Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2022 | Jul. 31, 2022 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2022 | |
Current Fiscal Year End Date | --12-31 | |
Document Transition Report | false | |
Entity File Number | 001-40880 | |
Entity Registrant Name | XERIS BIOPHARMA HOLDINGS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 87-1082097 | |
Entity Address, Address Line One | 180 N. LaSalle Street | |
Entity Address, Address Line Two | Suite 1600 | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60601 | |
City Area Code | 844 | |
Local Phone Number | 445-5704 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | XERS | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 135,957,280 | |
Entity Central Index Key | 0001867096 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash and cash equivalents | $ 95,340 | $ 67,271 |
Short-term Investments | 16,213 | 35,162 |
Trade accounts receivable, net | 25,756 | 17,456 |
Inventory | 17,887 | 18,118 |
Prepaid expenses and other current assets | 6,010 | 4,589 |
Total current assets | 161,206 | 142,596 |
Property and equipment, net | 6,170 | 6,627 |
Goodwill | 22,859 | 22,859 |
Intangible Assets, Net (Excluding Goodwill) | 126,029 | 131,450 |
Other assets | 2,352 | 829 |
Total assets | 318,616 | 304,361 |
Current Liabilities | ||
Accounts payable | 6,631 | 8,924 |
Other accrued liabilities | 36,945 | 49,088 |
Accrued trade discounts and rebates | 14,843 | 15,041 |
Accrued returns reserve | 5,210 | 4,000 |
Other current liabilities | 916 | 1,987 |
Total current liabilities | 64,545 | 79,040 |
Long-term debt, net of unamortized debt issuance costs | 138,068 | 88,067 |
Contingent value rights | 30,218 | 22,531 |
Supply agreement liability, less current portion | 0 | 5,991 |
Long-term deferred rent | 6,799 | 6,883 |
Deferred tax liabilities | 4,195 | 4,942 |
Other Liabilities, Noncurrent | 848 | 1,676 |
Total liabilities | 244,673 | 209,130 |
Commitments and contingencies (Note 9) | ||
Stockholders' Equity | ||
Preferred stock, par value $0.0001 | 0 | 0 |
Common stock, par value $0.0001 | 14 | 13 |
Additional paid in capital | 593,990 | 555,359 |
Accumulated deficit | (520,009) | (460,110) |
Accumulated other comprehensive income (loss) | (52) | (31) |
Total stockholders' equity | 73,943 | 95,231 |
Total liabilities and stockholders' equity | $ 318,616 | $ 304,361 |
Consolidated Balance Sheets Par
Consolidated Balance Sheets Parenthetical | Jun. 30, 2022 $ / shares shares |
Statement of Financial Position Parenthetical [Abstract] | |
Preferred Stock, Par Value Per Share | $ / shares | $ 0.0001 |
Par value (in dollars per share) | $ / shares | $ 0.0001 |
Preferred Stock, Shares Authorized | 25,000,000 |
Common Stock, Shares Authorized | 350,000,000 |
Preferred Stock, Shares Issued | 0 |
Common Shares, Shares, Issued | 135,920,743 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Net sales | $ 25,306 | $ 8,906 | $ 47,379 | $ 17,101 |
Operating expenses | ||||
Cost of goods sold | 4,810 | 3,383 | 11,083 | 5,209 |
Research and development | 3,718 | 5,383 | 9,968 | 9,415 |
Selling, general and administrative | 32,984 | 25,927 | 68,897 | 45,004 |
Amortization of Intangible Assets | 2,710 | 0 | 5,421 | 0 |
Total operating expenses | 44,222 | 34,693 | 95,369 | 59,628 |
Loss from operations | (18,916) | (25,787) | (47,990) | (42,527) |
Other income (expense) | ||||
Interest and other income | 195 | 77 | 263 | 177 |
Interest expense | 3,448 | 1,795 | 6,969 | 3,586 |
Change in fair value of warrants | 516 | (10) | 1,737 | 10 |
Change in fair value of contingent value rights | (4,871) | 0 | (7,687) | 0 |
Other income (expense) | (7,608) | (1,728) | (12,656) | (3,399) |
Net loss before benefit from income taxes | (26,524) | (27,515) | (60,646) | (45,926) |
Benefit from income taxes | 339 | 0 | 747 | 0 |
Net loss | (26,185) | (27,515) | (59,899) | (45,926) |
Other comprehensive income (loss), net of tax | ||||
Unrealized gains (losses) on investments | 14 | (12) | (21) | (29) |
Foreign currency translation adjustments | 0 | 2 | 0 | 3 |
Comprehensive loss | $ (26,171) | $ (27,525) | $ (59,920) | $ (45,952) |
Net loss per common share - basic (in dollars per share) | $ (0.19) | $ (0.41) | $ (0.44) | $ (0.72) |
Net loss per common share - Diluted (in dollars per share) | $ (0.19) | $ (0.41) | $ (0.44) | $ (0.72) |
Weighted average common shares outstanding - basic (in shares) | 135,529,968 | 66,367,125 | 135,282,749 | 63,820,321 |
Weighted average common shares outstanding - Diluted (in shares) | 135,529,968 | 66,367,125 | 135,282,749 | 63,820,321 |
Product revenue, net | ||||
Net sales | $ 25,260 | $ 8,835 | $ 47,170 | $ 16,886 |
Royalty, contract and other revenue | ||||
Net sales | $ 46 | $ 71 | $ 209 | $ 215 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid In Capital | AOCI Attributable to Parent | Retained Earnings |
Shares, Issued, Beginning Balance at Dec. 31, 2020 | 59,611,202 | ||||
Stockholders' Equity Attributable to Parent, Beginning Balance at Dec. 31, 2020 | $ 33,761 | $ 6 | $ 371,134 | $ 6 | $ (337,385) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (18,411) | (18,411) | |||
Issuance of common stock upon equity offerings, shares | 6,553,398 | ||||
Issuance of common stock upon equity offerings, value | 26,925 | $ 1 | 26,924 | ||
Exercise and vesting of stock options, shares | 20,213 | ||||
Stock Issued During Period, Shares, Vesting Of Restricted Stock Units | 148,643 | ||||
Exercise and vesting of stock options, value | 32 | 32 | |||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | (365) | ||||
Payments Related To Tax Withholding For Share Based Compensation, RSUs | 365 | ||||
Stock-based compensation | 2,461 | 2,461 | |||
Other comprehensive loss | (16) | (16) | |||
Shares, Issued at Mar. 31, 2021 | 66,333,456 | ||||
Stockholders' Equity Attributable to Parent at Mar. 31, 2021 | 44,387 | $ 7 | 400,186 | (10) | (355,796) |
Shares, Issued, Beginning Balance at Dec. 31, 2020 | 59,611,202 | ||||
Stockholders' Equity Attributable to Parent, Beginning Balance at Dec. 31, 2020 | 33,761 | $ 6 | 371,134 | 6 | (337,385) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (45,926) | ||||
Shares, Issued at Jun. 30, 2021 | 66,497,370 | ||||
Stockholders' Equity Attributable to Parent at Jun. 30, 2021 | 19,888 | $ 7 | 403,212 | (20) | (383,311) |
Shares, Issued, Beginning Balance at Mar. 31, 2021 | 66,333,456 | ||||
Stockholders' Equity Attributable to Parent, Beginning Balance at Mar. 31, 2021 | 44,387 | $ 7 | 400,186 | (10) | (355,796) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (27,515) | (27,515) | |||
Exercise and vesting of stock options, shares | 55,818 | ||||
Exercise and vesting of stock options, value | 140 | 140 | |||
Stock-based compensation | 2,512 | 2,512 | |||
Other comprehensive loss | (10) | (10) | |||
Shares, Issued at Jun. 30, 2021 | 66,497,370 | ||||
Stockholders' Equity Attributable to Parent at Jun. 30, 2021 | 19,888 | $ 7 | 403,212 | (20) | (383,311) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock through employee stock purchase plan, value | 374 | 374 | |||
Issuance of common stock through employee stock purchase plan (in shares) | 108,096 | ||||
Shares, Issued, Beginning Balance at Dec. 31, 2021 | 124,873,316 | ||||
Stockholders' Equity Attributable to Parent, Beginning Balance at Dec. 31, 2021 | 95,231 | $ 13 | 555,359 | (31) | (460,110) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (33,714) | ||||
Issuance of common stock upon equity offerings, shares | 10,238,908 | ||||
Issuance of common stock upon equity offerings, value | 30,000 | $ 1 | 29,999 | ||
Issuance of common stock upon conversion of convertible notes, value | 2,080 | 2,080 | |||
Exercise and vesting of stock options, shares | 11,228 | ||||
Stock Issued During Period, Shares, Vesting Of Restricted Stock Units | 404,743 | ||||
Exercise and vesting of stock options, value | 8 | 8 | |||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | (416) | ||||
Payments Related To Tax Withholding For Share Based Compensation, RSUs | 416 | ||||
Stock-based compensation | 3,301 | 3,301 | |||
Other comprehensive loss | (35) | (35) | |||
Shares, Issued at Mar. 31, 2022 | 135,528,195 | ||||
Stockholders' Equity Attributable to Parent at Mar. 31, 2022 | 96,455 | $ 14 | 590,331 | (66) | (493,824) |
Shares, Issued, Beginning Balance at Dec. 31, 2021 | 124,873,316 | ||||
Stockholders' Equity Attributable to Parent, Beginning Balance at Dec. 31, 2021 | 95,231 | $ 13 | 555,359 | (31) | (460,110) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | $ (59,899) | (59,899) | |||
Exercise and vesting of stock options, shares | 11,228 | ||||
Shares, Issued at Jun. 30, 2022 | 135,920,743 | ||||
Stockholders' Equity Attributable to Parent at Jun. 30, 2022 | $ 73,943 | $ 14 | 593,990 | (52) | (520,009) |
Shares, Issued, Beginning Balance at Mar. 31, 2022 | 135,528,195 | ||||
Stockholders' Equity Attributable to Parent, Beginning Balance at Mar. 31, 2022 | 96,455 | $ 14 | 590,331 | (66) | (493,824) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (26,185) | ||||
Stock Issued During Period, Shares, Vesting Of Restricted Stock Units | 2,561 | ||||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | (3) | ||||
Payments Related To Tax Withholding For Share Based Compensation, RSUs | 3 | ||||
Stock-based compensation | 3,152 | 3,152 | |||
Other comprehensive loss | 14 | 14 | |||
Shares, Issued at Jun. 30, 2022 | 135,920,743 | ||||
Stockholders' Equity Attributable to Parent at Jun. 30, 2022 | 73,943 | $ 14 | 593,990 | $ (52) | $ (520,009) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock through employee stock purchase plan, value | $ 510 | $ 510 | |||
Issuance of common stock through employee stock purchase plan (in shares) | 389,987 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities | ||
Net loss | $ (59,899) | $ (45,926) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation and amortization | 673 | 657 |
Amortization of Intangible Assets | 5,421 | 0 |
Amortization of investments | (129) | (280) |
Amortization of debt issuance costs | 673 | 492 |
Stock-based compensation | 6,453 | 4,973 |
Loss on extinguishment of debt | (1,223) | 0 |
Change in fair value of warrants | (1,737) | (10) |
Change in fair value of contingent value rights | 7,687 | 0 |
Changes in operating assets and liabilities | ||
Trade accounts receivable | 8,300 | 5,420 |
Prepaid expenses and other current assets | 921 | (942) |
Inventory | 305 | 3,886 |
Accounts payable | (2,293) | 2,068 |
Other accrued liabilities | (12,478) | 582 |
Accrued trade discounts and rebates | (198) | 815 |
Accrued returns reserve | 1,210 | 412 |
Deferred rent | (84) | 0 |
Increase (Decrease) In Supply Agreement Liabilities | (5,280) | 0 |
Other | (992) | 43 |
Net cash used in operating activities | (69,018) | (43,978) |
Cash flows from investing activities | ||
Capital expenditures | (216) | (647) |
Payments to Acquire Investments | 0 | (20,146) |
Sales and maturities of investments | 18,800 | 63,650 |
Net cash used in investing activities | 18,584 | 42,857 |
Cash flows from financing activities | ||
Proceeds from equity offerings | 30,000 | 27,000 |
Payments of equity offering costs | 0 | 54 |
Proceeds from issuance of debt | 97,295 | 0 |
Repayments of Long-term Debt | (43,496) | 0 |
Payments of debt issuance costs | 4,657 | 0 |
Payments for loss on extinguishment of debt | (737) | 0 |
Proceeds from issuance of employee stock purchase plan shares | 510 | 374 |
Proceeds from exercise of stock awards | 8 | 166 |
Repurchase of common stock withheld for taxes | 419 | 365 |
Net cash provided by financing activities | 78,504 | 27,121 |
Effect of exchange rate on cash and cash equivalents | (1) | 1 |
Increase (decrease) in cash and cash equivalents | 28,069 | 26,001 |
Cash and cash equivalents, beginning of period | 67,271 | 37,598 |
Cash and cash equivalents, end of period | 95,340 | 63,599 |
Supplemental schedule of cash flow information | ||
Cash paid for interest | 4,767 | 3,205 |
Supplemental schedule of non-cash investing and financing activities | ||
Issuance Of Warrants For Loan Agreement | 2,080 | 0 |
Accrued equity offering costs | $ 160 | $ 0 |
Statements of Stockholders' E_2
Statements of Stockholders' Equity (Parenthetical) - shares | 3 Months Ended | ||
Jun. 30, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | |
Statement of Convertible Preferred Stock and Stockholders' Equity (Deficit) [Abstract] | |||
Share-based Payment Arrangement, Shares Withheld for Tax Withholding Obligation | 1,317 | 197,257 | 71,782 |
Organization and Nature of the
Organization and Nature of the Business | 6 Months Ended |
Jun. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of the Business | Organization and nature of the business Nature of business Xeris Biopharma Holdings, Inc. ("Xeris Biopharma" or the "Company") is a growth-oriented biopharmaceutical company committed to improving patient lives by developing and commercializing innovative products across a range of therapies. The Company currently has three commercially available products: Gvoke, a ready-to-use liquid glucagon for the treatment of severe hypoglycemia; Keveyis, the first and only U.S. Food and Drug Administration ("FDA") approved therapy for primary periodic paralysis ("PPP"); and Recorlev, approved by the FDA in December 2021 for the treatment of endogenous hypercortisolemia in adult patients with Cushing’s Syndrome. The Company also has a pipeline of development programs to bring new products forward using its proprietary formulation technology platforms, XeriSol TM and XeriJect TM . On October 5, 2021, Xeris Pharmaceuticals, Inc. ("Xeris Pharma") acquired Strongbridge Biopharma plc ("Strongbridge"), a biopharmaceutical company commercializing therapies for rare diseases with significant unmet needs. Immediately following the acquisition and related transactions, both Xeris Pharma and Strongbridge became wholly owned subsidiaries of Xeris Biopharma. The common stock of Xeris Pharma and the ordinary shares of Strongbridge were de-registered after completion of the Transactions (as defined below in Note 4). On October 6, 2021, Xeris Biopharma’s common stock, par value $0.0001 per share, commenced trading on the Nasdaq Global Select Market (“Nasdaq”) under the ticker symbol "XERS". See "Note 4 – Business combination" for a more detailed description of the Transactions. As used herein, the "Company" or "Xeris" refers to Xeris Pharma when referring to periods prior to the acquisition of Strongbridge on October 5, 2021 and to Xeris Biopharma when referring to periods on or subsequent to October 5, 2021. Throughout this document, unless otherwise noted, references to Gvoke include Gvoke PFS, Gvoke HypoPen, Gvoke Kit and Ogluo (glucagon). Liquidity and capital resources The Company has incurred operating losses since inception and has an accumulated deficit of $520.0 million as of June 30, 2022. The Company expects to continue to incur net losses for at least the next 12 months beyond the issuance date of these consolidated financials. Based on the Company’s current operating plans, existing working capital at June 30, 2022, capital raised in the first quarter and access to the additional $50.0 million remaining from the Credit Agreement and Guaranty with Hayfin Services LLP, the Company believes the cash resources are sufficient to sustain operations and capital expenditure requirements for at least the next 12 months from the issuance date of these consolidated financial statements. If needed, the Company may elect to finance the operations through equity or debt financing along with revenues. There can be no assurance that such funding may be available to the Company on acceptable terms, or at all, or that the Company will be able to successfully market and sell Gvoke, Keveyis and Recorlev. Market volatility resulting from the COVID-19 pandemic, and geopolitical instability resulting from the ongoing military conflict between Russia and Ukraine, rising interest rates, the tightening of lending standards or other factors could also adversely impact the Company's ability to access capital as and when needed. The issuance of equity securities may result in dilution to stockholders. If the Company raises additional funds through the issuance of additional debt, which may have rights, preferences and privileges senior to those of our common stockholders, the terms of the debt could impose significant restrictions on the operations. The failure to raise funds as and when needed could have a negative impact on the Company's financial condition and ability to pursue the business strategies. If additional funding is not secured when required, the Company may need to delay or curtail the operations until such funding is received, which would have a material adverse impact on the business prospects and results of operations. |
Basis of presentation and summa
Basis of presentation and summary of significant accounting policies and estimates | 6 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of presentation and summary of significant accounting policies and estimates | Basis of presentation and summary of significant accounting policies and estimates Basis of presentation The condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"), including those for interim financial information, and with the instructions for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X issued by the U.S. Securities and Exchange Commission (the "SEC"). In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented. The results of operations for such periods are not necessarily indicative of the results that may be expected for any future period. The accompanying financial statements should be read in conjunction with the audited financial statements and the related notes thereto for the year ended December 31, 2021 included in the Company's Annual Report on Form 10-K filed with the SEC on March 11, 2022. Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification ("ASC") and Accounting Standards Update ("ASU") issued by the Financial Accounting Standards Board ("FASB"). Basis of consolidation These condensed consolidated financial statements include the financial statements of Xeris Biopharma Holdings, Inc. and subsidiaries. All intercompany transactions have been eliminated. Use of estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses included in the financial statements and accompanying notes. Actual results could differ from those estimates. Revenue recognition The Company applies the guidance in ASC 606, Revenue Recognition , to all contracts with customers within the scope of the standard. The Company sells product primarily to wholesalers or a specialty pharmacy who subsequently resell to retail pharmacies or patients. The Company enters into arrangements with payors, group purchasing organizations, and healthcare providers that provide for government-mandated or privately-negotiated rebates, chargebacks and discounts related to the Company’s products. The Company currently sells Gvoke, Keveyis and Recorlev in the United States only and Ogluo (the brand name in the European Union and United Kingdom for the Company's ready-to-use liquid glucagon product) in the United Kingdom. Revenue is recognized when the Company's customer (e.g., a wholesaler or specialty pharmacy) obtains control of promised goods or services, which is when the Company's obligations under the terms of the contract with the customer are satisfied, based on the consideration the Company expects to receive in exchange for those goods or services. Revenues are recorded at the net product sales price, which includes estimated allowances for patient copay assistance programs, prompt payment discounts, payor rebates, chargebacks, service fees, and product returns, all of which are recorded at the time of sale to the pharmaceutical wholesaler or other customer. The Company applies significant judgments and estimates in determining some of these allowances. If actual results differ from its estimates, adjustments are made to these allowances in the period in which the actual results or updates to estimates become known. Refer to the audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021 for further discussion of the Company's accounting policies. Concentration of credit risk For the three months June 30, 2022 and June 30, 2021, four customers accounted for 98% and 94% of the Company’s gross product revenues, respectively. For the six months ended June 30, 2022 and June 30, 2021, the same four customers accounted for 96% and 94% of the Company’s gross product revenues, respectively. The same four customers accounted for 99% of the trade accounts receivable, net at both June 30, 2022 and December 31, 2021. New accounting pronouncements Adopted accounting standards In May 2021, the FASB issued ASU No. 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40) . This standard addresses issuers' accounting for certain modifications or exchanges of freestanding equity-classified written call options. This standard is effective for all entities, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted this standard in first quarter 2022 and it did not have a material impact on the financial statements. Pending accounting standards In October 2020, the FASB issued ASU 2020-10, Codification Improvements, to make incremental improvements to GAAP and address stakeholder suggestions, including, among other things, clarifying that the requirement to provide comparative information in the financial statements extends to the corresponding disclosures section. This standard will be effective for the Company for annual periods beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. Early adoption of this standard is permitted. The Company does not currently expect the adoption of this new standard to have a material impact on the financial statements. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This standard eliminates certain accounting models to simplify the accounting for convertible instruments, expands the disclosure requirements related to the terms and features of convertible instruments, and amends the guidance for the derivatives scope exception for contracts settled in an entity’s own equity. This standard enhances the consistency of earnings-per- share ("EPS") calculations by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted EPS calculations and disclosures. This standard is effective for the Company for fiscal years beginning after December 15, 2023. Early adoption is permitted but not earlier than periods beginning after December 15, 2020. The Company is currently evaluating the impact the adoption of this new standard will have on the financial statements and disclosures. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This standard provides optional expedients for application of GAAP, if certain criteria are met, to contracts and other transactions that reference London Inter-bank Offered Rate ("LIBOR") or other reference rates that are expected to be discontinued because of reference rate reform. This standard is effective for all entities as of March 12, 2020 through December 31, 2022. The Company does not currently expect the adoption of this new standard to have a material impact on the financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . This standard eliminates certain exceptions in the current guidance related to the approach for intra-period tax allocation and the methodology for calculating income taxes in an interim period and amends other aspects of the guidance to help clarify and simplify U.S. GAAP. This standard is effective for the Company for annual periods beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. Early adoption of this standard is permitted. The Company does not currently expect the adoption of this new standard to have a material impact on the financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This standard requires entities to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings and report credit losses using an expected losses model rather than the incurred losses model that was previously used and establishes additional disclosures related to credit risks. For available-for-sale debt securities with unrealized losses, the standard requires allowances to be recorded instead of reducing the amortized cost of the investment. This standard limits the amount of credit losses to be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and requires the reversal of previously recognized credit losses if fair value increases. This standard would have been effective for the Company for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. However, on November 15, 2019, the FASB delayed the effective date of FASB ASC Topic 326 for certain small public companies and other private companies. As amended, the effective date of ASC Topic 326 was delayed until fiscal years beginning after December 15, 2022 for SEC filers that are eligible to be smaller reporting companies under the SEC’s definition, as well as private companies and not-for-profit entities. The Company is currently evaluating the impact the adoption of this new standard will have on the financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The new standard requires lessees to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of their classification. Leases will be classified as either operating or finance leases under the new guidance. Operating leases will result in straight-line expense in the income statement, similar to current operating leases, and finance leases will result in more expense being recognized in the earlier years of the lease term, similar to current capital leases. This standard is effective for the Company for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The FASB has extended the effective date of this standard for certain companies. As amended in ASU 2020-05, this standard will be effective for the Company for fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. The Company is currently evaluating the impact the adoption of this new standard will have on the financial statements and related disclosures; however, since the Company is a lessee to certain leases for property whose terms exceed twelve months, it expects, once adopted, to report assets and liabilities related to these leases on the balance sheet. |
Disaggregated revenue
Disaggregated revenue | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregated revenue | Disaggregated revenue The Company’s revenue is comprised primarily of sales of products and royalty revenue. Depending on the type of contract, the method of accounting and timing of revenue recognition may differ. Below, descriptions have been provided that summarize the Company’s different types of contracts and how revenue is recognized for each. • Product revenue - The Company sells product primarily to wholesalers or a specialty pharmacy who subsequently resell to retail pharmacies or patients. The Company enters into arrangements with payors, group purchasing organizations, and healthcare providers that provide for government-mandated or privately-negotiated rebates, chargebacks and discounts related to the Company’s products. Revenue is recognized at the point in time when the Company's customer (e.g., a wholesaler or specialty pharmacy) obtains control of promised goods or services, which is when the Company's obligations under the terms of the contract with the customer are satisfied, based on the consideration the Company expects to receive in exchange for those goods or services. There is no deferred revenue or remaining performance obligation recorded on the Company's balance sheet. • Royalty revenue - the Company recognizes the royalty revenue on net revenue of products with respect to which the Company has contractual royalty rights in the period in which the royalties are earned. The disaggregated revenue by primary products is as follows: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Product revenue (in thousands): Gvoke $ 11,479 $ 8,835 $ 23,932 $ 16,886 Keveyis 12,812 — 22,136 — Recorlev 969 — 1,102 — Product revenue, net 25,260 8,835 47,170 16,886 Royalty, contract and other revenue 46 71 209 215 Total revenue $ 25,306 $ 8,906 $ 47,379 $ 17,101 |
Business combination
Business combination | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Business combination | Business combination On October 5, 2021 (the "acquisition closing date"), pursuant to the Transaction Agreement, dated as of May 24, 2021 (the "Transaction Agreement"), among Xeris Pharma, Strongbridge, Xeris Biopharma and Wells MergerSub, Inc., Xeris Pharma completed the acquisition of Strongbridge (the "Acquisition"). Upon completion of the Acquisition, (a) the Company acquired Strongbridge by means of a scheme of arrangement (the "Scheme") under Irish law pursuant to which the Company acquired all of the outstanding ordinary shares of Strongbridge ("Strongbridge Shares") in exchange for (i) 0.7840 of a share of the Company’s common stock ("Company Shares") and cash in lieu of fractions of Company Shares in exchange for each Strongbridge Share held by such Strongbridge Shareholders and (ii) one (1) non-tradeable Contingent Value Right ("CVR"), worth up to a maximum of $1.00 per Strongbridge Share settleable in cash, additional Company Shares, or a combination of cash and additional Company Shares, at the Company’s sole election and (b) MergerSub merged with and into Xeris Pharma, with Xeris Pharma, as the surviving corporation in the merger (the “Merger,” and the Merger together with the Acquisition, the "Transactions"). Upon completion of the Merger, (a) each share of Xeris Pharma common stock was assumed by the Company and converted into the right to receive one Company Share and any cash in lieu of fractional entitlements due to a Xeris Pharma shareholder and (b) each Xeris Pharma option, stock appreciation right, restricted share award and other Xeris Pharma share based award that was outstanding was assumed by the Company and converted into an equivalent equity award of the Company, which award was subject to the same number of shares and the same terms and conditions as were applicable to the Xeris Pharma award in respect of which it was issued. On October 6, 2021, the Company’s common stock, par value $0.0001 per share, commenced trading on the Nasdaq Global Select Market ("Nasdaq") under the ticker symbol "XERS". See "Note 15 – Stock compensation plans" for a more detailed description of the equity award plans assumed in the Transactions. See "Note 12 – Warrants" for a more detailed description of the warrants assumed in the Transactions. Acquisition was accounted for as a business combination using the acquisition method of accounting under the provisions of ASC 805, Business Combinations . The Acquisition has and will continue to diversify and increase the Company’s revenue base into the specialized commercial platforms and expand the development pipeline. Additionally, the Company expects to achieve significant synergies by eliminating redundant processes and reducing headcount, most notably within the commercial, executive and general and administrative functions. Acquisition consideration The acquisition-date fair value of the consideration transferred totaled $169.1 million, which consisted of the following: Fair value of consideration transferred (in thousands, except share number) Xeris Biopharma Holdings, Inc. common shares (58,082,606 shares) $ 137,655 Unexercised Strongbridge options assumed by Xeris Pharma and converted into options to purchase Company Shares 6,404 Strongbridge warrants 2,467 Contingent consideration (Contingent value rights) 22,531 Total consideration $ 169,057 The fair value of the common stock issued was determined based on the closing market price of shares of the Company’s common stock on the acquisition date. During the three and six months ended June 30, 2022, there were no changes to the purchase price allocation and the measurement period has closed. The fair value of the equity accounting warrants which were assumed by the Company in connection with the Transactions, was determined using the Black-Scholes valuation model, which considers the expected terms of the warrants from the acquisition closing date as well as the risk-free interest rate, new exercise price after the 0.7840 conversion rate multiplied by and a volatility of 89.63% (a weighting of 60% of Xeris volatility and 40% of Strongbridge volatility is used). The fair value of the private placement warrants which were assumed by the Company in connection with the Transactions, was determined using the Black-Scholes valuation model which considers the expected terms of the private placement warrants from the acquisition closing date as well as the risk-free interest rate, current exercise price of $2.50 multiplied by (the average of Xeris Pharma closing prices for the 20-day period ending three three The CVRs represent contingent additional consideration of up to $1.00 for each CVR, payable to CVR holders, to satisfy future performance milestones, settleable in cash, common stock, or a combination of cash and common stock, at the Company's sole election. The CVRs are conditioned upon the achievement of the following: • Keveyis Milestone: $0.25 per CVR, upon the earlier of the first listing of any patent in the FDA's Orange Book for Keveyis by the end of 2023 or the first achievement of at least $40 million in net revenue of Keveyis in 2023; • 2023 Recorlev Milestone: $0.25 per CVR, upon the first achievement of at least $40 million in net revenue of Recorlev in 2023; and • 2024 Recorlev Milestone: $0.50 per CVR, upon the first achievement of at least $80 million in net revenue of Recorlev in 2024. Refer to "Note 13 - Fair Value Measurements", for information related to the fair value measurements on CVRs and valuation methods utilized. As of the acquisition closing date, there were approximately 74.1 million CVRs. There will be additional issuance of up to 10.5 million. CVRs to holders of Strongbridge rollover options and assumed warrants upon exercise. Purchase price allocation In accordance with ASC 805, Xeris Pharma was determined to be the accounting acquirer in the Acquisition. The Company has applied the acquisition method of accounting that requires, among other things, that identifiable assets acquired and liabilities assumed generally be recognized on the balance sheet at fair value as of the acquisition date. In determining the fair value, the Company utilized various forms of the income, cost and market approaches depending on the asset or liability being fair valued. The estimation of fair value required significant judgment related to future net cash flows (including revenue, operating expenses, and working capital), discount rates reflecting the risk inherent in each cash flow stream, competitive trends, market comparables and other factors. Inputs were generally determined by taking into account historical data (supplemented by current and anticipated market conditions), trends and growth rates. The table below presents the estimated fair value that was allocated to Strongbridge’s assets and liabilities based upon fair values as determined by the Company (in thousands): Fair Value Cash and cash equivalents $ 38,469 Trade accounts receivable 4,344 Inventory 1,862 Prepaid expenses and other current assets 4,683 Property and equipment 161 IPR&D 121,000 Other intangible asset 11,000 Other assets 860 Total identifiable assets acquired 182,379 Accounts payable (279) Other accrued liabilities (13,703) Accrued trade discounts and rebates (4,844) Supply agreement liability (12,000) Deferred tax liabilities (4,942) Other liabilities (413) Total liabilities assumed (36,181) Net identifiable assets acquired 146,198 Goodwill 22,859 Net assets acquired $ 169,057 During the three and six months ended June 30, 2022, there were no changes to the purchase price allocation and the measurement period has closed. The following is a description of the methods used to determine the fair values of significant assets and liabilities. In-process research and development ("IPR&D") and other intangible asset The IPR&D intangible asset represents the recording of the acquired IPR&D indefinite-lived intangible asset related to Recorlev. The other intangible asset represents the commercial product in the form of Keveyis. The fair value for the IPR&D and other intangible assets were based on assumptions developed by management and other information compiled by management including, but not limited to, discounted future expected cash flows. The fair value of intangibles relies heavily on projected future net cash flows including, but not limited to, key assumptions for revenue and operating expenses. The discount rates used for intangible assets are based on current market rates and reflect the risk inherent in each cash flow stream. The estimated useful life of the intangible asset of Keveyis is five years which reflects the time period in which the Company expects to receive the benefits of the related cash flows. Goodwill The excess of the consideration transferred over the fair value of assets acquired and liabilities assumed was recognized as goodwill. The goodwill is generated from operational synergies and cost savings the Company expects to achieve from the combined operations and Strongbridge’s knowledgeable and experienced workforce. The majority of the goodwill is not expected to be deductible for tax purposes. Transaction costs In connection with the Transactions, the Company incurred significant expenses in 2021, including transaction costs (e.g., bankers' fees, legal fees, consultant fees, etc.). Such transaction costs totaled $8.6 million and were recorded in the selling, general and administrative expenses in third quarter 2021 through second quarter 2022. Supplemental pro forma information The following unaudited supplemental pro forma financial information assumes the companies were combined as of January 1, 2021. The pro forma financial information as presented below is for informational purposes only and is based on estimates and assumptions that have been made solely for purposes of developing such pro forma information. This is not necessarily indicative of the results of operations that would have been achieved if the Acquisition had taken place on January 1, 2021, nor is it necessarily indicative of future results. Consequently, actual results could differ materially from the unaudited pro forma financial information presented below. The following table presents the pro forma operating results as if Strongbridge had been included in the Company's Condensed Consolidated Statements of Operations as of January 1, 2021 (unaudited, in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenue $ 25,306 $ 18,948 $ 47,379 $ 35,525 Net loss $ (26,185) $ (39,241) $ (59,899) $ (67,978) These amounts have been calculated after applying the Company’s accounting policies and adjusting the results of Xeris to reflect the additional depreciation and amortization that would have been charged assuming the fair value adjustments to intangible assets had been applied on January 1, 2021. The unaudited supplemental pro forma information above does not include any cost saving synergies from operating efficiencies. There is a tax impact on the pro forma adjustments due to deferred tax liabilities being greater than the deferred tax assets in Ireland. For the other non-Irish entities, there is no tax impact of the pro forma adjustments reflected as both companies are, and have been for some time, in net operating loss positions and have full valuation allowances against their net deferred tax assets on both a historical and pro forma basis. |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2022 | |
Inventory [Line Items] | |
Inventory Disclosure [Text Block] | Inventory The components of inventories consisted of the following (in thousands): June 30, 2022 December 31, 2021 Raw materials $ 5,743 $ 5,181 Work in process 5,938 7,442 Finished goods 6,206 5,495 Inventory $ 17,887 $ 18,118 Inventory reserves were $1.1 million and $1.0 million at June 30, 2022 and December 31, 2021, respectively. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2022 | |
Property and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment Property and equipment consisted of the following (in thousands): June 30, 2022 December 31, 2021 Lab equipment $ 3,946 $ 3,739 Furniture and fixtures 1,355 1,355 Computer equipment 358 307 Office equipment 8 28 Software 307 307 Leasehold improvements 5,004 5,026 Total property and equipment 10,978 10,762 Less: accumulated depreciation and amortization (4,808) (4,135) Property and equipment, net $ 6,170 $ 6,627 |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible assets Identified intangible assets consisted of the following (in thousands): June 30, 2022 Life (Years) Gross assets Accumulated amortization Net Definite-lived intangible asset - Keveyis 5 $ 11,000 $ (1,650) $ 9,350 Definite-lived intangible asset - Recorlev 14 121,000 (4,321) 116,679 Total intangible assets $ 132,000 $ (5,971) $ 126,029 Keveyis is the developed product rights obtained from Strongbridge's acquisition of U.S. marketing rights to Keveyis (dichlorphenamide) from Taro Pharmaceuticals U.S.A., Inc. ("Taro"). Recorlev was acquired as a result of the Acquisition and was approved by the FDA on December 30, 2021. The IPR&D asset was reclassified as a definite-lived intangible asset in 2021 and began being amortized on a straight-line basis over an estimated useful life of 14 years assigned based on the economic life and remaining patent life. As of June 30, 2022, expected amortization expense for intangible assets subject to amortization for the next five years is as follows (in thousands): 2022 remaining $ 5,422 2023 10,843 2024 10,843 2025 10,843 2026 10,293 Thereafter 77,785 Total $ 126,029 |
Other Accrued Liabilities (Note
Other Accrued Liabilities (Notes) | 6 Months Ended |
Jun. 30, 2022 | |
Accrued Expenses [Abstract] | |
Other Accrued Liabilities | Other accrued liabilities Other accrued liabilities consisted of the following (in thousands): June 30, 2022 December 31, 2021 Accrued employee costs $ 10,624 $ 19,638 Supply agreement - current portion 6,720 6,009 Accrued supply chain costs 831 595 Accrued marketing and selling costs 2,786 3,237 Accrued research and development costs 1,562 1,998 Accrued restructuring charges 4,780 6,715 Accrued interest expense 3,615 1,413 Accrued Strongbridge transaction costs — 1,839 Accrued other costs 6,027 7,644 Other accrued liabilities $ 36,945 $ 49,088 |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jun. 30, 2022 | |
Long-term Debt, Unclassified [Abstract] | |
Long-term Debt | Long-term debt Convertible Senior Notes In June 2020, Xeris Pharma completed a public offering of $86.3 million aggregate principal amount of Xeris Pharma's 5.00% Convertible Senior Notes due 2025 (the "Convertible Notes"), including $11.3 million pursuant to the underwriters' option to purchase additional notes, which was exercised in full in July 2020. Xeris Pharma incurred debt issuance costs of $5.1 million in connection with the issuance of the Convertible Notes. Xeris Pharma used $20.0 million and $4.2 million of the net proceeds from the sale to prepay a portion of the principal amount on the Term A Loan (as defined below) and the remaining amount of borrowings outstanding under the PPP Loan (as defined below), respectively. The Convertible Notes are governed by the terms of a base indenture for senior debt securities dated June 30, 2020 (the "Base Indenture"), between Xeris Pharma and U.S. Bank National Association, as trustee, as supplemented by the first supplemental indenture thereto dated June 30, 2020, between U.S. Bank National Association, as trustee, and the second supplemental indenture thereto dated October 5, 2021 ("the Supplemental Indentures" and together with the Base Indenture, the "Indenture"), among the Company, Xeris Pharma and U.S. Bank National Association, as trustee. The Convertible Notes bear cash interest at the rate of 5.00% per annum, payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2021, to holders of record at the close of business on the preceding January 1 and July 1, respectively. The Convertible Notes will mature on July 15, 2025, unless earlier converted or redeemed or repurchased by the Company. At any time before the close of business on the second scheduled trading day immediately before the maturity date, holders of Convertible Notes may convert their Convertible Notes at their option into shares of the Company’s common stock, together, if applicable, with cash in lieu of any fractional share, at the then-applicable conversion rate. The conversion rate for the Convertible Notes will initially be 326.7974 shares of the Company’s common stock per $1,000 principal amount of Convertible Notes, which represents an initial conversion price of approximately $3.06 per share of common stock, and is subject to adjustment under the terms of the Convertible Notes. In the event of certain circumstances, the Company will increase the conversion rate, provided that the conversion rate will not exceed 367.6470 shares of the Company's common stock per $1,000 principal amount of Convertible Notes. In the second half of 2020, $8.4 million in principal amount of Convertible Notes were converted into 2,736,591 shares of Xeris Pharma’s common stock at the conversion rate of 326.7974 shares per $1,000 principal amount of Convertible Notes. Additionally, in the fourth quarter of 2020, Xeris Pharma entered into separate, privately negotiated exchange agreements with certain holders of Convertible Notes to exchange $30.7 million in principal amount of Convertible Notes for 10,435,200 shares of Xeris Pharma’s common stock. Xeris Pharma recognized a $2.6 million loss related to the convertible note exchange transactions. The Convertible Notes are senior, unsecured obligations and are equal in right of payment with Xeris Pharma's existing and future senior, unsecured indebtedness, senior in right of payment to its future indebtedness, if any, that is expressly subordinated to the Convertible Notes, and effectively subordinated to its existing and future secured indebtedness to the extent of the value of the collateral securing that indebtedness. The Convertible Notes are structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent Xeris Pharma is not a holder thereof) preferred equity, if any, of the Company’s other direct and indirect subsidiaries. As a result of the Transactions, and pursuant to the Second Supplemental Indenture, the Convertible Notes are no longer convertible into shares of common stock of Xeris Pharma common stock. Instead, subject to the terms and conditions of the Indenture, the Convertible Notes will be exchangeable into cash and shares of common stock of the Company in proportion to the transaction consideration payable pursuant to the Transaction Agreement, and the "Reference Property" provisions in the Indenture. Pursuant to the Second Supplemental Indenture, the Company agreed to guarantee (a) the full and punctual payment when due of all monetary obligations of Xeris Pharma under the Indenture and (b) the full and punctual performance within applicable grace periods of all other obligations of Xeris Pharma under the Indenture. Loan Agreement In September 2019, Xeris Pharma entered into an Amended and Restated Loan and Security Agreement (the "Amended Loan Agreement") with Oxford Finance LLC ("Oxford"), as the collateral agent (in such capacity, the "Collateral Agent") and a lender, and Silicon Valley Bank, as a lender ("SVB", and together with Oxford, the "Prior Lenders"), which amended and restated that certain Loan and Security Agreement dated February 28, 2018 with the Prior Lenders, in its entirety. The Amended Loan Agreement provided for the Lenders to extend up to $85.0 million in term loans to Xeris Pharma in three tranches of which $60.0 million was drawn down in September 2019. In March 2022, the Company, Xeris Pharma and certain subsidiary guarantors of the Company entered into a Credit Agreement and Guaranty (the "Hayfin Loan Agreement") with the lenders from time to time parties thereto (the "Lenders") and Hayfin Services LLP, as administrative agent for the Lenders, pursuant to which the Company and its subsidiaries party thereto granted a first priority security interest on substantially all of their assets, including intellectual property, subject to certain exceptions. The Hayfin Loan Agreement provided for the Lenders to extend $100.0 million in term loans (the "Initial Loan") to the Company on the closing date and up to an additional $50.0 million in delayed draw term loans during the one year period immediately following the closing date (the "Delayed Draw Term Loan" and, together with the Initial Loan, the "Loans") in no more than three drawings of no less than $10.0 million per drawing, subject to the Company being in pro forma compliance with the financial covenants and other conditions set forth therein. In conjunction with the execution of the Hayfin Loan Agreement, the Amended Loan Agreement balance of $43.5 million was repaid in full and fees of $2.1 million in connection with the loan repayment were paid. In addition to utilizing the proceeds to repay the obligations under the Amended Loan Agreement in full, the proceeds will otherwise be used for general corporate purposes. After repayment, the Loans may not be re-borrowed. All of the Loans incur interest at a floating per annum rate in an amount equal to the sum of (i) 9.0% (or 8.0% per annum if the replacement rate in effect is the Wall Street Journal Prime Rate) plus (ii) the greater of (x) (1) CME Group Benchmark Administration Limited (CBA) Term SOFR (or the replacement rate, if applicable) if CBA Term SOFR is greater than 1.00% plus 0.26161% or (2) 1.00% if CME Term SOFR is less than 1.00% and (y) one percent (1.00%) per annum (or 2.0% per annum if the replacement rate in effect is the Wall Street Journal Prime Rate). The Company has incurred total debt issuance costs of approximately $3.5 million related to the Hayfin Loan Agreement, which are being amortized to interest expense over the life of the loan using the effective interest method. The remaining balance of unamortized debt issuance costs have been reflected as a direct reduction to the loan balance. The effective interest rate, including the amortization of debt discount and debt issuance costs, amounts to 12.1%, maturing March 2027. The debt outstanding under the Hayfin Loan Agreement approximates fair value due to the variable interest rate on the debt. The Loans will mature on March 8, 2027; provided, however, that the Loans will mature on January 15, 2025 if the Convertible Notes are still outstanding as of such date and either (i) the maturity date thereof has not been extended to a date on or after September 4, 2027 or (ii) the Company has not received net cash proceeds from one or more permitted equity raises or permitted raises of convertible debt which, together with no more than $15.0 million of cash on hand, is sufficient to redeem and discharge the Convertible Notes in full. The Hayfin Loan Agreement allows the Company to voluntarily prepay the outstanding amounts thereunder. The Company is subject to an early prepayment fee equal to (i) for any prepayment that occurs prior to the second anniversary of the closing date, the applicable make-whole amount, (ii) for any prepayment that occurs after the second anniversary of the closing date but on or prior to the fourth anniversary of the closing date: (x) the amount of any principal so prepaid, multiplied by (y) for any prepayment that occurs (A) after the second anniversary of the closing date and on or prior to the third anniversary of the closing date, five percent (5.0%), (B) after the third anniversary of the closing date and on or prior to the fourth anniversary of the closing date, three percent (3.0%), and (C) after the fourth anniversary of the closing date, zero percent (0.0%). The Hayfin Loan Agreement contains customary representations and warranties, events of default and affirmative and negative covenants, including, among others, covenants that limit or restrict the Company’s ability to incur additional indebtedness, grant liens, merge or consolidate, make acquisitions, pay dividends or other distributions or repurchase equity, make investments, dispose of assets and enter into certain transactions with affiliates, in each case subject to certain exceptions. Associated with the Hayfin Loan Agreement, the Lenders also received warrants to purchase 1,315,789 shares of the common stock of the Company at a price of $2.28 per share. Refer to "Note 12 - Warrants" for further information on the warrants. The components of debt are as follows (in thousands): June 30, 2022 December 31, 2021 Convertible Notes $ 47,175 $ 47,175 Loan facility 95,977 43,500 Less: unamortized debt issuance costs (5,084) (2,608) Long-term debt, net of unamortized debt issuance costs $ 138,068 $ 88,067 The following table sets forth the Company’s future minimum principal payments on the Convertible Note and the loan facility (in thousands): 2022 remaining $ — 2023 — 2024 — 2025 47,175 2026 — Thereafter 100,000 $ 147,175 |
Stockholders' equity
Stockholders' equity | 6 Months Ended |
Jun. 30, 2022 | |
Reverse Stock Split and Initial Public Offering [Abstract] | |
Stockholders' equity | Stockholders' equity The Company has not paid any cash dividends on the common stock during the periods presented. On January 3, 2022, the Company entered into a securities purchase agreement in connection with a private placement with an affiliate of Armistice Capital, LLC (“Armistice”) for aggregate gross proceeds of approximately $30.0 million. In accordance with the purchase agreement, the Company issued to Armistice an aggregate of (i) 10,238,908 shares of the Company’s common stock, par value $0.0001 per share at a purchase price of $2.93 per share, and (ii) warrants to purchase an aggregate of 5,119,454 shares of the Company's common stock at an exercise price of $3.223 per share. The warrants became exercisable immediately upon the closing of |
Warrants (Notes)
Warrants (Notes) | 6 Months Ended |
Jun. 30, 2022 | |
Warrants [Abstract] | |
Other Liabilities Disclosure | Warrants On completion of the Strongbridge Acquisition, (a) each outstanding and unexercised Strongbridge warrant (except private placement warrants) was assumed by the Company such that, upon exercise, the applicable holders will have the right to have delivered to them the reference property (as such term is defined in the Strongbridge assumed warrants) and (b) each outstanding and unexercised Strongbridge private placement warrant was assumed by the Company such that the applicable holders will have the right to subscribe for Company Shares, in accordance with certain terms of the Strongbridge private placement warrants. The assumed Strongbridge private placement warrants expired in June 2022. Associated with the Armistice securities purchase agreement disclosed in "Note 14 - Stockholders' equity", the Company also issued warrants (the "Armistice Warrants") to purchase an aggregate of 5,119,454 shares of the Company's common stock at an exercise price of $3.223 per share. The warrants became exercisable immediately upon the closing of the transaction and have a term of five years from the earliest of the date (a) of effectiveness of the resale registration statement, which was February 7, 2022, (b) all of the shares of the Company’s common stock issued or issuable to Armistice under the securities purchase agreement and all shares of the Company's common stock issuable upon exercise of the warrants (the "Warrant Shares") have been sold pursuant to Rule 144 or may be sold pursuant to Rule 144 without the requirement for the Company to be in compliance with the current public information required under Rule 144 and without volume or manner-of-sale restrictions, (c) following the one-year anniversary of the date of closing provided that the holder of Shares or Warrant Shares is not an affiliate of the Company, or (d) all of the shares and Warrant Shares may be sold pursuant to an exemption from registration under Section 4(a)(1) of the Securities Act without volume or manner-of-sale restrictions. Associated with the Hayfin Loan Agreement disclosed in "Note 11 - Long-term Debt", the Lenders also received warrants to purchase 1,315,789 shares of the common stock of the Company at a price of $2.28 per share. The warrants are (i) exercisable until the seventh (7th) anniversary of the closing date; (ii) freely transferable and detachable from the Loans; and (iii) subject to customary warrant holder rights and protections, including structural-based anti-dilution protection and adjustments for stock dividends, splits, combinations, reclassifications and the like. The assumed Strongbridge private placement warrants described in "Note 4 - Business combination" expired in June 2022. As of June 30, 2022, the following warrants were outstanding: Warrants classified as liabilities: Outstanding Warrants Exercise Price per Warrant Expiration Date 2018 Term A Warrants 53,720 $11.169 February 2025 2018 Term B Warrants 40,292 $11.169 September 2025 94,012 Warrants classified as equities: Warrants in connection with CRG loan agreement 309,122 $9.410 July 2024 Warrants in connection with CRG loan amendment in January 2018 978,628 $12.760 January 2025 Warrants in connection with Avenue Capital loan agreement 209,633 $2.390 May 2025 Warrants in connection with Avenue Capital loan agreement 209,633 $2.390 December 2025 Warrants in connection with Horizon and Oxford loan agreement 125,999 $3.130 December 2026 Warrants in connection with Armistice securities purchase agreement 5,119,454 $3.223 February 2027 Warrants in connection with Hayfin loan agreement 1,315,789 $2.280 March 2029 8,268,258 The Company recognized gains of $23,000 and $18,000 upon the change in fair value of the warrants during the three months ended June 30, 2022 related to the 2018 Term A Warrants and the 2018 Term B Warrants, respectively. The Company recognized gains of $0.5 million related to the expiration of the assumed Strongbridge private placement warrants in June 2022. The Company recognized losses of $5,000 and $5,000 upon the change in fair value of the warrants during the three months ended June 30, 2021 related to the 2018 Term A Warrants and the 2018 Term B Warrants, respectively. The Company recognized gains of $35,000 and $26,000 upon the change in fair value of the warrants during the six months ended June 30, 2022 related to the 2018 Term A Warrants and the 2018 Term B Warrants, respectively. The Company recognized gains of $1.7 million related to the change in fair value and the expiration of the assumed Strongbridge private placement warrants in June 2022. The Company recognized gains of $6,000 and $4,000 upon the change in fair value of the warrants during the six months ended June 30, 2021 related to the 2018 Term A Warrants and the 2018 Term B Warrants, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and contingencies Commitments Commitments to Taro Pharmaceuticals U.S.A., Inc. ("Taro") Upon the completion of Strongbridge acquisition, the Company also acquired the supply agreement Strongbridge had with Taro to produce Keveyis. Strongbridge was obligated to purchase annual minimum amounts of product totaling approximately $29.1 million over a six-year period from Taro. As of June 30, 2022, the remaining obligation under the Supply Agreement was $8.0 million. The agreement with Taro will extend beyond the orphan exclusivity period. If Taro declines to renew the agreement, the Company has the right to manufacture the product on its own or have the product manufactured by a third party on its behalf. The Company is also required to reimburse Taro for royalty obligation resulting from its sale of Keveyis to the Company. Leases The Company has non-cancellable operating leases for office and laboratory space, which expire at various times in 2031 and 2033. The non-cancellable lease agreements provide for monthly lease payments which increase during the term of each lease agreement. Future minimum lease payments under operating leases at June 30, 2022 are as follows (in thousands): 2022 remaining $ 998 2023 2,031 2024 1,982 2025 1,930 2026 1,982 Thereafter 11,741 Total minimum lease payments $ 20,664 Total rent expense under these operating leases was $0.7 million and $0.6 million for the three months ended June 30, 2022 and June 30, 2021, respectively, and $1.4 million and $1.2 million for the six months ended June 30, 2022 and June 30, 2021, respectively. As of June 30, 2022, the Company had unused letters of credit of $1.7 million which were issued primarily to secure leases. Contingencies CVR liability Upon closing the Transactions, the Company entered into a CVR Agreement. Each CVR entitles its holder to receive additional consideration of up to $1.00, to satisfy future performance milestones, settleable in cash, common stock, or a combination of cash and common stock, at the Company's sole election. As of the acquisition closing date, there were approximately 74.1 million CVRs. There will be additional issuance of up to 10.5 million CVRs to holders of Strongbridge rollover options and assumed warrants upon exercise. Litigation From time to time, the Company may become involved in various legal actions arising in the ordinary course of business. As of June 30, 2022, management was not aware of any existing, pending or threatened legal actions that would have a material impact on the financial position or results of operations of the Company. Long Term Debt In the event the Convertible Notes are still outstanding as of January 15, 2025 and the maturity date thereof has not been extended to a date on or after September 4, 2027, then unless the Company has received net cash proceeds from one or more permitted equity raises or permitted raises of convertible debt which, together with no more than $15.0 million of cash on hand, is sufficient to redeem and discharge the Convertible Notes in full, then the loans outstanding under the Hayfin Loan Agreement will mature on January 15, 2025. |
Restructuring costs
Restructuring costs | 6 Months Ended |
Jun. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring costs | Restructuring costs After the completion of the Acquisition on October 5, 2021, the Company undertook a strategic restructuring to streamline the organization and realize operating expense synergies. The costs associated with the restructuring include employee termination costs. The Company expects to incur total restructuring cost of approximately $11.1 million related to this plan, which has been fully recorded as of June 30, 2022. Costs of $1.4 million were incurred in the six months ended June 30, 2022, with the majority incurred in first quarter 2022. The majority of the restructuring costs are included in selling, general and administrative expenses in the Condensed Consolidated Statements of Operations and Comprehensive Loss. The Company anticipates the restructuring related to the Strongbridge acquisition to be substantially complete by the fourth quarter of 2023. The restructuring reserve is included in other accrued liabilities and other liabilities in the condensed consolidated balance sheet. The following table summarizes the initial restructuring reserve in connection with the Strongbridge acquisition and the payments made during the six months ended June 30, 2022 (in thousands): Restructuring Costs Balance accrued at December 31, 2021 $ 6,713 Restructuring costs 1,412 Payments (2,529) Balance accrued at June 30, 2022 $ 5,596 |
Stock Compensation Plan (Notes)
Stock Compensation Plan (Notes) | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Stock Compensation Plan | Stock compensation plan In 2011, the Company adopted the 2011 Stock Option Issuance Plan (the "2011 Plan") and subsequently amended it to authorize the Board of Directors to issue up to 4,714,982 incentive stock option and non-qualified stock option awards. The 2018 Stock Option and Incentive Plan (the "2018 Plan") was adopted by the Board of Directors in April 2018 and approved by the Company's stockholders in June 2018 to award up to 1,822,000 shares of common stock. This plan became effective on the date immediately prior to the effectiveness of the Company's IPO registration statement. The 2018 Plan replaced the 2011 Plan as the Board of Directors decided not to make additional awards under the 2011 Plan following the closing of the IPO, which occurred in June 2018. The 2018 Plan allows the compensation committee to make equity-based and cash-based incentive awards to the Company's officers, employees, directors and other key persons (including consultants). No grants of stock options or other awards may be made under the 2018 Plan after the tenth anniversary of the effective date. The 2018 Plan provides that the number of shares reserved and available for issuance under the plan will automatically increase each January 1, beginning on January 1, 2019, and each January 1 thereafter, by 4% of the outstanding number of shares of our common stock on the immediately preceding December 31, or such lesser number of shares as determined by the compensation committee. This number is subject to adjustment in the event of a stock split, stock dividend or other change affecting the Company's common stock. On January 1, 2022 and 2021, the number of shares of common stock available for issuance under the 2018 Plan was automatically increased by 4,994,933 shares and 2,384,448 shares, respectively. As of June 30, 2022, there were 3,115,603 shares of common stock available for future issuance under the 2018 Plan. The 2018 Employee Stock Purchase Plan (the "ESPP") was adopted by the Board of Directors in April 2018 and approved by the Company's stockholders in June 2018 to issue up to 193,000 shares of common stock to participating employees. Through the ESPP, eligible employees may authorize payroll deductions of up to 15% of their compensation to purchase up to the number of shares of common stock determined by dividing $25,000 by the closing market price of Xeris common stock on the offering date. The purchase price per share at each purchase date is equal to 85% of the lower of (i) the closing market price per share of Xeris common stock on the employee’s offering date or (ii) the closing market price per share of Xeris common stock on the purchase date. Each offering period has a six-month duration and purchase interval with a purchase date of the last business day of June and December each year. This plan became effective on the date immediately prior to the effectiveness of the Company's IPO registration statement. The ESPP provides that the number of shares reserved and available for issuance will automatically increase each January 1, beginning on January 1, 2019 and each January 1 thereafter through January 1, 2028, by the least of (i) 1% of the outstanding number of shares of our common stock on the immediately preceding December 31; (ii) 386,000 shares or (iii) such lesser number of shares as determined by the ESPP administrator. On January 1, 2022 and 2021, the number of shares of common stock available for issuance under the ESPP increased by 386,000 shares and 386,000 shares, respectively. The number of shares reserved under the ESPP is subject to adjustment in the event of a stock split, stock dividend or other change affecting the Company's common stock. The Company issued 389,987 shares at a price of $1.54 per share for the ESPP offering period which ended June 30, 2022. As of June 30, 2022, there were 473,740 shares available for issuance under the ESPP. The Equity Inducement Plan (the "Inducement Plan") was adopted by the Board of Directors in February 2019. The Inducement Plan was adopted without stockholder approval pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules. The Inducement Plan allows the Company to make stock option or restricted stock unit awards to prospective employees of the Company as an inducement to such individuals to commence employment with the Company. The Company uses this Inducement Plan to help it attract and retain prospective employees who are necessary to support the commercialization of products and the expansion of the Company generally. The Company initially reserved 750,000 shares of common stock for the issuance of awards under the Inducement Plan. This number is subject to adjustment in the event of a stock split, stock dividend or other change affecting the Company's common stock. As of June 30, 2022, there were 241,885 shares of common stock available for future issuance under the Inducement Plan. On October 8, 2020, the Company's stockholders, upon recommendation of the Board of Directors, approved an amendment to the Company's 2011 Plan and 2018 Plan to allow the Company to permit certain employee option holders, subject to specified conditions, to exchange some or all of their outstanding options to purchase shares of the Company's common stock for a lesser number of new options to purchase shares of the Company’s common stock (the "Option Exchange"). On November 10, 2020, the Company filed with the SEC a Tender Offer Statement on Schedule TO defining the terms and conditions of the Option Exchange. The total number of shares of common stock underlying a new option with respect to an exchanged eligible option was determined by dividing the number of shares of common stock underlying the exchanged eligible option by the applicable exchange ratio and rounding to the nearest whole number, subject to the terms and conditions described in the Exchange Offer. On December 10, 2020, the completion date of the Option Exchange, the Company canceled the options accepted for exchange and granted 832,907 new options to purchase shares of common stock in exchange for 1,127,906 options issued under the 2011 Plan and 2018 Plan. The exercise price per share of the options granted pursuant to the Exchange Offer was $4.09 per share, which was the closing price per share of common stock on The Nasdaq Global Select Market on the grant date of such new options. The new options will vest and become exercisable in two equal installments following the grant date, subject to an option holder's continuous service, and expire seven Assumed Plans At the effective time of the Scheme, Strongbridge’s outstanding equity awards were treated as set forth in the Transaction Agreement, such that (i) each award (other than options to buy shares, each a "Strongbridge Share Award") denominated in Strongbridge Shares was vested and settled for Strongbridge Shares immediately prior to the effective time of the Scheme, (ii) each Strongbridge Option became fully vested and exercisable immediately prior to the effective time of the Scheme, (iii) each unexercised Strongbridge Option was assumed by the Company and converted into an option to purchase Company shares (each, a "Strongbridge Rollover Option"), with the exercise price per Company share and the number of Company shares underlying the Strongbridge Rollover Option adjusted to reflect the conversion from Strongbridge Shares into Company shares, provided that each Strongbridge Rollover Option will continue to have, and be subject to, the same terms and conditions that applied to the corresponding Strongbridge Rollover Option (except for terms rendered inoperative by reason of the Acquisition or for immaterial administrative or ministerial changes that are not adverse to any holder other than in any de minimis respect), provided that the terms of each Strongbridge Rollover Option with an exercise price of $4.50 or less (prior to the adjustment described above) were amended to provide that it shall remain exercisable for a period of time following the effective time of the Scheme equal to the lesser of (A) the maximum remaining term of such corresponding Strongbridge Option and (B) the fourth anniversary of the effective date of the Merger, in each case regardless of whether the holder of such Strongbridge Rollover Option experiences a termination of employment or service on or following the effective time of the Scheme. On the acquisition closing date, the Company assumed all then-outstanding stock options and shares available and reserved for issuance under some legacy equity incentive plans of Strongbridge, including the Strongbridge 2015 equity compensation plan and Strongbridge 2017 inducement plan (collectively, the "Assumed Plans"). Shares reserved under the Assumed Plans will be available for future grants. The Company also assumed all then-outstanding stock options from the rest of the legacy equity incentive plans of Strongbridge without assuming the shares available and reserved for issuance under these plans. The number of shares subject to stock options outstanding under all Strongbridge legacy equity incentive plans are included in the tables below. As of June 30, 2022, there were 3.6 million shares reserved for future grants under the Assumed Plans. CVRs were also issued to the holders of Strongbridge vested and unexercised options that were outstanding and assumed by the Company at the acquisition date, provided that in no event shall such holder be entitled to any payments with respect to such CVR unless the corresponding option has been exercised on or prior to any such payment. Stock options Stock options are granted with an exercise price equal to the market price of the Company’s stock at the date of grant. Stock option awards typically vest over either two three seven The fair value of each option is estimated on the date of grant using a Black-Scholes option valuation model that uses the assumptions noted in the following table. The expected term of options represents the period of time that options granted are expected to be outstanding. The risk-free interest rate for periods during the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The expected stock price volatility assumption is based on the historical volatilities of a peer group of publicly traded companies as well as the historical volatility of the Company's common stock since the Company began trading subsequent to the IPO in June 2018 over the period corresponding to the expected life as of the grant date. The expected dividend yield is based on the expected annual dividend as a percentage of the market value of the Company’s ordinary shares as of the grant date. The fair value of stock options granted during the period was estimated with the following weighted average assumptions: Six Months Ended June 30, 2022 2021 Expected term (years) 5.5 6.0 Risk-free interest rate 3.01% 1.14% Expected volatility 80.18% 76.30% Expected dividends — — Stock option activity under the 2011 Plan, 2018 Plan, Inducement Plan and Assumed Plans for the six months ended June 30, 2022 was as follows: Number of Options Weighted Average Exercise Price Weighted Average Contractual Life (Years) Outstanding - December 31, 2021 11,362,336 $ 5.86 5.62 Granted 175,000 2.10 Exercised (11,228) 0.69 Forfeited (52,301) 5.27 Expired (1,464,314) 8.64 Outstanding - June 30, 2022 10,009,493 $ 5.40 5.17 Exercisable - June 30, 2022 8,687,474 $ 5.49 4.77 Vested and expected to vest at June 30, 2022 10,009,493 $ 5.40 5.17 The weighted average fair value of awards granted during the six months ended June 30, 2022 was $1.43 per share. At June 30, 2022, there was a total of $3.7 million of unrecognized stock-based compensation expense related to stock options that is expected to be recognized over a weighted average period of 1.4 years. Restricted Share Units The Company grants RSUs to employees. RSUs that are granted vest over either three A summary of outstanding RSU awards and the activity for the six months ended June 30, 2022 was as follows: Number of Units Weighted Average Grant Date Fair Value Unvested balance - December 31, 2021 2,005,041 $ 5.15 Granted 4,190,850 2.79 Vested (605,878) 5.84 Forfeited (208,859) 2.84 Unvested balance - June 30, 2022 5,381,154 $ 3.32 As of June 30, 2022, there was $14.4 million of unrecognized stock-based compensation expense related to RSUs, which is expected to be recognized over the weighted-average remaining vesting period of 2.3 years. The following table summarizes the reporting of total stock-based compensation expense resulting from stock options, RSUs and the ESPP (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Cost of goods sold $ — $ 31 $ — $ 47 Research and development 416 407 963 754 Selling, general and administrative 2,736 2,074 5,490 4,172 Total stock-based compensation expense $ 3,152 $ 2,512 $ 6,453 $ 4,973 |
Fair value measurements
Fair value measurements | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair value measurements | Fair value measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value measurements are classified and disclosed in one of the following categories: Level 1: Measured using unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; Level 2: Measured using quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and Level 3: Measured based on prices or valuation models that require inputs that are both significant to the fair value measurement and less observable from objective sources (i.e., supported by little or no market activity). Fair value measurements are classified based on the lowest level of input that is significant to the measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, which may affect the valuation of the assets and liabilities and their placement within the fair value hierarchy levels. The determination of the fair values stated below takes into account the market for the financial assets and liabilities, the associated credit risk and other factors as required. The Company considers active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. The following tables present the Company’s fair value hierarchy for those assets and liabilities measured at fair value as of June 30, 2022 and December 31, 2021 (in thousands): Total as of June 30, 2022 Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash and money market funds $ 95,340 $ 95,340 $ — $ — Investments: Corporate securities 5,418 — 5,418 — Commercial paper 9,493 — 9,493 — Foreign government 1,302 — 1,302 — Total investments $ 16,213 $ — $ 16,213 $ — Liabilities Contingent value rights $ 30,218 $ — $ — $ 30,218 Warrant liabilities $ 32 $ — $ — $ 32 Total as of December 31, 2021 Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash and money market funds $ 67,271 $ 67,271 $ — $ — Investments: U.S. government securities — — — — Corporate securities 12,067 — 12,067 — Commercial paper 21,773 — 21,773 — Foreign government 1,322 $ — 1,322 — Total investments $ 35,162 $ — $ 35,162 $ — Liabilities Contingent value rights $ 22,531 $ — $ — $ 22,531 Warrant liabilities $ 1,769 $ — $ — $ 1,769 Contingent Value Rights Upon completion of the Merger described in "Note 4 – Business combination", the Company acquired all of the outstanding Strongbridge Shares in exchange for (i) 0.7840 of a share of the Company Shares and cash in lieu of fractions of Company Shares in exchange for each Strongbridge Share held by such Strongbridge Shareholders and (ii) one CVR. Strongbridge’s outstanding equity awards were treated as set forth in the Transaction Agreement, such that (i) each Strongbridge Share Award was vested and settled for Strongbridge Shares immediately prior to the effective time of the Scheme, (ii) each Strongbridge Option became fully vested and exercisable immediately prior to the effective time of the Scheme, (iii) each unexercised Strongbridge Option was assumed by the Company and converted into an option to purchase Company Shares. The fair value of the CVRs is calculated by using a discounted cash flow method for the Keveyis patent milestone and an option pricing method for the Recorlev and Keveyis sales milestones. In the case of Keveyis milestones, the Company applies a scenario-based method and weighted them based on the possible achievement of the milestone. This fair value measurement is based on significant inputs not observable in the market and thus represents a Level 3 measurement as defined in ASC 820, Fair Value Measurement . The key assumptions used include the discount rate and sales growth. The estimated value of the CVR consideration is preliminary only and is based upon available information and certain assumptions which the Company's management believes are reasonable under the circumstances. The ultimate payout under the CVRs may differ materially from the assumptions used in determining the fair value of the CVR consideration. Contingent consideration obligations are recorded at their estimated fair values and these obligations are revalued each reporting period until the related contingencies are resolved. The contingent value rights are adjusted to fair value using the methods described above at the end of each reporting period. Significant changes which increase or decrease the probabilities of achieving the related milestones or shorten or lengthen the time required to achieve such events would result in corresponding increases or decreases in the fair values of these obligations. The Company has determined that the CVR liabilities' fair values are Level 3 items within the fair value hierarchy. The following table presents the change in the CVR liabilities (in thousands): Balance at December 31, 2021 $ 22,531 Change in fair value of warrants 7,687 Balance at June 30, 2022 $ 30,218 As of June 30, 2022, the CVRs were revalued at $30.2 million using the same methods described above. During the six months ended June 30, 2022, a loss of $7.7 million was recognized in the condensed consolidated statements of operations from changes in the fair values of the CVRs. Refer to "Note 16 – Commitments and contingencies" for additional information on the CVRs. Warrant liability The fair value of the Company’s warrant liabilities is based on a Black-Scholes valuation, which considers the expected term of the warrants as well as the risk-free interest rate and expected volatility of the Company's common stock. The uncertainty of the fair value measurement due to the use of unobservable inputs and interrelationships between these unobservable inputs could result in higher or lower fair value measurement. The Company has determined that the warrant liabilities' fair values are Level 3 items within the fair value hierarchy. The following table presents the change in the warrant liabilities (in thousands): Balance at December 31, 2021 $ 1,769 Change in fair value of warrants (1,737) Balance at June 30, 2022 $ 32 There were no transfers between any of the levels of the fair value hierarchy during the six months ended June 30, 2022. |
Short-term investments
Short-term investments | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Short-term investments | Short-term investments The Company classifies investments in debt securities as available-for-sale. Debt securities are comprised of highly liquid investments with minimum “A” rated securities and, as of June 30, 2022, consist of U.S. Treasury and agency bonds and corporate entity commercial paper and securities, all with maturities of more than three months but less than one year at the date of purchase. Debt securities as of June 30, 2022 had an average remaining maturity of 0.5 years. The debt securities are reported at fair value with unrealized gains or losses recorded in accumulated other comprehensive income (loss) in the condensed consolidated balance sheet. Refer to "Note 13 - Fair Value Measurements", for information related to the fair value measurements and valuation methods utilized. The following table represents the Company’s available-for-sale investments by major security type as of June 30, 2022 and December 31, 2021 (in thousands): June 30, 2022 Amortized Gross Unrealized Gross Unrealized Losses Total Investments: Commercial paper $ 9,493 $ — $ — $ 9,493 Corporate securities 5,435 — (17) 5,418 Foreign government securities 1,312 — (10) 1,302 Total available-for-sale investments $ 16,240 $ — $ (27) $ 16,213 December 31, 2021 Amortized Gross Unrealized Gross Unrealized Losses Total Investments: Commercial paper $ 21,773 $ — $ — $ 21,773 Corporate securities 12,072 2 (7) 12,067 Foreign government securities 1,324 — (2) 1,322 Total available-for-sale investments $ 35,169 $ 2 $ (9) $ 35,162 The Company reviews available-for-sale investments for other-than-temporary impairment loss periodically. The Company considers factors such as the duration, severity of and reason for the decline in value, the potential recovery period and our intent to sell. For |
Net loss per common share
Net loss per common share | 6 Months Ended |
Jun. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net loss per common share | Net loss per common share Basic and diluted net loss per common share are determined by dividing net loss applicable to common stockholders by the weighted average common shares outstanding during the period. For all periods presented, the shares issuable upon conversion, exercise or vesting of Convertible Notes, warrants, stock option awards and RSUs have been excluded from the calculation because their effects would be anti-dilutive. Therefore, the weighted average common shares outstanding used to calculate both basic and diluted net loss per common share are the same. The following potentially dilutive securities were excluded from the computation of diluted weighted average common shares outstanding due to their anti-dilutive effect: As of June 30, 2022 2021 Shares to be issued upon conversion of Convertible Notes 15,416,667 15,416,667 Vested and unvested stock options 10,009,493 5,100,426 Restricted stock units 5,381,154 1,879,512 Warrants 8,362,270 94,012 Total anti-dilutive securities excluded from EPS computation 1 39,169,584 22,490,617 |
Basis of presentation and sum_2
Basis of presentation and summary of significant accounting policies and estimates (Policies) | 6 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
Revenue recognition | Revenue recognition The Company applies the guidance in ASC 606, Revenue Recognition , to all contracts with customers within the scope of the standard. The Company sells product primarily to wholesalers or a specialty pharmacy who subsequently resell to retail pharmacies or patients. The Company enters into arrangements with payors, group purchasing organizations, and healthcare providers that provide for government-mandated or privately-negotiated rebates, chargebacks and discounts related to the Company’s products. The Company currently sells Gvoke, Keveyis and Recorlev in the United States only and Ogluo (the brand name in the European Union and United Kingdom for the Company's ready-to-use liquid glucagon product) in the United Kingdom. Revenue is recognized when the Company's customer (e.g., a wholesaler or specialty pharmacy) obtains control of promised goods or services, which is when the Company's obligations under the terms of the contract with the customer are satisfied, based on the consideration the Company expects to receive in exchange for those goods or services. Revenues are recorded at the net product sales price, which includes estimated allowances for patient copay assistance programs, prompt payment discounts, payor rebates, chargebacks, service fees, and product returns, all of which are recorded at the time of sale to the pharmaceutical wholesaler or other customer. The Company applies significant judgments and estimates in determining some of these allowances. If actual results differ from its estimates, adjustments are made to these allowances in the period in which the actual results or updates to estimates become known. |
New Accounting Pronouncements, Policy [Policy Text Block] | New accounting pronouncements Adopted accounting standards In May 2021, the FASB issued ASU No. 2021-04, Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40) . This standard addresses issuers' accounting for certain modifications or exchanges of freestanding equity-classified written call options. This standard is effective for all entities, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company adopted this standard in first quarter 2022 and it did not have a material impact on the financial statements. Pending accounting standards In October 2020, the FASB issued ASU 2020-10, Codification Improvements, to make incremental improvements to GAAP and address stakeholder suggestions, including, among other things, clarifying that the requirement to provide comparative information in the financial statements extends to the corresponding disclosures section. This standard will be effective for the Company for annual periods beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. Early adoption of this standard is permitted. The Company does not currently expect the adoption of this new standard to have a material impact on the financial statements. In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity . This standard eliminates certain accounting models to simplify the accounting for convertible instruments, expands the disclosure requirements related to the terms and features of convertible instruments, and amends the guidance for the derivatives scope exception for contracts settled in an entity’s own equity. This standard enhances the consistency of earnings-per- share ("EPS") calculations by requiring that an entity use the if-converted method and that the effect of potential share settlement be included in diluted EPS calculations and disclosures. This standard is effective for the Company for fiscal years beginning after December 15, 2023. Early adoption is permitted but not earlier than periods beginning after December 15, 2020. The Company is currently evaluating the impact the adoption of this new standard will have on the financial statements and disclosures. In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting . This standard provides optional expedients for application of GAAP, if certain criteria are met, to contracts and other transactions that reference London Inter-bank Offered Rate ("LIBOR") or other reference rates that are expected to be discontinued because of reference rate reform. This standard is effective for all entities as of March 12, 2020 through December 31, 2022. The Company does not currently expect the adoption of this new standard to have a material impact on the financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes . This standard eliminates certain exceptions in the current guidance related to the approach for intra-period tax allocation and the methodology for calculating income taxes in an interim period and amends other aspects of the guidance to help clarify and simplify U.S. GAAP. This standard is effective for the Company for annual periods beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. Early adoption of this standard is permitted. The Company does not currently expect the adoption of this new standard to have a material impact on the financial statements. In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . This standard requires entities to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings and report credit losses using an expected losses model rather than the incurred losses model that was previously used and establishes additional disclosures related to credit risks. For available-for-sale debt securities with unrealized losses, the standard requires allowances to be recorded instead of reducing the amortized cost of the investment. This standard limits the amount of credit losses to be recognized for available-for-sale debt securities to the amount by which carrying value exceeds fair value and requires the reversal of previously recognized credit losses if fair value increases. This standard would have been effective for the Company for fiscal years beginning after December 15, 2020, and interim periods within fiscal years beginning after December 15, 2021. However, on November 15, 2019, the FASB delayed the effective date of FASB ASC Topic 326 for certain small public companies and other private companies. As amended, the effective date of ASC Topic 326 was delayed until fiscal years beginning after December 15, 2022 for SEC filers that are eligible to be smaller reporting companies under the SEC’s definition, as well as private companies and not-for-profit entities. The Company is currently evaluating the impact the adoption of this new standard will have on the financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The new standard requires lessees to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of their classification. Leases will be classified as either operating or finance leases under the new guidance. Operating leases will result in straight-line expense in the income statement, similar to current operating leases, and finance leases will result in more expense being recognized in the earlier years of the lease term, similar to current capital leases. This standard is effective for the Company for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. The FASB has extended the effective date of this standard for certain companies. As amended in ASU 2020-05, this standard will be effective for the Company for fiscal years beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. The Company is currently evaluating the impact the adoption of this new standard will have on the financial statements and related disclosures; however, since the Company is a lessee to certain leases for property whose terms exceed twelve months, it expects, once adopted, to report assets and liabilities related to these leases on the balance sheet. |
Disaggregated revenue (Tables)
Disaggregated revenue (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The disaggregated revenue by primary products is as follows: Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Product revenue (in thousands): Gvoke $ 11,479 $ 8,835 $ 23,932 $ 16,886 Keveyis 12,812 — 22,136 — Recorlev 969 — 1,102 — Product revenue, net 25,260 8,835 47,170 16,886 Royalty, contract and other revenue 46 71 209 215 Total revenue $ 25,306 $ 8,906 $ 47,379 $ 17,101 |
Business combination (Tables)
Business combination (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The acquisition-date fair value of the consideration transferred totaled $169.1 million, which consisted of the following: Fair value of consideration transferred (in thousands, except share number) Xeris Biopharma Holdings, Inc. common shares (58,082,606 shares) $ 137,655 Unexercised Strongbridge options assumed by Xeris Pharma and converted into options to purchase Company Shares 6,404 Strongbridge warrants 2,467 Contingent consideration (Contingent value rights) 22,531 Total consideration $ 169,057 The table below presents the estimated fair value that was allocated to Strongbridge’s assets and liabilities based upon fair values as determined by the Company (in thousands): Fair Value Cash and cash equivalents $ 38,469 Trade accounts receivable 4,344 Inventory 1,862 Prepaid expenses and other current assets 4,683 Property and equipment 161 IPR&D 121,000 Other intangible asset 11,000 Other assets 860 Total identifiable assets acquired 182,379 Accounts payable (279) Other accrued liabilities (13,703) Accrued trade discounts and rebates (4,844) Supply agreement liability (12,000) Deferred tax liabilities (4,942) Other liabilities (413) Total liabilities assumed (36,181) Net identifiable assets acquired 146,198 Goodwill 22,859 Net assets acquired $ 169,057 |
Business Acquisition, Pro Forma Information | The following table presents the pro forma operating results as if Strongbridge had been included in the Company's Condensed Consolidated Statements of Operations as of January 1, 2021 (unaudited, in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Revenue $ 25,306 $ 18,948 $ 47,379 $ 35,525 Net loss $ (26,185) $ (39,241) $ (59,899) $ (67,978) |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Inventory [Line Items] | |
Schedule of Inventory | The components of inventories consisted of the following (in thousands): June 30, 2022 December 31, 2021 Raw materials $ 5,743 $ 5,181 Work in process 5,938 7,442 Finished goods 6,206 5,495 Inventory $ 17,887 $ 18,118 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Property and Equipment [Abstract] | |
Property, Plant and Equipment | Property and equipment consisted of the following (in thousands): June 30, 2022 December 31, 2021 Lab equipment $ 3,946 $ 3,739 Furniture and fixtures 1,355 1,355 Computer equipment 358 307 Office equipment 8 28 Software 307 307 Leasehold improvements 5,004 5,026 Total property and equipment 10,978 10,762 Less: accumulated depreciation and amortization (4,808) (4,135) Property and equipment, net $ 6,170 $ 6,627 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Identified intangible assets consisted of the following (in thousands): June 30, 2022 Life (Years) Gross assets Accumulated amortization Net Definite-lived intangible asset - Keveyis 5 $ 11,000 $ (1,650) $ 9,350 Definite-lived intangible asset - Recorlev 14 121,000 (4,321) 116,679 Total intangible assets $ 132,000 $ (5,971) $ 126,029 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | As of June 30, 2022, expected amortization expense for intangible assets subject to amortization for the next five years is as follows (in thousands): 2022 remaining $ 5,422 2023 10,843 2024 10,843 2025 10,843 2026 10,293 Thereafter 77,785 Total $ 126,029 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Accrued Expenses [Abstract] | |
Other Accrued Liabilities | Other accrued liabilities consisted of the following (in thousands): June 30, 2022 December 31, 2021 Accrued employee costs $ 10,624 $ 19,638 Supply agreement - current portion 6,720 6,009 Accrued supply chain costs 831 595 Accrued marketing and selling costs 2,786 3,237 Accrued research and development costs 1,562 1,998 Accrued restructuring charges 4,780 6,715 Accrued interest expense 3,615 1,413 Accrued Strongbridge transaction costs — 1,839 Accrued other costs 6,027 7,644 Other accrued liabilities $ 36,945 $ 49,088 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Long-term Debt, Unclassified [Abstract] | |
Schedule of Long-term Debt Instruments | The components of debt are as follows (in thousands): June 30, 2022 December 31, 2021 Convertible Notes $ 47,175 $ 47,175 Loan facility 95,977 43,500 Less: unamortized debt issuance costs (5,084) (2,608) Long-term debt, net of unamortized debt issuance costs $ 138,068 $ 88,067 |
Schedule of Maturities of Long-term Debt | The following table sets forth the Company’s future minimum principal payments on the Convertible Note and the loan facility (in thousands): 2022 remaining $ — 2023 — 2024 — 2025 47,175 2026 — Thereafter 100,000 $ 147,175 |
Warrants (Tables)
Warrants (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Warrants [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights | As of June 30, 2022, the following warrants were outstanding: Warrants classified as liabilities: Outstanding Warrants Exercise Price per Warrant Expiration Date 2018 Term A Warrants 53,720 $11.169 February 2025 2018 Term B Warrants 40,292 $11.169 September 2025 94,012 Warrants classified as equities: Warrants in connection with CRG loan agreement 309,122 $9.410 July 2024 Warrants in connection with CRG loan amendment in January 2018 978,628 $12.760 January 2025 Warrants in connection with Avenue Capital loan agreement 209,633 $2.390 May 2025 Warrants in connection with Avenue Capital loan agreement 209,633 $2.390 December 2025 Warrants in connection with Horizon and Oxford loan agreement 125,999 $3.130 December 2026 Warrants in connection with Armistice securities purchase agreement 5,119,454 $3.223 February 2027 Warrants in connection with Hayfin loan agreement 1,315,789 $2.280 March 2029 8,268,258 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum lease payments under operating leases at June 30, 2022 are as follows (in thousands): 2022 remaining $ 998 2023 2,031 2024 1,982 2025 1,930 2026 1,982 Thereafter 11,741 Total minimum lease payments $ 20,664 |
Restructuring costs (Tables)
Restructuring costs (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | The following table summarizes the initial restructuring reserve in connection with the Strongbridge acquisition and the payments made during the six months ended June 30, 2022 (in thousands): Restructuring Costs Balance accrued at December 31, 2021 $ 6,713 Restructuring costs 1,412 Payments (2,529) Balance accrued at June 30, 2022 $ 5,596 |
Stock Compensation Plan (Tables
Stock Compensation Plan (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of stock options granted during the period was estimated with the following weighted average assumptions: Six Months Ended June 30, 2022 2021 Expected term (years) 5.5 6.0 Risk-free interest rate 3.01% 1.14% Expected volatility 80.18% 76.30% Expected dividends — — |
Share-based Compensation, Activity | Stock option activity under the 2011 Plan, 2018 Plan, Inducement Plan and Assumed Plans for the six months ended June 30, 2022 was as follows: Number of Options Weighted Average Exercise Price Weighted Average Contractual Life (Years) Outstanding - December 31, 2021 11,362,336 $ 5.86 5.62 Granted 175,000 2.10 Exercised (11,228) 0.69 Forfeited (52,301) 5.27 Expired (1,464,314) 8.64 Outstanding - June 30, 2022 10,009,493 $ 5.40 5.17 Exercisable - June 30, 2022 8,687,474 $ 5.49 4.77 Vested and expected to vest at June 30, 2022 10,009,493 $ 5.40 5.17 |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | The following table summarizes the reporting of total stock-based compensation expense resulting from stock options, RSUs and the ESPP (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2022 2021 2022 2021 Cost of goods sold $ — $ 31 $ — $ 47 Research and development 416 407 963 754 Selling, general and administrative 2,736 2,074 5,490 4,172 Total stock-based compensation expense $ 3,152 $ 2,512 $ 6,453 $ 4,973 |
Schedule of Nonvested Restricted Stock Units Activity | A summary of outstanding RSU awards and the activity for the six months ended June 30, 2022 was as follows: Number of Units Weighted Average Grant Date Fair Value Unvested balance - December 31, 2021 2,005,041 $ 5.15 Granted 4,190,850 2.79 Vested (605,878) 5.84 Forfeited (208,859) 2.84 Unvested balance - June 30, 2022 5,381,154 $ 3.32 |
Fair value measurements (Tables
Fair value measurements (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements, Recurring and Nonrecurring | The following tables present the Company’s fair value hierarchy for those assets and liabilities measured at fair value as of June 30, 2022 and December 31, 2021 (in thousands): Total as of June 30, 2022 Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash and money market funds $ 95,340 $ 95,340 $ — $ — Investments: Corporate securities 5,418 — 5,418 — Commercial paper 9,493 — 9,493 — Foreign government 1,302 — 1,302 — Total investments $ 16,213 $ — $ 16,213 $ — Liabilities Contingent value rights $ 30,218 $ — $ — $ 30,218 Warrant liabilities $ 32 $ — $ — $ 32 Total as of December 31, 2021 Level 1 Level 2 Level 3 Assets Cash and cash equivalents: Cash and money market funds $ 67,271 $ 67,271 $ — $ — Investments: U.S. government securities — — — — Corporate securities 12,067 — 12,067 — Commercial paper 21,773 — 21,773 — Foreign government 1,322 $ — 1,322 — Total investments $ 35,162 $ — $ 35,162 $ — Liabilities Contingent value rights $ 22,531 $ — $ — $ 22,531 Warrant liabilities $ 1,769 $ — $ — $ 1,769 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table presents the change in the CVR liabilities (in thousands): Balance at December 31, 2021 $ 22,531 Change in fair value of warrants 7,687 Balance at June 30, 2022 $ 30,218 Balance at December 31, 2021 $ 1,769 Change in fair value of warrants (1,737) Balance at June 30, 2022 $ 32 |
Short-term investments (Tables)
Short-term investments (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Investments, Debt and Equity Securities [Abstract] | |
Debt Securities, Available-for-sale | The following table represents the Company’s available-for-sale investments by major security type as of June 30, 2022 and December 31, 2021 (in thousands): June 30, 2022 Amortized Gross Unrealized Gross Unrealized Losses Total Investments: Commercial paper $ 9,493 $ — $ — $ 9,493 Corporate securities 5,435 — (17) 5,418 Foreign government securities 1,312 — (10) 1,302 Total available-for-sale investments $ 16,240 $ — $ (27) $ 16,213 December 31, 2021 Amortized Gross Unrealized Gross Unrealized Losses Total Investments: Commercial paper $ 21,773 $ — $ — $ 21,773 Corporate securities 12,072 2 (7) 12,067 Foreign government securities 1,324 — (2) 1,322 Total available-for-sale investments $ 35,169 $ 2 $ (9) $ 35,162 |
Net loss per common share (Tabl
Net loss per common share (Tables) | 6 Months Ended |
Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following potentially dilutive securities were excluded from the computation of diluted weighted average common shares outstanding due to their anti-dilutive effect: As of June 30, 2022 2021 Shares to be issued upon conversion of Convertible Notes 15,416,667 15,416,667 Vested and unvested stock options 10,009,493 5,100,426 Restricted stock units 5,381,154 1,879,512 Warrants 8,362,270 94,012 Total anti-dilutive securities excluded from EPS computation 1 39,169,584 22,490,617 |
Organization and Nature of th_2
Organization and Nature of the Business Narrative (Details) $ / shares in Units, $ in Thousands | Jun. 30, 2022 USD ($) commerciallyAvailableProduct $ / shares | Dec. 31, 2021 USD ($) | Oct. 06, 2021 $ / shares |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number Of Commercially Available Products | commerciallyAvailableProduct | 3 | ||
Par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |
Accumulated deficit | $ 520,009 | $ 460,110 | |
Debt Instrument, Face Amount | $ 147,175 |
Basis of presentation and sum_3
Basis of presentation and summary of significant accounting policies and estimates - Narrative (Details) - Customer Concentration Risk - Four Customers | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2021 | |
Revenue Benchmark | Product revenue, net | |||||
Concentration Risk [Line Items] | |||||
Concentration Risk, Percentage | 98% | 94% | 96% | 94% | |
Accounts Receivable | |||||
Concentration Risk [Line Items] | |||||
Concentration Risk, Percentage | 99% | 99% |
Revenue from Contract with Cust
Revenue from Contract with Customer (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 25,306 | $ 8,906 | $ 47,379 | $ 17,101 |
Product revenue, net | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 25,260 | 8,835 | 47,170 | 16,886 |
Gvoke | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 11,479 | 8,835 | 23,932 | 16,886 |
Keveyis | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 12,812 | 0 | 22,136 | 0 |
Recorlev | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | 969 | 0 | 1,102 | 0 |
Royalty, contract and other revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Net sales | $ 46 | $ 71 | $ 209 | $ 215 |
Business combination (Details)
Business combination (Details) $ / shares in Units, contingentValueRight in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Oct. 05, 2021 USD ($) conversionRate contingentValueRight $ / shares shares | Jun. 30, 2022 USD ($) $ / shares | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) $ / shares | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) $ / shares | Dec. 31, 2021 USD ($) | Oct. 06, 2021 $ / shares | |
Business Acquisition [Line Items] | ||||||||
Par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Goodwill | $ 22,859,000 | $ 22,859,000 | $ 22,859,000 | $ 22,859,000 | ||||
Depreciation Depletion and Amortization, not including asset impairments | 400,000 | $ 400,000 | 700,000 | $ 700,000 | ||||
Warrants | ||||||||
Business Acquisition [Line Items] | ||||||||
Class Of Warrant Or Right, Multiplier Period | 20 days | |||||||
Strongbridge | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Shares Conversion Rate | conversionRate | 0.7840 | |||||||
Contingent Value Right Maximum Value Per Right | $ / shares | $ 1 | |||||||
Business Combination, Contingent Consideration, Payable Per Contingent Value Right | $ 1 | |||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | shares | 58,082,606 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents | $ 38,469,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | 4,344,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory | 1,862,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | 4,683,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 161,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Indefinite-Lived Intangible Assets | 121,000,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 11,000,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 860,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets | 182,379,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | (279,000) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Accrued Liabilities, Other | (13,703,000) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Accrued Trade Discounts And Rebates | (4,844,000) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Supply Agreement | (12,000,000) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | (4,942,000) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | (413,000) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (36,181,000) | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 146,198,000 | |||||||
Goodwill | 22,859,000 | |||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 169,057,000 | |||||||
Business Combination, Consideration Transferred | 169,057,000 | |||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 137,655,000 | |||||||
Business Combination, Consideration Transferred, Value Of Options Assumed | 6,404,000 | |||||||
Business Combination, Consideration Transferred, Value Of Warrants Assumed | 2,467,000 | |||||||
Business Combination, Consideration Transferred, Other | $ 22,531,000 | |||||||
Business Combination, Contingent Consideration, Number Of Contingent Value Rights | contingentValueRight | 74.1 | |||||||
Business Combination, Contingent Consideration, Number Of Additional Contingent Value Rights To Be Issued | contingentValueRight | 10.5 | |||||||
Business Acquisition, Pro Forma Revenue | 25,306,000 | 18,948,000 | 47,379,000 | 35,525,000 | ||||
Business Acquisition, Pro Forma Net Income (Loss) | $ (26,185,000) | $ (39,241,000) | $ (59,899,000) | $ (67,978,000) | ||||
Expected volatility | 89.63% | |||||||
Strongbridge | Commercial Product Kaveyis | ||||||||
Business Acquisition [Line Items] | ||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | |||||||
Strongbridge | Xeris | ||||||||
Business Acquisition [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Weighted Average Volatility Rate Per Entity | 60% | |||||||
Strongbridge | Stonebridge | ||||||||
Business Acquisition [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Weighted Average Volatility Rate Per Entity | 40% | |||||||
Strongbridge | Achievement In Net Sales Of Keveyis In 2023 | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Contingent Consideration, Payable Per Contingent Value Right | $ 0.25 | |||||||
Business Combination, Contingent Consideration, Net Sales Threshold | 40,000,000 | |||||||
Strongbridge | Achievement In Net Sales Of Recorlev In 2023 | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Contingent Consideration, Payable Per Contingent Value Right | 0.25 | |||||||
Business Combination, Contingent Consideration, Net Sales Threshold | 40,000,000 | |||||||
Strongbridge | Achievement In Net Sales Of Recorlev In 2024 | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Contingent Consideration, Payable Per Contingent Value Right | 0.50 | |||||||
Business Combination, Contingent Consideration, Net Sales Threshold | $ 80,000,000 | |||||||
Strongbridge | Selling, General and Administrative Expenses [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Business Combination, Transaction Costs | $ 8,600,000 | |||||||
Strongbridge | Warrants | ||||||||
Business Acquisition [Line Items] | ||||||||
Class Of Warrant Or Right, Multiplier Period | 20 days | |||||||
Exercise Price Per Warrant | $ / shares | $ 2.50 | |||||||
Class Of Warrant Or Right, Threshold Trading Days | 3 days | |||||||
Strongbridge | Warrants | Measurement Input, Price Volatility | ||||||||
Business Acquisition [Line Items] | ||||||||
Warrants and Rights Outstanding, Measurement Input | 0.50 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Inventory Valuation Reserves | $ 1,100 | $ 1,000 |
Inventory Components of Invento
Inventory Components of Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Inventory [Line Items] | ||
Raw materials | $ 5,743 | $ 5,181 |
Work in process | 5,938 | 7,442 |
Finished goods | 6,206 | 5,495 |
Inventory | $ 17,887 | $ 18,118 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 10,978 | $ 10,762 |
Less: accumulated depreciation and amortization | (4,808) | (4,135) |
Property and equipment, net | 6,170 | 6,627 |
Lab equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,946 | 3,739 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,355 | 1,355 |
Computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 358 | 307 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 8 | 28 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 307 | 307 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 5,004 | $ 5,026 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation Depletion and Amortization, not including asset impairments | $ 400 | $ 400 | $ 700 | $ 700 |
Intangible Assets (Details)
Intangible Assets (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2022 USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Gross assets | $ 132,000 |
Accumulated amortization | (5,971) |
Net | $ 126,029 |
Developed Technology Rights | |
Finite-Lived Intangible Assets [Line Items] | |
Life (Years) | 5 years |
Gross assets | $ 11,000 |
Accumulated amortization | (1,650) |
Net | $ 9,350 |
In Process Research and Development | |
Finite-Lived Intangible Assets [Line Items] | |
Life (Years) | 14 years |
Gross assets | $ 121,000 |
Accumulated amortization | (4,321) |
Net | $ 116,679 |
Intangible Assets - Expected Am
Intangible Assets - Expected Amortization (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2023 | $ 5,422 |
2024 | 10,843 |
2025 | 10,843 |
2026 | 10,843 |
Finite-Lived Intangible Asset, Expected Amortization, Year Five | 10,293 |
Thereafter | 77,785 |
Net | $ 126,029 |
Other Accrued Liabilities (Deta
Other Accrued Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Dec. 31, 2021 |
Accrued Expenses [Abstract] | ||
Accrued employee costs | $ 10,624 | $ 19,638 |
Supply agreement - current portion | 6,720 | 6,009 |
Accrued supply chain costs | 831 | 595 |
Accrued marketing and selling costs | 2,786 | 3,237 |
Accrued research and development costs | 1,562 | 1,998 |
Accrued restructuring charges | 4,780 | 6,715 |
Accrued interest expense | 3,615 | 1,413 |
Accrued Strongbridge transaction costs | 0 | 1,839 |
Accrued other costs | 6,027 | 7,644 |
Other accrued liabilities | $ 36,945 | $ 49,088 |
Long-Term Debt - Future Princip
Long-Term Debt - Future Principal Payments (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Debt Disclosure [Abstract] | |
2022 | $ 0 |
2023 | 0 |
2024 | 0 |
2025 | 47,175 |
2026 | 0 |
Thereafter | 100,000 |
Debt Instrument, Face Amount | $ 147,175 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||
Mar. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Jul. 07, 2020 | Sep. 30, 2019 | |
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 147,175,000 | $ 147,175,000 | |||||||||
Interest expense | (3,448,000) | $ (1,795,000) | (6,969,000) | $ (3,586,000) | |||||||
Long-term Debt | 138,068,000 | 138,068,000 | $ 88,067,000 | ||||||||
Unamortized Debt Issuance Expense | (5,084,000) | (5,084,000) | (2,608,000) | ||||||||
Convertible notes purchased, due to exercise of underwriter option | $ 11,300,000 | ||||||||||
Principal amount of convertible notes converted | $ 8,400,000 | ||||||||||
Issuance of common stock upon conversion of convertible notes, shares | 2,736,591 | ||||||||||
Principal amount of convertible notes converted privately | $ 30,700,000 | ||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities privately exchanged | 10,435,200 | ||||||||||
Loss on the convertible note exchange transactions | $ 2,600,000 | ||||||||||
Letters of Credit Outstanding, Amount | 1,700,000 | 1,700,000 | |||||||||
Loss on extinguishment of debt | 1,200,000 | 1,223,000 | 0 | ||||||||
Debt Instrument, Maximum Amount Per Drawing | $ 10,000,000 | ||||||||||
Payments for loss on extinguishment of debt | 737,000 | 0 | |||||||||
Payments of debt issuance costs | 4,657,000 | 0 | |||||||||
Amortization of debt issuance costs | 500,000 | 673,000 | 492,000 | ||||||||
Amended Loan and Security Agreement [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 85,000,000 | ||||||||||
Term A Loan [Member] | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 60,000,000 | ||||||||||
Repayments of Notes Payable | $ 20,000,000 | ||||||||||
Senior Loans | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Face Amount | 47,175,000 | 47,175,000 | 47,175,000 | ||||||||
Convertible Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 95,977,000 | $ 95,977,000 | $ 43,500,000 | 86,300,000 | |||||||
Debt Issuance Costs, Gross | $ 5,100,000 | ||||||||||
Cash interest per annum on convertible notes | 5% | 5% | 5% | ||||||||
Initial conversion rate for Convertible Notes | 326.7974 | 326.7974 | |||||||||
Per principal amount of Convertible Notes | $ 1,000 | $ 1,000 | |||||||||
Debt Instrument, Convertible, Conversion Price | $ 3.06 | $ 3.06 | |||||||||
Maximum conversion rate of Convertible Notes | 367.6470 | ||||||||||
PPP Loan | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Repayments of Notes Payable | $ 4,200,000 | ||||||||||
Debt | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Amortization of debt issuance costs | $ 200,000 | $ 700,000 | $ 500,000 | ||||||||
Secured Debt | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Face Amount | 100,000,000 | ||||||||||
Hayfin Loan | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 43,500,000 | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.26161% | ||||||||||
Debt Instrument, Replacement Rate | 1% | ||||||||||
Payments of debt issuance costs | $ 3,500,000 | ||||||||||
Debt Instrument, Interest Rate During Period | 9% | ||||||||||
Debt Instrument, Interest Rate, Replacement Rate | 8% | ||||||||||
Debt Instrument, Covenant, Prepayment Fee One, Percentage | 5% | ||||||||||
Debt Instrument, Covenant, Prepayment Fee Two, Percentage | 3% | ||||||||||
Debt Instrument, Covenant, Prepayment Fee Three, Percentage | 0% | ||||||||||
Debt Instrument, Payment Of Fees | $ 2,100,000 | ||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 12.10% | 12.10% | |||||||||
Debt Instrument, Covenant, Maximum Cash On Hand | $ 15,000,000 | $ 15,000,000 | |||||||||
Hayfin Loan | Prime Rate | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2% | ||||||||||
Delayed Draw Term Loan | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 50,000,000 | $ 50,000,000 | $ 50,000,000 |
Stockholders' equity (Details)
Stockholders' equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jan. 03, 2022 | Dec. 31, 2020 | Dec. 31, 2020 | Jun. 30, 2022 | Dec. 31, 2021 | Oct. 06, 2021 | |
Class of Stock [Line Items] | ||||||
Common Stock, Shares Authorized | 350,000,000 | 350,000,000 | ||||
Par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Preferred Stock, Shares Authorized | 25,000,000 | 25,000,000 | ||||
Preferred Stock, Par Value Per Share | $ 0.0001 | |||||
Common Shares, Shares, Issued | 135,920,743 | 124,873,316 | ||||
Principal amount of convertible notes converted | $ 8,400 | |||||
Issuance of common stock upon conversion of convertible notes, shares | 2,736,591 | |||||
Principal amount of convertible notes converted privately | $ 30,700 | |||||
Stock Issued During Period, Shares, Conversion of Convertible Securities privately exchanged | 10,435,200 | |||||
Warrants In Connection With Armistice Securities Purchase Agreement | ||||||
Class of Stock [Line Items] | ||||||
Warrants and Rights Outstanding, Term | 5 years | |||||
Private Placement | ||||||
Class of Stock [Line Items] | ||||||
Proceeds from sale of stock | $ 30,000 | |||||
Private Placement | Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Par value (in dollars per share) | $ 0.0001 | |||||
Stock issued (in shares) | 10,238,908 | |||||
Price per share of stock issued (in dollars per share) | $ 2.93 | |||||
Private Placement | Warrants | ||||||
Class of Stock [Line Items] | ||||||
Stock issued (in shares) | 5,119,454 | |||||
Price per share of stock issued (in dollars per share) | $ 3.223 |
Warrants Narrative (Details)
Warrants Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Class of Warrant or Right [Line Items] | ||||
Outstanding warrants | 94,012 | 94,012 | ||
Change in fair value of warrants | $ (516) | $ 10 | $ (1,737) | $ (10) |
Term A Warrants [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Outstanding warrants | 53,720 | 53,720 | ||
Exercise Price Per Warrant | $ 11.169 | $ 11.169 | ||
Change in fair value of warrants | $ 23 | 5 | $ 35 | 6 |
Term B Warrants [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Outstanding warrants | 40,292 | 40,292 | ||
Exercise Price Per Warrant | $ 11.169 | $ 11.169 | ||
Change in fair value of warrants | $ 18 | $ 5 | $ 26 | $ 4 |
Assumed Strongbridge Private Placement Warrants | ||||
Class of Warrant or Right [Line Items] | ||||
Change in fair value of warrants | $ 500 | $ 1,700 | ||
Warrants In Connection With Armistice Securities Purchase Agreement | ||||
Class of Warrant or Right [Line Items] | ||||
Outstanding warrants | 5,119,454 | 5,119,454 | ||
Exercise Price Per Warrant | $ 3.223 | $ 3.223 | ||
Warrants and Rights Outstanding, Term | 5 years | 5 years |
Warrants Schedule of Stockholde
Warrants Schedule of Stockholders' Equity Note, Warrants or Rights (Details) | Jun. 30, 2022 $ / shares shares |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 94,012 |
Term A Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 53,720 |
Exercise Price Per Warrant | $ / shares | $ 11.169 |
Term B Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 40,292 |
Exercise Price Per Warrant | $ / shares | $ 11.169 |
Warrants In Connection With Horizon and Oxford Loan Agreement | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 125,999 |
Exercise Price Per Warrant | $ / shares | $ 3.130 |
Warrants In Connection With CRG Loan Agreement | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 309,122 |
Exercise Price Per Warrant | $ / shares | $ 9.410 |
Warrants In Connection With CRG Loan Amendment Dated January 2028 | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 978,628 |
Exercise Price Per Warrant | $ / shares | $ 12.760 |
Warrants In Connection With Avenue Capital Loan Agreement Due May 2025 | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 209,633 |
Exercise Price Per Warrant | $ / shares | $ 2.390 |
Warrants In Connection With Avenue Capital Loan Agreement Due December 2025 | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 209,633 |
Exercise Price Per Warrant | $ / shares | $ 2.390 |
Warrants In Connection With Armistice Securities Purchase Agreement | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 5,119,454 |
Exercise Price Per Warrant | $ / shares | $ 3.223 |
Warrants In Connection With Hayfin Loan Agreement Due March 2029 | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 1,315,789 |
Exercise Price Per Warrant | $ / shares | $ 2.28 |
Total Warrants Assumed | |
Class of Warrant or Right [Line Items] | |
Outstanding warrants | 8,268,258 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ / shares in Units, $ in Thousands, contingentValueRight in Millions | 3 Months Ended | 6 Months Ended | 72 Months Ended | |||
Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Mar. 31, 2023 USD ($) | Oct. 05, 2021 contingentValueRight $ / shares | |
Commitments and Contingencies Disclosure [Abstract] | ||||||
Remaining future minimum lease payments, 2021 | $ 998 | $ 998 | ||||
Remaining future minimum lease payments, 2022 | 2,031 | 2,031 | ||||
Remaining future minimum lease payments, 2023 | 1,982 | 1,982 | ||||
Remaining future minimum lease payments, 2024 | 1,930 | 1,930 | ||||
Remaining future minimum lease payments, 2025 | 1,982 | 1,982 | ||||
Remaining future minimum lease payments, thereafter | 11,741 | 11,741 | ||||
Total minimum lease payments | 20,664 | 20,664 | ||||
Rent Expense, operating leases | 700 | $ 600 | 1,400 | $ 1,200 | ||
Letters of Credit Outstanding, Amount | 1,700 | 1,700 | ||||
Strongbridge | ||||||
Other Commitments [Line Items] | ||||||
Business Combination, Contingent Consideration, Number Of Additional Contingent Value Rights To Be Issued | contingentValueRight | 10.5 | |||||
Contingent Value Right Maximum Value Per Right | $ / shares | $ 1 | |||||
Business Combination, Contingent Consideration, Number Of Contingent Value Rights | contingentValueRight | 74.1 | |||||
Purchase Commitment | ||||||
Other Commitments [Line Items] | ||||||
Purchase Commitment, Remaining Minimum Amount Committed | $ 8,000 | $ 8,000 | ||||
Purchase Commitment | Forecast | ||||||
Other Commitments [Line Items] | ||||||
Long-term Purchase Commitment, Amount | $ 29,100 |
Restructuring costs (Details)
Restructuring costs (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Restructuring Cost and Reserve [Line Items] | ||
Accrued restructuring charges | $ 4,780 | $ 6,715 |
2021 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and Related Cost, Expected Cost | 11,100 | |
Employee Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring costs | 1,412 | |
Payments | 2,529 | |
Accrued restructuring charges | 5,596 | $ 6,713 |
Employee Severance | 2021 Restructuring Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring and Related Cost, Incurred Cost | $ 1,400 |
Stock Compensation Plan Narrati
Stock Compensation Plan Narrative (Details) - USD ($) | 6 Months Ended | ||||||
Dec. 10, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Oct. 05, 2021 | Mar. 31, 2019 | Jun. 30, 2018 | Dec. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 1,822,000 | 4,714,982 | |||||
Least amount of annual increase of shares available for issuance | 386,000 | ||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period upon Option Exchange, Weighted Average Exercise Price | $ 4.09 | ||||||
Share-based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period upon Option Exchange | 832,907 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Cancelled upon Option exchange | 1,127,906 | ||||||
Share-based Payment Arrangement, Option [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 3,700,000 | ||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 4 months 24 days | ||||||
Share-based Payment Arrangement, Option [Member] | Minimum [Member] | Share-based Payment Arrangement, Tranche One | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 2 years | ||||||
Share-based Payment Arrangement, Option [Member] | Minimum [Member] | Share-based Payment Arrangement, Tranche Two | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||||||
Share-based Payment Arrangement, Option [Member] | Minimum [Member] | Share-based Payment Arrangement, Tranche Three | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | ||||||
Exchange Offer | Minimum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 7 years | ||||||
Exchange Offer | Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||||
Stonebridge Rollover Option | Stonebridge | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Payment Arrangement, Option, Exercise Price Range, Exercisable, Weighted Average Exercise Price | $ 4.50 | ||||||
Restricted stock units | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 14,400,000 | ||||||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years 3 months 18 days | ||||||
Restricted stock units | Minimum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | ||||||
Restricted stock units | Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | ||||||
2018 Stock Option and Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Percentage shares available for issuance automatically increase annually | 4% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 4,994,933 | 2,384,448 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,115,603 | ||||||
Employee Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 193,000 | ||||||
Maximum employee payroll deduction percentage | 15% | ||||||
Common stock value, tax limit on employee stock purchase plan | $ 25,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 85% | ||||||
Percentage shares available for issuance automatically increase annually | 1% | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 386,000 | 386,000 | |||||
Issuance of common stock through employee stock purchase plan (in shares) | 389,987 | ||||||
Share price (in usd per share) | $ 1.54 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 473,740 | ||||||
Equity Inducement Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 750,000 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 241,885 | ||||||
Assumed Plans | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,600,000 |
Stock Compensation Plan Share-b
Stock Compensation Plan Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Method Used (Details) - Restricted stock units | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term | 5 years 6 months | 6 years |
Risk-free interest rate | 3.01% | 1.14% |
Expected volatility | 80.18% | 76.30% |
Expected dividends | 0% | 0% |
Stock Compensation Plan Employe
Stock Compensation Plan Employee Stock Award Activity (Details) - $ / shares | 6 Months Ended | 12 Months Ended | |
Dec. 10, 2020 | Jun. 30, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 10,009,493 | 11,362,336 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 5.40 | $ 5.86 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 5 years 2 months 1 day | 5 years 7 months 13 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 175,000 | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 2.10 | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period upon Option Exchange, Weighted Average Exercise Price | $ 4.09 | ||
Share-based Compensation Arrangement by Share-Based Payment Award, Shares Issued in Period upon Option Exchange | 832,907 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Cancelled upon Option exchange | 1,127,906 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (11,228) | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $ 0.69 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested Options Forfeited, Number of Shares | (52,301) | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 5.27 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Expirations in Period | (1,464,314) | ||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Expirations in Period, Weighted Average Exercise Price | $ 8.64 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 8,687,474 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 5.49 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Number | 10,009,493 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Exercise Price | $ 5.40 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 4 years 9 months 7 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 5 years 2 months 1 day | ||
Share-based Payment Arrangement, Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 1.43 |
Stock Compensation Plan Stock-B
Stock Compensation Plan Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 3,152 | $ 2,512 | $ 6,453 | $ 4,973 |
Research and development expense | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 416 | 407 | 963 | 754 |
Selling, General and Administrative Expenses [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | 2,736 | 2,074 | 5,490 | 4,172 |
Cost of Sales | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Stock-based compensation expense | $ 0 | $ 31 | $ 0 | $ 47 |
Stock Compensation Plan Restric
Stock Compensation Plan Restricted stock units, activity (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 10,009,493 | 11,362,336 |
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 175,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 3.32 | $ 5.15 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | 2.79 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 5.84 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | $ 2.84 | |
Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 14.4 | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years 3 months 18 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 5,381,154 | 2,005,041 |
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 4,190,850 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (605,878) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period | (208,859) |
Fair value measurements - Fair
Fair value measurements - Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | Dec. 31, 2021 USD ($) | Oct. 05, 2021 conversionRate | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash and money market funds | $ 95,340 | $ 95,340 | $ 67,271 | |||
Investments | 16,213 | 16,213 | 35,162 | |||
Contingent value rights | 30,218 | 30,218 | 22,531 | |||
Other current liabilities | 32 | 32 | 1,769 | |||
Change in fair value of warrants | (516) | $ 10 | (1,737) | $ (10) | ||
Contingent Consideration Classified as Equity, Gain (Loss) | 7,700 | |||||
Stonebridge | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Business Combination, Shares Conversion Rate | conversionRate | 0.7840 | |||||
Fair Value, Inputs, Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash and money market funds | 95,340 | 95,340 | 67,271 | |||
Investments | 0 | 0 | 0 | |||
Contingent value rights | 0 | 0 | 0 | |||
Other current liabilities | 0 | 0 | 0 | |||
Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash and money market funds | 0 | 0 | 0 | |||
Investments | 16,213 | 16,213 | 35,162 | |||
Contingent value rights | 0 | 0 | 0 | |||
Other current liabilities | 0 | 0 | 0 | |||
Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Cash and money market funds | 0 | 0 | 0 | |||
Investments | 0 | 0 | 0 | |||
Contingent value rights | 30,218 | 30,218 | 22,531 | |||
Other current liabilities | 32 | 32 | 1,769 | |||
Change in fair value of warrants | (1,737) | |||||
Fair Value, Inputs, Level 3 [Member] | CVR Liabilities | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Other current liabilities | 30,218 | 30,218 | 22,531 | |||
Change in fair value of warrants | 7,687 | |||||
U.S. government securities | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | |||||
U.S. government securities | Fair Value, Inputs, Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | |||||
U.S. government securities | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | |||||
U.S. government securities | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | |||||
Corporate securities | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 5,418 | 5,418 | 12,067 | |||
Corporate securities | Fair Value, Inputs, Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | 0 | 0 | |||
Corporate securities | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 5,418 | 5,418 | 12,067 | |||
Corporate securities | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | 0 | 0 | |||
Commercial paper | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 9,493 | 9,493 | 21,773 | |||
Commercial paper | Fair Value, Inputs, Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | 0 | 0 | |||
Commercial paper | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 9,493 | 9,493 | 21,773 | |||
Commercial paper | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | 0 | 0 | |||
Foreign Government Investments | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 1,302 | 1,302 | 1,322 | |||
Foreign Government Investments | Fair Value, Inputs, Level 1 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 0 | 0 | 0 | |||
Foreign Government Investments | Fair Value, Inputs, Level 2 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | 1,302 | 1,302 | 1,322 | |||
Foreign Government Investments | Fair Value, Inputs, Level 3 [Member] | ||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
Investments | $ 0 | $ 0 | $ 0 |
Short-term investments (Details
Short-term investments (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2022 | Dec. 31, 2021 | |
Debt Securities, Available-for-sale [Line Items] | ||
Available For Sale Securities Maturities Period | 6 months | |
Amortized Cost | $ 16,240 | $ 35,169 |
Gross Unrealized Gains | 0 | 2 |
Gross Unrealized Losses | (27) | (9) |
Total Fair Value | 16,213 | 35,162 |
Commercial paper | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 9,493 | 21,773 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Total Fair Value | 9,493 | 21,773 |
Corporate securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 5,435 | 12,072 |
Gross Unrealized Gains | 0 | 2 |
Gross Unrealized Losses | (17) | (7) |
Total Fair Value | 5,418 | 12,067 |
U.S. government securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 1,324 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (2) | |
Total Fair Value | $ 1,322 | |
Foreign government securities | ||
Debt Securities, Available-for-sale [Line Items] | ||
Amortized Cost | 1,312 | |
Gross Unrealized Gains | 0 | |
Gross Unrealized Losses | (10) | |
Total Fair Value | $ 1,302 |
Net loss per common share - Ant
Net loss per common share - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 6 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 39,169,584 | 22,490,617 |
Shares to be issued upon conversion of Convertible Notes | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 15,416,667 | 15,416,667 |
Vested and unvested stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 10,009,493 | 5,100,426 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 5,381,154 | 1,879,512 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 8,362,270 | 94,012 |