Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 28, 2020 | Jun. 30, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | REPH | ||
Entity Registrant Name | Recro Pharma, Inc. | ||
Entity Central Index Key | 0001588972 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 23,401,633 | ||
Entity Public Float | $ 195.7 | ||
Title of 12(b) Security | Common Stock, par value $0.01 | ||
Security Exchange Name | NASDAQ | ||
Entity File Number | 001-36329 | ||
Entity Incorporation, State or Country Code | PA | ||
Entity Tax Identification Number | 26-1523233 | ||
Entity Address, Address Line One | 490 Lapp Road | ||
Entity Address, City or Town | Malvern | ||
Entity Address, State or Province | PA | ||
Entity Address, Postal Zip Code | 19355 | ||
City Area Code | 484 | ||
Local Phone Number | 395-2470 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Documents Incorporated by Reference [Text Block] | Part III of this Annual Report on Form 10-K incorporates certain information by reference from the registrant’s proxy statement for the 2020 annual meeting of shareholders to be filed no later than 120 days after the end of the registrant’s fiscal year ended December 31, 2019. |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 19,148 | $ 38,514 |
Accounts receivable | 14,389 | 12,866 |
Contract asset | 8,851 | 5,201 |
Inventory | 15,072 | 10,699 |
Prepaid expenses and other current assets | 2,700 | 1,795 |
Current assets of discontinued operation | 2,066 | |
Total current assets | 60,160 | 71,141 |
Property, plant and equipment, net | 42,212 | 41,700 |
Right of use asset | 485 | |
Intangible assets, net | 3,283 | 5,866 |
Goodwill | 4,319 | 4,319 |
Non-current assets of discontinued operation | 32,467 | |
Total assets | 110,459 | 155,493 |
Current liabilities: | ||
Accounts payable | 989 | 2,160 |
Accrued expenses and other current liabilities | 4,176 | 5,597 |
Current portion of operating lease liability | 148 | |
Current liabilities of discontinued operation | 1,172 | 21,273 |
Total current liabilities | 6,485 | 29,030 |
Long-term debt, net | 110,319 | 64,243 |
Warrants and other long-term liabilities | 1,131 | |
Long-term portion of operating lease liability | 367 | |
Non-current liabilities of discontinued operation | 80,589 | |
Total liabilities | 117,171 | 174,993 |
Commitments and contingencies (Note 12) | ||
Shareholders’ equity: | ||
Preferred stock, $0.01 par value. Authorized, 10,000,000 shares; none issued and outstanding | ||
Common stock, $0.01 par value. Authorized, 50,000,000 shares; issued and outstanding, 23,312,928 shares at December 31, 2019 and 21,799,961 shares at December 31, 2018 | 233 | 218 |
Additional paid-in capital | 199,938 | 168,535 |
Accumulated deficit | (206,883) | (188,253) |
Total shareholders’ equity (deficit) | (6,712) | (19,500) |
Total liabilities and shareholders’ equity | $ 110,459 | $ 155,493 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 23,312,928 | 21,799,961 |
Common stock, shares outstanding | 23,312,928 | 21,799,961 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Revenue | $ 99,219 | $ 77,347 | $ 71,834 |
Operating expenses: | |||
Cost of sales (excluding amortization of intangible assets) | 50,981 | 43,160 | 38,193 |
Research and development | 4,402 | 4,460 | |
Selling, general and administrative | 19,909 | 14,437 | 14,324 |
Amortization of intangible assets | 2,583 | 2,583 | 2,583 |
Change in warrant valuation | 2,116 | 284 | 9 |
Total operating expenses | 75,589 | 64,866 | 59,569 |
Operating income from continuing operations | 23,630 | 12,481 | 12,265 |
Other income (expense): | |||
Interest income | 801 | 643 | 369 |
Interest expense | (19,806) | (8,756) | (12,034) |
Income from continuing operations before income taxes | 4,625 | 4,368 | 600 |
Income tax expense | 0 | (17,436) | (7,317) |
Net income (loss) from continuing operations | 4,625 | (13,068) | (6,717) |
Loss on discontinued operation, net of income taxes | (23,255) | (66,655) | (43,365) |
Net loss | $ (18,630) | $ (79,723) | $ (50,082) |
Per share information: | |||
Net income (loss) per share from continuing operations, basic | $ 0.21 | $ (0.64) | $ (0.35) |
Net loss per share from discontinued operations, basic | (1.04) | (3.26) | (2.28) |
Net loss per share, basic | $ (0.83) | $ (3.90) | $ (2.63) |
Weighted average common shares outstanding, basic | 22,414,194 | 20,465,106 | 19,070,983 |
Net income (loss) per share from continuing operations, diluted | $ 0.20 | $ (0.64) | $ (0.35) |
Net loss per share from discontinued operations, diluted | (0.99) | (3.26) | (2.28) |
Net loss per share, diluted | $ (0.79) | $ (3.90) | $ (2.63) |
Weighted average common shares outstanding, diluted | 23,608,862 | 20,465,106 | 19,070,983 |
Net loss | $ (18,630) | $ (79,723) | $ (50,082) |
Other comprehensive loss: | |||
Unrealized gain (loss) on available-for-sale securities | 1 | (1) | |
Comprehensive loss | $ (18,630) | $ (79,722) | $ (50,083) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Baudax Bio, Inc [Member] | Common Stock [Member] | Additional Paid in Capital [Member] | Additional Paid in Capital [Member]Baudax Bio, Inc [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
Balance at Dec. 31, 2016 | $ 71,615 | $ 190 | $ 132,691 | $ (61,266) | |||
Balance, Shares at Dec. 31, 2016 | 19,043,216 | ||||||
Stock-based compensation expense | 5,546 | 5,546 | |||||
Stock option exercise | 53 | 53 | |||||
Stock option exercise, Shares | 7,756 | ||||||
Issuance of restricted stock units, net of shares withheld for income taxes | (249) | $ 1 | (250) | ||||
Issuance of restricted stock units, net of shares withheld for income taxes, Shares | 76,463 | ||||||
Warrants issued in financing facility, net of related tax effect | 1,966 | 1,966 | |||||
Change in other comprehensive loss | (1) | $ (1) | |||||
Net loss | (50,082) | (50,082) | |||||
Balance at Dec. 31, 2017 | 28,848 | $ 191 | 140,006 | (111,348) | (1) | ||
Balance, Shares at Dec. 31, 2017 | 19,127,435 | ||||||
Stock-based compensation expense | 7,129 | 7,129 | |||||
Stock option exercise | $ 1,815 | $ 4 | 1,811 | ||||
Stock option exercise, Shares | 355,312 | 352,025 | |||||
Issuance of restricted stock units, net of shares withheld for income taxes | $ (91) | $ 1 | (92) | ||||
Issuance of restricted stock units, net of shares withheld for income taxes, Shares | 122,746 | ||||||
Issuance/sale of common stock for equity facility | 17,025 | $ 20 | 17,005 | ||||
Issuance/sale of common stock for equity facility, Shares | 1,983,040 | ||||||
Cashless exercise of warrants | 2,589 | $ 2 | 2,587 | ||||
Cashless exercise of warrants, Shares | 214,715 | ||||||
Revaluation of equity classified warrants | 89 | 89 | |||||
Change in other comprehensive loss | 1 | $ 1 | |||||
Net loss | (79,723) | (79,723) | |||||
Cumulative effect of adoption of new accounting standards, net of tax | 2,818 | 2,818 | |||||
Balance at Dec. 31, 2018 | (19,500) | $ 218 | 168,535 | (188,253) | |||
Balance, Shares at Dec. 31, 2018 | 21,799,961 | ||||||
Stock-based compensation expense | 9,094 | 9,094 | |||||
Stock option exercise | $ 6,003 | $ 9 | 5,994 | ||||
Stock option exercise, Shares | 871,790 | 863,952 | |||||
Issuance of restricted stock units, net of shares withheld for income taxes | $ (1,677) | $ 4 | (1,681) | ||||
Issuance of restricted stock units, net of shares withheld for income taxes, Shares | 429,926 | ||||||
Issuance/sale of common stock for equity facility | 301 | 301 | |||||
Issuance/sale of common stock for equity facility, Shares | 34,762 | ||||||
Separation | $ 14,480 | $ 14,480 | |||||
Cashless exercise of warrants | 3,217 | $ 2 | 3,215 | ||||
Cashless exercise of warrants, Shares | 184,327 | ||||||
Net loss | (18,630) | (18,630) | |||||
Balance at Dec. 31, 2019 | $ (6,712) | $ 233 | $ 199,938 | $ (206,883) | |||
Balance, Shares at Dec. 31, 2019 | 23,312,928 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities, continuing operations: | |||
Net loss | $ (18,630) | $ (79,723) | $ (50,082) |
Loss on discontinued operations, net of income taxes | 23,255 | 66,655 | 43,365 |
Adjustments to reconcile net income (loss) from continuing operations to net cash provided by operating activities from continuing operations: | |||
Stock-based compensation | 6,191 | 4,279 | 4,178 |
Non-cash interest expense | 5,412 | 1,287 | 912 |
Depreciation expense | 5,817 | 4,872 | 4,793 |
Loss on early extinguishment of debt | 6,772 | ||
Amortization of intangible assets | 2,583 | 2,583 | 2,583 |
Change in warrant valuation | 2,116 | 284 | 9 |
Deferred income taxes | 17,637 | 7,507 | |
Changes in operating assets and liabilities: | |||
Inventory | (4,373) | (860) | (1,093) |
Contract asset | (3,650) | (1,446) | |
Prepaid expenses and other current assets | (604) | (508) | (243) |
Right of use asset | 207 | ||
Accounts receivable | (1,523) | (3,180) | 725 |
Accounts payable, accrued expenses and other liabilities | (364) | (858) | (352) |
Operating lease liability | (213) | ||
Net cash provided by operating activities, continuing operations | 16,224 | 11,022 | 19,074 |
Cash flows from investing activities, continuing operations: | |||
Purchases of property and equipment | (8,342) | (7,198) | (5,403) |
Purchases of short-term investments | (12,100) | (6,225) | (57,124) |
Proceeds from maturity of investments | 12,100 | 9,750 | 53,500 |
Net cash used in investing activities, continuing operations | (8,342) | (3,673) | (9,027) |
Cash flows from financing activities, continuing operations: | |||
Proceeds from issuance of long-term debt, net of original issue discount of $11,400 | 43,600 | 10,000 | 60,000 |
Payments on long-term debt | (27,347) | ||
Fees related to early extinguishment of debt | (4,420) | ||
Payment of deferred financing costs | (2,936) | (961) | (4,178) |
Proceeds from sale of common stock, net of transaction costs | 16,965 | ||
Payments of withholdings on shares withheld for income taxes | (1,676) | (91) | (250) |
Proceeds from option exercises | 6,003 | 1,815 | 53 |
Net cash provided by financing activities, continuing operations | 25,991 | 27,728 | 23,858 |
Net increase in cash and cash equivalents from continuing operations | 33,873 | 35,077 | 33,905 |
Discontinued operations: | |||
Cash flows used in operating activities | (41,721) | (54,137) | (36,117) |
Cash flows used in investing activities | (1,518) | (3,410) | (1,287) |
Cash flows used in financing activities | (10,000) | ||
Net decrease in cash and cash equivalents from discontinued operations | (53,239) | (57,547) | (37,404) |
Cash and cash equivalents, beginning of year | 38,514 | 60,984 | 64,483 |
Cash and cash equivalents, end of year | 19,148 | 38,514 | 60,984 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 14,395 | 8,134 | 5,341 |
Cash paid for taxes | 467 | ||
Purchase of property, plant and equipment included in accrued expenses and accounts payable | 288 | 2,301 | 235 |
Common stock issued in connection with equity facility | 301 | 357 | |
Amortization of deferred equity costs | 332 | ||
Fair value recognized for warrants | $ 89 | $ 2,143 | |
Baudax Bio, Inc [Member] | |||
Cash flows from financing activities, continuing operations: | |||
Cash contribution to Baudax Bio, Inc. | $ (19,000) |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Statement Of Cash Flows [Abstract] | |
Issuance of long-term debt, original issue discount | $ 11,400 |
Background
Background | 12 Months Ended |
Dec. 31, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Background | (1) Background Recro Pharma, Inc., or the Company, was incorporated in Pennsylvania on November 15, 2007. The Company is a leading contract development and manufacturing organization, or CDMO, with integrated solutions for the development, formulation, regulatory support, manufacturing, and packaging of oral solid dose drug products. It leverages its formulation and development expertise to develop and manufacture pharmaceutical products using proprietary delivery technologies and know-how for commercial partners who commercialize or plan to commercialize these products. In November 2019, the Company’s former Acute Care business was spun-out through its former wholly-owned subsidiary, Baudax Bio, Inc., or Baudax Bio, when the Company completed a special dividend distribution of all the outstanding shares of common stock of Baudax Bio to its shareholders. See Note 4 to the consolidated financial statements for additional information on the spin-off of Baudax Bio. The Company has incurred losses from operations since inception and has an accumulated deficit of $206,883 as of December 31, 2019, which is mostly related to activities that are presented as discontinued operations upon completion of the spin-off as Baudax Bio. The Company’s future operations are highly dependent on the continued profitability of its manufacturing operations. Management believes that it is probable that the Company will be able to meet its obligations as they become due within one year after the date the financial statements are issued. |
Summary of Significant Accounti
Summary of Significant Accounting Principles | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Principles | ( 2 ) Summary of Significant Accounting Principles (a) Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. The Company’s consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. (b) Use of Estimates The preparation of financial statements and the notes to the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from such estimates. (c) Cash and Cash Equivalents Cash and cash equivalents represents cash in banks and highly liquid short-term investments that have maturities of three months or less when acquired. These highly liquid, short-term investments are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of the changes in interest rates. (d) Property and Equipment Property and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets, which are as follows: three to ten years for furniture and office equipment; six to ten years for manufacturing equipment; two to five years for vehicles; 35 to 40 years for buildings; and the shorter of the lease term or useful life for leasehold improvements. Repairs and maintenance cost are expensed as incurred. (e) Business Combinations In accordance with Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, Topic 805, “ Business Combinations (f) Goodwill and Intangible Assets Goodwill represents the excess of purchase price over the fair value of net assets acquired by the Company. Goodwill is not amortized, but assessed for impairment on an annual basis or more frequently if impairment indicators exist. The impairment model prescribes a one-step method for determining impairment. The one-step quantitative test calculates the amount of goodwill impairment as the excess of a reporting unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. Intangible assets include the Company’s royalties and contract manufacturing relationships assets. The royalties and contract manufacturing relationships intangible asset is considered a definite-lived intangible asset and is amortized on a straight-line basis over a useful life of six years. The Company is required to review the carrying value of amortizing intangible assets for recoverability whenever events occur or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. There were no triggering events as of December 31, 2019. The Company performs its annual goodwill impairment test as of November 30th, or whenever an event or change in circumstances occurs that would require reassessment of the recoverability of goodwill. In performing the evaluation, the Company assesses qualitative factors such as overall financial performance, anticipated changes in industry and market conditions, including recent tax reform, and competitive environments. The Company performed its impairment test as of November 30, 2019 and noted there have been no triggering events or indicators of impairment as of December 31, 2019. As a result of the impairment test, the Company determined that there was no impairment to goodwill for the year ended December 31, 2019. (g) Revenue Recognition The Company generates revenues from manufacturing, packaging, research and development, and related services for multiple pharmaceutical companies. The agreements that the Company has with its commercial partners provide for manufacturing revenues, sales-based royalties and/or profit sharing components. The Company’s revenue policies listed below are reflective of Accounting Standards Update, or ASU, No. 2014-09, “ Revenue from Contracts with Customers,” Manufacturing and other related services revenue is recognized upon transfer of control of a product to a customer, generally upon shipment, based on a transaction price that reflects the consideration the Company expects to be entitled to as specified in the agreement with the commercial partner, which could include pricing and volume-based adjustments. In addition to manufacturing and packaging revenue, certain customer agreements may have intellectual property sales-based royalties and/or profit sharing consideration, collectively referred to as royalties, computed on the net product sales of the commercial partner. Royalty revenues are generally recognized under the terms of the applicable license, development and/or supply agreement. For arrangements that include sales-based royalties where the license for intellectual property is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue when the related sales occur by the commercial partner. For arrangements that include sales-based royalties where the license for intellectual property is not deemed to be the predominant item to which the royalties relate, the Company recognizes revenue upon transfer of control of the manufactured product. In these cases, significant judgment is required to calculate this estimated variable consideration using the most-likely amount method based on historical customer pricing and deductions and is partially constrained due to items that are outside of the Company’s control including the uncertainty of the timing of future commercial partner sales, mix of volume, customer stocking and ordering patterns, as well as unforeseen price adjustments made by the Company’s commercial partners. Revenues related to research and development are generally recognized over-time as the related services or activities are performed using the output method and in accordance with the contract terms. In agreements which specify milestones, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. Milestone payments related to arrangements under which the Company has continuing performance obligations would be deferred and recognized over the period of performance. Milestone payments that are not within the control of the Company, such as submission for approval to regulators by a commercial partner or approvals from regulators, are not considered probable of being achieved until those submissions are submitted by the customer or approvals are received. (h) Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentration of credit risk consist primarily of cash, cash equivalents and accounts receivable. The Company manages its cash and cash equivalents based on established guidelines relative to diversification and maturities to maintain safety and liquidity. The Company’s accounts receivable balances are concentrated amongst approximately four customers and if any of these customers’ receivable balances should be deemed uncollectible, it could have a material adverse effect on the Company’s results of operations and financial condition. The Company is dependent on its relationships with a small number of commercial partners, with its four largest customers having generated 96% of its revenues for the year ending December 31, 2019. A portion of the Company’s revenues are dependent on U.S. based customers selling to end-users outside the U.S. ( i ) Research and Development Research and development expenses consist of costs incurred for product and formulation development activities, including regulatory support. The Company expenses research and development costs as incurred. Advanced payments for goods and services that will be used in future research and development activities are initially recorded as prepaid expenses and expensed as the activity is performed or when the goods have been received. In 2018 and 2017, these costs included salaries and related costs for personnel in research and development and regulatory functions. In the fourth quarter of 2018, the Company shifted the focus of these personnel to revenue-generating activities and, as such, these costs are included as a cost of sales beginning in the fourth quarter of 2018. (j) Stock-Based Awards The Company measures employee stock-based awards at grant-date fair value and recognizes employee compensation expense on a straight-line basis over the vesting period of the award. The Company accounts for forfeitures as they occur. Determining the appropriate fair value of stock options requires the input of subjective assumptions, including the expected life of the option and expected stock price volatility. The Company uses the Black-Scholes option pricing model to value its stock option awards. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and/or management uses different assumptions, stock-based compensation expense could be materially different for future awards. The expected life of stock options was estimated using the “simplified method,” which is based on the average of the vesting tranches and the contractual life of each grant. For stock price volatility, the Company uses the historical volatility of its publicly traded stock in order to estimate future stock price trends. The risk-free interest rate is based on U.S. Treasury notes with a term approximating the expected life of the option. For non-employee stock-based awards, the Company recognizes compensation expense on a straight-line basis over the vesting period of each separated vesting tranche of the award, which is known as the accelerated attribution method. The estimation of the number of stock awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from the Company’s current estimates, such amounts are recognized as an adjustment in the period in which estimates are revised. (k) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis, operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is recorded to the extent it is more likely than not that some portion or all of the deferred tax assets will not be realized. Unrecognized income tax benefits represent income tax positions taken on income tax returns that have not been recognized in the consolidated financial statements. The Company recognizes the benefit of an income tax position only if it is more likely than not (greater than 50%) that the tax position will be sustained upon tax examination, based solely on the technical merits of the tax position. Otherwise, no benefit is recognized. The tax benefits recognized are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company does not anticipate significant changes in the amount of unrecognized income tax benefits over the next year. (l) Net Income (Loss) Per Common Share Basic net income (loss) per common share is determined by dividing net income (loss) applicable to common shareholders by the weighted average common shares outstanding during the period. For purposes of calculating diluted net income (loss) per common share, the denominator includes both the weighted average common shares outstanding and the dilutive effect of outstanding common stock options, warrants and unvested restricted stock units, using the treasury stock method, if the inclusion of such instruments would be dilutive. The following table sets forth the computation of basic and diluted loss per share: Year ended December 31, 2019 2018 2017 Basic Loss Per Share Net income (loss) from continuing operations $ 4,625 $ (13,068 ) $ (6,717 ) Net income loss from discontinued operations (23,255 ) (66,655 ) (43,365 ) Net loss $ (18,630 ) $ (79,723 ) $ (50,082 ) Net income (loss) per share from continuing operations $ 0.21 $ (0.64 ) $ (0.35 ) Net loss per share from discontinued operations $ (1.04 ) $ (3.26 ) $ (2.28 ) Net loss per share of common stock, basic $ (0.83 ) $ (3.90 ) $ (2.63 ) Weighted average common shares outstanding, basic 22,414,194 20,465,106 19,070,983 Diluted Loss Per Share Net income (loss) from continuing operations $ 4,625 $ (13,068 ) $ (6,717 ) Net loss from discontinued operations (23,255 ) (66,655 ) (43,365 ) Net loss $ (18,630 ) $ (79,723 ) $ (50,082 ) Net income (loss) per share from continuing operations $ 0.20 $ (0.64 ) $ (0.35 ) Net loss per share from discontinued operations $ (0.99 ) $ (3.26 ) $ (2.28 ) Net loss per share of common stock, diluted $ (0.79 ) $ (3.90 ) $ (2.63 ) Weighted average common shares outstanding, diluted 23,608,862 20,465,106 19,070,983 The following potentially dilutive securities have been excluded from the computations of diluted weighted average shares outstanding as of December 31, 2019, 2018 and 2017 as they would be anti-dilutive: December 31, 2019 2018 2017 Options and restricted stock units outstanding 298,565 4,878,461 3,865,468 Warrants — 838,664 1,133,592 Amounts in the table above reflect the common stock equivalents of the noted instruments. (m) Segment Information The Company determined that it operates in a single segment. (n) Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842) Targeted Improvements In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 represents a comprehensive new revenue recognition model that requires a company to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled to receive in exchange for those goods or services. This ASU sets forth a new five-step revenue recognition model that replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed. In January 2018, the Company adopted the standard using the modified retrospective method. See Note 16 for additional information on the impact of the transition on the Company’s financial statements. Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-13, “ Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, Fair Value Measurement In June 2016, the FASB issued ASU No. 2016-13, “ Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” or ASU 2016-13. ASU 2016-13 requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires consideration of a range of reasonable information to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. ASU 2016-13 is effective for fiscal years beginning after December 15, 2022, including those interim periods within those fiscal years. The Company is currently assessing the impact of adopting this standard, but based on a preliminary assessment, does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. |
Acquisition of Gainesville Faci
Acquisition of Gainesville Facility | 12 Months Ended |
Dec. 31, 2019 | |
Gainesville Facility [Member] | |
Acquisition of Gainesville Facility | ( 3 ) Acquisition of Gainesville Facility On April 10, 2015, the Company completed the Gainesville Transaction. The consideration paid in connection with the Gainesville Transaction consisted of $50,000 cash at closing, a $4,000 working capital adjustment and a seven-year warrant to purchase 350,000 shares of the Company’s common stock at an exercise price of $19.46 per share, according to the original agreement. Under the acquisition method of accounting, the consideration paid was allocated to the fair value of the assets acquired and liabilities assumed. In December 2018, the Company entered in to an Amendment to the Purchase and Sale Agreement that amended the warrant agreement with Alkermes, which decreased the exercise price of the warrant to $8.26 per share. The warrant was settled in November 2019. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | ( 4 ) Discontinued Operations On November 21, 2019 (the “Distribution Date”), the Company completed the separation (the “Separation”) of its former Acute Care business by distributing to the Company’s shareholders on a pro rata basis all of the issued and outstanding common stock of Baudax Bio, the entity the Company incorporated to hold such businesses. To effect the Separation, the Company distributed to its shareholders 1 share of Baudax Bio common stock for every 2.5 shares of the Company’s common stock outstanding as of November 15, 2019, the record date for the distribution. Fractional shares of Baudax Bio common stock that otherwise would have been distributed were aggregated and sold into the public market and the proceeds distributed to the Company’s shareholders. Additionally, in connection with the Separation, the Company contributed $19,000 of cash to Baudax Bio. The accounting requirements for reporting the Separation of Baudax Bio as a discontinued operation were met when the Separation was completed. Accordingly, the accompanying consolidated financial statements for all periods presented reflect this business as a discontinued operation. In connection with the Separation, the Company and Baudax Bio entered into various agreements to effect the Separation and provide a framework for their relationship after the Separation, including a transition services agreement, an employee matters agreement, a tax matters agreement and an intellectual property matters agreement. These agreements provide for the allocation between the Company and Baudax Bio of assets, employees, liabilities and obligations (including investments, property and employee benefits and tax-related assets and liabilities) attributable to periods prior to, at, and after Baudax Bio’s separation from the Company and govern certain relationships between the Company and Baudax Bio after the Separation. The historical consolidated balance sheet and statements of operations of the Company and the related notes to the consolidated financial statements have been presented as discontinued operations in the consolidated financial statements and prior periods have been recast. Discontinued operations include results of the Company’s Acute Care business except for certain corporate overhead costs and certain costs associated with transition services provided by Baudax Bio to the Company, following the Separation, which are included in continuing operations. The Separation and Distribution Agreement with Baudax Bio sets forth, among other things, the assets that were transferred, the liabilities assumed, and the contracts that were assigned to each of Baudax Bio and the Company as part of the Separation of the Company into two companies, and provided for when and how these transfers, assumptions and assignments were to occur. The tax matters agreement governs the respective rights, responsibilities and obligations of Baudax Bio and the Company with respect to taxes (including taxes arising in the ordinary course of business and taxes, if any, incurred as a result of any failure of the Distribution and certain related transactions to qualify as tax-free for U.S. federal income tax purposes), tax attributes, uncertain tax positions, tax returns, tax proceedings and certain other tax matters. The employee matters agreement governs certain compensation and employee benefit obligations and allocates liabilities and responsibilities relating to employment matters, employee compensation and benefit plans and programs and other related matters, including the transfer or assignment of employees from the Company to Baudax Bio. As of December 31, 2019, certain current liabilities of discontinued operations remain on the Company’s consolidated balance sheet due to timing of payment, which consists of $22 of accounts payable and $1,150 of accrued expenses. The following table shows amounts included in assets and liabilities of discontinued operations, respectively, on the Company’s Consolidated Balance Sheets at December 31, 2018. December 31, 2018 Current assets: Prepaid expenses and other current assets $ 2,066 Current assets of discontinued operation 2,066 Property, plant and equipment, net 3,940 Intangible assets, net 26,400 Goodwill 2,127 Non-current assets of discontinued operation 32,467 Total assets of discontinued operation $ 34,533 Current liabilities: Accounts payable $ 2,351 Accrued expenses and other current liabilities 8,568 Current portion of contingent consideration 10,354 Current liabilities of discontinued operation 21,273 Other long-term liabilities 31 Long-term portion of contingent consideration 80,558 Non-current liabilities of discontinued operation 80,589 Total liabilities of discontinued operation $ 101,862 The following table represents the carrying value of assets and liabilities of discontinued operations distributed as part of the Separation on November 21, 2019, excluding corporate overhead previously included in the Acute Care business: November 21, 2019 Current assets: Cash and cash equivalents $ 19,000 Prepaid expenses and other current assets 605 Current assets 19,605 Right of use asset 832 Property, plant and equipment, net 4,846 Intangible assets, net 26,400 Goodwill 2,127 Non-current assets 34,205 Total assets $ 53,810 Current liabilities: Accounts payable $ 22 Accrued expenses and other current liabilities 1,263 Current portion of operating lease liability 356 Current liabilities 1,641 Non-current portion of operating lease liability 520 Long-term portion of contingent consideration 66,129 Non-current liabilities 66,649 Total liabilities $ 68,290 The following is a summary of the Acute Care business expenses for the years ended December 31, 2019, 2018 and 2017. Year ended December 31, Operating expenses: 2019 2018 2017 Research and development $ 19,471 $ 35,583 $ 28,635 Selling, general and administrative 18,441 22,441 11,104 Change in contingent consideration valuation (14,783 ) 8,499 12,839 Total operating expenses 23,129 66,523 52,578 Other income (expense), net (126 ) (132 ) 16 Loss on discontinued operations before income taxes (23,255 ) (66,655 ) (52,562 ) Income tax benefit on discontinued operations — — 9,197 Loss on discontinued operations, net of income taxes $ (23,255 ) $ (66,655 ) $ (43,365 ) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | ( 5 ) Fair Value of Financial Instruments The Company follows the provisions of FASB ASC Topic 820, “ Fair Value Measurements and Disclosures • Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities • Level 2: Inputs that are other than quoted prices in active markets for identical assets and liabilities, inputs that are quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are either directly or indirectly observable; and • Level 3: Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The Company has classified assets and liabilities measured at fair value on a recurring basis as follows: Fair value measurements at reporting date using Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) At December 31, 2018: Assets: Cash equivalents Money market mutual funds (See Note 6) $ 24,720 $ — $ — Commercial paper — 2,247 — U.S. Treasury obligations 2,748 — — Total cash equivalents $ 27,468 $ 2,247 $ — Liabilities: Warrants (See Note 13(d)) $ — $ — $ 1,101 $ — $ — $ 1,101 At December 31, 2019: Assets: Cash equivalents Money market mutual funds (See Note 6) $ 11,609 $ — $ — Total cash equivalents $ 11,609 $ — $ — The Company developed its own assumptions to determine the value of the warrants that do not have observable inputs or available market data to support the fair value. This method of valuation involves using inputs such as the fair value of the Company’s common stock, stock price volatility, the contractual term of the warrants, risk free interest rates and dividend yield. Due to the nature of these inputs, the valuation of the warrants is considered a Level 3 measurement. The reconciliation of warrants measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows: Warrants Balance at December 31, 2017 $ 3,406 Exercise of warrants (2,589 ) Remeasurement 284 Balance at December 31, 2018 $ 1,101 Exercise of warrants (3,217 ) Remeasurement 2,116 Total at December 31, 2019 $ — The Company follows the disclosure provisions of FASB ASC Topic 825, “ Financial Instruments |
Cash Equivalents
Cash Equivalents | 12 Months Ended |
Dec. 31, 2019 | |
Cash And Cash Equivalents [Abstract] | |
Cash Equivalents | ( 6 ) Cash Equivalents The following is a summary of cash equivalents: December 31, 2019 Amortized Gross Unrealized Estimated Description Cost Gain Loss Fair Value Money market mutual funds $ 11,609 $ — $ — $ 11,609 Total cash equivalents $ 11,609 $ — $ — $ 11,609 December 31, 2018 Amortized Gross Unrealized Estimated Description Cost Gain Loss Fair Value Money market mutual funds $ 24,720 $ — $ — $ 24,720 Commercial paper 2,247 — — 2,247 U.S. Treasury obligations 2,747 1 — 2,748 Total cash equivalents $ 29,714 $ 1 $ — $ 29,715 As of December 31, 2019 and 2018, the Company’s cash equivalents had maturities ranging from one to two months. The fair value of the Company’s U.S. Treasury obligations is determined by taking into consideration valuations obtained from third-party pricing services. The third-party pricing services utilize industry standard valuation models, for which all significant inputs are observable, either directly or indirectly, to estimate fair value. These inputs include reported trades of and broker/dealer quotes on the same or similar securities, issuer credit spreads, benchmark securities, and other observable inputs. To derive the fair value of its commercial paper, the Company uses benchmark inputs and industry standard analytical models. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Inventory | ( 7 ) Inventory Inventory is stated at the lower of cost and net realizable value. Included in inventory are raw materials and work-in-process used in the production of commercial products. Cost is determined using the first-in, first-out method. Inventory was as follows as of December 31, 2019 and 2018: December 31, 2019 December 31, 2018 Raw materials $ 3,240 $ 2,611 Work in process 6,430 4,935 Finished goods 5,892 3,440 15,562 10,986 Provision for inventory obsolescence (490 ) (287 ) $ 15,072 $ 10,699 Adjustments to inventory are determined at the raw materials, work-in-process, and finished good levels to reflect obsolescence or impaired balances. Inventory is primarily ordered to meet specific customer orders and largely reflects demand. Factors influencing inventory obsolescence include changes in demand, product life cycle, product pricing, physical deterioration and quality concerns. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | ( 8 ) Property, Plant and Equipment Property, plant and equipment consists of the following: December 31, 2019 December 31, 2018 Land $ 3,263 $ 3,263 Building and improvements 20,900 17,683 Furniture, office and computer equipment 5,847 5,604 Manufacturing equipment 35,699 30,097 Construction in progress 729 3,610 Property, plant and equipment 66,438 60,257 Less: accumulated depreciation and amortization 24,226 18,557 Property, plant and equipment, net $ 42,212 $ 41,700 Depreciation expense for the years ended December 31, 2019, 2018 and 2017 was $5,817, $4,872 and $4,793, respectively. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | ( 9 ) Intangible Assets The following represents the balance of the intangible assets at December 31, 2019: Cost Accumulated Amortization Net Intangible Assets Royalties and contract manufacturing relationships $ 15,500 $ 12,217 $ 3,283 Total $ 15,500 $ 12,217 $ 3,283 The following represents the balance of intangible assets at December 31, 2018: Cost Accumulated Amortization Net Intangible Assets Royalties and contract manufacturing relationships $ 15,500 $ 9,634 $ 5,866 Total $ 15,500 $ 9,634 $ 5,866 Amortization expense each year for the years ended December 31, 2019, 2018 and 2017 was $2,583. The amortization expense for the next two years will be $3,283 consisting of $2,583 in 2020 and $700 in the final year. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | (1 0 ) Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following: December 31, December 31, 2019 2018 Payroll and related costs 2,593 3,219 Professional and consulting fees 370 555 Accrued restructuring 365 — Deferred revenue 337 66 Property plant and equipment 88 1,459 Other 423 298 $ 4,176 $ 5,597 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | (1 1 ) Long-Term Debt On November 17, 2017, the Company entered into a $100,000 Credit Agreement, or the Credit Agreement, with Athyrium Opportunities III Acquisition LP, or Athyrium. The Credit Agreement provided for a term loan in the original principal amount of $60,000 funded at closing. In December 2018, the Company amended the Credit Agreement, (as amended, the “Amended Credit Agreement”). Pursuant to the Amended Credit Agreement, the $20,000 term B loan and $20,000 term C loan provided for under the Credit Agreement, were restructured into (i) a $10,000 term B-1 loan, funded on December 28, 2018; (ii) a $15,000 term B-2 loan; and (iii) a $15,000 term C loan. On February 28, 2019, the Company entered into a Second Amendment to Credit Agreement (the “Second Amendment”) with Athyrium. Pursuant to the Second Amendment, (i) the total commitments of the term loan credit facility governed by the Amended Credit Agreement was increased from $100,000 to $125,000, (ii) the $15,000 term B-2 loan and $15,000 term C loan provided for under the Amended Credit Agreement were restructured into a $55,000 term B-2 loan, which was funded on the date of execution of the Second Amendment and (iii) the maturity date was extended to March 31, 2023 (the “Maturity Date”). Beginning on March 31, 2021, the Company must repay the outstanding principal amount in quarterly installments of $3,000 with the outstanding principal balance due on the Maturity Date. On October 22, 2019, the Company entered into a Third Amendment to Credit Agreement (the “Third Amendment”) with Athyrium. The Third Amendment authorizes the release of two of the Company’s subsidiaries, Baudax Bio and Baudax Bio N.A. LLC (formerly known as Recro N.A. LLC) (“Baudax Bio N.A.”), from their respective obligations as guarantors and the release of any liens granted to or held by Athyrium on collateral provided by or equity interests in Baudax Bio and Baudax Bio N.A., including the security interest in Baudax Bio Limited (formerly Recro Ireland Limited) (the “Release”) under the Credit Agreement, as amended. The Release is subject to certain conditions, including consummation of the Distribution. The Release is applicable only to Baudax Bio and Baudax Bio N.A. and will not affect or modify any obligations of the Company or the Guarantors (other than Baudax Bio and Baudax Bio N.A.) under the Existing Credit Agreement. The term loans bear interest at a rate equal to the three-month LIBOR rate, with a 1% floor plus 9.75% per annum. In addition, in accordance with the Credit Agreement the Company will have to pay a 1% exit fee, which is $1,250 at the current outstanding loan balance and is being accreted to the carrying amount of the debt using the effective interest method over the term of the loan. In addition, if there is an early repayment, there is a sliding scale of prepayment penalties beginning with a 10% penalty and including a make-whole interest payment. No prepayment penalties are assessed for payments made after March 31, 2022. The Amended Credit Agreement contains certain usual and customary affirmative and negative covenants, as well as financial covenants that the Company will need to satisfy on a monthly and quarterly basis. As of December 31, 2019, the Company was in compliance with the covenants. As of December 31, 2019, the remaining payments due under the Amended Credit Agreement include a principal payment of $125,000 and an exit fee of $1,250 due at the Maturity Date. In connection with the Credit Agreement, the Company issued warrants to each of Athyrium and its affiliate, Athyrium Opportunities II Acquisition LP, or Athyrium II, to purchase an aggregate of 348,664 shares of the Company’s common stock with an exercise price of $8.6043 per share. In connection with the Amended Credit Agreement, the warrants were amended to decrease the exercise price to $6.84 per share. and revaluation adjustment from the repricing of the warrants In addition, the Company recorded debt issuance costs for the Amended Credit Agreement at original signing, an amendment fee of $500 as well as certain other fees and expenses in December 2018, and recorded debt issuance costs for the Second Amendment consisting of a $2,500 amendment fee, $436 closing fee and $11,400 original issue discount which, along with the fair value of warrants, are being amortized using the effective interest method over the term of the Second Amendment. The components of the carrying value of the debt as of December 31, 2019, are detailed below: Principal balance outstanding $ 125,000 Unamortized deferred issuance costs (15,100 ) Exit fee accretion 419 Total $ 110,319 The Company used proceeds from the Credit Agreement to (i) repay in full all outstanding indebtedness under its previous credit facility, dated April 10, 2015, between the Company’s subsidiary, Recro Gainesville LLC and OrbiMed Royalty Opportunities II, LP, or the OrbiMed Credit Agreement of $31,767, which included the remaining debt principal balance of $27,347 and early termination charges of $4,420 and (ii) pay transaction fees associated with the Credit Agreement of $4,178. Associated with the refinancing of the OrbiMed Credit Agreement and in accordance with ASC 405-20 “Extinguishments of Liabilities”, in the twelve months ended December 31, 2017, the Company recorded a loss on extinguishment of $6,772, which is reflected in the interest expense line within the Consolidated Statement of Operations and Comprehensive Loss. The Company recorded debt issuance cost amortization related to the credit agreements of $5,129 , $1,313 and $771, |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (1 2 ) Commitments and Contingencies ( a ) Litigation The Company is involved, from time to time, in various claims and legal proceedings arising in the ordinary course of its business. Except as disclosed below, the Company is not currently a party to any such claims or proceedings that, if decided adversely to it, would either individually or in the aggregate have a material adverse effect on its business, financial condition or results of operations. On May 31, 2018, a securities class action lawsuit, or the Securities Litigation, was filed against the Company and certain of its officers and directors in the U.S. District Court for the Eastern District of Pennsylvania (Case No. 2:18-cv-02279-MMB) that purported to state a claim for alleged violations of Section 10(b) and 20(a) of the Exchange Act and Rule 10(b)(5) promulgated thereunder, based on statements made by the Company concerning the NDA for IV meloxicam. The complaint seeks unspecified damages, interest, attorneys’ fees and other costs. On December 10, 2018, lead plaintiff filed an amended complaint that asserted the same claims and sought the same relief but included new allegations and named additional officers as defendants. On February 8, 2019, the Company filed a motion to dismiss the amended complaint in its entirety, which the lead plaintiff opposed on April 9, 2019. On May 9, 2019, the Company filed its response and briefing was completed on the motion to dismiss. In response to questions from the Judge, the parties submitted supplemental briefs with regard to the motion to dismiss the amended complaint during the fall of 2019. On February 18, 2020, the motion to dismiss was granted without prejudice; however, the plaintiffs have indicated that they intend to file a new complaint. In connection with the separation of Baudax Bio, Baudax Bio accepted assignment by the Company of all of its obligations in connection with the Securities Litigation and agreed to indemnify the Company for all liabilities related to the Securities Litigation. The Company believes that the lawsuit is without merit and intend to vigorously defend against it if the plaintiffs file a new complaint. The lawsuit is in the early stages and, at this time, no assessment can be made as to its likely outcome or whether the outcome will be material to the Company. ( b ) Leases The Company is a party to various operating leases in Georgia for office, manufacturing, chemistry, and manufacturing and controls development space. The Company is also a party to leases for office equipment and storage. The Company determines if an arrangement is a lease at inception. The arrangement is a lease if it conveys the right to the Company to control the use of identified property, plant, or equipment for a period of time in exchange for consideration. Lease terms vary based on the nature of operations, however, all leased facilities are classified as operating leases with remaining lease terms between less than one year and 6 years. Most leases contain specific renewal options where notice to renew must be provided in advance of lease expiration or automatic renewals where no advance notice is required. Periods covered by an option to extend the lease were included in the non-cancellable lease term when exercise of the option was determined to be reasonably certain. Costs determined to be variable and not based on an index or rate were not included in the measurement of operating lease liabilities. As most leases do not provide an implicit rate, the Company's incremental borrowing rate was used to discount its lease liabilities. The Company’s leases with an initial term of 12 months or less that do not have a purchase option or extension that is reasonably certain to be exercised are not included in the right of use asset or lease liability on the Consolidated Balance Sheets. Lease expense is recognized on a straight-line basis over the lease term. As of December 31, 2019, undiscounted future lease payments for non-cancellable operating leases, are as follows: Lease payments 2020 $ 203 2021 165 2022 156 2023 156 2024 155 2025 and thereafter 91 Total lease payments 926 Less imputed interest (411 ) Total operating liabilities $ 515 As of December 31, 2018 under legacy ASC 840 “ Leases Lease payments 2019 $ 264 2020 199 2021 156 2022 156 2023 156 2024 and thereafter 247 Total $ 1,178 For the year ended December 31, 2019, the weighted average remaining lease term was 5 years and the weighted average discount rate was 16%. The components of the Company’s lease cost were as follows for the year ended December 31, 2019: Year Ended December 31, 2019 Operating lease cost $ 227 Short-term lease cost 57 Variable lease cost 22 Total lease cost $ 306 ( c ) Purchase Commitments As of December 31, 2019, the Company had outstanding non-cancelable and cancelable purchase commitments of $5,593 related to inventory, capital expenditures, transition services agreement costs and other goods and services. ( d ) Certain Compensation and Employment Agreements The Company has entered into employment agreements with certain of its named executive officers. As of December 31, 2019, these employment agreements provided for, among other things, annual base salaries in an aggregate amount of not less than $1,018 from that date through calendar year 2020. |
Capital Structure
Capital Structure | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Capital Structure | (1 3 ) Capital Structure (a) Common Stock The Company is authorized to issue 50,000,000 shares of common stock, with a par value of $0.01 per share. Reflected below are the Company’s capital raises since its initial public offering, or IPO: On March 12, 2014, the Company completed an IPO, in which the Company sold 4,312,500 shares of common stock at $8.00 per share, resulting in gross proceeds of $34,500. In connection with the IPO, the Company paid $4,244 in underwriting discounts, commissions and offering costs, resulting in net proceeds of $30,256. Also in connection with the IPO, all of the outstanding shares of the Company’s Series A Redeemable Convertible Preferred Stock, including accreted dividends, and Bridge Notes, including accrued interest, were converted into common stock. On July 7, 2015, the Company closed a private placement with certain accredited investors in which the Company sold 1,379,311 shares of common stock at a price of $11.60 per share, for net proceeds of $14,812. The Company paid the placement agents a fee equal to 6.0% of the aggregate gross proceeds from the private placement, plus reimbursement of certain expenses. On August 19, 2016, the Company closed an underwritten public offering in which the Company sold 1,986,666 shares of common stock at a price per share of $7.50, for net proceeds of $13,367 after deducting underwriting commissions and offering expenses. On December 16, 2016, the Company closed an underwritten public offering in which the Company sold 6,670,000 shares of common stock at a price per share of $6.00, for net proceeds of $36,888 after deducting underwriting commissions and offering expenses. On December 29, 2017, the Company entered into a sales agreement, or the Sales Agreement, with Cowen and Company, LLC, or Cowen, pursuant to which the Company may sell from time to time, at its option, shares of its common stock, $0.01 par value per share, having an aggregate offering price of up to $40,000 through Cowen, as the placement agent. As of December 31, 2019, the Company did not have any sales of common stock under the Sales Agreement. (b) Common Stock Purchase Agreement On March 2, 2018, the Company entered into a common stock purchase agreement, or the 2018 Purchase Agreement, with Aspire Capital Fund, LLC, or Aspire Capital, which provides that, upon the terms and subject to the conditions and limitations set forth in the 2018 Purchase Agreement, Aspire Capital is committed to purchase, at the Company’s sole election, up to an aggregate of $20,000 of its shares of common stock over the approximately 30-month term of the 2018 Purchase Agreement. On the execution of the 2018 Purchase Agreement, the Company agreed to issue 33,040 shares of common stock to Aspire Capital with a fair value of $357 as consideration for entering into the 2018 Purchase Agreement. As of December 31, 2019, the Company sold 1,950,000 shares of common stock under the 2018 Purchase Agreement for proceeds of $16,999, at an average per share price of $8.72. On February 19, 2019, the Company entered into a common stock purchase agreement, or the 2019 Purchase Agreement, with Aspire Capital Fund, LLC, or Aspire Capital, which provides that, upon the terms and subject to the conditions and limitations set forth in the 2019 Purchase Agreement, Aspire Capital is committed to purchase, at the Company’s sole election, up to an aggregate of $20,000 of its shares of common stock over the approximately 30-month term of the Purchase Agreement. On the execution of the 2019 Purchase Agreement, the Company agreed to issue 34,762 shares of common stock to Aspire Capital as consideration for entering into the 2019 Purchase Agreement. (c) Preferred Stock The Company is authorized to issue 10,000,000 shares of preferred stock, with a par value of $0.01 per share. As of December 31, 2019, no preferred stock was issued or outstanding. (d) Warrants As of December 31, 2019, the Company had the following warrant outstanding to purchase shares of the Company’s common stock: Number of Shares Exercise Price per Share Expiration Date 348,664 $ 6.84 November 2024 The warrant to purchase 348,664 shares relates to Athyrium and is equity classified. During the year ended December 31, 2017, the Company recorded Athyrium equity classified warrants of $1,966, which is the fair value of $2,143, net of the related tax effect of $177. In November 2019, the warrant to purchase 350,000 shares issued to Alkermes, which was liability classified as it contained a contingent net cash settlement feature, was exercised on a cashless basis, with Alkermes surrendering 165,673 shares to cover the aggregate exercise price, resulting in the issuance of 184,327 shares of common stock based on the closing bid price of the Company’s common stock on November 8, 2019 of $17.45. For the year ended December 31, 2019, no liability classified warrants remain outstanding. The following table summarizes the fair value and the assumptions used for the Black-Scholes option-pricing model for the liability classified warrants for the year ended December 31, 2018: December 31, 2018 Fair value $ 1,101 Expected dividend yield — % Expected volatility 69 % Risk-free interest rates 2.49 % Remaining contractual term 3.25 years Each of the warrant agreements include usual and customary standard antidilution provisions and the Athyrium agreement contains additional antidilution provisions as well. |
Comprehensive Loss
Comprehensive Loss | 12 Months Ended |
Dec. 31, 2019 | |
Comprehensive Income Net Of Tax [Abstract] | |
Comprehensive Loss | (1 4 ) Comprehensive Loss The Company’s comprehensive loss is shown on the Consolidated Statements of Operations and Comprehensive Loss for the years ended December 31, 2019, 2018 and 2017 and is comprised of net unrealized gains and losses on the Company’s available-for-sale securities. The total comprehensive loss for the twelve months ended December 31, 2019, 2018 and 2017 was $18,630, $79,722 and $50,083, respectively. There was no tax effect for the twelve months ended December 31, 2019, 2018 or 2017 of other comprehensive loss. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | (1 5 ) Stock-Based Compensation The Company established the 2008 Stock Option Plan, or the 2008 Plan, which allows for the granting of common stock awards, stock appreciation rights, and incentive and nonqualified stock options to purchase shares of the Company’s common stock to designated employees, non-employee directors, and consultants and advisors. As of December 31, 2019, no stock appreciation rights have been issued. Subsequent to adoption, the 2008 Plan was amended to increase the authorized number of shares available for grant to 444,000 shares of common stock. This plan expired in 2018. In October 2013, the Company established the 2013 Equity Incentive Plan, or the 2013 Plan, which allows for the grant of stock options, stock appreciation rights and stock awards for a total of 600,000 shares of common stock. In June 2015, the Company’s shareholders approved the Amended and Restated Equity Incentive Plan, or the A&R Plan, which amended and restated the 2013 Plan and increased the aggregate amount of shares available for issuance to 2,000,000. In May 2018, the Company’s shareholders approved the 2018 Amended and Restated Equity Incentive Plan, which amended and restated the A&R Plan to increase the aggregate amount of shares available for issuance to 8,119,709. st st Stock options are exercisable generally for a period of 10 years from the date of grant and generally vest over four years. As of December 31, 2019, 3,498,500 shares are available for future grants under the A&R Plan. The weighted average grant-date fair value of the options awarded to employees during the years ended December 31, 2019, 2018 and 2017 was $5.72, $5.95 and $5.44, respectively. The fair value of the options was estimated on the date of grant using a Black-Scholes option pricing model with the following assumptions: December 31, 2019 2018 2017 Range of expected option life 5.5 - 6 years 5.5 - 6 years 6 years Expected volatility 78.26% - 81.54% 73.26% - 82.00% 75.10 - 84.71% Risk-free interest rate 1.56 - 2.66% 2.32 - 3.03% 1.87 - 2.27% Expected dividend yield — — — The following table summarizes stock option activity during the years ended December 31, 2019 and 2018: Number of shares Weighted average exercise price Weighted average remaining contractual life Balance, December 31, 2017 3,594,875 $ 7.17 7.1 years Granted 949,861 $ 8.92 Exercised (355,312 ) $ 5.17 Expired/forfeited/cancelled (414,359 ) $ 8.81 Balance, December 31, 2018 3,775,065 $ 7.62 7.4 years Granted 1,526,679 $ 8.24 Exercised (871,790 ) $ 7.01 Expired/forfeited/cancelled (734,305 ) $ 7.88 Balance, December 31, 2019 3,695,649 $ 7.97 7.2 years Vested 2,207,150 $ 7.74 6.2 years Vested and expected to vest 3,695,649 $ 7.97 7.2 years Included in the table above are 439,490 options outstanding as of December 31, 2019 that were granted outside the plan. The grants were made pursuant to the NASDAQ inducement grant exception in accordance with NASDAQ Listing Rule 5635(c)(4). The following table summarizes restricted stock units activity during the years ended December 31, 2019 and 2018. Number of shares Balance, December 31, 2017 270,593 Granted 1,011,487 Vested and settled (133,268 ) Expired/forfeited/cancelled (45,416 ) Balance, December 31, 2018 1,103,396 Granted 1,161,836 Vested and settled (586,685 ) Expired/forfeited/cancelled (481,045 ) Balance, December 31, 2019 1,197,502 Expected to vest 931,302 Included in the table above are 18,625 time-based RSUs outstanding as of December 31, 2019 that were granted outside the plan. The grants were made pursuant to the NASDAQ inducement grant exception in accordance with NASDAQ Listing Rule 5635(c)(4). Stock-based compensation expense from continuing operations for the twelve months ended December 31, 2019, 2018 and 2017 was $6,191, $4,279 and $4,178, respectively. As of December 31, 2019, there was $17,018 of unrecognized compensation expense related to unvested options and time-based RSUs that are expected to vest and will be expensed over a weighted average period of 1.7 years, of which approximately $3,800 relates to Baudax Bio employees and will be recorded in Baudax Bio in future periods. As of December 31, 2019, there was $2,127 of unrecognized compensation expense related to unvested performance-based RSUs that will be expensed if the performance criteria are met. In January 2020, the Company cancelled 251,200 performance-based RSUs as the performance criteria was based on Acute Care business related goals. The aggregate intrinsic value represents the total amount by which the fair value of the common stock subject to options exceeds the exercise price of the related options. As of December 31, 2019, the aggregate intrinsic value of the vested and unvested options was $23,368 and $14,932, respectively. |
Revenue Recognition
Revenue Recognition | 12 Months Ended |
Dec. 31, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | (1 6 ) Revenue Recognition Effective January 1, 2018, the Company adopted ASU 2014-09 using the modified retrospective method applied to contracts existing as of January 1, 2018. See Note 2 for additional information on the Company’s revenue recognition policies. The Company uses the practical expedient to not account for significant financing components because the period between recognition and collection does not exceed one year in any contract. Contract assets represent revenue recognized for performance obligations completed before an unconditional right to payment exists, and therefore invoicing or associated reporting from the customer regarding the computation of the net product sales has not yet occurred. Contract assets were $8,851 and $5,201 at December 31, 2019 and December 31, 2018, respectively. Generally, the contract assets balance is impacted by the recognition of additional contract assets, offset by amounts invoiced to customers or actual net product sale amounts reported by the commercial partner for the period. For the years ended December 31, 2019, actual net product sale amounts reported by the Company’s commercial partners exceeded estimates of royalty amounts attributed to manufactured product shipped as of December 31, 2018 for the related arrangements by approximately $2,083. The following table presents changes in the Company’s contract assets for the twelve months ended December 31, 2019: Contract asset, beginning of year $ 5,201 Change in estimate arising from changes in transaction price 2,083 Reclassification of contract asset to receivables, as the result of rights to consideration becoming unconditional (7,284 ) Contract assets recognized 8,851 Contract asset, end of period $ 8,851 The following table disaggregates revenue by timing of revenue recognition: Twelve Months Ended December 31, 2019 Point in time Over time Total Revenue $ 96,346 $ 2,873 $ 99,219 Twelve Months Ended December 31, 2018 Point in time Over time Total Revenue $ 76,270 $ 1,077 $ 77,347 Adoption of ASU 2014-09 did not require capitalization of any costs to obtain or fulfill contracts. In general, the Company’s payment terms for manufacturing revenue and research and development services is 30 days. Royalty revenue is recorded to accounts receivable in the quarter that the product is sold by the commercial partner upon reporting from the commercial partner and payment terms are generally 45 days after quarter end. Based on the adoption of ASU 2014-09, the timing difference between recognition of certain royalty revenues as a contract asset and cash receipt is increased by an estimated 90 days. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | ( 17 ) Income Taxes The components of income from continuing operations before income tax are as follows: December 31, 2019 2018 2017 Domestic $ 4,625 $ 4,368 $ 600 The components of the income tax provision (benefit) from continuing operations are as follows: December 31, 2019 2018 2017 Current: Federal $ — $ (130 ) $ (190 ) State and local — 1 — $ — (129 ) (190 ) Deferred: Federal $ 1,368 $ 124 $ 7,769 State and local (356 ) (1,327 ) (262 ) 1,012 (1,203 ) 7,507 Change in valuation allowance (1,012 ) 18,768 — Total income tax provision from continuing operations $ — $ 17,436 $ 7,317 A reconciliation of the statutory U.S. federal income tax rate to the Company’s effective tax rate from continuing operations is as follows: Year ended December 31, 2019 2018 2017 U.S. federal statutory income tax rate 21.0 % 21.0 % 34.0 % State taxes, net of federal benefit (7.7 )% (30.4 )% (43.7 )% Nondeductible expenses 11.4 % 0.3 % (21.0 )% Research and development credits (2.8 )% (21.0 )% (81.5 )% Change in federal tax rate — (1.4 )% 1315.6 % Change in valuation allowance (21.9 )% 429.7 % — Other — 1.0 % 16.8 % Effective income tax rate — 399.2 % 1220.2 % The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets were as follows: December 31, 2019 2018 Net operating loss carryforwards $ 35,052 $ 17,923 Research and development credits 4,443 4,307 Capitalized start-up costs 1,588 1,489 Intangibles 66 3,194 Contingent consideration — 9,816 Stock-based compensation 4,441 4,797 Operating lease liability 147 — Interest expense 6,966 1,370 Other temporary differences (1,918 ) 288 Gross deferred tax asset 50,785 43,184 Valuation allowance (45,214 ) (40,417 ) Net deferred tax asset 5,571 2,767 Deferred tax liability (5,571 ) (2,767 ) Net deferred taxes $ — $ — During the year ended December 31, 2019, the Company made an election to treat its Irish subsidiary as a disregarded entity for U.S federal income tax purposes, which resulted in a worthless stock and bad debt deduction of approximately $97.0 million for U.S. federal income tax purposes. There was no impact on the consolidated financial statements for this benefit as a result of the full valuation allowance against deferred tax assets. As a result of the Separation (see Note 4), certain deferred tax assets and liabilities that existed as of December 31, 2018 were attributable to Baudax subsequent to the transaction. In assessing the realizability of the net deferred tax asset, the Company considers all relevant positive and negative evidence in determining whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The realization of the gross deferred tax assets is dependent on several factors, including the generation of sufficient taxable income prior to the expiration of the net operating loss carryforwards. In 2018, the Company recorded a valuation allowance against its U.S. and state deferred tax assets based on the available positive and negative evidence available. An important aspect of objective negative evidence evaluated was the Company’s historical operating results over the prior three-year period. The Company maintains the valuation allowance as of December 31, 2019 as a result of historical losses, inclusive of discontinued operations, during the most recent three year period. The Company will re-evaluate the need for a valuation allowance in future periods based on its operating results as a standalone entity. The following table summarizes carryforwards of Federal net operating losses and tax credits as of December 31, 2019: Amount Expiration Federal net operating losses - 2008 to 2017 $ 8,200 2028 – 2038 Federal net operating losses - 2018 to 2019 $ 113,417 No expiration State net operating losses $ 128,095 2028 – 2039 Federal and state research and development credits $ 4,443 2028 – 2038 Under the Tax Reform Act of 1986, as amended (the “Act”), the utilization of a corporation’s net operating loss and research and development tax credit carryforwards is limited following a greater than 50% change in ownership during a three-year period. Any unused annual limitation may be carried forward to future years for the balance of the carryforward period. The Company has done an analysis to determine whether or not ownership changes, as defined by the Act, have occurred since inception. The Company determined that it experienced ownership changes, as defined by the Act, during the 2008, 2014 and 2016 tax years as a result of past financings; accordingly, the Company’s ability to utilize the aforementioned carryforwards will be limited. In addition, state net operating loss carryforwards may be further limited, including in Pennsylvania, which has a limitation of 30%, 35% or 40% of taxable income after modifications and apportionment on state net operating losses utilized in any one year during tax years beginning during 2017, 2018 or 2019 going forward, respectively. The Company will recognize interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2019, the Company had no accrued interest or penalties related to uncertain tax positions and no amounts have been recognized in the Company’s statements of operations. Due to net operating loss and tax credit carry forwards that remain unutilized, income tax returns for tax years from inception through 2016 remain subject to examination by the taxing jurisdictions. On December 22, 2017, the Tax Cuts and Jobs Act (H.R. 1) (the “Tax Act”) was signed into law. The Tax Act contains significant changes to corporate taxation, including (i) the reduction of the corporate income tax rate to 21%, (ii) the acceleration of expensing for certain business assets, (iii) the one-time transition tax related to the transition of U.S. international tax from a worldwide tax system to a territorial tax system, (iv) additional limitations on the deductibility of interest expense, and (v) expanded limitations on executive compensation. The most significant impacts on the Company are as follows: • The Company remeasured its existing U.S. federal deferred tax assets and liabilities at the rate that the Company expects to be in effect when those deferred taxes will be realized, which is now 21%. In 2017, the Company recognized a one-time net expense from the deferred tax remeasurement of approximately $7,900. • The Company will be able to claim an immediate deduction for investments in qualified fixed assets acquired and placed in service beginning September 27, 2017 through 2022. This provision phases out through 2026. • Given our taxable losses in the U.S., we will be limited in our ability to deduct interest expense, and any disallowed interest expense for 2018 and tax years following will result in an indefinite carry forward until such time as we meet the taxable income thresholds required to deduct interest expense. Pursuant to the Securities and Exchange Commission Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Act ("SAB 118"), the SEC gave issuers a one year measurement period to finalize accounting adjustments related to the act. For the year-ended December 31, 2017, the Company disclosed it was unable to determine a reasonable estimate of the decrease to its stock compensation deferred tax asset, if any, under the Tax Act due to expanded limitations on the deductibility of executive compensation. The Company has subsequently determined there were no material changes required related to any provisional amounts recorded and the measurement period under SAB 118 has closed. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | ( 18 ) Related Party Transactions Baudax Bio became a related party to the Company following the Separation. As part of the Separation, the Company entered into a transition services agreement with Baudax Bio. Under the transition services agreement, Baudax Bio provides certain services to the Company, each related to corporate functions, and are charged to the Company. Additionally, the Company may incur expenses that are directly related to Baudax Bio after the Separation, which are billed to Baudax Bio. For the year ended December 31, 2019, for periods subsequent to the Separation, the Company recorded expense of $206 related to the transition services agreement, which is recorded as an increase in selling, general and administrative expenses. The Company recorded a net payable of $273 for such activities and other activity with Baudax Bio as of December 31, 2019. |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Plan | (19) Retirement Plan The Company has a voluntary 401(k) Savings Plan (the 401(k) Plan) in which all employees are eligible to participate. The Company’s policy is to match 100% of the employee contributions up to a maximum of 5% of employee compensation. Total Company contributions to the 401(k) Plan for the year ended December 31, 2019, 2018 and 2017 were $926, $860 and $849, respectively. |
Summary of Significant Accoun_2
Summary of Significant Accounting Principles (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | (a) Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with U.S. generally accepted accounting principles, or U.S. GAAP. The Company’s consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated. |
Use of Estimates | (b) Use of Estimates The preparation of financial statements and the notes to the financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from such estimates. |
Cash and Cash Equivalents | (c) Cash and Cash Equivalents Cash and cash equivalents represents cash in banks and highly liquid short-term investments that have maturities of three months or less when acquired. These highly liquid, short-term investments are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of the changes in interest rates. |
Property and Equipment | (d) Property and Equipment Property and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the assets, which are as follows: three to ten years for furniture and office equipment; six to ten years for manufacturing equipment; two to five years for vehicles; 35 to 40 years for buildings; and the shorter of the lease term or useful life for leasehold improvements. Repairs and maintenance cost are expensed as incurred. |
Business Combinations | (e) Business Combinations In accordance with Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, Topic 805, “ Business Combinations |
Goodwill and Intangible Assets | (f) Goodwill and Intangible Assets Goodwill represents the excess of purchase price over the fair value of net assets acquired by the Company. Goodwill is not amortized, but assessed for impairment on an annual basis or more frequently if impairment indicators exist. The impairment model prescribes a one-step method for determining impairment. The one-step quantitative test calculates the amount of goodwill impairment as the excess of a reporting unit’s carrying amount over its fair value, not to exceed the total amount of goodwill allocated to the reporting unit. Intangible assets include the Company’s royalties and contract manufacturing relationships assets. The royalties and contract manufacturing relationships intangible asset is considered a definite-lived intangible asset and is amortized on a straight-line basis over a useful life of six years. The Company is required to review the carrying value of amortizing intangible assets for recoverability whenever events occur or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. There were no triggering events as of December 31, 2019. The Company performs its annual goodwill impairment test as of November 30th, or whenever an event or change in circumstances occurs that would require reassessment of the recoverability of goodwill. In performing the evaluation, the Company assesses qualitative factors such as overall financial performance, anticipated changes in industry and market conditions, including recent tax reform, and competitive environments. The Company performed its impairment test as of November 30, 2019 and noted there have been no triggering events or indicators of impairment as of December 31, 2019. As a result of the impairment test, the Company determined that there was no impairment to goodwill for the year ended December 31, 2019. |
Revenue Recognition | (g) Revenue Recognition The Company generates revenues from manufacturing, packaging, research and development, and related services for multiple pharmaceutical companies. The agreements that the Company has with its commercial partners provide for manufacturing revenues, sales-based royalties and/or profit sharing components. The Company’s revenue policies listed below are reflective of Accounting Standards Update, or ASU, No. 2014-09, “ Revenue from Contracts with Customers,” Manufacturing and other related services revenue is recognized upon transfer of control of a product to a customer, generally upon shipment, based on a transaction price that reflects the consideration the Company expects to be entitled to as specified in the agreement with the commercial partner, which could include pricing and volume-based adjustments. In addition to manufacturing and packaging revenue, certain customer agreements may have intellectual property sales-based royalties and/or profit sharing consideration, collectively referred to as royalties, computed on the net product sales of the commercial partner. Royalty revenues are generally recognized under the terms of the applicable license, development and/or supply agreement. For arrangements that include sales-based royalties where the license for intellectual property is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue when the related sales occur by the commercial partner. For arrangements that include sales-based royalties where the license for intellectual property is not deemed to be the predominant item to which the royalties relate, the Company recognizes revenue upon transfer of control of the manufactured product. In these cases, significant judgment is required to calculate this estimated variable consideration using the most-likely amount method based on historical customer pricing and deductions and is partially constrained due to items that are outside of the Company’s control including the uncertainty of the timing of future commercial partner sales, mix of volume, customer stocking and ordering patterns, as well as unforeseen price adjustments made by the Company’s commercial partners. Revenues related to research and development are generally recognized over-time as the related services or activities are performed using the output method and in accordance with the contract terms. In agreements which specify milestones, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. Milestone payments related to arrangements under which the Company has continuing performance obligations would be deferred and recognized over the period of performance. Milestone payments that are not within the control of the Company, such as submission for approval to regulators by a commercial partner or approvals from regulators, are not considered probable of being achieved until those submissions are submitted by the customer or approvals are received. |
Concentration of Credit Risk | (h) Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentration of credit risk consist primarily of cash, cash equivalents and accounts receivable. The Company manages its cash and cash equivalents based on established guidelines relative to diversification and maturities to maintain safety and liquidity. The Company’s accounts receivable balances are concentrated amongst approximately four customers and if any of these customers’ receivable balances should be deemed uncollectible, it could have a material adverse effect on the Company’s results of operations and financial condition. The Company is dependent on its relationships with a small number of commercial partners, with its four largest customers having generated 96% of its revenues for the year ending December 31, 2019. A portion of the Company’s revenues are dependent on U.S. based customers selling to end-users outside the U.S. |
Research and Development | ( i ) Research and Development Research and development expenses consist of costs incurred for product and formulation development activities, including regulatory support. The Company expenses research and development costs as incurred. Advanced payments for goods and services that will be used in future research and development activities are initially recorded as prepaid expenses and expensed as the activity is performed or when the goods have been received. In 2018 and 2017, these costs included salaries and related costs for personnel in research and development and regulatory functions. In the fourth quarter of 2018, the Company shifted the focus of these personnel to revenue-generating activities and, as such, these costs are included as a cost of sales beginning in the fourth quarter of 2018. |
Stock-Based Awards | (j) Stock-Based Awards The Company measures employee stock-based awards at grant-date fair value and recognizes employee compensation expense on a straight-line basis over the vesting period of the award. The Company accounts for forfeitures as they occur. Determining the appropriate fair value of stock options requires the input of subjective assumptions, including the expected life of the option and expected stock price volatility. The Company uses the Black-Scholes option pricing model to value its stock option awards. The assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and/or management uses different assumptions, stock-based compensation expense could be materially different for future awards. The expected life of stock options was estimated using the “simplified method,” which is based on the average of the vesting tranches and the contractual life of each grant. For stock price volatility, the Company uses the historical volatility of its publicly traded stock in order to estimate future stock price trends. The risk-free interest rate is based on U.S. Treasury notes with a term approximating the expected life of the option. For non-employee stock-based awards, the Company recognizes compensation expense on a straight-line basis over the vesting period of each separated vesting tranche of the award, which is known as the accelerated attribution method. The estimation of the number of stock awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from the Company’s current estimates, such amounts are recognized as an adjustment in the period in which estimates are revised. |
Income Taxes | (k) Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis, operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is recorded to the extent it is more likely than not that some portion or all of the deferred tax assets will not be realized. Unrecognized income tax benefits represent income tax positions taken on income tax returns that have not been recognized in the consolidated financial statements. The Company recognizes the benefit of an income tax position only if it is more likely than not (greater than 50%) that the tax position will be sustained upon tax examination, based solely on the technical merits of the tax position. Otherwise, no benefit is recognized. The tax benefits recognized are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company does not anticipate significant changes in the amount of unrecognized income tax benefits over the next year. |
Net Income (Loss) Per Common Share | (l) Net Income (Loss) Per Common Share Basic net income (loss) per common share is determined by dividing net income (loss) applicable to common shareholders by the weighted average common shares outstanding during the period. For purposes of calculating diluted net income (loss) per common share, the denominator includes both the weighted average common shares outstanding and the dilutive effect of outstanding common stock options, warrants and unvested restricted stock units, using the treasury stock method, if the inclusion of such instruments would be dilutive. The following table sets forth the computation of basic and diluted loss per share: Year ended December 31, 2019 2018 2017 Basic Loss Per Share Net income (loss) from continuing operations $ 4,625 $ (13,068 ) $ (6,717 ) Net income loss from discontinued operations (23,255 ) (66,655 ) (43,365 ) Net loss $ (18,630 ) $ (79,723 ) $ (50,082 ) Net income (loss) per share from continuing operations $ 0.21 $ (0.64 ) $ (0.35 ) Net loss per share from discontinued operations $ (1.04 ) $ (3.26 ) $ (2.28 ) Net loss per share of common stock, basic $ (0.83 ) $ (3.90 ) $ (2.63 ) Weighted average common shares outstanding, basic 22,414,194 20,465,106 19,070,983 Diluted Loss Per Share Net income (loss) from continuing operations $ 4,625 $ (13,068 ) $ (6,717 ) Net loss from discontinued operations (23,255 ) (66,655 ) (43,365 ) Net loss $ (18,630 ) $ (79,723 ) $ (50,082 ) Net income (loss) per share from continuing operations $ 0.20 $ (0.64 ) $ (0.35 ) Net loss per share from discontinued operations $ (0.99 ) $ (3.26 ) $ (2.28 ) Net loss per share of common stock, diluted $ (0.79 ) $ (3.90 ) $ (2.63 ) Weighted average common shares outstanding, diluted 23,608,862 20,465,106 19,070,983 The following potentially dilutive securities have been excluded from the computations of diluted weighted average shares outstanding as of December 31, 2019, 2018 and 2017 as they would be anti-dilutive: December 31, 2019 2018 2017 Options and restricted stock units outstanding 298,565 4,878,461 3,865,468 Warrants — 838,664 1,133,592 Amounts in the table above reflect the common stock equivalents of the noted instruments. |
Segment Information | (m) Segment Information The Company determined that it operates in a single segment. |
Recent Accounting Pronouncements | (n) Recent Accounting Pronouncements Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, “ Leases (Topic 842) Targeted Improvements In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 represents a comprehensive new revenue recognition model that requires a company to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which a company expects to be entitled to receive in exchange for those goods or services. This ASU sets forth a new five-step revenue recognition model that replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed. In January 2018, the Company adopted the standard using the modified retrospective method. See Note 16 for additional information on the impact of the transition on the Company’s financial statements. Accounting Pronouncements Not Yet Adopted In August 2018, the FASB issued ASU 2018-13, “ Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, Fair Value Measurement In June 2016, the FASB issued ASU No. 2016-13, “ Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,” or ASU 2016-13. ASU 2016-13 requires companies to measure credit losses utilizing a methodology that reflects expected credit losses and requires consideration of a range of reasonable information to estimate credit losses on certain types of financial instruments, including trade receivables and available-for-sale debt securities. ASU 2016-13 is effective for fiscal years beginning after December 15, 2022, including those interim periods within those fiscal years. The Company is currently assessing the impact of adopting this standard, but based on a preliminary assessment, does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Principles (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Computation of Basic and Diluted Loss Per Share | The following table sets forth the computation of basic and diluted loss per share: Year ended December 31, 2019 2018 2017 Basic Loss Per Share Net income (loss) from continuing operations $ 4,625 $ (13,068 ) $ (6,717 ) Net income loss from discontinued operations (23,255 ) (66,655 ) (43,365 ) Net loss $ (18,630 ) $ (79,723 ) $ (50,082 ) Net income (loss) per share from continuing operations $ 0.21 $ (0.64 ) $ (0.35 ) Net loss per share from discontinued operations $ (1.04 ) $ (3.26 ) $ (2.28 ) Net loss per share of common stock, basic $ (0.83 ) $ (3.90 ) $ (2.63 ) Weighted average common shares outstanding, basic 22,414,194 20,465,106 19,070,983 Diluted Loss Per Share Net income (loss) from continuing operations $ 4,625 $ (13,068 ) $ (6,717 ) Net loss from discontinued operations (23,255 ) (66,655 ) (43,365 ) Net loss $ (18,630 ) $ (79,723 ) $ (50,082 ) Net income (loss) per share from continuing operations $ 0.20 $ (0.64 ) $ (0.35 ) Net loss per share from discontinued operations $ (0.99 ) $ (3.26 ) $ (2.28 ) Net loss per share of common stock, diluted $ (0.79 ) $ (3.90 ) $ (2.63 ) Weighted average common shares outstanding, diluted 23,608,862 20,465,106 19,070,983 |
Schedule of Anti-Dilutive Securities | The following potentially dilutive securities have been excluded from the computations of diluted weighted average shares outstanding as of December 31, 2019, 2018 and 2017 as they would be anti-dilutive: December 31, 2019 2018 2017 Options and restricted stock units outstanding 298,565 4,878,461 3,865,468 Warrants — 838,664 1,133,592 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Summary of Assets and Liabilities and Operating Results Related to Discontinued Operations | The following table shows amounts included in assets and liabilities of discontinued operations, respectively, on the Company’s Consolidated Balance Sheets at December 31, 2018. December 31, 2018 Current assets: Prepaid expenses and other current assets $ 2,066 Current assets of discontinued operation 2,066 Property, plant and equipment, net 3,940 Intangible assets, net 26,400 Goodwill 2,127 Non-current assets of discontinued operation 32,467 Total assets of discontinued operation $ 34,533 Current liabilities: Accounts payable $ 2,351 Accrued expenses and other current liabilities 8,568 Current portion of contingent consideration 10,354 Current liabilities of discontinued operation 21,273 Other long-term liabilities 31 Long-term portion of contingent consideration 80,558 Non-current liabilities of discontinued operation 80,589 Total liabilities of discontinued operation $ 101,862 The following table represents the carrying value of assets and liabilities of discontinued operations distributed as part of the Separation on November 21, 2019, excluding corporate overhead previously included in the Acute Care business: November 21, 2019 Current assets: Cash and cash equivalents $ 19,000 Prepaid expenses and other current assets 605 Current assets 19,605 Right of use asset 832 Property, plant and equipment, net 4,846 Intangible assets, net 26,400 Goodwill 2,127 Non-current assets 34,205 Total assets $ 53,810 Current liabilities: Accounts payable $ 22 Accrued expenses and other current liabilities 1,263 Current portion of operating lease liability 356 Current liabilities 1,641 Non-current portion of operating lease liability 520 Long-term portion of contingent consideration 66,129 Non-current liabilities 66,649 Total liabilities $ 68,290 The following is a summary of the Acute Care business expenses for the years ended December 31, 2019, 2018 and 2017. Year ended December 31, Operating expenses: 2019 2018 2017 Research and development $ 19,471 $ 35,583 $ 28,635 Selling, general and administrative 18,441 22,441 11,104 Change in contingent consideration valuation (14,783 ) 8,499 12,839 Total operating expenses 23,129 66,523 52,578 Other income (expense), net (126 ) (132 ) 16 Loss on discontinued operations before income taxes (23,255 ) (66,655 ) (52,562 ) Income tax benefit on discontinued operations — — 9,197 Loss on discontinued operations, net of income taxes $ (23,255 ) $ (66,655 ) $ (43,365 ) |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Classification of Assets and Liabilities Measured at Fair Value on Recurring Basis | The Company has classified assets and liabilities measured at fair value on a recurring basis as follows: Fair value measurements at reporting date using Quoted prices in active markets for identical assets (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) At December 31, 2018: Assets: Cash equivalents Money market mutual funds (See Note 6) $ 24,720 $ — $ — Commercial paper — 2,247 — U.S. Treasury obligations 2,748 — — Total cash equivalents $ 27,468 $ 2,247 $ — Liabilities: Warrants (See Note 13(d)) $ — $ — $ 1,101 $ — $ — $ 1,101 At December 31, 2019: Assets: Cash equivalents Money market mutual funds (See Note 6) $ 11,609 $ — $ — Total cash equivalents $ 11,609 $ — $ — |
Reconciliation of Contingent Consideration and Warrants Measured at Fair Value on Recurring Basis Using Unobservable Inputs | The reconciliation of warrants measured at fair value on a recurring basis using unobservable inputs (Level 3) is as follows: Warrants Balance at December 31, 2017 $ 3,406 Exercise of warrants (2,589 ) Remeasurement 284 Balance at December 31, 2018 $ 1,101 Exercise of warrants (3,217 ) Remeasurement 2,116 Total at December 31, 2019 $ — |
Cash Equivalents (Tables)
Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Cash And Cash Equivalents [Abstract] | |
Schedule of Cash Equivalents | The following is a summary of cash equivalents: December 31, 2019 Amortized Gross Unrealized Estimated Description Cost Gain Loss Fair Value Money market mutual funds $ 11,609 $ — $ — $ 11,609 Total cash equivalents $ 11,609 $ — $ — $ 11,609 December 31, 2018 Amortized Gross Unrealized Estimated Description Cost Gain Loss Fair Value Money market mutual funds $ 24,720 $ — $ — $ 24,720 Commercial paper 2,247 — — 2,247 U.S. Treasury obligations 2,747 1 — 2,748 Total cash equivalents $ 29,714 $ 1 $ — $ 29,715 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Inventory Disclosure [Abstract] | |
Components of Inventory | Inventory was as follows as of December 31, 2019 and 2018: December 31, 2019 December 31, 2018 Raw materials $ 3,240 $ 2,611 Work in process 6,430 4,935 Finished goods 5,892 3,440 15,562 10,986 Provision for inventory obsolescence (490 ) (287 ) $ 15,072 $ 10,699 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment consists of the following: December 31, 2019 December 31, 2018 Land $ 3,263 $ 3,263 Building and improvements 20,900 17,683 Furniture, office and computer equipment 5,847 5,604 Manufacturing equipment 35,699 30,097 Construction in progress 729 3,610 Property, plant and equipment 66,438 60,257 Less: accumulated depreciation and amortization 24,226 18,557 Property, plant and equipment, net $ 42,212 $ 41,700 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Balance of Intangible Assets | The following represents the balance of the intangible assets at December 31, 2019: Cost Accumulated Amortization Net Intangible Assets Royalties and contract manufacturing relationships $ 15,500 $ 12,217 $ 3,283 Total $ 15,500 $ 12,217 $ 3,283 The following represents the balance of intangible assets at December 31, 2018: Cost Accumulated Amortization Net Intangible Assets Royalties and contract manufacturing relationships $ 15,500 $ 9,634 $ 5,866 Total $ 15,500 $ 9,634 $ 5,866 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables And Accruals [Abstract] | |
Summary of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consist of the following: December 31, December 31, 2019 2018 Payroll and related costs 2,593 3,219 Professional and consulting fees 370 555 Accrued restructuring 365 — Deferred revenue 337 66 Property plant and equipment 88 1,459 Other 423 298 $ 4,176 $ 5,597 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-Term Debt Balance | The components of the carrying value of the debt as of December 31, 2019, are detailed below: Principal balance outstanding $ 125,000 Unamortized deferred issuance costs (15,100 ) Exit fee accretion 419 Total $ 110,319 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Undiscounted Future Lease Payments for Non-Cancellable Operating Leases | As of December 31, 2019, undiscounted future lease payments for non-cancellable operating leases, are as follows: Lease payments 2020 $ 203 2021 165 2022 156 2023 156 2024 155 2025 and thereafter 91 Total lease payments 926 Less imputed interest (411 ) Total operating liabilities $ 515 |
Schedule of Undiscounted Future Lease Payments for Non-Cancellable Operating Leases under Legacy ASC 840 | As of December 31, 2018 under legacy ASC 840 “ Leases Lease payments 2019 $ 264 2020 199 2021 156 2022 156 2023 156 2024 and thereafter 247 Total $ 1,178 |
Schedule of Components Least Cost | The components of the Company’s lease cost were as follows for the year ended December 31, 2019: Year Ended December 31, 2019 Operating lease cost $ 227 Short-term lease cost 57 Variable lease cost 22 Total lease cost $ 306 |
Capital Structure (Tables)
Capital Structure (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Warrant Outstanding to Purchase Shares of Common Stock | As of December 31, 2019, the Company had the following warrant outstanding to purchase shares of the Company’s common stock: Number of Shares Exercise Price per Share Expiration Date 348,664 $ 6.84 November 2024 |
Summary of Fair Value and Assumptions Used for Black-Scholes Option-pricing Model for Liability Classified Warrants | For the year ended December 31, 2019, no liability classified warrants remain outstanding. The following table summarizes the fair value and the assumptions used for the Black-Scholes option-pricing model for the liability classified warrants for the year ended December 31, 2018: December 31, 2018 Fair value $ 1,101 Expected dividend yield — % Expected volatility 69 % Risk-free interest rates 2.49 % Remaining contractual term 3.25 years |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Fair Value of Options Estimated on Date of Grant Using Black-Scholes Option Pricing Model | The fair value of the options was estimated on the date of grant using a Black-Scholes option pricing model with the following assumptions: December 31, 2019 2018 2017 Range of expected option life 5.5 - 6 years 5.5 - 6 years 6 years Expected volatility 78.26% - 81.54% 73.26% - 82.00% 75.10 - 84.71% Risk-free interest rate 1.56 - 2.66% 2.32 - 3.03% 1.87 - 2.27% Expected dividend yield — — — |
Summary of Stock Option Activity | The following table summarizes stock option activity during the years ended December 31, 2019 and 2018: Number of shares Weighted average exercise price Weighted average remaining contractual life Balance, December 31, 2017 3,594,875 $ 7.17 7.1 years Granted 949,861 $ 8.92 Exercised (355,312 ) $ 5.17 Expired/forfeited/cancelled (414,359 ) $ 8.81 Balance, December 31, 2018 3,775,065 $ 7.62 7.4 years Granted 1,526,679 $ 8.24 Exercised (871,790 ) $ 7.01 Expired/forfeited/cancelled (734,305 ) $ 7.88 Balance, December 31, 2019 3,695,649 $ 7.97 7.2 years Vested 2,207,150 $ 7.74 6.2 years Vested and expected to vest 3,695,649 $ 7.97 7.2 years |
Summary of Restricted Stock Units Activity | The following table summarizes restricted stock units activity during the years ended December 31, 2019 and 2018. Number of shares Balance, December 31, 2017 270,593 Granted 1,011,487 Vested and settled (133,268 ) Expired/forfeited/cancelled (45,416 ) Balance, December 31, 2018 1,103,396 Granted 1,161,836 Vested and settled (586,685 ) Expired/forfeited/cancelled (481,045 ) Balance, December 31, 2019 1,197,502 Expected to vest 931,302 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Changes in Contract Assets | The following table presents changes in the Company’s contract assets for the twelve months ended December 31, 2019: Contract asset, beginning of year $ 5,201 Change in estimate arising from changes in transaction price 2,083 Reclassification of contract asset to receivables, as the result of rights to consideration becoming unconditional (7,284 ) Contract assets recognized 8,851 Contract asset, end of period $ 8,851 |
Disaggregation of Revenue by Timing of Revenue Recognition | The following table disaggregates revenue by timing of revenue recognition: Twelve Months Ended December 31, 2019 Point in time Over time Total Revenue $ 96,346 $ 2,873 $ 99,219 Twelve Months Ended December 31, 2018 Point in time Over time Total Revenue $ 76,270 $ 1,077 $ 77,347 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Components of Income From Continuing Operations Before Income Tax | The components of income from continuing operations before income tax are as follows: December 31, 2019 2018 2017 Domestic $ 4,625 $ 4,368 $ 600 |
Components of Income Tax Provision (Benefit) From Continuing Operations | The components of the income tax provision (benefit) from continuing operations are as follows: December 31, 2019 2018 2017 Current: Federal $ — $ (130 ) $ (190 ) State and local — 1 — $ — (129 ) (190 ) Deferred: Federal $ 1,368 $ 124 $ 7,769 State and local (356 ) (1,327 ) (262 ) 1,012 (1,203 ) 7,507 Change in valuation allowance (1,012 ) 18,768 — Total income tax provision from continuing operations $ — $ 17,436 $ 7,317 |
Reconciliation of Statutory U.S. Federal Income Tax Rate to Effective Tax Rate From Continuing Operations | A reconciliation of the statutory U.S. federal income tax rate to the Company’s effective tax rate from continuing operations is as follows: Year ended December 31, 2019 2018 2017 U.S. federal statutory income tax rate 21.0 % 21.0 % 34.0 % State taxes, net of federal benefit (7.7 )% (30.4 )% (43.7 )% Nondeductible expenses 11.4 % 0.3 % (21.0 )% Research and development credits (2.8 )% (21.0 )% (81.5 )% Change in federal tax rate — (1.4 )% 1315.6 % Change in valuation allowance (21.9 )% 429.7 % — Other — 1.0 % 16.8 % Effective income tax rate — 399.2 % 1220.2 % |
Schedule of Tax Effects of Temporary Differences to Significant Portions of Deferred Tax Assets | The tax effects of temporary differences that gave rise to significant portions of the deferred tax assets were as follows: December 31, 2019 2018 Net operating loss carryforwards $ 35,052 $ 17,923 Research and development credits 4,443 4,307 Capitalized start-up costs 1,588 1,489 Intangibles 66 3,194 Contingent consideration — 9,816 Stock-based compensation 4,441 4,797 Operating lease liability 147 — Interest expense 6,966 1,370 Other temporary differences (1,918 ) 288 Gross deferred tax asset 50,785 43,184 Valuation allowance (45,214 ) (40,417 ) Net deferred tax asset 5,571 2,767 Deferred tax liability (5,571 ) (2,767 ) Net deferred taxes $ — $ — |
Summary of Federal Net Operating Losses and Tax Credits Carryforwards | The following table summarizes carryforwards of Federal net operating losses and tax credits as of December 31, 2019: Amount Expiration Federal net operating losses - 2008 to 2017 $ 8,200 2028 – 2038 Federal net operating losses - 2018 to 2019 $ 113,417 No expiration State net operating losses $ 128,095 2028 – 2039 Federal and state research and development credits $ 4,443 2028 – 2038 |
Background - Additional Informa
Background - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Entity incorporation date | Nov. 15, 2007 | |
Accumulated deficit | $ 206,883 | $ 188,253 |
Summary of Significant Accoun_4
Summary of Significant Accounting Principles - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2019USD ($)CustomerSegment | Jan. 01, 2019USD ($) | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Goodwill impairment | $ 0 | |
Indefinite-lived intangible assets impairment | $ 0 | |
Number of operating segments | Segment | 1 | |
Operating lease right-of-use asset | $ 485,000 | |
Operating lease liability | $ 515,000 | |
ASU 2016-02 [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Operating lease right-of-use asset | $ 692,000 | |
Operating lease liability | $ 728,000 | |
Accounts Receivable [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Number of customers | Customer | 4 | |
Sales Revenue, Net [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Number of customers | Customer | 4 | |
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Concentration risk percentage | 96.00% | |
Royalties and Contract Manufacturing Relationships [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Definite-lived intangible asset, useful lives | 6 years | |
Furniture and Office Equipment [Member] | Minimum [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment estimated useful lives | 3 years | |
Furniture and Office Equipment [Member] | Maximum [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment estimated useful lives | 10 years | |
Manufacturing Equipment [Member] | Minimum [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment estimated useful lives | 6 years | |
Manufacturing Equipment [Member] | Maximum [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment estimated useful lives | 10 years | |
Vehicles [Member] | Minimum [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment estimated useful lives | 2 years | |
Vehicles [Member] | Maximum [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment estimated useful lives | 5 years | |
Buildings [Member] | Minimum [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment estimated useful lives | 35 years | |
Buildings [Member] | Maximum [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment estimated useful lives | 40 years | |
Leasehold Improvements [Member] | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Property, plant and equipment useful life | the shorter of the lease term or useful life |
Summary of Significant Accoun_5
Summary of Significant Accounting Principles - Computation of Basic and Diluted Loss Per Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Basic Loss Per Share | |||
Net income (loss) from continuing operations | $ 4,625 | $ (13,068) | $ (6,717) |
Net income loss from discontinued operations | (23,255) | (66,655) | (43,365) |
Net loss | $ (18,630) | $ (79,723) | $ (50,082) |
Net income (loss) per share from continuing operations, basic | $ 0.21 | $ (0.64) | $ (0.35) |
Net loss per share from discontinued operations, basic | (1.04) | (3.26) | (2.28) |
Net loss per share, basic | $ (0.83) | $ (3.90) | $ (2.63) |
Weighted average common shares outstanding, basic | 22,414,194 | 20,465,106 | 19,070,983 |
Diluted Loss Per Share | |||
Net income (loss) per share from continuing operations, diluted | $ 0.20 | $ (0.64) | $ (0.35) |
Net loss per share from discontinued operations, diluted | (0.99) | (3.26) | (2.28) |
Net loss per share, diluted | $ (0.79) | $ (3.90) | $ (2.63) |
Net income (loss) from continuing operations | $ 4,625 | $ (13,068) | $ (6,717) |
Net loss from discontinued operations | (23,255) | (66,655) | (43,365) |
Net loss | $ (18,630) | $ (79,723) | $ (50,082) |
Weighted average common shares outstanding, diluted | 23,608,862 | 20,465,106 | 19,070,983 |
Summary of Significant Accoun_6
Summary of Significant Accounting Principles - Schedule of Anti-Dilutive Securities (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Options [Member] | Restricted Stock Units [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted weighted average shares outstanding | 298,565 | 4,878,461 | 3,865,468 |
Warrants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Anti-dilutive securities excluded from computation of diluted weighted average shares outstanding | 838,664 | 1,133,592 |
Acquisition of Gainesville Fa_2
Acquisition of Gainesville Facility - Additional Information (Detail) - Gainesville Facility [Member] - USD ($) $ / shares in Units, $ in Thousands | Apr. 10, 2015 | Dec. 31, 2018 |
Business Acquisition [Line Items] | ||
Business acquisition upfront payment in cash | $ 50,000 | |
Working capital adjustment | $ 4,000 | |
Alkermes Plc [Member] | Amendment to Purchase and Sale Agreement [Member] | ||
Business Acquisition [Line Items] | ||
Warrant, exercise price per share | $ 8.26 | |
Seven Year Warrant [Member] | ||
Business Acquisition [Line Items] | ||
Purchase common stock with warrant issue | 350,000 | |
Warrant, exercise price per share | $ 19.46 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Detail) - Baudax Bio, Inc [Member] - USD ($) $ in Thousands | Nov. 21, 2019 | Dec. 31, 2019 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||
Discontinued operations, description | the Company distributed to its shareholders 1 share of Baudax Bio common stock for every 2.5 shares of the Company’s common stock outstanding as of November 15, 2019, the record date for the distribution. Fractional shares of Baudax Bio common stock that otherwise would have been distributed were aggregated and sold into the public market and the proceeds distributed to the Company’s shareholders. Additionally, in connection with the Separation, the Company contributed $19,000 of cash to Baudax Bio. | |
Cash contributions related to separation | $ 19,000 | |
Accounts payable | $ 22 | |
Accrued expenses | $ 1,150 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Assets and Liabilities Related to Discontinued Operations (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Nov. 21, 2019 | Dec. 31, 2018 |
Current assets: | |||
Current assets of discontinued operation | $ 2,066 | ||
Non-current assets of discontinued operation | 32,467 | ||
Current liabilities: | |||
Current liabilities of discontinued operation | $ 1,172 | 21,273 | |
Non-current liabilities of discontinued operation | 80,589 | ||
Baudax Bio, Inc [Member] | |||
Current liabilities: | |||
Accounts payable | $ 22 | ||
Baudax Bio, Inc [Member] | Discontinued Operations, Held for Sale [Member] | |||
Current assets: | |||
Cash and cash equivalents | $ 19,000 | ||
Prepaid expenses and other current assets | 605 | 2,066 | |
Right of use asset | 832 | ||
Current assets of discontinued operation | 19,605 | 2,066 | |
Property, plant and equipment, net | 4,846 | 3,940 | |
Intangible assets, net | 26,400 | 26,400 | |
Goodwill | 2,127 | 2,127 | |
Non-current assets of discontinued operation | 34,205 | 32,467 | |
Total assets of discontinued operation | 53,810 | 34,533 | |
Current liabilities: | |||
Accounts payable | 22 | 2,351 | |
Accrued expenses and other current liabilities | 1,263 | 8,568 | |
Current portion of contingent consideration | 10,354 | ||
Current portion of operating lease liability | 356 | ||
Current liabilities of discontinued operation | 1,641 | 21,273 | |
Other long-term liabilities | 31 | ||
Non-current portion of operating lease liability | 520 | ||
Long-term portion of contingent consideration | 66,129 | 80,558 | |
Non-current liabilities of discontinued operation | 66,649 | 80,589 | |
Total liabilities of discontinued operation | $ 68,290 | $ 101,862 |
Discontinued Operations - Sum_2
Discontinued Operations - Summary of Operating Results Related to Discontinued Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Loss on discontinued operations, net of income taxes | $ (23,255) | $ (66,655) | $ (43,365) |
Acute Care [Member] | Discontinued Operations, Held for Sale [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Research and development | 19,471 | 35,583 | 28,635 |
Selling, general and administrative | 18,441 | 22,441 | 11,104 |
Change in contingent consideration valuation | (14,783) | 8,499 | 12,839 |
Total operating expenses | 23,129 | 66,523 | 52,578 |
Other expense, net | (126) | (132) | |
Other income, net | 16 | ||
Loss on discontinued operations before income taxes | (23,255) | (66,655) | (52,562) |
Income tax benefit on discontinued operations | 9,197 | ||
Loss on discontinued operations, net of income taxes | $ (23,255) | $ (66,655) | $ (43,365) |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Classification of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Liabilities: | ||
Warrants | $ 1,101 | |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Assets: | ||
Total cash equivalents | $ 11,609 | 27,468 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | Money Market Mutual Funds [Member] | ||
Assets: | ||
Total cash equivalents | $ 11,609 | 24,720 |
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | U.S. Treasury Obligations [Member] | ||
Assets: | ||
Total cash equivalents | 2,748 | |
Significant Other Observable Inputs (Level 2) [Member] | ||
Assets: | ||
Total cash equivalents | 2,247 | |
Significant Other Observable Inputs (Level 2) [Member] | Commercial Paper [Member] | ||
Assets: | ||
Total cash equivalents | 2,247 | |
Significant Unobservable Inputs (Level 3) [Member] | ||
Liabilities: | ||
Warrants | 1,101 | |
Liabilities | $ 1,101 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Reconciliation of Contingent Consideration and Warrants Measured at Fair Value on Recurring Basis Using Unobservable Inputs (Detail) - Warrants [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | ||
Balance at December 31, 2017 | $ 1,101 | $ 3,406 |
Exercise of warrants | (3,217) | (2,589) |
Remeasurement | $ 2,116 | 284 |
Balance at December 31, 2018 | $ 1,101 |
Cash Equivalents - Summary of C
Cash Equivalents - Summary of Cash Equivalents (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | $ 11,609 | $ 29,714 |
Gross Unrealized Gain | 1 | |
Estimated Fair Value | 11,609 | 29,715 |
Money Market Mutual Funds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 11,609 | 24,720 |
Estimated Fair Value | $ 11,609 | 24,720 |
Commercial Paper [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,247 | |
Estimated Fair Value | 2,247 | |
U.S. Treasury Obligations [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Amortized Cost | 2,747 | |
Gross Unrealized Gain | 1 | |
Estimated Fair Value | $ 2,748 |
Cash Equivalents - Additional I
Cash Equivalents - Additional Information (Detail) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Minimum [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cash Equivalent and Investments maturities period | 1 month | 1 month |
Maximum [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cash Equivalent and Investments maturities period | 2 months | 2 months |
Inventory - Components of Inven
Inventory - Components of Inventory (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 3,240 | $ 2,611 |
Work in process | 6,430 | 4,935 |
Finished goods | 5,892 | 3,440 |
Inventory | 15,562 | 10,986 |
Provision for inventory obsolescence | (490) | (287) |
Inventory, net | $ 15,072 | $ 10,699 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 66,438 | $ 60,257 |
Less: accumulated depreciation and amortization | 24,226 | 18,557 |
Property, plant and equipment, net | 42,212 | 41,700 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 3,263 | 3,263 |
Buildings and Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 20,900 | 17,683 |
Furniture, Office & Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 5,847 | 5,604 |
Manufacturing Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 35,699 | 30,097 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 729 | $ 3,610 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | |||
Depreciation expense | $ 5,817 | $ 4,872 | $ 4,793 |
Intangible Assets - Summary of
Intangible Assets - Summary of Balance of Intangible Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost, Total | $ 15,500 | $ 15,500 |
Accumulated Amortization | 12,217 | 9,634 |
Net Intangible Assets, Definite-lived | 3,283 | |
Net Intangible Assets, Total | 3,283 | 5,866 |
Royalties and Contract Manufacturing Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost, Definite-lived | 15,500 | 15,500 |
Accumulated Amortization | 12,217 | 9,634 |
Net Intangible Assets, Definite-lived | $ 3,283 | $ 5,866 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets Net Excluding Goodwill [Abstract] | |||
Amortization expense | $ 2,583 | $ 2,583 | $ 2,583 |
Amortization expense for the year 2020 | 2,583 | ||
Amortization expense for the year 2021 | 700 | ||
Amortization expense next two year | $ 3,283 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Summary of Accrued Expenses and Other Current Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Payables And Accruals [Abstract] | ||
Payroll and related costs | $ 2,593 | $ 3,219 |
Professional and consulting fees | 370 | 555 |
Accrued restructuring | 365 | |
Deferred revenue | 337 | 66 |
Property plant and equipment | 88 | 1,459 |
Other | 423 | 298 |
Total accrued expenses | $ 4,176 | $ 5,597 |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Feb. 28, 2019 | Apr. 10, 2015 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Nov. 17, 2017 |
Debt Instrument [Line Items] | ||||||
Debt instrument, exit fee | $ 419,000 | |||||
Principal balance outstanding | 125,000,000 | |||||
Repayments of debt Principal balance | $ 27,347,000 | |||||
Prepayment of debt and debt extinguishment costs | 4,420,000 | |||||
Payments of debt transaction fees | 2,936,000 | $ 961,000 | 4,178,000 | |||
Loss on early extinguishment of debt | 6,772,000 | |||||
Amortization of debt issuance costs | $ 5,129,000 | 1,313,000 | 771,000 | |||
Athyrium Opportunities II Acquisition LP | Seven Year Warrant [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Purchase common stock with warrant issue | 348,664,000 | |||||
Warrant, exercise price per share | $ 8,604.3 | |||||
Warrants, exercisable date | Nov. 17, 2024 | |||||
Athyrium Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 100,000,000 | |||||
Term loan interest rate, Description | interest at a rate equal to the three-month LIBOR rate, with a 1% floor plus 9.75% per annum | |||||
Exit fee percentage | 1.00% | |||||
Debt instrument, exit fee | $ 1,250,000 | $ 1,250,000 | ||||
Debt instrument, early repayment terms | if there is an early repayment, there is a sliding scale of prepayment penalties beginning with a 10% penalty and including a make-whole interest payment. | |||||
Debt instrument early repayment of prepayment penalty percentage | 10.00% | |||||
Debt instrument, covenant description | The Amended Credit Agreement contains certain usual and customary affirmative and negative covenants, as well as financial covenants that the Company will need to satisfy on a monthly and quarterly basis. As of December 31, 2019, the Company was in compliance with the covenants. | |||||
Prepayment penalties assessed for payments after March 31, 2022 | $ 0 | |||||
Principal balance outstanding | 125,000,000 | |||||
Debt issuance costs related to credit agreement | 4,439,000 | |||||
Amendment and other fees and expenses | 500,000 | |||||
Athyrium Credit Agreement [Member] | Warrants [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Initial warrant fair value and revaluation adjustment | $ 2,232,000 | |||||
Athyrium Credit Agreement [Member] | Floor [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term loan variable interest rate | 1.00% | |||||
Athyrium Credit Agreement [Member] | LIBOR [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term loan variable interest rate | 9.75% | |||||
Athyrium Credit Agreement [Member] | Tranche One Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | 60,000,000 | |||||
Athyrium Credit Agreement [Member] | Term B Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | 20,000,000 | |||||
Athyrium Credit Agreement [Member] | Term C Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 20,000,000 | |||||
Athyrium Amended Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Warrant, exercise price per share | $ 6,840 | |||||
Athyrium Amended Credit Agreement [Member] | Term C Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | 15,000,000 | |||||
Athyrium Amended Credit Agreement [Member] | Term B-1 Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | 10,000,000 | |||||
Athyrium Amended Credit Agreement [Member] | Term B-2 Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 15,000,000 | |||||
Athyrium Existing Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 100,000,000 | |||||
Athyrium Existing Credit Agreement [Member] | Term C Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | 15,000,000 | |||||
Athyrium Existing Credit Agreement [Member] | Term B-2 Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | 15,000,000 | |||||
Athyrium Second Amendment Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Increase in borrowing capacity | $ 125,000,000 | |||||
Debt instrument, extended maturity date | Mar. 31, 2023 | |||||
Debt instrument, quarterly installment outstanding principal payment | $ 3,000,000 | |||||
Debt instrument, date of first required payment | Mar. 31, 2021 | |||||
Debt instrument, frequency of interest payment | quarterly | |||||
Debt issuance costs related to credit agreement | $ 11,400,000 | |||||
Effective interest rate | 16.11% | |||||
Amendment and other fees and expenses | $ 2,500,000 | |||||
Debt instrument closing fee | 436,000 | |||||
Athyrium Second Amendment Credit Agreement [Member] | Term B-2 Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 55,000,000 | |||||
OrbiMed Credit Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term loan agreement date | Apr. 10, 2015 | |||||
Repayments of debt and early termination charges | 31,767,000 | |||||
Repayments of debt Principal balance | 27,347,000 | |||||
Prepayment of debt and debt extinguishment costs | 4,420,000 | |||||
Payments of debt transaction fees | $ 4,178,000 | |||||
OrbiMed Credit Agreement [Member] | Interest Expense [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loss on early extinguishment of debt | $ 6,772,000 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt Balance (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Debt Disclosure [Abstract] | ||
Principal balance outstanding | $ 125,000 | |
Unamortized deferred issuance costs | (15,100) | |
Exit fee accretion | 419 | |
Total | $ 110,319 | $ 64,243 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Supply Commitment [Line Items] | |
Lessee, operating lease, option to extend | Periods covered by an option to extend the lease were included in the non-cancellable lease term when exercise of the option was determined to be reasonably certain. |
Lessee, operating lease, existence of option to extend | true |
Operating lease, weighted average remaining term | 5 years |
Operating lease, weighted average discount rate percent | 16.00% |
Purchase Commitment [Member] | |
Supply Commitment [Line Items] | |
Purchase commitment non cancelable and cancelable | $ 5,593,000 |
Minimum [Member] | |
Supply Commitment [Line Items] | |
Operating leases with remaining lease term | 1 year |
Maximum [Member] | |
Supply Commitment [Line Items] | |
Operating leases with remaining lease term | 6 years |
Maximum [Member] | Executive Officer [Member] | |
Supply Commitment [Line Items] | |
Aggregate annual base salaries of employment agreement | $ 1,018,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Undiscounted Future Lease Payments for Non-Cancellable Operating Leases (Detail) $ in Thousands | Dec. 31, 2019USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2020 | $ 203 |
2021 | 165 |
2022 | 156 |
2023 | 156 |
2024 | 155 |
2025 and thereafter | 91 |
Total lease payments | 926 |
Less imputed interest | (411) |
Total operating liabilities | $ 515 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Undiscounted Future Lease Payments for Non-Cancellable Operating Leases under Legacy ASC 840 (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2019 | $ 264 |
2020 | 199 |
2021 | 156 |
2022 | 156 |
2023 | 156 |
2024 and thereafter | 247 |
Lease payments, Total | $ 1,178 |
Commitments and Contingencies_4
Commitments and Contingencies - Schedule of Components Least Cost (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Commitments And Contingencies Disclosure [Abstract] | |
Operating lease cost | $ 227 |
Short-term lease cost | 57 |
Variable lease cost | 22 |
Total lease cost | $ 306 |
Capital Structure - Additional
Capital Structure - Additional Information (Detail) - USD ($) | Feb. 19, 2019 | Mar. 02, 2018 | Dec. 29, 2017 | Dec. 16, 2016 | Aug. 19, 2016 | Jul. 07, 2015 | Mar. 12, 2014 | Nov. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Nov. 08, 2019 |
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock, shares authorized to issue | 50,000,000 | 50,000,000 | ||||||||||
Common stock, par value | $ 0.01 | $ 0.01 | ||||||||||
Common stock issuance | $ 301,000 | $ 17,025,000 | ||||||||||
Proceeds from sale of common stock, net of transaction costs | 16,965,000 | |||||||||||
Stock issued at fair value | $ 301,000 | $ 357,000 | ||||||||||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||||||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | ||||||||||
Preferred stock, shares issued | 0 | 0 | ||||||||||
Preferred stock, shares outstanding | 0 | 0 | ||||||||||
Warrant issued | $ 1,966,000 | |||||||||||
Liability Contingent Net Cash Settlement Feature [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Warrants outstanding to purchase shares, Number of Shares | 0 | |||||||||||
Common Stock [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock issuance, shares | 34,762 | 1,983,040 | ||||||||||
Common stock issuance | $ 20,000 | |||||||||||
Cashless exercise of warrants, Shares | 184,327 | 214,715 | ||||||||||
Warrants, Exercise Price $6.84, Expiring on November 2024 [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Warrants outstanding to purchase shares, Number of Shares | 348,664 | |||||||||||
Cowen and Company, LLC [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock, par value | $ 0.01 | |||||||||||
Common stock issuance, shares | 0 | |||||||||||
Cowen and Company, LLC [Member] | Maximum [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock issuance | $ 40,000,000 | |||||||||||
Aspire Capital [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock issuance, shares | 34,762 | 33,040 | 1,950,000 | |||||||||
Common stock issuance price | $ 8.72 | |||||||||||
Proceeds from sale of common stock, net of transaction costs | $ 16,999,000 | |||||||||||
Term of purchase agreement | 30 months | 30 months | ||||||||||
Stock issued at fair value | $ 357,000 | |||||||||||
Aspire Capital [Member] | Maximum [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock issuance | $ 20,000,000 | $ 20,000,000 | ||||||||||
Athyrium [Member] | Equity [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Warrant issued | 1,966,000 | |||||||||||
Warrant issued at fair value, net | 2,143,000 | |||||||||||
Warrant issued at fair value, tax effect | $ 177,000 | |||||||||||
Athyrium [Member] | Warrants, Exercise Price $6.84, Expiring on November 2024 [Member] | Equity [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Warrants outstanding to purchase shares, Number of Shares | 348,664 | |||||||||||
Alkermes Plc [Member] | Common Stock [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock warrants repurchase | 165,673 | |||||||||||
Cashless exercise of warrants, Shares | 184,327 | |||||||||||
Common stock share price | $ 17.45 | |||||||||||
Alkermes Plc [Member] | Warrants, Exercise Price $6.84, Expiring on November 2024 [Member] | Liability Contingent Net Cash Settlement Feature [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Warrants outstanding to purchase shares, Number of Shares | 350,000 | |||||||||||
Investor [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Aggregate net proceeds from private placement | $ 14,812,000 | |||||||||||
Placement agents fee percentage | 6.00% | |||||||||||
Initial Public Offering (IPO) [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock issuance, shares | 4,312,500 | |||||||||||
Sale of stock, price per share | $ 8 | |||||||||||
Gross proceeds on sale of common stock in initial public offering | $ 34,500,000 | |||||||||||
Payments on underwriting discounts, commissions and offering costs | 4,244,000 | |||||||||||
Common stock issuance | $ 30,256,000 | |||||||||||
Private Placement [Member] | Investor [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock issuance, shares | 1,379,311 | |||||||||||
Common stock issuance price | $ 11.60 | |||||||||||
Underwritten Public Offering [Member] | ||||||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||||||
Common stock issuance, shares | 6,670,000 | 1,986,666 | ||||||||||
Common stock issuance price | $ 6 | $ 7.50 | ||||||||||
Proceeds from sale of common stock, net of transaction costs | $ 36,888,000 | $ 13,367,000 |
Capital Structure - Schedule of
Capital Structure - Schedule of Warrant Outstanding to Purchase Shares of Common Stock (Detail) - Warrants, Exercise Price $6.84, Expiring on November 2024 [Member] | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Class Of Warrant Or Right [Line Items] | |
Warrants outstanding to purchase shares, Number of Shares | shares | 348,664 |
Warrants outstanding to purchase shares, Exercise Price per Share | $ / shares | $ 6.84 |
Warrants outstanding to purchase shares, Expiration Date | 2024-11 |
Capital Structure - Summary of
Capital Structure - Summary of Fair Value and Assumptions Used for Black-Scholes Option-pricing Model for Liability Classified Warrants (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |
Warrants and Rights Outstanding, Type [Extensible List] | reph:BlackScholesOptionPricingModelMember |
Fair Value, Measurements, Recurring [Member] | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |
Fair value | $ 1,101 |
Expected Volatility [Member] | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |
Estimated fair value assumptions | 69 |
Risk-Free Interest Rates [Member] | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |
Estimated fair value assumptions | 2.49 |
Remaining Contractual Term [Member] | |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |
Remaining contractual term | 3 years 3 months |
Comprehensive Loss - Additional
Comprehensive Loss - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Comprehensive Income Net Of Tax [Abstract] | |||
Total comprehensive loss | $ 18,630,000 | $ 79,722,000 | $ 50,083,000 |
Tax effect of other comprehensive loss | $ 0 | $ 0 | $ 0 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||
Jan. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | May 31, 2018 | Jun. 30, 2015 | Oct. 31, 2013 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Stock options exercisable period | 10 years | ||||||||||
Stock options vest period | 4 years | ||||||||||
Weighted average grant-date fair value of the options awarded to employees | $ 5.72 | $ 5.95 | $ 5.44 | ||||||||
Stock-based compensation | $ 6,191 | $ 4,279 | $ 4,178 | ||||||||
Aggregate intrinsic value of vested options | $ 23,368 | 23,368 | |||||||||
Aggregate intrinsic value of unvested options | 14,932 | $ 14,932 | |||||||||
Stock Options Granted Outside Plan [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Number of options, Granted | 439,490 | ||||||||||
Time-based RSUs Granted Outside Plan [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Number of restricted stock units granted | 18,625 | ||||||||||
Stock Options And Time-based RSUs [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Unrecognized compensation expense related to unvested options and time-based RSUs, expected to vest | 17,018 | $ 17,018 | |||||||||
Stock Options And Time-based RSUs [Member] | Baudax Bio [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Unrecognized compensation expense related to unvested options and time-based RSUs, expected to vest | 3,800 | $ 3,800 | |||||||||
Time Based Restricted Stock [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Unrecognized compensation expense related to unvested options, weighted average period | 1 year 8 months 12 days | ||||||||||
Performance-based RSUs [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Unrecognized compensation expense related to unvested performance RSUs, expected to vest | $ 2,127 | $ 2,127 | |||||||||
Performance-based RSUs [Member] | Subsequent Event [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Number of shares, Cancelled | 251,200 | ||||||||||
2008 Stock Option Plan [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Number of stock appreciation rights issued in period | 0 | ||||||||||
Additional number of shares authorized for grant | 444,000 | 444,000 | |||||||||
2013 Equity Incentive Plan [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Shares available for grant | 600,000 | ||||||||||
Shares available for future grants | 3,498,500 | 3,498,500 | |||||||||
A&R Plan [Member] | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Shares available for grant | 9,281,402 | 9,281,402 | 8,119,709 | 2,000,000 | |||||||
Percentage of outstanding common stock | 5.00% | 5.00% | 5.00% | ||||||||
Increase in share per "Evergreen" provision | 1,161,693 | 1,082,972 | 956,341 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair Value of Options Estimated on Date of Grant Using Black-Scholes Option Pricing Model (Detail) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Range of expected option life | 6 years | ||
Minimum [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Range of expected option life | 5 years 6 months | 5 years 6 months | |
Expected volatility | 78.26% | 73.26% | 75.10% |
Risk-free interest rate | 1.56% | 2.32% | 1.87% |
Maximum [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Range of expected option life | 6 years | 6 years | |
Expected volatility | 81.54% | 82.00% | 84.71% |
Risk-free interest rate | 2.66% | 3.03% | 2.27% |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Option Activity (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Number of shares, beginning balance | 3,775,065 | 3,594,875 | |
Number of shares, Granted | 1,526,679 | 949,861 | |
Number of shares, Exercised | (871,790) | (355,312) | |
Number of shares, Expired/forfeited/cancelled | (734,305) | (414,359) | |
Number of shares, ending balance | 3,695,649 | 3,775,065 | 3,594,875 |
Number of shares, Vested | 2,207,150 | ||
Number of shares, Vested and expected to vest | 3,695,649 | ||
Weighted average exercise price, beginning balance | $ 7.62 | $ 7.17 | |
Weighted average exercise price, Granted | 8.24 | 8.92 | |
Weighted average exercise price, Exercised | 7.01 | 5.17 | |
Weighted average exercise price, Expired/forfeited/cancelled | 7.88 | 8.81 | |
Weighted average exercise price, ending balance | 7.97 | $ 7.62 | $ 7.17 |
Weighted average exercise price, Vested | 7.74 | ||
Weighted average exercise price, Vested and expected to vest | $ 7.97 | ||
Weighted average remaining contractual life | 7 years 2 months 12 days | 7 years 4 months 24 days | 7 years 1 month 6 days |
Weighted average remaining contractual life, Vested | 6 years 2 months 12 days | ||
Weighted average remaining contractual life, Vested and expected to vest | 7 years 2 months 12 days |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Restricted Stock Units Activity (Detail) - Restricted Stock Units [Member] - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of shares, beginning balance | 1,103,396 | 270,593 |
Number of shares, Granted | 1,161,836 | 1,011,487 |
Number of shares, Vested and settled | (586,685) | (133,268) |
Number of shares, Expired/forfeited/cancelled | (481,045) | (45,416) |
Number of shares, ending balance | 1,197,502 | 1,103,396 |
Number of shares, Expected to vest | 931,302 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | ||
Contract asset | $ 8,851 | $ 5,201 |
Contract asset, increase in estimates arising from changes in transaction price | $ 2,083 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Changes in Contract Assets (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Contract asset, beginning of year | $ 5,201 |
Change in estimate arising from changes in transaction price | 2,083 |
Reclassification of contract asset to receivables, as the result of rights to consideration becoming unconditional | (7,284) |
Contract assets recognized | 8,851 |
Contract asset, end of period | $ 8,851 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregation of Revenue by Timing of Revenue Recognition (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation Of Revenue [Line Items] | |||
Revenue | $ 99,219 | $ 77,347 | $ 71,834 |
Point In Time [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | 96,346 | 76,270 | |
Overtime [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | $ 2,873 | $ 1,077 |
Income Taxes - Components of In
Income Taxes - Components of Income From Continuing Operations Before Income Tax (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
Domestic | $ 4,625 | $ 4,368 | $ 600 |
Income Taxes - Components of _2
Income Taxes - Components of Income Tax Provision (Benefit) From Continuing Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | |||
Federal | $ 0 | $ (130) | $ (190) |
State and local | 0 | 1 | 0 |
Current income tax expense benefit | 0 | (129) | (190) |
Deferred: | |||
Federal | 1,368 | 124 | 7,769 |
State and local | (356) | (1,327) | (262) |
Deferred income tax expense benefit | 1,012 | (1,203) | 7,507 |
Change in valuation allowance | (1,012) | 18,768 | 0 |
Total income tax provision from continuing operations | $ 0 | $ 17,436 | $ 7,317 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Statutory U.S. Federal Income Tax Rate to Effective Tax Rate From Continuing Operations (Detail) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||
U.S. federal statutory income tax rate | 21.00% | 21.00% | 34.00% |
State taxes, net of federal benefit | (7.70%) | (30.40%) | (43.70%) |
Nondeductible expenses | 11.40% | 0.30% | (21.00%) |
Research and development credits | (2.80%) | (21.00%) | (81.50%) |
Change in federal tax rate | (1.40%) | 1315.60% | |
Change in valuation allowance | (21.90%) | 429.70% | |
Other | 1.00% | 16.80% | |
Effective income tax rate | 399.20% | 1220.20% |
Income Taxes - Schedule of Tax
Income Taxes - Schedule of Tax Effects of Temporary Differences to Significant Portions of Deferred Tax Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 35,052 | $ 17,923 |
Research and development credits | 4,443 | 4,307 |
Capitalized start-up costs | 1,588 | 1,489 |
Intangibles | 66 | 3,194 |
Contingent consideration | 9,816 | |
Stock-based compensation | 4,441 | 4,797 |
Operating lease liability | 147 | |
Interest expense | 6,966 | 1,370 |
Other temporary differences | (1,918) | 288 |
Gross deferred tax asset | 50,785 | 43,184 |
Valuation allowance | (45,214) | (40,417) |
Net deferred tax asset | 5,571 | 2,767 |
Deferred tax liability | $ (5,571) | $ (2,767) |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Line Items] | |||
Operating loss and research and development tax credit carryforwards percentage of change in ownership | 50.00% | ||
Operating loss and research and development tax credit carryforwards percentage of change in ownership period | 3 years | ||
Percentage of limitation on taxable income after modification and apportionment | 40.00% | 35.00% | 30.00% |
Net operating loss carryforwards, limitation | State net operating loss carryforwards may be further limited, including in Pennsylvania, which has a limitation of 30%, 35% or 40% of taxable income after modifications and apportionment on state net operating losses utilized in any one year during tax years beginning during 2017, 2018 or 2019 going forward, respectively. | ||
Accrued interest or penalties related to uncertain tax positions | $ 0 | ||
Recognized amounts of interest or penalties related to uncertain tax positions | $ 0 | ||
Income tax examination | Due to net operating loss and tax credit carry forwards that remain unutilized, income tax returns for tax years from inception through 2016 remain subject to examination by the taxing jurisdictions. | ||
Corporate income tax rate | 21.00% | 21.00% | 34.00% |
Net expense from deferred tax remeasurement | $ 7,900,000 | ||
U.S Federal Income Tax [Member] | |||
Income Tax Disclosure [Line Items] | |||
Worthless stock and bad debt deduction for income tax purposes | $ 97,000,000 |
Income Taxes - Summary of Feder
Income Taxes - Summary of Federal Net Operating Losses and Tax Credits Carryforwards (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Operating Loss Carryforwards [Line Items] | |
Net operating losses, Expiration period | State net operating loss carryforwards may be further limited, including in Pennsylvania, which has a limitation of 30%, 35% or 40% of taxable income after modifications and apportionment on state net operating losses utilized in any one year during tax years beginning during 2017, 2018 or 2019 going forward, respectively. |
Federal and state research and development credits | $ 4,443 |
Federal and state research and development credits, Expiration period start | 2028 |
Federal and state research and development credits, Expiration period end | 2038 |
Federal [Member] | 2008 to 2017 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Net operating losses | $ 8,200 |
Net operating losses, Expiration period start | 2028 |
Net operating losses, Expiration period end | 2038 |
Federal [Member] | 2018 to 2019 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Net operating losses | $ 113,417 |
Net operating losses, Expiration period | No expiration |
State [Member] | |
Operating Loss Carryforwards [Line Items] | |
Net operating losses | $ 128,095 |
Net operating losses, Expiration period start | 2028 |
Net operating losses, Expiration period end | 2038 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - Baudax Bio [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Related Party Transaction [Line Items] | |
Selling, general, and administrative expenses | $ 206 |
Accounts payable, related parties, current | $ 273 |
Retirement Plan - Additional In
Retirement Plan - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |||
Percentage of company's matching contribution with respect to each participant's contribution | 100.00% | ||
Company matching contributions to maximum employees eligible compensation | 5.00% | ||
Total company contributions to 401 (k) plan | $ 926 | $ 860 | $ 849 |