Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 18, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-35280 | ||
Entity Registrant Name | VERICEL CORPORATION | ||
Entity Incorporation, State or Country Code | MI | ||
Entity Tax Identification Number | 94-3096597 | ||
Entity Address, Address Line One | 64 Sidney Street | ||
Entity Address, City or Town | Cambridge | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 02139 | ||
City Area Code | 617 | ||
Local Phone Number | 588-5555 | ||
Title of 12(b) Security | Common Stock (No par value) | ||
Trading Symbol | VCEL | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2,430,875,370 | ||
Entity Common Stock, Shares Outstanding | 46,967,681 | ||
Documents Incorporated by Reference | Document Form 10-K Reference Proxy Statement for the Annual Meeting of Shareholders scheduled for April 27, 2022 Items 10, 11, 12, 13 and 14 of Part III | ||
Entity Central Index Key | 0000887359 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Audit Information [Abstract] | |
Auditor Firm ID | 238 |
Auditor Name | PricewaterhouseCoopers LLP |
Auditor Location | Boston, Massachusetts |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 68,330 | $ 33,620 |
Short-term investments | 35,068 | 42,187 |
Accounts receivable (net of allowance for doubtful accounts of $40 and $143, respectively) | 37,437 | 34,504 |
Inventory | 13,381 | 9,356 |
Other current assets | 4,246 | 3,893 |
Total current assets | 158,462 | 123,560 |
Property and equipment, net | 13,308 | 7,633 |
Restricted cash | 211 | 211 |
Right-of-use assets | 45,720 | 50,105 |
Long-term investments | 25,687 | 24,099 |
Other long-term assets | 317 | 0 |
Total assets | 243,705 | 205,608 |
Current liabilities: | ||
Accounts payable | 9,016 | 6,755 |
Accrued expenses | 14,045 | 11,293 |
Current portion of operating lease liabilities | 2,950 | 4,394 |
Other current liabilities | 41 | 41 |
Total current liabilities | 26,052 | 22,483 |
Operating lease liabilities | 47,147 | 48,789 |
Other long-term liabilities | 44 | 76 |
Total liabilities | 73,243 | 71,348 |
COMMITMENTS AND CONTINGENCIES | ||
Shareholders’ equity: | ||
Common stock, no par value; shares authorized — 75,000; shares issued and outstanding — 46,880 and 45,804, respectively | 553,902 | 510,061 |
Accumulated other comprehensive (loss) income | (154) | 14 |
Accumulated deficit | (383,286) | (375,815) |
Total shareholders’ equity | 170,462 | 134,260 |
Total liabilities and shareholders’ equity | $ 243,705 | $ 205,608 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 40 | $ 143 |
Common Stock, Par or Stated Value Per Share | $ 0 | $ 0 |
Common stock, shares authorized (in shares) | 75,000,000 | 75,000,000 |
Common stock, shares issued (in shares) | 46,880,000 | 45,804,000 |
Common stock, shares outstanding (in shares) | 46,880,000 | 45,804,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | |||
Product sales, net | $ 153,075 | $ 121,968 | $ 117,850 |
Other revenue | 3,109 | 2,211 | 0 |
Total revenue | 156,184 | 124,179 | 117,850 |
Cost of product sales | 50,159 | 39,951 | 37,571 |
Gross profit | 106,025 | 84,228 | 80,279 |
Research and development | 16,287 | 13,020 | 30,391 |
Selling, general and administrative | 97,592 | 68,836 | 61,139 |
Total operating expenses | 113,879 | 81,856 | 91,530 |
(Loss) income from operations | (7,854) | 2,372 | (11,251) |
Other income (expense): | |||
Interest income | 224 | 691 | 1,614 |
Interest expense | (4) | (6) | (8) |
Other income (expense) | 52 | (13) | (20) |
Total other income (expense) | 272 | 672 | 1,586 |
(Loss) income before income taxes | (7,582) | 3,044 | (9,665) |
Income tax (benefit) expense | (111) | 180 | 0 |
Net (loss) income | $ (7,471) | $ 2,864 | $ (9,665) |
Net income (loss) per common share (Basic) (in USD per share) | $ (0.16) | $ 0.06 | $ (0.22) |
Net income (loss) per common share (Diluted) (in USD per share) | $ (0.16) | $ 0.06 | $ (0.22) |
Weighted average common shares outstanding (basic) (in shares) | 46,472 | 45,221 | 44,180 |
Weighted average common shares outstanding (diluted) (in shares) | 46,472 | 47,282 | 44,180 |
Revenue, Product and Service [Extensible List] | Product [Member] | Product [Member] | Product [Member] |
Cost, Product and Service [Extensible List] | Product [Member] | Product [Member] | Product [Member] |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (7,471) | $ 2,864 | $ (9,665) |
Other comprehensive (loss) income: | |||
Unrealized (loss) gain on investments | (168) | (7) | 60 |
Comprehensive (loss) income | $ (7,639) | $ 2,857 | $ (9,605) |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Warrants | Accumulated Other Comprehensive Gain (loss) | Accumulated Deficit |
Beginning balance (in shares) at Dec. 31, 2018 | 43,578,000 | ||||
Beginning balance at Dec. 31, 2018 | $ 102,231 | $ 471,180 | $ 104 | $ (39) | $ (369,014) |
Increase (Decrease) in Shareholders' Equity | |||||
Net (loss) income | (9,665) | (9,665) | |||
Stock-based compensation expense | 13,179 | $ 13,179 | |||
Stock option exercises (in shares) | 1,197,000 | ||||
Stock option exercises | 4,354 | $ 4,354 | |||
Shares issued under the Employee Stock Purchase Plan (in shares) | 69,000 | ||||
Shares issued under the Employee Stock Purchase Plan | 932 | $ 932 | |||
Exercise of warrants resulting in issuance of common stock (in shares) | 20,000 | ||||
Exercise of warrants resulting in issuance of common stock | 0 | $ 104 | (104) | ||
Unrealized loss on investments | 60 | 60 | |||
Ending balance (in shares) at Dec. 31, 2019 | 44,864,000 | ||||
Ending balance at Dec. 31, 2019 | 111,091 | $ 489,749 | 0 | 21 | (378,679) |
Increase (Decrease) in Shareholders' Equity | |||||
Net (loss) income | 2,864 | 2,864 | |||
Stock-based compensation expense | 13,843 | $ 13,843 | |||
Stock option exercises (in shares) | 790,000 | ||||
Stock option exercises | 5,582 | $ 5,582 | |||
Shares issued under the Employee Stock Purchase Plan (in shares) | 117,000 | ||||
Shares issued under the Employee Stock Purchase Plan | 1,050 | $ 1,050 | |||
Issuance of stock for restricted stock units vesting (shares) | 47,000 | ||||
Issuance of stock for restricted stock unit vesting | 0 | ||||
Restricted stock withheld for employee tax remittance (in shares) | (14,000) | ||||
Restricted stock withheld for employee tax remittance | (163) | $ (163) | |||
Unrealized loss on investments | (7) | (7) | |||
Ending balance (in shares) at Dec. 31, 2020 | 45,804,000 | ||||
Ending balance at Dec. 31, 2020 | 134,260 | $ 510,061 | 0 | 14 | (375,815) |
Increase (Decrease) in Shareholders' Equity | |||||
Net (loss) income | (7,471) | (7,471) | |||
Stock-based compensation expense | $ 34,322 | $ 34,322 | |||
Stock option exercises (in shares) | 968,261 | 968,000 | |||
Stock option exercises | $ 9,928 | $ 9,928 | |||
Shares issued under the Employee Stock Purchase Plan (in shares) | 43,000 | ||||
Shares issued under the Employee Stock Purchase Plan | 1,256 | $ 1,256 | |||
Issuance of stock for restricted stock units vesting (shares) | 96,000 | ||||
Issuance of stock for restricted stock unit vesting | 0 | ||||
Restricted stock withheld for employee tax remittance (in shares) | (31,000) | ||||
Restricted stock withheld for employee tax remittance | (1,665) | $ (1,665) | |||
Unrealized loss on investments | (168) | (168) | |||
Ending balance (in shares) at Dec. 31, 2021 | 46,880,000 | ||||
Ending balance at Dec. 31, 2021 | $ 170,462 | $ 553,902 | $ 0 | $ (154) | $ (383,286) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating activities: | |||
Net (loss) income | $ (7,471) | $ 2,864 | $ (9,665) |
Adjustments to reconcile net (loss) income to net cash flows from operating activities: | |||
Depreciation and amortization | 2,965 | 2,383 | 1,744 |
Stock-based compensation expense | 34,322 | 13,843 | 13,179 |
Amortization of premiums and discounts on marketable securities | 949 | 318 | (610) |
Non-cash lease cost | 4,422 | 4,445 | 2,787 |
Other | 7 | 93 | 42 |
Changes in operating assets and liabilities: | |||
Inventory | (4,025) | (2,540) | (3,258) |
Accounts receivable | (2,933) | (2,336) | (8,714) |
Other current assets | (353) | (940) | (106) |
Accounts payable | 1,491 | 33 | (1,024) |
Accrued expenses | 2,752 | 3,345 | 1,018 |
Operating lease liabilities | (3,086) | (3,951) | (2,512) |
Other non-current assets and liabilities, net | 0 | 15 | (64) |
Net cash provided by (used in) operating activities | 29,040 | 17,572 | (7,183) |
Investing activities: | |||
Purchases of investments | (60,021) | (63,057) | (72,346) |
Sales and maturities of investments | 64,435 | 48,523 | 85,577 |
Expenditures for property and equipment | (7,915) | (2,626) | (2,616) |
Net cash (used in) provided by investing activities | (3,501) | (17,160) | 10,615 |
Financing activities: | |||
Net proceeds from common stock issuance | 11,184 | 6,632 | 5,286 |
Payments on employee’s behalf for taxes related to vesting of restricted stock unit awards | (1,665) | (163) | 0 |
Other | (348) | (28) | (26) |
Net cash provided by financing activities | 9,171 | 6,441 | 5,260 |
Net increase in cash, cash equivalents, and restricted cash | 34,710 | 6,853 | 8,692 |
Cash, cash equivalents, and restricted cash at beginning of period | 33,831 | 26,978 | 18,286 |
Cash, cash equivalents, and restricted cash at end of period | 68,541 | 33,831 | 26,978 |
Supplemental disclosure of cash flow information: | |||
Warrants exercised for common stock | 0 | 0 | 104 |
Right-of-use asset and lease liability recognized | 192 | 29,573 | 2,599 |
Additions to property and equipment included in accounts payable | 1,373 | 531 | 217 |
Restricted stock held for employee tax remittance included in accounts payable | 46 | 0 | 0 |
Interest paid | 4 | 6 | 8 |
Taxes paid | 379 | 147 | 80 |
Reconciliation of amounts within the consolidated balance sheets: | |||
Cash and cash equivalents | 68,330 | 33,620 | 26,889 |
Restricted cash | 211 | 211 | 89 |
Total cash, cash equivalents, and restricted cash at end of period | $ 68,541 | $ 33,831 | $ 26,978 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Vericel Corporation, a Michigan corporation (together with its consolidated subsidiaries referred to herein as the Company, or Vericel), was incorporated in March 1989 and began employee-based operations in 1991. The Company is a fully-integrated, commercial-stage biopharmaceutical company and is a leader in advanced therapies for the sports medicine and severe burn care markets. Vericel currently markets two cell therapy products in the U.S., MACI ® (autologous cultured chondrocytes on porcine collagen membrane) and Epicel ® (cultured epidermal autografts). MACI (autologous cultured chondrocytes on porcine collagen membrane) is an autologous cellularized scaffold product indicated for the repair of symptomatic, single or multiple full-thickness cartilage defects of the knee with or without bone involvement in adults. Epicel (cultured epidermal autografts) is a permanent skin replacement for the treatment of adult and pediatric patients with deep-dermal or full-thickness burns comprising greater than or equal to 30 percent of total body surface area (“TBSA”). The Company also holds an exclusive license from MediWound Ltd. (“MediWound”) for North American rights to NexoBrid ® , a registration-stage biological orphan product for debridement of severe thermal burns. The Company operates its business primarily in the U.S. in one reportable segment — the research, product development, manufacture and distribution of cellular therapies for use in the treatment of specific diseases. COVID-19 The ongoing pandemic caused by the spread of a novel strain of coronavirus (“COVID-19”) has created significant disruptions to the U.S. and global economy and has contributed to significant volatility in financial markets. The global impact of the outbreak has fluctuated since early 2020. At times, many state, local and national governments – including those in Massachusetts and Michigan, where the Company’s operations are located – have responded by issuing, extending and supplementing orders requiring quarantines, restrictions on travel, and the mandatory closure of certain non-essential businesses, among other actions. In the U.S., the status and application of these orders have varied on a state-by-state basis since the early days of the pandemic. Many of the restrictions have been periodically updated as infection rates in the U.S. have risen and fallen, as new virus variants have emerged, as vaccines have been distributed and administered, and as world health leaders learn more about the virus, its transmission pathway and who is most at risk. Because Vericel is deemed an essential business, the Company has been exempted from government orders requiring the closure of workplaces and the cessation of business operations. Notwithstanding being an essential business, the Company’s business and operations at times have been adversely impacted by the ongoing effects of the COVID-19 pandemic. For example, as a result of periodic restrictions placed on the performance of elective surgical procedures, Vericel experienced a significant increase in cancellations of scheduled MACI procedures, as well as a slowdown in new MACI orders during March and April of 2020. The widespread suspension of surgical procedures impacted the Company’s business and operations during the first and second quarters of 2020. The level and degree of restriction on elective surgeries, on the ability of patients to seek treatment and on U.S. business operations generally fluctuated throughout 2020 as COVID-19 infection rates rose and fell during the summer months and into the autumn. By the first quarter of 2021, the pandemic’s effects on the Company’s MACI business had largely dissipated. During the summer of 2021, however, the pandemic’s direct and ancillary effects again began to cause some disruption to our MACI business. Following the cessation of COVID-19-related travel restrictions in many parts of the U.S. and the availability of vaccinations in May and June 2021, some MACI patients postponed or delayed treatment – opting instead to take vacation and/or travel. Further, surges of new COVID-19 cases during the second half of 2021 caused by the spread of the “Delta” and “Omicron” variants again caused disruptions to health care networks including restrictions on the performance of elective surgical procedures, the availability of physicians and/or their treatment prioritizations, the level of healthcare facility staffing and, in some instances, the willingness or ability of patients to seek treatment. Consequently, and notwithstanding the widespread distribution of vaccines, these factors contributed to a slowdown of MACI procedures during the third and fourth quarters of 2021. Although hospitals are now better prepared for subsequent surges in COVID-19 patients, the risk remains that regional or local restrictions could again be placed on the performance of elective surgical procedures if the number of COVID-19 infections in the U.S. were to continue to rise, or if new or existing COVID-19 variants render current vaccine treatments ineffective. Because Epicel is used almost exclusively in an emergent setting by burn centers and surgeons throughout the country, Epicel revenue and procedure volumes have been less affected by the pandemic. Nevertheless, large burns and burn admissions can be affected by restrictions on human activity resulting from more severe government lockdown orders. At the outset of the pandemic, the Company put in place a comprehensive workplace protection plan, which instituted protective measures in response to COVID-19. Vericel’s workplace protection plan has closely followed guidance issued by the Centers for Disease Control and Prevention (“CDC”) and has complied with applicable federal and state law. To date, Vericel has been successful in sustaining its operations and providing MACI and Epicel to patients in need. The Company continues to review its policies and procedures regularly, including its workplace protection plan, as the pandemic evolves and the Company may take additional actions to the extent required. Liquidity The accompanying consolidated financial statements have been prepared on a basis which assumes that the Company will continue as a going concern and contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. As of December 31, 2021, the Company had an accumulated deficit of $383.3 million and had a net loss of $7.5 million for the year ended December 31, 2021. The Company had cash and cash equivalents of $68.3 million and investments of $60.8 million as of December 31, 2021. The Company expects that cash from the sales of its products and existing cash, cash equivalents and investments will be sufficient to support the Company’s current operations through at least 12 months from the issuance of these consolidated financial statements. The effects of the COVID-19 pandemic continue to evolve, however. To the extent the U.S. experiences a continued worsening in COVID-19 infections or the emergence of additional virus variants that result in more serious disease or limit the effectiveness of existing vaccines, subsequent healthcare measures – to include the postponement or cessation of elective and other surgical procedures – may cause the Company to experience a reduction in business and resulting revenue. This, consequently, may result in irrecoverable losses of customers and significantly impact long-term liquidity, requiring the Company to engage in layoffs, furloughs and/or reductions in salaries. The Company also may need to access additional capital; however, the Company may not be able to obtain financing on acceptable terms or at all, particularly in light of the impact of COVID-19 on the global economy and financial markets. The terms of any financing may adversely affect the holdings or the rights of the Company’s shareholders. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with U.S. GAAP. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. The Company is monitoring the potential impact of the ongoing COVID-19 pandemic on its business and the consolidated financial statements. The more significant estimates reflected in the Company’s consolidated financial statements include, but are not limited to, certain judgments regarding revenue recognition, inventory valuation, stock option valuation, deferred tax assets and liabilities and accrued expenses. The Company is not aware of any specific event or circumstance that would require an update to its estimates or judgments reflected in these consolidated financial statements or a revision of the carrying value of its assets or liabilities as of the issuance of these consolidated financial statements. These estimates may change as new events occur and additional information is obtained. Actual results could materially differ from those estimates. Cash Equivalents Cash equivalents consist of short-term, highly liquid investments with original maturities of three months or less from the date of purchase and consist primarily of demand deposits, money market funds, overnight repurchase agreements and short duration agency bonds and commercial paper. Restricted Cash Amounts included in restricted cash represent those required to be set aside to meet contractual terms of a lease agreement held by the Company. Investments Investments classified as short-term have maturities of less than one year. Investments classified as long-term are those that: (i) have a maturity of greater than one year, and (ii) the Company does not intend to liquidate within the next twelve months, although these funds are available for use and, therefore, are classified as available-for-sale. The Company’s investment strategy is to buy short-duration marketable securities with a high credit rating. As of December 31, 2021 and 2020, all marketable securities held by the Company had remaining contractual maturities of three years or less. Unrealized gains are included as a component of accumulated other comprehensive income in the consolidated balance sheets and consolidated statements of shareholders’ equity and a component of total comprehensive (loss) income in the consolidated statements of comprehensive (loss) income, until realized. Unrealized losses are evaluated for impairment under ASC 326 , Financial Instruments - Credit Losses (“ASC 326”), to determine if the impairment is credit-related or non-credit-related. Credit-related impairment is recognized as an allowance on the balance sheet with a corresponding adjustment to earnings, and non-credit-related impairment is recognized in other comprehensive (loss) income, net of taxes. Leases The Company determines if an arrangement is a lease at inception, in accordance with ASC Topic 842, Leases . All operating lease commitments with a lease term greater than 12 months are recognized as right-of-use assets and liabilities, on a discounted basis on the balance sheet. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Certain of the Company’s lease agreements include lease payments that are adjusted periodically for an index or rate. The leases are initially measured using the present value of the projected payments adjusted for the index or rate in effect at the commencement date. In addition to rent, the leases may require the Company to pay additional amounts for taxes, insurance, maintenance and other expenses, which do not transfer a good or service to the Company and are generally referred to as non-lease components. Variable non-lease components are not measured as part of the right-of-use asset and liability. Only when lease components and their associated non-lease components are fixed are they accounted for as a single lease component and are recognized as part of a right-of-use asset and liability. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The Company has options to renew lease terms for facilities and other assets. Some leases contain clauses for renewal at the Company’s option with renewal terms that generally extend the lease term from 1 to 5 years. The exercise of lease renewal options is generally at the Company’s sole discretion. The Company evaluates renewal and termination options at the lease commencement date to determine if it is reasonably certain to exercise the option on the basis of economic factors. For certain leases, the Company’s exercise of the renewal option was determined to be probable and the renewal period was accordingly included in the lease term and related calculations. Certain lease agreements contain options to purchase the leased property and options to terminate the lease. A portfolio approach is applied to certain lease contracts with similar characteristics. Inventory Inventories are measured at the lower of cost or net realizable value. Cost is calculated based upon standard-cost which approximates costs determined on the first-in, first-out method. The Company periodically reviews its inventories for excess or obsolescence and writes down obsolete or other unmarketable inventory to its estimated net realizable value. If the actual net realizable value is less than that estimated by the Company, or if it is determined that inventory utilization will further diminish based on estimates of demand, additional inventory write-downs may be required. In all cases, product inventory is carried at the lower of cost or its estimated net realizable value. Amounts written down are charged to cost of product sales. Accounts Receivable Accounts receivable are initially recorded at the contractual amount owed by the customer or based on expected payments from the insurance provider, hospital or patient. Allowances for doubtful accounts are established when the facts and circumstances indicate that a receivable may not be collectible. Potential credit risk exposure has been evaluated for the Company’s accounts receivable in accordance with ASC 326 . The Company assesses risk and determines a loss percentage by pooling account receivables based on similar risk characteristics. The loss percentage is calculated through the use of forecasts that are based on current and historical economic and financial information. Property and Equipment, net Property and equipment are initially measured and recognized at acquisition cost, including any directly attributable cost of preparing the asset for its intended use. After initial measurement, property and equipment are carried at cost less accumulated depreciation and impairment. Repair and maintenance costs of property and equipment are expensed as incurred. The depreciable value of property and equipment is depreciated on a straight-line basis over the useful life of the asset. The useful life of an asset is usually equivalent to its economic life. The useful lives of property and equipment are as follows: • Machinery and Equipment: 5 years • Furniture, fixtures, and office equipment: 3 to 5 years • Computer equipment and software: 3 years • Building improvements and leasehold improvements: Shorter of the remaining life of the lease or 10 years The costs of assets retired or otherwise disposed of and the accumulated depreciation thereon are removed from the accounts, with any gain or loss realized upon sale or disposal credited or charged to operations. Revenue Recognition and Net Product Sales The Company recognizes product revenue from sales to a customer (whether a distributor, or hospital ) following the five step model in Accounting Standards Codification 606, Revenue Recognition (“ ASC 606”): (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) the Company satisfies the performance obligation. Under this revenue standard, the Company recognizes revenue when its customer obtains control of the promised goods, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods. There are no contractual rights of returns, refunds or similar obligations related to MACI, kits, Epicel or NexoBrid; however, in certain limited cases the Company will accept a product return if a surgery is canceled. Revenue is not recognized in certain canceled cases. For MACI, MACI kits and Epicel there are no variable pricing arrangements related to warranties or rebates offered to customers. The majority of orders are due within 60 to 90 days of delivery. Shipping and handling fees are included as a component of revenue. The Company recognizes any commission fees as an expense when incurred. These fees are included in selling, general, and administrative expenses. See Note 3, “Revenue” for further discussion on revenues. Research and Development Expense Research and development expenses are expensed as incurred. These expenditures relate to the development of new products, improvement of existing products, technical support of products and compliance with governmental regulations for the protection of consumers and patients. Stock-Based Compensation The Company’s accounting for stock-based compensation requires it to determine the fair value of common stock issued in the form of stock option awards and restricted stock units. The fair value of restricted stock units held by the employees is determined based on the fair value of the Company’s common stock on the date of the grant. Compensation expense is recorded for restricted stock units that are expected to vest over the expected vesting period. The fair value of stock options held by the employees is determined using a Black-Scholes option valuation method. Key assumptions in determining fair value include volatility, risk-free interest rate, dividend yield and expected term. The assumptions used in calculating the fair value of stock options represent the Company’s best estimates; however, these estimates involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and different assumptions are used, the stock-based compensation expense could be materially different in the future. In addition, the Company estimates the expected forfeiture rate and only recognizes expense for those stock options expected to vest over the service period. The estimated forfeiture rate considers the historical experience of the Company’s stock-based awards. If the actual forfeiture rate is different from the estimate, expense is adjusted accordingly. For certain non-employee consultants, stock option awards continue to vest post-termination. The Company also has an Employee Stock Purchase Plan (“ESPP”) which is a compensatory plan. Compensation expense is recorded based on the fair value of the purchased options at the grant date, which corresponds to the first day of each purchase period, and is amortized over the purchase period. Comprehensive (Loss) Income Comprehensive (loss) income is the change in shareholders’ equity during a period arising from any gain or loss unrealized related to the Company’s investments. Income Taxes Deferred tax assets are recognized for deductible temporary differences and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized based on the weight of available evidence. When evaluating the realizability of the deferred tax assets, all evidence, both positive and negative, is considered. Items considered when evaluating the need for a valuation allowance include the ability to carry back losses, future reversals of existing temporary differences, tax planning strategies, and expectations of future earnings. The Company records uncertain tax positions in the consolidated financial statements only if it is more likely than not that the uncertain tax position will be sustained upon examination by the taxing authorities. The Company records interest and penalties related to uncertain tax positions in income tax expense. Net (Loss) Income Per Common Share Basic earnings per common share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per common share is computed by dividing net income by the weighted-average number of shares of common stock outstanding during the period, plus the potential dilutive effect of other securities if those securities were converted or exercised. During periods in which the Company incurs net losses, both basic and diluted loss per common share is calculated by dividing the net loss by the weighted-average shares of common stock outstanding and potentially dilutive securities are excluded from the calculation because their effect would be antidilutive. Financial Instruments The Company’s financial instruments include accounts receivables, accounts payable and accrued expenses for which the current carrying amounts approximate market value, based upon their short-term nature and marketable debt securities which are classified as available-for-sale and carried at fair value on a settlement date basis. Recent Accounting Pronouncements Accounting Standards adopted during the year ended December 31, 2021. Standard Description Effective Date for Company Effect on the consolidated financial statements ASU 2019-12, Simplifying the Accounting for Income Taxes (ASC 740) The ASU enhances and simplifies various aspects of the income tax accounting guidance in ASC 740, including requirements related to hybrid tax regimes, the tax basis step-up in goodwill obtained in a transaction that is not a business combination, separate financial statements of entities not subject to tax, the intra-period tax allocation exception to the incremental approach, ownership changes in investments, changes from a subsidiary to an equity method investment, interim-period accounting for enacted changes in tax law, and the year-to-date loss limitation in interim-period tax accounting. January 1, 2021 The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
Revenue | Revenue Revenue Recognition and Net Product Sales As disclosed in Note 2, the Company recognizes product revenue from sales of MACI biopsy kits, MACI implants, Epicel grafts and other sources following the five-step model in ASC 606. MACI Biopsy Kits MACI biopsy kits are sold directly to hospitals and ambulatory surgical centers based on contracted rates in an approved contract or sales order. The Company recognizes MACI kit revenue upon delivery of the biopsy kit, at which time the customer (the facility) is in control of the kit. The kit is used by the doctor to provide a sample of cartilage tissue to the Company, which can later be used to manufacture a MACI implant. The ordering of the kit does not obligate the Company to manufacture an implant nor does the receipt of the cartilage tissue. The customer’s order of an implant is separate from the process of ordering the biopsy kit. Therefore, the sale of the biopsy kit and any subsequent sale of an implant are distinct contracts and are accounted for separately. MACI Implants The Company contracts with two specialty pharmacies, Orsini Pharmaceutical Services, Inc. (“Orsini”) and AllCare Plus Pharmacy, Inc. (“AllCare”) to distribute MACI in a manner in which the Company retains the credit and collection risk from the end customer. The Company pays both specialty pharmacies a fee for each patient to whom MACI is dispensed. Both Orsini and AllCare perform collection activities to collect payment from customers. The Company engages a third-party to provide services in connection with a patient support program to manage patient cases and to ensure complete and correct billing information is provided to the insurers and hospitals. In addition, the Company also sells MACI directly to DMS Pharmaceutical (“DMS”) for patients treated at military treatment facilities. The sales directly to DMS are made at a contracted rate. Prior authorization and confirmation of coverage level by the patient’s private insurance plan, hospital or government payer is a prerequisite to the shipment of product to a patient. The Company recognizes product revenue from sales of all MACI implants upon delivery at which time the customer obtains control of the implant and the claim is billable. The total consideration which the Company expects to collect in exchange for MACI implants (the transaction price) may be fixed or variable. Direct sales to hospitals or distributors are recorded at a contracted price, and there are typically no forms of variable consideration. When the Company sells MACI the patient is responsible for payment; however, the Company is typically reimbursed by a third-party insurer or government payer, subject to a patient co-pay amount. Reimbursements from third-party insurers and government payers vary by patient and payer and are based on either contracted rates, publicly available rates, fee schedules or past payer precedents. Net product revenue is recognized net of estimated contractual allowances, which considers historical collection experience from both the payer and patient, denial rates and the terms of the Company’s contractual arrangements. The Company estimates expected collections for these transactions using the portfolio approach. The Company records a reduction to revenue at the time of sale for its estimate of the amount of consideration that will not be collected. In addition, potential credit risk exposure has been evaluated for the Company’s accounts receivable in accordance with ASC 326. The Company assesses risk and determines a loss percentage by pooling account receivables based on similar risk characteristics. The loss percentage is calculated through the use of forecasts that are based on current and historical economic and financial information. This loss percentage was applied to the accounts receivables as of December 31, 2021. The total allowance for uncollectible consideration was $7.0 million and $5.3 million as of December 31, 2021, and 2020, respectively. Changes to the estimate of the amount of consideration that will not be collected could have a material impact to the revenue recognized. A 50 basis points change to the estimated uncollectible percentage could result in approximately $0.3 million decrease or increase in the revenue recognized for the year ended December 31, 2021. Changes in estimates of the transaction price are recorded through revenue in the period in which such change occurs. Changes in estimates related to prior periods are shown in the Revenue by Product and Customer table below and relate primarily to changes in the initial expected reimbursement or collection expectation upon completion of the billing claims process for MACI implants that occurred in a prior year. Epicel The Company sells Epicel directly to hospitals and burn centers based on contracted rates stated in an approved contract or purchase order. Similar to MACI, there is no obligation to manufacture Epicel grafts upon receipt of a skin biopsy, and Vericel has no contractual right to receive payment until the product is delivered to the hospital. The Company recognizes product revenue from sales of Epicel upon delivery to the hospital, at which time the customer is in control of the Epicel grafts and the claim is billable to the hospital. NexoBrid The Company entered into exclusive license and supply agreements with MediWound in May 2019, under which MediWound will manufacture and supply NexoBrid on a unit price basis, which may be increased pursuant to the terms of the agreement. The U.S. Biomedical Advanced Research and Development Authority (“BARDA”) has committed to procure NexoBrid from MediWound and, as of December 31, 2021, the Company did not hold a direct contract or distribution agreement with BARDA, or take title to the product. The Company recognizes revenue based on a percentage of gross profits for sales of NexoBrid to BARDA upon delivery, at which time BARDA is in control of the product. Revenue by Product and Customer The following table and descriptions below shows the products from which the Company generated its revenue: Year Ended December 31, Revenue by product (in thousands) 2021 2020 2019 MACI implants and kits Implants based on contracted rate sold through a specialty pharmacy (a) $ 71,969 $ 57,593 $ 56,185 Implants subject to third party reimbursement sold through a specialty pharmacy (b) 16,000 16,320 17,076 Implants sold direct based on contracted rates (c) 18,714 15,144 13,933 Implants sold direct subject to third-party reimbursement (d) 2,821 2,754 1,529 Biopsy kits - direct bill 2,194 1,908 2,243 Change in estimates related to prior periods (e) (144) 713 654 Total MACI implants and kits 111,554 94,432 91,620 Epicel Direct bill (hospital) 41,521 27,536 26,230 NexoBrid revenue (f) 3,109 2,211 — Total revenue $ 156,184 $ 124,179 $ 117,850 (a) Represents implants sold through Orsini and AllCare whereby such specialty pharmacies have a direct contract with the underlying insurance provider. The amount of reimbursement is based on contracted rates at the time of sale supported by the pharmacy’s direct contracts. (b) Represents implants sold through Orsini or AllCare whereby such specialty pharmacy does not have a direct contract with the underlying payer. The amount of reimbursement is established based on a payer or state fee schedule and/or payer history. (c) Represents implants sold directly from the Company to the facility based on a contract and known price agreed upon prior to the surgery date. Also represents direct sales under a contract to specialty distributor DMS. (d) Represents implants sold directly from the Company to the facility based on a contract and known price agreed upon prior to the surgery date. The payment terms are subject to third-party reimbursement from an underlying insurance provider. (e) Primarily represents changes in estimates related to implants sold through Orsini or AllCare in which such specialty pharmacy does not have a direct contract with the underlying payer. The initial estimate of the amount of reimbursement is established based on a payer or state fee schedule and/or payer history. The change in estimates is a result of additional information, changes in collection expectations or actual cash collections received in the current period. (f) Represents revenue based on a percentage of gross profits for sales of NexoBrid to BARDA, pursuant to the license agreement between the Company and MediWound. Concentration of Credit Risk The Company’s total revenue concentration from an Epicel customer for the year ended December 31, 2021 was 10%. There was no revenue concentration for the years ended December 31, 2020 or 2019, greater than 10%. For the Company’s total accounts receivable balances, there were no customers for the year ended December 31, 2021, 2020 and 2019, respectively, with a concentration greater than 10%. |
Selected Balance Sheet Componen
Selected Balance Sheet Components | 12 Months Ended |
Dec. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Selected Balance Sheet Components | Selected Balance Sheet Components Inventory Inventory as of December 31, 2021 and 2020: (In thousands) 2021 2020 Raw materials $ 12,676 $ 8,775 Work-in-process 644 537 Finished goods 61 44 Total inventory $ 13,381 $ 9,356 Property and Equipment Property and Equipment, net as of December 31, 2021 and 2020: (In thousands) 2021 2020 Machinery and equipment $ 4,522 $ 3,672 Furniture, fixtures and office equipment 1,551 809 Computer equipment and software 7,769 6,846 Leasehold improvements 10,617 5,560 Construction in process 3,097 2,021 Financing right-of-use lease 74 111 Total property and equipment, gross 27,630 19,019 Less accumulated depreciation (14,322) (11,386) Total property and equipment, net $ 13,308 $ 7,633 Depreciation expense for the years ended December 31, 2021, 2020 and 2019 was $3.0 million, $2.4 million and $1.7 million, respectively. Accrued Expenses Accrued Expenses as of December 31, 2021 and 2020: (In thousands) 2021 2020 Bonus related compensation $ 6,305 $ 5,721 Employee related accruals 3,616 3,482 Insurance reimbursement-related liabilities 3,973 2,016 Other accrued expenses 151 74 Total accrued expenses $ 14,045 $ 11,293 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company leases facilities in Ann Arbor, Michigan and Cambridge, Massachusetts. The Ann Arbor facility includes office space, and the Cambridge facilities includes clean rooms, laboratories for MACI and Epicel manufacturing and office space. The Company also leases offsite warehouse space, vehicles and computer equipment. See Note 15, “Subsequent Events” for discussion on a material lease entered into in January 2022. Effective October 21, 2020 the Company entered into an agreement with one of its Cambridge, Massachusetts facility leases. The agreement extended the terms of the lease to expire on February 29, 2032, with monthly contractual lease payments ranging from $0.4 million to $0.6 million. The agreement also provides a tenant improvement allowance of approximately $4.3 million, available through December 31, 2023. At the onset of the lease, the estimated contribution by the landlord toward the cost of tenant improvements is recorded as a reduction of the right-of-use asset and operating lease liability. For the year ended December 31, 2021 and 2020, lease expense of less than $0.1 million was recorded related to short-term leases. For the years ended December 31, 2021, 2020 and 2019, the Company recognized $7.3 million, $6.3 million and $5.4 million, respectively, of operating lease expense. For the years ended December 31, 2021, 2020 and 2019, the Company recognized less than $0.1 million of financing lease expense. Operating and finance lease assets and liabilities are as follows: December 31, (In thousands) Classification 2021 2020 Assets Operating Right-of-use assets $ 45,720 $ 50,105 Finance Property and equipment, net 73 111 Total leased assets $ 45,793 $ 50,216 Liabilities Current Operating Current portion of operating lease liabilities $ 2,950 $ 4,394 Finance Other current liabilities 41 41 $ 2,991 $ 4,435 Non-current Operating Operating lease liabilities $ 47,147 $ 48,789 Finance Other long-term liabilities 44 76 Total leased liabilities $ 47,191 $ 48,865 Cash paid for amounts included in the measurement of the Company’s operating lease liabilities was $6.0 million, $5.8 million, and $5.0 million for the year ended December 31, 2021, 2020, and 2019, respectively. Future minimum lease payments under non-cancellable lease as of December 31, 2021 are as follows: (In thousands) Operating Leases Finance Leases Total 2022 $ 2,950 $ 41 $ 2,991 2023 6,634 44 6,678 2024 6,946 — 6,946 2025 6,348 — 6,348 2026 6,530 — 6,530 Thereafter 36,977 — 36,977 Total lease payments $ 66,385 $ 85 $ 66,470 Less: interest (16,288) — (16,288) Present value of lease liabilities $ 50,097 $ 85 $ 50,182 An explicit rate is not provided in some of the Company’s leases, therefore the Company uses a mix of incremental borrowing rate based on the information available at commencement date through market sources including relevant peer borrowing rates, as well as implicit and explicit rates in determining the present value of lease payments. Lease terms and discount rates as of December 31, 2021 and 2020 are as follows: December 31, 2021 2020 Weighted-average remaining lease term (years) Operating leases 9.8 10.6 Finance leases 1.5 2.5 Weighted-average discount rate Operating leases 5.4% 5.4% Finance leases 5.0% 5.0% |
Leases | Leases The Company leases facilities in Ann Arbor, Michigan and Cambridge, Massachusetts. The Ann Arbor facility includes office space, and the Cambridge facilities includes clean rooms, laboratories for MACI and Epicel manufacturing and office space. The Company also leases offsite warehouse space, vehicles and computer equipment. See Note 15, “Subsequent Events” for discussion on a material lease entered into in January 2022. Effective October 21, 2020 the Company entered into an agreement with one of its Cambridge, Massachusetts facility leases. The agreement extended the terms of the lease to expire on February 29, 2032, with monthly contractual lease payments ranging from $0.4 million to $0.6 million. The agreement also provides a tenant improvement allowance of approximately $4.3 million, available through December 31, 2023. At the onset of the lease, the estimated contribution by the landlord toward the cost of tenant improvements is recorded as a reduction of the right-of-use asset and operating lease liability. For the year ended December 31, 2021 and 2020, lease expense of less than $0.1 million was recorded related to short-term leases. For the years ended December 31, 2021, 2020 and 2019, the Company recognized $7.3 million, $6.3 million and $5.4 million, respectively, of operating lease expense. For the years ended December 31, 2021, 2020 and 2019, the Company recognized less than $0.1 million of financing lease expense. Operating and finance lease assets and liabilities are as follows: December 31, (In thousands) Classification 2021 2020 Assets Operating Right-of-use assets $ 45,720 $ 50,105 Finance Property and equipment, net 73 111 Total leased assets $ 45,793 $ 50,216 Liabilities Current Operating Current portion of operating lease liabilities $ 2,950 $ 4,394 Finance Other current liabilities 41 41 $ 2,991 $ 4,435 Non-current Operating Operating lease liabilities $ 47,147 $ 48,789 Finance Other long-term liabilities 44 76 Total leased liabilities $ 47,191 $ 48,865 Cash paid for amounts included in the measurement of the Company’s operating lease liabilities was $6.0 million, $5.8 million, and $5.0 million for the year ended December 31, 2021, 2020, and 2019, respectively. Future minimum lease payments under non-cancellable lease as of December 31, 2021 are as follows: (In thousands) Operating Leases Finance Leases Total 2022 $ 2,950 $ 41 $ 2,991 2023 6,634 44 6,678 2024 6,946 — 6,946 2025 6,348 — 6,348 2026 6,530 — 6,530 Thereafter 36,977 — 36,977 Total lease payments $ 66,385 $ 85 $ 66,470 Less: interest (16,288) — (16,288) Present value of lease liabilities $ 50,097 $ 85 $ 50,182 An explicit rate is not provided in some of the Company’s leases, therefore the Company uses a mix of incremental borrowing rate based on the information available at commencement date through market sources including relevant peer borrowing rates, as well as implicit and explicit rates in determining the present value of lease payments. Lease terms and discount rates as of December 31, 2021 and 2020 are as follows: December 31, 2021 2020 Weighted-average remaining lease term (years) Operating leases 9.8 10.6 Finance leases 1.5 2.5 Weighted-average discount rate Operating leases 5.4% 5.4% Finance leases 5.0% 5.0% |
Investments
Investments | 12 Months Ended |
Dec. 31, 2021 | |
Cash and Cash Equivalents [Abstract] | |
Investments | Investments Marketable debt securities held by the Company are classified as available-for-sale pursuant to ASC 320, Investments – Debt and Equity Securities , and carried at fair value in the accompanying consolidated balance sheets on a settlement date basis. The following tables summarize the gross unrealized gains and losses of the Company’s marketable securities as of December 31, 2021 and 2020: December 31, 2021 Gross Unrealized (In thousands) Amortized Cost Gains Losses Credit Losses Estimated Fair Value Commercial paper $ 10,243 $ — $ (12) $ — $ 10,231 Corporate notes 50,666 — (142) — 50,524 $ 60,909 $ — $ (154) $ — $ 60,755 Classified as: Short-term investments $ 35,068 Long-term investments 25,687 $ 60,755 December 31, 2020 Gross Unrealized (In thousands) Amortized Cost Gains Losses Credit Losses Estimated Fair Value Commercial paper $ 8,993 $ 1 $ — $ — $ 8,994 Corporate notes 35,917 — — (6) 35,911 U.S. government securities 12,828 14 — — 12,842 U.S. government agency bonds 5,000 1 — — 5,001 U.S. asset-backed securities 3,534 4 — — 3,538 $ 66,272 $ 20 $ — $ (6) $ 66,286 Classified as: Short-term investments $ 42,187 Long-term investments 24,099 $ 66,286 |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Stock Option, Restricted Stock Units and Equity Incentive Plans The Company has historically had various stock incentive plans and agreements that provide for the issuance of non-qualified and incentive stock options and restricted stock units as well as other equity awards. Such awards may be granted by the Company’s Board of Directors to certain of the Company’s employees, directors and consultants. Options and restricted stock units granted to employees and non-employees under these plans expire no later than ten years from the date of grant. Options and restricted stock units generally become exercisable or vest over a four year period (other than options and restricted stock units awarded annually to non-employee directors, which generally vest over one year, and options and restricted stock units awarded to non-employee directors upon initial appointment to the Vericel Board of Directors, which generally vest over a three year period), under a graded-vesting methodology for stock options and annually on the anniversary grant date for restricted stock units, following the date of grant. The Company generally issues new shares upon the exercise of stock options or vesting of restricted stock units. The Company’s Amended and Restated 2019 Omnibus Incentive Plan (“2019 Plan”) was approved on April 29, 2020 and provides incentives through the grant of stock options, stock appreciation rights, restricted stock awards and restricted stock units. The exercise price of stock options granted under the 2019 Plan shall not be less than the fair market value of the Company’s common stock on the date of grant. The 2019 Plan replaced the 1992 Stock Option Plan, the 2001 Stock Option Plan, the Amended and Restated 2004 Equity Incentive Plan, the 2009 Second Amended and Restated Omnibus Incentive Plan and the 2017 Omnibus Incentive Plan (“Prior Plans”), and no new grants have been granted under the Prior Plans after approval of the 2019 Plan. However, the expiration or forfeiture of options previously granted under the Prior Plans will increase the number of shares available for issuance under the 2019 Plan. As of December 31, 2021, there were 2,822,710 shares available for future grant under the 2019 Plan. Stock Compensation Expense Non-cash stock-based compensation expense (service-based stock options, restricted stock units and employee stock purchase plan) is summarized in the following table: Years Ended December 31, (in thousands) 2021 2020 2019 Cost of product sales $ 3,681 $ 1,949 $ 2,029 Research and development 4,120 1,884 2,428 Selling, general and administrative 26,521 10,010 8,722 Total non-cash stock-based compensation expense $ 34,322 $ 13,843 $ 13,179 Service-Based Stock Options The fair value of each service-based stock option grant for the reported periods is estimated on the date of the grant using the Black-Scholes option-pricing model using the assumptions noted in the following table: Year Ended December 31, Service-Based Stock Options 2021 2020 2019 Expected dividend rate —% —% —% Expected stock price volatility 71.5 - 76.7% 71.1 - 78.7% 77.9 - 85.5% Risk-free interest rate 0.53 - 1.5% 0.33 - 1.7% 1.4 - 2.7% Expected life (years) 5.3 - 6.3 5.3 - 6.3 5.3 - 6.3 The weighted-average grant-date fair value of service-based options granted during the years ended December 31, 2021, 2020, and 2019 was $32.96, $8.86 and $12.62, respectively. The following table summarizes the activity for service-based stock options for the indicated periods: Service-Based Stock Options Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (Thousands) Outstanding at December 31, 2020 5,236,044 $ 11.34 7.3 $ 102,654 Granted 1,683,568 50.84 Exercised (968,261) 10.25 Expired (12,126) 43.48 Forfeited (269,535) 26.05 Outstanding at December 31, 2021 5,669,690 $ 22.49 7.2 $ 113,985 Exercisable at December 31, 2021 3,169,562 $ 13.07 6.1 $ 86,141 As of December 31, 2021, 5,359,392 shares are vested and expected to vest. As of December 31, 2021, there was approximately $36.0 million of total unrecognized compensation cost related to non-vested service-based stock options granted under the 2019 Plan and the Prior Plans. That cost is expected to be recognized over a weighted-average period o f 3.0 y ears. The total intrinsic value of stock options exercised for the years ended December 31, 2021, 2020, and 2019 was $39.5 million, $10.5 million and $16.1 million, respectively. Restricted Stock Units The following table summarizes the activity for restricted stock units for the indicated periods: Restricted Stock Units Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Outstanding at December 31, 2020 270,639 $ 13.57 Granted 266,759 52.07 Vested (98,597) 18.88 Forfeited (40,053) 30.63 Unvested at December 31, 2021 398,748 $ 36.30 The weighted-average grant-date fair value of restricted stock units granted during the years ended December 31, 2021, 2020, and 2019 was $52.07, $11.41 and $17.71, respectively. At December 31, 2021 the total unrecognized compensation cost related to the restricted stock units was $8.8 million, and the weighted-average period over which that cost is expected to be recognized was 2.9 years. The total fair value of restricted stock units vested in the years ended December 31, 2021 and 2020 was $5.3 million and $0.6 million, respectively. Employee Stock Purchase Plan |
Net (Loss) Income Per Common Sh
Net (Loss) Income Per Common Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net (Loss) Income Per Common Share | Net (Loss) Income Per Common Share A summary of net (loss) income per common share is presented below: Year Ended December 31, (Amounts in thousands, except per share amounts) 2021 2020 2019 Net (loss) income $ (7,471) $ 2,864 $ (9,665) Basic weighted-average common shares outstanding 46,472 45,221 44,180 Effect of dilutive stock options and restricted stock units — 2,061 — Diluted weighted-average common shares outstanding 46,472 47,282 44,180 Basic (loss) income per common share $ (0.16) $ 0.06 $ (0.22) Diluted (loss) income per common share $ (0.16) $ 0.06 $ (0.22) Anti-dilutive shares excluded from diluted net (loss) income per common share: Stock options 5,670 2,204 5,053 Restricted stock units 399 — 157 |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Equity | Shareholder’s Equity At-the-Market Offering On August 27, 2021, the Company entered into a Sales Agreement with SVB Leerink LLC, as sales agent (“SVB Leerink”), pursuant to which it may offer and sell up to $200.0 million of shares of the Company’s common stock, no par value per share (“ATM Shares”). The ATM Shares to be offered and sold under the Sales Agreement will be issued and sold pursuant to an automatically effective shelf registration statement on Form S-3ASR (File No. 333-259119) filed by the Company on August 27, 2021, which expires three years from the filing date. The Company also filed a prospectus supplement relating to the offering and sale of the ATM Shares on August 27, 2021. The Company is not obligated to make any sales of ATM Shares, and SVB Leerink is not required to sell any specific number or dollar amount of the ATM Shares under the Sales Agreement. The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process stock financings as deferred offering costs until such financings are consummated. As of December 31, 2021, the Company has sold no shares pursuant to the Sales Agreement. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Company’s fair value measurements are classified and disclosed in one of the following three categories: • Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; • Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; • Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The commercial paper, corporate notes, U.S. government securities, U.S. government agency bonds and U.S. asset-backed securities are classified as Level 2 as they were valued based upon quoted market prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets. There were no transfers into or out of Level 3 from December 31, 2019 to December 31, 2021. The following table summarizes the valuation of the Company’s financial instruments that are measured at fair value on a recurring basis: December 31, 2021 December 31, 2020 Fair value measurement category Fair value measurement category (In thousands) Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 1,258 $ 1,258 $ — $ — $ 3,698 $ 3,698 $ — $ — Commercial paper (a) 18,229 — 18,229 — 8,994 — 8,994 — Corporate notes 50,524 — 50,524 — 35,911 — 35,911 — U.S. government securities — — — — 12,842 — 12,842 — U.S. government agency bonds — — — — 5,001 — 5,001 — U.S. asset-backed securities — — — — 3,538 — 3,538 — $ 70,011 $ 1,258 $ 68,753 $ — $ 69,984 $ 3,698 $ 66,286 $ — (a) Approximately $8.0 million of commercial paper has an original maturity of 90 days or less and is recorded as a cash equivalent as of December 31, 2021. The fair values of the cash equivalents and marketable securities are based on observable market prices. The Company’s accounts receivables, accounts payable and accrued expenses are valued at cost which approximates fair value. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of (loss) income before income taxes are summarized as follows: Year Ended December 31, (In thousands) 2021 2020 2019 U.S. $ (7,367) $ 2,767 $ (9,632) Foreign (104) 97 (33) (Loss) income before income taxes $ (7,471) $ 2,864 $ (9,665) A reconciliation of income taxes computed using the U.S. federal statutory rate to the taxes reported in the consolidated statements of operations is as follows: Year Ended December 31, (In thousands) 2021 2020 2019 (Loss) income before income taxes $ (7,471) $ 2,864 $ (9,665) Federal statutory rate 21 % 21 % 21 % Taxes computed at federal statutory rate (1,569) 601 (2,030) State and local income taxes (345) 200 (484) Nondeductible stock-based compensation (4,311) 437 (1,329) Federal and state rate change 47 249 (164) Research and orphan drug credits (413) (8,827) — Other (87) 132 (49) Change in valuation allowance 6,567 7,388 4,056 Reported income taxes $ (111) $ 180 $ — Deferred tax assets (liabilities) consist of the following: Year Ended December 31, (In thousands) 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 11,571 $ 8,411 Employee benefits and stock-based compensation 11,470 5,692 Research and development costs 5,059 6,411 Intangible assets 2,544 3,279 Operating lease liabilities 12,822 13,687 Inventory reserve 2,833 3,813 Tax credit carryforward 10,498 10,085 Other, net 13 38 Total deferred tax assets 56,810 51,416 Less: valuation allowance (43,947) (37,379) Total net deferred tax assets 12,863 14,037 Deferred tax liabilities: Right-of-use assets (12,266) (13,463) Property and equipment, net (597) (574) Total net deferred tax liabilities (12,863) (14,037) Net deferred tax assets and liabilities $ — $ — As of December 31, 2021, the Company’s U.S. federal and state tax net operating loss carryforwards available to offset future profits, after considering the annual Section 382 limit described below, are $44.3 million and $29.3 million, respectively. These net operating loss carryforwards will expire between 2022 and 2039 with the exception of the federal net operating losses generated in 2018 and 2021. The federal net operating losses of $1.5 million generated in 2018 and $6.4 million generated in 2021 can be carried forward indefinitely. The projected annual limitation on the use of the net operating losses that existed prior to September 17, 2014 resulting from the Company’s change in control in 2014 per Section 382 of the Internal Revenue Code is $0.8 million. As a result, a significant portion of the net operating losses and tax credit carryforwards will expire prior to their utilization, regardless of the level of future profitability. As of December 31, 2021, the Company’s U.S. federal tax credit carryforwards available to offset future profits are $10.5 million. Based on the research and development and orphan drug credit tax studies performed during 2020, the Company had a sufficient basis to claim the credits and recognized a tax credit carryforward in the 2020 tax year. These credit carryforwards will expire between 2034 and 2040. In accordance with the accounting guidance for income taxes, the Company estimates whether recoverability of its deferred tax assets is “more likely than not”, based on forecasts of taxable income in the related tax jurisdictions. In this estimate, the Company uses historical results, projected future operating results based upon approved business plans, eligible carry forward periods, tax planning opportunities and other relevant considerations. Based on these factors, including historical losses incurred by the Company, a full valuation allowance for the deferred tax assets, including the deferred tax assets for the aforementioned net operating losses and credits has been provided, since they are not more likely than not to be realized. If sufficient positive evidence exists in future periods to support a release of some or all of the valuation allowance, such a release would likely have a material impact on the Company’s results of operations. The change in the valuation allowance was an increase of $6.6 million and $7.4 million for the years ended December 31, 2021 and 2020, respectively. The Company assesses uncertain tax positions in accordance with the guidance for accounting for uncertain tax positions. This pronouncement prescribes a recognition threshold and measurement methodology for recording within the consolidated financial statements uncertain tax positions taken, or expected to be taken, in the Company’s income tax returns. To the extent the uncertain tax positions do not meet the “more likely than not” threshold, the Company derecognizes such positions. To the extent the uncertain tax positions meet the “more likely than not” threshold, the Company measures and records the highest probable benefit, and establishes appropriate reserves for benefits that exceed the amount likely to be sustained upon examination. The Company currently has not recorded any uncertain tax positions and does not anticipate that the unrecognized tax benefits will significantly increase or decrease within the next twelve months. |
Employee Savings Plan
Employee Savings Plan | 12 Months Ended |
Dec. 31, 2021 | |
Retirement Benefits [Abstract] | |
Employee Savings Plan | Employee Savings Plan The Company has a 401(k) savings plan |
Nexobrid License and Supply Agr
Nexobrid License and Supply Agreements | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
NexoBrid License and Supply Agreements | NexoBrid License and Supply Agreements On May 6, 2019, the Company entered into exclusive license and supply agreements with MediWound to commercialize NexoBrid and any improvements to NexoBrid in North America. NexoBrid is a topically-administered biological product that enzymatically removes nonviable burn tissue, or eschar, in patients with deep partial and full-thickness thermal burns. On September 16, 2020, the Company announced acceptance of MediWound’s submission of a biologics license application (“BLA”) for review by the U.S. Food and Drug Administration (“FDA”) to seek marketing approval for NexoBrid in the U.S. for the treatment of severe burns, and the FDA’s assignment of a Prescription Drug User Fee Act (“PDUFA”) target date for the product of June 29, 2021. Subsequently, on June 29, 2021, the Company announced that MediWound received a complete response letter from the FDA regarding the BLA, through which the FDA communicated to MediWound that it had completed its review of the BLA, as amended, and had determined that it cannot approve the BLA in its present form. The Company continues to work with MediWound, BARDA and the FDA to address the issues identified in the agency’s complete response letter, to prepare and submit a BLA resubmission to the FDA and to seek the potential approval of NexoBrid. Pursuant to the terms of the license agreement, if the BLA is approved, MediWound will transfer the BLA to Vericel and Vericel will market NexoBrid in the U.S. Both MediWound and Vericel, under the supervision of a Central Steering Committee comprised of members of both companies will continue to guide the development of NexoBrid in North America. NexoBrid is approved in the European Union and other international markets and has been designated as an orphan biologic in the U.S., European Union and other international markets. In May 2019, the Company paid MediWound $17.5 million in consideration for the license, which was recorded as research and development expense during 2019. The Company is also obligated to pay MediWound $7.5 million, which is contingent upon U.S. regulatory approval of the BLA for NexoBrid and up to $125.0 million contingent upon meeting certain sales milestones. The first sales milestone of $7.5 million would be triggered when annual net sales of NexoBrid or improvements to it in North America exceed $75.0 million. As of December 31, 2021, the milestone payments are not yet probable and therefore, not considered a liability. The Company also will pay MediWound tiered royalties on net sales ranging from mid-high single-digit to mid-teen percentages, subject to customary reductions. The Company also entered into a supply agreement with MediWound, under which MediWound will manufacture NexoBrid for the Company on a unit price basis which may be increased based on a published index. MediWound is obligated to supply the Company with NexoBrid for sale in North America on an exclusive basis for the first five years of the term of the supply agreement. After the exclusivity period or upon supply failure, the Company will be permitted to establish an alternate source of supply. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Manufacturing and Supply Agreements Matricel — In October 2015, the Company signed a long-term supply agreement with Matricel GmbH (“Matricel”) for the ACI-Maix collagen membrane used in the manufacture of MACI. The Company and Matricel amended the agreement on March 17, 2018. Under the agreement, the Company has committed to purchase annually approximately $0.6 million per year. The Company has fulfilled this commitment for each of the years ended December 31, 2021, 2020 and 2019, respectively. The agreement is effective until December 31, 2022 and contains a 5-year renewal option by the Company and an additional 5-year automatic renewal, unless otherwise terminated. Manufacture, Supply and Other Agreements — The Company has entered into various agreements relating to the manufacture of its products and the supply of certain components. If the manufacturing or supply agreements expire or are otherwise terminated, the Company may not be able to identify and obtain ancillary materials that are necessary to develop its products and such expiration and termination could have a material effect on the Company’s business. The Company’s purchase commitments consist of minimum purchase amounts of materials used in the Company’s cell manufacturing process to manufacture its marketed cell therapy products. In addition, the Company also pays for usage of an offsite warehouse space. In February 2021, the terms of the warehouse operating agreement were extended through March 31, 2027. Future minimum purchase commitments related to the Company’s contractual obligations are as follows: Payments Due by Period Contractual Obligations (In thousands) Total 2022 2023 2024 2025 2026 More than 5 Years Purchase commitments $ 10,135 $ 9,254 $ 881 $ — $ — $ — $ — Warehouse operating agreement 8,341 1,445 1,513 1,432 1,512 1,601 838 Total $ 18,476 $ 10,699 $ 2,394 $ 1,432 $ 1,512 $ 1,601 $ 838 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On January 28, 2022, the Company entered into a Lease Agreement (the “Lease”) to lease approximately 126,000 square feet of to-be-constructed manufacturing, laboratory and office space in Burlington, Massachusetts (the “Premises”). Once constructed, the Premises will serve as the Company’s new corporate headquarters and primary manufacturing facility. The term of the Lease is scheduled to begin 12 months following the landlord’s commencement of construction of the core and shell of the building in which the Premises are located, which is currently expected to be February 28, 2023 (the “Commencement Date”). The Company’s obligation to pay rent for the Premises will begin on the earlier of: 13 months from the Commencement Date; or the date on which the Company first occupies the Premises to conduct operations (the “Rent Commencement Date”). The initial term of the Lease is 144 months following the Rent Commencement Date. The Company has a one-time option to extend the term of the Lease for an additional 10 years, exercisable under certain conditions and at a market rate determined in accordance with the Lease. The annual base rent of the Lease is initially $57 per square foot per year, subject to annual increases of 2.5%. Monthly contractual payments are expected to range from $0.6 million to $0.8 million. Additionally, the Company is responsible for reimbursing the landlord for the Company’s share of the Premises’ property taxes and certain other operating expenses. The Lease also provides for a tenant improvement allowance from the landlord in an amount equal to $200 per square foot of the Premises, or approximately $25.1 million, towards the design and construction of certain tenant improvements made to the Premises, subject to the terms set forth in the Lease. In January 2022, in connection with the execution of this Lease, the Company issued a letter of credit collateralized by cash deposits of approximately $6.0 million. Such letter of credit shall be reduced to approximately $4.2 million and $1.8 million at the conclusion of the third and sixth Lease years, respectively, provided certain conditions set forth in the Lease are satisfied. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and accounts have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. The Company is monitoring the potential impact of the ongoing COVID-19 pandemic on its business and the consolidated financial statements. The more significant estimates reflected in the Company’s consolidated financial statements include, but are not limited to, certain judgments regarding revenue recognition, inventory valuation, stock option valuation, deferred tax assets and liabilities and accrued expenses. The Company is not aware of any specific event or circumstance that would require an update to its estimates or judgments reflected in these consolidated financial statements or a revision of the carrying value of its assets or liabilities as of the issuance of these consolidated financial statements. These estimates may change as new events occur and additional information is obtained. Actual results could materially differ from those estimates. |
Cash Equivalents | Cash Equivalents Cash equivalents consist of short-term, highly liquid investments with original maturities of three months or less from the date of purchase and consist primarily of demand deposits, money market funds, overnight repurchase agreements and short duration agency bonds and commercial paper. |
Restricted cash | Restricted Cash Amounts included in restricted cash represent those required to be set aside to meet contractual terms of a lease agreement held by the Company. |
Investments | Investments Investments classified as short-term have maturities of less than one year. Investments classified as long-term are those that: (i) have a maturity of greater than one year, and (ii) the Company does not intend to liquidate within the next twelve months, although these funds are available for use and, therefore, are classified as available-for-sale. The Company’s investment strategy is to buy short-duration marketable securities with a high credit rating. As of December 31, 2021 and 2020, all marketable securities held by the Company had remaining contractual maturities of three years or less. Unrealized gains are included as a component of accumulated other comprehensive income in the consolidated balance sheets and consolidated statements of shareholders’ equity and a component of total comprehensive (loss) income in the consolidated statements of comprehensive (loss) income, until realized. Unrealized losses are evaluated for impairment under ASC 326 , Financial Instruments - Credit Losses |
Leases | Leases The Company determines if an arrangement is a lease at inception, in accordance with ASC Topic 842, Leases . All operating lease commitments with a lease term greater than 12 months are recognized as right-of-use assets and liabilities, on a discounted basis on the balance sheet. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Certain of the Company’s lease agreements include lease payments that are adjusted periodically for an index or rate. The leases are initially measured using the present value of the projected payments adjusted for the index or rate in effect at the commencement date. In addition to rent, the leases may require the Company to pay additional amounts for taxes, insurance, maintenance and other expenses, which do not transfer a good or service to the Company and are generally referred to as non-lease components. Variable non-lease components are not measured as part of the right-of-use asset and liability. Only when lease components and their associated non-lease components are fixed are they accounted for as a single lease component and are recognized as part of a right-of-use asset and liability. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. |
Inventory | Inventory Inventories are measured at the lower of cost or net realizable value. Cost is calculated based upon standard-cost which approximates costs determined on the first-in, first-out method. The Company periodically reviews its inventories for excess or obsolescence and writes down obsolete or other unmarketable inventory to its estimated net realizable value. If the actual net realizable value is less than that estimated by the Company, or if it is determined that inventory utilization will further diminish based on estimates of demand, additional inventory write-downs may be required. In all cases, product inventory is carried at the lower of cost or its estimated net realizable value. Amounts written down are charged to cost of product sales. |
Accounts Receivable | Accounts Receivable Accounts receivable are initially recorded at the contractual amount owed by the customer or based on expected payments from the insurance provider, hospital or patient. Allowances for doubtful accounts are established when the facts and circumstances indicate that a receivable may not be collectible. Potential credit risk exposure has been evaluated for the Company’s accounts receivable in accordance with ASC 326 . |
Property and Equipment | Property and Equipment, net Property and equipment are initially measured and recognized at acquisition cost, including any directly attributable cost of preparing the asset for its intended use. After initial measurement, property and equipment are carried at cost less accumulated depreciation and impairment. Repair and maintenance costs of property and equipment are expensed as incurred. The depreciable value of property and equipment is depreciated on a straight-line basis over the useful life of the asset. The useful life of an asset is usually equivalent to its economic life. The useful lives of property and equipment are as follows: • Machinery and Equipment: 5 years • Furniture, fixtures, and office equipment: 3 to 5 years • Computer equipment and software: 3 years • Building improvements and leasehold improvements: Shorter of the remaining life of the lease or 10 years The costs of assets retired or otherwise disposed of and the accumulated depreciation thereon are removed from the accounts, with any gain or loss realized upon sale or disposal credited or charged to operations. |
Revenue Recognition and Net Product Sales | Revenue Recognition and Net Product Sales The Company recognizes product revenue from sales to a customer (whether a distributor, or hospital ) following the five step model in Accounting Standards Codification 606, Revenue Recognition (“ ASC 606”): (i) identify contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenues when (or as) the Company satisfies the performance obligation. Under this revenue standard, the Company recognizes revenue when its customer obtains control of the promised goods, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods. There are no contractual rights of returns, refunds or similar obligations related to MACI, kits, Epicel or NexoBrid; however, in certain limited cases the Company will accept a product return if a surgery is canceled. Revenue is not recognized in certain canceled cases. For MACI, MACI kits and Epicel there are no variable pricing arrangements related to warranties or rebates offered to customers. The majority of orders are due within 60 to 90 days of delivery. Shipping and handling fees are included as a component of revenue. The Company recognizes any commission fees as an expense when incurred. These fees are included in selling, general, and administrative expenses. See Note 3, “Revenue” for further discussion on revenues. |
Research and Development Expense | Research and Development Expense |
Stock-Based Compensation | Stock-Based Compensation The Company’s accounting for stock-based compensation requires it to determine the fair value of common stock issued in the form of stock option awards and restricted stock units. The fair value of restricted stock units held by the employees is determined based on the fair value of the Company’s common stock on the date of the grant. Compensation expense is recorded for restricted stock units that are expected to vest over the expected vesting period. The fair value of stock options held by the employees is determined using a Black-Scholes option valuation method. Key assumptions in determining fair value include volatility, risk-free interest rate, dividend yield and expected term. The assumptions used in calculating the fair value of stock options represent the Company’s best estimates; however, these estimates involve inherent uncertainties and the application of management’s judgment. As a result, if factors change and different assumptions are used, the stock-based compensation expense could be materially different in the future. In addition, the Company estimates the expected forfeiture rate and only recognizes expense for those stock options expected to vest over the service period. The estimated forfeiture rate considers the historical experience of the Company’s stock-based awards. If the actual forfeiture rate is different from the estimate, expense is adjusted accordingly. For certain non-employee consultants, stock option awards continue to vest post-termination. |
Comprehensive (Loss) Income | Comprehensive (Loss) Income Comprehensive (loss) income is the change in shareholders’ equity during a period arising from any gain or loss unrealized related to the Company’s investments. |
Income Taxes | Income Taxes Deferred tax assets are recognized for deductible temporary differences and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized based on the weight of available evidence. When evaluating the realizability of the deferred tax assets, all evidence, both positive and negative, is considered. Items considered when evaluating the need for a valuation allowance include the ability to carry back losses, future reversals of existing temporary differences, tax planning strategies, and expectations of future earnings. The Company records uncertain tax positions in the consolidated financial statements only if it is more likely than not that the uncertain tax position will be sustained upon examination by the taxing authorities. The Company records interest and penalties related to uncertain tax positions in income tax expense. |
Net (Loss) Income Per Common Share | Net (Loss) Income Per Common Share |
Financial Instruments | Financial Instruments The Company’s financial instruments include accounts receivables, accounts payable and accrued expenses for which the current carrying amounts approximate market value, based upon their short-term nature and marketable debt securities which are classified as available-for-sale and carried at fair value on a settlement date basis. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Standards adopted during the year ended December 31, 2021. Standard Description Effective Date for Company Effect on the consolidated financial statements ASU 2019-12, Simplifying the Accounting for Income Taxes (ASC 740) The ASU enhances and simplifies various aspects of the income tax accounting guidance in ASC 740, including requirements related to hybrid tax regimes, the tax basis step-up in goodwill obtained in a transaction that is not a business combination, separate financial statements of entities not subject to tax, the intra-period tax allocation exception to the incremental approach, ownership changes in investments, changes from a subsidiary to an equity method investment, interim-period accounting for enacted changes in tax law, and the year-to-date loss limitation in interim-period tax accounting. January 1, 2021 The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
Disaggregation of Revenue | The following table and descriptions below shows the products from which the Company generated its revenue: Year Ended December 31, Revenue by product (in thousands) 2021 2020 2019 MACI implants and kits Implants based on contracted rate sold through a specialty pharmacy (a) $ 71,969 $ 57,593 $ 56,185 Implants subject to third party reimbursement sold through a specialty pharmacy (b) 16,000 16,320 17,076 Implants sold direct based on contracted rates (c) 18,714 15,144 13,933 Implants sold direct subject to third-party reimbursement (d) 2,821 2,754 1,529 Biopsy kits - direct bill 2,194 1,908 2,243 Change in estimates related to prior periods (e) (144) 713 654 Total MACI implants and kits 111,554 94,432 91,620 Epicel Direct bill (hospital) 41,521 27,536 26,230 NexoBrid revenue (f) 3,109 2,211 — Total revenue $ 156,184 $ 124,179 $ 117,850 (a) Represents implants sold through Orsini and AllCare whereby such specialty pharmacies have a direct contract with the underlying insurance provider. The amount of reimbursement is based on contracted rates at the time of sale supported by the pharmacy’s direct contracts. (b) Represents implants sold through Orsini or AllCare whereby such specialty pharmacy does not have a direct contract with the underlying payer. The amount of reimbursement is established based on a payer or state fee schedule and/or payer history. (c) Represents implants sold directly from the Company to the facility based on a contract and known price agreed upon prior to the surgery date. Also represents direct sales under a contract to specialty distributor DMS. (d) Represents implants sold directly from the Company to the facility based on a contract and known price agreed upon prior to the surgery date. The payment terms are subject to third-party reimbursement from an underlying insurance provider. (e) Primarily represents changes in estimates related to implants sold through Orsini or AllCare in which such specialty pharmacy does not have a direct contract with the underlying payer. The initial estimate of the amount of reimbursement is established based on a payer or state fee schedule and/or payer history. The change in estimates is a result of additional information, changes in collection expectations or actual cash collections received in the current period. (f) Represents revenue based on a percentage of gross profits for sales of NexoBrid to BARDA, pursuant to the license agreement between the Company and MediWound. |
Selected Balance Sheet Compon_2
Selected Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Balance Sheet Related Disclosures [Abstract] | |
Schedule of inventory | Inventory as of December 31, 2021 and 2020: (In thousands) 2021 2020 Raw materials $ 12,676 $ 8,775 Work-in-process 644 537 Finished goods 61 44 Total inventory $ 13,381 $ 9,356 |
Schedule of property and equipment, net | Property and Equipment, net as of December 31, 2021 and 2020: (In thousands) 2021 2020 Machinery and equipment $ 4,522 $ 3,672 Furniture, fixtures and office equipment 1,551 809 Computer equipment and software 7,769 6,846 Leasehold improvements 10,617 5,560 Construction in process 3,097 2,021 Financing right-of-use lease 74 111 Total property and equipment, gross 27,630 19,019 Less accumulated depreciation (14,322) (11,386) Total property and equipment, net $ 13,308 $ 7,633 |
Schedule of accrued expenses | Accrued Expenses as of December 31, 2021 and 2020: (In thousands) 2021 2020 Bonus related compensation $ 6,305 $ 5,721 Employee related accruals 3,616 3,482 Insurance reimbursement-related liabilities 3,973 2,016 Other accrued expenses 151 74 Total accrued expenses $ 14,045 $ 11,293 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Total leased assets and liabilities | Operating and finance lease assets and liabilities are as follows: December 31, (In thousands) Classification 2021 2020 Assets Operating Right-of-use assets $ 45,720 $ 50,105 Finance Property and equipment, net 73 111 Total leased assets $ 45,793 $ 50,216 Liabilities Current Operating Current portion of operating lease liabilities $ 2,950 $ 4,394 Finance Other current liabilities 41 41 $ 2,991 $ 4,435 Non-current Operating Operating lease liabilities $ 47,147 $ 48,789 Finance Other long-term liabilities 44 76 Total leased liabilities $ 47,191 $ 48,865 |
Maturity of lease liabilities | Future minimum lease payments under non-cancellable lease as of December 31, 2021 are as follows: (In thousands) Operating Leases Finance Leases Total 2022 $ 2,950 $ 41 $ 2,991 2023 6,634 44 6,678 2024 6,946 — 6,946 2025 6,348 — 6,348 2026 6,530 — 6,530 Thereafter 36,977 — 36,977 Total lease payments $ 66,385 $ 85 $ 66,470 Less: interest (16,288) — (16,288) Present value of lease liabilities $ 50,097 $ 85 $ 50,182 |
Maturity of lease liabilities | Future minimum lease payments under non-cancellable lease as of December 31, 2021 are as follows: (In thousands) Operating Leases Finance Leases Total 2022 $ 2,950 $ 41 $ 2,991 2023 6,634 44 6,678 2024 6,946 — 6,946 2025 6,348 — 6,348 2026 6,530 — 6,530 Thereafter 36,977 — 36,977 Total lease payments $ 66,385 $ 85 $ 66,470 Less: interest (16,288) — (16,288) Present value of lease liabilities $ 50,097 $ 85 $ 50,182 |
Lease term and discount rate | Lease terms and discount rates as of December 31, 2021 and 2020 are as follows: December 31, 2021 2020 Weighted-average remaining lease term (years) Operating leases 9.8 10.6 Finance leases 1.5 2.5 Weighted-average discount rate Operating leases 5.4% 5.4% Finance leases 5.0% 5.0% |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of fair value of securities, not including cash | The following tables summarize the gross unrealized gains and losses of the Company’s marketable securities as of December 31, 2021 and 2020: December 31, 2021 Gross Unrealized (In thousands) Amortized Cost Gains Losses Credit Losses Estimated Fair Value Commercial paper $ 10,243 $ — $ (12) $ — $ 10,231 Corporate notes 50,666 — (142) — 50,524 $ 60,909 $ — $ (154) $ — $ 60,755 Classified as: Short-term investments $ 35,068 Long-term investments 25,687 $ 60,755 December 31, 2020 Gross Unrealized (In thousands) Amortized Cost Gains Losses Credit Losses Estimated Fair Value Commercial paper $ 8,993 $ 1 $ — $ — $ 8,994 Corporate notes 35,917 — — (6) 35,911 U.S. government securities 12,828 14 — — 12,842 U.S. government agency bonds 5,000 1 — — 5,001 U.S. asset-backed securities 3,534 4 — — 3,538 $ 66,272 $ 20 $ — $ (6) $ 66,286 Classified as: Short-term investments $ 42,187 Long-term investments 24,099 $ 66,286 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of non-cash stock-based compensation expense | Non-cash stock-based compensation expense (service-based stock options, restricted stock units and employee stock purchase plan) is summarized in the following table: Years Ended December 31, (in thousands) 2021 2020 2019 Cost of product sales $ 3,681 $ 1,949 $ 2,029 Research and development 4,120 1,884 2,428 Selling, general and administrative 26,521 10,010 8,722 Total non-cash stock-based compensation expense $ 34,322 $ 13,843 $ 13,179 |
Schedule of fair value assumptions | The fair value of each service-based stock option grant for the reported periods is estimated on the date of the grant using the Black-Scholes option-pricing model using the assumptions noted in the following table: Year Ended December 31, Service-Based Stock Options 2021 2020 2019 Expected dividend rate —% —% —% Expected stock price volatility 71.5 - 76.7% 71.1 - 78.7% 77.9 - 85.5% Risk-free interest rate 0.53 - 1.5% 0.33 - 1.7% 1.4 - 2.7% Expected life (years) 5.3 - 6.3 5.3 - 6.3 5.3 - 6.3 |
Summary of activity for service-based stock options | The following table summarizes the activity for service-based stock options for the indicated periods: Service-Based Stock Options Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value (Thousands) Outstanding at December 31, 2020 5,236,044 $ 11.34 7.3 $ 102,654 Granted 1,683,568 50.84 Exercised (968,261) 10.25 Expired (12,126) 43.48 Forfeited (269,535) 26.05 Outstanding at December 31, 2021 5,669,690 $ 22.49 7.2 $ 113,985 Exercisable at December 31, 2021 3,169,562 $ 13.07 6.1 $ 86,141 |
Summary of activity for restricted stock awards | The following table summarizes the activity for restricted stock units for the indicated periods: Restricted Stock Units Number of Restricted Stock Units Weighted-Average Grant Date Fair Value Outstanding at December 31, 2020 270,639 $ 13.57 Granted 266,759 52.07 Vested (98,597) 18.88 Forfeited (40,053) 30.63 Unvested at December 31, 2021 398,748 $ 36.30 |
Net (Loss) Income Per Common _2
Net (Loss) Income Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of net loss attributable to common shareholders and share data used in the basic and diluted earnings per share computations using the two class method | A summary of net (loss) income per common share is presented below: Year Ended December 31, (Amounts in thousands, except per share amounts) 2021 2020 2019 Net (loss) income $ (7,471) $ 2,864 $ (9,665) Basic weighted-average common shares outstanding 46,472 45,221 44,180 Effect of dilutive stock options and restricted stock units — 2,061 — Diluted weighted-average common shares outstanding 46,472 47,282 44,180 Basic (loss) income per common share $ (0.16) $ 0.06 $ (0.22) Diluted (loss) income per common share $ (0.16) $ 0.06 $ (0.22) Anti-dilutive shares excluded from diluted net (loss) income per common share: Stock options 5,670 2,204 5,053 Restricted stock units 399 — 157 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Summary of valuation of the Company's investments and financial instruments that are measured at fair value on a recurring basis | The following table summarizes the valuation of the Company’s financial instruments that are measured at fair value on a recurring basis: December 31, 2021 December 31, 2020 Fair value measurement category Fair value measurement category (In thousands) Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Assets: Money market funds $ 1,258 $ 1,258 $ — $ — $ 3,698 $ 3,698 $ — $ — Commercial paper (a) 18,229 — 18,229 — 8,994 — 8,994 — Corporate notes 50,524 — 50,524 — 35,911 — 35,911 — U.S. government securities — — — — 12,842 — 12,842 — U.S. government agency bonds — — — — 5,001 — 5,001 — U.S. asset-backed securities — — — — 3,538 — 3,538 — $ 70,011 $ 1,258 $ 68,753 $ — $ 69,984 $ 3,698 $ 66,286 $ — (a) Approximately $8.0 million of commercial paper has an original maturity of 90 days or less and is recorded as a cash equivalent as of December 31, 2021. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Summary of income (loss) before income taxes for U.S. and non-U.S. operations | The components of (loss) income before income taxes are summarized as follows: Year Ended December 31, (In thousands) 2021 2020 2019 U.S. $ (7,367) $ 2,767 $ (9,632) Foreign (104) 97 (33) (Loss) income before income taxes $ (7,471) $ 2,864 $ (9,665) |
Schedule of reconciliation of income taxes computed using the federal statutory rate to the taxes reported in consolidated statements of operations | A reconciliation of income taxes computed using the U.S. federal statutory rate to the taxes reported in the consolidated statements of operations is as follows: Year Ended December 31, (In thousands) 2021 2020 2019 (Loss) income before income taxes $ (7,471) $ 2,864 $ (9,665) Federal statutory rate 21 % 21 % 21 % Taxes computed at federal statutory rate (1,569) 601 (2,030) State and local income taxes (345) 200 (484) Nondeductible stock-based compensation (4,311) 437 (1,329) Federal and state rate change 47 249 (164) Research and orphan drug credits (413) (8,827) — Other (87) 132 (49) Change in valuation allowance 6,567 7,388 4,056 Reported income taxes $ (111) $ 180 $ — |
Schedule of deferred tax assets | Deferred tax assets (liabilities) consist of the following: Year Ended December 31, (In thousands) 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 11,571 $ 8,411 Employee benefits and stock-based compensation 11,470 5,692 Research and development costs 5,059 6,411 Intangible assets 2,544 3,279 Operating lease liabilities 12,822 13,687 Inventory reserve 2,833 3,813 Tax credit carryforward 10,498 10,085 Other, net 13 38 Total deferred tax assets 56,810 51,416 Less: valuation allowance (43,947) (37,379) Total net deferred tax assets 12,863 14,037 Deferred tax liabilities: Right-of-use assets (12,266) (13,463) Property and equipment, net (597) (574) Total net deferred tax liabilities (12,863) (14,037) Net deferred tax assets and liabilities $ — $ — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum purchase commitments related to contractual obligations | Future minimum purchase commitments related to the Company’s contractual obligations are as follows: Payments Due by Period Contractual Obligations (In thousands) Total 2022 2023 2024 2025 2026 More than 5 Years Purchase commitments $ 10,135 $ 9,254 $ 881 $ — $ — $ — $ — Warehouse operating agreement 8,341 1,445 1,513 1,432 1,512 1,601 838 Total $ 18,476 $ 10,699 $ 2,394 $ 1,432 $ 1,512 $ 1,601 $ 838 |
Organization (Details)
Organization (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021USD ($)pharmacysegment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of products | pharmacy | 2 | ||
Number of reportable segments | segment | 1 | ||
Accumulated deficit | $ (383,286) | $ (375,815) | |
Net income | (7,471) | 2,864 | $ (9,665) |
Cash and cash equivalents | 68,330 | $ 33,620 | $ 26,889 |
Short term investments | $ 60,800 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Minimum | |
Property, Plant and Equipment | |
Duration of lease renewal terms | 1 year |
Maximum | |
Property, Plant and Equipment | |
Duration of lease renewal terms | 5 years |
Machinery and Equipment | |
Property, Plant and Equipment | |
Useful lives (in years) | 5 years |
Furniture, fixtures and office equipment | Minimum | |
Property, Plant and Equipment | |
Useful lives (in years) | 3 years |
Furniture, fixtures and office equipment | Maximum | |
Property, Plant and Equipment | |
Useful lives (in years) | 5 years |
Computer equipment and software | |
Property, Plant and Equipment | |
Useful lives (in years) | 3 years |
Building improvements and leasehold improvements | |
Property, Plant and Equipment | |
Useful lives (in years) | 10 years |
Revenue - Narrative (Details)
Revenue - Narrative (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2021USD ($)pharmacy | Dec. 31, 2020USD ($) | |
Risks and Uncertainties [Abstract] | ||
Number Of Contracted Specialty Pharmacies | pharmacy | 2 | |
Allowance for doubtful accounts | $ 7 | $ 5.3 |
Change in estimate of uncollectible (percent) | 0.50% | |
Change in revenue recognized due to 0.5% change in uncollectible percentage | $ 0.3 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Product sales, net | $ 153,075 | $ 121,968 | $ 117,850 |
Other revenue | 3,109 | 2,211 | 0 |
Total revenue | 156,184 | 124,179 | 117,850 |
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | |||
Disaggregation of Revenue [Line Items] | |||
Product sales, net | (144) | 713 | 654 |
M A C I Implants And Kits | |||
Disaggregation of Revenue [Line Items] | |||
Product sales, net | 111,554 | 94,432 | 91,620 |
Through Intermediary | Implants | Contract rate | |||
Disaggregation of Revenue [Line Items] | |||
Product sales, net | 71,969 | 57,593 | 56,185 |
Through Intermediary | Implants | Time-and-materials contract | |||
Disaggregation of Revenue [Line Items] | |||
Product sales, net | 16,000 | 16,320 | 17,076 |
Time-and-materials contract | Implants | Time-and-materials contract | |||
Disaggregation of Revenue [Line Items] | |||
Product sales, net | 2,821 | 2,754 | 1,529 |
Provider or Facility | Implants | Contract rate | |||
Disaggregation of Revenue [Line Items] | |||
Product sales, net | 18,714 | 15,144 | 13,933 |
Provider or Facility | NexoBrid | |||
Disaggregation of Revenue [Line Items] | |||
Other revenue | 3,109 | 2,211 | 0 |
Directly to consumer | Biopsy kits | |||
Disaggregation of Revenue [Line Items] | |||
Product sales, net | 2,194 | 1,908 | 2,243 |
Directly to consumer | Epicel | |||
Disaggregation of Revenue [Line Items] | |||
Product sales, net | $ 41,521 | $ 27,536 | $ 26,230 |
Revenue - Concentration of risk
Revenue - Concentration of risk (Details) | 12 Months Ended |
Dec. 31, 2021 | |
MACI | Revenue Concentration | Customer concentration | |
Disaggregation of Revenue [Line Items] | |
Concentration risk (as a percent) | 10.00% |
Selected Balance Sheet Compon_3
Selected Balance Sheet Components - Schedule of inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory: | ||
Raw materials | $ 12,676 | $ 8,775 |
Work-in-process | 644 | 537 |
Finished goods | 61 | 44 |
Total inventory | $ 13,381 | $ 9,356 |
Selected Balance Sheet Compon_4
Selected Balance Sheet Components - Schedule of property and equipment, net (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property and equipment, net: | ||
Financing right-of-use lease | $ 74 | $ 111 |
Total property and equipment, gross | 27,630 | 19,019 |
Less accumulated depreciation | (14,322) | (11,386) |
Total property and equipment, net | 13,308 | 7,633 |
Machinery and equipment | ||
Property and equipment, net: | ||
Total property and equipment, gross | 4,522 | 3,672 |
Furniture, fixtures and office equipment | ||
Property and equipment, net: | ||
Total property and equipment, gross | 1,551 | 809 |
Computer equipment and software | ||
Property and equipment, net: | ||
Total property and equipment, gross | 7,769 | 6,846 |
Leasehold improvements | ||
Property and equipment, net: | ||
Total property and equipment, gross | 10,617 | 5,560 |
Construction in process | ||
Property and equipment, net: | ||
Total property and equipment, gross | $ 3,097 | $ 2,021 |
Selected Balance Sheet Compon_5
Selected Balance Sheet Components - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Balance Sheet Related Disclosures [Abstract] | |||
Depreciation and amortization | $ 3 | $ 2.4 | $ 1.7 |
Selected Balance Sheet Compon_6
Selected Balance Sheet Components - Schedule of accrued expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Accrued expenses | ||
Bonus related compensation | $ 6,305 | $ 5,721 |
Employee related accruals | 3,616 | 3,482 |
Insurance reimbursement-related liabilities | 3,973 | 2,016 |
Other accrued expenses | 151 | 74 |
Total accrued expenses | $ 14,045 | $ 11,293 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | Oct. 21, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Lessee, Lease, Description [Line Items] | ||||
Short-term lease costs (less than) | $ 0.1 | $ 0.1 | ||
Operating lease expense | 7.3 | 6.3 | $ 5.4 | |
Finance lease expense | 0.1 | 0.1 | 0.1 | |
Measurement of lease liability | 6 | $ 5.8 | $ 5 | |
Cambridge, Massachusetts | ||||
Lessee, Lease, Description [Line Items] | ||||
Tenant improvement allowance | $ 4.3 | |||
Cambridge, Massachusetts | Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Monthly contractual lease payments | $ 0.4 | |||
Cambridge, Massachusetts | Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Monthly contractual lease payments | $ 0.6 |
Leases - Assets And Liabilities
Leases - Assets And Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Operating | $ 45,720 | $ 50,105 |
Finance | 73 | 111 |
Total leased assets | 45,793 | 50,216 |
Current | ||
Operating | 2,950 | 4,394 |
Finance | 41 | 41 |
Lease liability current | 2,991 | 4,435 |
Non-current | ||
Operating | 47,147 | 48,789 |
Finance | 44 | 76 |
Total leased liabilities | $ 47,191 | $ 48,865 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Property and equipment, net | Property and equipment, net |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other current liabilities | Other current liabilities |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long-term liabilities | Other long-term liabilities |
Leases - Maturities of lease li
Leases - Maturities of lease liabilities (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Operating Leases | |
2022 | $ 2,950 |
2023 | 6,634 |
2024 | 6,946 |
2025 | 6,348 |
2026 | 6,530 |
Thereafter | 36,977 |
Total | 66,385 |
Less: interest | (16,288) |
Present value of lease liabilities | 50,097 |
Finance Leases | |
2022 | 41 |
2023 | 44 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
Thereafter | 0 |
Total lease payments | 85 |
Less: interest | 0 |
Present value of lease liabilities | 85 |
2022 | 2,991 |
2023 | 6,678 |
2024 | 6,946 |
2025 | 6,348 |
2026 | 6,530 |
Thereafter | 36,977 |
Total lease payments | 66,470 |
Less: interest | (16,288) |
Present value of lease liabilities | $ 50,182 |
Leases - Lease term and discoun
Leases - Lease term and discount rate (Details) | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Weighted-average remaining lease term - Operating lease term | 9 years 9 months 18 days | 10 years 7 months 6 days |
Weighted-average remaining lease term - Finance lease term | 1 year 6 months | 2 years 6 months |
Weighted-average discount rate - Operating lease discount rate | 5.40% | 5.40% |
Weighted-average discount rate - Finance lease discount rate | 5.00% | 5.00% |
Investments - Schedule of fair
Investments - Schedule of fair value of securities, not including cash (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Marketable Securities [Line Items] | ||
Amortized Cost | $ 60,909 | $ 66,272 |
Gains | 0 | 20 |
Losses | (154) | 0 |
Credit Losses | 0 | (6) |
Estimated Fair Value | 60,755 | 66,286 |
Short-term investments | ||
Marketable Securities [Line Items] | ||
Estimated Fair Value | 35,068 | 42,187 |
Long-term investments | ||
Marketable Securities [Line Items] | ||
Estimated Fair Value | 25,687 | 24,099 |
Commercial paper | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 10,243 | 8,993 |
Gains | 0 | 1 |
Losses | (12) | 0 |
Credit Losses | 0 | 0 |
Estimated Fair Value | 10,231 | 8,994 |
Corporate notes | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 50,666 | 35,917 |
Gains | 0 | 0 |
Losses | (142) | 0 |
Credit Losses | 0 | (6) |
Estimated Fair Value | $ 50,524 | 35,911 |
U.S. government securities | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 12,828 | |
Gains | 14 | |
Losses | 0 | |
Credit Losses | 0 | |
Estimated Fair Value | 12,842 | |
U.S. government agency bonds | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 5,000 | |
Gains | 1 | |
Losses | 0 | |
Credit Losses | 0 | |
Estimated Fair Value | 5,001 | |
U.S. asset-backed securities | ||
Marketable Securities [Line Items] | ||
Amortized Cost | 3,534 | |
Gains | 4 | |
Losses | 0 | |
Credit Losses | 0 | |
Estimated Fair Value | $ 3,538 |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | ||
Credit Losses | $ 0 | $ 0 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | 81 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2021 | |
Stock-Based Compensation | ||||
Expected to vest (in shares) | 5,359,392 | |||
Total unrecognized compensation cost | $ 36 | |||
Intrinsic value of stock options exercised | $ 39.5 | $ 10.5 | $ 16.1 | |
Prior Plans | ||||
Stock-Based Compensation | ||||
Awards available for future grant under the Plan (in shares) | 0 | |||
Omnibus Incentive Plan 2019 | ||||
Stock-Based Compensation | ||||
Awards available for future grant under the Plan (in shares) | 2,822,710 | |||
Stock options | ||||
Stock-Based Compensation | ||||
Expiration period | 10 years | |||
Vesting period | 4 years | |||
Weighted average grant-date fair value (in dollars per share) | $ 32.96 | $ 8.86 | $ 12.62 | |
Weighted average period over which unrecognized compensation is expected to be recognized | 3 years | |||
Restricted stock units | ||||
Stock-Based Compensation | ||||
Weighted average grant-date fair value (in dollars per share) | $ 52.07 | $ 11.41 | $ 17.71 | |
Weighted average period over which unrecognized compensation is expected to be recognized | 2 years 10 months 24 days | |||
Unrecognized compensation cost | $ 8.8 | |||
Fair value of vested awards | $ 5.3 | $ 0.6 | ||
Vested (in shares) | 98,597 | |||
Restricted stock units | Awarded annually | Nonemployee directors | ||||
Stock-Based Compensation | ||||
Vesting period | 1 year | |||
Restricted stock units | Awarded upon initial appointment to the BOD | Nonemployee directors | ||||
Stock-Based Compensation | ||||
Vesting period | 3 years | |||
Employee stock | ||||
Stock-Based Compensation | ||||
Common stock available for issuance (in shares) | 1,000,000 | |||
Common stock granted since inception (in shares) | 745,655 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of non-cash stock-based compensation expense (Details) - Employee stock purchase plan and service-based stock options - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total non-cash stock-based compensation expense | $ 34,322 | $ 13,843 | $ 13,179 |
Cost of product sales | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total non-cash stock-based compensation expense | 3,681 | 1,949 | 2,029 |
Research and development | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total non-cash stock-based compensation expense | 4,120 | 1,884 | 2,428 |
Selling, general and administrative | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total non-cash stock-based compensation expense | $ 26,521 | $ 10,010 | $ 8,722 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of fair value assumptions (Details) - Stock options | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stock-Based Compensation | |||
Expected dividend rate | 0.00% | 0.00% | 0.00% |
Minimum | |||
Stock-Based Compensation | |||
Expected stock price volatility | 71.50% | 71.10% | 77.90% |
Risk-free interest rate | 0.53% | 0.33% | 1.40% |
Expected life (years) | 5 years 3 months 18 days | 5 years 3 months 18 days | 5 years 3 months 18 days |
Maximum | |||
Stock-Based Compensation | |||
Expected stock price volatility | 76.70% | 78.70% | 85.50% |
Risk-free interest rate | 1.50% | 1.70% | 2.70% |
Expected life (years) | 6 years 3 months 18 days | 6 years 3 months 18 days | 6 years 3 months 18 days |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of activity for service-based stock options (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Options | ||
Outstanding at the beginning of the period (in shares) | 5,236,044 | |
Granted (in shares) | 1,683,568 | |
Exercised (in shares) | (968,261) | |
Expired (in shares) | (12,126) | |
Forfeited (in shares) | (269,535) | |
Outstanding at the end of the period (in shares) | 5,669,690 | 5,236,044 |
Exercisable at the end of the period (in shares) | 3,169,562 | |
Weighted Average Exercise Price | ||
Outstanding at the beginning of the period (in dollars per share) | $ 11.34 | |
Granted (in dollars per share) | 50.84 | |
Exercised (in dollars per share) | 10.25 | |
Expired (in dollars per share) | 43.48 | |
Forfeited (in dollars per share) | 26.05 | |
Outstanding at the end of the period (in dollars per share) | 22.49 | $ 11.34 |
Exercisable at the end of the period (in dollars per share) | $ 13.07 | |
Weighted Average Remaining Contractual Term | ||
Outstanding | 7 years 2 months 12 days | 7 years 3 months 18 days |
Exercisable at end of period | 6 years 1 month 6 days | |
Aggregate Intrinsic Value | ||
Outstanding | $ 113,985 | $ 102,654 |
Exercisable at end of period | $ 86,141 |
Stock-Based Compensation - Sc_4
Stock-Based Compensation - Schedule of restricted stock awards activity (Details) - Restricted stock units | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Number of Restricted Stock Units | |
Outstanding at beginning of period (in shares) | shares | 270,639 |
Granted (in shares) | shares | 266,759 |
Vested (in shares) | shares | (98,597) |
Forfeited (in shares) | shares | (40,053) |
Unvested at end of period (in shares) | shares | 398,748 |
Weighted-Average Grant Date Fair Value | |
Unvested at beginning of period (in usd per share) | $ / shares | $ 13.57 |
Granted (in usd per share) | $ / shares | 52.07 |
Vested (in usd per share) | $ / shares | 18.88 |
Forfeited (in usd per share) | $ / shares | 30.63 |
Unvested at end of period (in usd per share) | $ / shares | $ 36.30 |
Net (Loss) Income Per Common _3
Net (Loss) Income Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net Income (Loss) Attributable to Parent [Abstract] | |||
Net (loss) income | $ (7,471) | $ 2,864 | $ (9,665) |
Basic weighted-average common shares outstanding (in shares) | 46,472 | 45,221 | 44,180 |
Effect of dilutive stock options and restricted stock units (in shares) | 0 | 2,061 | 0 |
Diluted weighted-average common shares outstanding (in shares) | 46,472 | 47,282 | 44,180 |
Basic (loss) income per common share (in USD per share) | $ (0.16) | $ 0.06 | $ (0.22) |
Diluted (loss) income per common share (in USD per share) | $ (0.16) | $ 0.06 | $ (0.22) |
Stock options | |||
Anti-dilutive shares excluded from diluted net (loss) income per common share: | |||
Anti-dilutive shares excluded from the calculation of diluted earnings per share (in shares) | 5,670 | 2,204 | 5,053 |
Restricted stock units | |||
Anti-dilutive shares excluded from diluted net (loss) income per common share: | |||
Anti-dilutive shares excluded from the calculation of diluted earnings per share (in shares) | 399 | 0 | 157 |
Shareholders' Equity - Narrativ
Shareholders' Equity - Narrative (Details) $ in Millions | Aug. 27, 2021USD ($) |
Shareholders' Equity | |
At the market offering, sales agreement, expiration period | 3 years |
At The Market | |
Shareholders' Equity | |
Sale Of stock authorized value | $ 200 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | $ 60,755 | $ 66,286 |
Corporate notes | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 50,524 | 35,911 |
U.S. government securities | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 12,842 | |
U.S. government agency bonds | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 5,001 | |
Asset-backed Securities | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 3,538 | |
Recurring | ||
Liabilities that are measured at fair value on a recurring basis | ||
Assets, fair value | 70,011 | 69,984 |
Recurring | Level 1 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Assets, fair value | 1,258 | 3,698 |
Recurring | Level 2 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Assets, fair value | 68,753 | 66,286 |
Recurring | Level 3 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Assets, fair value | 0 | 0 |
Recurring | Commercial Paper | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 18,229 | 8,994 |
Recurring | Commercial Paper | Level 1 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | Commercial Paper | Level 2 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 18,229 | 8,994 |
Recurring | Commercial Paper | Level 3 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | Commercial Paper | Cash and Cash Equivalents | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 8,000 | |
Recurring | Corporate notes | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 50,524 | 35,911 |
Recurring | Corporate notes | Level 1 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | Corporate notes | Level 2 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 50,524 | 35,911 |
Recurring | Corporate notes | Level 3 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | U.S. government securities | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 12,842 |
Recurring | U.S. government securities | Level 1 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | U.S. government securities | Level 2 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 12,842 |
Recurring | U.S. government securities | Level 3 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | U.S. government agency bonds | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 5,001 |
Recurring | U.S. government agency bonds | Level 1 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | U.S. government agency bonds | Level 2 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 5,001 |
Recurring | U.S. government agency bonds | Level 3 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | Asset-backed Securities | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 3,538 |
Recurring | Asset-backed Securities | Level 1 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | Asset-backed Securities | Level 2 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 3,538 |
Recurring | Asset-backed Securities | Level 3 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Debt securities, fair value | 0 | 0 |
Recurring | Money market funds | ||
Liabilities that are measured at fair value on a recurring basis | ||
Money market funds | 1,258 | 3,698 |
Recurring | Money market funds | Level 1 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Money market funds | 1,258 | 3,698 |
Recurring | Money market funds | Level 2 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Money market funds | 0 | 0 |
Recurring | Money market funds | Level 3 | ||
Liabilities that are measured at fair value on a recurring basis | ||
Money market funds | $ 0 | $ 0 |
Income Taxes - Components of In
Income Taxes - Components of Income (Loss) Before Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Operating Loss Carryforwards [Line Items] | |||
(Loss) income before income taxes | $ (7,471) | $ 2,864 | $ (9,665) |
U.S. | |||
Operating Loss Carryforwards [Line Items] | |||
(Loss) income before income taxes | (7,367) | 2,767 | (9,632) |
Foreign | |||
Operating Loss Carryforwards [Line Items] | |||
(Loss) income before income taxes | $ (104) | $ 97 | $ (33) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of income taxes computed using the federal statutory rate to the taxes reported in consolidated statements of operations | |||
(Loss) income before income taxes | $ (7,471) | $ 2,864 | $ (9,665) |
Federal statutory rate | 21.00% | 21.00% | 21.00% |
Taxes computed at federal statutory rate | $ (1,569) | $ 601 | $ (2,030) |
State and local income taxes | (345) | 200 | (484) |
Nondeductible stock-based compensation | (4,311) | 437 | (1,329) |
Federal and state rate change | 47 | 249 | (164) |
Research and orphan drug credits | (413) | (8,827) | 0 |
Other | (87) | 132 | (49) |
Change in valuation allowance | 6,567 | 7,388 | 4,056 |
Reported income taxes | (111) | 180 | $ 0 |
Deferred tax assets: | |||
Net operating loss carryforwards | 11,571 | 8,411 | |
Employee benefits and stock-based compensation | 11,470 | 5,692 | |
Research and development costs | 5,059 | 6,411 | |
Intangible assets | 2,544 | 3,279 | |
Operating lease liabilities | 12,822 | 13,687 | |
Inventory reserve | 2,833 | 3,813 | |
Tax credit carryforward | 10,498 | 10,085 | |
Other, net | 13 | 38 | |
Total deferred tax assets | 56,810 | 51,416 | |
Less: valuation allowance | (43,947) | (37,379) | |
Total net deferred tax assets | 12,863 | 14,037 | |
Deferred tax liabilities: | |||
Right-of-use assets | (12,266) | (13,463) | |
Property and equipment, net | (597) | (574) | |
Total net deferred tax liabilities | (12,863) | (14,037) | |
Net deferred tax assets and liabilities | $ 0 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating Loss Carryforwards [Line Items] | ||||
Profit (loss) from operations | $ (7,854) | $ 2,372 | $ (11,251) | |
Projected annual limitation on the use of the net operating losses that existed prior to September 17, 2014 | 800 | |||
General business tax credit carryforward | 10,498 | 10,085 | ||
Increase (decrease) in valuation allowance | 6,600 | $ 7,400 | ||
Federal | Internal Revenue Service | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | 44,300 | |||
Profit (loss) from operations | 6,400 | $ 1,500 | ||
State | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | $ 29,300 |
Employee Savings Plan (Details)
Employee Savings Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |||
Defined contribution plan, tax status [Extensible Enumeration] | Qualified Plan [Member] | ||
Contributions made under 401(k) savings plan | $ 1 | $ 0.8 | $ 0.7 |
NexoBrid License and Supply A_2
NexoBrid License and Supply Agreements (Details) - MediWound Ltd - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | May 31, 2019 | |
Related Party Transaction [Line Items] | ||
Consideration paid | $ 17.5 | |
Contingent consideration | 7.5 | |
Max contingent consideration | 125 | |
Sales Initial milestone | $ 75 | |
Supply commitment period | 5 years |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) $ in Thousands | 1 Months Ended | |
Oct. 31, 2015 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Purchase obligation, annual commitment | $ 600 | $ 9,254 |
Purchase obligation, renewal option, term | 5 years | |
Purchase obligation, automatic renewal, term | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies - Future Minimum Payments (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Oct. 31, 2015 |
Purchase commitments | ||
Total | $ 10,135 | |
2022 | 9,254 | $ 600 |
2023 | 881 | |
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
More than 5 Years | 0 | |
Operating Leases | ||
Total | 8,341 | |
2022 | 1,445 | |
2023 | 1,513 | |
2024 | 1,432 | |
2025 | 1,512 | |
2026 | 1,601 | |
More than 5 Years | 838 | |
Contractual Obligation, Fiscal Year Maturity [Abstract] | ||
Contractual Obligation, Total | 18,476 | |
2022 | 10,699 | |
2023 | 2,394 | |
2024 | 1,432 | |
2025 | 1,512 | |
2026 | 1,601 | |
More than 5 Years | $ 838 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent event - 25 Network Drive, Burlington, Massachusetts ft² in Thousands, $ in Millions | Jan. 28, 2022USD ($)ft²uSDollarPerSquareFoot | Jan. 31, 2022USD ($) |
Subsequent Event [Line Items] | ||
Area of real estate property | ft² | 126 | |
Lease option to extend term | 10 years | |
Annual lease per square foot | uSDollarPerSquareFoot | 57 | |
Annual lease base rent square subject to increase percentage | 2.50% | |
Tenant improvement allowance per square foot | uSDollarPerSquareFoot | 200 | |
Tenant improvement allowance | $ 25.1 | |
Letter of credit cash deposit | $ 6 | |
Letter of credit cash deposit lease year three | 4.2 | |
Letter of credit cash deposit lease year four | $ 1.8 | |
Minimum | ||
Subsequent Event [Line Items] | ||
Monthly contractual lease payments | 0.6 | |
Maximum | ||
Subsequent Event [Line Items] | ||
Monthly contractual lease payments | $ 0.8 |