Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2022	Apr. 11, 2023	Jun. 30, 2022
Cover [Abstract]
Entity Registrant Name	SIENTRA, INC.
Entity Central Index Key	0001551693
Document Type	10-K
Document Period End Date	Dec. 31, 2022
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Shell Company	false
ICFR Auditor Attestation Flag	false
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Public Float			$ 51,626,000
Entity Common Stock, Shares Outstanding		10,994,502
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Trading Symbol	SIEN
Title of 12(b) Security	Common Stock, par value $0.01 per share
Security Exchange Name	NASDAQ
Entity File Number	001-36709
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-5551000
Entity Address, Address Line One	3333 Michelson Drive
Entity Address, Address Line Two	Suite 650
Entity Address, City or Town	Irvine
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92612
City Area Code	805
Local Phone Number	562-3500
Document Annual Report	true
Document Transition Report	false
Documents Incorporated by Reference	Portions of the registrant’s definitive Proxy Statement relating to its 2023 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated. Such Proxy Statement will be filed with the U.S. Securities and Exchange Commission no later than 120 days after the end of the fiscal year to which this report relates.
Auditor Name	KPMG LLP
Auditor Firm ID	185
Auditor Location	Los Angeles, CA

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 26,071	$ 51,772
Accounts receivable, net of allowances for doubtful accounts of $3,132 and $2,278 at December 31, 2022 and December 31, 2021, respectively	36,892	33,105
Inventories, net	42,692	52,914
Prepaid expenses and other current assets	2,094	2,979
Current assets of discontinued operations	0	4
Total current assets	107,749	140,774
Property and equipment, net	14,941	13,998
Goodwill	9,202	9,202
Other intangible assets, net	25,676	28,765
Right of use assets, net	7,004	6,565
Other assets	849	600
Total assets	165,421	199,904
Current liabilities:
Current portion of long-term debt	0	2,237
Accounts payable	6,818	7,402
Accrued and other current liabilities	22,599	21,298
Customer deposits	45,161	35,182
Sales return liability	15,773	13,399
Current liabilities of discontinued operations	0	500
Total current liabilities	90,351	80,018
Long-term debt	55,406	62,434
Derivative liability	880	0
Deferred and contingent consideration	2,791	5,872
Warranty reserve	8,186	2,505
Lease liabilities	5,518	5,604
Other liabilities	2,698	2,614
Total liabilities	165,830	159,047
Commitments and contingencies (Note 11)
Stockholders' (deficit) equity:
Preferred stock, $0.01 par value – Authorized 10,000,000 shares; none issued or outstanding	0	0
Common stock, $0.01 par value - Authorized 200,000,000 shares; issued 10,709,716 and 6,224,209 and outstanding 10,702,444 and 6,216,936 shares at December 31, 2022 and December 31, 2021, respectively	107	62
Additional paid-in capital	694,395	662,399
Treasury stock, at cost (7,273 shares at December 31, 2022 and December 31, 2021)	(260)	(260)
Accumulated deficit	(694,651)	(621,344)
Total stockholders' (deficit) equity	(409)	40,857
Total liabilities and stockholders' (deficit) equity	$ 165,421	$ 199,904

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Accounts receivable, allowances (in dollars)	$ 3,132	$ 2,278
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	10,709,716	10,702,444
Common stock, shares outstanding	6,224,209	6,216,936
Treasury stock, shares	7,273	7,273

Consolidated Statements of Operations - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Net sales	$ 90,549	$ 80,683	$ 54,997
Cost of goods sold	48,955	36,348	23,599
Gross profit	41,594	44,335	31,398
Operating expenses:
Sales and marketing	55,049	48,456	37,405
Research and development	14,063	10,456	8,704
General and administrative	41,532	31,773	32,310
Restructuring	0	0	390
Total operating expenses	110,644	90,685	78,809
Loss from operations	(69,050)	(46,350)	(47,411)
Other (expense) income, net:
Interest income	130	4	205
Interest expense	(9,112)	(8,254)	(9,438)
(Loss) gain on extinguishment of debt	(4,040)	6,652	0
Change in fair value of derivative liability	8,780	(14,460)	(10,470)
Other income (expense), net	12	(90)	35
Total other (expense) income, net	(4,230)	(16,148)	(19,668)
(Loss) from continuing operations before income taxes	(73,280)	(62,498)	(67,079)
Income tax expense	27	21	33
Loss from continuing operations	(73,307)	(62,519)	(67,112)
Income (loss) from discontinued operations, net of income taxes	0	37	(22,835)
Net (loss)	$ (73,307)	$ (62,482)	$ (89,947)
Basic net loss per common share
Continuing operations	$ (10.22)	$ (10.96)	$ (13.36)
Discontinued operations	0	0.01	(4.55)
Basic net loss per share	(10.22)	(10.95)	(17.91)
Diluted net loss per common share
Continuing operations	(10.22)	(10.96)	(13.36)
Discontinued operations	0	0.01	(4.55)
Diluted net loss per share	$ (10.22)	$ (10.95)	$ (17.91)
Weighted average outstanding common shares used for net (loss) income per common share:
Basic	7,175,687	5,705,711	5,023,318
Diluted	7,175,687	5,705,711	5,023,318

Consolidated Statements of Stockholders' (Deficit) Equity - USD ($) $ in Thousands	Total	Common stock	Treasury stock	Additional paid-in capital	Accumulated deficit
Balance, beginning of year at Dec. 31, 2019	$ 81,882	$ 50	$ (260)	$ 551,007	$ (468,915)
Balance, beginning of year (in shares) at Dec. 31, 2019		4,961,291	7,273
Exchange of convertible note for common stock and pre-funded warrants (shares)	0
Proceeds from follow-on offering, net of costs	$ 263			263
Proceeds from follow-on offering, net of costs (in shares)		3,700
Employee stock-based compensation expense	8,171			8,171
Stock option exercises	29			29
Stock option exercises (in shares)		982
Employee stock purchase program (ESPP)	836			836
Employee stock purchase program (ESPP) (in shares)		20,373
Vested restricted stock	(0)	$ 1		(1)
Vested restricted stock (in shares)		115,070
Shares repurchased for tax withholding on vesting RSUs (shares)		(30,201)
Shares repurchased for tax withholding on vesting RSUs	(1,791)			(1,791)
Net loss	(89,947)				(89,947)
Balance, end of year at Dec. 31, 2020	$ (557)	$ 51	$ (260)	558,514	(558,862)
Balance, end of year (in shares) at Dec. 31, 2020		5,071,215	7,273
Exchange of convertible note for common stock and pre-funded warrants (shares)	0
Proceeds from follow-on offering, net of costs	$ 39,226	$ 6		39,220
Proceeds from follow-on offering, net of costs (in shares)		622,222
Employee stock-based compensation expense	10,390			10,390
Stock option exercises	291			291
Stock option exercises (in shares)		7,273
Employee stock purchase program (ESPP)	674			674
Employee stock purchase program (ESPP) (in shares)		19,907
Vested restricted stock	1,005	$ 1		1,004
Vested restricted stock (in shares)		145,289
Shares repurchased for tax withholding on vesting RSUs (shares)		(34,763)
Shares repurchased for tax withholding on vesting RSUs	(3,145)			(3,145)
Shares issued for acquisition of business	14,425	$ 4		14,421
Shares issued for acquisition of business, shares		393,066
Reclassification of derivative liability to equity	41,030			41,030
Net loss	(62,482)				(62,482)
Balance, end of year at Dec. 31, 2021	$ 40,857	$ 62	$ (260)	662,399	(621,344)
Balance, end of year (in shares) at Dec. 31, 2021		6,224,209	7,273
Exchange of convertible note for common stock and pre-funded warrants (shares)	10,000	296,774
Exchange of convertible note for common stock and pre-funded warrants	$ 10,000	$ 3		9,997
Proceeds from follow-on offering, net of costs	13,918	$ 18		13,900
Proceeds from follow-on offering, net of costs (in shares)		1,778,500
Exercise of warrants	179	$ 23		156
Exercise of warrants (in shares)		2,314,040
Employee stock-based compensation expense	7,933			7,933
Employee stock purchase program (ESPP)	473			473
Employee stock purchase program (ESPP) (in shares)		34,271
Vested restricted stock	(1)	$ 1		(2)
Vested restricted stock (in shares)		88,263
Shares repurchased for tax withholding on vesting RSUs (shares)		(26,341)
Shares repurchased for tax withholding on vesting RSUs	(461)			(461)
Net loss	(73,307)				(73,307)
Balance, end of year at Dec. 31, 2022	$ (409)	$ 107	$ (260)	$ 694,395	$ (694,651)
Balance, end of year (in shares) at Dec. 31, 2022		10,709,716	7,273

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net loss	$ (73,307)	$ (62,482)	$ (89,947)
Income (loss) from discontinued operations, net of income taxes	0	37	(22,835)
Loss from continuing operations, net of income taxes	(73,307)	(62,519)	(67,112)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	6,636	4,360	3,370
Provision for doubtful accounts	1,478	1,326	537
Provision for warranties	6,942	970	659
Provision for inventory	5,592	82	1,817
Fair value adjustments to derivative liability	(8,780)	14,460	10,470
Fair value adjustments of other liabilities held at fair value	218	441	96
Amortization of debt discount and issuance costs	4,746	3,587	4,347
Loss (gain) on extinguishment of debt	4,040	(6,652)	0
Stock-based compensation expense	7,933	10,390	8,221
Payments of contingent consideration liability in excess of acquisition-date fair value	0	(2,419)	0
Other non-cash adjustments	(262)	684	375
Changes in operating assets and liabilities:
Accounts receivable	(5,264)	(14,660)	(6,302)
Inventories	4,630	(13,775)	(9,342)
Prepaid expenses, other current assets and other assets	621	(1,501)	169
Accounts payable, accrued, and other liabilities	(2,450)	(752)	1,431
Customer deposits	9,979	17,277	3,961
Sales return liability	2,374	4,207	1,077
Net cash flow used in operating activities - continuing operations	(34,874)	(44,494)	(46,226)
Net cash flow used in operating activities - discontinued operations	0	1,994	(13,912)
Net cash used in operating activities	(34,874)	(42,500)	(60,138)
Cash flows from investing activities:
Purchase of property and equipment	(3,591)	(3,805)	(3,956)
Asset acquisitions	0	(1,000)	0
Net cash flow used in investing activities - continuing operations	(3,591)	(4,805)	(3,956)
Net cash flow provided by (used in) investing activities - discontinued operations	0	8,134	(80)
Net cash (used in) provided by investing activities	(3,591)	3,329	(4,036)
Cash flows from financing activities:
Payment of deferred consideration in connection with asset acquisition	(3,000)	0	0
Proceeds from issuance of common stock for employee stock-based plans	0	1,970	865
Net proceeds from issuance of common stock	14,097	39,226	263
Proceeds from issuance of common stock under ESPP	473	0	0
Tax payments related to shares withheld for vested restricted stock units (RSUs)	(461)	(3,145)	(1,791)
Gross borrowings under the Term Loan	5,000	1,000	0
Repayments under the Term Loan	(21,000)	0	(25,000)
Repayment of the Revolving Loan	(7,904)	0	(6,508)
Proceeds from issuance of Convertible Notes	23,000	0	60,000
Payments of contingent consideration up to acquisition-date fair value	0	(4,550)	0
Deferred financing costs	(3,107)	(800)	(2,958)
Net cash provided by financing activities	12,764	35,938	31,523
Net (decrease) increase in cash, cash equivalents and restricted cash	(25,701)	(3,233)	(32,651)
Cash, cash equivalents and restricted cash at:
Beginning of period	52,067	55,300	87,951
End of period	26,366	52,067	55,300
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets
Cash and cash equivalents	26,071	51,772	54,967
Restricted cash included in other assets	295	295	333
End of period	26,366	52,067	55,300
Supplemental disclosure of cash flow information:
Interest paid	4,053	4,193	4,198
Supplemental disclosure of non-cash investing and financing activities:
Property and equipment in accounts payable and accrued liabilities	510	323	413
Reclassification of derivative liability to equity	0	41,030	0
Asset acquisition, deferred and contingent consideration obligations at fair value	563	5,015	0
Asset acquisition costs included in accounts payable and accrued liabilities	$ 0	$ 213	$ 0
Exchange of convertible note for common stock and pre-funded warrants	10,000	0	0
Embedded derivatives recorded due to embedded conversion features in convertible note	$ 9,660	$ 0	$ 0
Paycheck Protection Program
Adjustments to reconcile net loss to net cash used in operating activities
Loss (gain) on extinguishment of debt		(6,700)
Cash flows from financing activities:
Gross borrowings	0	0	6,652
Revolving Loan
Cash flows from financing activities:
Gross borrowings	$ 5,666	$ 2,237	$ 0

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

(1) Summary of Significant Accounting Policies

(a)

Basis of Presentation and Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets and liabilities which are subject to significant judgment and use of estimates include the allowance for doubtful accounts, sales return liability, provision for warranties, valuation of inventories, recoverability of long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and finite lived intangible assets, and the valuation and assumptions underlying stock-based compensation and other equity instruments. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages the assistance of valuation specialists in concluding on fair value measurements in connection with debt and equity related instruments.

On January 19, 2023, the Company effected a 1-for-10 reverse stock split (the “Reverse Stock Split”) of the Company’s issued and outstanding common stock, par value $0.01 per share (“Common Stock”). by the filing of a Certificate of Amendment (the “Certificate”) with the Secretary of State of the State of Delaware pursuant to the Delaware General Corporation Law. The Reverse Stock Split became effective on January 19, 2023.

As a result of the Reverse Stock Split, every 10 shares of Common Stock issued and outstanding were automatically reclassified into one new share of common stock. The Reverse Stock Split did not modify any rights or preferences of the shares of Common Stock. Proportionate adjustments will be made to the exercise or conversion prices and the number of shares underlying the Company’s outstanding equity awards, convertible securities and warrants, as well as to the number of shares issued and issuable under the Company’s equity incentive plans. The Common Stock issued pursuant to the Reverse Stock Split will remain fully paid and non-assessable. The Reverse Stock Split will not affect the number of authorized shares of Common Stock or the par value of the Common Stock. All share information in the accompanying financial statements has been adjusted to reflect the results of the Reverse Stock Split.

As a result of the miraDry Sale discussed in Note 2, the miraDry business met the criteria to be reported as discontinued operations. Therefore, the Company is reporting the historical results of miraDry, including the results of operations, cash flows, and related assets and liabilities, as discontinued operations for all periods presented herein through the date of the sale. Unless otherwise noted, the accompanying notes to the audited consolidated financial statements have all been revised to reflect continuing operations only. As discussed in Note 11, following the Sale the Company has one operating segment in continuing operations named Plastic Surgery, formerly known as Breast Products.

(b)

Liquidity and Going Concern

The consolidated financial statements of the Company have been prepared assuming the Company will continue as a going concern and in accordance with generally accepted accounting principles in the United States of America. The going concern basis of presentation assumes that the Company will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.

Pursuant to the requirements of the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) Topic 205-40, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, management must evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year from the date these consolidated financial statements are issued. This evaluation does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented or are not within the control of the Company as of the date

the consolidated financial statements are issued. When substantial doubt exists under this methodology, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued.

Since the Company’s inception it has incurred recurring losses and cash outflows from operations and is forecasting continued losses and cash outflows from operations in the near term. During the twelve months ended December 31, 2022, the Company incurred net losses of $73.7 million and used $35.2 million of cash in continuing operations. As of December 31, 2022, the Company had cash and cash equivalents of $26.1 million. As a result of these conditions substantial doubt exists about our ability to continue as a going concern for a period of at least one year from the date of issuance of these consolidated financial statements. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

In an effort to alleviate these conditions, management is currently evaluating various cost savings measures in order to reduce operating expenses and cash outflows. However, the Company will need to generate a significant increase in net sales to further improve profitability and cash inflows, which is dependent upon continued growth in our plastic surgery segment and launch of new product. Additionally, we are evaluating various funding alternatives to improve liquidity and may seek to raise additional equity or debt capital, refinance our debt obligations or obtain waivers, and/or scale back or freeze our organic growth plans to manage our liquidity and capital resources. As the Company seeks additional sources of financing, there can be no assurance that such financing would be available to the Company on favorable terms or at all. The Company’s ability to obtain additional financing in the equity capital markets is subject to several factors, including market and economic conditions, the Company’s performance and investor sentiment with respect to the Company and its industry. These audited financial statements do not include any adjustments relating to the carrying amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern.

During 2022, to fund ongoing operating and capital needs, the Company raised additional capital through the sale of equity securities and incremental debt financing, see Notes 7 and 10 to the consolidated financial statements for further details. However, these transactions did not alleviate that substantial doubt exists.

Sale of the miraDry business

Refer to Note 2 to the consolidated financial statements for further details on the sale of the miraDry business.

Debt financing

On October 12, 2022, we entered into an Amended and Restated Facility Agreement (the “Restated Agreement”) with Deerfield Partners, L.P (“Deerfield”) to amend and restate the Company’s existing facility agreement with Deerfield dated March 11, 2020 (the “Existing Agreement”) pursuant to which the Company issued and sold to Deerfield an unsecured and subordinated convertible note in a principal amount of $60.0 million (the “Original Note”).

Pursuant to the Restated Agreement, the maturity date of the Original Note was extended until March 11, 2026, and the initial conversion price was reduced to $27.50. On the date of the Restated Agreement, we also issued and sold an additional senior secured convertible note in a principal amount of $23.0 million (the "2022 Note” and, together with the Original Note, the “Convertible Notes”). The 2022 Note matures on the fifth anniversary of the issuance date and is convertible into shares of our common stock, par value $0.01, at an initial conversion price of $10.00.

In connection with the Restated Agreement, on October 12, 2022, we entered into an Exchange Agreement with Deerfield pursuant to which Deerfield exchanged $10.0 million of principal under the Original Note for 296,774 shares of our common stock and a pre-funded warrant to purchase 1,054,395 shares of our common stock, reducing the outstanding principal amount of the Original Note to $50.0 million.

We used the proceeds from the 2022 Note to repay in full the outstanding amounts under the Second Amended and Restated Credit and Security Agreement, and the Amended and Restated Credit and Security Agreement with MidCap Financial Trust and MidCap Funding IV Trust, respectively.

See Note 7 to the consolidated financial statements for further details.

Equity financing

On October 25, 2022, we issued and sold 1,778,500 shares of our common stock and pre-funded warrants to purchase up to 2,221,499 shares of our common stock and warrants to purchase 3,999,999 shares of our common stock, at an offering price of $3.80 per share of common stock and warrant and $3.70 per pre-funded warrant and warrant, before underwriting discounts and commissions. The net proceeds to the Company were approximately $14.0 million, after deducting underwriting discounts and commissions and estimated expenses payable by the Company.

See Note 10 to the consolidated financial statements for further details.

(c)

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist primarily of cash in checking accounts and interest-bearing money market accounts.

(d)

Concentration of Credit and Supplier Risks

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company’s cash and cash equivalents are deposited in demand accounts at financial institutions that management believes are creditworthy. The Company is exposed to credit risk in the event of default by these financial institutions for cash and cash equivalents in excess of amounts insured by the Federal Deposit Insurance Corporation, or FDIC. Management believes that the Company’s investments in cash and cash equivalents are financially sound and have minimal credit risk and the Company has not experienced any losses on its deposits of cash and cash equivalents.

The Company relies on a limited number of third-party manufacturers for the manufacturing and supply of its products. This could result in the Company not being able to acquire the inventory needed to meet customer demand, which would result in possible loss of sales and affect operating results adversely.

(e)

Fair Value of Financial Instruments

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, customer deposits and sales return liability are reasonable estimates of their fair value because of the short maturity of these items. The fair value of the contingent consideration and the convertible feature related to the convertible note are discussed in Note 4. The fair value of the Term loan is based on the amount of future cash flows associated with the instrument discounted using the Company’s market rate. As of December 31, 2021, the carrying value of the Term loan was not materially different from the fair value and was deemed to approximate fair value. As of December 31, 2022 and 2021, the carrying value and fair value of the convertible note and 2022 Note were as follows (in thousands):


	December 31,		December 31,
	2022		2021
Carrying value
Convertible Note	$	40,423	$	47,477
2022 Note	$	15,396	$	-

Fair value
Convertible Note	$	33,794	$	42,029
2022 Note	$	16,495	$	-

The convertible note and 2022 note is carried on the consolidated balance sheets at amortized cost. The fair value is estimated using a binomial lattice model as of the convertible note issuance date and adjusted for market movements thereafter. The market for trading of the convertible note and 2022 note is not considered to be an active market and therefore the estimate of fair value is based on Level 2 inputs.

(f)

Fair Value Measurements

Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs.

Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:

•

Level 1 — Quoted prices in active markets for identical assets or liabilities.

•

Level 2 — Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

•

Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

(g)

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight‑line method over the estimated useful life of the asset, generally three to fifteen years. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the related asset. Upon retirement or sale of an asset, the cost and related accumulated depreciation or amortization are removed from the consolidated balance sheet and any resulting gain or loss is reflected in operations in the period realized. Maintenance and repairs are charged to operations as incurred.

(h)

Leases

The Company leases certain office space, warehouses, distribution facilities, manufacturing facilities and office equipment. The Company determines if an arrangement contains a lease at inception by evaluating whether the arrangement conveys the right to use an identified asset and whether the Company obtains substantially all of the economic benefits from and has the ability to direct the use of the asset.

Operating and finance lease right-of-use, or ROU, assets and lease liabilities are recognized based on the present value of the future lease payments over the lease term at the commencement date. The Company determines its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities as the Company’s leases generally do not provide an implicit rate. The ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received. Lease terms may include options to extend or terminate when the Company is reasonably certain that the option will be exercised. The Company elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for short-term leases. The Company’s lease agreements generally do not contain material residual value guarantees or material restrictive covenants.

The Company’s leases of office space, warehouses, distribution facilities and manufacturing facilities are treated as operating leases and often contain lease and non-lease components. The Company has elected to account for these lease and non-lease components separately. Non-lease components for these assets are primarily comprised of common-area maintenance, utilities, and real estate taxes that are passed on from the lessor in proportion to the space leased by the Company and are recognized in operating expenses in the period in which the obligation for those payments was incurred. Lease cost for these operating leases is recognized on a straight-line basis over the lease term in operating expenses.

The Company’s leases of office equipment are accounted for as finance leases as they meet one or more of the five finance lease classification criteria. Lease cost for these finance leases is comprised of amortization of the ROU asset and interest expense which are recognized in operating expenses and other income (expense), net.

(i)

Goodwill and Other Intangible Assets

Goodwill

Goodwill represents the excess of the purchase price over the fair value of net assets of purchased businesses. Goodwill is not amortized, but instead subject to impairment tests on at least an annual basis and whenever circumstances suggest that goodwill may be impaired. We review goodwill for impairment annually on October 1, or more frequently when events or circumstances indicate goodwill may be impaired.

We may initially assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more-likely-than-not that the estimated fair value of a reporting unit is less than its carrying amount (“Step 0”). If determined that it is more-likely-than-not the estimated fair value of a reporting unit is less than its carrying amount, a quantitative assessment is performed (“Step 1”). Under FASB Topic ASC 350 Intangibles—Goodwill and Other, entities have an unconditional option to bypass the qualitative assessment described in the preceding sentences for any reporting unit in any period and proceed directly to performing the quantitative goodwill impairment test. An entity may resume performing the qualitative assessment in any subsequent period. Following the sale of the miraDry business, management has determined that we have a single reporting unit, Plastic Surgery, formerly known as Breast Products. Historically, the fair value of our reporting unit was estimated using a combination of the income approach, using a discounted cash flow methodology, and a market approach; the determination of discounted cash flows was based on our strategic plans and market conditions. Upon the sale of miraDry, which resulted in the Company having a single reporting unit, we consider our market capitalization (calculated as total common shares outstanding multiplied by the common equity price per share, as adjusted for a control premium factor, as necessary) to represent fair value. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered to be impaired. If the carrying amount of the reporting unit exceeds its fair value, an impairment charge is recorded in an amount equal to that excess, but not more than the carrying value of goodwill.

As of October 1, 2022, we opted to bypass the qualitative assessment under Step 0 and proceeded directly to performing a quantitative goodwill impairment test under Step 1. As a result of the quantitative assessment, we determined that the carrying value of the reporting unit did not exceed its fair value. For the years ended December 31, 2022, 2021, and 2020, the Company did not record any goodwill impairment charges.

Indefinite-lived intangible assets

The Company tests indefinite-lived intangible assets for impairment at least on an annual basis as of October 1 of each fiscal year and whenever circumstances suggest the intangible assets may be impaired. The Company makes a qualitative assessment of whether it is more likely than not that the fair value of the intangible asset is less than its carrying amount. If the Company concludes that it is more likely than not that the fair value is less than its carrying amount from the qualitative assessment, the Company performs a quantitative analysis to compare the fair value of the intangible asset to its carrying amount. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to the difference. The Company also evaluates the remaining useful life of an indefinite-lived intangible asset to determine whether events and circumstances continue to support an indefinite useful life. For the years ended December 31, 2022, 2021, and 2020, the Company did not record any indefinite-lived intangible assets impairment charges.

Finite-lived intangible assets

The intangible assets are amortized to the consolidated statement of operations based on estimated cash flows generated from the intangible asset over its estimated life. Each fiscal year the Company evaluates the estimated remaining useful lives of purchased intangible assets and whether events or changes in circumstance warrant a revision to the remaining periods of amortization. Judgments about the recoverability of purchased finite‑lived intangible assets are made whenever events or changes in circumstance indicate that impairment may exist. Recoverability of finite‑lived intangible assets is measured by comparison of the carrying amount of the asset group to the future undiscounted cash flows the asset group is expected to generate. If the sum of the future undiscounted cash flows is less than the carrying value, the Company will evaluate whether the fair value of each asset in the asset group exceeds its respective carrying value. If the fair value of any asset in the asset group is determined to be less than its carrying value, then the Company will recognize an impairment loss based on the excess of the carrying amount over the asset’s respective fair value.

The Company’s fair value analysis of intangible assets utilizes methods under various income approaches. The Company values its customer relationships using an excess earnings method, which assumes the value of the asset is the discounted future cash flows derived from existing customers and requires the use of customer attrition rates and discount rates to determine the estimated fair value. The future revenues and free cash flow from existing customers are determined based upon actual results giving effect to management’s expected changes in operating results in future years. The attrition rate is based on average historical levels of customer attrition and the discount rate is based upon market participant assumptions using a defined peer group. Tradenames and developed technology are valued using a relief from royalty method, which assumes the value of the asset is the discounted cash flows of the amount that would be paid by a hypothetical market participant had they not owned the asset and instead licensed the asset from another company. This method requires the use of royalty rates which are determined based on comparable third-party license agreements involving similar assets and discount rates similar to the above to determine the estimated fair value.

(j)

Impairment of Tangible Long‑Lived Assets

The Company’s management routinely considers whether indicators of impairment of long‑lived assets are present. If such indicators are present, management determines whether the sum of the estimated undiscounted cash flows attributable to the asset group in question is less than their carrying value. If less, the Company will recognize an impairment loss based on the excess of the carrying amount of the assets over their respective fair values. Fair value is determined by discounted future cash flows, appraisals or other methods. If the assets determined to be impaired are to be held and used, the Company will recognize an impairment charge to the extent the present value of anticipated net cash flows attributable to the asset are less than the asset’s carrying value. The fair value of the asset will then become the asset’s new carrying value. There have been no impairments recorded for tangible long-lived assets during the years ended December 31, 2022, 2021, and 2020.

(k)

Derivative Financial Instruments

The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including stock purchase warrants and convertible notes, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the consolidated statements of operations. The assumptions used in these fair value estimates are based on the three-level valuation hierarchy for fair value measurement and represent Level 3 inputs. Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

(l)

Acquisitions

The Company evaluates acquisitions of assets and other similar transactions to assess whether or not the transaction should be accounted for as a business combination or asset acquisition by first applying a screen test to determine if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets. If the screen is met, the transaction is accounted for as an asset acquisition. If the screen is not met, further determination is required as to whether or not the Company has acquired inputs and processes that have the ability to create outputs which would meet the definition of a business.

Business combinations

Business combinations are accounted for using the acquisition method of accounting. Under the acquisition method, assets acquired and liabilities assumed are recorded at their respective fair values as of the acquisition date in the financial statements. The excess of the fair value of consideration transferred over the fair value of the net assets acquired is recorded as goodwill. Liability-classified contingent consideration obligations incurred in connection with a business combination are recorded at their fair values on the acquisition date and remeasured at their fair values each subsequent reporting period until the related contingencies are resolved. The resulting changes in fair values are recorded in earnings. Equity-classified contingent consideration obligations incurred in connection with a business combination are recorded at their fair values on the acquisition date and are not subsequently remeasured each reporting period unless the obligation becomes reclassified as a liability. The subsequent settlement of the obligation is accounted for within equity.

Asset acquisitions

In an asset acquisition, the fair value of the consideration transferred, including transaction costs, is allocated to the assets acquired and liabilities assumed based on their relative fair values. No goodwill is recognized in an asset acquisition. Subsequent changes are recorded as adjustments to the carrying amount of the assets acquired.

(m)

Segment Reporting

Reportable segments represent components for which separate financial information is available that is utilized on a regular basis by the Chief Executive Officer, who has been identified as the Chief Operating Decision Maker, or CODM, as defined by authoritative guidance on segment reporting, in determining how to allocate resources and evaluate performance. The segments are determined based on several factors, including client base, homogeneity of products, technology, delivery channels and similar economic characteristics. Following the sale of the miraDry business on June 10, 2021, the Company has one reportable segment named Plastic Surgery, formally known as Breast Products.

(n)

Revenue Recognition

The Company generates revenue primarily through the sale and delivery of promised goods or services to customers. Sales prices are documented in the executed sales contract, purchase order or order acknowledgement prior to the transfer of control to the customer. Typical payment terms are 30 days.

Revenue contracts may include multiple products or services, each of which is considered a separate performance obligation. Performance obligations typically include the delivery of promised products, such as breast implants, tissue expanders, and BIOCORNEUM, along with service-type warranties. Other deliverables are sometimes promised but are ancillary and insignificant in the context of the contract as a whole. Revenue is allocated to each performance obligation based on its relative standalone selling price. The Company determines standalone selling prices based on observable prices for all performance obligations with the exception of the service-type warranty under the Platinum20 Limited Warranty Program, or Platinum20.

The Company introduced Platinum20 in May 2018 on all OPUS breast implants implanted in the United States or Puerto Rico on or after May 1, 2018. Additionally, Platinum20 Program applies to all Sientra Silicone Gel Breast Implants that are implanted in Canada on or after March 23, 2022. Platinum20 provides for financial assistance for revision surgeries and no-charge contralateral replacement implants upon the occurrence of certain qualifying events. The Company considers Platinum20 to have an assurance warranty component and a service warranty component. The assurance component is recorded as a warranty liability at the time of sale (as discussed in Note 1(s)). The Company considers the service warranty component as an additional performance obligation and defers revenue at the time of sale using the expected cost plus margin approach for the performance obligation. Inputs into the expected cost plus margin approach include historical incidence rates, estimated replacement costs, estimated financial assistance payouts and an estimated margin.

The liability for unsatisfied performance obligations under the service warranty as of December 31, 2022 were as follows (in thousands):


	Year Ended December 31,
	2022
Balance as of December 31, 2021	$	3,237
Additions and adjustments		1,080
Revenue recognized		(809	)
Balance as of December 31, 2022	$	3,508
Less short-term portion		(862	)
Long-term portion	$	2,646

Revenue for service warranties are recognized ratably over the term of the agreements. Specifically for Platinum20, the performance obligation is satisfied at the time that the benefits are provided and are expected to be satisfied over the following 3 to 24 month period for financial assistance and 20 years for product replacement.

For delivery of promised products, control transfers and revenue is recognized upon shipment, unless the contractual arrangement requires transfer of control when products reach their destination, for which revenue is recognized once the product arrives at its destination. A portion of the Company’s revenue is generated from the sale of consigned inventory of breast implants and tissue expanders maintained at doctor, hospital, and clinic locations. For these products, revenue is recognized at the time the Company is notified by the customer that the product has been implanted, not when the consigned products are delivered to the customer’s location.

Sales Return Liability

With the exception of the Company’s BIOCORNEUM scar management products, inventory held on consignment, and products sold to international customers, the Company allows for the return of products from customers within six months after the original sale, which is accounted for as variable consideration. A sales return liability is established based on estimated returns using relevant historical experience taking into consideration recent gross sales and notifications of pending returns, as adjusted for changes in recent industry events and trends. The estimated sales returns are recorded as a reduction of revenue and as a sales return liability in the same period revenue is recognized. Actual sales returns in any future period are inherently uncertain and thus may differ from the estimates. If actual sales returns differ significantly from the estimates, an adjustment to revenue in the current or subsequent period would be recorded. The following table provides a rollforward of the sales return liability (in thousands):


	Year Ended December 31,
	2022			2021
Beginning balance	$	13,399		$	9,192
Addition to reserve for sales activity		182,223			158,245
Actual returns		(177,933	)		(152,773	)
Change in estimate of sales returns		(1,916	)		(1,265	)
Ending balance	$	15,773		$	13,399

Practical Expedients and Policy Election

The Company generally expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within sales and marketing expenses.

The Company does not adjust accounts receivable for the effects of any significant financing components as customer payment terms are shorter than one year.

The Company has elected to account for shipping and handling activities performed after a customer obtains control of the products as activities to fulfill the promise to transfer the products to the customer. Shipping and handling activities are largely provided to customers free of charge. The associated costs were $5.3 million, $5.5 million and $2.9 million for the years ended December 31, 2022, 2021, and 2020, respectively. These costs are viewed as part of the Company’s marketing programs and are recorded as a component of sales and marketing expense in the consolidated statement of operations as an accounting policy election.

(o)

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability to collect from some of its customers. The allowances for doubtful accounts are based on the analysis of historical bad debts, customer credit‑worthiness, past transaction history with the customer, and current economic trends. If the financial condition of the Company’s customers were to deteriorate, adversely affecting their ability to make payments, additional allowances may be required.

(p)

Inventories and Cost of Goods Sold

Inventories represent raw materials, work in process and finished goods that are recorded at the lower of cost or market on a first‑in, first‑out basis, or FIFO. The Company recognizes the cost of inventory transferred to the customer in cost of goods sold when revenue is recognized. Further, the Company periodically assesses the recoverability of all inventories to determine whether adjustments for impairment or obsolescence are required. The Company evaluates the remaining shelf life and other general obsolescence and impairment criteria in assessing the recoverability of the Company’s inventory.

(q)

Income Taxes

The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized.

The Company operates in several tax jurisdictions and is subject to taxes in each jurisdiction in which it conducts business. To date, the Company has incurred cumulative net losses and maintains a full valuation allowance on its net deferred tax assets due to the uncertainty surrounding realization of such assets. However, the Company has deferred tax liabilities that cannot be considered sources of income to support the realization of the deferred tax assets, and has provided for tax expense (or benefit) and a corresponding deferred tax liability.

The Company accounts for uncertain tax positions in accordance with Account Standards Codification, or ASC, 740‑10, Accounting for Uncertainty in Income Taxes. The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of tax benefit might change as new information becomes available.

(r)

Research and Development Expenditures

Research and development costs are charged to operating expenses as incurred. Research and development, or R&D, primarily consist of clinical expenses, regulatory expenses, product development, consulting services, outside research activities, quality control and other costs associated with the development of the Company’s products and compliance with Good Clinical Practices, or GCP, requirements. R&D expenses also include related personnel and consultant compensation expense, amortization of licensed manufacturing know-how, and stock-based compensation expense.

(s)

Stock‑Based Compensation

The Company applies the fair value provisions of ASC 718, Compensation — Stock Compensation, or ASC 718. ASC 718 requires the recognition of compensation expense, using a fair‑value based method, for costs related to all employee share‑based payments, including stock options, restricted stock units, and the employee stock purchase plan. In the absence of an observable market price for an award, ASC 718 requires companies to estimate the fair value of share‑based payment awards on the date of grant using an option‑pricing model. The fair value of restricted stock unit awards at the date of grant is equal to the market price of our common stock on the grant date. We estimate the fair value of our stock options to employees and directors using the Black‑Scholes option pricing model. The grant date fair value of a stock‑based award is recognized as an expense over the requisite service period of the award on a straight‑line basis. In addition, we use the Monte-Carlo simulation option-pricing model to determine the fair value of market-based awards, if any. The Monte-Carlo simulation option-pricing model uses the same input assumptions as the Black-Scholes model; however, it also further incorporates into the fair-value determination the possibility that the market condition may not be satisfied. Compensation costs related to these awards are recognized regardless of whether the market condition is satisfied, provided that the requisite service has been provided.

The option-pricing models require the input of subjective assumptions, including the risk‑free interest rate, expected dividend yield, expected volatility and expected term, among other inputs. These estimates involve inherent uncertainties and the application of management’s judgment. If factors change and different assumptions are used, our stock‑based compensation expense could be materially different in the future. These assumptions are estimated as follows:

•

Risk‑free interest rate—The risk‑free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group.

•

Dividend yield—The Company has never declared or paid any cash dividends and do not presently plan to pay cash dividends in the foreseeable future. Consequently, the Company utilized an expected dividend yield of zero.

•

Expected volatility—The Company estimated its expected stock volatility based on company-specific historical and implied volatility information of its stock.

•

Expected term—The expected term represents the period that our stock‑based awards are expected to be outstanding. The Company utilizes the simplified method to estimate the expected term.

(t)

Product Warranties

The Company offers a product replacement and limited warranty program for the Company’s silicone gel breast implants to the U.S and Canadian customers. For silicone gel breast implant surgeries occurring prior to May 1, 2018, the Company provides lifetime replacement implants and up to $3,600 in financial assistance for revision surgeries, for covered rupture events that occur within ten years of the surgery date. The Company introduced its Platinum20 Limited Warranty Program in May 2018, covering OPUS silicone gel breast implants implanted in the United States or Puerto Rico on or after May 1, 2018. The Company considers the program to have an assurance warranty component and a service warranty component. The service warranty component is discussed in Note 1(m) above. The assurance component is related to the lifetime no-charge contralateral replacement implants and up to $5,000 in financial assistance for revision surgeries, for covered rupture events that occur within twenty years of the surgery date. The warranty reserve represents our estimated future costs to replace ruptured implants during the warranty period for implants sold. Our estimated future costs to replace ruptured implants includes assumptions of the anticipated warranty costs per implant and the estimated rupture rate.

The following table provides a rollforward of the warranty reserve (in thousands):


	Year Ended December 31,
	2022			2021
Balance as of January 1	$	2,505		$	1,934
Warranty costs incurred during the period		(642	)		(399	)
Changes in accrual related to warranties issued during the period		2,157			933
Changes in accrual related to pre-existing warranties		4,808			37
Balance as of December 31	$	8,828		$	2,505
Less short term portion	$	(642	)	-
Long-term portion	$	8,186		$	2,505

As of December 31, 2022, and 2021, the liability for the long-term balance is included in “Warranty reserve”, and the short-term portion is included in “Accrued and other current liabilities”.

Net Loss Per Share


	December 31,
	2022			2021			2020
(Loss) from continuing operations	$	(73,307	)	$	(62,519	)	$	(67,112	)
Income (loss) from discontinued operations, net of income taxes		-			37			(22,835	)
Net (loss)	$	(73,307	)	$	(62,482	)	$	(89,947	)
Expenses attributable to the convertible note
Losses attributable to common shares
Weighted average common shares outstanding, basic and diluted		7,175,687			5,705,711			5,023,318
Basic and diluted net loss per share
Continuing operations	$	(10.22	)	$	(10.96	)	$	(13.36	)
Discontinued operations		-			0.01			(4.55	)
Basic and diluted net loss per share	$	(10.22	)	$	(10.95	)	$	(17.91	)

The Company excluded the following potentially dilutive securities, outstanding as of December 31, 2022, 2021 and 2020 from the computation of diluted net loss per share attributable to common stockholders for the years ended December 31, 2022, 2021 and 2020 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods.


	December 31,
	2022		2021		2020
Stock issuable upon conversion of warrants		3,999,999		—		—
Stock issuable upon conversion of convertible note		4,118,182		1,463,415		1,199,187
Stock options to purchase common stock		88,104		161,689		100,860
Unvested RSUs		392,436		178,960		113,545
		8,598,721		1,804,064		1,413,592

The Company uses the if-converted method for calculating any potential dilutive effects of the convertible note. The Company did not adjust the net loss for the year ended December 31, 2022 to eliminate any interest expense or gain/loss for the derivative liability related to the note in the computation of diluted loss per share, as the effects would be anti-dilutive.

(u)

Recent Accounting Pronouncements

Recently Adopted Accounting Standards

In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendment eliminates certain accounting models and simplifies the accounting for convertible instruments and enhances disclosures for convertible instruments and earnings per share. The amendments are effective for public entities excluding smaller reporting companies for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years and early adoption is permitted. The Company adopted this guidance effective January 1, 2023 under the modified retrospective adoption approach and there was no material impact on its consolidated financial statements from the adoption.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The amendment removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation, and calculating income taxes in interim periods. The amendment also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. The ASU is effective for annual and interim periods in fiscal years beginning after December 15, 2020. Early adoption was permitted. The Company adopted the applicable amendments within ASU 2019-12 in the first quarter of 2021 and there was no material impact on its consolidated financial statements from the adoption.

Recently Issued Accounting Standards

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848)-Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendment provides optional expedients and exceptions for contract modifications that replace a reference rate affected by reference rate reform. The amendments are effective for all entities as of March 12, 2020 through December 31, 2022, and entities may elect to apply the ASU as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. The Company is currently evaluating the impact the election of the optional expedient will have on the consolidated financial statements.

(v)

Risks and Uncertainties

The COVID-19 pandemic and its related macroeconomic effects significantly impacted our business and results of operations in fiscal years 2020, 2021 and 2022. At the height of the pandemic and as an aesthetics company, the surgical procedures involving our breast products were susceptible to local and national government restrictions, such as social distancing, vaccination requirements, “shelter in place” orders and business closures, due to the economic and logistical impacts these measures have on consumer demand as well as the practitioners’ ability to administer such procedures. Hospitals across the U.S. have experienced periodic shortages of staff and postponement of certain non-emergency procedures due to the impact of COVID-19. The inability or limited ability to perform such non-emergency procedures significantly harmed our revenues since the second quarter of 2020 and continued to harm our revenues during the year ended December 31, 2022. During the first quarter of 2022, the Omicron variant had a pronounced impact on hospital capacity, resources, and procedure volumes, especially in the United States.

While many states have lifted certain restrictions on non-emergency procedures, the pandemic continues to evolve and its impact on our business will depend on the spread of any variants, vaccination rates, and our ability to perform non-emergency procedures involving the Company’s products. We continue to monitor and assess new information related to the COVID-19 pandemic, the actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets.

In addition to the impacts described above, the global economy, including the financial and credit markets, has recently experienced extreme volatility and disruptions, including increases to inflation rates, rising interest rates, declines in consumer confidence, declines in economic growth, and uncertainty about economic stability. The severity and duration of the impact of these conditions on our business cannot be predicted.

The estimates used for, but not limited to, determining the collectability of accounts receivable, fair value of long-lived assets and goodwill, and sales returns liability required could be impacted by the pandemic. While the full impact and duration of COVID-19 is unknown at this time, we have made appropriate estimates based on the facts and circumstances available as of the reporting date. These estimates may change as new events occur and additional information is obtained

(w)

Reclassifications

Certain reclassifications have been made to prior year amounts to conform to the current year presentation, including those related to the reverse stock split, right of use assets, and lease liabilities.

Discontinued Operations

12 Months Ended

Dec. 31, 2022

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

(2) Discontinued Operations

On June 10, 2021, the Company completed the sale of its miraDry business (the “Sale”) to miraDry Acquisition Company, Inc., a Delaware corporation (“Buyer”), an entity affiliated with 1315 Capital II, LP, as a result of the Company’s strategic decision to focus investment on its core Plastic Surgery segment. The Sale was made pursuant to the terms and conditions of the Asset Purchase Agreement (the “Purchase Agreement”), dated May 11, 2021, among the Company and certain of its subsidiaries, Buyer, and, solely for purposes of Section 8.14 of the Purchase Agreement, 1315 Capital II, LP. The aggregate purchase price was $10.0 million, which after certain adjustments for agreed upon changes in the estimated net asset value amount of purchased assets and assumed liabilities resulted in net cash proceeds of $11.3 million to the Company on the date of close. In October 2021, the Company finalized the transaction and paid $3.2 million to the Buyer in accordance with the agreed upon post close changes in the net asset value and recognized a loss on sale of $2.5 million.

In accordance with the Purchase Agreement, assumed liabilities did not include product liabilities, environmental, and employee claims arising prior to the closing date. The Purchase Agreement also included customary representations and warranties, as well as certain covenants, including, among other things, that: (i) the Company will abide by certain non-solicitation, exclusivity, and non-competition covenants, and (ii) the Company would enter into a transition services agreement (“TSA”) to provide certain transition services related to the business.

Under the TSA, the Company provided certain post-closing services to the Buyer related to the miraDry business for a period of six months, including accounting, accounts receivable support, customer service, IT, regulatory, quality assurance, and clinical support. As consideration for these services, the Buyer reimbursed the Company for direct and certain indirect costs, as well as certain overhead or administrative expenses related to operating the business. The Company recognized $0.2 million of TSA fees and cost reimbursements in operating expenses from continuing operations in the consolidated statement of operations for the year ended December 31, 2021. As of December 31, 2021, the Company has received $0.3 million relating to the TSA services and has recorded a receivable of $0.1 million within other current assets in the consolidated balance sheets. In connection with the accounts receivable support under the TSA, the Company received $2.3 million in customer payments and remitted $2.3 million to the Buyer during the period from June 10, 2021 through December 31, 2021. As of December 31, 2021, the Company does not have a payable to the Buyer on the consolidated balance sheets.

Additionally, the Company and the Buyer entered into a sublease agreement whereby the Buyer subleased the miraDry office space in Santa Clara, CA. The sublease term was for an initial period of six months, with subsequent option periods for up to a total of twenty-four months. Following the initial period, the Buyer exercised an additional period of six months, and an extension of twelve months thereafter. The sublease expired in March 2023. During year ended December 31, 2022, the Company recognized $1.1 million of sublease income in general and administrative expenses in the consolidated statements of operations.

The Sale met the discontinued operations criteria given that the business is a component and represented a strategic shift. The following table presents the aggregate carrying amounts of major classes of assets and liabilities of discontinued operations (in thousands):


	December 31,
	2021
Assets of discontinued operations:
Accounts receivable, net	$	—
Inventories, net		—
Prepaid expenses and other current assets	$	4
Current assets of discontinued operations		4
Property and equipment, net		—
Total assets of discontinued operations	$	4
Liabilities of discontinued operations:
Accounts payable	$	6
Accrued and other current liabilities		494
Total liabilities of discontinued operations	$	500

The results of operations for the miraDry business were included in income (loss) from discontinued operations on the accompanying consolidated statements of operations. The following table provides information regarding the results of discontinued operations (in thousands):


	Year Ended
	December 31,
		2021			2020
Net sales		$	9,347		$	16,244
Cost of goods sold			4,805			8,703
Gross profit			4,542			7,541
Operating expenses			1,940			30,440
Income from operations of discontinued operations			2,602			(22,899	)
Other income (expense), net			(77	)		64
Income from discontinued operations before income taxes			2,525			(22,835	)
Loss on sale of discontinued operations before income taxes			(2,488	)		—
Total income from discontinued operations before income taxes			37			(22,835	)
Income tax expense (benefit)			—			—
Income from discontinued operations, net of income taxes		$	37		$	(22,835	)

The results of the miraDry business, including the results of operations, cashflows, and related assets and liabilities are reported as discontinued operations for all periods presented herein.

Acquisitions

12 Months Ended

Dec. 31, 2022

Business Combinations [Abstract]

Acquisitions

(3) Acquisitions

Acquisition of certain assets from AuraGen Aesthetics, LLC

On December 31, 2021, the Company entered into an Asset Purchase Agreement with AuraGen Aesthetics LLC (“AuraGen”) pursuant to which the Company purchased substantially all of the assets of AuraGen relating to its fat transfer technology, including the AuraGen 1-2-3 with AuraClens system. The total consideration paid by the Company to AuraGen (the “Closing Consideration”) consists of (i) $1,000,000 in cash at the closing, (ii) deferred consideration of $3,000,000 due in cash on the first annual anniversary of the Asset Purchase Agreement, and (iii) an aggregate total of 3,930,655 shares of the Company's common stock issued at closing. As of December 31, 2021, the Company recognized a liability of $2.4 million for the deferred consideration, which represents the fair value of the cash to be paid on the first anniversary of the acquisition date based on time to settlement of one year discounted at 20%.

In addition to the Closing Consideration, the Company shall pay additional contingent consideration of up to $8.5 million (the “Milestone Payments” and “Earnout Shares” and, together with the Closing Consideration, the “Asset Purchase Consideration”) to AuraGen based on the achievement of certain clinical endpoints following the completion of the Study (as defined in the Asset Purchase Agreement). The Milestone Payments may be payable in cash, stock or a combination of both at the election of the Company, with the Earnout Shares payable in stock or cash at the election of AuraGen. As of December 31, 2021, the Company recognized a liability of $2.6 million, which represents the fair value of the obligation as of the acquisition date. Refer to Note 4 for additional information on the measurement of the contingent consideration.

The acquisition did not meet the definition of a business combination and was accounted for as an asset acquisition. The acquisition date fair value of the consideration transferred consisted of the following (in thousands):


	Fair Value as of December 31, 2021
Cash payment made on closing date	$	1,000
Direct transaction costs		213
Equity issued on closing date		14,426
Fair value of deferred cash consideration		2,400
Fair value of contingent consideration		2,615
Total purchase consideration	$	20,654

The allocation of the total purchase price is as follows (in thousands):


	December 31,
	2021
Inventories	$	54
Developed technology		20,600
Net assets acquired	$	20,654

The intangible asset acquired, estimated useful life and amortization method is as follows (in thousands):


			Estimated useful	Amortization
	Amount		life	method
Developed technology	$	20,600	8 years	Straight line

Balance Sheet Components

12 Months Ended

Dec. 31, 2022

Balance Sheet Related Disclosures [Abstract]

Balance Sheet Components

(4) Balance Sheet Components

Inventories, net consist of the following (in thousands):


	December 31,		December 31,
	2022		2021
Raw materials	$	2,765	$	2,109
Work in progress		4,245		4,796
Finished goods		31,438		41,982
Finished goods - right of return		4,244		4,027
	$	42,692	$	52,914

At December 31, 2022 and 2021, approximately $9.9 million and $8.0 million, respectively, of inventory was held on consignment at doctors’ offices, clinics, and hospitals. The value and quantity at any one location is not significant.

Property and equipment, net consist of the following (in thousands):


	December 31,			December 31,
	2022			2021
Leasehold improvements	$	6,264		$	2,734
Manufacturing equipment and tooling		11,259			9,922
Computer equipment		1,690			1,672
Software		6,393			6,379
Furniture and fixtures		1,205			1,542
		26,811			22,249
Less accumulated depreciation		(11,870	)		(8,251	)
	$	14,941		$	13,998

Depreciation expense for the years ended December 31, 2022, 2021 and 2020 was $3.6 million, $3.1 million and $2.0 million, respectively. There have been no impairments recorded during the years ended December 31, 2022, 2021 and 2020.

Accrued and other current liabilities consist of the following:


	December 31,		December 31,
	2022		2021
Payroll and related expenses	$	4,962	$	5,188
Accrued severance		1,232		248
Accrued commissions		3,017		4,329
Accrued manufacturing		—		121
Deferred and contingent consideration, current portion		3,030		2,431
Audit, consulting and legal fees		—		185
Accrued sales and marketing expenses		—		159
Lease liabilities		1,823		1,666
Other		8,535		6,971
	$	22,599	$	21,298

Liabilities measured at fair value

Contingent consideration

The contingent consideration balance consists of milestone payments related to the acquisition of AuraGen and future royalty payments related to the acquisition of BIOCORNEUM.

The Company assessed the fair value of all contingent consideration using a Monte-Carlo simulation model. The contingent consideration related to AuraGen is based on the achievement of certain clinical endpoints following the completion of a study measuring retention rates using the fat transfer products. The significant assumptions utilized in the fair value measurement was risk-free rate, probable retention rate based on historical data and the Company's equity volatility of 114%. Any subsequent changes to the fair value of contingent consideration will be recorded as an adjustment to the carrying value of the assets acquired.

The contingent consideration related to the acquisition of BIOCORNEUM consists of royalty obligations based on future net sales for a defined term, beginning in 2024. The significant assumption utilized in the fair value measurement was the discount rate, which was 19.0%.

As these inputs are not observable, the overall fair value measurement of the contingent consideration is classified as Level 3.

Derivative liability

The Company identified certain embedded derivatives related to the conversion features of the Convertible Notes. Refer to Note 7 to the consolidated financial statements for further details on the Convertible Notes. In accordance with ASC 815-40, Derivatives and Hedging Activities, the embedded conversion options contained within the Convertible Notes were accounted for as derivative liabilities at the date of issuance and shall be adjusted to fair value through each reporting date. The Company utilized a binomial lattice model to calculate the fair value of the embedded derivatives. Significant observable and unobservable inputs include, conversion price, stock price, dividend rate, expected volatility, risk-free rate, and the probability of conversion to common shares at the Base Conversion Rate in the event of a major transaction (e.g. a change in control). The binomial lattice model is a Level 3 valuation technique because it requires the development of significant internal assumptions in addition to observable market indicators. The embedded derivative met the criteria for liability classification and has been classified as a Derivative Liability on the consolidated balance sheet.

The following tables present information about the Company’s liabilities that are measured at fair value on a recurring basis as of December 31, 2022 and 2021 and indicate the level of the fair value hierarchy utilized to determine such fair value (in thousands):


	Fair Value Measurements as of
	December 31, 2022 Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Liability for embedded derivative	$	—	$	—	$	880	$	880
Liability for contingent consideration	$	—	$	—	$	2,815	$	2,815
	$	—	$	—	$	3,695	$	3,695


	Fair Value Measurements as of
	December 31, 2021 Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Liability for contingent consideration	$	—	$	—	$	3,114	$	3,114
	$	—	$	—	$	3,114	$	3,114

The following table provides a rollforward of the aggregate fair values of the Company’s liabilities for which fair value is determined by Level 3 inputs (in thousands):


	Contingent consideration liability
Balance, December 31, 2021	$	3,114
Change in fair value		(299	)
Balance, December 31, 2022	$	2,815


	Embedded derivative liability
Balance, December 31, 2021	$	—
Embedded derivative at fair value		9,660
Change in fair value		(8,780	)
Balance, December 31, 2022	$	880

The liability for the current portion of contingent consideration is included in “Accrued and other current liabilities” and the long-term portion is included in “deferred and contingent consideration” in the consolidated balance sheets.

The liability for the embedded derivative is recorded as “Derivative liability” in the consolidated balance sheet.

The Company recognizes changes in the fair value of the derivative liability as “Change in fair value of derivative liability” in the consolidated statement of operations and changes in the contingent consideration are recognized in “General and administrative” expense in the consolidated statement of operations.

Goodwill and Other Intangible Assets, net

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets, net

(5) Goodwill and Other Intangible Assets, net

(a)

Goodwill

Following the sale of the miraDry business, the Company has one reporting unit, Plastic Surgery, formerly known as Breast Products. The Company evaluates goodwill for impairment at least annually on October 1st and whenever circumstances suggest that goodwill may be impaired.

In the current year, the Company performed a quantitative analysis for goodwill on the annual impairment testing date of October 1, 2022. The Company determined the fair value of the reporting unit was more likely than not greater than its carrying value and did not record any goodwill impairment charges.

The carrying amount of goodwill is $9.2 million for the years ended December 31, 2022 and 2021.

(b)

Other Intangible Assets

The components of the Company’s other intangible assets consist of the following definite-lived and indefinite-lived assets (in thousands):


	Average
	Amortization		December 31, 2022
	Period		Gross Carrying		Accumulated			Intangible
	(in years)		Amount		Amortization			Assets, net
Intangibles with definite lives
Customer relationships		10	$	4,940	$	(4,493	)	$	447
Trade names - finite life		12		800		(456	)		344
Manufacturing know-how		19		8,240		(2,479	)		5,761
Developed technology		8		21,163		(2,489	)		18,674
Total definite-lived intangible assets			$	35,143	$	(9,917	)	$	25,226
Intangibles with indefinite lives
Total trade names - indefinite-lived				450		—			450
Total definite and indefinite-lived intangibles			$	35,593	$	(9,917	)	$	25,676


	Average
	Amortization		December 31, 2021
	Period		Gross Carrying		Accumulated			Intangible
	(in years)		Amount		Amortization			Assets, net
Intangibles with definite lives
Customer relationships		10	$	4,940	$	(4,224	)	$	716
Trade names - finite life		12		800		(389	)		411
Manufacturing know-how		19		8,240		(1,652	)		6,588
Developed technology		8		20,600		—			20,600
Total definite-lived intangible assets			$	34,580	$	(6,265	)	$	28,315
Intangibles with indefinite lives
Total trade names - indefinite-lived				450		—			450
Total definite and indefinite-lived intangibles			$	35,030	$	(6,265	)	$	28,765

Amortization expense for the year ended December 31, 2022, 2021 and 2020 was $3.7 million, $1.2 million and $1.3 million, respectively. Amortization expense is recorded in general and administrative expense in the consolidated statement of operations, with the exception of developed technology and manufacturing know-how, which is recorded in research and development and cost of goods sold, respectively. The following table summarizes the estimated amortization expense relating to the Company's intangible assets as of December 31, 2022 (in thousands):


	Amortization
Period	Expense
2023	$	3,760
2024		3,615
2025		3,472
2026		3,299
2027		3,218
Thereafter		7,862
	$	25,226

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

(6) Leases

Components of lease expense were as follows:


		Year Ended December 31,
Lease Cost	Classification	2022			2021			2020
Operating lease cost	Operating expenses	$	1,703		$	1,644		$	1,698
Operating lease cost	Inventory		426			276			488
Sublease income	Operating expenses		(1,113	)		(520	)		—
Total operating lease cost		$	1,016		$	1,400		$	2,186
Finance lease cost
Amortization of right-of-use assets	Operating expenses	$	—		$	35			41
Amortization of right-of-use assets	Inventory		44			19			36
Interest on lease liabilities	Other income (expense), net		4			8			10
Total finance lease cost		$	48		$	62		$	87
Variable lease cost	Inventory		—			—			—
Total lease cost		$	1,064		$	1,462		$	2,273

Short-term lease expense for the years ended December 31, 2022, 2021, and 2020 were immaterial.

Supplemental cash flow information related to operating and finance leases was as follows (in thousands):


	Year Ended December 31,
	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases	$	1,675	$	1,716
Operating cash outflows from finance leases		53		69
Finance cash flows from finance leases	$	—	$	—
Right-of-use assets obtained in exchange for lease obligations:
Operating leases, net of tenant improvement allowances of $1.1 million	$	1,737	$	965
Finance leases		267		—

Supplemental balance sheet information related to operating and finance leases was as follows (in thousands, except lease term and discount rate):


	December 31,			December 31,
	2022			2021
Reported as:
Right of use assets, net
Operating lease right-of-use assets	$	6,710		$	6,488
Finance lease right-of-use assets		294			77
Total right-of use assets	$	7,004		$	6,565
Accrued and other current liabilities
Operating lease liabilities	$	1,796		$	1,595
Finance lease liabilities		27			71
Lease liabilities
Operating lease liabilities		5,517			5,576
Finance lease liabilities		1			28
Total lease liabilities	$	7,341		$	7,270
Weighted average remaining lease term (years)
Operating leases		5			4
Finance leases		1			2
Weighted average discount rate
Operating leases		9.11	%		8.16	%
Finance leases		6.90	%		6.90	%

As of December 31, 2022, maturities of the Company’s operating and finance lease liabilities are as follows (in thousands):


Period	Operating leases		Finance leases		Total		Sublease income
2023	$	2,465	$	28	$	2,493	$	(402	)
2024		2,153		1		2,154		(231	)
2025		1,244		—		1,244		(39	)
2026		1,209		—		1,209		—
2027		1,061		—		1,061		—
2028 and thereafter		1,055		—		1,055		—
Total lease payments (receipts)	$	9,187	$	29	$	9,216	$	(672	)
Less imputed interest		1,874		1		1,875
Total lease liabilities	$	7,313	$	28	$	7,341

Debt

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Debt

(7) Debt

As of December 31, 2022, the carrying value of our long-term debt is as follows:


	December 31,			December 31,
	2022			2021
Convertible Note	$	50,000		$	60,000
2022 Note		23,449			—
Term Loan		—			16,000
Revolving Loan		—			2,237
Total carrying amount	$	73,449		$	78,237
Unamortized debt discount and issuance costs		(18,043	)		(13,565	)
Total - carrying amount, net	$	55,406		$	64,672

*2022 Note includes exit fees of $0.45 million – included in principal and unamortized debt discount and issuance costs

Convertible and 2022 Note

On October 12, 2022, the Company, entered into the “Restated Agreement” by and among the Company as borrower, certain of the Company’s subsidiaries from time-to-time party thereto as guarantors and Deerfield. The Restated Agreement amends and restates the Existing Agreement. In connection with the Restated Agreement, on October 12,2022, the Company and Deerfield entered into an Exchange Agreement pursuant to which Deerfield exchanged $10.0 million of principal under the Original Note for securities of the Company, reducing the outstanding principal amount of the Original Note to $50.0 million. Refer to Note 10 for further details regarding the Exchange Agreement. As a result of the exchange agreement and partial repayment of $10.0 million in principal balance, approximately $1.6 million of unamortized discounts were derecognized, which were recognized in loss on extinguishment of debt in the consolidated statements of operations.

Pursuant to the Restated Agreement, the maturity date of the Original Note was extended until March 11, 2026, and the initial conversion price was reduced to $27.50. On the date of the Restated Agreement and pursuant to the terms thereof, the Company issued and sold an additional senior secured convertible note in a principal amount of $23.0 million (the “2022 Note” and, together with the Original Note, the “Convertible Notes”). The 2022 Note matures on the fifth anniversary of the issuance date and is convertible into shares of the Company’s common stock, at an initial conversion price of $10.00. The 2022 Note bears interest at Term SOFR plus 5.75% per annum, payable quarterly on the last business day of each calendar quarter commencing with the calendar quarter ending December 31, 2022. The Convertible Notes are convertible at any time at the option of Deerfield, provided that Deerfield is prohibited from converting the Convertible Notes into shares of Common Stock if, upon such conversion, the Holder (together with certain affiliates and “group” members) would beneficially own more than 4.985% of the total number of shares of Common Stock then issued and outstanding.

Pursuant to the Convertible Notes, Deerfield has the option to demand repayment of all outstanding principal, and any unpaid interest accrued thereon and any other amounts payable under the Restated Agreement (including the Exit Fee (in the case of the 2022 Note) and any make whole amounts), in connection with a Major Transaction (as defined in the Convertible Notes), which shall include, among others, any acquisition or other change of control of the Company; the sale or transfer of assets of the Company equal to more than 50% of the Enterprise Value (as defined in the Convertible Notes) of the Company; a liquidation, bankruptcy or other dissolution of the Company; or if at any time shares of the Company’s common stock are not listed on an Eligible Market (as defined in the Convertible Notes). The Convertible Notes are subject to specified events of default, the occurrence of which would entitle Deerfield to immediately demand repayment of all outstanding principal and accrued interest on the Convertible Note. Such events of default include, among others, failure to make any payment under the Convertible Note when due, failure to observe or perform any covenant under the Restated Agreement or the other transaction documents related thereto (subject to a standard cure period), the failure of the Company to be able to pay debts as they come due, the commencement of bankruptcy or insolvency proceedings against the Company, a material judgement levied against the Company and a material default by the Company under the Convertible Note.

On the payment, repayment, dischargement, redemption or prepayment of the 2022 Note or upon a Successor Major Transaction Conversion (as defined in the 2022 Note), the Company will pay a non-refundable exit fee equal to 1.95% of the 2022 Note so paid, repaid, discharged, redeemed or prepaid, as the case may be.

The Company used the proceeds from the new 2022 Note to repay in full the outstanding amounts under its Second Amended and Restated Credit and Security Agreement (Term Loan), dated December 31, 2021, by and among the Company, certain of its wholly owned subsidiaries, the lenders party thereto and MidCap Financial Trust, as administrative agent and collateral agent (as amended, amended and restated, supplemented or otherwise modified prior to the date hereof, the “MidCap Term Credit Agreement”) and repay in full the outstanding amounts, and terminate the outstanding commitments, under that certain Amended and Restated Credit and Security Agreement (Revolving Loan), dated as of July 1, 2019, by and among the Company, certain of its wholly owned subsidiaries, the lenders party thereto and MidCap Funding IV Trust, as administrative and collateral agent (as amended, amended and restated, supplemented or otherwise modified prior to the date hereof, the “MidCap Revolving Credit Agreement”).

The Restated Agreement also provides for the issuance of warrants to purchase Common Stock (the “Warrants”) to the extent that the obligations under Restated Agreement and the Convertible Notes are prepaid. If issued, the Warrants will be exercisable on a cash or cashless (net exercise) basis with an initial exercise price equal to the conversion price of the Original Note and 2022 Note, respectively, for the number of Conversion Shares (as defined in the Convertible Notes) which the repaid amount would have been convertible into and will be subject to the Beneficial Ownership Cap, as well as certain other customary anti-dilution adjustments upon the occurrence of certain events such as stock splits, subdivisions, reclassifications or combinations of Common Stock consistent with those included in the Convertible Notes. The Warrants will also provide, at the election of each holder thereof, for the payment of the exercise price therefor by reduction of the principal amount of any outstanding Convertible Notes held by such holder. Upon the consummation of a “Major Transaction” (as defined in the Warrants and consistent with the term as used in the Convertible Notes), holders of the Warrants may elect to (i) have their Warrants redeemed by the Company for an amount equal to the Black-Scholes value of such Warrant, in cash or, if applicable, in the form of the consideration paid to the Company’s stockholders in a Major Transaction, or (ii) have such Warrants be assumed by the successor to the Company in a Major Transaction, if applicable. Holders of the Warrants are also entitled to participate in any dividends or distributions to holders of Common Stock at the time such dividends or distributions are paid to such stockholders.

The Company may redeem all or any portion of the principal amount of the Convertible Notes for cash. Upon redemption of any Convertible Notes, the Company will issue Warrants covering the same number of shares of Common Stock underlying, and at an exercise price equal to the conversion price of, the redeemed Convertible Notes. The Convertible Notes provide for the optional redemption of the Convertible Notes without issuance of any Warrants or payment of any additional make whole amount (unless such Convertible Note is converted following receipt of an optional redemption notice but prior to payment of the redemption amount) provided that each of the following is greater than 130% of the conversion price then in effect.(1) the volume weighted average price of the Common Stock on each of any twenty (20) trading days during the period of thirty (30) consecutive trading days ending on the date

on which the Company delivers an optional redemption notice, (2) the volume weighted average price of the Common Stock on the last trading day of such period and (3) the closing price of the Common Stock on the last trading day of such period. The Company may not effect any optional redemption during a delisting event or unless all conversion shares and warrant shares are freely tradable.

The Company is subject to a number of affirmative and restrictive covenants pursuant to the Restated Agreement, including covenants regarding compliance with applicable laws and regulations, maintenance of property, payment of taxes, maintenance of insurance, business combinations, incurrence of additional indebtedness, prepayments of other unsecured indebtedness and transactions with affiliates, among other covenants.

As of December 31, 2022, the unamortized debt discount and issuance costs were $18.0 million and were included in "Long-term debt" on the consolidated balance sheets. The Company will amortize the debt discount and debt issuance costs to interest expense under the effective interest method over the term of the Note, at a resulting effective interest rate of approximately 12%. For the years ended December 31, 2022 and 2021, the amortization of the convertible debt discount and issuance costs were $3.2 million and $3.0 million, respectively, and were included in interest expense in the consolidated statements of operations.

Term Loan and Revolving Loan

As noted above, the Company used the proceeds from the 2022 Note to repay in full the outstanding amounts under its Term Loan and Revolving loan. As a result, the Company recorded a loss on extinguishment $2.4 million in the consolidated statements of operations for the year ended December 31, 2022.

Term Loan

On July 25, 2017, the Company entered into a Term Loan Credit and Security Agreement and a Revolving Loan Credit and Security Agreement with MidCap, which replaced the Company’s prior Silicon Valley Bank Loan Agreement. Both agreements were amended and restated on July 1, 2019 and further amended on November 7, 2019 (as so amended, the “Restated Term Loan Agreement” and the “Restated Revolving Credit Agreement” and, together, the “Credit Agreements”).

The Restated Term Loan Agreement provided for the following tranches: (i) a $35 million term loan facility drawn at signing, (ii) a $5 million term loan facility drawn at signing, (iii) at any time after September 30, 2020 to December 31, 2020, a $10.0 million term loan facility (subject to the satisfaction of certain conditions, including evidence that the Company’s net revenue for the past 12 months was greater than or equal to $100.0 million), and (iv) until December 31, 2020 and upon the consent of the agent and the lenders following a request from the Company, an additional $15.0 million term loan facility. The loan would have matured on July 1, 2024 and carried an interest rate of LIBOR plus 7.50%. Under this amendment. the Company would have made monthly payments of accrued interest from the funding date until July 31, 2021, to be followed by monthly installments of principal and interest through the maturity date. The Company could have prepaid some or all of the principal prior to its maturity date provided the Company paid MidCap a prepayment fee. The loan provided that the Company would pay an exit fee equal to 5.0% of the aggregate amount of all term loans funded to the Company.

On May 11, 2020, the Company entered into the Second Amendment to Amended and Restated Credit and Security Agreement (Term Loan), by and among the Company, certain of the Company’s subsidiaries, the lenders party thereto and MidCap Financial Trust as agent (the “Term Amendment”). The Term Amendment provided for, among other things, the prepayment by the Company of $25.0 million of outstanding principal, $0.1 million of accrued interest, and $1.25 million in prepaid exit fees with the parties agreeing to waive the prepayment fee with respect to these amounts. The Term Amendment increased the tranche 3 commitment amount from $10.0 million to $15.0 million, extended the tranche 3 termination date from December 31, 2020 to June 30, 2021, and amended certain conditions upon which the tranche 3 commitment can be withdrawn, including evidence that the Company’s net revenue for the past six months was greater than or equal to $30.0 million. In addition, the Term Amendment amended certain financial requirements including reducing the Company’s minimum unrestricted cash amount from $20.0 million to $5.0 million and amended certain minimum net revenue requirements. Further, the monthly minimum net revenue requirements were revised to be calculated on a trailing three-month basis.

On February 5, 2021, the Company entered into a Second Amended and Restated Credit and Security Agreement (Term Loan), by and among the Company, certain of the Company’s subsidiaries, the lenders party thereto from time to time and MidCap Financial Trust, as administrative agent and collateral agent (“Agent”) (the “Restated Term Loan Agreement”). The Restated Term Loan Agreement amends and restates the Company’s existing Amended and Restated Credit and Security Agreement, dated as of July 1, 2019. Pursuant to the Restated Term Loan Agreement, tranche 3 commitments were reduced from $15 million to $1 million and were advanced on the effective date of the Restated Term Loan Agreement and the remaining unfunded tranche of $15 million was revised to two $5 million tranche commitments, with tranche 4 availability commencing on July 1, 2021 and tranche 5 availability commencing July 1, 2022. The parties agreed to extend the last day of the interest only period for all tranches from July 31, 2021 in the Existing Term Loan Agreement to December 31, 2022 in the Restated Term Loan Agreement. The Restated Term Loan Agreement contains certain minimum net revenue requirements based on the Company’s 12-month trailing net revenue, as well as certain minimum unrestricted cash requirements that increase upon the funding of the tranche 4 and tranche 5 loans. The exit fee was modified to apply to only the amount of any tranche 4 and 5 loans advanced. Finally, in connection with the Restated Term Loan Agreement, the Company agreed to pay an amendment fee of $750,000.

On December 31, 2021, in connection with the AuraGen Asset Purchase, the Company entered into Limited Consent and Second Amendment to Second Amended and Restated Credit and Security Agreement (Term Loan) (as amended, the “Term Loan Agreement”), dated February 5, 2021, with certain of the Company's wholly owned subsidiaries, the lenders party thereto and MidCap Financial Trust, as agent, in order to permit the Company to enter into the Purchase Agreement and consummate the Asset Purchase under the Term Loan Agreement.

On March 30, 2022 (the “Effective Date”), the Company entered into a Third Amendment (the “Third Amendment”) to the Term Loan Agreement, with certain of the Company’s wholly owned subsidiaries, the lenders party thereto and MidCap, in order to provide the Company an additional tranche of funding and allow the Company to draw the fourth tranche. The Third Amendment provided that the fourth tranche of $5,000,000 was to be drawn on March 31, 2022. Additionally, the Third Amendment provides the Company with a sixth tranche pursuant to which the Company may draw $9,000,000 any time after January 1, 2023 until March 31, 2023. The Third Amendment also eliminated the minimum unrestricted cash requirement and reset the minimum Net Revenue (as defined therein) requirements based on the Company’s 12-month trailing Net Revenue. Finally, the Third Amendment increased the prepayment fee by 0.5% until following the third anniversary of the Effective Date, at which point no prepayment fee shall apply.

Revolving Loan

The Restated Revolving Credit Agreement, noted above provided for, among other things, a revolving loan of up to $10.0 million. The amount of loans available to be drawn under the Revolving Credit Agreement is based on a borrowing base equal to 85% of the net collectible value of eligible accounts receivable plus 40% of eligible finished goods inventory, or the Borrowing Base, provided that availability from eligible finished goods inventory does not exceed 20% of the Borrowing Base. The revolving loan carries an interest rate of LIBOR plus 4.50%. The Company may make (subject to the applicable borrowing base at the time) and repay borrowings from time to time until the maturity of the facility on July 1, 2024.

On May 11, 2020, the Company entered into the Second Amendment to Amended and Restated Credit and Security Agreement (Revolving Loan), by and among the Company, certain of the Company’s subsidiaries, the lenders party thereto and MidCap Financial Trust as agent (the “Revolving Amendment”). The Revolving Amendment includes conforming changes to reflect the changes in the Term Amendment. In addition, the Revolving Amendment reduces the borrowing base by the portion of the eligible inventory previously included in the calculation.

Also on February 5, 2021, Sientra entered into a Third Amendment to Amended and Restated Credit and Security Agreement (Revolving Loan), by and among the Company, the lenders party thereto from time to time, and the Agent (the “Revolving Loan Amendment”). The Revolving Loan Amendment modified the Net Revenue requirement in a manner consistent with the modification under the Restated Term Loan Agreement. In addition, the Revolving Loan Amendment made other conforming changes to the Restated Term Loan Agreement.

Further on December 31, 2021, the Company entered into Limited Consent and Fifth Amendment to Amended and Restated Credit and Security Agreement (Revolving Loan) (as amended, the “Revolving Loan Agreement”), dated July 1, 2019, with certain of the Company's wholly owned subsidiaries, the

lenders
party thereto and MidCap Financial Trust, as agent, in order to permit the Company to enter into the Purchase Agreement and consummate the AuraGen Asset Purchase under the Revolving Loan Agreement.

On March 30, 2022, the Company entered into a Sixth Amendment (the “Sixth Amendment”) to the Revolving Loan Agreement, with certain of the Company’s wholly owned subsidiaries, the lenders party thereto and MidCap. The Sixth Amendment modified the Net Revenue (as defined therein) requirement in a manner consistent with the modification under the Restated Term Loan Agreement. In addition, the Sixth Amendment made other conforming changes to the Restated Term Loan Agreement.

CARES Act

On April 20, 2020, the Company was granted a loan of $6.7 million under the Paycheck Protection Program of the CARES Act, or the PPP Loan, from Silicon Valley Bank, or the Lender. The PPP Loan was scheduled to mature on April 20, 2022, or the Maturity Date, and bore interest at a rate of 1.0% per annum. Under the terms of the PPP Loan, the Company made no payments until the date which forgiveness of the PPP Loan is determined, which can be up to 10 months following the end of the covered period (which is defined as 24 weeks from the date of the loan), or the Deferral Period. Commencing one month after the expiration of the Deferral Period, and continuing on the same day of each month until the Maturity Date, the Company would have paid to Lender monthly payments of principal and interest, in an amount required to fully amortize the principal amount outstanding on the PPP Loan on the last day of the Deferral Period by the Maturity Date.

On July 30, 2021, the Company was notified by Silicon Valley Bank that they received payment in full from the Small Business Administration for the amount of the Company's PPP Loan and the Company's PPP Loan had been fully forgiven. For the year ended December 31, 2021, the Company recorded a gain on extinguishment of the PPP Loan of $6.7 million in “Other income (expense), net” within the consolidated statement of operations.

Future Principal Payments of Debt

The future schedule of principal and exit fee payments for all outstanding debt as of December 31, 2022 was as follows (in thousands):


Fiscal Year
2023		—
2024		—
2025		—
2026 and thereafter		73,449
Total	$	73,449

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

(8) Income Taxes

The provision for income tax consists of the following:


	Year Ended December 31,
	2022		2021		2020
Federal	$	12	$	11	$	12
State		15		10		10
Foreign		—		—		11
Total income tax (benefit) expense	$	27	$	21	$	33

Actual income tax expense differs from that obtained by applying the statutory federal income tax rate of 21% in 2022, 2021, and 2020 respectively, to income before income taxes as follows: (in thousands):


	Year Ended December 31,
	2022			2021			2020
Tax at federal statutory rate	$	(15,478	)	$	(13,124	)	$	(18,882	)
State, net of federal benefit		(3,160	)		(770	)		(2,372	)
PPP loan forgiveness		—			(1,397	)		—
Permanent items		566			606			2,282
Benefit state rate change		(309	)		(184	)		20
Other		(70	)		8,499			2,984
Change in valuation allowance		18,478			6,391			16,001
	$	27		$	21		$	33

The tax effects of temporary differences and carryforwards that give rise to significant portions of the deferred tax assets and liabilities are as follows (in thousands):


	December 31,
	2022			2021
Net operating loss carryforwards	$	131,723		$	122,570
Research and development credits		2,121			2,121
Sec 174 Research Costs Capitalization		3,195			—
Lease liabilities		1,859			1,798
Derivative liability		223			—
Accruals and reserves		22,189			14,961
Intangibles		1,817			1,732
		163,127			143,182
Less valuation allowance		(156,178	)		(137,700	)
Total deferred tax assets	$	6,949		$	5,482

Depreciation	$	(634	)	$	(717	)
Convertible debt discount		(4,117	)		(2,800	)
Right-of-use assets		(1,774	)		(1,624	)
Intangibles - deferred tax liability		(544	)		(434	)
Total deferred tax liabilities		(7,069	)		(5,575	)
Net tax liability	$	(120	)	$	(93	)

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. Generally, the ultimate realization of deferred tax assets is dependent on the generation of future taxable income during the periods in which those temporary differences become deductible. Based on all the relevant factors, a valuation allowance of $156.2 million has been established against deferred tax assets as of December 31, 2022 as management determined that it is more likely than not that sufficient taxable income will not be generated to realize these temporary differences.

As of December 31, 2022, the Company had net operating loss carryforwards of approximately $518.9 million and $358.9 million available to reduce future taxable income, if any, for federal and state income tax purposes, respectively. Federal net operating loss carryforwards of $9.8 million begins expiring in 2027, and state net operating loss carryforwards of $8.3 million began expiring in 2017. It is possible that the Company will not generate taxable income in time to use these NOLs before their expiration. In addition, under Section 382 of the Internal Revenue Code of 1986, as amended, or the Code, if a corporation undergoes an “ownership change ”, the corporation's ability to use its pre-change NOL carryforwards and other pre-change tax attributes to offset its post-change income may be limited. In general, an “ownership change” occurs if there is a cumulative change in a loss corporation’s ownership by 5% shareholders that exceeds 50 percentage points over a rolling three-year period.

As of December 31, 2022, the Company had research and development credit carryforwards of approximately $30,000 and $2.7 million available to reduce future taxable income, income, if any, for federal and California state income tax purposes, respectively. The federal credit carryforwards begin expiring in 2029 and the state credits carryforward indefinitely.

At December 31, 2022, the Company had unrecognized tax benefits of approximately $0.6 million associated with the research and development credits. The Company does not anticipate that total unrecognized net tax benefits will significantly change over the next twelve months.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):


Ending balance at December 31, 2020	$	619
Additions based on tax positions taken in the current year		—
Ending balance at December 31, 2021		619
Additions based on tax positions taken in the current year		—
Ending balance at December 31, 2022	$	619

It is the Company’s policy to include penalties and interest expense related to income taxes as a component of other (income) expense and interest expense, respectively, as necessary. There was no interest expense or penalties related to unrecognized tax benefits recorded through December 31, 2022.

The Company files U.S. federal and state income tax returns in jurisdictions with varying statute of limitations. In general, the Company’s federal tax returns for 2019 to 2021 and state tax returns for 2018 to 2021 remain open for examination by the federal and state tax authorities, including net operating loss carryforwards to those years.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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+ Details

Employee Benefit Plans

12 Months Ended

Dec. 31, 2022

Retirement Benefits [Abstract]

Employee Benefit Plans

(9) Employee Benefit Plans

In September 2016, the Company adopted a Section 401(k) Retirement Savings Plan for the benefit of eligible employees. All employees become eligible to participate in the plan the first of the month following their hire date and may contribute their pretax or after–tax salary, up to the Internal Revenue Service annual contribution limit. The Company makes contributions to the 401(k) plan under a safe harbor provision, whereby the Company contributes 3% of each participating employee’s annual compensation. The Company contributions vest immediately. The Company contributed and included in operating expense $0.8 million, $0.6 million, and $0.5 million for each of the years ended December 31, 2022, 2021, and 2020, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

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+ Details

Stockholders' Equity

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stockholders' Equity

(10) Stockholders’ Equity

(a)

Authorized Stock

The Company’s Amended and Restated Certificate of Incorporation authorizes the Company to issue 210,000,000 shares of common and preferred stock, consisting of 200,000,000 shares of common stock with $0.01 par value and 10,000,000 shares of preferred stock with $0.01 par value. As of December 31, 2022, the Company had no preferred stock issued or outstanding.

(b)

Issuance of Common Stock

2022 Follow-on Public Offering

In October 2022, the Company completed a follow-on public offering of 1,778,500 shares of common stock and pre-funded warrants to purchase up to 2,221,499 shares of common stock and warrants to purchase 3,999,999 shares of common stock, at an offering price of $3.80 per share of common stock and warrant and $3.70 per pre-funded warrant and warrant, before underwriting discounts and commissions. Net proceeds were approximately $14.1 million, after deducting underwriting discounts, debt issuance cost, commissions and estimated expenses payable by the Company. As of December 31, 2022, there were 4,657,799 warrants outstanding related to the follow-on public offering.

Exchange Agreement with Deerfield

In October 2022, the Company entered into an Exchange Agreement with Deerfield, in connection with the Restated Agreement, pursuant to which Deerfield exchanged $10.0 million of principal under the Original Note for 296,774 shares of our common stock and a pre-funded warrant to purchase 1,054,395 shares of our common stock (the "Exchange Warrants"), reducing the outstanding principal amount of the Original Note to $50.0 million. The Exchange Warrants are immediately exercisable, have an exercise price of $0.001 per share, and may be exercised on a cash or cashless basis at any time until all of the Exchange Warrants are exercised in full. Under the terms of the Exchange Warrants, a holder will not be entitled to exercise any portion of any such warrant, if, upon giving effect to such exercise, the aggregate number of shares of Common Stock beneficially owned by the holder (together with its affiliates, any other persons acting as a group together with the holder or any of the holder’s affiliates, and any other persons whose beneficial ownership of Common Stock would or could be aggregated with the holder’s for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended) would exceed 4.985% of the number of shares of Common Stock outstanding immediately after giving effect to the exercise. As a result of the exchange agreement and partial repayment of $10.0 million in principal balance, approximately $1.6 million of unamortized discounts were derecognized, which were recognized in loss on extinguishment of debt in the consolidated statements of operations.

The Exchange Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company, other obligations of the parties, and termination provisions.

As of December 31, 2022, there were 303,804 warrants outstanding related to Exchange Agreement.

2021 Follow-On Public Offering

In February 2021, the Company completed a follow-on public offering of 5,410,628 shares of common stock at $6.75 per share, as well as 811,594 additional shares of common stock pursuant to the full exercise of the over-allotment option granted to the underwriters. Net proceeds were approximately $39.2 million after deducting underwriting discounts and commissions of approximately $2.5 million and offering expenses of approximately $0.3 million.

(c)

Stock Option Plan

In April 2007, the Company adopted the 2007 Equity Incentive Plan, or 2007 Plan. The 2007 Plan provides for the granting of stock options to employees, directors and consultants of the Company. Options granted under the 2007 Plan may either be incentive stock options or nonstatutory stock options. Incentive stock options, or ISOs, may be granted only to Company employees. Nonstatutory stock options, or NSOs, may be granted to all eligible recipients. A total of 169,045 shares of the Company’s common stock were reserved for issuance under the 2007 Plan.

As of December 31, 2022, pursuant to the 2007 Plan, there were 10,090 options outstanding and no shares of common stock available for future grants.

The Company’s board of directors adopted the 2014 Equity Incentive Plan, or 2014 Plan, in July 2014, and the stockholders approved the 2014 Plan in October 2014. The 2014 Plan became effective upon completion of the IPO on November 3, 2014, at which time the Company ceased granting awards under the 2007 Plan. Under the 2014 Plan, the Company may issue ISOs, NSOs, stock appreciation rights, restricted stock awards, restricted stock unit awards and other forms of stock awards, or collectively, stock awards, all of which may be granted to employees, including officers, non-employee directors and consultants of the Company and their affiliates. ISOs may be granted only to employees. A total of 102,750 shares of common stock were initially reserved for issuance under the 2014 Plan, subject to certain annual increases.

As of December 31, 2022, pursuant to the 2014 Plan, there were 1,120,463 shares of common stock reserved and 278,278 shares of common stock available for future grants.

Pursuant to a board-approved Inducement Plan, the Company may issue NSOs and restricted stock unit awards which may only be granted to new employees of the Company and their affiliates in accordance with NASDAQ Stock Market Rule 5635(c)(4) as an inducement material to such individuals entering into employment with the Company. As of December 31, 2022, inducement grants for 442,471 shares of common stock have been awarded, and no shares of common stock were reserved for future issuance under the Inducement Plan.

Options under the 2007 Plan and the 2014 Plan may be granted for periods of up to ten years as determined by the Company’s board of directors, provided, however, that (i) the exercise price of an ISO shall not be less than 100% of the estimated fair value of the shares on the date of grant, and (ii) the exercise price of an ISO granted to a more than 10% shareholder shall not be less than 110% of the estimated fair value of the shares on the date of grant. An NSO has no such exercise price limitations. NSOs under the Inducement Plan may be granted for periods of up to ten years as determined by the board of directors, provided, the exercise price will be not less than 100% of the estimated fair value of the shares on the date of grant. Options generally vest with 25% of the grant vesting on the first anniversary and the balance vesting monthly on a straight-lined basis over the requisite service period of three additional years for the award. Compensation expense is recognized on a straight-lined basis over the vesting term of one year based upon the probable performance target that will be met. The vesting provisions of individual options may vary but provide for vesting of at least 25% per year.

The following summarizes all option activity under the 2007 Plan, 2014 Plan and Inducement Plan:


				Weighted		Weighted average
				average		remaining
	Option			exercise		contractual
	Shares			price		term (year)
Balances at December 31, 2020		195,950		$	47.90		5.92
Exercised		(7,273	)		39.90
Forfeited		(18,281	)		54.90
Balances at December 31, 2021		170,396		$	47.50		5.41
Granted		15,000			18.30
Forfeited		(95,718	)		47.35
Balances at December 31, 2022		89,678		$	42.78		7.11
Vested and expected to vest at December 31, 2022		89,678
Vested and exercisable at December 31, 2022		45,893					13.90

The weighted average grant date fair value of stock options granted to employees and directors during the year ended December 31, 2022 was $18.3 per share. There were no stock options granted during the year ended December 31, 2021. Stock-based compensation expense for stock options for the years ended December 31, 2022, 2021 and 2020 was $0.6 million, $0.5 million and $0.1 million, respectively. Tax benefits arising from the disposition of certain shares issued upon exercise of stock options within two years of the date of grant or within one year of the date of exercise by the option holder, or Disqualifying Dispositions, provide the Company with a tax deduction equal to the difference between the exercise price and the fair market value of the stock on the date of exercise. As of December 31, 2022 there was $1.2 million of unrecognized compensation cost related to stock options granted under the plans. The expense is recorded within the operating expense components in the consolidated statement of operations based on the employees receiving the awards.

The aggregate intrinsic value of stock options is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for those stock options that had exercise prices lower than the fair value of the Company’s common stock. The aggregate intrinsic value of stock options exercised was $83,460, $208,000, and $14,000 during the years ended December 31, 2022, 2021 and 2020, respectively.

The following table presents the weighted‑average assumptions used to estimate the fair value of options granted during the periods presented:


	Year Ended December 31,
Stock Options	2022	2021	2020
Expected term (in years)	6.50	—	6.50
Expected volatility	68.00%	—	82.65%
Risk-free interest rate	2.22%	—	0.27%
Dividend yield	—	—	—

The expected term of employee stock options, risk‑free interest rate and volatility represents the weighted average, based on grant date period which the stock options are expected to remain outstanding. The Company utilizes the simplified method to estimate the expected term of the options pursuant to ASC Subtopic 718‑10 for all option grants to employees. The Company estimates its expected stock volatility based on company-specific historical and implied volatility information of its stock. The risk‑free interest rate is based on the U.S. Treasury yield curve in effect at the time of the grant for periods corresponding with the expected term of the option. The dividend yield assumption is based on the Company’s history and expectation of dividend payouts. The Company has never declared or paid any cash dividends on its common stock, and the Company does not anticipate paying any cash dividends in the foreseeable future. The Company records forfeitures when they occur.

For purposes of financial accounting for stock‑based compensation, the Company has determined the fair values of its options based in part on the work of a third‑party valuation specialist. The determination of stock‑based compensation is inherently uncertain and subjective and involves the application of valuation models and assumptions requiring the use of judgment. If the Company had made different assumptions, its stock‑based compensation expense, and its net loss could have been significantly different.

(d)

Restricted Stock Units

The Company has issued restricted stock unit awards, or RSUs, to employees and non-employees under the 2014 Plan and Inducement Plan. The RSUs issued to employees generally vest on a straight-line basis annually over a 3-year requisite service period. The RSUs issued to non-employees are generally for consulting services and generally vest either monthly or annually over the service term.

Activity related to RSUs is set forth below:


				Weighted average
	Number			grant date
	of shares			fair value
Balances at December 31, 2020		309,379		$	69.70
Granted		163,697			70.60
Vested		(145,289	)		64.20
Forfeited		(47,831	)		23.10
Balances at December 31, 2021		279,956		$	81.10
Granted		550,229			16.49
Vested		(88,035	)		6.09
Forfeited		(33,344	)		4.67
Balances at December 31, 2022		708,806		$	43.86

The weighted average grant date fair value of RSUs granted to employees and directors during the years ended December 31, 2022, 2021 and 2020 was $16.49, $70.60, and $47.73 per share, respectively. Stock-based compensation expense for RSUs for the years ended December 31, 2022, 2021 and 2020 was $6.8 million, $9.3 million and $7.5 million, respectively. As of December 31, 2022, there was $8.7 million total unrecognized compensation cost related to non-vested RSU awards. The cost is expected to be recognized over a weighted average period of 1.79 years.

(e)

Employee Stock Purchase Plan

The Company’s board of directors adopted the 2014 Employee Stock Purchase Plan, or ESPP, in July 2014, and the stockholders approved the ESPP in October 2014. The ESPP allows eligible employees to purchase shares of the Company’s common stock at a discount through payroll deductions of up to 15% of their eligible compensation, subject to any plan limitations. The ESPP provides offering periods not to exceed 27 months, and each offering period will include purchase periods, which will be the approximately six-month period commencing with one exercise date and ending with the next exercise date, except that the first offering period commenced on the first trading day following the effective date of the Company’s registration statement. Employees are able to purchase shares at 85% of the lower of the fair market value of the Company’s common stock on the first trading day of the offering period or on the exercise date. A total of 25,550 shares of common stock were initially reserved for issuance under the ESPP. The number of shares available for sale under the ESPP will be increased annually on the first day of each fiscal year, equal to the lesser of i) 1% of the total outstanding shares of the Company’s common stock as of the last day of the immediately preceding fiscal year; ii) 300,000 shares of common stock, or iii) such lesser amount as determined by the board of directors.

As of December 31, 2022, the number of shares of common stock reserved for issuance under the ESPP was 287,435. During the year ended December 31, 2022, employees purchased 34,271 shares under the ESPP at a weighted average exercise price of $13.82 per share. During the year ended December 31, 2021, employees purchased 19,907 shares under the ESPP at a weighted average exercise price of $33.85 per share. As of December 31, 2022, the number of shares of common stock available for future issuance under the ESPP was 153,260. Stock-based compensation related to the ESPP for the years ended December 31, 2022, 2021 and 2020 was $0.4 million, $0.6 million, and $0.6 million, respectively.

(f)

Significant modifications

There were no material modifications of equity awards during the years ended December 31, 2022, 2021, and 2020.

Segment Reporting and Geographic Information

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Segment Reporting and Geographic Information

(11) Segment Reporting and Geographic Information

(a)

Reportable Segments

Following the sale of the miraDry business on June 10, 2021, the Company has one reportable segment named Plastic Surgery, formally known as Breast Products. The Plastic Surgery segment focuses on sales of silicone gel breast implants, tissue expanders and scar management products under the brands Sientra Round, Sientra Teardrop, AlloX2, Dermaspan, Softspan and BIOCORNEUM.

The net sales, net operating loss and net assets for the Plastic Surgery segment are presented in the consolidated statement of operations and consolidated balance sheets as continuing operations.

(b)

Geographic Information

Net sales are attributed to geographic areas based on where the Company’s products are shipped. The following table presents the net sales by geographical region for the periods presented (in thousands):


	December 31,
	2022		2021		2020
United States	$	88,104	$	79,037	$	53,284
International		2,445		1,646		1,713
Total net sales	$	90,549	$	80,683	$	54,997

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 21
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 280
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Commitments and Contingencies

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

(12) Commitments and Contingencies

The Company is subject to claims and assessments from time to time in the ordinary course of business. The Company accrues a liability for such matters when it is probable that future expenditures will be made and such expenditures can be reasonably estimated.

Product Liability Litigation

On October 7, 2019, a lawsuit was filed in the Superior Court of the State of California against the Company and Silimed Industria de Implantes Ltda. (the Company’s former contract manufacturer). The lawsuit alleges that the Company’s textured breast implants caused certain of the plaintiffs to develop a condition known as breast implant associated anaplastic large cell lymphoma (“BIA-ALCL”), and that the Company is liable to the plaintiffs based on claims for strict liability (failure to warn), strict liability (defective manufacture), negligence and loss of consortium. On January 21, 2020, the Company filed a demurrer to the plaintiff’s complaint, which demurrer the Court granted in a tentative ruling dated March 9, 2021 with leave to replead. The Plaintiffs filed an amended complaint on April 6, 2021 and the Company filed a demurrer to that complaint on May 6, 2021. On October 25, 2021, the Court issued a ruling granting the Company’s demurrer in-part and denying it in-part, and gave plaintiffs twenty days to file an amendment complaint. On August 3, 2022, the Company entered into confidential settlement agreements with the plaintiffs resolving all disputes between them and dismissing the plaintiffs’ claims with prejudice. The Court granted the dismissal with prejudice on August 4, 2022.

On September 23, 2020, a lawsuit was filed in the Eastern District of Tennessee against the Company. The lawsuit alleges that the Company’s textured breast implants caused certain of the plaintiffs to develop a condition known as breast implant associated anaplastic large cell lymphoma (“BIA-ALCL”), and that the Company is liable to the plaintiffs based on claims for negligence, strict liability (manufacturing defects), strict liability (failure to warn), breach of express and implied warranties, and punitive damages. The Company filed a motion to dismiss the complaint on December 7, 2020. On February 28, 2022 the Court granted the Company’s motion, and dismissed the plaintiff’s complaint with prejudice. On March 28, 2022, the plaintiffs filed a motion to alter or amend the judgment. The Company opposed that motion on April 11, 2022. On March 31, 2023 the Court denied plaintiffs motion.

Grand Jury and SEC Subpoenas

The Company received a grand jury subpoena dated September 30, 2022 from the U.S. Department of Justice (“DOJ”) requesting the production of materials concerning the trading activities of a former Chief Executive Officer of the Company in 2019 and 2020, including all documents and communications with the General Counsel regarding such activities. In addition, the SEC has subpoenaed documents and testimony from each of the Company and its General Counsel. Each of the SEC subpoenas is captioned “In the Matter of Trading in the Securities of Sientra, Inc.” The SEC subpoenas request, among other things, documents and communications relating to trading activities by each of the aforementioned individuals. The investigation by the SEC does not mean that the SEC has concluded that anyone has violated the law. Also, the investigation does not mean that the SEC has a negative opinion of any person, entity or security. In April 2023, the DOJ informed the Company that the DOJ did not intend to pursue prosecutions relating to the subpoena and was closing its file with respect to the Company. The Company continues to cooperate with the SEC. The Company is, at this time, unable to predict what action, if any, might be taken in the future by the SEC as a result of the matters that are the subject of the subpoenas and investigation.

Supplementary Data

12 Months Ended

Dec. 31, 2022

Selected Quarterly Financial Information [Abstract]

Supplementary Data

(13) Supplementary Data

The following tables set forth our unaudited quarterly statements of operations data and our key metrics for each of the eight quarters ended December 31, 2022. We have prepared the quarterly data on a consistent basis with the audited financial statements included in this report. In the opinion of management, the financial information reflects all necessary adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of this data. This information should be read in conjunction with the audited financial statements and related notes included elsewhere in this report. The results of historical periods are not necessarily indicative of the results of operations for a full year or any future period. All share information has been adjusted to reflect the reverse stock split, including EPS.


	Quarter Ended												Fiscal Year Ended
	March 31, 2022			June 30,2022			September 30, 2022			December 31,2022			December 31, 2022
Net sales	$	21,398		$	21,513		$	22,570		$	25,068		$	90,549
Gross profit		12,845			12,742			12,776			3,231			41,594
Net income (loss)	$	(18,041	)	$	(18,304	)	$	(14,981	)	$	(21,981	)	$	(73,307	)
Net income (loss) per share:
Basic	$	(2.89	)	$	(2.92	)	$	(2.38	)	$	(2.23	)	$	(10.22	)
Diluted	$	(2.89	)	$	(2.92	)	$	(2.38	)	$	(2.23	)	$	(10.22	)


	Quarter Ended											Fiscal Year Ended
	March 31, 2021			June 30, 2021			September 30, 2021		December 31, 2021			December 31, 2021
Net sales	$	18,312		$	20,103		$	19,620	$	22,648		$	80,683
Gross profit		10,153			11,265			10,590		12,327			44,335
Net loss	$	(54,690	)	$	(20,134	)	$	28,410	$	(16,068	)	$	(62,482	)
Net loss per share:
Basic	$	(10.07	)	$	(3.49	)	$	4.90	$	(2.76	)	$	(10.95	)
Diluted	$	(10.07	)	$	(3.49	)	$	0.80	$	(2.76	)	$	(10.95	)

Subsequent Events

12 Months Ended

Dec. 31, 2022

Subsequent Events [Abstract]

Subsequent Events

(14) Subsequent Events

Aziyo Biologics Partnership

On March 22, 2023, the Company entered into an agreement with Aziyo Biologics, Inc. (“Aziyo”) to expand the distribution of Aziyo’s SimpliDerm product line. Under the agreement terms, Azyio will grant the Company certain non-exclusive rights in the United States to market, sell and distribute SimpliDerm for select use in reconstruction surgery.

Silicon Valley Bank Closure

On March 10, 2023, Silicon Valley Bank (SVB) was closed by the California Department of Financial Protection and Innovation, which appointed the Federal Deposit Insurance Corporation as receiver. On March 12, 2023 the Federal Deposit Insurance Corporation (“FDIC”) transferred all deposits, both insured and uninsured, and substantially all assets from the former SVB to a newly created, full-service FDIC-operated “bridge bank”, Silicon Valley Bridge Bank, N.A. and the FDIC, Treasury Department, and Federal Reserve announced that all deposits will be fully protected, whether or not they had been insured by the FDIC. As of the date of the filing of these consolidated financial statements with the Securities and Exchange Commission, the Company has full access to and control over all its cash and cash equivalents.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Basis of Presentation and Use of Estimates

(a)

Basis of Presentation and Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Assets and liabilities which are subject to significant judgment and use of estimates include the allowance for doubtful accounts, sales return liability, provision for warranties, valuation of inventories, recoverability of long-lived assets, valuation allowances with respect to deferred tax assets, useful lives associated with property and equipment and finite lived intangible assets, and the valuation and assumptions underlying stock-based compensation and other equity instruments. On an ongoing basis, the Company evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities. In addition, the Company engages the assistance of valuation specialists in concluding on fair value measurements in connection with debt and equity related instruments.

On January 19, 2023, the Company effected a 1-for-10 reverse stock split (the “Reverse Stock Split”) of the Company’s issued and outstanding common stock, par value $0.01 per share (“Common Stock”). by the filing of a Certificate of Amendment (the “Certificate”) with the Secretary of State of the State of Delaware pursuant to the Delaware General Corporation Law. The Reverse Stock Split became effective on January 19, 2023.

As a result of the Reverse Stock Split, every 10 shares of Common Stock issued and outstanding were automatically reclassified into one new share of common stock. The Reverse Stock Split did not modify any rights or preferences of the shares of Common Stock. Proportionate adjustments will be made to the exercise or conversion prices and the number of shares underlying the Company’s outstanding equity awards, convertible securities and warrants, as well as to the number of shares issued and issuable under the Company’s equity incentive plans. The Common Stock issued pursuant to the Reverse Stock Split will remain fully paid and non-assessable. The Reverse Stock Split will not affect the number of authorized shares of Common Stock or the par value of the Common Stock. All share information in the accompanying financial statements has been adjusted to reflect the results of the Reverse Stock Split.

As a result of the miraDry Sale discussed in Note 2, the miraDry business met the criteria to be reported as discontinued operations. Therefore, the Company is reporting the historical results of miraDry, including the results of operations, cash flows, and related assets and liabilities, as discontinued operations for all periods presented herein through the date of the sale. Unless otherwise noted, the accompanying notes to the audited consolidated financial statements have all been revised to reflect continuing operations only. As discussed in Note 11, following the Sale the Company has one operating segment in continuing operations named Plastic Surgery, formerly known as Breast Products.

Liquidity and Going Concern

(b)

Liquidity and Going Concern

The consolidated financial statements of the Company have been prepared assuming the Company will continue as a going concern and in accordance with generally accepted accounting principles in the United States of America. The going concern basis of presentation assumes that the Company will be able to realize its assets and discharge its liabilities and commitments in the normal course of business.

Pursuant to the requirements of the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) Topic 205-40, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern, management must evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year from the date these consolidated financial statements are issued. This evaluation does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented or are not within the control of the Company as of the date

the consolidated financial statements are issued. When substantial doubt exists under this methodology, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date that the financial statements are issued.

Since the Company’s inception it has incurred recurring losses and cash outflows from operations and is forecasting continued losses and cash outflows from operations in the near term. During the twelve months ended December 31, 2022, the Company incurred net losses of $73.7 million and used $35.2 million of cash in continuing operations. As of December 31, 2022, the Company had cash and cash equivalents of $26.1 million. As a result of these conditions substantial doubt exists about our ability to continue as a going concern for a period of at least one year from the date of issuance of these consolidated financial statements. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

In an effort to alleviate these conditions, management is currently evaluating various cost savings measures in order to reduce operating expenses and cash outflows. However, the Company will need to generate a significant increase in net sales to further improve profitability and cash inflows, which is dependent upon continued growth in our plastic surgery segment and launch of new product. Additionally, we are evaluating various funding alternatives to improve liquidity and may seek to raise additional equity or debt capital, refinance our debt obligations or obtain waivers, and/or scale back or freeze our organic growth plans to manage our liquidity and capital resources. As the Company seeks additional sources of financing, there can be no assurance that such financing would be available to the Company on favorable terms or at all. The Company’s ability to obtain additional financing in the equity capital markets is subject to several factors, including market and economic conditions, the Company’s performance and investor sentiment with respect to the Company and its industry. These audited financial statements do not include any adjustments relating to the carrying amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern.

During 2022, to fund ongoing operating and capital needs, the Company raised additional capital through the sale of equity securities and incremental debt financing, see Notes 7 and 10 to the consolidated financial statements for further details. However, these transactions did not alleviate that substantial doubt exists.

Sale of the miraDry business

Refer to Note 2 to the consolidated financial statements for further details on the sale of the miraDry business.

Debt financing

On October 12, 2022, we entered into an Amended and Restated Facility Agreement (the “Restated Agreement”) with Deerfield Partners, L.P (“Deerfield”) to amend and restate the Company’s existing facility agreement with Deerfield dated March 11, 2020 (the “Existing Agreement”) pursuant to which the Company issued and sold to Deerfield an unsecured and subordinated convertible note in a principal amount of $60.0 million (the “Original Note”).

Pursuant to the Restated Agreement, the maturity date of the Original Note was extended until March 11, 2026, and the initial conversion price was reduced to $27.50. On the date of the Restated Agreement, we also issued and sold an additional senior secured convertible note in a principal amount of $23.0 million (the "2022 Note” and, together with the Original Note, the “Convertible Notes”). The 2022 Note matures on the fifth anniversary of the issuance date and is convertible into shares of our common stock, par value $0.01, at an initial conversion price of $10.00.

In connection with the Restated Agreement, on October 12, 2022, we entered into an Exchange Agreement with Deerfield pursuant to which Deerfield exchanged $10.0 million of principal under the Original Note for 296,774 shares of our common stock and a pre-funded warrant to purchase 1,054,395 shares of our common stock, reducing the outstanding principal amount of the Original Note to $50.0 million.

We used the proceeds from the 2022 Note to repay in full the outstanding amounts under the Second Amended and Restated Credit and Security Agreement, and the Amended and Restated Credit and Security Agreement with MidCap Financial Trust and MidCap Funding IV Trust, respectively.

See Note 7 to the consolidated financial statements for further details.

Equity financing

On October 25, 2022, we issued and sold 1,778,500 shares of our common stock and pre-funded warrants to purchase up to 2,221,499 shares of our common stock and warrants to purchase 3,999,999 shares of our common stock, at an offering price of $3.80 per share of common stock and warrant and $3.70 per pre-funded warrant and warrant, before underwriting discounts and commissions. The net proceeds to the Company were approximately $14.0 million, after deducting underwriting discounts and commissions and estimated expenses payable by the Company.

See Note 10 to the consolidated financial statements for further details.

Cash and Cash Equivalents

(c)

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original maturity of three months or less when purchased to be cash equivalents. Cash and cash equivalents consist primarily of cash in checking accounts and interest-bearing money market accounts.

Concentration of Credit and Supplier Risks

(d)

Concentration of Credit and Supplier Risks

Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company’s cash and cash equivalents are deposited in demand accounts at financial institutions that management believes are creditworthy. The Company is exposed to credit risk in the event of default by these financial institutions for cash and cash equivalents in excess of amounts insured by the Federal Deposit Insurance Corporation, or FDIC. Management believes that the Company’s investments in cash and cash equivalents are financially sound and have minimal credit risk and the Company has not experienced any losses on its deposits of cash and cash equivalents.

The Company relies on a limited number of third-party manufacturers for the manufacturing and supply of its products. This could result in the Company not being able to acquire the inventory needed to meet customer demand, which would result in possible loss of sales and affect operating results adversely.

Fair Value of Financial Instruments

(e)

Fair Value of Financial Instruments

The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, customer deposits and sales return liability are reasonable estimates of their fair value because of the short maturity of these items. The fair value of the contingent consideration and the convertible feature related to the convertible note are discussed in Note 4. The fair value of the Term loan is based on the amount of future cash flows associated with the instrument discounted using the Company’s market rate. As of December 31, 2021, the carrying value of the Term loan was not materially different from the fair value and was deemed to approximate fair value. As of December 31, 2022 and 2021, the carrying value and fair value of the convertible note and 2022 Note were as follows (in thousands):


	December 31,		December 31,
	2022		2021
Carrying value
Convertible Note	$	40,423	$	47,477
2022 Note	$	15,396	$	-

Fair value
Convertible Note	$	33,794	$	42,029
2022 Note	$	16,495	$	-

The convertible note and 2022 note is carried on the consolidated balance sheets at amortized cost. The fair value is estimated using a binomial lattice model as of the convertible note issuance date and adjusted for market movements thereafter. The market for trading of the convertible note and 2022 note is not considered to be an active market and therefore the estimate of fair value is based on Level 2 inputs.

Fair Value Measurements

(f)

Fair Value Measurements

Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs.

Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:

•

Level 1 — Quoted prices in active markets for identical assets or liabilities.

•

Level 2 — Observable inputs (other than Level 1 quoted prices) such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

•

Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

Property and Equipment

(g)

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is computed using the straight‑line method over the estimated useful life of the asset, generally three to fifteen years. Leasehold improvements are depreciated over the shorter of the lease term or the estimated useful life of the related asset. Upon retirement or sale of an asset, the cost and related accumulated depreciation or amortization are removed from the consolidated balance sheet and any resulting gain or loss is reflected in operations in the period realized. Maintenance and repairs are charged to operations as incurred.

Leases

(h)

Leases

The Company leases certain office space, warehouses, distribution facilities, manufacturing facilities and office equipment. The Company determines if an arrangement contains a lease at inception by evaluating whether the arrangement conveys the right to use an identified asset and whether the Company obtains substantially all of the economic benefits from and has the ability to direct the use of the asset.

Operating and finance lease right-of-use, or ROU, assets and lease liabilities are recognized based on the present value of the future lease payments over the lease term at the commencement date. The Company determines its incremental borrowing rate based on the information available at the commencement date in determining the lease liabilities as the Company’s leases generally do not provide an implicit rate. The ROU assets also include any initial direct costs incurred and any lease payments made at or before the lease commencement date, less lease incentives received. Lease terms may include options to extend or terminate when the Company is reasonably certain that the option will be exercised. The Company elected to apply the short-term lease measurement and recognition exemption in which ROU assets and lease liabilities are not recognized for short-term leases. The Company’s lease agreements generally do not contain material residual value guarantees or material restrictive covenants.

The Company’s leases of office space, warehouses, distribution facilities and manufacturing facilities are treated as operating leases and often contain lease and non-lease components. The Company has elected to account for these lease and non-lease components separately. Non-lease components for these assets are primarily comprised of common-area maintenance, utilities, and real estate taxes that are passed on from the lessor in proportion to the space leased by the Company and are recognized in operating expenses in the period in which the obligation for those payments was incurred. Lease cost for these operating leases is recognized on a straight-line basis over the lease term in operating expenses.

The Company’s leases of office equipment are accounted for as finance leases as they meet one or more of the five finance lease classification criteria. Lease cost for these finance leases is comprised of amortization of the ROU asset and interest expense which are recognized in operating expenses and other income (expense), net.

Goodwill and Other Intangible Assets

(i)

Goodwill and Other Intangible Assets

Goodwill

Goodwill represents the excess of the purchase price over the fair value of net assets of purchased businesses. Goodwill is not amortized, but instead subject to impairment tests on at least an annual basis and whenever circumstances suggest that goodwill may be impaired. We review goodwill for impairment annually on October 1, or more frequently when events or circumstances indicate goodwill may be impaired.

We may initially assess qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more-likely-than-not that the estimated fair value of a reporting unit is less than its carrying amount (“Step 0”). If determined that it is more-likely-than-not the estimated fair value of a reporting unit is less than its carrying amount, a quantitative assessment is performed (“Step 1”). Under FASB Topic ASC 350 Intangibles—Goodwill and Other, entities have an unconditional option to bypass the qualitative assessment described in the preceding sentences for any reporting unit in any period and proceed directly to performing the quantitative goodwill impairment test. An entity may resume performing the qualitative assessment in any subsequent period. Following the sale of the miraDry business, management has determined that we have a single reporting unit, Plastic Surgery, formerly known as Breast Products. Historically, the fair value of our reporting unit was estimated using a combination of the income approach, using a discounted cash flow methodology, and a market approach; the determination of discounted cash flows was based on our strategic plans and market conditions. Upon the sale of miraDry, which resulted in the Company having a single reporting unit, we consider our market capitalization (calculated as total common shares outstanding multiplied by the common equity price per share, as adjusted for a control premium factor, as necessary) to represent fair value. If the fair value of the reporting unit exceeds its carrying amount, goodwill is not considered to be impaired. If the carrying amount of the reporting unit exceeds its fair value, an impairment charge is recorded in an amount equal to that excess, but not more than the carrying value of goodwill.

As of October 1, 2022, we opted to bypass the qualitative assessment under Step 0 and proceeded directly to performing a quantitative goodwill impairment test under Step 1. As a result of the quantitative assessment, we determined that the carrying value of the reporting unit did not exceed its fair value. For the years ended December 31, 2022, 2021, and 2020, the Company did not record any goodwill impairment charges.

Indefinite-lived intangible assets

The Company tests indefinite-lived intangible assets for impairment at least on an annual basis as of October 1 of each fiscal year and whenever circumstances suggest the intangible assets may be impaired. The Company makes a qualitative assessment of whether it is more likely than not that the fair value of the intangible asset is less than its carrying amount. If the Company concludes that it is more likely than not that the fair value is less than its carrying amount from the qualitative assessment, the Company performs a quantitative analysis to compare the fair value of the intangible asset to its carrying amount. If the carrying value of the intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to the difference. The Company also evaluates the remaining useful life of an indefinite-lived intangible asset to determine whether events and circumstances continue to support an indefinite useful life. For the years ended December 31, 2022, 2021, and 2020, the Company did not record any indefinite-lived intangible assets impairment charges.

Finite-lived intangible assets

The intangible assets are amortized to the consolidated statement of operations based on estimated cash flows generated from the intangible asset over its estimated life. Each fiscal year the Company evaluates the estimated remaining useful lives of purchased intangible assets and whether events or changes in circumstance warrant a revision to the remaining periods of amortization. Judgments about the recoverability of purchased finite‑lived intangible assets are made whenever events or changes in circumstance indicate that impairment may exist. Recoverability of finite‑lived intangible assets is measured by comparison of the carrying amount of the asset group to the future undiscounted cash flows the asset group is expected to generate. If the sum of the future undiscounted cash flows is less than the carrying value, the Company will evaluate whether the fair value of each asset in the asset group exceeds its respective carrying value. If the fair value of any asset in the asset group is determined to be less than its carrying value, then the Company will recognize an impairment loss based on the excess of the carrying amount over the asset’s respective fair value.

The Company’s fair value analysis of intangible assets utilizes methods under various income approaches. The Company values its customer relationships using an excess earnings method, which assumes the value of the asset is the discounted future cash flows derived from existing customers and requires the use of customer attrition rates and discount rates to determine the estimated fair value. The future revenues and free cash flow from existing customers are determined based upon actual results giving effect to management’s expected changes in operating results in future years. The attrition rate is based on average historical levels of customer attrition and the discount rate is based upon market participant assumptions using a defined peer group. Tradenames and developed technology are valued using a relief from royalty method, which assumes the value of the asset is the discounted cash flows of the amount that would be paid by a hypothetical market participant had they not owned the asset and instead licensed the asset from another company. This method requires the use of royalty rates which are determined based on comparable third-party license agreements involving similar assets and discount rates similar to the above to determine the estimated fair value.

Impairment of Tangible Long Lived Assets

(j)

Impairment of Tangible Long‑Lived Assets

The Company’s management routinely considers whether indicators of impairment of long‑lived assets are present. If such indicators are present, management determines whether the sum of the estimated undiscounted cash flows attributable to the asset group in question is less than their carrying value. If less, the Company will recognize an impairment loss based on the excess of the carrying amount of the assets over their respective fair values. Fair value is determined by discounted future cash flows, appraisals or other methods. If the assets determined to be impaired are to be held and used, the Company will recognize an impairment charge to the extent the present value of anticipated net cash flows attributable to the asset are less than the asset’s carrying value. The fair value of the asset will then become the asset’s new carrying value. There have been no impairments recorded for tangible long-lived assets during the years ended December 31, 2022, 2021, and 2020.

Derivative Financial Instruments

(k)

Derivative Financial Instruments

The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including stock purchase warrants and convertible notes, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the consolidated statements of operations. The assumptions used in these fair value estimates are based on the three-level valuation hierarchy for fair value measurement and represent Level 3 inputs. Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Acquisitions

(l)

Acquisitions

The Company evaluates acquisitions of assets and other similar transactions to assess whether or not the transaction should be accounted for as a business combination or asset acquisition by first applying a screen test to determine if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets. If the screen is met, the transaction is accounted for as an asset acquisition. If the screen is not met, further determination is required as to whether or not the Company has acquired inputs and processes that have the ability to create outputs which would meet the definition of a business.

Business combinations

Business combinations are accounted for using the acquisition method of accounting. Under the acquisition method, assets acquired and liabilities assumed are recorded at their respective fair values as of the acquisition date in the financial statements. The excess of the fair value of consideration transferred over the fair value of the net assets acquired is recorded as goodwill. Liability-classified contingent consideration obligations incurred in connection with a business combination are recorded at their fair values on the acquisition date and remeasured at their fair values each subsequent reporting period until the related contingencies are resolved. The resulting changes in fair values are recorded in earnings. Equity-classified contingent consideration obligations incurred in connection with a business combination are recorded at their fair values on the acquisition date and are not subsequently remeasured each reporting period unless the obligation becomes reclassified as a liability. The subsequent settlement of the obligation is accounted for within equity.

Asset acquisitions

In an asset acquisition, the fair value of the consideration transferred, including transaction costs, is allocated to the assets acquired and liabilities assumed based on their relative fair values. No goodwill is recognized in an asset acquisition. Subsequent changes are recorded as adjustments to the carrying amount of the assets acquired.

Segment Reporting

(m)

Segment Reporting

Reportable segments represent components for which separate financial information is available that is utilized on a regular basis by the Chief Executive Officer, who has been identified as the Chief Operating Decision Maker, or CODM, as defined by authoritative guidance on segment reporting, in determining how to allocate resources and evaluate performance. The segments are determined based on several factors, including client base, homogeneity of products, technology, delivery channels and similar economic characteristics. Following the sale of the miraDry business on June 10, 2021, the Company has one reportable segment named Plastic Surgery, formally known as Breast Products.

Revenue Recognition

(n)

Revenue Recognition

The Company generates revenue primarily through the sale and delivery of promised goods or services to customers. Sales prices are documented in the executed sales contract, purchase order or order acknowledgement prior to the transfer of control to the customer. Typical payment terms are 30 days.

Revenue contracts may include multiple products or services, each of which is considered a separate performance obligation. Performance obligations typically include the delivery of promised products, such as breast implants, tissue expanders, and BIOCORNEUM, along with service-type warranties. Other deliverables are sometimes promised but are ancillary and insignificant in the context of the contract as a whole. Revenue is allocated to each performance obligation based on its relative standalone selling price. The Company determines standalone selling prices based on observable prices for all performance obligations with the exception of the service-type warranty under the Platinum20 Limited Warranty Program, or Platinum20.

The Company introduced Platinum20 in May 2018 on all OPUS breast implants implanted in the United States or Puerto Rico on or after May 1, 2018. Additionally, Platinum20 Program applies to all Sientra Silicone Gel Breast Implants that are implanted in Canada on or after March 23, 2022. Platinum20 provides for financial assistance for revision surgeries and no-charge contralateral replacement implants upon the occurrence of certain qualifying events. The Company considers Platinum20 to have an assurance warranty component and a service warranty component. The assurance component is recorded as a warranty liability at the time of sale (as discussed in Note 1(s)). The Company considers the service warranty component as an additional performance obligation and defers revenue at the time of sale using the expected cost plus margin approach for the performance obligation. Inputs into the expected cost plus margin approach include historical incidence rates, estimated replacement costs, estimated financial assistance payouts and an estimated margin.

The liability for unsatisfied performance obligations under the service warranty as of December 31, 2022 were as follows (in thousands):


	Year Ended December 31,
	2022
Balance as of December 31, 2021	$	3,237
Additions and adjustments		1,080
Revenue recognized		(809	)
Balance as of December 31, 2022	$	3,508
Less short-term portion		(862	)
Long-term portion	$	2,646

Revenue for service warranties are recognized ratably over the term of the agreements. Specifically for Platinum20, the performance obligation is satisfied at the time that the benefits are provided and are expected to be satisfied over the following 3 to 24 month period for financial assistance and 20 years for product replacement.

For delivery of promised products, control transfers and revenue is recognized upon shipment, unless the contractual arrangement requires transfer of control when products reach their destination, for which revenue is recognized once the product arrives at its destination. A portion of the Company’s revenue is generated from the sale of consigned inventory of breast implants and tissue expanders maintained at doctor, hospital, and clinic locations. For these products, revenue is recognized at the time the Company is notified by the customer that the product has been implanted, not when the consigned products are delivered to the customer’s location.

Sales Return Liability

With the exception of the Company’s BIOCORNEUM scar management products, inventory held on consignment, and products sold to international customers, the Company allows for the return of products from customers within six months after the original sale, which is accounted for as variable consideration. A sales return liability is established based on estimated returns using relevant historical experience taking into consideration recent gross sales and notifications of pending returns, as adjusted for changes in recent industry events and trends. The estimated sales returns are recorded as a reduction of revenue and as a sales return liability in the same period revenue is recognized. Actual sales returns in any future period are inherently uncertain and thus may differ from the estimates. If actual sales returns differ significantly from the estimates, an adjustment to revenue in the current or subsequent period would be recorded. The following table provides a rollforward of the sales return liability (in thousands):


	Year Ended December 31,
	2022			2021
Beginning balance	$	13,399		$	9,192
Addition to reserve for sales activity		182,223			158,245
Actual returns		(177,933	)		(152,773	)
Change in estimate of sales returns		(1,916	)		(1,265	)
Ending balance	$	15,773		$	13,399

Practical Expedients and Policy Election

The Company generally expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within sales and marketing expenses.

The Company does not adjust accounts receivable for the effects of any significant financing components as customer payment terms are shorter than one year.

The Company has elected to account for shipping and handling activities performed after a customer obtains control of the products as activities to fulfill the promise to transfer the products to the customer. Shipping and handling activities are largely provided to customers free of charge. The associated costs were $5.3 million, $5.5 million and $2.9 million for the years ended December 31, 2022, 2021, and 2020, respectively. These costs are viewed as part of the Company’s marketing programs and are recorded as a component of sales and marketing expense in the consolidated statement of operations as an accounting policy election.

Accounts Receivable and Allowance for Doubtful Accounts

(o)

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains allowances for doubtful accounts for estimated losses resulting from the inability to collect from some of its customers. The allowances for doubtful accounts are based on the analysis of historical bad debts, customer credit‑worthiness, past transaction history with the customer, and current economic trends. If the financial condition of the Company’s customers were to deteriorate, adversely affecting their ability to make payments, additional allowances may be required.

Inventories and Cost of Goods Sold

(p)

Inventories and Cost of Goods Sold

Inventories represent raw materials, work in process and finished goods that are recorded at the lower of cost or market on a first‑in, first‑out basis, or FIFO. The Company recognizes the cost of inventory transferred to the customer in cost of goods sold when revenue is recognized. Further, the Company periodically assesses the recoverability of all inventories to determine whether adjustments for impairment or obsolescence are required. The Company evaluates the remaining shelf life and other general obsolescence and impairment criteria in assessing the recoverability of the Company’s inventory.

Income Taxes

(q)

Income Taxes

The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized.

The Company operates in several tax jurisdictions and is subject to taxes in each jurisdiction in which it conducts business. To date, the Company has incurred cumulative net losses and maintains a full valuation allowance on its net deferred tax assets due to the uncertainty surrounding realization of such assets. However, the Company has deferred tax liabilities that cannot be considered sources of income to support the realization of the deferred tax assets, and has provided for tax expense (or benefit) and a corresponding deferred tax liability.

The Company accounts for uncertain tax positions in accordance with Account Standards Codification, or ASC, 740‑10, Accounting for Uncertainty in Income Taxes. The Company assesses all material positions taken in any income tax return, including all significant uncertain positions, in all tax years that are still subject to assessment or challenge by relevant taxing authorities. Assessing an uncertain tax position begins with the initial determination of the position’s sustainability and is measured at the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. As of each balance sheet date, unresolved uncertain tax positions must be reassessed, and the Company will determine whether (i) the factors underlying the sustainability assertion have changed and (ii) the amount of the recognized tax benefit is still appropriate. The recognition and measurement of tax benefits requires significant judgment. Judgments concerning the recognition and measurement of tax benefit might change as new information becomes available.

Research and Development Expenditures

(r)

Research and Development Expenditures

Research and development costs are charged to operating expenses as incurred. Research and development, or R&D, primarily consist of clinical expenses, regulatory expenses, product development, consulting services, outside research activities, quality control and other costs associated with the development of the Company’s products and compliance with Good Clinical Practices, or GCP, requirements. R&D expenses also include related personnel and consultant compensation expense, amortization of licensed manufacturing know-how, and stock-based compensation expense.

Stock-Based Compensation

(s)

Stock‑Based Compensation

The Company applies the fair value provisions of ASC 718, Compensation — Stock Compensation, or ASC 718. ASC 718 requires the recognition of compensation expense, using a fair‑value based method, for costs related to all employee share‑based payments, including stock options, restricted stock units, and the employee stock purchase plan. In the absence of an observable market price for an award, ASC 718 requires companies to estimate the fair value of share‑based payment awards on the date of grant using an option‑pricing model. The fair value of restricted stock unit awards at the date of grant is equal to the market price of our common stock on the grant date. We estimate the fair value of our stock options to employees and directors using the Black‑Scholes option pricing model. The grant date fair value of a stock‑based award is recognized as an expense over the requisite service period of the award on a straight‑line basis. In addition, we use the Monte-Carlo simulation option-pricing model to determine the fair value of market-based awards, if any. The Monte-Carlo simulation option-pricing model uses the same input assumptions as the Black-Scholes model; however, it also further incorporates into the fair-value determination the possibility that the market condition may not be satisfied. Compensation costs related to these awards are recognized regardless of whether the market condition is satisfied, provided that the requisite service has been provided.

The option-pricing models require the input of subjective assumptions, including the risk‑free interest rate, expected dividend yield, expected volatility and expected term, among other inputs. These estimates involve inherent uncertainties and the application of management’s judgment. If factors change and different assumptions are used, our stock‑based compensation expense could be materially different in the future. These assumptions are estimated as follows:

•

Risk‑free interest rate—The risk‑free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected term of the options for each option group.

•

Dividend yield—The Company has never declared or paid any cash dividends and do not presently plan to pay cash dividends in the foreseeable future. Consequently, the Company utilized an expected dividend yield of zero.

•

Expected volatility—The Company estimated its expected stock volatility based on company-specific historical and implied volatility information of its stock.

•

Expected term—The expected term represents the period that our stock‑based awards are expected to be outstanding. The Company utilizes the simplified method to estimate the expected term.

Product Warranties

(t)

Product Warranties

The Company offers a product replacement and limited warranty program for the Company’s silicone gel breast implants to the U.S and Canadian customers. For silicone gel breast implant surgeries occurring prior to May 1, 2018, the Company provides lifetime replacement implants and up to $3,600 in financial assistance for revision surgeries, for covered rupture events that occur within ten years of the surgery date. The Company introduced its Platinum20 Limited Warranty Program in May 2018, covering OPUS silicone gel breast implants implanted in the United States or Puerto Rico on or after May 1, 2018. The Company considers the program to have an assurance warranty component and a service warranty component. The service warranty component is discussed in Note 1(m) above. The assurance component is related to the lifetime no-charge contralateral replacement implants and up to $5,000 in financial assistance for revision surgeries, for covered rupture events that occur within twenty years of the surgery date. The warranty reserve represents our estimated future costs to replace ruptured implants during the warranty period for implants sold. Our estimated future costs to replace ruptured implants includes assumptions of the anticipated warranty costs per implant and the estimated rupture rate.

The following table provides a rollforward of the warranty reserve (in thousands):


	Year Ended December 31,
	2022			2021
Balance as of January 1	$	2,505		$	1,934
Warranty costs incurred during the period		(642	)		(399	)
Changes in accrual related to warranties issued during the period		2,157			933
Changes in accrual related to pre-existing warranties		4,808			37
Balance as of December 31	$	8,828		$	2,505
Less short term portion	$	(642	)	-
Long-term portion	$	8,186		$	2,505

As of December 31, 2022, and 2021, the liability for the long-term balance is included in “Warranty reserve”, and the short-term portion is included in “Accrued and other current liabilities”.

Net Loss Per Share


	December 31,
	2022			2021			2020
(Loss) from continuing operations	$	(73,307	)	$	(62,519	)	$	(67,112	)
Income (loss) from discontinued operations, net of income taxes		-			37			(22,835	)
Net (loss)	$	(73,307	)	$	(62,482	)	$	(89,947	)
Expenses attributable to the convertible note
Losses attributable to common shares
Weighted average common shares outstanding, basic and diluted		7,175,687			5,705,711			5,023,318
Basic and diluted net loss per share
Continuing operations	$	(10.22	)	$	(10.96	)	$	(13.36	)
Discontinued operations		-			0.01			(4.55	)
Basic and diluted net loss per share	$	(10.22	)	$	(10.95	)	$	(17.91	)

The Company excluded the following potentially dilutive securities, outstanding as of December 31, 2022, 2021 and 2020 from the computation of diluted net loss per share attributable to common stockholders for the years ended December 31, 2022, 2021 and 2020 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods.


	December 31,
	2022		2021		2020
Stock issuable upon conversion of warrants		3,999,999		—		—
Stock issuable upon conversion of convertible note		4,118,182		1,463,415		1,199,187
Stock options to purchase common stock		88,104		161,689		100,860
Unvested RSUs		392,436		178,960		113,545
		8,598,721		1,804,064		1,413,592

The Company uses the if-converted method for calculating any potential dilutive effects of the convertible note. The Company did not adjust the net loss for the year ended December 31, 2022 to eliminate any interest expense or gain/loss for the derivative liability related to the note in the computation of diluted loss per share, as the effects would be anti-dilutive.

Recent Accounting Pronouncements

(u)

Recent Accounting Pronouncements

Recently Adopted Accounting Standards

In August 2020, the FASB issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendment eliminates certain accounting models and simplifies the accounting for convertible instruments and enhances disclosures for convertible instruments and earnings per share. The amendments are effective for public entities excluding smaller reporting companies for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023 including interim periods within those fiscal years and early adoption is permitted. The Company adopted this guidance effective January 1, 2023 under the modified retrospective adoption approach and there was no material impact on its consolidated financial statements from the adoption.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. The amendment removes certain exceptions for recognizing deferred taxes for investments, performing intraperiod allocation, and calculating income taxes in interim periods. The amendment also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. The ASU is effective for annual and interim periods in fiscal years beginning after December 15, 2020. Early adoption was permitted. The Company adopted the applicable amendments within ASU 2019-12 in the first quarter of 2021 and there was no material impact on its consolidated financial statements from the adoption.

Recently Issued Accounting Standards

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848)-Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendment provides optional expedients and exceptions for contract modifications that replace a reference rate affected by reference rate reform. The amendments are effective for all entities as of March 12, 2020 through December 31, 2022, and entities may elect to apply the ASU as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. The Company is currently evaluating the impact the election of the optional expedient will have on the consolidated financial statements.

Risks and Uncertainties

(v)

Risks and Uncertainties

The COVID-19 pandemic and its related macroeconomic effects significantly impacted our business and results of operations in fiscal years 2020, 2021 and 2022. At the height of the pandemic and as an aesthetics company, the surgical procedures involving our breast products were susceptible to local and national government restrictions, such as social distancing, vaccination requirements, “shelter in place” orders and business closures, due to the economic and logistical impacts these measures have on consumer demand as well as the practitioners’ ability to administer such procedures. Hospitals across the U.S. have experienced periodic shortages of staff and postponement of certain non-emergency procedures due to the impact of COVID-19. The inability or limited ability to perform such non-emergency procedures significantly harmed our revenues since the second quarter of 2020 and continued to harm our revenues during the year ended December 31, 2022. During the first quarter of 2022, the Omicron variant had a pronounced impact on hospital capacity, resources, and procedure volumes, especially in the United States.

While many states have lifted certain restrictions on non-emergency procedures, the pandemic continues to evolve and its impact on our business will depend on the spread of any variants, vaccination rates, and our ability to perform non-emergency procedures involving the Company’s products. We continue to monitor and assess new information related to the COVID-19 pandemic, the actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets.

In addition to the impacts described above, the global economy, including the financial and credit markets, has recently experienced extreme volatility and disruptions, including increases to inflation rates, rising interest rates, declines in consumer confidence, declines in economic growth, and uncertainty about economic stability. The severity and duration of the impact of these conditions on our business cannot be predicted.

The estimates used for, but not limited to, determining the collectability of accounts receivable, fair value of long-lived assets and goodwill, and sales returns liability required could be impacted by the pandemic. While the full impact and duration of COVID-19 is unknown at this time, we have made appropriate estimates based on the facts and circumstances available as of the reporting date. These estimates may change as new events occur and additional information is obtained

Reclassifications

(w)

Reclassifications

Certain reclassifications have been made to prior year amounts to conform to the current year presentation, including those related to the reverse stock split, right of use assets, and lease liabilities.

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Schedule of Carrying Value and Fair Value of Convertible Note and 2022 Note

As of December 31, 2022 and 2021, the carrying value and fair value of the convertible note and 2022 Note were as follows (in thousands):


	December 31,		December 31,
	2022		2021
Carrying value
Convertible Note	$	40,423	$	47,477
2022 Note	$	15,396	$	-

Fair value
Convertible Note	$	33,794	$	42,029
2022 Note	$	16,495	$	-

Schedule of Liability for Unsatisfied Performance Obligations Under Service Warranty

The liability for unsatisfied performance obligations under the service warranty as of December 31, 2022 were as follows (in thousands):


	Year Ended December 31,
	2022
Balance as of December 31, 2021	$	3,237
Additions and adjustments		1,080
Revenue recognized		(809	)
Balance as of December 31, 2022	$	3,508
Less short-term portion		(862	)
Long-term portion	$	2,646

Schedule of Rollforward of Sales Return Liability

The following table provides a rollforward of the sales return liability (in thousands):


	Year Ended December 31,
	2022			2021
Beginning balance	$	13,399		$	9,192
Addition to reserve for sales activity		182,223			158,245
Actual returns		(177,933	)		(152,773	)
Change in estimate of sales returns		(1,916	)		(1,265	)
Ending balance	$	15,773		$	13,399

Schedule of Rollforward of the Warranty Reserve

The following table provides a rollforward of the warranty reserve (in thousands):


	Year Ended December 31,
	2022			2021
Balance as of January 1	$	2,505		$	1,934
Warranty costs incurred during the period		(642	)		(399	)
Changes in accrual related to warranties issued during the period		2,157			933
Changes in accrual related to pre-existing warranties		4,808			37
Balance as of December 31	$	8,828		$	2,505
Less short term portion	$	(642	)	-
Long-term portion	$	8,186		$	2,505

Schedule of net loss per share, basic and diluted


	December 31,
	2022			2021			2020
(Loss) from continuing operations	$	(73,307	)	$	(62,519	)	$	(67,112	)
Income (loss) from discontinued operations, net of income taxes		-			37			(22,835	)
Net (loss)	$	(73,307	)	$	(62,482	)	$	(89,947	)
Expenses attributable to the convertible note
Losses attributable to common shares
Weighted average common shares outstanding, basic and diluted		7,175,687			5,705,711			5,023,318
Basic and diluted net loss per share
Continuing operations	$	(10.22	)	$	(10.96	)	$	(13.36	)
Discontinued operations		-			0.01			(4.55	)
Basic and diluted net loss per share	$	(10.22	)	$	(10.95	)	$	(17.91	)

Schedule of potentially dilutive securities excluded from the computation of diluted net loss per share attributable to common stockholders

The Company excluded the following potentially dilutive securities, outstanding as of December 31, 2022, 2021 and 2020 from the computation of diluted net loss per share attributable to common stockholders for the years ended December 31, 2022, 2021 and 2020 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods.


	December 31,
	2022		2021		2020
Stock issuable upon conversion of warrants		3,999,999		—		—
Stock issuable upon conversion of convertible note		4,118,182		1,463,415		1,199,187
Stock options to purchase common stock		88,104		161,689		100,860
Unvested RSUs		392,436		178,960		113,545
		8,598,721		1,804,064		1,413,592

Discontinued Operations (Tables)

12 Months Ended

Dec. 31, 2022

Discontinued Operations and Disposal Groups [Abstract]

Schedule of Disposal Groups Including Discontinued Operations Balance Sheet and Income Statement

The following table presents the aggregate carrying amounts of major classes of assets and liabilities of discontinued operations (in thousands):


	December 31,
	2021
Assets of discontinued operations:
Accounts receivable, net	$	—
Inventories, net		—
Prepaid expenses and other current assets	$	4
Current assets of discontinued operations		4
Property and equipment, net		—
Total assets of discontinued operations	$	4
Liabilities of discontinued operations:
Accounts payable	$	6
Accrued and other current liabilities		494
Total liabilities of discontinued operations	$	500

The following table provides information regarding the results of discontinued operations (in thousands):


	Year Ended
	December 31,
		2021			2020
Net sales		$	9,347		$	16,244
Cost of goods sold			4,805			8,703
Gross profit			4,542			7,541
Operating expenses			1,940			30,440
Income from operations of discontinued operations			2,602			(22,899	)
Other income (expense), net			(77	)		64
Income from discontinued operations before income taxes			2,525			(22,835	)
Loss on sale of discontinued operations before income taxes			(2,488	)		—
Total income from discontinued operations before income taxes			37			(22,835	)
Income tax expense (benefit)			—			—
Income from discontinued operations, net of income taxes		$	37		$	(22,835	)

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
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Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
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-URI https://asc.fasb.org/extlink&oid=109222650&loc=SL51721663-107760

+ Details

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2022

Asset Acquisition [Line Items]

Schedule of Aggregate Preliminary Acquisition Date Fair Value of Consideration Transferred

The acquisition did not meet the definition of a business combination and was accounted for as an asset acquisition. The acquisition date fair value of the consideration transferred consisted of the following (in thousands):


	Fair Value as of December 31, 2021
Cash payment made on closing date	$	1,000
Direct transaction costs		213
Equity issued on closing date		14,426
Fair value of deferred cash consideration		2,400
Fair value of contingent consideration		2,615
Total purchase consideration	$	20,654

Schedule of Allocation of the Fair Value of the Consideration Transferred by Major Class

The allocation of the total purchase price is as follows (in thousands):


	December 31,
	2021
Inventories	$	54
Developed technology		20,600
Net assets acquired	$	20,654

Schedule of Intangible Asset Acquired, Estimated Useful Life and Amortization Method

The intangible asset acquired, estimated useful life and amortization method is as follows (in thousands):


			Estimated useful	Amortization
	Amount		life	method
Developed technology	$	20,600	8 years	Straight line

Balance Sheet Components (Tables)

12 Months Ended

Dec. 31, 2022

Balance Sheet Related Disclosures [Abstract]

Schedule of inventories, net

Inventories, net consist of the following (in thousands):


	December 31,		December 31,
	2022		2021
Raw materials	$	2,765	$	2,109
Work in progress		4,245		4,796
Finished goods		31,438		41,982
Finished goods - right of return		4,244		4,027
	$	42,692	$	52,914

Schedule of property and equipment, net

Property and equipment, net consist of the following (in thousands):


	December 31,			December 31,
	2022			2021
Leasehold improvements	$	6,264		$	2,734
Manufacturing equipment and tooling		11,259			9,922
Computer equipment		1,690			1,672
Software		6,393			6,379
Furniture and fixtures		1,205			1,542
		26,811			22,249
Less accumulated depreciation		(11,870	)		(8,251	)
	$	14,941		$	13,998

Schedule of accrued and other current liabilities

Accrued and other current liabilities consist of the following:


	December 31,		December 31,
	2022		2021
Payroll and related expenses	$	4,962	$	5,188
Accrued severance		1,232		248
Accrued commissions		3,017		4,329
Accrued manufacturing		—		121
Deferred and contingent consideration, current portion		3,030		2,431
Audit, consulting and legal fees		—		185
Accrued sales and marketing expenses		—		159
Lease liabilities		1,823		1,666
Other		8,535		6,971
	$	22,599	$	21,298

Schedule of Company's Liabilities that are Measured at Fair Value on a Recurring Basis

The following tables present information about the Company’s liabilities that are measured at fair value on a recurring basis as of December 31, 2022 and 2021 and indicate the level of the fair value hierarchy utilized to determine such fair value (in thousands):


	Fair Value Measurements as of
	December 31, 2022 Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Liability for embedded derivative	$	—	$	—	$	880	$	880
Liability for contingent consideration	$	—	$	—	$	2,815	$	2,815
	$	—	$	—	$	3,695	$	3,695


	Fair Value Measurements as of
	December 31, 2021 Using:
	Level 1		Level 2		Level 3		Total
Liabilities:
Liability for contingent consideration	$	—	$	—	$	3,114	$	3,114
	$	—	$	—	$	3,114	$	3,114

Schedule of Aggregate Fair Values of Company's Liabilities for which Fair Value is Determined by Level 3 Inputs

The following table provides a rollforward of the aggregate fair values of the Company’s liabilities for which fair value is determined by Level 3 inputs (in thousands):


	Contingent consideration liability
Balance, December 31, 2021	$	3,114
Change in fair value		(299	)
Balance, December 31, 2022	$	2,815


	Embedded derivative liability
Balance, December 31, 2021	$	—
Embedded derivative at fair value		9,660
Change in fair value		(8,780	)
Balance, December 31, 2022	$	880

Goodwill and Other Intangible Assets, net (Tables)

12 Months Ended

Dec. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Other Intangible assets

The components of the Company’s other intangible assets consist of the following definite-lived and indefinite-lived assets (in thousands):


	Average
	Amortization		December 31, 2022
	Period		Gross Carrying		Accumulated			Intangible
	(in years)		Amount		Amortization			Assets, net
Intangibles with definite lives
Customer relationships		10	$	4,940	$	(4,493	)	$	447
Trade names - finite life		12		800		(456	)		344
Manufacturing know-how		19		8,240		(2,479	)		5,761
Developed technology		8		21,163		(2,489	)		18,674
Total definite-lived intangible assets			$	35,143	$	(9,917	)	$	25,226
Intangibles with indefinite lives
Total trade names - indefinite-lived				450		—			450
Total definite and indefinite-lived intangibles			$	35,593	$	(9,917	)	$	25,676


	Average
	Amortization		December 31, 2021
	Period		Gross Carrying		Accumulated			Intangible
	(in years)		Amount		Amortization			Assets, net
Intangibles with definite lives
Customer relationships		10	$	4,940	$	(4,224	)	$	716
Trade names - finite life		12		800		(389	)		411
Manufacturing know-how		19		8,240		(1,652	)		6,588
Developed technology		8		20,600		—			20,600
Total definite-lived intangible assets			$	34,580	$	(6,265	)	$	28,315
Intangibles with indefinite lives
Total trade names - indefinite-lived				450		—			450
Total definite and indefinite-lived intangibles			$	35,030	$	(6,265	)	$	28,765

Schedule of Estimated Amortization Expense

The following table summarizes the estimated amortization expense relating to the Company's intangible assets as of December 31, 2022 (in thousands):


	Amortization
Period	Expense
2023	$	3,760
2024		3,615
2025		3,472
2026		3,299
2027		3,218
Thereafter		7,862
	$	25,226

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Components of Lease Expense

Components of lease expense were as follows:


		Year Ended December 31,
Lease Cost	Classification	2022			2021			2020
Operating lease cost	Operating expenses	$	1,703		$	1,644		$	1,698
Operating lease cost	Inventory		426			276			488
Sublease income	Operating expenses		(1,113	)		(520	)		—
Total operating lease cost		$	1,016		$	1,400		$	2,186
Finance lease cost
Amortization of right-of-use assets	Operating expenses	$	—		$	35			41
Amortization of right-of-use assets	Inventory		44			19			36
Interest on lease liabilities	Other income (expense), net		4			8			10
Total finance lease cost		$	48		$	62		$	87
Variable lease cost	Inventory		—			—			—
Total lease cost		$	1,064		$	1,462		$	2,273

Supplemental Cash Flow Information Related to Operating and Finance Leases

Supplemental cash flow information related to operating and finance leases was as follows (in thousands):


	Year Ended December 31,
	2022		2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases	$	1,675	$	1,716
Operating cash outflows from finance leases		53		69
Finance cash flows from finance leases	$	—	$	—
Right-of-use assets obtained in exchange for lease obligations:
Operating leases, net of tenant improvement allowances of $1.1 million	$	1,737	$	965
Finance leases		267		—

Supplemental Balance Sheet Information Related to Operating and Finance Leases

Supplemental balance sheet information related to operating and finance leases was as follows (in thousands, except lease term and discount rate):


	December 31,			December 31,
	2022			2021
Reported as:
Right of use assets, net
Operating lease right-of-use assets	$	6,710		$	6,488
Finance lease right-of-use assets		294			77
Total right-of use assets	$	7,004		$	6,565
Accrued and other current liabilities
Operating lease liabilities	$	1,796		$	1,595
Finance lease liabilities		27			71
Lease liabilities
Operating lease liabilities		5,517			5,576
Finance lease liabilities		1			28
Total lease liabilities	$	7,341		$	7,270
Weighted average remaining lease term (years)
Operating leases		5			4
Finance leases		1			2
Weighted average discount rate
Operating leases		9.11	%		8.16	%
Finance leases		6.90	%		6.90	%

Maturities of Operating and Finance Lease Liabilities

As of December 31, 2022, maturities of the Company’s operating and finance lease liabilities are as follows (in thousands):


Period	Operating leases		Finance leases		Total		Sublease income
2023	$	2,465	$	28	$	2,493	$	(402	)
2024		2,153		1		2,154		(231	)
2025		1,244		—		1,244		(39	)
2026		1,209		—		1,209		—
2027		1,061		—		1,061		—
2028 and thereafter		1,055		—		1,055		—
Total lease payments (receipts)	$	9,187	$	29	$	9,216	$	(672	)
Less imputed interest		1,874		1		1,875
Total lease liabilities	$	7,313	$	28	$	7,341

Debt (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of Carrying Value of our Long-Term Debt

As of December 31, 2022, the carrying value of our long-term debt is as follows:


	December 31,			December 31,
	2022			2021
Convertible Note	$	50,000		$	60,000
2022 Note		23,449			—
Term Loan		—			16,000
Revolving Loan		—			2,237
Total carrying amount	$	73,449		$	78,237
Unamortized debt discount and issuance costs		(18,043	)		(13,565	)
Total - carrying amount, net	$	55,406		$	64,672

*2022 Note includes exit fees of $0.45 million – included in principal and unamortized debt discount and issuance costs

Convertible and 2022 Note

Schedule of Future Principal and Exit Fee Payments for Outstanding Debt

The future schedule of principal and exit fee payments for all outstanding debt as of December 31, 2022 was as follows (in thousands):


Fiscal Year
2023		—
2024		—
2025		—
2026 and thereafter		73,449
Total	$	73,449

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Provision for Income Tax

The provision for income tax consists of the following:


	Year Ended December 31,
	2022		2021		2020
Federal	$	12	$	11	$	12
State		15		10		10
Foreign		—		—		11
Total income tax (benefit) expense	$	27	$	21	$	33

Schedule of Reconciliation of Actual Income Tax Expense Obtained by Applying Statutory Federal Income Tax Rate

Actual income tax expense differs from that obtained by applying the statutory federal income tax rate of 21% in 2022, 2021, and 2020 respectively, to income before income taxes as follows: (in thousands):


	Year Ended December 31,
	2022			2021			2020
Tax at federal statutory rate	$	(15,478	)	$	(13,124	)	$	(18,882	)
State, net of federal benefit		(3,160	)		(770	)		(2,372	)
PPP loan forgiveness		—			(1,397	)		—
Permanent items		566			606			2,282
Benefit state rate change		(309	)		(184	)		20
Other		(70	)		8,499			2,984
Change in valuation allowance		18,478			6,391			16,001
	$	27		$	21		$	33

Schedule of Tax Effects of Temporary Differences and Carryforwards that Give Rise to Significant Portions of Deferred Tax Assets and Liabilities

The tax effects of temporary differences and carryforwards that give rise to significant portions of the deferred tax assets and liabilities are as follows (in thousands):


	December 31,
	2022			2021
Net operating loss carryforwards	$	131,723		$	122,570
Research and development credits		2,121			2,121
Sec 174 Research Costs Capitalization		3,195			—
Lease liabilities		1,859			1,798
Derivative liability		223			—
Accruals and reserves		22,189			14,961
Intangibles		1,817			1,732
		163,127			143,182
Less valuation allowance		(156,178	)		(137,700	)
Total deferred tax assets	$	6,949		$	5,482

Depreciation	$	(634	)	$	(717	)
Convertible debt discount		(4,117	)		(2,800	)
Right-of-use assets		(1,774	)		(1,624	)
Intangibles - deferred tax liability		(544	)		(434	)
Total deferred tax liabilities		(7,069	)		(5,575	)
Net tax liability	$	(120	)	$	(93	)

Schedule of Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):


Ending balance at December 31, 2020	$	619
Additions based on tax positions taken in the current year		—
Ending balance at December 31, 2021		619
Additions based on tax positions taken in the current year		—
Ending balance at December 31, 2022	$	619

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2022

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Summary of option activity

The following summarizes all option activity under the 2007 Plan, 2014 Plan and Inducement Plan:


				Weighted		Weighted average
				average		remaining
	Option			exercise		contractual
	Shares			price		term (year)
Balances at December 31, 2020		195,950		$	47.90		5.92
Exercised		(7,273	)		39.90
Forfeited		(18,281	)		54.90
Balances at December 31, 2021		170,396		$	47.50		5.41
Granted		15,000			18.30
Forfeited		(95,718	)		47.35
Balances at December 31, 2022		89,678		$	42.78		7.11
Vested and expected to vest at December 31, 2022		89,678
Vested and exercisable at December 31, 2022		45,893					13.90

Summary of RSUs activity

Activity related to RSUs is set forth below:


				Weighted average
	Number			grant date
	of shares			fair value
Balances at December 31, 2020		309,379		$	69.70
Granted		163,697			70.60
Vested		(145,289	)		64.20
Forfeited		(47,831	)		23.10
Balances at December 31, 2021		279,956		$	81.10
Granted		550,229			16.49
Vested		(88,035	)		6.09
Forfeited		(33,344	)		4.67
Balances at December 31, 2022		708,806		$	43.86

Stock Option

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Schedule of Fair Value of Employee Stock Options Estimated Using Black-Scholes Option Valuation Model

The following table presents the weighted‑average assumptions used to estimate the fair value of options granted during the periods presented:


	Year Ended December 31,
Stock Options	2022	2021	2020
Expected term (in years)	6.50	—	6.50
Expected volatility	68.00%	—	82.65%
Risk-free interest rate	2.22%	—	0.27%
Dividend yield	—	—	—

Segment Reporting and Geographic Information (Tables)

12 Months Ended

Dec. 31, 2022

Segment Reporting [Abstract]

Summary of Net Sales by Geographical Regions

The following table presents the net sales by geographical region for the periods presented (in thousands):


	December 31,
	2022		2021		2020
United States	$	88,104	$	79,037	$	53,284
International		2,445		1,646		1,713
Total net sales	$	90,549	$	80,683	$	54,997

Supplementary Data (Tables)

12 Months Ended

Dec. 31, 2022

Selected Quarterly Financial Information [Abstract]

Summary of Supplementary Data


	Quarter Ended												Fiscal Year Ended
	March 31, 2022			June 30,2022			September 30, 2022			December 31,2022			December 31, 2022
Net sales	$	21,398		$	21,513		$	22,570		$	25,068		$	90,549
Gross profit		12,845			12,742			12,776			3,231			41,594
Net income (loss)	$	(18,041	)	$	(18,304	)	$	(14,981	)	$	(21,981	)	$	(73,307	)
Net income (loss) per share:
Basic	$	(2.89	)	$	(2.92	)	$	(2.38	)	$	(2.23	)	$	(10.22	)
Diluted	$	(2.89	)	$	(2.92	)	$	(2.38	)	$	(2.23	)	$	(10.22	)


	Quarter Ended											Fiscal Year Ended
	March 31, 2021			June 30, 2021			September 30, 2021		December 31, 2021			December 31, 2021
Net sales	$	18,312		$	20,103		$	19,620	$	22,648		$	80,683
Gross profit		10,153			11,265			10,590		12,327			44,335
Net loss	$	(54,690	)	$	(20,134	)	$	28,410	$	(16,068	)	$	(62,482	)
Net loss per share:
Basic	$	(10.07	)	$	(3.49	)	$	4.90	$	(2.76	)	$	(10.95	)
Diluted	$	(10.07	)	$	(3.49	)	$	0.80	$	(2.76	)	$	(10.95	)

Summary of Significant Accounting Policies (Details)							1 Months Ended		3 Months Ended								12 Months Ended
Summary of Significant Accounting Policies (Details)	Jan. 19, 2023 $ / shares	Oct. 25, 2022 USD ($) $ / shares shares	Oct. 12, 2022 USD ($) $ / shares shares	Apr. 20, 2020 USD ($)	Mar. 11, 2020 USD ($)	Jul. 25, 2017	Oct. 30, 2022 USD ($) $ / shares shares	Feb. 28, 2021 USD ($) shares	Dec. 31, 2022 USD ($) $ / shares	Sep. 30, 2022 USD ($)	Jun. 30, 2022 USD ($)	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($) $ / shares	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2022 USD ($) Segment $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) shares
Summary Of Significant Accounting Policies [Line Items]
Reverse Stock Split	1-for-10
Common stock, par value (in dollars per share) \| $ / shares	$ 0.01								$ 0.01				$ 0.01				$ 0.01	$ 0.01
Reverse stock split ratio	10
Incurred net losses									$ (21,981,000)	$ (14,981,000)	$ (18,304,000)	$ (18,041,000)	$ (16,068,000)	$ 28,410,000	$ (20,134,000)	$ (54,690,000)	$ (73,307,000)	$ (62,482,000)	$ (89,947,000)
Cash used in operation																	(34,874,000)	(42,500,000)	(60,138,000)
Term loan credit and security agreement entered date						Jul. 25, 2017
Debt Instrument principal amount							$ 10,000,000.0
Proceeds from follow-on offering, net of costs (in shares) \| shares								811,594
Impairment of tangible long-lived assets																	0	0	0
Cash and cash equivalents									26,071,000				51,772,000				$ 26,071,000	51,772,000	54,967,000
Number of reportable segments \| Segment																	1
Goodwill impairment charge																	$ 0	0	0
Goodwill recognized in asset acquisition									9,202,000				9,202,000				9,202,000	9,202,000
Indefinite-lived intangible assets impairment charges																	0	0	0
Replacement implants and revision surgery financial assistance under limited warranty program									8,828,000				$ 2,505,000				8,828,000	$ 2,505,000	$ 1,934,000
Going Concern [Member]
Summary Of Significant Accounting Policies [Line Items]
Incurred net losses																	(73,700,000)
Cash used in operation																	35,200,000
Cash and cash equivalents									26,100,000								26,100,000
Series of Individually Immaterial Asset Acquisitions
Summary Of Significant Accounting Policies [Line Items]
Goodwill recognized in asset acquisition									0								$ 0
Silicone Gel Breast Implant Surgeries Occurring Prior to May 1, 2018
Summary Of Significant Accounting Policies [Line Items]
Period to claim financial assistance under limited warranty program																	10 years
Silicone Gel Breast Implants Occurring on or after May 1, 2018
Summary Of Significant Accounting Policies [Line Items]
Period to claim financial assistance under limited warranty program																	20 years
Common stock
Summary Of Significant Accounting Policies [Line Items]
Proceeds from follow-on offering, net of costs (in shares) \| shares																	1,778,500	622,222	3,700
Follow On Offering [Member]
Summary Of Significant Accounting Policies [Line Items]
Proceeds from follow-on offering, net of costs (in shares) \| shares								5,410,628
Proceeds from the issuance of common stock, net of underwriting discounts, commissions and offering expenses		$ 14,000,000.0					$ 14,100,000	$ 39,200,000
Follow On Offering [Member] \| Common stock
Summary Of Significant Accounting Policies [Line Items]
Proceeds from follow-on offering, net of costs (in shares) \| shares		1,778,500					1,778,500
Public offering price (in dollars per share) \| $ / shares		$ 3.80
Price per share \| $ / shares		$ 3.80
Payment of underwriting discounts and commissions and offering expenses								2,500,000
Offering expenses								$ 300,000
Follow On Offering [Member] \| Pre- Funded Warrants
Summary Of Significant Accounting Policies [Line Items]
Proceeds from follow-on offering, net of costs (in shares) \| shares		2,221,499					2,221,499
Exercise price (in dollars per share) \| $ / shares		$ 3.70					$ 3.70
Follow On Offering [Member] \| Warrants
Summary Of Significant Accounting Policies [Line Items]
Proceeds from follow-on offering, net of costs (in shares) \| shares		3,999,999					3,999,999
Exercise price (in dollars per share) \| $ / shares		$ 3.80					$ 3.80
Maximum \| Silicone Gel Breast Implant Surgeries Occurring Prior to May 1, 2018
Summary Of Significant Accounting Policies [Line Items]
Replacement implants and revision surgery financial assistance under limited warranty program									3,600								$ 3,600
Maximum \| Silicone Gel Breast Implants Occurring on or after May 1, 2018
Summary Of Significant Accounting Policies [Line Items]
Replacement implants and revision surgery financial assistance under limited warranty program									$ 5,000								$ 5,000
Paycheck Protection Program
Summary Of Significant Accounting Policies [Line Items]
Debt Instrument principal amount				$ 6,700,000
Debt maturity date				Apr. 20, 2022
Deerfield Facility Agreement \| Convertible Note
Summary Of Significant Accounting Policies [Line Items]
Term loan credit and security agreement entered date			Oct. 12, 2022		Mar. 11, 2020
Debt Instrument principal amount					$ 60,000,000.0
Amended And Restated Facility Agreement Member \| Convertible Note
Summary Of Significant Accounting Policies [Line Items]
Term loan credit and security agreement entered date			Oct. 12, 2022
Debt Instrument principal amount			$ 50,000,000.0
Debt maturity date			Mar. 11, 2026
Debt instrument conversion price \| $ / shares			$ 27.50
Amended And Restated Facility Agreement Member \| New Note Member
Summary Of Significant Accounting Policies [Line Items]
Common stock, par value (in dollars per share) \| $ / shares			$ 0.01
Debt Instrument principal amount			$ 23,000,000.0
Debt instrument conversion price \| $ / shares			$ 10.00
Deerfield Exchange Agreement [Member]
Summary Of Significant Accounting Policies [Line Items]
Debt Instrument principal amount			$ 10,000,000.0				$ 50,000,000.0
Exercise price (in dollars per share) \| $ / shares							$ 0.001
Debt conversion, shares Issued \| shares			296,774				296,774
Debt conversion, warrants issued \| shares			1,054,395				1,054,395

Summary of Significant Accounting Policies - Schedule of Carrying Value and Fair Value of Convertible Note and 2022 Note (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Convertible Note
Debt Instrument [Line Items]
Carrying Value	$ 40,423	$ 47,477
Fair Value	33,794	42,029
2022 Note
Debt Instrument [Line Items]
Carrying Value	15,396	0
Fair Value	$ 16,495	$ 0

Summary of Significant Accounting Policies (PPE and Revenue) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment
Period for sales return	6 months
Revenue, practical expedient, incremental cost of obtaining contract	true
Revenue, practical expedient, significant financing component	true
Shipping and handling costs	$ 48,955	$ 36,348	$ 23,599
Breast Products \| Sales and marketing expense
Property, Plant and Equipment
Shipping and handling costs	$ 5,300	$ 5,500	$ 2,900
Type of Cost, Good or Service [Extensible List]	us-gaap:ShippingAndHandlingMember	us-gaap:ShippingAndHandlingMember	us-gaap:ShippingAndHandlingMember
Minimum
Property, Plant and Equipment
Estimated useful life of asset	3 years
Percentage of largest amount of tax benefit of settled uncertain tax position	50.00%
Maximum
Property, Plant and Equipment
Estimated useful life of asset	15 years

Summary of Significant Accounting Policies (PPE and Revenue) (Details 1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01	Dec. 31, 2022
Summary Of Significant Accounting Policies [Line Items]
Performance obligation satisfying period	30 days
Product Replacement
Summary Of Significant Accounting Policies [Line Items]
Performance obligation satisfying period	20 years
Maximum \| Financial Service
Summary Of Significant Accounting Policies [Line Items]
Performance obligation satisfying period	24 months
Minimum \| Financial Service
Summary Of Significant Accounting Policies [Line Items]
Performance obligation satisfying period	3 months

Summary of Significant Accounting Policies - Schedule of Liability for Unsatisfied Performance Obligations Under Service Warranty (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Change in Contract with Customer, Liability [Abstract]
Balance as of December 31, 2021	$ 3,237
Additions and adjustments	1,080
Revenue recognized	(809)
Balance as of December 31, 2022	3,508
Less short-term portion	(862)
Long-term portion	$ 2,646

Summary of Significant Accounting Policies - Schedule of Rollforward of Sales Return Liability (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Revenue Recognition [Abstract]
Beginning balance	$ 13,399	$ 9,192
Addition to reserve for sales activity	182,223	158,245
Actual returns	(177,933)	(152,773)
Change in estimate of sales returns	(1,916)	(1,265)
Ending balance	$ 15,773	$ 13,399

Summary of Significant Accounting Policies - Schedule of Rollforward of the Warranty Reserve (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Product Warranty Liability [Line Items]
Balance as of January 1	$ 2,505	$ 1,934
Warranty costs incurred during the period	(642)	(399)
Changes in accrual related to warranties issued during the period	2,157	933
Changes in accrual related to pre-existing warranties	4,808	37
Balance as of December 31	8,828	2,505
Less short term portion	642	0
Long-term portion	$ 8,186	$ 2,505

Summary of Significant Accounting Policies - Schedule of Net Loss Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Accounting Policies [Abstract]
(Loss) from continuing operations									$ (73,307)	$ (62,519)	$ (67,112)
Income (loss) from discontinued operations, net of income taxes									0	37	(22,835)
Net (loss)	$ (21,981)	$ (14,981)	$ (18,304)	$ (18,041)	$ (16,068)	$ 28,410	$ (20,134)	$ (54,690)	$ (73,307)	$ (62,482)	$ (89,947)
Weighted average common shares outstanding, basic									7,175,687	5,705,711	5,023,318
Weighted Average Number of Shares Outstanding, Diluted									7,175,687	5,705,711	5,023,318
Continuing operations, Basic									$ (10.22)	$ (10.96)	$ (13.36)
Discontinued operations, Basic									0	0.01	(4.55)
Basic net loss per share	$ (2.23)	$ (2.38)	$ (2.92)	$ (2.89)	$ (2.76)	$ 4.90	$ (3.49)	$ (10.07)	(10.22)	(10.95)	(17.91)
Continuing operations, Diluted									(10.22)	(10.96)	(13.36)
Discontinued operations, Diluted									0	0.01	(4.55)
Diluted net loss per share	$ (2.23)	$ (2.38)	$ (2.92)	$ (2.89)	$ (2.76)	$ 0.80	$ (3.49)	$ (10.07)	$ (10.22)	$ (10.95)	$ (17.91)

Summary of Significant Accounting Policies - Schedule of Potentially Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Potentially dilutive securities
Potentially dilutive securities	8,598,721	1,804,064	1,413,592
Stock issuable upon conversion of warrants
Potentially dilutive securities
Potentially dilutive securities	3,999,999	0	0
Stock issuable upon conversion of convertible note
Potentially dilutive securities
Potentially dilutive securities	4,118,182	1,463,415	1,199,187
Stock options to purchase common stock
Potentially dilutive securities
Potentially dilutive securities	88,104	161,689	100,860
Unvested RSUs
Potentially dilutive securities
Potentially dilutive securities	392,436	178,960	113,545

Discontinued Operations (Details) - USD ($) $ in Thousands	12 Months Ended
Discontinued Operations (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Receivable	$ 36,892	$ 33,105
Accounts payable	$ 6,818	7,402
Transition Services Agreement
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Post-closing services period	6 months
TSA fees and cost reimbursements in operating expenses from continuing operations		200
Payments relating to the TSA services		300
Receivable relating to TSA services		2,300
Remittance relating to TSA services		2,300
Accounts payable		0
Sublease Agreement
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Sublease term initial period	6 months
Additional sublease term	6 months
First option period	24 months
Subsequent option period	24 months
Sublease Agreement \| General and Administrative Expenses
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Sublease income	$ 1,100
Other Current Assets \| Transition Services Agreement
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Receivable		$ 100
miraDry
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Proceeds from sale of assets	10,000
Net upfront cash proceeds	11,300
Loss on sale of businesses	2,500
Payment for post close changes in net asset value	$ 3,200

Discontinued Operations - Summary of Aggregate Carrying Amounts of Major Classes of Assets and Liabilities of Discontinued Operations (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Assets of discontinued operations:
Accounts receivable, net		$ 0
Inventories, net		0
Prepaid expenses and other current assets		4
Current assets of discontinued operations	$ 0	4
Property and equipment, net		0
Total assets of discontinued operations		4
Liabilities of discontinued operations:
Accounts payable		6
Accrued and other current liabilities		494
Total liabilities of discontinued operations		$ 500

Discontinued Operations - Summary of Information Regarding the Results of Discontinued Operations (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Discontinued Operation, Income (Loss) from Discontinued Operation Disclosures [Abstract]
Net sales	$ 9,347	$ 16,244
Cost of goods sold	4,805	8,703
Gross profit	4,542	7,541
Operating expenses	1,940	30,440
Income from operations of discontinued operations	2,602	(22,899)
Other income (expense), net	(77)	64
Income from discontinued operations before income taxes	2,525	(22,835)
Loss on sale of discontinued operations before income taxes	(2,488)	0
Total income from discontinued operations before income taxes	37	(22,835)
Income tax expense (benefit)	0	0
Income from discontinued operations, net of income taxes	$ 37	$ (22,835)

Acquisitions (Details) - USD ($)		1 Months Ended
Acquisitions (Details) - USD ($)	Nov. 07, 2023	Dec. 31, 2021	Feb. 28, 2021	Dec. 31, 2022
Business Acquisition [Line Items]
Stock issued during period, shares			811,594
Vesta Intermediate Funding, Inc \| Scenario Forecast \| First Milestone Price Target
Business Acquisition [Line Items]
Number of days within which additional shares will be issued	5 days
Vesta Intermediate Funding, Inc \| Scenario Forecast \| Second Milestone Price Target
Business Acquisition [Line Items]
Number of days within which additional shares will be issued	5 days
AuraGen Aesthetics LLC
Business Acquisition [Line Items]
Asset purchase agreement date		Dec. 31, 2021
Payment to acquire business		$ 1,000,000
Fair value of deferred cash consideration		2,400,000
Fair value of contingent consideration		$ 2,600,000
Contingent consideration liability				$ 3,000,000
Fair value measurement discount rate		20.00%
Stock issued during period, shares		3,930,655
AuraGen Aesthetics LLC \| Maximum
Business Acquisition [Line Items]
Contingent consideration liability		$ 8,500,000

Acquisitions - Schedule of Aggregate Preliminary Acquisition Date Fair Value of Consideration Transferred (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Asset Acquisition [Line Items]
Cash payment made on closing date	$ 0	$ 1,000	$ 0
AuraGen Aesthetics LLC
Asset Acquisition [Line Items]
Cash payment made on closing date		1,000
Direct transaction costs		213
Equity issued on closing date		14,426
Fair value of deferred cash consideration		2,400
Fair value of contingent consideration		2,615
Total purchase consideration		$ 20,654

Acquisitions - Schedule of Allocation of the Fair Value of the Consideration Transferred by Major Class (Details) - AuraGen Aesthetics LLC $ in Thousands	Dec. 31, 2021 USD ($)
Asset Acquisition [Line Items]
Inventories	$ 54
Developed technology	20,600
Net assets acquired	$ 20,654

Acquisitions - Schedule of Intangible Asset Acquired Estimated Useful Life and Amortization Method (Details) - Developed technology $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Asset Acquisition [Line Items]
Amount	$ 20,600
Estimated useful life	8 years
Amortization method	Straight line

Balance Sheet Components (Inventories) (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Inventory [Line Items]
Raw materials	$ 2,765	$ 2,109
Work in progress	4,245	4,796
Finished goods	31,438	41,982
Finished goods - right of return	4,244	4,027
Inventory, net	42,692	52,914
Inventory held on consignment at doctors' offices, clinics, and hospitals	$ 9,900	$ 8,000

Balance Sheet Components (PPE) (Details) - USD ($)	12 Months Ended
Balance Sheet Components (PPE) (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 26,811,000	$ 22,249,000
Less accumulated depreciation	(11,870,000)	(8,251,000)
Property and equipment, net	14,941,000	13,998,000
Depreciation expense	3,600,000	3,100,000	$ 2,000,000.0
Impairments	0	0	$ 0
Leasehold improvements
Property Plant And Equipment [Line Items]
Property and equipment, gross	6,264,000	2,734,000
Manufacturing equipment and tooling
Property Plant And Equipment [Line Items]
Property and equipment, gross	11,259,000	9,922,000
Computer equipment
Property Plant And Equipment [Line Items]
Property and equipment, gross	1,690,000	1,672,000
Software
Property Plant And Equipment [Line Items]
Property and equipment, gross	6,393,000	6,379,000
Furniture and fixtures
Property Plant And Equipment [Line Items]
Property and equipment, gross	$ 1,205,000	$ 1,542,000

Balance Sheet Components (Accrued liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Accrued and other current liabilities
Payroll and related expenses	$ 4,962	$ 5,188
Accrued severance	1,232	248
Accrued commissions	3,017	4,329
Accrued manufacturing	0	121
Deferred and contingent consideration, current portion	3,030	2,431
Audit, consulting and legal fees	0	185
Accrued sales and marketing expenses	0	159
Lease liabilities	$ 1,823	$ 1,666
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Total	Total
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Total	Total
Other	$ 8,535	$ 6,971
Total	$ 22,599	$ 21,298

Balance Sheet Components - Schedule of rollforward of the accrued warranties (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]
Balance as of January 1	$ 2,505	$ 1,934
Warranty costs incurred during the period	(642)	(399)
Changes in accrual related to warranties issued during the period	2,157	933
Changes in accrual related to pre-existing warranties	4,808	37
Balance as of December 31	$ 8,828	$ 2,505

Balance Sheet Components (Accrued Warranties) (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Product Warranty Liability [Line Items]
Replacement implants and revision surgery financial assistance under limited warranty program	$ 8,828	$ 2,505	$ 1,934

Balance Sheet Components (Liabilities measured at fair value) (Details)	12 Months Ended
	Dec. 31, 2022
Measurement Input, Discount Rate \| BIOCORNEUM \| Future Royalty Payments
Fair Value Measurements
Fair value measurement discount rate	19.00%
Monte-Carlo Simulation Model \| Measurement Input, Volatility Rate
Fair Value Measurements
Fair value measurement, volatility rate	114.00%

Balance Sheet Components - Schedule of Company's Liabilities that are Measured at Fair Value on a Recurring Basis (Details) - Recurring - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Fair Value Measurements
Fair value liability	$ 3,695	$ 3,114
Contingent Consideration Liability
Fair Value Measurements
Fair value liability	2,815	3,114
Embedded Derivative Liability
Fair Value Measurements
Fair value liability	880
Level 3
Fair Value Measurements
Fair value liability	3,695	3,114
Level 3 \| Contingent Consideration Liability
Fair Value Measurements
Fair value liability	2,815	$ 3,114
Level 3 \| Embedded Derivative Liability
Fair Value Measurements
Fair value liability	$ 880

Balance Sheet Components - Schedule of Aggregate Fair Values of Company's Liabilities for which Fair Value is Determined by Level 3 Inputs (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Change in fair value	$ 8,780	$ (14,460)	$ (10,470)
Level 3 \| Fair Value, Recurring \| Contingent Consideration Liability
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at beginning of the period	3,114
Change in fair value	(299)
Balance at the end of the period	2,815	3,114
Level 3 \| Fair Value, Recurring \| Embedded Derivative Liability
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Balance at beginning of the period	0
Embedded derivative at fair value	9,660
Change in fair value	(8,780)
Balance at the end of the period	$ 880	$ 0

Goodwill and Other Intangible Assets, net (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($) ReportingUnit	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Finite Lived Intangible Assets [Line Items]
Number of reporting units \| ReportingUnit	1
Goodwill impairment charge	$ 0	$ 0	$ 0
Goodwill	9,202	9,202
Other intangible assets
Amortization expense	3,700	1,200	$ 1,300
Plastic Surgery
Finite Lived Intangible Assets [Line Items]
Non-cash impairment charges	0
Goodwill	$ 9,200	$ 9,200

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Goodwill and Other Intangible Assets, net - Schedule of Changes in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Goodwill and intangible assets
Goodwill	$ 9,202	$ 9,202
Plastic Surgery
Goodwill and intangible assets
Goodwill	$ 9,200	$ 9,200

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Goodwill and Other Intangible Assets, net - Components of Other Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Other intangible assets
Gross Carrying Amount	$ 35,143	$ 34,580
Accumulated Amortization	(9,917)	(6,265)
Intangible Assets, net	25,226	28,315
Total definite and indefinite-lived intangibles	35,593	35,030
Indefinite-lived intangible assets, Gross	25,676	28,765
Indefinite-lived intangible assets, Net	25,676	28,765
Trade name
Other intangible assets
Indefinite-lived intangible assets, Gross	450	450
Indefinite-lived intangible assets, Net	$ 450	$ 450
Customer relationships
Other intangible assets
Average Amortization Period	10 years	10 years
Gross Carrying Amount	$ 4,940	$ 4,940
Accumulated Amortization	(4,493)	(4,224)
Intangible Assets, net	$ 447	$ 716
Trade Names - Finite Life
Other intangible assets
Average Amortization Period	12 years	12 years
Gross Carrying Amount	$ 800	$ 800
Accumulated Amortization	(456)	(389)
Intangible Assets, net	$ 344	$ 411
Manufacturing know-how
Other intangible assets
Average Amortization Period	19 years	19 years
Gross Carrying Amount	$ 8,240	$ 8,240
Accumulated Amortization	(2,479)	(1,652)
Intangible Assets, net	$ 5,761	$ 6,588
Developed technology
Other intangible assets
Average Amortization Period	8 years	8 years
Gross Carrying Amount	$ 21,163	$ 20,600
Accumulated Amortization	(2,489)	0
Intangible Assets, net	$ 18,674	$ 20,600

Goodwill and Other Intangible Assets, net - Schedule of Estimated Amortization Expense (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Estimated amortization expense
2023	$ 3,760
2024	3,615
2025	3,472
2026	3,299
2027	3,218
Thereafter	7,862
Total amortization	$ 25,226

Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Lessee Lease Description [Line Items]
Total operating lease cost	$ 1,016	$ 1,400	$ 2,186
Finance lease cost
Total finance lease cost	48	62	87
Total lease cost	1,064	1,462	2,273
Inventory
Lessee Lease Description [Line Items]
Total operating lease cost	426	276	488
Finance lease cost
Amortization of right-of-use assets	44	19	36
Variable lease cost	0	0	0
Operating Expenses
Lessee Lease Description [Line Items]
Total operating lease cost	1,703	1,644	1,698
Sublease Income	(1,113)	(520)	0
Finance lease cost
Amortization of right-of-use assets	0	35	41
Other Income (Expense), Net
Finance lease cost
Interest on lease liabilities	$ 4	$ 8	$ 10

Leases - Supplemental Cash Flow Information Related to Operating and Finance Leases (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash outflows from operating leases	$ 1,675	$ 1,716
Operating cash outflows from finance leases	53	69
Finance cash flows from finance leases	0	0
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	1,737	965
Finance leases	$ 267	$ 0

Leases - Supplemental Cash Flow Information Related to Operating and Finance Leases (Parenthetical) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Lessee Disclosure [Abstract]
Operating leases, net of tenant improvement allowances	$ 1.1	$ 1.1

Leases - Supplemental Balance Sheet Information Related to Operating and Finance Leases (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Assets and Liabilities, Lessee [Abstract]
Operating lease right-of-use assets	$ 6,710	$ 6,488
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Total right-of use assets	Total right-of use assets
Finance lease right-of-use assets	$ 294	$ 77
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Total right-of use assets	Total right-of use assets
Total right-of use assets	$ 7,004	$ 6,565
Operating lease liabilities	$ 1,796	$ 1,595
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued and other current liabilities	Accrued and other current liabilities
Finance lease liabilities	$ 27	$ 71
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued and other current liabilities	Accrued and other current liabilities
Operating lease liabilities	$ 5,517	$ 5,576
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Lease liabilities	Lease liabilities
Finance lease liabilities	$ 1	$ 28
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Lease liabilities	Lease liabilities
Total lease liabilities	$ 7,341	$ 7,270
Weighted average remaining lease term (years)
Operating leases	5 years	4 years
Finance leases	1 year	2 years
Weighted average discount rate
Operating leases	9.11%	8.16%
Finance leases	6.90%	6.90%

Leases - Maturities of Operating and Finance Lease Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Operating Lease Liabilities, Payments Due [Abstract]
Operating leases, 2023	$ 2,465
Operating leases, 2024	2,153
Operating leases, 2025	1,244
Operating leases, 2026	1,209
Operating leases, 2027	1,061
Operating leases, 2028 and thereafter	1,055
Total operating lease payments	9,187
Less imputed interest, Operating leases	1,874
Total operating lease liabilities	7,313
Finance Lease Liabilities, Payments, Due [Abstract]
Finance leases, 2023	28
Finance leases, 2024	1
Total finance lease payments	29
Less imputed interest, Finance leases	1
Total finance lease liabilities	28
Lessee Lease Liability Payments Due [Abstract]
2023	2,493
2024	2,154
2025	1,244
2026	1,209
2027	1,061
2028 and thereafter	1,055
Total lease payments	9,216
Less imputed interest	1,875
Total lease liabilities	7,341	$ 7,270
Sublease Income Payments Due [Abstract]
Sublease income, 2023	(402)
Sublease income, 2024	(231)
Sublease income, 2025	(39)
Total sublease income payments (receipts)	$ (672)

Debt - Schedule of Carrying Value of our Long-Term Debt (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Line of Credit Facility [Line Items]
Convertible Note	$ 50,000	$ 60,000
2022 Note	23,449	0
Total carrying amount	73,449	78,237
Unamortized debt discount and issuance costs	(18,043)	(13,565)
Total - carrying amount, net	55,406	64,672
Term Loan
Line of Credit Facility [Line Items]
Loan	0	16,000
Revolving Loan
Line of Credit Facility [Line Items]
Loan	$ 0	$ 2,237

Debt - Schedule of Carrying Value of our Long-Term Debt (Parenthetical) (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2022 USD ($)
Debt Disclosure [Abstract]
Long Term Debt Exit Fees	$ 450

Debt (Details)									3 Months Ended	12 Months Ended
Debt (Details)	Oct. 12, 2022 USD ($) $ / shares	Feb. 05, 2021 USD ($) Tranche	May 11, 2020 USD ($)	Apr. 20, 2020 USD ($)	Mar. 11, 2020 USD ($)	Nov. 07, 2019	Jul. 01, 2019 USD ($)	Jul. 25, 2017	Mar. 31, 2022 USD ($)	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Oct. 30, 2022 USD ($)	Jul. 01, 2022 USD ($)	Jul. 01, 2021 USD ($)	Jun. 30, 2021 USD ($)	May 10, 2020 USD ($)
Line Of Credit Facility [Line Items]
Term loan credit and security agreement entered date								Jul. 25, 2017
Borrowing base of finished goods inventory (as a percent)							40.00%
Borrowing base availability from finished goods inventory (as a percent)							20.00%
Debt Instrument principal amount													$ 10,000,000.0
Increase in percentage of payment fee									0.50%
Amortization of debt issuance costs and discounts										$ 4,746,000	$ 3,587,000	$ 4,347,000
Gain on extinguishment of PPP loan										$ (4,040,000)	6,652,000	0
Paycheck Protection Program
Line Of Credit Facility [Line Items]
Debt maturity date				Apr. 20, 2022
Debt instrument interest rate				1.00%
Debt Instrument principal amount				$ 6,700,000
Debt instrument, payment terms										Company made no payments until the date which forgiveness of the PPP Loan is determined, which can be up to 10 months following the end of the covered period (which is defined as 24 weeks from the date of the loan), or the Deferral Period. Commencing one month after the expiration of the Deferral Period, and continuing on the same day of each month until the Maturity Date, the Company would have paid to Lender monthly payments of principal and interest, in an amount required to fully amortize the principal amount outstanding on the PPP Loan on the last day of the Deferral Period by the Maturity Date.
Gain on extinguishment of PPP loan											6,700,000
Convertible Note
Line Of Credit Facility [Line Items]
Carrying Value										$ 40,423,000	47,477,000
Tranche 6
Line Of Credit Facility [Line Items]
Debt Instrument principal amount									$ 9,000,000
Term Loan Credit and Security Agreement and Revolving Loan Credit and Security Agreement
Line Of Credit Facility [Line Items]
Agreements amended and restated date							Jul. 01, 2019
Restated Term Loan Agreement
Line Of Credit Facility [Line Items]
Agreements amended date						Nov. 07, 2019
Line of credit facility, remaining borrowing capacity		$ 15,000,000					$ 35,000,000					10,000,000.0
Debt maturity date							Jul. 01, 2024
Exit fee percentage to aggregate amount of all term loans funded							5.00%
Periodic commitment amount		$ 1,000,000	$ 15,000,000
Unfunded tranche revised number \| Tranche		2
Debt instrument amendment fee		$ 750,000
Restated Term Loan Agreement \| Tranche 4
Line Of Credit Facility [Line Items]
Periodic commitment amount															$ 5,000,000
Restated Term Loan Agreement \| Tranche 5
Line Of Credit Facility [Line Items]
Periodic commitment amount														$ 5,000,000
Restated Term Loan Agreement \| London Interbank Offered Rate (LIBOR)
Line Of Credit Facility [Line Items]
Spread on variable rate basis (as a percent)							7.50%
Additional Term Loan
Line Of Credit Facility [Line Items]
Line of credit facility, remaining borrowing capacity							$ 5,000,000					15,000,000.0
Minimum revenue required to satisfy additional term loan facility							$ 100,000,000.0
Term Amendment
Line Of Credit Facility [Line Items]
Accrued interest prepaid			100,000
Minimum unrestricted cash amount			5,000,000.0														$ 20,000,000.0
Loan amount outstanding			25,000,000.0
Exit fee payable			1,250,000
Term Amendment \| Tranche 3
Line Of Credit Facility [Line Items]
Minimum revenue required to satisfy additional term loan facility			$ 30,000,000.0
Periodic commitment amount												$ 10,000,000.0				$ 15,000,000.0
Revolving Loan
Line Of Credit Facility [Line Items]
Line of credit facility, remaining borrowing capacity										0	2,237,000
Debt maturity date							Jul. 01, 2024
Borrowing base of accounts receivable (as a percent)							85.00%
Revolving Loan \| Maximum
Line Of Credit Facility [Line Items]
Loan amount outstanding							$ 10,000,000.0
Revolving Loan \| London Interbank Offered Rate (LIBOR)
Line Of Credit Facility [Line Items]
Spread on variable rate basis (as a percent)							4.50%
Term Loan and Revolving Loan
Line Of Credit Facility [Line Items]
Gain on extinguishment of PPP loan										$ 2,400,000
Term Loan and Revolving Loan \| Tranche 4
Line Of Credit Facility [Line Items]
Debt Instrument principal amount									$ 5,000,000
Amended And Restated Facility Agreement Member \| Convertible Note
Line Of Credit Facility [Line Items]
Term loan credit and security agreement entered date	Oct. 12, 2022
Principal debt amount exchanged	$ 10,000,000.0
Debt maturity date	Mar. 11, 2026
Debt instrument conversion price \| $ / shares	$ 27.50
Debt Instrument principal amount	$ 50,000,000.0
Debt repayment of principal amount	10,000.0
Unamortized discounts	$ 1,600,000
Amended And Restated Facility Agreement Member \| New Note Member
Line Of Credit Facility [Line Items]
Exit fee percentage to aggregate amount of all term loans funded	1.95%
Debt instrument conversion price \| $ / shares	$ 10.00
Debt Instrument principal amount	$ 23,000,000.0
Debt conversion, threshold percentage	130.00%
Debt Conversion, terms of conversion	The Convertible Notes provide for the optional redemption of the Convertible Notes without issuance of any Warrants or payment of any additional make whole amount (unless such Convertible Note is converted following receipt of an optional redemption notice but prior to payment of the redemption amount) provided that each of the following is greater than 130% of the conversion price then in effect.(1) the volume weighted average price of the Common Stock on each of any twenty (20) trading days during the period of thirty (30) consecutive trading days ending on the date on which the Company delivers an optional redemption notice, (2) the volume weighted average price of the Common Stock on the last trading day of such period and (3) the closing price of the Common Stock on the last trading day of such period.
Amended And Restated Facility Agreement Member \| Secured Overnight Financing Rate Sofr Overnight Index Swap Rate (SOFR) \| New Note Member
Line Of Credit Facility [Line Items]
Spread on variable rate basis (as a percent)	5.75%
Deerfield Facility Agreement \| Convertible Note
Line Of Credit Facility [Line Items]
Term loan credit and security agreement entered date	Oct. 12, 2022				Mar. 11, 2020
Debt instrument interest rate										12.00%
Debt Instrument principal amount					$ 60,000,000.0
Percentage of transfer of assets	50.00%
Debt instrument, call feature										Deerfield has the option to demand repayment of all outstanding principal, and any unpaid interest accrued thereon and any other amounts payable under the Restated Agreement (including the Exit Fee (in the case of the 2022 Note) and any make whole amounts), in connection with a Major Transaction (as defined in the Convertible Notes), which shall include, among others, any acquisition or other change of control of the Company; the sale or transfer of assets of the Company equal to more than 50% of the Enterprise Value (as defined in the Convertible Notes) of the Company; a liquidation, bankruptcy or other dissolution of the Company; or if at any time shares of the Company’s common stock are not listed on an Eligible Market (as defined in the Convertible Notes). The Convertible Notes are subject to specified events of default, the occurrence of which would entitle Deerfield to immediately demand repayment of all outstanding principal and accrued interest on the Convertible Note. Such events of default include, among others, failure to make any payment under the Convertible Note when due, failure to observe or perform any covenant under the Restated Agreement or the other transaction documents related thereto (subject to a standard cure period), the failure of the Company to be able to pay debts as they come due, the commencement of bankruptcy or insolvency proceedings against the Company, a material judgement levied against the Company and a material default by the Company under the Convertible Note.
Unamortized debt discount and issuance costs										$ 18,000,000.0
Amortization of debt issuance costs and discounts										$ 3,200,000	$ 3,000,000.0
Deerfield Facility Agreement \| New Note Member
Line Of Credit Facility [Line Items]
Minimum percentage of number of shares of common stock owned by conversion of debt instrument	4.985%

Debt - Schedule of Future Principal and Exit Fee Payments of Outstanding Debt (Details) $ in Thousands	Dec. 31, 2022 USD ($)
Debt Disclosure [Abstract]
2023	$ 0
2024	0
2025	0
2026 and thereafter	73,449
Total	$ 73,449

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Income Taxes - Schedule of Provision for Income Tax (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Federal	$ 12	$ 11	$ 12
State	15	10	10
Foreign			11
Income tax (benefit) expense	$ 27	$ 21	$ 33

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes (Details) - USD ($)	12 Months Ended
Income Taxes (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statutory federal income tax rate
Statutory federal income tax rate (as a percent)	21.00%	21.00%	21.00%
Deferred tax assets:
Valuation allowance against deferred tax assets	$ 156,178,000	$ 137,700,000
Tax Credit Carryforwards
Unrecognized tax benefits	619,000	$ 619,000	$ 619,000
Unrecognized Tax Benefits Penalties and Interest
Interest expense or penalties related to unrecognized tax benefits	0
Research and development
Tax Credit Carryforwards
Unrecognized tax benefits	600,000
Federal
Deferred tax assets:
Net operating loss carryforwards	518,900
Federal \| Tax Year 2027
Deferred tax assets:
Net operating loss carryforwards	$ 9,800,000
Net operating loss carryforwards, expiration year	2027
Federal \| Minimum
Income Tax Uncertainties [Abstract]
Tax years	2019
Federal \| Maximum
Income Tax Uncertainties [Abstract]
Tax years	2021
Federal \| Research and development
Tax Credit Carryforwards
Tax credit carryforwards	$ 30,000
Tax credit carryforwards, expiration year	2029
State
Deferred tax assets:
Net operating loss carryforwards	$ 358,900
State \| Tax Year 2017
Deferred tax assets:
Net operating loss carryforwards	$ 8,300,000
Net operating loss carryforwards, expiration year	2017
State \| Minimum
Income Tax Uncertainties [Abstract]
Tax years	2018
State \| Maximum
Income Tax Uncertainties [Abstract]
Tax years	2021
State \| Research and development
Tax Credit Carryforwards
Tax credit carryforwards	$ 2,700,000

Income Taxes - Schedule of Reconciliation of Actual Income Tax Expense Obtained by Applying Statutory Federal Income Tax Rate (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Reconciliation of actual income tax expense obtained by applying the statutory federal income tax rate
Tax at federal statutory rate	$ (15,478)	$ (13,124)	$ (18,882)
State, net of federal benefit	(3,160)	(770)	(2,372)
PPP loan forgiveness		(1,397)
Permanent items	566	606	2,282
Benefit state rate change	(309)	(184)	20
Other	(70)	8,499	2,984
Change in valuation allowance	18,478	6,391	16,001
Income tax (benefit) expense	$ 27	$ 21	$ 33

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes - Schedule of Tax Effects of Temporary Differences and Carryforwards that Give Rise to Significant Portions of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets and liabilities
Net operating loss carryforwards	$ 131,723	$ 122,570
Research and development credits	2,121	2,121
Sec 174 Research Costs Capitalization	3,195
Lease liabilities	1,859	1,798
Derivative liability	223
Accruals and reserves	22,189	14,961
Intangibles	1,817	1,732
Gross deferred tax assets	163,127	143,182
Less valuation allowance	(156,178)	(137,700)
Total deferred tax assets	6,949	5,482
Depreciation	(634)	(717)
Convertible debt discount	(4,117)	(2,800)
Right-of-use assets	(1,774)	(1,624)
Intangibles - deferred tax liability	(544)	(434)
Total deferred tax liabilities	(7,069)	(5,575)
Net tax liability	$ (120)	$ (93)

Income Taxes - Schedule of Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Reconciliation of the beginning and ending amount of unrecognized tax benefits
Balance at beginning of the period	$ 619	$ 619
Additions based on tax positions taken in the current year	0	0
Balance at end of the period	$ 619	$ 619

Employee Benefit Plans (Details) - USD ($) $ in Millions	12 Months Ended
Employee Benefit Plans (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Retirement Benefits [Abstract]
Company contribution (as a percent)	3.00%
Company contribution	$ 0.8	$ 0.6	$ 0.5

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended		12 Months Ended
	Oct. 25, 2022	Oct. 30, 2022	Feb. 28, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Jan. 19, 2023
Stock other disclosures
Common and preferred stock, shares authorized				210,000,000
Common stock, shares authorized				200,000,000	200,000,000
Common stock, par value (in dollars per share)				$ 0.01	$ 0.01		$ 0.01
Preferred stock, shares authorized				10,000,000	10,000,000
Preferred stock, par value (in dollars per share)				$ 0.01	$ 0.01
Preferred stock, shares issued				0	0
Stock issued during period, shares			811,594
Preferred stock, shares outstanding				0	0
Share-Based Compensation Arrangement by Share-Based Payment Award, Per Share Weighted Average Price of Shares Purchased				$ 18.3
Repayment of debt				$ 21,000	$ (0)	$ 25,000
Gain (Loss) on Extinguishment of Debt				$ (4,040)	$ 6,652	$ 0
Common stock
Stock other disclosures
Stock issued during period, shares				1,778,500	622,222	3,700
Deerfield Exchange Agreement
Stock other disclosures
Repayment of debt				$ 10,000
Gain (Loss) on Extinguishment of Debt				$ 1,600
2022 Follow-on Public Offering
Stock other disclosures
Stock issued during period, shares			5,410,628
Share-Based Compensation Arrangement by Share-Based Payment Award, Per Share Weighted Average Price of Shares Purchased			$ 6.75
2022 Follow-on Public Offering \| Common stock
Stock other disclosures
Stock issued during period, shares	1,778,500	1,778,500
2022 Follow-on Public Offering \| Warrants
Stock other disclosures
Stock issued during period, shares	3,999,999	3,999,999
2022 Follow-on Public Offering \| Pre- Funded Warrants
Stock other disclosures
Stock issued during period, shares	2,221,499	2,221,499

Stockholders' Equity (Warrants) (Details) - USD ($) $ in Millions		1 Months Ended
	Oct. 25, 2022	Oct. 30, 2022	Feb. 28, 2021	Dec. 31, 2022
Common Stock Warrants
Warrants outstanding				303,804
Debt Instrument principal amount		$ 10.0
2022 Follow-on Public Offering
Common Stock Warrants
Warrants outstanding				4,657,799
Proceeds from the issuance of common stock, net of underwriting discounts, commissions and offering expenses	$ 14.0	$ 14.1	$ 39.2
Deerfield Facility Agreement
Common Stock Warrants
Warrant Exercise Threshold, Percentage		4.985%

Stockholders' Equity (Options) (Details) - USD ($)	12 Months Ended
Stockholders' Equity (Options) (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Nov. 03, 2014	Apr. 30, 2007
Stock options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Balance at the end of the period (in shares)	89,678	170,396	195,950
Number of options
Balance at the beginning of period (in shares)	170,396	195,950
Options granted (in shares)	15,000
Options exercised (in shares)		(7,273)
Options forfeited (in shares)	(95,718)	(18,281)
Balance at the end of the period (in shares)	89,678	170,396	195,950
Number of options vested and expected to vest (in shares)	89,678
Number of options vested and exercisable (in shares)	45,893
Weighted average exercise price
Balance at the beginning of period (in dollars per share)	$ 47.50	$ 47.90
Options granted (in dollars per share)	18.30
Options exercised (in dollars per share)		39.90
Options forfeited (in dollars per share)	47.35	54.90
Balance at the end of period (in dollars per share)	$ 42.78	$ 47.50	$ 47.90
Additional information
Weighted average remaining contractual term	7 years 1 month 9 days	5 years 4 months 28 days	5 years 11 months 1 day
Weighted average remaining contractual term, vested and exercisable	13 years 10 months 24 days
Options granted (in shares)	15,000
Stock-based compensation expense	$ 600,000	$ 500,000	$ 100,000
Number of years from the date of grant for tax benefits	2 years
Number of years from the date of exercise for tax benefits	1 year
Unrecognized compensation costs (in dollars)	$ 1,200,000
Aggregate intrinsic value (in dollars)	$ 83,460	$ 208,000	$ 14,000
Stock Option
Assumptions used to estimate the fair value of stock options
Expected term (in years)	6 years 6 months		6 years 6 months
Expected volatility	68.00%		82.65%
Risk-free interest rate	2.22%		0.27%
2007 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for issuance (in shares)					169,045,000
Balance at the end of the period (in shares)	10,090,000
Number of shares available for future grants	0
Number of options
Balance at the end of the period (in shares)	10,090,000
2014 Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock reserved for issuance (in shares)	1,120,463			102,750,000
Number of shares available for future grants	278,278
Inducement Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares awarded	442,471
Grant period of stock awards	10 years
Number of additional years of requisite service period			3 years
Vesting period	1 year
Inducement Plan \| On the first anniversary
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage	25.00%
Inducement Plan \| Minimum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Purchase price of awards expressed as a percentage of fair value of shares on the date of grant	100.00%
Inducement Plan \| Minimum [Member] \| Individual options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting percentage	25.00%
2007 Plan and 2014 Plan \| Stock options
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Grant period of stock awards	10 years
2007 Plan and 2014 Plan \| Stock options \| Minimum [Member]
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Purchase price of awards expressed as a percentage of fair value of shares on the date of grant	100.00%
Percentage of voting power owned by shareholder	10.00%
2007 Plan and 2014 Plan \| Stock options \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Purchase price of awards expressed as a percentage of fair value of shares on the date of grant	110.00%

Stockholders' Equity (Restricted Stock) (Details) - Restricted stock units - 2014 Plan - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Stockholders' Equity, other disclosures
Requisite service period, annually	3 years
Granted	$ 16.49	$ 70.60	$ 47.73
Stock-based compensation expense	$ 6.8	$ 9.3	$ 7.5
Unrecognized compensation costs (in dollars)	$ 8.7
Weighted average period over which unrecognized compensation costs are expected to be recognized	1 year 9 months 14 days
Number of shares
Balance at beginning of the period	279,956	309,379
Granted	550,229	163,697
Vested	(88,035)	(145,289)
Forfeited	(33,344)	(47,831)
Balance at end of the period	708,806	279,956	309,379
Weighted average grant date fair value
Balance at beginning of the period	$ 81.10	$ 69.70
Granted	16.49	70.60	$ 47.73
Vested	6.09	64.20
Forfeited	4.67	23.10
Balance at end of the period	$ 43.86	$ 81.10	$ 69.70

Stockholders' Equity (Stock Purchase) (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Oct. 31, 2014
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted Average purchase price	$ 18.3
2014 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Purchase period of offering	6 months
Rate of purchase price of stock on fair value (as a percent)	85.00%
Number of shares reserved for future issuance	287,435
Rate of increase in the number of shares available for grant every year on outstanding common stock (as a percent)	1.00%
Number of shares available for future grants	153,260
Purchases under the award	34,271	19,907
Weighted Average purchase price	$ 13.82	$ 33.85
Stock-based compensation expense	$ 400,000	$ 600,000	$ 600,000
Incremental compensation cost	$ 0	$ 0	$ 0
2014 Employee Stock Purchase Plan \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Discount rate on the value of shares through payroll deductions (as a percent)	15.00%
Expiration period of each offering	27 months
Number of shares reserved for future issuance				25,550
Number of shares available for future grants	300,000

Segment Reporting and Geographic Information (Details)	12 Months Ended
Segment Reporting and Geographic Information (Details)	Dec. 31, 2022 Segment
Segment Reporting [Abstract]
Number of reportable segments	1

Segment Reporting and Geographic Information - Summary of Net Sales by Geographical Regions (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Segment Reporting Information [Line Items]
Net sales	$ 25,068	$ 22,570	$ 21,513	$ 21,398	$ 22,648	$ 19,620	$ 20,103	$ 18,312	$ 90,549	$ 80,683	$ 54,997
North America
Segment Reporting Information [Line Items]
Net sales									88,104	79,037	53,284
International
Segment Reporting Information [Line Items]
Net sales									$ 2,445	$ 1,646	$ 1,713

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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+ Details

Supplementary Data - Summary of Supplementary Data (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Selected Quarterly Financial Information [Abstract]
Net sales	$ 25,068	$ 22,570	$ 21,513	$ 21,398	$ 22,648	$ 19,620	$ 20,103	$ 18,312	$ 90,549	$ 80,683	$ 54,997
Gross profit	3,231	12,776	12,742	12,845	12,327	10,590	11,265	10,153	41,594	44,335	31,398
Net loss	$ (21,981)	$ (14,981)	$ (18,304)	$ (18,041)	$ (16,068)	$ 28,410	$ (20,134)	$ (54,690)	$ (73,307)	$ (62,482)	$ (89,947)
Net income (loss) per share:
Basic net loss per share	$ (2.23)	$ (2.38)	$ (2.92)	$ (2.89)	$ (2.76)	$ 4.90	$ (3.49)	$ (10.07)	$ (10.22)	$ (10.95)	$ (17.91)
Diluted net loss per share	$ (2.23)	$ (2.38)	$ (2.92)	$ (2.89)	$ (2.76)	$ 0.80	$ (3.49)	$ (10.07)	$ (10.22)	$ (10.95)	$ (17.91)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.

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The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

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