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Revance Therapeutics, Inc. – ‘10-Q’ for 9/30/15 – ‘R11’

On:  Tuesday, 11/10/15, at 5:11pm ET   ·   For:  9/30/15   ·   Accession #:  1479290-15-10   ·   File #:  1-36297

Previous ‘10-Q’:  ‘10-Q’ on 8/7/15 for 6/30/15   ·   Next:  ‘10-Q’ on 5/10/16 for 3/31/16   ·   Latest:  ‘10-Q’ on 11/8/23 for 9/30/23   ·   8 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size

11/10/15  Revance Therapeutics, Inc.        10-Q        9/30/15   66:5.6M

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    644K 
 2: EX-10.1     Material Contract                                   HTML     28K 
 3: EX-10.2     Material Contract                                   HTML     68K 
 4: EX-10.3     Material Contract                                   HTML     64K 
 5: EX-10.4     Material Contract                                   HTML     70K 
 6: EX-10.5     Material Contract                                   HTML     68K 
 7: EX-10.6     Material Contract                                   HTML     70K 
 8: EX-31.1     Certification -- §302 - SOA'02                      HTML     27K 
 9: EX-31.2     Certification -- §302 - SOA'02                      HTML     27K 
10: EX-32.1     Certification -- §906 - SOA'02                      HTML     23K 
11: EX-32.2     Certification -- §906 - SOA'02                      HTML     23K 
45: R1          Document and Entity Information                     HTML     39K 
35: R2          Condensed Consolidated Balance Sheets               HTML     99K 
43: R3          Condensed Consolidated Balance Sheets               HTML     31K 
                (Parenthetical)                                                  
48: R4          Condensed Consolidated Statement of Operations and  HTML     92K 
                Comprehensive Loss                                               
61: R5          Consolidated Statements of Cash Flows               HTML    171K 
37: R6          The Company and Basis of Presentation               HTML     36K 
42: R7          Summary of Significant Accounting Policies          HTML     39K 
32: R8          Medicis Settlement                                  HTML     30K 
25: R9          Cash Equivalents and Investments                    HTML     82K 
62: R10         Fair Value Measurements                             HTML     82K 
50: R11         Notes Payable and Financing Obligation              HTML     41K 
49: R12         Convertible Notes, Warrants, and Related            HTML     26K 
                Derivatives                                                      
54: R13         Interest Expense                                    HTML     62K 
55: R14         Commitments and Contingencies                       HTML     40K 
53: R15         Warrants                                            HTML     22K 
56: R16         Equity                                              HTML    105K 
44: R17         Net Loss per Share Attributable to Common           HTML     62K 
                Stockholders                                                     
46: R18         Subsequent Events                                   HTML     25K 
52: R19         Summary of Significant Accounting Policies          HTML     52K 
                (Policies)                                                       
66: R20         Cash Equivalents and Investments (Tables)           HTML     78K 
58: R21         Fair Value Measurements (Tables)                    HTML     79K 
39: R22         Notes Payable and Financing Obligation (Tables)     HTML     27K 
51: R23         Interest Expense (Tables)                           HTML     60K 
41: R24         Commitments and Contingencies (Tables)              HTML     28K 
22: R25         Equity (Tables)                                     HTML     92K 
59: R26         Net Loss per Share Attributable to Common           HTML     62K 
                Stockholders (Tables)                                            
63: R27         The Company and Basis of Presentation - Additional  HTML     60K 
                Information (Detail)                                             
28: R28         Medicis Settlement - Additional Information         HTML     49K 
                (Detail)                                                         
27: R29         Cash Equivalents and Investments (Details)          HTML     44K 
30: R30         Fair Value Measurements - Schedule of Fair Value    HTML     53K 
                of Financial Instruments (Detail)                                
31: R31         Fair Value Measurements - Summary of Changes in     HTML     27K 
                Fair Value of Financial Instruments (Detail)                     
33: R32         Notes Payable and Financing Obligation - Hercules   HTML     54K 
                Notes Payable (Detail)                                           
21: R33         Notes Payable and Financing Obligation - Essex      HTML     58K 
                Capital Notes (Detail)                                           
57: R34         Notes Payable and Financing Obligation - Summary    HTML     29K 
                of Aggregate Total Future Minimum Lease Payments                 
                under the Financing Obligation (Detail)                          
38: R35         Convertible Notes, Warrants, and Related            HTML     61K 
                Derivatives - Additional Information (Detail)                    
40: R36         Interest Expense - Summary of Interest Expense by   HTML     42K 
                Cash and Non-Cash Components (Detail)                            
24: R37         Commitments and Contingencies - Additional          HTML     34K 
                Information (Detail)                                             
65: R38         Commitments and Contingencies - Schedule of Future  HTML     38K 
                Minimum Lease Payments under Non-Cancelable                      
                Operating Leases (Detail)                                        
18: R39         Warrants - Additional Information (Detail)          HTML     28K 
34: R40         Equity - Additional Information (Detail)            HTML     69K 
60: R41         Equity - Fair Value Assumptions (Details)           HTML     44K 
23: R42         Equity - Schedule of Stock-based Compensation       HTML     30K 
                Expense (Details)                                                
26: R43         Equity - Schedule of Accumulated Other              HTML     33K 
                Comprehensive Income (Details)                                   
29: R44         Net Loss per Share Attributable to Common           HTML     45K 
                Stockholders - Schedule of Computation of Basic                  
                and Diluted Net Income (Loss) Per Share                          
                Attributable to Common Stockholders (Detail)                     
36: R45         Net Loss per Share Attributable to Common           HTML     34K 
                Stockholders - Summary of Common Stock Equivalents               
                Excluded from Computation of Diluted Net Income                  
                (Loss) Per Share (Detail)                                        
20: R46         Subsequent Events (Details)                         HTML     46K 
64: XML         IDEA XML File -- Filing Summary                      XML    106K 
19: EXCEL       IDEA Workbook of Financial Reports                  XLSX     58K 
12: EX-101.INS  XBRL Instance -- rvnc-20150930                       XML   1.30M 
14: EX-101.CAL  XBRL Calculations -- rvnc-20150930_cal               XML    173K 
15: EX-101.DEF  XBRL Definitions -- rvnc-20150930_def                XML    354K 
16: EX-101.LAB  XBRL Labels -- rvnc-20150930_lab                     XML   1.10M 
17: EX-101.PRE  XBRL Presentations -- rvnc-20150930_pre              XML    636K 
13: EX-101.SCH  XBRL Schema -- rvnc-20150930                         XSD    123K 
47: ZIP         XBRL Zipped Folder -- 0001479290-15-000010-xbrl      Zip    149K 


‘R11’   —   Notes Payable and Financing Obligation


This is an IDEA Financial Report.  [ Alternative Formats ]



 
v3.3.0.814
Notes Payable and Financing Obligation
9 Months Ended
Debt Disclosure [Abstract]  
Notes Payable and Financing Obligation
Notes Payable and Financing Obligation
Hercules Notes Payable
In September 2011, the Company entered into a loan and security agreement with Hercules Technology Growth Capital for $22.0 million, referred to as the Hercules Notes Payable.
The Hercules Notes Payable, which matured in March 2015 and has been repaid in full, was collateralized by all assets of the Company, and bore interest at the greater of (i) 9.85% per annum or (ii) 9.85% per annum plus the difference of the prime rate less 3.25% per annum and contained covenants that required, among other things, that the Company seek consent from Hercules prior to certain corporate changes and provide certain unaudited financial information within 45 days after the end of each quarter and within 90 days after each year end. Starting in July 2012, the loan was repaid in 33 equal monthly payments of principal and interest of $0.8 million plus an end of term payment of $0.5 million if the loan is prepaid, or $0.4 million if paid upon maturity. In March 2015, the Hercules Notes Payable was repaid in full, including the end of term payment of $0.4 million.
In connection with the Hercules Notes Payable, the Company issued warrants to purchase 17,977 shares of Series D convertible preferred stock at $66.75 per share, which converted to warrants to purchase common stock upon the Company's initial public offering, or IPO. The fair value of the warrants of $0.1 million was recorded as a debt discount and was amortized to interest expense using the straight-line method over the loan term. The Company incurred $0.5 million of debt issuance costs in connection with the Hercules Notes Payable which was also amortized to interest expense over the loan term.
The Company made principal and interest payments on the Hercules Notes Payable of $0 and $2.6 million and $2.3 million and $6.9 million during the three and nine months ended September 30, 2015 and 2014, respectively.

Essex Capital Notes
On December 20, 2013, the Company signed a Loan and Lease Agreement to borrow up to $10.8 million in the form of Secured Promissory Notes from Essex Capital, or the Essex Notes, to finance the completion and installation of the Company’s RT001 commercial fill/finish line, or the Fill/Finish Line. Under the Loan and Lease Agreement, with the issuance of each Note, the Company issued warrants to purchase its capital stock. The Essex Notes incurred interest at 11.5% per annum through the completion of the IPO in February 2014 and 10.375% per annum thereafter. In December 2013, the Company drew down $2.5 million under short-term notes pursuant to the Loan and Lease Agreement, and an additional $2.5 million in January 2014. In May 2014, pursuant to the terms of this agreement, the Company sold equipment to Essex Capital, resulting in partial settlement of the outstanding loan balance of $1.1 million, and sold and leased the equipment back from Essex Capital for fixed monthly payments to be paid over 3 years. This transaction did not qualify for sale-leaseback accounting due to the Company’s continuing involvement in the equipment. Therefore, the Company accounted for this transaction as a financing obligation using the effective interest rate method.
On December 17, 2014, the Company entered into the First Amendment to the Loan and Lease Agreement with Essex Capital. Under the terms of this Amendment, the Company repaid the outstanding debt balance of $3.9 million and issued warrants to purchase 44,753 shares of common stock. Additionally, the Company made interest payments on the Essex Notes in the amount of $0.1 million and $0.3 million for the three and nine months ended September 30, 2014. In February 2015, the Company executed the Second Amendment to the Loan and Lease Agreement, under which the term of the facility was extended to April 15, 2015, and the purchase price of the equipment was increased by $0.1 million to approximately $9.8 million. In accordance with the terms of the Loan and Lease Agreement, in April 2015, the Company sold equipment to Essex Capital for approximately $9.8 million, and concurrently with this sale, entered into a lease for the equipment with a fixed monthly payment to be paid over 3 years. This transaction also did not qualify for sale-leaseback accounting due to the Company’s continuing involvement in the equipment. Therefore, the Company accounted for this transaction as a financing obligation using the effective interest rate method.
In June 2015, the Company exercised its option to purchase all equipment sold and leased back from Essex Capital for 10% of the original purchase amount, or approximately $1.1 million, at the conclusion of the lease terms.
As of September 30, 2015, the aggregate total future minimum lease payments under the financing obligation were as follows (in thousands):
Year Ending December 31,
 
2015
$
1,054

2016
4,217

2017
3,971

2018
949

Total payments
$
10,191


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-Q’ Filing    Date    Other Filings
12/31/1510-K,  4
Filed on:11/10/15
For Period end:9/30/15
4/15/15
12/17/144,  8-K
9/30/1410-Q
12/20/13
 List all Filings 


8 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/29/24  Revance Therapeutics, Inc.        S-8         2/29/24    4:123K
 2/28/24  Revance Therapeutics, Inc.        10-K       12/31/23  110:12M
 2/28/23  Revance Therapeutics, Inc.        S-8         2/28/23    5:192K
 2/28/23  Revance Therapeutics, Inc.        10-K       12/31/22  109:14M
 2/28/22  Revance Therapeutics, Inc.        S-8         2/28/22    5:197K
 2/28/22  Revance Therapeutics, Inc.        10-K       12/31/21  106:12M
 2/25/21  Revance Therapeutics, Inc.        10-K       12/31/20  109:12M
 1/29/21  Revance Therapeutics, Inc.        S-8         1/29/21    3:137K
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Filing Submission 0001479290-15-000010   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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