Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2018	Feb. 20, 2019	Jun. 30, 2018
Document and Entity Information
Entity Registrant Name	VIVUS INC
Entity Central Index Key	0000881524
Document Type	10-K
Document Period End Date	Dec. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Public Float			$ 73,540,927
Entity Common Stock, Shares Outstanding		10,637,164
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	FY

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 30,411	$ 66,392
Available-for-sale securities	80,838	159,943
Accounts receivable, net	25,608	12,187
Inventories	23,132	17,712
Prepaid expenses and other current assets	7,538	7,178
Total current assets	167,527	263,412
Property and equipment, net	341	542
Intangible and other non-current assets	134,279	1,014
Total assets	302,147	264,968
Current liabilities:
Accounts payable	8,921	10,072
Accrued and other liabilities	33,044	21,475
Deferred revenue	1,235	2,075
Current portion of long-term debt		5,147
Total current liabilities	43,200	38,769
Long-term debt, net of current portion	294,446	230,536
Deferred revenue, net of current portion	4,290	4,674
Non-current accrued and other liabilities	234	327
Total liabilities	342,170	274,306
Commitments and contingencies
Stockholders' deficit
Preferred stock; $.001 par value; 5,000 shares authorized; no shares issued and outstanding at December 31, 2018 and 2017
Common stock; $.001 par value; 200,000 shares authorized; 10,636 and 10,603 shares issued and outstanding at December 31, 2018 and 2017, respectively	11	11
Additional paid-in capital	840,751	834,824
Accumulated other comprehensive loss	(270)	(608)
Accumulated deficit	(880,515)	(843,565)
Total stockholders' deficit	(40,023)	(9,338)
Total liabilities and stockholders' deficit	$ 302,147	$ 264,968

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2018	Dec. 31, 2017
CONDENSED CONSOLIDATED BALANCE SHEETS
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	10,636,000	10,603,000
Common stock, shares outstanding	10,636,000	10,603,000

Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Revenue:
Total revenue	$ 65,062	$ 65,373	$ 124,258
Operating expenses:
Cost of goods sold (excluding amortization)	14,613	16,643	9,877
Amortization of Intangible Assets	8,640	544	725
Selling, general and administrative	37,941	40,130	52,379
Research and development	7,347	5,263	5,592
Total operating expenses	68,541	62,580	68,573
Income (loss) from operations	(3,479)	2,793	55,685
Interest Expense	33,876	33,231	32,888
Gain on Extinguishment of Debt	(1,427)
Other expense (income), net	970	71	(575)
Interest expense and other expense, net	33,419	33,302	32,313
(Loss) income before income taxes	(36,898)	(30,509)	23,372
Provision for income taxes	52	2	70
Net (loss) income	$ (36,950)	$ (30,511)	$ 23,302
Basic and diluted net loss per share:
Basic net (loss) income per share	$ (3.48)	$ (2.89)	$ 2.23
Diluted net (loss) income per share	$ (3.48)	$ (2.89)	$ 2.22
Shares used in per share computation:
Basic	10,621	10,574	10,439
Diluted	10,621	10,574	10,497
Net Product Revenue
Revenue:
Total revenue	$ 56,784	$ 44,983	$ 48,501
License and Milestone Revenue
Revenue:
Total revenue		7,500	69,400
Supply Revenue
Revenue:
Total revenue	4,863	10,407	2,291
Royalty Revenue
Revenue:
Total revenue	$ 3,415	$ 2,483	$ 4,066

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net (loss) income	$ (36,950)	$ (30,511)	$ 23,302
Other comprehensive loss:
Unrealized gain (loss) on securities, net of taxes	338	8	(355)
Comprehensive (loss) income	$ (36,612)	$ (30,503)	$ 22,947

- Definition

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

+ References + Details

Consolidated Statements Of Stockholders' Equity - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Total
Balances at Dec. 31, 2015	$ 10	$ 829,522	$ (261)	$ (836,356)	$ (7,085)
Balances (in shares) at Dec. 31, 2015	10,396,000
Sale of common stock through employee stock purchase plan		39			39
Sale of common stock through employee stock purchase plan (in shares)	4,000
Vesting of restricted stock units (in shares)	83,000
Share-based compensation expense		2,284			2,284
Net unrealized (loss) gain on securities			(355)		(355)
Net income (loss)				23,302	23,302
Balances at Dec. 31, 2016	$ 10	831,845	(616)	(813,054)	18,185
Balances (in shares) at Dec. 31, 2016	10,483,000
Sale of common stock through employee stock purchase plan		38			38
Sale of common stock through employee stock purchase plan (in shares)	5,000
Vesting of restricted stock units (in shares)	115,000
Vesting of restricted stock units, value	$ 1	(1)
Share-based compensation expense		2,942			2,942
Net unrealized (loss) gain on securities			8		8
Net income (loss)				(30,511)	(30,511)
Balances at Dec. 31, 2017	$ 11	834,824	(608)	(843,565)	$ (9,338)
Balances (in shares) at Dec. 31, 2017	10,603,000				10,603,000
Sale of common stock through employee stock purchase plan		41			$ 41
Sale of common stock through employee stock purchase plan (in shares)	11,000
Exercise of common stock options for cash		78			78
Exercise of common stock options for cash (in shares)	10,000
Vesting of restricted stock units (in shares)	12,000
Share-based compensation expense		3,285			3,285
Warrants issued for acquisition of PANCREAZE		828			828
Warrants issued in association with the issuance of debt		1,695			1,695
Net unrealized (loss) gain on securities			338		338
Net income (loss)				(36,950)	(36,950)
Balances at Dec. 31, 2018	$ 11	$ 840,751	$ (270)	$ (880,515)	$ (40,023)
Balances (in shares) at Dec. 31, 2018	10,636,000				10,636,000

Consolidated Statements Of Cash Flow - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Cash flows from operating activities:
Net (loss) income	$ (36,950)	$ (30,511)	$ 23,302
Adjustments to reconcile net (loss) income to net cash used for operating activities:
Depreciation and amortization	8,875	811	1,080
Amortization of debt issuance costs and discounts	18,228	20,442	18,666
Amortization of discount or premium on available-for-sale securities	559	768	944
Share-based compensation expense	3,285	2,942	2,284
Gain on Extinguishment of Debt	(1,427)
Loss on disposal of property and equipment			342
Changes in assets and liabilities:
Accounts receivable	(13,421)	(2,709)	(481)
Inventories	(5,849)	(1,526)	(2,584)
Prepaid expenses and other assets	(370)	1,069	1,516
Accounts payable	(1,151)	5,365	(2,353)
Accrued and other liabilities	5,838	5,859	(1,524)
Deferred revenue	(1,224)	(18,874)	(3,027)
Net cash (used for) provided by operating activities	(23,607)	(16,364)	38,165
Cash flows from investing activities:
Property and equipment purchases	(34)	(21)	(211)
Acquisition of PANCREAZE license	(135,000)
Purchases of available-for-sale securities	(41,506)	(31,097)	(135,997)
Proceeds from maturity of available-for-sale securities	58,101	37,470	60,050
Proceeds from sales of available-for-sale securities	62,289	17,660	36,080
Net cash (used for) provided by investing activities	(56,150)	24,012	(40,078)
Cash flows from financing activities:
Net proceeds from debt issuance	107,991
Repayments of notes payable	(64,334)	(26,077)	(8,738)
Net proceeds from exercise of common stock options	78
Sale of common stock through employee stock purchase plan	41	38	39
Net cash provided by (used for) financing activities	43,776	(26,039)	(8,699)
Net decrease in cash and cash equivalents	(35,981)	(18,391)	(10,612)
Cash and cash equivalents:
Beginning of period	66,392	84,783	95,395
End of period	30,411	66,392	84,783
Supplemental cash flow disclosure:
Interest paid	18,445	15,350	15,368
Income taxes paid	60	47	59
Non-cash investing activities:
Unrealized gain (loss) on securities	$ 338	$ 8	$ (355)

Business and Significant Accounting Policies

12 Months Ended

Dec. 31, 2018

BASIS OF PRESENTATION

Business and Significant Accounting Policies

Note 1. Business and Significant Accounting Policies

Business

VIVUS is a specialty pharmaceutical company with three approved therapies (Qsymia®, PANCREAZE® and STENDRA®/SPEDRA) and one product candidate in active clinical development (VI-0106). Qsymia (phentermine and topiramate extended release) is approved by the U.S. Food and Drug Administration (“FDA”) for chronic weight management. In June 2018, the Company acquired the U.S. and Canadian commercial rights for PANCREAZE (pancrelipase), which is indicated for the treatment of exocrine pancreatic insufficiency due to cystic fibrosis or other conditions. STENDRA (avanafil) is approved by FDA for erectile dysfunction (“ED”), and by the European Commission (“EC”) under the trade name SPEDRA, for the treatment of ED. The Company commercializes Qsymia and PANCREAZE in the U.S. through a specialty sales force supported by an internal commercial team. The Company licenses the commercial rights to STENDRA/SPEDRA in the U.S., EU and other countries and to PANCREAZE in Canada. VI-0106 (tacrolimus) is in active clinical development and is being studied in patients with pulmonary arterial hypertension (“PAH”).

At December 31, 2018, the Company’s accumulated deficit was approximately $880.5 million. Management believes that the Company’s existing capital resources combined with anticipated future cash flows will be sufficient to support its operating needs for at least the next twelve months. However, the Company anticipates that it may require additional funding to service its existing debt, pursue development and commercial opportunities, which could come in the form of a license, a co-development agreement, a merger or acquisition or in some other form, or to create a pathway for centralized approval of the marketing authorization application for Qsiva in the EU, conduct post-approval clinical studies for Qsymia, conduct non-clinical and clinical research and development work to support regulatory submissions and applications for its current and future investigational drug candidates, finance the costs involved in filing and prosecuting patent applications and enforcing or defending its patent claims, if any, to fund operating expenses and manufacture quantities of the Company’s investigational drug candidates and to make payments under its existing license agreements and supply agreements

If the Company requires additional capital, it may seek any required additional funding through collaborations, public and private equity or debt financings, capital lease transactions or other available financing sources. Additional financing may not be available on acceptable terms, or at all. If additional funds are raised by issuing equity securities, substantial dilution to existing stockholders may result. If adequate funds are not available, the Company may be required to delay, reduce the scope of or eliminate one or more of its commercialization or development programs or obtain funds through collaborations with others that are on unfavorable terms or that may require the Company to relinquish rights to certain of its technologies, product candidates or products that it would otherwise seek to develop on its own.

Management has evaluated all events and transactions that occurred after December 31, 2018, through the date these consolidated financial statements were filed. There were no events or transactions occurring during this period that require recognition or disclosure in these consolidated financial statements. The Company operates in a single segment, the development and commercialization of novel therapeutic products.

Significant Accounting Policies

Principles of Consolidation

The consolidated financial statements include the accounts of VIVUS, Inc., and its wholly owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation.

Reverse Stock Split

On September 10, 2018, the Company effected a one-for-10 reverse stock split of its common stock. As a result of the reverse stock split, every 10 shares of the Company’s pre-reverse split common stock issued and outstanding was combined and converted into one issued and outstanding share of post-reverse split common stock without any change in the par value of the shares. Accordingly, an amount equal to the par value of the decreased shares resulting from the reverse stock split was reclassified from “Common stock” to “Additional paid-in capital.” No fractional shares were issued as a result of the reverse stock split; any fractional shares that would have resulted were rounded up to the nearest whole share. Proportionate voting rights and other rights of stockholders were not affected by the reverse stock split, other than as a result of the rounding up of potential fractional shares. All stock options, warrants and restricted stock units outstanding and common stock reserved for issuance under the Company’s equity incentive plans immediately prior to the reverse stock split were adjusted by dividing the number of affected shares of common stock by 10 and, where applicable, multiplying the exercise price by 10. All share and per share amounts related to common stock, stock options, warrants and restricted stock units have been restated for all periods to give retroactive effect to the reverse stock split.

Use of Estimates

The Company’s consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles as set forth in the FASB’s Accounting Standards Codification, with consideration given to the various staff accounting bulletins and other applicable guidance issued by the U.S. Securities and Exchange Commission. These accounting principles require management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, the Company evaluates its estimates, including critical accounting policies or estimates related to the recognition of revenue and related reserves, available‑for‑sale securities, debt instruments, contingencies, litigation, inventories, research and development expenses, income taxes, and share‑based compensation. The Company bases its estimates on historical experience, information received from third parties and on various market specific and other relevant assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results could differ significantly from those estimates under different assumptions or conditions.

Cash and Cash Equivalents

The Company considers highly liquid investments with maturities from the date of purchase of three months or less to be cash equivalents. At December 31, 2018 and 2017, all cash equivalents were invested in money market funds or U.S. Treasury securities. These investments are recorded at fair value (see Note 3).

Available‑for‑Sale Securities

The Company determines the appropriate classification of marketable securities at the time of purchase and reevaluates such designation at each balance sheet date. Marketable securities have been classified and accounted for as available‑for‑sale. The Company may or may not hold securities with stated maturities greater than 12 months until maturity. In response to changes in the availability of and the yield on alternative investments as well as liquidity requirements, the Company may sell these securities prior to their stated maturities. As these securities are viewed by the Company as available to support current operations, securities with maturities beyond 12 months are classified as current assets.

Debt securities are carried at fair value, with the unrealized gains and losses, net of taxes, reported as a component of stockholders’ equity (deficit), unless the decline in value is deemed to be other than temporary, in which case such securities are written down to fair value and the loss is charged to other‑than‑temporary loss on impaired securities. The Company periodically evaluates its investment securities for other‑than‑temporary declines based on quantitative and qualitative factors. Any losses that are deemed other-than-temporary are recognized as a non-operating loss. To date, the Company has not had any other-than-temporary declines in the value of any of the securities in its investment portfolio. Realized gains or losses on the sale of marketable securities are determined on a specific identification method, and such gains and losses are reflected as a component of interest expense.

Fair Value Measurements

The Company’s financial instruments include cash equivalents, available‑for‑sale securities, accounts receivable, accounts payable, accrued liabilities and debt. Available‑for‑sale securities are carried at fair value. The carrying value of cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value due to the relatively short‑term nature of these instruments. Debt instruments are initially recorded at face value, with stated interest and amortization of debt issuance discounts and costs recognized as interest expense, which currently approximates fair value.

Issuance costs related to the conversion option of the Company’s convertible notes were charged to additional paid‑in capital. The portion of the issuance costs related to the debt component is being amortized and recorded as additional interest expense over the expected life of the convertible notes. In connection with the issuance of the convertible notes, the Company entered into capped call transactions with certain counterparties affiliated with the underwriters.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash, cash equivalents, available‑for‑sale‑securities, and accounts receivable. The Company has established guidelines to limit its exposure to credit risk by placing investments in high credit quality money market funds, U.S. Treasury securities or corporate debt securities and by placing investments with maturities that maintain safety and liquidity within the Company’s liquidity needs. The Company has also established guidelines for the issuance of credit to existing and potential customers.

Accounts Receivable, Allowances for Doubtful Accounts and Cash Discounts

The Company extends credit to its customers for product sales resulting in accounts receivable. Customer accounts are monitored for past due amounts. Amounts that are determined to be uncollectible are written off against the allowance for doubtful accounts. Allowances for doubtful accounts are estimated based upon past due amounts, historical losses and existing economic factors, and are adjusted periodically. Historically, the Company has not had any significant uncollected accounts. The Company offers cash discounts to its customers, generally 2% of the sales price, as an incentive for prompt payment. The estimate of cash discounts is recorded at the time of sale. The Company accounts for the cash discounts by reducing revenue and accounts receivable by the amount of the discounts it expects the customers to take. The accounts receivable are reported in the consolidated balance sheets, net of the allowances for doubtful accounts and cash discounts. There is no allowance for doubtful accounts at December 31, 2018 or 2017. The allowance for cash discounts is $152,000 and $195,000 at December 31, 2018 and 2017, respectively.

Inventories

Inventories are valued at the lower of cost or net realizable value. Cost is determined using the first‑in, first‑out method using a weighted average cost method calculated for each production batch. Inventory includes the cost of the active pharmaceutical ingredients (“API”), raw materials and third‑party contract manufacturing and packaging services. Indirect overhead costs associated with production and distribution are allocated to the appropriate cost pool and then absorbed into inventory based on the units produced or distributed, assuming normal capacity, in the applicable period.

Inventory costs of product shipped to customers, but not yet recognized as revenue, are recorded within inventories on the consolidated balance sheets and are subsequently recognized to cost of goods sold when revenue recognition criteria have been met.

The Company’s policy is to write down inventory that has become obsolete, inventory that has a cost basis in excess of its expected net realizable value and inventory in excess of expected requirements. The estimate of excess quantities is subjective and primarily dependent on the Company’s estimates of future demand for a particular product. If the estimate of future demand is inaccurate based on lower actual sales, the Company may increase the write down for excess inventory for that product and record a charge to inventory impairment.

Property and Equipment

Property and equipment is stated at cost and includes computers and software, furniture and fixtures, leasehold improvements and manufacturing equipment. Depreciation is computed using the straight‑line method over the estimated useful lives of two to seven years for computers and software, furniture and fixtures and manufacturing equipment. Leasehold improvements are amortized using the straight‑line method over the shorter of the remaining lease term or the estimated useful lives. Expenditures for repairs and maintenance, which do not extend the useful life of the property and equipment, are expensed as incurred. Gains and losses associated with dispositions are reflected as a non-operating gain or loss in the accompanying consolidated statements of operations.

Long‑lived assets, including property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to an estimate of undiscounted future cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. To date, the Company has had no significant write-offs of long-lived assets.

Debt Issuance Costs

Debt issuance costs, which are presented in the balance sheet as a direct deduction from the carrying amount of the debt liability, are amortized as interest expense using the effective-interest method over the expected term of the debt.

Revenue Recognition

See Note 2.

Cost of Goods Sold

Cost of goods sold for units shipped to customers includes the inventory costs of API, third‑party contract manufacturing costs, packaging and distribution costs, royalties, cargo insurance, freight, shipping, handling and storage costs, and overhead costs of the employees involved with production.

Research and Development Expenses

Research and development (“R&D”) expenses include license fees, related compensation, consultants’ fees, facilities costs, administrative expenses related to R&D activities and clinical trial costs incurred by clinical research organizations or CROs, and research institutions under agreements that are generally cancelable, among other related R&D costs. The Company also records accruals for estimated ongoing clinical trial costs. Clinical trial costs represent costs incurred by CRO and clinical sites and include advertising for clinical trials and patient recruitment costs. These costs are recorded as a component of R&D expenses and are expensed as incurred. Under the Company’s agreements, progress payments are typically made to investigators, clinical sites and CROs. The Company analyzes the progress of the clinical trials, including levels of patient enrollment, invoices received and contracted costs when evaluating the adequacy of accrued liabilities. Significant judgments and estimates must be made and used in determining the accrued balance in any accounting period. Actual results could differ from those estimates under different assumptions. Revisions are charged to expense in the period in which the facts that give rise to the revision become known.

In addition, the Company has obtained rights to patented intellectual properties under several licensing agreements for use in research and development activities. Non‑refundable licensing payments made for intellectual properties that have no alternative future uses are expensed to research and development as incurred.

Advertising Expenses

Advertising expenses are expensed as incurred. The Company incurred advertising and sales promotion costs of $2.1 million, $3.2 million and $3.9 million in 2018, 2017 and 2016, respectively.

Share‑Based Compensation

Compensation expense is recognized for share-based payments, including stock options, restricted stock units and shares issued under the employee stock purchase plan, using a fair‑value based method. The Company estimates the fair value of share‑based payment awards on the date of the grant using the Black‑Scholes option‑pricing model, which requires the Company to estimate the expected term of the award, the expected volatility, the risk-free interest rate and the expected dividends. The expected term, which represents the period of time that options granted are expected to be outstanding, is derived by analyzing the historical experience of similar awards, giving consideration to the contractual terms of the share‑based awards, vesting schedules and expectations of future employee behavior. Expected volatilities are estimated using the historical share price performance over the expected term of the option, which are adjusted as necessary for any other factors which may reasonably affect the volatility of VIVUS’s stock in the future. The risk‑free interest rate is based on the U.S. Treasury yield in effect at the time of the grant for the expected term of the award. The Company does not anticipate paying any dividends in the near future. The Company develops pre‑vesting forfeiture assumptions based on an analysis of historical data and expected future activity.

Income Taxes

The Company makes certain estimates and judgments in determining income tax expense for financial statement purposes. These estimates and judgments occur in the calculation of certain tax assets and liabilities, which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes.

As part of the process of preparing the Company’s consolidated financial statements, the Company is required to estimate its income taxes in each of the jurisdictions in which the Company operates. This process involves the Company estimating its current tax exposure under the most recent tax laws and assessing temporary differences resulting from differing treatment of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities, which are included in the Company’s consolidated balance sheets.

The Company assesses the likelihood that it will be able to recover its deferred tax assets by considering all available evidence, both positive and negative, including historical levels of income, expectations and risks associated with estimates of future taxable income and ongoing prudent and feasible tax planning strategies in assessing the need for a valuation allowance. If it is not more likely than not that the Company will recover its deferred tax assets, the Company will increase its provision for taxes by recording a valuation allowance against the deferred tax assets that the Company estimates will not ultimately be recoverable. Realization of deferred tax assets by the Company is dependent upon the amount and timing of the generation of future taxable income, if any. As a result of the Company’s analysis of all available evidence, both positive and negative, as of December 31, 2018, it was considered more likely than not that the Company’s deferred tax assets would not be realized. As a result, the Company’s net deferred tax assets have been fully offset by a valuation allowance. Should there be a change in the Company’s ability to recover its deferred tax assets, the Company would recognize a benefit to its tax provision in the period in which the Company determines that it is more likely than not that it will recover its deferred tax assets. The Company will continue to analyze the evidence each quarter during 2019 to determine whether it becomes more likely than not that all or a portion of its deferred tax assets are realizable.

The Company recognizes interest and penalties accrued on any unrecognized tax benefits as a component of its provision for income taxes.

Foreign Currency Transactions

Transactions in foreign currencies are initially recorded at the rates of exchange prevailing on the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies are retranslated into the Company’s functional currency at the rates prevailing on the balance sheet date. Non‑monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Exchange differences arising on the settlement of monetary items, and on the retranslation of monetary items, are included in the profit and loss account for the period. Exchange differences arising on the retranslation of non‑monetary items carried at fair value are included in other expense in the accompanying consolidated statements of operations for the period.

Contingencies and Litigation

The Company is periodically involved in disputes and litigation related to a variety of matters. When it is probable that the Company will experience a loss, and that loss is quantifiable, the Company records appropriate reserves. The Company records legal fees and costs as an expense when incurred.

Intangible Assets

The Company records acquired intangible assets at cost and amortizes them over the estimated useful life of the asset. When events or changes in circumstances indicate that the carrying value of intangible assets may not be recoverable, the Company evaluates such impairment if the net book value of such assets exceeds the future undiscounted cash flows attributable to such assets. Should an impairment exist, the impairment loss would be measured based on the excess carrying value of the asset over the asset’s fair value or discounted estimates of future cash flows attributable to the assets. To date, the Company has recorded no impairment losses on its intangible assets. See Note 8.

Net Income (Loss) Per Share

The Company computes basic net income (loss) per share applicable to common stockholders based on the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share is based on the weighted average number of common and common equivalent shares, which represent shares that may be issued in the future upon the exercise of outstanding stock options or upon a net share settlement of the Company’s Convertible Notes. Common share equivalents are excluded from the computation in periods in which they have an anti‑dilutive effect. Stock options for which the price exceeds the average market price over the period have an anti‑dilutive effect on net income (loss) per share and, accordingly, are excluded from the calculation. As discussed in Note 13, the triggering conversion conditions that allow holders of the Convertible Notes to convert have not been met. If such conditions are met and the note holders opt to convert, the Company may choose to pay in cash, common stock, or a combination thereof. However, if this occurs, the Company has the intent and ability to net share settle this debt security; thus the Company uses the treasury stock method for net income (loss) per share purposes. Due to the effect of the capped call instrument purchased in relation to the Convertible Notes, there would be no net shares issued until the market value of the Company’s stock exceeds $20 per share, and thus no impact on diluted net income (loss) per share. Further, when there is a net loss, other potentially dilutive common equivalent shares are not included in the calculation of net loss per share since their inclusion would be anti‑dilutive. The following table presents the computation of basic and diluted net income (loss) per share (in thousands, except per share amounts):


	2018		2017		2016
Net (loss) income	$	(36,950)	$	(30,511)	$	23,302
Basic:
Weighted-average shares outstanding		10,621		10,574		10,439
Basic net (loss) income per share	$	(3.48)	$	(2.89)	$	2.23
Diluted:
Weighted-average shares outstanding used in basic calculation		10,621		10,574		10,439
Dilutive potential shares		—		—		58
Weighted-average shares outstanding used in diluted calculation		10,621		10,574		10,497
Diluted net (loss) income per share	$	(3.48)	$	(2.89)	$	2.22

For the years ended December 31, 2018, 2017, and 2016, potentially dilutive outstanding stock options and RSUs of 2,168,000, 1,350,000 and 1,012,000, respectively, were not included in the computation of diluted net loss per share because the effect would have been anti‑dilutive.

Recent Accounting Pronouncements Adopted

Beginning January 1, 2018, the Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 606, Revenue from Contracts with Customers. This standard is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. This new standard supersedes most previously-existing revenue recognition guidance. The Company adopted this standard in January 2018 using the modified retrospective basis. See Note 2 for a further discussion of the Company’s revenue accounting and the impact of the adoption of this standard.

In January 2018, the Company adopted FASB Accounting Standards Update 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments. The standard clarifies how certain cash receipts and cash payments will be presented and classified in the statement of cash flows. The adoption of this standard had no impact on the Company’s consolidated financial statements.

For 2018, the Company adopted ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which clarifies the definition of a business to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses, and applied the new guidance prospectively. See Notes 8 and 12 for further information on intangible assets acquired in 2018.

Recent Accounting Pronouncements Not Yet Adopted

In February 2016, the FASB issued Accounting Standards Update 2016-02, Leases (Topic 842), which modifies the accounting by lessees for all leases with a term greater than 12 months. This standard will require lessees to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. The Company will adopt this guidance effective January 1, 2019 using a modified retrospective transition method, not adjusting comparative periods. The Company’s only significant lease is its operating lease for its corporate headquarters, although it has several smaller leases. The adoption of this guidance will have a significant impact on the Company’s balance sheets as it will recognize right of use assets and corresponding lease liabilities for each of its leases. As of January 1, 2019, the Company had $1.5 million of right of use assets and $1.8 million of lease liability. The impact of the adoption on accumulated deficit will be minimal. The Company expects the overall ongoing recognition of expense to be similar to current guidance, though the classification of such expense could be significantly different.

In June 2016, the FASB issued Accounting Standards Update 2016-13, Measurement of Credit Losses on Financial Instruments, which requires credit losses on most financial assets measured at amortized cost and certain other instruments to be measured using an expected credit loss model (referred to as the current expected credit loss (CECL) model). Under this model, entities will estimate credit losses over the entire contractual term of the instrument. This standard is effective for fiscal years beginning after December 15, 2019 and early adoption is permitted. The Company is evaluating the potential impact of this standard, but does not expect it to have a material impact on its consolidated financial statements.

In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement, which adds disclosure requirements to Topic 820 for the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. This standard is effective for fiscal years beginning after December 31, 2019 and early adoption is permitted. The Company is evaluating the provisions of this guidance.

Revenue

12 Months Ended

Dec. 31, 2018

REVENUE INFORMATION

Revenue

Note 2. Revenue

On January 1, 2018, the Company adopted Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“Topic 606”). Topic 606 supersedes the revenue recognition requirements in Topic 605 Revenue Recognition (“Topic 605”) and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services.

The Company adopted Topic 606 as of January 1, 2018 using the modified retrospective transition method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning on or after January 1, 2018 are presented under Topic 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under Topic 605. Due in large part to the change in accounting estimate made by the Company in the first quarter of 2017, revenue amounts as reported for the year ended December 31, 2017 under Topic 605 are approximately the same as they would have been under Topic 606, and the Company did not have or record a cumulative impact of adopting Topic 606 as of January 1, 2018.

Revenue Recognition

For all revenue transactions, the Company evaluates its contracts with its customers to determine revenue recognition using the following five-step model:

1)The Company identifies the contract(s) with a customer;

2)The Company identifies the performance obligations in the contract;

3)The Company determines the transaction price;

4)The Company allocates the transaction price to the identified performance obligations; and

5)The Company recognizes revenue when (or as) the entity satisfies a performance obligation.

Product Revenue

Product revenue is recognized at the time of shipment at which time the Company has satisfied its performance obligation. Product revenue is recognized net of consideration paid to the Company’s customers, wholesalers and certified pharmacies. Such consideration is for services rendered by the wholesalers and pharmacies in accordance with the wholesalers and certified pharmacy services network agreements, and includes a fixed rate per prescription shipped and monthly program management and data fees. These services are not deemed sufficiently separable from the customers’ purchase of the product; therefore, they are recorded as a reduction of revenue at the time of revenue recognition.

Other product revenue allowances include a reserve for estimated product returns, certain prompt pay discounts and allowances offered to the Company’s customers, program rebates and chargebacks. These product revenue allowances are recognized as a reduction of revenue at the date at which the related revenue is recognized. The Company also offers discount programs to patients. Calculating certain of these items involves estimates and judgments based on sales or invoice data, contractual terms, utilization rates, new information regarding changes in these programs’ regulations and guidelines that would impact the amount of the actual rebates or chargebacks. The Company reviews the adequacy of product revenue allowances on a quarterly basis. Amounts accrued for product revenue allowances are adjusted when trends or significant events indicate that adjustment is appropriate and to reflect actual experience. See Note 9 for product reserve balances.

Change in Accounting Estimate in 2017

The Company ships units of Qsymia through a distribution network that includes certified retail pharmacies. The Company began shipping Qsymia in September 2012 and grants rights to its customers to return unsold product from six months prior to and up to 12 months subsequent to product expiration. This has resulted in a potential return period of from 24 to 36 months depending on the ship date of the product. As the Company had no previous experience in selling Qsymia and given its lengthy return period, the Company was not initially able to reliably estimate expected returns of Qsymia at the time of shipment, which was required by the accounting literature at the time, and therefore recognized revenue when units were dispensed to patients through prescriptions, at which point the product was not subject to return, or when the expiration period had ended.

Beginning in the first quarter of 2017, with 48 months of returns experience, the Company believed that it had sufficient data and experience from selling Qsymia to reliably estimate expected returns. Therefore, beginning in the first quarter of 2017, under the then relevant accounting literature, the Company began recognizing revenue from the sales of Qsymia upon shipment and recording a reserve for expected returns at the time of shipment.

In accordance with this change in accounting estimate, in the first quarter of 2017 the Company recognized a one-time adjustment relating to products that had been previously shipped, consisting of $17.9 million of gross revenues, adjusted for an expected returns reserve of $5.7 million and estimated gross-to-net charges of $4.9 million, for a net impact of $7.3 million in revenues. The Company also recorded increased cost of goods sold of $0.6 million and marketing expense of $0.7 million associated with the change in accounting estimate. The increase in net product revenue resulted in a decrease in net loss of $6.0 million or $0.57 per share for the year ended December 31, 2017.

Supply Revenue

The Company produces STENDRA/SPEDRA through a contract manufacturing partner and then sells it to the Company’s commercialization partners. The Company is the primary responsible party in the commercial supply arrangements and bears significant risk in the fulfillment of the obligations, including risks associated with manufacturing, regulatory compliance and quality assurance, as well as inventory, financial and credit loss. As such, the Company recognizes supply revenue on a gross basis as the principal party in the arrangements. The Company recognizes supply revenue at the time of shipment and, in the unusual case where the product does not meet contractually-specified product dating criteria at the time of shipment to the partner, the Company records a reserve for estimated product returns. There are no such reserves as of December 31, 2018.

License and Milestone Revenue

License and milestone revenues related to arrangements, usually license and/or supply agreements, entered into by the Company are recognized by following the five-step process outlined above. The allocation and timing of recognition of such revenue will be determined by that process and the amounts recognized and the timing of that recognition may not exactly follow the wording of the agreement as the amount allocated following the accounting analysis of the agreement may differ and the timing of recognition of a significant performance obligation may predate the contractual date.

Royalty Revenue

The Company relies on data provided by its collaboration partner in determining its contractually-based royalty revenue. Such data includes accounting estimates and reports for various discounts and allowances, including product returns. The Company records royalty revenues based on the best data available and makes any adjustments to such revenues as such information becomes available.

Segment and Geographic Information

The Company operates in one business segment — the development and commercialization of novel therapeutic products. Therefore, results of operations are reported on a consolidated basis for purposes of segment reporting, consistent with internal management reporting. Disclosures about product revenues by geographic area, revenues and accounts receivable from major customers, and major suppliers are presented below.

Outside the United States, the Company sells products principally in the EU. The geographic classification of product sales was based on the location of the customer. The geographic classification of all other revenues was based on the domicile of the entity from which the revenues were earned

Revenue disaggregated by revenue source and by geographic region was as follows (in thousands):


	Years Ended December 31,
	2018
	U.S.		ROW			Total
Qsymia—Net product revenue	$	40,558	$	—		$	40,558
PANCREAZE - Net product revenue		16,226		—			16,226
PANCREAZE - Royalty revenue		—		1,108			1,108
STENDRA/SPEDRA—Supply revenue		1,646		3,217			4,863
STENDRA/SPEDRA—Royalty revenue		—		2,307			2,307
Total revenue	$	58,430	$	6,632	(1)	$	65,062

	2017
	U.S.		ROW			Total
Qsymia—Net product revenue	$	44,983	$	—		$	44,983
Qsymia—License revenue		5,000		2,500			7,500
STENDRA/SPEDRA—Supply revenue		5,909		4,498			10,407
STENDRA/SPEDRA—Royalty revenue		—		2,483			2,483
Total revenue	$	55,892	$	9,481	(2)	$	65,373

	2016
	U.S.		ROW			Total
Qsymia—Net product revenue	$	48,501	$	—		$	48,501
STENDRA/SPEDRA—License revenue		69,400		—			69,400
STENDRA/SPEDRA—Supply revenue		765		1,526			2,291
STENDRA/SPEDRA—Royalty revenue		1,649		2,417			4,066
Total revenue	$	120,315	$	3,943	(3)	$	124,258

(1)

$5.5 million of which was attributable to Germany and $1.1 million of which was attributable to Canada.

(2)

$7.0 million of which was attributable to Germany and $2.5 million of which was attributable to South Korea.

(3)

$3.9 million of which was attributable to Germany.

Revenue and cost of goods sold by source was as follows (in thousands):


	Year Ended December 31,
	2018
	Qsymia		PANCREAZE		STENDRA/ SPEDRA		Total
Net product revenue	$	40,558	$	16,226	$	—	$	56,784
Supply revenue		—		—		4,863		4,863
Royalty revenue		—		1,108		2,307		3,415
Total revenue	$	40,558	$	17,334	$	7,170	$	65,062

Cost of goods sold (excluding amortization)	$	4,693	$	5,156	$	4,764	$	14,613
Amortization of intangible assets	$	363	$	8,277	$	—	$	8,640

	2017
	Qsymia		PANCREAZE		STENDRA/ SPEDRA		Total
Net product revenue	$	44,983	$	—	$	—	$	44,983
License		7,500		—		—		7,500
Supply revenue		—		—		10,407		10,407
Royalty revenue		—		—		2,483		2,483
Total revenue	$	52,483	$	—	$	12,890	$	65,373

Cost of goods sold (excluding amortization)	$	6,993	$	—	$	9,650	$	16,643
Amortization of intangible assets	$	544		—	$	—	$	544

	2016
	Qsymia		PANCREAZE		STENDRA/ SPEDRA		Total
Net product revenue	$	48,501	$	—	$	—	$	48,501
License		—		—		69,400		69,400
Supply revenue		—		—		2,291		2,291
Royalty revenue		—		—		4,066		4,066
Total revenue	$	48,501	$	—	$	75,757	$	124,258

Cost of goods sold (excluding amortization)	$	6,798	$	—	$	3,079	$	9,877
Amortization of intangible assets	$	725		—	$	—	$	725

Major customers

Revenues from significant customers as a percentage of Qsymia product revenues is as follows:


	2018		2017		2016
Amerisource Bergen	34	%	32	%	35	%
McKesson	30	%	37	%	34	%
Cardinal Health, Inc.	28	%	29	%	29	%

Accounts receivable by significant customer as a percentage of the total gross accounts receivable balance are as follows:


	2018		2017
Johnson & Johnson	40	%	—	%
Cardinal Health, Inc.	29	%	28	%
Amerisource Bergen	20	%	42	%
McKesson	5	%	28	%

Major suppliers

The Company does not have any manufacturing facilities and intends to continue to rely on third parties for the supply of the starting materials, API and tablets. Catalent Pharma Solutions, LLC (“Catalent”) is the Company’s sole source of clinical and commercial supplies for Qsymia. Nordmark Arzneimittel GmbH & Co. KG (“Nordmark”) is the Company’s sole source of clinical and commercial supplies for PANCREAZE. Sanofi Chimie manufactures and supplies the API for our drug avanafil on an exclusive basis in the United States and other territories and on a semi-exclusive basis in Europe, including the EU Member States, Latin America and other territories. Sanofi Winthrop Industrie manufactures and supplies the avanafil tablets on an exclusive basis in the United States and other territories and on a semi-exclusive basis in Europe, including the EU Member States, Latin America and other territories. Third‑party manufacturers may not be able to meet the Company’s needs with respect to timing, quantity or quality.

During the years ended December 31, 2018, 2017 and 2016, the Company incurred expenses for work performed by a third‑party clinical research organization that accounted for 30%, 0% and 27%, respectively, of total research and development expenses.

Cash, Cash Equivalents, And Available-For-Sale Securities

12 Months Ended

Dec. 31, 2018

CASH, CASH EQUIVALENTS, AND AVAILABLE-FOR-SALE SECURITIES

CASH, CASH EQUIVALENTS, AND AVAILABLE-FOR-SALE SECURITIES

Note 3. Cash, Cash Equivalents and Available‑for‑Sale Securities

The fair value and the amortized cost of cash, cash equivalents, and available-for-sale securities by major security type consist of the following (in thousands):


	As of December 31, 2018
			Gross		Gross
	Amortized		Unrealized		Unrealized		Estimated
Cash and cash equivalents and available-for-sale securities	Cost		Gains		Losses		Fair Value
Cash and money market funds	$	30,411	$	—	$	—	$	30,411
U.S. Treasury securities		42,261		34		(111)		42,184
Corporate debt securities		38,848		9		(203)		38,654
Total		111,520		43		(314)		111,249
Less amounts classified as cash and cash equivalents		(30,411)		—		—		(30,411)
Total available-for-sale securities	$	81,109	$	43	$	(314)	$	80,838


	As of December 31, 2017
			Gross		Gross
	Amortized		Unrealized		Unrealized		Estimated
Cash and cash equivalents and available-for-sale securities	Cost		Gains		Losses		Fair Value
Cash and money market funds	$	66,392	$	—	$	—	$	66,392
U.S. Treasury securities		21,070		1		(139)		20,932
Corporate debt securities		139,481		16		(486)		139,011
Total		226,943		17		(625)		226,335
Less amounts classified as cash and cash equivalents		(66,392)		—		—		(66,392)
Total available-for-sale securities	$	160,551	$	17	$	(625)	$	159,943

As of December 31, 2018, the Company’s available‑for‑sale securities have original contractual maturities up to 57 months. In response to changes in the availability of and the yield on alternative investments as well as liquidity requirements, the Company may sell securities prior to their stated maturities. As these securities are viewed by the Company as available to support current operations, securities with maturities beyond 12 months are classified as current assets. Due to their short‑term maturities, the Company believes that the fair value of its bank deposits, accounts payable and accrued expenses approximate their carrying value.

Fair Value Measurements

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Three levels of inputs, of which the first two are considered observable and the last unobservable, may be used to measure fair value. The three levels are:

Level 1 — Quoted prices in active markets for identical assets or liabilities.

Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The following table represents the fair value hierarchy for our cash equivalents and available-for-sale securities by major security type (in thousands):


	As of December 31, 2018
	Level 1		Level 2		Level 3		Total
Cash and money market funds	$	30,411	$	—	$	—	$	30,411
U.S. Treasury securities		42,184		—		—		42,184
Corporate debt securities		—		38,654		—		38,654
Total	$	72,595	$	38,654	$	—	$	111,249


	As of December 31, 2017
	Level 1		Level 2		Level 3		Total
Cash and money market funds	$	66,392	$	—	$	—	$	66,392
U.S. Treasury securities		20,932		—		—		20,932
Corporate debt securities		—		139,011		—		139,011
Total	$	87,324	$	139,011	$	—	$	226,335

Accounts Receivable

12 Months Ended

Dec. 31, 2018

ACCOUNTS RECEIVABLE

ACCOUNTS RECEIVABLE

Note 4. Accounts Receivable

Accounts receivable consist of the following (in thousands):


	Balance as of
	December 31,		December 31,
	2018		2017
Qsymia	$	13,987	$	10,400
PANCREAZE		10,213		—
STENDRA/SPEDRA		1,560		1,982
		25,760		12,382
Qsymia allowance for cash discounts		(152)		(195)
Net	$	25,608	$	12,187

There was no allowance for doubtful accounts at December 31, 2018 or 2017.

Inventories

12 Months Ended

Dec. 31, 2018

INVENTORIES

INVENTORIES

Note 5. Inventories

Inventories consist of the following (in thousands):


	Balance as of
	December 31,		December 31,
	2018		2017
Raw materials	$	17,813	$	13,663
Work-in-process		1,719		2,264
Finished goods		3,600		1,785
Inventories	$	23,132	$	17,712

Raw materials inventories consist primarily of the API for Qsymia and STENDRA/SPEDRA.

Prepaid Expenses And Other Current Assets

12 Months Ended

Dec. 31, 2018

OTHER CURRENT ASSETS

PREPAID EXPENSES AND OTHER ASSETS

Note 6. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following (in thousands):


	Balance as of
	December 31,		December 31,
	2018		2017
Prepaid sales and marketing expenses	$	1,525	$	1,538
Prepaid insurance		1,451		1,124
Taxes receivable		779		1,222
Other prepaid expenses and assets		3,783		3,294
Total	$	7,538	$	7,178

The amounts included in prepaid expenses and other current assets consist primarily of prepayments for future services, miscellaneous non-trade receivables, prepaid interest and interest income receivable. These costs have been deferred as prepaid expenses and other current assets on the consolidated balance sheets and will be either (i) charged to expense accordingly when the related prepaid services are rendered to the Company, or (ii) converted to cash when the receivable is collected by the Company.

Property And Equipment

12 Months Ended

Dec. 31, 2018

Property and Equipment.

Property and Equipment

Note 7. Property and Equipment

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


	Balance as of
	December 31,		December 31,
	2018		2017
Computers and software	$	1,999	$	1,965
Furniture and fixtures		185		185
Manufacturing equipment		213		213
Leasehold improvements		513		513
		2,910		2,876
Accumulated depreciation		(2,569)		(2,334)
Property and equipment, net	$	341	$	542

Intangible and Other Non-Current Assets

12 Months Ended

Dec. 31, 2018

NON-CURRENT ASSETS

NON-CURRENT ASSETS

Note 8. Intangible and Other Non‑Current Assets

Intangible and other non-current assets consist of the following (in thousands):


	December 31, 2018						December 31, 2017
	Cost		Accumulated Amortization		Net		Cost		Accumulated Amortization		Net
PANCREAZE license (1)	$	141,895	$	(8,277)	$	133,618	$	—	$	—	$	—
Janssen patents (2)		3,050		(2,597)		453		3,050		(2,235)		815
Other non-current assets		208		—		208		199		—		199
Total	$	145,153	$	(10,874)	$	134,279	$	3,249	$	(2,235)	$	1,014

(1)

In June 2018, the Company acquired the rights to license PANCREAZE in the U.S. and Canada, as described further in Note 12. The rights are being amortized over their estimated useful life of 10 years using the straight-line method.

(2)

In September 2014, the Company acquired certain patents relating to Qsymia from Janssen Pharmaceuticals, approximately $3.1 million of which was recorded as an intangible asset. The patents are being amortized over their estimated useful life of 5.5 years using the straight-line method.

Other non-current assets primarily consist of real estate deposits. Amortization of intangible assets was $8.6 million and $0.5 million for the years ended December 31, 2018 and 2017, respectively. Future expected amortization expenses for intangible assets as of December 31, 2018 are as follows (in thousands):


2019	$	14,552
2020		14,280
2021		14,190
2022		14,190
2023		14,190
Thereafter		62,669
Total	$	134,071

Accrued And Other Liabilities

12 Months Ended

Dec. 31, 2018

ACCRUED AND OTHER LIABILITIES

ACCRUED AND OTHER LIABILITIES

Note 9. Accrued and Other Liabilities

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


	Balance as of
	December 31,		December 31,
	2018		2017
Reserve for product returns (see Note 2)	$	14,878	$	7,854
Product-related accruals (see Note 2)		8,272		5,751
Accrued manufacturing costs		4,313		1,238
Accrued employee compensation and benefits		2,591		3,642
Accrued interest on debt (see Note 13)		—		410
Other accrued liabilities		2,990		2,580
Total	$	33,044	$	21,475

The amounts included in other accrued liabilities consist of obligations primarily related to sales, marketing, research, clinical development, corporate activities, the STENDRA license and royalties.

License, Commercialization And Supply Agreements	12 Months Ended
License, Commercialization And Supply Agreements	Dec. 31, 2018
LICENSE, COMMERCIALIZATION AND SUPPLY AGREEMENTS
LICENSE, COMMERCIALIZATION AND SUPPLY AGREEMENTS	Note 12. License, Commercialization and Supply Agreements MTPC In January 2001, the Company entered into an exclusive development, license and clinical trial and commercial supply agreement with Tanabe Seiyaku Co., Ltd., now Mitsubishi Tanabe Pharma Corporation (“MTPC”), for the development and commercialization of avanafil. Under the terms of the agreement, MTPC agreed to grant an exclusive license to the Company for products containing avanafil outside of Japan, North Korea, South Korea, China, Taiwan, Singapore, Indonesia, Malaysia, Thailand, Vietnam and the Philippines. The Company agreed to grant MTPC an exclusive, royalty free license within those countries for oral products that we develop containing avanafil. The MTPC agreement contains a number of milestone payments to be made by us based on various triggering events. The term of the MTPC agreement is based on a country by country and on a product by product basis. In August 2012, the Company entered into an amendment to the agreement with MTPC that permitted the Company to manufacture the active pharmaceutical ingredient, or API, and tablets for STENDRA by itself or through third parties. In 2015, the Company transferred the manufacturing of the API and tablets for STENDRA to Sanofi. The Company maintains royalty obligations to MTPC which have been passed through to our commercialization partners. Menarini In July 2013, the Company entered into a license and commercialization agreement (the “Menarini License Agreement”) and a supply agreement (the “Menarini Supply Agreement”) with the Menarini Group through its subsidiary Berlin Chemie AG (“Menarini”). Under the terms of the Menarini License Agreement, Menarini received an exclusive license to commercialize and promote SPEDRA for the treatment of ED in over 40 countries, including the EU Member States, plus Australia and New Zealand. Additionally, the Company transferred to Menarini ownership of the marketing authorization for SPEDRA in the EU for the treatment of ED, which was granted by the EC in June 2013. Under the Menarini License Agreement, the Company has and is entitled to receive milestone payments based on certain net sales targets, plus royalties on SPEDRA sales. Under the terms of the Menarini Supply Agreement, the Company supplied Menarini with SPEDRA drug product until December 31, 2018. Menarini also has the right to manufacture SPEDRA independently, provided that it continues to satisfy certain minimum purchase obligations to the Company. Following the expiration of the Menarini Supply Agreement, Menarini is responsible for its own supply of SPEDRA. Either party may terminate the Menarini Supply Agreement for the other party’s uncured material breach or bankruptcy, or upon the termination of the Menarini License Agreement. Sanofi In December 2013, the Company entered into a license and commercialization agreement (the “Sanofi License Agreement”) with Sanofi. Under the terms of the Sanofi License Agreement, Sanofi received an exclusive license to commercialize and promote avanafil for therapeutic use in humans in Africa, the Middle East—Turkey and Commonwealth of Independent States, including Russia (the “Sanofi Territory”). In July 2013, the Company entered into a Commercial Supply Agreement with Sanofi Chimie to manufacture and supply the API for avanafil on an exclusive basis in the United States and other territories and on a semi-exclusive basis in Europe, including the EU Member States, Latin America and other territories. On December 7, 2018, the Company entered into an amendment to the Commercial Supply Agreement with Sanofi Chimie, pursuant to which certain amendments were made to the Commercial Supply Agreement, which include: (i) beginning January 1, 2019, Sanofi Chimie will manufacture and supply API for avanafil on an exclusive basis in all countries where the Company has the right to sell avanafil; (ii) beginning January 1, 2019, the yearly minimum quantities of API that the Company must purchase from Sanofi Chimie will be adjusted, as well as adjustments to the associated pricing and payment terms; and (iii) with the initial five year term of the Commercial Supply Agreement expiring on December 31, 2018, the Company and Sanofi Chimie have agreed to extend the term of the Commercial Supply Agreement until December 31, 2023 unless either party makes a timely election to terminate the agreement and that thereafter the Commercial Supply Agreement will auto-renew for successive one year terms unless either party makes a timely election not to renew. In November 2013, the Company entered into a Manufacturing and Supply Agreement with Sanofi Winthrop Industrie to manufacture and supply the avanafil tablets on an exclusive basis in the United States and other territories and on a semi exclusive basis in Europe, including the EU Member States, Latin America and other territories. The Company has minimum annual purchase commitments under these agreements for at least the initial five-year term. On March 23, 2017, the Company and Sanofi entered into the Termination, Rights Reversion and Transition Services Agreement (the “Transition Agreement”) effective February 28, 2017. Under the Transition Agreement, effective upon the thirtieth (30th) day following February 28, 2017, the Sanofi License Agreement terminated for all countries in the Sanofi Territory. In addition, under the Transition Agreement, Sanofi provides the Company with certain transition services in support of ongoing regulatory approval efforts while the Company seeks to obtain a new commercial partner or partners for the Sanofi Territory. The Company pays certain transition service fees to Sanofi as part of the Transition Agreement. Metuchen On September 30, 2016, the Company entered into a license and commercialization agreement (the “Metuchen License Agreement”) and a commercial supply agreement (the “Metuchen Supply Agreement”) with Metuchen Pharmaceuticals LLC (“Metuchen”). Under the terms of the Metuchen License Agreement, Metuchen received an exclusive license to develop, commercialize and promote STENDRA in the United States, Canada, South America and India (the “Metuchen Territory”) effective October 1, 2016. The Company and Metuchen have agreed not to develop, commercialize, or in-license any other product that operates as a PDE-5 inhibitor in the Metuchen Territory for a limited time period, subject to certain exceptions. The Metuchen License Agreement will terminate upon the expiration of the last-to-expire payment obligations under the Metuchen License Agreement; upon expiration of the term of the Metuchen License Agreement, the exclusive license granted under the Metuchen License Agreement shall become fully paid-up, royalty-free, perpetual and irrevocable as to the Company but not certain trademark royalties due to MTPC. Metuchen will obtain STENDRA exclusively from the Company for a mutually agreed term pursuant to the Metuchen Supply Agreement. Metuchen may elect to transfer the control of the supply chain for STENDRA for the Metuchen Territory to itself or its designee by assigning to Metuchen the Company’s agreements with the contract manufacturer. For 2016 and each subsequent calendar year during the term of the Metuchen Supply Agreement, if Metuchen fails to purchase an agreed minimum purchase amount of STENDRA from the Company, it will reimburse the Company for the shortfall as it relates to the Company’s out of pocket costs to acquire certain raw materials needed to manufacture STENDRA. Upon the termination of the Metuchen Supply Agreement (other than by Metuchen for the Company’s uncured material breach or upon completion of the transfer of the control of the supply chain), Metuchen’s agreed minimum purchase amount of STENDRA from the Company shall accelerate for the entire then current initial term or renewal term, as applicable. The initial term under the Metuchen Supply Agreement will be for a period of five years, with automatic renewal for successive two-year periods unless either party provides a termination notice to the other party at least two years in advance of the expiration of the then current term. Alvogen In September 2017, the Company entered into a license and commercialization agreement (the “Alvogen License Agreement”) and a commercial supply agreement (the “Alvogen Supply Agreement”) with Alvogen Malta Operations (ROW) Ltd (“Alvogen”). Under the terms of the Alvogen License Agreement, Alvogen will be solely responsible for obtaining and maintaining regulatory approvals for all sales and marketing activities for Qsymia in South Korea. The Company received an upfront payment of $2.5 million in September 2017, which was recorded in license and milestone revenue in the third quarter of 2017, and is eligible to receive additional payments upon Alvogen achieving marketing authorization, commercial launch and reaching a sales milestone. Additionally, the Company will receive a royalty on Alvogen’s Qsymia net sales in South Korea. Under the Alvogen Supply Agreement, the Company will supply product to Alvogen. PANCREAZE In June 2018, the Company closed on an Asset Purchase Agreement (the “PANCREAZE Purchase Agreement”) with Janssen Pharmaceuticals, Inc. (“Janssen”) pursuant to which the Company acquired the rights to PANCREAZE and PANCREASE MT in the U.S. and Canada and certain existing inventory for a purchase price of $135.0 million in cash. The Company also acquired all of the outstanding shares of Willow Biopharma Inc. (“Willow”). Willow had no significant assets at the time of acquisition. The Company issued fully-exercisable warrants to the former owners of Willow, including John Amos, M. Scott Oehrlein and Kenneth Suh, for the purchase of 357,000 shares of the Company’s common stock at an exercise price of $3.70 per share and agreed to assume certain of Willow’s liabilities. The amounts paid to the former owners were accounted for as a fee for the acquisition of PANCREAZE. As all the PANCREAZE assets acquired were a part of one product line, the PANCREAZE Purchase Agreement was accounted for as an asset acquisition, with an intangible asset of $141.9 million for the PANCREAZE license recorded on the consolidated balance sheet, which was comprised of the purchase price of $135.0 million, the fair value of the warrants issued of $0.8 million, the value of liabilities assumed of $0.4 million, the value of the Willow liabilities assumed of $1.5 million and accruals for estimated destruction of future unsalable inventory of $6.3 million, less the net value of PANCREAZE inventory acquired of $2.1 million. The fair value of the warrants issued was recorded in additional paid-in capital and was estimated using the Black-Scholes option pricing model, using a term of 7.0 years, an estimated volatility of 61.6%, a risk-free interest rate of 2.91% and an expected dividend yield of 0%. The intangible asset is being amortized over an expected useful life of 10 years, which corresponds with the expiration of certain significant patent rights related to PANCREAZE. In connection with the PANCREAZE Purchase Agreement, the Company and Janssen also entered into transition services agreements pursuant to which Janssen and a Canadian affiliate of Janssen will provide certain transition services to the Company in the U.S. and Canada as the Company transitions to full control over the PANCREAZE supply chain. The Company and Johnson & Johnson Health Care Systems Inc., a New Jersey corporation and an affiliate of Janssen, also entered into a Long-Term Collaboration Agreement pursuant to which they will cooperate in the reporting and certification of pricing and sales data and the payment of rebates and discounts under certain governmental programs.

Long-Term Debt

12 Months Ended

Dec. 31, 2018

LONG-TERM DEBT AND COMMITMENTS

LONG-TERM DEBT AND COMMITMENTS

Note 13. Long‑Term Debt

The Company’s indebtedness consists of the following (in thousands):


	Balance as of
	December 31,		December 31,
	2018		2017
Senior secured notes due 2018	$	—	$	6,187
Unamortized discount and debt issuance costs		—		(7)
Senior secured notes due 2018, net		—		6,180

Convertible senior notes due 2020		181,426		250,000
Unamortized discount and debt issuance costs		6,358		(20,497)
Convertible senior notes due 2020, net		187,784		229,503

Senior secured notes due 2024		110,000		—
Unamortized premium and debt issuance costs, net		(3,338)		—
Senior secured notes due 2024, net		106,662		—

Total debt		294,446		235,683
Less current portion		—		5,147
Total long-term debt	$	294,446	$	230,536

Senior Secured Notes Due 2018

In March 2013, the Company entered into the Purchase and Sale Agreement between the Company and BioPharma Secured Investments III Holdings Cayman LP, a Cayman Islands exempted limited partnership, providing for the purchase of a debt‑like instrument (the “Senior Secured Notes Due 2018”). Under the agreement, the Company received $50 million, less $500,000 in funding and facility payments, at the initial closing in April 2013. The scheduled quarterly payments on the Senior Secured Notes were subject to the net sales of (i) Qsymia and (ii) any other obesity agent developed or marketed by us or our affiliates or licensees. The scheduled quarterly payments, other than the payment(s) scheduled to be made in the second quarter of 2018, were capped at the lower of the scheduled payment amounts or 25% of the net sales of (i) and (ii) above. Accordingly, if 25% of the net sales is less than the scheduled quarterly payment, then 25% of the net sales is due for that quarter, with the exception of the payment(s) scheduled to be made in the second quarter of 2018, when any unpaid scheduled quarterly payments plus any accrued and unpaid make whole premiums were to be paid. Any quarterly payment less than the scheduled quarterly payment amount was subject to a make whole premium equal to the applicable scheduled quarterly payment of the preceding quarter less the actual payment made to BioPharma for the preceding quarter multiplied by 1.03. The Company made its final payment on the Senior Secured Notes Due 2018 in April 2018.

Convertible Senior Notes Due 2020

In May 2013, the Company closed offerings of $250.0 million in 4.5% Convertible Senior Notes due May 2020 (the “Convertible Notes”). The Convertible Notes are governed by an indenture, dated May 2013 between the Company and Deutsche Bank National Trust Company, as trustee. Total net proceeds from the Convertible Notes were approximately $241.8 million. The Convertible Notes are convertible at a conversion rate of approximately $148.58 per share at the option of the holders under certain conditions at any time prior to the close of business on the business day immediately preceding November 1, 2019. On or after November 1, 2019, holders may convert all or any portion of their Convertible Notes at any time at their option at the conversion rate then in effect, regardless of these conditions. Subject to certain limitations, the Company will settle conversions of the Convertible Notes by paying or delivering, as the case may be, cash, shares of its common stock or a combination of cash and shares of our common stock, at the Company’s election. Interest payments are made quarterly. In June 2018, the Company repurchased $60.0 million of face value of the Convertible Notes for $51.0 million in cash plus accrued but unpaid interest using funds received from the issuance of the Company’s Senior Secured Notes Due 2024. The gain was accounted for as a debt modification with the gain applied to the modified debt. In October 2018, the Company repurchased $8.6 million of face value of the Convertible Notes for $7.1 million in cash plus accrued but unpaid interest. The gain on this repurchase of $1.4 million was accounted for as an extinguishment of debt and recorded on the income statement.

Senior Secured Notes Due 2024

In June 2018, the Company entered into an indenture (the “Indenture”) with U.S. Bank National Association as trustee and collateral agent regarding the purchase agreement entered into with affiliates of Athyrium Capital Management (collectively, the “Purchasers”) for the issuance and sale of (i) $110.0 million of 10.375% senior secured notes due 2024 (the “2024 Notes”), (ii) up to an additional $10.0 million of 10.375% senior secured notes due 2024 to be issued subsequently at the Company’s option within 12 months of the issue date of the 2024 Notes, subject to certain conditions, and (iii) a warrant for 330,000 shares issued concurrently with the issuance of the 2024 Notes. The 2024 Notes were issued at a purchase price equal to 99% of the principal amount and contain customary representations, warranties, covenants, conditions and indemnities.

The Company used the net proceeds from the issuance of the 2024 Notes to pay (i) certain fees, costs and expenses relating to the issuance and sale of the 2024 Notes, (ii) to finance a portion of the acquisition of PANCREAZE and (iii) to repurchase $60.0 million of the Company’s outstanding Convertible Notes from the Purchasers or their affiliates for a purchase price of $51.0 million (plus accrued but unpaid interest to the repurchase date). The fair value of the warrant issued was estimated using the Black-Scholes option pricing model, using a term of 6.0 years, an estimated volatility of 62.7%, a risk-free interest rate of 2.83% and an expected dividend yield of 0%. The Indenture has an effective interest rate of 11.3% and includes customary covenants and events of default, including covenants that, among other things, restrict the incurrence of future indebtedness, the granting of liens, the making of investments, distributions or dividends, and the Company’s ability to merge, consolidate or sell assets, in each case subject to certain exceptions. In addition, the Indenture includes certain financial maintenance covenants related to minimum cash balances and minimum quarterly net revenues related to PANCREAZE.

Future estimated payments on all of the Company’s indebtedness as of December 31, 2018 are as follows (in thousands):


2019	$	19,577
2020		197,374
2021		36,131
2022		41,299
2023		37,789
Thereafter		17,611
	$	349,781

Stockholders Equity	12 Months Ended
Stockholders Equity	Dec. 31, 2018
Stockholders' Equity
Stockholders' Equity	Note 14. Stockholders’ Equity Common Stock The Company is authorized to issue 200,000,000 shares of common stock with a par value of $0.001 per share. As of December 31, 2018 and 2017, there were 10,636,000 and 10,603,000 shares, respectively, issued and outstanding. Reverse Stock Split On September 10, 2018, the Company effected a one-for-10 reverse stock split of its common stock. As a result of the reverse stock split, every 10 shares of the Company’s pre-reverse split common stock issued and outstanding was combined and converted into one issued and outstanding share of post-reverse split common stock without any change in the par value of the shares. Accordingly, an amount equal to the par value of the decreased shares resulting from the reverse stock split was reclassified from “Common stock” to “Additional paid-in capital.” No fractional shares were issued as a result of the reverse stock split; any fractional shares that would have resulted were rounded up to the nearest whole share. Proportionate voting rights and other rights of stockholders were not affected by the reverse stock split, other than as a result of the rounding up of potential fractional shares. All stock options, warrants and restricted stock units outstanding and common stock reserved for issuance under the Company’s equity incentive plans immediately prior to the reverse stock split were adjusted by dividing the number of affected shares of common stock by 10 and, where applicable, multiplying the exercise price by 10. All share and per share amounts related to common stock, stock options, warrants and restricted stock units have been restated for all periods to give retroactive effect to the reverse stock split. Preferred Stock The Company is authorized to issue 5,000,000 shares of undesignated preferred stock with a par value of $0.001 per share. As of December 31, 2018 and 2017, there were no preferred shares issued or outstanding. The Company may issue shares of preferred stock in the future, without stockholder approval, upon such terms as the Company’s management and Board of Directors may determine. Stockholder Rights Plan On March 26, 2007, the Board of Directors of the Company adopted a Stockholder Rights Plan (the “Rights Plan”) and amended its bylaws. Under the Rights Plan, the Company will issue a dividend of one right for each share of its common stock held by stockholders of record as of the close of business on April 13, 2007. The Rights Plan is designed to guard against partial tender offers and other coercive tactics to gain control of the Company without offering a fair and adequate price and terms to all of the Company’s stockholders. The Rights Plan is intended to provide the Board of Directors with sufficient time to consider any and all alternatives to such an action and is similar to plans adopted by many other publicly traded companies. The Rights Plan was not adopted in response to any efforts to acquire the Company and the Company is not aware of any such efforts. Each right will initially entitle stockholders to purchase a fractional share of the Company’s preferred stock for $26.00. However, the rights are not immediately exercisable and will become exercisable only upon the occurrence of certain events. If a person or group acquires, or announces a tender or exchange offer that would result in the acquisition of 15% or more of the Company’s common stock while the Stockholder Rights Plan remains in place, then, unless the rights are redeemed by the Company for $.001 per right, the rights will become exercisable by all rights holders except the acquiring person or group for the Company’s shares or shares of the third‑party acquirer having a value of twice the right’s then‑current exercise price. The rights will expire on the earliest of (i) April 13, 2017 (the final expiration date), or (ii) redemption or exchange of the rights. On November 9, 2016, the Company adopted an Amended and Restated Preferred Stock Rights Agreement (the “A&R Rights Agreement”) which amended and extended the Rights Plan. The A&R Rights Agreement was approved to mitigate the likelihood of an “ownership change” within the meaning of Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”) and thereby preserve the current ability of the Company to utilize certain net operating loss carryovers and other tax benefits of the Company and its subsidiaries to offset future income. The A&R Rights Agreement is intended to act as a deterrent to any person or group acquiring beneficial ownership of 4.9% or more of the outstanding common stock of the Company without the approval of the Board. The A&R Rights Agreement extends the expiration date of the rights from April 13, 2017 to November 9, 2019 (subject to earlier expiration under the circumstances described below). It also lowers the threshold at which a person or group becomes an “Acquiring Person” to 4.9% of the outstanding Common Stock, subject to certain exceptions (including that any person or group who, as of the time of the first public announcement of the approval of the A&R Rights Agreement, beneficially owns 4.9% or more of the then-outstanding shares of Common Stock, will not be deemed to be an “Acquiring Person” so long as such person or group does not thereafter acquire an additional 1% of the outstanding shares of Common Stock, subject to certain exceptions); and amends certain other provisions, including the definitions of “Beneficial Ownership” and “Exempt Person,” to include terms appropriate for the purpose of preserving the tax benefits. Each right would initially entitle the holder to purchase one one-thousandth of a share of the Company’s Series A Participating Preferred Stock, par value $0.001 per share (the “Preferred Stock”) for a purchase price of $5.30 (subject to adjustment). Under certain circumstances set forth in the A&R Rights Agreement, the Company may suspend the exercisability of the rights. The rights and the A&R Rights Agreement will expire on the earliest of (i) November 9, 2019, (ii) the time at which the rights are redeemed or exchanged pursuant to the A&R Rights Agreement, (iii) the repeal of Section 382 of the Code or any successor statute if the Board determines that the A&R Rights Agreement is no longer necessary or desirable for the preservation of the tax benefits, (iv) the first business day following the date on which the A&R Rights Agreement fails to be ratified by the Company’s stockholders at the Company’s 2017 annual meeting and (v) the beginning of a taxable year to which the Board determines that no tax benefits may be carried forward.

Stock Option and Purchase Plans

12 Months Ended

Dec. 31, 2018

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION

Note 15. Stock Option and Purchase Plans

Stock Option Plans

In July 2018, the Company’s Board of Directors terminated the 2010 Equity Incentive Plan and adopted and approved a new 2018 Equity Incentive Plan (the “2018 Plan”) which was approved by the Company’s stockholders at the 2018 Annual Meeting of Shareholders. The 2010 Plan continues to govern awards previously granted under it and the 2001 Plan continues to govern awards previously granted under it. The 2018 Plan provides for the grant of stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance shares and performance units to individuals who perform services to the Company. The 2018 Plan will be administered by the Board of Directors, or a committee of individuals appointed by the Board of Directors, including the Compensation Committee of the Board of Directors. The maximum term of an option will be specified in the award agreement, provided that the term will be no more than 10 years, and provided further that an incentive stock option granted to a ten percent stockholder must have a term not exceeding 5 years.

The 2018 Plan’s original share reserve was 150,000 shares, plus any shares reserved but not issued pursuant to awards under the 2010 Plan as of the date of stockholder approval of the 2018 Plan, or 603,375 shares, plus any shares subject to outstanding awards under the 2010 Plan and 2001 Stock Option Plan that expire or otherwise terminate without having been exercised in full, or are forfeited to or repurchased by the Company, up to a maximum of 1,881,449 shares (which was the number of shares subject to outstanding options under the 2010 Plan and 2001 Stock Option Plan as of the date of stockholder approval).

In April 2018, the Company’s Board of Directors adopted the VIVUS, Inc. 2018 Inducement Equity Incentive Plan (the “Inducement Plan”) and reserved 502,000 shares of the Company’s common stock for issuance pursuant to equity awards granted under the Inducement Plan. The Inducement Plan was adopted without stockholder approval pursuant to Rule 5635(c)(4) and Rule 5635(c)(3) of the Nasdaq Listing Rules. The Inducement Plan provides for the grant of equity-based awards, including options, stock appreciation rights, restricted stock, restricted stock units, performance units and performance shares. In accordance with Rule 5635(c)(4) and Rule 5635(c)(3) of the Nasdaq Listing Rules, awards under the Inducement Plan may only be made to individuals not previously employees of the Company (or following such individuals’ bona fide period of non-employment with the Company), as an inducement material to the individuals’ entry into employment with the Company.

Restricted Stock Units

A summary of restricted stock unit award activity is as follows:


		Weighted
	Number of	Average
	Restricted	Grant Date
	Stock Units	Fair Value
Restricted stock units outstanding, January 1, 2016	140,982	$	18.74
Granted	56,250		14.31
Vested	(135,998)		16.75
Forfeited	(7,391)		19.83
Restricted stock units outstanding, December 31, 2016	53,843		18.99
Granted	45,000		11.73
Vested	(62,192)		14.79
Forfeited	(7,518)		14.99
Restricted stock units outstanding, December 31, 2017	29,133		17.78
Vested	(19,185)		19.82
Forfeited	(8,903)		12.05
Restricted stock units outstanding, December 31, 2018	1,045	$	29.08

Stock Options

A summary of stock option award activity for all plans is as follows:


	Years Ended December 31,
	2018			2017			2016
		Weighted-			Weighted-			Weighted-
		Average			Average			Average
	Number of	Exercise		Number of	Exercise		Number of	Exercise
	Shares	Price		Shares	Price		Shares	Price
Options outstanding at beginning of year	1,422,581	$	34.12	954,724	$	46.23	572,249	$	79.69
Granted	1,157,668	$	3.95	518,484	$	10.60	498,096	$	10.60
Exercised	(10,029)	$	6.99	—	$	—	—	$	—
Cancelled	(129,158)	$	15.27	(50,627)	$	21.66	(115,621)	$	58.32
Options outstanding at end of year	2,441,062	$	20.92	1,422,581	$	34.12	954,724	$	46.23
Options exercisable at end of year	1,124,744	$	39.25	653,183	$	60.72	376,575	$	95.74
Weighted average grant-date fair value of options granted during the year		$	1.90		$	4.95		$	5.52

At December 31, 2018, stock options outstanding and exercisable were as follows:


					Options Outstanding					Options Exercisable
						Weighted-
					Number	Average		Weighted-		Number	Weighted-
					Outstanding at	Remaining		Average		Exercisable	Average
					December 31,	Contractual		Exercise		December 31,	Exercise
Range of Exercise Prices					2018	Life		Price		2018	Price
$	2.81	—	$	3.70	748,500	6.59	years	$	3.66	17,500	$	3.53
$	3.90	—	$	10.60	867,410	5.06	years	$	7.62	454,035	$	9.51
$	11.20	—	$	87.40	628,961	4.17	years	$	21.35	457,018	$	25.11
$	89.10	—	$	257.40	196,191	2.42	years	$	144.19	196,191	$	144.19
$	2.81	—	$	257.40	2,441,062	5.09	years	$	20.92	1,124,744	$	39.25

The aggregate intrinsic value of outstanding options as of December 31, 2018 was $0. At December 31, 2018, the Company had 707,648 shares available for grant.

Valuation Assumptions for Options

The fair value of each option is estimated on the date of grant using the Black‑Scholes option pricing model, assuming no expected dividends and the following weighted average assumptions:


	2018		2017		2016
Expected life (in years)	4.50		4.27		4.33
Volatility	57.7	%	57.0	%	65.8	%
Risk-free interest rate	2.70	%	1.80	%	1.36	%
Dividend yield	—		—		—

Employee Stock Purchase Plan

The Company has reserved a total of 200,000 shares for issuance under the 1994 Employee Stock Purchase Plan (the “ESPP”). Under the ESPP, eligible employees may authorize payroll deductions of up to 10% of their base compensation (as defined) to purchase up to 700 shares per offering period of common stock at a price equal to 85% of the lower of the fair market value as of the beginning or the end of each six-month offering period.

As of December 31, 2018, 189,890 shares have been issued to employees and there are 10,110 shares available for issuance under the ESPP. The weighted average fair value of shares issued under the ESPP in 2018, 2017 and 2016 was $1.63, $2.28 and $3.28 per share, respectively.

Valuation Assumptions for ESPP Shares

The fair value of shares issued under the ESPP is estimated using the Black‑Scholes option pricing model, assuming no expected dividends and the following weighted average assumptions:


	2018		2017		2016
Expected life (in years)	0.5		0.5		0.5
Volatility	91.5	%	47.4	%	50.0	%
Risk-free interest rate	2.4	%	1.2	%	0.5	%
Dividend yield	—		—		—

Share‑Based Compensation Expense

Total estimated share‑based compensation expense, related to all of the Company’s share‑based awards, was comprised as follows (in thousands):


	2018		2017		2016
Cost of goods sold	$	66	$	53	$	147
Selling, general and administrative		2,907		2,544		1,644
Research and development		312		345		493
Total share-based compensation expense	$	3,285	$	2,942	$	2,284

Total share‑based compensation cost capitalized as part of the cost of inventory was $26,000, $9,000 and $33,000 for the years ended December 31, 2018, 2017 and 2016, respectively.

The following table summarizes share‑based compensation, net of estimated forfeitures associated with each type of award (in thousands):


	2018		2017		2016
Restricted stock units	$	249	$	924	$	1,591
Stock options		3,007		2,002		675
Employee stock purchase plan		29		16		18
	$	3,285	$	2,942	$	2,284

As of December 31, 2018, unrecognized estimated compensation expense totaled $2.8 million related to non‑vested stock options and restricted stock units and $16,000 related to the ESPP. The weighted average remaining requisite service period for the non‑vested stock options was 2.7 years and for the ESPP was less than 6 months.

Commitments

12 Months Ended

Dec. 31, 2018

Commitments

Commitments

Note 16. Commitments

Lease Commitments

In August 2016, the Company entered into a lease for new principal executive offices, consisting of approximately 13,981 square feet of office space at 900 E. Hamilton Avenue, Campbell, California (the “Campbell Lease”). The Campbell Lease has an initial term of approximately 58 months, commencing on December 27, 2016, with a beginning annual rental rate of $3.10 per rentable square foot, subject to agreed-upon increases. The Company received an abatement of the monthly rent for the first four months on the lease term. The Company has one option to extend the lease term for two years at the fair market rental rate then prevailing as detailed in the Campbell Lease. Beginning in August 2018, we also rent a small office space in Morristown, New Jersey with a rental period through August 2020.

Future minimum lease payments under operating leases at December 31, 2018, were as follows (in thousands):


2019	$	599
2020		600
2021		482
	$	1,681

Cardiovascular Outcomes Trial

As a condition of FDA granting approval to commercialize Qsymia in the U.S., the Company agreed to complete certain post-marketing requirements. One requirement was to perform a cardiovascular outcomes trial (“CVOT”) on Qsymia. The cost of a CVOT is estimated to be between $180 million and $220 million incurred over a period of approximately five years. The Company is working with FDA to determine a pathway to provide FDA with information to support the safety of Qsymia in a more cost-effective manner. To date, the Company has not incurred expenses related to the CVOT.

Income Taxes

12 Months Ended

Dec. 31, 2018

INCOME TAXES

INCOME TAXES

Note 17. Income Taxes

The Company uses the liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and the tax bases of assets and liabilities and are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. Deferred income taxes result from differences in the recognition of expenses for tax and financial reporting purposes, as well as operating loss and tax credit carryforwards. Significant components of the Company’s deferred income tax assets as of December 31, 2018 and 2017, are as follows (in thousands):


	2018		2017
Deferred tax assets:
Net operating loss carry forwards	$	152,172	$	152,947
Research and development credit carry forwards		16,721		17,426
Share-based compensation		5,086		5,248
Accruals and other		15,180		13,741
Depreciation		633		(36)
Deferred revenue		1,268		1,486
		191,060		190,812
Valuation allowance		(191,060)		(190,812)
Total	$	—	$	—

Realization of deferred tax assets by the Company is dependent upon the amount and timing of the generation of future taxable income, if any. As a result of the Company’s analysis of all available evidence, both positive and negative, as of December 31, 2018, it was considered more likely than not that the Company’s deferred tax assets would not be realized. As a result, the Company’s net deferred tax assets have been fully offset by a valuation allowance.

The net increase in the valuation allowance in 2018 was $0.2 million. The net decrease in the valuation allowance in 2017 was $78.4 million. As of December 31, 2018, the Company had no significant deferred tax liabilities.

On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law. Among other changes is a permanent reduction in the federal corporate income tax rate from 35% to 21% effective January 1, 2018. As a result of the reduction in the corporate income tax rate, the Company revalued its net deferred tax asset at December 31, 2017. This resulted in a reduction in the value of our net deferred tax asset of approximately $98.4 million, which was entirely offset by the change in valuation allowance of $98.4 million due to the Company’s full valuation allowance position.

The Act includes certain anti-deferral and anti-base erosion provisions, including a new minimum tax on global intangible low-taxed income (“GILTI”). The Act subjects the Company to current tax on GILTI of its controlled foreign corporations. Due to current year foreign losses, at December 31, 2018, the Company was not subject to GILTI. To the extent the Company would have been subject to a GILTI income inclusion, any reduction to the deferred tax assets, would be fully offset by the change in valuation allowance. There is no tax expense impact related to GILTI inclusion.

As of December 31, 2018, the Company had approximately $630.7 million and $273.6 million of net operating loss (“NOL”) carryforwards with which to offset its future taxable income for federal and state income tax reporting purposes, respectively. The federal and state NOL carryforwards will begin expiring in 2028, unless previously utilized. Federal NOL carryforwards generated in tax years beginning in 2018 are not subject to expiration. Federal NOLs that arose on or after January 1, 2018 can be carried forward indefinitely against future income but can only be used to offset a maximum of 80% of the Company’s federal taxable income in any year.

The Act expanded the scope of the $1.0 million deduction limitation and expanded the definition of a covered person under the Internal Revenue Code for tax years beginning after December 31, 2017. The Act repealed the performance base exception; therefore, all compensation paid to a covered employee in excess of $1.0 million will be nondeductible, unless it is subject to the transition rule. The Act expended the definition of a covered employee to include the CFO and to cover any individual who served as the CEO or CFO at any time during the tax year. The covered employee definition has been further expanded to provide that once an employee becomes a covered employee for any tax year beginning after December 31, 2016, the employee will remain a covered employee for all future tax years. The Company had approximately $0.9 million of officer compensation expense limited for the year ended December 31, 2018.

The Act revised the business interest expense limitation. For tax years beginning after December 31, 2017, the Internal Revenue Code limits the deduction for business interest to the sum of business interest income and 30% of adjusted taxable income without regard to business interest expense or income; and NOL deduction. Limited interest is carried forward indefinitely. In 2018, the Company’s interest limitation was $6.3 million. State conformity to this provision is applied on a jurisdiction‐by‐jurisdiction basis.

The Act extended and modified bonus depreciation provisions, in the Internal Revenue Code, allowing businesses to immediately deduct 100% of the cost of eligible property in the year it is placed in service, through 2022. The amount of allowable bonus depreciation is then phased down over four years. 80% will be allowed for property placed in service in 2023, 60% in 2024, 40% in 2025, and 20% in 2026. The Company has taken bonus depreciation of approximately $34,000 in the current year. State conformity to this provision and is applied on a jurisdiction‐by‐jurisdiction basis.

As of December 31, 2018, the Company has federal and state research credit carryforwards of approximately $12.7 million, and $5.2 million, respectively. The federal research credit carryforwards will begin expiring in 2018, unless previously utilized. The state research credit carryforwards do not expire.

Utilization of the Company’s NOL and tax credit carryforwards (“Tax Attributes”) may be subject to substantial annual limitations provided by the U.S. Internal Revenue Code and similar state provisions to the extent certain ownership changes are deemed to occur. Such an annual limitation could result in the expiration of the Tax Attributes before utilization. The Tax Attributes reflected above have not been reduced by any limitations. To the extent it is determined upon completion of the analysis that such limitations do apply, the Company will adjust the Tax Attributes accordingly. The Company faces the risk that its ability to use its Tax Attributes will be substantially restricted if it undergoes an ownership change, as defined in Section 382 of the U.S. Internal Revenue Code (“Section 382”).

An ownership change under Section 382 would occur if 5-percent shareholders, within the meaning of Section 382, collectively increased their ownership in the Company by more than 50 percentage points over a rolling three-year period. The Company has completed studies through December 31, 2016, and concluded that no adjustments were required. If the Company has experienced a change of control at any time since its formation, its NOL carryforwards and tax credits may not be available, or their utilization could be subject to an annual limitation under Section 382. A full valuation allowance has been provided against the Company's NOL carryforwards, and if an adjustment is required, this adjustment would be offset by an adjustment to the valuation allowance. Accordingly, there would be no impact on the consolidated financial statements.

The Company adopted ASU 2016-09 during the year ended December 31, 2017. Under ASU 2016-09, excess tax benefits and deficiencies are required to be recognized prospectively as part of provision for income taxes rather than additional paid-in capital. The Company's cumulative effect of windfall tax attributes were approximately $17.4 million. After applying the valuation allowance, no adjustment was recorded to the beginning retained earnings balance.

The provision (benefit) for income taxes is based upon the loss from continuing operations before income taxes as follows (in thousands):


	2018		2017		2016
Income (loss) before income taxes:
Domestic	$	(36,800)	$	(30,371)	$	23,592
International		(98)		(138)		(220)
Income (loss) before taxes	$	(36,898)	$	(30,509)	$	23,372

The provision (benefit) for income taxes consists of the following (in thousands):


	2018		2017		2016
Current:
Federal	$	—	$	—	$	—
State		57		2		70
Foreign		(5)		—		—
Total current provision (benefit) for income taxes	$	52	$	2	$	70
Deferred:
Federal	$	—	$	—	$	—
State		—		—		—
Foreign		—		—		—
Total deferred provision for income taxes	$	—	$	—	$	—
Total provision (benefit) for income taxes from continuing operations	$	52	$	2	$	70

The effective tax rate differs from the amount computed by applying the statutory federal income tax rates as follows:


	2018		2017		2016
Tax at U.S. federal statutory rate	21	%	35	%	35	%
State income taxes, net of federal tax effect	2		1		4
Change in valuation allowance	(2)		310		(67)
Permanent items	(21)		(24)		28
Tax credits	—		1		—
Tax Cuts and Jobs Act impact	—		(323)		—
Effective tax rate	—	%	—	%	—	%

The reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):


	2018		2017		2016
Unrecognized tax benefits as of January 1	$	110	$	65	$	38
Gross increase/(decrease) for tax positions of prior years		(33)		—		2
Gross increase/(decrease) for tax positions of current year		14		45		25
Unrecognized tax benefits balance at December 31	$	91	$	110	$	65

The remaining balance of unrecognized tax benefits recorded on the Company’s consolidated balance sheets is as follows (in thousands):


	2018		2017
Total unrecognized tax benefits	$	91	$	110
Amounts netted against deferred tax assets		(91)		(110)
Unrecognized tax benefits recorded on consolidated balance sheets	$	—	$	—

As the Company is not currently under examination, it is reasonable to assume that the balance of gross unrecognized tax benefits will likely not change in the next twelve months. The Company currently has not recorded interest and penalties relating to uncertain tax positions.

Selected Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2018

Selected Financial Data (Unaudited)

Selected Financial Data (Unaudited)

Note 20. Selected Financial Data (Unaudited)

Selected Quarterly Financial Data (in thousands except per share data):


	Quarter Ended,
	March 31		June 30		September 30		December 31
2018
Total revenue	$	11,900	$	14,960	$	18,088	$	20,114
Total gross profit		9,270		11,674		14,604		14,901
Operating expenses		14,192		18,312		17,680		18,357
Net loss		(10,653)		(12,574)		(9,223)		(4,500)
Basic and diluted net loss per share	$	(1.00)	$	(1.18)	$	(0.87)	$	(0.42)

2017
Total revenue	$	27,012	$	11,227	$	15,193	$	11,941
Total gross profit		20,845		7,657		11,679		8,005
Operating expenses		19,778		16,214		12,767		13,821
Net loss		(1,056)		(13,386)		(5,994)		(10,075)
Basic and diluted net loss per share	$	(0.10)	$	(1.27)	$	(0.57)	$	(0.95)

Schedule II-Valuation And Qualifying Accounts

12 Months Ended

Dec. 31, 2018

SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS

SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS

VIVUS, Inc.

SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS

(in thousands)

Each of the following valuation and qualifying accounts are reported as assets and liabilities of continuing and discontinued operations in the consolidated balance sheets for all periods presented.


	Balance at		Charged				Balance at
	Beginning of		to		Charges		End of
	Period		Operations*		Utilized		Period
Allowance for Cash Discounts
Fiscal year ended December 31, 2016	$	164	$	1,679	$	(1,630)	$	213
Fiscal year ended December 31, 2017	$	213	$	1,344	$	(1,362)	$	195
Fiscal year ended December 31, 2018	$	195	$	1,346	$	(1,389)	$	152

*Amount charged to operations during fiscal years ended December 31, 2018, 2017 and 2016, includes $1,327,000, $1,697,000 and $1,474,000, respectively, for cash discount allowances related to revenue recognized during each fiscal year. The remaining amounts were recorded on the consolidated balance sheets as deferred revenue at the end of each period, respectively.

Business And Significant Policies (Policies)

12 Months Ended

Dec. 31, 2018

BASIS OF PRESENTATION

Principles of Consolidation

Reverse Stock Split

Use of Estimates

Cash and Cash Equivalents

Available-for-Sale Securities

Available‑for‑Sale Securities

Fair Value Measurements

Concentration of Credit Risk

Accounts Receivable, Allowances for Doubtful Accounts and Cash Discounts

Inventories

Property and Equipment

Deferred Issuance Costs

Debt Issuance Costs

Revenue Recognition

For all revenue transactions, the Company evaluates its contracts with its customers to determine revenue recognition using the following five-step model:

1)The Company identifies the contract(s) with a customer;

2)The Company identifies the performance obligations in the contract;

3)The Company determines the transaction price;

4)The Company allocates the transaction price to the identified performance obligations; and

5)The Company recognizes revenue when (or as) the entity satisfies a performance obligation.

Product Revenue

Change in Accounting Estimate in 2017

Supply Revenue

License and Milestone Revenue

Royalty Revenue

Cost of Goods Sold

Research and Development Expenses

Advertising Expenses

Advertising expenses are expensed as incurred. The Company incurred advertising and sales promotion costs of $2.1 million, $3.2 million and $3.9 million in 2018, 2017 and 2016, respectively.

Share-based compensation

Share‑Based Compensation

Income Taxes

The Company recognizes interest and penalties accrued on any unrecognized tax benefits as a component of its provision for income taxes.

Foreign Currency Transactions

Contingencies and Litigation

Intangible Assets

Net Loss Per Share

Net Income (Loss) Per Share


	2018		2017		2016
Net (loss) income	$	(36,950)	$	(30,511)	$	23,302
Basic:
Weighted-average shares outstanding		10,621		10,574		10,439
Basic net (loss) income per share	$	(3.48)	$	(2.89)	$	2.23
Diluted:
Weighted-average shares outstanding used in basic calculation		10,621		10,574		10,439
Dilutive potential shares		—		—		58
Weighted-average shares outstanding used in diluted calculation		10,621		10,574		10,497
Diluted net (loss) income per share	$	(3.48)	$	(2.89)	$	2.22

Recent Accounting Pronouncements Adopted

Recent Accounting Pronouncements Not Yet Adopted

Business and Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table presents the computation of basic and diluted net income (loss) per share (in thousands, except per share amounts):


	2018		2017		2016
Net (loss) income	$	(36,950)	$	(30,511)	$	23,302
Basic:
Weighted-average shares outstanding		10,621		10,574		10,439
Basic net (loss) income per share	$	(3.48)	$	(2.89)	$	2.23
Diluted:
Weighted-average shares outstanding used in basic calculation		10,621		10,574		10,439
Dilutive potential shares		—		—		58
Weighted-average shares outstanding used in diluted calculation		10,621		10,574		10,497
Diluted net (loss) income per share	$	(3.48)	$	(2.89)	$	2.22

Revenue (Segment Information and Concentration of Customers and Suppliers) (Tables)

12 Months Ended

Dec. 31, 2018

Concentration of Customers

Schedule of net product revenue by geographic region

Revenue disaggregated by revenue source and by geographic region was as follows (in thousands):


	Years Ended December 31,
	2018
	U.S.		ROW			Total
Qsymia—Net product revenue	$	40,558	$	—		$	40,558
PANCREAZE - Net product revenue		16,226		—			16,226
PANCREAZE - Royalty revenue		—		1,108			1,108
STENDRA/SPEDRA—Supply revenue		1,646		3,217			4,863
STENDRA/SPEDRA—Royalty revenue		—		2,307			2,307
Total revenue	$	58,430	$	6,632	(1)	$	65,062

	2017
	U.S.		ROW			Total
Qsymia—Net product revenue	$	44,983	$	—		$	44,983
Qsymia—License revenue		5,000		2,500			7,500
STENDRA/SPEDRA—Supply revenue		5,909		4,498			10,407
STENDRA/SPEDRA—Royalty revenue		—		2,483			2,483
Total revenue	$	55,892	$	9,481	(2)	$	65,373

	2016
	U.S.		ROW			Total
Qsymia—Net product revenue	$	48,501	$	—		$	48,501
STENDRA/SPEDRA—License revenue		69,400		—			69,400
STENDRA/SPEDRA—Supply revenue		765		1,526			2,291
STENDRA/SPEDRA—Royalty revenue		1,649		2,417			4,066
Total revenue	$	120,315	$	3,943	(3)	$	124,258

(1)

$5.5 million of which was attributable to Germany and $1.1 million of which was attributable to Canada.

(2)

$7.0 million of which was attributable to Germany and $2.5 million of which was attributable to South Korea.

(3)

$3.9 million of which was attributable to Germany.

Schedule of Revenue And Cost Of Goods Sold By Source

Revenue and cost of goods sold by source was as follows (in thousands):


	Year Ended December 31,
	2018
	Qsymia		PANCREAZE		STENDRA/ SPEDRA		Total
Net product revenue	$	40,558	$	16,226	$	—	$	56,784
Supply revenue		—		—		4,863		4,863
Royalty revenue		—		1,108		2,307		3,415
Total revenue	$	40,558	$	17,334	$	7,170	$	65,062

Cost of goods sold (excluding amortization)	$	4,693	$	5,156	$	4,764	$	14,613
Amortization of intangible assets	$	363	$	8,277	$	—	$	8,640

	2017
	Qsymia		PANCREAZE		STENDRA/ SPEDRA		Total
Net product revenue	$	44,983	$	—	$	—	$	44,983
License		7,500		—		—		7,500
Supply revenue		—		—		10,407		10,407
Royalty revenue		—		—		2,483		2,483
Total revenue	$	52,483	$	—	$	12,890	$	65,373

Cost of goods sold (excluding amortization)	$	6,993	$	—	$	9,650	$	16,643
Amortization of intangible assets	$	544		—	$	—	$	544

	2016
	Qsymia		PANCREAZE		STENDRA/ SPEDRA		Total
Net product revenue	$	48,501	$	—	$	—	$	48,501
License		—		—		69,400		69,400
Supply revenue		—		—		2,291		2,291
Royalty revenue		—		—		4,066		4,066
Total revenue	$	48,501	$	—	$	75,757	$	124,258

Cost of goods sold (excluding amortization)	$	6,798	$	—	$	3,079	$	9,877
Amortization of intangible assets	$	725		—	$	—	$	725

Total revenues

Concentration of Customers

Schedule of significant customers concentration

Revenues from significant customers as a percentage of Qsymia product revenues is as follows:


	2018		2017		2016
Amerisource Bergen	34	%	32	%	35	%
McKesson	30	%	37	%	34	%
Cardinal Health, Inc.	28	%	29	%	29	%

Gross accounts receivable

Concentration of Customers

Schedule of significant customers concentration

Accounts receivable by significant customer as a percentage of the total gross accounts receivable balance are as follows:


	2018		2017
Johnson & Johnson	40	%	—	%
Cardinal Health, Inc.	29	%	28	%
Amerisource Bergen	20	%	42	%
McKesson	5	%	28	%

Cash, Cash Equivalents, And Available-For-Sale Securities (Tables)

12 Months Ended

Dec. 31, 2018

CASH, CASH EQUIVALENTS, AND AVAILABLE-FOR-SALE SECURITIES

Schedule of fair value and amortized cost of cash, cash equivalents, and available-for-sale securities by major security type

The fair value and the amortized cost of cash, cash equivalents, and available-for-sale securities by major security type consist of the following (in thousands):


	As of December 31, 2018
			Gross		Gross
	Amortized		Unrealized		Unrealized		Estimated
Cash and cash equivalents and available-for-sale securities	Cost		Gains		Losses		Fair Value
Cash and money market funds	$	30,411	$	—	$	—	$	30,411
U.S. Treasury securities		42,261		34		(111)		42,184
Corporate debt securities		38,848		9		(203)		38,654
Total		111,520		43		(314)		111,249
Less amounts classified as cash and cash equivalents		(30,411)		—		—		(30,411)
Total available-for-sale securities	$	81,109	$	43	$	(314)	$	80,838


	As of December 31, 2017
			Gross		Gross
	Amortized		Unrealized		Unrealized		Estimated
Cash and cash equivalents and available-for-sale securities	Cost		Gains		Losses		Fair Value
Cash and money market funds	$	66,392	$	—	$	—	$	66,392
U.S. Treasury securities		21,070		1		(139)		20,932
Corporate debt securities		139,481		16		(486)		139,011
Total		226,943		17		(625)		226,335
Less amounts classified as cash and cash equivalents		(66,392)		—		—		(66,392)
Total available-for-sale securities	$	160,551	$	17	$	(625)	$	159,943

Schedule of Fair Value of Separate Accounts by Major Category of Investment

The following table represents the fair value hierarchy for our cash equivalents and available-for-sale securities by major security type (in thousands):


	As of December 31, 2018
	Level 1		Level 2		Level 3		Total
Cash and money market funds	$	30,411	$	—	$	—	$	30,411
U.S. Treasury securities		42,184		—		—		42,184
Corporate debt securities		—		38,654		—		38,654
Total	$	72,595	$	38,654	$	—	$	111,249


	As of December 31, 2017
	Level 1		Level 2		Level 3		Total
Cash and money market funds	$	66,392	$	—	$	—	$	66,392
U.S. Treasury securities		20,932		—		—		20,932
Corporate debt securities		—		139,011		—		139,011
Total	$	87,324	$	139,011	$	—	$	226,335

Accounts Receivable (Tables)

12 Months Ended

Dec. 31, 2018

ACCOUNTS RECEIVABLE

Schedule of accounts receivable

Accounts receivable consist of the following (in thousands):


	Balance as of
	December 31,		December 31,
	2018		2017
Qsymia	$	13,987	$	10,400
PANCREAZE		10,213		—
STENDRA/SPEDRA		1,560		1,982
		25,760		12,382
Qsymia allowance for cash discounts		(152)		(195)
Net	$	25,608	$	12,187

Inventories (Tables)

12 Months Ended

Dec. 31, 2018

INVENTORIES

Schedule of inventories

Inventories consist of the following (in thousands):


	Balance as of
	December 31,		December 31,
	2018		2017
Raw materials	$	17,813	$	13,663
Work-in-process		1,719		2,264
Finished goods		3,600		1,785
Inventories	$	23,132	$	17,712

Prepaid Expenses And Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2018

OTHER CURRENT ASSETS

Schedule of prepaid expenses and other assets

Prepaid expenses and other current assets consist of the following (in thousands):


	Balance as of
	December 31,		December 31,
	2018		2017
Prepaid sales and marketing expenses	$	1,525	$	1,538
Prepaid insurance		1,451		1,124
Taxes receivable		779		1,222
Other prepaid expenses and assets		3,783		3,294
Total	$	7,538	$	7,178

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2018

Property and Equipment.

Schedule of property and equipment

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


	Balance as of
	December 31,		December 31,
	2018		2017
Computers and software	$	1,999	$	1,965
Furniture and fixtures		185		185
Manufacturing equipment		213		213
Leasehold improvements		513		513
		2,910		2,876
Accumulated depreciation		(2,569)		(2,334)
Property and equipment, net	$	341	$	542

Intangible and Other Noncurrent Assets (Tables)

12 Months Ended

Dec. 31, 2018

NON-CURRENT ASSETS

Schedule of Finite-Lived Intangible Assets And Other Noncurrent Assets

Intangible and other non-current assets consist of the following (in thousands):


	December 31, 2018						December 31, 2017
	Cost		Accumulated Amortization		Net		Cost		Accumulated Amortization		Net
PANCREAZE license (1)	$	141,895	$	(8,277)	$	133,618	$	—	$	—	$	—
Janssen patents (2)		3,050		(2,597)		453		3,050		(2,235)		815
Other non-current assets		208		—		208		199		—		199
Total	$	145,153	$	(10,874)	$	134,279	$	3,249	$	(2,235)	$	1,014

(1)

(2)

Future Expected Amortization Expenses For Intangible Assets

Future expected amortization expenses for intangible assets as of December 31, 2018 are as follows (in thousands):


2019	$	14,552
2020		14,280
2021		14,190
2022		14,190
2023		14,190
Thereafter		62,669
Total	$	134,071

Accrued And Other Liabilities (Tables)

12 Months Ended

Dec. 31, 2018

ACCRUED AND OTHER LIABILITIES

Schedule of accrued and other liabilities

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


	Balance as of
	December 31,		December 31,
	2018		2017
Reserve for product returns (see Note 2)	$	14,878	$	7,854
Product-related accruals (see Note 2)		8,272		5,751
Accrued manufacturing costs		4,313		1,238
Accrued employee compensation and benefits		2,591		3,642
Accrued interest on debt (see Note 13)		—		410
Other accrued liabilities		2,990		2,580
Total	$	33,044	$	21,475

Long-Term Debt (Tables)

12 Months Ended

Dec. 31, 2018

LONG-TERM DEBT AND COMMITMENTS

Schedule of debt

The Company’s indebtedness consists of the following (in thousands):


	Balance as of
	December 31,		December 31,
	2018		2017
Senior secured notes due 2018	$	—	$	6,187
Unamortized discount and debt issuance costs		—		(7)
Senior secured notes due 2018, net		—		6,180

Convertible senior notes due 2020		181,426		250,000
Unamortized discount and debt issuance costs		6,358		(20,497)
Convertible senior notes due 2020, net		187,784		229,503

Senior secured notes due 2024		110,000		—
Unamortized premium and debt issuance costs, net		(3,338)		—
Senior secured notes due 2024, net		106,662		—

Total debt		294,446		235,683
Less current portion		—		5,147
Total long-term debt	$	294,446	$	230,536

Schedule of Maturities of Long-term Debt

Future estimated payments on all of the Company’s indebtedness as of December 31, 2018 are as follows (in thousands):


2019	$	19,577
2020		197,374
2021		36,131
2022		41,299
2023		37,789
Thereafter		17,611
	$	349,781

Share-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2018

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of restricted stock unit award activity

A summary of restricted stock unit award activity is as follows:


		Weighted
	Number of	Average
	Restricted	Grant Date
	Stock Units	Fair Value
Restricted stock units outstanding, January 1, 2016	140,982	$	18.74
Granted	56,250		14.31
Vested	(135,998)		16.75
Forfeited	(7,391)		19.83
Restricted stock units outstanding, December 31, 2016	53,843		18.99
Granted	45,000		11.73
Vested	(62,192)		14.79
Forfeited	(7,518)		14.99
Restricted stock units outstanding, December 31, 2017	29,133		17.78
Vested	(19,185)		19.82
Forfeited	(8,903)		12.05
Restricted stock units outstanding, December 31, 2018	1,045	$	29.08

Summary of stock option award activity

A summary of stock option award activity for all plans is as follows:


	Years Ended December 31,
	2018			2017			2016
		Weighted-			Weighted-			Weighted-
		Average			Average			Average
	Number of	Exercise		Number of	Exercise		Number of	Exercise
	Shares	Price		Shares	Price		Shares	Price
Options outstanding at beginning of year	1,422,581	$	34.12	954,724	$	46.23	572,249	$	79.69
Granted	1,157,668	$	3.95	518,484	$	10.60	498,096	$	10.60
Exercised	(10,029)	$	6.99	—	$	—	—	$	—
Cancelled	(129,158)	$	15.27	(50,627)	$	21.66	(115,621)	$	58.32
Options outstanding at end of year	2,441,062	$	20.92	1,422,581	$	34.12	954,724	$	46.23
Options exercisable at end of year	1,124,744	$	39.25	653,183	$	60.72	376,575	$	95.74
Weighted average grant-date fair value of options granted during the year		$	1.90		$	4.95		$	5.52

Schedule of stock options outstanding and exercisable, by range of exercise prices

At December 31, 2018, stock options outstanding and exercisable were as follows:


					Options Outstanding					Options Exercisable
						Weighted-
					Number	Average		Weighted-		Number	Weighted-
					Outstanding at	Remaining		Average		Exercisable	Average
					December 31,	Contractual		Exercise		December 31,	Exercise
Range of Exercise Prices					2018	Life		Price		2018	Price
$	2.81	—	$	3.70	748,500	6.59	years	$	3.66	17,500	$	3.53
$	3.90	—	$	10.60	867,410	5.06	years	$	7.62	454,035	$	9.51
$	11.20	—	$	87.40	628,961	4.17	years	$	21.35	457,018	$	25.11
$	89.10	—	$	257.40	196,191	2.42	years	$	144.19	196,191	$	144.19
$	2.81	—	$	257.40	2,441,062	5.09	years	$	20.92	1,124,744	$	39.25

Schedule of share-based compensation expense

Total estimated share‑based compensation expense, related to all of the Company’s share‑based awards, was comprised as follows (in thousands):


	2018		2017		2016
Cost of goods sold	$	66	$	53	$	147
Selling, general and administrative		2,907		2,544		1,644
Research and development		312		345		493
Total share-based compensation expense	$	3,285	$	2,942	$	2,284

Schedule of share-based compensation, net of estimated forfeitures associated with each type of award

The following table summarizes share‑based compensation, net of estimated forfeitures associated with each type of award (in thousands):


	2018		2017		2016
Restricted stock units	$	249	$	924	$	1,591
Stock options		3,007		2,002		675
Employee stock purchase plan		29		16		18
	$	3,285	$	2,942	$	2,284

Stock options awards

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of weighted average assumptions used in estimating the fair value of stock options

The fair value of each option is estimated on the date of grant using the Black‑Scholes option pricing model, assuming no expected dividends and the following weighted average assumptions:


	2018		2017		2016
Expected life (in years)	4.50		4.27		4.33
Volatility	57.7	%	57.0	%	65.8	%
Risk-free interest rate	2.70	%	1.80	%	1.36	%
Dividend yield	—		—		—

Employee Stock Purchase Plan

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of weighted average assumptions used in estimating the fair value of stock options

The fair value of shares issued under the ESPP is estimated using the Black‑Scholes option pricing model, assuming no expected dividends and the following weighted average assumptions:


	2018		2017		2016
Expected life (in years)	0.5		0.5		0.5
Volatility	91.5	%	47.4	%	50.0	%
Risk-free interest rate	2.4	%	1.2	%	0.5	%
Dividend yield	—		—		—

Commitments (Tables)

12 Months Ended

Dec. 31, 2018

Commitments

Schedule of future minimum lease payments under operating leases

Future minimum lease payments under operating leases at December 31, 2018, were as follows (in thousands):


2019	$	599
2020		600
2021		482
	$	1,681

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2018

INCOME TAXES

Schedule of significant components of deferred income tax assets

Significant components of the Company’s deferred income tax assets as of December 31, 2018 and 2017, are as follows (in thousands):


	2018		2017
Deferred tax assets:
Net operating loss carry forwards	$	152,172	$	152,947
Research and development credit carry forwards		16,721		17,426
Share-based compensation		5,086		5,248
Accruals and other		15,180		13,741
Depreciation		633		(36)
Deferred revenue		1,268		1,486
		191,060		190,812
Valuation allowance		(191,060)		(190,812)
Total	$	—	$	—

Schedule of (loss)/income from continuing operations before (benefit)/provision for income taxes

The provision (benefit) for income taxes is based upon the loss from continuing operations before income taxes as follows (in thousands):


	2018		2017		2016
Income (loss) before income taxes:
Domestic	$	(36,800)	$	(30,371)	$	23,592
International		(98)		(138)		(220)
Income (loss) before taxes	$	(36,898)	$	(30,509)	$	23,372

Schedule of components of (benefit)/provision for income taxes

The provision (benefit) for income taxes consists of the following (in thousands):


	2018		2017		2016
Current:
Federal	$	—	$	—	$	—
State		57		2		70
Foreign		(5)		—		—
Total current provision (benefit) for income taxes	$	52	$	2	$	70
Deferred:
Federal	$	—	$	—	$	—
State		—		—		—
Foreign		—		—		—
Total deferred provision for income taxes	$	—	$	—	$	—
Total provision (benefit) for income taxes from continuing operations	$	52	$	2	$	70

Schedule of reconciliation between the U.S. federal statutory tax rate and effective tax rate from continuing operations


	2018		2017		2016
Tax at U.S. federal statutory rate	21	%	35	%	35	%
State income taxes, net of federal tax effect	2		1		4
Change in valuation allowance	(2)		310		(67)
Permanent items	(21)		(24)		28
Tax credits	—		1		—
Tax Cuts and Jobs Act impact	—		(323)		—
Effective tax rate	—	%	—	%	—	%

Schedule of reconciliation of unrecognized tax benefits

The reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands):


	2018		2017		2016
Unrecognized tax benefits as of January 1	$	110	$	65	$	38
Gross increase/(decrease) for tax positions of prior years		(33)		—		2
Gross increase/(decrease) for tax positions of current year		14		45		25
Unrecognized tax benefits balance at December 31	$	91	$	110	$	65

Schedule of unrecognized tax benefits recorded on consolidated balance sheets

The remaining balance of unrecognized tax benefits recorded on the Company’s consolidated balance sheets is as follows (in thousands):


	2018		2017
Total unrecognized tax benefits	$	91	$	110
Amounts netted against deferred tax assets		(91)		(110)
Unrecognized tax benefits recorded on consolidated balance sheets	$	—	$	—

Selected Financial Information (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2018

Selected Financial Data (Unaudited)

Schedule of selected quarterly financial data

Selected Quarterly Financial Data (in thousands except per share data):


	Quarter Ended,
	March 31		June 30		September 30		December 31
2018
Total revenue	$	11,900	$	14,960	$	18,088	$	20,114
Total gross profit		9,270		11,674		14,604		14,901
Operating expenses		14,192		18,312		17,680		18,357
Net loss		(10,653)		(12,574)		(9,223)		(4,500)
Basic and diluted net loss per share	$	(1.00)	$	(1.18)	$	(0.87)	$	(0.42)

2017
Total revenue	$	27,012	$	11,227	$	15,193	$	11,941
Total gross profit		20,845		7,657		11,679		8,005
Operating expenses		19,778		16,214		12,767		13,821
Net loss		(1,056)		(13,386)		(5,994)		(10,075)
Basic and diluted net loss per share	$	(0.10)	$	(1.27)	$	(0.57)	$	(0.95)

Business And Significant Accounting Policies, Narratives (Details) $ in Thousands		12 Months Ended
	Sep. 10, 2018 shares	Dec. 31, 2018 USD ($) item shares	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Jan. 01, 2019 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of Approved Federal Drug Administration Therapies \| item		3
Number of product candidate in active clinical development \| item		1
Retained Earnings (Accumulated Deficit)		$ (880,515)	$ (843,565)
Original Maturity Period, Cash Equivalents		3 months
Minimum maturity period for available-for-sale securities		12 months
Minimum maturity period for available-for-sale securities to support current operations securities to classify as current assets		12 months
Cash discount (as a percent)		2.00%
Accounts receivable and allowance for doubtful accounts		$ 0	0
Advertising and sales promotion expenses incurred		2,100	3,200	$ 3,900
Impairment of Intangible Assets, Finite-lived		0
Allowance for credit loss
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Allowance for Doubful Accounts		152	195
Accounting Standards Update 2016-15 [Member]
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Impact on Financial Statements, adoption of new accounting standards		$ 0
Reverse Stock Split Member
Organization, Consolidation and Presentation of Financial Statements [Abstract]
one-for-10 reverse stock split of common stock	10	10
Shares of pre-reserve split common stock issued and outstanding \| shares	10
Shares of post-reserve split common stock issued and outstanding \| shares	1	1
Scenario forecast \| Accounting Standards Update 2016-02 [Member]
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Operating Lease, Right-of-Use Asset					$ 1,500
Operating Lease, Liability					$ 1,800
Trade Accounts Receivable [Member]
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Allowance for Doubful Accounts		$ 0	$ 0
Minimum
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Months of Liquidty to support operating needs		12 months
Minimum \| Accounting Standards Update 2016-02 [Member]
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Lease Term		12 months

Business and Significant Accounting Policies, PP&E (Details)	12 Months Ended
	Dec. 31, 2018
Computers and software \| Minimum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures, manufacturing equipment	2 years
Computers and software \| Maximum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures, manufacturing equipment	7 years
Furniture and fixtures \| Minimum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures, manufacturing equipment	2 years
Furniture and fixtures \| Maximum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures, manufacturing equipment	7 years
Manufacturing equipment \| Minimum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures, manufacturing equipment	2 years
Manufacturing equipment \| Maximum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures, manufacturing equipment	7 years

Business and Significant Accounting Policies (Net Income Loss per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Anti-dilutive Securities
Net income (loss)	$ (36,950)	$ (30,511)	$ 23,302
Weighted-average shares outstanding	10,621	10,574	10,439
Basic net (loss) income per share	$ (3.48)	$ (2.89)	$ 2.23
Dilutive potential shares			58
Weighted Average Shares Outstanding used in diluted calculation	10,621	10,574	10,497
Diluted net (loss) income per share	$ (3.48)	$ (2.89)	$ 2.22
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	2,168	1,350	1,012
Capped Call Instrument Member
Anti-dilutive Securities
Debt Conversion, Converted Instrument, Shares Issued	0
Diluted net (loss) income per share	$ 0
Minimum \| Capped Call Instrument Member
Anti-dilutive Securities
Debt Instrument, Convertible, Stock Price Trigger	$ 20

Revenue, Narratives (Details) $ in Thousands	1 Months Ended	12 Months Ended			24 Months Ended
Revenue, Narratives (Details) $ in Thousands	Sep. 30, 2012	Dec. 31, 2018 USD ($) segment	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2018 USD ($)
Revenue
Minimum maturity period for available-for-sale securities		12 months
Minimum maturity period for available-for-sale securities to support current operations securities to classify as current assets		12 months
Cash discount (as a percent)		2.00%			2.00%
Accounts receivable and allowance for doubtful accounts		$ 0	$ 0		$ 0
Advertising and sales promotion expenses incurred		2,100	$ 3,200	$ 3,900
Impairment of Intangible Assets, Finite-lived		$ 0
Number of Reportable Segments \| segment		1
Qsymia
Revenue
Months of Returns Experience					48 months
Qsymia \| Minimum
Revenue
Product Shelf Life Term	6 months
Potential Return Period	24 months
Qsymia \| Maximum
Revenue
Product Shelf Life Term	12 months
Potential Return Period	36 months
Supply agreement \| STENDRA/SPEDRA
Revenue
Reserve for Estimated Product Returns		$ 0

Revenue (New Accounting Pronouncements) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Change in Accounting Estimate [Line Items]
Retained Earnings (Accumulated Deficit)	$ (880,515)				$ (843,565)				$ (880,515)	$ (843,565)
Net revenue	$ 20,114	$ 18,088	$ 14,960	$ 11,900	$ 11,941	$ 15,193	$ 11,227	$ 27,012	65,062	65,373	$ 124,258
Cost of Goods Sold.									14,613	16,643	9,877
Net income (loss)									$ (36,950)	$ (30,511)	$ 23,302
Earnings Per Share, Basic and Diluted	$ (0.42)	$ (0.87)	$ (1.18)	$ (1.00)	$ (0.95)	$ (0.57)	$ (1.27)	$ (0.10)
Change in Accounting Method Accounted for as Change in Estimate [Member]
Change in Accounting Estimate [Line Items]
Gross Revenue, One-time adjustment products previously shipped								$ 17,900
Expected Returns Reserve, One-time adjustment products previously shipped								5,700
Gross-to net charges, One-time adjustment products previously shipped								4,900
Net revenue								7,300
Cost of Goods Sold.								600
Marketing Expense								700
Net income (loss)								$ 6,000
Earnings Per Share, Basic and Diluted								$ 0.57

Revenue (Revenue By Geography) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Geographic Information
Total revenue	$ 20,114	$ 18,088	$ 14,960	$ 11,900	$ 11,941	$ 15,193	$ 11,227	$ 27,012	$ 65,062	$ 65,373	$ 124,258
Qsymia
Geographic Information
Total revenue									40,558	52,483	48,501
PANCREAZE
Geographic Information
Total revenue									17,334
STENDRA/SPEDRA
Geographic Information
Total revenue									7,170	12,890	75,757
U.S.
Geographic Information
Total revenue									58,430	55,892	120,315
ROW
Geographic Information
Total revenue									6,632	9,481	3,943
Germany
Geographic Information
Total revenue									5,500	7,000	3,900
Canada
Geographic Information
Total revenue									1,100
South Korea
Geographic Information
Total revenue										2,500
Net Product Revenue
Geographic Information
Total revenue									56,784	44,983	48,501
Net Product Revenue \| Qsymia
Geographic Information
Total revenue									40,558	44,983	48,501
Net Product Revenue \| PANCREAZE
Geographic Information
Total revenue									16,226
Net Product Revenue \| U.S. \| Qsymia
Geographic Information
Total revenue									40,558	44,983	48,501
Net Product Revenue \| U.S. \| PANCREAZE
Geographic Information
Total revenue									16,226
Royalty Revenue
Geographic Information
Total revenue									3,415	2,483	4,066
Royalty Revenue \| PANCREAZE
Geographic Information
Total revenue									1,108
Royalty Revenue \| STENDRA/SPEDRA
Geographic Information
Total revenue									2,307	2,483	4,066
Royalty Revenue \| U.S. \| STENDRA/SPEDRA
Geographic Information
Total revenue											1,649
Royalty Revenue \| ROW \| PANCREAZE
Geographic Information
Total revenue									1,108
Royalty Revenue \| ROW \| STENDRA/SPEDRA
Geographic Information
Total revenue									2,307	2,483	2,417
Supply Revenue
Geographic Information
Total revenue									4,863	10,407	2,291
Supply Revenue \| STENDRA/SPEDRA
Geographic Information
Total revenue									4,863	10,407	2,291
Supply Revenue \| U.S. \| STENDRA/SPEDRA
Geographic Information
Total revenue									1,646	5,909	765
Supply Revenue \| ROW \| STENDRA/SPEDRA
Geographic Information
Total revenue									$ 3,217	4,498	1,526
License revenue
Geographic Information
Total revenue										7,500	69,400
License revenue \| Qsymia
Geographic Information
Total revenue										7,500
License revenue \| STENDRA/SPEDRA
Geographic Information
Total revenue											69,400
License revenue \| U.S. \| Qsymia
Geographic Information
Total revenue										5,000
License revenue \| U.S. \| STENDRA/SPEDRA
Geographic Information
Total revenue											$ 69,400
License revenue \| ROW \| Qsymia
Geographic Information
Total revenue										$ 2,500

Revenue (Revenue and Cost Of Goods Sold By Source) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Geographic Information
Total revenue	$ 20,114	$ 18,088	$ 14,960	$ 11,900	$ 11,941	$ 15,193	$ 11,227	$ 27,012	$ 65,062	$ 65,373	$ 124,258
Cost of goods sold (excluding amortization)									14,613	16,643	9,877
Amortization of Intangible Assets									8,640	544	725
Qsymia
Geographic Information
Total revenue									40,558	52,483	48,501
Cost of goods sold (excluding amortization)									4,693	6,993	6,798
Amortization of Intangible Assets									363	544	725
PANCREAZE
Geographic Information
Total revenue									17,334
Cost of goods sold (excluding amortization)									5,156
Amortization of Intangible Assets									8,277
STENDRA/SPEDRA
Geographic Information
Total revenue									7,170	12,890	75,757
Cost of goods sold (excluding amortization)									4,764	9,650	3,079
Net Product Revenue
Geographic Information
Total revenue									56,784	44,983	48,501
Net Product Revenue \| Qsymia
Geographic Information
Total revenue									40,558	44,983	48,501
Net Product Revenue \| PANCREAZE
Geographic Information
Total revenue									16,226
License revenue
Geographic Information
Total revenue										7,500	69,400
License revenue \| Qsymia
Geographic Information
Total revenue										7,500
License revenue \| STENDRA/SPEDRA
Geographic Information
Total revenue											69,400
Supply Revenue
Geographic Information
Total revenue									4,863	10,407	2,291
Supply Revenue \| STENDRA/SPEDRA
Geographic Information
Total revenue									4,863	10,407	2,291
Royalty Revenue
Geographic Information
Total revenue									3,415	2,483	4,066
Royalty Revenue \| PANCREAZE
Geographic Information
Total revenue									1,108
Royalty Revenue \| STENDRA/SPEDRA
Geographic Information
Total revenue									$ 2,307	$ 2,483	$ 4,066

Revenue Concentration of Customers (Details)	12 Months Ended
Revenue Concentration of Customers (Details)	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Total revenues \| McKesson
Concentration of Customers
Concentration risk percentage	30.00%	37.00%	34.00%
Total revenues \| Amerisource Bergen
Concentration of Customers
Concentration risk percentage	34.00%	32.00%	35.00%
Total revenues \| Cardinal Health, Inc.
Concentration of Customers
Concentration risk percentage	28.00%	29.00%	29.00%
Gross accounts receivable \| Credit concentration \| Johnson & Johnson
Concentration of Customers
Concentration risk percentage	40.00%
Gross accounts receivable \| Credit concentration \| McKesson
Concentration of Customers
Concentration risk percentage	5.00%	28.00%
Gross accounts receivable \| Credit concentration \| Amerisource Bergen
Concentration of Customers
Concentration risk percentage	20.00%	42.00%
Gross accounts receivable \| Credit concentration \| Cardinal Health, Inc.
Concentration of Customers
Concentration risk percentage	29.00%	28.00%
Research and development \| Third party manufacturer \| Qsymia and STENDRA Post Approval Studies CROM Member
Concentration of Customers
Concentration risk percentage	30.00%	0.00%	27.00%

Cash, Cash Equivalents, And Available-For-Sale Securities (Fair Value of Cash, Cash Equivalents, and Available-For-Sale Securities) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Cash and cash equivalents and available-for-sale securities, Amortized Cost
Cash and Cash Equivalents, at Carrying Value	$ 30,411	$ 66,392	$ 84,783	$ 95,395
Available-for-sale securities including cash and cash equivalents, Amortized Cost Total	111,520	226,943
Less amounts classified as cash equivalents, Amortized Cost	(30,411)	(66,392)	$ (84,783)	$ (95,395)
Available-for-sale Debt Securities, Amortized Cost Basis, Total	81,109	160,551
Available-for-sale securities, Gross Unrealized Gains	43	17
Available-for-sale securities, Gross Unrealized Losses	(314)	(625)
Debt Securities, Available-for-sale, Current	80,838	159,943
Cash and cash equivalents and available-for-sale securities, Estimated Fair Value
Cash and Cash Equivalents, Fair Value Disclosure	30,411	66,392
Cash and cash equivalents and available for sale securities, Fair Value Disclosure	111,249	226,335
Less amounts classified as cash equivalents, Estimated Fair Value	(30,411)	(66,392)
Debt Securities, Available-for-sale, Current	$ 80,838	159,943
Maximum original contractual maturities of available for sale securities	57 months
Minimum, Maturity Period for Available to Support Current Operations Securities to Classify as Current Assets	12 months
U.S. Treasury securities
Cash and cash equivalents and available-for-sale securities, Amortized Cost
Available-for-sale Debt Securities, Amortized Cost Basis, Total	$ 42,261	21,070
Available-for-sale securities, Gross Unrealized Gains	34	1
Available-for-sale securities, Gross Unrealized Losses	(111)	(139)
Debt Securities, Available-for-sale, Current	42,184	20,932
Cash and cash equivalents and available-for-sale securities, Estimated Fair Value
Debt Securities, Available-for-sale, Current	42,184	20,932
Corporate Debt Securities
Cash and cash equivalents and available-for-sale securities, Amortized Cost
Available-for-sale Debt Securities, Amortized Cost Basis, Total	38,848	139,481
Available-for-sale securities, Gross Unrealized Gains	9	16
Available-for-sale securities, Gross Unrealized Losses	(203)	(486)
Debt Securities, Available-for-sale, Current	38,654	139,011
Cash and cash equivalents and available-for-sale securities, Estimated Fair Value
Debt Securities, Available-for-sale, Current	38,654	139,011
Cash and money market funds
Cash and cash equivalents and available-for-sale securities, Amortized Cost
Cash and Cash Equivalents, at Carrying Value	30,411	66,392
Less amounts classified as cash equivalents, Amortized Cost	(30,411)	(66,392)
Cash and cash equivalents and available-for-sale securities, Estimated Fair Value
Cash and Cash Equivalents, Fair Value Disclosure	30,411	66,392
Less amounts classified as cash equivalents, Estimated Fair Value	$ (30,411)	$ (66,392)

Cash, Cash Equivalents, And Available-For-Sale Securities (Fair Value Hierarchy for Cash Equivalents and Available-For-Sale Securities) (Details) - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
Fair value measurements
Cash and Cash Equivalents, Fair Value Disclosure	$ 30,411	$ 66,392
Debt Securities, Available-for-sale, Current	80,838	159,943
Cash and cash equivalents and available for sale securities, Fair Value Disclosure	111,249	226,335
U.S. Treasury securities
Fair value measurements
Debt Securities, Available-for-sale, Current	42,184	20,932
Corporate Debt Securities
Fair value measurements
Debt Securities, Available-for-sale, Current	38,654	139,011
Level 1
Fair value measurements
Cash and Cash Equivalents, Fair Value Disclosure	30,411	66,392
Cash and cash equivalents and available for sale securities, Fair Value Disclosure	72,595	87,324
Level 1 \| U.S. Treasury securities
Fair value measurements
Debt Securities, Available-for-sale, Current	42,184	20,932
Level 2
Fair value measurements
Cash and cash equivalents and available for sale securities, Fair Value Disclosure	38,654	139,011
Level 2 \| Corporate Debt Securities
Fair value measurements
Debt Securities, Available-for-sale, Current	$ 38,654	$ 139,011

Accounts Receivable (Details) - USD ($) $ in Thousands	12 Months Ended
Accounts Receivable (Details) - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
Accounts Receivable, Gross, Current	$ 25,760	$ 12,382
Accounts receivable, net	25,608	12,187
Allowance for Doubtful Accounts Receivable	0	0
Qsymia
Accounts Receivable, Gross, Current	13,987	10,400
Qsymia allowance for cash discounts	(152)	(195)
PANCREAZE
Accounts Receivable, Gross, Current	10,213
STENDRA/SPEDRA
Accounts Receivable, Gross, Current	$ 1,560	$ 1,982

Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
Inventory balances
Raw materials	$ 17,813	$ 13,663
Work in process	1,719	2,264
Finished goods	3,600	1,785
Total	$ 23,132	$ 17,712

Prepaid Expenses And Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
OTHER CURRENT ASSETS
Prepaid sales and marketing expenses	$ 1,525	$ 1,538
Prepaid insurance	1,451	1,124
Taxes receivable	779	1,222
Other prepaid expenses and assets	3,783	3,294
Total	$ 7,538	$ 7,178

Property And Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
Property and Equipment
Property and equipment, gross	$ 2,910	$ 2,876
Accumulated depreciation	(2,569)	(2,334)
Property and equipment, net	341	542
Computers and software
Property and Equipment
Property and equipment, gross	1,999	1,965
Furniture and fixtures
Property and Equipment
Property and equipment, gross	185	185
Manufacturing equipment
Property and Equipment
Property and equipment, gross	213	213
Leasehold improvements
Property and Equipment
Property and equipment, gross	$ 513	$ 513

Intangible and Other Non Current Assets (Narratives) (Details) - USD ($) $ in Thousands	1 Months Ended		12 Months Ended
	Jun. 30, 2018	Sep. 30, 2014	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Accumulated Amortization			$ (10,874)	$ (2,235)
Net intangible assets			134,071
Prepaid Expense Other, Noncurrent			208	199
Other Assets, Noncurrent			145,153	3,249
Other Assets, Miscellaneous, Noncurrent			134,279	1,014
Amortization of Intangible Assets			8,640	544	$ 725
Patents \| Janssen
Finite-Lived Intangible Assets, Gross			3,050	3,050
Accumulated Amortization			(2,597)	(2,235)
Net intangible assets			453	$ 815
License \| PANCREAZE
Finite-Lived Intangible Assets, Gross			141,895
Accumulated Amortization			(8,277)
Net intangible assets			$ 133,618
PANCREAZE \| License
Finite-Lived Intangible Asset, Useful Life	10 years
Janssen \| Patents
Finite-Lived Intangible Asset, Useful Life		5 years 6 months
Finite-Lived Patents, Gross		$ 3,100

Intangible and Other Non Current Assets (Intangible Future Expected Amortization Expenses) (Details) $ in Thousands	Dec. 31, 2018 USD ($)
Finite-Lived Intangible Assets, Net [Abstract]
2019	$ 14,552
2020	14,280
2021	14,190
2022	14,190
2023	14,190
Thereafter	62,669
Net intangible assets	$ 134,071

Accrued And Other Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
ACCRUED AND OTHER LIABILITIES
Reserve for product returns (See Note 2)	$ 14,878	$ 7,854
Product-related accruals (see Note 2)	8,272	5,751
Accrued manufacturing costs	4,313	1,238
Accrued employee compensation and benefits	2,591	3,642
Accrued interest on debt (see Note 13)		410
Other accrued liabilities	2,990	2,580
Total	$ 33,044	$ 21,475

License, Commercialization And Supply Agreements (Details) $ / shares in Units, $ in Thousands			1 Months Ended			3 Months Ended								12 Months Ended
	Dec. 07, 2018	Oct. 01, 2016	Jun. 30, 2018 USD ($) $ / shares shares	Nov. 30, 2013	Jul. 31, 2013 country	Dec. 31, 2018 USD ($)	Sep. 30, 2018 USD ($)	Jun. 30, 2018 USD ($) $ / shares shares	Mar. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Sep. 30, 2017 USD ($)	Jun. 30, 2017 USD ($)	Mar. 31, 2017 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)
License, Commercialization, and Development Agreements with Third Parties
Net revenue						$ 20,114	$ 18,088	$ 14,960	$ 11,900	$ 11,941	$ 15,193	$ 11,227	$ 27,012	$ 65,062	$ 65,373	$ 124,258
Payments to Acquire Businesses, Gross														$ 135,000
SPEDRA \| Menarini Group \| Minimum
License, Commercialization, and Development Agreements with Third Parties
Number of European countries covered under the license agreement \| country					40
PANCREAZE \| Warrants Issued
License, Commercialization, and Development Agreements with Third Parties
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term			7 years
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate			61.60%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate			2.91%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate			0.00%
PANCREAZE \| Janssen
License, Commercialization, and Development Agreements with Third Parties
Payments to Acquire Businesses, Gross			$ 135,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other			400					400
Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Accruals For Estimated Destruction Of Future Unsalable Inventory			6,300
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Inventory			$ 2,100					$ 2,100
PANCREAZE \| Willow Biopharma Member
License, Commercialization, and Development Agreements with Third Parties
Class of Warrant or Right, Number of Securities Called by Warrants or Rights \| shares			357,000					357,000
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares			$ 3.70					$ 3.70
Finite-Lived License Agreements, Gross			$ 141,900					$ 141,900
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Other			1,500					$ 1,500
PANCREAZE \| Willow Biopharma Member \| Warrants Issued
License, Commercialization, and Development Agreements with Third Parties
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable			$ 800
License revenue
License, Commercialization, and Development Agreements with Third Parties
Net revenue															7,500	69,400
License and Milestone Revenue
License, Commercialization, and Development Agreements with Third Parties
Net revenue															$ 7,500	$ 69,400
License and commercialization agreement \| PANCREAZE
License, Commercialization, and Development Agreements with Third Parties
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life			10 years
License and commercialization agreement \| License and Milestone Revenue \| Alvogen
License, Commercialization, and Development Agreements with Third Parties
Net revenue											$ 2,500
Supply agreement \| Metuchen
License, Commercialization, and Development Agreements with Third Parties
Termination notice of license and supply agreement		2 years
Initial term		5 years
Additional period of auto-renewal		2 years
Supply agreement \| Avanafil Tablets \| Sanofi Winthrop
License, Commercialization, and Development Agreements with Third Parties
Long-term Purchase Commitment, Period				5 years
Supply agreement \| Avanafil Tablets \| Sanofi Chimie
License, Commercialization, and Development Agreements with Third Parties
Initial term	5 years
Additional period of auto-renewal	1 year

Long-Term Debt (Schedule of Debt) (Details) - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
Long-term debt
Net carrying value	$ 294,446	$ 235,683
Less current portion		5,147
Long-term debt, net of current portion	294,446	230,536
Senior Secured Notes Due 2018
Long-term debt
Senior Secured Notes		6,187
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net		(7)
Net carrying value		6,180
Convertible Senior Notes Due 2020
Long-term debt
Senior Secured Notes	181,426	250,000
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net	6,358	(20,497)
Net carrying value	187,784	$ 229,503
Senior Secured Notes Due 2024
Long-term debt
Senior Secured Notes	110,000
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net	(3,338)
Net carrying value	$ 106,662

Long-Term Debt (Narrative) (Details)		1 Months Ended			12 Months Ended
Long-Term Debt (Narrative) (Details)	May 29, 2013 USD ($) $ / shares	Oct. 31, 2018 USD ($)	Jun. 30, 2018 USD ($) shares	Mar. 31, 2013 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	May 21, 2013 USD ($)
Long-term debt
Repayments of Notes Payable					$ 64,334,000	$ 26,077,000	$ 8,738,000
Gain (Loss) on Extinguishment of Debt					1,427,000
Minimum \| FDA Approval Qsymia (PMR and CVOT) Member
Long-term debt
Contractual Obligation					180,000,000
Maximum \| FDA Approval Qsymia (PMR and CVOT) Member
Long-term debt
Contractual Obligation					$ 220,000,000
Convertible Senior Notes Due 2020
Long-term debt
Offering amount								$ 250,000,000
Debt Instrument, Interest Rate, Stated Percentage								4.50%
Net proceeds from offering	$ 241,800,000
Conversion price per share (in dollars per share) \| $ / shares	$ 148.58
Repurchased Convertible Notes Face Value		$ 8,600,000	$ 60,000,000
Cash payment repurchased convertible notes		7,100,000	51,000,000
Repayments of Notes Payable			$ 51,000,000
Gain (Loss) on Extinguishment of Debt		$ 1,400,000
Senior Secured Notes Due 2018 \| Purchase of a debt-like instrument from BioPharma
Long-term debt
Make-whole premium ratio					1.03
Senior Secured Notes Due 2018 \| Purchase of a debt-like instrument from BioPharma \| Maximum
Long-term debt
Scheduled quarterly payment amount as a percentage of net sales					25.00%
Senior Secured Notes Due 2018 \| Purchase of a debt-like instrument from BioPharma \| Initial closing
Long-term debt
Proceeds from Senior Secured Notes Due 2018				$ 50,000,000
Funding and facility payments				$ 500,000
Senior Secured Note Athyrium Due 2024
Long-term debt
Long-term Debt, Weighted Average Interest Rate, at Point in Time			11.30%
Senior Secured Note Athyrium Due 2024 \| Athyrium Capital Management Affiliates Member
Long-term debt
Debt Instrument, Interest Rate, Stated Percentage			10.375%
Senior Notes			$ 110,000,000
Class of Warrant or Right, Number of Securities Called by Warrants or Rights \| shares			330,000
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed			99.00%
Senior Secured Note Athyrium Due 2024 \| Warrants Issued \| Athyrium Capital Management Affiliates Member
Long-term debt
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term			6 years
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate			62.70%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate			2.83%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate			0.00%
Additional Senior Secured Note Athyrium Due 2024 \| Athyrium Capital Management Affiliates Member
Long-term debt
Debt Instrument, Interest Rate, Stated Percentage			10.375%
Senior Notes			$ 10,000,000
Debt Instrument, Term			12 months

Long Term Debt (Long Term Debt Future Amortization) (Details) $ in Thousands	Dec. 31, 2018 USD ($)
LONG-TERM DEBT AND COMMITMENTS
2019	$ 19,577
2020	197,374
2021	36,131
2022	41,299
2023	37,789
Thereafter	17,611
Total	$ 349,781

Stockholders' Equity (Details)			12 Months Ended
Stockholders' Equity (Details)	Sep. 10, 2018 shares	Nov. 09, 2016 $ / shares shares	Dec. 31, 2018 item $ / shares $ / item shares	Dec. 31, 2017 $ / shares shares	Mar. 26, 2007 shares
Capital stock
Common stock, shares authorized			200,000,000	200,000,000
Common stock, par value (in dollars per share) \| $ / shares			$ 0.001	$ 0.001
Common stock, shares issued			10,636,000	10,603,000
Common stock, shares outstanding			10,636,000	10,603,000
Preferred stock, shares authorized			5,000,000	5,000,000
Preferred stock, par value (in dollars per share) \| $ / shares			$ 0.001	$ 0.001
Preferred stock, shares issued			0	0
Preferred stock, shares outstanding			0	0
Minimum percentage of common stock to be acquired for rights to become exercisable			15.00%
Redemption price per right (in dollars per right) \| $ / item			0.001
Multiplier of the exercise price that the right holder has right to receive in value of acquiring company's common stock \| item			2
Beneficial Ownership Percentage Without Board Approval		4.90%
Threshold Percentage of Outstanding Common Stock for Acquiring Person		4.90%
Acquiring Person Additional Percentage of Outstanding Shares of Common Stock		1.00%
Series A Participating Preferred Stock
Capital stock
Class of Right Number of Rights Series A Participating Preferred Stock Shares Purchase		0.001
Class of Right Series A Participating Preferred Stock Par Value Per Share \| $ / shares		$ 0.001
Shares Issued, Price Per Share \| $ / shares		$ 5.30
Reverse Stock Split Member
Capital stock
one-for-10 reverse stock split of common stock	10		10
Shares of pre-reserve split common stock issued and outstanding	10
Shares of post-reserve split common stock issued and outstanding	1		1
Stockholder Rights Plan Member
Capital stock
Number of rights per common stock issued as dividend					1
Exercise price of preferred stock for each right (in dollars per share) \| $ / shares			$ 26.00

Stock Option and Purchase Plans (Narratives) (Details) - USD ($)	1 Months Ended	12 Months Ended
	Jul. 31, 2018	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Apr. 30, 2018	Dec. 31, 2015
Stock Option and Purchase Plans
Ten Percent Stockholder		5.00%
Inventory
Stock Option and Purchase Plans
Total share-based compensation cost capitalized as part of cost of inventory		$ 26,000	$ 9,000	$ 33,000
Stock options awards
Stock Option and Purchase Plans
Number of shares subject to outstanding options under the 2010 Plan		2,441,062	1,422,581	954,724		572,249
Expected life (in years)		4 years 6 months	4 years 3 months 7 days	4 years 3 months 29 days
Aggregate intrinsic value of outstanding options		$ 0
Unrecognized estimated compensation expense		$ 2,800,000
Weighted average remaining requisite service period		2 years 8 months 12 days
Expected Dividends		0.00%	0.00%	0.00%
Employee Stock Purchase Plan
Stock Option and Purchase Plans
Shares reserved for issuance to employees		200,000
Expected life (in years)		6 months	6 months	6 months
ESPP maximum shares to be purchased per offering period		700
Shares available for grant		10,110
Maximum payroll deductions for ESPP		10.00%
Percentage of purchase price of common stock at fair market value		85.00%
Cumulative number of shares issued under the plan to employees		189,890
Weighted average fair value of share issued (in dollars per share)		$ 1.63	$ 2.28	$ 3.28
Unrecognized estimated compensation expense		$ 16,000
Expected Dividends		0.00%	0.00%	0.00%
Employee Stock Purchase Plan \| Maximum
Stock Option and Purchase Plans
Weighted average remaining requisite service period		6 months
Inducement Equity Incentive Plan 2018 member \| Stock options awards
Stock Option and Purchase Plans
Shares reserved for issuance to employees					502,000
Equity incentive plan, 2010
Stock Option and Purchase Plans
Number of shares subject to outstanding options under the 2010 Plan	1,881,449
Equity Incentive Plan 2018 member
Stock Option and Purchase Plans
Shares reserved for issuance to employees	150,000
Additional shares reserved but not issued pursued to 2010 Plan rolled over to 2018 Plan	603,375
Equity Incentive Plan 2018 member \| Stock options awards
Stock Option and Purchase Plans
Shares available for grant		707,648
Equity Incentive Plan 2018 member \| Stock options awards \| Maximum
Stock Option and Purchase Plans
Options vesting period		10 years
Equity Incentive Plan 2018 member \| Incentive Stock Option to Ten Percent Stockholder Member
Stock Option and Purchase Plans
Ten Percent Stockholder		10.00%
Equity Incentive Plan 2018 member \| Incentive Stock Option to Ten Percent Stockholder Member \| Maximum
Stock Option and Purchase Plans
Options vesting period		5 years

Stock Option and Purchase Plan (Activity Roll Forward) (Details) - $ / shares	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Stock options awards
Number of Shares
Balance at beginning of year (in shares)	1,422,581	954,724	572,249
Granted (in shares)	1,157,668	518,484	498,096
Exercised (in shares)	(10,029)
Cancelled (in shares)	(129,158)	(50,627)	(115,621)
Balance at end of year (in shares)	2,441,062	1,422,581	954,724
Exercisable at end of year (in shares)	1,124,744	653,183	376,575
Weighted-Average Exercise Price
Balance at beginning of year (in dollars per share)	$ 34.12	$ 46.23	$ 79.69
Granted (in dollars per share)	3.95	10.60	10.60
Exercised (in dollars per share)	6.99
Cancelled (in dollars per share)	15.27	21.66	58.32
Balance at end of year (in dollars per share)	20.92	34.12	46.23
Exercisable at end of year (in dollars per share)	39.25	60.72	95.74
Weighted average grant-date fair value of options granted during the year (in dollars per share)	$ 1.90	$ 4.95	$ 5.52
Restricted stock units
Number of Restricted Stock Units
Restricted stock units outstanding at the beginning of the period (in shares)	29,133	53,843	140,982
Granted (in shares)		45,000	56,250
Vested (in shares)	(19,185)	(62,192)	(135,998)
Forfeited (in shares)	(8,903)	(7,518)	(7,391)
Restricted stock units outstanding at the end of the period (in shares)	1,045	29,133	53,843
Weighted Average Grant Date Fair Value
Restricted stock units outstanding at the beginning of the period (in dollars per shares)	$ 17.78	$ 18.99	$ 18.74
Granted (in dollars per share)		11.73	14.31
Vested (in dollars per share)	19.82	14.79	16.75
Forfeited (in dollars per share)	12.05	14.99	19.83
Restricted stock units outstanding at the end of the period (in dollars per shares)	$ 29.08	$ 17.78	$ 18.99

Stock Option and Purchase Plan (Stock Option and Purchase Plans by Exercise Prices) (Details)	12 Months Ended
	Dec. 31, 2018 $ / shares shares
Exercise Prices Range One $2.81 - $3.70
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	$ 2.81
Exercise price, high end of the range (in dollars per share)	$ 3.70
Options Outstanding
Number Outstanding at end of the period (in shares) \| shares	748,500
Weighted-Average Remaining Contractual Life	6 years 7 months 2 days
Weighted-Average Exercise Price (in dollars per share)	$ 3.66
Options Exercisable
Number Exercisable at the end of the period (in shares) \| shares	17,500
Weighted Average Exercise Price (in dollars per share)	$ 3.53
Exercise Prices Range Two $3.90 - $10.60
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	3.90
Exercise price, high end of the range (in dollars per share)	$ 10.60
Options Outstanding
Number Outstanding at end of the period (in shares) \| shares	867,410
Weighted-Average Remaining Contractual Life	5 years 22 days
Weighted-Average Exercise Price (in dollars per share)	$ 7.62
Options Exercisable
Number Exercisable at the end of the period (in shares) \| shares	454,035
Weighted Average Exercise Price (in dollars per share)	$ 9.51
Exercise Prices Range Three $11.2 - $87.4
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	11.20
Exercise price, high end of the range (in dollars per share)	$ 87.40
Options Outstanding
Number Outstanding at end of the period (in shares) \| shares	628,961
Weighted-Average Remaining Contractual Life	4 years 2 months 1 day
Weighted-Average Exercise Price (in dollars per share)	$ 21.35
Options Exercisable
Number Exercisable at the end of the period (in shares) \| shares	457,018
Weighted Average Exercise Price (in dollars per share)	$ 25.11
Exercise Prices Range Four $89.10 - $257.4
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	89.10
Exercise price, high end of the range (in dollars per share)	$ 257.40
Options Outstanding
Number Outstanding at end of the period (in shares) \| shares	196,191
Weighted-Average Remaining Contractual Life	2 years 5 months 1 day
Weighted-Average Exercise Price (in dollars per share)	$ 144.19
Options Exercisable
Number Exercisable at the end of the period (in shares) \| shares	196,191
Weighted Average Exercise Price (in dollars per share)	$ 144.19
Exercise Prices Range Total $2.81 - $257.4
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	2.81
Exercise price, high end of the range (in dollars per share)	$ 257.40
Options Outstanding
Number Outstanding at end of the period (in shares) \| shares	2,441,062
Weighted-Average Remaining Contractual Life	5 years 1 month 2 days
Weighted-Average Exercise Price (in dollars per share)	$ 20.92
Options Exercisable
Number Exercisable at the end of the period (in shares) \| shares	1,124,744
Weighted Average Exercise Price (in dollars per share)	$ 39.25

Stock Option and Purchase Plan (Stock Options and Purchase Plans Valuation Assumptions) (Details)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Stock options awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected life (in years)	4 years 6 months	4 years 3 months 7 days	4 years 3 months 29 days
Volatility (as a percent)	57.70%	57.00%	65.80%
Risk-free interest rate (as a percent)	2.70%	1.80%	1.36%
Dividend yield (as a percent)	0.00%	0.00%	0.00%
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected life (in years)	6 months	6 months	6 months
Volatility (as a percent)	91.50%	47.40%	50.00%
Risk-free interest rate (as a percent)	2.40%	1.20%	0.50%
Dividend yield (as a percent)	0.00%	0.00%	0.00%

Stock Option and Purchase Plans (Share-based compensation by COS & OPEX) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Share-Based Compensation Expense
Share-based compensation	$ 3,285	$ 2,942	$ 2,284
Restricted stock units
Share-Based Compensation Expense
Share-based compensation	249	924	1,591
Stock options awards
Share-Based Compensation Expense
Share-based compensation	3,007	2,002	675
Employee Stock Purchase Plan
Share-Based Compensation Expense
Share-based compensation	29	16	18
Cost of goods sold
Share-Based Compensation Expense
Share-based compensation	66	53	147
Selling, general and administrative
Share-Based Compensation Expense
Share-based compensation	2,907	2,544	1,644
Research and development
Share-Based Compensation Expense
Share-based compensation	$ 312	$ 345	$ 493

Commitments (Details) $ in Thousands		12 Months Ended
Commitments (Details) $ in Thousands	Dec. 27, 2016 item $ / item	Dec. 31, 2018 USD ($)	Aug. 31, 2016 ft²
Future minimum lease payments under operating leases
2019		$ 599
2020		600
2021		482
Total		$ 1,681
Campbell Lease
Lease Commitments
Area of property (in square feet) \| ft²			13,981
Base monthly rent (in dollars per square foot) \| $ / item	3.10
Lease initial term	58 months
Abatement period of monthly installments of rent	4 months
Extended period of lease	2 years
Number of options to extend lease term \| item	1
FDA Approval Qsymia (PMR and CVOT) Member
Lease Commitments
Contractual Obligation Term		5 years
Post Marketing Expenses, CVOT		$ 0
FDA Approval Qsymia (PMR and CVOT) Member \| Minimum
Lease Commitments
Contractual Obligation		180,000
FDA Approval Qsymia (PMR and CVOT) Member \| Maximum
Lease Commitments
Contractual Obligation		$ 220,000

Income Taxes (Deferred Tax Assets) (Details) - USD ($) $ in Thousands	Dec. 31, 2018	Dec. 31, 2017
Deferred tax assets:
Net operating loss carry forwards	$ 152,172	$ 152,947
Research and development credit carry forwards	16,721	17,426
Share-based compensation	5,086	5,248
Accruals and other	15,180	13,741
Depreciation	633
Deferred Tax Liabilities, Property, Plant and Equipment		(36)
Deferred revenue	1,268	1,486
Deferred tax assets, gross	191,060	190,812
Valuation allowance	(191,060)	(190,812)
Total	$ 0	$ 0

Income Taxes (Narratives) (Details) - USD ($)			12 Months Ended
Income Taxes (Narratives) (Details) - USD ($)	Jan. 01, 2018	Dec. 22, 2017	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Operating loss carryforwards
Income Tax Expense (Benefit)			$ 52,000	$ 2,000	$ 70,000
Unrecognized Tax Benefits			91,000	110,000	65,000	$ 38,000
Net increase (decrease) in valuation allowance			200,000	(78,400,000)
Tax expense subject to GILTI			(5,000)	$ 0	$ 0
Deferred tax liabilities			$ 0
Tax at U.S. federal statutory rate		35.00%	21.00%	35.00%	35.00%
Ownership Change Rolling Term			3 years
5 Percent Stockholder			5.00%
Tax Year 2023 member
Operating loss carryforwards
Allowable Bonus Depreciation Percentage, Eligible Property in Year Placed In Service			80.00%
Tax Year 2024 member
Operating loss carryforwards
Allowable Bonus Depreciation Percentage, Eligible Property in Year Placed In Service			60.00%
Tax Year 2025 member
Operating loss carryforwards
Allowable Bonus Depreciation Percentage, Eligible Property in Year Placed In Service			40.00%
Tax Year 2026 member
Operating loss carryforwards
Allowable Bonus Depreciation Percentage, Eligible Property in Year Placed In Service			20.00%
Minimum
Operating loss carryforwards
Change in ownership percentage			50.00%
Accounting Standards Update 2016-09
Operating loss carryforwards
Cumulative Effect on Retained Earnings, Net of Tax	$ 0
Accounting Standards Update 2016-09 \| Provision For Income Taxes
Operating loss carryforwards
Excess tax benefit from stock options				$ 17,400,000
US Tax Cuts Jobs Act
Operating loss carryforwards
Net increase (decrease) in valuation allowance			$ (98,400,000)
Tax at U.S. federal statutory rate			21.00%
Revaluation of Deferred Tax Assets			$ 98,400,000
Federal income tax \| Research Tax Credit Carryforward [Member]
Operating loss carryforwards
Tax Credit Carryforward, Amount			$ 12,700,000
Federal income tax \| Maximum
Operating loss carryforwards
Net Operating Loss Carryforwards Offset against Federal Taxable Income, Percentage			80.00%
Federal income tax \| US Tax Cuts Jobs Act
Operating loss carryforwards
Income tax deduction, compensation paid to covered employee			$ 900,000
Income Tax Deduction, Business Interest Expense, Amount			$ 6,300,000
Percentage of Adjusted Taxable Income, a Component of Business Interest Expense Limitation			30.00%
Modified Depreciation Provisions, Allowable Deduction Percentage for Eligible Property Placed in Service			100.00%
Allowable Bonus Depreciation Years			4 years
Income Tax, Deduction, Bonus Depreciation, Amount			$ 34,000
Federal income tax \| US Tax Cuts Jobs Act \| Maximum
Operating loss carryforwards
Income tax deduction, compensation paid to covered employee	$ 1,000,000
State income tax
Operating loss carryforwards
Net operating loss carryforwards			630,700,000	$ 273,600,000
State income tax \| Research Tax Credit Carryforward [Member]
Operating loss carryforwards
Tax Credit Carryforward, Amount			5,200,000
Foreign Tax Authority [Member] \| US Tax Cuts Jobs Act - GILTI Member
Operating loss carryforwards
Tax expense subject to GILTI			$ 0

Income Taxes (Income Taxes Provision) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Loss before income taxes:
Domestic	$ (36,800)	$ (30,371)	$ 23,592
International	(98)	(138)	(220)
(Loss) income before income taxes	(36,898)	(30,509)	23,372
Current
Federal	0	0	0
State	57	2	70
Foreign	(5)	0	0
Total current provision (benefit) for income taxes	52	2	70
Deferred
Foreign	0	0	0
State	0	0	0
Federal	0	0	0
Total deferred provision for income taxes	0	0	0
Total provision (benefit) for income taxes from continuing operations	$ 52	$ 2	$ 70

Income Taxes (Income Taxes Reconcilation) (Details) - USD ($) $ in Thousands		12 Months Ended
	Dec. 22, 2017	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2018	Dec. 31, 2017
Reconciliation between the U.S. federal statutory tax rate and effective tax rate from continuing operations
Tax at U.S. federal statutory rate	35.00%	21.00%	35.00%	35.00%
State income taxes, net of federal tax effect		2.00%	1.00%	4.00%
Change in valuation allowance		(2.00%)	310.00%	(67.00%)
Permanent items		(21.00%)	(24.00%)	28.00%
Tax credits			1.00%
Tax Cuts and Jobs Act impact			(323.00%)
Effective tax rate (as a percent)		0.00%	0.00%	0.00%
Reconciliation of beginning and ending amount of unrecognized tax benefits
Unrecognized tax benefits at the beginning of period		$ 110	$ 65	$ 38
Gross increase for tax positions of prior years				2
Gross decrease for tax positions of prior years		(33)
Gross increase/(decrease) for tax positions of current year		14	45	25
Unrecognized tax benefits balance as the ending of period		91	110	65
Unrecognized tax benefits recorded on consolidated balance sheets
Total unrecognized tax benefits		$ 110	$ 65	$ 38	$ 91	$ 110
Amounts netted against deferred tax assets					(91)	(110)
Unrecognized tax benefits recorded on consolidated balance sheets					$ 0	$ 0

Selected Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Selected Financial Data (Unaudited)
Total revenue	$ 20,114	$ 18,088	$ 14,960	$ 11,900	$ 11,941	$ 15,193	$ 11,227	$ 27,012	$ 65,062	$ 65,373	$ 124,258
Total gross profit	14,901	14,604	11,674	9,270	8,005	11,679	7,657	20,845
Operating expenses	18,357	17,680	18,312	14,192	13,821	12,767	16,214	19,778	68,541	62,580	68,573
Net Loss	$ (4,500)	$ (9,223)	$ (12,574)	$ (10,653)	$ (10,075)	$ (5,994)	$ (13,386)	$ (1,056)	$ (36,950)	$ (30,511)	$ 23,302
Basic and diluted net (loss) per share:
Basic and diluted net loss per share (in dollars per share)	$ (0.42)	$ (0.87)	$ (1.18)	$ (1.00)	$ (0.95)	$ (0.57)	$ (1.27)	$ (0.10)

Schedule II-Valuation And Qualifying Accounts (Details) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Cash discount allowances related to revenue recognized
Changes in valuation and qualifying accounts reported as assets and liabilities of continuing and discontinued operations
Charged to Operations	$ 1,327,000	$ 1,697,000	$ 1,474,000
Allowance for credit loss
Changes in valuation and qualifying accounts reported as assets and liabilities of continuing and discontinued operations
Balance at Beginning of Period	195,000	213,000	164,000
Charged to Operations	1,346,000	1,344,000	1,679,000
Charges Utilized	(1,389,000)	(1,362,000)	(1,630,000)
Balance at End of Period	$ 152,000	$ 195,000	$ 213,000

Non-Current Accrued And Other Liabilities	12 Months Ended
Non-Current Accrued And Other Liabilities	Dec. 31, 2018
NON-CURRENT ACCRUED AND OTHER LIABILITIES
NON-CURRENT ACCRUED AND OTHER LIABILITIES	Note 10. Non‑Current Accrued and Other Liabilities Non‑current accrued and other liabilities were $0.2 million and $0.3 million at December 31, 2018 and 2017, respectively, and were primarily comprised of deferred rent and costs associated with the exit of certain operating leases and security deposits relating to the sublease agreements.

Deferred Revenue	12 Months Ended
Deferred Revenue	Dec. 31, 2018
DEFERRED REVENUE
Deferred Revenue from Contract with Customers	Note 11. Deferred Revenue Deferred revenue relates to a prepayment for future royalties on sales of SPEDRA. In 2018, the Company recorded $1.2 million of revenues which had been deferred as of December 31, 2017. These amounts were applied against the prepayment for future royalties.

401(k) Plan	12 Months Ended
401(k) Plan	Dec. 31, 2018
Compensation and Retirement Disclosure
401(k) Plan	Note 18. 401(k) Plan All of the Company’s full‑time employees are eligible to participate in the VIVUS 401(k) Plan. Employer‑matching contributions for the years ended December 31, 2018, 2017 and 2016 were $277,000, $272,000 and $272,000, respectively.

Legal Matters	12 Months Ended
Legal Matters	Dec. 31, 2018
LEGAL MATTERS
LEGAL MATTERS	Note 19. Legal Matters The Company is not aware of any asserted or unasserted claims against it where it believes that an unfavorable resolution would have an adverse material impact on the operations or financial position of the Company.

Deferred Revenue (Details) $ in Millions	12 Months Ended
Deferred Revenue (Details) $ in Millions	Dec. 31, 2018 USD ($)
Royalties \| SPEDRA
DEFERRED REVENUE
Deferred Revenue, Revenue Recognized	$ 1.2

Non-Current Accrued And Other Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2018	Dec. 31, 2017
Non-current accrued and other liabilities
Restructuring charges
Non-current accrued and other liabilities	$ 0.2	$ 0.3

401(k) Plan (Details) - USD ($)	12 Months Ended
401(k) Plan (Details) - USD ($)	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Compensation and Retirement Disclosure
401(k) Plan employer-matching contributions	$ 277,000	$ 272,000	$ 272,000