Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Statement of Financial Position [Abstract] | ||
| Preferred stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
| Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
| Preferred stock, shares issued (in shares) | 0 | 0 |
| Preferred stock, shares outstanding (in shares) | 0 | 0 |
| Common stock, par value (in dollars per share) | $ 0.00001 | $ 0.00001 |
| Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
| Common stock, shares, issued (in shares) | 66,013,698 | 65,008,183 |
| Common stock, shares, outstanding (in shares) | 66,013,698 | 65,008,183 |
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 30, 2026 |
Jun. 30, 2025 |
Jun. 30, 2026 |
Jun. 30, 2025 |
|
| Revenue: | ||||
| Total net revenues | $ 84,084 | $ 69,387 | $ 157,221 | $ 137,909 |
| Cost of goods sold | $ 26,904 | $ 24,067 | $ 51,144 | $ 45,934 |
| Cost, Product and Service [Extensible Enumeration] | Product revenue, net | Product revenue, net | Product revenue, net | Product revenue, net |
| Gross profit | $ 57,180 | $ 45,320 | $ 106,077 | $ 91,975 |
| Operating expenses: | ||||
| Selling, general and administrative | 57,052 | 56,675 | 109,033 | 113,315 |
| Research and development | 1,892 | 1,837 | 4,132 | 4,049 |
| Revaluation of contingent royalty obligation payable to Evolus Founders | 1,250 | (3,914) | 1,236 | (1,763) |
| Depreciation and amortization | 1,529 | 932 | 3,067 | 1,756 |
| Total operating expenses | 61,723 | 55,530 | 117,468 | 117,357 |
| Loss from operations | (4,543) | (10,210) | (11,391) | (25,382) |
| Other income (expense): | ||||
| Interest income | 296 | 479 | 581 | 1,189 |
| Interest expense | (4,172) | (7,207) | (8,147) | (11,622) |
| Other income (expense), net | 213 | (151) | 333 | (94) |
| Loss before income taxes | (8,206) | (17,089) | (18,624) | (35,909) |
| Income tax benefit (expense) | 154 | (53) | (102) | (125) |
| Net loss | (8,052) | (17,142) | (18,726) | (36,034) |
| Other comprehensive income (loss), net of tax: | ||||
| Currency translation adjustment | (251) | 240 | (373) | 306 |
| Comprehensive loss | $ (8,303) | $ (16,902) | $ (19,099) | $ (35,728) |
| Net loss per share, basic (in dollars per share) | $ (0.12) | $ (0.27) | $ (0.29) | $ (0.56) |
| Net loss per share, diluted (in dollars per share) | $ (0.12) | $ (0.27) | $ (0.29) | $ (0.56) |
| Weighted-average shares outstanding used to compute basic net loss per share (in shares) | 65,929,112 | 64,539,291 | 65,559,929 | 64,120,287 |
| Weighted-average shares outstanding used to compute diluted net loss per share (in shares) | 65,929,112 | 64,539,291 | 65,559,929 | 64,120,287 |
| Product revenue, net | ||||
| Revenue: | ||||
| Total net revenues | $ 83,350 | $ 68,699 | $ 156,097 | $ 136,773 |
| Service revenue | ||||
| Revenue: | ||||
| Total net revenues | $ 734 | $ 688 | $ 1,124 | $ 1,136 |
Description of Business |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Description of Business | Description of Business Description of Business Evolus, Inc., (“Evolus” or the “Company”) is a global performance beauty company focused on delivering products in the cash-pay aesthetic market. The Company’s portfolio includes Jeuveau® (prabotulinumtoxinA-xvfs), a proprietary 900 kDa purified botulinum toxin type A formulation indicated for the temporary improvement in the appearance of moderate to severe glabellar lines, also known as “frown lines,” in adults and Evolysse®, a collection of injectable hyaluronic acid (“HA”) gels. Evolysse® Form and Evolysse® Smooth were launched in the United States in April 2025 and are indicated for wrinkles and folds, such as nasolabial folds, in adults. The Company anticipates two additional Evolysse® products, Evolysse® Sculpt and Evolysse® Lips, to be approved in the United States in the fourth quarter of 2026 and 2027, respectively. In May 2026, the Company launched four Evolysse® products in Europe. The Company is headquartered in Newport Beach, California. Liquidity and Financial Condition The accompanying unaudited condensed consolidated financial statements have been prepared on a basis that assumes that the Company will continue as a going concern. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of the Company’s liabilities and commitments in the normal course of business and does not include any adjustments to reflect the possible future effects of the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Since inception, the Company has incurred recurring net operating losses and negative cash flows from operating activities. In the three and six months ended June 30, 2026, the Company recorded a loss from operations of $4,543 and $11,391, respectively, and a net loss of $8,052 and $18,726, respectively. The Company used $13,539 of cash from operations during the six months ended June 30, 2026. As of June 30, 2026, the Company had $45,170 in cash and cash equivalents and an accumulated deficit of $679,766. The Company believes that its current capital resources, which consist of cash and cash equivalents, future cash generated from operations, availability of liquidity under both the New Pharmakon Term Loans and the Revolving Credit Facility (as defined in Note 7. Long-Term Debt and below, respectively) and other existing liquidity, will be sufficient to fund its operations through at least the next twelve months from the date the accompanying condensed consolidated financial statements are issued based on its expected cash needs. On March 3, 2026, the Company entered into a Loan and Security Agreement (the “Loan Agreement”) with the Company, as borrower, and Eclipse Business Capital LLC as administrative agent and the lenders party thereto. Pursuant to the Loan Agreement, the lenders party provided a senior secured asset-based revolving credit facility (the “Revolving Credit Facility”) with a $30,000 commitment and an uncommitted accordion feature of up to $10,000, which is exercisable, subject to lenders party consent and other conditions, in $5,000 increments or in its entirety. The Revolving Credit Facility has a minimum utilization requirement of $10,000 and matures on March 3, 2029 with outstanding principal and interest fully due and payable at such time. See Note 7. Long-Term Debt for additional information. On May 5, 2025, the Company entered into an Amended and Restated Loan Agreement (the “A&R Loan Agreement”) with Pharmakon (as defined in Note 7. Long-Term Debt), pursuant to which Pharmakon agreed to provide the Company with a senior secured term loan of up to $250,000 in aggregate principal. The term loan is to be funded in three tranches comprised of an initial $150,000 tranche funded upon the execution of the A&R Loan Agreement and two additional tranches of up to $50,000 each, available at the Company’s election no later than December 31, 2026. In addition, under the terms of the A&R Loan Agreement, the Company is permitted to incur additional indebtedness in the form of a working capital or revolving loan facility with a maximum credit line of no more than $40,000 at any time, subject to Pharmakon’s consent and certain terms and conditions customary for credit facilities of similar size and type. On May 1, 2026, the Company terminated the At-the-Market Sales Agreement (the “ATM Sales Agreement”) with Leerink Partners LLC, which the Company had entered into in March 2023. The ATM Sales Agreement provided for the offer and sale, from time to time, of shares of the Company’s common stock for an aggregate gross proceeds of up to $50,000. The Company had not sold any shares under the ATM Sales Agreement prior to its termination. See Note 10. Stock-Based Compensation and Stockholders’ Equity for additional information.
|
Basis of Presentation and Summary of Significant Accounting Policies |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Accounting Policies [Abstract] | |
| Basis of Presentation and Summary of Significant Accounting Policies | Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying interim unaudited condensed consolidated financial statements have been prepared on a consistent basis with the annual financial statements and in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the requirements of the SEC for interim reporting. Pursuant to these SEC rules and regulations, the Company has condensed or omitted certain financial information and disclosures normally included in annual financial statements prepared in accordance with GAAP. The interim unaudited condensed consolidated financial statements include the Company’s accounts and those of the Company’s wholly owned subsidiaries, and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s consolidated financial position as of June 30, 2026, results of operations, comprehensive income (loss), stockholders’ equity (deficit) for the three and six months ended June 30, 2026 and 2025, and cash flows for the six months ended June 30, 2026 and 2025. All intercompany accounts and transactions have been eliminated in consolidation. The interim results presented herein are not necessarily indicative of the results of operations to be expected for the full year ending December 31, 2026 or for any other interim period or any future year. The accompanying unaudited condensed consolidated financial statements and related disclosures should be read in conjunction with the consolidated financial statements and notes as of and for the year ended December 31, 2025 that are included in the Company’s Annual Report on Form 10-K filed with the SEC on March 3, 2026. Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and notes thereto. These estimates include, but are not limited to net revenues, allowance for doubtful accounts, fair value measurements and stock-based compensation, among others. Management bases estimates on historical experience and on assumptions that management believes are reasonable. The Company’s actual results could differ materially from those estimates and may result in material effects on the Company’s operating results and financial position. Risks and Uncertainties The Company is party to an agreement (as amended, the “Daewoong Agreement”) with Daewoong Pharmaceutical Co. Ltd. (“Daewoong”), pursuant to which the Company received an exclusive distribution license to Jeuveau® from Daewoong for aesthetic indications in the United States, the European Union, United Kingdom, members of the European Economic Area, Switzerland, Canada, Australia, New Zealand, and South Africa, as well as co-exclusive distribution rights with Daewoong in Japan. Jeuveau® is manufactured by Daewoong in a facility in South Korea. The Company also has the option to negotiate first with Daewoong to secure a distribution license for any product that Daewoong directly or indirectly develops or commercializes that is classified as an injectable botulinum toxin (other than Jeuveau®) in a territory covered by the Daewoong Agreement. The Company relies on Daewoong, its exclusive and sole supplier, to manufacture Jeuveau®. Any termination or loss of significant rights, including exclusivity, under the Daewoong Agreement would materially and adversely affect the Company’s commercialization of Jeuveau®. See Note 9. Commitments and Contingencies and Note 11. Medytox Settlement Agreements for additional information. The Company commercially launched Jeuveau® in the United States in May 2019 and in Canada through its distribution partner in October 2019. The Company also began commercially launching Jeuveau® in Europe in 2022 and Australia in 2024 and, as such, has a limited history of sales in those markets. If any previously granted approval to market and sell Jeuveau® is retracted or the Company is denied approval or approval is delayed by regulators in any other jurisdictions, it may have a material adverse impact on the Company’s business and its consolidated financial statements. The Company is party to an agreement with Symatese, pursuant to which Symatese granted to the Company an exclusive right to commercialize and distribute Symatese’s injectable HA gel products in the United States for use in the aesthetics and dermatological field of use. In April 2025, the Company launched Evolysse® Form and Evolysse® Smooth in the United States. In addition, beginning on December 20, 2023, the Company is party to an agreement with Symatese, pursuant to which Symatese granted to the Company an exclusive right to commercialize and distribute Symatese’s injectable HA gel product line in 50 countries in Europe for use in the aesthetics and dermatological fields. In May 2026, the Company launched four Evolysse® products in Europe. The Company relies on Symatese, its sole supplier, to manufacture Evolysse®. Any termination or loss of significant rights, including exclusivity, would materially and adversely affect the Company’s commercialization of Evolysse®. The Company is also subject to risks common to companies in the pharmaceutical industry including, but not limited to, dependency on the commercial success of Jeuveau® and Evolysse®, the Company’s approved products, significant competition within the medical aesthetics industry, its ability to maintain regulatory approval of Jeuveau® and Evolysse®, third party litigation and challenges to its intellectual property, uncertainty of broad adoption of its product by aesthetic practitioners and patients, its ability to in-license, acquire or develop additional product candidates and to obtain the necessary approvals for those product candidates, and the need to scale manufacturing capabilities over time. Any disruption and volatility in the global capital markets, including those caused by other events, such as public health crises, high inflation and interest rates, increased tariffs, and geopolitical conflicts, including military conflicts, may increase the Company’s cost of capital and adversely affect its ability to access financing when and on terms that the Company desires. Any of these events could have a material adverse effect on the Company’s business, financial condition, results of operations and cash flows. Segment Reporting The Company operates as a single operating and reportable segment focused on delivering medical aesthetic products to the cash-pay aesthetic market. Under this organizational structure, the Chief Executive Officer, serving as the Chief Operating Decision Maker (“CODM”), assesses performance and manages the Company’s operations as one integrated business. The identification of a single operating and reportable segment is consistent with the management approach as the CODM regularly reviews consolidated financial information for the purpose of assessing performance and allocating resources. See Note 12. Segment Reporting for additional information. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents and accounts receivable. Substantially all of the Company’s cash is held by financial institutions that management believes are of high credit quality. Such deposits may, at times, exceed federally insured limits. To date, the Company has not experienced any losses associated with this credit risk and continues to believe that this exposure is not significant. The Company invests, or plans to soon invest, its excess cash, in line with its investment policy, primarily in money market funds and debt instruments of U.S. government agencies. The Company’s accounts receivable is derived from customers located principally in the United States and Europe. Concentrations of credit risk with respect to trade receivables are limited due to the Company’s credit evaluation process. The Company does not typically require collateral from its customers. The Company continuously monitors customer payments and maintains an allowance for credit losses based on its assessment of various factors including historical experience, age of the receivable balances, and other current economic conditions or other factors that may affect customers’ ability to pay. Cash and Cash Equivalents Cash and cash equivalents consist of cash and highly liquid investments with maturities of three months or less on the date of acquisition that can be liquidated without prior notice or penalty. Cash and cash equivalents may include deposits, money market funds and debt securities. Amounts receivable from credit card issuers are typically converted to cash within to four days of the original sales transaction and are considered to be cash equivalents. Inventories and Cost of Goods Sold Inventories consist of finished goods held for sale and distribution. Cost is determined using the first-in, first-out method. Inventory is measured at the lower of cost or net realizable value based on a number of factors including, but not limited to, damage, expiration, or changes in price level. The Company evaluates inventory balances for excess quantities and obsolescence and then reduces inventories to net realizable value based on this evaluation. For the three and six months ended June 30, 2026, cost of goods sold consisted of inventory cost, amortization of intangible asset relating to distribution right and certain royalties on the sale of the Company’s products. Tariff Refund Receivable In February 2026, the Supreme Court of the United States ruled that certain tariffs imposed under the International Emergency Economic Powers Act (“IEEPA”) were unlawful. In March 2026, the U.S. Court of International Trade directed U.S. Customs and Border Protection (“CBP”) to refund tariffs collected under IEEPA, and the Company subsequently submitted its refund claim through CBP’s established claims process. The Company concluded that recovery of the previously paid IEEPA tariffs was probable and recorded a receivable of $1,949 under the cost recovery accounting guidance as of June 30, 2026. In the three and six months ended June 30, 2026, the Company recognized a reduction in cost of goods sold of $1,051 and in selling, general and administrative expense of $316, and reduced the carrying value of inventory by $582 as of June 30, 2026. Fair Value of Financial Instruments The Company follows the authoritative guidance for fair value measurements with respect to assets and liabilities that are measured at fair value on a recurring basis and non-recurring basis. Under the standard, fair value is defined as the exchange price that would be received for an asset or an exit price paid to transfer a liability in an orderly transaction between market participants in a principal market on the measurement date. The standard also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors that market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The hierarchy consists of the following three-levels for disclosure of fair value measurement: •Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; •Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets; quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly, or can be corroborated by observable market data for substantially the full term of the asset or liability; and •Level 3—Prices or valuation techniques that require inputs that are unobservable, that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Property and Equipment Property and equipment are stated at cost. Depreciation and amortization are recognized over the estimated useful lives of the assets using the straight-line method. The estimated useful lives of depreciable assets are three years for computers, to five years for equipment, and five years for furniture and marketing fixtures. Leasehold improvements are amortized over the shorter of the estimated useful lives of the improvements or the term of the related lease. Goodwill Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired in a business combination. The Company assesses goodwill for impairment annually and whenever events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. The Company performs an annual qualitative assessment of its goodwill in the fourth quarter of each calendar year to determine if any events or circumstances exist, such as an adverse change in business climate or a decline in the overall industry demand, that would indicate that it is more likely than not that the fair value of a reporting unit is below its carrying amount, including goodwill. If events or circumstances do not indicate that the fair value of a reporting unit is below its carrying amount, then goodwill is not considered to be impaired and no further testing is required. If it is determined, based upon the qualitative assessment, that it is more likely than not that the reporting unit’s fair value is less than its carrying amount, then a quantitative impairment test is performed. Alternatively, the Company may bypass the qualitative assessment for a reporting unit and directly perform the quantitative goodwill impairment test. For the purpose of goodwill impairment testing, the Company has determined that it has one reporting unit. There was no impairment of goodwill for any of the periods presented. Contingent Milestone Payment Symatese U.S. Agreement On May 9, 2023, the Company and Symatese entered into a License, Supply and Distribution Agreement (the “Symatese U.S. Agreement”), pursuant to which Symatese granted to the Company an exclusive right to commercialize and distribute the Evolysse® products in the United States for use in the aesthetics and dermatological field of use. The Company also has the right of first negotiation to obtain a license from Symatese to commercialize and distribute any new products developed using the same technology as the Evolysse® collection of injectable HA gels. As consideration for the rights granted under the Symatese U.S. Agreement, the Company is required to make up to €16,200 in milestone payments to Symatese, including an initial payment of €4,100 within 30 days of execution of the Symatese U.S. Agreement. The additional annual payments of €1,600 in June 2025, €4,100 in June 2026, €3,200 in June 2027, and €3,200 in June 2028 are, in each case, subject to and contingent on three of the products gaining approval prior to the milestone payment dates. If regulatory approval of three of the products is not achieved prior to the aforementioned milestone payment dates, then the related milestone payments will be due and payable to Symatese on the date of approval. In June 2023, the Company paid $4,441 as an upfront payment upon the signing of the Symatese U.S. Agreement and has developmental costs, ongoing milestone and royalty payment obligations. As of June 30, 2026, regulatory approval of three of the products has not been achieved, and no annual milestone payments have been made. The Company, under the Symatese U.S. Agreement, is also subject to minimum purchase requirements and failure to meet such requirements may result in a reduction or termination of the Company’s exclusive rights, subject to certain exceptions. Additionally, the Company agreed to a specified cost-sharing agreement with Symatese related to the registration of the Lips and Eye products with the U.S. Food and Drug Administration (“FDA”). The initial term of the Symatese U.S. Agreement is fifteen (15) years from the first FDA approval of a product, with automatic renewals for successive five (5)-year terms subject to the terms of the Symatese U.S. Agreement. Symatese Europe Agreement On December 20, 2023, the Company entered into a License, Supply and Distribution Agreement (the “Symatese Europe Agreement”), pursuant to which Symatese granted to the Company an exclusive right to commercialize and distribute Symatese’s injectable HA gel products in 50 countries in Europe for use in the aesthetics and dermatological fields. The initial agreement is for a term of fifteen (15) years, with automatic yearly renewal provisions. In exchange for the rights granted under the Symatese Europe Agreement, the Company issued 610,000 shares of common stock and is required to pay two milestone payments: (i) €1,200 on the second anniversary of certain regulatory approvals, and (ii) €1,900 on the later of the third anniversary of certain regulatory approvals or December of any year in which the Company achieves US$25,000 of net revenue in Europe; provided that if the regulatory approvals are achieved the payment shall occur no later than December 2029 regardless of the revenue condition. The Company, under the Symatese Europe Agreement, is also subject to minimum purchase requirements and failure to meet such requirements may result in a reduction or termination of the Company’s exclusive rights, subject to certain exceptions. Upon signing of the Symatese Europe Agreement and issuance of 610,000 shares, the Company recorded $4,429 in in-process research and development expense and $1,476 in intangible assets. The $1,476 in intangible assets represents the value of the nasolabial fold product in Europe that was already approved at the time of signing the Symatese Europe Agreement and is amortized over its estimated useful life of 15 years. The remaining value recorded in in-process research and development expense relates to the distribution rights for the three remaining products that did not yet have regulatory approval as of the execution date. Intangible Assets The distribution right intangible asset related to Jeuveau® is amortized over the period the asset is expected to contribute to the future cash flows of the Company. The Company determined that the pattern of this intangible asset’s future cash flows could not be readily determined with a high level of precision. As a result, the distribution right intangible asset is being amortized on a straight-line basis over the estimated useful life of 20 years. A portion of the Symatese Europe Agreement represents the license and distribution right to Evolysse® in Europe. The definite-lived distribution right intangible asset related to the Evolysse® nasolabial fold product approved in Europe is amortized on a straight-line basis over the estimated useful life of 15 years. Pursuant to the Symatese Europe Agreement, the Company is required to pay two milestone payments: (i) €1,200 on the second anniversary of certain regulatory approvals, and (ii) €1,900 on the later of the third anniversary of certain regulatory approvals or December of any year in which the Company achieves US$25,000 of net revenue in Europe, provided that if the regulatory approvals are achieved the payment shall occur no later than December 2029 regardless of the revenue condition. In October 2024, the Company received European Union Medical Device Regulation (“MDR”) approval for the remaining three injectable HA gel products. As a result, the two milestone payments have been triggered. The first milestone payment is payable in October 2026, the two-year anniversary of the approval. The Company anticipates the second milestone payment will be made in December 2029. Upon receiving approval, the Company recorded $1,035 and $1,200 in long-term liabilities for the first and second milestone payments, respectively, and $1,035 and $1,200 in intangible assets for the first and second milestone payments, respectively. These amounts reflect the application of a discount to account for the time value of money, which adjusts the present value of the liabilities and intangible assets based on the timing of future payments. The definite-lived distribution right intangible asset related to the Evolysse® products approved in Europe is amortized on a straight-line basis over the remaining estimated useful life of 14 years and 2 months. The Company capitalizes certain internal-use software costs associated with the development of its mobile and web-based customer platforms. These costs include personnel expenses and external costs that are directly associated with the software projects. These costs are classified as intangible assets in the accompanying condensed consolidated balance sheets. The capitalized internal-use software costs are amortized on a straight-line basis over the estimated useful life of two years upon being placed in service. The Company reviews long-term and identifiable definite-lived intangible assets or asset groups for impairment when events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the asset or an asset group, then further impairment analysis is performed. An impairment loss is measured as the amount by which the carrying amount of the asset or asset groups exceeds the fair value for assets to be held and used or fair value less cost to sell for assets to be disposed of. The Company also reviews the useful lives of its assets periodically to determine whether events and circumstances warrant a revision to the remaining useful life. Changes in the useful life are adjusted prospectively by revising the remaining period over which the asset is amortized. There was no material impairment of long-lived assets for any periods presented. Leases At the inception of a contractual arrangement, the Company determines whether the contract contains a lease by assessing whether there is an identified asset and whether the contract conveys the right to control the use of the identified asset in exchange for consideration over a period of time. If both criteria are met, the contract contains a lease and upon lease commencement, the Company records a lease liability which represents the Company’s obligation to make lease payments arising from the lease, and a corresponding right-of-use (“ROU”) asset which represents the Company’s right to use an underlying asset during the lease term. Operating lease assets and liabilities are included in operating lease ROU assets, current portion of operating lease liabilities and long-term portion of operating lease liabilities in the accompanying condensed consolidated balance sheets. Operating lease ROU assets and lease liabilities are initially recognized based on the net present value of the future minimum lease payments over the lease term at commencement date calculated using the Company’s incremental borrowing rate applicable to the underlying asset unless the implicit rate is readily determinable. The incremental borrowing rate, the ROU asset and the lease liability are reevaluated upon a lease modification. Operating lease ROU assets also include any initial direct costs and lease payments made at or before lease commencement less any lease incentives received, if any. The Company determines the lease term as the noncancellable period of the lease and may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. The Company’s leases do not contain any residual value guarantees. Leases with a term of 12 months or less are not recognized on the condensed consolidated balance sheets. The Company accounts for lease and non-lease components together as a single lease component for all classes of underlying assets. For operating leases, the Company recognizes rent expense on a straight-line basis over the lease term. There were no significant finance leases as of June 30, 2026. Contingent Royalty Obligation Payable to Evolus Founders The Company was acquired by Strathspey Crown Holdings Group, LLC in 2013 and subsequently by its subsidiary, Alphaeon Corporation (“Alphaeon”), by means of a stock purchase agreement (“Stock Purchase Agreement”) pursuant to which Alphaeon assumed certain payment obligations related to the acquisition. On December 14, 2017, the Stock Purchase Agreement was amended (“Amended Stock Purchase Agreement”), and, as a result, effective upon the closing of the Company’s initial public offering in February 2018, the Company assumed all of Alphaeon’s payment obligations under the Amended Stock Purchase Agreement. Payment obligations to the Evolus Founders consist of quarterly royalty payments of a low single-digit percentage of net sales of Jeuveau®. The obligations terminate in the second quarter of 2029, which is the 10-year anniversary of the first commercial sale of Jeuveau® in the United States. Under the Amended Stock Purchase Agreement, the Company recorded the fair value of all revised payment obligations owed to the Evolus Founders. The Company measures the fair value of the contingent royalty obligation payable at each reporting period end using a discounted cash flows method with Level 3 inputs. The related changes in the fair value of the contingent royalty obligation payable are recognized in operating expenses in the accompanying condensed consolidated statements of operations and comprehensive loss with corresponding adjustments to the liability in the accompanying condensed consolidated balance sheets. Long-Term Debt Long-term debt consists of the New Pharmakon Term Loans and the Revolving Credit Facility. Debt issuance costs represent legal, lender and consulting costs or fees associated with debt financing. Debt discounts and issuance costs are amortized into interest expense over the term of the debt. See Note 7. Long-Term Debt for additional information. Foreign Currency Translation and Transactions The financial statements of foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities are translated into U.S. dollars at current exchange rates as of the balance sheet date, and income and expense items are translated into U.S. dollars using the average rates of exchange prevailing during the period. Gains and losses arising from translation are recorded in “Accumulated other comprehensive loss” in stockholders’ equity in the accompanying condensed consolidated balance sheets. Foreign currency gains or losses related to transactions denominated in a currency other than the Company’s functional currency are recorded in “Other income (expense), net” in the accompanying condensed consolidated statements of operations and comprehensive loss. Revenue Recognition The Company recognizes revenue when control of the promised goods or services is transferred to its customers, in an amount that reflects the consideration to which the Company expects to be entitled in exchange for the goods or services. In order to achieve that core principle, a five-step approach is applied: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue allocated to each performance obligation when the Company satisfies the performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition. General The Company generates product revenue from the sales of Jeuveau® and Evolysse®, and service revenue from the sales of Jeuveau® through a distribution partner in Canada. For product revenue, the Company recognizes revenue when control of the promised goods under a contract is transferred to a customer, in an amount that reflects the consideration the Company expects to receive in exchange for those goods as specified in the customer contract. The transfer of control occurs upon receipt of the goods by the customer since that is when the customer has obtained control of the goods’ economic benefits. The Company does not provide any service-type warranties and does not accept product returns except under limited circumstances such as damages in transit or ineffective product. The Company also excludes any amounts related to taxes assessed by governmental authorities from revenue measurement. Shipping and handling costs associated with outbound product freight are accounted for as fulfillment costs and are included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive loss. For service revenue, the Company evaluated the arrangement with the distribution partner in Canada and determined that it acts as an agent in the distribution of Jeuveau® in Canada as it does not control the product before control is transferred to a customer. The indicators of which party exercises control include primary responsibility over performance obligations, inventory risk before the good or service is transferred and discretion in establishing the price. Accordingly, the Company records the sale as service revenue on a net basis. Revenue from services is recognized in the period the service is performed for the amount of consideration expected to be received. Disaggregation of Revenue The Company’s disaggregation of revenue is consistent with its operating segment as disclosed above. See Note 12. Segment Reporting for the Company’s revenue disaggregated by revenue source. Gross-to-Net Revenue Adjustments The Company provides customers with discounts, such as trade and volume discounts and prompt pay discounts, that are directly reflected in the invoice price. Revenues are recorded net of sales-related adjustments, wherever applicable, primarily for the volume-based rebates, consumer loyalty programs and co-branded marketing programs. •Volume-Based Rebates — Volume-based rebates are offered to customers. The rebates payable to each customer are determined based on the contract and quarterly purchase volumes. •Consumer Loyalty Program — The Company’s consumer loyalty program allows participating customers to earn rewards for qualifying treatments to their patients (i.e. consumers) using the Company’s products and redeem the rewards for the Company’s products in the future at no additional cost. The loyalty program represents a customer option that provides a material right and, accordingly, is a performance obligation. When the Company’s products are sold to participating customers, the invoice price is allocated between the product sold and the material right associated with the reward (“Reward”) that the customer might redeem in the future. The standalone selling price of the Reward is measured based on estimated average selling price of the Company’s products at the time of redemption and the expected redemption rate by participating customers based on historical data. The portion of invoice price allocated to the Reward is initially recorded as deferred revenue. Subsequently, when participating customers redeem the Reward, the related deferred revenue is reversed and recognized in net revenues. •Co-Branded Marketing Programs — The Company offers eligible customers, with certain levels of purchases, advertising co-branded with the Company. The co-branded advertising represents a performance obligation. When the products are sold to customers, the invoice price is allocated between the product sold and the advertisement. The standalone selling price of the advertisement is measured based on the estimated market value of similar advertisement adjusted for the customer’s portion of the advertisement. The portion of invoice price allocated to the advertisement is initially recorded as deferred revenue. Subsequently, when the advertisement airs, the deferred revenue is recognized in net revenues at that time. Contract Balances A contract with a customer states the terms of the sale, including the description, quantity and price of each product purchased. Amounts are recorded as accounts receivable when the Company’s right to consideration becomes unconditional. The Company does not have any significant financing components in customer contracts given the expected time between transfer of the promised products and the payment of the associated consideration is less than one year. As of June 30, 2026 and December 31, 2025, all amounts included in accounts receivable, net on the accompanying condensed consolidated balance sheets are related to contracts with customers. The Company did not have any material contract assets or unbilled receivables as of June 30, 2026 and December 31, 2025. Sales commissions are included in selling, general and administrative expenses when incurred. Contract liabilities represent estimated amounts that the Company is obligated to pay to customers, primarily consist of customer rebates and deferred revenue arising from the consumer loyalty program and co-branded marketing programs. These contract liabilities are included in accrued expenses in the accompanying condensed consolidated balance sheets. As of June 30, 2026 and December 31, 2025, accrued revenue contract liabilities, primarily related to volume-based rebates, consumer loyalty program and co-branded marketing programs, were $11,586 and $11,548, respectively. These amounts are included in accrued expenses in the accompanying condensed consolidated balance sheets. For the three and six months ended June 30, 2026, provisions for rebates, consumer loyalty program, and co-branded marketing programs were $12,837 and $21,879, respectively, which were offset by related payments, redemptions and adjustments of $9,870 and $21,842, respectively. For the three and six months ended June 30, 2025, provisions for rebates, consumer loyalty program, and co-branded marketing programs were $10,157 and $20,318, respectively, which were offset by related payments, redemptions and adjustments of $8,726 and $26,046, respectively. The provisions for rebates, consumer loyalty program and co-branded marketing programs were recorded as adjustments to gross revenues in the accompanying condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2026 and 2025. In the six months ended June 30, 2026 and 2025, the Company recognized revenue of $9,942 and $13,833, respectively, related to amounts included in contract liabilities at the beginning of each period. The Company did not recognize any revenue related to changes in transaction prices for contracts with customers from previous periods. Collectability Accounts receivables are recorded at the net estimated realizable value and do not bear interest. At the time of contract inception or new customer account set-up, the Company performs a collectability assessment of the customer’s creditworthiness. The Company assesses the probability that the Company will collect the entitled consideration in exchange for the goods sold, by considering the customer’s ability and intention to pay when consideration is due. The Company’s expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and estimated future economic and market conditions and periodic evaluation of customers’ receivables balances using relevant available information from internal and external sources relating to past events, current conditions, and forecasts. Historical credit loss experience provides the basis for estimation of expected credit losses and is adjusted as necessary using the relevant information available. The Company writes off accounts receivable balances when it is determined that there is no possibility of collection. As of June 30, 2026 and December 31, 2025, allowance for credit losses was $4,915 and $5,289, respectively. For the three and six months ended June 30, 2026, provision for bad debts was $652 and $914, respectively, and write-offs, net of recoveries, were $615 and $1,288, respectively. For the three and six months ended June 30, 2025, provision for bad debts was $703 and $1,754, respectively, and write-offs, net of recoveries, were $54 and $936, respectively. Practical Expedients The Company expenses sales commissions as incurred because the amortization period is one year or less. These costs are included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive loss. The Company does not adjust the promised consideration for the effects of the time value of money for contracts in which the anticipated period between the transfer of goods or services to the customer and customer payment is one year or less. The Company has elected the practical expedient to not disclose the transaction price allocated to remaining performance obligations for contracts with an original expected duration of one year or less. Remaining performance obligations primarily relate to deferred revenue arising from the consumer loyalty program and co-branded marketing programs and are expected to be recognized within one year. Remaining performance obligations not subject to this practical expedient were not material as of June 30, 2026. The Company did not have material consideration that was excluded from the transaction price due to the application of the variable consideration constraint. Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses include personnel-related costs, costs associated with pre-clinical and clinical development activities, costs associated with and for prototype products that are manufactured prior to market approval for that prototype product, internal and external costs associated with the Company’s regulatory compliance and quality assurance functions, including the costs of outside consultants and contractors that assist in the process of submitting and maintaining regulatory filings, and overhead costs, including allocated facility related expenses. Litigation Settlement In connection with a litigation settlement, the Company agreed to pay Medytox, Inc. (“Medytox”) a mid-single digit royalty percentage on all net sales of Jeuveau® for the period from September 17, 2022 to September 16, 2032. Royalty payments are made on a quarterly basis and the associated expenses are included in cost of goods sold in the accompanying condensed consolidated statements of operations and comprehensive loss in the periods the royalties are incurred. See Note 11. Medytox Settlement Agreements for the details of the litigation settlement agreements. Stock-Based Compensation The Company recognizes stock-based compensation expense for employees, consultants and members of the Board of Directors based on the fair value on the date of grant. The Company uses the Black-Scholes option pricing model to value stock option grants. The Black-Scholes option pricing model requires the input of certain subjective assumptions, including the expected volatility of the Company’s common stock, expected risk-free interest rate, and the option’s expected life. The fair value of the Company’s restricted stock units (“RSUs”) is based on the closing market price of the Company’s common stock on the grant date. The Company also evaluates the impact of modifications made to the original terms of equity awards when they occur. The Company uses a Monte Carlo simulation model to determine the fair value of performance units with market conditions on the grant date. The Monte Carlo simulation model involves the generation of a large number of possible stock price outcomes for the Company’s stock, which is assumed to follow a Geometric Brownian Motion. The use of the Monte Carlo simulation model requires the input of a number of assumptions including expected volatility of the Company’s stock price, which is based on its historical volatility; risk-free interest rate, which is based on the treasury zero-coupon yield commensurate with the term of the performance unit as of the grant date; and expected dividends as applicable, which is zero, as the Company has never paid any cash dividends. The fair value of stock options and RSUs with service conditions is amortized on a straight-line basis over the requisite service period. Stock-based compensation for RSUs with performance or market conditions is recorded over the requisite service period using the accelerated attribution method. The Company recognizes stock-based compensation for RSUs with performance conditions if it is probable that those performance conditions will be met. Stock-based compensation expense is recognized, net of actual forfeitures when they occur, as an increase to additional paid-in capital in the condensed consolidated balance sheets and to selling, general and administrative or research and development expenses in the condensed consolidated statements of operations and comprehensive loss. Income Taxes The Company applies an estimated annual effective tax rate (“ETR”) approach for calculating a tax provision or benefit for interim periods, as required under GAAP. The Company recorded an income tax benefit of $154 and income tax expense of $53 for the three months ended June 30, 2026 and 2025, respectively, and an income tax expense of $102 and $125 for the six months ended June 30, 2026 and 2025, respectively. The Company’s ETR differs from the U.S. federal statutory tax rate of 21% for the three and six months ended June 30, 2026 and 2025 primarily as a result of the change in the valuation allowance offsetting deferred tax assets. A valuation allowance is recorded against deferred tax assets to reduce the net carrying value when it is more likely than not that some portion or all of a deferred tax asset will not be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, and ongoing prudent and feasible tax planning strategies in assessing the amount of the valuation allowance. When the Company establishes or reduces the valuation allowance against its deferred tax assets, its provision for income taxes will increase or decrease, respectively, in the period such determination is made. Additionally, the Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefit recognized in the consolidated financial statements for a particular tax position is based on the largest benefit that is more likely than not to be realized upon settlement. Accordingly, the Company establishes reserves for uncertain tax positions. The Company monitors changes to the tax laws in the states where it conducts business and files corporate income tax returns. The Company does not expect changes to state tax laws through June 30, 2026 to materially affect its condensed consolidated financial statements. Given the fact that the Company has generated net operating losses since inception, the Company’s tax returns for all years since inception are open, under the statute of limitations, for audit. Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period including contingently issuable shares for which all necessary conditions for issuance have been satisfied. Diluted earnings per share is computed based on the treasury stock method and includes the effect from potential issuance of ordinary shares, such as shares issuable pursuant to the exercise of stock options and the vesting of restricted stock units. Because the impact of equity classified stock options and non-vested RSUs is anti-dilutive during periods of net loss, there was no difference between the weighted-average number of shares used to calculate basic and diluted net loss per common share for the periods presented. Excluded from the dilutive net loss per share computation for the three and six months ended June 30, 2026 and 2025 were stock options of 6,789,707 and 6,558,707, respectively, and non-vested RSUs of 6,729,856 and 2,931,829, respectively, because their inclusion would have been anti-dilutive. Although these securities were anti-dilutive for these periods, they could be dilutive in future periods. Recently Adopted Accounting Pronouncements In July 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurements of Credit Losses for Accounts Receivable and Contract Assets. This update simplifies the application of the current expected credit loss model by providing a practical expedient and accounting policy election, permitting entities to assume that conditions as of the balance sheet date remain unchanged over the life of the asset when measuring credit losses on current accounts receivable and current contract assets. ASU No. 2025-05 is effective for interim and annual reporting periods beginning after December 15, 2025, with early adoption permitted. The Company adopted the provisions of this ASU on a prospective basis in the first quarter of 2026, electing to apply the practical expedient to estimate its allowance for credit losses by assuming current conditions as of the balance sheet date remain unchanged over the remaining life of the Company's accounts receivable balances. The Company continues to adjust historical loss information, as appropriate, to reflect current conditions in estimating the allowance for credit losses. The adoption of this ASU did not have a material effect on the Company’s condensed consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements Not Yet Adopted In November 2024, the FASB issued ASU No. 2024-03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disaggregated disclosure of certain costs and expenses on an interim and annual basis. ASU No. 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The disclosure updates are required to be applied prospectively with the option for retrospective application. The Company is currently evaluating the impact of adopting ASU No. 2024-03 on its consolidated financial statements and related disclosures. In September 2025, the FASB issued ASU No. 2025-06 Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which updates the threshold for when an entity is required to start capitalizing software costs. ASU No. 2025-06 is effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods with early adoption permitted. The Company is currently evaluating the impact of adopting ASU No. 2025-06 on its consolidated financial statements and related disclosures. In December 2025, the FASB issued ASU No. 2025-11 Interim Reporting (Topic 270), which clarifies interim disclosure requirements and enhances clarity in the application of Topic 270. ASU No. 2025-11 is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years. Early adoption is permitted. The amendments of this ASU can be applied prospectively or retrospectively. The Company is currently evaluating the impact of adopting ASU No. 2025-11 on its consolidated financial statements and related disclosures. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the SEC did not, or are not believed by management to, have a material impact on the Company’s present or future financial position, results of operations, cash flows or disclosures.
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Fair Value Measurements |
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| Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Fair Value Measurements | Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis The Company measures and reports certain financial instruments as assets and liabilities at fair value on a recurring basis. The fair value of these instruments was as follows:
There were no transfers between Level 1, Level 2, and Level 3 of the fair value hierarchy for assets or liabilities measured at fair value on a recurring basis as of June 30, 2026 and as of December 31, 2025. The Company determines the fair value of the contingent royalty obligation payable to Evolus Founders based on Level 3 inputs using a discounted cash flows method, in which cash flows anticipated over the term of the contract are discounted to their present value using an expected discount rate. The significant unobservable input assumptions that can significantly change the fair value include (i) projected amount and timing of Jeuveau® net revenues during the payment period, which terminate at the end of the second quarter of 2029, (ii) the discount rate, and (iii) the timing of payments. As of June 30, 2026 and December 31, 2025, the Company utilized a discount rate of 13%, reflecting the Company’s market risk premium. Net revenue projections are also updated to reflect changes in the timing of expected sales. Generally, increases (decreases) to the projected net revenues are accompanied by a directionally similar change to the estimated fair value of the contingent royalty obligation, while significant increases (decreases) in the discount rate would result in a significantly lower (higher) fair value measurement, which could materially impact the fair value reported in the condensed consolidated financial statements. The following table provides a reconciliation of the beginning and ending fair value measurement of the contingent royalty obligation payable, which used significant unobservable inputs (Level 3):
Other Financial Assets and Liabilities The Company’s financial instruments consist primarily of cash and cash equivalents, accounts receivable, accounts payable, accrued expenses, lease liabilities, and long-term debt. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximates their fair value because of the short-term maturity of such instruments. The Company estimates the fair value of long-term debt and operating lease liabilities using the discounted cash flow analysis based on the interest rates of similar rated debt securities (Level 2). As of June 30, 2026 and December 31, 2025, the fair value of long-term debt was $155,285 and $148,828, respectively. The fair value of operating lease liabilities as of June 30, 2026 and December 31, 2025 approximated its carrying value.
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Goodwill and Intangible Assets |
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| Intangible Asset, Goodwill and Other [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Goodwill and Intangible Assets | Goodwill and Intangible Assets The table below provides the original cost, accumulated amortization and net book value by major intangible asset classification:
The following table outlines the estimated future amortization expense related to intangible assets held as of June 30, 2026 that are subject to amortization:
Distribution rights represent the license and associated distribution rights to Jeuveau® and Evolysse® and are amortized on a straight-line basis over their estimated useful life. No costs related to distribution rights were capitalized in the six months ended June 30, 2026 and 2025. In the three months ended June 30, 2026 and 2025, the Company capitalized $828 and $1,483, respectively, and in the six months ended June 30, 2026 and 2025, the Company capitalized $1,422 and $3,363, respectively, relating to costs of computer software developed for internal use. The software is amortized over a two-year period using the straight-line method. In the three months ended June 30, 2026 and 2025, the Company recorded amortization expense relating to intangible assets of $1,875 and $1,495, respectively, and in the six months ended June 30, 2026 and 2025, the Company recorded amortization expense relating to intangible assets of $3,768 and $2,770, respectively. These amounts were included in cost of goods sold and depreciation and amortization in the accompanying condensed consolidated statements of operations and comprehensive loss.
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Accrued Expenses |
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| Accrued Expenses | Accrued Expenses Accrued expenses as of June 30, 2026 and December 31, 2025 consisted of the following:
(1) No individual item in “Other accrued expenses” exceeds 5% of total current liabilities.
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Property and Equipment |
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| Property, Plant, and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Property and Equipment | Property and Equipment Property and equipment as of June 30, 2026 and December 31, 2025 consisted of the following:
In the three months ended June 30, 2026 and 2025, depreciation expense was $461 and $244, respectively. In the six months ended June 30, 2026 and 2025, depreciation expense was $914 and $531, respectively.
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Long-Term Debt |
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| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Long-Term Debt | Long-Term Debt Revolving Credit Facility On March 3, 2026, the Company, as borrower, entered into a Loan and Security Agreement (the “Loan Agreement”) with Eclipse Business Capital LLC, as administrative agent and the lenders party thereto. Pursuant to the Loan Agreement, the lenders provided a senior secured asset-based revolving credit facility (the “Revolving Credit Facility”) with a $30,000 commitment and an uncommitted accordion feature of up to $10,000, which is exercisable, subject to lenders party consent and other conditions, in $5,000 increments or in its entirety. The Revolving Credit Facility has a minimum utilization requirement of $10,000 and matures on March 3, 2029 with outstanding principal and interest fully due and payable at such time. Borrowings under the Revolving Credit Facility bear interest at a rate equal to adjusted term secured overnight financing rate (“SOFR”) (subject to a floor of 2.0%) plus an applicable margin of 4.25%, which is subject to downward adjustments based on certain coverage ratio and excess availability. The Revolving Credit Facility is subject to a closing fee of 1.0%, and outstanding undrawn principal of the facility is subject to an unused line fee of 0.5% per annum. The Company has the option to early terminate the Revolving Credit Facility subject to the payment of prepayment fees equal to 3.0% during the first year, 2.0% during the second year, and zero percent thereafter, subject to certain exceptions. Proceeds from the Revolving Credit Facility were or will be used to pay for transaction costs related to the Loan Agreement and for working capital and other general corporate purposes. In connection with the Revolving Credit Facility, the Company is required to pay other customary facility fees for credit facilities of a similar size and type. Upon execution of the Loan Agreement, the Company incurred a total of $668 in lender fees and qualifying debt issuance costs, which has been deferred as an asset and amortized into interest expense on a straight-line basis over the term of the Revolving Credit Facility. Obligations under the Revolving Credit Facility are secured by substantially all of the Company’s assets, including accounts receivable, inventory, cash and intellectual property, subject to customary exceptions and are guaranteed by the Company and its subsidiaries. The Loan Agreement contains customary affirmative and negative covenants and events of default, including limitations on capital expenditures, indebtedness, liens, investments, asset dispositions, dividends and other restricted payments, as well as a minimum excess availability covenant and a change of control provision. As of June 30, 2026, the Company was in compliance with its debt covenants under the Loan Agreement. Principal outstanding under the Revolving Credit Facility was classified as long-term in the accompanying condensed consolidated balance sheets as of June 30, 2026. New Pharmakon Term Loans On May 5, 2025, the Company entered into the A&R Loan Agreement with Pharmakon, which amended and restated the Prior Pharmakon Loan Agreement (as defined below) in its entirety. Under the A&R Loan Agreement, Pharmakon agreed to make a senior secured term loan to the Company in an aggregate principal amount of up to $250,000 to be funded in three tranches comprised of a $150,000 tranche, which was funded upon the execution of the A&R Loan Agreement, and two additional tranches of up to $50,000 each, available at the Company’s election no later than December 31, 2026 (collectively, the “New Pharmakon Term Loans”). The New Pharmakon Term Loans accrue interest at a per annum rate equal to the 3-month SOFR (subject to a SOFR floor of 3.5%) plus 5.0% per annum. Payments related to the New Pharmakon Term Loans are interest only with a balloon principal payment due on the maturity date, which is May 5, 2030. The initial tranche of $150,000 was released to the Company on May 5, 2025, which includes the $125,000 of principal amount relating to the Prior Pharmakon Term Loans and $25,000 of incremental borrowings. Total proceeds of $23,390 were received by the Company, net of discounts and fees paid to Pharmakon, from the funding of the initial tranche. The second and third tranches, each in the principal amount of up to $50,000 but no less than $25,000, have a scheduled expiration date of December 31, 2026 and are available to be advanced at the Company’s election, subject to the terms and conditions of the A&R Loan Agreement including payment of additional consideration of 1.0% on drawn principal of each tranche. The Company has the option to prepay all or any portion of the amounts owed prior to the maturity date, and all prepayments of principal are subject to certain prepayment premium. Additionally, the New Pharmakon Term Loans are subject to customary mandatory prepayments clauses, and all prepayments and repayments of the New Pharmakon Term Loans are subject to an exit consideration premium equal to the amount of any principal repaid multiplied by 2.0%. This transaction with Pharmakon and the New Pharmakon Term Loans issued under the A&R Loan Agreement are accounted for as a debt modification in accordance with Accounting Standards Codification (“ASC”) 470-50, Debt Modifications and Extinguishments. Upon closing of the first tranche, the Company incurred a total of $5,644 in lender fees and debt modification costs relating to the New Pharmakon Term Loans. These fees and costs have been allocated based on specific identification basis between the funded and unfunded tranches. Direct lender fees of $1,610 allocated to the initial tranche of the New Pharmakon Term Loans have been presented as a deduction to the debt principal balance and amortized into interest expense using the effective interest method. Debt modification costs of $1,000 associated with the unfunded second and third tranches are deferred as an asset and is amortized into interest expense on a straight-line basis until the tranches are drawn upon which the remaining asset balance would be reclassified as a deduction to the principal amount and be amortized using the effective interest method. The remaining debt modification costs of $3,034 allocated to the first tranche were expensed as incurred. The New Pharmakon Term Loans are secured by substantially all of the Company’s assets. The New Pharmakon Term Loans contain customary affirmative and restrictive covenants and representations and warranties. The affirmative covenants include, among others, certain information delivery requirements, obligations to maintain certain insurance, and certain notice requirements. The restrictive covenants include, among others, those that limit or restrict the Company’s ability to incur certain additional indebtedness, consummate certain change in control transactions, or incur any non-permitted lien or other encumbrance on the Company’s assets, without Pharmakon’s prior written consent. The New Pharmakon Term Loans do not contain covenants requiring the Company to maintain a minimum cash threshold or minimum revenues or earnings. As of June 30, 2026, the Company was in compliance with its debt covenants under the A&R Loan Agreement. The borrowings outstanding under the New Pharmakon Term Loans were classified as long-term in the accompanying condensed consolidated balance sheets as of June 30, 2026. Long-term debt obligations as of June 30, 2026 consisted of the following:
Long-term debt obligations as of December 31, 2025 consisted of the following:
As of June 30, 2026 and December 31, 2025, the effective interest rate on the Company’s outstanding term loans was approximately 9.85% and 10.15%, respectively, and the corresponding cash interest rate was 8.69% and 8.99%, respectively. As of June 30, 2026, the effective interest rate and cash interest rate on the Revolving Credit Facility were approximately 7.98%. The following table presents a summary of the principal maturities of long-term debt as of June 30, 2026:
Prior Pharmakon Term Loans On December 14, 2021, the Company entered into a loan agreement with BPCR Limited Partnership, BioPharma Credit Investments V (Master) LP, and Biopharma Credit PLC (collectively, “Pharmakon”), which was subsequently amended in December 2022 and May 2023 (as amended, the “Prior Pharmakon Loan Agreement”). Pursuant to the Prior Pharmakon Loan Agreement, Pharmakon made loans to the Company totaling $125,000 (the “Prior Pharmakon Term Loans”). From May 2023 to the modification of the loan in May 2025, the Prior Pharmakon Term Loans accrued interest at a per annum rate equal to the 3-month SOFR (subject to a SOFR floor of 1.0%) plus 8.5% per annum.
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Operating Leases |
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| Operating Leases | Operating Leases The Company’s operating leases are related to its corporate headquarters in Newport Beach, California and do not contain any residual value guarantees or material restrictive covenants. The minimum lease payments associated with lease renewal will only be included in the measurement of the lease liability and ROU assets if the exercise of the renewal option is determined to be reasonably certain. The Company considers the timing of the renewal period and other economic factors such as the financial implications of a decision to extend or not to extend a lease in determining if the renewal option is reasonably certain to be exercised. Certain of the Company’s operating leases include variable lease payments that are not determinable at lease commencement. Accordingly, these variable lease payments are excluded from the measurement of ROU assets and lease liabilities and are recognized as lease expense in the period in which they are incurred. The components of operating lease expense are as follows:
Supplemental information on operating leases is as follows:
Operating lease expenses are included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive loss. Operating lease ROU assets and related current and long-term operating lease liabilities are presented in the accompanying condensed consolidated balance sheets. The following table presents the future minimum lease payments under operating lease agreements with non-cancelable terms as of June 30, 2026:
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Commitments and Contingencies |
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| Commitments and Contingencies Disclosure [Abstract] | |
| Commitments and Contingencies | Commitments and Contingencies Daewoong Agreement The Daewoong Agreement includes certain minimum annual purchases that the Company is required to make in order to maintain the exclusivity of the license. The Company may, however, meet these minimum purchase obligations by achieving certain market share in the licensed territories. These potential minimum purchase obligations are contingent upon the occurrence of future events, including receipt of governmental approvals and the Company’s future market share in various jurisdictions. Total inventory payments to Daewoong were $31,319 and $21,786 in the three months ended June 30, 2026 and 2025, respectively, and $43,068 and $38,849 in the six months ended June 30, 2026 and 2025, respectively. Symatese U.S. Agreement and Symatese Europe Agreement The Symatese U.S. Agreement and the Symatese Europe Agreement include certain minimum purchase requirements, and failure to meet such requirements may result in a reduction or termination of the Company’s exclusive rights, subject to certain exceptions. These potential minimum purchase obligations are contingent upon the occurrence of future events, including receipt of governmental approvals and the Company’s future market share in various jurisdictions. Pursuant to the Symatese U.S. Agreement, the Company is required to make up to €16,200 in milestone payments to Symatese, including an initial payment of €4,100 within 30 days of execution of the Symatese U.S. Agreement. The additional annual payments of €1,600 in June 2025, €4,100 in June 2026, €3,200 in June 2027, and €3,200 in June 2028 are, in each case, subject to and contingent on three of the products gaining approval prior to the milestone payment dates. If regulatory approval of three of the products is not achieved prior to the aforementioned milestone payment dates, then the related milestone payments will be due and payable to Symatese on the date of approval. In June 2023, the Company paid $4,441 as an upfront payment upon the signing of the Symatese U.S. Agreement and has developmental costs, ongoing milestone and royalty payment obligations. As of June 30, 2026, regulatory approval of three of the products has not been achieved; as such no additional annual milestone payments have been made. Pursuant to the Symatese Europe Agreement, the Company is required to pay two milestone payments: (i) €1,200 on the second anniversary of certain regulatory approvals, and (ii) €1,900 on the later of the third anniversary of certain regulatory approvals or December of any year in which the Company achieves US$25,000 of net revenue in Europe, provided that if the regulatory approvals are achieved the payment shall occur no later than December 2029 regardless of the revenue condition. In October 2024, the Company received European Union MDR approval for the remaining three injectable HA gel products. As a result, the two milestone payments have been triggered. The first milestone payment is payable on the two-year anniversary of the approval, which is October 2026. For the second milestone payment, the Company expects to make the payment in December 2029. Upon receiving approval, the Company recorded $1,035 and $1,200 in contingent milestone payment liabilities for the first and second milestone payments, respectively, and $1,035 and $1,200 in intangible assets for the first and second milestone payments, respectively. These amounts reflect the application of a discount to account for the time value of money, which adjusts the present value of the liabilities and intangible assets based on the timing of future payments. Legal Proceedings The Company is, from time to time, involved in various litigation matters or regulatory encounters arising from the ordinary course of business that could result in unasserted or asserted claims or litigation. These other matters may raise difficult and complex legal issues and are subject to many uncertainties, including, but not limited to, the facts and circumstances of each particular case or claim, the jurisdiction in which each suit or regulatory encounter is brought, and differences in applicable laws and regulations. Except as set forth above, the Company does not believe that these other matters would have a material adverse effect on its financial position, results of operations or cash flows. However, the resolution of one or more of the other matters in any reporting period could have a material adverse impact on the Company’s financial results for that period. In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because they involve claims that may be made against the Company in the future, but have not yet been made. 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. No amounts were accrued as of June 30, 2026. Medytox Settlement AgreementsMedytox Settlement Agreement In February 2021, the Company settled certain litigation with Medytox, Inc. (“Medytox”) related to Jeuveau® by means of settlement and license agreements (the “Medytox Settlement Agreements”). From September 17, 2022 to September 16, 2032, the Company has paid and will pay Medytox a quarterly, mid-single digit royalty percentage on net sales of Jeuveau® sold in the United States and other Evolus territories pursuant to the Medytox Settlement Agreements. As of June 30, 2026 and December 31, 2025, the Company accrued $4,501 and $4,985, respectively, for royalties under the Medytox Settlement Agreements.
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Stock-Based Compensation and Stockholders’ Equity |
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| Stock-Based Compensation and Stockholders’ Equity | Stock-Based Compensation and Stockholders’ Equity The following table summarizes the compensation expense related to the Company’s stock-based compensation arrangements recognized in the accompanying condensed consolidated statements of operations and comprehensive loss:
As of June 30, 2026, there were $40,410 of total unrecognized compensation costs related to unvested shares subject to outstanding service-based stock options and restricted stock units. Unrecognized compensation costs associated with these stock options and restricted stock units are expected to be expensed over a weighted-average period of 2.7 and 2.9 years, respectively. As of June 30, 2026, total unrecognized compensation costs related to unvested shares subject to outstanding performance-based restricted stock units and market-based restricted stock units were $5,395. Unrecognized compensation costs associated with outstanding performance-based restricted stock units and market-based restricted stock units are expected to be expensed over a weighted-average period of 2.4 years. Preferred Stock The Company has 10,000,000 authorized shares of preferred stock with a par value of $0.00001 per share. As of June 30, 2026 and December 31, 2025, no shares of its preferred stock were issued and outstanding. Common Stock The Company has 100,000,000 authorized shares of common stock with a par value of $0.00001 per share. As of June 30, 2026 and December 31, 2025, 66,013,698 and 65,008,183 shares of its common stock were issued and outstanding, respectively. 2024 Employee Stock Purchase Plan (“2024 ESPP”) On June 6, 2024, the Company approved the adoption of the 2024 Employee Stock Purchase Plan. The 2024 ESPP provides an opportunity to purchase shares of the Company’s common stock at a favorable price and upon favorable terms in consideration of the participating employees’ continued services. Eligible employees will be entitled to purchase, by means of payroll deductions, limited numbers of the Company’s common stock at a discount during periodic offering periods, and the first offering period under the 2024 ESPP commenced on May 1, 2025. There were 579,648 shares initially reserved for issuance under the 2024 ESPP, which shall automatically increase on March 5th of each calendar year, by an amount equal to the lesser of (i) 1.0% of the total number of shares of common stock issued and outstanding on March 4th of the year in which such increase is to occur, (ii) 579,648 shares of common stock, or (iii) such number of shares of common stock as may be established by the Board of Directors. As of June 30, 2026, the Company had issued 106,180 shares under the 2024 ESPP. Termination of “At-the-Market” Offering Program On March 8, 2023, the Company entered into the ATM Sales Agreement with Leerink Partners LLC (the “Sales Agent”), pursuant to which the Company could sell shares of its common stock from time to time for an aggregate gross proceeds of up to $50,000 (the “ATM Program”). Under the ATM Sales Agreement, the Sales Agent is entitled to a commission of 3.0% of the gross proceeds from any sales of the Company’s common stock under the ATM Program. On May 1, 2026, the Company terminated the ATM Sales Agreement and the related ATM Program. No shares were sold under the ATM Sales Agreement prior to its termination. 2017 Omnibus Incentive Plan The Company’s 2017 Omnibus Incentive Plan (the “Plan”) provides for the grant of incentive options to employees of the Company and for the grant of non-statutory options, restricted stock awards, restricted stock unit awards, stock appreciation rights, performance stock awards and other forms of stock compensation to the Company’s officers, directors, consultants and employees. The maximum number of shares of common stock that may be issued under the Plan is 4,361,291 shares, plus an annual increase on November 21st of each year equal to 4.0% of the total issued and outstanding shares of the Company’s common stock as of such anniversary (or such lesser number of shares as may be determined by the Company’s Board of Directors). As of June 30, 2026, the Company had an aggregate of 1,066,508 shares of its common stock available for future issuance under the Plan. 2023 Inducement Incentive Plan In September 2023, the Company’s Board of Directors adopted the Company’s 2023 Inducement Incentive Plan (the “Inducement Plan”) in accordance with Nasdaq Listing Rule 5635(c)(4). The Inducement Plan provides for the grant of equity awards to selected individuals in connection with their commencing employment with the Company as an inducement material to their accepting such employment. The Board of Directors had reserved a total of 2,000,000 shares of common stock for issuance under the Inducement Plan. As of June 30, 2026, the Company had an aggregate of 495,824 shares of its common stock available for future issuance under the Inducement Plan. Inducement Grants From time to time, the Company has granted equity awards to its newly hired employees, including executives, in accordance with Nasdaq Listing Rule 5635(c)(4) and outside of the Plan and Inducement Plan. Such grants were made pursuant to a stand-alone nonstatutory stock option agreement and a stand-alone RSU agreement, which were approved by the Compensation Committee of the Board of Directors. Any shares underlying the inducement grants are not, upon forfeiture, cancellation or expiration, returned to a pool of shares reserved for future issuance. Stock Options Options to purchase the Company’s stock are granted at exercise prices based on the Company’s common stock price on the date of grant. The option grants generally vest over a - to four-year period. The options have a contractual term of ten years. The fair value of options is estimated using the Black-Scholes option pricing model, which has various inputs, including the grant date common share price, exercise price, risk-free interest rate, volatility, expected life and dividend yield. The change of any of these inputs could significantly impact the determination of the fair value of the Company’s options as well as significantly impact its results of operations. The Company records stock-based compensation expense net of actual forfeitures when they occur. The significant assumptions used in the Black-Scholes option-pricing model are as follows: •Expected Volatility. The expected volatility of common stock is estimated based on the historical volatility of the Company’s common stock over the most recent period commensurate with the estimated expected term of the stock options. •Expected Term. The expected term represents the period of time in which the options granted are expected to be outstanding. The Company estimates the expected term of options with consideration of vesting date, contractual term, and historical experience. The expected term of “plain vanilla” options is estimated based on the midpoint between the vesting date and the end of the contractual term under the simplified method permitted by the SEC implementation guidance. The weighted‑average expected term of the Company’s options is approximately six years. •Risk‑Free Rate. The risk‑free interest rate is selected based upon the implied yields in effect at the time of the option grant of U.S. Treasury zero‑coupon issues with a term approximately equal to the expected life of the option being valued. •Dividends. The Company does not anticipate paying cash dividends in the foreseeable future. Consequently, the Company uses an expected dividend yield rate of zero. Service-Based Restricted Stock Units Service-based RSU grants generally vest over a - to four-year period. The fair value of service-based RSU grants is determined based on the closing market price of the Company’s common stock on the grant date. Performance-Based Restricted Stock Units Under the Plan, the Company’s Board of Directors has granted performance restricted stock units (“PRSUs”) with various performance-based vesting terms to certain executive officers. The PRSUs function in the same manner as service-based restricted stock units except that vesting terms are based on the achievement of certain pre-established performance measures, if the grantee is in service to the Company upon the achievement of such performance hurdles. Compensation expense related to PRSUs is recognized when attainment of the performance milestones is deemed to be probable and over a period in which the Company estimates the performance hurdles will be achieved. Market-Based Restricted Stock Units For RSUs granted to employees that vest based on market conditions, such as the trading price of the Company’s common stock exceeding certain price targets or the total shareholder return (“TSR”) of the Company’s common stock relative to the Russell 2000 index, the Company uses Monte Carlo Simulation to estimate the fair value on the date of grant and recognizes compensation cost over the requisite service period. Compensation expense is recorded if the requisite service period is satisfied regardless of whether the market condition is met.
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Medytox Settlement Agreements |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Medytox Settlement Agreements | Commitments and Contingencies Daewoong Agreement The Daewoong Agreement includes certain minimum annual purchases that the Company is required to make in order to maintain the exclusivity of the license. The Company may, however, meet these minimum purchase obligations by achieving certain market share in the licensed territories. These potential minimum purchase obligations are contingent upon the occurrence of future events, including receipt of governmental approvals and the Company’s future market share in various jurisdictions. Total inventory payments to Daewoong were $31,319 and $21,786 in the three months ended June 30, 2026 and 2025, respectively, and $43,068 and $38,849 in the six months ended June 30, 2026 and 2025, respectively. Symatese U.S. Agreement and Symatese Europe Agreement The Symatese U.S. Agreement and the Symatese Europe Agreement include certain minimum purchase requirements, and failure to meet such requirements may result in a reduction or termination of the Company’s exclusive rights, subject to certain exceptions. These potential minimum purchase obligations are contingent upon the occurrence of future events, including receipt of governmental approvals and the Company’s future market share in various jurisdictions. Pursuant to the Symatese U.S. Agreement, the Company is required to make up to €16,200 in milestone payments to Symatese, including an initial payment of €4,100 within 30 days of execution of the Symatese U.S. Agreement. The additional annual payments of €1,600 in June 2025, €4,100 in June 2026, €3,200 in June 2027, and €3,200 in June 2028 are, in each case, subject to and contingent on three of the products gaining approval prior to the milestone payment dates. If regulatory approval of three of the products is not achieved prior to the aforementioned milestone payment dates, then the related milestone payments will be due and payable to Symatese on the date of approval. In June 2023, the Company paid $4,441 as an upfront payment upon the signing of the Symatese U.S. Agreement and has developmental costs, ongoing milestone and royalty payment obligations. As of June 30, 2026, regulatory approval of three of the products has not been achieved; as such no additional annual milestone payments have been made. Pursuant to the Symatese Europe Agreement, the Company is required to pay two milestone payments: (i) €1,200 on the second anniversary of certain regulatory approvals, and (ii) €1,900 on the later of the third anniversary of certain regulatory approvals or December of any year in which the Company achieves US$25,000 of net revenue in Europe, provided that if the regulatory approvals are achieved the payment shall occur no later than December 2029 regardless of the revenue condition. In October 2024, the Company received European Union MDR approval for the remaining three injectable HA gel products. As a result, the two milestone payments have been triggered. The first milestone payment is payable on the two-year anniversary of the approval, which is October 2026. For the second milestone payment, the Company expects to make the payment in December 2029. Upon receiving approval, the Company recorded $1,035 and $1,200 in contingent milestone payment liabilities for the first and second milestone payments, respectively, and $1,035 and $1,200 in intangible assets for the first and second milestone payments, respectively. These amounts reflect the application of a discount to account for the time value of money, which adjusts the present value of the liabilities and intangible assets based on the timing of future payments. Legal Proceedings The Company is, from time to time, involved in various litigation matters or regulatory encounters arising from the ordinary course of business that could result in unasserted or asserted claims or litigation. These other matters may raise difficult and complex legal issues and are subject to many uncertainties, including, but not limited to, the facts and circumstances of each particular case or claim, the jurisdiction in which each suit or regulatory encounter is brought, and differences in applicable laws and regulations. Except as set forth above, the Company does not believe that these other matters would have a material adverse effect on its financial position, results of operations or cash flows. However, the resolution of one or more of the other matters in any reporting period could have a material adverse impact on the Company’s financial results for that period. In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because they involve claims that may be made against the Company in the future, but have not yet been made. 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. No amounts were accrued as of June 30, 2026. Medytox Settlement AgreementsMedytox Settlement Agreement In February 2021, the Company settled certain litigation with Medytox, Inc. (“Medytox”) related to Jeuveau® by means of settlement and license agreements (the “Medytox Settlement Agreements”). From September 17, 2022 to September 16, 2032, the Company has paid and will pay Medytox a quarterly, mid-single digit royalty percentage on net sales of Jeuveau® sold in the United States and other Evolus territories pursuant to the Medytox Settlement Agreements. As of June 30, 2026 and December 31, 2025, the Company accrued $4,501 and $4,985, respectively, for royalties under the Medytox Settlement Agreements.
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Segment Reporting |
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| Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Segment Reporting | Segment Reporting The Company conducts business as a single operating and reportable segment, focusing on the business of performance beauty by delivering breakthrough products to the cash-pay aesthetic market. Under this organizational structure, the Chief Executive Officer, serving as the CODM, assesses performance and manages the Company’s operations as one integrated business. The identification of a single operating and reportable segment is consistent with the management approach in that the CODM regularly reviews consolidated financial information for the purpose of assessing performance and allocating resources. The CODM regularly reviews (i) net revenues, (ii) gross profit, (iii) operating profit or loss and (iv) net income or loss and uses net income or loss as the key measure of segment profit or loss when allocating resources and assessing performance. The CODM compares net income or loss in prior periods with that of the current period, evaluates actual results against budget and forecast, identifies relevant business factors and trends, and evaluates the achievements of the Company’s established strategic goals. In April 2025, the Company launched Evolysse® Form and Evolysse® Smooth in the United States, and, in May 2026, the Company launched four Evolysse® products in Europe. As such, segment product net revenue has been recast in connection with the launch of Evolysse®. The table below presents selected financial information of the Company’s single reportable segment regularly provided to and reviewed by the CODM and a reconciliation of segment net loss to consolidated net loss as computed under U.S. GAAP:
(1) Other segment items include revaluation of contingent royalty obligation payable to Evolus Founders and Other (income) expense, net. Information regarding segment assets provided to the CODM is consistent with that reported in the accompanying condensed consolidated balance sheets with particular emphasis on the Company’s available liquidity and working capital, including its cash and cash equivalents, accounts receivables, inventory and current liabilities.
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Subsequent Events |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events IBSA License Agreement - Profhilo® On July 7, 2026, the Company entered into a License, Supply and Distribution Agreement (the “IBSA Agreement”) with IBSA Institut Biochimique SA (“IBSA”). Under the IBSA Agreement, IBSA granted to the Company an exclusive right and license to develop, commercialize and distribute Profhilo®, an injectable hyaluronic acid product for skin-quality applications, in the United States for use in the aesthetics and dermatological fields (the “Field”). The IBSA Agreement also provides the Company with the right to negotiate for certain additional products in the Profhilo® brand family and related line extensions in the Field within the United States. Under the terms of the IBSA Agreement, the Company will be responsible for development activities required to obtain U.S. regulatory approval for Profhilo®, as well as commercialization activities following approval. The IBSA Agreement does not require the Company to make any upfront payment or milestone payments to IBSA. Beginning in the fourth year following the commercial launch of Profhilo® in the United States, the Company will be subject to certain minimum purchase requirements. Failure to satisfy such requirements may result in the conversion of the Company’s exclusive rights to non-exclusive rights or termination of the IBSA Agreement, subject to certain exceptions. Because the timing of regulatory approval and commercial launch is uncertain, the Company cannot reasonably estimate the future financial impact of its development and commercialization activities related to Profhilo®, including any potential obligations under the minimum purchase requirements. The initial term of the IBSA Agreement is fifteen (15) years from the date of the first U.S. Food and Drug Administration approval of Profhilo®. The IBSA Agreement may be renewed for successive five (5)-year terms, subject to the terms set forth in the IBSA Agreement. Symatese EU Amendments On August 3, 2026, the Company and Symatese entered into a series of agreements (collectively, the “Symatese EU Amendments”) that amended and expanded the Company’s commercialization rights under the Symatese Europe Agreement. As a result of the Symatese EU Amendments, the Company has exclusive rights to commercialize and distribute the full line of Evolysse® injectable HA gel products in each of (i) Europe, (ii) Canada and (iii) Australia and New Zealand (each, a “Sub-Territory” and collectively, the “Sub-Territories”) for use in the aesthetics and dermatological fields. Symatese is responsible, at its sole expense, for obtaining and maintaining regulatory approvals for the products in the Sub-Territories. Under the Symatese EU Amendments, the Company is required to make aggregate upfront payments of €1,420 and may be required to make additional payments of up to €2,880 upon receipt of certain regulatory approvals and completion of certain registration processes. The Company is subject to minimum purchase requirements under the Symatese Europe Agreement, as amended. Failure to satisfy the purchase requirements may result in a reduction or termination of the Company’s exclusive rights in the applicable Sub-Territory, subject to certain exceptions. The initial term for each Sub-Territory is 15 years from the first applicable regulatory approval in such Sub-Territory and will automatically renew for successive five-year terms, subject to the terms of the Symatese Europe Agreement.
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Insider Trading Arrangements |
3 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Trading Arrangements, by Individual | |
| Rule 10b5-1 Arrangement Adopted | false |
| Non-Rule 10b5-1 Arrangement Adopted | false |
| Rule 10b5-1 Arrangement Terminated | false |
| Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation and Summary of Significant Accounting Policies (Policies) |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Accounting Policies [Abstract] | |
| Basis of Presentation | Basis of Presentation and Principles of Consolidation The accompanying interim unaudited condensed consolidated financial statements have been prepared on a consistent basis with the annual financial statements and in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the requirements of the SEC for interim reporting. Pursuant to these SEC rules and regulations, the Company has condensed or omitted certain financial information and disclosures normally included in annual financial statements prepared in accordance with GAAP. The interim unaudited condensed consolidated financial statements include the Company’s accounts and those of the Company’s wholly owned subsidiaries, and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to state fairly the Company’s consolidated financial position as of June 30, 2026, results of operations, comprehensive income (loss), stockholders’ equity (deficit) for the three and six months ended June 30, 2026 and 2025, and cash flows for the six months ended June 30, 2026 and 2025.
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| Principles of Consolidation | All intercompany accounts and transactions have been eliminated in consolidation. |
| Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the accompanying condensed consolidated financial statements and notes thereto. These estimates include, but are not limited to net revenues, allowance for doubtful accounts, fair value measurements and stock-based compensation, among others. Management bases estimates on historical experience and on assumptions that management believes are reasonable. The Company’s actual results could differ materially from those estimates and may result in material effects on the Company’s operating results and financial position.
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| Risks and Uncertainties and Concentration of Credit Risk | Risks and Uncertainties The Company is party to an agreement (as amended, the “Daewoong Agreement”) with Daewoong Pharmaceutical Co. Ltd. (“Daewoong”), pursuant to which the Company received an exclusive distribution license to Jeuveau® from Daewoong for aesthetic indications in the United States, the European Union, United Kingdom, members of the European Economic Area, Switzerland, Canada, Australia, New Zealand, and South Africa, as well as co-exclusive distribution rights with Daewoong in Japan. Jeuveau® is manufactured by Daewoong in a facility in South Korea. The Company also has the option to negotiate first with Daewoong to secure a distribution license for any product that Daewoong directly or indirectly develops or commercializes that is classified as an injectable botulinum toxin (other than Jeuveau®) in a territory covered by the Daewoong Agreement. The Company relies on Daewoong, its exclusive and sole supplier, to manufacture Jeuveau®. Any termination or loss of significant rights, including exclusivity, under the Daewoong Agreement would materially and adversely affect the Company’s commercialization of Jeuveau®. See Note 9. Commitments and Contingencies and Note 11. Medytox Settlement Agreements for additional information. The Company commercially launched Jeuveau® in the United States in May 2019 and in Canada through its distribution partner in October 2019. The Company also began commercially launching Jeuveau® in Europe in 2022 and Australia in 2024 and, as such, has a limited history of sales in those markets. If any previously granted approval to market and sell Jeuveau® is retracted or the Company is denied approval or approval is delayed by regulators in any other jurisdictions, it may have a material adverse impact on the Company’s business and its consolidated financial statements. The Company is party to an agreement with Symatese, pursuant to which Symatese granted to the Company an exclusive right to commercialize and distribute Symatese’s injectable HA gel products in the United States for use in the aesthetics and dermatological field of use. In April 2025, the Company launched Evolysse® Form and Evolysse® Smooth in the United States. In addition, beginning on December 20, 2023, the Company is party to an agreement with Symatese, pursuant to which Symatese granted to the Company an exclusive right to commercialize and distribute Symatese’s injectable HA gel product line in 50 countries in Europe for use in the aesthetics and dermatological fields. In May 2026, the Company launched four Evolysse® products in Europe. The Company relies on Symatese, its sole supplier, to manufacture Evolysse®. Any termination or loss of significant rights, including exclusivity, would materially and adversely affect the Company’s commercialization of Evolysse®. The Company is also subject to risks common to companies in the pharmaceutical industry including, but not limited to, dependency on the commercial success of Jeuveau® and Evolysse®, the Company’s approved products, significant competition within the medical aesthetics industry, its ability to maintain regulatory approval of Jeuveau® and Evolysse®, third party litigation and challenges to its intellectual property, uncertainty of broad adoption of its product by aesthetic practitioners and patients, its ability to in-license, acquire or develop additional product candidates and to obtain the necessary approvals for those product candidates, and the need to scale manufacturing capabilities over time. Any disruption and volatility in the global capital markets, including those caused by other events, such as public health crises, high inflation and interest rates, increased tariffs, and geopolitical conflicts, including military conflicts, may increase the Company’s cost of capital and adversely affect its ability to access financing when and on terms that the Company desires. Any of these events could have a material adverse effect on the Company’s business, financial condition, results of operations and cash flows. Concentration of Credit Risk Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash and cash equivalents and accounts receivable. Substantially all of the Company’s cash is held by financial institutions that management believes are of high credit quality. Such deposits may, at times, exceed federally insured limits. To date, the Company has not experienced any losses associated with this credit risk and continues to believe that this exposure is not significant. The Company invests, or plans to soon invest, its excess cash, in line with its investment policy, primarily in money market funds and debt instruments of U.S. government agencies. The Company’s accounts receivable is derived from customers located principally in the United States and Europe. Concentrations of credit risk with respect to trade receivables are limited due to the Company’s credit evaluation process. The Company does not typically require collateral from its customers. The Company continuously monitors customer payments and maintains an allowance for credit losses based on its assessment of various factors including historical experience, age of the receivable balances, and other current economic conditions or other factors that may affect customers’ ability to pay.
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| Segment Reporting | Segment Reporting The Company operates as a single operating and reportable segment focused on delivering medical aesthetic products to the cash-pay aesthetic market. Under this organizational structure, the Chief Executive Officer, serving as the Chief Operating Decision Maker (“CODM”), assesses performance and manages the Company’s operations as one integrated business. The identification of a single operating and reportable segment is consistent with the management approach as the CODM regularly reviews consolidated financial information for the purpose of assessing performance and allocating resources. See Note 12. Segment Reporting for additional information.
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| Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash and highly liquid investments with maturities of three months or less on the date of acquisition that can be liquidated without prior notice or penalty. Cash and cash equivalents may include deposits, money market funds and debt securities. Amounts receivable from credit card issuers are typically converted to cash within to four days of the original sales transaction and are considered to be cash equivalents.
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| Inventories and Cost of Goods Sold | Inventories and Cost of Goods Sold Inventories consist of finished goods held for sale and distribution. Cost is determined using the first-in, first-out method. Inventory is measured at the lower of cost or net realizable value based on a number of factors including, but not limited to, damage, expiration, or changes in price level. The Company evaluates inventory balances for excess quantities and obsolescence and then reduces inventories to net realizable value based on this evaluation. For the three and six months ended June 30, 2026, cost of goods sold consisted of inventory cost, amortization of intangible asset relating to distribution right and certain royalties on the sale of the Company’s products.
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| Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company follows the authoritative guidance for fair value measurements with respect to assets and liabilities that are measured at fair value on a recurring basis and non-recurring basis. Under the standard, fair value is defined as the exchange price that would be received for an asset or an exit price paid to transfer a liability in an orderly transaction between market participants in a principal market on the measurement date. The standard also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors that market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The hierarchy consists of the following three-levels for disclosure of fair value measurement: •Level 1—Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; •Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets; quoted prices in markets that are not active; or other inputs that are observable, either directly or indirectly, or can be corroborated by observable market data for substantially the full term of the asset or liability; and •Level 3—Prices or valuation techniques that require inputs that are unobservable, that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.
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| Property and Equipment | Property and Equipment Property and equipment are stated at cost. Depreciation and amortization are recognized over the estimated useful lives of the assets using the straight-line method. The estimated useful lives of depreciable assets are three years for computers, to five years for equipment, and five years for furniture and marketing fixtures. Leasehold improvements are amortized over the shorter of the estimated useful lives of the improvements or the term of the related lease.
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| Goodwill | Goodwill Goodwill represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired in a business combination. The Company assesses goodwill for impairment annually and whenever events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. The Company performs an annual qualitative assessment of its goodwill in the fourth quarter of each calendar year to determine if any events or circumstances exist, such as an adverse change in business climate or a decline in the overall industry demand, that would indicate that it is more likely than not that the fair value of a reporting unit is below its carrying amount, including goodwill. If events or circumstances do not indicate that the fair value of a reporting unit is below its carrying amount, then goodwill is not considered to be impaired and no further testing is required. If it is determined, based upon the qualitative assessment, that it is more likely than not that the reporting unit’s fair value is less than its carrying amount, then a quantitative impairment test is performed. Alternatively, the Company may bypass the qualitative assessment for a reporting unit and directly perform the quantitative goodwill impairment test. For the purpose of goodwill impairment testing, the Company has determined that it has one reporting unit.
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| Intangible Assets | Intangible Assets The distribution right intangible asset related to Jeuveau® is amortized over the period the asset is expected to contribute to the future cash flows of the Company. The Company determined that the pattern of this intangible asset’s future cash flows could not be readily determined with a high level of precision. As a result, the distribution right intangible asset is being amortized on a straight-line basis over the estimated useful life of 20 years. A portion of the Symatese Europe Agreement represents the license and distribution right to Evolysse® in Europe. The definite-lived distribution right intangible asset related to the Evolysse® nasolabial fold product approved in Europe is amortized on a straight-line basis over the estimated useful life of 15 years. Pursuant to the Symatese Europe Agreement, the Company is required to pay two milestone payments: (i) €1,200 on the second anniversary of certain regulatory approvals, and (ii) €1,900 on the later of the third anniversary of certain regulatory approvals or December of any year in which the Company achieves US$25,000 of net revenue in Europe, provided that if the regulatory approvals are achieved the payment shall occur no later than December 2029 regardless of the revenue condition. In October 2024, the Company received European Union Medical Device Regulation (“MDR”) approval for the remaining three injectable HA gel products. As a result, the two milestone payments have been triggered. The first milestone payment is payable in October 2026, the two-year anniversary of the approval. The Company anticipates the second milestone payment will be made in December 2029. Upon receiving approval, the Company recorded $1,035 and $1,200 in long-term liabilities for the first and second milestone payments, respectively, and $1,035 and $1,200 in intangible assets for the first and second milestone payments, respectively. These amounts reflect the application of a discount to account for the time value of money, which adjusts the present value of the liabilities and intangible assets based on the timing of future payments. The definite-lived distribution right intangible asset related to the Evolysse® products approved in Europe is amortized on a straight-line basis over the remaining estimated useful life of 14 years and 2 months. The Company capitalizes certain internal-use software costs associated with the development of its mobile and web-based customer platforms. These costs include personnel expenses and external costs that are directly associated with the software projects. These costs are classified as intangible assets in the accompanying condensed consolidated balance sheets. The capitalized internal-use software costs are amortized on a straight-line basis over the estimated useful life of two years upon being placed in service. The Company reviews long-term and identifiable definite-lived intangible assets or asset groups for impairment when events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. If the sum of the expected future undiscounted cash flows is less than the carrying amount of the asset or an asset group, then further impairment analysis is performed. An impairment loss is measured as the amount by which the carrying amount of the asset or asset groups exceeds the fair value for assets to be held and used or fair value less cost to sell for assets to be disposed of. The Company also reviews the useful lives of its assets periodically to determine whether events and circumstances warrant a revision to the remaining useful life. Changes in the useful life are adjusted prospectively by revising the remaining period over which the asset is amortized.
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| Leases | Leases At the inception of a contractual arrangement, the Company determines whether the contract contains a lease by assessing whether there is an identified asset and whether the contract conveys the right to control the use of the identified asset in exchange for consideration over a period of time. If both criteria are met, the contract contains a lease and upon lease commencement, the Company records a lease liability which represents the Company’s obligation to make lease payments arising from the lease, and a corresponding right-of-use (“ROU”) asset which represents the Company’s right to use an underlying asset during the lease term. Operating lease assets and liabilities are included in operating lease ROU assets, current portion of operating lease liabilities and long-term portion of operating lease liabilities in the accompanying condensed consolidated balance sheets. Operating lease ROU assets and lease liabilities are initially recognized based on the net present value of the future minimum lease payments over the lease term at commencement date calculated using the Company’s incremental borrowing rate applicable to the underlying asset unless the implicit rate is readily determinable. The incremental borrowing rate, the ROU asset and the lease liability are reevaluated upon a lease modification. Operating lease ROU assets also include any initial direct costs and lease payments made at or before lease commencement less any lease incentives received, if any. The Company determines the lease term as the noncancellable period of the lease and may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise such options. The Company’s leases do not contain any residual value guarantees. Leases with a term of 12 months or less are not recognized on the condensed consolidated balance sheets. The Company accounts for lease and non-lease components together as a single lease component for all classes of underlying assets. For operating leases, the Company recognizes rent expense on a straight-line basis over the lease term. There were no significant finance leases as of June 30, 2026.
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| Contingent Royalty Obligation Payable to Evolus Founders | Contingent Royalty Obligation Payable to Evolus Founders The Company was acquired by Strathspey Crown Holdings Group, LLC in 2013 and subsequently by its subsidiary, Alphaeon Corporation (“Alphaeon”), by means of a stock purchase agreement (“Stock Purchase Agreement”) pursuant to which Alphaeon assumed certain payment obligations related to the acquisition. On December 14, 2017, the Stock Purchase Agreement was amended (“Amended Stock Purchase Agreement”), and, as a result, effective upon the closing of the Company’s initial public offering in February 2018, the Company assumed all of Alphaeon’s payment obligations under the Amended Stock Purchase Agreement. Payment obligations to the Evolus Founders consist of quarterly royalty payments of a low single-digit percentage of net sales of Jeuveau®. The obligations terminate in the second quarter of 2029, which is the 10-year anniversary of the first commercial sale of Jeuveau® in the United States. Under the Amended Stock Purchase Agreement, the Company recorded the fair value of all revised payment obligations owed to the Evolus Founders. The Company measures the fair value of the contingent royalty obligation payable at each reporting period end using a discounted cash flows method with Level 3 inputs. The related changes in the fair value of the contingent royalty obligation payable are recognized in operating expenses in the accompanying condensed consolidated statements of operations and comprehensive loss with corresponding adjustments to the liability in the accompanying condensed consolidated balance sheets.
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| Long-Term Debt | Long-Term Debt Long-term debt consists of the New Pharmakon Term Loans and the Revolving Credit Facility. Debt issuance costs represent legal, lender and consulting costs or fees associated with debt financing. Debt discounts and issuance costs are amortized into interest expense over the term of the debt.
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| Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions The financial statements of foreign subsidiaries are measured using the local currency as the functional currency. Assets and liabilities are translated into U.S. dollars at current exchange rates as of the balance sheet date, and income and expense items are translated into U.S. dollars using the average rates of exchange prevailing during the period. Gains and losses arising from translation are recorded in “Accumulated other comprehensive loss” in stockholders’ equity in the accompanying condensed consolidated balance sheets. Foreign currency gains or losses related to transactions denominated in a currency other than the Company’s functional currency are recorded in “Other income (expense), net” in the accompanying condensed consolidated statements of operations and comprehensive loss.
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| Revenue Recognition | Revenue Recognition The Company recognizes revenue when control of the promised goods or services is transferred to its customers, in an amount that reflects the consideration to which the Company expects to be entitled in exchange for the goods or services. In order to achieve that core principle, a five-step approach is applied: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue allocated to each performance obligation when the Company satisfies the performance obligation. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account for revenue recognition. General The Company generates product revenue from the sales of Jeuveau® and Evolysse®, and service revenue from the sales of Jeuveau® through a distribution partner in Canada. For product revenue, the Company recognizes revenue when control of the promised goods under a contract is transferred to a customer, in an amount that reflects the consideration the Company expects to receive in exchange for those goods as specified in the customer contract. The transfer of control occurs upon receipt of the goods by the customer since that is when the customer has obtained control of the goods’ economic benefits. The Company does not provide any service-type warranties and does not accept product returns except under limited circumstances such as damages in transit or ineffective product. The Company also excludes any amounts related to taxes assessed by governmental authorities from revenue measurement. Shipping and handling costs associated with outbound product freight are accounted for as fulfillment costs and are included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive loss. For service revenue, the Company evaluated the arrangement with the distribution partner in Canada and determined that it acts as an agent in the distribution of Jeuveau® in Canada as it does not control the product before control is transferred to a customer. The indicators of which party exercises control include primary responsibility over performance obligations, inventory risk before the good or service is transferred and discretion in establishing the price. Accordingly, the Company records the sale as service revenue on a net basis. Revenue from services is recognized in the period the service is performed for the amount of consideration expected to be received. Disaggregation of Revenue The Company’s disaggregation of revenue is consistent with its operating segment as disclosed above. See Note 12. Segment Reporting for the Company’s revenue disaggregated by revenue source. Gross-to-Net Revenue Adjustments The Company provides customers with discounts, such as trade and volume discounts and prompt pay discounts, that are directly reflected in the invoice price. Revenues are recorded net of sales-related adjustments, wherever applicable, primarily for the volume-based rebates, consumer loyalty programs and co-branded marketing programs. •Volume-Based Rebates — Volume-based rebates are offered to customers. The rebates payable to each customer are determined based on the contract and quarterly purchase volumes. •Consumer Loyalty Program — The Company’s consumer loyalty program allows participating customers to earn rewards for qualifying treatments to their patients (i.e. consumers) using the Company’s products and redeem the rewards for the Company’s products in the future at no additional cost. The loyalty program represents a customer option that provides a material right and, accordingly, is a performance obligation. When the Company’s products are sold to participating customers, the invoice price is allocated between the product sold and the material right associated with the reward (“Reward”) that the customer might redeem in the future. The standalone selling price of the Reward is measured based on estimated average selling price of the Company’s products at the time of redemption and the expected redemption rate by participating customers based on historical data. The portion of invoice price allocated to the Reward is initially recorded as deferred revenue. Subsequently, when participating customers redeem the Reward, the related deferred revenue is reversed and recognized in net revenues. •Co-Branded Marketing Programs — The Company offers eligible customers, with certain levels of purchases, advertising co-branded with the Company. The co-branded advertising represents a performance obligation. When the products are sold to customers, the invoice price is allocated between the product sold and the advertisement. The standalone selling price of the advertisement is measured based on the estimated market value of similar advertisement adjusted for the customer’s portion of the advertisement. The portion of invoice price allocated to the advertisement is initially recorded as deferred revenue. Subsequently, when the advertisement airs, the deferred revenue is recognized in net revenues at that time. Contract Balances A contract with a customer states the terms of the sale, including the description, quantity and price of each product purchased. Amounts are recorded as accounts receivable when the Company’s right to consideration becomes unconditional. The Company does not have any significant financing components in customer contracts given the expected time between transfer of the promised products and the payment of the associated consideration is less than one year. As of June 30, 2026 and December 31, 2025, all amounts included in accounts receivable, net on the accompanying condensed consolidated balance sheets are related to contracts with customers. The Company did not have any material contract assets or unbilled receivables as of June 30, 2026 and December 31, 2025. Sales commissions are included in selling, general and administrative expenses when incurred. Contract liabilities represent estimated amounts that the Company is obligated to pay to customers, primarily consist of customer rebates and deferred revenue arising from the consumer loyalty program and co-branded marketing programs. These contract liabilities are included in accrued expenses in the accompanying condensed consolidated balance sheets. As of June 30, 2026 and December 31, 2025, accrued revenue contract liabilities, primarily related to volume-based rebates, consumer loyalty program and co-branded marketing programs, were $11,586 and $11,548, respectively. These amounts are included in accrued expenses in the accompanying condensed consolidated balance sheets. For the three and six months ended June 30, 2026, provisions for rebates, consumer loyalty program, and co-branded marketing programs were $12,837 and $21,879, respectively, which were offset by related payments, redemptions and adjustments of $9,870 and $21,842, respectively. For the three and six months ended June 30, 2025, provisions for rebates, consumer loyalty program, and co-branded marketing programs were $10,157 and $20,318, respectively, which were offset by related payments, redemptions and adjustments of $8,726 and $26,046, respectively. The provisions for rebates, consumer loyalty program and co-branded marketing programs were recorded as adjustments to gross revenues in the accompanying condensed consolidated statements of operations and comprehensive loss for the three and six months ended June 30, 2026 and 2025. In the six months ended June 30, 2026 and 2025, the Company recognized revenue of $9,942 and $13,833, respectively, related to amounts included in contract liabilities at the beginning of each period. The Company did not recognize any revenue related to changes in transaction prices for contracts with customers from previous periods. Collectability Accounts receivables are recorded at the net estimated realizable value and do not bear interest. At the time of contract inception or new customer account set-up, the Company performs a collectability assessment of the customer’s creditworthiness. The Company assesses the probability that the Company will collect the entitled consideration in exchange for the goods sold, by considering the customer’s ability and intention to pay when consideration is due. The Company’s expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and estimated future economic and market conditions and periodic evaluation of customers’ receivables balances using relevant available information from internal and external sources relating to past events, current conditions, and forecasts. Historical credit loss experience provides the basis for estimation of expected credit losses and is adjusted as necessary using the relevant information available. The Company writes off accounts receivable balances when it is determined that there is no possibility of collection. As of June 30, 2026 and December 31, 2025, allowance for credit losses was $4,915 and $5,289, respectively. For the three and six months ended June 30, 2026, provision for bad debts was $652 and $914, respectively, and write-offs, net of recoveries, were $615 and $1,288, respectively. For the three and six months ended June 30, 2025, provision for bad debts was $703 and $1,754, respectively, and write-offs, net of recoveries, were $54 and $936, respectively. Practical Expedients The Company expenses sales commissions as incurred because the amortization period is one year or less. These costs are included in selling, general and administrative expenses in the accompanying condensed consolidated statements of operations and comprehensive loss. The Company does not adjust the promised consideration for the effects of the time value of money for contracts in which the anticipated period between the transfer of goods or services to the customer and customer payment is one year or less. The Company has elected the practical expedient to not disclose the transaction price allocated to remaining performance obligations for contracts with an original expected duration of one year or less. Remaining performance obligations primarily relate to deferred revenue arising from the consumer loyalty program and co-branded marketing programs and are expected to be recognized within one year. Remaining performance obligations not subject to this practical expedient were not material as of June 30, 2026. The Company did not have material consideration that was excluded from the transaction price due to the application of the variable consideration constraint.
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| Research and Development Expenses | Research and Development Expenses Research and development costs are expensed as incurred. Research and development expenses include personnel-related costs, costs associated with pre-clinical and clinical development activities, costs associated with and for prototype products that are manufactured prior to market approval for that prototype product, internal and external costs associated with the Company’s regulatory compliance and quality assurance functions, including the costs of outside consultants and contractors that assist in the process of submitting and maintaining regulatory filings, and overhead costs, including allocated facility related expenses.
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| Stock-Based Compensation | Stock-Based Compensation The Company recognizes stock-based compensation expense for employees, consultants and members of the Board of Directors based on the fair value on the date of grant. The Company uses the Black-Scholes option pricing model to value stock option grants. The Black-Scholes option pricing model requires the input of certain subjective assumptions, including the expected volatility of the Company’s common stock, expected risk-free interest rate, and the option’s expected life. The fair value of the Company’s restricted stock units (“RSUs”) is based on the closing market price of the Company’s common stock on the grant date. The Company also evaluates the impact of modifications made to the original terms of equity awards when they occur. The Company uses a Monte Carlo simulation model to determine the fair value of performance units with market conditions on the grant date. The Monte Carlo simulation model involves the generation of a large number of possible stock price outcomes for the Company’s stock, which is assumed to follow a Geometric Brownian Motion. The use of the Monte Carlo simulation model requires the input of a number of assumptions including expected volatility of the Company’s stock price, which is based on its historical volatility; risk-free interest rate, which is based on the treasury zero-coupon yield commensurate with the term of the performance unit as of the grant date; and expected dividends as applicable, which is zero, as the Company has never paid any cash dividends. The fair value of stock options and RSUs with service conditions is amortized on a straight-line basis over the requisite service period. Stock-based compensation for RSUs with performance or market conditions is recorded over the requisite service period using the accelerated attribution method. The Company recognizes stock-based compensation for RSUs with performance conditions if it is probable that those performance conditions will be met. Stock-based compensation expense is recognized, net of actual forfeitures when they occur, as an increase to additional paid-in capital in the condensed consolidated balance sheets and to selling, general and administrative or research and development expenses in the condensed consolidated statements of operations and comprehensive loss.
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| Income Taxes | Income Taxes The Company applies an estimated annual effective tax rate (“ETR”) approach for calculating a tax provision or benefit for interim periods, as required under GAAP. The Company recorded an income tax benefit of $154 and income tax expense of $53 for the three months ended June 30, 2026 and 2025, respectively, and an income tax expense of $102 and $125 for the six months ended June 30, 2026 and 2025, respectively. The Company’s ETR differs from the U.S. federal statutory tax rate of 21% for the three and six months ended June 30, 2026 and 2025 primarily as a result of the change in the valuation allowance offsetting deferred tax assets. A valuation allowance is recorded against deferred tax assets to reduce the net carrying value when it is more likely than not that some portion or all of a deferred tax asset will not be realized. In making such a determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, and ongoing prudent and feasible tax planning strategies in assessing the amount of the valuation allowance. When the Company establishes or reduces the valuation allowance against its deferred tax assets, its provision for income taxes will increase or decrease, respectively, in the period such determination is made. Additionally, the Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefit recognized in the consolidated financial statements for a particular tax position is based on the largest benefit that is more likely than not to be realized upon settlement. Accordingly, the Company establishes reserves for uncertain tax positions. The Company monitors changes to the tax laws in the states where it conducts business and files corporate income tax returns. The Company does not expect changes to state tax laws through June 30, 2026 to materially affect its condensed consolidated financial statements. Given the fact that the Company has generated net operating losses since inception, the Company’s tax returns for all years since inception are open, under the statute of limitations, for audit.
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| Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing the net loss by the weighted-average number of shares of common stock outstanding during the period including contingently issuable shares for which all necessary conditions for issuance have been satisfied. Diluted earnings per share is computed based on the treasury stock method and includes the effect from potential issuance of ordinary shares, such as shares issuable pursuant to the exercise of stock options and the vesting of restricted stock units. Because the impact of equity classified stock options and non-vested RSUs is anti-dilutive during periods of net loss, there was no difference between the weighted-average number of shares used to calculate basic and diluted net loss per common share for the periods presented. Excluded from the dilutive net loss per share computation for the three and six months ended June 30, 2026 and 2025 were stock options of 6,789,707 and 6,558,707, respectively, and non-vested RSUs of 6,729,856 and 2,931,829, respectively, because their inclusion would have been anti-dilutive. Although these securities were anti-dilutive for these periods, they could be dilutive in future periods.
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| Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements Not Yet Adopted | Recently Adopted Accounting Pronouncements In July 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurements of Credit Losses for Accounts Receivable and Contract Assets. This update simplifies the application of the current expected credit loss model by providing a practical expedient and accounting policy election, permitting entities to assume that conditions as of the balance sheet date remain unchanged over the life of the asset when measuring credit losses on current accounts receivable and current contract assets. ASU No. 2025-05 is effective for interim and annual reporting periods beginning after December 15, 2025, with early adoption permitted. The Company adopted the provisions of this ASU on a prospective basis in the first quarter of 2026, electing to apply the practical expedient to estimate its allowance for credit losses by assuming current conditions as of the balance sheet date remain unchanged over the remaining life of the Company's accounts receivable balances. The Company continues to adjust historical loss information, as appropriate, to reflect current conditions in estimating the allowance for credit losses. The adoption of this ASU did not have a material effect on the Company’s condensed consolidated financial statements and related disclosures. Recently Issued Accounting Pronouncements Not Yet Adopted In November 2024, the FASB issued ASU No. 2024-03 Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires disaggregated disclosure of certain costs and expenses on an interim and annual basis. ASU No. 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The disclosure updates are required to be applied prospectively with the option for retrospective application. The Company is currently evaluating the impact of adopting ASU No. 2024-03 on its consolidated financial statements and related disclosures. In September 2025, the FASB issued ASU No. 2025-06 Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software, which updates the threshold for when an entity is required to start capitalizing software costs. ASU No. 2025-06 is effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods with early adoption permitted. The Company is currently evaluating the impact of adopting ASU No. 2025-06 on its consolidated financial statements and related disclosures. In December 2025, the FASB issued ASU No. 2025-11 Interim Reporting (Topic 270), which clarifies interim disclosure requirements and enhances clarity in the application of Topic 270. ASU No. 2025-11 is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years. Early adoption is permitted. The amendments of this ASU can be applied prospectively or retrospectively. The Company is currently evaluating the impact of adopting ASU No. 2025-11 on its consolidated financial statements and related disclosures. Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the SEC did not, or are not believed by management to, have a material impact on the Company’s present or future financial position, results of operations, cash flows or disclosures.
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Fair Value Measurements (Tables) |
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| Fair Value Disclosures [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Fair Value of Instruments | The Company measures and reports certain financial instruments as assets and liabilities at fair value on a recurring basis. The fair value of these instruments was as follows:
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| Schedule of Contingent Royalty Obligation | The following table provides a reconciliation of the beginning and ending fair value measurement of the contingent royalty obligation payable, which used significant unobservable inputs (Level 3):
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Goodwill and Intangible Assets (Tables) |
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| Intangible Asset, Goodwill and Other [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Definite and Indefinite-Lived Intangible Assets | The table below provides the original cost, accumulated amortization and net book value by major intangible asset classification:
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| Schedule of Future Amortization Expense | The following table outlines the estimated future amortization expense related to intangible assets held as of June 30, 2026 that are subject to amortization:
|
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Accrued Expenses (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Payables and Accruals [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Accrued Expenses | Accrued expenses as of June 30, 2026 and December 31, 2025 consisted of the following:
(1) No individual item in “Other accrued expenses” exceeds 5% of total current liabilities.
|
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Property and Equipment (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Property, Plant, and Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Property and Equipment | Property and equipment as of June 30, 2026 and December 31, 2025 consisted of the following:
|
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Long-Term Debt (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Long-Term Debt Obligations | Long-term debt obligations as of June 30, 2026 consisted of the following:
Long-term debt obligations as of December 31, 2025 consisted of the following:
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| Schedule of Maturities of Long-Term Debt | The following table presents a summary of the principal maturities of long-term debt as of June 30, 2026:
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Operating Leases (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Leases [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Composition of Lease Expense and Other Quantitative Information | The components of operating lease expense are as follows:
Supplemental information on operating leases is as follows:
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| Schedule of Maturity of Operating Lease Liabilities | The following table presents the future minimum lease payments under operating lease agreements with non-cancelable terms as of June 30, 2026:
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Stock-Based Compensation and Stockholders’ Equity (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Equity [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Stock-based Compensation Expense | The following table summarizes the compensation expense related to the Company’s stock-based compensation arrangements recognized in the accompanying condensed consolidated statements of operations and comprehensive loss:
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Segment Reporting (Tables) |
6 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 30, 2026 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Segment Reporting [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Reconciliation of Revenue and Significant Segment Items to Net Loss | The table below presents selected financial information of the Company’s single reportable segment regularly provided to and reviewed by the CODM and a reconciliation of segment net loss to consolidated net loss as computed under U.S. GAAP:
(1) Other segment items include revaluation of contingent royalty obligation payable to Evolus Founders and Other (income) expense, net.
|
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Fair Value Measurements - Schedule of Fair Value of Instruments (Details) - USD ($) $ in Thousands |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
| Contingent royalty obligation payable to Evolus Founders | $ 29,035 | $ 32,182 |
| Level 1 | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
| Contingent royalty obligation payable to Evolus Founders | 0 | 0 |
| Level 2 | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
| Contingent royalty obligation payable to Evolus Founders | 0 | 0 |
| Level 3 | ||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
| Contingent royalty obligation payable to Evolus Founders | $ 29,035 | $ 32,182 |
Fair Value Measurements - Narrative (Details) $ in Thousands |
Jun. 30, 2026
USD ($)
|
Mar. 31, 2026
USD ($)
|
Dec. 31, 2025
USD ($)
|
Jun. 30, 2025
USD ($)
|
Mar. 31, 2025
USD ($)
|
Dec. 31, 2024
USD ($)
|
|---|---|---|---|---|---|---|
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
| Fair value of long-term debt | $ 29,035 | $ 30,275 | $ 32,182 | $ 38,586 | $ 44,551 | $ 44,765 |
| Estimate of Fair Value Measurement | Pharmakon Term Loans | ||||||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
| Fair value of long-term debt | $ 155,285 | $ 148,828 | ||||
| Measurement Input, Discount Rate | Maximum | ||||||
| Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||
| Measurement input | 0.13 | 0.13 |
Fair Value Measurements - Schedule of Contingent Royalty Obligation (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 30, 2026 |
Jun. 30, 2025 |
Jun. 30, 2026 |
Jun. 30, 2025 |
|
| Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
| Fair value, beginning of period | $ 30,275 | $ 44,551 | $ 32,182 | $ 44,765 |
| Payments | (2,490) | (2,051) | (4,383) | (4,416) |
| Change in fair value recorded in operating expenses | 1,250 | (3,914) | 1,236 | (1,763) |
| Fair value, end of period | $ 29,035 | $ 38,586 | $ 29,035 | $ 38,586 |
Goodwill and Intangible Assets - Schedule of Definite and Indefinite-Lived Intangible Assets (Details) - USD ($) $ in Thousands |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Definite-lived intangible assets | ||
| Original Cost | $ 83,085 | $ 81,663 |
| Accumulated Amortization | (37,392) | (33,623) |
| Net Book Value | 45,693 | 48,040 |
| Indefinite-lived intangible asset | ||
| Goodwill | 21,208 | 21,208 |
| Original Cost | 104,293 | 102,871 |
| Net Book Value | 66,901 | 69,248 |
| Distribution rights | ||
| Definite-lived intangible assets | ||
| Original Cost | 62,787 | 62,787 |
| Accumulated Amortization | (22,420) | (20,805) |
| Net Book Value | 40,367 | 41,982 |
| Capitalized software | ||
| Definite-lived intangible assets | ||
| Original Cost | 20,298 | 18,876 |
| Accumulated Amortization | (14,972) | (12,818) |
| Net Book Value | $ 5,326 | $ 6,058 |
Goodwill and Intangible Assets - Schedule of Future Amortization Expense (Details) - USD ($) $ in Thousands |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Intangible Asset, Goodwill and Other [Abstract] | ||
| Remaining in 2026 | $ 4,045 | |
| 2027 | 5,485 | |
| 2028 | 3,821 | |
| 2029 | 3,210 | |
| 2030 | 3,210 | |
| Thereafter | 25,922 | |
| Net Book Value | $ 45,693 | $ 48,040 |
Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 30, 2026 |
Jun. 30, 2025 |
Jun. 30, 2026 |
Jun. 30, 2025 |
|
| Business Combination [Line Items] | ||||
| Amortization of intangible assets | $ 1,875 | $ 1,495 | $ 3,768 | $ 2,770 |
| Software, Internally Developed | ||||
| Business Combination [Line Items] | ||||
| Capitalized costs, intangible assets | $ 828 | $ 1,483 | $ 1,422 | $ 3,363 |
| Useful lives of intangible assets | 2 years | 2 years | ||
Accrued Expenses (Details) - USD ($) $ in Thousands |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Payables and Accruals [Abstract] | ||
| Accrued revenue contract liabilities | $ 11,586 | $ 11,548 |
| Accrued payroll and related benefits | 11,139 | 10,788 |
| Accrued royalties | 5,197 | 5,846 |
| Other accrued expenses | 9,802 | 7,409 |
| Accrued expenses | $ 37,724 | $ 35,591 |
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Property, Plant, and Equipment [Line Items] | ||
| Total property and equipment | $ 10,713 | $ 10,130 |
| Less: accumulated depreciation | (5,667) | (4,759) |
| Property and equipment, net | 5,046 | 5,371 |
| Equipment | ||
| Property, Plant, and Equipment [Line Items] | ||
| Total property and equipment | 836 | 769 |
| Furniture | ||
| Property, Plant, and Equipment [Line Items] | ||
| Total property and equipment | 1,244 | 1,030 |
| Leasehold improvements | ||
| Property, Plant, and Equipment [Line Items] | ||
| Total property and equipment | 6,402 | 6,100 |
| Computers | ||
| Property, Plant, and Equipment [Line Items] | ||
| Total property and equipment | 531 | 531 |
| Marketing fixtures | ||
| Property, Plant, and Equipment [Line Items] | ||
| Total property and equipment | $ 1,700 | $ 1,700 |
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 30, 2026 |
Jun. 30, 2025 |
Jun. 30, 2026 |
Jun. 30, 2025 |
|
| Property, Plant, and Equipment [Abstract] | ||||
| Depreciation | $ 461 | $ 244 | $ 914 | $ 531 |
Long-Term Debt - Schedule of Long-Term Debt Obligations (Details) - USD ($) $ in Thousands |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Debt Instrument [Line Items] | ||
| Principal Balance | $ 160,000 | $ 150,000 |
| Unamortized Debt Financing Costs | (3,819) | (4,215) |
| Exit Consideration | 563 | 311 |
| Balance, Net | 156,744 | 146,096 |
| New Pharmakon Term Loans | Line of Credit | Secured Debt | ||
| Debt Instrument [Line Items] | ||
| Principal Balance | 150,000 | 150,000 |
| Unamortized Debt Financing Costs | (3,819) | (4,215) |
| Exit Consideration | 563 | 311 |
| Balance, Net | 146,744 | $ 146,096 |
| Revolving Credit Facility | Line of Credit | Revolving Credit Facility | ||
| Debt Instrument [Line Items] | ||
| Principal Balance | 10,000 | |
| Unamortized Debt Financing Costs | 0 | |
| Exit Consideration | 0 | |
| Balance, Net | $ 10,000 |
Long-Term Debt - Schedule of Maturities of Long-Term Debt (Details) - USD ($) $ in Thousands |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Debt Disclosure [Abstract] | ||
| Remainder of 2026 | $ 0 | |
| 2027 | 0 | |
| 2028 | 0 | |
| 2029 | 10,000 | |
| 2030 | 150,000 | |
| Thereafter | 0 | |
| Total principal payments | $ 160,000 | $ 150,000 |
Operating Leases - Schedule of Components of Lease Expense and Other Quantitative Information (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||
|---|---|---|---|---|
Jun. 30, 2026 |
Jun. 30, 2025 |
Jun. 30, 2026 |
Jun. 30, 2025 |
|
| Leases [Abstract] | ||||
| Fixed operating lease expense | $ 559 | $ 535 | $ 1,118 | $ 1,006 |
| Variable operating lease expense | 221 | 53 | 369 | 102 |
| Total operating lease expense | $ 780 | $ 588 | $ 1,487 | $ 1,108 |
Operating Leases - Schedule of Weighted-Average Remaining Lease Term and Discount Rate (Details) |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Leases [Abstract] | ||
| Weighted-average remaining lease term (years) | 3 years 7 months 6 days | 4 years 1 month 6 days |
| Weighted-average discount rate | 9.90% | 9.90% |
Operating Leases - Schedule of Maturity of Operating Lease Liabilities (Details) $ in Thousands |
Jun. 30, 2026
USD ($)
|
|---|---|
| Lessee, Operating Lease, Liability, Payment, Due [Abstract] | |
| Remainder of 2026 | $ 1,268 |
| 2027 | 2,617 |
| 2028 | 2,709 |
| 2029 | 2,805 |
| 2030 | 234 |
| Thereafter | 0 |
| Total minimum lease payments | 9,633 |
| Less: imputed interest | (1,573) |
| Present value of operating lease liabilities | $ 8,060 |
Medytox Settlement Agreements (Details) - USD ($) $ in Thousands |
Jun. 30, 2026 |
Dec. 31, 2025 |
|---|---|---|
| Commitments and Contingencies Disclosure [Abstract] | ||
| Settlement and license agreement, accrued royalties | $ 4,501 | $ 4,985 |
Segment Reporting - Narrative (Details) |
1 Months Ended | 6 Months Ended |
|---|---|---|
|
May 31, 2026
product
|
Jun. 30, 2026
segment
|
|
| Segment Reporting [Line Items] | ||
| Number of operating segments | 1 | |
| Number of reportable segments | 1 | |
| Symatese Europe Agreement | ||
| Segment Reporting [Line Items] | ||
| Number of products launched | product | 4 |
Segment Reporting - Schedule of Reconciliation of Revenue and Significant Segment Items to Net Loss (Details) - USD ($) $ in Thousands |
3 Months Ended | 6 Months Ended | ||||
|---|---|---|---|---|---|---|
Jun. 30, 2026 |
Mar. 31, 2026 |
Jun. 30, 2025 |
Mar. 31, 2025 |
Jun. 30, 2026 |
Jun. 30, 2025 |
|
| Segment Reporting [Line Items] | ||||||
| Total net revenues | $ 84,084 | $ 69,387 | $ 157,221 | $ 137,909 | ||
| Less: | ||||||
| Cost of goods sold | 26,904 | 24,067 | 51,144 | 45,934 | ||
| Gross profit | 57,180 | 45,320 | 106,077 | 91,975 | ||
| Research and development | 1,892 | 1,837 | 4,132 | 4,049 | ||
| Selling, general and administrative | 57,052 | 56,675 | 109,033 | 113,315 | ||
| Depreciation and amortization | 1,529 | 932 | 3,067 | 1,756 | ||
| Interest income | (296) | (479) | (581) | (1,189) | ||
| Interest expense | 4,172 | 7,207 | 8,147 | 11,622 | ||
| Income tax (benefit) expense | (154) | 53 | 102 | 125 | ||
| Net loss | (8,052) | $ (10,674) | (17,142) | $ (18,892) | (18,726) | (36,034) |
| Reportable Segment | ||||||
| Segment Reporting [Line Items] | ||||||
| Total net revenues | 84,084 | 69,387 | 157,221 | 137,909 | ||
| Less: | ||||||
| Cost of goods sold | 26,904 | 24,067 | 51,144 | 45,934 | ||
| Gross profit | 57,180 | 45,320 | 106,077 | 91,975 | ||
| Research and development | 1,892 | 1,837 | 4,132 | 4,049 | ||
| Selling, general and administrative | 57,052 | 56,675 | 109,033 | 113,315 | ||
| Depreciation and amortization | 1,529 | 932 | 3,067 | 1,756 | ||
| Interest income | (296) | (479) | (581) | (1,189) | ||
| Interest expense | 4,172 | 7,207 | 8,147 | 11,622 | ||
| Income tax (benefit) expense | (154) | 53 | 102 | 125 | ||
| Other segment items | 1,037 | (3,763) | 903 | (1,669) | ||
| Net loss | (8,052) | (17,142) | (18,726) | (36,034) | ||
| Reportable Segment | Adjustments and reconciling items | ||||||
| Less: | ||||||
| Net loss | 0 | 0 | 0 | 0 | ||
| Product revenue, net | ||||||
| Segment Reporting [Line Items] | ||||||
| Total net revenues | 83,350 | 68,699 | 156,097 | 136,773 | ||
| Product revenue, net | Reportable Segment | ||||||
| Segment Reporting [Line Items] | ||||||
| Total net revenues | 83,350 | 68,699 | 156,097 | 136,773 | ||
| Jeuveau | Reportable Segment | ||||||
| Segment Reporting [Line Items] | ||||||
| Total net revenues | 74,456 | 58,968 | 140,477 | 127,042 | ||
| Evolysse | Reportable Segment | ||||||
| Segment Reporting [Line Items] | ||||||
| Total net revenues | 8,894 | 9,731 | 15,620 | 9,731 | ||
| Service revenue | ||||||
| Segment Reporting [Line Items] | ||||||
| Total net revenues | 734 | 688 | 1,124 | 1,136 | ||
| Service revenue | Reportable Segment | ||||||
| Segment Reporting [Line Items] | ||||||
| Total net revenues | $ 734 | $ 688 | $ 1,124 | $ 1,136 | ||
Subsequent Events (Details) - Subsequent Event - EUR (€) € in Thousands |
Aug. 03, 2026 |
Jul. 07, 2026 |
|---|---|---|
| IBSA Institut Biochimique SA | ||
| Subsequent Event [Line Items] | ||
| License, supply and distribution agreement, initial term | 15 years | |
| License, supply and distribution agreement, renewal term | 5 years | |
| Symatese, EU Amendments | ||
| Subsequent Event [Line Items] | ||
| License, supply and distribution agreement, initial term | 15 years | |
| License, supply and distribution agreement, renewal term | 5 years | |
| License, supply and distribution agreement, upfront payment (in euro) | € 2,880 | |
| License, supply and distribution agreement, milestone payments, up to (in euro) | € 1,420 |