0001628280-23-004167 | 10-K | XBRL Viewer | Esperion Therapeutics INC

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Cover Page - USD ($) $ in Millions	12 Months Ended
Cover Page - USD ($) $ in Millions	Dec. 31, 2022	Feb. 01, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2022
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-35986
Entity Registrant Name	Esperion Therapeutics, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-1870780
Entity Address, Address Line One	3891 Ranchero Drive, Suite 150
Entity Address, City or Town	Ann Arbor
Entity Address, State or Province	MI
Entity Address, Postal Zip Code	48108
City Area Code	734
Local Phone Number	887-3903
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	ESPR
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	false
Entity Shell Company	false
Entity Public Float			$ 422.3
Entity Common Stock, Shares Outstanding		76,572,830
Documents Incorporated by Reference	Part III of this Annual Report on Form 10-K incorporates by reference information from the definitive Proxy Statement for the registrant’s 2023 Annual Meeting of Shareholders, which is expected to be filed with the Securities and Exchange Commission not later than 120 days after the Registrant’s fiscal year ended December 31, 2022.
Entity Central Index Key	0001434868
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Amendment Flag	false

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2022
Audit Information [Abstract]
Auditor Name	Ernst & Young LLP
Auditor Location	Detroit, Michigan
Auditor Firm ID	42

Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 124,775	$ 208,892
Short-term investments	42,086	50,441
Accounts receivable	33,729	22,934
Inventories, net	35,201	34,394
Prepaid clinical development costs	1,026	1,138
Other prepaid and current assets	9,866	11,173
Total current assets	246,683	328,972
Restricted cash	0	50,000
Property and equipment, net	164	664
Right of use operating lease assets	1,036	1,898
Intangible assets	56	56
Total assets	247,939	381,590
Current liabilities:
Accounts payable	23,040	17,559
Accrued clinical development costs	5,426	7,013
Other accrued liabilities	35,191	30,410
Revenue interest liability	24,760	11,295
Deferred revenue from collaborations	3,507	5,683
Operating lease liabilities	384	1,392
Total current liabilities	92,308	73,352
Convertible notes, net of issuance costs	259,899	258,280
Revenue interest liability	218,845	245,744
Operating lease liabilities	665	524
Deferred revenue from collaborations	0	634
Total liabilities	571,717	578,534
Commitments and contingencies (Note 5)
Stockholders’ (deficit) equity:
Preferred stock, $0.001 par value; 5,000,000 shares authorized and no shares issued or outstanding as of December 31, 2022 and December 31, 2021	0	0
Common stock, $0.001 par value; 240,000,000 shares authorized as of December 31, 2022 and 120,000,000 shares authorized as of December 31, 2021; 76,564,396 shares issued at December 31, 2022 and 62,873,694 shares issued at December 31, 2021	75	61
Additional paid-in capital	1,071,183	964,401
Treasury stock, at cost; 1,994,198 shares at December 31, 2022 and December 31, 2021	(54,998)	(54,998)
Accumulated other comprehensive loss	(2)	(31)
Accumulated deficit	(1,340,036)	(1,106,377)
Total stockholders' deficit	(323,778)	(196,944)
Total liabilities and stockholders' deficit	$ 247,939	$ 381,590

Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	240,000,000	120,000,000
Common stock, shares issued (in shares)	76,564,396	62,873,694
Treasury stock (in shares)	1,994,198	1,994,198

Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Revenues:
Total Revenues	$ 75,475	$ 78,447
Operating expenses:
Cost of goods sold	26,967	14,217
Research and development	118,927	105,975
Selling, general and administrative	109,082	184,985
Total operating expenses	254,976	305,177
Loss from operations	(179,501)	(226,730)
Interest expense	(56,810)	(46,353)
Other income, net	2,652	3,975
Net loss	$ (233,659)	$ (269,108)
Net loss per common share - basic (in dollars per share)	$ (3.52)	$ (9.31)
Net loss per common share - diluted (in dollars per share)	$ (3.52)	$ (9.31)
Weighted-average shares outstanding - basic (in shares)	66,407,242	28,902,507
Weighted-average shares outstanding - diluted (in shares)	66,407,242	28,902,507
Other comprehensive (loss) gain:
Unrealized gain (loss) on investments	$ 29	$ (31)
Total comprehensive loss	(233,630)	(269,139)
Product
Revenues:
Total Revenues	55,863	40,047
Collaboration Revenue
Revenues:
Total Revenues	$ 19,612	$ 38,400

Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Adoption of new accounting pronouncement	Common Stock	Additional Paid-In Capital	Additional Paid-In Capital Adoption of new accounting pronouncement	Accumulated Deficit	Accumulated Deficit Adoption of new accounting pronouncement	Treasury Stock	Accumulated Other Comprehensive Loss
Beginning balance (in shares) at Dec. 31, 2020			25,916,168
Beginning balance at Dec. 31, 2020	$ (96,134)	$ (91,927)	$ 26	$ 797,655	$ (93,475)	$ (838,817)	$ 1,548	$ (54,998)	$ 0
Increase (Decrease) in Stockholders' Equity
Issuance of common stock and warrants from offering, net of issuance costs (in shares)			32,142,858
Issuance of common stock and warrants from offering, net of issuance costs	208,730		$ 32	208,698
Issuance of common stock, net of issuance costs (in shares)			897,364
Issuance of common stock and warrants from offering, net of issuance costs	9,703		$ 1	9,702
Exchange of $15 million of convertible note to equity, net of issuance costs (in shares)			1,094,848
Exchange of convertible notes to equity, net of issuance costs	11,660		$ 1	11,659
Exercise of stock options (in shares)			491,700
Exercise of stock options	3,762		$ 1	3,761
Vesting of restricted stock units (in shares)			203,344
Vesting of restricted stock units	0
Vesting of ESPP Shares (in shares)			133,214
Vesting of ESPP Shares	2,095			2,095
Stock-based compensation	24,306			24,306
Other comprehensive gain (loss)	(31)								(31)
Net loss	(269,108)					(269,108)
Ending balance (in shares) at Dec. 31, 2021			60,879,496
Ending balance at Dec. 31, 2021	(196,944)		$ 61	964,401		(1,106,377)		(31)	(54,998)
Increase (Decrease) in Stockholders' Equity
Issuance of common stock, net of issuance costs (in shares)			13,043,797
Issuance of common stock and warrants from offering, net of issuance costs	$ 90,848		$ 13	90,835
Exercise of stock options (in shares)	0
Vesting of restricted stock units (in shares)			440,697
Vesting of restricted stock units	$ 1		$ 1
Vesting of ESPP Shares (in shares)			206,208
Vesting of ESPP Shares	732			732
Stock-based compensation	15,215			15,215
Other comprehensive gain (loss)	29								29
Net loss	(233,659)					(233,659)
Ending balance (in shares) at Dec. 31, 2022			74,570,198
Ending balance at Dec. 31, 2022	$ (323,778)		$ 75	$ 1,071,183		$ (1,340,036)		$ (2)	$ (54,998)

Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
Statements of Cash Flows - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Operating activities
Net loss	$ (233,659)	$ (269,108)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation expense	500	612
Amortization of premiums and discounts on investments	279	12
Amortization of discount and issuance costs on convertible notes	1,621	1,621
Gain on extinguishment of convertible debt	0	(2,646)
Non-cash interest expense related to the revenue interest liability	44,590	33,907
Stock-based compensation expense	15,215	24,306
Changes in assets and liabilities:
Accounts receivable	(10,795)	(10,546)
Prepaids and other assets	1,419	99
Deferred revenue	(2,810)	4,655
Inventories	(807)	(18,258)
Accounts payable	5,603	(34,099)
Other accrued liabilities	4,017	6,926
Other long-term liabilities	0	(1,290)
Net cash used in operating activities	(174,827)	(263,809)
Investing activities
Purchases of investments	(59,897)	(50,484)
Proceeds from sales/maturities of investments	68,001	0
Net cash provided by (used in) investing activities	8,104	(50,484)
Financing activities
Proceeds from revenue interest liability, net of issuance costs	0	49,917
Proceeds from issuance of common stock and warrants from offering, net of issuance costs	0	208,975
Proceeds from issuance of common stock from ATM Program, net of issuance costs	90,849	9,713
Proceeds from exercise of common stock options	0	3,762
Payment for debt issuance costs on convertible notes	0	(440)
Payments on revenue interest liability	(8,024)	(3,389)
Repayment of principal on revenue interest liability	(50,000)	0
Payment for other issuance costs	(219)	(315)
Net cash provided by financing activities	32,606	268,223
Net decrease in cash, cash equivalents and restricted cash	(134,117)	(46,070)
Cash, cash equivalents and restricted cash at beginning of period	258,892	304,962
Cash, cash equivalents and restricted cash at end of period	124,775	258,892
Supplemental disclosure of cash flow information:
Issuance costs not yet paid	1	269
Non cash right of use asset	$ 5	$ (7)

The Company and Basis of Presentation	12 Months Ended
The Company and Basis of Presentation	Dec. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Company and Basis of Presentation	The Company and Basis of Presentation Esperion Therapeutics, Inc. ("the Company”) is a pharmaceutical company singularly focused on developing and commercializing accessible, oral, once-daily, non-statin medicines for patients struggling with elevated low density lipoprotein cholesterol ("LDL-C"). Through commercial execution and completion of the CLEAR Outcomes trial as well as advancing the Company's pre-clinical pipeline, the Company continues to evolve into a differentiated, global cardiometabolic biotech. The Esperion team of lipid experts are dedicated to lowering bad cholesterol through the discovery, development and commercialization of innovative medicines and their combinations with established medicines. The Company's first two products were approved by the U.S. Food and Drug Administration ("FDA"), European Medicines Agency ("EMA") and Swiss Agency for Therapeutic Products ("Swissmedic") in 2020. Bempedoic acid and the bempedoic acid / ezetimibe combination tablet are oral, once-daily, non-statin, LDL-C lowering medicines for patients with atherosclerotic cardiovascular disease ("ASCVD") or heterozygous familial hypercholesterolemia ("HeFH"). The Company recently completed a global cardiovascular outcomes trial ("CVOT"), —known as Cholesterol Lowering via BEmpedoic Acid, an ACL-inhibiting Regimen ("CLEAR") Outcomes. The trial was designed to evaluate whether treatment with bempedoic acid reduced the risk of cardiovascular events in patients who are statin averse and who have cardiovascular disease ("CVD") or are at high risk for CVD. The Company initiated the CLEAR Outcomes CVOT in December 2016 and fully enrolled the study with over 14,000 patients in August 2019. The primary endpoint of the study was the effect of bempedoic acid on four types of major adverse cardiovascular events ("MACE") (cardiovascular death, non-fatal myocardial infarction, non-fatal stroke, or coronary revascularization; also referred to as "four-component MACE"). CLEAR Outcomes was an event-driven trial and concluded once the predetermined number of MACE endpoints occurred. On December 7, 2022, the Company announced that the study had met its primary endpoint. The Company anticipates reporting full results from the study at ACC.23 Annual Scientific Session & Expo together with the World Congress of Cardiology ("ACC.23/WCC") on March 4, 2023. The Company intends to use results from this CVOT to support submissions for a CV risk reduction indication in the U.S., Europe and other territories and plans to file for such regulatory approvals in the first half of 2023. On November 23, 2022, the Company entered into a waiver and amendment to the Revenue Interest Purchase Agreement ("RIPA") with Eiger III SA LLC ("Oberland"), in which the Company agreed to make a one-time partial call payment with regards to the Revenue Interests (as defined in the RIPA) in an amount equal to $50 million from the restricted cash account (the “Partial Call”). Under this amendment, the amount of the Cumulative Purchaser Payments (as defined in the RIPA) was reduced to $177,777,778. Refer to Note 10 "Liability Related to the Revenue Interest Purchase Agreement" for further information. The Company's primary activities since incorporation have been conducting research and development activities, including nonclinical, preclinical and clinical testing, performing business and financial planning, recruiting personnel, raising capital, and commercializing its products. The Company received approval by the FDA in February 2020 to commercialize NEXLETOL and NEXLIZET in the U.S., and accordingly commenced principal operations on March 30, 2020 with the commercialization of NEXLETOL. The Company is subject to risks and uncertainties which include the need to successfully commercialize its products, research, develop, and clinically test therapeutic products; obtain regulatory approvals for its products; successfully manage relationships with its collaboration partners; expand its management, commercial and scientific staff; and finance its operations with an ultimate goal of achieving profitable operations. The Company has sustained annual operating losses since inception and expects such losses to continue over the foreseeable future. The Company's ability to successfully launch, commercialize and generate revenue from NEXLETOL, NEXLIZET, NILEMDO and NUSTENDI has been and may continue to be adversely affected by the economic impact of the ongoing COVID-19 pandemic. While management believes current cash resources and future cash received from the Company's net product sales and collaboration agreements with Daiichi Sankyo Europe GmbH ("DSE"), Otsuka Pharmaceutical Co., Ltd ("Otsuka"), and Daiichi Sankyo Co. Ltd ("DS"), entered into on January 2, 2019, April 17, 2020 and April 26, 2021, respectively, will fund operations for the foreseeable future, management may continue to fund operations and advance the development of the Company's products and product candidates through a combination of collaborations with third parties, strategic alliances, licensing arrangements, permitted debt financings, permitted royalty-based financings, and permitted private and public equity offerings or through other sources. If adequate funds are not available, the Company may not be able to continue the development of its current products or future product candidates, or to commercialize its current or future product candidates, if approved. Basis of Presentation The accompanying financial statements have been prepared by the Company in accordance with generally accepted accounting principles in the United States of America (“GAAP”).

Summary of Significant Accounting Policies	12 Months Ended
Summary of Significant Accounting Policies	Dec. 31, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, net revenues, expenses and related disclosures. Actual results could differ from those estimates. Cash and Cash Equivalents The Company invests its excess cash in bank deposits, money market accounts, and short-term investments. The Company considers all highly liquid investments with an original maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents are reported at fair value. Restricted Cash Restricted cash consists of legally restricted amounts held by financial institutions pursuant to contractual arrangements. Pursuant to the Amendment and Waiver (as defined below), in 2021 the Company deposited $50.0 million in a deposit account that was subject to a block account control agreement. Oberland had the sole control over the funds deposited in the account and such funds could be withdrawn only with the consent of Oberland. On November 23, 2022, pursuant to the Waiver and Amendment No.3, the Company agreed to make a one-time partial call payment with regards to the Revenue Interests (as defined in the RIPA) in the amount of $50.0 million, the full amount that was subject to the block account control agreement. Refer to Note 10 "Liability Related to the Revenue Interest Purchase Agreement" for further information on the Amendment and Waiver. Investments Investments are considered to be available-for-sale and are carried at fair value. Unrealized gains and losses, if any, are reported in accumulated other comprehensive income (loss). The cost of investments classified as available-for-sale are adjusted for the amortization of premiums and accretion of discounts to maturity and recorded in other income, net. Realized gains and losses, if any, are determined using the specific identification method and recorded in other income, net. Investments with original maturities beyond 90 days at the date of purchase and which mature at, or less than twelve months from, the balance sheet date are classified as current. Investments with a maturity beyond twelve months from the balance sheet date are classified as long-term. Selling, General and Administrative Expenses Selling, general and administrative expenses primarily consist of salaries and benefits, stock-based compensation, and costs of programs necessary for the general conduct of the Company's business, including costs associated with the commercialization of NEXLETOL and NEXLIZET in the U.S. Selling, general and administrative expenses are expensed as costs are incurred, services are performed, or goods are delivered. The Company incurred advertising costs of $11.3 million and $13.7 million for the years ended December 31, 2022 and December 31, 2021, respectively. Concentration of Credit Risk Cash, cash equivalents, and investments consist of financial instruments that potentially subject the Company to concentrations of credit risk. The Company has established guidelines for investment of its excess cash and believes the guidelines maintain safety and liquidity through diversification of counterparties and maturities. The Company enters into a limited number of distribution agreements with distributors and specialty pharmacies. The Company's net product sales are with these customers. As of December 31, 2022, eleven customers accounted for all of the Company's net trade receivables and as of December 31, 2021 nine customers accounted for all the Company's net trade receivables. Inventories Inventories are stated at the lower of cost or net realizable value and recognized on a first-in, first-out ("FIFO") method. The Company uses standard cost to determine the cost basis for inventory. Inventory is capitalized based on when future economic benefit is expected to be realized. The Company analyzes its inventory levels on a periodic basis to determine if any inventory is at risk for expiration prior to sale or has a cost basis that is greater than its estimated future net realizable value. Any adjustments are recognized through cost of goods sold in the period in which they are incurred. Segment Information The Company views its operations and manages its business in one operating segment, which is the business of researching, developing and commercializing therapies for the treatment of patients with elevated LDL-C. Fair Value of Financial Instruments The Company’s cash, cash equivalents, restricted cash and investments are carried at fair value. Financial instruments, including accounts receivable, other prepaid and current assets, accounts payable and accrued liabilities are carried at cost, which approximates fair value. Debt is carried at amortized cost, which approximates fair value. Property and Equipment, Net Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is provided using the straight-line method over the estimated useful lives of the respective assets, generally three to ten years. Leasehold improvements are amortized over the lesser of the lease term or the estimated useful lives of the related assets. Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment and right-of-use operating lease assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. The impairment loss, if recognized, would be based on the excess of the carrying value of the impaired asset over its respective fair value. No impairment losses have been recorded through December 31, 2022. Leases The Company reviews all arrangements to determine if the contract contains a lease or an embedded lease using the criteria in Accounting Standards Codification ("ASC") 842 Leases ("ASC 842"). If a lease is identified, the Company reviews the consideration in the contract and separates the lease components from the nonlease components. In addition, the Company reviews the classification of the lease between operating and finance leases. According to ASC 842, lessees should discount lease payments at the lease commencement date using the rate implicit in the lease. If the rate implicit in the lease is not readily determinable, a lessee must use its incremental borrowing rate for purposes of classifying the lease and measuring the right-of-use asset and liability. To the extent the rate is not implicit in the lease, the Company uses the incremental borrowing rate it would have to pay to borrow on a collateralized basis over a similar term in an amount equal to the lease payments in a similar economic environment. Convertible Notes In August 2020, the FASB issued Accounting Standards Update ("ASU") 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”). ASU 2020-06 simplified the accounting for convertible instruments by removing the separation models for convertible debt with cash conversion features and convertible instruments with a beneficial conversion feature, which required the fair value of the embedded conversion feature of convertible instruments be allocated to equity. Under ASU 2020-06, a convertible debt instrument with those features will generally be reported as a single liability at its amortized cost with no separate accounting for the embedded conversion features in equity. The adoption of this ASU resulted in the reclassification of the portion of the Company's convertible notes from equity to debt, which also reduced reported interest expense and increased reported net income. ASU 2020-06 requires the application of the if-converted method when calculating diluted earnings per share, eliminating the Company’s ability to use the treasury stock method when certain conditions are met. The ASU was effective for annual reporting periods beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company early adopted this standard on January 1, 2021 which resulted in a net increase in the Convertible Notes of approximately $92.0 million, an adjustment to accumulated deficit of approximately $1.5 million, and a reduction to additional paid-in capital of $93.5 million. The tax impact of the adoption was not material to the Company. Revenue Interest Liability The revenue interest liability is presented net of deferred issuance costs on the balance sheets. The Company imputes interest expense associated with this liability using the effective interest rate method. The effective interest rate is calculated based on the rate that would enable the debt to be repaid in full over the anticipated life of the arrangement. The interest rate on the liability may vary during the term of the agreement depending on a number of factors, including the level of forecasted net sales. The Company evaluates the interest rate quarterly based on its current net sales forecasts utilizing the prospective method. Revenue Recognition In accordance with ASC 606, Revenue from Contracts with Customers ("ASC 606"), the Company recognizes revenue when a customer obtains control of promised goods or services, in an amount that reflects the consideration the Company expects to receive in exchange for the goods or services provided. To determine revenue recognition for arrangements within the scope of ASC 606, the Company performs the following five steps: identify the contracts with a customer; identify the performance obligations in the contract; determine the transaction price; allocate the transaction price to the performance obligations in the contract; and recognize revenue when or as the entity satisfies a performance obligation. At contract inception the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when or as the performance obligation is satisfied. The Company derives revenue through two primary sources: collaboration revenue and product sales. Collaboration revenue consists of the collaboration payments to the Company for collaboration arrangements outside of the United States for the development, manufacturing and commercialization of the Company's product candidates by the Company's partners and product sales consists of sales of NEXLETOL and NEXLIZET in the United States. a.Collaboration Revenue The Company has entered into agreements related to its activities to develop, manufacture, and commercialize its product candidates. The Company earns collaboration revenue in connection with a collaboration agreement to develop and/or commercialize product candidates where the Company deems the collaborator to be the customer. In accordance with ASC 606, revenue is measured as the amount of consideration expected to be entitled to in exchange for transferring promised goods or providing services to a customer. Revenue is recognized when (or as) the Company satisfies performance obligations under the terms of a contract. Depending on the terms of the arrangement, the Company may defer the recognition of all or a portion of the consideration received as the performance obligations are satisfied. The collaboration agreements may require the Company to deliver various rights, services, and/or goods across the entire life cycle of a product or product candidate. In an agreement involving multiple goods or services promised to be transferred to a customer, the Company must assess, at the inception of the contract, whether each promise represents a separate performance obligation (i.e., is "distinct"), or whether such promises should be combined as a single performance obligation. The terms of the agreements typically include consideration to be provided to the Company in the form of non-refundable up-front payments, development milestones, sales milestones, and royalties on sales of products within a respective territory. The Company recognizes regulatory and approval milestones consideration when it is probable that a future reversal is unlikely to occur. For sales based milestones and royalties based on sales of product in a territory, the Company applies the sales-based royalty exception in ASC 606 to all of these milestones and royalties. At the inception of a contract, the transaction price reflects the amount of consideration the Company expects to be entitled to in exchange for transferring promised goods or services to its customer. In the arrangement where the Company satisfies performance obligation(s) during the regulatory phase over time, the Company recognizes collaboration revenue typically using an input method on the basis of regulatory costs incurred relative to the total expected cost which determines the extent of progress toward completion. The Company reviews the estimate of the transaction price and the total expected cost each period, and makes revisions to such estimates as necessary. Under contracted supply agreements with collaborators, the Company may manufacture and supply quantities of active pharmaceutical ingredient (“API”) or bulk tablets reasonably required by collaboration partners for the development or sale of licensed products in their respective territory. The Company recognizes revenue when the collaboration partner has obtained control of the API or bulk tablets. The Company records the costs related to the supply agreement in cost of goods sold on the statements of operations and comprehensive income (loss). Under the Company's collaboration agreements, product sales and cost of sales may be recorded by the Company's collaborators as they are deemed to be the principal in the transaction. The Company receives royalties from the commercialization of such products, and records its share of the variable consideration, representing a percentage of net product sales, as collaboration revenue in the period in which such underlying sales occur and costs are incurred by the collaborators. b.Product Sales, Net On March 30, 2020, NEXLETOL was commercially available in the U.S. through prescription and on June 4, 2020, NEXLIZET was commercially available in the U.S. through prescription. Net product sales totaled $55.9 million and $40.0 million for the year ended December 31, 2022 and December 31, 2021, respectively. The Company sells NEXLETOL and NEXLIZET to wholesalers in the U.S and recognizes revenue at the point in time when the customer is deemed to have obtained control of the product. The customer is deemed to have obtained control of the product at the time of physical receipt of the product at the customers’ distribution facilities, or free on board (“FOB”) destination, the terms of which are designated in the contract. Product sales are recorded at the net selling price, which includes estimates of variable consideration for which reserves are established for (a) rebates and chargebacks, (b) co-pay assistance programs, (c) distribution fees, (d) product returns, and (e) other discounts and fees. Where appropriate, these estimates take into consideration a range of possible outcomes which are probability-weighted for relevant factors such as current contractual and statutory requirements, and forecasted customer buying and payment patterns. Overall, these reserves reflect the Company's best estimates of the amount of consideration to which it is entitled based on the terms of the applicable contract. The amount of variable consideration may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period. Given the early stage of the Company’s commercial operations it has provided constraint of its variable consideration due to its potential consumption trends. Actual amounts of consideration ultimately received may differ from the Company's estimates. If actual results in the future vary from estimates, the Company adjusts these estimates, which would affect net product revenue and earnings in the period such variances become known. Liabilities for co-pay assistance, expected product returns, rebates, and distributor fees are classified as “Other accrued liabilities” in the balance sheets. Discounts, such as prompt pay discounts, and chargebacks are recorded as a reduction to trade accounts receivable in the balance sheets. Forms of Variable Consideration Rebates and Chargebacks: The Company estimates reductions to product sales for Public Health Service Institutions, such as Medicaid, Medicare and Veterans' Administration ("VA") programs, as well as certain other qualifying federal and state government programs, and other group purchasing organizations. The Company estimates these reductions based upon the Company's contracts with government agencies and other organizations, statutorily defined discounts and estimated payor mix. These organizations purchase directly from the Company's wholesalers at a discount and the wholesalers charge the Company back the difference between the wholesaler price and the discounted price. The Company's liability for Medicare and Medicaid rebates consists of estimates for claims that a state will make for a current quarter. The Company's reserve for this discounted pricing is based on expected sales to qualified healthcare providers and the chargebacks that customers have already claimed. Co-pay assistance: Eligible patients who have commercial insurance may receive assistance from the Company to reduce the patient's out of pocket costs. The Company will buy down the difference between the amount of the eligible patient's co-pay when the drug is purchased at the pharmacy at a determined price. Liabilities for co-pay assistance are calculated by actual program participation from third-party administrators. Distribution Fees: The Company has written contracts with its customers that include terms for distribution fees and costs for inventory management. The Company estimates and records distribution fees due to its customers based on gross sales. Product Returns: The Company generally offers a right of return based on the product’s expiration date and certain spoilage and damaged instances. The Company estimates the amount of product sales that may be returned and records the estimate as a reduction of product sales in the period the related product sales is recognized. The Company’s estimates for expected returns are based primarily on an ongoing analysis of historical returns sales information and visibility into the inventory remaining in the distribution channel. Discounts: The Company provides product discounts, such as prompt pay discounts, to its customers. The Company estimates cash discounts based on terms in negotiated contracts and the Company’s expectations regarding future payment patterns. Cost of Goods Sold Cost of goods sold is related to the Company's net product sales of NEXLETOL and NEXLIZET and the cost of the API and tablets supplied to collaboration partners under supply agreements. Cost of goods sold includes the actual product costs, including inbound freight charges and certain outbound freight charges, purchasing, sourcing, inspection and receiving costs. Research and Development Research and development expenses consist of costs incurred to further the Company’s research and development activities and include salaries and related benefits, costs associated with clinical activities, nonclinical activities, regulatory activities, manufacturing activities to support clinical activities and commercial product manufacturing supply prior to the Company's regulatory approval, research-related overhead expenses, in-licensing agreements and fees paid to external service providers that conduct certain research and development, clinical, and manufacturing activities on behalf of the Company. Research and development costs are expensed as incurred. Accrued Clinical Development Costs Outside research costs are a component of research and development expense. These expenses include fees paid to clinical research organizations and other service providers that conduct certain clinical and product development activities on behalf of the Company. Depending upon the timing of payments to the service providers, the Company recognizes prepaid expenses or accrued expenses related to these costs. These accrued or prepaid expenses are based on management’s estimates of the work performed under service agreements, milestones achieved and experience with similar contracts. The Company monitors each of these factors and adjusts estimates accordingly. Income Taxes Deferred tax assets and liabilities are determined based on differences between financial reporting and the tax basis of assets and liabilities and are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company has incurred annual operating losses since inception. Accordingly, it is not more likely than not that the Company will realize a tax benefit from its deferred tax assets and as such, it has recorded a full valuation allowance. Stock-Based Compensation The Company accounts for stock-based compensation in accordance with the provisions of ASC 718, Compensation—Stock Compensation. Accordingly, compensation costs related to equity instruments granted are recognized over the requisite service periods of the awards on a straight-line basis at the grant-date fair value. The fair value for stock options and performance-based stock options is calculated using a Black-Scholes option-pricing model. If the instruments contain performance conditions, compensation expense is recognized only if achievement of the performance condition is probable. The Company accounts for forfeitures as they occur. Expense is recognized during the period the related services are rendered. Recent Accounting Pronouncements The Company does not expect adoption of any recently issued accounting pronouncements to have a material impact on the financial statements.

Collaborations with Third Parties	12 Months Ended
Collaborations with Third Parties	Dec. 31, 2022
Collaborations with Third Parties
Collaborations with Third Parties	Collaborations with Third Parties DSE Agreement Terms On January 2, 2019, the Company entered into a license and collaboration agreement with DSE, which was further amended on June 18, 2020. Pursuant to the agreement (as amended), the Company granted DSE exclusive commercialization rights to bempedoic acid and the bempedoic acid / ezetimibe combination tablet in the European Economic Area, Turkey and Switzerland (“DSE Territory”). DSE will be responsible for commercialization in the DSE Territory. DSE's designated affiliate in Turkey will be solely responsible, at its sole cost and expense, for all regulatory matters relating to such products in Turkey, including obtaining regulatory approval for such products in Turkey. The Company remains responsible for clinical development, regulatory and manufacturing activities for the licensed products globally, included in the DSE Territory outside of Turkey. Pursuant to the agreement, the Company received upfront cash of $150.0 million in 2019, and a $150.0 million cash payment to the Company in 2020 following the completion of the NUSTENDI Marketing Authorisation Applications ("MAA"). The Company is responsible for supplying DSE with certain manufacturing supply of the API or bulk tablets. The Company is also eligible to receive a substantial additional regulatory milestone payment upon the grant of the marketing authorisation in the European Union for the CV risk reduction label, depending on the range of relative risk reduction in the CLEAR Outcomes study. In addition, the Company is eligible to receive additional sales milestone payments related to total net sales achievements for DSE in the DSE Territory. Finally, the Company will receive tiered fifteen percent (15%) to twenty-five percent (25%) royalties on net DSE Territory sales. The agreement calls for both parties to participate in a Joint Collaboration Committee (the “DSE JCC”). The DSE JCC is comprised of executive management from each company and the Company will lead in all aspects related to development and DSE will lead in all aspects related to commercialization in the DSE Territory. Collaboration Revenue During the years ended December 31, 2022 and December 31, 2021, the Company recognized collaboration revenue of $18.2 million and $9.9 million, respectively, related to royalty revenue from DSE as well as the sales of bulk tablets to DSE pursuant to the supply agreement that was executed with DSE. All remaining future potential milestone amounts were not included in the transaction price, as they were all determined to be fully constrained following the concepts of ASC 606 due to the fact that such amounts hinge on development activities, regulatory approvals and sales-based milestones. Additionally, the Company expects that any consideration related to sales-based milestones will be recognized when the subsequent sales occur. Otsuka Agreement Terms On April 17, 2020, the Company entered into a license and collaboration agreement ("the Otsuka Agreement") with Otsuka. Pursuant to the Otsuka Agreement, the Company granted Otsuka exclusive development and commercialization rights to NEXLETOL and NEXLIZET in Japan. Otsuka will be responsible for all development, regulatory, and commercialization activities in Japan. In addition, Otsuka will fund all clinical development costs associated with the program in Japan. Pursuant to the agreement, the consideration consists of a $60.0 million upfront cash payment and the Company will be eligible to receive additional payments of up to $450.0 million if certain regulatory and commercial milestones are achieved by Otsuka. The potential future milestone payments include up to $20 million upon first JNDA submissions in the Otsuka Territory, up to $70.0 million upon the first NHI Price Listing for NEXLETOL in the Otsuka Territory, and up to $50.0 million upon the achievement of the primary major adverse cardiovascular events (“MACE”) in the CLEAR Outcomes study and inclusion of the CV risk reduction indication in the U.S. label, depending on the range of relative risk reduction in the CLEAR Outcomes study. In addition, the Company is eligible to receive additional sales milestone payments up to $310.0 million related to total net sales achievements for Otsuka in Japan. Finally, the Company will receive tiered fifteen percent (15%) to thirty percent (30%) royalties on net sales in Japan. Collaboration Revenue During the year ended December 31, 2022, the Company recognized $0.6 million of collaboration revenue related to sales of bulk tablets to Otsuka pursuant to the supply agreement that was executed with Otsuka. During the year ended December 31, 2021, the Company did not recognize any revenue related to the agreement. All future potential milestone amounts were not included in the transaction price, as they were all determined to be fully constrained following the concepts of ASC 606 due to the fact that such amounts hinge on development activities, regulatory approvals and sales-based milestones. Additionally, the Company expects that any consideration related to royalties and sales-based milestones will be recognized when the subsequent sales occur. The Company has not yet recognized any revenue for milestone payments as the related regulatory and commercial milestones have not yet been achieved. DS Agreement Terms Pursuant to the license and collaboration agreement ("DS Agreement"), executed in April 2021, the Company granted DS exclusive rights to develop and commercialize bempedoic acid and the bempedoic acid / ezetimibe combination tablet in the DS Territory. The agreement allows for potential expansion across geographies including Saudi Arabia, Kuwait, Oman, UAE, Qatar, Bahrain, Yemen, Colombia and other Latin American countries. Except for certain development activities in South Korea and Taiwan, DS will be responsible for development and commercialization in these territories. In addition, DS will fund all development costs associated with the program in the DS Territory. Pursuant to the agreement, the consideration consists of a $30.0 million upfront cash payment that is non-refundable, non-reimbursable and non-creditable. The Company will be eligible to receive additional one-time payments of up to $175.0 million if certain commercial milestones are achieved by DS. Also, the Company will receive tiered royalties of five percent (5%) to twenty percent (20%) of net sales in the DS Territory. Collaboration Revenue The Company considered the guidance under ASC 606 and concluded that the DS Agreement was in the scope of ASC 606. The Company concluded that the upfront payment of $30.0 million should be included in the transaction price and related to the following performance obligations under the DS Agreement: 1) the license to the Company’s intellectual property and 2) the obligation to provide ongoing development activities. The Company used the adjusted market assessment approach in determining the standalone selling price of the Company’s intellectual property and the expected cost plus margin approach in determining the standalone selling price of the Company’s obligation to provide ongoing development activities. Accordingly, during the year ended December 31, 2021, the Company recognized $28.5 million of collaboration revenue related to the $30.0 million upfront payment. The $28.5 million relates to the performance obligations for the license to the Company’s intellectual property and a portion of ongoing regulatory and development activities conducted during the year ended December 31, 2021, in the amounts of $28.0 million and $0.5 million, respectively. During the year ended December 31, 2022, the Company recognized $0.8 million of collaboration revenue related to the ongoing regulatory and development activities. The remaining $0.7 million of the upfront payment was deferred as of December 31, 2022 due to an on-going performance obligation related to the developmental activities in South Korea and Taiwan. This deferred revenue will be recognized ratably over the period leading up to the completion of these developmental activities. All future potential milestone amounts were not included in the transaction price, as they were all determined to be fully constrained following the concepts of ASC 606 due to the fact that such amounts hinge on development activities, regulatory approvals and sales-based milestones. Additionally, the Company expects that any consideration related to royalties and sales-based milestones will be recognized when the subsequent sales occur. Other Agreements In December 2020, the Company entered into a licensing agreement with Serometrix to in-license a series of early stage compounds known as scaffolds related to its oral, small molecule PCSK9 inhibitor program. PCSK9 is an enzyme responsible for regulating LDL receptors. PCSK9 inhibitors stop LDL receptors from being broken down, increasing the number of LDL receptors present to remove cholesterol from the blood. The agreement allows the Company use of the PCSK9 compounds, which were patented by Serometrix prior to the licensing agreement, to perform further research and development with the goal of developing a small molecule oral PCSK9 inhibitor that can be taken as a tablet. In exchange for these rights, the Company agreed to pay Serometrix an upfront payment, milestone payments and royalties on net sales of licensed products under the agreement. The Company is obligated to make milestone payments to Serometrix upon the achievement of specified development, regulatory and commercialization milestones. The development milestone payments due under the agreement depend on the licensed product being developed. As part of the agreement, the Company made an upfront cash payment of $12.5 million in December 2020, which was recorded to research and development expense, to Serometrix, with payments in future years tied to specific milestones. The Company has also agreed to pay tiered royalties based on net sales of all products licensed under the agreement of low to mid-single-digit percentages.

Inventories, net

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Inventories, net

Inventories, net consist of the following:


	December 31,
	2022		2021
	(in thousands)
Raw materials	$	26,558	$	31,850
Work in process	6,548		663
Finished goods	2,095		1,881
	$	35,201	$	34,394

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Legal Proceedings On January 12, 2016, a purported stockholder of the Company filed a putative class action lawsuit in the United States District Court for the Eastern District of Michigan, against the Company and Tim Mayleben, captioned Kevin L. Dougherty v. Esperion Therapeutics, Inc., et al. (No. 16-cv-10089). The lawsuit alleges that the Company and Mr. Mayleben violated Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 by allegedly failing to disclose in an August 17, 2015, public statement that the FDA would require a cardiovascular outcomes trial before approving the Company’s lead product candidate. The lawsuit seeks, among other things, compensatory damages in connection with an allegedly inflated stock price between August 18, 2015, and September 28, 2015, as well as attorneys’ fees and costs. On March 12, 2021, the parties agreed to a settlement in principle of the securities class action, and on April 26, 2021, the parties entered into a stipulation of settlement to resolve all legal claims, in which defendants expressly deny that they have committed any act or omission giving rise to any liability under Section 10(b) of the Securities Exchange Act of 1934. Under the terms of the stipulation of settlement, which the court approved on August 24, 2021, the Company and certain of the Company's insurance carriers caused a payment of $18.25 million to be made to the plaintiff class. As a result of this settlement agreement, the Company recorded a loss on settlement of $13.25 million during 2021 in selling, general, and administrative expenses on the statements of operations and comprehensive loss, which represents the litigation settlement of $18.25 million offset by $5.0 million in insurance claim proceeds from our insurance carriers.

Property and Equipment, net

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment, net

Property and equipment, net, consist of the following:


	December 31,
	2022		2021
	(in thousands)

Computer equipment	$	278	$	278
Software	968		968
Furniture, fixtures and other	1,170		1,170
Leasehold improvements	299		299

Subtotal	2,715		2,715
Less accumulated depreciation and amortization	2,551		2,051
Property and equipment, net	$	164	$	664

Depreciation expense was $0.5 million and $0.6 million for the years ended December 31, 2022 and 2021, respectively.

Other Accrued Liabilities

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Other Accrued Liabilities

Other accrued liabilities consist of the following:


	December 31,
	2022		2021
	(in thousands)
Accrued compensation	$	9,053	$	8,809
Accrued variable consideration	21,987		16,192
Accrued professional fees	2,547		3,917
Accrued interest on convertible notes	1,325		1,325
Accrued other	279		167
Total other accrued liabilities	$	35,191	$	30,410

Investments

12 Months Ended

Dec. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Investments

The following table summarizes the Company’s cash equivalents and investments:


	December 31, 2022
			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
	(in thousands)
Cash equivalents:
Money market funds	$	105,078	$	—	$	—	$	105,078
U.S. treasury notes	4,994		1		—		4,995

Certificates of deposit	401		—		—		401
Short-term investments:

U.S. treasury notes	42,089		2		(5)		42,086

Total	$	152,562	$	3	$	(5)	$	152,560


	December 31, 2021
			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
	(in thousands)
Cash equivalents:
Money market funds	$	188,734	$	—	$	—	$	188,734
Certificates of deposit	400		—		—		400
Short-term investments:
U.S. treasury notes	50,472		—		(31)		50,441
Total	$	239,606	$	—	$	(31)	$	239,575

During the years ended December 31, 2022 and 2021, other income, net in the statements of operations includes interest income on available-for-sale investments of $2.4 million and $0.1 million, respectively. Other income, net in the statements of operations includes amortization of premiums and discounts on investments of $0.2 million and less than $0.1 million during the years ended December 31, 2022 and 2021, respectively.

At December 31, 2022, remaining contractual maturities of available-for-sale investments classified as current on the balance sheet were less than 12 months. The Company does not intend to sell the investments before maturity.

There were no unrealized gains or losses on investments reclassified from accumulated other comprehensive loss to other income, net in the statements of operations during the years ended December 31, 2022 and 2021.

Fair Value Measurements

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The Company follows accounting guidance that emphasizes that fair value is a market-based measurement, not an entity-specific measurement. Fair value is defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.” Fair value measurements are defined on a three level hierarchy:


Level 1 inputs:						Quoted prices for identical assets or liabilities in active markets;

Level 2 inputs:						Observable inputs other than Level 1 prices, such as quoted market prices for similar assets or liabilities or other inputs that are observable or can be corroborated by market data; and

Level 3 inputs:						Unobservable inputs that are supported by little or no market activity and require the reporting entity to develop assumptions that market participants would use when pricing the asset or liability.

The following table presents the Company’s financial assets that have been measured at fair value on a recurring basis:


Description	Total		Level 1		Level 2		Level 3

December 31, 2022
Assets:
Money market funds	$	105,078	$	105,078	$	—	$	—
Certificates of deposit	401		401		—		—
U.S. treasury notes	47,081		47,081		—		—

Total assets at fair value	$	152,560	$	152,560	$	—	$	—
December 31, 2021
Assets:
Money market funds	$	188,734	$	188,734	$	—	$	—
Certificates of deposit	400		400		—		—
U.S. treasury notes	50,441		50,441		—		—
Total assets at fair value	$	239,575	$	239,575	$	—	$	—

There were no transfers between Levels 1, 2 or 3 during the years ended December 31, 2022 or December 31, 2021.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Liability Related to the Revenue Interest Purchase Agreement

12 Months Ended

Dec. 31, 2022

On June 26, 2019, the Company entered into a RIPA with Oberland, as agent for purchasers party thereto (the “Purchasers”), and the Purchasers named therein, to obtain financing in respect to the commercialization and further development of bempedoic acid and the bempedoic acid / ezetimibe combination tablet and other working capital needs. Pursuant to the RIPA, the Company received $125.0 million at closing, less certain issuance costs. The Company was entitled to receive up to approximately $75.0 million in subsequent installments subject to the terms and conditions set forth in the RIPA: (i) $25.0 million upon certain regulatory approval of its product candidates and (ii) $50.0 million, at the Company’s option, upon reaching $100.0 million trailing worldwide six-month net sales any time prior to December 31, 2021 (the “Third Payment”). In March 2020, the Company received $25.0 million from Oberland upon receiving regulatory approval of NEXLETOL.

As consideration for such payments, the Purchasers will have a right to receive certain revenue interests (the “Revenue Interests”) from the Company based upon net sales of the Company’s certain products, once approved, which will be tiered payments initially ranging from 2.5% to 7.5% of the Company’s net sales in the covered territory (the “Covered Territory”); provided that if annual net sales equal or exceed the Sales Threshold and if the Purchasers receive 100% of their invested

capital by December 31, 2024, the revenue interest rate will be decreased to a single rate of 0.4% of the Company’s net sales in the Covered Territory beginning on January 1, 2025. If the Third Payment is drawn down by the Company, the applicable royalty rates will increase by one-third. The Covered Territory is the United States, but is subject to expand to include the world-wide net sales if the Company’s annual U.S. net sales are less than $350.0 million for the year ended December 31, 2021. The U.S. net sales milestone thresholds are not to be taken as financial guidance. The Purchasers’ rights to receive the Revenue Interests shall terminate on the date on which the Purchasers have received Revenue Interests payments of 195% of the then aggregate purchase price (the “Cumulative Purchaser Payments”) paid to the Company, unless the RIPA is terminated earlier.

Under the RIPA, the Company has an option (the “Call Option”) to terminate the RIPA and repurchase future Revenue Interests at any time upon advance written notice. Additionally, the Purchasers have an option (the “Put Option”) to terminate the RIPA and to require the Company to repurchase future Revenue Interests upon enumerated events such as a bankruptcy event, an uncured material breach, a material adverse effect or a change of control.

In addition, the RIPA contains various representations and warranties, information rights, non-financial covenants, indemnification obligations and other provisions that are customary for a transaction of this nature.

RIPA Amendments

On April 26, 2021, the Company entered into Amendment No. 2 (the “RIPA Amendment 2”) to the RIPA with Oberland, as agent for the purchaser parties thereto. Pursuant to the RIPA Amendment 2, Oberland waived the original trailing six-month world-wide net sales condition to the third installment payment under the RIPA and released the final $50 million payment payable to the Company under the terms of the RIPA. The Company and Oberland also agreed to amend additional terms of the RIPA such that the purchasers will have a right to receive certain revenue interests (the “Revenue Interests”) from the Company based on net sales of the Company’s certain products, once approved, which will be tiered payments ranging from 3.33% to 10% (the “Third Payment Applicable Percentage”) of the Company’s net sales in the covered territory (the “Covered Territory”); provided that (a) prior to December 31, 2024, with respect to each country defined in the Daiichi Territory, if the percentage of net sales that Company receives from Daiichi (the “Receivables Percentage”) is less than the Third Payment Applicable Percentage, then the Revenue Interest for such country payable to the purchasers will be equal to the Receivables Percentages, (b) if annual net sales equal or exceed $350 million and if the Purchasers receive 100% of their invested capital (Cumulative Purchaser Payments") by December 31, 2024, the revenue interest rate will be decreased to a single rate of 3.33% of the Company’s net sales in the Covered Territory for all subsequent calendar quarters and (c) if the Purchasers receive Revenue Interest payments less than 100% of Cumulative Purchaser Payments by December 31, 2024, the Third Payment Applicable Percentage will be increased to a single rate of the Company’s net sales that would have provided 100% of Cumulative Purchaser Payments had such rate applied from the initial funding by the Purchasers. The Covered Territory was originally the United States, but has been expanded to worldwide for all calendar years beginning on or after January 1, 2022.

Under the RIPA Amendment 2, the Company has an option (the “Call Option”) to terminate the RIPA and repurchase future Revenue Interests at any time upon advance written notice. Additionally, the Purchasers have an option (the “Put Option”) to terminate the RIPA and to require the Company to repurchase future Revenue Interests upon enumerated events such as a bankruptcy event, an uncured material breach, a material adverse effect or a change of control. If the Put Option or the Call Option are exercised, the required repurchase price will be 200% of the Cumulative Purchaser Payments (minus all payments Company has made to the Purchasers in connection with the Revenue Interests), if such option is exercised prior to the third anniversary of the closing date, and 225% of the Cumulative Purchaser Payments (minus all payments Company has made to the Purchasers in connection with the Revenue Interests), if such option is exercised thereafter.

In accordance with the guidance in ASC 470‑50, “Debt—Modifications and Extinguishments,” the RIPA Amendment 2 was accounted for as a debt modification. The amendment resulted in a $0.1 million loss on modification of debt, consisting of third-party fees associated with the transaction, which is included in selling, general, and administrative expenses in the statements of operations for the year ended December 31, 2021.

On May 16, 2021, the Company entered into an Amendment to the Security Agreement and Waiver ("Amendment and Waiver") with the same parties to the Security Agreement, by and among the Company, Eiger Partners II LP (the "Purchaser") and Eiger III SA LLC (the "Purchaser Agent"), dated as of June 26, 2019 (the "Security Agreement"). Pursuant to the Amendment and Waiver, if (i) the net revenue from sales of NEXLETOL and NEXLIZET and certain other products in the

United States (as reported in the Company’s financial statements as “product sales, net” in accordance with GAAP and excluding, for the avoidance of doubt, upfront or milestone payments and other collaboration revenue) (the “Specified Net Revenue”) for the calendar quarter ended September 30, 2021 does not exceed $15.0 million, or (ii) the Specified Net Revenue for any calendar quarter ending after September 30, 2021 does not exceed $15.0 million, then the Company shall deposit $50.0 million in a deposit account that is subject to a block account control agreement in favor of the Purchase Agent, no later than the earlier of (x) the date the Specified Net Revenue for such calendar quarter has been determined and (y) 45 days after the last day of such calendar quarter. Since the Specified Net Revenue for the calendar quarter ended September 30, 2021 did not exceed $15.0 million, the Company deposited $50.0 million in a deposit account that is subject to a block account control agreement, which is classified as restricted cash on the balance sheets. The Purchaser Agent shall have sole dominion and control over all funds deposited in the deposited account and such funds may be withdrawn therefrom only with the consent of the Purchaser Agent. Upon the occurrence and during the continuance of a Put Option Event, the Purchaser Agent shall have the right to apply amounts held in the deposit account in payment of certain secured obligations in the manner provided for in the Security Agreement. The Amendment and Wavier does not substitute, replace or release the Pledgors from any other obligations under the RIPA or Security Agreement.

On November 23, 2022, the Company entered into Waiver and Amendment No. 3 to Revenue Interest Purchase Agreement and Amendment No. 2 to Security Agreement (the “RIPA Amendment 3”), by and among the Company, the Purchasers and the Purchaser Agent, which amends (i) the Revenue Interest Purchase Agreement, by and among the Company, the Purchasers, and the Purchaser Agent, dated effective as of June 26, 2019 (as amended by Amendment No. 1 to Revenue Interest Purchase Agreement dated as of November 9, 2020 and Amendment No. 2 to Revenue Interest Purchase Agreement dated as of April 26, 2021, and as may be further amended, restated, supplemented or modified from time to time, the “RIPA”) and (ii) the Security Agreement, by the Company in favor of the Purchaser Agent, dated as of June 28, 2019 (as amended by the Amendment to Security Agreement and Waiver by and among the Company, the Purchaser and the Purchaser Agent, effective as of May 16, 2021, and as may be further amended, restated, supplemented or modified from time to time, the “Security Agreement”). Pursuant to the RIPA Amendment 3, among other things, (a) the Company agreed to make a one-time partial call payment with regards to the Revenue Interests (as defined in the RIPA) in an amount equal to $50 million from the restricted cash account (the “Partial Call”), (b) the amount of the Cumulative Purchaser Payments (as defined in the RIPA) was reduced to $177,777,778, and (c) the Purchasers and Purchaser Agent waived certain claimed defaults, breaches and Put Option Events under the RIPA and other related documents that may have occurred as a result of the Company’s opening of a new bank account.

In accordance with the guidance in ASC 470‑50, “Debt—Modifications and Extinguishments,” the RIPA Amendment 3 was accounted for as a debt modification. The amendment resulted in a less than $0.1 million loss on modification of debt, consisting of third-party fees associated with the transaction, which is included in selling, general, and administrative expenses in the statements of operations for the year ended December 31, 2022.

In connection with the arrangement, as of December 31, 2022, the Company has recorded a liability, referred to as the “Revenue interest liability” on the balance sheet, of $243.6 million, net of $0.3 million of capitalized issuance costs in connection with the RIPA, which will be amortized to interest expense over the estimated term of the RIPA. The total redemption amount is equal to 225% of the Cumulative Purchaser Payments, or $400 million. The Company imputes interest expense associated with this liability using the effective interest rate method. The effective interest rate is calculated based on the rate that would enable the debt to be repaid in full over the anticipated life of the arrangement. The interest rate on this liability may vary during the term of the agreement depending on a number of factors, including the level of forecasted net sales. The Company evaluates the interest rate quarterly based on its current net sales forecasts utilizing the prospective method.

A significant increase or decrease in future net sales will materially impact the revenue interest liability, interest expense and the time period for repayment. The Company recorded approximately $44.6 million and $33.9 million in interest expense related to this arrangement for the years ended December 31, 2022 and 2021, respectively.

The repayment of the RIPA to Oberland does not have a fixed repayment schedule, rather it will be completely repaid and extinguished when the Company has repaid 225% of the Cumulative Purchaser Payments. Since there is not a fixed repayment schedule, the Company does not project its future repayments by year. Each period, the Company estimates the future expected sales of its products in the covered territory and determines the effective annual imputed interest rate, which updates and changes the timing of the Company’s payments. Under the terms of the agreement, every $100 million of net sales generated,

less than or equal to $250 million in an annual aggregate year, would result in a repayment obligation of approximately $10.0 million or 10.0% at the stated repayment rate in the first year. Annual net sales for a calendar year exceeding $250 million would result in a repayment obligation of approximately $3.3 million or 3.3% for every $100 million of sales above the threshold. As the U.S. net sales were less than $350 million for the year ended December 31, 2021, the Covered Territory was expanded to include worldwide sales beginning in 2022. The Company’s repayments of the RIPA are directly tied to the growth of its net sales, and as the Company’s net sales grow, the Company expects the related repayments of the RIPA to grow as well. The Company currently expects to repay $24.8 million in the next twelve months.

The effective annual imputed interest rate is 18.3% as of December 31, 2022. Payments made to Oberland as a result of the Company’s net sales will reduce the revenue interest liability.

The following table summarizes the revenue interest liability activity during the years ended December 31, 2022 and 2021:


	(in thousands)
Revenue interest liability at December 31, 2020	$	176,604
Oberland funding upon execution of Amendment No. 2, net of issuance costs ($83)	49,917
Interest expense recognized	33,907
Revenue interest payments	(3,389)
Revenue interest liability at December 31, 2021	$	257,039
Repayment upon execution of Amendment No. 3	(50,000)
Interest expense recognized	44,590
Revenue interest payments	(8,024)
Revenue interest liability at December 31, 2022	$	243,605

Convertible Notes	12 Months Ended
Convertible Notes	Dec. 31, 2022
Debt Disclosure [Abstract]
Convertible Notes	Convertible Notes In November 2020, the Company issued $280.0 million aggregate principal amount of 4.0% senior subordinated convertible notes due November 2025. The net proceeds the Company received from the offering was approximately $271.1 million, after deducting the initial purchasers’ discounts and commissions and offering expenses payable by the Company (the “Convertible Notes”). The Company used approximately $46.0 million of the net proceeds from the offering of the notes to pay the cost of the Capped Call (as defined below) and $55.0 million of the net proceeds from the offering of the initial notes to finance the Prepaid Forward (as defined below). The Convertible Notes are the Company's senior unsecured obligations and mature on November 15, 2025 (the “Maturity Date”), unless earlier repurchased or converted into shares of common stock under certain circumstances described below. The Convertible Notes are convertible into shares of the Company’s common stock, can be repurchased for cash, or a combination thereof, at the Company’s election, at an initial conversion rate of 30.2151 shares of common stock per $1,000 principal amount of the Convertible Notes, which is equivalent to an initial conversion price of approximately $33.096 per share of common stock, subject to adjustment. The Company will pay interest on the Convertible Notes semi-annually in arrears on May 15 and November 15 of each year. The Convertible Notes are general unsecured obligations of the Company that are subordinated in right of payment to indebtedness, obligations and other liabilities under the Company’s RIPA, the revenue interests issued pursuant to such agreement, and any refinancing of the foregoing. Holders may convert their Convertible Notes at their option at any time prior to the close of business on the business day immediately preceding August 15, 2025 in the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on March 31, 2021 (and only during such calendar quarter), if the last reported sale price per share of the Company’s common stock, par value $0.001 per share (“common stock”), is greater than or equal to 130% of the conversion price for each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; (2) during the five business days after any five consecutive trading day period (such five consecutive trading day period, the “measurement period”) in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of the Company’s common stock and the conversion rate for the notes on each such trading day; (3) if the Company calls such notes for redemption, any such notes that have been called for redemption may be converted at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date, but only with respect to the notes called for redemption; and (4) upon the occurrence of specified corporate events, as provided in the Indenture. On or after August 15, 2025, to the close of business on the second scheduled trading day immediately before the maturity date, holders may convert all or any portion of their notes at the applicable conversion rate at any time at the option of the holder regardless of the foregoing conditions. In addition, following certain corporate events or following issuance of a notice of redemption, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert its notes in connection with such a corporate event or to convert its notes called (or deemed called) for redemption during the related redemption period, as the case may be. The Convertible Notes will be redeemable, in whole or in part, at the Company’s option at any time, and from time to time, on or after November 20, 2023 and before the 41st scheduled trading day immediately before the maturity date, at a cash redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, but only if the last reported sale price per share of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date the Company sends the related redemption notice, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company sends such redemption notice. No sinking fund is provided for the notes. If the Company redeems less than all the outstanding notes, at least $125.0 million aggregate principal amount of notes must be outstanding and not subject to redemption as of the relevant redemption notice date. If the Company undergoes a “fundamental change” (as defined in the Indenture), holders may require the Company to repurchase their notes for cash all or any portion of their notes at a fundamental change repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest, to, but excluding, the fundamental change repurchase date. The Indenture includes customary terms and covenants, including certain events of default. The Company incurred approximately $8.9 million of issuance costs related to the issuance of the Convertible Notes. Prior to the adoption of ASU 2020-06 on January 1, 2021, the $271.1 million of proceeds received from the issuance of the Convertible Notes were allocated between long-term debt (the “liability component”) of $177.6 million and additional paid-in capital (the “equity component”) of $93.5 million. With the adoption of ASU 2020-06 as of January 1, 2021, the Company reports the convertible debt liability at the aggregate principal amount less unamortized issuance costs. This resulted in the reclassification of the $93.5 million of the Company’s convertible notes recognized at December 31, 2020 from additional paid in capital to the convertible debt liability. The portion of interest expense previously recognized for the accretion of the convertible debt liability and the true-up of the amortization of the issuance costs of $1.5 million was recorded as an adjustment to accumulated deficit. On October 22, 2021, the Company entered into a privately negotiated exchange agreement (the “Exchange Agreement”) with two co-managed holders (the “Holders”) of its Convertible Notes. Under the terms of the Exchange Agreement the Holders agreed to exchange (the “Exchange”) with the Company $15.0 million aggregate principal amount of the Convertible Notes held in the aggregate by them (and accrued interest thereon) for shares of the Company’s common stock. Pursuant to the Exchange Agreement, the number of shares of common stock to be issued by the Company to the Holders upon consummation of the Exchange was determined based upon the volume-weighted-average-price per share of common stock, subject to a floor of $5.62 per share, during the five trading-day averaging period, commencing on the trading day immediately following the date of the Exchange Agreement. The Exchange closed on November 3, 2021 with 1,094,848 shares of the Company's common stock being exchanged. The Company accounted for the Exchange as an extinguishment of a liability and calculated the gain on extinguishment of debt under ASC 470-50-40, which requires the difference between the reacquisition price of the debt and the net carrying amount of the extinguished debt to be recognized in the income statement. The reacquisition price of the Convertible Notes was calculated by the number of shares exchanged times the closing price of the common shares on the day of settlement plus any transactional costs incurred during the reacquisition. The net carrying amount of the debt was calculated by the face value of the notes less the unamortized debt issuance costs associated with the face value of the notes. The Company recognized a gain of $2.6 million in "Other Income" on the Statements of Operations and Comprehensive Loss during the year ended December 31, 2021. As of December 31, 2022, the principal amount of convertible notes was $265.0 million, and the unamortized debt discount and issuance costs were $5.1 million, for a net carrying amount of $259.9 million. As of December 31, 2021, the principal amount of convertible notes was $265.0 million, and the unamortized debt discount and issuance costs were $6.7 million, for a net carrying amount of $258.3 million. The Company recorded $12.2 million and $12.4 million of interest expense during the years ended December 31, 2022 and 2021, respectively, relating to the cash interest on the convertible notes due semi-annually and amortization of the debt issuance costs. As of December 31, 2022, no Convertible Notes were convertible pursuant to their terms. The estimated fair value of the Convertible Notes was $145.9 million as of December 31, 2022 and $140.3 million as of December 31, 2021. The estimated fair value of the Convertible Notes was determined through consideration of quoted market prices. As of December 31, 2022, the if-converted value of the Convertible Notes did not exceed the principal value of those notes. Capped Call Transactions In connection with the offering of the Convertible Notes, the Company entered into privately-negotiated capped call transactions with one of the initial purchasers of the convertible notes or its affiliate and certain other financial institutions. The Company used approximately $46.0 million of the net proceeds from the offering of the Convertible Notes to pay the cost of the capped call transactions. The capped call transactions are expected generally to reduce potential dilution to the Company’s common stock upon any conversion of the Convertible Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted notes, as the case may be, in the event that the market value per share of the Company’s common stock, as measured under the terms of the capped call transactions at the time of exercise, is greater than the strike price of the capped call transactions (which initially corresponds to the initial conversion price of the Convertible Notes, and is subject to certain adjustments), with such reduction and/or offset subject to a cap initially equal to approximately $55.16 (which represents a premium of approximately 100% over the last reported sale price of the Company’s common stock on November 11, 2020), subject to certain adjustments. The capped call transactions are separate transactions, entered into by the Company and are not part of the terms of the Convertible Notes. Given that the transactions meet certain accounting criteria, the convertible note capped call transactions are recorded in stockholders’ equity, and they are not accounted for as derivatives and are not remeasured each reporting period. As of December 31, 2022, the Company had not purchased any shares under the convertible note capped call transactions. Prepaid Forward In connection with the offering of the Convertible Notes, the Company entered into a prepaid forward stock repurchase transaction (“Prepaid Forward”) with a financial institution (“Forward Counterparty”). Pursuant to the Prepaid Forward, the Company used approximately $55.0 million of the net proceeds from the offering of the Convertible Notes to fund the Prepaid Forward. The aggregate number of shares of the Company’s common stock underlying the Prepaid Forward was approximately 1,994,198. The expiration date for the Prepaid Forward is November 15, 2025, although it may be settled earlier in whole or in part. Upon settlement of the Prepaid Forward, at expiration or upon any early settlement, the Forward Counterparty will deliver to the Company the number of shares of common stock underlying the Prepaid Forward or the portion thereof being settled early. The shares purchased under the Prepaid Forward are treated as treasury stock and not outstanding for purposes of the calculation of basic and diluted earnings per share, but will remain outstanding for corporate law purposes, including for purposes of any future stockholders’ votes, until the Forward Counterparty delivers the shares underlying the Prepaid Forward to the Company. As of December 31, 2022, 71,174 shares had been delivered to the Company. The Company’s Prepaid Forward hedge transaction exposes the Company to credit risk to the extent that its counterparty may be unable to meet the terms of the transaction. The Company mitigates this risk by limiting its counterparty to a major financial institution.

- Definition

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

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+ Details

Stockholders' Deficit	12 Months Ended
Stockholders' Deficit	Dec. 31, 2022
Equity [Abstract]
Stockholders' Deficit	Stockholders' Deficit ATM Offering On August 3, 2021, the Company filed an automatically effective registration statement on Form S-3ASR (the “Registration Statement”) with the SEC which registers the offering, issuance and sale of an unspecified amount of common stock, preferred stock, debt securities, warrants and/or units of any combination thereof. The Company simultaneously entered into an open market sale agreement with Jefferies LLC, as sales agent, to provide for the issuance and sale by the Company of up to $250 million of common stock from time to time in “at-the-market” offerings under the Registration Statement and related prospectus filed with the Registration Statement (the “ATM Program”). During the year ended December 31, 2021, the Company issued 897,364 shares of common stock resulting in net proceeds of approximately $9.7 million after deducting $0.5 million of underwriting discounts and commissions and other expenses, pursuant to the ATM Program. On April 15, 2022, the Company filed a new registration statement on Form S-3 to replace its prior automatically effective registration statement on Form S-3ASR filed on August 3, 2021, which registers the offering, issuance and sale of up to $239 million of common stock from time to time in “at-the-market” offerings (the “New ATM Program”). On February 21, 2023, we terminated the open market sales agreement with Jefferies LLC and entered into a Controlled Equity Offering Sales Agreement with Cantor Fitzgerald & Co., as sales agent, to provide for the issuance and sale by the Company of up to $70 million of common stock from time to time in “at-the-market” offerings, or the 2023 ATM Program, pursuant to our existing Form S-3 and the prospectus supplement to be filed on February 21, 2023. The Company may continue to use the 2023 ATM Program to address potential short-term or long-term funding requirements that may arise. Such program will continue to be subject to the volatility of the price of the Company's common stock and general market conditions. During the year ended December 31, 2022, the Company issued 13,043,797 shares of common stock resulting in net proceeds of approximately $90.8 million after deducting $3.1 million of underwriting discounts and commissions and other expenses, pursuant to the New ATM Program. Offering On December 2, 2021, the Company entered into an underwriting agreement with H.C. Wainwright & Co., LLC ("Wainwright"). Pursuant to the underwriting agreement, the Company agreed to sell, in a firm commitment offering, 32,142,858 shares of common stock, $0.001 par value per share, and accompanying warrants to purchase up to an aggregate of 32,142,858 shares of common stock, as well as up to 4,821,428 additional shares of common stock and/or accompanying warrants to purchase an aggregate of up to 4,821,428 shares of its common stock that may be purchased by Wainwright pursuant to a 30-day option granted to Wainwright by the Company (the "Offering"). Each share of common stock was sold together with a common warrant to purchase one share of common stock, at an exercise price of $9.00 per share. Such common warrants are immediately exercisable and will expire two years from the date of issuance. The combined public offering price of each share of common stock and accompanying common warrant sold in the Offering was $7.00, and the combined price of each share of common stock and accompanying common warrant purchased by Wainwright from the Company was $6.51. On December 3, 2021, Wainwright exercised its option to purchase additional warrants to purchase 4,821,428 shares of Common Stock. The Offering, including the additional warrants sold pursuant to the exercise of Wainwright's option to purchase additional warrants, closed on December 7, 2021. The aggregate net proceeds received by the Company from the offering was $208.7 million, after deducting $16.3 million of underwriting discounts and commissions and other estimated offering expenses payable by the Company and excluding the net proceeds, if any, from the exercise of the common warrants. Warrants In connection with the Offering, the Company issued warrants to purchase 36,964,286 shares of common stock at an exercise price of $9.00. The warrants will terminate on December 7, 2023. The warrants were recorded at fair value of $61.9 million to additional-paid-in-capital in accordance with ASC 815-10 based upon the allocation of the proceeds between the common shares issued with the Offering and the warrants. The Company estimated the fair value of the warrants using a Black-Scholes option-pricing model, which is based, in part, upon subjective assumptions including but not limited to stock price volatility, the expected life of the warrant, the risk-free interest rate and the fair value of the common stock underlying the warrant. The Company estimates the volatility based on its historical volatility that is in line with the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury daily rate for a maturity similar to the expected remaining life of the warrants. The expected remaining life of the warrants is assumed to be equivalent to its remaining contractual term. As of December 31, 2022, the Company had warrants outstanding that were exercisable for a total of 36,964,286 shares of common stock at a weighted-average exercise price of $9.00 per share.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

Stock Compensation

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Stock Compensation

2022 Stock Option and Incentive Plan

In May 2022, the Company's stockholders approved the 2022 Stock Option and Incentive Plan (the "2022 Plan"). The number of shares of common stock available for awards under the 2022 Plan was set to 4,400,000, with any shares underlying awards that are forfeited, canceled, held back upon exercise of an option or settlement of an award to cover the exercise price or tax withholding, reacquired by the Company prior to vesting, satisfied without the issuance or shares, or otherwise terminated (other than by exercise) under the 2022 Plan may be added back to the shares of common stock available for issuance under the 2022 Plan. The 2022 Plan provides for the award of stock options (both incentive and non-qualified options), stock appreciation rights, restricted stock, restricted stock units ("RSUs"), unrestricted stock, cash-based awards, and dividend equivalent rights. Following the approval of the 2022 Plan, no further awards will be issued under the Company’s 2013 Stock Option and Incentive Plan (the “2013 Plan”).

Employee Stock Purchase Plan

In April 2020, the board of directors approved the Esperion Therapeutics, Inc. 2020 Employee Stock Purchase Plan (the "ESPP") which was approved by the Company's shareholders on May 28, 2020. The ESPP allows eligible employees to authorize payroll deductions of up to 10% of their base salary or wages up to $25,000 annually to be applied toward the purchase of shares of the Company's common stock on the last trading day of the offering period. Participating employees will purchase shares of the Company's common stock at a discount of up to 15% on the lesser of the closing price of the Company's common stock on the NASDAQ Global Select Market (i) on the first trading day of the offering period or (ii) the last day of any offering period. Offering periods under the ESPP will generally be in six months increments, commencing on September 1 and March 1 of each calendar year with the administrator having the right to establish different offering periods. During the years ended December 31, 2022 and 2021, the Company recognized $0.4 million and $0.7 million of stock compensation expense related to the ESPP, respectively. As of December 31, 2022, there have been 339,422 shares issued and 485,578 shares reserved for future issuance under the ESPP.

2017 Inducement Equity Plan

In May 2017, and as amended in 2019, the Company's board of directors approved the 2017 Inducement Equity Plan (the "2017 Plan"). The number of shares of common stock available for awards under the 2017 Plan is 1,150,000, with any shares of common stock that are forfeited, cancelled, held back upon the exercise or settlement of an award to cover the exercise price or tax withholding, reacquired by the Company prior to vesting, satisfied without the issuance of common stock, or otherwise terminated (other than by exercise) under the 2017 Plan added back to the shares of common stock available for issuance under the 2017 Plan. The 2017 Plan provides for the granting of stock options, stock appreciation rights, restricted stock awards, restricted stock units ("RSUs"), unrestricted stock awards and dividend equivalent rights.

2013 Stock Option and Incentive Plan

In May 2015, the Company’s stockholders approved the amended and restated 2013 Plan which, among other things, increased the number of shares of common stock reserved for issuance thereunder. The number of shares of common stock available for awards under the 2013 Plan was increased by 923,622 shares from 2,051,378 shares to 2,975,000 shares, plus (i) shares of common stock that are forfeited, cancelled, held back upon the exercise or settlement of an award to cover the exercise price or tax withholding, reacquired by the Company prior to vesting, satisfied without the issuance of common stock or otherwise terminated (other than by exercise) under the 2013 Plan and the Company’s 2008 Incentive Stock Option and Restricted Stock Plan are added back to the shares of common stock available for issuance under the 2013 Plan, and (ii) on January 1, 2016, and each January 1, thereafter, the number of shares of common stock reserved and available for issuance under the 2013 Plan will be cumulatively increased by 2.5% of the number of shares of common stock outstanding on the immediately preceding December 31, or such lesser number of shares of common stock determined by the compensation

committee. The 2013 Plan provides for the granting of stock options, stock appreciation rights, restricted stock awards, RSUs, unrestricted stock awards, cash-based awards, performance share awards and dividend equivalent rights.

The Company incurs stock-based compensation expense related to stock options, performance-based stock options ("PBSOs"), RSUs and performance-based restricted stock units ("PBRSUs"). The fair value of RSUs and PBRSUs is determined by the closing market price of the Company’s common stock on the date of grant. The fair value of stock options and PBSOs is calculated using a Black-Scholes option-pricing model. Compensation costs related to equity instruments granted are recognized over the requisite service periods of the awards on a straight-line basis at the grant-date fair value. The Company accounts for forfeitures as they occur.

Under the 2022 Plan, 2017 Plan, and 2013 Plan the vesting of options granted or restricted awards given will be determined individually with each option grant. Generally, 25 percent of the granted amount will vest upon the first anniversary of the option grant with the remainder vesting ratably on the first day of each calendar quarter for the following three years. Stock options have a 10-year life and expire if not exercised within that period, or if not exercised within 90 days of cessation of providing service to the Company.

Stock Options

The following table summarizes the activity relating to the Company’s options to purchase common stock for the year ended December 31, 2022:


				Weighted-Average
		Weighted-Average		Remaining
	Number of	Exercise Price		Contractual	Aggregate
	Options	Per Share		Term (Years)	Intrinsic Value
					(in thousands)
Outstanding at December 31, 2021	3,214,537	$	38.38	4.18	$	—
Granted	1,321,600	$	4.80
Forfeited or cancelled (vested and unvested)	(693,400)	$	33.29
Exercised	—	$	—
Outstanding at December 31, 2022	3,842,737	$	27.75	4.86	$	1,658
Vested and expected to vest at December 31, 2022	3,842,737	$	27.75	4.86	$	1,658
Exercisable at December 31, 2022	2,517,412	$	37.48	2.64	$	185

No stock options were exercised during the year ended December 31, 2022. The total pre-tax intrinsic value of stock options exercised during the years ended December 31, 2021 was $4.7 million.

The following table shows the weighted-average assumptions used to compute the stock-based compensation costs for the stock options granted to employees during each of the two years ending December 31, 2022, using the Black-Scholes option-pricing model:


	Year ended
	December 31,
	2022		2021
Risk-free interest rate	2.26	%	0.79	%
Dividend yield	—		—
Weighted-average expected life of options (years)	6.16		6.24
Volatility	81	%	83	%

The risk-free interest rate assumption was based on the United States Treasury’s rates for U.S. Treasury zero-coupon bonds with maturities similar to those of the expected term of the award being valued. The assumed dividend yield was based on the

Company’s expectation of not paying dividends in the foreseeable future. The weighted-average expected life of the options was calculated using the simplified method as prescribed by the Securities and Exchange Commission Staff Accounting Bulletin No. 107 (“SAB No. 107”). This decision was based on the lack of relevant historical data due to the Company’s limited historical experience. The Company estimates volatility based on the Company's historical stock prices over the expected life of the stock options.

The weighted-average grant-date fair values of stock options granted during the years ended December 31, 2022 and 2021, were $3.38 and $19.19, respectively. During the years ended December 31, 2022 and 2021, the Company recognized stock-based compensation expense related to stock options of $5.6 million and $14.6 million, including $0.6 million and $1.5 million that was capitalized into inventory, respectively.

As of December 31, 2022, there was approximately $7.7 million of unrecognized compensation cost related to unvested options, which will be recognized over a weighted-average period of approximately 2.5 years.

Restricted Stock Units

The following table summarizes the activity relating to the Company’s RSUs for the year ended December 31, 2022:


	Number of	Weighted-Average
	RSUs	Fair Value Per Share

Outstanding and unvested at December 31, 2021	698,704	$	28.09
Granted	1,905,909	$	4.97
Forfeited or expired	(395,731)	$	12.61
Vested	(440,697)	$	19.39
Outstanding and unvested at December 31, 2022	1,768,185	$	8.80

During the years ended December 31, 2022 and 2021, the Company recognized stock-based compensation expense related to RSUs of $6.6 million, including $0.7 million that was capitalized into inventory, and $8.1 million, including $0.7 million that was capitalized into inventory, respectively. As of December 31, 2022, there was approximately $14.3 million of unrecognized stock-based compensation expense related to unvested RSUs, which will be recognized over a weighted-average period of approximately 2.7 years.

Performance-based Restricted Stock Units ("PBRSUs")

In 2021, the Company granted PBRSUs from the 2013 Plan that vest upon various performance-based milestones as set forth in the individual grant agreements, such as achievement of predetermined milestones based on the Company's U.S. net product sales or clinical or regulatory outcomes. The actual number of units (if any) received under these awards will depend on continued employment and actual performance over the performance period. Each quarter, the Company updates their assessment of the probability that the performance milestone will be achieved. The Company amortizes the fair value of the PBRSUs based on the expected performance period to achieve the performance milestone. The fair value of the PBRSUs is based on the quoted market price of the Company's common stock on the date of grant. The Company expects the performance criteria to be met.

The following table summarizes the activity relating to the Company's PBRSUs for the year ended December 31, 2022:


	Numbers of	Weighted-Average
	PBRSU's	Fair Value Per Share
Outstanding and unvested at December 31, 2021	639,950	$	9.90
Granted	—	$	—
Forfeited	(178,700)	$	10.95
Vested	—	$	—
Outstanding and unvested at December 31, 2022	461,250	$	9.50

Stock-based compensation related to the PBRSUs was approximately $1.8 million, including $0.2 million that was capitalized into inventory for the year ended December 31, 2022. Stock-based compensation related to PBRSUs was approximately $0.8 million for the year ended December 31, 2021. As of December 31, 2022, there was approximately $1.3 million of unrecognized stock-based compensation expense related to unvested PBRSUs, which will be recognized over a weighted-average period of approximately 1.5 years.

Performance-based stock options ("PBSOs")

In 2021 and 2022, the Company granted PBSOs from the 2013 Plan and the 2022 Plan, respectively, that vest upon various performance-based milestones as set forth in the individual grant agreements, such as achievement of predetermined clinical or regulatory outcomes. The actual number of units (if any) received under these awards will depend on continued employment and actual performance over the performance period. Each quarter, the Company updates their assessment of the probability that the performance milestone will be achieved. The Company amortizes the fair value of the PBSOs based on the expected performance period to achieve the performance milestone. The fair value of the PBSOs is based on the Black Scholes model as detailed in the stock option section above. The Company expects the performance criteria to be met. The weighted-average grant-date fair value of PBSOs granted during the years ended December 31, 2022 and December 31, 2021 was $4.36 and $6.04, respectively.

The following table summarizes the activity relating to the Company’s performance-based stock options for the year ended December 31, 2022


				Weighted-Average
		Weighted-Average		Remaining
	Number of	Exercise Price		Contractual	Aggregate
	PBSOs	Per Share		Term (Years)	Intrinsic Value
					(in thousands)
Outstanding at December 31, 2021	122,700	$	8.94	9.83	$	—
Granted	403,000	$	6.20
Forfeited	(26,500)	$	8.94
Outstanding at December 31, 2022	499,200	$	6.73	9.32	$	12
Vested and expected to vest at December 31, 2022	499,200	$	6.73	9.32	$	12

Stock-based compensation related to the PBSOs was approximately $0.8 million and $0.1 million for the years ended December 31, 2022 and 2021, respectively. As of December 31, 2022, there was approximately $1.5 million of unrecognized stock-based compensation expense related to unvested PBSOs, which will be recognized over a weighted-average period of approximately 1.4 years. There were no PBSOs exercisable as of December 31, 2022.

Employee Benefit Plan	12 Months Ended
Employee Benefit Plan	Dec. 31, 2022
Retirement Benefits [Abstract]
Employee Benefit Plan	Employee Benefit PlanDuring 2008, the Company adopted the Esperion Therapeutics, Inc. 401(k) Plan (the “401(k) Plan”), which qualifies as a deferred salary arrangement under Section 401(k) of the Internal Revenue Code. Under the 401(k) Plan, participating employees may defer a portion of their pretax earnings. The Company may, at its sole discretion, contribute for the benefit of eligible employees. Company contributions to the 401(k) Plan during the years ended December 31, 2022 and 2021, were $0.7 million and $2.2 million, respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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+ Details

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

The Company has operating leases primarily related to the Company's principal executive office, automobile leases and other IT related equipment. The lease for the principal executive office was renewed in December 2022 and has a lease term of 5 years from November 1, 2023, and the automobile leases and IT equipment leases primarily have a term of 3 years. During the years ended December 31, 2022 and December 31, 2021, the Company recognized $1.3 million and $2.4 million, respectively, of operating lease costs, recognized on the statements of operations and comprehensive loss, and paid cash for the amounts included in the measurement of lease liabilities of $1.2 million and $2.4 million, respectively, which were included in operating cash flows on the statements of cash flows. At December 31, 2022 and December 31, 2021, the weighted-average remaining lease term of operating leases was 4.7 years and 1.4 years, respectively, and the weighted average discount rate was 7.7% and 4.7%, respectively. There was $0.6 million and $0.1 million in right-of-use assets obtained in exchange for lease obligations for the twelve months ended December 31, 2022 and December 31, 2021, respectively. The Company had no additional operating and finance leases that have not yet commenced as of December 31, 2022.

The following table summarizes the Company's future maturities of operating lease liabilities as of December 31, 2022:


	(in thousands)
2023	$	461
2024	175
2025	159
2026	164
2027	169
2028 and beyond	144
Total lease payments	1,272
Less imputed interest	(223)
Total	$	1,049

The following table summarizes supplemental balance sheet information related to leases as of December 31, 2022:


Operating Leases	(in thousands)

Total right of use operating lease assets	$	1,036

Operating lease liabilities (short-term)	$	(384)
Operating lease liabilities (long-term)	(665)
Total lease obligations under operating leases	$	(1,049)

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

Income TaxesThere was no provision for income taxes for the years ended December 31, 2022 and 2021 because the Company has incurred operating losses since inception. At December 31, 2022, the Company concluded that it is not more likely than not that the Company will realize the benefit of its deferred tax assets due to its history of losses. Accordingly, a full valuation allowance has been applied against the net deferred tax assets.

As of December 31, 2022 and 2021, the Company had net deferred tax assets, before valuation allowance, of approximately $352.1 million and $284.2 million, respectively. Realization of the deferred assets is dependent upon future taxable income, if any, the amount and timing of which are uncertain. Accordingly, the net deferred tax assets have been fully offset by a valuation allowance. As of December 31, 2022 and 2021, the Company had federal net operating loss (“NOL”) carryforwards of approximately $950.8 million and $894.3 million, respectively. Of the total federal NOL carryforwards, $347.4 million will expire at various dates beginning in 2028, if not utilized; the remaining federal NOLs do not expire. As of December 31, 2022 and 2021, the Company had state NOL carryforwards of approximately $698.4 million and $662.2 million, respectively. The state NOL carryforwards will expire at various dates beginning in 2022, if not utilized.

The Company has research and developmental tax credits of $21.0 million. The tax credit carryforwards will expire beginning in 2031, if not utilized.

The Company files income tax returns in the U.S. federal jurisdiction, and various states. With few exceptions, the Company is no longer subject to U.S. federal or state and local income tax examinations by tax authorities for years before 2016.

A reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate is as follows:


	December 31,
	2022		2021
Federal income tax (benefit) at statutory rate	(21.0)	%	(21.0)	%
Change in state tax rate	(0.5)	%	0.9	%
Permanent items	0.1	%	0.1	%
Prior period adjustments	(3.6)	%	—	%
Other	—	%	0.4	%
Change in valuation allowance	25.0	%	19.6	%
Effective income tax rate	0.0	%	0.0	%

Under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, or the Code, if a corporation undergoes an “ownership change,” the corporation’s ability to use its pre-change net operating loss carryforwards and other pre-change tax attributes, such as research tax credits, to offset its post-change income may be limited. If the Company experiences a greater than 50 percentage point aggregate change in ownership of certain significant stockholders over a three-year period, a Section 382 ownership change could be deemed to have occurred. If a Section 382 change occurs, the Company’s future utilization of the net operating loss carryforwards and credits as of the ownership change will be subject to an annual limitation under Section 382 of the Internal Revenue Code of 1986, as amended, and similar state provisions. Some of the U.S. Federal and State net operating loss and credit carryforwards are subject to annual limitations due to ownership changes. The annual limitation may result in the expiration of net operating losses or credit carryforwards before utilization. The Company determined a change of ownership occurred in 2017 and 2021.

The Company’s reserves related to taxes are based on a determination of whether and how much of a tax benefit taken by the Company in its tax filings or positions is more likely than not to be realized following resolution of any potential contingencies present related to the tax benefit. The Company recognized no material adjustment for unrecognized income tax benefits. Through December 31, 2022, the Company had accrued $2.1 million for unrecognized income tax benefits and related interest and penalties against credits.

A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows. The Company does not expect this amount to change in the next twelve months. At December 31, 2022, all of the amount of unrecognized tax benefits, if recognized, would result in a deferred tax asset and corresponding increase in the entity’s valuation allowance. Such unrecognized tax benefit would not affect the effective rate if recognized.


	December 31,
	2022		2021
	(in thousands)
Balance at January 1	$	2,099	$	2,606
Reductions for tax positions of prior year	—		(507)
Balance at December 31	2,099		2,099

Significant components of the Company’s deferred tax assets are summarized in the table below:


	December 31,
	2022		2021
	(in thousands)
Deferred tax assets:
Federal and state operating loss carryforwards	$	242,584	$	219,237
Equity compensation	26,243		22,735
Capitalized research and development	26,480		—
R&D tax credits, net of reserves	18,887		18,887
Disallowed interest	29,979		16,146
Temporary differences	8,340		7,695
Total deferred tax assets	352,513		284,700
Deferred tax liabilities:
Other	(400)		(546)
Total deferred tax liabilities	(400)		(546)
Valuation allowance	(352,113)		(284,154)
Net deferred tax assets	$	—	$	—

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
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-Section 50
-Paragraph 21
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+ Details

Net Loss Per Common Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Net Loss Per Common Share

Basic net loss per share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period, without consideration for common stock equivalents. Diluted net loss per share is computed by dividing net loss by the weighted-average number of common stock equivalents outstanding for the period determined using the treasury-stock method. For purposes of this calculation, warrants for common stock, stock options, PBSOs, unvested RSUs and PBRSUs, shares issuable under the ESPP and shares issuable upon conversion of the convertible notes are considered to be common stock equivalents and are only included in the calculation of diluted net loss per share when their effect is dilutive.

The shares outstanding at the end of the respective periods presented below were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect:


	December 31, 2022	December 31, 2021
Common shares under option	3,842,737	3,214,537
Unvested RSUs	1,768,185	698,704
Shares issuable related to the ESPP	27,558	23,448
Unvested PBRSUs	461,250	639,950
Common shares under PBSOs	499,200	122,700
Shares issuable upon conversion of convertible notes	8,007,010	8,007,010
Warrants for common stock	36,964,286	36,964,286
Total potential dilutive shares	51,570,226	49,670,635

Statements of Cash Flows

12 Months Ended

Dec. 31, 2022

Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]

Statements of Cash Flows

The following table provides a reconciliation of cash and cash equivalents and restricted cash presented on the balance sheets to the same amounts presented on the statements of cash flows on December 31, 2022 and 2021 (in thousands).


	December 31, 2022		December 31, 2021
Cash and cash equivalents	$	124,775	$	208,892
Restricted cash	—		50,000
Total cash, cash equivalents and restricted cash shown on the statements of cash flows	$	124,775	$	258,892

Summary of Significant Accounting Policies (Policies)	12 Months Ended
Summary of Significant Accounting Policies (Policies)	Dec. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying financial statements have been prepared by the Company in accordance with generally accepted accounting principles in the United States of America (“GAAP”).
Use of Estimates	Use of Estimates The preparation of financial statements in accordance with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, net revenues, expenses and related disclosures. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company invests its excess cash in bank deposits, money market accounts, and short-term investments. The Company considers all highly liquid investments with an original maturity of 90 days or less at the time of purchase to be cash equivalents. Cash equivalents are reported at fair value.
Restricted Cash	Restricted Cash Restricted cash consists of legally restricted amounts held by financial institutions pursuant to contractual arrangements. Pursuant to the Amendment and Waiver (as defined below), in 2021 the Company deposited $50.0 million in a deposit account that was subject to a block account control agreement. Oberland had the sole control over the funds deposited in the account and such funds could be withdrawn only with the consent of Oberland. On November 23, 2022, pursuant to the Waiver and Amendment No.3, the Company agreed to make a one-time partial call payment with regards to the Revenue Interests (as defined in the RIPA) in the amount of $50.0 million, the full amount that was subject to the block account control agreement. Refer to Note 10 "Liability Related to the Revenue Interest Purchase Agreement" for further information on the Amendment and Waiver.
Investments	Investments Investments are considered to be available-for-sale and are carried at fair value. Unrealized gains and losses, if any, are reported in accumulated other comprehensive income (loss). The cost of investments classified as available-for-sale are adjusted for the amortization of premiums and accretion of discounts to maturity and recorded in other income, net. Realized gains and losses, if any, are determined using the specific identification method and recorded in other income, net. Investments with original maturities beyond 90 days at the date of purchase and which mature at, or less than twelve months from, the balance sheet date are classified as current. Investments with a maturity beyond twelve months from the balance sheet date are classified as long-term.
Selling, General and Administrative Expenses	Selling, General and Administrative ExpensesSelling, general and administrative expenses primarily consist of salaries and benefits, stock-based compensation, and costs of programs necessary for the general conduct of the Company's business, including costs associated with the commercialization of NEXLETOL and NEXLIZET in the U.S. Selling, general and administrative expenses are expensed as costs are incurred, services are performed, or goods are delivered. The Company incurred advertising costs of $11.3 million and $13.7 million for the years ended December 31, 2022 and December 31, 2021, respectively.
Concentration of Credit Risk	Concentration of Credit Risk Cash, cash equivalents, and investments consist of financial instruments that potentially subject the Company to concentrations of credit risk. The Company has established guidelines for investment of its excess cash and believes the guidelines maintain safety and liquidity through diversification of counterparties and maturities. The Company enters into a limited number of distribution agreements with distributors and specialty pharmacies. The Company's net product sales are with these customers. As of December 31, 2022, eleven customers accounted for all of the Company's net trade receivables and as of December 31, 2021 nine customers accounted for all the Company's net trade receivables.
Inventories	Inventories Inventories are stated at the lower of cost or net realizable value and recognized on a first-in, first-out ("FIFO") method. The Company uses standard cost to determine the cost basis for inventory. Inventory is capitalized based on when future economic benefit is expected to be realized. The Company analyzes its inventory levels on a periodic basis to determine if any inventory is at risk for expiration prior to sale or has a cost basis that is greater than its estimated future net realizable value. Any adjustments are recognized through cost of goods sold in the period in which they are incurred.
Segment Information	Segment Information The Company views its operations and manages its business in one operating segment, which is the business of researching, developing and commercializing therapies for the treatment of patients with elevated LDL-C.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company’s cash, cash equivalents, restricted cash and investments are carried at fair value. Financial instruments, including accounts receivable, other prepaid and current assets, accounts payable and accrued liabilities are carried at cost, which approximates fair value. Debt is carried at amortized cost, which approximates fair value.
Property and Equipment, Net	Property and Equipment, Net Property and equipment are recorded at cost, less accumulated depreciation. Depreciation is provided using the straight-line method over the estimated useful lives of the respective assets, generally three to ten years. Leasehold improvements are amortized over the lesser of the lease term or the estimated useful lives of the related assets.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment and right-of-use operating lease assets, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. The impairment loss, if recognized, would be based on the excess of the carrying value of the impaired asset over its respective fair value. No impairment losses have been recorded through December 31, 2022.
Leases	Leases The Company reviews all arrangements to determine if the contract contains a lease or an embedded lease using the criteria in Accounting Standards Codification ("ASC") 842 Leases ("ASC 842"). If a lease is identified, the Company reviews the consideration in the contract and separates the lease components from the nonlease components. In addition, the Company reviews the classification of the lease between operating and finance leases. According to ASC 842, lessees should discount lease payments at the lease commencement date using the rate implicit in the lease. If the rate implicit in the lease is not readily determinable, a lessee must use its incremental borrowing rate for purposes of classifying the lease and measuring the right-of-use asset and liability. To the extent the rate is not implicit in the lease, the Company uses the incremental borrowing rate it would have to pay to borrow on a collateralized basis over a similar term in an amount equal to the lease payments in a similar economic environment.
Convertible Notes	Convertible Notes In August 2020, the FASB issued Accounting Standards Update ("ASU") 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”). ASU 2020-06 simplified the accounting for convertible instruments by removing the separation models for convertible debt with cash conversion features and convertible instruments with a beneficial conversion feature, which required the fair value of the embedded conversion feature of convertible instruments be allocated to equity. Under ASU 2020-06, a convertible debt instrument with those features will generally be reported as a single liability at its amortized cost with no separate accounting for the embedded conversion features in equity. The adoption of this ASU resulted in the reclassification of the portion of the Company's convertible notes from equity to debt, which also reduced reported interest expense and increased reported net income. ASU 2020-06 requires the application of the if-converted method when calculating diluted earnings per share, eliminating the Company’s ability to use the treasury stock method when certain conditions are met. The ASU was effective for annual reporting periods beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company early adopted this standard on January 1, 2021 which resulted in a net increase in the Convertible Notes of approximately $92.0 million, an adjustment to accumulated deficit of approximately $1.5 million, and a reduction to additional paid-in capital of $93.5 million. The tax impact of the adoption was not material to the Company.
Revenue Interest Liability	Revenue Interest Liability The revenue interest liability is presented net of deferred issuance costs on the balance sheets. The Company imputes interest expense associated with this liability using the effective interest rate method. The effective interest rate is calculated based on the rate that would enable the debt to be repaid in full over the anticipated life of the arrangement. The interest rate on the liability may vary during the term of the agreement depending on a number of factors, including the level of forecasted net sales. The Company evaluates the interest rate quarterly based on its current net sales forecasts utilizing the prospective method.
Revenue Recognition	Revenue Recognition In accordance with ASC 606, Revenue from Contracts with Customers ("ASC 606"), the Company recognizes revenue when a customer obtains control of promised goods or services, in an amount that reflects the consideration the Company expects to receive in exchange for the goods or services provided. To determine revenue recognition for arrangements within the scope of ASC 606, the Company performs the following five steps: identify the contracts with a customer; identify the performance obligations in the contract; determine the transaction price; allocate the transaction price to the performance obligations in the contract; and recognize revenue when or as the entity satisfies a performance obligation. At contract inception the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when or as the performance obligation is satisfied. The Company derives revenue through two primary sources: collaboration revenue and product sales. Collaboration revenue consists of the collaboration payments to the Company for collaboration arrangements outside of the United States for the development, manufacturing and commercialization of the Company's product candidates by the Company's partners and product sales consists of sales of NEXLETOL and NEXLIZET in the United States. a.Collaboration Revenue The Company has entered into agreements related to its activities to develop, manufacture, and commercialize its product candidates. The Company earns collaboration revenue in connection with a collaboration agreement to develop and/or commercialize product candidates where the Company deems the collaborator to be the customer. In accordance with ASC 606, revenue is measured as the amount of consideration expected to be entitled to in exchange for transferring promised goods or providing services to a customer. Revenue is recognized when (or as) the Company satisfies performance obligations under the terms of a contract. Depending on the terms of the arrangement, the Company may defer the recognition of all or a portion of the consideration received as the performance obligations are satisfied. The collaboration agreements may require the Company to deliver various rights, services, and/or goods across the entire life cycle of a product or product candidate. In an agreement involving multiple goods or services promised to be transferred to a customer, the Company must assess, at the inception of the contract, whether each promise represents a separate performance obligation (i.e., is "distinct"), or whether such promises should be combined as a single performance obligation. The terms of the agreements typically include consideration to be provided to the Company in the form of non-refundable up-front payments, development milestones, sales milestones, and royalties on sales of products within a respective territory. The Company recognizes regulatory and approval milestones consideration when it is probable that a future reversal is unlikely to occur. For sales based milestones and royalties based on sales of product in a territory, the Company applies the sales-based royalty exception in ASC 606 to all of these milestones and royalties. At the inception of a contract, the transaction price reflects the amount of consideration the Company expects to be entitled to in exchange for transferring promised goods or services to its customer. In the arrangement where the Company satisfies performance obligation(s) during the regulatory phase over time, the Company recognizes collaboration revenue typically using an input method on the basis of regulatory costs incurred relative to the total expected cost which determines the extent of progress toward completion. The Company reviews the estimate of the transaction price and the total expected cost each period, and makes revisions to such estimates as necessary. Under contracted supply agreements with collaborators, the Company may manufacture and supply quantities of active pharmaceutical ingredient (“API”) or bulk tablets reasonably required by collaboration partners for the development or sale of licensed products in their respective territory. The Company recognizes revenue when the collaboration partner has obtained control of the API or bulk tablets. The Company records the costs related to the supply agreement in cost of goods sold on the statements of operations and comprehensive income (loss). Under the Company's collaboration agreements, product sales and cost of sales may be recorded by the Company's collaborators as they are deemed to be the principal in the transaction. The Company receives royalties from the commercialization of such products, and records its share of the variable consideration, representing a percentage of net product sales, as collaboration revenue in the period in which such underlying sales occur and costs are incurred by the collaborators. b.Product Sales, Net On March 30, 2020, NEXLETOL was commercially available in the U.S. through prescription and on June 4, 2020, NEXLIZET was commercially available in the U.S. through prescription. Net product sales totaled $55.9 million and $40.0 million for the year ended December 31, 2022 and December 31, 2021, respectively. The Company sells NEXLETOL and NEXLIZET to wholesalers in the U.S and recognizes revenue at the point in time when the customer is deemed to have obtained control of the product. The customer is deemed to have obtained control of the product at the time of physical receipt of the product at the customers’ distribution facilities, or free on board (“FOB”) destination, the terms of which are designated in the contract. Product sales are recorded at the net selling price, which includes estimates of variable consideration for which reserves are established for (a) rebates and chargebacks, (b) co-pay assistance programs, (c) distribution fees, (d) product returns, and (e) other discounts and fees. Where appropriate, these estimates take into consideration a range of possible outcomes which are probability-weighted for relevant factors such as current contractual and statutory requirements, and forecasted customer buying and payment patterns. Overall, these reserves reflect the Company's best estimates of the amount of consideration to which it is entitled based on the terms of the applicable contract. The amount of variable consideration may be constrained and is included in the net sales price only to the extent that it is probable that a significant reversal in the amount of the cumulative revenue recognized will not occur in a future period. Given the early stage of the Company’s commercial operations it has provided constraint of its variable consideration due to its potential consumption trends. Actual amounts of consideration ultimately received may differ from the Company's estimates. If actual results in the future vary from estimates, the Company adjusts these estimates, which would affect net product revenue and earnings in the period such variances become known. Liabilities for co-pay assistance, expected product returns, rebates, and distributor fees are classified as “Other accrued liabilities” in the balance sheets. Discounts, such as prompt pay discounts, and chargebacks are recorded as a reduction to trade accounts receivable in the balance sheets. Forms of Variable Consideration Rebates and Chargebacks: The Company estimates reductions to product sales for Public Health Service Institutions, such as Medicaid, Medicare and Veterans' Administration ("VA") programs, as well as certain other qualifying federal and state government programs, and other group purchasing organizations. The Company estimates these reductions based upon the Company's contracts with government agencies and other organizations, statutorily defined discounts and estimated payor mix. These organizations purchase directly from the Company's wholesalers at a discount and the wholesalers charge the Company back the difference between the wholesaler price and the discounted price. The Company's liability for Medicare and Medicaid rebates consists of estimates for claims that a state will make for a current quarter. The Company's reserve for this discounted pricing is based on expected sales to qualified healthcare providers and the chargebacks that customers have already claimed. Co-pay assistance: Eligible patients who have commercial insurance may receive assistance from the Company to reduce the patient's out of pocket costs. The Company will buy down the difference between the amount of the eligible patient's co-pay when the drug is purchased at the pharmacy at a determined price. Liabilities for co-pay assistance are calculated by actual program participation from third-party administrators. Distribution Fees: The Company has written contracts with its customers that include terms for distribution fees and costs for inventory management. The Company estimates and records distribution fees due to its customers based on gross sales. Product Returns: The Company generally offers a right of return based on the product’s expiration date and certain spoilage and damaged instances. The Company estimates the amount of product sales that may be returned and records the estimate as a reduction of product sales in the period the related product sales is recognized. The Company’s estimates for expected returns are based primarily on an ongoing analysis of historical returns sales information and visibility into the inventory remaining in the distribution channel. Discounts: The Company provides product discounts, such as prompt pay discounts, to its customers. The Company estimates cash discounts based on terms in negotiated contracts and the Company’s expectations regarding future payment patterns.
Cost of Goods Sold	Cost of Goods SoldCost of goods sold is related to the Company's net product sales of NEXLETOL and NEXLIZET and the cost of the API and tablets supplied to collaboration partners under supply agreements. Cost of goods sold includes the actual product costs, including inbound freight charges and certain outbound freight charges, purchasing, sourcing, inspection and receiving costs.
Research and Development	Research and Development Research and development expenses consist of costs incurred to further the Company’s research and development activities and include salaries and related benefits, costs associated with clinical activities, nonclinical activities, regulatory activities, manufacturing activities to support clinical activities and commercial product manufacturing supply prior to the Company's regulatory approval, research-related overhead expenses, in-licensing agreements and fees paid to external service providers that conduct certain research and development, clinical, and manufacturing activities on behalf of the Company. Research and development costs are expensed as incurred.
Accrued Clinical Development Costs	Accrued Clinical Development Costs Outside research costs are a component of research and development expense. These expenses include fees paid to clinical research organizations and other service providers that conduct certain clinical and product development activities on behalf of the Company. Depending upon the timing of payments to the service providers, the Company recognizes prepaid expenses or accrued expenses related to these costs. These accrued or prepaid expenses are based on management’s estimates of the work performed under service agreements, milestones achieved and experience with similar contracts. The Company monitors each of these factors and adjusts estimates accordingly.
Income Taxes	Income Taxes Deferred tax assets and liabilities are determined based on differences between financial reporting and the tax basis of assets and liabilities and are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company has incurred annual operating losses since inception. Accordingly, it is not more likely than not that the Company will realize a tax benefit from its deferred tax assets and as such, it has recorded a full valuation allowance.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for stock-based compensation in accordance with the provisions of ASC 718, Compensation—Stock Compensation. Accordingly, compensation costs related to equity instruments granted are recognized over the requisite service periods of the awards on a straight-line basis at the grant-date fair value. The fair value for stock options and performance-based stock options is calculated using a Black-Scholes option-pricing model. If the instruments contain performance conditions, compensation expense is recognized only if achievement of the performance condition is probable. The Company accounts for forfeitures as they occur. Expense is recognized during the period the related services are rendered.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company does not expect adoption of any recently issued accounting pronouncements to have a material impact on the financial statements.

Inventories, net (Tables)

12 Months Ended

Dec. 31, 2022

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventories, net consist of the following:


	December 31,
	2022		2021
	(in thousands)
Raw materials	$	26,558	$	31,850
Work in process	6,548		663
Finished goods	2,095		1,881
	$	35,201	$	34,394

Property and Equipment, net (Tables)

12 Months Ended

Dec. 31, 2022

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment, net, consist of the following:


	December 31,
	2022		2021
	(in thousands)

Computer equipment	$	278	$	278
Software	968		968
Furniture, fixtures and other	1,170		1,170
Leasehold improvements	299		299

Subtotal	2,715		2,715
Less accumulated depreciation and amortization	2,551		2,051
Property and equipment, net	$	164	$	664

Other Accrued Liabilities (Tables)

12 Months Ended

Dec. 31, 2022

Payables and Accruals [Abstract]

Schedule of Other Accrued Liabilities

Other accrued liabilities consist of the following:


	December 31,
	2022		2021
	(in thousands)
Accrued compensation	$	9,053	$	8,809
Accrued variable consideration	21,987		16,192
Accrued professional fees	2,547		3,917
Accrued interest on convertible notes	1,325		1,325
Accrued other	279		167
Total other accrued liabilities	$	35,191	$	30,410

Investments (Tables)

12 Months Ended

Dec. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Schedule of Company's Cash Equivalents and Investments

The following table summarizes the Company’s cash equivalents and investments:


	December 31, 2022
			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
	(in thousands)
Cash equivalents:
Money market funds	$	105,078	$	—	$	—	$	105,078
U.S. treasury notes	4,994		1		—		4,995

Certificates of deposit	401		—		—		401
Short-term investments:

U.S. treasury notes	42,089		2		(5)		42,086

Total	$	152,562	$	3	$	(5)	$	152,560


	December 31, 2021
			Gross		Gross		Estimated
	Amortized		Unrealized		Unrealized		Fair
	Cost		Gains		Losses		Value
	(in thousands)
Cash equivalents:
Money market funds	$	188,734	$	—	$	—	$	188,734
Certificates of deposit	400		—		—		400
Short-term investments:
U.S. treasury notes	50,472		—		(31)		50,441
Total	$	239,606	$	—	$	(31)	$	239,575

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2022

Fair Value Disclosures [Abstract]

Schedule of the Company's Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table presents the Company’s financial assets that have been measured at fair value on a recurring basis:


Description	Total		Level 1		Level 2		Level 3

December 31, 2022
Assets:
Money market funds	$	105,078	$	105,078	$	—	$	—
Certificates of deposit	401		401		—		—
U.S. treasury notes	47,081		47,081		—		—

Total assets at fair value	$	152,560	$	152,560	$	—	$	—
December 31, 2021
Assets:
Money market funds	$	188,734	$	188,734	$	—	$	—
Certificates of deposit	400		400		—		—
U.S. treasury notes	50,441		50,441		—		—
Total assets at fair value	$	239,575	$	239,575	$	—	$	—

Liability Related to the Revenue Interest Purchase Agreement (Tables)

12 Months Ended

Dec. 31, 2022

Summary of Revenue Interest Liability Activity

The following table summarizes the revenue interest liability activity during the years ended December 31, 2022 and 2021:


	(in thousands)
Revenue interest liability at December 31, 2020	$	176,604
Oberland funding upon execution of Amendment No. 2, net of issuance costs ($83)	49,917
Interest expense recognized	33,907
Revenue interest payments	(3,389)
Revenue interest liability at December 31, 2021	$	257,039
Repayment upon execution of Amendment No. 3	(50,000)
Interest expense recognized	44,590
Revenue interest payments	(8,024)
Revenue interest liability at December 31, 2022	$	243,605

Stock Compensation (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Summary of Activity Relating to the Company's Options to Purchase Common Stock

The following table summarizes the activity relating to the Company’s options to purchase common stock for the year ended December 31, 2022:


				Weighted-Average
		Weighted-Average		Remaining
	Number of	Exercise Price		Contractual	Aggregate
	Options	Per Share		Term (Years)	Intrinsic Value
					(in thousands)
Outstanding at December 31, 2021	3,214,537	$	38.38	4.18	$	—
Granted	1,321,600	$	4.80
Forfeited or cancelled (vested and unvested)	(693,400)	$	33.29
Exercised	—	$	—
Outstanding at December 31, 2022	3,842,737	$	27.75	4.86	$	1,658
Vested and expected to vest at December 31, 2022	3,842,737	$	27.75	4.86	$	1,658
Exercisable at December 31, 2022	2,517,412	$	37.48	2.64	$	185

The following table summarizes the activity relating to the Company’s performance-based stock options for the year ended December 31, 2022


				Weighted-Average
		Weighted-Average		Remaining
	Number of	Exercise Price		Contractual	Aggregate
	PBSOs	Per Share		Term (Years)	Intrinsic Value
					(in thousands)
Outstanding at December 31, 2021	122,700	$	8.94	9.83	$	—
Granted	403,000	$	6.20
Forfeited	(26,500)	$	8.94
Outstanding at December 31, 2022	499,200	$	6.73	9.32	$	12
Vested and expected to vest at December 31, 2022	499,200	$	6.73	9.32	$	12

Schedule of Weighted-Average Assumptions Used to Compute the Stock-Based Compensation Costs for the Stock Options Granted to Employees


	Year ended
	December 31,
	2022		2021
Risk-free interest rate	2.26	%	0.79	%
Dividend yield	—		—
Weighted-average expected life of options (years)	6.16		6.24
Volatility	81	%	83	%

Summary of Activity Relating to the Company's RSUs

The following table summarizes the activity relating to the Company’s RSUs for the year ended December 31, 2022:


	Number of	Weighted-Average
	RSUs	Fair Value Per Share

Outstanding and unvested at December 31, 2021	698,704	$	28.09
Granted	1,905,909	$	4.97
Forfeited or expired	(395,731)	$	12.61
Vested	(440,697)	$	19.39
Outstanding and unvested at December 31, 2022	1,768,185	$	8.80

Schedule of Nonvested Performance-based Units Activity

The following table summarizes the activity relating to the Company's PBRSUs for the year ended December 31, 2022:


	Numbers of	Weighted-Average
	PBRSU's	Fair Value Per Share
Outstanding and unvested at December 31, 2021	639,950	$	9.90
Granted	—	$	—
Forfeited	(178,700)	$	10.95
Vested	—	$	—
Outstanding and unvested at December 31, 2022	461,250	$	9.50

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Schedule of Future Maturities of Operating Lease Liabilities

The following table summarizes the Company's future maturities of operating lease liabilities as of December 31, 2022:


	(in thousands)
2023	$	461
2024	175
2025	159
2026	164
2027	169
2028 and beyond	144
Total lease payments	1,272
Less imputed interest	(223)
Total	$	1,049

Schedule of Supplemental Balance Sheet Information Related to Leases

The following table summarizes supplemental balance sheet information related to leases as of December 31, 2022:


Operating Leases	(in thousands)

Total right of use operating lease assets	$	1,036

Operating lease liabilities (short-term)	$	(384)
Operating lease liabilities (long-term)	(665)
Total lease obligations under operating leases	$	(1,049)

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Schedule of Reconciliation of the U.S. Statutory Income Tax Rate to the Company's Effective Tax Rate

A reconciliation of the U.S. statutory income tax rate to the Company’s effective tax rate is as follows:


	December 31,
	2022		2021
Federal income tax (benefit) at statutory rate	(21.0)	%	(21.0)	%
Change in state tax rate	(0.5)	%	0.9	%
Permanent items	0.1	%	0.1	%
Prior period adjustments	(3.6)	%	—	%
Other	—	%	0.4	%
Change in valuation allowance	25.0	%	19.6	%
Effective income tax rate	0.0	%	0.0	%

Summary of Income Tax Contingencies


	December 31,
	2022		2021
	(in thousands)
Balance at January 1	$	2,099	$	2,606
Reductions for tax positions of prior year	—		(507)
Balance at December 31	2,099		2,099

Schedule of Significant Components of the Company's Deferred Tax Assets

Significant components of the Company’s deferred tax assets are summarized in the table below:


	December 31,
	2022		2021
	(in thousands)
Deferred tax assets:
Federal and state operating loss carryforwards	$	242,584	$	219,237
Equity compensation	26,243		22,735
Capitalized research and development	26,480		—
R&D tax credits, net of reserves	18,887		18,887
Disallowed interest	29,979		16,146
Temporary differences	8,340		7,695
Total deferred tax assets	352,513		284,700
Deferred tax liabilities:
Other	(400)		(546)
Total deferred tax liabilities	(400)		(546)
Valuation allowance	(352,113)		(284,154)
Net deferred tax assets	$	—	$	—

Net Loss Per Common Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Shares Outstanding Excluded from Computation of Earnings Per Share

The shares outstanding at the end of the respective periods presented below were excluded from the calculation of diluted net loss per share due to their anti-dilutive effect:


	December 31, 2022	December 31, 2021
Common shares under option	3,842,737	3,214,537
Unvested RSUs	1,768,185	698,704
Shares issuable related to the ESPP	27,558	23,448
Unvested PBRSUs	461,250	639,950
Common shares under PBSOs	499,200	122,700
Shares issuable upon conversion of convertible notes	8,007,010	8,007,010
Warrants for common stock	36,964,286	36,964,286
Total potential dilutive shares	51,570,226	49,670,635

Statements of Cash Flows (Tables)

12 Months Ended

Dec. 31, 2022

Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]

Schedule of Reconciliation of Cash and Cash Equivalents and Restricted Cash


	December 31, 2022		December 31, 2021
Cash and cash equivalents	$	124,775	$	208,892
Restricted cash	—		50,000
Total cash, cash equivalents and restricted cash shown on the statements of cash flows	$	124,775	$	258,892

The Company and Basis of Presentation (Details)		1 Months Ended	12 Months Ended
The Company and Basis of Presentation (Details)	Nov. 23, 2022 USD ($)	Aug. 31, 2019 patient	Dec. 31, 2022 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Number of study patients \| patient		14,000
One time partial call	$ 50,000,000		$ 50,000,000
Oberland \| Revenue Interest Purchase Agreement (RIPA)
Organization, Consolidation and Presentation of Financial Statements [Line Items]
Cumulative Purchaser Payment adjustment	$ 177,777,778

Summary of Significant Accounting Policies (Details)		12 Months Ended
Summary of Significant Accounting Policies (Details)	Nov. 23, 2022 USD ($)	Dec. 31, 2022 USD ($) customer segment revenue_source	Dec. 31, 2021 USD ($) customer	Jan. 01, 2021 USD ($)
Summary of Significant Accounting Policies [Line Items]
Restricted cash			$ 50,000,000
One time partial call	$ 50,000,000	$ 50,000,000
Advertising expense		$ 11,300,000	13,700,000
Number of operating segments \| segment		1
Impairment losses		$ 0
Number revenue sources \| revenue_source		2
Total Revenues		$ 75,475,000	78,447,000
Convertible notes, net of issuance costs		$ 259,899,000	$ 258,280,000
Trade Accounts Receivable \| Customer Concentration Risk
Summary of Significant Accounting Policies [Line Items]
Number of major customers \| customer		11	9
Adoption of new accounting pronouncement
Summary of Significant Accounting Policies [Line Items]
Convertible notes, net of issuance costs				$ 92,000,000
Product
Summary of Significant Accounting Policies [Line Items]
Total Revenues		$ 55,863,000	$ 40,047,000
Minimum \| Property and equipment
Summary of Significant Accounting Policies [Line Items]
Estimated useful lives		3 years
Maximum \| Property and equipment
Summary of Significant Accounting Policies [Line Items]
Estimated useful lives		10 years

Collaborations with Third Parties (Details) - USD ($) $ in Thousands				1 Months Ended	12 Months Ended
	Apr. 26, 2021	Apr. 17, 2020	Jan. 02, 2019	Dec. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Collaborations with Third Parties
Total Revenues					$ 75,475	$ 78,447
Royalty Revenue From DSE And Sale Of Bulk Tablets
Collaborations with Third Parties
Total Revenues					18,200	9,900
Collaboration Revenue
Collaborations with Third Parties
Total Revenues					19,612	38,400
Daiichi Sankyo Europe GmbH ("DSE") \| Collaborative Arrangement
Collaborations with Third Parties
Upfront cash payment			$ 150,000
Cash payment to the Company							$ 150,000
Daiichi Sankyo Europe GmbH ("DSE") \| Collaborative Arrangement \| Minimum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales			15.00%
Daiichi Sankyo Europe GmbH ("DSE") \| Collaborative Arrangement \| Maximum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales			25.00%
Otsuka Pharmaceutical Co Ltd \| Exclusive Developmental Activities
Collaborations with Third Parties
Upfront cash payment		$ 60,000
Potential additional future payments		$ 450,000
Otsuka Pharmaceutical Co Ltd \| Exclusive Developmental Activities \| Collaboration Revenue
Collaborations with Third Parties
Total Revenues					600	0
Otsuka Pharmaceutical Co Ltd \| Exclusive Developmental Activities \| Minimum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales		15.00%
Otsuka Pharmaceutical Co Ltd \| Exclusive Developmental Activities \| Maximum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales		30.00%
Milestone payment, first JNDA submissions		$ 20,000
Milestone payment, first NHI Price Listing for NEXLETOL in the Otsuka Territory		70,000
Milestone payment, achievement of the primary MACE in the CLEAR Outcomes study and CV risk reduction rate on the U.S. label		50,000
Milestone payments related to total net sales achievements		$ 310,000
Daiichi Sankyo Co. Ltd
Collaborations with Third Parties
Total Revenues						28,500
Daiichi Sankyo Co. Ltd \| Collaborative Arrangement
Collaborations with Third Parties
Total Revenues					$ 800	28,500
Consideration cash payment	$ 30,000
Additional one time payment	$ 175,000
Remaining upfront payment						700
Daiichi Sankyo Co. Ltd \| Collaborative Arrangement \| Minimum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales	5.00%
Daiichi Sankyo Co. Ltd \| Collaborative Arrangement \| Maximum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales	20.00%
Daiichi Sankyo Co. Ltd \| Collaborative Arrangement, License To Intellectual Property
Collaborations with Third Parties
Total Revenues						28,000
Daiichi Sankyo Co. Ltd \| Collaborative Arrangement, Ongoing Regulatory And Development Activities
Collaborations with Third Parties
Total Revenues						$ 500
Serometrix \| Collaborative Arrangement
Collaborations with Third Parties
Upfront cash payment				$ 12,500

Inventories, net (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 26,558	$ 31,850
Work in process	6,548	663
Finished goods	2,095	1,881
Total Inventory	$ 35,201	$ 34,394

Commitments and Contingencies (Details) - Pending Litigation - USD ($) $ in Thousands		12 Months Ended
	Aug. 24, 2021	Dec. 31, 2021
Revenue Interest Purchase Agreement
Payment to plaintiff	$ 18,250
Loss related to litigation settlement		$ 13,250
Litigation settlement		18,250
Insurance settlement recovery		$ 5,000

Property and Equipment, net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Property and Equipment
Property and equipment, gross	$ 2,715	$ 2,715
Less accumulated depreciation and amortization	2,551	2,051
Property and equipment, net	164	664
Depreciation expense	500	612
Computer equipment
Property and Equipment
Property and equipment, gross	278	278
Software
Property and Equipment
Property and equipment, gross	968	968
Furniture, fixtures and other
Property and Equipment
Property and equipment, gross	1,170	1,170
Leasehold improvements
Property and Equipment
Property and equipment, gross	$ 299	$ 299

Other Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Payables and Accruals [Abstract]
Accrued compensation	$ 9,053	$ 8,809
Accrued variable consideration	21,987	16,192
Accrued professional fees	2,547	3,917
Accrued interest on convertible notes	1,325	1,325
Accrued other	279	167
Total other accrued liabilities	$ 35,191	$ 30,410

Investments - Summary of Cash Equivalents and Short-Term Investments (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Investments
Amortized Cost	$ 152,562	$ 239,606
Gross Unrealized Gains	3	0
Gross Unrealized Losses	(5)	(31)
Estimated Fair Value	152,560	239,575
Cash Equivalents \| Money market funds
Investments
Amortized Cost	105,078	188,734
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	105,078	188,734
Cash Equivalents \| U.S. treasury notes
Investments
Amortized Cost	4,994
Gross Unrealized Gains	1
Gross Unrealized Losses	0
Estimated Fair Value	4,995
Cash Equivalents \| Certificates of deposit
Investments
Amortized Cost	401	400
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	401	400
Short-term Investments \| U.S. treasury notes
Investments
Amortized Cost	42,089	50,472
Gross Unrealized Gains	2	0
Gross Unrealized Losses	(5)	(31)
Estimated Fair Value	$ 42,086	$ 50,441

Investments - Narrative (Details) - USD ($)	12 Months Ended
Investments - Narrative (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Investments
Accretion of premiums and discounts on investments	$ 279,000	$ 12,000
Unrealized gains (losses)	2,652,000	3,975,000
Reclassification out of Accumulated Other Comprehensive Income
Investments
Unrealized gains (losses)	0	0
Interest Income
Investments
Interest income on investments	2,400,000	100,000
Other Nonoperating Income (Expense)
Investments
Accretion of premiums and discounts on investments	$ 200,000	$ 100,000

Fair Value Measurements (Details) - USD ($)	12 Months Ended
Fair Value Measurements (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Fair value measurements
Transfer of assets between levels	$ 0	$ 0
Transfer of liabilities between levels	0	0
Recurring fair value measurement
Fair value measurements
Total assets at fair value	152,560,000	239,575,000
Recurring fair value measurement \| Money market funds
Fair value measurements
Total assets at fair value	105,078,000	188,734,000
Recurring fair value measurement \| Certificates of deposit
Fair value measurements
Total assets at fair value	401,000	400,000
Recurring fair value measurement \| U.S. treasury notes
Fair value measurements
Total assets at fair value	47,081,000	50,441,000
Recurring fair value measurement \| Level 1
Fair value measurements
Total assets at fair value	152,560,000	239,575,000
Recurring fair value measurement \| Level 1 \| Money market funds
Fair value measurements
Total assets at fair value	105,078,000	188,734,000
Recurring fair value measurement \| Level 1 \| Certificates of deposit
Fair value measurements
Total assets at fair value	401,000	400,000
Recurring fair value measurement \| Level 1 \| U.S. treasury notes
Fair value measurements
Total assets at fair value	47,081,000	50,441,000
Recurring fair value measurement \| Level 2
Fair value measurements
Total assets at fair value	0	0
Recurring fair value measurement \| Level 2 \| Money market funds
Fair value measurements
Total assets at fair value	0	0
Recurring fair value measurement \| Level 2 \| Certificates of deposit
Fair value measurements
Total assets at fair value	0	0
Recurring fair value measurement \| Level 2 \| U.S. treasury notes
Fair value measurements
Total assets at fair value	0	0
Recurring fair value measurement \| Level 3
Fair value measurements
Total assets at fair value	0	0
Recurring fair value measurement \| Level 3 \| Money market funds
Fair value measurements
Total assets at fair value	0	0
Recurring fair value measurement \| Level 3 \| Certificates of deposit
Fair value measurements
Total assets at fair value	0	0
Recurring fair value measurement \| Level 3 \| U.S. treasury notes
Fair value measurements
Total assets at fair value	$ 0	$ 0

Liability Related to the Revenue Interest Purchase Agreement - Summary (Details) - USD ($)					1 Months Ended	12 Months Ended
	Nov. 23, 2022	May 16, 2021	Apr. 26, 2021	Jun. 26, 2019	Mar. 31, 2020	Dec. 31, 2022	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2020
Liability Related to the Revenue Interest Purchase Agreement
Restricted cash							$ 50,000,000
One time partial call	$ 50,000,000					$ 50,000,000
Redemption percentage						225.00%
Redemption amount						$ 400,000,000
Interest expense recognized						56,810,000	46,353,000
Revenue Interest Purchase Agreement (RIPA)
Liability Related to the Revenue Interest Purchase Agreement
Revenue interest liability						243,605,000	257,039,000		$ 176,604,000
Revenue interest payments						300,000
Interest expense recognized						44,600,000	33,900,000
Revenue Interest Purchase Agreement (RIPA) \| Oberland
Liability Related to the Revenue Interest Purchase Agreement
Proceeds from revenue interest liability				$ 125,000,000
Total amount of subsequent installment, subject to RIPA terms and conditions				75,000,000
Amount of subsequent installment, subject to regulatory approval				25,000,000
Amount of subsequent installment, subject to achievement of Sales Threshold				50,000,000
Milestone amount for worldwide sales to receive the Third Payment				$ 100,000,000
Trailing number of months sales must be at or above milestone amount			6 months	6 months
Payment under the RIPA			$ 50,000,000		$ 25,000,000
Revenue interest rate which will take effect if annual net sales equals or exceeds the Sales Threshold by December 31, 2021				2.50%
Initial revenue interest rate				7.50%
Minimum amount of annual net sales to qualify for reduced revenue interest rate by December 31, 2021				$ 350,000,000
Percentage of invested capital received by December 31, 2024, to qualify for second reduced revenue interest rate				100.00%
Revenue interest rate if annual net sales equal or exceed the Sales Threshold and if the Purchasers receive 100% of their invested capital by December 31, 2024				0.40%
Percentage of revenue interests payment on which agreement terminates after third anniversary				195.00%
Cumulative Purchaser Payment adjustment	$ 177,777,778
Percentage of revenues interests payment on which agreement terminates, after third anniversary		225.00%
Net sales threshold		$ 350,000,000
Repayment amount expected to pay in next twelve months						$ 24,800,000
Effective annual imputed interest rate (as a percent)						18.30%
Percentage of increase in royalty rate upon drawdown of third payment				33.33%
Revenue Interest Purchase Agreement (RIPA) \| Oberland \| Net Sales Less Than $250 Million
Liability Related to the Revenue Interest Purchase Agreement
Initial revenue interest rate		10.00%
Minimum amount of annual net sales to qualify for reduced revenue interest rate by December 31, 2021		$ 250,000,000
Hypothetical sales generated		100,000,000
Hypothetical repayment obligation		$ 10,000,000
Revenue Interest Purchase Agreement (RIPA) \| Oberland \| Net Sales Greater Than $250 Million But Less Than $350 Million
Liability Related to the Revenue Interest Purchase Agreement
Revenue interest rate which will take effect if annual net sales equals or exceeds the Sales Threshold by December 31, 2021		3.30%
Minimum amount of annual net sales to qualify for reduced revenue interest rate by December 31, 2021		$ 250,000,000
Hypothetical sales generated		100,000,000
Hypothetical repayment obligation		3,300,000
Revenue Interest Purchase Agreement Amendment
Liability Related to the Revenue Interest Purchase Agreement
Loss on modification of debt						$ 100,000	$ 100,000
Revenue Interest Purchase Agreement Amendment \| Oberland
Liability Related to the Revenue Interest Purchase Agreement
Revenue interest rate which will take effect if annual net sales equals or exceeds the Sales Threshold by December 31, 2021			3.33%
Initial revenue interest rate			10.00%
Percentage of invested capital received by December 31, 2024, to qualify for second reduced revenue interest rate			100.00%
Percentage of revenue interests payment on which agreement terminates, prior to the third anniversary of the closing date, if put option is exercised			200.00%
Percentage of revenue interests payment on which agreement terminates, after the third anniversary of the closing date, if put option is exercised			225.00%
Annual net sales threshold			$ 350,000,000
Percentage of revenue interest payments received by December 31, 2024, to qualify for third payment applicable percentage			100.00%
Percentage of cumulative purchaser payments			100.00%
RIPA Amendment To The Security Agreement And Waiver \| Oberland
Liability Related to the Revenue Interest Purchase Agreement
Specified net revenue		15,000,000
Deposit if threshold is not met		$ 50,000,000
Restricted cash								$ 50,000,000

Liability Related to the Revenue Interest Purchase Agreement - Summary of Interest Liability (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Liability From Sale Of Future Revenues [Roll Forward]
Revenue interest payments	$ (8,024)	$ (3,389)
Revenue Interest Purchase Agreement (RIPA)
Liability From Sale Of Future Revenues [Roll Forward]
Revenue interest liability, beginning balance	257,039	176,604
Oberland funding		49,917
Repayment upon execution of Amendment No. 3	(50,000)
Interest expense recognized	44,590	33,907
Revenue interest payments	(8,024)	(3,389)
Revenue interest liability, ending balance	$ 243,605	257,039
Issuance costs		$ 83

Convertible Notes (Details)					1 Months Ended	12 Months Ended
Convertible Notes (Details)	Nov. 03, 2021 shares	Oct. 22, 2021 USD ($) $ / shares	Jan. 01, 2021 USD ($)	Nov. 16, 2020 USD ($) $ / shares shares	Nov. 30, 2020 USD ($) day $ / shares	Dec. 31, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares	Dec. 02, 2021 $ / shares	Dec. 31, 2020 USD ($)
Debt Instrument [Line Items]
Purchase of capped call options associated with convertible notes				$ 46,000,000	$ 46,000,000
Prepayment of forward stock repurchase transaction				$ 55,000,000	55,000,000
Common stock, par value (in dollars per share) \| $ / shares						$ 0.001	$ 0.001
Additional paid-in capital						$ (1,071,183,000)	$ (964,401,000)
Accumulated deficit						$ 1,340,036,000	1,106,377,000
Exercise price (in dollars per share) \| $ / shares						$ 9.00		$ 9.00
Underlying common stock \| shares				1,994,198
Shares delivered to the company (in shares) \| shares						71,174
Adoption of new accounting pronouncement
Debt Instrument [Line Items]
Additional paid-in capital			$ 93,500,000
Accumulated deficit			1,500,000
Capped Call \| Common stock
Debt Instrument [Line Items]
Exercise price (in dollars per share) \| $ / shares				$ 55.16
Class of warrant or right, premium percentage				100.00%
Convertible Senior Notes Due 2025 \| Convertible Debt
Debt Instrument [Line Items]
Debt instrument, face amount					$ 280,000,000
Debt instrument, stated interest rate					4.00%
Proceeds from debt, net of issuance costs			$ 271,100,000		$ 271,100,000
Debt instrument, convertible, conversion ratio					30.2151
Debt instrument, convertible, conversion price (in dollars per share) \| $ / shares					$ 33.096
Debt instrument, redemption price, percentage					100.00%
Debt issuance costs gross									$ 8,900,000
Long-term debt					$ 177,600,000	$ 259,900,000	258,300,000
Debt instrument, convertible, carrying amount of equity component					$ 93,500,000
Debt interest expense						12,200,000	12,400,000
Debt instrument, fair value disclosure						145,900,000	140,300,000
Aggregate principal amount		$ 15,000,000
Floor price (in dollars per share) \| $ / shares		$ 5.62
Trading day averaging period		5 days
Common stock exchanged (in shares) \| shares	1,094,848
Other income							2,600,000
Long-term debt, gross						265,000,000	265,000,000
Debt issuance costs						$ 5,100,000	$ 6,700,000
Convertible Senior Notes Due 2025 \| Convertible Debt \| Period One
Debt Instrument [Line Items]
Common stock, par value (in dollars per share) \| $ / shares					$ 0.001
Debt instrument, convertible, threshold percentage of stock price trigger					130.00%
Debt instrument, convertible, threshold trading days \| day					20
Debt instrument, convertible, threshold consecutive trading days \| day					30
Number of business days \| day					5
Number of consecutive trading days \| day					5
Debt instrument, convertible, threshold percentage of last reported sale price					98.00%
Convertible Senior Notes Due 2025 \| Convertible Debt \| Period Two
Debt Instrument [Line Items]
Debt instrument, convertible, threshold percentage of stock price trigger					130.00%
Debt instrument, convertible, threshold trading days \| day					20
Debt instrument, convertible, threshold consecutive trading days \| day					30
Debt instrument, redemption price, percentage					100.00%
Debt instrument, required amount outstanding					$ 125,000,000

Stockholders' Deficit (Details) - USD ($) $ / shares in Units, $ in Millions						12 Months Ended
	Feb. 23, 2023	Apr. 15, 2022	Dec. 03, 2021	Dec. 02, 2021	Aug. 03, 2021	Dec. 31, 2022	Dec. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Proceeds from stock offering, net				$ 208.7
Payments of stock issuance costs				$ 16.3
Common stock, par value (in dollars per share)						$ 0.001	$ 0.001
Exercise price (in dollars per share)				$ 9.00		$ 9.00
Warrants outstanding (in shares)				36,964,286		36,964,286
Adjustment to additional-paid-in-capital for warrants issued				$ 61.9
At The Market Program
Subsidiary, Sale of Stock [Line Items]
Aggregate offering price shares					$ 250.0
Issued stock (in shares)						13,043,797	897,364
Proceeds from stock offering, net						$ 90.8	$ 9.7
Payments of stock issuance costs						$ 3.1	$ 0.5
Authorized amount		$ 239.0
At The Market Program \| Subsequent Event
Subsidiary, Sale of Stock [Line Items]
Authorized amount	$ 70.0
Commitment Offering
Subsidiary, Sale of Stock [Line Items]
Issued stock (in shares)				32,142,858
Common stock, par value (in dollars per share)				$ 0.001
Warrants issued (in shares)				32,142,858
Number of shares called by each warrant (in shares)				1
Exercise price (in dollars per share)				$ 9.00
Warrant term				2 years
Price per share (in dollars per share)				$ 7.00
Over Allotment Option
Subsidiary, Sale of Stock [Line Items]
Warrants issued (in shares)			4,821,428
Additional number of shares (in shares)				4,821,428
Additional shares available for purchase (in shares)				4,821,428
Option period				30 days
Commitment Offering And Note Warrant
Subsidiary, Sale of Stock [Line Items]
Price per share (in dollars per share)				$ 6.51

Stock Compensation - Stock Option and Incentive Plan (Details)	May 31, 2022 shares
Stock Option And Incentive Plan 2022
Stock compensation
Number of commons stock shares available for issuance (in shares)	4,400,000

Stock Compensation - Employee Stock Purchase Plan (Details) - Employee Stock - USD ($)		12 Months Ended
	May 28, 2020	Dec. 31, 2022	Dec. 31, 2021
Stock compensation
Maximum employee subscription rate	10.00%
Maximum employee subscription amount	$ 25,000
Purchase discount of employee stock	15.00%
Stock plan offering period	6 months
Stock-based compensation expense		$ 400,000	$ 700,000
Shares issued (in shares)		339,422
Shares reserved for future issuance (in shares)		485,578

Stock Compensation - Summary of Plans (Details) - shares	1 Months Ended	12 Months Ended
	May 31, 2015	Dec. 31, 2022	Nov. 30, 2019	Apr. 30, 2015
2017 Inducement Equity Plan
Stock compensation
Number of commons stock shares available for issuance (in shares)			1,150,000
2013 Stock Option and Incentive Plan
Stock compensation
Number of commons stock shares available for issuance (in shares)	2,975,000			2,051,378
Increase in number of commons stock shares available for issuance (in shares)	923,622
Increase in common stock shares reserved and available for issuance, as a percentage of common stock shares outstanding	2.50%
Incentive Stock Option And Restricted Stock Plan 2022, 2017 And 2013
Stock compensation
Vesting percentage on the first anniversary of the option grant		25.00%
Period for which remainder of grant amount will vest on the first day of each calendar quarter		3 years
Expiration period		10 years
Period from cessation of employment within which options expire if not exercised		90 days

Stock Compensation - Options (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Number of Options
Outstanding at the beginning of period (in shares)	3,214,537
Granted (in shares)	1,321,600
Forfeited or expired (in shares)	(693,400)
Exercised (in shares)	0
Outstanding at the end of the period (in shares)	3,842,737	3,214,537
Weighted-Average Exercise Price Per Share
Outstanding at the beginning of period (in dollars per share)	$ 38.38
Granted (in dollars per share)	4.80
Forfeited (in dollars per share)	33.29
Exercised (in dollars per share)	0
Outstanding at the end of the period (in dollars per share)	$ 27.75	$ 38.38
Weighted-Average Remaining Contractual Term (Years)
Outstanding	4 years 10 months 9 days	4 years 2 months 4 days
Aggregate Intrinsic Value
Outstanding	$ 1,658	$ 0
Information about the stock option plan
Number of Options, exercisable (in shares)	2,517,412
Weighted-Average Exercise Price Per Share, exercisable (in dollars per share)	$ 37.48
Weighted-Average Remaining Contractual Term, exercisable	2 years 7 months 20 days
Aggregate Intrinsic Value, exercisable	$ 185
Total intrinsic value of stock options exercised		$ 4,700

Stock Compensation - Valuation Assumptions (Details)	12 Months Ended
Stock Compensation - Valuation Assumptions (Details)	Dec. 31, 2022	Dec. 31, 2021
Share-Based Payment Arrangement [Abstract]
Risk-free interest rate	2.26%	0.79%
Dividend yield	0.00%	0.00%
Weighted-average expected life of options (years)	6 years 1 month 28 days	6 years 2 months 26 days
Volatility	81.00%	83.00%

Stock Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Stock compensation
Weighted-average grant-date fair value (in dollars per share)	$ 3.38	$ 19.19
Unrecognized stock-based compensation expense, options	$ 7.7
Stock Options
Stock compensation
Stock-based compensation expense	5.6	$ 14.6
Stock based, amount capitalized	$ 0.6	1.5
Weighted-average period over which remaining unrecognized compensation cost will be recognized	2 years 6 months
RSUs
Stock compensation
Stock-based compensation expense	$ 6.6	8.1
Stock based, amount capitalized	$ 0.7	$ 0.7
Weighted-average period over which remaining unrecognized compensation cost will be recognized	2 years 8 months 12 days
Unrecognized stock-based compensation expense	$ 14.3
PBSOs
Stock compensation
Weighted-average grant-date fair value (in dollars per share)	$ 4.36	$ 6.04
Stock-based compensation expense	$ 0.8	$ 0.1
Unrecognized stock-based compensation expense, options	$ 1.5
Weighted-average period over which remaining unrecognized compensation cost will be recognized	1 year 4 months 24 days

Stock Compensation - RSUs (Details) - RSUs	12 Months Ended
Stock Compensation - RSUs (Details) - RSUs	Dec. 31, 2022 $ / shares shares
Number of RSUs
Outstanding and unvested at the beginning of period (in shares) \| shares	698,704
Granted (in shares) \| shares	1,905,909
Forfeited or expired (in shares) \| shares	(395,731)
Vested (in shares) \| shares	(440,697)
Outstanding and unvested at the ending of period (in shares) \| shares	1,768,185
Weighted-Average Fair Value Per Share
Outstanding and unvested at the beginning of period (in dollars per share) \| $ / shares	$ 28.09
Granted (in dollars per share) \| $ / shares	4.97
Forfeited or expired (in dollars per share) \| $ / shares	12.61
Vested (in dollars per share) \| $ / shares	19.39
Outstanding and unvested at the at the end of the period (in dollars per share) \| $ / shares	$ 8.80

Stock Compensation - PBRSU's (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Weighted-Average Fair Value Per Share
Weighted-average grant-date fair value (in dollars per share)	$ 3.38	$ 19.19
Performance Shares
Number of PBRSUs
Outstanding and unvested at the beginning of period (in shares)	639,950
Granted (in shares)	0
Forfeited or expired (in shares)	(178,700)
Vested (in shares)	0
Outstanding and unvested at the ending of period (in shares)	461,250	639,950
Weighted-Average Fair Value Per Share
Outstanding and unvested at the beginning of period (in dollars per share)	$ 9.90
Granted (in dollars per share)	0
Forfeited or expired (in dollars per share)	10.95
Vested (in dollars per share)	0
Outstanding and unvested at the at the end of the period (in dollars per share)	$ 9.50	$ 9.90
Stock-based compensation expense	$ 1.8	$ 0.8
Stock based, amount capitalized	0.2
Unrecognized stock-based compensation expense	$ 1.3
Weighted-average period over which remaining unrecognized compensation cost will be recognized	1 year 6 months

Stock Compensation - PBSOs (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Number of Options
Outstanding at the beginning of period (in shares)	3,214,537
Granted (in shares)	1,321,600
Outstanding at the end of the period (in shares)	3,842,737	3,214,537
Weighted-Average Exercise Price Per Share
Outstanding at the beginning of period (in dollars per share)	$ 38.38
Granted (in dollars per share)	4.80
Outstanding at the end of the period (in dollars per share)	$ 27.75	$ 38.38
Weighted-Average Remaining Contractual Term (Years)
Outstanding	4 years 10 months 9 days	4 years 2 months 4 days
Aggregate Intrinsic Value
Outstanding	$ 1,658	$ 0
PBSOs
Number of Options
Outstanding at the beginning of period (in shares)	122,700
Granted (in shares)	403,000
Forfeited (in shares)	(26,500)
Outstanding at the end of the period (in shares)	499,200	122,700
Weighted-Average Exercise Price Per Share
Outstanding at the beginning of period (in dollars per share)	$ 8.94
Granted (in dollars per share)	6.20
Forfeited (in dollars per share)	8.94
Outstanding at the end of the period (in dollars per share)	$ 6.73	$ 8.94
Weighted-Average Remaining Contractual Term (Years)
Outstanding	9 years 3 months 25 days	9 years 9 months 29 days
Aggregate Intrinsic Value
Outstanding	$ 12	$ 0

Employee Benefit Plan (Details) - USD ($) $ in Millions	12 Months Ended
Employee Benefit Plan (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Retirement Benefits [Abstract]
Contributions to the 401(k) Plan	$ 0.7	$ 2.2

Leases - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
Leases - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Leases
Cash paid for the amounts included in the measurement of lease liabilities	$ 1.3	$ 2.4
Operating lease costs	$ 1.2	$ 2.4
Weighted-average remaining lease term of operating leases	4 years 8 months 12 days	1 year 4 months 24 days
Weighted average discount rate	7.70%	4.70%
Right of use assets obtained in exchange for lease obligations	$ 0.6	$ 0.1
Principal Executive Office
Leases
Operating Lease term	5 years
Automobile leases and IT equipment leases
Leases
Operating Lease term	3 years

Leases - Future Maturities and Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
2023	$ 461
2024	175
2025	159
2026	164
2027	169
2028 and beyond	144
Total lease payments	1,272
Less imputed interest	(223)
Total	1,049
Supplemental balance sheet information related to leases
Right of use operating lease assets	1,036	$ 1,898
Operating lease liabilities (short-term)	(384)	(1,392)
Operating lease liabilities (long-term)	(665)	$ (524)
Total lease obligations under operating leases	$ (1,049)

Income Taxes - Summary (Details) - USD ($)	12 Months Ended
Income Taxes - Summary (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Provision for income taxes
Provision for income taxes	$ 0	$ 0
Net deferred tax assets, before valuation allowance	352,100,000	284,200,000
Unrecognized tax benefits	2,099,000	2,099,000	$ 2,606,000
Research Tax Credit Carryforward
Provision for income taxes
Tax credit carryforward	21,000,000
Federal
Provision for income taxes
Net operating loss carryforwards	950,800,000	894,300,000
Operating loss carryforwards, subject to expiration	347,400,000
State
Provision for income taxes
Net operating loss carryforwards	$ 698,400,000	$ 662,200,000

Income Taxes - Reconciliation (Details)	12 Months Ended
Income Taxes - Reconciliation (Details)	Dec. 31, 2022	Dec. 31, 2021
Reconciliation of the U.S. statutory income tax rate to the Company's effective tax rate
Federal income tax (benefit) at statutory rate	(21.00%)	(21.00%)
Change in state tax rate	(0.50%)	0.90%
Permanent items	0.10%	0.10%
Prior period adjustments	(3.60%)	0.00%
Other	0.00%	0.40%
Change in valuation allowance	25.00%	19.60%
Effective income tax rate	0.00%	0.00%

Income Taxes - Summary of Income Tax Contingencies (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
Balance at January 1	$ 2,099	$ 2,606
Reductions for tax positions of prior year	0	(507)
Balance at December 31	$ 2,099	$ 2,099

Income Taxes - Deferred Tax Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021
Deferred tax assets:
Federal and state operating loss carryforwards	$ 242,584	$ 219,237
Equity compensation	26,243	22,735
Capitalized research and development	26,480	0
R&D tax credits, net of reserves	18,887	18,887
Disallowed interest	29,979	16,146
Temporary differences	8,340	7,695
Total deferred tax assets	352,513	284,700
Deferred tax liabilities:
Other	(400)	(546)
Total deferred tax liabilities	(400)	(546)
Valuation allowance	(352,113)	(284,154)
Net deferred tax assets	$ 0	$ 0

Net Loss Per Common Share - Calculation of diluted net loss per share (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Net Income (Loss) Per Common Share
Total potential dilutive shares (in shares)	51,570,226	49,670,635
Common shares under option
Net Income (Loss) Per Common Share
Total potential dilutive shares (in shares)	3,842,737	3,214,537
Unvested RSUs
Net Income (Loss) Per Common Share
Total potential dilutive shares (in shares)	1,768,185	698,704
Shares issuable related to the ESPP
Net Income (Loss) Per Common Share
Total potential dilutive shares (in shares)	27,558	23,448
Unvested PBRSUs
Net Income (Loss) Per Common Share
Total potential dilutive shares (in shares)	461,250	639,950
Common shares under PBSOs
Net Income (Loss) Per Common Share
Total potential dilutive shares (in shares)	499,200	122,700
Shares issuable upon conversion of convertible notes
Net Income (Loss) Per Common Share
Total potential dilutive shares (in shares)	8,007,010	8,007,010
Warrants for common stock
Net Income (Loss) Per Common Share
Total potential dilutive shares (in shares)	36,964,286	36,964,286

Statements of Cash Flows (Details) - USD ($) $ in Thousands	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents [Abstract]
Cash and cash equivalents	$ 124,775	$ 208,892
Restricted cash	0	50,000
Total cash, cash equivalents and restricted cash shown on the statements of cash flows	$ 124,775	$ 258,892	$ 304,962