SIENTRA, INC., 10-Q filed on 8/11/2022
Quarterly Report
v3.22.2
Document and Entity Information - shares
6 Months Ended
Jun. 30, 2022
Aug. 08, 2022
Cover [Abstract]    
Entity Registrant Name SIENTRA, INC.  
Entity Central Index Key 0001551693  
Document Type 10-Q  
Document Period End Date Jun. 30, 2022  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Common Stock, Shares Outstanding   62,774,510
Document Fiscal Year Focus 2022  
Document Fiscal Period Focus Q2  
Trading Symbol SIEN  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Security Exchange Name NASDAQ  
Entity Interactive Data Current Yes  
Entity Current Reporting Status Yes  
Entity Shell Company false  
Entity File Number 001-36709  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 20-5551000  
Entity Address, Address Line One 420 South Fairview Avenue  
Entity Address, Address Line Two Suite 200  
Entity Address, City or Town Santa Barbara  
Entity Address, State or Province CA  
Entity Address, Postal Zip Code 93117  
City Area Code 805  
Local Phone Number 562-3500  
Document Quarterly Report true  
Document Transition Report false  
v3.22.2
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Current assets:    
Cash and cash equivalents $ 24,990 $ 51,772
Accounts receivable, net of allowances of $2,759 and $2,278 at June 30, 2022 and December 31, 2021, respectively 36,298 33,105
Inventories, net 52,801 52,914
Prepaid expenses and other current assets 3,874 2,979
Current assets of discontinued operations 4 4
Total current assets 117,967 140,774
Property and equipment, net 12,839 13,998
Goodwill 9,202 9,202
Other intangible assets, net 26,973 28,765
Right of use assets, net 7,305 6,565
Other assets 894 600
Total assets 175,180 199,904
Current liabilities:    
Current portion of long-term debt 8,607 2,237
Accounts payable 7,297 7,402
Accrued and other current liabilities 17,253 21,298
Customer deposits 38,235 35,182
Sales return liability 12,494 13,399
Current liabilities of discontinued operations 500 500
Total current liabilities 84,386 80,018
Long-term debt 63,072 62,434
Deferred and contingent consideration 5,634 5,872
Warranty reserve 2,764 2,505
Operating Lease, Liability, Noncurrent 7,495 5,604
Other liabilities 3,160 2,614
Total liabilities 166,511 159,047
Commitments and contingencies (Note 12)
Stockholders' 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 62,796,204 and 62,242,090 and outstanding 62,723,477 and 62,169,363 shares at June 30, 2022 and December 31, 2021, respectively 627 622
Additional paid-in capital 665,991 661,839
Treasury stock, at cost (72,727 shares at June 30, 2022 and December 31, 2021) (260) (260)
Accumulated deficit (657,689) (621,344)
Total stockholders' equity 8,669 40,857
Total liabilities and stockholders’ equity $ 175,180 $ 199,904
v3.22.2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Statement of Financial Position [Abstract]    
Accounts receivable, allowances (in dollars) $ 2,759 $ 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 62,796,204 62,723,477
Common stock, shares outstanding 62,242,090 62,169,363
Treasury stock, shares 72,727 72,727
v3.22.2
Condensed Consolidated Statements of Operations - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Income Statement [Abstract]        
Net sales $ 21,513,000 $ 20,103,000 $ 42,911,000 $ 38,415,000
Cost of goods sold 8,771,000 8,838,000 17,324,000 16,997,000
Gross profit 12,742,000 11,265,000 25,587,000 21,418,000
Operating expenses:        
Sales and marketing 13,664,000 10,477,000 29,252,000 22,296,000
Research and development 2,959,000 2,400,000 6,103,000 4,595,000
General and administrative 12,057,000 7,545,000 22,265,000 15,456,000
Total operating expenses 28,680,000 20,422,000 57,620,000 42,347,000
Loss from operations (15,938,000) (9,157,000) (32,033,000) (20,929,000)
Other income (expense), net:        
Interest income 15,000 1,000 17,000 3,000
Interest expense (2,323,000) (2,113,000) (4,220,000) (4,117,000)
Change in fair value of derivative liability 0 (7,270,000) 0 (50,010,000)
Other income (expense), net 0 0 5,000 (97,000)
Total other income (expense), net (2,308,000) (9,382,000) (4,198,000) (54,221,000)
Loss from continuing operations before income taxes (18,246,000) (18,539,000) (36,231,000) (75,150,000)
Income tax expense 0 0 0 0
Loss from continuing operations (18,246,000) (18,539,000) (36,231,000) (75,150,000)
Income (loss) from discontinued operations, net of income taxes (58,000) (1,595,000) (114,000) 326,000
Net loss $ (18,304,000) $ (20,134,000) $ (36,345,000) $ (74,824,000)
Earnings Per Share [Abstract]        
Continuing operations, Basic $ (0.29) $ (0.32) $ (0.58) $ (1.34)
Continuing operations, Diluted (0.29) (0.32) (0.58) (1.34)
Discontinued operations, Basic (0.00) (0.03) (0.00) (0.00)
Discontinued operations, Diluted (0.00) (0.03) (0.00) (0.00)
Basic net loss per share (0.29) (0.35) (0.58) (1.34)
Diluted net loss per share $ (0.29) $ (0.35) $ (0.58) $ (1.34)
Weighted average outstanding common shares used for net income (loss) per share attributable to common stockholders:        
Weighted Average Number of Shares Outstanding, Basic 62,649,540 57,647,883 62,493,559 56,003,274
Weighted Average Number of Shares Outstanding, Diluted 62,649,540 57,647,883 62,493,559 56,003,274
v3.22.2
Condensed Consolidated Statement of Stockholders' Equity (Deficit) - USD ($)
$ in Thousands
Total
Common stock
Treasury stock
Additional paid-in capital
Accumulated deficit
Balance, beginning of year at Dec. 31, 2020 $ (557) $ 506 $ (260) $ 558,059 $ (558,862)
Balance, beginning of year (in shares) at Dec. 31, 2020   50,712,151 72,727    
Proceeds from follow-on offering, net of costs 39,226 $ 62   39,164  
Proceeds from follow-on offering, net of costs (shares)   6,222,222      
Stock-based compensation 3,163     3,163  
Stock option exercises 51     51  
Stock option exercises (in shares)   12,727      
Employee stock purchase program (ESPP) 323 $ 1   322  
Employee stock purchase program (ESPP) (in shares)   95,919      
Vested restricted stock 758 $ 6   752  
Vested restricted stock (in shares)   554,896      
Shares withheld for tax obligations on vested RSUs (1,215) $ (1)   (1,214)  
Shares withheld for tax obligations on vested RSUs, shares   (82,830)      
Incurred net losses (54,690)       (54,690)
Balance, end of year at Mar. 31, 2021 (12,941) $ 574 $ (260) 600,297 (613,552)
Balance, end of year (in shares) at Mar. 31, 2021   57,515,085 72,727    
Balance, beginning of year at Dec. 31, 2020 (557) $ 506 $ (260) 558,059 (558,862)
Balance, beginning of year (in shares) at Dec. 31, 2020   50,712,151 72,727    
Incurred net losses (74,824)        
Balance, end of year at Jun. 30, 2021 (30,876) $ 579 $ (260) 602,491 (633,686)
Balance, end of year (in shares) at Jun. 30, 2021   57,929,094 72,727    
Balance, beginning of year at Mar. 31, 2021 (12,941) $ 574 $ (260) 600,297 (613,552)
Balance, beginning of year (in shares) at Mar. 31, 2021   57,515,085 72,727    
Stock-based compensation 2,584     2,584  
Stock option exercises 95 $ 1   94  
Stock option exercises (in shares)   23,636      
Vested restricted stock 247 $ 5   242 0
Vested restricted stock (in shares)   471,759      
Shares withheld for tax obligations on vested RSUs (727) $ (1)   (726)  
Shares withheld for tax obligations on vested RSUs, shares   (81,386)      
Incurred net losses (20,134)       (20,134)
Balance, end of year at Jun. 30, 2021 (30,876) $ 579 $ (260) 602,491 (633,686)
Balance, end of year (in shares) at Jun. 30, 2021   57,929,094 72,727    
Balance, beginning of year at Dec. 31, 2021 40,857 $ 622 $ (260) 661,839 (621,344)
Balance, beginning of year (in shares) at Dec. 31, 2021   62,242,090 72,727    
Stock-based compensation 2,196     2,196  
Employee stock purchase program (ESPP) 329 $ 1   328  
Employee stock purchase program (ESPP) (in shares)   139,574      
Vested restricted stock   $ 3   (3)  
Vested restricted stock (in shares)   265,331      
Shares withheld for tax obligations on vested RSUs (255) $ (1)   (254)  
Shares withheld for tax obligations on vested RSUs, shares   (94,068)      
Incurred net losses (18,041)       (18,041)
Balance, end of year at Mar. 31, 2022 25,086 $ 625 $ (260) 664,106 (639,385)
Balance, end of year (in shares) at Mar. 31, 2022   62,552,927 72,727    
Balance, beginning of year at Dec. 31, 2021 40,857 $ 622 $ (260) 661,839 (621,344)
Balance, beginning of year (in shares) at Dec. 31, 2021   62,242,090 72,727    
Incurred net losses (36,345)        
Balance, end of year at Jun. 30, 2022 8,669 $ 627 $ (260) 665,991 (657,689)
Balance, end of year (in shares) at Jun. 30, 2022   62,796,204 72,727    
Balance, beginning of year at Mar. 31, 2022 25,086 $ 625 $ (260) 664,106 (639,385)
Balance, beginning of year (in shares) at Mar. 31, 2022   62,552,927 72,727    
Stock-based compensation 2,062     2,062  
Vested restricted stock   $ 3   (3)  
Vested restricted stock (in shares)   330,770      
Shares withheld for tax obligations on vested RSUs (175) $ (1)   (174)  
Shares withheld for tax obligations on vested RSUs, shares   (87,493)      
Incurred net losses (18,304)       (18,304)
Balance, end of year at Jun. 30, 2022 $ 8,669 $ 627 $ (260) $ 665,991 $ (657,689)
Balance, end of year (in shares) at Jun. 30, 2022   62,796,204 72,727    
v3.22.2
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Cash flows from operating activities:    
Net loss $ (36,345) $ (74,824)
Income (loss) from discontinued operations, net of income taxes (114) 326
Loss from continuing operations, net of income taxes (36,231) (75,150)
Adjustments to reconcile net loss to net cash used in operating activities    
Depreciation and amortization 3,402 2,110
Provision for doubtful accounts 505 618
Provision for warranties 525 444
Provision for inventory 404 427
Fair value adjustments to derivative liability 0 50,010
Fair value adjustments of other liabilities held at fair value (88) 49
Amortization of debt discount and issuance costs 1,927 1,722
Stock-based compensation expense 4,258 5,747
Payments of contingent consideration liability in excess of acquisition-date fair value 0 (2,416)
Other non-cash adjustments 70 459
Changes in operating assets and liabilities:    
Accounts receivable (3,698) (2,167)
Inventories (291) (6,565)
Prepaid expenses, other current assets and other assets 916 126
Accounts payable, accrued, and other liabilities (4,691) (1,465)
Customer deposits 3,052 9,832
Sales return liability (905) 1,380
Net cash flow from operating activities - continuing operations (30,845) (14,839)
Net cash flow from operating activities - discontinued operations (114) (263)
Net cash used in operating activities (30,959) (15,102)
Cash flows from investing activities:    
Purchase of property and equipment (813) (3,170)
Net cash flow from investing activities - continuing operations (813) (3,170)
Net cash flow from investing activities - discontinued operations 0 11,314
Net cash provided by (used in) investing activities (813) 8,144
Cash flows from financing activities:    
Proceeds from issuance of common stock for employee stock-based plans 329 1,474
Net proceeds from issuance of common stock 0 39,226
Tax payments related to shares withheld for vested restricted stock units (RSUs) (430) (1,942)
Gross borrowings under the Term Loan 5,000 1,000
Gross borrowings under the Revolving Loan 5,440 0
Repayment of the Revolving Loan (5,277) 0
Payments of contingent consideration up to acquisition-date fair value 0 (4,550)
Payments for debt financing fees (73) (800)
Net cash provided by financing activities 4,989 34,408
Net increase (decrease) in cash, cash equivalents and restricted cash (26,783) 27,450
Cash, cash equivalents and restricted cash at:    
Beginning of period 52,068 55,300
End of period 25,285 82,750
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets    
Cash and cash equivalents 24,990 82,417
Restricted cash included in other assets $ 295 $ 333
Restricted Cash, Noncurrent, Statement of Financial Position [Extensible Enumeration] us-gaap:OtherAssets us-gaap:OtherAssets
End of period $ 25,285 $ 82,750
Supplemental disclosure of cash flow information:    
Interest paid 2,190 2,082
Supplemental disclosure of non-cash investing and financing activities:    
Property and equipment in accounts payable and accrued liabilities 95 265
Deferred financing costs in accounts payable and accrued liabilities $ 250 $ 0
v3.22.2
Summary of Significant Accounting Policies
6 Months Ended
Jun. 30, 2022
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies
1.
Summary of Significant Accounting Policies
a.
Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Sientra, Inc. (“Sientra”, the “Company”, “we”, “our”, or “us”) in this Quarterly Report on Form 10-Q have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and the rules and regulations of the U.S. Securities and Exchange Commission, or SEC. Accordingly, they do not include certain footnotes and financial presentations normally required under accounting principles generally accepted in the United States of America for complete financial reporting. The interim financial information is unaudited, but reflects all normal adjustments and accruals which are, in the opinion of management, considered necessary to provide a fair presentation for the interim periods presented. The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 31, 2022, or the Annual Report. The results for the three and six months ended June 30, 2022 are not necessarily indicative of results to be expected for the year ending December 31, 2022, any other interim periods, or any future year or period.

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 unaudited condensed consolidated financial statements have all been revised to reflect continuing operations only. 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 accompanying unaudited condensed 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 continue in operation one year after the date these financial statements are issued and 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 condensed 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 control of the Company as of the date the condensed 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 the Company anticipates that losses will continue in the near term. During the six months ended June 30, 2022, the Company incurred net losses of $36.3 million and used $31.0 million of cash in operations. As of June 30, 2022, the Company had cash and cash equivalents of $25.0 million, with the ability to receive $14.0 million on the term loan pursuant to the credit agreement with MidCap Financial Trust. These conditions raise substantial doubt about the Company's

ability to continue as a going concern for a period of at least one year from the date of issuance of these unaudited condensed consolidated financial statements.

 

In an effort to alleviate these conditions, management is currently evaluating various funding alternatives to improve liquidity and may seek to raise additional capital from the sale of equity securities and incremental debt financing. 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 debt and 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 unaudited condensed 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.

c.
Recent Accounting Pronouncements

 

Recently Adopted 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 by Topic 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 adopted the applicable amendments within ASU 2020-04 prospectively in the second quarter of 2022 and there was no material impact on its condensed consolidated financial statements from the adoption.

 

Recently Issued 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 is currently evaluating the impact that adoption of the standard will have on the condensed consolidated financial statements.

d.
Risks and Uncertainties

 

As an aesthetics company, surgical procedures involving the Company’s breast products are susceptible to local and national government restrictions, such as social distancing, vaccination requirements, “shelter in place” orders and business closures. In addition, some treatment facilities have reduced staffing and postponed certain non-emergency procedures in response to COVID-19 or diverted resources to treat those patients with COVID-19. The Company anticipates that an increase a continuing shortage in staff, especially nurses, at hospitals across the U.S. due to the impact of COVID-19 may also lower number of non-emergency procedures performed. The inability or limited ability to perform such non-emergency procedures and patients electing to postpone elective aesthetics procedures due to the pandemic significantly harmed the Company’s revenues since the second quarter of 2020 and continued to harm the Company’s revenues during the six months ended June 30, 2022. While many states have lifted certain restrictions on non-emergency procedures and procedural volume rates for non-emergency procedures have been recovering, the Company will likely continue to experience future harm to its revenues while existing or new restrictions remain in place. It is not possible to accurately predict the length or severity of the COVID-19 pandemic or the impact on the Company’s business, including the timing for a broad and sustained ability to perform non-emergency procedures involving the Company’s products. The Company continues 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.

 

Further, the spread of COVID-19 has caused the Company to modify workforce practices, and the Company may take further actions determined to be in the best interests of the Company’s employees or as required by governments. The continued spread of COVID-19, or another infectious disease, and other geopolitical conditions, could also result in delays or disruptions in the Company’s supply chain (for example, sourcing of medical-grade silicone) or adversely affect the Company’s manufacturing facilities and personnel. Further, trade and/or national security protection policies may be adjusted as a result of the COVID-19 pandemic, such as actions by governments that limit, restrict or prevent the movement of certain goods into a country and/or region, and current U.S./China trade relations may be further exacerbated by the pandemic.

 

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, the Company has 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.

 

e.
Reclassifications

 

Certain reclassifications have been made to prior year amounts to conform to the current year presentation, including those related to discontinued operations following the sale of the miraDry business.

v3.22.2
Discontinued Operations
6 Months Ended
Jun. 30, 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 $0.1 million of TSA fees and cost reimbursements in operating expenses from continuing operations in the condensed consolidated statement of operations for the six months ended June 30, 2022. Since the closing date, 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 condensed consolidated balance sheets. In connection with the accounts receivable support under the TSA, since the closing date the Company received $2.3 million in customer payments and has remitted $2.3 million to the Buyer. As of June 30, 2022, the Company does not have a payable to the Buyer on the condensed 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 additional extension of six months thereafter. During three and six months ended June 30, 2022, the Company recognized $0.3 million and $0.5 million, respectively, of sublease income in general and administrative expenses in the condensed 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):

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Assets of discontinued operations:

 

 

 

 

 

 

Prepaid expenses and other current assets

 

$

4

 

 

$

4

 

Current assets of discontinued operations

 

 

4

 

 

 

4

 

Total assets of discontinued operations

 

$

4

 

 

$

4

 

Liabilities of discontinued operations:

 

 

 

 

 

 

Accounts payable

 

$

6

 

 

$

6

 

Accrued and other current liabilities

 

 

494

 

 

 

494

 

Total liabilities of discontinued operations

 

$

500

 

 

$

500

 

 

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

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Net sales

 

$

 

 

$

4,423

 

 

$

 

 

$

9,347

 

Cost of goods sold

 

 

 

 

 

2,030

 

 

 

 

 

 

4,805

 

Gross profit

 

 

 

 

 

2,393

 

 

 

 

 

 

4,542

 

Operating expenses

 

 

58

 

 

 

1,491

 

 

 

114

 

 

 

1,687

 

Income (loss) from operations of discontinued operations

 

 

(58

)

 

 

902

 

 

 

(114

)

 

 

2,855

 

Other income (expense), net

 

 

 

 

 

(45

)

 

 

 

 

 

(77

)

Income (loss) from discontinued operations before income taxes

 

 

(58

)

 

 

857

 

 

 

(114

)

 

 

2,778

 

Loss on sale of discontinued operations before income taxes

 

 

 

 

 

(2,452

)

 

 

 

 

 

(2,452

)

Total income (loss) from discontinued operations before income taxes

 

 

(58

)

 

 

(1,595

)

 

 

(114

)

 

 

326

 

Income tax expense (benefit)

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from discontinued operations, net of income taxes

 

$

(58

)

 

$

(1,595

)

 

$

(114

)

 

$

326

 

 

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.

v3.22.2
Revenue
6 Months Ended
Jun. 30, 2022
Revenue from Contract with Customer [Abstract]  
Revenue
3.
Revenue

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, which is based on the expected cost plus margin approach. 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 June 30, 2022 were as follows:

 

 

 

Six Months Ended June 30,

 

 

 

2022

 

Balance as of December 31, 2021

 

$

3,237

 

Additions and adjustments

 

 

1,012

 

Revenue recognized

 

 

(369

)

Balance as of June 30, 2022

 

$

3,880

 

 

The liability for the current portion is included in “Accrued and other current liabilities” and the long-term portion is included in “Other liabilities” in the condensed consolidated balance sheets.

 

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 used, 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, 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):

 

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

Beginning balance

 

$

13,399

 

 

$

9,192

 

Addition to reserve for sales activity

 

 

87,033

 

 

 

77,464

 

Actual returns

 

 

(87,184

)

 

 

(74,905

)

Change in estimate of sales returns

 

 

(754

)

 

 

(1,179

)

Ending balance

 

$

12,494

 

 

$

10,572

 

v3.22.2
Fair Value of Financial Instruments
6 Months Ended
Jun. 30, 2022
Fair Value Disclosures [Abstract]  
Fair Value of Financial Instruments
4.
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 is discussed in Note 5. The fair value of the long-term debt is based on the amount of future cash flows associated with the instrument discounted using the Company’s market rate. As of June 30, 2022, the carrying value of the long-term debt was not materially different from the fair value. As of June 30, 2022, the carrying value and fair value of the convertible note were as follows (in thousands):

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Carrying value

 

$

49,110

 

 

$

47,477

 

Fair value

 

$

44,228

 

 

$

42,029

 

v3.22.2
Balance Sheet Components
6 Months Ended
Jun. 30, 2022
Balance Sheet Related Disclosures [Abstract]  
Balance Sheet Components
5.
Balance Sheet Components
a.
Inventories

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

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Raw materials

 

$

1,481

 

 

$

2,109

 

Work in progress

 

 

4,157

 

 

 

4,796

 

Finished goods

 

 

47,163

 

 

 

46,009

 

 

 

$

52,801

 

 

$

52,914

 

 

b.
Property and Equipment

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

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Leasehold improvements

 

$

3,692

 

 

$

2,734

 

Manufacturing equipment and tooling

 

 

10,011

 

 

 

9,922

 

Computer equipment

 

 

1,661

 

 

 

1,672

 

Software

 

 

6,347

 

 

 

6,379

 

Furniture and fixtures

 

 

1,205

 

 

 

1,542

 

 

 

 

22,916

 

 

 

22,249

 

Less accumulated depreciation

 

 

(10,077

)

 

 

(8,251

)

 

 

$

12,839

 

 

$

13,998

 

 

Depreciation expense for the three months ended June 30, 2022 and 2021 was $0.7 million and $0.8 million, respectively. Depreciation expense for both the six months ended June 30, 2022 and 2021 was $1.5 million.

 

c.
Goodwill and Other Intangible Assets, net

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.

The carrying amount of goodwill as of June 30, 2022 and December 31,2021 were as follows (in thousands):

 

 

 

Plastic Surgery

 

Balances as of December 31, 2021

 

 

 

Goodwill

 

 

23,480

 

Accumulated impairment losses

 

 

(14,278

)

Goodwill, net

 

$

9,202

 

Balances as of June 30, 2022

 

 

 

Goodwill

 

 

23,480

 

Accumulated impairment losses

 

 

(14,278

)

Goodwill, net

 

$

9,202

 

 

The components of the Company’s other intangible assets consist of the following (in thousands):

 

 

 

Average

 

 

 

 

 

 

Amortization

 

 

June 30, 2022

 

 

 

Period

 

 

Gross Carrying

 

 

Accumulated

 

 

Intangible

 

 

 

(in years)

 

 

Amount

 

 

Amortization

 

 

Assets, net

 

Intangibles with definite lives

 

 

 

 

 

 

 

 

 

 

 

 

Customer relationships

 

 

10

 

 

$

4,940

 

 

$

(4,359

)

 

$

581

 

Trade names - finite life

 

 

12

 

 

 

800

 

 

 

(422

)

 

 

378

 

Manufacturing know-how

 

 

19

 

 

 

8,240

 

 

 

(2,065

)

 

 

6,175

 

Developed technology

 

 

8

 

 

 

20,660

 

 

 

(1,271

)

 

 

19,389

 

Total definite-lived intangible assets

 

 

 

 

$

34,640

 

 

$

(8,117

)

 

$

26,523

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Intangibles with indefinite lives

 

 

 

 

 

 

 

 

 

 

 

 

Trade names - indefinite life

 

 

 

 

450

 

 

 

 

 

 

450

 

Total indefinite-lived intangible assets

 

 

 

 

$

450

 

 

$

 

 

$

450

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

Trade names - indefinite life

 

 

 

 

450

 

 

 

 

 

 

450

 

Total indefinite-lived intangible assets

 

 

 

 

$

450

 

 

$

 

 

$

450

 

 

Amortization expense for the three months ended June 30, 2022 and 2021 were $0.9 million and $0.3 million, respectively. Amortization expense for the six months ended June 30, 2022 and 2021 was $1.9 million and $0.6 million, respectively. The following table summarizes the future estimated amortization expense relating to the Company's definite-lived intangible assets as of June 30, 2022 (in thousands):

 

 

 

Amortization

 

Period

 

Expense

 

2022

 

$

2,458

 

2023

 

 

3,594

 

2024

 

 

3,449

 

2025

 

 

3,306

 

2026

 

 

3,133

 

Thereafter

 

 

10,583

 

 

 

$

26,523

 

 

d.
Accrued and Other Current Liabilities

Accrued and other current liabilities consist of the following (in thousands):

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Payroll and related expenses

 

$

1,967

 

 

$

1,975

 

Accrued severance

 

 

1,308

 

 

 

248

 

Accrued commissions

 

 

1,771

 

 

 

4,329

 

Accrued bonuses

 

 

1,268

 

 

 

3,213

 

Deferred and contingent consideration, current portion

 

 

2,712

 

 

 

2,431

 

Lease liabilities

 

 

1,581

 

 

 

1,666

 

Other

 

 

6,646

 

 

 

7,436

 

 

 

$

17,253

 

 

$

21,298

 

 

e.
Accrued warranties

The following table provides a rollforward of the accrued assurance-type warranties (in thousands):

 

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

Balance as of January 1

 

$

2,505

 

 

$

1,934

 

Warranty costs incurred during the period

 

 

(266

)

 

 

(109

)

Changes in accrual related to warranties issued during the period

 

 

513

 

 

 

432

 

Changes in accrual related to pre-existing warranties

 

 

12

 

 

 

12

 

Balance as of June 30

 

$

2,764

 

 

$

2,269

 

 

As of June 30, 2022 and 2021, both balances are included in “Warranty reserve” on the condensed consolidated balance sheets.

 

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.

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 grafting products. The significant assumptions utilized in the fair value measurement was the probable retention rate based on historical data and the Company's equity volatility of 108%. 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 20.0%.

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

The following tables present information about the Company’s liabilities that are measured at fair value on a recurring basis as of June 30, 2022 and December 31,2021 and indicate the level of the fair value hierarchy utilized to determine such fair value (in thousands):

 

 

 

Fair Value Measurements as of

 

 

 

June 30, 2022 Using:

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Liability for contingent consideration

 

$

 

 

$

 

 

$

2,805

 

 

$

2,805

 

 

 

$

 

 

$

 

 

$

2,805

 

 

$

2,805

 

 

 

 

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

 

 

(309

)

Balance, June 30, 2022

 

$

2,805

 

 

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 condensed consolidated balance sheets.

v3.22.2
Leases
6 Months Ended
Jun. 30, 2022
Leases [Abstract]  
Leases
6.
Leases

 

Components of lease expense were as follows:

 

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Lease Cost

 

Classification

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Operating lease cost

 

Operating expenses

 

$

437

 

 

$

405

 

 

$

851

 

 

$

834

 

Operating lease cost

 

Inventory

 

 

107

 

 

 

124

 

 

 

221

 

 

 

223

 

Sublease income

 

Operating expenses

 

 

(306

)

 

 

(69

)

 

 

(538

)

 

 

(69

)

Total operating lease cost

 

 

 

$

238

 

 

$

460

 

 

$

534

 

 

$

988

 

Finance lease cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of right-of-use assets

 

Operating expenses

 

 

 

 

 

9

 

 

 

3

 

 

 

18

 

Amortization of right-of-use assets

 

Inventory

 

 

12

 

 

 

12

 

 

 

23

 

 

 

23

 

Interest on lease liabilities

 

Other income (expense), net

 

 

1

 

 

 

2

 

 

 

2

 

 

 

4

 

Total finance lease cost

 

 

 

$

13

 

 

$

23

 

 

$

28

 

 

$

45

 

Total lease cost

 

 

 

$

251

 

 

$

483

 

 

$

562

 

 

$

1,033

 

 

As mentioned above in Note 2, as part of the sale of the miraDry business the Company entered into a sublease agreement whereby the Buyer subleased the miraDry office space in Santa Clara, CA. Further, in January 2022 the Company entered into a sublease agreement to sublease a part of the office space in Santa Barbara, CA for a term of three years. For both the three and six months ended June 30, 2022 and 2021, sublease income was recognized in general and administrative expenses in the condensed consolidated statements of operations.

 

Short-term lease expense for the three and six months ended June 30, 2022 and 2021 was not material.

 

Supplemental cash flow information related to operating and finance leases for the six months ended June 30, 2022 was as follows (in thousands):

 

 

 

2022

 

 

2021

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

Operating cash outflows from operating leases

 

$

892

 

 

$

824

 

Operating cash outflows from finance leases

 

 

27

 

 

 

42

 

Right-of-use assets obtained in exchange for lease obligations:

 

 

 

 

 

 

Operating leases, net of tenant improvement allowances of $1.1 million

 

$

1,542

 

 

$

 

 

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

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Reported as:

 

 

 

 

 

 

Right of use assets, net

 

 

 

 

 

 

Operating lease right-of-use assets

 

$

7,254

 

 

$

6,488

 

Finance lease right-of-use assets

 

 

51

 

 

 

77

 

Total right-of use assets

 

$

7,305

 

 

$

6,565

 

Accrued and other current liabilities

 

 

 

 

 

 

Operating lease liabilities

 

$

1,535

 

 

$

1,595

 

Finance lease liabilities

 

 

46

 

 

 

71

 

Lease liabilities

 

 

 

 

 

 

Operating lease liabilities

 

 

7,486

 

 

 

5,576

 

Finance lease liabilities

 

 

9

 

 

 

28

 

Total lease liabilities

 

$

9,076

 

 

$

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 June 30, 2022, maturities of the Company’s operating and finance lease liabilities and sublease income are as follows (in thousands):

 

Period

 

Operating leases

 

 

Finance leases

 

 

Total

 

 

Sublease income

 

2022

 

$

1,113

 

 

$

27

 

 

$

1,140

 

 

$

(520

)

2023

 

 

2,631

 

 

 

28

 

 

 

2,659

 

 

 

(224

)

2024

 

 

2,371

 

 

 

2

 

 

 

2,373

 

 

 

(231

)

2025

 

 

1,479

 

 

 

 

 

 

1,479

 

 

 

(39

)

2026

 

 

1,450

 

 

 

 

 

 

1,450

 

 

 

 

2027 and thereafter

 

 

2,633

 

 

 

 

 

 

2,633

 

 

 

 

Total lease payments (receipts)

 

$

11,677

 

 

$

57

 

 

$

11,734

 

 

$

(1,014

)

Less imputed interest

 

 

2,656

 

 

 

2

 

 

 

2,658

 

 

 

 

Total lease liabilities

 

$

9,021

 

 

$

55

 

 

$

9,076

 

 

 

 

v3.22.2
Debt
6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Debt
7.
Debt

 

Term Loan and Revolving Loan

 

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.

 

As of June 30, 2022, there was $21.0 million of outstanding principal and $0.3 million of an exit fee payable related to the term loans, reduced by unamortized debt issuance costs of $0.8 million included in "Current portion of long-term debt" and $0.3 million included in “Long-term debt” on the condensed consolidated balance sheets.

 

Also 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.

 

As of June 30, 2022, there were $2.4 million outstanding under the Revolving Loan. As of June 30, 2022, the unamortized debt issuance costs related to the revolving loan was approximately $37,000 and was included in “Other assets” on the condensed consolidated balance sheets.

 

The amortization of debt issuance costs on the term loan and the revolving loan for both the three months ended June 30, 2022 and 2021 were $0.1 million and was included in interest expense in the condensed consolidated statements of operations. The amortization of debt issuance costs on the term loan and the revolving loan for both the six months ended June 30, 2022 and 2021 were $0.3 million and was included in interest expense in the condensed consolidated statements of operations.

The Term Loan and Revolving Loan Agreements include customary affirmative and restrictive covenants and representations and warranties, including a financial covenant for minimum revenues, a financial covenant for minimum cash requirements, a covenant against the occurrence of a “change in control,” financial reporting obligations, and certain limitations on indebtedness, liens, investments, distributions, collateral, mergers or acquisitions, taxes, and deposit accounts. Upon the occurrence of an event of default, a default interest rate of an additional 5.0% may be applied to any outstanding principal balances, and MidCap may declare all outstanding obligations immediately due and payable and take such other actions as set forth in the Credit Agreements. The Company’s obligations under the Credit Agreements are secured by a security interest in substantially all of the Company’s assets.

 

Convertible Note

 

As of June 30, 2022, there was $60.0 million of outstanding principal, reduced by unamortized debt discount and issuance costs of $10.9 million related to the convertible note included in “Long-term debt” on the condensed consolidated balance sheet. The Company amortizes the debt discount and debt issuance costs under the effective interest method over the term of the Note, at a resulting effective interest rate of approximately 12%. For the three months ended June 30, 2022 and 2021, the amortization of the convertible debt discount and issuance costs were $0.8 million and $0.7 million, respectively. For the six months ended June 30, 2022 and 2021, the amortization of the convertible debt discount and issuance costs were $1.6 million and $1.4 million, respectively. Both were included in interest expense in the condensed consolidated statements of operations.

 

Future Principal Payments of Debt

 

The future schedule of principal payments for all outstanding debt as of June 30, 2022 was as follows (in thousands):

 

Fiscal Year

 

 

 

2022

 

$

2,401

 

2023

 

 

14,000

 

2024

 

 

7,000

 

2025

 

 

60,000

 

Total

 

$

83,401

 

v3.22.2
Stockholders' Equity
6 Months Ended
Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]  
Stockholders' Equity
8.
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 June 30, 2022 and December 31, 2021, the Company had no preferred stock issued or outstanding.

b. Stock Option Plans

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.

As of June 30, 2022, a total of 1,866,579 shares of the Company’s common stock were available for issuance under the 2014 Plan. As of June 30, 2022, inducement grants for 2,342,893 shares of common stock have been awarded, and 312,943 shares of common stock were available for future issuance under the Inducement Plan.

Options under 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 not be 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. Additionally, options have been granted to certain key executives that vest upon achievement of performance conditions based on performance targets as defined by the board of directors, which have included net sales targets and defined corporate objectives over the performance period with possible payout ranging from 0% to 100% of the target 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, 2021

 

 

1,703,963

 

 

$

4.75

 

 

 

5.41

 

Granted

 

 

150,000

 

 

 

 

 

 

 

Forfeited

 

 

(73,637

)

 

 

5.10

 

 

 

 

Balances at June 30, 2022

 

 

1,780,326

 

 

$

4.34

 

 

 

5.51

 

 

 

For stock-based awards the Company recognizes compensation expense based on the grant date fair value using the Black-Scholes option valuation model. Stock-based compensation expense related to stock options for both the three and six months ended June 30, 2022 and 2021 were $0.2 million and $0.3 million, respectively. As of June 30, 2022, unrecognized compensation costs related to stock options was $1.5 million.

c. Restricted Stock Units

The Company has issued restricted stock unit awards, or RSUs, under the 2014 Plan and the Inducement Plan. The RSUs issued to employees generally vest on a straight-line basis annually over a 3-year requisite service period. RSUs issued to non-employees 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, 2021

 

 

2,799,552

 

 

$

8.11

 

Granted

 

 

3,333,797

 

 

 

2.22

 

Vested

 

 

(596,101

)

 

 

5.46

 

Forfeited

 

 

(167,383

)

 

 

 

Balances at June 30, 2022

 

 

5,369,865

 

 

$

5.00

 

 

Stock-based compensation expense for RSUs for the three months ended June 30, 2022 and 2021 was $1.8 million and $2.3 million, respectively. Stock-based compensation expense for RSUs for the six months ended June 30, 2022 and 2021 was $3.7 million and $5.2 million, respectively. As of June 30, 2022, there was $11.4 million of total unrecognized compensation costs related to non-vested RSU awards. The cost is expected to be recognized over a weighted average period of approximately 2.09 years.

d. 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 for 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. 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 purchase date. A total of 255,500 shares of common stock were initially reserved for issuance under the ESPP, subject to certain annual increases.

During the six months ended June 30, 2022, employees purchased 139,574 shares of common stock at a weighted average price of $2.36 per share. As of June 30, 2022, the number of shares of common stock available for future issuance for the ESPP was 1,735,734.

The Company estimated the fair value of employee stock purchase rights using the Black-Scholes model. Stock-based compensation expense related to the ESPP was $0.2 million for both the three months ended June 30, 2022 and 2021. Stock-based compensation expense related to the ESPP was $0.3 million for both the six months ended June 30, 2022 and 2021.

v3.22.2
Net Loss Per Share
6 Months Ended
Jun. 30, 2022
Earnings Per Share [Abstract]  
Earnings (Loss) Per Share
9.
Net Loss Per Share

Basic net loss per share attributable to common stockholders is computed by dividing net loss by the weighted average number of common shares outstanding during each period. Diluted net loss per share is computed by dividing net loss available to common stockholders by the weighted average number of common shares and dilutive potential common share equivalents then outstanding, to the extent they are dilutive. Potential dilutive shares consist of shares that could occur if securities or other contracts to issue common stock were exercised or converted into common stock. Dilutive net loss per share is the same as basic net loss per share for all periods presented because the effects of potentially dilutive items were anti-dilutive.

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Loss from continuing operations

 

$

(18,246

)

 

 

$

(18,539

)

 

$

(36,231

)

 

$

(75,150

)

Income (loss) from discontinued operations, net of income taxes

 

 

(58

)

 

 

 

(1,595

)

 

 

(114

)

 

 

326

 

Net loss

 

$

(18,304

)

 

 

$

(20,134

)

 

$

(36,345

)

 

$

(74,824

)

Weighted average common shares outstanding, basic and diluted

 

 

62,649,540

 

 

 

 

57,647,883

 

 

 

62,493,559

 

 

 

56,003,274

 

Basic and diluted net loss per share attributable to common stockholders

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

(0.29

)

 

 

$

(0.32

)

 

$

(0.58

)

 

$

(1.34

)

Discontinued operations

 

 

(0.00

)

 

 

 

(0.03

)

 

 

(0.00

)

 

 

(0.00

)

Basic and diluted net loss per share

 

$

(0.29

)

 

 

$

(0.35

)

 

$

(0.58

)

 

$

(1.34

)

 

The Company excluded the following weighted average potentially dilutive securities, outstanding for the three and six months ended June 30, 2022 and 2021, from the computation of diluted net loss per share attributable to common stockholders for the three and six months ended June 30, 2022 and 2021 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods.

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Stock issuable upon conversion of convertible note

 

 

14,634,146

 

 

 

14,634,146

 

 

 

14,634,146

 

 

 

14,634,146

 

Stock options to purchase common stock

 

 

 

 

 

1,579,957

 

 

 

2,503

 

 

 

1,625,075

 

Unvested RSUs

 

 

3,979,268

 

 

 

2,203,743

 

 

 

3,199,202

 

 

 

1,884,130

 

 

 

 

18,613,414

 

 

 

18,417,846

 

 

 

17,835,851

 

 

 

18,143,351

 

v3.22.2
Income Taxes
6 Months Ended
Jun. 30, 2022
Income Tax Disclosure [Abstract]  
Income Taxes
10.
Income Taxes

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. The Company had no tax expense for both the three and six months ended June 30, 2022 and 2021.

v3.22.2
Commitments and Contingencies
6 Months Ended
Jun. 30, 2022
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

The Company is subject to claims and assessment 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. A second amended complaint was filed on November 19, 2021. On December 3, 2021 the Company filed a renewed motion for demurrer as to all plaintiffs based on the recent FDA labelling updates on BIA-ALCL warnings. On January 5, 2022 the Company filed a demurrer to the second amended complaint as to plaintiff Craft and otherwise filed an Answer denying the remaining plaintiff's claims and asserting affirmative defenses. The Company's renewed demurrer as to all plaintiffs, and demurrer as to Craft is scheduled for oral argument on September 20, 2022. 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. As a result of these developments, the Company determined a probable loss had been incurred and recorded $1.6 million of legal settlement expenses within general and administrative expense in the condensed consolidated statement of operations for the six months ended June 30, 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 plaintiff filed a motion for reconsideration of the Court’s order. The Company opposed that motion on April 11, 2022.

v3.22.2
Summary of Significant Accounting Policies (Policies)
6 Months Ended
Jun. 30, 2022
Accounting Policies [Abstract]  
Basis of Presentation
a.
Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of Sientra, Inc. (“Sientra”, the “Company”, “we”, “our”, or “us”) in this Quarterly Report on Form 10-Q have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and the rules and regulations of the U.S. Securities and Exchange Commission, or SEC. Accordingly, they do not include certain footnotes and financial presentations normally required under accounting principles generally accepted in the United States of America for complete financial reporting. The interim financial information is unaudited, but reflects all normal adjustments and accruals which are, in the opinion of management, considered necessary to provide a fair presentation for the interim periods presented. The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 filed with the SEC on March 31, 2022, or the Annual Report. The results for the three and six months ended June 30, 2022 are not necessarily indicative of results to be expected for the year ending December 31, 2022, any other interim periods, or any future year or period.

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 unaudited condensed consolidated financial statements have all been revised to reflect continuing operations only. 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 accompanying unaudited condensed 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 continue in operation one year after the date these financial statements are issued and 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 condensed 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 control of the Company as of the date the condensed 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 the Company anticipates that losses will continue in the near term. During the six months ended June 30, 2022, the Company incurred net losses of $36.3 million and used $31.0 million of cash in operations. As of June 30, 2022, the Company had cash and cash equivalents of $25.0 million, with the ability to receive $14.0 million on the term loan pursuant to the credit agreement with MidCap Financial Trust. These conditions raise substantial doubt about the Company's

ability to continue as a going concern for a period of at least one year from the date of issuance of these unaudited condensed consolidated financial statements.

 

In an effort to alleviate these conditions, management is currently evaluating various funding alternatives to improve liquidity and may seek to raise additional capital from the sale of equity securities and incremental debt financing. 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 debt and 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 unaudited condensed 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.

Liquidity and Going Concern
b.
Liquidity and Going Concern

 

The accompanying unaudited condensed 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 continue in operation one year after the date these financial statements are issued and 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 condensed 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 control of the Company as of the date the condensed 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 the Company anticipates that losses will continue in the near term. During the six months ended June 30, 2022, the Company incurred net losses of $36.3 million and used $31.0 million of cash in operations. As of June 30, 2022, the Company had cash and cash equivalents of $25.0 million, with the ability to receive $14.0 million on the term loan pursuant to the credit agreement with MidCap Financial Trust. These conditions raise substantial doubt about the Company's

ability to continue as a going concern for a period of at least one year from the date of issuance of these unaudited condensed consolidated financial statements.

 

In an effort to alleviate these conditions, management is currently evaluating various funding alternatives to improve liquidity and may seek to raise additional capital from the sale of equity securities and incremental debt financing. 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 debt and 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 unaudited condensed 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.

Recent Accounting Pronouncements
c.
Recent Accounting Pronouncements

 

Recently Adopted 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 by Topic 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 adopted the applicable amendments within ASU 2020-04 prospectively in the second quarter of 2022 and there was no material impact on its condensed consolidated financial statements from the adoption.

 

Recently Issued 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 is currently evaluating the impact that adoption of the standard will have on the condensed consolidated financial statements.

Risks and Uncertainties
d.
Risks and Uncertainties

 

As an aesthetics company, surgical procedures involving the Company’s breast products are susceptible to local and national government restrictions, such as social distancing, vaccination requirements, “shelter in place” orders and business closures. In addition, some treatment facilities have reduced staffing and postponed certain non-emergency procedures in response to COVID-19 or diverted resources to treat those patients with COVID-19. The Company anticipates that an increase a continuing shortage in staff, especially nurses, at hospitals across the U.S. due to the impact of COVID-19 may also lower number of non-emergency procedures performed. The inability or limited ability to perform such non-emergency procedures and patients electing to postpone elective aesthetics procedures due to the pandemic significantly harmed the Company’s revenues since the second quarter of 2020 and continued to harm the Company’s revenues during the six months ended June 30, 2022. While many states have lifted certain restrictions on non-emergency procedures and procedural volume rates for non-emergency procedures have been recovering, the Company will likely continue to experience future harm to its revenues while existing or new restrictions remain in place. It is not possible to accurately predict the length or severity of the COVID-19 pandemic or the impact on the Company’s business, including the timing for a broad and sustained ability to perform non-emergency procedures involving the Company’s products. The Company continues 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.

 

Further, the spread of COVID-19 has caused the Company to modify workforce practices, and the Company may take further actions determined to be in the best interests of the Company’s employees or as required by governments. The continued spread of COVID-19, or another infectious disease, and other geopolitical conditions, could also result in delays or disruptions in the Company’s supply chain (for example, sourcing of medical-grade silicone) or adversely affect the Company’s manufacturing facilities and personnel. Further, trade and/or national security protection policies may be adjusted as a result of the COVID-19 pandemic, such as actions by governments that limit, restrict or prevent the movement of certain goods into a country and/or region, and current U.S./China trade relations may be further exacerbated by the pandemic.

 

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, the Company has 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
e.
Reclassifications

 

Certain reclassifications have been made to prior year amounts to conform to the current year presentation, including those related to discontinued operations following the sale of the miraDry business.

v3.22.2
Discontinued Operations (Tables)
6 Months Ended
Jun. 30, 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):

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Assets of discontinued operations:

 

 

 

 

 

 

Prepaid expenses and other current assets

 

$

4

 

 

$

4

 

Current assets of discontinued operations

 

 

4

 

 

 

4

 

Total assets of discontinued operations

 

$

4

 

 

$

4

 

Liabilities of discontinued operations:

 

 

 

 

 

 

Accounts payable

 

$

6

 

 

$

6

 

Accrued and other current liabilities

 

 

494

 

 

 

494

 

Total liabilities of discontinued operations

 

$

500

 

 

$

500

 

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

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Net sales

 

$

 

 

$

4,423

 

 

$

 

 

$

9,347

 

Cost of goods sold

 

 

 

 

 

2,030

 

 

 

 

 

 

4,805

 

Gross profit

 

 

 

 

 

2,393

 

 

 

 

 

 

4,542

 

Operating expenses

 

 

58

 

 

 

1,491

 

 

 

114

 

 

 

1,687

 

Income (loss) from operations of discontinued operations

 

 

(58

)

 

 

902

 

 

 

(114

)

 

 

2,855

 

Other income (expense), net

 

 

 

 

 

(45

)

 

 

 

 

 

(77

)

Income (loss) from discontinued operations before income taxes

 

 

(58

)

 

 

857

 

 

 

(114

)

 

 

2,778

 

Loss on sale of discontinued operations before income taxes

 

 

 

 

 

(2,452

)

 

 

 

 

 

(2,452

)

Total income (loss) from discontinued operations before income taxes

 

 

(58

)

 

 

(1,595

)

 

 

(114

)

 

 

326

 

Income tax expense (benefit)

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) from discontinued operations, net of income taxes

 

$

(58

)

 

$

(1,595

)

 

$

(114

)

 

$

326

 

v3.22.2
Revenue (Tables)
6 Months Ended
Jun. 30, 2022
Revenue from Contract with Customer [Abstract]  
Schedule of Rollforward of Sales Return Liability

The liability for unsatisfied performance obligations under the service warranty as of June 30, 2022 were as follows:

 

 

 

Six Months Ended June 30,

 

 

 

2022

 

Balance as of December 31, 2021

 

$

3,237

 

Additions and adjustments

 

 

1,012

 

Revenue recognized

 

 

(369

)

Balance as of June 30, 2022

 

$

3,880

 

Schedule of Liability for Unsatisfied Performance Obligations Under Service Warranty The following table provides a rollforward of the sales return liability (in thousands):

 

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

Beginning balance

 

$

13,399

 

 

$

9,192

 

Addition to reserve for sales activity

 

 

87,033

 

 

 

77,464

 

Actual returns

 

 

(87,184

)

 

 

(74,905

)

Change in estimate of sales returns

 

 

(754

)

 

 

(1,179

)

Ending balance

 

$

12,494

 

 

$

10,572

 

v3.22.2
Fair Value of Financial Instruments (Tables)
6 Months Ended
Jun. 30, 2022
Fair Value Disclosures [Abstract]  
Schedule of Carrying Value and Fair Value of Convertible Note As of June 30, 2022, the carrying value of the long-term debt was not materially different from the fair value. As of June 30, 2022, the carrying value and fair value of the convertible note were as follows (in thousands):

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Carrying value

 

$

49,110

 

 

$

47,477

 

Fair value

 

$

44,228

 

 

$

42,029

 

v3.22.2
Balance Sheet Components (Tables)
6 Months Ended
Jun. 30, 2022
Balance Sheet Related Disclosures [Abstract]  
Schedule of inventories, net

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

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Raw materials

 

$

1,481

 

 

$

2,109

 

Work in progress

 

 

4,157

 

 

 

4,796

 

Finished goods

 

 

47,163

 

 

 

46,009

 

 

 

$

52,801

 

 

$

52,914

 

Schedule of property and equipment, net

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

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Leasehold improvements

 

$

3,692

 

 

$

2,734

 

Manufacturing equipment and tooling

 

 

10,011

 

 

 

9,922

 

Computer equipment

 

 

1,661

 

 

 

1,672

 

Software

 

 

6,347

 

 

 

6,379

 

Furniture and fixtures

 

 

1,205

 

 

 

1,542

 

 

 

 

22,916

 

 

 

22,249

 

Less accumulated depreciation

 

 

(10,077

)

 

 

(8,251

)

 

 

$

12,839

 

 

$

13,998

 

Schedule of Carrying Amount of Goodwill

The carrying amount of goodwill as of June 30, 2022 and December 31,2021 were as follows (in thousands):

 

 

 

Plastic Surgery

 

Balances as of December 31, 2021

 

 

 

Goodwill

 

 

23,480

 

Accumulated impairment losses

 

 

(14,278

)

Goodwill, net

 

$

9,202

 

Balances as of June 30, 2022

 

 

 

Goodwill

 

 

23,480

 

Accumulated impairment losses

 

 

(14,278

)

Goodwill, net

 

$

9,202

 

Schedule of Other Intangible assets

The components of the Company’s other intangible assets consist of the following (in thousands):

 

 

 

Average

 

 

 

 

 

 

Amortization

 

 

June 30, 2022

 

 

 

Period

 

 

Gross Carrying

 

 

Accumulated

 

 

Intangible

 

 

 

(in years)

 

 

Amount

 

 

Amortization

 

 

Assets, net

 

Intangibles with definite lives

 

 

 

 

 

 

 

 

 

 

 

 

Customer relationships

 

 

10

 

 

$

4,940

 

 

$

(4,359

)

 

$

581

 

Trade names - finite life

 

 

12

 

 

 

800

 

 

 

(422

)

 

 

378

 

Manufacturing know-how

 

 

19

 

 

 

8,240

 

 

 

(2,065

)

 

 

6,175

 

Developed technology

 

 

8

 

 

 

20,660

 

 

 

(1,271

)

 

 

19,389

 

Total definite-lived intangible assets

 

 

 

 

$

34,640

 

 

$

(8,117

)

 

$

26,523

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Intangibles with indefinite lives

 

 

 

 

 

 

 

 

 

 

 

 

Trade names - indefinite life

 

 

 

 

450

 

 

 

 

 

 

450

 

Total indefinite-lived intangible assets

 

 

 

 

$

450

 

 

$

 

 

$

450

 

 

 

 

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

 

 

 

 

 

 

 

 

 

 

 

 

Trade names - indefinite life

 

 

 

 

450

 

 

 

 

 

 

450

 

Total indefinite-lived intangible assets

 

 

 

 

$

450

 

 

$

 

 

$

450

 

Schedule of Future Estimated Amortization Expense The following table summarizes the future estimated amortization expense relating to the Company's definite-lived intangible assets as of June 30, 2022 (in thousands):

 

 

 

Amortization

 

Period

 

Expense

 

2022

 

$

2,458

 

2023

 

 

3,594

 

2024

 

 

3,449

 

2025

 

 

3,306

 

2026

 

 

3,133

 

Thereafter

 

 

10,583

 

 

 

$

26,523

 

Schedule of accrued and other current liabilities

Accrued and other current liabilities consist of the following (in thousands):

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Payroll and related expenses

 

$

1,967

 

 

$

1,975

 

Accrued severance

 

 

1,308

 

 

 

248

 

Accrued commissions

 

 

1,771

 

 

 

4,329

 

Accrued bonuses

 

 

1,268

 

 

 

3,213

 

Deferred and contingent consideration, current portion

 

 

2,712

 

 

 

2,431

 

Lease liabilities

 

 

1,581

 

 

 

1,666

 

Other

 

 

6,646

 

 

 

7,436

 

 

 

$

17,253

 

 

$

21,298

 

Schedule of rollforward of the accrued assurance-type warrantie

The following table provides a rollforward of the accrued assurance-type warranties (in thousands):

 

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

Balance as of January 1

 

$

2,505

 

 

$

1,934

 

Warranty costs incurred during the period

 

 

(266

)

 

 

(109

)

Changes in accrual related to warranties issued during the period

 

 

513

 

 

 

432

 

Changes in accrual related to pre-existing warranties

 

 

12

 

 

 

12

 

Balance as of June 30

 

$

2,764

 

 

$

2,269

 

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 June 30, 2022 and December 31,2021 and indicate the level of the fair value hierarchy utilized to determine such fair value (in thousands):

 

 

 

Fair Value Measurements as of

 

 

 

June 30, 2022 Using:

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Liability for contingent consideration

 

$

 

 

$

 

 

$

2,805

 

 

$

2,805

 

 

 

$

 

 

$

 

 

$

2,805

 

 

$

2,805

 

 

 

 

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

 

 

(309

)

Balance, June 30, 2022

 

$

2,805

 

v3.22.2
Leases (Tables)
6 Months Ended
Jun. 30, 2022
Leases [Abstract]  
Components of Lease Expense

Components of lease expense were as follows:

 

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Lease Cost

 

Classification

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Operating lease cost

 

Operating expenses

 

$

437

 

 

$

405

 

 

$

851

 

 

$

834

 

Operating lease cost

 

Inventory

 

 

107

 

 

 

124

 

 

 

221

 

 

 

223

 

Sublease income

 

Operating expenses

 

 

(306

)

 

 

(69

)

 

 

(538

)

 

 

(69

)

Total operating lease cost

 

 

 

$

238

 

 

$

460

 

 

$

534

 

 

$

988

 

Finance lease cost

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization of right-of-use assets

 

Operating expenses

 

 

 

 

 

9

 

 

 

3

 

 

 

18

 

Amortization of right-of-use assets

 

Inventory

 

 

12

 

 

 

12

 

 

 

23

 

 

 

23

 

Interest on lease liabilities

 

Other income (expense), net

 

 

1

 

 

 

2

 

 

 

2

 

 

 

4

 

Total finance lease cost

 

 

 

$

13

 

 

$

23

 

 

$

28

 

 

$

45

 

Total lease cost

 

 

 

$

251

 

 

$

483

 

 

$

562

 

 

$

1,033

 

Supplemental Cash Flow Information Related to Operating and Finance Leases

Supplemental cash flow information related to operating and finance leases for the six months ended June 30, 2022 was as follows (in thousands):

 

 

 

2022

 

 

2021

 

Cash paid for amounts included in the measurement of lease liabilities:

 

 

 

 

 

 

Operating cash outflows from operating leases

 

$

892

 

 

$

824

 

Operating cash outflows from finance leases

 

 

27

 

 

 

42

 

Right-of-use assets obtained in exchange for lease obligations:

 

 

 

 

 

 

Operating leases, net of tenant improvement allowances of $1.1 million

 

$

1,542

 

 

$

 

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):

 

 

 

June 30,

 

 

December 31,

 

 

 

2022

 

 

2021

 

Reported as:

 

 

 

 

 

 

Right of use assets, net

 

 

 

 

 

 

Operating lease right-of-use assets

 

$

7,254

 

 

$

6,488

 

Finance lease right-of-use assets

 

 

51

 

 

 

77

 

Total right-of use assets

 

$

7,305

 

 

$

6,565

 

Accrued and other current liabilities

 

 

 

 

 

 

Operating lease liabilities

 

$

1,535

 

 

$

1,595

 

Finance lease liabilities

 

 

46

 

 

 

71

 

Lease liabilities

 

 

 

 

 

 

Operating lease liabilities

 

 

7,486

 

 

 

5,576

 

Finance lease liabilities

 

 

9

 

 

 

28

 

Total lease liabilities

 

$

9,076

 

 

$

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 June 30, 2022, maturities of the Company’s operating and finance lease liabilities and sublease income are as follows (in thousands):

 

Period

 

Operating leases

 

 

Finance leases

 

 

Total

 

 

Sublease income

 

2022

 

$

1,113

 

 

$

27

 

 

$

1,140

 

 

$

(520

)

2023

 

 

2,631

 

 

 

28

 

 

 

2,659

 

 

 

(224

)

2024

 

 

2,371

 

 

 

2

 

 

 

2,373

 

 

 

(231

)

2025

 

 

1,479

 

 

 

 

 

 

1,479

 

 

 

(39

)

2026

 

 

1,450

 

 

 

 

 

 

1,450

 

 

 

 

2027 and thereafter

 

 

2,633

 

 

 

 

 

 

2,633

 

 

 

 

Total lease payments (receipts)

 

$

11,677

 

 

$

57

 

 

$

11,734

 

 

$

(1,014

)

Less imputed interest

 

 

2,656

 

 

 

2

 

 

 

2,658

 

 

 

 

Total lease liabilities

 

$

9,021

 

 

$

55

 

 

$

9,076

 

 

 

 

v3.22.2
Debt (Tables)
6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Schedule of Future Principal Payments for Outstanding Debt

The future schedule of principal payments for all outstanding debt as of June 30, 2022 was as follows (in thousands):

 

Fiscal Year

 

 

 

2022

 

$

2,401

 

2023

 

 

14,000

 

2024

 

 

7,000

 

2025

 

 

60,000

 

Total

 

$

83,401

 

v3.22.2
Stockholders' Equity (Tables)
6 Months Ended
Jun. 30, 2022
Share-Based Payment Arrangement [Abstract]  
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, 2021

 

 

1,703,963

 

 

$

4.75

 

 

 

5.41

 

Granted

 

 

150,000

 

 

 

 

 

 

 

Forfeited

 

 

(73,637

)

 

 

5.10

 

 

 

 

Balances at June 30, 2022

 

 

1,780,326

 

 

$

4.34

 

 

 

5.51

 

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, 2021

 

 

2,799,552

 

 

$

8.11

 

Granted

 

 

3,333,797

 

 

 

2.22

 

Vested

 

 

(596,101

)

 

 

5.46

 

Forfeited

 

 

(167,383

)

 

 

 

Balances at June 30, 2022

 

 

5,369,865

 

 

$

5.00

 

v3.22.2
Net Loss Per Share (Tables)
6 Months Ended
Jun. 30, 2022
Earnings Per Share [Abstract]  
Schedule of net loss per share, basic and diluted

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Loss from continuing operations

 

$

(18,246

)

 

 

$

(18,539

)

 

$

(36,231

)

 

$

(75,150

)

Income (loss) from discontinued operations, net of income taxes

 

 

(58

)

 

 

 

(1,595

)

 

 

(114

)

 

 

326

 

Net loss

 

$

(18,304

)

 

 

$

(20,134

)

 

$

(36,345

)

 

$

(74,824

)

Weighted average common shares outstanding, basic and diluted

 

 

62,649,540

 

 

 

 

57,647,883

 

 

 

62,493,559

 

 

 

56,003,274

 

Basic and diluted net loss per share attributable to common stockholders

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing operations

 

$

(0.29

)

 

 

$

(0.32

)

 

$

(0.58

)

 

$

(1.34

)

Discontinued operations

 

 

(0.00

)

 

 

 

(0.03

)

 

 

(0.00

)

 

 

(0.00

)

Basic and diluted net loss per share

 

$

(0.29

)

 

 

$

(0.35

)

 

$

(0.58

)

 

$

(1.34

)

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

The Company excluded the following weighted average potentially dilutive securities, outstanding for the three and six months ended June 30, 2022 and 2021, from the computation of diluted net loss per share attributable to common stockholders for the three and six months ended June 30, 2022 and 2021 because they had an anti-dilutive impact due to the net loss attributable to common stockholders incurred for the periods.

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Stock issuable upon conversion of convertible note

 

 

14,634,146

 

 

 

14,634,146

 

 

 

14,634,146

 

 

 

14,634,146

 

Stock options to purchase common stock

 

 

 

 

 

1,579,957

 

 

 

2,503

 

 

 

1,625,075

 

Unvested RSUs

 

 

3,979,268

 

 

 

2,203,743

 

 

 

3,199,202

 

 

 

1,884,130

 

 

 

 

18,613,414

 

 

 

18,417,846

 

 

 

17,835,851

 

 

 

18,143,351

 

v3.22.2
Summary of Significant Accounting Policies (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2021
Mar. 31, 2021
Jun. 30, 2022
Jun. 30, 2021
Dec. 31, 2021
Summary Of Significant Accounting Policies [Line Items]              
Cash and cash equivalents $ 24,990   $ 82,417   $ 24,990 $ 82,417 $ 51,772
Incurred net losses (18,304) $ (18,041) $ (20,134) $ (54,690) (36,345) (74,824)  
Cash used in operation         (30,959) $ (15,102)  
Term loan pursuant to the credit agreement 14,000       14,000    
Going Concern              
Summary Of Significant Accounting Policies [Line Items]              
Cash and cash equivalents $ 25,000       25,000    
Incurred net losses         (36,300)    
Cash used in operation         $ 31,000    
v3.22.2
Discontinued Operations (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2022
Dec. 31, 2021
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]      
Receivable $ 36,298 $ 36,298 $ 33,105
Accounts payable 7,297 7,297 $ 7,402
Sublease Income 300 500  
Transition Services Agreement      
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]      
TSA fees and cost reimbursements in operating expenses from continuing operations   100  
Payments relating to the TSA services   300  
Receivable relating to TSA services   2,300  
Remittance relating to TSA services   $ 2,300  
Sublease Agreement      
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]      
Sublease term initial period   6 months  
Other Current Assets | Transition Services Agreement      
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items]      
Receivable $ 100 $ 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  
v3.22.2
Discontinued Operations - Summary of Aggregate Carrying Amounts of Major Classes of Assets and Liabilities of Discontinued Operations (Details) - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Assets of discontinued operations:    
Prepaid expenses and other current assets $ 4 $ 4
Current assets of discontinued operations 4 4
Total assets of discontinued operations 4 4
Liabilities of discontinued operations:    
Accounts payable 6 6
Accrued and other current liabilities 494 494
Total liabilities of discontinued operations $ 500 $ 500
v3.22.2
Discontinued Operations - Summary of Information Regarding the Results of Discontinued Operations (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Discontinued Operation, Income (Loss) from Discontinued Operation Disclosures [Abstract]        
Net sales $ 0 $ 4,423 $ 0 $ 9,347
Cost of goods sold 0 2,030 0 4,805
Gross profit 0 2,393 0 4,542
Operating expenses 58 1,491 114 1,687
Income (loss) from operations of discontinued operations (58) 902 (114) 2,855
Other income (expense), net 0 (45) 0 (77)
Income (loss) from discontinued operations before income taxes (58) 857 (114) 2,778
Loss on sale of discontinued operations before income taxes 0 (2,452) 0 (2,452)
Total income (loss) from discontinued operations before income taxes (58) (1,595) (114) 326
Income tax expense (benefit) 0 0 0 0
Income (loss) from discontinued operations, net of income taxes $ (58) $ (1,595) $ (114) $ 326
v3.22.2
Revenue (Details 1) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01
Jun. 30, 2022
Product Replacement  
Revenue From Contracts With Customers [Line Items]  
Performance obligation satisfying period 20 years
Breast Products and Consumable miraDry products  
Revenue From Contracts With Customers [Line Items]  
Performance obligation satisfying period 30 days
Maximum | Financial Assistance  
Revenue From Contracts With Customers [Line Items]  
Performance obligation satisfying period 24 months
Minimum | Financial Assistance  
Revenue From Contracts With Customers [Line Items]  
Performance obligation satisfying period 3 months
v3.22.2
Revenue (Details)
6 Months Ended
Jun. 30, 2022
Change in Contract with Customer, Liability [Abstract]  
Period for sales return 6 months
v3.22.2
Revenue - Schedule of Liability for Unsatisfied Performance Obligations Under Service Warranty and Deliverables Under Certain Marketing Programs (Details)
$ in Thousands
6 Months Ended
Jun. 30, 2022
USD ($)
Change in Contract with Customer, Liability [Abstract]  
Balance as of December 31, 2021 $ 3,237
Additions and adjustments 1,012
Revenue recognized (369)
Balance as of June 30, 2022 $ 3,880
v3.22.2
Revenue - Schedule of Rollforward of Sales Return Liability (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Revenue Recognition [Abstract]    
Beginning balance $ 13,399 $ 9,192
Addition to reserve for sales activity 87,033 77,464
Actual returns (87,184) (74,905)
Change in estimate of sales returns (754) (1,179)
Ending balance $ 12,494 $ 10,572
v3.22.2
Fair Value of Financial Instruments - Schedule of Carrying Value and Fair Value of Convertible Note (Details) - Convertible Note - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Debt Instrument [Line Items]    
Carrying Value $ 49,110 $ 47,477
Fair Value $ 44,228 $ 42,029
v3.22.2
Balance Sheet Components (Inventories) (Details) - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Balance Sheet Related Disclosures [Abstract]    
Raw materials $ 1,481 $ 2,109
Work in progress 4,157 4,796
Finished goods 47,163 46,009
Inventory, net $ 52,801 $ 52,914
v3.22.2
Balance Sheet Components (PPE) (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Dec. 31, 2021
Property Plant And Equipment [Line Items]          
Property and equipment, gross $ 22,916   $ 22,916   $ 22,249
Less accumulated depreciation (10,077)   (10,077)   (8,251)
Property and equipment, net 12,839   12,839   13,998
Depreciation expense 700 $ 800 1,500 $ 1,500  
Leasehold improvements          
Property Plant And Equipment [Line Items]          
Property and equipment, gross 3,692   3,692   2,734
Manufacturing equipment and toolings          
Property Plant And Equipment [Line Items]          
Property and equipment, gross 10,011   10,011   9,922
Computer equipment          
Property Plant And Equipment [Line Items]          
Property and equipment, gross 1,661   1,661   1,672
Software          
Property Plant And Equipment [Line Items]          
Property and equipment, gross 6,347   6,347   6,379
Furniture and fixtures          
Property Plant And Equipment [Line Items]          
Property and equipment, gross $ 1,205   $ 1,205   $ 1,542
v3.22.2
Balance Sheet Components - Schedule of Carrying Amount of Goodwill (Details) - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Goodwill and intangible assets    
Goodwill, net $ 9,202 $ 9,202
Plastic Surgery    
Goodwill and intangible assets    
Goodwill 23,480 23,480
Accumulated impairment losses (14,278) (14,278)
Goodwill, net $ 9,202 $ 9,202
v3.22.2
Balance Sheet Components - Components of Other Intangible Assets (Details) - USD ($)
$ in Thousands
6 Months Ended 12 Months Ended
Jun. 30, 2022
Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]    
Gross Carrying Amount $ 34,640 $ 34,580
Accumulated Amortization (8,117) (6,265)
Intangible Assets, net 26,523 28,315
Indefinite-lived intangible assets $ 450 $ 450
Customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Average Amortization Period 10 years 10 years
Gross Carrying Amount $ 4,940 $ 4,940
Accumulated Amortization (4,359) (4,224)
Intangible Assets, net $ 581 $ 716
Trade name    
Finite-Lived Intangible Assets [Line Items]    
Average Amortization Period 12 years 12 years
Gross Carrying Amount $ 800 $ 800
Accumulated Amortization (422) (389)
Intangible Assets, net 378 411
Indefinite-lived intangible assets $ 450 $ 450
Manufacturing know-how    
Finite-Lived Intangible Assets [Line Items]    
Average Amortization Period 19 years 19 years
Gross Carrying Amount $ 8,240 $ 8,240
Accumulated Amortization (2,065) (1,652)
Intangible Assets, net $ 6,175 $ 6,588
Developed Technology    
Finite-Lived Intangible Assets [Line Items]    
Average Amortization Period 8 years 8 years
Gross Carrying Amount $ 20,660 $ 20,600
Accumulated Amortization (1,271) 0
Intangible Assets, net $ 19,389 $ 20,600
v3.22.2
Balance Sheet Components (Goodwill and Other Intangible Assets) (Details) - USD ($)
$ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Other intangible assets        
Amortization expense $ 0.9 $ 0.3 $ 1.9 $ 0.6
v3.22.2
Balance Sheet Components - Schedule of Future Estimated Amortization Expense (Details)
$ in Thousands
Jun. 30, 2022
USD ($)
Estimated amortization expense  
2022 $ 2,458
2023 3,594
2024 3,449
2025 3,306
2026 3,133
Thereafter 10,583
Total amortization $ 26,523
v3.22.2
Balance Sheet Components (Accrued liabilities) (Details) - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Accrued and other current liabilities    
Payroll and related expenses $ 1,967 $ 1,975
Accrued severance 1,308 248
Accrued commissions 1,771 4,329
Accrued bonuses 1,268 3,213
Deferred and contingent consideration, current portion 2,712 2,431
Lease liabilities 1,581 1,666
Other 6,646 7,436
Total $ 17,253 $ 21,298
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Accrued and Other Current Liabilities Accrued and Other Current Liabilities
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] Accrued and Other Current Liabilities Accrued and Other Current Liabilities
v3.22.2
Balance Sheet Components - Schedule of rollforward of the accrued assurance-type warranties (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Beginning Balance $ 2,505 $ 1,934
Warranty costs incurred during the period (266) (109)
Changes in accrual related to warranties issued during the period 513 432
Changes in accrual related to pre-existing warranties 12 12
Ending Balance $ 2,764 $ 2,269
Monte-Carlo Simulation Model | Measurement Input, Volatility Rate    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Assumption for Fair Value of Interests Continued to be Held by Transferor Servicing Assets or Liabilities Volatility Rate 108.00%  
v3.22.2
Balance Sheet Components (Liabilities measured at fair value) (Details)
6 Months Ended
Jun. 30, 2022
Measurement Input, Discount Rate | BIOCORNEUM | Future Royalty Payments  
Fair Value Measurements  
Fair value measurement discount rate 20.00%
v3.22.2
Balance Sheet Components - Schedule of Company's Liabilities that are Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Recurring - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Fair Value Measurements    
Fair value liability $ 2,805  
Contingent Consideration Liability    
Fair Value Measurements    
Fair value liability 2,805 $ 3,114
Derivative Liability    
Fair Value Measurements    
Fair value liability   3,114
Level 3    
Fair Value Measurements    
Fair value liability 2,805  
Level 3 | Contingent Consideration Liability    
Fair Value Measurements    
Fair value liability $ 2,805 3,114
Level 3 | Derivative Liability    
Fair Value Measurements    
Fair value liability   $ 3,114
v3.22.2
Balance Sheet Components - Schedule of Aggregate Fair Values of Company's Liabilities for which Fair Value is Determined by Level 3 Inputs (Details)
$ in Thousands
6 Months Ended
Jun. 30, 2022
USD ($)
Fair Value Measurements  
Balance at beginning of the period $ 3,114
Level 3 | Contingent Consideration Liability | Fair Value, Recurring  
Fair Value Measurements  
Change in fair value (309)
Balance at the end of the period $ 2,805
v3.22.2
Leases - Components of Lease Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Lessee Lease Description [Line Items]        
Total operating lease cost $ 238 $ 460 $ 534 $ 988
Sublease income (300)   (500)  
Finance lease cost        
Total finance lease cost 13 23 28 45
Total lease cost 251 483 562 1,033
Inventory        
Lessee Lease Description [Line Items]        
Total operating lease cost 107 124 221 223
Finance lease cost        
Amortization of right-of-use assets 12 12 23 23
Operating Expenses        
Lessee Lease Description [Line Items]        
Total operating lease cost 437 405 851 834
Sublease income (306) (69) (538) (69)
Finance lease cost        
Amortization of right-of-use assets 0 9 3 18
Other Income (Expense), Net        
Finance lease cost        
Interest on lease liabilities $ 1 $ 2 $ 2 $ 4
v3.22.2
Leases (Details)
1 Months Ended
Jan. 31, 2022
Lessee Lease Description [Line Items]  
Sublease term of contract 3 years
v3.22.2
Leases - Supplemental Cash Flow Information Related to Operating and Finance Leases (Details) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Cash paid for amounts included in the measurement of lease liabilities:    
Operating cash outflows from operating leases $ 892 $ 824
Operating cash outflows from finance leases 27 42
Right-of-use assets obtained in exchange for lease obligations:    
Operating leases, net of tenant improvement allowances of $1.1 million $ 1,542 $ 0
v3.22.2
Leases - Supplemental Cash Flow Information Related to Operating and Finance Leases (Parenthetical) (Details) - USD ($)
6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Lessee Disclosure [Abstract]    
Operating leases, net of tenant improvement allowances $ 1,100 $ 1,100
v3.22.2
Leases - Supplemental Balance Sheet Information Related to Operating and Finance Leases (Details) - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Assets and Liabilities, Lessee [Abstract]    
Operating lease right-of-use assets $ 7,254 $ 6,488
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Total right-of use assets Total right-of use assets
Right of use assets, net $ 51 $ 77
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] Total right-of use assets Total right-of use assets
Total right-of use assets $ 7,305 $ 6,565
Operating lease liabilities $ 1,535 $ 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 $ 46 $ 71
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] Accrued and Other Current Liabilities Accrued and Other Current Liabilities
Operating lease liabilities $ 7,486 $ 5,576
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] OperatingAndFinanceLeaseLiability OperatingAndFinanceLeaseLiability
Lease liabilities $ 9 $ 28
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] OperatingAndFinanceLeaseLiability OperatingAndFinanceLeaseLiability
Total lease liabilities $ 9,076 $ 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%
v3.22.2
Leases - Maturities of Operating and Finance Lease Liabilities (Details) - USD ($)
$ in Thousands
Jun. 30, 2022
Dec. 31, 2021
Operating Lease Liabilities, Payments Due [Abstract]    
Operating leases, 2022 $ 1,113  
Operating leases, 2023 2,631  
Operating leases, 2024 2,371  
Operating leases, 2025 1,479  
Operating leases, 2026 1,450  
Operating leases, 2026 and thereafter 2,633  
Total operating lease payments (receipts) 11,677  
Less imputed interest, Operating leases 2,656  
Total operating lease liabilities 9,021  
Finance Lease Liabilities, Payments, Due [Abstract]    
Finance leases, 2022 27  
Finance leases, 2023 28  
Finance leases, 2024 2  
Total finance lease payments (receipts) 57  
Less imputed interest, Finance leases 2  
Total finance lease liabilities 55  
Lessee Lease Liability Payments Due [Abstract]    
2022 1,140  
2023 2,659  
2024 2,373  
2025 1,479  
2026 1,450  
2027 and thereafter 2,633  
Total lease payments (receipts) 11,734  
Less imputed interest 2,658  
Total lease liabilities 9,076 $ 7,270
Sublease Income Payments Due [Abstract]    
Subincome lease, 2022 (520)  
Subincome lease, 2023 (224)  
Subincome lease, 2024 (231)  
Subincome lease, 2025 (39)  
Total sublease income payments (receipts) $ (1,014)  
v3.22.2
Debt (Details) - USD ($)
3 Months Ended 6 Months Ended
Jul. 25, 2017
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Sep. 30, 2021
Line Of Credit Facility [Line Items]              
Additional interest (as a percent) 5.00%            
Amortization of debt issuance costs and discounts         $ 1,927,000 $ 1,722,000  
Increase in percentage of payment fee     0.50%        
Convertible Note              
Line Of Credit Facility [Line Items]              
Loan amount outstanding   $ 60,000,000.0     60,000,000.0    
Tranche 6              
Line Of Credit Facility [Line Items]              
Debt Instrument principal amount     $ 9,000,000        
Restated Term Loan Agreement              
Line Of Credit Facility [Line Items]              
Loan amount outstanding   21,000.0     21,000.0    
Unamortized debt issuance costs   300,000     300,000    
Unamortized debt discount and issuance costs   800,000     800,000    
Exit fee payable         300,000    
Revolving Loan              
Line Of Credit Facility [Line Items]              
Loan amount outstanding   2,400,000     2,400,000    
Revolving Loan | Other Assets              
Line Of Credit Facility [Line Items]              
Unamortized debt issuance costs   37,000     37,000    
Term Loan and Revolving Loan              
Line Of Credit Facility [Line Items]              
Amortization of debt issuance costs   100,000   $ 100,000 300,000 300,000  
Term Loan and Revolving Loan | Tranche 4              
Line Of Credit Facility [Line Items]              
Debt Instrument principal amount     $ 5,000,000        
Deerfield Facility Agreement | Convertible Note              
Line Of Credit Facility [Line Items]              
Amortization of debt issuance costs       $ 700,000      
Unamortized debt discount and issuance costs   10,900,000     10,900,000    
Debt instrument interest rate             12.00%
Amortization of debt issuance costs and discounts   $ 800,000     $ 1,600,000 $ 1,400,000  
v3.22.2
Debt (Schedule of Future Principal Payments of Outstanding Debt) (Details)
$ in Thousands
Jun. 30, 2022
USD ($)
Debt Disclosure [Abstract]  
2022 $ 2,401
2023 14,000
2024 7,000
2025 60,000
Total $ 83,401
v3.22.2
Stockholders' Equity (Details) - $ / shares
Jun. 30, 2022
Dec. 31, 2021
Stock other disclosures    
Common and preferred stock, shares authorized 210,000,000 210,000,000
Common stock, shares authorized 200,000,000 200,000,000
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
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
Preferred stock, shares outstanding 0 0
v3.22.2
Stockholders' Equity (Options) (Details) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Dec. 31, 2021
Stock options          
Number of options          
Balance at the beginning of period (in shares)     1,703,963    
Options granted (in shares)     150,000    
Options forfeited (in shares)     (73,637)    
Balance at the end of the period (in shares) 1,780,326   1,780,326   1,703,963
Weighted average exercise price          
Balance at the beginning of period (in dollars per share)     $ 4.75    
Options forfeited (in dollars per share)     5.10    
Balance at the end of period (in dollars per share) $ 4.34   $ 4.34   $ 4.75
Additional information          
Weighted average remaining contractual term     5 years 6 months 3 days   5 years 4 months 28 days
Stock-based compensation expense $ 0.2 $ 0.3 $ 0.2 $ 0.3  
Unrecognized compensation costs (in dollars) $ 1.5   $ 1.5    
2014 Plan          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Number of shares available for future grants 1,866,579   1,866,579    
Inducement Plan          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Number of shares available for future grants 312,943   312,943    
Number of shares awarded     2,342,893    
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          
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 possible payouts of the target award     0.00%    
Inducement Plan | Minimum | Individual options          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Vesting percentage     25.00%    
Inducement Plan | Maximum          
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]          
Percentage of possible payouts of the target award     100.00%    
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          
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%   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%    
v3.22.2
Stockholders' Equity (Restricted Stock) (Details) - Restricted stock units - 2014 Plan - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Stockholders' Equity, other disclosures        
Requisite service period, annually     3 years  
Stock-based compensation expense $ 1.8 $ 2.3 $ 3.7 $ 5.2
Unrecognized compensation costs (in dollars) $ 11.4   $ 11.4  
Weighted average period over which unrecognized compensation costs are expected to be recognized     2 years 1 month 2 days  
Number of shares        
Balance at beginning of the period     2,799,552  
Granted     3,333,797  
Vested     (596,101)  
Forfeited     (167,383)  
Balance at end of the period 5,369,865   5,369,865  
Weighted average grant date fair value        
Balance at beginning of the period     $ 8.11  
Granted     2.22  
Vested     5.46  
Balance at end of the period $ 5.00   $ 5.00  
v3.22.2
Stockholders' Equity (Stock Purchase) (Details) - 2014 Employee Stock Purchase Plan - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Oct. 31, 2014
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%    
Purchases under the award     139,574    
Weighted Average purchase price $ 2.36   $ 2.36    
Number of shares available for future grants 1,735,734   1,735,734    
Stock-based compensation expense $ 0.2 $ 0.2 $ 0.3 $ 0.3  
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         255,500
v3.22.2
Net Loss Per Share - Schedule of Net Loss Per Share, Basic and Diluted (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2021
Mar. 31, 2021
Jun. 30, 2022
Jun. 30, 2021
Earnings Per Share [Abstract]            
Loss from continuing operations $ (18,246)   $ (18,539)   $ (36,231) $ (75,150)
Income (loss) from discontinued operations, net of income taxes (58)   (1,595)   (114) 326
Net loss $ (18,304) $ (18,041) $ (20,134) $ (54,690) $ (36,345) $ (74,824)
Weighted Average Number of Shares Outstanding, Basic 62,649,540   57,647,883   62,493,559 56,003,274
Weighted Average Number of Shares Outstanding, Diluted 62,649,540   57,647,883   62,493,559 56,003,274
Continuing operations, Basic $ (0.29)   $ (0.32)   $ (0.58) $ (1.34)
Continuing operations, Diluted (0.29)   (0.32)   (0.58) (1.34)
Discontinued operations, Basic (0.00)   (0.03)   (0.00) (0.00)
Discontinued operations, Diluted (0.00)   (0.03)   (0.00) (0.00)
Basic net loss per share (0.29)   (0.35)   (0.58) (1.34)
Diluted net loss per share $ (0.29)   $ (0.35)   $ (0.58) $ (1.34)
v3.22.2
Net Loss Per Share - Schedule of Weighted Average Potentially Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - shares
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Potentially dilutive securities        
Potentially dilutive securities 18,613,414 18,417,846 17,835,851 18,143,351
Stock issuable upon conversion of convertible note        
Potentially dilutive securities        
Potentially dilutive securities 14,634,146 14,634,146 14,634,146 14,634,146
Stock options to purchase common stock        
Potentially dilutive securities        
Potentially dilutive securities 0 1,579,957 2,503 1,625,075
Unvested RSUs        
Potentially dilutive securities        
Potentially dilutive securities 3,979,268 2,203,743 3,199,202 1,884,130
v3.22.2
Income Taxes (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2022
Jun. 30, 2021
Jun. 30, 2022
Jun. 30, 2021
Income Tax Disclosure [Abstract]        
Tax expense $ 0 $ 0 $ 0 $ 0
v3.22.2
Commitments and Contingencies (Details)
$ in Millions
6 Months Ended
Jun. 30, 2022
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
Legal settlement expense $ 1.6