Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | May 21, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
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 Avenue | |
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 $0.01 Per Share | |
Trading Symbol | TLGT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 92,817,493 | |
Entity Central Index Key | 0000352998 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 27,454 | $ 5,946 |
Restricted cash | 206 | 206 |
Accounts receivable, net of allowance for doubtful accounts of $2,749 and $2,399, as of March 31, 2021 and December 31, 2020, respectively | 9,891 | 11,257 |
Inventories | 20,936 | 23,396 |
Prepaid expenses and other receivables | 2,678 | 3,486 |
Total current assets | 61,165 | 44,291 |
Property, plant and equipment, net | 15,949 | 16,131 |
Intangible assets, net | 19,473 | 22,964 |
Goodwill | 508 | 501 |
Other assets | 3,683 | 3,901 |
Total assets | 100,778 | 87,788 |
Current liabilities: | ||
Accounts payable | 4,734 | 7,972 |
Accrued expenses | 8,763 | 14,713 |
Capital lease obligation, current | 435 | 436 |
Total current liabilities | 13,932 | 23,121 |
Revolver, net of debt issuance costs (face of $25,000 and $25,000 as of March 31, 2021 and December 31, 2020, respectively) | 25,000 | 25,000 |
2023 Term Loans, net of debt issuance costs (face of $83,515 and $102,905 as of March 31, 2021 and December 31, 2020, respectively ) | 88,870 | 99,490 |
Derivative liabilities | 0 | 7,507 |
Deferred tax liability | 192 | 190 |
Other long term liabilities | 4,807 | 4,914 |
Total liabilities | 133,098 | 197,940 |
Commitments and Contingencies | ||
Mezzanine equity: | ||
Redeemable, convertible preferred stock, Series D preferred stock, $0.01 par value, 1,000,000 shares authorized; 85.412 shares issued and outstanding as of March 31, 2021 | 15,374 | 0 |
Stockholders’ deficit: | ||
Common stock, $0.01 par value, 100,000,000 shares authorized; 89,428,513 and 21,754,223 shares issued and outstanding as of March 31, 2021 and December 31, 2020, respectively | 1,198 | 220 |
Additional paid-in capital | 195,297 | 135,218 |
Accumulated deficit | (241,343) | (243,496) |
Accumulated other comprehensive loss | (2,846) | (2,094) |
Total stockholders’ deficit | (47,694) | (110,152) |
Total liabilities, mezzanine equity and stockholders' deficit | 100,778 | 87,788 |
2023 Series D Convertible Notes | ||
Current liabilities: | ||
Senior Convertible Notes | 0 | 31,922 |
2023 Series D Convertible Notes | ||
Current liabilities: | ||
Senior Convertible Notes | $ 297 | $ 5,796 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Allowance for doubtful accounts | $ 2,749,000 | $ 2,399,000 |
Aggregate principal amount | $ 108,792,000 | $ 181,580,000 |
Redeemable preferred stock par value (in dollars per share) | $ 0.01 | |
Redeemable preferred stock, shares authorized (in shares) | 1,000,000 | |
Redeemable preferred stock, shares issued (in shares) | 85,412 | |
Redeemable preferred stock, shares outstanding (in shares) | 85,412 | 0 |
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) | 89,428,513 | 21,754,223 |
Common stock, shares outstanding (in shares) | 89,428,513 | 21,754,223 |
Convertible Notes Payable | 2023 Series D Convertible Notes | ||
Aggregate principal amount | $ 0 | $ 50,323,000 |
Convertible Notes Payable | 2023 Series D Convertible Notes | ||
Aggregate principal amount | 277,000 | 3,352,000 |
Revolving Credit Facility | Line of Credit | ||
Aggregate principal amount | 25,000,000 | 25,000 |
Term Loan | Senior Notes, due February 2023 | ||
Aggregate principal amount | $ 83,515,000 | $ 102,905,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues: | ||
Revenue, net | $ 11,588 | $ 7,447 |
Costs and expenses: | ||
Cost of revenues | 12,799 | 8,610 |
Selling, general and administrative expenses | 6,272 | 6,717 |
Impairment charges | 24 | 8,373 |
Product development and research expenses | 1,463 | 1,800 |
Total costs and expenses | 20,558 | 25,500 |
Operating loss | (8,970) | (18,053) |
Other Expense: | ||
Foreign currency exchange loss | (2,092) | (1,597) |
Interest and other expense, net | (4,119) | (5,876) |
Gain on debt restructuring | 22,439 | 0 |
Inducement loss | (1,889) | 0 |
Change in the fair value of derivative liabilities | (3,186) | (1,258) |
Income/(loss) before income tax expense | 2,183 | (26,784) |
Income tax expense | 30 | 52 |
Net income/(loss) attributable to common shareholders | $ 2,153 | $ (26,836) |
Earnings Per Share [Abstract] | ||
Basic income/(loss) per share (in dollars per share) | $ 0.04 | $ (4.98) |
Diluted income/(loss) per share (in dollars per share) | $ 0.03 | $ (4.98) |
Weighted average shares of common stock outstanding: | ||
Basic (in shares) | 58,472,427 | 5,387,933 |
Diluted (in shares) | 77,142,350 | 5,387,933 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income/(loss) | $ 2,153 | $ (26,836) |
Other comprehensive (loss)/income, net of tax: | ||
Cumulative translation adjustment | (752) | (199) |
Other comprehensive (loss)/income, net of tax | (752) | (199) |
Comprehensive income/(loss) | $ 1,401 | $ (27,035) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' DEFICIT - 3 months ended Mar. 31, 2021 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | [1] | Accumulated Deficit | Accumulated Other Comprehensive Loss | ||
Balance at Dec. 31, 2020 | $ (110,152) | $ 220 | [1] | $ 135,218 | $ (243,496) | $ (2,094) | ||
Balance (in shares) at Dec. 31, 2020 | [1] | 21,754,223 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Stock based compensation expense | 70 | 70 | ||||||
Issuance of stock for vested restricted stock units | 2 | $ 2 | [1] | |||||
Issuance of stock for vested restricted stock units (in shares) | [1] | 181 | ||||||
Fair value of conversion feature on Convertible 2023 Series Notes | 2,033 | $ 21 | [1] | 2,012 | ||||
Fair value of conversion feature on Convertible 2023 Series Notes (in shares) | [1] | 2,049,997 | ||||||
ATM | 31,772 | $ 353 | [1] | 31,419 | ||||
ATM (in shares) | [1] | 35,322,875 | ||||||
Issuance of shares for debt exchange | 303 | $ 303 | [1] | |||||
Issuance of shares for debt exchange (in shares) | [1] | 30,002,611 | ||||||
Series C Extinguishment | 26,877 | $ 299 | [1] | 26,578 | ||||
Series C Extinguishment (in shares) | [1] | 298,626 | ||||||
Cumulative translation adjustment | (752) | (752) | ||||||
Net income/(loss) | 2,153 | 2,153 | ||||||
Balance at Mar. 31, 2021 | (47,694) | $ 1,198 | [1] | $ 195,297 | $ (241,343) | $ (2,846) | ||
Balance (in shares) at Mar. 31, 2021 | [1] | 89,428,513 | ||||||
Balance at Dec. 31, 2020 | $ 0 | |||||||
Balance (in shares) at Dec. 31, 2020 | 0 | |||||||
Redeemable, Convertible Preferred Stock | ||||||||
Issuance of preferred shares to settle Second Lien Credit Agreement paid-in- kind interest | $ 15,374 | |||||||
Issuance of preferred shares to settle Second Lien Credit Agreement paid-in- kind interest (in shares) | 85,412 | |||||||
Balance at Mar. 31, 2021 | $ 15,374 | |||||||
Balance (in shares) at Mar. 31, 2021 | 85,412 | |||||||
[1] | Adjusted to reflect the 1-for-10 reverse stock split effectuated at 12:01 a.m. Eastern Time on May 28, 2020. |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' DEFICIT (Parenthetical) | May 28, 2020 |
Statement of Stockholders' Equity [Abstract] | |
Reverse stock split, conversion ratio | 0.10 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net income/(loss) | $ 2,153 | $ (26,836) |
Reconciliation of net loss to net cash (used in) provided by operating activities: | ||
Depreciation of fixed assets and leases | 182 | 985 |
Provision for bad debt | 350 | 85 |
Provision for write down of inventory | (1,077) | 1,394 |
Stock based compensation | 70 | 491 |
Amortization of debt costs and debt discount | 186 | 1,704 |
Amortization of intangible assets | 589 | 741 |
Non cash lease expense | 91 | 103 |
Foreign currency exchange (gain)/loss | 2,092 | 1,597 |
Loss on impairment of intangible assets | 24 | 8,373 |
Non cash interest expense | 3,134 | 1,984 |
Gain on debt restructuring | (22,439) | 0 |
Inducement loss | 1,889 | 0 |
Change in the fair value of derivative liabilities | 3,186 | 1,258 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,037 | 11,637 |
Inventories | 3,590 | (8,186) |
Prepaid expenses, other current receivables, and assets | 365 | (58) |
Accounts payable and accrued expenses | (6,187) | 1,889 |
Operating liabilities | (109) | (107) |
Net cash used in operating activities | (10,874) | (2,946) |
Cash flows from investing activities: | ||
Capital expenditures | (47) | (880) |
Net cash used in investing activities | (47) | (880) |
Cash flows from financing activities: | ||
Proceeds from Term Loan 2023 | 1,465 | 0 |
Proceeds from ATM | 34,940 | 0 |
Debt issuance costs | (3,986) | 0 |
Principal paid on lease obligation | (4) | (3) |
Net cash provided by (used in) financing activities | 32,415 | (3) |
Effect of exchange rate on cash and cash equivalents | 104 | (651) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 21,598 | (4,480) |
Cash, cash equivalents and restricted cash at beginning of period | 6,712 | 16,182 |
Cash, cash equivalents and restricted cash at end of period | 28,310 | 11,702 |
Supplemental Cash flow information: | ||
Cash payments for interest | 441 | 388 |
Cash payments for income taxes | 16 | 34 |
Non-cash operating, investing and financing transactions: | ||
Acquisition of capital expenditures in accounts payable and accrued expenses | 24 | 183 |
Capitalized stock compensation in capital expenditures | 0 | 5 |
Issuance of Series D preferred stock | $ 15,374 | $ 0 |
Nature of the Business and Goin
Nature of the Business and Going Concern | 3 Months Ended |
Mar. 31, 2021 | |
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. (the “Company”) is a generic pharmaceutical company. All references to "Teligent," the "Company," "we," "us," and "our" refer to Teligent, Inc. and its subsidiaries. Our mission is to become a leader in high-barrier to entry generic pharmaceuticals. Our platform for growth is centered around the development, manufacturing and marketing of a portfolio of generic pharmaceutical products under our own label and private labeled for other pharmaceutical companies in topical, injectable and other high-barrier dosage forms. We believe that expanding our development and commercial base beyond topical generics, historically the cornerstone of our expertise, to include injectable generics and other high-barrier generics, will leverage our existing expertise and capabilities, and broaden our platform for more diversified strategic growth. We currently market and sell generic topical and generic and branded generic injectable pharmaceutical products in the United States and Canada. In the United States, we market 37 generic topical pharmaceutical products and 2 branded injectable pharmaceutical products. We have received FDA approvals for 36 topical generic products from our internally developed pipeline and we have 7 Abbreviated New Drug Applications, ("ANDAs") on topical products and 3 New Drug Application ("NDA") Prior Approval Supplements ("PASs") for sterile injectable products submitted to the FDA that are awaiting approval. We market 25 generic injectable, 3 generic topical, and 3 generic ophthalmic products. We have 1 Abbreviated New Drug Submission (“ANDS”) pending at Health Canada. In the United States, approved ANDA generic drugs are usually interchangeable with the innovator drug. This means that the generic version may generally be substituted for the branded product by either a physician or pharmacist when dispensing a prescription. We also provide contract development and manufacturing services to the prescription and over-the-counter ("OTC") pharmaceutical and cosmetic markets. We operate our business under one operating segment. Our common stock is traded on the Nasdaq Global Select Market under the trading symbol “TLGT.” Our principal executive office, laboratories and manufacturing facilities are located at 105 Lincoln Avenue, Buena, New Jersey. We have additional offices located in Iselin, New Jersey, and Mississauga, Canada. In late 2020, we decided to reposition the research and development operation mainly performed at our Tallinn, Estonia office to our US manufacturing site at Buena, New Jersey and consequently we have divested our limited assets in Estonia and are in the process of formally dissolving our Estonian operations. The manufacturing and commercialization of generic pharmaceutical products is competitive, and there are established manufacturers, suppliers and distributors actively engaged in all phases of our business. We currently manufacture and sell topical, injectable and ophthalmic generic pharmaceutical products under our own label in both the US and Canada. Liquidity and Capital Resources; Going Concern We have incurred significant losses and generated negative cash flows from operations in recent years, and we expect to continue to incur losses and generate negative cash flows from operations for the foreseeable future. We are not currently generating revenues from operations that are sufficient to cover our operating expenses, and our available capital resources are not sufficient for us to continue to meet our obligations as they become due, presenting substantial doubt as to our ability to continue as a going concern. Our cash and cash equivalents at March 31, 2021 were approximately $28.3 million, compared to approximately $11.7 at March 31, 2020. We continue to work diligently with our financial and strategic advisors to critically assess the strengths of the company which we can leverage moving forward. As of the date of this Form 10-Q filing, our cash and cash equivalents are approximately $24.6 million. In the absence of additional liquidity, we anticipate that existing cash resources, after giving effect to $4.6 million in interim funding under the Second Lien Credit Agreement, with the equity raise and our continued focus on cash conservation, we estimate that we will have sufficient operating cash until the end of 2021 or into the first quarter of 2022. We have been and are actively pursuing potential sources of additional liquidity, including: • Equity Financing . We completed the at-the-market offering on March 31, 2021 with aggregate gross proceeds of $38,712,036 from the sale of shares of our common stock at an average price of $0.993 per share. • Debt Financing . We have undertaken several deleveraging transactions to reduce our indebtedness and our related costs of capital. Additionally, we have worked with our lenders under the Senior Credit Facilities to obtain short-term financing to meet our immediate liquidity needs, including $4.6 million in interim funding under the Second Lien Credit Agreement. At the commencement of the ATM offering, we and Ares agreed to amendments of the Senior Credit Agreements to provide for an extension of relief from certain financial covenants (including, among others, our minimum liquidity covenant through March 31, 2022). There can be no assurances that our senior lenders will continue to provide interim financing or other relief from the covenants contained in our Senior Credit Agreements, from which we may need one or more additional waivers based on our currently expected results. In the event such waivers are not extended and we violate one or more of certain specified covenants in our Senior Credit Agreements, such violation may lead to one or more events of default under the Senior Credit Agreements, which may trigger certain cross-default provisions under the terms of any other indebtedness then in effect. We continue to engage with our business, financial and legal advisors to further analyze and explore new potential transactions to refinance or restructure our remaining outstanding debt. • Strategic Alternatives and Further Deleveraging. We expect to continually engage in such exploratory discussions with potential partners and counterparties in regard to strategic transactions and further deleveraging transactions as we and our board of directors determine are appropriate. We are continuing to diligently pursue with our financial and strategic advisors critical assessments of our operational and strategic strengths and how we can best leverage them moving forward. However, the outcome of these activities is uncertain at this time and there can be no assurance that we will be able to complete any such potential transaction on terms that are acceptable to us, if at all. It has been very difficult to estimate our liquidity requirements, future cash burn rates and future operating results, during the last 12 months due to the COVID-19 pandemic. Further, it has been difficult to determine when our operating environment will change to allow us to return to more normalized operations, including in respect of the effects of the COVID-19 pandemic. By way of example, the COVID-19 pandemic has resulted in a significant decrease in elective visits to dermatologists in the United States, which has led to a reduction in the volume of prescriptions written for topical products customarily supplied by us, which has negatively impacted our revenue. Further, the FDA Warning Letter (discussed further below) has prevented us from launching our new sterile injectable product line to be produced at our new facility, and due to regulatory and inventory production requirements, as well as certain issues of non-conformance with respect to certain products identified during our review undertaken in connection with the FDA Warning Letter (including, among other matters, product recalls, long-term production pauses, short-term clear path to market production pauses, and continued production with minor process correction), we anticipate continuing to experience a significant delay in the launch of such product line even after the restrictions imposed by the FDA Warning Letter are rescinded (if such restrictions are rescinded at all). We also continue to experience significant pressures on our liquidity related to remediation efforts arising in respect of the FDA Warning Letter. While we believe we have made substantial progress in remediating the issues identified in the FDA Warning Letter and in subsequent internal reviews, the FDA has significantly reduced its on-site inspections during the COVID-19 pandemic. As a result, there can be no assurances as to when the FDA will re-inspect our Buena, NJ facility and whether (and to what extent) the FDA will agree to remove the restrictions imposed by the FDA Warning Letter following such re-inspection. As such, there is substantial doubt as to when the restrictions imposed by the FDA Warning Letter and the reinspection of our Buena, NJ facility will be realized or that, when realized, our increased ability to operate will generate sufficient liquidity required by us until we are able to achieve more normalized operating results. Further, given the substantial doubts of our ability to proceed as a going concern and the significant operational challenges we face in the near- and long-term, there can be no assurances that any or all these potential sources of liquidity will be available to us on commercially acceptable terms, if at all. FDA Warning Letter As part of our efforts to remediate the issues identified in the FDA’s warning letter issued in November 2019 (the “FDA Warning Letter”) and to strengthen our quality systems, we undertook a comprehensive review of all of our products. This review was completed in December 2020. While the review did not identify material issues with many of our products, it identified certain issues of non-conformance with respect to certain products which have resulted in recalls and halting the production of certain products, that we are actively reviewing and remediating. We have experienced and may continue to experience, among other matters, product recalls, long-term production pauses, short-term clear path to market production pauses, and continued production with minor process corrections. We believe the foregoing disruptions with respect to certain of our products and the diversion of resources to remediate the product quality issues will have a negative impact on our business, financial position, results of operations and cash flows during 2021, including reducing our revenue, negatively impacting operating/(loss), and possibly resulting in impairment and other charges. Further, we anticipate that the FDA’s issuance of the warning letter and review of our processes will continue to delay the FDA’s pre-approval inspection for commercial production on the newly installed injectable line at the Buena, NJ facility. The continued failure to address the issues identified by the FDA in its warning letter and those subsequently identified by us in our comprehensive product quality review as well as the continued delay in obtaining the FDA’s pre-approval inspection for commercial production on the newly installed injectable line at the Buena, NJ facility will have a negative impact on our business, financial position, results of operations and cash flows. COVID-19 Response As a pharmaceutical manufacturing facility, we are considered “essential” under applicable directives from the state of New Jersey. During the COVID-19 Public Health Emergency and State of Emergency we maintained our manufacturing operations and monitored conditions in order to maintain a safe workplace for our employees. Among other preventative measures, we have directed all employees that could perform their function remotely to work from home in accordance with applicable guidelines, implemented social distancing measures on-site at our manufacturing facility, provided daily personal protective equipment to our onsite employees upon their arrival to the site and implemented temperature monitoring services at our newly established single point of entrance. We have also implemented a more frequent sanitization process of the facility. As the Public Health Emergency, State of Emergency and restrictions have abated, we are in the process of implementing a phased ‘return to office’ protocol under which we will maintain social distanced workspace and continue to sanitize our facilities. In order to preserve cash and align manufacturing-related resources with downward adjustments made to our production schedule, we initiated a reduction in force at our Buena, NJ manufacturing facility effective June 19, 2020. In connection with the reduction, we terminated 53 employees, furloughed another 15 employees and eliminated the 2nd shift packaging operation. Many of the furloughed employees have now been recalled and our employee base has stabilized and begun to rebound as we recruit and fill critical positions. Our employee base is currently 146 versus 153 on December 31, 2020, down 4.6%. In addition, we decided to shift our research and development operation being performed in our Tallinn, Estonia office to our US manufacturing site at Buena, New Jersey and subsequently to wind-down our Estonia operation. On September 30, 2020, we sold certain of our assets located in Estonia. Government Grant Advance On May 15, 2020, the Company received $3.4 million of proceeds from the U.S. Small Business Administration (the "SBA") Paycheck Protection Program (the "Government Grant Advance") and utilized 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. Nasdaq Delisting Notice On April 9, 2021, the Company received a notice (the “Notice”) from The Nasdaq Stock Market informing the Company that for the last 30 consecutive business days, the bid price of the Company’s securities had closed below $1.00 per share, which is the minimum required closing bid price for continued listing on Nasdaq pursuant to Listing Rule 5450(a)(1) (the “Bid Price Requirement”). The Notice has no immediate effect on the Company’s Nasdaq listing or trading of the Company’s common stock. The Company has 180 calendar days, or until October 6, 2021, to regain compliance. To regain compliance, the closing bid price of the Company’s securities must be at least $1.00 per share for a minimum of ten consecutive business days. If the Company does not regain compliance by October 6, 2021, the Company may be eligible for additional time to regain compliance or if the Company is otherwise not eligible, the Company may request a hearing before a Hearings Panel. The negative financial conditions described above raise substantial doubt about our ability to continue as a going concern as of March 31, 2021. To that end, and as described above, the Company is not currently generating revenues from operations that are sufficient to cover its operating expenses, and its available capital resources are not sufficient for it to continue to meet its obligations as they become due. As a result, the Company has engaged financial and legal advisors to assist it in, among other things, analyzing all available strategic alternatives to address its liquidity and capital structure. However, the Company cannot provide assurances that additional capital will be available when needed or that any |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements contained in this report are unaudited. In the opinion of management, the condensed consolidated financial statements include all adjustments, which are of a normal recurring nature, necessary to present fairly the financial position at March 31, 2021, and the results of operations and cash flows for the three-month periods ended March 31, 2021 and 2020. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, the accompanying unaudited condensed consolidated financial statements should be read in conjunction with the notes to the audited consolidated financial statements contained in the Company’s Form 10-K for the year ended December 31, 2020, as filed with the Securities and Exchange Commission on May 4, 2021. 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 Condensed 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. Principles of Consolidation The condensed consolidated financial statements include the accounts of Teligent, Inc. and its wholly owned and majority-owned subsidiaries. The Company consolidated 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. 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. 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 Condensed 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 7). The following table provides a reconciliation of cash and cash equivalents and restricted cash reported in the Condensed Consolidated Balance Sheet to the total amounts in the Condensed Consolidated Statement of Cash Flows as follows: March 31, 2021 March 31, 2020 Cash and cash equivalents $ 27,454 $ 11,028 Restricted cash 206 206 Restricted cash in other assets 650 468 Cash, cash equivalents and restricted cash in the statement of cash flows $ 28,310 $ 11,702 Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. At March 31, 2021 and March 31, 2020, the Company had $28,060,000 and $11,452,000 in excess of the FDIC insured limit, respectively. Fair Value of Financial Instruments The carrying amounts of cash and cash equivalents, trade receivables, restricted cash, accounts payable and other accrued liabilities at March 31, 2021 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 the 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 March 31, 2021, 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 D Convertible Notes 126 297 Series D Preferred Stock 10,627 15,374 Income/(Loss) Per Common Share Basic income/(loss) per share of common stock is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted income/(loss) per share of common stock is computed using the weighted average number of shares of common stock and potentially dilutive common stock equivalents outstanding during the period. Potential dilutive common stock equivalents include shares issuable upon the conversion of the notes and the exercise of options and warrants. For the three months ended March 31, 2021, the potential dilutive common stock equivalents have been excluded from the computation of diluted loss per share, as their effect would have been anti-dilutive. (in thousands except shares and per share data) Three months ended March 31, 2021 2020 Basic income/(loss) per share computation: Net income/(loss) - basic $ 2,153 $ (26,836) Weighted average common shares - basic 58,472,427 5,387,933 Basic income/(loss) per share $ 0.04 $ (4.98) Diluted income/(loss) per share computation: Net income/(loss) - diluted $ 2,153 $ (26,836) Series D conversion gain 78 — Net income/(loss) - diluted $ 2,231 $ (26,836) Share Computation: Weighted average common shares - basic 58,472,427 5,387,933 Effect of convertible senior notes 184,668 — Effect of dilutive stock options and RSU's 1,402,970 — Effect of convertible preferred stock 17,082,285 — Weighted average common shares outstanding - diluted 77,142,350 5,387,933 Diluted income/(loss) per share $ 0.03 $ (4.98) Concentration of Credit Risk Major customers of the Company are defined as those constituting greater than 10% of the Company's total revenue. For the three months ended March 31, 2021, one of the Company's customers accounted for 32.7% of the Company’s revenue. For the three months ended March 31, 2020, one of the Company’s customers accounted for 16.9% of the Company’s revenue. Accounts receivable related to the Company’s major customers comprised 61% of all accounts receivable as of March 31, 2021 and 12% as of March 31, 2020, respectively. The loss of one or more of these major customers could have a significant impact on our revenues, our business, and results of operations. For the three months ended March 31, 2021, domestic net revenues were $8.1 million and foreign net revenues were $3.5 million. As of March 31, 2021, domestic assets were $74.6 million and foreign assets were $26.1. For the three months ended March 31, 2020, domestic net revenues were $5.6 million and foreign net revenues were $1.8 million. As of March 31, 2020, domestic assets were $146.4 million and foreign assets were $40.5 million. Recently Adopted 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 Condensed Consolidated Financial Statements or the related disclosures. In December 2019, the FASB issued an accounting standard update to simplify the accounting for income taxes. The standard’s amendments include 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 has implemented the guidance on the Company’s Condensed Consolidated Financial Statements and related disclosures in the enclosed statements. Recently Issued 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 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 Condensed Consolidated Financial Statements and related disclosures. The Company expects to continue and finalize its evaluation and assessment as required by the guidance upon adoption. |
Revenues, Recognition and Allow
Revenues, Recognition and Allowances | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenues, Recognition and Allowances | Revenues, Recognition and Allowances Revenue Recognition The Company derives its revenues from three types of transactions: sales of its own pharmaceutical products (Company product sales), sales of the manufactured products for its customers (contract manufacturing sales), and research and product development services performed for third parties. Revenue is recognized 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. To the extent the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price using the expected value method based on historical experience as well as applicable information currently available. 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 a FOB destination basis and because of the inventory risk and risk of ownership pass 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 that the Company entered into with customers either verbally or in written form. Contract manufacturing sales are recognized net of accruals for cash discounts which are established at the time of sale and are included in Revenue, net in the Company's Condensed Consolidated Statement of Operations. Research and Development Services and Other 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 that would be recognized over time, at a point in time, or based upon the contractual term upon completion of the earnings process. Judgments are required to evaluate contingencies such as potential variances in the schedule or costs, the impact of change orders, liability claims, contract disputes, or the achievement of contractual performance standards. Revenues by Transaction Type The Company operates under one reportable segment and therefore the results of the Company's operations are reported on a consolidated basis, which is consistent with internal management reporting utilized by the chief decision maker. Net revenues for the three months ended March 31, 2021 and 2020 are as follows: Three months ended March 31, 2021 2020 Company product sales $ 10,595 $ 7,139 Contract manufacturing sales 818 197 Research and development services and other income 175 111 Revenue, net $ 11,588 $ 7,447 Disaggregated information for the Company product sales revenue has been recognized in the accompanying unaudited interim Condensed Consolidated Statements of Operations and is presented below according to product type: Three months ended March 31, Company Product Sales 2021 2020 Topical $ 7,020 $ 5,380 Injectables 3,575 1,759 Total $ 10,595 $ 7,139 In the three months ended March 31, 2021 and March 31, 2020, the Company did not incur, and therefore did not defer, any material incremental costs to obtain contracts. 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, 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. Net revenue and accounts receivable balances in the Company’s condensed consolidated financial statements are presented net of sales returns and allowances (SRA). Accounts receivable were presented net of SRA estimates of $31.2 million and $28.9 million at March 31, 2021 and December 31, 2020, respectively. Certain SRA balances were included in accounts payable and accrued expenses. The allowance for doubtful accounts was $2.7 million and $2.4 million at March 31, 2021 and December 31, 2020, respectively. The allowance for doubtful accounts was primarily related to one specific customer for $1.7 million. 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 vary with changes in product mix, changes in customer pricing and changes to estimated wholesaler inventories. The provision for chargebacks 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 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 which can be programs or one-time events. 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, quarterly, or annually 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. The Company's adjustments for the deductions to gross product sales are as follows: Three months ended March 31, 2021 2020 Gross product sales $ 32,848 $ 23,166 Deduction to gross product sales: Chargebacks and billbacks 16,980 11,955 Wholesaler fees for service 1,359 1,142 Sales discounts and other allowances 3,914 2,930 Total reduction to gross product sales $ 22,253 $ 16,027 Company product sales, net $ 10,595 $ 7,139 Financing and Payment The Company's payment terms vary by the type of the customer and the products or services offered. The term between invoicing and when payment is due is not significant. Generally, the Company does not incur incremental costs to obtain contracts. The Company does not adjust revenue for the effects of a significant financing component as the Company's customers generally pay within 100 days. Costs to Obtain or Fulfill a Customer Contract Costs related to shipping and handling are comprised of outbound freight and associated labor. The Company accounts for shipping and handling activities related to contracts with customers as fulfillment costs which are included in the cost of sales in the Condensed Consolidated Statements of Operations. The Company is required to pay a 40% royalty on certain product net sales to a pharmaceutical partner. There are currently 4 products manufactured and distributed under the Company’s label in the U.S. which are subject to this agreement. Payments are made quarterly. Royalty expense of $0.3 million and $0.1 million was included in the cost of sales in the Condensed Consolidated Statements of Operations for the three months ended March 31, 2021 and 2020, respectively. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, 2021 and December 31, 2020 consisted of: March 31, 2021 December 31, 2020 Raw materials $ 13,275 $ 13,487 Work in progress 538 386 Finished goods 15,835 21,525 Inventories reserve (8,712) (12,002) Inventories, net $ 20,936 $ 23,396 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment consists of the following: March 31, 2021 December 31, 2020 Land $ 257 $ 257 Building and improvements 11,660 11,660 Machinery and equipment 1,625 1,625 Computer hardware and software 301 300 Furniture and fixtures 74 74 Construction in progress 2,302 2,302 16,219 16,218 Less accumulated depreciation and amortization (270) (87) Property, plant and equipment, net $ 15,949 $ 16,131 The Company recorded depreciation expense of $0.2 million and $1.0 million for the three months ended March 31, 2021 and 2020, respectively. The Company received the certificate of completion of its building in the fourth quarter of 2018. For the three months ended March 31, 2021 and March 31, 2020, there was $0.0 million and $0.3 million of payroll costs, respectively, capitalized as construction in progress. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases According to ASC Topic 842, Leases , the Company recognizes Right-of-Use ("ROU") assets and lease liabilities for all leases with terms greater than 12 months at the commencement date. The Company determines whether an agreement is a lease at its inception. The Company has operating and finance leases for its corporate, manufacturing, and international facilities as well as certain equipment. Its leases have remaining terms of less than 1 year to up to 9 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 the Company's 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 are as follows: Three months ended March 31, 2021 2020 Operating lease cost $ 136 $ 158 Finance lease cost: Amortization of right-of-use assets 4 4 Interest on lease liabilities 1 1 Total finance lease cost $ 5 $ 5 Right-of-use assets obtained in exchange for new operating lease liabilities were zero and $1.0 million as of March 31, 2021 and 2020, respectively. Cash paid for amounts included in the measurement of operating lease liabilities for the three months ended March 31, 2021 and 2020 was $0.1 million and $0.1 million, respectively. Cash paid for amounts included in the measurement of finance lease liabilities for the three months ended March 31, 2021 and 2020, respectively, was not material. Supplemental balance sheet information related to leases as of the periods presented are as follows: March 31, 2021 December 31, 2020 Operating Leases Other assets $ 1,919 $ 2,001 Capital lease obligation, current 420 422 Other long-term liabilities 1,658 1,761 Total operating lease liabilities 2,078 2,183 Finance Leases Property, plant, and equipment 81 81 Accumulated depreciation (32) (25) Property, plant, and equipment, net 49 56 Capital lease obligation, current 14 14 Other long-term liabilities 39 43 Total finance lease liabilities $ 53 $ 57 The weighted average remaining lease terms as of March 31, 2021 for operating and financing leases were 5.6 years and 3.4 years, respectively. The weighted average discount rates for operating and finance leases as of March 31, 2021 were 8.4% and 8.0%, respectively. As of March 31, 2021, maturities of lease liabilities are as follows: Operating Financing Year Ending March 31, Leases Leases 2021 (excluding the three months ended March 31, 2021) 444 13 2022 552 18 2023 551 18 2024 238 12 2025 210 — 2026 210 — Thereafter 432 — Total lease payments 2,637 62 Less imputed interest 559 9 Total $ 2,078 $ 53 |
Leases | Leases According to ASC Topic 842, Leases , the Company recognizes Right-of-Use ("ROU") assets and lease liabilities for all leases with terms greater than 12 months at the commencement date. The Company determines whether an agreement is a lease at its inception. The Company has operating and finance leases for its corporate, manufacturing, and international facilities as well as certain equipment. Its leases have remaining terms of less than 1 year to up to 9 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 the Company's 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 are as follows: Three months ended March 31, 2021 2020 Operating lease cost $ 136 $ 158 Finance lease cost: Amortization of right-of-use assets 4 4 Interest on lease liabilities 1 1 Total finance lease cost $ 5 $ 5 Right-of-use assets obtained in exchange for new operating lease liabilities were zero and $1.0 million as of March 31, 2021 and 2020, respectively. Cash paid for amounts included in the measurement of operating lease liabilities for the three months ended March 31, 2021 and 2020 was $0.1 million and $0.1 million, respectively. Cash paid for amounts included in the measurement of finance lease liabilities for the three months ended March 31, 2021 and 2020, respectively, was not material. Supplemental balance sheet information related to leases as of the periods presented are as follows: March 31, 2021 December 31, 2020 Operating Leases Other assets $ 1,919 $ 2,001 Capital lease obligation, current 420 422 Other long-term liabilities 1,658 1,761 Total operating lease liabilities 2,078 2,183 Finance Leases Property, plant, and equipment 81 81 Accumulated depreciation (32) (25) Property, plant, and equipment, net 49 56 Capital lease obligation, current 14 14 Other long-term liabilities 39 43 Total finance lease liabilities $ 53 $ 57 The weighted average remaining lease terms as of March 31, 2021 for operating and financing leases were 5.6 years and 3.4 years, respectively. The weighted average discount rates for operating and finance leases as of March 31, 2021 were 8.4% and 8.0%, respectively. As of March 31, 2021, maturities of lease liabilities are as follows: Operating Financing Year Ending March 31, Leases Leases 2021 (excluding the three months ended March 31, 2021) 444 13 2022 552 18 2023 551 18 2024 238 12 2025 210 — 2026 210 — Thereafter 432 — Total lease payments 2,637 62 Less imputed interest 559 9 Total $ 2,078 $ 53 |
Redeemable, Convertible Preferr
Redeemable, Convertible Preferred Stock | 3 Months Ended |
Mar. 31, 2021 | |
Temporary Equity Disclosure [Abstract] | |
Redeemable, Convertible Preferred Stock | Redeemable, Convertible Preferred Stock As discussed in Note 8, the lenders under the Second Lien Credit Agreement agreed to convert a portion of the outstanding term loans constituting 100% of the approximately $24.5 million in accrued PIK interest into an aggregate of approximately 85,412 shares of the Company’s newly created Series D Preferred Stock, par value $0.01 per share (the “Series D Preferred Stock”). The Series D Preferred Stock does not qualify as a liability instrument under ASC 480 – Distinguishing Liabilities from Equity, because it is not mandatorily redeemable. However, the Company classified the Series D Preferred Stock as mezzanine-equity, as the Series D Preferred Stock is contingently redeemable upon a change-in-control event that is outside of the Company’s control. Each share of Series D Preferred Stock is non-voting and, subject to an increase in the number of shares of common stock available for issuance under the Company’s amended and restated certificate of incorporation, is convertible into 200 shares of common stock. The shares of Series D Preferred Stock issued in connection with the PIK Interest Exchange are convertible into an aggregate of 17,082,285 shares of common stock. The holders of shares of Series D Preferred Stock may not convert such shares of Series D Preferred Stock into shares of 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 common stock then outstanding. Upon the occurrence of a sale of the Company, subject to customary exceptions, the Company must redeem each share of Series D Preferred Stock by paying each holder of Series D Preferred Stock an amount equal to the amount such holder would have received in connection with such sale had such holder converted such share of Series D Preferred Stock into common stock immediately prior to such sale. The holders of Series D Preferred Stock are entitled to dividends on shares of Series D Preferred Stock equal (on an as-if-converted-to-Common-Stock basis) to and in the same form as dividends (other than dividends in the form of common stock) actually paid on shares of common stock when, as and if such dividends (other than dividends in the form of common stock) are paid on shares of common stock. Pursuant to the terms of the Exchange Agreement, the Company is required to seek the requisite approval of its stockholders for an amendment to its amended and restated certificate of incorporation to allow for the conversion in full of all shares of Series D Preferred Stock into shares of common stock (either by an increase in the number of authorized shares of Common Stock, the effectuation of a reverse stock split, or otherwise) (the “Stockholder Approval”). The Exchange Agreement provides that, if the Company is unable to obtain the Stockholder Approval on or before July 1, 2021, then the Company 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). |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Convertible Notes 2023 Series A Convertible Notes On April 27, 2018, the Company entered into separate exchange agreements with certain holders of the then outstanding Convertible 3.75% Senior Notes, due 2019 (the "2019 Notes") that effected the exchange, in aggregate, of $75.1 million of the 2019 Notes for $75.1 million of Convertible 4.75% Senior Notes due 2023 (the "2023 Series A Notes"). The 2023 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 2023 Series A Notes are 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 will be entitled to receive additional shares of common stock under a make-whole provision in some circumstances that could reduce the per share conversion rate to as low as $35.60 per share. The Company incurred debt issuance costs of $1.6 million upon issuance of the 2023 Notes. The 2019 Notes had been previously settled during 2019. In accordance with accounting for convertible debt within the cash conversion guidance of ASC 470-20, the Company allocated the principal amount of the 2023 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 2023 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 2023 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 2023 Notes. The debt issuance costs attributable to the liability component were recorded as a direct deduction from the liability component of the 2023 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 2023 Notes in additional paid-in capital. The effective interest rate of the 2023 Notes, inclusive of the debt discount and issuance costs, was 11.90%. Following the issuance of the 2023 Series D Convertible Notes described below, all outstanding debt with respect to the 2023 Series A Convertible Notes had been extinguished through exchange of 2023 Series C and 2023 Series D Convertible Notes (see below). 2023 Series B Convertible 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 (“2023 Series B Notes”). The 2023 Series B Notes will mature in May 2023 and are convertible at the option of the holder at any time prior to its 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 2023 Series A Notes to exchange $9.0 million of the 2023 Series A Notes for $5.1 million of the 2023 Series B Notes. The gross cash proceeds of approximately $29.3 million from the financing were used to extinguish the Company’s previously 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 2023 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 pay-in-kind ("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 2023 Series B Notes by $0 during the three months ended March 31, 2021 and March 31, 2020, respectively. Under ASC 470-60, Troubled Debt Restructurings by Debtors, the exchange of the $9.0 million of the 2023 Series A Notes for the $5.1 million of the 2023 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 2023 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 9). 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 Condensed 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 Condensed Consolidated Statement of Operations in the three months ended June 30, 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. In accordance with ASC 470-20, the initial carrying amount of the liability component of the 2023 Series B Notes, excluding the $5.1 million portion above 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 2023 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 2023 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 2023 Series B Notes, inclusive of the debt discount and issuance costs is 27.4%. Following the issuance of the 2023 Series D Convertible Notes described below, all outstanding debt with respect to the 2023 Series B Convertible Notes had been extinguished through exchange of 2023 Series C and 2023 Series D Convertible Notes (see below). 2023 Series C Secured Convertible Notes On July 20, 2020, the Company completed the sale and issuance of $13.8 million aggregate principal amount of 9.5% Series C Senior Secured Convertible Notes due 2023 (the “2023 Series C Notes”) pursuant to a Note Purchase Agreement between the Company and each purchaser of 2023 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 expects to use for general corporate purposes. The Company also issued approximately $32.3 million in aggregate principal amount of 2023 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 7.0% Cash / 8.0% PIK 2023 Series B Notes, giving effect to a 10.0% discount on the principal amount of the 2023 Series B Notes so exchanged, pursuant to an exchange agreement (the "Series B Exchange Agreement") between the Company and the holders of the 2023 Series B Notes party thereto. In addition, the Company issued approximately $3.7 million in aggregate principal amount of 2023 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 2023 Series A Notes, giving effect to a 55% discount on the principal amount of Notes so exchanged between the Company and the holders of 2023 Series A Notes party thereto. Interest on the 2023 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 2023 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 2023 Series C Notes by $0.0 million in the period ending March 31, 2021. The Company has 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 2023 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 2023 Series C Notes may elect to increase the interest rate payable on the 2023 Series C Notes to 18.0% per annum until such stockholder approval is obtained, which will 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 2023 Series C Notes elected to increase the interest rate payable on the 2023 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 D ecember 16, 2020 , pursuant to which the stockholders of the Company approved the holders of the 2023 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 2023 Series C Notes was decreased to 9.5%. The 2023 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 Notes into, at the Company’s election, cash, shares of the Company’s common stock (the “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% 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 2023 Series C Notes are not redeemable by the Company, but the Company has the right to force conversion of the 2023 Series C Notes if the Company’s per-share stock price exceeds the conversion price of the 2023 Series C Notes by 100% for a period of time after January 1, 2022, by 75% or a period of time after July 1, 2022, and by 50% for a period of time after January 1, 2023. In connection with the issuance of the 2023 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 2023 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 2023 Series C Notes may declare all of the outstanding principal amount of the 2023 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 2023 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% Cash / PIK 2023 Series B Notes and $8.2 million in aggregate principal amount, plus accrued but unpaid interest thereon, of the Company's outstanding 2023 Series A Notes was considered a debt extinguishment under ASC 470-50. The 2023 Series A Notes and 2023 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 2023 Series A Notes and $0.5 million of 2023 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 on debt restructuring line on the Condensed Consolidated Statement of Operations during the three months ending September 30, 2020. 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 2023 Series A Notes and 2023 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 Condensed Consolidated Statement of Operations during the three months ending September 30, 2020 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 2023 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 2023 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 2023 Series C Notes over the carrying amount of the liability component (inclusive of the put feature, see Note 9) 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. On January 27, 2021 (the "Modification Date"), the Company entered into a recapitalization and equitization transaction ("the Debt Exchange") pursuant to the Exchange Agreement between the Company, the Series C Noteholders and Ares Capital Corporation, whereby the holders of all of the Company’s 2023 Series C Notes agreed to exchange an aggregate of approximately $50.3 million of outstanding 2023 Series C Notes principal and accrued interest, for an aggregate of 29,862,641 shares of the Company’s common stock (the “Exchange Shares”). The Company’s common stock have been publicly traded at Nasdaq stock exchange starting from April 2016, and as of the Modification Date the market price of the Company’s common stock was equal to $0.90 per share. The Series C Equitization resulted in the extinguishment of all of our obligations under the Indenture, dated July 20, 2020, between the Company and Wilmington Trust, National Association, as trustee and collateral agent. 2023 Series D Convertible Notes On September 22, 2020, the Company completed the issuance of approximately $27.5 million aggregate principal amount of 2023 Series D Convertible Notes (the "2023 Series D Notes") in exchange for approximately $59.0 million in aggregate principal amount, plus accrued but unpaid interest, of 2023 Series A Notes , giving effect to a 53.4% discount on the principal amount of the 2023 Series A Notes exchanged . The Company also issued approximately $0.4 million aggregate principal amount of the 2023 Series D Notes in exchange for approximately $0.5 million in aggregate principal amount, plus accrued but unpaid interest, of the Company’s outstanding 2023 Series B Notes, giving effect to a 31.9% discount on the principal amount of the 2023 Series B Notes exchanged . Following the issuance of the 2023 Series D Notes, all amounts owed with respect to the 2023 Series A Notes and 2023 Series B Notes had been paid and the related indentures and the Company’s obligations thereunder were satisfied and discharged. Holders of the 2023 Series D Notes are entitled to convert principal and accrued, unpaid interest on the 2023 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 2023 Series D Notes on September 22, 2020 and continuing through March 31, 2021, the holders thereof have converted $27.6 million principal amount of 2023 Series D Notes into a total of 18.4 million shares of common stock. The 2023 Series D Notes are not redeemable by the Company. The indenture relating to the 2023 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 2023 Series D Notes may declare all of the outstanding principal amount of the 2023 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 2023 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 2023 Series A Notes and $0.5 million of 2023 Series B Notes for $27.9 million of aggregate principal amount of 2023 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 2023 Series D Notes at the carrying amount of the 2023 Series A Notes and 2023 Series B Notes. Furthermore, as the maximum total undiscounted future cash payments equal or exceed the carrying amount of the 2023 Series D Notes, no gain was recognized related to the exchange transaction. The Company recorded the 2023 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 2023 Series D Notes issuance date. The $0.6 million of 2023 Series D Notes issuance costs were expensed and reported in gain on debt restructuring in the Condensed Consolidated Statement of Operations for the quarter ended September 30, 2020. Subsequent to issuance of the 2023 Series D Notes, the holders have started to convert the notes into common stock of the Company. As the conversion features under the 2023 Series D Notes are much more beneficial than the conversion terms of the 2023 Series A Notes and 2023 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 2023 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 three months ended March 31, 2021, $3.1 million of 2023 Series D Notes were converted into the Company’s common stock at a 666.6667 conversion rate per $1,000 principal amount of 2023 Series D Notes. As a result, the Company recognized an inducement loss of $1.9 million and an extinguishment gain of $5.4 million during the three months ended March 31, 2021. 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 September 30, 2020, $25.0 million was drawn under the Revolver and $83.5 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 2023 Notes and (y) the 2023 Series B Notes. The Revolver matures on the earliest to occur of the June 23, 2024 and the date of that is 91 days prior to the maturity date of each of (x) the 2023 Notes and (y) the 2023 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 straight-line method through the estimated Revolver maturity date. The annual fees related to the Revolver and the Initial Term Loan are amortized to interest expense using the straight-line method over the annual period they relate to. In connection with the Initial Term Loan and Delayed Draw Term Loan A, the Company incurred a debt discount of $1.8 million and debt issuance issue costs of $0.8 million. The debt discount is due to lender fees paid on the Initial Term Loan of $50.0 million and drawdown of Delayed Draw Term Loan A of $20.0 million. The debt issuance costs and debt discount costs are amortized to interest expense using the effective interest rate method through the estimated maturity date. In addition, the Company incurred $0.5 million of debt issuance costs related to the commitment fees paid to the lenders for the undrawn amounts of the Delayed Draw Term Loans. These debt issuance costs were recorded as an asset on the balance sheet and amortized on a straight-line basis over the access period of the Delayed Draw Term Loans through June 30, 2019. The Initial Term Loan of $50.0 million and $15.0 million of the Revolver were drawn by the Company on December 13, 2018. On December 21, 2018, the Company drew $20.0 million of the Delayed Draw Term Loan A. In January 2019, the Company drew down $5.0 million and subsequently the remaining $5.0 million under the Revolver were drawn down by the Company in April 2019. On September 18, 2019, pursuant to terms of the First Lien Credit Agreement, the Company borrowed an advance in the aggregate principal amount of $2.5 million (the “Protective Advance”). The Protective Advance is secured Obligations under the First Lien Credit Agreement and bears interest at the rate applicable to the Revolver. The Protective Advance was subsequently repaid in November 2019 along with a repayment fee of $0.1 million. The Company drew down the remaining $10.0 million under its borrowing capacity of Delayed Draw Term Loan A before its expiry in December 2019. The $15.0 million Delayed Draw Term Loan B expired upon the issuance of the 2023 Series B Notes, prior to the Company drawing down any monies. The Term Loans are governed by the Second Lien Credit Agreement. The Term Loans include a 24-month paid-in-kind interest option available to the Company should it choose to defer cash payments in order to maintain the liquidity needed to continue launching new products, and preparing for an FDA prior approval inspection of its new injectable manufacturing facility. The Company has elected the paid-in-kind interest option and increased the princip |
Derivatives
Derivatives | 3 Months Ended |
Mar. 31, 2021 | |
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 a $5.3 million at March 31, 2020 to $2.6 million at June 30, 2020. The Company reversed the event of default liability of in the third quarter of 2020 based on the 2023 Series C Senior Notes offering which terminates the previous revenue covenant under the Senior Credit Facilities. The Company accounted for the put features associated with the Company's 2023 Series C Notes as a derivative under ASC 815, which was valued at $5.5 million at September 30, 2020 and subsequently remeasured at $7.5 million as of December 31, 2020 and $10.7 million as of January 27, 2021. On January 27, 2021, the Company entered into a recapitalization and equitization transaction and the fair value of the derivative liability was reclassed to gain on debt restructuring on the Condensed Consolidated Statement of Operations. The Company's derivative liability included the embedded convertible option of its 2023 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 statement of operations mainly due to a share price decline during the first quarter of 2020 (Note 7). 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 Condensed Consolidated Statement of Operations during the nine months ended September 30, 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 2023 Series B Notes were as follows: 12/31/2019 3/31/2020 5/28/2020 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 March 31, 2021, all 538,995 Warrants remain outstanding (Note 8). 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 Condensed 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, 2020 and March 31, 2021, respectively. Quoted Prices Significant Significant Balance Quoted Prices in Active markets for Significant Other Significant Unobservable Balance Descriptions (Level 1) (Level 2) (Level 3) December 31, 2020 (Level 1) (Level 2) (Level 3) March 31, 2021 Derivative liabilities related to the Series C Convertible Notes — — 7,507 7,507 — — — — Derivative liabilities — — $ 7,507 $ 7,507 — — — — The following table set forth a summary of changes in the fair value of the Company’s Level 3 liabilities for the three months ended March 31, 2021. Any unrealized gains or losses on the derivative liabilities were recorded in the change in derivative liability line on the Company's Condensed Consolidated Statement of Operations. Descriptions Balance as of (Gain) or loss recognized in earnings (Gain) or loss recognized on debt restructuring Balance as of Fair value of convertible feature of Series C Convertible Notes 7,507 3,186 (10,693) — Change in the fair value of derivative liabilities $ 7,507 $ 3,186 $ (10,693) $ — |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The Company assesses the recoverability of the carrying value of goodwill on a reporting unit basis on October 1 of each year, 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 indicate the carrying value of goodwill may not be recoverable through March 31, 2021. Changes in goodwill during the three months ended March 31, 2021 and the year ended December 31, 2020 were as follows: Goodwill Goodwill balance at December 31, 2019 $ 491 Foreign currency translation 10 Goodwill balance at December 31, 2020 $ 501 Foreign currency translation 7 Goodwill balance at March 31, 2021 $ 508 Intangible Assets The following sets forth the major categories of the Company’s intangible assets and the weighted-average remaining amortization period as of March 31, 2021 and December 31, 2020. March 31, 2021 Gross Carrying Accumulated Net Carrying Weighted Average Trademarks and Technology $ 26,308 $ (8,666) $ 17,642 9.2 Product acquisition costs 25 — 25 N/A- See description below In process research and development ("IPR&D") 47 — 47 N/A- See description below Customer relationships 3,713 (1,954) 1,759 4.6 Total $ 30,093 $ (10,620) $ 19,473 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 ("IPR&D") 337 — 337 N/A- See description below Customer relationships 3,689 (1,859) 1,830 4.9 Total $ 32,995 $ (10,031) $ 22,964 Changes in intangibles during the three months ended March 31, 2021 were as follows (in thousands): Trademarks and Technology Product Acquisition costs IPR&D Customer Relationships Balance at December 31, 2020 $ 20,721 $ 76 $ 337 $ 1,830 Amortization (494) — — (94) IPR&D placed in service — — — — Loss on impairment — — — — Foreign currency translation (2,585) (51) (290) 23 Balance at March 31, 2021 $ 17,642 $ 25 $ 47 $ 1,759 Under the provisions of ASC 360-10-55, the Company reviews its intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. There were no changes to the assumptions made at the first quarter of this year that would suggest further impairment. The Company did not have impairment triggers during the first quarter of 2021 related to its long-lived assets. The useful lives of the Company’s intangibles are as follows: Intangibles Category Amortizable Life Product Acquisition Costs 10 years Trademarks and Technology 15 years Customer Relationships 10 years |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Options The Company recognized $0.1 million and $0.4 million of compensation expense related to stock options during the three months ended March 31, 2021 and 2020, respectively, 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 shares 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 increases 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 March 31, 2021, there were 1,379,465 RSUs outstanding, 18,742 shares of common stock outstanding and 1,977,938 stock options under the 2016 Plan. As of December 31, 2020, there were 181 RSUs outstanding, 18,561 shares of common stock outstanding and 249,486 stock options outstanding under the 2016 Plan. As of March 31, 2021, there were a total of 1,329,630 options available under the 2016 plan after the July 2020 Amendment as discussed above and there were 4,430,447 options available under the Plan as of December 31, 2020. 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 currently 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 March 31, 2021, and therefore no additional stock compensation expense was recognized related to the amendments. During the three months ended March 31, 2021, a total of 1,754,120 stock-options were granted to officers, other employees and directors under the 2016 Plan. The stock options are eligible to vest on the third anniversary of the grant date based on the continued employment of the recipient and if certain performance requirements have been achieved. No compensation expense was recognized during the quarter ended March 31, 2021 for these performance-based stock options since it is not probable that the performance conditions or criteria will be met. The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing formula that uses assumptions noted in the following table. Expected volatilities and risk-free interest rates are based upon the expected life of the grant. Three Months Ended March 31, Assumptions 2021 2020 Expected dividends — — Risk-free rate 0.19% - 0.22% 0.85%-1.60% Expected volatility 165.43% - 166.02% 78.56% - 79.58% 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. A summary of option activity under the 1999 Director Stock Option Plan, 2009 Equity Incentive Plan, and the 2016 Equity Incentive Plan as of March 31, 2021 and changes during the period are presented below: Number of Options Weighted Average Exercise Price Outstanding as of January 1, 2021 507,295 $ 18.31 Issued 1,754,120 0.82 Exercised — — Forfeited (2,932) 13.41 Expired (29,836) 28.41 Outstanding as of March 31, 2021 2,228,647 $ 4.42 Exercisable as of March 31, 2021 239,453 $ 31.05 The following tables summarize information regarding options outstanding and exercisable at March 31, 2021: Outstanding: Stock Weighted Weighted Range of Exercise Prices Outstanding Exercise Price Contractual Life $0.00 - $7.80 2,052,118 $ 1.22 9.69 $7.81 - $15.0 49,974 10.27 6.25 $15.1 - $55.0 60,950 26.47 6.83 $55.1 - $106.7 65,605 79.29 4.78 Total 2,228,647 $ 4.42 9.39 Exercisable: Range of Exercise Prices Stock Options Exercisable Weighted Average Exercise Price $0.00 - $7.80 76,652 $ 4.40 $7.81 - $15.0 46,852 10.36 $15.1 - $55.0 50,344 28.01 $55.1 - $106.7 65,605 79.29 Total 239,453 $ 31.05 As of March 31, 2021, the intrinsic value of the options outstanding was none. As of March 31, 2021, there was $1.7 million of total unrecognized compensation expense related to non-vested share-based compensation arrangements granted under the Plan. The costs will be recognized through July 2023. Restricted Stock and RSUs The Company periodically grants restricted stock and RSU awards to certain officers and other employees that typically vest one Number of RSUs Weighted Average Grant Date Fair Value Non-vested balance at January 1, 2021 23,686 $ 2.59 Changes during the period: Shares granted 1,379,465 0.82 Shares vested (181) 35.30 Shares forfeited — — Non-vested balance at March 31, 2021 1,402,970 $ 0.85 • Represents shares granted not accounted for under the 2016 plan. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company's income tax expense was $30 thousand and $52 thousand for the three months ended March 31, 2021 and 2020, respectively, with effective tax rates of 1.38% and (0.19%), respectively. The Company excludes from the calculation of the effective tax rate any entities that are projected to operate at a loss, have no tax benefit that can reasonably be expected, and those entities which operate in a zero tax rate jurisdiction. Due to continuing operating losses in the United States, the tax provision is based on minimum U.S. state income taxes and the operations of certain foreign affiliates that are subject to taxes in their respective countries. 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. The Company is currently studying its options under the CARES Act. Tax implications of the CARES Act 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. 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. Therefore, there is no effect on earnings. The foreign entities of the Company are projected to generate an additional operating loss for the year 2021. Therefore, the Company has not made any adjustments related to potential GILTI tax in its financial statements. The Company evaluates the recoverability of its net deferred tax assets based on its history of operating results, its expectations for the future and expiration dates of its attributes including operating losses. The Company has concluded that it is more likely than not it will be unable to realize the net deferred tax assets in the immediate future and has established a valuation allowance for all U.S. and foreign net deferred tax assets. 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 occurred 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 in 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 to2020. At December 31, 2020, the Company recorded an unrecognized tax benefit aggregating $2.3 million including penalty and interest of $0.5 million. The Company records penalties and interest as a component of selling, general and administrative expenses in the Consolidated Statement of Operations. |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Accrued Expenses | Accrued Expenses Accrued expenses represent various obligations of the Company including certain operating expenses and taxes payable. As of March 31, 2021 and December 31, 2020, the largest components of accrued expenses were: March 31, 2021 December 31, 2020 Payroll $ 1,651 $ 2,872 Professional Fees 1,602 1,363 Medicaid and Medicare Rebates 1,485 1,616 Inventory and Supplies 1,333 3,055 Rebates 1,074 1,412 Wholesaler Fees 474 477 Royalties 258 302 Interest Expense 208 2,898 Other 678 718 $ 8,763 14,713 |
Legal and U.S. Regulatory Proce
Legal and U.S. Regulatory Proceedings | 3 Months Ended |
Mar. 31, 2021 | |
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; Suffolk County, New York; Cigna Corp.; Walgreen Corporation; Winn-Dixie Stores, Inc. et al.; CVS Pharmacy, Inc.; and County of Albany, New York, et al. 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 approximately 400 other generic 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 econzaole 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 the arbitrator has stayed pending a decision by the United States District Court for the District of New Jersey on the Company’s request to enjoin two of Stayma’s clients, Cintex Services LLC and Artesa Labs LLC, from arbitrating against the Company. 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 Wednesday, May 5, 2021, the parties reached a settlement in principal to resolve this dispute and no additional accrual was required to be recognized, as the company had satisfied its self-insurance retention. 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. 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 alleged that these products contain unsafe levels on N-Nitrosodimethylamine (NDMA), a known carcinogen. It further alleged 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. On April 16, 2021, the State of New Mexico filed its First Amended Complaint and abandoned all claims against the Company. 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. On April 1, 2021, the lawsuit was remanded back the Circuit Court of 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 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. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation The condensed consolidated financial statements contained in this report are unaudited. In the opinion of management, the condensed consolidated financial statements include all adjustments, which are of a normal recurring nature, necessary to present fairly the financial position at March 31, 2021, and the results of operations and cash flows for the three-month periods ended March 31, 2021 and 2020. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, the accompanying unaudited condensed consolidated financial statements should be read in conjunction with the notes to the audited consolidated financial statements contained in the Company’s Form 10-K for the year ended December 31, 2020, as filed with the Securities and Exchange Commission on May 4, 2021. 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 Condensed 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. Principles of Consolidation |
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. |
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 March 31, 2021 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 the 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. |
Loss Per Common Share | Income/(Loss) Per Common Share |
Concentration of Credit Risk | Concentration of Credit Risk |
Recently Adopted Accounting Pronouncements/Recently Issued Not Yet Adopted Accounting Pronouncements | Recently Adopted 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 Condensed Consolidated Financial Statements or the related disclosures. In December 2019, the FASB issued an accounting standard update to simplify the accounting for income taxes. The standard’s amendments include 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 has implemented the guidance on the Company’s Condensed Consolidated Financial Statements and related disclosures in the enclosed statements. Recently Issued 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 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 Condensed 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) | 3 Months Ended |
Mar. 31, 2021 | |
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 Condensed Consolidated Balance Sheet to the total amounts in the Condensed Consolidated Statement of Cash Flows as follows: March 31, 2021 March 31, 2020 Cash and cash equivalents $ 27,454 $ 11,028 Restricted cash 206 206 Restricted cash in other assets 650 468 Cash, cash equivalents and restricted cash in the statement of cash flows $ 28,310 $ 11,702 |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash and cash equivalents and restricted cash reported in the Condensed Consolidated Balance Sheet to the total amounts in the Condensed Consolidated Statement of Cash Flows as follows: March 31, 2021 March 31, 2020 Cash and cash equivalents $ 27,454 $ 11,028 Restricted cash 206 206 Restricted cash in other assets 650 468 Cash, cash equivalents and restricted cash in the statement of cash flows $ 28,310 $ 11,702 |
Fair Value and Net Carrying Value of Outstanding Convertible Notes | As of March 31, 2021, 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 D Convertible Notes 126 297 Series D Preferred Stock 10,627 15,374 |
Schedule of Earnings Per Share, Basic and Diluted | For the three months ended March 31, 2021, the potential dilutive common stock equivalents have been excluded from the computation of diluted loss per share, as their effect would have been anti-dilutive. (in thousands except shares and per share data) Three months ended March 31, 2021 2020 Basic income/(loss) per share computation: Net income/(loss) - basic $ 2,153 $ (26,836) Weighted average common shares - basic 58,472,427 5,387,933 Basic income/(loss) per share $ 0.04 $ (4.98) Diluted income/(loss) per share computation: Net income/(loss) - diluted $ 2,153 $ (26,836) Series D conversion gain 78 — Net income/(loss) - diluted $ 2,231 $ (26,836) Share Computation: Weighted average common shares - basic 58,472,427 5,387,933 Effect of convertible senior notes 184,668 — Effect of dilutive stock options and RSU's 1,402,970 — Effect of convertible preferred stock 17,082,285 — Weighted average common shares outstanding - diluted 77,142,350 5,387,933 Diluted income/(loss) per share $ 0.03 $ (4.98) |
Revenues, Recognition and All_2
Revenues, Recognition and Allowances (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenues | Net revenues for the three months ended March 31, 2021 and 2020 are as follows: Three months ended March 31, 2021 2020 Company product sales $ 10,595 $ 7,139 Contract manufacturing sales 818 197 Research and development services and other income 175 111 Revenue, net $ 11,588 $ 7,447 Disaggregated information for the Company product sales revenue has been recognized in the accompanying unaudited interim Condensed Consolidated Statements of Operations and is presented below according to product type: Three months ended March 31, Company Product Sales 2021 2020 Topical $ 7,020 $ 5,380 Injectables 3,575 1,759 Total $ 10,595 $ 7,139 |
Schedule of Accounts, Notes, Loans and Financing Receivable | The Company's adjustments for the deductions to gross product sales are as follows: Three months ended March 31, 2021 2020 Gross product sales $ 32,848 $ 23,166 Deduction to gross product sales: Chargebacks and billbacks 16,980 11,955 Wholesaler fees for service 1,359 1,142 Sales discounts and other allowances 3,914 2,930 Total reduction to gross product sales $ 22,253 $ 16,027 Company product sales, net $ 10,595 $ 7,139 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories are valued at the lower of cost or net realizable value and using the first-in-first-out method. Inventories as of March 31, 2021 and December 31, 2020 consisted of: March 31, 2021 December 31, 2020 Raw materials $ 13,275 $ 13,487 Work in progress 538 386 Finished goods 15,835 21,525 Inventories reserve (8,712) (12,002) Inventories, net $ 20,936 $ 23,396 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consists of the following: March 31, 2021 December 31, 2020 Land $ 257 $ 257 Building and improvements 11,660 11,660 Machinery and equipment 1,625 1,625 Computer hardware and software 301 300 Furniture and fixtures 74 74 Construction in progress 2,302 2,302 16,219 16,218 Less accumulated depreciation and amortization (270) (87) Property, plant and equipment, net $ 15,949 $ 16,131 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense are as follows: Three months ended March 31, 2021 2020 Operating lease cost $ 136 $ 158 Finance lease cost: Amortization of right-of-use assets 4 4 Interest on lease liabilities 1 1 Total finance lease cost $ 5 $ 5 |
Summary of Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases as of the periods presented are as follows: March 31, 2021 December 31, 2020 Operating Leases Other assets $ 1,919 $ 2,001 Capital lease obligation, current 420 422 Other long-term liabilities 1,658 1,761 Total operating lease liabilities 2,078 2,183 Finance Leases Property, plant, and equipment 81 81 Accumulated depreciation (32) (25) Property, plant, and equipment, net 49 56 Capital lease obligation, current 14 14 Other long-term liabilities 39 43 Total finance lease liabilities $ 53 $ 57 |
Schedule of Finance Lease Liabilities by Maturity | As of March 31, 2021, maturities of lease liabilities are as follows: Operating Financing Year Ending March 31, Leases Leases 2021 (excluding the three months ended March 31, 2021) 444 13 2022 552 18 2023 551 18 2024 238 12 2025 210 — 2026 210 — Thereafter 432 — Total lease payments 2,637 62 Less imputed interest 559 9 Total $ 2,078 $ 53 |
Summary of Operating Leases by Maturity | As of March 31, 2021, maturities of lease liabilities are as follows: Operating Financing Year Ending March 31, Leases Leases 2021 (excluding the three months ended March 31, 2021) 444 13 2022 552 18 2023 551 18 2024 238 12 2025 210 — 2026 210 — Thereafter 432 — Total lease payments 2,637 62 Less imputed interest 559 9 Total $ 2,078 $ 53 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 2023 Series B Notes were as follows: 12/31/2019 3/31/2020 5/28/2020 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 % 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 % |
Convertible Debt | At March 31, 2021 and December 31, 2020, the net carrying value of the debt and the remaining unamortized debt discount and issuance costs are as follows: March 31, 2021 December 31, 2020 Face amount of the 2023 Series C Notes (due March 2023) $ — $ 50,323 Face amount of the 2023 Series D Notes (due May 2023) 277 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) 83,515 102,905 Total carrying value 108,792 181,580 Less unamortized discounts and debt issuance costs (2,957) (21,778) Deferred gain on the 2023 Term Loan (due February 2023) 8,312 — Deferred gain of the 2023 Series D Notes (due May 2023) 20 2,444 Total net carrying value $ 114,167 $ 162,246 |
Derivatives (Tables)
Derivatives (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 2023 Series B Notes were as follows: 12/31/2019 3/31/2020 5/28/2020 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 % 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 Condensed 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, 2020 and March 31, 2021, respectively. Quoted Prices Significant Significant Balance Quoted Prices in Active markets for Significant Other Significant Unobservable Balance Descriptions (Level 1) (Level 2) (Level 3) December 31, 2020 (Level 1) (Level 2) (Level 3) March 31, 2021 Derivative liabilities related to the Series C Convertible Notes — — 7,507 7,507 — — — — Derivative liabilities — — $ 7,507 $ 7,507 — — — — |
Schedule of Change in Fair Value of Level 3 Liabilities | The following table set forth a summary of changes in the fair value of the Company’s Level 3 liabilities for the three months ended March 31, 2021. Any unrealized gains or losses on the derivative liabilities were recorded in the change in derivative liability line on the Company's Condensed Consolidated Statement of Operations. Descriptions Balance as of (Gain) or loss recognized in earnings (Gain) or loss recognized on debt restructuring Balance as of Fair value of convertible feature of Series C Convertible Notes 7,507 3,186 (10,693) — Change in the fair value of derivative liabilities $ 7,507 $ 3,186 $ (10,693) $ — |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | Changes in goodwill during the three months ended March 31, 2021 and the year ended December 31, 2020 were as follows: Goodwill Goodwill balance at December 31, 2019 $ 491 Foreign currency translation 10 Goodwill balance at December 31, 2020 $ 501 Foreign currency translation 7 Goodwill balance at March 31, 2021 $ 508 |
Schedule of Finite-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 March 31, 2021 and December 31, 2020. March 31, 2021 Gross Carrying Accumulated Net Carrying Weighted Average Trademarks and Technology $ 26,308 $ (8,666) $ 17,642 9.2 Product acquisition costs 25 — 25 N/A- See description below In process research and development ("IPR&D") 47 — 47 N/A- See description below Customer relationships 3,713 (1,954) 1,759 4.6 Total $ 30,093 $ (10,620) $ 19,473 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 ("IPR&D") 337 — 337 N/A- See description below Customer relationships 3,689 (1,859) 1,830 4.9 Total $ 32,995 $ (10,031) $ 22,964 Changes in intangibles during the three months ended March 31, 2021 were as follows (in thousands): Trademarks and Technology Product Acquisition costs IPR&D Customer Relationships Balance at December 31, 2020 $ 20,721 $ 76 $ 337 $ 1,830 Amortization (494) — — (94) IPR&D placed in service — — — — Loss on impairment — — — — Foreign currency translation (2,585) (51) (290) 23 Balance at March 31, 2021 $ 17,642 $ 25 $ 47 $ 1,759 |
Schedule of 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 March 31, 2021 and December 31, 2020. March 31, 2021 Gross Carrying Accumulated Net Carrying Weighted Average Trademarks and Technology $ 26,308 $ (8,666) $ 17,642 9.2 Product acquisition costs 25 — 25 N/A- See description below In process research and development ("IPR&D") 47 — 47 N/A- See description below Customer relationships 3,713 (1,954) 1,759 4.6 Total $ 30,093 $ (10,620) $ 19,473 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 ("IPR&D") 337 — 337 N/A- See description below Customer relationships 3,689 (1,859) 1,830 4.9 Total $ 32,995 $ (10,031) $ 22,964 Changes in intangibles during the three months ended March 31, 2021 were as follows (in thousands): Trademarks and Technology Product Acquisition costs IPR&D Customer Relationships Balance at December 31, 2020 $ 20,721 $ 76 $ 337 $ 1,830 Amortization (494) — — (94) IPR&D placed in service — — — — Loss on impairment — — — — Foreign currency translation (2,585) (51) (290) 23 Balance at March 31, 2021 $ 17,642 $ 25 $ 47 $ 1,759 |
Schedule Of Intangible Assets, Useful Life | The useful lives of the Company’s intangibles are as follows: Intangibles Category Amortizable Life Product Acquisition Costs 10 years Trademarks and Technology 15 years Customer Relationships 10 years |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Valuation Assumptions | The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing formula that uses assumptions noted in the following table. Expected volatilities and risk-free interest rates are based upon the expected life of the grant. Three Months Ended March 31, Assumptions 2021 2020 Expected dividends — — Risk-free rate 0.19% - 0.22% 0.85%-1.60% Expected volatility 165.43% - 166.02% 78.56% - 79.58% Expected term (in years) 3.2 - 3.3 years 3.2 - 3.3 years |
Schedule of Stock Option Activity | A summary of option activity under the 1999 Director Stock Option Plan, 2009 Equity Incentive Plan, and the 2016 Equity Incentive Plan as of March 31, 2021 and changes during the period are presented below: Number of Options Weighted Average Exercise Price Outstanding as of January 1, 2021 507,295 $ 18.31 Issued 1,754,120 0.82 Exercised — — Forfeited (2,932) 13.41 Expired (29,836) 28.41 Outstanding as of March 31, 2021 2,228,647 $ 4.42 Exercisable as of March 31, 2021 239,453 $ 31.05 |
Schedule of Stock Options Outstanding and Exercisable | The following tables summarize information regarding options outstanding and exercisable at March 31, 2021: Outstanding: Stock Weighted Weighted Range of Exercise Prices Outstanding Exercise Price Contractual Life $0.00 - $7.80 2,052,118 $ 1.22 9.69 $7.81 - $15.0 49,974 10.27 6.25 $15.1 - $55.0 60,950 26.47 6.83 $55.1 - $106.7 65,605 79.29 4.78 Total 2,228,647 $ 4.42 9.39 Exercisable: Range of Exercise Prices Stock Options Exercisable Weighted Average Exercise Price $0.00 - $7.80 76,652 $ 4.40 $7.81 - $15.0 46,852 10.36 $15.1 - $55.0 50,344 28.01 $55.1 - $106.7 65,605 79.29 Total 239,453 $ 31.05 |
Schedule of Nonvested Restricted Stock Units Activity | The following table summarizes the number of unvested RSUs and their weighted average exercise price for the three months ended March 31, 2021. Number of RSUs Weighted Average Grant Date Fair Value Non-vested balance at January 1, 2021 23,686 $ 2.59 Changes during the period: Shares granted 1,379,465 0.82 Shares vested (181) 35.30 Shares forfeited — — Non-vested balance at March 31, 2021 1,402,970 $ 0.85 • Represents shares granted not accounted for under the 2016 plan. |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Other Income and Expenses [Abstract] | |
Schedule of Accrued Expenses | As of March 31, 2021 and December 31, 2020, the largest components of accrued expenses were: March 31, 2021 December 31, 2020 Payroll $ 1,651 $ 2,872 Professional Fees 1,602 1,363 Medicaid and Medicare Rebates 1,485 1,616 Inventory and Supplies 1,333 3,055 Rebates 1,074 1,412 Wholesaler Fees 474 477 Royalties 258 302 Interest Expense 208 2,898 Other 678 718 $ 8,763 14,713 |
Nature of the Business and Go_2
Nature of the Business and Going Concern (Details) | Mar. 31, 2021USD ($)employee$ / sharesshares | May 15, 2020USD ($) | Mar. 31, 2021USD ($)employeesegmentproduct$ / shares | May 24, 2021USD ($) | Dec. 31, 2020USD ($)employee | Sep. 30, 2020USD ($) | Jun. 19, 2020employee | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 13, 2018USD ($) |
Summary of Significant Accounting Policies Details [Line Items] | ||||||||||
Segments | segment | 1 | |||||||||
Cash, cash equivalents and restricted cash in the statement of cash flows | $ | $ 28,310,000 | $ 28,310,000 | $ 6,712,000 | $ 11,702,000 | $ 16,182,000 | |||||
Cash and cash equivalents | $ | 27,454,000 | 27,454,000 | 5,946,000 | $ 11,028,000 | ||||||
Aggregate principal amount | $ | $ 108,792,000 | $ 108,792,000 | $ 181,580,000 | |||||||
Number of terminated employees | employee | 53 | |||||||||
Number of furloughed employees | employee | 15 | |||||||||
Number of employees | employee | 146 | 146 | 153 | |||||||
Employee base, percentage decrease in recruitment | 4.60% | 4.60% | ||||||||
Proceeds received under PPP | $ | $ 3,400,000 | |||||||||
Stated interest rate | 1.00% | |||||||||
Subsequent Event | ||||||||||
Summary of Significant Accounting Policies Details [Line Items] | ||||||||||
Cash and cash equivalents | $ | $ 24,600,000 | |||||||||
United States | ||||||||||
Summary of Significant Accounting Policies Details [Line Items] | ||||||||||
Pharmaceutical products, number of generic products marketed | 37 | |||||||||
Pharmaceutical products, number of branded generic products marketed | 2 | |||||||||
Pharmaceutical products, number of topical generic products with approvals | 36 | |||||||||
Number of Abbreviated New Drug Applications on topical products | 7 | |||||||||
Number of New Drug Application Prior Approval Supplements for sterile injectable products, awaiting approval | 3 | |||||||||
Ophthalmic products, number of generic injectable products marketed | 25 | |||||||||
Ophthalmic products, number of generic topical products marketed | 3 | |||||||||
Ophthalmic products, number of generic products marketed | 3 | |||||||||
Canada | ||||||||||
Summary of Significant Accounting Policies Details [Line Items] | ||||||||||
Number of Abbreviated New Drug Applications on topical products | 1 | |||||||||
At-the-Market Offering | ||||||||||
Summary of Significant Accounting Policies Details [Line Items] | ||||||||||
Stock issued during period, shares, new issues (in shares) | shares | 38,712,036 | |||||||||
Sale of stock, price per share (usd per share) | $ / shares | $ 0.993 | $ 0.993 | ||||||||
Term Loan | ||||||||||
Summary of Significant Accounting Policies Details [Line Items] | ||||||||||
Aggregate principal amount | $ | $ 83,500,000 | |||||||||
Term Loan | Line of Credit | ||||||||||
Summary of Significant Accounting Policies Details [Line Items] | ||||||||||
Aggregate principal amount | $ | $ 80,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | May 28, 2020 | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Mar. 31, 2019USD ($) |
Summary of Significant Accounting Policies Details [Line Items] | |||||
Reverse stock split, conversion ratio | 0.10 | ||||
Cash in excess of the FDIC insured limit | $ 28,060 | $ 11,452 | |||
Assets | 100,778 | $ 87,788 | |||
Convertible Note 2019 | |||||
Summary of Significant Accounting Policies Details [Line Items] | |||||
Restricted cash | $ 2,700 | ||||
Domestic | |||||
Summary of Significant Accounting Policies Details [Line Items] | |||||
Gross product sales | 8,100 | 5,600 | |||
Assets | 74,600 | 146,400 | |||
Foreign | |||||
Summary of Significant Accounting Policies Details [Line Items] | |||||
Gross product sales | 3,500 | 1,800 | |||
Assets | $ 26,100 | $ 40,500 | |||
Sales Revenue | |||||
Summary of Significant Accounting Policies Details [Line Items] | |||||
Concentration risk | 32.70% | 16.90% | |||
Accounts Receivable | |||||
Summary of Significant Accounting Policies Details [Line Items] | |||||
Concentration risk | 61.00% | 12.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Reconciliation of Cash and Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 27,454 | $ 5,946 | $ 11,028 | |
Restricted cash | 206 | 206 | 206 | |
Restricted cash in other assets | 650 | 468 | ||
Cash, cash equivalents and restricted cash in the statement of cash flows | $ 28,310 | $ 6,712 | $ 11,702 | $ 16,182 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Fair Value and Carrying Value (Details) $ in Thousands | Mar. 31, 2021USD ($) |
2023 Series D Convertible Notes | Estimate of Fair Value Measurement | |
Summary of Significant Accounting Policies [Line Items] | |
Debt instrument, fair value disclosure | $ 126 |
2023 Series D Convertible Notes | Reported Value Measurement | |
Summary of Significant Accounting Policies [Line Items] | |
Debt instrument, fair value disclosure | 297 |
Series D Preferred Stock | Estimate of Fair Value Measurement | |
Summary of Significant Accounting Policies [Line Items] | |
Debt instrument, fair value disclosure | 10,627 |
Series D Preferred Stock | Reported Value Measurement | |
Summary of Significant Accounting Policies [Line Items] | |
Debt instrument, fair value disclosure | $ 15,374 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Computation of Earnings (Loss) per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Basic income/(loss) per share computation: | ||
Net income/(loss) | $ 2,153 | $ (26,836) |
Weighted average common shares - basic (in shares) | 58,472,427 | 5,387,933 |
Basic income/(loss) per share (in dollars per share) | $ 0.04 | $ (4.98) |
Diluted income/(loss) per share computation: | ||
Net income/(loss) | $ 2,153 | $ (26,836) |
Series D conversion gain | 78 | 0 |
Net income/(loss) - diluted | $ 2,231 | $ (26,836) |
Share Computation: | ||
Weighted average common shares - basic (in shares) | 58,472,427 | 5,387,933 |
Effect of convertible senior notes (in shares) | 184,668 | 0 |
Effect of dilutive stock options and RSU's (in shares) | 1,402,970 | 0 |
Effect of convertible preferred stock (in shares) | 17,082,285 | 0 |
Weighted average common shares - diluted (in shares) | 77,142,350 | 5,387,933 |
Diluted income/(loss) per share (in dollars per share) | $ 0.03 | $ (4.98) |
Revenues, Recognition and All_3
Revenues, Recognition and Allowances - Narrative (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021USD ($)segmenttransaction_typeproduct | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Disaggregation of Revenue [Line Items] | |||
Types of transactions | transaction_type | 3 | ||
Segments | segment | 1 | ||
Allowance for doubtful accounts | $ 2.7 | $ 2.4 | |
Allowance for doubtful accounts related to one customer | $ 1.7 | 1.7 | |
Accounts receivable, terms of customer credit | 100 days | ||
Percentage of net sales for royalty | 40.00% | ||
Royalty expense | $ 0.3 | $ 0.1 | |
United States | |||
Disaggregation of Revenue [Line Items] | |||
Products manufactured, marketed and distributed | product | 4 | ||
Net Of SRA Balance | |||
Disaggregation of Revenue [Line Items] | |||
Accounts receivable | $ 31.2 | $ 28.9 |
Revenues, Recognition and All_4
Revenues, Recognition and Allowances - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenue, net | $ 11,588 | $ 7,447 |
Company product sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | 10,595 | 7,139 |
Contract manufacturing sales | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | 818 | 197 |
Research and development services and other income | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | 175 | 111 |
Topical | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | 7,020 | 5,380 |
Injectables | ||
Disaggregation of Revenue [Line Items] | ||
Revenue, net | $ 3,575 | $ 1,759 |
Revenues, Recognition and All_5
Revenues, Recognition and Allowances - Adjustments to Gross Product Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Deduction to gross product sales: | ||
Revenue, net | $ 11,588 | $ 7,447 |
Company product sales | ||
Disaggregation of Revenue [Line Items] | ||
Gross product sales | 32,848 | 23,166 |
Deduction to gross product sales: | ||
Chargebacks and billbacks | 16,980 | 11,955 |
Wholesaler fees for service | 1,359 | 1,142 |
Sales discounts and other allowances | 3,914 | 2,930 |
Total reduction to gross product sales | 22,253 | 16,027 |
Revenue, net | $ 10,595 | $ 7,139 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 13,275 | $ 13,487 |
Work in progress | 538 | 386 |
Finished goods | 15,835 | 21,525 |
Inventories reserve | (8,712) | (12,002) |
Inventories, net | $ 20,936 | $ 23,396 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 16,219 | $ 16,218 |
Less accumulated depreciation and amortization | (270) | (87) |
Property, plant and equipment, net | 15,949 | 16,131 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 257 | 257 |
Building and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 11,660 | 11,660 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 1,625 | 1,625 |
Computer hardware and software | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 301 | 300 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 74 | 74 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 2,302 | $ 2,302 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 182 | $ 985 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Payroll costs | $ 0 | $ 300 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | |
May 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | |
Lessee, Lease, Description [Line Items] | |||
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 | |
Operating lease payments | $ 0.1 | $ 0.1 | |
Operating lease, weighted average remaining lease term | 5 years 7 months 6 days | ||
Finance lease, weighted average remaining lease term | 3 years 4 months 24 days | ||
Operating lease, weighted average discount rate | 8.40% | ||
Finance lease, weighted average discount rate | 8.00% | ||
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 | 9 years | ||
Weighted average discount rate | 8.60% |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 136 | $ 158 |
Amortization of right-of-use assets | 4 | 4 |
Interest on lease liabilities | 1 | 1 |
Total finance lease cost | $ 5 | $ 5 |
Leases - Balance Sheet Informat
Leases - Balance Sheet Information (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Operating Leases | ||
Other assets | $ 1,919 | $ 2,001 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent | us-gaap:OtherAssetsNoncurrent |
Capital lease obligation, current | $ 420 | $ 422 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Capital lease obligation, current | Capital lease obligation, current |
Other long-term liabilities | $ 1,658 | $ 1,761 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long term liabilities | Other long term liabilities |
Total operating lease liabilities | $ 2,078 | $ 2,183 |
Finance Leases | ||
Property, plant, and equipment | 81 | 81 |
Accumulated depreciation | (32) | (25) |
Property, plant, and equipment, net | 49 | 56 |
Capital lease obligation, current | $ 14 | $ 14 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Capital lease obligation, current | Capital lease obligation, current |
Other long-term liabilities | $ 39 | $ 43 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long term liabilities | Other long term liabilities |
Total finance lease liabilities | $ 53 | $ 57 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Operating Leases | ||
2021 (excluding the three months ended March 31, 2021) | $ 444 | |
2022 | 552 | |
2023 | 551 | |
2024 | 238 | |
2025 | 210 | |
2026 | 210 | |
Thereafter | 432 | |
Total lease payments | 2,637 | |
Less imputed interest | 559 | |
Total | 2,078 | $ 2,183 |
Financing Leases | ||
2021 (excluding the three months ended March 31, 2021) | 13 | |
2022 | 18 | |
2023 | 18 | |
2024 | 12 | |
2025 | 0 | |
2026 | 0 | |
Thereafter | 0 | |
Total lease payments | 62 | |
Less imputed interest | 9 | |
Total | $ 53 | $ 57 |
Redeemable, Convertible Prefe_2
Redeemable, Convertible Preferred Stock - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 27, 2021 | Mar. 31, 2021 |
Class of Stock [Line Items] | ||
Percentage of converted accrued paid in kind interest | 100.00% | |
Paid-in-kind interest | $ 24.5 | |
Redeemable preferred stock par value (in dollars per share) | $ 0.01 | |
Redeemable, Convertible Preferred Stock | ||
Class of Stock [Line Items] | ||
Redeemable preferred stock par value (in dollars per share) | $ 0.01 | |
Convertible preferred stock, shares issued upon conversion (in shares) | 200 | |
Preferred stock, convertible, shares issuable (in shares) | 17,082,285 | |
Convertible preferred stock, percentage of outstanding common stock threshold | 15.00% | |
Convertible preferred stock, percentage of shares originally issued | 2.50% | |
Convertible Notes Payable | ||
Class of Stock [Line Items] | ||
Debt conversion, shares issued (in shares) | 85,412 | |
Convertible Notes Payable | Redeemable, Convertible Preferred Stock | ||
Class of Stock [Line Items] | ||
Debt conversion, shares issued (in shares) | 85,412 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Jan. 27, 2021USD ($)$ / sharesshares | 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 ($)loan | Apr. 27, 2018USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Nov. 30, 2019USD ($) | Apr. 30, 2019USD ($) | Jan. 31, 2019USD ($) | Mar. 31, 2021USD ($)shares | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($)$ / shares | Mar. 31, 2021USD ($)shares | Dec. 31, 2020USD ($) | Nov. 02, 2020 | May 15, 2020 |
Debt Instrument [Line Items] | ||||||||||||||||||||||
Stated interest rate | 1.00% | |||||||||||||||||||||
Aggregate principal amount | $ 108,792,000 | $ 108,792,000 | $ 181,580,000 | |||||||||||||||||||
Non cash interest expense | 3,134,000 | $ 1,984,000 | ||||||||||||||||||||
Partial extinguishment of equity component | 26,877,000 | |||||||||||||||||||||
Reverse stock split, conversion ratio | 0.10 | |||||||||||||||||||||
Derivative liability | $ 6,300,000 | $ 5,600,000 | ||||||||||||||||||||
Remeasured derivative liability | 0 | $ 0 | 7,507,000 | |||||||||||||||||||
Mark-to-market loss recognized | $ 3,500,000 | |||||||||||||||||||||
Gain (loss) on restructuring | $ 22,439,000 | 0 | ||||||||||||||||||||
Pre-reverse stock split shares (in shares) | shares | 538,995 | 538,995 | 538,995 | |||||||||||||||||||
Exercise price (dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||||||||||
Estimated fair value of the Warrants | $ 300,000 | 2,200,000 | $ 1,400,000 | |||||||||||||||||||
Period warrants are exercisable | 5 years | 5 years | ||||||||||||||||||||
Exercisable warrants (in shares) (up to) | shares | 134,667 | 134,667 | 134,667 | |||||||||||||||||||
Inducement loss | $ 1,889,000 | 0 | ||||||||||||||||||||
Change in the fair value of derivative liabilities | (3,186,000) | (1,258,000) | ||||||||||||||||||||
Paid-in-kind interest | $ 24,500,000 | |||||||||||||||||||||
Redeemable, Convertible Preferred Stock | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Preferred stock, convertible, shares issuable (in shares) | shares | 17,082,285 | |||||||||||||||||||||
Series D Preferred Stock | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Preferred stock, convertible, shares issuable (in shares) | shares | 17,082,285 | |||||||||||||||||||||
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 | ||||||||||||||||||||
Fair value of embedded derivative liability | $ 2,000,000 | |||||||||||||||||||||
Derivative liability | 13,500,000 | |||||||||||||||||||||
Remeasured derivative liability | 2,800,000 | |||||||||||||||||||||
Gain on change in fair value of derivative | 4,000,000 | |||||||||||||||||||||
Revolving Credit Facility | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Change in the fair value of derivative liabilities | 5,600,000 | |||||||||||||||||||||
Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | $ 83,500,000 | |||||||||||||||||||||
Convertible Notes Payable | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Unamortized discount | $ 14,600,000 | |||||||||||||||||||||
Partial extinguishment of equity component | 16,200,000 | |||||||||||||||||||||
Extinguishment gain | 11,800,000 | |||||||||||||||||||||
Lender fees | 1,800,000 | |||||||||||||||||||||
Third party fees | 2,200,000 | |||||||||||||||||||||
Equity component recorded in APIC | 1,000,000 | |||||||||||||||||||||
Gain (loss) on restructuring | 1,200,000 | |||||||||||||||||||||
Debt conversion, shares issued (in shares) | shares | 85,412 | |||||||||||||||||||||
Convertible Notes Payable | Redeemable, Convertible Preferred Stock | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Debt conversion, shares issued (in shares) | shares | 85,412 | |||||||||||||||||||||
Line of Credit | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Interest rate, effective percentage | 4.25% | |||||||||||||||||||||
Liquidity covenant compliance | $ 10,000,000 | |||||||||||||||||||||
Line of Credit | Revolving Credit Facility | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | $ 25,000,000 | 25,000,000 | $ 25,000,000 | 25,000 | ||||||||||||||||||
Debt issuance costs | $ 300,000 | |||||||||||||||||||||
Unamortized discount | 500,000 | |||||||||||||||||||||
Proceeds from Term Loan 2023 | $ 2,500,000 | 15,000,000 | $ 5,000,000 | $ 5,000,000 | ||||||||||||||||||
Line of credit maximum borrowing capacity | 25,000,000 | |||||||||||||||||||||
Repayment fee | $ 100,000 | |||||||||||||||||||||
Line of Credit | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Basis spread on variable rate | 3.75% | |||||||||||||||||||||
Line of Credit | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Basis spread on variable rate | 1.50% | |||||||||||||||||||||
Line of Credit | Revolving Credit Facility | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Basis spread on variable rate | 5.50% | |||||||||||||||||||||
Line of Credit | Revolving Credit Facility | Base Rate | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Basis spread on variable rate | 4.50% | 2.75% | ||||||||||||||||||||
Line of Credit | Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | 80,000,000 | |||||||||||||||||||||
Debt issuance costs | 800,000 | |||||||||||||||||||||
Unamortized discount | $ 1,800,000 | |||||||||||||||||||||
Covenant, revenue required to attain | $ 125,000,000 | |||||||||||||||||||||
Line of Credit | Term Loan | London Interbank Offered Rate (LIBOR) | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Basis spread on variable rate | 8.75% | |||||||||||||||||||||
Line of Credit | Term Loan | London Interbank Offered Rate (LIBOR) | Minimum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Basis spread on variable rate | 1.50% | |||||||||||||||||||||
Line of Credit | Term Loan | London Interbank Offered Rate (LIBOR) | Maximum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Basis spread on variable rate | 13.00% | |||||||||||||||||||||
Line of Credit | Term Loan | Base Rate | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Basis spread on variable rate | 12.00% | 7.75% | ||||||||||||||||||||
Convertible Note 2019 | Convertible Notes Payable | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Stated interest rate | 3.75% | |||||||||||||||||||||
Debt, transfer | $ 75,100,000 | |||||||||||||||||||||
Convertible Note 2023 | Convertible Notes Payable | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Stated interest rate | 4.75% | |||||||||||||||||||||
Debt, transfer | $ 75,100,000 | |||||||||||||||||||||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 44.50 | |||||||||||||||||||||
Settlement conversion price (dollars per share) | $ / shares | $ 35.60 | |||||||||||||||||||||
Debt issuance costs | $ 1,600,000 | |||||||||||||||||||||
Unamortized discount | $ 19,000,000 | |||||||||||||||||||||
Interest rate, effective percentage | 11.90% | |||||||||||||||||||||
Senior Notes, due December 2019 | Convertible Notes Payable | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Gross cash proceeds | $ 29,300,000 | |||||||||||||||||||||
2023 Term Loans | Line of Credit | Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Number of term loans | loan | 3 | |||||||||||||||||||||
Initial Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Paid-in-kind interest option term | 24 months | |||||||||||||||||||||
Increase to principal balance | $ 2,000,000 | |||||||||||||||||||||
Initial Term Loan | Minimum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Interest rate, effective percentage | 16.60% | 16.60% | ||||||||||||||||||||
Initial Term Loan | Maximum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Interest rate, effective percentage | 17.70% | 17.70% | ||||||||||||||||||||
Initial Term Loan | Line of Credit | Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | $ 50,000,000 | |||||||||||||||||||||
Delayed Draw Term Loan A | Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Debt issuance costs | 500,000 | |||||||||||||||||||||
Proceeds from Term Loan 2023 | $ 10,000,000 | |||||||||||||||||||||
Amount drawn | $ 20,000,000 | |||||||||||||||||||||
Delayed Draw Term Loan A | Term Loan | Minimum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Interest rate, effective percentage | 9.60% | 9.60% | ||||||||||||||||||||
Delayed Draw Term Loan A | Term Loan | Maximum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Interest rate, effective percentage | 10.90% | 10.90% | ||||||||||||||||||||
Delayed Draw Term Loan A | Line of Credit | Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | 30,000,000 | |||||||||||||||||||||
Delayed Draw Term Loan B | Line of Credit | Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | $ 15,000,000 | |||||||||||||||||||||
Partial extinguishment of Convertible 3.75% Senior Notes | 15,000,000 | |||||||||||||||||||||
Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Stated interest rate | 7.00% | |||||||||||||||||||||
Aggregate principal amount | $ 34,405,000 | $ 34,405,000 | $ 34,405,000 | |||||||||||||||||||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 7.20 | $ 7.20 | $ 7.20 | $ 7.20 | ||||||||||||||||||
Debt issuance costs | $ 2,300,000 | |||||||||||||||||||||
Increase to principal balance | $ 0 | $ 0 | ||||||||||||||||||||
Gross cash proceeds | 34,400,000 | |||||||||||||||||||||
Series D conversion gain | $ 500,000 | |||||||||||||||||||||
Extinguishment of liability component | $ 500,000 | |||||||||||||||||||||
Net proceeds from the offering | $ 26,900,000 | |||||||||||||||||||||
PIK interest | 8.00% | |||||||||||||||||||||
Discount on principal amount | 31.90% | |||||||||||||||||||||
Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | Series B Convertible Note Holders | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Stated interest rate | 7.00% | |||||||||||||||||||||
PIK interest | 8.00% | |||||||||||||||||||||
Discount on principal amount | 10.00% | |||||||||||||||||||||
Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | 2023 Note Holders | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Discount on principal amount | 55.00% | |||||||||||||||||||||
Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | 2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Debt issuance costs | 200,000 | $ 200,000 | ||||||||||||||||||||
Series D conversion gain | $ 5,100,000 | |||||||||||||||||||||
Carrying value of original debt | 7,200,000 | 7,200,000 | ||||||||||||||||||||
Fair value of embedded derivative liability | 2,000,000 | 2,000,000 | ||||||||||||||||||||
Future undiscounted cash flows | $ 6,800,000 | $ 6,800,000 | ||||||||||||||||||||
Series A Unsecured Convertible Notes due 2023 | Convertible Notes Payable | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Series D conversion gain | $ 59,000,000 | |||||||||||||||||||||
Extinguishment of liability component | $ 19,300,000 | |||||||||||||||||||||
Discount on principal amount | 53.40% | |||||||||||||||||||||
Series A Unsecured Convertible Notes due 2023 | Convertible Notes Payable | 2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Original exchange amount | $ 9,000,000 | |||||||||||||||||||||
Senior Notes, Due 2023 | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Interest rate at period end | 27.40% | 27.40% | ||||||||||||||||||||
Senior Notes, due February 2023 | Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | $ 83,515,000 | $ 83,515,000 | $ 102,905,000 | |||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Stated interest rate | 9.50% | 18.00% | ||||||||||||||||||||
Aggregate principal amount | $ 13,800,000 | |||||||||||||||||||||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 2.78 | |||||||||||||||||||||
Increase to principal balance | 0 | |||||||||||||||||||||
Gross cash proceeds | $ 10,000,000 | |||||||||||||||||||||
Original exchange amount | $ 32,300,000 | |||||||||||||||||||||
Default threshold percentage | 25.00% | |||||||||||||||||||||
Series D conversion gain | $ 50,300,000 | |||||||||||||||||||||
Consecutive trading days | loan | 10 | |||||||||||||||||||||
Conversion premium percentage | 20.00% | |||||||||||||||||||||
Debt conversion, shares issued (in shares) | shares | 29,862,641 | |||||||||||||||||||||
Sale of stock, price per share (usd per share) | $ / shares | $ 0.90 | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | Debt Instrument, Redemption, Period One | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Conversion price percentage | 100.00% | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | Debt Instrument, Redemption, Period Two | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Conversion price percentage | 75.00% | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | Debt Instrument, Redemption, Period Three | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Conversion price percentage | 50.00% | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | Series B Convertible Note Holders | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Series D conversion gain | $ 35,900,000 | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | 2023 Note Holders | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Original exchange amount | 3,700,000 | |||||||||||||||||||||
Series D conversion gain | $ 8,200,000 | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | Maximum | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Stated interest rate | 18.00% | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | $ 50,100,000 | |||||||||||||||||||||
Debt instrument, convertible, conversion price (in dollars per share) | $ / shares | $ 1.50 | |||||||||||||||||||||
Debt issuance costs | $ 600,000 | |||||||||||||||||||||
Extinguishment gain | 5,400,000 | |||||||||||||||||||||
Original exchange amount | $ 3,100,000 | |||||||||||||||||||||
Default threshold percentage | 25.00% | |||||||||||||||||||||
Series D conversion gain | $ 27,900,000 | $ 27,600,000 | ||||||||||||||||||||
Debt conversion, shares issued (in shares) | shares | 18,400,000 | |||||||||||||||||||||
Conversion rate | 666.6667% | |||||||||||||||||||||
Inducement loss | $ 1,900,000 | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | 2023 Series D Convertible Notes in exchange for 2023 Series A Convertible Notes | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Original exchange amount | 27,500,000 | |||||||||||||||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | 2023 Series D Convertible Notes in Exchange for 2023 Series B Convertible Notes | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Original exchange amount | $ 400,000 | |||||||||||||||||||||
Delayed Draw Term Loan C | Line of Credit | Term Loan | ||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||
Aggregate principal amount | $ 4,600,000 |
Debt - Terms and Assumptions to
Debt - Terms and Assumptions to Determine Fair Value of Warrants (Details) | Jul. 20, 2020$ / shares | May 28, 2020$ / shares | Apr. 06, 2020$ / shares |
Debt Instrument [Line Items] | |||
Period warrants are exercisable | 5 years | 5 years | |
Stock price | Warrant | |||
Debt Instrument [Line Items] | |||
Warrants, measurement input | 2.45 | 4.03 | 2.70 |
Expected Life in Years | Warrant | |||
Debt Instrument [Line Items] | |||
Period warrants are exercisable | 5 years | 4 years 10 months 9 days | 5 years |
Volatility | Warrant | |||
Debt Instrument [Line Items] | |||
Warrants, measurement input | 0.795 | 0.790 | 0.776 |
Discount Rate- Bond Equivalent Yield | Warrant | |||
Debt Instrument [Line Items] | |||
Warrants, 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 ($) | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 |
Debt Instrument [Line Items] | |||
Aggregate principal amount | $ 108,792,000 | $ 181,580,000 | |
Less unamortized discounts and debt issuance costs | (2,957,000) | (21,778,000) | |
Total net carrying value | 114,167,000 | 162,246,000 | |
Term Loan | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | $ 83,500,000 | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | 25,000,000 | 25,000,000 | |
2023 Series D Convertible Notes | Convertible Notes Payable | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | 0 | 50,323,000 | |
2023 Series D Convertible Notes | |||
Debt Instrument [Line Items] | |||
Deferred gain of the 2023 Series D Notes (due May 2023) | 20,000 | 2,444,000 | |
2023 Series D Convertible Notes | Convertible Notes Payable | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | 277,000 | 3,352,000 | |
Senior Notes, due February 2023 | Term Loan | |||
Debt Instrument [Line Items] | |||
Aggregate principal amount | 83,515,000 | 102,905,000 | |
2023 Term Loans | |||
Debt Instrument [Line Items] | |||
Deferred gain of the 2023 Series D Notes (due May 2023) | $ 8,312,000 | $ 0 |
Derivatives - Narrative (Detail
Derivatives - Narrative (Details) | May 28, 2020USD ($) | Mar. 31, 2021USD ($)shares | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Jan. 27, 2021USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Jul. 20, 2020USD ($)$ / shares | Apr. 06, 2020USD ($)$ / sharesshares | Oct. 31, 2019USD ($) |
Derivative [Line Items] | ||||||||||
Remeasured derivative liability | $ 0 | $ 7,507,000 | ||||||||
Reverse stock split, conversion ratio | 0.10 | |||||||||
Derivative liability | $ 6,300,000 | $ 5,600,000 | ||||||||
Mark-to-market loss recognized | 3,500,000 | |||||||||
Pre-reverse stock split shares (in shares) | shares | 538,995 | 538,995 | ||||||||
Exercise price (dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||
Estimated fair value of the Warrants | $ 2,200,000 | $ 300,000 | $ 1,400,000 | |||||||
(Level 3) | Derivative Liability | ||||||||||
Derivative [Line Items] | ||||||||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value | $ 0 | 7,507,000 | ||||||||
Loss recorded on derivative liability | (3,186,000) | |||||||||
Revolving Credit Facility | Line of Credit | (Level 3) | Derivative Liability | ||||||||||
Derivative [Line Items] | ||||||||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value | $ 2,600,000 | $ 5,300,000 | ||||||||
2023 Series D Convertible Notes | Convertible Notes Payable | (Level 3) | Derivative Liability | ||||||||||
Derivative [Line Items] | ||||||||||
Fair value, measurement with unobservable inputs reconciliation, recurring basis, liability value | 0 | $ 10,700,000 | $ 7,507,000 | $ 5,500,000 | ||||||
Loss recorded on derivative liability | (3,186,000) | |||||||||
2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | ||||||||||
Derivative [Line Items] | ||||||||||
Derivative liability | $ 13,500,000 | |||||||||
Fair value of embedded derivative liability | $ 2,000,000 | |||||||||
Remeasured derivative liability | 2,800,000 | |||||||||
Gain on change in fair value of derivative | $ 4,000,000 | |||||||||
2023 Series A Unsecured Convertible Notes for Series B Senior Unsecured Convertible Notes | Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | ||||||||||
Derivative [Line Items] | ||||||||||
Fair value of embedded derivative liability | $ 2,000,000 |
Derivatives - Terms and Assumpt
Derivatives - Terms and Assumptions in Valuation of Convertible Option of Notes (Details) | May 28, 2020USD ($)$ / shares | Mar. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Jul. 20, 2020$ / shares | Apr. 06, 2020$ / shares | Oct. 31, 2019$ / shares |
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Face amount of the Notes | $ | $ 108,792,000 | $ 181,580,000 | ||||||
Expected Life in Years | 5 years | 5 years | ||||||
Stock price | Warrant | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Warrants, measurement input | 4.03 | 2.45 | 2.70 | |||||
Volatility | Warrant | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Warrants, measurement input | 0.790 | 0.795 | 0.776 | |||||
Expected Life in Years | Warrant | ||||||||
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 | Warrant | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Warrants, measurement input | 0.003 | 0.003 | 0.004 | |||||
Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Term (years) | 2 years 11 months 1 day | 3 years 29 days | 3 years 3 months 29 days | |||||
Face amount of the Notes | $ | $ 34,405,000 | $ 34,405,000 | $ 34,405,000 | |||||
Debt instrument, convertible, conversion price (in dollars per share) | $ 7.20 | $ 7.20 | $ 7.20 | $ 7.20 | ||||
Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | Stock price | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Measurement input | 4.03 | 2.80 | 4.30 | |||||
Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | Risk free rate | ||||||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||||||
Measurement input | 0.002 | 0.003 | 0.016 | |||||
Series B Senior Unsecured Convertible Notes | Convertible Notes Payable | 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 Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | May 28, 2020 |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative liability | $ 5,600 | $ 6,300 | ||
Fair Value, Recurring | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative liability | $ 0 | $ 7,507 | ||
Fair Value, Recurring | Convertible Notes Payable | 2023 Series D Convertible Notes | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative liability | 0 | 7,507 | ||
Fair Value, Recurring | (Level 1) | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative liability | 0 | 0 | ||
Fair Value, Recurring | (Level 1) | Convertible Notes Payable | 2023 Series D Convertible Notes | ||||
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 2) | Convertible Notes Payable | 2023 Series D Convertible Notes | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative liability | 0 | 0 | ||
Fair Value, Recurring | (Level 3) | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative liability | 0 | 7,507 | ||
Fair Value, Recurring | (Level 3) | Convertible Notes Payable | 2023 Series D Convertible Notes | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative liability | $ 0 | $ 7,507 |
Derivatives - Summary of Change
Derivatives - Summary of Changes in Fair Value (Details) - Derivative Liability - (Level 3) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance, beginning | $ 7,507 |
(Gain) or loss recognized in earnings from Change in Fair Value | 3,186 |
(Gain) or loss recognized on debt restructuring | (10,693) |
Balance, ending | 0 |
Convertible Notes Payable | 2023 Series D Convertible Notes | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance, beginning | 7,507 |
(Gain) or loss recognized in earnings from Change in Fair Value | 3,186 |
(Gain) or loss recognized on debt restructuring | (10,693) |
Balance, ending | $ 0 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Goodwill [Roll Forward] | ||
Goodwill beginning balance | $ 501 | $ 491 |
Foreign currency translation | 7 | 10 |
Goodwill ending balance | $ 508 | $ 501 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Major Categories of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, accumulated amortization | $ (10,620) | $ (10,031) |
Total | 19,473 | 22,964 |
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Net | 19,473 | 22,964 |
Intangible Assets, Net (Excluding Goodwill) | 19,473 | 22,964 |
Intangible assets gross carrying amount | 30,093 | 32,995 |
Intangible assets net carrying amount | 19,473 | 22,964 |
Product acquisition costs | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 25 | 76 |
In process research and development ("IPR&D") | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Indefinite-lived intangible assets | 47 | 337 |
Trademarks and Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | 26,308 | 28,893 |
Finite-lived intangible assets, accumulated amortization | (8,666) | (8,172) |
Total | $ 17,642 | $ 20,721 |
Weighted average remaining amortization period | 9 years 2 months 12 days | 9 years 6 months |
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Net | $ 17,642 | $ 20,721 |
Finite-Lived Intangible Assets, Remaining Amortization Period | 9 years 2 months 12 days | 9 years 6 months |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-lived intangible assets, gross carrying amount | $ 3,713 | $ 3,689 |
Finite-lived intangible assets, accumulated amortization | (1,954) | (1,859) |
Total | $ 1,759 | $ 1,830 |
Weighted average remaining amortization period | 4 years 7 months 6 days | 4 years 10 months 24 days |
Indefinite-lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Net | $ 1,759 | $ 1,830 |
Finite-Lived Intangible Assets, Remaining Amortization Period | 4 years 7 months 6 days | 4 years 10 months 24 days |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Changes in Intangibles (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Finite-lived Intangible Assets [Roll Forward] | ||
Finite-lived intangible assets beginning balance | $ 22,964 | |
Amortization of intangible assets | (589) | $ (741) |
Finite-lived intangible assets ending balance | 19,473 | |
Product acquisition costs | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Indefinite-lived intangible assets, beginning balance | 76 | |
Loss on impairment | 0 | |
Foreign currency translation | (51) | |
Indefinite-lived intangible assets, ending balance | 25 | |
In process research and development ("IPR&D") | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Indefinite-lived intangible assets, beginning balance | 337 | |
Foreign currency translation | (290) | |
Indefinite-lived intangible assets, ending balance | 47 | |
Trademarks and Technology | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Finite-lived intangible assets beginning balance | 20,721 | |
Amortization of intangible assets | (494) | |
Loss on impairment | 0 | |
Foreign currency translation | (2,585) | |
Finite-lived intangible assets ending balance | 17,642 | |
Customer relationships | ||
Finite-lived Intangible Assets [Roll Forward] | ||
Finite-lived intangible assets beginning balance | 1,830 | |
Amortization of intangible assets | (94) | |
Foreign currency translation | 23 | |
Finite-lived intangible assets ending balance | $ 1,759 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Useful Lives of Intangibles (Details) | 3 Months Ended |
Mar. 31, 2021 | |
Product acquisition costs | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 10 years |
Trademarks and Technology | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 15 years |
Customer relationships | |
Finite-Lived Intangible Assets [Line Items] | |
Finite-lived intangible asset, useful life | 10 years |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) | May 28, 2020 | May 25, 2016shares | Mar. 31, 2021USD ($)shares | Mar. 31, 2020USD ($) | Dec. 31, 2020shares | Jul. 15, 2020shares |
Stock Based Compensation Details [Line Items] | ||||||
Reverse stock split, conversion ratio | 0.10 | |||||
Number of options issued (in shares) | 1,754,120 | |||||
Unrecognized compensation costs | $ | $ 1,700,000 | |||||
Plan 2016 | ||||||
Stock Based Compensation Details [Line Items] | ||||||
Shares approved and authorized (in shares) | 4,000,000 | |||||
Maximum number of shares to any individual (in shares) | 1,000,000 | |||||
Shares of common stock options outstanding (in shares) | 18,742 | 18,561,000 | ||||
Shares available for grant (in shares) | 1,329,630 | 4,430,447 | ||||
Plan 2016 | Common Stock | ||||||
Stock Based Compensation Details [Line Items] | ||||||
Shares of common stock options outstanding (in shares) | 1,977,938 | 249,486,000 | ||||
Amended 2016 Plan | ||||||
Stock Based Compensation Details [Line Items] | ||||||
Shares approved and authorized (in shares) | 400,000 | |||||
Additional shares authorized (in shares) | 2,000,000 | |||||
July 2020 Amendment | ||||||
Stock Based Compensation Details [Line Items] | ||||||
Shares approved and authorized (in shares) | 4,400,000 | |||||
Employee Stock Option | ||||||
Stock Based Compensation Details [Line Items] | ||||||
Compensation expense | $ | $ 100,000 | $ 400,000 | ||||
Shares of common stock options outstanding (in shares) | 2,228,647 | 507,295 | ||||
Number of options issued (in shares) | 1,754,120 | |||||
Restricted Stock | ||||||
Stock Based Compensation Details [Line Items] | ||||||
Compensation expense | $ | $ 17,700 | $ 57,100 | ||||
Shares of RSUs outstanding (in shares) | 1,379,465 | |||||
Unrecognized compensation costs | $ | $ 1,200,000 | |||||
Restricted Stock | Minimum | ||||||
Stock Based Compensation Details [Line Items] | ||||||
Vesting period | 1 year | |||||
Restricted Stock | Maximum | ||||||
Stock Based Compensation Details [Line Items] | ||||||
Vesting period | 4 years | |||||
Restricted Stock | Plan 2016 | ||||||
Stock Based Compensation Details [Line Items] | ||||||
RSUs outstanding (in shares) | 181,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Valuation Assumptions (Details) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Stock Based Compensation [Line Items] | ||
Expected dividends | 0.00% | 0.00% |
Minimum | ||
Stock Based Compensation [Line Items] | ||
Risk-free rate | 0.19% | 0.85% |
Expected volatility | 165.43% | 78.60% |
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 | 0.22% | 1.60% |
Expected volatility | 166.02% | 79.58% |
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) | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Number of Options | |
Number of options issued (in shares) | 1,754,120 |
Employee Stock Option | |
Number of Options | |
Number of options outstanding, balance beginning (in shares) | 507,295 |
Number of options issued (in shares) | 1,754,120 |
Number of options exercised (in shares) | 0 |
Number of options forfeited (in shares) | (2,932) |
Number of options expired (in shares) | (29,836) |
Number of options outstanding, balance ending (in shares) | 2,228,647 |
Number of options exercisable (in shares) | 239,453 |
Weighted Average Exercise Price | |
Shares outstanding exercise price, balance beginning (in dollars per share) | $ / shares | $ 18.31 |
Issued, exercise price (in dollars per share) | $ / shares | 0.82 |
Exercised, exercise price (in dollars per share) | $ / shares | 0 |
Forfeited, exercise price (in dollars per share) | $ / shares | 13.41 |
Expired, exercise price (in dollars per share) | $ / shares | 28.41 |
Shares outstanding exercise price, balance ending (in dollars per share) | $ / shares | 4.42 |
Exercisable, exercise price (in dollars per share) | $ / shares | $ 31.05 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Outstanding and Exercisable Options (Details) | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Stock options outstanding (in shares) | shares | 2,228,647 |
Weighted average exercise price (in dollars per share) | $ 4.42 |
Weighted average remaining contractual life | 9 years 4 months 20 days |
Stock options exercisable (in shares) | shares | 239,453 |
Weighted average exercise price (in dollars per share) | $ 31.05 |
$0.00 - $7.80 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices (in dollars per share) | 0 |
Range of exercise prices (in dollars per share) | $ 7.8 |
Stock options outstanding (in shares) | shares | 2,052,118 |
Weighted average exercise price (in dollars per share) | $ 1.22 |
Weighted average remaining contractual life | 9 years 8 months 8 days |
Stock options exercisable (in shares) | shares | 76,652 |
Weighted average exercise price (in dollars per share) | $ 4.40 |
$7.81 - $15.0 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices (in dollars per share) | 7.81 |
Range of exercise prices (in dollars per share) | $ 15 |
Stock options outstanding (in shares) | shares | 49,974 |
Weighted average exercise price (in dollars per share) | $ 10.27 |
Weighted average remaining contractual life | 6 years 3 months |
Stock options exercisable (in shares) | shares | 46,852 |
Weighted average exercise price (in dollars per share) | $ 10.36 |
$15.1 - $55.0 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices (in dollars per share) | 15.1 |
Range of exercise prices (in dollars per share) | $ 55 |
Stock options outstanding (in shares) | shares | 60,950 |
Weighted average exercise price (in dollars per share) | $ 26.47 |
Weighted average remaining contractual life | 6 years 9 months 29 days |
Stock options exercisable (in shares) | shares | 50,344 |
Weighted average exercise price (in dollars per share) | $ 28.01 |
$55.1 - $106.7 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices (in dollars per share) | 55.1 |
Range of exercise prices (in dollars per share) | $ 106.7 |
Stock options outstanding (in shares) | shares | 65,605 |
Weighted average exercise price (in dollars per share) | $ 79.29 |
Weighted average remaining contractual life | 4 years 9 months 10 days |
Stock options exercisable (in shares) | shares | 65,605 |
Weighted average exercise price (in dollars per share) | $ 79.29 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary and Changes of Non-Vested Restricted Stock (Details) - Restricted Stock Units (RSUs) | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Number of RSUs | |
Non-vested balance at beginning of period (in shares) | shares | 23,686 |
Shares granted (in shares) | shares | 1,379,465 |
Shares vested (in shares) | shares | (181) |
Shares forfeited (in shares) | shares | 0 |
Non-vested balance at end of period (in shares) | shares | 1,402,970 |
Weighted Average Exercise Price | |
Weighted average exercise price, non-vested balance beginning (in dollars per share) | $ / shares | $ 2.59 |
Shares granted - weighted average exercise price (in dollars per share) | $ / shares | 0.82 |
Shares vested - weighted average exercise price (in dollars per share) | $ / shares | 35.30 |
Shares forfeited - weighted average exercise price (in dollars per share) | $ / shares | 0 |
Weighted average exercise price, non-vested balance ending (in dollars per share) | $ / shares | $ 0.85 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |||
Income tax expense | $ 30 | $ 52 | |
Effective income tax rate reconciliation, percent | 1.38% | 0.19% | |
Operating loss carryforwards | $ 10,700 | ||
Change in ownership percent | 50.00% | ||
Operating loss carryforwards, limitations on use, annual amount | $ 28 | ||
Unrecognized tax benefits | 2,300 | ||
Income tax examination, penalties and interest expense | $ 500 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Other Income and Expenses [Abstract] | ||
Payroll | $ 1,651 | $ 2,872 |
Professional Fees | 1,602 | 1,363 |
Medicaid and Medicare Rebates | 1,485 | 1,616 |
Inventory and Supplies | 1,333 | 3,055 |
Rebates | 1,074 | 1,412 |
Wholesaler Fees | 474 | 477 |
Royalties | 258 | 302 |
Interest Expense | 208 | 2,898 |
Other | 678 | 718 |
Accrued expenses | $ 8,763 | $ 14,713 |
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 | Mar. 31, 2021lawsuit |
Loss Contingencies [Line Items] | |||
Damages sought | $ 2,750 | ||
Anti-Trust Lawsuit | |||
Loss Contingencies [Line Items] | |||
Number of class action lawsuits | lawsuit | 13 | ||
Stayma Consulting Services | |||
Loss Contingencies [Line Items] | |||
Damages sought | $ 1.7 | ||
Number of generic drug products | drug | 2 | ||
Number of claims under arbitration | claim | 3 |