Common Share Warrants |
6 Months Ended |
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Jun. 30, 2025 | |
Warrants and Rights Note Disclosure [Abstract] | |
Common Share Warrants | 11. Common Share Warrants Equity Classified Common Share Warrants On December 5, 2022, we issued to certain institutional investors, in a private placement offering of securities, warrants to purchase up to 635,703 shares of common stock at an exercise price of $95.37 per share. The warrants are exercisable through December 7, 2027. As of June 30, 2025, all of these warrants were outstanding. On August 1, 2023, in connection with the Second Amendment to the Revenue Interest Agreement dated as of August 1, 2023, we issued warrants to HCRx to purchase up to 16,667 shares of common stock at an exercise price of $33.75 per share. In May 2024, the exercise price was reduced to $16.50 per share in connection with the HCRx Amendment. The warrants are exercisable through August 1, 2030. As of June 30, 2025, all of these warrants were outstanding. Liability Classified Common Share Warrants In connection with the exchange of the 2025 Notes for the 2029 Notes described in further detail in Note 10, “Long-Term Obligations”, we issued the May 2024 Warrants to certain 2025 Note holders to purchase up to 3.1 million shares of our common stock at an exercise price of $16.50 per share, subject to customary antidilution adjustments. The May 2024 Warrants are exercisable through May 13, 2029. If the closing price of our common stock exceeds two times the then current exercise price of the warrants, which is currently equal to $33.00, for 20 trading days during any 30 consecutive trading day period, we can require the holder to exercise the May 2024 Warrants. As of June 30, 2025, the May 2024 Warrants to purchase 3.1 million shares of our common stock were outstanding. Under the terms of the May 2024 Warrants, a holder cannot receive shares of our common stock if such receipt would cause the holder (together with its affiliates) to own more than 4.99% (subject to increase or decrease at the election of the holder, but in no event to exceed 19.99%) of our common stock outstanding on the date of receipt. In addition, a holder may elect to receive pre-funded warrants with respect to any common stock that would otherwise be issuable but for the foregoing ownership limitations. These pre-funded warrants will have an exercise price of $0.0001 per share and will not expire. As of June 30, 2025, no pre-funded warrants have been issued. The May 2024 Warrants were classified as a long-term liability in our condensed consolidated balance sheets because they did not meet the criteria for equity classification and are measured at fair value at the end of each reporting period as further described in Note 5, “Fair Value Measurements.” |