Kythera Biopharmaceuticals (KYTH) 10-Q 6 Aug 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Jul. 27, 2015
Document and Entity Information
Entity Registrant Name	KYTHERA BIOPHARMACEUTICALS INC
Entity Central Index Key	1,436,304
Document Type	10-Q
Document Period End Date	Jun. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		26,273,181
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 92,312	$ 29,226
Marketable securities	92,542	70,435
Inventory	4,009
Prepaid expenses and other current assets	3,621	1,498
Total current assets	192,484	101,159
Property and equipment, net	2,071	1,847
Other assets	891	420
Total assets	195,446	103,426
Current liabilities:
Accounts payable	5,590	4,690
Accrued personnel costs	9,853	4,858
Accrued costs for services	7,288	2,103
Accrued interest	836	2,857
Notes payable, current portion		5,484
Other current liabilities	112	637
Total current liabilities	23,679	20,629
Notes payable-net of current portion	24,645	22,661
Other liabilities	634	698
Total liabilities	$ 48,958	$ 43,988
Commitments and contingencies
Stockholders' equity:
Additional paid in capital	$ 520,422	$ 367,329
Accumulated other comprehensive (loss) income	(130)	(53)
Accumulated deficit	(373,804)	(307,838)
Total stockholders' equity	146,488	59,438
Total liabilities and stockholders' equity	$ 195,446	$ 103,426

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2015	Dec. 31, 2014
Condensed Consolidated Balance Sheets
Preferred stock par value (in dollars per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	26,249,000	22,691,000
Common stock, shares outstanding	26,249,000	22,691,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Condensed Consolidated Statements of Operations and Comprehensive Loss
Product sales, net	$ 288		$ 288
Operating expenses:
Cost of sales	14		14
In-process research and development				$ 52,757
Research and development	11,227	$ 10,962	26,493	20,942
Selling, general and administrative	24,976	7,364	37,471	13,485
Total operating expenses	36,217	18,326	63,978	87,184
Loss from operations	(35,929)	(18,326)	(63,690)	(87,184)
Interest income	122	51	150	118
Interest expense	(1,347)	(1,207)	(2,426)	(1,861)
Net loss	(37,154)	(19,482)	(65,966)	(88,927)
Other comprehensive income (loss):
Unrealized net loss on marketable securities	(115)		(77)	4
Comprehensive loss	$ (37,269)	$ (19,482)	$ (66,043)	$ (88,923)
Per share information:
Net loss, basic and diluted (in dollars per share)	$ (1.44)	$ (0.86)	$ (2.68)	$ (4)
Basic and diluted weighted average shares outstanding (in shares)	25,883	22,660	24,569	22,250

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Operating activities
Net loss	$ (65,966)	$ (88,927)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of premium on marketable securities	451	485
Amortization of debt discount and issuance cost	835	388
Depreciation and amortization	366	45
Non-cash in-process research and development		53,029
Stock-based compensation	11,123	5,936
Changes in assets and liabilities:
Inventory	(4,009)
Prepaid expenses and other current assets	(953)	(1,140)
Restricted cash		5,062
Other assets		(880)
Accounts payable and other accrued liabilities	11,549	(1,710)
Deferred development funds		(2,147)
Other liabilities	(589)	438
Net cash used in operating activities	(47,193)	(29,421)
Investing activities
Purchases of marketable securities	(71,216)	(22,712)
Proceeds from sales of marketable securities	7,227	878
Proceeds from maturities of marketable securities	41,100	25,800
Investment in property and equipment	(587)	(791)
Other investing activity	500
Net cash (used in) provided by investing activities	(23,976)	3,175
Financing activities
Repayment of notes payable	(6,375)	(2,871)
Proceeds from public offering, net of issuance costs	134,625
Proceeds from common stock option and warrant exercises	6,005	1,211
Net cash (used in) provided by financing activities	134,255	(1,660)
Net (decrease) increase in cash and cash equivalents	63,086	(27,906)
Cash and cash equivalents at beginning of period	29,226	111,518
Cash and cash equivalents at end of period	92,312	83,612
Supplemental disclosures
Issuance of common stock to Bayer		31,429
Note payable issued to Bayer at fair value		21,600
Interest expense paid in cash	$ 1,572	$ 446

Organization

Organization	6 Months Ended
	Jun. 30, 2015
Organization
Organization	1. Organization KYTHERA Biopharmaceuticals, Inc. (“KYTHERA” or the “Company”) is a biopharmaceutical company focused on the discovery, development and commercialization of novel prescription products for the aesthetic medicine market. The Company’s objective is to develop first-in-class, prescription aesthetic products using an approach that relies on the scientific rigor of biotechnology to address unmet needs in the rapidly-growing market for aesthetic medicine. The Company’s initial focus is on the facial aesthetics market, which comprises the majority of the aesthetics medicine market. On April 29, 2015, the FDA approved KYBELLA™ (also known as ATX-101) , the first and only approved non-surgical treatment for the reduction of submental fullness, a common yet under-treated aesthetic condition also known as a “double chin.” Sales of KYBELLA™ commenced in the United States in late June 2015. On June 17, 2015, the Company entered into a definitive Agreement and Plan of Merger (the “Initial Merger Agreement”), with Allergan plc (“Allergan”) and Keto Merger Sub, Inc., an indirect wholly owned subsidiary of Allergan (“Merger Sub” and, together with the Company and Allergan, the “Parties”), which was subsequently amended pursuant to an Amendment No. 1 to the Agreement and Plan of Merger entered into by and among the Parties on July 1, 2015 (“Amendment No. 1”), pursuant to which Merger Sub would merge with and into the Company, with the Company surviving the merger as a wholly-owned subsidiary of Allergan (the “Merger”), and each share of the Company’s common stock issued and outstanding immediately prior to the Merger would have been converted into the right to receive: (1) $60.00 in cash, without interest and (2) that number of validly issued, fully paid and nonassessable ordinary shares, $0.0001 par value per share, of Allergan (“Allergan Shares”) equal to the quotient determined by dividing $15.00 by the volume weighted average price of an Allergan Share (for the ten trading day period starting with the twelfth trading day prior to the closing date of the Merger and ending with the close of trading on the third to last trading day prior to the closing date of the Merger). On August 4, 2015, the Parties amended and restated the Initial Merger Agreement, as amended by Amendment No. 1, pursuant to the Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), to provide, among other things, that each share of Company common stock issued and outstanding immediately prior to the Merger (other than shares held by the Company as treasury stock or held by Allergan, Merger Sub or any of their respective subsidiaries, which will be canceled without consideration, shares subject to any unvested Company restricted stock award, which will be assumed by Allergan, and shares held by stockholders who exercise their appraisal rights under Delaware law) will be converted into the right to receive $75.00 in cash, without interest. The Merger remains subject to customary closing conditions, including receipt of approval from the Company’s stockholders, and is expected to close in the third quarter of 2015. KYTHERA was originally incorporated in Delaware in June 2004 under the name Dermion, Inc. It commenced operations in August 2005 and its name was changed to AESTHERx, Inc. In July 2006, the Company changed its name to KYTHERA Biopharmaceuticals, Inc. Since commencement of operations in August 2005, the Company has devoted substantially all its efforts to the development of ATX-101, recruiting personnel and raising capital. The information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 filed with the Securities Exchange Commission (“SEC”). In March 2015, the Company sold 2.6 million shares of common stock, $0.00001 par value per share, in an underwritten public offering at a price to the public of $48.00 per share. The underwriters purchased an additional 391 thousand shares of common stock pursuant to their option to purchase additional shares. The Company received aggregate net proceeds of approximately $134.6 million, after deducting the underwriting discounts and offering related transaction costs incurred. The shares were issued pursuant to registration statement on Form S-3, as amended and supplemented.

Summary of Significant Accounti

Summary of Significant Accounting Policies and Basis of Presentation	6 Months Ended
	Jun. 30, 2015
Summary of Significant Accounting Policies and Basis of Presentation
Summary of Significant Accounting Policies and Basis of Presentation	2. Summary of Significant Accounting Policies and Basis of Presentation In connection with the commencement of sales of KYBELLA ™, the Company adopted additional accounting policies as of June 30, 2015 related to revenue and inventory, further described below, to its consolidated financial statements. Otherwise, there have been no material changes to the Company’s significant accounting policies during the six months ended June 30, 2015 as compared to the significant accounting policies described in the Company’s audited consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2014. The accompanying financial information for the three and six months ended June 30, 2015 and 2014 , respectively, are unaudited. The consolidated financial statements include the consolidated accounts of the Company and its wholly-owned subsidiary, KYTHERA Holdings Ltd. (“KHL”), a Bermuda corporation. Intercompany accounts and transactions have been eliminated in consolidation. These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), and applicable rules and regulations of the SEC regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. In management’s opinion, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 , and include all adjustments, which include only normal recurring adjustments necessary for the fair presentation of the Company’s condensed consolidated statement of financial position as of June 30, 2015 , the Company’s condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2015 and 2014 and the Company’s condensed consolidated statements of cash flows for the six months ended June 30, 2015 and 2014 . The results for interim periods are not necessarily indicative of the results expected for the full fiscal year or any other period(s). Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these condensed consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including: expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements. Cash and Cash Equivalents and Marketable Securities All highly liquid securities with maturities of 90 days or less from the date of purchase are considered to be cash equivalents. As of June 30, 2015 and December 31, 2014 , cash and cash equivalents were comprised of funds invested in cash and money market accounts. The Company maintains cash balances in excess of amounts insured by the Federal Deposit Insurance Corporation (“FDIC”). The accounts are monitored by management to mitigate the risk. Investments with maturities of more than 90 days from the date of purchase are classified as marketable securities. Marketable securities are stated at fair value. The Company has classified its entire marketable securities portfolio as available-for-sale securities. Accordingly, any unrealized gain or loss on the investments is reported as a component of accumulated other comprehensive income (loss). The amortized cost of these securities is adjusted for amortization of premiums and accretion of discounts to maturity, as applicable. Such amortizations and accretions are included as a component of interest income. The entire marketable securities portfolio is considered available for use in current operations and, accordingly, all such investments are considered current assets although the stated maturity of individual investments may be more than one year beyond the balance sheet date. Realized gains and losses, determined on a specific identification basis, and declines in value, if any, judged to be other-than-temporary on available-for-sale securities are reported as a component of interest income. When securities are sold, any associated unrealized gain or loss previously reported in accumulated other comprehensive income (loss) is reclassified out of stockholders’ equity and recorded in the statement of operations and comprehensive loss for the period. Accrued interest and dividends are included in interest income. On a quarterly basis, the Company reviews the available-for-sale securities for other-than-temporary declines in fair value below the amortized cost basis. This evaluation is based on a number of factors including the length of time and extent to which the fair value has been below the cost basis and any adverse conditions related specifically to the security, including any changes to the credit rating of the security. If the Company concludes that an other-than-temporary impairment exists, it recognizes an impairment charge to reduce the investment to fair value and records the related charge as a reduction of interest income. No impairment charges were recognized for the three and six months ended June 30, 2015 and 2014. Inventory Inventory, which is stated at the lower of cost or market, is based on actual cost in a manner that approximates the first-in, first-out method. The Company capitalizes inventory produced in preparation for commercial launch when it becomes probable that the related product candidate will receive regulatory approval. Given the Company’s current lack of extensive regulatory experience, it considers FDA approval probable when such approval is obtained. Prior to such time, the related costs of manufacturing such inventory are charged to research and development expense. As a result, the gross margin on net sales of product manufactured, in part or in whole, will vary and such variances may be significant. As of June 30, 2015 and December 31, 2014, there were no costs capitalized into inventory for product candidates for which regulatory approval is not considered probable. If inventory costs exceed expected market value due to obsolescence, expiry or quantities in excess of expected demand, reserves are recorded for the difference between cost and market value, less cost to sell. Property and Equipment Property and equipment are recorded at historical cost and consisted of the following (in thousands): June 30, December 31, 2015 2014 Cameras $ $ Computer hardware and electronics Leasehold improvements Furniture and fixtures Software Construction in process — Less accumulated depreciation $ $ Except for leasehold improvements, depreciation is recorded using the straight-line method over the estimated useful lives of the assets ( one to five years). Leasehold improvements are being depreciated on a straight line basis over the three year lease term, which is the shorter of the improvements expected useful lives and the lease term. The Company reviews its property and equipment assets for impairment in value whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company had no impairments or disposals during the three and six months ended June 30, 2015 and 2014 . Revenue Recognition The Company recognizes revenue when all of the following four criteria are present: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgment regarding the nature of the fee charged for products or the services delivered and the collectability of those fees. Where the revenue recognition criteria are not met, the Company does not recognize revenue until such time that all criteria under the provision are met. Product sales consists of revenue recorded on the sale of KYBELLA™ which was launched in late June 2015. The Company sells KYBELLA™ through a sole distributor and the risk of loss transfers upon the distributor’s receipt of the product. Healthcare providers, the end users, order KYBELLA™ through this distributor. Due to the inherent uncertainties in estimating fixed or determinable fees and normal levels of channel inventory at this distributor during the initial launch period, the Company records revenue upon the distributor’s resale to the end user. There is no contractual right of return and the distributor is entitled to allowances for price protection and end user discounts, if any, as well as distribution and inventory management fees based on contractually stated amounts, typically a percentage of revenue. These fees are recorded as a reduction to revenue. Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and cash equivalents and marketable securities. The primary objectives for the Company’s investment portfolio are the preservation of capital and the maintenance of liquidity. The Company does not enter into any investment transactions for trading or speculative purposes. The Company’s investment policy limits investments to certain types of instruments such as certificates of deposit, money market instruments, obligations issued by U.S. government and U.S. government agencies and corporate debt securities and places restrictions on maturities and concentration by type and issuer. The Company maintains cash balances in excess of amounts insured by the FDIC. The accounts are monitored by management to mitigate the risk. Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net loss and other comprehensive income (loss). For the three and six months ended June 30, 2015 and 2014 , the only component of other comprehensive income (loss) is net unrealized gains and losses on marketable securities. There were no material reclassifications out of accumulated other comprehensive income (loss) during the three and six months ended June 30, 2015 and 2014 . Recent Accounting Pronouncements In May 2014, a new standard was issued related to revenue recognition, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new standard will replace most of the existing revenue recognition standards in U.S. GAAP when it becomes effective. In July 2015 the FASB decided to defer the effective date of the new revenue standard by one year. For U.S. GAAP public entities, the deferral resulted in the new revenue standard being effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2017. Calendar year-end public entities would therefore be required to apply the new revenue guidance beginning in their 2018 interim and annual financial statements. Early adoption is permitted, but not before January 1, 2017, the original public entity effective date. The new standard allows for either “full retrospective” adoption, whereby the new standard is applied to each prior reporting period presented or “modified retrospective” adoption, whereby the new standard is only applied to the most current period presented with the cumulative effect of the change recognized at the date of the initial application. The Company is assessing the potential impact of the new standard on its consolidated statements of financial position and results of operations and comprehensive income (loss) and has not yet selected a transition method. In August 2014, a new standard was issued which will require management to evaluate if there is substantial doubt about the entity’s ability to continue as a going concern and, if so, disclose it in both annual and interim reporting periods. The new standard will become effective for the Company’s annual filing for the period ending December 31, 2016 and interim periods thereafter, with early adoption permitted. The Company does not believe the adoption of this accounting standard will have a material impact on the Company’s consolidated financial statements and related disclosures. In July 2015, the FASB issued guidance which requires entities to measure most inventory at the lower of cost and net realizable value (“NRV”), thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. Under the new guidance, inventory is measured at the lower of cost and net realizable value, which eliminates the need to determine replacement cost and evaluate whether it is above the ceiling (NRV) or below the floor (NRV less a normal profit margin). The guidance defines NRV as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The guidance is effective for annual periods beginning after December 15, 2016, and interim periods therein. Early application is permitted. The new guidance must be applied prospectively. The Company does not believe the adoption of this accounting guidance will have a material impact on the Company’s consolidated financial statements and related disclosures.

Marketable Securities

Marketable Securities	6 Months Ended
	Jun. 30, 2015
Marketable Securities
Marketable Securities	3. Marketable Securities The Company’s marketable securities held as of June 30, 2015 and December 31, 2014 are summarized below (in thousands): Gross Gross Amortized Unrealized Unrealized Estimated Type of security as of June 30, 2015 Cost Gains Losses Fair Value Corporate debt securities: Financial $ $ $ $ Industrial Other Total available-for-sale securities $ $ $ $ Gross Gross Amortized Unrealized Unrealized Estimated Type of security as of December 31, 2014 Cost Gains Losses Fair Value U.S. government agency securities $ $ $ — $ Corporate debt securities: Financial — Industrial Other — Total available-for-sale securities $ $ $ $ There were no material realized gains or losses from the sale of marketable securities during the three and six months ended June 30, 2015 and 2014 . At June 30, 2015 and December 31, 2014 , the Company believes that the cost basis of its available-for-sale securities were recoverable in all material respects. The unrealized losses as of June 30, 2015 and December 31, 2014 are related to corporate debt securities which the Company has the intent and ability to hold until maturity. The Company does not consider these investments to be other-than-temporarily impaired at June 30, 2015 . The maturities of the Company’s marketable securities are as follows (in thousands): June 30, 2015 December 31, 2014 Amortized Estimated Amortized Estimated Cost Fair Value Cost Fair Value Mature in one year or less $ $ $ $ Mature after one year through two years Total $ $ $ $

Inventory

Inventory	6 Months Ended
	Jun. 30, 2015
Inventory
Inventory	4. Inventory Inventory consisted of the following (in thousands): June 30, December 31, 2015 2014 Work-in-process $ $ — Finished goods — Total $ $ —

Product Revenue

Product Revenue	6 Months Ended
	Jun. 30, 2015
Product Revenue
Product Revenue	5. Product Sales Product sales, net from the sale of KYBELLA™ for the three and six months ended June 30, 2015 was $288 thousand, compared to no product sales for the same periods in 2014, calculated as follows (in thousands): June 30, June 30, 2015 2014 Product sales, gross $ $ — Distribution fees and allowances — Product sales, net $ $ —

Notes Payable

Notes Payable	6 Months Ended
	Jun. 30, 2015
Notes Payable
Notes Payable	6. Notes Payable Notes payable consisted of the following (in thousands): June 30, December 31, 2015 2014 Note payable to Bayer $ $ Notes payable related to credit facility — Less current portion — Notes payable-net of current portion $ $ Note Payable to Bayer In March 2014, as part of the agreement to acquire the rights to develop and commercialize ATX-101 outside of the United States and Canada, the Company issued a $51.0 million unsecured promissory note to Bayer Consumer Care AG (“Bayer”). The promissory note was subordinated to amounts owed under the Company’s credit facility. Interest is accrued at 5% per annum and is payable on the anniversary date of the note. The Company has the option of deferring 80% of the accrued interest and adding any unpaid interest to the principal amount. In connection with the interest payment due in March 2015, the Company paid $510 thousand and elected to defer the remainder of the amount due of $2.0 million, which was then added to the outstanding principal balance of the note. The note is due on the ten year anniversary from issuance, with the option to prepay at any point in time without penalty. As the note payable to Bayer bears interest at 5% , which was below the borrowing rate available to the Company at issuance, it was recorded at its then fair value of $21.6 million, which was the present value of the future cash flows assuming a borrowing rate of 15% . The difference between face value of $ 51.0 million and the initial fair value of the note was recorded as a discount and is being amortized over the life of the note utilizing the effective interest method. Included in interest expense for the three and six months ended June 30, 2015 and 2014 was amortization of the debt discount of $249 thousand, $439 thousand, $172 thousand and $218 thousand, respectively, and interest expense of $661 thousand, $1.3 million, $636 thousand and $803 thousand, respectively, related to the note payable to Bayer. The balance of accrued interest expense at June 30, 2015 and December 31, 2014 was $835 thousand and $2.1 million, respectively. The balance of the remaining unamortized discount at June 30, 2015 and December 31, 2014 was $28.4 million and $28.8 million, respectively. Notes Payable Related to Credit Facility On March 21, 2011, the Company executed a debt financing agreement whereby the Company had access to borrow up to $15.0 million of senior loan financing through January 1, 2012. Subsequently, the credit facility was amended to provide for an extension of the drawdown period through February 28, 2013. For each draw, the Company was required to make six months of interest only payments at a fixed rate of 11.5% followed by 30 months of interest and principal payments at a fixed rate of 8.5% and a final payment of 6% of the amount drawn due with the last principal payment. Interest expense related to the notes payable was recorded over the term of the notes utilizing the effective interest method. The debt was secured by all the Company’s assets, except for the Company’s intellectual property, which is subject to a negative pledge agreement. Amounts due under the credit facility could be repaid at any time, subject to scheduled pre-payment penalties. On April 1, 2015, the Company repaid the outstanding balance of the credit facility. The total payoff was $5.8 million, which included accrued interest of $824 thousand and prepayment and other additional interest and fees of $125 thousand. The Company wrote-off to interest expense $311 thousand of unamortized debt issuance costs as of the date of payoff. At December 31, 2014, the balance of accrued interest expense was $768 thousand and the remaining unamortized debt issuance cost was $396 thousand. As the note was repaid on April 1, 2015 there was no additional monthly amortization of debt issuance costs or accrued interest expense for the three months ended June 30, 2015. Included in interest expense for the six months ended June 30, 2015 was amortization of debt issuance costs of $85 thousand, write-off of the unamortized debt issuance costs of $311 thousand and $294 thousand of interest expense. Included in interest expense for the three and six months ended June 30, 2014 was amortization of debt issuance costs of $85 thousand and $170 thousand, respectively, and interest expense of $314 thousand and $670 thousand, respectively, related to the notes payable.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2015
Stockholders' Equity
Stockholders' Equity	7. Stockholders’ Equity Shares Reserved for Future Issuance Shares of the Company’s common stock reserved for future issuance are as follows (in thousands): June 30, 2015 Common stock awards outstanding Common stock awards available for grant Total common shares reserved for future issuance ESPP In January 2015, the Company’s board of directors approved the 2015 Employee Stock Purchase Plan (“ESPP”), which was approved by the Company’s shareholders at the annual meeting on June 2, 2015. Under the ESPP, employees are offered the option to purchase discounted shares of common stock during 5 -month offering periods commencing on each March 20 and September 20 following the effective date of the ESPP, except that the first offering period is seven months and commenced on February 20, 2015. Eligible employees may authorize up to a maximum of 15% of their pay to be deducted by the Company during the offering period and used to purchase shares on the exercise date, to the extent accumulated payroll deductions are within the ESPP limits. Shares are purchased on the applicable exercise date, generally the last trading day of each offering period. The price per share of common stock to be paid by a participant upon exercise shall be equal to 85% of the lower of fair market value of the Company’s common stock on either the grant date or the exercise date. As of June 30, 2015 682 thousand shares were reserved for future issuance under the plan and are included in the common stock awards available for grant in the table above. Stock Awards In September 2012, the Company’s board of directors approved the 2012 Equity Incentive Award Plan (“the 2012 Plan”), which became effective upon completion of the Company’s initial public offering (“IPO”). The 2012 Plan provides for the granting of incentive and nonstatutory stock options, restricted stock, restricted stock units, stock appreciation rights, deferred stock, dividend equivalents, performance awards, stock payments and other stock-based and cash-based awards to its employees, directors, and consultants at the discretion of the compensation committee of the board of directors. The 2012 Plan is the successor to the Amended and Restated 2004 Stock Plan. Any remaining shares available for future issuance under the 2004 Stock Plan are available for issuance under the 2012 Plan. In addition, the plan reserve will automatically increase annually from January 1, 2013 through January 1, 2022 by an amount equal to the smaller of: (a) 1,512,687 shares, (b) four percent of the number of shares of common stock issued and outstanding on the immediately preceding December 31, or (c) an amount determined by the Company’s board of directors. As of June 30, 2015 and December 31, 2014 , a total of 5.0 million and 4.1 million shares, respectively, were authorized for grant under the Plan. In September 2014, the Company’s board of directors approved the 2014 Employment Commencement Incentive Plan (“the 2014 Plan”), under which up to 900 thousand shares are available for grant. The 2014 Plan provides for the granting of nonstatutory stock options, restricted stock, restricted stock units, performance awards, dividend equivalents, stock payments, stock appreciation rights or other incentive awards or performance share awards to new employees as inducement to enter employment. Stock options may be granted with exercise prices not less than the estimated fair market value of the Company’s common stock. Under the 2012 Plan, incentive stock options granted to individuals owning more than 10% of the total combined voting power of all classes of stock (“a 10% stockholder”) are exercisable up to five years from the date of grant. The 2012 Plan provides that the exercise price of any incentive stock option granted to a 10% stockholder cannot be less than 110% of the estimated fair value of the common stock on the date of grant. Except as set forth above, options granted under the Company’s plans expire no later than ten years from the date of grant. Options granted to employees under the Company’s plans vest over periods determined by the board of directors, which generally vest over four years. Additionally, the Company has granted certain performance-based stock option awards and restricted stock units that vest based on the achievement of certain predetermined milestones. Prior to the Company’s IPO, the board of directors determined the estimated fair value of its common stock based on assistance from an independent third-party valuation expert. Since the Company’s IPO, the fair market value of its common stock is the closing share price as reported on the NASDAQ Global Select Market on the date of grant. The Company estimates the fair value of its stock awards to employees and directors using the Black-Scholes option pricing model. The Black-Scholes model requires the input of complex and subjective assumptions, including (a) the expected stock price volatility, (b) the expected term of the award, (c) the risk-free interest rate and (d) expected dividends. In the past, due to a relatively short amount of company specific historical and implied volatility data, the Company’s estimate of expected volatility was based on the historical volatility of a group of industry peer companies that are publicly traded. As of January 1, 2015, the Company had a sufficient amount of historical information regarding the volatility of its own stock in public markets to rely in part on its own volatility as well as the volatility of the industry peer companies. When selecting the industry peers, the Company considers enterprise value, risk profiles, position within the industry, and historical public share price information sufficient to meet the expected life of the stock awards. The historical volatility data was computed using the daily closing prices during the equivalent period of the calculated expected term of the stock awards. The Company has estimated the expected life of its employee stock options using the “simplified” method, whereby, the expected life equals the arithmetic average of the vesting term and the original contractual term of the option due to its lack of sufficient historical data. The risk-free interest rates for periods within the expected life of the option are based on the U.S. Treasury yield curve in effect during the period the options were granted. The Company has never paid, and does not expect to pay dividends in the foreseeable future. The Company accounts for stock options issued to nonemployees using a fair value approach. The compensation costs of these arrangements are subject to re-measurement over the vesting terms as earned. The Company also grants restricted stock units and the grant date fair value per share of those awards is equal to the closing stock price on the date of grant. The Company is also required to estimate forfeitures at the time of grant, and revise those estimates in subsequent periods if actual forfeitures differ from its estimates. The Company uses historical experience to estimate pre-vesting forfeitures and record stock-based compensation expense only for those awards that are expected to vest. To the extent that actual forfeitures differ from the Company’s estimates, the difference is recorded as a cumulative adjustment in the period the estimates were revised. To date, such differences have not been material. For the three and six months ended June 30, 2015 and 2014 , the Company applied forfeiture rates based on the Company’s historical forfeitures. A summary of stock option activity for the six months ended June 30, 2015 is as follows: Number of Weighted ‑ Average Options Exercise (in thousands) Price Outstanding at December 31, 2014 $ Granted Exercised Forfeited Outstanding at June 30, 2015 $ A summary of restricted stock unit (“RSU”) activity for the six months ended June 30, 2015 is as follows: Number of Weighted ‑ Average RSUs Grant-Date (in thousands) Fair Value Outstanding at December 31, 2014 $ Granted Vested Cancelled Outstanding at June 30, 2015 $ Total equity-based compensation cost recorded in the condensed consolidated statements of operations and comprehensive loss, which includes the value of stock options, RSUs and awards under the ESPP, is allocated as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Research and development $ $ $ $ Selling, general and administrative $ $ $ $ As of June 30, 2015 , there was $52.6 million of unrecognized compensation expense related to unvested employee stock option agreements, which is expected to be recognized over a weighted-average period of approximately 3.2 7 years and $ 4.5 million related to restricted stock unit agreements which is expected to be recognized over a weighted-average period of approximately 2.65 years. For stock option and restricted stock unit awards subject to graded vesting, the Company recognizes compensation cost on a straight-line basis over the requisite service period for the entire award.

Collaborations, Licensing and C

Collaborations, Licensing and Contingencies	6 Months Ended
	Jun. 30, 2015
Collaborations, Licensing and Contingencies
Collaborations, Licensing and Contingencies	8. Collaborations, Licensing and Contingencies Collaboration Arrangements A collaborative arrangement is a contractual arrangement that involves a joint operating activity. These arrangements involve two or more parties who are both: (i) active participants in the activity; and (ii) exposed to significant risks and rewards. From time to time, the Company enters into collaborative arrangements and other licensing agreements for its research and development and manufacturing activities. Each is unique in nature and the Company’s significant agreements are discussed below. Bayer In August 2010, the Company entered into a license agreement with Bayer Consumer Care AG that provided Bayer with an exclusive license to develop, manufacture and commercialize ATX-101 outside of the United States and Canada. In connection with the License Agreement the Company also entered into a related Services, Research, Development and Collaboration Agreement with Bayer’s affiliate, Intendis GmbH. Bayer Consumer Care AG and Intendis GmbH are referred to jointly as Bayer and these agreements were referred to jointly as the collaboration arrangement with Bayer. In March 2014, the Company entered into an agreement whereby it acquired the rights to develop, manufacture and commercialize ATX-101 outside of the United States and Canada from Bayer. Under the new agreement, KHL, a wholly-owned Bermuda subsidiary of the Company, purchased these rights. As a result of this agreement, Bayer was issued 698 thousand shares of the Company’s common stock valued at $33.0 million based on an average closing stock price of $47.27 over a period set forth in the agreement. Additionally, the Company issued an unsecured promissory note for $51.0 million, which was subordinated to amounts owed under the Company’s credit facility, bears interest at 5% per annum and is payable no later than 2024. Additionally, Bayer is eligible to receive up to $123.8 million upon the achievement of certain long-term sales milestone payments on annual sales of ATX-101 outside of the United States and Canada. As of June 30, 2015, the achievement of the related sales milestones is not considered probable. The acquisition date costs allocated to the acquired rights consists of the following (in thousands): Fair value of common stock issued $ Fair value of note payable to Bayer Other Total in-process research and development $ The fair value of the common stock issued is based on the closing price of the Company’s common stock on the acquisition date of $45.02 per share. As the note payable to Bayer includes an interest rate which was below the borrowing rate available to the Company at issuance, it was recorded at its fair value of $21.6 million, which was the present value of the future cash flows assuming a borrowing rate of 15% , which approximated the market rate for debt with similar terms and consideration of default and credit risk at issuance . Other represents the net impact of the reduction in costs resulting from the residual restricted cash of $967 thousand that reverted to the Company, partially offset by $695 thousand of transaction costs related to the acquisition. This transaction was accounted for as an acquisition of a group of assets. As the acquired rights to ATX-101, represent acquired-in-process research and development, with no alternative future uses, the costs allocated to such rights, $52.8 million, were immediately expensed upon acquisition and reflected as in-process research and development in the condensed consolidated statement of operations and comprehensive loss. This charge is considered to be a component of research and development expense. See Note 6, “Notes Payable” for a more detailed discussion of the promissory note. Actelion Pharmaceuticals Ltd. and the Trustees of the University of Pennsylvania In February 2015, the Company entered into a licensing arrangement with Actelion Pharmaceuticals Ltd. (“Actelion”) and the Trustees of the University of Pennsylvania (“University of Pennsylvania”) pursuant to which it obtained exclusive worldwide rights to setipiprant, a clinical-stage selective and potent oral antagonist to the prostaglandin D2 (PGD2) receptor and exclusive worldwide rights to certain patent rights owned by the University of Pennsylvania covering the use of PGD2 receptor antagonists for the treatment of hair loss. As part of the agreement, Actelion received an initial payment of $1.5 million and will be eligible to receive up to an additional $25.5 million in potential development and regulatory milestones, as well as royalties on sales if setipiprant is successfully commercialized. The $1.5 million was paid during the six months ended June 30, 2015 and is included in research and development expense in the accompanying condensed consolidated statement of operations and comprehensive loss. University of Pennsylvania received an initial payment of $100 thousand which is included in research and development expense in the accompanying condensed consolidated statement of operations and comprehensive loss. They will also receive certain annual license maintenance fees beginning in the third year of the agreement, as well as is eligible to receive up to $4.1 million in milestone payments and royalties on sales of products commercialized under the patents provided for in the agreement. As of June 30, 2015 , the achievement of the related milestones is not considered to be probable. Los Angeles Biomedical Research Institute In August 2005, the Company entered into an exclusive license agreement with Los Angeles Biomedical Research Institute at Harbor/UCLA Medical Center (“LA Biomed”), pursuant to which it obtained a worldwide exclusive license to practice, enforce and otherwise exploit certain patent rights related to the use of the active ingredient in ATX-101. The exclusive license required the Company to pay LA Biomed a milestone payment of $500 thousand upon receipt of marketing approval of ATX-101, which was paid in the second quarter 2015. The milestone payment, which is being amortized over its estimated useful life of 15 years, was recorded in other assets in the condensed consolidated balance sheet at June 30, 2015 and is reflected as other investing cash flow activity in the condensed consolidated statement of cash flows for the six months ended June 30, 2015. The contract also requires non-royalty sublicense fees equal to 10% of any sublicense income, up to a total of $5.0 million, 50% of which the Company may elect to satisfy through the issuance of capital stock, of which $3.6 million has been incurred and paid. Additionally, the Company is obligated to pay low- to mid- single digit royalties on worldwide net product sales of ATX-101. Contingencies From time to time, the Company may be subject to various litigation and related matters arising in the ordinary course of business. The Company is subject to certain legal proceedings, complaints and claims arising out of the conduct of its business. The Company records a reserve for estimated losses when the loss is probable and the amount can be reasonably estimated. Since the Company believes that it has provided adequate reserves, when necessary, it anticipates that the ultimate outcome of any such matters currently pending against the Company will not materially affect the consolidated financial position, results of operations or consolidated cash flows of the Company.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2015
Fair Value Measurements
Fair Value Measurements	9. Fair Value Measurements The Company applies various valuation approaches in determining the fair value of its financial assets and liabilities within a hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the inputs that market participants would use in pricing the asset or liability and are developed based on the best information available in the circumstances. The fair value hierarchy is broken down into three levels based on the source of inputs as follows: Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Level 2—Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The availability of observable inputs can vary among the various types of financial assets and liabilities. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for financial statement disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is categorized is based on the lowest level input that is significant to the overall fair value measurement. At June 30, 2015 and December 31, 2014 , the Company had cash equivalents comprised of money market accounts whose value is based using quoted market prices with no adjustments applied. Accordingly, these securities are classified as Level 1. U.S. Government agency securities and corporate debt securities are measured at fair value using Level 2 inputs. These securities are investment grade with maturity dates of two years or less from the balance sheet date. The Company reviews trading activity and pricing for these investments as of the measurement date. When sufficient quoted pricing for identical securities is not available, the Company uses market pricing and other observable market inputs for similar securities obtained from various third party data providers. These inputs represent quoted prices for similar assets in active markets or these inputs have been derived from observable market data. This approach results in the classification of these securities as Level 2 of the fair value hierarchy. There were no transfers of assets or liabilities between the fair value measurement levels during the three and six months ended June 30, 2015 and 2014 . The following fair value hierarchy table presents information about each major category of the Company’s financial assets measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 (in thousands). Fair Value Measurement at June 30, 2015 Using: Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Assets Inputs Inputs Balance as of (Level 1) (Level 2) (Level 3) June 30, 2015 Assets Cash equivalents $ $ — $ — $ Corporate debt securities — — Total $ $ $ — $ Fair Value Measurement at December 31, 2014 Using: Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Assets Inputs Inputs Balance as of (Level 1) (Level 2) (Level 3) December 31, 2014 Assets Cash equivalents $ $ — $ — $ U.S. government agency securities — — Corporate debt securities — — Total $ $ $ — $ The Company has notes payable, which are liabilities for which fair value is disclosed as of June 30, 2015 and December 31, 2014 . Based on the borrowing rates currently available to the Company for debt with similar terms and consideration of default and credit risk, the Company believes that the carrying value of the notes payable related to the credit facility (Level 2) approximated its fair value at December 31, 2014 . The note was paid in full and is no longer outstanding at June 30, 2015. At June 30, 2015 , the Company had a note payable with Bayer at a below market interest rate of 5% . The carrying value of the note was calculated at issuance assuming a discount rate of 15% based on an analysis to determine the market rate available to the Company for similar debt. Based on an analysis of various factors, including the Company’s cost of equity, recent transactions in the market, the effective interest rate on the credit facility notes payable, the rate of public company structured debt arrangements for companies at a similar stage, its subordinated nature, other debt issuance by investment firms to similar companies and management’s judgment, the Company believes that the fair value of this note payable was $35.1 million at June 30, 2015 and $22.2 million at December 31, 2014, assuming a discount rate of 11% and 15% , respectively. Since several of the factors analyzed are considered to be unobservable inputs, this is considered to be a Level 3 valuation. The fair values of cash equivalents, accounts payable and accrued liabilities approximate their carrying values due to the short-term nature of these accounts.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2015
Income Taxes
Income Taxes	10. Income Taxes There is no provision for income taxes because the Company has incurred operating losses since inception. At June 30, 2015 the Company has concluded that it is more likely than not that the Company may not realize the benefit of its deferred tax assets due to its history of losses. Accordingly, the net deferred tax assets have been fully reserved. As of June 30, 2015 , the Company does not have any accrued interest or penalties related to uncertain tax positions. The Company’s policy is to recognize interest and penalties related to uncertain tax positions in income tax expense. The Company does not have any interest or penalties related to uncertain tax positions in income tax expense for the three and six months ended June 30, 2015 and 2014 . The tax years subsequent to and including 2005 remain open to examination by the major taxing jurisdictions to which the Company is subject.

Basic and Diluted Net Loss Per

Basic and Diluted Net Loss Per Common Share	6 Months Ended
	Jun. 30, 2015
Basic and Diluted Net Loss Per Common Share
Basic and Diluted Net Loss Per Common Share	11. Basic and Diluted Net Loss Per Common Share Basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding during the period, excluding the effects of options, restricted stock units and ESPP awards outstanding. Diluted net loss per common share is computed by dividing the net loss by the sum of the weighted average number of common shares outstanding during the period plus the potential dilutive effects of options, restricted stock units and ESPP awards outstanding during the period calculated in accordance with the treasury stock method. Because the impact of these items is anti-dilutive during periods of net loss, there was no difference between weighted average number of shares used to calculate basic and diluted net loss per common share for the three and six months ended June 30, 2015 and 2014 . The calculation of weighted average diluted shares outstanding excludes the dilutive effect of options and restricted stock units outstanding, as the impact of such items are anti-dilutive during periods of net loss. Shares excluded from the calculation, prior to the use of the treasury stock method, unweighted, were 4.2 million and 2.9 million at June 30, 2015 and 2014 , respectively.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2015
Subsequent Events
Subsequent Events	12. Subsequent Events On June 17, 2015, the Company entered into a definitive Agreement and Plan of Merger (the “Initial Merger Agreement”), with Allergan plc (“Allergan”) and Keto Merger Sub, Inc., an indirect wholly owned subsidiary of Allergan (“Merger Sub” and, together with the Company and Allergan, the “Parties”), which was subsequently amended pursuant to an Amendment No. 1 to the Agreement and Plan of Merger entered into by and among the Parties on July 1, 2015 (“Amendment No. 1”), pursuant to which Merger Sub would merge with and into the Company, with the Company surviving the merger as a wholly-owned subsidiary of Allergan (the “Merger”), and each share of the Company’s common stock issued and outstanding immediately prior to the Merger would have been converted into the right to receive: (1) $60.00 in cash, without interest and (2) that number of validly issued, fully paid and nonassessable ordinary shares, $0.0001 par value per share, of Allergan (“Allergan Shares”) equal to the quotient determined by dividing $15.00 by the volume weighted average price of an Allergan Share (for the ten trading day period starting with the twelfth trading day prior to the closing date of the Merger and ending with the close of trading on the third to last trading day prior to the closing date of the Merger) (the “Initial Merger Consideration”). On August 4, 2015, the Parties amended and restated the Initial Merger Agreement, as amended by Amendment No. 1, pursuant to the Amended and Restated Agreement and Plan of Merger (the “Merger Agreement”), to provide, among other things, that each share of Company common stock issued and outstanding immediately prior to the Merger (other than shares held by the Company as treasury stock or held by Allergan, Merger Sub or any of their respective subsidiaries, which will be canceled without consideration, shares subject to any unvested Company restricted stock award, which will be assumed by Allergan, and shares held by stockholders who exercise their appraisal rights under Delaware law) will be converted into the right to receive $75.00 in cash, without interest. The Merger remains subject to customary closing conditions, including receipt of approval from the Company’s stockholders, and is expected to close in the third quarter of 2015. Since the announcement of the Merger, five purported class action complaints were filed by alleged stockholders of the Company against various combinations of the Company, the individual directors of the Company, Allergan and Merger Sub. These lawsuits were filed in the Delaware Court of Chancery, captioned Lytle v. KYTHERA Biopharmaceuticals, Inc., et al., C.A. No. 11208-CB (June 26, 2015), Barbour v. KYTHERA Biopharmaceuticals, Inc., et al., C.A. No. 11239-CB (July 2, 2015), Furr v. KYTHERA Biopharmaceuticals, Inc., et al., C.A. No. 11266-CB (July 8, 2015); Cohodes v. Allergan PLC, et al., C.A. No. 11289-CB (July 14, 2015); and Roth v. Ball, et al., C.A. No. 11360 (August 3, 2015). The Barbour, Furr, Cohodes and Roth lawsuits generally allege that the members of the Company’s board of directors breached their fiduciary duties in negotiating and approving the Merger Agreement, that the Initial Merger Consideration undervalues the Company, that the Company’s stockholders will not receive adequate or fair value for their shares of the Company’s common stock in the Merger, and that the terms of the Merger Agreement impose improper deal protection terms that preclude competing offers. On August 4, 2015, plaintiff Lytle filed an amended complaint that, in addition to making allegations similar to those discussed above, also alleges that the Registration Statement on Form S-4 filed by Allergan on July 17, 2015 in connection with the Merger is misleading and/or omits certain material information concerning, among other things, the background leading up to the Merger and the key data and inputs underlying the financial valuation analyses supporting the fairness opinion provided by the Company’s financial advisor. The lawsuits further allege that KYTHERA, Allergan and/or Merger Sub aided and abetted the purported breaches of fiduciary duty. The lawsuits seek, among other things, to enjoin the Merger, or in the event that an injunction is not entered and the Merger closes, rescission of the Merger and unspecified money damages, costs and attorneys’ and experts’ fees. On July 24, 2015 the Company received authorization from Health Canada to market BELKYRA™, also known as ATX-101 outside of the U.S. and Canada, for the improvement in the appearance of moderate to severe convexity or fullness associated with submental fat in adults. On July 24, 2015, the Company received notification that the U.S. Federal Trade Commission granted early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to Allergan’s pending acquisition of the Company.

Summary of Significant Accoun18

Summary of Significant Accounting Policies and Basis of Presentation (Policies)	6 Months Ended
	Jun. 30, 2015
Summary of Significant Accounting Policies and Basis of Presentation
Reclassifications	Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Management considers many factors in selecting appropriate financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these condensed consolidated financial statements. Management must apply significant judgment in this process. In addition, other factors may affect estimates, including: expected business and operational changes, sensitivity and volatility associated with the assumptions used in developing estimates, and whether historical trends are expected to be representative of future trends. The estimation process often may yield a range of potentially reasonable estimates of the ultimate future outcomes and management must select an amount that falls within that range of reasonable estimates. This process may result in actual results differing materially from those estimated amounts used in the preparation of the financial statements.
Cash and Cash Equivalents and Marketable Securities	Cash and Cash Equivalents and Marketable Securities All highly liquid securities with maturities of 90 days or less from the date of purchase are considered to be cash equivalents. As of June 30, 2015 and December 31, 2014 , cash and cash equivalents were comprised of funds invested in cash and money market accounts. The Company maintains cash balances in excess of amounts insured by the Federal Deposit Insurance Corporation (“FDIC”). The accounts are monitored by management to mitigate the risk. Investments with maturities of more than 90 days from the date of purchase are classified as marketable securities. Marketable securities are stated at fair value. The Company has classified its entire marketable securities portfolio as available-for-sale securities. Accordingly, any unrealized gain or loss on the investments is reported as a component of accumulated other comprehensive income (loss). The amortized cost of these securities is adjusted for amortization of premiums and accretion of discounts to maturity, as applicable. Such amortizations and accretions are included as a component of interest income. The entire marketable securities portfolio is considered available for use in current operations and, accordingly, all such investments are considered current assets although the stated maturity of individual investments may be more than one year beyond the balance sheet date. Realized gains and losses, determined on a specific identification basis, and declines in value, if any, judged to be other-than-temporary on available-for-sale securities are reported as a component of interest income. When securities are sold, any associated unrealized gain or loss previously reported in accumulated other comprehensive income (loss) is reclassified out of stockholders’ equity and recorded in the statement of operations and comprehensive loss for the period. Accrued interest and dividends are included in interest income. On a quarterly basis, the Company reviews the available-for-sale securities for other-than-temporary declines in fair value below the amortized cost basis. This evaluation is based on a number of factors including the length of time and extent to which the fair value has been below the cost basis and any adverse conditions related specifically to the security, including any changes to the credit rating of the security. If the Company concludes that an other-than-temporary impairment exists, it recognizes an impairment charge to reduce the investment to fair value and records the related charge as a reduction of interest income. No impairment charges were recognized for the three and six months ended June 30, 2015 and 2014.
Inventory	Inventory Inventory, which is stated at the lower of cost or market, is based on actual cost in a manner that approximates the first-in, first-out method. The Company capitalizes inventory produced in preparation for commercial launch when it becomes probable that the related product candidate will receive regulatory approval. Given the Company’s current lack of extensive regulatory experience, it considers FDA approval probable when such approval is obtained. Prior to such time, the related costs of manufacturing such inventory are charged to research and development expense. As a result, the gross margin on net sales of product manufactured, in part or in whole, will vary and such variances may be significant. As of June 30, 2015 and December 31, 2014, there were no costs capitalized into inventory for product candidates for which regulatory approval is not considered probable. If inventory costs exceed expected market value due to obsolescence, expiry or quantities in excess of expected demand, reserves are recorded for the difference between cost and market value, less cost to sell.
Property and Equipment	Property and Equipment Property and equipment are recorded at historical cost and consisted of the following (in thousands): June 30, December 31, 2015 2014 Cameras $ $ Computer hardware and electronics Leasehold improvements Furniture and fixtures Software Construction in process — Less accumulated depreciation $ $ Except for leasehold improvements, depreciation is recorded using the straight-line method over the estimated useful lives of the assets ( one to five years). Leasehold improvements are being depreciated on a straight line basis over the three year lease term, which is the shorter of the improvements expected useful lives and the lease term. The Company reviews its property and equipment assets for impairment in value whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. The Company had no impairments or disposals during the three and six months ended June 30, 2015 and 2014 .
Revenue Recognition	Revenue Recognition The Company recognizes revenue when all of the following four criteria are present: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred or services have been rendered; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. Determination of criteria (3) and (4) are based on management’s judgment regarding the nature of the fee charged for products or the services delivered and the collectability of those fees. Where the revenue recognition criteria are not met, the Company does not recognize revenue until such time that all criteria under the provision are met. Product sales consists of revenue recorded on the sale of KYBELLA™ which was launched in late June 2015. The Company sells KYBELLA™ through a sole distributor and the risk of loss transfers upon the distributor’s receipt of the product. Healthcare providers, the end users, order KYBELLA™ through this distributor. Due to the inherent uncertainties in estimating fixed or determinable fees and normal levels of channel inventory at this distributor during the initial launch period, the Company records revenue upon the distributor’s resale to the end user. There is no contractual right of return and the distributor is entitled to allowances for price protection and end user discounts, if any, as well as distribution and inventory management fees based on contractually stated amounts, typically a percentage of revenue. These fees are recorded as a reduction to revenue.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist primarily of cash and cash equivalents and marketable securities. The primary objectives for the Company’s investment portfolio are the preservation of capital and the maintenance of liquidity. The Company does not enter into any investment transactions for trading or speculative purposes. The Company’s investment policy limits investments to certain types of instruments such as certificates of deposit, money market instruments, obligations issued by U.S. government and U.S. government agencies and corporate debt securities and places restrictions on maturities and concentration by type and issuer. The Company maintains cash balances in excess of amounts insured by the FDIC. The accounts are monitored by management to mitigate the risk.
Comprehensive Income (Loss)	Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net loss and other comprehensive income (loss). For the three and six months ended June 30, 2015 and 2014 , the only component of other comprehensive income (loss) is net unrealized gains and losses on marketable securities. There were no material reclassifications out of accumulated other comprehensive income (loss) during the three and six months ended June 30, 2015 and 2014 .
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, a new standard was issued related to revenue recognition, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new standard will replace most of the existing revenue recognition standards in U.S. GAAP when it becomes effective. In July 2015 the FASB decided to defer the effective date of the new revenue standard by one year. For U.S. GAAP public entities, the deferral resulted in the new revenue standard being effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2017. Calendar year-end public entities would therefore be required to apply the new revenue guidance beginning in their 2018 interim and annual financial statements. Early adoption is permitted, but not before January 1, 2017, the original public entity effective date. The new standard allows for either “full retrospective” adoption, whereby the new standard is applied to each prior reporting period presented or “modified retrospective” adoption, whereby the new standard is only applied to the most current period presented with the cumulative effect of the change recognized at the date of the initial application. The Company is assessing the potential impact of the new standard on its consolidated statements of financial position and results of operations and comprehensive income (loss) and has not yet selected a transition method. In August 2014, a new standard was issued which will require management to evaluate if there is substantial doubt about the entity’s ability to continue as a going concern and, if so, disclose it in both annual and interim reporting periods. The new standard will become effective for the Company’s annual filing for the period ending December 31, 2016 and interim periods thereafter, with early adoption permitted. The Company does not believe the adoption of this accounting standard will have a material impact on the Company’s consolidated financial statements and related disclosures. In July 2015, the FASB issued guidance which requires entities to measure most inventory at the lower of cost and net realizable value (“NRV”), thereby simplifying the current guidance under which an entity must measure inventory at the lower of cost or market. Under the new guidance, inventory is measured at the lower of cost and net realizable value, which eliminates the need to determine replacement cost and evaluate whether it is above the ceiling (NRV) or below the floor (NRV less a normal profit margin). The guidance defines NRV as the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The guidance is effective for annual periods beginning after December 15, 2016, and interim periods therein. Early application is permitted. The new guidance

Summary of Significant Accoun19

Summary of Significant Accounting Policies and Basis of Presentation (Tables)	6 Months Ended
	Jun. 30, 2015
Summary of Significant Accounting Policies and Basis of Presentation
Schedule of property and equipment recorded at historical cost	Property and equipment are recorded at historical cost and consisted of the following (in thousands): June 30, December 31, 2015 2014 Cameras $ $ Computer hardware and electronics Leasehold improvements Furniture and fixtures Software Construction in process — Less accumulated depreciation $ $

Marketable Securities (Tables)

Marketable Securities (Tables)	6 Months Ended
	Jun. 30, 2015
Marketable Securities
Schedule of marketable securities	The Company’s marketable securities held as of June 30, 2015 and December 31, 2014 are summarized below (in thousands): Gross Gross Amortized Unrealized Unrealized Estimated Type of security as of June 30, 2015 Cost Gains Losses Fair Value Corporate debt securities: Financial $ $ $ $ Industrial Other Total available-for-sale securities $ $ $ $ Gross Gross Amortized Unrealized Unrealized Estimated Type of security as of December 31, 2014 Cost Gains Losses Fair Value U.S. government agency securities $ $ $ — $ Corporate debt securities: Financial — Industrial Other — Total available-for-sale securities $ $ $ $
Schedule of maturities of marketable securities	June 30, 2015 December 31, 2014 Amortized Estimated Amortized Estimated Cost Fair Value Cost Fair Value Mature in one year or less $ $ $ $ Mature after one year through two years Total $ $ $ $

Inventory (Tables)

Inventory (Tables)	6 Months Ended
	Jun. 30, 2015
Inventory
Schedule of inventory	Inventory consisted of the following (in thousands): June 30, December 31, 2015 2014 Work-in-process $ $ — Finished goods — Total $ $ —

Product Revenue (Tables)

Product Revenue (Tables)	6 Months Ended
	Jun. 30, 2015
Kybella
Product Revenue
Schedule of Product revenue, net	Product sales, net from the sale of KYBELLA™ for the three and six months ended June 30, 2015 was $288 thousand, compared to no product sales for the same periods in 2014, calculated as follows (in thousands): June 30, June 30, 2015 2014 Product sales, gross $ $ — Distribution fees and allowances — Product sales, net $ $ —

Notes Payable (Tables)

Notes Payable (Tables)	6 Months Ended
	Jun. 30, 2015
Notes Payable
Schedule of notes payable	Notes payable consisted of the following (in thousands): June 30, December 31, 2015 2014 Note payable to Bayer $ $ Notes payable related to credit facility — Less current portion — Notes payable-net of current portion $ $

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	6 Months Ended
	Jun. 30, 2015
Stockholders' Equity
Schedule of shares of the Company's common stock reserved for future issuance	Shares of the Company’s common stock reserved for future issuance are as follows (in thousands): June 30, 2015 Common stock awards outstanding Common stock awards available for grant Total common shares reserved for future issuance
Summary of stock option activity	Number of Weighted ‑ Average Options Exercise (in thousands) Price Outstanding at December 31, 2014 $ Granted Exercised Forfeited Outstanding at June 30, 2015 $
Summary of restricted stock unit activity	Number of Weighted ‑ Average RSUs Grant-Date (in thousands) Fair Value Outstanding at December 31, 2014 $ Granted Vested Cancelled Outstanding at June 30, 2015 $
Schedule of equity-based compensation cost recorded in the statements of operations and comprehensive loss	Total equity-based compensation cost recorded in the condensed consolidated statements of operations and comprehensive loss, which includes the value of stock options, RSUs and awards under the ESPP, is allocated as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2015 2014 2015 2014 Research and development $ $ $ $ Selling, general and administrative $ $ $ $

Collaborations, Licensing and25

Collaborations, Licensing and Contingencies (Tables)	6 Months Ended
	Jun. 30, 2015
Collaborations, Licensing and Contingencies
Schedule of acquisition date costs allocated to the acquired rights	Fair value of common stock issued $ Fair value of note payable to Bayer Other Total in-process research and development $

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2015
Fair Value Measurements
Schedule of fair value hierarchy about each major category of financial assets and liabilities measured at fair value on a recurring basis	The following fair value hierarchy table presents information about each major category of the Company’s financial assets measured at fair value on a recurring basis as of June 30, 2015 and December 31, 2014 (in thousands). Fair Value Measurement at June 30, 2015 Using: Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Assets Inputs Inputs Balance as of (Level 1) (Level 2) (Level 3) June 30, 2015 Assets Cash equivalents $ $ — $ — $ Corporate debt securities — — Total $ $ $ — $ Fair Value Measurement at December 31, 2014 Using: Quoted Prices in Active Significant Markets for Other Significant Identical Observable Unobservable Assets Inputs Inputs Balance as of (Level 1) (Level 2) (Level 3) December 31, 2014 Assets Cash equivalents $ $ — $ — $ U.S. government agency securities — — Corporate debt securities — — Total $ $ $ — $

Organization - Merger Agreement

Organization - Merger Agreement (Details) - $ / shares	Jun. 17, 2015	Aug. 04, 2015	Jun. 30, 2015	Dec. 31, 2014
Merger Agreement Disclosures
Common stock, par value (in dollars per share)			$ 0.00001	$ 0.00001
Allergan | KYTHERA | Merger Agreement
Merger Agreement Disclosures
Share price per agreement (in dollars per share)	$ 60
Common stock, par value (in dollars per share)	0.0001
Number of shares, quotient numerator (in dollars per share)	$ 15
Number of days included in volume adjusted weighted average price per share	10 days
Allergan | KYTHERA | Merger Agreement | Subsequent event
Merger Agreement Disclosures
Share price per agreement (in dollars per share)		$ 75

Organization - Sale of Stock (D

Organization - Sale of Stock (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	1 Months Ended	6 Months Ended
	Mar. 31, 2015	Jun. 30, 2015	Dec. 31, 2014
Public Offering
Common stock, par value (in dollars per share)		$ 0.00001	$ 0.00001
Proceeds from public offering, net of issuance costs		$ 134,625
Public Offering | Common Shares
Public Offering
Common stock, par value (in dollars per share)	$ 0.00001
Proceeds from public offering, net of issuance costs	$ 134,600
Public Offering, excluding Underwriters' Option | Common Shares
Public Offering
Issuance of stock (in shares)	2,600
Share price of stock issued (in dollars per share)	$ 48
Underwriters' Option | Common Shares
Public Offering
Issuance of stock (in shares)	391

Summary of Significant Accoun29

Summary of Significant Accounting Policies and Basis of Presentation - Cash and Investments (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Cash, Cash Equivalents and Marketable Securities
Impairment charge	$ 0	$ 0	$ 0	$ 0
Inventory
Capitalized costs	$ 0		$ 0		$ 0

Summary of Significant Accoun30

Summary of Significant Accounting Policies and Basis of Presentation - Property, Plant and Equipment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014
Property and Equipment
Gross	$ 3,749		$ 3,749		$ 3,162
Less accumulated depreciation	(1,678)		(1,678)		(1,315)
Net	2,071		2,071		1,847
Disposal of property and equipment	0	$ 0	0	$ 0
Impairment of property and equipment	0	$ 0	$ 0	$ 0
Minimum
Property and Equipment
Estimated useful lives			1 year
Maximum
Property and Equipment
Estimated useful lives			5 years
Cameras
Property and Equipment
Gross	923		$ 923		923
Computer hardware and electronics
Property and Equipment
Gross	721		721		420
Leasehold improvements
Property and Equipment
Gross	1,465		$ 1,465		1,465
Estimated useful lives			3 years
Furniture and fixtures
Property and Equipment
Gross	422		$ 422		345
Software
Property and Equipment
Gross	114		114		$ 9
Construction in process
Property and Equipment
Gross	$ 104		$ 104

Marketable Securities (Details)

Marketable Securities (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Marketable securities
Amortized Cost	$ 92,672	$ 70,488
Gross Unrealized Gains	4	2
Gross Unrealized Losses	(134)	(55)
Estimated Fair Value	92,542	70,435
U.S. government agency securities
Marketable securities
Amortized Cost		2,000
Gross Unrealized Gains		1
Estimated Fair Value		2,001
Financial
Marketable securities
Amortized Cost	52,739	28,067
Gross Unrealized Gains	2
Gross Unrealized Losses	(117)	(19)
Estimated Fair Value	52,624	28,048
Industrial
Marketable securities
Amortized Cost	14,370	20,625
Gross Unrealized Gains	1	1
Gross Unrealized Losses	(5)	(14)
Estimated Fair Value	14,366	20,612
Other
Marketable securities
Amortized Cost	25,563	19,796
Gross Unrealized Gains	1
Gross Unrealized Losses	(12)	(22)
Estimated Fair Value	$ 25,552	$ 19,774

Marketable Securities - Maturit

Marketable Securities - Maturities (Details) - USD ($) $ in Thousands	Jun. 30, 2015	Dec. 31, 2014
Amortized Cost
Mature in one year or less	$ 38,347	$ 66,863
Mature after one year through two years	54,325	3,625
Amortized cost	92,672	70,488
Estimated Fair Value
Mature in one year or less	38,334	66,816
Mature after one year through two years	54,208	3,619
Estimated Fair Value	$ 92,542	$ 70,435

Inventory (Details)

Inventory (Details) $ in Thousands	Jun. 30, 2015USD ($)
Inventory
Work-in-process	$ 3,609
Finished goods	400
Total	$ 4,009

Product Revenue (Details)

Product Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Product revenue, net
Product revenue, net	$ 288		$ 288
Kybella
Product revenue, net
Product revenue, gross			310	$ 0
Distribution fees and allowances			(22)	0
Product revenue, net	$ 288	$ 0	$ 288	$ 0

Notes Payable (Details)

Notes Payable (Details) - USD ($)	Apr. 02, 2015	Mar. 31, 2014	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014	Dec. 31, 2014	Mar. 21, 2011
Notes Payable
Total			$ 24,645,000		$ 24,645,000		$ 28,145,000
Current portion							(5,484,000)
Notes payable-net of current portion			24,645,000		24,645,000		22,661,000
Balance of the note payable
Accrued interest expense			836,000		836,000		2,857,000
Accrued interest paid as part of total payoff					1,572,000	$ 446,000
Amortization of debt discount and issuance cost					835,000	388,000
Note Payable Related to Credit Facility
Notes Payable
Total							5,979,000
Balance of the note payable
Interest expense related to the notes payable			314,000		$ 294,000	670,000
Accrued interest expense							768,000
Remaining unamortized debt issuance cost							396,000
Maximum borrowing capacity								$ 15,000,000
Initial period of interest only payments					6 months
Fixed rate of interest in initial period (as a percent)					11.50%
Period of payment of interest and principal following the initial period					30 months
Fixed rate of interest in period following initial period (as a percent)					8.50%
Final payment percentage					6.00%
Payments on debt	$ 5,800,000
Accrued interest paid as part of total payoff	824,000
Prepayment and other additional interest and fees	125,000
Write-off of unamortized debt issuance costs	$ 311,000				$ 311,000
Amortization of debt discount and issuance cost				$ 85,000	85,000	170,000
Note Payable to Bayer
Notes Payable
Total			24,645,000		24,645,000		22,166,000
Face amount of debt issued		$ 51,000,000
Interest rate (as a percent)		5.00%
Option to pay accrued interest in cash (as a percent)		80.00%
Interest paid					510,000
Deferred interest					2,000,000
Term of debt		10 years
Fair value of note		$ 21,600,000
Assumed borrowing rate (as a percent)		15.00%
Balance of the note payable
Face value of note payable to Bayer		$ 51,000,000
Amortization of debt discount			249,000	172,000	439,000	218,000
Interest expense related to the notes payable			661,000	$ 636,000	1,300,000	$ 803,000
Accrued interest expense			835,000		835,000		2,100,000
Remaining unamortized debt issuance cost			$ 28,400,000		$ 28,400,000		$ 28,800,000

Stockholders' Equity - Common S

Stockholders' Equity - Common Stock (Details) - shares shares in Thousands	Feb. 20, 2015	Jan. 31, 2015	Jun. 30, 2015
Common Stock Reserved for Future Issuance
Common stock awards outstanding (in shares)			4,155
Common stock awards available for grant (in shares)			1,035
Total common shares reserved for future issuance			5,190
Employee Stock Purchase Plan
Common Stock Reserved for Future Issuance
Shares reserved for issuance			682
ESPP Offering period, first offering period	7 months
Offering period		5 months
Maximum percent of employee salary (as a percent)			15.00%
Exercise price of shares on common stock (as a percent)			85.00%

Stockholders' Equity - Plan Inf

Stockholders' Equity - Plan Information (Details) - shares	6 Months Ended
	Jun. 30, 2015	Dec. 31, 2014
Incentive stock options | Individuals owning more than 10% | Minimum
Stock Awards
Voting power of all classes of stock (as a percent)	10.00%
Incentive stock options | Individuals owning more than 10% | Maximum
Stock Awards
Expiration period	5 years
Incentive stock options | 10% Stockholder
Stock Awards
Voting power of all classes of stock (as a percent)	10.00%
Incentive stock options | 10% Stockholder | Minimum
Stock Awards
Minimum exercise price as a percentage of fair market value (as a percent)	110.00%
Stock options
Stock Awards
Expiration period	10 years
Stock options | Employees
Stock Awards
Vesting period	4 years
2012 Equity Incentive Award
Stock Awards
Threshold number of annual additional shares of common stock available for issuance	1,512,687
Annual increase in shares reserved for issuance under plan, percentage threshold criteria	4.00%
Number of shares authorized for grant	5,000,000	4,100,000
2014 Plan
Stock Awards
Number of shares authorized for grant	900,000

Stockholders' Equity - Options

Stockholders' Equity - Options and RSUs (Details) - 6 months ended Jun. 30, 2015 - $ / shares shares in Thousands	Total
Number of Shares
Outstanding at the end of the period (in shares)	4,155
Stock options
Number of Shares
Outstanding at the beginning of the period (in shares)	2,975
Granted (in shares)	1,531
Exercised (in shares)	(427)
Forfeited (in shares)	(23)
Outstanding at the end of the period (in shares)	4,056
Weighted-Average Exercise Price
Outstanding at the beginning of the period (in dollars per share)	$ 23.59
Granted (in dollars per share)	42.90
Exercised (in dollars per share)	16.15
Forfeited (in dollars per share)	35.86
Outstanding at the end of the period (in dollars per share)	$ 31.55
Restricted stock units
Number of Shares
Outstanding at the beginning of the period (in shares)	138
Granted (in shares)	88
Vested (in shares)	(126)
Cancelled (in shares)	(1)
Outstanding at the end of the period (in shares)	99
Weighted-Average Grant-Date Fair Value
Outstanding at the beginning of the period (in dollars per share)	$ 37.92
Granted (in dollars per share)	50.02
Vested (in dollars per share)	37.35
Cancelled (in dollars per share)	44.02
Outstanding at the end of the period (in dollars per share)	$ 49.30

Stockholders' Equity - Allocati

Stockholders' Equity - Allocation of Compensation Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Stock-based compensation expense
Total equity-based compensation cost	$ 6,691	$ 3,025	$ 11,123	$ 5,936
Research and development
Stock-based compensation expense
Total equity-based compensation cost	3,095	1,520	5,142	3,008
General and administrative
Stock-based compensation expense
Total equity-based compensation cost	$ 3,596	$ 1,505	$ 5,981	$ 2,928

Stockholders' Equity - Unrecogn

Stockholders' Equity - Unrecognized Compensation Costs (Details) - Jun. 30, 2015 - USD ($) $ in Millions	Total
Stock options
Unvested awards
Unrecognized compensation expense	$ 52.6
Expected weighted-average period of recognition	3 years 3 months 7 days
Restricted stock units
Unvested awards
Unrecognized compensation expense	$ 4.5
Expected weighted-average period of recognition	2 years 7 months 24 days

Collaborations, Licensing and41

Collaborations, Licensing and Contingencies - Bayer (Details) - USD ($) $ / shares in Units, shares in Thousands	1 Months Ended	6 Months Ended
	Mar. 31, 2014	Jun. 30, 2015	Jun. 30, 2014
Acquisition date costs allocated to the acquired rights
In-process research and development			$ 52,757,000
Note Payable to Bayer
Collaboration Arrangements
Notes issued as a part of consideration	$ 51,000,000
Interest rate (as a percent)	5.00%
Acquisition date costs allocated to the acquired rights
Assumed borrowing rate (as a percent)	15.00%
Bayer | Note Payable to Bayer
Collaboration Arrangements
Interest rate (as a percent)		5.00%
Acquisition date costs allocated to the acquired rights
Assumed borrowing rate (as a percent)		15.00%
License agreement | Bayer | KYTHERA Holdings Ltd.
Collaboration Arrangements
Number of common stock issued as a part of consideration	698
Value of common stock issued as a part of consideration	$ 33,000,000
Average closing stock price (in dollars per share)	$ 47.27
Notes issued as a part of consideration	$ 51,000,000
Interest rate (as a percent)	5.00%
Acquisition date costs allocated to the acquired rights
Fair value of common stock issued		$ 31,429,000
Fair value of note payable to Bayer		21,600,000
Other		272,000
In-process research and development		$ 52,757,000
Share issue price (in dollars per share)	$ 45.02
Deferred development funds	$ 967,000
Amounts recognized as offsets to in process research and development expenses	695,000
License agreement | Bayer | KYTHERA Holdings Ltd. | Maximum
Collaboration Arrangements
Consideration upon the achievement of certain long-term sales milestone payments on annual sales	123,800,000
License agreement | Bayer | KYTHERA Holdings Ltd. | Note Payable to Bayer
Acquisition date costs allocated to the acquired rights
Fair value of note payable to Bayer	$ 21,600,000
Assumed borrowing rate (as a percent)	15.00%

Collaborations, Licensing and42

Collaborations, Licensing and Contingencies - Actelion (Details) - License agreement - USD ($) $ in Thousands	1 Months Ended	6 Months Ended
	Feb. 28, 2015	Jun. 30, 2015
Actelion
Collaboration Arrangements
Initial payment		$ 1,500
Actelion | Maximum
Collaboration Arrangements
Potential milestone and royalty payments	$ 25,500
University of Pennsylvania
Collaboration Arrangements
Initial milestone payment	100
University of Pennsylvania | Maximum
Collaboration Arrangements
Potential milestone and royalty payments	$ 4,100

Collaborations, Licensing and43

Collaborations, Licensing and Contingencies - LA Biomed (Details) - License agreement - Los Angeles Biomedical Research Institute - USD ($) $ in Thousands	1 Months Ended	6 Months Ended	119 Months Ended
	Aug. 31, 2005	Jun. 30, 2015	Jun. 30, 2015
Collaboration Arrangements
Milestone payment		$ 500
Non-royalty sublicense fees equal to a certain percentage of sublicense income (as a percent)	10.00%
Maximum non-royalty sublicense fees	$ 5,000
Right to issue capital to satisfy payment of sublicense fees (as a percent)	50.00%
Non-royalty sublicense fee paid			$ 3,600
Use Rights
Collaboration Arrangements
Useful life (in years)		15 years

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	1 Months Ended	6 Months Ended	12 Months Ended
	Mar. 31, 2014	Jun. 30, 2015	Dec. 31, 2014	Jun. 30, 2014
Fair value of financial assets and liabilities measured at fair value on a recurring basis
Adjustment made to U.S. Treasury securities		$ 0	$ 0
Fair value assets, amount transferred between measurement levels		0		$ 0
Fair value liabilities, amount transferred between measurement levels		0		$ 0
Assets:
Marketable securities		92,542,000	70,435,000
Note Payable Related to Credit Facility
Liabilities:
Note payable		$ 0
Note Payable to Bayer
Fair value of financial assets and liabilities measured at fair value on a recurring basis
Interest rate (as a percent)	5.00%
Discount rate (as a percent)	15.00%
Note Payable to Bayer | Bayer
Fair value of financial assets and liabilities measured at fair value on a recurring basis
Interest rate (as a percent)		5.00%
Discount rate (as a percent)		15.00%
U.S. government agency securities and Corporate debt securities
Fair value of financial assets and liabilities measured at fair value on a recurring basis
Maximum maturity period		2 years
U.S. government agency securities
Assets:
Marketable securities			$ 2,001,000
Significant Unobservable Inputs (Level 3) | Note Payable to Bayer | Bayer
Fair value of financial assets and liabilities measured at fair value on a recurring basis
Discount rate (as a percent)		11.00%	15.00%
Liabilities:
Note payable		$ 35,100,000	$ 22,200,000
Recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1)
Assets:
Cash equivalents		77,985,000	22,691,000
Total		77,985,000	22,691,000
Recurring basis | Significant Other Observable Inputs (Level 2)
Assets:
Total		92,542,000	70,435,000
Recurring basis | Significant Other Observable Inputs (Level 2) | U.S. government agency securities
Assets:
Marketable securities			2,001,000
Recurring basis | Significant Other Observable Inputs (Level 2) | Corporate debt securities:
Assets:
Marketable securities		92,542,000	68,434,000
Recurring basis | Total
Assets:
Cash equivalents		77,985,000	22,691,000
Total		170,527,000	93,126,000
Recurring basis | Total | U.S. government agency securities
Assets:
Marketable securities			2,001,000
Recurring basis | Total | Corporate debt securities:
Assets:
Marketable securities		$ 92,542,000	$ 68,434,000

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Income Taxes
Provision for income taxes			$ 0
Accrued interest and penalties associated with uncertain tax positions	$ 0		0
Interest and penalties incurred associated with uncertain tax positions	$ 0	$ 0	$ 0	$ 0

Basic and Diluted Net Loss Pe46

Basic and Diluted Net Loss Per Common Share (Details) - shares shares in Millions	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Basic and Diluted Net Loss Per Common Share
Shares excluded from the calculation of net loss per common share, prior to the use of the treasury stock method, unweighted	4.2	2.9

Subsequent Events - Allergan (D

Subsequent Events - Allergan (Details)	Aug. 04, 2015complaint$ / shares	Jun. 17, 2015$ / shares	Jun. 30, 2015$ / shares	Dec. 31, 2014$ / shares
Merger Agreement Disclosures
Common Stock, Par or Stated Value Per Share			$ 0.00001	$ 0.00001
Allergan | KYTHERA | Merger Agreement
Merger Agreement Disclosures
Share price per agreement (in dollars per share)		$ 60
Common Stock, Par or Stated Value Per Share		0.0001
Business Combination, Number of Shares Quotient, Numerator		$ 15
Number of days included in volume adjusted weighted average price per share		10 days
Subsequent event | Allergan | KYTHERA | Merger Agreement
Merger Agreement Disclosures
Share price per agreement (in dollars per share)	$ 75
Number of class action complaints | complaint	5