Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 31, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Aquestive Therapeutics, Inc. | |
Entity Central Index Key | 1,398,733 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Common Stock, Shares Outstanding | 24,942,185 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2018 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 63,982 | $ 17,379 |
Accounts receivable, net | 7,450 | 6,179 |
Inventories, net | 4,483 | 4,014 |
Prepaid expenses and other current assets | 1,444 | 591 |
Total current assets | 77,359 | 28,163 |
Property and equipment, net | 12,211 | 13,460 |
Intangible assets, net | 216 | 254 |
Other assets | 224 | 1,239 |
Total assets | 90,010 | 43,116 |
Current liabilities: | ||
Accounts payable and accrued expenses | 17,798 | 14,003 |
Deferred revenue | 781 | 1,347 |
Loans payable, current | 2,750 | 0 |
Total current liabilities | 21,329 | 15,350 |
Loans payable, net | 44,054 | 45,507 |
Warrant liability | 0 | 7,673 |
Asset retirement obligations | 1,183 | 1,081 |
Total liabilities | 66,566 | 69,611 |
Commitments and contingencies (Note 14) | ||
Shareholders' /Members' Deficit | ||
Common interests, no par value. Authorized 500,000,000 units; 121,228,353 units issued and outstanding at December 31, 2017 | 0 | 12,727 |
Common stock, $.001 par value. Authorized 250,000,000 shares; 24,942,185 shares issued and outstanding at September 30, 2018 (Note 15) | 25 | 0 |
Additional paid-in capital | 70,851 | 0 |
Accumulated deficit | (47,432) | (120,093) |
Total shareholders' equity / members' deficit | 23,444 | (68,596) |
Total liabilities and shareholders' equity / members' deficit | 90,010 | 43,116 |
Series A-3 Preferred Stock [Member] | ||
Current liabilities: | ||
Redeemable preferred interests and accrued dividends | 0 | 5,896 |
Series A-2 Preferred Stock [Member] | ||
Current liabilities: | ||
Redeemable preferred interests and accrued dividends | 0 | 36,205 |
Series A Preferred Stock [Member] | ||
Shareholders' /Members' Deficit | ||
Preferred stock | 0 | 16,887 |
Series A-1 Preferred Stock [Member] | ||
Shareholders' /Members' Deficit | ||
Preferred stock | $ 0 | $ 21,883 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2018 | Dec. 31, 2017 |
Shareholders' /Members' Deficit | ||
Common interests, par value (in dollars per share) | $ 0 | $ 0 |
Common interests, units authorized (in shares) | 0 | 500,000,000 |
Common interests, units issued (in shares) | 0 | 121,228,353 |
Common interests, units outstanding (in shares) | 0 | 121,228,353 |
Common stock, par value (in dollars per share) | $ 0.001 | |
Common stock, shares authorized (in shares) | 250,000,000 | |
Common stock, shares issued (in shares) | 24,942,185 | |
Common stock, shares outstanding (in shares) | 24,942,185 | |
Series A Preferred Stock [Member] | ||
Shareholders' /Members' Deficit | ||
Preferred interests, par value (in dollars per share) | $ 0 | $ 0 |
Preferred interests, units authorized (in shares) | 0 | 100,000,000 |
Preferred interests, units issued (in shares) | 0 | 16,886,750 |
Preferred interests, units outstanding (in shares) | 0 | 16,886,750 |
Series A-1 Preferred Stock [Member] | ||
Shareholders' /Members' Deficit | ||
Preferred interests, par value (in dollars per share) | $ 0 | $ 0 |
Preferred interests, units authorized (in shares) | 0 | 100,000,000 |
Preferred interests, units issued (in shares) | 0 | 21,526,850 |
Preferred interests, units outstanding (in shares) | 0 | 21,526,850 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive (Loss)/Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Condensed Consolidated Statements of Operations and Comprehensive (Loss)/Income (Unaudited) [Abstract] | ||||
Revenues | $ 13,267 | $ 27,146 | $ 50,606 | $ 54,723 |
Cost and expenses: | ||||
Manufacture and supply | 5,592 | 4,880 | 16,201 | 14,205 |
Research and development | 4,534 | 5,684 | 17,429 | 15,862 |
Selling, general and administrative | 12,345 | 6,161 | 53,561 | 17,513 |
Total costs and expenses | 22,471 | 16,725 | 87,191 | 47,580 |
(Loss)/income from operations | (9,204) | 10,421 | (36,585) | 7,143 |
Other income (expenses): | ||||
Interest expense | (1,933) | (1,970) | (5,809) | (5,737) |
Interest income | 216 | 0 | 238 | 0 |
Change in fair value of warrant | (4,116) | 0 | (5,278) | (309) |
Other, net | (1) | 0 | 2 | 0 |
Net (loss)/income before income taxes | (15,038) | 8,451 | (47,432) | 1,097 |
Income taxes | 0 | 0 | 0 | 0 |
Net (loss)/income | (15,038) | 8,451 | (47,432) | 1,097 |
Dividends on redeemable preferred interests | 0 | (626) | 0 | (1,854) |
Net (loss)/income attributable to common shares/members' interests | (15,038) | 7,825 | (47,432) | (757) |
Comprehensive net (loss)/income | $ (15,038) | $ 7,825 | $ (47,432) | $ (757) |
Net loss per share: | ||||
Net loss per common share - basic and diluted (in dollars per share) | $ (0.64) | $ (2.45) | ||
Weighted-average number of common shares outstanding - basic and diluted (in shares) | 23,646,192 | 19,335,541 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net (loss)/income | $ (47,432) | $ 1,097 |
Adjustments to reconcile net (loss) / income to net cash (used for) provided by operating activities: | ||
Depreciation and amortization | 2,438 | 2,797 |
Change in Fair value of warrant | 5,278 | 309 |
Share-based compensation expenses | 28,541 | 0 |
Asset retirement obligation accretion | 102 | 90 |
Amortization of intangible | 38 | 37 |
Amortization of debt issuance costs and discounts | 1,297 | 1,391 |
Noncash interest expense | 0 | 16 |
Bad debt provision | 20 | |
Bad debt (recovery) | 0 | (38) |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (1,291) | 3,751 |
Inventories, net | (469) | (1,480) |
Prepaid expenses and other assets | (889) | 78 |
Accounts payable and accrued expenses | 2,754 | 4,219 |
Deferred revenue | (566) | 966 |
Net cash (used for) provided by operating activities | (10,179) | 13,233 |
Cash flows from investing activities: | ||
Capital expenditures | (1,334) | (1,980) |
Net cash (used for) investing activities | (1,334) | (1,980) |
Cash flows from financing activities: | ||
Proceeds from initial offering of common stock | 68,714 | 0 |
Proceeds from warrant exercise | 0 | 24 |
Proceeds from issuance of debt | 0 | 5,000 |
Payments for deferred offering costs | (4,695) | (43) |
Payments for taxes on share-based compensation | (5,903) | 0 |
Net cash provided by financing activities | 58,116 | 4,981 |
Net increase in cash and cash equivalents | 46,603 | 16,234 |
Cash and cash equivalents: | ||
Beginning of period | 17,379 | 9,209 |
End of period | 63,982 | 25,443 |
Supplemental disclosures of cash flow information: | ||
Cash payments for interest | 4,471 | 4,346 |
Net increase (decrease) in capital expenditures included in accounts payable and accrued expenses | (145) | 13 |
Net (decrease) in deferred offering costs included in accounts payable and accrued expenses | (515) | 0 |
Accrued withholding tax for share-based compensation | 1,701 | 0 |
Accrued Series A-2 and A-3 preferred dividends | 0 | 1,854 |
Reclass of deferred offering costs charged to additional paid in capital | 5,230 | 0 |
Noncash component of warrants exercised | $ 12,951 | $ 0 |
Corporate Organization and Comp
Corporate Organization and Company Overview | 9 Months Ended |
Sep. 30, 2018 | |
Corporate Organization and Company Overview [Abstract] | |
Corporate Organization and Company Overview | Note 1. Corporate Organization and Company Overview (A) Company Overview Aquestive Therapeutics, Inc. (“Aquestive” or the “Company”) was formed effective on January 1, 2018 via the conversion of MonoSol Rx, LLC to, a Delaware corporation and a simultaneous name change. Prior to that date, the business operated as MonoSol Rx, LLC, a Delaware limited liability company. The financial statement information presented from periods prior to January 1, 2018 are that of MonoSol Rx, LLC. Aquestive is a specialty pharmaceutical company focused on identifying, developing and commercializing differentiated products to address unmet medical needs and solve critical healthcare challenges. The Company has a late-stage proprietary product pipeline focused on the treatment of diseases of the central nervous system, or CNS, and is developing orally administered complex molecules as alternatives to more invasive therapies. Aquestive is pursuing its business objectives through both in-licensing and out-licensing arrangements. The Company’s major customer and primary commercialization partner has global operations headquartered in the United Kingdom with principal operations in the United States; other customers are principally located in the United States. The Company conducts its production activities at facilities located in Portage, Indiana, and maintains its headquarters, sales and commercialization operations and its primary research laboratory in Warren, New Jersey. (B) Corporate Conversion, Reorganization, Stock Splits and IPO Corporate Conversion MonoSol Rx, LLC was originally formed in Delaware in January 2004 and until December 31, 2017, the Company conducted its business through MonoSol Rx, LLC, a Delaware limited liability company, or MonoSol. On January 1, 2018, MonoSol converted from a Delaware LLC into a Delaware corporation pursuant to a statutory conversion and changed its name to Aquestive Therapeutics, Inc. Reorganization In a corporate reorganization conducted following the conversion of MonoSol into a Delaware corporation, the holders of units of MonoSol contributed their interests in MonoSol to Aquestive Partners, LLC, or APL, in exchange for identical interests in APL. As a result of the exchange, APL was issued 5,000 shares of voting common stock in the Company and became the parent and sole stockholder of the Company. The table below depicts the number of redeemable and non-redeemable interests outstanding for each series of membership interests at December 31, 2017, which were converted to identical interests in APL on a 1:1 basis effective January 1, 2018; December 31, 2017 Redeemable Preferred A-3 Interests 5,055,000 Redeemable Preferred A-2 Interests 82,071,200 Nonredeemable A-1 interests 21,526,850 Nonredeemable A interests 16,886,750 Common Interests 121,228,353 246,768,153 Stock Splits In April 2018, the board approved an amendment to the Certificate of Incorporation of the Company to: (i) increase the authorized number of capital stock from 25,000 to 350,000,000 shares, (ii) authorize the Non-Voting Common Stock, and (iii) affect a stock split of the Company’s common stock, par value $0.001 per share, such that each share be subdivided and reclassified into 37,212 shares of Voting Common Stock, par value $0.001 per share. In July 2018, the board approved an additional amendment to the Certificates of Incorporation of the Company to affect a reverse stock split of the Company’s common stock, par value $0.001 per share, such that each 12.34 shares outstanding converted into one share of common stock, par value $0.001 per share. For purposes of these financial statements, the net effect of these stock splits have been presented as if they had occurred on January 1, 2018. Initial Public Offering of Common Stock and Authorized Number of Capital Stock On July 27, 2018, the Company closed the initial public offering (“IPO”) of 4,500,000 shares of common stock at an offering price of $15.00 per share. The Company received net proceeds of approximately $57,545 after deducting underwriting discounts, commissions, and offering related transaction costs of approximately $9,955. On August 15, 2018, the Company was informed that the underwriters exercised their over-allotment option and the Company issued 425,727 additional common shares at $15.00 per share. Upon the closing of such exercise, the Company received additional net proceeds of approximately $5,939, after deducting underwriter discounts of approximately $447. Immediately prior to the consummation of the IPO, all of the Company’s outstanding shares of non-voting common stock was automatically converted to 4,922,353 shares of voting common stock. On July 27, 2018, the board approved an amendment to the Certificate of Incorporation of the Company to decrease the authorized number of capital stock from 350,000,000 to 250,000,000 shares. |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2018 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | Note 2. Basis of Presentation The accompanying unaudited consolidated financial statements were prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) and with Article 10 of Regulation S-X for interim financial reporting. In compliance with those rules, certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes for the fiscal year ended December 31, 2017 included in our prospectus dated July 29, 2018 filed with the SEC, pursuant to Rule 424(b) under the Securities Act. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of the results of interim periods have been included. The results of operations and cash flows reported in these consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire fiscal year. We have evaluated subsequent events for disclosure through the date of issuance of the accompanying unaudited condensed financial statements. Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted principles as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies (A) Principles of Consolidation On January 1, 2018 MonoSol Rx, LLC (which previously consolidated MonoSol Rx, Inc. in 2017) was converted from a Delaware LLC into a Delaware corporation pursuant to a statutory conversion under the laws of the State of Delaware. The resulting entity is Aquestive Therapeutics, Inc. into which is consolidated its wholly-owned subsidiary MonoSol Rx, Inc. These consolidated financial statements presented for periods earlier than January 1, 2018 include the accounts of the MonoSol Rx, LLC. and its wholly owned subsidiary, MonoSol Rx, Inc. Other than corporate formation activities, MonoSol Rx, Inc. has conducted no commercial, developmental or operational activities and has no customers or vendors. (B) Use of Estimates The preparation of financial statements in conformity with U.S. 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 these consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to estimates and assumptions include the useful lives of fixed assets, valuation of warrants, stock compensation, and contingencies. (C) Deferred Offering Costs Deferred Offering costs, consisting primarily of direct incremental legal, accounting and other fees relating to the IPO, were capitalized as incurred. As of December 31, 2017, deferred offering costs of $1,050 were included as a component of Other Assets due to the uncertainty of an IPO. Upon the Company’s closure of the IPO on July 27, 2018, the deferred offering costs of $5,230 were reclassified from Other Assets to Additional Paid in Capital in the accompanying balance sheet. (D) Recent Accounting Pronouncements As a public emerging growth company, the Company has elected to take advantage of the extended transition period afforded by Jumpstart Our Business Startups Act for the implementation of new or revised accounting standards and, as a result, the Company will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for public emerging growth companies. From time to time, new accounting pronouncements are issued by the FASB and adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption. In May 2014, the FASB issued Accounting Standards Update No 2014-09, “Revenue from Contracts with Customers” The new standard will be effective for us beginning January 1, 2019 and permits two methods of adoption: the full retrospective method, which requires the standard to be applied to each prior period presented, or the modified retrospective method, which requires the cumulative effect adoption to be recognized as an adjustment to opening retained earnings in the period of adoption. We will adopt the standard using the modified retrospective method. The Company is continuing to evaluate the impact of these updates on its consolidated financial statements. Adoption of this standard will require changes to our business processes, systems and controls to support the additional required disclosures. We are in the process of identifying and designing such changes to ensure our readiness to appropriately recognize our revenues pursuant to the new standard in 2019. In January 2016, the FASB issued revised guidance governing accounting and reporting of financial instruments (ASU 2016-01) and in 2018 issued technical corrections (ASU 2018-03). This guidance requires that equity investments with readily determinable fair values that are classified as available-for-sale be measured at fair value with changes in value reflected in current earnings. This guidance also simplifies the impairment testing of equity investments without readily determinable fair values and alters certain disclosure requirements. ASU No. 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) , amending existing guidance on the accounting for credit losses on financial instruments within its scope. The guidance introduces an expected loss model for estimating credit losses, replacing the incurred loss model. The new guidance also changes the impairment model for available-for-sale debt securities, requiring the use of an allowance to record estimated credit losses (and subsequent recoveries). The new guidance is effective for the Company beginning after December 15, 2020. The Company is currently evaluating the impact of adoption on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, providing In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework. The Company reviewed all other recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a material impact on the financial statements. |
Risks and Uncertainties
Risks and Uncertainties | 9 Months Ended |
Sep. 30, 2018 | |
Risks and Uncertainties [Abstract] | |
Risks and Uncertainties | Note 4. Risks and Uncertainties The Company’s budgeted cash requirements for 2018 and beyond include expenses related to continuing development and clinical evaluation of its products, preparing for related commercialization of our products, as well as for the costs to comply with the requirements of being a public company. As September 30, 2018 and December 31, 2017, we had working capital (current assets less current liabilities) of $56,030 and $12,813, respectively. On July 27 and August 15, 2018, the Company closed the IPO of 4,500,000 and overallotment exercise of 425,727 shares of common stock, respectively, at a price of $15.00 per share raising total net proceeds of $63,484, net of underwriting discounts and other offering expenses. The Company believes that its revenues from partnered products, cash on hand and the funds received from the IPO are adequate to meet its operating, investing, and financing needs for at least the next twelve months. To the extent additional funds are necessary to meet long-term liquidity needs as the Company continues to execute its business strategy, the Company anticipates that these additional funding requirements will be obtained through monetization of certain royalty streams or through additional, debt or, equity financings or a combination of these potential sources of funds, although the Company can provide no assurance that these sources of funding will be available on reasonable terms, if at all. Customers are considered major customers when sales exceed 10% of total net sales for the period or outstanding receivable balances exceed 10% of total receivables. During the nine-month period ended September 30, 2018, Indivior, Inc. (“Indivior”) represented 95% of the total revenues for the period while during the nine-month period ended September 30, 2017, Indivior represented 88% of the total revenue for the period. As of September 30, 2018, and December 31, 2017, the Company’s outstanding receivable balance from Indivior represented approximately 92% and 93%, respectively, of total receivables. As of September 30, 2018, cash and cash equivalents were maintained at one federally insured financial institution. The Company has not experienced any losses in such accounts and management believes that the Company is not exposed to any credit risk due to the financial position of the banking institution. The Company has no off-balance sheet risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. |
Revenue Recognition and Trade R
Revenue Recognition and Trade Receivables, net | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition and Trade Receivables, net [Abstract] | |
Revenue Recognition and Trade Receivables, net | Note 5. Revenue Recognition and Trade Receivables, net Pursuant to FASB ASC Topic 605, Revenue Recognition, revenue is recognized when there is persuasive evidence of an agreement, title has passed or delivery has occurred, the price is fixed and determinable, and collection is reasonably assured. Manufacture and Supply Revenue Co-development and Research Fees License and Royalty Revenue Collaborative Arrangements Revenue Recognition – Principal Agent Considerations The Company’s revenues for the three and nine months ended September 30, 2018 and 2017 consisted of the following: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2018 2017 2018 2017 Manufacture and supply revenue $ 9,005 $ 9,020 $ 29,249 $ 29,511 License and royalty revenue 3,355 17,351 17,387 22,820 Co-development and research fees 907 775 3,970 2,392 Revenues $ 13,267 $ 27,146 $ 50,606 $ 54,723 Disaggregation of Revenue The following table provides additional information pertaining to revenues disaggregated by geographic market for the three and nine months ended September 30, 2018 and 2017: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2018 2017 2018 2017 United States $ 12,483 $ 26,427 $ 49,060 $ 52,999 Ex-United States 784 719 1,546 1,724 Revenues $ 13,267 $ 27,146 $ 50,606 $ 54,723 Ex-United States revenues is derived from products manufactured for the Australian and Malaysian markets. The Company’s credit terms generally range from 30 to 60 days, depending on the customer and type of invoice. Trade receivables are carried at original invoice amount less an estimate of doubtful receivables based on a review of all outstanding amounts on a periodic basis. Management determines the allowance for doubtful accounts by identifying troubled accounts and, in the absence of historical experience, applies an estimate that is believed to be a reasonable indicator of future potential losses. Trade receivables are written off when deemed uncollectible. Recoveries of trade receivables previously written off are recorded when received. Accounts Receivable, net Accounts Receivable, net consist of the following: September 30, 2018 December 31, 2017 Trade receivables $ 7,506 $ 6,156 Other receivables 19 78 Less: allowance for bad debts (75 ) (55 ) Trade receivables, net $ 7,450 $ 6,179 Other receivables consisted primarily of reimbursable costs incurred on behalf of a major customer. The following table presents the changes in the allowance for bad debts account: September 30, 2018 December 31, 2017 Allowance for doubtful accounts at beginning of year $ 55 $ 108 Additions charged to bad debt expense 73 - Write-downs charged against the allowance (53 ) - Recoveries of amounts previously reserved - (53 ) Allowance for doubtful accounts at end of the period $ 75 $ 55 |
Material Agreements
Material Agreements | 9 Months Ended |
Sep. 30, 2018 | |
Material Agreements [Abstract] | |
Material Agreements | Note 6. Material Agreements Commercial Exploitation Agreement with Indivior In August 2008, the Company entered into a Commercial Exploitation Agreement with Reckitt Benckiser Pharmaceuticals, Inc. (the “Indivior License Agreement”). Reckitt Benckiser Pharmaceuticals, Inc. was later succeeded to in interest by Indivior, Inc. (“Indivior”). Pursuant to the Indivior License Agreement, the Company agreed to manufacture and supply Indivior’s requirements of Suboxone, a sublingual film formulation, both inside and outside the United States on an exclusive basis. Under the terms of the Indivior License Agreement, the Company is required to manufacture Suboxone in accordance with current Good Manufacturing Practice standards and according to the specifications and processes set forth in the related quality agreements the Company entered into with Indivior. Additionally, the Company is required to obtain Active Pharmaceutical Ingredients (“API”) for the manufacture of Suboxone directly from Indivior. The Indivior License Agreement specifies a minimum annual threshold quantity of Suboxone that the Company is obligated to fill and requires Indivior to provide the Company with a forecast of its requirements at various specified times throughout the year. In addition to the purchase price for the Suboxone supplied, Indivior is required to make certain single digit percentage royalty payments tied to net sales value (as provided for in the Indivior License Agreement) in each of the United States and in the rest of the world subject to annual maximum amounts. In the event that Indivior has paid the Company a specified aggregate royalty amount in royalties on Suboxone sold in the United States, then it will be required to prepay to the Company, an additional agreed payment amount, after which all obligations of Indivior to pay royalties on Suboxone sold in the United States will terminate. Except as set forth in the prior sentence, Indivior’s royalty obligations to the Company continue in the United States and the rest of the world until the expiration of all of the patents (either in the United States or other territories) or upon written notice by Indivior subject to Indivior being required to pay the Company a final royalty payout. In 2012, Indivior exercised its right to buyout its future royalty obligations for Suboxone sales in the United States. Indivior remains obligated to pay royalties for all sales outside the United States. The Indivior License Agreement contains customary contractual termination provisions for breach or in the event of bankruptcy or corporate dissolution, the intellectual property surrounding Suboxone is found to be invalid, or either party commits a material breach of the Indivior License Agreement. Additionally, Indivior may terminate if the U.S. Food and Drug Administration (“FDA”) or other applicable regulatory authority declares the Company’s manufacturing site to no longer be suitable for the manufacture of Suboxone or Suboxone is no longer suitable to be manufactured due to health or safety reasons. The initial term of the Indivior License Agreement was seven years from the commencement date. Thereafter, the Indivior License Agreement automatically renews for successive one-year periods, unless Indivior provides the Company with written notice of its intent not to renew at least one year prior to the expiration of the initial or renewal term. Supplemental Agreement with Indivior On September 24, 2017, the Company entered into an agreement with Indivior (the “Indivior Supplemental Agreement”). Pursuant to this agreement, the Company conveyed to Indivior all of its existing and future rights in the settlement of various ongoing patent enforcement legal actions and disputes related to Suboxone product. The Company also conveyed to Indivior the right to sublicense manufacturing and marketing capabilities to enable an Indivior licensed generic buprenorphine product to be produced and sold by parties unrelated to Indivior or the Company. Under the Indivior Supplemental Agreement, the Company is entitled to receive certain payments from Indivior commencing on the date of the agreement through January 1, 2023. Once paid, all payments made under this Agreement are non-refundable. In consideration for the rights granted to Indivior under the Indivior Supplemental Agreement, the Company received in September 2017, a non-refundable payment of $17,000, which was recognized as revenue in 2017 in License and royalty revenue. The Company received $3,000 and $16,500 during the three and nine-month periods ended September 30, 2018, respectively, which is included in License and royalty revenue. In addition to amounts received through September 30, 2018, the Company may receive up to an additional $41,500, consisting of (i) up to $39,000 in the aggregate from any combination of (a) performance or event-based milestone payments and (b) single digit percentage royalties on net revenue earned by Indivior on sales of Suboxone and (ii) an additional $2,500 that may be earned through the issuance of additional process patent rights to us with the aggregate payment amounts under the Indivior Supplemental Agreement capped at $75,000. Accordingly, the Agreement includes certain provisions that may allow Indivior to cease remitting certain payments to the Company upon the occurrence of certain events related to unlicensed generic versions of Suboxone. In the event that Indivior’s defense of its rights is ultimately successful, then, all payment obligations owed to the Company are retroactively reinstated. All payments made by Indivior to the Company pursuant to the Indivior Supplemental Agreement are in addition to, and not in place of, any amounts owed by Indivior to the Company pursuant to the Indivior License Agreement. Indivior’s payment obligations under the Indivior Supplemental Agreement are subject to certain factors affecting the market for Suboxone and may terminate prior to January 1, 2023 in the event certain contingencies relating to such market occur. License Agreement with Sunovion Pharmaceuticals, Inc. In April 2016, the Company entered into a license agreement with Cynapsus Therapeutics Inc. (which was later succeeded to an interest by Sunovion Pharmaceuticals, Inc. (“Sunovion”)) (the “Sunovion License Agreement”), pursuant to which the Company granted Sunovion an exclusive, worldwide license (with the right to sub-license) to certain intellectual property, including existing and future patents and patent applications, covering all oral films containing APL-130277 (apomorphine) for the treatment of off episodes in Parkinson’s disease patients, as well as two other fields. Under the Sunovion License Agreement, the Company received $0 and $5,000 milestone payments during the nine months ended September 30, 2018 and 2017, respectively, which was recognized as revenue and is presented in License and royalty revenue. The Company is eligible to receive remaining milestone payments of up to $11,000 for certain regulatory events and up to $20,000 for commercial milestone events that are contingent on the achievement of certain sales levels. In addition to the milestone payments, the Company is entitled to receive low single digit percentage royalty payments on global net sales of apomorphine-based products that may be commercialized by Sunovion. Absent early termination, the Sunovion License Agreement continues (on a country-by-country basis) until the expiration of all applicable licensed patents. Upon termination, all rights to intellectual property granted to Sunovion to develop and commercialize products will revert to the Company and Sunovion must continue to pay royalties to the Company on each sale of their remaining inventory of products commercialized by Sunovion which include apomorphine as their API. Collaboration and License Agreement with Mitsubishi Tanabe In August 2017, the Company entered into an agreement with Mitsubishi Tanabe (“MT”) to perform feasibility studies related to Radicava, MT’s Amyotrophic Lateral Sclerosis treatment using the compound edaravone. The revenues earned pursuant to this arrangement totaled $240 during the nine months ended September 30, 2018. Agreement to Terminate CLA with KemPharm In March 2012, the Company entered into an agreement with KemPharm, Inc. (“KemPharm”), to terminate a Collaboration and License Agreement entered into in April 2011. Under this termination arrangement, we have the right to participate in any and all value that KemPharm may derive from the commercialization or any other monetization of KP 415 and KP 484 compounds or their derivatives. Among these monetization transactions are those related to any business combinations involving KemPharm and collaborations, royalty arrangements, or other transactions from which KemPharm may realize value from these compounds. The Company has not received payments under this arrangement during the nine months ended September 30, 2018 and 2017. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2018 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | Note 7. Fair Value Measurements Certain assets and liabilities are reported on a recurring basis at fair value. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: • Level 1—Quoted prices in active markets for identical assets or liabilities. Cash and cash equivalents consisted of cash in bank checking and savings accounts and money market funds which are all Level 1 assets. • Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. The Company currently has no Level 2 assets or liabilities. • Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. As of September 30, the Company had no Level 3 assets or liabilities. The Company’s Level 3 liabilities at December 31, 2017 consisted of warrants totaling $7,673. The Company’s warrant liability was stated at fair value based primarily on an independent third-party appraisal prepared as of the reported balance sheet dates consistent with generally-accepted valuation methods of the Uniform Standards of Professional Appraisal Practice, the American Society of Appraisers and the American Institute of Certified Public Accountants’ Accounting and Valuation Guide, Valuation of Privately-Held Company Equity Securities Issued as Compensation. The carrying amounts reported in the balance sheets for trade and other receivables, prepaid and other current assets, accounts payable, accrued expenses and deferred revenue approximate fair value based on the short-term maturity of these instruments. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2018 | |
Inventories [Abstract] | |
Inventories | Note 8. Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis. Inventory includes the cost of materials, production labor and overhead. The Company regularly reviews its inventories for impairment and reserves are established when necessary. September 30, 2018 December 31, 2017 Raw material $ 901 $ 725 Packaging material 2,480 2,225 Finished goods 1,102 1,064 Total inventory $ 4,483 $ 4,014 |
Property and Equipment, net
Property and Equipment, net | 9 Months Ended |
Sep. 30, 2018 | |
Property and Equipment, net [Abstract] | |
Property and Equipment, net | Note 9. Property and Equipment, net Property and Equipment, net as of September 30, 2018 and December 31, 2017 consisted of the following: Useful Lives September 30, 2018 December 31, 2017 Machinery 3-15 yrs $ 20,440 $ 20,056 Furniture and fixtures 3-15 yrs 1,142 1,109 Leasehold improvements (a) 21,314 21,271 Computer, network equipment and software 3-7 yrs 2,287 2,108 Construction in progress 1,471 921 46,654 45,465 Less: accumulated depreciation and amortization (34,443 ) (32,005 ) Total property and equipment, net $ 12,211 $ 13,460 (a) Leasehold improvements are amortized over the shorter of the lease term or their estimated useful lives. Total depreciation and amortization related to property and equipment was approximately $733 and $944 for the three months ended September 30, 2018 and 2017, respectively and $2,438 and $2,797 for the nine months ended September 30, 2018 and 2017, respectively. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Sep. 30, 2018 | |
Net Loss Per Share [Abstract] | |
Net Loss Per Share | Note 10. Net Loss Per Share Basic net loss per share is calculated by dividing net loss by the weighted-average number of common shares. As a result of the corporate conversion and reorganization described in Note 1(B), there were no potentially dilutive instruments outstanding for the three and nine months period ended September 30, 2018. Therefore, basic and diluted net loss per share were the same for all periods presented as reflected below. For the Three Months Ended September 30, 2018 For the Nine Months Ended September 30, 2018 Numerator: Net loss $ (15,038 ) $ (47,432 ) Denominator: Weighted-average number of common shares – basic and diluted 23,646,192 19,335,541 Income per common share – basic and diluted $ (0.64 ) $ (2.45 ) The LLC interests, prior to the corporate conversion and reorganization of the Company described in Note 1(B), were complex and varied across several series of LLC equity interests conveying different economics and rights. As such, loss per share information prior to the reorganization under the prior equity structure is not comparable to earnings per share for periods presented after the reorganization. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 9 Months Ended |
Sep. 30, 2018 | |
Accounts Payable and Accrued Expenses [Abstract] | |
Accounts Payable and Accrued Expenses | Note 11. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following: September 30, 2018 December 31, 2017 Accounts payable $ 12,337 $ 9,601 Accrued salaries, performance bonuses, other compensation and benefits 3,164 3,761 Accrued withholding tax for share-based compensation 1,701 - Real estate and personal property taxes 338 340 Other 258 301 Total accounts payable and accrued expenses $ 17,798 $ 14,003 |
Loans Payable
Loans Payable | 9 Months Ended |
Sep. 30, 2018 | |
Loans Payable [Abstract] | |
Loans Payable | Note 12. Loans Payable On August 16, 2016, the Company entered into a Loan Agreement and Guaranty with Perceptive Credit Opportunities Fund, LP (“Perceptive”). At closing, the Company borrowed $45,000 from Perceptive, Perceptive received a warrant to purchase senior common equity interests representing 4.5% of the fully diluted common units of the Company on an as converted basis (see Note 13).and the Company was permitted to borrow up to an additional $5,000 within one year of the closing date based upon achievement of a defined milestone. In March 2017, the Company met its performance obligations under the terms of the credit agreement with Perceptive and submitted a formal request to draw down the remaining $5,000 of its $50,000 credit facility. The loan proceeds were used to pay the existing debt obligation of $37,500 due to White Oak Global Advisors, LLC, with the balance available for general business purposes. On May 21, 2018, the Company and Perceptive agreed to make certain amendments to the loan agreement then in effect. In the event that a qualified IPO is consummated on or before December 31, 2018, the Company and Perceptive agreed to postpone the initial loan principal payments, delay the loan maturity date to December 16, 2020 and retained the interest rate, payable monthly, at one-month LIBOR or approximately 2% plus 9.75%, subject to a minimum rate of 11.75%. Commencing on May 31, 2019, seven monthly loan principal payments are due in the amount of $550. Thereafter, monthly principal payments in the amount of $750 are due through the maturity date, at which time the full amount of the remaining outstanding loan balance is due. At September 30, 2018, $2,750 was classified as current debt. The Company’s tangible and intangible assets are subject to first priority liens to the extent of the outstanding debt. Further, under the Loan Agreement, as amended, the Company is permitted, subject to Perceptive’s consent, to monetize the royalty and fees derived from sales of certain Apomorphine products and, in connection with such monetization Perceptive has agreed to release liens related to these royalties and fees. Other significant terms include financial covenants, change of control triggers and limitations on additional indebtedness, asset sales, acquisitions and dividend payments. Financial covenant requirements include (1) minimum liquidity under which a $4,000 minimum cash balance must be maintained at all times and (2) a minimum revenue requirement under which minimum revenues for the trailing twelve consecutive months, measured at the end of each calendar quarter, must also be met. As of September 30, 2018, the Company was in compliance with all financial covenants. Also, as of that date, the Company’s carrying value of this loan payable approximated its fair market value. The Company capitalizes legal and other third-party costs incurred in connection with obtaining debt as deferred debt issuance costs and applies the unamortized portion as a reduction of the outstanding face amount of the related loan in accordance with ASU 2015-03, Interest – Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs Unamortized deferred debt issuance costs and deferred debt discounts totaled $3,196 as of September 30, 2018 and $4,493 as of December 31, 2017. |
Warrant Liability
Warrant Liability | 9 Months Ended |
Sep. 30, 2018 | |
Warrant Liability [Abstract] | |
Warrant Liability | Note 13. Warrant Liability The warrant issued to Perceptive in connection with the August 16, 2016 Loan Agreement had certain rights and preferences including anti-dilution adjustments so that, upon exercise, they would represent 4.5% of the Company’s fully diluted common stock on an as converted basis, subject to dilution for certain financing transactions including the issuance of shares upon termination of our Performance Unit Plans. The warrant also provided Perceptive with a put right which, if exercised under certain circumstances, would require the Company to purchase the warrant for $3,000 within the first year of the loan or $5,000 thereafter. These re-purchase terms may require net-cash settlement, and as a result, the appraised value of this warrant at the time of issuance of $5,800 was classified as a liability, rather than as a component of equity, and is treated as a debt discount, with the unamortized portion applied to reduce the face amount of the loan in the accompanying Consolidated Balance Sheet. The Company used a third-party valuation to assist in determining the fair value of the warrant due to the absence of available Level 1 and Level 2 inputs prior to the IPO date. The fair values for periods prior to the IPO date were based on unobservable Level 3 inputs. The first step in determining the fair value of the warrant liability was to determine the value of the aggregate equity of the Company which was estimated utilizing the income and market valuation approaches. A probability weighted return model was then utilized to allocate the aggregate equity value of the Company to the underlying securities. Estimates and assumptions impacting the fair value measurement include the following factors: the progress of the Company’s pipeline products since the prior valuations, including status of clinical trials; the Company’s progress towards an IPO; a discount rate of 24.5% for the nine months ended September 30, 2017 and a volatility rate of 90% for the nine-month period ended September 30, 2017. Immediately prior to pricing of the Company’s initial public offering, Perceptive received 863,400 shares of common stock issuable pursuant to the automatic exercise of warrants from APL’s ownership interest at a total price of $116. As a result, the warrant liability of $12,951 was reclassified to additional paid in capital during the third quarter of 2018. A Level 1 market pricing of $15.00, the initial price at which the Company’s common stock was offered, was used in determining fair value as of the warrants conversion date. A roll-forward of warrant liability is as follows: Warrant liability Balance as of December 31, 2017 $ 7,673 Changes in fair value recognized 5,278 Exercise of warrants (12,951) Balance as of September 30, 2018 $ - |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 14. Commitments and Contingencies (A) Operating Leases The Company has entered into various lease agreements for production and research facilities and offices. Most leases contain renewal options. Certain leases contain purchase options and require the Company to pay for taxes, maintenance and operating expenses. All of the Company’s leases are classified as operating leases. Rent expense for all leased manufacturing facilities and sales, laboratory and office space was approximately $375 and $345 for three months ended September 30, 2018 and 2017, respectively and $998 and $990 for the nine months ended September 30, 2018 and 2017, respectively. (B) Litigation and Contingencies From time to time, we have been and may again become involved in legal proceedings arising in the ordinary course of our business. Except as described below, we are not presently a party to any litigation or legal proceedings that we believe to be material and we are not aware of any pending or threatened litigation against us that we believe could have a material adverse effect on our business, operating results, financial condition or cash flows. Patent-Related Litigation Beginning in August 2013, we were informed of ANDA filings in the United States by Watson Laboratories, Inc. (now Actavis Laboratories, Inc., or Actavis), Par Pharmaceutical, Inc., or Par, Alvogen Pine Brook, Inc., or Alvogen, Teva Pharmaceuticals USA, Inc., or Teva, Sandoz Inc., or Sandoz, and Mylan Technologies Inc. or Mylan, for the approval by the FDA of generic versions of Suboxone Sublingual Film in the United States. We filed patent infringement lawsuits against all six generic companies in the U.S. District Court for the District of Delaware. Of these, cases against three of the six generic companies have been resolved. • Sandoz • Mylan • Par After the commencement of the above-mentioned ANDA patent litigation against Teva, Dr. Reddy’s Laboratories acquired the ANDA filings for Teva’s buprenorphine and naloxone sublingual film that are at issue in these trials. Trials against Dr. Reddy’s, Actavis and Par in the lawsuits involving the Orange Book and process patents occurred in November-December of 2015 and November of 2016. On June 3, 2016, the Court issued its Trial Opinion finding that the asserted claims of U.S. Patent No. 8,603,514, or the ’514 patent, are valid and infringed by Actavis’s and Par’s ANDA Products. On August 31, 2017, the Court upheld U.S. Patent No. 8,900,497, or the ’497 patent, as valid but not infringed by Par’s, Actavis’s or Dr. Reddy’s proposed processes for making their ANDA Products. The Court also again upheld the validity of the ’514 patent but held it was not infringed by Dr. Reddy’s ANDA Products, and upheld the validity of U.S. Patent No. 8,017,150, or the ’150 patent, but held that it was not infringed by Dr. Reddy’s ANDA Products. All of these cases are consolidated on appeal to the Federal Circuit, except that the cases between Indivior and us and Par and certain affiliates have been resolved by a settlement agreement. Trial against Alvogen was held in September, 2017. The only issue raised at trial was whether Alvogen’s ANDA Products and processes infringe the ’514 and ’497 patents; Alvogen did not challenge the validity of the patents. In March 2018, the Court issued its opinion finding that Alvogen’s ANDA products and processes would not infringe the ’514 or ’497 patents. We and Indivior appealed the ruling, and the appeal is currently pending before the Federal Circuit. If any company is able to obtain FDA approval for its generic version of Suboxone Sublingual Film, it may be able to launch the product prior to the expiration of any or all the applicable patents protecting our Suboxone Film, which could have a material adverse effect on our business, prospects, results of operations and financial condition. We are also seeking to enforce our patent rights in multiple cases against BioDelivery Sciences International, Inc., or BDSI. Two cases are currently pending but stayed in the U.S. District Court for the Eastern District of North Carolina: · The first, a declaratory judgment action brought by BDSI against Indivior and Aquestive, seeks declarations of invalidity and non-infringement of U.S. Patents Nos. 7,897,080, or the ’080 patent, 8,652,378, or the ’378 patent, and 8,475,832, or the ’832 patent. This case stayed pending inter partes · The second was filed by us and Indivior related to BDSI’s infringing Bunavail product, and alleges infringement of our patent, U.S. Patent No. 8,765,167, or the ’167 patent. This case was initially filed in September 2014 in the U.S. District Court for the District of New Jersey but was transferred to North Carolina. Shortly after the case was filed, BDSI filed an IPR challenging the asserted ’167 patent. On March 24, 2016, the Patent Trial and Appeal Board, or the PTAB, issued a final written decision finding the ’167 patent was not unpatentable. This case is stayed pending the outcome and final determination of the proceedings concerning the ’167 patent (discussed further below). On January 13, 2017, we also sued BDSI asserting infringement of the ’167 patent by BDSI’s Belbuca product. The case was originally filed in the U.S. District Court for the District of New Jersey and was later transferred to the U.S. District Court for the District of Delaware by agreement of the parties. On October 16, 2018, the Delaware Court issued an order transferring the case to the U.S. Court District for the Eastern District of North Carolina. On November 28, 2016, after the PTAB issued its final written decisions finding that the ’167 patent was not unpatentable in IPR2015-00165, IPR2015-00168 and IPR2015-00169, BDSI filed a notice of appeal of those decisions to the U.S. Court of Appeals for the Federal Circuit. The case was fully briefed, and the Court heard oral arguments on February 9, 2018. On June 19, 2018, BDSI filed a motion to terminate and remand the appeal, which the Company opposed. On July 31, 2018, the Federal Circuit granted the motion, vacating the PTAB’s decisions and remanding for further proceedings before the PTAB. The review proceedings remain pending before the PTAB. In September 2017, Indivior brought suit against Alvogen for infringement of U.S. Patent No. 9,687,454, or the ’454 patent, based on the filing of an ANDA seeking approval for a generic version of Suboxone Sublingual Film, in the U.S. District Court for the District of New Jersey. In February 2018, we and Indivior amended the complaint, which added us as a plaintiff and a claim for infringement of U.S. Patent No. 9,855,221, or the ’221 patent. Indivior brought suits against Dr. Reddy’s and Teva in September 2017, and against Par and certain affiliates in October 2017, for infringement of the ’454 patent, in the U.S. District Court for the District of New Jersey. Indivior also brought suit in September 2017 against Actavis Laboratories UT, Inc. for infringement of the ’454 patent, in the U.S. District Court for the District of Utah. On March 13, 2018, the Court granted transfer of this case to the U.S. District Court for the District of Delaware. In February 2018, we and Indivior brought suit against Actavis, Dr. Reddy’s, Teva, and Par and certain affiliates for infringement of the ’221 patent. The suit against Actavis was filed in the U.S. District Court for the District of Utah, and the other three cases were filed in the U.S. District Court for the District of New Jersey. In April 2018, we brought suit with Indivior against Actavis, Alvogen, Dr. Reddy’s, Teva, and Par and certain affiliates for infringement of U.S. Patent No. 9,931,305, or the ’305 patent. The cases against Alvogen, Dr. Reddy’s, Teva, and Par are pending in the U.S. District Court for the District of New Jersey, and they have each been consolidated with the actions asserting infringement of the ’454 and ’221 patents. Following transfer of the case asserting the ’454 patent from Utah to Delaware, and by agreement of the parties, the cases against Actavis asserting infringement of the ’454, ’221, and ’305 patents are consolidated in a single action pending in the U.S. District Court for the District of Delaware. All matters involving Par were resolved on May 11, 2018, when we, Indivior, and Par and certain of its affiliates entered into a settlement agreement resolving patent litigation related to SUBOXONE (buprenorphine and Naloxone) Sublingual Film. As required by law, the parties submitted the settlement agreement to the U.S. Federal Trade Commission and the U.S. Department of Justice for review. On June 14, 2018, Dr. Reddy’s notified the U.S. District Court for the District of New Jersey that the FDA had granted final approval of its ANDAs and that it had launched generic versions of Suboxone Sublingual Film. The Company and Indivior filed a motion for a preliminary injunction and a request for a temporary restraining order, and the Court granted the request on June 15, 2018 enjoining and restraining Dr. Reddy’s from offering for sale, selling or importing its generic versions of Suboxone Sublingual Film. On July 13, 2018, the Court granted the preliminary injunction, which enjoins Dr. Reddy’s from launching a generic version of Suboxone during the pendency of the litigation and until further order from the Court. Dr. Reddy’s appealed the preliminary injunction ruling to the Federal Circuit. Dr. Reddy’s also requested a stay of the injunction pending appeal, which the Company and Indivior opposed. Both the District Judge and the Federal Circuit denied Dr. Reddy’s request for a stay. The Federal Circuit heard oral argument on the appeal on October 4, 2018 but has not yet issued its opinion. Antitrust Litigation On September 22, 2016, forty-one states and the District of Columbia, or the States, brought suit against Indivior and us in the U.S. District Court for the Eastern District of Pennsylvania, alleging violations of federal and state antitrust statutes and state unfair trade and consumer protection laws relating to Indivior’s launch of Suboxone Sublingual Film in 2010. After filing, the case was consolidated for pre-trial purposes with the In re Suboxone (Buprenorphine Hydrochloride and Naloxone) Antitrust Litigation Product Litigation On December 27, 2016, we were named as a co-defendant in product liability suit brought by Laurence and Michelle Allen, as Co-Administrators of the Estate of John Bradley Allen, in the U.S. District Court for the Northern District of New York. This suit, which also named Indivior Inc. and Indivior PLC as defendants, asserts causes of action for negligence, strict liability, and failure to warn against the defendants in connection with the manufacture and sale of Suboxone Sublingual Film. Plaintiffs allege that John Bradley Allen’s use of Suboxone Sublingual Film was a substantial contributing cause of his mental anguish and death and seek $100 million in damages. All defendants moved to dismiss the complaint on April 10, 2017, and those motions were fully briefed on May 18, 2017. Aquestive was dismissed from the case on May 9, 2017, and the remainder of the case was closed on August 9, 2018, after the complaint was dismissed in favor of Indivior. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2018 | |
Share-Based Compensation [Abstract] | |
Share-Based Compensation | Note 15. Share-Based Compensation The following table summarizes the components of share-based compensation expenses, including those related to the non-voting common shares, restricted stock awards and stock option grants, reflected in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine-month periods ended September 30, 2018: Periods Ended September 30, 2018 Three Months Nine Months Manufacturing and supply $ 32 $ 377 Research and development 192 2,378 Selling, general and administrative 1,012 25,786 Total share-based compensation expenses $ 1,236 $ 28,541 The table below reflects the following share-based compensation expenses incurred during 2018: Periods Ended September 30, 2018 Three Months Nine Months Non-voting common shares (A) $ - $ 27,298 Restricted Stock Units (B) 610 610 Stock Options (B) 626 633 Total share-based compensation expenses $ 1,236 $ 28,541 There were no restricted stock unit or option grants in 2017 and consequently no share-based compensation recognized during the three and nine months ended September 30, 2017. (A) Non-Voting Common Share Issuance The Company had two Performance Unit Plans, both of which were considered to be within the scope of FASB ASC Subtopic 718-30, Compensation – Stock Compensation – Awards Classified as Liabilities. On April 16, 2018, the Company terminated the Performance Unit Plans. The termination was executed in accordance with the provisions of the Plans’ termination, which required both Board of Directors and the certain plan participant approval. As a result, the Company accelerated the vesting of any unvested performance units and issued non-voting common shares to compensate the performance unit holders. Immediately prior to the consummation of the IPO, all of the Company’s outstanding shares of non-voting common stock were automatically converted to 4,922,353 shares of voting common stock. In accordance with ASC 718, Compensation — Stock Compensation, The assumptions for the determination of the fair value of are provided in the following table: Valuation assumptions: Discount for lack of marketability 34 % Volatility 90 % Weighted average cost of capital 27.5 % The discount for lack of marketability takes into consideration the illiquid nature of the security as well as other qualitative characteristics that would make it less marketable than the more senior securities. Volatility was based on that of comparable public companies. The weighted average cost of capital was also based on that of comparable public companies as well as market interest rate data. (B) Share-Based Compensation Equity Awards The Company provides certain employees, non-employee directors and consultants with performance incentives under its share-based compensation plans. Under these plans, the Company may grant restricted stock units and stock options in order to align the long-term financial interests of selected participants with those of its shareholders, strengthen the commitment of such persons to the Company, and attract and retain competent and dedicated persons whose efforts will enhance long-term growth, profitability and share value . Restricted stock and option awards are subject to graded vesting over a service period, which is typically two or three years. Compensation cost is recognized for these awards on a pro-rata basis over the requisite service period for each award granted. Restricted stock unit awards (RSUs) During the three months ended September 30, 2018, the Company granted to certain members of senior management and key employees a total of 264,781 restricted share units having an estimated grant date fair value of $3,926, of which 29,802 units were vested as of that date. The RSUs granted to senior management vest in equal quarterly installments over two years; the RSUs granted to key employees are subject to a three-year graduated vesting schedule. These RSUs are not subject to performance-based criteria other than continued employment. There were no RSU grants prior to the three months ended September 30, 2018 and there were no forfeitures during the period. Stock option awards During the nine months ended September 30, 2018, the Company granted 1,033,042 stock options to certain members of senior management, members of its board of directors and a consultant having an estimated grant date fair value of $11,155, of which 28,666 options were vested as of that date. These stock options were granted with exercises prices ranging from $6.54 to $18.67 per share with three-year vesting and a 10-year contractual term. Options granted to senior management and board members vest in equal quarterly or monthly increments over three years; options granted to key employees are subject to a three-year graduated vesting schedule. These stock options are not subject to performance-based criteria other than continued employment. There were no option grants prior to the six months ended September 30, 2018, and there were no forfeitures during the period. The Company measured the fair value of these stock options at their grant dates using the Black-Scholes-Merton option pricing model. The assumptions for the determination of the fair value of options issued during 2018 are as follows: Expected dividend yield 0 % Expected volatility 90 % Expected term (years) 5.8 - 6.1 Risk-free interest rate 2.8 - 2.9 % Aquestive anticipates reinvesting earnings for the foreseeable future in product development and other avenues of share-value growth and accordingly anticipates no dividend payouts. Volatility was determined based on that of comparable public companies, given the lack of any meaningful history regarding its own now-publicly-traded common stock. The expected term of the award was calculated using the simplified method. A weighted average was utilized taking into account the two vesting periods to determine the expected term in years. The risk-free interest rate is based on the average U.S. Treasury rate with a term that most closely resembles the estimated expected life of the award. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Income Taxes [Abstract] | |
Income Taxes | Note 16. Income Taxes From its founding through October 31, 2017, the Company was a limited liability company (“LLC”) treated as a partnership for income tax purposes. From November 1, 2017 through December 31, 2017, the LLC elected to be taxed as a C-corporation. On January 1, 2018, MonoSol converted from a Delaware LLC into a Delaware C-corporation pursuant to a statutory conversion and changed its name to Aquestive Therapeutics, Inc. From November 1, 2017, the Company accounts for income taxes under the asset and liability method, which requires deferred tax assets and liabilities to be recognized for the estimated future tax consequences attributable to differences between financial statement carrying amounts and respective tax bases of existing assets and liabilities, as well as net operating loss carryforwards and research and development credits. Valuation allowances are provided if it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Company’s tax provision for interim periods is determined using an estimate of its annual effective tax rate, adjusted for discrete items. For the three months and nine months ended September 30, 2018, the Company recorded income tax benefit of $0, on pretax losses of $15,038 and $47,432, respectively. The Company’s U.S. statutory rate is 21%. The primary factor impacting the effective tax rate for the nine months ended September 30, 2018 is the anticipated full year losses which will be incurred by the Company’s operations that have valuation allowances against their net deferred tax assets. |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated financial statements were prepared in conformity with U.S. generally accepted accounting principles (“U.S. GAAP”) and with Article 10 of Regulation S-X for interim financial reporting. In compliance with those rules, certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. These consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes for the fiscal year ended December 31, 2017 included in our prospectus dated July 29, 2018 filed with the SEC, pursuant to Rule 424(b) under the Securities Act. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair statement of the results of interim periods have been included. The results of operations and cash flows reported in these consolidated financial statements should not be regarded as necessarily indicative of results that may be expected for the entire fiscal year. We have evaluated subsequent events for disclosure through the date of issuance of the accompanying unaudited condensed financial statements. Any reference in these notes to applicable guidance is meant to refer to the authoritative United States generally accepted principles as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Summary of Significant Accounting Policies [Abstract] | |
Principles of Consolidation | (A) Principles of Consolidation On January 1, 2018 MonoSol Rx, LLC (which previously consolidated MonoSol Rx, Inc. in 2017) was converted from a Delaware LLC into a Delaware corporation pursuant to a statutory conversion under the laws of the State of Delaware. The resulting entity is Aquestive Therapeutics, Inc. into which is consolidated its wholly-owned subsidiary MonoSol Rx, Inc. These consolidated financial statements presented for periods earlier than January 1, 2018 include the accounts of the MonoSol Rx, LLC. and its wholly owned subsidiary, MonoSol Rx, Inc. Other than corporate formation activities, MonoSol Rx, Inc. has conducted no commercial, developmental or operational activities and has no customers or vendors. |
Use of Estimates | (B) Use of Estimates The preparation of financial statements in conformity with U.S. 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 these consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to estimates and assumptions include the useful lives of fixed assets, valuation of warrants, stock compensation, and contingencies. |
Deferred Offering Costs | (C) Deferred Offering Costs Deferred Offering costs, consisting primarily of direct incremental legal, accounting and other fees relating to the IPO, were capitalized as incurred. As of December 31, 2017, deferred offering costs of $1,050 were included as a component of Other Assets due to the uncertainty of an IPO. Upon the Company’s closure of the IPO on July 27, 2018, the deferred offering costs of $5,230 were reclassified from Other Assets to Additional Paid in Capital in the accompanying balance sheet. |
Recent Accounting Pronouncements | (D) Recent Accounting Pronouncements As a public emerging growth company, the Company has elected to take advantage of the extended transition period afforded by Jumpstart Our Business Startups Act for the implementation of new or revised accounting standards and, as a result, the Company will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for public emerging growth companies. From time to time, new accounting pronouncements are issued by the FASB and adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on its financial position or results of operations upon adoption. In May 2014, the FASB issued Accounting Standards Update No 2014-09, “Revenue from Contracts with Customers” The new standard will be effective for us beginning January 1, 2019 and permits two methods of adoption: the full retrospective method, which requires the standard to be applied to each prior period presented, or the modified retrospective method, which requires the cumulative effect adoption to be recognized as an adjustment to opening retained earnings in the period of adoption. We will adopt the standard using the modified retrospective method. The Company is continuing to evaluate the impact of these updates on its consolidated financial statements. Adoption of this standard will require changes to our business processes, systems and controls to support the additional required disclosures. We are in the process of identifying and designing such changes to ensure our readiness to appropriately recognize our revenues pursuant to the new standard in 2019. In January 2016, the FASB issued revised guidance governing accounting and reporting of financial instruments (ASU 2016-01) and in 2018 issued technical corrections (ASU 2018-03). This guidance requires that equity investments with readily determinable fair values that are classified as available-for-sale be measured at fair value with changes in value reflected in current earnings. This guidance also simplifies the impairment testing of equity investments without readily determinable fair values and alters certain disclosure requirements. ASU No. 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326) , amending existing guidance on the accounting for credit losses on financial instruments within its scope. The guidance introduces an expected loss model for estimating credit losses, replacing the incurred loss model. The new guidance also changes the impairment model for available-for-sale debt securities, requiring the use of an allowance to record estimated credit losses (and subsequent recoveries). The new guidance is effective for the Company beginning after December 15, 2020. The Company is currently evaluating the impact of adoption on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, providing In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework. The Company reviewed all other recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a material impact on the financial statements. |
Corporate Organization and Co_2
Corporate Organization and Company Overview (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Corporate Organization and Company Overview [Abstract] | |
Redeemable and Non-redeemable Interests Outstanding for Each Series of Membership Interests | The table below depicts the number of redeemable and non-redeemable interests outstanding for each series of membership interests at December 31, 2017, which were converted to identical interests in APL on a 1:1 basis effective January 1, 2018; December 31, 2017 Redeemable Preferred A-3 Interests 5,055,000 Redeemable Preferred A-2 Interests 82,071,200 Nonredeemable A-1 interests 21,526,850 Nonredeemable A interests 16,886,750 Common Interests 121,228,353 246,768,153 |
Revenue Recognition and Trade_2
Revenue Recognition and Trade Receivables, net (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Revenue Recognition and Trade Receivables, net [Abstract] | |
Revenue | The Company’s revenues for the three and nine months ended September 30, 2018 and 2017 consisted of the following: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2018 2017 2018 2017 Manufacture and supply revenue $ 9,005 $ 9,020 $ 29,249 $ 29,511 License and royalty revenue 3,355 17,351 17,387 22,820 Co-development and research fees 907 775 3,970 2,392 Revenues $ 13,267 $ 27,146 $ 50,606 $ 54,723 |
Disaggregation of Revenue | The following table provides additional information pertaining to revenues disaggregated by geographic market for the three and nine months ended September 30, 2018 and 2017: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2018 2017 2018 2017 United States $ 12,483 $ 26,427 $ 49,060 $ 52,999 Ex-United States 784 719 1,546 1,724 Revenues $ 13,267 $ 27,146 $ 50,606 $ 54,723 |
Accounts Receivable, Net | Accounts Receivable, net consist of the following: September 30, 2018 December 31, 2017 Trade receivables $ 7,506 $ 6,156 Other receivables 19 78 Less: allowance for bad debts (75 ) (55 ) Trade receivables, net $ 7,450 $ 6,179 |
Changes in Allowance for Bad Debts Account | The following table presents the changes in the allowance for bad debts account: September 30, 2018 December 31, 2017 Allowance for doubtful accounts at beginning of year $ 55 $ 108 Additions charged to bad debt expense 73 - Write-downs charged against the allowance (53 ) - Recoveries of amounts previously reserved - (53 ) Allowance for doubtful accounts at end of the period $ 75 $ 55 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Inventories [Abstract] | |
Inventories | Inventories are stated at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis. Inventory includes the cost of materials, production labor and overhead. The Company regularly reviews its inventories for impairment and reserves are established when necessary. September 30, 2018 December 31, 2017 Raw material $ 901 $ 725 Packaging material 2,480 2,225 Finished goods 1,102 1,064 Total inventory $ 4,483 $ 4,014 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Property and Equipment, net [Abstract] | |
Property and Equipment, Net | Property and Equipment, net as of September 30, 2018 and December 31, 2017 consisted of the following: Useful Lives September 30, 2018 December 31, 2017 Machinery 3-15 yrs $ 20,440 $ 20,056 Furniture and fixtures 3-15 yrs 1,142 1,109 Leasehold improvements (a) 21,314 21,271 Computer, network equipment and software 3-7 yrs 2,287 2,108 Construction in progress 1,471 921 46,654 45,465 Less: accumulated depreciation and amortization (34,443 ) (32,005 ) Total property and equipment, net $ 12,211 $ 13,460 (a) Leasehold improvements are amortized over the shorter of the lease term or their estimated useful lives. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Net Loss Per Share [Abstract] | |
Basic and Diluted Net Loss Per Share | As a result of the corporate conversion and reorganization described in Note 1(B), there were no potentially dilutive instruments outstanding for the three and nine months period ended September 30, 2018. Therefore, basic and diluted net loss per share were the same for all periods presented as reflected below. For the Three Months Ended September 30, 2018 For the Nine Months Ended September 30, 2018 Numerator: Net loss $ (15,038 ) $ (47,432 ) Denominator: Weighted-average number of common shares – basic and diluted 23,646,192 19,335,541 Income per common share – basic and diluted $ (0.64 ) $ (2.45 ) |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Accounts Payable and Accrued Expenses [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following: September 30, 2018 December 31, 2017 Accounts payable $ 12,337 $ 9,601 Accrued salaries, performance bonuses, other compensation and benefits 3,164 3,761 Accrued withholding tax for share-based compensation 1,701 - Real estate and personal property taxes 338 340 Other 258 301 Total accounts payable and accrued expenses $ 17,798 $ 14,003 |
Warrant Liability (Tables)
Warrant Liability (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Warrant Liability [Abstract] | |
Warrant Liability | A roll-forward of warrant liability is as follows: Warrant liability Balance as of December 31, 2017 $ 7,673 Changes in fair value recognized 5,278 Exercise of warrants (12,951) Balance as of September 30, 2018 $ - |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Share-Based Compensation [Abstract] | |
Share-based Compensation Expense | The following table summarizes the components of share-based compensation expenses, including those related to the non-voting common shares, restricted stock awards and stock option grants, reflected in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) for the three and nine-month periods ended September 30, 2018: Periods Ended September 30, 2018 Three Months Nine Months Manufacturing and supply $ 32 $ 377 Research and development 192 2,378 Selling, general and administrative 1,012 25,786 Total share-based compensation expenses $ 1,236 $ 28,541 The table below reflects the following share-based compensation expenses incurred during 2018: Periods Ended September 30, 2018 Three Months Nine Months Non-voting common shares (A) $ - $ 27,298 Restricted Stock Units (B) 610 610 Stock Options (B) 626 633 Total share-based compensation expenses $ 1,236 $ 28,541 |
Valuation Assumptions for Determination of Fair Value | The assumptions for the determination of the fair value of are provided in the following table: Valuation assumptions: Discount for lack of marketability 34 % Volatility 90 % Weighted average cost of capital 27.5 % |
Valuation Assumptions for Determination of Fair Value of Options | The assumptions for the determination of the fair value of options issued during 2018 are as follows: Expected dividend yield 0 % Expected volatility 90 % Expected term (years) 5.8 - 6.1 Risk-free interest rate 2.8 - 2.9 % |
Corporate Organization and Co_3
Corporate Organization and Company Overview (Details) $ / shares in Units, $ in Thousands | Aug. 15, 2018USD ($)$ / sharesshares | Jul. 27, 2018USD ($)$ / sharesshares | Aug. 15, 2018USD ($)$ / shares | Jul. 31, 2018$ / sharesshares | Apr. 30, 2018$ / sharesshares | Jun. 30, 2018shares | Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($) | Dec. 31, 2017shares | Mar. 31, 2018shares |
Number of Redeemable and Non-redeemable Interests Outstanding [Abstract] | ||||||||||
Number of redeemable and non-redeemable interests outstanding (in shares) | 246,768,153 | |||||||||
Corporate Conversion, Reorganization, Stock Splits and IPO [Abstract] | ||||||||||
Common stock, shares issued (in shares) | 24,942,185 | |||||||||
Conversion ratio for redeemable and non-redeemable stock | 1 | |||||||||
Common stock, shares authorized (in shares) | 250,000,000 | 350,000,000 | 250,000,000 | 25,000 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | ||||||||
Reverse stock split (in shares) | 12.34 | |||||||||
Initial Public Offering of Common Stock and Authorized Number of Capital Stock [Abstract] | ||||||||||
Share price (in dollars per share) | $ / shares | $ 15 | |||||||||
Net proceeds from initial public offering | $ | $ 63,484 | $ 68,714 | $ 0 | |||||||
Payments for deferred offering costs | $ | $ (4,695) | $ (43) | ||||||||
Common stock, shares outstanding (in shares) | 24,942,185 | |||||||||
Initial Public Offering [Member] | ||||||||||
Initial Public Offering of Common Stock and Authorized Number of Capital Stock [Abstract] | ||||||||||
Number of common shares issued (in shares) | 4,500,000 | |||||||||
Share price (in dollars per share) | $ / shares | $ 15 | |||||||||
Net proceeds from initial public offering | $ | $ 57,545 | |||||||||
Payments for deferred offering costs | $ | $ (9,955) | |||||||||
Over-Allotment Option [Member] | ||||||||||
Initial Public Offering of Common Stock and Authorized Number of Capital Stock [Abstract] | ||||||||||
Number of common shares issued (in shares) | 425,727 | |||||||||
Share price (in dollars per share) | $ / shares | $ 15 | $ 15 | ||||||||
Net proceeds from initial public offering | $ | $ 5,939 | |||||||||
Payments for deferred offering costs | $ | $ (447) | |||||||||
Redeemable Preferred A-3 Interests [Member] | ||||||||||
Number of Redeemable and Non-redeemable Interests Outstanding [Abstract] | ||||||||||
Number of redeemable and non-redeemable interests outstanding (in shares) | 5,055,000 | |||||||||
Redeemable Preferred A-2 Interests [Member] | ||||||||||
Number of Redeemable and Non-redeemable Interests Outstanding [Abstract] | ||||||||||
Number of redeemable and non-redeemable interests outstanding (in shares) | 82,071,200 | |||||||||
Nonredeemable A-1 Interests [Member] | ||||||||||
Number of Redeemable and Non-redeemable Interests Outstanding [Abstract] | ||||||||||
Number of redeemable and non-redeemable interests outstanding (in shares) | 21,526,850 | |||||||||
Nonredeemable A Interests [Member] | ||||||||||
Number of Redeemable and Non-redeemable Interests Outstanding [Abstract] | ||||||||||
Number of redeemable and non-redeemable interests outstanding (in shares) | 16,886,750 | |||||||||
Common Interests [Member] | ||||||||||
Number of Redeemable and Non-redeemable Interests Outstanding [Abstract] | ||||||||||
Number of redeemable and non-redeemable interests outstanding (in shares) | 121,228,353 | |||||||||
Voting Common Stock [Member] | ||||||||||
Corporate Conversion, Reorganization, Stock Splits and IPO [Abstract] | ||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | |||||||||
Affect of stock split (unaudited) (in shares) | 37,212 | |||||||||
Nonvoting Common Stock [Member] | ||||||||||
Initial Public Offering of Common Stock and Authorized Number of Capital Stock [Abstract] | ||||||||||
Number of common shares issued (in shares) | 4,922,353 | |||||||||
Common stock, shares outstanding (in shares) | 4,922,353 | |||||||||
Aquestive Partners, LLC [Member] | Voting Common Stock [Member] | ||||||||||
Corporate Conversion, Reorganization, Stock Splits and IPO [Abstract] | ||||||||||
Common stock, shares issued (in shares) | 5,000 | |||||||||
Common Stock [Member] | ||||||||||
Corporate Conversion, Reorganization, Stock Splits and IPO [Abstract] | ||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Deferred Offering Costs [Abstract] | ||
Deferred offering costs | $ 5,230 | $ 1,050 |
Risks and Uncertainties (Detail
Risks and Uncertainties (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 15, 2018 | Jul. 27, 2018 | Aug. 15, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Risks and Uncertainties [Abstract] | ||||||
Working capital | $ 56,030 | $ 12,813 | ||||
Initial public offering [Abstract] | ||||||
Share price (in dollars per share) | $ 15 | |||||
Net cash proceeds from initial public offering | $ 63,484 | $ 68,714 | $ 0 | |||
Initial Public Offering [Member] | ||||||
Initial public offering [Abstract] | ||||||
Number of common shares issued (in shares) | 4,500,000 | |||||
Share price (in dollars per share) | $ 15 | |||||
Net cash proceeds from initial public offering | $ 57,545 | |||||
Over-Allotment Option [Member] | ||||||
Initial public offering [Abstract] | ||||||
Number of common shares issued (in shares) | 425,727 | |||||
Share price (in dollars per share) | $ 15 | $ 15 | ||||
Net cash proceeds from initial public offering | $ 5,939 | |||||
Revenue [Member] | Indivior [Member] | ||||||
Customer Concentration [Abstract] | ||||||
Concentrations of risk | 95.00% | 88.00% | ||||
Receivables [Member] | Indivior [Member] | ||||||
Customer Concentration [Abstract] | ||||||
Concentrations of risk | 92.00% | 93.00% |
Revenue Recognition and Trade_3
Revenue Recognition and Trade Receivables, net, Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue Recognition and Trade Receivables, net [Abstract] | ||||
Maximum period of research and development projects | 3 years | |||
Revenue [Abstract] | ||||
Revenue | $ 13,267 | $ 27,146 | $ 50,606 | $ 54,723 |
Manufacture and Supply Revenue [Member] | ||||
Revenue [Abstract] | ||||
Revenue | 9,005 | 9,020 | 29,249 | 29,511 |
License and Royalty Revenue [Member] | ||||
Revenue [Abstract] | ||||
Revenue | 3,355 | 17,351 | 17,387 | 22,820 |
Co-Development and Research Fees [Member] | ||||
Revenue [Abstract] | ||||
Revenue | $ 907 | $ 775 | $ 3,970 | $ 2,392 |
Revenue Recognition and Trade_4
Revenue Recognition and Trade Receivables, net, Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenues by Geographic Market [Abstract] | ||||
Revenues | $ 13,267 | $ 27,146 | $ 50,606 | $ 54,723 |
Minimum [Member] | ||||
Revenues by Geographic Market [Abstract] | ||||
Trade receivables, period for credit term | 30 days | |||
Maximum [Member] | ||||
Revenues by Geographic Market [Abstract] | ||||
Trade receivables, period for credit term | 60 days | |||
United States [Member] | ||||
Revenues by Geographic Market [Abstract] | ||||
Revenues | 12,483 | 26,427 | $ 49,060 | 52,999 |
Ex-United States [Member] | ||||
Revenues by Geographic Market [Abstract] | ||||
Revenues | $ 784 | $ 719 | $ 1,546 | $ 1,724 |
Revenue Recognition and Trade_5
Revenue Recognition and Trade Receivables, net, Accounts Receivables, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Accounts Receivable, Net [Abstract] | |||
Trade receivables | $ 7,506 | $ 6,156 | |
Other receivables | 19 | 78 | |
Less: allowance for bad debts | (75) | (55) | $ (108) |
Trade receivables, net | $ 7,450 | $ 6,179 |
Revenue Recognition and Trade_6
Revenue Recognition and Trade Receivables, net, Changes in Allowance for Bad Debts Account (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Allowance for doubtful accounts at beginning of period | $ 55 | $ 108 | $ 108 |
Additions charged to bad debt expense | 73 | 0 | |
Write-downs charged against the allowance | (53) | 0 | |
Recoveries of amounts previously reserved | 0 | $ (38) | (53) |
Allowance for doubtful accounts at end of the period | $ 75 | $ 55 |
Material Agreements (Details)
Material Agreements (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Supplemental Agreement [Abstract] | |||||
Revenues | $ 13,267 | $ 27,146 | $ 50,606 | $ 54,723 | |
License and Royalty Revenue [Member] | |||||
Supplemental Agreement [Abstract] | |||||
Revenues | 3,355 | $ 17,351 | $ 17,387 | 22,820 | |
Commercial Exploitation Agreement with Indivior [Member] | |||||
Commercial Exploitation Agreement [Abstract] | |||||
License agreement term | 7 years | ||||
Automatic renewal period of agreement | 1 year | ||||
Commercial Exploitation Agreement with Indivior [Member] | Minimum [Member] | |||||
Commercial Exploitation Agreement [Abstract] | |||||
Notice period of intent not to renew agreement | 1 year | ||||
Supplemental Agreement with Indivior [Member] | |||||
Supplemental Agreement [Abstract] | |||||
Receivable, Issuance of process patent rights | 2,500 | $ 2,500 | |||
Supplemental Agreement with Indivior [Member] | Maximum [Member] | |||||
Supplemental Agreement [Abstract] | |||||
Receivable, Additional amounts | 41,500 | 41,500 | |||
Receivable, Milestone payments and royalties | 39,000 | 39,000 | |||
Receivable, Issuance of process patent rights | 75,000 | 75,000 | |||
Supplemental Agreement with Indivior [Member] | License and Royalty Revenue [Member] | |||||
Supplemental Agreement [Abstract] | |||||
Revenues | $ 17,000 | 3,000 | 16,500 | ||
License Agreement with Sunovion Pharmaceuticals, Inc. [Member] | |||||
License Agreement [Abstract] | |||||
Revenues, Milestone revenues recognized | 0 | 5,000 | |||
License Agreement with Sunovion Pharmaceuticals, Inc. [Member] | Maximum [Member] | |||||
License Agreement [Abstract] | |||||
Remaining milestone payments, Regulatory events | 11,000 | 11,000 | |||
Remaining milestone payments, Commercial events | $ 20,000 | 20,000 | |||
Collaboration and License Agreement with Mitsubishi Tanabe [Member] | |||||
Supplemental Agreement [Abstract] | |||||
Revenues | 240 | ||||
Agreement to Terminate CLA with KemPharm [Member] | |||||
Supplemental Agreement [Abstract] | |||||
Revenues | $ 0 | $ 0 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Level 2 [Member] | ||
Fair Value of Financial Instruments [Abstract] | ||
Assets, fair value | $ 0 | |
Liabilities, fair value | 0 | |
Level 3 [Member] | ||
Fair Value of Financial Instruments [Abstract] | ||
Assets, fair value | 0 | |
Liabilities, fair value | $ 0 | |
Warrant liability, fair value | $ 7,673 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Inventories [Abstract] | ||
Raw material | $ 901 | $ 725 |
Packaging material | 2,480 | 2,225 |
Finished goods | 1,102 | 1,064 |
Total inventory | $ 4,483 | $ 4,014 |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | ||
Property and Equipment, Net [Abstract] | ||||||
Property and equipment, gross | $ 46,654 | $ 46,654 | $ 45,465 | |||
Less: accumulated depreciation and amortization | (34,443) | (34,443) | (32,005) | |||
Total property and equipment, net | 12,211 | 12,211 | 13,460 | |||
Property Plant and Equipment Income Statement Disclosures [Abstract] | ||||||
Total depreciation and amortization | 733 | $ 944 | 2,438 | $ 2,797 | ||
Machinery [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Property and equipment, gross | 20,440 | $ 20,440 | 20,056 | |||
Machinery [Member] | Minimum [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Useful lives | 3 years | |||||
Machinery [Member] | Maximum [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Useful lives | 15 years | |||||
Furniture and Fixtures [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Property and equipment, gross | 1,142 | $ 1,142 | 1,109 | |||
Furniture and Fixtures [Member] | Minimum [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Useful lives | 3 years | |||||
Furniture and Fixtures [Member] | Maximum [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Useful lives | 15 years | |||||
Leasehold Improvements [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Property and equipment, gross | [1] | 21,314 | $ 21,314 | 21,271 | ||
Computer, Network Equipment and Software [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Property and equipment, gross | 2,287 | $ 2,287 | 2,108 | |||
Computer, Network Equipment and Software [Member] | Minimum [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Useful lives | 3 years | |||||
Computer, Network Equipment and Software [Member] | Maximum [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Useful lives | 7 years | |||||
Construction in Progress [Member] | ||||||
Property and Equipment, Net [Abstract] | ||||||
Property and equipment, gross | $ 1,471 | $ 1,471 | $ 921 | |||
[1] | Leasehold improvements are amortized over the shorter of the lease term or their estimated useful lives. |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Net Loss Per Share [Abstract] | ||||
Potentially dilutive shares outstanding (in shares) | 0 | 0 | ||
Numerator [Abstract] | ||||
Net loss | $ (15,038) | $ 8,451 | $ (47,432) | $ 1,097 |
Denominator [Abstract] | ||||
Weighted-average number of common shares - basic and diluted (in shares) | 23,646,192 | 19,335,541 | ||
Income per common share - basic and diluted (in dollars per share) | $ (0.64) | $ (2.45) |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Accounts Payable and Accrued Expenses [Abstract] | ||
Accounts payable | $ 12,337 | $ 9,601 |
Accrued salaries, performance bonuses, other compensation and benefits | 3,164 | 3,761 |
Accrued withholding tax for share-based compensation | 1,701 | 0 |
Real estate and personal property taxes | 338 | 340 |
Other | 258 | 301 |
Total accounts payable and accrued expenses | $ 17,798 | $ 14,003 |
Loans Payable (Details)
Loans Payable (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)Payment | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | |
Line of Credit Facility [Abstract] | ||||||
Loans payable, current | $ 2,750 | $ 2,750 | $ 0 | |||
Amortization expense, deferred debt issuance costs and debt discounts | 374 | $ 471 | 1,297 | $ 1,391 | ||
Unamortized deferred debt issuance cost and deferred debt discounts | 3,196 | 3,196 | $ 4,493 | |||
Perceptive Credit Opportunities Fund, LP [Member] | Line of Credit [Member] | ||||||
Line of Credit Facility [Abstract] | ||||||
Borrowing amount | $ 45,000 | $ 45,000 | ||||
Warrant to purchase senior common equity interest ratio to fully diluted common units | 4.50% | 4.50% | ||||
Credit facility, remaining borrowing capacity | $ 5,000 | |||||
Credit facility, maximum borrowing capacity | $ 50,000 | $ 50,000 | ||||
Debt maturity date | Dec. 16, 2020 | |||||
Debt instrument base rate | 2.00% | 2.00% | ||||
Debt instrument variable interest rate | 9.75% | |||||
Loans payable, current | $ 2,750 | $ 2,750 | ||||
Financial covenant requirement, Consecutive period for maintaining minimum revenues | 12 months | |||||
Perceptive Credit Opportunities Fund, LP [Member] | Line of Credit [Member] | Minimum [Member] | ||||||
Line of Credit Facility [Abstract] | ||||||
Debt instrument effective interest rate | 11.75% | 11.75% | ||||
Financial covenant requirement, monthly cash balance | $ 4,000 | $ 4,000 | ||||
Perceptive Credit Opportunities Fund, LP [Member] | Line of Credit [Member] | May 2019 [Member] | ||||||
Line of Credit Facility [Abstract] | ||||||
Frequency of periodic principal payment | Monthly | |||||
Number of loan principal payments | Payment | 7 | |||||
Monthly principal payment amount | $ 550 | |||||
Perceptive Credit Opportunities Fund, LP [Member] | Line of Credit [Member] | December 2019 [Member] | ||||||
Line of Credit Facility [Abstract] | ||||||
Frequency of periodic principal payment | Monthly | |||||
Monthly principal payment amount | $ 750 | |||||
Perceptive Credit Opportunities Fund, LP [Member] | Line of Credit [Member] | LIBOR [Member] | ||||||
Line of Credit Facility [Abstract] | ||||||
Term of variable rate | 1 month | |||||
White Oaks Global Advisors, LLC [Member] | Line of Credit [Member] | ||||||
Line of Credit Facility [Abstract] | ||||||
Payment of existing debt obligation | $ (37,500) |
Warrant Liability (Details)
Warrant Liability (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)$ / sharesshares | Sep. 30, 2017USD ($) | |
Warrants Liability [Abstract] | ||||
Proceeds from warrant exercise | $ 0 | $ 24 | ||
Initial price of common stock offered (in dollars per share) | $ / shares | $ 15 | $ 15 | ||
Warrant Liability [Roll Forward] | ||||
Balance as of beginning of period | $ 7,673 | |||
Change in fair value recognized | $ 4,116 | $ 0 | 5,278 | $ 309 |
Exercise of warrants | (12,951) | |||
Balance as of end of period | $ 0 | $ 0 | ||
Discount Rate [Member] | ||||
Warrants Liability [Abstract] | ||||
Measurement input of warrants | 0.245 | 0.245 | ||
Volatility Rates [Member] | ||||
Warrants Liability [Abstract] | ||||
Measurement input of warrants | 0.9 | 0.9 | ||
Perceptive Credit Opportunities Fund, LP [Member] | ||||
Warrants Liability [Abstract] | ||||
Number of shares received upon automatic exercise of warrant (in shares) | shares | 863,400 | 863,400 | ||
Proceeds from warrant exercise | $ 116 | |||
Perceptive Credit Opportunities Fund, LP [Member] | Line of Credit [Member] | ||||
Warrants Liability [Abstract] | ||||
Warrant to purchase senior common equity interest ratio to fully diluted common units | 4.50% | 4.50% | ||
Purchase price of warrant within first year of the loan | $ 3,000 | $ 3,000 | ||
Purchase price of warrant after first year | 5,000 | 5,000 | ||
Warrant liability, fair value | $ 5,800 | $ 5,800 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | Dec. 27, 2016USD ($) | Aug. 31, 2013Company | Sep. 30, 2018USD ($)CaseStates | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)CaseStates | Sep. 30, 2017USD ($) |
Operating Leases [Abstract] | ||||||
Rent expense | $ | $ 375 | $ 345 | $ 998 | $ 990 | ||
Litigation and Contingencies [Abstract] | ||||||
Number of companies patent infringement lawsuits filed | Company | 6 | |||||
Number of cases resolved | 3 | |||||
Number of cases pending | 2 | 2 | ||||
Number of cases filed | 3 | |||||
Number of states in the antitrust litigation | States | 41 | 41 | ||||
Damages claimed | $ | $ 100,000 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2018USD ($)shares | Jun. 30, 2018USD ($)shares | Sep. 30, 2017USD ($) | Jun. 30, 2018shares | Sep. 30, 2018USD ($)PlanPeriod$ / sharesshares | Sep. 30, 2017USD ($) | Dec. 31, 2017shares | ||||
Share-based Compensation expenses [Abstract] | ||||||||||
Share-based compensation | $ 1,236 | $ 28,541 | ||||||||
Performance Unit and Option Awards [Abstract] | ||||||||||
Common stock, shares outstanding (in shares) | shares | 24,942,185 | 24,942,185 | ||||||||
Manufacturing and Supply [Member] | ||||||||||
Share-based Compensation expenses [Abstract] | ||||||||||
Share-based compensation | $ 32 | $ 377 | ||||||||
Research and Development [Member] | ||||||||||
Share-based Compensation expenses [Abstract] | ||||||||||
Share-based compensation | 192 | 2,378 | ||||||||
Selling, General and Administrative [Member] | ||||||||||
Share-based Compensation expenses [Abstract] | ||||||||||
Share-based compensation | $ 1,012 | $ 25,786 | ||||||||
Discount for Lack of Marketability [Member] | ||||||||||
Valuation Assumptions for Determination of Fair Value [Abstract] | ||||||||||
Valuation assumptions | 0.34 | 0.34 | ||||||||
Volatility [Member] | ||||||||||
Valuation Assumptions for Determination of Fair Value [Abstract] | ||||||||||
Valuation assumptions | 0.9 | 0.9 | ||||||||
Weighted Average Cost of Capital [Member] | ||||||||||
Valuation Assumptions for Determination of Fair Value [Abstract] | ||||||||||
Valuation assumptions | 0.2750 | 0.2750 | ||||||||
Performance Units [Member] | ||||||||||
Performance Unit and Option Awards [Abstract] | ||||||||||
Number of performance units plans | Plan | 2 | |||||||||
Restricted Stock Units [Member] | ||||||||||
Share-based Compensation expenses [Abstract] | ||||||||||
Share-based compensation | $ 610 | [1] | $ 0 | $ 610 | [1] | $ 0 | ||||
Valuation Assumptions for Determination of Fair Value [Abstract] | ||||||||||
Service period | 2 years | |||||||||
Additional Disclosures [Abstract] | ||||||||||
Stock granted (in shares) | shares | 264,781 | 0 | 0 | |||||||
Estimated grant date fair value | $ 3,926 | $ 3,926 | ||||||||
Stock vested (in shares) | shares | 29,802 | |||||||||
Restricted stock unit forfeited (in shares) | shares | 0 | |||||||||
Compensation Cost Not yet Recognized [Abstract] | ||||||||||
Unrecognized compensation expense, net of estimated forfeitures | $ 3,043 | $ 3,043 | ||||||||
Term of Unrecognized compensation expense to be recognized | 3 years | |||||||||
Restricted Stock Units [Member] | Senior Management and Board [Member] | ||||||||||
Additional Disclosures [Abstract] | ||||||||||
Vesting period | 2 years | |||||||||
Restricted Stock Units [Member] | key Employees [Member] | ||||||||||
Additional Disclosures [Abstract] | ||||||||||
Vesting period | 3 years | |||||||||
Stock Options [Member] | ||||||||||
Share-based Compensation expenses [Abstract] | ||||||||||
Share-based compensation | [1] | $ 626 | $ 633 | |||||||
Valuation Assumptions for Determination of Fair Value [Abstract] | ||||||||||
Service period | 3 years | |||||||||
Additional Disclosures [Abstract] | ||||||||||
Vesting period | 3 years | |||||||||
Stock options granted (in shares) | shares | 1,033,042 | 0 | ||||||||
Stock options, estimated grant date fair value | $ 11,155 | $ 11,155 | ||||||||
Stock options vested (in shares) | shares | 28,666 | |||||||||
Contractual term | 10 years | |||||||||
Stock options forfeited (in shares) | shares | 0 | |||||||||
Fair Value Assumptions [Abstract] | ||||||||||
Expected dividend yield | 0.00% | |||||||||
Expected volatility | 90.00% | |||||||||
Number of vesting periods | Period | 2 | |||||||||
Compensation Cost Not yet Recognized [Abstract] | ||||||||||
Unrecognized compensation expense, net of estimated forfeitures | $ 9,770 | $ 9,770 | ||||||||
Term of Unrecognized compensation expense to be recognized | 3 years | |||||||||
Stock Options [Member] | Minimum [Member] | ||||||||||
Additional Disclosures [Abstract] | ||||||||||
Stock options grand, exercise price (in dollars per share) | $ / shares | $ 6.54 | |||||||||
Fair Value Assumptions [Abstract] | ||||||||||
Expected term (years) | 5 years 9 months 18 days | |||||||||
Risk-free rate | 2.80% | |||||||||
Stock Options [Member] | Maximum [Member] | ||||||||||
Additional Disclosures [Abstract] | ||||||||||
Stock options grand, exercise price (in dollars per share) | $ / shares | $ 18.67 | |||||||||
Fair Value Assumptions [Abstract] | ||||||||||
Expected term (years) | 6 years 1 month 6 days | |||||||||
Risk-free rate | 2.90% | |||||||||
Stock Options [Member] | Senior Management and Board [Member] | ||||||||||
Additional Disclosures [Abstract] | ||||||||||
Vesting period | 3 years | |||||||||
Stock Options [Member] | key Employees [Member] | ||||||||||
Additional Disclosures [Abstract] | ||||||||||
Vesting period | 3 years | |||||||||
Nonvoting Common Stock [Member] | ||||||||||
Share-based Compensation expenses [Abstract] | ||||||||||
Share-based compensation | $ 0 | [2] | $ 27,298 | $ 27,298 | [2] | |||||
Performance Unit and Option Awards [Abstract] | ||||||||||
Fair market value of non-voting shares at shares granted date | 19,934 | |||||||||
Withholding taxes on share-based compensation | $ 7,364 | |||||||||
Number of common shares issued (in shares) | shares | 4,922,353 | |||||||||
Common stock, shares outstanding (in shares) | shares | 4,922,353 | 4,922,353 | ||||||||
[1] | Share-Based Compensation Equity Awards | |||||||||
[2] | Non-Voting Common Share Issuance |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Income Taxes [Abstract] | ||||
Income tax benefit | $ 0 | $ 0 | $ 0 | $ 0 |
Net loss before income taxes | $ (15,038) | $ 8,451 | $ (47,432) | $ 1,097 |
Federal statutory tax rate | 21.00% |