0001628280-24-046307 | 10-Q | XBRL Viewer | Esperion Therapeutics INC

Sale of Future Royalties

9 Months Ended

Sep. 30, 2024

On June 27, 2024, the Company entered into the Purchase Agreement with OCM IP Healthcare Portfolio LP ("the Purchaser") ("OMERS"). Pursuant to the Purchase Agreement, the Company sold to the Purchaser, and the Purchaser purchased for $304,656,180, a portion of the royalties payable on net sales of Bempedoic Acid (as defined in the License and Collaboration Agreement) and any other Licensed Products (as defined in the License and Collaboration Agreement) in the DSE Territory (as defined in the License and Collaboration Agreement) pursuant to the License and Collaboration Agreement dated January 2, 2019, between Daiichi Sankyo Europe GMBH and the Company, as amended (the “License and Collaboration Agreement” and such royalties being the “Royalty Interests”). In connection with the Purchase Agreement, the Company incurred $9.6 million in issuance costs.

The Purchaser acquired 100% of the Royalty Interests until such time as the Purchaser has received an aggregate amount equal to 1.700x of the Purchase Price (equivalent to $517,915,506). Following receipt of such amount, 100% of all Royalty Interests will revert to the Company. The Purchase Agreement contains other customary terms and conditions, including representations and warranties, covenants and indemnification obligations in favor of each party.

The Company evaluated the arrangement and determined that the proceeds from the sale of future royalties should be treated as a debt instrument according to ASC 470 Debt. The Company imputes interest expense associated with the liability using the effective interest rate method. The effective interest rate is calculated based on the rate that would enable the liability 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 royalty sales. The Company evaluates the interest rate quarterly based on its expectations of forecasted royalty sales from its license partner, historical experience and current market conditions utilizing the prospective method, which updates and changes the timing of the Company's payments. A significant increase or decrease in future royalty sales will materially impact the royalty sale liability and the time period for repayment. The Company currently expects to repay $38.4 million in the next twelve months. The repayment of the royalty sale liability to the Purchaser does not have a fixed repayment schedule. Rather, it will be completely repaid and extinguished when the Company has repaid an aggregate amount equal to 1.700x of the Purchase Price. The $9.6 million in issuance costs will be amortized through interest expense over the life of the agreement.

The Company recorded $12.0 million in interest expense related to this arrangement for the three and nine months ended September 30, 2024.

The effective annual imputed interest rate is 1.4% as of September 30, 2024.

The following table summarizes the royalty sale liability activity during the nine months ended September 30, 2024 (in thousands):


	(in thousands)
Beginning balance of royalty sale liability on June 27, 2024	$	304,656
Royalty sale issuance costs	(9,626)
Royalties recognized and settled to Purchaser	(16,391)

Interest expense recognized	11,984
Total royalty sale liability at September 30, 2024	$	290,623

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed interim financial statements are unaudited and were prepared by the Company in accordance with generally accepted accounting principles in the United States of America (“GAAP”). In the opinion of management, the Company has made all adjustments, which include only normal recurring adjustments necessary for a fair presentation of the Company’s financial position and results of operations for the interim periods presented. Certain information and disclosures normally included in the annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, have been condensed or omitted. These condensed interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2023, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. The results of operations for the interim periods are not necessarily indicative of the results to be expected for a full year, any other interim periods or any future year or period.
Use of Estimates	Use of Estimates The preparation of financial statements in accordance with GAAP 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.
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.
Concentration of Risk	Concentration of Risk 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 September 30, 2024 and December 31, 2023, eleven customers accounted for all of the Company's net trade receivables. As of September 30, 2024 and December 31, 2023, three customers held approximately 98% and 96% of the Company's trade receivables associated with net product sales, respectively. For the nine months ended September 30, 2024 and 2023, three customers accounted for approximately 98% and 95% of gross sales of NEXLETOL and NEXLIZET, respectively.
Revenue Recognition	Revenue Recognition In accordance with ASC 606, Revenue from Contracts with Customers, 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, including royalties, of the Company's product candidates by the Company's partners and product sales consists of sales of NEXLETOL and NEXLIZET. 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. 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 agreement 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 as 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 606-10-55-65 to all of these milestones and royalties. At the inception of the 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, through its third party contract manufacturing partners, 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 condensed 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 collaborator. On May 22, 2024, the Company announced that the EC approved the label update of both NILEMDO and NUSTENDI as treatments for hypercholesterolemia and to reduce the risk of adverse cardiovascular events. The EC’s decisions to update the labels of bempedoic acid and bempedoic acid / ezetimibe FDC are based on the positive CLEAR Outcomes trial results and makes them the first and only LDL-C lowering treatments indicated for primary and secondary prevention of cardiovascular events. NILEMDO and NUSTENDI are approved to reduce cardiovascular risk in patients with or at high risk for atherosclerotic cardiovascular disease. b.Product Sales, Net On February 21, 2020, the Company announced that the FDA approved NEXLETOL as an adjunct to diet and maximally tolerated statin therapy for the treatment of adults with HeFH or established ASCVD who require additional lowering of LDL-C. On February 26, 2020, the Company announced that the FDA approved NEXLIZET as an adjunct to diet and maximally tolerated statin therapy for the treatment of adults with HeFH or established ASCVD who require additional lowering of LDL-C. 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. On March 22, 2024, the Company announced that the FDA approved new label expansions for NEXLETOL and NEXLIZET based on positive CLEAR Outcomes data that include indications for cardiovascular risk reduction and expanded LDL-C lowering in both primary and secondary prevention patients. In addition, the enhanced labels support the use of NEXLETOL and NEXLIZET either alone or in combination with statins. They also include new indications for primary hyperlipidemia, alone or in combination with a statin. Product sales, net totaled $31.1 million and $84.2 million, respectively, for the three and nine months ended September 30, 2024, and $20.3 million and $57.6 million, respectively, for the three and nine months ended September 30, 2023. The Company sells NEXLETOL and NEXLIZET to wholesalers in the U.S. and, in accordance with ASC 606, 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. 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 “Accrued variable consideration” in the condensed balance sheets. Discounts, such as prompt pay discounts, and chargebacks are recorded as a reduction to accounts receivable in the condensed 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 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 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.
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.
Liability Related to the Sale of Future Royalties	Liability Related to the Sale of Future Royalties The Company treats the sale of future DSE royalties as debt, amortized under the effective interest rate method over the estimated life of the royalty sale agreement. The royalty sale liability is presented net of deferred issuance costs on the balance sheets. The amortization of the liability related to future royalties and related interest expense are based on the Company's current estimates of future royalties, which the Company determines by using third-party forecasts of sales and other relevant information. The Company periodically assesses the forecasted sales and to the extent the amount or timing of future estimated royalty payments is materially different than previous estimates, the Company will account for any such change by adjusting the liability related to the sale of future royalties and prospectively recognize the related non-cash interest expense. Royalty revenue is recognized and the related liability reduced as earned.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 requires a public entity to disclose, on an annual and interim basis, significant segment expenses that are included within each reported measure of segment profit or loss and regularly reviewed by the chief operating decision maker ("CODM"), the title and position of the CODM, clarification regarding the CODM's use of multiple measures of a segment's profit or loss in assessing segment performance (this must include a measure that is consistent with the measurement principles under U.S. GAAP, but may also include additional measures of a segment's profit or loss), and a description of the composition of amounts within an "Other" segment line item. Further, ASU 2023-07 requires that all annual disclosures about a reportable segment's profit or loss and assets currently required by Topic 280 to be provided in interim periods. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. ASU 2023-07 should be adopted retrospectively to all periods presented in the financial statements and early adoption is permitted. The Company is currently in the process of determining the impact the implementation of ASU 2023-07 will have on the Company’s financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 enhances income tax disclosures to further disaggregate the effective tax rate reconciliation and income taxes paid. This update is effective for fiscal years beginning after December 15, 2024. ASU 2023-09 should be adopted prospectively, but retrospective application is permitted. Further, early adoption is permitted. The Company is currently in the process of determining the impact the implementation of ASU 2023-09 will have on the Company’s financial statement disclosures. In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 requires public companies to disclose specified information about certain costs and expenses, including purchases of inventory, employee compensation, selling expenses, and depreciation, at each interim and annual reporting period. This update is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Further, early adoption is permitted. The Company is currently in the process of determining the impact the implementation of ASU 2024-03 will have on the Company’s financial statement disclosures. There have been no other material changes to the significant accounting policies previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Stockholders' Deficit (Details) - USD ($) $ / shares in Units, $ in Thousands						3 Months Ended		9 Months Ended
	Jan. 18, 2024	Mar. 22, 2023	Mar. 19, 2023	Feb. 21, 2023	Dec. 02, 2021	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 07, 2023	Dec. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Total shares of common stock from exercisable warrants outstanding (in shares)						26,071,429		26,071,429		36,344,212
Common stock, issued (in shares)						197,434,696		197,434,696		120,204,513
Common stock, par value (in dollars per share)						$ 0.001		$ 0.001		$ 0.001
Issuance costs to additional paid in capital			$ 2,900
Proceeds from issuance of common stock, net of issuance costs								$ 90,672	$ 0
The Warrants
Subsidiary, Sale of Stock [Line Items]
Exercise price (in dollars per share)			$ 1.55
Pre Funded Warrant
Subsidiary, Sale of Stock [Line Items]
Total shares of common stock from exercisable warrants outstanding (in shares)						0		0
Fair value of warrants			$ 22,800
Warrants exercised (in shares)							10,867,000		20,965,747
Warrants
Subsidiary, Sale of Stock [Line Items]
Warrants exercised (in shares)						0		10,272,783
Wainwright
Subsidiary, Sale of Stock [Line Items]
Total shares of common stock from exercisable warrants outstanding (in shares)					36,964,286
Exercise price (in dollars per share)					$ 9.00
Fair value of warrants					$ 61,900
Warrants expired (in shares)											27,940,074
Warrant Amendment Agreements
Subsidiary, Sale of Stock [Line Items]
Proceeds from stock offering, net		$ 55,500	1,200
Estimated offering expenses			$ 4,200
Total shares of common stock from exercisable warrants outstanding (in shares)						6,071,429		6,071,429		9,024,212
Exercise price (in dollars per share)		$ 1.55				$ 1.55		$ 1.55		$ 1.55		$ 9.00
Warrants issued for shares of common stock (in shares)			9,024,212
Expiration term		3 years 6 months
Additional consideration per amended warrant (in dollars per share)		$ 0.125
Proceeds from issuance of common stock, net of issuance costs			$ 51,300
Placement fees		$ 100
Proceeds from debt, net of issuance costs		$ 1,100
Securities Purchase Agreement
Subsidiary, Sale of Stock [Line Items]
Total shares of common stock from exercisable warrants outstanding (in shares)						20,000,000		20,000,000		27,320,000
Exercise price (in dollars per share)						$ 1.55		$ 1.55		$ 1.55
Common stock, issued (in shares)			12,205,000
Common stock purchasable under prefunded warrants (in shares)			20,965,747
Common stock purchasable under warrants (in shares)			33,170,747
Common stock, par value (in dollars per share)			$ 0.001
Securities Purchase Agreement \| Common Stock And Accompanying Warrant
Subsidiary, Sale of Stock [Line Items]
Purchase price (in dollars per share)			1.675
Securities Purchase Agreement \| Pre Funded Warrant And Accompanying Warrant
Subsidiary, Sale of Stock [Line Items]
Purchase price (in dollars per share)			$ 1.674
Commitment Offering
Subsidiary, Sale of Stock [Line Items]
Issued stock (in shares)	56,700,000
Price per share (in dollars per share)	$ 1.50
Proceeds from stock offering, net	$ 90,700
Estimated offering expenses	$ 7,100
Common stock, par value (in dollars per share)	$ 0.001
Over-Allotment Option
Subsidiary, Sale of Stock [Line Items]
Issued stock (in shares)	8,505,000
Option period	30 days
At The Market Program
Subsidiary, Sale of Stock [Line Items]
Issued stock (in shares)						378,902	0	378,902	3,312,908
Proceeds from stock offering, net						$ 500		$ 500	$ 4,400
Aggregate offering price shares				$ 70,000
Payment of issuance costs						$ 200		$ 200	$ 400

Condensed Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
Condensed Statements of Cash Flows - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023
Operating activities
Net loss	$ (30,427)	$ (152,904)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Non-cash loss on extinguishment of debt	53,235	0
Non-cash royalty revenue	(16,391)	0
Depreciation expense	36	158
Amortization of premiums and discounts on investments	0	(412)
Amortization of debt issuance costs	1,326	1,266
Non-cash interest expense related to the revenue interest liability	21,569	34,703
Non-cash interest expense related to the royalty sale liability	11,984	0
Stock-based compensation expense	9,188	9,038
Changes in assets and liabilities:
Accounts receivable	(19,330)	(8,894)
Prepaids and other assets	(10,212)	1,556
Deferred revenue	(10,324)	16,216
Inventories	(14,479)	(16,234)
Accounts payable	3,128	3,174
Other accrued liabilities	11,995	13,902
Net cash provided by (used in) operating activities	11,298	(98,431)
Investing activities
Proceeds from sales/maturities of investments	0	42,500
Purchase of property and equipment	(317)	0
Net cash (used in) provided by investing activities	(317)	42,500
Financing activities
Payments on revenue interest liability	(5,832)	(10,908)
Repurchase of revenue interest liability	(343,750)	0
Payment of royalty sale liability issuance costs	(9,626)	0
Proceeds from royalty sale liability	304,656	0
Proceeds from issuance of common stock, warrants, and pre-funded warrants, net of issuance costs	0	52,428
Proceeds from issuance of common stock, net of issuance costs	90,672	0
Proceeds from issuance of common stock from ATM program, net of issuance costs	531	4,448
Proceeds from exercise of common stock options	29	0
Proceeds from exercise of warrants, net of issuance costs	14,808	0
Proceeds from exercise of pre-funded warrants	0	21
Net cash provided by financing activities	51,488	45,989
Net increase (decrease) in cash and cash equivalents	62,469	(9,942)
Cash and cash equivalents at beginning of period	82,248	124,775
Cash and cash equivalents at end of period	144,717	114,833
Supplemental disclosure of cash flow information:
Common stock issuance costs not yet paid	18	0
Non-cash right of use asset	$ 80	$ 62

Net Loss Per Common Share

9 Months Ended

Sep. 30, 2024

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. Pre-Funded Warrants are included in the weighted-average number of common shares outstanding during the periods. 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:


	September 30,
	2024	2023
Common shares under option	5,177,511	3,706,191
Common shares under PBSOs	632,950	661,850
Unvested RSUs	4,969,108	3,182,857
Unvested PBRSUs	—	174,775
Shares issuable related to the ESPP	39,291	—
Shares issuable upon conversion of convertible notes	8,007,010	8,007,010
Warrants	26,071,429	70,135,033
Total potential dilutive shares	44,897,299	85,867,716

Stockholders' Deficit - Summary of Warrants and Pre-funded Warrants Outstanding (Details) - $ / shares	Sep. 30, 2024	Dec. 31, 2023	Mar. 22, 2023	Dec. 31, 2021
Subsidiary, Sale of Stock [Line Items]
Total shares of common stock from exercisable warrants outstanding (in shares)	26,071,429	36,344,212
Warrant Amendment Agreements
Subsidiary, Sale of Stock [Line Items]
Total shares of common stock from exercisable warrants outstanding (in shares)	6,071,429	9,024,212
Exercise price (in dollars per share)	$ 1.55	$ 1.55	$ 1.55	$ 9.00
Securities Purchase Agreement
Subsidiary, Sale of Stock [Line Items]
Total shares of common stock from exercisable warrants outstanding (in shares)	20,000,000	27,320,000
Exercise price (in dollars per share)	$ 1.55	$ 1.55

The Company and Basis of Presentation (Details)				1 Months Ended	9 Months Ended
The Company and Basis of Presentation (Details)	Jun. 27, 2024 USD ($) Rate	Jan. 18, 2024 USD ($) $ / shares shares	Jan. 02, 2024 USD ($)	Aug. 31, 2019 patient	Sep. 30, 2024 USD ($) $ / shares	Dec. 31, 2023 $ / shares
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Estimated number of study patients \| patient				14,000
Collaborations with Third Parties
First milestone payment			$ 100,000,000.0
Time required to pay cash portion			15 days
Second milestone payment			$ 25,000,000.0
Common stock, par value (in dollars per share) \| $ / shares					$ 0.001	$ 0.001
Revenue Interest Purchase Agreement (RIPA)
Collaborations with Third Parties
Repurchase consideration	$ 343,750,000				$ 343,750,000
Sale of Future Royalties
Collaborations with Third Parties
Consideration received	$ 304,656,180
Percent acquired	100.00%
Threshold ratio of purchase price \| Rate	1.700
Aggregate principal amount	$ 517,915,506
Interests reverted to company	100.00%
Commitment Offering
Collaborations with Third Parties
Issued stock (in shares) \| shares		56,700,000
Common stock, par value (in dollars per share) \| $ / shares		$ 0.001
Price per share (in dollars per share) \| $ / shares		$ 1.50
Proceeds from stock offering, net		$ 90,700,000
Estimated offering expenses		$ 7,100,000
Over-Allotment Option
Collaborations with Third Parties
Issued stock (in shares) \| shares		8,505,000
Option period		30 days
Minimum
Collaborations with Third Parties
Aggregate payment agreement			$ 125,000,000

Stock Compensation

9 Months Ended

Sep. 30, 2024

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 (as amended, 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 Amended and Restated 2013 Stock Option and Incentive Plan (the “2013 Plan”). In June 2023, the Company's stockholders approved a first amendment to the 2022 Plan, which increased the number of shares of Common Stock reserved for awards under the 2022 Plan to 10,650,000. In May 2024, the Company's stockholders approved a second amendment to the 2022 Plan, which increased the number of shares of Common Stock reserved for awards under the 2022 Plan to 16,900,000.

Employee Stock Purchase Plan

In April 2020, the Company's board of directors approved the Esperion Therapeutics, Inc. 2020 Employee Stock Purchase Plan (as amended, the "ESPP"), which was approved by the Company's stockholders on May 28, 2020 and was subsequently amended by a first amendment to the ESPP adopted by the Company’s board of directors on July 31, 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 Common Stock on the last trading day of the offering period. Participating employees will purchase shares of Common Stock at a discount of up to 15% on the lesser of the closing price of Common Stock on the NASDAQ Global 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 three and nine months ended months ended September 30, 2024, the Company recognized less than $0.1 million of stock compensation expense related to the ESPP. During the three and nine months ended months ended September 30, 2023, the Company recognized approximately

$0.1 million and $0.3 million, respectively, of stock compensation expense related to the ESPP. In May 2024, the Company's stockholders approved a second amendment to the ESPP, which increased the number of shares of Common Stock reserved for future issuance under the ESPP by an additional 6,175,000 shares. As of September 30, 2024, there have been 610,506 shares issued and 6,389,494 shares reserved for future issuance under the ESPP. The Company paused the ESPP effective as of September 1, 2023, such that the offering periods which would otherwise have begun on September 1, 2023 and March 1, 2024 did not commence. The Company resumed the ESPP effective as of September 1, 2024, such that the offering period commenced on September 1, 2024.

2017 Inducement Equity Plan

In May 2017, the Company's board of directors approved the Esperion Therapeutics, Inc. 2017 Inducement Equity Plan (as amended in November 2019 and August 2023, the "2017 Plan"). The number of shares of Common Stock available for awards under the 2017 Plan is 2,650,000, 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.

Stock Options

The following table summarizes the activity relating to the Company’s options to purchase Common Stock for the nine months ended September 30, 2024:


	Number of Options	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
					(in thousands)
Outstanding at December 31, 2023	3,686,191	$	13.88	7.47	$	584
Granted	2,082,000	$	2.08
Forfeited or expired	(588,724)	$	17.82
Exercised	(1,956)	$	1.62
Outstanding at September 30, 2024	5,177,511	$	8.70	7.69	$	52
Vested and expected to vest at September 30, 2024	5,177,511	$	8.70	7.69	$	52
Exercisable at September 30, 2024	2,399,531	$	15.14	6.21	$	49

Stock-based compensation related to stock options was $1.2 million and $3.2 million, respectively, for the three and nine months ended September 30, 2024, including less than $0.1 million and $0.2 million, respectively, that was capitalized into inventory, and $0.9 million and $2.9 million, respectively, for the three and nine months ended September 30, 2023, including $0.1 million and $0.2 million, respectively, that was capitalized into inventory. As of September 30, 2024, there was $5.8 million of unrecognized stock-based compensation expense related to unvested options, which will be recognized over a weighted-average period of 2.4 years.

Performance-Based Stock Options ("PBSOs")

In 2021, 2022, and 2023 the Company granted PBSOs from the 2013 Plan and the 2022 Plan, 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 performance criteria was met in three months ended March 31, 2024.

The following table summarizes the activity relating to the Company’s PBSOs for the nine months ended September 30, 2024:


	Number of Options	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
					(in thousands)
Outstanding at December 31, 2023	661,850	$	4.97	8.63	$	312
Granted	—	$	—
Forfeited or expired	(13,250)	$	8.94
Exercised	(15,650)	$	1.62
Outstanding at September 30, 2024	632,950	$	4.97	6.60	$	6
Vested and expected to vest at September 30, 2024	632,950	$	4.97	6.60	$	6
Exercisable at September 30, 2024	632,950	$	4.97	6.60	$	6

There was no stock-based compensation related to PBSOs for the three months ended September 30, 2024. Stock-based compensation related to PBSOs for the nine months ended September 30, 2024 was $0.5 million. Stock-based compensation related to PBSOs was and $0.2 million and $0.6 million, respectively, for the three and nine months ended September 30, 2023. As of September 30, 2024, there was no unrecognized stock-based compensation expense related to unvested PBSOs.

Restricted Stock Units ("RSUs")

The following table summarizes the activity relating to the Company’s RSUs for the nine months ended September 30, 2024:


	Number of RSUs	Weighted-Average Fair Value Per Share
Outstanding and unvested December 31, 2023	3,047,888	$	4.69
Granted	3,570,325	$	2.09
Forfeited	(449,588)	$	3.70
Vested	(1,199,517)	$	4.61
Outstanding and unvested September 30, 2024	4,969,108	$	2.93

Stock-based compensation related to RSUs was approximately $1.8 million and $5.3 million, respectively, for the three and nine months ended September 30, 2024, including less than $0.1 million and $0.3 million, respectively, that was capitalized into inventory, and approximately $1.6 million and $4.9 million, respectively, for the three and nine months ended September 30, 2023, including $0.2 million and $0.3 million, respectively, that was capitalized into inventory. As of September 30, 2024, there was $13.7 million of unrecognized stock-based compensation expense related to unvested RSUs, which will be recognized over a weighted-average period of 2.6 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 Common Stock on the date of grant. The performance criteria was met in three months ended March 31, 2024.

The following table summarizes the activity relating to the Company's PBRSUs for the nine months ended September 30, 2024:


	Number of PBRSUs	Weighted-average fair value per share
Outstanding and unvested December 31, 2023	160,275	$	8.94
Granted	—	$	—
Forfeited	(3,900)	$	8.94
Vested	(156,375)	$	8.94
Outstanding and unvested September 30, 2024	—	$	—

There was no stock-based compensation related to PBRSUs for the three months ended September 30, 2024. Stock-based compensation related to the PBRSUs was $0.2 million, for the nine months ended September 30, 2024, including less than $0.1 million that was capitalized into inventory. Stock-based compensation related to PBRSUs was $0.1 million and $0.3 million, respectively, for the three and nine months ended September 30, 2023, including less than $0.1 million and less than $0.1 million, respectively, that was capitalized into inventory. As of September 30, 2024, there was no unrecognized stock-based compensation expense related to unvested PBRSUs.

Fair Value Measurements (Details) - USD ($)	3 Months Ended		9 Months Ended
Fair Value Measurements (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Fair value measurements
Transfer of assets between levels	$ 0	$ 0	$ 0	$ 0
Recurring fair value measurement
Fair value measurements
Total assets at fair value	106,258,000		106,258,000		$ 68,847,000
Recurring fair value measurement \| Money market funds
Fair value measurements
Total assets at fair value	105,855,000		105,855,000		68,445,000
Recurring fair value measurement \| Certificates of deposit
Fair value measurements
Total assets at fair value	403,000		403,000		402,000
Recurring fair value measurement \| Level 1
Fair value measurements
Total assets at fair value	106,258,000		106,258,000		68,847,000
Recurring fair value measurement \| Level 1 \| Money market funds
Fair value measurements
Total assets at fair value	105,855,000		105,855,000		68,445,000
Recurring fair value measurement \| Level 1 \| Certificates of deposit
Fair value measurements
Total assets at fair value	403,000		403,000		402,000
Recurring fair value measurement \| Level 2
Fair value measurements
Total assets at fair value	0		0		0
Recurring fair value measurement \| Level 2 \| Money market funds
Fair value measurements
Total assets at fair value	0		0		0
Recurring fair value measurement \| Level 2 \| Certificates of deposit
Fair value measurements
Total assets at fair value	0		0		0
Recurring fair value measurement \| Level 3
Fair value measurements
Total assets at fair value	0		0		0
Recurring fair value measurement \| Level 3 \| Money market funds
Fair value measurements
Total assets at fair value	0		0		0
Recurring fair value measurement \| Level 3 \| Certificates of deposit
Fair value measurements
Total assets at fair value	$ 0		$ 0		$ 0

Liability Related to the Revenue Interest Purchase Agreement

9 Months Ended

Sep. 30, 2024

On June 26, 2019, the Company entered into a Revenue Interest Purchase Agreement ("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.

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 $350.0 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.

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 $50.0 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.

On June 27, 2024, the Company repurchased Revenue Interests outstanding under the RIPA and satisfied all other Obligations (as defined in the RIPA) owed to the Purchasers and the Purchaser Agent by paying to the Purchaser Agent, for the benefit of the Purchasers, a payment in cash of $343,750,000 (the “Repurchase Consideration”). Following the payment of the Repurchase Consideration, (a) all Revenue Interests were deemed to have been repurchased and all Obligations, debts and liabilities of the Company under the RIPA and the Transaction Documents (as defined in the RIPA) were deemed to have been

paid and satisfied in full, and automatically released, discharged and terminated, and the RIPA and all other Transaction Documents automatically terminated, and all Liens, security interests and pledges in favor of, granted to or held by the Purchaser Agent to secure the Obligations under the Transaction Documents were automatically terminated and released.

In connection with the termination of the RIPA in accordance with ASC 470 Debt, the Company recorded a loss on debt extinguishment of $53.2 million in the loss on extinguishment of debt line item of the Condensed Statement of Operations and Comprehensive Loss for the nine months ended September 30, 2024.

In connection with the termination of the RIPA, as of September 30, 2024, the Company no longer has the liability referred to as the “Revenue interest liability” on the balance sheet. The Company imputed interest expense associated with the liability using the effective interest rate method through the repurchase date of June 27, 2024. 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 varied during the term of the agreement depending on a number of factors, including the level of forecasted net sales. The Company evaluated the interest rate quarterly based on its current net sales forecasts utilizing the prospective method.

The Company recorded approximately $21.6 million in interest expense related to this arrangement for the nine months ended September 30, 2024, and approximately $11.9 million and $34.7 million, respectively, in interest expense related to this arrangement for the three and nine months ended September 30, 2023.

The following table summarizes the revenue interest liability activity during the nine months ended September 30, 2024:


	(in thousands)
Total revenue interest liability at December 31, 2023	$	274,778
Interest expense recognized	21,569
Revenue Interests payments	(5,832)
Repurchase of Revenue Interests	(343,750)
Loss on extinguishment of debt	53,235
Total revenue interest liability at September 30, 2024	$	—

Income Taxes (Details) - USD ($)	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Provision for income taxes
Provision for income taxes	$ 0	$ 0	$ 0	$ 0

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 270
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Subparagraph (i)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482964/270-10-50-1

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (ee)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-32

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 4: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 9
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-9

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.7)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 8
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147483443/250-10-50-8

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 10
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-10

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Subparagraph (h)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482810/280-10-50-22

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(9))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477250/944-220-S99-1

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section 45
-Paragraph 2
-Subparagraph (a)
-SubTopic 20
-Topic 740
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482659/740-20-45-2

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h))
-SubTopic 10
-Topic 235
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

+ Details

Other Accrued Liabilities (Tables)

9 Months Ended

Sep. 30, 2024

Payables and Accruals [Abstract]

Schedule of Other Accrued Liabilities

Other accrued liabilities consist of the following (in thousands):


	September 30, 2024		December 31, 2023
Accrued legal fees	$	301	$9,202
Accrued compensation	11,139		10,769
Accrued professional fees	3,375		2,712
Accrued interest on convertible notes	3,975		1,325
Accrued other	457		990
Total other accrued liabilities	$	19,247	$	24,998

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2024

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 (in thousands):


Description	Total		Level 1		Level 2		Level 3

September 30, 2024
Assets:
Money market funds	$	105,855	$	105,855	$	—	$	—
Certificates of deposit	403		403		—		—

Total assets at fair value	$	106,258	$	106,258	$	—	$	—
December 31, 2023
Assets:
Money market funds	$	68,445	$	68,445	$	—	$	—
Certificates of deposit	402		402		—		—



Total assets at fair value	$	68,847	$	68,847	$	—	$	—

Collaborations with Third Parties	9 Months Ended
Collaborations with Third Parties	Sep. 30, 2024
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, and January 2, 2024 (as amended, the “DSE Agreement”). Pursuant to the DSE Agreement, the Company granted DSE exclusive commercialization rights to bempedoic acid and the bempedoic acid / ezetimibe combination tablet in the European Economic Area, United Kingdom, Turkey, and Switzerland (collectively, the “DSE Territory”). DSE is 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, including in the DSE Territory outside of Turkey. Pursuant to the DSE Agreement, the Company received upfront cash of $150.0 million in 2019 and a $150.0 million cash milestone payment 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. 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 is entitled to receive tiered fifteen percent (15%) to twenty-five percent (25%) royalties on net DSE Territory sales. The DSE 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. On January 2, 2024, the Company entered into the Settlement Agreement with DSE to amicably resolve and dismiss their commercial dispute in the Southern District of New York. Under the Settlement Agreement, DSE has agreed to pay the Company an aggregate of $125.0 million, including (1) a $100.0-million payment within 15 business days of the effective date of the Settlement Agreement and (2) a $25.0-million payment in the calendar quarter immediately following the calendar quarter in which the EMA renders a decision on the application that was filed with the EMA for a Type II(a) variation for the Company’s oral non-statin products marketed as NILEMDO (bempedoic acid) tablets and NUSTENDI (bempedoic acid and ezetimibe) tablets in Europe. Pursuant to the Settlement Agreement, also on January 2, 2024, the Company entered into a 3rd Amendment (the “DSE Amendment”) to the License and Collaboration Agreement dated January 2, 2019 with DSE. The DSE Amendment grants DSE the exclusive rights for clinical development, regulatory activities, manufacture and commercialization of a bempedoic acid/ezetimibe/statin triple combination pill in the DSE Territory. Further, after a transition period, DSE will assume sole responsibility for the manufacture of NILEMDO and NUSTENDI for the DSE Territory. Collaboration Revenue The Company considered the guidance under ASC 606 and concluded that the Settlement Agreement was in the scope of ASC 606. The Company determined that significantly all the upfront payment of $100.0 million from the transaction price received under the Settlement Agreement qualified for revenue recognition as it related to settlement of performance obligations completed under the DSE Agreement, including: 1) the settlement of the disputed milestone, which relates to variable consideration for full satisfied performance obligations, and 2) the developmental rights for the triple combination pill. In May 2024, the Company recognized collaboration revenue for a milestone payment of $25.0 million based on the approval of updated labels for NILEMDO and NUSTENDI by the EMA and received the cash milestone payment in June 2024. In the three and nine months ended September 30, 2024, the Company recognized collaboration revenue of $20.5 million and approximately $178.9 million, respectively, made up of payments pursuant to the Settlement Agreement and EMA approval during the first half of 2024, royalty revenue from DSE and sales of bulk tablets to DSE pursuant to the supply agreement that was executed with DSE. In the three and nine months ended September 30, 2023, the Company recognized collaboration revenue of approximately $13.4 million and $25.8 million, respectively, related to royalty revenue from DSE from the sales of NILEMDO and NUSTENDI 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 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 (the "Otsuka Territory"). 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 Otsuka 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 $20.0 million upon first JNDA submissions in the Otsuka Territory, up to $70.0 million upon the first NHI Price Listing (as defined in the Otsuka Agreement) for NEXLETOL in the Otsuka Territory, and following Regulatory Approval and NHI Price Listing, up to $50.0 million upon the achievement of the primary major adverse cardiovascular events (“MACE”) endpoint in the CLEAR Outcomes study and the CV risk reduction rate 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 is entitled to receive tiered fifteen percent (15%) to thirty percent (30%) royalties on net sales in Japan. Collaboration Revenue The Company considered the guidance under ASC 606 and concluded that the agreement was in the scope of ASC 606. In the three and nine months ended September 30, 2024, the Company recognized collaboration revenue of less than $0.1 million and approximately $0.1 million, respectively, related to sales of bulk tablets to Otsuka pursuant to the supply agreement that was executed with Otsuka. In the three and nine months ended September 30, 2023, the Company recognized $0.1 million in collaboration revenue related to sales of bulk tablets to Otsuka pursuant to the Otsuka 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 In April 2021, the Company entered into a license and collaboration agreement with Daiichi Sankyo Co. Ltd (the "DS Agreement"). Pursuant to the DS Agreement, the Company granted DS exclusive rights to develop and commercialize bempedoic acid and the bempedoic acid / ezetimibe combination tablet in South Korea, Taiwan, Hong Kong, Thailand, Vietnam, Brazil, Macao, Cambodia and Myanmar (collectively, the "DS Territory"). The DS 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 DS Agreement, the consideration consists of a $30.0 million upfront cash payment that is non-refundable, non-reimbursable and non-creditable. The Company is also eligible to receive additional one-time payments of up to $175.0 million if certain commercial milestones are achieved by DS. Also, the Company is entitled to receive tiered royalties of five percent (5%) to twenty percent (20%) of net sales in the DS Territory. Pursuant to the Settlement Agreement, on January 2, 2024, the Company entered into the 1st Amendment (the “DS Amendment”) to the License and Collaboration Agreement with DS. The DS Amendment grants DS exclusive rights for clinical development, regulatory activities, manufacture and commercialization of a bempedoic acid/ezetimibe/statin triple combination pill in the DS Territory. Further, after a transition period, DS will assume sole responsibility for the manufacture of NILEMDO and NUSTENDI for the DS Territory. Collaboration Revenue The Company considered the guidance under ASC 606 and concluded that the 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 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. Aside from that discussed in the "DSE Agreement Terms" section above, the Company recognized less than $0.1 million of collaboration revenue in the three and nine months ended September 30, 2024 related to royalty revenue from DS. The Company recognized $0.2 million and $0.6 million, respectively, of collaboration revenue related to the ongoing regulatory and development activities for the three and nine months ended September 30, 2023. 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.

Sale of Future Royalties - Narrative (Details)	9 Months Ended
Sale of Future Royalties - Narrative (Details)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Jun. 27, 2024 USD ($) Rate
Debt Instrument [Line Items]
Payment of royalty sale liability issuance costs	$ 9,626,000	$ 0
Sale of Future Royalties
Debt Instrument [Line Items]
Consideration received			$ 304,656,180
Payment of royalty sale liability issuance costs	9,600,000
Percent acquired			100.00%
Threshold ratio of purchase price \| Rate			1.700
Aggregate principal amount			$ 517,915,506
Interests reverted to company			100.00%
Repayment amount expected to pay in next twelve months	$ 38,400,000
Effective annual imputed interest rate	1.40%

Summary of Significant Accounting Policies (Details) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) customer revenue_source	Sep. 30, 2023 USD ($)	Dec. 31, 2023 customer
Summary of Significant Accounting Policies
Number of revenue sources \| revenue_source			2
Total Revenues	$ 51,632	$ 33,969	$ 263,201	$ 84,084
Product sales, net
Summary of Significant Accounting Policies
Total Revenues	$ 31,106	$ 20,251	$ 84,164	$ 57,575
Trade Receivables \| Customer Concentration Risk
Summary of Significant Accounting Policies
Number of customers \| customer			11		11
Revenue Benchmark \| Accounts Receivable Risks \| Three Largest Customers
Summary of Significant Accounting Policies
Concentration risk			98.00%		96.00%
Revenue Benchmark \| Product Concentration Risk \| Three Largest Customers
Summary of Significant Accounting Policies
Concentration risk			98.00%	95.00%

Liability Related to the Revenue Interest Purchase Agreement - Narrative (Details) - USD ($)						1 Months Ended	3 Months Ended		9 Months Ended
	Jun. 27, 2024	Nov. 23, 2022	May 16, 2021	Apr. 26, 2021	Jun. 26, 2019	Mar. 31, 2020	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2021
Investments
One time partial call		$ 50,000,000
Loss on extinguishment of debt							$ 0	$ 0	$ 53,235,000	$ 0
Interest expense recognized							$ 15,082,000	14,995,000	42,829,000	43,919,000
Revenue Interest Purchase Agreement (RIPA)
Investments
Repurchase consideration	$ 343,750,000								343,750,000
Interest expense recognized								$ 11,900,000	$ 21,600,000	$ 34,700,000
Revenue Interest Purchase Agreement (RIPA) \| Oberland
Investments
Gross proceeds from revenue interest liability					$ 125,000,000.0
Total amount of subsequent installment, subject to RIPA terms and conditions					75,000,000.0
Amount of subsequent installment, subject to regulatory approval					25,000,000.0
Amount of subsequent installment, subject to achievement of sales threshold					50,000,000.0
Milestone amount for worldwide sales to receive the third payment					$ 100,000,000.0
Consecutive number of months sales must be at or above milestone amount					6 months
Proceeds from Revenue Interest Purchase Agreement				$ 50,000,000		$ 25,000,000.0
Revenue interest rate which will take effect if annual net sales equals or exceeds the sales threshold by December 31, 2024					2.50%
Initial revenue interest rate					7.50%
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 increase in royalty rate upon drawdown of third payment					33.33%
Minimum amount of annual net sales to qualify for reduced revenue interest rate by December 31, 2021					$ 350,000,000
Percentage of revenue interests payment on which agreement terminates					195.00%
Trailing number of months sales must be at or above milestone amount				6 months
Cumulative purchaser payment adjustment		$ 177,777,778
RIPA Amendment \| Oberland
Investments
Revenue interest rate which will take effect if annual net sales equals or exceeds the sales threshold by December 31, 2024				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%
Minimum amount of annual net sales to qualify for reduced revenue interest rate by December 31, 2024, contingent on 100% invested capital received				$ 350,000,000
Percentage of revenue interest payments 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
Investments
Specified net revenue			$ 15,000,000
Company deposit value in blocked account			$ 50,000,000
Restricted cash											$ 50,000,000

Liability Related to the Revenue Interest Purchase Agreement (Tables)

9 Months Ended

Sep. 30, 2024

Summary of Revenue Interest Liability Activity During the Period

The following table summarizes the revenue interest liability activity during the nine months ended September 30, 2024:


	(in thousands)
Total revenue interest liability at December 31, 2023	$	274,778
Interest expense recognized	21,569
Revenue Interests payments	(5,832)
Repurchase of Revenue Interests	(343,750)
Loss on extinguishment of debt	53,235
Total revenue interest liability at September 30, 2024	$	—

Investments

9 Months Ended

Sep. 30, 2024

Investments, Debt and Equity Securities [Abstract]

Investments

The following table summarizes the Company’s cash equivalents (in thousands):


	September 30, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Cash equivalents:
Money market funds	$	105,855	$	—	$	—	$	105,855
Certificates of deposit	403		—		—		403


Total	$	106,258	$	—	$	—	$	106,258


	December 31, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Cash equivalents:
Money market funds	$	68,445	$	—	$	—	$	68,445


Certificates of deposit	402		—		—		402




Total	$	68,847	$	—	$	—	$	68,847

During the three and nine months ended September 30, 2024, other income, net in the statements of operations includes interest income on cash equivalents of $1.6 million and $6.4 million, respectively. During the three and nine months ended September 30, 2023, other income, net in the statements of operations includes interest income on cash equivalents and investments of $1.2 million and $3.5 million, respectively. During the three and nine months ended September 30, 2024, there was no accretion of premiums and discounts on investments. During the three months ended September 30, 2023, there was no accretion of premiums and discounts on investments. During the nine months ended September 30, 2023, other income, net in the statements of operations includes $0.4 million of accretion of premiums and discounts on investments.

There were no unrealized gains or losses on investments reclassified from accumulated other comprehensive income (loss) to other income in the statements of operations during the three and nine months ended September 30, 2024 and 2023.

In the three and nine months ended September 30, 2024 and 2023, there were no allowances for credit losses and all unrealized gains (losses) for available-for-sale securities were recognized in accumulated other comprehensive income (loss). As of September 30, 2024, the Company had no accrued interest receivables.

Stock Compensation (Tables)

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Summary of Activity Relating to the Company's Options and Performance-Based Options to Purchase Common Stock

The following table summarizes the activity relating to the Company’s options to purchase Common Stock for the nine months ended September 30, 2024:


	Number of Options	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
					(in thousands)
Outstanding at December 31, 2023	3,686,191	$	13.88	7.47	$	584
Granted	2,082,000	$	2.08
Forfeited or expired	(588,724)	$	17.82
Exercised	(1,956)	$	1.62
Outstanding at September 30, 2024	5,177,511	$	8.70	7.69	$	52
Vested and expected to vest at September 30, 2024	5,177,511	$	8.70	7.69	$	52
Exercisable at September 30, 2024	2,399,531	$	15.14	6.21	$	49

The following table summarizes the activity relating to the Company’s PBSOs for the nine months ended September 30, 2024:


	Number of Options	Weighted-Average Exercise Price Per Share		Weighted-Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
					(in thousands)
Outstanding at December 31, 2023	661,850	$	4.97	8.63	$	312
Granted	—	$	—
Forfeited or expired	(13,250)	$	8.94
Exercised	(15,650)	$	1.62
Outstanding at September 30, 2024	632,950	$	4.97	6.60	$	6
Vested and expected to vest at September 30, 2024	632,950	$	4.97	6.60	$	6
Exercisable at September 30, 2024	632,950	$	4.97	6.60	$	6

Summary of Activity Relating to the Company's RSUs

The following table summarizes the activity relating to the Company’s RSUs for the nine months ended September 30, 2024:


	Number of RSUs	Weighted-Average Fair Value Per Share
Outstanding and unvested December 31, 2023	3,047,888	$	4.69
Granted	3,570,325	$	2.09
Forfeited	(449,588)	$	3.70
Vested	(1,199,517)	$	4.61
Outstanding and unvested September 30, 2024	4,969,108	$	2.93

Summary of Activity Relating to the Company's PBRSU's

The following table summarizes the activity relating to the Company's PBRSUs for the nine months ended September 30, 2024:


	Number of PBRSUs	Weighted-average fair value per share
Outstanding and unvested December 31, 2023	160,275	$	8.94
Granted	—	$	—
Forfeited	(3,900)	$	8.94
Vested	(156,375)	$	8.94
Outstanding and unvested September 30, 2024	—	$	—

Stock Compensation - Additional Information (Details) - USD ($)	1 Months Ended		3 Months Ended		9 Months Ended
	May 31, 2024	Apr. 30, 2020	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Aug. 31, 2023	Jun. 30, 2023	May 31, 2022
Stock Option And Incentive Plan 2022
Stock compensation
Number of commons stock shares available for issuance (in shares)	16,900,000							10,650,000	4,400,000
Inducement Equity Plan 2017
Stock compensation
Number of commons stock shares available for issuance (in shares)							2,650,000
ESPP
Stock compensation
Maximum annual contributions per employee, as a percentage of base salary		10.00%
Amount of maximum annual contributions per employee		$ 25,000
Purchase discount		15.00%
Duration of offering periods		6 months
Stock-based compensation expense			$ 100,000	$ 100,000	$ 100,000	$ 300,000
Increase in number of shares of common stock reserved for future issuance (in shares)	6,175,000
Shares issued (in shares)					610,506
Shares reserved for future issuance (in shares)			6,389,494		6,389,494
Common shares under option
Stock compensation
Stock-based compensation expense			$ 1,200,000	900,000	$ 3,200,000	2,900,000
Stock-based compensation capitalized into inventory			100,000	100,000	200,000	200,000
Unrecognized stock-based compensation expense, options			5,800,000		$ 5,800,000
Weighted-average period over which remaining unrecognized compensation cost will be recognized					2 years 4 months 24 days
Common shares under PBSOs
Stock compensation
Stock-based compensation expense			0	200,000	$ 500,000	600,000
Unrecognized stock-based compensation expense, options			0		0
RSUs
Stock compensation
Stock-based compensation expense			1,800,000	1,600,000	5,300,000	4,900,000
Stock-based compensation capitalized into inventory			100,000	200,000	300,000	300,000
Unrecognized stock-based compensation expense, options			13,700,000		$ 13,700,000
Weighted-average period over which remaining unrecognized compensation cost will be recognized					2 years 7 months 6 days
Unvested PBRSUs
Stock compensation
Stock-based compensation expense				100,000	$ 200,000	300,000
Stock-based compensation capitalized into inventory				$ 100,000	100,000	$ 100,000
Unrecognized stock-based compensation expense, RSUs			$ 0		$ 0

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net income (loss)	$ (29,524)	$ (61,925)	$ 61,022	$ (41,250)	$ (49,935)	$ (61,719)	$ (30,427)	$ (152,904)

- Definition

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

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 250
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-Name Accounting Standards Codification
-Section 50
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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Reference 15: http://www.xbrl.org/2003/role/disclosureRef
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Reference 16: http://www.xbrl.org/2003/role/disclosureRef
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Reference 17: http://www.xbrl.org/2003/role/exampleRef
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Reference 18: http://www.xbrl.org/2003/role/disclosureRef
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Reference 19: http://www.xbrl.org/2003/role/disclosureRef
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Reference 22: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Condensed Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, authorized (in shares)	5,000,000	5,000,000
Preferred stock, issued (in shares)	0	0
Preferred stock, outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	480,000,000	480,000,000
Common stock, issued (in shares)	197,434,696	120,204,513
Treasury stock (in shares)	1,994,198	1,994,198

Stock Compensation - RSUs (Details) - RSUs	9 Months Ended
Stock Compensation - RSUs (Details) - RSUs	Sep. 30, 2024 $ / shares shares
Number of RSUs
Outstanding and unvested at the beginning of period (in shares) \| shares	3,047,888
Granted (in shares) \| shares	3,570,325
Forfeited (in shares) \| shares	(449,588)
Vested (in shares) \| shares	(1,199,517)
Outstanding and unvested at the ending of period (in shares) \| shares	4,969,108
Weighted-Average Fair Value Per Share
Outstanding and unvested at the beginning of period (in dollars per share) \| $ / shares	$ 4.69
Granted (in dollars per share) \| $ / shares	2.09
Forfeited (in dollars per share) \| $ / shares	3.70
Vested (in dollars per share) \| $ / shares	4.61
Outstanding and unvested at the at the end of the period (in dollars per share) \| $ / shares	$ 2.93

Condensed Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenues:
Total Revenues	$ 51,632	$ 33,969	$ 263,201	$ 84,084
Operating expenses:
Cost of goods sold	17,286	13,377	42,970	31,815
Research and development	10,397	14,885	35,261	68,365
Selling, general and administrative	39,975	33,240	126,148	97,100
Total operating expenses	67,658	61,502	204,379	197,280
Income (loss) from operations	(16,026)	(27,533)	58,822	(113,196)
Interest expense	(15,082)	(14,995)	(42,829)	(43,919)
Loss on extinguishment of debt	0	0	(53,235)	0
Other income, net	1,584	1,278	6,815	4,211
Net loss	$ (29,524)	$ (41,250)	$ (30,427)	$ (152,904)
Net loss per common share - basic (in dollars per share)	$ (0.15)	$ (0.37)	$ (0.17)	$ (1.53)
Net loss per common share - diluted (in dollars per share)	$ (0.15)	$ (0.37)	$ (0.17)	$ (1.53)
Weighted-average shares outstanding - basic (in shares)	194,930,830	111,869,478	184,366,434	99,973,647
Weighted-average shares outstanding - diluted (in shares)	194,930,830	111,869,478	184,366,434	99,973,647
Other comprehensive income (loss):
Unrealized gain on investments	$ 0	$ 0	$ 0	$ 2
Comprehensive loss	(29,524)	(41,250)	(30,427)	(152,902)
Product sales, net
Revenues:
Total Revenues	31,106	20,251	84,164	57,575
Collaboration revenue
Revenues:
Total Revenues	$ 20,526	$ 13,718	$ 179,037	$ 26,509

Other Accrued Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Payables and Accruals [Abstract]
Accrued legal fees	$ 301	$ 9,202
Accrued compensation	11,139	10,769
Accrued professional fees	3,375	2,712
Accrued interest on convertible notes	3,975	1,325
Accrued other	457	990
Total other accrued liabilities	$ 19,247	$ 24,998

Stockholders' Deficit (Tables)

9 Months Ended

Sep. 30, 2024

Equity [Abstract]

Summary of Warrants and Pre-funded Warrants Outstanding

The following table summarizes the warrants outstanding for the Company as of September 30, 2024 and December 31, 2023:


	September 30, 2024	December 31, 2023	Weighted average exercise price
Warrants outstanding from Warrant Amendment Agreements, expiring September 22, 2026	6,071,429	9,024,212	$	1.55
Warrants outstanding from Purchase Agreement, expiring September 22, 2026	20,000,000	27,320,000	$	1.55
Total warrants outstanding	26,071,429	36,344,212

Inventories, net (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Raw materials	$ 71,379	$ 61,890
Work in process	4,695	1,728
Finished goods	4,028	2,005
Total Inventory	$ 80,102	$ 65,623

Stock Compensation - PBSOs (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Number of Options
Outstanding at the beginning of period (in shares)	3,686,191
Granted (in shares)	2,082,000
Forfeited or expired (in shares)	(588,724)
Exercised (in shares)	(1,956)
Outstanding at the end of the period (in shares)	5,177,511	3,686,191
Vested and expected to vest (in shares)	5,177,511
Exercisable (in shares)	2,399,531
Weighted-Average Exercise Price Per Share
Outstanding at the beginning of period (in dollars per share)	$ 13.88
Granted (in dollars per share)	2.08
Forfeited or expired (in dollars per share)	17.82
Exercised (in dollars per share)	1.62
Outstanding at the end of the period (in dollars per share)	8.70	$ 13.88
Vested and expected to vest (in dollars per share)	8.70
Exercisable (in dollars per share)	$ 15.14
Weighted-Average Remaining Contractual Term (Years)
Outstanding	7 years 8 months 8 days	7 years 5 months 19 days
Vested and expected to vest	7 years 8 months 8 days
Exercisable	6 years 2 months 15 days
Aggregate Intrinsic Value
Outstanding	$ 52	$ 584
Vested and expected to vest	52
Exercisable	$ 49
Common shares under PBSOs
Number of Options
Outstanding at the beginning of period (in shares)	661,850
Granted (in shares)	0
Forfeited or expired (in shares)	(13,250)
Exercised (in shares)	(15,650)
Outstanding at the end of the period (in shares)	632,950	661,850
Vested and expected to vest (in shares)	632,950
Exercisable (in shares)	632,950
Weighted-Average Exercise Price Per Share
Outstanding at the beginning of period (in dollars per share)	$ 4.97
Granted (in dollars per share)	0
Forfeited or expired (in dollars per share)	8.94
Exercised (in dollars per share)	1.62
Outstanding at the end of the period (in dollars per share)	4.97	$ 4.97
Vested and expected to vest (in dollars per share)	4.97
Exercisable (in dollars per share)	$ 4.97
Weighted-Average Remaining Contractual Term (Years)
Outstanding	6 years 7 months 6 days	8 years 7 months 17 days
Vested and expected to vest	6 years 7 months 6 days
Exercisable	6 years 7 months 6 days
Aggregate Intrinsic Value
Outstanding	$ 6	$ 312
Vested and expected to vest	6
Exercisable	$ 6

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2024	Nov. 01, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
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, par value $0.001 per share
Trading Symbol	ESPR
Security Exchange Name	NASDAQ
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
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		197,035,171
Entity Central Index Key	0001434868
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false

Stockholders' Deficit

9 Months Ended

Sep. 30, 2024

Equity [Abstract]

Stockholders' Deficit

Underwriting Agreement

On January 18, 2024, the Company entered into the Underwriting Agreement with Jefferies, as representative of the Underwriters, related to the January 2024 Offering of 56,700,000 shares of Common Stock of the Company, at a purchase price to the public of $1.50 per share. The Underwriters were also granted a 30-day option to purchase up to an additional 8,505,000 shares of Common Stock, at the public offering price. On January 19, 2024, Jefferies gave notice to the Company of its election to exercise the option to purchase additional shares, in full. Giving effect to the exercise of Underwriters' option, the January 2024 Offering closed on January 23, 2024, with proceeds to the Company of approximately $90.7 million, after deducting the underwriting discount and estimated offering expenses of $7.1 million.

ATM Offering

On February 21, 2023, the Company 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 shares of Common Stock from time to time in “at-the-market” offerings (the "2023 ATM Program"), pursuant to its existing Form S-3 and the prospectus supplement 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 Common Stock and general market conditions. During the three and nine months ended September 30, 2024, the Company issued 378,902 shares of common stock resulting in net proceeds of approximately $0.5 million after deducting approximately $0.2 million of commissions and expense reimbursement payable to sales agent and other expenses, pursuant to the 2023 ATM Program. During the three months ended September 30, 2023, the Company did not issue shares pursuant to the 2023 ATM Program. During the nine months ended September 30, 2023, the Company issued 3,312,908 shares of common stock resulting in net proceeds of approximately $4.4 million after deducting $0.4 million of commissions and expense reimbursement payable to sales agent other expenses, pursuant to the 2023 ATM Program.

Warrants

In connection with an underwriting agreement with H.C. Wainwright & Co., LLC ("Wainwright") on December 2, 2021, the Company issued warrants to purchase 36,964,286 shares of Common Stock at an exercise price of $9.00 and an expiration date of 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 December 2021 Offering and the warrants. On December 7, 2023, 27,940,074 of these warrants expired. The remaining 9,024,212 warrants were amended as described below.

Registered Direct Offering and Warrant Amendment

On March 19, 2023, the Company entered into a Purchase Agreement with the Purchasers pursuant to which the Company agreed to issue and sell, in a Registered Direct Offering, 12,205,000 shares of Common Stock, Pre-Funded Warrants to purchase up to an aggregate of 20,965,747 shares of Common Stock in lieu of shares of Common Stock, and Warrants to purchase up to 33,170,747 shares of Common Stock. The combined purchase price of each share of Common Stock and accompanying Warrant is $1.675 per share. The Warrants expire on September 22, 2026 and have an exercise price of $1.55. The purchase price of each Pre-Funded Warrant is $1.674 (equal to the combined purchase price per share of Common Stock and accompanying Warrant, minus $0.001). The Purchase Agreement contains customary representations, warranties, covenants and indemnification rights and obligations of the Company and the Purchasers. The Registered Direct Offering closed on March 22, 2023. The warrants and pre-funded warrants were recorded at fair value of $22.8 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 Registered Direct Offering and the warrants and pre-funded 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 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. The Company estimated the fair value of the pre-funded warrants based on the market price of Common Stock at issuance.

In connection with the Registered Direct Offering, the Company amended, pursuant to Warrant Amendment Agreements, certain existing warrants to purchase up to an aggregate of 9,024,212 shares of Common Stock that were previously issued in December 2021 at an exercise price of $9.00 per share and had an expiration date of December 7, 2023, effective upon the

closing of the Registered Direct Offering, such that the amended warrants have a reduced exercise price of $1.55 per share and expire three and one half years following the closing of the Registered Direct Offering, or September 22, 2026, for additional consideration of $0.125 per amended warrant. Based on the change in the fair value of the amended warrants, the Company recorded issuance costs to additional paid-in capital of $2.9 million.

The Company received gross proceeds of approximately $55.5 million from the Registered Direct Offering, before deducting placement agent fees and related offering expenses. The net proceeds to the Company from the Registered Direct Offering, after deducting the placement agent fees and expenses and the Company’s estimated offering expenses of $4.2 million, were approximately $51.3 million. In addition, the Company received approximately $1.2 million as the gross consideration in connection with the Warrant Amendment Agreements. The net proceeds of the Warrant Amendment Agreements after deducting placement fees of $0.1 million were approximately $1.1 million.

As of September 30, 2024, no pre-funded warrants were outstanding. During the three months ended September 30, 2024, no warrants were exercised. During the nine months ended September 30, 2024, 10,272,783 warrants were exercised. During the three and nine months ended September 30, 2023, 10,867,000 and 20,965,747 shares of pre-funded warrants were exercised. The following table summarizes the warrants outstanding for the Company as of September 30, 2024 and December 31, 2023:


	September 30, 2024	December 31, 2023	Weighted average exercise price
Warrants outstanding from Warrant Amendment Agreements, expiring September 22, 2026	6,071,429	9,024,212	$	1.55
Warrants outstanding from Purchase Agreement, expiring September 22, 2026	20,000,000	27,320,000	$	1.55
Total warrants outstanding	26,071,429	36,344,212

- Definition

The entire disclosure for equity.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Convertible Notes	9 Months Ended
Convertible Notes	Sep. 30, 2024
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") of $8.9 million. 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 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 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 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 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. 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 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 Common Stock being exchanged. As of September 30, 2024, the principal amount of convertible notes was $265.0 million, and the unamortized debt discount and issuance costs were $2.1 million, for a net carrying amount of $262.9 million. The Company recorded approximately $3.0 million and $9.2 million, respectively, of interest expense during the three and nine months ended September 30, 2024, and $3.1 million and $9.2 million, respectively, of interest expense during the three and nine months ended September 30, 2023, relating to the cash interest on the convertible notes due semi-annually and amortization of the debt issuance costs. As of September 30, 2024, no Convertible Notes were convertible pursuant to their terms. The estimated fair value of the Convertible Notes was $252.4 million as of September 30, 2024 and $155.9 million as of December 31, 2023. The estimated fair value of the Convertible Notes was determined through consideration of quoted market prices. As of September 30, 2024, 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 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 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 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 September 30, 2024 and December 31, 2023, 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 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 September 30, 2024, 448,698 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.

+ References

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+ Details

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Net Loss Per Common Share (Details) - shares	9 Months Ended
Net Loss Per Common Share (Details) - shares	Sep. 30, 2024	Sep. 30, 2023
Net (Loss) Income Per Common Share
Total potential dilutive shares (in shares)	44,897,299	85,867,716
Common shares under option
Net (Loss) Income Per Common Share
Total potential dilutive shares (in shares)	5,177,511	3,706,191
Common shares under PBSOs
Net (Loss) Income Per Common Share
Total potential dilutive shares (in shares)	632,950	661,850
Unvested RSUs
Net (Loss) Income Per Common Share
Total potential dilutive shares (in shares)	4,969,108	3,182,857
Unvested PBRSUs
Net (Loss) Income Per Common Share
Total potential dilutive shares (in shares)	0	174,775
Shares issuable related to the ESPP
Net (Loss) Income Per Common Share
Total potential dilutive shares (in shares)	39,291	0
Shares issuable upon conversion of convertible notes
Net (Loss) Income Per Common Share
Total potential dilutive shares (in shares)	8,007,010	8,007,010
Warrants
Net (Loss) Income Per Common Share
Total potential dilutive shares (in shares)	26,071,429	70,135,033

The Company and Basis of Presentation	9 Months Ended
The Company and Basis of Presentation	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Company and Basis of Presentation	The Company and Basis of Presentation The Company Esperion Therapeutics, Inc. ("the Company” or "Esperion") is a commercial stage biopharmaceutical company currently focused on bringing new medicines to patients that address unmet medical needs. The Company has developed and is commercializing U.S. Food and Drug Administration (“FDA”) approved oral, once-daily, non-statin medicines for patients who are at risk for cardiovascular disease and are struggling with elevated low density lipoprotein cholesterol ("LDL-C"). Through commercial execution, international partnerships and collaborations and advancement of its pre-clinical pipeline, the Company continues to evolve into a leading global biopharmaceutical company. The Company's lead products, NEXLETOL® (bempedoic acid) tablets and NEXLIZET® (bempedoic acid and ezetimibe) tablets, are oral, once-daily, non-statin medicines indicated to reduce the risk of myocardial infarction and coronary revascularization in adults who are unable to take recommended statin therapy (including those not taking a statin) with established cardiovascular disease ("CVD"), or at high risk for a CVD event but without established CVD, and to reduce LDL-C in adults with primary hyperlipidemia. The Company's products were approved by the FDA, European Medicines Agency ("EMA") and Swiss Agency for Therapeutic Products ("Swissmedic") in 2020. The FDA approved expanded indications for NEXLETOL and NEXLIZET tablets in March 2024. The EMA approved expanded indications for NILEMDO® (bempedoic acid) tablets and NUSTENDI® (bempedoic acid and ezetimibe) tablets in May 2024. In addition, Otsuka Pharmaceutical Co., Ltd ("Otsuka"), Esperion’s Japanese collaborator, announced that the primary endpoint of LDL-C reduction from baseline at Week 12 was achieved with statistical significance in the Phase 3 clinical trial in Japan for bempedoic acid as a treatment for hypercholesterolemia. Otsuka plans to file a New Drug Application ("NDA") in Japan by the end of 2024, with expected approval and National Health Insurance ("NHI") pricing in 2025. The Company plans to file supplemental New Drug Applications for product approvals in Canada in the fourth quarter of 2024 and in Australia and Israel in the first half of 2025. The Company 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 CVD or are at high risk for CVD. The Company initiated the CLEAR Outcomes CVOT in December 2016 and fully enrolled the study with nearly 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. The study showed that bempedoic acid demonstrated significant cardiovascular risk reductions and significantly reduced the risk of heart attack and coronary revascularization as compared to placebo. These results were seen in a broad population of primary and secondary prevention patients who are unable to maximize or tolerate a statin. The proportions of patients experiencing adverse events and serious adverse events were similar between the active and placebo treatment groups. Bempedoic acid, contained in NEXLETOL (bempedoic acid) tablets and NEXLIZET (bempedoic acid and ezetimibe) tablets, became the first LDL-C lowering therapy since statins proven to lower hard ischemic events, not only in those with atherosclerotic cardiovascular disease ("ASCVD") but also in the large number of primary prevention patients for whom limited therapies exist. On January 2, 2024, the Company entered into a settlement agreement with Daiichi Sankyo Europe GmbH ("DSE") to amicably resolve and dismiss the commercial dispute then pending in the Southern District of New York ("Settlement Agreement"). Under the Settlement Agreement, DSE agreed to pay the Company an aggregate of $125.0 million, including (1) a $100.0-million payment within 15 business days of the effective date of the Settlement Agreement and (2) a $25.0-million payment received in the second quarter of 2024 after the EMA rendered a decision on the application that was filed with the EMA for a Type II(a) variation for the Company's oral non-statin products marketed as NILEMDO tablets and NUSTENDI tablets in Europe. The legal action pending in the United States District Court for the Southern District of New York has now been dismissed. Refer to Note 3 "Collaborations with Third Parties" and Note 5 "Commitments and Contingencies" for further information. On January 18, 2024, the Company entered into an Underwriting Agreement (the "Underwriting Agreement") with Jefferies LLC ("Jefferies"), as representative of several underwriters (the "Underwriters"), related to an underwritten public offering (the "January 2024 Offering") of 56,700,000 shares of Common Stock of the Company, par value $0.001 per share, at a purchase price to the public of $1.50 per share. The Underwriters were also granted a 30-day option to purchase up to an additional 8,505,000 shares of Common Stock, at the public offering price. On January 19, 2024, Jefferies gave notice to the Company of its election to exercise the option to purchase additional shares, in full. Giving effect to the exercise of Underwriters' option, the January Offering closed on January 23, 2024, with proceeds to the Company of approximately $90.7 million, after deducting the underwriting discount and estimated offering expenses of $7.1 million. On March 22, 2024, the Company announced that the FDA approved new label expansions for NEXLETOL and NEXLIZET based on positive CLEAR Outcomes data that include indications for cardiovascular risk reduction and expanded LDL-C lowering in both primary and secondary prevention patients. In addition, the enhanced labels support the use of NEXLETOL and NEXLIZET either alone or in combination with statins. They also include new indications for primary hyperlipidemia, alone or in combination with a statin, and are now the only LDL-C lowering non-statin drugs indicated for primary prevention patients. On May 22, 2024, the Company announced that the European Commission ("EC") approved the label update of both NILEMDO and NUSTENDI as treatments for hypercholesterolemia and to reduce the risk of adverse cardiovascular events. The EC’s decisions to update the labels of bempedoic acid and the bempedoic acid / ezetimibe fixed dose combination are based on the positive CLEAR Outcomes trial results and makes them the first and only LDL-C lowering treatments indicated for primary and secondary prevention of cardiovascular events. NILEMDO and NUSTENDI are approved to reduce cardiovascular risk in patients with or at high risk for atherosclerotic cardiovascular disease. On June 27, 2024, the Company entered into a Royalty Purchase Agreement (the “Purchase Agreement”) with OCM IP Healthcare Portfolio LP (“OMERS”), a limited partnership formed under the laws of the Province of Ontario, Canada (the “Purchaser”). Pursuant to the Purchase Agreement, the Company sold to the Purchaser, and the Purchaser purchased for $304,656,180, a portion of the royalties payable on net sales of Bempedoic Acid (as defined in the License and Collaboration Agreement) and any other Licensed Products (as defined in the License and Collaboration Agreement) in the DSE Territory (as defined in the License and Collaboration Agreement) pursuant to the License and Collaboration Agreement dated January 2, 2019, between Daiichi Sankyo Europe GMBH and the Company, as amended (the “License and Collaboration Agreement” and such royalties being the “Royalty Interests”). The Purchaser acquired 100% of the Royalty Interests until such time as the Purchaser has received an aggregate amount equal to 1.700x of the Purchase Price (equivalent to $517,915,506). Following receipt of such amount, 100% of all Royalty Interests will revert to the Company. The Purchase Agreement contains other customary terms and conditions, including representations and warranties, covenants and indemnification obligations in favor of each party. Refer to Note 9 "Sale of Future Royalties" for further information. On June 27, 2024, the Company repurchased Revenue Interests outstanding under the Revenue Interest Purchase Agreement (the “RIPA”), dated effective as of June 26, 2019, as amended, by and among the Company, the purchasers party thereto (the “Purchasers”), and Eiger III SA LLC ("Oberland"), as the collateral agent and administrative agent (the “Purchaser Agent”), and satisfied all other Obligations (as defined in the RIPA) owed to the Purchasers and the Purchaser Agent by paying to the Purchaser Agent, for the benefit of the Purchasers, a payment in cash of $343,750,000 (the “Repurchase Consideration”). Following the payment of the Repurchase Consideration, (a) all Revenue Interests were deemed to have been repurchased and all Obligations, debts and liabilities of the Company under the RIPA and the Transaction Documents (as defined in the RIPA) were deemed to have been paid and satisfied in full, and automatically released, discharged and terminated, and the RIPA and all other Transaction Documents automatically terminated, and all liens, security interests and pledges in favor of, granted to or held by the Purchaser Agent to secure the Obligations under the Transaction Documents were automatically terminated and released. Refer to Note 8 "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. While management believes current cash resources and future cash received from the Company's net product sales and collaboration agreements with DSE, 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, debt financings, royalty-based financings, and 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 condensed interim financial statements are unaudited and were prepared by the Company in accordance with generally accepted accounting principles in the United States of America (“GAAP”). In the opinion of management, the Company has made all adjustments, which include only normal recurring adjustments necessary for a fair presentation of the Company’s financial position and results of operations for the interim periods presented. Certain information and disclosures normally included in the annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, have been condensed or omitted. These condensed interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2023, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023. The results of operations for the interim periods are not necessarily indicative of the results to be expected for a full year, any other interim periods or any future year or period.

Stock Compensation - Schedule of Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Number of Options
Outstanding at the beginning of period (in shares)	3,686,191
Granted (in shares)	2,082,000
Forfeited or expired (in shares)	(588,724)
Exercised (in shares)	(1,956)
Outstanding at the end of the period (in shares)	5,177,511	3,686,191
Vested and expected to vest (in shares)	5,177,511
Exercisable (in shares)	2,399,531
Weighted-Average Exercise Price Per Share
Outstanding at the beginning of period (in dollars per share)	$ 13.88
Granted (in dollars per share)	2.08
Forfeited or expired (in dollars per share)	17.82
Exercised (in dollars per share)	1.62
Outstanding at the end of the period (in dollars per share)	8.70	$ 13.88
Vested and expected to vest (in dollars per share)	8.70
Exercisable (in dollars per share)	$ 15.14
Weighted-Average Remaining Contractual Term (Years)
Outstanding	7 years 8 months 8 days	7 years 5 months 19 days
Vested and expected to vest	7 years 8 months 8 days
Exercisable	6 years 2 months 15 days
Aggregate Intrinsic Value
Outstanding	$ 52	$ 584
Vested and expected to vest	52
Exercisable	$ 49

Sale of Future Royalties - Schedule of Activity Within Royalty Sale Liability (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Sale of Future Royalties [Roll Forward]
Interest expense recognized	$ 15,082	$ 14,995	$ 42,829	$ 43,919
Sale of Future Royalties
Sale of Future Royalties [Roll Forward]
Beginning balance of royalty sale liability on June 27, 2024			304,656
Royalty sale issuance costs			(9,626)
Royalties recognized and settled to Purchaser			(16,391)
Interest expense recognized	12,000		11,984
Total royalty sale liability at September 30, 2024	$ 290,623		$ 290,623

Collaborations with Third Parties (Details) - USD ($) $ in Thousands				1 Months Ended		3 Months Ended		9 Months Ended		12 Months Ended
	Jan. 02, 2024	Apr. 17, 2020	Jan. 02, 2019	May 31, 2024	Apr. 30, 2021	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2020
Collaborations with Third Parties
First milestone payment	$ 100,000
Time required to pay cash portion	15 days
Second milestone payment	$ 25,000
Collaboration revenue						$ 51,632	$ 33,969	$ 263,201	$ 84,084
Collaboration revenue
Collaborations with Third Parties
Collaboration revenue				$ 25,000		20,526	13,718	179,037	26,509
Minimum
Collaborations with Third Parties
Aggregate payment agreement	$ 125,000
Daiichi Sankyo Europe GmbH ("DSE") \| Collaboration revenue
Collaborations with Third Parties
Collaboration revenue						20,500	13,400	178,900	25,800
Daiichi Sankyo Europe GmbH ("DSE") \| License and Collaboration Agreement
Collaborations with Third Parties
Upfront cash payment received (paid)			$ 150,000
Cash payment to the Company upon first commercial sales in the DSE Territory										$ 150,000
Daiichi Sankyo Europe GmbH ("DSE") \| License and Collaboration Agreement \| Minimum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales			15.00%
Daiichi Sankyo Europe GmbH ("DSE") \| License and Collaboration Agreement \| Maximum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales			25.00%
Otsuka Pharmaceutical Co, Ltd. \| Collaboration revenue
Collaborations with Third Parties
Collaboration revenue						100	100	100	100
Otsuka Pharmaceutical Co, Ltd. \| Exclusive Developmental Activities
Collaborations with Third Parties
Upfront cash payment received (paid)		$ 60,000
Potential additional future payments		$ 450,000
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 \| Collaboration revenue
Collaborations with Third Parties
Collaboration revenue						$ 100		$ 100
Daiichi Sankyo Co. Ltd \| License and Collaboration Agreement
Collaborations with Third Parties
Collaboration revenue							$ 200		$ 600
Consideration cash payment					$ 30,000
Cash payment to be received upon certain commercial milestones					$ 175,000
Daiichi Sankyo Co. Ltd \| License and Collaboration Agreement \| Minimum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales					5.00%
Daiichi Sankyo Co. Ltd \| License and Collaboration Agreement \| Maximum
Collaborations with Third Parties
Percentage of royalties to be received on the net sales					20.00%

Net Loss Per Common Share (Tables)

9 Months Ended

Sep. 30, 2024

Earnings Per Share [Abstract]

Schedule of Shares Excluded From Calculation of Diluted Net (Loss) Income 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:


	September 30,
	2024	2023
Common shares under option	5,177,511	3,706,191
Common shares under PBSOs	632,950	661,850
Unvested RSUs	4,969,108	3,182,857
Unvested PBRSUs	—	174,775
Shares issuable related to the ESPP	39,291	—
Shares issuable upon conversion of convertible notes	8,007,010	8,007,010
Warrants	26,071,429	70,135,033
Total potential dilutive shares	44,897,299	85,867,716

Condensed Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash and cash equivalents	$ 144,717	$ 82,248
Accounts receivable	67,824	48,494
Prepaid clinical development costs	499	193
Inventories, net	80,102	65,623
Other prepaid and current assets	14,413	4,507
Total current assets	307,555	201,065
Property and equipment, net	281	0
Right of use operating lease assets	6,222	4,675
Intangible assets	56	56
Total assets	314,114	205,796
Current liabilities:
Accounts payable	34,864	31,718
Accrued clinical development costs	3,546	3,441
Accrued variable consideration	52,003	34,284
Other accrued liabilities	19,247	24,998
Revenue interest liability	0	34,828
Royalty sale liability	38,394	0
Deferred revenue from collaborations	15,078	25,402
Operating lease liabilities	2,741	1,553
Total current liabilities	165,873	156,224
Convertible notes, net of issuance costs	262,922	261,596
Revenue interest liability	0	239,950
Royalty sale liability	252,229	0
Operating lease liabilities	3,299	3,020
Total liabilities	684,323	660,790
Commitments and contingencies (Note 5)
Stockholders’ equity:
Preferred stock, $0.001 par value; 5,000,000 shares authorized and no shares issued or outstanding as of September 30, 2024 and December 31, 2023	0	0
Common stock, $0.001 par value; 480,000,000 shares authorized as of September 30, 2024 and 480,000,000 shares authorized as of December 31, 2023; 197,434,696 shares issued at September 30, 2024 and 120,204,513 shares issued at December 31, 2023	195	118
Additional paid-in capital	1,264,305	1,149,170
Treasury stock, at cost; 1,994,198 shares at September 30, 2024 and December 31, 2023	(54,998)	(54,998)
Accumulated deficit	(1,579,711)	(1,549,284)
Total stockholders’ deficit	(370,209)	(454,994)
Total liabilities and stockholders’ deficit	$ 314,114	$ 205,796

Liability Related to the Revenue Interest Purchase Agreement - Summary of Revenue Interest Liability (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Jun. 27, 2024	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Increase (Decrease) in Liability Related to the Revenue Interest Purchase Agreement [Roll Forward]
Revenue Interests payments				$ (5,832)	$ (10,908)
Loss on extinguishment of debt		$ 0	$ 0	53,235	$ 0
Revenue Interest Purchase Agreement (RIPA)
Increase (Decrease) in Liability Related to the Revenue Interest Purchase Agreement [Roll Forward]
Revenue interest liability, beginning balance				274,778
Interest expense recognized				21,569
Revenue Interests payments				(5,832)
Repurchase of Revenue Interests	$ (343,750)			(343,750)
Revenue interest liability, ending balance		$ 0		$ 0

Commitments and Contingencies (Details) $ in Millions				7 Months Ended
Commitments and Contingencies (Details) $ in Millions	Jan. 02, 2024 USD ($)	May 04, 2023 USD ($)	Mar. 27, 2023 USD ($)	Sep. 30, 2024 company
Loss Contingencies [Line Items]
Partner milestone payments		$ 300.0
First milestone payment	$ 100.0
Time required to pay cash portion	15 days
Second milestone payment	$ 25.0
Number of notices received from pharmaceutical companies \| company				9
Minimum
Loss Contingencies [Line Items]
Aggregate payment agreement	$ 125.0
Cardiovascular Risk Outcome Less than Twenty Percent \| Minimum
Loss Contingencies [Line Items]
Partner milestone payments			$ 300.0
Cardiovascular Risk \| Minimum
Loss Contingencies [Line Items]
Percentage of risk reduction			20.00%

Convertible Notes (Details) $ / shares in Units, $ in Millions			1 Months Ended	3 Months Ended		9 Months Ended
	Nov. 03, 2021 shares	Oct. 22, 2021 USD ($) $ / shares	Nov. 30, 2020 USD ($) day tradingDay $ / shares shares	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) shares	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Purchase of capped call options associated with convertible notes			$ 46.0
Prepayment of forward stock repurchase transaction			$ 55.0
Underlying common stock (in shares) \| shares			1,994,198
Shares delivered to the company (in shares) \| shares						448,698
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			$ 280.0
Debt instrument, stated interest rate			4.00%
Proceeds from debt, net of issuance costs			$ 271.1
Debt instrument, convertible, conversion ratio			0.0302151
Debt instrument, convertible, conversion price (in dollars per share) \| $ / shares			$ 33.096
Debt instrument, redemption price, percentage			100.00%
Exchange Agreement, amount of principal amount converted into common stock		$ 15.0
Exchange Agreement, weighted average price per share floor (in dollars per share) \| $ / shares		$ 5.62
Exchange Agreement, threshold trading days		5 days
Common stock being exchanged (in shares) \| shares	1,094,848
Principal amount of convertible notes				$ 265.0		$ 265.0
Debt issuance costs				2.1		2.1
Long-term debt				262.9		262.9
Debt interest expense				3.0	$ 3.1	9.2	$ 9.2
Debt fair value				$ 252.4		$ 252.4		$ 155.9
Convertible Senior Notes Due 2025 \| Convertible Debt \| Purchaser Discounts And Commissions And Offering Expenses Payable
Debt Instrument [Line Items]
Expenses payable			$ 8.9
Convertible Senior Notes Due 2025 \| Convertible Debt \| Period One
Debt Instrument [Line Items]
Debt instrument, convertible, threshold percentage of stock price trigger			130.00%
Debt instrument, convertible, threshold trading days \| day			20
Average trading-day period \| 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
Average trading-day period \| day			30
Debt instrument, scheduled trading day \| tradingDay			41
Debt instrument, redemption price, percentage			100.00%
Debt instrument, required amount outstanding			$ 125.0

Fair Value Measurements

9 Months Ended

Sep. 30, 2024

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 (in thousands):


Description	Total		Level 1		Level 2		Level 3

September 30, 2024
Assets:
Money market funds	$	105,855	$	105,855	$	—	$	—
Certificates of deposit	403		403		—		—

Total assets at fair value	$	106,258	$	106,258	$	—	$	—
December 31, 2023
Assets:
Money market funds	$	68,445	$	68,445	$	—	$	—
Certificates of deposit	402		402		—		—



Total assets at fair value	$	68,847	$	68,847	$	—	$	—

There were no transfers between Levels 1, 2 or 3 during the three and nine months ended September 30, 2024 and 2023.

- 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.

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+ Details

Stock Compensation - PBRSUs (Details) - Unvested PBRSUs	9 Months Ended
Stock Compensation - PBRSUs (Details) - Unvested PBRSUs	Sep. 30, 2024 $ / shares shares
Number of PBRSUs
Outstanding and unvested at the beginning of period (in shares) \| shares	160,275
Granted (in shares) \| shares	0
Forfeited (in shares) \| shares	(3,900)
Vested (in shares) \| shares	(156,375)
Outstanding and unvested at the ending of period (in shares) \| shares	0
Weighted-Average Fair Value Per Share
Outstanding and unvested at the beginning of period (in dollars per share) \| $ / shares	$ 8.94
Granted (in dollars per share) \| $ / shares	0
Forfeited (in dollars per share) \| $ / shares	8.94
Vested (in dollars per share) \| $ / shares	8.94
Outstanding and unvested at the at the end of the period (in dollars per share) \| $ / shares	$ 0

Investments (Tables)

9 Months Ended

Sep. 30, 2024

Investments, Debt and Equity Securities [Abstract]

Schedule of Company's Cash Equivalents and Short-Term Investments

The following table summarizes the Company’s cash equivalents (in thousands):


	September 30, 2024
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Cash equivalents:
Money market funds	$	105,855	$	—	$	—	$	105,855
Certificates of deposit	403		—		—		403


Total	$	106,258	$	—	$	—	$	106,258


	December 31, 2023
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Estimated Fair Value
Cash equivalents:
Money market funds	$	68,445	$	—	$	—	$	68,445


Certificates of deposit	402		—		—		402




Total	$	68,847	$	—	$	—	$	68,847

Investments - Summary of Cash Equivalents and Short-Term Investments (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Investments
Amortized Cost	$ 106,258	$ 68,847
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	106,258	68,847
Money market funds \| Cash Equivalents
Investments
Amortized Cost	105,855	68,445
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	105,855	68,445
Certificates of deposit \| Cash Equivalents
Investments
Amortized Cost	403	402
Gross Unrealized Gains	0	0
Gross Unrealized Losses	0	0
Estimated Fair Value	$ 403	$ 402

- Definition

Amount of investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).

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- Definition

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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (c)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 320
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 3
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147481800/320-10-50-3

+ Details

Investments - Narrative (Details) - USD ($)	3 Months Ended		9 Months Ended
Investments - Narrative (Details) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Investments
Accretion (amortization) of premiums and discounts on investments			$ 0	$ 412,000
Other income, net	$ 1,584,000	$ 1,278,000	6,815,000	4,211,000
Allowance for credit loss	0	0	0	0
Accrued interest receivable	0		0
Reclassification out of Accumulated Other Comprehensive Income
Investments
Other income, net	0	0	0	0
Other Nonoperating Income (Expense)
Investments
Interest income on investments	1,600,000	1,200,000	6,400,000	3,500,000
Accretion (amortization) of premiums and discounts on investments	$ 0	$ 0	$ 0	$ 400,000

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

+ Details

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in accordance with GAAP 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. 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. Concentration of Risk 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 September 30, 2024 and December 31, 2023, eleven customers accounted for all of the Company's net trade receivables. As of September 30, 2024 and December 31, 2023, three customers held approximately 98% and 96% of the Company's trade receivables associated with net product sales, respectively. For the nine months ended September 30, 2024 and 2023, three customers accounted for approximately 98% and 95% of gross sales of NEXLETOL and NEXLIZET, respectively. Revenue Recognition In accordance with ASC 606, Revenue from Contracts with Customers, 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, including royalties, of the Company's product candidates by the Company's partners and product sales consists of sales of NEXLETOL and NEXLIZET. 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. 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 agreement 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 as 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 606-10-55-65 to all of these milestones and royalties. At the inception of the 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, through its third party contract manufacturing partners, 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 condensed 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 collaborator. On May 22, 2024, the Company announced that the EC approved the label update of both NILEMDO and NUSTENDI as treatments for hypercholesterolemia and to reduce the risk of adverse cardiovascular events. The EC’s decisions to update the labels of bempedoic acid and bempedoic acid / ezetimibe FDC are based on the positive CLEAR Outcomes trial results and makes them the first and only LDL-C lowering treatments indicated for primary and secondary prevention of cardiovascular events. NILEMDO and NUSTENDI are approved to reduce cardiovascular risk in patients with or at high risk for atherosclerotic cardiovascular disease. b.Product Sales, Net On February 21, 2020, the Company announced that the FDA approved NEXLETOL as an adjunct to diet and maximally tolerated statin therapy for the treatment of adults with HeFH or established ASCVD who require additional lowering of LDL-C. On February 26, 2020, the Company announced that the FDA approved NEXLIZET as an adjunct to diet and maximally tolerated statin therapy for the treatment of adults with HeFH or established ASCVD who require additional lowering of LDL-C. 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. On March 22, 2024, the Company announced that the FDA approved new label expansions for NEXLETOL and NEXLIZET based on positive CLEAR Outcomes data that include indications for cardiovascular risk reduction and expanded LDL-C lowering in both primary and secondary prevention patients. In addition, the enhanced labels support the use of NEXLETOL and NEXLIZET either alone or in combination with statins. They also include new indications for primary hyperlipidemia, alone or in combination with a statin. Product sales, net totaled $31.1 million and $84.2 million, respectively, for the three and nine months ended September 30, 2024, and $20.3 million and $57.6 million, respectively, for the three and nine months ended September 30, 2023. The Company sells NEXLETOL and NEXLIZET to wholesalers in the U.S. and, in accordance with ASC 606, 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. 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 “Accrued variable consideration” in the condensed balance sheets. Discounts, such as prompt pay discounts, and chargebacks are recorded as a reduction to accounts receivable in the condensed 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 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 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. 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. Liability Related to the Sale of Future Royalties The Company treats the sale of future DSE royalties as debt, amortized under the effective interest rate method over the estimated life of the royalty sale agreement. The royalty sale liability is presented net of deferred issuance costs on the balance sheets. The amortization of the liability related to future royalties and related interest expense are based on the Company's current estimates of future royalties, which the Company determines by using third-party forecasts of sales and other relevant information. The Company periodically assesses the forecasted sales and to the extent the amount or timing of future estimated royalty payments is materially different than previous estimates, the Company will account for any such change by adjusting the liability related to the sale of future royalties and prospectively recognize the related non-cash interest expense. Royalty revenue is recognized and the related liability reduced as earned. Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07 requires a public entity to disclose, on an annual and interim basis, significant segment expenses that are included within each reported measure of segment profit or loss and regularly reviewed by the chief operating decision maker ("CODM"), the title and position of the CODM, clarification regarding the CODM's use of multiple measures of a segment's profit or loss in assessing segment performance (this must include a measure that is consistent with the measurement principles under U.S. GAAP, but may also include additional measures of a segment's profit or loss), and a description of the composition of amounts within an "Other" segment line item. Further, ASU 2023-07 requires that all annual disclosures about a reportable segment's profit or loss and assets currently required by Topic 280 to be provided in interim periods. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. ASU 2023-07 should be adopted retrospectively to all periods presented in the financial statements and early adoption is permitted. The Company is currently in the process of determining the impact the implementation of ASU 2023-07 will have on the Company’s financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 enhances income tax disclosures to further disaggregate the effective tax rate reconciliation and income taxes paid. This update is effective for fiscal years beginning after December 15, 2024. ASU 2023-09 should be adopted prospectively, but retrospective application is permitted. Further, early adoption is permitted. The Company is currently in the process of determining the impact the implementation of ASU 2023-09 will have on the Company’s financial statement disclosures. In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 requires public companies to disclose specified information about certain costs and expenses, including purchases of inventory, employee compensation, selling expenses, and depreciation, at each interim and annual reporting period. This update is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Further, early adoption is permitted. The Company is currently in the process of determining the impact the implementation of ASU 2024-03 will have on the Company’s financial statement disclosures. There have been no other material changes to the significant accounting policies previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Inventories, net (Tables)

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Schedule of Inventories

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


	September 30, 2024		December 31, 2023
Raw materials	$	71,379	$	61,890
Work in process	4,695		1,728
Finished goods	4,028		2,005

	$	80,102	$	65,623

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income TaxesThere was no provision for income taxes for the three and nine months ended September 30, 2024 and 2023, because the Company has incurred annual operating losses since inception. At September 30, 2024, the Company continues to conclude 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.

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/740/tableOfContent

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-14

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

Sale of Future Royalties (Tables)

9 Months Ended

Sep. 30, 2024

Debt Disclosure [Abstract]

Schedule of Activity Within Royalty Sale Liability

The following table summarizes the royalty sale liability activity during the nine months ended September 30, 2024 (in thousands):


	(in thousands)
Beginning balance of royalty sale liability on June 27, 2024	$	304,656
Royalty sale issuance costs	(9,626)
Royalties recognized and settled to Purchaser	(16,391)

Interest expense recognized	11,984
Total royalty sale liability at September 30, 2024	$	290,623

Condensed Statements of Stockholders' Deficit - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Treasury Stock
Beginning balance (in shares) at Dec. 31, 2022		74,570,198
Beginning balance at Dec. 31, 2022	$ (323,778)	$ 75	$ 1,071,183	$ (1,340,036)	$ (2)	$ (54,998)
Increase (Decrease) in Stockholders' Equity
Vesting of restricted stock units and performance-based restricted stock units (in shares)		372,117
Vesting of ESPP Shares (in shares)		95,654
Vesting of ESPP shares	502		502
Stock-based compensation	2,903		2,903
Issuance of common stock, warrants, and pre-funded warrants, net of issuance costs (in shares)		12,205,000
Issuance of common stock, warrants, and pre-funded warrants, net of issuance costs	52,428	$ 12	52,416
Other comprehensive gain	1				1
Net income (loss)	(61,719)			(61,719)
Ending balance (in shares) at Mar. 31, 2023		87,242,969
Ending balance at Mar. 31, 2023	(329,663)	$ 87	1,127,004	(1,401,755)	(1)	(54,998)
Beginning balance (in shares) at Dec. 31, 2022		74,570,198
Beginning balance at Dec. 31, 2022	(323,778)	$ 75	1,071,183	(1,340,036)	(2)	(54,998)
Increase (Decrease) in Stockholders' Equity
Net income (loss)	(152,904)
Ending balance (in shares) at Sep. 30, 2023		112,136,447
Ending balance at Sep. 30, 2023	(410,004)	$ 112	1,137,822	(1,492,940)	0	(54,998)
Beginning balance (in shares) at Mar. 31, 2023		87,242,969
Beginning balance at Mar. 31, 2023	(329,663)	$ 87	1,127,004	(1,401,755)	(1)	(54,998)
Increase (Decrease) in Stockholders' Equity
Vesting of restricted stock units and performance-based restricted stock units (in shares)		215,903
Vesting of restricted stock units	1	$ 1
Stock-based compensation	3,160		3,160
Issuance of common stock from ATM program, net of issuance costs (in shares)		3,312,908
Issuance of common stock from ATM program, net of issuance costs	4,448	$ 3	4,445
Exercise of warrants (in shares)		10,098,747
Exercise of warrants	10	$ 10
Other comprehensive gain	1				1
Net income (loss)	(49,935)			(49,935)
Ending balance (in shares) at Jun. 30, 2023		100,870,527
Ending balance at Jun. 30, 2023	(371,978)	$ 101	1,134,609	(1,451,690)	0	(54,998)
Increase (Decrease) in Stockholders' Equity
Vesting of restricted stock units and performance-based restricted stock units (in shares)		223,490
Vesting of ESPP Shares (in shares)		175,430
Vesting of ESPP shares	238		238
Stock-based compensation	2,975		2,975
Exercise of warrants (in shares)		10,867,000
Exercise of warrants	11	$ 11
Net income (loss)	(41,250)			(41,250)
Ending balance (in shares) at Sep. 30, 2023		112,136,447
Ending balance at Sep. 30, 2023	(410,004)	$ 112	1,137,822	(1,492,940)	0	(54,998)
Beginning balance (in shares) at Dec. 31, 2023		118,210,315
Beginning balance at Dec. 31, 2023	(454,994)	$ 118	1,149,170	(1,549,284)	0	(54,998)
Increase (Decrease) in Stockholders' Equity
Vesting of restricted stock units and performance-based restricted stock units (in shares)		439,783
Vesting of restricted stock units	1	$ 1
Stock-based compensation	3,235		3,235
Issuance of common stock, warrants, and pre-funded warrants, net of issuance costs (in shares)		65,205,000
Issuance of common stock, warrants, and pre-funded warrants, net of issuance costs	90,672	$ 65	90,607
Exercise of warrants (in shares)		4,000,000
Exercise of warrants	5,766	$ 4	5,762
Net income (loss)	61,022			61,022
Ending balance (in shares) at Mar. 31, 2024		187,855,098
Ending balance at Mar. 31, 2024	(294,298)	$ 188	1,248,774	(1,488,262)	0	(54,998)
Beginning balance (in shares) at Dec. 31, 2023		118,210,315
Beginning balance at Dec. 31, 2023	$ (454,994)	$ 118	1,149,170	(1,549,284)	0	(54,998)
Increase (Decrease) in Stockholders' Equity
Exercise of stock options (in shares)	1,956
Net income (loss)	$ (30,427)
Ending balance (in shares) at Sep. 30, 2024		195,440,498
Ending balance at Sep. 30, 2024	(370,209)	$ 195	1,264,305	(1,579,711)	0	(54,998)
Beginning balance (in shares) at Mar. 31, 2024		187,855,098
Beginning balance at Mar. 31, 2024	(294,298)	$ 188	1,248,774	(1,488,262)	0	(54,998)
Increase (Decrease) in Stockholders' Equity
Vesting of restricted stock units and performance-based restricted stock units (in shares)		479,921
Vesting of restricted stock units	1	$ 1
Stock-based compensation	2,931		2,931
Exercise of stock options (in shares)		17,606
Exercise of stock options	29		29
Exercise of warrants (in shares)		6,272,783
Exercise of warrants	9,042	$ 6	9,036
Net income (loss)	(61,925)			(61,925)
Ending balance (in shares) at Jun. 30, 2024		194,625,408
Ending balance at Jun. 30, 2024	(344,220)	$ 195	1,260,770	(1,550,187)	0	(54,998)
Increase (Decrease) in Stockholders' Equity
Vesting of restricted stock units and performance-based restricted stock units (in shares)		436,188
Stock-based compensation	3,022		3,022
Issuance of common stock from ATM program, net of issuance costs (in shares)		378,902
Issuance of common stock from ATM program, net of issuance costs	513		513
Net income (loss)	(29,524)			(29,524)
Ending balance (in shares) at Sep. 30, 2024		195,440,498
Ending balance at Sep. 30, 2024	$ (370,209)	$ 195	$ 1,264,305	$ (1,579,711)	$ 0	$ (54,998)

Inventories, net

9 Months Ended

Sep. 30, 2024

Inventory Disclosure [Abstract]

Inventories, net

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


	September 30, 2024		December 31, 2023
Raw materials	$	71,379	$	61,890
Work in process	4,695		1,728
Finished goods	4,028		2,005

	$	80,102	$	65,623

Other Accrued Liabilities

9 Months Ended

Sep. 30, 2024

Payables and Accruals [Abstract]

Other Accrued Liabilities

Other accrued liabilities consist of the following (in thousands):


	September 30, 2024		December 31, 2023
Accrued legal fees	$	301	$9,202
Accrued compensation	11,139		10,769
Accrued professional fees	3,375		2,712
Accrued interest on convertible notes	3,975		1,325
Accrued other	457		990
Total other accrued liabilities	$	19,247	$	24,998

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies DSE Litigation On March 27, 2023, the Company filed a complaint in the United States District Court for the Southern District of New York seeking declaratory judgment against DSE regarding the Company’s right to receive a $300.0 million milestone payment upon inclusion of cardiovascular risk reduction in the EU label that correlates with a relative risk reduction rate of at least 20%, based on the results of the CLEAR Outcomes CVOT. On May 4, 2023, the Company filed an amended complaint against DSE in the Southern District of New York seeking a judicial declaration, on an expedited basis, that DSE is contractually required to make a $300.0 million milestone payment to the Company upon applicable regulatory approval. On June 20, 2023, DSE filed a response to the amended complaint. On January 2, 2024, the Company entered into the Settlement Agreement with DSE to amicably resolve and dismiss the commercial dispute then pending in the Southern District of New York. Under the Settlement Agreement, DSE agreed to pay the Company an aggregate of $125.0 million, including (1) a $100.0-million payment within 15 business days of the effective date of the Settlement Agreement and (2) a $25.0-million payment in the calendar quarter immediately following the calendar quarter in which the EMA renders a decision on the application that was filed with the EMA for a Type II(a) variation for the Company's oral non-statin products marketed as NILEMDO® (bempedoic acid) tablets and NUSTENDI® (bempedoic acid and ezetimibe) tablets in Europe. The legal action pending in the United States District Court for the Southern District of New York has now been dismissed. Refer to Note 3 “Collaborations with Third Parties” for further information. ANDA Litigation Starting in March 2024, the Company received notices from nine pharmaceutical companies, six of which filed exclusively with respect to NEXLETOL and four of which filed with respect to NEXLETOL and NEXLIZET (each, an “ANDA Filer”), notifying the Company that each company had filed an Abbreviated New Drug Application (“ANDA”) with the FDA seeking approval of a generic version of NEXLETOL and/or NEXLIZET in the United States, as applicable. The ANDAs each contained Paragraph IV certifications alleging that certain of the Company’s Orange Book listed patents covering NEXLETOL or NEXLIZET, as applicable, are invalid and/or will not be infringed by each ANDA Filer’s manufacture, use or sale of the medicine for which the ANDA was submitted. Under the Drug Price Competition and Patent Term Restoration Act of 1984, or the Hatch-Waxman Act to the Federal Food, Drug, and Cosmetic Act (the “FDCA”), the Company had 45 days from receipt of the notice letters to commence patent infringement lawsuits against these generic drug manufacturers in a federal district court to trigger a stay precluding the FDA’s approval of any ANDA from being effective any earlier than 7.5 years from the date of approval of the NEXLETOL or NEXLIZET, as applicable, new drug application or entry of judgment holding the patents invalid, unenforceable, or not infringed, whichever occurs first. Beginning in May 2024, the Company filed patent infringement lawsuits under the Hatch-Waxman Act in the United States District Court, District of New Jersey, against each ANDA Filer: Accord Healthcare Inc.; Alkem Laboratories Ltd.; Aurobindo Pharma Limited (along with an affiliate); Dr. Reddy’s Laboratories Inc. (along with an affiliate); Hetero USA Inc. (along with affiliates); Micro Labs USA Inc. (along with an affiliate); MSN Pharmaceuticals Inc. (along with an affiliate); Renata Limited; and Sandoz Inc. The Company’s complaints allege that by filing the applicable ANDA, such ANDA Filer has infringed NEXLETOL’s and/or NEXLIZET’s Orange Book patents, as applicable, included in its Paragraph IV certifications, and seek an injunction preventing the FDA from granting final approval of the ANDA before the expiration of the asserted patents, and a permanent injunction to prevent the ANDA Filer from commercializing a generic version of NEXLETOL and/or NEXLIZET, as applicable, until the expiration of the asserted patents. No trial date has been set.