Cover
Cover - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2022 | Feb. 16, 2023 | Jun. 30, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-36297 | ||
Entity Registrant Name | Revance Therapeutics, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 77-0551645 | ||
Entity Address, Address Line One | 1222 Demonbreun Street, Suite 2000 | ||
Entity Address, City or Town | Nashville | ||
Entity Address, State or Province | TN | ||
Entity Address, Postal Zip Code | 37203 | ||
City Area Code | 615 | ||
Local Phone Number | 724-7755 | ||
Title of 12(b) Security | Common Stock, par value $0.001 per share | ||
Trading Symbol | RVNC | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 1 | ||
Entity Common Stock, Shares Outstanding | 82,800,338 | ||
Documents Incorporated by Reference | Certain portions of the registrant's definitive proxy statement to be filed with the Securities and Exchange Commission pursuant to Regulation 14A, not later than May 1, 2023, in connection with the registrant’s 2023 Annual Meeting of the Stockholders are incorporated herein by reference into Part III of this Annual Report on Form 10-K. | ||
Entity Central Index Key | 0001479290 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2022 | |
Audit Information [Abstract] | |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | San Jose, California |
Auditor Firm ID | 238 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 108,965 | $ 110,623 |
Short-term investments | 231,742 | 114,448 |
Accounts receivable, net | 11,339 | 3,348 |
Inventories | 18,325 | 10,154 |
Prepaid expenses and other current assets | 4,356 | 7,544 |
Total current assets | 374,727 | 246,117 |
Property and equipment, net | 22,139 | 24,661 |
Goodwill | 77,175 | 146,964 |
Intangible assets, net | 27,004 | 55,334 |
Operating lease right-of-use assets | 39,223 | 44,340 |
Finance lease right-of-use asset | 6,393 | 0 |
Restricted cash | 6,052 | 5,046 |
Finance Lease Prepaid Expense | 27,500 | 7,700 |
Other non-current assets | 1,687 | 1,001 |
TOTAL ASSETS | 581,900 | 531,163 |
CURRENT LIABILITIES | ||
Accounts payable | 4,546 | 10,603 |
Accruals and other current liabilities | 59,357 | 39,558 |
Deferred revenue, current | 6,867 | 9,362 |
Finance lease liability, current | 669 | 0 |
Operating lease liabilities, current | 4,243 | 4,746 |
Derivative liability | 0 | 3,020 |
Total current liabilities | 75,682 | 67,289 |
Debt, non-current | 379,374 | 280,635 |
Deferred revenue, non-current | 78,577 | 74,152 |
Operating lease liabilities, non-current | 34,182 | 39,131 |
Other non-current liabilities | 1,485 | 1,485 |
TOTAL LIABILITIES | 569,300 | 462,692 |
Commitments and Contingencies (Note 15) | ||
STOCKHOLDERS’ EQUITY | ||
Preferred stock, par value $0.001 per share — 5,000,000 shares authorized, and no shares issued and outstanding as of December 31, 2022 and 2021 | 0 | 0 |
Common stock, par value $0.001 per share — 190,000,000 shares authorized as of December 31, 2022 and 2021, respectively; 82,385,810 and 71,584,057 shares issued and outstanding as of December 31, 2022 and 2021, respectively | 82 | 72 |
Additional paid-in capital | 1,767,266 | 1,466,369 |
Accumulated other comprehensive loss | (374) | (18) |
Accumulated deficit | (1,754,374) | (1,397,952) |
TOTAL STOCKHOLDERS’ EQUITY | 12,600 | 68,471 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 581,900 | $ 531,163 |
Common Stock, Shares Authorized | 190,000,000 | 190,000,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock authorized (in shares) | 190,000,000 | 190,000,000 |
Common stock, shares issued (in shares) | 82,385,810 | 71,584,057 |
Common stock, shares outstanding (in shares) | 82,385,810 | 71,584,057 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue: | |||
Total revenue | $ 132,565 | $ 77,798 | $ 15,325 |
Operating expenses: | |||
Selling, general and administrative | 223,934 | 198,821 | 151,846 |
Research and development | 101,286 | 116,255 | 125,795 |
Impairment loss | 69,789 | 0 | 0 |
Depreciation and amortization | 27,847 | 13,988 | 6,077 |
Total operating expenses | 474,523 | 352,474 | 288,487 |
Loss from operations | (341,958) | (274,676) | (273,162) |
Interest income | 4,891 | 337 | 4,322 |
Interest expense | (16,474) | (6,273) | (15,148) |
Other expense, net | (2,181) | (698) | (721) |
Loss before income taxes | (355,722) | (281,310) | (284,709) |
Income tax benefit (provision) | (700) | 0 | 2,620 |
Net loss | (356,422) | (281,310) | (282,089) |
Unrealized loss | (356) | (18) | (3) |
Comprehensive loss | (356,778) | (281,328) | (282,092) |
Basic net loss | (356,422) | (281,310) | (282,089) |
Diluted net loss | $ (356,422) | $ (281,310) | $ (282,089) |
Basic net loss per share (in dollars per share) | $ (4.90) | $ (4.17) | $ (4.86) |
Diluted net loss per share (in dollars per share) | $ (4.90) | $ (4.17) | $ (4.86) |
Basic weighted-average number of shares used in computing net loss per share (in shares) | 72,713,340 | 67,507,818 | 58,009,162 |
Diluted weighted-average number of shares used in computing net loss per share (in shares) | 72,713,340 | 67,507,818 | 58,009,162 |
Product revenue | |||
Revenue: | |||
Total revenue | $ 118,131 | $ 70,820 | $ 12,877 |
Operating expenses: | |||
Cost of product revenue /service revenue (exclusive of depreciation and amortization) | 44,414 | 23,125 | 4,758 |
Collaboration revenue | |||
Revenue: | |||
Total revenue | 7,444 | 5,655 | 2,031 |
Service revenue | |||
Revenue: | |||
Total revenue | 6,990 | 1,323 | 417 |
Operating expenses: | |||
Cost of product revenue /service revenue (exclusive of depreciation and amortization) | $ 7,253 | $ 285 | $ 11 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | At the Market Offering | Follow on Public Offering | Cumulative Effect, Period of Adoption, Adjustment | Common Stock | Common Stock At the Market Offering | Common Stock Follow on Public Offering | Additional Paid-In Capital | Additional Paid-In Capital At the Market Offering | Additional Paid-In Capital Follow on Public Offering | Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjustment | Other Accumulated Comprehensive Gain (Loss) | Accumulated Deficit | Accumulated Deficit Cumulative Effect, Period of Adoption, Adjustment |
Beginning balance (in shares) at Dec. 31, 2019 | 52,374,735 | |||||||||||||
Beginning balance at Dec. 31, 2019 | $ 225,490 | $ 52 | $ 1,069,639 | $ 3 | $ (844,204) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Issuance of common stock in connection with the HintMD Acquisition (in shares) | 7,756,765 | |||||||||||||
Issuance of common stock in connection with the HintMD Acquisition | 188,090 | $ 8 | 188,082 | |||||||||||
Issuance of RSAs and PSAs, net of cancellations (in shares) | 2,602,890 | |||||||||||||
Issuance of RSAs and PSAs, net of cancellations | 0 | $ 2 | (2) | |||||||||||
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs (in shares) | 975,000 | |||||||||||||
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs | $ 15,537 | $ 1 | $ 15,536 | |||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs (in shares) | 2,585,628 | |||||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs | $ 68,156 | $ 2 | $ 68,154 | |||||||||||
Issuance of common stock in connection with the Teoxane Agreement (in shares) | 2,500,000 | |||||||||||||
Issuance of common stock in connection with the Teoxane Agreement | 43,400 | $ 3 | 43,397 | |||||||||||
Issuance of common stock upon exercise of stock options and warrants (in shares) | 635,966 | |||||||||||||
Issuance of common stock upon exercise of stock options and warrants | 5,248 | $ 1 | 5,247 | |||||||||||
Issuance of common stock relating to employee stock purchase plan (in shares) | 94,205 | |||||||||||||
Issuance of common stock relating to employee stock purchase plan | 1,644 | 1,644 | ||||||||||||
Equity component of convertible senior notes, net of transaction costs | 108,510 | 108,510 | ||||||||||||
Shares withheld related to net settlement of RSAs (in shares) | (346,523) | |||||||||||||
Shares withheld related to net settlement of RSAs | (8,441) | (8,441) | ||||||||||||
Capped call transactions related to the issuance of convertible senior notes | (28,865) | (28,865) | ||||||||||||
Stock-based compensation | 37,613 | 37,613 | ||||||||||||
Unrealized loss | (3) | (3) | ||||||||||||
Net loss | (282,089) | (282,089) | ||||||||||||
Ending balance (in shares) at Dec. 31, 2020 | 69,178,666 | |||||||||||||
Ending balance at Dec. 31, 2020 | $ 374,290 | $ (98,858) | $ 69 | 1,500,514 | $ (108,509) | 0 | (1,126,293) | $ 9,651 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Accounting Standards Update [Extensible List] | Accounting Standards Update 2020-06 | |||||||||||||
Issuance of RSAs and PSAs, net of cancellations (in shares) | 781,720 | |||||||||||||
Issuance of RSAs and PSAs, net of cancellations | $ 0 | $ 1 | (1) | |||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs (in shares) | 800,000 | 761,526 | ||||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs | $ 21,554 | $ 1 | $ 21,553 | |||||||||||
Issuance of common stock upon exercise of stock options and warrants (in shares) | 965,462 | |||||||||||||
Issuance of common stock upon exercise of stock options and warrants | 12,923 | $ 1 | 12,922 | |||||||||||
Issuance of common stock relating to employee stock purchase plan (in shares) | 204,004 | |||||||||||||
Issuance of common stock relating to employee stock purchase plan | 3,765 | 3,765 | ||||||||||||
Shares withheld related to net settlement of RSAs (in shares) | (307,321) | |||||||||||||
Shares withheld related to net settlement of RSAs | (8,185) | (8,185) | ||||||||||||
Stock-based compensation | 44,310 | 44,310 | ||||||||||||
Unrealized loss | (18) | (18) | ||||||||||||
Net loss | $ (281,310) | (281,310) | ||||||||||||
Ending balance (in shares) at Dec. 31, 2021 | 71,584,057 | 71,584,057 | ||||||||||||
Ending balance at Dec. 31, 2021 | $ 68,471 | $ 72 | 1,466,369 | (18) | (1,397,952) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||
Cancel Issuance of RSAs and PSAs, net of cancellations (in shares) | (295,930) | |||||||||||||
Issuance of RSAs and PSAs, net of cancellations | $ 0 | |||||||||||||
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs (in shares) | 9,200,000 | |||||||||||||
Issuance of common stock in connection with follow-on offering, net of underwriting discounts, commissions, and offering costs | $ 9 | 215,852 | ||||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs (in shares) | 1,734,853 | |||||||||||||
Issuance of common stock in connection with at-the-market offering, net of issuance costs | $ 31,586 | $ 215,861 | $ 1 | 31,585 | ||||||||||
Issuance of common stock upon exercise of stock options and warrants (in shares) | 181,902 | 181,902 | ||||||||||||
Issuance of common stock upon exercise of stock options and warrants | $ 964 | 964 | ||||||||||||
Issuance of common stock relating to employee stock purchase plan (in shares) | 322,727 | |||||||||||||
Issuance of common stock relating to employee stock purchase plan | 3,856 | 3,856 | ||||||||||||
Shares withheld related to net settlement of RSAs (in shares) | (341,799) | |||||||||||||
Shares withheld related to net settlement of RSAs | (6,496) | (6,496) | ||||||||||||
Stock-based compensation | 54,788 | 54,788 | ||||||||||||
Unrealized loss | (356) | (356) | ||||||||||||
Other | 348 | 348 | ||||||||||||
Net loss | $ (356,422) | (356,422) | ||||||||||||
Ending balance (in shares) at Dec. 31, 2022 | 82,385,810 | 82,385,810 | ||||||||||||
Ending balance at Dec. 31, 2022 | $ 12,600 | $ 82 | $ 1,767,266 | $ (374) | $ (1,754,374) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (356,422) | $ (281,310) | $ (282,089) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Stock-based compensation | 52,340 | 43,434 | 36,453 |
Depreciation and amortization | 33,732 | 19,853 | 10,250 |
Impairment loss | 69,789 | 0 | 0 |
Amortization of finance lease right-of-use asset | 5,414 | 0 | 0 |
Amortization of debt discount and issuance costs | 1,880 | 1,250 | 10,726 |
Amortization of premium (discount) on investments | (2,176) | 89 | (1,423) |
Non-cash in-process research and development | 0 | 0 | 11,184 |
Income tax benefit | 0 | 0 | (2,720) |
Other non-cash operating activities | 1,230 | (80) | (855) |
Changes in operating assets and liabilities: | |||
Accounts receivable | (7,990) | (1,519) | (1,736) |
Inventories | (6,008) | (4,278) | (5,876) |
Prepaid expenses and other current assets | 3,596 | (1,751) | 912 |
Lease right-of-use assets | (6,691) | (14,708) | (3,101) |
Other non-current assets | (602) | 333 | 335 |
Accounts payable | (5,448) | (1,824) | 4,425 |
Accruals and other liabilities | 15,564 | 6,825 | 13,484 |
Deferred revenue | 1,930 | (1,631) | 29,286 |
Lease liabilities | 6,314 | 12,294 | 2,243 |
Other non-current liabilities | 0 | 1,485 | 0 |
Net cash used in operating activities | (193,548) | (221,538) | (178,502) |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of investments | (347,966) | (183,590) | (259,304) |
Finance lease prepayments | (19,800) | (7,700) | 0 |
Purchases of property and equipment | (3,210) | (10,375) | (4,098) |
Proceeds from maturities of investments | 232,178 | 172,000 | 259,500 |
Proceeds from sale of investments | 0 | 0 | 16,969 |
Cash paid for HintMD Acquisition, net | 0 | 0 | (818) |
Purchase of intangible assets | 0 | 0 | (118) |
Net cash provided by (used in) investing activities | (138,798) | (29,665) | 12,131 |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from issuance of common stock in connection with follow-on offering, net of discounts and commissions | 216,200 | 0 | 15,581 |
Proceeds from issuance of notes payable, net of debt discount | 98,150 | 0 | 0 |
Proceeds from issuance of common stock in connection with at-the-market offerings, net of commissions | 31,814 | 21,706 | 68,367 |
Proceeds from the exercise of stock options, common stock warrants and employee stock purchase plan | 4,820 | 16,688 | 6,892 |
Principal payments on finance lease obligations | (11,097) | 0 | 0 |
Taxes paid related to net settlement of RSAs and PSAs | (6,496) | (8,185) | (8,441) |
Other financing activities | 348 | 0 | 0 |
Proceeds from issuance of convertible senior notes | 0 | 0 | 287,500 |
Payment of capped call transactions | 0 | 0 | (28,865) |
Payment of debt issuance costs and offering costs | (2,045) | (340) | (9,550) |
Net cash provided by financing activities | 331,694 | 29,869 | 331,484 |
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | (652) | (221,334) | 165,113 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period | 115,669 | 337,003 | 171,890 |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period | 115,017 | 115,669 | 337,003 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |||
Cash paid for interest | 12,231 | 5,031 | 2,530 |
Cash paid for income taxes | 700 | 0 | 100 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING INFORMATION: | |||
Capitalized stock-based compensation | 2,448 | 876 | 1,160 |
Property and equipment purchases included in accounts payable and accruals | 99 | 660 | 904 |
Issuance of common stock and awards assumed in connection with the HintMD Acquisition | 0 | 0 | 188,090 |
Issuance of common stock in connection with the Teoxane Agreement | $ 0 | $ 0 | $ 43,400 |
The Company
The Company | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | The Company Overview Revance is a biotechnology company focused on developing and commercializing innovative aesthetic and therapeutic offerings. Revance’s aesthetics portfolio includes DAXXIFY ® (DaxibotulinumtoxinA-lanm) for injection, the RHA ® Collection of dermal fillers from Teoxane and OPUL ® , a relational commerce platform for aesthetic practices. Revance has also partnered with Viatris to develop a biosimilar to BOTOX ® , which would compete in the existing short-acting neuromodulator marketplace. Revance’s therapeutics pipeline is currently focused on muscle movement disorders, including evaluating DAXXIFY ® in two debilitating conditions, cervical dystonia and upper limb spasticity. Liquidity and Financial Condition Since our inception, most of our resources have been dedicated to the research, development, manufacturing development, regulatory approval and/or commercialization of our products and services. We only began generating revenue from commercial sales in July 2020 when we began to offer the HintMD Platform and in August 2020 when we launched the RHA ® Collection of dermal fillers. Although we received DAXXIFY ® GL Approval, we expect to continue to incur losses for the foreseeable future. For the year ended December 31, 2022, we had a net loss of $356.4 million. As of December 31, 2022, we had a working capital surplus of $299.0 million and an accumulated deficit of $1.8 billion. In recent years, we have funded our operations primarily through the sale of common stock, convertible senior notes, payments received from collaboration arrangements, sales of the Products and, in March 2022, we received the proceeds from notes issued in an aggregate principal amount of $100.0 million pursuant to the Note Purchase Agreement. As of December 31, 2022, we had capital resources of $340.7 million consisting of cash, cash equivalents, and short-term investments. Since the DAXXIFY ® GL Approval, we are eligible to draw on the Second Tranche of $100.0 million in full under the Note Purchase Agreement provided certain conditions are met. We may also sell up to $150.0 million of our common stock under the 2022 ATM Agreement. Based on our updated evaluation of our ability to continue as a going concern, we have concluded that the factors which previously raised substantial doubt about our ability to continue as a going concern no longer exist as of the issuance date of this Report. We believe that our existing capital resources, along with our ability to draw on the Second Tranche, will be sufficient to fund the operating plan through at least the next 12 months following the issuance of the consolidated financial statements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation Our consolidated financial statements include our accounts and those of our wholly-owned subsidiaries, and have been prepared in conformity with U.S. GAAP. All intercompany transactions have been eliminated. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of our assets and liabilities, which are not readily apparent from other sources. We base our estimates and judgments on historical information and on various other assumptions that we believe are reasonable under the circumstances. U.S. GAAP requires us to make estimates and judgments in several areas, including, but not limited to, the fair value of assets and liabilities assumed in business combinations, the incremental borrowing rate used to measure lease liabilities, the recoverability of goodwill and long-lived assets, useful lives associated with property and equipment and intangible assets, the period of benefit associated with deferred costs, revenue recognition (including the timing of satisfaction of performance obligations, estimating variable consideration, estimating stand-alone selling prices of promised goods and services, and allocation of transaction price to performance obligations), deferred revenue classification, accruals for clinical trial costs, valuation and assumptions underlying stock-based compensation and other equity instruments, the fair value of derivative liability, and income taxes. As of the date of issuance of these consolidated financial statements, we are not aware of any specific event or circumstance that would require us to update our estimates, judgments or revise the carrying value of our assets or liabilities. These estimates may change as new events occur and additional information is obtained, and are recognized in the consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to our consolidated financial statements. Risks and Uncertainties Impact of the COVID-19 Pandemic and Macroeconomic Environment on Our Operations The COVID-19 pandemic has negatively affected global economic activity, our commercialization activities, the timing of the regulatory process for DAXXIFY ® GL Approval, our initial supply and launch timing of the RHA ® Collection of dermal fillers, research and development activities and our ability to maintain on-site operations. While we have seen a general return toward more normalized levels for aesthetic procedures and many of the effects and consequences of the COVID-19 pandemic subsided during the year ended December 31, 2022, the full extent of the impact of the COVID-19 pandemic on our future operational and financial performance is unknown. Additionally, the U.S. and global financial markets have recently experienced significant volatility, which has led to disruptions to commerce and pricing stability, impacts to foreign exchange rates, labor shortages, global inflation, higher interest rates and supply chain disruptions. Due to current inflationary pressures, we have experienced higher costs throughout our business, which we expect may continue during 2023. The ultimate impact of the COVID-19 pandemic and global economic conditions is highly uncertain and we do not yet know the full extent of potential delays or impacts on our regulatory process, our manufacturing operations, supply chain, end user demand for our Products and Services, commercialization efforts, business operations, clinical trials and other aspects of our business and the aesthetics industry, the healthcare systems or the global economy as a whole. Concentration of Business Risk We rely on a limited number of third-party suppliers for the manufacturing of DAXXIFY ® . In particular, we outsource the manufacture of bulk peptide through an agreement with a single supplier. In order to meet anticipated commercial demand, we plan to manufacture DAXXIFY ® in our Northern California manufacturing facility and through ABPS, if approved. We submitted a PAS for the ABPS manufacturing facility, and in October 2022, the FDA accepted our PAS submission. Our product revenue relies on one third-party distributor for each product. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of short-term investments. Under our investment policy, we limit our credit exposure by investing in highly liquid funds and debt obligations of the U.S. government and its agencies with high credit quality. Our cash, cash equivalents, and short-term investments are held in the U.S. Such deposits may, at times, exceed federally insured limits. We have not experienced any significant losses on our deposits of cash, cash equivalents, and short-term investments. Cash and Cash Equivalents We consider all highly liquid investment securities with remaining maturities at the date of purchase of three months or less to be cash equivalents. Restricted Cash As of December 31, 2021, a deposit totaling $5.0 million was restricted from withdrawal. This amount included a $4.3 million deposit balance related to letters of credit. The remaining $0.7 million related to securing our facility leases and will remain until the end of the leases. As of December 31, 2022, a deposit totaling $6.1 million was restricted from withdrawal. We had a $5.4 million deposit balance related to letters of credit. The remaining $0.7 million related to securing our facility leases and will remain until the end of the leases. These balances were included in restricted cash on the accompanying consolidated balance sheets and within the cash, cash equivalents, and restricted cash balance on the consolidated statement of cash flows. Accounts receivable, net Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Such accounts receivable have been reduced by an allowance for doubtful accounts, which is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on customer specific experience and the aging of such receivables, among other factors. The allowance for doubtful accounts as of December 31, 2022 and 2021 was not material. We do not have any off-balance-sheet credit exposure related to our customers. Accounts receivable are also recorded net of estimated product returns which are not material. Investments Investments generally consist of securities with original maturities greater than three months and remaining maturities of less than one year. We do not have long-term investments with remaining maturities greater than one year. We determine the appropriate classification of our investments at the time of purchase and reevaluate such determination at each balance sheet date. All of our investments are classified as available-for-sale and carried at fair value, with the change in unrealized gains and losses reported as a separate component of other comprehensive income (loss) on the consolidated statements of operations and comprehensive loss and accumulated as a separate component of stockholders’ equity on the consolidated balance sheets. Interest income includes interest, amortization of purchase premiums and discounts, realized gains and losses on sales of securities and other-than-temporary declines in the fair value of investments, if any. The cost of securities sold is based on the specific-identification method. We monitor our investment portfolio for potential impairment on a quarterly basis. If the carrying amount of an investment in debt securities exceeds its fair value and the decline in value is determined to be other-than-temporary, the carrying amount of the security is reduced to fair value and a loss is recognized in operating results for the amount of such decline. In order to determine whether a decline in value is other-than-temporary, we evaluate, among other factors, the cause of the decline in value, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, and our intent and ability to hold the security to maturity or forecast recovery. Inventories Inventories consist of raw materials, work in process, and finished goods held for sale to customers. Cost is determined using the first-in-first-out method. Inventory costs include raw materials, labor, quality control, and overhead associated with the cost of production. Inventory valuation reserves are established based on a number of factors including, but not limited to, inventory not conforming to product specifications, product excess and obsolescence, or application of the lower of cost or net realizable value concepts. The determination of events requiring the establishment of inventory valuation reserves, together with the calculation of the amount of such reserves, may require judgment. No inventory valuation reserves have been recorded for any periods presented. Products manufactured at a third-party contract manufacturer site prior to that site’s regulatory approval may be capitalized as inventory when the future economic benefit is deemed probable. A number of factors are considered in determining probability, including the historical experience of achieving regulatory approvals for the manufacturing process, the progress along the approval process, the shelf life of the product, and any other impediments identified. If the criteria for capitalizing inventory are not met, the pre-approval manufacturing costs of products are recognized as research and development expense in the period incurred. Fair Value of Financial Instruments We use fair value measurements to record fair value adjustments to certain financial and non-financial assets and liabilities to determine fair value disclosures. The accounting standards define fair value, establish a framework for measuring fair value, and require disclosures about fair value measurements. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the principal or most advantageous market in which we would transact are considered along with assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable, that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities; • Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 — Valuations based on unobservable inputs to the valuation methodology and including data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation or amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets. Computer equipment, lab equipment and furniture, fixtures and vehicles, and manufacturing equipment is depreciated generally over three years, five years, and seven fifteen Internal-use software, whether purchased or developed, is capitalized at cost and amortized using the straight-line method over its estimated useful life, which is generally three years. Costs associated with internally developed software are expensed until the point at which the project has reached the development stage. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they provide additional functionality. Software maintenance and training costs are expensed in the period in which they are incurred. The capitalization of internal-use software requires judgment in determining when a project has reached the development stage and the period over which we expect to benefit from the use of that software. When property and equipment are retired or otherwise disposed of, the costs and accumulated depreciation are removed from the consolidated balance sheets and any resulting gain or loss is reflected in the consolidated statements of operations and comprehensive loss in the period realized. Leases We account for a contract as a lease when it has an identified asset that is physically distinct and we have the right to control the asset for a period of time while obtaining substantially all of the asset’s economic benefits. We determine if an arrangement is a lease or contains a lease at inception. For arrangements that meet the definition of a lease, we determine the initial classification and measurement of our right-of-use asset and lease liability at the lease commencement date and thereafter if modified. We do not recognize right-of-use assets or lease liabilities for those leases that qualify as a short-term lease. The lease term includes any renewal options that we are reasonably assured to exercise. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use our estimated secured incremental borrowing rate for that lease term. For our real estate operating leases, rent expense is recognized on a straight-line basis over the reasonably assured lease term based on the total lease payments and is included in operating expenses in the consolidated statements of operations and comprehensive loss. In addition to rent, the real estate operating leases may require us to pay additional amounts for variable lease costs which includes taxes, insurance, maintenance, and other expenses, and the variable lease costs are generally referred to as non-lease components. Variable lease cost related to our operating leases are expensed as incurred. For real estate operating leases, we have elected to apply the practical expedient and account for the lease and non-lease components as a single lease component. For our finance lease for a manufacturing fill-and-finish line, interest expense is recognized using the effective interest method. For finance leases, the interest expense on the lease liability and the amortization of the right-of-use asset is presented in a manner consistent with how we present other interest expense and depreciation and amortization of similar assets. For our manufacturing fill-and-finish line asset group, we have elected to apply the practical expedient and account for the lease and non-lease components as a single lease component. Variable lease costs related to our finance lease are expensed as incurred. Impairment of Long-lived Assets We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of long-lived assets may not be recoverable. Events and changes in circumstances considered important that could result in an impairment review of long-lived assets include (i) a significant decrease in the market price of a long-lived asset; (ii) a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; (iii) a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset, including an adverse action or assessment by a regulator; (iv) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; (v) a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset; and (vi) a current expectation that, more likely than not (more than 50%), a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The impairment evaluation of long-lived assets includes an analysis of estimated future undiscounted net cash flows expected from the use and eventual disposition of the long-lived assets over their remaining estimated useful lives. If the estimate of future undiscounted net cash flows is insufficient to recover the carrying value of the long-lived assets over the remaining estimated useful lives, we record an impairment loss in the amount by which the carrying value of the long-lived assets exceeds the fair value. Fair value is generally measured based on discounted cash flow analysis. Goodwill and Impairment Goodwill represents the excess of the purchase price of the acquired business over the estimated fair value of the identifiable net assets acquired. All of the goodwill balance is associated with the Service reporting unit. Goodwill is not amortized but is tested for impairment at least annually at the reporting unit level in the fourth quarter of each calendar year, or more frequently if events or changes in circumstances indicate that the reporting unit might be impaired. Impairment loss, if any, is recognized based on a comparison of the fair value of the reporting unit to its carrying value, without consideration of any recoverability. In assessing goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not that the fair value is less than its carrying amount. If we conclude it is more likely than not that the fair value of a reporting unit is less than its carrying amount, a quantitative impairment test is performed. If we conclude that goodwill is impaired, an impairment charge is recorded to the extent that the reporting unit’s carrying value exceeds its fair value. A quantitative goodwill impairment test was performed in the fourth quarter of 2022 and refer to Note 6 for our goodwill impairment details and financial statement impact for the year ended December 31, 2022. Intangible Assets, net Intangible assets consist of distribution rights acquired from the filler distribution agreement with Teoxane, SA and intangible assets acquired from the HintMD Acquisition. Finite-lived intangible assets are carried at cost, less accumulated amortization on the consolidated balance sheets, and are amortized on a ratable basis over their estimated useful life. Clinical Trial Accruals Clinical trial costs are charged to research and development expense as incurred. We accrue for expenses resulting from contracts with CROs, consultants, and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations, which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to us under such contracts. Our objective is to reflect the appropriate expense in the consolidated financial statements by matching the appropriate expenses with the period in which services and efforts are expended. In the event advance payments are made to a CRO, the payments will be recorded as a prepaid expense, which will be expensed as services are rendered. The CRO contracts generally include pass-through fees including, but not limited to, regulatory expenses, investigator fees, travel costs and other miscellaneous costs. We determine accrual estimates through reports from and discussion with clinical personnel and outside services providers as to the progress or state of completion of trials, or the services completed. We estimate accrued expenses as of each balance sheet date based on the facts and circumstances known to us at that time. Our clinical trial accrual is dependent, in part, upon the receipt of timely and accurate reporting from the CROs and other third-party vendors. Revenue Revenue is measured according to Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606). To determine revenue recognition for arrangements that we determine are within the scope of ASC 606, Revenue from Contracts with Customers, we perform the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) we satisfy a performance obligation. We only apply the five-step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange for the goods or services we transfer to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, we assess the goods or services promised within the contract and determine those that are performance obligations and assess whether the promised good or service, or a bundle of goods and services is distinct. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. In revenue arrangements involving third parties, we recognize revenue as the principal when we maintain control of the product or service until it is transferred to our customer; under other circumstances, we recognize revenue as an agent in the sales transaction. Determining whether we have control requires judgment over certain considerations, which generally include whether we are primarily responsible for the fulfillment of the underlying products or services, whether we have inventory risk before fulfillment is completed, and if we have discretion to establish prices over the products or services. We evaluate whether we are the principal or the agent in our revenue arrangements involving third parties should there be changes impacting control in transferring related goods or services to our customers. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. We currently generate product revenue from the sale of our Products, service revenue from payment processing and subscriptions to the platform, and collaboration revenue from an onabotulinumtoxinA biosimilar program with Viatris and Fosun. Product Revenue Our product revenue is recognized from the sale our Products to our customers. We sell our Products to our customers through our third-party distributor and maintain control throughout the sales transactions as the principal. We recognize revenue from product sales when control of the product transfers, generally upon delivery, to the customers in an amount that reflects the consideration we received or expect to receive in exchange for those goods as specified in the customer contract. We accept product returns under limited circumstances which generally include damages in transit or ineffective product. Service fees paid to the distributor associated with product logistics are accounted for as fulfillment costs and are included in cost of product revenue in the accompanying statements of operations and comprehensive loss. Service Revenue We generate service revenue from charging certain customers subscription-based and payment processing fees through the Fintech Platform. Generally, our contracts with customers are considered to be auto-renewed monthly unless cancelled and to have a term of one month. Subscription-based fees are charged monthly for the use of our platform and on a per-consumer account basis for consumers actively enrolled in the subscription payment program. We typically invoice our customers for subscription-based services monthly in arrears. Our arrangements for subscription services typically consist of an obligation to provide services to the customers on a when and if needed basis (a stand-ready obligation), and revenue is recognized from the satisfaction of the performance obligations ratably over each month, as we provide the platform services to customers. We currently work with third-party partners to provide payment processing services. Payment processing services are charged on a rate per transaction basis (usage-based fees), with no minimum usage commitments. As we are the accounting agent for arrangement under the HintMD Platform, we recognize revenue generated from these transactions on a net basis. Conversely, we are the PayFac for the arrangements under the OPUL ® platform and are considered as the accounting principal, and the associated service revenue generated from the same transactions are recognized on a gross basis. Costs to Obtain Contracts with Customers Certain costs to obtain a contract with a customer should be capitalized, to the extent recoverable from the associated contract margin, and subsequently amortized as the products or services are delivered to the customer inclusive of expected renewals. We expect such costs to generally include sales commissions and related fringe benefits. For similar contracts with which the expected delivery period is one year or less, we apply the practical expedient to expense such costs as incurred in the consolidated statements of operations and comprehensive loss. Otherwise, such costs are capitalized on the consolidated balance sheets, and are amortized over the expected period of benefit to the customer. The determined period of benefit for payment processing and subscription services is subject to re-evaluation periodically. Collaboration Revenue We generate revenue from collaboration agreements, which are generally within the scope of ASC 606, where we license rights to certain intellectual property or certain product candidates and perform research and development services for third parties. The terms of these arrangements may include payment of one or more of the following: non-refundable upfront fees, milestone payments, and royalties on future net sales of licensed products. Performance obligations are promises to transfer distinct goods or services to a customer. Promised goods or services are considered distinct when (i) the customer can benefit from the good or service on its own or together with other readily available resources and (ii) the promised good or service is separately identifiable from other promises in the contract. We utilize judgment to assess whether the collaboration agreements include multiple distinct performance obligations or a single combined performance obligation. In assessing whether a promised good or service is distinct in the evaluation of a collaboration arrangement subject to ASC 606, we consider various promised goods or services within the arrangement including but not limited to intellectual property license granting, research, manufacturing and commercialization, along with the intended benefit of the contract in assessing whether one promise is separately identifiable from other promises in the contract. We also consider the capabilities of the collaboration partner regarding these promised goods or services and the availability of the associated expertise in the general marketplace. If a promised good or service is not distinct, we are required to combine that good or service with other promised goods or services until we identify a bundle of goods or services that is distinct. To estimate transaction price, which could include fixed consideration or variable consideration, ASC 606 provides two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. The method selected can vary between contracts and is not a policy election; however, once determined, the method should be consistently applied throughout the life of the contract. For collaboration arrangements that include variable considerations such as development, regulatory or commercial milestone payments, the associated milestone value is included in the transaction price if it is probable that a significant revenue reversal would not occur. Milestone payments that are not within the control of us or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, we recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). For arrangements with multiple performance obligations, the transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. We assess the nature of the respective performance obligation to determine whether it is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue. We evaluate the measure of proportional performance each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. At the end of each subsequent reporting period, we re-evaluate the probability of achievement of each such milestone and any related constraint, and if necessary, adjust our estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. Research and Development Expense Research and development expense are charged to operations as incurred. Research and development expense include, but are not limited to, personnel expenses, clinical trial supplies, fees for clinical trial services, manufacturing costs incurred before probable FDA approval, consulting costs and allocated overhead, including rent, equipment, depreciation, and utilities. Assets acquired that are utilized in research and development that have no alternative future use are also expensed as incurred. Advertising Expense Cost related to advertising are expensed as incurred and included within selling, general and administrative expenses in the consolidated statement of operations and comprehensive loss. Advertising expense was $5.1 million, $6.2 million and $10.2 million for the years ended December 31, 2022, 2021 and 2020, respectively. Income Taxes We account for current and deferred income taxes by assessing and reporting tax assets and liabilities in our consolidated balance sheet and our statement of operations and comprehensive loss. We estimate current income tax exposure and temporary differences which result from differences in accounting under U.S. GAAP and tax purposes for certain items, such as accruals and allowances not currently deductible for tax purposes. These temporary differences result in deferred tax assets or liabilities. In general, deferred tax assets represent future tax benefits to be received when certain expenses previously recognized in the consolidated statements of operations and comprehensive loss become deductible |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Our revenue is primarily generated from U.S. customers. Our product and collaboration revenue is generated from the Product Segment, and our service revenue is generated from the Service Segment ( Note 16 ). The following tables present our revenue disaggregated by timing of transfer of goods or services: Year Ended December 31, 2022 Year Ended December 31, 2021 Year Ended December 31, 2020 Transferred at Transferred at Transferred at (in thousands) a point in time over time Total a point in time over time Total a point in time over time Total Product revenue $ 118,131 $ — $ 118,131 $ 70,820 $ — $ 70,820 $ 12,877 $ — $ 12,877 Collaboration revenue — 7,444 7,444 — 5,655 5,655 — 2,031 2,031 Service revenue 401 6,589 6,990 567 756 1,323 126 291 417 Total $ 118,532 $ 14,033 $ 132,565 $ 71,387 $ 6,411 $ 77,798 $ 13,003 $ 2,322 $ 15,325 Product Revenue Product revenue breakdown is summarized as below: Year Ended December 31, (in thousands) 2022 2021 2020 Product: RHA ® Collection of dermal fillers $ 107,156 $ 70,820 $ 12,877 DAXXIFY ® 10,975 — — Total product revenue $ 118,131 $ 70,820 $ 12,877 Receivables and contract liabilities from contracts with our product customers are as follows: December 31, December 31, (in thousands) 2022 2021 Receivables: Accounts receivable, net $ 10,966 $ 3,297 Total accounts receivable, net $ 10,966 $ 3,297 Contract liabilities: Deferred revenue, current $ 705 $ 1,331 Total contract liabilities $ 705 $ 1,331 Collaboration Revenue Viatris Agreement Agreement Terms We entered into the Viatris Agreement in February 2018, pursuant to which we are collaborating with Viatris exclusively, on a world-wide basis (excluding Japan), to develop, manufacture, and commercialize an onabotulinumtoxinA biosimilar. Viatris has paid us an aggregate of $60 million in non-refundable upfront and milestone fees as of December 31, 2022, and the agreement provides for additional remaining contingent payments of up to $70 million in the aggregate, upon the achievement of certain clinical and regulatory milestones and of specified, tiered sales milestones of up to $225 million. The payments do not represent a financing component for the transfer of goods or services. In addition, Viatris is required to pay us low to mid-double digit royalties on any sales of the biosimilar in the U.S., mid-double digit royalties on any sales in Europe, and high single digit royalties on any sales in other ex-U.S. Viatris territories. However, we have agreed to waive royalties for U.S. sales, up to a maximum of $50 million in annual sales, during the first approximately four years after commercialization to defray launch costs. Revenue Recognition We re-evaluate the transaction price at each reporting period. We estimated the transaction price for the Viatris Agreement using the most likely amount method. In order to determine the transaction price, we evaluated all of the payments to be received during the duration of the contract, which included milestones and consideration payable by Viatris. Other than the upfront payment, all other milestones and consideration we may earn under the Viatris Agreement are subject to uncertainties related to development achievements, Viatris’ rights to terminate the agreement, and estimated effort for cost-sharing payments. Components of such estimated effort for cost-sharing payments include both internal and external costs. Consequently, the transaction price does not include any milestones and considerations that, if included, could result in a probable significant reversal of revenue when related uncertainties become resolved. Sales-based milestones and royalties are not included in the transaction price until the sales occur because the underlying value relates to the license and the license is the predominant feature in the Viatris Agreement. As of December 31, 2022, the transaction price allocated to the unfulfilled performance obligations was $85.2 million. We recognize revenue and estimate deferred revenue based on the cost of development service incurred over the total estimated cost of development services to be provided for the development period. For revenue recognition purposes, the development period is estimated to be completed in 2026. It is possible that this period will change and is assessed at each reporting date. For the year ended December 31, 2022, 2021, and 2020, we recognized revenue related to development services of $7.1 million, $5.7 million and $2.0 million, respectively. Fosun License Agreement Agreement Terms In December 2018, we entered into the Fosun License Agreement with Fosun, whereby we granted Fosun the exclusive rights to develop and commercialize DAXXIFY ® in the Fosun Territory and certain sublicense rights. As of December 31, 2022, Fosun has paid us non-refundable upfront and other payments totaling $38.0 million before foreign withholding taxes. We are also eligible to receive (i) additional remaining contingent payments of up to $222.5 million upon the achievement of certain milestones, and (ii) tiered royalty payments in low double digits to high teen percentages on annual net sales. The royalty percentages are subject to reduction in the event that (i) we do not have any valid and unexpired patent claims that cover the product in the Fosun Territory, (ii) biosimilars of the product are sold in the Fosun Territory or (iii) Fosun needs to pay compensation to third parties to either avoid patent infringement or market the product in the Fosun Territory. Revenue Recognition We estimated the transaction price for the Fosun License Agreement using the most likely amount method. We evaluated all of the variable payments to be received during the duration of the contract, which included payments from specified milestones, royalties, and estimated supplies to be delivered. We will re-evaluate the transaction price at each reporting period and upon a change in circumstances. As of December 31, 2022, the transaction price allocated to unfulfilled performance obligation is $38.0 million. For the year ended December 31, 2022, we recognized revenue from the Fosun License Agreement of $0.3 million. No material revenue was recognized from the Fosun License Agreement for the years ended December 31, 2021 and 2020. Receivables and contract liabilities from contracts with our collaboration customers are as follows: December 31, December 31, (in thousands) 2022 2021 Receivables: Accounts receivable, net — Fosun $ 315 $ — Total accounts receivable, net $ 315 $ — Contract liabilities: Deferred revenue, current — Viatris $ 6,162 $ 7,927 Total contract liabilities, current $ 6,162 $ 7,927 Deferred revenue, non-current — Viatris $ 40,600 $ 43,157 Deferred revenue, non-current — Fosun 37,977 30,995 Total contract liabilities, non-current $ 78,577 $ 74,152 Changes in our contract liabilities from contracts with our collaboration revenue customers for the year ended December 31, 2022 are as follows: (in thousands) Balance on January 1, 2022 $ 82,079 Revenue recognized (7,444) Billings and adjustments, net 10,104 Balance on December 31, 2022 $ 84,739 Service Revenue We offer customer payment processing and certain value-added services to aesthetic practices through the Fintech Platform. Generally, revenue related to the HintMD Platform payment processing service is recognized at a point in time and revenue related to the OPUL ® payment processing service is recognized over time. For the Fintech Platform, revenue related to the value-added services component is recognized over time. OPUL ® replaces the HintMD Platform, which we began the process of sunsetting from general availability in 2022. Following the completion of the sunsetting process, we expect that all revenue related to the OPUL ® payment processing service will be recognized over time. Receivables and contract liabilities from contracts with our service customers are as follows: December 31, December 31, (in thousands) 2022 2021 Receivables: Accounts receivables, net $ 59 $ 51 Total accounts receivables, net $ 59 $ 51 Contract liabilities: Deferred revenue, current $ — $ 104 Total contract liabilities, current $ — $ 104 |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business Combination | Business Combination On July 23, 2020, we completed the HintMD Acquisition, pursuant to the HintMD Merger Agreement, by and among Revance, Heart Merger Sub, Inc., a Delaware corporation and our direct wholly-owned subsidiary, HintMD, and Fortis Advisors, LLC, a Delaware limited liability company, as the security holder’s representative. Upon completion of the HintMD Acquisition, each share of capital stock of HintMD that was issued and outstanding immediately prior to July 23, 2020 was automatically cancelled and converted into the right to receive approximately 0.3235 shares of our common stock. In addition, outstanding and unexercised options to purchase shares of HintMD common stock immediately prior to July 23, 2020 under the HintMD Plan, excluding stock options held by former employees or former service providers of HintMD, whether or not vested, were assumed and subsequently converted based on the conversion ratio defined in the HintMD Merger Agreement into options to purchase shares of our common stock, with the awards retaining the same vesting and other terms and conditions as in effect immediately prior to consummation of the HintMD Acquisition. The total number of shares of our common stock issued as consideration for the HintMD Acquisition was 8,572,213, including (i) 683,200 shares of our common stock which will be held in an escrow fund for purposes of satisfying any post-closing purchase price adjustments or indemnification claims under the HintMD Merger Agreement and (ii) assumed options to purchase an aggregate of 801,600 shares of our common stock. Mark J. Foley, our Chief Executive Officer and a member of our board of directors, was a former director and equity holder of HintMD. The shares of HintMD capital stock beneficially owned by Mr. Foley prior to July 23, 2020 were automatically cancelled and converted into the right to receive shares of our common stock in accordance with the terms of the HintMD Merger Agreement. Consideration Transferred The following table summarizes the consideration transferred in the HintMD Acquisition: (in thousands) July 23, 2020 Fair value of Revance common stock issued to HintMD stockholders (1) $ 182,280 Fair value of Revance replacement stock option awards attributable to pre-combination service (2) 5,810 Cash consideration (3) 1,483 Total consideration transferred $ 189,573 (1) Represents the fair value of equity consideration issued to HintMD shareholders, consisting of approximately 7,756,765 shares (excluding assumed HintMD stock options to purchase an aggregate of 801,600 shares of our common stock), at $23.50 per share (the closing price of shares of our common stock on July 23, 2020), and adjusted for estimated net debt and working capital amounts. (2) Represents stock option awards held by HintMD employees prior to the acquisition date that have been assumed and converted into our stock-based awards. The portion of the stock option awards related to services performed by employees prior to the acquisition date is included within the consideration transferred. (3) Represents certain HintMD pre-acquisition liabilities paid by Revance. The HintMD Acquisition was accounted for as a business combination using the acquisition method of accounting. The acquisition method required that assets acquired and liabilities assumed in a business combination be recognized at their fair values as of the acquisition date. We completed the valuation as of December 31, 2020. The post-combination effect from net deferred tax liability assumed from the HintMD Acquisition also caused a release of our consolidated income tax valuation allowance. The release resulted in an income tax benefit of $2.7 million. Refer to Note 14 – Income Taxes, for additional discussion of our valuation allowance. The following table summarizes the fair value of assets acquired and liabilities assumed: (in thousands) July 23, 2020 Cash and cash equivalents $ 665 Accounts receivable 93 Prepaid expenses and other current assets 453 Property and equipment 77 Intangible assets 46,200 Total assets acquired 47,488 Accounts payable (53) Accruals and other current liabilities (2,106) Deferred tax liability (2,720) Total liabilities assumed (4,879) Total identifiable net assets 42,609 Goodwill (1) 146,964 Total fair value of assets acquired and liabilities assumed $ 189,573 (1) The assigned value of $147.0 million in goodwill represents the excess of the consideration transferred over the estimated fair values of assets acquired and liabilities assumed. The recognized goodwill is attributable to the assembled workforce of HintMD and the anticipated synergies and cost savings expected to be achieved from the operations of the combined company. None of the goodwill resulting from the HintMD Acquisition is deductible for tax purposes and all of the goodwill acquired was assigned to the Service reporting unit. Significant judgment was exercised in determining the fair value of the intangible assets acquired, which included estimates and assumptions related to the revenue growth rate and technology migration curve. In-process research and development relates to the research and development of payment facilitator technology to facilitate the processing of customer payments. Similar to the valuation method used for developed technology, the in-process research and development was valued utilizing the multi-period excess earnings method and was determined to have no defined life based on the current stage of development of the research projects of HintMD on July 23, 2020. No amortization expense has been recorded from July 23, 2020 to December 31, 2020 as the in-process research and development assets have not yet been completed and placed into service as of December 31, 2020. Upon completion of the associated research and development activities, the asset’s useful life will be determined. Prior to completion of these research and development activities, the intangible assets will be subject to annual impairment tests, or more frequent tests in the event of any impairment indicators occurring. These impairment tests require significant judgment regarding the status of the research activities, the potential for future revenues to be derived from any products that may result from those activities, and other factors. The following table summarizes the intangible assets acquired in the HintMD Acquisition as of July 23, 2020. Fair Value Useful Life (in thousands, except for in years) (in thousands) (in years) Developed technology $ 19,600 6 In-process research and development 16,200 N/A Customer relationships 10,300 4 Tradename 100 1 Total intangible assets acquired $ 46,200 N/A Not applicable Transaction Costs For the year ended December 31, 2020, transaction costs for the HintMD Acquisition were $3.9 million. These costs were associated with legal and professional services and recorded in selling, general and administrative expense in our consolidated statements of operations and comprehensive loss. Financial Results Since the HintMD Acquisition date of July 23, 2020, HintMD contributed $0.4 million of the consolidated net revenue for the year ended December 31, 2020, which are included in our consolidated statements of operations and comprehensive loss. For the year ended December 31, 2020, HintMD also contributed loss from operations of $6.2 million, which excluded unallocated corporate and other expenses as defined in Note 16 . Supplemental Pro Forma Information The following supplemental unaudited pro forma financial information for the year ended December 31, 2020, presents the combined results of operations as if the HintMD Acquisition occurred on January 1, 2019. The pro forma financial information is presented for illustrative purposes only, based on currently available information and certain estimates and assumptions we believe are reasonable under the circumstances, and is not necessarily indicative of future results of operations or the results that would have been reported if the HintMD Acquisition had been completed on January 1, 2019. Year Ended December 31, (in thousands) 2020 Total revenue $ 15,766 Net loss $ (293,560) |
Cash Equivalents and Short-Term
Cash Equivalents and Short-Term Investments | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Cash Equivalents and Short-Term Investments | Cash Equivalents and Short-Term Investments The following table is a summary our cash equivalents and short-term investments: December 31, 2022 December 31, 2021 Adjusted Cost Unrealized Fair Value Adjusted Cost Unrealized Fair Value (in thousands) Loss Loss U.S. treasury securities $ 109,984 $ (228) $ 109,756 $ — $ — $ — Money market funds 85,206 — 85,206 106,973 — 106,973 Commercial paper 80,946 — 80,946 87,964 — 87,964 Corporate bonds 41,186 (146) 41,040 26,502 (18) 26,484 U.S. government agency obligations 4,480 — 4,480 — — — Total cash equivalents and available-for-sale securities $ 321,802 $ (374) $ 321,428 $ 221,439 $ (18) $ 221,421 Classified as: Cash equivalents $ 89,686 $ 106,973 Short-term investments 231,742 114,448 Total cash equivalents and available-for-sale securities $ 321,428 $ 221,421 As of December 31, 2022 and 2021, we have no other-than-temporary impairments on our available-for-sale securities, and the contractual maturities of the available-for-sale securities are less than one-year. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, net | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, net | Goodwill and Intangible Assets, net Goodwill All of our goodwill was acquired in 2020 as part of the HintMD Acquisition and was assigned to the Service reporting unit. As discussed in Note 2 , goodwill is not amortized but is tested for impairment at least annually at the reporting unit level in the fourth quarter of each calendar year, or more frequently if events or changes in circumstances indicate that the reporting unit might be impaired. In assessing goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not that the fair value is less than its carrying amount. Based on recent performance results and the current valuation of the broader payment sector, we concluded that it was more likely than not that the fair value of our Service reporting unit was less than its carrying amount; therefore, a quantitative goodwill impairment test was performed during the fourth quarter. This quantitative goodwill impairment test was performed by estimating the fair value of the reporting unit using the income approach, which was based on a discounted cash flow model and required the use of significant assumptions, including estimates of the revenue growth rates and discount rate. The discount rate used was based on the historical internal rate of return of the acquisition and business-specific characteristics related to our ability to execute on the projected cash flows. The discount rate selected was 20%. Our Service reporting unit fair value measurements are classified as Level 3 in the fair value hierarchy because they involve significant unobservable inputs. Based on the goodwill impairment test, we determined that the estimated fair value of the Service reporting unit was below the carrying value and, accordingly, we recognized a goodwill impairment charge of $69.8 million in our Service reporting unit for the year ended December 31, 2022 and was presented in impairment loss on the consolidated statement of operations and comprehensive loss. The balance of goodwill had no movement for the year ended December 31, 2021. The changes in the carrying amount of goodwill by reporting unit during the year ended December 31, 2022 was as follows: (in thousands) Product Service Total Balance at December 31. 2021 $ — $ 146,964 $ 146,964 Impairment — (69,789) (69,789) Balance at December 31, 2022 $ — $ 77,175 $ 77,175 Intangible Assets, net The following table sets forth the intangible assets, net and their remaining weighted-average useful lives for those assets that are not already fully amortized: December 31, 2022 December 31, 2021 (in thousands, except for in years) Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Net Carrying Amount Developed technology 4.2 $ 35,800 $ (24,325) $ 11,475 4.9 $ 35,800 $ (6,653) $ 29,147 Distribution rights 1.4 32,334 (20,882) 11,452 2.4 32,334 (12,799) 19,535 Customer relationships 1.6 10,300 (6,223) 4,077 2.6 10,300 (3,648) 6,652 Total intangible assets $ 78,434 $ (51,430) $ 27,004 $ 78,434 $ (23,100) $ 55,334 In late 2022, we sunsetted and substantially discontinued the HintMD Platform’s general availability. As a result, we accelerated the amortization of the remaining net carrying amount of the developed technology asset associated with the HintMD Platform and recognized $11.7 million in additional amortization on the consolidated statement of operations and comprehensive loss. This is a change in accounting estimate and has no impact to prior period consolidated financial statements. In the consolidated statement of operations and comprehensive loss, the amortization expense related to distribution rights and developed technology was recorded to depreciation and amortization, and the amortization expense related to customer relationships was recorded to selling, general and administrative, as summarized below: Year Ended December 31, (in thousands) 2022 2021 Amortization $ 25,756 $ 13,375 Selling, general and administrative 2,575 2,633 Total amortization expense $ 28,331 $ 16,008 Based on the amount of intangible assets subject to amortization as of December 31, 2022, the estimated amortization expense for each of the next five fiscal years and thereafter was as follows: Year Ending December 31, (in thousands) 2023 $ 13,360 2024 7,570 2025 2,700 2026 2,700 2027 674 Total $ 27,004 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following: December 31, (in thousands) 2022 2021 Raw materials $ 505 $ — Work in process 4,933 — Finished goods 12,887 10,154 Total inventories $ 18,325 $ 10,154 |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Balance Sheet Components | Balance Sheet Components Accruals and other current liabilities Accruals and other current liabilities consist of the following: December 31, (in thousands) 2022 2021 Accruals related to: Compensation $ 28,014 $ 22,761 Selling, general and administrative 9,681 5,688 Research and development 9,012 5,152 Inventories 2,312 456 Interest expense 1,912 1,887 Clinical trials 1,863 2,172 Other current liabilities 6,563 1,442 Total accruals and other current liabilities $ 59,357 $ 39,558 Property and Equipment, net Property and equipment, net consists of the following: December 31, (in thousands) 2022 2021 Manufacturing and other equipment $ 21,920 $ 20,277 Platform and computer software 14,316 11,671 Leasehold improvements 7,706 7,481 Computer equipment 3,506 3,558 Furniture and fixtures 1,677 1,893 Other construction in progress 1,606 3,110 Total property and equipment 50,731 47,990 Less: accumulated depreciation and amortization (28,592) (23,329) Property and equipment, net $ 22,139 $ 24,661 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | Leases Operating Leases Our operating leases primarily consist of non-cancellable facilities leases for research, manufacturing, and administrative functions. Our non-cancellable facilities operating leases have original lease periods expiring between 2027 and 2034, and include one or more options to renew for seven years to fourteen years. The monthly payments for our operating leases escalate over the remaining lease term. Our lease contracts do not contain termination options, residual value guarantees or restrictive covenants. Finance Lease Our finance lease represents a dedicated fill-and-finish line for the manufacturing of DAXXIFY ® . In March 2017, we entered into the ABPS Services Agreement. The ABPS Services Agreement contains a lease, which commenced in January 2022, related to a dedicated fill-and-finish line for the manufacturing of DAXXIFY ® because it has an identified asset that is physically distinct for which we have the right of control as defined under ASC 842. The right of control is conveyed because the embedded lease provides us with both (i) the right to obtain substantially all of the economic benefit from the fill-and-finish line resulting from the exclusivity of the dedicated manufacturing capacity and (ii) the right to direct the use of the fill-and-finish line through our purchase orders to ABPS. Under the ABPS Services Agreement, until May 2022, we were subject to minimum purchase obligations of up to $30.0 million for each of the years ending December 31, 2022, 2023 and 2024. Each party has the right to terminate the ABPS Services Agreement without cause, with an 18-month written notice to the other party. The lease is classified as a finance lease in the consolidated balance sheets. In May 2022, we amended a statement of work under the ABPS Services Agreement pursuant to which the minimum purchase obligations of $30.0 million per year were eliminated, and instead the minimum purchase obligations would be negotiated prior to the beginning of each year over the term of the agreement. As a result of the amended statement of work, the finance lease was modified. The primary change was that the modification reflects payments in 2023 and 2024 as variable lease payments contingent on negotiation at the beginning of each period and excludes such payments in the present value calculation in arriving at the remaining finance lease liabilities with a corresponding adjustment to the related right-of-use asset, among other considerations and changes. In January 2023, we entered into a second amendment to the above mentioned statement of work under the ABPS Agreement, and the minimum purchase obligations for fiscal year 2023 was set to be $23.9 million. The second amendment resolves the contingency for lease payments in 2023 with the minimum purchase obligation and such payments will increase the present value calculation in arriving at the remaining finance lease liabilities with a corresponding adjustment to the related right-of-use asset. The operating and finance lease costs are summarized as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Finance lease: Amortization of finance lease right-of-use asset $ 5,414 $ — $ — Interest on finance lease liability 2,687 — — Variable lease cost - finance lease (1) 2,182 — — Total finance lease costs 10,283 — — Operating leases: Operating lease cost 8,881 8,026 5,932 Variable lease cost - operating leases (2) 1,628 1,490 912 Total operating lease costs 10,509 9,516 6,844 Total lease cost $ 20,792 $ 9,516 $ 6,844 (1) Variable lease cost includes validation, qualification, materials, and other non-commercial related services which are not included in the lease liabilities and are expensed as incurred. (2) Variable lease cost includes management fees, common area maintenance, property taxes, and insurance, which are not included in the lease liabilities and are expensed as incurred. As of December 31, 2022, maturities of our lease liabilities are as follows: (in thousands) Finance Lease Operating Leases Total Year Ending December 31, 2023 $ 693 $ 7,574 $ 8,267 2024 — 8,723 8,723 2025 — 8,981 8,981 2026 — 9,242 9,242 2027 — 2,535 2,535 2028 and thereafter — 14,612 14,612 Total lease payments 693 51,667 52,360 Less imputed interest (24) (13,242) (13,266) Present value of lease payments $ 669 $ 38,425 $ 39,094 Our lease contracts do not provide a readily determinable implicit rates, as such, we used the estimated incremental borrowing rate based on the information available at the adoption or commencement dates. As of December 31, 2022, remaining lease terms and discount rates are as follows: Finance Lease Operating Leases Weighted-average remaining lease term (years) 2.0 7.6 Weighted-average discount rate 8.5 % 9.8 % Supplemental cash flow information related to the leases was as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 8,320 $ 10,405 $ 6,790 Operating cash flows from finance lease $ 2,687 $ — $ — Financing cash flows from finance lease $ 11,097 $ — $ — Right-of-use assets obtained in exchange for lease liabilities Finance lease $ 11,808 $ — $ — Operating leases $ — $ 18,854 $ 5,683 Leases Not Yet Commenced LSNE Supply Agreement In April 2021, we entered into the LSNE Supply Agreement pursuant to which LSNE would serve as a non-exclusive manufacturer and supplier of DAXXIFY ® . LSNE was acquired by PCI Pharma Services in December 2021. The initial term of the LSNE Supply Agreement is dependent upon the date of regulatory submission for the manufacturing of DAXXIFY ® and may be terminated by either party in accordance with the terms of the LSNE Supply Agreement. The term of the LSNE Supply Agreement may also be extended for one additional three-year term upon mutual agreement of the parties. The LSNE Supply Agreement contains a lease related to a dedicated fill-and-finish line and closely related assets for the manufacturing of DAXXIFY ® because it has identified assets that are physically distinct for which we will have the right of control as defined under ASC 842. The right of control is conveyed because the embedded lease will provide us with both (i) the right to obtain substantially all of the economic benefit from the fill-and-finish line resulting from the exclusivity implied from the dedicated manufacturing capacity and (ii) the right to direct the use of the fill-and-finish line. The embedded lease had not yet commenced as of December 31, 2022. The accounting commencement and recognition of the right-of-use lease assets and lease liabilities related to the embedded lease will take place when we have substantively obtained the right of control. The embedded lease is preliminarily classified as a finance lease. Pursuant to the LSNE Supply Agreement, we are responsible for certain costs associated with the design, equipment procurement and validation, and facilities-related costs, monthly payments and minimum purchase obligations throughout the initial term of the LSNE Supply Agreement. As of December 31, 2022, we have made prepayments of $27.5 million to LSNE which is recorded within “Finance lease prepaid expense” in the consolidated balance sheets. Based on our best estimate as of December 31, 2022, our minimum commitment under the LSNE Supply Agreement will be $6.8 million for 2023, $14.5 million for 2024, $18.3 million for 2025, $25.3 million for 2026, $29.5 million for 2027 and $134.5 million for 2028 and thereafter in aggregate. Nashville Lease Expansion Premises In November 2020, we entered into the Nashville Lease, a non-cancelable operating lease for an office space in Nashville, Tennessee. The lease commenced and was recognized on the consolidated balance sheets in June 2021. In July 2021, we entered into the Second Amendment to the Nashville Lease, which provided for the expansion of the initial premises to include the Expansion Premises, an additional 30,591 square feet with an expected term to 2034. The lease accounting commencement date of the Expansion Premises has not occurred and is expected to take place when the office space is made available to us after the completion of certain improvement work, which is currently expected in late 2023 at the earliest. The monthly base rent payments for the lease escalate over the term. The total undiscounted basic rent payments currently determinable for the Expansion Premises are $16 million with an expected term to 2034. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table provides information regarding our debt: December 31, (in thousands) 2022 2021 2027 Notes $ 287,500 $ 287,500 Less: Unamortized debt issuance costs (5,587) (6,865) Carrying amount of the 2027 Notes 281,913 280,635 Notes Payable 100,000 — Less: Unamortized debt issuance costs (1,192) — Less: Unamortized debt discount (1,347) — Carrying amount of Notes Payable 97,461 — Debt, non-current $ 379,374 $ 280,635 Interest expense relating to our debt in the consolidated statements of operations and comprehensive loss are summarized as follows: Year Ended December 31, (in thousands) 2022 2021 Contractual interest expense $ 11,855 $ 5,031 Amortization of debt issuance costs 1,662 1,250 Amortization of debt discount 270 — Total interest expense $ 13,787 $ 6,281 Convertible Senior Notes In February 2020, we issued the 2027 Notes, in the aggregate principal amount of $287.5 million, pursuant to the Indenture. The 2027 Notes are senior unsecured obligations and bear interest at a rate of 1.75% per year, payable semiannually in arrears on February 15 and August 15 of each year, beginning on August 15, 2020. The 2027 Notes will mature on February 15, 2027, unless earlier converted, redeemed or repurchased. In connection with issuing the 2027 Notes, we received $278.3 million in net proceeds, after deducting the initial purchasers’ discount, commissions, and other issuance costs. The 2027 Notes may be converted at any time by the holders prior to the close of business on the business day immediately preceding November 15, 2026 only under the following circumstances: (i) during any fiscal quarter commencing after the fiscal quarter ending on June 30, 2020 (and only during such fiscal quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (ii) during the measurement period in which the trading price (as defined in the Indenture) per $1,000 principal amount of the 2027 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; (iii) if we call any or all of the 2027 Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date; or (iv) upon the occurrence of specified corporate events. On or after November 15, 2026 until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their 2027 Notes at any time, regardless of the foregoing circumstances. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election. The conversion rate will initially be 30.8804 shares of our common stock per $1,000 principal amount of the 2027 Notes (equivalent to an initial conversion price of approximately $32.38 per share of our common stock). The conversion rate is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. In addition, following certain corporate events that occur prior to the maturity date or if we deliver a notice of redemption, we will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 2027 Notes in connection with such a corporate event or notice of redemption, as the case may be. Contractually, we may not redeem the 2027 Notes prior to February 20, 2024. We may redeem for cash all or any portion of the 2027 Notes, at our option, on or after February 20, 2024 if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the principal amount of the 2027 Notes to be redeemed, plus any accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the 2027 Notes. If we undergo a fundamental change (as defined in the Indenture), holders may require us to repurchase for cash all or any portion of their 2027 Notes at a fundamental change repurchase price equal to 100% of the principal amount of the 2027 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. On January 1, 2021, we adopted ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity , using the modified retrospective method, and the adoption did not have any impact on our consolidated balance sheets as of December 31, 2020. As a result of the adoption, on January 1, 2021, we made certain adjustments to our consolidated balance sheets which consisted of an increase of $98.9 million in Convertible Senior Notes, a decrease of $108.5 million in additional paid-in capital and a decrease of $9.7 million in accumulated deficit. Additionally, from January 1, 2021, we will no longer incur non-cash interest expense for the amortization of debt discount after adoption, therefore the interest expense for the 2027 Notes, which is included in the interest expense on the consolidated statements of operations and comprehensive loss, was lower in 2021 compared to fiscal year 2020. Notes Payable In March 2022, we entered into the Note Purchase Agreement, pursuant to which the Purchasers agreed to purchase from us, and we agreed to issue to such Purchasers the Notes Payable. On March 18, 2022, we issued to the First Tranche of $100.0 million. Since the DAXXIFY ® GL Approval, we are eligible to draw on the Second Tranche of $100.0 million in full under the Note Purchase Agreement provided certain conditions are met, until September 18, 2023. In addition, the Third Tranche, in an aggregate amount of up to $100.0 million, is available until March 31, 2024 subject to the satisfaction of certain conditions set forth in the Note Purchase Agreement, including the achievement of greater than or equal to $50 million in trailing twelve months revenue for DAXXIFY ® preceding the date of the draw request for the Third Tranche note, and approval by Athyrium Capital Management, LP. Our obligations under the Note Purchase Agreement are secured by substantially all of our assets and the assets of our wholly owned domestic subsidiaries, including their respective intellectual property. Initially, the Notes Payable bear interest at an annual fixed interest rate equal to 8.50%. If the Third Tranche of Notes Payable becomes committed, the Notes Payable will then bear interest at an annual rate equal to the sum of (i) 7.0% and (ii) Adjusted Three-Month LIBOR for such interest period (subject to a floor of 1.50% and a cap of 2.50%). We are required to make quarterly interest payments on the Notes Payable, commencing on the last business day of the calendar month following the funding date thereof, and continuing until the last business day of each March, June, September and December through the Maturity Date. The Maturity Date may be extended to March 18, 2028 if, as of September 18, 2026, less than $90 million principal amount of our existing 2027 Notes remain outstanding and with the consent of the Purchasers. Initially, all principal for each tranche is due and payable on the Maturity Date. Upon the occurrence of an Amortization Trigger, we are required to repay the principal of the Second Tranche and the Third Tranche in equal monthly installments beginning on the last day of the month in which the Amortization Trigger occurred and continuing through the Maturity Date. At our option, we may prepay the outstanding principal balance of all or any portion of the principal amount of the Notes Payable, subject to a prepayment fee equal to (i) a make-whole amount if the prepayment occurs on or prior to the first anniversary of the NPA Effective Date and (ii) 2.0% of the amount prepaid if the prepayment occurs after the first anniversary of the NPA Effective Date but on or prior to the second anniversary of the NPA Effective Date. Upon prepayment or repayment of all or any portion of the principal amount of the Notes Payable (whether on the Maturity Date or otherwise), we are also required to pay an exit fee to the Purchasers. The Note Purchase Agreement includes affirmative and negative covenants applicable to us, our current subsidiaries and any subsidiaries we create in the future. The affirmative covenants include, among others, covenants requiring us to maintain our legal existence and governmental approvals, deliver certain financial reports, maintain insurance coverage and satisfy certain requirements regarding deposit accounts. We must also (i) maintain at least $30.0 million of unrestricted cash and cash equivalents in accounts subject to a control agreement in favor of Athyrium at all times and (ii) upon the occurrence of certain specified events set forth in the Note Purchase Agreement, achieve at least $70.0 million of Consolidated Teoxane Distribution Net Product Sales on a trailing twelve-months basis. The negative covenants include, among others, restrictions on our transferring collateral, incurring additional indebtedness, engaging in mergers or acquisitions, paying dividends or making other distributions, making investments, creating liens, selling assets and undergoing a change in control, in each case subject to certain exceptions. If we do not comply with the affirmative and negative covenants, such non-compliance may be an event of default under the Note Purchase Agreement. The Note Purchase Agreement also includes events of default, the occurrence and continuation of which could cause interest to be charged at the rate that is otherwise applicable plus 2.0% and would provide Athyrium, as administrative agent, with the right to exercise remedies against us and the collateral, including foreclosure against our property securing the obligations under the Note Purchase Agreement, including our cash. These events of default include, among other things, our failure to pay principal or interest due under the Note Purchase Agreement, a breach of certain covenants under the Note Purchase Agreement, our insolvency, the occurrence of a circumstance which could have a material adverse effect and the occurrence of any default under certain other indebtedness. Capped Call Transactions Concurrently with the 2027 Notes, we entered into capped call transactions with one of the initial purchasers and another financial institution (the “option counterparties”) and used $28.9 million of the net proceeds from the 2027 Notes to pay the cost of the capped call transactions. The capped call transactions are expected generally to reduce the potential dilutive effect upon conversion of the 2027 Notes and/or offset any cash payments we are required to make in excess of the principal amount of converted 2027 Notes, as the case may be, with such reduction and/or offset subject to a price cap of $48.88 of our common stock per share, which represents a premium of 100% over the last reported sale price of our common stock on February 10, 2020. The capped calls have an initial strike price of $32.38 per share, subject to certain adjustments, which corresponds to the conversion option strike price in the 2027 Notes. The capped call transactions cover, subject to anti-dilution adjustments, approximately 8.9 million shares of our common stock. |
Stock-based Compensation
Stock-based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-based Compensation | Stock-based Compensation Equity Compensation Plans We maintain four equity compensation plans: the 2014 EIP, the 2014 IN, the HintMD Plan, and the 2014 ESPP. Under the 2014 EIP, 2014 IN and the HintMD Plan, stock options may be granted with different vesting terms with maximum contractual term of 10 years from the grant dates. Under the 2014 EIP, the 2014 IN and the HintMD Plan, stock options typically vest over four years, either with (i) 25% of the total grant vesting on the first anniversary of the grant date and 1/48th of the remaining grant vesting each month thereafter or (ii) 1/48 th vesting monthly. RSAs and RSUs typically vest annually over 1, 3, or 4 years. 2014 EIP The 2014 EIP was effective on February 5, 2014, and the plan provides for the issuance of stock options, stock appreciation rights, RSAs, RSUs, PSAs, PSUs, and other forms of equity compensation to qualified employees, directors and consultants. The common stock shares reserved for issuance under the 2014 EIP will automatically increase each year on January 1 st from January 1, 2015 to January 1, 2024 by 4% of our total common stock shares outstanding on December 31 st of the preceding calendar year or a lesser number of shares determined by our Board of Directors. On January 1, 2022, the common stock shares reserved for issuance under the 2014 EIP increased by 2,863,362 shares. For the year ended December 31, 2022, 554,697 stock options, 42,413 RSAs, 1,571,070 RSUs and 1,518,389 PSUs were granted under the 2014 EIP. As of December 31, 2022, 2,812,632 common stock shares were available for issuance under the 2014 EIP. 2014 IN The 2014 IN was effective on August 29, 2014, and the plan provides for the issuance of stock options, stock appreciation rights, RSAs, RSUs, PSAs, and other forms of equity compensation exclusively to individuals that were not previously employees or directors of the Company, as an inducement material to the individual’s entry into employment with us. Stockholder approval of the 2014 IN was not required pursuant to Rule 5635 (c)(4) of the Nasdaq Listing Rules. On July 23, 2020, the 2014 IN was amended and restated to increase the number of common stock shares reserved for issuance by 1,089,400 shares. For the year ended December 31, 2022, no equity awards were granted under the 2014 IN. As of December 31, 2022, 750,310 common stock shares were available for issuance under the 2014 IN. HintMD Plan On July 23, 2020, we registered 1,260,946 shares of common stock under the HintMD Plan, which was assumed by the Company in connection with the HintMD Acquisition. For the year ended December 31, 2022, no equity awards were granted under the HintMD Plan. As of December 31, 2022, 78,303 shares of common stock were available for issuance under the HintMD Plan. 2014 ESPP The 2014 ESPP was effective on February 5, 2014, and the plan provides employees with an opportunity to purchase our common stock through accumulated payroll deductions. The common stock shares reserved for issuance under the 2014 ESPP will automatically increase each year on January 1 st from January 1, 2015 to January 1, 2024 by the lesser of (i) 1% of the total shares of common stock outstanding on December 31 st of the preceding calendar year, (ii) 300,000 shares of common stock or (iii) a lesser number of shares of common stock determined by our Board of Directors. On January 1, 2022, the number of shares of common stock reserved for issuance under the 2014 ESPP increased by 300,000 shares. For the year ended December 31, 2022, 322,727 shares of common stock were issued to employees under the 2014 ESPP. As of December 31, 2022, 1,683,069 shares of common stock were available for issuance under the 2014 ESPP. Stock Options The following table summarizes our stock option activities: Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Balance as of December 31, 2021 4,808,286 $ 19.97 Granted 554,697 $ 14.80 Exercised (181,902) $ 5.30 $ 2,428 Forfeited or expired (251,984) $ 22.76 Balance as of December 31, 2022 4,929,097 $ 19.78 5.4 $ 12,768 Exercisable as of December 31, 2022 3,710,930 $ 20.10 4.7 $ 9,116 The intrinsic values of outstanding and exercisable options were determined by multiplying the number of shares by the difference in exercise price of the options and the fair value of the common stock as of December 31, 2022. The total intrinsic value of the options exercised during the years ended December 31, 2021 and 2020 was $3.6 million and $12.5 million, respectively. The weighted-average grant-date fair value of options granted during the years ended December 31, 2022, 2021 and 2020 was $8.64, $15.38 and $13.10, respectively. RSAs and RSUs The following table summarizes our RSA and RSU share activities: Shares Weighted-Average Grant-Date Fair Value Per Share Unvested balance as of December 31, 2021 2,746,286 $ 24.00 Granted 1,613,483 $ 16.60 Vested (1,030,773) $ 23.08 Forfeited (522,675) $ 21.13 Unvested balance as of December 31, 2022 2,806,321 $ 20.62 The weighted-average grant date fair value of RSAs granted in the years ended December 31, 2021 and 2020 was $26.41 and $22.94, respectively. The total fair value as of the respective vesting dates of RSAs that vested during the years ended December 31, 2022, 2021, and 2020 was $19.8 million, $24.4 million, and $11.3 million, respectively. PSAs and PSUs We have granted PSAs and PSUs which vests based on certain market and performance conditions. The following table summarizes our PSA and PSU share activities: Shares Weighted-Average Grant-Date Fair Value Per Share Unvested balance as of December 31, 2021 664,350 $ 17.65 Granted 1,518,389 $ 12.79 Vested — N/A Forfeited (111,180) $ 13.51 Unvested balance as of December 31, 2022 2,071,559 $ 14.79 N/A - Not applicable The weighted-average grant date fair value of PSAs granted in the years ended December 31, 2021 and 2020 was $28.01 and $23.00, respectively. The vesting date fair value of PSAs which vested during the year ended December 31, 2020 was $9.5 million. No PSAs vested during the years ended December 31, 2021. Stock-based Awards Valuation Stock Option and 2014 ESPP Shares The fair value of both stock options and the option component of shares purchased under our 2014 ESPP was estimated using the Black-Scholes option pricing model. The description of the significant assumptions used in the model are as follows: • Fair Value of Common Stock . The fair value of the common stock shares is based on our stock price as quoted by the Nasdaq. • Expected Term . For stock options, the expected term is based on the simplified method, as our stock options have the following characteristics: (i) granted at-the-money; (ii) exercisability is conditioned upon service through the vesting date; (iii) termination of service prior to vesting results in forfeiture; (iv) limited exercise period following termination of service; and (v) options are non-transferable and non-hedgeable, or “plain vanilla” options, and we have limited history of exercise data. For ESPP, the expected term is based on the term of the purchase period under the 2014 ESPP. • Expected Volatility . For the years ended December 31, 2022, 2021, and 2020, the expected volatility was calculated based on our historical stock prices. • Risk-Free Interest Rate . The risk-free interest rate is based on U.S. Treasury constant maturity rates with remaining terms similar to the expected term of the stock options. • Expected Dividend Rate . We use an expected dividend rate of zero because we have never paid any dividends and do not plan to pay dividends in the foreseeable future. • Forfeitures. We account for forfeitures as they occur. The fair values of stock options were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions: Year Ended December 31, 2022 2021 2020 Expected term (in years) 6.0 6.0 4.8 Expected volatility 62.7 % 60.7 % 60.9 % Risk-free interest rate 2.1 % 0.7 % 0.8 % Expected dividend rate — % — % — % The fair values of the option component of the shares purchased under the 2014 ESPP were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions for years presented: Year Ended December 31, 2022 2021 2020 Expected term (in years) 0.5 0.5 0.5 Expected volatility 80.5 % 47.4 % 72.0 % Risk-free interest rate 1.3 % 0.1 % 0.9 % Expected dividend rate — % — % — % Market-based PSAs and market-based PSUs Our market-based PSAs and market-based PSUs include market-based vesting conditions, which will vest upon the earlier of (i) the date that the closing share price of our common stock meets certain minimum share prices on a volume-weighted basis for a specified period of time or (ii) upon a change in control in which the purchase price of our common stock is at or above the same minimum share prices as determined in the award agreement. We determined the fair values of market-based PSAs and market-based PSUs using the Monte Carlo simulation model. The description of the significant assumptions used in the model are as follows: • Expected term: For market-based PSUs granted in the year ended December 31, 2022, the expected term was based on a derived service period using a simulated share price model. For market-based PSAs granted in the year ended December 31, 2020, the expected term was based on the expiration period of the respective award agreement. • Expected volatility: For market-based PSUs granted in the year ended December 31, 2022, expected volatility was estimated separately using a Monte-Carlo framework. For market-based PSAs granted in the year ended December 31, 2020, expected volatility was based on the historical volatilities of a group of similar entities combined with our historical volatility. • Risk-free interest rate: The risk-free interest rate is based U.S. Treasury constant maturity rates for the terms of respective awards. • Expected dividend rate: We use an expected dividend rate of zero because we have never paid any dividends and do not plan to pay dividends in the foreseeable future. Significant assumptions used in the Monte Carlo simulation model are summarized as below : Year Ended December 31, 2022 2021 2020 Expected term (in years) 3.5 N/A 10.0 Expected volatility 60.0 % N/A 60.0 % Risk-free interest rate 1.8 % N/A 1.7 % Expected dividend rate — % N/A — % N/A - Not applicable Stock-based Compensation Expense Stock-based compensation expense was allocated as follows: (in thousands) Year Ended December 31, 2022 2021 2020 Selling, general and administrative $ 36,595 $ 28,307 $ 24,199 Research and development 15,745 15,127 12,254 Total stock-based compensation expense $ 52,340 $ 43,434 $ 36,453 Unrecognized Compensation Cost December 31, 2022 Unrecognized Compensation Cost Weighted Average Expected Recognition Period (in thousands) (in years) RSAs and RSUs $ 39,644 2.3 Stock options 12,794 1.9 PSAs and PSUs 6,890 1.3 Total unrecognized compensation cost $ 59,328 2.1 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Follow-On Offerings During December 2019 and January 2020, we completed a follow-on offering of an aggregate of 7.5 million shares of common stock at $17.00 per share, which included the exercise of the underwriters’ over-allotment option to purchase $1.0 million additional shares of common stock, for net proceeds of $119.2 million, after underwriting discounts, commissions and other offering expenses, of which $103.6 million was received in December 2019 and $15.6 million was received in January 2020. In September 2022, we completed a follow-on offering, pursuant to which we issued 9.2 million shares of common stock at an offering price of $25.00 per share, which included the exercise of the underwriters’ over-allotment option to purchase 1.2 million additional shares of common stock, for net proceeds of $215.9 million, after underwriting discounts, commission and other offering expenses. ATM Offering Programs In November 2020, we entered into the 2020 ATM Agreement with Cowen. Under the 2020 ATM Agreement, we could offer and sell, from time to time, through Cowen, shares of our common stock having an aggregate offering price of up to $125.0 million. We were not obligated to sell any shares under the 2020 ATM Agreement. Subject to the terms and conditions of the 2020 ATM Agreement, Cowen was required to use commercially reasonable efforts, consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of The Nasdaq Global Market, to sell shares from time to time based upon our instructions, including any price, time or size limits specified by us. We paid Cowen a commission of up to 3.0% of the aggregate gross proceeds from each sale of shares, reimbursed legal fees and disbursements and provided Cowen with customary indemnification and contribution rights. For the year ended December 31, 2021, we sold 0.8 million shares of common stock under the 2020 ATM Agreement at a weighted average price of $29.09 per share, resulting in net proceeds of $21.6 million after sales agent commissions and offering costs. From January 1, 2022 through May 10, 2022, we sold 1.7 million shares of common stock under the 2020 ATM Agreement at a weighted average price of $18.71 per share resulting in net proceeds of $31.6 million after sales agent commissions and offering costs. The 2020 ATM Agreement was terminated on May 10, 2022. On May 10, 2022, we entered into the 2022 ATM Agreement with Cowen. Under the 2022 ATM Agreement, we may sell up to $150.0 million of our common stock. We are not obligated to sell any shares under the 2022 ATM Agreement. Subject to the terms and conditions of the 2022 ATM Agreement, Cowen will use commercially reasonable efforts, consistent with its normal trading and sales practices, applicable state and federal law, rules and regulations and the rules of The Nasdaq Global Market, to sell shares from time to time based upon our instructions, including any price, time or size limits specified by us. We pay Cowen a commission of up to 3.0% of the aggregate gross proceeds from each sale of shares, reimburse legal fees and disbursements and provide Cowen with customary indemnification and contribution rights. As of both December 31, 2022 and the filing date of this Report, no shares of common stock had been sold under the 2022 ATM Agreement. Net Loss per Share Our basic net loss per share is calculated by dividing the net loss by the weighted average number of shares of common stock outstanding for the period. The diluted net loss per share is calculated by giving effect to all potential dilutive common stock equivalents outstanding for the period. For purposes of this calculation, shares of common stock underlying the 2027 Notes at the initial conversion price, outstanding stock options, unvested RSAs and PSAs, and unvested RSUs and PSUs, are considered common stock equivalents, which were excluded from the computation of diluted net loss per share because including them would have been antidilutive. Common stock equivalents that were excluded from the computation of diluted net loss per share are presented as below: December 31, 2022 2021 2020 Convertible senior notes 8,878,938 8,878,938 8,878,938 Outstanding common stock options 4,929,097 4,808,286 5,716,744 Unvested RSUs and PSUs 2,793,947 — — Unvested RSAs and PSAs 2,083,933 3,410,636 3,546,303 |
Fair Value Measurement
Fair Value Measurement | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurements The following table summarizes, for assets and liabilities measured at fair value, the respective fair value and the classification by level of input within the fair value hierarchy: December 31, 2022 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 109,756 $ 109,756 $ — $ — Money market funds 85,206 85,206 — — U.S. government agency obligations 4,480 4,480 — — Commercial paper 80,946 — 80,946 — Corporate bonds 41,040 — 41,040 — Total assets measured at fair value $ 321,428 $ 199,442 $ 121,986 $ — December 31, 2021 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets Money market funds $ 106,973 $ 106,973 $ — $ — Commercial paper 87,964 — 87,964 — Corporate bonds 26,484 — 26,484 — Total assets measured at fair value $ 221,421 $ 106,973 $ 114,448 $ — Liabilities Derivative liability $ 3,020 $ — $ — $ 3,020 Total liabilities measured at fair value $ 3,020 $ — $ — $ 3,020 For Level 1 investments, we use quoted prices in active markets for identical assets to determine the fair value. For Level 2 investments, we use quoted prices for similar assets sourced from certain third-party pricing services. The third-party pricing services generally utilize industry standard valuation models for which all significant inputs are observable, either directly or indirectly, to estimate the price or fair value of the securities. The primary input generally includes reported trades of or quotes on the same or similar securities. We do not make additional judgments or assumptions made to the pricing data sourced from the third-party pricing services. Our Level 3 financial instrument was a derivative liability related to a settlement agreement from 2012, pursuant to which we were obligated to pay $4.0 million upon achieving DAXXIFY ® GL Approval. We determined that such payment was a derivative instrument that requires fair value accounting as a liability and periodic fair value remeasurement until derecognized. The fair value of the derivative liability was determined by estimating the timing and probability of the related regulatory approval and multiplying the payment amount by this probability percentage and a discount factor based primarily on the estimated timing of the payment and a credit risk adjustment. Generally, increases or decreases in these unobservable inputs would result in a directionally similar impact to the fair value measurement of this derivative instrument. The significant unobservable inputs used in the fair value measurement of the product approval payment derivative are the expected timing and probability of the payments at the valuation date and the credit risk adjustment. In September 2022, the derivative liability was derecognized as a result of the DAXXIFY ® GL Approval. The liability is included within accruals and other current liabilities in the consolidated balance sheets as of December 31, 2022. The change in fair value is included within other expense, net in the consolidated statement of operations and comprehensive loss. The following table summarizes the change in the fair value of our Level 3 financial instrument: (in thousands) Derivative Liability Fair value as of December 31, 2021 $ 3,020 Change in fair value 980 Derecognition of derivative liability (4,000) Fair value as of December 31, 2022 $ — The fair value of the 2027 Notes and the Notes Payable was determined on the basis of market prices observable for similar instruments and is considered Level 2 in the fair value hierarchy. We present the fair value of the 2027 Notes and Notes Payable for disclosure purposes only. As of December 31, 2022 and 2021 the fair value of the 2027 Notes was $288.2 million and $257.1 million respectively. As of December 31, 2022, the fair value of the Notes payable was approximately the same as its unamortized carrying value. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the years ended December 31, 2022, 2021, and 2020, we have only generated domestic pretax losses. The income tax provision (benefit) is as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Current: Federal $ — $ — $ — State — — — Foreign (1) 700 — 100 Total current provision 700 — 100 Deferred: Federal — — (1,712) State — — (1,008) Foreign — — — Total deferred benefit — — (2,720) Income tax provision (benefit) $ 700 $ — $ (2,620) (1) The foreign tax provision amounts represent withholding taxes on cash payments received in connection with the Fosun License Agreement. Statutory Federal Income Tax Benefit Reconciliations of the statutory federal income tax benefit to our effective taxes are as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Tax benefit at statutory federal rate $ (74,849) $ (59,075) $ (59,789) Research and development credits (1,863) (1,534) (3,903) Other changes in valuation allowance 57,582 57,086 57,883 Impairment loss 14,656 — — Non-deductible executive compensation 4,155 2,352 3,164 Foreign rate differential and withholding taxes 553 — 79 Other 386 246 950 Nondeductible/nontaxable items 80 925 (1,004) Income tax expense (benefit) $ 700 $ — $ (2,620) Deferred Tax Assets, net Components of our deferred tax assets, net were as follows: December 31, (in thousands) 2022 2021 Deferred tax assets NOL carryforward $ 333,638 $ 298,097 Tax credits carryforwards 29,195 23,839 Deferred revenue 19,051 19,325 Capitalized research and experimental expense 18,690 — Stock-based compensation 12,655 9,368 Lease liabilities 9,979 10,667 Intangible assets 6,510 — Accrued expenses and other liabilities 4,750 3,819 Interest limitation 3,486 1,095 Property and equipment, net 1,171 1,341 Other 26 25 Total deferred tax assets 439,151 367,576 Less: valuation allowance (427,507) (355,589) Deferred tax assets, net of valuation allowance 11,644 11,987 Deferred tax liabilities Lease right-of-use assets (11,644) (10,780) Intangible assets — (1,207) Total deferred tax liabilities (11,644) (11,987) Net deferred tax assets $ — $ — Valuation Allowance We have evaluated the positive and negative evidence bearing upon our ability to realize the deferred tax assets. We have considered our history of cumulative net loss incurred since our inception and have concluded that it is more likely than not that we will not realize the benefits of the deferred tax assets. Accordingly, a full valuation allowance has been established against the deferred tax assets due to the uncertainty of realizing future tax benefits from our NOL carryforwards and other deferred tax assets as of December 31, 2022 and 2021. We reevaluate the positive and negative evidence at each reporting period. The valuation allowance increased by $71.9 million and $88.3 million during the years ended December 31, 2022 and 2021, respectively. The valuation allowance increased primarily due to net loss incurred during the taxable years. In 2021, we had changes in our valuation allowance related to the adoption of ASU 2020-06, which resulted in a decrease to additional paid in capital of $23.8 million. In 2020, we had a change in our valuation allowance related to the post-combination effect from the net deferred tax liability assumed from the HintMD Acquisition which resulted in an income tax benefit of $2.7 million. NOL and Tax Credit Carryforwards As of December 31, 2022, we had NOL carryforwards available to reduce future taxable income, if any, for federal, California, and other states income tax purposes of $1.4 billion, $481.1 million, and $298.3 million, respectively. Of the total federal NOL carryforward of $1.4 billion, approximately $860.4 million was generated after tax year 2017 and has an indefinite carryover period; the utilizations of theses NOLs will be limited to 80% of the taxable income in the years in which these NOLs are utilized. The California NOL carryforwards will begin to expire in 2028. If not utilized, the remaining federal and the other states NOL carryforwards will begin expiring in 2023 and 2030, respectively. As of December 31, 2022, we had research and development credit carryforwards of $11.9 million and $9.3 million available to reduce future taxable income, if any, for federal and California income tax purposes, respectively. The federal research and development credit carryforwards will begin expiring in 2023 if they are not utilized, and the California research and development credit carryforwards have no expiration date. As of December 31, 2022, we had orphan drug credit carryforwards of $10.0 million available to reduce future taxable income, if any, for federal income tax purposes. The federal orphan drug credit carryforwards will begin expiring in 2038 if they are not utilized. In general, if we experience a greater than 50% aggregate change in ownership over a 3-year period (a Section 382 ownership change), utilization of our pre-change NOL carryforwards are subject to an annual limitation under IRC Section 382 (California and the other states have similar laws). The annual limitation generally is determined by multiplying the value of our common stock at the time of such ownership change (subject to certain adjustments) by the applicable long-term tax-exempt rate. Such limitations may result in expiration of a portion of the NOL carryforwards before utilization. As a result of performing a 382 limitation analysis for us through December 31, 2022, we determined that ownership changes occurred but that all carryforwards currently reflected in the deferred table can be utilized prior to the expiration. Our ability to use our remaining NOL carryforwards may be further limited if we experience a Section 382 ownership change as a result of future changes in our common stock ownership. In March and December 2020, the CARES (Coronavirus Aid, Relief, and Economic Security) Act and the Consolidated Appropriations Act of 2021, were passed into law, respectively, which provide additional economic stimulus to address impacts from the COVID-19 pandemic. We evaluated these acts and determined that there was no material impact to our consolidated financial statements for the year ended and as of December 31, 2022. In August 2022, current administration signed into law the CHIPS and Science Act and the Inflation Reduction Act. The CHIPS and Science Act is primarily related to the semi-conductor industry. On August 16, 2022, the Inflation Reduction Act of 2022 was signed into law, with tax provisions primarily focused on implementing a 15% minimum tax on global adjusted financial statement income and a 1% excise tax on net stock repurchases after December 31, 2022. The majority of the provisions of the Inflation Reduction Act of 2022 will become effective in 2023. Under the U.S. GAAP, changes in income tax rates and law are accounted for in the period of enactment. For U.S. federal purposes, the enactment date for the U.S. GAAP is the date the President signs the bill into law. Management has reviewed the majority of the material provisions that would impact the Company and have determined that certain provisions in the IRA require accounting in the period of enactment but the majority of the provisions in the IRA with accounting implications will impact financial statements prospectively. In addition to the IRA, the Chips and Science Act was also reviewed by management. Based on the implication dates and application to the business, there are no material impacts to the consolidated financial statements for the year ended as of December 31, 2022, due to the changes in tax law. Unrecognized Tax Benefits We follow the provisions of the FASB’s guidance for accounting for uncertain tax positions. The guidance indicates a comprehensive model for the recognition, measurement, presentation and disclosure in financial statements of any uncertain tax positions that have been taken or expected to be taken on a tax return. No liability related to uncertain tax positions is recorded in the consolidated financial statements due to the fact the liabilities have been netted against deferred attribute carryovers. It is our policy to include penalties and interest related to income tax matters in income tax expense. We do not expect that our uncertain tax positions will materially change in the next twelve months. For the year ended December 31, 2022, the amount of unrecognized tax benefits increased due to additional research and development credits generated. The additional uncertain tax benefits would not impact our effective tax rate to the extent that we continue to maintain a full valuation allowance against our deferred tax assets. The unrecognized tax benefit was as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Balance at the beginning of the period $ 7,754 $ 7,166 $ 5,698 Additions for current year positions 1,039 588 1,233 Additions for prior years positions 916 — 235 Balance at the end of the period $ 9,709 $ 7,754 $ 7,166 We file income tax returns in the U.S., Canada, California, and other states. We are not currently under examination by income tax authorities in any federal, state or other jurisdictions. All U.S tax returns will remain open for examination by the federal and state authorities for three and four years, respectively, from the date of utilization of any NOL or tax credits. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Teoxane Agreement In January 2020, we entered into the Teoxane Agreement, as amended, pursuant to which Teoxane granted us the exclusive right to import, market, promote, sell and distribute Teoxane’s line of Resilient Hyaluronic Acid ® dermal fillers, which include: (i) RHA ® Collection of dermal filler s , and (ii) the RHA ® Pipeline Products in the U.S. and U.S. territories and possessions, in exchange for 2,500,000 shares of our common stock and certain other commitments by us. The Teoxane Agreement is effective for a term of ten years from product launch in September 2020 and may be extended for a two-year period upon the mutual agreement of the parties. We are required to meet certain minimum purchase obligations during each year of the term. Our minimum purchase obligation for the years ended December 31, 2023 and December 31, 2024 will be $40 million and $52 million, respectively. Minimum purchase obligations after December 31, 2024 will be determined at a later date. We are also required to meet certain minimum expenditure requirements in connection with commercialization efforts. Our minimum expenditures related to the commercialization and promotion of RHA ® Collection of dermal fillers and RHA ® Pipeline Products for the years ended December 31, 2023 and 2024 will be $34 million and $36 million, respectively. Minimum expenditures related to the commercialization and promotion of RHA ® Collection of dermal fillers and RHA ® Pipeline Products after December 31, 2024 will be determined at a later date. Either party may terminate the Teoxane Agreement in the event of the insolvency of, or a material breach by, the other party, including certain specified breaches that include the right for Teoxane to terminate the Teoxane Agreement for our failure to meet the minimum purchase requirements or commercialization expenditure during specified periods, or for our breach of the exclusivity obligations under the Teoxane Agreement. Other Contingencies As of December 31, 2022, we are obligated to pay BTRX up to a remaining $15.5 million upon the satisfaction of certain milestones relating to our product revenue, intellectual property, and clinical and regulatory events. Indemnification We have standard indemnification agreements in the ordinary course of business. Under these indemnification agreements, we indemnify, hold harmless, and agree to reimburse the indemnified parties for losses suffered or incurred by the indemnified party, in connection with any trade secret, copyright, patent or other intellectual property infringement claim by any third party with respect to our technology. The term of these indemnification agreements is generally perpetual after the execution of the agreements. The maximum potential amount of future payments we are obligated to pay under other indemnification agreements is not determinable because it involves claims for indemnification that may be made against us in the future but have not been made. We have not yet incurred material costs to defend lawsuits or settle claims related to indemnification agreements. We have indemnification agreements with our directors and officers that may require us to indemnify them against liabilities that may arise by reason of their status or service as directors or officers, other than liabilities arising from willful misconduct of the individual. For the year ended December 31, 2022 and 2021, no material amounts associated with the indemnification agreements have been recorded. Litigation In October 2021, Allergan filed a complaint against us and ABPS, one of our manufacturing sources of DAXXIFY ® , in the U.S. District Court for the District of Delaware, alleging infringement of the following patents assigned and/or licensed to Allergan, U.S. Patent Nos. 11,033,625; 7,354,740; 8,409,828; 11,124,786; and 7,332,567. Allergan claims that our formulation for DAXXIFY ® and our and ABPS’s manufacturing process used to produce DAXXIFY ® infringes its patents. Allergan also asserted a patent with claims related to a substrate for use in a botulinum toxin detection assay. On November 3, 2021, we filed a motion to dismiss. On November 24, 2021, Allergan filed an amended complaint against us and ABPS, alleging infringement of an additional patent assigned and/or licensed to Allergan, U.S. Patent No. 11,147,878. On December 17, 2021, we filed a second motion to dismiss, and on January 14, 2022, Allergan filed an opposition to that motion. We filed a reply to Allergan’s opposition on January 21, 2022, and on August 19, 2022, the court denied our motion to dismiss. On September 2, 2022, we filed an answer and counterclaims to Allergan's amended complaint. On December 30, 2022, Allergan filed a second amended complaint against us and ABPS, alleging infringement of three additional patents assigned and/or licensed to Allergan, U.S. Patent Nos. 11,203,748; 11,326,155; and 11,285,216. On January 20, 2023, we filed an answer and counterclaims to Allergan's second amended complaint. On December 10, 2021, a putative securities class action complaint was filed against the Company and certain of its officers on behalf of a class of stockholders who acquired the Company’s securities from November 25, 2019 to October 11, 2021 in the U.S. District Court for the Northern District of California. The complaint alleges that the Company and certain of its officers violated Sections 10(b) and 20(a) of Exchange Act by making false and misleading statements regarding the manufacturing of DAXXIFY ® and the timing and likelihood of regulatory approval and seeks unspecified monetary damages on behalf of the putative class and an award of costs and expenses, including reasonable attorneys’ fees. The court appointed the lead plaintiff and lead counsel on September 7, 2022. The lead plaintiff filed an amended complaint on November 7, 2022. On January 23, 2023, we filed a motion to dismiss, but we cannot be certain of whether that motion to dismiss will be granted. We dispute the claims in these lawsuits and intend to defend the matters vigorously. These lawsuits are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors. The outcome of the lawsuits is necessarily uncertain. We could be forced to expend significant resources in the defense of either lawsuit, and we may not prevail. In addition, we may incur substantial legal fees and costs in connection with each lawsuit. We record a provision for a liability when we believe that is both probable that a liability has incurred, and the amount can be reasonably estimated. As of both December 31, 2022 and December 31, 2021, no such provision for liabilities related to the above litigation matters were recorded on the consolidated balance sheets. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Reportable Segments We report segment information based on the management approach. The management approach designates the internal reporting used by the CODM for making decisions and assessing performance as the source of our reportable segments. We have two reportable segments: the Product Segment and the Service Segment. Each reportable segment represents a component, or an operating segment, for which separate financial information is available that is utilized on a regular basis by our CODM in determining resource allocations and performance evaluation. We also considered whether the identified operating segments should be further aggregated based on factors including economic characteristics, the nature of products and services, production processes, customer base, distribution methods, and regulatory environment; however, no such aggregation was made due to dissimilarity of the operating segments. Product Segment Our Product Segment refers to the business that includes the research, development and commercialization of our approved products and product candidates, including DAXXIFY®, the onabotulinumtoxinA biosimilar and the RHA® Collection of dermal fillers. Service Segment Our Service Segment refers to the business that includes the development and commercialization of the Fintech Platform. Corporate and Other Expenses Corporate and other expenses include operating expenses related to general and administrative expenses, depreciation and amortization, stock-based compensation, in-process research and development and intersegment elimination that are not used in evaluating the results of, or in allocating resources to, our segments. Intersegment revenue represents the revenue generated between the two segments. Intersegment revenue for year ended December 31, 2022 and 2021 was $1.5 million and $1.2 million, respectively. There was no inter-segment revenue for the year ended December 31, 2020. Reconciliation of Segment Revenue to Consolidated Revenue Year Ended December 31, (in thousands) 2022 2021 2020 Revenue: Product Segment $ 125,575 $ 76,475 $ 14,908 Service Segment 6,990 1,323 417 Total revenue $ 132,565 $ 77,798 $ 15,325 Reconciliation of Segment Loss from Operations to Consolidated Loss from Operations Year Ended December 31, (in thousands) 2022 2021 2020 Loss from operations: Product Segment $ (103,989) $ (135,950) $ (160,031) Service Segment (1) (92,186) (16,764) (6,156) Corporate and other expenses (145,783) (121,962) (106,975) Total loss from operations $ (341,958) $ (274,676) $ (273,162) (1) For the year ended December 31, 2022, loss from operations for the Service Segment included an impairment loss of $69.8 million as discussed in Note 6 . We do not evaluate performance or allocate resources based on segment asset data, and therefore such information is not presented. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event Equity Grants under the 2014 EIP In January 2023, we granted 1.0 million RSUs, 0.9 million PSUs, and 0.1 million stock options, under the 2014 EIP to existing employees. Nashville Lease Third Amendment |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Our consolidated financial statements include our accounts and those of our wholly-owned subsidiaries, and have been prepared in conformity with U.S. GAAP. |
Principles of Consolidation | All intercompany transactions have been eliminated. |
Use of Estimates and Risks and Uncertainties | Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the consolidated financial statements and accompanying notes. These estimates form the basis for judgments we make about the carrying values of our assets and liabilities, which are not readily apparent from other sources. We base our estimates and judgments on historical information and on various other assumptions that we believe are reasonable under the circumstances. U.S. GAAP requires us to make estimates and judgments in several areas, including, but not limited to, the fair value of assets and liabilities assumed in business combinations, the incremental borrowing rate used to measure lease liabilities, the recoverability of goodwill and long-lived assets, useful lives associated with property and equipment and intangible assets, the period of benefit associated with deferred costs, revenue recognition (including the timing of satisfaction of performance obligations, estimating variable consideration, estimating stand-alone selling prices of promised goods and services, and allocation of transaction price to performance obligations), deferred revenue classification, accruals for clinical trial costs, valuation and assumptions underlying stock-based compensation and other equity instruments, the fair value of derivative liability, and income taxes. As of the date of issuance of these consolidated financial statements, we are not aware of any specific event or circumstance that would require us to update our estimates, judgments or revise the carrying value of our assets or liabilities. These estimates may change as new events occur and additional information is obtained, and are recognized in the consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to our consolidated financial statements. Risks and Uncertainties Impact of the COVID-19 Pandemic and Macroeconomic Environment on Our Operations The COVID-19 pandemic has negatively affected global economic activity, our commercialization activities, the timing of the regulatory process for DAXXIFY ® GL Approval, our initial supply and launch timing of the RHA ® Collection of dermal fillers, research and development activities and our ability to maintain on-site operations. While we have seen a general return toward more normalized levels for aesthetic procedures and many of the effects and consequences of the COVID-19 pandemic subsided during the year ended December 31, 2022, the full extent of the impact of the COVID-19 pandemic on our future operational and financial performance is unknown. Additionally, the U.S. and global financial markets have recently experienced significant volatility, which has led to disruptions to commerce and pricing stability, impacts to foreign exchange rates, labor shortages, global inflation, higher interest rates and supply chain disruptions. Due to current inflationary pressures, we have experienced higher costs throughout our business, which we expect may continue during 2023. The ultimate impact of the COVID-19 pandemic and global economic conditions is highly uncertain and we do not yet know the full extent of potential delays or impacts on our regulatory process, our manufacturing operations, supply chain, end user demand for our Products and Services, commercialization efforts, business operations, clinical trials and other aspects of our business and the aesthetics industry, the healthcare systems or the global economy as a whole. |
Concentration of Business Risk/Credit Risk | Concentration of Business Risk We rely on a limited number of third-party suppliers for the manufacturing of DAXXIFY ® . In particular, we outsource the manufacture of bulk peptide through an agreement with a single supplier. In order to meet anticipated commercial demand, we plan to manufacture DAXXIFY ® in our Northern California manufacturing facility and through ABPS, if approved. We submitted a PAS for the ABPS manufacturing facility, and in October 2022, the FDA accepted our PAS submission. Our product revenue relies on one third-party distributor for each product. Concentration of Credit Risk Financial instruments that potentially subject us to a concentration of credit risk consist of short-term investments. Under our investment policy, we limit our credit exposure by investing in highly liquid funds and debt obligations of the U.S. government and its agencies with high credit quality. Our cash, cash equivalents, and short-term investments are held in the U.S. Such deposits may, at times, exceed federally insured limits. We have not experienced any significant losses on our deposits of cash, cash equivalents, and short-term investments. |
Cash and Cash Equivalents | Cash and Cash EquivalentsWe consider all highly liquid investment securities with remaining maturities at the date of purchase of three months or less to be cash equivalents. |
Restricted Cash | Restricted Cash As of December 31, 2021, a deposit totaling $5.0 million was restricted from withdrawal. This amount included a $4.3 million deposit balance related to letters of credit. The remaining $0.7 million related to securing our facility leases and will remain until the end of the leases. As of December 31, 2022, a deposit totaling $6.1 million was restricted from withdrawal. We had a $5.4 million deposit balance related to letters of credit. The remaining $0.7 million related to securing our facility leases and will remain until the end of the leases. These balances were included in restricted cash on the accompanying consolidated balance sheets and within the cash, cash equivalents, and restricted cash balance on the consolidated statement of cash flows. |
Accounts receivable, net | Accounts receivable, net Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Such accounts receivable have been reduced by an allowance for doubtful accounts, which is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on customer specific experience and the aging of such receivables, among other factors. The allowance for doubtful accounts as of December 31, 2022 and 2021 was not material. We do not have any off-balance-sheet credit exposure related to our customers. Accounts receivable are also recorded net of estimated product returns which are not material. |
Investments | Investments Investments generally consist of securities with original maturities greater than three months and remaining maturities of less than one year. We do not have long-term investments with remaining maturities greater than one year. We determine the appropriate classification of our investments at the time of purchase and reevaluate such determination at each balance sheet date. All of our investments are classified as available-for-sale and carried at fair value, with the change in unrealized gains and losses reported as a separate component of other comprehensive income (loss) on the consolidated statements of operations and comprehensive loss and accumulated as a separate component of stockholders’ equity on the consolidated balance sheets. Interest income includes interest, amortization of purchase premiums and discounts, realized gains and losses on sales of securities and other-than-temporary declines in the fair value of investments, if any. The cost of securities sold is based on the specific-identification method. We monitor our investment portfolio for potential impairment on a quarterly basis. If the carrying amount of an investment in debt securities exceeds its fair value and the decline in value is determined to be other-than-temporary, the carrying amount of the security is reduced to fair value and a loss is recognized in operating results for the amount of such decline. In order to determine whether a decline in value is other-than-temporary, we evaluate, among other factors, the cause of the decline in value, including the creditworthiness of the security issuers, the number of securities in an unrealized loss position, the severity and duration of the unrealized losses, and our intent and ability to hold the security to maturity or forecast recovery. |
Inventories | Inventories Inventories consist of raw materials, work in process, and finished goods held for sale to customers. Cost is determined using the first-in-first-out method. Inventory costs include raw materials, labor, quality control, and overhead associated with the cost of production. Inventory valuation reserves are established based on a number of factors including, but not limited to, inventory not conforming to product specifications, product excess and obsolescence, or application of the lower of cost or net realizable value concepts. The determination of events requiring the establishment of inventory valuation reserves, together with the calculation of the amount of such reserves, may require judgment. No inventory valuation reserves have been recorded for any periods presented. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments We use fair value measurements to record fair value adjustments to certain financial and non-financial assets and liabilities to determine fair value disclosures. The accounting standards define fair value, establish a framework for measuring fair value, and require disclosures about fair value measurements. Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the principal or most advantageous market in which we would transact are considered along with assumptions that market participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The accounting standard for fair value establishes a fair value hierarchy based on three levels of inputs, the first two of which are considered observable and the last unobservable, that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The three levels of inputs that may be used to measure fair value are as follows: • Level 1 — Observable inputs, such as quoted prices in active markets for identical assets or liabilities; • Level 2 — Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and • Level 3 — Valuations based on unobservable inputs to the valuation methodology and including data about assumptions market participants would use in pricing the asset or liability based on the best information available under the circumstances. |
Property and Equipment, net | Property and Equipment, net Property and equipment are stated at cost, net of accumulated depreciation or amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets. Computer equipment, lab equipment and furniture, fixtures and vehicles, and manufacturing equipment is depreciated generally over three years, five years, and seven fifteen Internal-use software, whether purchased or developed, is capitalized at cost and amortized using the straight-line method over its estimated useful life, which is generally three years. Costs associated with internally developed software are expensed until the point at which the project has reached the development stage. Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they provide additional functionality. Software maintenance and training costs are expensed in the period in which they are incurred. The capitalization of internal-use software requires judgment in determining when a project has reached the development stage and the period over which we expect to benefit from the use of that software. When property and equipment are retired or otherwise disposed of, the costs and accumulated depreciation are removed from the consolidated balance sheets and any resulting gain or loss is reflected in the consolidated statements of operations and comprehensive loss in the period realized. |
Leases | Leases We account for a contract as a lease when it has an identified asset that is physically distinct and we have the right to control the asset for a period of time while obtaining substantially all of the asset’s economic benefits. We determine if an arrangement is a lease or contains a lease at inception. For arrangements that meet the definition of a lease, we determine the initial classification and measurement of our right-of-use asset and lease liability at the lease commencement date and thereafter if modified. We do not recognize right-of-use assets or lease liabilities for those leases that qualify as a short-term lease. The lease term includes any renewal options that we are reasonably assured to exercise. The present value of lease payments is determined by using the interest rate implicit in the lease, if that rate is readily determinable; otherwise, we use our estimated secured incremental borrowing rate for that lease term. For our real estate operating leases, rent expense is recognized on a straight-line basis over the reasonably assured lease term based on the total lease payments and is included in operating expenses in the consolidated statements of operations and comprehensive loss. In addition to rent, the real estate operating leases may require us to pay additional amounts for variable lease costs which includes taxes, insurance, maintenance, and other expenses, and the variable lease costs are generally referred to as non-lease components. Variable lease cost related to our operating leases are expensed as incurred. For real estate operating leases, we have elected to apply the practical expedient and account for the lease and non-lease components as a single lease component. For our finance lease for a manufacturing fill-and-finish line, interest expense is recognized using the effective interest method. For finance leases, the interest expense on the lease liability and the amortization of the right-of-use asset is presented in a manner consistent with how we present other interest expense and depreciation and amortization of similar assets. For our manufacturing fill-and-finish line asset group, we have elected to apply the practical expedient and account for the lease and non-lease components as a single lease component. Variable lease costs related to our finance lease are expensed as incurred. |
Impairment of Long-lived Assets | Impairment of Long-lived Assets We evaluate long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of long-lived assets may not be recoverable. Events and changes in circumstances considered important that could result in an impairment review of long-lived assets include (i) a significant decrease in the market price of a long-lived asset; (ii) a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; (iii) a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset, including an adverse action or assessment by a regulator; (iv) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; (v) a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset; and (vi) a current expectation that, more likely than not (more than 50%), a long-lived asset will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The impairment evaluation of long-lived assets includes an analysis of estimated future undiscounted net cash flows expected from the use and eventual disposition of the long-lived assets over their remaining estimated useful lives. If the estimate of future undiscounted net cash flows is insufficient to recover the carrying value of the long-lived assets over the remaining estimated useful lives, we record an impairment loss in the amount by which the carrying value of the long-lived assets exceeds the fair value. Fair value is generally measured based on discounted cash flow analysis. |
Goodwill and Impairment | Goodwill and ImpairmentGoodwill represents the excess of the purchase price of the acquired business over the estimated fair value of the identifiable net assets acquired. All of the goodwill balance is associated with the Service reporting unit. Goodwill is not amortized but is tested for impairment at least annually at the reporting unit level in the fourth quarter of each calendar year, or more frequently if events or changes in circumstances indicate that the reporting unit might be impaired. Impairment loss, if any, is recognized based on a comparison of the fair value of the reporting unit to its carrying value, without consideration of any recoverability. In assessing goodwill for impairment, we first assess qualitative factors to determine whether it is more likely than not that the fair value is less than its carrying amount. If we conclude it is more likely than not that the fair value of a reporting unit is less than its carrying amount, a quantitative impairment test is performed. If we conclude that goodwill is impaired, an impairment charge is recorded to the extent that the reporting unit’s carrying value exceeds its fair value. |
Intangible Assets, net | Intangible Assets, netIntangible assets consist of distribution rights acquired from the filler distribution agreement with Teoxane, SA and intangible assets acquired from the HintMD Acquisition. Finite-lived intangible assets are carried at cost, less accumulated amortization on the consolidated balance sheets, and are amortized on a ratable basis over their estimated useful life. |
Clinical Trial Accruals | Clinical Trial Accruals Clinical trial costs are charged to research and development expense as incurred. We accrue for expenses resulting from contracts with CROs, consultants, and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations, which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to us under such contracts. Our objective is to reflect the appropriate expense in the consolidated financial statements by matching the appropriate expenses with the period in which services and efforts are expended. In the event advance payments are made to a CRO, the payments will be recorded as a prepaid expense, which will be expensed as services are rendered. The CRO contracts generally include pass-through fees including, but not limited to, regulatory expenses, investigator fees, travel costs and other miscellaneous costs. We determine accrual estimates through reports from and discussion with clinical personnel and outside services providers as to the progress or state of completion of trials, or the services completed. We estimate accrued expenses as of each balance sheet date based on the facts and circumstances known to us at that time. Our clinical trial accrual is dependent, in part, upon the receipt of timely and accurate reporting from the CROs and other third-party vendors. |
Revenue | Revenue Revenue is measured according to Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606). To determine revenue recognition for arrangements that we determine are within the scope of ASC 606, Revenue from Contracts with Customers, we perform the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) we satisfy a performance obligation. We only apply the five-step model to contracts when it is probable that we will collect the consideration we are entitled to in exchange for the goods or services we transfer to the customer. At contract inception, once the contract is determined to be within the scope of ASC 606, we assess the goods or services promised within the contract and determine those that are performance obligations and assess whether the promised good or service, or a bundle of goods and services is distinct. We then recognize as revenue the amount of the transaction price that is allocated to the respective performance obligation when (or as) the performance obligation is satisfied. In revenue arrangements involving third parties, we recognize revenue as the principal when we maintain control of the product or service until it is transferred to our customer; under other circumstances, we recognize revenue as an agent in the sales transaction. Determining whether we have control requires judgment over certain considerations, which generally include whether we are primarily responsible for the fulfillment of the underlying products or services, whether we have inventory risk before fulfillment is completed, and if we have discretion to establish prices over the products or services. We evaluate whether we are the principal or the agent in our revenue arrangements involving third parties should there be changes impacting control in transferring related goods or services to our customers. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by us from a customer, are excluded from revenue. We currently generate product revenue from the sale of our Products, service revenue from payment processing and subscriptions to the platform, and collaboration revenue from an onabotulinumtoxinA biosimilar program with Viatris and Fosun. Product Revenue Our product revenue is recognized from the sale our Products to our customers. We sell our Products to our customers through our third-party distributor and maintain control throughout the sales transactions as the principal. We recognize revenue from product sales when control of the product transfers, generally upon delivery, to the customers in an amount that reflects the consideration we received or expect to receive in exchange for those goods as specified in the customer contract. We accept product returns under limited circumstances which generally include damages in transit or ineffective product. Service fees paid to the distributor associated with product logistics are accounted for as fulfillment costs and are included in cost of product revenue in the accompanying statements of operations and comprehensive loss. Service Revenue We generate service revenue from charging certain customers subscription-based and payment processing fees through the Fintech Platform. Generally, our contracts with customers are considered to be auto-renewed monthly unless cancelled and to have a term of one month. Subscription-based fees are charged monthly for the use of our platform and on a per-consumer account basis for consumers actively enrolled in the subscription payment program. We typically invoice our customers for subscription-based services monthly in arrears. Our arrangements for subscription services typically consist of an obligation to provide services to the customers on a when and if needed basis (a stand-ready obligation), and revenue is recognized from the satisfaction of the performance obligations ratably over each month, as we provide the platform services to customers. We currently work with third-party partners to provide payment processing services. Payment processing services are charged on a rate per transaction basis (usage-based fees), with no minimum usage commitments. As we are the accounting agent for arrangement under the HintMD Platform, we recognize revenue generated from these transactions on a net basis. Conversely, we are the PayFac for the arrangements under the OPUL ® platform and are considered as the accounting principal, and the associated service revenue generated from the same transactions are recognized on a gross basis. Costs to Obtain Contracts with Customers Certain costs to obtain a contract with a customer should be capitalized, to the extent recoverable from the associated contract margin, and subsequently amortized as the products or services are delivered to the customer inclusive of expected renewals. We expect such costs to generally include sales commissions and related fringe benefits. For similar contracts with which the expected delivery period is one year or less, we apply the practical expedient to expense such costs as incurred in the consolidated statements of operations and comprehensive loss. Otherwise, such costs are capitalized on the consolidated balance sheets, and are amortized over the expected period of benefit to the customer. The determined period of benefit for payment processing and subscription services is subject to re-evaluation periodically. Collaboration Revenue We generate revenue from collaboration agreements, which are generally within the scope of ASC 606, where we license rights to certain intellectual property or certain product candidates and perform research and development services for third parties. The terms of these arrangements may include payment of one or more of the following: non-refundable upfront fees, milestone payments, and royalties on future net sales of licensed products. Performance obligations are promises to transfer distinct goods or services to a customer. Promised goods or services are considered distinct when (i) the customer can benefit from the good or service on its own or together with other readily available resources and (ii) the promised good or service is separately identifiable from other promises in the contract. We utilize judgment to assess whether the collaboration agreements include multiple distinct performance obligations or a single combined performance obligation. In assessing whether a promised good or service is distinct in the evaluation of a collaboration arrangement subject to ASC 606, we consider various promised goods or services within the arrangement including but not limited to intellectual property license granting, research, manufacturing and commercialization, along with the intended benefit of the contract in assessing whether one promise is separately identifiable from other promises in the contract. We also consider the capabilities of the collaboration partner regarding these promised goods or services and the availability of the associated expertise in the general marketplace. If a promised good or service is not distinct, we are required to combine that good or service with other promised goods or services until we identify a bundle of goods or services that is distinct. To estimate transaction price, which could include fixed consideration or variable consideration, ASC 606 provides two alternatives to use when estimating the amount of variable consideration: the expected value method and the most likely amount method. Under the expected value method, an entity considers the sum of probability-weighted amounts in a range of possible consideration amounts. Under the most likely amount method, an entity considers the single most likely amount in a range of possible consideration amounts. The method selected can vary between contracts and is not a policy election; however, once determined, the method should be consistently applied throughout the life of the contract. For collaboration arrangements that include variable considerations such as development, regulatory or commercial milestone payments, the associated milestone value is included in the transaction price if it is probable that a significant revenue reversal would not occur. Milestone payments that are not within the control of us or the licensee, such as regulatory approvals, are not considered probable of being achieved until those approvals are received. For arrangements that include sales-based royalties, including milestone payments based on the level of sales, and the license is deemed to be the predominant item to which the royalties relate, we recognize revenue at the later of (i) when the related sales occur, or (ii) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). For arrangements with multiple performance obligations, the transaction price is then allocated to each performance obligation on a relative stand-alone selling price basis. We assess the nature of the respective performance obligation to determine whether it is satisfied over time or at a point in time and, if over time, the appropriate method of measuring proportional performance for purposes of recognizing revenue. We evaluate the measure of proportional performance each reporting period and, if necessary, adjust the measure of performance and related revenue recognition. At the end of each subsequent reporting period, we re-evaluate the probability of achievement of each such milestone and any related constraint, and if necessary, adjust our estimates of the overall transaction price. Any such adjustments are recorded on a cumulative catch-up basis, which would affect revenues and earnings in the period of adjustment. |
Research and Development Expense | Research and Development ExpenseResearch and development expense are charged to operations as incurred. Research and development expense include, but are not limited to, personnel expenses, clinical trial supplies, fees for clinical trial services, manufacturing costs incurred before probable FDA approval, consulting costs and allocated overhead, including rent, equipment, depreciation, and utilities. Assets acquired that are utilized in research and development that have no alternative future use are also expensed as incurred. |
Advertising Expense | Advertising ExpenseCost related to advertising are expensed as incurred and included within selling, general and administrative expenses in the consolidated statement of operations and comprehensive loss. |
Income Taxes | Income Taxes We account for current and deferred income taxes by assessing and reporting tax assets and liabilities in our consolidated balance sheet and our statement of operations and comprehensive loss. We estimate current income tax exposure and temporary differences which result from differences in accounting under U.S. GAAP and tax purposes for certain items, such as accruals and allowances not currently deductible for tax purposes. These temporary differences result in deferred tax assets or liabilities. In general, deferred tax assets represent future tax benefits to be received when certain expenses previously recognized in the consolidated statements of operations and comprehensive loss become deductible expenses under applicable income tax laws or when net operating loss or credit carryforwards are utilized. Accordingly, realization of deferred tax assets is dependent on future taxable income against which these deductions, losses and credits can be utilized. Likewise, deferred tax liabilities represent future tax liabilities to be settled when certain amounts of income previously reported in the consolidated statements of operations and comprehensive loss become realizable income under applicable income tax laws. We measure deferred tax assets and liabilities using tax rates applicable to taxable income in effect for the years in which those tax assets are expected to be realized or settled and provide a valuation allowance against deferred tax assets when we cannot conclude that it is more likely than not that some or all deferred tax assets will be realized. Based on the available evidence, we are unable, at this time, to support the determination that it is more likely than not that its net deferred tax assets will be utilized in the future. Accordingly, we recorded a full valuation allowance against the net deferred tax assets as of December 31, 2022 and 2021. We intend to maintain such a valuation allowance until sufficient evidence exists to support its reversal. When foreign income is received in which a foreign withholding tax is required, we treat the withheld amount as a current income tax expense in the period in which the funds are received. We recognize tax benefits from uncertain tax positions only if it expects that its tax positions are more likely than not that they will be sustained, based on the technical merits of the positions, on examination by the jurisdictional tax authority. We recognize any accrued interest and penalties to unrecognized tax benefits as interest expense and income tax expense, respectively. |
Stock-based Compensation | Stock-based Compensation We have the following stock-based awards under our equity compensation plans: • Stock options; • RSAs; • RSUs; • Performance-based PSAs; • Performance-based PSUs; • Market-based PSAs; • Market-based PSUs; and • The 2014 ESPP. We measure our stock-based awards using the estimated grant-date fair values. For stock options issued and shares purchased under the 2014 ESPP, fair values are determined using the Black-Scholes option pricing model. For RSAs, RSUs, performance-based PSAs, and performance-based PSUs, the grant-date fair values are the closing prices of our common stocks on the grant dates. For market-based PSAs and market-based PSUs, fair values are determined using the Monte-Carlo simulation model. For stock options, RSAs, RSUs, market-based PSAs and market-based PSUs, the fair value is recognized as compensation expense over the requisite service period (generally the vesting period). For performance-based PSAs, and performance-based PSUs, the fair value is recognized as compensation expense when the performance condition is probable of achievement. Stock-based compensation expenses are classified in the consolidated statements of operations and comprehensive loss based on the functional area to which the related recipients belong. Forfeitures are recognized when they occur. |
Contingencies | ContingenciesFrom time to time, we may have certain contingent liabilities that arise in the ordinary course of business activities. We accrue a liability for such matters when it is probable that future expenditures will be made and can be reasonably estimated. Contingencies related to regulatory approval milestones will only become probable once such regulatory outcome is achieved. We are not subject to any known current pending legal matters or claims that would have a material adverse effect on our financial position, results of operations or cash flows. |
Recently Adopted Accounting Pronouncements | Recent Accounting Pronouncements We continue to monitor new accounting pronouncements issued by the FASB and do not believe any of the recently issued accounting pronouncements will have an impact on our consolidated financial statements or related disclosures. |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Disaggregation of Revenue | The following tables present our revenue disaggregated by timing of transfer of goods or services: Year Ended December 31, 2022 Year Ended December 31, 2021 Year Ended December 31, 2020 Transferred at Transferred at Transferred at (in thousands) a point in time over time Total a point in time over time Total a point in time over time Total Product revenue $ 118,131 $ — $ 118,131 $ 70,820 $ — $ 70,820 $ 12,877 $ — $ 12,877 Collaboration revenue — 7,444 7,444 — 5,655 5,655 — 2,031 2,031 Service revenue 401 6,589 6,990 567 756 1,323 126 291 417 Total $ 118,532 $ 14,033 $ 132,565 $ 71,387 $ 6,411 $ 77,798 $ 13,003 $ 2,322 $ 15,325 Product revenue breakdown is summarized as below: Year Ended December 31, (in thousands) 2022 2021 2020 Product: RHA ® Collection of dermal fillers $ 107,156 $ 70,820 $ 12,877 DAXXIFY ® 10,975 — — Total product revenue $ 118,131 $ 70,820 $ 12,877 |
Summary of Contract with Customer, Contract Asset, Contract Liability, and Receivable | Receivables and contract liabilities from contracts with our product customers are as follows: December 31, December 31, (in thousands) 2022 2021 Receivables: Accounts receivable, net $ 10,966 $ 3,297 Total accounts receivable, net $ 10,966 $ 3,297 Contract liabilities: Deferred revenue, current $ 705 $ 1,331 Total contract liabilities $ 705 $ 1,331 Receivables and contract liabilities from contracts with our collaboration customers are as follows: December 31, December 31, (in thousands) 2022 2021 Receivables: Accounts receivable, net — Fosun $ 315 $ — Total accounts receivable, net $ 315 $ — Contract liabilities: Deferred revenue, current — Viatris $ 6,162 $ 7,927 Total contract liabilities, current $ 6,162 $ 7,927 Deferred revenue, non-current — Viatris $ 40,600 $ 43,157 Deferred revenue, non-current — Fosun 37,977 30,995 Total contract liabilities, non-current $ 78,577 $ 74,152 Changes in our contract liabilities from contracts with our collaboration revenue customers for the year ended December 31, 2022 are as follows: (in thousands) Balance on January 1, 2022 $ 82,079 Revenue recognized (7,444) Billings and adjustments, net 10,104 Balance on December 31, 2022 $ 84,739 Receivables and contract liabilities from contracts with our service customers are as follows: December 31, December 31, (in thousands) 2022 2021 Receivables: Accounts receivables, net $ 59 $ 51 Total accounts receivables, net $ 59 $ 51 Contract liabilities: Deferred revenue, current $ — $ 104 Total contract liabilities, current $ — $ 104 |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The following table summarizes the consideration transferred in the HintMD Acquisition: (in thousands) July 23, 2020 Fair value of Revance common stock issued to HintMD stockholders (1) $ 182,280 Fair value of Revance replacement stock option awards attributable to pre-combination service (2) 5,810 Cash consideration (3) 1,483 Total consideration transferred $ 189,573 (1) Represents the fair value of equity consideration issued to HintMD shareholders, consisting of approximately 7,756,765 shares (excluding assumed HintMD stock options to purchase an aggregate of 801,600 shares of our common stock), at $23.50 per share (the closing price of shares of our common stock on July 23, 2020), and adjusted for estimated net debt and working capital amounts. (2) Represents stock option awards held by HintMD employees prior to the acquisition date that have been assumed and converted into our stock-based awards. The portion of the stock option awards related to services performed by employees prior to the acquisition date is included within the consideration transferred. (3) Represents certain HintMD pre-acquisition liabilities paid by Revance. |
Schedule of Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value of assets acquired and liabilities assumed: (in thousands) July 23, 2020 Cash and cash equivalents $ 665 Accounts receivable 93 Prepaid expenses and other current assets 453 Property and equipment 77 Intangible assets 46,200 Total assets acquired 47,488 Accounts payable (53) Accruals and other current liabilities (2,106) Deferred tax liability (2,720) Total liabilities assumed (4,879) Total identifiable net assets 42,609 Goodwill (1) 146,964 Total fair value of assets acquired and liabilities assumed $ 189,573 (1) The assigned value of $147.0 million in goodwill represents the excess of the consideration transferred over the estimated fair values of assets acquired and liabilities assumed. The recognized goodwill is attributable to the assembled workforce of HintMD and the anticipated synergies and cost savings expected to be achieved from the operations of the combined company. None of the goodwill resulting from the HintMD Acquisition is deductible for tax purposes and all of the goodwill acquired was assigned to the Service reporting unit. |
Summary of Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination | The following table summarizes the intangible assets acquired in the HintMD Acquisition as of July 23, 2020. Fair Value Useful Life (in thousands, except for in years) (in thousands) (in years) Developed technology $ 19,600 6 In-process research and development 16,200 N/A Customer relationships 10,300 4 Tradename 100 1 Total intangible assets acquired $ 46,200 |
Schedule of Pro Forma Financial Information | Year Ended December 31, (in thousands) 2020 Total revenue $ 15,766 Net loss $ (293,560) |
Cash Equivalents and Short-Te_2
Cash Equivalents and Short-Term Investments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of Available-for-sale Securities | The following table is a summary our cash equivalents and short-term investments: December 31, 2022 December 31, 2021 Adjusted Cost Unrealized Fair Value Adjusted Cost Unrealized Fair Value (in thousands) Loss Loss U.S. treasury securities $ 109,984 $ (228) $ 109,756 $ — $ — $ — Money market funds 85,206 — 85,206 106,973 — 106,973 Commercial paper 80,946 — 80,946 87,964 — 87,964 Corporate bonds 41,186 (146) 41,040 26,502 (18) 26,484 U.S. government agency obligations 4,480 — 4,480 — — — Total cash equivalents and available-for-sale securities $ 321,802 $ (374) $ 321,428 $ 221,439 $ (18) $ 221,421 Classified as: Cash equivalents $ 89,686 $ 106,973 Short-term investments 231,742 114,448 Total cash equivalents and available-for-sale securities $ 321,428 $ 221,421 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, net (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The changes in the carrying amount of goodwill by reporting unit during the year ended December 31, 2022 was as follows: (in thousands) Product Service Total Balance at December 31. 2021 $ — $ 146,964 $ 146,964 Impairment — (69,789) (69,789) Balance at December 31, 2022 $ — $ 77,175 $ 77,175 |
Schedule of Acquired Finite-lived Intangible Assets by Major Class | The following table sets forth the intangible assets, net and their remaining weighted-average useful lives for those assets that are not already fully amortized: December 31, 2022 December 31, 2021 (in thousands, except for in years) Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Net Carrying Amount Weighted-Average Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Net Carrying Amount Developed technology 4.2 $ 35,800 $ (24,325) $ 11,475 4.9 $ 35,800 $ (6,653) $ 29,147 Distribution rights 1.4 32,334 (20,882) 11,452 2.4 32,334 (12,799) 19,535 Customer relationships 1.6 10,300 (6,223) 4,077 2.6 10,300 (3,648) 6,652 Total intangible assets $ 78,434 $ (51,430) $ 27,004 $ 78,434 $ (23,100) $ 55,334 |
Summary of Finite-lived Intangible Assets Amortization Expense | Year Ended December 31, (in thousands) 2022 2021 Amortization $ 25,756 $ 13,375 Selling, general and administrative 2,575 2,633 Total amortization expense $ 28,331 $ 16,008 |
Schedule of Finite-lived Intangible Assets, Future Amortization Expense | Based on the amount of intangible assets subject to amortization as of December 31, 2022, the estimated amortization expense for each of the next five fiscal years and thereafter was as follows: Year Ending December 31, (in thousands) 2023 $ 13,360 2024 7,570 2025 2,700 2026 2,700 2027 674 Total $ 27,004 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consist of the following: December 31, (in thousands) 2022 2021 Raw materials $ 505 $ — Work in process 4,933 — Finished goods 12,887 10,154 Total inventories $ 18,325 $ 10,154 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accruals and other current liabilities consist of the following: December 31, (in thousands) 2022 2021 Accruals related to: Compensation $ 28,014 $ 22,761 Selling, general and administrative 9,681 5,688 Research and development 9,012 5,152 Inventories 2,312 456 Interest expense 1,912 1,887 Clinical trials 1,863 2,172 Other current liabilities 6,563 1,442 Total accruals and other current liabilities $ 59,357 $ 39,558 |
Schedule of Property and Equipment, Net | Property and equipment, net consists of the following: December 31, (in thousands) 2022 2021 Manufacturing and other equipment $ 21,920 $ 20,277 Platform and computer software 14,316 11,671 Leasehold improvements 7,706 7,481 Computer equipment 3,506 3,558 Furniture and fixtures 1,677 1,893 Other construction in progress 1,606 3,110 Total property and equipment 50,731 47,990 Less: accumulated depreciation and amortization (28,592) (23,329) Property and equipment, net $ 22,139 $ 24,661 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Summary of Lease Costs | The operating and finance lease costs are summarized as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Finance lease: Amortization of finance lease right-of-use asset $ 5,414 $ — $ — Interest on finance lease liability 2,687 — — Variable lease cost - finance lease (1) 2,182 — — Total finance lease costs 10,283 — — Operating leases: Operating lease cost 8,881 8,026 5,932 Variable lease cost - operating leases (2) 1,628 1,490 912 Total operating lease costs 10,509 9,516 6,844 Total lease cost $ 20,792 $ 9,516 $ 6,844 (1) Variable lease cost includes validation, qualification, materials, and other non-commercial related services which are not included in the lease liabilities and are expensed as incurred. (2) Variable lease cost includes management fees, common area maintenance, property taxes, and insurance, which are not included in the lease liabilities and are expensed as incurred. Finance Lease Operating Leases Weighted-average remaining lease term (years) 2.0 7.6 Weighted-average discount rate 8.5 % 9.8 % |
Summary of Operating Lease Liability Maturities | As of December 31, 2022, maturities of our lease liabilities are as follows: (in thousands) Finance Lease Operating Leases Total Year Ending December 31, 2023 $ 693 $ 7,574 $ 8,267 2024 — 8,723 8,723 2025 — 8,981 8,981 2026 — 9,242 9,242 2027 — 2,535 2,535 2028 and thereafter — 14,612 14,612 Total lease payments 693 51,667 52,360 Less imputed interest (24) (13,242) (13,266) Present value of lease payments $ 669 $ 38,425 $ 39,094 |
Summary of Supplemental Cash Flow Information | Supplemental cash flow information related to the leases was as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 8,320 $ 10,405 $ 6,790 Operating cash flows from finance lease $ 2,687 $ — $ — Financing cash flows from finance lease $ 11,097 $ — $ — Right-of-use assets obtained in exchange for lease liabilities Finance lease $ 11,808 $ — $ — Operating leases $ — $ 18,854 $ 5,683 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt Disclosure [Abstract] | |
Summary of Debt | The following table provides information regarding our debt: December 31, (in thousands) 2022 2021 2027 Notes $ 287,500 $ 287,500 Less: Unamortized debt issuance costs (5,587) (6,865) Carrying amount of the 2027 Notes 281,913 280,635 Notes Payable 100,000 — Less: Unamortized debt issuance costs (1,192) — Less: Unamortized debt discount (1,347) — Carrying amount of Notes Payable 97,461 — Debt, non-current $ 379,374 $ 280,635 Interest expense relating to our debt in the consolidated statements of operations and comprehensive loss are summarized as follows: Year Ended December 31, (in thousands) 2022 2021 Contractual interest expense $ 11,855 $ 5,031 Amortization of debt issuance costs 1,662 1,250 Amortization of debt discount 270 — Total interest expense $ 13,787 $ 6,281 |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following table summarizes our stock option activities: Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Term (in Years) Aggregate Intrinsic Value Balance as of December 31, 2021 4,808,286 $ 19.97 Granted 554,697 $ 14.80 Exercised (181,902) $ 5.30 $ 2,428 Forfeited or expired (251,984) $ 22.76 Balance as of December 31, 2022 4,929,097 $ 19.78 5.4 $ 12,768 Exercisable as of December 31, 2022 3,710,930 $ 20.10 4.7 $ 9,116 |
Summary of Restricted Stock Awards and Performance Stock Awards | The following table summarizes our RSA and RSU share activities: Shares Weighted-Average Grant-Date Fair Value Per Share Unvested balance as of December 31, 2021 2,746,286 $ 24.00 Granted 1,613,483 $ 16.60 Vested (1,030,773) $ 23.08 Forfeited (522,675) $ 21.13 Unvested balance as of December 31, 2022 2,806,321 $ 20.62 We have granted PSAs and PSUs which vests based on certain market and performance conditions. The following table summarizes our PSA and PSU share activities: Shares Weighted-Average Grant-Date Fair Value Per Share Unvested balance as of December 31, 2021 664,350 $ 17.65 Granted 1,518,389 $ 12.79 Vested — N/A Forfeited (111,180) $ 13.51 Unvested balance as of December 31, 2022 2,071,559 $ 14.79 |
Summary of Fair Value Assumptions | The fair values of stock options were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions: Year Ended December 31, 2022 2021 2020 Expected term (in years) 6.0 6.0 4.8 Expected volatility 62.7 % 60.7 % 60.9 % Risk-free interest rate 2.1 % 0.7 % 0.8 % Expected dividend rate — % — % — % |
Schedule of Stock-based Compensation Expense | The fair values of the option component of the shares purchased under the 2014 ESPP were estimated using the Black-Scholes option pricing model with the following weighted-average assumptions for years presented: Year Ended December 31, 2022 2021 2020 Expected term (in years) 0.5 0.5 0.5 Expected volatility 80.5 % 47.4 % 72.0 % Risk-free interest rate 1.3 % 0.1 % 0.9 % Expected dividend rate — % — % — % Significant assumptions used in the Monte Carlo simulation model are summarized as below : Year Ended December 31, 2022 2021 2020 Expected term (in years) 3.5 N/A 10.0 Expected volatility 60.0 % N/A 60.0 % Risk-free interest rate 1.8 % N/A 1.7 % Expected dividend rate — % N/A — % Stock-based compensation expense was allocated as follows: (in thousands) Year Ended December 31, 2022 2021 2020 Selling, general and administrative $ 36,595 $ 28,307 $ 24,199 Research and development 15,745 15,127 12,254 Total stock-based compensation expense $ 52,340 $ 43,434 $ 36,453 |
Schedule of Unrecognized Stock-Based Compensation Cost | Unrecognized Compensation Cost December 31, 2022 Unrecognized Compensation Cost Weighted Average Expected Recognition Period (in thousands) (in years) RSAs and RSUs $ 39,644 2.3 Stock options 12,794 1.9 PSAs and PSUs 6,890 1.3 Total unrecognized compensation cost $ 59,328 2.1 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Summary of Common Stock Equivalents Excluded from Computation of Diluted Net Income (Loss) Per Share | Common stock equivalents that were excluded from the computation of diluted net loss per share are presented as below: December 31, 2022 2021 2020 Convertible senior notes 8,878,938 8,878,938 8,878,938 Outstanding common stock options 4,929,097 4,808,286 5,716,744 Unvested RSUs and PSUs 2,793,947 — — Unvested RSAs and PSAs 2,083,933 3,410,636 3,546,303 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | The following table summarizes, for assets and liabilities measured at fair value, the respective fair value and the classification by level of input within the fair value hierarchy: December 31, 2022 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 109,756 $ 109,756 $ — $ — Money market funds 85,206 85,206 — — U.S. government agency obligations 4,480 4,480 — — Commercial paper 80,946 — 80,946 — Corporate bonds 41,040 — 41,040 — Total assets measured at fair value $ 321,428 $ 199,442 $ 121,986 $ — December 31, 2021 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets Money market funds $ 106,973 $ 106,973 $ — $ — Commercial paper 87,964 — 87,964 — Corporate bonds 26,484 — 26,484 — Total assets measured at fair value $ 221,421 $ 106,973 $ 114,448 $ — Liabilities Derivative liability $ 3,020 $ — $ — $ 3,020 Total liabilities measured at fair value $ 3,020 $ — $ — $ 3,020 |
Summary of Changes in Fair Value of Financial Instruments | The following table summarizes the change in the fair value of our Level 3 financial instrument: (in thousands) Derivative Liability Fair value as of December 31, 2021 $ 3,020 Change in fair value 980 Derecognition of derivative liability (4,000) Fair value as of December 31, 2022 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Provision (Benefit) | The income tax provision (benefit) is as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Current: Federal $ — $ — $ — State — — — Foreign (1) 700 — 100 Total current provision 700 — 100 Deferred: Federal — — (1,712) State — — (1,008) Foreign — — — Total deferred benefit — — (2,720) Income tax provision (benefit) $ 700 $ — $ (2,620) (1) The foreign tax provision amounts represent withholding taxes on cash payments received in connection with the Fosun License Agreement. |
Schedule of Reconciliations of Statutory Federal Income Tax to Effective Tax Rate | Reconciliations of the statutory federal income tax benefit to our effective taxes are as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Tax benefit at statutory federal rate $ (74,849) $ (59,075) $ (59,789) Research and development credits (1,863) (1,534) (3,903) Other changes in valuation allowance 57,582 57,086 57,883 Impairment loss 14,656 — — Non-deductible executive compensation 4,155 2,352 3,164 Foreign rate differential and withholding taxes 553 — 79 Other 386 246 950 Nondeductible/nontaxable items 80 925 (1,004) Income tax expense (benefit) $ 700 $ — $ (2,620) |
Schedule of Significant Components of Deferred Tax Assets | Components of our deferred tax assets, net were as follows: December 31, (in thousands) 2022 2021 Deferred tax assets NOL carryforward $ 333,638 $ 298,097 Tax credits carryforwards 29,195 23,839 Deferred revenue 19,051 19,325 Capitalized research and experimental expense 18,690 — Stock-based compensation 12,655 9,368 Lease liabilities 9,979 10,667 Intangible assets 6,510 — Accrued expenses and other liabilities 4,750 3,819 Interest limitation 3,486 1,095 Property and equipment, net 1,171 1,341 Other 26 25 Total deferred tax assets 439,151 367,576 Less: valuation allowance (427,507) (355,589) Deferred tax assets, net of valuation allowance 11,644 11,987 Deferred tax liabilities Lease right-of-use assets (11,644) (10,780) Intangible assets — (1,207) Total deferred tax liabilities (11,644) (11,987) Net deferred tax assets $ — $ — |
Schedule of Unrecognized Tax Benefit | The unrecognized tax benefit was as follows: Year Ended December 31, (in thousands) 2022 2021 2020 Balance at the beginning of the period $ 7,754 $ 7,166 $ 5,698 Additions for current year positions 1,039 588 1,233 Additions for prior years positions 916 — 235 Balance at the end of the period $ 9,709 $ 7,754 $ 7,166 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary of Reconciliation of Segment Revenue to Consolidated Revenue | Reconciliation of Segment Revenue to Consolidated Revenue Year Ended December 31, (in thousands) 2022 2021 2020 Revenue: Product Segment $ 125,575 $ 76,475 $ 14,908 Service Segment 6,990 1,323 417 Total revenue $ 132,565 $ 77,798 $ 15,325 |
Summary of Reconciliation of Segment Loss From Operations to Consolidated Loss From Operations | Reconciliation of Segment Loss from Operations to Consolidated Loss from Operations Year Ended December 31, (in thousands) 2022 2021 2020 Loss from operations: Product Segment $ (103,989) $ (135,950) $ (160,031) Service Segment (1) (92,186) (16,764) (6,156) Corporate and other expenses (145,783) (121,962) (106,975) Total loss from operations $ (341,958) $ (274,676) $ (273,162) (1) For the year ended December 31, 2022, loss from operations for the Service Segment included an impairment loss of $69.8 million as discussed in Note 6 . |
The Company (Details)
The Company (Details) | 1 Months Ended | 12 Months Ended | |||
May 10, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) condition | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Debt Instrument [Line Items] | |||||
Number of debilitating conditions | condition | 2 | ||||
Net loss | $ 356,422,000 | $ 281,310,000 | $ 282,089,000 | ||
Working capital surplus | 299,000,000 | ||||
Accumulated deficit | (1,754,374,000) | $ (1,397,952,000) | |||
Proceeds from notes issued | $ 100,000,000 | ||||
Cash, cash equivalents and investments | 340,700,000 | ||||
At The Market Offering, 2022 Plan | |||||
Debt Instrument [Line Items] | |||||
Stock issuance sales agreement, authorized offering price, maximum | $ 150,000,000 | 150,000,000 | |||
Second Tranche | Notes Payable | Note Purchase Agreement | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 100,000,000 | $ 100,000,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 USD ($) distributor | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Number of third-party distributors for each product | distributor | 1 | ||
Restricted cash | $ 6,100 | $ 5,000 | |
Restricted cash, balance to remain until end of lease | 700 | 700 | |
Impairment | 69,789 | ||
Advertising expense | 5,100 | 6,200 | $ 10,200 |
Service Segment | |||
Property, Plant and Equipment [Line Items] | |||
Impairment | $ 69,789 | ||
Computer Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 3 years | ||
Lab Equipment and Furniture and Fixtures and Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 5 years | ||
Manufacturing Equipment | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 7 years | ||
Leasehold Improvements | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 15 years | ||
Internal Use Software | |||
Property, Plant and Equipment [Line Items] | |||
Estimated useful life | 3 years | ||
Letter of Credit | |||
Property, Plant and Equipment [Line Items] | |||
Restricted cash | $ 5,400 | $ 4,300 |
Revenue -Revenues Disaggregated
Revenue -Revenues Disaggregated by Timing of Transfer of Goods or Services (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | $ 132,565 | $ 77,798 | $ 15,325 |
Transferred at Point in Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 118,532 | 71,387 | 13,003 |
Transferred over Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 14,033 | 6,411 | 2,322 |
Product revenue | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 118,131 | 70,820 | 12,877 |
Product revenue | Transferred at Point in Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 118,131 | 70,820 | 12,877 |
Product revenue | Transferred over Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 0 | 0 | 0 |
RHA® Collection of dermal fillers | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 107,156 | 70,820 | 12,877 |
DAXXIFY® | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 10,975 | 0 | 0 |
Collaboration revenue | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 7,444 | 5,655 | 2,031 |
Collaboration revenue | Transferred at Point in Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 0 | 0 | 0 |
Collaboration revenue | Transferred over Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 7,444 | 5,655 | 2,031 |
Service revenue | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 6,990 | 1,323 | 417 |
Service revenue | Transferred at Point in Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | 401 | 567 | 126 |
Service revenue | Transferred over Time | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total revenue | $ 6,589 | $ 756 | $ 291 |
Revenue - Receivables and Contr
Revenue - Receivables and Contract Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Contract liabilities: | ||
Deferred revenue, current | $ 6,867 | $ 9,362 |
Total contract liabilities, current | 84,739 | 82,079 |
Product revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total accounts receivable, net | 10,966 | 3,297 |
Contract liabilities: | ||
Deferred revenue, current | 705 | 1,331 |
Total contract liabilities, current | $ 705 | $ 1,331 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total contract liabilities, current | $ 84,739,000 | $ 82,079,000 | |
Remaining performance obligation | 38,000,000 | ||
Contract with customer, liability, revenue recognized | 7,444,000 | ||
Development Services | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Revenues | 7,100,000 | 5,700,000 | $ 2,000,000 |
Viatris | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Revenue recognition annual sales | $ 50,000,000 | ||
Revenue recognition annual sales of maturity period | 4 years | ||
Fosun | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Contingent payments | $ 222,500,000 | ||
Remaining performance obligation | 38,000,000 | ||
Viatris | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Total contract liabilities, current | 60,000,000 | ||
Contingent payments | 70,000,000 | ||
Revenue maximum for receipt of tiered milestone payments | 225,000,000 | ||
Remaining performance obligation | 85,200,000 | ||
Fosun | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Contract with customer, liability, revenue recognized | $ 300,000 | $ 0 | $ 0 |
Revenue - Contract Liabilities
Revenue - Contract Liabilities from Contracts (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Contract liabilities: | ||
Total contract liabilities, current | $ 6,867 | $ 9,362 |
Total contract liabilities, non-current | 78,577 | 74,152 |
Fosun | ||
Contract liabilities: | ||
Total accounts receivable, net | 315 | 0 |
Total contract liabilities, non-current | 37,977 | 30,995 |
Viatris | ||
Contract liabilities: | ||
Total contract liabilities, current | 6,162 | 7,927 |
Total contract liabilities, non-current | $ 40,600 | $ 43,157 |
Revenue - Changes in Our Contra
Revenue - Changes in Our Contract Liabilities from Contracts (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Contract With Customer Asset and Liability [Roll Forward] | |
Beginning balance | $ 82,079 |
Revenue recognized | (7,444) |
Billings and adjustments, net | 10,104 |
Ending balance | $ 84,739 |
Revenue - Contract Assets from
Revenue - Contract Assets from Contracts (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Contract liabilities: | ||
Deferred revenue, current | $ 6,867 | $ 9,362 |
Total contract liabilities, current | 84,739 | 82,079 |
Service revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total accounts receivable, net | 59 | 51 |
Contract liabilities: | ||
Deferred revenue, current | 0 | 104 |
Total contract liabilities, current | $ 0 | $ 104 |
Business Combination - Narrativ
Business Combination - Narrative (Details) - HintMD - USD ($) $ in Millions | 3 Months Ended | 5 Months Ended | 12 Months Ended | ||
Jul. 23, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Number of shares available for purchase (in shares) | 801,600 | ||||
Increase in deferred tax liability | $ 2.7 | $ 2.7 | |||
Acquisition related costs | $ 3.9 | ||||
Revenue of acquiree since acquisition date, actual | $ 0.4 | ||||
Loss of acquiree since acquisition date | $ 6.2 | ||||
Common Stock | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Equity interest issued or issuable, number of shares (in shares) | 8,572,213 | ||||
Number of shares in escrow (in shares) | 683,200 | ||||
Number of shares available for purchase (in shares) | 801,600 | ||||
2017 Equity Incentive Plan, Hintmd Plan | |||||
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | |||||
Entity shares issued per acquiree share (in shares) | 0.3235 |
Business Combination - Consider
Business Combination - Consideration Transferred (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Jul. 23, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||||
Cash consideration | $ 0 | $ 0 | $ 818 | |
HintMD | ||||
Business Acquisition [Line Items] | ||||
Fair value of Revance common stock issued to HintMD stockholders | $ 182,280 | |||
Fair value of Revance replacement stock option awards attributable to pre-combination service | 5,810 | |||
Cash consideration | 1,483 | |||
Total consideration transferred | $ 189,573 | |||
Equity interest issued (in shares) | 7,756,765 | |||
Number of shares available for purchase (in shares) | 801,600 | |||
Price per shares of acquisition (in dollars per share) | $ 23.50 |
Business Combination - Fair Val
Business Combination - Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 23, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 77,175,000 | $ 146,964,000 | |
Goodwill, expected tax deductible amount | $ 0 | ||
HintMD | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | $ 665,000 | ||
Accounts receivable | 93,000 | ||
Prepaid expenses and other current assets | 453,000 | ||
Property and equipment | 77,000 | ||
Intangible assets | 46,200,000 | ||
Total assets acquired | 47,488,000 | ||
Accounts payable | (53,000) | ||
Accruals and other current liabilities | (2,106,000) | ||
Deferred tax liability | (2,720,000) | ||
Total liabilities assumed | (4,879,000) | ||
Total identifiable net assets | 42,609,000 | ||
Goodwill | 146,964,000 | ||
Total fair value of assets acquired and liabilities assumed | $ 189,573,000 |
Business Combination - Intangib
Business Combination - Intangible Assets Acquired (Details) - HintMD $ in Thousands | Jul. 23, 2020 USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total intangible assets acquired | $ 46,200 |
In-process research and development | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Indefinite-lived intangible assets | 16,200 |
Developed technology | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets | $ 19,600 |
Useful life (in years) | 6 years |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets | $ 10,300 |
Useful life (in years) | 4 years |
Tradename | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible assets | $ 100 |
Useful life (in years) | 1 year |
Business Combination - Pro Form
Business Combination - Pro Forma Financial Information (Details) - HintMD $ in Thousands | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Business Acquisition [Line Items] | |
Total revenue | $ 15,766 |
Net loss | $ (293,560) |
Cash Equivalents and Short-Te_3
Cash Equivalents and Short-Term Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | $ 321,802 | $ 221,439 |
Unrealized loss | (374) | (18) |
Fair Value | 321,428 | 221,421 |
Cash equivalents | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 89,686 | 106,973 |
Short-term investments | ||
Debt Securities, Available-for-sale [Line Items] | ||
Fair Value | 231,742 | 114,448 |
U.S. treasury securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 109,984 | 0 |
Unrealized loss | (228) | 0 |
Fair Value | 109,756 | 0 |
Money market funds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 85,206 | 106,973 |
Unrealized loss | 0 | 0 |
Fair Value | 85,206 | 106,973 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 80,946 | 87,964 |
Unrealized loss | 0 | 0 |
Fair Value | 80,946 | 87,964 |
Corporate bonds | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 41,186 | 26,502 |
Unrealized loss | (146) | (18) |
Fair Value | 41,040 | 26,484 |
U.S. government agency obligations | ||
Debt Securities, Available-for-sale [Line Items] | ||
Adjusted Cost | 4,480 | 0 |
Unrealized loss | 0 | 0 |
Fair Value | $ 4,480 | $ 0 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, net - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Impairment | $ 69,789,000 | |
Goodwill, period increase (decrease) | $ 0 | |
Amortization | $ 28,331,000 | $ 16,008,000 |
Measurement Input, Discount Rate | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Goodwill impairment, measurement input (percent) | 20% | |
Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization | $ 11,700,000 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, net - Goodwill (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 146,964 |
Impairment | (69,789) |
Ending balance | 77,175 |
Product | |
Goodwill [Roll Forward] | |
Beginning balance | 0 |
Impairment | 0 |
Ending balance | 0 |
Service | |
Goodwill [Roll Forward] | |
Beginning balance | 146,964 |
Impairment | (69,789) |
Ending balance | $ 77,175 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, net - Intangible Assets and the Remaining Useful Lives (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 78,434 | $ 78,434 |
Accumulated Amortization | (51,430) | (23,100) |
Total | 27,004 | |
Net Carrying Amount | $ 27,004 | $ 55,334 |
Developed technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Remaining Useful Lives (in years) | 4 years 2 months 12 days | 4 years 10 months 24 days |
Finite-lived intangible assets, gross | $ 35,800 | $ 35,800 |
Accumulated Amortization | (24,325) | (6,653) |
Total | $ 11,475 | $ 29,147 |
Distribution rights | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Remaining Useful Lives (in years) | 1 year 4 months 24 days | 2 years 4 months 24 days |
Finite-lived intangible assets, gross | $ 32,334 | $ 32,334 |
Accumulated Amortization | (20,882) | (12,799) |
Total | $ 11,452 | $ 19,535 |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Remaining Useful Lives (in years) | 1 year 7 months 6 days | 2 years 7 months 6 days |
Finite-lived intangible assets, gross | $ 10,300 | $ 10,300 |
Accumulated Amortization | (6,223) | (3,648) |
Total | $ 4,077 | $ 6,652 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, net - Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization | $ 28,331 | $ 16,008 |
Amortization | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization | 25,756 | 13,375 |
Selling, general and administrative | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Amortization | $ 2,575 | $ 2,633 |
Goodwill and Intangible Asset_7
Goodwill and Intangible Assets, net - Expected Amortization Expense for the Unamortized Acquired Intangible Assets (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 | $ 13,360 |
2024 | 7,570 |
2025 | 2,700 |
2026 | 2,700 |
2027 | 674 |
Total | $ 27,004 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 505 | $ 0 |
Work in process | 4,933 | 0 |
Finished goods | 12,887 | 10,154 |
Total inventories | $ 18,325 | $ 10,154 |
Balance Sheet Components - Sche
Balance Sheet Components - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Compensation | $ 28,014 | $ 22,761 |
Selling, general and administrative | 9,681 | 5,688 |
Research and development | 9,012 | 5,152 |
Inventories | 2,312 | 456 |
Interest expense | 1,912 | 1,887 |
Clinical trials | 1,863 | 2,172 |
Other current liabilities | 6,563 | 1,442 |
Total accruals and other current liabilities | $ 59,357 | $ 39,558 |
Balance Sheet Components - Sc_2
Balance Sheet Components - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 50,731 | $ 47,990 |
Less: accumulated depreciation and amortization | (28,592) | (23,329) |
Property and equipment, net | 22,139 | 24,661 |
Manufacturing and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 21,920 | 20,277 |
Platform and computer software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 14,316 | 11,671 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 7,706 | 7,481 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,506 | 3,558 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,677 | 1,893 |
Other construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,606 | $ 3,110 |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Apr. 30, 2021 option_to_extend_lease_term | Dec. 31, 2022 USD ($) option_to_extend_lease_term | Jan. 31, 2023 USD ($) ft² | May 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Jul. 31, 2021 USD ($) ft² | Dec. 31, 2020 USD ($) | |
Lessee, Lease, Description [Line Items] | |||||||
Number of options to renew (or more) | option_to_extend_lease_term | 1 | ||||||
Weighted-average remaining lease term (year) | 7 years 7 months 6 days | ||||||
Purchase obligation, to be paid, year one | $ 30,000 | ||||||
Purchase obligation, to be paid, year two | 30,000 | ||||||
Purchase obligation, to be paid, year three | $ 30,000 | ||||||
Term of written notice | 18 months | ||||||
Purchase obligation eliminated, year one | $ 30,000 | ||||||
Purchase obligation, eliminated, year two | 30,000 | ||||||
Purchase obligation, eliminated, year three | $ 30,000 | ||||||
Collaborative agreement, number of extension periods | option_to_extend_lease_term | 1 | ||||||
Other non-current assets | $ 1,687 | $ 1,001 | |||||
Other commitment, to be paid, year one | 6,800 | ||||||
Other commitment, to be paid, year two | 14,500 | ||||||
Other commitment, to be paid, year three | 18,300 | ||||||
Other commitment, to be paid, year four | 25,300 | ||||||
Other commitment, to be paid, year five | 29,500 | ||||||
Other commitment, to be paid, after year five | $ 134,500 | ||||||
Subsequent Event | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Purchase obligation eliminated, year one | $ 23,900 | ||||||
Minimum | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Extended term of lease | 7 years | ||||||
Maximum | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Extended term of lease | 14 years | ||||||
Nashville Lease - Expansion Premises | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Area of land | ft² | 30,591 | ||||||
Lessee, operating lease, lease not yet commenced, amount | $ 16,000 | ||||||
Nashville Lease - Expansion Premises | Subsequent Event | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Area of land | ft² | 17,248 | ||||||
Lessee, operating lease, lease not yet commenced, amount | $ 6,900 | ||||||
LSNE | |||||||
Lessee, Lease, Description [Line Items] | |||||||
Collaborative agreement, contractual period | 3 years | ||||||
Other non-current assets | $ 27,500 |
Leases - Operating Lease Costs
Leases - Operating Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Finance lease [Abstract] | ||||
Amortization of finance lease right-of-use asset | $ 5,414 | $ 0 | $ 0 | |
Interest on finance lease liability | 2,687 | 0 | 0 | |
Variable lease cost - finance lease | 2,182 | 0 | 0 | |
Total finance lease costs | 10,283 | 0 | 0 | |
Operating Lease [Abstract] | ||||
Operating lease cost | 8,881 | 8,026 | 5,932 | |
Variable lease cost - operating leases | 1,628 | 1,490 | 912 | |
Total operating lease costs | $ 10,509 | 9,516 | 6,844 | |
Total lease cost | $ 20,792 | $ 9,516 | $ 6,844 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
Finance Lease | |
2023 | $ 693 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
2028 and thereafter | 0 |
Total lease payments | 693 |
Less imputed interest | (24) |
Present value of lease payments | 669 |
Operating Leases | |
2023 | 7,574 |
2024 | 8,723 |
2025 | 8,981 |
2026 | 9,242 |
2027 | 2,535 |
2028 and thereafter | 14,612 |
Total lease payments | 51,667 |
Less imputed interest | (13,242) |
Present value of lease payments | 38,425 |
Total | |
2023 | 8,267 |
2024 | 8,723 |
2025 | 8,981 |
2026 | 9,242 |
2027 | 2,535 |
2028 and thereafter | 14,612 |
Total lease payments | 52,360 |
Less imputed interest | (13,266) |
Present value of lease payments | $ 39,094 |
Leases - Remaining Lease terms
Leases - Remaining Lease terms and Discount Rates (Details) | Dec. 31, 2022 |
Finance Lease | |
Weighted-average remaining lease term (year) | 2 years |
Weighted-average discount rate (percent) | 8.50% |
Operating Leases | |
Weighted-average remaining lease term (year) | 7 years 7 months 6 days |
Weighted average discount rate (percent) | 9.80% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Cash Flow, Lessee [Abstract] | |||
Operating cash flows from operating leases | $ 8,320 | $ 10,405 | $ 6,790 |
Operating cash flows from finance lease | 2,687 | 0 | 0 |
Financing cash flows from finance lease | 11,097 | 0 | 0 |
Right-of-use assets obtained in exchange for lease liabilities | |||
Finance lease | 11,808 | 0 | 0 |
Operating leases | $ 0 | $ 18,854 | $ 5,683 |
Debt - Carrying Amount of Liabi
Debt - Carrying Amount of Liability Component (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Debt, non-current | $ 379,374 | $ 280,635 |
Convertible Debt | ||
Debt Instrument [Line Items] | ||
Notes Payable | 100,000 | 0 |
Less: Unamortized debt issuance costs | (1,347) | 0 |
Less: Unamortized debt discount | (1,192) | 0 |
Debt, non-current | 97,461 | 0 |
Convertible Debt | 2027 Notes | ||
Debt Instrument [Line Items] | ||
Notes Payable | 287,500 | 287,500 |
Less: Unamortized debt issuance costs | (5,587) | (6,865) |
Debt, non-current | $ 281,913 | $ 280,635 |
Debt - Interest Expense (Detail
Debt - Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | ||
Contractual interest expense | $ 11,855 | $ 5,031 |
Amortization of debt issuance costs | 1,662 | 1,250 |
Amortization of debt discount | 270 | 0 |
Total interest expense | $ 13,787 | $ 6,281 |
Debt - Convertible Senior Notes
Debt - Convertible Senior Notes (Details) | 1 Months Ended | 12 Months Ended | ||||
Feb. 14, 2020 | Feb. 29, 2020 USD ($) trading_day $ / shares | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Jan. 01, 2021 USD ($) | |
Debt Instrument [Line Items] | ||||||
Proceeds from issuance of convertible senior notes | $ 0 | $ 0 | $ 287,500,000 | |||
Accumulated deficit | $ 1,754,374,000 | 1,397,952,000 | ||||
Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2020-06 | ||||||
Debt Instrument [Line Items] | ||||||
Decrease in additional paid in capital | $ 23,800,000 | $ 108,500,000 | ||||
Accumulated deficit | 9,700,000 | |||||
Convertible Debt | Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2020-06 | ||||||
Debt Instrument [Line Items] | ||||||
Senior notes | $ 98,900,000 | |||||
2027 Notes | Convertible Debt | ||||||
Debt Instrument [Line Items] | ||||||
Principal amount | $ 287,500,000 | |||||
Stated percentage | 1.75% | |||||
Proceeds from issuance of convertible senior notes | $ 278,300,000 | |||||
Threshold trading days | trading_day | 20 | |||||
Threshold consecutive trading days | trading_day | 30 | |||||
Threshold percentage of stock price trigger | 130% | |||||
Convertible ratio | 0.0308804 | |||||
Conversion price (in dollars per share) | $ / shares | $ 32.38 | |||||
Redemption price, percentage | 100% | |||||
2027 Notes | Convertible Debt | Debt Conversion Terms One | ||||||
Debt Instrument [Line Items] | ||||||
Threshold trading days | trading_day | 20 | |||||
Threshold consecutive trading days | trading_day | 30 | |||||
Threshold percentage of stock price trigger | 130% | |||||
2027 Notes | Convertible Debt | Debt Conversion Terms Two | ||||||
Debt Instrument [Line Items] | ||||||
Threshold percentage of stock trading price | 98% |
Debt - Notes Payable (Details)
Debt - Notes Payable (Details) - USD ($) | Mar. 18, 2022 | Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||||
Principal amount | $ 379,374,000 | $ 280,635,000 | ||
Note Purchase Agreement | Notes Payable | ||||
Debt Instrument [Line Items] | ||||
Stated percentage | 7% | |||
Prepaid fee, percentage | 2% | |||
Minimum cash balance maintained | $ 30,000,000 | |||
Minimum net sales requirement | $ 70,000,000 | |||
Debt instrument, debt default, additional interest rate to fixed | 2% | |||
Note Purchase Agreement | Notes Payable | London Interbank Offered Rate (LIBOR) Swap Rate | ||||
Debt Instrument [Line Items] | ||||
Variable rate | 1.50% | |||
Note Purchase Agreement | Notes Payable | London Interbank Offered Rate (LIBOR) | ||||
Debt Instrument [Line Items] | ||||
Variable rate | 2.50% | |||
Note Purchase Agreement | Notes Payable | Maximum | ||||
Debt Instrument [Line Items] | ||||
Debt instrument, trailing twelve months revenue | $ 50,000,000 | |||
Note Purchase Agreement | Notes Payable | First Tranche | ||||
Debt Instrument [Line Items] | ||||
Principal amount | 100,000,000 | |||
Note Purchase Agreement | Notes Payable | Second Tranche | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 100,000,000 | 100,000,000 | ||
Note Purchase Agreement | Notes Payable | Third Tranche | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 100,000,000 | |||
Stated percentage | 8.50% | |||
2027 Notes | Notes Payable | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 90,000,000 |
Debt - Capped Call Transactions
Debt - Capped Call Transactions (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | 1 Months Ended | 12 Months Ended | ||
Feb. 29, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | ||||
Proceeds from issuance of convertible senior notes | $ 28,900 | $ 0 | $ 0 | $ 28,865 |
Price cap (in dollars per share) | $ 48.88 | |||
Premium percentage over sale price | 100% | |||
Number of shares subject to anti-dilution adjustments (in shares) | 8.9 | |||
Convertible Debt | 2027 Notes | ||||
Debt Instrument [Line Items] | ||||
Conversion price (in dollars per share) | $ 32.38 |
Stock-based Compensation - Stoc
Stock-based Compensation - Stock Option Plan - Narrative (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2022 USD ($) equity_compensation_plan $ / shares shares | Dec. 31, 2021 USD ($) $ / shares | Dec. 31, 2020 USD ($) $ / shares shares | Jan. 01, 2022 shares | Jan. 01, 2021 shares | Jul. 23, 2020 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of equity compensation plans | equity_compensation_plan | 4 | |||||
Share-based compensation arrangement by share-based payment award, equity Instruments other than options, outstanding, weighted average remaining contractual terms | 10 years | |||||
Shares underlying stock options granted (in shares) | 554,697 | |||||
Aggregate intrinsic value, exercised | $ | $ 2,428 | $ 3,600 | $ 12,500 | |||
Performance stock awards, weighted average grant date fair value (in dollars per share) | $ / shares | $ 8.64 | $ 15.38 | $ 13.10 | |||
Weighted average exercise price per share, granted (in dollars per share) | $ / shares | $ 14.80 | |||||
Expected dividend rate | 0% | |||||
1/48th of the Remaining Grant | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share based compensation arrangement by share based payment award remaining vesting rights percentage | 2.08% | |||||
2014 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of outstanding stock | 4% | |||||
Common stock, capital shares reserved for future issuance (in shares) | 2,812,632 | 2,863,362 | 1,089,400 | |||
2014 Inducement Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 750,310 | |||||
Shares underlying stock options granted (in shares) | 0 | |||||
2017 Equity Incentive Plan, Hintmd Plan | Hint, Inc. 2017 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 78,303 | |||||
Shares underlying stock options granted (in shares) | 0 | |||||
Number of shares available for grant | 1,260,946 | |||||
2014 Employee Stock Purchase Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock, capital shares reserved for future issuance (in shares) | 300,000 | 300,000 | ||||
Stock options | 2014 Inducement Plan | Weighted Average | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 4 years | |||||
Stock options | 2014 Inducement Plan | Vesting Period 1 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting rights, percentage | 25% | |||||
RSAs and RSUs | 2014 Inducement Plan | Vesting Period 1 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 1 year | |||||
RSAs and RSUs | 2014 Inducement Plan | Vesting Period 2 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 3 years | |||||
RSAs and RSUs | 2014 Inducement Plan | Vesting Period 3 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting period | 4 years | |||||
Unvested RSAs and PSAs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Granted (in dollars per share) | $ / shares | $ 26.41 | $ 22.94 | ||||
Aggregate intrinsic value, vested | $ | $ 19,800 | $ 24,400 | $ 11,300 | |||
Unvested RSAs and PSAs | 2014 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted under restricted stock awards (in shares) | 42,413 | |||||
Restricted Stock Units (RSUs) | 2014 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted under restricted stock awards (in shares) | 1,571,070 | |||||
Share-based Payment Arrangement | 2014 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares underlying stock options granted (in shares) | 554,697 | |||||
Performance Stock Awards and Performance Stock Units | 2014 Equity Incentive Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares granted under restricted stock awards (in shares) | 1,518,389 | |||||
PSAs and PSUs | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Granted (in dollars per share) | $ / shares | $ 28.01 | $ 23 | ||||
Vested (in shares) | 9,500,000 | |||||
Performance stock awards vested | $ | $ 0 | |||||
Expected dividend rate | 0% | 0% | ||||
Employee Stock Purchase Plan | 2014 Employee Stock Purchase Plan | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of outstanding stock | 1% | |||||
Common stock, capital shares reserved for future issuance (in shares) | 1,683,069 | |||||
Share-based compensation arrangement by share-based payment award, shares issued in period | 322,727 |
Stock-based Compensation - St_2
Stock-based Compensation - Stock Option Plan - Summary of Stock Option and Restricted Stock Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Shares | |||
Beginning balance (in shares) | 4,808,286 | ||
Granted (in shares) | 554,697 | ||
Exercised (in shares) | (181,902) | ||
Forfeited or expired (in shares) | (251,984) | ||
Ending balance (in shares) | 4,929,097 | 4,808,286 | |
Exercisable shares (in shares) | 3,710,930 | ||
Weighted Average Exercise Price Per Share | |||
Beginning balance weighted average exercise price per share, (in dollars per share) | $ 19.97 | ||
Weighted average exercise price per share, granted (in dollars per share) | 14.80 | ||
Weighted average exercise price per share, exercised (in dollars per share) | 5.30 | ||
Weighted average exercise price per share, Forfeited or expired (in dollars per share) | 22.76 | ||
Ending balance weighted average exercise price per share, (in dollars per share) | 19.78 | $ 19.97 | |
Weighted average exercise price per share, exercisable (in dollars per share) | $ 20.10 | ||
Weighted average remaining contractual life, outstanding | 5 years 4 months 24 days | ||
Weighted average remaining contractual life, exercisable | 4 years 8 months 12 days | ||
Aggregate intrinsic value, outstanding | $ 12,768 | ||
Aggregate intrinsic value, exercised | 2,428 | $ 3,600 | $ 12,500 |
Aggregate intrinsic value, exercisable | $ 9,116 | ||
2014 Inducement Plan | |||
Shares | |||
Granted (in shares) | 0 |
Stock-based Compensation - St_3
Stock-based Compensation - Stock Option Plan - Summary of Restricted Stock Activity (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
PSAs and PSUs | |||
Shares | |||
Vested (in shares) | (9,500,000) | ||
Weighted-Average Grant-Date Fair Value Per Share | |||
Granted (in dollars per share) | $ 28.01 | $ 23 | |
Unvested RSAs and PSAs | RSAs and RSUs | |||
Shares | |||
Unvested, beginning balance (in shares) | 2,746,286 | ||
Granted (in shares) | 1,613,483 | ||
Vested (in shares) | (1,030,773) | ||
Forfeited (in shares) | (522,675) | ||
Unvested, ending balance (in shares) | 2,806,321 | 2,746,286 | |
Weighted-Average Grant-Date Fair Value Per Share | |||
Unvested, beginning balance (in dollars per share) | $ 24 | ||
Granted (in dollars per share) | 16.60 | ||
Vested (in dollars per share) | 23.08 | ||
Forfeited (in dollars per share) | 21.13 | ||
Unvested, ending balance (in dollars per share) | $ 20.62 | $ 24 | |
Unvested RSAs and PSAs | PSAs and PSUs | |||
Shares | |||
Unvested, beginning balance (in shares) | 664,350 | ||
Granted (in shares) | 1,518,389 | ||
Vested (in shares) | 0 | ||
Forfeited (in shares) | (111,180) | ||
Unvested, ending balance (in shares) | 2,071,559 | 664,350 | |
Weighted-Average Grant-Date Fair Value Per Share | |||
Unvested, beginning balance (in dollars per share) | $ 17.65 | ||
Granted (in dollars per share) | 12.79 | ||
Forfeited (in dollars per share) | 13.51 | ||
Unvested, ending balance (in dollars per share) | $ 14.79 | $ 17.65 |
Stock-based Compensation - St_4
Stock-based Compensation - Stock Option Plan - Fair Value Assumptions (Details) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected dividend rate | 0% | ||
Monte Carlo Simulation Model | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 years | 6 years | 4 years 9 months 18 days |
Expected volatility | 62.70% | 60.70% | 60.90% |
Risk-free interest rate | 2.10% | 0.70% | 0.80% |
Expected dividend rate | 0% | 0% | 0% |
Employee Stock Purchase Plan | 2014 ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 6 months | 6 months | 6 months |
Expected volatility | 80.50% | 47.40% | 72% |
Risk-free interest rate | 1.30% | 0.10% | 0.90% |
Expected dividend rate | 0% | 0% | 0% |
PSAs and PSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (in years) | 3 years 6 months | 10 years | |
Expected volatility | 60% | 60% | |
Risk-free interest rate | 1.80% | 1.70% | |
Expected dividend rate | 0% | 0% |
Stock-based Compensation - St_5
Stock-based Compensation - Stock Option Plan - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | $ 52,340 | $ 43,434 | $ 36,453 |
Selling, general and administrative | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | 36,595 | 28,307 | 24,199 |
Research and development | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Share-based compensation expense | $ 15,745 | $ 15,127 | $ 12,254 |
Stock-based Compensation - Unre
Stock-based Compensation - Unrecognized Compensation Cost (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2022 USD ($) | |
Unrecognized Compensation Cost | |
Stock options | $ 12,794 |
Total unrecognized compensation cost | $ 59,328 |
Weighted Average Expected Recognition Period (in years) | 2 years 1 month 6 days |
RSAs and RSUs | |
Unrecognized Compensation Cost | |
Unrecognized compensation cost, excluding options | $ 39,644 |
Weighted Average Expected Recognition Period (in years) | 2 years 3 months 18 days |
Stock options | |
Unrecognized Compensation Cost | |
Weighted Average Expected Recognition Period (in years) | 1 year 10 months 24 days |
PSAs and PSUs | |
Unrecognized Compensation Cost | |
Unrecognized compensation cost, excluding options | $ 6,890 |
Weighted Average Expected Recognition Period (in years) | 1 year 3 months 18 days |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | 1 Months Ended | 2 Months Ended | 4 Months Ended | 12 Months Ended | ||||||||
Feb. 28, 2023 | Dec. 31, 2022 | May 10, 2022 | Sep. 30, 2022 | Nov. 30, 2020 | Jan. 31, 2020 | Dec. 31, 2019 | Jan. 31, 2020 | May 10, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Class of Stock [Line Items] | ||||||||||||
Proceeds from issuance of common stock | $ 31,814,000 | $ 21,706,000 | $ 68,367,000 | |||||||||
Follow-On Offerings | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Stock issued during period, shares, new issues (in shares) | 9,200,000 | 7,500,000 | ||||||||||
Share price (in dollars per share) | $ 25 | $ 17 | $ 17 | |||||||||
Proceeds from issuance of common stock | $ 103,600,000 | |||||||||||
Over-Allotment Option | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Stock issued during period, shares, new issues (in shares) | 1,200,000 | 1,000,000 | ||||||||||
Proceeds from issuance of common stock | $ 215,900,000 | $ 15,600,000 | $ 119,200,000 | |||||||||
At The Market Offering, 2020 Plan | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Stock issued during period, shares, new issues (in shares) | 1,700,000 | |||||||||||
Proceeds from issuance of common stock | $ 31,600,000 | |||||||||||
Stock issuance sales agreement, authorized offering price, maximum | $ 125,000,000 | |||||||||||
Sale of stock, issuance costs, commission, percentage, maximum | 3% | |||||||||||
At The Market Offering, 2020 Plan | Weighted Average | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Share price | $ 18.71 | |||||||||||
At the Market Offering | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Stock issued during period, shares, new issues (in shares) | 800,000 | |||||||||||
Proceeds from issuance of common stock | $ 21,600,000 | |||||||||||
At the Market Offering | Weighted Average | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Price per share (in dollars per share) | $ 29.09 | |||||||||||
At The Market Offering, 2022 Plan | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Stock issued during period, shares, new issues (in shares) | 0 | |||||||||||
Stock issuance sales agreement, authorized offering price, maximum | $ 150,000,000 | $ 150,000,000 | ||||||||||
Sale of stock, issuance costs, commission, percentage, maximum | 3% | |||||||||||
At The Market Offering, 2022 Plan | Subsequent Event | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Stock issued during period, shares, new issues (in shares) | 0 |
Stockholders_ Equity and Stock-
Stockholders’ Equity and Stock-Based Compensation - Common Stock Equivalents Excluded from the Calculation of Earnings per Share (Details) - shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Convertible senior notes | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share (in shares) | 8,878,938 | 8,878,938 | 8,878,938 |
Outstanding common stock options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share (in shares) | 4,929,097 | 4,808,286 | 5,716,744 |
Unvested RSUs and PSUs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share (in shares) | 2,793,947 | 0 | 0 |
Unvested RSAs and PSAs | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Common stock equivalents excluded from computation of diluted net income (loss) per share (in shares) | 2,083,933 | 3,410,636 | 3,546,303 |
Fair Value Measurement - Schedu
Fair Value Measurement - Schedule of Fair Value of Financial Instruments (Details) - Recurring - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | $ 321,428 | $ 221,421 |
Total liabilities measured at fair value | 3,020 | |
U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 109,756 | |
Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 85,206 | 106,973 |
U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 4,480 | |
Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 80,946 | 87,964 |
Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 41,040 | 26,484 |
Derivative liability | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total liabilities measured at fair value | 3,020 | |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 199,442 | 106,973 |
Total liabilities measured at fair value | 0 | |
Level 1 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 109,756 | |
Level 1 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 85,206 | 106,973 |
Level 1 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 4,480 | |
Level 1 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 1 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 1 | Derivative liability | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 121,986 | 114,448 |
Total liabilities measured at fair value | 0 | |
Level 2 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 2 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 2 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 2 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 80,946 | 87,964 |
Level 2 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 41,040 | 26,484 |
Level 2 | Derivative liability | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total liabilities measured at fair value | 0 | |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Total liabilities measured at fair value | 3,020 | |
Level 3 | U.S. treasury securities | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 3 | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 3 | U.S. government agency obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | |
Level 3 | Commercial paper | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | 0 | 0 |
Level 3 | Corporate bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total assets measured at fair value | $ 0 | 0 |
Level 3 | Derivative liability | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Total liabilities measured at fair value | $ 3,020 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Changes in Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Convertible debt, fair value disclosures | $ 288,200 | $ 257,100 |
Derivative liability | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Fair value, product approval payment | 4,000 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Fair value as of December 31, 2021 | 3,020 | |
Change in fair value | 980 | |
Derecognition of derivative liability | (4,000) | |
Fair value as of December 31, 2022 | $ 0 |
Income Taxes -Income Taxes Prov
Income Taxes -Income Taxes Provision (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | |||
Federal | $ 0 | $ 0 | $ 0 |
State | 0 | 0 | 0 |
Foreign | 700 | 0 | 100 |
Total current provision | 700 | 0 | 100 |
Deferred: | |||
Federal | 0 | 0 | (1,712) |
State | 0 | 0 | (1,008) |
Foreign | 0 | 0 | 0 |
Total deferred benefit | 0 | 0 | (2,720) |
Income tax provision (benefit) | $ 700 | $ 0 | $ (2,620) |
Income Taxes - Effective Tax Ra
Income Taxes - Effective Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Tax benefit at statutory federal rate | $ (74,849) | $ (59,075) | $ (59,789) |
Research and development credits | (1,863) | (1,534) | (3,903) |
Other changes in valuation allowance | 57,582 | 57,086 | 57,883 |
Impairment loss | 14,656 | 0 | 0 |
Non-deductible executive compensation | 4,155 | 2,352 | 3,164 |
Foreign rate differential and withholding taxes | 553 | 0 | 79 |
Other | 386 | 246 | 950 |
Nondeductible/nontaxable items | 80 | 925 | (1,004) |
Income tax expense (benefit) | $ 700 | $ 0 | $ (2,620) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets | ||
NOL carryforward | $ 333,638 | $ 298,097 |
Tax credits carryforwards | 29,195 | 23,839 |
Deferred revenue | 19,051 | 19,325 |
Capitalized research and experimental expense | 18,690 | 0 |
Stock-based compensation | 12,655 | 9,368 |
Lease liabilities | 9,979 | 10,667 |
Intangible assets | 6,510 | 0 |
Accrued expenses and other liabilities | 4,750 | 3,819 |
Interest limitation | 3,486 | 1,095 |
Property and equipment, net | 1,171 | 1,341 |
Other | 26 | 25 |
Total deferred tax assets | 439,151 | 367,576 |
Less: valuation allowance | (427,507) | (355,589) |
Deferred tax assets, net of valuation allowance | 11,644 | 11,987 |
Lease right-of-use assets | (11,644) | (10,780) |
Intangible assets | 0 | (1,207) |
Total deferred tax liabilities | (11,644) | (11,987) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | Jan. 01, 2021 | |
Income Tax Contingency [Line Items] | ||||
Increase in valuation allowance | $ 71,900,000 | $ 88,300,000 | ||
Liability for uncertain tax positions | 0 | |||
Accounting Standards Update 2020-06 | Cumulative Effect, Period of Adoption, Adjustment | ||||
Income Tax Contingency [Line Items] | ||||
Decrease in additional paid in capital | $ 23,800,000 | 23,800,000 | $ 108,500,000 | |
HintMD | ||||
Income Tax Contingency [Line Items] | ||||
Business combination, provisional information, initial accounting incomplete, adjustment, deferred tax liability | $ (2,700,000) | $ (2,700,000) | ||
Orphan Drug Credit Carryforward | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforwards | 10,000,000 | |||
Federal | ||||
Income Tax Contingency [Line Items] | ||||
NOL carryforwards | 1,400,000,000 | |||
Federal | Tax Year 2017 | ||||
Income Tax Contingency [Line Items] | ||||
NOL carryforwards | 860,400,000 | |||
Federal | Research and Development Tax Credits | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforwards | 11,900,000 | |||
California | ||||
Income Tax Contingency [Line Items] | ||||
NOL carryforwards | 481,100,000 | |||
California | Research and Development Tax Credits | ||||
Income Tax Contingency [Line Items] | ||||
Tax credit carryforwards | 9,300,000 | |||
Other States | ||||
Income Tax Contingency [Line Items] | ||||
NOL carryforwards | $ 298,300,000 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance at the beginning of the period | $ 7,754 | $ 7,166 | $ 5,698 |
Additions for current year positions | 1,039 | 588 | 1,233 |
Additions for prior years positions | 916 | 0 | 235 |
Balance at the end of the period | $ 9,709 | $ 7,754 | $ 7,166 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2021 co-defendant | Jan. 31, 2020 shares | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 30, 2022 patent | Dec. 31, 2020 USD ($) | |
Loss Contingencies [Line Items] | ||||||
2023 | $ 30,000,000 | |||||
2024 | $ 30,000,000 | |||||
Indemnification liability recorded during the period | $ 0 | $ 0 | ||||
Number of co-defendants | co-defendant | 1 | |||||
Number of additional patents added to the infringement claims | patent | 3 | |||||
Litigation liability | $ 0 | $ 0 | ||||
Teoxane Agreement | ||||||
Loss Contingencies [Line Items] | ||||||
Issuance of common stock in connection with the Teoxane Agreement (in shares) | shares | 2,500,000 | |||||
Collaborative agreement, contractual period | 10 years | |||||
Collaborative agreement, extended contractual period | 2 years | |||||
2023 | $ 40,000,000 | |||||
2024 | 52,000,000 | |||||
Minimum expenditures related to commercialization 2023 | 34,000,000 | |||||
Minimum expenditures related to commercialization 2024 | 36,000,000 | |||||
Botulinum Toxin Research Associates, Inc. | ||||||
Loss Contingencies [Line Items] | ||||||
Accrued milestone obligations | $ 15,500,000 |
Segment Information - Reconcili
Segment Information - Reconciliation of Segment Revenue to Consolidated Revenue (Details) | 12 Months Ended | ||
Dec. 31, 2022 USD ($) segment | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 2 | ||
Total revenue | $ 132,565,000 | $ 77,798,000 | $ 15,325,000 |
Product Segment | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 125,575,000 | 76,475,000 | 14,908,000 |
Service Segment | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 6,990,000 | 1,323,000 | 417,000 |
Intersegment Eliminations | Service Segment | |||
Segment Reporting Information [Line Items] | |||
Total revenue | $ 1,500,000 | $ 1,200,000 | $ 0 |
Segment Information - Reconci_2
Segment Information - Reconciliation of Segment Loss from Operations to Consolidated Loss from Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | |||
Total loss from operations | $ (341,958) | $ (274,676) | $ (273,162) |
Impairment | 69,789 | ||
Corporate and other expenses | |||
Segment Reporting Information [Line Items] | |||
Total loss from operations | (145,783) | (121,962) | (106,975) |
Product Segment | |||
Segment Reporting Information [Line Items] | |||
Impairment | 0 | ||
Product Segment | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total loss from operations | (103,989) | (135,950) | (160,031) |
Service Segment | |||
Segment Reporting Information [Line Items] | |||
Impairment | 69,789 | ||
Service Segment | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Total loss from operations | $ (92,186) | $ (16,764) | $ (6,156) |
Subsequent Event (Details)
Subsequent Event (Details) $ in Millions | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2023 USD ($) ft² shares | Dec. 31, 2022 shares | Jul. 31, 2021 USD ($) ft² | |
Subsequent Event [Line Items] | |||
Shares underlying stock options granted (in shares) | 554,697 | ||
Nashville Lease - Expansion Premises | |||
Subsequent Event [Line Items] | |||
Area of land | ft² | 30,591 | ||
Lessee, operating lease, lease not yet commenced, amount | $ | $ 16 | ||
Subsequent Event | Nashville Lease - Expansion Premises | |||
Subsequent Event [Line Items] | |||
Area of land | ft² | 17,248 | ||
Lessee, operating lease, lease not yet commenced, amount | $ | $ 6.9 | ||
2014 Equity Incentive Plan | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Shares underlying stock options granted (in shares) | 100,000 | ||
2014 Equity Incentive Plan | Restricted Stock Units (RSUs) | |||
Subsequent Event [Line Items] | |||
Shares granted under restricted stock awards (in shares) | 1,571,070 | ||
2014 Equity Incentive Plan | Restricted Stock Units (RSUs) | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Shares granted under restricted stock awards (in shares) | 1,000,000 | ||
2014 Equity Incentive Plan | Phantom Share Units (PSUs) | Subsequent Event | |||
Subsequent Event [Line Items] | |||
Shares granted under restricted stock awards (in shares) | 900,000 |