0001628280-22-029082 | 10-Q | XBRL Viewer

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Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2022	Nov. 04, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
Document Transition Report	false
Entity File Number	001-35280
Entity Registrant Name	VERICEL CORPORATION
Entity Incorporation, State or Country Code	MI
Entity Tax Identification Number	94-3096597
Entity Address, Address Line One	64 Sidney Street
Entity Address, City or Town	Cambridge
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02139
City Area Code	617
Local Phone Number	588-5555
Title of 12(b) Security	Common Stock (No par value)
Trading Symbol	VCEL
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		47,222,987
Entity Central Index Key	0000887359
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Amendment Flag	false

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 65,216	$ 68,330
Short-term investments	45,724	35,068
Accounts receivable (net of allowance for doubtful accounts of $115 and $40, respectively)	34,296	37,437
Inventory	16,729	13,381
Other current assets	4,410	4,246
Total current assets	166,375	158,462
Property and equipment, net	15,918	13,308
Restricted cash	0	211
Right-of-use assets	42,628	45,720
Long-term investments	21,739	25,687
Other long-term assets	1,357	317
Total assets	248,017	243,705
Current liabilities:
Accounts payable	8,113	9,016
Accrued expenses	13,948	14,045
Current portion of operating lease liabilities	4,902	2,950
Other current liabilities	41	41
Total current liabilities	27,004	26,052
Operating lease liabilities	43,176	47,147
Other long-term liabilities	0	44
Total liabilities	70,180	73,243
COMMITMENTS AND CONTINGENCIES
Shareholders’ equity:
Common stock, no par value; shares authorized — 75,000; shares issued and outstanding 47,201 and 46,880, respectively	584,900	553,902
Accumulated other comprehensive loss	(1,146)	(154)
Accumulated deficit	(405,917)	(383,286)
Total shareholders’ equity	177,837	170,462
Total liabilities and shareholders’ equity	$ 248,017	$ 243,705

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 115	$ 40
Common stock, shares authorized (in shares)	75,000,000	75,000,000
Common stock, shares issued (in shares)	47,201,000	46,880,000
Common stock, shares outstanding (in shares)	47,201,000	46,880,000

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Statement [Abstract]
Revenue, Product and Service [Extensible List]			Product [Member]
Product sales, net	$ 38,326	$ 33,718	$ 111,004	$ 106,025
Other revenue	225	788	667	2,568
Total revenue	38,551	34,506	$ 111,671	108,593
Cost, Product and Service [Extensible List]			Product [Member]
Cost of product sales	13,318	12,408	$ 40,132	36,600
Gross profit	25,233	22,098	71,539	71,993
Research and development	5,046	4,284	14,698	12,363
Selling, general and administrative	26,975	22,775	79,984	71,625
Total operating expenses	32,021	27,059	94,682	83,988
Loss from operations	(6,788)	(4,961)	(23,143)	(11,995)
Other income (expense):
Interest income	342	44	578	163
Interest expense	(105)	(1)	(143)	(3)
Other income (expense)	(5)	(13)	98	44
Total other income	232	30	533	204
Loss before income taxes	(6,556)	(4,931)	(22,610)	(11,791)
Income tax expense	21	0	21	215
Net loss	$ (6,577)	$ (4,931)	$ (22,631)	$ (12,006)
Net loss per common share:
Basic (in USD per share)	$ (0.14)	$ (0.11)	$ (0.48)	$ (0.26)
Diluted (in USD per share)	$ (0.14)	$ (0.11)	$ (0.48)	$ (0.26)
Weighted-average common shares outstanding:
Basic (in shares)	47,182	46,669	47,096	46,355
Diluted (in shares)	47,182	46,669	47,096	46,355

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Net loss	$ (6,577)	$ (4,931)	$ (22,631)	$ (12,006)
Other comprehensive loss:
Unrealized loss on investments	(291)	0	(992)	(37)
Comprehensive loss	$ (6,868)	$ (4,931)	$ (23,623)	$ (12,043)

- Definition

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

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+ Details

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Accumulated Other Comprehensive Loss	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2020		45,804
Beginning balance at Dec. 31, 2020	$ 134,260	$ 510,061	$ 14	$ (375,815)
Increase (Decrease) in Shareholders' Equity
Net loss	(3,289)			(3,289)
Stock-based compensation expense	7,019	$ 7,019
Stock option exercises (in shares)		359
Stock option exercises	3,532	$ 3,532
Shares issued under the Employee Stock Purchase Plan (in shares)		14
Shares issued under the Employee Stock Purchase Plan	249	$ 249
Issuance of stock for restricted stock unit vesting (in shares)		76
Restricted stock withheld for employee tax remittance (in shares)		(28)
Restricted stock withheld for employee tax remittance	(1,501)	$ (1,501)
Unrealized loss on investments	(61)		(61)
Ending balance (in shares) at Mar. 31, 2021		46,225
Ending balance at Mar. 31, 2021	140,209	$ 519,360	(47)	(379,104)
Beginning balance (in shares) at Dec. 31, 2020		45,804
Beginning balance at Dec. 31, 2020	134,260	$ 510,061	14	(375,815)
Increase (Decrease) in Shareholders' Equity
Net loss	(12,006)
Unrealized loss on investments	(37)
Ending balance (in shares) at Sep. 30, 2021		46,767
Ending balance at Sep. 30, 2021	156,780	$ 544,624	(23)	(387,821)
Beginning balance (in shares) at Mar. 31, 2021		46,225
Beginning balance at Mar. 31, 2021	140,209	$ 519,360	(47)	(379,104)
Increase (Decrease) in Shareholders' Equity
Net loss	(3,786)			(3,786)
Stock-based compensation expense	10,866	$ 10,866
Stock option exercises (in shares)		330
Stock option exercises	3,531	$ 3,531
Shares issued under the Employee Stock Purchase Plan (in shares)		13
Shares issued under the Employee Stock Purchase Plan	309	$ 309
Issuance of stock for restricted stock unit vesting (in shares)		12
Restricted stock withheld for employee tax remittance (in shares)		(1)
Restricted stock withheld for employee tax remittance	(61)	$ (61)
Unrealized loss on investments	24		24
Ending balance (in shares) at Jun. 30, 2021		46,579
Ending balance at Jun. 30, 2021	151,092	$ 534,005	(23)	(382,890)
Increase (Decrease) in Shareholders' Equity
Net loss	(4,931)			(4,931)
Stock-based compensation expense	8,596	$ 8,596
Stock option exercises (in shares)		176
Stock option exercises	1,676	$ 1,676
Shares issued under the Employee Stock Purchase Plan (in shares)		9
Shares issued under the Employee Stock Purchase Plan	404	$ 404
Issuance of stock for restricted stock unit vesting (in shares)		4
Restricted stock withheld for employee tax remittance (in shares)		(1)
Restricted stock withheld for employee tax remittance	(57)	$ (57)
Unrealized loss on investments	0
Ending balance (in shares) at Sep. 30, 2021		46,767
Ending balance at Sep. 30, 2021	156,780	$ 544,624	(23)	(387,821)
Beginning balance (in shares) at Dec. 31, 2021		46,880
Beginning balance at Dec. 31, 2021	170,462	$ 553,902	(154)	(383,286)
Increase (Decrease) in Shareholders' Equity
Net loss	(7,091)			(7,091)
Stock-based compensation expense	9,531	$ 9,531
Stock option exercises (in shares)		125
Stock option exercises	1,155	$ 1,155
Shares issued under the Employee Stock Purchase Plan (in shares)		9
Shares issued under the Employee Stock Purchase Plan	310	$ 310
Issuance of stock for restricted stock unit vesting (in shares)		108
Restricted stock withheld for employee tax remittance (in shares)		(41)
Restricted stock withheld for employee tax remittance	(1,423)	$ (1,423)
Unrealized loss on investments	(459)		(459)
Ending balance (in shares) at Mar. 31, 2022		47,081
Ending balance at Mar. 31, 2022	172,485	$ 563,475	(613)	(390,377)
Beginning balance (in shares) at Dec. 31, 2021		46,880
Beginning balance at Dec. 31, 2021	170,462	$ 553,902	(154)	(383,286)
Increase (Decrease) in Shareholders' Equity
Net loss	(22,631)
Unrealized loss on investments	(992)
Ending balance (in shares) at Sep. 30, 2022		47,201
Ending balance at Sep. 30, 2022	177,837	$ 584,900	(1,146)	(405,917)
Beginning balance (in shares) at Mar. 31, 2022		47,081
Beginning balance at Mar. 31, 2022	172,485	$ 563,475	(613)	(390,377)
Increase (Decrease) in Shareholders' Equity
Net loss	(8,963)			(8,963)
Stock-based compensation expense	10,808	$ 10,808
Stock option exercises (in shares)		32
Stock option exercises	428	$ 428
Shares issued under the Employee Stock Purchase Plan (in shares)		10
Shares issued under the Employee Stock Purchase Plan	318	$ 318
Issuance of stock for restricted stock unit vesting (in shares)		19
Restricted stock withheld for employee tax remittance (in shares)		(1)
Restricted stock withheld for employee tax remittance	(18)	$ (18)
Unrealized loss on investments	(242)		(242)
Ending balance (in shares) at Jun. 30, 2022		47,141
Ending balance at Jun. 30, 2022	174,816	$ 575,011	(855)	(399,340)
Increase (Decrease) in Shareholders' Equity
Net loss	(6,577)			(6,577)
Stock-based compensation expense	9,104	$ 9,104
Stock option exercises (in shares)		41
Stock option exercises	498	$ 498
Shares issued under the Employee Stock Purchase Plan (in shares)		15
Shares issued under the Employee Stock Purchase Plan	331	$ 331
Issuance of stock for restricted stock unit vesting (in shares)		6
Restricted stock withheld for employee tax remittance (in shares)		(2)
Restricted stock withheld for employee tax remittance	(44)	$ (44)
Unrealized loss on investments	(291)		(291)
Ending balance (in shares) at Sep. 30, 2022		47,201
Ending balance at Sep. 30, 2022	$ 177,837	$ 584,900	$ (1,146)	$ (405,917)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Operating activities:
Net loss	$ (22,631)	$ (12,006)
Adjustments to reconcile net loss to net cash flows from operating activities:
Depreciation and amortization expense	2,942	2,185
Stock-based compensation expense	29,443	26,481
Amortization of premiums and discounts on marketable securities	305	737
Amortization of debt issuance costs	36	0
Non-cash lease cost	3,120	3,420
Other	21	17
Changes in operating assets and liabilities:
Inventory	(3,348)	(3,703)
Accounts receivable	3,141	5,594
Other current assets	(164)	(793)
Accounts payable	(37)	(672)
Accrued expenses	(97)	(361)
Operating lease liabilities	(2,019)	(2,410)
Net cash provided by operating activities	10,712	18,489
Investing activities:
Purchases of investments	(43,950)	(49,375)
Sales and maturities of investments	35,944	50,913
Expenditures for property and equipment	(6,471)	(6,924)
Net cash used in investing activities	(14,477)	(5,386)
Financing activities:
Net proceeds from common stock issuance	3,040	9,701
Debt issuance costs	(1,076)	0
Payments on employee’s behalf for taxes related to vesting of restricted stock unit awards	(1,485)	(1,619)
Other	(39)	(252)
Net cash provided by financing activities	440	7,830
Net (decrease) increase in cash, cash equivalents, and restricted cash	(3,325)	20,933
Cash, cash equivalents, and restricted cash at beginning of period	68,541	33,831
Cash, cash equivalents, and restricted cash at end of period	65,216	54,764
Supplemental disclosure of cash flow information:
Right-of-use asset and lease liability recognized	137	45
Additions to property and equipment included in accounts payable	482	85
Restricted stock held for employee tax remittance included in accounts payable	0	57
Reconciliation of amounts within the condensed consolidated balance sheets:
Cash and cash equivalents	65,216	54,553
Restricted cash	0	211
Total cash, cash equivalents, and restricted cash at end of period	$ 65,216	$ 54,764

Organization	9 Months Ended
Organization	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	Organization Vericel Corporation, a Michigan corporation (together with its consolidated subsidiaries referred to herein as the Company, or Vericel), was incorporated in March 1989 and began employee-based operations in 1991. The Company is a fully-integrated, commercial-stage biopharmaceutical company and is a leader in advanced therapies for the sports medicine and severe burn care markets. Vericel currently markets two cell therapy products in the U.S., MACI® (autologous cultured chondrocytes on porcine collagen membrane) and Epicel® (cultured epidermal autografts). MACI is an autologous cellularized scaffold product indicated for the repair of symptomatic, single or multiple full-thickness cartilage defects of the knee with or without bone involvement in adults. Epicel is a permanent skin replacement for the treatment of adult and pediatric patients with deep-dermal or full-thickness burns comprising greater than or equal to 30 percent of total body surface area (“TBSA”). The Company also holds an exclusive license from MediWound Ltd. (“MediWound”) for North American rights to NexoBrid®, a registration-stage biological orphan product designed for the debridement of severe thermal burns. The Company operates its business primarily in the U.S. in one reportable segment — the research, product development, manufacture and distribution of cellular therapies for use in the treatment of specific diseases. The Company is subject to risks common to companies in the life sciences industry including, but not limited to, development by the Company or its competitors of new technological innovations, dependence on key personnel, protection of proprietary technology, commercialization of existing and new products, and compliance with U.S. Food and Drug Administration (“FDA”) regulations and approval requirements, as well as the ability to grow the Company’s business through appropriate commercial strategies. COVID-19 In March 2020, the World Health Organization declared the spread of a novel strain of coronavirus (“COVID-19”) to be a pandemic. This pandemic has contributed to an economic downturn on a global scale, as well as significant volatility in the financial markets. Since the pandemic’s inception, there has been significant volatility in our results of operations on a quarterly basis due to the widespread and periodic cancellation or delay of elective MACI surgical procedures throughout the U.S., staffing shortages and our ability to access customers. At the outset of the pandemic, the Company put in place a comprehensive workplace protection plan, which instituted protective measures in response to the spread of the COVID-19 virus. Vericel’s workplace protection plan has closely followed guidance issued by the Centers for Disease Control and Prevention (“CDC”) and has complied with applicable federal and state law. To date, Vericel has been successful in sustaining its operations and providing MACI and Epicel to patients in need. The Company continues to review its policies and procedures regularly, including its workplace protection plan, as the pandemic evolves and the Company may take additional actions to the extent required. The Company continues to manufacture MACI and Epicel and is maintaining a significant safety stock of all key raw materials. Vericel does not expect that current global supply chain interruptions will impact its ongoing manufacturing operations. Additionally, although the Company has not experienced material shipping delays, significant disruption of air travel could result in the inability to deliver MACI or Epicel final products to customer sites within appropriate timeframes, which could adversely impact the Company’s business. Currently, the Company is not aware of COVID-19 related impacts on its distributors, operations or third-party service providers’ ability to manage patient cases. The Company believes that a resurgence of COVID-19 because of emerging variants or other factors could result in additional disruptions that could impact our business and operations in the future, including intermittent restrictions on the ability of the Company’s personnel to travel and access customers for selling, marketing, training and case support and product development feedback, delays in approvals by regulatory bodies, delays in product development efforts, and additional government requirements or other incremental mitigation efforts that may further impact the Company’s capacity to manufacture, sell and support the use of our products. The War in Ukraine The ongoing war between Russia and Ukraine and the related sanctions and other penalties imposed by countries across the globe against Russia are continuing to create substantial uncertainty in the global economy and have contributed to heightened inflation and supply chain disruptions. While the Company does not have operations in Russia or Ukraine and does not have exposure to distributors, or third-party service providers in Russia or Ukraine, it is unable to predict the ultimate impact that these actions will have on the global economy or on its financial condition, results of operations, and cash flows as of the date of these unaudited condensed consolidated financial statements. Liquidity The accompanying condensed consolidated financial statements have been prepared on a basis which assumes that the Company will continue as a going concern and contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. As of September 30, 2022, the Company had an accumulated deficit of $405.9 million and had a net loss of $22.6 million during the nine months ended September 30, 2022. The Company had cash and cash equivalents of $65.2 million and investments of $67.5 million as of September 30, 2022. The Company expects that cash from the sales of its products and existing cash, cash equivalents, investments, and available borrowing capacity will be sufficient to support the Company’s current operations through at least 12 months from the issuance of these condensed consolidated financial statements. The effects of the COVID-19 pandemic continue to evolve, however. To the extent the U.S. experiences a worsening in COVID-19 infections or additional virus variants emerge that result in more serious disease or limit the effectiveness of existing vaccines, subsequent healthcare measures – to include the postponement or cessation of elective and other surgical procedures – may cause the Company to experience a reduction in business and resulting revenue. This, consequently, may result in irrecoverable losses of customers and significantly impact the Company’s long-term liquidity, potentially requiring the Company to engage in layoffs, furloughs and/or reductions in salaries. The Company also may need to access additional capital; however, the Company may not be able to obtain additional financing on acceptable terms or at all, particularly in light of the impact of COVID-19 on the global economy and financial markets. The terms of any additional financing may adversely affect the holdings or the rights of the Company’s shareholders.

Basis of Presentation	9 Months Ended
Basis of Presentation	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed consolidated financial statements of Vericel are unaudited and have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). The preparation of condensed consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates, judgments, and assumptions that may affect the reported amounts of assets, liabilities, equity, revenue and expenses. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been omitted pursuant to such rules and regulations. The financial statements reflect, in the opinion of management, all adjustments (consisting only of normal, recurring adjustments) necessary to state fairly the financial position and results of operations as of and for the periods indicated. The Company bases its estimates on historical experience and on various other assumptions that it believes are reasonable, the results of which form the basis for making judgments about the carrying values of assets, liabilities and equity and the amount of revenue and expenses. The full extent to which the COVID-19 pandemic will continue to directly or indirectly impact the Company’s business, results of operations and financial condition, including sales, expenses, reserves and allowances, manufacturing, clinical trials, research and development costs and employee-related amounts, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning the COVID-19 pandemic and the actions taken to continue to contain or treat COVID-19, as well as the economic impact on its customers. The Company has made estimates of the impact of the COVID-19 pandemic within these financial statements and there may be changes to those estimates in future periods. Actual results may differ from these estimates. As of September 30, 2022, the Company has not recorded impairments to investments, inventory, other current assets or long-lived assets as a result of the COVID-19 pandemic. The condensed consolidated balance sheet as of December 31, 2021 has been derived from the audited consolidated financial statements at that date, but does not include all the information and notes required by U.S. GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, as filed with the SEC on February 24, 2022 (“Annual Report”). Recent Accounting Pronouncements No new accounting standards were adopted during the nine months ended September 30, 2022. The Company considers the applicability and impact of any recent Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). Based on the assessment, the ASU’s were determined to be either not applicable or are expected to have minimal impact on the Company's condensed consolidated financial statements.

Revenue

9 Months Ended

Sep. 30, 2022

Risks and Uncertainties [Abstract]

Revenue

Revenue Recognition and Net Product Sales

The Company recognizes product revenue from sales of MACI biopsy kits, MACI implants, Epicel grafts and other sources following the five-step model in Accounting Standards Codification 606, Revenue Recognition.

MACI Biopsy Kits

MACI biopsy kits are sold directly to hospitals and ambulatory surgical centers based on contracted rates in an approved contract or sales order. The Company recognizes MACI kit revenue upon delivery of the biopsy kit, at which time the customer (the facility) is in control of the kit. The kit is used by the doctor to provide a sample of cartilage tissue to the Company, which can later be used to manufacture a MACI implant. The ordering of the kit does not obligate the Company to manufacture an implant nor does the receipt of the cartilage tissue by the Company from the customer following biopsy. The customer’s order of an implant is separate from the process of ordering the biopsy kit. Therefore, the sale of the biopsy kit and any subsequent sale of an implant are distinct contracts and are accounted for separately.

MACI Implants

The Company contracts with two specialty pharmacies, Orsini Pharmaceutical Services, Inc. (“Orsini”) and AllCare Plus Pharmacy, Inc. (“AllCare”) to distribute MACI in a manner in which the Company retains the credit and collection risk from the end customer. The Company pays both specialty pharmacies a fee for each patient to whom MACI is dispensed. Both Orsini and AllCare perform collection activities to collect payment from customers. The Company engages a third party to provide services in connection with a patient support program to manage patient cases and to ensure complete and correct billing information is provided to the insurers and hospitals. In addition, the Company also sells MACI directly to DMS Pharmaceutical Group, Inc.(“DMS”) for patients treated at military treatment facilities. The sales directly to DMS are made at a contracted rate.

Prior authorization and confirmation of coverage level by the patient’s private insurance plan, hospital or government payer is a prerequisite to the shipment of product to a patient. The Company recognizes product revenue from sales of all MACI implants upon delivery at which time the customer obtains control of the implant and the claim is billable. The total consideration which the Company expects to collect in exchange for MACI implants (the “Transaction Price”) may be fixed or variable. Direct sales to hospitals or distributors are recorded at a contracted price, and there are typically no forms of variable consideration.

When the Company sells MACI, the patient is responsible for payment; however, the Company is typically reimbursed by a third-party insurer or government payer, subject to a patient co-pay amount. Reimbursements from third-party insurers and government payers vary by patient and payer and are based on either contracted rates, publicly available rates, fee schedules or past payer precedents. Net product revenue is recognized net of estimated contractual allowances, which considers historical collection experience from both the payer and patient, denial rates and the terms of the Company’s contractual arrangements. The Company estimates expected collections for these transactions using the portfolio approach. The Company records a reduction to revenue at the time of sale for its estimate of the amount of consideration that will not be collected. In addition, potential credit risk exposure has been evaluated for the Company’s accounts receivable in accordance with ASC 326, Financial Instruments - Credit Losses. The Company assesses risk and determines a loss percentage by pooling account receivables based on similar risk characteristics. The loss percentage is calculated through the use of forecasts that are based on current and historical economic and financial information. This loss percentage was applied to the accounts receivables as of September 30, 2022. The total allowance for uncollectible consideration as of September 30, 2022 and December 31, 2021 was $6.3 million and $7.0 million, respectively. Changes to the estimate of the amount of consideration that will not be collected could have a material impact on the revenue recognized. A 50 basis points change to the estimated uncollectible percentage could result in an approximately $0.3 million decrease or increase in the revenue recognized for the nine months ended September 30, 2022.

Changes in estimates of the transaction price are recorded through revenue in the period in which such change occurs. Changes in estimates related to prior periods are shown in the Revenue by Product and Customer table below and relate primarily to changes in the initial expected reimbursement or collection expectation upon completion of the billing claims process for MACI implants that occurred in a prior year.

Epicel

The Company sells Epicel directly to hospitals and burn centers based on contracted rates stated in an approved contract or purchase order. Similar to MACI, there is no obligation to manufacture Epicel grafts upon receipt of a skin biopsy, and Vericel

has no contractual right to receive payment until the product is delivered to the hospital. The Company recognizes product revenue from sales of Epicel upon delivery to the hospital, at which time the customer is in control of the Epicel grafts and the claim is billable to the hospital.

NexoBrid

The Company entered into exclusive license and supply agreements with MediWound in May 2019, pursuant to which MediWound will manufacture and supply NexoBrid on a unit price basis, which may be increased pursuant to the terms of the agreements. Additionally, since 2020 the U.S. Biomedical Advanced Research and Development Authority (“BARDA”) has been procuring NexoBrid from MediWound for use as a medial countermeasure in the event of a mass casualty emergency in the U.S. involving thermal burns. That quarterly procurement of NexoBrid by BARDA under its agreement with MediWound completed during the third quarter of 2022, although BARDA holds an option to procure additional quantities of NexoBrid for emergency response preparedness in the future. As of September 30, 2022, the Company did not hold a direct contract or distribution agreement with BARDA, or take title to the product procured by BARDA. The Company recognizes revenue based on a percentage of gross profits for sales of NexoBrid to BARDA upon delivery, at which time BARDA is in control of the product.

Revenue by Product and Customer

The following table and descriptions below show the products from which the Company generated its revenue:


	Three Months Ended September 30,				Nine Months Ended September 30,
Revenue by product (in thousands)	2022		2021		2022		2021
MACI implants and kits
Implants based on contracted rates sold through a specialty pharmacy (a)	$	19,377	$	15,149	$	50,718	$	46,547
Implants subject to third-party reimbursement sold through a specialty pharmacy (b)	4,207		3,463		12,015		11,357
Implants sold direct based on contracted rates (c)	6,457		3,895		17,846		12,876
Implants sold direct subject to third-party reimbursement (d)	898		644		2,331		1,901
Biopsy kits - direct bill	498		577		1,565		1,647
Change in estimates related to prior periods (e)	(428)		153		1,142		(125)
Total MACI implants and kits	31,009		23,881		85,617		74,203
Epicel
Direct bill (hospital)	7,317		9,837		25,387		31,822

NexoBrid revenue (f)	225		788		667		2,568
Total revenue	$	38,551	$	34,506	$	111,671	$	108,593

(a) Represents implants sold through Orsini and AllCare whereby such specialty pharmacies have a direct contract with the underlying insurance provider. The amount of reimbursement is based on contracted rates at the time of sale supported by the pharmacy’s direct contracts.

(b) Represents implants sold through Orsini or AllCare whereby such specialty pharmacy does not have a direct contract with the underlying payer. The amount of reimbursement is established based on publicly available rates, fee schedules or past payer precedents.

(c) Represents implants sold directly from the Company to the facility based on a contract and known price agreed upon prior to the surgery date. Also represents direct sales under a contract to specialty distributor DMS.

(d) Represents implants sold directly from the Company to the facility based on a contract and known price agreed upon prior to the surgery date. The payment terms are subject to third-party reimbursement from an underlying insurance provider.

(e) Primarily represents changes in estimates related to implants sold through Orsini or AllCare and relate to changes to the initial expected reimbursement or collection expectation upon completion of the billing claims process. The change in estimates is a result of additional information, changes in collection expectations or actual cash collections received in the current period.

(f) Represents revenue based on a percentage of gross profits for sales of NexoBrid to BARDA, pursuant to the license agreement between the Company and MediWound (see note 11).

Concentration of Credit Risk

For the three and nine months ended September 30, 2022, there were no customers with a total revenue concentration greater than 10%. For the three and nine months ended September 30, 2021, the Company’s total revenue concentration from an Epicel customer was 9% and 11%, respectively. For the Company’s total accounts receivable balances, there were no customers as of September 30, 2022 or December 31, 2021, with a concentration greater than 10%.

Selected Balance Sheet Components

9 Months Ended

Sep. 30, 2022

Balance Sheet Related Disclosures [Abstract]

Selected Balance Sheet Components

Inventory

Inventory as of September 30, 2022 and December 31, 2021:


(In thousands)	September 30, 2022		December 31, 2021
Raw materials	$	15,797	$	12,676
Work-in-process	883		644
Finished goods	49		61
Total inventory	$	16,729	$	13,381

Property and Equipment

Property and Equipment, net as of September 30, 2022 and December 31, 2021:


(In thousands)	September 30, 2022		December 31, 2021
Machinery and equipment	$	4,697	$	4,522
Furniture, fixtures and office equipment	1,710		1,551
Computer equipment and software	8,112		7,769
Leasehold improvements	13,674		10,617
Construction in process	4,943		3,097
Financing right-of-use lease	46		74
Total property and equipment, gross	33,182		27,630
Less accumulated depreciation	(17,264)		(14,322)
Total property and equipment, net	$	15,918	$	13,308

Depreciation expense for the three and nine months ended September 30, 2022 was $1.0 million and $2.9 million, respectively, and $0.7 million and $2.2 million, respectively, for the same periods in 2021.

Accrued Expenses

Accrued Expenses as of September 30, 2022 and December 31, 2021 are as follows:


(In thousands)	September 30, 2022		December 31, 2021
Bonus related compensation	$	5,472	$	6,305
Employee related accruals	2,897		3,616
Insurance reimbursement-related liabilities	5,417		3,973
Other accrued expenses	162		151
Total accrued expenses	$	13,948	$	14,045

Leases

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Leases

The Company leases facilities in Ann Arbor, Michigan and Cambridge, Massachusetts. The Ann Arbor facility includes office space, and the Cambridge facilities include clean rooms, laboratories for MACI and Epicel manufacturing, and office space. The Company also leases offsite warehouse space, vehicles and computer equipment.

On January 28, 2022, the Company entered into a lease agreement (the “Burlington Lease”) to lease approximately 126,000 square feet of to-be-constructed manufacturing, laboratory and office space in Burlington, Massachusetts (the “Premises”). Once constructed, the Premises will serve as the Company’s new corporate headquarters and primary manufacturing facility.

The term of the Burlington Lease is currently expected to begin in 2023, 12 months following the landlord’s commencement of construction of the core and shell of the building in which the Premises are located (the “Commencement Date”). The Company’s obligation to pay rent for the Premises will begin on the earlier of: 13 months from the Commencement Date; or the date on which the Company first occupies the Premises to conduct operations (the “Rent Commencement Date”). The initial term of the Lease is 144 months following the Rent Commencement Date. The Company has a one-time option to extend the term of the Lease for an additional 10 years, exercisable under certain conditions and at a market rate determined in accordance with the Burlington Lease.

The annual base rent of the Burlington Lease is initially $57 per square foot per year, subject to annual increases of 2.5%. Monthly contractual payments are expected to range from $0.6 million to $0.8 million. Additionally, the Company is responsible for reimbursing the landlord for the Company’s share of the Premises’ property taxes and certain other operating expenses. The Burlington Lease also provides for a tenant improvement allowance from the landlord in an amount equal to $200 per square foot of the Premises, or approximately $25.1 million in total, towards the design and construction of certain tenant improvements made to the Premises, subject to the terms set forth in the Burlington Lease.

The Company is not involved in the initial construction of the core and shell of the building and will record the lease liability and right-of-use asset on its condensed consolidated balance sheet when the construction is substantially completed and it obtains control of the Premises, which is currently expected to be on or around the Commencement Date.

In January 2022, in connection with the execution of the Burlington Lease, the Company issued a letter of credit collateralized by cash deposits of approximately $6.0 million. Subsequent to the execution of the Revolving Credit Agreement on July 29, 2022, the letter of credit is issued under the sub-facility limit of the Revolving Credit Agreement. Such letter of credit shall be reduced to approximately $4.2 million and $1.8 million at the conclusion of the third and sixth lease years, respectively, provided certain conditions set forth in the Burlington Lease are satisfied.

For the three and nine months ended September 30, 2022 and 2021, lease expense of less than $0.1 million was recorded related to short-term leases. For the three and nine months ended September 30, 2022, the Company recognized $1.7 million and $5.2 million, respectively, of operating lease expense and $1.8 million and $5.5 million, respectively, for the same periods in 2021. For the three and nine months ended September 30, 2022 and 2021, the Company recognized less than $0.1 million of financing lease expense.

Operating and finance lease assets and liabilities are as follows:


(In thousands)	Classification	September 30, 2022		December 31, 2021
Assets
Operating	Right-of-use assets	$	42,628	$	45,720
Finance	Property and equipment, net	46		73
Total leased assets		$	42,674	$	45,793
Liabilities
Current
Operating	Current portion of operating lease liabilities	$	4,902	$	2,950
Finance	Other current liabilities	41		41

Non-current
Operating	Operating lease liabilities	43,176		47,147
Finance	Other long-term liabilities	—		44
Total leased liabilities		$	48,119	$	50,182

Leases

Operating and finance lease assets and liabilities are as follows:


(In thousands)	Classification	September 30, 2022		December 31, 2021
Assets
Operating	Right-of-use assets	$	42,628	$	45,720
Finance	Property and equipment, net	46		73
Total leased assets		$	42,674	$	45,793
Liabilities
Current
Operating	Current portion of operating lease liabilities	$	4,902	$	2,950
Finance	Other current liabilities	41		41

Non-current
Operating	Operating lease liabilities	43,176		47,147
Finance	Other long-term liabilities	—		44
Total leased liabilities		$	48,119	$	50,182

Stock-Based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Stock-Based Compensation

The Vericel Corporation 2022 Omnibus Incentive Plan (“2022 Plan”) was approved on April 27, 2022, and provides incentives through the grant of stock options, stock appreciation rights, restricted stock awards and restricted stock units. The exercise price of stock options granted under the 2022 Plan shall not be less than the fair market value of the Company’s common stock on the date of grant. The 2022 Plan replaced the 1992 Stock Option Plan, the 2001 Stock Option Plan, the Amended and Restated 2004 Equity Incentive Plan, the 2009 Second Amended and Restated Omnibus Incentive Plan, the 2017 Omnibus Incentive Plan, and the Amended and Restated 2019 Omnibus Incentive Plan (“Prior Plans”), and no new grants have been granted under the Prior Plans after approval of the 2022 Plan. However, the expiration or forfeiture of options previously granted under the Prior Plans will increase the number of shares available for issuance under the 2022 Plan.

Stock Compensation Expense

Non-cash stock-based compensation expense (service-based stock options, restricted stock units and employee stock purchase plan) is summarized in the following table:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Cost of product sales	$	840	$	1,114	$	2,992	$	3,313
Research and development	1,273		1,126		4,143		3,222
Selling, general and administrative	6,991		6,356		22,308		19,946
Total non-cash stock-based compensation expense	$	9,104	$	8,596	$	29,443	$	26,481

Service-Based Stock Options

During the three and nine months ended September 30, 2022, the Company granted service-based options to purchase common stock of 42,890 and 1,206,539, respectively, and 189,882 and 1,663,954, respectively, for the same periods in 2021. The weighted-average grant-date fair value of service-based options granted during the three and nine months ended September 30, 2022 was $15.58 and $20.55 per option, respectively, and $35.65 and $33.03, respectively, for the same periods in 2021.

Restricted Stock Units

During the three and nine months ended September 30, 2022, the Company granted 16,734 and 399,502 restricted stock units, respectively, and 22,310 and 263,364, respectively, for the same periods in 2021. The weighted-average grant-date fair value of restricted stock units granted during the three and nine months ended September 30, 2022 was $27.52 and $34.35 per unit, respectively, and $54.35 and $52.19, respectively, for the same periods in 2021.

Investments

9 Months Ended

Sep. 30, 2022

Investments, Debt and Equity Securities [Abstract]

Investments

InvestmentsMarketable debt securities held by the Company are classified as available-for-sale pursuant to ASC 320, Investments – Debt and Equity Securities, and carried at fair value in the accompanying condensed consolidated balance sheets on a settlement date basis. The following tables summarize the gross unrealized gains and losses of the Company’s marketable securities as of September 30, 2022 and December 31, 2021:


	September 30, 2022
			Gross Unrealized						Estimated Fair Value
(In thousands)	Amortized Cost		Gains		Losses		Credit Losses
Commercial paper	$	14,736	$	—	$	(95)	$	—	$	14,641
Corporate notes	50,893		—		(1,048)		—		49,845
U.S. government agency bonds	2,979		—		(3)		—		$	2,977
	$	68,608	$	—	$	(1,146)	$	—	$	67,463
Classified as:
Short-term investments									$	45,724
Long-term investments									21,739
									$	67,463


	December 31, 2021
			Gross Unrealized						Estimated Fair Value
(In thousands)	Amortized Cost		Gains		Losses		Credit Losses
Commercial paper	$	10,243	$	—	$	(12)	$	—	$	10,231
Corporate notes	50,666		—		(142)		—		50,524
	$	60,909	$	—	$	(154)	$	—	$	60,755
Classified as:
Short-term investments									$	35,068
Long-term investments									25,687
									$	60,755

As of September 30, 2022 and December 31, 2021, all marketable securities held by the Company had remaining contractual maturities of three years or less. There have been no impairments of the Company’s assets measured and carried at fair value during the three and nine months ended September 30, 2022 and 2021.

Fair Value Measurements

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The Company’s fair value measurements are classified and disclosed in one of the following three categories:

•Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

•Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability;

•Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

Assets and liabilities measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The commercial paper, corporate notes, and U.S. government agency bonds are classified as Level 2 as they were valued based upon quoted market prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant inputs are observable in the market or can be corroborated by observable market data for substantially the full term of the assets. There were no transfers into or out of Level 3 from December 31, 2021 to September 30, 2022.

The following table summarizes the valuation of the Company’s financial instruments that are measured at fair value on a recurring basis:


	September 30, 2022								December 31, 2021
			Fair Value Measurement Category								Fair Value Measurement Category
(In thousands)	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	21,676	$	21,676	$	—	$	—	$	1,258	$	1,258	$	—	$	—
Commercial paper (a)	20,931		—		20,931		—		18,229		—		18,229		—
Corporate notes	49,845		—		49,845		—		50,524		—		50,524		—
U.S. government agency bonds	2,977		—		2,977		—		—		—		—		—
	$	95,429	$	21,676	$	73,753	$	—	$	70,011	$	1,258	$	68,753	$	—

(a) Approximately $6.3 million and $8.0 million of commercial paper had an original maturity of 90 days or less and was recorded as a cash equivalent as of September 30, 2022 and December 31, 2021.

The fair values of the cash equivalents and marketable securities are based on observable market prices. The Company’s accounts receivables, accounts payable and accrued expenses are valued at cost which approximates fair value.

- Definition

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

+ References + Details

Revolving Credit Agreement	9 Months Ended
Revolving Credit Agreement	Sep. 30, 2022
Debt Disclosure [Abstract]
Revolving Credit Agreement	Revolving Credit Agreement On July 29, 2022, the Company, as borrower, entered into a $150.0 million five-year senior secured revolving credit agreement by and among the Company, the other loan parties thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as the administrative agent (the “Revolving Credit Agreement”). The Revolving Credit Agreement includes a $15.0 million sub-facility for the issuance of letters of credit, of which the Company is utilizing approximately $6.2 million. Amounts available under the Revolving Credit Agreement are for the working capital needs and other general corporate purposes of the Company. The Company incurred and capitalized approximately $1.1 million of debt issuance costs related to the Revolving Credit Agreement. Outstanding borrowings under the Revolving Credit Agreement bear interest, with pricing based from time to time at the Company’s election at (i) the Secured Overnight Financing Rate (“SOFR”) plus 0.10% plus a spread ranging from 1.25% to 2.50% as determined by the Company’s Total Net Leverage Ratio (as defined in the Revolving Credit Agreement) or (ii) the alternative base rate (as defined in the Revolving Credit Agreement) plus a spread ranging from 0.25% to 1.50% as determined by the Company’s Total Net Leverage Ratio. The Revolving Credit Agreement also includes a commitment fee, which ranges from 0.20% to 0.25% as determined by the Company’s Total Net Leverage Ratio. The Company is permitted to voluntarily prepay borrowings under the Revolving Credit Agreement, in whole or in part, without premium or penalty. On any business day on which the total amount of outstanding Revolving Loans (as defined in the Revolving Credit Agreement) and letters of credit exceeds the total Revolving Commitments (as defined in the Revolving Credit Agreement), the Company must prepay the Revolving Loans in an amount equal to such excess. As of September 30, 2022, there are no outstanding borrowings under the Revolving Credit Agreement. The Revolving Credit Agreement contains a number of affirmative, negative, reporting and financial covenants, in each case subject to certain exceptions and materiality thresholds. The Revolving Credit Agreement requires the Company to be in quarterly compliance, measured on a trailing four quarter basis, with a financial covenant. The maximum Total Net Leverage Ratio (as defined in the Revolving Credit Agreement is 3.50 to 1.00. The Company may elect to increase the maximum Total Net Leverage Ratio to 4.00 to 1.00 for a period of four consecutive quarters in connection with a Permitted Acquisition (as defined in the Revolving Credit Agreement). The Revolving Credit Agreement contains usual and customary restrictions on the ability of the Company and its subsidiaries to: (i) incur additional indebtedness (ii) create liens; (iii) consolidate, merge, sell or otherwise dispose of all, or substantially all, of its assets; (iv) sell certain assets; (v) pay dividends on, repurchase or make distributions in respect of capital stock or make other restricted payments; (vi) make certain investments; (vii) repay subordinated indebtedness prior to stated maturity; and (viii) enter into certain transactions with its affiliates. Obligations under the Revolving Credit Agreement are secured by first priority liens over substantially all of the assets of Vericel Corporation, excluding certain subsidiaries (subject to customary exclusions set forth in the Revolving Credit Agreement and the other transaction documents).

- 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

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
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-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
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-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Net Loss Per Common Share

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Net Loss Per Common Share

A summary of net loss per common share is presented below:


	Three Months Ended September 30,				Nine Months Ended September 30,
(Amounts in thousands, except per share amounts)	2022		2021		2022		2021
Net loss	$	(6,577)	$	(4,931)	$	(22,631)	$	(12,006)

Basic weighted-average common shares outstanding	47,182		46,669		47,096		46,355
Effect of dilutive stock options and restricted stock units	—		—		—		—
Diluted weighted-average common shares outstanding	47,182		46,669		47,096		46,355

Basic loss per common share	$	(0.14)	$	(0.11)	$	(0.48)	$	(0.26)
Diluted loss per common share	$	(0.14)	$	(0.11)	$	(0.48)	$	(0.26)

Anti-dilutive shares excluded from diluted net loss per common share:
Stock options	6,536		5,852		6,536		5,852
Restricted stock units	633		412		633		412

NexoBrid License and Supply Agreements	9 Months Ended
NexoBrid License and Supply Agreements	Sep. 30, 2022
Related Party Transactions [Abstract]
NexoBrid License and Supply Agreements	NexoBrid License and Supply Agreements On May 6, 2019, the Company entered into exclusive license and supply agreements with MediWound to commercialize NexoBrid and any improvements to NexoBrid in North America. NexoBrid is a topically-administered biological product that enzymatically removes nonviable burn tissue, or eschar, in patients with deep partial and full-thickness thermal burns. On June 29, 2021, the Company announced that MediWound had received a complete response letter (“CRL”) from the U.S. Food & Drug Administration (“FDA”) with respect to a biologics license application (“BLA”), which MediWound had previously submitted to the FDA seeking marketing approval for the product in the U.S. As part of the CRL, the FDA communicated to MediWound that it had completed its review of the BLA, as amended, and had determined that it could not approve the BLA in its then form. The Company has continued to work with MediWound, BARDA and the FDA to address the issues identified in the CRL. On July 1, 2022, the Company and MediWound submitted a BLA resubmission to the FDA to address and respond to the issues identified by the FDA in the CRL. Subsequently, the FDA informed the Company that it has accepted the resubmission for review and has established a Prescription Drug User Fee Act (“PDUFA”) date for completing that review of January 1, 2023. Pursuant to the terms of the license agreement, if the BLA is approved, MediWound will transfer the BLA to Vericel and Vericel will market NexoBrid in the U.S. Both MediWound and Vericel, under the supervision of a Central Steering Committee comprised of members of both companies will continue to guide the development of NexoBrid in North America (the “Central Steering Committee”). NexoBrid is approved in the European Union (“EU”) and other international markets and has been designated as an orphan biologic in the U.S., EU and other international markets. In May 2019, the Company paid MediWound $17.5 million in consideration for the license, which was recorded as research and development expense during 2019. The Company is also obligated to pay MediWound $7.5 million, which is contingent upon U.S. regulatory approval of the BLA for NexoBrid and up to $125.0 million, which is contingent upon meeting certain sales milestones. The first sales milestone of $7.5 million would be triggered when annual net sales of NexoBrid or improvements to it in North America exceed $75.0 million. As of September 30, 2022, the milestone payments are not yet probable and therefore, not recorded as a liability. The Company also will pay MediWound tiered royalties on net sales ranging from mid-high single-digit to mid-teen percentages, subject to customary reductions. Pursuant to the terms of the Company’s supply agreement with MediWound, MediWound will manufacture NexoBrid for the Company on a unit price basis, which may be increased pursuant to the terms of the supply agreement. MediWound is obligated to supply the Company with NexoBrid for sale in North America on an exclusive basis for the first five years of the term of the supply agreement. After the exclusivity period or upon supply failure, the Company will be permitted to establish an alternate source of supply. Since 2020, BARDA has been procuring NexoBrid from MediWound for use as a medical countermeasure in the event of a mass casualty emergency in the U.S. involving thermal burns. That quarterly procurement of NexoBrid by BARDA under its agreement with MediWound completed during the third quarter of 2022, although BARDA holds an option to procure additional quantities of NexoBrid in the future for emergency response preparedness. As a part of BARDA’s commitment to procure NexoBrid, the Company has received a percentage of gross profit for sales directly to BARDA. If, in the future, BARDA procures NexoBrid directly from Vericel, the Company will pay a percentage of gross profits to MediWound on initial committed amounts and a royalty on any additional BARDA purchases of NexoBrid beyond the initial committed amount. As of September 30, 2022, the Company does not hold a direct contract or distribution agreement with BARDA.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies From time-to-time, the Company could be a party to various legal proceedings arising in the ordinary course of business. The costs and outcome of litigation, regulatory, investigatory or other proceedings cannot be predicted with certainty, and some lawsuits, claims, actions or proceedings may be disposed of unfavorably to the Company and could have a material adverse effect on the Company’s results of operations or financial condition. In addition, intellectual property disputes often have a risk of injunctive relief which, if imposed against the Company, could materially and adversely affect its financial condition or results of operations. If a matter is both probable to result in material liability and the amount of loss can be reasonably estimated, the Company estimates and discloses the possible material loss or range of loss. If such loss is not probable or cannot be reasonably estimated, a liability is not recorded in its condensed consolidated financial statements. As of September 30, 2022, the Company had no material ongoing litigation in which the Company was a party or any material ongoing regulatory or other proceedings and had no knowledge of any investigations by government or regulatory authorities in which the Company is a target that could have a material adverse effect on its current business.

Basis of Presentation (Policies)	9 Months Ended
Basis of Presentation (Policies)	Sep. 30, 2022
Accounting Policies [Abstract]
Recent Accounting Pronouncements	Recent Accounting Pronouncements No new accounting standards were adopted during the nine months ended September 30, 2022. The Company considers the applicability and impact of any recent Accounting Standards Update (“ASU”) issued by the Financial Accounting Standards Board (“FASB”). Based on the assessment, the ASU’s were determined to be either not applicable or are expected to have minimal impact on the Company's condensed consolidated financial statements.

Revenue (Tables)

9 Months Ended

Sep. 30, 2022

Risks and Uncertainties [Abstract]

Disaggregation of revenue

The following table and descriptions below show the products from which the Company generated its revenue:


	Three Months Ended September 30,				Nine Months Ended September 30,
Revenue by product (in thousands)	2022		2021		2022		2021
MACI implants and kits
Implants based on contracted rates sold through a specialty pharmacy (a)	$	19,377	$	15,149	$	50,718	$	46,547
Implants subject to third-party reimbursement sold through a specialty pharmacy (b)	4,207		3,463		12,015		11,357
Implants sold direct based on contracted rates (c)	6,457		3,895		17,846		12,876
Implants sold direct subject to third-party reimbursement (d)	898		644		2,331		1,901
Biopsy kits - direct bill	498		577		1,565		1,647
Change in estimates related to prior periods (e)	(428)		153		1,142		(125)
Total MACI implants and kits	31,009		23,881		85,617		74,203
Epicel
Direct bill (hospital)	7,317		9,837		25,387		31,822

NexoBrid revenue (f)	225		788		667		2,568
Total revenue	$	38,551	$	34,506	$	111,671	$	108,593

(a) Represents implants sold through Orsini and AllCare whereby such specialty pharmacies have a direct contract with the underlying insurance provider. The amount of reimbursement is based on contracted rates at the time of sale supported by the pharmacy’s direct contracts.

(b) Represents implants sold through Orsini or AllCare whereby such specialty pharmacy does not have a direct contract with the underlying payer. The amount of reimbursement is established based on publicly available rates, fee schedules or past payer precedents.

(c) Represents implants sold directly from the Company to the facility based on a contract and known price agreed upon prior to the surgery date. Also represents direct sales under a contract to specialty distributor DMS.

(d) Represents implants sold directly from the Company to the facility based on a contract and known price agreed upon prior to the surgery date. The payment terms are subject to third-party reimbursement from an underlying insurance provider.

(e) Primarily represents changes in estimates related to implants sold through Orsini or AllCare and relate to changes to the initial expected reimbursement or collection expectation upon completion of the billing claims process. The change in estimates is a result of additional information, changes in collection expectations or actual cash collections received in the current period.

(f) Represents revenue based on a percentage of gross profits for sales of NexoBrid to BARDA, pursuant to the license agreement between the Company and MediWound (see note 11).

Selected Balance Sheet Components (Tables)

9 Months Ended

Sep. 30, 2022

Balance Sheet Related Disclosures [Abstract]

Schedule of inventory

Inventory as of September 30, 2022 and December 31, 2021:


(In thousands)	September 30, 2022		December 31, 2021
Raw materials	$	15,797	$	12,676
Work-in-process	883		644
Finished goods	49		61
Total inventory	$	16,729	$	13,381

Schedule of property and equipment, net

Property and Equipment, net as of September 30, 2022 and December 31, 2021:


(In thousands)	September 30, 2022		December 31, 2021
Machinery and equipment	$	4,697	$	4,522
Furniture, fixtures and office equipment	1,710		1,551
Computer equipment and software	8,112		7,769
Leasehold improvements	13,674		10,617
Construction in process	4,943		3,097
Financing right-of-use lease	46		74
Total property and equipment, gross	33,182		27,630
Less accumulated depreciation	(17,264)		(14,322)
Total property and equipment, net	$	15,918	$	13,308

Schedule of accrued expenses

Accrued Expenses as of September 30, 2022 and December 31, 2021 are as follows:


(In thousands)	September 30, 2022		December 31, 2021
Bonus related compensation	$	5,472	$	6,305
Employee related accruals	2,897		3,616
Insurance reimbursement-related liabilities	5,417		3,973
Other accrued expenses	162		151
Total accrued expenses	$	13,948	$	14,045

Leases (Tables)

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Assets and Liabilities

Operating and finance lease assets and liabilities are as follows:


(In thousands)	Classification	September 30, 2022		December 31, 2021
Assets
Operating	Right-of-use assets	$	42,628	$	45,720
Finance	Property and equipment, net	46		73
Total leased assets		$	42,674	$	45,793
Liabilities
Current
Operating	Current portion of operating lease liabilities	$	4,902	$	2,950
Finance	Other current liabilities	41		41

Non-current
Operating	Operating lease liabilities	43,176		47,147
Finance	Other long-term liabilities	—		44
Total leased liabilities		$	48,119	$	50,182

Stock-Based Compensation (Tables)

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of non-cash stock-based compensation expense

Non-cash stock-based compensation expense (service-based stock options, restricted stock units and employee stock purchase plan) is summarized in the following table:


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands)	2022		2021		2022		2021
Cost of product sales	$	840	$	1,114	$	2,992	$	3,313
Research and development	1,273		1,126		4,143		3,222
Selling, general and administrative	6,991		6,356		22,308		19,946
Total non-cash stock-based compensation expense	$	9,104	$	8,596	$	29,443	$	26,481

Investments (Tables)

9 Months Ended

Sep. 30, 2022

Investments, Debt and Equity Securities [Abstract]

Schedule of fair value of securities, not including cash

The following tables summarize the gross unrealized gains and losses of the Company’s marketable securities as of September 30, 2022 and December 31, 2021:


	September 30, 2022
			Gross Unrealized						Estimated Fair Value
(In thousands)	Amortized Cost		Gains		Losses		Credit Losses
Commercial paper	$	14,736	$	—	$	(95)	$	—	$	14,641
Corporate notes	50,893		—		(1,048)		—		49,845
U.S. government agency bonds	2,979		—		(3)		—		$	2,977
	$	68,608	$	—	$	(1,146)	$	—	$	67,463
Classified as:
Short-term investments									$	45,724
Long-term investments									21,739
									$	67,463


	December 31, 2021
			Gross Unrealized						Estimated Fair Value
(In thousands)	Amortized Cost		Gains		Losses		Credit Losses
Commercial paper	$	10,243	$	—	$	(12)	$	—	$	10,231
Corporate notes	50,666		—		(142)		—		50,524
	$	60,909	$	—	$	(154)	$	—	$	60,755
Classified as:
Short-term investments									$	35,068
Long-term investments									25,687
									$	60,755

Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Summary of valuation of the Company's investments and financial instruments that are measured at fair value on a recurring basis

The following table summarizes the valuation of the Company’s financial instruments that are measured at fair value on a recurring basis:


	September 30, 2022								December 31, 2021
			Fair Value Measurement Category								Fair Value Measurement Category
(In thousands)	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	21,676	$	21,676	$	—	$	—	$	1,258	$	1,258	$	—	$	—
Commercial paper (a)	20,931		—		20,931		—		18,229		—		18,229		—
Corporate notes	49,845		—		49,845		—		50,524		—		50,524		—
U.S. government agency bonds	2,977		—		2,977		—		—		—		—		—
	$	95,429	$	21,676	$	73,753	$	—	$	70,011	$	1,258	$	68,753	$	—

(a) Approximately $6.3 million and $8.0 million of commercial paper had an original maturity of 90 days or less and was recorded as a cash equivalent as of September 30, 2022 and December 31, 2021.

Net Loss Per Common Share (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Summary of net loss per common share

A summary of net loss per common share is presented below:


	Three Months Ended September 30,				Nine Months Ended September 30,
(Amounts in thousands, except per share amounts)	2022		2021		2022		2021
Net loss	$	(6,577)	$	(4,931)	$	(22,631)	$	(12,006)

Basic weighted-average common shares outstanding	47,182		46,669		47,096		46,355
Effect of dilutive stock options and restricted stock units	—		—		—		—
Diluted weighted-average common shares outstanding	47,182		46,669		47,096		46,355

Basic loss per common share	$	(0.14)	$	(0.11)	$	(0.48)	$	(0.26)
Diluted loss per common share	$	(0.14)	$	(0.11)	$	(0.48)	$	(0.26)

Anti-dilutive shares excluded from diluted net loss per common share:
Stock options	6,536		5,852		6,536		5,852
Restricted stock units	633		412		633		412

Organization (Details) $ in Thousands	3 Months Ended						9 Months Ended
Organization (Details) $ in Thousands	Sep. 30, 2022 USD ($) product	Jun. 30, 2022 USD ($)	Mar. 31, 2022 USD ($)	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)	Sep. 30, 2022 USD ($) product segment	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of therapy products \| product	2						2
Number of reportable segments \| segment							1
Accumulated deficit	$ 405,917						$ 405,917		$ 383,286
Net loss	6,577	$ 8,963	$ 7,091	$ 4,931	$ 3,786	$ 3,289	22,631	$ 12,006
Cash and cash equivalents	65,216			$ 54,553			65,216	$ 54,553	$ 68,330
Short term investments	$ 67,500						$ 67,500

- Definition

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

+ References

+ Details

Revenue - Narrative (Details) $ in Thousands	3 Months Ended		9 Months Ended
Revenue - Narrative (Details) $ in Thousands	Sep. 30, 2022 USD ($) pharmacy	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) pharmacy	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)
Disaggregation of Revenue [Line Items]
Number of specialty pharmacies \| pharmacy	2		2
Allowance for doubtful accounts	$ 6,300		$ 6,300		$ 7,000
Change in estimate of uncollectible (percent)			0.50%
Change in revenue recognized due to 0.5% change in uncollectible percentage			$ 300
Product sales, net	38,326	$ 33,718	111,004	$ 106,025
MACI implants and kits \| Time-and-materials contract \| Time-and-materials contract
Disaggregation of Revenue [Line Items]
Product sales, net	$ 898	$ 644	$ 2,331	$ 1,901

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Section 50
-Paragraph 32
-Subparagraph (a)
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
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-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
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-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Product sales, net	$ 38,326	$ 33,718	$ 111,004	$ 106,025
Other revenue	225	788	667	2,568
Total revenue	38,551	34,506	111,671	108,593
Accounting Standards Update 2014-09 \| Change in estimates related to prior periods
Disaggregation of Revenue [Line Items]
Product sales, net	(428)	153	1,142	(125)
MACI implants Aad kits
Disaggregation of Revenue [Line Items]
Product sales, net	31,009	23,881	85,617	74,203
Through Intermediary \| MACI implants and kits \| Contract rate
Disaggregation of Revenue [Line Items]
Product sales, net	19,377	15,149	50,718	46,547
Through Intermediary \| MACI implants and kits \| Time-and-materials contract
Disaggregation of Revenue [Line Items]
Product sales, net	4,207	3,463	12,015	11,357
Time-and-materials contract \| MACI implants and kits \| Time-and-materials contract
Disaggregation of Revenue [Line Items]
Product sales, net	898	644	2,331	1,901
Provider or Facility \| MACI implants and kits \| Contract rate
Disaggregation of Revenue [Line Items]
Product sales, net	6,457	3,895	17,846	12,876
Provider or Facility \| NexoBid revenue
Disaggregation of Revenue [Line Items]
Other revenue	225	788	667	2,568
Directly to consumer \| Biopsy kits
Disaggregation of Revenue [Line Items]
Product sales, net	498	577	1,565	1,647
Directly to consumer \| Epicel
Disaggregation of Revenue [Line Items]
Product sales, net	$ 7,317	$ 9,837	$ 25,387	$ 31,822

Revenue - Schedules of concentration of risk (Details)	3 Months Ended	9 Months Ended
Revenue - Schedules of concentration of risk (Details)	Sep. 30, 2021	Sep. 30, 2021
Revenue Concentration \| Customer concentration \| Epicel
Product Information [Line Items]
Concentration risk (as a percent)	9.00%	11.00%

Selected Balance Sheet Components - Schedule of inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Inventory:
Raw materials	$ 15,797	$ 12,676
Work-in-process	883	644
Finished goods	49	61
Total inventory	$ 16,729	$ 13,381

Selected Balance Sheet Components - Schedule of property and equipment, net (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Property and equipment, net:
Financing right-of-use lease	$ 46	$ 74
Total property and equipment, gross	33,182	27,630
Less accumulated depreciation	(17,264)	(14,322)
Total property and equipment, net	15,918	13,308
Machinery and equipment
Property and equipment, net:
Total property and equipment, gross	4,697	4,522
Furniture, fixtures and office equipment
Property and equipment, net:
Total property and equipment, gross	1,710	1,551
Computer equipment and software
Property and equipment, net:
Total property and equipment, gross	8,112	7,769
Leasehold improvements
Property and equipment, net:
Total property and equipment, gross	13,674	10,617
Construction in process
Property and equipment, net:
Total property and equipment, gross	$ 4,943	$ 3,097

Selected Balance Sheet Components - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Balance Sheet Related Disclosures [Abstract]
Depreciation and amortization expense	$ 1,000	$ 700	$ 2,942	$ 2,185

Selected Balance Sheet Components - Schedule of accrued expenses (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Accrued expenses
Bonus related compensation	$ 5,472	$ 6,305
Employee related accruals	2,897	3,616
Insurance reimbursement-related liabilities	5,417	3,973
Other accrued expenses	162	151
Total accrued expenses	$ 13,948	$ 14,045

Leases - Narrative (Details) ft² in Thousands, $ in Millions		1 Months Ended	3 Months Ended		9 Months Ended
	Jan. 28, 2022 USD ($) ft² renewal_option $ / ft²	Jan. 31, 2022 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)
Lessee, Lease, Description [Line Items]
Short-term lease costs (less than)			$ 0.1	$ 0.1	$ 0.1	$ 0.1
Operating lease expense			1.7	1.8	5.2	5.5
Finance lease expense (less than)			$ 0.1	$ 0.1	$ 0.1	$ 0.1
25 Network Drive, Burlington, Massachusetts
Lessee, Lease, Description [Line Items]
Area of real estate property \| ft²	126
Lease comment, grace period	12 months
Rent start date, term	13 months
Term of contract	144 months
Number of renewal options \| renewal_option	1
Lease option to extend term	10 years
Annual lease per square foot \| $ / ft²	57
Annual lease increase limit, percentage	2.50%
Tenant improvement allowance per square foot \| $ / ft²	200
Tenant improvement allowance	$ 25.1
Letter of credit cash deposit		$ 6.0
Letter of credit cash deposit lease year three		4.2
Letter of credit cash deposit lease year six		$ 1.8
25 Network Drive, Burlington, Massachusetts \| Minimum
Lessee, Lease, Description [Line Items]
Contractual lease payments	0.6
25 Network Drive, Burlington, Massachusetts \| Maximum
Lessee, Lease, Description [Line Items]
Contractual lease payments	$ 0.8

Leases - Assets And Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Assets
Operating	$ 42,628	$ 45,720
Finance	46	73
Total leased assets	42,674	45,793
Current
Operating	4,902	2,950
Finance	41	41
Non-current
Operating	43,176	47,147
Finance	0	44
Total leased liabilities	$ 48,119	$ 50,182
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property and equipment, net	Property and equipment, net
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Other current liabilities	Other current liabilities
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other long-term liabilities	Other long-term liabilities

Stock-Based Compensation - Expense (Details) - Employee stock purchase plan and service-based stock options - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash stock-based compensation expense	$ 9,104	$ 8,596	$ 29,443	$ 26,481
Cost of product sales
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash stock-based compensation expense	840	1,114	2,992	3,313
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash stock-based compensation expense	1,273	1,126	4,143	3,222
Selling, general and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total non-cash stock-based compensation expense	$ 6,991	$ 6,356	$ 22,308	$ 19,946

Stock-Based Compensation - Narrative (Details) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Stock options
Stock-Based Compensation
Granted (in shares)	42,890	189,882	1,206,539	1,663,954
Weighted average grant-date fair value (in dollars per share)	$ 15.58	$ 35.65	$ 20.55	$ 33.03
Restricted stock units
Stock-Based Compensation
Restricted stock units granted (shares)	16,734	22,310	399,502	263,364
Weighted-average grant date fair value (in dollars per share)	$ 27.52	$ 54.35	$ 34.35	$ 52.19

Investments (Details) - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
Investments (Details) - USD ($)	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Marketable Securities [Line Items]
Amortized Cost	$ 68,608,000		$ 68,608,000		$ 60,909,000
Gains	0		0		0
Losses	(1,146,000)		(1,146,000)		(154,000)
Credit Losses	0		0		0
Estimated Fair Value	67,463,000		$ 67,463,000		$ 60,755,000
Remaining contractual maturity period			3 years		3 years
Impairments of assets	0	$ 0	$ 0	$ 0
Short-term investments
Marketable Securities [Line Items]
Estimated Fair Value	45,724,000		45,724,000		$ 35,068,000
Long-term investments
Marketable Securities [Line Items]
Estimated Fair Value	21,739,000		21,739,000		25,687,000
Commercial paper
Marketable Securities [Line Items]
Amortized Cost	14,736,000		14,736,000		10,243,000
Gains	0		0		0
Losses	(95,000)		(95,000)		(12,000)
Credit Losses	0		0		0
Estimated Fair Value	14,641,000		14,641,000		10,231,000
Corporate notes
Marketable Securities [Line Items]
Amortized Cost	50,893,000		50,893,000		50,666,000
Gains	0		0		0
Losses	(1,048,000)		(1,048,000)		(142,000)
Credit Losses	0		0		0
Estimated Fair Value	49,845,000		49,845,000		$ 50,524,000
U.S. government agency bonds
Marketable Securities [Line Items]
Amortized Cost	2,979,000		2,979,000
Gains	0		0
Losses	(3,000)		(3,000)
Credit Losses	0		0
Estimated Fair Value	$ 2,977,000		$ 2,977,000

Fair Value Measurements (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	$ 67,463	$ 60,755
U.S. government agency bonds
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	2,977
Recurring
Liabilities that are measured at fair value on a recurring basis
Assets, fair value	95,429	70,011
Recurring \| Level 1
Liabilities that are measured at fair value on a recurring basis
Assets, fair value	21,676	1,258
Recurring \| Level 2
Liabilities that are measured at fair value on a recurring basis
Assets, fair value	73,753	68,753
Recurring \| Level 3
Liabilities that are measured at fair value on a recurring basis
Assets, fair value	0	0
Recurring \| Commercial paper
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	20,931	18,229
Recurring \| Commercial paper \| Cash and Cash Equivalents
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	6,300	8,000
Recurring \| Commercial paper \| Level 1
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	0	0
Recurring \| Commercial paper \| Level 2
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	20,931	18,229
Recurring \| Commercial paper \| Level 3
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	0	0
Recurring \| Corporate notes
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	49,845	50,524
Recurring \| Corporate notes \| Level 1
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	0	0
Recurring \| Corporate notes \| Level 2
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	49,845	50,524
Recurring \| Corporate notes \| Level 3
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	0	0
Recurring \| U.S. government agency bonds
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	2,977	0
Recurring \| U.S. government agency bonds \| Level 1
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	0	0
Recurring \| U.S. government agency bonds \| Level 2
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	2,977	0
Recurring \| U.S. government agency bonds \| Level 3
Liabilities that are measured at fair value on a recurring basis
Debt securities, fair value	0	0
Recurring \| Money market funds
Liabilities that are measured at fair value on a recurring basis
Money market funds	21,676	1,258
Recurring \| Money market funds \| Level 1
Liabilities that are measured at fair value on a recurring basis
Money market funds	21,676	1,258
Recurring \| Money market funds \| Level 2
Liabilities that are measured at fair value on a recurring basis
Money market funds	0	0
Recurring \| Money market funds \| Level 3
Liabilities that are measured at fair value on a recurring basis
Money market funds	$ 0	$ 0

Revolving Credit Agreement (Details) - Line of Credit	Jul. 29, 2022 USD ($)	Sep. 30, 2022 USD ($)
Line of Credit Facility [Line Items]
Issuance of letters of credit	$ 6,200,000
Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 150,000,000
Debt instrument, term	5 years
Debt issuance costs, net	$ 1,100,000
Outstanding borrowings		$ 0
Leverage ratio	3.50
Increase option for leverage ratio	4.00
Revolving Credit Facility \| Minimum
Line of Credit Facility [Line Items]
Line of credit facility, commitment fee (in percent)	0.20%
Revolving Credit Facility \| Maximum
Line of Credit Facility [Line Items]
Line of credit facility, commitment fee (in percent)	0.25%
Revolving Credit Facility \| SOFR
Line of Credit Facility [Line Items]
Basis spread on variable rate (in percent)	0.10%
Revolving Credit Facility \| SOFR \| Minimum
Line of Credit Facility [Line Items]
Basis spread on variable rate (in percent)	1.25%
Revolving Credit Facility \| SOFR \| Maximum
Line of Credit Facility [Line Items]
Basis spread on variable rate (in percent)	2.50%
Revolving Credit Facility \| Base Rate \| Minimum
Line of Credit Facility [Line Items]
Basis spread on variable rate (in percent)	0.25%
Revolving Credit Facility \| Base Rate \| Maximum
Line of Credit Facility [Line Items]
Basis spread on variable rate (in percent)	1.50%
Letter of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 15,000,000

Net Loss Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021
Net Income (Loss) Attributable to Parent [Abstract]
Net loss	$ (6,577)	$ (8,963)	$ (7,091)	$ (4,931)	$ (3,786)	$ (3,289)	$ (22,631)	$ (12,006)
Basic weighted-average common shares outstanding (in shares)	47,182			46,669			47,096	46,355
Diluted weighted-average common shares outstanding (in shares)	47,182			46,669			47,096	46,355
Basic loss per common share (in USD per share)	$ (0.14)			$ (0.11)			$ (0.48)	$ (0.26)
Diluted loss per common share (in USD per share)	$ (0.14)			$ (0.11)			$ (0.48)	$ (0.26)
Stock options
Anti-dilutive shares excluded from diluted net loss per common share:
Anti-dilutive shares excluded from diluted net loss per common share (in shares)	6,536			5,852			6,536	5,852
Restricted stock units
Net Income (Loss) Attributable to Parent [Abstract]
Effect of dilutive stock options and restricted stock units	0			0			0	0
Anti-dilutive shares excluded from diluted net loss per common share:
Anti-dilutive shares excluded from diluted net loss per common share (in shares)	633			412			633	412

NexoBrid License and Supply Agreements (Details) - MediWound Ltd $ in Millions	1 Months Ended
	May 31, 2019 USD ($)
Related Party Transaction [Line Items]
Consideration payment for license	$ 17.5
Contingent consideration	7.5
Max contingent consideration	125.0
Sales Initial milestone	$ 75.0
Term of supply agreement	5 years