 were as follows: Six Months Ended June 30, 2021 Balance as of December 31, 2020 $ 1,945 Additions and adjustments 890 Revenue recognized (275 ) Balance as of June 30, 2021 $ 2,560 Revenue for service warranties are recognized ratably over the term of the agreements. Specifically for Platinum20, the performance obligation is satisfied at the time that the benefits are provided and are expected to be satisfied over the following 3 to 24 month period for financial assistance and 20 years for product replacement. For delivery of promised products, control transfers and revenue is recognized upon shipment, unless the contractual arrangement requires transfer of control when products reach their destination, for which revenue is recognized once the product arrives at its destination. A portion of the Company’s revenue is generated from the sale of consigned inventory of breast implants and tissue expanders maintained at doctor, hospital, and clinic locations. For these products, revenue is recognized at the time the Company is notified by the customer that the product has been used, not when the consigned products are delivered to the customer’s location. Sales Return Liability With the exception of the Company’s BIOCORNEUM scar management products, the Company allows for the return of products from customers within six months after the original sale, which is accounted for as variable consideration. A sales return liability is established based on estimated returns using relevant historical experience taking into consideration recent gross sales and notifications of pending returns, as adjusted for changes in recent industry events and trends. The estimated sales returns are recorded as a reduction of revenue and as a sales return liability in the same period revenue is recognized. Actual sales returns in any future period are inherently uncertain and thus may differ from the estimates. If actual sales returns differ significantly from the estimates, an adjustment to revenue in the current or subsequent period would be recorded. The following table provides a rollforward of the sales return liability (in thousands): Six Months Ended June 30, 2021 2020 Beginning balance $ 9,192 $ 8,116 Addition to reserve for sales activity 77,464 49,911 Actual returns (74,905 ) (50,450 ) Change in estimate of sales returns (1,179 ) (59 ) Ending balance $ 10,572 $ 7,518 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2021 | |
Financial Instruments Owned At Fair Value [Abstract] | |
Fair Value of Financial Instruments | 4 . Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, customer deposits and sales return liability are reasonable estimates of their fair value because of the short maturity of these items. The fair value of the common stock warrant liability, contingent consideration, and the convertible feature related to the convertible note are discussed in Note 5. The fair value of the debt is based on the amount of future cash flows associated with the instrument discounted using the Company’s market rate. As of June 30, 2021, the carrying value of the long-term debt was not materially different from the fair value. As of June 30, 2021, the carrying value and fair value of the convertible note were as follows (in thousands): June 30, 2021 Carrying Value Fair Value Convertible note $ 45,879 $ 42,030 |
Balance Sheet Components
Balance Sheet Components | 6 Months Ended |
Jun. 30, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Balance Sheet Components | 5 . Balance Sheet Components a. Inventories Inventories, net consist of the following (in thousands): June 30, December 31, 2021 2020 Raw materials $ 2,105 $ 3,788 Work in progress 6,881 10,710 Finished goods 32,620 21,254 Finished goods - right of return 3,700 3,416 $ 45,306 $ 39,168 b. Property and Equipment Property and equipment, net consist of the following (in thousands): June 30, December 31, 2021 2020 Leasehold improvements $ 2,574 $ 2,523 Manufacturing equipment and toolings 9,032 8,362 Computer equipment 3,914 2,522 Software 3,692 3,010 Office equipment 167 167 Furniture and fixtures 1,184 1,040 20,563 17,624 Less accumulated depreciation (6,717 ) (5,323 ) $ 13,846 $ 12,301 Depreciation expense for the three months ended June 30, 2021 and 2020 was $0.8 million and $0.4 million, respectively. Depreciation expense for the six months ended June 30, 2021 and 2020 was $1.5 million and $0.5 million, respectively. c. Goodwill and Other Intangible Assets, net Following the sale of the miraDry business, the Company has one reporting unit, Plastic Surgery, formerly known as Breast Products. The Company evaluates goodwill for impairment at least annually on October 1 st The carrying amount of goodwill during the six months ended June 30, 2021 and the year ended December 31, 2020 were as follows (in thousands): Plastic Surgery Balances as of December 31, 2020 Goodwill 23,480 Accumulated impairment losses (14,278 ) Goodwill, net $ 9,202 Balances as of June 30, 2021 Goodwill 23,480 Accumulated impairment losses (14,278 ) Goodwill, net $ 9,202 As of June 30, 2021, the Plastic Surgery reporting unit had a negative carrying value. The components of the Company’s other intangible assets consist of the following (in thousands): Average Amortization June 30, 2021 Period Gross Carrying Accumulated Intangible (in years) Amount Amortization Assets, net Intangibles with definite lives Customer relationships 10 $ 4,940 $ (4,040 ) $ 900 Trade names - finite life 12 800 (356 ) 444 Non-compete agreement 2 80 (80 ) — Regulatory approvals 1 670 (670 ) — Acquired FDA non-gel product approval 11 1,713 (1,713 ) — Manufacturing know-how 19 8,240 (1,258 ) 6,982 Total definite-lived intangible assets $ 16,443 $ (8,117 ) $ 8,326 Intangibles with indefinite lives Trade names - indefinite life — 450 — 450 Total indefinite-lived intangible assets $ 450 $ — $ 450 Average Amortization December 31, 2020 Period Gross Carrying Accumulated Intangible (in years) Amount Amortization Assets, net Intangibles with definite lives Customer relationships 10 $ 4,940 $ (3,856 ) $ 1,084 Trade names - finite life 12 800 (322 ) 478 Non-compete agreement 2 80 (80 ) — Regulatory approvals 1 670 (670 ) — Acquired FDA non-gel product approval 11 1,713 (1,713 ) — Manufacturing know-how 19 8,240 (865 ) 7,375 Total definite-lived intangible assets $ 16,443 $ (7,506 ) $ 8,937 Intangibles with indefinite lives Trade names - indefinite life — 450 — 450 Total indefinite-lived intangible assets $ 450 $ — $ 450 Amortization expense for both the three months ended June 30, 2021 and 2020 were $0.3 million. Amortization expense for the six months ended June 30, 2021 and 2020 was $0.6 million and $0.7 million, respectively. The following table summarizes the estimated amortization expense relating to the Company's definite-lived intangible assets as of June 30, 2021 (in thousands): Amortization Period Expense 2021 $ 610 2022 1,163 2023 1,092 2024 948 2025 805 Thereafter 3,708 $ 8,326 d. Accrued and Other Current Liabilities Accrued and other current liabilities consist of the following (in thousands): June 30, December 31, 2021 2020 Payroll and related expenses $ 3,438 $ 3,003 Accrued severance 241 2,900 Accrued commissions 2,830 4,734 Accrued manufacturing 102 225 Deferred and contingent consideration, current portion 3,197 10,146 Audit, consulting and legal fees 76 48 Accrued sales and marketing expenses 157 300 Lease liabilities 1,555 1,588 Other 8,025 5,464 $ 19,621 $ 28,408 e . Accrued warranties The following table provides a rollforward of the accrued assurance-type warranties (in thousands): Six Months Ended June 30, 2021 2020 Balance as of January 1 $ 1,934 $ 1,397 Warranty costs incurred during the period (109 ) (51 ) Changes in accrual related to warranties issued during the period 432 206 Changes in accrual related to pre-existing warranties 12 (5 ) Balance as of June 30 $ 2,269 $ 1,547 As of June 30, 2021 and 2020, both balances are included in “Warranty reserve and other long-term liabilities”. f. Liabilities measured at fair value Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1 — Quoted prices in active markets for identical assets or liabilities. • Level 2 — Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. Common stock warrants The Company’s common stock warrant liabilities are carried at fair value determined according to the fair value hierarchy described above. The Company has utilized an option pricing valuation model to determine the fair value of its outstanding common stock warrant liabilities. The inputs to the model include fair value of the common stock related to the warrant, exercise price of the warrant, expected term, expected volatility, risk-free interest rate and dividend yield. The warrants are valued using the fair value of common stock as of the measurement date. The Company estimates its expected stock volatility based on company-specific historical and implied volatility information of its stock. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve for time periods approximately equal to the remaining contractual term of the warrants. The Company has estimated a 0% dividend yield based on the expected dividend yield and the fact that the Company has never paid or declared dividends. As several significant inputs are not observable, the overall fair value measurement of the warrants is classified as Level 3. Contingent consideration The Company assessed the fair value of the contingent consideration for future royalty payments related to the acquisition of BIOCORNEUM and the contingent consideration for the future milestone payments related to the acquisition of miraDry using a Monte-Carlo simulation model. The contingent consideration related to the acquisition of BIOCORNEUM consist of royalty obligations based on future net sales for a defined term, beginning in 2024. The significant assumption utilized in the fair value measurement was the revenue discount rate, which was 21.0 %. The contingent consideration for milestone payments related to the acquisition of miraDry was based on the timing of achievement of target net sales, which is estimated based on an internal management forecast. The significant assumption utilized in the fair value measurement was the miraDry company discount rate, which was 11.2 %. As these inputs are not observable, the overall fair value measurement of the contingent consideration is classified as Level 3 . Derivative liability The Company assesses on a quarterly basis the fair value of the derivative liability associated with the conversion feature in the convertible note due in 2025. The conversion feature was bifurcated and recorded as a derivative liability on the condensed consolidated balance sheets with a corresponding discount at the date of issuance that is netted against the principal amount of the note. The Company utilizes a binomial lattice method to determine the fair value of the conversion feature, which utilizes inputs including the common stock price, volatility of common stock, the risk-free interest rate and the probability of conversion to common shares at the Base Conversion Rate in the event of a major transaction (e.g. a change in control). As the probability of conversion is a significant unobservable input, the overall fair value measurement of the conversion feature is classified as Level 3. The following tables present information about the Company’s liabilities that are measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020 and indicate the level of the fair value hierarchy utilized to determine such fair value (in thousands): Fair Value Measurements as of June 30, 2021 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — $ — $ — $ — Liability for contingent consideration — — 109 109 Liability for derivative — — 76,580 76,580 $ — $ — $ 76,689 $ 76,689 Fair Value Measurements as of December 31, 2020 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — $ — $ — $ — Liability for contingent consideration — — 7,026 7,026 Liability for derivative — — 26,570 26,570 $ — $ — $ 33,596 $ 33,596 The following table provides a rollforward of the aggregate fair values of the Company’s liabilities for which fair value is determined by Level 3 inputs (in thousands): Contingent consideration liability Derivative liability Balance, December 31, 2020 $ 7,026 $ 26,570 Change in fair value 49 50,010 Settlements (6,966 ) — Balance, June 30, 2021 $ 109 $ 76,580 The liability for the current portion of contingent consideration is included in “Accrued and other current liabilities” and the long-term portion is included in “Deferred and contingent consideration” in the condensed consolidated balance sheets. The liability for the conversion feature related to the convertible note is included in “Derivative liability” in the condensed consolidated balance sheets. The Company recognizes changes in the fair value of the derivative liability in “Change in fair value of derivative liability” in the condensed consolidated statement of operations and changes in the contingent consideration are recognized in “General and administrative” expense in the condensed consolidated statement of operations. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Leases | 6 . Leases Components of lease expense were as follows: Three Months Ended June 30, Six Months Ended June 30, Lease Cost Classification 2021 2020 2021 2020 Operating lease cost Operating expenses $ 405 $ 428 $ 834 $ 841 Operating lease cost Inventory 124 117 223 233 Sublease income Operating expenses (69 ) — (69 ) — Total operating lease cost $ 460 $ 545 $ 988 $ 1,074 Finance lease cost Amortization of right-of-use assets Operating expenses 9 10 18 21 Amortization of right-of-use assets Inventory 12 9 23 13 Interest on lease liabilities Other income (expense), net 2 3 4 4 Total finance lease cost $ 23 $ 22 $ 45 $ 38 Total lease cost $ 483 $ 567 $ 1,033 $ 1,112 As mentioned above in Note 2, as part of the sale of the miraDry business the Company entered into a sublease agreement whereby the Buyer will sublease the miraDry office space in Santa Clara, CA. The initial sublease term is for six months, with a first option period of an additional six months and a subsequent option period of twelve months. During the initial term of six months, the Company expects cash receipts of approximately $0.5 million. Short-term lease expense for the three and six months ended June 30, 2021 and 2020 was not material. Supplemental cash flow information related to operating and finance leases for the six months ended June 30, 2021 Six Months Ended June 30, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 824 $ 909 Operating cash outflows from finance leases 42 36 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ — $ 1,106 Finance leases — 157 Supplemental balance sheet information related to operating and finance leases was as follows (in thousands, except lease term and discount rate): June 30, December 31, 2021 2020 Reported as: Other assets Operating lease right-of-use assets $ 6,370 $ 7,176 Finance lease right-of-use assets 117 158 Total right-of use assets $ 6,487 $ 7,334 Accrued and other current liabilities Operating lease liabilities $ 1,476 $ 1,504 Finance lease liabilities 78 84 Warranty reserve and other long-term liabilities Operating lease liabilities 5,206 5,946 Finance lease liabilities 53 77 Total lease liabilities $ 6,813 $ 7,611 Weighted average remaining lease term (years) Operating leases 4 5 Finance leases 2 2 Weighted average discount rate Operating leases 7.81 % 7.75 % Finance leases 6.22 % 6.15 % As of June 30, 2021, maturities of the Company’s operating and finance lease liabilities are as follows (in thousands): Period Operating leases Finance leases Total Remainder of 2021 $ 1,054 $ 48 $ 1,102 2022 1,920 57 1,977 2023 1,968 32 2,000 2024 1,507 1 1,508 2025 579 — 579 2026 and thereafter 955 — 955 Total lease payments $ 7,983 $ 138 $ 8,121 Less imputed interest 1,301 7 1,308 Total lease liabilities $ 6,682 $ 131 $ 6,813 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | 7 . Debt Term Loan and Revolving Loan On July 25, 2017, the Company entered into a Term Loan Credit and Security Agreement and a Revolving Loan Credit and Security Agreement with MidCap Financial Trust (“MidCap”), which replaced the Company’s prior Silicon Valley Bank Loan Agreement. Both agreements were amended and restated on July 1, 2019 and further amended on November 7, 2019 (as so amended, the “Restated Term Loan Agreement” and the “Restated Revolving Credit Agreement” and, together, the “Credit Agreements”). The Restated Term Loan Agreement provided for the following tranches: (i) a $35 million term loan facility drawn at signing, (ii) a $5 million term loan facility drawn at signing, (iii) at any time after September 30, 2020 to December 31, 2020, a $10.0 million term loan facility (subject to the satisfaction of certain conditions, including evidence that the Company’s net revenue for the past 12 months was greater than or equal to $100.0 million), and (iv) until December 31, 2020 and upon the consent of the agent and the lenders following a request from the Company, an additional $15.0 million term loan facility. The loan matures on July 1, 2024 and carries an interest rate of LIBOR plus 7.50%. The Company will make monthly payments of accrued interest from the funding date until July 31, 2021, to be followed by monthly installments of principal and interest through the maturity date. The Company may prepay some or all of the principal prior to its maturity date provided the Company pays MidCap a prepayment fee. The loan provided that the Company shall pay an exit fee equal to 5.0% of the aggregate amount of all term loans funded to the Company. On May 11, 2020, the Company entered into the Second Amendment to the Amended and Restated Credit and Security Agreement (Term Loan), by and among the Company, certain of the Company’s subsidiaries, the lenders party thereto and MidCap Financial Trust as agent (the “Term Amendment”). The Term Amendment provided for, among other things, the prepayment by the Company of $25.0 million of outstanding principal, $0.1 million of accrued interest, and $1.25 million in prepaid exit fees with the parties agreeing to waive the prepayment fee with respect to these amounts. The Term Amendment increased the tranche 3 commitment amount from $10.0 million to $15.0 million, extended the tranche 3 termination date from December 31, 2020 to June 30, 2021, and amended certain conditions upon which the tranche 3 commitment can be withdrawn , including evidence that the Company’s net revenue for the past six months was greater than or equal to $30.0 million On February 5, 2021, the Company entered into a Second Amended and Restated Credit and Security Agreement (Term Loan), by and among the Company, certain of the Company’s subsidiaries, the lenders party thereto from time to time and MidCap Financial Trust, as administrative agent and collateral agent (“Agent”) (the “Restated Term Loan Agreement”). The Restated Term Loan Agreement amends and restates the Company’s existing Amended and Restated Credit and Security Agreement, dated as of July 1, 2019. Pursuant to the Restated Term Loan Agreement, tranche 3 commitments were reduced from $15 million to $1 million and were advanced on the effective date of the Restated Term Loan Agreement and the remaining unfunded tranche of $15 million was revised to two $5 million As of June 30, 2021, there was $16.0 million of outstanding principal related to the term loans and $1.3 million of unamortized debt issuance costs which are included in “Long-term debt” on the condensed consolidated balance sheets. The Restated Revolving Credit Agreement provides for, among other things, a revolving loan of up to $10.0 million. The amount of loans available to be drawn under the Revolving Credit Agreement is based on a borrowing base equal to 85% of the net collectible value of eligible accounts receivable plus 40% of eligible finished goods inventory, or the Borrowing Base, provided that availability from eligible finished goods inventory does not exceed 20% of the Borrowing Base. The revolving loan carries an interest rate of LIBOR plus 4.50%. The Company may make (subject to the applicable borrowing base at the time) and repay borrowings from time to time until the maturity of the facility on July 1, 2024. On May 11, 2020, the Company entered into the Second Amendment to Amended and Restated Credit and Security Agreement (Revolving Loan), by and among the Company, certain of the Company’s subsidiaries, the lenders party thereto and MidCap Financial Trust as agent (the “Revolving Amendment”). The Revolving Amendment included conforming changes to reflect the changes in the Term Amendment. In addition, the Revolving Amendment reduced the borrowing base by the portion of the eligible inventory previously included in the calculation. Also on February 5, 2021, the Company entered into a Third Amendment to the Amended and Restated Credit and Security Agreement (Revolving Loan), by and among the Company, the lenders party thereto from time to time, and the Agent (the “Revolving Loan Amendment”). The Revolving Loan Amendment modified the net revenue requirement in a manner consistent with the modification under the Restated Term Loan Agreement. In addition, the Revolving Loan Amendment made other conforming changes to the Restated Term Loan Agreement. As of June 30, 2021, there were no borrowings outstanding under the Revolving Loan. As of June 30, 2021, the unamortized debt issuance costs related to the revolving loan was approximately $0.1 million and was included in “Other assets” on the condensed consolidated balance sheets. The amortization of debt issuance costs on the term loan and the revolving loan for the three months ended June 30, 2021 and 2020 were $0.1 million and $0.4 million, respectively. The amortization of debt issuance costs on the term loan and revolving loan for the six months ended June 30, 2021 and 2020 was $0.3 million and $0.5 million, respectively, and was included in interest expense in the condensed consolidated statements of operations. The Credit Agreements include customary affirmative and restrictive covenants and representations and warranties, including a financial covenant for minimum revenues, a financial covenant for minimum cash requirements, a covenant against the occurrence of a “change in control,” financial reporting obligations, and certain limitations on indebtedness, liens, investments, distributions, collateral, mergers or acquisitions, taxes, and deposit accounts. Upon the occurrence of an event of default, a default interest rate of an additional 5.0% may be applied to any outstanding principal balances, and MidCap may declare all outstanding obligations immediately due and payable and take such other actions as set forth in the Credit Agreements. The Company’s obligations under the Credit Agreements are secured by a security interest in substantially all of the Company’s assets. Convertible Note On March 11, 2020, the Company issued $60.0 million of unsecured and subordinated convertible notes with an interest rate of 4.00% (“Note”) to Deerfield Partners, L.P. (“Holder”) in order to fund ongoing operations. The Note matures on March 11, 2025, subject to earlier conversion by the option of the Holder at any time in whole or in part into common shares of the Company, for a period up to five years. Upon conversion by the Holder, the Company shall deliver, shares of the Company’s common stock at a conversion rate of 14,634 per $1,000 principal amount of the Note (which represents an initial conversion rate price of $4.10), or the Base Conversion Rate, in each case subject to customary anti-dilution adjustments. In addition to the typical anti-dilution adjustment, the Note also provides the Holder with additional consideration (“Make-Whole Provision”) beyond the settlement of the conversion obligation, in the event of a major transaction prior to maturity (e.g. a change in control). Upon conversion by the Holder in the event of a major transaction, the Company shall deliver, either cash, shares of the Company’s common stock or a combination of cash and common stock at the Base Conversion rate plus the additional consideration from the Make-Whole Provision. The $60.0 million principal amount of the Note is not payable until the maturity date of March 11, 2025, unless converted to equity earlier. Beginning on July 1, 2020, the Company pays quarterly interest in cash on the Note at 4.00% per annum. The conversion features in the outstanding convertible debt instrument are accounted for as a free-standing embedded derivative bifurcated from the principal balance of the Note, as (1) the conversion features are not clearly and closely related to the debt instrument and are not considered to be indexed to the Company’s equity, (2) the conversion features standing alone meet the definition of a derivative, and (3) the Note is not remeasured at fair value each reporting period with changes in fair value recorded in the condensed consolidated statement of operations. The initial embedded derivative liability of $16.1 million was recorded as a non-current liability on the condensed consolidated balance sheet and is remeasured to fair value at each balance sheet date with a resulting non-cash gain or loss related to the change in the fair value being charged to earnings (loss). As of June 30, 2021 June 30, 2021 three months ended June 30, 2021 million. For the six months ended June 30, 2021 and Both were included in interest expense in the condensed consolidated statements of operations. CARES Act On April 20, 2020, the Company was granted a loan of $6.7 million under the Paycheck Protection Program of the CARES Act, or the PPP Loan, from Silicon Valley Bank, or the Lender. The PPP Loan matures on April 20, 2022, or the Maturity Date, and bears interest at a rate of 1.0% per annum. Under the terms of the PPP Loan, the Company will make no payments until the date which forgiveness of the PPP Loan is determined, which can be up to 10 months following the end of the covered period (which is defined as 24 weeks from the date of the loan), or the Deferral Period. Commencing one month after the expiration of the Deferral Period, and continuing on the same day of each month until the Maturity Date, the Company will pay to Lender monthly payments of principal and interest, in an amount required to fully amortize the principal amount outstanding on the PPP Loan on the last day of the Deferral Period by the Maturity Date. As of June 30, 2021, $6.7 million is recorded in “Current portion of long-term debt” on the Company’s condensed consolidated balance sheets. All or a portion of the PPP Loan may be forgiven upon submission of documentation of expenditures in accordance with certain specified requirements. Under the CARES Act, loan forgiveness is available for the sum of documented payroll costs, covered rent payments, covered mortgage interest and covered utilities during the 24-week period beginning on the date of loan approval. Not more than 40% of the forgiven amount may be for non-payroll costs. The amount of the PPP Loan eligible to be forgiven will be reduced if the Company’s full-time headcount declines, or if salaries and wages for employees with salaries of $100,000 or less annually are reduced by more than 25%. The Company will be required to repay any portion of the outstanding principal that is not forgiven, along with accrued interest, in accordance with the amortization schedule described above. The Company has elected to account for the PPP loan in accordance with ASC 470 – Debt, and any forgiveness of the loan will be treated as a gain on extinguishment within the condensed consolidated statement of operations. On July 30, 2021, the Company was notified by Silicon Valley Bank that they received payment in full from the Small Business Administration for the amount of the Company's PPP Loan and the Company's PPP Loan had been fully forgiven. Future Principal Payments of Debt The future schedule of principal payments for all outstanding debt as of June 30, 2021 was as follows (in thousands): Fiscal Year Remainder of 2021 $ 3,326 2022 3,326 2023 10,105 2024 5,895 2025 60,000 Total $ 82,652 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stockholders' Equity | 8 . Stockholders’ Equity a. Authorized Stock The Company’s Amended and Restated Certificate of Incorporation authorizes the Company to issue 210,000,000 shares of common and preferred stock, consisting of 200,000,000 shares of common stock with $0.01 par value and 10,000,000 shares of preferred stock with $0.01 par value. As of June 30, 2021 and December 31, 2020, the Company had no preferred stock issued or outstanding. b. Common Stock Warrants On January 17, 2013, the Company entered into a Loan and Security Agreement, or the Original Term Loan Agreement, with Oxford Finance, LLC, or Oxford. On June 30, 2014, the Company entered into an Amended and Restated Loan and Security Agreement, or the Amended Term Loan Agreement, with Oxford. In connection with the Original Term Loan Agreement and the Amended Term Loan Agreement, the Company issued to Oxford (i) seven-year seven-year c. Stock Option Plans In April 2007, the Company adopted the 2007 Equity Incentive Plan, or the 2007 Plan. The 2007 Plan provides for the granting of stock options to employees, directors and consultants of the Company. Options granted under the 2007 Plan may either be incentive stock options or nonstatutory stock options. Incentive stock options, or ISOs, may be granted only to Company employees. Nonstatutory stock options, or NSOs, may be granted to all eligible recipients. A total of 1,690,448 shares of the Company’s common stock were initially reserved for issuance under the 2007 Plan. The Company’s board of directors adopted the 2014 Equity Incentive Plan, or 2014 Plan, in July 2014, and the stockholders approved the 2014 Plan in October 2014. The 2014 Plan became effective upon completion of the IPO on November 3, 2014, at which time the Company ceased granting awards under the 2007 Plan. Under the 2014 Plan, the Company may issue ISOs, NSOs, stock appreciation rights, restricted stock awards, restricted stock unit awards and other forms of stock awards, or collectively, stock awards, all of which may be granted to employees, including officers, non-employee directors and consultants of the Company and their affiliates. ISOs may be granted only to employees. A total of 1,027,500 shares of common stock were initially reserved for issuance under the 2014 Plan, subject to certain annual increases. As of June 30, 2021, a total of 1,715,812 shares of the Company’s common stock were available for issuance under the 2014 Plan. Pursuant to a board-approved Inducement Plan, the Company may issue NSOs and restricted stock unit awards, or collectively, stock awards, all of which may only be granted to new employees of the Company and their affiliates in accordance with NASDAQ Stock Market Rule 5635(c)(4) as an inducement material to such individuals entering into employment with the Company. As of June 30, 2021, inducement grants for 1,822,120 shares of common stock have been awarded, and 665,929 shares of common stock were available for future issuance under the Inducement Plan. Options under the 2007 Plan and the 2014 Plan may be granted for periods of up to ten years as determined by the Company’s board of directors, provided, however, that (i) the exercise price of an ISO shall not be less than 100% of the estimated fair value of the shares on the date of grant, and (ii) the exercise price of an ISO granted to a more than 10% shareholder shall not be less than 110% of the estimated fair value of the shares on the date of grant. An NSO has no such exercise price limitations. NSOs under the Inducement Plan may be granted for periods of up to ten years as determined by the board of directors, provided, the exercise price will not be less than 100% of the estimated fair value of the shares on the date of grant. Options generally vest with 25% of the grant vesting on the first anniversary and the balance vesting monthly on a straight-lined basis over the requisite service period of three additional years for the award. Additionally, options have been granted to certain key executives that vest upon achievement of performance conditions based on performance targets as defined by the board of directors, which have included net sales targets and defined corporate objectives over the performance period with possible payout ranging from 0% to 100% of the target award. Compensation expense is recognized on a straight-lined basis over the vesting term of one year based upon the probable performance target that will be met. The vesting provisions of individual options may vary but provide for vesting of at least 25% per year. The following summarizes all option activity under the 2007 Plan, 2014 Plan and Inducement Plan: Weighted Weighted average average remaining Option exercise contractual Shares price term (year) Balances at December 31, 2020 1,959,501 $ 4.79 5.92 Exercised (36,363 ) 3.99 Forfeited (111,587 ) 7.39 Balances at June 30, 2021 1,811,551 $ 4.65 5.71 For stock-based awards the Company recognizes compensation expense based on the grant date fair value using the Black-Scholes option valuation model. Stock-based compensation expense related to stock options for the three and six months ended June 30, 2021 were $0.2 million and $0.3 million, respectively. There was no stock-based compensation expense related to stock options for the three and six months ended June 30, 2020. As of June 30, 2021, unrecognized compensation costs related to stock options was $1.8 million. d. Restricted Stock Units The Company has issued restricted stock unit awards, or RSUs, under the 2014 Plan and the Inducement Plan. The RSUs issued to employees generally vest on a straight-line basis annually over a 3-year requisite service period. RSUs issued to non-employees generally vest either monthly or annually over the service term. In 2020, the Company implemented a sell-to-cover program for employees who elect to sell shares to cover any withholding taxes due upon vesting. For employees who do not elect to sell shares to cover withholding taxes, the Company nets shares upon vesting and pays the withholding taxes directly. Activity related to RSUs is set forth below: Weighted average Number grant date of shares fair value Balances at December 31, 2020 3,093,790 $ 6.97 Granted 1,474,916 7.34 Vested (1,026,655 ) 5.82 Forfeited (202,893 ) 2.19 Balances at June 30, 2021 3,339,158 $ 7.78 Stock-based compensation expense for RSUs for the three months ended June 30, 2021 and 2020 was $2.3 million and $1.5 million, respectively. Stock-based compensation expense for RSUs for the six months ended June 30, 2021 and 2020 was $5.2 million and $3.4 million, respectively. As of June 30, 2021, there was $13.4 million of total unrecognized compensation costs related to non-vested RSU awards. The cost is expected to be recognized over a weighted average period of approximately 2.04 years. e. Employee Stock Purchase Plan The Company’s board of directors adopted the 2014 Employee Stock Purchase Plan, or ESPP, in July 2014, and the stockholders approved the ESPP in October 2014. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. The ESPP provides for offering periods not to exceed 27 months, and each offering period will include purchase periods, which will be the approximately six-month During the six months ended June 30, 2021, employees purchased 95,919 shares of common stock at a weighted average price of $3.37 per share. As of June 30, 2021, the number of shares of common stock available for future issuance was 1,356,767. The Company estimated the fair value of employee stock purchase rights using the Black-Scholes model. Stock-based compensation expense related to the ESPP was $0.2 million for both the three months ended June 30, 2021 and 2020. Stock-based compensation expense related to the ESPP was $0.3 million for both the six months ended June 30, 2021 and 2020. f . Significant Modifications During the six months ended June 30, 2021 and 2020, there were no material modifications of equity awards. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 9 . Net Loss Per Share Basic net loss per share attributable to common stockholders is computed by dividing net loss by the weighted average number of common shares outstanding during each period. Diluted net loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares and dilutive potential common share equivalents then outstanding, to the extent they are dilutive. Potential common shares consist of shares issuable upon the exercise of stock options and warrants (using the treasury stock method). Dilutive net loss per share is the same as basic net loss per share for all periods presented because the effects of potentially dilutive items were anti-dilutive. Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Loss from continuing operations $ (18,539 ) $ (31,208 ) $ (75,150 ) $ (45,330 ) Income (loss) from discontinued operations, net of income taxes (1,595 ) (3,069 ) 326 (17,559 ) Net loss $ (20,134 ) $ (34,277 ) $ (74,824 ) $ (62,889 ) Weighted average common shares outstanding, basic and diluted 57,647,883 50,145,538 56,003,274 50,031,105 Basic and diluted net loss per share attributable to common stockholders Continuing operations $ (0.32 ) $ (0.62 ) $ (1.34 ) $ (0.91 ) Discontinued operations (0.03 ) (0.06 ) 0.01 (0.35 ) Basic and diluted net loss per share $ (0.35 ) $ (0.68 ) $ (1.34 ) $ (1.26 ) The Company excluded the following potentially dilutive securities, outstanding as of June 30, 2021 and 2020, from the computation of diluted net loss per share attributable to common stockholders for the three and six months ended June 30, 2021 and 2020 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods. June 30, 2021 2020 Stock options to purchase common stock 1,811,551 1,583,631 Warrants for the purchase of common stock 17,040 32,375 Equity contingent consideration 607,442 607,442 Stock issuable upon conversion of convertible note 16,175,862 19,733,352 18,611,895 21,956,800 The Company uses the if-converted method for calculating any potential dilutive effects of the convertible note. The Company did not adjust the net loss for the three and six months ended June 30, 2021 to eliminate any interest expense or gain/loss for the derivative liability related to the note in the computation of diluted loss per share, as the effects would be anti-dilutive. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10 . Income Taxes The Company the Company |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | 1 1 . Segment Information Following the sale of the miraDry business on June 10, 2021, the Company has one reportable segment named Plastic Surgery, formally known as Breast Products. The Plastic Surgery segment focuses on sales of silicone gel breast implants, tissue expanders and scar management products under the brands Sientra Round, Sientra Teardrop, AlloX2, Dermaspan, Softspan and BIOCORNEUM. The net sales, net operating loss and net assets for the Plastic Surgery segment are presented in the condensed consolidated statement of operations and condensed consolidated balance sheets as continuing operations. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 1 2 . Commitments and Contingencies The Company is subject to claims and assessment from time to time in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated. Product Liability Litigation On October 7, 2019, a lawsuit was filed in the Superior Court of the State of California against the Company and Silimed Industria de Implantes Ltda. (the Company’s former contract manufacturer). The lawsuit alleges that the Company’s textured breast implants caused certain of the plaintiffs to develop a condition known as breast implant associated anaplastic large cell lymphoma (“BIA-ALCL”), and that the Company is liable to the plaintiffs based on claims for strict liability (failure to warn), strict liability (defective manufacture), negligence and loss of consortium. On January 21, 2020, the Company filed a demurrer to the plaintiff’s complaint, which demurrer the Court granted in a tentative ruling dated March 9, 2021 with leave to replead. The Plaintiffs filed an amended complaint on April 6, 2021 and the Company filed a demurrer to that complaint on May 6, 2021. Briefing on the demurrer is complete and oral argument is presently scheduled for September 2021. The Company intends to vigorously defend itself in this lawsuit. Given the nature of this case, the Company is unable to estimate the reasonably possible loss or range of loss, if any, arising from this matter. On September 23, 2020, a lawsuit was filed in the Eastern District of Tennessee against the Company. The lawsuit alleges that the Company’s textured breast implants caused certain of the plaintiffs to develop a condition known as breast implant associated anaplastic large cell lymphoma (“BIA-ALCL”), and that the Company is liable to the plaintiffs based on claims for negligence, strict liability (manufacturing defects), strict liability (failure to warn), breach of express and implied warranties, and punitive damages. The Company filed a motion to dismiss the complaint on December 7, 2020. Briefing on the motion is complete and oral argument is presently scheduled for January 2022. The Company intends to vigorously defend itself in this lawsuit. Given the nature of this case, the Company is unable to estimate the reasonably possible loss or range of loss, if any, arising from this matter. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events On July 30, 2021, the Company was notified by Silicon Valley Bank that they received payment in full from the Small Business Administration for the amount of the Company's PPP Loan and the Company's PPP Loan had been fully forgiven. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | a. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of Sientra, Inc. (“Sientra”, the “Company”, “we”, “our”, or “us”) in this Quarterly Report on Form 10-Q have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and the rules and regulations of the U.S. Securities and Exchange Commission, or SEC. Accordingly, they do not include certain footnotes and financial presentations normally required under accounting principles generally accepted in the United States of America for complete financial reporting. The interim financial information is unaudited, but reflects all normal adjustments and accruals which are, in the opinion of management, considered necessary to provide a fair presentation for the interim periods presented. The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 filed with the SEC on March 11, 2021, or the Annual Report. The results for the three and six months ended June 30, 2021 are not necessarily indicative of results to be expected for the year ending December 31, 2021, any other interim periods, or any future year or period. As a result of the miraDry Sale discussed in Note 2, the miraDry business met the criteria to be reported as discontinued operations. Therefore, the Company is reporting the historical results of miraDry, including the results of operations, cash flows, and related assets and liabilities, as discontinued operations for all periods presented herein through the date of the Sale. Unless otherwise noted, the accompanying notes to the unaudited condensed consolidated financial statements have all been revised to reflect continuing operations only. As discussed in Note 11, following the Sale the Company has one operating segment in continuing operations named Plastic Surgery, formerly known as Breast Products. |
Liquidity | b. Liquidity Since the Company’s inception, it has incurred significant net operating losses and the Company anticipates that losses will continue in the near term. The Company expects its operating expenses will remain consistent with the current period and will need to generate significant net sales to achieve profitability. To date, the Company has funded operations primarily with proceeds from the sales of preferred stock, borrowings under term loans and the convertible note, sales of products since 2012, and the proceeds from the sale of common stock in public offerings. To fund ongoing operating and capital needs, the Company may need to raise additional capital in the future through the sale of equity securities and incremental debt financing. Sale of the miraDry business As mentioned above and discussed in Note 2, on May 11, 2021, the Company entered into a Purchase Agreement, pursuant to which the Company sold the miraDry business. On June 10, 2021, the Company received $11.3 million in cash. Debt financing – recent developments On February 5, 2021, the Company entered into a Second Amended and Restated Credit and Security Agreement (Term Loan), by and among the Company, certain of the Company’s wholly-owned subsidiaries (together with Sientra, the “Borrowers”), the lenders party thereto from time to time and MidCap Financial Trust, as administrative agent and collateral agent (“Agent”) (the “Restated Term Loan Agreement”). The Restated Term Loan Agreement amends and restates the Company’s existing Amended and Restated Credit and Security Agreement (Term Loan), dated as of July 1, 2019. Also on February 5, 2021, the Company entered into a Third Amendment to Amended and Restated Credit and Security Agreement (Revolving Loan), by and among the Borrowers, the lenders party thereto from time to time, and the Agent (the “Revolving Loan Amendment”). The Revolving Loan Amendment modified the Net Revenue (as defined therein) requirement in a manner consistent with the modification under the Restated Term Loan Agreement. In addition, the Revolving Loan Amendment made other conforming changes to the Restated Term Loan Agreement. See Note 7 to the condensed consolidated financial statements for a full description of all of the Company’s long-term debt, revolving line of credit, convertible note, and Paycheck Protection Program (PPP) loan. Equity financing – recent developments On February 8, 2021, the Company completed a follow-on public offering of 5,410,628 shares of common stock at $6.75 per share, as well as 811,594 additional shares of common stock pursuant to the full exercise of the over-allotment option granted to the underwriters. Net proceeds were approximately $39.2 million after deducting underwriting discounts and commissions of approximately $2.5 million and offering expenses of approximately $0.3 million. As of June 30, 2021, the Company had cash and cash equivalents of $82.4 million. The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company believes that its cash and cash equivalents will be sufficient to fund its operations for at least the next 12 months. |
Use of Estimates | c. Use of Estimates The preparation of the condensed consolidated financial statements, in conformity with GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. |
Recent Accounting Pronouncements | d. Recent Accounting Pronouncements Recently Adopted Accounting Standards In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes Recently Issued Accounting Standards In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848)-Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Risks and Uncertainties | e. Risks and Uncertainties Since December 2019, the global spread of COVID-19 has resulted in significant economic uncertainty, significant declines in business and consumer confidence and global demand in the non-essential healthcare industry (among others), a global economic slowdown, and could lead to a global recession. The cumulative effect of these disruptions have had, and may continue to have, an adverse impact on the Company’s business and its results of operations. The COVID-19 pandemic continues to evolve and the full extent to which the COVID-19 pandemic will directly or indirectly impact the Company’s business, results of operations and financial condition, including sales, expenses, reserves and allowances, manufacturing, and employee-related amounts, will depend on future developments that are highly uncertain and unpredictable, including efficacy and adoption of vaccines, future resurgences of the virus and its variants, the speed at which government restrictions are lifted, hospitals and healthcare systems patient capacity, and the willingness and ability of patients to seek medical procedures due to safety concerns or financial hardship. The Company continues to monitor and assess new information related to the COVID-19 pandemic, the actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets. As an aesthetics company, surgical procedures involving the Company’s breast products are susceptible to local and national government restrictions, such as social distancing, “shelter in place” orders and business closures, due to the economic and logistical impacts these measures have on consumer demand as well as the practitioners’ ability to administer such procedures. The inability or limited ability to perform such non-emergency procedures significantly harmed the Company’s revenues since the second quarter of 2020 and continued to harm the Company’s revenues during the six months ended June 30, 2021. While many states have lifted certain restrictions on non-emergency procedures, the Company will likely continue to experience future harm to its revenues while existing or new restrictions remain in place. It is not possible to accurately predict the length or severity of the COVID-19 pandemic or the timing for a broad and sustained ability to perform non-emergency procedures involving the Company’s products. Further, the spread of COVID-19 has caused the Company to modify workforce practices, and the Company may take further actions determined to be in the best interests of the Company’s employees or as required by governments. In addition, capital markets and economies worldwide have also been negatively impacted by the COVID-19 pandemic, and it is possible that this can lead to a local and/or global economic recession, which may result in further harm to the aesthetics market. Such economic disruption could adversely affect the Company’s business. The continued spread of COVID-19, or another infectious disease, could also result in delays or disruptions in the Company’s supply chain or adversely affect the Company’s manufacturing facilities and personnel. Further, trade and/or national security protection policies may be adjusted as a result of the COVID-19 pandemic, such as actions by governments that limit, restrict or prevent the movement of certain goods into a country and/or region, and current U.S./China trade relations may be further exacerbated by the pandemic. The estimates used for, but not limited to, determining the collectability of accounts receivable, fair value of long-lived assets and goodwill, and sales returns liability required could be impacted by the pandemic. While the full impact of COVID-19 is unknown at this time, the Company has made appropriate estimates based on the facts and circumstances available as of the reporting date. These estimates may change as new events occur and additional information is obtained. |
Reclassifications | f. Reclassifications Certain reclassifications have been made to prior year amounts to conform to the current year presentation. |
Revenue Recognition | The Company generates revenue primarily through the sale and delivery of promised goods or services to customers. Sales prices are documented in the executed sales contract, purchase order or order acknowledgement prior to the transfer of control to the customer. Typical payment terms are 30 days. Revenue contracts may include multiple products or services, each of which is considered a separate performance obligation. Performance obligations typically include the delivery of promised products, such as breast implants, tissue expanders, and BIOCORNEUM, along with service-type warranties. Other deliverables are sometimes promised but are ancillary and insignificant in the context of the contract as a whole. Revenue is allocated to each performance obligation based on its relative standalone selling price. The Company determines standalone selling prices based on observable prices for all performance obligations with the exception of the service-type warranty under the Platinum20 Limited Warranty Program, or Platinum20. The liability for unsatisfied performance obligations under the service warranty as of June 30, 2021 were as follows: Six Months Ended June 30, 2021 Balance as of December 31, 2020 $ 1,945 Additions and adjustments 890 Revenue recognized (275 ) Balance as of June 30, 2021 $ 2,560 Revenue for service warranties are recognized ratably over the term of the agreements. Specifically for Platinum20, the performance obligation is satisfied at the time that the benefits are provided and are expected to be satisfied over the following 3 to 24 month period for financial assistance and 20 years for product replacement. For delivery of promised products, control transfers and revenue is recognized upon shipment, unless the contractual arrangement requires transfer of control when products reach their destination, for which revenue is recognized once the product arrives at its destination. A portion of the Company’s revenue is generated from the sale of consigned inventory of breast implants and tissue expanders maintained at doctor, hospital, and clinic locations. For these products, revenue is recognized at the time the Company is notified by the customer that the product has been used, not when the consigned products are delivered to the customer’s location. Sales Return Liability With the exception of the Company’s BIOCORNEUM scar management products, the Company allows for the return of products from customers within six months after the original sale, which is accounted for as variable consideration. A sales return liability is established based on estimated returns using relevant historical experience taking into consideration recent gross sales and notifications of pending returns, as adjusted for changes in recent industry events and trends. The estimated sales returns are recorded as a reduction of revenue and as a sales return liability in the same period revenue is recognized. Actual sales returns in any future period are inherently uncertain and thus may differ from the estimates. If actual sales returns differ significantly from the estimates, an adjustment to revenue in the current or subsequent period would be recorded. The following table provides a rollforward of the sales return liability (in thousands): Six Months Ended June 30, 2021 2020 Beginning balance $ 9,192 $ 8,116 Addition to reserve for sales activity 77,464 49,911 Actual returns (74,905 ) (50,450 ) Change in estimate of sales returns (1,179 ) (59 ) Ending balance $ 10,572 $ 7,518 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Schedule of Disposal Groups Including Discontinued Operations Balance Sheet and Income Statement | The following table presents the aggregate carrying amount s of major classes of assets and liabilities of discontinued operations (in thousands): June 30, December 31, 2021 2020 Assets of discontinued operations: Accounts receivable, net $ — $ 3,732 Inventories, net — 9,480 Prepaid expenses and other current assets 4 263 Current assets of discontinued operations 4 13,475 Property and equipment, net — 805 Total assets of discontinued operations $ 4 $ 14,280 Liabilities of discontinued operations: Accounts payable $ 6 $ 704 Accrued and other current liabilities 1,128 3,982 Total liabilities of discontinued operations $ 1,134 $ 4,686 Three Months Ended Six Months Ended June 30, June 30, 2021 2020 2021 2020 Net sales $ 4,423 $ 3,139 $ 9,347 $ 7,600 Cost of goods sold 2,030 1,503 4,805 3,560 Gross profit 2,393 1,636 4,542 4,040 Operating expenses 1,491 4,711 1,687 21,535 Income (loss) from operations of discontinued operations 902 (3,075 ) 2,855 (17,495 ) Other income (expense), net (45 ) 6 (77 ) (64 ) Income (loss) from discontinued operations before income taxes 857 (3,069 ) 2,778 (17,559 ) Loss on sale of discontinued operations before income taxes (2,452 ) — (2,452 ) — Total income from discontinued operations before income taxes (1,595 ) (3,069 ) 326 (17,559 ) Income tax expense (benefit) — — — — Income (loss) from discontinued operations, net of income taxes $ (1,595 ) $ (3,069 ) $ 326 $ (17,559 ) |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Liability for Unsatisfied Performance Obligations Under Service Warranty and Deliverables Under Certain Marketing Programs | The liability for unsatisfied performance obligations under the service warranty as of June 30, 2021 were as follows: Six Months Ended June 30, 2021 Balance as of December 31, 2020 $ 1,945 Additions and adjustments 890 Revenue recognized (275 ) Balance as of June 30, 2021 $ 2,560 |
Schedule of Rollforward of Sales Return Liability | The following table provides a rollforward of the sales return liability (in thousands): Six Months Ended June 30, 2021 2020 Beginning balance $ 9,192 $ 8,116 Addition to reserve for sales activity 77,464 49,911 Actual returns (74,905 ) (50,450 ) Change in estimate of sales returns (1,179 ) (59 ) Ending balance $ 10,572 $ 7,518 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Financial Instruments Owned At Fair Value [Abstract] | |
Schedule of Carrying Value and Fair Value of Convertible Note | As of June 30, 2021, the carrying value and fair value of the convertible note were as follows (in thousands): June 30, 2021 Carrying Value Fair Value Convertible note $ 45,879 $ 42,030 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of inventories, net | Inventories, net consist of the following (in thousands): June 30, December 31, 2021 2020 Raw materials $ 2,105 $ 3,788 Work in progress 6,881 10,710 Finished goods 32,620 21,254 Finished goods - right of return 3,700 3,416 $ 45,306 $ 39,168 |
Schedule of property and equipment, net | Property and equipment, net consist of the following (in thousands): June 30, December 31, 2021 2020 Leasehold improvements $ 2,574 $ 2,523 Manufacturing equipment and toolings 9,032 8,362 Computer equipment 3,914 2,522 Software 3,692 3,010 Office equipment 167 167 Furniture and fixtures 1,184 1,040 20,563 17,624 Less accumulated depreciation (6,717 ) (5,323 ) $ 13,846 $ 12,301 |
Schedule of Carrying Amount of Goodwill | The carrying amount of goodwill during the six months ended June 30, 2021 and the year ended December 31, 2020 were as follows (in thousands): Plastic Surgery Balances as of December 31, 2020 Goodwill 23,480 Accumulated impairment losses (14,278 ) Goodwill, net $ 9,202 Balances as of June 30, 2021 Goodwill 23,480 Accumulated impairment losses (14,278 ) Goodwill, net $ 9,202 |
Schedule of Other Intangible assets | The components of the Company’s other intangible assets consist of the following (in thousands): Average Amortization June 30, 2021 Period Gross Carrying Accumulated Intangible (in years) Amount Amortization Assets, net Intangibles with definite lives Customer relationships 10 $ 4,940 $ (4,040 ) $ 900 Trade names - finite life 12 800 (356 ) 444 Non-compete agreement 2 80 (80 ) — Regulatory approvals 1 670 (670 ) — Acquired FDA non-gel product approval 11 1,713 (1,713 ) — Manufacturing know-how 19 8,240 (1,258 ) 6,982 Total definite-lived intangible assets $ 16,443 $ (8,117 ) $ 8,326 Intangibles with indefinite lives Trade names - indefinite life — 450 — 450 Total indefinite-lived intangible assets $ 450 $ — $ 450 Average Amortization December 31, 2020 Period Gross Carrying Accumulated Intangible (in years) Amount Amortization Assets, net Intangibles with definite lives Customer relationships 10 $ 4,940 $ (3,856 ) $ 1,084 Trade names - finite life 12 800 (322 ) 478 Non-compete agreement 2 80 (80 ) — Regulatory approvals 1 670 (670 ) — Acquired FDA non-gel product approval 11 1,713 (1,713 ) — Manufacturing know-how 19 8,240 (865 ) 7,375 Total definite-lived intangible assets $ 16,443 $ (7,506 ) $ 8,937 Intangibles with indefinite lives Trade names - indefinite life — 450 — 450 Total indefinite-lived intangible assets $ 450 $ — $ 450 |
Schedule of Estimated Amortization Expense | The following table summarizes the estimated amortization expense relating to the Company's definite-lived intangible assets as of June 30, 2021 (in thousands): Amortization Period Expense 2021 $ 610 2022 1,163 2023 1,092 2024 948 2025 805 Thereafter 3,708 $ 8,326 |
Schedule of accrued and other current liabilities | Accrued and other current liabilities consist of the following (in thousands): June 30, December 31, 2021 2020 Payroll and related expenses $ 3,438 $ 3,003 Accrued severance 241 2,900 Accrued commissions 2,830 4,734 Accrued manufacturing 102 225 Deferred and contingent consideration, current portion 3,197 10,146 Audit, consulting and legal fees 76 48 Accrued sales and marketing expenses 157 300 Lease liabilities 1,555 1,588 Other 8,025 5,464 $ 19,621 $ 28,408 |
Schedule of rollforward of the accrued assurance-type warrantie | The following table provides a rollforward of the accrued assurance-type warranties (in thousands): Six Months Ended June 30, 2021 2020 Balance as of January 1 $ 1,934 $ 1,397 Warranty costs incurred during the period (109 ) (51 ) Changes in accrual related to warranties issued during the period 432 206 Changes in accrual related to pre-existing warranties 12 (5 ) Balance as of June 30 $ 2,269 $ 1,547 |
Schedule of Company's Liabilities that are Measured at Fair Value on a Recurring Basis | The following tables present information about the Company’s liabilities that are measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020 and indicate the level of the fair value hierarchy utilized to determine such fair value (in thousands): Fair Value Measurements as of June 30, 2021 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — $ — $ — $ — Liability for contingent consideration — — 109 109 Liability for derivative — — 76,580 76,580 $ — $ — $ 76,689 $ 76,689 Fair Value Measurements as of December 31, 2020 Using: Level 1 Level 2 Level 3 Total Liabilities: Liability for common stock warrants $ — $ — $ — $ — Liability for contingent consideration — — 7,026 7,026 Liability for derivative — — 26,570 26,570 $ — $ — $ 33,596 $ 33,596 |
Schedule of Aggregate Fair Values of Company's Liabilities for which Fair Value is Determined by Level 3 Inputs | The following table provides a rollforward of the aggregate fair values of the Company’s liabilities for which fair value is determined by Level 3 inputs (in thousands): Contingent consideration liability Derivative liability Balance, December 31, 2020 $ 7,026 $ 26,570 Change in fair value 49 50,010 Settlements (6,966 ) — Balance, June 30, 2021 $ 109 $ 76,580 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Leases [Abstract] | |
Components of Lease Expense | Components of lease expense were as follows: Three Months Ended June 30, Six Months Ended June 30, Lease Cost Classification 2021 2020 2021 2020 Operating lease cost Operating expenses $ 405 $ 428 $ 834 $ 841 Operating lease cost Inventory 124 117 223 233 Sublease income Operating expenses (69 ) — (69 ) — Total operating lease cost $ 460 $ 545 $ 988 $ 1,074 Finance lease cost Amortization of right-of-use assets Operating expenses 9 10 18 21 Amortization of right-of-use assets Inventory 12 9 23 13 Interest on lease liabilities Other income (expense), net 2 3 4 4 Total finance lease cost $ 23 $ 22 $ 45 $ 38 Total lease cost $ 483 $ 567 $ 1,033 $ 1,112 |
Supplemental Cash Flow Information Related to Operating and Finance Leases | Supplemental cash flow information related to operating and finance leases for the six months ended June 30, 2021 Six Months Ended June 30, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 824 $ 909 Operating cash outflows from finance leases 42 36 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ — $ 1,106 Finance leases — 157 |
Supplemental Balance Sheet Information Related to Operating and Finance Leases | Supplemental balance sheet information related to operating and finance leases was as follows (in thousands, except lease term and discount rate): June 30, December 31, 2021 2020 Reported as: Other assets Operating lease right-of-use assets $ 6,370 $ 7,176 Finance lease right-of-use assets 117 158 Total right-of use assets $ 6,487 $ 7,334 Accrued and other current liabilities Operating lease liabilities $ 1,476 $ 1,504 Finance lease liabilities 78 84 Warranty reserve and other long-term liabilities Operating lease liabilities 5,206 5,946 Finance lease liabilities 53 77 Total lease liabilities $ 6,813 $ 7,611 Weighted average remaining lease term (years) Operating leases 4 5 Finance leases 2 2 Weighted average discount rate Operating leases 7.81 % 7.75 % Finance leases 6.22 % 6.15 % |
Maturities of Operating and Finance Lease Liabilities | As of June 30, 2021, maturities of the Company’s operating and finance lease liabilities are as follows (in thousands): Period Operating leases Finance leases Total Remainder of 2021 $ 1,054 $ 48 $ 1,102 2022 1,920 57 1,977 2023 1,968 32 2,000 2024 1,507 1 1,508 2025 579 — 579 2026 and thereafter 955 — 955 Total lease payments $ 7,983 $ 138 $ 8,121 Less imputed interest 1,301 7 1,308 Total lease liabilities $ 6,682 $ 131 $ 6,813 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Future Principal Payments for Outstanding Debt | The future schedule of principal payments for all outstanding debt as of June 30, 2021 was as follows (in thousands): Fiscal Year Remainder of 2021 $ 3,326 2022 3,326 2023 10,105 2024 5,895 2025 60,000 Total $ 82,652 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of option activity | The following summarizes all option activity under the 2007 Plan, 2014 Plan and Inducement Plan: Weighted Weighted average average remaining Option exercise contractual Shares price term (year) Balances at December 31, 2020 1,959,501 $ 4.79 5.92 Exercised (36,363 ) 3.99 Forfeited (111,587 ) 7.39 Balances at June 30, 2021 1,811,551 $ 4.65 5.71 |
Summary of RSUs activity | Activity related to RSUs is set forth below: Weighted average Number grant date of shares fair value Balances at December 31, 2020 3,093,790 $ 6.97 Granted 1,474,916 7.34 Vested (1,026,655 ) 5.82 Forfeited (202,893 ) 2.19 Balances at June 30, 2021 3,339,158 $ 7.78 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of net loss per share, basic and diluted | Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Loss from continuing operations $ (18,539 ) $ (31,208 ) $ (75,150 ) $ (45,330 ) Income (loss) from discontinued operations, net of income taxes (1,595 ) (3,069 ) 326 (17,559 ) Net loss $ (20,134 ) $ (34,277 ) $ (74,824 ) $ (62,889 ) Weighted average common shares outstanding, basic and diluted 57,647,883 50,145,538 56,003,274 50,031,105 Basic and diluted net loss per share attributable to common stockholders Continuing operations $ (0.32 ) $ (0.62 ) $ (1.34 ) $ (0.91 ) Discontinued operations (0.03 ) (0.06 ) 0.01 (0.35 ) Basic and diluted net loss per share $ (0.35 ) $ (0.68 ) $ (1.34 ) $ (1.26 ) |
Schedule of potentially dilutive securities excluded from the computation of diluted net loss per share attributable to common stockholders | The Company excluded the following potentially dilutive securities, outstanding as of June 30, 2021 and 2020, from the computation of diluted net loss per share attributable to common stockholders for the three and six months ended June 30, 2021 and 2020 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods. June 30, 2021 2020 Stock options to purchase common stock 1,811,551 1,583,631 Warrants for the purchase of common stock 17,040 32,375 Equity contingent consideration 607,442 607,442 Stock issuable upon conversion of convertible note 16,175,862 19,733,352 18,611,895 21,956,800 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 10, 2021 | Feb. 08, 2021 | Mar. 31, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 |
Summary Of Significant Accounting Policies [Line Items] | ||||||
Cash and cash equivalents | $ 82,417 | $ 54,967 | $ 71,799 | |||
Follow-on Offering | Common stock | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Issuance of/proceeds from common stock (in shares) | 5,410,628 | 6,222,222 | ||||
Public offering price (in dollars per share) | $ 6.75 | |||||
Additional shares granted to underwriters | 811,594 | |||||
Proceeds from the issuance of common stock, net of underwriting discounts, commissions and offering expenses | $ 39,200 | |||||
Payment of underwriting discounts and commissions and offering expenses | 2,500 | |||||
Offering expenses | $ 300 | |||||
miraDry | ||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||
Proceeds from sale of businesses | $ 11,300 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) | Jun. 10, 2021 | Jun. 30, 2021 | Jun. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Receivable | $ 21,319,000 | $ 21,319,000 | $ 21,319,000 | $ 19,771,000 | |
Accounts payable | 6,369,000 | 6,369,000 | $ 6,369,000 | $ 5,799,000 | |
Transition Services Agreement | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Post-closing services period | 6 months | ||||
TSA fees and cost reimbursements in operating expenses from continuing operations | 200,000 | ||||
Payments relating to the TSA services | $ 0 | ||||
Receivable relating to TSA services | $ 1,800,000 | ||||
Accounts payable | $ 1,800,000 | ||||
Sublease Agreement | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Sublease term initial period | 6 months | ||||
First option period | 6 months | ||||
Subsequent option period | 12 months | ||||
Sublease Income | $ 500,000 | ||||
Sublease Agreement | General and Administrative Expenses | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Sublease Income | 100,000 | ||||
Other Current Assets | Transition Services Agreement | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Receivable | 200,000 | ||||
miraDry | |||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||||
Proceeds from sale of assets | 10,000,000 | ||||
Net upfront cash proceeds | $ 11,300,000 | ||||
Adjustments to purchase price expected to be finalized term | 120 days | ||||
Loss on sale of businesses | $ 2,500,000 | $ 2,500,000 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Aggregate Carrying Amounts of Major Classes of Assets and Liabilities of Discontinued Operations (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Assets of discontinued operations: | ||
Accounts receivable, net | $ 3,732 | |
Inventories, net | 9,480 | |
Prepaid expenses and other current assets | $ 4 | 263 |
Current assets of discontinued operations | 4 | 13,475 |
Property and equipment, net | 805 | |
Total assets of discontinued operations | 4 | 14,280 |
Liabilities of discontinued operations: | ||
Accounts payable | 6 | 704 |
Accrued and other current liabilities | 1,128 | 3,982 |
Total liabilities of discontinued operations | $ 1,134 | $ 4,686 |
Discontinued Operations - Sum_2
Discontinued Operations - Summary of Information Regarding the Results of Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Discontinued Operation Income Loss From Discontinued Operation Disclosures [Abstract] | ||||
Net sales | $ 4,423 | $ 3,139 | $ 9,347 | $ 7,600 |
Cost of goods sold | 2,030 | 1,503 | 4,805 | 3,560 |
Gross profit | 2,393 | 1,636 | 4,542 | 4,040 |
Operating expenses | 1,491 | 4,711 | 1,687 | 21,535 |
Income (loss) from operations of discontinued operations | 902 | (3,075) | 2,855 | (17,495) |
Other income (expense), net | (45) | 6 | (77) | (64) |
Income (loss) from discontinued operations before income taxes | 857 | (3,069) | 2,778 | (17,559) |
Loss on sale of discontinued operations before income taxes | (2,452) | (2,452) | ||
Total income from discontinued operations before income taxes | (1,595) | (3,069) | 326 | (17,559) |
Income (loss) from discontinued operations, net of income taxes | $ (1,595) | $ (3,069) | $ 326 | $ (17,559) |
Revenue (Details 1)
Revenue (Details 1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-07-01 | Jun. 30, 2021 |
Product Replacement | |
Revenue From Contracts With Customers [Line Items] | |
Performance obligation satisfying period | 20 years |
Breast Products and Consumable miraDry products | |
Revenue From Contracts With Customers [Line Items] | |
Performance obligation satisfying period | 30 days |
Maximum | Financial Assistance | |
Revenue From Contracts With Customers [Line Items] | |
Performance obligation satisfying period | 24 months |
Minimum | Financial Assistance | |
Revenue From Contracts With Customers [Line Items] | |
Performance obligation satisfying period | 3 months |
Revenue - Schedule of Liability
Revenue - Schedule of Liability for Unsatisfied Performance Obligations Under Service Warranty and Deliverables Under Certain Marketing Programs (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Change In Contract With Customer Liability [Abstract] | |
Balance as of December 31, 2020 | $ 1,945 |
Additions and adjustments | 890 |
Revenue recognized | (275) |
Balance as of June 30, 2021 | $ 2,560 |
Revenue (Details)
Revenue (Details) | 6 Months Ended |
Jun. 30, 2021 | |
Change In Contract With Customer Liability [Abstract] | |
Period for sales return | 6 months |
Revenue - Schedule of Rollforwa
Revenue - Schedule of Rollforward of Sales Return Liability (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue Recognition [Abstract] | ||
Beginning balance | $ 9,192 | $ 8,116 |
Addition to reserve for sales activity | 77,464 | 49,911 |
Actual returns | (74,905) | (50,450) |
Change in estimate of sales returns | (1,179) | (59) |
Ending balance | $ 10,572 | $ 7,518 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Carrying Value and Fair Value of Convertible Note (Details) - Convertible Note $ in Thousands | Jun. 30, 2021USD ($) |
Debt Instrument [Line Items] | |
Carrying Value | $ 45,879 |
Fair Value | $ 42,030 |
Balance Sheet Components (Inven
Balance Sheet Components (Inventories) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Balance Sheet Related Disclosures [Abstract] | ||
Raw materials | $ 2,105 | $ 3,788 |
Work in progress | 6,881 | 10,710 |
Finished goods | 32,620 | 21,254 |
Finished goods - right of return | 3,700 | 3,416 |
Inventory, net | $ 45,306 | $ 39,168 |
Balance Sheet Components (PPE)
Balance Sheet Components (PPE) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | |
Property Plant And Equipment [Line Items] | |||||
Property and equipment, gross | $ 20,563 | $ 20,563 | $ 17,624 | ||
Less accumulated depreciation | (6,717) | (6,717) | (5,323) | ||
Property and equipment, net | 13,846 | 13,846 | 12,301 | ||
Depreciation expense | 800 | $ 400 | 1,500 | $ 500 | |
Leasehold improvements | |||||
Property Plant And Equipment [Line Items] | |||||
Property and equipment, gross | 2,574 | 2,574 | 2,523 | ||
Manufacturing equipment and toolings | |||||
Property Plant And Equipment [Line Items] | |||||
Property and equipment, gross | 9,032 | 9,032 | 8,362 | ||
Computer equipment | |||||
Property Plant And Equipment [Line Items] | |||||
Property and equipment, gross | 3,914 | 3,914 | 2,522 | ||
Software | |||||
Property Plant And Equipment [Line Items] | |||||
Property and equipment, gross | 3,692 | 3,692 | 3,010 | ||
Office equipment | |||||
Property Plant And Equipment [Line Items] | |||||
Property and equipment, gross | 167 | 167 | 167 | ||
Furniture and fixtures | |||||
Property Plant And Equipment [Line Items] | |||||
Property and equipment, gross | $ 1,184 | $ 1,184 | $ 1,040 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Goodwill and intangible assets | ||
Goodwill, net | $ 9,202 | $ 9,202 |
Plastic Surgery | ||
Goodwill and intangible assets | ||
Goodwill | 23,480 | 23,480 |
Accumulated impairment losses | (14,278) | (14,278) |
Goodwill, net | $ 9,202 | $ 9,202 |
Balance Sheet Components - Comp
Balance Sheet Components - Components of Other Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2021 | Dec. 31, 2020 | |
Other intangible assets | ||
Gross Carrying Amount | $ 16,443 | $ 16,443 |
Accumulated Amortization | (8,117) | (7,506) |
Intangible Assets, net | 8,326 | 8,937 |
Indefinite-lived intangible assets | 450 | 450 |
Trade name | ||
Other intangible assets | ||
Indefinite-lived intangible assets | $ 450 | $ 450 |
Customer relationships | ||
Other intangible assets | ||
Average Amortization Period | 10 years | 10 years |
Gross Carrying Amount | $ 4,940 | $ 4,940 |
Accumulated Amortization | (4,040) | (3,856) |
Intangible Assets, net | $ 900 | $ 1,084 |
Trade name | ||
Other intangible assets | ||
Average Amortization Period | 12 years | 12 years |
Gross Carrying Amount | $ 800 | $ 800 |
Accumulated Amortization | (356) | (322) |
Intangible Assets, net | $ 444 | $ 478 |
Non-compete agreement | ||
Other intangible assets | ||
Average Amortization Period | 2 years | 2 years |
Gross Carrying Amount | $ 80 | $ 80 |
Accumulated Amortization | $ (80) | $ (80) |
Regulatory approvals | ||
Other intangible assets | ||
Average Amortization Period | 1 year | 1 year |
Gross Carrying Amount | $ 670 | $ 670 |
Accumulated Amortization | $ (670) | $ (670) |
Acquired FDA non-gel product approval | ||
Other intangible assets | ||
Average Amortization Period | 11 years | 11 years |
Gross Carrying Amount | $ 1,713 | $ 1,713 |
Accumulated Amortization | $ (1,713) | $ (1,713) |
Manufacturing know-how | ||
Other intangible assets | ||
Average Amortization Period | 19 years | 19 years |
Gross Carrying Amount | $ 8,240 | $ 8,240 |
Accumulated Amortization | (1,258) | (865) |
Intangible Assets, net | $ 6,982 | $ 7,375 |
Balance Sheet Components (Goodw
Balance Sheet Components (Goodwill and Other Intangible Assets) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Other intangible assets | ||||
Amortization expense | $ 0.3 | $ 0.3 | $ 0.6 | $ 0.7 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Estimated Amortization Expense (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Estimated amortization expense | |
2021 | $ 610 |
2022 | 1,163 |
2023 | 1,092 |
2024 | 948 |
2025 | 805 |
Thereafter | 3,708 |
Total amortization | $ 8,326 |
Balance Sheet Components (Accru
Balance Sheet Components (Accrued liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Accrued and other current liabilities | ||
Payroll and related expenses | $ 3,438 | $ 3,003 |
Accrued severance | 241 | 2,900 |
Accrued commissions | 2,830 | 4,734 |
Accrued manufacturing | 102 | 225 |
Deferred and contingent consideration, current portion | 3,197 | 10,146 |
Audit, consulting and legal fees | 76 | 48 |
Accrued sales and marketing expenses | 157 | 300 |
Lease liabilities | 1,555 | 1,588 |
Other | 8,025 | 5,464 |
Total | $ 19,621 | $ 28,408 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | sien:AccruedAndOtherCurrentLiabilitiesMember | sien:AccruedAndOtherCurrentLiabilitiesMember |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | sien:AccruedAndOtherCurrentLiabilitiesMember | sien:AccruedAndOtherCurrentLiabilitiesMember |
Balance Sheet Components - Sc_3
Balance Sheet Components - Schedule of rollforward of the accrued assurance-type warranties (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Balance Sheet Related Disclosures [Abstract] | ||
Beginning Balance | $ 1,934 | $ 1,397 |
Warranty costs incurred during the period | (109) | (51) |
Changes in accrual related to warranties issued during the period | 432 | 206 |
Changes in accrual related to pre-existing warranties | 12 | (5) |
Ending Balance | $ 2,269 | $ 1,547 |
Balance Sheet Components (Liabi
Balance Sheet Components (Liabilities measured at fair value) (Details) | 6 Months Ended |
Jun. 30, 2021 | |
Estimated Dividend Yield | |
Fair Value Measurements | |
Measurement input | 0 |
Measurement Input, Discount Rate | BIOCORNEUM | Future Royalty Payments | |
Fair Value Measurements | |
Fair value measurement discount rate | 21.00% |
Measurement Input, Discount Rate | miraDry | Future Milestone Payments | |
Fair Value Measurements | |
Fair value measurement discount rate | 11.20% |
Balance Sheet Components - Sc_4
Balance Sheet Components - Schedule of Company's Liabilities that are Measured at Fair Value on a Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Fair Value Measurements | ||
Fair value liability | $ 76,689 | $ 33,596 |
Contingent Consideration Liability | ||
Fair Value Measurements | ||
Fair value liability | 109 | 7,026 |
Derivative Liability | ||
Fair Value Measurements | ||
Fair value liability | 76,580 | 26,570 |
Level 3 | ||
Fair Value Measurements | ||
Fair value liability | 76,689 | 33,596 |
Level 3 | Contingent Consideration Liability | ||
Fair Value Measurements | ||
Fair value liability | 109 | 7,026 |
Level 3 | Derivative Liability | ||
Fair Value Measurements | ||
Fair value liability | $ 76,580 | $ 26,570 |
Balance Sheet Components - Sc_5
Balance Sheet Components - Schedule of Aggregate Fair Values of Company's Liabilities for which Fair Value is Determined by Level 3 Inputs (Details) - Level 3 - Recurring $ in Thousands | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Contingent Consideration Liability | |
Fair Value Measurements | |
Balance at beginning of the period | $ 7,026 |
Change in fair value | 49 |
Settlements | (6,966) |
Balance at the end of the period | 109 |
Derivative Liability | |
Fair Value Measurements | |
Balance at beginning of the period | 26,570 |
Change in fair value | 50,010 |
Balance at the end of the period | $ 76,580 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Lessee Lease Description [Line Items] | ||||
Total operating lease cost | $ 460 | $ 545 | $ 988 | $ 1,074 |
Finance lease cost | ||||
Total finance lease cost | 23 | 22 | 45 | 38 |
Total lease cost | 483 | 567 | 1,033 | 1,112 |
Inventory | ||||
Lessee Lease Description [Line Items] | ||||
Total operating lease cost | 124 | 117 | 223 | 233 |
Finance lease cost | ||||
Amortization of right-of-use assets | 12 | 9 | 23 | 13 |
Operating Expenses | ||||
Lessee Lease Description [Line Items] | ||||
Total operating lease cost | 405 | 428 | 834 | 841 |
Sublease income | (69) | (69) | ||
Finance lease cost | ||||
Amortization of right-of-use assets | 9 | 10 | 18 | 21 |
Other Income (Expense), Net | ||||
Finance lease cost | ||||
Interest on lease liabilities | $ 2 | $ 3 | $ 4 | $ 4 |
Leases (Details)
Leases (Details) - Sublease Agreement $ in Millions | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Lessee Lease Description [Line Items] | |
Initial sublease term | 6 months |
First option period | 6 months |
Subsequent option period | 12 months |
Sublease Income | $ 0.5 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information Related to Operating and Finance Leases (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash outflows from operating leases | $ 824 | $ 909 |
Operating cash outflows from finance leases | $ 42 | 36 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | 1,106 | |
Finance leases | $ 157 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information Related to Operating and Finance Leases (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Assets And Liabilities Lessee [Abstract] | ||
Operating lease right-of-use assets | $ 6,370 | $ 7,176 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other Assets | Other Assets |
Finance lease right-of-use assets | $ 117 | $ 158 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other Assets | Other Assets |
Total right-of use assets | $ 6,487 | $ 7,334 |
Operating lease liabilities | $ 1,476 | $ 1,504 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | sien:AccruedAndOtherCurrentLiabilitiesMember | sien:AccruedAndOtherCurrentLiabilitiesMember |
Finance lease liabilities | $ 78 | $ 84 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | sien:AccruedAndOtherCurrentLiabilitiesMember | sien:AccruedAndOtherCurrentLiabilitiesMember |
Operating lease liabilities | $ 5,206 | $ 5,946 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | sien:WarrantyReserveAndOtherLongTermLiabilitiesMember | sien:WarrantyReserveAndOtherLongTermLiabilitiesMember |
Finance lease liabilities | $ 53 | $ 77 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | sien:WarrantyReserveAndOtherLongTermLiabilitiesMember | sien:WarrantyReserveAndOtherLongTermLiabilitiesMember |
Total lease liabilities | $ 6,813 | $ 7,611 |
Weighted average remaining lease term (years) | ||
Operating leases | 5 years | 5 years |
Finance leases | 2 years | 2 years |
Weighted average discount rate | ||
Operating leases | 7.81% | 7.75% |
Finance leases | 6.22% | 6.15% |
Leases - Maturities of Operatin
Leases - Maturities of Operating and Finance Lease Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Operating Lease Liabilities, Payments Due [Abstract] | ||
Operating leases, Remainder of 2021 | $ 1,054 | |
Operating leases, 2022 | 1,920 | |
Operating leases, 2023 | 1,968 | |
Operating leases, 2024 | 1,507 | |
Operating leases, 2025 | 579 | |
Operating leases, 2026 and thereafter | 955 | |
Total operating lease payments | 7,983 | |
Less imputed interest, Operating leases | 1,301 | |
Total operating lease liabilities | 6,682 | |
Finance Lease Liabilities, Payments, Due [Abstract] | ||
Finance leases, Remainder of 2021 | 48 | |
Finance leases, 2022 | 57 | |
Finance leases, 2023 | 32 | |
Finance leases, 2024 | 1 | |
Total finance lease payments | 138 | |
Less imputed interest, Finance leases | 7 | |
Total finance lease liabilities | 131 | |
Lessee Lease Liability Payments Due [Abstract] | ||
Remainder of 2021 | 1,102 | |
2022 | 1,977 | |
2023 | 2,000 | |
2024 | 1,508 | |
2025 | 579 | |
2026 and thereafter | 955 | |
Total lease payments | 8,121 | |
Less imputed interest | 1,308 | |
Total lease liabilities | $ 6,813 | $ 7,611 |
Debt (Details)
Debt (Details) | Feb. 05, 2021USD ($)Tranche | May 11, 2020USD ($) | Apr. 20, 2020USD ($) | Mar. 11, 2020USD ($)$ / shares | Nov. 07, 2019 | Jul. 01, 2019USD ($) | Jul. 25, 2017 | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jul. 01, 2022USD ($) | Jul. 01, 2021USD ($) | Dec. 31, 2020USD ($) | Jul. 01, 2020 | May 10, 2020USD ($) |
Line Of Credit Facility [Line Items] | ||||||||||||||||
Term loan credit and security agreement entered date | Jul. 25, 2017 | |||||||||||||||
Borrowing base of finished goods inventory (as a percent) | 40.00% | |||||||||||||||
Borrowing base availability from finished goods inventory (as a percent) | 20.00% | |||||||||||||||
Additional interest (as a percent) | 5.00% | |||||||||||||||
Fair value of derivative liability | $ 76,580,000 | $ 76,580,000 | $ 26,570,000 | |||||||||||||
Amortization of debt issuance costs and discounts | 1,722,000 | $ 2,559,000 | ||||||||||||||
Current portion of long-term debt | 6,652,000 | $ 6,652,000 | 4,670,000 | |||||||||||||
Paycheck Protection Program | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Debt maturity date | Apr. 20, 2022 | |||||||||||||||
Debt instrument interest rate | 1.00% | |||||||||||||||
Debt instrument principal | $ 6,700,000 | |||||||||||||||
Debt instrument, payment terms | Company will make no payments until the date which forgiveness of the PPP Loan is determined, which can be up to 10 months following the end of the covered period (which is defined as 24 weeks from the date of the loan), or the Deferral Period. Commencing one month after the expiration of the Deferral Period, and continuing on the same day of each month until the Maturity Date, the Company will pay to Lender monthly payments of principal and interest, in an amount required to fully amortize the principal amount outstanding on the PPP Loan on the last day of the Deferral Period by the Maturity Date. | |||||||||||||||
Salary amount which loan forgiven | $ 100,000 | |||||||||||||||
Convertible Note | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Carrying Value | 45,879,000 | $ 45,879,000 | ||||||||||||||
Maximum | Paycheck Protection Program | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Percentage of forgiven amount for non-payroll costs | 40.00% | |||||||||||||||
Minimum | Paycheck Protection Program | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Percentage of salary reduction | 25.00% | |||||||||||||||
Long-term Debt | Paycheck Protection Program | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Current portion of long-term debt | 6,700,000 | 6,700,000 | ||||||||||||||
Term Loan Credit and Security Agreement and Revolving Loan Credit and Security Agreement | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Agreements amended and restated date | Jul. 1, 2019 | |||||||||||||||
Restated Term Loan Agreement | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Agreements amended date | Nov. 7, 2019 | |||||||||||||||
Line of credit facility, remaining borrowing capacity | $ 15,000,000 | $ 35,000,000 | 10,000,000 | |||||||||||||
Debt maturity date | Jul. 1, 2024 | |||||||||||||||
Exit fee percentage to aggregate amount of all term loans funded | 5.00% | |||||||||||||||
Periodic commitment amount | $ 1,000,000 | $ 15,000,000 | ||||||||||||||
Unfunded tranche revised number | Tranche | 2 | |||||||||||||||
Debt instrument amendment fee | $ 750,000 | |||||||||||||||
Loan amount outstanding | 16,000,000 | 16,000,000 | ||||||||||||||
Unamortized debt issuance costs | 1,300,000 | 1,300,000 | ||||||||||||||
Restated Term Loan Agreement | Tranche 4 | Scenario Forecast | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Periodic commitment amount | $ 5,000,000 | |||||||||||||||
Restated Term Loan Agreement | Tranche 5 | Scenario Forecast | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Periodic commitment amount | $ 5,000,000 | |||||||||||||||
Restated Term Loan Agreement | London Interbank Offered Rate (LIBOR) | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Spread on variable rate basis (as a percent) | 7.50% | |||||||||||||||
Additional Term Loan | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Line of credit facility, remaining borrowing capacity | $ 5,000,000 | $ 15,000,000 | ||||||||||||||
Minimum revenue required to satisfy additional term loan facility | $ 100,000,000 | |||||||||||||||
Term Amendment | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Prepaid principal amount | 25,000,000 | |||||||||||||||
Prepaid exit fee | 1,250,000 | |||||||||||||||
Minimum unrestricted cash amount | 5,000,000 | $ 20,000,000 | ||||||||||||||
Accrued interest prepaid | 100,000 | |||||||||||||||
Term Amendment | Tranche 3 | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Minimum revenue required to satisfy additional term loan facility | 30,000,000 | |||||||||||||||
Periodic commitment amount | $ 15,000,000 | $ 10,000,000 | ||||||||||||||
Revolving Loan | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Debt maturity date | Jul. 1, 2024 | |||||||||||||||
Loan amount outstanding | 0 | 0 | ||||||||||||||
Borrowing base of accounts receivable (as a percent) | 85.00% | |||||||||||||||
Revolving Loan | Maximum | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Loan amount outstanding | $ 10,000,000 | |||||||||||||||
Revolving Loan | Other Assets | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Unamortized debt issuance costs | 100,000 | 100,000 | ||||||||||||||
Revolving Loan | London Interbank Offered Rate (LIBOR) | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Spread on variable rate basis (as a percent) | 4.50% | |||||||||||||||
Term Loan and Revolving Loan | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Amortization of debt issuance costs | $ 100,000 | $ 400,000 | $ 300,000 | 500,000 | ||||||||||||
Deerfield Facility Agreement | Convertible Note | ||||||||||||||||
Line Of Credit Facility [Line Items] | ||||||||||||||||
Term loan credit and security agreement entered date | Mar. 11, 2020 | |||||||||||||||
Debt maturity date | Mar. 11, 2025 | |||||||||||||||
Carrying Value | $ 60,000,000 | |||||||||||||||
Debt instrument interest rate | 4.00% | 12.00% | 12.00% | 4.00% | ||||||||||||
Debt instrument conversion rate per principal amount | 14,634 | |||||||||||||||
Debt instrument principal amount per conversion unit | $ 1,000 | |||||||||||||||
Debt instrument conversion price | $ / shares | $ 4.10 | |||||||||||||||
Debt instrument principal | $ 60,000,000 | |||||||||||||||
Embedded derivative liability | $ 16,100,000 | $ 16,100,000 | ||||||||||||||
Fair value of derivative liability | 76,600,000 | 76,600,000 | ||||||||||||||
Debt discount on initial embedded derivative liability | 16,100,000 | |||||||||||||||
Debt issuance costs | $ 1,500,000 | |||||||||||||||
Unamortized debt discount and issuance costs | 14,100,000 | 14,100,000 | ||||||||||||||
Amortization of debt issuance costs and discounts | $ 700,000 | $ 700,000 | $ 1,400,000 | $ 800,000 |
Debt (Schedule of Future Princi
Debt (Schedule of Future Principal Payments of Outstanding Debt) (Details) $ in Thousands | Jun. 30, 2021USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2021 | $ 3,326 |
2022 | 3,326 |
2023 | 10,105 |
2024 | 5,895 |
2025 | 60,000 |
Total | $ 82,652 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - $ / shares | Jun. 30, 2021 | Dec. 31, 2020 |
Stock other disclosures | ||
Common and preferred stock, shares authorized | 210,000,000 | 210,000,000 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Stockholders' Equity (Warrants)
Stockholders' Equity (Warrants) (Details) - Oxford Finance, LLC - $ / shares | Jan. 17, 2013 | Jun. 30, 2014 | Jun. 30, 2021 |
Common Stock Warrants | |||
Exercise price (in dollars per share) | $ 14.671 | $ 14.671 | |
Tranche A, B and C loans | |||
Common Stock Warrants | |||
Warrant term | 7 years | ||
Percentage of term loan amounts | 3.00% | ||
Tranche D term loan | |||
Common Stock Warrants | |||
Warrant term | 7 years | ||
Percentage of term loan amounts | 2.50% | ||
Aggregate number of common shares to purchase | 17,040 |
Stockholders' Equity (Options)
Stockholders' Equity (Options) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Dec. 31, 2020 | Nov. 03, 2014 | Apr. 30, 2007 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of shares available for future grants | 1,356,767 | 1,356,767 | |||||
Stock options | |||||||
Number of options | |||||||
Balance at the beginning of period (in shares) | 1,959,501 | ||||||
Options exercised (in shares) | (36,363) | ||||||
Options forfeited (in shares) | (111,587) | ||||||
Balance at the end of the period (in shares) | 1,811,551 | 1,811,551 | 1,959,501 | ||||
Weighted average exercise price | |||||||
Balance at the beginning of period (in dollars per share) | $ 4.79 | ||||||
Options exercised (in dollars per share) | 3.99 | ||||||
Options forfeited (in dollars per share) | 7.39 | ||||||
Balance at the end of period (in dollars per share) | $ 4.65 | $ 4.65 | $ 4.79 | ||||
Additional information | |||||||
Weighted average remaining contractual term | 5 years 8 months 15 days | 5 years 11 months 1 day | |||||
Stock-based compensation expense | $ 200,000 | $ 0 | $ 300,000 | $ 0 | |||
Unrecognized compensation costs (in dollars) | $ 1,800,000 | $ 1,800,000 | |||||
2007 Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock initially reserved for issuance (in shares) | 1,690,448 | ||||||
2014 Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Common stock initially reserved for issuance (in shares) | 1,027,500 | ||||||
Number of shares available for future grants | 1,715,812 | 1,715,812 | |||||
Inducement Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Number of shares available for future grants | 665,929 | 665,929 | |||||
Number of shares awarded | 1,822,120 | ||||||
Grant period of stock awards | 10 years | ||||||
Number of additional years of requisite service period | 3 years | ||||||
Vesting period | 1 year | ||||||
Inducement Plan | On the first anniversary | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting percentage | 25.00% | ||||||
Inducement Plan | Minimum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Purchase price of awards expressed as a percentage of fair value of shares on the date of grant | 100.00% | ||||||
Percentage of possible payouts of the target award | 0.00% | ||||||
Inducement Plan | Minimum | Individual options | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting percentage | 25.00% | ||||||
Inducement Plan | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Percentage of possible payouts of the target award | 100.00% | ||||||
2007 Plan and 2014 Plan | Stock options | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Grant period of stock awards | 10 years | ||||||
2007 Plan and 2014 Plan | Stock options | Minimum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Purchase price of awards expressed as a percentage of fair value of shares on the date of grant | 100.00% | ||||||
Percentage of voting power owned by shareholder | 10.00% | 10.00% | |||||
2007 Plan and 2014 Plan | Stock options | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Purchase price of awards expressed as a percentage of fair value of shares on the date of grant | 110.00% |
Stockholders' Equity (Restricte
Stockholders' Equity (Restricted Stock) (Details) - Restricted stock units - 2014 Plan - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Stockholders' Equity, other disclosures | ||||
Requisite service period, annually | 3 years | |||
Stock-based compensation expense | $ 2.3 | $ 1.5 | $ 5.2 | $ 3.4 |
Unrecognized compensation costs (in dollars) | $ 13.4 | $ 13.4 | ||
Weighted average period over which unrecognized compensation costs are expected to be recognized | 2 years 14 days | |||
Number of shares | ||||
Balance at beginning of the period | 3,093,790 | |||
Granted | 1,474,916 | |||
Vested | (1,026,655) | |||
Forfeited | (202,893) | |||
Balance at end of the period | 3,339,158 | 3,339,158 | ||
Weighted average grant date fair value | ||||
Balance at beginning of the period | $ 6.97 | |||
Granted | 7.34 | |||
Vested | 5.82 | |||
Forfeited | 2.19 | |||
Balance at end of the period | $ 7.78 | $ 7.78 |
Stockholders' Equity (Stock Pur
Stockholders' Equity (Stock Purchase) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Oct. 31, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of shares available for future grants | 1,356,767 | 1,356,767 | |||
2014 Employee Stock Purchase Plan | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Purchase period of offering | 6 months | ||||
Rate of purchase price of stock on fair value (as a percent) | 85.00% | ||||
Purchases under the award | 95,919 | ||||
Weighted Average purchase price | $ 3.37 | $ 3.37 | |||
Stock-based compensation expense | $ 200,000 | $ 200,000 | $ 300,000 | $ 300,000 | |
Incremental compensation cost | $ 0 | $ 0 | |||
2014 Employee Stock Purchase Plan | Maximum | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Discount rate on the value of shares through payroll deductions (as a percent) | 15.00% | ||||
Expiration period of each offering | 27 months | ||||
Number of shares reserved for future issuance | 255,500 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Net Loss Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Earnings Per Share [Abstract] | ||||||
Loss from continuing operations, net of income taxes | $ (18,539) | $ (31,208) | $ (75,150) | $ (45,330) | ||
Income (loss) from discontinued operations, net of income taxes | (1,595) | (3,069) | 326 | (17,559) | ||
Net loss | $ (20,134) | $ (54,690) | $ (34,277) | $ (28,612) | $ (74,824) | $ (62,889) |
Weighted average common shares outstanding, basic and diluted | 57,647,883 | 50,145,538 | 56,003,274 | 50,031,105 | ||
Basic and diluted net loss per share attributable to common stockholders | ||||||
Continuing operations | $ (0.32) | $ (0.62) | $ (1.34) | $ (0.91) | ||
Discontinued operations | (0.03) | (0.06) | 0.01 | (0.35) | ||
Basic and diluted net loss per share | $ (0.35) | $ (0.68) | $ (1.34) | $ (1.26) |
Net Loss Per Share - Schedule_2
Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - shares | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Potentially dilutive securities | ||
Potentially dilutive securities | 18,611,895 | 21,956,800 |
Stock options to purchase common stock | ||
Potentially dilutive securities | ||
Potentially dilutive securities | 1,811,551 | 1,583,631 |
Warrants for the purchase of common stock | ||
Potentially dilutive securities | ||
Potentially dilutive securities | 17,040 | 32,375 |
Equity contingent consideration | ||
Potentially dilutive securities | ||
Potentially dilutive securities | 607,442 | 607,442 |
Stock issuable upon conversion of convertible note | ||
Potentially dilutive securities | ||
Potentially dilutive securities | 16,175,862 | 19,733,352 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Tax expense | $ 0 | $ 0 | $ 0 | $ 0 |
Segment Information (Details)
Segment Information (Details) | 6 Months Ended |
Jun. 30, 2021Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |