Revance Therapeutics (RVNC) 10-Q 7 Nov 24 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2024	Oct. 31, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
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 Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		104,902,388
Entity Central Index Key	0001479290
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
CURRENT ASSETS
Cash and cash equivalents	$ 58,585	$ 137,329
Restricted cash, current	465	550
Short-term investments	125,491	116,586
Accounts receivable, net	48,263	27,660
Inventories	85,213	45,579
Prepaid expenses and other current assets	9,935	9,308
Current assets of discontinued operations	1,735	1,853
Total current assets	329,687	338,865
Property and equipment, net	15,897	17,225
Intangible assets, net	7,634	9,270
Operating lease right-of-use assets	47,996	53,167
Finance lease right-of-use asset	13,100	19,815
Restricted cash, non-current	5,564	5,995
Finance lease prepaid expense	41,514	32,383
Other non-current assets	172	321
Non-current assets of discontinued operations	0	1,413
TOTAL ASSETS	461,564	478,454
CURRENT LIABILITIES
Accounts payable	12,335	13,554
Accruals and other current liabilities	34,022	52,863
Deferred revenue, current	6,329	10,737
Operating lease liabilities, current	6,372	5,703
Finance lease liability, current	10,841	2,651
Debt, current	10,150	2,500
Current liabilities of discontinued operations	0	1,216
Total current liabilities	80,049	89,224
Debt, non-current	421,041	426,595
Deferred revenue, non-current	85,550	70,419
Operating lease liabilities, non-current	35,043	40,985
Other non-current liabilities	2,911	2,835
TOTAL LIABILITIES	624,594	630,058
Commitments and Contingencies (Note 13)
STOCKHOLDERS’ DEFICIT
Preferred stock, par value $0.001 per share — 5,000,000 shares authorized, and no shares issued and outstanding as of September 30, 2024 and December 31, 2023	0	0
Common stock, par value $0.001 per share — 190,000,000 shares authorized as of September 30, 2024 and December 31, 2023; 104,895,611 and 87,962,765 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively	105	88
Additional paid-in capital	2,043,893	1,926,654
Accumulated other comprehensive gain	72	14
Accumulated deficit	(2,207,100)	(2,078,360)
TOTAL STOCKHOLDERS’ DEFICIT	(163,030)	(151,604)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$ 461,564	$ 478,454

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
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)	104,895,611	87,962,765
Common stock, shares outstanding (in shares)	104,895,611	87,962,765

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenue:
Total revenue, net	$ 59,879	$ 54,112	$ 177,204	$ 154,299
Operating expenses:
Selling, general and administrative	62,578	65,791	197,314	202,523
Research and development	11,379	8,688	41,674	43,844
Amortization	545	374	1,636	1,636
Total operating expenses	92,135	91,674	290,803	294,918
Loss from continuing operations	(32,256)	(37,562)	(113,599)	(140,619)
Interest income	2,631	3,733	8,806	9,851
Interest expense	(6,732)	(5,093)	(17,667)	(13,958)
Other expense, net	(258)	(223)	(1,149)	(1,056)
Loss from continuing operations before income taxes	(36,615)	(39,145)	(123,609)	(145,782)
Income tax provision	(1,500)	(300)	(1,500)	(300)
Net loss from continuing operations	(38,115)	(39,445)	(125,109)	(146,082)
Net loss from discontinued operations	0	(101,731)	(3,631)	(122,205)
Total net loss	(38,115)	(141,176)	(128,740)	(268,287)
Unrealized gain	98	48	58	361
Comprehensive loss	$ (38,017)	$ (141,128)	$ (128,682)	$ (267,926)
Basic and diluted net loss per share:
Basic net loss Continuing operations (in dollars per share)	$ (0.37)	$ (0.46)	$ (1.25)	$ (1.74)
Diluted net loss Continuing operations (in dollars per share)	(0.37)	(0.46)	(1.25)	(1.74)
Basic net loss Discontinued operations (in dollars per share)	0	(1.17)	(0.04)	(1.46)
Diluted net loss Discontinued operations (in dollars per share)	0	(1.17)	(0.04)	(1.46)
Total net loss per basic (in dollars per share)	(0.37)	(1.63)	(1.29)	(3.20)
Total net loss per diluted (in dollars per share)	$ (0.37)	$ (1.63)	$ (1.29)	$ (3.20)
Basic weighted-average number of shares used in computing net loss per share (in shares)	104,212,891	86,613,425	100,016,088	83,816,577
Diluted weighted-average number of shares used in computing net loss per share (in shares)	104,212,891	86,613,425	100,016,088	83,816,577
Product revenue, net
Revenue:
Total revenue, net	$ 58,827	$ 54,109	$ 175,874	$ 154,160
Operating expenses:
Cost of product revenue (exclusive of amortization)	17,633	16,821	50,179	46,915
Collaboration revenue
Revenue:
Total revenue, net	$ 1,052	$ 3	$ 1,330	$ 139

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders’ Equity (Deficit) - USD ($) $ in Thousands	Total	Preferred Stock	Common Stock	Common Stock Follow on Offering	Common Stock At the Market Offering	Additional Paid-In Capital	Additional Paid-In Capital At the Market Offering	Other Accumulated Comprehensive Gain (Loss)	Accumulated Deficit
Beginning Balance (in shares) at Dec. 31, 2022			82,385,810
Beginning Balance at Dec. 31, 2022		$ 0	$ 82			$ 1,767,266		$ (374)	$ (1,754,374)
Preferred Stock, Beginning Balance (in shares) at Dec. 31, 2022		0
Preferred Stock, Ending Balance (in shares) at Sep. 30, 2023		0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (in shares)					3,223,767
Issuance of common stock value					$ 3		$ 99,956
Issuance of common stock related to stock awards, net of cancellation (in shares)			1,689,456
Issuance of common stock related to stock awards, net of cancellation			$ 2			(2)
Issuance of common stock relating to employee stock purchase plan (in shares)			157,313
Issuance of common stock relating to employee stock purchase plan						2,455
Issuance of common stock upon exercise of stock options (in shares)			694,300
Issuance of common stock upon exercise of stock options			$ 1			11,573
Shares withheld related to net settlement of restricted stock awards (in shares)			(337,331)
Shares withheld related to net settlement of stock awards						(8,068)
Stock-based compensation						43,175
Other						30
Unrealized gain	$ 361							361
Total net loss	$ (268,287)								(268,287)
Ending Balance (in shares) at Sep. 30, 2023	87,813,315		87,813,315
Ending Balance at Sep. 30, 2023	$ (106,201)	$ 0	$ 88			1,916,385		(13)	(2,022,661)
Beginning Balance (in shares) at Dec. 31, 2022			82,385,810
Beginning Balance at Dec. 31, 2022		$ 0	$ 82			1,767,266		(374)	(1,754,374)
Preferred Stock, Beginning Balance (in shares) at Dec. 31, 2022		0
Preferred Stock, Ending Balance (in shares) at Dec. 31, 2023	0	0
Ending Balance (in shares) at Dec. 31, 2023	87,962,765		87,962,765
Ending Balance at Dec. 31, 2023	$ (151,604)	$ 0	$ 88			1,926,654		14	(2,078,360)
Beginning Balance (in shares) at Jun. 30, 2023			87,949,987
Beginning Balance at Jun. 30, 2023		$ 0	$ 88			1,908,244		(61)	(1,881,485)
Preferred Stock, Beginning Balance (in shares) at Jun. 30, 2023		0
Preferred Stock, Ending Balance (in shares) at Sep. 30, 2023		0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock related to stock awards, net of cancellation (in shares)			40,639
Issuance of common stock upon exercise of stock options (in shares)			23,076
Issuance of common stock upon exercise of stock options						58
Shares withheld related to net settlement of restricted stock awards (in shares)			(200,387)
Shares withheld related to net settlement of stock awards						(3,774)
Stock-based compensation						11,857
Other						0
Unrealized gain	48							48
Total net loss	$ (141,176)								(141,176)
Ending Balance (in shares) at Sep. 30, 2023	87,813,315		87,813,315
Ending Balance at Sep. 30, 2023	$ (106,201)	$ 0	$ 88			1,916,385		(13)	(2,022,661)
Beginning Balance (in shares) at Dec. 31, 2023	87,962,765		87,962,765
Beginning Balance at Dec. 31, 2023	$ (151,604)	$ 0	$ 88			1,926,654		14	(2,078,360)
Preferred Stock, Beginning Balance (in shares) at Dec. 31, 2023	0	0
Preferred Stock, Ending Balance (in shares) at Sep. 30, 2024	0	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (in shares)				16,000,000
Issuance of common stock value				$ 16
Issuance of common stock in connection with follow-on offering, net of underwriting discounts and offering costs						97,103
Issuance of common stock related to stock awards, net of cancellation (in shares)			755,906
Issuance of common stock related to stock awards, net of cancellation			$ 1			(1)
Issuance of common stock relating to employee stock purchase plan (in shares)			240,272
Issuance of common stock relating to employee stock purchase plan						525
Issuance of common stock upon exercise of stock options (in shares)			22,292
Issuance of common stock upon exercise of stock options						57
Shares withheld related to net settlement of restricted stock awards (in shares)			(85,624)
Shares withheld related to net settlement of stock awards						(534)
Stock-based compensation						20,089
Other						0
Unrealized gain	$ 58							58
Total net loss	$ (128,740)								(128,740)
Ending Balance (in shares) at Sep. 30, 2024	104,895,611		104,895,611
Ending Balance at Sep. 30, 2024	$ (163,030)	$ 0	$ 105			2,043,893		72	(2,207,100)
Beginning Balance (in shares) at Jun. 30, 2024			104,810,881
Beginning Balance at Jun. 30, 2024		$ 0	$ 105			2,039,168		(26)	(2,168,985)
Preferred Stock, Beginning Balance (in shares) at Jun. 30, 2024		0
Preferred Stock, Ending Balance (in shares) at Sep. 30, 2024	0	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock related to stock awards, net of cancellation (in shares)			98,306
Issuance of common stock upon exercise of stock options (in shares)			1,769
Issuance of common stock upon exercise of stock options						5
Shares withheld related to net settlement of restricted stock awards (in shares)			(15,345)
Shares withheld related to net settlement of stock awards						(92)
Stock-based compensation						4,812
Other						0
Unrealized gain	$ 98							98
Total net loss	$ (38,115)								(38,115)
Ending Balance (in shares) at Sep. 30, 2024	104,895,611		104,895,611
Ending Balance at Sep. 30, 2024	$ (163,030)	$ 0	$ 105			$ 2,043,893		$ 72	$ (2,207,100)

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands		3 Months Ended		9 Months Ended		12 Months Ended
		Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES
Total net loss		$ (38,115)	$ (141,176)	$ (128,740)	$ (268,287)
Adjustments to reconcile total net loss to net cash used in operating activities:
Stock-based compensation				19,367	38,968
Depreciation and amortization				4,662	9,956
Amortization of debt discount, issuance costs, and exit fee				3,516	1,639
Amortization of discount on investments				(5,000)	(5,134)
Amortization of finance lease right-of-use asset				0	2,318
Goodwill and intangible asset impairment				0	93,182
Other non-cash operating activities				1,004	572
Changes in operating assets and liabilities:
Accounts receivable				(20,586)	(14,075)
Inventories				(10,297)	(18,068)
Prepaid expenses and other current assets				(526)	(12,015)
Lease right-of-use assets				(16,429)	(39,368)
Other non-current assets				(2)	1,000
Accounts payable				(2,283)	(127)
Accruals and other liabilities				(20,110)	(6,289)
Deferred revenue				10,723	4,242
Lease liabilities				16,468	36,292
Other non-current liabilities				76	1,350
Net cash used in operating activities				(148,157)	(173,844)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investments				(227,022)	(179,922)
Finance lease prepayments				(9,131)	(3,383)
Purchases of property and equipment				(2,243)	(5,107)
Proceeds from maturities of investments				223,091	295,782
Net cash provided by (used in) investing activities				(15,305)	107,370
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock in connection with follow-on offering, net of underwriting discounts				97,626	0
Proceeds from the exercise of stock options and employee stock purchase plan				582	14,028
Principal payments on finance lease obligations				(12,572)	(15,513)
Payment of debt principal and exit fee				(1,269)	0
Taxes paid related to net settlement of stock awards				(534)	(8,068)
Payment of offering costs				(506)	(849)
Proceeds from issuance of common stock in connection with ATM, net of commissions				0	100,183
Proceeds from issuance of notes payable, net of debt discount				0	48,415
Net cash provided by financing activities				83,327	138,196
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH				(80,135)	71,722
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — Beginning of period	[1]			144,749	115,017	$ 115,017
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH — End of period	[1]	$ 64,614	$ 186,739	$ 64,614	$ 186,739	$ 144,749
[1]Cash, cash equivalents, and restricted cash included $0.9 million of restricted cash classified as non-current assets of discontinued operations as of December 31, 2023 on condensed consolidated balance sheets.

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (Parenthetical) - Fintech Platform - Discontinued Operations, Disposed of by Means Other than Sale, Spinoff $ in Thousands	Sep. 30, 2024 USD ($)
Restricted cash, non-current	$ 0
Disposal group, including discontinued operation, restricted cash, current	$ 900

The Company and Summary of Sign

The Company and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Company and Summary of Significant Accounting Policies	The Company and Summary of Significant Accounting Policies Overview Revance is a biotechnology company focused on developing and commercializing innovative aesthetic and therapeutic offerings. Revance’s portfolio includes DAXXIFY ® (DaxibotulinumtoxinA-lanm) for injection and the RHA ® Collection of dermal fillers in the U.S. Revance has also partnered with Viatris to develop a biosimilar to onabotulinumtoxinA for injection and Fosun to commercialize DAXXIFY ® in China. Liquidity and Going Concern We are not profitable and have incurred losses in each year since our inception. For the three and nine months ended September 30, 2024, we had a total net loss of $38.1 million and $128.7 million, respectively. As of September 30, 2024, we had an accumulated deficit of $2.2 billion. Although we generate revenue from the sale of our Products, we expect to continue to incur operating losses for the foreseeable future. As of September 30, 2024, we had a working capital surplus of $249.6 million and capital resources of $184.1 million consisting of cash, cash equivalents, and short-term investments. To date, we have funded our operations primarily through the sale of common stock, convertible senior notes, sales of Products, proceeds from notes issued pursuant to the Note Purchase Agreement, and payments received from collaboration arrangements. We also have a remaining capacity to sell up to $47.2 million of our common stock under the 2022 ATM Agreement as of September 30, 2024. In accordance with ASC 205-40, Presentation of Financial Statements – Going Concern , we are required to evaluate whether there are conditions and events, considered in the aggregate, that raise substantial doubt about our ability to continue as a going concern for at least 12 months from the issuance date of our financial statements. Our forecasted liquidity is based on our current operating plan and excludes any impact from the pending consummation of the Merger. Based on that plan and excluding any impact of the pending consummation of the Merger, our existing cash, cash equivalents, and short-term investments will not allow us to fund our operations for at least 12 months following the filing of this Report. Also, we are required to maintain compliance with the Minimum Cash Covenant in accordance with the terms of the Note Purchase Agreement (see Note 10 ). As a result, management has concluded that there is substantial doubt about our ability to continue as a going concern. In order to mitigate the substantial doubt to continue as a going concern, we may be required to refinance our debt, conduct additional financings, restructure operations, sell assets or reduce our operating expenses. If we are unable to generate sufficient revenue to fulfill our operating plan, secure additional capital when needed or sufficiently reduce our operating expenses, we may be unable to comply with the Minimum Cash Covenant or continue to operate our business. The accompanying condensed consolidated financial statements are prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of the business. The condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classifications of liabilities that might result from the outcome of this uncertainty. Basis of Presentation and Principles of Consolidation The accompanying condensed consolidated financial statements are unaudited, and reflect all adjustments which are, in the opinion of management, of a normal recurring nature and necessary for a fair statement of the results for the interim periods presented. Our condensed consolidated balance sheet for the year ended December 31, 2023 was derived from audited consolidated financial statements, but does not include all disclosures required by U.S. GAAP. The interim results presented herein are not necessarily indicative of the results of operations that may be expected for the full fiscal year ending December 31, 2024, or any other future period. Our condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements contained in our FY2023 Form 10-K. Our condensed 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. The requirements for reporting the exit of the Fintech Platform business ( Note 3 ) as a discontinued operation were met in the first quarter of 2024. As a result, the Fintech Platform business is presented in the condensed consolidated statement of operations and condensed consolidated balance sheet as discontinued operations for all periods presented. Unless indicated otherwise, the information in the notes to the condensed consolidated financial statements relates to continuing operations. The Company operates under one reportable segment as a result of discontinuing the Service Segment. Use of Estimates & Risks and Uncertainties The preparation of the condensed 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 condensed 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 incremental borrowing rate used to measure lease liabilities, the recoverability of 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, valuation and assumptions underlying stock-based compensation and other equity instruments, and income taxes. As of the date of issuance of these condensed 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 condensed 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 condensed consolidated financial statements. Significant Accounting Policies There have been no material changes to our significant accounting policies from our FY2023 Form 10-K. Recent Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This standard requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC 280, on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim periods beginning after December 15, 2024, with early adoptions permitted. We are currently evaluating the impact of adopting ASU 2023-07. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) . ASU 2023-09 improves reporting for income taxes, primarily by requiring disclosure of specific categories in the tax rate reconciliation and providing additional annual information for reconciling items that meet a quantitative threshold. The amendments in ASU 2023-09 also require additional annual information regarding income taxes paid, as well as other additional disclosures. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024, early adoption is permitted. We are currently evaluating the effect the amendments in ASU 2023-09 will have on our tax disclosures. In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expense. This update requires entities to disaggregate operating expenses into specific categories, such as salaries and wages, depreciation, and amortization, to provide enhanced transparency into the nature and function of expenses. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, with early adoption permitted. ASU 2024-03 may be applied retrospectively or prospectively. We are currently evaluating the impact of ASU 2024-03 on our financial statement presentation and disclosures.

Pending Merger

Pending Merger	9 Months Ended
	Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]
Pending Merger	Pending Merger On August 11, 2024, the Company and the Buyer Parties entered into the Merger Agreement, pursuant to which Crown will cause Merger Sub to commence the Offer as promptly as practicable, but in no event later than fifteen business days after the date of the Merger Agreement or such other date as may be agreed to between the Company and Crown, to purchase all of our outstanding shares of common stock, par value $0.001 per share (each a “Share” and collectively, the “Shares”) at a price of $6.66 per Share, in cash, without interest and less any required tax withholding. As a result of discussions between the Company and Teoxane regarding an alleged breach of the Teoxane Agreement, the Buyer Parties extended the date by which Merger Sub was obligated to commence the tender offer for all of the Shares pursuant to the Merger Agreement. The Company and Crown agreed to extend the Offer commencement date to November 12, 2024. The Merger Agreement contemplates that, as soon as practicable following the consummation of the Offer, on the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will be merged with and into the Company, with the Company surviving as a wholly owned subsidiary of Crown. The Offer has not commenced. If the Offer commences, consummation of the Offer and closing of the Merger will remain subject to customary closing conditions, including ( i) the Minimum Condition; (ii) the absence of any order, injunction or law prohibiting the Offer or the closing of the Merger; (iii) obtaining applicable approvals under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, which approval has already been received; and (iv) the accuracy of the representations and warranties contained in the Merger Agreement, subject to customary materiality qualifications, and compliance with the covenants and agreements contained in the Merger Agreement as of the closing of the Merger. Impact on Debt Commitments 2027 Notes and Capped Call Transactions Pursuant to the 2027 Notes, i f 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 the principal amount of the 2027 Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. See Note 10 for additional information. Within the time periods required by the terms of the Indenture, we have agreed to deliver any notices (including with respect to holders’ rights to require repurchase or conversion of the convertible notes), certificates, supplemental indentures and other documents that might be required under the Indenture and take all other actions that are required under the terms of the 2027 Notes, the Indenture or under applicable law, including as a result of the transactions contemplated by the Merger Agreement, to the extent constituting a “Fundamental Change” or “Make-Whole Fundamental Change” (as such terms are defined in the Indenture). Concurrently with the 2027 Notes, we entered into capped call transactions with the option counterparties and used the net proceeds from the 2027 Notes to pay the cost of the capped call transactions. See Note 10 for additional information. Prior to the effective time of the pending Merger, we have agreed to cooperate with, and assist Crown, upon Crown’s request, in terminating our outstanding capped call confirmations (collectively, the “capped calls”) at, or as promptly as practicable following, the effective time. Prior to the effective time of the Merger, we have also agreed to reasonably cooperate with and assist Crown in connection with discussions, negotiations or agreements with the counterparties to the capped calls with respect to any determination, adjustment, cancellation, termination, exercise, settlement or computation in connection with the capped calls, including with respect to any cash amounts or shares of our common stock that may be receivable by us pursuant to the capped calls. We have further agreed to not (i) enter into any binding agreements in respect of the capped calls, (ii) agree to any amendments, modifications or other changes to the terms of the capped calls, or (iii) exercise any right we may have to terminate, or to trigger an early settlement of, any of the capped calls (other than in connection with an early conversion of any convertible notes or the occurrence of an event of default with respect to a counterparty to the capped call), in each case without the prior written consent of Crown, which shall not be unreasonably withheld or delayed. Note Purchase Agreement Pursuant to the Merger Agreement, upon the closing of the pending Merger, the Buyer Parties agreed to discharge the indebtedness under the Note Purchase Agreement.

Exit of the Fintech Platform Bu

Exit of the Fintech Platform Business	9 Months Ended
	Sep. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Exit of the Fintech Platform Business	Exit of the Fintech Platform Business In September 2023, we commenced a plan to exit the Fintech Platform business as the costs and resources required to support the Fintech Platform no longer aligned with the Company’s capital allocation priorities. The exit and restructuring activities included elimination of Fintech Platform personnel, the termination of Fintech Platform research and development activities and an elimination of outside services expenses related to the Fintech Platform. Based on such plan, substantially all payment processing activities for Fintech Platform customers ended on January 31, 2024 and we substantially completed the remaining activities to wind-down the Fintech Platform operations as of March 31, 2024. In accordance with ASC 205-20, Presentation of Financial Statements - Discontinued Operations , the substantial completion of exit of the Fintech Platform business represents a strategic shift that has a major effect on the Company’s operations and financial results. The Fintech Platform business was historically reported as the Service Segment. As a result, the results of our Fintech Platform business have been reflected as discontinued operations in our condensed consolidated financial statements. Our condensed consolidated balance sheet and condensed consolidated statement of operations and comprehensive loss includes reclassification of certain prior year figures to conform to the current period presentation. Details of assets and liabilities from discontinued operations are as follows: September 30, December 31, (in thousands) 2024 2023 Accounts receivable, net $ — $ 16 Prepaid expenses and other current assets 1,735 1,837 Total current assets of discontinued operations $ 1,735 $ 1,853 Intangible assets, net $ — $ 538 Restricted cash, non-current — 875 Total non-currents assets of discontinued operations $ — $ 1,413 Accounts payable $ — $ 255 Accruals and other current liabilities — 961 Total current liabilities of discontinued operations (1) $ — $ 1,216 (1) Amount represents severance and personnel liabilities related to the exit of the Fintech Platform business. We substantially completed the restructuring activities as of March 31, 2024. A summary of severance and personnel liabilities related to the exit of the Fintech Platform business, included within current liabilities of discontinued operations on the condensed consolidated balance sheet, is as follows: (in thousands) Balance on December 31, 2023 $ 917 Severance and other personnel costs 707 Cash payments during the period (1,624) Balance on September 30, 2024 $ — Details of loss from discontinued operations are as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Service revenue $ — $ 2,664 $ 426 $ 9,942 Operating expenses: Cost of service revenue (exclusive of amortization) — 2,592 350 9,976 Selling, general and administrative (1) — 3,303 1,950 9,966 Research and development (1) — 4,372 1,757 15,200 Goodwill impairment — 77,175 — 77,175 Intangible asset impairment — 16,007 — 16,007 Amortization — 946 — 3,823 Net loss from discontinued operations $ — $ (101,731) $ (3,631) $ (122,205) (1) The restructuring charges are included in the results of discontinued operations for the periods of our condensed consolidated financial statements presented in this Report. A summary of our restructuring charges included within our consolidated statement of operations for the three and nine months ended September 30, 2024 were as follows: (in thousands) Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 Research and development $ — $ 336 Selling, general and administrative — 371 Total restructuring charges $ — $ 707 As of September 30, 2024, we have recorded total restructuring charges of $3.6 million and impairment charges of $93.2 million in connection with the exit of the Fintech Platform business. The cash flows related to discontinued operations have not been segregated and are included in the condensed consolidated statements of cash flows. Significant non-cash activities related to discontinued operations are as follows: Nine Months Ended September 30, (in thousands) 2024 2023 Operating activities: Stock-based compensation $ (10) $ 5,620 Depreciation and amortization $ 538 $ 3,823

Revenue

Revenue	9 Months Ended
	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
Revenue	Revenue Our revenue is primarily generated from U.S. customers. Our product revenue is generated by transferring goods at a point in time and our collaboration revenue is generated over time. Product Revenue, net Our product revenue, net breakdown is summarized below: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Product: RHA ® Collection of dermal fillers $ 30,503 $ 32,133 $ 96,704 $ 94,180 DAXXIFY ® 28,324 21,976 79,170 59,980 Total product revenue, net $ 58,827 $ 54,109 $ 175,874 $ 154,160 Accounts receivable and contract liabilities from contracts with our product customers are as follows: September 30, December 31, (in thousands) 2024 2023 Accounts receivable: Accounts receivable, gross $ 35,961 $ 27,975 Allowance for doubtful accounts (1,544) (950) Total accounts receivable, net $ 34,417 $ 27,025 Contract liabilities: Deferred revenue, current $ 383 $ 884 Total contract liabilities, current $ 383 $ 884 Collaboration Revenue Viatris Agreement Agreement Terms We entered into the Viatris Agreement in February 2018, pursuant to which we are collaborating with Viatris exclusively, in the Viatris Territory, 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 September 30, 2024, 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 estimated the transaction price for the Viatris Agreement using the most likely amount method within the scope of ASC 606. 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. At the end of each 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. 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 September 30, 2024, the transaction price allocated to the unfulfilled performance obligations was $30.0 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 has an estimated accounting program end date of 2030. It is possible that this period will change and is assessed at each reporting date. ASC Topic 606, Revenue from Contracts with Customers (ASC 606) requires that an entity include a constraint on the amount of variable consideration included in the transaction price. Variable consideration is considered “constrained” if there is a potential for significant reversal of cumulative revenue recognized. As part of the constraint evaluation, we considered numerous factors, including a shift in certain responsibilities between the two parties which would result in changes to the net cost sharing payments and the total project budget, for which outcomes are difficult to predict as of the date of this Report. We will continue to evaluate the variable transaction price and related revenue recognition in each reporting period and as the above uncertainties are resolved or other changes in circumstances occur. For the three and nine months ended September 30, 2024, we recognized revenue related to development services under the Viatris Agreement of $1.0 million and $1.3 million, respectively. For the three and nine months ended September 30, 2023, no collaboration revenue is recognized from the biosimilar program. 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 DaxibotulinumtoxinA for Injection in the Fosun Territory and certain sublicense rights. As of September 30, 2024, Fosun has paid us non-refundable upfront and other payments totaling $41.0 million before foreign withholding taxes. Upon China’s NMPA approval of DAXXIFY ® for the improvement of glabellar lines in September 2024, Fosun was obligated to pay us a milestone payment of $13.5 million, net of $1.5 million foreign withholding taxes, which we received in October 2024. We are also eligible to receive (i) additional remaining contingent payments of up to $204.5 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 September 30, 2024, the transaction price allocated to unfulfilled performance obligation is $56.0 million. For the three and nine months ended September 30, 2024, no revenue was recognized from the Fosun License Agreement. For the three and nine months ended September 30, 2023, we recognized revenue of less than $0.1 million and $0.1 million, respectively, related to the Fosun License Agreement. We will recognize revenue on the single performance obligation as control of DAXXIFY ® is supplied to Fosun. Upon commencement of the transfer of control, revenue will be recognized in a pattern consistent with estimated deliveries of DAXXIFY ® through the term of the arrangement, which is estimated to extend through 2040. It is possible that this period will change and is assessed at each reporting date. Accounts receivable and contract liabilities from contracts with our collaboration customers are as follows: September 30, December 31, (in thousands) 2024 2023 Accounts receivable: Accounts receivable, net — Viatris $ 346 $ 631 Accounts receivable, net — Fosun 13,500 4 Total accounts receivable, net $ 13,846 $ 635 Contract liabilities: Deferred revenue, current — Viatris $ 5,723 $ 9,853 Deferred revenue, current — Fosun 223 — Total contract liabilities, current $ 5,946 $ 9,853 Deferred revenue, non-current — Viatris $ 29,798 $ 29,444 Deferred revenue, non-current — Fosun 55,752 40,975 Total contract liabilities, non-current $ 85,550 $ 70,419 Changes in our contract liabilities from contracts with our collaboration revenue customers for the nine months ended September 30, 2024 are as follows: (in thousands) Balance on December 31, 2023 $ 80,272 Revenue recognized (1,330) Billings and adjustments, net 12,554 Balance on September 30, 2024 $ 91,496

Cash Equivalents and Short-Term

Cash Equivalents and Short-Term Investments	9 Months Ended
	Sep. 30, 2024
Investments, Debt and Equity Securities [Abstract]
Cash Equivalents and Short-Term Investments	Cash Equivalents and Short-Term Investments The following table is a summary of our cash equivalents and short-term investments: September 30, 2024 December 31, 2023 in thousands Adjusted Cost Unrealized Gain Fair Value Adjusted Cost Unrealized Gain Unrealized Loss Fair Value U.S. treasury securities $ 70,872 $ 54 $ 70,926 $ 133,168 $ 30 $ — $ 133,198 Commercial paper 44,790 5 44,795 49,433 — (15) 49,418 Money market funds 45,251 — 45,251 39,280 — — 39,280 U.S. government agency obligations 13,744 13 13,757 3,961 — (1) 3,960 Total cash equivalents and available-for-sale securities $ 174,657 $ 72 $ 174,729 $ 225,842 $ 30 $ (16) $ 225,856 Classified as: Cash equivalents $ 49,238 $ 109,270 Short-term investments 125,491 116,586 Total cash equivalents and available-for-sale securities $ 174,729 $ 225,856 As of September 30, 2024 and December 31, 2023, all of our cash equivalents and short-term investments were available-for-sale and had contractual maturities of less than one-year. There were no other-than-temporary impairments on such securities.

Intangible Assets, net

Intangible Assets, net	9 Months Ended
	Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets, net	Intangible Assets, net The following table sets forth the major categories of intangible assets and the weighted-average remaining useful lives for those assets that are not already fully amortized or impaired: September 30, 2024 (in thousands, except for in years) Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Net Carrying Amount Distribution rights 3.5 $ 32,334 $ (24,700) $ 7,634 Total intangible assets $ 32,334 $ (24,700) $ 7,634 December 31, 2023 (in thousands, except for in years) Weighted-average Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Accumulated Impairment Net Carrying Amount Distribution rights 4.3 $ 32,334 $ (23,064) $ — $ 9,270 Internally developed technology (1) 1.5 8,918 (4,408) (3,972) 538 (1) Acquired developed technology 0.0 16,200 (6,525) (9,675) — Customer relationships 0.0 10,300 (7,940) (2,360) — Total intangible assets $ 67,752 $ (41,937) $ (16,007) $ 9,808 (1) During the three months ended March 31, 2024, we reclassified the $0.5 million net carrying amount of internally developed technology to “Non-current assets of discontinued operations” in connection with the discontinued operations presentation. Amortization expense of the intangible assets in the table above were recorded on the condensed consolidated statements of operations and comprehensive loss based on the function of the associated asset. The detail breakdown of the amortization expenses on the condensed consolidated statements of operations and comprehensive loss were summarized as below: Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 (in thousands) Amortization of Intangible Assets (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Amortization of Intangible Assets (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Amortization $ 545 $ — $ 545 $ 1,636 $ — $ 1,636 Selling, general and administrative — — — 528 (528) — Research and development — — — 10 (10) — Total amortization expense $ 545 $ — $ 545 $ 2,174 $ (538) $ 1,636 Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 (in thousands) Amortization of Intangible Assets (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Amortization of Intangible Assets (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Amortization $ 1,491 $ (946) $ 545 $ 5,459 $ (3,823) $ 1,636 Selling, general and administrative 464 (430) 34 2,998 (1,717) 1,281 Total amortization expense $ 1,955 $ (1,376) $ 579 $ 8,457 $ (5,540) $ 2,917 (1) Amount represents the amortization expense before the impact of reclassification for the discontinued operation presentation in the condensed consolidated statements of operations and comprehensive loss. (2) Amount represents the reclassification for the current and prior periods for the discontinued operation presentation in the condensed consolidated statements of operations and comprehensive loss. Based on the amount of intangible assets as of September 30, 2024, the expected amortization expense for each of the next five fiscal years was as follows: Year Ending December 31, (in thousands) 2024 remaining three months $ 546 2025 2,181 2026 2,181 2027 2,181 2028 545 2029 and thereafter — Total $ 7,634

Inventories

Inventories	9 Months Ended
	Sep. 30, 2024
Inventory Disclosure [Abstract]
Inventories	Inventories Inventories consist of the following: September 30, December 31, (in thousands) 2024 2023 Raw materials $ 3,725 $ 3,938 Work in process 44,077 17,418 Finished goods 37,411 24,223 Total inventories $ 85,213 $ 45,579

Accruals and other current liab

Accruals and other current liabilities	9 Months Ended
	Sep. 30, 2024
Payables and Accruals [Abstract]
Accruals and other current liabilities	Accruals and other current liabilities Accruals and other current liabilities consists of the following: September 30, December 31, (in thousands) 2024 2023 Accruals related to: Compensation (1) $ 10,372 $ 30,267 Selling, general and administrative 9,546 9,019 Research and development 5,916 5,173 Inventories 5,056 1,478 Royalty 1,319 1,919 Interest expense 590 1,919 Other current liabilities (1) 1,223 3,088 Total accruals and other current liabilities $ 34,022 $ 52,863 (1)

Leases

Leases	9 Months Ended
	Sep. 30, 2024
Leases [Abstract]
Leases	Leases Finance Lease 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. 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 condensed consolidated balance sheets. In February 2024, we entered into the second amendment to the ABPS Services Agreement, which extended the term of the ABPS Service Agreement through December 31, 2027, and modified our remedies with respect to conforming products and delays. In April 2024, we entered into a statement of work under the ABPS Service Agreement, and our minimum purchase obligation was established as $25.1 million for the year ending December 31, 2024 with lease term through December 31, 2024. The minimum purchase obligation is subject to reduction based on ABPS’ actual manufacturing output. 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 terms. Our lease contracts do not contain termination options, residual value guarantees or restrictive covenants. Operating Lease Sublease Income In May 2024, we entered into a sublease agreement pursuant to which we subleased a portion of our office space in Nashville, TN. The term of the sublease is from June 2024 to December 2034, with no options to extend. The total undiscounted payments to be received under the sublease total $5.2 million, excluding variable lease income. The sublease is accounted for as an operating lease with the corresponding income classified within “Other expense, net” on our condensed consolidated statement of operations and comprehensive loss. Our finance and operating lease costs are summarized as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Finance lease: Amortization of finance lease right-of-use asset (1) $ 13,100 $ 3,297 $ 28,315 $ 6,965 Interest on finance lease liability 219 270 673 1,278 Variable lease cost (2) 12 62 173 436 Total finance lease costs 13,331 3,629 29,161 8,679 Operating leases: Operating lease cost 2,766 3,138 8,308 9,657 Variable lease cost (3) 668 534 2,031 1,589 Sublease income (124) — (165) — Total operating lease costs 3,310 3,672 10,174 11,246 Total lease cost $ 16,641 $ 7,301 $ 39,335 $ 19,925 (1) Amortization of the finance lease right-of-use asset started to be capitalized into inventories on the condensed consolidated balance sheets in the second quarter of 2023, as a result of the FDA approval of the PAS of the ABPS manufacturing facility. (2) Variable finance lease cost includes validation, qualification, materials, and other related services which are not included in the lease liabilities and are expensed as incurred. (3) Variable operating lease cost includes management fees, common area maintenance, property taxes, insurance and parking fees, which are not included in the lease liabilities and are expensed as incurred. As of September 30, 2024, we have $3.2 million of accounts payable related to the fill-and-finish line lease under the ABPS Service Agreement. Additionally, we have maturities of our lease liabilities as follows: (in thousands) Finance Lease Operating Leases Year Ending December 31, 2024 remaining three months $ 7,799 $ 1,780 2025 3,178 10,854 2026 — 11,185 2027 — 4,536 2028 — 4,021 2029 and thereafter — 24,565 Total lease payments 10,977 56,941 Less imputed interest (136) (15,526) Present value of lease payments $ 10,841 $ 41,415 Our lease contracts do not provide readily determinable implicit rates, as such, we used the estimated incremental borrowing rate based on the information available at the adoption, commencement, or remeasurement date. As of September 30, 2024, weighted-average remaining lease terms and discount rates are as follows: Finance Lease Operating Leases Weighted-average remaining lease term (years) 0.3 7.7 Weighted-average discount rate 10.0 % 10.0 % Supplemental cash flow information related to the leases was as follows: Nine Months Ended September 30, (in thousands) 2024 2023 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 7,851 $ 6,264 Operating cash flows from finance lease $ 532 $ 1,280 Financing cash flows from finance lease $ 12,572 $ 15,513 Right-of-use assets obtained in exchange for lease liabilities Finance lease $ 21,600 $ 23,781 Operating leases $ — $ 22,694 Lease Not Yet Commenced PCI Supply Agreement In April 2021, we entered into the PCI Supply Agreement pursuant to which PCI would serve as a non-exclusive manufacturer and supplier of DAXXIFY ® . The initial term of the PCI 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 PCI Supply Agreement. The term of the PCI Supply Agreement may also be extended for one additional three-year term upon mutual agreement of the parties. The PCI Supply Agreement contains a lease related to a dedicated fill-and-finish line and closely related assets for manufacturing of products 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 September 30, 2024. 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 PCI 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 PCI Supply Agreement. As of September 30, 2024, we have made prepayments of $41.5 million to PCI which is recorded within “Finance lease prepaid expense” in the condensed consolidated balance sheets. Based on our best estimate as of September 30, 2024, our remaining minimum commitment under the PCI Supply Agreement is $10.0 million for 2024, $14.4 million for 2025, $19.2 million for 2026, $25.8 million for 2027, $29.5 million for 2028, and $134.5 million for 2029 and thereafter in aggregate.
Leases	Leases Finance Lease 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. 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 condensed consolidated balance sheets. In February 2024, we entered into the second amendment to the ABPS Services Agreement, which extended the term of the ABPS Service Agreement through December 31, 2027, and modified our remedies with respect to conforming products and delays. In April 2024, we entered into a statement of work under the ABPS Service Agreement, and our minimum purchase obligation was established as $25.1 million for the year ending December 31, 2024 with lease term through December 31, 2024. The minimum purchase obligation is subject to reduction based on ABPS’ actual manufacturing output. 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 terms. Our lease contracts do not contain termination options, residual value guarantees or restrictive covenants. Operating Lease Sublease Income In May 2024, we entered into a sublease agreement pursuant to which we subleased a portion of our office space in Nashville, TN. The term of the sublease is from June 2024 to December 2034, with no options to extend. The total undiscounted payments to be received under the sublease total $5.2 million, excluding variable lease income. The sublease is accounted for as an operating lease with the corresponding income classified within “Other expense, net” on our condensed consolidated statement of operations and comprehensive loss. Our finance and operating lease costs are summarized as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Finance lease: Amortization of finance lease right-of-use asset (1) $ 13,100 $ 3,297 $ 28,315 $ 6,965 Interest on finance lease liability 219 270 673 1,278 Variable lease cost (2) 12 62 173 436 Total finance lease costs 13,331 3,629 29,161 8,679 Operating leases: Operating lease cost 2,766 3,138 8,308 9,657 Variable lease cost (3) 668 534 2,031 1,589 Sublease income (124) — (165) — Total operating lease costs 3,310 3,672 10,174 11,246 Total lease cost $ 16,641 $ 7,301 $ 39,335 $ 19,925 (1) Amortization of the finance lease right-of-use asset started to be capitalized into inventories on the condensed consolidated balance sheets in the second quarter of 2023, as a result of the FDA approval of the PAS of the ABPS manufacturing facility. (2) Variable finance lease cost includes validation, qualification, materials, and other related services which are not included in the lease liabilities and are expensed as incurred. (3) Variable operating lease cost includes management fees, common area maintenance, property taxes, insurance and parking fees, which are not included in the lease liabilities and are expensed as incurred. As of September 30, 2024, we have $3.2 million of accounts payable related to the fill-and-finish line lease under the ABPS Service Agreement. Additionally, we have maturities of our lease liabilities as follows: (in thousands) Finance Lease Operating Leases Year Ending December 31, 2024 remaining three months $ 7,799 $ 1,780 2025 3,178 10,854 2026 — 11,185 2027 — 4,536 2028 — 4,021 2029 and thereafter — 24,565 Total lease payments 10,977 56,941 Less imputed interest (136) (15,526) Present value of lease payments $ 10,841 $ 41,415 Our lease contracts do not provide readily determinable implicit rates, as such, we used the estimated incremental borrowing rate based on the information available at the adoption, commencement, or remeasurement date. As of September 30, 2024, weighted-average remaining lease terms and discount rates are as follows: Finance Lease Operating Leases Weighted-average remaining lease term (years) 0.3 7.7 Weighted-average discount rate 10.0 % 10.0 % Supplemental cash flow information related to the leases was as follows: Nine Months Ended September 30, (in thousands) 2024 2023 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 7,851 $ 6,264 Operating cash flows from finance lease $ 532 $ 1,280 Financing cash flows from finance lease $ 12,572 $ 15,513 Right-of-use assets obtained in exchange for lease liabilities Finance lease $ 21,600 $ 23,781 Operating leases $ — $ 22,694 Lease Not Yet Commenced PCI Supply Agreement In April 2021, we entered into the PCI Supply Agreement pursuant to which PCI would serve as a non-exclusive manufacturer and supplier of DAXXIFY ® . The initial term of the PCI 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 PCI Supply Agreement. The term of the PCI Supply Agreement may also be extended for one additional three-year term upon mutual agreement of the parties. The PCI Supply Agreement contains a lease related to a dedicated fill-and-finish line and closely related assets for manufacturing of products 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 September 30, 2024. 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 PCI 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 PCI Supply Agreement. As of September 30, 2024, we have made prepayments of $41.5 million to PCI which is recorded within “Finance lease prepaid expense” in the condensed consolidated balance sheets. Based on our best estimate as of September 30, 2024, our remaining minimum commitment under the PCI Supply Agreement is $10.0 million for 2024, $14.4 million for 2025, $19.2 million for 2026, $25.8 million for 2027, $29.5 million for 2028, and $134.5 million for 2029 and thereafter in aggregate.

Debt

Debt	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
Debt	Debt The following table provides information regarding our debt: September 30, December 31, (in thousands) 2024 2023 2027 Notes, non-current $ 287,500 $ 287,500 Less: Unamortized debt issuance costs (3,279) (4,279) Carrying amount of the 2027 Notes 284,221 283,221 Notes payable principal and exit fee, current 10,150 2,500 Notes payable principal and exit fee, non-current 140,831 147,500 Less: Unamortized debt discount and exit fee (3,000) (2,700) Less: Unamortized debt issuance costs (1,011) (1,426) Carrying amount of Notes Payable 146,970 145,874 Total debt $ 431,191 $ 429,095 Interest expense relating to our debt in the condensed consolidated statements of operations and comprehensive loss are summarized as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Contractual interest expense $ 4,517 $ 3,830 $ 13,478 $ 10,620 Amortization of debt discount and exit fee 1,400 157 1,951 329 Amortization of debt issuance costs 596 447 1,565 1,310 Total interest expense $ 6,513 $ 4,434 $ 16,994 $ 12,259 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, began 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 five business day period after any ten consecutive trading day period (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. 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. The threshold to redeem has not been met as of September 30, 2024. 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. Capped Call Transactions Concurrently with the 2027 Notes, we entered into capped call transactions with 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 cap ped 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. The capped call transactions are separate transactions that we entered into with the option counterparties and are not part of the terms of the 2027 Notes. As the capped call transactions meet certain accounting criteria, the premium paid of $28.9 million was recorded as a reduction in additional paid-in capital in the condensed consolidated balance sheets, and will not be remeasured to fair value as long as the accounting criteria continue to be met. As of September 30, 2024 and December 31, 2023, we had not purchased any shares under the capped call transactions. Note Purchase Agreement In March 2022, we entered into the Note Purchase Agreement and issued the First Tranche in an aggregate principal amount for all such Notes of $100 million. In August 2023, we entered into the First Amendment to reduce the Second Tranche from $100 million to $50 million, and we subsequently issued $50 million to the Purchasers. Additionally, the First Amendment increased the uncommitted Third Tranche from $100 million to $150 million. The uncommitted Third Tranche was 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, and approval by Athyrium, which we did not draw on. 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. The notes issued pursuant to the First Tranche and Second Tranche bear interest at an annual fixed interest rate equal to 8.50%. We are required to make quarterly interest payments on each Notes Payable commencing on the last business day of the calendar month following the funding date thereof, and continuing until the Maturity Date. Pursuant to the First Amendment, the Company is required to repay Athyrium the outstanding principal amount of the Second Tranche notes in installments on the last business day of each March, June, September and December (commencing in September 2024), in each case, based on the following principal amortization payment schedule: 2.5% in September and December 2024; 5.0% in March and June 2025; 7.5% in September and December 2025; and 10.0% in March and June 2026; followed by repayment of the Second Tranche in full on September 18, 2026. 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. 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 (the Minimum Cash Covenant) 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

Stockholders_ Deficit and Stock

Stockholders’ Deficit and Stock-Based Compensation	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
Stockholders’ Deficit and Stock-Based Compensation	Stockholders’ Deficit and Stock-Based Compensation 2014 EIP On January 1, 2024, the number of shares of common stock reserved for issuance under the 2014 EIP increased by 3.5 million shares. For the nine months ended September 30, 2024, 3.3 million shares of stock awards were granted under the 2014 EIP. As of September 30, 2024, 5.7 million shares were available for issuance under the 2014 EIP. 2014 IN In 2024, 0.3 million shares of stock awards were granted under the 2014 IN before the plan's expiration date of August 25, 2024. No shares were available for issuance as of September 30, 2024. HintMD Plan For the nine months ended September 30, 2024, no stock options or awards were granted under the HintMD Plan. As of September 30, 2024, 0.1 million shares were available for issuance under the HintMD Plan. 2014 ESPP On January 1, 2024, the number of shares of common stock reserved for issuance under the 2014 ESPP increased by 0.3 million shares. As of September 30, 2024, 1.7 million shares were available for issuance under the 2014 ESPP. Net Loss per Share Our basic net loss per share from continuing operations is calculated by dividing the net loss from continuing operations by the weighted average number of shares of common stock outstanding for the period. Our basic net loss per share from discontinued operations is calculated by dividing the net loss from discontinued operations by the weighted average number of shares of common stock outstanding for the period. The diluted net loss per share from both continuing and discontinued operations are 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 stock awards, and shares of common stock expected to be purchased under the 2014 ESPP, 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 for both continuing and discontinued operations are presented below: September 30, 2024 2023 Convertible senior notes 8,878,938 8,878,938 Unvested RSUs and PSUs 5,269,902 3,266,886 Outstanding stock options 3,540,819 3,886,868 Unvested RSAs and PSAs 588,152 949,059 Shares of common stock expected to be purchased under the 2014 ESPP 138,642 118,258 Follow-On Offering In March 2024, we completed a follow-on offering, pursuant to which we issued 16.0 million shares of common stock at a price to the public of $6.25 per share (except with respect to 30,000 shares sold and issued to Mark Foley, our president, chief executive officer, and director, at $6.98 per share), for net proceeds of $97.1 million, after underwriting discounts and offering costs. ATM Offering Programs 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. In 2023, we sold 3.2 million shares of common stock under the 2022 ATM Agreement at a weighted average price of $31.90 per share, resulting in net proceeds of $100.0 million after sales agent commissions and offering costs. No shares of common stock were sold during the nine months ended September 30, 2024 from the 2022 ATM Agreement. Stock-based Compensation Expense The following table summarizes our stock-based compensation expense by line item in our condensed consolidated statements of operations and comprehensive loss: (in thousands) Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 Stock-based Compensation before Discontinued Operation Adjustments (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Stock-based Compensation before Discontinued Operation Adjustments (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Selling, general and administrative $ 3,491 $ — $ 3,491 $ 15,631 $ (73) $ 15,558 Research and development 1,091 — 1,091 3,736 83 3,819 Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) 4,582 — 4,582 19,367 10 19,377 Capitalized stock-based compensation expense 230 — 230 722 — 722 Total stock-based compensation expense $ 4,812 $ — $ 4,812 $ 20,089 $ 10 $ 20,099 (in thousands) Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 Stock-based Compensation before Discontinued Operation Adjustments (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Stock-based Compensation before Discontinued Operation Adjustments (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Selling, general and administrative $ 8,599 $ (730) $ 7,869 $ 31,042 $ (2,204) $ 28,838 Research and development 1,688 (647) 1,041 7,926 (3,416) 4,510 Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) 10,287 (1,377) 8,910 38,968 (5,620) 33,348 Capitalized stock-based compensation expense 1,570 — 1,570 4,207 — 4,207 Total stock-based compensation expense $ 11,857 $ (1,377) $ 10,480 $ 43,175 $ (5,620) $ 37,555 (1) Amount represents the stock-based compensation expense before the impact of reclassification for the discontinued operation presentation in the condensed consolidated statements of operations and comprehensive loss. (2) Amount represents the reclassification for the current and prior periods for the discontinued operation presentation in the condensed consolidated statements of operations and comprehensive loss.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	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: September 30, 2024 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 70,926 $ 70,926 $ — $ — Money market funds 45,251 45,251 — — U.S. government agency obligations 13,757 13,757 — — Commercial paper 44,795 — 44,795 — Total assets measured at fair value $ 174,729 $ 129,934 $ 44,795 $ — December 31, 2023 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 133,198 $ 133,198 $ — $ — Money market funds 39,280 39,280 — — U.S. government agency obligations 3,960 3,960 — — Commercial paper 49,418 — 49,418 — Total assets measured at fair value $ 225,856 $ 176,438 $ 49,418 $ — 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. The fair value of the 2027 Notes and the Notes Payable ( Note 10 ) 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 the Notes payable for disclosure purposes only. As of September 30, 2024, and December 31, 2023, the fair value of the 2027 Notes was $246.1 million and $219.2 million, respectively. As of September 30, 2024 the fair value of the Notes Payable was approximately the same as its unamortized carrying value.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2024
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 fillers, 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 continues to be effective for a term of 10 years. The term ends on December 31, 2029 and may be extended for a two-year period ending December 31, 2031 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 year ending December 31, 2024 is $52 million. We are also required to meet certain minimum expenditure requirements in connection with commercialization and promotion of RHA ® Collection of dermal fillers and RHA ® Pipeline Products, which is $36 million for the year ending December 31, 2024. Minimum expenditures related to the commercialization and promotion of the RHA ® Collection of dermal fillers and RHA ® Pipeline Products after December 31, 2024 will be determined at a later date. On October 24, 2024, we entered the Sixth Amendment, under which our minimum purchase commitments are as follows: (i) $60 million for 2025; (ii) $67.8 million for 2026; (iii) $76.7 million for 2027; (iv) $86.6 million for 2028; and (v) $97.8 million for 2029. Additionally, the Sixth Amendment (a) updates and clarifies certain branding guidelines, (b) establishes a marketing task force to review promotional materials, (c) establishes a medical education task force to promote the exchange of best practices, (d) deems the breach of certain provisions under the Teoxane Agreement to be material breaches for purposes of early termination, including the failure to adhere to branding guidelines and timely deliver certain reports and (e) increases our minimum and maximum buffer stock requirements to align with our new purchase commitments. 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 provide Teoxane the right to terminate the Teoxane Agreement for our failure to meet the minimum purchase requirements or commercialization expenditure during specified periods, our failure to adhere to the branding guidelines or timely deliver certain reports or for our breach of the exclusivity obligations under the Teoxane Agreement. Other Contingencies As of September 30, 2024, 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 nine months ended September 30, 2024 and 2023, 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 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 second 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 March 3, 2023, we filed invalidity contentions, which challenge Allergan’s asserted patents. A Markman hearing was held on June 28, 2023, and a decision was issued on August 29, 2023. On September 15, 2023, U.S. Patent No. 7,332,567 was dismissed from the case with prejudice. Allergan reduced the asserted claims to claim 8 of U.S. Patent No. 7,354,740, claims 5 and 8 of U.S. Patent No. 11,203,748, claim 10 of U.S. Patent No. 11,033,625, claims 1, 4, 6, and 20 of U.S. Patent No. 11,147,878, and claim 1 of U.S. Patent No. 11,285,216 via a Stipulation and Order dated June 21, 2024. The jury trial is scheduled to begin in December 2024. 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, and on March 30, 2024, the Court granted the motion with leave for the plaintiff to amend the complaint. On May 1, 2024, the plaintiff filed an amended complaint, which asserted similar claims to those in the prior complaint. On June 25, 2024, the Company filed a motion to dismiss the amended complaint. We dispute the claims in these lawsuits and intend to defend these matters vigorously. These lawsuits are subject to inherent uncertainties, and the actual defense and disposition costs will depend upon many unknown factors. The outcomes of the lawsuits are 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 it is both probable that a liability has incurred, and the amount can be reasonably estimated. As of both September 30, 2024 and December 31, 2023, no such provision for liabilities related to the above litigation matters were recorded on the condensed consolidated balance sheets.

Subsequent Event

Subsequent Event	9 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
Subsequent Event	Subsequent Event Sixth Amendment & ANZ Distribution Agreement On October 24, 2024, the Company and Teoxane entered into (i) the Sixth Amendment which, among other things, (a) establishes minimum purchase commitments through 2029, (b) updates and clarifies certain branding guidelines, (c) establishes a marketing task force to review product promotional materials, (d) establishes a medical education task force to promote the exchange of best practices, (e) deems breach of certain provisions under the Teoxane Agreement material breaches for purposes of early termination, including the failure to adhere to branding guidelines and timely deliver certain reports and (f) amends our minimum and maximum buffer stock requirements to align with our new purchase commitments (as discussed in Note 13 ); and (ii) the ANZ Distribution Agreement, pursuant to which Teoxane will act as the Company’s and Revance Australia’s, exclusive distributor and licensee in Australia and New Zealand of certain products containing DaxibotulinumtoxinA-lanm, including DAXXIFY ® , for the treatment of (a) temporary improvements in the appearance of glabellar lines and other indications related to altering cosmetic appearance and (b) cervical dystonia. The ANZ Distribution Agreement will continue in full force and effect until December 31, 2040. Pursuant to the ANZ Distribution Agreement, Teoxane will make certain payments to the Company, including an upfront payment, certain regulatory and commercial milestone payments and high single-digit to mid-teen royalty payments for the sale of products in Australia and New Zealand. Teoxane will be required to purchase a minimum volume of products per year beginning in 2030. We are evaluating the accounting impact of the Sixth Amendment and ANZ Distribution Agreement.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Total net loss	$ (38,115)	$ (141,176)	$ (128,740)	$ (268,287)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

The Company and Summary of Si_2

The Company and Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying condensed consolidated financial statements are unaudited, and reflect all adjustments which are, in the opinion of management, of a normal recurring nature and necessary for a fair statement of the results for the interim periods presented. Our condensed consolidated balance sheet for the year ended December 31, 2023 was derived from audited consolidated financial statements, but does not include all disclosures required by U.S. GAAP. The interim results presented herein are not necessarily indicative of the results of operations that may be expected for the full fiscal year ending December 31, 2024, or any other future period. Our condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements contained in our FY2023 Form 10-K. Our condensed 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. The requirements for reporting the exit of the Fintech Platform business ( Note 3 ) as a discontinued operation were met in the first quarter of 2024. As a result, the Fintech Platform business is presented in the condensed consolidated statement of operations and condensed consolidated balance sheet as discontinued operations for all periods presented. Unless indicated otherwise, the information in the notes to the condensed consolidated financial statements relates to continuing operations. The Company operates under one reportable segment as a result of discontinuing the Service Segment.
Use of Estimates & Risks and Uncertainties	Use of Estimates & Risks and Uncertainties The preparation of the condensed 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 condensed 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 incremental borrowing rate used to measure lease liabilities, the recoverability of 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, valuation and assumptions underlying stock-based compensation and other equity instruments, and income taxes. As of the date of issuance of these condensed 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 condensed 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 condensed consolidated financial statements.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures . This standard requires public entities to disclose information about their reportable segments’ significant expenses and other segment items on an interim and annual basis. Public entities with a single reportable segment are required to apply the disclosure requirements in ASU 2023-07, as well as all existing segment disclosures and reconciliation requirements in ASC 280, on an interim and annual basis. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim periods beginning after December 15, 2024, with early adoptions permitted. We are currently evaluating the impact of adopting ASU 2023-07. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) . ASU 2023-09 improves reporting for income taxes, primarily by requiring disclosure of specific categories in the tax rate reconciliation and providing additional annual information for reconciling items that meet a quantitative threshold. The amendments in ASU 2023-09 also require additional annual information regarding income taxes paid, as well as other additional disclosures. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024, early adoption is permitted. We are currently evaluating the effect the amendments in ASU 2023-09 will have on our tax disclosures. In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expense. This update requires entities to disaggregate operating expenses into specific categories, such as salaries and wages, depreciation, and amortization, to provide enhanced transparency into the nature and function of expenses. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, with early adoption permitted. ASU 2024-03 may be applied retrospectively or prospectively. We are currently evaluating the impact of ASU 2024-03 on our financial statement presentation and disclosures.

Exit of the Fintech Platform _2

Exit of the Fintech Platform Business (Tables)	9 Months Ended
	Sep. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Financial Information Activities Related to Discontinued Operations	Details of assets and liabilities from discontinued operations are as follows: September 30, December 31, (in thousands) 2024 2023 Accounts receivable, net $ — $ 16 Prepaid expenses and other current assets 1,735 1,837 Total current assets of discontinued operations $ 1,735 $ 1,853 Intangible assets, net $ — $ 538 Restricted cash, non-current — 875 Total non-currents assets of discontinued operations $ — $ 1,413 Accounts payable $ — $ 255 Accruals and other current liabilities — 961 Total current liabilities of discontinued operations (1) $ — $ 1,216 (1) Amount represents severance and personnel liabilities related to the exit of the Fintech Platform business. We substantially completed the restructuring activities as of March 31, 2024. A summary of severance and personnel liabilities related to the exit of the Fintech Platform business, included within current liabilities of discontinued operations on the condensed consolidated balance sheet, is as follows: (in thousands) Balance on December 31, 2023 $ 917 Severance and other personnel costs 707 Cash payments during the period (1,624) Balance on September 30, 2024 $ — Details of loss from discontinued operations are as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Service revenue $ — $ 2,664 $ 426 $ 9,942 Operating expenses: Cost of service revenue (exclusive of amortization) — 2,592 350 9,976 Selling, general and administrative (1) — 3,303 1,950 9,966 Research and development (1) — 4,372 1,757 15,200 Goodwill impairment — 77,175 — 77,175 Intangible asset impairment — 16,007 — 16,007 Amortization — 946 — 3,823 Net loss from discontinued operations $ — $ (101,731) $ (3,631) $ (122,205) (1) The restructuring charges are included in the results of discontinued operations for the periods of our condensed consolidated financial statements presented in this Report. A summary of our restructuring charges included within our consolidated statement of operations for the three and nine months ended September 30, 2024 were as follows: (in thousands) Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 Research and development $ — $ 336 Selling, general and administrative — 371 Total restructuring charges $ — $ 707 Nine Months Ended September 30, (in thousands) 2024 2023 Operating activities: Stock-based compensation $ (10) $ 5,620 Depreciation and amortization $ 538 $ 3,823

Revenue (Tables)

Revenue (Tables)	9 Months Ended
	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregation of Revenue	Our product revenue, net breakdown is summarized below: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Product: RHA ® Collection of dermal fillers $ 30,503 $ 32,133 $ 96,704 $ 94,180 DAXXIFY ® 28,324 21,976 79,170 59,980 Total product revenue, net $ 58,827 $ 54,109 $ 175,874 $ 154,160
Schedule of Contract with Customer, Contract Asset, Contract Liability, and Receivable	Accounts receivable and contract liabilities from contracts with our product customers are as follows: September 30, December 31, (in thousands) 2024 2023 Accounts receivable: Accounts receivable, gross $ 35,961 $ 27,975 Allowance for doubtful accounts (1,544) (950) Total accounts receivable, net $ 34,417 $ 27,025 Contract liabilities: Deferred revenue, current $ 383 $ 884 Total contract liabilities, current $ 383 $ 884 Accounts receivable and contract liabilities from contracts with our collaboration customers are as follows: September 30, December 31, (in thousands) 2024 2023 Accounts receivable: Accounts receivable, net — Viatris $ 346 $ 631 Accounts receivable, net — Fosun 13,500 4 Total accounts receivable, net $ 13,846 $ 635 Contract liabilities: Deferred revenue, current — Viatris $ 5,723 $ 9,853 Deferred revenue, current — Fosun 223 — Total contract liabilities, current $ 5,946 $ 9,853 Deferred revenue, non-current — Viatris $ 29,798 $ 29,444 Deferred revenue, non-current — Fosun 55,752 40,975 Total contract liabilities, non-current $ 85,550 $ 70,419 Changes in our contract liabilities from contracts with our collaboration revenue customers for the nine months ended September 30, 2024 are as follows: (in thousands) Balance on December 31, 2023 $ 80,272 Revenue recognized (1,330) Billings and adjustments, net 12,554 Balance on September 30, 2024 $ 91,496

Cash Equivalents and Short-Te_2

Cash Equivalents and Short-Term Investments (Tables)	9 Months Ended
	Sep. 30, 2024
Investments, Debt and Equity Securities [Abstract]
Schedule of Available-for-sale Securities	The following table is a summary of our cash equivalents and short-term investments: September 30, 2024 December 31, 2023 in thousands Adjusted Cost Unrealized Gain Fair Value Adjusted Cost Unrealized Gain Unrealized Loss Fair Value U.S. treasury securities $ 70,872 $ 54 $ 70,926 $ 133,168 $ 30 $ — $ 133,198 Commercial paper 44,790 5 44,795 49,433 — (15) 49,418 Money market funds 45,251 — 45,251 39,280 — — 39,280 U.S. government agency obligations 13,744 13 13,757 3,961 — (1) 3,960 Total cash equivalents and available-for-sale securities $ 174,657 $ 72 $ 174,729 $ 225,842 $ 30 $ (16) $ 225,856 Classified as: Cash equivalents $ 49,238 $ 109,270 Short-term investments 125,491 116,586 Total cash equivalents and available-for-sale securities $ 174,729 $ 225,856

Intangible Assets, net (Tables)

Intangible Assets, net (Tables)	9 Months Ended
	Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Acquired Finite-lived Intangible Assets by Major Class	The following table sets forth the major categories of intangible assets and the weighted-average remaining useful lives for those assets that are not already fully amortized or impaired: September 30, 2024 (in thousands, except for in years) Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Net Carrying Amount Distribution rights 3.5 $ 32,334 $ (24,700) $ 7,634 Total intangible assets $ 32,334 $ (24,700) $ 7,634 December 31, 2023 (in thousands, except for in years) Weighted-average Remaining Useful Lives Gross Carrying Amount Accumulated Amortization Accumulated Impairment Net Carrying Amount Distribution rights 4.3 $ 32,334 $ (23,064) $ — $ 9,270 Internally developed technology (1) 1.5 8,918 (4,408) (3,972) 538 (1) Acquired developed technology 0.0 16,200 (6,525) (9,675) — Customer relationships 0.0 10,300 (7,940) (2,360) — Total intangible assets $ 67,752 $ (41,937) $ (16,007) $ 9,808 (1) During the three months ended March 31, 2024, we reclassified the $0.5 million net carrying amount of internally developed technology to “Non-current assets of discontinued operations” in connection with the discontinued operations presentation.
Schedule of Finite-lived Intangible Assets Amortization Expense	The detail breakdown of the amortization expenses on the condensed consolidated statements of operations and comprehensive loss were summarized as below: Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 (in thousands) Amortization of Intangible Assets (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Amortization of Intangible Assets (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Amortization $ 545 $ — $ 545 $ 1,636 $ — $ 1,636 Selling, general and administrative — — — 528 (528) — Research and development — — — 10 (10) — Total amortization expense $ 545 $ — $ 545 $ 2,174 $ (538) $ 1,636 Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 (in thousands) Amortization of Intangible Assets (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Amortization of Intangible Assets (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Amortization $ 1,491 $ (946) $ 545 $ 5,459 $ (3,823) $ 1,636 Selling, general and administrative 464 (430) 34 2,998 (1,717) 1,281 Total amortization expense $ 1,955 $ (1,376) $ 579 $ 8,457 $ (5,540) $ 2,917 (1) Amount represents the amortization expense before the impact of reclassification for the discontinued operation presentation in the condensed consolidated statements of operations and comprehensive loss. (2)
Schedule of Finite-lived Intangible Assets, Future Amortization Expense	Based on the amount of intangible assets as of September 30, 2024, the expected amortization expense for each of the next five fiscal years was as follows: Year Ending December 31, (in thousands) 2024 remaining three months $ 546 2025 2,181 2026 2,181 2027 2,181 2028 545 2029 and thereafter — Total $ 7,634

Inventories (Tables)

Inventories (Tables)	9 Months Ended
	Sep. 30, 2024
Inventory Disclosure [Abstract]
Schedule of Inventory	Inventories consist of the following: September 30, December 31, (in thousands) 2024 2023 Raw materials $ 3,725 $ 3,938 Work in process 44,077 17,418 Finished goods 37,411 24,223 Total inventories $ 85,213 $ 45,579

Accruals and other current li_2

Accruals and other current liabilities (Tables)	9 Months Ended
	Sep. 30, 2024
Payables and Accruals [Abstract]
Schedule of Accrued Liabilities	Accruals and other current liabilities consists of the following: September 30, December 31, (in thousands) 2024 2023 Accruals related to: Compensation (1) $ 10,372 $ 30,267 Selling, general and administrative 9,546 9,019 Research and development 5,916 5,173 Inventories 5,056 1,478 Royalty 1,319 1,919 Interest expense 590 1,919 Other current liabilities (1) 1,223 3,088 Total accruals and other current liabilities $ 34,022 $ 52,863 (1)

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2024
Leases [Abstract]
Schedule of Lease Costs	Our finance and operating lease costs are summarized as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Finance lease: Amortization of finance lease right-of-use asset (1) $ 13,100 $ 3,297 $ 28,315 $ 6,965 Interest on finance lease liability 219 270 673 1,278 Variable lease cost (2) 12 62 173 436 Total finance lease costs 13,331 3,629 29,161 8,679 Operating leases: Operating lease cost 2,766 3,138 8,308 9,657 Variable lease cost (3) 668 534 2,031 1,589 Sublease income (124) — (165) — Total operating lease costs 3,310 3,672 10,174 11,246 Total lease cost $ 16,641 $ 7,301 $ 39,335 $ 19,925 (1) Amortization of the finance lease right-of-use asset started to be capitalized into inventories on the condensed consolidated balance sheets in the second quarter of 2023, as a result of the FDA approval of the PAS of the ABPS manufacturing facility. (2) Variable finance lease cost includes validation, qualification, materials, and other related services which are not included in the lease liabilities and are expensed as incurred. (3) Variable operating lease cost includes management fees, common area maintenance, property taxes, insurance and parking fees, which are not included in the lease liabilities and are expensed as incurred. Finance Lease Operating Leases Weighted-average remaining lease term (years) 0.3 7.7 Weighted-average discount rate 10.0 % 10.0 %
Schedule of Finance Lease, Liability Maturities	As of September 30, 2024, we have $3.2 million of accounts payable related to the fill-and-finish line lease under the ABPS Service Agreement. Additionally, we have maturities of our lease liabilities as follows: (in thousands) Finance Lease Operating Leases Year Ending December 31, 2024 remaining three months $ 7,799 $ 1,780 2025 3,178 10,854 2026 — 11,185 2027 — 4,536 2028 — 4,021 2029 and thereafter — 24,565 Total lease payments 10,977 56,941 Less imputed interest (136) (15,526) Present value of lease payments $ 10,841 $ 41,415
Schedule of Operating Lease, Liability Maturities	As of September 30, 2024, we have $3.2 million of accounts payable related to the fill-and-finish line lease under the ABPS Service Agreement. Additionally, we have maturities of our lease liabilities as follows: (in thousands) Finance Lease Operating Leases Year Ending December 31, 2024 remaining three months $ 7,799 $ 1,780 2025 3,178 10,854 2026 — 11,185 2027 — 4,536 2028 — 4,021 2029 and thereafter — 24,565 Total lease payments 10,977 56,941 Less imputed interest (136) (15,526) Present value of lease payments $ 10,841 $ 41,415
Schedule of Supplemental Cash Flow Information	Supplemental cash flow information related to the leases was as follows: Nine Months Ended September 30, (in thousands) 2024 2023 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 7,851 $ 6,264 Operating cash flows from finance lease $ 532 $ 1,280 Financing cash flows from finance lease $ 12,572 $ 15,513 Right-of-use assets obtained in exchange for lease liabilities Finance lease $ 21,600 $ 23,781 Operating leases $ — $ 22,694

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2024
Debt Disclosure [Abstract]
Schedule of Convertible Debt	The following table provides information regarding our debt: September 30, December 31, (in thousands) 2024 2023 2027 Notes, non-current $ 287,500 $ 287,500 Less: Unamortized debt issuance costs (3,279) (4,279) Carrying amount of the 2027 Notes 284,221 283,221 Notes payable principal and exit fee, current 10,150 2,500 Notes payable principal and exit fee, non-current 140,831 147,500 Less: Unamortized debt discount and exit fee (3,000) (2,700) Less: Unamortized debt issuance costs (1,011) (1,426) Carrying amount of Notes Payable 146,970 145,874 Total debt $ 431,191 $ 429,095 Interest expense relating to our debt in the condensed consolidated statements of operations and comprehensive loss are summarized as follows: Three Months Ended September 30, Nine Months Ended September 30, (in thousands) 2024 2023 2024 2023 Contractual interest expense $ 4,517 $ 3,830 $ 13,478 $ 10,620 Amortization of debt discount and exit fee 1,400 157 1,951 329 Amortization of debt issuance costs 596 447 1,565 1,310 Total interest expense $ 6,513 $ 4,434 $ 16,994 $ 12,259

Stockholders_ Deficit and Sto_2

Stockholders’ Deficit and Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2024
Equity [Abstract]
Schedule 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 for both continuing and discontinued operations are presented below: September 30, 2024 2023 Convertible senior notes 8,878,938 8,878,938 Unvested RSUs and PSUs 5,269,902 3,266,886 Outstanding stock options 3,540,819 3,886,868 Unvested RSAs and PSAs 588,152 949,059 Shares of common stock expected to be purchased under the 2014 ESPP 138,642 118,258
Schedule of Stock-based Compensation Expense	The following table summarizes our stock-based compensation expense by line item in our condensed consolidated statements of operations and comprehensive loss: (in thousands) Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 Stock-based Compensation before Discontinued Operation Adjustments (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Stock-based Compensation before Discontinued Operation Adjustments (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Selling, general and administrative $ 3,491 $ — $ 3,491 $ 15,631 $ (73) $ 15,558 Research and development 1,091 — 1,091 3,736 83 3,819 Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) 4,582 — 4,582 19,367 10 19,377 Capitalized stock-based compensation expense 230 — 230 722 — 722 Total stock-based compensation expense $ 4,812 $ — $ 4,812 $ 20,089 $ 10 $ 20,099 (in thousands) Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023 Stock-based Compensation before Discontinued Operation Adjustments (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Stock-based Compensation before Discontinued Operation Adjustments (1) Classified as Discontinued Operations (2) Classified as Continuing Operations Selling, general and administrative $ 8,599 $ (730) $ 7,869 $ 31,042 $ (2,204) $ 28,838 Research and development 1,688 (647) 1,041 7,926 (3,416) 4,510 Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense) 10,287 (1,377) 8,910 38,968 (5,620) 33,348 Capitalized stock-based compensation expense 1,570 — 1,570 4,207 — 4,207 Total stock-based compensation expense $ 11,857 $ (1,377) $ 10,480 $ 43,175 $ (5,620) $ 37,555 (1) Amount represents the stock-based compensation expense before the impact of reclassification for the discontinued operation presentation in the condensed consolidated statements of operations and comprehensive loss. (2) Amount represents the reclassification for the current and prior periods for the discontinued operation presentation in the condensed consolidated statements of operations and comprehensive loss.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2024
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: September 30, 2024 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 70,926 $ 70,926 $ — $ — Money market funds 45,251 45,251 — — U.S. government agency obligations 13,757 13,757 — — Commercial paper 44,795 — 44,795 — Total assets measured at fair value $ 174,729 $ 129,934 $ 44,795 $ — December 31, 2023 (in thousands) Fair Value Level 1 Level 2 Level 3 Assets U.S. treasury securities $ 133,198 $ 133,198 $ — $ — Money market funds 39,280 39,280 — — U.S. government agency obligations 3,960 3,960 — — Commercial paper 49,418 — 49,418 — Total assets measured at fair value $ 225,856 $ 176,438 $ 49,418 $ —

The Company and Summary of Si_3

The Company and Summary of Significant Accounting Policies (Details) $ in Thousands		3 Months Ended		9 Months Ended
	May 10, 2022 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) segment	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Net loss		$ 38,115	$ 141,176	$ 128,740	$ 268,287
Accumulated deficit		2,207,100		2,207,100		$ 2,078,360
Working capital surplus		249,600		249,600
Cash, cash equivalents and investments		$ 184,100		$ 184,100
Number of reportable segments | segment				1
ATM Offering, 2022 Plan
Debt Instrument [Line Items]
Stock issuance sales agreement, authorized offering price, maximum	$ 150,000			$ 47,200

Pending Merger (Details)

Pending Merger (Details)	Sep. 30, 2024 $ / shares	Aug. 11, 2024 businessDay $ / shares	Dec. 31, 2023 $ / shares
Business Acquisition [Line Items]
Number of business days after merger agreement to purchase outstanding common stock | businessDay		15
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001	$ 0.001
Crown Laboratories, Inc and Reba Merger Sub, Inc
Business Acquisition [Line Items]
Merger share price (in dollars per share)		$ 6.66

Exit of the Fintech Platform _3

Exit of the Fintech Platform Business - Schedule of Assets and Liabilities from Discontinued Operations (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]
Total current assets of discontinued operations	$ 1,735	$ 1,853
Total non-currents assets of discontinued operations	0	1,413
Total current liabilities of discontinued operations	0	1,216
Fintech Platform | Discontinued Operations, Disposed of by Means Other than Sale, Spinoff
Restructuring Cost and Reserve [Line Items]
Accounts receivable, net	0	16
Prepaid expenses and other current assets	1,735	1,837
Total current assets of discontinued operations	1,735	1,853
Intangible assets, net	0	538
Restricted cash, non-current	0	875
Total non-currents assets of discontinued operations	0	1,413
Accounts payable	0	255
Accruals and other current liabilities	0	961
Total current liabilities of discontinued operations	$ 0	$ 1,216

Exit of the Fintech Platform _4

Exit of the Fintech Platform Business - Schedule of Severance and Personnel Liabilities (Details) - Fintech Platform - Discontinued Operations, Disposed of by Means Other than Sale, Spinoff $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Restructuring Reserve [Roll Forward]
Balance on December 31, 2023	$ 917
Severance and other personnel costs	3,600
Cash payments during the period	(1,624)
Balance on September 30, 2024	0
Severance and other personnel costs
Restructuring Reserve [Roll Forward]
Severance and other personnel costs	$ 707

Exit of the Fintech Platform _5

Exit of the Fintech Platform Business - Loss from Discontinued Operations (Details) - Discontinued Operations, Disposed of by Means Other than Sale, Spinoff - Fintech Platform - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Operating expenses:
Cost of service revenue (exclusive of amortization)	$ 0	$ 2,592	$ 350	$ 9,976
Selling, general and administrative	0	3,303	1,950	9,966
Research and development	0	4,372	1,757	15,200
Goodwill impairment	0	77,175	0	77,175
Intangible asset impairment	0	16,007	0	16,007
Amortization	0	946	0	3,823
Net loss from discontinued operations	0	(101,731)	(3,631)	(122,205)
Service revenue
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract]
Service revenue	$ 0	$ 2,664	$ 426	$ 9,942

Exit of the Fintech Platform _6

Exit of the Fintech Platform Business - Schedule of Restructuring Charges (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2024
Discontinued Operations, Disposed of by Means Other than Sale, Spinoff | Fintech Platform
Restructuring Cost and Reserve [Line Items]
Total restructuring charges		$ 3,600
Impairment charges		93,200
Service Segment
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	$ 0	707
Research and development | Service Segment
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	0	336
Selling, general and administrative | Service Segment
Restructuring Cost and Reserve [Line Items]
Total restructuring charges	$ 0	$ 371

Exit of the Fintech Platform _7

Exit of the Fintech Platform Business - Non Cash, Cash Activities Related to Discontinued Operations (Details) - Fintech Platform - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Discontinued Operations, Disposed of by Means Other than Sale, Spinoff
Operating activities:
Stock-based compensation	$ (10)
Depreciation and amortization	$ 538
Discontinued Operations, Held-for-Sale
Operating activities:
Stock-based compensation		$ 5,620
Depreciation and amortization		$ 3,823

Revenue - Revenues Disaggregate

Revenue - Revenues Disaggregated by Timing of Transfer of Goods or Services (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenue, net	$ 59,879	$ 54,112	$ 177,204	$ 154,299
Product revenue, net
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenue, net	58,827	54,109	175,874	154,160
RHA® Collection of dermal fillers
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenue, net	30,503	32,133	96,704	94,180
DAXXIFY®
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Total revenue, net	$ 28,324	$ 21,976	$ 79,170	$ 59,980

Revenue - Receivables and Contr

Revenue - Receivables and Contract Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Contract liabilities:
Deferred revenue, current	$ 6,329	$ 10,737
Product revenue, net
Accounts receivable:
Accounts receivable, gross	35,961	27,975
Allowance for doubtful accounts	(1,544)	(950)
Total accounts receivable, net	34,417	27,025
Contract liabilities:
Deferred revenue, current	$ 383	$ 884

Revenue - Additional Informatio

Revenue - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Non-refundable upfront payment	$ 91,496		$ 91,496		$ 80,272
Remaining performance obligation	56,000		56,000
Contract with customer, liability, revenue recognized			1,330
Collaboration revenue
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenues	1,000	$ 0	1,300	$ 0
Viatris
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Revenue recognition annual sales			$ 50,000
Revenue recognition annual sales of maturity period			4 years
Fosun
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Contingent payments	204,500		$ 204,500
Remaining performance obligation	41,000		41,000
Milestone payment receivable	13,500		13,500
Milestone payment, foreign withholding taxes	1,500		1,500
Contract with customer, liability, revenue recognized		$ 100		$ 100
Viatris
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Non-refundable upfront payment	60,000		60,000
Contingent payments	70,000		70,000
Revenue maximum for receipt of tiered milestone payments			225,000
Remaining performance obligation	30,000		30,000
Fosun
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Contract with customer, liability, revenue recognized	$ 0		$ 0

Revenue - Contract Liabilities

Revenue - Contract Liabilities from Contracts (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Contract liabilities:
Total contract liabilities, current	$ 6,329	$ 10,737
Total contract liabilities, non-current	85,550	70,419
Viatris
Accounts receivable:
Total accounts receivable, net	346	631
Contract liabilities:
Total contract liabilities, current	5,723	9,853
Total contract liabilities, non-current	29,798	29,444
Fosun
Accounts receivable:
Total accounts receivable, net	13,500	4
Contract liabilities:
Total contract liabilities, current	223	0
Total contract liabilities, non-current	55,752	40,975
Collaboration Customers
Accounts receivable:
Total accounts receivable, net	13,846	635
Contract liabilities:
Total contract liabilities, current	5,946	9,853
Total contract liabilities, non-current	$ 85,550	$ 70,419

Revenue - Changes in Our Contra

Revenue - Changes in Our Contract Liabilities from Contracts (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2024 USD ($)
Contract With Customer Asset and Liability Roll Forward [Abstract]
Beginning balance	$ 80,272
Revenue recognized	(1,330)
Billings and adjustments, net	12,554
Ending balance	$ 91,496

Cash Equivalents and Short-Te_3

Cash Equivalents and Short-Term Investments (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Securities, Available-for-sale [Line Items]
Adjusted Cost	$ 174,657	$ 225,842
Unrealized Gain	72	30
Unrealized Loss		(16)
Fair Value	174,729	225,856
Cash equivalents
Debt Securities, Available-for-sale [Line Items]
Fair Value	49,238	109,270
Short-term investments
Debt Securities, Available-for-sale [Line Items]
Fair Value	125,491	116,586
U.S. treasury securities
Debt Securities, Available-for-sale [Line Items]
Adjusted Cost	70,872	133,168
Unrealized Gain	54	30
Unrealized Loss		0
Fair Value	70,926	133,198
Commercial paper
Debt Securities, Available-for-sale [Line Items]
Adjusted Cost	44,790	49,433
Unrealized Gain	5	0
Unrealized Loss		(15)
Fair Value	44,795	49,418
Money market funds
Debt Securities, Available-for-sale [Line Items]
Adjusted Cost	45,251	39,280
Unrealized Gain	0	0
Unrealized Loss		0
Fair Value	45,251	39,280
U.S. government agency obligations
Debt Securities, Available-for-sale [Line Items]
Adjusted Cost	13,744	3,961
Unrealized Gain	13	0
Unrealized Loss		(1)
Fair Value	$ 13,757	$ 3,960

Intangible Assets, net - Intang

Intangible Assets, net - Intangible Assets and the Remaining Useful Lives (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Sep. 30, 2024	Dec. 31, 2023
Acquired Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount		$ 32,334	$ 67,752
Accumulated Amortization		(24,700)	(41,937)
Accumulated Impairment			(16,007)
Total		7,634
Net Carrying Amount		$ 7,634	$ 9,808
Distribution rights
Acquired Finite-Lived Intangible Assets [Line Items]
Remaining Useful Lives (in years)		3 years 6 months	4 years 3 months 18 days
Gross Carrying Amount		$ 32,334	$ 32,334
Accumulated Amortization		(24,700)	(23,064)
Accumulated Impairment			0
Total		$ 7,634	$ 9,270
Internally developed technology
Acquired Finite-Lived Intangible Assets [Line Items]
Remaining Useful Lives (in years)			1 year 6 months
Gross Carrying Amount			$ 8,918
Accumulated Amortization			(4,408)
Accumulated Impairment			(3,972)
Total			$ 538
Intangible assets reclassified	$ 500
Acquired developed technology
Acquired Finite-Lived Intangible Assets [Line Items]
Remaining Useful Lives (in years)			0 years
Gross Carrying Amount			$ 16,200
Accumulated Amortization			(6,525)
Accumulated Impairment			(9,675)
Total			$ 0
Customer relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Remaining Useful Lives (in years)			0 years
Gross Carrying Amount			$ 10,300
Accumulated Amortization			(7,940)
Accumulated Impairment			(2,360)
Total			$ 0

Intangible Assets, net - Amorti

Intangible Assets, net - Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization	$ 545	$ 545	$ 1,636	$ 1,636
Selling, general and administrative	0	34	0	1,281
Research and development	0		0
Total amortization expense	545	579	1,636	2,917
Amortization of Intangible Assets
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization	545	1,491	1,636	5,459
Selling, general and administrative	0	464	528	2,998
Research and development	0		10
Total amortization expense	545	1,955	2,174	8,457
Classified as Discontinued Operations
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization	0	(946)	0	(3,823)
Selling, general and administrative	0	(430)	(528)	(1,717)
Research and development	0		(10)
Total amortization expense	$ 0	$ (1,376)	$ (538)	$ (5,540)

Intangible Assets, net- Expecte

Intangible Assets, net- Expected Amortization Expense for the Unamortized Acquired Intangible Assets (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024 remaining three months	$ 546
2025	2,181
2026	2,181
2027	2,181
2028	545
2029 and thereafter	0
Total	$ 7,634

Inventories (Details)

Inventories (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 3,725	$ 3,938
Work in process	44,077	17,418
Finished goods	37,411	24,223
Total inventories	$ 85,213	$ 45,579

Accruals and other current li_3

Accruals and other current liabilities - Schedule of Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Compensation	$ 10,372	$ 30,267
Selling, general and administrative	9,546	9,019
Research and development	5,916	5,173
Inventories	5,056	1,478
Royalty	1,319	1,919
Interest expense	590	1,919
Other current liabilities	1,223	3,088
Total accruals and other current liabilities	$ 34,022	$ 52,863

Leases - Additional Information

Leases - Additional Information (Details) $ in Thousands	1 Months Ended		9 Months Ended
	May 31, 2024 USD ($) option_to_extend_lease_term	Apr. 30, 2021 option_to_extend_lease_term	Sep. 30, 2024 USD ($) option_to_extend_lease_term	Apr. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)
Lessee, Lease, Description [Line Items]
ABPS Fill-And-Finish Line Lease, term required for termination notice			18 months
Purchase obligation, to be paid, remainder of the fiscal year				$ 25,100
Number of options to renew (or more) | option_to_extend_lease_term			1
Number of sub lease extend options | option_to_extend_lease_term	0
Undiscounted payments to be received	$ 5,200
Accounts payable, finance leases			$ 3,200
Collaborative agreement, number of extension periods | option_to_extend_lease_term		1
Finance lease prepaid expense			41,514		$ 32,383
Other commitment, to be paid, year one			10,000
Other commitment, to be paid, year two			14,400
Other commitment, to be paid, year three			19,200
Other commitment, to be paid, year four			25,800
Other commitment, to be paid, year five			29,500
Other commitment, to be paid, after year five			134,500
PCI Supply Agreement
Lessee, Lease, Description [Line Items]
Collaborative agreement, contractual period		3 years
Finance lease prepaid expense			$ 41,500
Minimum
Lessee, Lease, Description [Line Items]
Extended term of lease			7 years
Maximum
Lessee, Lease, Description [Line Items]
Extended term of lease			14 years

Leases - Lease Costs (Details)

Leases - Lease Costs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Finance lease:
Amortization of finance lease right-of-use asset	$ 13,100	$ 3,297	$ 28,315	$ 6,965
Interest on finance lease liability	219	270	673	1,278
Variable lease cost	12	62	173	436
Total finance lease costs	13,331	3,629	29,161	8,679
Operating leases:
Operating lease cost	2,766	3,138	8,308	9,657
Variable lease cost	668	534	2,031	1,589
Sublease income	(124)	0	(165)	0
Total operating lease costs	3,310	3,672	10,174	11,246
Total lease cost	$ 16,641	$ 7,301	$ 39,335	$ 19,925

Leases - Maturities of Lease Li

Leases - Maturities of Lease Liabilities (Details) $ in Thousands	Sep. 30, 2024 USD ($)
Finance Lease
2024 remaining three months	$ 7,799
2025	3,178
2026	0
2027	0
2028	0
2029 and thereafter	0
Total lease payments	10,977
Less imputed interest	(136)
Present value of lease payments	10,841
Operating Leases
2024 remaining three months	1,780
2025	10,854
2026	11,185
2027	4,536
2028	4,021
2029 and thereafter	24,565
Total lease payments	56,941
Less imputed interest	(15,526)
Present value of lease payments	$ 41,415

Leases - Remaining Lease terms

Leases - Remaining Lease terms and Discount Rates (Details)	Sep. 30, 2024
Finance Lease
Weighted-average remaining lease term (year)	3 months 18 days
Weighted-average discount rate (percent)	10%
Operating Leases
Weighted-average remaining lease term (year)	7 years 8 months 12 days
Weighted average discount rate (percent)	10%

Leases - Supplemental Cash Flow

Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$ 7,851	$ 6,264
Operating cash flows from finance lease	532	1,280
Financing cash flows from finance lease	12,572	15,513
Right-of-use assets obtained in exchange for lease liabilities
Finance lease	21,600	23,781
Operating leases	$ 0	$ 22,694

Debt - Carrying Amount of Liabi

Debt - Carrying Amount of Liability Component (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Debt Instrument [Line Items]
Total debt	$ 431,191	$ 429,095
Convertible Debt
Debt Instrument [Line Items]
Less: Unamortized debt issuance costs	(1,011)	(1,426)
Notes payable principal and exit fee, current	10,150	2,500
Notes payable principal and exit fee, non-current	140,831	147,500
Less: Unamortized debt discount and exit fee	(3,000)	(2,700)
Total debt	146,970	145,874
2027 Notes | Convertible Debt
Debt Instrument [Line Items]
2027 Notes, non-current	287,500	287,500
Less: Unamortized debt issuance costs	(3,279)	(4,279)
Total debt	$ 284,221	$ 283,221

Debt - Interest Expense (Detail

Debt - Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Debt Disclosure [Abstract]
Contractual interest expense	$ 4,517	$ 3,830	$ 13,478	$ 10,620
Amortization of debt discount and exit fee	1,400	157	1,951	329
Amortization of debt issuance costs	596	447	1,565	1,310
Total interest expense	$ 6,513	$ 4,434	$ 16,994	$ 12,259

Debt - Convertible Senior Notes

Debt - Convertible Senior Notes (Details) - 2027 Notes - Convertible Debt $ / shares in Units, $ in Millions	1 Months Ended
	Feb. 29, 2020 USD ($) trading_day $ / shares
Debt Instrument [Line Items]
Principal amount | $	$ 287.5
Stated percentage	1.75%
Net proceeds | $	$ 278.3
Threshold trading days	20
Threshold consecutive trading days	30
Threshold percentage of stock price trigger	130%
Conversion ratio	0.0308804
Conversion price (in dollars per share) | $ / shares	$ 32.38
Redemption price, percentage	100%
Debt Conversion Terms One
Debt Instrument [Line Items]
Threshold trading days	20
Threshold consecutive trading days	30
Threshold percentage of stock price trigger	130%
Debt Conversion Terms Two
Debt Instrument [Line Items]
Threshold trading days	5
Threshold consecutive trading days	10
Threshold percentage of stock trading price	98%

Debt - Capped Call Transactions

Debt - Capped Call Transactions (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions		1 Months Ended
	Feb. 10, 2020	Feb. 29, 2020
Debt Instrument [Line Items]
Payment of capped call transactions		$ 28.9
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
2027 Notes | Convertible Debt
Debt Instrument [Line Items]
Conversion price (in dollars per share)		$ 32.38

Debt - Note Purchase Agreement

Debt - Note Purchase Agreement (Details) - USD ($) $ in Thousands	1 Months Ended
	Mar. 31, 2022	Sep. 30, 2024	Dec. 31, 2023	Aug. 31, 2023	Aug. 30, 2023
Debt Instrument [Line Items]
Aggregate principal amount		$ 431,191	$ 429,095
Note Purchase Agreement | Notes Payable
Debt Instrument [Line Items]
Principal amount				$ 50,000
Prepaid fee, percentage	2%
Minimum cash balance maintained	$ 30,000
Minimum net sales requirement	$ 70,000
Debt instrument, debt default, additional interest rate to fixed	2%
Note Purchase Agreement | Notes Payable | Maximum
Debt Instrument [Line Items]
Debt instrument, trailing twelve months revenue				50,000
Note Purchase Agreement | Notes Payable | First Tranche
Debt Instrument [Line Items]
Principal amount	$ 100,000				$ 100,000
Note Purchase Agreement | Notes Payable | First Tranche | Debt Instrument Principal Amortization Period One
Debt Instrument [Line Items]
Debt instrument, principal amortization, payment percentage	0.025
Note Purchase Agreement | Notes Payable | First Tranche | Debt Instrument Principal Amortization Period Two
Debt Instrument [Line Items]
Debt instrument, principal amortization, payment percentage	0.050
Note Purchase Agreement | Notes Payable | First Tranche | Debt Instrument Principal Amortization Period Three
Debt Instrument [Line Items]
Debt instrument, principal amortization, payment percentage	0.075
Note Purchase Agreement | Notes Payable | First Tranche | Debt Instrument Principal Amortization Period Four
Debt Instrument [Line Items]
Debt instrument, principal amortization, payment percentage	0.100
Note Purchase Agreement | Notes Payable | Second Tranche
Debt Instrument [Line Items]
Principal amount				50,000
Note Purchase Agreement | Notes Payable | Third Tranche
Debt Instrument [Line Items]
Principal amount				$ 150,000
Stated percentage	8.50%
2027 Notes | Notes Payable
Debt Instrument [Line Items]
Aggregate principal amount	$ 90,000

Stockholders_ Deficit and Sto_3

Stockholders’ Deficit and Stock-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	9 Months Ended		12 Months Ended
	May 10, 2022	Mar. 31, 2024	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Jan. 01, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Proceeds from issuance of common stock in connection with ATM, net of commissions			$ 0	$ 100,183
Follow on Offering
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock issued during period, shares, new issues (in shares)		16,000,000
Share price (in dollars per share)		$ 6.25
Proceeds from issuance of common stock in connection with ATM, net of commissions		$ 97,100
Follow on Offering | Chief Executive Officer And Director
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock issued during period, shares, new issues (in shares)		30,000
Share price (in dollars per share)		$ 6.98
ATM Offering, 2022 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock issued during period, shares, new issues (in shares)			0		3,200,000
Proceeds from issuance of common stock in connection with ATM, net of commissions					$ 100,000
Stock issuance sales agreement, authorized offering price, maximum	$ 150,000		$ 47,200
Sale of stock, issuance costs, commission, percentage, maximum	3%
ATM Offering, 2022 Plan | Weighted Average
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Sale of stock price (in dollars per share)					$ 31.90
2014 EIP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)			5,700,000			3,500,000
2014 IN
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)			0
Shares underlying stock options granted (in shares)			300,000
HintMD Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)			100,000
Shares underlying stock options granted (in shares)			0
2014 ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)						300,000
Stock Award | 2014 EIP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares underlying stock options granted (in shares)			3,300,000
Employee Stock | 2014 ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock, capital shares reserved for future issuance (in shares)			1,700,000

Stockholders_ Deficit and Sto_4

Stockholders’ Deficit and Stock-Based Compensation - Common Stock Equivalents Excluded from the Calculation of Earnings per Share (Details) - shares	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
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
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)	5,269,902	3,266,886
Outstanding 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)	3,540,819	3,886,868
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)	588,152	949,059
Shares of common stock expected to be purchased under the 2014 ESPP
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)	138,642	118,258

Stockholders_ Deficit and Sto_5

Stockholders’ Deficit and Stock-Based Compensation - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	$ 4,582	$ 8,910	$ 19,377	$ 33,348
Capitalized stock-based compensation expense	230	1,570	722	4,207
Total stock-based compensation expense	4,812	10,480	20,099	37,555
Stock-based Compensation before Discontinued Operation Adjustments
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	4,582	10,287	19,367	38,968
Capitalized stock-based compensation expense	230	1,570	722	4,207
Total stock-based compensation expense	4,812	11,857	20,089	43,175
Classified as Discontinued Operations
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	0	(1,377)	10	(5,620)
Capitalized stock-based compensation expense	0	0	0	0
Total stock-based compensation expense	0	(1,377)	10	(5,620)
Selling, general and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	3,491	7,869	15,558	28,838
Selling, general and administrative | Stock-based Compensation before Discontinued Operation Adjustments
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	3,491	8,599	15,631	31,042
Selling, general and administrative | Classified as Discontinued Operations
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	0	(730)	(73)	(2,204)
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	1,091	1,041	3,819	4,510
Research and development | Stock-based Compensation before Discontinued Operation Adjustments
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	1,091	1,688	3,736	7,926
Research and development | Classified as Discontinued Operations
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense (exclusive of capitalized stock-based compensation expense)	$ 0	$ (647)	$ 83	$ (3,416)

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Fair Value of Financial Instruments (Details) - Recurring - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	$ 174,729	$ 225,856
U.S. treasury securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	70,926	133,198
Money market funds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	45,251	39,280
U.S. government agency obligations
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	13,757	3,960
Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	44,795	49,418
Level 1
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	129,934	176,438
Level 1 | U.S. treasury securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	70,926	133,198
Level 1 | Money market funds
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	45,251	39,280
Level 1 | U.S. government agency obligations
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	13,757	3,960
Level 1 | Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	0	0
Level 2
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	44,795	49,418
Level 2 | U.S. treasury securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	0	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	0
Level 2 | Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	44,795	49,418
Level 3
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	0	0
Level 3 | U.S. treasury securities
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	0	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	0
Level 3 | Commercial paper
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items]
Total assets measured at fair value	$ 0	$ 0

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions	Sep. 30, 2024	Dec. 31, 2023
Fair Value Disclosures [Abstract]
Convertible debt, fair value disclosures	$ 246.1	$ 219.2

Commitments and Contingencies (

Commitments and Contingencies (Details)	1 Months Ended		9 Months Ended
	Sep. 30, 2020	Jan. 31, 2020 shares	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Oct. 24, 2024 USD ($)	Apr. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)	Dec. 30, 2022 patent
Loss Contingencies [Line Items]
Purchase obligation, to be paid, remainder of the fiscal year						$ 25,100,000
Indemnification liability recorded during the period			$ 0	$ 0
Number of additional patents added to the infringement claims | patent								3
Estimated 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
Purchase obligation, to be paid, remainder of the fiscal year			52,000,000
Minimum expenditures related to commercialization 2024			36,000,000
Teoxane Agreement | Subsequent Event
Loss Contingencies [Line Items]
Purchase obligation, to be paid, year one					$ 60,000,000
Purchase obligation, to be paid, year two					67,800,000
Purchase obligation, to be paid, year three					76,700,000
Purchase obligation, to be paid, year four					86,600,000
Purchase obligation, to be paid, year five					$ 97,800,000
Botulinum Toxin Research Associates, Inc.
Loss Contingencies [Line Items]
Accrued milestone obligations			$ 15,500,000