Cover Page
Cover Page - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Apr. 30, 2021 | Jun. 30, 2020 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-08568 | ||
Entity Registrant Name | Teligent, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 01-0355758 | ||
Entity Address, Address Line One | 105 Lincoln Ave. | ||
Entity Address, City or Town | Buena | ||
Entity Address, State or Province | NJ | ||
Entity Address, Postal Zip Code | 08310 | ||
City Area Code | 856 | ||
Local Phone Number | 697-1441 | ||
Title of 12(b) Security | Common Stock, Par Value $0.01 Per Share | ||
Trading Symbol | TLGT | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 10.6 | ||
Entity Common Stock, Shares Outstanding | 92,817,493 | ||
Documents Incorporated by Reference | The following documents (or parts thereof) are incorporated by reference into the following parts of this Form 10-K: Certain information required in Part III of this Annual Report on Form 10-K is incorporated from the Registrant’s Proxy Statement for the Annual Meeting of Stockholders to be held on May 26, 2021. | ||
Entity Central Index Key | 0000352998 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 5,946 | $ 15,508 |
Restricted cash | 206 | 206 |
Accounts receivable, net of allowance for doubtful accounts of $2,399 and $2,208, as of December 31, 2020 and December 31, 2019, respectively | 11,257 | 20,374 |
Inventories | 23,396 | 23,031 |
Prepaid expenses and other receivables | 3,486 | 2,525 |
Total current assets | 44,291 | 61,644 |
Property, plant and equipment, net | 16,131 | 96,349 |
Intangible assets, net | 22,964 | 44,645 |
Goodwill | 501 | 491 |
Other | 3,901 | 3,776 |
Total assets | 87,788 | 206,905 |
Current liabilities: | ||
Accounts payable | 7,972 | 6,875 |
Accrued expenses | 14,713 | 9,285 |
Capital lease obligation, current | 436 | 446 |
Total current liabilities | 23,121 | 16,606 |
Revolver (face of $25,000 and $25,000 as of December 31, 2020 and December 31, 2019, respectively) | 25,000 | 25,000 |
2023 Term Loan, net of debt issuance costs (face of $102,905 and $88,464 as of December 31, 2020 and December 31, 2019, respectively) | 99,490 | 86,452 |
Derivative liabilities | 7,507 | 6,776 |
Deferred tax liability | 190 | 205 |
Other long term liabilities | 4,914 | 2,256 |
Total liabilities | 197,940 | 212,212 |
Commitments and Contingencies | ||
Stockholders’ deficit: | ||
Common stock, $0.01 par value, 100,000,000 shares authorized; 21,754,223 and 5,385,043 shares issued and outstanding as of December 31, 2020 and December 31, 2019, respectively | 220 | 56 |
Additional paid-in capital | 135,218 | 118,469 |
Accumulated deficit | (243,496) | (121,474) |
Accumulated other comprehensive loss, net of taxes | (2,094) | (2,358) |
Total stockholders’ deficit | (110,152) | (5,307) |
Total liabilities and stockholders’ deficit | 87,788 | 206,905 |
2023 Senior Notes | ||
Current liabilities: | ||
Senior Convertible Notes | 0 | 53,093 |
2023 Series B Convertible Notes | ||
Current liabilities: | ||
Senior Convertible Notes | 0 | 21,824 |
2023 Series C Convertible Notes | ||
Current liabilities: | ||
Senior Convertible Notes | 31,922 | 0 |
2023 Series D Convertible Notes | ||
Current liabilities: | ||
Senior Convertible Notes | $ 5,796 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2020 | May 15, 2020 | Dec. 31, 2019 |
Allowance for doubtful accounts | $ 2,399,000 | $ 2,208,000 | |
Stated interest rate | 1.00% | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | |
Common stock, shares issued (in shares) | 21,754,223 | 5,385,043 | |
Common stock, shares outstanding (in shares) | 21,754,223 | 5,385,043 | |
Convertible Notes Payable | |||
Principal | $ 181,580,000 | $ 213,959,000 | |
Convertible Notes Payable | 2023 Senior Notes | |||
Stated interest rate | 4.75% | 4.75% | |
Principal | $ 0 | $ 66,090,000 | |
Convertible Notes Payable | 2023 Series B Convertible Notes | |||
Principal | 0 | 34,405,000 | |
Convertible Notes Payable | 2023 Series C Convertible Notes | |||
Principal | 50,323,000 | 0 | |
Convertible Notes Payable | 2023 Series D Convertible Notes | |||
Principal | 3,352,000 | 0 | |
Convertible Notes Payable | Senior Notes, due February 2023 | |||
Principal | 102,905,000 | 88,464,000 | |
Revolving Credit Facility | Line of Credit | |||
Principal | $ 25,000,000 | $ 25,000,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Components of Revenue: | ||
Revenue, net | $ 45,309 | $ 65,896 |
Costs and Expenses: | ||
Cost of revenues | 49,031 | 42,373 |
Selling, general and administrative expenses | 27,011 | 20,785 |
Impairment charges | 101,533 | 0 |
Product development and research expenses | 7,674 | 10,758 |
Total costs and expenses | 185,249 | 73,916 |
Operating loss | (139,940) | (8,020) |
Other Income (Expense): | ||
Other income | 3,349 | 0 |
Foreign currency exchange gain/(loss) | 4,961 | (1,523) |
Debt partial extinguishment of 2019 Notes | 0 | (185) |
Interest and other expense, net | (28,824) | (21,154) |
Gain/(loss) on debt restructuring | 51,858 | (920) |
Inducement loss | (9,183) | 0 |
Change in the fair value of derivative liabilities | (2,305) | 6,769 |
Loss before income tax expense | (120,084) | (25,033) |
Income tax expense | 1,938 | 91 |
Net loss attributable to common stockholders | $ (122,022) | $ (25,124) |
Basic and diluted loss per share (in dollars per share) | $ (14.67) | $ (4.67) |
Weighted average shares of common stock outstanding: | ||
Basic and diluted (in shares) | 8,319,388 | 5,383,914 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (122,022) | $ (25,124) |
Other comprehensive (loss)/income, net of tax | ||
Foreign currency translation adjustment | 264 | 292 |
Other comprehensive (loss)/income | 264 | 292 |
Comprehensive loss | $ (121,758) | $ (24,832) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (122,022,000) | $ (25,124,000) |
Reconciliation of net loss to net cash (used in) provided by operating activities: | ||
Depreciation of fixed assets and leases | 3,840,000 | 3,688,000 |
Write down of fixed assets | 398,000 | 0 |
Provision for write down of inventory | 9,775,000 | (459,000) |
Provision for bad debt expense | 192,000 | (428,000) |
Stock based compensation | 754,000 | 1,076,000 |
Amortization of debt costs and debt discount | 7,810,000 | 6,514,000 |
Amortization of intangibles | 2,709,000 | 3,008,000 |
Right-of-use asset lease expense | 459,000 | 408,000 |
Deferred income taxes | (27,000) | (22,000) |
Foreign currency exchange (gain) loss | (4,961,000) | 1,523,000 |
Extinguishment of prior term loan | 0 | 185,000 |
Non cash interest expense | 18,484,000 | 8,464,000 |
Impairment of long-lived assets | 101,533,000 | 0 |
(Gain)/loss on debt restructuring | (51,858,000) | 920,000 |
Inducement loss | 9,183,000 | 0 |
Change in the fair value of derivative liability | 2,305,000 | (6,769,000) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 9,003,000 | (3,655,000) |
Inventories, net | (9,792,000) | (6,145,000) |
Prepaid expenses and other current receivables | (968,000) | 815,000 |
Accounts payable and accrued expenses | 4,541,000 | 377,000 |
Operating liabilities | 1,874,000 | (369,000) |
Deferred income | 0 | (2,426,000) |
Net cash used in operating activities | (16,768,000) | (18,419,000) |
Cash flows from investing activities: | ||
Capital expenditures | (4,034,000) | (8,203,000) |
Disposal of fixed assets | 139,000 | 0 |
Net cash used in investing activities | (3,895,000) | (8,203,000) |
Cash flows from financing activities: | ||
Proceeds from term loan | 0 | 10,000,000 |
Proceeds from 2023 Series B bifurcated conversion option | 0 | 11,525,000 |
Proceeds from revolver | 0 | 12,500,000 |
Repayment of revolver | 0 | (2,500,000) |
Repayment of 3.75% senior notes | 0 | (13,022,000) |
Debt issuance costs | (3,063,000) | (3,107,000) |
Repurchase of 3.75% senior notes | 0 | (2,686,000) |
Government grant advance | 3,378,000 | 0 |
Principal payments on financing lease obligations | (14,000) | (11,000) |
Net cash provided by financing activities | 8,952,000 | 30,449,000 |
Effect of exchange rate on cash, cash equivalents and restricted cash | 2,241,000 | (714,000) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (9,470,000) | |
Net (decrease) increase in cash, cash equivalents and restricted cash | 3,827,000 | |
Cash, cash equivalents and restricted cash at beginning of year | 16,182,000 | 13,069,000 |
Cash, cash equivalents and restricted cash at end of year | 6,712,000 | 16,182,000 |
Supplemental Cash flow information: | ||
Cash payments for interest | 3,267,000 | 5,633,000 |
Cash payments for income taxes | 157,000 | 150,000 |
Non cash investing and financing transactions: | ||
Acquisition of capital expenditures in accounts payable and accrued expenses | 110,000 | 46,000 |
Capitalized stock compensation in capital expenditures | 12,000 | 28,000 |
Other Noncash Income | (3,349,000) | 0 |
2023 Series B Convertible Notes | ||
Cash flows from financing activities: | ||
Proceeds from senior notes | 0 | 17,750,000 |
2023 Series C Convertible Notes | ||
Cash flows from financing activities: | ||
Proceeds from senior notes | $ 12,000,000 | $ 0 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) | May 15, 2020 | Dec. 31, 2019 |
Stated interest rate | 1.00% | |
Convertible Notes Payable | Senior Notes, due December 2019 | ||
Stated interest rate | 3.75% |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Total | As Previously Reported | Common Stock | Common StockAs Previously Reported | Additional Paid-in Capital | Additional Paid-in CapitalAs Previously Reported | Accumulated Deficit | Accumulated DeficitAs Previously Reported | Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive LossAs Previously Reported |
Balance at Dec. 31, 2018 | $ 18,421 | $ 557 | $ 116,864 | $ (96,350) | $ (2,650) | |||||
Balance (in shares) at Dec. 31, 2018 | 53,774,221 | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Stock based compensation expense | 1,104 | 1,104 | ||||||||
Issuance of stock for vested restricted stock units | 0 | $ 1 | (1) | |||||||
Issuance of stock for vested restricted stock units (in shares) | 76,206 | |||||||||
Cumulative translation adjustment | 292 | 292 | ||||||||
Net loss | (25,124) | (25,124) | ||||||||
Balance at Dec. 31, 2019 | (5,307) | $ (5,307) | $ 56 | $ 558 | 118,469 | $ 117,967 | (121,474) | $ (121,474) | (2,358) | $ (2,358) |
Balance (in shares) at Dec. 31, 2019 | 5,385,043 | 53,850,427 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Stock based compensation expense | 767 | 767 | ||||||||
Issuance of stock for vested restricted stock units (in shares) | 4,906 | |||||||||
Reclassification of derivative liabilities to equity | 8,460 | 8,460 | ||||||||
Warrant issuance | 329 | 329 | ||||||||
Fair value of conversion feature on Convertible 2023 Series D Notes | 9,885 | $ 164 | 9,721 | |||||||
Fair value of conversion feature on Convertible 2023 Series D Notes (in shares) | 16,362,654 | |||||||||
APIC related to Series C Convertible Notes | (2,528) | (2,528) | ||||||||
Cumulative translation adjustment | 264 | 264 | ||||||||
Net loss | (122,022) | (122,022) | ||||||||
Stock issued as a result of the reverse stock split (in shares) | 1,620 | |||||||||
Balance at Dec. 31, 2020 | $ (110,152) | $ 220 | $ 135,218 | $ (243,496) | $ (2,094) | |||||
Balance (in shares) at Dec. 31, 2020 | 21,754,223 |
Nature of the Business and Goin
Nature of the Business and Going Concern | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of the Business and Going Concern | Nature of the Business and Going Concern Nature of the Business Teligent, Inc. and its subsidiaries (collectively the “Company”) is a generic pharmaceutical company. Teligent’s mission is to become a leader in the high-barrier generic pharmaceutical market. Under its own label, the Company markets and sells generic topical, branded generic, and generic injectable pharmaceutical products in the United States and Canada. In the United States, the Company currently markets 37 generic topical pharmaceutical products and two branded injectable pharmaceutical products. In Canada, the Company sells 31 generic and branded generic injectable products and medical devices. Generic pharmaceutical products are bioequivalent to their brand name counterparts. The Company also provides contract manufacturing services to the pharmaceutical, over the counter (“OTC”) and cosmetic markets. The Company operates its business under one segment. Its common stock is traded on the Nasdaq Global Select Market under the trading symbol “TLGT.” The Company’s principal executive office, laboratories, and manufacturing facilities are located at 105 Lincoln Avenue, Buena, New Jersey. It has additional offices located in Iselin, New Jersey and Mississauga, Canada. Impact Related to COVID-19 Pandemic In March 2020, the World Health Organization declared the outbreak of novel coronavirus disease (“COVID-19”) as a pandemic, and the Company expects its operations in all locations to be affected as the virus continues to proliferate. In alignment with the directives in the state of New Jersey, as a Pharmaceutical manufacturing facility, Teligent is considered "essential" and the Company has remained open for its business. The Company will stay open as long as permitted and conditions remain safe for its employees to continue to supply its products to the patients that need them. Teligent’s first priority is the health and safety of its employees while positioning its business to manage throughout this pandemic. The outbreak and any preventative or protective actions that Teligent, its customers, suppliers or other third parties with which it has business relationships, or governments may take in respect of the COVID-19 outbreak could disrupt its business and the business of its customers. Global health concerns, such as COVID-19, could also result in social, economic, and labor instability in the countries in which the Company or the third parties with whom it engages operate. In addition, the COVID-19 outbreak could result in a severe economic downturn and has already significantly affected the financial markets of many countries. A severe or prolonged economic downturn or political disruption could result in a variety of risks to the Company's business, including its ability to raise capital when needed on acceptable terms, if at all. A weak or declining economy or political disruption could also strain its suppliers or third party CMOs, possibly resulting in supply disruption, or cause its customers to delay purchases or payments for its products. The COVID-19 pandemic may also create delays in the review and approval of its regulatory submissions as well as its pending reinspection related to the Company's warning letter and pre-approval inspection for commercial production on the newly installed injectable line at the Company’s New Jersey facility by the FDA. Given these uncertainties, the Company is unable to predict the overall impact that the COVID-19 pandemic will have on its business as of the date of this filing. The Company has taken preventative measures to help ensure business continuity while maintaining safe and stable operations. It has directed all non-production employees to work from home in accordance with state and local guidelines and has implemented social distancing measures on-site at its manufacturing facility to protect employees and its products. Its employees are provided daily personal protective equipment upon their arrival to the facility and the Company has implemented temperature monitoring services at its newly established single point of entrance. The Company has also implemented a routine sanitization process of the facility. It has adjusted its production schedule to concentrate on high demand or low stock product to help reduce employee concentrations while continuing to focus on production levels necessary to meet our customer demand. The Company's financial results and anticipated future results have been negatively impacted due to COVID-19. Under the provisions of ASC 360-10-55, the Company continues to review its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. The Company performs the analysis by comparing the expected future cash flows of the assets to the carrying value of the related long-lived assets. The Company recorded impairment charges of $101.5 million for the year ended December 31, 2020 related to property, plant and equipment of $79.8 million (Note 4), product acquisition costs of $13.5 million, trademarks and technology of $8.1 million and in process research and development of $0.1 million (Note 9). The Company's financial performance has been adversely impacted by the COVID-19 pandemic. In the first quarter of 2020, the Company initiated a company-wide cost reduction initiative targeted at eliminating discretionary spending and ensuring that remaining expenditures are reduced in line with the lower demand for its products in light of COVID-19 impact to the business. Effective on May 4, 2020, the Company's Executive Leadership Team and all employees with annual salaries exceeding $100,000 accepted a 20% and 15% eight-week reduction in pay, respectively. Over the same eight-week period, the Company furloughed a portion of employees at its Buena, NJ manufacturing facility. Effective on June 19, 2020, the Company initiated a reduction-in-force, terminating 53 employees and furloughing an additional 15 employees thus reducing the employee base at its Buena, NJ facility. Terminated employees were offered a severance package and the Company will pay both the employee and employer portion of health benefits for the employees that were furloughed. At December 31, 2020, the Company’s employee base after these actions and a company-wide effort to reduce recruitment is down 31% from the start of the year. The associated one-time employee severance costs totaled $0.3 million and are reflected primarily in cost of revenues and the product development and research expenses in the Company’s Consolidated Statement of Operations for the year ended December 31, 2020. On May 15, 2020, the Company received $3.4 million of proceeds from the U.S. Small Business Administration Paycheck Protection Program (the "Government Grant Advance") and has been utilizing the advance to balance its employee-related actions previously taken with the business needs to ensure a significant portion of the loan will be forgiven. The Government Grant Advance matures in 2 years with accrued interest at an annual rate of 1.00%, being deferred for payments on amounts not forgiven at the later of (a) 10 months following the borrower's covered period, or (b) when the SBA remits any amounts forgiven to the lender. According to IAS 20, Accounting for Government Grants and Disclosure of Government Assistance, the Company recorded $3.4 million in other income on the Consolidated Statements of Operations for the year ended December 31, 2020. In May 2020, the Company modified one of its office lease agreements and obtained a deferral of 2 months rental payments amid the Pandemic at the company's choice on a later date. According to FASB Staff Q&A on Topic 842 and 841, because the amount of the total consideration paid under the modified lease agreement is substantially the same as the original agreement, except the deferral of the lease payments which only affect the timing of the payments, the Company accounted for the concession as if no changes to the lease contract were made and continues to recognize expenses during the deferral period. In addition, the Company decided to shift its research and development operation being performed in its Tallinn, Estonia office to its US manufacturing site at Buena, New Jersey and subsequently to wind-down its Estonia operation. In September 2020, the Company entered into a letter of intent with its former Chief Executive Officer, a related party of the Company, to sell certain of Estonia's assets, primarily lab machinery, equipment and office furniture for a sales price of $125 thousand in cash. The transaction was closed on October 23, 2020. The Company markets a portfolio of FDA-approved medicines, including several generic alternatives in the United States. These products include both injectable and topical prescription medicines. From late March to the end of April 2020, several data sources suggested that patient visits to the dermatologist in the United States were down more than 50% in comparison to the typical number of dermatologist visits realized prior to shelter-in-place guidelines. As a consequence of COVID-19, dermatology visits are still down versus pre-pandemic levels. But, as shelter-in-place guidelines across the country were relaxed, several data sources reflected an increase in dermatology visits and thus patient demand for topical pharmaceutical products. Although estimates vary, beginning in late May and into early June, there have been positive signs that the market for dermatology pharmaceutical products is rebounding driven by increased 90-day prescription refills approved by the Pharmacy Benefit Managers and the emergence of stronger telehealth networks. In fact, since mid-June data sources have shown the category return to 80% of pre-pandemic levels. Teligent sales have mostly mirrored these increases, although percentages vary by product. The Company remains cautiously optimistic given the consequences of COVID-19 in some locations have proven to change rapidly. Due to the level of uncertainty and potential consequences of less stringent guidelines, it is still extremely challenging to predict the pace of the anticipated increase and whether or not there might be a second wave of decline. Going Concern ASU 205-40 – Presentation of Financial Statements – Going Concern requires management to evaluate an entity’s ability to continue as a going concern within one year after the date the financial statements are available for issuance. Specifically, management is required to evaluate whether the presence of adverse conditions or events, when considered individually and in the aggregate, raise substantial doubt about an entity’s ability to continue as a going concern. Substantial doubt exists when it is probable that the entity will be unable to meet its obligations as they become due within one year after the date the financial statements are available for issuance. Management has identified the following adverse conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern: • The Company has incurred significant losses and generated negative cash flows from operations in recent years and expects to continue to incur losses and generate negative cash flows for the foreseeable future. These significant losses and negative cash flows intensified during the year ended December 31, 2020 due to the adverse impact on the Company from the COVID-19 pandemic. As a result, the Company had an accumulated deficit of $243.5 million, total principal amount of outstanding borrowings of $162 million, and limited capital resources to fund ongoing operations at December 31, 2020. These capital resources were comprised of cash and cash equivalents of $6.7 million at December 31, 2020 and the generation of cash inflows from working capital. The Company’s available capital resources will not be sufficient for it to continue to meet its obligations as they become due over the next twelve months if the Company cannot improve its operating results or increase its operating cash inflows. In the event its capital resources are not sufficient, the Company will need to raise additional funds through the sale of equity or debt securities, enter into strategic business collaboration agreements with other companies, seek other funding facilities, or sell assets. However, the Company cannot provide any assurance that additional capital will be available on acceptable terms or at all. Moreover, if the Company is unable to meet its obligations when they become due over the next twelve months through its available capital resources, or obtain new sources of capital when needed, the Company may have to delay expenditures, reduce the scope of its manufacturing operations, reduce or eliminate one or more of its development programs, make significant changes to its operating plan or cease operations. Management has concluded this uncertainty raises substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. • As disclosed in Note 6 and Note 7, the Company is required to remain in compliance with certain financial and non-financial covenants prescribed by its Senior Credit Facilities with Ares. During the year ended December 31, 2020 and in early 2021, the Company amended its Senior Credit Facilities three times – on April 6, 2020, July 20, 2020, and January 27, 2021, to among other things, seek a waiver with respect to the Company’s lack of compliance with certain financial and non-financial covenants and amend the financial covenants. The most recent amendment on January 27, 2021 granted a waiver with respect to the Company’s lack of compliance with certain financial and non-financial covenants as of December 31, 2020, and amended, among other things, the financial covenants whereby the Company will now be required to remain in compliance with a minimum liquidity covenant of $1 million for the period from January 27, 2021 through February 15, 2021, and $3 million at all times thereafter through March 31, 2022. In addition, beginning on March 31, 2022 the Company will be required to remain in compliance with a Trailing Twelve Months “TTM” Consolidated Adjusted EBITDA financial covenant on a quarterly basis through December 31, 2022. While the Company was able to remain in compliance with these financial covenants through the date of issuance of the accompanying consolidated financial statements, based on the Company’s current operating forecast, management has concluded that the Company may be unable to remain in compliance with one or both of these financial covenants and/or certain of its non-financial covenants over the next twelve months. If the Company is unable to remain in compliance these covenants, or be granted a waiver, Ares will have the right, but not the obligation, to permanently reduce its commitment under the Secured Credit Facilities in whole or in part or declare all or any portion of the outstanding amounts under the Senior Credit Facilities as due and payable on demand. Furthermore, in the event that the outstanding amounts on the Senior Credit Facilities are declared due and payable on demand, the holders of the 2023 Series C Secured Convertible Notes and 2023 Series D Convertible Notes disclosed in Note 6 will also have the right, but not the obligation, to declare the outstanding amounts under such Notes as due and payable on demand. If the Company is unable to remain in compliance with its financial and non-financial covenants and, as a result, Ares and the holders of the Notes declare the outstanding amounts as due and payable on demand, the Company will need to raise additional capital to meet these obligations or seek other strategic alternatives, which may include pursuit of a merger or other transaction involving a change of control, restructure the outstanding debt, seek relief under the U.S. Bankruptcy Code, or cease operations. Management has concluded this uncertainty raises substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. • During the year ended December 31, 2020, the Company received several de-listing notices from The Nasdaq Market, the exchange in which the Company’s common stock is registered and traded on. The notices informed the Company, among other things, that the Company’s common stock traded below the $1.00 per share minimum required by the Nasdaq Market for a period of at least 30 consecutive days and/or the Company’s market capitalization fell below the $15 million minimum required by the Nasdaq Market for a period of at least 30 consecutive days. While the Company was able to regain compliance on February 19, 2021, The Nasdaq Market notified the Company again on April 9, 2021 that the Company’s common stock traded below the $1.00 per share minimum for a period of at least 30 consecutive days. In order to regain compliance, the closing bid price of the Company’s securities must be at least $1.00 per share |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company consolidates the following entities: Igen, Inc., Teligent Pharma. Inc., Teligent Luxembourg S.à.r.l., Teligent OÜ and Teligent Canada Inc, in addition to the following inactive entities: Microburst Energy, Inc., Blood Cells, Inc. and Flavorsome, Ltd. All inter-company accounts and transactions have been eliminated. Certain amounts in the prior periods presented have been reclassified to conform to the current period financial statement presentation. These reclassifications have no effect on previously reported net income. Reverse Stock Split On May 28, 2020, the company effectuated a one-for-ten reverse stock split of its outstanding shares of common stock (the "Reverse Stock Split"). The Reverse Stock Split reduces the Company's shares of outstanding common stock and stock options. Fractional shares of Common Stock that would have otherwise resulted from the Reverse Stock Split were rounded up to the nearest whole share. All share and per share data for all periods presented in the accompanying Consolidated Financial Statements and the related disclosures have been adjusted retroactively to reflect the Reverse Stock Split. The number of authorized shares of common stock and the par value per share remains unchanged. Use of Estimates The preparation of 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the valuation of derivative liabilities associated with certain Notes and the Senior Credit Facility, sales returns and allowances, allowances for excess and obsolete inventories, allowances for doubtful accounts, provisions for income taxes and related valuation allowances, stock based compensation, the assessment for the impairment of long-lived assets (including property, plant and equipment), indefinite-lived assets (including, goodwill, intangibles, and In-Process research and development), and legal accruals for environmental cleanup and remediation costs. The Company bases its estimates and assumptions on historical experience, known or expected trends and various other assumptions that it believes to be reasonable. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Related Parties The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. On September 8, 2020, the Company entered into a letter of intent to execute a Business Transfer Agreement with The J. Molner Company OU, a corporation organized and existing under the laws of Estonia, which the former President and Chief Executive Officer Jason Grenfell Gardner has ownership in to sell certain assets held in the company’s Estonia entity. The transaction closed on October 23, 2020 for the purchase price of $125,000 less a credit of $5,675 for transition services to complete all local audits as required by Estonia laws before the agreement date. Cash Equivalents The Company considers all highly liquid instruments purchased with the original maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. Cash and cash equivalents include cash on hand and bank demand deposits used in the Company’s cash management program. The Company has restricted cash, consisting of escrow accounts and letter of credits, which are included within other long-term assets on the Consolidated Balance Sheet. Pursuant to the New Credit Facilities agreement, proceeds from the 2023 Term Loan were deposited in a blocked bank account and restricted for use for the sole purpose of repurchasing the outstanding 2019 Notes. In the beginning of 2019, the Company used a total of $2.7 million of the restricted cash to repurchase a portion of the remaining 2019 Notes. The Company settled the remaining 2019 Notes upon its maturity in December 2019 (Note 6). The following table provides a reconciliation of cash and cash equivalents and restricted cash reported in the Consolidated Balance Sheet to the total amounts in the Consolidated Statement of Cash Flows as follows (in thousands): December 31, 2020 December 31, 2019 Cash and cash equivalents $ 5,946 $ 15,508 Restricted cash 206 206 Restricted cash in other assets 560 468 Cash, cash equivalents and restricted cash in the statement of cash flows $ 6,712 $ 16,182 Inventories Inventories are valued at the lower of cost, using the first-in, first-out (“FIFO”) method, or net realizable value. The Company records an inventory reserve for losses associated with dated, expired, excess and obsolete items. This reserve is based on management’s current knowledge with respect to inventory levels, planned production, and extension capabilities of materials on hand. Management does not believe the Company’s inventory is subject to significant risk of obsolescence in the near term. Property, Plant and Equipment Depreciation and amortization of property, plant and equipment is provided for under the straight-line method over the assets’ estimated useful lives as follows: Descriptions Useful Lives Buildings and improvements 10-40 years Machinery and equipment 5-15 years Computer hardware and software 3-5 years Furniture and fixtures 5 years Leasehold improvements are amortized over the shorter of the estimated useful life or remaining lease term. Repair and maintenance costs are charged to operations as incurred while major improvements are capitalized. Construction in progress ("CIP") costs are depreciated based on their respective asset class when they are put into service. When assets are retired or disposed, the historical cost and accumulated depreciation thereon are removed with any gains or losses included in operating results. Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. In performing such review for recoverability, the Company compares expected future cash flows of assets to the carrying value of the long-lived assets and related identifiable intangibles. If the expected future cash flows (undiscounted) are less than the carrying amount of such assets, the Company recognizes an impairment loss for the difference between the carrying value of the assets and their estimated fair value, with fair values being determined using projected discounted cash flows at the lowest level of cash flows identifiable in relation to the assets being reviewed. The Company recorded impairment charges of $101.5 million for the year ended December 31, 2020 related to property, plant and equipment of $79.8 million, product acquisition costs of $13.5 million, trademarks and technology of $8.1 million and in process research and development of $0.1 million. Intangible Assets Definite-lived intangible assets are stated at cost less accumulated amortization. Amortization of definite-lived intangible assets are computed on a straight-line basis over the assets’ estimated useful life, generally for periods ranging from 10 to 15 years. The Company continually evaluates the reasonableness of the useful lives of these assets. Indefinite-lived intangible assets are not amortized, but instead are tested at least annually for impairment. Costs to renew or extend the term of a recognized intangible asset are expensed as incurred. An impairment is recognized in the amount, if any, by which the carrying amount of such assets exceeds its respective fair value and would be recorded in selling, general and administrative expense on the Consolidated Statements of Operations. The Company recorded impairment charges of $21.7 million related to product acquisition costs of $13.5 million, trademark and technology of $8.1 million and IPR&D of $0.1 million for the year ended December 31, 2020. In-Process Research and Development Amounts allocated to in-process research and development (“IPR&D”) in connection with a business combination are recorded at fair value and are considered indefinite-lived intangible assets subject to annual impairment testing. As products in development are approved for sale, the associate balance will be allocated to product rights and amortized over their estimated useful lives. These valuations reflect, among other things, the impact of changes to the development programs, the projected development and regulatory time frames and the current competitive environment. The IPR&D are solely those assets acquired in the 2015 business combination of Alveda. The Company recorded impairment charges of $0.1 million related to IPR&D for the year ended December 31, 2020. Product Acquisition Costs Product acquisition costs represent ANDAs and NDAs acquired in asset acquisitions, which are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. The Company expects to amortize these costs over a 10-year useful life commencing when the product is sold. At December 31, 2020, product acquisition costs included assets acquired from AstraZeneca. The Company recorded impairment charges of $13.5 million related to product acquisition costs for the year ended December 31, 2020. Goodwill Goodwill represents the excess of purchase price over the fair value of the net assets acquired. Goodwill is tested for impairment on an annual basis on October 1 of each fiscal year or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company early adopted ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): “Simplifying the Test for Goodwill Impairment” in the fourth quarter of 2019. This amendment eliminates Step Two of the goodwill impairment test. Under the amendments in this update, an entity has the option to perform a qualitative assessment to determine if the quantitative impairment test is required. If the quantitative impairment test is required, the Company would perform the annual goodwill impairment test by comparing the carrying value of its reporting unit to its fair value. An impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value would be recorded. The carrying value of goodwill at December 31, 2020 was $0.5 million. We believe it is unlikely that there will be a material change in the future estimates or assumptions used to test for impairment losses on goodwill. However, if actual results were not consistent with our estimates or assumptions, we could be exposed to an impairment charge. Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, trade receivables, restricted cash, accounts payable and other accrued liabilities at December 31, 2020 approximate their fair value for all periods presented. The Company measures fair value in accordance with ASC 820-10, “Fair Value Measurements and Disclosures”. ASC 820-10 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC 820-10 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. As of December 31, 2020, the fair value and the respective net carrying value of the outstanding Convertible Notes are as follows (in thousands): Fair Value Net Carrying Value 2023 Series C Convertible Notes $ 30,148 $ 31,922 2023 Series D Convertible Notes 1,459 5,796 Debt Issuance Costs Expenses related to debt financing activities are capitalized and amortized on an effective interest method, over the term of the loan and are netted against the carrying value of the financial liability. Amortization of debt issuance costs are recorded as interest expense on the Consolidated Statement of Operations. Revenue Recognition The Company recognizes revenue when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. The Company’s revenue is recorded net of accruals for estimated chargebacks, rebates, cash discounts, other allowances, and returns. The Company derives its revenues from three types of transactions: sales of its own pharmaceutical products (Company product sales), sales of manufactured product for its customers (contract manufacturing sales), and research and product development services performed for third parties. Due to differences in the substance of these transaction types, the transactions require, and the Company utilizes, different revenue recognition policies for each. Taxes collected from customers and remitted to government authorities and that are related to the sales of the Company’s products are excluded from revenues. Adoption of ASC Topic 606, "Revenue from Contracts with Customers” In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” The standard, including subsequently issued amendments, replaces most existing revenue recognition guidance in U.S. GAAP. The key focus of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company performed a comprehensive review of its existing revenue arrangements as of January 1, 2018 following the aforementioned five-step model. Based on the Company's analysis, there were no changes identified that impacted the amount or timing of revenues recognized under the new guidance as compared to the previous guidance. Additionally, the Company's analysis indicated that there were no changes to how costs to obtain and fulfill our customer contracts would be recognized under the new guidance as compared to the previous guidance. The impact of the adoption of this standard on the Company's Consolidated Balance Sheet, Consolidated Statement of Operations, and Consolidated Statement of Cash Flows was not material. The adoption of the new guidance impacted the way the Company analyzes, documents, and discloses revenue recognition under customer contracts beginning on January 1, 2018 and resulted in additional disclosures in the Company's financial statements. Company Product Sales Revenue from Company product sales is recognized upon transfer of control of a product to a customer at a point in time, generally as the Company's products are sold on an FOB destination basis and because inventory risk and risk of ownership passes to the customer upon delivery. Company product sales are recorded net of accruals for estimated chargebacks, rebates, cash discounts, other allowances, and returns. Contract Manufacturing Sales The Company recognizes revenue for contract manufacturing sales over-time, as milestones are achieved. Shipments are made in accordance with sales commitments and related sales orders entered into with customers either verbally or in written form. Contract manufacturing sales are recognized net of accruals for cash discounts and returns which are established at the time of sale, and are included in Revenue, net in the Company's Consolidated Statement of Operations. Research and Development Income The Company establishes agreed upon product development agreements with its customers to perform product development services. Revenues are recognized in accordance with the agreement upon the completion of the phases of development and when the Company has no future performance obligations relating to that phase of development. Other types of revenue include royalty or licensing revenue, which would be recognized over time, or at a point in time, based upon the contractual term upon completion of the earnings process. Judgments are required to evaluate contingencies such as potential variances in schedule and the costs, the impact of change orders, liability claims, contract disputes and achievement of contractual performance standards. Revenue and Provision for Sales Returns and Allowances As is customary in the pharmaceutical industry, the Company’s product sales are subject to a variety of deductions including chargebacks, rebates, cash discounts, other allowances, and returns. Product sales are recorded net of accruals for returns and allowances ("SRA"), which are established at the time of sale. The Company analyzes the adequacy of its accruals for returns and allowances quarterly. Amounts accrued for sales deductions are adjusted when trends or significant events indicate that an adjustment is appropriate. Accruals are also adjusted to reflect actual results. These provisions are estimates based on historical payment experience, historical relationship to revenues, estimated customer inventory levels and current contract sales terms with direct and indirect customers. The Company uses a variety of methods to assess the adequacy of its returns and allowances reserves to ensure that its financial statements are fairly stated. These include periodic reviews of customer inventory data, customer contract programs, subsequent actual payment experience, and product pricing trends to analyze and validate the return and allowances reserves. Chargebacks are one of the Company's most significant estimates for recognition of product sales. A chargeback represents an amount payable in the future to a wholesaler for the difference between the invoice price paid to the Company by its wholesale customer for a particular product and the negotiated contract price that the wholesaler’s customer pays for that product. The Company’s chargeback provision and related reserve varies with changes in product mix, changes in customer pricing and changes to estimated wholesaler inventories. The provision for chargebacks also estimates the expected wholesaler sell-through levels to indirect customers at contract prices. The Company validates the chargeback accrual quarterly through a review of the inventory reports obtained from its largest wholesale customers. This customer inventory information is used to establish the estimated liability for future chargeback claims based on historical chargeback and contract rates. These large wholesalers represent a majority of the Company’s chargeback payments. The Company continually monitors current pricing trends and wholesaler inventory levels to ensure the liability for future chargebacks is fairly stated. Rebates are used for various discounts and rebates provided to customers. The Company reviews the percentage of products sold through these programs utilizing chargeback data and applies the appropriate program percentages to calculate the rebate accrual. Rebate invoices and/or payments may be received monthly, quarterly or annually and reviewed against the accruals. Other items that could be included in accrued rebates represent price protection fees, shelf stock adjustments (SSAs), or other various amounts that would serve as one-time discounts on specific products. Net revenues and accounts receivable balances in the Company’s consolidated financial statements are presented net of SRA estimates. Certain SRA balances are included in accounts payable and accrued expenses. Accounts receivable are presented net of SRA balances of $28.9 million and $30.5 million at December 31, 2020 and 2019, respectively. The allowance for doubtful accounts was $2.4 million and $2.2 million at December 31, 2020 and 2019, respectively. These balances are primarily related to one specific customer in the amount of $1.7 million. Additionally, the Company markets and distributes zero products under its own label in the U.S., where in accordance with an agreement entered into in December of 2011, the Company is required to pay a royalty calculated based on net sales to one of its pharmaceutical partners. The royalty is calculated based on contracted terms of 40% of net sales for the zero products, which is to be paid quarterly to its partner. Accounts payable and accrued expenses include $0.3 million and $0.4 million at December 31, 2020 and 2019, respectively, related to these royalties. Royalty expense of $0.7 million and $1.4 million was included in cost of goods sold for the years ended December 31, 2020 and 2019 respectively. Significant estimates are required to arrive at the respective net product sales for wholesaler chargebacks, Medicaid and Medicare rebates, allowances and other pricing and promotional programs. Concentration of Risk Financial instruments, which subject the Company to concentration of credit risk, consist primarily of cash equivalents and trade receivables. The Company maintains its cash in accounts with quality financial institutions. Although the Company currently believes that the financial institutions with which the Company does business will be able to fulfill their commitments to us, there is no assurance that those institutions will be able to continue to do so. Major customers of the Company are defined as those constituting greater than 10% of our total revenue. In 2020, we had sales to three customers which individually accounted for more than 10% of our total revenue. These customers had sales of $11.5 million, $5.2 million and $4.5 million respectively, which represented 47% of total revenues in the aggregate. Accounts receivable related to these major customers comprised 48%, 19% and 8% respectively, and represented 75% of all accounts receivable as of December 31, 2020. In 2019, we had sales to two customers which individually accounted for more than 10% of our total revenue. These customers had sales of $17.6 million and $9.6 million, respectively, and represented 41% of total revenues in the aggregate. Accounts receivable related to these major customers comprised of 25%, and 22%, respectively, and represented 31% of all accounts receivable as of December 31, 2019. Diflorasone Diacetate Ointment USP 0.05% accounted for 15% of the Company's total revenues in 2019. There was no product which individually accounted for more than 10% of the total revenues in 2020. For the year ended December 31, 2020, domestic net revenues were $34.5 million and foreign net revenues were $10.8 million. As of December 31, 2020, domestic assets were $139.9 million and foreign assets were $41.2 million. For the year ended December 31, 2019, domestic net revenues were $48.4 million and foreign net revenues were $17.5 million. As of December 31, 2019, domestic assets were $154.3 million and foreign assets were $52.6 million. While the Company purchases raw materials to manufacture certain products, it also utilizes CMO's to purchase finished products. The Company currently purchases from numerous sources which therefore reduces the risk of delays or difficulties in obtaining materials and/or products. Acquisitions The Company accounts for acquired businesses using the acquisition method of accounting, which requires with limited exceptions, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date. Transaction costs are expensed as incurred. Any excess of the consideration transferred over the assigned values of the net assets acquired is recorded as goodwill. When net assets that do not constitute a business are acquired, no goodwill is recognized. Contingent consideration, if any, is included as part of the acquisition cost and is recognized at fair value as of the acquisition date. Any liability resulting from contingent consideration is remeasured to fair value at each reporting date until the contingency is resolved. These changes in fair value are recognized in earnings. Accounts Receivable and Allowance for Doubtful Accounts The Company extends credit to wholesaler and distributor customers and national retail chain customers, based upon credit evaluations, in the normal course of business, primarily with 60 to 90-day terms. The Company maintains customer-related accruals and allowances that consist primarily of chargebacks, rebates, sales returns, shelf stock allowances, administrative fees and other incentive programs. Some of these adjustments relate specifically to the generic prescription pharmaceutical business. Typically, the aggregate gross-to-net adjustments related to these customers can exceed 70% of the gross sales through this distribution channel. Certain of these accruals and allowances are recorded in the Consolidated Balance Sheet as current liabilities and others are recorded as a reduction to accounts receivable. The Company extends credit to its contract services customers based upon credit evaluations in the normal course of business, primarily with 30-day terms. The Company does not require collateral from its customers. Bad debt provisions are provided for on the allowance method based on historical experience and management’s evaluation of outstanding accounts receivable. The Company reviews the allowance for doubtful accounts regularly, and past due balances are reviewed individually for collectability. The Company charges off uncollectible receivables against the allowance when the likelihood of collection is remote. Foreign Currency Translation The net assets of international subsidiaries where the local currencies have been determined to be the functional currencies are translated into U.S. dollars using current exchange rates. The U.S. dollar effects that arise from translating the net assets of these subsidiaries at changing rates are recorded in the foreign currency translation account, which is included in accumulated other comprehensive income (loss) (AOCI) and reflected as a separate component of stockholders' equity (deficit). For those subsidiaries where the U.S. dollar has been determined to be the functional currency, non-monetary foreign currency assets and liabilities are translated using historical rates, while monetary assets and liabilities are translated at current rates, with the U.S. dollar effects of rate changes included in Other Expense. Foreign exchange gain of $5.0 million was recorded for the year ended December 31, 2020, primarily related to the foreign currency translation of our intercompany loans denominated in U.S. dollars to our foreign subsidiaries. These loans are to be repaid in November 2022. Depending on the changes in foreign currency exchange rates, the Company will continue to record a non-cash gain or loss on translation for the remainder of the term of these loans. Due to the nature of this transaction, there is no economic benefit to the Company to hedge these transactions. Accounting for Environmental Costs Accruals for environmental remediation are recorded when it is probable a liability has been incurred and costs are reasonably estimable. The estimated liabilities are recorded at undiscounted amounts. Environmental insurance recoveries are included in the Consolidated Statement of Operations in the year in which the issue is resolved through settlement or other appropriate legal process. Income Taxes The Company records income taxes in accordance with ASC 740-10, “Accounting for Income Taxes,” under the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recognized for the tax consequences of temporary differences by applying enacted statutory tax rates applicable to future years to operating loss and tax credit carry forwards and differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded based on a determination of the ultimate realizability of future deferred tax assets. The Company complies with the provisions of ASC 740-10-25 that clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements in accordance with ASC 740-10, “Accounting for Income Taxes,” and prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. Additionally, ASC 740-10 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. There were no unrecognized tax benefits as of the date of adoption. The Company records interest and penalties relating to uncertain tax positions as a component of income before income taxes. Stock-Based Compensation ASC 718-10 defines the fair-value-based method of accounting for stock-based employee compensation plans and transactions used by the Company to account for its issuances of equity instruments to record compensation cost for stock-based employee compensation plans at fair value as well as to acquire goods or services from non-employees. Transactions in which the Company issues stock-based compensation to employees, directors and advisors and for goods or services received from non-employees are accounted for based on the fair value of the equity instruments issued. The Company utilizes pricing models in determining the fair values of options, RSUs and warrants issued as stock-based compensation. These pricing models utilize the market price of the Company’s common stock and the exercise price of the option or warrant, as well as time value and volatility factors underlying the positions. Stock-based compensation expense is recognized over the requisite service period of the award, which usually coincides with the vesting period of the grant. Product Development and Research The Company’s research and development costs are expensed as incurred. Shippin |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories are valued at the lower of cost or net realizable value and using the first-in-first-out method . Inventories as of December 31, 2020 and 2019 consisted of (in thousands): 2020 2019 Raw materials $ 13,487 $ 14,117 Work in progress 386 133 Finished goods 21,525 10,989 Inventories reserve (12,002) (2,208) Inventories, net $ 23,396 $ 23,031 During 2020, there was a significant increase in Inventories reserve due to a combination of lower sales resulting from lower demand due to COVID-19 and quality issues related to the FDA Warning Letter. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, at cost, as of December 31, 2020 and 2019, consisted of (in thousands): 2020 2019 Land $ 257 $ 401 Building and improvements 11,660 58,959 Machinery and equipment 1,625 14,897 Computer hardware and software 300 4,771 Furniture and fixtures 74 705 Construction in progress 2,302 30,759 16,218 110,492 Less accumulated depreciation and amortization (87) (14,143) Property, plant and equipment, net $ 16,131 $ 96,349 The Company recorded depreciation expense of $3.8 million and $3.7 million in 2020 and 2019, respectively. The Company recorded an impairment charge of $79.8 million against its Property, Plant and Equipment at December 31, 2020 due to projected future undiscounted cash flows associated with the assets were determined to be unrecoverable. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the existing lease guidance under Topic 840. The new standard requires lessees to recognize Right-of-Use ("ROU") assets and lease liabilities for all leases with terms greater than 12 months, including those leases that were previously classified as operating leases. Topic 842 retains a distinction between finance leases and operating leases, with measurement and presentation of expenses and cash flows being dependent upon the classification. The Company adopted the new standard on January 1, 2019 utilizing the optional transition method allowed under ASU 2018-11, Leases (Topic 842): Targeted Improvements. The Company elected to adopt the package of practical expedients allowed under the new accounting guidance, which allows the Company to not reassess previous conclusions regarding (1) whether existing or expired leases are or contain leases, (2) the lease classification of existing or expired leases and (3) initial direct costs for existing leases. In addition, the Company adopted the practical expedient to combine lease and non-lease components for all classes of underlying assets. The Company reviewed its portfolio of lease agreements, and other service contracts to identify embedded leases, and reached conclusions on key accounting assessments related to the standard and finalized the related accounting policies. As a result of the implementation of the new standard, all leases with a term greater than 12 months previously classified as operating leases and only expensed through the Consolidated Statements of Operations are now recorded on the Consolidated Balance Sheets. Per the requirements of the standard, the Company has recorded a ROU asset and a lease liability representing the present value of future lease payments to be paid in exchange of the use of an asset of $1.9 million and $2.0 million, respectively as of January 1, 2019. However, there was no cumulative effect adjustment to the opening balance of retained earnings as the assets and the liabilities recorded upon adoption off-set each other. The Company has operating and finance leases for its corporate, manufacturing and international facilities as well as certain equipment. The Company's leases have remaining terms of less than 1 year to up to ten years, including available options to extend some of its lease terms for up to 5 years. One of its lease agreements has an early termination option within one year. As the interest rates implicit in our leases are typically not readily determinable, the Company has elected to utilize an incremental borrowing rate as the discount rate, determined based on the expected term of the lease, the Company’s credit risk and existing borrowings. In May 2020, the Company modified one of its office lease agreements and obtained a deferral of 2 months rental payments amid the pandemic. According to FASB Staff Q&A on Topic 842 and 841, because the amount of the total consideration paid under the modified lease agreement is substantially the same as the original agreement, except the deferral of the lease payments which only affect the timing of the payments, the Company accounted for the concession as if no changes to the lease contract were made and continues to recognize expenses during the deferral period. The discount rates utilized ranged from 4.86% to 8.60% and were utilized to determine the present value of the lease liabilities. The components of lease expense were as follows: Year ended Year ended Operating lease cost $ 623 $ 635 Finance lease cost: Amortization of right-of-use assets $ 14 $ 14 Interest on lease liabilities $ 5 $ 6 Total finance lease cost $ 19 $ 20 Right-of-use assets obtained in exchange for new operating lease liabilities were zero and $1.0 million during the year ended December 31, 2020 and December 31, 2019, respectively. Cash paid for amounts included in the measurement of operating lease liabilities was $0.6 million during the years ended December 31, 2020 and December 31, 2019, Cash paid for amounts included in the measurement of finance lease liabilities during the years ended December 31, 2020 and December 31, 2019 was not material. Supplemental balance sheet information related to leases were as follows: December 31, 2020 December 31, 2019 Operating Leases Other assets $ 2,001 $ 2,453 Other current liabilities 422 434 Other long-term liabilities 1,761 2,199 Total operating lease liabilities 2,183 2,633 Finance Leases Property, plant, and equipment 81 81 Accumulated depreciation (25) (12) Property, plant, and equipment, net 56 69 Other current liabilities 14 12 Other long-term liabilities 43 57 Total finance lease liabilities $ 57 $ 69 The weighted average remaining lease terms for operating and financing leases are 6 years and 3.7 years and 6.3 years and 4.7 years for the year ended December 31, 2020 and December 31, 2019, respectively. The weighted average discount rates for operating and finance leases are 8.4% and 8.0%, and 8.2% and 8.0% for the year ended December 31, 2020 and December 31, 2019, respectively. As of December 31, 2020 maturities of lease liabilities were as follows: Operating Financing Year Ending December 31, Leases Leases 2021 $ 587 $ 18 2022 551 18 2023 550 18 2024 237 12 2025 209 — Thereafter 640 — Total lease payments 2,774 66 Less imputed interest 591 9 Total $ 2,183 $ 57 |
Leases | Leases In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the existing lease guidance under Topic 840. The new standard requires lessees to recognize Right-of-Use ("ROU") assets and lease liabilities for all leases with terms greater than 12 months, including those leases that were previously classified as operating leases. Topic 842 retains a distinction between finance leases and operating leases, with measurement and presentation of expenses and cash flows being dependent upon the classification. The Company adopted the new standard on January 1, 2019 utilizing the optional transition method allowed under ASU 2018-11, Leases (Topic 842): Targeted Improvements. The Company elected to adopt the package of practical expedients allowed under the new accounting guidance, which allows the Company to not reassess previous conclusions regarding (1) whether existing or expired leases are or contain leases, (2) the lease classification of existing or expired leases and (3) initial direct costs for existing leases. In addition, the Company adopted the practical expedient to combine lease and non-lease components for all classes of underlying assets. The Company reviewed its portfolio of lease agreements, and other service contracts to identify embedded leases, and reached conclusions on key accounting assessments related to the standard and finalized the related accounting policies. As a result of the implementation of the new standard, all leases with a term greater than 12 months previously classified as operating leases and only expensed through the Consolidated Statements of Operations are now recorded on the Consolidated Balance Sheets. Per the requirements of the standard, the Company has recorded a ROU asset and a lease liability representing the present value of future lease payments to be paid in exchange of the use of an asset of $1.9 million and $2.0 million, respectively as of January 1, 2019. However, there was no cumulative effect adjustment to the opening balance of retained earnings as the assets and the liabilities recorded upon adoption off-set each other. The Company has operating and finance leases for its corporate, manufacturing and international facilities as well as certain equipment. The Company's leases have remaining terms of less than 1 year to up to ten years, including available options to extend some of its lease terms for up to 5 years. One of its lease agreements has an early termination option within one year. As the interest rates implicit in our leases are typically not readily determinable, the Company has elected to utilize an incremental borrowing rate as the discount rate, determined based on the expected term of the lease, the Company’s credit risk and existing borrowings. In May 2020, the Company modified one of its office lease agreements and obtained a deferral of 2 months rental payments amid the pandemic. According to FASB Staff Q&A on Topic 842 and 841, because the amount of the total consideration paid under the modified lease agreement is substantially the same as the original agreement, except the deferral of the lease payments which only affect the timing of the payments, the Company accounted for the concession as if no changes to the lease contract were made and continues to recognize expenses during the deferral period. The discount rates utilized ranged from 4.86% to 8.60% and were utilized to determine the present value of the lease liabilities. The components of lease expense were as follows: Year ended Year ended Operating lease cost $ 623 $ 635 Finance lease cost: Amortization of right-of-use assets $ 14 $ 14 Interest on lease liabilities $ 5 $ 6 Total finance lease cost $ 19 $ 20 Right-of-use assets obtained in exchange for new operating lease liabilities were zero and $1.0 million during the year ended December 31, 2020 and December 31, 2019, respectively. Cash paid for amounts included in the measurement of operating lease liabilities was $0.6 million during the years ended December 31, 2020 and December 31, 2019, Cash paid for amounts included in the measurement of finance lease liabilities during the years ended December 31, 2020 and December 31, 2019 was not material. Supplemental balance sheet information related to leases were as follows: December 31, 2020 December 31, 2019 Operating Leases Other assets $ 2,001 $ 2,453 Other current liabilities 422 434 Other long-term liabilities 1,761 2,199 Total operating lease liabilities 2,183 2,633 Finance Leases Property, plant, and equipment 81 81 Accumulated depreciation (25) (12) Property, plant, and equipment, net 56 69 Other current liabilities 14 12 Other long-term liabilities 43 57 Total finance lease liabilities $ 57 $ 69 The weighted average remaining lease terms for operating and financing leases are 6 years and 3.7 years and 6.3 years and 4.7 years for the year ended December 31, 2020 and December 31, 2019, respectively. The weighted average discount rates for operating and finance leases are 8.4% and 8.0%, and 8.2% and 8.0% for the year ended December 31, 2020 and December 31, 2019, respectively. As of December 31, 2020 maturities of lease liabilities were as follows: Operating Financing Year Ending December 31, Leases Leases 2021 $ 587 $ 18 2022 551 18 2023 550 18 2024 237 12 2025 209 — Thereafter 640 — Total lease payments 2,774 66 Less imputed interest 591 9 Total $ 2,183 $ 57 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt Convertible Notes 2019 Notes On December 16, 2014, the Company issued $125.0 million aggregate principal amount of Convertible 3.75% Senior Notes, due 2019 (the “2019 Notes”). On December 22, 2014, the Company announced the closing of the initial purchasers’ exercise in full of their option to purchase an additional $18.75 million aggregate principal amount of the 2019 Notes. The 2019 Notes bore interest at a fixed rate of 3.75% per year, payable semiannually in arrears on June 15 and December 15 of each year, beginning on June 15, 2015 and matured on December 15, 2019, unless earlier repurchased, redeemed or converted. The 2019 Notes were convertible into shares of the Company’s common stock, cash or a combination thereof. On May 20, 2015, the Company received shareholder approval for the increase in the number of shares of common stock authorized and available for issuance upon possible conversion of the 2019 Notes. On April 27, 2018, the Company entered into separate exchange agreements with certain holders of the 2019 Notes that effected the exchange, in aggregate, of $75.1 million of the 2019 Notes for $75.1 million of the Convertible 4.75% Senior Notes due 2023 (the Series A Notes”). In December 2018 the Company used $52.8 million of proceeds from the Senior Credit Facilities (see below) to repurchase a portion of the 2019 Notes and also used $0.3 million of proceeds to pay for transaction costs. The repurchase of the 2019 Notes was considered a debt extinguishment under ASC 470-50. The 2019 Notes were accounted for under cash conversion guidance ASC 470-20, which required the Company to allocate the fair value of the consideration transferred upon settlement to the extinguishment of the liability component and the reacquisition of the equity component upon derecognition. In accordance with the guidance above, the Company allocated a portion of the $52.8 million to the extinguishment of the liability component equal to the fair value of that component immediately before extinguishment and recognized a $1.7 million extinguishment loss in the Consolidated Statement of Operations to measure the difference between (i) the fair value of the liability component and (ii) the net carrying value amount of the liability component (which is already net of any unamortized debt issuance costs). In addition, the Company recorded a $2.9 million reduction of Additional Paid in Capital in connection with the extinguishment of the 2019 Notes. In the beginning of 2019, the Company used a total of $2.7 million of proceeds from the Senior Credit Facilities to repurchase a portion of the remaining 2019 Notes. The repurchase of the 2019 Notes was considered a debt extinguishment under ASC 470-50. The 2019 Notes were accounted for under cash conversion guidance ASC 470-20, which required the Company to allocate the fair value of the consideration transferred upon settlement to the extinguishment of the liability component and the reacquisition of the equity component upon derecognition. In accordance with the guidance above, the Company allocated a portion of the $2.7 million to the extinguishment of the liability component equal to the fair value of that component immediately before extinguishment and recognized a $0.2 million extinguishment loss in the Consolidated Statement of Operations to measure the difference between (i) the fair value of the liability component and (ii) the net carrying value amount of the liability component (which was already net of any unamortized debt issuance costs). The reduction of Additional Paid in Capital in connection with this extinguishment was immaterial. The Company settled the remaining 2019 Notes of $13.0 million in principal upon its maturity in December 2019. Series A Notes On April 27, 2018, the Company entered into separate exchange agreements with certain holders of the 2019 Notes that effected the exchange, in aggregate, of $75.1 million of the 2019 Notes for $75.1 million of the Convertible 4.75% Senior Notes due 2023 (the "Series A Notes"). The Series A Notes bear a fixed interest rate of 4.75% per year, payable semi-annually with the principal payable in May 2023. At the option of the holders, the Series A Notes were convertible into shares of the Company’s common stock, cash or a combination thereof. The initial conversion rate was $44.50 per share, subject to certain adjustments, related to either the Company's stock price volatility, or the Company's declaration of a stock dividend, stock distribution, share combination or share split expected dividends or other anti-dilutive activities. In addition, holders are entitled to receive additional shares of common stock under a make-whole provision in some circumstances. The Company incurred debt issuance costs of $1.6 million upon issuance of the Series A Notes. In accordance with accounting for convertible debt within the cash conversion guidance of ASC 470-20, the Company allocated the principal amount of the Series A Notes between its liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar debt instrument of similar credit quality and maturity that did not have the conversion feature. The carrying amount of the equity component, representing the embedded conversion option, was determined by deducting the fair value of the liability component from the principal amount of the Series A Notes as a whole. The equity component was recorded to additional paid-in capital and is not remeasured as long as it continues to meet the conditions for equity classification. The excess of the principal amount of the Series A Notes over the carrying amount of the liability component was recorded as a debt discount of $19.0 million, and is being amortized to interest expense using the effective interest method through the maturity date. The Company allocated the total amount of debt issuance costs incurred to the liability and equity components using the same proportions as the proceeds from the Series A Notes. The debt issuance costs attributable to the liability component were recorded as a direct deduction from the liability component of the Series A Notes and are being amortized to interest expense using the effective interest method through the maturity date. Transaction costs attributable to the equity component were netted with the equity component of the Series A Notes in additional paid-in capital. The effective interest rate of the Series A Notes, inclusive of the debt discount and issuance costs, is 11.9%. The exchange of $75.1 million of the 2019 Notes for the Series A Notes is considered a debt extinguishment under ASC 470-50. The 2019 Notes are accounted for under cash conversion guidance ASC 470-20, which required the Company to allocate the fair value of the consideration transferred upon settlement to the extinguishment of the liability component and the reacquisition of the equity component upon derecognition. In accordance with the aforementioned guidance, the Company allocated a portion of the $75.1 million to the extinguishment of the liability component equal to the fair value of that component immediately before extinguishment and recognized a $2.5 million extinguishment loss in the Consolidated Statement of Operations to measure the difference between (i) the fair value of the liability component and (ii) the net carrying amount of the liability component (which is already net of any unamortized debt issuance costs). In addition, the Company recorded a $7.6 million reduction of Additional Paid in Capital in connection with the extinguishment of $75.1 million of the 2019 Notes. Following the issuance of the Series D Notes described below, all outstanding debt with respect to the Series A Notes had been extinguished through exchange of Series C Notes and Series D Notes (see below). Series B Notes On October 31, 2019, the Company closed its offering of the 2023 Series B Convertible Notes in the aggregate principal amount of $34.4 million (the Series B Notes”). The Series B Notes were scheduled to mature in May 2023 and were convertible at the option of the holder at any time prior to their maturity. The initial conversion price was $7.20 per share, subject to adjustment under certain circumstances. As part of the offering, the Company entered into agreements with certain holders of its existing Series A Notes to exchange $9.0 million of the Series A Notes for $5.1 million of the Series B Notes. The gross cash proceeds of approximately $29.3 million from the financing were used to extinguish the Company’s existing 2019 Notes in December 2019 and intended to pay amounts owing with respect to other indebtedness and to fund general corporate and working capital requirements. The net proceeds from the financing were $26.9 million after deducting a total of $2.3 million of the initial purchasers’ discounts and professional fees associated with the transaction. The Series B Notes bear interest at a rate of 7.00% per annum if paid in cash, semiannually in arrears on May 1 and November 1 of each year, beginning on May 1, 2020. The Company also has an option, and has agreed with its senior lender, to PIK the interest at 8.00% per annum, to defer cash payments. The Company has elected the paid-in-kind interest option and increased the principal balance of the Series B Notes by $2.0 million during the year ended December 31, 2020. Under ASC 470-60, Troubled Debt Restructurings by Debtors, the exchange of the $9.0 million of the Series A Notes for the $5.1 million of the Series B Notes represents a troubled debt restructuring ("TDR"). The TDR did not result in a gain recognition. As a result, a new effective interest rate was established based on the $7.2 million carrying value of the original debt, net of the $2.0 million fair value of the embedded derivative liability related to the new debt issued in the TDR and $0.2 million issuance costs, getting accreted to $6.8 million representing the total amount of the future undiscounted cash flows related to the $5.1 million of the Series B Notes. In accordance with ASC 815-15, Derivatives and hedging, Embedded Derivatives, the embedded conversion option should be bifurcated and separately accounted for as a derivative instrument, because the Company did not have enough authorized shares available to share-settle the conversion option. Such derivative instruments was initially and subsequently measured at fair value, with changes in fair value recognized in earnings (Note 7). The derivative liability recorded at the issuance date was $13.5 million, including the $2.0 million above accounted for in the TDR, which was subsequently remeasured to $2.8 million as of March 31, 2020, with $4.0 million recognized as a gain on change in fair value of the derivative in the Company's Consolidated Statement of Operations mainly due to a share price decline during the first quarter of 2020. On May 28, 2020, the Company effectuated a one-for-ten reverse stock split on its outstanding shares of common stock (Note 2), which allows the Company to have sufficient authorized shares to share-settle the embedded convertible option. The derivative liability had a fair value of $6.3 million as of the reverse stock split date, with a $3.5 million mark-to-market loss recognized in the Consolidated Statement of Operations in the second quarter of 2020. Also, on the reverse stock split date, the $6.3 million of the fair value of the derivative liability was reclassed to the stockholder's equity without further subsequent remeasurement required. The $0.9 million of allocated issuance costs associated with the bifurcated conversion features embedded in the notes was recognized as a loss on debt restructuring in the Company’s consolidated statement of operations for the year ended December 31, 2019. In accordance with ASC 470-20, the initial carrying amount of the liability component of the Series B Notes, excluding the $5.1 million portion above is accounted for as a TDR, upon issuance is the residual amount between total proceeds from the transaction and the derivative liability net of allocated issuance costs. The $1.4 million debt issuance costs attributable to the liability component were recorded as a direct deduction from the liability component of the Series B Notes and are being amortized to interest expense using the effective interest method through the maturity date. The discount from the par amount of the Series B Notes will be accreted to par utilizing the effective-interest rate method over the term of the Notes from the issuance date through May 2023. The effective interest rate of the Series B Notes, inclusive of the debt discount and issuance costs is 27.4%. Following the issuance of the Series D Notes described below, all outstanding debt with respect to the Series B Notes had been extinguished through exchange of Series C Notes and Series D Notes (see below). Series C Notes On July 20, 2020, the Company completed the sale and issuance of $13.8 million aggregate principal amount of Series C Notes. After taking into account an original issue discount and other fees payable to the Purchasers, the Company received net cash proceeds of approximately $10.0 million, which the Company is using for general corporate purposes. The Company also issued approximately $32.3 million in aggregate principal amount of Series C Notes in exchange for approximately $35.9 million in aggregate principal amount, plus accrued but unpaid interest thereon, of the Company’s outstanding Series B Notes, giving effect to a 10.0% discount on the principal amount of the Series B Notes exchanged. In addition, the Company issued approximately $3.7 million in aggregate principal amount of Series C Notes in exchange for approximately $8.2 million in aggregate principal amount, plus accrued but unpaid interest thereon, of the Company’s outstanding Series A Notes, giving effect to a 55.0% discount on the principal amount of the Series A Notes exchanged. Interest on the Series C Notes accrues at the rate of 9.5% per annum and is payable in kind and capitalized with principal semiannually in arrears on March 1 and September 1 of each year, beginning on September 1, 2020. The Series C Notes will mature on March 30, 2023, unless earlier converted or repurchased and are subordinate to the indebtedness under the Senior Credit Facilities. The Company has elected the paid-in-kind interest option and increased the principal balance of the Series C Notes by $0.5 million in the year ended December 31, 2020. The Company agreed to use its commercially reasonable best efforts to obtain the approval of its stockholders that is required under applicable Nasdaq rules and regulations to permit holders of the Series C Notes to beneficially own shares of common stock without being subject to the Nasdaq Change of Control Cap. In the event that the Company did not obtain such stockholder approval at an annual or special meeting of its stockholders on or before October 31, 2020, holders of a majority in aggregate principal amount of outstanding Series C Notes could elect to increase the interest rate payable on the Series C Notes to 18.0% per annum until such stockholder approval is obtained, which would continue to be paid in kind in the form of additional principal with respect to any applicable period in which the increased interest rate remains in effect. Pursuant to a notice dated November 2, 2020, the holders of a majority in principal amount of the outstanding Series C Notes elected to increase the interest rate payable on the Series C Notes from 9.5% to 18.0%. The Company convened and adjourned a special meeting of stockholders on October 22, 2020, and further adjourned such special meeting on November 11, 2020 and November 25, 2020, due to a lack of quorum. The special meeting of stockholders was held on December 16, 2020, pursuant to which the stockholders of the Company approved the holders of the Series C Notes beneficially owning shares of common stock without being subject to the Nasdaq Change of Control Cap. As a result of the approval, the interest rate payable on the Series C Notes was decreased to 9.5%. The Series C Notes are convertible at an initial conversion price per share of common stock equal to $2.78. The Series C holders are entitled to convert principal and accrued, unpaid interest on the Series C Notes into, at the Company’s election, cash, shares of the Company’s common stock, or a combination thereof, subject to certain limitations and adjustments under certain circumstances. The initial conversion price represents a conversion premium of 20.0% to the average daily volume weighted average price of the Company's common stock for the ten consecutive trading day period ended and including July 17, 2020. The Series C Notes are not redeemable by the Company, but the Company has the right to force conversion of the Series C Notes if the Company’s per-share stock price exceeds the conversion price of the Series C Notes by 100% for a period of time after January 1, 2022, by 75.0% or a period of time after July 1, 2022, and by 50.0% for a period of time after January 1, 2023. In connection with the issuance of the Series C Notes, the Company and certain of the Company’s material U.S. subsidiaries (the “Guaranteeing U.S. Subsidiaries”) granted a third lien security interest in substantially all of their respective assets. Teligent Canada Inc., a subsidiary of the Company organized under the laws of the Province of British Columbia (“Teligent Canada”), also granted a third lien security interest in substantially all of its assets. The security interests granted by the Company, the Guaranteeing U.S. Subsidiaries and Teligent Canada are subordinate to the security interests granted to the agents under the Senior Credit Facilities. The Series C Notes provide for customary events of default. In the case of certain events of default, either the trustee or noteholders holding no less than 25% of the aggregate principal amount outstanding under the Series C Notes may declare all of the outstanding principal amount of the Series C Notes and accrued and unpaid interest, if any, to be immediately due and payable. Upon certain events of bankruptcy, insolvency, or reorganization of the Company or certain of its subsidiaries, the outstanding principal amount of the Series C Notes and accrued and unpaid interest, if any, will become automatically immediately due and payable. The exchange of $35.9 million in aggregate principal amount, plus accrued but unpaid interest of the Company's outstanding 7.0% Series B Notes and $8.2 million in aggregate principal amount, plus accrued but unpaid interest thereon, of the Company's outstanding Series A Notes was considered a debt extinguishment under ASC 470-50. The Series A Notes and Series B Notes were accounted for under cash conversion guidance in ASC 470-20, which requires the Company to allocate the fair value of the consideration transferred upon settlement to the extinguishment of the liability component and the reacquisition of the equity component. In accordance with the aforementioned guidance, the Company allocated $19.3 million of Series A Notes and $0.5 million of Series B Notes to the extinguishment of the liability component equal to the fair value of that component immediately before extinguishment and recognized a $11.8 million extinguishment gain in the gain/(loss) on debt restructuring line on the Consolidated Statement of Operations. The extinguishment gain was measured as the difference between (i) the fair value of the liability component immediately before derecognition and (ii) the net carrying amount of the liability component (which is already net of any unamortized debt issuance costs). The Company recorded a $16.2 million reduction of Additional Paid in Capital in connection with the extinguishment of Series A and Series B Notes. In addition, the Company paid $1.8 million in lender fees and $2.2 million in third party fees of which $1.2 million are included in the gain on debt restructuring line of the Consolidated Statement of Operations and $1.0 million attributable to the equity component is recorded in APIC. In accordance with accounting for convertible debt within the cash conversion guidance of ASC 470-20, the Company allocated the principal amount of the Series C Notes between its liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar debt instrument of similar credit quality and maturity that did not have the conversion feature. The carrying amount of the equity component, representing the embedded conversion option, was determined by deducting the fair value of the liability component from the initial proceeds ascribed to the Series C Notes as a whole. The equity component was recorded to additional paid-in capital and is not remeasured as long as it continues to meet the conditions for equity classification. The excess of the principal amount of the Series C notes over the carrying amount of the liability component (inclusive of the put feature, see Note 7) was recorded as a debt discount of $14.6 million, and is being amortized to interest expense using the effective interest method through the maturity date. Series D Notes On September 22, 2020, the Company completed the issuance of approximately $27.5 million aggregate principal amount of Series D Notes in exchange for approximately $59.0 million in aggregate principal amount, plus accrued but unpaid interest, of Series A Notes, giving effect to a 53.4% discount on the principal amount of the Series A Notes exchanged. The Company also issued approximately $0.4 million aggregate principal amount of the Series D Notes in exchange for approximately $0.5 million in aggregate principal amount, plus accrued but unpaid interest, of the Company’s outstanding Series B Notes, giving effect to a 31.9% discount on the principal amount of the Series B Notes exchanged. Following the issuance of the Series D Notes, all amounts owing with respect to the Series A Notes and Series B Notes had been paid and the related indentures and the Company’s obligations thereunder were satisfied and discharged. Holders of the Series D Notes are entitled to convert principal and accrued, unpaid interest on the Series D Notes into, at the Company’s election, cash, shares of the Company’s common stock, or a combination thereof, subject to certain limitations, at an initial conversion price per share of common stock equal to $1.50, subject to adjustment under certain circumstances. Since the original issuance of the Series D Notes on September 22, 2020 and continuing through December 31, 2020, the holders thereof have converted $24.5 million principal amount of Series D Notes into a total of 16.4 million shares of common stock. The Series D Notes are not redeemable by the Company. The indenture relating to the Series D Notes provides for customary events of default. In the case of certain events of default, either the trustee or noteholders holding more than 25% of the aggregate principal amount outstanding under the Series D Notes may declare all of the outstanding principal amount of the Series D Notes and accrued and unpaid interest, if any, to be immediately due and payable. Upon certain events of bankruptcy, insolvency, or reorganization of the Company or certain of its subsidiaries, the outstanding principal amount of the Series D Notes and accrued and unpaid interest, if any, will become automatically and immediately due and payable. The exchange of the $59.0 million of the Series A Notes and $0.5 million of Series B Notes for $27.9 million of aggregate principal amount of Series D Notes represented a TDR. In accordance with ASC 470-60, as the exchange transaction involved only a modification of terms and did not involve a transfer of assets or grant of an equity interest, the Company accounted for the exchange transaction prospectively from the time of the restructuring and accordingly recorded the Series D Notes at the carrying amount of the Series A Notes and Series B Notes. Furthermore, as the maximum total undiscounted future cash payments equal or exceed the carrying amount of the Series D Notes, no gain was recognized related to the exchange transaction. The Company recorded the Series D Notes in the amount of $50.1 million which equals the sum of the Series A and Series B Notes carrying amounts as of the Series D Notes issuance date. The $0.6 million of Series D Notes issuance costs were expensed in the third quarter of 2020 and reported in the gain/(loss) on debt restructuring line in the Consolidated Statement of Operations. Subsequent to issuance of the Series D Notes, the holders have started to convert the notes into common stock of the Company. As the conversion features under the Series D Notes are much more beneficial than the conversion terms of the Series A Notes and Series B Notes as discussed above, the Company deemed it appropriate to analogize to the induced conversion guidance associated with instruments subject to cash conversion guidance. In accordance with this guidance, upon each conversion of the Series D Notes, the Company will recognize an inducement loss equal to the excess of the fair value of the consideration transferred over the fair value of the consideration that would have been issuable under the original conversion terms. The Company will then determine the extinguishment gain/loss by allocating the fair value of consideration issuable under the original terms between (1) the extinguishment of the liability component and (2) the reacquisition of the original instrument’s equity component in accordance with ASC 470-20. The fair value of the liability component will be allocated to the liability component and compared with the net carrying amount of the liability component in the determination of a gain or loss upon debt extinguishment. Any remaining amount of the fair value of consideration issuable under the original terms will be allocated to the equity component. During the year ended December 31, 2020, $24.5 million, of Series D Notes were converted into the Company’s common stock at 666.6667 conversion rate per $1,000 principal amount of Series D Notes. As a result, the Company recognized an inducement loss of $9.2 million and an extinguishment gain of $42.7 million. In connection with the accounting for these conversion transactions, no amount was allocated to the equity component as the fair value of the liability component exceeded the fair value of the consideration issuable under the original terms. Senior Credit Facilities On December 13, 2018, the Company entered into: (i) a First Lien Revolving Credit Agreement, by and among the Company, as the borrower, certain of our subsidiaries, as guarantors, the lenders from time to time party thereto, and ACF Finco I LP, as administrative agent (the “First Lien Agent”) (as amended on October 31, 2019, the “First Lien Credit Agreement”) and (ii) a Second Lien Credit Agreement, by and among us, as the borrower, certain of our subsidiaries, as guarantors, the lenders from time to time party thereto, and Ares Capital Corporation, as administrative agent (the “Second Lien Agent”) (as amended on February 8, 2019, June 29, 2019 and October 31, 2019, the “Second Lien Credit Agreement” and, together with the First Credit Agreement, the “Senior Credit Facilities”). The Senior Credit Facilities consist of a first lien asset based revolving credit facility of up to $25.0 million ("Revolver") and an aggregate of $80.0 million in original principal amount of second lien term loans consisting of a $50.0 million initial term loan and a $30.0 million delayed draw term loan A (collectively, the “Term Loans”). The Senior Credit Facilities also included a $15.0 million delayed draw term loan B commitment, which remained undrawn and expired on October 31, 2019. As of December 31, 2020, $25.0 million was drawn under the Revolver and $102.9 million of Term Loans were outstanding. The Revolver was fully drawn in 2019. The Company extended commitments related to undrawn amounts of the Delayed Draw Term Loan A from June 30, 2019 to December 13, 2019, pursuant to an amendment the Company entered with the Second Lien Agent on July 18, 2019. The extended Delayed Draw Term Loan A was subsequently drawn down by the Company in December 2019. Drawn amounts under the Delayed Draw Term Loans mature at the same time as the Initial Term Loan. The Term Loans mature on the earliest to occur of June 23, 2024 and the date of that is 181 days prior to the maturity date of each of (x) the Series A Notes and (y) the Series B Notes. The Revolver matures on the earliest to occur of June 23, 2024 and the date of that is 91 days prior to the maturity date of each of (x) the Series A Notes and (y) the Series B Notes. The Company’s ability to borrow under the Revolver is subject to a borrowing base determined based upon eligible inventory, eligible equipment, eligible real estate and eligible receivables. The Senior Credit Facilities are secured by substantially all of the Company’s assets. All of the Company’s debt is subordinated to the Senior Credit Facilities. The liens securing the Term Loans are subordinate to the liens securing the Revolver. The Senior Credit Facilities had customary financial and non-financial covenants, including affirmative, negative and reporting covenants, representations and warranties, and events of default, including cross-defaults on other material indebtedness, as well as events of default triggered by a change of control and certain actions initiated by the FDA which were superseded by the amendments noted below. The financial covenants consisted of a minimum revenue test, a minimum adjusted EBITDA test and a maximum total net leverage ratio. The Revolver bore interest at a fluctuating rate of interest equal to one, two, three or six-month LIBOR plus a margin of 3.75% or a rate based on the prime rate plus a margin of 2.75%. The Term Loans bore interest at a fluctuating rate of interest equal to one, two, three or six-month LIBOR plus a margin of 8.75% or a rate based on the prime rate plus a margin of 7.75%. Interest on the Senior Credit Facilities was payable in cash quarterly in arrears (or more frequently in connection with customary LIBOR interest provisions), provided, that the Company may elect (and has covenanted to the lenders under its First Lien Credit Agreement to) pay interest on the Term Loans in kind until the earlier to occur of the date upon which Company has provided financial statements demonstrating twelve-months of revenue of at least $125.0 million and (ii) December 28, 2020. Amounts drawn under the Revolver may be prepaid at the option of the Company without premium or penalty, subject, in the case of acceleration of the Revolver or termination or reduction of the revolving credit commitments thereunder, to certain call protections which vary depending on the time at which such prepayments are made. Amounts drawn under the Revolver are subject to mandatory prepayment to the extent that aggregate extensions under the Revolver exceed the lesser of the revolving credit commitment then in effect and the borrowing base then in effect, and upon the occurrence of certain events and conditions, including non-ordinary course asset dispositions, receipt of certain insurance proceeds and condemnation awards and issuances of certain debt obligations. Amounts outstanding under the Term Loans may be prepaid at the option of the Company subject to applicable premiums, including a make-whole premium, and certain call protections which vary depending on the time at which such prepayments are made. Subject to payment of outstanding obligations under the Revolver as a result of any corresponding mandatory prepayment requirements thereunder, amounts outstanding under the Term Loans are subject to mandatory prepayment upon the occurrence of certain events and conditions, including non-ordinary course asset dispositions, receipt of certain insurance proceeds and condemnation awards, issuances of certain debt obligations and a change of control transaction. In connection with the Revolver, the Company incurred a debt discount of $0.5 million and debt issuance costs of $0.3 million. The debt discount is due to annual fees and lender fees paid on the initial drawdown of $15.0 million. The debt issuance costs and debt discount are recorded as an asset on the Consolidated Balance Sheet and are amortized to interest expense using the straig |
Derivatives
Derivatives | 12 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | Derivatives The Company accounts for its derivative instruments in accordance with ASC 815-10, “Derivatives and Hedging”. ASC 815-10 establishes accounting and reporting standards requiring that derivative instruments, including derivative instruments embedded in other contracts, be recorded on the balance sheet as either an asset or liability measured at its fair value. ASC 815-10 also requires that changes in the fair value of derivative instruments be recognized currently in results of operations unless specific hedge accounting criteria are met. The Company has not entered into hedging activities to date. The Company's derivative liability associated with certain mandatory prepayment penalties and the recognition of future interest payments in the anticipation of a potential future default on its Senior Credit Facilities was remeasured from $5.3 million at March 31, 2020 to $5.6 million at June 30, 2020. The Company reversed the event of default liability in the third quarter of 2020 based on the Series C offering which terminated the previous revenue covenant under the Senior Credit Facilities. The Company accounted for the put features associated with the Series C Notes as a derivative under ASC 815, which was valued at $5.5 million initially and subsequently remeasured at $7.5 million as of December 31, 2020 with a change of $0.8 million and $2.0 million loss recorded in the fair value of the derivative liability line on the Consolidated Statement of Operations for the three months and year ended December 31, 2020. The Company's derivative liability at March 31, 2020 included the embedded convertible option of its Series B Notes issued on October 31, 2019. The derivative liability recorded at the issuance date was $13.5 million, including the $2.0 million accounted for in the TDR, which was subsequently remeasured to $2.8 million as of March 31, 2020, with a $4.0 million recognized as a gain on the change in fair value of the derivative in the Company's consolidated statement of operations mainly due to a share price decline during the first quarter of 2020 (Note 6). On May 28, 2020, the Company effectuated a one-for-ten Reverse Stock Split on its outstanding shares of common stock (Note 2), which allows the Company to have sufficient authorized shares to share-settle the embedded convertible option. The derivative liability had a fair value of $$6.3 million as of the reverse stock split date, with a $3.5 million mark-to-market loss recognized on the Consolidated Statement of Operations for the year ended December 31, 2020. On the reverse stock split date, the $6.3 million of the fair value of the derivative liability was reclassed to stockholder's equity without subsequent remeasurement required. The terms and assumptions used in connection with the valuation of the convertible option of the Series B Notes are as follows: 12/31/2019 03/31/2020 05/28/2020 Issuance date 10/31/2019 10/31/2019 10/31/2019 Maturity date 5/1/2023 5/1/2023 5/1/2023 Term (years) 3.33 3.08 2.92 Principal $ 34,405 $ 34,405 $ 34,405 Seniority Senior unsecured Senior unsecured Senior unsecured Conversion price $ 7.20 $ 7.20 $ 7.20 Stock price $ 4.30 $ 2.80 $ 4.03 Risk free rate 1.6 % 0.3 % 0.2 % Volatility 47.3 % 55.0 % 62.5 % In connection with the Term Loan Amendments dated April 6, 2020, the Company issued to the Term Loan lenders certain Warrants to purchase up to, in the aggregate, 538,995 post reverse stock split shares of the Company’s common stock at an exercise price of $0.01 per share. The Warrants initially were recorded at fair value upon issuance and classified as a liability as the Company did not have sufficient authorized unissued shares for the Warrants’ exercise. The Warrants were then remeasured to fair value of $2.2 million up to the reverse stock split date and reclassified as equity with no further remeasurement required. The estimated fair value of the Warrants on the date of issuance of $1.4 million was recorded as a debt discount. As of December 31, 2020, all 538,995 Warrants remain outstanding (Note 6). The terms and assumptions used to determine the fair value of the Warrants were as follows: Measurement date 4/6/2020 5/28/2020 Stock Price 2.70 4.03 Expected Life in Years 5.00 4.86 Annualized Volatility 77.6 % 79.0 % Discount Rate- Bond Equivalent Yield 0.4 % 0.3 % The following table sets forth the Company’s derivative liabilities as presented on the Consolidated Balance Sheet that were measured and recognized at fair value on a recurring basis classified under the appropriate level of the fair value hierarchy as of December 31, 2019 and December 31, 2020, respectively. Quoted Prices in Active markets for Significant Other Significant Unobservable Balance as of Quoted Prices in Active markets for Significant Other Significant Unobservable Balance as of Descriptions (Level 1) (Level 2) (Level 3) December 31, 2019 (Level 1) (Level 2) (Level 3) December 31, 2020 Derivative liabilities related to Series B Convertible Notes — — 6,776 6,776 — — — — Derivative liabilities related to the Series C Convertible Notes — — — — — 7,507 7,507 Derivative liabilities related to Warrants — — — — — — — — Derivative liabilities $ — $ — $ 6,776 $ 6,776 $ — $ — $ 7,507 $ 7,507 The following table sets forth a summary of changes in the fair value of the Company’s Level 3 liabilities for the year ended December 31, 2020. Any unrealized gains or losses on the derivative liabilities were recorded in the change in derivative liability line on the Company’s Consolidated Statement of Operations. Descriptions Balance as of (Gain) or loss recognized in earnings Balance as of Initial Measurement (Gain) or loss recognized in earnings Reclassification to stockholder's equity Balance as of Initial Measurement (Gain) or loss recognized in earnings Balance as of (Gain) or loss recognized in earnings Balance as of Fair value of convertible feature of Series B Convertible Notes $ 6,776 $ (3,995) $ 2,781 $ — $ 3,513 $ (6,294) $ — $ — $ — $ — $ — $ — Fair value of the derivative liabilities related to the Senior Credit Facilities — 5,253 5,253 — 318 — 5,571 — (5,571) — — — Fair value of convertible feature of Series C Convertible Notes — — — — — — — 5,481 1,245 6,726 781 7,507 Derivative liabilities related to Warrants — — — 1,406 760 (2,166) — — — — Change in the fair value of derivative liabilities $ 6,776 $ 1,258 $ 8,034 $ 1,406 $ 4,591 $ (8,460) $ 5,571 $ 5,481 $ (4,326) $ 6,726 $ 781 $ 7,507 |
Revenues, Recognition and Allow
Revenues, Recognition and Allowances | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues, Recognition and Allowances | Revenues, Recognition and Allowances Revenues by Transaction Type The Company operates in one operating segment and, therefore, the results of the Company's operations are reported on a consolidated basis, consistent with internal management reporting for the chief operating decision maker. Net Sales (in thousands) for the two years ended December 31, 2020 and 2019 were as follows: Years ended December 31, 2020 2019 Company product sales $ 43,604 $ 64,291 Contract manufacturing sales 1,157 1,362 Research and development services and other income 548 243 Revenue, net $ 45,309 $ 65,896 Disaggregated information for the Company product sales revenue has been recognized in the accompanying Consolidated Statements of Operations, and is presented below according to contract type (in thousands): Years ended December 31, Company Product Sales 2020 2019 Topical $ 32,750 $ 46,150 Injectables 10,854 18,141 Total $ 43,604 $ 64,291 For the year ended December 31, 2020, the Company did not incur, and therefore did not defer, any material incremental costs to obtain contracts. Returns and Allowances As is customary in the pharmaceutical industry, the Company’s product sales are subject to a variety of deductions including chargebacks, rebates, cash discounts, other allowances, and returns. Product sales are recorded net of accruals for returns and allowances, which are established at the time of sale. The Company analyzes the adequacy of its accruals for returns and allowances quarterly. Amounts accrued for sales deductions are adjusted when trends or significant events indicate that an adjustment is appropriate. Accruals are also adjusted to reflect actual results. These provisions are estimates based on historical payment experience, historical relationship to revenues, estimated customer inventory levels and current contract sales terms with direct and indirect customers. The Company uses a variety of methods to assess the adequacy of its returns and allowances reserves to ensure that its financial statements are fairly stated. These include periodic reviews of customer inventory data, customer contract programs, subsequent actual payment experience, and product pricing trends to analyze and validate the return and allowances reserves. Accounts receivable are presented net of returns and allowances of $28.9 million and $30.5 million at December 31, 2020 and 2019, respectively. The allowance for doubtful accounts was $2.4 million and $2.2 million at December 31, 2020 and 2019, respectively. These allowances are primarily related to one specific customer in the amount of $1.7 million at December 31, 2020 and 2019. Chargebacks are one of the Company's most significant estimates for recognition of product sales. A chargeback represents an amount payable in the future to a wholesaler for the difference between the invoice price paid to the Company by its wholesale customer for a particular product and the negotiated contract price that the wholesaler’s customer pays for that product. The Company’s chargeback provision and related reserve varies with changes in product mix, changes in customer pricing and changes to estimated wholesaler inventories. The provision for chargebacks estimate the expected wholesaler sell-through levels to indirect customers at contract prices. The Company validates the chargeback accrual quarterly through a review of the inventory reports obtained from its largest wholesale customers. This customer inventory information is used to establish the estimated liability for future chargeback claims based on historical chargeback and contract rates. These large wholesalers represent the majority of the Company’s chargeback payments. The Company continually monitors current pricing trends and wholesaler inventory levels to ensure the liability for future chargebacks is fairly stated. Rebates are used for various discounts and rebates provided to customers. This account has been used for various one-time discounts given to customers. The Company reviews the percentage of products sold through these programs by reviewing chargeback data and uses the appropriate percentages to calculate the rebate accrual. Rebates are invoiced monthly or quarterly and reviewed against the accruals. Other items that could be included in accrued rebates would be price protection fees, shelf stock adjustments (SSAs), or other various amounts that would serve as one-time discounts on specific products. Net revenue and accounts receivable balances in the Company’s consolidated financial statements are presented net of sales and returns and allowances (SRA) estimates. Certain SRA balances are included in accounts payable and accrued expenses. The Company's adjustments for the deductions to gross product sales for the years ended December 31, 2020 and 2019 are as follows (in thousands): Years ended December 31, 2020 2019 Gross product sales $ 140,616 $ 156,301 Reduction to gross product sales: Chargebacks and billbacks 73,656 60,008 Wholesaler fees for service 5,745 9,000 Sales discounts and other allowances 17,611 23,002 Total reduction to gross product sales $ 97,012 $ 92,010 Total product sales, net $ 43,604 $ 64,291 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The Company acquired the assets of Canadian pharmaceutical company Alveda Pharmaceuticals, Inc., in November 2015. As a result of the acquisition, goodwill of $0.4 million was recorded. The Company assesses the recoverability of the carrying value of goodwill on a reporting unit basis on October 1 of each year, or whenever events occur or changes in circumstances indicate the carrying value of goodwill may not be recoverable. There have been no events or changes in circumstances that would have reduced the fair value of our reporting unit below its carrying value and therefore no impairment losses have been recognized pertaining to goodwill. Changes in goodwill during the years ended December 31, 2020 and December 31, 2019 were as follows (in thousands): Goodwill January 1, 2019 $ 470 Foreign currency translation 21 December 31, 2019 491 Foreign currency translation 10 December 31, 2020 $ 501 Intangible Assets The following sets forth the major categories of the Company’s intangible assets and the weighted-average remaining amortization period as of December 31, 2020 and 2019 for those assets that are not already fully amortized (in thousands): December 31, 2020 Gross Carrying Accumulated Net Carrying Weighted Average Trademarks and Technology $ 28,893 $ (8,172) $ 20,721 9.5 Product acquisition costs 76 — 76 N/A - See description below In-process research and development 337 — 337 N/A - See description below Customer relationships 3,689 (1,859) 1,830 4.9 Total $ 32,995 $ (10,031) $ 22,964 December 31, 2019 Gross Carrying Accumulated Net Carrying Weighted Average Trademarks and Technology $ 39,943 $ (10,885) $ 29,058 10.8 Product acquisition costs 13,103 — 13,103 N/A - See description below In-process research and development 327 — 327 N/A - See description below Customer relationships 3,658 (1,501) 2,157 5.9 Total $ 57,031 $ (12,386) $ 44,645 Changes in intangibles during the year ended December 31, 2020 were as follows (in thousands): Product Acquisition Costs Trademarks and IPR&D Customer Balance at December 31, 2019 $ 13,103 $ 29,058 $ 327 $ 2,157 Amortization — (2,351) — (358) Loss on impairment (13,560) (8,090) (74) — Foreign currency translation 533 2,104 84 31 Balance at December 31, 2020 $ 76 $ 20,721 $ 337 $ 1,830 The Company recorded amortization expense of $2.7 million and $3.0 million in 2020 and 2019, respectively. The Company recorded an impairment loss of $8.1 million, $13.5 million and $0.1 million related to trademarks and technology, product acquisition costs and IPR&D, respectively, in 2020. There were no impairment losses pertaining to intangibles for the year ending December 31, 2019. Assuming no additions, disposals or adjustments are made to the carrying values and/or useful lives of the intangible assets, annual amortization expense on trademarks and technology and customer relationships for each of the following years is estimated to be as follows (in thousands): Year ending December 31, Amortization Expense * 2021 $ 2,303 2022 2,303 2023 2,303 2024 2,303 2025 2,303 Thereafter 11,036 Total $ 22,551 *IPR&D and Product Acquisition Costs are not included in the table. The useful lives of the Company’s intangible assets are as follows: Intangibles Category Amortizable Life Product Acquisition Costs 10 years Trademarks & Technology 15 years Customer Relationships 10 years IPR&D and Product Acquisition costs will be amortized over their estimated useful lives once products are commercialized. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Options The Company has recorded $0.7 million and $0.9 million related to its stock option based compensation expense in cost of sales, product development and research expenses, and selling, general and administrative expenses on the accompanying Consolidated Statements of Operations for the years ended December 31, 2020 and 2019, respectively. The 1999 Director Stock Option Plan, as amended (the “Director Plan”), provides for the grant of stock options to non-employee directors of the Company at an exercise price equal to the fair market value per share on the date of the grant. As of May 25, 2016, this plan is no longer active for grants. There were 40,500 and 48,500 stock options outstanding as of December 31, 2020 and 2019, respectively. On June 26, 2009, the Board of Directors adopted, and the Company’s stockholders subsequently approved by written consent, the IGI Laboratories, Inc. 2009 Equity Incentive Plan (the “2009 Plan”). The 2009 Plan became effective on July 29, 2009 and was no longer active for grants subsequent to May 25, 2016. The 2009 Plan allowed the Company to grant options and restricted stock, as well as the Board of Directors to authorize a broad range of other equity-based awards, including stock appreciation rights, restricted stock units ("RSUs") and performance awards to consultants, service providers, employees and board members. On April 12, 2010, the Board of Directors adopted, and the Company’s stockholders subsequently approved, an amendment and restatement of the 2009 Plan to increase the number of shares of Common Stock available for grant under such plan by adding 2,000,000 shares of Common Stock. The 2009 Plan, as amended on May 29, 2010, authorizes up to 5,000,000 shares of the Company’s common stock for issuance pursuant to the terms of the 2009 Plan. The maximum number of shares that may be subject to awards made to any individual in any single calendar year under the 2009 Plan is 1,000,000 shares. There were 30,984 stock options outstanding and 186,831 shares of stock outstanding as of December 31, 2020. There were no RSUs outstanding at December 31, 2020. There were 186,831 shares of stock outstanding and 184,761 stock options outstanding as of December 31, 2019. There were no RSU's outstanding at December 31, 2019. As of December 31, 2020, 298,681 options available were transferred from the 2009 Plan to the 2016 Plan. On May 25, 2016, the Board of Directors approved the Company's 2016 Equity Incentive Plan (the "2016 Plan"). On May 21, 2018, the Board of Directors adopted, and the Company's stockholders subsequently approved, an amendment and restatement of the 2016 Plan that increased the number of shares of Common Stock available for grant under such plan to 4,000,000 by adding 2,000,000 shares of Common Stock (the "Amended 2016 Plan"). The 4,000,000 shares of Common Stock available for issuance pursuant to the Amended 2016 Plan was reduced to 400,000 shares when the one-for-ten Reverse Stock Split effectuated on May 28, 2020. On July 15, 2020, the Board of Directors adopted and the Company's stockholders approved an amendment of its existing 2016 Equity Incentive Plan (the "July 2020 Amendment"). The July 2020 Amendment increased the number of shares available to be granted under the 2016 Plan from 400,000 shares to 4,400,000 shares, plus any shares of its common stock that are represented by awards granted under its 1999 Director Plan and 2009 Equity Incentive Plan that are forfeited, expire or are cancelled without delivery of shares of common stock or which result in the forfeiture of shares of common stock back to the Company on or after May 25, 2016. Generally, shares of common stock reserved for awards under the 2016 Plan that lapse or are canceled will be added back to the share reserve available for future awards. However, shares of common stock tendered in payment for an award or shares of common stock withheld for taxes will not be available again for grant. The 2016 Plan provides that no participant may receive awards for more than 1,000,000 shares of common stock in any fiscal year. As of December 31, 2020, there were 181 RSUs outstanding, 18,561 shares of common stock outstanding and 249,486 stock options under the 2016 Plan. As of December 31, 2019, there were 6,268 RSUs outstanding, 13,655 shares of common stock outstanding and 283,559 stock options outstanding under the 2016 Plan. As of December 31, 2020, there were a total of 4,430,447 options available under the 2016 Plan after the July 2020 Amendment and there were 233,416 options available under the Plan as of December 31, 2019. In the interest of maintaining consistency with the Company's 2016 Equity Incentive Plan, on March 13, 2017, the Company entered into (i) an amendment to the option agreements governing each option grant currently outstanding under the Company's 2009 Equity Incentive Plan, and (ii) an amendment to the RSU agreements governing each RSU grant then outstanding under the 2009 Plan. The amendments provide for the automatic vesting upon a change of control of the Company of each option grant and RSU grant, as applicable, outstanding under the 2009 Plan. The amendments had a de minimis value to the holders as of December 31, 2020, and therefore no additional stock compensation expense was recognized related to the amendments. The fair value of each option award is estimated on the date of grant utilizing the Black-Scholes option-pricing formula and the assumptions noted in the following table. Expected volatilities and risk-free interest rates are based upon the expected life of the grant. Assumptions 2020 2019 Expected dividends 0 % 0 % Risk free rate 0.18-1.6% 1.38 - 2.47% Expected volatility 78.56% - 159.61% 64.33 - 76.81% Expected term (in years) 3.2 – 3.3 years 3.2 – 3.3 years Expected volatility was calculated using the historical volatility of the Company's stock over the expected life of the options. The expected life of the options was estimated based on the Company's historical data. The risk free interest rate is based on U.S. Treasury yields for securities with terms approximating the terms of the grants. Forfeitures are recognized in the period they occur. The assumptions used in the Black-Scholes options valuation model are highly subjective, and can materially affect the resulting valuation. Stock option transactions in each of the past two years under the aforementioned plans in total were: Shares Exercise Weighted January 1, 2019 shares issuable under options 435,228 $7.90 - $106.70 $ 46.06 Granted 246,872 $5.50 - $18.00 14.10 Exercised — — — Expired (76,158) $10.20 - $106.70 54.34 Forfeited (89,122) $6.60 - $86.70 23.87 December 31, 2019 shares issuable under options 516,820 $5.50 - $106.70 $ 33.40 Granted 373,612 $0.69 - $4.40 3.66 Exercised — — — Expired (248,455) $5.50 - $106.70 32.75 Forfeited (134,682) $2.50 - $88.10 8.91 December 31, 2020 shares issuable under options 507,295 $0.69 - $106.70 $ 18.31 The following table summarizes information concerning outstanding and exercisable options as of December 31, 2020: Options Outstanding Options Exercisable Range of Number of Weighted Weighted Number of Weighted $0.00 - $7.80 299,822 8.39 $ 3.62 10,077 $ 6.52 $7.81 - $15.00 52,272 6.34 10.29 48,967 10.37 $15.01 - $55.00 85,076 6.96 25.26 61,866 27.41 $55.01 - $106.70 70,125 5.06 78.69 70,125 78.69 Total 507,295 7.48 $ 18.31 191,035 $ 40.77 During 2020, the Company issued two inducement grants to executive management team members totaling 186,325 options. These inducement grants had a Fair Market Value of $0.4 million and are presented within the table above. The following table summarizes information concerning outstanding and exercisable options as of December 31, 2019: Options Outstanding Options Exercisable Range of Number of Weighted Weighted Number of Weighted $0.00 - $7.80 19,516 9.58 $ 6.54 — $ — $7.81 - $15.00 178,186 4.52 10.22 126,500 10.29 $15.01 - $55.00 188,451 8.25 22.74 48,208 31.68 $55.01 - $106.70 130,667 5.75 84.38 125,026 84.93 Total 516,820 6.44 $ 33.40 299,734 $ 44.86 The aggregate intrinsic value of options outstanding was $0.0 million at December 31, 2020 and $0.0 million at December 31, 2019. The aggregate intrinsic value of the options exercisable was $0.0 million at December 31, 2020 and $0.0 million at December 31, 2019. The total intrinsic value of the options exercised during 2020 and 2019 was $0.0 million and $0.0 million, respectively. A summary of non-vested options at December 31, 2020 and changes during the year ended December 31, 2020 is presented below: Options Weighted Non-vested options at January 1, 2020 217,086 $ 7.72 Granted 373,612 2.04 Vested (139,756) 7.83 Forfeited (134,682) 4.15 Non-vested options at December 31, 2020 316,260 $ 2.48 As of December 31, 2020, there was $0.5 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements under the Plan. The costs will be recognized through November 2022. Restricted Stock and RSUs The Company periodically grants restricted stock and RSU awards to certain officers and other employees that typically vest one There have been no restricted stock issuances in the years ended December 31, 2020 and 2019. A summary of non-vested RSUs and changes during each of the past two years is as follows: Number of Weighted Average Non-vested balance at January 1, 2019 17,561 $47.83 Changes during the period: Shares granted — — Shares vested (7,623) 53.92 Shares forfeited (3,670) 47.37 Non-vested balance at December 31, 2019 6,268 $40.69 Changes during the period: Shares granted 23,505 2.34 Shares vested (4,906) 43.59 Shares forfeited (1,181) 29.54 Non-vested balance at December 31, 2020 23,686 $2.59 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses represent various obligations of the Company including certain operating expenses and taxes payable. For the fiscal years ended December 31, 2020, and 2019, the components of accrued expenses were (in thousands): 2020 2019 Inventory and Supplies $ 3,055 $ 250 Interest Expense 2,898 1,539 Payroll 2,872 1,789 Medicaid and Medicare Rebates 1,616 987 Rebates 1,412 774 Professional Fees 1,363 1,881 Wholesaler Fees 477 747 Royalties 302 377 Clinical Studies — 334 Capital Expenditures — 23 Other 718 584 $ 14,713 $ 9,285 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company is subject to U.S. federal income tax and files a consolidated federal income tax return which includes all eligible U.S. subsidiary companies. The Company is also subject to tax in the states of Alabama, California, Illinois, Montana, New Jersey and Tennessee. The Company conducts operations in certain foreign countries and is, accordingly, subject to tax in those foreign jurisdictions consisting of Canada (including the province of Ontario), Estonia, and Luxembourg. On March 27, 2020, the President of the United States signed into law the Coronavirus Aid, Relief, and Economic Security Act (CARES) providing nearly $2 trillion in economic relief to eligible businesses impacted by the coronavirus outbreak. Tax implications of the CARES Act applicable to the Company include expansion of the business interest expense deduction from 30% to 50% for the years 2019 and 2020 and the suspension of the 80% limitation on usage of Net Operating Losses incurred in the years 2018 through 2020. Additionally, the Company applied for and received a payroll protection plan loan of $3.4 million. The Company has recorded the full forgiveness of the loan in other income on the Consolidated Statement of Operations for the year ended December 31, 2020. The Company’s net interest expense is subject to limitation under Section 163(j). The limitation serves to reduce the net operating loss and create an additional attribute for the disallowed net interest expense both of which are not subject to expiration. Therefore, there is no effect on earnings. Loss before income tax for the years ended December 31, 2020 and 2019 consisted of the following (in thousands): 2020 2019 U.S. operations $ (91,090) $ (20,212) Foreign operations (28,994) (4,821) Global Total $ (120,084) $ (25,033) The Company’s current tax expense was $1.9 million and $0.1 million for the years ended December 31, 2020 and 2019, respectively. The provision for income taxes attributable to continuing operations before income taxes for the years ended December 31, 2020 and 2019 is as follows (in thousands): 2020 2019 Current tax expense: Federal $ 1,645 $ — State and local 291 23 Foreign 21 87 Total current tax expense 1,957 110 Deferred tax benefit: Federal — — State and local — — Foreign (19) (19) Total deferred tax benefit (19) (19) Total income tax expense $ 1,938 $ 91 A comparison of income tax expense at the U.S. statutory rate of 21% in 2020 and 2019 to the Company's effective rate is as follows (in thousands): 2020 2019 Expected Statutory benefit $ (25,218) $ (5,257) Other non-deductible expenses 230 133 PPP loan forgiveness (703) — Change in valuation allowance 8,395 4,674 Debt conversions and issuances 4,394 — Research credits (330) (504) Tax rate differential - foreign vs. U.S. 5,403 1,073 State income taxes, net of federal benefit 265 18 Write-off of deferred tax assets 7,915 — Uncertain tax positions 1,644 — Prior year true-up (58) (45) Exchange gain 1 (1) $ 1,938 $ 91 Deferred tax balances included in the Consolidated Balance Sheets as of December 31, 2020 and 2019 consisted of the following (in thousands): 2020 2019 Deferred Tax Assets: Sales allowances and doubtful accounts $ 4,116 $ 2,991 Inventory reserve 2,357 652 Accrued expenses 585 206 Foreign exchange 41 — Intangible assets 445 — Property, plant and equipment 18,947 272 Tax operating loss carryforwards 2,145 10,851 Tax credit and other carryforwards 2,478 5,996 Stock compensation 574 566 Total deferred tax assets 31,688 21,534 Less valuation allowance (29,451) (18,562) Net deferred tax assets 2,237 2,972 Deferred Tax Liabilities: Convertible debt conversion features (2,237) (3,070) Foreign exchange — (14) Intangible assets (190) (93) Total deferred tax liabilities (2,427) (3,177) Net deferred tax liability $ (190) $ (205) The Company evaluates the recoverability of its deferred tax assets based on its history of operating results, its expectations for the future, and the expiration dates of the net operating loss carry forwards. Based on the preponderance of the evidence, the Company has concluded that it is more likely than not that it will be unable to realize the net deferred tax assets in the immediate future and has established a full valuation allowance for substantially all deferred tax assets. Accordingly, the Company has provided a valuation allowance of $29.5 million and $18.6 million for the years ended December 31, 2020 and 2019, respectively, on its deferred tax assets. The valuation allowance increased $10.9 million during 2020. This increase was due to $14.8 million related to changes in deferred taxes offset by a $3.9 million decrease related to the 2020 net operating income. Operating loss, tax credit and other carry forwards as of December 31, 2020 and 2019 were as follows (in thousands): 2020 2019 Federal: Net operating losses (see below) $ 10,706 $ 48,531 Disallowed interest expense (no expiration) 11,802 17,783 Contributions (expiring through 2025) — 658 Research tax credits (expiring through 2040) — 1,342 State: New Jersey (expiring in 2039) — 4,942 Other states (expiring through 2039) — 3,266 New Jersey research credits (expiring in 2039) — 764 Foreign Net operating losses (no expiration) $ — $ — At December 31, 2020, the Company’s U.S. federal net operating loss carryforwards will expire as follows (in thousands): Year Net Operating Loss 2021 - 2029 $ — 2030 - 2032 — 2033 - 2036 — 2037 490 No expiration but subject to limitation 10,216 Total $ 10,706 Federal net operating losses arising during and after 2018 are not subject to expiration; however for tax years subsequent to 2020, their usage is limited to 80% of taxable income during the year of use. At December 31, 2020, the Company’s U.S. federal net operating loss carryforwards totaled $10.7 million. The Company’s ability to use net operating loss carry forwards is subject to limitation in future periods under certain provisions of Section 382 of the Internal Revenue Code of 1986, as amended, which limit the utilization of net operating losses upon a more than 50% change in ownership of the Company’s stock. The Company examined the application of Section 382 with respect to an ownership change that took place during 2010, as well as the limitation on the application of net operating loss carry forwards. The Company has determined that additional ownership changes occured on August 19, 2020, October 31, 2020 and December 31, 2020. The Company has determined that the lowest limitation related to the dates of change limits the Company's usage of net operating losses, other carry forwards and credits as of the change of ownership date to an annual amount of $28 thousand. The Company’s net loss carryforwards may be further limited in the future if additional ownership changes occur. The Company is subject to the provisions of ASC 740-10-25, “Income Taxes” (ASC 740) which prescribes a more likely-than-not threshold for the financial statement recognition of uncertain tax positions. ASC 740 clarifies the accounting for income taxes by prescribing a minimum recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. On a quarterly basis, the Company undergoes a process to evaluate whether income tax accruals are in accordance with ASC 740 guidance on uncertain tax positions. For federal purposes, post 1998 tax years remain open to examination as a result of net operating loss carryforwards. The Company is currently open to audit by the appropriate state income taxing authorities for tax years 2016 to 2019. Currently, the Company is under audit by the state of New Jersey for the period 2015 to 2020. The Company has not recorded any liability for uncertain tax positions. For the tax year ended December 31, 2020, the Company recorded an unrecognized tax benefit of $2.3 million. The following table is a reconciliation of the gross unrecognized tax benefits during the years ended December 31, 2020 and 2019 (in thousands): 2020 2019 Gross unrecognized tax benefits as of January 1 $ — $ — Increases from positions taken in prior periods — — Decreases from positions taken in prior periods — — Increases from positions taken in the current period 2,331 — Gross unrecognized tax benefit as of December 31 $ 2,331 $ — The unrecognized tax benefits at December 31, 2020 of $2.3 million, if recognized in a period where there was not a full valuation allowance, would affect the effective tax rate. The Company recognizes accrued interest expense and penalties related to the uncertain tax benefits that have resulted in a refund or reduction of income taxes paid to the extent that such uncertain tax positions would not reduce already existing net operating loss and tax credit carryforwards. Penalties and interest included in the above aggregate $0.5 million and are included in the selling, general and administrative expense line on the Consolidated Statement of Operations. |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Commitments | Commitments The Company’s commitments and contingencies consisted of leases for warehouse, office space and equipment. See Note 5 Leases for future lease payments under non-cancellable leases. |
Legal and U.S. Regulatory Proce
Legal and U.S. Regulatory Proceedings | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal and U.S. Regulatory Proceedings | Legal and U.S. Regulatory Proceedings To date, thirteen putative class action antitrust lawsuits have been filed against the Company along with co-defendants, including Taro Pharmaceuticals U.S.A., Inc. and Perrigo New York Inc., regarding the pricing of generic pharmaceuticals, including econazole nitrate. The class plaintiffs seek to represent nationwide or state classes consisting of persons who directly purchased, indirectly purchased, paid and/or reimbursed patients for the purchase of generic pharmaceuticals from as early as July 1, 2009 until the time the defendants’ allegedly unlawful conduct ceased or will cease. The class plaintiffs seek treble damages for alleged overcharges during the alleged period of conspiracy, and certain of the class plaintiffs also seek injunctive relief against the defendants. The actions have been consolidated by the Judicial Panel on Multidistrict Litigation to the U.S. District Court, Eastern District of Pennsylvania for pre-trial proceedings as part of the In re Generic Pharmaceuticals Pricing Antitrust Litigation matter. On October 16, 2018 the court dismissed the class plaintiffs’ claims against the Company with leave to replead. On December 21, 2018 the class plaintiffs filed amended complaints, which the Company moved to dismiss on February 21, 2019. On December 19, 2019 certain class plaintiffs filed a further complaint that included additional claims against the Company based on the Company’s sales of fluocinolone acetonide. On October 16, 2020 and October 21, 2020, class plaintiffs amended or moved to amend their complaints to add additional allegations, mooting the motion to dismiss. “Opt-out” antitrust lawsuits have additionally been filed against the Company by various plaintiffs, including Humana Inc.; The Kroger Co. et al.; United HealthCare Services, Inc.; Molina Healthcare, Inc.; MSP Recovery Claims, Series LLC; Health Care Service Corp.; Harris County, Texas; Rite Aid Corporation; JM Smith Corporation; and Suffolk County, New York. These complaints have been consolidated into the In re Generic Pharmaceuticals Pricing Antitrust Litigation matter in the U.S. District Court, Eastern District of Pennsylvania by the Judicial Panel on Multidistrict Litigation. Each of the opt-out complaints names several dozen defendants (including the Company) and involves allegations regarding the pricing of econazole (and in some cases fluocinolone acetonide) along with up to 180 other drug products, most of which were not manufactured or sold by the Company during the period at issue. The opt-out plaintiffs seek treble damages for alleged overcharges for the drug products identified in the complaint during the alleged period of conspiracy, and some also seek injunctive relief. A motion to dismiss the Humana Inc. and The Kroger Co., et al. opt-out complaints was filed on February 21, 2019 and remains pending. A complaint has also been filed by state Attorneys General based on pricing of topical drugs, and naming the Company as a defendant with respect to econazole nitrate. The Attorney General plaintiffs seek treble damages for alleged overcharges during the alleged period of conspiracy. This action has been consolidated by the Judicial Panel on Multidistrict Litigation to the U.S. District Court, Eastern District of Pennsylvania for pre-trial proceedings as part of the In re Generic Pharmaceuticals Pricing Antitrust Litigation matter. In addition, on June 3, 2020, a putative class action lawsuit was filed in the Federal Court of Canada against the Company and its Canadian subsidiary, Teligent Canada, along with over fifty other pharmaceutical defendant companies. The Canadian lawsuit alleges that the generic drug manufacturer defendants conspired to allocate the Canadian market and customers, fix prices and maintain the supply of generic drugs in Canada to artificially maintain market share and higher generic drug prices in violation of Canada’s Competition Act. In terms of the Company and Teligent Canada, without limiting the general allegation of a general conspiracy over the generic drug market, the lawsuit specifically asserts allegations in relation to econazole dating back to September 2013 and continuing to the present. The representative individual plaintiff seeks to represent a class comprised of all persons and entities in Canada who, from January 1, 2012 to the present, purchased generic drugs in the private sector (i.e. purchases made by individuals out-of-pocket and by individuals and businesses through private drug plans). The plaintiff is alleging aggregate damages of CDN$2.75 billion for harm caused to class members being charged increased prices as a result of the alleged conspiracy. The Canadian lawsuit is at a very early stage and the Company is unable to form a judgment at this time as to whether an unfavorable outcome is probable or remote or to provide an estimate of the amount or range of potential loss. The Company believes this lawsuit is without merit and it intends to vigorously defend against the claim. Due to the early stage of these cases, the Company is unable to form a judgment at this time as to whether an unfavorable outcome is either probable or remote or to provide an estimate of the amount or range of potential loss. The Company believes these cases are without merit and it intends to vigorously defend against these claims. On October 20, 2017, a Demand for Arbitration was filed with the American Arbitration Association by Stayma Consulting Services, Inc. (“Stayma”) against the Company regarding the Company’s development and manufacture for Stayma of two generic drug products, one a lotion and one a cream, containing 0.05% of the active pharmaceutical ingredient flurandrenolide. The Company developed the two products and Stayma purchased commercial quantities of each; however, Stayma alleges that the Company breached agreements between the parties by developing an additional and different generic drug product, an ointment, containing flurandrenolide, and failing to meet certain contractual requirements. Stayma seeks monetary damages. The arbitrator has issued an interim award finding that the Company is not liable to Stayma on two of Stayma’s three claims against the Company. The third claim has proceeded to a damages phase, which is ongoing. The Company has argued that Stayma did not suffer any damages related to this claim and will vigorously pursue complete dismissal of the third claim. In addition, the arbitrator will determine money damages owed by Stayma to the Company relating to Stayma’s failure to pay several past due invoices of approximately $1.7 million. On April 15, 2019 a federal class action was filed the Oklahoma Police Pension Fund and Retirement System against the Company and certain individual defendants in the U.S. District Court, Southern District of New York. The lawsuit was brought on behalf of persons or entities who purchased or otherwise acquired publicly-traded Teligent, Inc. securities from March 7, 2017 through November 6, 2017. The complaint alleges that defendants made false or misleading statements regarding the Company’s business, operational, and compliance policies in violation of U.S. securities laws. The plaintiff seeks to recover compensable damages. On June 17, 2020, the court, deeming pre-motion letters as a motion to dismiss, granted in part and denied in part the Company’s motion to dismiss. On July 15, 2020, a derivative complaint was filed by George Gonzalez, purportedly a shareholder of the Company, against certain past and current officers and directors of the Company in the U.S. District Court, Southern District of New York, naming the Company as nominal Defendant. The lawsuit asserts a breach of fiduciary duty claim against the board members and a contribution claim against a former officer for allegedly participating in the alleged misstatements underlying the securities litigation discussed above. Due to the early stage of these shareholder cases, the Company is unable to form a judgment at this time as to whether an unfavorable outcome is either probable or remote or to provide an estimate of the amount or range of potential loss. The Company believes these cases are without merit and it intends to vigorously defend against these claims. On June 18, 2020, the State of New Mexico filed a lawsuit in the 1st Judicial District Court, County of Santa Fe, State of New Mexico against various brand drug manufacturers, generic drug manufacturers, and stores that manufactured, designed, distributed, supplied, marketed, promoted, advertised, and/or sold ranitidine and/or Zantac® to New Mexico residents. The lawsuit alleges that these products contain unsafe levels on N-Nitrosodimethylamine (NDMA), a known carcinogen. It further alleges that Defendants withheld the known dangers of the products from the U.S. Food and Drug Administration (“FDA”) and knew or should have known of various studies demonstrating that Zantac®/ranitidine products contained and/or produced levels of NDMA well above FDA’s daily acceptable limit of 90ng. As to the Company specifically, New Mexico states that the Company maintains an active pharmacy wholesaler license in New Mexico and manufactures injectable prescription Zantac which is sold into New Mexico through its aforementioned license. It asserts that the Company created a public nuisance and was also negligent in its sale of this product. As to the public nuisance claim, New Mexico seeks unspecified funding for a statewide medical monitoring program. As to the negligence claim, New Mexico seeks unspecified monetary damages. Due to the early stage of this case, the Company is unable to form a judgment at this time as to whether an unfavorable outcome is either probable or remote or to provide an estimate of the amount or range of potential loss, if any. The Company believes this case to be without merit and it intends to vigorously defend against these claims. On November 12, 2020, the Mayor and City Council of Baltimore filed a lawsuit in the Circuit Court of Maryland for Baltimore City against various brand drug manufacturers, generic drug manufacturers, and stores that manufactured, designed, distributed, supplied, marketed, promoted, advertised, and/or sold ranitidine and/or Zantac® to Baltimore, MD residents. The lawsuit was transferred to MDL No. 2924, In Re Zantac (Ranitidine) Products Liability Litigation in the United States of Florida on February 1, 2021, and Plaintiffs have a pending motion to remand the case back to Maryland. The lawsuit alleges that these products contain unsafe levels on N-Nitrosodimethylamine (NDMA), a known carcinogen. It further alleges that Defendants withheld the known dangers of the products and/or knew or should have known of various studies demonstrating that Zantac®/ranitidine products posed serious health risks. As to the Company specifically, the Mayor and City Council of Baltimore state that the Company maintains an active pharmacy wholesaler license in Maryland and manufactures injectable prescription Zantac which was sold by retailers and supplied by distributors with Baltimore locations during the relevant period. It asserts that the Company created a public nuisance and was also negligent in its sale of this product. As to the common law public nuisance claim, the Mayor and City Council of Baltimore seek unspecified funding for a citywide medical monitoring program. As to the common law negligence claim, the Mayor and City Council of Baltimore seek unspecified monetary damages. Due to the early stage of this case, the Company is unable to form a judgment at this time as to whether an |
Employee Benefits
Employee Benefits | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Employee Benefits | Employee Benefits The Company has a 401(k) contribution plan, pursuant to which employees may elect to contribute to the plan, in whole percentages, up to 100% of compensation. Employees’ contributions are subject to a maximum contribution of $19.5 thousand for 2020 and $19.0 thousand for 2019, plus a catch-up contribution of up to for $6.5 thousand for 2020 and $6.0 thousand for 2019, if a participant qualifies. The Company matches 100% of the first 3% of compensation contributed by participants and 50% of the next 2% of compensation contributed by participants. The Company contribution is in the form of cash, which is vested immediately. The Company has recorded charges to expense related to this plan of $424.8 thousand and $368.7 thousand in 2020 and 2019, respectively. |
Quarterly Results (Unaudited)
Quarterly Results (Unaudited) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Results (Unaudited) | Quarterly Results (Unaudited) The following is a summary of certain quarterly financial information for the fiscal years 2020 and 2019: First Second Third Fourth Total (in thousands, except per share data) Year Ended December 31, 2020 Total revenues, net $ 7,447 $ 13,586 $ 14,339 $ 9,937 $ 45,309 Gross profit (1,163) 2,502 114 (5,175) (3,722) Operating loss (18,053) (4,367) (8,799) (108,721) (139,940) Net loss (26,836) (14,332) (510) (80,344) (122,022) Net loss attributable to common stockholders (26,836) (14,332) (510) (80,344) (122,022) Basic loss per share $ (4.98) $ (2.56) $ (0.08) $ (4.67) $ (14.67) Diluted loss per share $ (4.98) $ (2.56) $ (0.08) $ (4.67) $ (14.67) Year Ended December 31, 2019 Total revenues, net $ 13,122 $ 18,341 $ 18,466 $ 15,967 $ 65,896 Gross profit 5,762 8,541 7,280 1,940 23,523 Operating income (loss) (2,740) 686 209 (6,175) (8,020) Net loss (8,724) (3,989) (7,113) (5,298) (25,124) Net loss attributable to common stockholders (8,724) (3,989) (7,113) (5,298) (25,124) Basic loss per share $ (1.62) $ (0.74) $ (1.32) $ (0.99) $ (4.67) Diluted loss per share $ (1.62) $ (0.74) $ (1.32) $ (0.99) $ (4.67) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Company has evaluated all subsequent events through the filing of this Annual Report on Form 10-K. January 2021 Debt Exchange Transactions On January 27, 2021, we completed a recapitalization and equitization transaction pursuant to an Exchange Agreement, dated January 27, 2021, among the Company, the Series C Noteholders (as defined below) and Ares (as defined below) (the “Exchange Agreement”). Under the Exchange Agreement, the holders (the “Series C Noteholders”) of all of our 9.5% Series C Senior Secured Convertible Notes due 2023 (the “Series C Notes”) exchanged an aggregate of approximately $50.3 million of outstanding principal under the Series C Notes, representing 100% of the outstanding principal under the Series C Notes, together with accrued interest thereon, for an aggregate of 29,862,641 shares (the “Series C Exchange Shares”) of our common stock (the “Series C Equitization”). The Series C Equitization resulted in the extinguishment of all of our obligations under the Indenture, dated as of July 20, 2020, between us and Wilmington Trust, National Association, as trustee and collateral agent (the “Series C Indenture”). Additionally, under the Exchange Agreement, certain credit funds and accounts managed by affiliates of Ares Management Corporation (such funds and accounts, collectively, “Ares” and, together with the Series C Noteholders, the “Participating Parties”) that are lenders under our Second Lien Credit Agreement, dated December 13, 2018, by and among the Company, certain of its subsidiaries, the lenders from time to time party thereto, and Ares Capital Corporation as Administrative Agent (as amended, including by the Second Lien Amendment (as defined below), the “Second Lien Credit Agreement”) converted a portion of the outstanding term loans under the Second Lien Credit Agreement constituting 100% of the approximately $24.5 million in accrued PIK interest under the Second Lien Credit Agreement into an aggregate of approximately 85,412 shares of our newly created Series D Preferred Stock, par value $0.01 per share (the “Series D Preferred Stock”, and such transaction, the “PIK Interest Exchange” and, together with the Series C Equitization, the “January 2021 Debt Exchange Transactions”). Each share of Series D Preferred Stock is non-voting and, subject to an increase in the number of shares of our common stock available for issuance under our amended and restated certificate of incorporation, is convertible into 200 shares of our common stock. The shares of Series D Preferred Stock issued in connection with the PIK Interest Exchange are currently convertible into an aggregate of 17,082,285 shares of our common stock. The holders of shares of Series D Preferred Stock may not convert such shares of Series D Preferred Stock into shares of our common stock to the extent such a conversion would result in a holder thereof, together with its affiliates, collectively owning more than 15% of the number of shares of our common stock then outstanding. Our current amended and restated certificate of incorporation authorizes 100,000,000 shares of common stock for issuance. As of the date of this Form 10-K filing, we have 86,543,845 shares of common stock issued and outstanding. In addition, after giving effect to the January 2021 Debt Exchange Transactions, there are approximately 85,412 shares of Series D Preferred Stock outstanding, which are convertible into, in the aggregate, 17,082,285 shares of our common stock as of the date of this 10-K filing. As a result, there are presently an insufficient number of shares authorized and available for issuance under our amended and restated certificate of incorporation to effect the conversion of all outstanding shares of Series D Preferred Stock into common stock pursuant to the terms of such Series D Preferred Stock. Pursuant to the terms of the Exchange Agreement, we are required to seek the requisite approval of our stockholders to an amendment to our amended and restated certificate of incorporation to allow for the conversion in full of all shares of Series D Preferred Stock into shares of our common stock (either by an increase in the number of authorized shares of our common stock, the effectuation of a reverse stock split, or otherwise) (the “Stockholder Approval”). The Exchange Agreement provides that, if we are unable to obtain the Stockholder Approval on or before July 1, 2021, we will issue to each holder of Series D Preferred Stock, on a quarterly basis, additional shares of Series D Preferred Stock equal to 2.5% of the number of shares of Series D Preferred Stock originally issued to such holder until the Stockholder Approval is obtained (with a prorated amount of Series D Preferred Stock to be issued in the event the Stockholder Approval is obtained during any such calendar quarter). We intend to seek Stockholder Approval at our Annual Meeting of Stockholders scheduled to be held on May 26, 2021. ATM Offering On January 27, 2021, the Company entered into an At Market Issuance Sales Agreement with B. Riley Securities, pursuant to which the Company sold an aggregate of 38,712,036 shares (the “Shares”) of its common stock between January 28, 2021 and March 31, 2021. The Shares were sold at an average price of approximately $0.993 per Share resulting in aggregate gross proceeds of approximately $38.5 million and aggregate net proceeds of approximately $37 million after deducting commissions due on the sale of Shares. Amendments to First Lien Credit Agreement and Second Lien Credit Agreement Also in connection with the January 2021 Debt Exchange Transactions, we entered into (i) Amendment No. 4 to First Lien Revolving Credit Agreement (the “First Lien Amendment”), amending the First Lien Credit Agreement, dated December 13, 2018, by and among the Company, certain of its subsidiaries, the lenders from time to time party thereto, and ACF Finco I LP as Administrative Agent (as amended by the First Lien Amendment, the “First Lien Credit Agreement”), and (ii) Amendment No. 6 to Second Lien Credit Agreement (the “Second Lien Amendment”), pursuant to which all identified defaults and events of default thereunder were waived and certain amendments were made to the First Lien Credit Agreement and Second Lien Credit Agreement, respectively, including those described below. The First Lien Amendment amended the First Lien Credit Agreement to, among other things, (i) permit borrowings under the revolving credit facility under the First Lien Credit Agreement, subject to availability (which is $0 as of the date of this Form 10-K filing) and the other terms and conditions of the First Lien Credit Agreement, provided, that such borrowings are only available until the commitments of the lenders under the Second Lien Credit Agreement under the Second Lien Delayed Draw Term Loan C Facility (as defined below) have been reduced to $0, (ii) reduce from $10.0 million to $3.0 million (from and after the first draw of the Second Lien Delayed Drawn Term Loan C Facility described below) the maximum amount of cash that we and our subsidiaries that are credit parties under the First Lien Credit Agreement are permitted to maintain prior to triggering a mandatory prepayment of the revolving credit facility (without a permanent reduction of the revolving credit commitments), which $3.0 million threshold automatically increased by the net proceeds received from the ATM Offering and any other equity offering, (iii) from and after March 31, 2022, increase the minimum liquidity covenant from $3.0 million to $4.0 million on a consolidated basis and (iv) suspend testing of the minimum consolidated adjusted EBITDA covenant until March 31, 2022, at which time such minimum consolidated adjusted EBITDA covenant levels will resume to the levels in effect prior to the closing of the First Lien Amendment. The Second Lien Amendment amended the Second Lien Credit Agreement to (i) permit, among other things, the January 2021 Debt Exchange Transactions, (ii) provide for a new multiple-draw delayed draw term loan facility in the aggregate principal amount of up to $4.6 million (the “Second Lien Delayed Draw Term Loan C Facility”) which is available to us until December 31, 2021, subject to satisfaction of the conditions to borrowing, including a pro forma maximum liquidity test of $4.0 million, the proceeds of which may be used to pay expenses specified in a budget approved by the administrative agent under the Second Lien Credit Agreement, (iii) from and after March 31, 2022, increase from $3.0 million to $4.0 million the minimum liquidity (as defined in the Second Lien Credit Agreement) required to be maintained by us and our subsidiaries that are credit parties under the Second Lien Credit Agreement on a consolidated basis, (iv) suspend testing of the minimum consolidated adjusted EBITDA covenant until March 31, 2022, at which time such minimum consolidated adjusted EBITDA covenant levels will resume to the levels in effect prior to the closing of the Second Lien Amendment and (v) extend the date on which we may elect to pay interest in kind. Loans made under the Second Lien Delayed Draw Term Loan C Facility will be pari passu with, and have the same interest and payment terms (including maturity) as those applicable to, the existing loans under the Second Lien Credit Agreement. |
SCHEDULE II-VALUATION AND QUALI
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2020 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
Schedule II - Valuation and Qualifying Accounts | TELIGENT, INC. SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (in thousands) Additions Balance at Charged to Charged Deductions Balance at Year Ended December 31, 2019 Change in Tax Valuation Allowance $ 12,120 (19) 6,461 — $ 18,562 Allowance for Doubtful Accounts $ 2,636 208 — 636 $ 2,208 Reserve for Inventory Obsolescence $ 2,667 2,297 — 2,754 $ 2,210 Year Ended December 31, 2020 Change in Tax Valuation Allowance $ 18,562 (20) 10,909 — $ 29,451 Allowance for Doubtful Accounts $ 2,208 341 — 150 $ 2,399 Reserve for Inventory Obsolescence $ 2,210 11,309 — 1,517 $ 12,002 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company consolidates the following entities: Igen, Inc., Teligent Pharma. Inc., Teligent Luxembourg S.à.r.l., Teligent OÜ and Teligent Canada Inc, in addition to the following inactive entities: Microburst Energy, Inc., Blood Cells, Inc. and Flavorsome, Ltd. All inter-company accounts and transactions have been eliminated. Certain amounts in the prior periods presented have been reclassified to conform to the current period financial statement presentation. These reclassifications have no effect on previously reported net income. Reverse Stock Split |
Use of Estimates | Use of Estimates The preparation of 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the valuation of derivative liabilities associated with certain Notes and the Senior Credit Facility, sales returns and allowances, allowances for excess and obsolete inventories, allowances for doubtful accounts, provisions for income taxes and related valuation allowances, stock based compensation, the assessment for the impairment of long-lived assets (including property, plant and equipment), indefinite-lived assets (including, goodwill, intangibles, and In-Process research and development), and legal accruals for environmental cleanup and remediation costs. The Company bases its estimates and assumptions on historical experience, known or expected trends and various other assumptions that it believes to be reasonable. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. |
Cash Equivalents | Cash Equivalents The Company considers all highly liquid instruments purchased with the original maturity of three months or less to be cash equivalents to the extent the funds are not being held for investment purposes. Cash and cash equivalents include cash on hand and bank demand deposits used in the Company’s cash management program. |
Inventories | InventoriesInventories are valued at the lower of cost, using the first-in, first-out (“FIFO”) method, or net realizable value. The Company records an inventory reserve for losses associated with dated, expired, excess and obsolete items. This reserve is based on management’s current knowledge with respect to inventory levels, planned production, and extension capabilities of materials on hand. Management does not believe the Company’s inventory is subject to significant risk of obsolescence in the near term. |
Property, Plant and Equipment | Property, Plant and Equipment Depreciation and amortization of property, plant and equipment is provided for under the straight-line method over the assets’ estimated useful lives as follows: Descriptions Useful Lives Buildings and improvements 10-40 years Machinery and equipment 5-15 years Computer hardware and software 3-5 years Furniture and fixtures 5 years Leasehold improvements are amortized over the shorter of the estimated useful life or remaining lease term. Repair and maintenance costs are charged to operations as incurred while major improvements are capitalized. Construction in progress ("CIP") costs are depreciated based on their respective asset class when they are put into service. When assets are retired or |
Long-Lived Assets | Long-Lived AssetsThe Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. In performing such review for recoverability, the Company compares expected future cash flows of assets to the carrying value of the long-lived assets and related identifiable intangibles. If the expected future cash flows (undiscounted) are less than the carrying amount of such assets, the Company recognizes an impairment loss for the difference between the carrying value of the assets and their estimated fair value, with fair values being determined using projected discounted cash flows at the lowest level of cash flows identifiable in relation to the assets being reviewed. |
Intangible Assets | Intangible AssetsDefinite-lived intangible assets are stated at cost less accumulated amortization. Amortization of definite-lived intangible assets are computed on a straight-line basis over the assets’ estimated useful life, generally for periods ranging from 10 to 15 years. The Company continually evaluates the reasonableness of the useful lives of these assets. Indefinite-lived intangible assets are not amortized, but instead are tested at least annually for impairment. Costs to renew or extend the term of a recognized intangible asset are expensed as incurred. An impairment is recognized in the amount, if any, by which the carrying amount of such assets exceeds its respective fair value and would be recorded in selling, general and administrative expense on the Consolidated Statements of Operations. |
In-Process Research and Development | In-Process Research and DevelopmentAmounts allocated to in-process research and development (“IPR&D”) in connection with a business combination are recorded at fair value and are considered indefinite-lived intangible assets subject to annual impairment testing. As products in development are approved for sale, the associate balance will be allocated to product rights and amortized over their estimated useful lives. These valuations reflect, among other things, the impact of changes to the development programs, the projected development and regulatory time frames and the current competitive environment. The IPR&D are solely those assets acquired in the 2015 business combination of Alveda. |
Product Acquisition Costs | Product Acquisition CostsProduct acquisition costs represent ANDAs and NDAs acquired in asset acquisitions, which are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets may not be recoverable. The Company expects to amortize these costs over a 10-year useful life commencing when the product is sold. |
Goodwill | Goodwill Goodwill represents the excess of purchase price over the fair value of the net assets acquired. Goodwill is tested for impairment on an annual basis on October 1 of each fiscal year or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company early adopted ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): “Simplifying the Test for Goodwill Impairment” in the fourth quarter of 2019. This amendment eliminates Step Two of the goodwill impairment test. Under the amendments in this update, an entity has the option to perform a qualitative assessment to determine if the quantitative impairment test is required. If the quantitative impairment test is required, the Company would perform the annual goodwill impairment test by comparing the carrying value of its reporting unit to its fair value. An impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value would be recorded. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, trade receivables, restricted cash, accounts payable and other accrued liabilities at December 31, 2020 approximate their fair value for all periods presented. The Company measures fair value in accordance with ASC 820-10, “Fair Value Measurements and Disclosures”. ASC 820-10 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, ASC 820-10 establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: Level 1 Inputs: Unadjusted quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2 Inputs: Other than quoted prices included in Level 1 inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability. Level 3 Inputs: Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any, market activity for the asset or liability at measurement date. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. |
Debt Issuance Costs | Debt Issuance Costs Expenses related to debt financing activities are capitalized and amortized on an effective interest method, over the term of the loan and are netted against the carrying value of the financial liability. Amortization of debt issuance costs are recorded as interest expense on the Consolidated Statement of Operations. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. The Company’s revenue is recorded net of accruals for estimated chargebacks, rebates, cash discounts, other allowances, and returns. The Company derives its revenues from three types of transactions: sales of its own pharmaceutical products (Company product sales), sales of manufactured product for its customers (contract manufacturing sales), and research and product development services performed for third parties. Due to differences in the substance of these transaction types, the transactions require, and the Company utilizes, different revenue recognition policies for each. Taxes collected from customers and remitted to government authorities and that are related to the sales of the Company’s products are excluded from revenues. Adoption of ASC Topic 606, "Revenue from Contracts with Customers” In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” The standard, including subsequently issued amendments, replaces most existing revenue recognition guidance in U.S. GAAP. The key focus of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The Company performed a comprehensive review of its existing revenue arrangements as of January 1, 2018 following the aforementioned five-step model. Based on the Company's analysis, there were no changes identified that impacted the amount or timing of revenues recognized under the new guidance as compared to the previous guidance. Additionally, the Company's analysis indicated that there were no changes to how costs to obtain and fulfill our customer contracts would be recognized under the new guidance as compared to the previous guidance. The impact of the adoption of this standard on the Company's Consolidated Balance Sheet, Consolidated Statement of Operations, and Consolidated Statement of Cash Flows was not material. The adoption of the new guidance impacted the way the Company analyzes, documents, and discloses revenue recognition under customer contracts beginning on January 1, 2018 and resulted in additional disclosures in the Company's financial statements. Company Product Sales Revenue from Company product sales is recognized upon transfer of control of a product to a customer at a point in time, generally as the Company's products are sold on an FOB destination basis and because inventory risk and risk of ownership passes to the customer upon delivery. Company product sales are recorded net of accruals for estimated chargebacks, rebates, cash discounts, other allowances, and returns. Contract Manufacturing Sales The Company recognizes revenue for contract manufacturing sales over-time, as milestones are achieved. Shipments are made in accordance with sales commitments and related sales orders entered into with customers either verbally or in written form. Contract manufacturing sales are recognized net of accruals for cash discounts and returns which are established at the time of sale, and are included in Revenue, net in the Company's Consolidated Statement of Operations. Research and Development Income The Company establishes agreed upon product development agreements with its customers to perform product development services. Revenues are recognized in accordance with the agreement upon the completion of the phases of development and when the Company has no future performance obligations relating to that phase of development. Other types of revenue include royalty or licensing revenue, which would be recognized over time, or at a point in time, based upon the contractual term upon completion of the earnings process. Judgments are required to evaluate contingencies such as potential variances in schedule and the costs, the impact of change orders, liability claims, contract disputes and achievement of contractual performance standards. Revenue and Provision for Sales Returns and Allowances As is customary in the pharmaceutical industry, the Company’s product sales are subject to a variety of deductions including chargebacks, rebates, cash discounts, other allowances, and returns. Product sales are recorded net of accruals for returns and allowances ("SRA"), which are established at the time of sale. The Company analyzes the adequacy of its accruals for returns and allowances quarterly. Amounts accrued for sales deductions are adjusted when trends or significant events indicate that an adjustment is appropriate. Accruals are also adjusted to reflect actual results. These provisions are estimates based on historical payment experience, historical relationship to revenues, estimated customer inventory levels and current contract sales terms with direct and indirect customers. The Company uses a variety of methods to assess the adequacy of its returns and allowances reserves to ensure that its financial statements are fairly stated. These include periodic reviews of customer inventory data, customer contract programs, subsequent actual payment experience, and product pricing trends to analyze and validate the return and allowances reserves. Chargebacks are one of the Company's most significant estimates for recognition of product sales. A chargeback represents an amount payable in the future to a wholesaler for the difference between the invoice price paid to the Company by its wholesale customer for a particular product and the negotiated contract price that the wholesaler’s customer pays for that product. The Company’s chargeback provision and related reserve varies with changes in product mix, changes in customer pricing and changes to estimated wholesaler inventories. The provision for chargebacks also estimates the expected wholesaler sell-through levels to indirect customers at contract prices. The Company validates the chargeback accrual quarterly through a review of the inventory reports obtained from its largest wholesale customers. This customer inventory information is used to establish the estimated liability for future chargeback claims based on historical chargeback and contract rates. These large wholesalers represent a majority of the Company’s chargeback payments. The Company continually monitors current pricing trends and wholesaler inventory levels to ensure the liability for future chargebacks is fairly stated. Rebates are used for various discounts and rebates provided to customers. The Company reviews the percentage of products sold through these programs utilizing chargeback data and applies the appropriate program percentages to calculate the rebate accrual. Rebate invoices and/or payments may be received monthly, quarterly or annually and reviewed against the accruals. Other items that could be included in accrued rebates represent price protection fees, shelf stock adjustments (SSAs), or other various amounts that would serve as one-time discounts on specific products. |
Concentration of Risk | Concentration of Risk Financial instruments, which subject the Company to concentration of credit risk, consist primarily of cash equivalents and trade receivables. The Company maintains its cash in accounts with quality financial institutions. Although the Company currently believes that the financial institutions with which the Company does business will be able to fulfill their commitments to us, there is no assurance that those institutions will be able to continue to do so. |
Acquisitions | Acquisitions The Company accounts for acquired businesses using the acquisition method of accounting, which requires with limited exceptions, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date. Transaction costs are expensed as incurred. Any excess of the consideration transferred over the assigned values of the net assets acquired is recorded as goodwill. When net assets that do not constitute a business are acquired, no goodwill is recognized. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts The Company extends credit to wholesaler and distributor customers and national retail chain customers, based upon credit evaluations, in the normal course of business, primarily with 60 to 90-day terms. The Company maintains customer-related accruals and allowances that consist primarily of chargebacks, rebates, sales returns, shelf stock allowances, administrative fees and other incentive programs. Some of these adjustments relate specifically to the generic prescription pharmaceutical business. Typically, the aggregate gross-to-net adjustments related to these customers can exceed 70% of the gross sales through this distribution channel. Certain of these accruals and allowances are recorded in the Consolidated Balance Sheet as current liabilities and others are recorded as a reduction to accounts receivable. The Company extends credit to its contract services customers based upon credit evaluations in the normal course of business, primarily with 30-day terms. The Company does not require collateral from its customers. Bad debt provisions are provided for on the allowance method based on historical experience and management’s evaluation of outstanding accounts receivable. The Company reviews the allowance for doubtful accounts regularly, and past due balances are reviewed individually for collectability. The Company charges off uncollectible receivables against the allowance when the likelihood of collection is remote. |
Foreign Currency Translation | Foreign Currency Translation The net assets of international subsidiaries where the local currencies have been determined to be the functional currencies are translated into U.S. dollars using current exchange rates. The U.S. dollar effects that arise from translating the net assets of these subsidiaries at changing rates are recorded in the foreign currency translation account, which is included in accumulated other comprehensive income (loss) (AOCI) and reflected as a separate component of stockholders' equity (deficit). For those subsidiaries where the U.S. dollar has been determined to be the functional currency, non-monetary foreign currency assets and liabilities are translated using historical rates, while monetary assets and liabilities are translated at current rates, with the U.S. dollar effects of rate changes included in Other Expense. |
Accounting for Environmental Costs | Accounting for Environmental Costs Accruals for environmental remediation are recorded when it is probable a liability has been incurred and costs are reasonably estimable. The estimated liabilities are recorded at undiscounted amounts. Environmental insurance recoveries are included in the Consolidated Statement of Operations in the year in which the issue is resolved through settlement or other appropriate legal process. |
Income Taxes | Income Taxes The Company records income taxes in accordance with ASC 740-10, “Accounting for Income Taxes,” under the asset and liability method of accounting for income taxes. Under the asset and liability method, deferred income taxes are recognized for the tax consequences of temporary differences by applying enacted statutory tax rates applicable to future years to operating loss and tax credit carry forwards and differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recorded based on a determination of the ultimate realizability of future deferred tax assets. The Company complies with the provisions of ASC 740-10-25 that clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements in accordance with ASC 740-10, “Accounting for Income Taxes,” and prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. Additionally, ASC 740-10 provides guidance on derecognition, |
Stock-Based Compensation | Stock-Based Compensation ASC 718-10 defines the fair-value-based method of accounting for stock-based employee compensation plans and transactions used by the Company to account for its issuances of equity instruments to record compensation cost for stock-based employee compensation plans at fair value as well as to acquire goods or services from non-employees. Transactions in which the Company issues stock-based compensation to employees, directors and advisors and for goods or services received from non-employees are accounted for based on the fair value of the equity instruments issued. The Company utilizes pricing models in determining the fair values of options, RSUs and warrants issued as stock-based compensation. These pricing models utilize the market price of the Company’s common stock and the exercise price of the option or warrant, as well as time value and volatility factors underlying the positions. Stock-based compensation expense is recognized over the requisite service period of the award, which usually coincides with the vesting period of the grant. |
Product Development and Research | Product Development and Research The Company’s research and development costs are expensed as incurred. |
Shipping and Handling Costs | Shipping and Handling Costs |
Loss per Common Share | Loss per Common Share |
Adoption of Other Recent Accounting Pronouncements | Adoption of Other Recent Accounting Pronouncements In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU No. 2020-04”). The update provides optional guidance for a limited period to ease the potential burden in accounting for (or recognizing the effects of) contract modifications on financial reporting caused by reference rate reform. ASU 2020-04 is effective for all entities as of March 12, 2020 through December 31, 2022. The Company adopted this guidance in the second quarter of 2020. The adoption of this guidance had no impact on the Company's Consolidated Financial Statements or the related disclosures. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes the existing lease guidance under Topic 840. The new standard requires lessees to recognize Right-of-Use ("ROU") assets and lease liabilities for all leases with terms greater than 12 months, including those leases that were previously classified as operating leases. Topic 842 retains a distinction between finance leases and operating leases, with measurement and presentation of expenses and cash flows being dependent upon the classification. The Company adopted the new standard effective January 1, 2019 utilizing the optional transition method allowed under ASU 2018-11, Leases (Topic 842): Targeted Improvements. The Company elected to adopt the package of practical expedients allowed under the new accounting guidance, which allows the Company to not reassess previous conclusions regarding 1) whether existing or expired leases are or contain leases, 2) the lease classification of existing or expired leases and 3) initial direct costs for existing leases. In addition, the Company adopted the practical expedient to combine lease and non-lease components for all classes of underlying assets. Per the requirements of the standard, the Company recorded a ROU asset and a lease liability representing the present value of future lease payments to be paid in exchange of the use of an asset of $1.9 million and $2.0 million respectively as of January 1, 2019. However, there was no cumulative effect adjustment to the opening balance of retained earnings as the assets and the liabilities recorded upon adoption off-set each other. In February 2018, the FASB issued ASU 2018-02, “Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act. This guidance is effective for all entities for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. The amendments in ASU 2018-02 should be applied either in the period of adoption or retrospectively to each period in which the effect of the change in the U.S. federal corporate income tax rate in the Tax Cuts and Jobs Act is recognized. The Company's adoption of this amendment, effective January 1, 2019, did not have a material impact on its consolidated financial statements and the related disclosures. In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): “Clarifying the Interaction between Topic 808 and Topic 606”. The guidance clarifies that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606 when the collaborative arrangement participant is a customer. The Company early adopted this amendment in the fourth quarter of 2019. The adoption of this amendment did not have a material impact on the Company's consolidated financial statements and the related disclosures. In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): “Simplifying the Test for Goodwill Impairment”. The update simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. In accordance with the amendment, entities should perform the annual goodwill impairment test by comparing the carrying value of their reporting units to their fair value. An entity should record an impairment charge for the amount by which its carrying amount exceeds its reporting unit’s fair value. The Company early adopted the amendment in the fourth quarter of 2019. The adoption of this amendment did not have a material impact on the Company's consolidated financial statements and the related disclosures. Recently Issued and Not Yet Adopted Accounting Pronouncements In August 2020, the FASB issued ASU No. 2020-06 (“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.” ASU 2020-06 simplifies the accounting for convertible instruments by reducing the number of accounting models for convertible debt instruments and convertible preferred stock. Limiting the accounting models results in fewer embedded conversion features being separately recognized from the host contract as compared with current GAAP. Convertible instruments that continue to be subject to separation models are (1) those with embedded conversion features that are not clearly and closely related to the host contract, that meet the definition of a derivative, and that do not qualify for a scope exception from derivative accounting and (2) convertible debt instruments issued with substantial premiums for which the premiums are recorded as paid-in capital. In addition, ASU 2020-06 amends the guidance for the derivatives scope exception for contracts in an entity’s own equity to reduce form-over-substance-based accounting conclusions. The Amendments also affects the diluted EPS calculation for instruments that may be settled in cash or shares and for convertible instruments. The amendments are effective for public entities excluding smaller reporting companies for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. The Company is evaluating the impact this guidance will have on its Condensed Consolidated Financial Statements and related disclosures upon adoption effective January 1, 2024. In December 2019, the FASB issued ASU No. 2019-12 "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes", which is intended to simplify the accounting for income taxes. ASU 2019-12 includes changes in various subtopics of accounting for income taxes including, but not limited to, accounting for “hybrid” tax regimes, tax basis step-up in goodwill obtained in a transaction that is not a business combination, intraperiod tax allocation exception to an incremental approach, ownership changes in investments, interim-period accounting for enacted changes in tax law, and year-to-date loss limitation in interim-period tax accounting. The guidance is effective for fiscal years beginning after December 15, 2020 with early adoption permitted, including the interim periods within those years. The Company is evaluating the impact this guidance will have on the Company’s Consolidated Financial Statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU No. 2016-13”), which requires that a financial asset (or a group of financial assets) measured at an amortized cost basis be presented at the net amount expected to be collected. This approach to estimating credit losses applies to most financial assets measured at amortized cost and certain other instruments, including but not limited to, trade and other receivables. The amendments in this update are initially effective for public business entities for fiscal years beginning after December 15, 2019. The Financial Accounting Standards Board subsequently postponed the effective date for small reporting companies to January 2023, which for the Company means January 1, 2023. Based on the current status of the evaluation, the Company believes the adoption of the guidance will not have a material impact on its Consolidated Financial Statements and related disclosures. The Company expects to continue and finalize its evaluation and assessment as required by the guidance upon adoption. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Restrictions on Cash and Cash Equivalents | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported in the Consolidated Balance Sheet to the total amounts in the Consolidated Statement of Cash Flows as follows (in thousands): December 31, 2020 December 31, 2019 Cash and cash equivalents $ 5,946 $ 15,508 Restricted cash 206 206 Restricted cash in other assets 560 468 Cash, cash equivalents and restricted cash in the statement of cash flows $ 6,712 $ 16,182 |
Schedule Useful Lives | Depreciation and amortization of property, plant and equipment is provided for under the straight-line method over the assets’ estimated useful lives as follows: Descriptions Useful Lives Buildings and improvements 10-40 years Machinery and equipment 5-15 years Computer hardware and software 3-5 years Furniture and fixtures 5 years |
Fair Value, by Balance Sheet Grouping | As of December 31, 2020, the fair value and the respective net carrying value of the outstanding Convertible Notes are as follows (in thousands): Fair Value Net Carrying Value 2023 Series C Convertible Notes $ 30,148 $ 31,922 2023 Series D Convertible Notes 1,459 5,796 |
Schedule of Earnings Per Share, Basic and Diluted | For the years ended December 31, 2020 and 2019 (in thousands except shares and per share data) 2020 2019 Basic loss per share computation: Net loss attributable to common stockholders —basic and diluted $ (122,022) $ (25,124) Weighted average common shares —basic and diluted 8,319,388 5,383,914 Basic and diluted loss per share $ (14.67) $ (4.67) |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories as of December 31, 2020 and 2019 consisted of (in thousands): 2020 2019 Raw materials $ 13,487 $ 14,117 Work in progress 386 133 Finished goods 21,525 10,989 Inventories reserve (12,002) (2,208) Inventories, net $ 23,396 $ 23,031 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment, at cost, as of December 31, 2020 and 2019, consisted of (in thousands): 2020 2019 Land $ 257 $ 401 Building and improvements 11,660 58,959 Machinery and equipment 1,625 14,897 Computer hardware and software 300 4,771 Furniture and fixtures 74 705 Construction in progress 2,302 30,759 16,218 110,492 Less accumulated depreciation and amortization (87) (14,143) Property, plant and equipment, net $ 16,131 $ 96,349 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows: Year ended Year ended Operating lease cost $ 623 $ 635 Finance lease cost: Amortization of right-of-use assets $ 14 $ 14 Interest on lease liabilities $ 5 $ 6 Total finance lease cost $ 19 $ 20 |
Supplemental Balance Sheet Information Related to Leases | Supplemental balance sheet information related to leases were as follows: December 31, 2020 December 31, 2019 Operating Leases Other assets $ 2,001 $ 2,453 Other current liabilities 422 434 Other long-term liabilities 1,761 2,199 Total operating lease liabilities 2,183 2,633 Finance Leases Property, plant, and equipment 81 81 Accumulated depreciation (25) (12) Property, plant, and equipment, net 56 69 Other current liabilities 14 12 Other long-term liabilities 43 57 Total finance lease liabilities $ 57 $ 69 |
Schedule of Financing Lease Maturities | As of December 31, 2020 maturities of lease liabilities were as follows: Operating Financing Year Ending December 31, Leases Leases 2021 $ 587 $ 18 2022 551 18 2023 550 18 2024 237 12 2025 209 — Thereafter 640 — Total lease payments 2,774 66 Less imputed interest 591 9 Total $ 2,183 $ 57 |
Schedule of Operating Lease Maturities | As of December 31, 2020 maturities of lease liabilities were as follows: Operating Financing Year Ending December 31, Leases Leases 2021 $ 587 $ 18 2022 551 18 2023 550 18 2024 237 12 2025 209 — Thereafter 640 — Total lease payments 2,774 66 Less imputed interest 591 9 Total $ 2,183 $ 57 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Terms and Assumptions in Valuation of Convertible Option of Notes | The terms and assumptions used to determine the fair value of the Warrants were as follows: Measurement Date July 20. 2020 Stock Price $ 2.45 Expected Life in Years 5.00 Annualized Volatility 79.5 % Discount Rate - Bond Equivalent Yield 0.3 % The terms and assumptions used in connection with the valuation of the convertible option of the Series B Notes are as follows: 12/31/2019 03/31/2020 05/28/2020 Issuance date 10/31/2019 10/31/2019 10/31/2019 Maturity date 5/1/2023 5/1/2023 5/1/2023 Term (years) 3.33 3.08 2.92 Principal $ 34,405 $ 34,405 $ 34,405 Seniority Senior unsecured Senior unsecured Senior unsecured Conversion price $ 7.20 $ 7.20 $ 7.20 Stock price $ 4.30 $ 2.80 $ 4.03 Risk free rate 1.6 % 0.3 % 0.2 % Volatility 47.3 % 55.0 % 62.5 % |
Convertible debt | At December 31, 2020 and December 31, 2019, the net carrying amount of the debt and the remaining unamortized debt discounts and debt issuance costs were as follows (in thousands): December 31, 2020 December 31, 2019 Face amount of the 2023 Notes (due May 2023) $ — $ 66,090 Face amount of the Series B Notes (due May 2023) — 34,405 Face amount of the Series C Notes (due March 2023) 50,323 — Face amount of the Series D Notes (due May 2023) 3,352 — Face amount of the Revolver Credit Facility (due December 2022) 25,000 25,000 Face amount of the 2023 Loan (due February 2023) 102,905 88,464 Total carrying value 181,580 213,959 Less unamortized discounts and debt issuance costs (21,778) (27,589) Deferred gain of the Series D Notes (due May 2023) 2,444 — Total net carrying value $ 162,246 $ 186,370 |
Debt maturities schedule | Aggregate maturities of the Company’s debt are presented below (in thousands): Year Ending December 31, 2022 $ 25,000 2023 156,580 Total $ 181,580 |
Derivatives (Tables)
Derivatives (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Terms and Assumptions in Valuation of Convertible Option of Notes | The terms and assumptions used to determine the fair value of the Warrants were as follows: Measurement Date July 20. 2020 Stock Price $ 2.45 Expected Life in Years 5.00 Annualized Volatility 79.5 % Discount Rate - Bond Equivalent Yield 0.3 % The terms and assumptions used in connection with the valuation of the convertible option of the Series B Notes are as follows: 12/31/2019 03/31/2020 05/28/2020 Issuance date 10/31/2019 10/31/2019 10/31/2019 Maturity date 5/1/2023 5/1/2023 5/1/2023 Term (years) 3.33 3.08 2.92 Principal $ 34,405 $ 34,405 $ 34,405 Seniority Senior unsecured Senior unsecured Senior unsecured Conversion price $ 7.20 $ 7.20 $ 7.20 Stock price $ 4.30 $ 2.80 $ 4.03 Risk free rate 1.6 % 0.3 % 0.2 % Volatility 47.3 % 55.0 % 62.5 % |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis | The terms and assumptions used to determine the fair value of the Warrants were as follows: Measurement date 4/6/2020 5/28/2020 Stock Price 2.70 4.03 Expected Life in Years 5.00 4.86 Annualized Volatility 77.6 % 79.0 % Discount Rate- Bond Equivalent Yield 0.4 % 0.3 % |
Schedule of Liabilities Measured and Recognized at Fair Value on a Recurring Basis | The following table sets forth the Company’s derivative liabilities as presented on the Consolidated Balance Sheet that were measured and recognized at fair value on a recurring basis classified under the appropriate level of the fair value hierarchy as of December 31, 2019 and December 31, 2020, respectively. Quoted Prices in Active markets for Significant Other Significant Unobservable Balance as of Quoted Prices in Active markets for Significant Other Significant Unobservable Balance as of Descriptions (Level 1) (Level 2) (Level 3) December 31, 2019 (Level 1) (Level 2) (Level 3) December 31, 2020 Derivative liabilities related to Series B Convertible Notes — — 6,776 6,776 — — — — Derivative liabilities related to the Series C Convertible Notes — — — — — 7,507 7,507 Derivative liabilities related to Warrants — — — — — — — — Derivative liabilities $ — $ — $ 6,776 $ 6,776 $ — $ — $ 7,507 $ 7,507 The following table sets forth a summary of changes in the fair value of the Company’s Level 3 liabilities for the year ended December 31, 2020. Any unrealized gains or losses on the derivative liabilities were recorded in the change in derivative liability line on the Company’s Consolidated Statement of Operations. Descriptions Balance as of (Gain) or loss recognized in earnings Balance as of Initial Measurement (Gain) or loss recognized in earnings Reclassification to stockholder's equity Balance as of Initial Measurement (Gain) or loss recognized in earnings Balance as of (Gain) or loss recognized in earnings Balance as of Fair value of convertible feature of Series B Convertible Notes $ 6,776 $ (3,995) $ 2,781 $ — $ 3,513 $ (6,294) $ — $ — $ — $ — $ — $ — Fair value of the derivative liabilities related to the Senior Credit Facilities — 5,253 5,253 — 318 — 5,571 — (5,571) — — — Fair value of convertible feature of Series C Convertible Notes — — — — — — — 5,481 1,245 6,726 781 7,507 Derivative liabilities related to Warrants — — — 1,406 760 (2,166) — — — — Change in the fair value of derivative liabilities $ 6,776 $ 1,258 $ 8,034 $ 1,406 $ 4,591 $ (8,460) $ 5,571 $ 5,481 $ (4,326) $ 6,726 $ 781 $ 7,507 |
Revenues, Recognition and All_2
Revenues, Recognition and Allowances (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenues | Net Sales (in thousands) for the two years ended December 31, 2020 and 2019 were as follows: Years ended December 31, 2020 2019 Company product sales $ 43,604 $ 64,291 Contract manufacturing sales 1,157 1,362 Research and development services and other income 548 243 Revenue, net $ 45,309 $ 65,896 Disaggregated information for the Company product sales revenue has been recognized in the accompanying Consolidated Statements of Operations, and is presented below according to contract type (in thousands): Years ended December 31, Company Product Sales 2020 2019 Topical $ 32,750 $ 46,150 Injectables 10,854 18,141 Total $ 43,604 $ 64,291 |
Schedule Of Annual Activity Allowance For Customer Deductions Disclosure | The Company's adjustments for the deductions to gross product sales for the years ended December 31, 2020 and 2019 are as follows (in thousands): Years ended December 31, 2020 2019 Gross product sales $ 140,616 $ 156,301 Reduction to gross product sales: Chargebacks and billbacks 73,656 60,008 Wholesaler fees for service 5,745 9,000 Sales discounts and other allowances 17,611 23,002 Total reduction to gross product sales $ 97,012 $ 92,010 Total product sales, net $ 43,604 $ 64,291 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Changes in goodwill during the years ended December 31, 2020 and December 31, 2019 were as follows (in thousands): Goodwill January 1, 2019 $ 470 Foreign currency translation 21 December 31, 2019 491 Foreign currency translation 10 December 31, 2020 $ 501 |
Finite and Indefinite Lived Intangible Assets | The following sets forth the major categories of the Company’s intangible assets and the weighted-average remaining amortization period as of December 31, 2020 and 2019 for those assets that are not already fully amortized (in thousands): December 31, 2020 Gross Carrying Accumulated Net Carrying Weighted Average Trademarks and Technology $ 28,893 $ (8,172) $ 20,721 9.5 Product acquisition costs 76 — 76 N/A - See description below In-process research and development 337 — 337 N/A - See description below Customer relationships 3,689 (1,859) 1,830 4.9 Total $ 32,995 $ (10,031) $ 22,964 December 31, 2019 Gross Carrying Accumulated Net Carrying Weighted Average Trademarks and Technology $ 39,943 $ (10,885) $ 29,058 10.8 Product acquisition costs 13,103 — 13,103 N/A - See description below In-process research and development 327 — 327 N/A - See description below Customer relationships 3,658 (1,501) 2,157 5.9 Total $ 57,031 $ (12,386) $ 44,645 |
Changes in Intangible Assets Other Than Goodwill | Changes in intangibles during the year ended December 31, 2020 were as follows (in thousands): Product Acquisition Costs Trademarks and IPR&D Customer Balance at December 31, 2019 $ 13,103 $ 29,058 $ 327 $ 2,157 Amortization — (2,351) — (358) Loss on impairment (13,560) (8,090) (74) — Foreign currency translation 533 2,104 84 31 Balance at December 31, 2020 $ 76 $ 20,721 $ 337 $ 1,830 |
Finite-Lived Intangible Assets Future Amortization Expense | Assuming no additions, disposals or adjustments are made to the carrying values and/or useful lives of the intangible assets, annual amortization expense on trademarks and technology and customer relationships for each of the following years is estimated to be as follows (in thousands): Year ending December 31, Amortization Expense * 2021 $ 2,303 2022 2,303 2023 2,303 2024 2,303 2025 2,303 Thereafter 11,036 Total $ 22,551 *IPR&D and Product Acquisition Costs are not included in the table. |
Finite-Lived Intangible Assets Useful Lives | The useful lives of the Company’s intangible assets are as follows: Intangibles Category Amortizable Life Product Acquisition Costs 10 years Trademarks & Technology 15 years Customer Relationships 10 years |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Option Valuation Assumptions | The fair value of each option award is estimated on the date of grant utilizing the Black-Scholes option-pricing formula and the assumptions noted in the following table. Expected volatilities and risk-free interest rates are based upon the expected life of the grant. Assumptions 2020 2019 Expected dividends 0 % 0 % Risk free rate 0.18-1.6% 1.38 - 2.47% Expected volatility 78.56% - 159.61% 64.33 - 76.81% Expected term (in years) 3.2 – 3.3 years 3.2 – 3.3 years |
Schedule of Stock Option Transactions | Stock option transactions in each of the past two years under the aforementioned plans in total were: Shares Exercise Weighted January 1, 2019 shares issuable under options 435,228 $7.90 - $106.70 $ 46.06 Granted 246,872 $5.50 - $18.00 14.10 Exercised — — — Expired (76,158) $10.20 - $106.70 54.34 Forfeited (89,122) $6.60 - $86.70 23.87 December 31, 2019 shares issuable under options 516,820 $5.50 - $106.70 $ 33.40 Granted 373,612 $0.69 - $4.40 3.66 Exercised — — — Expired (248,455) $5.50 - $106.70 32.75 Forfeited (134,682) $2.50 - $88.10 8.91 December 31, 2020 shares issuable under options 507,295 $0.69 - $106.70 $ 18.31 |
Schedule of Outstanding and Exercisable Stock Options | The following table summarizes information concerning outstanding and exercisable options as of December 31, 2020: Options Outstanding Options Exercisable Range of Number of Weighted Weighted Number of Weighted $0.00 - $7.80 299,822 8.39 $ 3.62 10,077 $ 6.52 $7.81 - $15.00 52,272 6.34 10.29 48,967 10.37 $15.01 - $55.00 85,076 6.96 25.26 61,866 27.41 $55.01 - $106.70 70,125 5.06 78.69 70,125 78.69 Total 507,295 7.48 $ 18.31 191,035 $ 40.77 During 2020, the Company issued two inducement grants to executive management team members totaling 186,325 options. These inducement grants had a Fair Market Value of $0.4 million and are presented within the table above. The following table summarizes information concerning outstanding and exercisable options as of December 31, 2019: Options Outstanding Options Exercisable Range of Number of Weighted Weighted Number of Weighted $0.00 - $7.80 19,516 9.58 $ 6.54 — $ — $7.81 - $15.00 178,186 4.52 10.22 126,500 10.29 $15.01 - $55.00 188,451 8.25 22.74 48,208 31.68 $55.01 - $106.70 130,667 5.75 84.38 125,026 84.93 Total 516,820 6.44 $ 33.40 299,734 $ 44.86 |
Nonvested Stock Option Activity | A summary of non-vested options at December 31, 2020 and changes during the year ended December 31, 2020 is presented below: Options Weighted Non-vested options at January 1, 2020 217,086 $ 7.72 Granted 373,612 2.04 Vested (139,756) 7.83 Forfeited (134,682) 4.15 Non-vested options at December 31, 2020 316,260 $ 2.48 |
Schedule of Nonvested Shares of Restricted Stock | A summary of non-vested RSUs and changes during each of the past two years is as follows: Number of Weighted Average Non-vested balance at January 1, 2019 17,561 $47.83 Changes during the period: Shares granted — — Shares vested (7,623) 53.92 Shares forfeited (3,670) 47.37 Non-vested balance at December 31, 2019 6,268 $40.69 Changes during the period: Shares granted 23,505 2.34 Shares vested (4,906) 43.59 Shares forfeited (1,181) 29.54 Non-vested balance at December 31, 2020 23,686 $2.59 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | For the fiscal years ended December 31, 2020, and 2019, the components of accrued expenses were (in thousands): 2020 2019 Inventory and Supplies $ 3,055 $ 250 Interest Expense 2,898 1,539 Payroll 2,872 1,789 Medicaid and Medicare Rebates 1,616 987 Rebates 1,412 774 Professional Fees 1,363 1,881 Wholesaler Fees 477 747 Royalties 302 377 Clinical Studies — 334 Capital Expenditures — 23 Other 718 584 $ 14,713 $ 9,285 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Loss From Continuing Operations | Loss before income tax for the years ended December 31, 2020 and 2019 consisted of the following (in thousands): 2020 2019 U.S. operations $ (91,090) $ (20,212) Foreign operations (28,994) (4,821) Global Total $ (120,084) $ (25,033) |
Components of Income Tax Expense (Benefit) | The provision for income taxes attributable to continuing operations before income taxes for the years ended December 31, 2020 and 2019 is as follows (in thousands): 2020 2019 Current tax expense: Federal $ 1,645 $ — State and local 291 23 Foreign 21 87 Total current tax expense 1,957 110 Deferred tax benefit: Federal — — State and local — — Foreign (19) (19) Total deferred tax benefit (19) (19) Total income tax expense $ 1,938 $ 91 |
Effective Income Tax Rate Reconciliation | A comparison of income tax expense at the U.S. statutory rate of 21% in 2020 and 2019 to the Company's effective rate is as follows (in thousands): 2020 2019 Expected Statutory benefit $ (25,218) $ (5,257) Other non-deductible expenses 230 133 PPP loan forgiveness (703) — Change in valuation allowance 8,395 4,674 Debt conversions and issuances 4,394 — Research credits (330) (504) Tax rate differential - foreign vs. U.S. 5,403 1,073 State income taxes, net of federal benefit 265 18 Write-off of deferred tax assets 7,915 — Uncertain tax positions 1,644 — Prior year true-up (58) (45) Exchange gain 1 (1) $ 1,938 $ 91 |
Deferred Tax Balances | Deferred tax balances included in the Consolidated Balance Sheets as of December 31, 2020 and 2019 consisted of the following (in thousands): 2020 2019 Deferred Tax Assets: Sales allowances and doubtful accounts $ 4,116 $ 2,991 Inventory reserve 2,357 652 Accrued expenses 585 206 Foreign exchange 41 — Intangible assets 445 — Property, plant and equipment 18,947 272 Tax operating loss carryforwards 2,145 10,851 Tax credit and other carryforwards 2,478 5,996 Stock compensation 574 566 Total deferred tax assets 31,688 21,534 Less valuation allowance (29,451) (18,562) Net deferred tax assets 2,237 2,972 Deferred Tax Liabilities: Convertible debt conversion features (2,237) (3,070) Foreign exchange — (14) Intangible assets (190) (93) Total deferred tax liabilities (2,427) (3,177) Net deferred tax liability $ (190) $ (205) |
Operating Loss and Tax Credit Carryforward | Operating loss, tax credit and other carry forwards as of December 31, 2020 and 2019 were as follows (in thousands): 2020 2019 Federal: Net operating losses (see below) $ 10,706 $ 48,531 Disallowed interest expense (no expiration) 11,802 17,783 Contributions (expiring through 2025) — 658 Research tax credits (expiring through 2040) — 1,342 State: New Jersey (expiring in 2039) — 4,942 Other states (expiring through 2039) — 3,266 New Jersey research credits (expiring in 2039) — 764 Foreign Net operating losses (no expiration) $ — $ — |
Operating Loss Carryforwards Expiration | At December 31, 2020, the Company’s U.S. federal net operating loss carryforwards will expire as follows (in thousands): Year Net Operating Loss 2021 - 2029 $ — 2030 - 2032 — 2033 - 2036 — 2037 490 No expiration but subject to limitation 10,216 Total $ 10,706 |
Schedule of Unrecognized Tax Benefits Roll Forward | The following table is a reconciliation of the gross unrecognized tax benefits during the years ended December 31, 2020 and 2019 (in thousands): 2020 2019 Gross unrecognized tax benefits as of January 1 $ — $ — Increases from positions taken in prior periods — — Decreases from positions taken in prior periods — — Increases from positions taken in the current period 2,331 — Gross unrecognized tax benefit as of December 31 $ 2,331 $ — |
Quarterly Results (Unaudited) (
Quarterly Results (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Information | The following is a summary of certain quarterly financial information for the fiscal years 2020 and 2019: First Second Third Fourth Total (in thousands, except per share data) Year Ended December 31, 2020 Total revenues, net $ 7,447 $ 13,586 $ 14,339 $ 9,937 $ 45,309 Gross profit (1,163) 2,502 114 (5,175) (3,722) Operating loss (18,053) (4,367) (8,799) (108,721) (139,940) Net loss (26,836) (14,332) (510) (80,344) (122,022) Net loss attributable to common stockholders (26,836) (14,332) (510) (80,344) (122,022) Basic loss per share $ (4.98) $ (2.56) $ (0.08) $ (4.67) $ (14.67) Diluted loss per share $ (4.98) $ (2.56) $ (0.08) $ (4.67) $ (14.67) Year Ended December 31, 2019 Total revenues, net $ 13,122 $ 18,341 $ 18,466 $ 15,967 $ 65,896 Gross profit 5,762 8,541 7,280 1,940 23,523 Operating income (loss) (2,740) 686 209 (6,175) (8,020) Net loss (8,724) (3,989) (7,113) (5,298) (25,124) Net loss attributable to common stockholders (8,724) (3,989) (7,113) (5,298) (25,124) Basic loss per share $ (1.62) $ (0.74) $ (1.32) $ (0.99) $ (4.67) Diluted loss per share $ (1.62) $ (0.74) $ (1.32) $ (0.99) $ (4.67) |
Nature of the Business and Go_2
Nature of the Business and Going Concern (Details) | Oct. 23, 2020USD ($) | May 15, 2020USD ($) | Dec. 31, 2020USD ($)productsegment | Dec. 31, 2019USD ($) | Jun. 19, 2020employee | May 31, 2020lease | May 04, 2020USD ($) | Dec. 31, 2018USD ($) |
Business Combination Segment Allocation [Line Items] | ||||||||
Number of reportable segments | segment | 1 | |||||||
Impairment loss on IPR&D | $ 101,500,000 | |||||||
Impairment of long-lived assets | $ 101,533,000 | $ 0 | ||||||
Reduction in pay, excess salary amount | $ 100,000 | |||||||
Number of terminated employees | employee | 53 | |||||||
Number of furloughed employees | employee | 15 | |||||||
Employee base, percentage decrease in recruitment | 31.00% | |||||||
Severance costs | $ 300,000 | |||||||
U.S. small business administration paycheck protection program, proceeds received | $ 3,400,000 | |||||||
Coupon | 1.00% | |||||||
Lease agreement, number of modified leases | lease | 1 | |||||||
Accumulated Deficit | 243,496,000 | 121,474,000 | ||||||
Outstanding borrowings | 162,000,000 | |||||||
Cash, cash equivalents, restricted cash and restricted cash equivalents | 6,712,000 | $ 16,182,000 | $ 13,069,000 | |||||
Minimum liquidity covenant, period one | 1,000,000 | |||||||
Minimum liquidity covenant, period two | 3,000,000 | |||||||
Executive Leadership Team | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Percentage of reduction in pay | 20.00% | |||||||
All Employees | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Percentage of reduction in pay | 15.00% | |||||||
Property, Plant and Equipment | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Impairment loss on IPR&D | 79,800,000 | |||||||
Product Acquisition Costs | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Impairment loss on IPR&D | 13,500,000 | |||||||
Trademarks and Technology | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Impairment of long-lived assets | 8,090,000 | |||||||
In-process research and development (IPR&D) | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Impairment of long-lived assets | $ 74,000 | |||||||
Business Transfer Agreement | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Related party transaction, amounts of transaction | $ 125,000 | |||||||
US | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Generic products marketed | product | 37 | |||||||
Branded generic products marketed | product | 2 | |||||||
CANADA | ||||||||
Business Combination Segment Allocation [Line Items] | ||||||||
Generic and branded generic products marketed | product | 31 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | Oct. 23, 2020USD ($) | May 28, 2020 | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2020USD ($)product | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Stockholders' equity note, stock split, conversion ratio | 0.1 | ||||||||||||
Restricted cash | $ 206,000 | $ 206,000 | $ 206,000 | $ 206,000 | |||||||||
Impairment loss on IPR&D | 101,500,000 | ||||||||||||
Impairment of long-lived assets | 101,533,000 | 0 | |||||||||||
Impairments | $ 21,700,000 | ||||||||||||
Product acquisition costs, amortization period | 10 years | ||||||||||||
Goodwill | 501,000 | 491,000 | $ 501,000 | 491,000 | $ 470,000 | ||||||||
Allowance for doubtful accounts | 2,399,000 | 2,208,000 | 2,399,000 | 2,208,000 | |||||||||
Allowance for doubtful accounts related to one customer | 1,700,000 | 1,700,000 | $ 1,700,000 | 1,700,000 | |||||||||
Percentage of net sales for royalty | 40.00% | ||||||||||||
Royalties | 302,000 | 377,000 | $ 302,000 | 377,000 | |||||||||
Royalty expense | 700,000 | 1,400,000 | |||||||||||
Company product sales, net | 9,937,000 | $ 14,339,000 | $ 13,586,000 | $ 7,447,000 | 15,967,000 | $ 18,466,000 | $ 18,341,000 | $ 13,122,000 | 45,309,000 | 65,896,000 | |||
Assets | 87,788,000 | 206,905,000 | 87,788,000 | 206,905,000 | |||||||||
Foreign currency loss | (5,000,000) | ||||||||||||
Unrecognized tax benefits | 2,331,000 | 0 | 2,331,000 | 0 | 0 | ||||||||
Unrecognized tax benefits that would impact effective tax rate | 2,300,000 | 2,300,000 | |||||||||||
Cost of revenues | 49,031,000 | 42,373,000 | |||||||||||
Right-of-use asset | 2,001,000 | 2,453,000 | 2,001,000 | 2,453,000 | |||||||||
Operating lease liability | 2,183,000 | 2,633,000 | 2,183,000 | $ 2,633,000 | |||||||||
Trademarks and Technology | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Impairment of long-lived assets | $ 8,090,000 | ||||||||||||
Intangible assets useful life | 15 years | ||||||||||||
Impairments | $ 8,100,000 | ||||||||||||
In-process research and development (IPR&D) | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Impairment of long-lived assets | 74,000 | ||||||||||||
Impairments | 100,000 | ||||||||||||
Property, Plant and Equipment | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Impairment loss on IPR&D | 79,800,000 | ||||||||||||
Product Acquisition Costs | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Impairment loss on IPR&D | 13,500,000 | ||||||||||||
Impairments | $ 13,500,000 | ||||||||||||
The J. Molner Company OU | Affiliated Entity | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Business combination, consideration transferred | $ 125,000,000 | ||||||||||||
Business acquisition, transaction costs | $ 5,675,000 | ||||||||||||
Accounting Standards Update 2016-02 | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Right-of-use asset | 1,900,000 | ||||||||||||
Operating lease liability | $ 2,000,000 | ||||||||||||
Net sales revenue | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Concentration risk | 47.00% | 41.00% | |||||||||||
Accounts receivable | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Concentration risk | 75.00% | 31.00% | |||||||||||
Customer one | Sales | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Company product sales, net | $ 11,500,000 | $ 17,600,000 | |||||||||||
Customer one | Accounts receivable | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Concentration risk | 48.00% | 25.00% | |||||||||||
Customer two | Sales | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Company product sales, net | $ 5,200,000 | ||||||||||||
Customer two | Accounts receivable | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Concentration risk | 19.00% | ||||||||||||
Customer three | Sales | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Company product sales, net | $ 4,500,000 | $ 9,600,000 | |||||||||||
Customer three | Accounts receivable | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Concentration risk | 8.00% | 22.00% | |||||||||||
Maximum | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Intangible assets useful life | 15 years | ||||||||||||
Minimum | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Intangible assets useful life | 10 years | ||||||||||||
Net Of SRA Balance | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Accounts receivable net | 28,900,000 | 30,500,000 | $ 28,900,000 | $ 30,500,000 | |||||||||
US | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Products which the company pays royalties | product | 0 | ||||||||||||
Wholesalers, Distributors, National Retail Chains | Maximum | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Terms of customer credit | 90 days | ||||||||||||
Wholesalers, Distributors, National Retail Chains | Minimum | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Terms of customer credit | 60 days | ||||||||||||
Contract Services Customers | Minimum | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Terms of customer credit | 30 years | ||||||||||||
Diflorasone Diacetate Ointment USP 0.05% | Net sales revenue | Product Concentration Risk | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Concentration risk | 15.00% | ||||||||||||
Shipping and Handling | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Cost of revenues | $ 1,600,000 | 1,800,000 | |||||||||||
Domestic | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Net revenues | 34,500,000 | 48,400,000 | |||||||||||
Assets | 139,900,000 | 154,300,000 | 139,900,000 | 154,300,000 | |||||||||
Foreign | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Net revenues | 10,800,000 | 17,500,000 | |||||||||||
Assets | $ 41,200,000 | $ 52,600,000 | $ 41,200,000 | $ 52,600,000 | |||||||||
2019 Notes | |||||||||||||
Summary of Significant Accounting Policies Details [Line Items] | |||||||||||||
Restricted cash | $ 2,700,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Reconciliation of Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 5,946 | $ 15,508 | |
Restricted cash | 206 | 206 | |
Restricted cash in other assets | 560 | 468 | |
Cash, cash equivalents and restricted cash in the statement of cash flows | $ 6,712 | $ 16,182 | $ 13,069 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - PP&E Useful Life (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Buildings and improvements | Minimum | |
Summary of Significant Accounting Policies Details Depreciation of Property Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 10 years |
Buildings and improvements | Maximum | |
Summary of Significant Accounting Policies Details Depreciation of Property Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 40 years |
Machinery and equipment | Minimum | |
Summary of Significant Accounting Policies Details Depreciation of Property Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 5 years |
Machinery and equipment | Maximum | |
Summary of Significant Accounting Policies Details Depreciation of Property Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 15 years |
Computer hardware and software | Minimum | |
Summary of Significant Accounting Policies Details Depreciation of Property Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 3 years |
Computer hardware and software | Maximum | |
Summary of Significant Accounting Policies Details Depreciation of Property Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 5 years |
Furniture and fixtures | |
Summary of Significant Accounting Policies Details Depreciation of Property Plant and Equipment [Line Items] | |
Property, plant and equipment useful life | 5 years |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Fair Value and Carrying Value (Details) $ in Thousands | Dec. 31, 2020USD ($) |
2023 Series C Convertible Notes | Fair Value | |
Summary of Significant Accounting Policies [Line Items] | |
Debt instrument, fair value disclosure | $ 30,148,000 |
2023 Series C Convertible Notes | Net Carrying Value | |
Summary of Significant Accounting Policies [Line Items] | |
Debt instrument, fair value disclosure | 31,922,000 |
2023 Series D Convertible Notes | Fair Value | |
Summary of Significant Accounting Policies [Line Items] | |
Debt instrument, fair value disclosure | 1,459,000 |
2023 Series D Convertible Notes | Net Carrying Value | |
Summary of Significant Accounting Policies [Line Items] | |
Debt instrument, fair value disclosure | $ 5,796 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Computation of Earnings (Loss) per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Basic earnings (loss) per share computation: | ||||||||||
Net loss attributable to common stockholders —basic and diluted | $ (80,344) | $ (510) | $ (14,332) | $ (26,836) | $ (5,298) | $ (7,113) | $ (3,989) | $ (8,724) | $ (122,022) | $ (25,124) |
Weighted average common shares - basic and diluted (in shares) | 8,319,388 | 5,383,914 | ||||||||
Basic and diluted loss per share (in dollars per share) | $ (14.67) | $ (4.67) |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 13,487 | $ 14,117 |
Work in progress | 386 | 133 |
Finished goods | 21,525 | 10,989 |
Inventories reserve | (12,002) | (2,208) |
Inventories, net | $ 23,396 | $ 23,031 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 16,218 | $ 110,492 |
Less accumulated depreciation and amortization | (87) | (14,143) |
Property, plant and equipment, net | 16,131 | 96,349 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 257 | 401 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 11,660 | 58,959 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 1,625 | 14,897 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 300 | 4,771 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 74 | 705 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 2,302 | $ 30,759 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation | $ 3,840 | $ 3,688 |
Impairment loss on IPR&D | 101,500 | |
Property, Plant and Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Impairment loss on IPR&D | 79,800 | |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Payroll | $ 600 | $ 1,200 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||
May 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | ||||
Other assets | $ 2,001,000 | $ 2,453,000 | ||
Operating lease liability | $ 2,183,000 | 2,633,000 | ||
Lease renewal term | 5 years | |||
Lease, rental payment deferral period | 2 months | |||
Right-of-use assets obtained in exchange for operating lease liabilities | $ 0 | 1,000,000 | ||
Operating lease payments | $ 600,000 | $ 600,000 | ||
Operating lease, weighted average remaining lease term | 6 years | 6 years 3 months 18 days | ||
Finance lease, weighted average remaining lease term | 3 years 8 months 12 days | 4 years 8 months 12 days | ||
Operating lease, weighted average discount rate | 8.40% | 8.20% | ||
Finance lease, weighted average discount rate | 8.00% | 8.00% | ||
Accounting Standards Update 2016-02 | ||||
Lessee, Lease, Description [Line Items] | ||||
Other assets | $ 1,900,000 | |||
Operating lease liability | $ 2,000,000 | |||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term | 1 year | |||
Weighted average discount rate | 4.86% | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Remaining lease term | 10 years | |||
Weighted average discount rate | 8.60% |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 623 | $ 635 |
Amortization of right-of-use assets | 14 | 14 |
Interest on lease liabilities | 5 | 6 |
Total finance lease cost | $ 19 | $ 20 |
Leases - Balance Sheet Informat
Leases - Balance Sheet Information (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Leases | ||
Other assets | $ 2,001,000 | $ 2,453,000 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent |
Other current liabilities | $ 422,000 | $ 434,000 |
Operating lease liability, other current liabilities [Extensible List] | us-gaap:OtherLiabilitiesCurrent | us-gaap:OtherLiabilitiesCurrent |
Other long-term liabilities | $ 1,761,000 | $ 2,199,000 |
Operating lease liability, other long-term liabilities [Extensible List] | Other long term liabilities | Other long term liabilities |
Total operating lease liabilities | $ 2,183,000 | $ 2,633,000 |
Finance Leases | ||
Property, plant, and equipment | 81,000 | 81,000 |
Accumulated depreciation | (25,000) | (12,000) |
Property, plant, and equipment, net | 56,000 | 69,000 |
Other current liabilities | $ 14,000 | $ 12,000 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:OtherLiabilitiesCurrent | us-gaap:OtherLiabilitiesCurrent |
Other long-term liabilities | $ 43,000 | $ 57,000 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long term liabilities | Other long term liabilities |
Total finance lease liabilities | $ 57,000 | $ 69,000 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Leases | ||
2021 | $ 587,000 | |
2022 | 551,000 | |
2023 | 550,000 | |
2024 | 237,000 | |
2025 | 209,000 | |
Thereafter | 640,000 | |
Total lease payments | 2,774,000 | |
Less imputed interest | 591,000 | |
Total | 2,183,000 | $ 2,633,000 |
Financing Leases | ||
2021 | 18,000 | |
2022 | 18,000 | |
2023 | 18,000 | |
2024 | 12,000 | |
2025 | 0 | |
Thereafter | 0 | |
Total lease payments | 66,000 | |
Less imputed interest | 9,000 | |
Total | $ 57,000 | $ 69,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Sep. 22, 2020USD ($)$ / shares | Jul. 20, 2020USD ($)loan$ / sharesshares | May 28, 2020USD ($)$ / shares | Apr. 06, 2020USD ($)$ / sharesshares | Oct. 31, 2019USD ($)$ / shares | Sep. 18, 2019USD ($) | Dec. 21, 2018USD ($) | Dec. 13, 2018USD ($) | Apr. 27, 2018USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Nov. 30, 2019USD ($) | Apr. 30, 2019USD ($) | Jan. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($)$ / shares | Mar. 31, 2019USD ($) | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / shares | Dec. 31, 2020USD ($)$ / sharesshares | Nov. 02, 2020 | Sep. 30, 2020USD ($) | May 15, 2020 | Dec. 22, 2014USD ($) | Dec. 16, 2014USD ($) |
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 1.00% | |||||||||||||||||||||||||
Proceeds from revolver | $ 0 | $ 12,500,000 | ||||||||||||||||||||||||
Partial extinguishment of equity component | 2,528,000 | |||||||||||||||||||||||||
Derivative liabilities | $ 6,776,000 | $ 7,507,000 | 7,507,000 | 6,776,000 | $ 7,507,000 | |||||||||||||||||||||
Stockholders' equity note, stock split, conversion ratio | 0.1 | |||||||||||||||||||||||||
Derivative liability | $ 6,300,000 | |||||||||||||||||||||||||
Derivative, excluded component, loss, recognized in earnings | $ 3,500,000 | 3,500,000 | ||||||||||||||||||||||||
Loss on debt restructuring | (51,858,000) | 920,000 | ||||||||||||||||||||||||
Inducement loss | 9,183,000 | 0 | ||||||||||||||||||||||||
Extinguishment of prior term loan | 0 | 185,000 | ||||||||||||||||||||||||
Change in the fair value of derivative liabilities | $ (2,305,000) | 6,769,000 | ||||||||||||||||||||||||
Exercisable pre-reverse stock split, up to (in shares) | shares | 538,995 | 538,995 | 538,995 | 538,995 | ||||||||||||||||||||||
Exercise price, pre-reverse stock split (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||||||||
Warrants not settleable in cash, fair value disclosure | $ 2,200,000 | $ 1,400,000 | $ 300,000 | $ 300,000 | $ 300,000 | |||||||||||||||||||||
Warrants and rights outstanding, term | 5 years | |||||||||||||||||||||||||
Exercisable warrants (in shares) (up to) | shares | 134,667 | |||||||||||||||||||||||||
Warrants outstanding (in shares) | shares | 134,667 | 134,667 | 134,667 | |||||||||||||||||||||||
Common Stock | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt conversion, converted instrument, shares issued (in shares) | shares | 16,362,654 | |||||||||||||||||||||||||
Expected Life in Years | Derivative liabilities related to Warrants | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Warrants and rights outstanding, term | 5 years | 4 years 10 months 9 days | 5 years | |||||||||||||||||||||||
2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt issuance costs | $ 1,400,000 | $ 1,400,000 | $ 1,400,000 | |||||||||||||||||||||||
Fair value of embedded derivative liability | $ 2,000,000 | |||||||||||||||||||||||||
Original derivative amount, before re-measurement | 13,500,000 | |||||||||||||||||||||||||
Derivative liabilities | $ 2,800,000 | |||||||||||||||||||||||||
Gain on change in fair value of derivatives | 4,000,000 | |||||||||||||||||||||||||
Loss on debt restructuring | 900,000 | |||||||||||||||||||||||||
Revolving Credit Facility | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Derivative liability | $ 5,600,000 | |||||||||||||||||||||||||
Change in the fair value of derivative liabilities | 5,600,000 | |||||||||||||||||||||||||
Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Loss on debt extinguishment | (11,800,000) | |||||||||||||||||||||||||
Partial extinguishment of equity component | 16,200,000 | |||||||||||||||||||||||||
Unamortized discount | 14,600,000 | 14,600,000 | 14,600,000 | |||||||||||||||||||||||
Loss on debt restructuring | (1,200,000) | |||||||||||||||||||||||||
Lender fees | 1,800,000 | |||||||||||||||||||||||||
Third party fees | 2,200,000 | |||||||||||||||||||||||||
Adjustments to additional paid in capital, equity component of convertible debt, subsequent adjustments | 1,000,000 | |||||||||||||||||||||||||
Convertible Notes Payable | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | 213,959,000 | 181,580,000 | 181,580,000 | 213,959,000 | 181,580,000 | |||||||||||||||||||||
Carrying value of original debt | 186,370,000 | 162,246,000 | 162,246,000 | 186,370,000 | 162,246,000 | |||||||||||||||||||||
Line of Credit | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Proceeds from revolver | $ 52,800,000 | |||||||||||||||||||||||||
Interest rate, effective percentage | 4.25% | |||||||||||||||||||||||||
Covenant, revenue required to attain | 125,000,000 | |||||||||||||||||||||||||
Liquidity of the Company and its subsidiaries | $ 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||||||||||||||||
Line of Credit | Revolving Credit Facility | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | 25,000,000 | 25,000,000 | $ 25,000,000 | 25,000,000 | 25,000,000 | |||||||||||||||||||||
Proceeds from revolver | $ 2,500,000 | $ 15,000,000 | $ 5,000,000 | $ 5,000,000 | ||||||||||||||||||||||
Debt issuance costs | 300,000 | |||||||||||||||||||||||||
Unamortized discount | 500,000 | |||||||||||||||||||||||||
Line of credit maximum borrowing capacity | 25,000,000 | |||||||||||||||||||||||||
Repayment fee | $ 100,000 | |||||||||||||||||||||||||
Line of Credit | Revolving Credit Facility | LIBOR | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Applicable margin | 3.75% | |||||||||||||||||||||||||
Line of Credit | Revolving Credit Facility | LIBOR | Minimum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Applicable margin | 1.50% | |||||||||||||||||||||||||
Line of Credit | Revolving Credit Facility | LIBOR | Maximum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Applicable margin | 5.50% | |||||||||||||||||||||||||
Line of Credit | Revolving Credit Facility | Base Rate | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Applicable margin | 4.50% | 2.75% | ||||||||||||||||||||||||
Line of Credit | Term Loan | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | 80,000,000 | |||||||||||||||||||||||||
Debt issuance costs | 800,000 | |||||||||||||||||||||||||
Unamortized discount | 1,800,000 | |||||||||||||||||||||||||
Line of Credit | Term Loan | LIBOR | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Applicable margin | 8.75% | |||||||||||||||||||||||||
Line of Credit | Term Loan | LIBOR | Minimum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Applicable margin | 1.50% | |||||||||||||||||||||||||
Line of Credit | Term Loan | LIBOR | Maximum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Applicable margin | 13.00% | |||||||||||||||||||||||||
Line of Credit | Term Loan | Base Rate | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Applicable margin | 12.00% | 7.75% | ||||||||||||||||||||||||
Revolving Credit Facility | Convertible Notes Payable | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 | 25,000,000 | |||||||||||||||||||||
Qualified Institutional Buyers | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | $ 18,750,000 | $ 125,000,000 | ||||||||||||||||||||||||
2019 Notes | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 3.75% | 3.75% | ||||||||||||||||||||||||
Debt transfer amount | $ 75,100,000 | |||||||||||||||||||||||||
Note 2023 | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 4.75% | |||||||||||||||||||||||||
Debt transfer amount | $ 75,100,000 | |||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 44.50 | |||||||||||||||||||||||||
Senior Notes, due December 2019 | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Loss on debt extinguishment | 1,700,000 | $ 200,000 | ||||||||||||||||||||||||
Partial extinguishment of equity component | 2,900,000 | |||||||||||||||||||||||||
Senior Notes, due December 2019 | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Proceeds from convertible debt | $ 29,300,000 | |||||||||||||||||||||||||
Senior Notes, due December 2019 | Convertible Notes Payable | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 3.75% | 3.75% | ||||||||||||||||||||||||
Senior Notes, due December 2019 | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt transfer amount | $ 75,100,000 | |||||||||||||||||||||||||
Transaction costs | $ 300,000 | |||||||||||||||||||||||||
Loss on debt extinguishment | 2,500,000 | |||||||||||||||||||||||||
Partial extinguishment of equity component | $ 7,600,000 | |||||||||||||||||||||||||
Repayment of term loan | $ 13,000,000 | $ 2,700,000 | ||||||||||||||||||||||||
Initial Term Loan | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Paid-in-kind option, increase to principal balance | $ 14,400,000 | $ 22,900,000 | ||||||||||||||||||||||||
Paid-in-kind interest option, term | 24 months | |||||||||||||||||||||||||
Initial Term Loan | Minimum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Interest rate, effective percentage | 16.60% | 16.60% | 16.60% | |||||||||||||||||||||||
Initial Term Loan | Maximum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Interest rate, effective percentage | 17.70% | 17.70% | 17.70% | |||||||||||||||||||||||
Initial Term Loan | Line of Credit | Term Loan | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | 50,000,000 | |||||||||||||||||||||||||
Delayed Draw Term Loan A | Term Loan | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Proceeds from revolver | 10,000,000 | |||||||||||||||||||||||||
Amount drawn on term loan | $ 20,000,000 | |||||||||||||||||||||||||
Delayed Draw Term Loan A | Term Loan | Minimum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Interest rate, effective percentage | 9.60% | 9.60% | 9.60% | |||||||||||||||||||||||
Delayed Draw Term Loan A | Term Loan | Maximum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Interest rate, effective percentage | 10.90% | 10.90% | 10.90% | |||||||||||||||||||||||
Delayed Draw Term Loan A | Line of Credit | Term Loan | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | 30,000,000 | |||||||||||||||||||||||||
Delayed Draw Term Loan B | Line of Credit | Term Loan | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | $ 15,000,000 | |||||||||||||||||||||||||
Extinguishment of prior term loan | 15,000,000 | |||||||||||||||||||||||||
2023 Series B Convertible Notes | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Derivative liability | $ 6,300,000 | |||||||||||||||||||||||||
2023 Series B Convertible Notes | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 7.00% | |||||||||||||||||||||||||
Principal | $ 34,405,000 | $ 34,405,000 | $ 34,405,000 | $ 34,405,000 | ||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 7.20 | $ 7.20 | $ 7.20 | $ 7.20 | $ 7.20 | |||||||||||||||||||||
Debt issuance costs | $ 2,300,000 | |||||||||||||||||||||||||
Proceeds from convertible debt | 34,400,000 | |||||||||||||||||||||||||
Debt conversion, original amount | $ 400,000 | |||||||||||||||||||||||||
Debt conversion, converted instrument | $ 500,000 | |||||||||||||||||||||||||
Net proceeds from the financing | $ 26,900,000 | |||||||||||||||||||||||||
PIK interest, percentage | 8.00% | |||||||||||||||||||||||||
Debt instrument, discount on face amount | 31.90% | |||||||||||||||||||||||||
Debt instrument, convertible, extinguishment of liability component | $ 500,000 | $ 500,000 | $ 500,000 | |||||||||||||||||||||||
2023 Series B Convertible Notes | Convertible Debt | Series B Convertible Note Holders | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 7.00% | |||||||||||||||||||||||||
Debt instrument, discount on face amount | 10.00% | |||||||||||||||||||||||||
2023 Series B Convertible Notes | Convertible Debt | 2023 Note Holders | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument, discount on face amount | 55.00% | |||||||||||||||||||||||||
2023 Series B Convertible Notes | Convertible Debt | 2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt issuance costs | 200,000 | 200,000 | 200,000 | |||||||||||||||||||||||
Debt conversion, converted instrument | $ 5,100,000 | |||||||||||||||||||||||||
Paid-in-kind option, increase to principal balance | 2,000,000 | |||||||||||||||||||||||||
Carrying value of original debt | 7,200,000 | 7,200,000 | 7,200,000 | |||||||||||||||||||||||
Fair value of embedded derivative liability | 2,000,000 | 2,000,000 | 2,000,000 | |||||||||||||||||||||||
Future undiscounted cash flows | 6,800,000 | 6,800,000 | 6,800,000 | |||||||||||||||||||||||
2023 Series B Convertible Notes | Convertible Notes Payable | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | $ 34,405,000 | 0 | 0 | $ 34,405,000 | 0 | |||||||||||||||||||||
Series A Unsecured Convertible Notes due 2023 | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt conversion, converted instrument | $ 59,000,000 | |||||||||||||||||||||||||
Debt instrument, discount on face amount | 53.40% | |||||||||||||||||||||||||
Debt instrument, convertible, extinguishment of liability component | $ 19,300,000 | $ 19,300,000 | $ 19,300,000 | |||||||||||||||||||||||
Series A Unsecured Convertible Notes due 2023 | Convertible Debt | 2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt conversion, original amount | $ 9,000,000 | |||||||||||||||||||||||||
Senior Notes, Due 2023 | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Effective interest rate | 27.40% | 27.40% | 27.40% | |||||||||||||||||||||||
Senior Notes, Due 2023 | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 4.75% | |||||||||||||||||||||||||
Debt issuance costs | $ 1,600,000 | |||||||||||||||||||||||||
Unamortized discount | $ 19,000,000 | |||||||||||||||||||||||||
Interest rate, effective percentage | 11.90% | |||||||||||||||||||||||||
Face amount of the 2023 Loan (due February 2023) | Convertible Notes Payable | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | 88,464,000 | $ 102,905,000 | $ 102,905,000 | 88,464,000 | $ 102,905,000 | |||||||||||||||||||||
2023 Series C Convertible Notes | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 9.50% | 18.00% | ||||||||||||||||||||||||
Principal | $ 13,800,000 | |||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 2.78 | |||||||||||||||||||||||||
Proceeds from convertible debt | $ 10,000,000 | |||||||||||||||||||||||||
Debt conversion, original amount | $ 32,300,000 | |||||||||||||||||||||||||
Paid-in-kind option, increase to principal balance | 500,000 | |||||||||||||||||||||||||
Debt instrument, convertible, conversion premium | 20.00% | |||||||||||||||||||||||||
Debt instrument, convertible, threshold trading days | loan | 10 | |||||||||||||||||||||||||
Debt instrument, covenant, default threshold | 25.00% | |||||||||||||||||||||||||
2023 Series C Convertible Notes | Convertible Debt | Debt Instrument, Redemption, Period Two | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument, redemption price, percentage | 75.00% | |||||||||||||||||||||||||
2023 Series C Convertible Notes | Convertible Debt | Debt Instrument, Redemption, Period Three | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument, redemption price, percentage | 50.00% | |||||||||||||||||||||||||
2023 Series C Convertible Notes | Convertible Debt | Series B Convertible Note Holders | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt conversion, converted instrument | $ 35,900,000 | |||||||||||||||||||||||||
2023 Series C Convertible Notes | Convertible Debt | 2023 Note Holders | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt conversion, original amount | 3,700,000 | |||||||||||||||||||||||||
Debt conversion, converted instrument | $ 8,200,000 | |||||||||||||||||||||||||
2023 Series C Convertible Notes | Convertible Debt | Maximum | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stated interest rate | 18.00% | |||||||||||||||||||||||||
2023 Series C Convertible Notes | Convertible Notes Payable | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | 0 | 50,323,000 | 50,323,000 | 0 | 50,323,000 | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Loss on debt extinguishment | $ (42,700,000) | |||||||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 1.50 | |||||||||||||||||||||||||
Debt issuance costs | $ 600,000 | |||||||||||||||||||||||||
Debt conversion, original amount | $ 27,500,000 | |||||||||||||||||||||||||
Debt conversion, converted instrument | $ 24,500,000 | |||||||||||||||||||||||||
Debt instrument, covenant, default threshold | 25.00% | |||||||||||||||||||||||||
Debt conversion, converted instrument, shares issued (in shares) | shares | 16,400,000 | |||||||||||||||||||||||||
Debt conversion, converted instrument, rate | 666.6667% | |||||||||||||||||||||||||
Inducement loss | $ 9,200,000 | |||||||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Debt | Common Stock | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Inducement loss | 24,500,000 | |||||||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | $ 0 | $ 3,352,000 | $ 3,352,000 | $ 0 | $ 3,352,000 | |||||||||||||||||||||
2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | Convertible Debt | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Principal | 50,100,000 | |||||||||||||||||||||||||
Debt conversion, converted instrument | $ 27,900,000 |
Debt - Terms and Assumptions to
Debt - Terms and Assumptions to Determine Fair Value of Warrants (Details) | Jul. 20, 2020a | May 28, 2020a | Apr. 06, 2020a |
Debt Instrument [Line Items] | |||
Expected Life in Years | 5 years | ||
Stock price | Derivative liabilities related to Warrants | |||
Debt Instrument [Line Items] | |||
Warrants and rights outstanding, measurement input | 2.45 | 4.03 | 2.70 |
Expected Life in Years | Derivative liabilities related to Warrants | |||
Debt Instrument [Line Items] | |||
Expected Life in Years | 5 years | 4 years 10 months 9 days | 5 years |
Volatility | Derivative liabilities related to Warrants | |||
Debt Instrument [Line Items] | |||
Warrants and rights outstanding, measurement input | 0.795 | 0.790 | 0.776 |
Discount Rate- Bond Equivalent Yield | Derivative liabilities related to Warrants | |||
Debt Instrument [Line Items] | |||
Warrants and rights outstanding, measurement input | 0.003 | 0.003 | 0.004 |
Debt - Net Carrying Amount of L
Debt - Net Carrying Amount of Liability Component of Debt Discount (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Deferred gain of the Series D Notes (due May 2023) | $ 2,444,000 | $ 0 |
Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Principal | 181,580,000 | 213,959,000 |
Less unamortized discounts and debt issuance costs | (21,778,000) | (27,589,000) |
Total net carrying value | 162,246,000 | 186,370,000 |
Face amount of the Revolver Credit Facility (due December 2022) | Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Principal | 25,000,000 | 25,000,000 |
Face amount of the 2023 Notes (due May 2023) | Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Principal | 0 | 66,090,000 |
Face amount of the Series B Notes (due May 2023) | Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Principal | 0 | 34,405,000 |
Face amount of the Series C Notes (due March 2023) | Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Principal | 50,323,000 | 0 |
Face amount of the Series D Notes (due May 2023) | Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Principal | 3,352,000 | 0 |
Face amount of the 2023 Loan (due February 2023) | Convertible Notes Payable | ||
Debt Instrument [Line Items] | ||
Principal | $ 102,905,000 | $ 88,464,000 |
Debt - Debt Maturities Schedule
Debt - Debt Maturities Schedule (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 25,000 |
2023 | 156,580 |
Long-term debt | $ 181,580 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Jul. 20, 2020 | May 28, 2020 | Apr. 06, 2020 | Dec. 31, 2019 | Oct. 31, 2019 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||||
Derivative liabilities | $ 7,507 | $ 7,507 | $ 6,776 | |||||||
Derivative liability | $ 6,300 | |||||||||
Derivative, excluded component, loss, recognized in earnings | $ 3,500 | $ 3,500 | ||||||||
Exercisable pre-reverse stock split, up to (in shares) | 538,995 | 538,995 | 538,995 | |||||||
Exercise price, pre-reverse stock split (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||
Warrants not settleable in cash, fair value disclosure | $ 300 | $ 300 | $ 2,200 | $ 1,400 | ||||||
2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | ||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||||
Original derivative amount, before re-measurement | $ 13,500 | |||||||||
Derivative liabilities | $ 2,800 | |||||||||
Fair value of embedded derivative liability | $ 2,000 | |||||||||
Gain on change in fair value of derivatives | 4,000 | |||||||||
Revolving Credit Facility | ||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||||
Derivative liability | 5,600 | |||||||||
(Level 3) | Derivative Financial Instruments, Liabilities | ||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value | 7,507 | $ 6,726 | 5,571 | 8,034 | 7,507 | 6,776 | ||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability, issuances | 5,481 | 1,406 | ||||||||
(Gain) or loss recognized in earnings from change in fair value | 781 | (4,326) | 4,591 | 1,258 | ||||||
(Level 3) | Derivative Financial Instruments, Liabilities | Convertible Debt | Derivative liabilities related to the Series C Convertible Notes | ||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value | 7,507 | 6,726 | 0 | 0 | 7,507 | 0 | ||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability, issuances | 5,481 | 0 | 5,500 | |||||||
(Gain) or loss recognized in earnings from change in fair value | 781 | 1,245 | 0 | 0 | 2,000 | |||||
Line of Credit | (Level 3) | Derivative Financial Instruments, Liabilities | Revolving Credit Facility | ||||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value | 0 | 0 | 5,571 | 5,253 | $ 0 | $ 0 | ||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability, issuances | 0 | 0 | ||||||||
(Gain) or loss recognized in earnings from change in fair value | $ 0 | $ (5,571) | $ 318 | $ 5,253 |
Derivatives - Terms and Assumpt
Derivatives - Terms and Assumptions in Valuation of Convertible Option of Notes (Details) | May 28, 2020USD ($)a$ / shares | Mar. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Jul. 20, 2020a | Apr. 06, 2020a | Oct. 31, 2019$ / shares |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Expected Life in Years | 5 years | |||||
Stock price | Derivative liabilities related to Warrants | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Warrants and rights outstanding, measurement input | a | 4.03 | 2.45 | 2.70 | |||
Volatility | Derivative liabilities related to Warrants | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Warrants and rights outstanding, measurement input | 0.790 | 0.795 | 0.776 | |||
Expected Life in Years | Derivative liabilities related to Warrants | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Expected Life in Years | 4 years 10 months 9 days | 5 years | 5 years | |||
Discount Rate- Bond Equivalent Yield | Derivative liabilities related to Warrants | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Warrants and rights outstanding, measurement input | 0.003 | 0.003 | 0.004 | |||
Derivative liabilities related to Series B Convertible Notes | Convertible Debt | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Term (years) | 2 years 11 months 1 day | 3 years 29 days | 3 years 3 months 29 days | |||
Principal | $ | $ 34,405,000 | $ 34,405,000 | $ 34,405,000 | |||
Conversion price (in dollars per share) | $ 7.20 | $ 7.20 | $ 7.20 | $ 7.20 | ||
Derivative liabilities related to Series B Convertible Notes | Convertible Debt | Stock price | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Measurement input | 4.03 | 2.80 | 4.30 | |||
Derivative liabilities related to Series B Convertible Notes | Convertible Debt | Risk free rate | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Measurement input | 0.002 | 0.003 | 0.016 | |||
Derivative liabilities related to Series B Convertible Notes | Convertible Debt | Volatility | ||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||
Measurement input | 0.625 | 0.550 | 0.473 |
Derivatives - Schedule of Liabi
Derivatives - Schedule of Liabilities Measured and Recognized at Fair Value on a Recurring (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | May 28, 2020 | Dec. 31, 2019 |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | $ 6,300 | ||
Derivative liabilities related to Series B Convertible Notes | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | $ 6,300 | ||
Fair Value, Recurring | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | $ 7,507 | $ 6,776 | |
Fair Value, Recurring | (Level 1) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | (Level 2) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | (Level 3) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 7,507 | 6,776 | |
Fair Value, Recurring | Derivative liabilities related to Warrants | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | Derivative liabilities related to Warrants | (Level 1) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | Derivative liabilities related to Warrants | (Level 2) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | Derivative liabilities related to Warrants | (Level 3) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | Derivative liabilities related to Series B Convertible Notes | Convertible Debt | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 6,776 | |
Fair Value, Recurring | Derivative liabilities related to Series B Convertible Notes | Convertible Debt | (Level 1) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | Derivative liabilities related to Series B Convertible Notes | Convertible Debt | (Level 2) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | Derivative liabilities related to Series B Convertible Notes | Convertible Debt | (Level 3) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 6,776 | |
Fair Value, Recurring | Derivative liabilities related to the Series C Convertible Notes | Convertible Debt | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 7,507 | 0 | |
Fair Value, Recurring | Derivative liabilities related to the Series C Convertible Notes | Convertible Debt | (Level 1) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | Derivative liabilities related to the Series C Convertible Notes | Convertible Debt | (Level 2) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | 0 | 0 | |
Fair Value, Recurring | Derivative liabilities related to the Series C Convertible Notes | Convertible Debt | (Level 3) | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Derivative liability | $ 7,507 |
Derivatives - Summary of Change
Derivatives - Summary of Changes in Fair Value (Details) - (Level 3) - Derivative Financial Instruments, Liabilities - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | |
Derivative Instruments and Hedging Activities, Rollforward [Roll Forward] | |||||
Balance beginning of period | $ 6,726 | $ 5,571 | $ 8,034 | $ 6,776 | $ 6,776 |
(Gain) or loss recognized in earnings from Change in Fair Value | 781 | (4,326) | 4,591 | 1,258 | |
Initial Measurement | 5,481 | 1,406 | |||
Reclassification to stockholder's equity | (8,460) | ||||
Balance end of period | 7,507 | 6,726 | 5,571 | 8,034 | 7,507 |
Revolving Credit Facility | Line of Credit | |||||
Derivative Instruments and Hedging Activities, Rollforward [Roll Forward] | |||||
Balance beginning of period | 0 | 5,571 | 5,253 | 0 | 0 |
(Gain) or loss recognized in earnings from Change in Fair Value | 0 | (5,571) | 318 | 5,253 | |
Initial Measurement | 0 | 0 | |||
Reclassification to stockholder's equity | 0 | ||||
Balance end of period | 0 | 0 | 5,571 | 5,253 | 0 |
Derivative liabilities related to Warrants | |||||
Derivative Instruments and Hedging Activities, Rollforward [Roll Forward] | |||||
Balance beginning of period | 0 | 0 | 0 | 0 | 0 |
(Gain) or loss recognized in earnings from Change in Fair Value | 0 | 760 | 0 | ||
Initial Measurement | 1,406 | ||||
Reclassification to stockholder's equity | (2,166) | ||||
Balance end of period | 0 | 0 | 0 | 0 | 0 |
Derivative liabilities related to Series B Convertible Notes | Convertible Debt | |||||
Derivative Instruments and Hedging Activities, Rollforward [Roll Forward] | |||||
Balance beginning of period | 0 | 0 | 2,781 | 6,776 | 6,776 |
(Gain) or loss recognized in earnings from Change in Fair Value | 0 | 0 | 3,513 | (3,995) | |
Initial Measurement | 0 | 0 | |||
Reclassification to stockholder's equity | (6,294) | ||||
Balance end of period | 0 | 0 | 0 | 2,781 | 0 |
Derivative liabilities related to the Series C Convertible Notes | Convertible Debt | |||||
Derivative Instruments and Hedging Activities, Rollforward [Roll Forward] | |||||
Balance beginning of period | 6,726 | 0 | 0 | 0 | 0 |
(Gain) or loss recognized in earnings from Change in Fair Value | 781 | 1,245 | 0 | 0 | 2,000 |
Initial Measurement | 5,481 | 0 | 5,500 | ||
Reclassification to stockholder's equity | 0 | ||||
Balance end of period | $ 7,507 | $ 6,726 | $ 0 | $ 0 | $ 7,507 |
Revenues, Recognition and All_3
Revenues, Recognition and Allowances - Narrative (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020USD ($)segment | Dec. 31, 2019USD ($) | |
Revenue from Contract with Customer [Abstract] | ||
Operating segments | segment | 1 | |
Allowance for doubtful accounts | $ 28,900 | $ 30,500 |
Allowance for doubtful accounts, current | 2,399 | 2,208 |
Allowance for doubtful accounts related to one customer | $ 1,700 | $ 1,700 |
Revenues, Recognition and All_4
Revenues, Recognition and Allowances - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||||||||||
Revenue, net | $ 9,937 | $ 14,339 | $ 13,586 | $ 7,447 | $ 15,967 | $ 18,466 | $ 18,341 | $ 13,122 | $ 45,309 | $ 65,896 |
Company product sales | ||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||
Revenue, net | 43,604 | 64,291 | ||||||||
Contract manufacturing sales | ||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||
Revenue, net | 1,157 | 1,362 | ||||||||
Research and development services and other income | ||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||
Revenue, net | 548 | 243 | ||||||||
Topical | ||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||
Revenue, net | 32,750 | 46,150 | ||||||||
Injectables | ||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||
Revenue, net | $ 10,854 | $ 18,141 |
Revenues, Recognition and All_5
Revenues, Recognition and Allowances - Adjustments to Gross Product Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reduction to gross product sales: | ||||||||||
Revenue, net | $ 9,937 | $ 14,339 | $ 13,586 | $ 7,447 | $ 15,967 | $ 18,466 | $ 18,341 | $ 13,122 | $ 45,309 | $ 65,896 |
Company product sales | ||||||||||
Disaggregation of Revenue [Line Items] | ||||||||||
Gross product sales | 140,616 | 156,301 | ||||||||
Reduction to gross product sales: | ||||||||||
Chargebacks and billbacks | 73,656 | 60,008 | ||||||||
Wholesaler fees for service | 5,745 | 9,000 | ||||||||
Sales discounts and other allowances | 17,611 | 23,002 | ||||||||
Total reduction to gross product sales | 97,012 | 92,010 | ||||||||
Revenue, net | $ 43,604 | $ 64,291 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 30, 2015 | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 501,000 | $ 491,000 | $ 470,000 | |
Impairment losses | 0 | |||
Amortization of intangibles | 2,709,000 | 3,008,000 | ||
Impairment of long-lived assets | 101,533,000 | $ 0 | ||
Impairment loss on IPR&D | 101,500,000 | |||
Product Acquisition Costs | ||||
Business Acquisition [Line Items] | ||||
Impairment loss on IPR&D | 13,500,000 | |||
Trademarks and Technology | ||||
Business Acquisition [Line Items] | ||||
Amortization of intangibles | 2,351,000 | |||
Impairment of long-lived assets | 8,090,000 | |||
In-process research and development (IPR&D) | ||||
Business Acquisition [Line Items] | ||||
Impairment of long-lived assets | $ 74,000 | |||
Alveda Acquisition | ||||
Business Acquisition [Line Items] | ||||
Goodwill | $ 400,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill [Roll Forward] | ||
Goodwill beginning balance | $ 491 | $ 470 |
Foreign currency translation | 10 | 21 |
Goodwill ending balance | $ 501 | $ 491 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Major Categories of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, accumulated amortization | $ (10,031) | $ (12,386) |
Finite-lived intangible assets, net carrying amount | 22,964 | 44,645 |
Indefinite-lived Intangible Assets [Line Items] | ||
Intangible assets gross carrying amount | 32,995 | 57,031 |
Intangible assets net carrying amount | 22,964 | 44,645 |
Product Acquisition Costs | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 76 | 13,103 |
IPR&D | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 337 | 327 |
Trademarks and Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 28,893 | 39,943 |
Finite-lived intangible assets, accumulated amortization | (8,172) | (10,885) |
Finite-lived intangible assets, net carrying amount | $ 20,721 | $ 29,058 |
Weighted average remaining amortization period | 9 years 6 months | 10 years 9 months 18 days |
Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | $ 3,689 | $ 3,658 |
Finite-lived intangible assets, accumulated amortization | (1,859) | (1,501) |
Finite-lived intangible assets, net carrying amount | $ 1,830 | $ 2,157 |
Weighted average remaining amortization period | 4 years 10 months 24 days | 5 years 10 months 24 days |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Changes in Intangibles (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Intangible assets net beginning balance | $ 44,645,000 | |
Amortization | (2,709,000) | $ (3,008,000) |
Loss on impairment | (101,533,000) | 0 |
Intangible assets net ending balance | 22,964,000 | 44,645,000 |
Indefinite-lived Intangible Assets [Roll Forward] | ||
Loss on impairment | (101,500,000) | |
Product Acquisition Costs | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Indefinite intangible assets net beginning balance | 13,103,000 | |
Loss on impairment | (13,500,000) | |
Foreign currency translation | 533,000 | |
Indefinite intangible assets net ending balance | 76,000 | 13,103,000 |
IPR&D | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Indefinite intangible assets net beginning balance | 327,000 | |
Foreign currency translation | 84,000 | |
Indefinite intangible assets net ending balance | 337,000 | 327,000 |
Trademarks and Technology | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Intangible assets net beginning balance | 29,058,000 | |
Amortization | (2,351,000) | |
Loss on impairment | (8,090,000) | |
Foreign currency translation | 2,104,000 | |
Intangible assets net ending balance | 20,721,000 | 29,058,000 |
Customer Relationships | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Intangible assets net beginning balance | 2,157,000 | |
Amortization | (358,000) | |
Foreign currency translation | 31,000 | |
Intangible assets net ending balance | $ 1,830,000 | $ 2,157,000 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets - Schedule of Amortization Expense (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2021 | $ 2,303 |
2022 | 2,303 |
2023 | 2,303 |
2024 | 2,303 |
2025 | 2,303 |
Thereafter | 11,036 |
Total | $ 22,551 |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets - Useful Lives of Intangibles (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Product Acquisition Costs | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets useful life | 10 years |
Trademarks and Technology | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets useful life | 15 years |
Customer Relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible assets useful life | 10 years |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) | May 28, 2020shares | May 21, 2018shares | May 25, 2016shares | Apr. 12, 2010shares | Dec. 31, 2020USD ($)grantshares | Dec. 31, 2019USD ($)shares | Jul. 31, 2020shares | Dec. 31, 2018shares | May 29, 2010shares |
Stock Based Compensation Details [Line Items] | |||||||||
Number of options outstanding (in shares) | 507,295 | 516,820 | 435,228 | ||||||
Common stock, shares outstanding (in shares) | 21,754,223 | 5,385,043 | |||||||
Stockholders' equity note, stock split, conversion ratio | 0.1 | ||||||||
Number of inducement grants | grant | 2 | ||||||||
Number of options granted (in shares) | 373,612 | 246,872 | |||||||
Intrinsic value of options outstanding | $ | $ 0 | $ 0 | |||||||
Intrinsic value of options exercisable | $ | 0 | 0 | |||||||
Intrinsic value of options exercised | $ | 0 | 0 | |||||||
Unrecognized compensation costs | $ | $ 500,000 | ||||||||
Executive Management | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Number of options granted (in shares) | 186,325 | ||||||||
Options granted, fair market value | $ | $ 400,000 | ||||||||
General and Administrative Expense | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Stock option based expenses | $ | $ 700,000 | $ 900,000 | |||||||
Director Stock Option Plan - 1999 | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Number of options outstanding (in shares) | 40,500 | 48,500 | |||||||
Plan 2009 | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Number of options outstanding (in shares) | 30,984 | 184,761 | |||||||
Additional shares authorized (in shares) | 2,000,000 | ||||||||
Shares approved and authorized (in shares) | 5,000,000 | ||||||||
Maximum number of shares to any individual (in shares) | 1,000,000 | ||||||||
Common stock, shares outstanding (in shares) | 186,831 | 186,831 | |||||||
Options transferred (in shares) | 298,681 | ||||||||
Amended 2016 Plan | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Additional shares authorized (in shares) | 2,000,000 | ||||||||
Shares approved and authorized (in shares) | 400,000 | 4,000,000 | 4,400,000 | ||||||
Plan 2016 | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Number of options outstanding (in shares) | 4,430,447 | 233,416 | |||||||
Maximum number of shares to any individual (in shares) | 1,000,000 | ||||||||
Common stock, shares outstanding (in shares) | 18,561 | 13,655 | |||||||
Restricted Stock Units (RSUs) | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
RSUs outstanding (in shares) | 23,686 | 6,268 | 17,561 | ||||||
Restricted Stock Units (RSUs) | Plan 2009 | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
RSUs outstanding (in shares) | 0 | 0 | |||||||
Restricted Stock Units (RSUs) | Plan 2016 | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
RSUs outstanding (in shares) | 181 | 6,268 | |||||||
Restricted Stock and Restricted Stock Units | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Stock option based expenses | $ | $ 100,000 | $ 200,000 | |||||||
Unrecognized compensation costs | $ | $ 47,900 | ||||||||
Restricted Stock and Restricted Stock Units | Minimum | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Vesting period | 1 year | ||||||||
Restricted Stock and Restricted Stock Units | Maximum | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Vesting period | 3 years | ||||||||
Common Stock | Plan 2016 | |||||||||
Stock Based Compensation Details [Line Items] | |||||||||
Number of options outstanding (in shares) | 249,486 | 283,559 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Valuation Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Based Compensation [Line Items] | ||
Expected dividends | 0.00% | 0.00% |
Minimum | ||
Stock Based Compensation [Line Items] | ||
Risk free rate | 18.00% | 1.38% |
Expected volatility | 78.56% | 64.33% |
Expected term (in years) | 3 years 2 months 12 days | 3 years 2 months 12 days |
Maximum | ||
Stock Based Compensation [Line Items] | ||
Risk free rate | 1.60% | 2.47% |
Expected volatility | 159.61% | 76.81% |
Expected term (in years) | 3 years 3 months 18 days | 3 years 3 months 18 days |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Shares | ||
Number of options outstanding (in shares), beginning | 516,820 | 435,228 |
Number of options granted (in shares) | 373,612 | 246,872 |
Number of options exercised (in shares) | 0 | 0 |
Number of options expired (in shares) | (248,455) | (76,158) |
Number of options forfeited (in shares) | (134,682) | (89,122) |
Number of options outstanding (in shares), ending | 507,295 | 516,820 |
Employee Stock Option | ||
Weighted Average Exercise Price | ||
Shares issuable under options exercise price per share (in dollars per share) | $ 33.40 | $ 46.06 |
Granted, exercise price per share (in dollars per share) | 3.66 | 14.10 |
Exercised, exercise price per share (in dollars per share) | 0 | 0 |
Expired, exercise price per share (in dollars per share) | 32,750 | 54,340 |
Forfeited, exercise price per share (in dollars per share) | 8.91 | 23.87 |
Shares issuable under options exercise price per share (in dollars per share) | 18.31 | 33.40 |
Employee Stock Option | Minimum | ||
Weighted Average Exercise Price | ||
Shares issuable under options exercise price per share (in dollars per share) | 5.50 | 7.90 |
Granted, exercise price per share (in dollars per share) | 0.69 | 5.50 |
Exercised, exercise price per share (in dollars per share) | 0 | 0 |
Expired, exercise price per share (in dollars per share) | 5.50 | 10.2 |
Forfeited, exercise price per share (in dollars per share) | 2.50 | 6.60 |
Shares issuable under options exercise price per share (in dollars per share) | 0.69 | 5.50 |
Employee Stock Option | Maximum | ||
Weighted Average Exercise Price | ||
Shares issuable under options exercise price per share (in dollars per share) | 106.70 | 106.70 |
Granted, exercise price per share (in dollars per share) | 4.40 | 18 |
Exercised, exercise price per share (in dollars per share) | 0 | 0 |
Expired, exercise price per share (in dollars per share) | 106.70 | 106.70 |
Forfeited, exercise price per share (in dollars per share) | 88.10 | 86.70 |
Shares issuable under options exercise price per share (in dollars per share) | $ 106.70 | $ 106.70 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Outstanding and Exercisable Options (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options outstanding, number of options (in shares) | 507,295 | 516,820 |
Options outstanding, weighted average remaining contractual term | 7 years 5 months 23 days | 6 years 5 months 8 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 18.31 | $ 33.40 |
Options exercisable, number of options (in shares) | 191,035 | 299,734 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 40.77 | $ 44.86 |
$0.00 - $7.80 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options outstanding, exercise price range, lower range limit (in dollars per share) | 0 | 0 |
Options outstanding, exercise price range, upper range limit (in dollars per share) | $ 7.80 | $ 7.80 |
Options outstanding, number of options (in shares) | 299,822 | 19,516 |
Options outstanding, weighted average remaining contractual term | 8 years 4 months 20 days | 9 years 6 months 29 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 3.62 | $ 6.54 |
Options exercisable, number of options (in shares) | 10,077 | 0 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 6.52 | $ 0 |
$7.81 - $15.00 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options outstanding, exercise price range, lower range limit (in dollars per share) | 7.81 | 7.81 |
Options outstanding, exercise price range, upper range limit (in dollars per share) | $ 15 | $ 15 |
Options outstanding, number of options (in shares) | 52,272 | 178,186 |
Options outstanding, weighted average remaining contractual term | 6 years 4 months 2 days | 4 years 6 months 7 days |
Options outstanding, weighted average exercise price (in dollars per share) | $ 10.29 | $ 10.22 |
Options exercisable, number of options (in shares) | 48,967 | 126,500 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 10.37 | $ 10.29 |
$15.01 - $55.00 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options outstanding, exercise price range, lower range limit (in dollars per share) | 15.01 | 15.01 |
Options outstanding, exercise price range, upper range limit (in dollars per share) | $ 55 | $ 55 |
Options outstanding, number of options (in shares) | 85,076 | 188,451 |
Options outstanding, weighted average remaining contractual term | 6 years 11 months 15 days | 8 years 3 months |
Options outstanding, weighted average exercise price (in dollars per share) | $ 25.26 | $ 22.74 |
Options exercisable, number of options (in shares) | 61,866 | 48,208 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 27.41 | $ 31.68 |
$55.01 - $106.70 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Options outstanding, exercise price range, lower range limit (in dollars per share) | 55.01 | 55.01 |
Options outstanding, exercise price range, upper range limit (in dollars per share) | $ 106.70 | $ 106.70 |
Options outstanding, number of options (in shares) | 70,125 | 130,667 |
Options outstanding, weighted average remaining contractual term | 5 years 21 days | 5 years 9 months |
Options outstanding, weighted average exercise price (in dollars per share) | $ 78.69 | $ 84.38 |
Options exercisable, number of options (in shares) | 70,125 | 125,026 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 78.69 | $ 84.93 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Non-Vested Options (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Options | ||
Options, Granted (in shares) | 373,612 | 246,872 |
Non Vested | ||
Options | ||
Non-vested options at beginning of period (in shares) | 217,086 | |
Options, Granted (in shares) | 373,612 | |
Options, Vested (in shares) | (139,756) | |
Options, Forfeited (in shares) | (134,682) | |
Non-vested options at end of period (in shares) | 316,260 | 217,086 |
Weighted Average Grant Date Fair Value | ||
Non-vested options at beginning of period (in dollars per share) | $ 7.72 | |
Granted (in dollars per share) | 2.04 | |
Vested (in dollars per share) | 7.83 | |
Forfeited (in dollars per share) | 4.15 | |
Non-vested options at end of period (in dollars per share) | $ 2.48 | $ 7.72 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary and Changes of Non-Vested Restricted Stock (Details) - Restricted Stock Units (RSUs) - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Number of RSUs | ||
Number of restricted stock, non-vested balance beginning (in shares) | 6,268 | 17,561 |
Shares granted (in shares) | 23,505 | 0 |
Shares vested (in shares) | (4,906) | (7,623) |
Shares forfeited (in shares) | (1,181) | (3,670) |
Number of restricted stock, non-vested balance ending (in shares) | 23,686 | 6,268 |
Weighted Average Issuance Price | ||
Exercise price, non-vested balance beginning (in dollars per share) | $ 40.69 | $ 47.83 |
Shares granted - exercise price (in dollars per share) | 2.34 | 0 |
Shares vested - exercise price (in dollars per share) | 43.59 | 53.92 |
Shares forfeited - exercise price (in dollars per share) | 29.54 | 47.37 |
Exercise price, non-vested balance beginning (in dollars per share) | $ 2.59 | $ 40.69 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Inventory and Supplies | $ 3,055 | $ 250 |
Interest Expense | 2,898 | 1,539 |
Payroll | 2,872 | 1,789 |
Medicaid and Medicare Rebates | 1,616 | 987 |
Rebates | 1,412 | 774 |
Professional Fees | 1,363 | 1,881 |
Wholesaler Fees | 477 | 747 |
Royalties | 302 | 377 |
Clinical Studies | 0 | 334 |
Capital Expenditures | 0 | 23 |
Other | 718 | 584 |
Accrued Liabilities | $ 14,713 | $ 9,285 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Loss Carryforwards [Line Items] | |||
Government grant advance | $ 3,378,000 | $ 0 | |
Income tax expense | 1,938,000 | 91,000 | |
Deferred tax assets valuation allowance | 29,451,000 | 18,562,000 | |
Valuation allowance increase (decrease) | 10,900,000 | ||
Increase (decrease) related to changes in deferred taxes | 14,800,000 | ||
Valuation allowance, net operating loss | $ 3,900,000 | ||
Net operating loss, limited to percentage of taxable income, percentage of income | 80.00% | ||
Change in ownership percentage (more than) | 50.00% | ||
Loss carryforwards, limitation on use | $ 28,000 | ||
Unrecognized tax benefits | 2,331,000 | 0 | $ 0 |
Unrecognized tax benefits that would impact effective tax rate | 2,300,000 | ||
Unrecognized tax benefits, income tax penalties and interest expense | 500,000 | ||
Minimum | Subject to Limitations | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating losses | 10,700,000 | ||
Domestic Tax Authority | |||
Operating Loss Carryforwards [Line Items] | |||
Net operating losses | $ 10,706,000 | $ 48,531,000 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income (Loss) Before Income Tax (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
U.S. operations | $ (91,090) | $ (20,212) |
Foreign operations | (28,994) | (4,821) |
Loss before income tax expense | $ (120,084) | $ (25,033) |
Income Taxes - Schedule of In_2
Income Taxes - Schedule of Income Tax (Benefit) Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Current tax expense: | ||
Federal | $ 1,645 | $ 0 |
State and local | 291 | 23 |
Foreign | 21 | 87 |
Total current tax expense | 1,957 | 110 |
Deferred tax benefit: | ||
Federal | 0 | 0 |
State and local | 0 | 0 |
Foreign | (19) | (19) |
Total deferred tax benefit | (19) | (19) |
Total income tax expense | $ 1,938 | $ 91 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax (Benefit) Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Expected Statutory benefit | $ (25,218) | $ (5,257) |
Other non-deductible expenses | 230 | 133 |
PPP loan forgiveness | (703) | 0 |
Change in valuation allowance | 8,395 | 4,674 |
Debt conversions and issuances | 4,394 | 0 |
Research credits | (330) | (504) |
Tax rate differential - foreign vs. U.S. | 5,403 | 1,073 |
State income taxes, net of federal benefit | 265 | 18 |
Write-off of deferred tax assets | 7,915 | 0 |
Uncertain tax positions | 1,644 | 0 |
Prior year true-up | (58) | (45) |
Exchange gain | 1 | (1) |
Total income tax expense | $ 1,938 | $ 91 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Tax Assets: | ||
Sales allowances and doubtful accounts | $ 4,116 | $ 2,991 |
Inventory reserve | 2,357 | 652 |
Accrued expenses | 585 | 206 |
Foreign exchange | 41 | 0 |
Intangible assets | 445 | 0 |
Property, plant and equipment | 18,947 | 272 |
Tax operating loss carryforwards | 2,145 | 10,851 |
Tax credit and other carryforwards | 2,478 | 5,996 |
Stock compensation | 574 | 566 |
Total deferred tax assets | 31,688 | 21,534 |
Less valuation allowance | (29,451) | (18,562) |
Net deferred tax assets | 2,237 | 2,972 |
Deferred Tax Liabilities: | ||
Convertible debt conversion features | (2,237) | (3,070) |
Foreign exchange | 0 | (14) |
Intangible assets | (190) | (93) |
Total deferred tax liabilities | (2,427) | (3,177) |
Net deferred tax liability | $ (190) | $ (205) |
Income Taxes - Schedule of Oper
Income Taxes - Schedule of Operating Loss and Tax Credit Carryforwards (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Federal | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating losses | $ 10,706 | $ 48,531 |
Disallowed interest expense (no expiration) | 11,802 | 17,783 |
Contributions (expiring through 2025) | 0 | 658 |
Research tax credits (expiring through 2040) | 0 | 1,342 |
State | New Jersey (expiring in 2039) | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating losses | 0 | 4,942 |
State | Other states (expiring through 2039) | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating losses | 0 | 3,266 |
State | New Jersey research credits (expiring in 2039) | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating losses | 0 | 764 |
Foreign | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating losses | $ 0 | $ 0 |
Income Taxes - Schedule of Fede
Income Taxes - Schedule of Federal Net Operating Loss Carryforward Expirations (Details) - Domestic Tax Authority - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Tax Disclosure [Line Items] | ||
Net operating losses | $ 10,706 | $ 48,531 |
2021 - 2029 | ||
Income Tax Disclosure [Line Items] | ||
Net operating losses | 0 | |
2030 - 2032 | ||
Income Tax Disclosure [Line Items] | ||
Net operating losses | 0 | |
2033 - 2036 | ||
Income Tax Disclosure [Line Items] | ||
Net operating losses | 0 | |
2037 | ||
Income Tax Disclosure [Line Items] | ||
Net operating losses | 490 | |
No expiration but subject to limitation | ||
Income Tax Disclosure [Line Items] | ||
Net operating losses | $ 10,216 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Gross unrecognized tax benefits as of January 1 | $ 0 | $ 0 |
Increases from positions taken in prior periods | 0 | 0 |
Decreases from positions taken in prior periods | 0 | 0 |
Increases from positions taken in the current period | 2,331,000 | 0 |
Gross unrecognized tax benefit as of December 31 | $ 2,331,000 | $ 0 |
Legal and U.S. Regulatory Pro_2
Legal and U.S. Regulatory Proceedings (Details) $ in Millions, $ in Millions | Jun. 03, 2020CAD ($) | Oct. 20, 2017USD ($)drugclaim | Dec. 31, 2020lawsuit |
Legal and U.S. Regulatory Proceedings Details [Line Items] | |||
Damages sought | $ 2,750 | ||
Anti-Trust Lawsuit | |||
Legal and U.S. Regulatory Proceedings Details [Line Items] | |||
Number of actions | lawsuit | 13 | ||
Stayma Consulting Services | |||
Legal and U.S. Regulatory Proceedings Details [Line Items] | |||
Damages sought | $ 1.7 | ||
Number of generic drug products | drug | 2 | ||
Number of claims under arbitration | claim | 3 |
Employee Benefits (Details)
Employee Benefits (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Contribution Plan Disclosure [Line Items] | ||
Maximum annual contribution per employee, percent | 100.00% | |
Maximum annual contribution per employee | $ 19,500 | $ 19,000 |
Cost recognized | 424,800 | 368,700 |
Catchup Contribution Max | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Maximum annual contribution per employee | $ 6,500 | $ 6,000 |
Tranche one | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Employer matching contribution, percent of match | 100.00% | |
Percentage of participant contribution | 3.00% | |
Tranche two | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Employer matching contribution, percent of match | 50.00% | |
Percentage of participant contribution | 2.00% |
Quarterly Results (Unaudited)_2
Quarterly Results (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | ||||||||||
Revenue, net | $ 9,937 | $ 14,339 | $ 13,586 | $ 7,447 | $ 15,967 | $ 18,466 | $ 18,341 | $ 13,122 | $ 45,309 | $ 65,896 |
Gross profit | (5,175) | 114 | 2,502 | (1,163) | 1,940 | 7,280 | 8,541 | 5,762 | (3,722) | 23,523 |
Operating income (loss) | (108,721) | (8,799) | (4,367) | (18,053) | (6,175) | 209 | 686 | (2,740) | (139,940) | (8,020) |
Net loss | (80,344) | (510) | (14,332) | (26,836) | (5,298) | (7,113) | (3,989) | (8,724) | (122,022) | (25,124) |
Net loss attributable to common stockholders | $ (80,344) | $ (510) | $ (14,332) | $ (26,836) | $ (5,298) | $ (7,113) | $ (3,989) | $ (8,724) | $ (122,022) | $ (25,124) |
Basic loss per share (in dollars per share) | $ (4.67) | $ (0.08) | $ (2.56) | $ (4.98) | $ (0.99) | $ (1.32) | $ (0.74) | $ (1.62) | $ (14.67) | $ (4.67) |
Diluted loss per share (in dollars per share) | $ (4.67) | $ (0.08) | $ (2.56) | $ (4.98) | $ (0.99) | $ (1.32) | $ (0.74) | $ (1.62) | $ (14.67) | $ (4.67) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Jan. 27, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Apr. 01, 2022 | Apr. 30, 2021 | Jul. 20, 2020 | Apr. 06, 2020 | Dec. 13, 2018 |
Subsequent Event [Line Items] | |||||||||
Paid-in-kind interest | $ 18,484,000 | $ 8,464,000 | |||||||
Common stock, par or stated value per share (in dollars per share) | $ 0.01 | $ 0.01 | |||||||
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | |||||||
Common stock, shares issued (in shares) | 21,754,223 | 5,385,043 | |||||||
Common stock, shares outstanding (in shares) | 21,754,223 | 5,385,043 | |||||||
2023 Series C Convertible Notes | Convertible Debt | |||||||||
Subsequent Event [Line Items] | |||||||||
Debt instrument, face amount | $ 13,800,000 | ||||||||
Line of Credit | |||||||||
Subsequent Event [Line Items] | |||||||||
Liquidity of the Company and its subsidiaries | $ 10,000,000 | $ 10,000,000 | |||||||
Line of Credit | Term Loan | |||||||||
Subsequent Event [Line Items] | |||||||||
Debt instrument, face amount | $ 80,000,000 | ||||||||
Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Percentage of converted accrued paid in kind interest | 100.00% | ||||||||
Paid-in-kind interest | $ 24,500,000 | ||||||||
Common stock, shares issued (in shares) | 86,543,845 | ||||||||
Common stock, shares outstanding (in shares) | 86,543,845 | ||||||||
Subsequent Event | Series D Preferred Stock | |||||||||
Subsequent Event [Line Items] | |||||||||
Convertible preferred stock, shares issued upon conversion (in shares) | 200 | ||||||||
Preferred stock, convertible, shares issuable (in shares) | 17,082,285 | ||||||||
Percentage of outstanding common stock threshold | 15.00% | ||||||||
Preferred stock, shares outstanding (in shares) | 85,412 | ||||||||
Percentage of shares originally issued | 2.50% | ||||||||
Subsequent Event | Convertible Debt | |||||||||
Subsequent Event [Line Items] | |||||||||
Debt conversion, converted instrument, shares issued (in shares) | 85,412 | ||||||||
Subsequent Event | Convertible Debt | Series D Preferred Stock | |||||||||
Subsequent Event [Line Items] | |||||||||
Common stock, par or stated value per share (in dollars per share) | $ 0.01 | ||||||||
Subsequent Event | 2023 Series C Convertible Notes | Convertible Debt | |||||||||
Subsequent Event [Line Items] | |||||||||
Debt conversion, original debt, interest rate of debt | 9.50% | ||||||||
Debt conversion, converted instrument | $ 50,300,000 | ||||||||
Percentage of outstanding principal | 100.00% | ||||||||
Debt conversion, converted instrument, shares issued (in shares) | 29,862,641 | ||||||||
Subsequent Event | Line of Credit | |||||||||
Subsequent Event [Line Items] | |||||||||
Liquidity of the Company and its subsidiaries | $ 3,000,000 | ||||||||
Subsequent Event | Line of Credit | Forecast | |||||||||
Subsequent Event [Line Items] | |||||||||
Liquidity of the Company and its subsidiaries | $ 4,000,000 | ||||||||
Subsequent Event | Line of Credit | Delayed Draw Term Loan C | Term Loan | |||||||||
Subsequent Event [Line Items] | |||||||||
Liquidity of the Company and its subsidiaries | 0 | ||||||||
Debt instrument, face amount | 4,600,000 | ||||||||
Subsequent Event | At-the-Market Offering | |||||||||
Subsequent Event [Line Items] | |||||||||
Issuance of stock for vested restricted stock units (in shares) | 38,712,036 | ||||||||
Sale of stock, price per share (in usd per share) | $ 0.993 | ||||||||
Proceeds from issuance of common stock | $ 38,500,000 | ||||||||
Sale of stock, consideration received on transaction | $ 37,000,000 |
SCHEDULE II-VALUATION AND QUA_2
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Change in Tax Valuation Allowance | ||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||
Valuation allowances and reserves balance, beginning of year | $ 18,562 | $ 12,120 |
Charged to Costs and Expenses | (20) | (19) |
Charged other Accounts | 10,909 | 6,461 |
Deductions | 0 | 0 |
Valuation allowances and reserves balance, end of year | 29,451 | 18,562 |
Allowance for Doubtful Accounts | ||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||
Valuation allowances and reserves balance, beginning of year | 2,208 | 2,636 |
Charged to Costs and Expenses | 341 | 208 |
Charged other Accounts | 0 | 0 |
Deductions | 150 | 636 |
Valuation allowances and reserves balance, end of year | 2,399 | 2,208 |
Reserve for Inventory Obsolescence | ||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | ||
Valuation allowances and reserves balance, beginning of year | 2,210 | 2,667 |
Charged to Costs and Expenses | 11,309 | 2,297 |
Charged other Accounts | 0 | 0 |
Deductions | 1,517 | 2,754 |
Valuation allowances and reserves balance, end of year | $ 12,002 | $ 2,210 |