0001818093-22-000072 | 10-Q | XBRL Viewer

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Goodwill and Intangible Assets, net - Goodwill (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Goodwill [Roll Forward]
Beginning balance	$ 123,694	$ 98,531
Measurement period adjustments - Ecomedic	174	0
Foreign currency translation impact	(94)	4
Ending balance	$ 123,774	$ 98,535

Stockholders’ Deficit	3 Months Ended
Stockholders’ Deficit	Mar. 31, 2022
Equity [Abstract]
Stockholders’ Deficit	Stockholders’ Deficit Common Stock The Company is authorized to issue 320,000,000 shares of Class A Common Stock, par value of $0.0001 per share. Holders of Class A Common Stock are entitled to one vote for each share. As of March 31, 2022 and December 31, 2021, there were 150,603,231 and 150,598,047, respectively, of Class A Common Stock issued and outstanding. The Class A Common Stock is entitled to one vote per share and all shares are outstanding. The Company has not declared or paid any dividends with respect to its Class A Common Stock. In connection with the Business Combination on May 4, 2021, the Company issued 35,000,000 shares of Class A Common Stock to certain qualified institutional buyers and accredited investors that agreed to purchase such shares in connection with the Business Combination for aggregate consideration of $350 million. The Company also issued 35,501,743 shares of Class A Common Stock as partial compensation to the HydraFacial Stockholders for the Business Combination. Preferred Stock The Company is authorized to issue 1,000,000 shares of preferred stock with a par value of $0.0001 per share with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. At March 31, 2022 and December 31, 2021, there were no shares of preferred stock issued or outstanding.

- Definition

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

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+ Details

Balance Sheet Components - Schedule of inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 14,723	$ 12,024
Finished goods	32,310	23,237
Total inventories	$ 47,033	$ 35,261

Net Income (Loss) Attributable to Common Shareholders - Schedule of antidilutive securities excluded from earnings per share computation (Details) - shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Convertible Notes
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded (in shares)	23,614,425	0
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded (in shares)	2,458,461	0
PSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded (in shares)	1,694,613	0
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded (in shares)	6,582,520	1,509,000

Net Income (Loss) Attributable to Common Shareholders (Tables)

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Schedule of basic and diluted earnings per share

The following table sets forth the calculation of both basic and diluted net income (loss) per share as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands, except share and per share amounts)	2022		2021
Net income (loss) available to common shareholders - basic	$	32,507	$	(3,274)
Plus: Income on Private placement warrants	(52,052)		—
Net income (loss) available to common shareholders - diluted	$	(19,545)	$	(3,274)

Weighted average common shares outstanding - basic	150,598,105		35,501,743
Effect of dilutive shares:



Private placement warrants	2,113,593		—
Weighted average common shares outstanding - diluted	152,711,698		35,501,743

Basic net income (loss) per share:	$	0.22	$	(0.09)
Diluted net income (loss) per share	$	(0.13)	$	(0.09)

Schedule of antidilutive securities excluded from earnings per share computation

The following shares have been excluded from the calculation of the weighted average diluted shares outstanding as the effect would have been anti-dilutive:



	March 31, 2022	March 31, 2021
Convertible Notes	23,614,425	—
RSUs	2,458,461	—
PSUs	1,694,613	—
Stock Options	6,582,520	1,509

Fair Value Measurements - Schedule of assets and liabilities measured at fair value on recurring basis (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Liabilities
Warrant liabilities	$ 41,765	$ 93,816
Recurring \| Money market funds
Assets
Money market funds	810,310
Recurring \| Private placement warrants
Liabilities
Warrant liabilities	41,765
Level 1 \| Recurring \| Money market funds
Assets
Money market funds	810,310
Level 1 \| Recurring \| Private placement warrants
Liabilities
Warrant liabilities	0
Level 2 \| Recurring \| Money market funds
Assets
Money market funds	0
Level 2 \| Recurring \| Private placement warrants
Liabilities
Warrant liabilities	0
Level 3 \| Recurring \| Money market funds
Assets
Money market funds	0
Level 3 \| Recurring \| Private placement warrants
Liabilities
Warrant liabilities	$ 41,765

Goodwill and Intangible Assets, net

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets, net

Goodwill and Intangible Assets, net The gross carrying amount and accumulated amortization of the Company’s intangible assets, net, as of March 31, 2022 were as follows:


(in thousands)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Estimated Useful Life (Years)
Trademarks	$	10,072	$	(3,611)	$	6,461	15
Non-compete agreement	805		(356)		449		3
Customer relationships	18,629		(5,095)		13,534		5-10
Developed technology	70,900		(47,267)		23,633		8
Patents	2,146		(320)		1,826		3-19
Capitalized software	10,016		(3,375)		6,641		3-5
Total intangible assets	$	112,568	$	(60,024)	$	52,544

The gross carrying amount and accumulated amortization of the Company’s intangible assets, net, as of December 31, 2021 were as follows:


(in thousands)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Estimated Useful Life (Years)
Trademarks	$	10,048	$	(3,442)	$	6,606	15
Non-compete agreement	809		(139)		670		3
Customer relationships	18,625		(4,391)		14,234		5-10
Developed technology	70,900		(45,051)		25,849		8
Patents	2,050		(295)		1,755		3-19
Capitalized software	9,867		(2,971)		6,896		3-5
Total intangible assets	$	112,299	$	(56,289)	$	56,010

Amortization expense was as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2022		2021
Cost of sales	$	2,241	$	2,231
General and administrative	298		502
Selling and marketing	635		188
Total amortization expense	$	3,174	$	2,921

The changes in the carrying value of goodwill are as follows:


	Three Months Ended March 31,
(in thousands)	2022		2021
Beginning balance	$	123,694	$	98,531
Measurement period adjustments - Ecomedic	174		—
Foreign currency translation impact	(94)		4
Ending balance	$	123,774	$	98,535

The goodwill arising from the Ecomedic acquisition was increased by $0.2 million due to adjustments of acquisition date tax liability estimates during the three months ended March 31, 2022.

Equity-Based Compensation

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Equity-Based Compensation

Compensation expense attributable to net stock-based compensation was as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2022		2021
Cost of sales	226		2
Selling and marketing	2,814		6
Research and development	110		—
General and administrative	3,899		26
Stock-based compensation expense	$	7,049	$	34

Restricted Stock Units (“RSUs”) and Performance-based restricted stock units (“PSUs”)

The following table summarizes the Company’s unvested equity award activity for the three months ended March 31, 2022:


			Weighted Average Grant Date Fair Value
	RSUs	PSUs	RSUs		PSUs
Outstanding - January 1, 2022	380,775	975,000	$	25.88	$	11.39
Granted	2,122,819	719,613	13.89		12.31
Vested	(8,895)	—	13.49		—
Forfeited	(36,238)	—	18.38		—
Outstanding - March 31, 2022	2,458,461	1,694,613	15.69		11.79

Income Taxes	3 Months Ended
Income Taxes	Mar. 31, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The income tax expense/(benefit) for the three months ended March 31, 2022 and March 31, 2021 is $2.6 million and $(0.3) million, respectively. The effective tax rate for the three months ended March 31, 2022 is 7.45% which is lower than the federal statutory rate of 21.0% primarily due to forecasted loses adjusted by various non-deductible expenses primarily from the revaluation of the warrants, limitation on officer’s compensation, and meals and entertainment. The effective tax rate for the three months ended March 31, 2021 is 8.55% which is lower than the federal statutory rate of 21.0% primarily due to the increase in valuation and non-deductible expense related to stock-based compensation and meals and entertainment. The Company has established a valuation allowance against a portion of its remaining deferred tax assets because it is more likely than not that certain deferred tax assets will not be realized. In determining whether deferred tax assets are realizable, the Company considered numerous factors including historical profitability, the amount of future taxable income and the existence of taxable temporary differences that can be used to realize deferred tax assets. Additionally, the Company applies ASC 740, the accounting standard governing uncertainty in income taxes that prescribes rules for recognition, measurement and classification in the financial statements of tax positions taken or expected to be taken in a tax return. The Company has gross unrecognized tax benefits of $0.1 million and $0.1 million for the three months ended March 31, 2022 and March 31, 2021, respectively. On March 11, 2021 the United States enacted the American Rescue Plan Act of 2021 (“American Rescue Plan”). The American Rescue Plan includes various income and payroll tax measures. The Company does not expect a material impact of the American Rescue Plan on the Company’s Condensed Consolidated Financial Statements and related disclosures.

- Definition

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

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+ Details

Segment Reporting (Tables)

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Summary of net sales by geographic region

Net sales by geographic region were as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands)		2022		2021
Americas		$	44,606	$	31,280
Asia-Pacific		12,901		8,791
Europe, the Middle East and Africa		17,908		7,471
Total net sales		$	75,415	$	47,542

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2022
Accounting Policies [Abstract]
New Accounting Pronouncements Not Yet Adopted	New Accounting Pronouncements Not Yet Adopted In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU 2021-08, Business Combinations (Topic 805), which primarily relates to the accounting for contract assets and contract liabilities from contracts with customers in a business combination. The standard will be effective for annual reporting periods beginning after December 31, 2022, including interim reporting periods within those periods, with early adoption permitted. We are currently evaluating the impact of adopting this new accounting guidance on our consolidated financial statements.

Long-term Debt (Tables)

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Schedule of long-term debt

The following is a summary of the Company’s Notes as of March 31, 2022:


							Fair Value
(in thousands)	Principal Amount		Unamortized Issuance Costs		Net Carrying Value		Amount		Level
1.25% Convertible Notes due 2026	$	750,000	$	19,029	$	730,971	$	680,400	Level 2

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowances for doubtful accounts	$ 2,536	$ 2,681
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	320,000,000	320,000,000
Common stock, shares issued (in shares)	150,603,231	150,598,047
Common stock, shares outstanding (in shares)	150,603,231	150,598,047
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0

Long-term Debt - Narrative (Details)				3 Months Ended		12 Months Ended
Long-term Debt - Narrative (Details)	Dec. 30, 2021 USD ($)	Sep. 14, 2021 USD ($) segment $ / shares	Sep. 09, 2021 USD ($) $ / shares	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($)
Debt Instrument [Line Items]
Event of default, default interest rate, maximum		1.00%
Amortization of debt issuance costs				$ 1,057,000	$ 0
Write off of deferred finance costs						$ 2,300,000
Debt prepayment cost						$ 2,000,000
Amortization of deferred financing costs				0	394,000
Call option
Debt Instrument [Line Items]
Initial cap price (in dollars per share) \| $ / shares			$ 47.94
Premium over sales price			100.00%
Cost of capped call transactions			$ 90,200,000
1.25% Convertible Senior Notes Due 2026 \| Convertible debt
Debt Instrument [Line Items]
Long-term debt				$ 730,971,000
Face amount		$ 750,000,000
Stated interest rate		1.25%		1.25%
Accordion feature, settlement period		13 days
Accordion feature, increase limit		$ 100,000,000
Conversion ratio		0.0314859
Conversion price (in dollars per share) \| $ / shares		$ 31.76
Convertible, threshold percentage of stock price trigger		130.00%
Convertible, threshold trading days \| segment		20
Convertible, threshold consecutive trading days \| segment		30
Convertible, minimum aggregate principal outstanding		$ 100,000,000
Event of default, cure period, interest payments		30 days
Event of default, cure period		60 days
Event of default, indebtedness threshold amount		$ 45,000,000
Event of default, minimum percent of aggregate outstanding principal due		25.00%
Event of default, default interest rate period		180 days
Debt issuance costs		$ 21,300,000
Amortization of debt issuance costs				$ 2,300,000	$ 0
Debt term				4 years 6 months
1.25% Convertible Senior Notes Due 2026 \| Convertible debt \| Level 2
Debt Instrument [Line Items]
Convertible Debt, Fair Value Disclosures				$ 680,400,000
Credit Agreement Due 2026 \| Line of credit \| Revolving credit facility
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 50,000,000
Line of credit, accordion feature	$ 50,000,000
Long-term debt				$ 0
Leverage ratio, maximum	3.00
Fixed charge coverage ratio, minimum	1.15
Unused commitment fee percentage				0.25%
Credit Agreement Due 2026 \| Line of credit \| Revolving credit facility \| Minimum
Debt Instrument [Line Items]
Unused commitment fee percentage	0.25%
Credit Agreement Due 2026 \| Line of credit \| Revolving credit facility \| Minimum \| LIBOR \| Variable rate one
Debt Instrument [Line Items]
Basis spread on variable rate	2.00%
Credit Agreement Due 2026 \| Line of credit \| Revolving credit facility \| Minimum \| Base rate \| Variable rate two
Debt Instrument [Line Items]
Basis spread on variable rate	1.00%
Credit Agreement Due 2026 \| Line of credit \| Revolving credit facility \| Maximum
Debt Instrument [Line Items]
Unused commitment fee percentage	0.35%
Credit Agreement Due 2026 \| Line of credit \| Revolving credit facility \| Maximum \| LIBOR \| Variable rate one
Debt Instrument [Line Items]
Basis spread on variable rate	2.50%
Credit Agreement Due 2026 \| Line of credit \| Revolving credit facility \| Maximum \| Base rate \| Variable rate two
Debt Instrument [Line Items]
Basis spread on variable rate	1.50%

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash flows from operating activities:
Net income (loss)	$ 32,507	$ (3,274)
Adjustments to reconcile net income (loss) to net cash from operating
Depreciation of property and equipment	1,416	690
Amortization of capitalized software	404	0
Provision for doubtful accounts	229	19
Amortization of right-of-use assets	1,055	0
Amortization of intangible assets	3,174	2,921
Amortization of other assets	135	33
Amortization of deferred financing costs	0	394
Stock-based compensation	7,049	34
Loss on sale and disposal of assets	829	0
In-kind interest	0	2,182
Deferred income tax benefit	0	(842)
Change in fair value adjustment of warrant liabilities	(52,052)	0
Amortization of debt issuance costs	1,057	0
Changes in operating assets and liabilities:
Accounts receivable	(14,152)	(8,457)
Prepaid expense and other current assets	(2,052)	(975)
Income taxes receivable	3,342	217
Inventory	(11,875)	1,411
Other assets	(1,587)	(1,182)
Accounts payable	(2,664)	3,067
Accrued payroll and other expenses	(8,252)	5,018
Other long-term liabilities	11	(81)
Lease liabilities	(954)	0
Income taxes payable	3,909	86
Net cash (used in) provided by operating activities	(38,471)	1,261
Cash flows used in investing activities:
Capital expenditures for intangible assets	(276)	(170)
Capital expenditures for property and equipment	(3,149)	(818)
Net cash used in investing activities	(3,425)	(988)
Cash flows from financing activities:
Payment of contingent consideration from acquisition of business	(783)	0
Proceeds from revolving facility	0	5,000
Repayment of term loan	0	(443)
Payments for transaction costs	0	(180)
Net cash (used in) provided by financing activities	(783)	4,377
Net (decrease) increase in cash and cash equivalents	(42,679)	4,650
Effect of foreign currency translation on cash	30	(21)
Cash and cash equivalents, beginning of period	901,886	9,486
Cash and cash equivalents, end of period	859,237	14,115
Supplemental disclosures of cash flow information and non-cash investing and financing activities:
Cash paid for interest	5,130	3,123
Cash received for income taxes	3,645	0
Capital expenditures included in accounts payable	647	863
Deferred unpaid offering costs	$ 0	$ 2,203

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsOther than as disclosed elsewhere, no subsequent events have occurred that would require recognition in the condensed consolidated financial statements or disclosure in the accompanying notes.

Revenue Recognition (Tables)

3 Months Ended

Mar. 31, 2022

Revenue from Contract with Customer [Abstract]

Disaggregation of revenue

The Company’s revenue disaggregated by major product line consists of the following for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2022		2021
Net Sales
Delivery Systems	$	41,647	$	25,672
Consumables	33,768		21,870
Total net sales	$	75,415	$	47,542

Fair Value Measurements

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value Measurements

The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually.

The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:

Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.

Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.

The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at March 31, 2022, and indicates the fair value hierarchy of the valuation inputs the Company utilized to

determine such fair value. As of the Business Combination date, the Private Placement Warrants were valued using the Public Warrant Price, and was considered to be a Level 2 financial instrument as of that date. As of March 31, 2022, the value of the Private Placement Warrants was determined using a Monte Carlo simulation, and as such, were classified as a Level 3 financial instrument. There were no Public Warrants outstanding as of March 31, 2022. There were no valuation level transfers during the three months ended March 31, 2022.


	Fair Value Measurements on a Recurring Basis
(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Cash and cash equivalents:
Money market funds	$	810,310	$	—	$	—	$	810,310
Liabilities

Warrant liability — Private Placement Warrants	—		—		41,765		41,765

Money Market Funds

The Company’s investment in money market funds that are classified as cash equivalents hold underlying investments with a weighted average maturity of 90 days or less and are recognized at fair value. The valuations of these securities are based on quoted prices in active markets for identical assets, when available, or pricing models whereby all significant inputs are observable or can be derived from or corroborated by observable market data. The Company reviews security pricing and assesses liquidity on a quarterly basis. As of March 31, 2022, the Company’s U.S. portfolio had no material exposure to money market funds with a fluctuating net asset value.

Warrant Liabilities

The Public Warrants and Private Placement Warrants (collectively, the “Warrants”) were accounted for as liabilities in accordance with ASC 815-40 and are presented within Warrant liabilities on the Company’s Condensed Consolidated Balance Sheets. The Warrants are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the Company’s Condensed Consolidated Statements of Comprehensive Loss. At March 31, 2022, the outstanding Private Placement Warrants were valued using a Monte Carlo simulation because these Warrants are subject to redemption if the reference value of the common stock, as defined, is between $10.00 and $18.00 per share. The Private Placement Warrants are classified as a Level 3 financial instruments as of March 31, 2022. There were no Public Warrants outstanding as of March 31, 2022.

On October 4, 2021, the Company issued a press release stating that it would redeem all of the Public Warrants that remained outstanding following 5:00 p.m. New York City time on November 3, 2021, for a redemption price of $0.10 per Public Warrant. All 16.2 million outstanding Public Warrants were either exercised for cash or on a cashless basis or were redeemed. These outstanding Public Warrants that were exercised comprised 15.3 million Public Warrants issued in connection with the Vesper initial public offering and an additional 0.9 million warrants that became Public Warrants due to the sale of Private Placement Warrants. Approximately 16.1 million Public Warrants were exercised for cash at an exercise price of $11.50 per share of Class A Common Stock, 74,104 Public Warrants were exercised on a cashless basis in exchange for an aggregate of 26,732 shares of Class A Common Stock, and 75,016 warrants were redeemed for $0.10 per warrant, in each case in accordance with the terms of the Warrant Agreement. In 2021, total cash proceeds generated from exercises of the Public Warrants were $185.4 million. In addition, 0.3 million Private Placement Warrants were exercised in 2021 for total cash proceeds of $3.0 million. As of March 31, 2022, the Company had approximately 7 million Private Placement Warrants outstanding.

- 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

Property and Equipment, net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Less: accumulated depreciation and amortization	$ (9,803)		$ (8,561)
Property and equipment, net	17,859		16,183
Depreciation of property and equipment	1,416	$ 690
Cost of sales
Property, Plant and Equipment [Line Items]
Depreciation of property and equipment	414	305
General and administrative
Property, Plant and Equipment [Line Items]
Depreciation of property and equipment	479	385
Selling and marketing
Property, Plant and Equipment [Line Items]
Depreciation of property and equipment	523	$ 0
Depreciable property and equipment
Property, Plant and Equipment [Line Items]
Plant and equipment, including finance lease, gross	24,235		19,391
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Plant and equipment, including finance lease, gross	$ 4,327		4,074
Furniture and fixtures \| Minimum
Property, Plant and Equipment [Line Items]
Useful life (years)	2 years
Furniture and fixtures \| Maximum
Property, Plant and Equipment [Line Items]
Useful life (years)	7 years
Computers and equipment
Property, Plant and Equipment [Line Items]
Plant and equipment, including finance lease, gross	$ 4,839		4,010
Computers and equipment \| Minimum
Property, Plant and Equipment [Line Items]
Useful life (years)	3 years
Computers and equipment \| Maximum
Property, Plant and Equipment [Line Items]
Useful life (years)	5 years
Machinery and equipment
Property, Plant and Equipment [Line Items]
Plant and equipment, including finance lease, gross	$ 4,108		3,669
Machinery and equipment \| Minimum
Property, Plant and Equipment [Line Items]
Useful life (years)	2 years
Machinery and equipment \| Maximum
Property, Plant and Equipment [Line Items]
Useful life (years)	5 years
Autos and trucks
Property, Plant and Equipment [Line Items]
Useful life (years)	5 years
Plant and equipment, including finance lease, gross	$ 1,157		1,163
Tooling
Property, Plant and Equipment [Line Items]
Useful life (years)	5 years
Plant and equipment, including finance lease, gross	$ 1,708		1,389
Leasehold improvements
Property, Plant and Equipment [Line Items]
Plant and equipment, including finance lease, gross	8,096		5,086
Construction in progress
Property, Plant and Equipment [Line Items]
Plant and equipment, including finance lease, gross	$ 3,427		$ 5,353

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 859,237	$ 901,886
Accounts receivable, net of allowances for doubtful accounts of $2,536 and $2,681 at March 31, 2022 and December 31, 2021, respectively	60,769	46,824
Prepaid expenses and other current assets	13,554	12,322
Income tax receivable	1,801	4,599
Inventories	47,033	35,261
Total current assets	982,394	1,000,892
Property and equipment, net	17,859	16,183
Right-of-use assets, net	14,251	14,992
Intangible assets, net	52,544	56,010
Goodwill	123,774	123,694
Deferred income tax assets, net	330	330
Other assets	8,026	6,705
TOTAL ASSETS	1,199,178	1,218,806
Current liabilities:
Accounts payable	26,962	29,049
Accrued payroll-related expenses	21,383	28,662
Other accrued expenses	12,419	14,722
Lease liabilities, current	3,969	3,712
Income tax payable	4,197	292
Total current liabilities	68,930	76,437
Other long-term liabilities	11	0
Lease liabilities, non-current	12,032	12,781
Deferred income tax liabilities, net	3,761	3,561
Warrant liabilities	41,765	93,816
Convertible senior notes, net	730,971	729,914
TOTAL LIABILITIES	857,470	916,509
Commitments (Note 13)
Stockholders’ equity:
Class A Common Stock, $0.0001 par value; 320,000,000 shares authorized; 150,603,231 and 150,598,047 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively	16	16
Preferred Stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding at March 31, 2022 and December 31, 2021	0	0
Additional paid-in capital	729,299	722,250
Accumulated other comprehensive loss	(1,402)	(1,257)
Accumulated deficit	(386,205)	(418,712)
Total stockholders’ equity	341,708	302,297
LIABILITIES AND STOCKHOLDERS’ EQUITY	$ 1,199,178	$ 1,218,806

Goodwill and Intangible Assets, net (Tables)

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of intangible assets

The gross carrying amount and accumulated amortization of the Company’s intangible assets, net, as of March 31, 2022 were as follows:


(in thousands)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Estimated Useful Life (Years)
Trademarks	$	10,072	$	(3,611)	$	6,461	15
Non-compete agreement	805		(356)		449		3
Customer relationships	18,629		(5,095)		13,534		5-10
Developed technology	70,900		(47,267)		23,633		8
Patents	2,146		(320)		1,826		3-19
Capitalized software	10,016		(3,375)		6,641		3-5
Total intangible assets	$	112,568	$	(60,024)	$	52,544

The gross carrying amount and accumulated amortization of the Company’s intangible assets, net, as of December 31, 2021 were as follows:


(in thousands)	Gross Carrying Value		Accumulated Amortization		Net Carrying Value		Estimated Useful Life (Years)
Trademarks	$	10,048	$	(3,442)	$	6,606	15
Non-compete agreement	809		(139)		670		3
Customer relationships	18,625		(4,391)		14,234		5-10
Developed technology	70,900		(45,051)		25,849		8
Patents	2,050		(295)		1,755		3-19
Capitalized software	9,867		(2,971)		6,896		3-5
Total intangible assets	$	112,299	$	(56,289)	$	56,010

Schedule of intangible assets amortization expense

Amortization expense was as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2022		2021
Cost of sales	$	2,241	$	2,231
General and administrative	298		502
Selling and marketing	635		188
Total amortization expense	$	3,174	$	2,921

Schedule of goodwill

The changes in the carrying value of goodwill are as follows:


	Three Months Ended March 31,
(in thousands)	2022		2021
Beginning balance	$	123,694	$	98,531
Measurement period adjustments - Ecomedic	174		—
Foreign currency translation impact	(94)		4
Ending balance	$	123,774	$	98,535

Related-Party Transactions - Narrative (Details)			3 Months Ended
Related-Party Transactions - Narrative (Details)	May 04, 2021 USD ($) tradingDay $ / shares shares	Dec. 01, 2016 USD ($)	Mar. 31, 2022 USD ($)	Mar. 31, 2021 USD ($)	Apr. 10, 2020 USD ($)
Related Party Transaction [Line Items]
Stock issued upon conversion (in shares) \| shares	11,500,000
Reverse recapitalization, lock-up agreement, lock up period	180 days
Payment of transaction costs	$ 57,000,000
Private placement warrants
Related Party Transaction [Line Items]
Reverse recapitalization, contingent consideration, earnout period	30 days
Affiliated entity
Related Party Transaction [Line Items]
Operating lease cost			$ 200,000	$ 100,000
Investor \| Credit Agreement \| Line of credit
Related Party Transaction [Line Items]
Interest rate, paid in kind					2.00%
Investor \| Credit Agreement \| Line of credit \| Prepaid prior to April 10, 2021 \| Secured debt
Related Party Transaction [Line Items]
Early prepayment fee					2.00%
Investor \| Credit Agreement \| Line of credit \| Prepaid between April 11, 2021 and April 10, 2022 \| Secured debt
Related Party Transaction [Line Items]
Early prepayment fee					1.00%
Investor \| Term A Loan \| Line of credit \| Secured debt
Related Party Transaction [Line Items]
Face amount					$ 30,000,000
Financial and management advisory services \| Affiliated entity
Related Party Transaction [Line Items]
Monitoring fee, quarterly amount		$ 125,000
Monitoring fee, percentage of preceding 12-month EBITDA		1.25%
Transaction rate	1.00%
Related party, agreement term	1 year
Related party, expiration period	12 months
Transaction amount			0	100,000
Payment of transaction costs			21,000,000
Financial and management advisory services \| Minimum \| Affiliated entity
Related Party Transaction [Line Items]
Transaction rate		1.00%
Financial and management advisory services \| Maximum \| Affiliated entity
Related Party Transaction [Line Items]
Transaction rate		2.00%
Miami Beach Office reimbursement expense \| Affiliated entity
Related Party Transaction [Line Items]
Transaction amount			$ 0	$ 0
LCP
Related Party Transaction [Line Items]
Reverse recapitalization, threshold percentage to designate one director	10.00%
Reverse recapitalization, threshold percentage to designate two directors	15.00%
Reverse recapitalization, threshold percentage to designate three directors	40.00%
Reverse recapitalization, threshold percentage to designate one director on board	10.00%
Vesper Founders
Related Party Transaction [Line Items]
Reverse recapitalization, contingent consideration, earnout period	1 year
Reverse recapitalization, contingent consideration, stock price trigger (in dollars per share) \| $ / shares	$ 12.00
Reverse recapitalization, contingent consideration, threshold days \| tradingDay	20
Reverse recapitalization, contingent consideration, consecutive threshold days \| tradingDay	30
Reverse recapitalization, contingent consideration, commencement period	150 days

Concentrations	3 Months Ended
Concentrations	Mar. 31, 2022
Risks and Uncertainties [Abstract]
Concentrations	Concentrations As of March 31, 2022, the Company had no customers that accounted for 10% or more of the Accounts receivable balance. As of December 31, 2021, the Company had no customers that accounted for 10% or more of the Accounts receivable balance. No single customer accounted for 10% or more of consolidated Net sales during the three months ended March 31, 2022 and March 31, 2021.

Revenue Recognition

3 Months Ended

Mar. 31, 2022

Revenue from Contract with Customer [Abstract]

Revenue Recognition

The Company has determined that each of its products is distinct and represents a separate performance obligation. The customer can benefit from each product on its own or together with other resources that are readily available to the customer. The products are separately identifiable from other promises in the contract. Control over the Company’s products generally transfers to the customer upon shipment of the products from the Company’s warehouse facility. Therefore, revenue associated with product purchases is recognized at a point in time upon shipment to the intended customer.

Disaggregated Revenue

The Company generates revenue through manufacturing and selling HydraFacial Delivery Systems (“Delivery Systems”). In conjunction with the sale of Delivery Systems, HydraFacial also sells its serum solutions and consumables (collectively “Consumables”). Consumables are sold solely and exclusively by HydraFacial and are available for purchase separately from the purchase of Delivery Systems. For both Delivery Systems and Consumables, revenue is recognized upon transfer of control to the customer, which generally takes place at the point of shipment.

The Company’s revenue disaggregated by major product line consists of the following for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2022		2021
Net Sales
Delivery Systems	$	41,647	$	25,672
Consumables	33,768		21,870
Total net sales	$	75,415	$	47,542

See Note 17 for revenue disaggregated by geographical region.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130554-203045

+ Details

Balance Sheet Components - Schedule of accrued payroll-related expenses (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Accrued compensation	$ 7,482	$ 15,262
Accrued payroll taxes	1,805	922
Accrued benefits	4,573	3,022
Accrued sales commissions	7,523	9,456
Total accrued payroll-related expenses	$ 21,383	$ 28,662

Leases	3 Months Ended
Leases	Mar. 31, 2022
Leases [Abstract]
Leases	Leases The Company does not own any real estate. The majority of the Company’s lease liability consists of the Company’s international office spaces and warehouses, all of which are classified as operating leases. The Company’s finance leases relate to leased equipment such as office and warehouse equipment. The finance lease balances are not material but are included in property and equipment, other accrued liabilities, and other long-term liabilities of the Condensed Consolidated Balance Sheets. There were no material changes to the Company’s lease portfolio subsequent to December 31, 2021.

Goodwill and Intangible Assets, net - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Increase in goodwill	$ 174	$ 0
Ecomedic
Finite-Lived Intangible Assets [Line Items]
Increase in goodwill	$ 200

Segment Reporting

3 Months Ended

Mar. 31, 2022

Segment Reporting [Abstract]

Segment Reporting

The Company manages its business on the basis of one operating segment and one reportable segment. As a result, the chief operating decision maker, who is the Chief Executive Officer, decides how to allocate resources and assess performance, reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocates resources and evaluates financial performance.

Net sales by geographic region were as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands)		2022		2021
Americas		$	44,606	$	31,280
Asia-Pacific		12,901		8,791
Europe, the Middle East and Africa		17,908		7,471
Total net sales		$	75,415	$	47,542

As of March 31, 2022 and December 31, 2021 substantially all of the Company’s property, plant and equipment was held in the United States.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

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+ Details

Description of Business	3 Months Ended
Description of Business	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business The Beauty Health Company, formerly known as Vesper Healthcare Acquisition Corp. (the “Company” or “BeautyHealth”), was incorporated in Delaware on July 8, 2020. The Company was originally formed for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. On May 4, 2021 (the “Closing Date”), the Company consummated the previously announced business combination pursuant to that certain Agreement and Plan of Merger, dated December 8, 2020 (the “Merger Agreement”), by and among Vesper Healthcare Acquisition Corp. (“Vesper”), Hydrate Merger Sub I, Inc. (“Merger Sub I”), Hydrate Merger Sub II, LLC (“Merger Sub II”), LCP Edge Intermediate, Inc., the indirect parent of Edge Systems LLC d/b/a The HydraFacial Company (“HydraFacial”), and LCP Edge Holdco, LLC (“LCP,” or “Former Parent,” and, in its capacity as the stockholders’ representative, the “Stockholders’ Representative”), which provided for: (a) the merger of Merger Sub I with and into HydraFacial, with HydraFacial continuing as the surviving corporation (the “First Merger”), and (b) immediately following the First Merger and as part of the same overall transaction as the First Merger, the merger of HydraFacial with and into Merger Sub II, with Merger Sub II continuing as the surviving entity (the “Second Merger” and, together with the First Merger, the “Mergers” and, together with the other transactions contemplated by the Merger Agreement, the “Business Combination”). As a result of the First Merger, the Company owns 100% of the outstanding common stock of HydraFacial and each share of common stock and preferred stock of HydraFacial has been cancelled and converted into the right to receive a portion of the consideration payable in connection with the Mergers. As a result of the Second Merger, the Company owns 100% of the outstanding interests in Merger Sub II. In connection with the closing of the Business Combination (the “Closing”), the Company owns, directly or indirectly, 100% of the stock of HydraFacial and its subsidiaries and the stockholders of HydraFacial as of immediately prior to the effective time of the First Merger (the “HydraFacial Stockholders”) hold a portion of the Company’s Class A Common Stock, par value $0.0001 per share (the “Class A Common Stock”). In connection with the Closing, the Company changed its name from “Vesper Healthcare Acquisition Corp.” to “The Beauty Health Company.” Following the Closing, on May 6, 2021, the Company’s Class A Common Stock and publicly traded warrants were listed on the Nasdaq Capital Market (“Nasdaq”) under the symbols, “SKIN” and “SKINW”, respectively. The transactions set forth in the Merger Agreement constitute a “Business Combination” as contemplated by Vesper’s Second Amended and Restated Certificate of Incorporation. Unless the context otherwise requires, in this Quarterly Report on Form 10-Q, the “Company” refers to Vesper Healthcare Acquisition Corp. prior to the closing of the Business Combination and to the combined company and its subsidiaries following the Closing and “HydraFacial” refers to the business of LCP Edge Intermediate, Inc. and its subsidiaries prior to the Closing. References to “Vesper” refer to Vesper Healthcare Acquisition Corp. prior to the consummation of the Business Combination. The Company is a category-creating beauty health company focused on bringing innovative products to market. The Company and its subsidiaries design, develop, manufacture, market, and sell a/esthetic technologies and products. The Company’s flagship brand, HydraFacial, is a non-invasive and approachable beauty health platform and ecosystem. HydraFacial uses a unique delivery system to cleanse, extract, and hydrate with their patented hydradermabrasion technology and serums that are made with nourishing ingredients. The COVID-19 pandemic has had, and may continue to have adverse impacts on our business. As government authorities around the world continue to implement significant measures intended to control the spread of the virus and institute restrictions on commercial operations, while simultaneously implementing policies designed to reopen certain markets, we are working to ensure our compliance and maintain business continuity for essential operations. The extent to which the COVID-19 pandemic impacts our business going forward will depend on numerous factors we cannot reliably predict, including the duration and scope of the pandemic; businesses and individuals’ actions in response to the pandemic; and the impact on economic activity including the possibility of recession or financial market instability.

Property and Equipment, net

3 Months Ended

Mar. 31, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment, net

Property and equipment consist of the following as of the periods indicated:


(in thousands)	Useful life (years)	March 31, 2022		December 31, 2021
Furniture and fixtures	2-7	$	4,327	$	4,074
Computers and equipment	3-5	4,839		4,010
Machinery and equipment	2-5	4,108		3,669
Autos and trucks	5	1,157		1,163
Tooling	5	1,708		1,389
Leasehold improvements	Shorter of remaining lease term or estimated useful life	8,096		5,086
Total property and equipment		24,235		19,391
Less: accumulated depreciation and amortization		(9,803)		(8,561)
Construction in progress		3,427		5,353
Property and equipment, net		$	17,859	$	16,183

Depreciation expense was as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2022		2021
Cost of sales	$	414	$	305
General and administrative	479		385
Selling and marketing	523		—
Total depreciation expense	$	1,416	$	690

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Mar. 31, 2021
Income Tax Disclosure [Abstract]
Income tax expense (benefit)	$ 2,615	$ (306)
Effective tax rate (as a percent)	7.45%	8.55%
Gross unrecognized tax benefits	$ 100	$ 100

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Stockholders’ Deficit (Details) $ / shares in Units, $ in Millions	May 04, 2021 USD ($) shares	Mar. 31, 2022 vote $ / shares shares	Dec. 31, 2021 $ / shares shares	May 03, 2021 $ / shares
Class of Stock [Line Items]
Common stock, shares authorized (in shares)		320,000,000	320,000,000
Common stock, par value (in dollars per share) \| $ / shares		$ 0.0001	$ 0.0001	$ 0.0001
Common stock, number of votes \| vote		1
Common stock, shares issued (in shares)		150,603,231	150,598,047
Common stock, shares outstanding (in shares)		150,603,231	150,598,047
Consideration received on transaction \| $	$ 350.0
Legacy HydraFacial shares (in shares)	35,501,743
Preferred stock, shares authorized (in shares)		1,000,000	1,000,000
Preferred stock, par value (in dollars per share) \| $ / shares		$ 0.0001	$ 0.0001
Preferred stock, shares issued (in shares)		0	0
Preferred stock, shares outstanding (in shares)		0	0
Class A common stock
Class of Stock [Line Items]
Common stock, shares issued (in shares)	125,329,053
Common stock, shares outstanding (in shares)	125,329,053
Consideration received on transaction (in shares)	35,000,000
Consideration received on transaction \| $	$ 350.0
Legacy HydraFacial shares (in shares)	35,501,743

Long-term Debt

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Long-term Debt

Credit Facility

On December 30, 2021, Edge Systems LLC, a California limited liability company (the “Borrower”) and an indirect wholly owned subsidiary of The Beauty Health Company, as borrower, entered into a Credit Agreement (the “Credit Agreement”) with Edge Systems Intermediate LLC, an indirect wholly owned subsidiary of the Company and the direct parent of the Borrower that holds the Company’s foreign and domestic operating entities, and The Hydrafacial Company Mexico Holdings, LLC, a direct wholly owned subsidiary of the Borrower that conducts the Mexican business operations , as guarantors (the “Guarantors” and, together with the Borrower, the “Loan Parties”), and JPMorgan Chase Bank, N.A., as administrative agent.

The Credit Agreement provides for a $50 million revolving credit facility with a maturity date of December 30, 2026. In addition, the Borrower has the ability from time to time to increase the revolving commitments or enter into one or more tranches of term loans up to an additional aggregate amount not to exceed $50 million, subject to receipt of lender commitments and certain conditions precedent. As of March 31, 2022 the Credit Agreement remains undrawn and there is no outstanding balance under the revolving credit facility.

Borrowings under the Credit Agreement are secured by certain collateral of the Loan Parties and are guaranteed by the Guarantors, each of whom will derive substantial benefit from the revolving credit facility. In specified circumstances, additional guarantors are required to be added. The Credit Agreement contains various restrictive covenants subject to certain exceptions, including limitations on the Borrower’s ability to incur indebtedness and certain liens, make certain investments, become liable under contingent obligations in certain circumstances, make certain restricted payments, make certain

dispositions within guidelines and limits, engage in certain affiliate transactions, alter its fundamental business or make certain fundamental changes, and requirements to maintain financial covenants, including maintaining a leverage ratio of no greater than 3.00 to 1.00 and maintaining a fixed charge coverage ratio of not less than 1.15 to 1.00.

The leverage ratio also determines pricing under the Credit Agreement. At the Borrower’s option, borrowings under the revolving credit facility accrue interest at a rate equal to either LIBOR or a specified base rate plus an applicable margin. The applicable margin is linked to the leverage ratio. The margins range from 2.00% to 2.50% per annum for LIBOR loans and 1.00% to 1.50% per annum for base rate loans. The revolving credit facility is subject to a commitment fee payable on the unused revolving credit facility commitments ranging from 0.25% to 0.35%, depending on the Borrower’s leverage ratio. As of March 31, 2022 the Company’s unused commitment rate was 0.25%. The Borrower is also required to pay certain fees to the administrative agent and letter of credit issuers under the revolving credit facility. During the term of the revolving credit facility, the Borrower may borrow, repay and re-borrow amounts available under the revolving credit facility, subject to voluntary reductions of the swing line, letter of credit and revolving credit commitments.

Convertible Senior Notes

On September 14, 2021, the Company issued an aggregate of $750 million in principal amount of its 1.25% Convertible Senior Notes due 2026 (the “Notes”). The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of September 14, 2021, between the Company and U.S. Bank National Association, as trustee. Pursuant to the purchase agreement between the Company and the initial purchasers of the Notes, the Company granted the initial purchasers an option to purchase, for settlement within a period of 13 days from, and including, the date the Notes were first issued, up to an additional $100 million principal amount of Notes. The Notes issued on September 14, 2021 include the $100 million principal amount of Notes issued pursuant to the full exercise by the initial purchasers of such option.

The Notes are the Company’s senior, unsecured obligations and are (i) equal in right of payment with the Company’s existing and future senior, unsecured indebtedness; (ii) senior in right of payment to the Company’s existing and future indebtedness that is expressly subordinated to the Notes; (iii) effectively subordinated to the Company’s existing and future secured indebtedness, to the extent of the value of the collateral securing that indebtedness; and (iv) structurally subordinated to all existing and future indebtedness and other liabilities, including trade payables, and (to the extent the Company is not a holder thereof) preferred equity, if any, of the Company’s subsidiaries.

The Notes accrue interest at a rate of 1.25% per annum, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on April 1, 2022. The Notes mature on October 1, 2026, unless earlier repurchased, redeemed or converted. Before April 1, 2026, noteholders have the right to convert their Notes only upon the occurrence of certain events. From and after April 1, 2026, noteholders may convert their Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the Company’s election. The initial conversion rate is 31.4859 shares of common stock per $1,000 principal amount of Notes, which represents an initial conversion price of approximately $31.76 per share of common stock. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.

The Notes are redeemable, in whole or in part (subject to certain limitations described below), at the Company’s option at any time, and from time to time, on or after October 6, 2024, and on or before the 40th scheduled trading day immediately before the maturity date, but only if certain liquidity conditions are satisfied and the last reported sale price per share of the Company’s common stock exceeds 130% of the conversion price on (i) each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the trading day immediately before the date the Company sends the related redemption notice; and (ii) the trading day immediately before the date the Company sends such notice. However, the Company may not redeem less than all of the outstanding notes unless at least $100.0 million aggregate principal amount of notes are outstanding and not called for redemption as of the time the Company sends the related redemption notice. The redemption price will be a cash amount equal to the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, calling any Note for redemption will constitute a Make-Whole Fundamental Change with respect to that Note, in which case the conversion rate applicable to the conversion of that Note will be increased in certain circumstances if it is converted after it is called for redemption.

If certain corporate events that constitute a “Fundamental Change” (as defined in the Indenture) occur, then, subject to a limited exception for certain cash mergers, noteholders may require the Company to repurchase their Notes at a cash repurchase

price equal to the principal amount of the Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date. The definition of Fundamental Change includes certain business combination transactions involving the Company and certain de-listing events with respect to the Company’s common stock.

The Notes have customary provisions relating to the occurrence of “Events of Default” (as defined in the Indenture), which include the following: (i) certain payment defaults on the Notes (which, in the case of a default in the payment of interest on the Notes, will be subject to a 30-day cure period); (ii) the Company’s failure to send certain notices under the Indenture within specified periods of time; (iii) the Company’s failure to convert a Note upon the exercise of the conversion right with respect to such Note, subject to a three business-day cure period; (iv) the Company’s failure to comply with certain covenants in the Indenture relating to the Company’s ability to consolidate with or merge with or into, or sell, lease or otherwise transfer, in one transaction or a series of transactions, all or substantially all of the assets of the Company and its subsidiaries, taken as a whole, to another person; (v) a default by the Company in its other obligations or agreements under the Indenture or the Notes if such default is not cured or waived within 60 days after notice is given in accordance with the Indenture; (vi) certain defaults by the Company or any of its subsidiaries with respect to indebtedness for money borrowed of at least $45,000,000; (vii) the rendering of certain judgments against the Company or any of its significant subsidiaries for the payment of at least $45,000,000, where such judgments are not discharged or stayed within 60 days after the date on which the right to appeal has expired or on which all rights to appeal have been extinguished and (viii) certain events of bankruptcy, insolvency and reorganization involving the Company or any of its significant subsidiaries.

If an Event of Default involving bankruptcy, insolvency or reorganization events with respect to the Company (and not solely with respect to a significant subsidiary of the Company) occurs, then the principal amount of, and all accrued and unpaid interest on, all of the Notes then outstanding will immediately become due and payable without any further action or notice by any person. If any other Event of Default occurs and is continuing, then, the Trustee, by notice to the Company, or noteholders of at least 25% of the aggregate principal amount of Notes then outstanding, by notice to the Company and the Trustee, may declare the principal amount of, and all accrued and unpaid interest on, all of the Notes then outstanding to become due and payable immediately. However, notwithstanding the foregoing, the Company may elect, at its option, that the sole remedy for an Event of Default relating to certain failures by the Company to comply with certain reporting covenants in the Indenture consists exclusively of the right of the noteholders to receive special interest on the Notes for up to 180 days at a specified rate per annum not exceeding 1.00% on the principal amount of the Notes.

The Notes were issued to the initial purchasers of such Notes in transactions not involving any public offering in reliance upon Section 4(a)(2) of the Securities Act. The Notes were resold by the initial purchasers to persons whom the initial purchasers reasonably believe are “qualified institutional buyers,” as defined in, and in accordance with, Rule 144A under the Securities Act.

The total amount of debt issuance costs of $21.3 million was recorded as a reduction to “Convertible senior notes, net” in the Company’s Condensed Consolidated Balance Sheets and are being amortized as interest expense over the term of the Notes using the effective interest method. During the three months ended March 31, 2022, the Company recognized $2.3 million in interest expense related to the amortization of the debt issuance costs related to the Notes. There was no such expense related to the Notes in the three months ended March 31, 2021.

The following is a summary of the Company’s Notes as of March 31, 2022:


							Fair Value
(in thousands)	Principal Amount		Unamortized Issuance Costs		Net Carrying Value		Amount		Level
1.25% Convertible Notes due 2026	$	750,000	$	19,029	$	730,971	$	680,400	Level 2

The Notes are carried at face value less the unamortized debt issuance costs on the Company’s Consolidated Balance Sheets. As of March 31, 2022, the estimated fair value of the Notes was approximately $680 million. The estimated fair value of the Notes was determined based on the actual bid price of the Notes on March 31, 2022.

As of March 31, 2022, the remaining life of the Notes is approximately 4.5 years.

Capped Call Transactions

On September 9, 2021, in connection with the pricing of the offering of Notes, the Company entered into privately negotiated capped call transactions (the “Base Capped Call Transactions”) with Bank of Montreal, Credit Suisse Capital LLC, Deutsche Bank AG, London Branch, Goldman Sachs & Co. LLC, JPMorgan Chase Bank, National Association, Mizuho Markets Americas LLC and Wells Fargo Bank, National Association (the “Option Counterparties”). In addition, on September 10, 2021, in connection with the initial purchasers’ exercise of their option to purchase additional Notes, the Company entered into additional capped call transactions (the “Additional Capped Call Transactions,” and, together with the Base Capped Call Transactions, the “Capped Call Transactions”) with each of the Option Counterparties. The Capped Call Transactions cover, subject to customary anti-dilution adjustments, the aggregate number of shares of the Company’s common stock that initially underlie the Notes, and are expected generally to reduce potential dilution to the Company’s common stock upon any conversion of Notes and/or offset any cash payments the Company is required to make in excess of the principal amount of converted Notes, as the case may be, with such reduction and/or offset subject to a cap, based on the cap price of the Capped Call Transactions. The cap price of the Capped Call Transactions is initially $47.94, which represents a premium of 100% over the last reported sale price of the Company’s common stock on September 9, 2021. The cost of the Capped Call Transactions was approximately $90.2 million.

The Capped Call Transactions are separate transactions, each between the Company and the applicable Option Counterparty, and are not part of the terms of the Notes and do not affect any holder’s rights under the Notes or the Indenture. Holders of the Notes will not have any rights with respect to the Capped Call Transactions.

Business Combination

In connection with the Closing of the Business Combination, all of HydraFacial’s existing debt under its credit facilities were repaid and its credit facilities were extinguished. The related write-off of the deferred financing costs totaled $2.3 million and prepayment penalties totaled $2.0 million in 2021. Both are included in the Other expense (income), net on the Company’s Consolidated Statements of Comprehensive Loss.

Deferred financing costs expense prior to the Closing of the Business Combination for the three months ended March 31, 2021 amounted to $0.4 million and is included in Interest expense, net on the Company’s Consolidated Statements of Comprehensive Loss.

- 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.

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-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI http://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Balance Sheet Components

3 Months Ended

Mar. 31, 2022

Inventory Disclosure [Abstract]

Balance Sheet Components

Inventories consist of the following as of the periods indicated:


(in thousands)	March 31, 2022		December 31, 2021
Raw materials	$	14,723	$	12,024

Finished goods	32,310		23,237
Total inventories	$	47,033	$	35,261

Accrued payroll-related expenses consist of the following as of the periods indicated:


(in thousands)	March 31, 2022		December 31, 2021
Accrued compensation	$	7,482	$	15,262
Accrued payroll taxes	1,805		922
Accrued benefits	4,573		3,022
Accrued sales commissions	7,523		9,456
Total accrued payroll-related expenses	$	21,383	$	28,662

Other accrued expenses consist of the following as of the periods indicated:


(in thousands)	March 31, 2022		December 31, 2021
Sales and VAT tax payables	$	4,356	$	5,817
Accrued interest	—		2,786
Contingent consideration	—		783
Note payable due seller	2,124		2,153
Royalty liabilities	840		1,074
Other	5,099		2,109
Total other accrued expenses	$	12,419	$	14,722

Long-term Debt - Schedule of long-term debt (Details) - Convertible debt - 1.25% Convertible Senior Notes Due 2026 - USD ($) $ in Thousands	Mar. 31, 2022	Sep. 14, 2021
Debt Instrument [Line Items]
Stated interest rate	1.25%	1.25%
Principal Amount	$ 750,000
Unamortized Issuance Costs	19,029
Net Carrying Value	730,971
Level 2
Debt Instrument [Line Items]
Fair value of debt	$ 680,400

- Definition

Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.

+ References + Details

Goodwill and Intangible Assets, net - Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 112,568		$ 112,299
Accumulated Amortization	(60,024)		(56,289)
Net Carrying Value	52,544		56,010
Amortization expense	3,174	$ 2,921
Cost of sales
Finite-Lived Intangible Assets [Line Items]
Amortization expense	2,241	2,231
Selling and marketing
Finite-Lived Intangible Assets [Line Items]
Amortization expense	298	502
General and administrative
Finite-Lived Intangible Assets [Line Items]
Amortization expense	635	$ 188
Trademarks
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	10,072		10,048
Accumulated Amortization	(3,611)		(3,442)
Net Carrying Value	$ 6,461		$ 6,606
Estimated Useful Life (Years)	15 years		15 years
Non-compete agreement
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 805		$ 809
Accumulated Amortization	(356)		(139)
Net Carrying Value	$ 449		$ 670
Estimated Useful Life (Years)	3 years		3 years
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 18,629		$ 18,625
Accumulated Amortization	(5,095)		(4,391)
Net Carrying Value	$ 13,534		$ 14,234
Customer relationships \| Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (Years)	5 years		5 years
Customer relationships \| Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (Years)	10 years		10 years
Developed technology
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 70,900		$ 70,900
Accumulated Amortization	(47,267)		(45,051)
Net Carrying Value	$ 23,633		$ 25,849
Estimated Useful Life (Years)	8 years		8 years
Patents
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 2,146		$ 2,050
Accumulated Amortization	(320)		(295)
Net Carrying Value	$ 1,826		$ 1,755
Patents \| Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (Years)	3 years		3 years
Patents \| Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (Years)	19 years		19 years
Capitalized software
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Value	$ 10,016		$ 9,867
Accumulated Amortization	(3,375)		(2,971)
Net Carrying Value	$ 6,641		$ 6,896
Capitalized software \| Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (Years)	3 years		3 years
Capitalized software \| Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated Useful Life (Years)	5 years		5 years

Net Income (Loss) Attributable to Common Shareholders

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Net Income (Loss) Attributable to Common Shareholders

Net Income (Loss) Attributable to Common ShareholdersThe following table sets forth the calculation of both basic and diluted net income (loss) per share as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands, except share and per share amounts)	2022		2021
Net income (loss) available to common shareholders - basic	$	32,507	$	(3,274)
Plus: Income on Private placement warrants	(52,052)		—
Net income (loss) available to common shareholders - diluted	$	(19,545)	$	(3,274)

Weighted average common shares outstanding - basic	150,598,105		35,501,743
Effect of dilutive shares:



Private placement warrants	2,113,593		—
Weighted average common shares outstanding - diluted	152,711,698		35,501,743

Basic net income (loss) per share:	$	0.22	$	(0.09)
Diluted net income (loss) per share	$	(0.13)	$	(0.09)

The following shares have been excluded from the calculation of the weighted average diluted shares outstanding as the effect would have been anti-dilutive:



	March 31, 2022	March 31, 2021
Convertible Notes	23,614,425	—
RSUs	2,458,461	—
PSUs	1,694,613	—
Stock Options	6,582,520	1,509

Net Income (Loss) Attributable to Common Shareholders - Schedule of basic and diluted earnings per share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Earnings Per Share [Abstract]
Net income (loss) available to common shareholders - basic	$ 32,507	$ (3,274)
Plus: Income on Private placement warrants	(52,052)	0
Net income (loss) available to common shareholders - diluted	$ (19,545)	$ (3,274)
Weighted average common shares outstanding - basic (in shares)	150,598,105	35,501,743
Effect of dilutive shares:
Private placement warrants (in shares)	2,113,593	0
Weighted average common shares outstanding - diluted (in shares)	152,711,698	35,501,743
Basic net income (loss) per share (in dollars per share)	$ 0.22	$ (0.09)
Diluted net income (loss) per share (in dollars per share)	$ (0.13)	$ (0.09)

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and ContingenciesFrom time to time the Company may be involved in claims, legal actions and governmental proceedings that arise from its business operations. As of March 31, 2022, the Company was not a party to any legal proceedings or threatened legal proceedings, the adverse outcome of which, individually or in the aggregate, that it believes would have a material adverse effect on its business, financial condition or results of operations.

Property and Equipment, net (Tables)

3 Months Ended

Mar. 31, 2022

Property, Plant and Equipment [Abstract]

Schedule of property and equipment

Property and equipment consist of the following as of the periods indicated:


(in thousands)	Useful life (years)	March 31, 2022		December 31, 2021
Furniture and fixtures	2-7	$	4,327	$	4,074
Computers and equipment	3-5	4,839		4,010
Machinery and equipment	2-5	4,108		3,669
Autos and trucks	5	1,157		1,163
Tooling	5	1,708		1,389
Leasehold improvements	Shorter of remaining lease term or estimated useful life	8,096		5,086
Total property and equipment		24,235		19,391
Less: accumulated depreciation and amortization		(9,803)		(8,561)
Construction in progress		3,427		5,353
Property and equipment, net		$	17,859	$	16,183

Depreciation expense was as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2022		2021
Cost of sales	$	414	$	305
General and administrative	479		385
Selling and marketing	523		—
Total depreciation expense	$	1,416	$	690

Balance Sheet Components - Schedule of accrued expenses (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Sales and VAT tax payables	$ 4,356	$ 5,817
Accrued interest	0	2,786
Contingent consideration	0	783
Note payable due seller	2,124	2,153
Royalty liabilities	840	1,074
Other	5,099	2,109
Total other accrued expenses	$ 12,419	$ 14,722

Equity Based Compensation - Summary of share based compensation (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 7,049	$ 34
Cost of sales
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	226	2
Selling and marketing
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	2,814	6
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	110	0
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock-based compensation expense	$ 3,899	$ 26

Segment Reporting (Details) $ in Thousands	3 Months Ended
Segment Reporting (Details) $ in Thousands	Mar. 31, 2022 USD ($) segment	Mar. 31, 2021 USD ($)
Disaggregation of Revenue [Line Items]
Number of operating segments \| segment	1
Number of reportable segments \| segment	1
Net sales	$ 75,415	$ 47,542
Americas
Disaggregation of Revenue [Line Items]
Net sales	44,606	31,280
Asia-Pacific
Disaggregation of Revenue [Line Items]
Net sales	12,901	8,791
Europe, the Middle East and Africa
Disaggregation of Revenue [Line Items]
Net sales	$ 17,908	$ 7,471

- 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 http://asc.fasb.org/extlink&oid=123359005&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 http://asc.fasb.org/extlink&oid=123359005&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
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
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-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130543-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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-Paragraph 22
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=123351226&loc=SL49130545-203045

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 http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Business Combinations	3 Months Ended
Business Combinations	Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract]
Business Combinations	Business Combinations Business Combination — Reverse Recapitalization The closing of the Business Combination occurred on May 4, 2021. In connection with the Business Combination: •Certain accredited investors (the “PIPE Investors”) entered into subscription agreements (the “PIPE Subscription Agreements”) pursuant to which the PIPE Investors agreed to purchase 35,000,000 shares (the “PIPE Shares”) of the Company’s Class A Common Stock at a purchase price per share of $10.00 for an aggregate purchase price of $350.0 million (the “PIPE Investment”). The PIPE Investment was consummated substantially concurrently with the Closing of the Business Combination. •Prior to the Business Combination, the Company issued an aggregate of 11,500,000 shares of the Company’s Class B Common Stock (the “Founder Shares”) to the Sponsor for an aggregate purchase price of $25,000 in cash. All outstanding Founder Shares were automatically converted into shares of the Company’s Class A Common Stock on a one-for-one basis at the Closing and will continue to be subject to the transfer restrictions applicable to such shares of Founder Shares. •In connection with the Closing, holders of 2,672,690 shares of the Company’s Class A Common Stock exercised their rights for the Company to redeem their respective shares for cash at an approximate price of $10.00 per share, for an aggregate of approximately $26.7 million, which was paid to such holders at Closing. •Immediately after giving effect to the Merger and the PIPE Investment, there were 125,329,053 shares of the Company’s Class A Common Stock issued and outstanding. •The aggregate gross cash consideration received by the Company in connection with the Business Combination was $783 million, which consisted of proceeds of $350 million from the PIPE Investment, plus approximately $433 million of cash from the Company’s trust account that held the proceeds from the Company’s initial public offering (the “Trust Account”). The aggregate gross cash consideration received was reduced by $368 million, which consisted of cash payments made to the former shareholders of HydraFacial, and further reduced by an additional $57 million for the payment of direct transaction costs incurred by HydraFacial and the Company which were reflected as a reduction of proceeds. The Company used the net proceeds to repay all of its outstanding indebtedness at the Closing. The remainder of the consideration paid to the HydraFacial Stockholders consisted of 35,501,743 newly issued shares of Class A Common Stock (the “Stock Consideration”). The net cash received from the Business Combination was subject to a working capital adjustment of $0.9 million. The Company also issued 70,860 shares related to the working capital adjustment. Business Acquisitions On June 4, 2021, the Company acquired High Tech Laser, Australia Pty Ltd (“HTL”), a distributor of the Company’s products in Australia. On July 1, 2021, the Company acquired Wigmore Medical France (“Wigmore”), Ecomedic GmbH (“Ecomedic”) and Sistemas Dermatologicos Internacionales (“Sidermica”), distributors of the Company’s products in France, Germany and Mexico, respectively. Through these acquisitions, the Company plans to directly sell to the respective markets and improve services for its products. Cash paid for the four distributors totaled $23.7 million. The Company applied the acquisition method of accounting and established a new basis of accounting on the dates of the respective acquisitions. The assets acquired by the Company are accordingly measured at their estimated fair values as of the acquisition date. The goodwill arising from the acquisitions consists largely of the business reputation of the acquired company in the marketplace and its assembled workforce. The goodwill is not deductible for income tax purposes. The transaction costs for the acquisitions totaled $0.8 million. The estimated fair values and preliminary purchase price allocation were based on information available at the time of acquisition and the Company continues to evaluate the underlying inputs and assumptions. Accordingly, these preliminary estimates are subject to retrospective adjustments during the measurement period, not to exceed one year, based upon new information obtained about facts and circumstances that existed as of the date of acquisition. The Company is currently in the process of finalizing the preliminary fair value allocations, and expects this to be completed during the second quarter of 2022.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Income Statement [Abstract]
Net sales	$ 75,415	$ 47,542
Cost of sales	23,478	15,802
Gross profit	51,937	31,740
Operating expenses:
Selling and marketing	36,407	17,095
Research and development	2,230	1,452
General and administrative	26,261	10,811
Total operating expenses	64,898	29,358
(Loss) income from operations	(12,961)	2,382
Other (income) expense:
Interest expense, net	3,400	5,699
Other expense, net	937	7
Change in fair value of warrant liabilities	(52,052)	0
Foreign currency transaction (gain) loss, net	(368)	256
Total other (income) expense	(48,083)	5,962
Income (loss) before provision for income taxes	35,122	(3,580)
Income tax expense (benefit)	2,615	(306)
Net income (loss)	32,507	(3,274)
Comprehensive income (loss), net of tax:
Foreign currency translation adjustments	(145)	(5)
Comprehensive income (loss)	$ 32,362	$ (3,279)
Net income (loss) per share
Basic (in dollars per share)	$ 0.22	$ (0.09)
Diluted (in dollars per share)	$ (0.13)	$ (0.09)
Weighted average common shares outstanding
Basic (in shares)	150,598,105	35,501,743
Diluted (in shares)	152,711,698	35,501,743

Related-Party Transactions	3 Months Ended
Related-Party Transactions	Mar. 31, 2022
Related Party Transactions [Abstract]
Related-Party Transactions	Related-Party Transactions Registration Rights Agreement In connection with the consummation of the Business Combination, on May 4, 2021, the Company entered into that certain Amended and Restated Registration Rights Agreement (the “Registration Rights Agreement”) with BLS Investor Group LLC and the HydraFacial Stockholders. Pursuant to the terms of the Registration Rights Agreement, (i) any outstanding share of Class A Common Stock or any other equity security (including the Private Placement Warrants and including shares of Class A Common Stock issued or issuable upon the exercise of any other equity security) of the Company held by the Sponsor or the HydraFacial Stockholders (together, the “Restricted Stockholders”) as of the date of the Registration Rights Agreement or thereafter acquired by a Restricted Stockholder (including the shares of Class A Common Stock issued upon conversion of the 11,500,000 Founder Shares that were owned by the Sponsor and converted to shares of Class A Common Stock prior in connection with the Business Combination and upon exercise of any Private Placement Warrants) and shares of Class A Common Stock issued as earn-out shares to the HydraFacial Stockholders and (ii) any other equity security of the Company issued or issuable with respect to any such share of common stock by way of a stock dividend or stock split or in connection with a combination of shares, recapitalization, merger, consolidation or other reorganization or otherwise will be entitled to registration rights. The Registration Rights Agreement provides that the Company will, within 60 days after the consummation of the Business Combination, file with the SEC a shelf registration statement registering the resale of the shares of common stock held by the Restricted Stockholders and will use its reasonable best efforts to have such registration statement declared effective as soon as practicable after the filing thereof, but in no event later than 60 days following the filing deadline. The Company filed such registration statement on July 19, 2021 and it was declared effective by the SEC on July 26, 2021. The HydraFacial Stockholders are entitled to make up to an aggregate of two demands for registration, excluding short form demands, that the Company register shares of common stock held by these parties. In addition, the Restricted Stockholders have certain “piggy-back” registration rights. The Company will bear the expenses incurred in connection with the filing of any registration statements filed pursuant to the terms of the Registration Rights Agreement. The Company and the Restricted Stockholders agree in the Registration Rights Agreement to provide customary indemnification in connection with any offerings of common stock effected pursuant to the terms of the Registration Rights Agreement. Pursuant to the Registration Rights Agreement, the Sponsor agreed to restrictions on the transfer of their securities issued in the Company’s initial public offering, which (i) in the case of the Founder Shares is one year after the completion of the Business Combination unless (A) the closing price of the common stock equals or exceeds $12.00 per share for 20 days out of any 30-trading-day period commencing at least 150 days following the Closing of the Business Combination or (B) the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of common stock for cash, securities or other property, and (ii) in the case of the Private Placement Warrants and the respective Class A Common Stock underlying the Private Placement Warrants is 30 days after the completion of the Business Combination. The Sponsor and its permitted transferees will also be required, subject to the terms and conditions in the Registration Rights Agreement, not to transfer their Private Placement Warrants (as defined in the Registration Rights Agreement) or shares of common stock issuable upon the exercise thereof for 30 days following the Closing. Lock-Up Agreement In connection with the consummation of the Business Combination, on May 4, 2021, the Company, the Sponsor and the HydraFacial Stockholders entered into a Lock-Up Agreement, pursuant to which the HydraFacial Stockholders agreed, subject to certain exceptions, not to sell, transfer to another or otherwise dispose of, in whole or in part, the common stock held by the HydraFacial Stockholders during the period commencing from the closing of the Business Combination and through the earlier of (i) the 180-day anniversary of the date of the closing of the Business Combination and (ii) the date after the closing of the Business Combination on which the Company consummates certain transactions involving a change of control of the Company. Pursuant to the terms of the Lock-Up Agreement, the restrictions set forth therein expired on October 31, 2021. Investor Rights Agreement In connection with the consummation of the Business Combination, on May 4, 2021, the Company and LCP Edge Holdco, LLC entered into that certain Investor Rights Agreement (the “Investor Rights Agreement”). Pursuant to the Investor Rights Agreement, LCP has the right to designate a number of directors for appointment or election to the Company’s board of directors as follows: (i) one director for so long as LCP holds at least 10% of the outstanding Class A Common Stock, (ii) two directors for so long as LCP holds at least 15% of the outstanding Class A Common Stock, and (iii) three directors for so long as LCP holds at least 40% of the outstanding Class A Common Stock. Pursuant to the Investor Rights Agreement, for so long as LCP holds at least 10% of the outstanding Class A Common Stock, LCP will be entitled to have at least one of its designees represented on the compensation committee and nominating committee and corporate governance committee of the Company’s board of directors. Amended and Restated Management Services Agreement HydraFacial entered into a Management Services Agreement, dated December 1, 2016 with Linden Capital Partners III LP (“Linden Capital Partners III”) and DW Management Services, L.L.C. (“DW Management Services”) pursuant to which the parties receive quarterly monitoring fees of the greater of (a) $125,000 and (b) 1.25% of Last Twelve Months EBITDA multiplied by the quotient of (x) the aggregate capital invested by the investors of DW Healthcare Partners IV (B), L.P. (“DWHP Investors”) into LCP and/or its subsidiaries as of such date, divided by (y) the sum of (i) the aggregate capital invested by the DWHP Investors into LCP and/or its subsidiaries, plus (ii) the aggregate capital invested by Linden Capital Partners III into LCP and/or its subsidiaries as of the date of payment. In addition, the management services agreement provides for other fees in relation to services that may be provided in connection with equity and/or debt financing, acquisition of any other business, company, product line or enterprise, or divestiture of any division, business, and product or material assets. The fees vary between 1% and 2% of the related transaction amount. Linden Capital Partners III also received a transaction fee upon the consummation of the Business Combination. In connection with the consummation of the Business Combination, on May 4, 2021, the Company, its subsidiary, Edge Systems LLC, and Linden Capital III LLC, the general partner of Linden Manager III LP (the “Linden Manager”) entered into an Amended and Restated Management Services Agreement (the “Linden Management Services Agreement”) pursuant to which the Linden Manager may continue to provide advisory services at the request of the Company related to mergers and acquisitions for one year following the Business Combination. As consideration for such services, the Company will pay a fee, equal to 1% of enterprise value of the target acquired, to the Linden Manager upon the consummation of any such transaction (the “1% Fee”). The Company has also agreed to reimburse Linden Manager for certain expenses in connection with such advisory services. However, pursuant to the Linden Management Services Agreement, the Company’s obligation to pay the 1% Pursuant to the terms of the agreement, the fee expired twelve months after the consummation of the Business Combination on May 4, 2022. HydraFacial recorded $0 and approximately $0.1 million of charges related to management services fees for the three months ended March 31, 2022 and 2021, respectively. These amounts are included in General and administrative expenses on the Company’s Consolidated Statements of Comprehensive Loss. There were no amounts due to these related parties at March 31, 2022 and 2021. In relation to the consummation of the Business Combination, $21.0 million in transaction fees was paid to the Former Parent. These amounts are included in General and administrative expenses on the Company’s Consolidated Statements of Comprehensive Loss. Former Long-term Debt Due to Related Parties On April 10, 2020, the Company’s existing Credit Agreement with a bank that is also a related party was amended to include a “PIK” interest component of 2% that accrues on the outstanding balances of the Term Loan and Revolver. Additionally, the Company is required to pay an early prepayment fee of 2.00% of the amount prepaid or repaid on the Term Loan prior to April 10, 2021, and 1.00% if prepaid between April 11, 2021 and April 10, 2022. In connection with the consummation of the Business Combination, all outstanding debt was paid. As of March 31, 2022, there was no amount due to related parties in connection with the Term Loan and Revolver. On April 10, 2020, HydraFacial also entered into a second credit facility with a related party to provide for borrowings of $30.0 million (the “Term A Loan”). In connection with the consummation of the Business Combination, all outstanding debt was paid. As of March 31, 2022, there was no amount due to a related parties in connection with the Term A Loan and related PIK Interest. Related Party Leases Signal Hill Office HydraFacial leases its office in Signal Hill, California, from an entity owned by former minority stockholders of HydraFacial who are no longer active employees. Lease expense under this lease was $0.2 million and $0.1 million for the three months ended March 31, 2022 and 2021, respectively. Miami Beach Office The Company maintains an office in Miami Beach, Florida, whereby the Company, on a monthly basis, reimburses an entity owned by the Company’s Executive Chairman that makes such office available to the Company for its employees and affiliates. Expense for this property was not material for the three months ended March 31, 2022. No such expenses existed for the three months ended March 31, 2021.

Equity-Based Compensation (Tables)

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Summary of share based compensation

Compensation expense attributable to net stock-based compensation was as follows for the periods indicated:


	Three Months Ended March 31,
(in thousands)	2022		2021
Cost of sales	226		2
Selling and marketing	2,814		6
Research and development	110		—
General and administrative	3,899		26
Stock-based compensation expense	$	7,049	$	34

Schedule of unvested share activity

The following table summarizes the Company’s unvested equity award activity for the three months ended March 31, 2022:


			Weighted Average Grant Date Fair Value
	RSUs	PSUs	RSUs		PSUs
Outstanding - January 1, 2022	380,775	975,000	$	25.88	$	11.39
Granted	2,122,819	719,613	13.89		12.31
Vested	(8,895)	—	13.49		—
Forfeited	(36,238)	—	18.38		—
Outstanding - March 31, 2022	2,458,461	1,694,613	15.69		11.79

Business Combinations (Details) $ / shares in Units, $ in Thousands			1 Months Ended
	May 04, 2021 USD ($) $ / shares shares	May 03, 2021 USD ($) shares	Jul. 01, 2021 USD ($)	Mar. 31, 2022 shares	Dec. 31, 2021 shares
Business Acquisition [Line Items]
Consideration received on transaction	$ 350,000
Common stock, conversion ratio		1
Common stock, shares issued (in shares) \| shares				150,603,231	150,598,047
Common stock, shares outstanding (in shares) \| shares				150,603,231	150,598,047
Gross consideration received	783,000
Cash acquired from trust account	433,000
Cash consideration paid to stockholders	368,000
Payment of transaction costs	$ 57,000
Legacy HydraFacial shares (in shares) \| shares	35,501,743
Cash paid out for WC Adjustment	$ 900
Working capital adjustment Class A Common Stock issued (in shares) \| shares	70,860
Class A common stock
Business Acquisition [Line Items]
Consideration received on transaction (in shares) \| shares	35,000,000
Stock purchase price (in dollars per share) \| $ / shares	$ 10.00
Consideration received on transaction	$ 350,000
Stock redeemed (in shares) \| shares	2,672,690
Stock redeemed, price (in dollars per share) \| $ / shares	$ 10.00
Stock redeemed, value	$ 26,700
Common stock, shares issued (in shares) \| shares	125,329,053
Common stock, shares outstanding (in shares) \| shares	125,329,053
Legacy HydraFacial shares (in shares) \| shares	35,501,743
Class B Common Stock
Business Acquisition [Line Items]
Consideration received on transaction (in shares) \| shares		11,500,000
Consideration received on transaction		$ 25
HTL, Wigmore, Ecomedic and Sidermica acquisitions
Business Acquisition [Line Items]
Payment of contingent consideration from acquisition of business			$ 23,700
Transaction costs			$ 800

Fair Value Measurements - Narrative (Details) $ / shares in Units, $ in Millions	Nov. 03, 2021 USD ($) $ / shares shares	May 04, 2021 shares	Mar. 31, 2022 shares
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Stock issued upon conversion (in shares)		11,500,000
Minimum \| Level 3 \| Exercise price \| Monte Carlo simulation
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant, measurement input			10.00
Maximum \| Level 3 \| Exercise price \| Monte Carlo simulation
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant, measurement input			18.00
Public warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants outstanding (in shares)			0
Warrant redemption price (in dollars per share) \| $ / shares	$ 0.10
Warrants exercised (in shares)	16,200,000
Warrants exercised, cash (in shares)	16,100,000
Warrants, exercise price (in dollars per share) \| $ / shares	$ 11.50
Warrants exercised, cashless basis (in shares)	74,104
Stock issued upon conversion (in shares)	26,732
Warrants redeemed (in shares)	75,016
Proceeds from exercise of warrants \| $	$ 185.4
Public warrants, initial public offer
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants exercised (in shares)	15,300,000
Public warrants, converted from private warrant sale
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants exercised (in shares)	900,000
Private placement warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants outstanding (in shares)			7,000,000
Warrants exercised (in shares)	300,000
Proceeds from exercise of warrants \| $	$ 3.0

Equity Based Compensation - Schedule of unvested share activity (Details)	3 Months Ended
	Mar. 31, 2022 $ / shares shares
RSUs
Shares
Outstanding, beginning balance (in shares) \| shares	380,775
Granted (in shares) \| shares	2,122,819
Vested (in shares) \| shares	(8,895)
Forfeited (in shares) \| shares	(36,238)
Outstanding, ending balance (in shares) \| shares	2,458,461
Weighted Average Grant Date Fair Value
Outstanding, beginning balance (in dollars per share) \| $ / shares	$ 25.88
Granted (in dollars per share) \| $ / shares	13.89
Vested (in dollars per share) \| $ / shares	13.49
Forfeited (in dollars per share) \| $ / shares	18.38
Outstanding, beginning balance (in dollars per share) \| $ / shares	$ 15.69
PSUs
Shares
Outstanding, beginning balance (in shares) \| shares	975,000
Granted (in shares) \| shares	719,613
Vested (in shares) \| shares	0
Forfeited (in shares) \| shares	0
Outstanding, ending balance (in shares) \| shares	1,694,613
Weighted Average Grant Date Fair Value
Outstanding, beginning balance (in dollars per share) \| $ / shares	$ 11.39
Granted (in dollars per share) \| $ / shares	12.31
Vested (in dollars per share) \| $ / shares	0
Forfeited (in dollars per share) \| $ / shares	0
Outstanding, beginning balance (in dollars per share) \| $ / shares	$ 11.79

Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended
Revenue Recognition (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Mar. 31, 2021
Disaggregation of Revenue [Line Items]
Net sales	$ 75,415	$ 47,542
Delivery Systems
Disaggregation of Revenue [Line Items]
Net sales	41,647	25,672
Consumables
Disaggregation of Revenue [Line Items]
Net sales	$ 33,768	$ 21,870

- Definition

+ References

+ Details

Summary of Significant Accounting Policies	3 Months Ended
Summary of Significant Accounting Policies	Mar. 31, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting PoliciesInformation regarding the Company’s significant accounting policies is contained in Note 2, “Summary of Significant Accounting Policies”, to the consolidated financial statements included in the Company’s Annual Report on Form 10-K filed with the SEC on March 1, 2022. New Accounting Pronouncements Not Yet Adopted In October 2021, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) ASU 2021-08, Business Combinations (Topic 805), which primarily relates to the accounting for contract assets and contract liabilities from contracts with customers in a business combination. The standard will be effective for annual reporting periods beginning after December 31, 2022, including interim reporting periods within those periods, with early adoption permitted. We are currently evaluating the impact of adopting this new accounting guidance on our consolidated financial statements.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) - USD ($) $ in Thousands	Total	Previously reported	Retroactive application of recapitalization	Legacy Common Stock	Legacy Common Stock Previously reported	Legacy Common Stock Retroactive application of recapitalization	Legacy Preferred Stock	Legacy Preferred Stock Previously reported	Legacy Preferred Stock Retroactive application of recapitalization	Common Stock	Common Stock Previously reported	Common Stock Retroactive application of recapitalization	Additional Paid-in Capital	Additional Paid-in Capital Previously reported	Additional Paid-in Capital Retroactive application of recapitalization	Note Receivable from Stockholder	Note Receivable from Stockholder Previously reported	Note Receivable from Stockholder Retroactive application of recapitalization	Accumulated other Comprehensive Income (Loss)	Accumulated other Comprehensive Income (Loss) Previously reported	Accumulated other Comprehensive Income (Loss) Retroactive application of recapitalization	Accumulated Deficit	Accumulated Deficit Previously reported	Accumulated Deficit Retroactive application of recapitalization
Beginning balance (in shares) at Dec. 31, 2020				0	54,358	(54,358)	0	931	(931)	35,501,743	0	35,501,743
Beginning balance at Dec. 31, 2020	$ (29,960)	$ (29,960)	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 4	$ 0	$ 4	$ 13,952	$ 13,956	$ (4)	$ (554)	$ (554)	$ 0	$ 242	$ 242	$ 0	$ (43,604)	$ (43,604)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation	34												34
Net income (loss)	(3,274)																					(3,274)
Foreign currency translation adjustments	(5)																		(5)
Ending balance (in shares) at Mar. 31, 2021										35,501,743
Ending balance at Mar. 31, 2021	(33,205)									$ 4			13,986			(554)			237			(46,878)
Beginning balance (in shares) at Dec. 31, 2021										150,598,047
Beginning balance at Dec. 31, 2021	302,297									$ 16			722,250			0			(1,257)			(418,712)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock for vesting of restricted stock units (in shares)										5,184
Stock-based compensation	7,049												7,049
Net income (loss)	32,507																					32,507
Foreign currency translation adjustments	(145)																		(145)
Ending balance (in shares) at Mar. 31, 2022										150,603,231
Ending balance at Mar. 31, 2022	$ 341,708									$ 16			$ 729,299			$ 0			$ (1,402)			$ (386,205)

- Definition

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

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-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

+ Details

Description of Business (Details) - $ / shares	Mar. 31, 2022	Dec. 31, 2021	May 04, 2021	May 03, 2021
Business Acquisition [Line Items]
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001		$ 0.0001
HydraFacial
Business Acquisition [Line Items]
Reverse recapitalization, ownership percentage			100.00%
Hydrate Merger Sub I, Inc.
Business Acquisition [Line Items]
Reverse recapitalization, ownership percentage			100.00%
Hydrate Merger Sub II, LLC
Business Acquisition [Line Items]
Reverse recapitalization, ownership percentage			100.00%

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Schedule of assets and liabilities measured at fair value on recurring basis


	Fair Value Measurements on a Recurring Basis
(in thousands)	Level 1		Level 2		Level 3		Total
Assets
Cash and cash equivalents:
Money market funds	$	810,310	$	—	$	—	$	810,310
Liabilities

Warrant liability — Private Placement Warrants	—		—		41,765		41,765

Balance Sheet Components (Tables)

3 Months Ended

Mar. 31, 2022

Inventory Disclosure [Abstract]

Schedule of inventory

Inventories consist of the following as of the periods indicated:


(in thousands)	March 31, 2022		December 31, 2021
Raw materials	$	14,723	$	12,024

Finished goods	32,310		23,237
Total inventories	$	47,033	$	35,261

Schedule of accrued payroll-related expenses

Accrued payroll-related expenses consist of the following as of the periods indicated:


(in thousands)	March 31, 2022		December 31, 2021
Accrued compensation	$	7,482	$	15,262
Accrued payroll taxes	1,805		922
Accrued benefits	4,573		3,022
Accrued sales commissions	7,523		9,456
Total accrued payroll-related expenses	$	21,383	$	28,662

Schedule of accrued expenses

Other accrued expenses consist of the following as of the periods indicated:


(in thousands)	March 31, 2022		December 31, 2021
Sales and VAT tax payables	$	4,356	$	5,817
Accrued interest	—		2,786
Contingent consideration	—		783
Note payable due seller	2,124		2,153
Royalty liabilities	840		1,074
Other	5,099		2,109
Total other accrued expenses	$	12,419	$	14,722