Document and Entity Information (USD $)	12 Months Ended
Document and Entity Information (USD $)	Dec. 31, 2014	Feb. 17, 2015	Jun. 30, 2014
Document and Entity Information
Entity Registrant Name	VIVUS INC
Entity Central Index Key	0000881524
Document Type	10-K
Document Period End Date	Dec. 31, 2014
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Public Float			$ 480,182,711
Entity Common Stock, Shares Outstanding		103,882,089
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	FY

CONSOLIDATED BALANCE SHEET (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
Current assets:
Cash and cash equivalents	$ 83,174	$ 103,262
Available-for-sale securities	216,397	240,024
Accounts receivable, net	11,595	12,214
Inventories	34,447	48,503
Prepaid expenses and other assets	12,824	19,938
Total current assets	358,437	423,941
Property and equipment, net	1,346	1,954
Non-current assets	7,155	5,901
Total assets	366,938	431,796
Current liabilities:
Accounts payable	10,430	10,759
Accrued and other liabilities	17,037	23,993
Deferred revenue	19,445	17,255
Current portion of long-term debt	10,459
Total current liabilities	57,371	52,007
Long-term debt, net of current portion	217,324	213,106
Deferred revenue, net of current portion	8,876	10,360
Non-current accrued and other liabilities	849	2,954
Total liabilities	284,420	278,427
Commitments and contingencies
Stockholders' equity:
Preferred stock; $1.00 par value; 5,000 shares authorized; no shares issued and outstanding at December 31, 2014 and 2013
Common stock; $.001 par value; 200,000 shares authorized at December 31, 2014 and 2013; 103,729 and 103,161 shares issued and outstanding at December 31, 2014 and 2013, respectively	104	103
Additional paid-in capital	825,691	813,802
Accumulated other comprehensive (loss) income	(28)	66
Accumulated deficit	(743,249)	(660,602)
Total stockholders' equity	82,518	153,369
Total liabilities and stockholders' equity	$ 366,938	$ 431,796

CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Thousands, except Per Share data, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
CONDENSED CONSOLIDATED BALANCE SHEETS
Preferred stock, par value (in dollars per share)	$ 1.00	$ 1.00
Preferred stock, shares authorized	5,000	5,000
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	200,000
Common stock, shares issued	103,729	103,161
Common stock, shares outstanding	103,729	103,161

CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Per Share data, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Revenue:
Net product revenue	$ 45,277	$ 23,718	$ 2,012
License and milestone revenue	38,614	55,838
Supply revenue	26,519	1,526
Royalty revenue	3,771
Total revenue	114,181	81,082	2,012
Operating expenses:
Cost of goods sold	33,387	4,868	187
Selling, general and administrative	111,539	158,235	109,665
Research and development	13,793	29,677	32,065
Inventory impairment and other non-recurring charges	6,173	42,916
Total operating expenses	164,892	235,696	141,917
Loss from operations	(50,711)	(154,614)	(139,905)
Interest and other expense (income):
Interest expense (income), net	32,535	19,532	(199)
Other expense	30	703
Total interest and other expense (income)	32,565	20,235	(199)
Loss from continuing operations before income taxes	(83,276)	(174,849)	(139,706)
(Benefit from) provision for income taxes	(629)	97	27
Loss from continuing operations before income taxes	(82,647)	(174,946)	(139,733)
Income (loss) from discontinued operations, net of tax		490	(148)
Net loss	$ (82,647)	$ (174,456)	$ (139,881)
Basic and diluted net loss per share:
Basic and Diluted net (loss) per share from Continuing operations	$ (0.80)	$ (1.72)	$ (1.42)
Discontinued operations (in dollars per share)	$ 0.00	$ 0.00	$ 0.00
Net loss per share (in dollars per share)	$ (0.80)	$ (1.72)	$ (1.42)
Shares used in per share computation:
Basic and diluted (in shares)	103,456	101,174	98,289

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net loss	$ (82,647)	$ (174,456)	$ (139,881)
Other comprehensive loss:
Other comprehensive (loss) income-unrealized (loss) gain on securities, net of taxes	(94)	33	8
Comprehensive loss	$ (82,741)	$ (174,423)	$ (139,873)

- 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, except Share data	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Total
Balances at Dec. 31, 2011	$ 89	$ 487,235	$ 25	$ (346,265)	$ 141,084
Balances (in shares) at Dec. 31, 2011	88,975,000
Sale of common stock through employee stock purchase plan		314			314
Sale of common stock through employee stock purchase plan (in shares)	35,000
Exercise of common stock options for cash	3	13,248			13,251
Exercise of common stock options for cash (in shares)	2,649,000
Share-based compensation expense		16,133			16,133
Proceeds from registered direct public offering of common stock	9	202,491			202,500
Proceeds from registered direct public offering of common stock (in shares)	9,000,000
Offering cost allocated to equity		(10,500)			(10,500)
Net unrealized (loss) gain on securities			8		8
Net loss				(139,881)	(139,881)
Balances at Dec. 31, 2012	101	708,921	33	(486,146)	222,909
Balances (in shares) at Dec. 31, 2012	100,659,000
Sale of common stock through employee stock purchase plan		860			860
Sale of common stock through employee stock purchase plan (in shares)	103,000
Exercise of common stock options for cash	2	13,704			13,706
Exercise of common stock options for cash (in shares)	2,366,000
Vesting of restricted stock units (in shares)	33,000
Share-based compensation expense		32,877			32,877
Equity component of convertible debt		95,262			95,262
Offering cost allocated to equity		(3,113)			(3,113)
Purchase of capped call transaction		(34,709)			(34,709)
Net unrealized (loss) gain on securities			33		33
Net loss				(174,456)	(174,456)
Balances at Dec. 31, 2013	103	813,802	66	(660,602)	153,369
Balances (in shares) at Dec. 31, 2013	103,161,000				103,161,000
Sale of common stock through employee stock purchase plan		405			405
Sale of common stock through employee stock purchase plan (in shares)	113,000
Exercise of common stock options for cash	1	1,718			1,719
Exercise of common stock options for cash (in shares)	385,000
Vesting of restricted stock units (in shares)	70,000
Share-based compensation expense		9,766			9,766
Net unrealized (loss) gain on securities			(94)		(94)
Net loss				(82,647)	(82,647)
Balances at Dec. 31, 2014	$ 104	$ 825,691	$ (28)	$ (743,249)	$ 82,518
Balances (in shares) at Dec. 31, 2014	103,729,000				103,729,000

CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Cash flows from operating activities:
Net loss from continuing operations	$ (82,647)	$ (174,946)	$ (139,733)
Adjustments to reconcile net loss to net cash used for operating activities from continuing operations:
Depreciation and amortization	1,112	973	271
Amortization of debt issuance costs and discounts	15,923	8,369
Amortization of discount or premium on available-for-sale securities	4,016	2,635	3,950
Share-based compensation expense	9,766	32,397	15,938
Unrealized foreign currency remeasurement gain		(235)
Loss on disposal of property and equipment		896
Inventory impairment	2,170	7,525
Changes in assets and liabilities:
Accounts receivable	619	(9,436)	(2,778)
Inventories	11,886	(30,195)	(22,050)
Prepaid expenses and other assets	7,734	2,086	(17,366)
Accounts payable	(329)	(14,821)	22,202
Accrued and other liabilities	(9,061)	13,170	7,385
Deferred revenue	706	26,465	1,150
Net cash used for operating activities from continuing operations	(38,105)	(135,117)	(131,031)
Net cash used for operating activities from discontinued operations		(208)	(885)
Net cash used for operating activities	(38,105)	(135,325)	(131,916)
Cash flows from investing activities:
Property and equipment purchases	(262)	(1,795)	(1,669)
Purchases of available-for-sale securities	(240,983)	(329,145)	(226,654)
Proceeds from sales and maturities of available-for-sale securities	260,500	242,500	133,250
Proceeds from sale of available-for-sale securities			40,763
Non-current assets	(3,362)	(1,681)	(287)
Net cash provided by (used for) investing activities	15,893	(90,121)	(54,597)
Cash flows from financing activities:
Net proceeds from debt issuances		290,247
Payments for capped call transactions		(34,709)
Net proceeds from exercise of common stock options	1,719	13,706	13,250
Proceeds from sale of common stock through employee stock purchase plan	405	859	314
Net proceeds from issuance of common stock			192,000
Net cash provided by financing activities	2,124	270,103	205,564
Net (decrease) increase in cash and cash equivalents	(20,088)	44,657	19,051
Cash and cash equivalents:
Beginning of year	103,262	58,605	39,554
End of year	83,174	103,262	58,605
Supplemental cash flow disclosure:
Interest paid	20,251	5,000
Income taxes paid	94	32	7
Non-cash investing activities:
Unrealized (loss) gain on securities	$ (94)	$ 33	$ 8

Business and Significant Accounting Policies

12 Months Ended

Dec. 31, 2014

Business and Significant Accounting Policies

Business and Significant Accounting Policies

Note 1. Business and Significant Accounting Policies

Business

VIVUS, Inc. is a biopharmaceutical company with two therapies approved by the U.S. Food and Drug Administration, or FDA: Qsymia® for chronic weight management and STENDRA® for erectile dysfunction. STENDRA is also approved by the European Commission, or EC, under the trade name, SPEDRA, for the treatment of erectile dysfunction in the EU.

Qsymia (phentermine and topiramate extended-release) was approved by the FDA in July 2012, as an adjunct to a reduced-calorie diet and increased physical activity for chronic weight management in adult patients with an initial body mass index (BMI) of 30 or greater (obese), or 27 or greater (overweight) in the presence of at least one weight-related comorbidity, such as hypertension, type 2 diabetes mellitus or high cholesterol (dyslipidemia). Qsymia incorporates a proprietary formulation combining low doses of active ingredients from two previously approved drugs, phentermine and topiramate. Although the exact mechanism of action is unknown, Qsymia is believed to suppress appetite and increase satiety, or the feeling of being full, the two main mechanisms that impact eating behavior. In September 2012, Qsymia became available in the U.S. market through a limited number of certified home delivery networks. In July 2013, Qsymia became available in retail pharmacies through approximately 8,000 Walgreens, Costco and Duane Reade pharmacies nationwide. As of the date of this report, Qsymia is available in over 42,000 certified retail pharmacies nationwide, including all of the major pharmacy chains in the country. The Company intends to continue to certify and add new pharmacies to the Qsymia retail pharmacy network, including national and regional chains as well as independent pharmacies.

The Company commercializes Qsymia in the U.S. primarily through a dedicated contract sales force, supported by an internal commercial team consisting of sales management, marketing and managed care professionals. The Company's efforts to expand the appropriate use of Qsymia include scientific publications, participation and presentations at medical conferences and development and implementation of patient-directed support programs.

In October 2012, the Company received a negative opinion from the European Medicines Agency, or EMA, Committee for Medicinal Products for Human Use, or CHMP, recommending refusal of the marketing authorization for the medicinal product QsivaTM in the EU, (the approved trade name for Qsymia in the EU) due to concerns over the potential cardiovascular and central nervous system effects associated with long-term use, teratogenic potential and use by patients for whom Qsiva would not have been indicated. The Company requested that this opinion be re-examined by the CHMP. After re-examination of the CHMP opinion, on February 21, 2013, the CHMP adopted a final opinion that reaffirmed the Committee's earlier negative opinion to refuse the marketing authorization for Qsiva in the EU. On May 15, 2013, the European Commission issued a decision refusing the grant of marketing authorization for Qsiva in the EU. On September 20, 2013, the Company submitted a request to the EMA for Scientific Advice, a procedure similar to the U.S. FDA Special Protocol Assessment process, regarding use of a pre-specified interim analysis from the study to assess the long-term treatment effect of Qsymia on the incidence of major adverse cardiovascular events in overweight and obese subjects with confirmed cardiovascular disease, or AQCLAIM, to support the resubmission of an application for a marketing authorization for Qsiva for treatment of obesity in accordance with the EU centralized market authorization procedure. The Company received feedback from the EMA and various competent authorities of the EU Member States associated with review of the AQCLAIM CVOT protocol, and the Company has received feedback from the FDA regarding the amended protocol. As part of addressing the FDA comments, the Company is working to ensure that the planned interim analysis will not jeopardize the overall integrity of the study and will support other objectives in both the EU and U.S. The Company also intends to seek approval for Qsymia in other territories outside the United States and EU and, if approved, to commercialize it through collaboration agreements with third parties.

The Company's drug STENDRA, or avanafil, is an oral phosphodiesterase type 5, or PDE5, inhibitor that the Company has licensed from Mitsubishi Tanabe Pharma Corporation, or MTPC. STENDRA was approved by the FDA in April 2012, for the treatment of erectile dysfunction, or ED, in the United States. In June 2013, the European Commission, or EC, adopted a Decision granting marketing authorization for SPEDRA™ (the approved trade name for avanafil in the EU) for the treatment of ED in the EU. In July 2013, the Company entered into an agreement with the Menarini Group, through its subsidiary Berlin-Chemie AG, or Menarini, under which Menarini received an exclusive license to commercialize and promote SPEDRA for the treatment of ED in over 40 European countries, including the EU, as well as Australia and New Zealand. Menarini commenced its commercialization launch of the product in the EU in early 2014, and as of the date of this filing, SPEDRA is commercially available in 23 countries within the territory granted to Menarini pursuant to the license and commercialization agreement.

In October 2013, the Company entered into an agreement with Auxilium Pharmaceuticals, Inc., or Auxilium, under which Auxilium received an exclusive license to commercialize and promote STENDRA in the United States and Canada. On the same date, we also entered into a supply agreement with Auxilium, whereby VIVUS will supply Auxilium with STENDRA drug product for commercialization. Auxilium began commercializing STENDRA in the U.S. market in December 2013. In January 2015, Auxilium was purchased by Endo International, plc.

In December 2013, the Company entered into an agreement with Sanofi under which Sanofi received an exclusive license to commercialize and promote avanafil for therapeutic use in humans in Africa, the Middle East, Turkey, and the Commonwealth of Independent States, or CIS, including Russia. Sanofi will be responsible for obtaining regulatory approval in its territories. Sanofi intends to market avanafil under the trade name SPEDRA or STENDRA. Effective as of December 2013, the Company also entered into a supply agreement, or the Sanofi Supply Agreement, with Sanofi Winthrop Industrie, a wholly-owned subsidiary of Sanofi.

Under the license agreements with Menarini, Auxilium and Sanofi, avanafil is expected to be commercialized in over 100 countries worldwide. For all three license agreements collectively, if all of the milestone payments are achieved, the Company could earn up to approximately $461.0 million, in addition to royalty revenue. Through December 31, 2014, the Company has received approximately $105.9 million in license, royalty and milestone payments. In addition, the Company is currently in discussions with potential collaboration partners to market and sell STENDRA for other territories in which it does not currently have a commercial collaboration.

On September 18, 2014, the FDA approved a supplemental new drug application, or sNDA, for STENDRA. STENDRA is now the only FDA-approved ED medication indicated to be taken as early as approximately 15 minutes before sexual activity. On January 23, 2015, the EC adopted the commission implementing decision amending the marketing authorization for SPEDRA (avanafil). SPEDRA is now the first and only ED medication approved in the EU that is indicated to be taken as needed approximately 15 to 30 minutes before sexual activity.

At December 31, 2014, the Company's accumulated deficit was approximately $743.2 million. Based on current plans, management expects to incur further losses for the foreseeable future. Management believes that the Company's existing capital resources combined with anticipated future cash flows will be sufficient to support its operating needs at least for the next twelve months. However, the Company anticipates that it may require additional funding to expand the use of Qsymia through targeted patient and physician education, find the right partner for expanded Qsymia commercial promotion to a broader primary care physician audience, create a pathway for centralized approval of the marketing authorization application for Qsiva in the EU, continue the expansion of our distribution of Qsymia through certified retail pharmacy locations, conduct post-approval clinical studies for Qsymia, conduct non-clinical and clinical research and development work to support regulatory submissions and applications for our future investigational drug candidates, finance the costs involved in filing and prosecuting patent applications and enforcing or defending our patent claims, if any, to fund operating expenses, establish additional or new manufacturing and marketing capabilities, and manufacture quantities of its drugs and investigational drug candidates and to make payments under its existing license and supply agreements for STENDRA.

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, 2014, 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, except as disclosed in Note 21. The Company operates in a single segment, the development and commercialization of novel therapeutic products.

When we refer to "we," "our," "us," the "Company" or "VIVUS" in this document, we mean the current Delaware corporation, or VIVUS, Inc., and its California predecessor, as well as all of our consolidated subsidiaries.

Significant Accounting Policies

Reclassifications

Certain prior year amounts in the consolidated financial statements have been reclassified to conform to the current year's presentation.

Principles of Consolidation

The consolidated financial statements include the accounts of VIVUS, Inc., and its wholly owned subsidiaries: VIVUS International, LP, VIVUS Real Estate LLC, VIVUS Limited, VIVUS U.K. Limited and VIVUS B.V. All significant intercompany transactions and balances have been eliminated in consolidation. On December 31, 2005, VIVUS U.K. Limited became a dormant company. On July 22, 2011, VIVUS Real Estate LLC was cancelled.

Use of Estimates

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates 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 available-for-sale securities, debt instruments, research and development expenses, income taxes, inventories, contingencies and litigation 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, 2014 and 2013, all cash equivalents are invested in money market funds and U.S. Treasury securities. These investments are recorded at fair value.

As of December 31, 2014 and 2013, the temporary unrealized gains (losses) on cash equivalents and available-for-sale securities, net of tax, were included in accumulated other comprehensive income (loss) in the accompanying consolidated balance sheets.

Available-for-Sale Securities

The Company focuses on liquidity and capital preservation in its investments in available-for-sale securities. The Company's investment policy, as approved by the Audit Committee of the Board of Directors, allows it to invest its excess cash balances in money market and marketable securities, primarily U.S. Treasury securities and debt securities of U.S. government agencies, corporate debt securities and asset-backed securities in accordance with its investment policy. The Company periodically evaluates its investments to determine if impairment charges are required.

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.

Securities are carried at fair value, with the unrealized gains and losses, net of taxes, reported as a component of stockholders' equity, unless the decline in value is deemed to be other-than-temporary and the Company intends to sell such securities before recovering their costs, 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 evaluates its investment securities for other-than-temporary declines based on quantitative and qualitative factors. Any 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 income.

As of December 31, 2014, the Company's available-for-sale securities have original contractual maturities up to 24 months. However, 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.

Fair Value Measurements

Financial instruments include cash equivalents, available-for-sale securities, accounts receivable, accounts payable and accrued liabilities. Available-for-sale securities are carried at estimated fair value. The carrying value of cash equivalents, accounts payable and accrued liabilities approximate their estimated fair value due to the relatively short-term nature of these instruments.

Debt instruments are initially recorded at fair value, with coupon interest and amortization of debt issuance discounts recognized in the statements of operations as interest expense at each period end while such instruments are outstanding. If the Company issues shares to discharge the liability, the debt obligation is derecognized and common stock and additional paid-in capital are recognized on the issuance of those shares.

The Company's Convertible Notes contain a conversion option that is classified as equity. The Company determined the fair value of the liability component of the debt instrument and allocated the excess amount from the initial proceeds to the conversion option. The fair value of the debt component was determined by estimating a risk adjusted interest rate, or market yield, at the time of issuance for similar notes that do not include the conversion feature, or equity component. This excess is reported as a debt discount and is amortized as non-cash interest expense, using the effective-interest method, over the expected life of the Convertible Notes.

Issuance costs related to the equity component of the Convertible Notes were charged to additional paid-in capital. The remaining portion 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. The fair value of the purchased capped calls was recorded to stockholders' equity.

The authoritative literature for fair value measurements established a three-tier fair value hierarchy, which prioritizes the inputs in measuring fair value. These tiers are as follows: Level 1, defined as observable inputs such as quoted market prices in active markets; Level 2, defined as inputs other than the quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as significant unobservable inputs (entity developed assumptions) in which little or no market data exists.

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 with a number of high credit quality institutions, in U.S. Treasury securities or diversifying its investment portfolio and placing investments with maturities that maintain safety and liquidity within the Company's liquidity needs.

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. Past due accounts receivable, 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. 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.

Inventories

Inventories are valued at the lower of cost or market. Cost is determined using the first-in, first-out method for all inventories, which are valued using a weighted average cost method calculated for each production batch. Inventory includes the cost of the active pharmaceutical ingredients, or APIs, 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 actual sales, the Company may increase the write down for excess inventory for that product and record a charge to inventory impairment in the accompanying consolidated statements of operations. The Company periodically evaluates the carrying value of inventory on hand for potential excess amount over demand using the same lower of cost or market approach as that used to value the inventory. As a result of this evaluation, for the year ended December 31, 2014, the Company recognized a total charge of $2.2 million for Qsymia inventories on hand in excess of projected demand. For the year ended December 31, 2013, the Company recognized a total charge of $10.2 million for Qsymia inventories on hand in excess of demand, plus a purchase commitment fee.

Property and Equipment

Property and equipment is stated at cost and includes leasehold improvements, computers and software and furniture and fixtures. For financial reporting, depreciation is computed using the straight-line method over estimated useful lives of two to seven years for computers, software, furniture and fixtures. Leasehold improvements are amortized using the straight-line method over the shorter of the expected 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. Upon retirement, the asset cost and related accumulated depreciation are relieved from the accompanying consolidated balance sheets. Gains and losses associated with dispositions are reflected as a component of other income, net in the accompanying consolidated statements of operations.

Long-lived assets, such as 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.

Debt Issuance Costs

Debt issuance costs, which are included in other assets, are amortized as interest expense over the contractual terms of the related credit facilities.

Revenue Recognition

Product Revenue:

The Company recognizes product revenue from the sales of Qsymia when: (i) persuasive evidence that an arrangement exists, (ii) delivery has occurred and title has passed, (iii) the price is fixed or determinable, and (iv) collectability is reasonably assured. Revenue from sales transactions where the customer has the right to return the product is recognized at the time of sale only if: (i) the Company's price to the customer is substantially fixed or determinable at the date of sale, (ii) the customer has paid the Company, or the customer is obligated to pay the Company and the obligation is not contingent on resale of the product, (iii) the customer's obligation to the Company would not be changed in the event of theft or physical destruction or damage of the product, (iv) the customer acquiring the product for resale has economic substance apart from that provided by the Company, (v) the Company does not have significant obligations for future performance to directly bring about resale of the product by the customer, and (vi) the amount of future returns can be reasonably estimated.

Product Revenue Allowances:

Product revenue is recognized net of cash consideration paid to the Company's customers, wholesalers and certified pharmacies, for services rendered by the wholesalers and pharmacies in accordance with the wholesalers and certified pharmacy services network agreements, and include 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 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 later of the date at which the related revenue is recognized or the date at which the allowance is offered. 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.

Qsymia was approved by the FDA in July 2012. The Company sells Qsymia product in the U.S. to wholesalers and select certified pharmacies through their home delivery pharmacy services networks, which are collectively its customers. Under this arrangement, title and risk of loss transfer to the Company's customers upon delivery of the product to their distribution facilities. Wholesalers, in turn, sell product to certified retail pharmacies. Both mail order and retail certified pharmacies in turn, sell and dispense directly to patients either at their retail pharmacies or through their mail order home delivery service.

The Company shipped initial orders of Qsymia to its customers in September 2012, and in July 2013 the Company expanded its distribution network to include certified retail pharmacies in accordance with the FDA-approved amendment to the Company's NDA for Qsymia. Qsymia has a 36-month shelf life and the Company grants rights to its customers to return unsold product three months prior to and up to 12 months after product expiration and issue credits that may be applied against existing or future invoices. Given the Company's limited history of selling Qsymia and the lengthy return period, the Company has not been able to reliably estimate expected returns of Qsymia at the time of shipment, and therefore it recognizes revenue when units are dispensed to patients through prescriptions, at which point, the product is not subject to return, or when the right of return expires. The Company obtains the prescription shipment data from the pharmacies to determine the amount of revenue to recognize.

The Company will continue to recognize revenue for Qsymia based upon prescription sell-through until it has sufficient historical information to reliably estimate returns. As of December 31, 2014, the Company had recorded deferred revenue of $16.4 million related to shipments of Qsymia, which represents product shipped to its customers, but not yet dispensed to patients through prescriptions. A corresponding accounts receivable is also recorded for this amount, as the payments from customers are not contingent upon the sale of product to patients.

Supply Revenue:

The Company recognizes supply revenue from the sales of STENDRA or SPEDRA when the four basic revenue recognition criteria described above are met. The Company produces STENDRA or SPEDRA through a contract manufacturing partner and then sells it through its 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 principal party in the arrangements. The Company's commercialization partners for STENDRA or SPEDRA sell the product through their distribution channels to patients. Under the Company's product supply agreements, as long as the product meets specified product dating criteria at the time of shipment to the partner, the Company's commercialization partners do not have a right of return or credit for expired product. As such, the Company is able to recognize revenue for products that meet this criteria at the time of shipment. However, for certain initial product supply orders under our agreements, we supplied product which did not meet the commercialization partners' criteria. Given STENDRA or SPEDRA's long 48-month shelf life and lack of selling history, the Company has not been able to reliably estimate expected returns of product at the time of shipment for these initial orders. Therefore, for these orders, revenue was initially deferred and the Company recognizes revenue when units are dispensed to patients through prescriptions, at which point, the product is not subject to return. The Company obtains the prescription shipment data from its commercialization partners to determine the amount of revenue to recognize. The Company had $1.5 million in deferred revenue related to STENDRA or SPEDRA product supply as of December 31, 2014.

Revenue from Multiple-Element Arrangements:

The Company accounts for multiple-element arrangements, such as license and commercialization agreements in which a customer may purchase several deliverables, in accordance with ASC Topic 605-25, Revenue Recognition—Multiple-Element Arrangements, or ASC 605-25. The Company evaluates if the deliverables in the arrangement represent separate units of accounting. In determining the units of accounting, management evaluates certain criteria, including whether the deliverables have value to its customers on a stand-alone basis. Factors considered in this determination include whether the deliverable is proprietary to the Company, whether the customer can use the license or other deliverables for their intended purpose without the receipt of the remaining elements, whether the value of the deliverable is dependent on the undelivered items, and whether there are other vendors that can provide the undelivered items. Deliverables that meet these criteria are considered a separate unit of accounting. Deliverables that do not meet these criteria are combined and accounted for as a single unit of accounting.

When deliverables are separable, the Company allocates non-contingent consideration to each separate unit of accounting based upon the relative selling price of each element. When applying the relative selling price method, the Company determines the selling price for each deliverable using vendor-specific objective evidence, or VSOE, of selling price, if it exists, or third-party evidence, or TPE, of selling price, if it exists. If neither VSOE nor TPE of selling price exists for a deliverable, the Company uses best estimated selling price, or BESP, for that deliverable. Significant management judgment may be required to determine the relative selling price of each element. Revenue allocated to each element is then recognized based on when the following four basic revenue recognition criteria are met for each element: (i) persuasive evidence of an arrangement exists; (ii) delivery has occurred or services have been rendered; (iii) the price is fixed or determinable; and (iv) collectability is reasonably assured.

Determining whether and when some of these criteria have been satisfied often involves assumptions and judgments that can have a significant impact on the timing and amount of revenue the Company reports. Changes in assumptions or judgments, or changes to the elements in an arrangement, could cause a material increase or decrease in the amount of revenue reported in a particular period.

ASC Topic 605-28, Revenue Recognition—Milestone Method, or ASC 605-28, established the milestone method as an acceptable method of revenue recognition for certain contingent, event-based payments under research and development arrangements. Under the milestone method, a payment that is contingent upon the achievement of a substantive milestone is recognized in its entirety in the period in which the milestone is achieved. A milestone is an event: (i) that can be achieved based in whole or in part on either the Company's performance or on the occurrence of a specific outcome resulting from the Company's performance, (ii) for which there is substantive uncertainty at the date the arrangement is entered into that the event will be achieved, and (iii) that would result in additional payments being due to the Company. The determination that a milestone is substantive requires judgment and is made at the inception of the arrangement. Milestones are considered substantive when the consideration earned from the achievement of the milestone is: (i) commensurate with either the Company's performance to achieve the milestone or the enhancement of value of the item delivered as a result of a specific outcome resulting from the Company's performance to achieve the milestone, (ii) relates solely to past performance, and (iii) is reasonable relative to all deliverables and payment terms in the arrangement.

Other contingent, event-based payments received for which payment is either contingent solely upon the passage of time or the results of a collaborative partner's performance are not considered milestones under ASC 605-28. In accordance with ASC 605-25, such payments will be recognized as revenue when all of the four basic revenue recognition criteria are met.

Revenues recognized for royalty payments are recognized as earned in accordance with the terms of the license and commercialization agreements.

Cost of Goods Sold

Cost of goods sold for units dispensed to patients through prescriptions, or shipped to customers without a right of return or credit, includes the inventory costs of APIs, 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. Specifically, cost of goods sold for Qsymia dispensed to patients includes the inventory costs of the APIs, third-party contract manufacturing and packaging and distribution costs, royalties, cargo insurance, freight, shipping, handling and storage costs, and overhead costs of the employees involved with production; while cost of goods sold for STENDRA shipped to partners includes the inventory costs of purchased tablets, freight, shipping and handling costs. The cost of goods sold associated with deferred revenue on Qsymia and STENDRA product shipments is recorded as deferred costs, which are included in inventories in the consolidated balance sheets, until such time as the deferred revenue is recognized.

Research and Development Expenses

Research and development, or 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 related to its marketing of Qsymia of $10.1 million and $26.1 million in 2014 and 2013, respectively.

Share-Based Payments

The Company follows the fair value method of accounting for share-based compensation arrangements in accordance with FASB ASC topic 718, Compensation—Stock Compensation, or ASC 718. Compensation expense is recognized, using a fair-value based method, for all costs related to share-based payments including stock options and restricted stock units and stock issued under the employee stock purchase plan. The Company estimates the fair value of share-based payment awards on the date of the grant using the Black-Scholes option-pricing model. The fair value of each option award is estimated on the grant date using a Black-Scholes option-pricing model. 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. The Company also considers other factors such as its planned clinical trials and other company activities that may affect the volatility of VIVUS's stock in the future but determined that, at this time, the historical volatility was more indicative of expected future stock price volatility. The risk-free interest rate for the period matching the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of the grant. The Black-Scholes Model also requires a single expected dividend yield as an input. 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.

Non-Recurring Charges

The Company's non-recurring charges consist of proxy contest expenses and charges relating to the Company's cost reduction plan, including employee severance, one-time termination benefits and ongoing benefits related to the reduction of its workforce, facilities and other exit costs. Liabilities for costs associated with the cost reduction plan are recognized when the liability is incurred, as opposed to when management commits to a cost reduction plan. In addition, liabilities associated with cost reduction activities are measured at fair value. One-time termination benefits are expensed at the date the entity notifies the employee, unless the employee must provide future service, in which case the benefits are expensed ratably over the future service period. Ongoing benefits are expensed when cost reduction activities are probable and the benefit amounts are estimable. Other costs primarily consist of legal, consulting, and other costs related to employee terminations and are expensed when incurred. Termination benefits are calculated in accordance with the VIVUS, Inc. Amended and Restated Change in Control and Severance Agreement or the termination benefits plan, as applicable.

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. The Company considers 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. As a result of the Company's analysis of all available evidence, both positive and negative, as of December 31, 2014, it was considered more likely than not that the Company's deferred tax assets would not be realized. However, 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 recognizes interest and penalties accrued on any unrecognized tax benefits as a component of its provision for income taxes.

FASB ASC topic 740, Income Taxes, or ASC 740, prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of uncertain tax positions taken or expected to be taken in a company's income tax return, and also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. ASC 740-10 utilizes a two-step approach for evaluating uncertain tax positions. Step one, Recognition, requires a company to determine if the weight of available evidence indicates that a tax position is more likely than not to be sustained upon audit, including resolution of related appeals or litigation processes, if any. Step two, Measurement, is based on the largest amount of benefit, which is more likely than not to be realized on ultimate settlement. The Company also recognizes interest and penalties accrued on any unrecognized tax benefits as a component of its provision for income taxes. As of December 31, 2014, the Company does not have any unrecognized tax positions.

Discontinued operations

On November 5, 2010, the Company completed the sale of the MUSE product to Meda AB. For the years ended December 31, 2013 and 2012, the Company recorded some minor adjustments related to the MUSE disposition, primarily adjustments to its sales reserves for accrued product returns.

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.

Net Loss Per Share

The Company computes basic net loss per share applicable to common stockholders based on the weighted average number of common shares outstanding during the period. Diluted net 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 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 earnings 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 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 computation of basic and diluted net loss per share for the years ended December 31, 2014, 2013 and 2012, is as follows:

	2014			2013			2012
	(In thousands, except per share data)
Net loss	$	(82,647	)	$	(174,456	)	$	(139,881	)


Net loss per share—basic and diluted	$	(0.80	)	$	(1.72	)	$	(1.42	)


Shares used in the computation of net loss per share—basic and diluted		103,456			101,174			98,289

As the Company recognized a net loss from continuing operations for the years ended December 31, 2014, 2013 and 2012, 8,096,000, 7,027,000 and 4,172,000 potentially dilutive options outstanding were not included in the computation of diluted net loss, respectively, because the effect would have been anti-dilutive.

Recent Accounting Requirements

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, or ASU 2014-09. ASU 2014-09 provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. ASU 2014-09 will require an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This update creates a five-step model for entities to use when considering the terms of its revenue contract as follows:

(i)	identifying the contract(s) with the customer,
(ii)	identifying the separate performance obligations in the contract,
(iii)	determining the transaction price,
(iv)	allocating the transaction price to the separate performance obligations, and
(v)	recognizing revenue when each performance obligation is satisfied.

ASU 2014-09 will be effective for the Company's fiscal year beginning January 1, 2017 and subsequent interim periods. The Company has the option to apply the provisions of ASU 2014-09 either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of applying this ASU recognized at the date of initial application. Early adoption is not permitted. The Company is currently evaluating the method by which it will implement ASU 2014-09 and the impact the adoption of this ASU will have on the Company's consolidated financial statements.

Cash, Cash Equivalents and Available-For-Sale Securities

12 Months Ended

Dec. 31, 2014

CASH, CASH EQUIVALENTS AND AVAILABLE-FOR-SALE SECURITIES

CASH, CASH EQUIVALENTS AND AVAILABLE-FOR-SALE SECURITIES

Note 2. 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, 2014:

Cash and cash equivalents and available-for-sale securities	Amortized Cost			Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Cash and money market funds	$	83,174		$	—	$	—		$	83,174
U.S. Treasury securities		216,425			35		(63	)		216,397

Total		299,599			35		(63	)		299,571
Less amounts classified as cash equivalents		(83,174	)		—		—			(83,174	)

Total available-for-sale securities	$	216,425		$	35	$	(63	)	$	216,397

As of December 31, 2013:

Cash and cash equivalents and available-for-sale securities	Amortized Cost			Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Cash and money market funds	$	103,262		$	—	$	—		$	103,262
U.S. Treasury securities		239,959			69		(4	)		240,024

Total		343,221			69		(4	)		343,286
Less amounts classified as cash equivalents		(103,262	)		—		—			(103,262	)

Total available-for-sale securities	$	239,959		$	69	$	(4	)	$	240,024

Fair Value Measurements

As of December 31, 2014 and 2013, all of the Company's cash and cash equivalents and available-for-sale securities were measured at fair value on a recurring basis, and classified as Level 1 in the fair value hierarchy. There were no assets or liabilities measured on a recurring basis where Level 2 or Level 3 valuation techniques were used.

Accounts Receivable

12 Months Ended

Dec. 31, 2014

Accounts Receivable

Accounts Receivable

Note 3. Accounts Receivable

Accounts receivable as of December 31, 2014 and 2013, respectively, consist of the following (in thousands):

	Balance as of
	December 31, 2014			December 31, 2013
Qsymia	$	6,874		$	6,777
STENDRA/SPEDRA		4,871			5,571

		11,745			12,348
Qsymia allowance for cash discounts		(150	)		(134	)

Net	$	11,595		$	12,214

There was no allowance for doubtful accounts at December 31, 2014 or 2013.

Inventories

12 Months Ended

Dec. 31, 2014

INVENTORIES

INVENTORIES

Note 4. Inventories

Inventories as of December 31, 2014 and 2013, respectively, consist of the following (in thousands):

	Balance as of
	December 31, 2014		December 31, 2013
Raw materials	$	29,765	$	28,545
Work-in-process		889		12
Finished goods		1,544		14,793
Deferred costs		2,249		5,153

Inventories	$	34,447	$	48,503

As of December 31, 2014 and 2013, the raw materials inventories consist primarily of the active pharmaceutical ingredients, or API, for the commercialization of Qsymia and finished goods. Deferred costs inventories consist of both Qsymia and STENDRA. The Qsymia deferred costs represents Qsymia product shipped to the Company's wholesalers, certified retail pharmacies and certified home delivery pharmacy services networks, but not yet dispensed to patients through prescriptions, net of prompt payment discounts, and for which recognition of revenue has been deferred. The STENDRA deferred costs represent certain initial orders of STENDRA or SPEDRA product with the right of return or credit, which have not met the required specifications of one of the Company's partners, and for which recognition of revenue has been deferred.

Inventories are stated at the lower of cost or market. Cost is determined using the first-in, first-out method for all inventories, which are valued using a weighted-average cost method calculated for each production batch. The Company periodically evaluates the carrying value of inventory on hand for potential excess amount over demand using the same lower of cost or market approach as that used to value the inventory. As a result of this evaluation, for the year ended December 31, 2014, the Company recognized a total charge of $2.2 million for finished goods and certain non-API raw materials on hand in excess of demand. For the year ended December 31, 2013, the Company recognized a total charge of $10.2 million for Qsymia inventories on hand in excess of demand, plus a purchase commitment fee. These charges are included in inventory impairment and other non-recurring charges on the consolidated statements of operations.

- Definition

The entire disclosure for inventory. This may include, but is not limited to, the basis of stating inventory, the method of determining inventory cost, the major classes of inventory, and the nature of the cost elements included in inventory. If inventory is stated above cost, accrued net losses on firm purchase commitments for inventory and losses resulting from valuing inventory at the lower-of-cost-or-market may also be included. For LIFO inventory, may disclose the amount and basis for determining the excess of replacement or current cost over stated LIFO value and the effects of a LIFO quantities liquidation that impacts net income.

+ References+ Details

Prepaid Expenses and Other Assets

12 Months Ended

Dec. 31, 2014

PREPAID EXPENSES AND OTHER ASSETS

PREPAID EXPENSES AND OTHER ASSETS

Note 5. Prepaid Expenses and Other Assets

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

	Balance as of
	December 31, 2014		December 31, 2013
Prepaid sales and marketing expenses	$	4,123	$	5,187
Prepaid insurance		1,612		3,617
Debt issuance costs		1,246		1,247
Withholding tax receivable		—		5,560
Other prepaid expenses and assets		5,843		4,327

Total	$	12,824	$	19,938

The amounts included in other prepaid expenses and assets consist primarily of prepayments for future services and interest income receivable. These and other prepayment amounts represent probable future economic benefits obtained or controlled by the Company as a result of past transactions or events, which meet the definition of an asset under FASB Concept Statement 6. As such, these costs have been deferred as prepaid expenses and other 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 receivables are collected by the Company.

Property and Equipment

12 Months Ended

Dec. 31, 2014

Property and Equipment.

Property and Equipment

Note 6. Property and Equipment

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

	Balance as of
	December 31, 2014			December 31, 2013
Computers and software	$	2,404		$	2,301
Furniture and fixtures		937			936
Manufacturing equipment		213			213
Leasehold improvements		876			758

		4,430			4,208
Accumulated depreciation		(3,084	)		(2,254	)

Property and equipment, net	$	1,346		$	1,954

- Definition

The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures.

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Non-Current Assets

12 Months Ended

Dec. 31, 2014

NON-CURRENT ASSETS

Non-Current Assets

Note 7. Non-Current Assets

Non-current assets consist of the following (in thousands):

	Balance as of
	December 31, 2014		December 31, 2013
Debt issuance costs	$	3,375	$	4,620
Other non-current assets		3,780		1,281

Total	$	7,155	$	5,901

The amounts included in other non-current assets primarily consist of patent acquisition and assignment costs (see Note 10).

Accrued and Other Liabilities

12 Months Ended

Dec. 31, 2014

ACCRUED AND OTHER LIABILITIES

ACCRUED AND OTHER LIABILITIES

Note 8. Accrued and Other Liabilities

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

	Balance as of
	December 31, 2014		December 31, 2013
Accrued employee compensation and benefits	$	4,230	$	3,408
Accrued non-recurring charges (see Note 10)		3,284		4,577
Accrued interest on debt (see Note 13)		2,921		5,541
Accrued manufacturing costs		400		4,071
Other accrued liabilities		6,202		6,396

Total	$	17,037	$	23,993

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

Inventory Impairment and Other Non-Recurring Charges

12 Months Ended

Dec. 31, 2014

Inventory Impairment and Other Non-Recurring Charges

Inventory Impairment and Other Non-Recurring Charges

Note 10. Inventory Impairment and Other Non-Recurring Charges

Inventory impairment and other non-recurring charges for the years ended December 31, 2014 and 2013 consist of (in thousands):

	Years Ended December 31,
	2014		2013
Inventory impairment (see Note 4)	$	2,170	$	10,225
Patent settlement		1,949		—
Share-based compensation (see Note 15)		343		14,072
Proxy contest expenses		—		8,863
Employee severance and related costs		1,711		8,546
Operating lease termination costs		—		1,210

Total inventory impairment and other non-recurring expense	$	6,173	$	42,916

As discussed in Note 4, for the year ended December 31, 2014, the Company recorded a charge of $2.2 million for finished goods and certain non-API raw materials on hand in excess of demand. During the year ended December 31, 2013, the Company recorded a charge of $10.2 million for inventories on hand in excess of demand, plus a purchase commitment fee.

In September 2014, the Company paid $5.0 million in connection with the transfer and assignment of certain patents from Janssen Pharmaceuticals, Inc. Of the $5.0 million, approximately $1.9 million was recognized as a non-recurring expense for the year ended December 31, 2014, as it related to a legal settlement. The remaining balance of approximately $3.1 million is recorded as an intangible asset and is being amortized as cost of goods sold over the period in which the Company expects to benefit from the patents through their expiration dates. Of the $3.1 million, $0.3 million was recorded in cost of goods sold in 2014, and the remaining $2.8 million is included in non-current assets on the consolidated balance sheet and will be amortized over an estimated remaining life of approximately 5.25 years

On July 18, 2013, the Company entered into a settlement agreement with First Manhattan in connection with a proxy contest related to the Company's 2013 Annual Meeting of Stockholders. According to the terms of the settlement agreement, more than a majority of the members of the Company's Board of Directors resigned and new members were appointed. The change in the majority of the members of the Company's Board of Directors, effective July 19, 2013, triggered certain "change of control" benefits in accordance with the Amended Change of Control and Severance Agreements, or the Amended Agreements, with certain of the Company's employees. Under the Amended Agreements, all unvested stock options held by these employees automatically vested in full and became immediately exercisable. In addition, the resignations of both the Company's Chief Executive Officer and President resulted in severance charges under the Amended Agreements. As part of the settlement agreement with First Manhattan, the Company paid the reasonable and documented expenses incurred by First Manhattan in connection with its proxy contest, which totaled approximately $2.9 million.

The following table sets forth activity for the proxy contest and cost reduction plan for the years ended December 31, 2014 and 2013, the balance of which is primarily comprised of employee severance costs (in thousands):

	Proxy contest costs			Employee severance costs			Facilities- related costs(1)			Total Cash Expense
Balance of accrued costs at December 31, 2012	$	—		$	—		$	—		$	—
Charges		8,863			8,546			1,210			18,619
Payments		(8,863	)		(2,037	)		(188	)		(11,088	)

Balance of accrued costs at December 31, 2013	$	—		$	6,509		$	1,022		$	7,531
Charges(2)					1,711			—			1,711
Payments		—			(4,940	)		(450	)		(5,390	)

Balance of accrued costs at December 31, 2014	$	—		$	3,280		$	572		$	3,852

(1)	The accrued facilities-related costs at December 31, 2014 represent estimated losses, net of expected subleases, on space vacated as part of the Company's cost reduction plan. The noncancelable operating leases and scheduled payments against the amounts accrued extend through May 2020, unless the Company is able to negotiate earlier terminations.
(2)	In addition to the above non-recurring charges, the Company incurred non-cash share-based compensation expense of $0.3 million and $14.1 million for the years ended December 31, 2014 and 2013, respectively (see Note 15).

Commencing on May 1, 2014, the Company subleased a portion of its Evelyn Lease consisting of approximately 14,105 square feet of space for a term of 36 months at a starting annual rental rate of $42 per square feet (subject to agreed increases). The sublessee is entitled to abatement of monthly installments of rents for months one through four. Minimum rents expected to be received under this sublease as of December 31, 2014 are $601,000, $626,000 and $212,000 in fiscal years 2015, 2016 and 2017, respectively. Upon the completion of the sublease for this space, the Company expects to either find usage or to locate a suitable sublessee for the remaining duration of the Company's Evelyn Lease.

Commencing on September 1, 2014, the Company subleased the expansion space relating to the Castro Lease. The sublease consists of approximately 4,914 square feet of space for a term of 31 months at a starting annual rental rate of $53 per square feet (subject to agreed increases). The sublessee is entitled to abatement of the first monthly installment. Minimum rents expected to be received under this sublease as of December 31, 2014 are $268,000, $274,000 and $69,000 in fiscal years 2015, 2016 and 2017, respectively.

Of the total accrued employee severance and facilities-related costs as of December 31, 2014, $3.3 million is included under current liabilities in "Accrued and other liabilities" and $0.5 million is included in "Non-current accrued and other liabilities."

The balance of the accrued employee severance and facilities-related costs at December 31, 2014 is anticipated to be paid out as follows (in thousands):

2015	$	3,284
2016		200
2017		341
2018		11
Thereafter		16

	$	3,852

Deferred Revenue	12 Months Ended
Deferred Revenue	Dec. 31, 2014
DEFERRED REVENUE
DEFERRED REVENUE	Note 11. Deferred Revenue Qsymia Deferred Revenue At December 31, 2014, the Company had $16.4 million in current deferred revenue, which represents Qsymia product shipped to the Company's wholesalers, certified retail pharmacies and certified home delivery pharmacy services networks, but not yet dispensed to patients through prescriptions, net of prompt payment discounts. STENDRA® or SPEDRA™ Deferred Revenue At December 31, 2014, the Company had $3.0 million and $8.9 million in current and non-current deferred revenue, respectively, primarily related to a prepayment for future royalties on sales of SPEDRA. Additionally, the Company supplied certain initial orders of STENDRA or SPEDRA product with a right of return or credit, which have not met the required specifications of one of the Company's commercialization partners and, for which, the Company has deferred $1.5 million in the current deferred revenue balance at December 31, 2014.

License, Commercialization and Supply Agreements	12 Months Ended
License, Commercialization and Supply Agreements	Dec. 31, 2014
License, Commercialization and Supply Agreements
License, Commercialization and Supply Agreements	Note 12. License, Commercialization and Supply Agreements During 2013, the Company entered into license and commercialization agreements and commercial supply agreements with the Menarini Group, through its subsidiary Berlin-Chemie AG, or Menarini, Auxilium Pharmaceuticals, Inc., or Auxilium, and Sanofi and its affiliate, or Sanofi, to commercialize and promote STENDRA or SPEDRA in their respective territories. Menarini's territory is comprised of over 40 European countries, including the EU, plus Australia and New Zealand. Auxilium's territory is comprised of the United States and Canada and their respective territories. In January 2015, Auxilium was purchased by Endo International, plc. Sanofi's territory is comprised of Africa, the Middle East, Turkey and Eurasia. For the year ended December 31, 2014, the Company recognized $38.6 million in license and milestone revenue primarily attributable to milestone revenue related to product launches in certain EU countries, the approval of the Time-to-Onset Claim in the U.S., and the delivery of the license rights and related know-how under our agreement with Sanofi. For the year ended December 31, 2013, the Company recognized $55.8 million in license and milestone revenue, primarily due to the delivery of license rights and related know-how under our agreement with Auxilium, the upfront license fee with Menarini and the achievement of a regulatory milestone. During the years ended December 31, 2014 and 2013, the Company recognized $26.5 million and $1.5 million, respectively, in supply revenue relating to STENDRA or SPEDRA delivered under the various commercial supply agreements with Menarini, Auxilium and Sanofi. Additionally in 2014, the Company recognized $3.8 million in royalty revenue based on net sales reported by Menarini and Auxilium.

Long Term Debt

12 Months Ended

Dec. 31, 2014

LONG TERM DEBT

LONG TERM DEBT

Note 13. Long-Term Debt

Convertible Senior Notes Due 2020

On May 21, 2013, the Company closed an offering of $220.0 million in 4.5% Convertible Senior Notes due May 1, 2020, or the Convertible Notes. The Convertible Notes are governed by an indenture, dated as of May 21, 2013 between the Company and Deutsche Bank National Trust Company, as trustee. On May 29, 2013, the Company closed on an additional $30.0 million of Convertible Notes upon exercise of an option by the initial purchasers of the Convertible Notes. Total net proceeds from the Convertible Notes were approximately $241.8 million. The Convertible Notes are convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding November 1, 2019, only under certain conditions. 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. For the years ended December 31, 2014 and 2013, total interest expense related to the Convertible Notes was $25.0 million and $14.3 million, respectively, including amortization of $14.7 million and $8.2 million of the debt discount and $784,000 and $444,000 of deferred financing costs, respectively.

Senior Secured Notes Due 2018

On March 25, 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, or the Senior Secured Notes. Under the agreement, the Company received $50 million, less $500,000 in funding and facility payments, at the initial closing on April 9, 2013. The Company had the option, but elected not to exercise it, to receive an additional $60 million, less $600,000 in a funding payment, at a secondary closing no later than January 15, 2014. For the years ended December 31, 2014 and 2013, the interest expense related to the Senior Secured Notes was $7.5 million and $5.2 million, respectively, including amortization of deferred financing costs amounting to $468,000 and $329,000, respectively.

The following table summarizes information on the debt (in thousands) as of December 31, 2014:

Convertible Senior Notes due 2020:
Fair value of the liability component	$	154,737
Accumulated accretion of discount		23,046

Net carrying value	$	177,783


Senior Secured Notes due 2018:
Carrying value	$	50,000


Total Notes:
Fair value of the liability component	$	204,737
Accumulated accretion of discount		23,046

Net carrying amount (Long-term debt)		227,783
Less: Current portion		(10,459	)

Long-term debt, net of current portion	$	217,324

- Definition

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

+ References+ Details

Stockholders' Equity	12 Months Ended
Stockholders' Equity	Dec. 31, 2014
Stockholders' Equity
Stockholders' Equity	Note 14. Stockholders' Equity Common Stock The Company is authorized to issue 200 million shares of common stock. As of December 31, 2014 and 2013, there were 103,729,000 and 103,161,000 shares, respectively, issued and outstanding. Preferred Stock The Company is authorized to issue five million shares of undesignated preferred stock with a par value of $1.00 per share. As of December 31, 2014 and 2013, 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, or 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.

- Definition

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

+ References

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+ Details

Stock Option and Purchase Plans

12 Months Ended

Dec. 31, 2014

Stock Option and Purchase Plans

Stock Option and Purchase Plans

Note 15. Stock Option and Purchase Plans

Stock Option Plan

On March 29, 2010, the Company's Board of Directors terminated the 2001 Stock Option Plan. In addition, the Board of Directors adopted and approved a new 2010 Equity Incentive Plan, or the 2010 Plan, with 32,000 shares remaining reserved and unissued under the 2001 Plan, subject to the approval of the Company's stockholders. The 2001 Plan, however, continues to govern awards previously granted under it. On June 25, 2010, the Company's stockholders approved the 2010 Plan at the Company's 2010 Annual Meeting of Stockholders. The 2010 Plan provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and performance units to employees, directors and consultants, to be granted from time to time as determined by the Board of Directors, the Compensation Committee of the Board of Directors, or its designees. The term of the option is determined by the Board of Directors on the date of grant but shall not be longer than 10 years. Options under this plan generally vest over four years. The 2010 Plan's share reserve, which the stockholders approved, is 8,400,000 shares, plus any shares reserved but not issued pursuant to awards under the 2001 Plan as of the date of stockholder approval, or 99,975 shares, plus any shares subject to outstanding awards under the 2001 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 8,111,273 shares (which was the number of shares subject to outstanding options under the 2001 Plan as of March 11, 2010). In September 2014, the Company's stockholders approved an increase to the total number of shares reserved under the 2010 Plan by 5,950,000 for a total of 14,350,000 shares.

Restricted Stock Units

Beginning in 2012, the Company began issuing restricted units under the 2010 Plan on a limited basis. A summary of restricted stock unit award activity under the 2010 Plan is as follows:

	Number of Restricted Stock Units			Weighted Average Grant Date Fair Value
Restricted stock units outstanding December 31, 2011		—			—
Granted		35,000		$	24.88
Vested		—			—
Forfeited		—			—

Restricted stock units outstanding, December 31, 2012		35,000			24.88
Granted		144,500			12.63
Vested		(33,296	)		14.15
Forfeited		(146,204	)		13.83

Restricted stock units outstanding December 31, 2013		—			—
Granted		521,900			8.20
Vested		(70,500	)		8.37
Forfeited		(117,900	)		8.17

Restricted stock units outstanding December 31, 2014		333,500		$	8.17

Stock Options

A summary of stock option award activity under these plans is as follows:

	Years Ended December 31,
	2014					2013					2012
	Number of Shares			Weighted- Average Exercise Price		Number of Shares			Weighted- Average Exercise Price		Number of Shares			Weighted- Average Exercise Price
Balance at beginning of year		8,906,451		$	12.06		8,510,917		$	10.33		8,575,434		$	6.17
Options:
Granted		935,800		$	6.89		4,166,292		$	12.86		2,850,118		$	17.80
Exercised		(374,530	)	$	4.48		(2,375,688	)	$	5.79		(2,648,882	)	$	5.00
Cancelled		(3,511,262	)	$	11.45		(1,395,070	)	$	14.54		(265,753	)	$	9.28

Balance at end of year		5,956,459		$	12.09		8,906,451		$	12.06		8,510,917		$	10.33


Exercisable at end of year		4,053,329		$	12.34		6,616,555		$	11.00		4,781,301		$	6.32


Weighted average grant-date fair value of options granted during the year				$	4.34				$	8.32				$	11.91

At December 31, 2014, stock options were outstanding and exercisable as follows:

	Options Outstanding					Options Exercisable
Range of Exercise Prices	Number Outstanding at December 31, 2014		Weighted- Average Remaining Contractual Life	Weighted- Average Exercise Price		Number Exercisable December 31, 2014		Weighted- Average Exercise Price
$3.13 - $8.91		2,075,027	4.7 years	$	6.98		1,277,264	$	7.10
$9.50 - $12.84		1,995,071	4.6 years	$	11.93		1,714,021	$	11.84
$12.90 - $25.74		1,886,361	6.3 years	$	17.88		1,062,044	$	19.43

$3.13 - $25.74		5,956,459	5.2 years	$	12.09		4,053,329	$	12.34

The aggregate intrinsic value of outstanding options as of December 31, 2014 was zero, as all of the outstanding stock options had an exercise price greater than the share price of common stock as of that date.

At December 31, 2014, 10,009,405 options remained available for grant.

Employee Stock Purchase Plan

Under the 1994 Employee Stock Purchase Plan, or the ESPP, the Company reserved 800,000 shares of common stock for issuance to employees pursuant to the ESPP, under which eligible employees may authorize payroll deductions of up to 10% of their base compensation (as defined) to purchase common stock at a price equal to 85% of the lower of the fair market value as of the beginning or the end of the offering period.

At the annual meeting held on June 4, 2003, the stockholders approved amendments to the ESPP to (i) extend the original term of the ESPP by an additional 10 years such that the ESPP will now expire in April 2014 (subject to earlier termination as described in the ESPP) and (ii) increase the number of shares of common stock reserved for issuance under the ESPP by 600,000 shares to a new total of 1,400,000.

On June 17, 2011, the Company's stockholders approved amendments to the Company's ESPP to increase the number of shares reserved for issuance under the ESPP by 600,000 shares to a new total of 2,000,000, to remove the Plan's 20-year term, and to include certain changes consistent with Treasury Regulations relating to employee stock purchase plans under Section 423 of the Internal Revenue Code of 1986, as amended, and other applicable law.

As of December 31, 2014, 1,614,827 shares have been issued to employees and there are 385,173 shares available for issuance under the ESPP. The weighted average fair value of shares issued under the ESPP in 2014, 2013 and 2012 was $1.05, $3.53 and $3.72 per share, respectively.

Share-Based Compensation Expense

Total estimated share-based compensation expense, related to all of the Company's share-based awards, recognized for the years ended December 31, 2014, 2013 and 2012 was comprised as follows (in thousands, except per share data):

	2014		2013		2012
Cost of goods sold	$	118	$	—	$	—
Research and development		1,177	$	2,361	$	3,487
Selling, general and administrative		8,128		15,964		12,451
Non-recurring charges		343		14,072		—

Total share-based compensation expense	$	9,766	$	32,397	$	15,938

On July 18, 2013, the Company entered into a settlement agreement with First Manhattan Company, or First Manhattan, in connection with a proxy contest related to the Company's 2013 Annual Meeting of Stockholders. According to the terms of the settlement agreement, more than a majority of the members of the Company's Board of Directors resigned and new members were appointed. The change in the majority of the members of the Company's Board of Directors, effective July 19, 2013, triggered certain "change of control" benefits in accordance with the Amended Agreements with certain of the Company's employees; specifically, all unvested stock options held by these employees automatically vested in full and became immediately exercisable. In accordance with ASC 718, all unamortized expense for options that were expected to vest on the date of grant and the modified fair value of the options that were not expected to vest on the date of grant (due to expected forfeitures) were immediately expensed. As a result, for the year ended December 31, 2013, the Company recognized approximately $12.9 million in additional share-based compensation expense related to this event.

As part of the Company's ongoing efforts to reduce costs by eliminating expenses that are not essential to expanding the use of Qsymia, the Company implemented a cost reduction plan that reduced the Company's workforce by approximately 20 employees, or 17% of its workforce, excluding the sales force, for the year ended December 31, 2013. As a result, the Company incurred $1.2 million in additional share-based compensation expense for the year ended December 31, 2013, related to the automatic acceleration of vesting of unvested stock options held by the terminated employees.

No share-based compensation cost was capitalized for the year ended December 31, 2014. Total share-based compensation cost capitalized as part of the cost of inventory was $480,000 and $196,000 for the years ended December 31, 2013 and 2012, respectively.

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

	2014		2013		2012
Restricted stock units	$	1,334	$	471	$	292
Stock options		8,305		31,610		15,531
Employee stock purchase plan		127		316		115

	$	9,766	$	32,397	$	15,938

As of December 31, 2014, unrecognized estimated compensation expense totaled $6.9 million related to non-vested stock options and $43,000 related to the ESPP. The weighted average remaining requisite service period for the non-vested stock options was 5.3 years and for the ESPP was less than 6 months.

Valuation Assumptions

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:

	2014			2013			2012
Expected life (in years)		4.84			4.88			5.54
Volatility		79.1	%		83.35	%		82.49	%
Risk-free interest rate		1.74	%		1.12	%		1.00	%
Dividend yield		—			—			—

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

+ References+ Details

Commitments

12 Months Ended

Dec. 31, 2014

Commitments

Commitments

Note 16. Commitments

Lease Commitments

In November 2006, the Company entered into a 30-month lease for its former corporate headquarters located in Mountain View, California, or Castro Lease. On February 14, 2012, the Company entered into the most current, fourth amendment to the Castro Lease. Under the fourth amendment to the Castro Lease, the lease term for the headquarters' premises terminated July 31, 2013. The fourth amendment also included a new lease on an additional 4,914 square feet of office space located at 1174 Castro Street, Mountain View, California, or the Expansion Space, which is adjacent to the Company's former corporate headquarters. The average base rent for the Expansion Space is approximately $2.75 per square foot or $13,513 per month. The new lease for the Expansion Space has a term of 60 months commencing March 15, 2012, with an option to extend the term for one year from the expiration of the new lease. Commencing on September 1, 2014, the Company subleased the expansion space for a term of 31 months at a starting annual rental rate of $53 per square feet (subject to agreed increases). The sublessee is entitled to abatement of the first monthly installment. Minimum rents expected to be received under this sublease are $268,000, $274,000 and $69,000 for the years ending December 31, 2015, 2016 and 2017, respectively.

The Company entered into a lease effective as of December 11, 2012, with SFERS Real Estate Corp. U, or the Landlord, for new principal executive offices, consisting of an approximately 45,240 square foot building, located at 351 East Evelyn Avenue, Mountain View, California, or the Evelyn Lease. The Evelyn Lease has an initial term of approximately 84 months, commencing on May 11, 2013, and at a starting annual rental rate of $31.20 per rentable square foot (subject to agreed increases). The Company is entitled to an abatement of the monthly installments of rent for months seven through 12 of the initial term subject to the conditions detailed in the Evelyn Lease. The Company has one option to renew the Evelyn Lease for a term of three years at the prevailing market rate as detailed in the Evelyn Lease. In addition, the Company has a one-time right to accelerate the termination date of the Evelyn Lease from the expiration of the 84th full calendar month of the term to the expiration of the 60th full calendar month of the term subject to the conditions detailed in the Evelyn Lease. If this acceleration of the termination date is exercised, the following will be payable to the Landlord: (i) six months of the monthly installments of rent and the Company's proportionate share of expenses and taxes subject to the fifth lease year and (ii) the unamortized portion of all of the following: (a) any leasing commissions and legal fees, (b) the initial alterations as detailed in the Evelyn Lease, and (c) Landlord's allowance towards the cost of performing the initial alterations, which is $7.00 per rentable square foot; provided that the amount payable to the Landlord will be increased by the unamortized portion of any leasing commissions, tenant improvements and allowances, or other concessions incurred by the Landlord in connection with any additional space other than the premises leased by the Company and that is subject to acceleration under the Evelyn Lease.

Commencing on May 1, 2014, the Company subleased a portion of its Evelyn Lease consisting of approximately 14,105 square feet of space for a term of 36 months at a starting annual rental rate of $42 per square feet (subject to agreed increases). The sublessee is entitled to abatement of monthly installments of rents for months one through four. Minimum rents expected to be received under this sublease are $601,000, $626,000 and $212,000 for the years ending December 31, 2015, 2016 and 2017, respectively. Upon the completion of the sublease for this space, the Company expects to either find usage or to locate a suitable sublessee for the remaining duration of the Company's Evelyn Lease.

Future minimum lease payments under operating leases at December 31, 2014, were as follows (in thousands):

2015	$	2,156
2016		2,164
2017		1,989
2018		1,991
2019		2,040
Thereafter		685

	$	11,025

Included in the operating lease commitments above are obligations under leases for which the Company has vacated the underlying facilities as part of a cost reduction plan. These leases expire at various dates through 2020 and represent an aggregate obligation of $3.6 million through 2020. The Company has cost reduction accruals of $0.6 million at December 31, 2014, which represents the difference between this aggregate future obligation and expected future sublease income under estimated potential sublease agreements, as well as other facilities-related obligations (see Note 10). Rent expense under operating leases was $1.6 million, $2.9 million and $0.9 million for the years ended December 31, 2014, 2013 and 2012, respectively.

- Definition

The entire disclosure for commitments and contingencies.

+ References+ Details

Income Taxes

12 Months Ended

Dec. 31, 2014

Income Taxes

Income Taxes

Note 17. Income Taxes

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, 2014 and 2013, are as follows (in thousands):

	2014			2013
Deferred tax assets:
Net operating loss carry forwards	$	219,786		$	202,289
Research and development credit carry forwards		16,464			16,659
Stock-based compensation		10,298			15,476
Accruals and other		9,502			18,927
Depreciation		128			218
Deferred revenue		4,146			4,009

		260,324			257,578
Valuation allowance		(260,324	)		(257,578	)

Total	$	—		$	—

The net increase in the valuation allowance for the years ended December 31, 2014 and 2013, was $2.7 million and $74.0 million, respectively. As of December 31, 2014, the Company had no significant deferred tax liabilities.

As of December 31, 2014, we had approximately $622.4 million and $284.4 million of net operating loss carryforwards with which to offset our future taxable income for federal and state income tax reporting purposes, respectively, of which $17.9 million (tax effected) would be recorded against additional paid-in capital when realized through a reduction of income taxes payable. These net operating loss and tax credit carryforwards, except for the California research and development credit, expire on various dates through 2034. The California research and development credits do not expire. Utilization of our net operating loss and tax credit carryforwards, or tax attributes, may be subject to substantial annual limitations provided by the Internal Revenue Code and similar state provisions to the extent certain ownership changes are deemed to occur. We face the risk that our ability to use our tax attributes will be substantially restricted if we undergo an "ownership change" as defined in Section 382 of the U.S. Internal Revenue Code, or 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 performed an analysis to determine whether an "ownership change" has occurred from inception through October 31, 2014. Based on this analysis, management determined that the Company did experience a historical ownership change of greater than 50% during this period. Therefore, the utilization of a portion of the Company's net operating losses and credit carryforwards is currently limited. However, these Section 382 limitations should not cause the Company's net operating losses and tax credits to expire unutilized. As such, a reduction to the Company's gross deferred tax asset for its net operating loss and tax credit carryforwards is not necessary prior to considering the valuation allowance. In the event the Company experiences any subsequent changes in ownership, the amount of net operating losses and research and development credit carryovers useable in any taxable year could be limited and may expire unutilized.

On December 19, 2014, the Tax Increase Prevention Act of 2014 was signed into law, extending 2014 federal research and development credit. As such, the provision for income taxes for the year ended December 31, 2014 reflects the 2014 federal research and development tax credit.

The (benefit)/provision for income taxes is based upon (loss)/income from continuing operations before (benefit)/provision for income taxes as follows, for the years ended December 31, 2014, 2013 and 2012 (in thousands):

Continuing Operations:

	2014			2013			2012
Loss before income taxes:
Domestic	$	(83,151	)	$	(174,083	)	$	(138,599	)
International		(125	)		(766	)		(1,107	)

Loss before taxes	$	(83,276	)	$	(174,849	)	$	(139,706	)

The (benefit)/provision for income taxes consists of the following components for the years ended December 31, 2014, 2013 and 2012 (in thousands):

Continuing Operations:

	2014			2013		2012
Current
Federal	$	—		$	—	$	—
State		(629	)		97		27
Foreign		—			—		—

Total current (benefit)/provision for income taxes	$	(629	)	$	97	$	27


Deferred
Federal	$	—		$	—	$	—
State		—			—		—
Foreign		—			—		—

Total deferred benefit for income taxes	$	—		$	—	$	—


Total (benefit)/provision for income taxes from continuing operations	$	(629	)	$	97	$	27

Reconciliation between the U.S. federal statutory tax rate and the Company's effective tax rate from continuing operations is as follows, for the years ended December 31, 2014, 2013 and 2012:

	2014			2013			2012
Tax at U.S. federal statutory rate		(35	)%		(35	)%		(35	)%
Change in valuation allowance		29			35			34
Permanent items		7			2			1
Tax credits		—			(1	)		—
Other		(2	)		(1	)		—

Effective tax rate		(1	)%		0	%		0	%

In 2014, the Company received notice from the California Franchise Tax Board on its proposed adjustment to the Company's R&D credit and recorded a reduction to its gross unrecognized tax benefit of $1.2 million and reduced its taxes payable located in accrued and other liabilities by $208,000. Additionally, the Company received notice from the New Jersey tax authority that the Company's refund request has been approved and the associated refund received and has reduced its gross unrecognized tax benefits by $462,000. As of December 31, 2014 the Company no longer has any unrecognized tax positions.

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

	2014			2013		2012
Unrecognized tax benefits as of January 1	$	1,662		$	1,215	$	1,215
Gross increase/(decrease) for tax positions of prior years		—			447		—
Gross increase/(decrease) for tax positions of current year		—			—		—
Settlements		(1,662	)		—		—
Lapse of statute of limitations		—			—		—

Unrecognized tax benefits balance at December 31	$	—		$	1,662	$	1,215

The remaining balance recorded on the Company's consolidated balance sheets as of December 31, 2014 and 2013, is as follows (in thousands):

	2014			2013
Total unrecognized tax benefits	$	—		$	1,662
Amounts netted against deferred tax assets		(—	)		(1,502	)

Unrecognized tax benefits recorded on consolidated balance sheets	$	—		$	160

Although the Company files U.S. federal, various state, and foreign tax returns, the Company's only major tax jurisdictions are the U.S., California and New Jersey. As a result of the above-mentioned audit adjustments, the Company has no unrecognized tax benefits recorded on its consolidated balance sheets as of December 31, 2014.

During 2014, the Company completed its examination by the State of New Jersey, for which a benefit was recorded, as discussed above. Tax years 1998 to 2014 remain subject to examination by the appropriate governmental agencies due to tax loss carryovers from those years.

The Company is in various stages of the examination process in connection with all of its tax audits and it is difficult to determine when these examinations will be settled. It is reasonably possible that over the next 12-month period the Company may experience an increase or decrease in its unrecognized tax benefits. It is not possible to determine either the magnitude or range of any increase or decrease at this time.

- Definition

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

+ References+ Details

Segment Information and Concentration of Customers and Suppliers

12 Months Ended

Dec. 31, 2014

Segment Information and Concentration of Customers and Suppliers

Segment Information and Concentration of Customers and Suppliers

Note 18. Segment Information and Concentration of Customers and Suppliers

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.

Geographic Information

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.

Product revenue by geographic region is as follows for the years ended December 31 (in thousands):

	2014							2013
	U.S.		ROW			Total		U.S.		ROW			Total
Qsymia—Net product revenue	$	45,277	$	—		$	45,277	$	23,718	$	—		$	23,718
STENDRA/SPEDRA—License and milestone revenue		15,406		23,208			38,614		30,393		25,445			55,838
STENDRA/SPEDRA—Supply revenue		9,059		17,460			26,519		1,080		446			1,526
STENDRA/SPEDRA—Royalty revenue		2,176		1,595			3,771		—		—			—

Total revenue	$	71,918	$	42,263	(1)	$	114,181	$	55,191	$	25,891	(2)	$	81,082

	2012
	U.S.		ROW		Total
Qsymia—Net product revenue	$	2,012	$	—	$	2,012
STENDRA/SPEDRA—License and milestone revenue		—		—		—
STENDRA/SPEDRA—Supply revenue		—		—		—
STENDRA/SPEDRA—Royalty revenue		—		—		—

Total revenue	$	2,012	$	—	$	2,012

(1)	$37.2 million of which is attributable to Germany.
(2)	$21.0 million of which is attributable to Germany.

Major customers

Revenues from significant customers as a percentage of total revenues for the years ended December 31, 2014, 2013 and 2012, is as follows:

	2014			2013			2012
Auxilium		23	%		39	%		—	%
Menarini		32	%		26	%		—	%
Amerisource Bergen		14	%		—	%		—	%
McKesson		13	%		2	%		—	%
Cardinal Health, Inc.		11	%		4	%		—	%
Express Scripts, Inc.		1	%		3	%		10	%
CVS		—	%		9	%		50	%
Walgreens		—	%		6	%		39	%

Accounts receivable at December 31, 2014 and 2013 by significant customer as a percentage of the total gross accounts receivable balance are as follows:

	2014			2013
Menarini		25	%		41	%
Cardinal Health, Inc.		20	%		12	%
Amerisource Bergen		19	%		26	%
McKesson		18	%		13	%
Auxilium		16	%		3	%

Major suppliers

The Company relies on third-party sole-source manufacturers to produce its clinical trial materials, raw materials and finished goods. Catalent Pharma Solutions, LLC, or Catalent, which supplied the product for the Phase 3b/4 program for Qsymia, is the Company's sole source of clinical and commercial supplies for Qsymia. MTPC is currently the Company's sole-source supplier for the API and the tablets for STENDRA (avanafil). In August 2012, the Company entered into an amendment to its agreement with MTPC that permits the Company to manufacture the API and STENDRA tablets for avanafil itself or through third-party suppliers at any time. The transition away from MTPC supply will need to occur on or before June 2015. 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. Third-party manufacturers may not be able to meet the Company's needs with respect to timing, quantity or quality. In July 2013, the Company entered into a Commercial Supply Agreement with Sanofi Chimie to manufacture and supply 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, Latin America and other territories. 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, Latin America and other territories.

The Company has entered into an agreement with PDI, Inc., or PDI, a third-party contract sales organization, to assist with the hiring of sales representatives and the promotion of Qsymia to physicians. Although alternative third-party contract sales organizations exist, the Company would be adversely affected if PDI does not perform its obligations under the agreement.

During the years ended December 31, 2014, 2013 and 2012, the Company incurred expenses for work performed by a third-party clinical research organization, or CRO, for Qsymia and STENDRA post-approval studies that accounted for 27%, 29% and 13%, respectively, of total research and development expenses.

Legal Matters	12 Months Ended
Legal Matters	Dec. 31, 2014
LEGAL MATTERS
LEGAL MATTERS	Note 20. Legal Matters Securities Related Class Action and Shareholder Derivative Lawsuits The Company, a current officer and a former officer were defendants in a putative class action captioned Kovtun v. VIVUS, Inc., et al., Case No. 4:10-CV-04957-PJH, in the U.S. District Court, Northern District of California. The action, filed in November 2010, alleged violations of Section 10(b) and 20(a) of the federal Securities Exchange Act of 1934 based on allegedly false or misleading statements made by the defendants in connection with the Company's clinical trials and New Drug Application, or NDA, for Qsymia as a treatment for obesity. The Court granted defendants' motions to dismiss both plaintiff's Amended Class Action Complaint and Second Amended Class Action Complaint; by order dated September 27, 2012, the latter dismissal was with prejudice and final judgment was entered for defendants the same day. On October 26, 2012, plaintiff filed a Notice of Appeal to the U.S. Court of Appeals for the Ninth Circuit. Following briefing of the appeal, the Court of Appeals held oral argument on January 16, 2015. On January 29, 2015, the Court of Appeals issued a Memorandum decision affirming the District Court's ruling. On February 12, 2015, plaintiff asked the Court of Appeals' panel to rehear the case or for the Court to rehear the case en banc. We cannot predict the outcome of that petition. Additionally, certain of the Company's former officers and directors and a current director are defendants in a shareholder derivative lawsuit captioned Turberg v. Logan, et al., Case No. CV-10-05271-PJH, pending in the same federal court. In the plaintiff's Verified Amended Shareholder Derivative Complaint filed June 3, 2011, the plaintiff largely restated the allegations of the Kovtun action and alleged that the directors breached fiduciary duties to the Company by purportedly permitting the Company to violate the federal securities laws as alleged in the Kovtun action. The same individuals are also named defendants in consolidated shareholder derivative suits pending in the California Superior Court, Santa Clara County, under the caption In re VIVUS, Inc. Derivative Litigation, Master File No. 11 0 CV188439. The allegations in the state court derivative suits are substantially similar to the other lawsuits. The Company is named as a nominal defendant in these actions, neither of which seeks any recovery from the Company. The parties have agreed to stay the derivative lawsuits pending the outcome of the appeal of the securities class action. On July 12, 2013, various current and former officers and directors of the Company were named as defendants in a separate shareholder derivative lawsuit filed in the California Superior Court, Santa Clara County, and captioned Ira J. Gaines IRA, et al. v. Leland F. Wilson, et al., Case No.1-13-CV-249436. The lawsuit generally alleged breaches of the fiduciary duty of care in connection with the launch of Qsymia, breaches of the duty of loyalty and insider trading by some defendants for selling Company stock while purportedly being aware that the Qsymia launch would be less successful than predicted and corporate waste. On March 14, 2014, the Court sustained a demurrer and dismissed the complaint with leave to amend. An order memorializing the Court's ruling was entered March 21, 2014. On April 21, 2014, derivative plaintiffs filed an Amended Shareholder Derivative Complaint alleging substantially similar breaches of duty. On May 21, 2014, the Company filed a demurrer to the Amended Complaint. With that demurrer pending, derivative plaintiffs asked the Court in July 2014 to dismiss the action with prejudice as to the named plaintiffs and otherwise without prejudice. The Court did so by order entered July 17, 2014, and the matter is now concluded. On March 27, 2014, Mary Jane and Thomas Jasin, who purport to be purchasers of VIVUS common stock, filed an Amended Complaint in Santa Clara County Superior Court alleging securities fraud against the Company and three of its former officers and directors. In that complaint, captioned Jasin v. VIVUS, Inc., Case No. 114-cv-261427, plaintiffs asserted claims under California's securities and consumer protection securities statutes. Plaintiffs alleged generally that defendants misrepresented the prospects for the Company's success, including with respect to the launch of Qsymia, while purportedly selling VIVUS stock for personal profit. Plaintiffs alleged losses of "at least" $2.8 million, and sought damages and other relief. On June 5, 2014, the Company and the other defendants filed a demurrer to the Amended Complaint seeking its dismissal. With the demurrer pending, on July 18, 2014, the same plaintiffs filed a complaint in the United States District Court for the Northern District of California, captioned Jasin v. VIVUS, Inc., Case No. 5:14-cv-03263. The Jasins' federal complaint alleges violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, based on facts substantially similar to those alleged in their state court action. On September 15, 2014, pursuant to an agreement between the parties, plaintiffs moved to voluntarily dismiss, with prejudice, the state court action. In the federal action, defendants filed a motion to dismiss on November 12, 2014. On December 3, 2014, plaintiffs filed a First Amended Complaint in the federal action. On January 21, 2015, defendants filed a motion to dismiss the First Amended Complaint. Pursuant to a stipulated briefing and hearing schedule, the motion is currently scheduled for hearing on April 23, 2015. The Company maintains directors' and officers' liability insurance that it believes affords coverage for much of the anticipated cost of the remaining Jasin action, subject to payment of our self-insured retention and the policies' terms and conditions. The Company and the defendant officers and directors cannot predict the outcome of the various shareholder lawsuits, but they believe the various shareholder lawsuits are without merit and intend to continue vigorously defending them. Qsymia ANDA Litigation On May 7, 2014, the Company received a Paragraph IV certification notice from Actavis Laboratories FL indicating that it filed an abbreviated new drug application, or ANDA, with the U.S. Food and Drug Administration, or FDA, requesting approval to market a generic version of Qsymia and contending that all six patents listed for Qsymia in the FDA Orange Book (U.S. Patents 7,056,890, 7,553,818, 7,659,256, 7,674,776, 8,580,298, and 8,580,299 (collectively "patents-in-suit")) are invalid, unenforceable and/or will not be infringed by the manufacture, use, sale or offer for sale of a generic form of Qsymia as described in their ANDA. On June 12, 2014, the Company filed a lawsuit in the U.S. District Court for the District of New Jersey against Actavis Laboratories FL, Inc., Actavis, Inc., and Actavis PLC, collectively referred to as Actavis. The lawsuit (Case No. 14-3786 (FSH)(MAH)) was filed on the basis that Actavis' submission of their ANDA to obtain approval to manufacture, use, sell, or offer for sale generic versions of Qsymia prior to the expiration of the patents-in-suit constitutes infringement of one or more claims of those patents. In accordance with the Hatch-Waxman Act, as a result of having filed a timely lawsuit against Actavis, FDA approval of Actavis' ANDA will be stayed until the earlier of (i) up to 30 months from the Company's May 7, 2014 receipt of Actavis' Paragraph IV certification notice (i.e. November 7, 2016) or (ii) a District Court decision finding that the identified patents are invalid, unenforceable or not infringed. The Company intends to vigorously enforce its intellectual property rights relating to Qsymia, but the Company cannot predict the outcome of this matter. The Company received a second Paragraph IV certification notice from Actavis contending that two additional patents listed in the Orange Book for Qsymia (U.S. Patents 8,895,057 and 8,895,058) are invalid, unenforceable and/or will not be infringed by the manufacture, use, sale, or offer for sale of a generic form of Qsymia. The Company is in the process of evaluating this second notice. Janssen Litigation On August 22, 2014, the Company was named as a defendant in a complaint filed by Janssen Pharmaceuticals, Inc., or Janssen, in the United States District Court of Delaware. In the complaint, the plaintiff alleged that the Company was infringing U.S. Patent No. 6,071,537, or the'537 patent, by selling Qsymia. The plaintiff sought a permanent injunction enjoining the Company from further infringement and unspecified monetary damages. On August 24, 2014, the Company entered into a Patent Assignment Agreement with Janssen that included assignment of the '537 patent to the Company. As a result, Janssen voluntarily dismissed the lawsuit on August 24, 2014. The Company is not aware of any other 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.

Selected Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2014

Selected Financial Data (Unaudited)

Selected Financial Data (Unaudited)

Note 22. Selected Financial Data (Unaudited)

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

	Quarter Ended,
	March 31			June 30			September 30			December 31
2014
Total revenue	$	36,691		$	21,881		$	33,877		$	21,732
Total gross profit		27,158			14,866			26,609			12,161
Operating expenses		44,619			39,367			41,789			39,117
Net loss		(15,550	)		(25,825	)		(15,825	)		(25,447	)
Basic and Diluted net (loss) per share	$	(0.15	)	$	(0.25	)	$	(0.15	)	$	(0.25	)
2013
Total revenue	$	4,112		$	5,534		$	27,379		$	44,057
Total gross profit (loss)		(2,055	)		514			26,638			40,892
Operating expenses		57,909			56,979			68,056			52,752
Net loss from continuing operations		(53,768	)		(55,635	)		(48,379	)		(17,164	)
Net loss		(53,576	)		(55,512	)		(48,204	)		(17,164	)
Basic and Diluted net (loss) per share	$	(0.53	)	$	(0.55	)	$	(0.48	)	$	(0.17	)

- Definition

The entire disclosure for the quarterly financial data in the annual financial statements. The disclosure may include a tabular presentation of financial information for each fiscal quarter for the current and previous year, including revenues, gross profit, income or loss before extraordinary items and earnings per share data. It also includes an indication if the information in the note is unaudited, comments on the aggregate effect of year-end adjustments, and an explanation of matters or transactions that affect comparability or are pertinent to an understanding of the information furnished.

+ References+ Details

SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS

12 Months Ended

Dec. 31, 2014

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 Beginning of Period		Charged to Operations*		Charges Utilized			Balance at End of Period
Allowance for Cash Discounts
Fiscal year ended December 31, 2012	$	—	$	57	$	—		$	57
Fiscal year ended December 31, 2013	$	57	$	1,050	$	(973	)	$	134
Fiscal year ended December 31, 2014	$	134	$	1,712	$	(1,696	)	$	150

Amount charged to operations during fiscal years ended December 31, 2014, 2013 and 2012, includes $1,373,000, $750,000 and $53,000, 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 Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2014

Business and Significant Accounting Policies

Reclassifications

Certain prior year amounts in the consolidated financial statements have been reclassified to conform to the current year's presentation.

Principles of Consolidation

Use of Estimates

Cash and Cash Equivalents

Available-for-Sale Securities

Fair Value of Financial Instruments

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

Debt issuance costs, which are included in other assets, are amortized as interest expense over the contractual terms of the related credit facilities.

Revenue Recognition

Product Revenue:

Product Revenue Allowances

Product Revenue Allowances:

Supply Revenue:

Revenue from Multiple-Element Arrangements

Revenue from Multiple-Element Arrangements:

Revenues recognized for royalty payments are recognized as earned in accordance with the terms of the license and commercialization agreements.

Cost of Goods Sold

Research and Development Expenses

Advertising Expenses

Share-based compensation

Share-Based Payments

Non-Recurring Charges

Income Taxes

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

Discontinued operations

Foreign Currency Transactions

Non-monetary items carried at fair value that are denominated in foreign currencies are retranslated at the rates prevailing on the initial transaction dates.

Contingencies and Litigation

Intangible Assets

Net Loss Per Share

The computation of basic and diluted net loss per share for the years ended December 31, 2014, 2013 and 2012, is as follows:

	2014			2013			2012
	(In thousands, except per share data)
Net loss	$	(82,647	)	$	(174,456	)	$	(139,881	)


Net loss per share—basic and diluted	$	(0.80	)	$	(1.72	)	$	(1.42	)


Shares used in the computation of net loss per share—basic and diluted		103,456			101,174			98,289

Recent Accounting Pronouncements

Recent Accounting Requirements

(i)	identifying the contract(s) with the customer,
(ii)	identifying the separate performance obligations in the contract,
(iii)	determining the transaction price,
(iv)	allocating the transaction price to the separate performance obligations, and
(v)	recognizing revenue when each performance obligation is satisfied.

Business and Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2014

Business and Significant Accounting Policies

Schedule of computation of basic and diluted net loss per share

	2014			2013			2012
	(In thousands, except per share data)
Net loss	$	(82,647	)	$	(174,456	)	$	(139,881	)


Net loss per share—basic and diluted	$	(0.80	)	$	(1.72	)	$	(1.42	)


Shares used in the computation of net loss per share—basic and diluted		103,456			101,174			98,289

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

12 Months Ended

Dec. 31, 2014

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, 2014:

Cash and cash equivalents and available-for-sale securities	Amortized Cost			Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Cash and money market funds	$	83,174		$	—	$	—		$	83,174
U.S. Treasury securities		216,425			35		(63	)		216,397

Total		299,599			35		(63	)		299,571
Less amounts classified as cash equivalents		(83,174	)		—		—			(83,174	)

Total available-for-sale securities	$	216,425		$	35	$	(63	)	$	216,397

As of December 31, 2013:

Cash and cash equivalents and available-for-sale securities	Amortized Cost			Gross Unrealized Gains		Gross Unrealized Losses			Estimated Fair Value
Cash and money market funds	$	103,262		$	—	$	—		$	103,262
U.S. Treasury securities		239,959			69		(4	)		240,024

Total		343,221			69		(4	)		343,286
Less amounts classified as cash equivalents		(103,262	)		—		—			(103,262	)

Total available-for-sale securities	$	239,959		$	69	$	(4	)	$	240,024

Account receivable

12 Months Ended

Dec. 31, 2014

Accounts Receivable

Schedule Of Accounts Receivable Table Text Block

Accounts receivable as of December 31, 2014 and 2013, respectively, consist of the following (in thousands):

	Balance as of
	December 31, 2014			December 31, 2013
Qsymia	$	6,874		$	6,777
STENDRA/SPEDRA		4,871			5,571

		11,745			12,348
Qsymia allowance for cash discounts		(150	)		(134	)

Net	$	11,595		$	12,214

Inventories (Tables)

12 Months Ended

Dec. 31, 2014

INVENTORIES

Schedule of inventories

Inventories as of December 31, 2014 and 2013, respectively, consist of the following (in thousands):

	Balance as of
	December 31, 2014		December 31, 2013
Raw materials	$	29,765	$	28,545
Work-in-process		889		12
Finished goods		1,544		14,793
Deferred costs		2,249		5,153

Inventories	$	34,447	$	48,503

Prepaid Expenses and Other Assets (Tables)

12 Months Ended

Dec. 31, 2014

PREPAID EXPENSES AND OTHER ASSETS

Schedule of prepaid expenses and other assets

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

	Balance as of
	December 31, 2014		December 31, 2013
Prepaid sales and marketing expenses	$	4,123	$	5,187
Prepaid insurance		1,612		3,617
Debt issuance costs		1,246		1,247
Withholding tax receivable		—		5,560
Other prepaid expenses and assets		5,843		4,327

Total	$	12,824	$	19,938

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2014

Property and Equipment.

Schedule of property and equipment

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

	Balance as of
	December 31, 2014			December 31, 2013
Computers and software	$	2,404		$	2,301
Furniture and fixtures		937			936
Manufacturing equipment		213			213
Leasehold improvements		876			758

		4,430			4,208
Accumulated depreciation		(3,084	)		(2,254	)

Property and equipment, net	$	1,346		$	1,954

Non-Current Assets (Tables)

12 Months Ended

Dec. 31, 2014

NON-CURRENT ASSETS

Schedule of non-current assets

Non-current assets consist of the following (in thousands):

	Balance as of
	December 31, 2014		December 31, 2013
Debt issuance costs	$	3,375	$	4,620
Other non-current assets		3,780		1,281

Total	$	7,155	$	5,901

Accrued and Other Liabilities (Tables)

12 Months Ended

Dec. 31, 2014

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, 2014		December 31, 2013
Accrued employee compensation and benefits	$	4,230	$	3,408
Accrued non-recurring charges (see Note 10)		3,284		4,577
Accrued interest on debt (see Note 13)		2,921		5,541
Accrued manufacturing costs		400		4,071
Other accrued liabilities		6,202		6,396

Total	$	17,037	$	23,993

Inventory Impairment and Other Non-Recurring Charges (Tables)

12 Months Ended

Dec. 31, 2014

Inventory Impairment and Other Non-Recurring Charges

Schedule of inventory impairment and other non-recurring charges

Inventory impairment and other non-recurring charges for the years ended December 31, 2014 and 2013 consist of (in thousands):

	Years Ended December 31,
	2014		2013
Inventory impairment (see Note 4)	$	2,170	$	10,225
Patent settlement		1,949		—
Share-based compensation (see Note 15)		343		14,072
Proxy contest expenses		—		8,863
Employee severance and related costs		1,711		8,546
Operating lease termination costs		—		1,210

Total inventory impairment and other non-recurring expense	$	6,173	$	42,916

Schedule of activity for the proxy contest and cost reduction plan (the restructuring accrual)

	Proxy contest costs			Employee severance costs			Facilities- related costs(1)			Total Cash Expense
Balance of accrued costs at December 31, 2012	$	—		$	—		$	—		$	—
Charges		8,863			8,546			1,210			18,619
Payments		(8,863	)		(2,037	)		(188	)		(11,088	)

Balance of accrued costs at December 31, 2013	$	—		$	6,509		$	1,022		$	7,531
Charges(2)					1,711			—			1,711
Payments		—			(4,940	)		(450	)		(5,390	)

Balance of accrued costs at December 31, 2014	$	—		$	3,280		$	572		$	3,852

(1)	The accrued facilities-related costs at December 31, 2014 represent estimated losses, net of expected subleases, on space vacated as part of the Company's cost reduction plan. The noncancelable operating leases and scheduled payments against the amounts accrued extend through May 2020, unless the Company is able to negotiate earlier terminations.
(2)	In addition to the above non-recurring charges, the Company incurred non-cash share-based compensation expense of $0.3 million and $14.1 million for the years ended December 31, 2014 and 2013, respectively (see Note 15).

Schedule of balance of the accrued employee severance and facilities-related costs anticipated to be paid out

The balance of the accrued employee severance and facilities-related costs at December 31, 2014 is anticipated to be paid out as follows (in thousands):

2015	$	3,284
2016		200
2017		341
2018		11
Thereafter		16

	$	3,852

Long Term Debt (Tables)

12 Months Ended

Dec. 31, 2014

LONG TERM DEBT

Schedule of debt

The following table summarizes information on the debt (in thousands) as of December 31, 2014:

Convertible Senior Notes due 2020:
Fair value of the liability component	$	154,737
Accumulated accretion of discount		23,046

Net carrying value	$	177,783


Senior Secured Notes due 2018:
Carrying value	$	50,000


Total Notes:
Fair value of the liability component	$	204,737
Accumulated accretion of discount		23,046

Net carrying amount (Long-term debt)		227,783
Less: Current portion		(10,459	)

Long-term debt, net of current portion	$	217,324

Stock Option and Purchase Plans (Tables)

12 Months Ended

Dec. 31, 2014

Stock Option and Purchase Plans

Summary of restricted stock unit award activity

	Number of Restricted Stock Units			Weighted Average Grant Date Fair Value
Restricted stock units outstanding December 31, 2011		—			—
Granted		35,000		$	24.88
Vested		—			—
Forfeited		—			—

Restricted stock units outstanding, December 31, 2012		35,000			24.88
Granted		144,500			12.63
Vested		(33,296	)		14.15
Forfeited		(146,204	)		13.83

Restricted stock units outstanding December 31, 2013		—			—
Granted		521,900			8.20
Vested		(70,500	)		8.37
Forfeited		(117,900	)		8.17

Restricted stock units outstanding December 31, 2014		333,500		$	8.17

Summary of stock option award activity

	Years Ended December 31,
	2014					2013					2012
	Number of Shares			Weighted- Average Exercise Price		Number of Shares			Weighted- Average Exercise Price		Number of Shares			Weighted- Average Exercise Price
Balance at beginning of year		8,906,451		$	12.06		8,510,917		$	10.33		8,575,434		$	6.17
Options:
Granted		935,800		$	6.89		4,166,292		$	12.86		2,850,118		$	17.80
Exercised		(374,530	)	$	4.48		(2,375,688	)	$	5.79		(2,648,882	)	$	5.00
Cancelled		(3,511,262	)	$	11.45		(1,395,070	)	$	14.54		(265,753	)	$	9.28

Balance at end of year		5,956,459		$	12.09		8,906,451		$	12.06		8,510,917		$	10.33


Exercisable at end of year		4,053,329		$	12.34		6,616,555		$	11.00		4,781,301		$	6.32


Weighted average grant-date fair value of options granted during the year				$	4.34				$	8.32				$	11.91

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

At December 31, 2014, stock options were outstanding and exercisable as follows:

	Options Outstanding					Options Exercisable
Range of Exercise Prices	Number Outstanding at December 31, 2014		Weighted- Average Remaining Contractual Life	Weighted- Average Exercise Price		Number Exercisable December 31, 2014		Weighted- Average Exercise Price
$3.13 - $8.91		2,075,027	4.7 years	$	6.98		1,277,264	$	7.10
$9.50 - $12.84		1,995,071	4.6 years	$	11.93		1,714,021	$	11.84
$12.90 - $25.74		1,886,361	6.3 years	$	17.88		1,062,044	$	19.43

$3.13 - $25.74		5,956,459	5.2 years	$	12.09		4,053,329	$	12.34

Schedule of share-based compensation expense

	2014		2013		2012
Cost of goods sold	$	118	$	—	$	—
Research and development		1,177	$	2,361	$	3,487
Selling, general and administrative		8,128		15,964		12,451
Non-recurring charges		343		14,072		—

Total share-based compensation expense	$	9,766	$	32,397	$	15,938

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):

	2014		2013		2012
Restricted stock units	$	1,334	$	471	$	292
Stock options		8,305		31,610		15,531
Employee stock purchase plan		127		316		115

	$	9,766	$	32,397	$	15,938

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

	2014			2013			2012
Expected life (in years)		4.84			4.88			5.54
Volatility		79.1	%		83.35	%		82.49	%
Risk-free interest rate		1.74	%		1.12	%		1.00	%
Dividend yield		—			—			—

Commitments (Tables)

12 Months Ended

Dec. 31, 2014

Commitments

Schedule of future minimum lease payments under operating leases

Future minimum lease payments under operating leases at December 31, 2014, were as follows (in thousands):

2015	$	2,156
2016		2,164
2017		1,989
2018		1,991
2019		2,040
Thereafter		685

	$	11,025

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2014

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, 2014 and 2013, are as follows (in thousands):

	2014			2013
Deferred tax assets:
Net operating loss carry forwards	$	219,786		$	202,289
Research and development credit carry forwards		16,464			16,659
Stock-based compensation		10,298			15,476
Accruals and other		9,502			18,927
Depreciation		128			218
Deferred revenue		4,146			4,009

		260,324			257,578
Valuation allowance		(260,324	)		(257,578	)

Total	$	—		$	—

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

	2014			2013			2012
Loss before income taxes:
Domestic	$	(83,151	)	$	(174,083	)	$	(138,599	)
International		(125	)		(766	)		(1,107	)

Loss before taxes	$	(83,276	)	$	(174,849	)	$	(139,706	)

Income Tax Disclosures

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

	2014			2013			2012
Tax at U.S. federal statutory rate		(35	)%		(35	)%		(35	)%
Change in valuation allowance		29			35			34
Permanent items		7			2			1
Tax credits		—			(1	)		—
Other		(2	)		(1	)		—

Effective tax rate		(1	)%		0	%		0	%

Schedule of reconciliation of unrecognized tax benefits

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

	2014			2013		2012
Unrecognized tax benefits as of January 1	$	1,662		$	1,215	$	1,215
Gross increase/(decrease) for tax positions of prior years		—			447		—
Gross increase/(decrease) for tax positions of current year		—			—		—
Settlements		(1,662	)		—		—
Lapse of statute of limitations		—			—		—

Unrecognized tax benefits balance at December 31	$	—		$	1,662	$	1,215

Schedule of unrecognized tax benefits recorded on consolidated balance sheets

The remaining balance recorded on the Company's consolidated balance sheets as of December 31, 2014 and 2013, is as follows (in thousands):

	2014			2013
Total unrecognized tax benefits	$	—		$	1,662
Amounts netted against deferred tax assets		(—	)		(1,502	)

Unrecognized tax benefits recorded on consolidated balance sheets	$	—		$	160

Continuing Operations:

Income Tax Disclosures

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

The (benefit)/provision for income taxes consists of the following components for the years ended December 31, 2014, 2013 and 2012 (in thousands):

Continuing Operations:

	2014			2013		2012
Current
Federal	$	—		$	—	$	—
State		(629	)		97		27
Foreign		—			—		—

Total current (benefit)/provision for income taxes	$	(629	)	$	97	$	27


Deferred
Federal	$	—		$	—	$	—
State		—			—		—
Foreign		—			—		—

Total deferred benefit for income taxes	$	—		$	—	$	—


Total (benefit)/provision for income taxes from continuing operations	$	(629	)	$	97	$	27

- Definition

Tabular disclosure of tax positions taken in the tax returns filed or to be filed for which it is more likely than not that the tax position will not be sustained upon examination by taxing authorities (i.e., uncertain tax positions) and other types of income tax contingencies, including: (1) the policy on classification of interest and penalties; (2) a tabular reconciliation of the total amounts of unrecognized tax benefits at the beginning and end of the period; the total amount(s) of: (3) unrecognized tax benefits that, if recognized, would affect the effective tax rate, and (4) interest and penalties recognized in each of the income statement and balance sheet; (5) for positions for which it is reasonably possible that the total amounts unrecognized will significantly change within 12 months of the reporting date the: (i) nature of the uncertainty, (ii) nature of the event that could occur that would cause the change, and (iii) an estimate of the range of the reasonably possible change or a statement that an estimate of the range cannot be made; and (6) a description of tax years that remain subject to examination by major tax jurisdictions.

+ References+ Details

Segment Information and Concentration of Customers and Suppliers (Tables)

12 Months Ended

Dec. 31, 2014

Segment Information and Concentration of Customers and Suppliers

Schedule of geographic information with respect to revenues

Product revenue by geographic region is as follows for the years ended December 31 (in thousands):

	2014							2013
	U.S.		ROW			Total		U.S.		ROW			Total
Qsymia—Net product revenue	$	45,277	$	—		$	45,277	$	23,718	$	—		$	23,718
STENDRA/SPEDRA—License and milestone revenue		15,406		23,208			38,614		30,393		25,445			55,838
STENDRA/SPEDRA—Supply revenue		9,059		17,460			26,519		1,080		446			1,526
STENDRA/SPEDRA—Royalty revenue		2,176		1,595			3,771		—		—			—

Total revenue	$	71,918	$	42,263	(1)	$	114,181	$	55,191	$	25,891	(2)	$	81,082

	2012
	U.S.		ROW		Total
Qsymia—Net product revenue	$	2,012	$	—	$	2,012
STENDRA/SPEDRA—License and milestone revenue		—		—		—
STENDRA/SPEDRA—Supply revenue		—		—		—
STENDRA/SPEDRA—Royalty revenue		—		—		—

Total revenue	$	2,012	$	—	$	2,012

(1)	$37.2 million of which is attributable to Germany.
(2)	$21.0 million of which is attributable to Germany.

Total revenues | Customer concentration

Concentration of Customers

Schedule of significant customers concentration

	2014			2013			2012
Auxilium		23	%		39	%		—	%
Menarini		32	%		26	%		—	%
Amerisource Bergen		14	%		—	%		—	%
McKesson		13	%		2	%		—	%
Cardinal Health, Inc.		11	%		4	%		—	%
Express Scripts, Inc.		1	%		3	%		10	%
CVS		—	%		9	%		50	%
Walgreens		—	%		6	%		39	%

Gross accounts receivable | Credit concentration

Concentration of Customers

Schedule of significant customers concentration

	2014			2013
Menarini		25	%		41	%
Cardinal Health, Inc.		20	%		12	%
Amerisource Bergen		19	%		26	%
McKesson		18	%		13	%
Auxilium		16	%		3	%

- Definition

Tabular disclosure of the nature of a concentration, a benchmark to which it is compared, and the percentage that the risk is to the benchmark.

+ References+ Details

Selected Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2014

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
2014
Total revenue	$	36,691		$	21,881		$	33,877		$	21,732
Total gross profit		27,158			14,866			26,609			12,161
Operating expenses		44,619			39,367			41,789			39,117
Net loss		(15,550	)		(25,825	)		(15,825	)		(25,447	)
Basic and Diluted net (loss) per share	$	(0.15	)	$	(0.25	)	$	(0.15	)	$	(0.25	)
2013
Total revenue	$	4,112		$	5,534		$	27,379		$	44,057
Total gross profit (loss)		(2,055	)		514			26,638			40,892
Operating expenses		57,909			56,979			68,056			52,752
Net loss from continuing operations		(53,768	)		(55,635	)		(48,379	)		(17,164	)
Net loss		(53,576	)		(55,512	)		(48,204	)		(17,164	)
Basic and Diluted net (loss) per share	$	(0.53	)	$	(0.55	)	$	(0.48	)	$	(0.17	)

Business and Significant Accounting Policies (Details) (USD $) In Thousands, unless otherwise specified	0 Months Ended	12 Months Ended								0 Months Ended
	Jul. 01, 2013 item	Dec. 31, 2014 segment item	Dec. 31, 2013	Dec. 31, 2014 STENDRA/SPEDRA	Dec. 31, 2013 STENDRA/SPEDRA	Dec. 31, 2014 License and commercialization agreement Future	Dec. 31, 2014 License and commercialization agreement Menarini Group agreement	Dec. 31, 2014 License and commercialization agreement SPEDRA Menarini Group	Dec. 31, 2013 License and commercialization agreement SPEDRA Menarini Group	Jul. 05, 2013 License and commercialization agreement SPEDRA Menarini Group Minimum item	Dec. 11, 2013 License and commercialization agreement STENDRA/SPEDRA item
Business
Number of approved FDA therapies, Qsymia and STENDRA		2
BMI of patients to discuss safety and efficacy of Qnexa, one		30
BMI of patients to discuss safety and efficacy of Qnexa, two		27
Minimum number of weight-related comorbidity considered to discuss safety and efficacy of Qnexa		1
Number of previously approved drugs from which low doses of active ingredients incorporated		2
Number of main mechanisms that impact eating behavior		2
Number of certified retail pharmacies nationwide in which Qsymia is available	8,000	42,000
Number of reportable segments		1
License, Commercialization, and Development Agreements with Third Parties
Number of European countries covered under the license agreement										40
Number of countries worldwide in which product is expected to be commercialized under the license and commercialization agreement											100
Accumulated deficit		$ (743,249)	$ (660,602)
Number of license agreements							3
License and Services Revenue		$ 38,614	$ 55,838	$ 38,614	$ 55,838	$ 461,000	$ 105,900	$ 38,600	$ 55,800

Business and Significant Accounting Policies (Details 2) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Accounts Receivable, Allowances for Doubtful Accounts and Cash Discounts
Cash discount (as a percent)	2.00%
Accounts receivable and allowance for doubtful accounts	$ 0	$ 0
Available-for-Sale Securities
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
Doubtful Account
Accounts Receivable, Allowances for Doubtful Accounts and Cash Discounts
Accounts receivable and allowance for doubtful accounts	0
Reserve for cash discount
Accounts Receivable, Allowances for Doubtful Accounts and Cash Discounts
Allowance for cash discounts	$ 150,000	$ 134,000

Business and Significant Accounting Policies (Details 3) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Inventories
Total charge for inventories on hand in excess of demand, plus a purchase commitment fee	$ 2,170,000	$ 10,225,000
Advertising Expenses
Advertising and sales promotion expenses incurred	$ 10,100,000	$ 26,100,000
Computers and software \| Minimum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures	2 years
Computers and software \| Maximum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures	7 years
Furniture and fixtures \| Minimum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures	2 years
Furniture and fixtures \| Maximum
Property and equipment
Estimated useful lives for computers, software, furniture and fixtures	7 years

Business and Significant Accounting Policies (Details 4) (USD $) In Thousands, except Per Share data, unless otherwise specified			12 Months Ended	1 Months Ended		1 Months Ended		12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014 Minimum	Sep. 30, 2012 Qsymia	Dec. 31, 2014 Qsymia	Sep. 30, 2012 Qsymia Minimum	Sep. 30, 2012 Qsymia Maximum	Dec. 31, 2014 License and commercialization agreement STENDRA/SPEDRA Auxilium Pharmaceuticals, Inc.
License, Commercialization, and Development Agreements with Third Parties
Product shelf life period				36 months		3 months	12 months	48 months
Current deferred revenue	$ 19,445	$ 17,255			$ 16,400			$ 1,500
Market price of capped call transactions in relation to the convertible notes (in dollars per share)			$ 20

Business and Significant Accounting Policies (Details 5) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended				12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Business and Significant Accounting Policies
Net loss	$ (17,164)	$ (48,204)	$ (55,512)	$ (53,576)	$ (82,647)	$ (174,456)	$ (139,881)
Net loss per share-basic and diluted (in dollars per share)					$ (0.80)	$ (1.72)	$ (1.42)
Shares used in the computation of net loss per share-basic and diluted					103,456,000	101,174,000	98,289,000
Continuing Operations:
Anti-dilutive Securities
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount					8,096,000	7,027,000	4,172,000

- Definition

Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.

+ References+ Details

- Definition

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

+ References+ Details

Cash, Cash Equivalents and Available-For-Sale Securities (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Cash and cash equivalents and available-for-sale securities, Amortized Cost
Available-for-sale securities including cash and cash equivalents, Amortized Cost	$ 299,599	$ 343,221
Less amounts classified as cash equivalents, Amortized Cost	(83,174)	(103,262)	(58,605)	(39,554)
Available-for-sale securities, Amortized Cost	216,425	239,959
Available-for-sale securities, Gross Unrealized Gains	35	69
Available-for-sale securities, Gross Unrealized Losses	(63)	(4)
Available-for-sale Securities, Debt Securities, Total	299,571	343,286
Cash and cash equivalents and available-for-sale securities, Estimated Fair Value
Available-for-sale securities including cash and cash equivalents, Estimated Fair Value	299,571	343,286
Less amounts classified as cash equivalents, Estimated Fair Value	(83,174)	(103,262)
Available-for-sale securities, Estimated Fair Value	216,397	240,024
Maximum original contractual maturities of available for sale securities	24 months
U.S. Treasury securities
Cash and cash equivalents and available-for-sale securities, Amortized Cost
Available-for-sale securities, Amortized Cost	216,425	239,959
Available-for-sale securities, Gross Unrealized Gains	35	69
Available-for-sale securities, Gross Unrealized Losses	(63)	(4)
Available-for-sale Securities, Debt Securities, Total	216,397	240,024
Cash and cash equivalents and available-for-sale securities, Estimated Fair Value
Available-for-sale securities including cash and cash equivalents, Estimated Fair Value	216,397	240,024
Cash and money market funds
Cash and cash equivalents and available-for-sale securities, Amortized Cost
Available-for-sale securities including cash and cash equivalents, Amortized Cost	83,174	103,262
Available-for-sale Securities, Debt Securities, Total	83,174	103,262
Cash and cash equivalents and available-for-sale securities, Estimated Fair Value
Available-for-sale securities including cash and cash equivalents, Estimated Fair Value	$ 83,174	$ 103,262

Cash, Cash Equivalents and Available-For-Sale Securities (Details 2) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2013	Dec. 31, 2012
Level 2
Fair value measurements
Assets where Level 2 or Level 3 valuation techniques were used	$ 0	$ 0
Liabilities where Level 2 or Level 3 valuation techniques were used	0	0
Level 3
Fair value measurements
Assets where Level 2 or Level 3 valuation techniques were used	0	0
Liabilities where Level 2 or Level 3 valuation techniques were used	$ 0	$ 0

Accounts Receivable (Details) (USD $)	12 Months Ended
Accounts Receivable (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Accounts Receivable, Gross	$ 11,745,000	$ 12,348,000
Accounts Receivable, Net, Total	11,595,000	12,214,000
Accounts receivable and allowance for doubtful accounts	0	0
Qsymia
Accounts Receivable, Gross	6,874,000	6,777,000
Qsymia allowance for cash discounts	(150,000)	(134,000)
STENDRA/SPEDRA
Accounts Receivable, Gross	$ 4,871,000	$ 5,571,000

Inventories (Details) (USD $)	12 Months Ended
Inventories (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013
Inventory balances
Raw materials	$ 29,765,000	$ 28,545,000
Work in process	889,000	12,000
Finished goods	1,544,000	14,793,000
Deferred costs	2,249,000	5,153,000
Inventories, net	34,447,000	48,503,000
Total charge for inventories on hand in excess of demand, plus a purchase commitment fee	2,170,000	10,225,000
Inventory write-downs	2,200,000
Qsymia
Inventory balances
Total charge for inventories on hand in excess of demand, plus a purchase commitment fee		$ 10,200,000

- Definition

Amount of valuation reserve for inventory.

+ References+ Details

- Definition

Carrying amount, net of reserves and adjustments, as of the balance sheet date of merchandise or goods which are partially completed. This inventory is generally comprised of raw materials, labor and factory overhead costs, which require further materials, labor and overhead to be converted into finished goods, and which generally require the use of estimates to determine percentage complete and pricing.

+ References+ Details

Prepaid Expenses and Other Assets (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
PREPAID EXPENSES AND OTHER ASSETS
Prepaid sales and marketing expenses	$ 4,123	$ 5,187
Prepaid insurance	1,612	3,617
Debt issuance costs	1,246	1,247
Withholding tax receivable		5,560
Other prepaid expenses and assets	5,843	4,327
Total	$ 12,824	$ 19,938

- Definition

Amount of asset related to consideration paid in advance for insurance that provides economic benefits within a future period of one year or the normal operating cycle, if longer.

+ References+ Details

- Definition

Amount of asset related to consideration paid in advance for income and other taxes that provide economic benefits within a future period of one year or the normal operating cycle, if longer.

+ References+ Details

Property and Equipment (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
Property and Equipment
Property and equipment, gross	$ 4,430	$ 4,208
Accumulated depreciation	(3,084)	(2,254)
Property and equipment, net	1,346	1,954
Computers and software
Property and Equipment
Property and equipment, gross	2,404	2,301
Furniture and fixtures
Property and Equipment
Property and equipment, gross	937	936
Manufacturing equipment
Property and Equipment
Property and equipment, gross	213	213
Leasehold improvements
Property and Equipment
Property and equipment, gross	$ 876	$ 758

Non-Current Assets (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
NON-CURRENT ASSETS
Debt issuance costs	$ 3,375	$ 4,620
Other non-current assets	3,780	1,281
Total	$ 7,155	$ 5,901

Accrued and Other Liabilities (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
ACCRUED AND OTHER LIABILITIES
Accrued employee compensation and benefits	$ 4,230	$ 3,408
Accrued non-recurring charges (see Note 10)	3,284	4,577
Accrued interest on debt (see Note 13)	2,921	5,541
Accrued manufacturing costs	400	4,071
Other accrued liabilities	6,202	6,396
Total	$ 17,037	$ 23,993

- Definition

Carrying value as of the balance sheet date of [accrued] interest payable on all forms of debt, including trade payables, that has been incurred and is unpaid. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).

+ References+ Details

- Definition

Carrying value as of the balance sheet date of obligations incurred through that date and payable arising from transactions not otherwise specified in the taxonomy. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).

+ References+ Details

Non-Current Accrued and Other Liabilities (Details) (USD $) In Millions, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
Restructuring charges
Non-current accrued and other liabilities	$ 0.5
Non-current accrued and other liabilities
Restructuring charges
Non-current accrued and other liabilities	$ 0.8	$ 3.0

Inventory Impairment and Other Non-Recurring Charges (Details) (USD $)	1 Months Ended	12 Months Ended			0 Months Ended					0 Months Ended							0 Months Ended	12 Months Ended					1 Months Ended	12 Months Ended								0 Months Ended
	Nov. 30, 2006	Dec. 31, 2014	Dec. 31, 2013 item	Dec. 31, 2012	May 01, 2014 Evelyn lease	Dec. 11, 2012 Evelyn lease	Dec. 31, 2014 Evelyn lease	May 01, 2014 Evelyn lease sqft	Dec. 11, 2012 Evelyn lease sqft	May 01, 2014 Evelyn lease Minimum	Dec. 11, 2012 Evelyn lease Minimum	May 01, 2014 Evelyn lease Maximum	Dec. 11, 2012 Evelyn lease Maximum	Sep. 01, 2014 Castro Lease	Dec. 31, 2014 Castro Lease	Sep. 01, 2014 Castro Lease sqft	Sep. 30, 2014 Non-current assets	Dec. 31, 2014 Non-current assets	Dec. 31, 2013 Non-current assets	Dec. 31, 2014 Non-recurring charges	Dec. 31, 2013 Non-recurring charges	Dec. 31, 2014 Cost of goods sold	Sep. 30, 2014 Patents	Dec. 31, 2013 Proxy contest costs	Dec. 31, 2014 Employee severance costs	Dec. 31, 2013 Employee severance costs	Dec. 31, 2014 Facilities-related costs	Dec. 31, 2013 Facilities-related costs	Dec. 31, 2014 Nonrecurring transaction	Dec. 31, 2013 Nonrecurring transaction	Dec. 31, 2014 Nonrecurring transaction Patents	Jul. 18, 2013 Nonrecurring transaction Proxy Related Lawsuits
Inventory impairment and other non-recurring charges
Inventory impairment (see Note 4)		$ 2,170,000	$ 10,225,000																										$ 2,200,000	$ 10,200,000
Patent settlement		1,949,000
Share-based compensation		9,766,000	32,397,000	15,938,000														300,000	14,100,000	343,000	14,072,000	118,000
Share-based compensation (see Note 15)		343,000	14,072,000
Proxy contest expenses			8,863,000
Employee severance and related costs		1,711,000	8,546,000
Operating lease termination costs			1,210,000
Total inventory impairment and other non-recurring expense		6,173,000	42,916,000																												1,900,000
Payments for acquisition																							5,000,000
Total non-recurring expense		6,173,000	42,916,000																												1,900,000
Amount recorded in the cost of goods sold																						300,000
Remaining balance not yet recognized																	3,100,000
Cost recognized																		2,800,000
Estimated amortization period		5 years 3 months
Reimbursement of expenses incurred in connection with proxy solicitation																																2,900,000
Number of employees reduced			20
Number of employees reduced (as a percent)			17.00%
Activity for the Company's cost reduction plan obligations
Balance of accrued costs at the end of the period		7,531,000																							6,509,000		1,022,000
Charges		1,711,000	18,619,000																					8,863,000	1,711,000	8,546,000		1,210,000
Payments		(5,390,000)	(11,088,000)																					(8,863,000)	(4,940,000)	(2,037,000)	(450,000)	(188,000)
Balance of accrued costs at the end of the period		3,852,000	7,531,000																						3,280,000	6,509,000	572,000	1,022,000
Area of property (in square feet)								14,105	45,240							4,914
Period of lease	30 months				36 months									31 months
Annual rental rate (in dollars per square foot)					42	31.20								53
Abatement period of monthly installments of rent										1 month	7 months	4 months	12 months
Future minimum lease receivable under operating leases
2015							601,000								268,000
2016							626,000								274,000
2017							212,000								69,000
Additional disclosures
Accrued severance and facilities-related costs, Current		3,284,000	4,577,000
Accrued severance and facilities-related costs, Non-current		500,000
Restructuring accrual anticipated to be paid out
2015		3,284,000
2016		200,000
2017		341,000
2018		11,000
Thereafter		16,000
Total		$ 3,852,000	$ 7,531,000																						$ 3,280,000	$ 6,509,000	$ 572,000	$ 1,022,000

Deferred Revenue (Details) (USD $) In Thousands, unless otherwise specified					12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014 Qsymia	Dec. 31, 2014 Upfront payments Qsymia	Dec. 31, 2014 Royalties STENDRA/SPEDRA item	Dec. 31, 2014 Royalties STENDRA/SPEDRA Menarini Group	Dec. 31, 2014 License and commercialization agreement STENDRA/SPEDRA Auxilium Pharmaceuticals, Inc.
DEFERRED REVENUE
Current deferred revenue	$ 19,445	$ 17,255	$ 16,400	$ 16,400	$ 1,500	$ 3,000	$ 1,500
Non-Current deferred revenue	$ 8,876	$ 10,360				$ 8,900
Number of partners with unrequired specifications					1

License, Commercialization and Supply Agreements (Details) (USD $) In Thousands, unless otherwise specified	12 Months Ended							0 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014 STENDRA/SPEDRA	Dec. 31, 2013 STENDRA/SPEDRA	Dec. 31, 2014 License and commercialization agreement Menarini Group	Dec. 31, 2014 License and commercialization agreement SPEDRA Menarini Group	Dec. 31, 2013 License and commercialization agreement SPEDRA Menarini Group	Jul. 05, 2013 License and commercialization agreement SPEDRA Menarini Group Minimum item	Dec. 31, 2014 License and commercialization agreement STENDRA/SPEDRA Menarini Group	Dec. 31, 2013 License and commercialization agreement STENDRA/SPEDRA Menarini Group
License, Commercialization, and Development Agreements with Third Parties
Number of European countries covered under the license agreement								40
Deferred revenue	$ 19,445	$ 17,255
License and milestone revenue	38,614	55,838	38,614	55,838	105,900	38,600	55,800
Supply revenue	26,519	1,526	26,519	1,526					26,500	1,500
Royalty revenue	$ 3,771		$ 3,771		$ 3,800

Long Term Debt (Details) (USD $)	12 Months Ended		12 Months Ended	0 Months Ended	12 Months Ended				12 Months Ended		0 Months Ended
Long Term Debt (Details) (USD $)	Dec. 31, 2013	Dec. 31, 2014	Dec. 31, 2014 Minimum	May 29, 2013 Convertible Senior Notes Due 2020	Dec. 31, 2014 Convertible Senior Notes Due 2020	Dec. 31, 2013 Convertible Senior Notes Due 2020	May 29, 2013 Convertible Senior Notes Due 2020	May 21, 2013 Convertible Senior Notes Due 2020	Dec. 31, 2014 Senior Secured Notes Due 2018	Dec. 31, 2013 Senior Secured Notes Due 2018	Apr. 09, 2013 Senior Secured Notes Due 2018 Purchase of a debt-like instrument from BioPharma Initial closing	Mar. 25, 2013 Senior Secured Notes Due 2018 Purchase of a debt-like instrument from BioPharma Secondary closing
Long-term debt
Amount of offering							$ 30,000,000
Offering amount								220,000,000
Interest rate (as a percent)								4.50%
Net proceeds from offering	290,247,000			241,800,000
Initial fair value of the liability component		204,737,000			154,737,000
Total interest expense recognized					25,000,000	14,300,000			7,500,000	5,200,000
Amortization of debt discount					14,700,000	8,200,000
Amortization of deferred financing costs					784,000	444,000			468,000	329,000
Cap price of capped call transactions (in dollars per share)			$ 20
Amount received											50,000,000
Amount received in funding and facility payments											500,000
Additional discretionary amount receivable												60,000,000
Additional discretionary amount receivable in funding and facility payments												$ 600,000

Long Term Debt (Details 2) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
Long-term debt
Fair value of the liability component	$ 204,737
Accumulated accretion of discount	(23,046)
Net carrying value	227,783
Short term portion of long term debt	10,459
Long-term debt, net of current portion	217,324	213,106
Convertible Senior Notes Due 2020
Long-term debt
Fair value of the liability component	154,737
Accumulated accretion of discount	(23,046)
Net carrying value	177,783
Senior Secured Notes Due 2018
Long-term debt
Net carrying value	$ 50,000

- Definition

Carrying amount of long-term debt, net of unamortized discount or premium, including current and noncurrent amounts. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.

+ References+ Details

Stockholders' Equity (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	0 Months Ended	12 Months Ended
	Mar. 26, 2007 item	Dec. 31, 2014 item	Dec. 31, 2013
Capital stock
Common stock, shares authorized		200,000	200,000
Common stock, shares issued		103,729	103,161
Common stock, shares outstanding		103,729	103,161
Common stock, par value (in dollars per share)		$ 0.001	$ 0.001
Preferred stock, shares authorized		5,000	5,000
Preferred stock, par value (in dollars per share)		$ 1.00	$ 1.00
Number of rights per common stock share issued as dividend	1
Exercise price of preferred stock for each right (in dollars per share)		$ 26.00
Minimum percentage of common stock to be acquired for rights to become exercisable		15.00%
Redemption price per right (in dollars per right)		0.001
Multiplier of the exercise price that the right holder has right to receive in value of acquiring company's common stock		2
Preferred stock, shares issued		0	0
Preferred stock, shares outstanding		0	0

Stock Option and Purchase Plans (Details) (USD $)	12 Months Ended							1 Months Ended	12 Months Ended
Stock Option and Purchase Plans (Details) (USD $)	Dec. 31, 2014 Stock options	Dec. 31, 2013 Stock options	Dec. 31, 2012 Stock options	Dec. 31, 2014 Restricted stock units	Dec. 31, 2013 Restricted stock units	Dec. 31, 2012 Restricted stock units	Mar. 29, 2010 Stock option plan, 2001	Sep. 30, 2014 Equity incentive plan, 2010	Dec. 31, 2014 Equity incentive plan, 2010	Jun. 25, 2010 Equity incentive plan, 2010
Stock Option and Purchase Plans
Shares reserved and unissued	10,009,405						32,000
Expiration period of awards granted	10 years
Vesting period									4 years
Increase in the number of authorized shares								5,950,000
Number of shares authorized								14,350,000		8,400,000
Number of shares reserved but not issued pursuant to awards under 2001 Stock Option Plan										99,975
Number of shares reserved but not issued pursuant to options outstanding under 2001 Stock Option Plan										8,111,273
Number of Restricted Stock Units
Restricted stock units outstanding at the beginning of the period (in shares)					35,000
Granted (in shares)				521,900	144,500	35,000
Vested (in shares)				(70,500)	(33,296)
Forfeited (in shares)				(117,900)	(146,204)
Restricted stock units outstanding at the end of the period (in shares)				333,500		35,000
Weighted Average Grant Date Fair Value
Restricted stock units outstanding at the beginning of the period (in dollars per shares)					$ 24.88
Granted (in dollars per share)				$ 8.20	$ 12.63	$ 24.88
Vested (in dollars per share)				$ (8.37)	$ (14.15)
Forfeited (in dollars per share)				$ (8.17)	$ (13.83)
Restricted stock units outstanding at the end of the period (in dollars per shares)				$ 8.17		$ 24.88
Number of Shares
Balance at beginning of year (in shares)	8,906,451	8,510,917	8,575,434
Granted (in shares)	935,800	4,166,292	2,850,118
Exercised (in shares)	(374,530)	(2,375,688)	(2,648,882)
Cancelled (in shares)	(3,511,262)	(1,395,070)	(265,753)
Balance at end of year (in shares)	5,956,459	8,906,451	8,510,917
Exercisable at end of year (in shares)	4,053,329	6,616,555	4,781,301
Weighted-Average Exercise Price
Balance at beginning of year (in dollars per share)	$ 12.06	$ 10.33	$ 6.17
Granted (in dollars per share)	$ 6.89	$ 12.86	$ 17.80
Exercised (in dollars per share)	$ 4.48	$ 5.79	$ 5.00
Cancelled (in dollars per share)	$ 11.45	$ 14.54	$ 9.28
Balance at end of year (in dollars per share)	$ 12.09	$ 12.06	$ 10.33
Exercisable at end of year (in dollars per share)	$ 12.34	$ 11.00	$ 6.32
Weighted average grant-date fair value of options granted during the year (in dollars per share)	$ 4.34	$ 8.32	$ 11.91

Stock Option and Purchase Plans (Details 2) (USD $)	12 Months Ended
Stock Option and Purchase Plans (Details 2) (USD $)	Dec. 31, 2014
Range of Exercise Prices $3.13 - $8.91
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	$ 3.13
Exercise price, high end of the range (in dollars per share)	$ 8.91
Options Outstanding
Number Outstanding at end of the period (in shares)	2,075,027
Weighted-Average Remaining Contractual Life	4 years 8 months 12 days
Weighted-Average Exercise Price (in dollars per share)	$ 6.98
Options Exercisable
Number Exercisable at the end of the period (in shares)	1,277,264
Weighted Average Exercise Price (in dollars per share)	$ 7.10
Range of Exercise Prices $9.50 - $12.84
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	$ 9.50
Exercise price, high end of the range (in dollars per share)	$ 12.84
Options Outstanding
Number Outstanding at end of the period (in shares)	1,995,071
Weighted-Average Remaining Contractual Life	4 years 7 months 6 days
Weighted-Average Exercise Price (in dollars per share)	$ 11.93
Options Exercisable
Number Exercisable at the end of the period (in shares)	1,714,021
Weighted Average Exercise Price (in dollars per share)	$ 11.84
Range of Exercise Prices $12.90 - $25.74
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	$ 12.90
Exercise price, high end of the range (in dollars per share)	$ 25.74
Options Outstanding
Number Outstanding at end of the period (in shares)	1,886,361
Weighted-Average Remaining Contractual Life	6 years 3 months 18 days
Weighted-Average Exercise Price (in dollars per share)	$ 17.88
Options Exercisable
Number Exercisable at the end of the period (in shares)	1,062,044
Weighted Average Exercise Price (in dollars per share)	$ 19.43
Range of Exercise Prices $3.13 - $25.74
Summary of Stock Options
Exercise price, low end of the range (in dollars per share)	$ 3.13
Exercise price, high end of the range (in dollars per share)	$ 25.74
Options Outstanding
Number Outstanding at end of the period (in shares)	5,956,459
Weighted-Average Remaining Contractual Life	5 years 2 months 12 days
Weighted-Average Exercise Price (in dollars per share)	$ 12.09
Options Exercisable
Number Exercisable at the end of the period (in shares)	4,053,329
Weighted Average Exercise Price (in dollars per share)	$ 12.34

Stock Option and Purchase Plans (Details 3) (USD $)	0 Months Ended		12 Months Ended
Stock Option and Purchase Plans (Details 3) (USD $)	Jun. 17, 2011	Jun. 04, 2003	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2004	Jun. 17, 2011	Jun. 04, 2003
Stock Option and Purchase Plans
Aggregate intrinsic value of outstanding options			$ 0
Stock options
Stock Option and Purchase Plans
Shares available for grant			10,009,405
Shares granted			935,800	4,166,292	2,850,118
1994 Employee Stock Purchase Plan
Stock Option and Purchase Plans
Shares available for grant			385,173
Shares reserved for issuance to employees						800,000	2,000,000	1,400,000
Maximum percentage of base compensation that can be contributed by the eligible employee						10.00%
Percentage of purchase price of common stock at fair market value						85.00%
Additional term		10 years
Increase in the number of authorized shares	600,000	600,000
Plan term that was removed in an amendment to the plan	20 years
Cumulative number of shares issued under the plan			1,614,827
Weighted average fair value of share issued (in dollars per share)			$ 1.05	$ 3.53	$ 3.72

Stock Option and Purchase Plans (Details 4) (USD $)	12 Months Ended				3 Months Ended	12 Months Ended
Stock Option and Purchase Plans (Details 4) (USD $)	Dec. 31, 2014	Dec. 31, 2013 item	Dec. 31, 2012	Dec. 31, 2014 Proxy contest costs	Dec. 31, 2013 Employee severance costs	Dec. 31, 2014 Restricted stock units	Dec. 31, 2013 Restricted stock units	Dec. 31, 2012 Restricted stock units	Dec. 31, 2014 Stock options	Dec. 31, 2013 Stock options	Dec. 31, 2012 Stock options	Dec. 31, 2014 1994 Employee Stock Purchase Plan	Dec. 31, 2013 1994 Employee Stock Purchase Plan	Dec. 31, 2012 1994 Employee Stock Purchase Plan	Dec. 31, 2014 1994 Employee Stock Purchase Plan Maximum	Dec. 31, 2014 Cost of goods sold	Dec. 31, 2014 Research and development	Dec. 31, 2013 Research and development	Dec. 31, 2012 Research and development	Dec. 31, 2014 Selling, general and administrative	Dec. 31, 2013 Selling, general and administrative	Dec. 31, 2012 Selling, general and administrative	Dec. 31, 2014 Non-recurring charges	Dec. 31, 2013 Non-recurring charges	Dec. 31, 2013 Inventory	Dec. 31, 2012 Inventory
Share-Based Compensation Expense
Share-based compensation	$ 9,766,000	$ 32,397,000	$ 15,938,000													$ 118,000	$ 1,177,000	$ 2,361,000	$ 3,487,000	$ 8,128,000	$ 15,964,000	$ 12,451,000	$ 343,000	$ 14,072,000
Share-based compensation expense, net of taxes	9,766,000	32,397,000	15,938,000			1,334,000	471,000	292,000	8,305,000	31,610,000	15,531,000	127,000	316,000	115,000
Number of employees reduced		20
Number of employees reduced (as a percent)		17.00%
Additional share-based compensation expense related to the automatic acceleration of vesting of unvested stock options held by the terminated employees					1,200,000
Total share-based compensation cost capitalized as part of cost of inventory	0			12,900,000																					480,000	196,000
Net share-based compensation expense, per common share:
Unrecognized estimated compensation expense									$ 6,900,000			$ 43,000
Weighted average remaining requisite service period									5 years 3 months 18 days						6 months
Weighted average assumptions for fair value of each option using the Black-Scholes option pricing model
Expected life									4 years 10 months 2 days	4 years 10 months 17 days	5 years 6 months 15 days
Volatility (as a percent)									79.10%	83.35%	82.49%
Risk-free interest rate (as a percent)									1.74%	1.12%	1.00%
Dividend yield (as a percent)									0.00%	0.00%	0.00%

Commitments (Details) (USD $)	0 Months Ended	1 Months Ended	12 Months Ended					0 Months Ended		0 Months Ended					0 Months Ended
Commitments (Details) (USD $)	Feb. 14, 2012 item	Nov. 30, 2006	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2014 Facilities-related costs	Dec. 31, 2013 Facilities-related costs	Feb. 14, 2012 Expansion premises space for corporate headquarters	Feb. 14, 2012 Expansion premises space for corporate headquarters sqft	May 01, 2014 Evelyn lease	Dec. 11, 2012 Evelyn lease item sqft	Dec. 31, 2014 Evelyn lease	May 01, 2014 Evelyn lease sqft	Dec. 11, 2012 Evelyn lease sqft	May 01, 2014 Evelyn lease Minimum	Dec. 11, 2012 Evelyn lease Minimum	May 01, 2014 Evelyn lease Maximum	Dec. 11, 2012 Evelyn lease Maximum	Sep. 01, 2014 Castro Lease	Dec. 31, 2014 Castro Lease	Sep. 01, 2014 Castro Lease sqft
Lease Commitments
Period of lease		30 months						60 months		36 months									31 months
Number of amendments	4
Base monthly rent (in dollars per square foot)								2.75
Base monthly rent								$ 13,513
Area of property (in square feet)									4,914				14,105	45,240							4,914
Extended period of lease								1 year
Lease initial term											84 months
Annual rental rate (in dollars per square foot)										42	31.20								53
Abatement period of monthly installments of rent															1 month	7 months	4 months	12 months
Number of options available for lease renewal											1
Operating lease, renewal term											3 years
Number of rights to accelerate termination date											1
Operating leases accelerated termination period											60 months
Number of monthly installments of rent and proportionate share of expenses and taxes payable to landlord on exercising acceleration termination date											6
Lease year till which rent and proportionate share of expenses and taxes payable to landlord											5
Cost of initial alterations rent (in dollars per square foot)											7.00
Restructuring accruals			3,852,000	7,531,000		572,000	1,022,000
Future minimum lease receivable under operating leases
2015												601,000								268,000
2016												626,000								274,000
2017												212,000								69,000
Future minimum lease payments under operating leases
2015			2,156,000
2016			2,164,000
2017			1,989,000
2018			1,991,000
2019			2,040,000
Thereafter			685,000
Total			11,025,000			3,600,000
Rent expenses under operating lease
Rent expense			$ 1,600,000	$ 2,900,000	$ 900,000

Income Taxes (Details) (USD $) In Thousands, unless otherwise specified	Dec. 31, 2014	Dec. 31, 2013
Deferred tax assets:
Net operating loss carry forwards	$ 219,786	$ 202,289
Research and development credit carry forwards	16,464	16,659
Stock-based compensation	10,298	15,476
Accruals and other	9,502	18,927
Depreciation	128	218
Deferred revenue	4,146	4,009
Deferred tax assets, gross	260,324	257,578
Valuation allowance	(260,324)	(257,578)
Total	$ 0	$ 0

Income Taxes (Details 2) (USD $) In Millions, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013
Operating loss carryforwards
Net increase in valuation allowance	$ 2.7	$ 74.0
Deferred tax liabilities	0
Unrecognized deferred tax benefits related to stock option exercises, accounted for as a credit to additional paid-in capital realized through a reduction in income taxes payable	17.9
Minimum
Operating loss carryforwards
Change in ownership percentage	50.00%
Federal income tax
Operating loss carryforwards
Net operating loss carryforwards to reduce future taxable income	622.4
State income tax
Operating loss carryforwards
Net operating loss carryforwards to reduce future taxable income	$ 284.4

Income Taxes (Details 3) (USD $) In Thousands, unless otherwise specified	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Loss before income taxes:
Domestic	$ (83,151)	$ (174,083)	$ (138,599)
International	(125)	(766)	(1,107)
Loss from continuing operations before income taxes	(83,276)	(174,849)	(139,706)
Current
Federal	0	0	0
State	(629)	97	27
Foreign	0	0	0
Total current (benefit)/provision for income taxes	(629)	97	27
Total (benefit)/provision for income taxes from continuing operations	(629)	97	27
Deferred
Foreign	0	0	0
State	0	0	0
Federal	0	0	0
Total deferred benefit for income taxes	$ 0	$ 0	$ 0

Income Taxes (Details 4) (USD $)	12 Months Ended
Income Taxes (Details 4) (USD $)	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Reconciliation between the U.S. federal statutory tax rate and effective tax rate from continuing operations
Tax at U.S. federal statutory rate (as a percent)	(35.00%)	(35.00%)	(35.00%)
Change in valuation allowance (as a percent)	29.00%	35.00%	34.00%
Permanent items (as a percent)	7.00%	2.00%	1.00%
Tax credits (as a percent)		(1.00%)
Other	(2.00%)	(1.00%)
Effective tax rate (as a percent)	(1.00%)	0.00%	0.00%
Reduction of tax reserve	$ 1,200,000
Amount of decrease in unrecognized tax benefits.	462,000
Reconciliation of beginning and ending amount of unrecognized tax benefits
Unrecognized tax benefits at the beginning of period	1,662,000	1,215,000	1,215,000
Gross increase/(decrease) for tax positions of prior years		447,000
Settlements	(1,662,000)
Unrecognized tax benefits balance as the ending of period		1,662,000	1,215,000
Unrecognized tax benefits recorded on consolidated balance sheets
Total unrecognized tax benefits		1,662,000	1,215,000
Amounts netted against deferred tax assets		(1,502,000)
Unrecognized tax benefits recorded on consolidated balance sheets	0	160,000
Portion of unrecognized tax benefits that, would affect the effective tax rate, if recognized	$ 208,000

Segment Information and Concentration of Customers and Suppliers (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2014 item	Dec. 31, 2013	Dec. 31, 2012
Segment Information and Concentration of Customers and Suppliers
Number of Operating Segments									1
Geographic Information
Net product revenue									$ 45,277	$ 23,718	$ 2,012
License and milestone revenue									38,614	55,838
Supply revenue									26,519	1,526
Royalty revenue									3,771
Total revenue	21,732	33,877	21,881	36,691	44,057	27,379	5,534	4,112	114,181	81,082	2,012
U.S.
Geographic Information
Total revenue									71,918	55,191	2,012
ROW
Geographic Information
Total revenue									42,263	25,891
Qsymia
Geographic Information
Net product revenue									45,277	23,718	2,012
Qsymia \| U.S.
Geographic Information
Net product revenue									45,277	23,718	2,012
STENDRA/SPEDRA
Geographic Information
License and milestone revenue									38,614	55,838
Supply revenue									26,519	1,526
Royalty revenue									3,771
STENDRA/SPEDRA \| U.S.
Geographic Information
License and milestone revenue									15,406	30,393
Supply revenue									9,059	1,080
Royalty revenue									2,176
STENDRA/SPEDRA \| ROW
Geographic Information
License and milestone revenue									23,208	25,445
Supply revenue									17,460	446
Royalty revenue									1,595
STENDRA/SPEDRA \| Germany
Geographic Information
Total revenue									$ 37,200	$ 21,000

Segment Information and Concentration of Customers and Suppliers (Details 2)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Total revenues \| Auxilium Pharmaceuticals, Inc.
Concentration of Customers
Concentration risk percentage	23.00%	39.00%
Total revenues \| Menarini Group
Concentration of Customers
Concentration risk percentage	32.00%	26.00%
Total revenues \| Amerisource Bergen
Concentration of Customers
Concentration risk percentage	14.00%
Total revenues \| McKesson
Concentration of Customers
Concentration risk percentage	13.00%	2.00%
Total revenues \| Cardinal Health, Inc.
Concentration of Customers
Concentration risk percentage	11.00%	4.00%
Total revenues \| Express Scripts, Inc.
Concentration of Customers
Concentration risk percentage	1.00%	3.00%	10.00%
Total revenues \| CVS
Concentration of Customers
Concentration risk percentage		9.00%	50.00%
Total revenues \| Walgreens
Concentration of Customers
Concentration risk percentage		6.00%	39.00%
Gross accounts receivable \| Credit concentration \| Auxilium Pharmaceuticals, Inc.
Concentration of Customers
Concentration risk percentage	16.00%	3.00%
Gross accounts receivable \| Credit concentration \| Menarini Group
Concentration of Customers
Concentration risk percentage	25.00%	41.00%
Gross accounts receivable \| Credit concentration \| Amerisource Bergen
Concentration of Customers
Concentration risk percentage	19.00%	26.00%
Gross accounts receivable \| Credit concentration \| McKesson
Concentration of Customers
Concentration risk percentage	18.00%	13.00%
Gross accounts receivable \| Credit concentration \| Cardinal Health, Inc.
Concentration of Customers
Concentration risk percentage	20.00%	12.00%

Segment Information and Concentration of Customers and Suppliers (Details 3) (Research and development, Third party manufacturer, Qsymia and STENDRA post-approval studies CRO)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Research and development \| Third party manufacturer \| Qsymia and STENDRA post-approval studies CRO
Concentration of Suppliers
Expenses accounted for ten percent or more of total research and development expenses (as a percent)	27.00%	29.00%	13.00%

Legal Matters (Details) (USD $) In Millions, unless otherwise specified		0 Months Ended	12 Months Ended
	Mar. 27, 2014 Securities fraud lawsuit item	Mar. 27, 2014 Securities fraud lawsuit Minimum	Dec. 31, 2014 Qsymia ANDA Litigation Qsymia item	Dec. 31, 2014 Qsymia ANDA Litigation Maximum Qsymia
LEGAL MATTERS
Amount of damages sought		$ 2.8
Number of former officers and directors against whom complaint is filed	3
Number of patents-in-suit			6
Number of additional patents infringed upon			2
Period from receipt of certification notice until which FDA approval of ANDA will be stayed				30 months

Selected Financial Data (Unaudited) (Details) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended								12 Months Ended
	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Selected Financial Data (Unaudited)
Total revenue	$ 21,732	$ 33,877	$ 21,881	$ 36,691	$ 44,057	$ 27,379	$ 5,534	$ 4,112	$ 114,181	$ 81,082	$ 2,012
Total gross profit (loss)	12,161	26,609	14,866	27,158	40,892	26,638	514	(2,055)
Operating expenses	39,117	41,789	39,367	44,619	52,752	68,056	56,979	57,909	164,892	235,696	141,917
Net loss from continuing operations	(25,447)	(15,825)	(25,825)	(15,550)	(17,164)	(48,379)	(55,635)	(53,768)	(82,647)	(174,946)	(139,733)
Net loss					$ (17,164)	$ (48,204)	$ (55,512)	$ (53,576)	$ (82,647)	$ (174,456)	$ (139,881)
Basic and diluted net (loss) per share:
Basic and Diluted net (loss) per share	$ (0.25)	$ (0.15)	$ (0.25)	$ (0.15)	$ (0.17)	$ (0.48)	$ (0.55)	$ (0.53)	$ (0.80)	$ (1.72)	$ (1.42)

- Definition

Amount of income (loss) from continuing operations attributable to the parent. Also defined as revenue less expenses and taxes from ongoing operations before extraordinary items but after deduction of those portions of income or loss from continuing operations that are allocable to noncontrolling interests.

+ References+ Details

- Definition

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

+ References+ Details

SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (Details) (USD $)	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Allowance for Cash Discounts
Changes in valuation and qualifying accounts reported as assets and liabilities of continuing and discontinued operations
Balance at Beginning of Period	$ 134,000	$ 57,000
Charged to Operations	1,712,000	1,050,000	57,000
Charges Utilized	(1,696,000)	(973,000)
Balance at End of Period	150,000	134,000	57,000
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	$ 1,373,000	$ 750,000	$ 53,000

Non Current Accrued and Other Liabilities	12 Months Ended
Non Current Accrued and Other Liabilities	Dec. 31, 2014
Non-Current Accrued and Other Liabilities
Non-Current Accrued and Other Liabilities	Note 9. Non-Current Accrued and Other Liabilities Non-current accrued and other liabilities were $0.8 million at December 31, 2014 and were primarily comprised of costs associated with the exit of certain operating leases and security deposits relating to the sub-lease agreements (see Note 10). Non-current accrued and other liabilities at December 31, 2013 of $3.0 million, consisted of employee termination costs related to a cost reduction plan and exit of certain operating leases (see Note 10).

401(k) Plan	12 Months Ended
401(k) Plan	Dec. 31, 2014
401(k) Plan
401(k) Plan	Note 19. 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, 2014, 2013 and 2012 were $467,000, $565,000 and $329,000, respectively.

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2014
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	Note 21. Subsequent Events (Unaudited) On January 23, 2015, the EC adopted the commission implementing decision amending the marketing authorization for SPEDRA (avanafil). SPEDRA is now the first and only ED medication approved in the EU that is indicated to be taken as needed approximately 15 to 30 minutes before sexual activity. As a result, the Company is entitled to receive a contingent payment of €10.0 million from Menarini, its commercialization partner for the EU territory.

401(k) Plan (Details) (USD $)	12 Months Ended
401(k) Plan (Details) (USD $)	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
401(k) Plan
401(k) Plan employer-matching contributions	$ 467,000	$ 565,000	$ 329,000

Subsequent Events (Unaudited) (Subsequent event, License and commercialization agreement, SPEDRA, EUR €) In Millions, unless otherwise specified	Jan. 23, 2015
Subsequent event \| License and commercialization agreement \| SPEDRA
Subsequent events
Contingent payment receivable	€ 10.0