Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 11, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-00100 | |
Entity Registrant Name | THERAPEUTICSMD, INC. | |
Entity Central Index Key | 0000025743 | |
Entity Tax Identification Number | 87-0233535 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 951 Yamato Road | |
Entity Address, Address Line Two | Suite 220 | |
Entity Address, City or Town | Boca Raton | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33431 | |
City Area Code | 561 | |
Local Phone Number | 961-1900 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | TXMD | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 9,467,104 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash | $ 27,080 | $ 65,122 |
Restricted cash | 11,250 | |
Accounts receivable, net of allowance for credit losses of $1,621 and $1,334 as of September 30, 2022 and December 31, 2021, respectively | 32,157 | 36,176 |
Inventory | 6,701 | 7,622 |
Prepaid and other current assets | 10,290 | 10,548 |
Total current assets | 87,478 | 119,468 |
Fixed assets, net | 551 | 1,199 |
License rights and other intangible assets, net | 37,876 | 40,318 |
Right of use assets | 7,749 | 8,234 |
Other non-current assets | 253 | 253 |
Total assets | 133,907 | 169,472 |
Current liabilities: | ||
Debt, net | 93,602 | 188,269 |
Lender Warrants derivative liability | 2,058 | |
Make-whole payment derivative liability | 1,751 | |
Mandatory Redeemable Preferred Stock | 19,709 | |
Accounts payable | 13,383 | 20,318 |
Accrued expenses and other current liabilities | 43,568 | 44,304 |
Total current liabilities | 174,071 | 252,891 |
Operating lease liabilities | 7,553 | 8,063 |
Other non-current liabilities | 554 | 2,139 |
Total liabilities | 182,178 | 263,093 |
Commitments and contingencies (Note 9) | ||
Stockholders' deficit: | ||
Preferred stock, par value $0.001; 10,000 shares authorized, 22 issued and included in liabilities due to their redemption provisions | ||
Common stock, par value $0.001; 12,000 shares authorized, 9,467 and 8,598 (adjusted for the 50-for-1 reverse stock split) shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | 9 | 9 |
Additional paid-in capital | 968,785 | 957,730 |
Accumulated deficit | (1,017,065) | (1,051,360) |
Total stockholders' deficit | (48,271) | (93,621) |
Total liabilities and stockholders' deficit | $ 133,907 | $ 169,472 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | |
Statement Of Financial Position [Abstract] | ||
Accounts Receivable, Allowance for Credit Loss | $ | $ 1,621 | $ 1,334 |
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 22,000 | 22,000 |
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 12,000,000 | 12,000,000 |
Common Stock, Shares, Issued | 9,467,000 | 8,598,000 |
Common Stock, Shares, Outstanding | 9,467,000 | 8,598,000 |
Reverse stock split, conversion ratio | 0.02 | |
Reverse stock split, description | 50-for-1 reverse stock split |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Total revenue, net | $ 20,917,000 | $ 25,406,000 | $ 68,811,000 | $ 68,273,000 |
Cost of goods sold | 3,788,000 | 5,282,000 | 13,388,000 | 14,101,000 |
Total gross profit | 17,129,000 | 20,124,000 | 55,423,000 | 54,172,000 |
Operating expenses: | ||||
Selling and marketing | 19,129,000 | 30,005,000 | 61,703,000 | 86,193,000 |
General and administrative | 17,635,000 | 28,435,000 | 55,445,000 | 66,691,000 |
Research and development | 1,112,000 | 1,605,000 | 4,092,000 | 5,666,000 |
Total operating expenses | 37,876,000 | 60,045,000 | 121,240,000 | 158,550,000 |
Loss from operations | (20,747,000) | (39,921,000) | (65,817,000) | (104,378,000) |
Other (expense) income: | ||||
Gain on sale of business | 143,384,000 | |||
Expense for accretion of Mandatory Redeemable Preferred Stock | (3,457,000) | (3,457,000) | ||
Fair value loss on Lender Warrants derivative liability | (76,000) | (76,000) | ||
Loss on extinguishment of debt | (8,380,000) | |||
Interest expense and other financing costs | (4,833,000) | (7,518,000) | (30,941,000) | (25,341,000) |
Other (expense) income, net | (112,000) | 19,000 | (128,000) | 264,000 |
Total other (expense) income, net | (8,478,000) | (7,499,000) | 100,402,000 | (25,077,000) |
(Loss) income before income taxes | (29,225,000) | (47,420,000) | 34,585,000 | (129,455,000) |
(Benefit) provision for income taxes | (260,000) | 0 | 290,000 | 0 |
Net (loss) income | $ (28,965,000) | $ (47,420,000) | $ 34,295,000 | $ (129,455,000) |
(Loss) earnings per common share, basic | $ (3.13) | $ (5.62) | $ 3.86 | $ (16.68) |
Weighted average common shares, basic | 9,261 | 8,444 | 8,877 | 7,762 |
(Loss) earnings per common share, diluted | $ (3.13) | $ (5.62) | $ 3.73 | $ (16.68) |
Weighted average common shares, diluted | 9,261 | 8,444 | 9,205 | 7,762 |
Comprehensive (loss) income: | ||||
Net (loss) income | $ (28,965,000) | $ (47,420,000) | $ 34,295,000 | $ (129,455,000) |
Comprehensive (loss) income | (28,965,000) | (47,420,000) | 34,295,000 | (129,455,000) |
Product [Member] | ||||
Total revenue, net | $ 20,917,000 | 24,456,000 | 68,327,000 | 67,039,000 |
License and Service [Member] | ||||
Total revenue, net | $ 950,000 | $ 484,000 | $ 1,234,000 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Beginning balance, value at Dec. 31, 2020 | $ (124,001) | $ 6 | $ 754,938 | $ (878,945) |
Beginning balance, shares at Dec. 31, 2020 | 5,996,000 | |||
Sale of common stock, net of costs | 150,899 | $ 2 | 150,897 | |
Shares issued for sale of common stock, net of cost, shares | 1,857,000 | |||
Exercise of warrants, net of cashless exercises | 50 | 50 | ||
Shares issued for exercise of warrants and options, net of cashless exercises (in shares) | 10,000 | |||
Vested restricted stock units | 1,000 | |||
Share-based compensation | 2,957 | 2,957 | ||
Net income (loss) | (39,383) | (39,383) | ||
Ending balance, value at Mar. 31, 2021 | (9,478) | $ 8 | 908,842 | (918,328) |
Ending balance, shares at Mar. 31, 2021 | 7,864,000 | |||
Beginning balance, value at Dec. 31, 2020 | (124,001) | $ 6 | 754,938 | (878,945) |
Beginning balance, shares at Dec. 31, 2020 | 5,996,000 | |||
Net income (loss) | (129,455) | |||
Ending balance, value at Sep. 30, 2021 | (57,360) | $ 9 | 951,031 | (1,008,400) |
Ending balance, shares at Sep. 30, 2021 | 8,498,000 | |||
Beginning balance, value at Mar. 31, 2021 | (9,478) | $ 8 | 908,842 | (918,328) |
Beginning balance, shares at Mar. 31, 2021 | 7,864,000 | |||
Sale of common stock, net of costs | 163 | 163 | ||
Shares issued for sale of common stock, net of cost, shares | 3,000 | |||
Exercise of warrants, net of cashless exercises | 249 | 249 | ||
Shares issued for exercise of warrants and options, net of cashless exercises (in shares) | 13,000 | |||
Vested restricted stock units | 19,000 | |||
Sale of common stock related to employee stock purchase plan | 134 | 134 | ||
Shares issued for sale of common stock related to employee stock purchase plan (in shares) | 3,000 | |||
Share-based compensation | 2,510 | 2,510 | ||
Net income (loss) | (42,652) | (42,652) | ||
Ending balance, value at Jun. 30, 2021 | (49,074) | $ 8 | 911,898 | (960,980) |
Ending balance, shares at Jun. 30, 2021 | 7,902,000 | |||
Sale of common stock, net of costs | 31,819 | $ 1 | 31,818 | |
Shares issued for sale of common stock, net of cost, shares | 575,000 | |||
Exercise of options | 3 | 3 | ||
Vested restricted stock units | 21,000 | |||
Share-based compensation | 7,312 | 7,312 | ||
Net income (loss) | (47,420) | (47,420) | ||
Ending balance, value at Sep. 30, 2021 | (57,360) | $ 9 | 951,031 | (1,008,400) |
Ending balance, shares at Sep. 30, 2021 | 8,498,000 | |||
Beginning balance, value at Dec. 31, 2021 | $ (93,621) | $ 9 | 957,730 | (1,051,360) |
Beginning balance, shares at Dec. 31, 2021 | 8,598,000 | 8,598,000 | ||
Vested restricted stock units | 71,000 | |||
Share-based compensation | $ 2,062 | 2,062 | ||
Net income (loss) | (49,021) | (49,021) | ||
Ending balance, value at Mar. 31, 2022 | (140,580) | $ 9 | 959,792 | (1,100,381) |
Ending balance, shares at Mar. 31, 2022 | 8,669,000 | |||
Beginning balance, value at Dec. 31, 2021 | $ (93,621) | $ 9 | 957,730 | (1,051,360) |
Beginning balance, shares at Dec. 31, 2021 | 8,598,000 | 8,598,000 | ||
Net income (loss) | $ 34,295 | |||
Ending balance, value at Sep. 30, 2022 | $ (48,271) | $ 9 | 968,785 | (1,017,065) |
Ending balance, shares at Sep. 30, 2022 | 9,467,000 | 9,467,000 | ||
Beginning balance, value at Mar. 31, 2022 | $ (140,580) | $ 9 | 959,792 | (1,100,381) |
Beginning balance, shares at Mar. 31, 2022 | 8,669,000 | |||
Shares issued for rounding up of fractional shares in connection with the reverse stock split (in shares) | 142,000 | |||
Vested restricted stock units | 44,000 | |||
Sale of common stock related to employee stock purchase plan | 14 | 14 | ||
Shares issued for sale of common stock related to employee stock purchase plan (in shares) | 5,000 | |||
Share-based compensation | 2,219 | 2,219 | ||
Net income (loss) | 112,281 | 112,281 | ||
Ending balance, value at Jun. 30, 2022 | (26,066) | $ 9 | 962,025 | (988,100) |
Ending balance, shares at Jun. 30, 2022 | 8,860,000 | |||
Sale of common stock, net of costs | 2,454 | 2,454 | ||
Shares issued for sale of common stock, net of cost, shares | 565,000 | |||
Vested restricted stock units | 42,000 | |||
Share-based compensation | 4,306 | 4,306 | ||
Net income (loss) | (28,965) | (28,965) | ||
Ending balance, value at Sep. 30, 2022 | $ (48,271) | $ 9 | $ 968,785 | $ (1,017,065) |
Ending balance, shares at Sep. 30, 2022 | 9,467,000 | 9,467,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 34,295,000 | $ (129,455,000) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Depreciation and amortization | 3,181,000 | 3,091,000 |
Charges to provision for doubtful accounts | 542,000 | 540,000 |
Inventory charge | 73,000 | 1,082,000 |
Debt financing fees | 20,053,000 | 4,158,000 |
Share-based compensation | 8,587,000 | 12,779,000 |
Gain on sale of business | (143,384,000) | |
Expense for accretion of Mandatory Redeemable Preferred Stock | 3,457,000 | |
Loss on extinguishment of debt | 8,380,000 | |
Other | 50,000 | 726,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 3,044,000 | (5,560,000) |
Inventory | 848,000 | (451,000) |
Prepaid and other current assets | 180,000 | (2,831,000) |
Accounts payable | (6,186,000) | (1,476,000) |
Accrued expenses and other current liabilities | 3,705,000 | 13,504,000 |
Other non-current liabilities | (675,000) | 758,000 |
Total adjustments | (98,145,000) | 26,320,000 |
Net cash used in operating activities | (63,850,000) | (103,135,000) |
Cash flows from investing activities: | ||
Proceeds from sale of business, net of transaction costs | 142,634,000 | |
Payment of patent related costs | (297,000) | (675,000) |
Purchase of fixed assets | (21,000) | (34,000) |
Net cash provided by (used in) investing activities | 142,316,000 | (709,000) |
Cash flows from financing activities: | ||
Proceeds from sale of Mandatory Redeemable Preferred Stock, net of costs | 16,252,000 | |
Proceeds from make-whole derivative | 1,751,000 | |
Proceeds from sale of common stock, net of costs | 2,454,000 | 182,881,000 |
Proceeds from exercise of options and warrants | 302,000 | |
Proceeds from sale of common stock related to employee stock purchase plan | 14,000 | 134,000 |
Repayments of debt | (125,000,000) | (50,000,000) |
Payment of debt financing fees | (729,000) | (5,118,000) |
Net cash (used in) provided by financing activities | (105,258,000) | 128,199,000 |
Net (decrease) increase in cash and restricted cash | (26,792,000) | 24,355,000 |
Cash and restricted cash, beginning of period | 65,122,000 | 80,486,000 |
Cash and restricted cash, end of period | 38,330,000 | 104,841,000 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 8,371,000 | $ 19,675,000 |
Supplemental disclosure of noncash financing activities: | ||
Paid in kind ("PIK") interest with corresponding increase in debt | 2,452,000 | |
PIK debt financing fees with corresponding increase in debt | 16,980,000 | |
Issue of warrants to lenders related to debt financing fees | $ 1,983,000 |
Business, basis of presentation
Business, basis of presentation, new accounting standards and summary of significant accounting policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Business, basis of presentation, new accounting standards and summary of significant accounting policies | 1. Business, basis of presentation, new accounting standards and summary of significant accounting policies General TherapeuticsMD, Inc., a Nevada corporation (the “Company”) and its consolidated subsidiaries are referred to collectively in this Quarterly Report on Form 10-Q (“10-Q Report”) as “TherapeuticsMD,” “we,” “our” and “us.” This 10-Q Report includes our trademarks, trade names and service marks, such as TherapeuticsMD ® ® ® ® ® ® ® TM SM We are a women’s healthcare company with a mission of creating and commercializing innovative products to support the lifespan of women from pregnancy prevention through menopause. At TherapeuticsMD, we combine entrepreneurial spirit, clinical expertise, and business leadership to develop and commercialize health solutions that enable new standards of care for women. Our solutions range from a patient-controlled, long-lasting contraceptive to advanced hormone therapy pharmaceutical products. We also have a portfolio of branded and generic prescription prenatal vitamins under the vitaMedMD and BocaGreenMD brands. Our portfolio of products focused on women’s health allows us to efficiently leverage our sales and marketing plan to grow our recently approved products. vitaCare Divestiture On April 14, 2022, we completed the divestiture of vitaCare Prescription Services, Inc. (“vitaCare”) with the sale of all of vitaCare’s issued and outstanding capital stock (the “vitaCare Divestiture”). We received net proceeds of $142.6 million, net of transaction costs of $7.2 million, and we recognized a gain on sale of business of $143.4 million. Included in the net proceeds amount was $11.3 million of customary holdbacks as provided in the stock purchase agreement (the “Purchase Agreement”), which is recorded as restricted cash in the consolidated balance sheets. The restricted cash is held by an escrow agent and will be released to us in April 2023 upon a joint written direction from the buyer and us being delivered to the escrow agent to disburse to us an amount equal to the amount of escrow funds less any amounts subject to a claim notice in accordance with the terms set forth in the Purchase Agreement. Any amounts subject to a claim notice in accordance with the terms set forth in the Purchase Agreement shall be retained by the escrow agent until each such claim subject thereto is resolved. Additionally, we may receive up to an additional $7.0 million in earn-out consideration, contingent upon vitaCare’s financial performance through 2023 as determined in accordance with the terms of the Purchase Agreement. We will record the contingent consideration at the settlement amount when the consideration is realized or realizable. The Purchase Agreement contains customary representations and warranties, covenants, and indemnities of the parties thereto. In addition, upon closing of the vitaCare Divestiture, (i) we entered into a long-term services agreement with vitaCare to continue utilization of the vitaCare platform with respect to our products, and (ii) we entered into a transition services agreement with vitaCare for us to provide certain transition services to vitaCare for up to 12 months following the closing. Under the long-term services agreement, we are required to pay to vitaCare a minimum service fee for each respective annual contract year. Our estimated minimum service fee commitments for vitaCare are as follows: $2.0 million for the period from October 1, 2022 to December 31, 2022, $10.7 million for 2023, $13.4 million for 2024, $15.4 million for 2025, $16.2 million for 2026, and $5.5 million for the period from January 1, 2027 to April 14, 2027. COVID-19 With multiple variant strains of the SARS-Cov-2 virus and the COVID-19 disease that it causes (collectively, “COVID-19”) still circulating, we continue to be subject to risks and uncertainties in connection with the COVID-19 pandemic. The extent of the future impact of the COVID-19 pandemic on our business continues to be highly uncertain and difficult to predict. The ultimate global recovery from the pandemic will be dependent on, among other things, actions taken by governments and businesses to contain and combat the virus, including any variant strains, the speed and effectiveness of vaccine production and global distribution, as well as how quickly, and to what extent, normal economic and operating conditions can resume on a sustainable basis globally. Since the early phase of the COVID-19 pandemic, we have been using substantial virtual options to ensure business continuity. We have also partnered with independent community pharmacies and multiple third-party online pharmacies and telemedicine providers that focus on contraception or menopause which provide patients real-time access to both diagnosis and treatment. We continue to support prescribers’ needs with samples and product materials through our sales force. If access is restricted, we have mailing options in place for these materials. We also have business continuity plans and infrastructure in place that allows for live virtual e-detailing of our products. As part of our response to the COVID-19 pandemic, we implemented measures to reduce marketing expenses and implemented cost saving measures, which included negotiating lower fees or suspending services from third-party vendors; implementing a company-wide hiring restriction; delaying or cancelling non-critical information technology projects; and eliminating non-essential travel, entertainment, meeting, and event expenses. In addition, we implemented a significant cost savings initiative that wa s designed to reduce our annual operating costs in 2022 , and we reduced the operating costs of the vitaCare business with the completion of the vitaCare Divestiture on April 14, 2022 . See above for additional information regarding the vitaCare Divestiture. The full impact of the COVID-19 pandemic continues to evolve. As of the date of issuance of these consolidated financial statements, the future extent to which the COVID-19 pandemic may continue to materially impact our financial condition, liquidity, or results of operations remains uncertain. We are continuing to assess the effect of the COVID-19 pandemic on our operations by monitoring the spread of COVID-19 and the various actions implemented to combat the pandemic throughout the world. Even after the COVID-19 pandemic has subsided, we may continue to experience adverse impacts to our business as a result of any economic recession or depression that has occurred or may occur in the future. While we currently believe that our COVID-19 contingency plan has the ability to mitigate many of the negative effects of the COVID-19 pandemic on our business, the severity of the impact of the COVID-19 pandemic on our business will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic, the duration of “social distancing” orders, the ability of our sales force to access healthcare providers to promote our products, increases in unemployment, which could reduce access to commercial health insurance for our patients, thus limiting payer coverage for our products, and the impact of the pandemic on our global supply chain, all of which remain uncertain. Our future results of operations and liquidity could be materially adversely affected by delays in payments of outstanding receivable amounts beyond normal payment terms, supply chain disruptions, uncertain demand, and the impact of any initiatives or programs that we may undertake to address financial and operations challenges that we may face. Going concern We incurred a loss from operations of $65.8 million and interest expense and other financing costs of $30.9 million during the nine months ended September 30, 2022, and as of that date, our current liabilities exceeded our current assets by $86.6 million and our total liabilities exceeded our total assets by $48.3 million. We will need to raise additional capital to repay the entire principal balance of the Financing Agreement, dated as of April 24, 2019, as amended (the “Financing Agreement”), with Sixth Street Specialty Lending, Inc., as administrative agent (the “Administrative Agent” or “Sixth Street”), various lenders from time to time party thereto ( the “Lenders”) On July 29, 2022, we closed on a private placement offering with Rubric Capital Management LP (the “Preferred Stock Investor”), pursuant to which we issued and sold (i) 15,000 shares of the Company’s newly-designated Series A Preferred Stock, par value $0.001 per share (“Preferred Stock”) and (ii) 565,000 shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), and 66 2/3% See Note 10, Mandatory Redeemable Preferred Stock and Stockholders’ Deficit for additional information regarding the financing with the Preferred Stock Investor. On July 29, 2022, we entered into Amendment No. 16 to the Financing Agreement pursuant to which the maturity date of the Financing Agreement was extended to September 30, 2022, with the option to further extend the maturity date to October 31, 2022, and November 30, 2022, in each case if we receive not less than $7.0 million in cash proceeds from an equity issuance, which, if preferred equity, is on substantially the same terms as the Preferred Stock. In connection with the closing of the private placement offering with the Preferred Stock Investor on September 30, 2022, and in accordance with Amendment No. 16 to the Financing Agreement, on September 30, 2022, we issued warrants (“Lender Warrants”) to the Lenders to purchase an aggregate of 125,000 shares of Common Stock and the maturity date of the Financing Agreement was extended to October 31, 2022. The Lender Warrants have an exercise price of $0.01 per share of Common Stock, subject to certain adjustment as provided therein, and an expiration date of September 30, 2032. The Lender Warrants may also be exercised via cashless exercise pursuant to the terms thereof. On October 28, 2022, we closed on an additional private placement offering with the Preferred Stock Investor, pursuant to which we issued and sold 7,000 shares of the Company’s Preferred Stock for an aggregate offering price of $ 7.0 million. In addition, in lieu of issuing, selling and delivering 263,666 shares of Common Stock to the Preferred Stock Investor, we agreed to pay the Preferred Stock Investor, on the later of (i) the Preferred Stock Maturity Date or (ii) the date our obligations under the Financing Agreement are paid in full, a make-whole payment equal to 263,666 multiplied by the closing price of our Common Stock on the principal securities exchange or securities market on which the Common Stock is then traded, on the day prior to the date of payment of the make-whole payment. In connection with the closing of the private placement offering with the Preferred Stock Investor on October 28, 2022, and in accordance with Amendment No. 16 to the Financing Agreement, on October 28, 2022, we issued Lender Warrants to purchase an aggregate of 125,000 shares of Common Stock, pursuant to a subscription agreement and the maturity date of the Financing Agreement was extended to November 30, 2022. See Note 16, Subsequent Events for additional information regarding amendments to the Financing Agreement. To address our capital needs, we are pursuing various equity and debt refinancing and other strategic alternatives, including the possibility that we will file for Chapter 11 protection if our equity and debt refinancing or other strategic alternatives fail prior to the maturity date of our Financing Agreement. The equity financing alternatives may include the private placement of equity, equity-linked, or other similar instruments or obligations with one or more investors, lenders, or other institutional counterparties or an underwritten public equity or equity-linked securities offering. Our ability to sell equity securities may be limited by market conditions, including the market price of our common stock, and our available authorized shares. To the extent that we raise additional capital through the sale of such securities, the ownership interests of our existing stockholders will be diluted, and the terms of these new securities may include liquidation or other preferences that adversely affect the rights of our existing stockholders. If we are not successful in obtaining additional financing, we could be forced to discontinue or curtail our business operations, sell assets at unfavorable prices, or merge, consolidate, or combine with a company with greater financial resources in a transaction that might be unfavorable to us. Along with considering additional financings and other strategic alternatives, we have reviewed numerous potential scenarios in connection with steps that we may take to reduce our operating expenses. If we are unsuccessful with future financings, if the successful commercialization of ANNOVERA, IMVEXXY, or BIJUVA is delayed, or if the continued impact of the COVID-19 pandemic or issues in our supply chains related to our third-party contract manufacturers on our business is worse than we anticipate, our existing cash reserves would be insufficient to repay the entire principal balance of the Financing Agreement or satisfy our liquidity needs. The presence of these projected factors in conjunction with the uncertainty of the capital markets raises substantial doubt about the Company's ability to continue as a going concern for the next twelve months from the issuance of these financial statements. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Common stock r everse stock split On May 6, 2022, we completed a reverse stock split of our Common Stock. As a result, outstanding shares of our Common Stock were split at a ratio of 50-for-1 (the “Reverse Stock Split”) with any fractional shares resulting from the Reserve Stock Split rounded up to the next whole share of Common Stock. The number of authorized shares of Common Stock was also correspondingly reduced from 600.0 million shares to 12.0 million shares to give effect to the Reverse Stock Split. Additionally, all rights to receive shares of Common Stock under outstanding warrants, options, restricted stock units (“RSUs”) and performance stock units (“PSUs”) were adjusted to give effect of the Reverse Stock Split. Furthermore, remaining shares of Common Stock available for future issuance under share-based payment award plans and our employee stock purchase plan were adjusted to give effect of the Reverse Stock Split. Pursuant to Section 78.209 of the Nevada Revised Statutes, the approval of our stockholders was not required for our Board of Directors (the “Board”) to effectuate the Reverse Stock Split. In this 10-Q Report, all historical number of shares of Common Stock and per share data have been adjusted to give effect to the Reverse Stock Split. Additionally, since the Common Stock par value was unchanged, historical amounts for Common Stock and additional paid-in capital have been adjusted to give effect to the Reverse Stock Split. A. Basis of presentation We prepared the consolidated financial statements included in this 10-Q Report following the requirements of the United States (“U.S.”) Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain notes or other financial information that are normally required by accounting principles generally accepted in the U.S. (“U.S. GAAP”) for complete financial statements can be condensed or omitted. However, except as disclosed herein, there has been no material change in the information disclosed in the notes included in our 2021 Annual Report on Form 10-K ("2021 10-K Report"). Revenues, expenses, assets, liabilities, and equities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be representative of those for the full year. In our opinion, all adjustments necessary for a fair statement of the financial statements, which are of a normal and recurring nature, have been made for the interim periods reported. The information included in this 10-Q Report should be read in conjunction with the consolidated financial statements and accompanying notes included in our 2021 10-K Report. Certain amounts in the consolidated financial statements and accompanying notes may not add due to rounding, and all percentages have been calculated using unrounded amounts . B. New accounting standards Adoption of new accounting standards New accounting standards or accounting standards updates were assessed and determined to be either not applicable or did not have a material impact on the Company’s consolidated financial statements or processes. Accounting standards issued but not yet adopted Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and Scope. In March 2020 and January 2021, Accounting Standards Update (“ASU”) 2020-04 and ASU 2021-01 were issued, respectively. These ASUs provide optional guidance for a limited period of time to ease potential accounting impacts associated with transitioning away from reference rates that are expected to be discontinued, such as London Interbank Offered Rate (LIBOR). These ASUs include practical expedients for contract modifications due to reference rate reform. Generally, contract modifications related to reference rate reform may be considered an event that does not require remeasurement or reassessment of a previous accounting determination at the modification date. These ASUs were effective upon issuance and may be applied prospectively to contract modifications made or evaluated on or before December 31, 2022. Our debt agreements currently include the use of alternate rates when LIBOR is not available. We do not expect the change from LIBOR to an alternate rate will have a material impact to our financial statements and, to the extent we enter into modifications of agreements that are impacted by the LIBOR phase-out, we will apply such guidance to those contract modifications. Other recently issued accounting standards not yet adopted by us are not expected, upon adoption, to have a material impact on our consolidated financial statements or processes. C. Estimates and assumptions The preparation of consolidated financial statements in conformity to U.S. GAAP requires us to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. We evaluate our estimated assumptions based on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ, at times in material amounts, from these estimates under different assumptions or conditions. D. Significant accounting policies The significant accounting policies we use for quarterly financial reporting are disclosed in Note 1, Business, basis of presentation, new accounting standards and summary of significant accounting policies of the accompanying notes to the consolidated financial statements included in our 2021 10-K Report, and in the section below. Restricted Cash Restricted cash is comprised of escrowed funds deposited with a bank relating to the vitaCare Divestiture . E. Reclassification of prior year presentation Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported consolidated balance sheets and consolidated statements of cash flows. An adjustment has been made to the consolidated statements of operations for the three and nine months ended September 30, 2021 to reclassify vitaCare service revenue. |
Accounts receivable
Accounts receivable | 9 Months Ended |
Sep. 30, 2022 | |
Receivables [Abstract] | |
Accounts receivable | 2. Accounts receivable The following sets forth activities in our allowance for credit losses (in thousands): Balance as of January 1, 2022 $ 1,334 Charges to provision for credit losses 542 Write-off of uncollectible receivables (255 ) Balance as of September 30, 2022 $ 1,621 |
Inventory
Inventory | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Inventory | 3. Inventory Our inventory consisted of the following (in thousands): September 30, 2022 December 31, 2021 Raw materials $ 1,946 $ 3,042 Work in process 218 1,642 Finished products 4,537 2,938 Inventory $ 6,701 $ 7,622 We recorded no inventory charges for the three months ended September 30, 2022 and $0.1 million for the nine months ended September 30, 2022, and $0.6 million and $1.1 million for the three and nine months ended September 30, 2021, respectively. We rely on third parties to manufacture our finished products, and we have entered into long-term supply agreements for the manufacture of ANNOVERA, IMVEXXY, and BIJUVA. We do not have a long-term supply agreement for the manufacture of our prescription vitamins. Additionally, we do not have long-term contracts for the supply of all the active pharmaceutical ingredients (“API”) used in ANNOVERA and BIJUVA. If any suppliers of raw materials or API or any of our third-party contract manufacturers experience any difficulties, do not comply with the terms of an agreement between us, or do not devote sufficient time, energy, and care to providing our manufacturing needs, we could experience additional interruptions in the supply of our products, which may have a material adverse impact on our revenue, results of operations and financial position. |
Prepaid and other current asset
Prepaid and other current assets | 9 Months Ended |
Sep. 30, 2022 | |
Prepaid Expense And Other Assets Current [Abstract] | |
Prepaid and other current assets | 4 . Prepaid and other current assets Our prepaid and other current assets consisted of the following (in thousands): September 30, 2022 December 31, 2021 Insurance $ 2,370 $ 2,731 Paragraph IV legal proceeding costs 2,334 2,304 Other 5,586 5,513 Prepaid and other current assets $ 10,290 $ 10,548 |
Fixed assets
Fixed assets | 9 Months Ended |
Sep. 30, 2022 | |
Property Plant And Equipment [Abstract] | |
Fixed assets | 5 . Fixed assets Our fixed assets, net consisted of the following (in thousands): September 30, 2022 December 31, 2021 Furniture and fixtures $ 1,304 $ 1,407 Computer and office equipment 1,803 1,855 Computer software 375 375 Leasehold improvements 65 80 Fixed assets 3,547 3,717 Less: accumulated depreciation and amortization 2,996 2,518 Fixed assets, net $ 551 $ 1,199 We recorded depreciation expense of $0.2 million for the three months ended September 30, 2022 and 2021, and $0.5 million and $0.6 |
Licensed rights and other intan
Licensed rights and other intangible assets | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Licensed rights and other intangible assets | 6 . Licensed rights and other intangible assets The following provides information about our license rights and other intangible assets, net (in thousands): September 30, 2022 December 31, 2021 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Net Amount Amortization Net Licensed rights and intangible assets subject to amortization: License rights $ 40,000 $ 9,086 $ 30,914 $ 40,000 $ 6,826 $ 33,174 Hormone therapy drug patents 6,189 1,484 4,705 5,834 1,042 4,792 Hormone therapy drug patents applied and pending approval 1,936 — 1,936 2,020 — 2,020 License rights and other intangible assets subject to amortization 48,125 10,570 37,555 47,854 7,868 39,986 Intangible assets not subject to amortization: Trademarks/trade name rights 321 — 321 332 — 332 License rights and other intangible assets, net $ 48,446 $ 10,570 $ 37,876 $ 48,186 $ 7,868 $ 40,318 We recorded amortization expense related to the exclusive license rights agreement with Population Council of $0.8 million for the three months ended September 30, 2022 and 2021, and $2.3 million for the nine months ended September 30, 2022 and 2021. We recorded amortization expense related to patents of $0.1 million for the three months ended September 30, 2022 and 2021, and $0.4 |
Accrued expenses and other curr
Accrued expenses and other current liabilities | 9 Months Ended |
Sep. 30, 2022 | |
Payables And Accruals [Abstract] | |
Accrued expenses and other current liabilities | 7 . Accrued expenses and other current liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, 2022 December 31, 2021 Payroll and related costs $ 8,460 $ 13,764 Rebates 16,854 11,010 Sales returns and coupons 3,434 2,422 Selling and marketing 3,475 2,850 Research and development expenses 1,826 1,995 Wholesale distributor fees 4,520 3,614 Professional fees 739 2,571 Operating lease liabilities 1,383 1,361 Income taxes payable 290 — Other accrued expenses and current liabilities 2,587 4,717 Accrued expenses and other current liabilities $ 43,568 $ 44,304 We expense advertising costs when incurred, which amounted to $4.8 million and $14.6 million for the three months ended September 30, 2022 and 2021, respectively, and $12.6 million and $34.4 million for the nine months ended September 30, 2022 and 2021, respectively. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Debt | 8 . Debt Our debt consisted of the following (in thousands): September 30, 2022 December 31, 2021 Financing Agreement $ 94,432 $ 200,000 Less: deferred financing fees 830 11,731 Debt, net $ 93,602 $ 188,269 Financing agreement As of September 30, 2022, the stated interest rate under the Financing Agreement was 10.45%. In March 2022, we entered into Amendment No. 9 to the Financing Agreement (“Amendment No. 9”) waived various Company breaches of the Financing Agreement, including breaches of the $ 60.0 million minimum cash covenant and the minimum net revenue covenants for the fourth quarter of 2021; (ii) the Company and the lenders agreed to a reduced minimum cash covenant and to the removal of the minimum net revenue covenant for the first quarter of 2022; (iii) the lenders waived the existing $ 60.0 million prepayment penalty under the Financing Agreement and the Company agreed to pay a paid in kind (“PIK”) amendment financing fee of $ 30.0 million, which fee was added to the principal amount of the loans under the Financing Agreement, $ 16.0 million of which fee wa s waivable in certain conditions; (iv) the maturity date of the Financing Agreement was amended to June 1, 2022 ; and (v) the Company agreed to pay to the Lenders as a prepayment of the loans under the Financing Agreement the first $ million of net proceeds from the vitaCare Divestiture and all net proceeds of the vitaCare Divestiture in excess of $ million. Amendment No. 9 was accounted for as an extinguishment of debt modification in accordance with U.S. GAAP. Accordingly, in March 2022, we recorded a n $ million loss on extinguishment of debt, which represented the unamortized deferred financing fees, net of previously accrued prepayment fees. Additionally, the Amendment No. 9 PIK financing fee was recorded as deferred financing fees and wa s amortized over the remaining term of the Financing Agreement. I n April 2022, we utilized $ 120.0 million of net proceeds from the vitaCare Divestiture to make a prepayment of the loans under the Financing Agreement under the terms of Amendment No. 9. Additionally, with the prepayment on the debt, $16.0 million of the PIK financing fee was waived i n accordance with Amendment No. 9 . In May 2022, we entered into Amendment No. 10 to the Financing Agreement (“Amendment No. 10”) pursuant to which, among other amendments, (i) interest payments under the Financing Agreement were paused, such that interest on each term loan shall be payable in cash and in arrears (a) upon any prepayment of that term loan, whether voluntary or mandatory, to the extent accrued on the amount being prepaid and (b) on the maturity date, (ii) the minimum cash covenant was set at $10.0 million, (iii) the maturity date of the Financing Agreement was amended to July 13, 2022, (iv) the termination of the Company’s merger agreement with an affiliate of EW Healthcare Partners was added as an event of default, and (v) we agreed to a PIK financing fee of $1.8 million, which fee was added to the principal amount of the loans under the Financing Agreement . Amendment No. 10 was accounted for as a debt amendment in accordance with U.S. GAAP. Accordingly, in May 2022, the Amendment No. 10 PIK financing fee was recorded as deferred financing fees and was amortized over the remaining term of the Financing Agreement. Also in May 2022, we entered into Amendment No. 11 (“Amendment No. 11”) to the Financing Agreement. Amendment No. 11 contains amendments to the Financing Agreement that would have gone into effect upon the satisfaction of certain conditions on or before July 13, 2022 (the “Amendment Effective Date”), including (i) the consummation of the merger with an affiliate of EW Healthcare Partners (the “Merger”), (ii) the payment in cash of (a) all accrued and unpaid interest under the Financing Agreement through and including the Amendment Effective Date and (b) all fees, costs, expenses and taxes then payable pursuant to Section 2.7 or 10.2 of the Financing Agreement, and (iii) the delivery to the administrative agent of certain customary documents with respect to the pledge of 100% of the capital stock of the Company. Since the consummation of the Merger did not occur, Amendment No. 11 never became effective. On July 13, 2022, we entered into Amendment No. 12 to the Financing Agreement pursuant to which the maturity date of the Financing Agreement was extended to July 24, 2022, and we agreed to pay the Lenders a PIK amendment fee in the amount of $1.2 million. On July 24, 2022, we entered into Amendment No. 13 to the Financing Agreement pursuant to which the maturity date of the Financing Agreement was extended to July 27, 2022, we agreed to pay the Lenders a payment of accrued and unpaid interest of $2.9 million, and we agreed to retain Jeffrey Varsalone from G2 Capital Advisors as our chief restructuring officer. On July 27, 2022, we entered into Amendment No. 14 to the Financing Agreement pursuant to which the maturity date of the Financing Agreement was extended to July 28, 2022. On July 28, 2022, we entered into Amendment No. 15 to the Financing Agreement pursuant to which the maturity date of the Financing Agreement was extended to July 29, 2022. On July 29, 2022, we entered into Amendment No. 16 to the Financing Agreement pursuant to which the maturity date of the Financing Agreement was extended to September 30, 2022, with the option for us to further extend the maturity date to October 31, 2022, and November 30, 2022, in each case if we receive not less than $7.0 million in cash proceeds from an equity issuance, which, if preferred equity, is on substantially the same terms as the Preferred Stock. In lieu of a cash amendment fee, to induce the Lenders to enter into Amendment No. 16, on July 29, 2022, we issued Lender Warrants to purchase an aggregate of 185,000 shares of Common Stock, pursuant to a subscription agreement by and among the Company and the Lenders (the “July Lender Subscription Agreement”). The Lender Warrants to purchase 185,000 shares of our Common Stock issued pursuant to the July Lender Subscription Agreement have an exercise price of $0.01 per warrant, subject to certain adjustment as provided therein, and an expiration date of July 29, 2032, and may be exercised via cashless exercise pursuant to the terms thereof. In connection with the closing of a private placement offering with the Preferred Stock Investor on September 30, 2022, and in accordance with Amendment No. 16 to the Financing Agreement, on September 30, 2022, we issued Lender Warrants to purchase an aggregate of Subsequent to September 30, 2022, the maturity date was extended to November 30, 2022 in connection with an additional private placement, See Note 16, Subsequent Events. The Lender Warrants to purchase 125,000 shares of our Common Stock issued pursuant to the September Lender Subscriptions Agreement have an exercise price of $ 0.01 per warrant , subject to certain adjustment as provided therein, and an expiration date of September 30, 2032 , and may be exercised via cashless exercise pursuant to the terms thereof. See Note 10, Mandatory R edeemable Preferred Stock and Stockholders’ Deficit for additional information regarding the equity financing with the Preferred Stock Investor . The se Lender Warrants were initially valued at $ 0.8 million based on the market price of our Common Stock on September 30, 2022 and recorded as deferred financing fees, which will be amortized until the maturity of the Financing Agreement . Based on the structure of the Lender Warrants, they are recorded as Lender Warrants derivative liability in the consolidated balance sheets and their carrying amounts are marked to market based on our Common Stock’s closing price at measurement date, which is considered Level 1 under the fair value hierarchy. Additionally, in September 2022, we and the Lenders agreed to PIK interest of $2.5 million related to the outstanding debt balance, which was entirely expensed as interest expense during three and nine months ended September 30, 2022. Debt covenants The Financing Agreement contains customary restrictions and covenants applicable to us that are customary for financings of this type. Among other requirements, we are required to maintain a minimum unrestricted cash balance. A s defined in Amendment No. 10, the minimum unrestricted cash balance was Our unrestricted cash balance was above the minimum unrestricted cash balance covenant at all times through November 14, 2022, the filing date of this 10-Q Report. Interest and financing costs Interest expense and other financing costs consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Interest expense $ 2,251 $ 5,391 $ 10,888 $ 17,175 Interest prepayment fees — 650 — 4,008 Financing fees amortization 2,582 1,477 20,053 4,158 Interest expense and other financing costs $ 4,833 $ 7,518 $ 30,941 $ 25,341 |
Commitments and contingencies
Commitments and contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and contingencies | 9 . Commitments and contingencies Minimum purchase commitments We have manufacturing and supply agreements whereby we are required to purchase from Catalent, Inc. (“Catalent”) a minimum number of units of BIJUVA and IMVEXXY softgels during each respective annual contract year. The annual contract period for BIJUVA and IMVEXXY ends each April and July, respectively. If the minimum order quantities of BIJUVA or IMVEXXY are not met, we are required to pay a minimum commitment fee equal to 50% or 60%, respectively, of the difference between the total amount we would have paid if the minimum requirement had been fulfilled and the total amount of purchases of BIJUVA or IMVEXXY during each product’s respective contract year. Additionally, with another third-party manufacturer, we have a manufacturing and supply agreement, renewable annually, whereby we are required to purchase a minimum number of units of ANNOVERA during a contract year. The annual contract period for ANNOVERA ends each August. If the minimum order quantities of ANNOVERA are not met, we are required to pay a minimum commitment fee equal to the difference between the total amount we would have paid if the minimum requirement had been fulfilled and the total amount of purchases of ANNOVERA during the contract year. Furthermore, in connection with the vitaCare Divestiture, we entered into a long-term services agreement with vitaCare to continue utilization of the vitaCare platform with respect to our products. Under the long-term services agreement, we are required to pay to vitaCare a minimum service fee for each respective annual contract year. The annual contract period for vitaCare services ends each April. For each of the three annual contract years ending in 2022 for BIJUVA, IMVEXXY and ANNOVERA, we have met our minimum purchase number of units in all material respects. For annual contract years ending in 2023 and thereafter for BIJUVA, IMVEXXY, ANNOVERA, and vitaCare Services, we will continue to evaluate whether we will be able to meet each annual contract year’s respective minimum purchase commitment and will record a liability for estimated minimum commitment fees if we believe that we will not be able to reasonably meet the minimum purchase commitment. We believe that minimum commitment fees that we may pay in 2022 and 2023, if any, will not have a material impact to our financial position and operating results. Legal proceedings In February 2020, we received a Paragraph IV certification notice letter (the “IMVEXXY Notice Letter”) regarding an Abbreviated New Drug Application (“ANDA”) submitted to the FDA by Teva Pharmaceuticals USA, Inc. (“Teva”). The ANDA seeks approval from the FDA to commercially manufacture, use, or sell a generic version of the 4 mcg and 10 mcg doses of IMVEXXY. In the IMVEXXY Notice Letter, Teva alleges that TherapeuticsMD patents listed in the FDA’s Orange Book that claim compositions and methods of IMVEXXY (the “IMVEXXY Patents”) are invalid, unenforceable, and/or will not be infringed by Teva’s commercial manufacture, use, or sale of its proposed generic drug product. The IMVEXXY Patents identified in the IMVEXXY Notice Letter expire in 2032 or 2033. In April 2020, we filed a complaint for patent infringement against Teva in the United States District Court for the District of New Jersey arising from Teva’s ANDA filing with the FDA. We are seeking, among other relief, an order that the effective date of any FDA approval of Teva’s ANDA would be a date no earlier than the expiration of the IMVEXXY Patents and equitable relief enjoining Teva from infringing the IMVEXXY Patents. Teva has filed its answer and counterclaim to the complaint, alleging that the IMVEXXY Patents are invalid and not infringed. In July 2021, following a proposal by Teva, the District Court entered an order temporarily staying all proceedings in the IMVEXXY litigation, which order was filed under seal. In September 2021, the District Court made available a public version of the order following the parties’ agreement to a consent motion to redact information Teva contended was confidential. The order provides that the statutory stay that prevents the FDA from granting final approval of the ANDA for 30 months from the date of the IMVEXXY Notice Letter will be extended for the number of days that the stay of the IMVEXXY litigation is in place. The length of the stay of the IMVEXXY litigation is dependent on further action by Teva. From time to time, we are involved in other litigations and proceedings in the ordinary course of business. We are currently not involved in any other litigations and proceedings that we believe would have a material effect on our consolidated financial condition, results of operations, or cash flows. Employment agreements On September 6, 2022, our Board appointed our current interim co-chief executive officers. The separation of our former chief executive officer (“CEO”) from the Company was a termination without “Good Cause,” as defined in his employment agreement. Accordingly, our former CEO received the separation benefits provided therein, and we recorded executive officer severance expenses of $4.8 million, of which $3.2 million was related to share-based compensation recorded in connection with accelerated vesting of certain share-based payment awards for the former CEO. |
Mandatory Redeemable Preferred
Mandatory Redeemable Preferred Stock and Stockholders' Deficit | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Mandatory Redeemable Preferred Stock and Stockholders' Deficit | 1 0 . Mandatory Redeemable Preferred Stock and Stockholders’ Deficit Rubric Capital Management LP Subscription Agreements (Sale of Mandatory Redeemable Preferred Stock and Common Stock) On July 29, 2022, we entered into a Subscription Agreement with the Preferred Stock Investor, pursuant to which we issued and sold, in a private placement offering, (i) 15,000 shares of the Company’s newly issued Preferred Stock, for a purchase price per share of Preferred Stock equal to $822.21 and an aggregate purchase price of $12.3 million , and (ii) 565,000 shares of the Company’s Common Stock, for a purchase price per share of Common Stock equal to $4.72 and an aggregate purchase price of $2.7 million. On September 30, 2022, we entered into a Subscription Agreement with the Preferred Stock Investor, pursuant to which we issued and sold, in a private placement offering, 7,000 shares of the Company’s Preferred Stock for an aggregate offering price of $7.0 million. In addition, in lieu of issuing, selling and delivering 263,666 shares of the Company’s Common Stock to the Preferred Stock Investor, we agreed to pay the Preferred Stock Investor, on the later of (i) the Preferred Stock Maturity Date or (ii) the date our obligations under the Financing Agreement are paid in full, a make-whole payment equal to 263,666 multiplied by the closing price of our Common Stock on the principal securities exchange or securities market on which the Common Stock is then traded, on the day prior to the date of payment of the make-whole payment. This offering closed on September 30, 2022, and we received gross proceeds of $7.0 million, before expenses. Based on the structure of the make-whole payment, it is recorded as make-whole payment derivative liability in the consolidated balance sheets and the carrying amounts are marked to market based on our Common Stock’s closing price at measurement date, which is considered Level 1 under the fair value hierarchy. As of September 30, 2022, we had 30,000 and 22,000 shares of Series A Preferred Stock authorized and outstanding, respectively, at the liquidation preference of $1,333 per share. The Preferred Stock is not convertible into Common Stock and ranks senior to Common Stock, with respect to rights on the distribution of assets on any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company. In the event of any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Company, the Preferred Stock has a liquidation preference equal to $1,333 per share. The Preferred Stock will not have any voting rights other than as required by applicable law. The holders of Preferred Stock are entitled to dividends equal to 25% of cash dividends actually paid, if any, on shares of Common Stock, paid pro rata on the outstanding shares of Preferred Stock. If the Company undergoes certain change of control transactions, the holders of Preferred Stock may require the Company to redeem their shares of Preferred Stock at a redemption price per share of Preferred Stock, payable in cash, equal to the liquidation preference of $1,333 per share of Preferred Stock. We also have the option to redeem the shares of Preferred Stock on such terms if the Company undergoes certain change of control transactions. Each holder of the Preferred Stock has the right to cause the Company to redeem all, but not less than all, of their shares of the Preferred Stock upon the occurrence of certain events, including, without limitation, the Company’s failure to comply with any covenants under the Certificate of Designation, Preferences and Rights of Series A Preferred Stock (the “Certificate of Designation”) filed with the Secretary of State of the State of Nevada Warrants As of September 30, 2022, the following table summarizes the status of our outstanding and exercisable warrants and related transactions (each adjusted to account for the 50-for-1 Outstanding Exercisable Warrants Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life (in Years) Warrants Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life (in Years) As of January 1, 2022 103 $ 76.19 $ — 8.3 103 $ 76.19 $ — 8.3 Granted 311 0.20 Expired (3 ) 341.50 As of September 30, 2022 411 $ 17.08 $ 2,055 9.3 286 $ 24.54 $ 2,055 9.1 The above table includes an aggregate of Lenders Warrants to purchase 310,000 shares of our Common Stock with an exercise price of $0.01 per warrant Share-based compensation payment plans As of September 30, 2022, 598,223 shares of common stock were subject to outstanding awards under our share-based payment award plans and inducement grants (calculated using the base number of PSUs that may vest). If we assume the maximum achievement of performance goals for PSUs, then outstanding awards under our share-based payment award plans and inducement grants. As of September 30, 2022, 242,015 shares of common stock were available for future grants of share-based payment awards under the TherapeuticsMD, Inc. 2019 Stock Incentive Plan. The following table summarizes the status of our outstanding and exercisable options and related transactions 50-for-1 since December 31, 2021 (in thousands, except weighted average exercise price and weighted average remaining contractual life data): Outstanding Exercisable Options Awards Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life (in Years) Options Awards Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life (in Years) As of January 1, 2022 353 $ 225.98 $ - 3.8 336 $ 230.93 $ - 3.6 Cancelled/Forfeited (1 ) 1,885.39 Expired (155 ) 238.45 As of September 30, 2022 197 $ 216.65 $ - 3.5 192 $ 219.65 $ - 3.4 The following table summarizes the status of our RSUs and related transactions (each adjusted to account for the 50-for-1 Outstanding Vested and not settled RSUs Weighted Average Grant Date Fair Value Aggregate Intrinsic Value RSUs Weighted Average Grant Date Fair Value Aggregate Intrinsic Value As of January 1, 2022 272 $ 58.93 $ 4,891 31 $ 105.28 $ 566 Granted 170 16.05 Vested and settled (106 ) 69.42 1,180 Cancelled/Forfeited (35 ) 54.91 As of September 30, 2022 301 $ 31.50 $ 1,998 104 $ 38.58 $ 692 The following table summarizes the status of our PSUs and related transactions (each adjusted to account for the 50-for-1 Outstanding Vested and not settled PSUs Weighted Average Grant Date Fair Value Aggregate Intrinsic Value PSUs Weighted Average Grant Date Fair Value Aggregate Intrinsic Value As of January 1, 2022 164 $ 51.50 $ 2,953 39 $ 58.81 $ 709 Granted 63 34.50 Vested and settled (52 ) 58.26 695 Cancelled/Forfeited (75 ) 44.82 As of September 30, 2022 100 (1) $ 42.32 $ 664 43 $ — $ 282 (1) depending on the Company’s achievement of certain performance goals Share-based payment compensation cost Share-based payment compensation cost for PSUs is based on our current assessment of the most likely probability of the Company’s achievement of certain performance goals. I n connection with previously granted options, RSUs and PSUs, and shares of common stock issuable under the TherapeuticsMD, Inc. 2020 Employee Stock Purchase Plan (“ESPP”), w recorded share-based payment compensation costs of $4.3 million and $7.3 million or the three months ended September 30, 2022 and 2021, respectively, and $8.6 million and $12.8 million or the nine months ended September 30, 2022 and 2021, respectively. As of September 30, 2022, we had $6.1 million of unrecognized share-based payment award compensation cost related to unvested options, RSUs and PSUs as well as shares issuable under the ESPP, which may be adjusted if certain performance targets are achieved and for future changes in forfeitures and is included as additional paid-in capital in the accompanying consolidated balance sheets. No tax benefit was realized due to a continued pattern of net losses. The unrecognized compensation cost as of September 30, 2022 is expected to be recognized as share-based payment award compensation over a weighted average period of 1.8 years as follows (in thousands): Year Ending December 31, 2022 (3 months) $ 1,098 2023 3,255 2024 1,556 2025 157 $ 6,066 |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2022 | |
Disaggregation Of Revenue [Abstract] | |
Revenue | 1 1 . Revenue The following table provides information about disaggregated revenue by product mix and service (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Product revenue: ANNOVERA $ 10,415 $ 11,807 $ 37,196 $ 30,112 IMVEXXY 6,947 8,016 20,583 24,866 BIJUVA 2,663 3,298 7,877 7,899 Prescription vitamin 892 1,335 2,671 4,162 Product revenue, net 20,917 24,456 68,327 67,039 License and service - 950 484 1,234 Total revenue, net $ 20,917 $ 25,406 $ 68,811 $ 68,273 We have entered into a license and supply agreement (the “Knight License Agreement”), with Knight Therapeutics, Inc. (“Knight”) pursuant to which we granted Knight an exclusive license to commercialize IMVEXXY and BIJUVA in Canada and Israel. We also have entered into a licensing and supply agreement (the “Theramex License Agreement”) with Theramex HQ UK Limited (“Theramex”) pursuant to which we granted Theramex an exclusive license to commercialize IMVEXXY and BIJUVA for human use outside of the U.S., except for Canada and Israel. We recorded BIJUVA sales through the Theramex License Agreement of $ 0.4 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 1 2 . Income taxes We do not expect to pay any significant federal income taxes as a result of (i) losses expected for the remainder of 2022 or losses recorded in 2021, or (ii) net operating losses carry forwards from prior years. For the three and nine months ended September 30, 2022, we recorded a benefit and a provision for income taxes of $0.3 million, respectively, due to limitation of using net operating losses carry forwards in certain states. For the three and nine months ended September 30, 2021, no provision or benefits for income taxes were recorded since we recorded net losses and full valuation allowance for such periods. As of September 30, 2022 and December 31, 2021, we maintain a full valuation allowance for all deferred tax assets. |
Earnings (loss) per common shar
Earnings (loss) per common share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Earnings (loss) per common share | 1 3 . Earnings (loss) per common share The following table sets forth the computation of basic and diluted earnings (loss) per common share (each adjusted to account for the 50 Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Numerator: Net income (loss) $ (28,965 ) $ (47,420 ) $ 34,295 $ (129,455 ) Denominator: Weighted average common shares for basic loss per common share 9,261 8,444 8,877 7,762 Effect of dilutive securities — — 328 — Weighted average common shares for diluted loss per common share 9,261 8,444 9,205 7,762 Earnings (loss) per common share, basic $ (3.13 ) $ (5.62 ) $ 3.86 $ (16.68 ) Earnings (loss) per common share, diluted $ (3.13 ) $ (5.62 ) $ 3.73 $ (16.68 ) Since we reported a net loss for the three months ended September 30, 2022, and for three and nine months ended September 30, 2021, our potentially dilutive securities are deemed to be anti-dilutive, accordingly, there was no effect of dilutive securities. Therefore, our basic and diluted loss per common share and our basic and diluted weighted average common shares are the same for the three months ended September 30, 2022 and for the three and nine months ended September 30, 2021. There were 58 thousand of outstanding PSUs as of September 30, 2022 that were not potentially dilutive securities for the nine months ended September 30, 2022 because their performance requirements have not been met. The following table sets forth the outstanding securities as of the periods presented which were not included in the calculation of diluted earnings per common share during the respective three months ended September 30, 2022, and three and nine months ended September 31, 2021 (in thousands): As of September 30, 2022 2021 Stock options 197 369 RSUs 301 323 PSUs 100 194 Warrants 411 103 1,009 989 |
Related parties
Related parties | 9 Months Ended |
Sep. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Parties | 1 4 . Related parties A former member of our Board, J. Martin Carroll, who resigned in December 2021, is a member of Catalent’s Board. Accordingly, Catalent ceased to be a related a party to the Company in December 2021. From time to time, we have entered into agreements with Catalent and its affiliates in the normal course of business. From July 2015 to December 2021, agreements with Catalent have been reviewed by independent directors of our Company, or a committee consisting of independent directors of our Company. For manufacturing activities, Catalent billed us $1.1 million and $2.6 million for the three and nine months ended September 30, 2021. In addition, we have minimum purchase requirements in place with Catalent as disclosed in Note 9, Commitments and contingencies. On July 29, 2022 and September 30, 2022, we entered into subscription agreements with Rubric Capital Management L.P. See Note 10, Mandatory Redeemable Preferred Stock and Stockholders’ Deficit for additional information. On August 23, 2022, we appointed Mr. Justin Roberts as a director to fill a newly created vacancy on the Board as a result of the Board’s increase in the size of the Board by one director to a total of nine directors. Mr. Roberts will serve until the Company’s 2022 Annual Meeting of Stockholders or until his successor is duly elected or appointed or his earlier death or resignation. As a director of the Company, Mr. Roberts is entitled to receive compensation in the same manner as our other non-employee directors, described in the section entitled “Director Compensation” in our Amendment No. 1 to Form 10-K for the fiscal year ended December 31, 2021, filed with the Securities and Exchange Commission on April 29, 2022, but he has elected not to receive any compensation for his service as a non-employee director at this time. Mr. Roberts currently serves as a Partner of the Preferred Stock Investor. |
Business concentrations
Business concentrations | 9 Months Ended |
Sep. 30, 2022 | |
Risks And Uncertainties [Abstract] | |
Business concentrations | 1 5 . Business concentrations We sell our products to wholesale distributors, specialty pharmacies, specialty distributors, and chain drug stores that generally sell products to retail pharmacies, hospitals, and other institutional customers. Customers with product revenue equal to or greater than 10% Nine Months Ended September 30, 2022 2021 Customer A * 10% Customer B 18% 16% Customer C 17% 18% Customer E * 12% Customer F 16% * * Less than 10% of total product revenue Customers that accounted for 10% September 30, 2022 December 31, 2021 Customer B 27% 21% Customer C 19% 35% Customer D 10% 11% Customer G 20% * * Balance was less than 10% of accounts receivable, gross We rely on third parties for the manufacture and supply of our products, as well as third-party logistics providers. In instances where these parties fail to perform their obligations, we may be unable to find alternative suppliers or satisfactorily deliver our products to our customers on time, if at all. Vendors with product purchases equal to or greater than 10% Nine Months Ended September 30, 2022 2021 Catalent 23% 27% Vendor A 49% 41% Vendor B 25% 30% * Less than 10% of total product purchases Vendors that accounted for 10% September 30, 2022 December 31, 2021 Vendor E * 19% Vendor F 32% 20% * Balance was less than 10% of total accounts payable |
Subsequent events
Subsequent events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent events | 1 6 . Subsequent events On October 28, 2022, we entered into a Subscription Agreement with the Preferred Stock Investor, pursuant to which the Company issued and sold, in a private placement offering, 7,000 shares of the Company’s Preferred Stock for an aggregate offering price of $7.0 million. In addition, in lieu of issuing, selling and delivering 263,666 shares of the Company’s Common Stock to the Preferred Stock Investor, we agreed to pay the Preferred Stock Investor, on the later of (i) the Preferred Stock Maturity Date or (ii) the date our obligations under the Financing Agreement are paid in full, a make-whole payment equal to 263,666 multiplied by the closing price of our Common Stock on the principal securities exchange or securities market on which the Common Stock is then traded, on the day prior to the date of payment of the make-whole payment. This offering closed on October 28, 2022, and we received gross proceeds of $7.0 million, before expenses. In connection with the closing of the private placement offering with the Preferred Stock Investor on October 28, 2022, and in accordance with Amendment No. 16 to the Financing Agreement, on October 28, 2022, we issued Lender Warrants to purchase an aggregate of |
Business, basis of presentati_2
Business, basis of presentation, new accounting standards and summary of significant accounting policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
General | General TherapeuticsMD, Inc., a Nevada corporation (the “Company”) and its consolidated subsidiaries are referred to collectively in this Quarterly Report on Form 10-Q (“10-Q Report”) as “TherapeuticsMD,” “we,” “our” and “us.” This 10-Q Report includes our trademarks, trade names and service marks, such as TherapeuticsMD ® ® ® ® ® ® ® TM SM We are a women’s healthcare company with a mission of creating and commercializing innovative products to support the lifespan of women from pregnancy prevention through menopause. At TherapeuticsMD, we combine entrepreneurial spirit, clinical expertise, and business leadership to develop and commercialize health solutions that enable new standards of care for women. Our solutions range from a patient-controlled, long-lasting contraceptive to advanced hormone therapy pharmaceutical products. We also have a portfolio of branded and generic prescription prenatal vitamins under the vitaMedMD and BocaGreenMD brands. Our portfolio of products focused on women’s health allows us to efficiently leverage our sales and marketing plan to grow our recently approved products. |
vitaCare Divestiture | vitaCare Divestiture On April 14, 2022, we completed the divestiture of vitaCare Prescription Services, Inc. (“vitaCare”) with the sale of all of vitaCare’s issued and outstanding capital stock (the “vitaCare Divestiture”). We received net proceeds of $142.6 million, net of transaction costs of $7.2 million, and we recognized a gain on sale of business of $143.4 million. Included in the net proceeds amount was $11.3 million of customary holdbacks as provided in the stock purchase agreement (the “Purchase Agreement”), which is recorded as restricted cash in the consolidated balance sheets. The restricted cash is held by an escrow agent and will be released to us in April 2023 upon a joint written direction from the buyer and us being delivered to the escrow agent to disburse to us an amount equal to the amount of escrow funds less any amounts subject to a claim notice in accordance with the terms set forth in the Purchase Agreement. Any amounts subject to a claim notice in accordance with the terms set forth in the Purchase Agreement shall be retained by the escrow agent until each such claim subject thereto is resolved. Additionally, we may receive up to an additional $7.0 million in earn-out consideration, contingent upon vitaCare’s financial performance through 2023 as determined in accordance with the terms of the Purchase Agreement. We will record the contingent consideration at the settlement amount when the consideration is realized or realizable. The Purchase Agreement contains customary representations and warranties, covenants, and indemnities of the parties thereto. In addition, upon closing of the vitaCare Divestiture, (i) we entered into a long-term services agreement with vitaCare to continue utilization of the vitaCare platform with respect to our products, and (ii) we entered into a transition services agreement with vitaCare for us to provide certain transition services to vitaCare for up to 12 months following the closing. Under the long-term services agreement, we are required to pay to vitaCare a minimum service fee for each respective annual contract year. Our estimated minimum service fee commitments for vitaCare are as follows: $2.0 million for the period from October 1, 2022 to December 31, 2022, $10.7 million for 2023, $13.4 million for 2024, $15.4 million for 2025, $16.2 million for 2026, and $5.5 million for the period from January 1, 2027 to April 14, 2027. |
COVID-19 | COVID-19 With multiple variant strains of the SARS-Cov-2 virus and the COVID-19 disease that it causes (collectively, “COVID-19”) still circulating, we continue to be subject to risks and uncertainties in connection with the COVID-19 pandemic. The extent of the future impact of the COVID-19 pandemic on our business continues to be highly uncertain and difficult to predict. The ultimate global recovery from the pandemic will be dependent on, among other things, actions taken by governments and businesses to contain and combat the virus, including any variant strains, the speed and effectiveness of vaccine production and global distribution, as well as how quickly, and to what extent, normal economic and operating conditions can resume on a sustainable basis globally. Since the early phase of the COVID-19 pandemic, we have been using substantial virtual options to ensure business continuity. We have also partnered with independent community pharmacies and multiple third-party online pharmacies and telemedicine providers that focus on contraception or menopause which provide patients real-time access to both diagnosis and treatment. We continue to support prescribers’ needs with samples and product materials through our sales force. If access is restricted, we have mailing options in place for these materials. We also have business continuity plans and infrastructure in place that allows for live virtual e-detailing of our products. As part of our response to the COVID-19 pandemic, we implemented measures to reduce marketing expenses and implemented cost saving measures, which included negotiating lower fees or suspending services from third-party vendors; implementing a company-wide hiring restriction; delaying or cancelling non-critical information technology projects; and eliminating non-essential travel, entertainment, meeting, and event expenses. In addition, we implemented a significant cost savings initiative that wa s designed to reduce our annual operating costs in 2022 , and we reduced the operating costs of the vitaCare business with the completion of the vitaCare Divestiture on April 14, 2022 . See above for additional information regarding the vitaCare Divestiture. The full impact of the COVID-19 pandemic continues to evolve. As of the date of issuance of these consolidated financial statements, the future extent to which the COVID-19 pandemic may continue to materially impact our financial condition, liquidity, or results of operations remains uncertain. We are continuing to assess the effect of the COVID-19 pandemic on our operations by monitoring the spread of COVID-19 and the various actions implemented to combat the pandemic throughout the world. Even after the COVID-19 pandemic has subsided, we may continue to experience adverse impacts to our business as a result of any economic recession or depression that has occurred or may occur in the future. While we currently believe that our COVID-19 contingency plan has the ability to mitigate many of the negative effects of the COVID-19 pandemic on our business, the severity of the impact of the COVID-19 pandemic on our business will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic, the duration of “social distancing” orders, the ability of our sales force to access healthcare providers to promote our products, increases in unemployment, which could reduce access to commercial health insurance for our patients, thus limiting payer coverage for our products, and the impact of the pandemic on our global supply chain, all of which remain uncertain. Our future results of operations and liquidity could be materially adversely affected by delays in payments of outstanding receivable amounts beyond normal payment terms, supply chain disruptions, uncertain demand, and the impact of any initiatives or programs that we may undertake to address financial and operations challenges that we may face. |
Going concern | Going concern We incurred a loss from operations of $65.8 million and interest expense and other financing costs of $30.9 million during the nine months ended September 30, 2022, and as of that date, our current liabilities exceeded our current assets by $86.6 million and our total liabilities exceeded our total assets by $48.3 million. We will need to raise additional capital to repay the entire principal balance of the Financing Agreement, dated as of April 24, 2019, as amended (the “Financing Agreement”), with Sixth Street Specialty Lending, Inc., as administrative agent (the “Administrative Agent” or “Sixth Street”), various lenders from time to time party thereto ( the “Lenders”) On July 29, 2022, we closed on a private placement offering with Rubric Capital Management LP (the “Preferred Stock Investor”), pursuant to which we issued and sold (i) 15,000 shares of the Company’s newly-designated Series A Preferred Stock, par value $0.001 per share (“Preferred Stock”) and (ii) 565,000 shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), and 66 2/3% See Note 10, Mandatory Redeemable Preferred Stock and Stockholders’ Deficit for additional information regarding the financing with the Preferred Stock Investor. On July 29, 2022, we entered into Amendment No. 16 to the Financing Agreement pursuant to which the maturity date of the Financing Agreement was extended to September 30, 2022, with the option to further extend the maturity date to October 31, 2022, and November 30, 2022, in each case if we receive not less than $7.0 million in cash proceeds from an equity issuance, which, if preferred equity, is on substantially the same terms as the Preferred Stock. In connection with the closing of the private placement offering with the Preferred Stock Investor on September 30, 2022, and in accordance with Amendment No. 16 to the Financing Agreement, on September 30, 2022, we issued warrants (“Lender Warrants”) to the Lenders to purchase an aggregate of 125,000 shares of Common Stock and the maturity date of the Financing Agreement was extended to October 31, 2022. The Lender Warrants have an exercise price of $0.01 per share of Common Stock, subject to certain adjustment as provided therein, and an expiration date of September 30, 2032. The Lender Warrants may also be exercised via cashless exercise pursuant to the terms thereof. On October 28, 2022, we closed on an additional private placement offering with the Preferred Stock Investor, pursuant to which we issued and sold 7,000 shares of the Company’s Preferred Stock for an aggregate offering price of $ 7.0 million. In addition, in lieu of issuing, selling and delivering 263,666 shares of Common Stock to the Preferred Stock Investor, we agreed to pay the Preferred Stock Investor, on the later of (i) the Preferred Stock Maturity Date or (ii) the date our obligations under the Financing Agreement are paid in full, a make-whole payment equal to 263,666 multiplied by the closing price of our Common Stock on the principal securities exchange or securities market on which the Common Stock is then traded, on the day prior to the date of payment of the make-whole payment. In connection with the closing of the private placement offering with the Preferred Stock Investor on October 28, 2022, and in accordance with Amendment No. 16 to the Financing Agreement, on October 28, 2022, we issued Lender Warrants to purchase an aggregate of 125,000 shares of Common Stock, pursuant to a subscription agreement and the maturity date of the Financing Agreement was extended to November 30, 2022. See Note 16, Subsequent Events for additional information regarding amendments to the Financing Agreement. To address our capital needs, we are pursuing various equity and debt refinancing and other strategic alternatives, including the possibility that we will file for Chapter 11 protection if our equity and debt refinancing or other strategic alternatives fail prior to the maturity date of our Financing Agreement. The equity financing alternatives may include the private placement of equity, equity-linked, or other similar instruments or obligations with one or more investors, lenders, or other institutional counterparties or an underwritten public equity or equity-linked securities offering. Our ability to sell equity securities may be limited by market conditions, including the market price of our common stock, and our available authorized shares. To the extent that we raise additional capital through the sale of such securities, the ownership interests of our existing stockholders will be diluted, and the terms of these new securities may include liquidation or other preferences that adversely affect the rights of our existing stockholders. If we are not successful in obtaining additional financing, we could be forced to discontinue or curtail our business operations, sell assets at unfavorable prices, or merge, consolidate, or combine with a company with greater financial resources in a transaction that might be unfavorable to us. Along with considering additional financings and other strategic alternatives, we have reviewed numerous potential scenarios in connection with steps that we may take to reduce our operating expenses. If we are unsuccessful with future financings, if the successful commercialization of ANNOVERA, IMVEXXY, or BIJUVA is delayed, or if the continued impact of the COVID-19 pandemic or issues in our supply chains related to our third-party contract manufacturers on our business is worse than we anticipate, our existing cash reserves would be insufficient to repay the entire principal balance of the Financing Agreement or satisfy our liquidity needs. The presence of these projected factors in conjunction with the uncertainty of the capital markets raises substantial doubt about the Company's ability to continue as a going concern for the next twelve months from the issuance of these financial statements. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Basis of presentation | A. Basis of presentation We prepared the consolidated financial statements included in this 10-Q Report following the requirements of the United States (“U.S.”) Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain notes or other financial information that are normally required by accounting principles generally accepted in the U.S. (“U.S. GAAP”) for complete financial statements can be condensed or omitted. However, except as disclosed herein, there has been no material change in the information disclosed in the notes included in our 2021 Annual Report on Form 10-K ("2021 10-K Report"). Revenues, expenses, assets, liabilities, and equities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be representative of those for the full year. In our opinion, all adjustments necessary for a fair statement of the financial statements, which are of a normal and recurring nature, have been made for the interim periods reported. The information included in this 10-Q Report should be read in conjunction with the consolidated financial statements and accompanying notes included in our 2021 10-K Report. Certain amounts in the consolidated financial statements and accompanying notes may not add due to rounding, and all percentages have been calculated using unrounded amounts . |
Common stock reverse stock split | Common stock r everse stock split On May 6, 2022, we completed a reverse stock split of our Common Stock. As a result, outstanding shares of our Common Stock were split at a ratio of 50-for-1 (the “Reverse Stock Split”) with any fractional shares resulting from the Reserve Stock Split rounded up to the next whole share of Common Stock. The number of authorized shares of Common Stock was also correspondingly reduced from 600.0 million shares to 12.0 million shares to give effect to the Reverse Stock Split. Additionally, all rights to receive shares of Common Stock under outstanding warrants, options, restricted stock units (“RSUs”) and performance stock units (“PSUs”) were adjusted to give effect of the Reverse Stock Split. Furthermore, remaining shares of Common Stock available for future issuance under share-based payment award plans and our employee stock purchase plan were adjusted to give effect of the Reverse Stock Split. Pursuant to Section 78.209 of the Nevada Revised Statutes, the approval of our stockholders was not required for our Board of Directors (the “Board”) to effectuate the Reverse Stock Split. In this 10-Q Report, all historical number of shares of Common Stock and per share data have been adjusted to give effect to the Reverse Stock Split. Additionally, since the Common Stock par value was unchanged, historical amounts for Common Stock and additional paid-in capital have been adjusted to give effect to the Reverse Stock Split. |
New accounting standards | B. New accounting standards Adoption of new accounting standards New accounting standards or accounting standards updates were assessed and determined to be either not applicable or did not have a material impact on the Company’s consolidated financial statements or processes. Accounting standards issued but not yet adopted Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting and Scope. In March 2020 and January 2021, Accounting Standards Update (“ASU”) 2020-04 and ASU 2021-01 were issued, respectively. These ASUs provide optional guidance for a limited period of time to ease potential accounting impacts associated with transitioning away from reference rates that are expected to be discontinued, such as London Interbank Offered Rate (LIBOR). These ASUs include practical expedients for contract modifications due to reference rate reform. Generally, contract modifications related to reference rate reform may be considered an event that does not require remeasurement or reassessment of a previous accounting determination at the modification date. These ASUs were effective upon issuance and may be applied prospectively to contract modifications made or evaluated on or before December 31, 2022. Our debt agreements currently include the use of alternate rates when LIBOR is not available. We do not expect the change from LIBOR to an alternate rate will have a material impact to our financial statements and, to the extent we enter into modifications of agreements that are impacted by the LIBOR phase-out, we will apply such guidance to those contract modifications. Other recently issued accounting standards not yet adopted by us are not expected, upon adoption, to have a material impact on our consolidated financial statements or processes. |
Estimates and assumptions | C. Estimates and assumptions The preparation of consolidated financial statements in conformity to U.S. GAAP requires us to make certain estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. We evaluate our estimated assumptions based on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ, at times in material amounts, from these estimates under different assumptions or conditions. |
Significant accounting policies | D. Significant accounting policies The significant accounting policies we use for quarterly financial reporting are disclosed in Note 1, Business, basis of presentation, new accounting standards and summary of significant accounting policies of the accompanying notes to the consolidated financial statements included in our 2021 10-K Report, and in the section below. |
Restricted Cash | Restricted Cash Restricted cash is comprised of escrowed funds deposited with a bank relating to the vitaCare Divestiture . |
Reclassification of Prior Year Presentation | E. Reclassification of prior year presentation Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported consolidated balance sheets and consolidated statements of cash flows. An adjustment has been made to the consolidated statements of operations for the three and nine months ended September 30, 2021 to reclassify vitaCare service revenue. |
Accounts receivable (Tables)
Accounts receivable (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Receivables [Abstract] | |
Summary of accounts receivable allowance for credit losses | The following sets forth activities in our allowance for credit losses (in thousands): Balance as of January 1, 2022 $ 1,334 Charges to provision for credit losses 542 Write-off of uncollectible receivables (255 ) Balance as of September 30, 2022 $ 1,621 |
Inventory (Tables)
Inventory (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Summary of Inventory | Our inventory consisted of the following (in thousands): September 30, 2022 December 31, 2021 Raw materials $ 1,946 $ 3,042 Work in process 218 1,642 Finished products 4,537 2,938 Inventory $ 6,701 $ 7,622 |
Prepaid and other current ass_2
Prepaid and other current assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Prepaid Expense And Other Assets Current [Abstract] | |
Schedule of prepaid and other current assets | Our prepaid and other current assets consisted of the following (in thousands): September 30, 2022 December 31, 2021 Insurance $ 2,370 $ 2,731 Paragraph IV legal proceeding costs 2,334 2,304 Other 5,586 5,513 Prepaid and other current assets $ 10,290 $ 10,548 |
Fixed assets (Tables)
Fixed assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property Plant And Equipment [Abstract] | |
Summary of Fixed Assets, Net | Our fixed assets, net consisted of the following (in thousands): September 30, 2022 December 31, 2021 Furniture and fixtures $ 1,304 $ 1,407 Computer and office equipment 1,803 1,855 Computer software 375 375 Leasehold improvements 65 80 Fixed assets 3,547 3,717 Less: accumulated depreciation and amortization 2,996 2,518 Fixed assets, net $ 551 $ 1,199 |
Licensed rights and other int_2
Licensed rights and other intangible assets (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Information about License Rights and Other Intangible Assets, Net | The following provides information about our license rights and other intangible assets, net (in thousands): September 30, 2022 December 31, 2021 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Net Amount Amortization Net Licensed rights and intangible assets subject to amortization: License rights $ 40,000 $ 9,086 $ 30,914 $ 40,000 $ 6,826 $ 33,174 Hormone therapy drug patents 6,189 1,484 4,705 5,834 1,042 4,792 Hormone therapy drug patents applied and pending approval 1,936 — 1,936 2,020 — 2,020 License rights and other intangible assets subject to amortization 48,125 10,570 37,555 47,854 7,868 39,986 Intangible assets not subject to amortization: Trademarks/trade name rights 321 — 321 332 — 332 License rights and other intangible assets, net $ 48,446 $ 10,570 $ 37,876 $ 48,186 $ 7,868 $ 40,318 |
Accrued expenses and other cu_2
Accrued expenses and other current liabilities (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Payables And Accruals [Abstract] | |
Schedule of Other Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following (in thousands): September 30, 2022 December 31, 2021 Payroll and related costs $ 8,460 $ 13,764 Rebates 16,854 11,010 Sales returns and coupons 3,434 2,422 Selling and marketing 3,475 2,850 Research and development expenses 1,826 1,995 Wholesale distributor fees 4,520 3,614 Professional fees 739 2,571 Operating lease liabilities 1,383 1,361 Income taxes payable 290 — Other accrued expenses and current liabilities 2,587 4,717 Accrued expenses and other current liabilities $ 43,568 $ 44,304 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Our debt consisted of the following (in thousands): September 30, 2022 December 31, 2021 Financing Agreement $ 94,432 $ 200,000 Less: deferred financing fees 830 11,731 Debt, net $ 93,602 $ 188,269 |
Summary of Interest Expense and Other Financing Costs | Interest expense and other financing costs consisted of the following (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Interest expense $ 2,251 $ 5,391 $ 10,888 $ 17,175 Interest prepayment fees — 650 — 4,008 Financing fees amortization 2,582 1,477 20,053 4,158 Interest expense and other financing costs $ 4,833 $ 7,518 $ 30,941 $ 25,341 |
Mandatory Redeemable Preferre_2
Mandatory Redeemable Preferred Stock and Stockholders' Deficit (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Summary of our Outstanding and Exercisable Warrants and Related Transactions | As of September 30, 2022, the following table summarizes the status of our outstanding and exercisable warrants and related transactions (each adjusted to account for the 50-for-1 Outstanding Exercisable Warrants Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life (in Years) Warrants Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life (in Years) As of January 1, 2022 103 $ 76.19 $ — 8.3 103 $ 76.19 $ — 8.3 Granted 311 0.20 Expired (3 ) 341.50 As of September 30, 2022 411 $ 17.08 $ 2,055 9.3 286 $ 24.54 $ 2,055 9.1 The above table includes an aggregate of Lenders Warrants to purchase 310,000 shares of our Common Stock with an exercise price of $0.01 per warrant |
Summary of Stock Option Activity | The following table summarizes the status of our outstanding and exercisable options and related transactions 50-for-1 since December 31, 2021 (in thousands, except weighted average exercise price and weighted average remaining contractual life data): Outstanding Exercisable Options Awards Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life (in Years) Options Awards Weighted Average Exercise Price Aggregate Intrinsic Value Weighted Average Remaining Contractual Life (in Years) As of January 1, 2022 353 $ 225.98 $ - 3.8 336 $ 230.93 $ - 3.6 Cancelled/Forfeited (1 ) 1,885.39 Expired (155 ) 238.45 As of September 30, 2022 197 $ 216.65 $ - 3.5 192 $ 219.65 $ - 3.4 |
Summary of Unrecognized Share Based Compensation Cost Expected to be Recognized | The unrecognized compensation cost as of September 30, 2022 is expected to be recognized as share-based payment award compensation over a weighted average period of 1.8 years as follows (in thousands): Year Ending December 31, 2022 (3 months) $ 1,098 2023 3,255 2024 1,556 2025 157 $ 6,066 |
Restricted Stock Units [Member] | |
Schedule of RSUs and PSUs | The following table summarizes the status of our RSUs and related transactions (each adjusted to account for the 50-for-1 Outstanding Vested and not settled RSUs Weighted Average Grant Date Fair Value Aggregate Intrinsic Value RSUs Weighted Average Grant Date Fair Value Aggregate Intrinsic Value As of January 1, 2022 272 $ 58.93 $ 4,891 31 $ 105.28 $ 566 Granted 170 16.05 Vested and settled (106 ) 69.42 1,180 Cancelled/Forfeited (35 ) 54.91 As of September 30, 2022 301 $ 31.50 $ 1,998 104 $ 38.58 $ 692 |
Performance Shares Unit [Member] | |
Schedule of RSUs and PSUs | The following table summarizes the status of our PSUs and related transactions (each adjusted to account for the 50-for-1 Outstanding Vested and not settled PSUs Weighted Average Grant Date Fair Value Aggregate Intrinsic Value PSUs Weighted Average Grant Date Fair Value Aggregate Intrinsic Value As of January 1, 2022 164 $ 51.50 $ 2,953 39 $ 58.81 $ 709 Granted 63 34.50 Vested and settled (52 ) 58.26 695 Cancelled/Forfeited (75 ) 44.82 As of September 30, 2022 100 (1) $ 42.32 $ 664 43 $ — $ 282 (1) depending on the Company’s achievement of certain performance goals |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Disaggregation Of Revenue [Abstract] | |
Summary of information about disaggregated revenue by product mix | The following table provides information about disaggregated revenue by product mix and service (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Product revenue: ANNOVERA $ 10,415 $ 11,807 $ 37,196 $ 30,112 IMVEXXY 6,947 8,016 20,583 24,866 BIJUVA 2,663 3,298 7,877 7,899 Prescription vitamin 892 1,335 2,671 4,162 Product revenue, net 20,917 24,456 68,327 67,039 License and service - 950 484 1,234 Total revenue, net $ 20,917 $ 25,406 $ 68,811 $ 68,273 |
Earnings (loss) per common sh_2
Earnings (loss) per common share (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Summary of computation of basic and diluted earnings (loss) per common share | The following table sets forth the computation of basic and diluted earnings (loss) per common share (each adjusted to account for the 50 Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Numerator: Net income (loss) $ (28,965 ) $ (47,420 ) $ 34,295 $ (129,455 ) Denominator: Weighted average common shares for basic loss per common share 9,261 8,444 8,877 7,762 Effect of dilutive securities — — 328 — Weighted average common shares for diluted loss per common share 9,261 8,444 9,205 7,762 Earnings (loss) per common share, basic $ (3.13 ) $ (5.62 ) $ 3.86 $ (16.68 ) Earnings (loss) per common share, diluted $ (3.13 ) $ (5.62 ) $ 3.73 $ (16.68 ) |
Schedule of antidilutive securities excluded from computation of earnings per share | The following table sets forth the outstanding securities as of the periods presented which were not included in the calculation of diluted earnings per common share during the respective three months ended September 30, 2022, and three and nine months ended September 31, 2021 (in thousands): As of September 30, 2022 2021 Stock options 197 369 RSUs 301 323 PSUs 100 194 Warrants 411 103 1,009 989 |
Business Concentrations (Tables
Business Concentrations (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Disclosure of Revenue and Purchases [Line Items] | |
Summary of Customers with Product Revenue and Accounts Receivable | Customers with product revenue equal to or greater than 10% Nine Months Ended September 30, 2022 2021 Customer A * 10% Customer B 18% 16% Customer C 17% 18% Customer E * 12% Customer F 16% * * Less than 10% of total product revenue |
Summary of Vendors with Product Purchases and Accounts Payable | Vendors with product purchases equal to or greater than 10% Nine Months Ended September 30, 2022 2021 Catalent 23% 27% Vendor A 49% 41% Vendor B 25% 30% * Less than 10% of total product purchases |
Accounts Receivable [Member] | |
Disclosure of Revenue and Purchases [Line Items] | |
Summary of Customers with Product Revenue and Accounts Receivable | Customers that accounted for 10% September 30, 2022 December 31, 2021 Customer B 27% 21% Customer C 19% 35% Customer D 10% 11% Customer G 20% * * Balance was less than 10% of accounts receivable, gross |
Accounts Payable [Member] | |
Disclosure of Revenue and Purchases [Line Items] | |
Summary of Vendors with Product Purchases and Accounts Payable | Vendors that accounted for 10% September 30, 2022 December 31, 2021 Vendor E * 19% Vendor F 32% 20% * Balance was less than 10% of total accounts payable |
Business, basis of presentati_3
Business, basis of presentation, new accounting standards and summary of significant accounting policies - Additional Information (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||||||
Oct. 28, 2022 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | Jul. 29, 2022 USD ($) $ / shares shares | May 06, 2022 shares | Apr. 14, 2022 USD ($) | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) shares | Jun. 30, 2021 USD ($) shares | Mar. 31, 2021 USD ($) shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2021 USD ($) | May 05, 2022 shares | Dec. 31, 2021 $ / shares shares | |
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Proceeds from sale of business, net of transaction costs | $ 142,634 | ||||||||||||
Gain on sale of business | 143,384 | ||||||||||||
Restricted cash | $ 11,250 | $ 11,250 | 11,250 | ||||||||||
Loss from operations | 20,747 | $ 39,921 | 65,817 | $ 104,378 | |||||||||
Interest expense and other financing costs | $ 4,833 | 7,518 | 30,941 | $ 25,341 | |||||||||
Current liabilities over current assets | 86,600 | ||||||||||||
Total liabilities over total assets | $ 48,300 | ||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||
Aggregate purchase price | $ 2,454 | $ 31,819 | $ 163 | $ 150,899 | |||||||||
Reverse stock split, conversion ratio | 0.02 | 0.02 | |||||||||||
Reverse stock split, description | outstanding shares of our Common Stock were split at a ratio of 50-for-1 | 50-for-1 reverse stock split | |||||||||||
Number of authorized shares of common stock | shares | 12,000,000 | 12,000,000 | 12,000,000 | 12,000,000 | 600,000,000 | 12,000,000 | |||||||
Common Stock [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Shares issued and sold | shares | 565,000 | 575,000 | 3,000 | 1,857,000 | |||||||||
Aggregate purchase price | $ 1 | $ 2 | |||||||||||
Subscription Agreement [Member] | Rubric Capital Management LP [Member] | Private Placement Offering [Member] | Common Stock [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Shares issued and sold | shares | 565,000 | ||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | ||||||||||||
Aggregate purchase price | $ 2,700 | ||||||||||||
Number of shares for make-whole payment under financing agreement | shares | 263,666 | ||||||||||||
Subscription Agreement [Member] | Rubric Capital Management LP [Member] | Private Placement Offering [Member] | Series A Preferred Stock [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Shares issued and sold | shares | 7,000 | 15,000 | |||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | ||||||||||||
Aggregate gross proceeds | $ 7,000 | $ 15,000 | |||||||||||
Aggregate purchase price | $ 7,000 | $ 12,300 | |||||||||||
Subscription Agreement [Member] | Preferred Stock Investor [Member] | Private Placement Offering [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Number of shares for make-whole payment under financing agreement | shares | 263,666 | ||||||||||||
Subscription Agreement [Member] | Preferred Stock Investor [Member] | Private Placement Offering [Member] | Subsequent Event [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Number of shares for make-whole payment under financing agreement | shares | 263,666 | ||||||||||||
Subscription Agreement [Member] | Preferred Stock Investor [Member] | Private Placement Offering [Member] | Preferred Stock [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Shares issued and sold | shares | 7,000 | ||||||||||||
Aggregate purchase price | $ 7,000 | ||||||||||||
Maturity date of preferred stock description | (i) the maturity date of the Preferred Stock of December 31, 2022, which shall be automatically extended, on a day-for-day basis, to the extent the maturity date under the Financing Agreement is extended, but by no more than a total of 60 days without the consent of the holders representing at least 66 2/3% of the outstanding shares of Preferred Stock (the “Preferred Stock Maturity Date”) | ||||||||||||
Maximum number of days for preferred stock maturity date extension | 60 days | ||||||||||||
Percentage of minimum outstanding shares of preferred stock require to consent to extent maturity date | 66.6666% | ||||||||||||
Subscription Agreement [Member] | Preferred Stock Investor [Member] | Private Placement Offering [Member] | Preferred Stock [Member] | Subsequent Event [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Shares issued and sold | shares | 7,000 | ||||||||||||
Aggregate gross proceeds | $ 7,000 | ||||||||||||
Aggregate purchase price | $ 7,000 | ||||||||||||
Financing Agreement Amendment No 16 [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Warrants issued to purchase of common stock | shares | 125,000 | 185,000 | 125,000 | 125,000 | |||||||||
Exercise price of common stock | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||
Financing Agreement Amendment No 16 [Member] | Subsequent Event [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Warrants issued to purchase of common stock | shares | 125,000 | ||||||||||||
Exercise price of common stock | $ / shares | $ 0.01 | ||||||||||||
Financing Agreement Amendment No 16 [Member] | Common Stock [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Warrants issued to purchase of common stock | shares | 125,000 | ||||||||||||
Financing Agreement Amendment No 16 [Member] | Maximum [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Threshold value of cash proceeds from equity issuance | $ 7,000 | ||||||||||||
VitaCare Divestiture [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Proceeds from sale of business, net of transaction costs | $ 142,600 | ||||||||||||
Transaction costs | 7,200 | ||||||||||||
Gain on sale of business | 143,400 | ||||||||||||
Estimated minimum service fee commitment for remainder of fiscal year | 2,000 | ||||||||||||
Estimated minimum service fee commitment, due 2023 | 10,700 | ||||||||||||
Estimated minimum service fee commitment, due 2024 | 13,400 | ||||||||||||
Estimated minimum service fee commitment, due 2025 | 15,400 | ||||||||||||
Estimated minimum service fee commitment, due 2026 | 16,200 | ||||||||||||
Estimated minimum service fee commitment, due 2027 | 5,500 | ||||||||||||
VitaCare Divestiture [Member] | Maximum [Member] | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Contingent cash consideration from sale of business | 7,000 | ||||||||||||
VitaCare Divestiture [Member] | Purchase Agreement | |||||||||||||
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Restricted cash | $ 11,300 |
Accounts receivable - Summary O
Accounts receivable - Summary Of Accounts Receivable Allowance For Credit Losses (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Receivables [Abstract] | ||
Beginning balance | $ 1,334 | |
Charges to provision for credit losses | 542 | $ 540 |
Write-off of uncollectible receivables | (255) | |
Ending Balance | $ 1,621 |
Inventory - Summary of Inventor
Inventory - Summary of Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 1,946 | $ 3,042 |
Work in process | 218 | 1,642 |
Finished products | 4,537 | 2,938 |
Inventory | $ 6,701 | $ 7,622 |
Inventory - Additional Informat
Inventory - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | ||||
Inventory charge | $ 0 | $ 600,000 | $ 73,000 | $ 1,082,000 |
Prepaid and other current ass_3
Prepaid and other current assets - Schedule of prepaid and other current assets consisted of the following (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Insurance | $ 2,370 | $ 2,731 |
Paragraph IV legal proceeding costs | 2,334 | 2,304 |
Other | 5,586 | 5,513 |
Prepaid and other current assets | $ 10,290 | $ 10,548 |
Fixed assets - Summary of Fixed
Fixed assets - Summary of Fixed Assets, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Property Plant And Equipment [Line Items] | ||
Fixed assets | $ 3,547 | $ 3,717 |
Less: accumulated depreciation and amortization | 2,996 | 2,518 |
Fixed assets, net | 551 | 1,199 |
Furniture and fixtures [Member] | ||
Property Plant And Equipment [Line Items] | ||
Fixed assets | 1,304 | 1,407 |
Computer and office equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Fixed assets | 1,803 | 1,855 |
Computer software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Fixed assets | 375 | 375 |
Leasehold improvements [Member] | ||
Property Plant And Equipment [Line Items] | ||
Fixed assets | $ 65 | $ 80 |
Fixed assets - Additional Infor
Fixed assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation | $ 0.2 | $ 0.2 | $ 0.5 | $ 0.6 |
Licensed rights and other int_3
Licensed rights and other intangible assets - Summary of Information about License Rights and Other Intangible Assets, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross Carrying Amount | $ 48,125 | $ 47,854 |
Finite-Lived Intangible Assets, Accumulated Amortization | 10,570 | 7,868 |
Finite-Lived Intangible Assets, Net | 37,555 | 39,986 |
License Rights and Intangible Assets, Net, Gross Carrying Amount (Excluding Goodwill) | 48,446 | 48,186 |
License rights and other intangible assets, net | 37,876 | 40,318 |
License rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross Carrying Amount | 40,000 | 40,000 |
Finite-Lived Intangible Assets, Accumulated Amortization | 9,086 | 6,826 |
Finite-Lived Intangible Assets, Net | 30,914 | 33,174 |
Hormone therapy drug patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross Carrying Amount | 6,189 | 5,834 |
Finite-Lived Intangible Assets, Accumulated Amortization | 1,484 | 1,042 |
Finite-Lived Intangible Assets, Net | 4,705 | 4,792 |
Hormone therapy drug candidate patents - applied and pending [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross Carrying Amount | 1,936 | 2,020 |
Finite-Lived Intangible Assets, Net | 1,936 | 2,020 |
Trademarks/trade name rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets, Gross Carrying Amount and Net | $ 321 | $ 332 |
Licensed rights and other int_4
Licensed rights and other intangible assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Patents [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 0.1 | $ 0.1 | $ 0.4 | $ 0.2 |
License rights [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 0.8 | $ 0.8 | $ 2.3 | $ 2.3 |
Accrued expenses and other cu_3
Accrued expenses and other current liabilities - Schedule of Other Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Payables And Accruals [Abstract] | ||
Payroll and related costs | $ 8,460 | $ 13,764 |
Rebates | 16,854 | 11,010 |
Sales returns and coupons | 3,434 | 2,422 |
Selling and marketing | 3,475 | 2,850 |
Research and development expenses | 1,826 | 1,995 |
Wholesale distributor fees | 4,520 | 3,614 |
Professional fees | 739 | 2,571 |
Operating lease liabilities | $ 1,383 | $ 1,361 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other current liabilities | Accrued expenses and other current liabilities |
Income taxes payable | $ 290 | |
Other accrued expenses and current liabilities | 2,587 | $ 4,717 |
Accrued expenses and other current liabilities | $ 43,568 | $ 44,304 |
Accrued expenses and other cu_4
Accrued expenses and other current liabilities - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Payables And Accruals [Abstract] | ||||
Advertising costs | $ 4.8 | $ 14.6 | $ 12.6 | $ 34.4 |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Less: deferred financing fees | $ 830 | $ 11,731 |
Debt, net | 93,602 | 188,269 |
Financing Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Financing Agreement | $ 94,432 | $ 200,000 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||||
Oct. 28, 2022 | Jul. 29, 2022 | Jul. 28, 2022 | Jul. 27, 2022 | Jul. 24, 2022 | Jul. 13, 2022 | May 31, 2022 | Apr. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||||||||||||
Prepayment of debt | $ 125,000 | $ 50,000 | |||||||||||
Loss on extinguishment of debt | 8,380 | ||||||||||||
Deferred financing fees | $ 830 | 830 | $ 11,731 | ||||||||||
Warrants derivative liability | 2,100 | 2,100 | |||||||||||
Loss on warrants derivative liability | 100 | 100 | |||||||||||
Payment in kind interest | $ 2,500 | $ 2,500 | |||||||||||
Financing Agreement [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Stated interest rate | 10.45% | 10.45% | |||||||||||
Financing Agreement Amendment No 9 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Minimum cash balance requirement under credit agreements | $ 60,000 | ||||||||||||
Prepayment penalty | 60,000 | ||||||||||||
Payment of in kind amendment financing fee | 30,000 | ||||||||||||
Loss on extinguishment of debt | 8,400 | ||||||||||||
Financing Agreement Amendment No 10 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Minimum cash balance requirement under credit agreements | $ 10,000 | ||||||||||||
Payment of in kind amendment financing fee | $ 1,800 | ||||||||||||
Maturity date | Jul. 13, 2022 | ||||||||||||
Financing Agreement Amendment No 11 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Percentage of capital stock pledged | 100% | ||||||||||||
Financing Agreement Amendment No 12 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maturity date | Jul. 24, 2022 | ||||||||||||
Payment in kind amendment fee payable to lender | $ 1,200 | ||||||||||||
Financing Agreement Amendment No 13 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maturity date | Jul. 27, 2022 | ||||||||||||
Accrued and unpaid interest payable to lenders | $ 2,900 | ||||||||||||
Financing Agreement Amendment No 14 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maturity date | Jul. 28, 2022 | ||||||||||||
Financing Agreement Amendment No 15 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maturity date | Jul. 29, 2022 | ||||||||||||
Financing Agreement Amendment No 16 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Warrants issued to purchase of common stock | 185,000 | 125,000 | 125,000 | ||||||||||
Exercise price of common stock | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||
Warrants issued to purchase price of common stock | $ 1,200 | $ 800 | $ 800 | ||||||||||
Financing Agreement Amendment No 16 [Member] | Subsequent Event [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maturity date | Nov. 30, 2022 | ||||||||||||
Warrants issued to purchase of common stock | 125,000 | ||||||||||||
Exercise price of common stock | $ 0.01 | ||||||||||||
Financing Agreement Amendment No 16 [Member] | Maximum [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Threshold value of cash proceeds from equity issuance | $ 7,000 | ||||||||||||
Debt Covenants [Member] | Financing Agreement Amendment No 9 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Waivable in kind amendment fee | 16,000 | ||||||||||||
Prepayment of debt | 120,000 | ||||||||||||
Waived in kind amendment fee | $ 16,000 | ||||||||||||
Debt Covenants [Member] | Financing Agreement Amendment No 9 [Member] | VitaCare Divestiture [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Prepayment of debt | $ 120,000 | ||||||||||||
Debt Covenants [Member] | Financing Agreement Amendment No 9 [Member] | Minimum [Member] | VitaCare Divestiture [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Proceeds from divestiture of business to pay off debt, threshold amount | $ 135,000 | ||||||||||||
Debt Covenants [Member] | Financing Agreement Amendment No 10 [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Minimum cash balance requirement under credit agreements | $ 10,000 | $ 10,000 |
Debt - Summary of Interest Expe
Debt - Summary of Interest Expense and Other Financing Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Debt Disclosure [Abstract] | ||||
Interest expense | $ 2,251 | $ 5,391 | $ 10,888 | $ 17,175 |
Interest prepayment fees | 650 | 4,008 | ||
Financing fees amortization | 2,582 | 1,477 | 20,053 | 4,158 |
Interest expense and other financing costs | $ 4,833 | $ 7,518 | $ 30,941 | $ 25,341 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 06, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | |
Recorded Unconditional Purchase Obligation [Line Items] | |||
Share-based compensation | $ 8,587 | $ 12,779 | |
Executive Officer [Member] | |||
Recorded Unconditional Purchase Obligation [Line Items] | |||
Severance expenses | $ 4,800 | ||
Share-based compensation | $ 3,200 | ||
Prepaid Expenses and Other Current Assets [Member] | Paragraph Four Certification Notice Letter [Member] | |||
Recorded Unconditional Purchase Obligation [Line Items] | |||
Legal proceeding costs | $ 2,300 | ||
BIJUVA [Member] | |||
Recorded Unconditional Purchase Obligation [Line Items] | |||
Minimum supply commitment fee percentage payable | 50% | ||
IMVEXXY [Member] | |||
Recorded Unconditional Purchase Obligation [Line Items] | |||
Minimum supply commitment fee percentage payable | 60% |
Mandatory Redeemable Preferre_3
Mandatory Redeemable Preferred Stock and Stockholders' Deficit - Rubric Capital Management LP Subscription Agreements (Sale of mandatory redeemable preferred stock and common stock) - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Jul. 29, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Dec. 31, 2021 | |
Class Of Stock [Line Items] | ||||||||
Aggregate purchase price | $ 2,454 | $ 31,819 | $ 163 | $ 150,899 | ||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | ||||
Change of Control Transactions [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Preferred stock, redemption price per share | $ 1,333 | $ 1,333 | $ 1,333 | |||||
Bankruptcy Proceeding [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Preferred stock, redemption price per share | 1,333 | 1,333 | 1,333 | |||||
Extension Terms [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Preferred stock, redemption price per share | 1,333 | $ 1,333 | 1,333 | |||||
Common Stock [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Shares issued and sold | 565,000 | 575,000 | 3,000 | 1,857,000 | ||||
Aggregate purchase price | $ 1 | $ 2 | ||||||
Subscription Agreement [Member] | Rubric Capital Management LP [Member] | Private Placement Offering [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Preferred stock liquidation preference value per share | $ 1,333 | $ 1,333 | $ 1,333 | |||||
Preferred stock, dividend rate, percentage | 25% | |||||||
Subscription Agreement [Member] | Common Stock [Member] | Rubric Capital Management LP [Member] | Private Placement Offering [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Shares issued and sold | 565,000 | |||||||
Purchase price per share | $ 4.72 | |||||||
Aggregate purchase price | $ 2,700 | |||||||
Number of shares for make-whole payment under financing agreement | 263,666 | |||||||
Series A Preferred Stock [Member] | Subscription Agreement [Member] | Rubric Capital Management LP [Member] | Private Placement Offering [Member] | ||||||||
Class Of Stock [Line Items] | ||||||||
Shares issued and sold | 7,000 | 15,000 | ||||||
Purchase price per share | $ 822.21 | |||||||
Aggregate purchase price | $ 7,000 | $ 12,300 | ||||||
Aggregate gross proceeds | $ 7,000 | $ 15,000 | ||||||
Preferred Stock, Shares Authorized | 30,000 | 30,000 | 30,000 | |||||
Preferred stock, shares outstanding | 22,000 | 22,000 | 22,000 | |||||
Preferred stock liquidation preference value per share | $ 1,333 | $ 1,333 | $ 1,333 |
Mandatory Redeemable Preferre_4
Mandatory Redeemable Preferred Stock and Stockholders' Deficit - Warrants - Additional Information (Details) | 9 Months Ended | ||
May 06, 2022 | Sep. 30, 2022 $ / shares shares | Dec. 31, 2021 $ / shares | |
Class Of Stock [Line Items] | |||
Reverse stock split, conversion ratio | 0.02 | 0.02 | |
Reverse stock split, description | outstanding shares of our Common Stock were split at a ratio of 50-for-1 | 50-for-1 reverse stock split | |
Warrant [Member] | |||
Class Of Stock [Line Items] | |||
Reverse stock split, conversion ratio | 0.02 | ||
Reverse stock split, description | 50-for-1 reverse stock split | ||
Exercise price of common stock | $ 17.08 | $ 76.19 | |
Warrant [Member] | July and September Lender Subscription Agreement [Member] | |||
Class Of Stock [Line Items] | |||
Class of Warrant or An aggregate of lenders warrants to purchase shares | shares | 310,000 | ||
Exercise price of common stock | $ 0.01 |
Mandatory Redeemable Preferre_5
Mandatory Redeemable Preferred Stock and Stockholders' Deficit - Summary of our Outstanding and Exercisable Warrants and Related Transactions (Details) - Warrant [Member] - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Class Of Warrant Or Right [Line Items] | ||
Warrants, outstanding, beginning balance | 103,000 | |
Warrants, outstanding, granted | 311,000 | |
Warrants, outstanding, expired | (3,000) | |
Warrants, outstanding, ending balance | 411,000 | 103,000 |
Weighted average exercise price, outstanding, beginning balance | $ 76.19 | |
Weighted average exercise price, outstanding, granted | 0.20 | |
Weighted average exercise price, outstanding, expired | 341.50 | |
Weighted average exercise price, outstanding, ending balance | $ 17.08 | $ 76.19 |
Aggregate intrinsic value, outstanding | $ 2,055 | |
Weighted average remaining contractual life (in years), outstanding | 9 years 3 months 18 days | 8 years 3 months 18 days |
Warrants, exercisable, beginning balance | 103,000 | |
Warrants, exercisable, ending balance | 286,000 | 103,000 |
Weighted average exercise price, exercisable, beginning balance | $ 76.19 | |
Weighted average exercise price, exercisable, ending balance | $ 24.54 | $ 76.19 |
Aggregate intrinsic value, exercisable | $ 2,055 | |
Weighted average remaining contractual life (in years), exercisable | 9 years 1 month 6 days | 8 years 3 months 18 days |
Mandatory Redeemable Preferre_6
Mandatory Redeemable Preferred Stock and Stockholders' Deficit - Share-based Compensation Payment Plans - Additional Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||
May 06, 2022 | Sep. 30, 2022 USD ($) shares | Sep. 30, 2021 USD ($) | Sep. 30, 2022 USD ($) shares | Sep. 30, 2021 USD ($) | |
Class Of Stock [Line Items] | |||||
Reverse stock split, conversion ratio | 0.02 | 0.02 | |||
Reverse stock split, description | outstanding shares of our Common Stock were split at a ratio of 50-for-1 | 50-for-1 reverse stock split | |||
Share-based payment arrangement, expense | $ | $ 4.3 | $ 7.3 | $ 8.6 | $ 12.8 | |
Total unrecognized share based compensation | $ | $ 6.1 | $ 6.1 | |||
Share-based compensation over a weighted average period | 1 year 9 months 18 days | ||||
2019 Stock Incentive Plan [Member] | |||||
Class Of Stock [Line Items] | |||||
Number of shares common stock available | 242,015 | 242,015 | |||
Performance Shares Unit [Member] | |||||
Class Of Stock [Line Items] | |||||
Number of shares outstanding | 598,223 | 598,223 | |||
Maximum number shares to be issued upon performance goals are achieved | 663,731 | 663,731 | |||
Options [Member] | |||||
Class Of Stock [Line Items] | |||||
Reverse stock split, conversion ratio | 0.02 | ||||
Reverse stock split, description | 50-for-1 reverse stock split | ||||
RSU Outstanding [Member] | |||||
Class Of Stock [Line Items] | |||||
Reverse stock split, conversion ratio | 0.02 | ||||
Reverse stock split, description | 50-for-1 reverse stock split | ||||
PSUs Outstanding [Member] | |||||
Class Of Stock [Line Items] | |||||
Reverse stock split, conversion ratio | 0.02 | ||||
Reverse stock split, description | 50-for-1 reverse stock split |
Mandatory Redeemable Preferre_7
Mandatory Redeemable Preferred Stock and Stockholders' Deficit) - Summary of Stock Option Activity (Details) - $ / shares shares in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | ||
Options awards outstanding, Beginning balance | 353 | |
Options awards outstanding, Cancelled/Forfeited | (1) | |
Options awards outstanding, Expired | (155) | |
Options awards outstanding, Ending balance | 197 | 353 |
Options awards outstanding, weighted average exercise price, Beginning balance | $ 225.98 | |
Options awards outstanding, weighted average exercise price, Cancelled/Forfeited | 1,885.39 | |
Options awards outstanding, weighted average exercise price, Expired | 238.45 | |
Options awards outstanding, weighted average exercise price, Ending balance | $ 216.65 | $ 225.98 |
Options awards outstanding, Weighted Average Remaining Contractual Life (in Years) | 3 years 6 months | 3 years 9 months 18 days |
Options awards exercisable, Option Awards | 336 | |
Options awards exercisable, Option Awards | 192 | 336 |
Options awards exercisable, Weighted Average Exercise Price | $ 219.65 | $ 230.93 |
Options awards exercisable, Weighted Average Remaining Contractual Life (in Years) | 3 years 4 months 24 days | 3 years 7 months 6 days |
Mandatory Redeemable Preferre_8
Mandatory Redeemable Preferred Stock and Stockholders' Deficit - Schedule of Restricted Stock Units (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | |
Sep. 30, 2022 | Dec. 31, 2021 | |
RSU Outstanding [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning balance, number of shares | 272 | |
Granted, number of shares | 170 | |
Vested/Released, number of shares | (106) | |
Forfeited, number of shares | (35) | |
Ending balance, number of shares | 301 | |
Beginning balance, weighted average grant date fair value | $ 58.93 | |
Granted, weighted average grant date fair value | 16.05 | |
Vested/Released, weighted average grant date fair value | 69.42 | |
Forfeited, weighted average grant date fair value | 54.91 | |
Ending balance, weighted average grant date fair value | $ 31.50 | |
Aggregate intrinsic value | $ 1,998 | $ 4,891 |
Aggregate intrinsic value, vested/released | $ 1,180 | |
RSU Vested and Not Settled [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning balance, number of shares | 31 | |
Ending balance, number of shares | 104 | |
Beginning balance, weighted average grant date fair value | $ 105.28 | |
Ending balance, weighted average grant date fair value | $ 38.58 | |
Aggregate intrinsic value | $ 692 | $ 566 |
Mandatory Redeemable Preferre_9
Mandatory Redeemable Preferred Stock and Stockholders' Deficit - Schedule of Performance Stock Units (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended | ||
Sep. 30, 2022 | Dec. 31, 2021 | ||
PSUs Outstanding [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Beginning balance, number of shares | 164 | ||
Granted, number of shares | 63 | ||
Vested and settled, number of shares | (52) | ||
Forfeited, number of shares | (75) | ||
Ending balance, number of shares | [1] | 100 | |
Beginning balance, weighted average grant date fair value | $ 51.50 | ||
Granted, weighted average grant date fair value | 34.50 | ||
Vested/Released, weighted average grant date fair value | 58.26 | ||
Forfeited, weighted average grant date fair value | 44.82 | ||
Ending balance, weighted average grant date fair value | $ 42.32 | ||
Aggregate intrinsic value | $ 664 | $ 2,953 | |
Aggregate intrinsic value, vested/released | $ 695 | ||
PSUs Vested and Not Settled [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Beginning balance, number of shares | 39 | ||
Ending balance, number of shares | 43 | ||
Beginning balance, weighted average grant date fair value | $ 58.81 | ||
Aggregate intrinsic value | $ 282 | $ 709 | |
[1] depending on the Company’s achievement of certain performance goals |
Mandatory Redeemable Preferr_10
Mandatory Redeemable Preferred Stock and Stockholders' Deficit - Schedule of Performance Stock Units (Parenthetical) (Details) - Performance Shares Unit [Member] | Sep. 30, 2022 shares |
Minimum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares will vest upon the achievement of performance goals | 0 |
Maximum [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of shares will vest upon the achievement of performance goals | 165,548 |
Mandatory Redeemable Preferr_11
Mandatory Redeemable Preferred Stock and Stockholders' Deficit - Summary of Unrecognized Share Based Compensation Cost Expected to be Recognized (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Equity [Abstract] | |
2022 (3 months) | $ 1,098 |
2023 | 3,255 |
2024 | 1,556 |
2025 | 157 |
Total | $ 6,066 |
Revenue - Summary of informatio
Revenue - Summary of information about disaggregated revenue by product mix (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Product revenue: | ||||
Total revenue, net | $ 20,917 | $ 25,406 | $ 68,811 | $ 68,273 |
ANNOVERA [Member] | ||||
Product revenue: | ||||
Total revenue, net | 10,415 | 11,807 | 37,196 | 30,112 |
IMVEXXY [Member] | ||||
Product revenue: | ||||
Total revenue, net | 6,947 | 8,016 | 20,583 | 24,866 |
BIJUVA [Member] | ||||
Product revenue: | ||||
Total revenue, net | 2,663 | 3,298 | 7,877 | 7,899 |
Prescription Vitamins [Member] | ||||
Product revenue: | ||||
Total revenue, net | 892 | 1,335 | 2,671 | 4,162 |
Product [Member] | ||||
Product revenue: | ||||
Total revenue, net | $ 20,917 | 24,456 | 68,327 | 67,039 |
License and Service [Member] | ||||
Product revenue: | ||||
Total revenue, net | $ 950 | $ 484 | $ 1,234 |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Disaggregation of Revenue [Line Items] | ||||
Sales | $ 20,917,000 | $ 25,406,000 | $ 68,811,000 | $ 68,273,000 |
BIJUVA [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales | 2,663,000 | 3,298,000 | 7,877,000 | 7,899,000 |
Theramex License Agreement [Member] | BIJUVA [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales | 400,000 | 700,000 | 1,400,000 | 700,000 |
Knight License Agreement [Member] | BIJUVA [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Sales | $ 0 | $ 0 | $ 0 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | ||||
(Benefit) provision for income taxes | $ (260,000) | $ 0 | $ 290,000 | $ 0 |
Earnings (loss) per common sh_3
Earnings (loss) per common share - Additional Information (Details) shares in Thousands | 3 Months Ended | 9 Months Ended | |||
May 06, 2022 | Sep. 30, 2022 shares | Sep. 30, 2021 shares | Sep. 30, 2022 shares | Sep. 30, 2021 shares | |
Earnings Per Share [Line Items] | |||||
Reverse stock split, conversion ratio | 0.02 | 0.02 | |||
Reverse stock split, description | outstanding shares of our Common Stock were split at a ratio of 50-for-1 | 50-for-1 reverse stock split | |||
Not potentially dilutive securities, Outstanding PSUs | 1,009 | 989 | 989 | ||
PSUs [Member] | |||||
Earnings Per Share [Line Items] | |||||
Not potentially dilutive securities, Outstanding PSUs | 100 | 194 | 58 | 194 |
Earnings (loss) per common sh_4
Earnings (loss) per common share - Summary of computation of basic and diluted earnings (loss) per common share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Numerator: | ||||||||
Net income (loss) | $ (28,965) | $ 112,281 | $ (49,021) | $ (47,420) | $ (42,652) | $ (39,383) | $ 34,295 | $ (129,455) |
Denominator: | ||||||||
Weighted average common shares for basic loss per common share | 9,261 | 8,444 | 8,877 | 7,762 | ||||
Effect of dilutive securities | 0 | 0 | 328 | 0 | ||||
Weighted average common shares for diluted loss per common share | 9,261 | 8,444 | 9,205 | 7,762 | ||||
(Loss) earnings per common share, basic | $ (3.13) | $ (5.62) | $ 3.86 | $ (16.68) | ||||
(Loss) earnings per common share, diluted | $ (3.13) | $ (5.62) | $ 3.73 | $ (16.68) |
Earnings (loss) per common sh_5
Earnings (loss) per common share - Schedule of calculation of diluted net loss per share allocable to common stockholders (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,009 | 989 | 989 | |
Stock options [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 197 | 369 | 369 | |
RSUs [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 301 | 323 | 323 | |
PSUs [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 100 | 194 | 58 | 194 |
Warrant [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 411 | 103 | 103 |
Related parties - Additional In
Related parties - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Catalent [Member] | ||
Related Party Transaction [Line Items] | ||
Amount billed | $ 1.1 | $ 2.6 |
Business concentrations - Addit
Business concentrations - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2022 | |
Customer Concentration Risk [Member] | Maximum [Member] | Accounts Receivable [Member] | |
Concentration Risk [Line Items] | |
Concentration Risk, Percentage | 10% |
Customer Concentration Risk [Member] | Maximum [Member] | Revenue [Member] | |
Concentration Risk [Line Items] | |
Concentration Risk, Percentage | 10% |
Customer Concentration Risk [Member] | Minimum [Member] | Accounts Receivable [Member] | |
Concentration Risk [Line Items] | |
Concentration Risk, Percentage | 10% |
Customer Concentration Risk [Member] | Minimum [Member] | Revenue [Member] | |
Concentration Risk [Line Items] | |
Concentration Risk, Percentage | 10% |
Vendor Concentration Risk [Member] | Maximum [Member] | Product purchases [Member] | |
Concentration Risk [Line Items] | |
Concentration Risk, Percentage | 10% |
Vendor Concentration Risk [Member] | Maximum [Member] | Accounts Payable [Member] | |
Concentration Risk [Line Items] | |
Concentration Risk, Percentage | 10% |
Vendor Concentration Risk [Member] | Minimum [Member] | Product purchases [Member] | |
Concentration Risk [Line Items] | |
Concentration Risk, Percentage | 10% |
Vendor Concentration Risk [Member] | Minimum [Member] | Accounts Payable [Member] | |
Concentration Risk [Line Items] | |
Concentration Risk, Percentage | 10% |
Business concentrations - Summa
Business concentrations - Summary of Customers with Product Revenue (Details) - Customer Concentration Risk [Member] - Revenue [Member] | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Customer A [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 10% | |
Customer B [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 18% | 16% |
Customer C [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 17% | 18% |
Customer E [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 12% | |
Customer F [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 16% |
Business concentrations - Sum_2
Business concentrations - Summary of Customers that Accounted for 10% or Greater of Accounts Receivable (Details) - Customer Concentration Risk [Member] - Accounts Receivable [Member] | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Customer B [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 27% | 21% |
Customer C [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 19% | 35% |
Customer G [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 20% | |
Customer D [Member] | ||
Disclosure Of Customers With Product Revenue and Account Receivable For The Period [Line Items] | ||
Concentration Risk, Percentage | 10% | 11% |
Business concentrations - Sum_3
Business concentrations - Summary of Vendors with Product Purchases (Details) - Product purchases [Member] - Vendor Concentration Risk [Member] | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Catalent [Member] | ||
Disclosure Of Vendors With Product Purchases And Accounts Payable For The Periods [Line Items] | ||
Concentration Risk, Percentage | 23% | 27% |
Vendor A [Member] | ||
Disclosure Of Vendors With Product Purchases And Accounts Payable For The Periods [Line Items] | ||
Concentration Risk, Percentage | 49% | 41% |
Vendor B [Member] | ||
Disclosure Of Vendors With Product Purchases And Accounts Payable For The Periods [Line Items] | ||
Concentration Risk, Percentage | 25% | 30% |
Business concentrations - Sum_4
Business concentrations - Summary of Vendors Accounted for 10% or Greater of Accounts Payable (Details) - Vendor Concentration Risk [Member] - Accounts Payable [Member] | 9 Months Ended | 12 Months Ended |
Sep. 30, 2022 | Dec. 31, 2021 | |
Vendor E [Member] | ||
Disclosure Of Vendors With Product Purchases And Accounts Payable For The Periods [Line Items] | ||
Concentration Risk, Percentage | 19% | |
Vendor F [Member] | ||
Disclosure Of Vendors With Product Purchases And Accounts Payable For The Periods [Line Items] | ||
Concentration Risk, Percentage | 32% | 20% |
Subsequent events - Additional
Subsequent events - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||||
Oct. 28, 2022 | Jul. 29, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | |
Subsequent Event [Line Items] | ||||||
Aggregate purchase price | $ 2,454 | $ 31,819 | $ 163 | $ 150,899 | ||
Subscription Agreement [Member] | Private Placement Offering [Member] | Preferred Stock Investor [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Number of shares for make-whole payment under financing agreement | 263,666 | |||||
Subscription Agreement [Member] | Private Placement Offering [Member] | Preferred Stock Investor [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Number of shares for make-whole payment under financing agreement | 263,666 | |||||
Subscription Agreement [Member] | Private Placement Offering [Member] | Preferred Stock Investor [Member] | Preferred Stock [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Shares issued and sold | 7,000 | |||||
Aggregate purchase price | $ 7,000 | |||||
Subscription Agreement [Member] | Private Placement Offering [Member] | Preferred Stock Investor [Member] | Preferred Stock [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Shares issued and sold | 7,000 | |||||
Aggregate purchase price | $ 7,000 | |||||
Aggregate gross proceeds | $ 7,000 | |||||
Financing Agreement Amendment No 16 [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Exercise price of common stock | $ 0.01 | $ 0.01 | ||||
Warrants issued to purchase of common stock | 185,000 | 125,000 | ||||
Financing Agreement Amendment No 16 [Member] | Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Exercise price of common stock | $ 0.01 | |||||
Warrants issued to purchase of common stock | 125,000 |